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HomeMy WebLinkAbout2013-12-16 City Council Agenda PacketCITY OF PALO ALTO CITY COUNCIL Special Meeting Council Conference Room December 16, 2013 4:00 PM REVISED Agenda posted according to PAMC Section 2.04.070. Supporting materials are available in the Council Chambers on the Thursday preceding the meeting. 1 December 16, 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. PUBLIC COMMENT Members of the public may speak to agendized items; up to three minutes per speaker, to be determined by the presiding officer. If you wish to address the Council on any issue that is on this agenda, please complete a speaker request card located on the table at the entrance to the Council Chambers, and deliver it to the City Clerk prior to discussion of the item. You are not required to give your name on the speaker card in order to speak to the Council, but it is very helpful. TIME ESTIMATES Time estimates are provided as part of the Council's effort to manage its time at Council meetings. Listed times are estimates only and are subject to change at any time, including while the meeting is in progress. The Council reserves the right to use more or less time on any item, to change the order of items and/or to continue items to another meeting. Particular items may be heard before or after the time estimated on the agenda. This may occur in order to best manage the time at a meeting or to adapt to the participation of the public. To ensure participation in a particular item, we suggest arriving at the beginning of the meeting and remaining until the item is called. HEARINGS REQUIRED BY LAW Applications and/or appellants may have up to ten minutes at the outset of the public discussion to make their remarks and up to three minutes for concluding remarks after other members of the public have spoken. Call to Order Special Orders of the Day 4:00-4:40 PM 1. Interviews of Candidates for the Storm Drain Oversight Committee Closed Session 4:40-6:40 PM Public Comments: Members of the public may speak to the Closed Session item(s); three minutes per speaker. 2. 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, Melissa Tronquet, Brenna Rowe, Molly Stump, Khashayar Alaee) Employee Organization: Service Employees International Union, (SEIU) Local 521 Authority: Government Code Section 54957.6(a) 2 December 16, 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. 3. CONFERENCE WITH CITY ATTORNEY/LEGAL COUNSEL Potential Litigation (as plaintiff/defendant) – One Matter Subject: Construction of the Mitchell Park Library and Community Center Authority: Government Code Section 54956.9 4. CONFERENCE WITH CITY ATTORNEY/LEGAL COUNSEL Potential Litigation (as plaintiff) – One Matter Subject: Senate Bill No. 7 – State interference with Constitutional power of Charter Cities to direct municipal affairs Authority: Government Code Section 54956.9 4a. CONFERENCE WITH CITY ATTORNEY/LEGAL COUNSEL Pending Litigation: City of Palo Alto v. Palo Alto Hills Golf Country and Club, Santa Clara County Superior Court Case No. 1-13-CV-245626 Authority: Government Code Section 54956.9 CHAMBERS 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 6:40-6:50 PM Council Member Questions, Comments and Announcements 6:50-7:00 PM Members of the public may not speak to the item(s) Oral Communications 7:00-7:15 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. Minutes Approval 7:15-7:20 PM November 4, 2013 Consent Calendar 7:20-7:25 PM Items will be voted on in one motion unless removed from the calendar by three Council Members. 5. Approval of a Contract with Walsh Electronics Systems Technology in a Total Amount of $419,823 for Phase III of the Video Surveillance and 3 December 16, 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. Intrusion Detection System Project (EL-04012) at Four of the City's Electric Substations 6. Finance Committee Recommendation to Accept the Audit of Contract Oversight: Trenching and the Installation of the Electric Substructure 7. 636 Waverley Street [13PLN-00262]: Council Consideration of an Appeal of the Director of Planning and Community Environment’s Decision to Approve the Architectural Review of a New Mixed-Use Development. The Proposed Four-Story 10,278 sq. ft. Building Includes 4,800 sq. ft. of Commercial Uses on the First and Second Floors and Two Residential Units on the Third and Fourth Floors in the CD-C(P) Zoning District; the Project Provides 20 Parking Spaces in a Below Grade Garage. Environmental Assessment: Exempt from the Provisions of the California Environmental Quality Act (CEQA) per Sections 15303 and 15332. 8. Request for Authorization to Increase Compensation of Existing Legal Services Agreements with (1) the Law Firm of Burke, Williams & Sorensen, LLP by $65,000 for a Total Not to Exceed Amount of $185,000 for Litigation Matters and (2) the Law Offices of Scott Pinsky by $40,000 for a Total Not to Exceed Amount of $80,000 for Litigation Matters 9. Authorization to Submit Our Town Grant Application to the National Endowment for the Arts 10. Council Review of an Appeal of the Director's Architectural Review And Sign Exception Approval of the Installation of One Projecting Sign on a 50,500 sq. ft. Two-Story Mixed Use Building Located at 3445 Alma Street (Alma Plaza/Village) in the Planned Community (PC-4956) Zoning District. Exempt from the Provisions of the California Environmental Quality Act (CEQA), per CEQA Guidelines Section 15301 (Existing Facilities) 11. Approval of Wastewater Treatment Enterprise Fund Contract with QLM Inc. in the Amount of $1,034,681 for the Regional Water Quality Control Plant Landscaping Construction Project--Capital Improvement Program Project WQ-80021 4 December 16, 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. 12. Adoption of a Resolution to Implement New Retirement Health Savings Plan and Designation of City Manager as Administrator of the Plan Document 13. Approval of a Contract with Finite Matters Ltd. For Budget Document Publication Software at a Cost Not to Exceed $221,330 14. Request Direction to Staff Regarding Stay Enforcement of Vehicle Habitation Enforcement Ban Ordinance 15. Approval of Contract Number C14152214 in the Amount of $2,000,000 with Toubar Equipment Company Inc. for Soil Brokering and Closure Maintenance Assistance Services at the Palo Alto Landfill and Adoption of a Resolution Approving the Third Amendment of Lease PRC 7348.9 with the California State Lands Commission for Additional Use of Lands Claimed by the State Action Items Include: Reports of Committees/Commissions, Ordinances and Resolutions, Public Hearings, Reports of Officials, Unfinished Business and Council Matters. 7:25-8:25 PM 16. Council Discussion and Direction to Staff Regarding the 567-595 Maybell Avenue Site (Continued from December 9, 2013) 8:25-9:55 PM 17. Council Review and Policy Direction to Staff on the Residential Parking Permit Program Framework 9:55-10:25 PM 18. 2013 Year in Review 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. 5 December 16, 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 December 17, 2013 City/School Committee December 19, 2013 Schedule of Meetings Schedule of Meetings Tentative Agenda Tentative Agenda Informational Report Update on the California Avenue Transit Hub Corridor Streetscape Improvements Project Property Leases Entered into by City Manager Under Palo Alto Municipal Code Section 2.30.210(h), and Reported Per Section Code 2.30.710 Fiscal Year 2013 Public Letters to Council Set 1 Set 2 CITY OF PALO ALTO OFFICE OF THE CITY CLERK December 16, 2013 The Honorable City Council Palo Alto, California Interviews of Candidates for the Storm Drain Oversight Committee On December 2, 2013 Council voted to interview four Storm Drain Oversight Committee Applicants for three expired terms ending on October 31, 2018. Interviews for the Storm Drain Oversight Committee are scheduled in the Council Conference Room on December 16, 2013 beginning at 4:00 P.M. Attached you will find the redacted applications. The interview schedule is as follows: Hal Mickelson 4:00 P.M. Richard Whaley 4:10 P.M. Nancy Clark 4:20 P.M. Mark Harris 4:30 P.M. The City Council is scheduled to vote to appoint three candidates on January 13, 2014. ATTACHMENTS:  Mickelson, Hal (PDF)  Whaley, Richard (PDF)  Clark, Nancy (PDF)  Harris, Mark (PDF) Department Head: Donna Grider, City Clerk Page 2 C11' 111.: ,.,. " ,,_, lil I-ALU M 1il C'\ ' Cll Y CLEi<K'S oFFI'cE 13 NOV -S M'l 10: 04 CITY OF PALO ALTO BOARD AND COMMISSION INCUMBENT APPLICATION SUBMIT TO: Office of the City Clerk 250 Hamilton Avenue, Palo Alto, CA 94301 __ ~ _____ =(6.;:....:50) 329-2571 ___ ~ . ______ ......:... __ . ___ .-. __ .. ____ ". ___ -~_ Incumbents may use this form to declare their intent to apply for another term in office. BOARDCURRENTLYSERVINOON:' 5TORN\ DRfrlN dvef2,St~Hr CDMtr1tfr EE NAME: W hClle.r Last . RJ3SIDENCE ADDRESS: X Please resubmit the most recent application I.have on file. I will update myapplicatiOn·$ld SUbmit. it prior to th~ deadline. *Blank applications may be found 'at Www.cityofpaloalto.org , signature of Applicant ~ ...... ~ HOME Plf{ThlR· WORK. PH()NF.~ CELL PH()NF.~ Board or Commission applying for: Storm Drain oversight Committee SUBMIT TO: CITY OF PALO ALTO BOARD AND COMMISSION APPLICATION Office ofthe City Clerk 250 Hamilton Avenue, Palo Alto, CA 94301 (650) 329-2571 Please print or type answers to all questions and indicate ''Nt An in those areas that do not apply. Be sure that you complete the attached supplement and return it with your siMned application. RESIDENCE ADDRESS EDUCATION (1 RA-IJUAIE (J f $rA-N FtJ~D WORKPHONE~N~/A~ __ List relevant training and experience, certificates of training, licenses, or professional registrations: Sec: ftTrA'C.ffGj) Rb5 UM IS Page 1 of 2 (Rev. 12/2005 TN) ~ .. RESUME RICHARD I. WHALEY, P.E. Civil Engineer Mr. Whaley is a California licensed Civil Engineer, RCE 16149; and a graduate of Stanford University in Civil Engineering, 1958. Experience as follows: City of Palo Alto, UtOities Department. Water, Gas, Wastewater, Palo Alto, Co. Supen/sor of Construction Inspectors. 1990 -2005. Supervised three inspectors. Duties included plan review, field inspection, progress reports, and as-built records. Projects included water, gas, wastewater, road, and tank construction. Barrett,Consultlilg Group, Menlo Park, Co., Prolect Engineer. 1985 -1990 Duties involved design, construction, and reports for a wide range of projects. Clients included the Cities of Palo Alto, Mill Valley, Redwood City, and Mountain View; the U.S.Navy; and FEMA. Richard L Whaley. CivO Engineer, Palo Alto, Co. Owner and operator. 1975 -1985. Specialized in Municipal Engineering, and was the Town Engineer for Woodside for 20 years. Other work involved land development projects and expert witnessing. R. M. Gallowav and Associates. Inc.. Burlingame. Co.. Chief Engineer. 1973 -1975. Supervised an office staff: and performed work for the Town of Woodside, and land development clients. Brian-Kangas-Foulk and Associates. Redwood City, Co. Project Engineer. 1965 -1973. Duties included municipal engineering and land development engineering for the Town of Woodside, Stanford University, and the City of Redwood City. George S. Nolte. Consulting Civil Engineers, Inc., Palo Alto, Co. Prolect Engineer. 1963- 1965. As a member of the Sanitary Department, designed sewer outfalls, pump stations, and assessment districts. A drainage plan was also prepared. Charles S. Mc Candless and Company, Consulting CivO Engineers. Palo Alto, Ca. Engineer. 1962 -1963. Duties included reports, plans, and construction management for water, sanitary sewer, and municipal projects. Deputy Town Engineer for the Town of Los Altos Hills, and Construction Engineer for the Purissima Hills County Water District. American Culvert Company, Oakland. Co. Sales Engineer. 1958 -1962. Work included sales, promotion, credit clearance, and bill collecting in eleven counties connected with the manufacture of corrugated metal pipe. Professional Afflliations: American Society of Civil Engineers, National Society of Professional Engineers, American Public Works Association, American Water Works Association, and Water Environment Federation. Address: Please answer 'Yes' or 'No' to the following questions: Yes No Are you a Palo Aho resident? o Are you an employee of a Palo Alto business? o Are you an owner of real K 0 Do you have any relatives or members of your household who are employed by the City of U )( 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 for which you are applying? o po you have an investment in. or do you serve as an officer or director of, a company doing 0 .~ business in Palo Alto which you believe is likely) ) to engage in business with the City> 2) to provide products or services for City projects, or 3) be affected by decisions ofthe board or commission for which you are applying? Excluding your pdncipal residence, do you own real property in Palo Alto or within two 0 'IX miles of Palo Alto? . EMPLOYMENT List only your present or last employer: Name of Company: CITY 6f PALO At-TV Address: '2,.. r;D l-( AMI LT oN AvE PALo A~w\CA QQ?v3 Occupation: Signature of APPJicant: __ ~'-;:N=ame:::-U_---""-'--"-~-"-'~'---__ ""f _____ "~d/:-l....;1'-t1_1J_6_ Page 2 of 2 (Rev. 12/2005 TH) .. ~ ; Board or Commission applying for: Storm Drain Oversight Committee SUBMIT TO: CITY OF PALO ALTO SUPPLEMENTAL QUESTIONNAIRE Office of the City Clerk 250 Hamilton Avenue. Palo Alto, CA 94301 (650) 329-2571 Please print or type answers to aU questions and indicate "Nt A" in those areas that do not apply. Submit this questionnaire with your signed, completed Board and Commission Application. You may submit additional sheets, if necessary, to complete your answers. NAME_-",t.AJ~It.-'-'It,-",lr..-:;€,-,-Y ___ --,-",-((.:..,( c""""H,.....A-_R_V ___ DATE _....,1 f_'_~-I-/(J_b __ LiSt Pilat r · 1. How did you learn· about the vacancy on this committee? Community Group 0 Newspaper Advertisement 0 Utility Bill Stuffer 0 City Clerk's Office 0 Libnuy :.' . 0 Other (specify) W G~JU-Y N €.t;.) 5 A-R. TIC,l... r3 2. Briefly describc:your involvement in community activities, volunteer and civic organizations . M ~M6 er<: 6 F :; r t'1ftl2 ~~" CHURCff) IV E I G If Eot< S 3. What about this committee interests you? A LI f:'£ Page 1 of 2 (Rev. 12/2005 TH) 4. Explain how you would see your role as a committee member when reviewing budget documents and reporting to the Finance Coinmittee of the City Council? V £TfH L-EJ) A-NA Ly~ IS 5. Describe your specific education, training or experience in the fields of accounting, engineering, municipal infrastructure planning or water resources, if any. 5 e e It-rm-Cl-f E p RES(} Nl c= 6. Describe other personal traits tbat make you well-qualified to serve on this committee. rL-£~$A--NT J oor GOING) PEI<$(JN AB/-B . S. fA I' () , 0 11 ! / ... () f) ~ 19natureo pp lcant:_-..:..~_=~==--=~:!>....:.--=-~::....!.-=::.;:;:..O......::".j~--------- Page 2 of 2 (Rev. 13/300S TH) November 4, 2013 City Council Re: Storm Drain Oversight Committee Dear Council Members: [d?I:Y tgl2M,;~ j~lf~C~{\ 13 NOV -5 A~1I0: 05 I am applying for another term on this committee. I believe that I bring a professional voice to this group. Thank you for your consideration. Sincerely yours, ~~.I~ Richard I. PE . , .... : I" -; , . Please Return to: CITY OF PALO ALTO STORM DRAIN OVERSIGHT COMMITTEE SUPPLEMENTAL OUESTIONNAIRE Mark Harris Name: Office of the City Clerk 250 Hamilton Avenue Palo Alto, CA 94301 650-329-2571 ------------------------------------- Date: November 1,2013 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? • Storm Drain Oversight Committee Yes D (Date: __________ --J. No [2] 2. How did you Learn about the vacancy on the Storm Drain Oversight Committee? Community Group:D Palo Alto Weekly: D The Daily Post: D Website: D If yes, please identify Website: ____________________ __ Email from City Clerk: D Library Bulletin Board: D FlyerlBookmark: D Oth PI S ify Council member informed me of the opening. er, ease pec : _________________________________ _ 3. Describe your involvement in community activities, volunteer and civic organizations: I have Deen extensively involved with Kara, a premier gnef support organization .located in Palo Alto, since 1980. On the board of directors from 1993-2008 and was . secretary, treasurer and president; currently advisory committee chair. Member of -the Palo Alto Mediation Program since 2001 and served as its co-chair; now emeritus. Member of the Crescent Park Neighborhood Association. Contribute to -many local organizations such as the Palo Alto Community Fund, Peninsula Open .Space Trust, Boys & Girls Club of the Peninsula and the Junior League. I have been a T-ball coach, member of a local service club, Cub Scout leader, on the -Duveneck Site Council, Cub Scout den leader, projects for the Stanford Graduate School of Business Alumni Consulting Team. 4. What is it about the Storm Drain Oversight Committee that interests you? What qualities, experience and e~ertise would you bring to the Storm Drain Oversight Committee? Control of rain run-off after storms of all magnitudes is a critical public service. At its .lowest level, run-off must be quickly and efficiently transported to storm drains, sewers creeks and utlimately to the Bay. During critical, high level storms, the 'system must have the ability to function in rare events and either prevent or minimize' damge to the Community so that critical and normal City functions are not disrupted 'or brought back into service quickly. This makes the Oversite Committee a very .worthwhile and interesting civic activity for me. I would bring a wealth of utilites, engineering and financial knowledge and expertise to the Committee. The City only -has so much money to spend on storm drains and each dollar must be used productively on a priority basis. Bds/Commissions -702-23 9/13/2011 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? Our charge as a Committee would be to recommend a plan that uses the available .finances in the most effective way possible. The Committee is an additional set of eyes that can complement and enhance the work by staff in developing the project ·plan. We should be a tool for the Council to lever its time and expertise as the Council must decide on a whole spectrum of issues important to the City. I am not 'certain what the second question is asking. If this means that the Council wants the .Committee to take on some new or modified efforts related to storm drains, my approach would be to make certain the Committee had a clear sense of what the 'Council was looking for to avoid waste of time and frustration on the part of the Council and Committee. 