HomeMy WebLinkAbout2013-08-19 City Council Agenda PacketCITY OF PALO ALTO
CITY COUNCIL Special Meeting
Council Chambers
August 19, 2013
5:00 PM
Agenda posted according to PAMC Section 2.04.070. Supporting materials are available in the
Council Chambers on the Thursday preceding the meeting.
1 August 19, 2013
MATERIALS RELATED TO AN ITEM ON THIS AGENDA SUBMITTED TO THE CITY COUNCIL AFTER DISTRIBUTION OF THE AGENDA
PACKET ARE AVAILABLE FOR PUBLIC INSPECTION IN THE CITY CLERK’S OFFICE AT PALO ALTO CITY HALL, 250 HAMILTON AVE.
DURING NORMAL BUSINESS HOURS.
* The agenda now includes time estimates for each section or item. These are
provided as part of the Council's effort to manage its time at Council meetings.
Listed times are estimates only and are subject to change at any time, including
while the meeting is in progress. The Council reserves the right to use more or less
time on any item, to change the order of items and/or to continue items to another
meeting. Particular items may be heard before or after the time estimated on the
agenda. This may occur in order to best manage the time at a meeting or to adapt
to the participation of the public. To ensure participation in a particular item, we
suggest arriving at the beginning of the meeting and remaining until the item is
called.
Call to Order
Closed Session
Public Comments: Members of the public may speak to the Closed Session item(s); three minutes per speaker.
5:00-5:45 PM
1. CONFERENCE WITH LABOR NEGOTIATORS
City Designated Representatives: City Manager and his designees
pursuant to Merit System Rules and (James Keene, Pamela Antil, Lalo
Perez, David Ramberg, Joe Saccio, Kathryn Shen, Sandra Blanch,
Dania Torres Wong, Val Fong, Marcie Scott, Brenna Rowe, Molly
Stump)
Employee Organization: Service Employees International Union,
(SEIU) Local 521
Authority: Government Code Section 54957.6(a)
5:45-6:00 PM
2. CONFERENCE WITH LABOR NEGOTIATORS
City Designated Representatives: City Manager and his designees
pursuant to Merit System Rules and Regulations (James Keene,
Pamela Antil, Lalo Perez, David Ramberg, Joe Saccio, Kathryn Shen,
Sandra Blanch, Dania Torres Wong, Val Fong, Marcie Scott, Brenna
Rowe, Molly Stump)
Employee Organization: Palo Alto Police Officers Association (PAPOA)
Authority: Government Code Section 54957.6(a)
2 August 19, 2013
MATERIALS RELATED TO AN ITEM ON THIS AGENDA SUBMITTED TO THE CITY COUNCIL AFTER DISTRIBUTION OF THE AGENDA
PACKET ARE AVAILABLE FOR PUBLIC INSPECTION IN THE CITY CLERK’S OFFICE AT PALO ALTO CITY HALL, 250 HAMILTON AVE.
DURING NORMAL BUSINESS HOURS.
Study Session COUNCIL CONFERENCE ROOM 6:00-7:00 PM
3. Joint Study Session with City Council and Architectural Review Board
Special Orders of the Day COUNCIL CHAMBERS 7:00-7:30 PM
4. Proclamation Expressing Appreciation to Michael Closson Upon his
Retirement from Acterra.
5. Proclamation Celebrating the 50th Anniversary of Dr. Martin Luther
King Jr's “I Have a Dream Speech”
6. Presentation of Automated External Defibrillators Purchased With City
Council Contingency Funds
7. Appointment to the Architectural Review Board for One Unexpired
Term Ending on September 30, 2015
Agenda Changes, Additions and Deletions
HEARINGS REQUIRED BY LAW: Applications and/or appellants may have up to ten minutes at the outset of the
public discussion to make their remarks and put up to three minutes for concluding remarks after other members of
the public have spoken.
OTHER AGENDA ITEMS: Public comments or testimony on agenda items other than Oral Communications shall be
limited to a maximum of three minutes per speaker.
City Manager Comments 7:30-7:40 PM
Oral Communications 7:40-8:00 PM
Members of the public may speak to any item not on the agenda. Council reserves the right to limit the duration of
Oral Communications period to 30 minutes.
Consent Calendar 8:00-8:30 PM
Items will be voted on in one motion unless removed from the calendar by two Council Members.
8. Approval of a Contract with Staples (NJPA 031210-SCC) in an Amount
Not to Exceed $250,000 Per Year (Total $500,000 for a Two-year
Term) from September 2, 2013 to September 2, 2015 for Office
Supply Services
9. Approval of a Contract No. C14149800 with Musson Theatrical, Inc. in
the Amount of $120,000 for the Design-Build of the Cubberley Theater
Lighting Dimmer System
3 August 19, 2013
MATERIALS RELATED TO AN ITEM ON THIS AGENDA SUBMITTED TO THE CITY COUNCIL AFTER DISTRIBUTION OF THE AGENDA
PACKET ARE AVAILABLE FOR PUBLIC INSPECTION IN THE CITY CLERK’S OFFICE AT PALO ALTO CITY HALL, 250 HAMILTON AVE.
DURING NORMAL BUSINESS HOURS.
10. Recommendation to Proceed with a Request for Proposals for State
Legislative Advocacy and to Return to the Policy & Services Committee
with a Recommendation on Final Contract Scope
11. SECOND READING: Adoption of Ordinance Adding Chapter 2.06 to
Title 2 of the Palo Alto Municipal Code to Restrict the Use of the City
Seal and Other City Logos (1st Reading August 5, 2013, PASSED: 9-0)
12. SECOND READING: Adoption of Ordinance Authorizing Electronic
Signatures on Documents Used and Accepted by the City of Palo Alto
(1st Reading: August 5, 2013 PASSED: 9-0)
13. SECOND READING: Adoption of Ordinance Adding Section 9.06.010 to
the Palo Alto Municipal Code to Prohibit Human Habitation of Vehicles
(1st Reading; August 5, 2013, PASSED: 7-2 Berman, Holman no)
14. Approval of Continuation of Council Consideration of an Appeal of a
Director's Approval of a Major Architectural Review Board Application
for a Four-story, 50 foot, Mixed Use Building Located at 240-248 Hamilton
Avenue, With a New Floor Area of 15,000 Square Feet Until September
9, 2013. The project Includes a Variance to Encroach Into the
Required Seven Foot Special Setback Along Hamilton Avenue and the
Required Six Foot Special Setback Along Ramona Street.
Environmental Assessment: an Initial Study and Mitigated Negative
Declaration Have Been Prepared. Zone District: Downtown Community
Commercial (CD-C)(P)(GF) with Pedestrian Shopping and Ground Floor
Combining Districts (STAFF RECOMMENDS ITEM TO BE
CONTINUED TO SEPTEMBER 9, 2013)
15. Request For Authorization To Increase Compensation of Existing
Contracts With (1) the Law Firm Of Burke, Williams & Sorensen, LLP
for a Total Contract Not-to-Exceed Amount of $120,000 for Litigation
Matters; and (2) Moscone Emblidge Sater & Otis for a Total Contract
Not-to-Exceed Amount of $160,000 For Transactional Legal Services
Action Items
Include: Reports of Committees/Commissions, Ordinances and Resolutions, Public Hearings, Reports of Officials,
Unfinished Business and Council Matters.
8:30-10:30 PM
16. Update on Development of Approaches to Positively Impact
Homelessness and Adoption of an Ordinance amending the Palo Alto
Municipal Code to add section 9.61.020 to establish Community
Facilities Hours including Cubberley, Lucie Stern and Mitchell Park
Community Centers.
4 August 19, 2013
MATERIALS RELATED TO AN ITEM ON THIS AGENDA SUBMITTED TO THE CITY COUNCIL AFTER DISTRIBUTION OF THE AGENDA
PACKET ARE AVAILABLE FOR PUBLIC INSPECTION IN THE CITY CLERK’S OFFICE AT PALO ALTO CITY HALL, 250 HAMILTON AVE.
DURING NORMAL BUSINESS HOURS.
10:30-11:00 PM
17. Adoption of Ordinance for a New Chapter 18.15 (Residential Density
Bonus) to Include in Title 18 of the Palo Alto Municipal Code to
Implement Government Code Section 65915
Council Member Questions, Comments and Announcements 11:00-11:10 PM
Members of the public may not speak to the item(s)
Adjournment
AMERICANS WITH DISABILITY ACT (ADA) Persons with disabilities who require auxiliary aids or services in using City facilities, services or programs or who
would like information on the City’s compliance with the Americans with Disabilities Act (ADA) of 1990, may
contact (650) 329-2550 (Voice) 24 hours in advance.
PUBLIC COMMENT
Members of the Public are entitled to directly address the City Council/Committee concerning any item that is described in the notice of this meeting, before or during consideration of that item. If you wish to address the
Council/Committee on any issue that is on this agenda, please complete a speaker request card located on the
table at the entrance to the Council Chambers, and deliver it to the City Clerk prior to discussion of the item. You are not required to give your name on the speaker card in order to speak to the Council/Committee, but it is very helpful.
5 August 19, 2013
MATERIALS RELATED TO AN ITEM ON THIS AGENDA SUBMITTED TO THE CITY COUNCIL AFTER DISTRIBUTION OF THE AGENDA
PACKET ARE AVAILABLE FOR PUBLIC INSPECTION IN THE CITY CLERK’S OFFICE AT PALO ALTO CITY HALL, 250 HAMILTON AVE.
DURING NORMAL BUSINESS HOURS.
Additional Information
Standing Committee Meetings
Finance Committee Meeting 8/20/13
Rail Committee Meeting 8/22/13
Schedule of Meetings
Schedule of Meetings
Tentative Agenda
Tentative Agenda
Informational Report
Bay Area Water Supply and Conservation Agency (BAWSCA) New
Executive Director
City of Palo Alto Sales Tax Digest Summary First Quarter Sales (January -
March 2013)
Public Letters to Council
SET 1 SET 2 SET 3 SET 4 SET 5 SET 6
City of Palo Alto (ID # 3993)
City Council Staff Report
Report Type: Study Session Meeting Date: 8/19/2013
City of Palo Alto Page 1
Summary Title: Joint CC/ARB
Title: Joint Study Session with City Council and Architectural Review Board
From: City Manager
Lead Department: Planning and Community Environment
Study Session Agenda
Potential Topics for Discussion
A. Overview/Update
a. Sidewalk width and building setbacks along arterial roads
b. El Camino Real Guidelines
B. Council Questions and Comment
C. Public Comments
CITY OF PALO ALTO
PROCLAMATION
EXPRESSING APPRECIATION TO MICHAEL CLOSSON
UPON HIS RETIREMENT FROM ACTERRA
WHEREAS, Michael Closson is being honored upon his retirement following a decade of service as Executive
Director of Acterra, and a lifetime of service at organizations including Biodiversity Northwest, Earth Day
Network, Center for Economic Conversion, New Ways to Work, and Stanford University; and
WHEREAS, Michael Closson as Executive Director of Acterra has been a valued partner of the City of Palo
Alto and has worked tirelessly to further the goals of the City’s sustainability, natural resource and habitat
conservation goals; and
WHEREAS, during his time at Acterra, Michael, created a strong organizational and financial foundation and
focused the organization on high impact program areas; and
WHEREAS, he emphasized that by initiating positive change in Silicon Valley, Acterra is building momentum
for positive change at the state and national level; and
WHEREAS, Michael enlarged the Pearson-Arastradero Preserve Stewardship Program significantly and
emphasized its focus on youth environmental education, giving thousands of teens access to a variety of hands-on
learning experiences; and
WHEREAS, Michael has helped provide Acterra with talented staff and experienced leadership to realize this
vision.
NOW, THEREFORE, BE IT PROCLAIMED, that the City Council of the City of Palo Alto hereby
recognizes Michael Closson for his lifelong commitment to his community, his years of public service and
contributions to the City of Palo Alto, and honor his many achievements in bringing people together to create a
healthy environment.
Presented: August 19, 2013
______________________________
H. Gregory Scharff
Mayor
CITY OF PALO ALTO
PROCLAMATION
Celebrating the 50th Anniversary Of
Dr. Martin Luther King Jr’s “I Have a Dream Speech”
WHEREAS, the Rev. Dr. Martin Luther King, Jr., who was born on January 15, 1929, dedicated his life to
promoting peace, freedom, equality, and justice for all through non-violent means; and
WHEREAS, federal and state legislation has recognized Dr. King’s legacy as one of America’s outstanding
civil rights leaders by adopting his birthdate as a national event and holiday in this country; and
WHEREAS, on August 28, 1963, Rev. Dr. Martin Luther King, Jr., delivered a historic speech at the Lincoln
Memorial which called for an end to racism in the United States; and
WHEREAS, on January 21, 2008, the Palo Alto City Council dedicated City Hall Plaza to Rev. Dr. Martin
Luther King, Jr. and Coretta Scott King, by conducting a ceremony for several hundred attendees and unveiled a
plaque which states, “…both of whom made this world a better place for all of us;” and
WHEREAS, on August 26, 2013, the City of Palo Alto and Stanford University’s Martin Luther King, Jr.
Research and Education Institute will host a ceremony to celebrate the 50th Year Anniversary of Rev. Dr.
Martin Luther King, Jr.’s I Have a Dream Speech; and
WHEREAS, Rev. Dr. Martin Luther King, Jr., stated in his speech, “I say to you today, my friends, though,
even though we face the difficulties of today and tomorrow, I still have a dream. It is dream that one day this
nation will rise up, live out the true meaning of its creed: “We hold these truths to be self-evident, that all men
are created equal;” and
WHEREAS, Rev. Dr. Martin Luther King, Jr., continued to state in his speech, “This will be the day when
all God’s children will be able to sing with new meaning. “My country, ‘tis of thee, sweet land of liberty, of
thee I sing. Land where my fathers died, land of the pilgrim’s pride, from every mountainside, let freedom
ring.” And if America is to be a great nation, this must become true.”
NOW, THEREFORE, I, H. Gregory Scharff, Mayor of the City of Palo Alto, on behalf of the City Council
proclaim August 26, 2013, as the day to celebrate the 50th anniversary of Dr. King, Jr.’s I Have a Dream speech.
Presented August 19, 2013
__________________________
H. Gregory Scharff
Mayor
City of Palo Alto (ID # 4030)
City Council Staff Report
Report Type: Special Orders of the Day Meeting Date: 8/19/2013
City of Palo Alto Page 1
Summary Title: Presentation of AEDs
Title: Presentation of Automated External Defibrillators Purchased With City
Council Contingency Funds
From: City Manager
Lead Department: Fire
On April 15, 2013, the City Council approved spending $92,500 from its FY 2013 Contingency
Fund to purchase Automated External Defibrillators (AED). Staff originally anticipated being
able to acquire 37 total units with 8 of those planned for deployment in Police patrol cars and
the remaining in City facilities. However, the City was able to acquire 52 units through a
competitive bid and in the process expand the planned rollout to additional community and
recreation facilities.
Deploying AEDs in police patrol vehicles and at virtually every major City facility will ensure that
the Palo Alto citizens and visitors will have a higher chance of early defibrillation during a
sudden cardiac arrest. In cities where defibrillation is provided within 5 to 7 minutes, the
survival rate from sudden cardiac arrest is as high as 30–45 percent. Other studies show
survival rates as high as 86 percent in some cities. Nearly 60 percent of all cardiac arrests are
witnessed, so if an AED is nearby, chances the patient will receive timely defibrillation therapy
is improved. It’s estimated that improved access to AEDs could save 40,000 lives a year in the
U.S. alone, the equivalent of a cure for breast cancer.
The initial deployment of AEDs will take place in August and September 2013 and include the
deployment in patrol cars and several high occupancy City facilities. Staff is finalizing the
complete list of deployment locations, but has tentatively planned installations at the following
sites:
All City Libraries
All Community Centers
City of Palo Alto Page 2
City Hall
Junior Museum and Zoo
Children’s Theatre
Community Theatre
Art Center
Cubberley
Baylands Nature Interpretative Center
Foothills Park
Pearson-Arastradero Preserve
Mayfield soccer fields
Greer Park
Municipal Services Center
Golf Course
Water Quality Control Plant
Elwell Court
Animal Services
City staff have created and coordinated connections with key community groups who share a
dedication to community safety, preparedness and strategic risk reduction. The Fire
Department is planning on conducting several AED trainings in the coming months for City staff
to coincide with the AED deployment. The Public Safety Department is also planning on
implementing additional programs to further support cardiac emergency survival including
participation in the PulsePoint project, which is able to notify individuals on their smartphones
of nearby cardiac emergencies and the location of the closest AED. PulsePoint deployment is
planned for early 2014.
CITY OF PALO ALTO OFFICE OF THE CITY CLERK
August 19, 2013
The Honorable City Council
Palo Alto, California
Appointment to the Architectural Review Board for One Unexpired
Term Ending on September 30, 2015
The City Council is scheduled to vote to appoint one unexpired term on Architectural Review
Board at the City Council Meeting, August 19, 2013. Interviews were held on August 14, 2013.
The Candidates are as follows:
Peter Baltay
Robert Gooyer
Kyu Kim
Voting will be by paper ballot. Five votes are required to be appointed. The first candidate to
receive at least five votes will be appointed.
ATTACHMENTS:
Baltay Application (PDF)
Gooyer Application (PDF)
Kim Application (PDF)
Department Head: Donna Grider, City Clerk
Page 2
• Are you a Palo Alto Resident?
• Do you have any relatives or members of your household who are employed by the City of
Palo Alto, who are currently serving on the City Council, or who are board members or
commissioners?
• Are you available and committed to complete the term applied for?
• California state law requires appointed board and commission members to file a detailed
disclosure of their financial interests, Fair Political Practices Commission, Conflict of
Interest, Form 700. Do you have an investment in, or do you serve as an officer or director
of, a company doing business in Palo Alto which you believe is likely to; I) engage in
business with the City, 2) provide products or services for City projects, or 3) be affected
by decisions of the board or commission you are applying for?
If you answered yes, you may wish to consult with the City Attorney before filing this
application Please contact the City Attorney's Office at 650-329-2171.
• Excluding your principal residence, do you own real property in Palo Alto or within two
miles of Palo Alto?
E:MPLOYMENT
Present or last employer TOPOS Architects Name of Company: Occupation:
,
,
,
Architect
(Ifretired, indicate former occupation)
Signature of Applicant Peter Baltay DilIlIaIIy sI_ by Peter 6altay
ON; Q1=Peter Baltay, o=TOpOS Architects, DU,
emes1=pater@tDpO&8fChitec:ts.oam, c=US
Date: 2D12.03.2211:48:54.Q'/'OO' Date: 5/19/2013
Please Return to:
Office of the City Clerk
250 Hamilton Avenue
Palo Alto, CA 94301
650-329-2571
CITY OF PALO ALTO
ARCHITECTURAL REVIEW BOARD
SUPPLEMENTAL QUESTIONNAIRE
Name: Peter 8altay
Date: 5/19/2013
Please print or type your answers to the following questions and submit with your completed application. You may submit
additional sheets, if necessary, to complete your answers.
1. Have you attended the following meeting?
• Architectural Review Board
Yes No
(Date: Several )
2. How did you Learn about the vacancy on the Architectural Review Board?
Rotary Club: __ Palo Alto Weekly: __ Palo Alto Weekly Online: __
Email from City Clerk: __ AlA: X Fogster.com: __
Other,Please Specify: ________________________ _
3. Describe your involvement in community activities, volunteer and civic organizations:
San Mateo County Design Review Board-residential review for Emerald Hills projects
Redwood City Architecture ReView Board-mostly commercial projects and slgnage In
RWC .
Juventus Sport Club-CYSA youth soccercoaching and board member
AYSO soccer coach
4. What is it about the Architectural Review Board that interests you? What qualities, experience and expertise
would you bring to the Architectural Review Board?
I am an experienced local architect and builder. I have worked on residential and
commerCial projects In Palo Alto and surrounding areas, and understand the deSign
review process well Having served on other local design review boards, I
understand the technical review process, respect and appreciate the need for careful
and open deliberations that are transparent to the community, and am able to
balance the desires of applicants for Quick and straightforward approvals with long
term goal of the community for orderly and harmonious development of the built
ell v it 01 IIl1ellt. .
5. How wouldyou see your role as board member when recommending policy and working with the Council? If it
were necessary to change current roles, how would you approach making such changes?
ARB members serve to provide professional guidance to elected council members.
To provide effective gUidance, ARB members must work cooperatively with each
other to reach consenSllS
I have no Interest In ctlanglng roles with ttle City Counc11.
6. What are the current issues facing the Architectural Review Board?
The ARB must continue to provide prompt and clear guidance to applicants seeking
to build 10 Palo Alto. While not compromising on overall deSign quality, approvals
c.Dllld sometimes be granted more rapidly by keeping the ARB fOCI IS on larger scale
issues.
There Is some community concern regarding the overall'ModemlSf design sensibility
of much new construction in Palo Alto approved by the ARB. Better community
outreach could educate the community about the architectural issues and decisions
facillg Palo Alto.
7. If appointed, what specific goals would you like to see the Architectural Review Board achieve?
While I enjoy and appreciate many of the newer, well-'designed contemporary projects in town, as do most local
al=Cl:liteds, it migllt be valuable to solicit coman n:.'Iity ir:!put Or:! tl:le overall desigr:! directior:! of r:!e1A' de\lf~lopmer:!t 'Alitl:l
this input, the board might be able to take large scale community preferences into account Additionally, the process
might provide a valuable means for explaining and educating the medts of new projects to the community at la[ge
A simple on-line image and community blog of an upcoming project that has already been approved (aka ·Coming
soon',). together with an architects statement and ARB input would provide a valuable means of receiving general
community input and education. The project could be changed quarterly and could likely be done using architect ,
provided images, etc to reduce staff time. Please note that lam not advocating fOr a mass design review process,
nor seeking broader public involvement in individual approvals. Rather, most people are simply curious about
upcoming developmentS, and suCh a posting would generate communitY Interest and Input.
., I ;.
CITY OF PALO ALTO
ARCmTECTURAL REVIEW BOARD
SUPPLEMENTAL QUESTIONNAIRE
\
Please Return to:
Office of the City Clerk
250 Hamilton Avenue
Palo Alto, CA 94301
650-329-2571
Name: Robert Gooyer, AlA
Date: 5/16/13
Please print or type your answers to the following questions and submit with your completed application. You may submit
additional sheets, if necessmy, to complete your answers.
1. Have you attended the following meeting?
• Architectural Review Board
Yes CLJ (Date: 5/16/2013 )
No D
2. How did you Learn about the vacancy on the An:biteetural Review Board?
Rotary Club: D Palo Alto Weekly: D
Email from City Clerk: D AlA: 0
The Daily Post: D
FlyerlBookmarlc 0
! Other, Please Specify: Mentioned to me by Board Member Lee Lippert
3. Describe your involvement in community activities, volunteer and civic organizations:
Current Treasurer,Past President, VP, Treasurer & Board Member-American Institute of
Architects (SMC)
Master Commissioner, California Architects Board
Past Planning Commissioner & Chair -San Mateo Planning Commission (8 years)
San Mateo Foster City School District Facilities Implementation Plan Advisory Committee
Civic Arts Committee -City of San Mateo
SMFCSD FOUndation "Bids for Kids· Committee
Coyote Point Museum Board of Directors & Volunteer Council president (5 years)
Emergency Safety Assessment Inspector of the OES/AIAISMC
San Mateo Union High School District -San Mateo High School Building Replacement Committee
4. What is it about the Architectural Review Board that interests you? What qualities, experience and expertiSe
would you bring to the Archi1ectural Review Boant?
I have always wanted to be involved in the betterment of my community. I served on the
Planning Commission in San Mateo for 8 years (2 terms) and was then termed-out. The
Palo Alto ARB allows me to ~rve a community where I have family members and I attend
church, and yet, not be required to be a resident. My architectural background is well suited
for this position but as I stated· I am no longer allowed to serve in the community where I live
because of tenn limits. Some key qualities and experience I have indude being licensed for
over 30 years with my own firm and having designed hundreds of projects. I am a straight
talker, able to analyze situations and give straight unbiased opinions. I also have experience
being on each side of the table as a commissioner and applicant.
• t· t· .,,,
\ )
5. How would you see your role as board member when recommending policy and worldng with the Council? If it
were necessary to change current roles, how would you approach making such changes?
As with my position on the Planning Commission in San Mateo, it Is the Board's
function to aesist the Council in doing research or determining a need, presenting
that to the Council wHh all the necessary backup that they can then use to make an
informed decision.
Having been self employed with a small firm for 20+ years, I am very comfortable
changing direction or roles when the need arrises.·
6. What are the current issues facing the Architectural Review Board?
I see the Board attempting to extract the best design both functionally, visually and
qualitatively from the applicant for the betterment of the entire community. yet not
reaching too far and not making it possible for the applicant to comply. This would
cause them to abandon the project and no-one wins.
It is also the Board's responsibility to use their design talents and knowledge to make
sure·the project before them is the right fit visually for the location proposed.
7. If appointed. what specific goals would you like to see the Architectural Review Board aehieve?
I see the Board's goal to be the creation of the best built environment possible for the
community. They are not there to set policy but to enforce policies adopted by the
Council or Planning Commission to the best of their ability.
Please Return to:
Office of the City Clerk
250 Hamilton Avenue
Palo Alto, CA 94301
650-329-2571
CITY OF PALO ALTO
ARCHITECTURAL REVIEW BOARD
SUPPLEMENTAL OUESTIONNAIRE
Name: Kyu Young Kim
Date: 5/21/13
)
Please print or type your answers to the following questions and submit with your completed application. You may submit
additional sheets, if necessary, to complete your answers.
Yes No 1. Have you attended the following meeting?
• Architectural Review Board [l] (Date: _____ -J. D
2. How did you Learn about the vacancy on the Architectural Review Board?
Rotary Club: D Palo Alto Wee1dy: D
Email from City Clerk: [l] AlA: [{]
The Daily Post: D
FlyerfBookmark: D
Other, Please SpecifY: __________________________ _
3. Describe your involvement in community activities, volunteer and civic organizations:
Currently serving as a kindergarten teacher at New Community Baptist Church in
addition to being a small group leader and facilities rental coordinator.
4. What is it about the Architectural Review Board that interests you? What qualities, experience and expertise
would you bring to the Architectural Review Board?
I am a young and competent Architectural professional with a high level of
enthusiasm for my city and Architecture.
I've traveled around the world and will lower the average age of the board members.
I am also a long-time resident of Palo Alto and have grown up here.
Bds/Commissions -702-23 8/31/2011
.f " )
/ )
5. How would you see your role as board member when recommending policy and working with the Council? If it
were necessary to change current roles, how would you approach making such changes?
Servant-minded, recommending what is best for the City of Palo Alto.
Making changes works best when don't complain and stay the course of doing what
we do for the higher purpose of serving the City and the council.
6. What are the current issues facing the Architectural Review Board?
Downtown parking
Mixed-use developments
Residential developments
7. If appointed, what specific goals would you like to see the Architectural Review Board achieve?
Continue to provide a high level of architectural review of the city's architecture for
smooth and efficient recommendation to the council.
Bds/Comrnissions -702-23 8/31/2011
City of Palo Alto (ID # 4006)
City Council Staff Report
Report Type: Consent Calendar Meeting Date: 8/19/2013
City of Palo Alto Page 1
Summary Title: Approval of Staples Office Supply Contract
Title: Approval of a Contract with Staples (NJPA 031210-SCC) in an Amount
Not to Exceed $250,000 Per Year (Total $500,000 for a Two-year Term) from
September 2, 2013 to September 2, 2015 for Office Supply Services
From: City Manager
Lead Department: Administrative Services
Recommendation
Staff recommends that Council approve, and authorize:
1) The City Manager or designees to execute the attached contract with Staples (NJPA
031210-SCC) in an amount not to exceed $250,000 per year (total $500,000 for a two-
year term) from September 2, 2013 to September 2, 2015 for office supplies and related
services;
2) The City Manager or designee to renew the contract for an additional three-year term,
for a total of five years, should the cooperative contract with Staples be renewed or
extended with the National Joint Powers Alliance.
Background
The City conducted a competitive solicitation process to establish a new contract for office
supply goods. Staples was the low bidder resulting in an estimated savings to the City of
$50,000 per year over the current contract and average spend levels. A summary of the
solicitation process is included later in the report. Staff is recommending a two-year contract
with Staples with the option to renew for an additional three years.
Discussion
In addition to providing office supplies at a lower cost, Staples will be offering a number of
attractive service features. Using the Staples online ordering system the City will be able to
encourage the purchase of sustainable office products. In key product categories, such as
printer and copier toner and copier paper, the City will be able to restrict purchases to only
City of Palo Alto Page 2
those products that are from sustainable sources. Staples offers next business day delivery,
which will enable the City to reduce and eventually eliminate the storage and delivery of office
supplies at the City warehouse and using City staff and vehicles. Another attractive feature that
is consistent with City efforts to eliminate paper-based manual processes is the Staples online
ordering system. The system will allow the City to phase out use of paper product catalogues
for ordering and will eliminate paper-based billing.
By entering into this agreement with Staples, the City will address many of the
recommendations from the Audit of Contract Oversight and Office Supplies issued by the City
Auditor in 2012. The main recommendations from the audit centered on whether the City was
receiving the required contract discounts under the former office supply contract. With the
Staples contract the City is taking advantage of a joint agreement (Attachment A) with the
National Joint Powers Alliance (NJPA) that offers the most competitive pricing for office
supplies purchased by the City. The City is a member of NJPA (Attachment B). The NJPA is a
Minnesota public agency that serves as a purchasing cooperative for over 50,000 member
agencies.
For the duration of the contact the City will monitor the discounts received on products to
ensure the City is realizing the contract pricing afforded in the joint powers agreement. Under
the previous agreement it was difficult to validate whether the City was receiving the best
pricing.
The solicitation asked for bids on the top 80 percent of office supply products and volume
ordered by the City. Staples was the low bidder as show in the summary below.Summary of
City of Palo Alto Page 3
Solicitation Process
Proposed Length of Project Two years
Number of Proposals emailed Three
Total Days to Respond to Proposal Three Weeks
Pre-Proposal Meeting Date Not Applicable
Number of Company Attendees at Pre-
Proposal Meeting
N/A
Number of Proposals Received: Three
Company Name Location (City, State) Amount
Staples Framingham, MA $150,779
Office Depot Albuquerque, NM $170,752
Office Max Boca Raton, FL. $187,888
Range of Proposal Amounts
Submitted*
$150,779-$187,888
*Pursuant to industry standards for evaluation purposes CPA evaluated 443 line items (out of a
total of 2,575) of Office Supplies that account for 80% of total spend per year for Office Supplies
from the current provider.
Resource Impact
The total estimated annual spending on office supplies across the City is $200,000. This funding
is available in existing departmental budgets.
Attachments:
Attachment A: NJPA Staples Advantage Contract (PDF)
Attachment B - NJPA Membership - City of Palo Alto (PDF)
Page 1 of 47
National Joint Powers Alliance® (herein NJPA)
REQUEST FOR PROPOSAL (herein RFP)
for the procurement of
OFFICE AND CLASSROOM RELATED SUPPLIES AND ACCESSORIES
RFP Opening
March 12, 2010
2:00 p.m. CST
At the offices of the
National Joint Powers Alliance®
200 First Street Northeast, Staples, MN 56479
RFP #031210
The National Joint Powers Alliance® (NJPA) issues this request for proposal (RFP) to provide OFFICE AND
CLASSROOM RELATED SUPPLIES AND ACCESSORIES, to NJPA, and current and potential NJPA Members from
government, education to include Colleges and Universities, and non-profit agencies in all 50 states, and with potential
international distribution. Specifications and details of this RFP are available beginning February 3, 2010 and continuing
until February 24, 2010. Details and Specifications may be obtained by letter of request to Gregg Meierhofer, NJPA, 200
First Street Northeast, Staples, MN 56479, or registering and requesting RFP documents at
www.noticetoproposedders.com, or e-mail at RFP@njpacoop.org. Sealed Proposals will be received until January 15,
2010 at 2:00 p.m. at the above address. NJPA reserves the right to reject any and all Proposals.
The text above is the Public Notice to Proposers to be used by NJPA.
RFP Timeline
February 3, 2010 and
February 10, 2010
February 24, 2010
February 26, 2010 10:00AM CST
March 12, 2010 2:00 p. m. CST
• Publication of RFP in the print and online Minneapolis Star Tribune, the
NJPA website, and on the website of Proposednoticetoproposedders.com
• Deadline for RFP requests
x Pre-Proposal Conference (webcast – conference call)
• Deadline for Submission of Proposals, and Public Opening of Proposals
Direct questions regarding this RFP to:
Gregg Meierhofer at gregg.meierhofer@njpacoop.org or (218)894-1930
RFP Procedures offers the methods for submitting questions.
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TABLE OF CONTENTS
1. INTRODUCTION
A. About NJPA
B. Joint Exercise of Powers Laws
C. Why Propose a National Cooperative
Procurement Contract
D. The Intent of this RFP
E. Scope of this RFP
F. Expectations for Products/Services
being Proposed
G. Certification – Firm offer to contract
2. DEFINITIONS
A. Proposer – Vendor
B. Contract
C. Time
D. Proposer’s Response
E. Currency
3. INSTRUCTIONS TO PREPARING YOUR
PROPOSAL
A. Pre-Proposal Conference
B. Identification of key personnel
C. Proposer’s exceptions to terms and
conditions
D. Formal instructions to Proposers
E. Contents and tabbing of Proposal
Submission
F. Questions and answers about this RFP
G. Modification or withdrawal of a
submitted Proposal
H. Value added attributes,
products/services
I. Bid Security
J. Certificate of Insurance
K. Order Process and/or Funds Flow
L. Administrative Fees
4. PRICING STRATEGIES
A. Line-Item Pricing
B. Percentage discount from catalog or
category
C. Core List Pricing
D. Hot List Pricing
E. Ceiling Price
F. Volume Price Discounts
G. Sourced Goods
H. Total Cost of Acquisition
I. Requesting Product and Service
additions/deletions
J. Requesting Pricing Changes
K. Pricing and Products Changes Format
L. Single Statement of Pricing – Historical
Record of Pricing
M. Payment Terms
N. Sales Tax
O. Shipping and Shipping Program
P. Normal Working Hours
5. MARKETING PLAN
6. PROPOSAL OPENING PROCEDURE
7. EVALUATION OF PROPOSALS
A. Proposal evaluation process
B. Proposer Responsiveness
C. Proposal evaluation criteria
D. Cost Scoring Evaluation
E. Product Testing
F. Past performance information
G. Waiver of formalities
8. POST AWARD OPERATING ISSUES
A. Subsequent Agreements
B. NJPA Member sign-up procedure
C. Reporting of sale activity
D. Audits
E. Hub Partner
F. Trade-Ins
G. Out of Stock Notification
H. Termination of a Contract resulting from
this RFP
9. GENERAL TERMS AND CONDITIONS
A. Advertisement of RFP
B. Advertising a Contract Resulting From
this RFP
C. Applicable law
D. Assignment of Contract
E. Proposers List
F. Captions, Headings, and Illustrations
G. Confidential Information
H. Data Privacy
I. Entire Agreement
J. Force Majeure
K. Gratuities
L. Hazardous Substances
M. Legal Remedies
N. Licenses
O. Material Suppliers and Sub-Contractors
P. Non-Wavier of Rights
Q. Protests of Awards Made
R. Provisions Required by Law
S. Public Record
T. Right to Assurance
U. Suspension or Disbarment Status
V. Human Rights Certificate
W. Severability
X. Relationship of Parties
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1. INTRODUCTION
A. ABOUT NJPA
1.1 The National Joint Powers Alliance®- (NJPA)- is a public agency serving as a national municipal
contracting agency established under the Service Cooperative statute by Minnesota Legislative Statute
§123A.21 with the authority to develop and offer, among other services, cooperative procurement
services to its membership. Eligible membership includes cities, counties, governmental agencies, both
public and non-public educational agencies, colleges, universities and non-profit organizations. This
Minnesota Statute also allows for service to NJPA Member agencies in Minnesota and all other states.
1.2 To this end, NJPA has established a series of procurement contracts with various Vendors of
products/services which NJPA Members desire to procure. These procurement contracts are created in
compliance with applicable Minnesota Municipal Contracting Laws. A complete listing of NJPA
cooperative procurement contracts can be found at www.njpacoop.org.
1.3 NJPA’s publicly elected Board of Directors calls for all proposals, awards all Contracts, and hosts
those resulting Contracts and offers them for the benefit of its Membership.
1.4 NJPA currently serves over 30,000 member agencies. Both membership and utilization of NJPA
Contracts continues to expand at exponential rates. The value of our Contracts driven to our Members is
reflected in our growth.
B. JOINT EXERCISE OF POWERS LAWS
1.5 NJPA cooperatively shares those contracts with its Members nationwide through various “Joint
Exercise of Powers Laws” established in Minnesota and most other States. The Minnesota “Joint Exercise
of Powers Law” is Minnesota Statute §471.59 which states “Two or more governmental units…may
jointly or cooperatively exercise any power common to the contracting parties…” Similar Joint Exercise
of Powers Laws for each State of the United States can be found on our website at
http://www.njpacoop.org/LEARN/About/Legal.html and clicking on that state at the bottom of the web-
page.
C. WHY PROPOSE A NATIONAL COOPERATIVE PROCUREMENT CONTRACT
1.6 National Cooperative Procurement Contracts create value for both Municipal buyers and their
Vendors of products/services in two ways:
1.6.1 We save the time and effort of many municipal buyers bringing individual procurement
proposals AND the time and effort of the Vendors in responding individually to those
invitations. A single invitation for a cooperatively held contract can replace potentially
thousands of invitations for the same items from individual NJPA Members.
1.6.2 We earn volume purchasing discounts which are passed on to our Members. A single
awarded Proposal is likewise exposed to thousands of potential Municipal purchasing units
nationwide creating efficiency and savings to the business community as they sell products and
services to government and education agencies.
1.7 State laws that permit or encourage cooperative purchasing contracts do so with the belief that lower
prices, better overall value and time savings will be the result.
1.8 The collective purchasing power of thousands of NJPA Members nationwide offers the opportunity
for volume pricing discounts. Although no volume is guaranteed by a Contract resulting from this RFP,
substantial volume is anticipated and volume pricing is requested and justified.
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1.9 NJPA and its Members desire the best value for their procurement dollar as well as a competitive
price. Pre-competed procurement contracts offer NJPA and its Members the ability to more directly
compare non-price factors in their procurement analysis and it offers Vendors the opportunity to display
those attributes without the timing and interpretation constraints of a typical individual proposal process.
D. THE INTENT OF THIS RFP
1.10 The intent of this RFP is to award an Exclusive Single Award Contract to a qualifying manufacturer
or distributor Proposer demonstrating a solution which meets and/or exceeds the requirements of NJPA
and its Members within the scope of OFFICE AND CLASSROOM RELATED SUPPLIES AND
ACCESSORIES. Qualifying Proposers must be able to demonstrate the knowledge of any and all
applicable industry standards, laws and regulations; and the ability to both market to and service NJPA
Members in all 50 states, All proposals received will be evaluated based on (among several other factors)
their ability to provide the greatest utility to NJPA and NJPA Members and across the widest spectrum of
products and services.
1.11A response to this RFP can be in the form of a Line-Item Pricing and/or Percentage Discount from
Catalog or Category Pricing purchasing contract. NJPA desires a relationship with a vendor providing a
broad array of equipment, products, supplies, accessories and services anticipated and generally requested
and desired by NJPA members from the OFFICE AND CLASSROOM RELATED SUPPLIES AND
ACCESSORIES industry. Those products and services must include those most commonly used and
desired by NJPA and its Members. NJPA is seeking a Prime and Exclusive Vendor relationship to best
serve the overall needs of NJPA and NJPA Members nationally.
1.12 Non-Manufacturer Awards: NJPA reserves the right to make an award related to this invitation to
a non-manufacturer such as a mass distributor if such action is in the best interests of NJPA and its
Members.
1.13 Multiple Awards: Although it is NJPA’s intent to award a contract to a single Vendor, NJPA
reserves the right to award a Contract to multiple Proposers where the responding Proposers are deemed
to lack the ability to appropriately service a national contract or such action is deemed to be in the best
interests of NJPA and its Members
1.14 Award by Board of Directors: An Award of Contract may be made by the NJPA Board of
Directors based on the recommendation of the NJPA Proposal Review Committee and on the best
interests of NJPA and its Members. NJPA is seeking a Prime, Exclusive Vendor relationship(s) to meet
this need. The goal and intent of this RFP is to follow through with a proposal award and contract to be
marketed nationally through a cooperative effort between the awarded vendor(s) and NJPA to its
participating members.
1.15 Best Responsive – Responsible Proposer: It is the intent of NJPA to award a Contract to the best
responsible and responsive Proposer(s) offering the best overall quality and selection of products/services
and services meeting the commonly requested specifications of the NJPA and NJPA Members, provided
the Proposer’s Response has been submitted in accordance with the requirements of this RFP.
1.16 Sealed Proposals: NJPA will receive sealed proposal responses to this RFP in accordance with
accepted standards set forth in the Minnesota Procurement Code and Uniform Municipal Contracting
Law. Awards may be made to responsible and responsive Proposers whose proposals are determined in
writing to be the most advantageous to NJPA and its current or qualifying future NJPA Members.
1.17 Use of Contract: Any Contract resulting from this solicitation shall be awarded with the
understanding that it is for the sole convenience of NJPA and its Members. NJPA and/or its members
reserve the right to obtain like goods and services solely from this Contract or from another contract
source of their choice.
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1.18 NJPA’s Interest in a contract resulting from this RFP: Not withstanding its own use, to the
extent NJPA issues this RFP and any resulting contract for the use of its Members, NJPA’s interests and
liability for said use shall be limited to the competitive proposal process performed and terms and
conditions relating to said contract and shall not extend to the products, services, or warranties of the
Awarded Vendor or the intended or unintended effects of the goods and services procured there from.
1.19 Sole Source of responsibility- NJPA desires a “Sole Source of Responsibility” Vendor meaning the
Vendor will take sole responsibility for the performance of delivered products/services. NJPA also desires
sole responsibility with regard to:
1.19.1 Scope of Products/Services: NJPA desires a single provider for the broadest possible
scope of the goods and services being proposed over the largest possible geographic area and to
the largest possible cross-section of NJPA Members.
1.19.2 Vendor use of sub-contractors in sourcing or delivering goods and services: NJPA
desires a single source of responsibility for products/services proposed. Proposer’s are assumed to
have sub-contractor relationships with all organizations and individuals whom are external to the
Proposer and are involved in providing or delivering the goods and services being proposed.
Vendor assumes all responsibility for the products/services and actions of any such Sub-
Contractor.
E. SCOPE OF THIS RFP
1.20 Solutions Based Invitation:
1.20.1 All potential Proposers are assumed to be professionals in their respective fields. As
professionals you are deemed to be intimately familiar with the spectrum of NJPA and NJPA
Member’s needs and requirements with respect to the scope of this RFP.
1.20.2 With this intimate knowledge of NJPA and NJPA Member’s needs, Proposers are
instructed to provide their proposal response in a format describing their solutions to those current
and future needs and requirements. Proposers should take care to be economical in their response
to this RFP.
1.20.3 Multiple solutions to the needs of NJPA and NJPA Member’s are possible. Examples
could include:
1.20.3.1 Materials Only Solution: A Materials Only Solution may be appropriate for
situations where NJPA or NJPA Members possess the ability, either in-house or through
local third party contractors, to properly install and bring to operation those materials
being proposed.
1.20.3.2 Turn-Key Solutions: A Turn-Key Solution is combination of materials and
services which provides a single price for materials, delivery, and installation to a
properly operating status. Generally this is the most desirable solution as NJPA and
NJPA Members may not possess, or desire to engage, personnel with the necessary
expertise to complete these tasks internally or through other independent contractors
1.20.3.3 Good, Better, Best: Where appropriate and properly identified, Proposers are
invited to offer the CHOICE of good – better – best multiple grade solutions to NJPA and
NJPA Member’s needs.
1.20.3.4 Proven – Accepted – Leading Edge Technology: Where appropriate and
properly identified, Proposers are invited to provide the CHOICE of an appropriately
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identified spectrum of technology solutions to NJPA and NJPA Member’s needs both
now and into the future.
1.21 Geographic Area to be Proposed: This RFP invites proposals to provide OFFICE AND
CLASSROOM RELATED SUPPLIES AND ACCESSORIES to NJPA and NJPA Members
throughout the entire United States and possibly internationally. Proposers will be expected to express
willingness to explore service to NJPA Members located abroad; however the lack of ability to serve
Members outside of the United States will not be cause for non-award. The ability to serve Canada, for
instance, will be viewed as a value-added attribute.
1.22 Manufacturer as a Proposer: If the Proposer is a Manufacturer or wholesale distributor, the
response received will be evaluated on the basis of a response made in conjunction with that
Manufacturer’s Dealer Network. Unless stated otherwise, a Manufacturer or wholesale distributor
Proposer is assumed to have a documented relationship with their Dealer Network where that Dealer
Network is informed of, and authorized to accept, purchase orders pursuant to any Contract resulting from
this RFP on behalf of the Manufacturer or wholesale distributor Proposer. Any such dealer will be
considered a sub-contractor of the Proposer/Vendor. The relationship between the Manufacturer and
wholesale distributor Proposer and its Dealer Network may be proposed at the time of the proposed
submission if that fact is properly identified.
1.23 Dealer/Re-seller as a Proposer: If the Proposer is a dealer or re-seller of the products and/or
services being proposed, the response will be evaluated based on the Proposer’s authorization to provide
those products and services from their manufacturer. Where appropriate, Proposers must document their
authority to offer those products and/or services.
1.24 Contract Term: A contract resulting from this RFP will become effective the date of execution by
NJPA of the “Offering and Award” (Form D). NJPA is seeking a Contract base term of four years subject
to annual renewals as allowed by Minnesota Contracting Law. Full term is expected, however will only
occur through successful annual renewals. One additional one-year renewal-extension may be offered by
NJPA to Vendor beyond the original four year term if NJPA deems such action to be in the best interests
of NJPA and its Members.
1.25 Minimum Contract Value: NJPA anticipates considerable activity resulting from this RFP and
subsequent award; however no commitment of any kind is made concerning actual quantities to be
acquired. NJPA does not guarantee usage. Usage will depend on the actual needs of the NJPA Members
and the value of the awarded contract.
1.26 Estimated Contract Volume: Estimated quantities and sales volume are based on potential usage
by NJPA and NJPA Members.
1.27 Largest Possible Solution: If applicable, Contracts will be awarded to Proposer(s) able to deliver a
proposal meeting the entire needs of NJPA and its Members within the scope of this RFP. NJPA prefers
Proposers submit their complete product line of products and services described in the scope of this RFP.
NJPA reserves the right to reject individual, or groupings of specific products/services proposals as a part
of the award.
1.28 Contract Availability: This Contract must be available to all current and potential NJPA Members
who choose to utilize this NJPA Contract to include all governmental agencies, public and private
primary and secondary education agencies, and all non-profit organizations nationally.
1.29 Proposer’s Commitment Period: In order to allow NJPA the opportunity to evaluate each proposal
thoroughly, NJPA requires any response to this solicitation be valid and irrevocable for ninety (90) days
after the date proposals were opened regarding this RFP.
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F. EXPECTATIONS FOR PRODUCTS/SERVICES BEING PROPOSED
1.30 Industry Standards: Except as contained herein, the specifications or solutions for this RFP
shall be those accepted guidelines set forth by the OFFICE AND CLASSROOM RELATED
SUPPLIES AND ACCESSORIES industry, as they are generally understood and accepted within that
industry across the nation. Submitted products/services, related services, and their warranties and
assurances are required to meet and/or exceed all current, traditional and anticipated needs and
requirements of NJPA and its Members.
1.30.1 Deviations from industry standards must be identified by the Proposer and
explained how, in their opinion, the products/services they propose will render equivalent
functionality, coverage, performance, and/or service. Failure to detail all such deviations may
comprise sufficient grounds for rejection of the entire proposal.
1.31 Important note: NJPA does not typically offer specific product and service specifications; rather
NJPA is requesting an industry standard or accepted specification for the requested products and services.
Where specific line items are specified, those line items should be considered the minimum which can be
expanded by the Proposer to deliver the Proposer’s “Solution” to NJPA and NJPA Member’s needs.
1.32 Commonly used Goods and Services: It is important that the products/services submitted are the
products/services commonly used by public sector entities.
1.33 New Current Model Goods: Proposals submitted shall be for new, current model products
and services with the exception of certain close-out products allowed to be offered on the
Proposer’s “Hot List” described herein.
1.34 Compliance with laws and standards: All items supplied on this Contract shall comply with any
current applicable safety or regulatory standards or codes.
1.35 Delivered and operational; Products offered herein are to be proposed based upon being delivered
and operational at the NJPA Member’s site. Exceptions to “delivered and operational” must be explicitly
disclosed in your proposal response.
1.36 Warranty: The Proposer/Vendor warrants that all products, equipment, supplies, and services
delivered under this Contract shall be covered by the industry standard or better warranty. All products
and equipment should carry a minimum industry standard manufacturer’s warranty that includes materials
and labor. The Proposer has the primary responsibility to submit, as a part of Tab 9, product specific
warranty as required and accepted by industry standards. Dealer/Distributors agree to assist the purchaser
in reaching a solution in a dispute over warranty’s terms with the manufacturer. Any manufacturer’s
warranty which is effective past the expiration of the warranty will be passed on to the NJPA member.
Failure to submit a minimum warranty may result in the non-award.
1.37 Proposer’s Warrants: The Proposer warrants all goods and services furnished hereunder will be
free from liens and encumbrances; and defects in design, materials, and workmanship; and will conform
in all respects to the terms of this RFP including any specifications or standards. In addition,
Proposer/Vendor warrants the goods and services are suitable for and will perform in accordance with the
purposes for which they were intended.
G. CERTIFICATION – FIRM OFFER TO CONTRACT
1.38 By execution and delivery of a proposal, Proposer certifies:
1. The submission of the offer did not involve collusion or any other anti- competitive practices;
2. The Proposer/Vendor shall not discriminate against any employee or applicant for employment
in violation of Federal and State Laws (see Federal Executive Order 11246);
3. The Proposer has not given, offered to give, nor intends to give at any time hereafter any
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economic opportunity, future employment, gift, loan, gratuity, special discount, trip, favor or
service to a public servant in connection with the submitted offer (see Gratuities); and,
4. The Proposer agrees to promote and offer to Members only those products/services and/or
services as previously stated, allowed, and deemed a resultant of the contract(s) as NJPA
contract items or services. This clause shall include any future product or service additions as
allowed through Contract additions.
1.39 A response to this RFP is a firm offer to Contract with the NJPA based upon the goals, intent, terms,
and conditions and scope of products/services contained in and referenced to in this invitation.
1.40 All stated terms and conditions, expectations to include the goals, intent and scope of this RFP as
described as a part of this RFP, are to be considered binding under the signatures of authorized parties and
are part of the Contract.
2. DEFINITIONS
A. PROPOSER - VENDOR
2.1 Exclusive Vendor- A sole Vendor awarded in a product category. NJPA reserves the right to award
to an Exclusive Vendor in the event that such an award is in the best interests of NJPA Members. Such a
Proposer must exhibit the ability to offer an outstanding overall program and demonstrate the ability and
willingness to serve NJPA Members in all 50 states, and comply with all other requirements of this RFP.
2.2 Potential Proposer- A person or entity requesting a copy of this RFP.
2.3 Proposer- A company, person, or entity delivering a timely response to this RFP.
2.4 Vendor- One of a number of Proposers whose proposal has been awarded a contract pursuant to this
RFP.
2.5 Request for Proposal- Herein referred to as RFP
B. CONTRACT
2.6 “Contract” as used herein shall mean cumulative documentation consisting of this RFP, an entire
Proposer’s response, and a fully executed “Acceptance and Award.”
C. TIME
2.7 Periods of time, stated as number of days, shall be in calendar days.
D. PROPOSER’S RESPONSE
2.8 A Proposer’s Response is the entire collection of documents as they are received by NJPA from a
Potential Proposer in response to this RFP.
E. CURRENCY
2.9 All transactions are payable in U.S. dollars on U.S. sales. All administrative fees are to be paid in
U.S. dollars.
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3. INSTRUCTIONS TO PREPARING YOUR PROPOSAL
A. PRE-PROPOSAL CONFERENCE
3.1 A non-mandatory pre-proposal conference will be held at the date and time specified in the time line
on page one of this RFP. Conference call and web connection information will be sent to all Potential
Proposers through the same means employed in their inquiry. The purpose of this conference call is to
allow Potential Proposers to ask questions regarding this RFP. Only answers issued in writing by NJPA
to questions asked before or during the Pre-proposal Conference shall be considered binding.
B. IDENTIFICATION OF KEY PERSONNEL
3.2 Vendor will designate one senior staff individual who will represent the awarded Vendor to NJPA.
This contact person will correspond with members for technical assistance, questions or problems that
may arise including instructions regarding different contacts for different geographical areas as needed.
3.3 Individuals should also be identified (if applicable) as the primary contacts for the contents of this
proposal, marketing, sales, and any other area deemed essential by the Proposer.
C. PROPOSER’S EXCEPTIONS TO TERMS AND CONDITIONS
3.4 Any exceptions, deviations, or contingencies a Proposer may have to the terms and conditions
contained herein must be documented on Form C.
3.5 Exceptions, Deviations or contingencies stipulated in Proposer’s Response, while possibly necessary
in the view of the Proposer, may result in disqualification of a Proposal Response.
D. FORMAL INSTRUCTIONS TO PROPOSERS
3.6 It is the responsibility of all Proposers to examine the entire RFP package, to seek clarification of any
item or requirement that may not be clear and to check all responses for accuracy before submitting a
Proposal. Negligence in preparing a Proposal confers no right of withdrawal after the deadline for
submission of proposals.
3.7 All proposals must be sent to “The National Joint Powers Alliance®, 200 1st ST NE Staples, MN
56479.”
3.8 All proposals must be submitted in both hard copy and electronic formats (on a compact disc (CD)).
Both hard copy and electronic proposals must be tabbed (in appropriately named files in the case of the
CD) as identified herein. Electronic proposal submissions should be submitted in a nested file structure
where the root file is entitled “Proposal Response”. Files contained in the root file should be entitled “Tab
1, Tab 2,” Documents within the nested files should be individual documents or folders appropriately
titled as to their content.
3.9 Two complete copies of each proposal must be submitted with the exception of a single original bid
security submitted in one response copy with a copy of the bid security in the second response copy. All
Proposal forms must be legible. All appropriate forms must be executed by an authorized signatory of the
Proposer. Blue ink is preferred for signatures.
3.10 Electronic proposal submissions should be submitted using the electronic forms provided. If a
Proposer chooses to use alternative documents for their response, the proposer will be responsible for
ensuring the content is effectively equal to the NJPA form and the document is in a format readable by
NJPA.
3.11 Product descriptions, fact sheets, and catalogs should be submitted in electronic format only in an
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effort to limit the use of paper resources in the hard copy response. Price lists in excess of 20 pages
should be submitted in electronic format only.
3.12 It is the responsibility of the Proposer to be certain the proposal submittal is in the physical
possession of NJPA on or prior to the deadline for submission of proposals. Proposals must be submitted
in a sealed envelope or box properly addressed to NJPA and prominently identifying the proposal
number, proposal category name, the message “Hold for Proposal Opening”, and the deadline for
proposal submission. NJPA cannot be responsible for late receipt of proposals. Proposals received by the
correct deadline for proposal submission will be opened and the name of each Proposer and other
appropriate information will be publicly read.
3.13 Corrections, erasures, and interlineations on a Proposer’s Response must be initialed by the
authorized signer in original ink on all copies to be considered.
3.14 Addendums to the RFP: The Proposer is responsible for ensuring receipt of all addendums to this
RFP.
3.14.1 Proposer’s are responsible for checking directly with NJPA, or checking the NJPA website
for addendums to this RFP.
3.14.2 Addendums to this RFP can change terms and conditions of the RFP including the
deadline for submission of proposals.
E. CONTENTS AND TABBING OF PROPOSAL SUBMISSION
3.15 In order to insure every proposal receives a fair evaluation and comparison, it is required each
Proposer tab and label their proposal as indicated on Form A “Proposer Questionnaire.”
F. QUESTIONS AND ANSWERS ABOUT THIS RFP
3.16 Upon examination of this RFP document, Proposer shall promptly notify the Manager of Bids and
Contracts of any ambiguity, inconsistency, or error they may discover. Interpretations, corrections and
changes to this RFP must be made by addendum. Interpretations, corrections, or changes made in any
other manner will not be binding and Proposer shall not rely upon such.
3.17 Submit all questions about this RFP, in writing, referencing “OFFICE AND CLASSROOM
RELATED SUPPLIES AND ACCESSORIES to Gregg Meierhofer, NJPA, 200 First Street NE,
Staples, MN 56479 or RFP@njpacoop.org. Those not having access to the Internet may call Gregg
Meierhofer at (218) 894-1930 to determine if addenda have been issued or to request copies of the RFP.
Requests for additional information or interpretation of instructions to Proposers or technical
specifications shall also be addressed to Gregg Meierhofer. NJPA urges Potential Proposers to
communicate all concerns well in advance of the deadline to avoid misunderstandings. Questions
received less than seven (7) days ending at 4:00 p.m. Central Time of the seventh (7th) calendar day prior
to proposal due-date cannot be answered.
3.18 If the answer to a question is deemed by NJPA to have a material impact on other potential proposers
or the RFP itself, the answer to the question will become an addendum to this RFP.
3.19 If the answer to a question is deemed by NJPA to be a clarification of existing terms and conditions
and does not have a material impact on other potential proposers or the RFP itself, no further
documentation of that question is required.
3.20 As used in this solicitation, clarification means communication with a Potential Proposer for the sole
purpose of eliminating minor irregularities, informalities, or apparent clerical mistakes in the RFP.
3.21 Addenda are written instruments issued by NJPA that modify or interpret the RFP. All addenda
issued by NJPA shall become a part of the RFP. Addenda will be delivered to all Potential Proposers
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using the same method of delivery of the original RFP material. NJPA accepts no liability in connection
with the delivery of said materials. Copies of addenda will also be made available on the NJPA website
at www.njpacoop.org by clicking on “Current Proposals” and from the NJPA offices. No addenda will be
issued later than five (5) days prior to the deadline for receipt of proposals, except an addendum
withdrawing the request for proposals or one that includes postponement of the date of receipt of
proposals. Each Potential Proposer shall ascertain prior to submitting a Proposal that it has received all
addenda issued, and the Proposer shall acknowledge their receipt in its Proposal Response.
