HomeMy WebLinkAbout2004-07-12 City Council (9)TO:
City of Palo Alto
"ty M-an r’s. Report
HONORABLE CITY COUNCIL
FROM: CITY MANAGER DEPARTMENT: COMMUNITY SERVICES
DATE:
SUBJECT:
JULY 12, 2004 CMR: 334:04
ADOPTION OF A BUDGET AMENDMENT ORDINANCE (BAO) IN
THE AMOUNT OF $37,000 TRANSFERRING FUNDING FROM
THE PARK IMPACT FEE FUND INTO THE PALO ALTO SOFA
PARK CAPITAL IMPROVEMENT PROJECT NUMBER PG-02018
AND APPROVAL OF A CONTRACT WITH LORAL
LANDSCAPING INC. IN THE AMOUNT OF $234,052 FOR
CONSTRUCTION OF HERITAGE (SOFA)PARK
IMPROVEMENTS
RECOMMENDATION
Staff recommends that Council:
1. Adopt a Budget Amendment Ordinance (BAO) that would transfer $37,000 from
the Park Impact Fee Fund into the Palo Alto Heritage (SOFA) Park CIP PG-
02018.
2.Approve and authorize the Mayor to execute the attached contract with Loral
Landscaping Inc. in the amount of $234,052 for construction services to
implement the Heritage (SOFA) Park Improvements.
3.Authorize the City Manager or his designee to negotiate and execute one or more
change orders to the contract with Loral Landscaping Inc. for related, additional
but unforeseen work that may be required during the project, the total value of
which shall not exceed $23,000.
DISCUSSION
Project Description
The work to be performed under this contract consists of landscape improvements at
Heritage (SOFA) Park site, which is bordered by Homer Avenue, Waverley Street and
Bryant Street. The 2.01-acre property is the former location of the Palo Alto Medical
Foundation Clinic, and was formally dedicated as parkland by Council in February 2004.
Plans, specifications and contract documents for the proposed project were generated
prior to Council approval of a permanent name for the park, however a sign identifying it
by its new name will be installed as part of the basic tier of improvements.
CMR:334:04 Page 1 of 3
Neither cosmetic nor structural improvements to the Roth Building are included in the
scope of.this project, but protective measures to ensure that this historic building is not
detrimentally affected by construction activity are included in the contract specifications.
The landscaping immediately adjacent to the Roth Building will also remain and be
protected in place during construction.
The proposed project will include demolition and removal of approximately 40,000
square feet of asphalt parking lot surface; earthwork and grading activity to amend and
redistribute approximately 2,000 cubic yards of soil currently stockpiled on the site;
installation of pathways; an automatic irrigation system; and 54,000 square feet of turf.
The proposed project is only intended to provide necessary interim physical
improvements until a full amenity park can be funded. If the proposed project is not
implemented as described in the plans and specifications the site would remain vacant
and unimproved until such time as funding becomes available to facilitate design and
construction of the full amenity park. Commitments "to ongoing projects and lack of
specific equipment and expertise required to execute certain aspects of the proposed
project preclude using City staff to perform the work.
Summary of Bid Process
Bid Name/Number IFB # 106344
Proposed Length of Project
No. of Bids Mailed to Contractors
No. of Bids Mailed to Builder’s Exchanges
Total Days to Respond to Bid
Pre-Bid Meeting?
Number of Company Attendees at Pre-Bid
Number of Bids Received:
Bid Price Range
*Bid summary provided in Attachment B.
SOFA Park Improvements
90 days
9
4
21
Yes
2
2
From a low of $234,052 to a high of $269,050
The proposed project was advertised on May 18, 2004 and bids were opened on June 9,
2004. Staff has reviewed all bids submitted and recommends that the bid of $234,052
submitted by Loral Landscaping Inc. be accepted and that Loral Landscaping Inc. be
declared the lowest responsible bidder. The bid is 11 percent above the engineer’s
estimate of $210,000. Contractors not submitting bids indicated that scheduling conflicts
precluded their participation in this project.
Staff checked references supplied by the contractor for previous work performed and
found no significant complaints. Staff also checked with the Contractor’s State License
Board and found that the contractor has an active license on file.