6. What are the current issues facing the Storm Drain Oversight Committee? There is always the issue of too many projects for the money available, in which .case the Committee needs to make recommendations on how to put existing resources to the best use. One major issue is how to create facilities that will 'minimize or eliminate damage that can be expected from rare but highly likely storm events. In the long run we must keep in mind potential impacts from climate change. 7. Describe your specific education, training or experience in the fields of accounting, engineering, municipal infrastructure planning or water resources, if any. As mentioned previously, my educational training is in engineering and business with .an emphasis in finance. I spent approximately 20 years in local government in municipal utilities and finance, specifically in Palo Alto and Mountain View. I am very ·much aware of capital and operational funding and all the issues associated with them. Most recently I was a commissioner for the City's Blue Ribbon Infrastructure 'Commission so I am very well versed in the Palo Alto infrastructure and the issues .related to it. 8. Describe other personal traits that make you well-qualified to selVe on this committee. I am patient and a good listener. I am analytical and solution oriented and often .come up with creative compromises that bridge a variety of different viewpoints and concerns. I have a history of working well within a committee structure and usually 'contribute more than my fair share. I will commit the time necessary to get the Committee's work accomplished. Bds/Commissions -702-23 9/13/2011 City of Palo Alto (ID # 4293) City Council Staff Report Report Type: Consent Calendar Meeting Date: 12/16/2013 City of Palo Alto Page 1 Summary Title: Video Surveillance and Intrusion Detection System – Phase III Title: Approval of a Contract with Walsh Electronics Systems Technology in a Total Amount of $419,823 for Phase III of the Video Surveillance and Intrusion Detection System Project (EL-04012) at Four of the City's Electric Substations From: City Manager Lead Department: Utilities Recommendation Staff recommends that Council: 1. Approve and authorize the City Manager to execute the attached contract with Walsh Electronics Systems Technology (WEST) in the amount of $381,823 for the Video Surveillance and Intrusion Detection System project at four of the City’s electric substations (see Attachment C). 2. Authorize the City Manager or his designee to negotiate and execute one or more change orders to the contract with WEST for related, additional but unforeseen, work which may develop during the project; the total of which shall not exceed $38,000. Staff is therefore requesting a total authorized amount of $419,823 to cover the contract amount of $381,823 plus a 10% contingency amount of $38,000. Background One of the City of Palo Alto’s Utilities Department’s primary goals is the protection of the City’s utility infrastructure from unauthorized access, theft and vandalism. A utility site assessment was completed in 2005 which recommended physical security be installed at the City’s electric substations, gas stations, water pumping plants and reservoirs. In 2006, the North American Electric Reliability Corporation (NERC) adopted the standard Cyber Security Physical Security of Critical Cyber Assets (CIP – 006), which describes the implementation of a physical security program for the protection of critical cyber assets, and imposes some reporting requirements on the City. To date, the City of Palo Alto’s Utilities Department has completed two security construction phases installing video surveillance and intrusion detection systems at one electric City of Palo Alto Page 2 substation, three water booster stations, and one water reservoir. Two more phases are budgeted for fiscal years 2015 and 2016 to cover the remaining electric, water, and gas facilities. Discussion This project involves installing a security system at the Park Boulevard, Quarry, Hansen Way, and Hanover electric substations. Each site will involve installing multiple cameras and motion detection sensors throughout the facility, as well as door alarms on all entrances to the control buildings. This project also includes integrating the new camera system, motion sensors, and door alarms into the City’s existing SCADA system so that the system operators can respond to a single user interface. Appropriate camera views will be set to respond to different types of alarms to provide relevant video footage. The system provides live-video and alarms, and approximately 30 days of storage capacity of continuous recordings, all of which will be accessible at the Utilities Control Center. The security system specifications were written by an independent security consultant, Priax Corporation, and the design and procurement of all the equipment is being provided by the contractor, WEST, and approved by City staff. The work to be performed under this turnkey contract is for the construction activities to provide and install underground conduit and cable, cameras, motion sensors, door contact alarms, video and alarm processing and recording equipment. It includes labor, equipment, and management of all field activities in coordination with City’s operations staff. This project is being contracted out due to the expertise required for the installation and programming of a security system. City staff issued an Invitation for Bid, #150169, to solicit contractor bids for the scope of work described above. The following table is a summary of the bid process: Bid Name / Number Video Surveillance and Intrusion Detection System Project / IFB – 150169 Proposed Length of Project 4 months Number of Bids Mailed to Contractors 15 Number of Bids Mailed to Builder’s Exchanges 13 Total Days to Respond to Bid 21 Pre-Bid Meeting Yes City of Palo Alto Page 3 Number of Company Attendees at Pre-Bid Meeting 10 Number of Bids Received 2* Bid Price Range From $381,823 to $677,000 * Bid summary provided in Attachment B. Staff also requested optional pricing on bid items 12-15 for underground conduit installation, to compare the bids submitted with the City’s current underground contractor’s estimate of approximately $231,000 for these items. Staff also requested pricing for optional cameras inside the control buildings to monitor sensitive equipment, bid items 8-11, to be awarded if the cost is within current budget. Staff has reviewed all bids submitted and recommends that the bid of $381,823 submitted by WEST which includes the security system plus the optional underground conduit and interior camerasbe accepted and that WEST be declared the lowest responsible bidder. WEST was awarded the contracts for the first two phases of the security systems installations for City of Palo Alto and successfully completed the projects with Staff’s acceptance. Due to WEST’s familiarity of the current system WEST is offering the City any control equipment modifications, operator training, system updates, and one year maintenance at no additional cost (see Attachment B). The bids for the optional underground conduit and cameras are comparable and within budget, however the total bid amount is approximately 9% above the engineer’s estimate of $350,000, because the labor costs to install the underground conduit are higher than originally estimated. Staff confirmed with the Contractor’s State License Board that the contractor has an active license on file. Staff checked references supplied by the contractor for previous work performed and found all to be satisfactory. Timeline Construction is scheduled to begin the week of January 13, 2014 and is to be completed within 120 days. Resource Impact The budget for this capital improvement project (CIP) are available in the Electric Fund: Utility Site Security Improvements - EL-04012). City of Palo Alto Page 4 Policy Implications The approval of this contract is consistent with existing City policies, including the Council approved Utilities Strategic Plan to operate the distribution system in a cost effective manner and to invest in utility infrastructure to deliver reliable serivce. Environmental Review This project is categorically exempt from California Environmental Quality Act (CEQA) under Public Resources Code Section 15301 (minor alteration of exsting public facilities). Attachments:  Attachment A - Contract (PDF)  Attachment B - Bid Summary (PDF)  Attachment C - Security Project Locations (PDF)   Invitation for Bid (IFB) Package 1                             Rev. July 2012  CONSTRUCTION CONTRACT                CONSTRUCTION CONTRACT    Contract No. C14150169        City of Palo Alto    and    Walsh Electronics Systems Technology DBA West  Corporation      PROJECT  Substation Site Security   Invitation for Bid (IFB) Package 2                             Rev. July 2012  CONSTRUCTION CONTRACT       CONSTRUCTION CONTRACT             TABLE OF CONTENTS      SECTION 1. INCORPORATION OF RECITALS AND DEFINITIONS……………………………….. .................... 5  1.1 Recitals ................................................................................................................  5  1.2 Definitions ...........................................................................................................  5  SECTION 2. THE PROJECT……………………………………………………………………………… .............................. 5  SECTION 3. THE CONTRACT DOCUMENTS…………………………………………………………. ......................... 5            3.1           List of Documents …………………………………………………………………………………………. ..... 5            3.2           Order of Precedence …………………………………………………………………………… ................ 6  SECTION 4. THE WORK ………………………………………………………………………………… .............................. 7  SECTION 5. PROJECT TEAM ………………………………………………………………………….. ............................. 7  SECTION 6. TIME OF COMPLETION ………………………………………………………………….. .......................... 7  6.1 Time Is of Essence ........................................................................................ ……… 7  6.2 Commencement of Work .....................................................................................  7  6.3 Contract Time .......................................................................................................  7  6.4 Liquidated Damages .............................................................................................  7  6.4.1 Entitlement…………………………………………………………………………………………….   7  6.4.2 Daily Amount………………………………………………………………………………………….   10  6.4.3 Exclusive Remedy…………………………………………………………………………………..   10  6.4.4 Other Remedies…………………………………………………………………………………...     10  6.5 Adjustments to Contract Time ........................................................................... … 11  SECTION 7. COMPENSATION TO CONTRACTOR………………………………………………………………………...  11  7.1 Contract Sum ……………………………………………………………………………………………………… 11  7.2 Full Compensation …………………………………………………………………………………………….. 11  7.3 Compensation for Extra or Deleted Work …………………………………………………………….11  7.3.1 Self Performed Work………………………………………………………………………………… 11  7.3.2 Subcontractors…………………………………………………………………………………………. 12  SECTION 8. STANDARD OF CARE ...................................................................................................   12  SECTION 9. INDEMNIFICATION ...................................................................................................... 12  9.1 Hold Harmless…………………………………………………………………………………………………….. 12  9.2 Survival………………………………………………………………………………………………………………. 12  SECTION 10. NONDISCRIMINATION .............................................................................................. 12  SECTION 11. INSURANCE AND BONDS .......................................................................................... 13    Invitation for Bid (IFB) Package 3                             Rev. July 2012  CONSTRUCTION CONTRACT  SECTION 12. PROHIBITION AGAINST TRANSFERS .......................................................................... 13  SECTION 13. NOTICES .................................................................................................................... 13  13.1 Method of Notice ………………………………………………………………………………………………..13  13.2 Notice Recipients .................................................................................................   13  13.3 Change of Address ...............................................................................................  14  14.1 Resolution of Contract Disputes ...........................................................................  14  14.2 Resolution of Other Disputes ...............................................................................  14  14.2.1 Non‐Contract Disputes ……………………………………………………………………………….14  14.2.2 Litigation, City Election ……………………………………………………...........................15    14.3 Submission of Contract Dispute …………………………………………………………………………..15  14.3.1 By Contractor …………………………………………………………………………………………. 15  14.3.2 By City ……………………………………………………………………………………………………. 15    14.4 Contract Dispute Resolution Process ............................................................... …… 15  14.4.1 Direct Negotiation………………………………………………………………………… ………….15  14.4.2 Deferral of Contract Disputes …………………………………………………………………   16  14.4.3 Mediation ………………………………………………………………………………………………….16  14.4.4 Binding Arbitration ……………………………………………………………………………………17    14.5 Non‐Waiver …………………………………………………………………………………………………………18  SECTION 15. DEFAULT ................................................................................................................... 18  15.1 Notice of Default ..................................................................................................  18  15.2 Opportunity to Cure Default ................................................................................  18  SECTION 16. CITY'S RIGHTS AND REMEDIES .................................................................................. 18  16.1 Remedies Upon Default .......................................................................................  18  16.1.1 Delete Certain Servic………………………………………………………...........................18  16.1.2 Perform and Withhold ……………………………………………………………………………. 18  16.1.3 Suspend The Construction Contract ………………………………………………………….18  16.1.4 Terminate the Construction Contract for Default ……………………………………..19  16.1.5 Invoke the Performance Bond ………………………………………………………………….19  16.1.6 Additional Provisions ……………………………………………………………………………….19    16.2 Delays by Sureties ................................................................................................  19  16.3 Damages to City ...................................................................................................  19  16.3.1 For Contractor's Default …………………………………………………………………………..19  16.3.2 Compensation for Losses ………………………………………………………………………….19    16.5 Suspension by City for Convenience .....................................................................  20  16.6 Termination Without Cause .................................................................................  20    Invitation for Bid (IFB) Package 4                             Rev. July 2012  CONSTRUCTION CONTRACT  16.6.1 Compensation ………………………………………………………………………………………….20  16.6.2 Subcontractors …………………………………………………………………………………………20    16.7 Contractor’s Duties Upon Termination .................................................................  21  SECTION 17. CONTRACTOR'S RIGHTS AND REMEDIES ................................................................... 21  17.1 Contractor’s Remedies .........................................................................................  21  17.1.1 For Work Stoppage ………………………………………………………………………………….. 21  17.1.2 For City's Non‐Payment …………………………………………………………………………… 21    17.2 Damages to Contractor ........................................................................................  21  SECTION 18. ACCOUNTING RECORDS ............................................................................................ 21  18.1 Financial Management and City Access .......................................................... ……. 21  18.2 Compliance with City Requests ........................................................................ …. 22  SECTION 19. INDEPENDENT PARTIES ............................................................................................. 22  SECTION 20. NUISANCE ................................................................................................................. 22  SECTION 21. PERMITS AND LICENSES ............................................................................................ 22  SECTION 22. WAIVER .................................................................................................................... 22  SECTION 23. GOVERNING LAW ..................................................................................................... 22  SECTION 24. COMPLETE AGREEMENT ........................................................................................... 23  SECTION 25. SURVIVAL OF CONTRACT .......................................................................................... 23  SECTION 26. PREVAILING WAGES .................................................................................................. 23  SECTION 27. NON APPROPRIATION .............................................................................................. 23  SECTION 28. GOVERNMENTAL POWERS ........................................................................................ 23  SECTION 29. ATTORNEY FEES ........................................................................................................ 23  SECTION 30. COUNTERPARTS ........................................................................................................ 23  SECTION 31. SEVERABILITY ........................................................................................................... 23            Invitation for Bid (IFB) Package    5                 Rev. July 2012  CONSTRUCTION CONTRACT    CONSTRUCTION CONTRACT    THIS CONSTRUCTION CONTRACT entered into on December 16, 2013 (“Execution Date”) by and between  the CITY OF PALO ALTO, a California chartered municipal corporation ("City"), and Walsh Electronics  Systems Technology DBA West Corporation ("Contractor"), is made with reference to the following:    R E C I T A L S:    A. City is a municipal corporation duly organized and validly existing under the laws of the State of  California with the power to carry on its business as it is now being conducted under the statutes of the  State of California and the Charter of City.    B. Contractor is a corporation duly organized and in good standing in the State of California,  Contractor’s License Number 698080. Contractor represents that it is duly licensed by the State of  California and has the background, knowledge, experience and expertise to perform the obligations set  forth in this Construction Contract.    C. On June 25, 2013, City issued an Invitation for Bids (IFB) to contractors for the Substation  Site  Security (“Project”).  