3.22 An amendment to a submitted proposal must be in writing and delivered to NJPA no later than the
time specified for opening of all proposals.
G. MODIFICATION OR WITHDRAWAL OF A SUBMITTED PROPOSAL
3.23 A submitted proposal may not be modified, withdrawn from or cancelled by the Proposer for a
period of ninety (90) days following the date proposals were opened regarding this RFP. Prior to the
deadline for submission of proposals, any proposal submitted may be modified or withdrawn by notice
to the NJPA Manager of Bids and Contracts. Such notice shall be submitted in writing and include the
signature of the Proposer and shall be delivered to NJPA prior to the deadline for submission of
proposals and it shall be so worded as not to reveal the content of the original proposal. However, the
original proposal shall not be physically returned to the Potential Proposer until after the official
proposal opening. Withdrawn proposals may be resubmitted up to the time designated for the receipt of
the proposals if they are then fully in conformance with the Instructions to Proposer.
H. VALUE ADDED ATTRIBUTES, PRODUCTS/SERVICES
3.24 Examples of Value Added Attributes: Value-Added attributes, products and services are items
offered in addition to the products and services being proposed which adds value to those items being
proposed. The availability of a contract for maintenance or service after the initial sale, installation, and
set-up may, for instance, be “Value Added Services” for products where a typical buyer may not have the
ability to perform these functions.
3.25 Where to document Value Added Attributes: The opportunity to indicate value added dimensions
and such advancements will be available in the Proposer’s Questionnaire and Proposer’s product and
service submittal and must be tabbed under Tab 9.
3.26 Value added products/services and expanded services, as they relate to this RFP, will be given
positive consideration in the award selection. Consideration will be given to an expanded selection of
OFFICE AND CLASSROOM RELATED SUPPLIES AND ACCESSORIES, and advances to provide
products/services, supplies meeting and/or exceeding today’s industry standards and expectations. A
value add would include a program or service that further serves the members needs above and possibly
beyond standard expectation and complements the products/services and training. Value added could
include areas of product and service, sales, ordering, delivery, performance, maintenance, technology, and
service that furthers the functionality and effectiveness of the procurement process while remaining
within the scope of this RFP.
3.27 Minority, Small Business, and Women Business Enterprise (WMBE) participation: It is the
policy of some NJPA Members to involve Minority, Small Business, and WMBE contractors in the
purchase of goods and services. Vendors should document WMBE status for their organization AND any
such status of their affiliates (i.e. Supplier networks) involved in carrying out the activities invited. The
ability of a Proposer to provide “Credits” to NJPA and NJPA Members in these subject areas, either
individually or through related entities involved in the transaction, will be evaluated positively by NJPA.
NJPA is committed to facilitating the realization of such “Credits” through certain structuring techniques
for transactions resulting from this RFP.
3.28 Environmentally Preferred Purchasing Opportunities: There is a growing trend among NJPA
Members to consider the environmental impact of the products/services they purchase. Please identify
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any “Green” characteristics of the goods and services in your proposal and identify the sanctioning body
determining that characteristic. Where appropriate, please indicate which products have been certified as
“green” and by which certifying agency.
3.29 On-Line Requisitioning systems: When applicable, on-line requisitioning systems will be viewed
as a value-added characteristic. Proposer shall include documentation about user interfaces that make on-
line ordering easy for NJPA Members as well as the ability to punch-out from mainstream eProcurement
or Enterprise Resource Planning (ERP) systems that NJPA Members may currently utilize.
3.30 Financing: The ability of the Proposer to provide financing options for the products and services
being proposed will be viewed as a Value Added Attribute.
I. BID SECURITY
3.31 A bid security in the amount of $10,000, in the form of a bid security or a cashier’s check payable to
NJPA, will be required of all Proposers to insure the Proposer’s performance in completing the
“Contract” contemplated herein. The bid security (or cashier’s check) will be released to the Proposer
following the execution of all documents required to complete the proposed “Contract” or the end of the
required 90 day commitment period, whichever comes first. Bid securities must be issued by an Admitted
Surety rated A or better (an insurance organization authorized by the Insurance Commissioners in all 50
states to transact surety insurance during this calendar year).
x ACCEPTABLE BID SECURITY MUST BE PROVIDED WITH THE PROPOSAL
SUBMITTAL.
x INDUSTRY STANDARD DOCUMENTS ARE ACCEPTABLE.
x THE BID SECURITY SHALL IDENTIFY NJPA AS THE OBLIGEE/PAYEE.
x THE BID SECURITY SHALL HAVE THE PROPOSER IDENTIFIED AS THE
OBLIGOR/PAYOR.
3.32 THE PURPOSE OF THE NJPA SOLICITATION BID SECURITY IS TO ENSURE THAT
THE AWARDED PROPOSER FOLLOWS THROUGH IN THE DEVELOPMENT AND EXECUTION
OF THEIR MARKETING PLAN. NJPA RESERVES THE RIGHT TO ACTIVATE THE CASH
VALUE OF THE BID SECURITY OR CASHIERS CHECK IN THE EVENT THE AWARDED
PROPOSER FAILS TO INITIATE AND EMBRACE SAID MARKETING PLAN TO THE
SATISFACTION OF NJPA.
J. CERTIFICATE OF INSURANCE
3.33 Proposer shall procure and maintain insurance which shall protect the Proposer and NJPA (as an
additional insured) from any claims for bodily injury, property damage, or personal injury covered by the
indemnification obligations set forth herein. The Proposer shall procure and maintain the insurance
policies described below at the Proposer’s own expense and shall furnish to NJPA an insurance certificate
listing the NJPA as certificate holder and as an additional insured. The insurance certificate must
document that the Commercial General Liability insurance coverage purchased by the Proposer includes
contractual liability coverage applicable to this Contract. In addition, the insurance certificate must
provide the following information: the name and address of the insured; name, address, telephone number
and signature of the authorized agent; name of the insurance company (authorized to operate in all fifty
United States); a description of coverage in detailed standard terminology (including policy period, policy
number, limits of liability, exclusions and endorsements); and an acknowledgment of notice of
cancellation to the NJPA.
3.34 Proposer is required to maintain the following insurance coverage’s during the term of the NJPA
Contract:
(1) Workers Compensation Insurance (Occurrence) with the following minimum coverage’s: Bodily
injury by accident--per employee $100,000; Bodily injury by disease--per employee $100,000; Policy
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limits $500,000. In addition, Proposer shall require all subcontractors occupying the premises or
performing work under the contract to obtain an insurance certificate showing proof of Workers
Compensation Coverage with the following minimum coverage’s: Bodily injury by accident--per
employee $100,000; Bodily injury by disease--per employee $100,000; Policy limits $500,000.
(2) Commercial General Liability Policy per occurrence $1,000,000.
(3) Business Auto Policy to include but not be limited to liability coverage on any owned, non-
owned and hired vehicle used by Proposer or Proposer’s personnel in the performance of this
Contract. The Business Automobile Policy shall have a per occurrence limit of $1,000,000.
3.35 The foregoing policies shall contain a provision that coverage afforded under the policies will not be
canceled, or not renewed or allowed to lapse for any reason until at least thirty (30) days prior written
notice has been given to NJPA. Certificates of Insurance showing such coverage to be in force shall be
filed with NJPA prior to commencement of any work under the contract. The foregoing policies shall be
obtained from insurance companies licensed to do business nationally and shall be with companies
acceptable to NJPA, which must have a minimum AM Best rating of A-. All such coverage shall remain
in full force and effect during the term and any renewal or extension thereof.
3.36 Within ten (10) days of contract award, the Proposer must provide NJPA with two (2) Certificates of
Insurance. Certificates must reference NJPA RFP 031210 by number.
K. ORDER PROCESS AND/OR FUNDS FLOW
3.37 Please propose an order process and funds flow in Tab 9 for your proposal. Please choose from one
of the following:
3.37.1 B-TO-G: The Business-to-Government order process and/or funds flow model involves
NJPA Members issuing Purchase Orders directly to a Vendor and pursuant to a Contract resulting
from this RFP.
3.37.3 Other: Please fully identify.
l. ADMINISTRATIVE FEES
3.38 Proposer agrees to authorize and/or allow for an administrative fee payable to NJPA by an Awarded
Vendor in exchange for its facilitation and marketing of a Contract resulting from this RFP to current and
potential NJPA Members. This Administration Fee shall be:
3.38.1 Calculated as a percentage of the dollar volume of all products/services provided to and
purchased by NJPA Members or calculated as reasonable and acceptable method applicable to the
contracted transaction, and
3.38.2 Included in, and not added to, the pricing included in Proposer’s Response to this RFP, and
3.38.3 Set based on the anticipated costs of NJPA’s involvement in facilitating the establishment,
Vendor training, and the order/product/funds flow of the Contract resulting from this RFP.
3.38.3.1 Typical administrative fees for a B-TO-G order process and funds flow is 2.0%.
3.39 The opportunity to propose these factors and an appropriate administrative fee is available in the
Proposer’s Questionnaire, and submitted in Tab 9 of your response.
4. PRICING STRATEGIES
4.1 NJPA requests Potential Proposers respond to this RFP only if they are able to offer a wide array of
products/services and at prices lower and better value than what they would ordinarily offer to single
government agency, larger school district, or regional cooperative.
4.2 RFP is an “Indefinite Quantity Product/Service Price Request” with potential national sales
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distribution and service. Proposers are agreeing to fulfill Contract obligations regarding each
product/service to which you provide a description and a price. If Proposer’s solution requires additional
supporting documentation, describe where it can be found in your submission. If Proposer offers the
solution in an alternative fashion, describe your solution to be easily understood. All pricing must be
tabbed and organized under Tab 9, and copied on a CD along with other requested information as a part
of a Proposer’s Response.
4.3 Regardless of the payment method selected by NJPA or NJPA Member, a total cost associated with
any purchase option of the products/services and being supplied must always be disclosed at the time of
purchase.
4.4 Primary Pricing/Secondary Pricing Strategies- All Proposers will be required to submit “Primary
Pricing” in the form of either “Line-Item Pricing,” “Percentage Discount from Catalog Pricing,” or a
combination of these two pricing strategies. Proposers are also encouraged to offer OPTIONAL pricing
strategies including “Hot List,” “Sourced Goods,” and “Volume Discounts,” as well as financing options
such as leasing.
A. LINE-ITEM PRICING
4.5 Line-Item pricing- A pricing format where specific individual products and/or services are offered at
specific individual Contract prices. Products and/or services are individually priced and described by
characteristics such as manufacture name, stock or part number, size, or functionality. This method of
pricing offers the least amount of confusion as products and prices are individually identified, however
Proposers with a large number of products to propose may find this method cumbersome. In these
situations, a percentage discount from catalog or category pricing model may make more sense.
4.6 Unit Pricing: Unit Pricing is a line-item technique of pricing for services including the related
materials for those services on a unitized basis. The unitized basis may be per quantitative measure such
as per square foot, per lineal foot or per occurrence. As an example (not necessarily related to the scope
of this RFP) , sheetrock may be line item priced as a product only, delivered to the end users location,
AND unit priced delivered and installed at that end users location. The sheetrock, hung and taped, is a
logical combination of product and service and could be priced per square foot. Whether pricing services,
or logical combinations of products and services, pricing per unit of product and services must be quoted
(i.e. cost per square foot of sheetrock hung and taped).
4.7 All Line-Item Pricing items must be numbered, organized, sectioned, including SKU’s (when
applicable) and easily understood by the Proposal Review Committee and members.
4.8 Line-Item Pricing items are to be submitted in an Excel spreadsheet format and are to include all
appropriate identification information necessary to discern the line item from other line items in each
Proposer’s proposal.
4.9 The purpose for the excel spreadsheet format for Line-Item Pricing is to be able to use the “Find”
function to quickly find any particular item of interest. For that reason, Proposers are responsible for
providing the appropriate product and service identification information along with the pricing
information which is typically found on an invoice or price quote for such products and services.
4.10 All products and services typically appearing on an invoice or price quote must be individually
priced and identified on the line-item price sheet, including any and all ancillary costs.
4.11 Proposers are asked to provide both a “List” price as well as a “Proposed Contract Price” in their
pricing matrix. “List” price will be the standard “quantity of one” price currently available to government
and educational customers excluding cooperative and volume discounts
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B. PERCENTAGE DISCOUNT FROM CATALOG OR CATEGORY
4.12 Percent Discount From Catalog, list or Category Pricing- A specific percentage discount from a
“Base or List Price” defined as a published manufacturers list, or catalog price for the products or services
being proposed. The “Base or List Price” is the price charged to an average government/education
buyer absent reductions for cooperative or volume purchasing agreements.
4.13 Individualized percentage discounts can be applied individually to any number of defined product
groupings. Product groupings can be defined by manufacturer, product type, or other factor as long as
the Proposer sufficiently defines those product groupings
4.14 A Percentage Discount from Catalog or Category Pricing offered by the Proposer is acceptable if
the products and equipment are far too numerous to name and price individually.
4.15 A Percentage Discount from Catalog or Category Pricing identifies a percentage discount to be
applied to a “Base Price” for products from one or more published catalogs. The “Base Price” will be the
price generally applicable to government and education customers absent the discounts contemplated
herein. The catalog may be published by the Proposer or by the Proposer’s supplier. “Published” means
generally available to a dealer network distributing those products and services being proposed in either
print or electronic formats where an “Auditor” may verify the “Base Price” of a product proposed during
the term of a Contract.
4.16 When a Proposer elects to use “Percentage Discount from Catalog or Category,” Proposer will be
responsible for providing and maintaining current “Base or List Pricing” with NJPA both in their proposal
and throughout the term of any Contract resulting from this RFP.
4.17 New “Base or List Price” Catalogs may be submitted for review throughout the term of the Contract.
NJPA reserves the right to review subsequent catalogs submitted to determine if the represented products
reflect the contracted products and equipment. Each new catalog received may have the effect of adding
new product offerings and deleting products no longer carried by the Vendor. New catalogs shall apply to
the Contract only upon approval of the NJPA. Non-approved use of catalogs will result in termination for
convenience. New price lists or catalogs found to be offering non-contract items during the Contract
would be grounds for terminating the Contract for convenience. New optional accessories for equipment
may be added to the Contract at the time they become available.
C. CORE LIST PRICING
4.18 Based on NJPA Members needs, a “CORE LIST” which contains a selection of most commonly
used products/services is requested. Proposer must submit their anticipated “CORE LIST’, including
SKU’s and pricing in a Line-Item format, in a separate spreadsheet labeled as “Core List.” Consideration
and valuation points will be given to the most advanced selection of commonly purchased Core list
products/services.
D. HOT LIST PRICING
4.19 Where applicable, NJPA also invites the Vendor, at their option, to offer a specific selection of
products/services, defined as a Hot List Pricing, at greater discounts than those listed in the standard
Contract pricing. All product/service pricing, including the Hot List Pricing, must be submitted in hard
copy as well as electronically provided in Excel format. Hot List pricing must be submitted in a Line-
Item format. Providing a “Hot List” of products/services is optional. Products/services may be added or
removed from the “Hot List” at any time provided that current “Hot List” prices are provided to NJPA at
all times.
4.20 Hot List pricing when applicable may also be used to discount and liquidate close-out and
discontinued products/services as long as those close-out and discontinued items are clearly labeled as
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such. Current ordering process and administrative fees apply. This option must be published and made
available to all NJPA Members.
4.21 Hot List Pricing is allowed to change at the discretion of the Vendor within the definition of Hot List
Pricing. The Vendor is responsible to maintain current Hot List product/service descriptions and Pricing
with NJPA.
E. CEILING PRICE
4.22 Proposal pricing is to be established as a ceiling price. At no time may the proposed
products/services be offered pursuant to this Contract at prices above this ceiling price without approval
by NJPA. Prices may be reduced to allow for volume considerations and to meet the specific and unique
needs of an NJPA Member.
4.23 Allowable specific needs may include certain purchase volume considerations or the creation of
custom programs based on the individual needs of NJPA Members.
F. VOLUME PRICE DISCOUNTS
4.24 Proposers are free to offer volume discounts from the quantity-of-one pricing documented in a
Contract resulting from this RFP. Volume considerations shall be determined between the Vendor and
individual NJPA Members on a case-by-case basis.
4.25 Nothing in this Contract establishes a favored member relationship between the NJPA or any NJPA
Member and the Vendor. The Vendor will, upon request by NJPA Member, extend this same reduced
price offered or delivered to another NJPA Member provided the same or similar volume commitment,
specific needs, terms, and conditions, a similar time frame, seasonal considerations and provided the same
manufacturer support is available to the Vendor.
4.26 All price adjustments are to be offered equally to all NJPA Members exhibiting the same or
substantially similar characteristics such as purchase volume commitments, and timing including the
availability of special pricing from the Vendor’s suppliers.
G. SOURCED GOODS
4.27 NJPA and NJPA Members may, from time to time, request goods and/or products/services within
the scope of this RFP which are not included in an awarded Vendor’s line-item product /service listing or
“list or catalog” known as Sourced Goods.
4.28 An awarded Vendor resulting from this RFP may “Source” these products/services for NJPA or
NJPA Member to the extent they:
4.28.2 Provide as many quotes for the Member’s “Total Cost of Acquisition” for the goods and
services to be sourced as may reasonably be required by NJPA Member.
4.28.3 Provide “Sourced Goods” only to the extent that they are incidental to the total transaction
being contemplated.
H. TOTAL COST OF ACQUISITION
4.29 The Total Cost of Acquisition for the products/services being proposed, including those payable by
NJPA Members to either the Proposer or a third party, shall be disclosed in the Proposer’s Response
including but not limited to:
x The capitalized cost of the listed products/services being proposed,
x The cost of accessories, alterations, and customizations typically incurred in the acquisition of the
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products/services being proposed.
x The cost of delivery, setup and installation (where applicable) of the products/services and any
accessories being proposed.
x Other costs, where applicable, typically associated with the purchase, delivery, set-up, and
installation of the products/services being proposed and making it operational at the purchaser’s
site.
4.30 The Total Cost of Acquisition is to be stated “As Proposed.” As an example, a materials only
proposal, or portions of proposals, must include the total cost of acquisition for those materials delivered.
In contrast, the Total Cost of Acquisition for a turn-key proposal must include the total costs to be
incurred in the process of delivering that combination of products/services.
I. REQUESTING PRODUCT AND SERVICE ADDITIONS/DELETIONS
4.31 Requests for product, service, and price additions, deletions, or changes must be made in written
form and shall be subject to approval by NJPA.
4.32 New products/services may be added to a Contract resulting from this RFP at any time during that
Contract to the extent those products/services are within the scope of this RFP. Those requests are subject
to review and approval of NJPA. Allowable new products/services generally include new updated
models of products/services and or enhanced services previously offered which could reflect new
technology and improved functionality.
4.33 Proposers representing multiple manufacturers, or carrying multiple related product lines may also
request the addition of new manufacturers or product lines to their Contract to the extent they remain
within the scope of this RFP.
4.34 NJPA’s due diligence in analyzing any request for change is to determine if approval of the request
is 1) within the scope of the original RFP, and 2) in the “Best Interests of NJPA and NJPA Members.”
We are looking for consistent pricing and delivery mechanisms and an understanding of what value the
proposal brings to NJPA and NJPA Members.
4.35 Documenting the “Best Interests of NJPA and NJPA Members” when out-dated equipment is being
deleted is fairly straight forward since the product is no longer available and not relevant to the
procurement Contract.
4.36 Requests must be in the form of 1) a cover letter to NJPA a) asking to add the product line, b)
making a general statement identifying how the products to be added are within the scope of the original
RFP, and c) making a general statement identifying that, if appropriate, the pricing is consistent with the
existing Contract pricing and 2) the detail as to what is being added at what price will then be an
attachment to that cover letter.
4.37 NJPA’s intent here is to encourage Proposers to provide and document NJPA’s due diligence in a
clear and concise one page format on which we can stamp and sign our acknowledgment and acceptance.
This information must ultimately come from Proposers, and NJPA is requiring it in this format.
J. REQUESTING PRICING CHANGES
4.38 Price Decreases: Requests for standard Contract price decrease adjustments (percentage discount
increases) are encouraged and will be allowed at any time based on market place efficiencies, market
place competitiveness, improved technologies and/or improved methods of delivery or if Vendor engages
in innovative procurement practices such as strategic sourcing, aggregate and volume purchasing. NJPA
expects Vendors to propose their very best prices and anticipates price reductions due to the advancement
of technologies and market place efficiencies. Documenting the “Best Interests of NJPA and NJPA
Members” is pretty easy when we are documenting price reductions.
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4.39 Price increases: Requests for standard contract price increases (or the inclusion of new generation
products/services/services at higher prices) can be made at any time. These requests will again be
evaluated by NJPA based on the best interests of NJPA and NJPA Members. As an example, typically
acceptable requests for price increases for existing products/services may cite increases to the Vendor of
input costs such as petroleum or other applicable commodities. Typically acceptable requests for price
increases for new products/services enhance or improve on the current solutions currently offered as well
as cite increases in utility of the new compared to the old. Vendors are requested to reasonably document
the claims cited in their requests. Your written request for a price increase, therefore, is an exercise in
describing what you need, and a justification for why you need it in sufficient detail for NJPA to deem
such change to be in the best interests of our self and our Members.
4.40 Price Change Request Format: An awarded Proposer will use the format of a cover letter
requesting price increases in general terms (a 5% increase in product line X) and stating their justification
for that price increase (due to the recent increase in petroleum costs) by product category. Specific details
for the requested price change must be attached to the request letter identifying product/services where
appropriate, both current and proposed pricing. Attachments such as letters from suppliers announcing
price increases are appropriate for documenting your requests here.
K. PRICE AND PRODUCT CHANGES FORMAT
4.41 NJPA’s due diligence regarding product and price change requests is to consider the reasonableness
of the request and document consideration on behalf of our members. We would appreciate it if you
would send the following documentation to request a pricing change:
4.41.1 A cover letter:
a. Please address the following subjects in your cover letter:
i. What product/service prices are changing?
ii. How much are the prices changing?
iii. Why are the prices changing?
iv. Any additions or deletions from the previous product list and the reason for
the changes.
b. The specifics of the product/services and price changes will be listed in the excel
spreadsheets indentified below. Please take a more general “Disclosure” approach to
identifying changes in the cover letter.
i. If appropriate, for example, state, “All paper products/services increased 5 %
in price due to transportation costs.”
ii. If appropriate, for instance, state, “The 6400 series floor polisher added to the
product list is the new model replacing the 5400 series. The 6400’s 3% price
increase reflects the rate of inflation over the past year. The 5400 series is now
included in the “Hot List” at a 20% discount from previous pricing until
remaining inventory is liquidated.”
4.41.2 An excel spreadsheet identifying all products/services being offered and their pricing.
Each subsequent pricing update will be saved using the naming convention of “[Vendor Name]
pricing effective XX/XX/XXXX.”
a. Include all products/services regardless of whether their prices have changed. By
observing this convention we will:
i. Reduce confusion by providing a single, easy to find, current pricing sheet for
each Vendor.
ii. Create a historical record of pricing.
L. SINGLE STATEMENT OF PRICING/HISTORICAL RECORD OF PRICING
4.42 Initially; and with each request for product addition, deletion, and pricing change; all
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products/services and services available, and the prices for those products/services and services will be
stated in an Excel workbook. The request for price changes described above will serve as the
documentation for those requested changes. Each complete pricing list will be identified by its “Effective
Date.” Each successive price listing identified by its “Effective Date” will create a “Product and Price
History” for the Contract.
4.43 Proposers may use the multiple tabs available in an Excel workbook to separately list logical product
groupings or to separately list product and service pricing as they see fit.
4.44 All products/services together with their pricing, whether changed within the request or remaining
unchanged, will be stated on each “Pricing” sheet created as a result of each request for product, service,
or pricing change.
4.45 Each subsequent “Single Statement of Product and Pricing” will be archived by its effective date
therefore creating a product and price history for any Contract resulting from this RFP.
M. PAYMENT TERMS
4.46 Payment terms will be defined by the Proposer in the Proposer’s Response. Proposers are
encouraged to offer payment terms through P Card services.
4.47 Leasing- If available, identify any leasing programs available to NJPA and NJPA Members as part of
your proposed. Proposers must submit an example of the lease agreement to be used. Proposers must
identify:
x General leasing terms such as:
o The percentage adjustment over/under an index rate used in calculating the internal rate
of return for the lease; and
o The index rate being adjusted; and
o The “Purchase Option” at lease maturity ($1, or fair market value); and
o The available term in months of lease(s) available.
x Leasing company information such as:
o The name and address of the leasing company; and
o Any ownership, common ownership, or control between the Proposer and the Leasing
Company
N. SALES TAX
4.48 Sales and other taxes, where applicable, shall not be included in the prices quoted. Vendor will
charge state and local sales and other taxes on items for which a valid tax exemption certification has not
been provided. Each NJPA Member is responsible for providing verification of tax exempt status to
Vendor. When ordering, if applicable, NJPA Members must indicate that they are tax exempt entities.
Except as set forth herein, no party shall be responsible for taxes imposed on another party as a result of
or arising from the transactions contemplated by a Contract resulting from this RFP.
O. SHIPPING AND SHIPPING PROGRAM
4.49 Shipping program for material only proposals, or sections of proposals, must be defined and tabbed
under Tab 9 as a part of the cost of goods. If shipping is charged to NJPA or NJPA Member, only the
actual cost of delivery may be added to an invoice. Shipping charges calculated as a percentage of the
product price may not be used, unless such charges are lower than actual delivery charges. No COD
orders will be accepted. It is desired that delivery be made within ninety-days (90) of receipt of the
Purchase Order.
4.50 Any shipping cost charged to NJPA or NJPA Members will be considered to be part of “proposal
pricing.”
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4.51 Additional costs for expedited deliveries will be at the additional shipping or handling expense to the
NJPA Member.
4.52 Selection of a carrier for shipment will be the option of the party paying for said shipping. Use of
another carrier will be at the expense of the requester.
4.53 Proposers must define their shipping programs for Alaska and Hawaii and any location not served by
conventional shipping services. Over-size and over-weight items and shipments may be subject to
custom freight programs.
4.54 Proposals containing restocking fees are less advantageous than those not containing re-stocking
fees. That being said, certain industries cannot avoid restocking fees. Certain industries providing made to
order goods may not allow returns. With regard to returns and restocking fees, Proposers will be
evaluated based on the relative flexibility extended to NJPA and NJPA Members relating to those
subjects. Where used, restocking fees in excess of 15% will not be considered excessive. Restocking fees
may be waived, at the option of the Proposer/Vendor. Indicate all shipping and re-stocking fees in price
program under Tab 9.
4.55 Proposer agrees shipping errors will be at the expense of the Vendor. For example, if a Vendor ships
a product that was not ordered by the member, it is the responsibility of the Vendor to pay for return mail
or shipment at the convenience of the member.
4.56 Unless specifically stated otherwise in the “Shipping Program” of a Proposer’s Response, all prices
quoted must be F.O.B. destination with the freight prepaid by the Vendor. Time is of the essence on this
Contract. If completed deliveries are not made at the time agreed, NJPA or NJPA Member reserves the
right to cancel and purchase elsewhere and hold Vendor accountable. If delivery dates cannot be met,
Vendor agrees to advise NJPA or NJPA Member of the earliest possible shipping date for acceptance by
NJPA or NJPA Member.
4.57 Goods and materials must be properly packaged. Damaged goods and materials will not be
accepted, or if the damage is not readily apparent at the item of delivery, the goods shall be returned at no
cost to NJPA or NJPA Member. NJPA and NJPA Members reserve the right to inspect the goods at a
reasonable time subsequent to delivery where circumstances or conditions prevent effective inspection of
the goods at the time of delivery.
4.58 Vendor shall deliver Contract conforming products in each shipment and may not substitute products
without approval from NJPA Member.
4.59 NJPA reserves the right to declare a breach of Contract if the Vendor intentionally delivers
substandard or inferior products which are not under Contract and described in its paper or electronic
price lists or sourced upon request to any member under this Contract. In the event of the delivery of a
non-conforming product, NJPA Member will immediately notify Vendor and Vendor will replace non-
conforming product with conforming product.
4.60 Throughout the term of the Contract, Proposer agrees to pay for return shipment on goods that arrive
in a defective or inoperable condition. Proposer must arrange for the return shipment of damaged goods.
4.61 Unless contrary to other parts of this solicitation, if the goods or the tender of delivery fail in any
respect to conform to this Contract, the purchasing member may: 1) reject the whole, 2) accept the whole
or 3) accept any commercial unit or units and reject the rest.
P. NORMAL WORKING HOURS
4.62 Prices quoted are for products/services delivered during normal business hours. Normal Business
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hours will be as specifically defined herein, defined through industry standards OR defined through
statement contained in the purchase/work order issued pursuant to a Contract resulting from this RFP.
5. MARKETING PLAN
5.1 Internal Marketing Plan: An award of Contract resulting from this RFP is an opportunity for the
awarded contractor to pursue commerce with, and deliver value to NJPA and NJPA Members nationwide.
An award of Contract is not an opportunity to see how much business NJPA can drive to an awarded
Vendor’s door. Your internal marketing plan should serve to:
5.1.1 Identify the appropriate levels of sales management whom will need to understand the value
of, and the internal procedures necessary to deliver this Contract opportunity to NJPA and NJPA
Members through your sales force.
5.1.2 Identify, in general, your national foot print and dedicated feet-on-the-street sales force that
will be carrying this Contract message and opportunity in the field to NJPA Members. Outline the
sale force in terms of numbers and geographic distribution.
5.1.2.1 Identify whether your sales force are employees or independent contractors.
5.1.3 Identify your plan for delivering training to these individuals.
5.1.3.1 Will you have your sales force gathered at national or regional events in the near
future? Does you sales force have the ability to participate in webinar or webcast events?
5.1.3.2 NJPA is prepared to provide our personnel in your location for sales training
and/or on a webinar or webcast where sufficient efficiencies can be shown in reaching the
appropriate groups within your employee base, and sufficient numbers of personnel
trained.
5.1.4 Identify your personnel involved in training.
5.1.4.1 NJPA can provide personnel to deliver training regarding the Contract itself, the
authority of NJPA to offer the Contract vehicle to its Members, the value the Contract
vehicle delivers to NJPA and NJPA Members, the scope of NJPA Membership, and the
authority of NJPA Members to utilize our procurement contracts.
5.1.4.2 Your personnel will be needed to provide training regarding employee
compensation and internal procedures when delivering the Contract opportunity, and how
this Contract purchasing opportunity relates with other such opportunities available.
5.2 Success in marketing is dependent upon 1) the delivery of value as defined in section 1.4, 2) the
delivery of knowledge of the program and its proper use and utility, and 3) the delivery of opportunity
and reward which creates a personal commitment to the program. NJPA desires a marketing plan that:
5.2.1 identifies the value delivered in a competitively proposed national cooperative procurement
contract by relieving both the NJPA Member and the Vendor/Vendor’s sales staff of the
responsibility for bringing and answering many similar and individual RFP’s; and
5.2.2 identifies the appropriate Vendor personnel from both management and sales staff’s who
will be trained on the use and utility of such a contract and a general schedule of when and how
those individuals will be trained; and
5.2.3 identifies in general how the reward system for the marketing, delivery, and service chain of
the Vendor will be affected by the implementation of the proposed Contract and how that will be
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proposed to those individuals in terms of the value created for them and their departments in 5.1.1
above.
5.3 External Marketing Plan: NJPA is seeking the ability to serve all our current and potential members
nationwide. The Proposer must demonstrate the ability to both market and service their
products/services/services nationwide. Please demonstrate your sales and service force contains sufficient
people in sufficient proximities, to receive the knowledge, opportunity, and reward in order to make a
personal commitment to serving NJPA and NJPA Members nationwide.
5.4 The Proposer must exhibit the willingness and ability to develop marketing materials and participate
in marketing venues such as:
5.4.1 Printed Marketing Materials. Proposer will initially produce and thereafter maintain full
color print advertisements in camera ready electronic format including company logos,
identifying the Vendor, the Vendor’s general utility for NJPA and NJPA Members, and contact
information to be used by NJPA and NJPA Members in a full page, half page, and quarter page
formats. These advertisements will be used in the NJPA Catalog and publications.
5.4.2 Press releases and advertisements. Proposer will identify a marketing plan identifying their
anticipated press releases, contract announcements, advertisements in industry periodicals, or
other direct or indirect marketing activities.
5.4.3 Proposer’s Website. Proposer will identify how an Awarded Contract will be displayed on
the Proposer’s website. An on-line shopping experience for NJPA and NJPA Members is desired
when applicable and will be viewed as a value-added attribute to a Proposer’s Response.
5.4.4 Trade Shows. Proposer will outline their proposed involvement in the promotion of a
Contract resulting from this RFP through trade shows. Vendors are encouraged to identify trade-
show, and other appropriate venues, for the promotion of any such Contract. Vendors are
strongly encouraged to participate in cooperation with NJPA at the following NJPA embraced
trade shows:
NAEP National Association of Education Procurement
I-ASBO International Association of School Business Officials
NIGP National Institute of Government Purchasing
5.5 Proposer must also work in cooperation with NJPA to develop a marketing strategy and provide
avenues to equally market and drive sales through the Contract and program to all NJPA Members
nationally. Awarded Vendor agrees to actively market in cooperation with NJPA all available
products/services to current and potential NJPA Members. NJPA reserves the right to deem a proposer
non-responsive or to waive an award based on an unacceptable marketing plan.
5.6 As a part of this response, submit a complete Marketing Plan on how you would help NJPA rollout
this program to current and potential NJPA Members. NJPA requires the Vendor actively promote the
Contract in cooperation with the NJPA. Vendors are advised to consider marketing efforts in the areas of
1) Website Link from Vendors website to NJPA’s website, 2) Attendance and participation with a display
booth at national trade shows as agreed upon/required by NJPA, and 3) Sales team and sales training
programs involving both Vendor sales management and NJPA staff. NJPA requires awarded Vendors to
offer the NJPA Contract opportunity to all current and qualified NJPA Members.
5.7 Facilitating NJPA Membership: Proposer should express their commitment to determine the
membership status of their customers whom are eligible for NJPA Membership, AND their commitment
to establishing that membership.
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5.7.1 Membership information: Proposer should further express their commitment to capturing
sufficient member information as is deemed necessary by NJPA to appropriately facilitate
membership and certain marketing activities as agreed to by NJPA and an Awarded contractor.
6. PROPOSAL OPENING PROCEDURE
6.1 Sealed and properly identified Proposer’s Responses for this RFP entitled “OFFICE AND
CLASSROOM RELATED SUPPLIES AND ACCESSORIES” will be received by Gregg Meierhofer,
Manager of Bids and Contracts, at NJPA Offices, 200 First Street NE, Staples, MN 56479 until the
deadline for receipt of, and opening of proposals at 2:00 p.m. on January 15, 2010. The NJPA Director
of Contracts and Marketing, or Representative from the NJPA Proposal Review Committee, will then
read the Proposer’s names aloud. A summary of the responses to this RFP will be made available for
public inspection in the NJPA office in Staples, MN. Specifications are available for pick up or mail
delivery beginning December 16, 2009 and continuing until 4:00 p.m. on January 6, 2010. A letter or
e-mail request is required to receive a complete RFP package. Send or communicate all requests to the
attention of Gregg Meierhofer 200 1st Street Northeast Staples, MN 56479 or RFP@njpacoop.org to
receive a complete copy of this RFP. Method of delivery needs to be indicated in the request; an email
address is required for electronic transmission. Oral, facsimile, telephone or telegraphic Proposal
Submissions or requests for this RFP are invalid and will not receive consideration. All Proposal
Responses must be submitted in a sealed package. The outside of the package shall plainly specify
“OFFICE AND CLASSROOM RELATED SUPPLIES AND ACCESSORIES” To avoid premature
opening, it is the responsibility of the Proposer to label the Proposal Response properly.
7. EVALUATION OF PROPOSALS
A. PROPOSAL EVALUATION PROCESS
7.1 NJPA will use a 1,000 Point Evaluation System to help determine the best overall Proposer(s)
selection. Bonus points may be available for specific proposal characteristics identified such as “Green
Product Certifications.”
7.2 NJPA reserves the right to use a “Cost Scoring Evaluation” through a product comparison process of
like products/services. This process will establish points for submitted price levels. See Cost Scoring
Evaluation.
7.3 NJPA shall use a final overall scoring system to include consideration for best price and cost
evaluation. The total possible score is 1,000 points. NJPA reserves the right to assign any number of
point awards or penalties it considers warranted if a Proposer stipulates exceptions, exclusions, or
limitations of liabilities.
7.4 To qualify for the final evaluation, a Proposer must have been deemed responsive as a result of the
criteria set forth under “Proposer Responsiveness.”
7.5 Responses will be evaluated first for responsiveness and thereafter for content. The NJPA Board of
Directors will make awards to the selected Proposer(s) based on the recommendations of the Proposal
Review Committee.
7.6 The procurement activities of the NJPA Proposal Review Committee are limited to document
preparation, answering Proposer questions, advertising the solicitation, distribution of this RFP upon
request, conducting an evaluation and making recommendation for possible approval to NJPA Board of
Directors.
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B. PROPOSER RESPONSIVENESS
7.7 Proposer’s Responses received after the deadline for submission will be invalid and returned to the
Potential Proposer unopened.
7.8 An essential part of the proposal evaluation process is an evaluation to qualify the Proposer being
considered. All proposals must contain answers or responses to the information requested in the proposal
forms. Any Proposer failing to provide the required documentation may be considered non-responsive.
7.9 Deviations or exceptions stipulated in Proposer’s Response may result in the proposal being classified
as non responsive.
7.10 To qualify for evaluation, a proposal must have been submitted on time and materially satisfy all
mandatory requirements identified in this document. A proposal must reasonably and substantially
conform to all the terms and conditions in the solicitation to be considered responsive.
7.11 The Proposal Review Committee shall utilize the following criteria to evaluate all proposals
received. Items 1-4 constitute the test for “Level One Responsiveness” and are determined on the
proposal opening date. “Level 2” responsiveness is determined through the evaluation of the
remaining items listed below. These items are not arranged in order of importance and each item
may encompass multiple areas of information requested.
1. The proposal response is received prior to the deadline for submission.
2. The proposal package was properly addressed and identified.
3. The proposal response contains the required proposed security.
4. The proposal response contains original signatures on all documents requiring such.
5. Certificate of Insurance as required herein.
6. Response’s conformance to terms and conditions as described in the solicitation, including
documentation.
7. Possesses qualifications as a responding Proposer that meets or exceeds those set within the
solicitation.
8. Information from references and past performance information including past member
approval.
9. Demonstrates that they offer the most current industry standard products/services and/or
services.
10. Demonstrates financial stability and a favorable banking line of credit.
11. Demonstrates their products/services and/or services proposed meet and/or exceed industry
standards accepted by educational or governmental institutions.
12. Has demonstrated market place success and their past performance exhibit an acceptable
reputation.
13. Demonstrates the company possesses the background, knowledge, capacity, and ability to sell,
deliver, and support products/services offered to Members.
14. Has provided documentation defining, outlining, and describing their concept of a national
marketing program they will be implementing to facilitate and coordinate the cooperative
activities required by an awarded Contract.
15. Has provided all of the required and applicable documentation required i.e. proposed security,
insurance certificates, licenses, and/or registration certificates required to do business
nationally.
16. Line-Item Pricing, in approved excel format, listing of all of the proposed products/services and
warranty provisions with their associated units of costs.
17. Core List selection of products/services in Line-Item Pricing format
18. Hot List Pricing products/services in a Line-Item Pricing format (where applicable).
19. Contract Pricing submitted as requested to include core list or products/services, Line-Item
Pricing and/or Percentage Discount from published gov/ed price list or Catalog.
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C. PROPOSAL EVALUATION CRITERIA
7.12 If a manufacturer or supplier chooses not to produce or supply goods and services to meet the scope
of this RFP, such action will be considered sufficient cause to reduce evaluation points.
7.13 Consideration will be given in the award based on the completion and degree of information
provided regarding available products, equipment, and accessories, as well as, applicable parts of the
Proposer Information and Questionnaire.
7.14 The fact a manufacturer or supplier chooses not to produce or provide equipment products or
services to meet the intent and scope of this RFP will not be considered sufficient cause to adjudge this
RFP as restrictive.
7.15 The Proposer is required to have extensive knowledge and at least three (3) years experience with the
related activities surrounding the selling of the equipment, service or related products offered.
7.16 NJPA reserves the right to accept or reject newly formed companies solely based on information
provided in the proposal and/or its own investigation of the company.
7.17 Consideration will be given in the proposal evaluation based upon the selection, variety,
technological advances, and demonstrated quality of products submitted, technological advances, and
pricing. The ability of the Proposer to communicate the value of these factors and to demonstrate how the
depth and breadth of their product and service offerings provide NJPA and NJPA Members with a sole
source of responsibility within the scope of this RFP will be positively reviewed.
7.18 Consideration will also be given to proposals demonstrating technological advances, provide
increased efficiencies, expanded service and other related improvements beyond today’s NJPA member’s
needs and applicable standards.
7.19 Strong consideration will be given to a Proposer’s past performance, distribution model, and the
demonstration their ability to effectively market and service NJPA Membership nationally.
7.20 Strong consideration will be given to the best price as it relates to the quality of the product and
service. However, price is ultimately one of the factors taken into consideration in evaluation and award.
7.21 Evaluation of a Proposer’s Responses will take into consideration as a minimum response but not
necessarily limited to the following:
1. Adherence to all requirements of this RFP as defined by industry standards.
2. Prior knowledge of and experience with a Proposer in terms of past performance and market
place success.
3. Capability of meeting or exceeding current and future needs or requirements of NJPA and
NJPA Members.
4. Evaluation of Proposer’s ability to market to and provide service to all NJPA Members
nationally.
5. Financial condition of the Proposer.
6. Nature and extent of company data furnished in Proposer’s Response.
7. Quality of products, equipment, and services offered including value added related services.
8. History of member service to NJPA type customers.
9. Overall ability to perform sales, solutions and contract support as submitted.
10. Ability to meet service and warranty needs.
11. History of meeting shipping and delivery expectations of contracted products/ services.
12. Technology advancements and related provisions.
13. Ability to market and promote the Contract within current business practices.
14. Willingness to develop and enter into NJPA Contract and business relations.
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15. Favorable bond rating and applicable industry standard licensing ability.
16. Past market place successes and brand recognition.
17. Demonstrated warranty and product/service responsibility.
7.22 The Proposer’s ability to follow the proposal preparation instructions set forth in this solicitation
will also be considered to be an indicator of the Proposer’s ability to follow other future instructions
should they receive an award as a result of this solicitation. Any Contract between NJPA and a Proposer
requires the delivery of information and data. The quality of organization and writing reflected in the
proposal will be considered an indication of the quality of organization and writing which would be
prevalent if a Contract was awarded. As a result, the proposal will be evaluated as a sample of data
submission.
7.23 A proposal must have been submitted on time and materially satisfy all mandatory requirements
identified in this document.
7.24 NJPA reserves the right to reject the Proposer’s Response of the apparent successful Proposer where
the available evidence or information does not exhibit the ability or intent to satisfy NJPA that the
potential Vendor is unable to properly carry out the terms of this RFP and potential Contract.
7.25 NJPA shall reserve the right to reject any or all proposals. NJPA also reserves the right to reject a
proposal not accompanied by required bid security, other data required by this RFP, or if a Proposer’s
Response is incomplete or irregular. The NJPA shall reject all proposals where there has been collusion
among the Proposers.
7.26 Overall Evaluation (FORM G) - The NJPA Proposal Review Committee will evaluate proposal
received based on a 1,000 point evaluation system. The Committee will establish both the evaluation
criteria and designate the relative importance of those criteria by assigning possible scores for each
category.
7.27 Bonus Evaluation Points- Bonus evaluation points may be awarded by the NJPA Proposal Review
Committee based on criteria identified as being both “optional” and “having additional value”
D. COST SCORING EVALUATION
7.28 Cost evaluation may be used to make a best value determination. NJPA reserves the right to use this
process in the event the evaluation committee feels it is necessary to make a final determination.
7.29 This process will be based on a point system with points being awarded for being low to high Proposer
for each cost evaluation item selected. A “Market Basket” of identical (or substantially similar)
products/services shall be selected by the NJPA proposal Review Committee and the unit cost will be
used as a basis for determining the point value. The “Market Basket:” will be selected by NJPA from all
product categories as determined appropriate by NJPA. The low priced Proposer will receive the full
point value and all other Proposers will receive points as follows: Lowest price Proposal = 5 (where there
are five proposers), and inferior proposals = 4, 3, 2, 1 points each. The Total Score for each proposer will
be the sum of all points earned. The result of this process shall not be the sole determination for award.
E. PRODUCT TESTING
7.30 NJPA reserves the right to request and test products/services and/or services from the apparent
successful Proposer. Prior to the award of the Contract, the apparent successful Proposer, if requested by
NJPA, shall furnish current information and data regarding the Proposer’s resources, personnel, and
organization within three (3) days.
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F. PAST PERFORMANCE INFORMATION
7.31 Past performance information is relevant information regarding a Proposer’s actions under
previously awarded contracts to schools, local, state, and governmental agencies and non-profit agencies.
It includes the Proposer’s record of conforming to specifications and standards of good workmanship.
The Proposer’s history for reasonable and cooperative behavior and commitment to member satisfaction
shall be under evaluation. Ultimately, Past Performance Information can be defined as the Proposer’s
businesslike concern for the interests of the NJPA Member.
G. WAIVER OF FORMALITIES
7.32 NJPA reserves the right to waive any minor formalities or irregularities in any proposal and to accept
proposals, which, in its discretion and according to the law, may be in the best interest of its members.
8. POST AWARD OPERATING ISSUES
A. SUBSEQUENT AGREEMENTS
8.1 Purchase Order- Purchase Orders for goods and services may be executed between NJPA or NJPA
Members (Purchaser) and awarded Vendor(s) or Vendor’s sub-contractors pursuant to this invitation and
any resulting Contract. NJPA Members are instructed to identify on the face of such Purchase orders that
“This purchase order is issued pursuant to NJPA procurement contract #XXXXXX.” A Purchase Order is
an offer to purchase goods and services at specified prices by NJPA or NJPA Members pursuant to a
Contract resulting from this RFP. Purchase Order flow and procedure will be developed jointly between
NJPA and an Awarded Vendor after an award is made.
8.2 Governing Law- Purchase Orders, as identified above, shall be construed in accordance with, and
governed by, the laws of a competent jurisdiction with respect to the purchaser. Each and every provision
of law and clause required by law to be included in the Purchase Order shall be read and enforced as
though it were included. If through mistake or otherwise any such provision is not included, or is not
currently included, then upon application of either part the Contract shall be physically amended to make
such inclusion or correction. The venue for any litigation arising out of disputes related to Purchase
Order(s) shall be a court of competent jurisdiction to the Purchaser.
8.3 Additional Terms and Conditions- Additional terms and conditions to a Purchase Order may be
proposed by NJPA, NJPA Members, or Vendors. Acceptance of these additional terms and conditions is
OPTIONAL to all parties to the Purchase Order. The purpose of these additional terms and conditions is
to, among other things; formerly introduce job or industry specific requirements of law such as prevailing
wage legislation. Additional terms and conditions can include specific local policy requirements and
standard business practices of the issuing Member. Said additional terms and conditions shall not interfere
with the general purpose and intent of this RFP.
8.4 Asset Management Contracts: Asset Management type contracts can be initiated pursuant to a
Contract resulting from this RFP at any time during the term of said Contract. The establishment of such
Asset Management Contracts cannot exceed the authorized term of a Contract resulting from this RFP;
however the Asset Management Contract term may extend beyond the maturity date of a Contract
resulting from this RFP.
8.5 Specialized Service Requirements- In the event service requirements or specialized performance
requirements such as e-commerce specifications, specialized delivery requirements, or other
specifications and requirements not addressed in the Contract resulting from this RFP, NJPA Member and
Vendor may enter into a separate, stand alone agreement, apart from a Contract resulting from this RFP.
Any proposed service requirements or specialized performance requirements require pre-approval by
Vendor. Any separate agreement developed to address these specialized service or performance
requirements is exclusively between the NJPA Member and Vendor. NJPA, its agents, Members and
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employees shall not be made party to any claim for breach of such agreement. Product sourcing is not
considered a service. NJPA Members will need to conduct procurements for any specialized services not
identified in this Contract.
8.6 Performance Bond- At the request of the member, a Vendor will provide all performance bonds
typically and customarily required in their industry. These bonds will be issued pursuant to the
requirements of Purchase Orders for goods and services. If a purchase order is cancelled for lack of a
required performance bond, it shall be the recommendation of NJPA that pending Purchase Orders with
all NJPA Members be considered for cancellation. Each member has the final decision on Purchase
Order continuation. ANY PERFORMANCE BONDING REQUIRED BY THE MEMBER OR
CUSTOMER STATE LAWS OR LOCAL POLICY IS TO BE MUTUALLY AGREED UPON AND
SECURED BETWEEN THE VENDOR AND THE CUSTOMER/MEMBER.
B. NJPA MEMBER SIGN-UP PROCEDURE
8.7 A Potential NJPA Member is generally stated as any unit of government, education, or non-profit
organization nationwide (and with possible international distribution). A properly executed Membership
creates the necessary “Paper Trail” connection between the Member and NJPA. Membership in NJPA is
required to participate in any NJPA contract. Any Member of NJPA who is in compliance with the terms
and conditions of membership shall have the option and freedom to access any of the procurement
contracts of NJPA.
8.8 Awarded Vendors must agree to facilitate in the NJPA Membership process as part of connecting
NJPA members to NJPA contracts. Potential NJPA Members may request membership with NJPA
through the following methods:
x Potential members can complete their membership through on-line submission, or through a
printable form available on-line at njpacoop.org.
x Potential Members may also submit proposed membership documentation which complies with
their State and local Laws, rules and regulations for NJPA review.
8.9 As part of the Contract award, it is the responsibility of the Vendor to facilitate the membership
process.
8.10 It is agreed the completion of a Member Sign-up form expressing the Qualifying Member’s decision
to participate under a Contract resulting from this RFP, signifies the NJPA Member’s acceptance of a
Contract resulting from this RFP, and all its specifications, terms and conditions therein.
C. REPORTING OF SALE ACTIVITY
8.11 A report of the total gross dollar volume of all products/services purchased by NJPA Members as it
applies to this RFP and Contract will be provided quarterly to NJPA. The form and content of this
reporting will be developed by NJPA in cooperation with the Vendor to include, but not limited to, name
and address of purchasing agency, amount of purchase, and a description of the items purchased.
D. AUDITS
8.12 During the Term, Vendor will, upon not less than fourteen (14) business days’ prior written request,
make available to NJPA no more than once per calendar year, at Vendor’s corporate offices, during
normal business hours, the invoice reports and/or invoice documents from Vendor pertaining to all
invoices sent by Vendor and payments made by NJPA members for all products/services purchased under
this Contract. NJPA may employ an independent auditor or NJPA may choose to conduct such audit on
its own behalf. Vendor shall have the right to approve the independent auditor, which approval shall not
be unreasonably withheld. Upon approval and after the auditor has executed an appropriate
confidentiality agreement, Vendor will permit the auditor to review the relevant Vendor documents.
NJPA shall be responsible for paying the auditor’s fees. The parties will make every reasonable effort to
fairly and equitably resolve discrepancies to the satisfaction of both parties. Vendor agrees that the NJPA
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may audit their records with a reasonable notice to establish total compliance and to verify prices charged
hereunder of the Contract are being met. Vendor agrees to provide verifiable documentation and tracking
in a timely manner.
E. HUB PARTNER
8.13 Hub Partner: When Applicable, NJPA Members may, from time to time, request a Vendor
resulting from this RFP to serve them through a “Hub Partner” for the purposes of complying with a Law,
Regulation, or Rule to which the individual NJPA Member deems to be applicable in their jurisdiction.
An Awarded Vendor resulting from this RFP may reject such a request provided they provide written
notice of that rejection.
8.14 Hub Partner Fees: Fees, costs, or expenses levied upon the NJPA Member OR the Vendor for the
services provided by the Hub Partner in the transaction provide that:
8.14.1 The NJPA Member be notified by the Vendor that additional charges may apply; and
8.14.2 The Vendor document the transaction to be “Executed for the Benefit of [NJPA Member
Name]” on the face of all transactional and warranty documentation.
F. TRADE-INS
8.15 Where Appropriate, the value in US Dollars, of Trade-ins will be negotiated between NJPA or an
NJPA Member, and an Awarded Vendor. That identified “Trade-In” value shall be credited in full against
the NJPA purchase price identified in a purchase order issued pursuant to any Awarded NJPA
procurement contract. The full value of the trade-in will be consideration to that purchase order.
G. OUT OF STOCK NOTIFICATION
8.16 Vendor shall immediately notify NJPA members upon receipt of order(s) when an out-of -stock
occurs. Vendor shall inform the NJPA member regarding the anticipated date of availability for the out-
of- stock item(s), and may suggest equivalent substitute(s).
• The ordering organization shall have the option of accepting the suggested equivalent
substitute, or canceling the item from the order.
• Under no circumstance is Proposer permitted to make unauthorized substitutions.
• Unfilled or substituted item(s) shall be indicated on the packing list.
H. TERMINATION OF CONTRACT RESULTING FROM THIS RFP
8.17 NJPA reserves the right to cancel the whole or any part of a resulting Contract due to failure by the
Vendor to carry out any obligation, term or condition as described in the below procedure. Prior to any
termination for cause, the NJPA will provide written notice to the Vendor, opportunity to respond and
opportunity to cure according to the steps in the procedure in this Cancellation Section. Some examples
of material breach are the following:
x The Vendor provides material that does not meet reasonable quality standards and is not
remedied under the warranty;
x The Vendor fails to ship the products or provide the services within a reasonable amount of
time;
x NJPA has reason to believe the Vendor will not or cannot perform to the requirements of the
Contract and issues a request for assurance as described herein and Vendor fails to respond;
x The Vendor fails to observe any of the material terms and conditions of the Contract; and/or,
x The Vendor fails to follow the established procedure for purchase orders, invoices and/or receipt
of funds as established by the NJPA and the Vendor in the Contract.
x The Vendor fails to report quarterly sales volume;
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x The Vendor fails to actively market this Contract within the guidelines provided in this RFP and
the expectations of NJPA.
8.18 Each party shall follow the below procedure if the Contract is to be terminated for violations or
non-performance issues:
Step 1: Issue a warning letter outlining the violations and/or non-performance and state the length of
time (10 days) to provide a response and correct the problem(s) if reasonably possible in such time
frame.
Step 2: Issue a letter of intent to cancel Contract, if the problem(s) is not resolved within fifty (50)
days.
Step 3: Issue letter to cancel Contract for cause.
8.19 Upon receipt of the written notice of concern, the Vendor shall have ten (10) business days to
provide a satisfactory response to the NJPA. Failure on the part of the Vendor to reasonably address all
issues of concern may result in Contract cancellation pursuant to this Section.
8.20 Any termination shall have no effect on purchases that are in progress at the time the cancellation is
received by the NJPA. The NJPA reserves the right to cancel the Contract immediately for convenience,
without penalty or recourse, in the event the Vendor is not responsive concerning the remedy, the
performance, or the violation issue within the time frame, completely or in part.
8.21 NJPA reserves the right to cancel or suspend the use of any Contract resulting from this RFP if the
Vendor files for bankruptcy protection or is acquired by an independent third party. Prior to commencing
services under this Contract, the Proposer/Vendor must furnish NJPA certification from insurer(s)
proving level of coverage usual and customary to the specific industry. The coverage is to be maintained
in full effect during the Contract period. Vendor must be willing to provide, upon request, certification of
insurance to any NJPA member or member using this Contract.
8.22 Either party may execute Contract termination without cause with a required 60-day written notice of
termination. Termination of Contract shall not relieve either party of financial, product or service
obligations incurred or accrued prior to termination.
8.23 NJPA may cancel any Contract resulting from this solicitation without any further obligation if any
NJPA employee significantly involved in initiating, negotiating, securing, drafting or creating the
Contract on behalf of the NJPA is found to be in collusion with any Proposer to this RFP for their
personal gain. Such cancellation shall be effective upon written notice from the NJPA or a later date if so
designated in the notice given. A terminated Contract shall not relieve either party of financial, product
or service obligations due to participating member or NJPA.
8.24 Events of Automatic termination to include:
x Vendor’s or NJPA’s voluntary or involuntary bankruptcy or insolvency;
x Vendor’s failure to remedy a material breach of a Contract resulting from this RFP within
sixty (60) days of receipt of notice from NJPA specifying in reasonable detail the nature of
such breach; and/or,
x Receipt of written information from any authorized agency finding activities of Vendors
engaged in pursuant to a Contract resulting from this RFP to be in violation of the law.
9. GENERAL TERMS AND CONDITIONS
A. ADVERTISEMENT OF RFP
9.1 As a policy, NJPA shall advertise this solicitation 1) for two consecutive weeks in both the print and
on-line editions of the MINNEAPOLIS STAR TRIBUNE, 2) it shall be placed on a national wire service
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by the MINNEAPOLIS STAR TRIBUNE, 3) it shall be posted on NJPA’s website, 4) it shall be posted to
the NJPA website and “Noticetobidders.com,” and 5) it shall be posted to other third-party websites
deemed appropriate by NJPA. Other third party advertisers may include Onvia and Bidsync.
B. ADVERTISING OF A CONTRACT RESULTING FROM THIS RFP
9.2 Proposer/Vendor shall not advertise or publish information concerning this Contract prior to the
award being announced by the NJPA. Once the award is made, a Vendor is expected to advertise the
awarded Contract to both current and potential NJPA Members.
C. APPLICABLE LAW
9.3 NJPA Compliance with Minnesota Procurement Law: Contracts awarded through NJPA are
intended to meet the procurement laws of all states and NJPA will exhaust all avenues to comply with as
many state laws as possible. It is the responsibility of each participating NJPA member to insure to their
satisfaction that these laws are satisfied. An individual NJPA member using these contracts is deemed by
their own accord to be in compliance with proposal regulations. NJPA encourages the awarded Vendor to
assist NJPA and the NJPA member in this research to the benefit of all involved.