CMR:334:04 Page 2 of 3
RESOURCE IMPACT
The attached BAO requests an increase in revenue and expenditure of $37,000 for the
Palo Alto Heritage (SOFA) Park CIP Project PG-02018. Currently, there is $220,065 of
available funds in this CIP. The BAO will appropriate the additional funds of $37,000
from the Park Impact Fee Fund to cover the Loral Landscape Inc. contract. No future
year General Fund ongoing costs are anticipated as a result of this BAO.
POLICY IMPLICATIONS
The proposed Heritage (SOFA) Park Improvements project is consistent with existing
City policy, including the South of Forest Avenue Coordinated Area Plan.
ENVIRONMENTAL REVIEW
This project is exempt from provisions of the California Environmental Quality Act
(CEQA).
ATTACHMENTS
Attachment A:
Attachment B:
Attachment C:
Attachment D:
Budget Amendment Ordinance
Bid Summary
Contract
Certificate of Non-Discrimination
PREPARED BY:
CHRIS RAFFERTY
Park Planner, Community Services Department
DEPARTMENT HEAD:
RICHARD
Director.Services Department
CITY MANAGER APPROVAL:
HARRISON
Assistant City Manager
CMR:334:04 Page 3 of 3
Attachment A
ORDINANCE NO.
ORDINANCE OF THE COUNCIL OF THE CITY OF PALO ALTO
AMENDING THE BUDGET FOR THE FISCAL YEAR 2004-05 TO
PROVIDE AN ADDITIONAL APPROPRIATION OF $37,000 FROM THE
PARK IMPACT FEE FUND INTO CAPITAL IMPROVEMENT PROGRAM
(CIP) PROJECT NUMBER PG-02018, PALO ALTO SOFA PARK
SECTION i. The City Council Of the City of Palo Alto does
hereby ordain as follows:
A. Pursuant to the provisions of Section 12 of Article III of
the Charter of the City of Palo Alto, the Council on June 28, 2004
did adopt a budget for fiscal year 2004-05; and
B. On March 27, 2000, Council adopted the South of Forest
Coordinated Area. Plan - Phase I and approved a .Development
Agreement between the City of Palo Alto and the Palo Alto Medical
Foundation (PAMF). The SOFA Area Plan designates 2.01 acres of
the former PAMF clinic site as a park; and
C. In FY 2001-02, the Palo Alto SOFA Park CIP number PG-
02018 was created to al!ow an interim park to be constructed; and
D. The 2.01-acre site is currently vacant and was dedicated
as a City Park in February 2004; and
E. This project will construct an interim park and requires
an additional appropriation of $37,000 for demolition and removal
of approximately 40,00~0 square feet of asphalt parking lot surface,
earthwork, and grading activity to amend and. redistribute
approximately 2,000 cubic yards of soil currently stockpiled on the
site, installation of pathways, an automatic irrigation system, and
54,000 square feet of turf;and
F. Under california law (AB 1600), cities have the ability
to charge new development for the cost of public facilities and
services attributable to the deve!opment and the CitY has
established a park impact fee pursuant to AB 1600 which will fund
the additional appropriation; and
G. The additional appropriation of funds is for one-time
expenditures and no future year General Fund ongoing costs are
anticipated; and
H. City Council authorization is needed to amend the 2004-05
budget as hereinafter set forth.
SECTION 2. Revenue in.CIP PG-02018 is increased by the sum of
Thirty-Seven Thousand Dollars ($37,000) for an operating transfer
from the Park Impact Fee Fund reducing this fund’s balance by
$37,00@ from $214,744 to $177,744.
SECTION 3. The sum of Thirty-Seven Thousand Doilars ($37,000)
is hereby appropriated to CIP PG-02018, Palo Alto SOFA Park CIP.
SECTION 4. This transaction will not impact the General Fund
Budget Stabilization Reserve.
SECTION 5. As specified in Section 2.28.080(a) of the Palo
Alto Municipal Code, a two-thirds vote of the City Council is
required to adopt this ordinance.
SECTION 6. This project is exempt from provisions of the
California Environmental Quality Act (CEQA).