In response to the IFB, Contractor submitted a bid.    D. City and Contractor desire to enter into this Construction Contract for the Project, and other  services as identified in the Bid Documents for the Project upon the following terms and conditions.    NOW THEREFORE, in consideration of the mutual promises and undertakings hereinafter set forth  and for other good and valuable consideration, the receipt and sufficiency of which are hereby  acknowledged, it is mutually agreed by and between the undersigned parties as follows:    SECTION 1 INCORPORATION OF RECITALS AND DEFINITIONS.    1.1 Recitals.    All of the recitals are incorporated herein by reference.    1.2 Definitions.    Capitalized terms shall have the meanings set forth in this Construction Contract and/or in the  General Conditions.  If there is a conflict between the definitions in this Construction Contract and  in the General Conditions, the definitions in this Construction Contract shall prevail.  SECTION 2 THE PROJECT.    The Project is the construction of the Substation Site Security ("Project").    SECTION 3 THE CONTRACT DOCUMENTS.    3.1  List of Documents.  The Contract Documents (sometimes collectively referred to as “Agreement” or “Bid Documents”) consist  of the following documents which are on file with the Purchasing Division and are hereby incorporated by  reference.       1) Change Orders    2) Field Change Orders          Invitation for Bid (IFB) Package    6                 Rev. July 2012  CONSTRUCTION CONTRACT    3) Contract    4) Project Plans and Drawings    5) Technical Specifications    6) Special Provisions  7)    Notice Inviting Bids  8)    Instructions to Bidders  9)    General Conditions  10) Bidding Addenda  11) Invitation for Bids    12) Contractor's Bid/Non‐Collusion Affidavit    13)   Reports listed in the Bidding Documents    14)   Public Works Department’s Standard Drawings and Specifications dated 2007 and                updated from time to time    15) Utilities Department’s Water, Gas, Wastewater, Electric Utilities Standards dated 2005  and updated from time to time    16)  City of Palo Alto Traffic Control Requirements    17)  City of Palo Alto Truck Route Map and Regulations    18)  Notice Inviting Pre‐Qualification Statements, Pre‐Qualification Statement, and Pre‐  Qualification Checklist (if applicable)    19)  Performance and Payment Bonds    20)  Insurance Forms      3.2  Order of Precedence.    For the purposes of construing, interpreting and resolving inconsistencies between and among the  provisions of this Contract, the Contract Documents shall have the order of precedence as set forth in the  preceding section.  If a claimed inconsistency cannot be resolved through the order of precedence, the City  shall have the sole power to decide which document or provision shall govern as may be in the best  interests of the City.        Invitation for Bid (IFB) Package    7                 Rev. July 2012  CONSTRUCTION CONTRACT    SECTION 4 THE WORK.    The Work includes all labor, materials, equipment, services, permits, fees, licenses and taxes, and all other  things necessary for Contractor to perform its obligations and complete the Project, including, without  limitation, any Changes approved by City, in accordance with the Contract Documents and all Applicable  Code Requirements.    SECTION 5 PROJECT TEAM.    In addition to Contractor, City has retained, or may retain, consultants and contractors to provide  professional and technical consultation for the design and construction of the Project.  The Project requires  that Contractor operate efficiently, effectively and cooperatively with City as well as all other members of  the Project Team and other contractors retained by City to construct other portions of the Project.    SECTION 6 TIME OF COMPLETION.  6.1 Time Is of Essence.    Time is of the essence with respect to all time limits set forth in the Contract Documents.    6.2 Commencement of Work.    Contractor shall commence the Work on the date specified in City’s Notice to Proceed.       6.3 Contract Time.    Work hereunder shall begin on the date specified on the City’s Notice to Proceed and shall be  completed within one hundred twenty calendar days (120) after the commencement date  specified in City’s Notice to Proceed.    6.4 Liquidated Damages.    6.4.1 Entitlement.    City and Contractor acknowledge and agree that if Contractor fails to fully and  satisfactorily complete the Work within the Contract Time, City will suffer, as a result of  Contractor’s failure, substantial damages which are both extremely difficult and  impracticable to ascertain.  Such damages may include, but are not limited to:  (i) Loss of public confidence in City and its contractors and consultants.  (ii) Loss of public use of public facilities.  (iii) Extended disruption to public.          Invitation for Bid (IFB) Package    10                 Rev. July 2012  CONSTRUCTION CONTRACT    6.4.2 Daily Amount.    City and Contractor have reasonably endeavored, but failed, to ascertain the actual  damage that City will incur if Contractor fails to achieve Substantial Completion of the  entire Work within the Contract Time.  Therefore, the parties agree that in addition to all  other damages to which City may be entitled other than delay damages, in the event  Contractor shall fail to achieve Substantial Completion of the entire Work within the  Contract Time, Contractor shall pay City as liquidated damages the amount of $500 per  day for each Day occurring after the expiration of the Contract Time until Contractor  achieves Substantial Completion of the entire Work.  The liquidated damages amount is  not a penalty but considered to be a reasonable estimate of the amount of damages City  will suffer by delay in completion of the Work.    6.4.3 Exclusive Remedy.    City and Contractor acknowledge and agree that this liquidated damages provision shall  be City’s only remedy for delay damages caused by Contractor’s failure to achieve  Substantial Completion of the entire Work within the Contract Time.    6.4.4 Other Remedies.    City is entitled to any and all available legal and equitable remedies City may have where  City’s Losses are caused by any reason other than Contractor’s failure to achieve  Substantial Completion of the entire Work within the Contract Time.          Invitation for Bid (IFB) Package    11                 Rev. July 2012  CONSTRUCTION CONTRACT    6.5 Adjustments to Contract Time.    The Contract Time may only be adjusted for time extensions approved by City and agreed to by  Change Order executed by City and Contractor in accordance with the requirements of the  Contract Documents.  SECTION 7 COMPENSATION TO CONTRACTOR.    7.1 Contract Sum.    Contractor shall be compensated for satisfactory completion of the Work in compliance with the  Contract Documents the Contract Sum of Three Hundred Eighty One Thousand Eight Hundred  Twenty Three Dollars ($381,823.00).       [This amount includes the Base Bid and Add Alternates.]          7.2 Full Compensation.    The Contract Sum shall be full compensation to Contractor for all Work provided by Contractor  and, except as otherwise expressly permitted by the terms of the Contract Documents, shall cover  all Losses arising out of the nature of the Work or from the acts of the elements or any unforeseen  difficulties or obstructions which may arise or be encountered in performance of the Work until  its Acceptance by City, all risks connected with the Work, and any and all expenses incurred due to  suspension or discontinuance of the Work.  The Contract Sum may only be adjusted for Change  Orders issued, executed and satisfactorily performed in accordance with the requirements of the  Contract Documents.    7.3 Compensation for Extra or Deleted Work.    The Contract Sum shall be adjusted (either by addition or credit) for Changes in the Work involving  Extra Work or Deleted Work based on one or more of the following methods to be selected by  City:  1. Unit prices stated in the Contract Documents or agreed upon by City and Contractor,   which unit prices shall be deemed to include Contractor Markup and   Subcontractor/Sub‐subcontractor Markups permitted by this Section.    2. A lump sum agreed upon by City and Contractor, based on the estimated Allowable   Costs and Contractor Markup and Subcontractor Markup computed in accordance   with this Section.    3. Contractor’s Allowable Costs, plus Contractor Markup and Subcontractor Markups   applicable to such Extra Work computed in accordance with this Section.    Contractor Markup and Subcontractor/Sub‐subcontractor Markups set forth herein are the full  amount of compensation to be added for Extra Work or to be subtracted for Deleted Work that is  attributable to overhead (direct and indirect) and profit of Contractor and of its Subcontractors  and Sub‐subcontractors, of every Tier.  When using this payment methodology, Contractor  Markup and Subcontractor/Sub‐subcontractor Markups, which shall not be compounded, shall be  computed as follows:    7.3.1 Markup Self‐Performed Work.    10% of the Allowable Costs for that portion of the Extra Work or Deleted Work to be  performed by Contractor with its own forces.          Invitation for Bid (IFB) Package    12                 Rev. July 2012  CONSTRUCTION CONTRACT    7.3.2 Markup for Work Performed by Subcontractors.    15% of the Allowable Costs for that portion of the Extra Work or Deleted Work to be  performed by a first Tier Subcontractor.        SECTION 8 STANDARD OF CARE.    Contractor agrees that the Work shall be performed by qualified, experienced and well‐supervised  personnel.  All services performed in connection with this Construction Contract shall be performed in a  manner consistent with the standard of care under California law applicable to those who specialize in  providing such services for projects of the type, scope and complexity of the Project.     SECTION 9 INDEMNIFICATION.    9.1 Hold Harmless.    To the fullest extent allowed by law, Contractor will defend, indemnify, and hold harmless City, its  City Council, boards and commissions, officers, agents, employees, representatives and volunteers  (hereinafter collectively referred to as "Indemnitees"), through legal counsel acceptable to City,  from and against any and all Losses arising directly or indirectly from, or in any manner relating to  any of, the following:  (i) Performance or nonperformance of the Work by Contractor or its Subcontractors or Sub‐ subcontractors, of any tier;  (ii) Performance or nonperformance by Contractor or its Subcontractors or Sub‐ subcontractors of any tier, of any of the obligations under the Contract Documents;  (iii) The construction activities of Contractor or its Subcontractors or Sub‐subcontractors, of  any tier, either on the Site or on other properties;  (iv) The payment or nonpayment by Contractor to any of its employees, Subcontractors or  Sub‐subcontractors of any tier, for Work performed on or off the Site for the Project; and  (v) Any personal injury, property damage or economic loss to third persons associated with  the performance or nonperformance by Contractor or its Subcontractors or Sub‐ subcontractors of any tier, of the Work.    However, nothing herein shall obligate Contractor to indemnify any Indemnitee for Losses  resulting from the sole or active negligence or willful misconduct of the Indemnitee.  Contractor  shall pay City for any costs City incurs to enforce this provision.  Nothing in the Contract  Documents shall be construed to give rise to any implied right of indemnity in favor of Contractor  against City or any other Indemnitee.    9.2 Survival.    The provisions of Section 9 shall survive the termination of this Construction Contract.    SECTION 10 NONDISCRIMINATION.    As set forth in Palo Alto Municipal Code section 2.30.510, Contractor certifies that in the performance of  this Agreement, it shall not discriminate in the employment of any person because of the race, skin color,  gender, age, religion, disability, national origin, ancestry, sexual orientation, housing status, marital status,  familial status, weight or height of such person. Contractor acknowledges that it has read and understands  the provisions of Section 2.30.510 of the Palo Alto Municipal Code relating to Nondiscrimination  Requirements and the penalties for violation thereof, and will comply with all requirements of Section  2.30.510 pertaining to nondiscrimination in employment.          Invitation for Bid (IFB) Package    13                 Rev. July 2012  CONSTRUCTION CONTRACT    SECTION 11 INSURANCE AND BONDS.    On or before the Execution Date, Contractor shall provide City with evidence that it has obtained insurance  and Performance and Payment Bonds satisfying all requirements in Article 11 of the General Conditions.   Failure to do so shall be deemed a material breach of this Construction Contract.    SECTION 12 PROHIBITION AGAINST TRANSFERS.    City is entering into this Construction Contract based upon the stated experience and qualifications of the  Contractor and its subcontractors set forth in Contractor’s Bid.  Accordingly, Contractor shall not assign,  hypothecate or transfer this Construction Contract or any interest therein directly or indirectly, by  operation of law or otherwise without the prior written consent of City. Any assignment, hypothecation or  transfer without said consent shall be null and void.    The sale, assignment, transfer or other disposition of any of the issued and outstanding capital stock of  Contractor or of any general partner or joint venturer or syndicate member of Contractor, if the Contractor  is a partnership or joint venture or syndicate or co‐tenancy shall result in changing the control of  Contractor, shall be construed as an assignment of this Construction Contract. Control means more than  fifty percent (50%) of the voting power of the corporation or other entity.     SECTION 13 NOTICES.    13.1 Method of Notice.    All notices, demands, requests or approvals to be given under this Construction Contract shall be given in  writing and shall be deemed served on the earlier of the following:  (i) On the date delivered if delivered personally;  (ii) On the third business day after the deposit thereof in the United States mail, postage prepaid, and   addressed as hereinafter provided;   (iii) On the date sent if sent by facsimile transmission;   (iv) On the date sent if delivered by electronic mail; or   (v) On the date it is accepted or rejected if sent by certified mail.     13.2 Notice Recipients.     All notices, demands or requests (including, without limitation, Claims) from Contractor to City   shall include the Project name and the number of this Construction Contract and shall be   addressed to City at:      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     Public Works Administration     250 Hamilton Avenue     Palo Alto, CA 94301     Attn:              Or        Invitation for Bid (IFB) Package    14                 Rev. July 2012  CONSTRUCTION CONTRACT      City of Palo Alto    Utilities Engineering    250 Hamilton Avenue    Palo Alto, CA 94301    Attn: Jimmy Pachikara       In addition, copies of all Claims by Contractor under this Construction Contract shall be provided  to the following:    Palo Alto City Attorney’s Office  250 Hamilton Avenue  P.O. Box 10250  Palo Alto, California 94303       All Claims shall be delivered personally or sent by certified mail.    All notices, demands, requests or approvals from City to Contractor shall be addressed to:    Walsh Electronics Systems Technology DBA West Corporation  2005 9th Street  Los Osos, CA  93402      13.3 Change of Address.    In the event of any change of address, the moving party shall notify the other party of the change  of address in writing.  Each party may, by written notice only, add, delete or replace any  individuals to whom and addresses to which notice shall be provided.    SECTION 14 DISPUTE RESOLUTION.     14.1 Resolution of Contract Disputes.    Contract Disputes shall be resolved by the parties in accordance with the provisions of this Section  14, in lieu of any and all rights under the law that either party have its rights adjudged by a trial  court or jury.  All Contract Disputes shall be subject to the Contract Dispute Resolution Process set  forth in this Section 14, which shall be the exclusive  recourse of Contractor and City for such  Contract Disputes.    14.2 Resolution of Other Disputes.     14.2.1 Non‐Contract Disputes.    Contract Disputes shall not include any of the following:  (i) Penalties or forfeitures prescribed by statute or regulation imposed by a  governmental agency;  (ii) Third party tort claims for personal injury, property damage or death relating to  any Work performed by Contractor or its Subcontractors or Sub‐subcontractors  of any tier;  (iii) False claims liability under California Government Code Section 12650, et. seq.;  (iv) Defects in the Work first discovered by City after Final Payment by City to  Contractor;  (v) Stop notices; or  (vi) The right of City to specific performance or injunctive relief to compel  performance of any provision of the Contract Documents.          Invitation for Bid (IFB) Package    15                 Rev. July 2012  CONSTRUCTION CONTRACT    14.2.2 Litigation, City Election.    Matters that do not constitute Contract Disputes shall be resolved by way of an action  filed in the Superior Court of the State of California, County of Santa Clara, and shall not  be subject to the Contract Dispute Resolution Process. However, the City reserves the  right, in its sole and absolute discretion, to treat such disputes as Contract Disputes.  Upon written notice by City of its election as provided in the preceding sentence, such  dispute shall be submitted by the parties and finally decided pursuant to the Contract  Dispute Resolution Process in the manner as required for Contract Disputes, including,  without limitation, City’s right under Paragraph 14.4.2 to defer resolution and final  determination until after Final Completion of the Work.    14.3 Submission of Contract Dispute.    14.3.1 By Contractor.    Contractors may commence the Contract Dispute Resolution Process upon City's written  response denying all or part of a Claim pursuant to Paragraph 4.2.9 or 4.2.10 of the  General Conditions.  Contractor shall submit a written Statement of Contract Dispute (as  set forth below) to City within seven (7) Days after City rejects all or a portion of  Contractor's Claim.  Failure by Contractor to submit its Statement of Contract Dispute in a  timely manner shall result in City’s decision by City on the Claim becoming final and  binding.  Contractor’s Statement of Contract Dispute shall be signed under penalty of  perjury and shall state with specificity the events or circumstances giving rise to the  Contract Dispute, the dates of their occurrence and the asserted effect on the Contract  Sum and the Contract Time.  