9.4 Governing Law: All applicable portions of the Minnesota Uniform Commercial Code and all other
applicable Minnesota laws shall govern contracts with the National Joint Powers Alliance®. Any claims
pertaining to this RFP and any resulting Contract that develop between NJPA and any other party must be
brought forth only in courts in Todd County in the State of Minnesota.
9.5 Vendor Compliance with applicable law: Vendor(s) shall comply with all federal, state, or local
laws applicable to or pertaining to the sale of the products/services resulting from this RFP. All such
laws, whether or not herein contained, shall be included by this reference. It shall be Proposer’s/Vendor’s
responsibility to determine the applicability and requirements of any such laws and to abide by them.
9.6 Indemnity: Each party agrees it will be responsible for its own acts and the result thereof to the extent
authorized by law and shall not be responsible for the acts of the other party and the results thereof.
NJPA’s liability shall be governed by the provisions of the Minnesota Tort Claims Act, Minnesota
Statutes, Section §3.736, and other applicable law.
9.7 Prevailing Wage: It shall be the responsibility of the Vendor to comply, when applicable, with
prevailing wage legislation in effect in the jurisdiction of the purchaser (NJPA or NJPA Member). It shall
be the responsibility of the Vendor to monitor the prevailing wage rates as established by the appropriate
department of labor for any increase in rates during the term of this Contract and adjust wage rates
accordingly.
9.8 Patent and Copyright infringement: If an article sold and delivered to NJPA or NJPA Members
hereunder shall be protected by any applicable patent or copyright, the Vendor agrees to indemnify and
save harmless NJPA and NJPA Members against any and all suits, claims, judgments, and costs instituted
or recovered against it by any person whosoever on account of the use or sale of such articles by NJPA or
NJPA Members in violation or right under such patent or copyright.
D. ASSIGNMENT OF CONTRACT
9.9 No right or interest in this Contract shall be assigned or transferred by the Proposer/Vendor without
prior written permission by the NJPA. No delegation of any duty of the Proposer/Vendor shall be made
without prior written permission of the NJPA. The NJPA shall notify the members within fifteen (15)
days of receipt of written notice by the Vender. After issuance the awarded Contract may be reassigned
to a comparable Vendor at the discretion of NJPA.
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9.10 If the original Vendor sells or transfers all assets or the entire portion of the assets used to perform
this Contract, a successor in interest must guarantee to perform all obligations under this Contract. NJPA
reserves the right to reject the acquiring person or entity as a Vendor. A simple change of name
agreement will not change the contractual obligations of the Vendor.
E. PROPOSERS LIST
9.11 NJPA will not maintain or communicate to a proposers list. All interested proposers must respond to
the solicitation as a result of one of the methods of proposal advertisements listed above. Because of the
scope of the potential Members and national Vendors, NJPA has determined this to be the best method of
fairly soliciting proposals.
F. CAPTIONS, HEADINGS, AND ILLUSTRATIONS
9.12 The captions, illustrations, headings, and subheadings in this solicitation are for convenience and
ease of understanding and in no way define or limit the scope or intent of this request.
G. CONFIDENTIAL INFORMATION
9.13 If a Proposer wishes to withhold any part of its proposal from public inspection, then a statement
advising the NJPA of this fact shall accompany the submission. NJPA shall review the statement to
determine whether the information shall be withheld. If NJPA determines to disclose the information, the
Executive Director of NJPA shall inform the Proposer, in writing, of such determination prior to award of
Contract to Proposer.
H. DATA PRIVACY
9.14 Proposer agrees to abide by all applicable STATE and FEDERAL laws and regulations including
HIPPA concerning the handling and disclosure of private and confidential information regarding
individuals. Proposer agrees to hold NJPA harmless from its unlawful disclosure and/or use of
private/confidential information.
I. ENTIRE AGREEMENT
9.15 The Contract, as defined herein, shall constitute the entire understanding between the parties to that
Contract.
9.16 A Contract resulting from this RFP is formed when the NJPA Board of Directors approves and signs
the applicable Acceptance and Award Form document (see Form D).
J. FORCE MAJEURE
9.17 Except for payments of sums due, neither party shall be liable to the other nor deemed in default
under this Contract if and to the extent that such party’s performance of this Contract is prevented due to
force majeure. The term “force majeure” means an occurrence that is beyond the control of the party
affected and occurs without its fault or negligence including, but not limited to, the following: acts of
God, acts of the public enemy, war, riots, strikes, mobilization, labor disputes, civil disorders, fire, flood,
snow, earthquakes, tornadoes or violent wind, tsunamis, wind shears, squalls, Chinooks, blizzards, hail
storms, volcanic eruptions, meteor strikes, famine, sink holes, avalanches, lockouts, injunctions-
intervention-acts, terrorist events or failures or refusals to act by government authority and/or other
similar occurrences where such party is unable to prevent by exercising reasonable diligence. The force
majeure shall be deemed to commence when the party declaring force majeure notifies the other party of
the existence of the force majeure and shall be deemed to continue as long as the results or effects of the
force majeure prevent the party from resuming performance in accordance with a Contract resulting from
this RFP. Force majeure shall not include late deliveries of products/services caused by congestion at a
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manufacturer’s plant or elsewhere, an oversold condition of the market, inefficiencies, or other similar
occurrences. If either party is delayed at any time by force majeure, then the delayed party shall notify
the other party of such delay within forty-eight (48) hours.
K. GRATUITIES
9.18 NJPA may cancel this Contract by written notice if it is found that gratuities, in the form of
entertainment, gifts or otherwise, were offered or given by the Proposer/Vendor or any agent or
representative of the Proposer/Vendor, to any employee of the NJPA are deemed to be excessive with a
view toward securing a contract or with respect to the performance of this Contract.
L. HAZARDOUS SUBSTANCES
9.19 Proper Material Safety Data Sheets (MSDS), in compliance with OSHA’s Hazard Communication
Standard, must be provided by the Vendor to NJPA or NJPA Member at the time of purchase.
M. LEGAL REMEDIES
9.20 All claims and controversies between NJPA and Vendor shall be subject to the laws of the State of
Minnesota and are to be resolved in Todd County, Minnesota, the county in which NJPA is domiciled.
N. LICENSES
9.21 Proposer/Vendor shall maintain a current status on all required federal, state, and local licenses,
bonds and permits required for the operation of the business conducted by the Proposer/Vendor.
9.22 All responding Proposers must be licensed (where required) and have the authority to sell and
distribute offered products/services to NJPA and NJPA Members in all states. Documentation of said
licenses and authorities, if applicable, is requested.
O. MATERIAL SUPPLIERS AND SUB-CONTRACTORS
9.23 The apparent successful Vendor shall be required to supply the names and addresses of sourcing
suppliers and sub-contractors when requested.
9.24 Awarded Vendors under this RFP will be the sole source of responsibility for transactions
originating that award. The Awarded Vendor is solely responsible for products/services and services
provided by third party sourcing or service providers.
P. NON-WAIVER OF RIGHTS
9.25 No failure of either party to exercise any power given to it hereunder, nor to insistence upon strict
compliance by the other party with its obligations hereunder, and no custom or practice of the parties at
variance with the terms hereof, nor any payment under a Contract resulting from this RFP shall constitute
a waiver of either party’s right to demand exact compliance with the terms hereof. Failure by NJPA to
take action or assert any right hereunder shall not be deemed as waiver of such right.
Q. PROTESTS OF AWARDS MADE
9.26 Protests shall be filed with the NJPA’s Executive Director and shall be resolved in accordance with
appropriate state statutes of Minnesota. A protest must be in writing and filed with NJPA. A protest of
an award or proposed award must be filed within ten (10) days after the public notice or announcement of
the award. No protest shall lie for a claim that the selected Proposer is not a responsible Proposer. A
protest must include:
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1. The name, address and telephone number of the protester;
2. The original signature of the protester or its representative;
3. Identification of the solicitation by RFP number;
4. A detailed statement of the legal and factual grounds of protest including copies of any
relevant documents; and, the proposal form of relief sought.
R. PROVISIONS REQUIRED BY LAW
9.27 Proposer/Vendor agrees in the performance of a Contract resulting from this RFP, it has complied
with or will comply with all applicable statutes, laws, regulations, and orders of the United States and any
State thereof.
S. PUBLIC RECORD
9.28 All proposals submitted to this invitation shall become the property of the NJPA and will become a
matter of public record and available for review subsequent to the award notification. Proposals may be
viewed by appointment at the NJPA offices Monday through Friday from 8:30 a.m. to 3:30 p.m.
T. RIGHT TO ASSURANCE
9.29 Whenever one party to this Contract has reason to question the other party’s intent to perform, he/she
may demand a written assurance of this intent. In the event a demand is made and no written assurance is
given, the demanding party may treat this failure as an anticipatory repudiation of the Contract provided,
however, in order to be effective, any such demand shall be addressed to the authorized signer for the
party from whom the assurance is being sought, and sent via U.S. Postal Service, certified mail, return
receipt requested or national overnight delivery service with proof of delivery.
U. SUSPENSION OR DISBARMENT STATUS
9.30 If within the past five (5) years, any firm, business, person or Proposer submitting a proposal has
been lawfully precluded from participating in any public procurement activity with a federal, state or local
government, the Proposer must include a letter with its response setting forth the name and address of the
public procurement unit, the effective date of the suspension or debarment, the duration of the suspension
or debarment and the relevant circumstances relating to the suspension or debarment. Any failure to
supply such a letter or to disclose pertinent information may result in the cancellation of any Contract. By
signing the proposal affidavit, the Proposer certifies that no current suspension or debarment exists.
V. HUMAN RIGHTS CERTIFICATE
9.31 If Proposer is not domiciled in Minnesota and has NOT on any single working day in the past year,
employed more than 40 employees in the State of Minnesota, Proposer must provide a statement to that
effect.
9.32 If Proposer is not domiciled in Minnesota and has on any single working day in the past year,
employed more than 40 employees in the State of Minnesota, Proposer must document their application
for a Human Rights Certificate issued by the Minnesota Commissioner of Human Rights. Proposer must
also document receipt by the Minnesota Commissioner of Human Rights of that application and the
Proposer’s affirmative action plan for the employment of minority persons, women, and qualified
disabled individuals.
9.33 If Proposer is domiciled in Minnesota and has on any single working day in the past year, employed
more than 40 employees in the State of Minnesota, Proposer must provide a copy of their “Certificate of
Compliance” from the Commissioner of the Minnesota Department of Human Rights.
W. SEVERABILITY
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9.34 In the event that any of the terms of a Contract resulting from this RFP are in conflict with any rule,
law, statutory provision or are otherwise unenforceable under the laws or regulations of any government
or subdivision thereof, such terms shall be deemed stricken from a Contract resulting from this RFP, but
such invalidity or unenforceability shall not invalidate any of the other terms of a Contract resulting from
this RFP.
X. RELATIONSHIP OF PARTIES
9.35 No Contract resulting from this RFP shall be considered a contract of employment. The relationship
between NJPA and an Awarded Contractor is one of independent contractors each free to exercise
judgment and discretion with regard to the conduct of their respective businesses. The parties do not
intend the proposed Contract to create, or is to be construed as creating a partnership, joint venture,
master-servant, principal–agent, or any other relationship. Except as provided elsewhere in this RFP,
neither party may be held liable for acts of omission or commission of the other party and neither party is
authorized or has the power to obligate the other party by contract, agreement, warranty, representation or
otherwise in any manner whatsoever except as may be expressly provided herein.
PROPOSER QUESTIONNAIRE
Form A
Proposer Name: ___Staples Contract & Commercial, Inc., operating as Staples Advantage_ ____
Questionnaire completed by: ____Jeremy Landis, Senior Manager Strategic Alliances _______
Please provide an answer to all questions below and address all requests made in this RFP. Please
use the Microsoft Word document version of this questionnaire to respond to the questions
contained herein. Please provide your answer to each question indented below the question.
Please supply any applicable supporting information and documentation you feel appropriate in
addition to answers entered to the Word document. Please place your proposal response in a
three-ringed binder tabbed as indicated below. Two complete copies are required. All information
must be typed, organized, and easily understood by evaluators. Please limit your answer and
documentation as they directly relate to this RFP.
INSIDE FRONT COVER (pocket or 3-ringed binder sleeve)
• Original executed forms D, E, H & I.
• Electronic submission of proposal (CD).
• Bid Security (or Cashier’s Check)
• Certificate of Insurance
Please insert a table of contents
Tab 1: Company Information
1) Provide the full legal name, address, and telephone number for your business.
Staples Contract & Commercial, Inc., operating as Staples Advantage
500 Staples Drive
Framingham, MA 01702
2) Provide contact information for the primary contact person from your business relating to this
RFP. (Form B)
Jeremy Landis
Staples Advantage
1945 Old Gallows Rd
Suite 210
Vienna, VA 22182
jeremy.landis@staples.com
Phone: 703-734-8710 x241
3) Provide a brief history of your company that includes its goals and philosophy.
For more than 20 years, Staples has been the industry pioneer, making it easy for
businesses of all sizes to get the products and services they need. Originally founded by
entrepreneur Tom Stemberg as a retail store concept, we’ve grown to become the leader
in all business channels – retail, online and business-to-business delivery.
Company Milestones
• 2008 – Acquired Corporate Express in July and became a truly global business, serving contract customers in
North and South America, Canada, Europe, Asia and Australia
• 2007 – Opened 2000th Staples store in India
• 2006 – Begins operations in Taiwan as UB Staples® through a joint venture with UB Office Systems’ subsidiary,
UB Express
• 2005 – Unveiled our new corporate responsibility initiative "Staples Soul" and published our first
Corporate Responsibility report; Premiered the Easy Button™ and a new American icon was born
• 2004 – Invests in Shanghai–based office delivery business, OA 365, to enter the Chinese marketplace; enters the
Latin American market with the acquisition of Officenet, a Brazilian and Argentinean office products delivery
business
• 2003 – "Staples. We make buying office products easy." is introduced as the new corporate brand promise,
supported by the new tagline, "Staples. that was easy.®"
• 2002 – Becomes the world's largest seller of office supplies, with revenues topping $11 billion; issues industry–
first environmental paper procurement policy formalizing Staples' commitment to the environment
• 1999 – Launches StaplesLink.com® for contract customers
• 1997 – Announced naming rights deal for the STAPLES Center in Los Angeles
• 1996 – In 10 short years became a Fortune 500 company; only the sixth company in history to achieve $3 billion
in sales within 10 years of start–up
• 1993 – Launched Contract and Commercial division to serve multi-site organizations and Fortune 1000
businesses
• 1992 - Entered the European market
• 1991 – Help found Canada’s first office superstore, The Business Depot LTD.
• 1989 – Raised $36 million through an IPO
• 1986 – Invented the office products superstore concept with the opening of its first store in Brighton,
Massachusetts
Staples is the world’s largest office products company with $23 billion in sales revenue and 91,000 talented
associates. Our vision is to be the best company in the world at providing products and services for the office, and
our commitment to providing exceptional customer service is embodied by our brand promise “We make buying
office products easy.”
Staples’ strategy is to maintain our leadership in the office products industry through:
• Differentiated Brand - Become the office products company of choice
• Best Execution - Deliver industry-leading service at the lowest cost
• Market Leadership - Develop into a global company with a leadership position all markets
While our brand, execution and market leadership have already contributed to our leading position in the industry,
our growth will continue to be fueled by:
• Continued development of our innovative Staples® brand products
• Expansion in our retail and delivery channels as well as emerging markets
• Focus on Staples Soul, our commitment to corporate responsibility
Our strong corporate values move us to embrace diversity, sustain the environment, give back to our
communities and practice sound ethics. Combining these values with our global business strategy and operations
contributes to our financial success and helps us become a great employer, corporate citizen and neighbor. We
strive to provide superior value to our customers through a combination of everyday low prices, a broad selection
of products, easy to use Web sites and reliability and speed of order delivery.
4) Provide profiles and an organizational chart for key sales and marketing executives of your company that will oversee
the implementation and operation of a Contract resulting from this RFP.
5) How long has your company been in the OFFICE AND CLASSROOM RELATED SUPPLIES AND
ACCESSORIES, industry?
Staples has been in business since May 1986 when we opened our first retail store in Brighton, Mass. We
launched our contract and commercial division – now “Staples Advantage” – in 1993.
6) Is your organization best described as a manufacturer or a distributor/dealer/re-seller for a manufacturer of the
products and services being proposed?
Staples would best be described as a distributor/dealer/re-seller.
a) If the Proposer is best described as a re-seller, manufacturer aggregate, or distributor, please provide evidence of
your authorization as a dealer/re-seller/manufacturer aggregate for the manufacturer of the products you are
proposing.
Staples is authorized to resell all products offered under this proposal by the terms of Vendor Program
Agreements (VPA) established with each of our suppliers.
b) If the Proposer is best described as a manufacturer, please describe your relationship with your sales/service force
in delivering the products and services proposed. Are these people your employees, or the employees of a third
party?
N/A
7) For public companies, provide your most recent annual report to shareholders.
Staples’ annual reports are available electronically at: http://investor.staples.com/phoenix.zhtml?c=96244&p=irol-
reportsannual. Please also see Tab 11 for hard copies of Staples annual report.
8) For private companies, provide your most recent year-end financial statements, your bond rating, and/or a credit
reference from your bank.
N/A
Tab 2: Industry-Marketplace Successes
1) List and document recent industry awards and recognition.
Company Rankings
• #1 on Institutional Investor magazine’s America’s Top Shareholder-Friendly Companies (Retailing/Hard
Lines Category) (2008 and 2009)
• #109 on Fortune 500 (2009) – up from #128 last year
• #397 Fortune Global 500 (2009) – up from #439 in 2008
• #5 on Fortune Most Admired Specialty Retailers (2009)
• #83 on Barron's 500 (2009) – up from #304 last year
• #499 on Forbes World’s 2000 Largest Public Companies (2009)
• #319 on Forbes 400 Best Big Companies (ranked nine consecutive years)
• #111 on Brand Week’s America’s Top 2000 Brands (2008)
• #79 on CRO Magazine (formerly Business Ethics) Best Corporate Citizens list (2009)
• #4 among 35 retail sector companies and #40 among 541 global companies evaluated in the 2008
Covalence Ethical Ranking
• #31 of 78 in Boston Business Journal’s “Boston's Largest Corporate Charitable Contributors” – first time
ranked (2008)
• # 14 on Boston Globe 100 Top Companies (2009)
• Named to Boston Globe 100 Best Places to Work (2008 and 2009)
• #47 on STORES Magazine’s “Hot 100 Retailers” (2009)
• #29 on STORES Magazine’s “Top 100 Retailers” (2009)
• #4 on MultiChannel Merchant Top 100 (2009) – up from #5 in 2008
Company Awards
• Ron Sargent named “Best CEO” by Institutional Investor Magazine (Retailing/Hard Lines Category)
(2009)
• Officenet Staples (Argentina) was named a finalist for the U.S. State Department’s 2009 Award for
Corporate Excellence, which recognizes businesses that demonstrate good corporate citizenship (2009)
• Received Modern Materials Handling magazine’s 2008 Innovation Productivity Award for innovative
use of a robotic fulfillment system, called KIVA, now operating in two of Staples Advantage’s 37
fulfillment centers in the U.S. (2008)
• Staples Advantage Call Centers have been recognized by J.D. Power and Associates for providing “An
Outstanding Customer Service Experience” for six years in a row*
• Jay Baitler, Executive Vice President of Staples Advantage, named to Supply & Demand Chain Executive
magazine’s Provider Pros to Know (2004 – 2008)
• Staples Advantage named to Supply & Demand Chain Executive magazine’s Executive 100 (2003–2008)
• City Business Journals Network’s “American Brand Excellence Award” (2007-2008)
Environmental Awards and Recognitions
• Ranked #20 in Newsweek’s Top 500 Green Companies – ranked #2 within the retail industry
• Recognized as one of the “World’s Top 20 Sustainable Stocks” by SustainableBusiness.com (2008)
• In September 2009, for the sixth consecutive year, Staples was selected as a component of the Dow Jones
Sustainability Indexes (DJSI). Staples scored 64 compared to average industry score of 47, The DJSI
track the performance of sustainability leaders on a global scale
• Staples Advantage Canada was awarded ISO 14001 Environmental Certification in March 2009, joining
Staples’ other certified business sites in France, Denmark, Germany, the Netherlands, Sweden and the
U.K.
• Corporate Express, a Staples company, was named the 2008 “Sustainable Company of the Year” in the
eighth annual Australian Sustainability Awards
• Recipient of the National Recycling Coalition’s 11th annual Recycling Works Award for its broad-
reaching efforts to promote recycling and waste reduction among its customers and throughout its
operations (May 2009)
• EPA Green Power Partnership Award (2008) and Green Power Leadership Award (2007) recognizing
leading national purchasers of green power
• EPA 2007 Climate Protection Award. This award places Staples among some of the world’s most
accomplished businesses and organizations working to protect the climate
• EPA Merit Award presented to Staples fleet director Mike Payette for Staples’ initiatives to reduce fuel
use by delivery trucks (April 2009)
• As of the beginning of 2009, Staples ranked #5 among all retailers, #15 among Fortune 500 companies
and #28 among all companies nationwide for use of green power by EPA Green Power Partnership
program
• Named Corporate Citizen of the Year by New England Clean Energy Council – recognizing Staples’ for
its outstanding efforts in clean energy and innovative recycling programs (2008)
• Received “Honorable Mention” in 2008 Green Dot Awards for Staples® brand environmentally
preferable paper made from recycled sugarcane waste – the Green Dot Awards celebrate excellence in
green products and services
• Safer Detergents Stewardship Initiative (SDSI) Champion Recognition (2008) – Awarded to Corporate
Express, a Staples company, by EPA 's Design for the Environment Program, for commitment to reducing
toxic chemicals in its Sustainable Earth® brand cleaning supplies
• Named South Florida Hispanic Chamber of Commerce’s 2009 “Green Company of the Year” (September
2009)
• Ranked #2 on Area’s Greenest Publicly Traded Companies list compiled by Boston Business Journal
(2008)
• Staples’ Sustainable Earth® brand cleaning products received 2007 Most Innovative Green Products
award from the ISSA Worldwide Cleaning Industry Association
• 2007 Climate Champion Award by Clean Air - Cool Planet (CA-CP), the leading nonprofit working to
find and promote solutions to global warming in the Northeast (October 2007)
• 2007 AltWheels “Green Pioneer” Award honoring Staples for its position as the largest private user of
solar power in New England (September 2007)
Diversity Awards and Recognitions
• Ranked #29 on Diversity MBA Magazine’s 50 Best Places for Diverse Managers to Work (2009)
• Tara Spann, Director of Diversity Initiatives for Staples, named to Diversity MBA Magazine’s Top 100
Diverse Emerging Leaders (2009)
• Readers’ Choice Award: A Best Diversity Company by DiversityCareers.com (2007)
• Named to America’s Top 50 Corporations for Multicultural Business Opportunities by
DiversityBusiness.com (2007–2009)
• Selected as #56 on “Top 60 companies for Hispanics” in 2008 by Hispanic Business magazine
• Achieved a score of 93 on the Human Rights Campaign Corporate Equality Index, which rates 590
businesses on a scale from 0 to 100 based on lesbian, gay and transgender workplace policies and benefits
(2010)
• PNC MWDBE Strategic Partnership Award (2006)
• Awarded the New York Life Silver Star Prime Award for Supplier Diversity (2005, 2006)
E-Commerce Awards and Recognitions
• Staples ranked #2 on Internet Retailer Magazine’s Top 500 largest e-tailers list (2007–2009); ranked #1 in
total Web sales in the Office Supply Industry
• Web Marketing Association presented its WebAward to StaplesLink.com® for B2B Standard of
Excellence, two consecutive years (2006–2007)
• EWay.com™ has received both the AIIM Best Practices Award and ADT Innovator Award for
excellence in technology leadership
2) Supply three references/testimonials from customers similar to NJPA Members. Please include the customer’s name,
contact, and phone number.
Health Science Center
Texas Tech University
3601 4th Street STOP 9021
Lubbock, TX 79430
Donald Sarchet
Sr. Director - Purchasing
Ph: 806-743-7841
Texas Tech University
Drane Hall
Lubbock, TX 79409
Jennifer Adling
Dir. of Contracting & Purchasing
806-742-3844
Oakland Schools
2111 PONTIAC LAKE RD
WATERFORD, MI 48328
Katrina Brunette, CPPO, CPPB
Procurement & Contracting Mgr
248-209-2032
3) Provide names and addresses of the top five (5) governmental or education customers and dollar volumes from the
past year.
NYC Board OF Education Schools Commonwealth of Pennsylvania New York State
65 Court Street 555 Walnut Street, 6th Floor Corning Tower – Room 3845
Brooklyn, NY 11201 Harrisburg, PA 17101 Albany, NY 12242
Sales: $36,010,896 Sales: $15,758,525 Sales: $7,519,272
New York University UNC Chapel Hill
726 Broadway 2nd Floor 104 Airport Drive, Suite 2700
New York, NY 10003 Chapel Hill, NC 27599
Sales: $5,661,892 Sales: $4,578,162
4) Provide documentation indicating the total dollar volume for each of your sales to government, education, and non-
profit agencies for the last three (3) fiscal years.
CUSTOMER TYPE 07 Sales 08 Sales 09 Sales
GOVERNMENT $90,599,643 $121,713,893 $134,267,660
EDUCATION $237,157,590 $249,639,198 $254,268,091
NON-PROFIT $53,071,359 $61,083,274 $65,245,228
Tab 3: Proposer’s ability to sell and service nationwide.
1) Please describe your sales force in terms of numbers, geographic dispersion, and the proportion of their attention
focused on the sale of the products/services contemplated in this RFP? a) Are these individuals your employees, or
are they employees of a third party?
Staples has a national service footprint that provides sales and distribution coverage for the entire U.S., with more
than 2,000 sales and support positions employed directly by Staples whose sole responsibility is for the sales of
the products/services contemplated in this RFP and are nationally dispersed throughout sales offices in the
following locations:
Central Region
Albuquerque, NM
Austin, TX
Baton Rouge, LA
Colorado Springs, CO
Corpus Christi, TX
Arlington, TX
Coppell, TX
Aurora, CO
Greenwood Village, CO
El Paso, TX
New Orleans, LA
Houston, TX
San Antonio, TX
Central North Region
Arden Hills, MN
Beloit, WI
Chicago, IL
Urbandale, IA
Eau Claire, WI
Franklin Park, IL
Green Bay, WI
Joliet, IL
Lincolnshire, IL
Madison, WI
Mankato, MN
Maquoketa, IA
Brookfield, WI
Minneapolis, MN
New Brighton, MN
Oak Creek, WI
Omaha, NE
Onalaska, WI
East Peoria, IL
Stevens Point, WI
Woodridge, IL
MidSouth Region
Bessemer, AL
Birmingham, AL
Brentwood, TN
Chattanooga, TN
Huntsville, AL
Kansas City, MO
Knoxville, TN
Little Rock, AR
Lowell, AR
Memphis, TN
Mobile, AL
Brentwood, TN
Oklahoma City, OK
Overland Park, KS
St. Louis, MO
Tulsa, OK
Mid-Atlantic Region
Charlotte, NC
Chesapeake, VA
Sterling, VA
Greensboro, NC
Hanover, MD
Henderson, NC
Raleigh, NC
Richmond, VA
Salisbury, MD
Vienna, VA
Midwest Region
Cincinnati, OH
Cleveland, OH
Worthington, OH
Novi, MI
Indianapolis, IN
Louisville, KY
Richfield, OH
South Bend, IN
Southfield, MI
Traverse City, MI
Wyoming, MI
Northeast Region
Albany, NY
Bedford, NH
Vestal, NY
Amherst, NY
Cromwell, Ct
Erie, PA
Foxboro, MA
Lawrence, MA
Pittsburgh, PA
Poughkeepsie, NY
Rochester, NY
Sharon, MA
Stratford, CT
East Syracuse, NY
Trumbull, CT
Westboro, MA
Northwest Region
Alameda, CA
Anchorage, AK
Auburn, WA
Fresno, CA
Idaho Falls, ID
Portland, OR
Sacramento, CA
Federal Way, WA
Wilsonville, OR
Southeast Region
Atlanta, GA
Columbia, SC
Forest Park, GA
Fort Myers, FL
Ft. Lauderdale, FL
Greenville,SC
Jacksonville, Fl
LaGrange, GA
Macon, GA
Maitland, FL
Marietta, GA
North Charleston, SC
Ocala, FL Orlando, FL
Pembroke Park, FL
Savannah, GA
St. Petersburg, FL
Tampa, FL
Southwest Region
Los Angeles, CA
La Mirada, CA
Las Vegas, NV
Monrovia, CA
Ontario, CA
Phoenix, AZ
Poway, CA
Salt Lake City, UT
Simi Valley, CA
San Diego, CA
Tri-State Region
Aston, PA
Valley Stream, NY
New Cumberland, PA
Englewood, NJ
Parsippany, NJ
New York, NY
Bristol, PA
2) Please describe your service force in terms of numbers, geographic dispersion, and the proportion of their attention
focused on the sale of the products/services contemplated in this RFP? a) Are these individuals your employees, or are
they employees of a third party?
Staples doesn’t believe in outsourcing our customer service. Instead, we operate our own network of customer
service call centers staffed with Staples associates whose sole responsibility is to handle all customer service
inquiries and provide a consistent customer service experience related to the products/services contemplated in
this RFP. Within our call centers, we’ve built a “One and Done” culture where every customer service associate is
empowered to resolve a customer’s question on the very first contact, without the need to transfer the call or have
the customer call back. This helps keep NJPA and its members’ end users productive and focused on the tasks
most essential to their respective organization.
• Staples has four (4) call centers in Englewood, NJ; Rochester, NY; Baton Rouge, LA; Halifax, Nova
Scotia
• Call centers employ approximately 500 customer service associates and handle approximately 4 million
telephone, e-mail and fax inquiries from customers per year
• Call center associates are required to attend an extensive 3-week training program that includes customer
service skills, procedures, product information and problem resolution
• Associates’ performance is measured monthly based on their ability to provide extraordinary customer
service and first contact resolution
3) Describe in detail your customer service program regarding process and procedure. Please include, where
appropriate, response time commitments.
Staples is committed to providing our customers with the best service in the industry. To ensure the highest levels
of customer satisfaction at all times, we offer NJPA and its members a team of knowledgeable and highly-trained
Customer Service Representatives who provide first-contact service resolution and support for your end users.
Differentiator: Staples Advantage Call Centers have been recognized by J.D. Power and Associates for providing
“An Outstanding Customer Service Experience” for six years in a row. To achieve certification, a call center must
perform within the top 20% of customer service based on cross-industry customer satisfaction research.
Staples’ Customer Service will provide NJPA and its member end users with
daily, ongoing support for the following needs:
• Placing orders
• Verifying pricing
• Checking order status
• Confirming inventory levels
• Cross-referencing stock numbers
• Expediting rush and will-call orders
• Handling customer returns and credits
• Handling special service requirements
• And more
Customer service is available Mon – Fri. from 8 am to 8 pm EST anywhere in
the 48 contiguous United States, Alaska, Hawaii and Puerto Rico.
Call Center Team Structure
Staples’ Customer Service teams consist of the following individuals:
Customer Service
Representative
(CSR)
Responsible for order entry, problem resolution and
providing order status and product information. This
individual has ongoing direct contact with your end users
and works to develop a strong knowledge of the specifics
of your account.
Order Resolution Associate
This specialist focuses only on order entry, which results
in greater efficiencies in time and accuracy.
Team Manager
The Team Manager is responsible for coordinating the
activities of the Customer Service Representatives in each
group, ensuring that each account is supported with
sufficient resources and that appropriate procedures are in
place and enforced. The Team Manager reports to the
Assistant Contact Center Manager and handles escalated
issues, involving cross-functional teams, such as Supply
Chain, IS, Credit, etc., as needed.
Customer Operations Team
Staples has a dedicated Customer Outreach Team to
proactively communicate with our customers about
exceptions to next-business-day-shipment. Customers are
notified in that rare instance that product cancellations
occur. Where applicable, we suggest substitute items if we
are unable to fill the original request.
Quality Assurance/Continuous Improvement
Staples has Process Excellence programs in place to improve customer satisfaction and the customer service
experience within our call centers.
These initiatives are led by two teams:
• The Quality Assurance (QA) Team is committed to providing exceptional customer service by
monitoring the contact between our customer service associates and our customers. They report on key
customer service trends and results that are important to the business and provide coaching to associates
and managers to improve the quality of their customer interactions. Quality Analysts are located within
most of our customer call centers.
• The Continuous Improvement (CI) Team is committed to developing systematic and breakthrough
improvements that will significantly enhance and simplify customer experiences. Examples of current
projects include: (a) improving pro-active customer contact procedures to make the interaction more
productive; (b) analyzing our customer service associates’ activities and behaviors during the flow of a
call to better understand ways we can increase response times; and (c) improving our proactive delivery
delay notification rates for UPS orders. Issues identified by QA and/or the business are shared with the
CI team. The CI team then takes those issues and uses a Lean Six Sigma approach to solve problems and
achieve process improvement.
Quality Assurance Monitoring
Staples’ managers and QA Team staff use an automated monitoring solution to track and record every call that
comes through any of our North American customer service centers. Both the phone conversation, and the CSR’s
computer display, are featured for the manager’s review, providing a complete picture of the agents’ level of
service. E-mail and data entry are also monitored. The QA Analyst/manager evaluates the call and provides
feedback to the management team and the associate.
There are several standards by which quality is measured through monitoring. These standards are used as a
guideline to train our CSRs.
• Easy Service Model: Measures associates by their willingness to help the customer, professionalism and
listening
• One and Done: Measures associates by their ability to resolve customer questions on first contact. Our
goal is to provide first contact resolution at least 95% of the time
Customer Service Call Center Facts / Statistics
Average problem resolution response time Within 4 hours
Average speed of answer
Our goal is to answer 70% of
calls within 20 seconds
Average hold time 15 seconds
Average abandoned call rate 3.5%
Average length of call 6 minutes
Average time to return a phone call Within 1 hour
First call resolution rate (% of inquiries
resolved on first contact) 86%
Time to enter an order – by phone Order entry is immediate with
the customer on the phone. Our
goal is to answer 70% of calls
within 20 seconds
Time to enter an order – by fax/e-mail For fax orders placed before 5
PM (local market time for the
warehouse where the order is
shipping from), entry is
processed the same day.
Typical e-mail response is
within 4 hrs
Call center hours of operation
8 a.m. through 8 p.m. EST,
Monday through Friday
Hours of technical support
8 a.m. through 8 p.m. EST,
Monday through Friday
Number of associates employed within call
centers
Approx. 500
Average number of emails, phone calls and fax
inquiries handled by call centers per year Approx. 4 million
Average tenure of customer service reps 3.6 years
4) Identify any geographic areas or NJPA market segments of the United States you will NOT be serving through the
proposed contract.
Staples will not exclude service in geographic areas or NJPA market segments in the United States.
5) Identify any of NJPA Member segments you will NOT be serving? (Government, Education, Non-profit)
Staples will serve all member segments.
Tab 4: Marketing Plan
The vendor has requested
Tab 4 (Marketing Plan)
remain confidential and has been redacted.
Tab 5: Value Added Attributes
1) Describe any training programs available as options for members.
In our experience, we’ve found that training is essential to the success of program acceptance and ongoing
program compliance. Staples can conduct a comprehensive end user training campaign for NJPA members, timed
with their respective launch and customizable to each member’s unique needs.
On-Site/Live Training
We have the ability to conduct training classes at member locations to educate users on the ease and functionality
of our e-commerce site, StaplesLink.com®. This will be highly beneficial to member end users, with accessible
times and dates for them to come in and learn all of the site’s features and enhancements so they can experience
the easiest buying experience. We have the ability to announce these trainings via customized e-mails and poster
announcements weeks in advance.
Training Materials
Prior to training, end users may elect to receive a Staples welcome kit that includes program information, ordering
Web site login credentials, a Staples catalog and a number of essential training materials. We offer both hard-copy
and electronic versions of these kits.
Sample training materials in welcome kit
Online Training
We offer an online training tour accessible anytime through the Customer Service support page on StaplesLink.
The tour provides an interactive overview of the site and its key shopping and administrative control features.
Ordering Handbook StaplesLink Quick Tips User Guide
Seminars
Staples also has the ability to facilitate seminars on topics such as ergonomics, workplace organization and
security solutions. We can also provide seminars on new StaplesLink functionalities and enhancements. We will
work with interested members to determine the appropriate schedule of seminars to get the most participation.
2) Describe technological advances your proposal products/services offer.
Online/virtual catalogs
Our online/virtual catalogs offer the easy browsing experience of a paper catalog with additional conveniences,
such as:
• Keyword and item number search functionality
• Page bookmarks
• The ability to create, print and e-mail office supply “wish lists” to the person responsible for ordering
office products through your Staples e-commerce site
• New “click to buy” feature that enables you to add products to your shopping lists on your Staples e-
commerce ordering site directly from the online catalog.
Since these catalogs are online, end users can access them any time. We have online versions for most of our
catalogs, providing end users with a faster, more flexible and more environmentally-responsible way to find what
they need.
World-class Ordering Web site
To achieve a lowest total cost office supplies program, it’s essential that NJPA and its members maximize the
efficiencies of online ordering. As the nation’s second largest internet retailer, Staples has the expertise and
technology to customize a flexible e-commerce solution that’s right for you.
NJPA and its members will benefit from a robust e-commerce solution that:
• Reduces the time your end users spend ordering
• Lowers your internal ordering costs
• Provides greater spend control and management
• Works with your existing e-commerce or e-procurement systems
• Is scaleable to grow with your organization
With immediate access to your products and next-business-day shipping, our Web site, StaplesLink.com®, makes
ordering office supplies easy. As a true testament to StaplesLink’s functionality and ease of use, more than 93%
of our customer orders are processed electronically, helping to support an efficient, low total delivered cost
procurement program.
Key site benefits include:
• Access to a secure, customized Web-based catalog displaying NJPA contract pricing
• Simple navigation, full color graphics and detailed product descriptions
• Ability to view the status of your order, including delivery date and detailed information for out of stock
or backordered products
• An online Returns feature that allows users to process a return request for items regardless of their order
method (online, phone, fax)
• Ability to order custom print items, custom stamps, nameplates, name badges and embossing seals all
with online proofing and with products included with users' normal orders
• Ability to order digital copy & print services (black & white and color copies, brochures, bound
presentations, wide-format prints, etc.) with online proofing and storage of documents for future revision,
customization and printing
• Comprehensive Administration features which make it easy to manage users, review and approve orders,
access online reports and customize StaplesLink for your end user community
• Your StaplesLink site can be customized for your specific payment options, such as Cost Center or P-
Card requirements.
Supply Chain Technology Investment
Our supply chain is the link that connects NJPA and its members with the products to keep your respective
organizations running smoothly. To maintain Staples’ leadership as the most efficient supplier in our industry, it’s
essential that we continue to invest in and enhance our delivery and distribution network, improving processes
and technology to deliver products faster – and at lower total cost – for NJPA. Because of Staples’ industry-
leading revenues and market capitalization, we are able to continually invest and re-invest in our supply chain to
drive further improvements. Please find an overview of our strategic supply chain investment plan.
Staples is continuously investing in technology that will improve order accuracy and the efficiency by which our
associates process and ship NJPA orders. In recent years, we’ve made a variety of systemic improvements,
including implementing pick-to-light, radio frequency and robotic picking technology in our fulfillment centers
and upgrading our delivery route optimization, least cost routing systems and package tracking solutions. These
investments ensure that every order is fulfilled and delivered to the highest quality standards. We allocate
substantial capital funds every year to pursue similar technology investments, all in an effort to leverage our asset
base, improve our response time and maintain our “Perfect Order” quality standard.
3) Describe your “Green” program as it relates to your company, your products, and your recycling program, including a
list of all green products accompanied by the certifying agency for each.
Our Commitment to Sustainability
From the development of the industry’s first environmental paper procurement policy to the launch of the first
nationwide retail computer recycling program, Staples has been a sustainable business leader. Our environmental
programs are part of our broader commitment to corporate responsibility – what we call Staples Soul. In addition
to operating our business sustainably, Staples Soul includes supporting the communities where we live and work,
promoting a culture of integrity and ethical business practices and fostering a diverse workforce and supplier base.
In 2007, we expanded our commitment to sustainability with the introduction of Staples EcoEasy, which is
focused on three key areas:
1. Operating our business in a manner that sustains the environment for our customers, associates, suppliers
and the global community
2. Providing office products that make a difference for the environment
3. Offering services that make it easy to do the right thing
Internal Sustainability Practices
Staples manages and monitors the environmental impacts of our operations, from our energy use to our
purchasing. We report on progress toward reducing our environmental footprint regularly in our corporate
responsibility reporting and on our public Web site.
Some of our major goals include:
• Reducing our absolute greenhouse gas emissions by 7% from 2001 to 2010
• Achieving at least 20% “Green Power” utilization through direct renewable energy projects and the
purchase of renewable energy certificates (RECs)
• Sourcing more than 50% of our paper products by volume from FSC certified sources by 2010 as market
demand and supply allows
To meet these goals, we’re taking a multi-faceted approach that includes:
Energy Efficiency
Through investment in energy-efficient technology and other energy conservation efforts, we’ve reduced energy
use per square foot by approximately 10% from 2001 to 2008.
Renewable Power Investment
Staples is currently ranked 15th on the EPA’s Fortune 500 Challenge list of
leading renewable energy purchasing companies. We host rooftop solar power
systems on 29 facilities nationwide, which in 2009 will produce approximately
4.9 million kWh of clean energy and prevent nearly 5.5 million pounds of greenhouse gas emissions. In early
2009 we commissioned the company’s first natural gas fuel cell, which along with a solar power system, now
contributes more than 90% of the energy for our 400,000 sq foot Ontario, Calif. fulfillment center.
A rooftop solar power system on our Killingly, CT warehouse
Green Building Design
We take a sustainable design approach to all our buildings and currently have nine facilities that are LEED
certified or pursuing LEED certification. Additionally, the company now operates six facilities that have achieved
the ISO 14001 designation.
Reducing the Carbon Impact of Our Delivery Fleet
Since 2006, we’ve saved more than 1.6 million gallons of diesel, nearly $2.8M in fuel costs and 18,000 tons of
CO2 emissions through initiatives that include limiting the top speed of our trucks to 60 mph and installing idle
limiting equipment to vehicles. We continue to optimize delivery routes and test alternative fuel vehicles to
reduce mileage, fuel use and emissions. We’re currently piloting two diesel-electric hybrid delivery trucks and
recently introduced the industry’s first all-electric, emissions-free delivery truck that can travel 100 miles on a
single battery charge.
Staples’ “zero emission” all-electric truck is the first of
its kind in the industry and an example of what we’re
doing to reduce the impact of our delivery fleet.
Recycling
In May 2009, Staples received the National Recycling Coalition’s 2009 Recycling Works Award for our recycling
practices. Across our business in 2008, we reported the recovery of:
• 34,000 tons of corrugated cardboard
• 732 tons of mixed paper
• 333 tons of shrink wrap
In 2008, we also recovered more than 5 million pounds of technology waste and this year, we’re on target to
recycle more than 50 million used ink and toner cartridges from customers.
Responsible Purchasing
Through our Supplier Code of Conduct and Environmental Paper Procurement Policy, we require suppliers to
follow environmentally-responsible sourcing standards to ensure the conservation of our natural resources.
Our Sustainability Programs for NJPA and its members
With Staples, you not only have a supplier who shares your corporate responsibility values, you have a consultant
to help you achieve your sustainability goals. We can help minimize NJPA and its member’s environmental
footprint through eco-preferable products and services that reduce the CO2, energy and waste impact of your
organization’s purchasing.
Staples’ differentiators that benefit NJPA and its members include:
• Strategic support from your Staples Account Manager who will recommend high-performing alternative
products to meet your environmental goals and provide regular benchmarking and reporting of your
environmental spend
• Outside consultation and strategic support from our Director of Environmental Initiatives who will help
shape a sustainability program that advances your goals
• Exclusive environmentally-preferable products offering the highest environmental attributes as well as
third-party environmental certification
• Value-add support from Staples’ Field Marketing team who can develop education campaigns to increase
end user compliance to your sustainable purchasing programs
Working collaboratively with you, Staples can customize a sustainability program for NJPA and its members that
leverage all or some of the following elements:
Environmental Product Assortment
From remanufactured ink and toner to recycled-content paper and furniture, Staples is your “One Source” for all
your sustainable purchasing needs. We offer more than 3,000 environmentally-preferable products, including
many that have achieved third-party certifications, such as GreenSeal™, GREENGUARD, ENERGY STAR,
ACMI, FSC, EPEAT and EPA’s Design for the Environment. These items are clearly marked and easily
searchable online and through our Green Guide catalog. We’re committed to offering high quality and cost
competitive environmental product alternatives.
Our eco-preferable product selection includes:
• More than 2,000 paper items (notebooks, writing pads, Post-it® notes, printing paper) with post-
consumer recycled content, including Staples® brand 50% and 100% recycled printing papers that are
also FSC certified
• Innovative and exclusive alternative fiber paper products, such as Staples® brand notebooks and paper
made from sugar cane fiber residue – the by-product of sugar manufacturing
• Pens, scissors, binders, organizers and other plastic products containing post-consumer recycled plastics
• Reduced-impact alternative products such as biodegradable packing peanuts and nontoxic, Green Seal™
certified cleaners
• Furniture and office panel systems made with high content post-consumer recycled materials (steel,
wood, etc.) that are also GREENGUARD or Indoor Advantage certified for promoting indoor air quality
excellence
• Wide selection of ENERGY STAR qualified and EPEAT registered technology from leading brands
• Sustainable Earth by Staples™ remanufactured toner, which is manufactured using an 1S0 14001-
certified process
To help drive end user behavior, your Staples Account Manager can customize your online ordering system to
automatically suggest or substitute eco-preferable options to your end users.
We recently introduced a new line of Staples® brand notebooks, legal paper and
composition paper made from 80% recycled sugarcane waste fiber. Exclusive to
Staples, this paper offers superior quality at prices competitive with traditional
virgin wood paper. It’s also better for the planet, helping to reduce the negative
environmental effects of deforestation.
We offer an exclusive brand of eco-preferable office furniture
systems (e3) made up of more than 60% recycled content.
Environmental Reporting
We make it easy for you to measures the impact of your sustainable initiatives through clear, detailed reporting
and quarterly Business Reviews.
Some of the environmental benefits/savings our reporting can calculate include:
• Recycled paper spend
• Usage of online catalogs in place of hard copy paper catalogs
• Order consolidation (increasing your average order size to reduce frequent deliveries)
Ink and Toner Recycling
By working together, we can ensure that cartridges don’t end up in landfills where they take 1,000 years to
decompose. Staples is committed to the highest level of environmental responsibility by recycling or reusing
100% of a cartridge’s components.
Not only do we have the ability to recycle NJPA and its member’s ink and toner cartridges, regardless of brand,
our drivers have the ability to collect them from your sites whenever deliveries are made. It’s that easy.
The process is simple:
• Arrange a pickup location with your delivery driver
• Securely package your empty cartridges in the original box, a copy paper box or any other appropriately
sized box
• Leave the box for your delivery driver to pick up at the designated location
Additionally, prepaid mailing labels are available online so member’s associates can simply mail back their empty
cartridges. We also offer full-pallet pickup for large quantities of empty cartridges to recycle.
Paper Catalog Reduction Programs
To help reduce paper waste, we offer convenient, easy-to-use online alternative versions of our Full Line,
Environmental Product and Technology catalogs. We can work with you to develop a campaign to transition your
end users from paper to online catalogs and provide reporting on the number of trees, CO2 emissions and water
saved as a result.
Environmental Education Campaigns
Staples offers NJPA and its members our Field Marketing team as a dedicated resource to develop customized e-
mails, brochures and other communication materials that promote end user compliance to your sustainability
initiatives and programs.
Sample end user campaigns include:
• Order consolidation campaigns that help minimize Staples’
truck deliveries to your locations, resulting in CO2 savings and
reduced packaging waste at your facilities
• Paper reduction and conservation campaigns
• Demand management campaigns to promote the usage of
environmentally-preferable product alternatives
Environmental Resources
Recognizing the growing importance of sustainability to our customers, we appointed a Director of
Environmental Initiatives whose sole responsibility is to work with our business customers and help them to
achieve their environmental goals. This Director has extensive knowledge of sustainability trends and issues and
provides insight into the best practices of our other customers to help NJPA and its members enhance their
programs.
The green product list exceeds 20 pages and has been submitted in electronic format only as directed in Section
3.11.
4) Describe any Women or Minority Business Entity (WMBE) or Small Business Entity (SBE) accreditations of your
organization directly involved in a Contract resulting from this RFP.
Staples has the ability to offer a Diversity One and Diversity Two program to assist in achieving diverse and small
business supplier spending goals.
Diversity One Program
Upon mutual agreement between Staples and an interested NJPA member, a Staples Diversity One program could
be made available that enables members to connect with an independently-owned and certified diverse office
products supplier. The supplier will collaborate with Staples to provide a fully-managed office supply program for
your national locations. We’ve formed strategic alliances with a number of highly-respected diverse and small
business office suppliers who have extensive experience serving Fortune 1000 and large institutional customers.
NJPA could benefit from:
• A diverse office supply program that meets the service, scope and reach a member may require
• Access to Staples’ strategic network of certified MBE, WBE, small business and veteran-owned office
suppliers
• Ability to significantly impact the growth and development of an independently-owned and small diverse
business
• Staples’ rigorous diverse supplier qualification process, which ensures that a member’s quality standards
will be met
• Staples’ proprietary eDiversity Network procurement site, which enables easy online purchasing from
your diverse office supplier
Bottom line: We don’t create diverse companies to meet the needs of our customers. Instead, we find successful,
independently-owned and credible diverse companies and help them to grow their businesses, create jobs and
expand their offerings. Staples provides all of our Diversity One suppliers with extensive coaching and mentoring
to build capacity within their organizations.
Diversity Two Program
Our Diversity Two program offers NJPA and its members access to a wide selection of high-quality products that
are manufactured by diverse and small business suppliers and available online and through our catalogs.
NJPA will benefit from:
• Our exclusive Diversity Products Solutions by Staples™ line, which makes it easier for you to meet your
diversity purchasing objectives by offering a broad assortment of products with the Staples® brand
quality guarantee
• Extensive selection of high-quality products that are easily identified by MBE and WBE symbols in our
catalogs and online
• Products across every office category – from office supplies to furniture, facility supplies and technology
products
• Access to more than 80 MWBE and small business vendors, representing $85 million in customer
purchases in 2008
• Detailed reporting and tracking of your diverse product spend
• Expert, consultative support from your Staples Account Manager, who will identify opportunities to drive
purchasing toward these product groups and report to a member on its progress
We will make every effort to recommend excellent cost-competitive alternatives from our large selection of
products from diverse and small business manufacturers.
5) Identify any other unique or custom value added attributes.
Promotional Items:
As the largest distributor of corporate branded merchandise in the U.S., Staples Promotional Products®
offers more than 700,000 high-quality promotional products at value prices and with fast turnaround.
NJPA and its members can count on us for your one-time special orders for trade shows or to develop a
fully managed branding program.
Printing
Staples Print Solutions is an industry leader in providing customers with a total print management
solution. From design to print, to fulfillment and distribution, we can manage your complete print supply
chain to help you better consolidate production, coordinate distribution and centralize inventory reporting
and accounting. NJPA and its members will gain full control of everything you print, while also reducing
costs.
Technology
Staples Technology Solutions (STS) is your “One Source” provider for IT-essential programs and
services. Our experts will analyze current technology purchasing and find ways to lower costs.
Everyday Technology Products
Whether you’re looking for one flash drive or 50, we can recommend the best products, negotiate the best
prices with our vendors and help with the implementation. Turn to STS for a host of core technology
products including:
• Keyboards and mice
• Headsets
• Flash drives
• External hard drives
• Shredders
• Privacy screens and laptop locks
• Digital cameras
• Printers and multi-function machines
• Monitors
• Conference room solutions – projectors, Webcams
• GPS
Facilities
Staples Facility Solutions is your one reliable source for all your janitorial, break room and other facility
supply needs. We leverage our extensive national distribution network and direct relationships to get
NJPA and its members competitive prices on all the best brands – Acme, Amrep, Dixie, Georgia-Pacific,
GOJO, Kimberly-Clark, JohnsonDiversey, Rubbermaid, 3M, Unger, and United Receptacle, to name a
few.
Our product offering includes, but is not limited to:
• Paper products and dispensers
• Receptacles and liners
• Environmentally-preferable cleaning chemicals
• Soap and skincare
• Mops, brooms and brushes
• Floor pads, sponges and abrasives
• Matting and floor maintenance equipment
• Facility maintenance supplies
• Coffee and break room supplies
• First Aid and safety supplies
Sustainable Earth by Staples™ Cleaning Solutions
Staples offers a wide selection of eco-conscious break room and janitorial supplies – from compostable
paper plates, towels and cups to Green Seal-certified towels and tissues, recycled can liners and more.
Additionally, we manufacture our own line of innovative, Green Seal-certified and EPA-registered
cleaning solutions under the brand name Sustainable Earth by Staples™. These products are not only
less harmful to the planet – they offer greater cost-in-use savings than traditional cleaners.
We offer Sustainable Earth by Staples™ cleaning products for everything from the floor to the ceiling,
including special cleaners for glass, washroom, graffiti and general purposes, as well as ready-to-use
cleaners.
Retail Stores:
As a division of the largest office supply retailer in the world, we offer the ability to make emergency,
same-day purchases at any of our 1,500 U.S. stores. Our Retail Purchasing Program is a powerful tool for
ensuring program compliance and allows your members’ end users to get what they need, when they need
it, without going outside their established office supply program.
Registration is easy. Members can either register for a Staples Convenience Card or register their
Procurement Cards (P-Cards) online to take advantage of the program.
Benefits of Staples Procurement Cards
• Gives you your company’s contract price, or the retail price, whichever is lower at the time of
purchase
• Available when you link your Discover, American Express, MasterCard or Visa credit cards to
your program
• Registration is quick and easy – once submitted, users will receive confirmation within minutes
Benefits of the Staples Convenience Card
• Receive the same benefits as the Staples Procurement Card when you sign up for a Staples
Convenience Card
• Bills directly to your company’s Staples account
• Spending is monitored via your monthly usage reports
In addition to office supplies, end users can receive a minimum 10% discount on most services offered in
our in-store Copy & Print Centers.
Reporting
We have the ability to provide up to Level III reporting depending on how a retail purchase is made.
• Convenience Card – If a member makes a retail purchase with a Staples Convenience Card,
his/her purchase will appear in their organization’s regular Staples invoice with Level III
reporting information. This gives the member’s procurement organization the ability to more
closely monitor purchases made by associates at Staples retail stores for office supplies, copy
services and furniture.
• Procurement/Credit Card – If a member makes a purchase using their registered Procurement
Card, Staples sends the purchase information to the bank issuing the credit card. The information
will appear on the member’s monthly statement with Level I, II or III information depending on
what level of information the bank accepts, as well as what is transmitted to the credit card
company. Level III is currently available for Visa and MasterCard P-Cards; Amex and Discover
Card reporting would be Level I.
Usage reporting levels:
Staples Copy & Print Centers
Since many of our customers also turn to Staples for their print needs, we have created a program where
contract customers can make in-store copy and print purchases. This program offers the additional
benefits of a billing system utilizing the Convenience Card or registered company Procurement Card and
usage reporting. For members using Staples Convenience Cards, copy purchases will appear on your
organization’s regular Staples invoice.
Every Staples store is equipped to provide the following:
Copy Services
• Digital Color
• Digital Black & White
• Large Format
• Self-Serve (available only for registered credit cards, not Convenience Cards)
Finishing Services
• Binding
• Folding
• Cutting
• Laminating
Print Services
• Business Cards, Forms and Stationery
• Signs and Banners
• Custom Engraving
• Promotional Items
Level I
• Date
• Amount
• Commodity Type
• Establishment
Level II
• Level I Information
• Sales Tax Amount
• Ship-to Zip Code
• Card Member Reference Number (Budget
Center, PO, or Order Number)
Level III
• Level I and II Information
• Item #
• Item Description
• Item Quantity
• Unit of Measure (UOM)
And More
• Faxing
• Disk Acceptance
• Custom Stamps
6) Identify any service contract options included in the proposed price, or offered as a proposed option, for the products
or services being offered.
N/A
7) Identify your ability and willingness to service Canada specifically and internationally in general.
Staples is willing to explore providing goods and services to NJPA members located outside the United States.
Sales to such locations will be made in accordance with the operational requirements of our non-US businesses,
as well as the requirements of applicable local law. Please note that expanding the use of this contract into other
countries will require addenda to the contract, as Staples uses separate legal entities in its non-US operations.
8) Describe any unique distribution method employed in your proposal.
Staples has developed a distribution model that not only assures accurate and on-time delivery, but continually
works to reduce cost, waste and environmental impact from your supply chain and internal shipping and receiving
processes.
Our distribution model for NJPA and its members is based on three principles:
• Ensuring that all deliveries arrive on-time and intact, exactly as ordered by your users (what we
call “The Perfect Order”).
o Our extensive fulfillment center network helps maintain a nationwide fill rate for next-business-
day shipment of close to 98%.
o Our Lean Six Sigma quality approach and automated warehouse systems drive continuous service
improvement to your locations.
• Collaborating with NJPA and its members to optimize delivery schedules and processes to achieve
soft cost and environmental savings.
o Each Staples Account Team will work with members to minimize frequent Staples truck
deliveries by helping you to consolidate and group your small orders. These efforts have saved
thousands of tons of CO2 emissions and have enabled some customers to reduce packaging waste
by up to 20%, resulting in reduced waste removal costs. Members will also gain soft cost savings
through the reduction of POs, invoices and deliveries resulting from order and delivery
consolidation.
o Members can reduce the delivery and processing costs incurred from working with many
different vendors through Staples’ ability to support your proprietary products and consolidate
your multiple product needs with one vendor.