INTRODUCED:
PASSED :
AYES:
NOES:
ABSENT:
ABSTENTIONS:
ATTEST:
City Clerk
APPROVED AS TO FORM:
Mayor
APPROVED:
City Attorney City Manager
Director of Community Services
Director of Administrative
Services
Attachment B
PROJECT: SOFA PARK IMPROVEMENTS
BID OPENING DATE: 09 JUNE 2004
ITEM DESCRIPTION ENGR’S EST. L BIDDERS
Loral Landscape Blossom Valley
1.Demolition & Site Preparation 107,000 104,000 51,025
2.Replace Sidewalk 4,000 5,361 10,000
3.Grading & Earthwork 15,000 22,750 49,025
4.Irrigation 27,150 25,771 40,000
6.Seed turf 5,600 13,561 4,000
7.Plantin~27,100 27,806 69,000
8.Plaza & Pathways 14,606 21,926 25,000
Electrical Conduit & Pole Footing 1,000 600 4,500
9.Miscellaneous Site Furnishings 7,000 9,416 10,000
10.60-Day Maintenance 2,000 2,661 6,500
A1 Sod in lieu of seeded turf 16,400 28,211 21,500
A2 Path, base & header @ Roth Bldg.6,795 7,101 10,500
A3 4 additional benches 4,000 5,361 3,000
A4 Planting & irrigation at rear border 13,810 6,490 10,000
A5 Homer- Waverley irrigation 3,000 2,000 5,000
A6 24 additional 15 gal. plants 2,400 2,000 3,000
.....~J -23,602 -58,600
Variance - Base & A1 ~~i~-35,413 -63,700
Variance - Base & AI - A2 ~{~~~-35,719 -67,405
Variance- Base & A1 - A5 ~ i i ~~-28,760 -64,595
Variance - Base & AI - A6 ~il~l~i -28,360 -6~, 195
%Over/(Under) - Base
%Over/(Under) - Base & A1
%Over/(Under) - Base & A1 - A2
%Over/(Under) - Base & A1 - A3
%Over/(Under) - Base & A1 - A4
%Over/(Under) - Base & A1 - A5
% Over/(Under) - Base & A1 - A6
I ~,~1 i , ~1 (0,16)(0.28)
i ~!~ii,iiii,,~i!i~i,! ....................iliiiil](0.12)(0.25)
(B3)
Page 1 bidsumB3
Attachment C
CONTRACT No.
(Public Works)
Community Services Department
This Contract, number C05106344 dated is entered into by and between the City of Palo Alto, a chartered
city and a municipal corporation of the State of California ("City"), and Loral Landscapin.q, Inc. ("Contractor").
For and in consideration of the covenants, terms, and conditions ("the provisions") of this Contract, City and Contractor
("the parties") agree:
Term. This Contract shall commence and be binding on the parties on the Date of Execution of this Contract,
and shall expire on.the date of recordation of the Notice of Substantial Completion, or, if no such notice is
required to be filed, on the date that final payment’is made hereunder, subject to the earlier termination of this
Contract.
General Scope of Project and Work. Contractor shall furnish labor, services, materials and equipment in
connection with the construction of the Project and complete the Work in accordance with the covenants, terms
and conditions of this Contract to the satisfaction of City. The Project and Work is generally described as
follows:
Title of Project:SOFA Park Improvements, Invitation for Bids (IFB) Nd. 106344
Base Bid:$234,052.00
Contract Documents. This Contract shall consist of the documents set forth below, which are on file with the
City Clerk and are hereby incorporated by reference. For the purposes of construing, interpreting and resolving
inconsistencies between and among the provisions of this Contract, these documents and the provisions
thereof are set forth in the following descending order of precedence.
This Contract.
Invitation for Bid.
Project Specifications.
Drawings.
Change Orders.
Bid.
Supplementary Conditions.
General Conditions.
Standard Drawings and Specifications (1992).
Certificate of Insurance, Performance Bond, Labor & Materials (Payment) Bond.Other Specifications, or part thereof, not expressly incorporated in the Contract Specifications or the
Standard Drawings and Specifications (1992).
Any other document not expressly mentioned herein which is issued by City or entered into by the
parties.
Compensation. In consideration of Contractor’s performance of its obligations hereunder, City shall pay to
Contractor the amount set forth in Contractor’s Bid in accordance with the provisions of this Contract and upon
the receipt of written invoices and all necessary supporting documentation within the time set forth in the
Contract Specifications and the Standard Drawings and Specifications (1992), or, if no time is stated, within
thirty (30) Days of the date of receipt of Contractor’s invoices.