The Statement of Contract Dispute shall include adequate  supporting data to substantiate the disputed Claim.  Adequate supporting data for a  Contract Dispute relating to an adjustment of the Contract Time shall include both of the  following:  (i) All of the scheduling data required to be submitted by Contractor under the  Contract Documents to obtain extensions of time and adjustments to the  Contract Time and  (ii) A detailed, event‐by‐event description of the impact of each event on  completion of Work.  Adequate data to support a Statement of Contract Dispute  involving an adjustment of the Contract Sum must include both of the following:   (a) A detailed cost breakdown and   (b) Supporting cost data in such form and including such information and   other supporting data as required under the Contract Documents for   submission of Change Order Requests and Claims.  14.3.2 By City.    City's right to commence the Contract Dispute Resolution Process shall arise at any time  following City's actual discovery of the circumstances giving rise to the Contract Dispute.   City asserts Contract Disputes in response to a Contract Dispute asserted by Contractor.   A Statement of Contract Dispute submitted by City shall state the events or  circumstances giving rise to the Contract Dispute, the dates of their occurrence and the  damages or other relief claimed by City as a result of such events.    14.4 Contract Dispute Resolution Process.    The parties shall utilize each of the following steps in the Contract Dispute Resolution  Process in the sequence they appear below.  Each party shall participate fully and in good  faith in each step in the Contract Dispute Resolution Process, and good faith effort shall  be a condition precedent to the right of each party to proceed to the next step in the  process.    14.4.1 Direct Negotiations.    Designated representatives of City and Contractor shall meet as soon as possible (but not  later than ten (10) Days after receipt of the Statement of Contract Dispute) in a good        Invitation for Bid (IFB) Package    16                 Rev. July 2012  CONSTRUCTION CONTRACT    faith effort to negotiate a resolution to the Contract Dispute.  Each party shall be  represented in such negotiations by an authorized representative with full knowledge of  the details of the Claims or defenses being asserted by such party in the negotiations,  and with full authority to resolve such Contract Dispute then and there, subject only to  City’s obligation to obtain administrative and/or City Council approval of any agreed  settlement or resolution.  If the Contract Dispute involves the assertion of a right or claim  by a Subcontractor or Sub‐subcontractor, of any tier, against Contractor that is in turn  being asserted by Contractor against City (“Pass‐Through Claim”), then the Subcontractor  or Sub‐Subcontractor shall also have a representative attend the negotiations, with the  same authority and knowledge as described above.  Upon completion of the meeting, if  the Contract Dispute is not resolved, the parties may either continue the negotiations or  any party may declare negotiations ended.  All discussions that occur during such  negotiations and all documents prepared solely for the purpose of such negotiations shall  be confidential and privileged pursuant to California Evidence Code Sections 1119 and  1152.    14.4.2 Deferral of Contract Disputes.    Following the completion of the negotiations required by Paragraph 14.4.1, all  unresolved Contract Disputes shall be deferred pending Final Completion of the Project,  subject to City’s right, in its sole and absolute discretion, to require that the Contract  Dispute Resolution Process proceed prior to Final Completion.  All Contract Disputes that  have been deferred until Final Completion shall be consolidated within a reasonable time  after Final Completion and thereafter pursued to resolution pursuant to this Contract  Dispute Resolution Process. The parties can continue informal negotiations of Contract  Disputes; provided, however, that such informal negotiations shall not be alter the  provisions of the Agreement deferring final determination and resolution of unresolved  Contract Disputes until after Final Completion.    14.4.3 Mediation.    If the Contract Dispute remains unresolved after negotiations pursuant to Paragraph  14.4.1, the parties shall submit the Contract Dispute to non‐binding mediation before a  mutually acceptable third party mediator.    .1 Qualifications of Mediator.  The parties shall endeavor to select a mediator who  is a retired judge or an attorney with at least five (5) years of experience in  public works construction contract law and in mediating public works  construction disputes.  In addition, the mediator shall have at least twenty (20)  hours of formal training in mediation skills.    .2 Submission to Mediation and Selection of Mediator.  The party initiating  mediation of a Contract Dispute shall provide written notice to the other party  of its decision to mediate.  In the event the parties are unable to agree upon a  mediator within fifteen (15) Days after the receipt of such written notice, then  the parties shall submit the matter to the American Arbitration Association  (AAA) at its San Francisco Regional Office for selection of a mediator in  accordance with the AAA Construction Industry Mediation Rules.    .3 Mediation Process.  The location of the mediation shall be at the offices of City.   The costs of mediation shall be shared equally by both parties.  The mediator  shall provide an independent assessment on the merits of the Contract Dispute  and recommendations for resolution.  All discussions that occur during the  mediation and all documents prepared solely for the purpose of the mediation  shall be confidential and privileged pursuant to California Evidence Code  Sections 1119 and 1152.          Invitation for Bid (IFB) Package    17                 Rev. July 2012  CONSTRUCTION CONTRACT    14.4.4 Binding Arbitration.    If the Contract Dispute is not resolved by mediation, then any party may submit the  Contract Dispute for final and binding arbitration pursuant to the provisions of California  Public Contract Code Sections 10240, et seq.  The award of the arbitrator therein shall be  final and may be entered as a judgment by any court of competent jurisdiction.  Such  arbitration shall be conducted in accordance with the following:    .1 Arbitration Initiation.  The arbitration shall be initiated by filing a complaint in  arbitration in accordance with the regulations promulgated pursuant to  California Public Contract Code Section 10240.5.    .2 Qualifications of the Arbitrator.  The arbitrator shall be approved by all parties.  The arbitrator shall be a retired judge or an attorney with at least five (5) years  of experience in public works construction contract law and in arbitrating public  works construction disputes.  In addition, the arbitrator shall have at least  twenty (20) hours of formal training in arbitration skills.  In the event the parties  cannot agree upon an arbitrator, the provisions of California Public Contract  Code Section 10240.3 shall be followed in selecting an arbitrator possessing the  qualifications required herein.    .3 Hearing Days and Location.  Arbitration hearings shall be held at the offices of  City and shall, except for good cause shown to and determined by the arbitrator,  be conducted on consecutive business days, without interruption or  continuance.    .4 Hearing Delays.  Arbitration hearings shall not be delayed except upon good  cause shown.    .5 Recording Hearings.  All hearings to receive evidence shall be recorded by a  certified stenographic reporter, with the costs thereof borne equally by City and  Contractor and allocated by the arbitrator in the final award.    .6 Limitation of Depositions.  The parties may conduct discovery in accordance  with the provisions of section 10240.11 of the Public Contract Code; provided,  however, that depositions shall be limited to both of the following:    (i) Ten (10) percipient witnesses for each party and 5 expert witnesses per  party.      Upon a showing of good cause, the arbitrator may increase the number of  permitted depositions.  An individual who is both percipient and expert shall, for  purposes of applying the foregoing numerical limitation only, be deemed an  expert.  Expert reports shall be exchanged prior to receipt of evidence, in  accordance with the direction of the arbitrator, and expert reports (including  initial and rebuttal reports) not so submitted shall not be admissible as  evidence.    .7 Authority of the Arbitrator.  The arbitrator shall have the authority to hear  dispositive motions and issue interim orders and interim or executory awards.          Invitation for Bid (IFB) Package    18                 Rev. July 2012  CONSTRUCTION CONTRACT    .8 Waiver of Jury Trial.  Contractor and City each voluntarily waives its right to a  jury trial with respect to any Contract Dispute that is subject to binding  arbitration in accordance with the provisions of this Paragraph 14.4.4.   Contractor shall include this provision in its contracts with its Subcontractors  who provide any portion of the Work.    14.5 Non‐Waiver.    Participation in the Contract Dispute Resolution Process shall not waive, release or compromise  any defense of City, including, without limitation, any defense based on the assertion that the  rights or Claims of Contractor that are the basis of a Contract Dispute were previously waived by  Contractor due to Contractor’s failure to comply with the Contract Documents, including, without  limitation, Contractor’s failure to comply with any time periods for providing notice of requests  for adjustments of the Contract Sum or Contract Time or for submission of Claims or supporting  documentation of Claims.    SECTION 15 DEFAULT.    15.1 Notice of Default.    In the event that City determines, in its sole discretion, that Contractor has failed or refused to  perform any of the obligations set forth in the Contract Documents, or is in breach of any  provision of the Contract Documents, City may give written notice of default to Contractor in the  manner specified for the giving of notices in the Construction Contract.    15.2 Opportunity to Cure Default.  Except for emergencies, Contractor shall cure any default in performance of its obligations under  the Contract Documents within two (2) Days (or such shorter time as City may reasonably require)  after receipt of written notice.  However, if the breach cannot be reasonably cured within such  time, Contractor will commence to cure the breach within two (2) Days (or such shorter time as  City may reasonably require) and will diligently and continuously prosecute such cure to  completion within a reasonable time, which shall in no event be later than ten (10) Days after  receipt of such written notice.  SECTION 16 CITY'S RIGHTS AND REMEDIES.    16.1 Remedies Upon Default.    If Contractor fails to cure any default of this Construction Contract within the time period set forth  above in Section 15, then City may pursue any remedies available under law or equity, including,  without limitation, the following:    16.1.1 Delete Certain Services.    City may, without terminating the Construction Contract, delete certain portions of the Work,  reserving to itself all rights to Losses related thereto.    16.1.2 Perform and Withhold.    City may, without terminating the Construction Contract, engage others to perform the Work or  portion of the Work that has not been adequately performed by Contractor and withhold the cost  thereof to City from future payments to Contractor, reserving to itself all rights to Losses related  thereto.    16.1.3 Suspend The Construction Contract.    City may, without terminating the Construction Contract and reserving to itself all rights to Losses  related thereto, suspend all or any portion of this Construction Contract for as long a period of  time as City determines, in its sole discretion, appropriate, in which event City shall have no        Invitation for Bid (IFB) Package    19                 Rev. July 2012  CONSTRUCTION CONTRACT    obligation to adjust the Contract Sum or Contract Time, and shall have no liability to Contractor  for damages if City directs Contractor to resume Work.    16.1.4 Terminate the Construction Contract for Default.    City shall have the right to terminate this Construction Contract, in whole or in part, upon the  failure of Contractor to promptly cure any default as required by Section 15.  City’s election to  terminate the Construction Contract for default shall be communicated by giving Contractor a  written notice of termination in the manner specified for the giving of notices in the Construction  Contract.  Any notice of termination given to Contractor by City shall be effective immediately,  unless otherwise provided therein.    16.1.5 Invoke the Performance Bond.    City may, with or without terminating the Construction Contract and reserving to itself all rights to  Losses related thereto, exercise its rights under the Performance Bond.    16.1.6 Additional Provisions.    All of City’s rights and remedies under this Construction Contract are cumulative, and shall be in  addition to those rights and remedies available in law or in equity.  Designation in the Contract  Documents of certain breaches as material shall not waive the City’s authority to designate other  breaches as material nor limit City’s right to terminate the Construction Contract, or prevent the  City from terminating the Agreement for breaches that are not material.  City’s determination of  whether there has been noncompliance with the Construction Contract so as to warrant exercise  by City of its rights and remedies for default under the Construction Contract, shall be binding on  all parties.  No termination or action taken by City after such termination shall prejudice any other  rights or remedies of City provided by law or equity or by the Contract Documents upon such  termination; and City may proceed against Contractor to recover all liquidated damages and  Losses suffered by City.    16.2 Delays by Sureties.    Without limiting to any of City’s other rights or remedies, City has the right to suspend the  performance of the Work by Contractor’s sureties in the event of any of the following:  (i) The sureties’ failure to begin Work within a reasonable time in such manner as to insure  full compliance with the Construction Contract within the Contract Time;  (ii) The sureties’ abandonment of the Work;  (iii) If at any time City is of the opinion the sureties’ Work is unnecessarily or unreasonably  delaying the Work;  (iv) The sureties’ violation of any terms of the Construction Contract;  (v) The sureties’ failure to perform according to the Contract Documents; or  (vi) The sureties’ failure to follow City’s instructions for completion of the Work within the  Contract Time.    16.3 Damages to City.    16.3.1 For Contractor's Default.    City will be entitled to recovery of all Losses under law or equity in the event of  Contractor’s default under the Contract Documents.     16.3.2 Compensation for Losses.   In the event that City's Losses arise from Contractor’s default under the Contract Documents, City  shall be entitled to withhold monies otherwise payable to Contractor until Final Completion of the  Project.  If City incurs Losses due to Contractor’s default, then the amount of Losses shall be  deducted from the amounts withheld.  Should the amount withheld exceed the amount deducted,  the balance will be paid to Contractor or its designee upon Final Completion of the Project.  If the  Losses incurred by City exceed the amount withheld, Contractor shall be liable to City for the  difference and shall promptly remit same to City.        Invitation for Bid (IFB) Package    20                 Rev. July 2012  CONSTRUCTION CONTRACT    16.4 Suspension by City for Convenience.    City may, at any time and from time to time, without cause, order Contractor, in writing, to  suspend, delay, or interrupt the Work in whole or in part for such period of time, up to an  aggregate of fifty percent (50%) of the Contract Time.  The order shall be specifically identified as  a Suspension Order by City.  Upon receipt of a Suspension Order, Contractor shall, at City’s  expense, comply with the order and take all reasonable steps to minimize costs allocable to the  Work covered by the Suspension Order.  During the Suspension or extension of the Suspension, if  any, City shall either cancel the Suspension Order or, by Change Order, delete the Work covered  by the Suspension Order.  If a Suspension Order is canceled or expires, Contractor shall resume  and continue with the Work.  A Change Order will be issued to cover any adjustments of the  Contract Sum or the Contract Time necessarily caused by such suspension.    A Suspension Order  shall not be the exclusive method for City to stop the Work.    16.5 Termination Without Cause.    City may, at its sole discretion and without cause, terminate this Construction Contract in part or  in whole by giving thirty (30) Days written notice to Contractor. The compensation allowed under  this Paragraph 16.5 shall be the Contractor’s sole and exclusive compensation for such  termination and Contractor waives any claim for other compensation or Losses, including, but not  limited to, loss of anticipated profits, loss of revenue, lost opportunity, or other consequential,  direct, indirect or incidental damages of any kind resulting from termination without cause.      16.5.1 Compensation.    Following such termination and within forty‐five (45) Days after receipt of a billing from  Contractor seeking payment of sums authorized by this Paragraph 16.5, City shall pay the  following to Contractor as Contractor’s sole compensation for performance of the Work :    .1 For Work Performed.  The amount of the Contract Sum allocable to the portion  of the Work properly performed by Contractor as of the date of termination,  less sums previously paid to Contractor.    .2 For Close‐out Costs.  Reasonable costs of Contractor and its Subcontractors and  Sub‐subcontractors for:  (i) Demobilizing and  (ii) Administering the close‐out of its participation in the Project (including,  without limitation, all billing and accounting functions, not including  attorney or expert fees) for a period of no longer than thirty (30) Days  after receipt of the notice of termination.    .3 For Fabricated Items.  Previously unpaid cost of any items delivered to the  Project Site which were fabricated for subsequent incorporation in the Work.    16.5.2 Subcontractors.      