• Providing effective cost containment that helps insulate NJPA and its members against rising
transportation and fuel costs.
o Our fulfillment centers are strategically located close to our delivery partners, vendors and
customers to ensure that we always keep our network costs low. Through our acquisition of
Corporate Express, we’ve captured even more synergies and our network is becoming even more
streamlined.
o Through our ability to limit delivery trips as described above, we are better able to avoid the fuel
surcharges that some suppliers pass on to customers as their transportation costs increase.
o Our truck fleet is ultra fuel- and cost-efficient due to innovations regulating speed and idling time.
On an annual basis, we save close to 540,000 gallons of fuel and offset about 6,000 tons of CO2
that would otherwise have entered the atmosphere. We are one of the only companies in the
nation to be piloting all-electric and hybrid-delivery trucks that can reduce fuel use by up to
100%.
At all times, our goal will be to execute the most effective and efficient delivery plan to meet NJPA’s and its
members’ needs - one that addresses the unique requirements of member locations yet can flex to grow with
changing needs. During a member implementation, Staples’ Account and Transportation Teams will assess
delivery requirements in more detail and design a plan that drives continual efficiencies to each respective
program.
Tab 6: Payment Terms and Financing Options
1) Identify your payment terms. (Net 30, etc.)
Staples’ standard payment terms are Net 30 days. (see additional payment language in Form C)
Procurement Cards (P-Cards) represented by one of the major credit cards (Visa, MasterCard, American Express,
and Discover) may also be used at the time of purchase.
For US retail purchases, NJPA members may participate in Staples’ convenience card and/or registered
procurement card programs by completing and signing Staples’ Convenience Card Application and/or Registered
Procurement Card Registration Form, which will be provided upon request. If an NJPA member elects to
participate in either of Staples’ programs, that member must comply with all of the terms and conditions set forth
in the applicable application and/or registration form.
2) Identify any applicable leasing or other financing options as defined herein.
N/A
3) Briefly describe your proposed order process for this proposal and contract award. (Note: order process may be
modified or refined during an NJPA member’s final Contract phase process).
Our key business goals center on helping our customers simplify the ordering process, eliminating hidden costs in
the procurement process and enhancing delivery accuracy through our B-TO-G order process. We offer a variety
of ordering and tracking methods to achieve these goals.
• Internet ordering through our proprietary e-commerce site
• Electronic Data Interchange (EDI)
• Third-party interface
• Procurement cards
• Fax (single toll-free number)
• Telephone (single toll-free number)
Staples has extensive expertise in e-procurement implementations. Currently, we have more than four million
users who are serviced by our e-commerce web site StaplesLink.com® either directly or through an e-
procurement application. With 93% of all orders placed online, we lead the industry in online ordering
compliance.
Stapleslink.com
Staples has the unique expertise to customize an e-procurement solution to help better control your costs,
streamline your ordering process, increase program compliance and minimize your time spent on procurement.
We’re constantly enhancing and investing in our technology to give you access to the very best solutions
available.
Our key differentiators include:
• Award-winning proprietary ordering Web site (StaplesLink.com®) with easy ordering features,
robust procurement controls and reporting
• The ability to integrate seamlessly with nearly every third-party procurement platform or e-
marketplace site within 30 days
• Dedicated e-procurement teams who provide consultative support to design a solution that works for
your unique needs
• Industry-leading 93% of customer orders placed electronically, enabling a lowest-total-delivered-cost
procurement program
Easy Ordering Tools
StaplesLink offers NJPA and its members an easy ordering experience and provides instant access to the NJPA
product assortment. Key features include:
• Easy Search and Navigation – Quickly find products by entering a keyword or item number. Narrow your
results by category, brand, previously ordered, recycled or MWBE
• Ink & Toner Finder – Quickly find toner and ink replacement products for your business machines simply
by clicking on model type
• Order Tracking and Status – Track orders, including the quantity of items ordered, delivery status and
proof of delivery
• Customizable Print Products – Customize business cards, greeting cards, rubber stamps, nameplates and
other personalized products using your own design or standard company templates
• Digital Copy & Print Ordering – From black & white and color copies, to presentations, brochures and
wide-format posters, you can order your digital copy & print projects, anytime, anywhere, using our
“Print Services” tab. Upload and configure your documents, view online proofs and store your projects
for quick re-ordering. We can ship materials to one destination or distribute them anywhere across the
country
• Online Returns – Returns are time consuming and add another level of cost. We make it easy by allowing
you to process returns online
• Shopping Lists – Create and save lists of frequently ordered items for faster re-ordering. Create global
shopping lists of preferred/contract items to help departments stay in compliance
• Line Item Budget Centers – Assign a budget center to each line item of an order, eliminating the need to
place a different order for each budget
Online Procurement Controls
We can customize our platform to give NJPA and its members greater financial and administrative control over
purchasing, whether integrated with existing e-procurement systems or on its own. We offer:
• User/Location Management – Easily add new users, supervisors and account administrators and remove
or add shipping locations
• Approval Requirements – Establish spending limits and approval routing to keep track of account
expenditures by user/departments
• Small Order Controls – As part of our ongoing efforts to help you maximize order efficiencies, we’ll help
you implement “hard stop” order controls that prevent users from placing orders under a minimum
amount
• Customization Features – We can customize your platform with special instructions and messages to help
keep users in program compliance and make sure each order contains key business identifiers like
purchase order number, cost center information and GL codes
Normal Business Hours
Monday through Friday, 8:00 a.m. to 6:00 p.m. in each of the forty-eight contiguous United States time zones,
excluding days on which Supplier is not open for business in the United States of America.
Minimum Purchase Orders
Order size and order frequency contribute significant costs to customers’ office supply programs. Industry
statistics show that every order transaction processed can incur costs of $20 to upwards of $100 dollars,
depending on an organization’s labor costs and method of placing orders. These costs increase when you consider
environmental factors, such as the additional packaging materials included in multiple deliveries and the increase
in carbon emissions expelled by delivery trucks.
To minimize these costs, Staples has developed a best practice of implementing order size standards with our
customers. These standards reduce the frequency of small, inefficient orders (e.g., orders for one box of pens).
This decreases delivery trips and order processing costs and leads to mutual cost savings for both NJPA and
Staples. It also helps the environment by significantly reducing carbon emissions from delivery trucks and paper
waste from boxes and other packaging materials.
Unless otherwise mutually agreed to by Staples and an NJPA member, NJPA and its members shall have a
minimum order size of $35.00 per order (“Minimum Order Size”). In the event a member places an order below
its Minimum Order Size, the member will be notified that the order cannot be processed.
Tab 7: Warranty
1) Describe, in detail, your Warranty Program including conditions to qualify, claims procedure, and overall structure.
As a distributor for hundreds of manufacturers, Staples will provide participating NJPA members with a “pass-
through” of manufacturer warranties.
Manufacturer Warranties
After the applicable Staples return period expires, you may contact the manufacturer directly for other return
options, including manufacturer warranties. Because Staples is not a manufacturer, we expressly disclaim any
warranties associated with the products, but a warranty may be available from the manufacturer as indicated in the
instructions included with the product. Staples assigns to our customers any applicable manufacturer warranties to
the fullest extent that such warranties maybe assignable, and will reasonably assist in coordinating the repair and
replacement of the product by the manufacturer. If needed, you can call Staples customer service for assistance in
contacting the manufacturer.
2) Do all warranties cover all material and labor?
See question #35 above
3) Do warranties impose usage limit restrictions?
See question #35 above
4) Do warranties cover the technicians travel time to perform warranty repairs?
See question #35 above
5) Please list any other limitations or circumstances that would not be covered under your warranty.
See question #35 above
6) Please list any geographic regions of the United States for which you cannot provide a certified technician to perform
warranty repairs. How do NJPA Members in these regions receive warranty work?
See question #35 above
Tab 8: Other Cooperative Procurement Contracts Held
1) Identify all cooperative governmental procurement contracts which are marketed in more than one state held or
utilized by the Proposer.
NJPA, AEPA, National IPA, NPP and WSCA.
2) Identify all government or state procurement contracts held or utilized by the Proposer with any State of the United
States.
Staples holds single or multiple award with the following States: AL, AK, AZ, CO, CT, GA, IN, KS, LA, MD,
MT, NV, NJ, NM, NY, OK, PA, SC, UT, VT, WI.
3) Identify any GSA Contracts held or utilized by the Proposer.
A separate division of Staples Contract & Commercial, Inc. maintains Staples’ sales agreements with the GSA.
Additional information about Staples’ agreement(s) with the GSA will be provided upon request.
4) If you are awarded the NJPA contract, are there any market segments (e.g., higher education, county governments,
etc.) or geographical markets where the NJPA contract will not be your primary contract purchasing vehicle? If so,
please identify those markets and which cooperative purchasing agreement will be your primary vehicle.
Staples presently has a contract in place with the National Intergovernmental Purchasing Alliance (“NIPA”).
Staples proposes that its agreement with NIPA will be used as Staples’ primary offering to county governments
for the remainder of the term of said contract. This will not, however, preclude the use of Staples’ contract with
NJPA with any county government that requests to utilize the NJPA/Staples contract.
Tab 9: Products/Services and Pricing
5) Provide a general narrative description of the products/services and services you are offering in your proposal.
Staples can help NJPA and its members manage all of their needs, resulting in reduced procurement and invoicing
costs, superior program management and reporting, as well as service improvements – all with one point of
contact. Our “One Source” solution includes comprehensive programs and services for office supplies, classroom
supplies, technology, printing, promotional products, furniture and facility supplies.
For the avoidance of doubt, Staples will service NJPA and its members using Staples' legacy systems, and will not
provide its products and services via the legacy systems of Corporate Express.
6) Provide a general narrative description of your pricing model identifying how the model works (line item and/or
percentage discount).
To provide NJPA and its members with a stable and auditable pricing structure, Staples proposes a line item
offering consisting of fixed prices and set terms for price adjustments. The proposed line item method avoids the
potential pricing and audit shortfalls inherent in a formulary discount method which could include cost plus or
discounts from list price with margin floors.
Core List Pricing: Those items listed on the “Core List” file that represents net priced items which are inclusive of
those products predicted to be the most commonly used products by NJPA and its members.
To add pricing stability to the contract, prices for Core List Pricing items shall be fixed during each
calendar year period, January 1st to December 31st, and such prices shall be updated effective January 1st
each year. Staples may request a price change adjustment for Core List items by submitting to NJPA
thirty (30) days prior to January 1st a price change addendum.
Hot List Pricing: Those items listed on the “Hot List” file that represents aggressively priced products whose cost
of acquisition may be sensitive to changing market conditions. These items may include, but are limited to,
paper, paper related items, and petroleum based products.
Staples may request a price change adjustment for Hot List Pricing items by submitting to NJPA, no more
than once a calendar quarter, a request for price adjustment(s).
New/Discontinued Items: Each calendar quarter, Staples will provide NJPA with an updated report, which shall
identify the SKU numbers and prices for the new items that Staples added to the Core List or Hot List after the
date of the prior quarter’s report received by NJPA, as well as remove those items that were discontinued after the
date of the prior quarter’s report.
Copy & Print items: Since many of our customers also turn to Staples for their print needs, we have the following
options for NJPA and its members to make such purchases:
Custom Print
From business cards and stationery to greeting cards, stamps and nameplates, we offer a wide selection of
high-quality print products that can be ordered on the same award-winning Web site as your office
supplies. NJPA and members can upload its pre-approved organization templates to ensure brand
consistency while giving users the ability to personalize their print products and proof them online before
submitting their orders. We’ll deliver exactly the way you approved it.
Digital Copy & Print
We operate a national network of closed door, non-retail digital-print-on-demand production facilities to
produce your sales and marketing collateral, signage, presentations and other mission-critical documents.
These facilities are managed by industry experts who use a rigorous control process and leading-edge
technology to ensure the highest quality. Our Web-to-print ordering system enables you to upload, save
and reconfigure documents and place orders for nationwide delivery.
Our capabilities include, but are not limited to:
• Digital color and high-speed black & white copying
• Wide-format, color printing and finishing
• Complete binding and finishing services
• CD/DVD duplication
The prices for Custom Print and Digital Copy & Print shall be those prices that appear on
www.stapleslink.com when ordered or as otherwise established between Staples and each member at the
time the order is placed.
Staples Retail Copy & Print Centers:
We have created a program where contract customers can make in-store copy and print purchases at a
minimum of a 10% discount. This program offers the additional benefits of a billing system utilizing a
Convenience Card or registered company Procurement Card and usage reporting. For members using
Staples Convenience Cards, copy purchases will appear on your organization’s regular Staples invoice.
7) Propose a strategy, process, and specific method of facilitating “Sourced Goods” solution as defined herein.
Staples’ contract customers frequently request we source goods and services on their behalf that could be non-
stock or custom in nature and are within the scope of our sourcing and distribution capabilities. Staples will also
facilitate access to these Sourced Goods and services to NJPA and its members.
Sourced Goods: Products which are not Core List items, Hot List items, but which are products or services that
relate to, or complete the need of, products included in the scope of the RFP that shall include, but are not limited
to, technology products, promotional products, custom print and digital copy products, custom stamps, beverage
services, wholesaler items and specials. If NJPA or a member wishes Staples to maintain a customer specific
inventory of Sourced Goods, that customer will be need to sign a proprietary products agreement with Staples.
The prices for Sourced Goods shall be those prices that appear on www.stapleslink.com when ordered or as
otherwise established between Staples and the applicable member at the time the order is placed. Sourced Goods
may include additional delivery or handling charges that would be the responsibility of the ordering member.
8) Provide an overall statement of method of pricing for individual line items, catalogs and category pricing with regard
to all products/services and being proposed. Provide a Manufacturer SKU number for each item being proposed.
For an overall statement of method of pricing, please see questions #46 and #47. Manufacturer SKU numbers for
the Core List are provided on the Core List file requested in question #49, as well as the Hot List.
PLEASE SEE END OF THIS TAB 9 FOR HOT LIST.
9) Provide a “CORE LIST” of products/services (as anticipated and defined by Proposer to meet or exceed the NJPA
members needs) as a separate and named spreadsheet. Include special pricing, if any, on these items.
As it exceeds 20 pages, the Core List has been submitted in electronic format only as directed in Section 3.11.
10) Provide, if any, your volume rebate programs.
Staples will pay each member a volume rebate of such member’s Net Sales annually, to be paid within thirty (30)
Calendar Days of each annual anniversary of the member’s first order date, calculated as follows or as otherwise
agreed to in writing by Staples and the member (“Volume Rebate”):
Net Sales Volume Rebate
$ 0.00 - $ 75,000 0%
$ 75,000.01 - $150,000 1%
$150,000.01 - $300,000 2%
$300,000.01 - $500,000 3%
$500,000.01 - $750,000 4%
$750,000.01 or more 5%
Payment of all Volume Rebates paid hereunder is (i) contingent upon the member paying all invoices within the
payment terms specified in the contract; and (ii) based on the individual member’s aggregate annual Net Sales and
is payable back to dollar one.
“Net Sales” - The gross sales price of the Core Items, Hot List Items, and Sourced Goods (collectively, the
“Products”) less shipping costs (including freight charges and insurance), taxes, duties, any rebates actually paid,
discounts and allowances actually taken, rejections and returns to the extent credit is given or paid, excluding
Product purchases made at Staples’ retail store locations.
11) Identify any Total Cost of Acquisition (as defined herein) cost(s) which is NOT included “Pricing” submitted with
your proposal response. Identify to whom these items are payable and their relationship to Proposer.
There may be additional services available which are associated with certain products, which at the option of the
member may be purchased at the time of order. The costs for such services shall be paid to Staples by the
member. Please also see response to Sourced Goods in Question #47.
12) As an important part of the evaluation of your offer, you must indicate the level of pricing you are offering.
Prices offered in this proposal are:
________ a. The same as typically offered to an individual municipality or school district.
________ b. The same as typically offered to cooperative procurement organizations or state purchasing
departments.
___X____ c. Better than typically offered to cooperative procurement organizations or state purchasing
departments.
(Your proposal will be considered “Non-Responsive” if this question is not answered.)
13) Do you offer quantity or volume discounts? __X__ YES _____ NO Outline guidelines and program.
Staples will offer quantity or volume discounts to members as permissible in sections 4.22 & 4.23 “Ceiling
Prices”.
14) Describe your shipping, exchange and return program(s) and policy(s). Also specifically identify those programs as
they relate to Alaska and Hawaii.
Staples offers NJPA and its members fast, accurate and efficient delivery by operating one of the most extensive
and technologically-advanced distribution networks in the industry. Through our strategically-located fulfillment
centers and delivery operations, we’re able to maintain a nationwide fill rate for next-business-day shipments of
close to 98%. Every component of our delivery and distribution operations is tightly linked, enabling us to
quickly and accurately fill, deliver and track orders for NJPA and its members.
Key differentiators include:
• Automated warehouse processes ensure highest levels of order accuracy and on-time delivery
• Continuous service level and cost improvement driven by our Lean Six Sigma Process Excellence
approach
• Low cost, efficient network helps to better insulate NJPA from industry-wide increases in the cost of fuel
and transportation
• Focus on helping NJPA and its members consolidate deliveries and improve shipping and receiving
processes to reduce trash and waste removal costs
• Environmentally-responsible delivery approach helps ensure minimal carbon emissions and pollution in
NJPA and its members’ communities
• Ability to meet 5 day-a-week delivery needs
• Desktop and special delivery requirements are available upon mutual agreement between Staples and
member
• Enable NJPA and its members to track the progress of all deliveries from the time an order is placed to
delivery
5
U.S. Warehousing and Fulfillment
Staples offers NJPA and its members a network of 16 fulfillment centers (FCs) dedicated to achieving your next-
business-day office supply shipping needs. These FCs are highly automated, using radio frequency (RF), pick-to-
light and robotic technologies to increase speed, accuracy and efficiency and to continually improve our delivery
service. FCs are supported by a network of Service Delivery Operations (SDOs) that deliver product to our
customers through a mix of company-owned fleet vehicles and third-party courier operations. This “hybrid”
strategy enables us to use the best delivery method to meet NJPA’s specific requirements, regardless of
geographic location, and still deliver on our commitment to provide the lowest total delivered cost. Our FCs and
SDOs are both strategically located close to our delivery partners, vendors and customers to ensure that we
always keep our network costs low.
Fleet
Staples operates a fleet of more than 1,900 company-owned or leased delivery trucks. Our uniformed drivers are
held to high standards of delivery excellence and will work with NJPA and its members to understand and deliver
your specific requirements. They receive special customer-focused training and are equipped with 2-way
communications so we can resolve many problems on the spot, such as missing or damaged products.
Additionally, we maintain deep relationships with a core group of carefully selected third-party courier providers
for territories more effectively reached by their delivery networks. We hold these drivers to the same performance
metrics as our drivers to ensure consistent quality of delivery service. We use one package tracking system for all
carriers, including third party and UPS.
To further drive operational efficiencies to our business, we are constantly looking for new and innovative ways
to lower delivery costs.
• All of Staples’ fleet trucks have been equipped with governors that limit their top speed to 60mph. This
saves more than 540,000 gallons of diesel fuel per year and reduces the carbon footprint of our delivery
fleet
• Staples is piloting the industry’s first U.S. Isuzu Class 6 hybrid diesel-electric delivery trucks, were are
expected to achieve a 15% fuel efficiency improvement
• We recently introduced the industry’s first all-electric powered delivery truck that uses no fuel and emits
no CO2 and have plans to add as many as 100 more of these trucks to our fleet by 2011
Network Consolidation
As part our acquisition of Corporate Express (CE) in July 2008, Staples gained additional fulfillment centers that
were originally part of the CE network. Some of these fulfillment centers are in markets where we didn’t
previously have a fulfillment center location, further enhancing our delivery and distribution capabilities in these
markets. Some of these FCs are in markets where we already have a fulfillment center location. Staples is in the
process of executing a new network strategy that will leverage the geographical breadth of our combined
fulfillment operations while eliminating redundant capacity. The resulting network will increase our next-
business-day shipment capability and maximize operational synergies so we can continue to provide superior
service at the lowest possible cost. During network integration, which we expect to complete within two years,
the locations through which your orders are routed may change, but this will in no way impact your service or our
next-business-day shipping commitments.
Returns
At Staples, we strive to limit product returns by offering only the highest quality products. In the rare case that
you are unsatisfied with your purchase, we offer an easy online returns process that is available on the same site
as you order your products. You can return all orders online, regardless of how those orders were placed, with no
telephone calls required.
6
Once your return request has been processed, we’ll arrange to have the returned item picked up by your Staples
delivery driver or original delivery method (UPS, FedEx, etc.), at no cost to you. You can also call Customer
Service anytime with return questions or to process a return. Returned items can be exchanged or credited to your
account upon verification of condition.
Staples’ Return Policy
Please find below an overview of Staples’ return policy. Our complete return policy, with full applicable return
periods, product category definitions, terms and conditions, can be provided by your Staples sales representative.
Staples will accept the return of products in saleable condition within the following applicable return periods
(calendar days):
• 30 days for office supplies
• 14 days for technology and business machines
• 14 days for unassembled furniture
• Assembled and custom ordered furniture is not returnable unless received damaged/defective and returned
within 14 days
• Custom items and special order products are not returnable unless damaged/defective
You may return any Staples® brand office supply product at any time if it doesn’t meet your satisfaction.
Credits
Credits for returned items are issued once the returned item is received back at the Staples fulfillment center.
Typically returns are picked up within 1-5 business days and the credit is released within 24-48 hrs after the
fulfillment center receives and processes them.
Alaska and Hawaii
Shipments to Alaska and Hawaii are handled as follows:
• Shipments up to 159 lbs are shipped UPS 2nd Day Air
• Shipment over 159 lbs or of non UPS-able items are shipped ocean freight, this also includes any items
which are classified as hazmat including ORM-D
• Staples policy prohibits us from shipping any fully regulated hazmat items; they must be shipped directly
from the vendor
• Ocean shipments will take on average fourteen days from the date of shipment for delivery
• All orders will be surcharged 25% to help offset the cost of freight
15) Identify the Proposer’s proposal for an administrative fee payable to NJPA for facilitation and promotion of the
Contract opportunity invited here. This fee should be calculated as a percentage of Contract sales.
Unless otherwise mutually agreed to in writing by the parties, Staples will pay NJPA an administrative fee of two
percent (2%) of the members’ aggregate Net Sales (see response to question #50) during each Staples Fiscal
Quarter (based on a February 1st Fiscal Year), which have been timely paid, to be paid within forty five (45) days
after the end of each Staples Fiscal Quarter.
SIGNATURE PAGE FOLLOWS
7
Authorized Signature (Same signature as on Proposal Affidavit Signature and Acceptance Form)
8
Form B
PROPOSER INFORMATION
Company Name: _____ Staples Contract & Commercial, Inc., operating as Staples Advantage ___________
Address: _____________500 Staples Drive _____________________________
City/State/Zip: _________Framingham, MA 01702 _________________________________
Phone: ___703-734-8710 x241__________________ Fax: __508-305-8113 __________________
Toll Free Number: ___________________________ E-mail: _jeremy.landis@staples.com___________
Web site: ______www.staplesadvantage.com___________________________________________________
Voids sometimes exist between management (those who respond to RFPs) and sales staff (those who contact NJPA
Members) that result in communication problems. Due to this fact, provide the names of your key sales people, phone
numbers, and geographic territories for which they are responsible
COMPANY PERSONNEL CONTACTS
Contract Manager: ___Jeremy Landis___________________________________________________________
Email: _jeremy.landis@staples.com______________ Phone: __703-734-8710 x241__________________
Name: _Henry Astroff__________________________ Title: _VP of Sales Vertical Market_______________
Email: __henry.astroff@staples.com _______________ Phone: __941-379-8299________________________
Name: __Neil Ringel_____________________________ Title: __SVP of Sales_________________________
Email: __neil.ringel@staples.com__________________ Phone: __ 800-950-1257 x4603_________________
Name: __Kevin Moss____________________________ Title: _VP Sales Business Development (Nationally)_
Email: __kevin.moss@staples.com_________________ Phone: _ 800-693-9900_x550___________________
Name: ___Steve Facer _____________________ Title: __VP Sales Account Management (West)_____
Email: __ stephen.Facer@staples.com_______________ Phone: __ 714-562-6745 x232__________________
Name: __Wayne Wilkinson________________________ Title: __VP Sales Account Management (East)______
Email: __wayne.wilkinson@Staples.com_____________ Phone: __ 877-826-7754 x3045__________________
Name: _________________________________________Title:___________________________________________
Email: ________________________________________ Phone: ____________________________________
THIRD AMENDMENT TO
CONTRACT #031210-SCC
For the procurement of
OFFICE AND CLASSROOM RELATED SUPPLIES AND ACCESSORIES
made between
Staples Contract & Commercial, Inc. (Staples)
500 Staples Drive
Framingham. MA 01702
And
The National Joint Powers Alliance ® (NJPA)
200 1st ST NE
Staples, MN 56479
WHEREAS, NJPA issued a Request for Proposal #031210 ("RFP") for the provision of OFFICE
AND CLASSROOM RELATED SUPPLIES AND ACCESSORIES to NJPA and NJPA Members
(NJPA and NJPA Members may also be referred to herein as "Buyer" or "Buyers"); and
WHEREAS, Staples responded to said RFP committing to the provision of OFFICE AND
CLASSROOM RELATED SUPPLIES AND ACCESSORIES to NJPA and NJPA Members, and
WHEREAS, NJPA awarded the contract proposed in the RFP, which is identified as contract #
031210-SCC, as amended by that certain First Amendment, dated August 5, 2010, that certain
Second Amendment, dated November 1, 2010. and various Product and Pricing amendments
(collectively, the "Contract") to Staples; and
WHEREAS, NJPA and Staples wish to amend certain terms and conditions of the Contract; and
WHEREAS, NJPA and Staples, for the purpose of adding additional terms and conditions related
to the purchase of promotional, print, facility, and technology products and/or services offered by
Staples in its response to the RFP that are not addressed in the Contract, consent to and approve
the amendment of the Contract as set forth herein.
NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is
hereby acknowledged, the parties hereby agree as follows:
1. The effective date of this amendment shall be September 17, 2010 (Effective Date).
2. The following additional terms and conditions shall be added to the Contract as follows:
I. Promotional and/or Print Products. In the event Buyer desires to purchase Promotional
Products and/or Print Products and/or related services, the following additional terms and conditions
shall apply:
1. Promotional Products Defined. As used herein, "Promotional Products" includes but is
not limited to the products that Buyer purchases from Staples to promote or enhance
Buyer's brand, product or company.
2. Print Products Defined. As used herein, "Print Products" includes but is not limited to
the customized documents, business forms, labels, direct mail products, electronic
forms, digital print products, business cards and stationery, and "Proprietary Items"
(defined as items which contain a corporate or personal logo, name or other
marking), that Buyer purchases from Staples.
3. Buyer Property. As used herein, "Buyer Property" shall refer to the trade names,
logos, artwork, forms, trademarks, copyrights, trade devices, trade dress, service
marks, symbols, abbreviations, registered marks, indicia of ownership, information
representations, descriptions, classifications, characterizations, statements, or
language contained in or on any print or electronic content or materials provided to
Staples by Buyer in connection with Staples' performance under the Contract.
4. Warranty.
4.1. Buyer Warranty. Buyer represents and warrants that it owns or has the right
and license to use, adapt and reproduce Buyer Property. Buyer represents and warrants
that Buyer Property shall not infringe or misappropriate any patent, trademark, trade secret,
mask work, copyright, design or any other proprietary right of any third party, and complies
with all applicable federal, state and local laws, regulations, and rules.
4.2. Staples Warranty. Staples warrants that Print Products and/or Promotional
Products provided to Buyer in connection with the Contract, in their unaltered, unmodified
form, are free from defects in deSign, workmanship and materials and are in compliance
with the specifications agreed to by the parties. In the event any defects in design,
workmanship or materials, or material deviation from the speCifications or claims made by
Staples, are discovered by Buyer, the sole and exclusive remedy shall be, at Staples' sole
election, for Staples to replace the defective product at Staples' expense or to credit
Buyer's account for the net amount actually paid by Buyer to Staples for the applicable
product, provided that Staples is reasonably certain that the warranty claim is valid and was
not caused by Buyer.
5. Buyer grants to Staples a non-exclusive, worldwide, royalty-free and fully paid up
right and license to use, reproduce and incorporate Buyer Property solely in
connection with Staples' obligations pursuant to the Contract. Staples acknowledges
that, as between Staples and Buyer, Buyer owns, controls and shall retain all
ownership rights in and to Buyer Property. All proprietary rights and goodwill in the
Buyer Property shall inure to the benefit of Buyer and not Staples. Staples shall
acquire no intellectual property rights in the Buyer Property by reason of its use
thereof, and if, by operation of law, or otherwise, Staples is deemed to, or appears to,
own any intellectual property in the Buyer Property, Staples shall, at Buyer's request,
execute any and all documents necessary to confirm or otherwise establish Buyer's
rights therein.
6. Buyer shall indemnify, defend and hold harmless Staples for any third party claims,
suits, judgments, and costs instituted or recovered against Staples for any alleged or
actual infringement of any patent, copyright, trademark, trade secret or other
intellectual property or other rights of a third party resulting from (i) Buyer's breach of
Buyer's warranty related to Buyer Property; or (ii) Staples' use of Buyer Property in
accordance with the specifications provided by Buyer.
7. Inventory Services. If requested by Buyer, Staples agrees to store certain products
and other inventory pursuant to the terms of an Inventory and Storage Agreement, to
be provided upon request.
8. Returns for Promotional Products. Staples has a gO-day 100% satisfaction guarantee
policy for all Promotional Products and will immediately credit Buyer's account or ship
replacement merchandise in these instances.
II. Facility Products. In the event Buyer desires to purchase Facility Products and/or services,
the following additional terms and conditions shall apply:
1. Facility Products Defined. As used herein, "Facility Products" includes but is not limited
to the break-room supplies, janitorial and sanitation products, ice melt, light bulbs,
safety and shipping supplies, dispensers, Sustainable Earth products and other
supplies related to building maintenance that Buyer purchases from Staples.
2. Buyer Warranty. Buyer represents and warrants that Buyer will (i) follow all instructions
provided by Staples relating to use, dilution, or installation of Facility Products and (ii)
use and dispose of the Facility Products in accordance with all applicable state,
county, local and federal laws and regulations, including environmental rules and
regulations. A breach of this Section shall void any and all warranties set forth in the
Contract as they relate to Facility Products.
3. Exceptions to Return Policy. The following exceptions apply to Staples' return policy
described in the Contract for Facility Products: (1) Buyer may not return partial
cartons or opened containers of Facility Products that contain hazardous materials
and (2) Buyer may not return janitorial and sanitation Facility Products (such as
cleaning chemicals) unless such Facility Products are returned in unopened and
unaltered original case quantities and packaging. In addition, returns of Facility
Products are subject to approval by Staples.
III. Technology Products. In the event Buyer desires to purchase Technology Products, the
following additional terms and conditions shall apply:
1. Technology Products Defined. As used herein, "Technology Products" includes
the business machines, computers, consumer electronics, networking,
peripherals, storage and technology related supplies that Buyer purchases from
Staples.
2. Exceptions to Return Policy. The following exceptions apply to Staples' return
policy described in the Contract for Technology Products: Subject to
manufacturers' or wholesalers' returns policies and restrictions, Staples will
accept returns of (a) stocked Technology Products (excluding hardware items) in
salable condition up to thirty (30) days after receipt by Buyer; and (b) hardware
items up to fourteen (14) days after receipt by Buyer. The Technology Product
must be returned to Staples with its complete and original manufacturer's
packaging intact and undamaged, including Universal Product Code (UPC),
manuals and parts, and a copy of the packing slip."
Unless otherwise modified by this amendment, all terms and conditions contained in the Contract
shall continue in full force and effect.
[Remainder of page intentionally left blank; signature page to follow]
IN WITNESS WHEREOF, the parties have executed this third amendment as of the Effective
Date.
Staples Contract & Commercial, Inc.
Printed Name
Date ___ __ _
The National Joint Powers Alliance ®
By .. >
Printed Name
Date , 7, / z, k It <2
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City of Palo Alto
Member #43,092
City of Palo Alto (ID # 3991)
City Council Staff Report
Report Type: Consent Calendar Meeting Date: 8/19/2013
City of Palo Alto Page 1
Summary Title: Award of Contract C14149800 for the Cubberley Theater
Design-Build Lighting Dimmer System
Title: Approval of a Contract C14149800 with Musson Theatrical, Inc. in the
Amount of $120,000 for the Design-Build of the Cubberley Theater Lighting
Dimmer System
From: City Manager
Lead Department: Public Works
Recommendation
Staff recommends that Council:
1.Approve and authorize the City Manager or his designee to execute the
attached contract with Musson Theatrical, Inc. (Attachment A) in the
amount of $120,000 for the Cubberley Theater Lighting Dimmer System
Design-Build Project, Capital Improvement Program Project CC-09001; and
2.Authorize the City Manager or his designee to negotiate and execute one or
more change orders to the contract with Musson Theatrical, Inc. for
related, additional but unforeseen work which may develop during the
project, the total value of which shall not exceed $12,000.
Background
The Cubberley Community Theatre is a focal point for community events in Palo
Alto and generates revenue exceeding $120,000 per year. The theatre’s lighting
system is outdated and is in dire need of renovation. The existing lighting control
system at the Cubberley Community Theatre was installed in the early 1980s.
City of Palo Alto Page 2
Since that time, lighting technology has advanced to such a degree that the
current analog system is obsolete and replacement parts are no longer available.
Additionally, the existing dimmer system presents an ongoing nuisance and
routinely experiences electrical failures. These electrical failures cause
unexpected facility closures and abrupt interferences with performing arts events
which result in lost revenue. As the older system is failing, it is now necessary to
improve the theatre lighting system by installing a new,up-to-date digital
dimming or dimming/lighting system. Upgrading to a digital soft-patch dimming
system will bring the theatre’s lighting capabilities in line with modern standards,
thereby attracting additional users, and increasing facility use revenues.
Staff requested proposals from vendors to both design and install this new system
as an alternate project delivery method compared to the standard design-bid-
build process. Council determined by resolution #9347 on June 17, 2013
(Attachment B) that this particular public works project may be solicited and
contracted for using the alternate project delivery method of Design-Build.
Discussion
With Council’s adoption of the attached design-build resolution #9347, staff
advertised the project via a Request for Proposals (RFP) process. The RFP for the
project, consistent with the proposed design-build approach, was advertised with
sufficient information for a specialized vendor to finalize the design, obtain any
necessary permits, and propose a not-to-exceed fee for the total project including
installation. This installation will include rewiring portions of the building (as
necessary) and successfully assimilating the new system into the remaining parts
of the existing lighting control architecture.
Procurement Process
On July 10, 2013, an RFP for the Cubberley Theater Lighting Dimmer Design-Build
Project was posted at City Hall and sent to 13 builder’s exchanges and 5
contractors. The procurement period was 20 days. Proposals were received from
two qualified firms on July 30, 2013, as listed in the Summary of RFP Process
below.
City of Palo Alto Page 3
Summary of RFP Process
RFP Name/Number Cubberley Theater Lighting Dimmer System
Design-Build Project, Capital Improvement
Program Project CC-09001 /RFP # 149800
Proposed Length of Project 21 calendar days
Number of RFPs Mailed to
Firms
5
Number of RFPs Mailed to
Builder’s Exchanges
13
Total Days to Respond to RFP 20
Mandatory Pre-Proposal
Meeting
July 16, 2013 at 10:00 A.M.
Number of Company
Attendees at Pre-Proposal
Meeting
3
Number of Proposals
Received:
2
Proposal Price Range Musson Theatrical, Inc.- $137,500
H. A. Bowen Electric, Inc.- $208,332
Staff reviewed both proposals submitted and recommends that a contract be
awarded to Musson Theatrical, Inc. Its proposal best accomplishes the City’s
needs as requested in the RFP and is also the most economical. Staff further
negotiated the final scope, schedule and total compensation of $120,000 in the
attached contract with Musson Theatrical, Inc. to fit the available CIP budget.
The award of contract is for a design-build turnkey project which includes design,
provision of all parts and equipment, and installation of the dimmer system as
depicted in the RFP. A contract contingency amount of $12,000 (which equals 10
percent of the total contract) is requested for related, additional but unforeseen
work which may develop during the project. Staff also contacted the listed
City of Palo Alto Page 4
references for Musson Theatrical, Inc. and found that they have performed
satisfactorily on past construction projects for other clients.
Timeline
The project was advertised as an RFP shortly after Council’s adoption of the
resolution authorizing procurement using a design-build delivery system. The
dimmer installation is tentatively scheduled to occur between late-September
and mid-October 2013. The installation will be coordinated with the theatre
schedule of events.
Resource Impact
Funds for a design-build contract are included in Capital Improvement Program
Project (CIP) CC-09001, Dimmer Replacement and Lighting System Replacement
at Cubberley Community Theatre.
Policy Implications
This recommendation is consistent with existing City policies, and with Municipal
Code Title 2, section 2.30.300, Public Works Contracts, with respect to alternative
delivery methods.
Environmental Review
This project is categorically exempt from the provisions of the California
Environmental Quality Act (CEQA) under Section 15301 of the CEQA Guidelines as
repair, maintenance and/or minor alteration of existing facilities and no further
environmental review is necessary.
Attachments:
·A -Contract C14149800_Musson_Cubberly Theatre Lighting (PDF)
·B -RESO 9347 (PDF)
City of Palo Alto – C14149800 Page 10 08154\CPA_DB-agmt.doc
CITY OF PALO ALTO CONTRACT NO. C14149800
AGREEMENT BETWEEN THE CITY OF PALO ALTO
AND
MUSSON THEATRICAL, INC.
FOR THE DESIGN-BUILD OF
CUBBERLEY COMMUNITY CENTER – THEATRE LIGHTING
This AGREEMENT is made as of the 19th day of August in the year of 2013, by and between
the following parties, for services in connection with the PROJECT identified below.
CITY: CITY OF PALO ALTO, a charter city and
Municipal corporation of the State of California
250 Hamilton Avenue
Palo Alto, CA 94301
DESIGN-BUILDER: MUSSON THEATRICAL, INC.
890 Walsh Avenue
Santa Clara, CA 95050
PROJECT: DESIGN-BUILD OF CUBBERLEY COMMUNITY CENTER
THEATRE LIGHTING PROJECT
In consideration of the mutual covenants and obligations contained herein, City and
Design-Builder agree as set forth herein.
Article 1
Scope of Work
1.1 Design-Builder shall perform all design and construction services, and provide all
material, equipment, tools and labor, necessary to complete the Work described in and
reasonably inferable from the Contract Documents, as more particularly described in
Exhibit B attached hereto and incorporated herein by this reference.
1.2 Definitions.
1.2.1 Agreement shall mean this Agreement between the City of Palo Alto and Musson
Theatrical, Inc. for the DESIGN-BUILD OF CUBBERLEY COMMUNITY CENTER
THEATRE LIGHTING Project, including the exhibits, which exhibits are specifically
made a part of this Agreement by this reference.
City of Palo Alto C14149800 08154\CPA_DB-agmt.doc
1.2.2 Application for Payment constitutes a representation by Design-Builder that the design
and/or construction has progressed to the point indicated by the end of the month, that the
quality of the Work covered by the Application for Payment is in accordance with the
Contract Documents and that Design-Builder is entitled to payment in the amount
requested.
1.2.3 Application for Final Payment constitutes a representation by Design-Builder that
Design-Builder has completed all of the Work in conformance with the Contract
Documents and that Design-Builder is entitled to final payment in the amount requested.
The Application for Final Payment shall be submitted in accordance with Section 6.6 of
the General Conditions.
1.2.4 Certificate of Substantial Completion shall mean a certificate prepared and issued by the
City, setting forth: (i) the date of Substantial Completion of the Work or portion thereof,
(ii) the remaining items of Work that have to be completed before final payment, (iii)
provisions (to the extent not already provided in the Contract Documents) establishing
City’s and Design-Builder’s responsibility for the Project’s security, maintenance,
utilities and insurance pending final payment and (iv) an acknowledgment that warranties
commence to run on the date of Substantial Completion, except as may otherwise by
noted in the Certificate of Substantial Completion.
1.2.5 Change Order is a written instrument issued after the execution of this Agreement signed
by the City and Design-Builder stating their agreement upon the scope of the change in
the Work and the adjustment in the Contract Price and/or Contract Time(s), if any.
1.2.6 City shall mean the City of Palo Alto.
1.2.7 City’s Project Criteria shall mean the City’s requirements and objectives for the Project,
including use, space, price, time, site requirements, as well as submittal requirements and
other requirements governing Design-Builder’s performance of the Work. City’s Project
Criteria may include conceptual documents, design criteria, performance requirements
and other Project-specific technical materials and requirements.
1.2.8 City’s Representative shall mean the person designated to be the City’s representative
pursuant to Section 8.1.2 of this Agreement.
1.2.9 City’s Senior Representative shall mean the person designated to be the City’s senior
representative pursuant to Section 8.1.1 of this Agreement.
1.2.10 Construction Documents shall mean documents setting forth in detail the requirements
for construction of the Work, which may consist of drawings, specifications and other
documents and electronic data.
1.2.11 Contract Documents shall mean the documents referred to in Section 1.3 hereof.
1.2.12 Contract Price shall mean the Design-Builder’s Fee plus the Cost of the Work, subject to
the Guaranteed Maximum Price (GMP) and any adjustments made in accordance with
the General Conditions of Contract.
1.2.13 Day(s) shall mean calendar day(s) unless otherwise specifically noted in the Contract
Documents.
City of Palo Alto C14149800 08154\CPA_DB-agmt.doc
1.2.14 Design-Builder shall mean MUSSON THEATRICAL, INC..
1.2.15 Design-Builder’s Representative shall mean the person designated to be Design-Builder’s
representative pursuant to Section 8.2.2 of this Agreement.
1.2.16 Design-Builder’s Senior Representative shall mean the person designated to be Design-
Builder’s senior representative pursuant to Section 8.2.1 of this Agreement.
1.2.17 Design Consultant is a qualified, licensed design professional who is not an employee of
Design-Builder, but is retained by Design-Builder, or employed or retained by anyone
under contract with Design-Builder, to furnish design services required under the
Contract Documents.
1.2.18 Differing Site Conditions shall mean concealed or latent physical conditions or
subsurface conditions at the Site that (i) materially differ from the conditions indicated in
the Contract Documents or (ii) are of an unusual nature, differing materially from the
conditions ordinarily encountered and generally recognized as inherent in the Work.
1.2.19 Final Completion is the date on which all requirements for the design and construction of
the Project identified under this Agreement are fully satisfied.
1.2.20 General Conditions of Contract shall mean Exhibit A of this Agreement.
1.2.21 GMP or Guaranteed Maximum Price is as defined in Section 6.5 of this Agreement.
1.2.22 Hazardous Conditions are any materials, wastes, substances and chemicals deemed to be
hazardous under applicable Legal Requirements, or the handling, storage, remediation, or
disposal of which are regulated by applicable Legal Requirements.
1.2.23 Legal Requirements are all applicable federal, state and local laws, codes, ordinances,
rules, regulations, orders and decrees of any government or quasi-government entity
having jurisdiction over the Project or Site, the practices involved in the Project or Site,
or any Work.
1.2.24 Notice of Completion means and refers to a Notice of Completion pursuant to California
Civil Code §3093.
1.2.25 Parties mean the City of Palo Alto and Musson Theatrical, Inc..
1.2.26 NOT USED.
1.2.27 Project shall mean the improvements for which Design-Builder is to provide services
under this Agreement, including the Design-Build of Cubberley Community Center
Theatre Lighting Dimmer System Project.
1.2.28 Project Schedule shall mean that schedule for performance of the Work prepared by
Design-Builder and approved by the City as set forth in Exhibit C, as such schedule may
be updated from time to time pursuant to Section 2.1.3 of the General Conditions of
Contract.
1.2.29 Site is the land or premises on which the Project is located.
City of Palo Alto C14149800 08154\CPA_DB-agmt.doc
1.2.30 Subcontractor is any person or entity retained by Design-Builder to perform a portion of
the Work and shall include materialmen and suppliers.
1.2.31 Sub-Subcontractor is any person or entity retained by a Subcontractor to perform any
portion of a Subcontractor’s Work and shall include materialmen and suppliers.
1.2.32 Substantial Completion means the date on which the Work, or an agreed upon portion of
the Work, is sufficiently complete so that City can occupy and use the Project or a
portion thereof for its intended purposes.
1.2.33 Work is comprised of all Design-Builder’s design, construction and other services
required by the Contract Documents, including procuring and furnishing all materials,
equipment, services and labor reasonably inferable from the Contract Documents
necessary to complete the Project.
1.2.34 Work Product is comprised of all writings, reports, drawings, plans, specifications,
calculations, electronic data, and other documents, and copyright interests developed
under this Agreement.
1.3 Contract Documents. The Contract Documents are comprised of the following
documents and everything incorporated by these documents:
1.3.1 All written modifications, amendments and change orders to this Agreement
issued in accordance with the General Conditions of Contract;
1.3.2 This Agreement, including all exhibits and attachments;
1.3.3 The General Conditions of Contract attached as Exhibit A to this Agreement;
1.3.4 Construction Documents prepared and approved in accordance with Section 2.4
of the General Conditions of Contract;
1.3.5 City’s Project Criteria as described in the RFP; and
1.3.6 Request for Proposal RFP 149800.
Article 2
The Parties’ Services and Responsibilities
2.1 Design Services. Design-Builder shall, consistent with applicable state licensing laws,
provide design services, including architectural, engineering and other design
professional services, required by this Agreement. Such design services shall be provided
through qualified, State of California licensed design professionals who are either (i)
employed by Design-Builder, or (ii) procured by Design-Builder from independent
sources. Nothing in this Agreement creates any legal or contractual relationship between
City and any independent design professional. Design-Builder shall have a separate
written agreement with any such persons or entities providing such architectural,
engineering or other design professional services, and shall require such entities to obtain
and maintain professional liability coverage in the amounts set forth in Attachment ”F” of
City of Palo Alto C14149800 08154\CPA_DB-agmt.doc
the RFP any claims, damages, errors and omissions arising out of the professional
services to be performed by such parties.
2.2 Preliminary Services Design-Builder will assist City in expanding upon the City’s
preliminary design. The Design-Builder shall review and prepare a written evaluation of
the City’s Project Criteria, including recommendations to City for any necessary different
and innovative approaches to the design and construction of the Project. The Parties shall
meet to discuss Design-Builder’s written evaluation of the City’s PER and agree upon
what revisions, if any, should be made to the City’s preliminary design. Any revisions to
the preliminary design that result in additional costs or saved costs, shall be documented
by a change order and executed in accordance with Article 9 of the General Conditions.
2.3 Construction Documents. Design-Builder shall prepare Construction Documents based
on City’s final design, as may be revised in accordance with Section 2.2.1 hereof. The
Construction Documents shall include design criteria, drawings, diagrams, specifications
and all other items necessary to build the Project. The Parties shall meet to discuss the
Construction Documents and agree upon what revisions, if any, should be made. No
revisions shall be made to the Construction Documents without City’s approval. Design-
Builder shall make such agreed-upon revisions. To the extent that changes to the
Construction Documents impose increased costs on Design-Builder, Design-Builder shall
be entitled to a change order pursuant to Article 9 of the General Conditions.
2.4 Proposal. Based on City’s final design, the Construction Documents, as each may be
revised pursuant to Sections 2.2 and 2.3 above, and any other documents upon which the
Parties may agree, Design-Builder shall submit a proposal to City (the “Proposal”), which
shall include the following, unless the Parties mutually agree otherwise:
2.4.1 A proposed Contract Price for the design and construction of the Project, which
price shall be the Design-Builder’s Fee plus the Cost of the Work subject to the
Guaranteed Maximum Price; and
2.4.2 A schedule and date of Substantial Completion of the Project upon which the
Contract Price for the Project is based.
2.5 Review of Proposal. Design-Builder and City shall meet to discuss and review the
Proposal. If City has any comments regarding the Proposal, or finds any inconsistencies
or inaccuracies in the information presented with respect to the City’s final design, it
shall promptly give written notice to Design-Builder of such comments or findings. If
Design-Builder finds the revisions acceptable, Design-Builder shall, upon receipt of
City’s notice, adjust the Proposal. If Design-Builder and the City do not agree on a price
or time of completion, either Party may terminate the Agreement without further costs.
Article 3
Interpretation and Intent
3.1 The Contract Documents will provide for the Design-Builder to complete the Work and
all obligations required by the Contract Documents within the Contract Time(s) for the
Contract Price. The Contract Documents are complementary and shall be interpreted in
harmony so as to avoid conflict, with words and phrases interpreted in a manner
City of Palo Alto C14149800 08154\CPA_DB-agmt.doc
consistent with construction and design industry standards. In the event of any
inconsistency, conflict, or ambiguity between or among the Contract Documents, the
Contract Documents shall take precedence in the order in which they are listed in Section
1.3 hereof.
3.2 Terms, words and phrases used in the Contract Documents shall have the meanings given
them in this Agreement, if not defined elsewhere in the Contract Documents.
3.3 The documents constituting the Contract Documents as set forth in Section 1.3 hereof,
represent the entire and integrated agreement between City and Design-Builder and
supersedes all prior negotiations, representations or agreements, whether written or oral,
between City and Design-Builder related to the Project or the Work.
Article 4
Ownership of Work Product
4.1 Work Product. All Work Product, including without limitation, all writings, reports,
drawings, plans, specifications, calculations, electronic data, and other documents, and
copyright interests developed under this Agreement shall be and remain the exclusive
property of the City without restriction or limitation upon their use. All copyrights which
arise from creation of the Work pursuant to this Agreement shall be vested in City, and
Design-Builder waives and relinquishes all claims to copyright or other intellectual
property rights in favor of the City. Neither Design-Builder, nor its Subcontractors, nor
its Sub-Subcontractors, if any, shall make any of such materials available to any
individual or organization without the City’s prior written approval.
Article 5
Contract Time
5.1 Date of Commencement. The Work shall commence within five (5) days of Design-
Builder’s receipt of a written notice issued by the City, authorizing Design-Builder to
proceed with the Work or some portion of the Work (“Date of Commencement”), unless
the Parties mutually agree otherwise, in writing.
5.2 Substantial Completion and Final Completion.
5.2.1 Substantial Completion of the entire Project shall be achieved no later than the date
determined pursuant to Section 2.4.2 hereof (“Scheduled Substantial Completion Date”).
5.2.2 Interim milestones and/or Substantial Completion of identified portions of the Work shall
be based upon final negotiated schedule proposed by DESIGN-BUILDER and agreed
upon by CITY.
5.2.3 Final Completion of the Work or identified portions of the Work shall be achieved as
expeditiously as reasonably practicable.
5.2.4 All of the dates set forth in this Article 5 (“Contract Time(s)”) shall be subject to
adjustment in accordance with the General Conditions of Contract.
City of Palo Alto C14149800 08154\CPA_DB-agmt.doc
5.3 Time is of the Essence. City and Design-Builder mutually agree that time is of the
essence with respect to the dates and times set forth in the Contract Documents.
5.4 Liquidated Damages. Design-Builder understands that if Substantial Completion is not
attained by the Scheduled Substantial Completion Date, City will suffer damages which
are difficult to determine and accurately specify. If Substantial Completion is not
attained by fourteen (14) days after the Scheduled Substantial Completion Date (the “LD
Date”), Design-Builder shall pay City five thousand dollars ($5,000.00) as liquidated
damages and not as a penalty for each day that Substantial Completion extends beyond
the LD Date. The liquidated damages provided herein shall be in lieu of all liability for
any and all extra costs, losses, expenses, claims, penalties and any other damages,
whether special or consequential, and of whatsoever nature incurred by City which are
occasioned by any delay in achieving Substantial Completion.
Article 6
Contract Price
6.1 Contract Price
6.1.1 City shall pay Design-Builder in accordance with Article 6 of the General Conditions of
Contract, a Contract Price which is equal to Design-Builder’s Fee (as defined in Section 6.2
hereof), plus the Cost of the Work (as defined in Section 6.3 hereof), subject to the GMP
established in Section 6.5 hereof and any adjustments made in accordance with the General
Conditions of Contract.
6.2 Design-Builder’s Fee
6.2.1 Design-Builder’s Fee shall be: One Hundred Twenty Thousand Dollars ($120,000.00).
6.3 Cost of the Work. The term ‘Cost of the Work’ shall mean costs reasonably incurred by
Design-Builder in the proper performance of the Work for the procurement, furnishing,
installation and construction of the Work. The Cost of the Work shall also include only the
following:
.1 Wages of direct employees of Design-Builder performing the Work, provided,
however, that the costs for employees of Design-Builder performing design
services shall be calculated on the basis of prevailing market rates for design
professionals performing such services.
.2 Wages or salaries of Design-Builder’s supervisory and administrative personnel
engaged in the performance of the Work to assist in the production or
transportation of material and equipment necessary for the Work.
.3 Wages or salaries of Design-Builder’s personnel stationed at Design-Builder’s
principal or branch offices and performing the following functions. The
reimbursable costs of personnel stationed at Design-Builder’s principal or branch
offices shall include up to a fifteen percent (15%) markup (maximum) to
compensate Design-Builder for the Project-related only overhead associated with
such personnel.
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.4 Costs incurred by Design-Builder for employee benefits, premiums, taxes,
insurance, contributions and assessments required by law, collective bargaining
agreements, or which are customarily paid by Design-Builder, to the extent such
costs are based on wages and salaries paid to employees of Design-Builder
covered under Sections 6.3.1 through 6.3.3 hereof.
.5 The reasonable portion of the cost of travel, accommodations and meals for
Design-Builder’s personnel necessarily and directly incurred in connection with
the performance of the Work.
.6 Payments properly made by Design-Builder to Subcontractors and Design
Consultants for performance of portions of the Work, including any insurance and
bond premiums incurred by Subcontractors and Design Consultants.
.7 Costs incurred by Design-Builder in repairing or correcting defective, damaged or
nonconforming Work, provided that such defective, damaged or nonconforming
Work was beyond the reasonable control of Design-Builder, or caused by the
ordinary mistakes or inadvertence, and not the negligence, of Design-Builder or
those working by or through Design-Builder. If the costs associated with such
defective, damaged or nonconforming Work are recoverable from insurance,
Subcontractors or Design Consultants, Design-Builder shall exercise best efforts
to obtain recovery from the appropriate source and credit City if recovery is
obtained.
.8 Costs, including transportation, inspection, testing, storage and handling, of
materials, equipment and supplies incorporated or reasonably used in completing
the Work.
.9 Costs less salvage value of materials, supplies, temporary facilities, machinery,
equipment and hand tools not customarily owned by the workers that are not fully
consumed in the performance of the Work and which remain the property of
Design-Builder, including the costs of transporting, inspecting, testing, handling,
installing, maintaining, dismantling and removing such items.
.10 Costs of removal and lawful disposal of debris and waste from the Site.
.11 The reasonable costs and expenses incurred in establishing, operating and
demobilizing the Site office, including the cost of facsimile transmissions, long-
distance telephone calls, postage and express delivery charges, telephone service,
photocopying and reasonable petty cash expenses.
.12 Rental charges and the costs of transportation, installation, minor repairs and
replacements, dismantling and removal of temporary facilities, machinery,
equipment and hand tools not customarily owned by the workers, which are
provided by Design-Builder at the Site, whether rented from Design-Builder or
others, and incurred in the performance of the Work.
.13 Premiums for insurance and bonds required by this Agreement or the performance
of the Work.
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.14 All fuel and utility costs incurred in the performance of the Work.
.15 Sales, use or similar taxes, tariffs or duties incurred in the performance of the
Work.
.16 Legal costs, court costs and costs of mediation and arbitration reasonably arising
from Design-Builder’s performance of the Work, provided such costs do not arise
from disputes between City and Design-Builder.
.17 Costs for permits, royalties, licenses, tests and inspections incurred by Design-
Builder as a requirement of the Contract Documents.
.18 The cost of defending suits or claims for infringement of patent rights arising
from the use of a particular design, process, or product required by the City,
paying legal judgments against Design-Builder resulting from such suits or
claims, and paying settlements made with City’s consent.
.19 Deposits which are lost, except to the extent caused by Design-Builder’s
negligence.
.20 Costs incurred in preventing damage, injury or loss in case of an emergency
affecting the safety of persons and property.
.21 Other costs reasonably and properly incurred in the performance of the Work to
the extent approved in writing by City.
6.4 Non-Reimbursable Costs
The following shall be excluded from the Cost of the Work:
.1 Compensation for Design-Builder’s personnel stationed at Design-Builder’s
principal or branch offices, except as provided for in Sections 6.3.1, 6.3.2 and
6.3.3 hereof.
.2 Overhead and general expenses, except as provided for in Section 6.3 hereof.
.3 The cost of Design-Builder’s capital used in the performance of the Work.
.4 If the Parties have agreed on a GMP, costs that would cause the GMP, as adjusted
in accordance with the Contract Documents, to be exceeded.
6.5 The Guaranteed Maximum Price
6.5.1 Establishment of the GMP
6.5.1.1 Design-Builder guarantees that it shall not exceed the GMP of One Hundred Thirty-Two
Thousand Dollars ($132,000.00). Design-Builder will be responsible for paying all costs
for completing the Work which exceeds the GMP, as adjusted in accordance with the
Contract Documents. Documents used as a basis for the GMP shall be identified in an
exhibit to this Agreement (“GMP Exhibit”).
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Article 7
Procedure for Payment
7.1 Progress Payments
7.1.1 Design-Builder shall submit to the City on or before the twenty-fifth (25th) day of
each month, beginning with the first month after the Date of Commencement,
Design-Builder’s Application for Payment in accordance with Article 6 of the
General Conditions of Contract.
7.1.2 The City shall make payment within thirty (30) days of City’s receipt of each
properly submitted and accurate Application for Payment in accordance with
Article 6 of the General Conditions of Contract, but in each case less the total of
payments previously made, and less amounts properly withheld under Section 6.3
of the General Conditions of Contract.
7.1.3 If Design-Builder’s Fee under Section 6.2.1 hereof is a fixed amount, the amount of
Design-Builder’s Fee to be included in Design-Builder’s monthly Application for
Payment and paid by the City shall be proportional to the percentage of the Work
completed, less payments previously made on account of Design-Builder’s Fee.
7.2 Retainage on Progress Payments
7.2.1 Unless otherwise provided below, the City will retain ten percent (10%) of progress
payments for construction costs until thirty-five (35) days following recordation of a
Notice of Completion. City will not retain any portion of the progress payments
reflecting design costs.