Insurance. On or before the Date of Execution, Contractor shall obtain and maintain the policies of insurance
coverage described in the Invitation For Bid on terms and conditions and in amounts as may be required bythe
Risk Manager. City shall not be obligated to take out insurance on Contractor’s personal property or the
personal property of any person performing labor or services or supplying materials or equipment under the
Project. Contractor shall furnish City with the certificates of insurance and with original endorsements affecting
coverage required under this Contract on or before the Date of Execution. The certificates and endorsements
for each insurance policy shall be signed by a person who is authorized by that insurer to bind coverage in its
behalf. Proof of insurance shall be mailed to the Project Manager to the address set forth in Section 16 of this
Contract.
PAGE 1 OF 7
10.
11.
12.
Indemnification. Contractor agrees to protect, defend, indemnify and hold City, its Council members, officers,
employees, agents and representatives harmless from and against any and all claims, demands, liabilities,
losses, damages, costs, expenses, liens, penalties, suits, or judgments, arising, in whole or in part, directly or
indirectly, at any time from any injury to or death of persons or damage to property as a result of the willful acts
or the negligent acts or omissions of Contractor, or which results from ContractoCs noncompliance with any Law
respecting the condition, use, occupation or safety of the Project site, or any part thereof, or which arises from
Contractor’s failure to do anything required under this Contract or for doing anything which Contractor is
required not to do under this Contract, or which arises from conduct for which any Law may impose strict liability
on Contractor in the performance of or failure to perform the provisions of this Contract, except as may arise
from the sole willful acts or negligent acts or omissions of City or any of its Council members, officers,
employees, agents or representatives. This indemnification shall extend to any and all claims, demands, or
liens made or filed by reason of any work performed by Contractor under this Contract at any time during the
term of this Contract, or arising thereafter.
To the extent Contractor will use hazardous materials in connection with the execution of its obligations under
this Contract, Contractor further expressly agrees to protect, indemnify, hold harmless and defend City, its City
Council members, officers and employees from and against any and all claims, demands, liabilities, losses,
damages, costs, expenses, liens, penalties, suits, or judgments City may incur, arising, in whole or in part, in
connection with or as a result of Contractor’s willful acts or negligent acts or omissions under this Contract,
under the Comprehensive Environmental Response, Compensation and Liability Act (42 U.S.C. ~9601-6975,
as amended); the Resource Conservation and Recovery Act (42 U.S.C. 996901-6992k, as amended); the Toxic
Substances Control Act (15 U.S.C. ~92601-2692, as amended); the Carpenter-Presley-Tanner Hazardous
Substance Account Act (Health & Safety Code, ~25300-25395, as amended); the Hazardous Waste Control
Law (Health & Safety Code, ~25100-25250.25, as amended); the Safe Drinking Water and Toxic Enforcement
Act (Health & Safety Code, ~25249.5-25249.13, as amended); the Underground Storage of Hazardous
Substances Act (Health & Safety Code, 9~25280-25299.7, as amended); or under any other local, state or
federal law, statute or ordinance, or at common law.
Assumption of Risk. Contractor agrees to voluntarily assume any and all risk of loss, damage, or injury to the
property of Contractor which may occur in, on, or about the Project site at any time and in any manner,
excepting such loss, injury, or damage as may be caused by the sole willful act or negligent act or omission of
City or any of its Council members, officers, employees, agents or representatives.
Waiver. The acceptance of any payment or performance, or any part thereof, shall not operate as a waiver by
City of its rights under this Contract. A waiver by City of any breach of any part or provision of this Contract by
Contractor shall not operate as a waiver or continuing waiver of any subsequent breach of the same or any
other provision, nor shall any custom or practice which may arise between the parties in the administration of
any part or provision of this Contract be construed to waive or to lessen the right of City to insist upon the
performance of Contractor in strict compliance with the covenants, terms and conditions of this Contract.
No Exoneration By Inspection: The City has the right, but not the duty, to inspect Contractor’s Work. The right
of inspection is solely for the benefit of City. Contractor has the obligation to complete the Work in a
satisfactory manner in compliance with Contract requirements. The presence of a City inspector does not shift
that obligation to the City or relieve Contracto’r from its obligations to complete the Work in a satisfactory
manner in compliance with the Contract requirements.