Contractor shall include provisions in all of its subcontracts, purchase orders and other contracts  permitting termination for convenience by Contractor on terms that are consistent with this  Construction Contract and that afford no greater rights of recovery against Contractor than are  afforded to Contractor against City under this Section.          Invitation for Bid (IFB) Package    21                 Rev. July 2012  CONSTRUCTION CONTRACT    16.6 Contractor’s Duties Upon Termination.    Upon receipt of a notice of termination for default or for convenience, Contractor shall, unless the  notice directs otherwise, do the following:  (i) Immediately discontinue the Work to the extent specified in the notice;  (ii) Place no further orders or subcontracts for materials, equipment, services or facilities,  except as may be necessary for completion of such portion of the Work that is not  discontinued;  (iii) Provide to City a description, in writing no later than fifteen (15) days after receipt of the  notice of termination, of all subcontracts, purchase orders and contracts that are  outstanding, including, without limitation, the terms of the original price, any changes,  payments, balance owing, the status of the portion of the Work covered and a copy of  the subcontract, purchase order or contract and any written changes, amendments or  modifications thereto, together with such other information as City may determine  necessary in order to decide whether to accept assignment of or request Contractor to  terminate the subcontract, purchase order or contract;  (iv) Promptly assign to City those subcontracts, purchase orders or contracts, or portions  thereof, that City elects to accept by assignment and cancel, on the most favorable terms  reasonably possible, all subcontracts, purchase orders or contracts, or portions thereof,  that City does not elect to accept by assignment; and  (v) Thereafter do only such Work as may be necessary to preserve and protect Work already   in progress and to protect materials, plants, and equipment on the Project Site or in   transit thereto.  SECTION 17 CONTRACTOR'S RIGHTS AND REMEDIES.    17.1 Contractor’s Remedies.    Contractor may terminate this Construction Contract only upon the occurrence of one of the  following:    17.1.1 For Work Stoppage.    The Work is stopped for sixty (60) consecutive Days, through no act or fault of Contractor, any  Subcontractor, or any employee or agent of Contractor or any Subcontractor, due to issuance of  an order of a court or other public authority other than City having jurisdiction or due to an act of  government, such as a declaration of a national emergency making material unavailable.  This  provision shall not apply to any work stoppage resulting from the City’s issuance of a suspension  notice issued either for cause or for convenience.    17.1.2 For City's Non‐Payment.    If City does not make pay Contractor undisputed sums within ninety (90) Days after receipt of  notice from Contractor, Contractor may terminate the Construction Contract (30) days following a  second notice to City of Contractor’s intention to terminate the Construction Contract.    17.2 Damages to Contractor.   In the event of termination for cause by Contractor, City shall pay Contractor the sums provided  for in Paragraph 16.5.1 above.  Contractor agrees to accept such sums as its sole and exclusive  compensation and agrees to waive any claim for other compensation or Losses, including, but not  limited to, loss of anticipated profits, loss of revenue, lost opportunity, or other consequential,  direct, indirect and incidental damages, of any kind.  SECTION 18 ACCOUNTING RECORDS.    18.1 Financial Management and City Access.    Contractor shall keep full and detailed accounts and exercise such controls as may be necessary  for proper financial management under this Construction Contract in accordance with generally        Invitation for Bid (IFB) Package    22                 Rev. July 2012  CONSTRUCTION CONTRACT    accepted accounting principles and practices. City and City's accountants  during normal business  hours, may  inspect, audit and copy Contractor's records, books, estimates, take‐offs, cost reports,  ledgers, schedules, correspondence, instructions, drawings, receipts, subcontracts, purchase  orders, vouchers, memoranda and other data relating to this Project. Contractor shall retain these  documents for a period of three (3) years after the later of (i) final payment or (ii) final resolution  of all Contract Disputes and other disputes, or (iii) for such longer period as may be required by  law.    18.2 Compliance with City Requests.    Contractor's compliance with any request by City pursuant to this Section 18 shall be a condition  precedent to filing or maintenance of any legal action or proceeding by Contractor against City  and to Contractor's right to receive further payments under the Contract Documents.  City many  enforce Contractor’s obligation to provide access to City of its business and other records referred  to in Section 18.1 for inspection or copying by  issuance of a writ or a provisional or permanent  mandatory injunction by a court of competent jurisdiction based on affidavits submitted to such  court, without the necessity of oral testimony.    SECTION 19 INDEPENDENT PARTIES.    Each party is acting in its independent capacity and not as agents, employees, partners, or joint ventures’  of the other party.  City, its officers or employees shall have no control over the conduct of Contractor or  its respective agents, employees, subconsultants, or subcontractors, except as herein set forth.  SECTION 20 NUISANCE.    Contractor shall not maintain, commit, nor permit the maintenance or commission of any nuisance in  connection in the performance of services under this Construction Contract.  SECTION 21 PERMITS AND LICENSES.    Except as otherwise provided in the Special Provisions and Technical Specifications, The Contractor shall  provide, procure and pay for all licenses, permits, and fees, required by the City or other government  jurisdictions or agencies necessary to carry out and complete the Work.  Payment of all costs and expenses  for such licenses, permits, and fees shall be included in one or more Bid items. No other compensation  shall be paid to the Contractor for these items or for delays caused by non‐City inspectors or conditions set  forth in the licenses or permits issued by other agencies.  SECTION 22 WAIVER.    A waiver by either party of any breach of any term, covenant, or condition contained herein shall not be  deemed to be a waiver of any subsequent breach of the same or any other term, covenant, or condition  contained herein, whether of the same or a different character.  SECTION 23 GOVERNING LAW.    This Construction Contract shall be construed in accordance with and governed by the laws of the State of  California.          Invitation for Bid (IFB) Package    23                 Rev. July 2012  CONSTRUCTION CONTRACT    SECTION 24 COMPLETE AGREEMENT.    This Agreement represents the entire and integrated agreement between the parties and supersedes all  prior negotiations, representations, and contracts, either written or oral. This Agreement may be amended  only by a written instrument, which is signed by the parties.  SECTION 25 SURVIVAL OF CONTRACT.    The provisions of the Construction Contract which by their nature survive termination of the Construction  Contract or Final Completion, including, without limitation, all warranties, indemnities, payment  obligations, and City’s right to audit Contractor’s books and records, shall remain in full force and effect  after Final Completion or any termination of the Construction Contract.  SECTION 26 PREVAILING WAGES.         This Project is not subject to prevailing wages. The Contractor is not required to pay prevailing wages in the  performance and implementation of the Project, because the City, pursuant to its authority as a chartered  city, has adopted Resolution No. 5981 exempting the City from prevailing wages.  The City invokes the  exemption from the state prevailing wage requirement for this Project and declares that the Project is  funded one hundred percent (100%) by the City of Palo Alto.  SECTION 27 NON APPROPRIATION.    This Agreement is subject to the fiscal provisions of the Charter of the City of Palo Alto and the Palo Alto  Municipal Code. This Agreement will terminate without any penalty (a) at the end of any fiscal year in the  event that the City does not appropriate funds for the following fiscal year for this event, or (b) at any time  within a fiscal year in the event that funds are only appropriated for a portion of the fiscal year and funds  for this Construction Contract are no longer available.  This section shall take precedence in the event of a  conflict with any other covenant, term, condition, or provision of this Agreement.   SECTION 28 AUTHORITY.    The individuals executing this Agreement represent and warrant that they have the legal capacity and  authority to do so on behalf of their respective legal entities.  SECTION 29 ATTORNEY FEES.    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 and in any dispute described in Paragraph 14.2, the prevailing party in any action brought to enforce the provision of this Agreement may recover its  reasonable costs and attorney’s fees expended in connection with that action.  The prevailing party shall be  entitled to recover an amount equal to the fair market value of legal services provided by attorneys  employed by it as well as any attorney’s’ fees paid to third parties.  SECTION 30 COUNTERPARTS  This Agreement may be signed in multiple counterparts, which shall, when executed by all the parties,  constitute a single binding agreement.  SECTION 31 SEVERABILITY.    In case a provision of this Construction Contract is held to be invalid, illegal or unenforceable, the validity,  legality and enforceability of the remaining provisions shall not be affected.          Invitation for Bid (IFB) Package    24                 Rev. July 2012  CONSTRUCTION CONTRACT        IN WITNESS WHEREOF, the parties have caused this Construction Contract to be executed the   date and year first above written.             CITY OF PALO ALTO      ____________________________  City Manager      APPROVED AS TO FORM:    ___________________________  Senior Asst. City Attorney        WALSH ELECTRONICS SYSTEMS TECHNOLOGY DBA  WEST CORPORATION    By:___________________________    Name:_________________________    Title:________________________        BID SUMMARY Invitation For Bid 150169 Title Substation Site Security Date August 21, 2013 Bid Items WEST Blocka Construction Notes 001 52,834.00$ 87,000.00$ Quarry Substation 002 44,412.00$ 69,000.00$ Hanover Substation 003 56,941.00$ 90,000.00$ Hansen Way Substation 004 72,289.00$ 122,000.00$ Park Blvd Substation 005 $0 12,000.00$ Central Control Equipment Modifications 006 $0 3,000.00$ Updates/Training 007 $0 29,000.00$ One-year Maintenance Contract Sub Total 1 - 7 226,476.00$ 412,000.00$ 008 5,623.00$ 24,000.00$ Add Alternate - Additional Cameras at Quarry 009 5,623.00$ 24,000.00$ Add Alternate - Additional Cameras at Hanover 010 5,623.00$ 28,000.00$ Add Alternate - Additional Cameras at Hansen Way 011 5,623.00$ 30,000.00$ Add Alternate - Additional Cameras at Park Boulevard 012 29,914.00$ 34,000.00$ Add Alternate - Conduit Installation at Quarry 013 21,017.00$ 27,000.00$ Add Alternate - Conduit Installation at Hanover 014 34,318.00$ 40,000.00$ Add Alternate - Conduit Installation at Hansen Way 015 47,606.00$ 58,000.00$ Add Alternate - Conduit Installation at Park Boulevard Sub Total 8 - 15 155,347.00$ 265,000.00$ Total 381,823.00$ 677,000.00$ CITY OF PALO ALTO OFFICE OF THE CITY AUDITOR December 16, 2013 The Honorable City Council Palo Alto, California Finance Committee Recommendation to Accept the Audit of Contract Oversight: Trenching and the Installation of the Electric Substructure The Office of the City Auditor recommends acceptance of the Audit of Contract Oversight: Trenching and the Installation of the Electric Substructure. At its meeting on November 5, 2013, the Finance Committee approved and unanimously recommended the City Council accept the report. The Finance Committee minutes are included in this packet. ATTACHMENTS:  Attachment A: Audit of Contract Oversight: Trenching and the Installation of the Electric Substructure (PDF)  Attachment B: Finance Committee Meeting Minutes Excerpt (November 5, 2013) (PDF) Department Head: Houman Boussina, Acting City Auditor Page 2 CITY OF PALO ALTO OFFICE OF THE CITY AUDITOR November 5, 2013 The Honorable City Council Palo Alto, California Audit of Contract Oversight: Trenching and the Installation of Electric Substructure In accordance with the Fiscal Year 2014 Annual Audit Work Plan, the Office of the City Auditor has completed the Contract Oversight Audit: Trenching and Electric Substructure. The audit contains four findings with a total of six recommendations. The Office of the City Auditor recommends the Finance Committee review and recommend to the City Council acceptance of the Contract Oversight Audit: Trenching and Electric Substructure. We thank the staff of the Utilities Department and the Administrative Services Department for their time, information, and cooperation during the audit process. We also acknowledge and thank former City Auditor Jim Pelletier for his role during the audit. ATTACHMENTS:  Attachment A: Contract Oversight Audit: Trenching and the Installation of Electric Substructure (PDF) Department Head: Houman Boussina, Acting City Auditor Attachment A Page 2 Attachment A                           Houman Boussina, Acting City Auditor  Lisa Wehara, Performance Auditor  October 2013       Office of the City Auditor  CONTRACT OVERSIGHT AUDIT:  TRENCHING AND THE INSTALLATION   OF ELECTRIC SUBSTRUCTURE  Attachment A                                            Attachment A   City of Palo Alto | Office of the City Auditor | Contract Oversight Audit: Trenching and the Installation of Electric Substructure 1 SUMMARY OF RESULTS  The Utilities Department and the Administrative Services  Department (ASD) do not have adequate procedures in  place to ensure the City’s contracts are appropriately  awarded and managed in accordance with contract  terms, the City of Palo Alto Municipal Code (Municipal  Code), and relevant policies and procedures.    In 2009, the City awarded its contract for trenching  services and the installation of electric substructure to  Casey Construction, Inc. (Casey), not the lowest  responsible and responsive bidder as required by the  Municipal Code, which may have resulted in additional  costs of approximately $281,000. The City also paid over  $144,000 for items not identified by any line item in the  contract.     A lack of adequate procedures and controls to manage  the contract and monitor the performance of the  contractor greatly increased the risk of fraud, waste, and  abuse. Moreover, because the Utilities Department did  not maintain sufficient documentation, we were unable  to determine whether the City’s projects were  completed in accordance with plans and cost estimates. Casey invoiced the City primarily using time and materials rates  (optional bid line items) that were not the basis for awarding the City’s  contract. The City did not monitor variances between contract  estimates and invoiced amounts; it paid all invoices, including charges  for items not identified by any line item in the contract (Finding 3).                       Source: City contract files and Casey billing records  In this report, the Office of the City Auditor (OCA) provides six  recommendations to improve contract oversight practices  within the City. We encourage other City departments with contract administration roles and responsibilities to review this report and  implement the recommendations where applicable. Page two of this executive summary presents highlights of findings and  recommendations in this report.  The City awarded a $1.9 million contract for trenching services and the installation of electric substructure based on a bid  that was significantly lower than other bids and the City’s own estimates. However, staff did not accurately report to City  Council its estimate of total contract costs or that the selected contractor had made a significant error in its bid (Finding 1):                     Office of the City Auditor EXECUTIVE SUMMARY – CONTRACT OVERSIGHT AUDIT: Trenching and Electric Substructure Audit Objective: To determine if the Utilities Department effectively managed its $1.9 million contractwith  Casey Construction, Inc. for trenching services and the installation of electric substructure, in accordance with  contract terms, the City of Palo Alto Municipal Code, and relevant policies and procedures.  Source: City contract files and staff report to City Council  Attachment A   City of Palo Alto | Office of the City Auditor | Contract Oversight Audit: Trenching and the Installation of Electric Substructure 2 Finding 1: The Utilities Department and ASD did not effectively  address a significant variance between the City’s estimate and  the selected contractor’s flawed bid, which may have resulted in  additional costs of approximately $281,000 (Page 11)   The  City did not:   Effectively address a significant variance between its  estimate of contract costs and a bid that was significantly  lower than other bids.   Award the contract to the lowest responsible and responsive  bidder, which may have resulted in additional costs of  approximately $281,000.   Accurately report to City Council staff’s original estimate of  total contract costs or that the lowest bidder, which was  awarded the contract, had made a significant error in its bid.  Finding 1 Recommendations:  The Utilities Department and ASD should:   Implement policies and procedures to appropriately  address significant variances between City estimates and  contractor bids before awarding contracts, in order to  ensure staff awards contracts to the lowest responsible  and responsive bidder, as required by the Municipal  Code.   Ensure the accuracy of key information stated in staff  reports submitted to City Council, including those which  request authorization for the award of contracts.  Finding 2: The Utilities Department and ASD did not  appropriately re‐evaluate or renew the City’s contract for  trenching services and the installation of electric infrastructure  (Page 14)   The Utilities Department authorized about $1.7 million in  payments to Casey without a valid, renewed contract.  Finding 2 Recommendation:  The Utilities Department and ASD should review existing  policies, implement new policies, and develop procedures to  ensure the City’s contracts are appropriately re‐evaluated  and renewed in accordance with the applicable contract  terms and the Municipal Code.  