7.2.2 In accordance with law, or otherwise, City may withhold payment (in excess of
retentions) or, on account of subsequently discovered evidence, nullify the whole or a
part of any certificate to such extent as may be necessary to protect City from loss on
account of the following:
.1 Defective work not in the process of being remedied.
.2 “Stop Notice” or mechanic's liens claims filed with City.
.3 State, federal and governmental agency claims or liens.
.4 Failure of Design-Builder, its Subcontractors or Sub-Subcontractors to make
payments properly to contractors for material or labor when no actual dispute
exists concerning such payment.
.5 Default of Design-Builder or its Design-Consultants in the performance of any
material term of this Agreement.
.6 If stop notices or mechanic's liens are filed against the Project or state, federal or
other governmental agency claims or liens are filed, City shall withhold the
amount required by law from progress payments or certificates until such claims
and liens shall have been resolved pursuant to applicable law. However, if the
cause of the stop notice is due to City’s unexcused failure to pay Design-Builder
in accordance with the terms of this Agreement, then Design-Builder shall be
City of Palo Alto C14149800 08154\CPA_DB-agmt.doc
entitled to make a claim for any damages incurred as a result of or arising out of
the withholding.
7.2.3 Upon Substantial Completion of the entire Work or, if applicable, any portion of the
Work, pursuant to Section 6.4 of the General Conditions of Contract, City shall release to
Design-Builder all retained amounts relating, as applicable, to the entire Work or
completed portion of the Work, less an amount equal to the reasonable value of all
remaining or incomplete items of Work as noted in the Certificate of Substantial
Completion and less an amount equal to the reasonable value of the City’s loss on
account of any items listed under Section 7.2.2 of this Agreement.
7.2.4 When the Certificate of Substantial Completion is fully executed and all remaining
incomplete items noted in the Certificate of Substantial Completion have been completed,
the City’s Representative will issue a Notice of Completion and within ten (10) days after
formal acceptance by the City Council of the City, will record such Notice of
Completion. A certified, conformed copy of the recorded Notice of Completion will be
sent to Design-Builder.
7.3 Final Payment. Design-Builder shall submit its Application for Final Payment to the
City in accordance with Section 6.6 of the General Conditions of Contract. The City shall
make payment on Design-Builder’s properly submitted and accurate Application for
Final Payment within thirty (30) days after City’s receipt of the Application for Final
Payment, provided that Design-Builder has satisfied the requirements for final payment
set forth in Section 6.6.2 of the General Conditions of Contract.
7.4 Record Keeping and Finance Controls. Design-Builder acknowledges that this
Agreement is to be administered on an “open book” arrangement relative to Cost of the
Work. Design-Builder shall keep full and detailed accounts and exercise such controls as
may be necessary for proper financial management, using accounting and control systems
in accordance with generally accepted accounting principles and as may be provided in
the Contract Documents. During the performance of the Work and for a period of three
(3) years from the effective date of the Notice of Completion, Design-Builder shall
preserve and City and City’s accountants shall be afforded access from time to time, upon
reasonable notice, to Design-Builder’s records, books, correspondence, receipts,
subcontracts, purchase orders, vouchers, memoranda and other data relating to the Work.
Article 8
Representatives of the Parties
8.1 City’s Representatives
8.1.1 City designates the individual listed below as the City’s Senior Representative, which
individual has the authority and responsibility for avoiding and resolving disputes under
Section 10.2.3 of the General Conditions of Contract:
Matt Raschke, Project Manager
City of Palo Alto, (Public Works Engineering)
250 Hamilton Ave, Palo Alto, CA 94301
(650) 496-5937 phone
Email: matt.raschke@cityofpaloalto.org
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8.1.2 City designates the individual listed below as the City’s Representative, which individual
has the authority and responsibility set forth in Section 3.2 of the General Conditions of
Contract:
Philip Ciralsky, Project Engineer
City of Palo Alto, (Public Works Engineering)
250 Hamilton Ave, Palo Alto, CA 94301
(650)329-2548 phone
Email: Philip.ciralsky@cityofpaloalto.org
8.2 Design-Builder’s Representatives
8.2.1 Design-Builder designates the individual listed below as the Design-Builder’s Senior
Representative, which individual has the authority and responsibility for avoiding and
resolving disputes under Section 10.2.3 of the General Conditions of Contract:
David Rimerman, VP., 408.986.0210 x225
8.2.2 Design-Builder designates the individual listed below as the Design-Builder’s
Representative, which individual has the authority and responsibility set forth in Section
2.1.1 of the General Conditions of Contract:
Michael Howden, PM., 408.986.0210 x233
Article 9
Notices
9.1 All notices, demands or other communications required or permitted to be given under
the Agreement shall be in writing and shall be deemed to have been duly delivered: (a) upon
personal delivery to the individual intended to receive such notice; (b) four (4) days after mailing
by United States mail, registered or certified, postage prepaid, addressed to the proper party at
the appropriate address set forth below; or (d) if transmitted by facsimile, by the time stated in a
machine generated confirmation that notice was received at the facsimile number of the intended
recipient at the appropriate fax number set forth below.
If to City:
Mat Raschke, Project Manager
City of Palo Alto, (Dept & Div)
250 Hamilton Ave, Palo Alto, CA 94301
(650) 496-5937 phone
Email: matt.raschke@cityofpaloalto.org
If to Design-Builder:
Michael Howden, Project Manager
890 Walsh Avenue
Santa Clara, CA 95050
(408) 986-0210 x233 phone
CITY OF PALO ALTO CONTRACT NO. C14149800
In executing this Agreement, the City and Design-Builder each individually represents that it has
the necessary financial resources to fulfill its obligations under this Agreement, and each has the
necessary corporate approvals to execute this Agreement, and to perform the services described
herein.
CITY OF PALO ALTO:
By: -----------------------------
Name: ---------------------------
Title: ----------------------------
Date: ------------------
Approved as to form:
Senior Asst. City Attorney
City of Palo Alto -C14149800
MUSSON THEATRICAL, INC.
By ;;124~
Name: David Rimerman
-----------------------------
Title: Vice President ------------------------------
Date: 8-12-13 ------~----------
Page 10
08 I 54\CPA _ DB-agmt.doc
City of Palo Alto C14149800 08154\CPA_DB-agmt.doc
EXHIBIT A
GENERAL CONDITIONS OF CONTRACT BETWEEN
CITY AND DESIGN-BUILDER
Article 1
General
1.1 Mutual Obligations
1.1.1 City and Design-Builder shall at all times cooperate fully with each other, and proceed on
the basis of trust and good faith, so that each party shall realize the benefits afforded
under the Contract Documents.
Article 2
Design-Builder’s Services And Responsibilities
2.1 General Services
2.1.1 Design-Builder’s Representative shall be reasonably available to City and shall have the
necessary expertise and experience required to supervise the Work. Design-Builder’s
Representative shall communicate regularly with City and shall be vested with the
authority to act on behalf of Design-Builder. Design-Builder’s Representative may be
replaced only with the agreement of the City.
2.1.2 Design-Builder shall provide City with a monthly status report detailing the progress of
the Work, including whether (i) the Work is proceeding according to schedule, (ii)
discrepancies, conflicts, or ambiguities exist in the Contract Documents that require
resolution, (iii) health and safety issues exist in connection with the Work, and (iv) other
items require resolution so as not to jeopardize Design-Builder’s ability to complete the
Work for the Contract Price and within the Contract Time(s).
2.1.3 Design-Builder shall prepare and submit, at least three (3) days prior to the meeting
contemplated by Section 2.1.4 hereof, a Project Schedule including Work Breakdown
Structure (WBS) and Program Evaluation and Review Technique (PERT) charts for the
execution of the Work for City’s review and response. The Project Schedule, including
the WBS and PERT charts, shall indicate the dates for the start and completion of the
various stages of Work, including the dates when City information and approvals are
required to enable Design-Builder to complete the Project within the Contract Time(s).
The Project Schedule shall be revised as required by conditions and progress of the
Work, but such revisions shall not relieve Design-Builder of its obligations to complete
the Project within the Contract Time(s), as such dates may be adjusted in accordance with
the Contract Documents. City’s review of and response to the Project Schedule shall not
relieve Design-Builder of its complete and exclusive obligation to control the means,
methods, sequences and techniques for executing the Work.
2.1.4 The Parties will meet within seven (7) days after execution of the Agreement to discuss
issues affecting the administration of the Work and to implement the necessary
procedures, including procedures relating to submittals and payment, to facilitate the
ability of the Parties to perform their obligations under the Contract Documents.
City of Palo Alto C14149800 08154\CPA_DB-agmt.doc
2.2 Design Professional Services
2.2.1 Consistent with State of California licensing laws, Design-Builder shall provide the
necessary design services, including architectural, engineering and other design
professional services for the preparation of the required drawings, specifications and
other design submittals to complete the Project consistent with the Contract Documents
through qualified, licensed design professionals employed by Design-Builder or procured
from qualified, independent licensed Design Consultants.
2.2.2 Design-Builder is an independent contractor and is not an agent or employee of the City.
Nothing in the Contract Documents creates any legal or contractual relationship between
the City and any Design Consultant.
2.3 Standard of Care for Design Professional Services
2.3.1 The standard of care for all design professional services performed to execute the Work
shall be the care and skill ordinarily used by members of the design profession practicing
under similar conditions at the same time and locality of the Project. Notwithstanding the
preceding sentence, in the event the Contract Documents specify that portions of the
Project be performed in accordance with specific performance standards, the design
professional services shall be performed to achieve such standards.
2.4 Design Development Services
2.4.1 Design-Builder and City shall, consistent with any applicable provision of the Contract
Documents, agree upon any interim design submissions that City may wish to review,
which interim design submissions may include design criteria, drawings, diagrams and
specifications setting forth the Project requirements. On or about the time of the
scheduled submissions, Design-Builder and City shall meet and confer about the
submissions, with Design-Builder identifying during such meetings, among other things,
the evolution of the design and any significant changes or deviations from the Contract
Documents, or, if applicable, previously submitted design submissions. Minutes of the
meetings will be maintained by Design-Builder and provided to all attendees for review
within seven (7) days of the meeting. Following the design review meeting, City shall
review and approve the interim design submissions in a time that is consistent with the
turnaround times set forth in the Project Schedule.
2.4.2 Design-Builder shall submit to City Construction Documents setting forth in detail
drawings and specifications describing the requirements for construction of the Work.
The Construction Documents shall be consistent with the latest set of interim design
submissions, as such submissions may have been modified in design review meetings.
The Parties shall have a design review meeting to discuss, and City shall review and
approve, the Construction Documents in accordance with the procedures set forth in
Section 2.4.1 above. Design-Builder shall proceed to construct the Project in accordance
with the approved Construction Documents and shall submit one set of approved
Construction Documents to City prior to commencement of construction.
2.4.3 City’s review and approval of interim design submissions and the Construction
Documents is for the purpose of mutually establishing a conformed set of Contract
Documents compatible with the requirements of the Work and consistent with the PER.
City of Palo Alto C14149800 08154\CPA_DB-agmt.doc
Neither City’s review nor approval of any interim design submissions and Construction
Documents shall be deemed to transfer any design liability from Design-Builder to City.
2.4.4 To the extent not prohibited by the Contract Documents or Legal Requirements and
subject to the City’s approval, Design-Builder may prepare interim design submissions
and Construction Documents for a portion of the Work to permit construction to proceed
on that portion of the Work prior to completion of the Construction Documents for the
entire Work.
2.5 Legal Requirements
2.5.1 Design-Builder shall perform the Work in accordance with all Legal Requirements and
shall provide all notices applicable to the Work as required by the Legal Requirements.
2.5.2 The Contract Price and/or Contract Time(s) shall be adjusted to compensate Design-
Builder for the effects of any changes in the Legal Requirements enacted after the date of
the Agreement affecting the performance of the Work, or if a Guaranteed Maximum
Price is established after the date of the Agreement, the date the Parties agree upon the
Guaranteed Maximum Price. Such changes may include, without limitation, revisions
Design-Builder is required to make to the Construction Documents because of changes in
Legal Requirements.
2.6 Permits and Approvals
2.6.1 Design-Builder shall provide, procure and pay for all permits, approvals, licenses and
fees required for construction of the Project. Payment of all costs and expenses for such
permits, approvals, licenses and fees shall be included in the Cost of the Work pursuant
to Section 6.3 of the Agreement.
2.7 Design-Builder’s Construction Phase Services
2.7.1 Unless otherwise provided in the Contract Documents, Design-Builder shall provide
through itself or Subcontractors the necessary supervision, labor, inspection, testing,
start-up, material, equipment, machinery, temporary utilities, and all other temporary
facilities necessary to complete the Project consistent with the Contract Documents.
2.7.2 Design-Builder shall perform all construction activities efficiently and with the requisite
expertise, skill and competence to satisfy the requirements of the Contract Documents.
Design-Builder shall at all times exercise complete and exclusive control over the means,
methods, sequences and techniques of construction.
2.7.3 Design-Builder shall employ only Subcontractors who are duly licensed, qualified to
perform the Work consistent with the Contract Documents, and in compliance with all
applicable laws of the City and all other governmental entities including, but not limited
to, the state, federal and county governments. The City may reasonably object to Design-
Builder’s selection of any Subcontractor.
2.7.4 Design-Builder assumes responsibility to City for the proper performance of the Work of
Subcontractors and any acts and omissions in connection with such performance.
Nothing in the Contract Documents shall create any legal or contractual relationship
between City and any Subcontractor or Sub-Subcontractor, including but not limited to
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any third-party beneficiary rights. Design-Builder shall bind every Subcontractor (and
require every Subcontractor to so bind its subcontractors and material suppliers) to all the
provision of the Agreement and the Contract Documents as they apply to the
Subcontractor’s portion of the Work.
2.7.5 All Subcontractors and Sub-Subcontractors must comply with the terms of the Contract
Documents. Design-Builder shall contractually require its Subcontractors and Sub-
Subcontractors to cooperate with, and coordinate their activities so as not to interfere with
separate contractors under the City’s control, in order to enable the timely completion of
the Project. If the City performs other Work on the Project or at the Site with separate
contractors under City’s control, Design-Builder shall reasonably cooperate and
coordinate its activities with the activities of such separate contractors so that the Project
can be completed in an orderly and coordinated manner without unreasonable disruption.
2.7.6 Design-Builder shall keep the sites reasonably free from debris, trash and construction
wastes, and shall perform its construction services efficiently, safely and without
interfering with the use of adjacent land areas. Upon Substantial Completion of the Work,
or a portion of the Work, Design-Builder shall remove all debris, trash, construction
wastes, materials, equipment, machinery and tools arising from the Work or applicable
portions thereof to permit City to occupy the Project or a portion of the Project for its
intended use.
2.8 Design-Builder’s Responsibility for Project Safety
2.8.1 Design-Builder recognizes the importance of performing the Work in a safe manner so as
to prevent damage, injury or loss to (i) all individuals at the Site, whether working or
visiting, (ii) the Work, including materials and equipment incorporated into the Work or
stored on-Site or off-Site, and (iii) all other property at the Site or adjacent thereto.
Design-Builder assumes responsibility for implementing and monitoring all safety
precautions and programs related to the performance of the Work. Design-Builder shall,
prior to commencing construction, designate an individual at the Site in the employ of
Design-Builder who shall act as Design Builder’s designated safety representative with
the necessary qualifications and experience to supervise the implementation and
monitoring of all safety precautions and programs related to the Work. Unless otherwise
required by the Contract Documents, Design-Builder’s designated safety representative
shall be an individual stationed at the Site and may have responsibilities on the Project in
addition to safety. The designated safety representative shall make routine daily
inspections of the Site and shall hold weekly safety meetings with Design-Builder’s
personnel, Subcontractors and others as necessary or appropriate.
2.8.2 Design-Builder and Subcontractors shall comply with all Legal Requirements relating to
safety, as well as any City-specific safety requirements set forth in the Contract
Documents, provided that such City-specific requirements do not violate any applicable
Legal Requirements. Design-Builder will immediately report in writing any safety-related
injury, loss, damage or accident arising from the Work to City’s Representative and, to
the extent mandated by Legal Requirements, to all government or quasi-government
authorities having jurisdiction over safety-related matters involving the Project or the
Work.
2.8.3 Design-Builder’s responsibility for safety under this section 2.8 does not relieve
Subcontractors and Sub-Subcontractors of their own contractual and legal obligations and
City of Palo Alto C14149800 08154\CPA_DB-agmt.doc
responsibility for (i) complying with all Legal Requirements, including Legal
Requirements related to health and safety matters, and (ii) taking all necessary measures
to implement and monitor all safety precautions and programs to guard against injury,
losses, damages or accidents resulting from their performance of the Work.
2.9 Design-Builder’s Warranty
2.9.1 Design-Builder warrants to City that the construction, including all materials and
equipment furnished as part of the construction, shall be: (a) of good quality and new; (b)
in conformance with the Contract Documents; (c) free of defects in materials and
workmanship; (d) performed in a good and workmanlike manner; and (e) in compliance
with Legal Requirements and conditions of the permits. In the event any construction
does not conform to the requirements of the preceding sentence, Design-Builder shall
correct such nonconformances in accordance with Section 2.10 hereof. Design-Builder’s
warranty obligation excludes defects caused by abuse, alterations, or failure to maintain
the Work by persons other than Design-Builder or anyone for whose acts Design-Builder
is responsible. Nothing in this warranty limits any manufacturer’s warranty which
provides City with greater warranty rights than set forth in this Section 2.9 or the
Contract Documents. Design-Builder will provide City with all manufacturers’ warranties
upon Substantial Completion.
2.10 Correction of Defective Work
2.10.1 Design-Builder will correct any defective Work that is not in conformance with the
Contract Documents, including that part of the Work subject to Section 2.9 hereof, within
a period of one year from the date of Substantial Completion of the Work or any portion
of the Work, or within such longer period to the extent required by the Contract
Documents.
2.10.2 Design-Builder shall, within seven (7) days of receipt of written notice from City that the
Work is not in conformance with the Contract Documents, commence correction of such
nonconforming Work, including the correction, removal or replacement of the
nonconforming Work and any damage caused to other parts of the Work affected by the
nonconforming Work. If Design-Builder fails to commence the necessary steps within
such seven (7) day period, City, in addition to any other remedies provided under the
Contract Documents, may provide Design-Builder with written notice that City will
commence correction of such nonconforming Work with its own forces. If City does
perform such corrective Work, Design-Builder shall be responsible for all reasonable
costs incurred by City in performing such correction. If the nonconforming Work creates
an emergency requiring an immediate response, Design-Builder shall immediately take
steps to correct the problem, and shall not have the seven (7) day period identified herein
in which to commence correction of the nonconforming Work.
2.10.3 The one (1) year period referenced in Section 2.10.1 above applies only to Design-
Builder’s obligation to correct nonconforming Work and does not constitute a period of
limitations for any other rights or remedies City may have regarding Design-Builder’s
other obligations under the Contract Documents.
City of Palo Alto C14149800 08154\CPA_DB-agmt.doc
Article 3
City’s Services And Responsibilities
3.1 Duty to Cooperate
3.1.1 City shall, throughout the performance of the Work, cooperate with Design-Builder and
perform its responsibilities, obligations and services in a timely manner to facilitate
Design-Builder’s timely and efficient performance of the Work and so as not to delay or
interfere with Design-Builder’s performance of its obligations under the Contract
Documents.
3.1.2 City shall provide timely reviews and approvals of interim design submissions and
Construction Documents consistent with the turnaround times set forth in the Project
Schedule.
3.2 City’s Representative
3.2.1 City’s Representative shall be responsible for providing City supplied information and
approvals in a timely manner so that Design-Builder can fulfill its obligations under the
Contract Documents. City’s Representative shall also provide Design-Builder with
prompt notice if it observes any failure on the part of Design-Builder to fulfill its
contractual obligations, including any errors, omissions or defects in the performance of
the Work.
3.3 Furnishing of Services and Information
3.3.1 Unless expressly stated to the contrary in the Contract Documents, if requested in writing
by Design-Builder, City shall provide to Design-Builder the following:
.1 To the extent available, as-built and record drawings of any existing structures at
the Site; and
.2 To the extent available, environmental studies, reports and impact statements
describing the environmental conditions, including Hazardous Conditions, in
existence at the Site.
3.3.2 City is responsible for securing and executing all necessary agreements with adjacent
land or property owners that are necessary to enable Design-Builder to perform the Work.
City is further responsible for all costs, including attorneys’ fees, incurred in securing
these necessary agreements.
3.4 Permits and Approvals
3.4.1 It is the Design-Builder’s responsibility to obtain all necessary permits, approvals
paperwork and licenses required for the project.
3.5 City’s Separate Contractors
3.5.1 City is responsible for all Work performed on the Project or at the Site by separate
contractors under City’s control. City shall contractually require its separate contractors
to cooperate with, and coordinate their activities so as not to interfere with Design-
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Builder in order to enable Design-Builder to timely complete the Work consistent with
the Contract Documents.
Article 4
Hazardous Conditions and Differing Site Conditions
4.1 Hazardous Conditions
4.1.1 Unless otherwise expressly provided in the Contract Documents to be part of the Work,
Design-Builder is not responsible for any existing Hazardous Conditions encountered at
the Site. Upon encountering any Hazardous Conditions, Design-Builder will stop Work
immediately in the affected area and duly notify City in writing and, if required by Legal
Requirements, all government or quasi-government entities with jurisdiction over the
Project or Site.
4.1.2 Upon receiving notice of the presence of suspected Hazardous Conditions, City shall take
the necessary measures required to ensure that the Hazardous Conditions are remediated
or rendered harmless. Such necessary measures shall include City retaining qualified
independent experts to (i) ascertain whether Hazardous Conditions have actually been
encountered, and, if they have been encountered, (ii) prescribe the remedial measures that
City must take either to remove the Hazardous Conditions or render the Hazardous
Conditions harmless.
4.1.3 Design-Builder shall be obligated to resume Work at the affected area of the Project after
City’s expert provides it with written certification that (i) the Hazardous Conditions have
been removed or rendered harmless and (ii) all necessary approvals have been obtained
from all government and quasi-government entities having jurisdiction over the Project or
Site.
4.1.4 Design-Builder will be entitled, in accordance with the General Conditions of Contract,
to an adjustment in its Contract Price and/or Contract Time(s) to the extent Design-
Builder’s cost and/or time of performance have been adversely impacted by the presence
of Hazardous Conditions.
4.1.5 To the extent not caused by the solely negligent acts or omissions of Design-Builder,
Design Consultants, Subcontractors, Sub-Subcontractors, anyone employed directly or
indirectly for any of them, or their officers, directors, employees and agents, City shall
indemnify, defend and hold harmless Design-Builder, Design Consultants,
Subcontractors, Sub-Subcontractors, anyone employed directly or indirectly for any of
them, and their officers, directors, employees and agents, from and against any and all
claims, losses, damages, liabilities and expenses, including attorneys’ fees and expenses,
arising out of or resulting from the presence, removal or remediation of Hazardous
Conditions at the Site which were on the Site prior to the date of the Agreement.
4.1.6 Notwithstanding the preceding provisions of this Section 4.1, City is not responsible for
Hazardous Conditions introduced to the Site by Design-Builder, Subcontractors, Sub-
Subcontractors or anyone for whose acts they may be liable. Design-Builder shall
indemnify, defend and hold harmless City and City’s officers, directors, employees and
agents from and against all claims, losses, damages, liabilities and expenses, including
attorneys’ fees and expenses, arising out of or resulting from Hazardous Conditions
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introduced to the Site by Design-Builder, its Subcontractors, Sub-Subcontractors or
anyone for whose acts they may be liable.
4.2 Differing Site Conditions
4.2.1 Concealed or latent physical conditions or subsurface conditions at the Site that (i)
materially differ from the conditions indicated in the Contract Documents or (ii) are of an
unusual nature, differing materially from the conditions ordinarily encountered and
generally recognized as inherent in the Work are collectively referred to herein as
“Differing Site Conditions.” If Design-Builder encounters a Differing Site Condition, the
Parties shall meet and confer in order to determine if an adjustment in the Contract Price
and/or Contract Time(s) is warranted to the extent Design-Builder’s cost and/or time of
performance are adversely impacted by the Differing Site Condition.
4.2.2 Upon encountering a Differing Site Condition, Design-Builder shall, within fourteen (14)
days after discovery of the Differing Site Condition, provide prompt written notice to
City of such condition, setting forth with specificity the nature of the Differing Site
Condition and a recommendation for handling the Differing Site Condition in a manner
which causes the least disruption to the Project Schedule. Design-Builder shall, to the
extent reasonably possible, provide such notice before the Differing Site Condition has
been disturbed or altered.
4.2.3 Notwithstanding the foregoing, in the event the Parties are unable to agree to an
adjustment in the Contract Price and/or Contract Time within sixty (60) days of the City’s
receipt of notice in accordance with Section 4.2.2 above, the City may at its election (i)
terminate the Agreement in accordance with Article 8 of the Agreement, or (ii) resolve
the dispute using the procedures established in Article 10 of these General Conditions of
Contract.
Article 5
Insurance and Bonds
5.1 Design-Builder’s Insurance Requirements
5.1.1 Design-Builder is responsible for procuring and maintaining from insurance companies
authorized to do business in California, and with a minimum rating set forth herein, the
following insurance coverage for certain claims which may arise from or out of the
performance of the Work and obligations under the Contract Documents, see Attachment
C of the RFP.
5.1.2 Design-Builder’s liability insurance shall include completed operations insurance for the
period of time set forth in the Contract Documents.
5.1.3 Design-Builder’s liability insurance shall specifically delete any design-build or similar
exclusions that could compromise coverage because of the design-build delivery of the
Project.
5.1.4 To the extent City requires Design-Builder or any Design Consultant to provide
professional liability insurance for claims arising from the negligent performance of
design services by Design-Builder or the Design Consultant, the coverage limits, duration
and other specifics of such insurance shall be as set forth in Article 5 hereof. Any
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professional liability insurance shall specifically delete any design-build or similar
exclusions that could compromise coverage because of the design-build delivery of the
Project. Such policies shall be provided prior to the commencement of any design
services under the Contract Documents.
5.1.5 Prior to commencing any construction services under the Contract Documents, Design-
Builder shall provide City with certificates evidencing that (i) all insurance obligations
required by the Contract Documents are in full force and in effect and will remain in
effect for the duration required by the Contract Documents and (ii) no insurance coverage
will be canceled, renewal refused, or materially changed unless at least thirty (30) days
prior written notice is given to City.
5.2 City’s Property Insurance
5.2.1 Unless otherwise provided in the Contract Documents, City shall procure and maintain
from insurance companies authorized to do business in the state in which the Project is
located, property insurance upon the entire Project to the full insurable value of the
Project, including professional fees, overtime premiums and all other expenses incurred
to replace or repair the insured property. The property insurance obtained by City shall
include as additional insureds the interests of City, Design-Builder, Design Consultants,
Subcontractors and Sub-Subcontractors, and shall insure against the perils of fire and
extended coverage, theft, vandalism, malicious mischief, collapse, flood, earthquake,
debris removal and other perils or causes of loss as called for in the Contract Documents.
The property insurance shall include physical loss or damage to the Work, including
materials and equipment in transit, at the Site or at another location as may be indicated
in Design-Builder’s Application for Payment and approved by City.
5.2.2 Unless the Contract Documents provide otherwise, City shall procure and maintain boiler
and machinery insurance that will include the interests of City, Design-Builder, Design
Consultants, Subcontractors and Sub-Subcontractors.
5.2.3 Any loss covered under City’s property insurance shall be adjusted with City and Design-
Builder and made payable to both of them as trustees for the insured as their interests
may appear, subject to any applicable mortgage clause. All insurance proceeds received
as a result of any loss will be placed in a separate account and distributed in accordance
with such agreement as the interested parties may reach. Any disagreement concerning
the distribution of any proceeds will be resolved in accordance with Article 10 hereof.
5.2.4 City and Design-Builder waive against each other and City’s separate contractors, Design
Consultants, Subcontractors, agents and employees of each and all of them, all damages
covered by property insurance provided herein, except such rights as they may have to
the proceeds of such insurance. Design-Builder and City shall, where appropriate, require
similar waivers of subrogation from City’s separate contractors, Design Consultants and
Subcontractors and each of them shall include similar waivers in their contracts.
5.3 Bonds and Other Performance Security. Design-Builder shall obtain performance and
labor and material payment bonds, or other forms of performance security, the amount,
form and other conditions of such security as set forth herein:
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5.3.1 General Requirement.
.1 Before allowing a contractor to enter upon the Site and perform Project
construction work, Design-Builder shall file with City duplicates of each
performance bond, labor and material payment bonds, and a warranty bond in the
form attached to the Agreement as Exhibits E-1, and E-2, respectively, and
incorporated herein by this reference, required under this section. These bonds
shall be in the amounts and for the purposes specified below. The surety bonds
shall be issued by an admitted surety insurer which complies with the provisions
of the California Code of Civil Procedure §995.660.
.2 Should any surety or sureties upon said bonds or any of them become
insufficient, Design-Builder’s contractors shall obtain replacement bonds with
good and sufficient sureties within ten (10) days after receiving notice from City
that the surety or sureties are insufficient. The costs of any required bonds
(whether original or replacement) are included in the GMP.
5.3.2 Performance Bond. Design-Builder shall post: (a) a performance bond in favor of City
in substantially the form attached to the Agreement as Exhibit E-1, as security for the
faithful performance by Design-Builder of its obligations under the Agreement, and
(b) require each Subcontractor or Sub-Subcontractor to deliver to City an executed
performance bond in favor of City in substantially the form attached to the Agreement as
Exhibit E-1b, as security for the faithful performance by such contractor of the
contractor’s obligations under its construction contract. The cost of the foregoing bonds
are included in the GMP.
5.3.3 Labor and Material Payment Bonds. Design-Builder shall obtain a labor and materials
payment bond in favor of City in substantially the form attached to the Agreement as
Exhibit E-2, as security for the payment to the Subcontractors or Sub-Subcontractors,
and (b) require each Subcontractor or Sub-Subcontractor to deliver to City an executed
payment bond in favor of City in an amount equal to 100% of the contract sum of such
Subcontractor or Sub-Subcontractor’s construction contract as security for the payment of
all persons performing labor and furnishing materials under such construction contract.
The cost of the foregoing bonds is included in the GMP.
5.3.4 Correction of Defective Work and Guarantee to Repair Period. In addition to any
specific warranty mentioned in these specifications, the Contractor shall guarantee that all
material, apparatus, equipment, and workmanship used, installed, or incorporated in the
work is free from defects, and agrees to replace at no expense to the City any and all
defective Work or materials which become evident within one (1) year (“Guarantee To
Repair Period”), unless a longer period of time is specified in the Contract documents.
Article 6
Payment
6.1 Schedule of Values
6.1.1 Within ten (10) days of execution of the Agreement, Design-Builder shall submit for
City’s review and approval a schedule of values for all of the Work. The schedule of
values will (i) subdivide the Work into its respective parts, (ii) include values for all items
comprising the Work and (iii) serve as the basis for monthly progress payments made to
Design-Builder throughout the Work.
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6.2 Monthly Progress Payments
6.2.1 On or before the date established in the Agreement, Design-Builder shall submit its
Application for Payment to the City. The City shall have five (5) business days to review
and approve the Application for Payment requesting payment for all Work performed as
of the date of the Application for Payment. The Application for Payment shall be
accompanied by all supporting documentation required by the Contract Documents
and/or established at the meeting required by Section 2.1.4 hereof. The City shall make
payment within thirty (30) days of City’s receipt of each properly submitted and accurate
Application for Payment, but in each case less the total of payments previously made, and
less amounts properly withheld under Section 6.3 hereof.
6.2.2 The Application for Payment may request payment for equipment and materials not yet
incorporated into the Project, provided that (i) City is satisfied that the equipment and
materials are suitably stored at either the Site or another acceptable location, (ii) the
equipment and materials are protected by suitable insurance and (iii) upon payment, City
will receive the equipment and materials free and clear of all liens and encumbrances.
6.2.3 The Application for Payment shall constitute Design-Builder’s representation that the
Work has been performed consistent with the Contract Documents, has progressed to the
point indicated in the Application for Payment, and that title to all Work will pass to City
free and clear of all claims, liens, encumbrances, and security interests upon the
incorporation of the Work into the Project, or upon Design-Builder’s receipt of payment,
whichever occurs earlier.
6.3 Withholding of Payments
6.3.1 On or before the date established in the Agreement, City shall pay Design-Builder all
amounts properly due. If City determines that Design-Builder is not entitled to all or part
of an Application for Payment, it will notify Design-Builder in writing at least five (5)
days prior to the date payment is due. The notice shall indicate the specific amounts City
intends to withhold, the reasons and contractual basis for the withholding, and the
specific measures Design-Builder must take to rectify City’s concerns. Design-Builder
and City will attempt to resolve City’s concerns prior to the date payment is due. If the
Parties cannot resolve such concerns, Design-Builder may pursue its rights under the
Contract Documents, including the rights under Article 10 hereof.
6.3.2 Notwithstanding anything to the contrary in the Contract Documents, City shall pay
Design-Builder all undisputed amounts in an Application for Payment within the times
required by the Agreement.
6.4 Design-Builder’s Payment Obligations
6.4.1 Design-Builder will pay Design Consultants and Subcontractors, in accordance with its
contractual obligations to such parties, all the amounts Design-Builder has received from
City on account of their work. Design-Builder will impose similar requirements on
Design Consultants, Subcontractors and Sub-Subcontractors to pay parties with whom
they have contracted.
6.5 Substantial Completion
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6.5.1 Design-Builder shall notify City when it believes the Work, or to the extent permitted in
the Contract Documents, a portion of the Work, is substantially complete. Within five
(5) days of City’s receipt of Design-Builder’s notice, City and Design-Builder will jointly
inspect such Work to verify that it is substantially complete in accordance with the
requirements of the Contract Documents. If such Work is substantially complete, City
shall prepare and issue a Certificate of Substantial Completion that will set forth (i) the
date of Substantial Completion of the Work or portion thereof, (ii) the remaining items of
Work that have to be completed before final payment, (iii) provisions (to the extent not
already provided in the Contract Documents) establishing City’s and Design-Builder’s
responsibility for the Project’s security, maintenance, utilities and insurance pending final
payment and (iv) an acknowledgment that warranties commence to run on the date of
Substantial Completion, except as may otherwise by noted in the Certificate of
Substantial Completion.
6.5.2 Upon Substantial Completion of the entire Work or, if applicable, any portion of the
Work, City shall release to Design-Builder all retained amounts relating, as applicable, to
the entire Work or completed portion of the Work, less an amount equal to the reasonable
value of all remaining or incomplete items of Work as noted in the Certificate of
Substantial Completion.
6.5.3 City, at its option, may use a portion of the Work which has been determined to be
substantially complete, provided, however, that (i) a Certificate of Substantial
Completion has been issued for the portion of Work and addressing the items set forth in
Section 6.5.1 above, (ii) Design-Builder and City have obtained the consent of their
sureties and insurers, and to the extent applicable, the appropriate government authorities
having jurisdiction over the Project, and (iii) City and Design-Builder agree that City’s
use or occupancy will not interfere with Design-Builder’s completion of the remaining
Work.
6.6 Final Payment
6.6.1 After receipt of an Application for Final Payment from Design-Builder, City shall make
final payment by the time required in the Agreement, provided that Design-Builder has
completed all of the Work in conformance with the Contract Documents.
6.6.2 At the time of submission of its Application for Final Payment, Design-Builder shall
provide the following information:
.1 an affidavit that there are no claims, obligations, liens or stop notices outstanding
or unsatisfied for labor, services, material, equipment, taxes or other items
performed, furnished or incurred for or in connection with the Work which will
in any way affect City’s interests;
.2 a general release executed by Design-Builder waiving, upon receipt of final
payment by Design-Builder, all claims, except claims previously made in writing
to City and remaining unsettled at the time of final payment;
.3 consent of Design-Builder’s surety, if any, to final payment;
.4 all operating manuals, warranties and other deliverables required by the Contract
Documents; and
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.5 certificates of insurance confirming that required coverage will remain in effect
consistent with the requirements of the Contract Documents.
6.6.3 Upon making final payment, City waives all claims against Design-Builder except claims
relating to (i) Design-Builder’s failure to satisfy its payment obligations, if such failure
affects City’s interests, (ii) Design-Builder’s failure to complete the Work consistent with
the Contract Documents, including defects appearing both before and after Substantial
Completion and (iii) the terms of any special warranties required by the Contract
Documents.
Article 7
Indemnification
7.1 Patent and Copyright Infringement
7.1.1 Design-Builder shall defend any action or proceeding brought against City based on any
claim that the Work, or any part thereof, or the operation or use of the Work or any part
thereof, constitutes infringement of any United States patent or copyright, now or
hereafter issued. City shall give prompt written notice to Design-Builder of any such
action or proceeding and will reasonably provide authority, information and assistance in
the defense of same. Design-Builder shall indemnify and hold harmless City from and
against all damages and costs, including but not limited to attorneys’ fees and expenses
awarded against City or Design-Builder in any such action or proceeding. Design-Builder
shall keep City informed of all developments in the defense of such actions.
7.1.2 If City is enjoined from the operation or use of the Work, or any part thereof, as the result
of any patent or copyright suit, claim, or proceeding, Design-Builder shall at its sole
expense take reasonable steps to procure the right to operate or use the Work. If Design-
Builder cannot so procure such right within a reasonable time, Design-Builder shall
promptly, at Design-Builder’s option and at Design-Builder’s expense, (i) modify the
Work so as to avoid infringement of any such patent or copyright or (ii) replace said
Work with Work that does not infringe or violate any such patent or copyright.
7.1.3 Sections 7.1.1 and 7.1.2 above shall not be applicable to any suit, claim or proceeding
based on infringement or violation of a patent or copyright (i) relating solely to a
particular process or product of a particular manufacturer specified by City and not
offered or recommended by Design-Builder to City or (ii) arising from modifications to
the Work by City or its agents after acceptance of the Work. If the suit, claim or
proceeding is based upon events set forth in the preceding sentence, City shall defend,
indemnify and hold harmless Design-Builder to the same extent Design-Builder is
obligated to defend, indemnify and hold harmless City in Section 7.1.1 above.
7.1.4 The obligations set forth in this Section 7.1 shall constitute the sole agreement between
the Parties relating to liability for infringement of violation of any patent or copyright.
7.2 Design-Builder’s Indemnification for Professional Design Services
7.2.1 In connection with its professional design services, and to the fullest extent permitted by
law, Design-Builder shall protect, indemnify, defend and hold harmless City, its Council
members, officers, employees and agents (each an “Indemnified Party”) from and against
any and all demands, claims, or liability of any nature, including death or injury to any
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person, property damage or any other loss, including all costs and expenses of whatever
nature including attorneys fees, expert fees, court costs and disbursements (“Claims”)
that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct
of Design-Builder or any of its officers, employees, subconsultants, agents or contractors
in the performance of its professional design services under the Agreement, regardless of
whether or not it is caused in part by an Indemnified Party.
7.2.2 If an employee of Design-Builder, Design Consultants, Subcontractors, anyone employed
directly or indirectly by any of them or anyone for whose acts any of them may be liable
has a claim against City, its officers, directors, employees, or agents, Design-Builder’s
indemnity obligation set forth in Section 7.2.1 above shall not be limited by any
limitation on the amount of damages, compensation or benefits payable by or for Design-
Builder, Design Consultants, Subcontractors, or other entity under any employee benefit
acts, including workers’ compensation or disability acts.
7.3 Design-Builder’s General Indemnification
7.3.1 In connection with all claims not covered by Section 7.2 above, and to the fullest extent
permitted by law, Design-Builder shall protect, indemnify, defend and hold harmless
City, its Council members, officers, employees and agents (each an “Indemnified Party”)
from and against any and all demands, claims, or liability of any nature, including death
or injury to any person, property damage or any other loss, including all costs and
expenses of whatever nature including attorneys fees, expert fees, court costs and
disbursements (“Claims”) resulting from, arising out of or in any manner related to
performance or nonperformance by Design-Builder, Design Consultants, Subcontractors,
anyone employed directly or indirectly by any of them or anyone for whose acts any of
them may be liable, regardless of whether or not it is caused in part by an Indemnified
Party.
.1 Notwithstanding the above, nothing in this Section 7.3 shall be construed to
require Design-Builder to indemnify an Indemnified Party from Claims arising
from the active negligence, sole negligence or willful misconduct of an
Indemnified Party.
.2 The acceptance of Design-Builder’s services and duties by City shall not operate
as a waiver of the rights of indemnification. The provisions of this Section 7.3
shall survive the expiration or early termination of the Agreement.
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7.4 City’s General Indemnification
7.4.1 City, to the fullest extent permitted by law, shall indemnify, hold harmless and defend
Design-Builder and any of Design-Builder’s officers, directors, employees, or agents
from and against claims, losses, damages, liabilities, including attorneys’ fees and
expenses, for bodily injury, sickness or death, and property damage or destruction (other
than to the Work itself) to the extent resulting from the sole negligent acts or omissions of
City’s separate contractors or anyone for whose acts any of them may be liable.
Article 8
Time
8.1 Obligation to Achieve the Contract Times
8.1.1 Design-Builder will commence performance of the Work and achieve the Contract
Time(s) in accordance with Article 5 of the Agreement.
8.2 Delays to the Work
8.2.1 If Design-Builder is delayed in the performance of the Work due to acts, omissions,
conditions, events, or circumstances beyond its control and due to no fault of its own or
those for whom Design-Builder is responsible, the Contract Time(s) for performance
shall be reasonably extended by Change Order. By way of example, events that will
entitle Design-Builder to an extension of the Contract Time(s) include acts or
commissions of City or anyone under City’s control (including separate contractors),
changes in the Work, Differing Site Conditions, Hazardous Conditions, wars, floods,
labor disputes, unusual delay in transportation, epidemics abroad, earthquakes, adverse
weather conditions not reasonably anticipated, and other acts of God.
8.2.2 In addition to Design-Builder’s right to a time extension for events set forth in Section
8.2.1 above, Design-Builder shall also be entitled to an appropriate adjustment of the
Contract Price provided, however, that the Contract Price shall not be adjusted for events
set forth in Section 8.2.1 above that are beyond the control of both Design-Builder and
City, including the events of wars, floods, labor disputes, earthquakes, epidemics, adverse
weather conditions not reasonably anticipated, and other acts of God.
Article 9
Changes to the Contract Price and Time
9.1 Change Orders
9.1.1 A Change Order is a written instrument issued after execution of the Agreement signed
by City and Design-Builder, stating their agreement upon all of the following:
.1 The scope of a change in the Work;
.2 The amount of the adjustment, if any, to the Contract Price; and
.3 The extent of the adjustment, if any, to the Contract Time(s).
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9.1.2 All changes in the Work authorized by applicable Change Order shall be performed
under the applicable conditions of the Contract Documents. City and Design-Builder
shall negotiate in good faith and as expeditiously as possible the appropriate adjustment
for such changes.
9.1.3 If City requests a proposal for a change in the Work from Design-Builder and
subsequently elects not to proceed with the change, a Change Order shall be issued to
reimburse Design-Builder for reasonable costs incurred for estimating services, design
services and services involved the preparation of proposed revisions to the Contract
Documents.
9.2 Work Change Directives
9.2.1 A Work Change Directive is a written order prepared and signed by the City, directing a
change in the Work prior to agreement on an adjustment in the Contract Price and/or the
Contract Time(s).
9.2.2 City and Design-Builder shall negotiate in good faith and as expeditiously as possible the
appropriate adjustments for the Work Change Directive. Upon reaching an agreement,
the Parties shall prepare and execute an appropriate Change Order reflecting the terms of
the agreement.
9.3 Contract Price Adjustments
9.3.1 The increase or decrease in Contract Price resulting from a change in the Work shall be
determined by one or more of the following methods:
.1 Unit prices set forth in the Agreement or as subsequently agreed to between the
Parties;
.2 A mutually accepted, lump sum, properly itemized and supported by sufficient
substantiating data to permit evaluation by City;
.3 Other costs and fees set forth in the Agreement; and
.4 If an increase or decrease cannot be agreed to as set forth in items .1 through .3
above and City issues a Work Change Directive, the cost of the change of the
Work shall be determined by the reasonable expense and savings in the
performance of the Work resulting from the change. Design-Builder shall
maintain a documented, itemized accounting evidencing the expenses and
savings associated with such changes.
9.3.2 If unit prices are set forth in the Contract Documents or are subsequently agreed to by the
Parties, but application of such unit prices will cause substantial inequity to City or
Design-Builder because of differences in the character or quantity of such unit items as
originally contemplated, such unit prices shall be equitably adjusted.
9.3.3 If City and Design-Builder disagree upon whether Design-Builder is entitled to be paid
for any services required by City, or if there are any other disagreements over the scope
of Work or proposed changes to the Work, City and Design-Builder shall resolve the
disagreement pursuant to Article 10 hereof. As part of the negotiation process, Design-
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Builder shall furnish City with a good faith estimate of the costs to perform the disputed
services in accordance with City’s interpretations. If the Parties are unable to agree and
City expects Design-Builder to perform the services in accordance with City’s
interpretations, Design-Builder shall proceed to perform the disputed services,
conditioned upon City issuing a written order to Design-Builder (i) directing Design-
Builder to proceed and (ii) specifying City’s interpretation of the services that are to be
performed. If this occurs, Design-Builder shall be entitled to submit in its Applications
for Payment an amount equal to fifty percent (50%) of its reasonable estimated direct cost
to perform the services, and City shall pay such amounts, with the express understanding
that (i) such payment by City does not prejudice City’s right to argue that it has no
responsibility to pay for such services and (ii) receipt of such payment by Design-Builder
does not prejudice Design-Builder’s right to seek full payment of the disputed services if
City’s order is deemed to be a change to the Work.
9.4 Emergencies
9.4.1 In any emergency affecting the safety of persons and/or property, Design-Builder shall
act, in its reasonable discretion, to prevent threatened damage, injury or loss to persons or
property. Any change in the Contract Price and/or Contract Time(s) on account of
emergency work shall be determined as provided in this Article 9.
Article 10
Contract Adjustments and Disputes
10.1 Requests for Contract Adjustments and Relief
10.1.1 If either Design-Builder or City believes that it is entitled to relief against the other for
any event arising out of or related to the Work or Project, such party shall provide written
notice to the other party of the basis for its claim for relief. Such notice shall, if possible,
be made prior to incurring any cost or expense and in accordance with any specific notice
requirements contained in applicable sections of these General Conditions of Contract.
In the absence of any specific notice requirement, written notice shall be given within a
reasonable time, not to exceed ten (10) days, after the occurrence giving rise to the claim
for relief or after the claiming party reasonably should have recognized the event or
condition giving rise to the request, whichever is later. Such notice shall include
sufficient information to advise the other party of the circumstances giving rise to the
claim for relief, the specific contractual adjustment or relief requested and the basis of
such request.
10.2 Dispute Avoidance and Resolution
10.2.1 The Parties are fully committed to working with each other throughout the Project and
agree to communicate regularly with each other at all times so as to avoid or minimize
disputes or disagreements. If disputes or disagreements do arise, Design-Builder and
City each commit to resolving such disputes or disagreements in an amicable,
professional and expeditious manner so as to avoid unnecessary losses, delays and
disruptions to the Work.
10.2.2 Design-Builder and City will first attempt to resolve disputes or disagreements at the
field level through discussions between Design-Builder’s Representative and City’s
Representative.
City of Palo Alto C14149800 08154\CPA_DB-agmt.doc
10.2.3 If a dispute or disagreement cannot be resolved through Design-Builder’s Representative
and City’s Representative, Design-Builder’s Senior Representative and City’s Senior
Representative, upon the request of either party, shall meet as soon as conveniently
possible, but in no case later than thirty (30) days after such a request is made, to attempt
to resolve such dispute or disagreement. Prior to any meetings between the Senior
Representatives, the Parties will exchange relevant information that will assist the Parties
in resolving their dispute or disagreement.
10.2.4 If after meeting, the Senior Representatives determine that the dispute or disagreement
cannot be resolved on terms satisfactory to both parties, the Parties shall submit the
dispute or disagreement to non-binding mediation. The mediation shall be conducted by
a mutually agreeable impartial mediator, or if the Parties cannot so agree, a mediator
designed by the American Arbitration Association (“AAA”) pursuant to its Construction
Industry Mediation Rules. The mediation will be governed by and conducted pursuant to
a mediation agreement negotiated by the Parties or, if the Parties cannot so agree, by
procedures established by the mediator.
10.3 Arbitration
10.3.1 Any claims, disputes or controversies between the Parties arising out of or relating to the
Agreement, or the breach thereof, which have not been resolved in accordance with the
procedures set forth in Section 10.2 above shall be decided by arbitration in accordance
with the Construction Industry Arbitration Rules of the AAA then in effect, unless the
Parties mutually agree otherwise.
10.3.2 The award of the arbitrator(s) shall be final and binding upon the Parties without the right
of appeal to the courts. Judgment may be entered upon it in accordance with applicable
law by any court having jurisdiction thereof.
10.3.3 Design-Builder and City expressly agree that any arbitration pursuant to this Section 10.3
may be joined or consolidated with any arbitration involving any other person or entity (i)
necessary to resolve the claim, dispute or controversy, or (ii) substantially involved in or
affected by such claim, dispute or controversy. Both Design-Builder and City will
include appropriate provisions in all contracts they execute with other parties in
connection with the Project to require such joinder or consolidation.
10.3.4 The prevailing party in any arbitration, or any other final, binding dispute proceeding
upon which the Parties may agree, shall be entitled to recover from the other party
reasonable attorneys’ fees and expenses incurred by the prevailing party.
10.4 Duty to Continue Performance
10.4.1 Unless provided to the contrary in the Contract Documents, Design-Builder shall
continue to perform the Work and City shall continue to satisfy its payment obligations to
Design-Builder, pending the final resolution of any dispute or disagreement between
Design-Builder and City.
City of Palo Alto C14149800 08154\CPA_DB-agmt.doc
Article 11
Stop Work and Termination for Cause
11.1 City’s Right to Stop Work
11.1.1 City may, without cause and for its convenience, order Design-Builder in writing to stop
and suspend the Work.
11.1.2 Design-Builder is entitled to an adjustment of the Contract Price and/or Contract Time(s)
if its cost or time to perform the Work has been adversely impacted by any suspension or
stoppage of work by City.
11.2 City’s Right to Perform and Terminate for Cause
11.2.1 If Design-Builder persistently fails to (i) provide a sufficient number of skilled workers,
(ii) supply the materials required by the Contract Documents, (iii) comply with applicable
Legal Requirements, (iv) timely pay, without cause, Design Consultants or
Subcontractors, (v) prosecute the Work with promptness and diligence to ensure that the
Work is completed by the Contract Time(s), as such times may be adjusted, or (vi)
perform material obligations under the Contract Documents, then City, in addition to any
other rights and remedies provided in the Contract Documents or by law, shall have the
rights set forth in Sections 11.2.2 and 11.2.3 below.
11.2.2 Upon the occurrence of an event set forth in Section 11.2.1 above, City may provide
written notice to Design-Builder that it intends to terminate the Agreement unless the
problem cited is cured, or commenced to be cured, within seven (7) days of Design-
Builder’s receipt of such notice. If Design-Builder fails to cure, or reasonably commence
to cure, such problem, then City may give a second written notice to Design-Builder of
its intent to terminate within an additional seven (7) day period. If Design-Builder,
within such second seven (7) day period, fails to cure, or reasonably commence to cure,
such problem, then City may declare the Agreement terminated for default by providing
written notice to Design-Builder of such declaration.
11.2.3 Upon declaring the Agreement terminated pursuant to Section 11.2.2 above, City may
enter upon the premises and take possession, for the purpose of completing the Work, of
all materials, equipment, scaffolds, tools, appliances and other items thereon, which have
been purchased or provided for the performance of the Work, all of which Design-
Builder hereby transfers, assigns and sets over to City for such purpose, and to employ
any person or persons to complete the Work and provide all of the required labor,
services, materials, equipment and other items. In the event of such termination, Design-
Builder shall not be entitled to receive any further payments under the Contract
Documents until the Work shall be finally completed in accordance with the Contract
Documents. At such time, if the unpaid balance of the Contract Price exceeds the cost
and expense incurred by City in completing the Work, such excess shall be paid by City
to Design-Builder. Notwithstanding the preceding sentence, if the Agreement establishes
a Guaranteed Maximum Price, Design-Builder will only be entitled to be paid for Work
performed prior to its default. Design-Builder is only entitled to be paid for Work
performed prior to its default regardless of whether the Agreement establishes a
Guaranteed Maximum Price, whether a Guaranteed Maximum Price is established after
the Agreement, or whether the Work was performed on a fixed fee basis. If City’s cost
and expense of completing the Work exceeds the unpaid balance of the Contract Price,
City of Palo Alto C14149800 08154\CPA_DB-agmt.doc
then Design-Builder shall be obligated to pay the difference to City. Such costs and
expenses shall include not only the costs of completing the Work, but also losses,
damages, costs and expense, including attorneys’ fees and expenses, incurred by City in
connection with the re-procurement and defense of claims arising from Design-Builder’s
default.
11.2.4 If City improperly terminates the Agreement for cause, the termination for cause will be
converted to a termination for convenience in accordance with the provisions of Section
11.3 of these General Conditions of Contract.
11.3 City’s Right to Terminate for Convenience
11.3.1 Upon ten (10) days written notice to Design-Builder, the City may, for its convenience
and without cause, elect to terminate the Agreement without liability to Design-Builder.
In such event, the City shall pay Design-Builder for the following:
.1 All labor and materials supplied to the Project up to the date of termination,
unpaid but earned portions of fees to Design-Builder, Subcontractors and Sub-
Subcontractors.
11.3.2 If the City terminates the Agreement pursuant to Section 11.3.1 above and proceeds to
design and construct the Project through its employees, agents or third parties, the City’s
right to use the Work Product shall be as set forth in Section 4.3 of the Agreement.
11.4 Design-Builder’s Right to Terminate for Cause
11.4.1 Design-Builder, in addition to any other rights and remedies provided in the Contract
Documents or by law, may terminate the Agreement for cause for the following reasons:
.1 The Work has been stopped for sixty (60) consecutive days, or more than ninety
(90) days during the duration of the Project, because of court order, any
government authority having jurisdiction over the Work, or orders by City under
Section 11.1.1 hereof, provided that such stoppages are not due to the acts or
omissions of Design-Builder or anyone for whose acts Design-Builder may be
responsible.
.2 City’s failure to provide Design-Builder with any information, permits or
approvals that are City’s responsibility under the Contract Documents which
result in the Work being stopped for sixty (60) consecutive days, or more than
ninety (90) days during the duration of the Project, even though City has not
ordered Design-Builder in writing to stop and suspend the Work pursuant to
Section 11.1.1 hereof.
11.4.2 Upon the occurrence of an event set forth in Section 11.4.1 above, Design-Builder may
provide written notice to City that it intends to terminate the Agreement unless the
problem cited is cured, or commenced to be cured, within thirty (30) days of City’s
receipt of such notice. If City fails to cure, or reasonably commence to cure, such
problem, then Design-Builder may give a second written notice to City of its intent to
terminate within an additional thirty (30) day period. If City, within such second thirty
(30) day period, fails to cure, or reasonably commence to cure, such problem, then
Design-Builder may declare the Agreement terminated for default by providing written
City of Palo Alto C14149800 08154\CPA_DB-agmt.doc
notice to City of such declaration. In such case, Design-Builder shall be entitled to
recover in the same manner as if City had terminated the Agreement for its convenience
under Section 11.3 hereof.
11.5 Bankruptcy of City or Design-Builder
11.5.1 If either City or Design-Builder institutes or has instituted against it a case under the
United States Bankruptcy Code (such party being referred to as the “Bankrupt Party”),
such event may impair or frustrate the Bankrupt Party’s ability to perform its obligations
under the Contract Documents. Accordingly, should such event occur:
.1 The Bankrupt Party, its trustee or other successor, shall furnish, upon request of
the non-Bankrupt Party, adequate assurance of the ability of the Bankrupt Party
to perform all future material obligations under the Contract Documents, which
assurances shall be provided within ten (10) days after receiving notice of the
request; and
.2 The Bankrupt Party shall file an appropriate action within the bankruptcy court to
seek assumption or rejection of the Agreement within sixty (60) days of the
institution of the bankruptcy filing and shall diligently prosecute such action.
If the Bankrupt Party fails to comply with its foregoing obligations, the non-Bankrupt
Party shall be entitled to request the bankruptcy court to reject the Agreement, declare the
Agreement terminated and pursue any other recourse available to the non-Bankrupt Party
under this Article 11.
11.5.2 The rights and remedies under Section 11.5.1 above shall not be deemed to limit the
ability of the non-Bankrupt Party to seek any other rights and remedies provided by the
Contract Documents or by law, including its ability to seek relief from any automatic
stays under the United States Bankruptcy Code.
Article 12
Miscellaneous
12.1 Assignment
12.1.1 Neither Design-Builder nor City shall, without the written consent of the other, assign,
transfer or sublet any portion or part of the Work or the obligations required by the
Contract Documents. Any attempted assignment, transfer or sublet without such written
consent shall be void and confer no rights upon any third person and shall constitute a
default under the Contract Documents.
12.2 Successorship
12.2.1 Design-Builder and City acknowledge that the provisions of the Contract Documents are
binding upon the Parties, their employees, agents, heirs, successors and assigns.
12.3 Governing Law
12.3.1 The Agreement and all Contract Documents shall be governed by the laws of the state of
California.
City of Palo Alto C14149800 08154\CPA_DB-agmt.doc
12.4 Severability
12.4.1 If any provision or any part of a provision of the Contract Documents shall be finally
determined to be superseded, invalid, illegal, or otherwise unenforceable pursuant to any
applicable Legal Requirements, such determination shall not impair or otherwise affect
the validity, legality, or enforceability of the remaining provision or parts of the provision
of the Contract Documents, which shall remain in full force and effect as if the
unenforceable provision or part were deleted.
12.5 No Waiver
12.5.1 The failure of either Design-Builder or City to insist, in any one or more instances, on the
performance of any of the obligations required by the other under the Contract
Documents shall not be a construed as a waiver or relinquishment of such obligation or
right with respect to future performance.
12.6 Headings
12.6.1 The headings used in these General Conditions of Contract, or any other Contract
Document, are for ease of reference only and shall not in any way be construed to limit or
alter the meaning of any provisions.