Compliance with Laws. Contractor shall comply with all Laws now in force or which may hereafter be in force
pertaining to the Project and Work and this Contract, with the requirement of any bond or fire underwriters or
other similar body now or hereafter constituted, with any discretionary license or permit issued pursuant to any
Law of any public agency or official as well as with any provision of all recorded documents affecting the Project
site, insofar as any are required by reason of the use or occupancy of the Project site, and with all Laws
pertaining to nondiscrimination in employment and hazardous materials.
Bonds. As a condition precedent to City’s obligation to pay compensation to Contractor, and on or before the
Date of Execution, Contractor shall furnish to the Project Manager the Bonds as required under the Invitation
For Bid.
Representations and Warranties. In the supply of any materials and equipment and the rendering of labor and
services during the course and scope of the Project and Work, Contractor represents and warrants:
PAGE 2 OF 7
13.
14.
15.
Any materials and equipment which shall be used during the course and scope of the Project and
Work shall be vested in Contractor;
Any materials and equipment which shall be used during the course and scope of the Project and
Work shall be merchantable and fit to be used for the particular purpose for which the materials are
required;
Any labor and services rendered and materials and equipment used or employed during the course
and scope of the Project and Work shall be free of defects in workmanship for a period of one (1) year
after the recordation of the Notice of Substantial Completion, or, if no such notice is required to be
filed, on the date that final payment is made hereunder;
Any manufacturer’s warranty obtained by Contractor shall be obtained or shall be deemed obtained by
Contractor for and in behalf of City.
¯ Any information submitted by Contractor prior to the award of Contract, or thereafter, upon request,
whether or not submitted under a continuing obligation by the terms of the Contract to do so, is true
and correct at the time such information is submitted or made available to the City;
Contractor has not colluded, conspired, or agreed, directly or indirectly, with any person in regard to
the terms and conditions of Contractor’s Bid, exsept as may be permitted by the InvitationF0r Bid;
Contractor has the power and authority to enter into this Contract with City, that the individual
executing this Contract is duly authorized to do so by appropriate resolution, and that this Contract
shall be executed, delivered and performed pursuant to the power and authority conferred Upon the
person or persons authorized to bind Contractor;
Contractor has not made an attempt to exert undue influence with the Purchasing Manager or Project
Manager or any other person who has directly contributed to City’s decision to award the contract to
Contractor;
There are no unresolved claims or disputes between Contractor and City which would materially affect
Contractor’s ability to perform under the Contract;
Contractor has furnished and will furnish true and accurate statements, records, reports, resolutions,
certifications, and other written information as may be requested of Contractor by City from time to
time during the term of this Contract;
Contractor and any person performing labor and services under this Project are duly licensed by the
State of California as required by California Business & Professions Code Section 7028, as amended;
and
Contractor has’fully examined and inspected the Project site and has full knowledge of the physical
conditions of the Project site.
Assi.qnment This Contract and the performance required hereunder is personal to Contractor, and it shall not
be assigned by Contractor. Any attempted assignment shall be null and void.
Claims of Contractor. All claims pertaining to extra work, additional charges, or delays within the Contract Time
or other disputes arising out of the Contract shall be submitted by Contractor to City in writing by certified or
registered mail within ten (10) Days after the claim arose or within such other time as may be permitted or
required by law, and shall be described in sufficient detail to give adequate notice of the substance of the claim
to City.
Audits by City. During the term of this Contract and for a period of not less than three (3) years after the
expiration or earlier termination of this Contract, City shall have the right to audit Contractor’s Project-related
and Work-related writings and business records, as such terms are defined in California Evidence Code
Sections 250 and 1271, as amended, during the regular business hours of Contractor, or, if Contractor has no
such hours, during the regular business hours of City.
PAGE 3 OF 7
Notices. All agreements, appointments, approvals, authorizations, claims, demands, Change Orders, consents,
designations, notices, offers, requests and statements given by either party to the other shall be in writing and
shall be sufficiently given and served upon the other party if (1) personally served, (2) sent by the United States
mail, postage prepaid, (3) sent by private express delivery service, or (4) in the case of a facsimile transmission,
if sent to the telephone FAX number set forth below during regular business hours of the receiving party and
followed within two (2) Days by delivery of a hard copy of the material sent by facsimile transmission, in
accordance with (1), (2) or (3) above. Personal service shall include, without limitation, service by delivery and
service by facsimile transmission.
To City:City of Palo Alto
City Clerk
250 Hamilton Avenue
P.O. Box 10250
Palo Alto, CA 94303
Copy to:City of Palo Alto
CommLinity Services Department
1305 Middlefield Road
Palo Alto, CA 94301
17.