Finding 3: The Utilities Department did not enforce contract  billing terms that were the basis for awarding the contract to  Casey Construction, Inc. (Page 16)   Only 19 percent ($365,039) of the $1.9 million total contract  payments was based on the contract’s primary billing terms  (bid line items), which were intended to be the main method  for pricing all work under the contract.   74 percent (about $1.4 million) of the $1.9 million total  contract payments was based on the contract’s optional bid  line items, which were mostly time and materials.   7 percent ($144,141) was paid for items not identified by any  line item in the contract.  Finding 3 Recommendation:  The Utilities Department should work with ASD to review  existing contract performance management policies and  develop procedures to ensure staff appropriately administers  the City’s contracts.     Procedures should address the following areas:   Monitoring of contractor billings to ensure accuracy and  compliance with contract terms.   Ensuring contracts are appropriately and timely  modified, if required.    Finding 4: The Utilities Department did not appropriately  manage its contract with Casey Construction, Inc. to ensure the  City’s projects were completed in accordance with plans and cost  estimates (Page 18)    The Utilities Department did not maintain documentation  showing:   Casey quotes were reasonable, consistent with contract  terms, and appropriately approved.   Billings were consistent with quotes.    Projects were appropriately inspected and closed out,  evidencing approval and completion of planned work.  Finding 4 Recommendation:   The Utilities Department should work with ASD to review  existing contract performance management policies and  develop procedures to ensure staff appropriately administers  the City’s contracts.     Procedures should address the following areas:   Roles and responsibilities for the contract administrator  and any additional training requirements for staff.   Monitoring of contractor performance.   Ensuring payments are made only for services and  materials included in the contract scope.  This document represents a limited summary of the audit report and does not include all of the information available in the full report. The full  report can be found on the Office of the City Auditor website at:  http://www.cityofpaloalto.org/gov/depts/aud/reports/performance.asp. REPORT HIGHLIGHTS  Attachment A   City of Palo Alto | Office of the City Auditor | Contract Oversight Audit: Trenching and the Installation of Electric Substructure 3 TABLE OF CONTENTS  EXECUTIVE SUMMARY ..................................................................................................................................................... 1  GLOSSARY ....................................................................................................................................................................... 5  INTRODUCTION ............................................................................................................................................................... 7  AUDIT OBJECTIVE ......................................................................................................................................................................... 7  BACKGROUND.............................................................................................................................................................................. 7  AUDIT SCOPE AND LIMITATIONS ...................................................................................................................................................... 8  AUDIT METHODOLOGY .................................................................................................................................................................. 9  CITY AUDITOR’S CONCLUSION ....................................................................................................................................................... 10    FINDINGS    FINDING 1: THE UTILITIES DEPARTMENT AND ASD DID NOT EFFECTIVELY ADDRESS A SIGNIFICANT VARIANCE BETWEEN THE CITY’S ESTIMATE AND  THE SELECTED CONTRACTOR’S FLAWED BID, WHICH MAY HAVE RESULTED IN ADDITIONAL COSTS OF APPROXIMATELY $281,000 ..... 11  FINDING 2: THE UTILITIES DEPARTMENT AND ASD DID NOT APPROPRIATELY RE‐EVALUATE OR RENEW THE CITY’S CONTRACT FOR TRENCHING  SERVICES AND THE INSTALLATION OF ELECTRIC INFRASTRUCTURE ......................................................................................... 14  FINDING 3: THE UTILITIES DEPARTMENT DID NOT ENFORCE CONTRACT BILLING TERMS THAT WERE THE BASIS FOR AWARDING THE CONTRACT TO  CASEY CONSTRUCTION, INC. ........................................................................................................................................ 16  FINDING 4: THE UTILITIES DEPARTMENT DID NOT APPROPRIATELY MANAGE ITS CONTRACT WITH CASEY CONSTRUCTION, INC. TO ENSURE THE  CITY’S PROJECTS WERE COMPLETED IN ACCORDANCE WITH PLANS AND COST ESTIMATES .......................................................... 18    ATTACHMENTS  ATTACHMENT 1: EXAMPLE OF QUOTE FROM CASEY CONSTRUCTION, INC. (2 PAGES) ..................................................... 21  ATTACHMENT 2: CITY MANAGER’S ACTION SUMMARY (INCLUDING ATTACHMENTS) ..................................................... 23  ATTACHMENT 3: CITY MANAGER’S RESPONSE ................................................................................................................ 31  ATTACHMENT 4: OFFICE OF THE CITY AUDITOR’S COMMENTS ON THE RESPONSE FROM THE CITY MANAGER ................ 39         In accordance with the Fiscal Year 2014 Annual Audit Work Plan, the Office of the City Auditor has completed this Contract Oversight Audit. We conducted this performance audit in  accordance with generally accepted government auditing standards. Those standards require  that we plan and perform the audit to obtain sufficient, appropriate evidence to provide a reasonable basis for our findings and conclusions based on our audit objectives. We believe that  the evidence obtained provides a reasonable basis for our findings and conclusions based on our  audit objective.  We would like to thank the staff of the Utilities Department, the Administrative Services Department, and Casey Construction, Inc. for their time, information, and cooperation during  the audit process.  Attachment A   City of Palo Alto | Office of the City Auditor | Contract Oversight Audit: Trenching and the Installation of Electric Substructure 4                             Page intentionally left blank     Attachment A   City of Palo Alto | Office of the City Auditor | Contract Oversight Audit: Trenching and the Installation of Electric Substructure 5 Glossary     Bid Formal offer prepared in accordance with the specifications of a project to perform all or a phase of work on a  project for a specified sum of money.  Bid Bond A written form of security executed by the bidder as principal and by a surety for the purpose of guaranteeing  that the bidder will sign the contract, if awarded the contract, for the stated bid amount. If the successful bidder  fails to execute the contract within the time specified, the total amount of the bid security shall be forfeited to  the City.  Close‐out The process to ensure all contracted goods or services have been received and accepted and that both parties to  the contract have fulfilled their contractual obligations. In addition, contract close‐out is the time to assess the  success of the contract and determine if there are any lessons learned for future contracting.  Contract A mutually binding, legal relationship obligating the seller to furnish supplies or services, and the buyer to pay  for them.  Contract Management According to the Purchasing and Contract Administration Division of the Administrative Services Department  (ASD Purchasing):   Monitoring of overall vendor performance and enforcement of contract terms (department project  manager)   Approving and processing invoices for payment (department project manager)   Ensuring contracts are appropriately amended using the change order process (department project  manager)   Taking steps to formally terminate the contract (ASD Purchasing)  Cost‐reimbursement   Contract  Contract for providing for payment of allowable incurred costs to the extent prescribed in the contract.  Fixed Price Contract Contract for providing all or a portion of work at a single price. Also, referred to as a lump sum contract.  Lowest Responsible and  Responsive Bid  The Palo Alto Municipal Code states the awarding authority shall award contracts required to be formally bid to  the lowest responsive and responsible bidder.   A responsive bidder is a bidder determined by the awarding authority to have submitted a bid that  conforms in all material respects to the requirements of the bid documents.   A responsible bidder has the ability, capacity, experience, and skill to perform the work, or provide the  goods and/or services in accordance with the bid specifications.  Pre‐Solicitation Contracting phase including the following (according to ASD Purchasing):   Preparing specifications for the bid (department project manager)   Completing a source selection plan (department project manager)   Preparing a list of bidders (department project manager and ASD Purchasing)   Developing a list of evaluation criteria (department project manager and ASD Purchasing)   Identifying evaluation team members (department project manager)   Issuing a purchase requisition (department project manager)   Funding of the contract (department project manager)  Purchasing document In the City’s SAP Enterprise Resource Planning (ERP) system, an instrument used by Purchasing to procure  materials or services. SAP purchasing documents may include purchase orders and contracts.  Solicitation Contracting phase including the following (according to ASD Purchasing):   Developing a time line (ASD Purchasing and department project manager)   Review and coordination of solicitation documents to issue to vendors (ASD Purchasing)   Release of the solicitation (ASD Purchasing)   Holding a pre‐bid conference (ASD Purchasing and department project manager)   Preparing and releasing addendums (ASD Purchasing)    Managing the solicitation and evaluation, negotiations, managing protests, executing agreements, and  turning over contracts to the project manager and department (ASD Purchasing)   Issuing City Manager’s Reports to the City Council (department project manager and ASD Purchasing)  Time and Materials  Contract  A type of cost‐reimbursement contract where payment is based on the contractor's actual cost for labor,  equipment, materials, and services plus a fixed add‐on amount to cover the contractor’s overhead and profit.  Unit Price Contract A type of fixed price contract where the City pays the contractor a specified amount of money for each unit of  work successfully completed as set forth in the contract. Unit‐price contracts are used if the number of units  (quantity) cannot be accurately determined at the start of the contract.  Attachment A   City of Palo Alto | Office of the City Auditor | Contract Oversight Audit: Trenching and the Installation of Electric Substructure 6                           Page intentionally left blank         Attachment A   City of Palo Alto | Office of the City Auditor | Contract Oversight Audit: Trenching and the Installation of Electric Substructure 7 INTRODUCTION  Audit Objective  To determine if the Utilities Department effectively managed its $1.9 million contract with Casey Construction,  Inc. (Casey) for trenching services and the installation of electric substructure, in accordance with contract  terms, the City of Palo Alto Municipal Code (Municipal Code), and relevant policies and procedures.  Background  In 2009, the City entered into a one year contract in the amount of $652,066 with Casey for trenching services  and the installation of electric utility substructure such as conduits, boxes, and vaults. City Council authorized  the City Manager or his designee to exercise an option to renew the contract with Casey for up to two additional  years, for a total contract amount of $2,055,638, plus a contingency of $98,000. The services were for customer  service installations, replacements to the existing underground electric system, and for fiber optic, street light,  and communication services. According to the Utilities Department, the City does not possess the staff  resources to provide electric substructure and trenching services, and these services have been contracted out  for over 20 years.  Contracting  The Municipal Code fosters and encourages the use of best management practices in contracting to ensure  quality and efficiency while obtaining goods, services, equipment, materials and supplies at the lowest cost  commensurate with the quality needed; to provide for a fair and equitable procurement process utilizing  standardized solicitation procedures; and to maintain honesty and integrity within the procurement process.    Effective contracting requires adequate controls during the three phases broadly defined by the Administrative  Services Department (ASD):   Pre‐solicitation Activities   Evaluation and Award   Contract Administration  Inadequate controls for any of these phases can result in undesirable contracting outcomes, including potential  violation of clauses in the Municipal Code, cost overruns, delays, and substandard or undelivered goods and/or  services contracted.     Contract types are grouped into the following two broad categories:     Fixed‐price contracts (e.g., unit price) provide for a price that is not subject to any adjustment on the basis of  the contractor’s costs in performing the contracted work. This contract type places upon the contractor  maximum risk and full responsibility for all costs and resulting profit or loss. It provides maximum incentive for  the contractor to control costs and perform effectively and imposes a minimum administrative burden upon the  contracting parties.    Cost‐reimbursement contracts (e.g., time and materials) provide for payment of allowable incurred costs, to the  extent prescribed in the contract. A time and materials contract provides no positive profit incentive to the  contractor for cost control or labor efficiency. Appropriate government surveillance of contractor performance  is required to give reasonable assurance that efficient methods and effective cost controls are being used. The  Attachment A   City of Palo Alto | Office of the City Auditor | Contract Oversight Audit: Trenching and the Installation of Electric Substructure 8 federal government, for instance, allows for time and materials contracts only if no other contract type is  suitable.    The City’s 2009 solicitation for the contract for trenching services and the installation of electric substructure    In May 2009, the Purchasing and Contract Administration Division of ASD (ASD Purchasing) issued an invitation  for bid (IFB) on behalf of the Engineering Division of the Utilities Department. The IFB indicated the City would  provide individual jobs to dig trenches and install conduits and boxes mainly for electric utility customer  services, small extensions, replacements to existing underground electric system and to install communications,  street light, traffic signal, and fiber optic conduits and foundations. The contract further indicated each small job  would be individually quoted, a price agreed upon, and payment made upon completion of work.    The IFB indicated two types of bid line items: 1) primary bid line items, to be the main method of pricing all work  and 2) optional bid line items, only to be used upon the sole discretion and approval of the City’s project  manager. The primary bid line items were lump sum (or unit price items), where contractors bid a unit price,  factoring the City’s estimate of work required under each line item. The optional bid line items were mostly time  and materials, and the City only indicated an estimate of one unit required for each of these items. In  determining the bid, the City totaled the extended price (by multiplying the City’s estimated units for each line  item by the unit price bid). The IFB specified the primary bid line items as the main method of pricing all work.  The winning bid from Casey included primary bid line items which comprised 90 percent of the value of the bid  for the first contract year ($652,066), and optional bid line items which comprised only 10 percent of the bid  total.     Audit Scope and Limitations   The audit scope covered the management of the City's $1.9 million contract with Casey for trenching services  and the installation of electric substructure during the three year period from August 3, 2009 through August 2,  2012. Due to inadequate documentation and the nature of the work, we were unable to provide reasonable  assurance that the City paid for work that had been appropriately planned and executed under the terms and  scope of the contract. Interviews with Utilities Department and ASD staff indicate the concerns raised in this  audit report may be applicable to other City contracts.     The City has had other contracts with Casey that were not included in this review. Exhibit 1 summarizes  approximately $6.0 million in City contracts with Casey recorded in the City’s SAP ERP system.       Attachment A   City of Palo Alto | Office of the City Auditor | Contract Oversight Audit: Trenching and the Installation of Electric Substructure 9 Exhibit 1: Summary of City Contracts with Casey Construction, Inc.1,2   Contract Number Date  (SAP)   Description Total Payments (as of 8/19/13)   C10131112 9/25/2009 Utility Trenching and Substructure Installation $1,926,113 C05106016A 2/18/2005 Water and Wastewater Operations Services $887,329 C07118587 10/19/2006 Extension of the Gailen/Bibbits Storm Drain  Outfall to the Adobe Pump Station  $747,555 C12144032 4/9/2012 Wastewater Collection System Maintenance  Services  $699,279 C07117101 6/22/2007 Storm Drain Rehabilitation and Replacement  Project Phase I  $588,999 C07121221 6/26/2007 Raw Sewage Valve Replacement Project at the  Regional Water Quality Control Plant  $450,814 C09127244 10/9/2008 Storm Drain Rehabilitation and Replacement  Project Phase II  $350,483 S12142706 9/9/2011 Construction of the Storm Drain Rehabilitation  Project  $183,951 C12145551 6/6/2012 Installation of Two Manufactured Trash Full  Capture Devices  $93,795 S12144882 5/17/2012 Site Work at Gas Receiving Stations $33,834 S12143795 10/17/2011 Urgent Services for a Stuck Flushing Head at a  Duck Pond Site  $18,214   Total: $5,980,366 Source: City of Palo Alto SAP ERP records as of August 19, 2013 and Staff Reports to City Council  Audit Methodology     We performed the following steps to assess how the City managed its 2009 contract with Casey for trenching  and the installation of electric infrastructure:   Assessed the solicitation process managed by ASD and the Utilities Department.   