12.7 Notice
12.7.1 Whenever the Contract Documents require that notice be provided to the other party,
notice will be deemed to have been validly given (i) if delivered in person to the
individual intended to receive such notice, (ii) four (4) days after being sent by registered
or certified mail, postage prepaid to the address indicated in the Agreement or (iii) if
transmitted by facsimile, by the time stated in a machine generated confirmation that
notice was received at the facsimile number of the intended recipient.
12.8 Amendments
12.8.1 The Contract Documents may not be changed, altered, or amended in any way except in
writing signed by a duly authorized representative of each party.
City of Palo Alto C14149800 08154\CPA_DB-agmt.doc
Exhibit B
SCOPE OF WORK/SERVICES
REQUEST FOR PROPOSALS FOR DESIGN-BUILD SERVICES FOR EVALUATION,
ANALYSIS, RECOMMENDATION, DESIGN, AND INSTALLATION OF STAGE
LIGHTING DIMMER CONTROL UPGRADES AT THE CITY OF PALO ALTO
CUBBERLEY COMMUNITY THEATER CIP PROJECT CC-09001
BACKGROUND
The Cubberley Community Theater is located at 4000 Middlefield Road, Palo Alto. The
existing lighting control system was installed in the early 1980s and is outdated and in
need of renovation.
Design-Build Delivery
The delivery method for this project is “design-build”. This method for contracting by an
entity under a single contract of responsibility with an owner for both design and
construction, where services within the scope of the practice of professional engineering
as defined by the laws of the State of California, are performed by an engineer duly
registered in the State of California; and where services within the scope of construction
contracting, as defined by the laws of the State of California, are performed by a
contractor qualified and licensed under the applicable statues.
A. System Overview
The scope of work provided by this Agreement canvases the tasks associated
with the (1) removal of the existing dimmer system and patch bay, (2) the
purchase and installation of a new dimmer system and pass-through electrical
panel, and (3) replacement of the existing three-phase 300 amp fused service
and conductors feeding it with a 300 amp circuit breaker system compatible with
the rest of the facilities. The new dimmer system must be digital (as opposed to
the existing analog dimmers) and capable of one-to-one soft patching via the
existing ETC lighting control console.
Alternately, it may very well be that new dimmers alone will not function with the
remainder of the existing lighting system given both the power restrictions and
the conversion from analog to digital equipment. The design-build vendor should
then specify and install newer lighting technologies and alternative
dimming/lighting combinations that will more effectively conserve energy and
meet the needs of the theater.
The Contractor shall notify the City in writing within five (5) business days if and
when they discover any condition that will affect the contract amount or project
completion date.
B. Installation Requirements and Specifications
The installation of the system must be completed in a manner such that the
functionality of other theatre systems (e.g., sound effects system) is not
negatively affected. The system shall not be installed in a manner that
compromises the functionality or aesthetics of the facility. This project is
comprehensive in nature, and thus, it is mandatory that Contractor furnishes and
installs a complete and operational dimmer system and pass-through electrical
panel. All system components must be fully installed and in working order, and
work will not be deemed complete until the Project Manager (or other authorized
City of Palo Alto C14149800 08154\CPA_DB-agmt.doc
City representative) signs off and verifies system functionality.
Contractor shall uninstall and remove the existing equipment from the facility; the
City shall retain possession of all components of the old system.
Appendix 1 contains the current circuit diagram; circuits notated D-## are direct-to-
dimmer circuits; the remainder go through the patch bay.
The existing dimmers (Teatronics Genesis) shall be replaced with ETC Sensor
dimmers (or equivalent). The facility is currently wired for ETCNet and DMX;
replacement dimmers should use these protocols, too.
The existing patch bay shall be demolished, and the number of dimmers shall be
increased to reach 1-to-1 equivalence with the number of circuits. Existing
dimmer-controlled circuits may be replaced with DMX-dimmable lighting
instruments, with appropriate control and power infrastructure (or similar flexible
dimming equipment).
The existing houselights control shall be replaced, or bridged to new dimmers.
The existing fused disconnect and conductors shall be replaced with a new
circuit breaker disconnect of same amperage and conductors.
Appendix 2 contains manufacturer cut sheets for preferred equipment to be
supplied for this project.
C. Provision of Supplies, Materials, and Equipment
This RFP is inclusive of both parts and labor. All dimmer and lighting system
components (or their substitutes) identified in Section B of this scope of services
shall be sourced and provided by the winning bidder. Accordingly, bids should
be all-inclusive.
D. Scheduling and timing of installation of dimming and lighting system
The aforementioned dimming and lighting system shall be installed within the
period of 09/09/2013 and 10/16/2013. It is imperative that all procurement,
preparation, and planning activities sufficiently in advance of this installation
timeframe. This installation frame is critical because the facility has planned
usage during other dates. If this timeframe cannot be adhered to, bidders are
advised against submitting bids. In any case, bids should clearly state that the
vendor can perform the work during this period. Any change to these dates
requires the City’s express approval.
During this installation period, and any other occasions upon which the
Contractor must visit the Cubberley Community Theatre, work hours shall be
restricted to 7:30 a.m. through 4 p.m., Monday through Friday, excluding City
holidays. Any other work shifts, such as weekends, holidays or changes in work
hours, must be approved in writing by the Project Manager at least 48 hours in
advance and with no additional compensation.
E. Additional terms governing dimming and lighting system installation services
Pre-installation inspection: Contractor shall inspect areas in which work will be
performed, prior to commencement of work. Contractor shall prepare a listing of
City of Palo Alto C14149800 08154\CPA_DB-agmt.doc
damage to structure, surfaces, or equipment that could be misconstrued as
damage resulting from the work. Please photograph or videotape existing
conditions, as necessary, to document conditions.
Warranty: The Contractor shall guarantee all labor, workmanship, and materials
associated with the installation for a period of two years following the City’s final
acceptance of the work. This warranty does not include installed products and
equipment that are covered by manufacturer or supplier warranty, but does
include incidental supplies/materials provided by the Contractor for the
installation (e.g., rigging materials, cable-concealing pipes, etc.). During this two
year period, Contractor shall provide labor and materials required to repair or
replace defects at no cost to the City.
Governing Standards and Codes: The following standards and codes shall be
adhered to:
All applicable Local and State codes and regulations
Standards outlined within these contract documents
All applicable ANSI/EIA/TIA standards
National Electric Code (NEC)
National Fire Protection Association (NFPA)
APS low voltage tech spec
Installation Protocol: All work shall be coordinated with the Project Manager, or
other designated City representative.
Contractor shall be responsible for repair of any and all damage caused during
the work.
Before ordering installation materials or doing any project work, Contractor shall
verify all measurements and be responsible for correctness of installation. No
extra charge or compensation will be allowed for duplicate work or material
required because of unverified differences between actual and planned
dimensions. Any discrepancies bearing substantial cost implications shall be
submitted in writing for consideration before proceeding with the project work.
Contractor shall comply with manufacturer's recommendations, procedures and
standards for the assembly and operation of the systems. This includes following
all manufacturer installation recommendations for all equipment, hardware,
materials and cables. Contractor shall submit a written recommendation to the
Project Manager should they deem that deviation from these published
recommendations is warranted.
Failure to follow appropriate guidelines for installation of the system will require
the Contractor to provide, in a timely fashion, the additional material and labor
necessary to rectify the situation.
Upon completion of the work, the contractor must demonstrate acceptable
system performance, in the presence of the Project Manager and other City
representatives.
Contractor shall provide any and all software, manuals, and other documentation
to the Project Manager at the completion of the project.
Fire Code and Fire Safety Requirements: If a new penetration or modification
is required of the facility, Contractor shall stop all work and apprise the Project
Manager. All penetrations and alterations to the building/facility are strictly
City of Palo Alto C14149800 08154\CPA_DB-agmt.doc
controlled to meet or exceed the existing fire codes and fire safety requirements.
Final electronic “as-built” diagram documents shall be provided to the City based
on standards developed by and between the Contractor and Project Manager.
Contractor shall furnish all documents prior to final payment.
F. Tasks
The Contractor shall perform the following tasks, at a minimum, as part of the design-build
for this Project:
1. The Contractor shall survey the existing conditions including the lighting and
lighting control (dimmers, patch bay, and houselights) along with the electrical
system supplying the equipment.
2. The Contractor shall provide alternate solutions for replacement of the
existing dimmers/patch bay or entire system along with cost and justification
for each recommendation.
3. The Contractor shall prepare plans and specifications and obtain a building
permit from the City of Palo Alto Planning, Building and Fire Department.
4. The Contractor shall uninstall and remove the existing equipment from the
facility; the City shall retain possession of all components of the old system.
5. The Contractor shall furnish and install a complete and operational dimmer
system and pass-through electrical panel. All system components must be
fully installed and in working order, and work will not be deemed complete
until the Project Manager (or other authorized City representative) signs off
and verifies system functionality. This project should have no effect on
external (i.e., non-lighting) systems. Thus, the installation of the system must
be completed in a manner such that the functionality of other theatre systems
(e.g., sound effects system, monitoring system, non-lighting electrical
systems) is not negatively affected. The system shall not be installed in a
manner that compromises the functionality or aesthetics of the facility.
G. Meetings and Reimbursables
The cost of meeting with staff and outside agencies is considered as included in this
proposal. Reimbursable expenses, such as travel, permits, telephone and computer
costs, copying and other administrative costs are considered as included in this
proposal.
H. Hazardous Materials
No hazardous material removal is anticipated for this site. If, however, testing or
removal is required, the Contractor may be authorized to proceed with this work at a
price to be negotiated between City and Contractor. Authorization from the City shall be
in writing, prior to any work being performed.
I. Additional Services
Additional services may include, but are not limited to: additional construction work due
to unforeseen underground conditions, changes to the scope that trigger additional
costs, etc. Approval of Additional Services by the City shall be authorized in advance, in
writing.
J. Duration
The dimmer and lighting system shall be tested and ready for use prior to 10/16/2013.
City of Palo Alto C14149800 08154\CPA_DB-agmt.doc
Attachment B
Appendix 1 – Reference Plans
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City of Palo Alto C14149800 08154\CPA_DB-agmt.doc
Attachment B
Appendix 2 – Preferred Equipment
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ETC Senso~+ Racks
Sensor+ Series
SPECIFICATIO NS ADDI TIONAL INFORMATION
GENERAL Compatible Dimmer Modules
• Radl availaDie in foul sOzes SR;' 6modultos,12dimm ... ma";room SENSOR STANDARD NODULES
• $R12+ 12 modu~. 2~ djm~ mal<imum MODEL OES(lIIPTlON • 5R24+ 24 moduIe~. 43 dimmers l'!Wtimum
• SR~8+ 48 mod .... es. 96 dimmers m<OOmum 01S1020 Dual lSA120A [);mmer Module -350jJS · Dual dtoO$ity (two dimmers pt, modlllel, single d~ty ....:I Q1SEI020e O",,11SA12OA [);mmer Moduk!-500pS hal( dMlity dimrne< I'I"ICdJII!5 aViilable · Operoting tempera1l.O'e: ().4{)"( f n·l()4"f ,-S;~SOAomrTll!<Module -500¢-Af
Dimmer """'" !iVAC ~1emS must at all tirr>6 rmint.,;n 0100AF' Hill! l00A Oimmer Mod.Ile SOC:l\,6-Af 1~ !1)«ifie<J ~mbient l1!"'I)!!'~Wre al t~ dimlN'< (..;k
Dimming 5~tem5 oper;l1ir.g within 10 d~fEfl F of me SENSOR SPECIAL PURPOSE MODULES
uwer or lowe< ~ralure limits mtlS! sttiClI)o follow U' Dual lOA Low Wattig@ Dirrmer Module ins!allation and Ojlefation guideijoes to operal~ reliably.
• Relat .... humidity: 3()'90% non<ondensir.g UN Single IDA low Wattage fl..omo:enl
• All raru Uland cUlllSTED Oimm~, Mod<k
• UL924 LlSTIO for B)PaSSoperation
MECHANICAL D15FI02Of Sill4]1e 15A12OA Fluorescent Dimmer Modul~
· Rugged 16-gauge Itffl CI.lrntructioo Rt5lR20 Dual 15A12OA R~"Y Modulo
• Fil1~"text\Jred" \O'~Id>-,6istlOt. epoxy paint ((15JC(20 Oual15A12OA CCl<lnilflt Ciftuit 6'eoli<e, Module • SR6+ 30d SR12+ uses wall mount imUlll.1tioo
• SR24+ Colrl bewail o,pcde\~ mounted MM Ail; Flew Module
• SR48+ is flO(), m(lumed ·1"if.<Iornity""'""'"''''''twl""","~sI<r~ • TOIl arod bottom rooduit access through rem<lV,v;!e pol""'!
(SI<48+) IY lro:Xl<oua (SR&<-. SRI2+. and SR24+) · No tools required lor module removal 01 in~tallation Control Modules · Keyed module slots Prellel1t io5enion of inapp'''I=riate
mod,Je typeS I MODEL I DESCRIPTION I · Front ~s to all wiring and te,mina\'oons I CEM+ · Full height Iockiog doot Cootrol Ek!ruonics Module. · Elettmstatic ~ir fi~e' easily .. rn<I'I'f.'d lrom door 101
periodic ck>armg load Wiring lug Capadty • High tlficlerrcy cooling systtm with a·,llow sensor
• HighYisibility LED ~a1lJ'; tN.",oo CONNECTION WIRE SIZE ELECTRICAL · SR6+. SRI2+ and SR24+ ac::~ tOA. tSA.20A,olrldSOAkJgs 4 AWG M!.>t (I6mm'l
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08154\CPA_
_DB-agmt.doc
City o
of Palo Alto CC14149800
08154\CPA_
_DB-agmt.doc
City o
of Palo Alto CC14149800
08154\CPA_
_DB-agmt.doc
City of Palo Alto C14149800 08154\CPA_DB-agmt.doc
EXHIBIT C
SCHEDULE OF PERFORMANCE
Milestone: Approx. Date:
Design/Construction Phase ( 21 days)
Award of contract August 19, 2013
Design Start- Notice to Proceed August 26, 2013
Notice of Completion October 17, 2013
City of Palo Alto C14149800 08154\CPA_DB-agmt.doc
EXHIBIT D
COMPENSATION
The City agrees to compensate Design-Builder for professional services performed in accordance
with the terms and conditions of this Agreement, and as set forth in the budget schedule below.
Compensation shall be calculated based on the hourly rate schedule attached as Exhibit C up to the
not to exceed budget amount for each task set forth below.
The compensation to be paid to Design-Builder under this Agreement for all services described in
Exhibit A (“Services”) and reimbursable expenses shall not exceed one hundred twenty thousand
dollars ($120,000.00). Design-Builder agrees to complete all Services, including reimbursable
expenses, within this amount. In the event City authorizes any Additional Services, the maximum
compensation shall not exceed twelve thousand dollars ($12,000.00). Any work performed or
expenses incurred for which payment would result in a total exceeding the maximum amount of
compensation set forth herein shall be at no cost to City.
Design-Builder shall perform the tasks and categories of work as outlined and budgeted below. The
City’s Representative may approve, in writing, the transfer of budget amounts between any of the
tasks or categories listed below provided the total compensation for the Services, including
reimbursable expenses, does not exceed $120,000 and the total compensation for Additional
Services does not exceed $12,000.
City of Palo Alto C14149800 08154\CPA_DB-agmt.doc
Exhibit E-1
CONTRACTOR’S PERFORMANCE SURETY BOND
WHEREAS, the City Council of the City of Palo Alto, State of California
(“City”) and , (“Principal”) have entered into an agreement dated
, and identified as , which is hereby referred to and made a part hereof
whereby Principal agrees to install and complete certain designated public improvements;
and
WHEREAS, Principal is required under the terms of said agreement to furnish a
surety bond for the faithful performance of said agreement.
NOW, THEREFORE, Principal and
_______________________________________________, as Surety, incorporated under
the Laws of the State of , and duly authorized to transact business as an admitted
surety, under the Laws of the State of California, are held and firmly bound unto City in
the penal sum of dollars ($ ), for the payment whereof Principal and Surety
bind themselves, their heirs, executors, administrators, successors, and assigns, jointly
and severally, firmly by these presents.
The condition of this obligation is such that if the Principal, Principal’s heirs, executors,
administrators, successors, or assigns shall promptly and faithfully keep and perform the
covenants, conditions, and provisions of the above-mentioned agreement and any
alteration thereof, with or without notice to the Surety, and if Principal shall satisfy all
claims and demands incurred under such agreement and shall fully protect, indemnify,
defend, and hold harmless City, its officers, agents, and employees from all claims,
demands, or liabilities which may arise by reason of Principal’s failure to do so, and shall
reimburse and repay City all outlay and expenses which City may incur in making good
any default, then this obligation shall be null and void; otherwise, it shall remain in full
force and effect.
City of Palo Alto C14149800 08154\CPA_DB-agmt.doc
As part of the obligations secured hereto, and in addition to the face amount specified
therefore, there shall be included costs and reasonable expenses and fees, including
reasonable attorney’s fees incurred by City in successfully enforcing such obligations, all
to be taxed as costs and included in any judgment rendered. Surety shall be liable for any
liquidated damages for which the Principal may be liable under its agreement with the
City, and such liquidated damages shall be part of the obligations secured hereto, and in
addition to the face amount specified therefore.
The Surety hereby stipulates and agrees that no change, extension of time, alteration, or
addition to the terms of the agreement or to the work to be performed thereunder or the
specifications accompanying the same, shall in any way affect its obligations on this
security, and it does hereby waive notice of any such change, extension of time,
alteration, or addition to the terms of the agreement or to the work or to the
specifications. Surety hereby waives the provisions of California Civil Code Section
2845 and 2849. The City is the principal beneficiary of this bond and has all rights of a
party hereto.
City of Palo Alto C14149800 08154\CPA_DB-agmt.doc
IN WITNESS WHEREOF, this instrument has been duly executed by the
Principal Surety above named on _______________, 20_____.
Phone Number:
Name of Surety
Signature of Surety
By: Its:
Typed or Printed Name Title
Name of Contractor/Principal
Signature of Contractor/Principal
By: Its:
Typed or Printed Name Title
City of Palo Alto C14149800 08154\CPA_DB-agmt.doc
CERTIFICATE OF ACKNOWLEDGMENT
(Civil Code § 1189)
STATE OF )
COUNTY OF )
On , before me, , a notary public in
and for said County, personally appeared , who proved to me on
the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to
the within instrument and acknowledged to me that he/she/they executed the same in
his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the
instrument the person(s), or the entity upon behalf of which the person(s) acted, executed
the instrument.
I certify under penalty of perjury under the laws of the State of California that the
foregoing paragraph is true and correct.
WITNESS my hand and official seal.
(Seal)
City of Palo Alto C14149800 08154\CPA_DB-agmt.doc
Exhibit E-1b
SUBCONTRACTOR’S PERFORMANCE SURETY BOND
WHEREAS, the City Council of the City of Palo Alto, State of California
(“City”) and , (“Principal”) have entered into an agreement dated
, and identified as , which is hereby referred to and made a part hereof
whereby Principal agrees to install and complete certain designated public improvements;
and
WHEREAS, Principal is required under the terms of said agreement to furnish a
surety bond for the faithful performance of said agreement.
NOW, THEREFORE, Principal and
_______________________________________________, as Surety, incorporated under
the Laws of the State of , and duly authorized to transact business as an admitted
surety, under the Laws of the State of California, are held and firmly bound unto City in
the penal sum of dollars ($ ), for the payment whereof Principal and Surety
bind themselves, their heirs, executors, administrators, successors, and assigns, jointly
and severally, firmly by these presents.
The condition of this obligation is such that if the Principal, Principal’s heirs, executors,
administrators, successors, or assigns shall promptly and faithfully keep and perform the
covenants, conditions, and provisions of the above-mentioned agreement and any
alteration thereof, with or without notice to the Surety, and if Principal shall satisfy all
claims and demands incurred under such agreement and shall fully protect, indemnify,
defend, and hold harmless City, its officers, agents, and employees from all claims,
demands, or liabilities which may arise by reason of Principal’s failure to do so, and shall
reimburse and repay City all outlay and expenses which City may incur in making good
any default, then this obligation shall be null and void; otherwise, it shall remain in full
force and effect.
City of Palo Alto C14149800 08154\CPA_DB-agmt.doc
As part of the obligations secured hereto, and in addition to the face amount specified
therefore, there shall be included costs and reasonable expenses and fees, including
reasonable attorney’s fees incurred by City in successfully enforcing such obligations, all
to be taxed as costs and included in any judgment rendered. Surety shall be liable for any
liquidated damages for which the Principal may be liable under its agreement with the
City, and such liquidated damages shall be part of the obligations secured hereto, and in
addition to the face amount specified therefore.
The Surety hereby stipulates and agrees that no change, extension of time, alteration, or
addition to the terms of the agreement or to the work to be performed thereunder or the
specifications accompanying the same, shall in any way affect its obligations on this
security, and it does hereby waive notice of any such change, extension of time,
alteration, or addition to the terms of the agreement or to the work or to the
specifications. Surety hereby waives the provisions of California Civil Code Section
2845 and 2849. The City is the principal beneficiary of this bond and has all rights of a
party hereto.
City of Palo Alto C14149800 08154\CPA_DB-agmt.doc
IN WITNESS WHEREOF, this instrument has been duly executed by the
Principal Surety above named on _______________, 20_____.
Phone Number:
Name of Surety
Signature of Surety
By: Its:
Typed or Printed Name Title
Name of Contractor/Principal
Signature of Contractor/Principal
By: Its:
Typed or Printed Name Title
City of Palo Alto C14149800 08154\CPA_DB-agmt.doc
CERTIFICATE OF ACKNOWLEDGMENT
(Civil Code § 1189)
STATE OF )
COUNTY OF )
On , before me, , a notary public in
and for said County, personally appeared , who proved to me on
the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to
the within instrument and acknowledged to me that he/she/they executed the same in
his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the
instrument the person(s), or the entity upon behalf of which the person(s) acted, executed
the instrument.
I certify under penalty of perjury under the laws of the State of California that the
foregoing paragraph is true and correct.
WITNESS my hand and official seal.
(Seal)
City of Palo Alto C14149800 08154\CPA_DB-agmt.doc
Exhibit E-2
CONTRACTOR’S PAYMENT (LABOR AND MATERIALS) SURETY BOND
WHEREAS, the City Council of the City of Palo Alto, State of California
(“City”) and , (“Principal”), have entered into an agreement dated
, and identified as (“Agreement”), which is hereby referred to and made a
part here of, whereby Principal agrees to install and complete certain designated public
improvements; and
WHEREAS, under the terms of said agreement, Principal is required before
entering upon the performance of the work to file a good and sufficient payment surety
bond with City to secure the claims to which reference is made in Title 15 (commencing
with Section 3082) of Part 4 of Division 3 of the Civil Code of the State of California.
NOW, THEREFORE, Principal and
________________________________________________, as Surety, incorporated
under the laws of the State of _______________________________, and duly authorized
to transact business as an admitted surety, under the Laws of the State of California, are
held and firmly bound unto City in the penal sum of dollars ($ ), this amount
being not less than one hundred percent of the total amount payable by the terms of the
Agreement per Civil Code section 3248(a), for the payment whereof Principal and Surety
bind themselves, their heirs, executors, administrators, successors, and assigns, jointly
and severally, firmly by these presents.
The condition of this obligation is such that if Principal, Principal’s
subcontractors, heirs, executors, administrators, successors, or assigns shall fail to pay
any of the persons, companies, or corporations, referred to in Section 3181 of the
California Civil Code, as amended, with respect to any work of labor performed or
materials supplied by any such persons, companies, or corporations, which work, labor,
or materials are covered by the above-mentioned agreement and any amendments,
changes, change order, additions, alterations, or modifications thereof, or any amounts
due under the California Unemployment Insurance Code with respect to such work or
labor, or for any amounts required to be deducted, withheld, and paid over to the
Employment Development Department from the wages of employees of the Principal and
its subcontractors pursuant to Section 13020 of the Unemployment Insurance Code, as
amended, with respect to such work and labor, the Surety will pay for the same, in an
amount not exceeding the sum herein above specified, and also, in case suit is brought
upon this bond, the Surety will pay reasonable attorney’s fees in an amount to be fixed by
the court.
City of Palo Alto C14149800 08154\CPA_DB-agmt.doc
It is hereby expressly stipulated and agreed that this surety bond shall inure to the
benefit of any and all persons, companies, and corporations entitled named in Section
3181 of the California Civil Code, as amended, so as to give a right of action to them or
their assigns in any suit brought upon this surety bond.
The Surety hereby stipulates and agrees that no amendment, change, change
order, addition, alteration, or modification to the terms of the agreement of the work to be
performed thereunder or the specifications accompanying the same, shall in any way
affect its obligations on this surety bond, and it does hereby waive notice of any such
amendment, change, change order, addition, alteration, or modification to the terms of the
agreement or to the work performed thereunder or to the specifications accompanying the
same. Surety hereby waives the provisions of California Civil Code Sections 2845 and
2849.
IN WITNESS WHEREOF, this instrument has been duly executed by the Surety
and Principal above named on ______________, 20___.
Phone Number:
Name of Surety
Signature of Surety
By: Its:
Typed or Printed Name Title
Name of Contractor/Principal
Signature of Contractor/Principal
By: Its:
Typed or Printed Name Title
City of Palo Alto C14149800 08154\CPA_DB-agmt.doc
CERTIFICATE OF ACKNOWLEDGMENT
(Civil Code § 1189)
STATE OF )
COUNTY OF )
On , before me, , a notary public in
and for said County, personally appeared , who proved to me on
the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to
the within instrument and acknowledged to me that he/she/they executed the same in
his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the
instrument the person(s), or the entity upon behalf of which the person(s) acted, executed
the instrument.
I certify under penalty of perjury under the laws of the State of California that the
foregoing paragraph is true and correct.
WITNESS my hand and official seal.
(Seal)
Attachment F
INSURANCE REQUIREMENTS
Rev. 11/07
CONTRACTORS TO THE CITY OF PALO ALTO (CITY), AT THEIR SOLE EXPENSE, SHALL FOR THE TERM OF THE CONTRACT
OBTAIN AND MAINTAIN INSURANCE IN THE AMOUNTS FOR THE COVERAGE SPECIFIED BELOW, AFFORDED BY COMPANIES
WITH AM BEST’S KEY RATING OF A-:VII, OR HIGHER, LICENSED OR AUTHORIZED TO TRANSACT INSURANCE BUSINESS
IN THE STATE OF CALIFORNIA.
AWARD IS CONTINGENT ON COMPLIANCE WITH CITY’S INSURANCE REQUIREMENTS, AS SPECIFIED, BELOW:
REQUIRED TYPE OF COVERAGE REQUIREMENT
MINIMUM LIMITS
EACH
OCCURRENCE AGGREGATE
YES
YES
WORKER’S COMPENSATION
EMPLOYER’S LIABILITY
STATUTORY
STATUTORY
YES
GENERAL LIABILITY, INCLUDING
PERSONAL INJURY, BROAD FORM
PROPERTY DAMAGE BLANKET
CONTRACTUAL, AND FIRE LEGAL
LIABILITY
BODILY INJURY
PROPERTY DAMAGE
BODILY INJURY & PROPERTY DAMAGE
COMBINED.
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
YES AUTOMOBILE LIABILITY,
INCLUDING ALL OWNED, HIRED,
NON-OWNED
BODILY INJURY
- EACH PERSON
- EACH OCCURRENCE
PROPERTY DAMAGE
BODILY INJURY AND PROPERTY DAMAGE,
COMBINED
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
YES
PROFESSIONAL LIABILITY,
INCLUDING, ERRORS AND
OMISSIONS, MALPRACTICE (WHEN
APPLICABLE), AND NEGLIGENT
PERFORMANCE
ALL DAMAGES $1,000,000
YES
THE CITY OF PALO ALTO IS TO BE NAMED AS AN ADDITIONAL INSURED: CONTRACTOR, AT ITS SOLE COST AND
EXPENSE, SHALL OBTAIN AND MAINTAIN, IN FULL FORCE AND EFFECT THROUGHOUT THE ENTIRE TERM OF ANY
RESULTANT AGREEMENT, THE INSURANCE COVERAGE HEREIN DESCRIBED, INSURING NOT ONLY CONTRACTOR AND ITS
SUBCONSULTANTS, IF ANY, BUT ALSO, WITH THE EXCEPTION OF WORKERS’ COMPENSATION, EMPLOYER’S LIABILITY AND
PROFESSIONAL INSURANCE, NAMING AS ADDITIONAL INSUREDS CITY, ITS COUNCIL MEMBERS, OFFICERS, AGENTS,
AND EMPLOYEES.
I. INSURANCE COVERAGE MUST INCLUDE:
A. A PROVISION FOR A WRITTEN THIRTY DAY ADVANCE NOTICE TO CITY OF CHANGE IN COVERAGE OR OF
COVERAGE CANCELLATION; AND
B. A CONTRACTUAL LIABILITY ENDORSEMENT PROVIDING INSURANCE COVERAGE FOR CONTRACTOR’S
AGREEMENT TO INDEMNIFY CITY.
C. DEDUCTIBLE AMOUNTS IN EXCESS OF $5,000 REQUIRE CITY’S PRIOR APPROVAL.
II. CONTACTOR MUST SUBMIT CERTIFICATES(S) OF INSURANCE EVIDENCING REQUIRED COVERAGE.
III. ENDORSEMENT PROVISIONS, WITH RESPECT TO THE INSURANCE AFFORDED TO “ADDITIONAL INSUREDS”
A. PRIMARY COVERAGE
Attachment F
INSURANCE REQUIREMENTS
Rev. 11/07
WITH RESPECT TO CLAIMS ARISING OUT OF THE OPERATIONS OF THE NAMED INSURED, INSURANCE AS AFFORDED BY
THIS POLICY IS PRIMARY AND IS NOT ADDITIONAL TO OR CONTRIBUTING WITH ANY OTHER INSURANCE CARRIED BY
OR FOR THE BENEFIT OF THE ADDITIONAL INSUREDS.
B. CROSS LIABILITY
THE NAMING OF MORE THAN ONE PERSON, FIRM, OR CORPORATION AS INSUREDS UNDER THE POLICY SHALL NOT, FOR
THAT REASON ALONE, EXTINGUISH ANY RIGHTS OF THE INSURED AGAINST ANOTHER, BUT THIS ENDORSEMENT, AND
THE NAMING OF MULTIPLE INSUREDS, SHALL NOT INCREASE THE TOTAL LIABILITY OF THE COMPANY UNDER THIS
POLICY.
C. NOTICE OF CANCELLATION
1. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR ANY REASON OTHER THAN THE
NON-PAYMENT OF PREMIUM, THE ISSUING COMPANY SHALL PROVIDE CITY AT LEAST A THIRTY
(30) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION.
2. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR THE NON-PAYMENT OF PREMIUM,
THE ISSUING COMPANY SHALL PROVIDE CITY AT LEAST A TEN (10) DAY WRITTEN NOTICE BEFORE
THE EFFECTIVE DATE OF CANCELLATION.
NOTICES SHALL BE MAILED TO:
PURCHASING AND
CONTRACT ADMINISTRATION
CITY OF PALO ALTO
P.O. BOX 10250
PALO ALTO, CA 94303.
Resolution No. 9347
Resolution of the Council of the City of Palo Alto Authorizing the Use
of a Design-Build Project Delivery Method for the Design and
Installation of a Dimmer Replacement and Lighting System for
Cubberley Community Theater (CIP CC-09001)
RECITALS
A. The City's Cubberley Community Theater (the "Theater") is a revenue-generating
focal point for community events in Palo Alto.
B. The Theater's existing analog dimming lighting system, installed in 1985, is now
sorely outdated, its functionality and utility is questionable, replacement parts are
no longer available, and the upgrading to a digital soft-patch dimming system will
modernize the Theater's lighting system, address any potential safety hazards.
C. The replacement of the existing dimming system and requires highly specialized
knowledge in the electrical engineering of theatrical lighting systems, which City
staff lacks.
D. The successful installation of a new dimming system normally includes the design at
no additional cost;
E. Palo Alto Municipal Code ("PAMC") section 2.30.300 recognizes that public works
projects, which include the improvement of any public building, or part thereof,
after adoption of a resolution may use 'design-build' as an acceptable alternate
project delivery method, as this will allow staff to advertise the project with
sufficient information for a specialized contractor-designer team to finalize the
design and proPose a fee for the total project.
F. The term "design-build" is defined by California Public Contracts Code section
20133(c)(2) as "a procurement process in which both the design and the
construction of a project are procured from a single entity."
G. The award of any contract for the Cubberley diming lighting project will not involve
or require any funding by bonded indebtedness of the City or by assessment against
any particular property of the City.
130611 dm 00710241
1
The Council ofthe City of Palo Alto RESOLVES as follows:
SECTION L Findings. The City Council finds and determines that each of the findings
set forth above are true and correct.
SECTION 2. Authorization for Design-Build Project Delivery Method. The Council
hereby determines that the findings noted above support the use ofa design-build project
delivery and solicitation method for the Dimmer System Replacement Project at the Cubberley
Community Theater.
SECTION 3. Criteria for Contract Award. City staff will select the design-build team
for contract award, using the following criteria:
II
II
II
II
II
II
II
II
(A) Quality and completeness of the proposal.
(B) Proposer's understanding ofthe scope of work outlined in the RFP.
(C) The proposer's stated work plan including: text, preliminary drawings, equipment
control strategies, etc.
(D) Quality of materials and equipment to be furnished, beyond what is required in the
proposal and on which the bid price was based.
(E) Any realistic and innovative ideas proposed.
(F) Evidence that the proposer can meet the schedule, such as from the description of
project management method or clarity of the work plan in terms of task detail and
interrelationship of the activities.
(G) Cost proposal.
(H) Staff experience on similar projects.
130611 dm 00710241
2
SECTION 4. The replacement of the dimmer system at the Cubberley Community
Theater is categorically exempt from the California Environmental Quality Act (CEQA) pursuant
to Section 15301, "existing facilities".
INTRODUCED AND PASSED: June 17, 2013
AYES: BERMAN, BURT, HOLMAN, KLEIN, KNISS, PRICE, SCHARFF, SCHMID, SHEPHERD
NOES:
ABSENT:
ABSTENTIONS:
APPROVED AS TO FORM:
~ . ~
Senior Assistant City Attorney .
130611 dm 00710241
3
City of Palo Alto (ID # 4004)
City Council Staff Report
Report Type: Consent Calendar Meeting Date: 8/19/2013
City of Palo Alto Page 1
Summary Title: State Lobbyist RFP
Title: Recommendation to Proceed with a Request for Proposals for State
Legislative Advocacy and to Return to the Policy & Services Committee with a
Recommendation on Final Contract Scope
From: City Manager
Lead Department: City Manager
Recommendation
1. Approve a recommendation from the Policy & Services Committee to hire a state lobbyist.
2. Approve the staff recommendation to issue a request for proposals (scope attached) for
state legislative advocacy services and return to the Policy & Services Committee for
direction on final contract scope of services.
Background
At the City Council’s April 1 meeting, during its discussion of the 2013 Federal and State
Legislative Program, the Council referred the issue of hiring a state lobbyist to the Policy &
Services Committee. On April 9, during the Committee’s discussion of its future meetings and
agendas, the Committee agreed that the City Council consider hiring a state lobbyist without
further discussion. This staff report provides an overview of the City’s current federal and state
legislative program and current agreements with lobbyists, and an overview of the plan and
schedule for proceeding with a request for proposals for state legislative advocacy.
Discussion
The objective of the City of Palo Alto’s legislative program, as defined in the Council approved
Legislative Action Manual, is to keep the City Council, community and staff advised of proposed
legislation with a potential impact upon the City. It is the City's general policy to take timely and
effective action in support of, or opposition to, proposed legislation affecting Palo Alto at the
county, state, and federal levels. In addition the City, where appropriate, seeks to take the
City of Palo Alto Page 2
initiative to introduce new legislation beneficial to Palo Alto and other local government
entities.
The groundwork for the City's legislative strategy is the Council's priorities. The City’s five key
guiding principles for legislative advocacy are as follows:
1. Protect local revenue sources and prevent unfunded mandates.
2. Protect and increase local government discretion, balancing that with City values and
priorities.
3. Ensure that legislation, policies and budgets retain or increase, but generally don’t
decrease, the amount of local discretion held by the City and protect local decision
making.
4. Oppose legislation, policies and budgets that reduce the authority and/or ability of local
government to determine how best to effectively operate local programs, services and
activities. The City retains the right to exceed State goals, standards or targets.
5. Protect and increase funding for specific programs and services.
6. Proactively advocate on behalf of the City.
7. Identify key legislative areas to monitor annually. Take a proactive role in working with
Federal and State legislators to draft and sponsor legislation around key City priorities.
Each year, the Policy and Services Committee considers the City’s general federal and state
legislative program and priorities for the coming year and makes recommendations to the
Council on adoption. The City also has legislative advocacy guidelines specific to utilities. Each
year, the City’s Utilities Advisory Committee also reviews the City’s Utilities legislative advocacy
guidelines and makes recommendations to the Council on adoption.
The City is represented and supported through several federal and state legislative advocacy
sources. As illustrated below, at the federal level the City is supported on general matters by a
contract lobbyist, Van Scoyoc Inc., and the National League of Cities. On technical matters
relating to utility electric and water programs, compliance reporting and activities, and
customer rates, the Northern California Power Agency (NCPA), American Public Power
Association (APPA), California Municipal Utilities Association (CMUA), and the Bay Area Water
Supply & Conservation Agency (BAWSCA) provide the City with legislative and regulatory
support and representation. At the state level, the legislative program is largely managed by
City staff, with support from the League of California Cities. The City is also supported at the
state level on technical matters related to High Speed Rail and CEQA by the Professional
Evaluation Group (PEG).
City of Palo Alto Page 3
Federal and State Legislative Advocacy Support
The total annual cost for the City’s federal and state legislative advocacy support on both
general and technical matters, not including staff time to manage the program, is
approximately $343,000, with $185,000 supporting federal advocacy, and $158,000 supporting
state advocacy. Attachment A provides a summary of the City’s federal and state legislative
support including current agreements with federal and state contract lobbyist and legislative
support from regional, state and national agencies and organizations, and a breakdown of the
costs. The services described in Attachment A are different from the regulatory technical
support received under the Professional Services Agreements with Navigant Consulting Services
and Flynn and Associates, contracts also before Council on this agenda. The Professional
Services Agreements with Navigant Consulting Services and Flynn and Associates are focused
on interventions at the Federal Energy Regulatory Commission, the California Public Utilities
Commission, the California Resources Board, and in California Independent System Operator
proceedings, primarily as the costs to serve electric and gas customers are impacted by the
various proceedings.
The City’s Current State Legislative Program
The City’s state legislative program on general matters is managed by staff in the City
Manager’s Office, and supported by legislative leads in each department. Utilities staff also
manages the legislative work and advocacy support specific to utilities matters. Staff meets
monthly to coordinate all legislative issues and grant funding needs and opportunities at the
state and federal level.
Hiring a State Lobbyist
To staff’s knowledge, the City has never retained a state lobbyist on general matters. However,
there are a number of advantages of hiring a state lobbyist. For instance, lobbyists:
City of Palo Alto Page 4
Are professionals in their field, providing expertise in legislative strategy and technique
to facilitate legislation through the process.
Can quickly respond to issues and can assist the City in providing appropriate
communication to key legislators and regulators.
Can identify where leverage needs to be applied and can point out pitfalls, because
lobbyist understand the political climate in the state.
Can monitor the legislative process in an efficient and accurate manner.
Understand how legislation is formulated and can analyze and draft persuasive
legislative language.
Develop good relations with legislators that may pay off well into the future.
Allow the City to devote its time where it may best be used, in providing technical
advice and direction in policy.
Lobbying services can however be costly. While fees will vary depending on the service
agreement, generally fees will be similar to those charged by law firms. Staff recommends
proceeding with a request for proposals (RFP) for state lobbying services to most effectively
evaluate services and pricing. Attachment B provides a draft scope of work for the RFP. Given
the wide range of the City’s current support on both general, and technical matters related to
utilities, High Speed Rail, CEQA, etc., the RFP will evaluate services and costs for representation
on general matters and evaluate advocacy support on technical issues separately. Additionally,
the RFP will require proposers to provide a separate cost to track state grant funding
opportunities.
Given the potential range of services that a staff lobbyist might provide and the associated
costs, staff will conduct the RFP and bring recommendations to the Policy and Services
Committee. The Policy and Services Committee will consider the final scope of contract
services and make a recommendation to the City Council.
Timeline
The draft schedule is as follows:
Milestone Schedule
Conduct RFP September-October
Policy and Services Committee Considers Staff Recommendations November 2013
City Council Considers Policy and Services Recommendation December 2013
2014 Legislative Session Begins January 2014
City of Palo Alto Page 5
Resource Impact
Given the potential range of services a state lobbyist could represent the City on general and
technical matters, the cost is not known at this time. Staff will proceed with the RFP and return
with a staff recommendation, including a recommendation on the the funding source.
Attachments:
Attachment A. Federal and State Legislative Advocacy (DOCX)
Attachment B. Draft Scope of Service (DOCX)
Attachment A.
Summary of City’s Federal and State Legislative Advocacy Support
The following provides a summary of the City’s federal and state legislative support including
current agreements with federal and state contract lobbyist and legislative support from
regional, state and national agencies and organizations.
1. Van Scoyoc Associates Inc. - Contract Lobbyist
For many years, the City has contracted with firms that have provided representation for
the City in Washington, DC on Federal legislative issues. The City has contracted with Van
Scoyoc Associates Inc. (VSA) since 2009 to provide guidance, support and to represent the
City on federal legislative issues. VSA is a bi-partisan, full-service Federal government
relations firm that provides comprehensive legislative and executive branch strategic
advice, liaison service, and advocacy. The City is entering into its second year of a three year
agreement with Van Scoyoc for an amount not to exceed $101,000.
2. National League of Cities
As a member of the National League of Cities (NLC), the City receives federal legislative
advocacy support in Washington D.C. Working in partnership with 49 state municipal
leagues, including the League of California Cities, the NLC is dedicated to helping city
leaders build better communities and serves as a resource and advocate for its member
cities. The City’s annual NLC dues is $5,400.
3. League of California Cities
As a member of the League of California Cities (LOCC), the City receives state legislative and
ballot measure advocacy support. Through the League, cities collectively marshal the
resources to defend and expand local control in the Legislature, at the ballot box, in the
courts and through strategic outreach to inform and educate the public, policymakers and
opinion leaders. A team of Sacramento-based and 16 field staff work with city officials to
advocate for local control and secure fiscal resources for cities in both Sacramento and
Washington, D.C. The City’s annual League dues is $18,000. The dues support a wide range
of services that extend beyond legislative advocacy.
4. Utilities Legislative Support
The City receives legislative support and services for its Utilities primarily from the Northern
California Power Agency (NCPA) and the California Municipal Utilities Association (CMUA).
Northern California Power Agency provides a legislative and regulatory program that
covers both State and Federal (primarily on electric utility issues). Specifically for State
legislative representation, NCPA represents public power systems before members of
the state Senate and Assembly, and with the office of the Governor. NCPA provides
grassroots activities and member forums on utility management issues, and provides
members with regular access to the policymakers that have direct jurisdiction over the
agency’s and members’ issues. NCPA also participates in and supports other advocacy
groups and associations that share the same policy goals.
Attachment A.
Summary of City’s Federal and State Legislative Advocacy Support
Palo Alto’s net share of NCPA’s state legislative budget for FY2014 is approximately
$78,000. This is projected to decrease slightly over the next couple of years as NCPA
transitions to a new cost allocation methodology.
California Municipal Utilities Association provides legislative, regulatory and
communication services. Specifically for State legislative services, CMUA provides
grassroots advocacy services; enabling members to influence legislators on critical
energy and water issues, including sample oppose and support letters, bill analyses,
related media stories and contact information for California’s 140 Legislators. CMUA
provide regular legislative updates on all critical energy and water bills.
Palo Alto’s pays approximately $44,000 annually for CMUA dues. The fees provide
legislative services, and services for energy and water regulatory and
communication/reporting issues. CMUA estimates that about 35% of dues are used for
their advocacy purposes.
Palo Alto is also a member of the American Public Power Association (APPA). APPA
participates at the federal level (not state) in legislative and regulatory forums. The Bay
Area Water Supply & Conservation Agency (BAWSCA) also represents the interests of
Palo Alto along with 23 cities and water districts, and two private utilities, in Alameda,
Santa Clara and San Mateo counties that purchase water on a wholesale basis from the
San Francisco regional water system. There is not a fixed budget for legislative advocacy
within BAWSCA, but legislative advocacy may be funded on an as needed basis.
5. Professional Evaluation Group – Contract Lobbyist
The City began working with John Garamendi Jr. of the Professional Evaluation Group (PEG)
in January of 2012 to provide legislative advocacy services at the state level on rail issues. In
January of 2013 the City extended the PEG contract for an additional year and expanded the
agreement to include legislative advocacy on issues related to potential changes to CEQA.
The City funded both the 2012 and 2013 agreements in an amount not to exceed $125,000
each.
The total annual cost for the City’s federal and state legislative advocacy support on both
general and technical, not including staff time to manage the program, is approximately
$343,000.
Federal Advocacy
State Advocacy
Van Scoyoc Agreement
NLC Dues
NCPA Dues (electric)
APPA (utilities)
BAWSCA (water)
Total
$101,000
$5,800
$78,000
$184,800
PEG Agreement (HSR/CEQA)
CMUA Dues (energy, water)
LOCC Dues
Total
$125,000
$15,400
$18,000
$158,400
Attachment B
Draft Scope of Services for State Legislative Advocacy Services
1. Undertake advocacy, including strategy development and all related activities on general
matters to attain the objectives of the City. Related activities to include meeting with
legislators and staff, drafting legislative amendments, coordinating testimony at legislative
hearings and administrative agencies, attending meetings and otherwise representing the
City’s positions. Organize advocacy trips to promote the City’s projects and priorities.
2. Review all proposed, introduced and amended legislation, and proposed and adopted
administrative rules and regulations, to determine its impact on the City, and recommend
positions to be taken on the legislation.
3. Provide monthly electronic reports on status of legislation and other related matters such
as bill language and committee analyses, an annual report giving an overview of the work
completed and a forecast of important issues in the upcoming year.
4. Coordinate and cooperate with other organizations and firms having similar legislative
objectives as the City. Where appropriate, advocate positions on legislation and work to
secure language in law that will advance the City’s interests.
5. Regularly communicate with the City to assess legislative options, analyze legislation and
discuss policy objectives including review and input into the City’s annual Legislative
Program. Present legislative issues to the full City Council as needed/upon request.
6. Participate in regular planning and coordination meetings with City staff.
7. Prepare and file all applicable Fair Political Practices Commission (FPPC) lobbying
documents and reports within all applicable deadlines, per the provisions of the Political
Reform Act of 1974 as amended.
8. To evaluate City support and cost separately:
a. Undertake advocacy on technical matters relating to utility programs, compliance
reporting and activities, and customer rates, and High Speed Rail.
b. Identify available programs that provide funding or grants for City projects and
services and provide assistance in preparing applications.
City of Palo Alto (ID # 4014)
City Council Staff Report
Report Type: Consent Calendar Meeting Date: 8/19/2013
City of Palo Alto Page 1
Summary Title: 240-248 Hamilton Avenue Mixed Use Development
Title: Approval of Continuation of Council Consideration of an Appeal of a
Director's Approval of a Major Architectural Review Board Application for a
Four-story, 50 foot, Mixed Use Building With a New Floor Area of 15,000
Square Feet Until September 9, 2013. The project Includes a Variance to
Encroach Into the Required Seven Foot Special Setback Along Hamilton
Avenue and the Required Six Foot Special Setback Along Ramona Street.
Environmental Assessment: an Initial Study and Mitigated Negative
Declaration Have Been Prepared. Zone District: Downtown Community
Commercial (CD-C)(P)(GF) with Pedestrian Shopping and Ground Floor
Combining Districts(STAFF RECOMMENDS ITEM TO BE CONTINUED TO
SEPTEMBER 9, 2013)
From: City Manager
Lead Department: Planning and Community Environment
Recommendation
Staff recommends that this item be continued to the September 9, 2013 City Council
meeting.
CITY OF PALO ALTO OFFICE OF THE CITY ATTORNEY
August 19, 2013
The Honorable City Council
Palo Alto, California
Request For Authorization To Increase Compensation of Existing
Contracts With (1) the Law Firm Of Burke, Williams & Sorensen, LLP
for a Total Contract Not-to-Exceed Amount of $120,000 for Litigation
Matters; and (2) Moscone Emblidge Sater & Otis for a Total Contract
Not-to-Exceed Amount of $160,000 For Transactional Legal Services
The City Attorney's Office requests Council authorization to increase existing
contracts with two law firms: Burke, Williams & Sorensen, LLP and Moscone Emblidge
Sater & Otis.
In January of this year, the Office of the City Attorney retained Burke, Williams &
Sorensen to represent the City in a litigation matter related to the City’s Below Market
Rate Housing program. The Office of the City Attorney requests authorization to amend
the existing contract with the Burke law firm by adding $35,000 for a total not-to-exceed
amount of $120,000. Funding for this contract amendment does not require additional
budgetary authority as it can be accommodated within the Housing Fund budget for FY
2014.
The Office of the City Attorney also requests authorization to add an additional
$75,000 to the existing contract with the law firm of Moscone Emblidge Sater & Otis,
Attorneys at Law for transactional services related to a construction project under the
jurisdiction of City of Palo Alto Utilities. The additional monies will bring the not-to-
exceed amount of the contract to $160,000. Funding for this contract does not require
additional budgetary authority as it can be accommodated within the Utilities Enterprise
fund budget for FY 2014.
Department Head: Molly Stump, City Attorney
Page 2
City of Palo Alto (ID # 4037)
City Council Staff Report
Report Type: Action Items Meeting Date: 8/19/2013
City of Palo Alto Page 1
Summary Title: Update on Development of Approaches to Homeless
Programs and Ordinance on Community Facilities Hours
Title: Update on Development of Approaches to Positively Impact
Homelessness and Adoption of an Ordinance amending the Palo Alto
Municipal Code to add section 9.61.020 to establish Community Facilities
Hours including Cubberley, Lucie Stern and Mitchell Park Community Centers.
From: City Manager
Lead Department: Community Services
Recommendation
Adopt on First Reading an Ordinance amending the Palo Alto Municipal Code to add section
9.61.020 to establish Community Facilities Hours, including Cubberley, Stern and Mitchell
Community Centers (Attachment B).
Background
On August 13, 2013, the Policy and Services Committee discussed approaches to address
homelessness issues City-wide (with special consideration of resolving problems at the
Cubberley Community Center), including an Ordinance establishing Community Facilities hours.
See the staff report at Attachment A for details.
As the staff report from the Policy and Services Committee states (Attachment A), the
Cubberley Community Center is being used as an unsanctioned place of residence for many un-
housed individuals. Currently an average of 20 individuals are residing unsheltered on the
campus and an additional 10-18 are residing in vehicles in the Cubberley parking lot, creating
what Committee members have referred to as a “de facto homeless shelter.”
The Cubberley Community Center is a multi-purpose public facility, with many preschools and
afterschool programs on campus; it has neither the appropriate facilities nor staffing to
function as a homeless shelter and support facility. Council has not authorized funds for the
City of Palo Alto Page 2
operation of homeless programs at Cubberley, nor are appropriate structures in place for
effective provision of services, such as coordination with other community programs serving
the homeless.
Staff is concerned for the safety and security of Cubberley patrons, tenants, staff, and the
individuals residing on campus and therefore asked the Policy and Services committee to
consider specific actions to address the concern.
Discussion
At the August 13 meeting, the Policy and Services committee heard from many members of the
public and had a lengthy discussion on the issues at Cubberley Community Center.
The Committee heard testimony from neighborhood residents, individuals residing at
Cubberley, service providers, homeless advocates and other interested individuals. The issue of
homelessness is a complicated and regional issue that Palo Alto cannot solve or effectively
manage on its own. However, the Committee agreed that immediate action was needed in
several areas. Council Member Klein made a motion to recommend to Council an investment in
the creation of a multi-agency homeless outreach program to address the issues at Cubberley
Community Center, and adoption of an ordinance that sets hours of operation for Community
Facilities, including Cubberley and other community centers. The motion was approved as
follows:
MOTION: Council Member Klein moved, seconded by Council Member Price to
recommend to the full Council:
1) that Staff develop a program at a one- time cost not to exceed $150,000 to deal with
homeless issues brought forward tonight,
2) direct Staff to have the details of the program ready for full Council consideration as
soon as it is complete, or as soon thereafter for consideration and approval by
Council,
3) recommendation Number 2, page 7 (attachment A, August 13 Policy and Service
staff report) “Funding match with Santa Clara County for housing subsidies” for an
amount not to exceed $100,000 over a two-year period, and
City of Palo Alto Page 3
4) recommend to Council an Ordinance (Attachment B) that establishes hours of public
access to the Cubberley Community Center and other City of Palo Alto Community
Facilities as sunrise to 10:30 PM daily.
5) request that staff bring forward to Policy and Services Committee a discussion of the
utilization of the Community Health and Safety component of the Development
Agreement with Stanford University Medical Center, including a discussion of health
services to individuals most at risk including homeless.
Vote: 3:1 Council member Holman voting no
The Committee stated that prompt action must be taken to address the safety concerns arising
from the current situation at Cubberley Community Center. For this reason, the Committee
directed staff to bring each of the recommended items 1-5 to Council as soon as possible,
rather than returning to Council only after the staff preparation for all of the components is
complete. At this time staff brings forward item number four from the above Policy and
Services Committee motion to establish an Ordinance amending the Palo Alto Municipal Code
to add section 9.61.020 to establish Community Facilities Hours (first reading). If adopted by
Council, the Ordinance will require a second reading more than 10 days hence, and will be
effective 31 days thereafter. At that time, which is anticipated to be sometime in October, the
Community Facilities Hours would be implemented.
At the same time, staff is working to develop specific recommendations to implement items 1 –
3 listed in the motion above. The newly established self-selected Homeless Community
Working group, made up of local service providers including but not limited to InnVision Shelter
Network, Downtown Streets Team, Momentum for Mental Health and Santa Clara County will
be working closely with staff beginning now and over the next 30 days to define a reporting
structure, measurable outcomes, milestones and timeline for a multi-agency homeless
outreach program to make a positive impact on homelessness in Palo Alto. Staff anticipates
returning to Council with recommendations to implement items 1-3 prior to the time that the
Community Facilities Hours ordinance takes effect.
Attachments:
: P&S 8-13-13 Staff Report (PDF)
: 0160023 Ordinance Closing Community Centers v8 FG (DOCX)
: 08-13-13 P&S Action Minutes (DOC)
City of Palo Alto (ID # 3977)
Policy and Services Committee Staff Report
Report Type: Meeting Date: 8/13/2013
City of Palo Alto Page 1
Summary Title: Approaches to Homeless Programs and Ordinance on
Community Center Hours
Title: Consideration of Approaches to Positively Impact Homelessness and
Ordinance Regarding Establishment of Community Center Hours, including
Cubberley, Stern and Mitchell Community Centers
From: City Manager
Lead Department: Community Services
Recommendation
Staff recommends that:
1. The Committee review alternative approaches for a possible multi-agency and service
provider partnership that could have a positive impact on homelessness in Palo Alto.
2. The Policy and Services Committee recommend to Council an ordinance (Attachment A)
that establishes hours of public access to the Cubberley Community Center and other
City of Palo Alto Community Facilities as sunrise to 10:30 pm daily. Exceptions are
allowed for duly authorized city employees or persons participating in city-sponsored
activities, or other activities for which the City has provided written permission to
utilize the grounds beyond the closing time. The ordinance also allows for the closure
of specific facilities during portions of the day or the year as specified by the City
Manager or his or her designee.
Executive Summary
Absent any restriction on hours of access, the Cubberley Community Center is being used by a
growing number of individuals as a place of residence rather than a community center. As a
multi-purpose public community center, with many preschool and afterschool programs on
campus, the Cubberley Community Center has neither the appropriate facilities nor staffing to
function in this capacity. Housing is neither the intended purpose nor appropriate use for the
Cubberley Community Center. As Cubberley is currently open overnight, staff is concerned for
City of Palo Alto Page 2
the safety and security of the Cubberley patrons, tenants, staff and the individuals residing on
campus.
Staff has been meeting with social service providers and others on means to address the issue
of homelessness and use of community facilities and is recommending transitional funding and
service enhancements to increase homeless outreach effectiveness and access to better
services and alternatives.
Additionally, staff recommendations have been developed to ensure that the core function of
the community center and other City facilities, i.e., provision of a space for community events
and programming is preserved by regulating hours of use (see Draft Ordinance).
Background
Since 1996, Palo Alto Municipal Code 22.04.320 has restricted access to City parks to between
the hours of sunrise and 10:30 pm. There has not been a similar restriction on access to
community centers, museums, theatres or City library grounds.
There have been five to 10 individuals camping on the Cubberley Community Center campus
for a number of years, mostly in their vehicles. In the last two years, the number of over-night
inhabitants has increased significantly at this location. Counts vary by night, but there is
currently an average of 20 individuals residing unsheltered on campus and an additional 10-20
vehicle dwellers who reside in the Cubberley parking lot. Many of the vehicles leave during the
day, but at least eight campers remain on campus at all times. Staff attributes the increase of
individuals residing on campus to many factors, including the closure of the Clara Mateo Shelter
in Menlo Park, construction closures at the Mitchell Park Community Center, Art Center, and El
Camino Park.
Longer-term approaches to meeting the needs of neighbors and Cubberley patrons, as well as,
individuals who are residing at Cubberley, include a proposed new municipal code ordinance
defining the hours of designated public facilities and purposeful and specific outreach to the
individuals residing at Cubberley and other City community centers, libraries and museums.
Overview of Issues at Cubberley
Many of the individuals residing at Cubberley observe the facility rules and their behavior
causes no problems to others or staff. However, the actions of some others pose serious
concerns. The key concerns are summarized below:
City of Palo Alto Page 3
Day time:
1. Shower usage
Facilities are unmonitored, which is not consistent with best practices for a shower
program.
Verbal disputes and physical altercations in the shower room.
Some Cubberley dwellers refuse to leave the shower facility by 8 am.