18.
To Contractor:
Attn: Chris Rafferty, Project Manager
Loral Landscaping, Inc.
704 South Amphlett Blvd.
San Mateo, CA 94402
Attn: Howard A. Bergstrom, President
Appropriation of City Funds. This Contract is subject to the fiscal provisions of Article II1, Section 12’of the
Charter of the City of Palo Alto. Any charges hereunder for labor, services, materials and equipment may
accrue only after such expenditures have been approved in advance in writing in accordance with applicable
Laws. This Contract shall terminate without penalty (I) at the end of any fiscal year in the event that funds are
not appropriated for the following fiscal year, or (ii) at any time within a fiscal year in the event that funds are
only appropriated for a portion of the fiscal year and funds for this Contract are no longer available. This
Section 17 shall control in the event of a conflict with any other provision of this Contract.
Miscellaneous.
Bailee Disclaimer. The parties understand and agree that City does not purport to be Contractor’s
bailee, and City is, therefore, not responsible for any damage to the personal property of Contractor.
Consent. Whenever in this Contract the approval or consent of a party is required, such approval or
consent shall be in writing and shall be executed by a person having the express authority to grant
such approval or consent.
Controlling Law. The parties agree that this Contract shall be governed and construed by and in
accordance with the Laws of the State of California.
Definitions. The definitions and terms set forth in Section 1 of the Standard Drawings and
Specifications (1992) of this Contract are incorporated herein by reference.
Force Majeure. Neither party shall be deemed to be in default on account of any delay or failure to perform
its obligations under this Contract which directly results from an Act of God or an act of a superior
governmental authority.
Headings. The paragraph headings are not a part of this Contract and shall have no effect upon the
construction or interpretation of any part of this Contract.
Incorporation of Documents. All documents constituting the Contract documents described in Section
3 hereof and all documents which may, from time to time, be referred to in any duly executed
PAGE 4 OF 7
amendment hereto are by such reference incorporated in this Contract and shall be deemed to be part
of this Contract.
Integration. This Contract and any amendments hereto between the parties constitute the entire
agreement between the parties concerning the Project and Work, and there are no other prior oral or
written agreements between the parties that are not incorporated in this Contract.
Modification of Agreement. This Contract shall not be modified or be binding upon the parties, unless
such modification is agreed to in writing and signed by the parties.
Provision. Any agreement, covenant, condition, clause, qualification, restriction, reservation, term or
other stipulation in the Contract shall define or otherwise control, establish, or limit the performance
required or permitted or to be required of or permitted by either party. All provisions, whether
covenants or conditions, shall be deemed to be both covenants and conditions.
Resolution. Contractor shall submit with its Bid a copy of any corporate or partnership resolution or
other writing, which authorizes any director, officer or other employee or partner to act for or in behalf
of Contractor or which authorizes Contractor to enter into this Contract.
Severabiiity. If a cot]rtof competent jurisdiction finds or rules that any provision ofthis Contract is void
or unenforceable, the provisions of this Contract not s6 affected shall remain in full force and effect.
Status of Contractor. In the exercise of rights and obligations under this Contract, Contractor acts as
an independent contractor and not as an agent or employee of City. Contractor shall not be entitled to
any rights and benefits accorded or accruing to the City Council members; officers or employees of
City, and Contractor expressly waives any and all claims to such rights and benefits.
Successors and Assigns. The provisions of this Contract shall inure to the benefit of, and shall apply
to and bind, the successors and assigns of the parties.
Time of the Essence. Time is of the essence of this Contract and each of its provisions, in the
calculation of time hereunder, the time in which an act is to be performed shall be computed by
excluding the first Day and including the last. If the time in which an act is to be performed falls on a
Saturday, Sunday, or any Day observed,as a legal holiday by City, the time for performance shall be
extended to the following Business Day.