Interviewed Utilities Department and ASD staff responsible for the procurement and management of the  City’s contract with Casey.    Reviewed the City’s SAP Enterprise Resource Planning system records of contracts and payments to Casey.   Reviewed the terms for the City's contract with Casey, the Municipal Code, and other relevant City policies  and procedures.                                                                 1 Exhibit 1 is limited to records of contracts in the City’s current SAP ERP system. Determining whether contracts in the City’s SAP ERP system were  properly drafted and executed was outside the scope of this audit.  2 The “Date” column is based on information in the City’s SAP ERP system and may differ from the actual contract date.  Attachment A   City of Palo Alto | Office of the City Auditor | Contract Oversight Audit: Trenching and the Installation of Electric Substructure 10  Assessed the adequacy of the Utilities Department’s controls to manage its contract with Casey.   Interviewed Casey accounting and project management staff.   Analyzed billing data and quotes obtained from Casey to determine if the work was performed and payment  was made in accordance with the terms of the contract approved by City Council.   City Auditor’s Conclusion    We conducted this performance audit in accordance with generally accepted government auditing standards.  Those standards require that we plan and perform the audit to obtain sufficient, appropriate evidence to  provide a reasonable basis for our findings and conclusions based on our audit objectives. The audit findings  indicate that the Utilities Department and ASD should improve internal controls to ensure the City’s contracts  are appropriately awarded and managed in accordance with the Municipal Code, contract terms, and other  applicable policies and procedures.    In 2009, the City awarded its contract for trenching services and the installation of electric substructure to Casey  Construction, Inc., not the lowest responsible and responsive bidder as required by the Municipal Code, which  may have resulted in additional costs of approximately $281,000. The City also paid over $144,000 for items not  identified by any line item in the contract and also used the contract for work that was not covered by the  contract scope.    Due to inadequate documentation and the nature of the work, we were unable to provide reasonable assurance  that the City paid for work that had been appropriately planned and executed under the terms and scope of the  contract. A lack of adequate procedures and controls to manage the contract and monitor the performance of  the contractor greatly increased the risk of fraud, waste, and abuse.     In this report, the Office of the City Auditor provides six recommendations to improve contract oversight  practices within the City. We encourage other City departments with contract oversight roles and  responsibilities to review this report and implement the recommendations where applicable.     Attachment A   City of Palo Alto | Office of the City Auditor | Contract Oversight Audit: Trenching and the Installation of Electric Substructure 11 Finding 1: The Utilities Department and ASD did not effectively address a significant variance  between the City’s estimate and the selected contractor’s flawed bid, which may have  resulted in additional costs of approximately $281,0003    The Utilities Department and ASD did not effectively address a significant variance between the City’s estimate  of contract costs and a bid that was significantly lower than other bids. In addition, they did not accurately  report to City Council staff’s original estimate of total contract costs, or that the lowest bidder, which was  awarded the City’s contract for trenching services and the installation of electric infrastructure, had made a  significant error in its bid. The contract was awarded based on a bid which should have raised the following  concerns:   The bid was 35 percent lower than staff’s original estimate and 41 percent lower than the next lowest  bidder.   The contractor indicated that it had misunderstood certain bid line items and that it had made a  significant error in its bid.4    The contractor stated it was willing to lose a $71,000 bid bond rather than $2 million over the next three  years.     In our opinion, while the City awarded the contract to the lowest bidder, it did not award the contract to the  lowest responsible and responsive bidder. Based on the available evidence, including correspondence with  Casey staff and actual Casey contract billings, we conclude that while the City awarded the contract to the  lowest bidder, it did not award the contract to the lowest responsible and responsive bidder, which may have  resulted in additional costs of approximately $281,000.3     The Municipal Code states:   “A responsive bidder is a bidder determined by the awarding authority to have submitted a bid that  conforms in all material respects to the requirements of the bid documents.”    “A responsible bidder has the ability, capacity, experience, and skill to perform the work, or provide the  goods and/or services in accordance with the bid specifications . . . ”                                                                  3 Assuming another contractor sufficiently monitored by the City would perform a similar amount of work during a given time period.      4 The contractor’s significant error is not covered by the Municipal Code section that states, “The awarding authority may exercise its   discretion to waive minor irregularities, defects or informalities in the bids or proposals, so long as the waiver would not affect the   amount of the bid or proposal or give the bidder or proposer an advantage over others.”      Attachment A   City of Palo Alto | Office of the City Auditor | Contract Oversight Audit: Trenching and the Installation of Electric Substructure 12 Prior to awarding the contract, City staff met with the contractor to discuss its flawed bid. City records indicate  the contractor was confused about certain bid line items and in one instance thought it was replacing a parking  lot. City records do not fully explain why the contractor, Casey, agreed to sign the contract or why City staff  awarded the contract despite the flawed bid. According to ASD staff, the City appropriately followed up with  Casey and confirmed Casey would honor the bid terms, and that at the time of the contract award, it was not  known that Casey would primarily use the time and materials line items for billing the work. However, a Casey  representative stated that City staff gave Casey assurance to proceed with the contract by indicating Casey could  use the optional time and materials bid line items to bill the City if Casey believed work was not covered by the  primary bid line items, which were specified in the contract as the main method of pricing all work.    In our opinion, Casey did not submit the lowest responsible and responsive bid considering: 1) the significance of  the error in Casey’s bid, 2) Casey’s misunderstanding regarding the work, 3) Casey’s initial desire to retract its  bid, and 4) the difference between Casey’s bid ($652,066) and the City’s estimate ($1,000,000) in the City’s  publicly issued Notice Inviting Sealed Bids.    Staff did not accurately communicate to Council why Casey’s bid was significantly lower than other bids and  the City’s estimates. An August 2009 staff report to Council requesting approval of the City’s contract for  trenching services and the installation of electric infrastructure with Casey indicated that while the City had  estimated one year costs totaling $800,000, bids submitted in response to the City’s contract solicitation ranged  from a low of $652,066 to $1,239,462. The report to Council stated the low bid from Casey, which was “19  percent below the staff/engineer’s estimate of $800,000” was due to “the lack of demand for construction  projects.” The report to Council did not indicate: 1) Casey had submitted a flawed bid, 2) the reason for  awarding the contract despite the flawed bid, or 3) the reason why Casey agreed to sign the contract despite the  flawed bid. Moreover, the City’s publicly issued Notice Inviting Sealed Bids and other documentation indicated  an original estimate of costs in the range of $1 million. Casey’s bid was actually about 35 percent lower than  staff’s original estimate, not 19 percent, as reported by staff to Council.     Exhibit 2 summarizes the five bids submitted to the City, including the bid from Casey, which was significantly  lower than the City’s estimates and bids from other vendors. The exhibit also shows the discrepancy between  the City’s estimate of costs as reported in the City’s IFB and the estimate of costs stated in the staff report to  Council.          Attachment A   City of Palo Alto | Office of the City Auditor | Contract Oversight Audit: Trenching and the Installation of Electric Substructure 13 Exhibit 2: The City awarded its contract based on a bid that was significantly lower than other bids and City estimates    Source: City contract files and staff report to City Council    Casey billed the City primarily using optional bid line items, which were mostly time and materials rates. As  discussed in the Background, the IFB specified the primary bid line items, which were lump sum or unit price  items, as the main method of pricing all work under the contract for trenching services and the installation of  electric infrastructure. Fixed price or lump  sum contracting practices are considered  lower risk for the City, placing the burden  for effective containment of costs on the  contractor, as opposed to time and  materials contracting strategies. Casey  primarily invoiced the City using the optional  bid line items, which were mostly time and  materials, in addition to billing the City for  items not identified by any line item in the  contract (Finding 3). Assuming use of the  time and materials line items was  appropriate, the City may have saved  approximately $281,000 if it had awarded  the contract to the second lowest bidder.5  The new contract for trenching and the                                                                 5 Assuming another contractor sufficiently monitored by the  City would perform a similar amount of work during a given  time period.  Finding 1 Recommendations to City Management:  The Utilities Department and ASD should:  1.Implement policies and procedures to appropriately  address significant variances between City estimates and  contractor bids before awarding contracts, in order to  ensure staff awards contracts to the lowest responsible  and responsive bidder, as required by the Municipal Code.  2.Ensure the accuracy of key information stated in staff  reports submitted to City Council, including those which  request authorization for the award of contracts.  ASD should:  3.Prioritize implementing a system to electronically record  and track vendor bids as part of any future system  implementation for ASD Purchasing.  Attachment A   City of Palo Alto | Office of the City Auditor | Contract Oversight Audit: Trenching and the Installation of Electric Substructure 14 installation of electric substructure was bid out on a time and materials basis and was not awarded to Casey.    We identified approximately $6.0 million in total payments under contracts with Casey dating back to 2005  (Exhibit 1). There were at least two other instances where Utilities Department contracts were awarded to Casey  based on a bid that was significantly lower than other competing bids (i.e., the second lowest bid was more than  33 percent greater than Casey’s bid). A detailed review of these agreements was outside the scope of this audit.     In addition, the City does not have a database of vendor bids that could provide transparency into the contract  award process or facilitate a detailed and complete analysis. ASD Purchasing staff manually records and  compiles vendor bids into hard copy contract files.      Finding 2: The Utilities Department and ASD did not appropriately re‐evaluate or renew the  City’s contract for trenching services and the installation of electric infrastructure    The Utilities Department authorized about $1.7 million in payments to Casey without a valid, renewed contract.  The City entered into a one year contract with Casey in August 2009 for $652,066. The contract included an  option for the City to extend the initial 12 month term for up to two additional 12‐month periods, provided  Casey was responsive to the City’s needs and that the quality of Casey’s work was acceptable during the first  year of the contract. The anticipated contract costs for the extended three year period were about $2.1 million.  As shown in Exhibit 3, the City did not formally execute a new agreement document for each extension year as  required by the contract, and there is no evidence staff formally assessed Casey’s performance or contract  compliance.   Exhibit 3: The City had an authorized contract for only the first year of services Casey provided6    Source: City contract files and Casey billing records                                                                 6 The City had an authorized contract for only the first year which was the period from August 3, 2009 through August 2, 2010. The   second year was the period from August 3, 2010 through August 2, 2011, and the third year was the period from August 3, 2011   through August 2, 2012.  Attachment A   City of Palo Alto | Office of the City Auditor | Contract Oversight Audit: Trenching and the Installation of Electric Substructure 15 The City paid Casey about $1.9 million for services during the period from August 3, 2009 through August 2,  2012. This total included about $1.7 million in payments to Casey without a valid, renewed contract.    Approximately $1.3 million of the $1.7 million was more than the authorized contract value of $652,066 for the  authorized one‐year term (August 3, 2009 through August 2, 2010). Moreover, most of the contract billings  ($1,287,628) occurred during the third year of the contract, when contract rates were the highest due to an  escalation factor of 5 percent for each subsequent 12‐month extension of the contract. The timing of all work  may not have been within the City’s control.  The City did not formally renew the contract with Casey, as required:   The contract with Casey states: “The City and the Bidder/Contractor shall enter into a new agreement  for each extension year, if any, and the Bidder/Contractor shall provide new Payment and Performance  Bonds prior to the commencement of the extension year in the amount of the maximum contract  amount for that year.”    The August 2009 staff report to City Council states: “Staff also recommends that Council approve and  authorize the City Manager or his designee to exercise the option to renew the contract for up to two  additional twelve month periods . . . provided the contractor is responsive to the City’s needs, and the  quality of the contractor’s work is acceptable during the first year of the contract.”   The Municipal Code states: “Amendments or change orders made under authority granted by the [City]  Council shall be in writing, accomplished in accordance with the terms of the original contract and shall  not cause the contract as modified to exceed the limits of the authority granted by the [City] Council . . .”  ASD staff stated that although payment and performance bonds were not collected for each extension year as  required by the contract, the contract was extended into subsequent fiscal years when staff completed the  purchase requisition and purchase order  process in the SAP system. Staff indicated it  would be overly burdensome to formally  renew contracts in such instances  considering the volume of existing City  contracts.       Finding 2 Recommendation to City Management:  4. The Utilities Department and ASD should review  existing policies, implement new policies, and develop  procedures to ensure the City’s contracts are  appropriately re‐evaluated and renewed in accordance  with applicable contract terms and the Municipal Code.  Attachment A   City of Palo Alto | Office of the City Auditor | Contract Oversight Audit: Trenching and the Installation of Electric Substructure 16 Finding 3: The Utilities Department did not enforce contract billing terms that were the basis  for awarding the contract to Casey Construction, Inc.    The City inappropriately approved and paid about $1.4 million in invoices for optional bid line items that were  not intended to be the main method for pricing all work under the contract. The City may have saved  approximately $281,000 if it had awarded the contract to the second lowest bidder (Finding 1). In addition, the  City may have saved over $144,000 in contract costs if it had disallowed charges for items not identified by any  line item in the contract. In order to compare Casey billings with contract estimates, we obtained contract billing  data from Casey. As illustrated in Exhibit 4, our analysis of billing data from Casey indicates:   Only 19 percent ($365,039) of the $1.9 million total charges was based on the contract’s primary bid line  items, which were intended to be the main method for pricing all work and were designed using a  conservative lump sum or unit price strategy that is financially protective of the City (Finding 1).    74 percent (about $1.4 million) of the $1.9 million total contract payments was based on the contract’s  optional bid line items, which were mostly time and materials. Staff authorized payment of invoices even  though these line items were not intended to be the main method for pricing all work under the contract  and only represented 10 percent of Casey’s bid total. Given additional risks to the City, staff should have at  least implemented additional controls to evaluate Casey’s performance and should have retained sufficient  documentation of contracted work. 7   7 percent ($144,141) was paid for items not identified by any line item in the contract. This amount includes:  o $52,223 for materials.  o $31,895 for a line item not included in the contract but identified as “Excavator.”   o $23,327 for dump fees, even though the contract specified it was the contractor’s responsibility to  dispose of refuse materials.                                                                               7 As discussed in the Background on page 7, fixed price or lump contracts (e.g., unit price) place upon the contractor maximum risk and  full responsibility for all costs and resulting profit or loss while cost‐reimbursement (e.g., time and materials) contracts provide no  positive profit incentive to the contractor for cost control or labor efficiency, requiring additional controls to ensure efficient methods  and effective cost controls are being used.  