2. Storage of personal belonging on campus and in locker rooms.
3. Health and safety
Bathing and cooking in bathrooms.
Night time:
1. Safety concerns as reported by:
Staff
o Aggressive actions directed at staff by some individuals including verbal abuse
and threats to person safety.
Tenants
Visitors/program participants
2. Health
Urination/defecation in the open.
Dumping of vehicle sewage in bathroom sinks.
Cleaning of food items in bathroom sinks.
Bathing/shaving in bathroom sinks.
3. Drinking and drug use
4. Fights between individuals
5. Overnight sleeping on campus (in vehicles and unsheltered).
6. Trespassing into class rooms for purpose of overnight shelter.
Cubberley Facility Showers
Many of the vehicle dwellers and individuals leave the campus during the day, but come back at
night, usually after 8 pm. There are no specific programs for individuals residing on the
Cubberley campus. However, the women’s and men’s locker rooms are open to the public for
showering Monday to Friday, from 6:00 am to 8:00 am and are currently only used by the
individuals residing at Cubberley during this period.
City of Palo Alto Page 4
Over a decade ago, the gymnasium showers were opened for participants in Foothill College
Athletic programs starting at 7 am. In 2004, some individuals asked the Cubberley Facility and
Human Services Manager if the showers could be opened at 6:00 am to accommodate their
work schedules. Although not participants in a Foothill College athletic program, the staff
approved the request. At the time there were no other free public showers available in the
community. The original public shower times were 6:00 am to 10:00 am. However, after
receiving numerous complaints from facility tenants such as Cardiac Therapy Foundation, and
Foothill College staff and students regarding the behavior of some of the individuals using the
showers, Cubberley staff reduced the hours to 6:00 am to 8:00 am in 2011. The use of the
showers is neither a formal City of Palo Alto program nor an official policy, and staff has set a
closure date for public use of August 31, 2013. This closure does not require an action by the
Council.
Cubberley Safety Issues
Increasingly, concerns and complaints from the public, program participants and tenants about
these behaviors of the individuals residing at Cubberley have been reported to staff at the
Cubberley Community Center office. Other more specific complaints have centered on
individuals or groups of individuals intoxicated, vehicles that remain in the same location for
extended periods of time, lawn chairs that are set up next to RV’s, loud music coming from the
parking lot on weekends, syringe needles found around campus, and encounters with half-
dressed people going to the showers in the morning. The individuals residing at Cubberley also
have reported concerns for their personal safety and health and sanitation violations they have
witnessed by other individuals on campus, both in the hallways and in the showers.
The Cubberley Community Center custodial staff often report issues related to the individuals
residing at Cubberley. For the night time custodial staff, the concerns raise exponentially. Only
two custodians are on duty until 12:00 am. Their duties include cleaning and locking up the
classrooms and bathrooms. They have witnessed numerous fights between individuals residing
on campus, incidents of public drunkenness, cooking and cleaning of utensils and laundry in the
bathrooms. At times, the janitors hesitate to approach an individual regarding their behavior
due to personal safety concerns. Some individuals residing on campus also have approached
staff to ask them to intervene with inter-personal disputes. Staff has called the Police
Department when they become aware that criminal incidents have occurred. Over the past
year, the Police Department has made a few arrests for battery and outstanding warrants on
the Cubberley campus. However, for a majority of the calls for service, the Police do not make
arrests. Most frequently, by the time the police arrive the parties have already left the scene or
refuse to press charges against one another. Because either the Police did not witness the
incident or because of a lack of victim cooperation, the Police was unable to take further action
in regard to these incidents.
City of Palo Alto Page 5
For a three-month period in spring 2013, Community Services felt the need to provide a
security guard on campus at night to ensure staff safety after a threat was made to staff by an
individual residing on campus. The Police Department filed a criminal complaint in regard to
this incident and subsequently was able to obtain a protective order for the involved staff
member.
Claim Against the City for Injury Sustained in the Showers
On June 10, 2013, the City received a claim for approximately $51,000 in damages filed by an
individual as a result of a physical injury (fractured index finger) sustained by another individual
residing at Cubberley while using the shower facility at Cubberley.
Assault Incident on June 19, 2013
On June 19, 2013, the PAPD arrested a man for assaulting another man on the Cubberley
Campus with a deadly weapon. Witnesses informed the Police Department that both men
resided at Cubberley and the assault was precipitated by a dispute over national origin.
DISCUSSION
During 2013, staff has been working to find approaches to address the issues at Cubberley
Community Center. Meetings have been conducted with Community Services Department,
Police Department and City Manager’s Office staff to gather information and analyze workable
solutions. Staff also solicited feedback about their experiences with the individuals residing at
Cubberley from all Cubberley residents and had more extended conversations with long term
and larger key campus tenants. These conversations shed light on the scope of the issues.
Staff has also discussed the issues at Cubberley on several occasions with the key homeless
services partners in Palo Alto including Downtown Streets Team, Inn Vision Shelter Network
and Momentum for Mental Health, as well as, with the Community Working Group. Homeless
services partners have provided regular outreach and/or support on the Cubberley campus and
other City facilities and have been part of a larger conversation on possible approaches to
addressing camping at City facilities and associated problems. In regards to the showers at
Cubberley, social service providers have said the best practices for a homeless shower program
are those that are staffed and monitored, which is not the case at Cubberley.
Many of the individuals residing at Cubberley are known to the social service providers and
have been homeless for many years. Since many homeless individuals have mental health
and/or substance abuse challenges, assisting them is not a matter of making a single contact.
Service providers work to establish trust between provider and individual.
City of Palo Alto Page 6
Potential Approach - Response Plan
While the Committee may consider a number of approaches, a proposed response plan was
developed with the input and support of our key homeless social service partners to address
immediate and long-term issues of homelessness in the community and individuals residing at
Cubberley, as described below.
Phase 1 – Immediate
At present, under the leadership of the Downtown Street Team, the following actions have
occurred or are on-going.
1. Assessment of individuals residing on campus
2. Monitoring of men’s and women’s showers:
a. Informing shower users of pending shower closure.
b. Providing Case Manager Outreach to individuals using showers.
c. Providing incentives (including VTA bus tokens) to encourage individuals to start
using showers at Opportunity Services Center.
Phase 2 – Longer Term
Enhance Social Services
Staff recommends developing a plan to enhance services for un-housed and under-housed
individuals through one of the approaches listed below.
In all conversations with our homeless service partners on the most effective way to address
the issue at City facilities, the need for a more comprehensive, community-wide approach was
emphasized. The following longer term approaches were recommended by the homeless
service providers and submitted for review by the Policy & Services Committee.
1. Creation of a Palo Alto Homeless Outreach Team (HOT). A HOT team would serve to
engage, case manage, transport and ultimately secure housing as available for the most
challenging to serve homeless individuals with mental health and substance abuse
challenges (individuals who have been residing on the street for extended period of
time and are resistant to services, etc.). The approach would be tailored for each
individual. Comprised of staff members of local homeless service providers (with a key
agency identified), public stakeholders and other community partners, the team would
focus first on individuals at the Cubberley site, and then expand their geographic scope
to homeless residents of Palo Alto.
City of Palo Alto Page 7
One of our key local homeless service providers, Inn Vision Shelter Network, has
successfully implemented HOT programming in East Palo Alto, San Mateo and Redwood
City. They have recently received awards to expand HOT programming to Half Moon
Bay, Pacifica and South San Francisco. The approximate cost for a HOT team is $150,000
for one year. Funding of this program would need to be transitioned to other Santa
Clara County or privately-financed programs after one year.
2. Funding match with Santa Clara County for housing subsidies. Staff has been in
conversation with the Director of Homeless Systems for the County of Santa Clara on
possible county funding of combination of transitional and long term rent subsidies for
ten homeless individuals who primarily have had contact with the criminal justice
system and have a high chance of recidivism and who significantly impact county, state
or local resources. However, t`his would require a two-year, $50,000 annual local
commitment to fund a case manager. Santa Clara County would match the City’s
contribution each year at the same amount, $50,000. Management of such of project
would fall to the local homeless service provider who is the designated lead agency as
selected by the County.
Ordinance
Staff also recommends the Policy and Services Committee recommend to Council an ordinance
(Attachment A) that defines reasonable hours of public access to community facilities to be
sunrise to 10:30 pm daily.
Additional Information-Demographics:
In regard to background information on homelessness in Palo Alto, according to the recently
released data from the 2013 Santa Clara County Homeless Census and Survey, the number of
homeless in Palo Alto is 157. For comparison, counts for our neighboring cities are; Mountain
View – 137, Los Altos – 4, and Sunnyvale – 425 (count taken at time when winter shelter was
open at the Sunnyvale Armory.) The county wide count is 7,631 (see Attachment B for
summary of key census findings).
In its comprehensive 2011 Human Services Needs Assessment, the Human Relations
Commission surveyed and held focus groups with homeless individuals and providers in Palo
Alto (see Attachment C), and found that gaps in services to the homeless center around the
need for more case managers to work one to one with individuals and available placements
affordable housing.
City of Palo Alto Page 8
Timeline
If the ordinance is recommended by the Policy and Services Committee, the ordinance would
be presented for a first reading to the City Council in October 2013. The ordinance would go
into effect thirty days after the passage of the second reading of the ordinance.
Resource Impact
Enforcement of the proposed ordinance would be accomplished with existing Police staff
resources. No additional staffing is proposed at this time.
The resource impact for the development of social service outreach programs is dependent on
the approach recommended by the Policy & Services Committee and approved by the Council.
The approximate cost for a HOT Team is $150,000 per year. The funding match with Santa
Clara County for housing subsidies would require a two year, $50,000 per year commitment on
behalf of the City.
Policy Implications
Adoption of an ordinance regulating the hours and proper use of community facilities would be
consistent with Policy C-9 of the Community Services Element of the Comprehensive Plan:
“Deliver City services in a manner that creates and reinforces positive relationships among City
employees, residents, businesses, and other Stakeholders, “ as well as Policies C-22 (community
facilities to have flexible functions to ensure adaptability to the changing needs of the
community) and C-23 (expand the space available in the community for art exhibits, classes and
other cultural activities.
Development of strategies to address the needs of homeless individuals would be consistent
with Policy C-20 of the Community Services Element of the Comprehensive Plan: “Support and
promote services addressing the needs of the unhoused community.”
Attachments:
-: Attachment A - 0160023 Ordinance Closing Community Centers v5 FG (DOCX)
-: Attachment B -'13 Homeless Census SCC Summarypage (PDF)
-: Attachment C - Excerpt from Human Services Needs Assessment conducted by
the Human Relations Commission in 2011 (DOCX)
-: Attachment D - HSRAP-CDBG Support for Homless Related Services August
(XLS)
1
*NOT YET APPROVED*
ORDINANCE NO. _____
Ordinance of the Council of the City of Palo Alto Amending
Chapter 9.06 (Public Peace, Morals, and Safety) to add Section 9.06.020 – Overnight Use of
Community Facilities Prohibited
The Council of the City of Palo Alto does ORDAIN as follows:
SECTION 1. Findings and Declarations. The City Council finds and declares as
follows:
(a) The City Council hereby updates Title 9 of the Palo Alto Municipal Code to
provide for overnight closure of public libraries, community centers, theaters,
interpretive buildings, and Art Center is essential to maintain and promote the
public health, safety and welfare, to provide for the continued effective
management of public property, and to provide for the continued enjoyment
and accessibility of public property by all Palo Alto residents and the public at
large; and
(b) The overnight use of public libraries, community centers, theaters, interpretive
buildings, and Art Center causes the City to incur increased costs for policing,
maintenance, sanitation, garbage removal, animal control, and other problems
which may arise; and
(c) The overnight use of public libraries, community centers, theaters, interpretive
buildings, and Art Center hinders public access to the services provided at those
facilities; and
(d) Public libraries, community centers, theaters, interpretive buildings, and Art
Center are not intended for overnight use, during hours when the grounds are
unstaffed and unmonitored, which creates a risk to the health, safety, and
welfare of those persons on the grounds, as well as the public at large.
SECTION 2. Section 9.61.020 (Community Facilities Closed Midnight to
Sunrise) of Chapter 9.61 (Regulation of Community Facilities) of Title 9 (Public Peace, Morals,
Safety) of the Palo Alto Municipal Code is hereby added to read as follows:
“9.61.020 Use of Community Facilities Prohibited from Midnight to Sunrise
No person shall use, remain in or enter any Community Facilities between 10:30pm
and sunrise, other than a duly authorized city employee or persons participating in
city-sponsored activities or other activities for which the city has provided written
2
permission to utilize the grounds beyond the closing time, provided however that
the additional closure of specific facilities during portions of the day or the year
may be specified by the City Manager or his or her designee.
For the purposes of this chapter, “Community Facilities” means all buildings and
premises of City of Palo Alto Libraries, the Cubberley Community Center, Lucie
Stern Community Center, Children's Theatre, Community Theatre, Junior Museum
& Zoo, Mitchell Park Community Center and Field House, Art Center, Peers Park
Field House, Lucy Evans Baylands Nature Interpretive Center, Pearson Arastradero
Preserve Gateway Center and Foothills Park Interpretive Center, but not any land
dedicated for park use.”
SECTION 3. This ordinance shall be effective on the thirty-first day after the
date of its adoption.
INTRODUCED:
PASSED:
AYES:
NOES:
ABSENT:
ABSTENTIONS:
ATTEST:
____________________________ ____________________________
City Clerk Mayor
APPROVED AS TO FORM: APPROVED:
____________________________ ____________________________
City Attorney City Manager
____________________________
Director of
____________________________
Director of Administrative
Services
Every two years in January, communities across the country conduct comprehensive counts of their homeless population to gain a better understanding of the individuals who are currently experiencing homelessness, and to apply for federal funding for homeless programs.
The 2013 Santa Clara County Point-in-Time Count was a community-wide effort conducted on January 29th and 30th, 2013. In the weeks following the street count, a survey was administered to 856 unsheltered and sheltered homeless individuals, in order to profi le their experience and characteristics.
Sheltered Unsheltered
2004
2007 2009 2011
2013
SHELTERED INCLUDES:
UNSHELTERED INCLUDES:
OBSTACLES TO SECURING
PERMANENT HOUSING
EncampmentAreas
19%
Cars/vans/RVs
16%
Abandoned buildings
9%
On the street
31%
Emergency
Shelter12%
Transitional
Housing 13%
Safe
Haven <1%
SANTA CLARA COUNTY
2013
Homeless
Census
& Survey
HOMELESS CENSUS NINE-YEAR TREND
ETHNICITY (TOP 4 RESPONSES)GENDER
31%
67%
2%6%
22%
28%
31%Men
Women
Transgender
1 year or more1-11 months30 days or less
Hispanic
White
Black
Multi-ethnic
52% of those experiencing homelessness for the first time had been homeless for one year or more
AGE
FOSTER CARE(respondents that have ever been in the system)
16%
77%25+
14%18-24
9%Under 18
Yes (46%)
No (54%)
2013
2011
FIRST TIME HOMELESSNESS
DURATION OF
HOMELESSNESS
35%
9%
56%
13%
41%47%
93% of survey respondents said YES when asked if they would want affordable permanent housing were it available.
JOBS
Bad Credit | 21%
No housing availability | 18%
No money for moving costs | 30%
No job/income | 54%
26%74%
7,0677,0867,202
7,646 7,631
A disabling condition is defined here as a physical disability, mental illness, chronic depression, alcohol or drug abuse, chronic health problems, HIV/AIDS, Post-traumatic Stress Disorder (PTSD), or a developmental disability.
What is a
disabling
condition?
WHAT MIGHT HAVE PREVENTED RESPONDENTS’
HOMELESSNESS (TOP 4 RESPONSES)
42%34%
$
24%
Employment Assistance
Rent/Mortgage Assistance
Mental Health Services
21%
Alcohol/DrugCounseling
64%
of survey respondents reported a
disabling condition.
DISABLING CONDITIONS
Mental illness* (51%)
Substance
abuse (17%)
Chronic physical illness (12%)
Physical disability (14%)
Developmental
disability (4%)
* Mental illness includes PTSD, depression, and other mental illnesses including bipolar and schizophrenia.Note: Multiple response question, numbers will not total to 100%.
Source: Applied Survey Research. (2013). Santa Clara County Homeless Census & Survey. Watsonville, CA.
For more detail or to view the comprehensive report, please visit www.appliedsurveyresearch.org.
SERVICES & ASSISTANCE
EMERGENCY
ROOM USE
in the past
12 months
65%
35%
of respondents reported receiving government benefits
reported were NOT receiving any government benefits
Government services received (Top 3 Responses)
Reasons for NOT receiving government services(Top 3 Responses)
Calfresh, WIC or food stamps
61%
GeneralAssistance
38%338%
PANHANDLINGANHANDLING
$5.90 per day is the average income for those survey respondents who reported panhandling
INCARCERATION
spent at least 1 or more nights in jail or prison in the past 12 months28% Never 1-3 times 4+ times
49%
35%
16%
$250or less
is the amount
that 71% of
respondents
reported as their
total monthly
income.
Summary
These data provide a snapshot of those experiencing homelessness in Santa
Clara County on January 29th and 30th.
It provides a basic estimation of the
number and characteristics of those
experiencing homelessness on any given
night in order to inform future service
planning and provisioning efforts.
SSI/SSDI
15%
Don’t need government assistance
19%
Don’t think you are eligible
23%
Income Gap
Self-Sufficiency StandardRespondent’s Income
$2,906/mo
$250/mo
$$$
Never applied
15%
Excerpt from Human Services Needs Assessment conducted by the Human Relations
Commission in 2011.
Homelessness (including permanent and temporary housing and the assistance needed to get
into and remain in housing)
Definition: Estimates vary of the number of homeless in Palo Alto from 200 – 400. Homelessness
takes a number of forms, of which these three predominate:
1) Situational or transitional: This is when someone is forced into homelessness because of
uncontrollable circumstances such as losing a job and loss of the main breadwinner (father,
husband, wife), etc. Also in this category are those with an urgent need for temporary shelter
because of domestic abuse.
2) Episodic or cyclical: This is when a person repeatedly falls in and out of homelessness, as
often happens with drug addicts and with people experiencing mental health issues. A person
might live with episodes of severe depression and fall back in homelessness when these
occur.
3) Chronic: This is when an individual is on the street for a long period of time and has very few
or no resources at his or her disposal to modify their situation. Often, these people will suffer
from mental health issues. They won’t have the ability to modify their situation without the
support of others.
Needs: Of the basic needs, emergency and permanent housing for low-income residents is in the
shortest supply. What is available for permanent housing in Palo Alto (rental and for purchase) has
come from the Palo Alto Housing Corporation, Community Working Group, Opportunity Center,
CDBG- and other publically-assisted low-income housing, and Section 8 vouchers through the Santa
Clara County Housing Authority. The Opportunity Center also provides emergency shelter through
the Hotel de Zink program with a 15-bed rotating-shelter for men, hosted by Palo Alto area faith
communities. This year there was also a Hotel de Zink for women, run by a Stanford student group
called Night Outreach. It operated under the auspices of the Opportunity Center. Students raised the
money, but there is uncertainty about whether they can come up with the money to do so again. It
closed at the end of April.
There are no other homeless shelters in North County; the Clara-Mateo Shelter at the VA in Menlo
Park closed last year. The closest resource is the National Guard Armory in Sunnyvale that provides
125 beds, but is only open from November – March. Most other homeless shelters are in San Jose
and have waiting lists. One key area where HSRAP enters the picture is through the services that
help qualify individuals for such housing. That involves primarily mental and physical health care,
employment, treatment and control of substance abuse, and other supports unique to individuals.
Right next to housing itself is the interpersonal support to get homeless individuals into it and to
provide the encouragement, assistance, and, as necessary, interventions to keep them in it. This is
where case management or a comparable framework is crucial. Case management combines
expertise, trust, and commitment to deal with issues such as landlord disputes, bouts of joblessness,
regression regarding substance abuse, and the like—and to provide encouragement, to pave paths to
increasing independence, and to move someone out of dependence so that another can be helped. A
prime Palo Alto example of a program that amplifies case management is the Downtown Streets
Team (DST) where a job, housing, and personal support can lead to increasing independence.
Through its collaboration with Manpower, Inc., the DST links individuals with potentially permanent
jobs and the coaching and guidance to capitalize on the employment opportunity
Because Palo Alto is generally seen as a generous community, where temporary assistance,
panhandling, and respectful police enforcement attenuate the pressure on the homeless to take
initiative toward independence, our community is perceived on balance, as friendly to those who are
un-housed. This does not mean it is problem-free, or that homeless individuals don’t need assistance
to move toward self-sufficiency. But it does explain why, compared to neighboring towns, Palo Alto
appears to have greater numbers than they of homeless and panhandlers. Downtown merchants have
longstanding concerns about this, and the Police Department has assigned a special patrol to insure
safety and cleanliness in the University Avenue area and associated parks and parking lots.
Providers: Four agencies have programs in Palo Alto serving the homeless. All are HSRAP
grantees. The InnVision-Opportunity Center’s services include assistance for singles and families in
need, providing for basic needs, case management, food, showers, laundry, computer lab, health care,
lockers, and children’s activities, and oversees the “breaking bread” program (which is a free hot
meal program at local churches), a food closet at a local church, permanent housing for singles and
families, and temporary rotating shelter program. Downtown Street Team (DST) members work in a
variety of capacities in exchange for vouchers for food and other necessities. DST also provides
participants with case management, transportation assistance, temporary and permanent housing as
available and job search skills to work toward greater skills and independence. Momentum for
Mental Health, a county-wide agency, provides a variety of mental health services. HSRAP funding
supports a 12-hour homeless outreach specialist who is employed by Momentum. Peninsula Health
Care Connections provides free medical, psychiatric and intensive case management for the homeless
and those at risk of being homeless.
Interrelations: The agencies in Palo Alto listed above work very closely together. The City’s Office
of Human Services facilitates a bi-monthly meeting of North County homeless services providers
called the Off the Streets Team, where the discussion usually centers on the needs of clients. The
Police Department facilitates a monthly meeting called North County Alternative Services,
comprised of personnel from the Police Department, Office of Human Services, District Attorney’s
office, Veteran’s Administration, and County Mental Health service providers, among others. This
group works on a restorative justice model to work with the homeless who are in frequent contact
with the criminal justice system to connect them with housing and services.
Gaps: All of the agencies working with the homeless are dealing with the basic needs of a very
vulnerable segment of our population. A key finding of this report is the importance of meeting
basic needs first and is highlighted by Philip Dah, Executive Director of the Opportunity Center who
said “Basic needs are, indeed, food, clothing, and shelter. Those needs need to be met before a
person can pay attention to medications, physical and mental health, looking for work, etc., and
before a case worker can get any traction on other problems.” Beyond basic needs, homelessness
requires special, usually one-on-one, relationships with case workers or similarly dedicated
professionals to move from homelessness to independence and housing. Finally, the housing needs
to be there as do services that enable the formerly homeless to maintain this new level of
independence.
FY 2014 Funding for Homeless Service Programs
(HSRAP/CDBG)
Agencies providing homeless
services
Agency Program Description
2008-09
Funding
Amount
2009-10
Funding
Amount
2010-11
Funding
Amount
2011-12
Funding
Amount
2012-13
Funding
Amount
2013-14
Funding
Amount
HSRAP
Community Technology Alliance
Support for program operating expenses to provides
technical tools to partnering agencies addressing chronic
homelessness; provides a phone number for homeless and
at-risk individuals to improve their access to employment,
housing, and other social services.12,700$ 12,065$ 12,065$ 5,432$ 5,432$ $ 5,823
Downtown Streets Team
Staff salaries and program expenses to provide a work-first
model geared toward the homeless and at-risk individuals in
the community through training, weekly success team.
meetings 37,700$ 35,815$ 35,815$ 33,666$ 33,666$ $ 36,090
InnVision Shelter Network
Staf salaries to operate Opportunity Services Center's
nutrition program including daily meal and grocery programs. 8,920$ 8,920$ $ 12,340
Momentum for Mental Health
Staff salary for Homeless Outreach Specialist who conducts
direct street outreach to locations in Palo Alto and provides
in person training to public and private entities in Palo Alto on
homelesslness.27,000$ 25,650$ 25,650$ 24,111$ 24,111$ $ 25,847
Peninsula HealthCare
Connection Inc
Staff salary for outreach case worker who will seek out
homeless individuals who are suffering from various
untreated mental and medical conditions; work to secure
housing and monitor the client's progress and keep them
connected to the various medical, psychiatric and counseling
services.25,000$ 25,000$ $ 26,800
TOTAL 77,400$ 73,530$ 73,530$ 97,129$ 97,129$ 106,900$
FY 2014 Funding for Homeless Service Programs
(HSRAP/CDBG)
CDBG
InnVision the Way Home
Staff salaries for case workers to handle intake for drop in
clients at the Opportunity Services Center. 31,160$ 34,211$ 50,000$ 37,175$ 48,852$
InnVision the Way HomeCMA Staff salaries for emergency shelter 36,361$ 33,068$ -$ --
Palo Alto Housing Corp Staff salaries for SRO Resident Suport 31,160$ 34,211$ 26,000$ 20,375$ 32,413$
Downtown Steets Inc.
Staff salaries and operational expenses (supplies) for
workforce development program. 280,353$
TOTAL 98,681$ 101,490$ 76,000$ 57,550$ 361,618$
CDBG funding
recommendationfor 2013-14 is
pending final City Council
approval in August.
ATTACHMENT B
*NOT YET APPROVED*
ORDINANCE NO. _____
Ordinance of the Council of the City of Palo Alto Amending
Chapter 9.06 (Public Peace, Morals, and Safety) to add Section 9.06.020
– Use of Community Facilities Prohibited from 10:30pm to Sunrise
The Council of the City of Palo Alto does ORDAIN as follows:
SECTION 1. Findings and Declarations. The City Council finds and declares as
follows:
(a) The City Council hereby updates Title 9 of the Palo Alto Municipal Code to
provide for overnight closure of public libraries, community centers, theaters,
interpretive buildings, the Art Center and Civic Center Plaza is essential to
maintain and promote the public health, safety and welfare, to provide for the
continued effective management of public property, and to provide for the
continued enjoyment and accessibility of public property by all Palo Alto
residents and the public at large; and
(b) The overnight use of public libraries, community centers, theaters, interpretive
buildings, the Art Center and Civic Center Plaza causes the City to incur
increased costs for policing, maintenance, sanitation, garbage removal, animal
control, and other problems which may arise; and
(c) The overnight use of public libraries, community centers, theaters, interpretive
buildings, the Art Center and Civic Center Plaza hinders public access to the
services provided at those facilities; and
(d) Public libraries, community centers, theaters, interpretive buildings, the Art
Center and Civic Center Plaza are not intended for overnight use, during hours
when the grounds are unstaffed and unmonitored, which creates a risk to the
health, safety, and welfare of those persons on the grounds, as well as the
public at large.
SECTION 2. Section 9.61.020 (Use of Community Facilities Prohibited from
10:30pm to Sunrise) of Chapter 9.61 (Regulation of Community Facilities) of Title 9 (Public
Peace, Morals, Safety) of the Palo Alto Municipal Code is hereby added to read as follows:
“9.61.020 Use of Community Facilities Prohibited from 10:30pm to Sunrise
No person shall use, remain in or enter any Community Facilities between 10:30pm
and sunrise, other than a duly authorized city employee or persons participating in
2
city-sponsored activities or other activities for which the city has provided written
permission to utilize the grounds beyond the closing time, provided however that
the additional closure of specific facilities during portions of the day or the year
may be specified by the City Manager or his or her designee.
For the purposes of this chapter, “Community Facilities” means all buildings and
premises of City of Palo Alto Libraries, the Cubberley Community Center, Lucie
Stern Community Center, Children's Theatre, Community Theatre, Junior Museum
& Zoo, Mitchell Park Community Center and Field House, Art Center, Peers Park
Field House, Lucy Evans Baylands Nature Interpretive Center, Pearson Arastradero
Preserve Gateway Center, Foothills Park Interpretive Center, and Civic Center Plaza
(as defined in Municipal Code Section 9.60.020(b)), but not any land dedicated for
park use.
SECTION 3. This ordinance shall be effective on the thirty-first day after the
date of its adoption.
INTRODUCED:
PASSED:
AYES:
NOES:
ABSENT:
ABSTENTIONS:
ATTEST:
____________________________ ____________________________
City Clerk Mayor
APPROVED AS TO FORM: APPROVED:
____________________________ ____________________________
City Attorney City Manager
____________________________
Director of Administrative
Services
POLICY AND SERVICES COMMITTEE
WORKING MINUTES EXCERPT
Page 1 of 2
Special Meeting
August 13
Chairperson Kniss called the meeting to order at 6:15 P.M. in the Council
Chambers, 250 Hamilton Avenue, Palo Alto, California.
Present: Holman, Klein, Kniss (Chair), Price
Absent:
Agenda Items
1. Consideration of Approaches to Positively Impact Homelessness and
Ordinance Regarding Establishment of Community Center Hours,
including Cubberley, Stern and Mitchell Community Centers.
MOTION: Council Member Holman moved, seconded by Council Member
XXXX to recommend the City Council: 1) refer matter to the Human
Relations Commission, charge Human Relations Commission and relevant
City Staff to identify a structured proposal within 30 days with potential
funding sources and request for funding to address homeless issues
discussed this evening, with additional critical related matters. Such a
structured proposal would include relevant organizations, related programs
and responsibilities, relevant funding and means to measure success.
Proposal will not be final word on this subject but intended to get the City on
solid near term fitting for solutions; 2) City Council is requested to provide
$75k to increase Hotel to Zink program, Downtown Street Teams work, and
look at expanding Sunnyvale armory opening earlier; 3) Direct Staff to turn
off WIFI at library closing time, until opening time the following day; turn off
electricity to external outlets at closing time; direct Staff to provide
alternative access to showers for people; direct Staff to lock dumpster in
non-work hours; increase patrols at Cubberley; tow unregistered vehicles
and discard unattended belongings.
MOTION FAILED DUE TO THE LACK OF SECOND
MOTION: Council Member Klein moved, seconded by Council Member Price
to recommend to the full Council: 1) that Staff develop a program at a one-
WORKING MINUTES
Page 2 of 2
Special Policy and Services Committee Meeting
Working Minutes: 08/13/13
time cost not to exceed $150k to deal with homeless issues brought forward
tonight, 2) direct Staff to have the details of the program ready for full
Council consideration as soon as it is complete, or as soon thereafter for
consideration and approval by Council, 3) recommendation Number 2, page
7 of the staff report “Funding match with Santa Clara County for housing
subsidies”, and 4) recommend to Council an Ordinance (Attachment A) that
establishes hours of public access to the Cubberley Community Center and
other City of Palo Alto Community Facilities as sunrise to 10:30 PM daily.
INCORPORATED INTO THE MOTION WITH THE CONSENT OF THE
MAKER AND SECONDER request that staff bring forward to Policy and
Services Committee a discussion of the utilization of the Community Health
and Safety component of the Development Agreement with Stanford
University Medical Center, including a discussion of health services to
individuals most at risk including homeless.
MOTION PASSED: 3-1 Holman no
ADJOURNMENT: The meeting was adjourned at 9:29 P.M.
City of Palo Alto (ID # 3962)
City Council Staff Report
Report Type: Action Items Meeting Date: 8/19/2013
City of Palo Alto Page 1
Summary Title: Density Bonus Ordinance
Title: Adoption of Ordinance for a New Chapter 18.15 (Residential Density
Bonus) to Include in Title 18 of the Palo Alto Municipal Code to Implement
Government Code Section 65915
From: City Manager
Lead Department: Planning and Community Environment
Recommendation
Staff recommends that the City Council review and adopt New Chapter 18.15 (Residential
Density Bonus) to Title 18 (Zoning) of the Palo Alto Municipal Code to Implement Government
Code Section 65915
Executive Summary
In 2004, SB 1818 significantly amended State Density Bonus Law (Government Code Section
65915) including requiring local jurisdictions to adopt the law into their municipal codes. As
jurisdictions adopted the State law, many wrestled with implementing the State law while
respecting local codes, particularly in granting concessions and incentives. The 2007-2014
Housing Element, recently approved by the Council, provides that the City will adopt a Density
Bonus ordinance to comply with its requirements under State law to provide affordable housing
opportunities. A local Density Bonus ordinance allows the City to take local concerns into
account when granting approvals for density bonus projects. Staff has prepared a draft Density
Bonus Ordinance, including a menu of automatic concessions. Any concessions requested not
listed on the menu of concessions would require additional review by the Approving Authority
reviewing the land use application. Staff believes that the ordinance meets the purpose and
intent of the State law while respecting local preferences. The draft ordinance has been
included as Attachment A.
Background
City of Palo Alto Page 2
The State Density Bonus Law (Section 65915 of the Government Code) was first adopted in
1979. The law allows developers who offer affordable units in their developments a density
bonus above what the zoning ordinance would typically allow. Originally, developers received a
density bonus of 25% if they met the density bonus requirements.
In 2004, the State Legislature passed SB 1818, which significantly amended Section 65915 of
the Government Code (Attachment C). The significant changes to the law, effective on January
1, 2005, included:
A higher maximum market-rate unit density bonus of 35% for a lower percentage of
affordable units provided;
A sliding scale of market-rate density bonus percentages from 20%-35% depending on
the percentage of affordable units provided;
Provision for up to three (3) development concessions or incentives, depending on the
percentage of affordable units provided;
Granting the developer a density bonus if they donate land for very low income housing;
and
Required jurisdictions to implement Density Bonus law through local codes.
In the past, the City has applied the Density Bonus law on an ad hoc basis to both market rate
and affordable developments. Palo Alto Family Apartments, located at 801 Alma Street and
developed by Eden Housing, is a 50 unit affordable rental development. Eden requested
concessions to encroach into the required setbacks, exceed the maximum floor area ratio (FAR)
and not provide private useable open space. The development at 195 Page Mill Road also
requested concessions to allow residential uses in the General Manufacturing (GM) zoning
district and to exceed the maximum FAR in return for providing 17 affordable housing units
(20% of the total units). No developer has requested an increase in density though the Density
Bonus law. All requests have been for concessions.
The 2007-2014 Housing Element Update includes a draft program (Program 3.1.10) requiring
that a density bonus ordinance be adopted that is consistent with Government Code 65915.
Staff anticipates that density bonus will be an important tool in the production of affordable
housing in addition to helping the City meet its Housing Element and Regional Housing Needs
Allocation (RHNA) requirements.
Discussion
Significant Revisions
City of Palo Alto Page 3
As mentioned, SB 1818 provided significant revisions to Density Bonus law. Developers are
now able to receive is higher percentage bonus for a lower percentage of affordable units
provided. The percentage of density bonus received is dependent on the affordability level of
the affordable housing provided.
Below are the eligibility requirements for a density bonus award.
Density Bonus Summary Table
Restricted Affordable
Units or Category
Minimum
Percentage of
Restricted
Affordable Units
Percentage
of Density
Bonus
Granted
Additional
Bonus for
Each 1%
Increase in
Restricted
Affordable
Units
Percentage
of Restricted
Units
Required for
Maximum
35% Density
Bonus
Very Low Income 5% 20% 2.50% 11%
Lower Income 10% 20% 1.50% 20%
Moderate Income 10% 5% 1% 40%
Senior Citizen Housing 100% 20% ------ ------
Qualifying Mobile Park 100% 20% ------ ------
In addition, SB 1818 increased the number of concessions that a developer could request for a
lower percentage of affordable housing provided. As with the density bonus, the number of
concessions is dependent on the affordability level of the units and the percentage of
affordable units provided.
City of Palo Alto Page 4
Concessions and Incentives Summary Table
Target Group Restricted Affordable Units
Very Low Income 5% 10% 15%
Lower Income 10% 20% 30%
Moderate Income (Common Interest Development) 10% 20% 30%
Maximum Incentive(s)/Concession(s) 1 2 3
Planning and Transportation Commission Review
There has been extensive discussion of the draft ordinance by the PTC. On October 19, 2011,
the PTC conducted a study session regarding Government Code Section 65915 and the SB 1818
amendments. Since no developer has requested an increase in density, the discussion was
focused primarily on allowable concessions and an evaluation of the reasonableness of the
requested concession(s). Staff provided the density bonus ordinances from the City of San
Mateo and City of Santa Monica as reference for PTC review. The ordinances from those
jurisdictions were chosen based on their differing approaches to granting concessions for
proposed developments. The City of Santa Monica’s ordinance was more detailed in its
requirements in granting concessions. The Santa Monica code also placed quantified limits on
the types of concessions offered. In addition, if the developer did not choose one of the
concessions on the menu, a noticed public hearing was required to review the concession(s)
proposed by the developer. The City of San Mateo’s ordinance contained broader concessions
with no quantified thresholds or limitations on the City’s acceptance.
From the discussion, three main issues were raised:
1. A concern was raised that a developer, with the use of the concession(s), could
circumvent height limits and/or other zoning requirements without the City’s ability to
review the impacts;
2. Eligibility for a concession by simply meeting City’s minimum BMR requirements, and
3. The City’s ability to request for financial documentation in support of the requested
concession(s).
The PTC directed staff to prepare a City draft ordinance similar to the style of the Santa Monica
ordinance and their menu of concessions.
City of Palo Alto Page 5
January 9, 2013, the PTC considered the formal draft ordinance. The Commission was
supportive of the menu of concessions. However, there was substantial discussion about the
requirement of a developer to submit project pro-formas in support of a requested concession
not on the menu. In addition, the PTC wanted to see quantified concessions instead of more
general, open ended concessions. The meeting was continued to March 5, 2013 for staff to
return with responses to PTC comments. Staff returned with revisions that quantified the
concessions and reduced the pro forma requirement from mandatory submittal of the project
pro forma to requesting financial information when necessary. The PTC approved the draft
ordinance by a vote of 7-0. The minutes from the March 5 meeting have been included as
Attachment B.
Summary of Key Issues
The draft density bonus ordinance has been prepared with much of the language from the
State law incorporated verbatim into the ordinance. However, the draft ordinance differs from
the State law by providing greater detail and clarity for the granting of incentives and
concessions.
Concession Evaluation Process
Staff used the Santa Monica ordinance as the draft ordinance model. The ordinance provides a
menu of concessions which the developer can choose. These concessions are the more
commonly requested concessions, including relief from setbacks, floor area ratio (FAR) and
maximum height requirements. If the developer chooses from the menu of concessions, the
concession would be granted. These concessions are generally considered to have minimal
adverse impacts. If a developer requests a concession that does not fall within the parameters
of the menu concessions, the requested concession is reviewed as part of the underlying land
use application review with the appropriate Approval Authority (the City Council or the Director
of Planning and Community Environment) granting or denying the concession request.
Per State law, concessions must be granted to the developer unless the Approval Authority can
make one of the following findings:
1. The Concession, Incentive, waiver or modification is not required to provide for Affordable
Rents or Affordable Sales Prices; or
2. The Concession, Incentive, waiver or modification would have a specific, adverse impact
upon public health or safety or the physical environment or on real property listed in the
California Register of Historic Resources, and there is no feasible method to satisfactorily
mitigate or avoid the specific adverse impact without rendering the Development
City of Palo Alto Page 6
unaffordable to Low and Moderate Income households.
3. The Concession, Incentive, waiver or modification is contrary to state or federal law.
Menu of Concessions
The Zoning ordinance (Title 18) was considered during the development of the proposed menu
of concessions. Concessions were crafted in consideration of the City’s 50 foot height limit, in
that any concession request that would exceed the 50 foot height limit would require Approval
Authority review. Floor Area Ratio maximums were also considered, in that while the floor area
limits could be exceeded as a concession, the amount of additional floor area granted could not
exceed the total square footage of the affordable housing. This concession was crafted to avoid
the situation of providing only minimal affordable housing to be eligible for concessions, then
using the concessions to maximize commercial floor area or other non-affordable residential
area.
Request for Financial Information
If the developer requests a concession not on the menu, additional review of the concession is
required. As part of the review, the Approving Authority may request the developer submit
financial information as documentation to support the concession request. The documentation
would be used to demonstrate the concession is necessary to provide for affordable rents or
sales prices.
Recent Court Decision
The Planning and Transportation Commission discussed whether to allow Inclusionary Units to
take advantage of the Density Bonus. The Commission elected to recommend to the Council
that Inclusionary units should not qualify for a Density Bonus as such units were required under
the City’s separate BMR ordinance. While there was no legal precedent at the time prohibiting
the exclusion of Inclusionary Units, the Commission was told this was an unsettled area of law.
Subsequent to the Commission hearing, on July 11, 2013, the Court of Appeal in Latinos Unidos
Del Valle De Napa Y Solano v. County of Napa held that Inclusionary Units should be counted as
qualifying affordable units for purposes of qualifying for a Density Bonus. Note that the County
of Napa is a very recent Court of Appeal decision and some early commentary has questioned
its legal reasoning. That being said, for now the City is recommending that the Density Bonus
ordinance be amended to comport with the County of Napa holding that Inclusionary BMR
units qualify for a density bonus and concessions. The amendments are shown in track changes
format in the Draft Ordinance (Attachment A.) The City Attorney’s office will continue to
monitor this issue and, if warranted, may recommend additional amendments to the Density
Bonus or BMR Ordinance..
City of Palo Alto Page 7
Density Bonus Ordinance
Staff worked with the City Attorney in preparing the draft density bonus ordinance. Some of
the more relevant sections of the ordinance include:
1. Implementation (Sec. 18.15.030) –
The ordinance applies when the development includes five or more residential units,
and
Developers can request up to a maximum density bonus of 35% depending on the
number of affordable units and the level of affordability.
2. Development Standards (Sec. 18.15.040) –
The required units are to be built on-site and shall be generally equivalent in size,
fixtures and finishes to the market rate units;
The affordability term will be 30 years for low income rental and for ownership units
and 59 years for moderate income units, and
Includes the option for offsite development of the affordable units.
3. Development Concessions and Incentives (Sec. 18.15.050) –
A menu of the concessions was created, listing the more commonly requested
concessions of setbacks, floor area ratio (FAR) and height limit. These concessions
would be granted without additional review;
Any concession not on the menu of concessions would require additional review and
approval by the Approval Authority. The Approval Authority is determined by the
underlying discretionary permit application type;
Financial information may be requested to document the financial necessity of the
concession if the requested concession is not on the menu of concessions;
It is not necessary to request a density bonus in order to request concessions, and
The City Council has the discretion to allow more generous concessions for 100%
affordable housing projects.
4. Waiver/Modification of Development Standards (Sec. 18.15.060)
State law also allows the applicant to request a waiver or modification of
development standards if such standards would physically preclude the construction
of the proposed development at the increased density with the incorporated
concessions and incentives. The ordinance requires the applicant to demonstrate
City of Palo Alto Page 8
that without the waiver or modification, the development standards would
physically preclude the construction of the development at the site.
5. Child Care Facilities (Sec. 18.15.070) –
Housing developments providing child care facilities may also take advantage of
density bonus and concessions.
6. Application Requirements (Sec. 18.15.080) –
Outlines the procedure for developers to request density bonus and concessions,
and
Those concessions requested not listed in Section 18.15.050 would require
additional review, including possible submittal of financial information if requested.
7. Review Procedures (Sec. 18.15.090) –
Outlines the process if the developer chooses a concession not on the menu, and
As part of the public hearing, the Approval Authority will need to make separate
findings for the granting of the concessions.
8. Regulatory Agreement (Section 18.15.100) – All density bonus development will be
required to enter into a regulatory agreement.
The Agreement will designate the units, affordability term and level of affordability.
Policy Implications
The proposed density bonus ordinance is consistent with the policies and programs in the
current and proposed Housing Element. Program H-38 of the current 1999-2006 Housing
Element calls for the adoption of a revised density bonus program ordinance. Since this was
not completed, it remains a program in the Housing Element update.
In the draft 2007-2014 Housing Element update, a program stipulating the adoption of a
density bonus ordinance (Program 3.1.10) has been transferred from the current Housing
Element. The draft ordinance meets the requirements of the program.
Environmental Review
City of Palo Alto Page 9
The proposed Ordinance revises the requirements for granting a residential density bonus to
comply with revisions to State law enacted by the Legislature through the adoption of Senate
Bill 1818. Adoption of the draft density bonus will only codify allowances that developers have
been able to use in housing developments since 2005. The revisions modify the criteria and
incentives offered to qualifying developments but do not authorize construction not already
permitted under the City’s existing codes. It is uncertain how many project applicants will seek
to utilize the provisions of State law and this Ordinance and where such projects might be
located in the City. Further, each individual project will be subject to its own environmental
review. Consequently, the attached proposed ordinance is exempt from the requirements of
the California Environmental Quality Act (CEQA) pursuant to Section 15061(b)(3) of Title 14 of
the California Code of Regulations since it can be seen with certainty that there is no possibility
the adoption and implementation of this Ordinance may have a significant effect on the
environment.
Attachments:
Attachment A: Ordinance for Draft Residential Density Bonus with Menu (PDF)
Attachment B: March 5, 2013 PTC Meeting Excerpt Minutes (PDF)
Attachment C: Amended Government Code Section 65915 (SB 1818) (PDF)
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Ordinance No. ______
Ordinance of the Council of the City of Palo Alto Adopting New Chapter
18.15 (Residential Density Bonus) of Title 18 (Zoning) of the Palo Alto
Municipal Code to Implement Government Code Section 65915
The Council of the City of Palo Alto does ORDAIN as follows:
SECTION 1. Findings and Recitals. The Council of the City of Palo Alto finds and
declares as follows:
A. The State Density Bonus Law (Section 65915 of the Government Code)
was first adopted in 1979. The law allows developers who offer affordable units in their
developments a density bonus above what the zoning ordinance would typically allow.
Originally, developers received a density bonus of 25% if they met the density bonus
requirements.
B. In 2004, the State Legislature passed SB 1818, which significantly
amended Section 65915 of the Government Code. The significant changes to the law,
effective on January 1, 2005, included:
A higher maximum market‐rate unit density bonus of 35% for a lower
percentage of affordable units provided;
A sliding scale of market‐rate density bonus percentages from 20%‐35%
depending on the percentage of affordable units provided;
Provision for up to three (3) development concessions or incentives,
depending on the percentage of affordable units provided;
Granting the developer a density bonus if they donate land for very low
income housing; and
Required jurisdictions to implement Density Bonus law through
local codes.
C. In the past, the City has applied the Density Bonus law on an ad hoc basis
to both market rate and affordable developments. Palo Alto Family Apartments,
located at 801 Alma Street and developed by Eden Housing, is a 50 unit affordable
rental development. Eden requested concessions to encroach into the required
setbacks, exceed the maximum floor area ratio (FAR) and to not provide private useable
open space. The development at 195 Page Mill Road also requested concessions to
allow residential uses in the General Manufacturing (GM) zoning district and to exceed
the maximum FAR in return for providing 17 affordable housing units (20% of the total
units).
D. The 2007‐2014 Housing Element Update includes a program (Program
3.1.10) requiring that a density bonus ordinance be adopted that is consistent with
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130102 jb 0131030 Rev. July 26, 2013
Government Code 65915. Staff anticipates that density bonus will be an important tool
to help the City accommodate its Regional Housing Needs Allocation (RHNA) numbers.
SECTION 2. Chapter 18.15 (Residential Density Bonus) of Title 18 (Zoning) of the
Palo Alto Municipal Code is hereby added to read as follows:
Chapter 18.15
Residential Density Bonus
Sections:
18.15.010 Purpose
18.15.020 Definitions
18.15.030 Density Bonuses
18.15.040 Development Standards for Affordable Units
18.15.050 Development Concessions and Incentives
18.15.060 Waiver/Modification of Development Standards
18.15.070 Child Care Facilities
18.15.080 Application Requirements
18.15.090 Review Procedures
18.15.100 Regulatory Agreement
18.15.010 Purpose
The purpose of this chapter is to:
(a) Comply with the state density bonus law under California Government Code
section 65919.
(b) Establish procedures for implementing state density bonus requirements as set
forth in California Government Code Section 65915, as amended.
(c) Facilitate the development of affordable housing consistent with the goals,
objectives, and policies of the City’s Comprehensive Plan Housing Element.
18.15.020 Definitions
Whenever the following terms are used in this Chapter, they shall have the meaning
established by this section:
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(a) "Affordable Rent" means monthly rent, including a reasonable allowance for
utilities and all fees for housing services, for rental Restricted Affordable Units reserved for
Very Low or Lower Income Households, that does not exceed the following:
(i) Very Low Income: 50 percent of the area median income for Santa Clara
County, adjusted for presumed household size, multiplied by 30 percent
and divided by 12.
(ii) Lower Income: 60 percent of the area median income for Santa Clara
County, adjusted for presumed household size, multiplied by 30 percent
and divided by 12.
(b) "Affordable Sales Price" means the maximum sales price at which Very Low,
Lower and Moderate Income Households can qualify for the purchase of Restricted Affordable
Units as set forth in the City of Palo Alto’s Below Market Rate Housing Program. The sales price
shall be considered affordable only if it is based on a reasonable down payment, and monthly
housing payments (including interest, principal, mortgage insurance, property taxes and
assessments, fire and casualty insurance, homeowners association fees, property maintenance
and repairs, and a reasonable allowance for utilities), all as determined by the City, that are
equal to or less than:
(i) Very Low Income: 50 percent of the area median income for Santa Clara
County, adjusted for presumed household size, multiplied by 30 percent
and divided by 12.
(ii) Lower Income: 70 percent of the area median income for Santa Clara
County, adjusted for presumed household size, multiplied by 30 percent
and divided by 12.
(iii) Moderate Income: 110 percent of the area median income for Santa Clara
County, adjusted for presumed household size, multiplied by 30 percent
and divided by 12.
(c) "Applicant" means any person, firm, partnership, association, joint venture,
corporation, or any entity or combination of entities who seeks Development permits or
approvals from the City of Palo Alto.
(d) "Approval Authority" means the person or body that is authorized to approve a
Development as specified in the City of Palo Alto Municipal Code.
(e) "Below Market Rate Housing Program" means Chapter 18.14 of the Palo Alto
Municipal Code and the Administrative Guidelines for the Below Market Rate Program.
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(f) "Child Care Facility" means a child day care facility other than a family day care
home, including, but not limited to, infant centers, preschools, extended day care facilities, and
school age child care centers.
(g) "Concession or Incentive" as used interchangeably means such regulatory
concessions as specified in Government Code Section 65915(k) to include:
(i) A reduction of site Development Standards or architectural design
requirements which exceed the minimum applicable building standards
approved by the State Building Standards Commission pursuant to Part 2.5
(commencing with Section 18901) of Division 13 of the Health and Safety
Code, including, but not limited to, a reduction in setback, coverage, and/or
parking requirements which result in identifiable, financially sufficient and
actual cost reductions;
(ii) Allowing mixed use development in conjunction with the proposed
residential development, if nonresidential land uses will reduce the cost of
the residential project and the nonresidential land uses are compatible
with the residential project and existing or planned development in the
area where the Development will be located; and
(iii) Other regulatory Concessions proposed by the applicant or the City which
result in identifiable financially sufficient, and actual cost reductions.
(h) "Density Bonus" means a density increase over the Maximum Residential
Density granted pursuant to Government Code Section 65915 and this Ordinance.
(i) "Density Bonus Units" means those dwelling units granted pursuant to the
provisions of this Chapter which exceed the otherwise Maximum Residential Density for the
development site.
(j) "Development" means all developments pursuant to a proposal to construct or
place five (5) or more additional dwelling units on a lot or contiguous lots including, without
limitation, a planned unit development, site plan, subdivision, or conversion of a non‐
residential building to dwelling units.
(k) "Development Standard" means a site or construction condition such as a
height limitation, a setback, or a floor‐area ratio, that applies to a Development pursuant to any
ordinance, general plan element, specific plan, charter, or other City condition, law, policy,
resolution, or regulation. A “site and construction condition” is a development regulation or
law that specifies the physical development of a site and buildings on the site in a
Development.
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(l) "Discretionary Permit" means any permit issued for the Development which
requires the exercise of judgment or deliberation from the Approval Authority, including but
not limited to conditional use permits, variances, site plans, design review, planned
development permits, general and specific plan approvals and amendments, zoning
amendments, and tentative and parcel maps.
(m) "Lower, Very Low, or Moderate Income” means annual income of a household
that does not exceed the maximum income limits for the income category, as adjusted for
household size, applicable to Santa Clara County, as published and periodically updated by the
State Department of Housing and Community Development pursuant to Sections 50079.5,
50105, or 50093 of the California Health and Safety Code.
(n) "Maximum Residential Density" means the maximum number of dwelling units
permitted in the Development by the City’s Comprehensive Plan Land Use Element and Zoning
Ordinance at the time of application, excluding the provisions of this Chapter. If the
Development is a planned community zone, the Maximum Residential Density shall be
determined on the basis of the Comprehensive Plan and the maximum density of the previous
zone designation. If the maximum density allowed by the Zoning Ordinance is inconsistent with
the density allowed by the Land Use Element of the City’s Comprehensive Plan, the Land Use
Element density shall prevail.
(o) "Non‐Restricted Unit" means all dwelling units within a Development excluding
the Restricted Affordable Units.
(p) “Qualifying Mobilehome Park” means a mobilehome park that limits residency
based on age requirements for housing older persons pursuant to Section 798.76 and 799.5 of
the Civil Code.
(q) "Qualifying Resident" means senior citizens or other persons eligible to reside in
a Senior Citizen Housing Development or Qualifying Mobilehome Park.
(r) "Regulatory Agreement" means a recorded and legally binding agreement
between an applicant and the City to ensure that the requirements of this Chapter are satisfied.
The Regulatory Agreement, among other things, shall establish: the number of Restricted
Affordable Units, their size, location, terms and conditions of affordability, and production
schedule.
(s) "Restricted Affordable Unit" means a dwelling unit within a Development which
will be available at an Affordable Rent or Affordable Sales Price for sale or rent to Very Low,
Lower or Moderate Income households.
(t) "Senior Citizen Housing Development" means a Development consistent with
the California Fair Employment and Housing Act (Government Code Section 12900 et. seq.,
including 12955.9 in particular), which has been "designed to meet the physical and social
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needs of senior citizens," and which otherwise qualifies as "housing for older persons" as that
phrase is used in the federal Fair Housing Amendments Act of 1988 (P.L. 100‐430) and
implementing regulations (24 CFR, part 100, subpart E), and as that phrase is used in California
Civil Code Section 51.2 and 51.3.1
18.15.030 Density Bonuses
This Section describes the Density Bonuses that will be provided, at the request of an
applicant, when that applicant provides Restricted Affordable Units as described below.
(a) The City shall grant a 20 percent (20%) Density Bonus when an applicant
for a Development of five (5) or more dwelling units seeks and agrees to construct at least any
one of the following in accordance with the requirements of this Section and Government Code
Section 65915:
(i) At least 10 percent (10%) of the total dwelling units of the Development as
Restricted Affordable Units affordable to Lower Income Households. For
each one percent (1%) increase in the percentage of restricted Lower
Income units, a Development will receive an additional one and one‐half
percent (1.5%) density bonus up to thirty‐five percent (35%) of the
Maximum Residential Density; or
(ii) At least five percent (5%) of the total dwelling units of the Development as
Restricted Affordable Units affordable to Very Low Income Households.
For each one percent (1%) increase in the percentage of restricted Very
Low Income units, a Development will receive an additional two and one‐
half percent (2.5%) density bonus up to thirty‐five percent (35%) of the
Maximum Residential Density; or
(iii) A Senior Citizen Housing Development; or
(iv) A Qualifying Mobilehome Park.
(b) The City shall grant a five percent (5%) Density Bonus when an applicant for a
Development of five (5) or more additional dwelling units seeks and agrees to construct, in
accordance with the requirements of this Section and Government Code Section 65915, at least
10 percent (10%) of the total dwelling units in a common interest development as defined in
California Civil Code Section 1351 for Moderate Income Households, provided that all dwelling
units in the Development are offered to the public for purchase. For each one percent (1%)
increase in the percentage of restricted Moderate Income units, a Development will receive an
additional one percent (1%) density bonus up to thirty‐five percent (35%) of the Maximum
Residential Density.
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(c) No additional Density Bonus shall be authorized for a Senior Citizen
Development or Qualifying Mobilehome Park beyond the Density Bonus authorized by
subsection (a) of this Section.
(d) When calculating the number of permitted Density Bonus Units, any fractions of
units shall be rounded to the next highest number. An applicant may elect to receive a Density
Bonus that is less than the amount permitted by this Section; however, the City shall not be
required to similarly reduce the number of Restricted Affordable Units required to be dedicated
pursuant to this Section and Government Code Section 65915(b).
(e) Each Development is entitled to only one Density Bonus, which shall be selected
by the applicant based on the percentage of Very Low Restricted Affordable Units, Lower
Income Restricted Affordable Units, or Moderate Income Restricted Affordable Units, or the
Development’s status as a Senior Citizen Housing Development or Qualifying Mobilehome Park.
Density bonuses from more than one category may not be combined. In no case shall a
Development be entitled to a Density Bonus of more than thirty‐five percent (35%).
(f) The Density Bonus Units shall not be included when determining the number of
Restricted Affordable Units required to qualify for a Density Bonus. When calculating the
required number of Restricted Affordable Units, any resulting decimal fraction shall be rounded
to the next larger integer.
(g) Any Restricted Affordable Unit provided pursuant to the City’s Below Market
Rate Housing Program shall not be included when determining the number of Restricted
Affordable Units required to qualify for a Density Bonus or other entitlement under this
Chapter. In addition However, the payment of a housing impact or in lieu fee shall not qualify
for a Density Bonus or other entitlement under this Chapter.
(h) Certain other types of development activities are specifically eligible for a
Density Bonus pursuant to State law:
(i) A Development may be eligible for a Density Bonus in return for land
donation pursuant to the requirements set forth in Government Code
Section 65915(g).
(ii) A condominium conversion may be eligible for a Density Bonus or
Concession pursuant to the requirements set forth in Government Code
Section 65915.5.
(i) Notwithstanding any provision of this Chapter, all Developments must satisfy all
applicable requirements of the City's Below Market Rate Housing Program, which may impose
requirements for Restricted Affordable Units in addition to those required to receive a Density
Bonus or Concessions.
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Table 1 summarizes the density bonus provisions described in this Section.