Alternative Dispute Resolution. The parties shall endeavor to resolve any disputes or claims arising
out of or relating to this Contract by mediation, which, unless the parties agree otherwise, shall be
conducted under the auspices, of the Judicial Arbitration and Mediation Service (JAMS), San Jose,
California. The intent of the parties is that the mediation shall proceed in advance of litigation;
however, if any party should commence litigation before the conclusion of mediation, such litigation,
including discovery, shall be stayed pending completion of mediation, and by executing this Contract
the parties stipulate to mediation in accordance with Santa Clara County
Superior Court Local Rule ! .15 or Rule 2-3(b) of the ADR Local Rules of the U.S. District Court for the
Northern District of California, as such rules may be amended from time to time. The parties shall
share the cost of the mediation, including the mediator’s fee, equally. Any written agreement reached
in mediation shall be enforceable pursuant to California Code of Civil Procedure § 664.6, as amended.
Venue. Unless the parties mutually agree otherwise, mediation shall take place in San Jose,
California. In the event that litigation is commenced by any party hereunder, the parties agree that
such action shall be vested exclusively in the state courts of California in the County of Santa Clara or
in the United States District Court for the Northern District of California.
Recovery of Costs. Each Party shall bear its own costs, including attorney’s fees, through the
completion of mediation. If the claim or dispute is not resolved through mediation, or if litigation is
necessary to enforce a settlement reached at mediation pursuant to California Code of Civil Procedure
§ 664.6, as amended, then the prevailing party in any subsequent litigation may recover its reasonable
costs, including attorney’s fees, incurred subsequent to conclusion of the mediation.
Flow-down. Contractor agrees to include provisions of this Contract relating to Alternative Dispute
Resolution, Venue. and Recovery of Costs in any subcontracts or major material purchase.
PAGE 5 OF 7
agreements which it enters into in connection with this Contract, and to require its subcontractors to
include those provisions in any sub-contracts or major material purchase agreements, such that any
mediation or litigation of any claim or dispute asserted by a subcontractor or major material supplier
will be consolidated with any related claim or dispute between the Contractor and the City. Should the
Contractor fail to do so, such that the City is required to defend an action brought by a subcontractor
or material supplier inconsistent with the Alternative Dispute and Venue provisions of this Contract,
Contractor shall indemnify City for City’s costs of defense, including reasonable attorney’s fees.
IN WITNESS WHEREOF, the parties have by their duly appointed representatives executed this Contract in the city of
Pato Alto, County of Santa Clara, State of California on the date first stated above.
ATTEST:
CityClerk
APPROVED AS TO FORM:
CITY OF PALO ALTO
By:
Its Mayor
Senior Assistant City Attorney
APPROVED:CONTRACTOR:
Assistant City Manager
Director of Community Services
By:.
Name
Title:
Director of Administrative Services
Contract Manager (Insurance Review)
By:
Name:
Title
(Compliance with California Corporations Code 313 is required if the entity
on whose behalf this contract is signed is a corporation. In the alternative,
a certified corporate resolution attesting to the signatory authority of the
individuals signing in their respective capacities is acceptable. )
PAGE 6 OF 7
CERTIFICATE OF ACKNOWLEDGMENT
(Civil Code 9 1189)
STATE OF
COUNTY OF
On ., before me, a
notary public in and for said County, personally appeared
personally known to me (or 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.
WITNESS my hand and official seal.
Signature (Seal)
PAGE 7 OF 7
JUL-07-2004 ~ED 09108 PUROH RND OONTR~OT
Attac:hment D
CERTIFICATION OF NONDISCRIMINATION SECTION 4t0
Section 410
Certification of Nondiscrimination
As supplie~ of goods or services to the City of Polo Alto, the firm and individuals listed below
certify that they do not discriminate in employment with regards to age, race, color, religion, sex,
national origin, ancestry, disability, or sexual preference; that they are in compliance with all
Federal, State, and loca! directives and executive orders regarding nondiscrimination in
employment.
THE INFORMATION HEREIN IS CERTIFIED CORRECT BY SIGNATURE(S) BELOW.
(PRINT ’OR TYPE NAME)
(PRINT OR TYPE NAME)
Note:The City of Polo Alto, pursuant to California Corporations Code Section 3¢3, requires tWo
corporate officers to execute contracts,
*The signature of First Officer* mus~t be one of the following: Chairman of the
Board; President; or Vice President.
**The signature of the Second Officer** mus____t be one of the foflowing: Secretary;
Assistant Secretary; Chief Financial Officer;, or Assistant Treasurer.
(In the alternative, a certified corporate resolution attesting to the signatory
authority of the individuals signing in their respec[ive capacities is acceptable.)
CITY OF PALO ALTO IFB NO. 106344 PAGE i OF 1