Table 1
Density Bonus Summary Table
Restricted Affordable
Units or Category
Minimum
Percentage of
Restricted
Affordable Units
Percentage
of Density
Bonus
Granted
Additional
Bonus for
Each 1%
Increase in
Restricted
Affordable
Units
Percentage
of Restricted
Units
Required for
Maximum
35% Density
Bonus
Very Low Income 5% 20% 2.50% 11%
Lower Income 10% 20% 1.50% 20%
Moderate Income 10% 5% 1% 40%
Senior Citizen Housing 100% 20% ‐‐‐‐‐‐ ‐‐‐‐‐‐
Qualifying Mobile Park 100% 20% ‐‐‐‐‐‐ ‐‐‐‐‐‐
Note: A density bonus may be selected from only one category up to a maximum of 35% of the Maximum
Residential Density.
18.15.040 Development Standards for Affordable Units
(a) Restricted Affordable Units shall be constructed concurrently with Non‐
Restricted Units unless both the City and the applicant agree within the Regulatory Agreement
to an alternative schedule for development.
(b) Moderate Income Restricted Affordable Units shall remain restricted and
affordable to the designated income group for a minimum period of 59 years (or a longer
period of time if required by the construction or mortgage financing assistance program,
mortgage insurance program, or rental subsidy program). Very Low and Lower Restricted
Affordable Units shall remain restricted and affordable to the designated income group for a
period of 30 years for both rental and for‐sale units (or a longer period of time if required by a
construction or mortgage financing assistance program, mortgage insurance program, or rental
subsidy program).
(c) In determining the maximum Affordable Rent or Affordable Sales Price of
Restricted Affordable Units, the presumed household size as set forth in the City’s Below
Market Rate Housing Program shall be used, unless the Development is subject to different
assumptions imposed by other governmental regulations.
(d) Restricted Affordable Units shall be built on‐site and be dispersed within the
Development, except as permitted in subsection (e) of this Section. The number of bedrooms of
the Restricted Affordable Units shall be equivalent to the bedroom mix of the Non‐Restricted
Units in the Development; except that the applicant may include a higher proportion of
Restricted Affordable Units with more bedrooms. The design, appearance and general quality
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of the Restricted Affordable Units shall be compatible with the design of the Non‐Restricted
Units in the Development. The Development shall comply with all applicable Development
Standards, except those which may be modified as provided by this Chapter.
(e) Circumstances may arise in which the City Council finds that the public interest
would be served by allowing some or all of the Restricted Affordable Units associated with one
Development to be produced and operated at an alternative development site. Where the
applicant and the City form such an agreement, the resulting linked developments shall be
considered a single Development for purposes of this Chapter. Under these circumstances, the
applicant shall be subject to the same requirements established by this Chapter for the
Restricted Affordable Units to be provided on the alternative site.
(f) A Regulatory Agreement, as described in Section 18.15.090, shall be made a
condition of the Discretionary Permits for all Developments pursuant to this Chapter. The
Regulatory Agreement shall be recorded as a restriction on the Development. The Regulatory
Agreement shall be consistent with the City’s Below Market Rate Housing program guidelines.
18.15.050 Development Concessions and Incentives
This Section includes provisions for providing Concessions or Incentives pursuant to
Government Code Section 65915.
(a) By Right Parking Incentives. Upon request by the applicant, a Development that
is eligible for a Density Bonus may provide parking as provided in this subsection (a), consistent
with Government Code Section 65915(p), inclusive of handicapped and guest parking:
(i) Zero to one bedroom unit: one on‐site parking space;
(ii) Two to three bedroom unit: two on‐site parking spaces;
(iii) Four or more bedroom unit: two and one‐half parking spaces.
If the total number of spaces required results in a fractional number, it shall be rounded
up to the next whole number. For purposes of this subsection, this parking may be provided
through tandem parking or uncovered parking, but not through on‐street parking.
(b) Other Incentives and Concessions. A Development is eligible for other
Concessions or Incentives as follows:
(i) One Concession or Incentive for a Development that makes at least ten
percent (10%) of the total dwelling units affordable to Lower Income
households; or at least five percent (5%) of the total dwelling units
affordable to Very Low Income households; or at least ten percent (10%) of
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the total dwelling units affordable to Moderate Income households in a
common interest development.
(ii) Two Concessions or Incentives for a Development that makes at least
twenty percent (20%) of the total dwelling units affordable to Lower
Income households; or at least ten percent (10%) of the total dwelling units
affordable to Very Low Income households; or at least twenty percent
(20%) of the total dwelling units affordable to Moderate Income
households in a common interest development.
(iii) Three Concessions or Incentives for a Development that makes at least
thirty percent (30%) of the total dwelling units affordable to Lower Income
households; or at least fifteen percent (15%) of the total dwelling units
affordable to Very Low Income households, or at least thirty percent (30%)
of the total dwelling units affordable to Moderate Income households in a
common interest development.
Table 2 summarizes the provisions of Concessions or Incentives described in subsection (a).
Table 2
Concessions and Incentives Summary Table
Target Group Restricted Affordable Units
Very Low Income 5% 10% 15%
Lower Income 10% 20% 30%
Moderate Income (Common Interest Development) 10% 20% 30%
Maximum Incentive(s)/Concession(s) 1 2 3
Notes: 1. Concessions or Concessions may be selected from only one category (very low, lower, or
moderate)
2. No concessions or Concessions are available for land donation, or for Senior Citizen Housing
Developments and Qualifying Mobilehome Parks that do not contain Restricted Affordable Units.
(c) In submitting a request for Concessions or Incentives, an applicant may request
the specific Concessions set forth below. The following Concessions and Incentives are deemed
not to have a specific adverse impact as defined in Section 18.15.090 (b)(ii).
(i) Up to a 50% average reduction of the side yard setback requirement if the
design is consistent with the design guidelines, unless adjacent to R‐1, R‐2,
RMD and other low density residential zones;
(ii) Up to a 50% average reduction of the front yard setback requirements so
long as setback is consistent with the design guidelines, unless adjacent to
R‐1, R‐2, RMD and other low density residential zones;
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(iii) Up to a 50% average reduction of the rear yard setback requirements so
long as the setback is consistent with the design guidelines, unless
adjacent to R‐1, R‐2, RMD and other low density residential zones;
(iv) A percentage increase in the height limit equal to the Density Bonus
percentage for which the Development is eligible if necessary to
accommodate the Restricted Affordable Units, with a maximum increase of
one foot per Affordable Unit, and no event to exceed fifty (50) feet;
(v) Up to fifty percent (50%) increase in the Floor Area Ratio (FAR) or up to the
square footage of the Restricted Affordable Units, whichever is less. For a
mixed use project, the applicant can elect to receive this FAR bonus for the
entire project or for just the residential portion of the project. Any FAR
bonus under this section shall be consistent with the applicable height
requirements;
(vi) Reduction in daylight plane requirements not to exceed 50% of the length
of the adjacent lot line;
(vii) Reduction in site coverage requirement;
(viii) Reduction in private; or
(ix) Reduction in public open space; or
(d) The setbacks referenced in this Section shall not include Special Setbacks as
defined in Section 20.08.020.
(e) For Developments that propose to construct one hundred percent (100%) of the
dwelling units (except a manager's unit) as Restricted Affordable Units that are affordable to
Very Low and/or Lower Income households, the Council may grant additional Concessions or
Incentives or exceed the limits set forth in (i) to (ix) above if the Council finds that such
Concessions or Incentives are required to provide for affordable housing costs, as defined in
Section 50052.3 of the Health and Safety Code and are in the interest of the public health,
safety, or welfare.
(f) Nothing in this Chapter shall be construed to require the provision of direct
financial Concessions for the Development, including the provision of publicly owned land by
the City or the waiver of fees or dedication requirements.
18.15.060 Waiver/Modification of Development Standards
An applicant may apply for a waiver or modification of Development Standards that will
have the effect of physically precluding the construction of a Development at the densities or
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130102 jb 0131030 Rev. July 26, 2013
with the Concessions or Incentives permitted by this Chapter. The developer must demonstrate
that Development Standards that are requested to be waived or modified will have the effect of
physically precluding the construction of a Development meeting the criteria of subsection (a)
of Section 18.15.030 at the densities or with the Concessions or Incentives permitted by this
Chapter.
18.15.070 Child Care Facilities
(a) When an applicant proposes to construct a Development that is eligible for a
Density Bonus under Section 18.15.030 and includes a child care facility that will be located on
the premises of, as part of, or adjacent to, the Development, the City shall grant either:
(i) An additional density bonus that is an amount of square feet of residential
space that is equal to or greater than the square footage of the child care
facility; or
(ii) An additional Concession or Incentive that contributes significantly to the
economic feasibility of the construction of the child care facility.
(b) The City shall require, as a condition of approving the Development, that the
following occur:
(i) The child care facility shall remain in operation for a period of time that is
as long as or longer than the period of time during which the Restricted
Affordable Units are required to remain affordable pursuant to Section
18.15.040. In the event the childcare operations cease to exist, the
Director of Planning and Community Environment may approve an
alternative community service use for the child care facility.
(ii) Of the children who attend the child care facility, the children of Very Low,
Lower and Moderate Income households shall equal a percentage that is
equal to or greater than the percentage of Restricted Affordable Units in
the Development that are required for Very Low, Lower and Moderate
Income households pursuant to Section 18.15.030.
(c) Notwithstanding subsections (a) and (b) above, the City shall not be required to
provide a density bonus or a Concession or Incentive for a child care facility if it finds, based
upon substantial evidence, that the community has adequate child care facilities.
18.15.080 Application Requirements
An application for a Density Bonus, Incentive, Concession, waiver, modification or
revised parking standard shall be made as follows:
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(a) An application for a Density Bonus, Incentive, Concession, waiver, modification
or revised parking standard shall be submitted with the first application for a Discretionary
Permit for a Development and shall be processed concurrently with those Discretionary
Permits. The application shall be on a form prescribed by the City and shall include the
following information:
(i) A brief description of the proposed Development, including the total
number of dwelling units, Restricted Affordable Units, and Density Bonus
Units proposed.
(ii) The zoning and comprehensive plan designations and assessor's parcel
number(s) of the project site, and a description of any Density Bonus,
Concession or Incentive, waiver or modification, or revised parking
standard requested
(iii) A vicinity map and preliminary site plan, drawn to scale, including building
footprints, driveway and parking layout.
(iv) If a Concession or Incentive is requested, a brief explanation as to the
actual cost reduction achieved through the Concession or Incentive and
how the cost reduction allows the applicant to provide the Restricted
Affordable Units.
(v) If a waiver or modification is requested, a brief explanation of why the
Development Standard would physically preclude the construction of the
Development with the Density Bonus, Incentives, and Concessions
requested.
(vi) Site plan showing location of market‐rate units, Restricted Affordable
Units, and Density Bonus units within the proposed Development;
(vii) Level of affordability of the Restricted Affordable Units and proposed
method to ensure affordability;
(viii) For Concessions and Incentives that are not included within the menu of
Incentives/Concessions set forth in subsection (c) of Section 18.15.050, the
application may include financial information if requested by the Director,
providing evidence that the requested Concessions and Incentives result in
identifiable, financially sufficient, and actual cost reductions. The cost of
reviewing any required financial information, including, but not limited to,
the cost to the City of hiring a consultant to review the financial data, shall
be borne by the applicant. The financial information shall include all of the
following items:
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(A) The actual cost reduction achieved through the Concession;
(B) Evidence that the cost reduction allows the applicant to provide
affordable rents or affordable sales prices; and
(C) Other information requested by the Planning Director. The
Planning Director may require any financial information include
information regarding capital costs, equity investment, debt
service, projected revenues, operating expenses, and such other
information as is required to evaluate the financial information;
(ix) If a waiver or modification of a Development Standard is requested, the
applicant shall provide evidence that the Development Standard for which
the waiver is requested will have the effect of physically precluding the
construction of the Development with the Density Bonus and Concessions
requested;
(x) If a Density Bonus or Concession is requested for a land donation, the
application shall show the location of the land to be dedicated, provide
proof of site control, and provide evidence that all of the requirements and
each of the findings included in Government Code Section 65915(g) can be
made;
(xi) If a density bonus or Concession is requested for a child care facility, the
application shall show the location and square footage of the child care
facilities and provide evidence that all of the requirements and each of the
findings included in Government Code Section 65915(h) can be made.
(xii) If a Density Bonus or Concession is requested for a condominium
conversion, the applicant shall provide evidence that all of the
requirements found in Government Code Section 65915.5 can be met.
(d) In accordance with state law, neither the granting of a Concession, Incentive,
waiver, modification, or revised parking standard, nor the granting of a Density Bonus, shall be
interpreted, in and of itself, to require a general plan amendment, zoning change, variance, or
other discretionary approval.
(e) This Chapter implements State Density Bonus law. Any Density Bonus, Incentive,
Concession, revised parking standard, waiver, or modification sought by an Applicant shall be
made pursuant to this Chapter and may not be combined with similar requests under State
Density Bonus law.
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130102 jb 0131030 Rev. July 26, 2013
18.15.090 Review Procedures
An application for a Density Bonus, Incentive, Concession, waiver, modification or
revised parking standard shall be acted upon by the Approval Authority concurrently with the
application for the first Discretionary Permit. The granting of a Density Bonus shall not be
deemed approval of the entire Project or approval of any subsequent discretionary permit.
(a) Before approving an application for a Density Bonus, Incentive, Concession,
waiver, modification or revised parking standard, the Approval Authority shall make the
following findings, as applicable:
(i) The Development is eligible for the Density Bonus and any Concessions,
waivers, modifications, or revised parking standards requested.
(ii) Any requested Concession or Incentive will result in identifiable, financially
sufficient, and actual cost reductions based upon the financial analysis and
documentation provided. The City finds that the Concessions and
Incentives included in Section 18.50.050(c) will result in identifiable,
financially sufficient, and actual cost reductions.
(iii) If the Density Bonus is based all or in part on donation of land, a finding
that all the requirements included in Government Code Section 65915(g)
have been met.
(iv) If the Density Bonus, Concession or Incentive is based all or in part on the
inclusion of a child care facility, a finding that all the requirements included
in Government Code Section 65915(h) have been met.
(v) If the Concession or Incentive includes mixed‐use development, a finding
that all the requirements included in Government Code Section 65915(k)(2)
have been met.
(vi) If a waiver or modification is requested, a finding that the Development
Standards for which the waiver is requested would have the effect of
physically precluding the construction of the Development with the Density
Bonus and Concessions permitted.
(b) If the findings required by subsection (a) of this Section cannot be made, the
Approval Authority may deny an application for a Concession, Incentive, waiver or modification
only if it makes one of the following written findings, supported by substantial evidence:
(i) The Concession, Incentive, waiver or modification is not required to
provide for Affordable Rents or Affordable Sales Prices; or
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130102 jb 0131030 Rev. July 26, 2013
(ii) The Concession, Incentive, waiver or modification would have a specific,
adverse impact upon public health or safety or the physical environment or
on real property listed in the California Register of Historic Resources, and
there is no feasible method to satisfactorily mitigate or avoid the specific
adverse impact without rendering the Development unaffordable to Low
and Moderate Income households. For the purpose of this subsection,
"specific adverse impact" means a significant, quantifiable, direct, and
unavoidable impact, based on objective, identified, written public health or
safety standards, policies, or conditions as they existed on the date that the
application for the Development was deemed complete; or
(iii) The Concession, Incentive, waiver or modification is contrary to state or
federal law.
(c) If the Approval Authority is not the City Council, any decision denying a Density
Bonus, Incentive, Concession, waiver, modification or revised parking standard may be
appealed to the City Council within fourteen days of the date of the decision.
18.15.100 Regulatory Agreement
(a) Applicants for a Density Bonus, Incentive, Concession, waiver, modification or
revised parking standard shall enter into a Regulatory Agreement with the City. The terms of
the draft agreement shall be approved as to form by the City Attorney and reviewed and
revised as appropriate by the Director of Planning and Community Environment, who shall
formulate a recommendation to the Approval Authority for final approval.
(b) Following execution of the agreement by all parties, the completed Density
Bonus Regulatory Agreement, or memorandum thereof, shall be recorded and the
conditions filed and recorded on the Development.
(c) The approval of the Regulatory Agreement shall take place prior to tentative
map approval, and recordation shall take place prior to final map approval, or, where a
map is not being processed, prior to Architectural Review approval. The Regulatory
Agreement shall be binding to all future owners and successors in interest.
(d) The Regulatory Agreement shall be consistent with the guidelines of the City’s
Below Market Rate Program and shall include at a minimum the following:
(i) The total number of dwelling units approved for the Development,
including the number of Restricted Affordable Units;
(ii) A description of the household income group to be accommodated by the
Restricted Affordable Units, and the standards for determining the
corresponding Affordable Rent or Affordable Sales Price;
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130102 jb 0131030 Rev. July 26, 2013
(iii) The location, dwelling unit sizes (square feet), and number of bedrooms of
the Restricted Affordable Units;
(iv) Term of use restrictions for Restricted Affordable Units of at least 59 years
for Moderate Income units and at least 30 years for Low and Very Low
units;
(v) A schedule for completion and occupancy of Restricted Affordable Units;
(vi) A description of any Concession, Incentive, waiver, modification, or revised
parking standard, if any, being provided by the City;
(vii) A description of remedies for breach of the agreement (the City may
identify tenants or qualified purchasers as third party beneficiaries under
the agreement); and
(viii) Other provisions to ensure implementation and compliance with this
Section.
SECTION 3. CEQA The proposed Ordinance revises the requirements for granting
a residential density bonus to comply with revisions to State law enacted by the
Legislature through the adoption of Senate Bill 1818. Adoption of the draft density
bonus codifies allowances that developers have been able to use in housing
developments since 2005. Further, the revisions modify the criteria and incentives
offered to qualifying developments but do not authorize construction not already
permitted under the City’s existing codes. Also, it is uncertain how many project
applicants will seek to utilize the provisions of State law and this Ordinance and where
such projects might be located in the City. Further, each individual project will be
subject to its own environmental review. Consequently, this ordinance is exempt from
the requirements of the California Environmental Quality Act (CEQA) pursuant to
Section 15061(b)(3) of Title 14 of the California Code of Regulations since it can be seen
with certainty that there is no possibility the adoption and implementation of this
Ordinance may have a significant effect on the environment.
SECTION 4. Severability. If any provision, clause, sentence or paragraph of this
ordinance, or the application to any person or circumstances, shall be held invalid, such
invalidity shall not affect the other provisions of this Ordinance which can be given
effect without the invalid provision or application and, to this end, the provisions of this
Ordinance are hereby declared to be severable.
/ /
/ /
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130102 jb 0131030 Rev. July 26, 2013
SECTION 5. This ordinance shall be effective on the thirty‐first date after the
date of its adoption.
INTRODUCED:
PASSED:
AYES:
NOES:
ABSENT:
ABSTENTIONS:
NOT PARTICIPATING:
ATTEST:
____________________________ ____________________________
City Clerk Mayor
APPROVED AS TO FORM: APPROVED:
____________________________ ____________________________
Senior Assistant City Attorney City Manager
____________________________
Director of Planning &
Community Environment
1
Planning and Transportation Commission 1
Verbatim Minutes 2
March 5, 2013 3
4
EXCERPT 5
6
Review and Recommendation to City Council to Adopt New Chapter 18.15 (Residential 7
Density Bonus) to Title 18 (Zoning) of the Palo Alto Municipal Code to Implement 8
Government Code Section 65915 (Continued from January 9, 2013) 9
10
Chair Martinez: We’re going to reconvene and start right up with Item Number 2, Review and 11
recommendation to City Council on the proposed Density Bonus Ordinance. We’ll start with a 12
staff report. 13
14
Tim Wong, Senior Planner, Housing: Good evening Commissioners, my name is Tim Wong and 15
I’m a Senior Planner. On January 9th the Planning Commission, the Planning and Transportation 16
Commission (PTC) first reviewed the initial draft Density Bonus Ordinance and there were a 17
number of comments made, but coming out of that meeting there were three main discussion 18
points. Number one main discussion point about the draft ordinance; the first point was about 19
requiring a pro forma. A second discussion point was quantification of concessions on the menu. 20
And lastly there was also some points made about jurisdiction oversight for these concessions. 21
22
And so staff went back and revised the draft Density Ordinance based on PTC feedback and in 23
regards to the requirement of pro forma, staff has revised that requirement to say that instead of 24
requiring or will require the submittal of a pro forma, staff has revised that language to say “may 25
require financial information.” Staff feels that that requirement should be retained since per the 26
Government code the only way to deny a concession is proof that it is not, that concession is not 27
needed to provide affordable units or lower the affordability. So, but instead of making it 28
mandatory staff has revised it to make it on the Director’s discretion. 29
30
Secondly the second item was quantification or quantifying the concessions. So staff has gone 31
back and quantified the more popular concessions, the setback, daylight plane, and previously 32
the height had already been quantified therefore it hadn’t been touched. Some of the less popular 33
concessions on the menu have not been quantified to hopefully make them more attractive for 34
potential developers in the future. 35
36
And lastly the last point was government or jurisdiction oversight to these concessions. In that 37
staff responds to that comment is that through the menu of concessions and quantifying some of 38
these concessions that is probably what the City can do in overseeing those concessions. The 39
purpose and intent of the government code is to kind of eliminate, not eliminate, limit City 40
oversight or jurisdiction oversight and staff feels that what is before you is probably what the 41
City can do while meeting the purpose and intent of the code. So that concludes staff’s 42
presentation. 43
44
Chair Martinez: Commissioners questions? Commissioner Alcheck? Oh, I don’t know, I should 45
ask that. Are there any members of the public who care to speak on this item? I see none. Ok. 46
Questions, comments from Commissioners. Oh I guess we’ll go with Commissioner Keller. 47
48
2
Commissioner Keller: Yeah, I suggested you formally open and close the public hearing just for 1
formality and then I’ll… 2
3
Chair Martinez: Someone might be rushing in at the last; I’m going to give them a shot at it. 4
5
Commissioner Keller: At least open it anyway. 6
7
Chair Martinez: Oh, ok. Let’s open the public hearing. 8
9
Commissioner Keller: I, based on the fact that we had an extensive discussion on this several, not 10
very, I guess several months ago, I have only one change to the recommendation that I would 11
like to see. And that is that I brought up the issue of special setbacks. And the narrative 12
basically said that special setbacks are setbacks and therefore they’re covered by what’s 13
described. That was not the intent of my suggestion. My suggestion was that special setbacks 14
may not be reduced by concession ever. And this allows setbacks to be reduced. So I was 15
suggesting that special setbacks be excluded from allowing for concessions. And the reason for 16
that is special setbacks are situations where this contextual thing going on in a neighborhood. So 17
for example, along Alma Street there’s a special 30 foot setback and that’s true along a number 18
of our major residential arterials. And I think that that should be respected regardless of the 19
development with the possible exception of Alma Village, which I didn’t agree with either. But 20
essentially those special setbacks should be respected so I would like to exclude them. 21
22
Chair Martinez: I have a question about that. Are the special setbacks somewhere codified that 23
we know what they are or is that just sort of a general term that we apply? 24
25
Amy French, Chief Planning Official: This is Amy French, Chief Planning Official. We have a 26
map that identifies the special setbacks. They were identified on… they’re larger in general than 27
the 20 foot front yard setbacks. These are arterial streets such as Middlefield, Embarcadero and 28
they’re identified through Title 19 of the Palo Alto Municipal Code in reference to the map that 29
was adopted. 30
31
Chair Martinez: Ok and to our City Attorney. Are we in compliance with the State mandate if 32
we adopt such restrictions? 33
34
Cara Silver, Sr. Assistant City Attorney: Thank you Chair. Cara Silver, Senior Assistant City 35
Attorney. What I would suggest if that’s the Commission’s intent, is to specify in the sort of 36
what we call the ministerial menu of concessions that are granted as a almost a matter of right 37
that the special, that those shall not include a waiver from the special setbacks. However, if we 38
were to outright prohibit any granting of some special setbacks even upon a financial finding that 39
the Density Bonus provision is designed to accommodate that could be legally problematic. 40
41
Chair Martinez: Commissioner Keller. 42
43
Commissioner Keller: I would certainly be supportive of the suggestion that Counsel has 44
recommended to us and that would implement what I would want. 45
46
Chair Martinez: Are you done? Commissioner Panelli, comments? Really? The other side? 47
Commissioner Alcheck. 48
49
3
Commissioner Alcheck: I’m prepared to support this. My concern and I mentioned it last time 1
was that we’re sort of setting the bar even higher and in doing so creating a bigger hurdle for 2
developers who may otherwise provide low income or affordable housing. And I guess my 3
request would be that if staff could alert us when an applicant successfully applies for this. That 4
would be of interest to me. Because it’s my understanding that this happens very infrequently 5
and so I’d just like to know if over the next year or so when those things happen because then we 6
can kind of keep track of whether or not this is accomplishing I think the lofty goal of 7
encouraging affordable housing units. But otherwise I support the Motion. I support the making 8
of a Motion. 9
10
Chair Martinez: Thank you. Commissioner Tanaka, comments? Commissioner King. 11
12
Commissioner King: Let’s see. I am walking into this sort of halfway through. I read the 13
minutes from last time and one of the things that was of interest to me were Commissioner 14
Keller’s comments about the time limit on these. And so I guess one question; what is for a 15
family of four what is the moderate income housing limit currently? Can somebody on staff 16
advise? 17
18
Mr. Wong: Commissioner King the median income for a family of four in Santa Clara County is 19
$101,300. So for a moderate income it’s about ten percent higher or $110,000-115,000 for a 20
family of four. 21
22
Commissioner King: Ok, thank you. And so my understanding is the State Density Bonus is a 23
mechanism for the State without funding affordable housing themselves to basically allow us, or 24
requires us to go above and beyond what we consider the reasonable entitlements for a property 25
effectively burdening the community, the neighbors, whomever, that we for whose protection we 26
set those entitlements and then that effective cost that is borne by the community and converted 27
into money for the developer as an incentive then lasts as long as the building is there. And so I 28
had asked staff and they were kind enough to respond today about that and it sounds like on the 29
low and very-low income units that there’s a 30 years and that as a minimum, but their response 30
was that we can’t go beyond that. But on the moderate income housing they’re using 59 years, 31
staff has proposed 59 years. 32
33
To me if our goal over time is to foster affordable housing and in this case moderate affordable 34
housing, moderate income affordable housing, as we run out of more projects over time or we 35
will truly be built out then these won’t get replaced. And so if the overarching goal for the 36
community is to have this amenity then it doesn’t seem logical to me to have a limit 59 years for 37
those, for that requirement. And so I guess my question is am I missing something? Why 38
wouldn’t we just make that in perpetuity or as long as the building exists? And it sounds like 39
from the response today that really we’re doing the 59 years for consistency and because, and I 40
quote, let’s see… consistency and then there was one… I think it basically was to paraphrase 41
because that’s how we’ve done it. And so oftentimes that is how things are retained and so I’d 42
like to bring up the question, why wouldn’t we push on that for, to match the length of the 43
building’s life? 44
45
Ms. Silver: Why don’t I take a stab at that and then Tim may want to add on. The way the 46
moderate income deed restriction works is that there is no requirement in terms of the term under 47
the State law. And so actually under, there’s no limitation. And so the City has some flexibility 48
in determining what the appropriate term for the affordability restriction should be. The way our 49
4
Below Market Rate (BMR) program is administered is that typically a deed restriction will be 1
placed on the first owner of the property and that deed restriction is typically 59 years. And then 2
when that person, if that person does not stay there for 59 years, which typically is the case the 3
new owner will come in and then a second deed restriction will be placed. And that deed 4
restriction will be 59 years according to our program guidelines. So in essence you have that 5
protection just in the way the program is administered. And I think for administrative ease at this 6
point unless there’s a need to vary from our existing procedures it’s easier at a staff level to be 7
able to administer the BMR program in a consistent fashion. 8
9
Commissioner King: Thank you. And so that’s for the ownership, the purchase BMR program. 10
Now do we not have any structures that serve the rental? Or am I missing something that that’s 11
not for moderate that we don’t offer that for moderate income rental? 12
13
Ms. Silver: We don’t typically in Palo Alto have a lot of moderate income rental properties. We 14
may have some and in that case that’s a good point that we could have a longer deed restriction 15
under State law that would be permissive to require that the property developer continue to offer 16
for rental longer than 59 years. Tim do you know if we have many moderate income units’ 17
rentals? 18
19
Mr. Wong: I do not believe we have any BMR units for moderate income, BMR rental units for 20
moderate income. Our BMR program for rentals is specifically for low income, very-low and 21
low. So we don’t have any moderate income rentals. 22
23
Commissioner King: Thank you. So I guess it begs the question if they don’t exist does it bother 24
even, bother talking about it I guess. Do we have a dinosaur rental program at all? I guess not. 25
Ok. Thank you. 26
27
Chair Martinez: Vice-Chair Michael. 28
29
Vice-Chair Michael: So thank you. So I appreciate all the work done by staff in putting this 30
together and I think it’s the right thing to do and the right way to do it; maybe unlike my feelings 31
on the last item. I think that the question about whether and when the staff would find it 32
appropriate to do some financial analysis in relationship to concessions probably doesn’t apply 33
here as much as it does maybe in the case of a Planned Community (PC) where there may be 34
some quantifiable impact on the infrastructure or community in some way that would bear upon 35
the approval process. So I think that having that be discretionary here is perfectly appropriate. 36
37
Also I really appreciate the work that you’ve done to provide a menu of options regarding the 38
concessions because I think that that encourages a open rational economic opportunity for 39
anybody who is considering doing a project. They can pick and choose, price that out, see if it’s 40
feasible and I hope that although we’ve been told that this is not likely to get heavy use that it 41
would be, that we would start to see some projects which would come under the Density Bonus 42
Ordinance and that would help the City meet its commitments regarding affordable housing and 43
the polices in the Housing Element that we’re about to finally adopt and our commitment under 44
the Regional Housing Needs Allocation (RHNA) which, all of which is very important. So I 45
think this is a step forward in that regard and I think it’s very close to being perfect and I think 46
it’s certainly good enough for our purposes and I support it. 47
48
Chair Martinez: Wait your turn young man. No, go ahead. Commissioner Panelli. 49
5
1
Commissioner Panelli: Ms. Silver you opened up a Pandora’s Box for me here because now I 2
really, I felt pretty good about where I was and now I need to understand something a bit better. 3
4
Chair Martinez: I hate it when she does that. 5
6
Commissioner Panelli: You said, if I were to understand correctly, that in the case of the, to 7
Commissioner King’s questions in the case of the moderate income housing those have deed 8
restrictions which typically last 59 years and if there’s a transfer of property, grantee, 9
grantor/grantee within that 59 year process a new 59 year period begins. Is that accurate? 10
11
Ms. Silver: Yes, that’s correct, and that’s only for ownership units, moderate income ownership 12
units. 13
14
Commissioner Panelli: And so what happens in the case of low and very-low income rental 15
properties that are held by whether it’s a profit or non-profit corporation? Those are the, that’s 16
the 30 year restriction. Correct? 17
18
Ms. Silver: Actually for the City’s affordable housing requirements we generally put a 59 year 19
deed restriction or 55. But the State Density Bonus Law provides that if a developer is willing to 20
put a 30 year deed restriction they are by law entitled to the protections of the Density Bonus 21
Law. 22
23
Commissioner Panelli: And at the end of that 30 years what happens? 24
25
Ms. Silver: It reverts to market rate unless there is some other deed restriction that applies to the 26
property. Typically developers use other funding which may have additional affordability 27
covenants that would operate to extend the term. 28
29
Commissioner Panelli: So this is a nuance I did not explicitly understand when I was reading the 30
material. We are effectively at risk of losing the affordable housing that we entitle every 30 31
years after it’s been entitled as such. And so we’re continuously losing; we give density bonuses 32
and concessions and then we effectively should just assume that we’re going to lose that 33
inventory and have to replenish it somehow. This seems like a really bad recipe. It seems like a 34
recipe for disaster. 35
36
Ms. Silver: That is the case for the small number of affordable units that are created through the 37
Density Bonus Program. State law provides that there is, that developers can just provide a 38
simple 30 year deed restriction. Now, you know, that also lines up with the age of housing stock. 39
Housing stock doesn’t last forever. It does typically turnover over a certain period, whether it’s 40
30 years or 50 years depends. And but that, yes, that is the shortfall of the Density Bonus Law. 41
42
Commissioner Panelli: Ok. Thank you. 43
44
Chair Martinez: It seems to me one of the reasons we would find this attractive is that it would 45
encourage developers to kind of take on more responsibility for lower income housing. I don’t 46
hear from Commissioner Alcheck that this is true. I heard that this would provide more 47
constraint. So is it anticipated, have we done any projections about what the outcome of 48
providing this Density Bonus Law would provide to Palo Alto? Tim? 49
6
1
Mr. Wong: I do not, we have not done any projections since it is an owner, it’s not a requirement 2
such as BMR. We can maybe project how many units and we can take 15 percent of those, but 3
for Density Bonus it really is an owner by owner type decision. So there’s no way to really 4
project how many potential density, affordable housing units we’d get through Density Bonus. 5
6
Chair Martinez: So in looking at our Regional Housing Mandate of 2,180 we couldn’t say that 7
two percent would come from something like this? We have no idea of; it’s a question, but no 8
idea of sort of the positive effects of having this Density Bonus Law? 9
10
Aaron Aknin, Assistant Director: I don’t think we could quantify an exact number of units. The 11
thing I would say, I mean I understand what Commissioner Alcheck is saying, but to the point 12
that I would disagree is that it does create some certainty both for the City in terms of developing 13
a menu of concessions and on the developer end to what the City’s expectations are, what we 14
will consider for these concessions. So I think it does help when they’re taking a look at land 15
and what they want to develop. 16
17
Chair Martinez: Correct me if I’m wrong, but hasn’t the only time this has been used is when 18
low income developers wanted to increase the number of housing units like the Eden project on 19
Alma or the one we heard last time from Palo Alto Housing Corp.? Are there others that 20
(interrupted) 21
22
Mr. Wong: Commissioner Martinez, Density Bonus, 195 Page Mill provided 17 units of 23
affordable housing for two concessions and also 2650. Same developer used Density Bonus for 24
concessions also. 25
26
Commissioner King: Sorry. What level was that? 27
28
Mr. Wong: They were rental, so they were at 60 percent of area median income. So they have 29
the 30 year restrictions on them. 30
31
Chair Martinez: So over the last year how many units do we count for that? 32
33
Mr. Wong: It would be 18 between those two developments in the past. 34
35
Chair Martinez: Well did we get a Density Bonus from the Maybell project? 36
37
Mr. Wong: Not really a Density Bonus. They’re asking for concessions, but they’re not asking 38
for additional density. 39
40
Chair Martinez: And what about the Eden housing project on Alma? They got concessions. Did 41
they get increased density? 42
43
Mr. Wong: I don’t think they got additional density. I know they got concessions. I’ll have to 44
double check, but I don’t believe they asked for density. 45
46
Chair Martinez: Ok so we can get, we can give concessions but not get additional housing units. 47
Is that how it’s going to work? 48
49
7
Mr. Wong: That is correct. The ordinance states that you don’t have to request Density Bonuses 1
to get concessions. You can just request for the concessions. 2
3
Chair Martinez: I see. And the, I like the menu of the specific concessions that are being 4
available, but the 50 foot height limit, how did we hit upon that? It sounds like an obvious 5
question, but I’d like to, I’m trying to trap you so you can respond. 6
7
Mr. Wong: Well in no way can it exceed the 50 foot, but residential I believe the maximum 8
height is 35, so it gives them a little additional height if they are to provide affordable units. 9
10
Chair Martinez: So if somebody’s proposing to do this on a mixed use development along El 11
Camino Real they would be limited to 50 foot? 12
13
Mr. Aknin: Correct. As it’s written out they’d be limited to 50 feet. 14
15
Chair Martinez: So as you’re aware the Architectural Review Board (ARB) has suggested that 16
there be some flexibility to the 50 foot height limit. So do we take that into account in this or is 17
that something that we consider separately? 18
19
Mr. Aknin: At this point I think that’s something that you would consider separately, once 20
there’s direction from Council related to the 50 foot height limit and we have a larger community 21
discussion related to that I think that’s the time that it would be appropriate to put it within this 22
discussion. 23
24
Chair Martinez: Ok so there’s a chance that we might come back and revise this? 25
26
Mr. Aknin: I think so. I mean not immediately, but when we have a community wide discussion 27
I think there could be multiple areas within our code that we’d have to take a look at. 28
29
Chair Martinez: Ok, great thank you. Commissioners anything else? Commissioner Keller? 30
31
Commissioner Keller: So a couple of things. First with respect to the affordability of moderate 32
income units does, if they were moderate income rental units does 18.15.040(b) indicate that 33
those units would be deed restricted for 59 years? Is my reading of that correct? That’s on Page 34
8 of the ordinance. 35
36
Ms. Silver: Yes. That’s correct. 37
38
Commissioner Keller: So even if people were to build a moderate income rental property it 39
would still have that deed restriction. Thank you. 40
41
The second issue is that the Density Bonus Law is unlikely to be used in Palo Alto for increasing 42
density and very likely to be used for concessions. 195 Page Mill and another as an example of 43
concessions. 101 Lytton, which is the project at Lytton and Alma originally had concessions as 44
the reason it was, because of the housing that was there that was later deleted, but somehow the 45
concessions stayed anyway. That project had concessions as well. And it’s likely that there will 46
be other projects that come along for which there are concessions. And right now those 47
concessions are by right and therefore essentially any developer can ask any concession at all 48
and there, the City has no, essentially has no way of restricting that. This would basically 49
8
indicate the menu of restrictions that we’re allowing without such a restriction the developer can 1
build things that are not as compatible with the community and the neighboring properties. And 2
so the concession law it basically is, the Density Bonus Law says that the City is supposed to 3
implement it, is supposed to enact and implement the ordinance. Is that correct? 4
5
Ms. Silver: Yes, that’s correct. 6
7
Commissioner Keller: Even though this law has been in existence for eight years or more we 8
have not yet done our duty and implemented such an ordinance so we’re now going ahead and 9
doing that. Is that understanding correct? 10
11
Ms. Silver: Yes, that is. 12
13
Commissioner Keller: Correct. Is there a minimum number of units that are required so if 14
somebody builds a four story building with 2 affordable units on the top floor is, what does that 15
trigger in terms of that? That’s 100 percent affordable, but what do they get for that? 16
17
Mr. Wong: Commissioner Keller, well first Density Bonus Ordinance kicks in when it’s five or 18
more units. So if they only build two units they would not be eligible for concessions or Density 19
Bonus. 20
21
Commissioner Keller: And State law does not require the issuance of bonuses if there are fewer 22
than four units, four units or fewer? 23
24
Mr. Wong: Yes. That was taken verbatim from the code. The five unit criteria threshold. 25
26
Commissioner Keller: Thank you. So I’m going to make hopefully a Friendly Amendment to 27
add in that special setback as (interrupted) 28
29
Chair Martinez: We don’t have a Motion yet. 30
31
Commissioner Keller: We do have a Motion. I thought there was a Motion by Commissioner 32
Alcheck with a Second by Commissioner Tanaka to move staff recommendation. That was not a 33
Motion? 34
35
Chair Martinez: Maybe I wasn’t here. 36
37
MOTION 38
39
Commissioner Keller: Ok, there’s no Motion. Then I’ll make a Motion. So I’ll move the staff 40
recommendation with, as stated with the addition that the special setback language be put in as I 41
discussed with the City Attorney. 42
43
SECOND 44
45
Chair Martinez: Ok. We have a Motion. Any second to the Motion? Yes, Commissioner 46
Alcheck. Care to speak to your Motion? 47
48
9
Commissioner Keller: I’ll just briefly say that this implements the requirement in State law that 1
the City have an implementing ordinance for the Density Bonus Law. And I think this gives a 2
reasonable set of concessions and also has a reasonable way of getting additional data from a 3
developer of low income housing who wishes to have a concession that’s not on the menu. 4
Thank you. 5
6
Chair Martinez: Commissioner Alcheck. 7
8
Commissioner Alcheck: I hope that this ordinance encourages the development of affordable 9
housing units to a greater extent than we’ve seen in the last eight years in this City. So we shall 10
see. 11
12
VOTE 13
14
Chair Martinez: Anyone else? Ok, let’s call for a vote on the Motion. Those in favor say aye 15
(Aye). Got to make sure I got it right this time. Motion passes unanimously. Thank you. Now 16
we will take our 10 minute break for changing of the guard. 17
18
MOTION PASSED (7-0) 19
90
Senate Bill No. 1818
CHAPTER 928
An act to amend Section 65915 of the Government Code, relating to
housing.
[Approved by Governor September 29, 2004. Filed
with Secretary of State September 30, 2004.]
LEGISLATIVE COUNSEL’S DIGEST
SB 1818, Hollingsworth. Density bonuses.
The Planning and Zoning Law requires, when a developer of housing
proposes a housing development within the jurisdiction of the local
government, that the city, county, or city and county provide the
developer with a density bonus or other incentives or concessions for the
production of lower income housing units within the development if the
developer meets certain requirements, including a requirement that the
applicant agree or propose to construct a specified percentage of the total
units for specified income households or qualifying residents. Existing
law also requires an additional density bonus or additional concession
or incentive to be granted to a developer of housing that meets those
requirements and includes a child care facility, as defined, subject to
specified conditions. Existing law prohibits the legislative body from
establishing fees to support the work of the planning agency that exceed
the reasonable cost of providing the service for which the fee is charged.
This bill would revise the above-described provision to, among other
things, require, when a developer seeks a density bonus for a housing
development within, or for the donation of land within, the jurisdiction
of the local government, that the local government provide a density
bonus or other incentives or concessions for the production of housing
units and child care facilities, as specified. By increasing the duties of
local officials, this bill would impose a state-mandated local program.
The California Constitution requires the state to reimburse local
agencies and school districts for certain costs mandated by the state.
Statutory provisions establish procedures for making that
reimbursement.
This bill would provide that no reimbursement is required by this act
for a specified reason.
Ch. 928 —2—
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The people of the State of California do enact as follows:
SECTION 1.Section 65915 of the Government Code is amended to
read:
65915. (a) When an applicant seeks a density bonus for a housing
development within, or for the donation of land for housing within, the
jurisdiction of a city, county, or city and county, that local government
shall provide the applicant incentives or concessions for the production
of housing units and child care facilities as prescribed in this section. All
cities, counties, or cities and counties shall adopt an ordinance that
specifies how compliance with this section will be implemented.
(b) A city, county, or city and county shall grant a density bonus and
incentives or concessions described in subdivision (d) when the
applicant for the housing development seeks and agrees to construct at
least any one of the following:
(1) Ten percent of the total units of a housing development for lower
income households, as defined in Section 50079.5 of the Health and
Safety Code.
(2) Five percent of the total units of a housing development for very
low income households, as defined in Section 50105 of the Health and
Safety Code.
(3) A senior citizen housing development as defined in Sections 51.3
and 51.12 of the Civil Code.
(4) Ten percent of the total dwelling units in a condominium project
as defined in subdivision (f) of, or in a planned development as defined
in subdivision (k) of, Section 1351 of the Civil Code, for persons and
families of moderate income, as defined in Section 50093 of the Health
and Safety Code.
(c) (1) An applicant shall agree to, and the city, county, or city and
county shall ensure, continued affordability of all lower income density
bonus units for 30 years or a longer period of time if required by the
construction or mortgage financing assistance program, mortgage
insurance program, or rental subsidy program. Those units targeted for
lower income households, as defined in Section 50079.5 of the Health
and Safety Code, shall be affordable at a rent that does not exceed 30
percent of 60 percent of area median income. Those units targeted for
very low income households, as defined in Section 50105 of the Health
and Safety Code, shall be affordable at a rent that does not exceed 30
percent of 50 percent of area median income.
(2) An applicant shall agree to, and the city, county, or city and county
shall ensure that, the initial occupant of the moderate-income units that
are directly related to the receipt of the density bonus in the
condominium project as defined in subdivision (f) of, or in the planned
Ch. 928—3—
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unit development as defined in subdivision (k) of, Section 1351 of the
Civil Code, are persons and families of moderate income, as defined in
Section 50093 of the Health and Safety Code. Upon resale, the seller of
the unit shall retain the value of any improvements, the downpayment,
and the seller’s proportionate share of appreciation. The local
government shall recapture its proportionate share of appreciation,
which shall then be used within three years for any of the purposes
described in subdivision (e) of Section 33334.2 of the Health and Safety
Code that promote homeownership. For purposes of this subdivision,
the local government’s proportionate share of appreciation shall be equal
to the percentage by which the initial sale price to the moderate-income
household was less than the fair market value of the home at the time of
initial sale.
(d) (1) An applicant may submit to a city, county, or city and county
a proposal for the specific incentives or concessions that the applicant
requests pursuant to this section, and may request a meeting with the city,
county, or city and county. The city, county, or city and county shall grant
the concession or incentive requested by the applicant unless the city,
county, or city and county makes a written finding, based upon
substantial evidence, of either of the following:
(A) The concession or incentive is not required in order to provide for
affordable housing costs, as defined in Section 50052.5 of the Health and
Safety Code, or for rents for the targeted units to be set as specified in
subdivision (c).
(B) The concession or incentive would have a specific adverse
impact, as defined in paragraph (2) of subdivision (d) of Section
65589.5, upon public health and safety or the physical environment or
on any real property that is listed in the California Register of Historical
Resources and for which there is no feasible method to satisfactorily
mitigate or avoid the specific adverse impact without rendering the
development unaffordable to low- and moderate-income households.
(2) The applicant shall receive the following number of incentives or
concessions:
(A) One incentive or concession for projects that include at least 10
percent of the total units for lower income households, at least 5 percent
for very low income households, or at least 10 percent for persons and
families of moderate income in a condominium or planned
development.
(B) Two incentives or concessions for projects that include at least 20
percent of the total units for lower income households, at least 10 percent
for very low income households, or at least 20 percent for persons and
families of moderate income in a condominium or planned
development.
Ch. 928 —4—
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(C) Three incentives or concessions for projects that include at least
30 percent of the total units for lower income households, at least 15
percent for very low income households, or at least 30 percent for
persons and families of moderate income in a condominium or planned
development.
(3) The applicant may initiate judicial proceedings if the city, county,
or city and county refuses to grant a requested density bonus, incentive,
or concession. If a court finds that the refusal to grant a requested density
bonus, incentive, or concession is in violation of this section, the court
shall award the plaintiff reasonable attorney’s fees and costs of suit.
Nothing in this subdivision shall be interpreted to require a local
government to grant an incentive or concession that has a specific,
adverse impact, as defined in paragraph (2) of subdivision (d) of Section
65589.5, upon health, safety, or the physical environment, and for which
there is no feasible method to satisfactorily mitigate or avoid the specific
adverse impact. Nothing in this subdivision shall be interpreted to
require a local government to grant an incentive or concession that
would have an adverse impact on any real property that is listed in the
California Register of Historical Resources. The city, county, or city and
county shall establish procedures for carrying out this section, that shall
include legislative body approval of the means of compliance with this
section. The city, county, or city and county shall also establish
procedures for waiving or modifying development and zoning standards
that would otherwise inhibit the utilization of the density bonus on
specific sites. These procedures shall include, but not be limited to, such
items as minimum lot size, side yard setbacks, and placement of public
works improvements.
(e) In no case may a city, county, or city and county apply any
development standard that will have the effect of precluding the
construction of a development meeting the criteria of subdivision (b) at
the densities or with the concessions or incentives permitted by this
section. An applicant may submit to a city, county, or city and county a
proposal for the waiver or reduction of development standards and may
request a meeting with the city, county, or city and county. If a court finds
that the refusal to grant a waiver or reduction of development standards
is in violation of this section, the court shall award the plaintiff
reasonable attorney’s fees and costs of suit. Nothing in this subdivision
shall be interpreted to require a local government to waive or reduce
development standards if the waiver or reduction would have a specific,
adverse impact, as defined in paragraph (2) of subdivision (d) of Section
65589.5, upon health, safety, or the physical environment, and for which
there is no feasible method to satisfactorily mitigate or avoid the specific
adverse impact. Nothing in this subdivision shall be interpreted to
Ch. 928—5—
90
require a local government to waive or reduce development standards
that would have an adverse impact on any real property that is listed in
the California Register of Historical Resources.
(f) The applicant shall show that the waiver or modification is
necessary to make the housing units economically feasible.
(g) (1) For the purposes of this chapter, except as provided in
paragraph (2), ‘‘density bonus’’ means a density increase of at least 20
percent, unless a lesser percentage is elected by the applicant, over the
otherwise maximum allowable residential density under the applicable
zoning ordinance and land use element of the general plan as of the date
of application by the applicant to the city, county, or city and county. The
amount of density bonus to which the applicant is entitled shall vary
according to the amount by which the percentage of affordable housing
units exceeds the percentage established in subdivision (b). For each 1
percent increase above 10 percent in the percentage of units affordable
to lower income households, the density bonus shall be increased by 1.5
percent up to a maximum of 35 percent. For each 1 percent increase
above 5 percent in the percentage of units affordable to very low income
households, the density bonus shall be increased by 2.5 percent up to a
maximum of 35 percent. All density calculations resulting in fractional
units shall be rounded up to the next whole number. The granting of a
density bonus shall not be interpreted, in and of itself, to require a general
plan amendment, local coastal plan amendment, zoning change, or other
discretionary approval. The density bonus shall not be included when
determining the number of housing units that is equal to 5 or 10 percent
of the total. The density bonus shall apply to housing developments
consisting of five or more dwelling units.
(2) For the purposes of this chapter, if a development does not meet
the requirements of paragraph (1), (2), or (3) of subdivision (b), but the
applicant agrees or proposes to construct a condominium project as
defined in subdivision (f) of, or a planned development as defined in
subdivision (k) of, Section 1351 of the Civil Code, in which at least 10
percent of the total dwelling units are reserved for persons and families
of moderate income, as defined in Section 50093 of the Health and
Safety Code, a ‘‘density bonus’’ of at least 5 percent shall be granted,
unless a lesser percentage is elected by the applicant, over the otherwise
maximum allowable residential density under the applicable zoning
ordinance and land use element of the general plan as of the date of
application by the applicant to the city, county, or city and county. For
each 1 percent increase above 10 percent of the percentage of units
affordable to moderate-income households, the density bonus shall be
increased by 1 percent up to a maximum of 35 percent. All density
calculations resulting in fractional units shall be rounded up to the next
Ch. 928 —6—
90
whole number. The granting of a density bonus shall not be interpreted,
in and of itself, to require a general plan amendment, local coastal plan
amendment, zoning change, or other discretionary approval. The density
bonus shall not be included when determining the number of housing
units that is equal to 10 percent of the total. The density bonus shall apply
to housing developments consisting of five or more dwelling units.
(h) When an applicant for a tentative subdivision map, parcel map, or
other residential development approval donates land to a city, county, or
city and county as provided for in this subdivision, the applicant shall
be entitled to a 15 percent increase above the otherwise maximum
allowable residential density under the applicable zoning ordinance and
land use element of the general plan for the entire development. For each
1 percent increase above the minimum 10 percent land donation
described in paragraph (2) of this subdivision, the density bonus shall be
increased by 1 percent, up to a maximum of 35 percent. This increase
shall be in addition to any increase in density mandated by subdivision
(b), up to a maximum combined mandated density increase of 35 percent
if an applicant seeks both the increase required pursuant to this
subdivision and subdivision (b). All density calculations resulting in
fractional units shall be rounded up to the next whole number. Nothing
in this subdivision shall be construed to enlarge or diminish the authority
of a city, county, or city and county to require a developer to donate land
as a condition of development. An applicant shall be eligible for the
increased density bonus described in this subdivision if all of the
following conditions are met:
(1) The applicant donates and transfers the land no later than the date
of approval of the final subdivision map, parcel map, or residential
development application.
(2) The developable acreage and zoning classification of the land
being transferred are sufficient to permit construction of units affordable
to very low income households in an amount not less than 10 percent of
the number of residential units of the proposed development.
(3) The transferred land is at least one acre in size or of sufficient size
to permit development of at least 40 units, has the appropriate general
plan designation, is appropriately zoned for development as affordable
housing, and is or will be served by adequate public facilities and
infrastructure. The land shall have appropriate zoning and development
standards to make the development of the affordable units feasible. No
later than the date of approval of the final subdivision map, parcel map,
or of the residential development, the transferred land shall have all of
the permits and approvals, other than building permits, necessary for the
development of the very low income housing units on the transferred
land, except that the local government may subject the proposed
Ch. 928—7—
90
development to subsequent design review to the extent authorized by
subdivision (i) of Section 65583.2 if the design is not reviewed by the
local government prior to the time of transfer.
(4) The transferred land and the affordable units shall be subject to a
deed restriction ensuring continued affordability of the units consistent
with paragraphs (1) and (2) of subdivision (c), which shall be recorded
on the property at the time of dedication.
(5) The land is transferred to the local agency or to a housing
developer approved by the local agency. The local agency may require
the applicant to identify and transfer the land to the developer.
(6) The transferred land shall be within the boundary of the proposed
development or, if the local agency agrees, within one-quarter mile of the
boundary of the proposed development.
(i) (1) When an applicant proposes to construct a housing
development that conforms to the requirements of subdivision (b) and
includes a child care facility that will be located on the premises of, as
part of, or adjacent to, the project, the city, county, or city and county
shall grant either of the following:
(A) An additional density bonus that is an amount of square feet of
residential space that is equal to or greater than the amount of square feet
in the child care facility.
(B) An additional concession or incentive that contributes
significantly to the economic feasibility of the construction of the child
care facility.
(2) The city, county, or city and county shall require, as a condition
of approving the housing development, that the following occur:
(A) The child care facility shall remain in operation for a period of
time that is as long as or longer than the period of time during which the
density bonus units are required to remain affordable pursuant to
subdivision (c).
(B) Of the children who attend the child care facility, the children of
very low income households, lower income households, or families of
moderate income shall equal a percentage that is equal to or greater than
the percentage of dwelling units that are required for very low income
households, lower income households, or families of moderate income
pursuant to subdivision (b).
(3) Notwithstanding any requirement of this subdivision, a city,
county, or a city and county shall not be required to provide a density
bonus or concession for a child care facility if it finds, based upon
substantial evidence, that the community has adequate child care
facilities.
(4) ‘‘Child care facility,’’ as used in this section, means a child day
care facility other than a family day care home, including, but not limited
Ch. 928 —8—
90
to, infant centers, preschools, extended day care facilities, and schoolage
child care centers.
(j) ‘‘Housing development,’’ as used in this section, means one or
more groups of projects for residential units constructed in the planned
development of a city, county, or city and county. For the purposes of this
section, ‘‘housing development’’ also includes a subdivision or a
planned unit development or condominium project, as defined in
Section 1351 of the Civil Code, approved by a city, county, or city and
county and consists of residential units or unimproved residential lots
and either a project to substantially rehabilitate and convert an existing
commercial building to residential use or the substantial rehabilitation
of an existing multifamily dwelling, as defined in subdivision (d) of
Section 65863.4, where the result of the rehabilitation would be a net
increase in available residential units. For the purpose of calculating a
density bonus, the residential units do not have to be based upon
individual subdivision maps or parcels. The density bonus shall be
permitted in geographic areas of the housing development other than the
areas where the units for the lower income households are located.
(k) The granting of a concession or incentive shall not be interpreted,
in and of itself, to require a general plan amendment, local coastal plan
amendment, zoning change, or other discretionary approval. This
provision is declaratory of existing law.
(l) For the purposes of this chapter, concession or incentive means
any of the following:
(1) A reduction in site development standards or a modification of
zoning code requirements or architectural design requirements that
exceed the minimum building standards approved by the California
Building Standards Commission as provided in Part 2.5 (commencing
with Section 18901) of Division 13 of the Health and Safety Code,
including, but not limited to, a reduction in setback and square footage
requirements and in the ratio of vehicular parking spaces that would
otherwise be required that results in identifiable, financially sufficient,
and actual cost reductions.
(2) Approval of mixed use zoning in conjunction with the housing
project if commercial, office, industrial, or other land uses will reduce
the cost of the housing development and if the commercial, office,
industrial, or other land uses are compatible with the housing project and
the existing or planned development in the area where the proposed
housing project will be located.
(3) Other regulatory incentives or concessions proposed by the
developer or the city, county, or city and county that result in identifiable,
financially sufficient, and actual cost reductions.
Ch. 928—9—
90
This subdivision does not limit or require the provision of direct
financial incentives for the housing development, including the
provision of publicly owned land, by the city, county, or city and county,
or the waiver of fees or dedication requirements.
(m) Nothing in this section shall be construed to supersede or in any
way alter or lessen the effect or application of the California Coastal Act
(Division 20 (commencing with Section 30000) of the Public Resources
Code).
(n) Nothing in this section shall be construed to prohibit a city,
county, or city and county from granting a density bonus greater than
what is described in this section for a development that meets the
requirements of this section or from granting a proportionately lower
density bonus than what is required by this section for developments that
do not meet the requirements of this section.
(o) For purposes of this section, the following definitions shall apply:
(1) ‘‘Development standard’’ includes site or construction conditions
that apply to a residential development pursuant to any ordinance,
general plan element, specific plan, charter amendment, or other local
condition, law, policy, resolution, or regulation.
(2) ‘‘Maximum allowable residential density’’ means the density
allowed under the zoning ordinance, or if a range of density is permitted,
means the maximum allowable density for the specific zoning range
applicable to the project.
(p) (1) Upon the request of the developer, no city, county, or city and
county shall require a vehicular parking ratio, inclusive of handicapped
and guest parking, of a development meeting the criteria of subdivision
(b), that exceeds the following ratios:
(A) Zero to one bedrooms: one onsite parking space.
(B) Two to three bedrooms: two onsite parking spaces.
(C) Four and more bedrooms: two and one-half parking spaces.
(2) If the total number of parking spaces required for a development
is other than a whole number, the number shall be rounded up to the next
whole number. For purposes of this subdivision, a development may
provide ‘‘onsite parking’’ through tandem parking or uncovered
parking, but not through onstreet parking.
(3) This subdivision shall apply to a development that meets the
requirements of subdivision (b) but only at the request of the applicant.
An applicant may request additional parking incentives or concessions
beyond those provided in this section, subject to subdivision (d).
SEC. 2. No reimbursement is required by this act pursuant to
Section 6 of Article XIII B of the California Constitution because a local
agency or school district has the authority to levy service charges, fees,
or assessments sufficient to pay for the program or level of service
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mandated by this act, within the meaning of Section 17556 of the
Government Code.
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