Attachment A   City of Palo Alto | Office of the City Auditor | Contract Oversight Audit: Trenching and the Installation of Electric Substructure 17 Exhibit 4: Significant variances between contract estimates and actual costs    Source: City contract files and Casey billing records    Our detailed analysis of billings by contract line item indicates:   Contract line items that did not provide cost savings to the City appeared overutilized; Casey billed the City  significantly more than contract estimates using bid line items that did not support the contract award made  to Casey.    Contract line items that would have provided greater cost savings to the City appeared underutilized; Casey  billed the City significantly less than contract estimates using bid line items that supported the contract  award made to Casey.   Utilities Department staff stated they permitted Casey to charge the City using time and materials line items  because Casey argued that the lump sum or unit price line items in the contract did not cover the scope of work.  However, a Casey representative stated shortly after the contract had been awarded, City staff communicated  that Casey could use the time and materials line items in response to Casey’s concerns about errors in its bid  (Finding 1). In regard to items not included in the contract, staff stated the Utilities Department allowed Casey  to charge for dump fees because the City’s dump closed during the term of the contract. According to Casey, it  charged for required materials under the contract if the City did not provide them. Casey added a 5 percent  surcharge to material costs submitted to the City for reimbursement.    The Utilities Department did not have controls to ensure any use of time and materials line items to price work  was formally authorized and permitted only on an exception basis, as intended by the contract. There was no  evidence of steps taken to appropriately modify the contract, in accordance with contract terms and the  Municipal Code, had the department decided the original terms did not meet the City’s requirements. Finally,  there was no evidence that invoices from Casey were adequately reviewed or that staff challenged questionable  charges (Finding 4).      Attachment A   City of Palo Alto | Office of the City Auditor | Contract Oversight Audit: Trenching and the Installation of Electric Substructure 18 It was not practical to assess the lost savings opportunities to the City because Casey primarily used time and  materials line items instead of the intended lump sum or unit price line items. However, the City may have saved  approximately $281,000 if it had awarded  the contract to the second lowest bidder  (Finding 1). The City may have saved over  $144,000 in contract costs if it had  disallowed charges for items not identified  by any line item in the contract. It was  outside the scope of this audit to determine  if the City already had appropriately  negotiated contracts or other authorized  sources to procure these items at more  favorable rates.     Finding 4: The Utilities Department did not appropriately manage its contract with Casey  Construction, Inc. to ensure the City’s projects were completed in accordance with plans and  cost estimates    The Utilities Department did not have sufficient controls to effectively manage its contract with Casey. The  Utilities Department approved and paid Casey invoices without evidence that work had been planned, executed,  and billed under the contract terms. There were a lack of controls and insufficient documentation in the  following three areas:  1. The Utilities Department did not maintain documentation showing Casey quotes were reasonable,  consistent with contract terms, and appropriately approved. The contract stated that individual jobs would  be given to Casey and that each job should have an individual quote, an agreed upon price, and payment  made upon completion of work. We found:   No evidence the City had a process to request, approve, or retain quotes. In order to perform our  review, we obtained available quotes totaling approximately $1.1 million from Casey; however, there  was no documentation available showing the City approved any of these quotes. According to Casey,  anyone in the City could have requested work, including inspectors who were responsible for  monitoring and verifying the work done.   The scope of the work was not clearly identified in most of the quotes; the quotes indicated the job  location, the contract line items, and the estimated hours and charges to the City.   There was no evidence of an independent estimate or verification of the prices or work quoted by Casey  under the contract.    The hourly rates in quotes appear inflated. For example, quotes generally listed all staff that would work  on the job (including truck drivers for example) and aggregated their hourly rates into a single combined  rate used to bill the City, implying all Casey staff worked during the entire duration of the job  (Attachment 1). According to a Casey representative, all Casey staff did in fact work during the duration  of the job; however, they would rotate duties when not doing their primary task. For example, a truck  driver could direct traffic.  Finding 3 Recommendation to City Management:  5. The Utilities Department should work with ASD to  review existing contract performance management  policies and develop procedures to ensure staff  appropriately administers the City’s contracts.    Procedures should address the following areas:  Monitoring of contractor billings to ensure  accuracy and compliance with contract terms.  Ensuring contracts are appropriately and timely  modified,if required. Attachment A   City of Palo Alto | Office of the City Auditor | Contract Oversight Audit: Trenching and the Installation of Electric Substructure 19 2. The Utilities Department staff reviewed invoices; however, the review process did not ensure compliance  with contract terms, and the Utilities Department did not maintain documentation showing that billings  were consistent with quotes. The Utilities Department approved and paid Casey invoices without evidence  that work had been planned, executed, and billed under the contract terms. According to a Casey  representative, the invoices indicated the actual work done, and they could have varied from the quotes.  We found:   Staff did not use the contract, quotes, or other documentation of an accepted scope of work in  reviewing and approving Casey invoices. Instead, the first level of approval by staff was based on  information provided by Casey such as timesheets and billing documents showing hours, contract line  items, and other rates used to bill the City. For most invoices, the next level of approvals of Casey  invoices was based on minimal information such as the job site location, work order number, and  amount billed.   Staff approved work that was not included in the contract scope. For example, we noted the City paid a  $57,000 invoice with minimal supporting documentation, which consisted of daily timesheets with hours  charged but no indication of the work completed for each day. Staff indicated Casey laid road rock for an  electric substation and confirmed the work was not covered by the contract scope.    The City paid the invoices without withholding 10 percent of amounts until the final contract payment  was made, as required by the contract.   3. The Utilities Department did not maintain documentation showing projects were appropriately inspected  and closed out, evidencing approval and completion of planned work. According to Utilities Department  staff, the scope of work for each project was communicated in project files provided by engineers to  inspectors; however, progress made on  the planned work was not formally  documented or signed off. The close‐ out process helps ensure all contracted  goods or services have been received  and accepted and that both parties to  the contract have fulfilled their  contractual obligations. In addition,  contract close‐out is the time to assess  the success of the contract and  determine if there are any lessons  learned for future contracting.     Finding 4 Recommendation to City Management:  6. The Utilities Department should work with ASD to  review existing contract performance management  policies and develop procedures to ensure staff  appropriately administers the City’s contracts.    Procedures should address the following areas:  Roles and responsibilities for the contract  administrator and any additional training  requirements for staff.  Monitoring of contractor performance.  Ensuring payments are made only for services and  materials included in the contract scope.  Ensuring there is an adequate process and  documentation to show planned work has been  completed.  Attachment A   City of Palo Alto | Office of the City Auditor | Contract Oversight Audit: Trenching and the Installation of Electric Substructure 20                             Page intentionally left blank    Attachment A   City of Palo Alto | Office of the City Auditor | Contract Oversight Audit: Trenching and the Installation of Electric Substructure 21 ATTACHMENT 1: Example of Quote from Casey Construction, Inc. (2 pages)          Auditor’s Note 3:  Time and Materials hourly rates (including  $105/hour for two drivers) were aggregated  into a combined rate ($542.60/hour) and  applied to the entire estimated 34 hours.  Auditor’s Note 1:  The work quoted does not appear to be  covered by the contract scope.  Auditor’s Note 2:  The contract did not  include line item 70.  Continued on page 22  Attachment A   City of Palo Alto | Office of the City Auditor | Contract Oversight Audit: Trenching and the Installation of Electric Substructure 22       Auditor’s Note 5:  Time and Materials hourly rates (including  $210/hour for four drivers) were aggregated  into a combined rate ($752.60/hour) and  applied to the entire estimated 24 hours.  Auditor’s Note 4:  The contract did not  include line item 70. Auditor’s Note 6:  Quote included items not covered by the contract line items including $7,310  in “rock” and $16,000 in “filter fabric.”  Attachment A   City of Palo Alto | Office of the City Auditor | Contract Oversight Audit: Trenching and the Installation of Electric Substructure 23  ATTACHMENT 2: City Manager’s Action Summary (Including Attachments)  In response to the Audit Recommendations in this report, the City Manager has agreed to take the following actions. We will review and report progress on  implementation of these recommendations during our audit recommendation follow‐up process. The full response from the City Manager is included in  Attachment 3.  Finding  #  Recommendation City Manager’s Action Plan Target Date  1 1. The Utilities Department and ASD should  implement policies and procedures to  appropriately address significant variances  between City estimates and contractor bids  before awarding contracts, in order to ensure  staff awards contracts to the lowest  responsible and responsive bidder, as required  by the Municipal Code.    When there are significant differences between the lowest  bid and staff estimates or other bids, City Staff will set up a  meeting with the lowest bidder to ensure that its bid is  correct, that it can perform the work as described, and to  ensure compliance with Municipal Code 2.30.440. Staff will  document this discussion with the bidder to include:   Date of the meeting   Attendees at the meeting   Description of the questions related to the bidders  submittals   Summary of the discussion   Staff and contractor agreement/resolution of  questions   Next steps    Immediately  1 2. The Utilities Department and ASD should  ensure the accuracy of key information stated  in staff reports submitted to City Council,  including those which request authorization for  the award of contracts.    The Utilities Department prepares the staff report based on  the most current information that is available including  notation of any changes of staff estimates. ASD reviews  staff reports requesting award of Utility contracts. As part  of this review ASD validates the summary of solicitation  information. ASD will continue to perform this function and  will put an extra emphasis as a result of this finding to  match key figures in the solicitation summary to the actual  solicitation documents.      Immediately  Attachment A   City of Palo Alto | Office of the City Auditor | Contract Oversight Audit: Trenching and the Installation of Electric Substructure 24  Finding  #  Recommendation City Manager’s Action Plan Target Date  1 3. ASD should prioritize implementing a system to  electronically record and track vendor bids as  part of any future system implementation for  ASD Purchasing.    Staff is in the early phase of reviewing online bid options  and will issue a request for proposal for such a service.  Issue RFP 2014  2 4. The Utilities Department and ASD should  review existing policies, implement new  policies, and develop procedures to ensure the  City’s contracts are appropriately re‐evaluated  and renewed in accordance with applicable  contract terms and the Municipal Code.  Policies and procedures will be reviewed, revised, and  implemented to evaluate contractor work every 12 months,  at a minimum. This may include periodic meetings with the  contractor during the year to discuss issues with  performance, contract compliance, or invoicing. The  evaluation criteria shall include:   Performance   Compliance with the contract   Responsiveness to work scheduling   Accuracy of estimates   Accuracy of invoicing   Responsiveness to City issues    ASD staff will create a contract monitoring checklist to aide  in regular contract administration. The checklist will prompt  for review of contract terms, contractor deliverables,  project milestones, payments, and overall performance.  The information collected via the checklist will aid in  performance review when contract renewal is sought.     December 31, 2013 3 5. The Utilities Department should work with ASD  to review existing contract performance  management policies and develop procedures  to ensure staff appropriately administers the  City’s contracts.      Procedures should address the following areas:   Monitoring of contractor billings to ensure  accuracy and compliance with contract  Utilities staff is formalizing the process by which work is  requested of the contractor, approved, inspected, reviewed  for completion, and invoices reviewed and approved for  payment including:   Roles and Responsibilities for Substructure Contract  Flow Chart Diagram    Utilities is in the process of hiring a Coordinator Utilities  March 31, 2014  Attachment A   City of Palo Alto | Office of the City Auditor | Contract Oversight Audit: Trenching and the Installation of Electric Substructure 25  Finding  #  Recommendation City Manager’s Action Plan Target Date  terms.    Ensuring contracts are appropriately and  timely modified, if required.     Project to assist Engineering in administrating contracts,  verifying invoices and processing payments. Utilities will be  requesting for similar positions in Operations and Customer  Support Services in the 2014 mid‐year budget.     Utilities will also develop a tracking mechanism to monitor  contractor work, reconcile invoices and verify payments   which includes:   Service Order number   Scope of work and link to project as‐built drawings   Contractor work estimates   Project change orders and explanations   Invoices and payments   Explanations for estimate/actual cost variances   Name of project engineer   Name of project inspector   Name of contractor crew foreman   Comments on project issues or contractor  performance    ASD will conduct a review of the entire purchasing process  citywide to review current best practices and layout a plan  for improvement to align with current best practices where  needed. This review may include a third party.     The departments will collaborate to bring contract  management training to appropriate staff. This training will  be rolled out to all departments.     4 6. The Utilities Department should work with ASD  to review existing contract performance  management policies and develop procedures  to ensure staff appropriately administers the  City’s contracts.     Recommendation 5 & 6 are similar. See response to  recommendation 5.      Attachment A   City of Palo Alto | Office of the City Auditor | Contract Oversight Audit: Trenching and the Installation of Electric Substructure 26  Finding  #  Recommendation City Manager’s Action Plan Target Date  Procedures should address the following areas:   Roles and responsibilities for the contract  administrator and any additional training  requirements for staff.    Monitoring of contractor performance.    Ensuring payments are made only for  services and materials included in the  contract scope.    Ensuring there is an adequate process and  documentation to show planned work has  been completed.          Attachment A   City of Palo Alto | Office of the City Auditor | Contract Oversight Audit: Trenching and the Installation of Electric Substructure 27 Attachment A   City of Palo Alto | Office of the City Auditor | Contract Oversight Audit: Trenching and the Installation of Electric Substructure 28Attachment A   City of Palo Alto | Office of the City Auditor | Contract Oversight Audit: Trenching and the Installation of Electric Substructure 29    Attachment A   City of Palo Alto | Office of the City Auditor | Contract Oversight Audit: Trenching and the Installation of Electric Substructure 30    Attachment A   City of Palo Alto | Office of the City Auditor | Contract Oversight Audit: Trenching and the Installation of Electric Substructure 31 ATTACHMENT 3: City Manager’s Response    Attachment A   City of Palo Alto | Office of the City Auditor | Contract Oversight Audit: Trenching and the Installation of Electric Substructure 32     Attachment A   City of Palo Alto | Office of the City Auditor | Contract Oversight Audit: Trenching and the Installation of Electric Substructure 33      ①    ②  Attachment A   City of Palo Alto | Office of the City Auditor | Contract Oversight Audit: Trenching and the Installation of Electric Substructure 34   Attachment A   City of Palo Alto | Office of the City Auditor | Contract Oversight Audit: Trenching and the Installation of Electric Substructure 35   Attachment A   City of Palo Alto | Office of the City Auditor | Contract Oversight Audit: Trenching and the Installation of Electric Substructure 36    ③  ④  Attachment A   City of Palo Alto | Office of the City Auditor | Contract Oversight Audit: Trenching and the Installation of Electric Substructure 37   Attachment A   City of Palo Alto | Office of the City Auditor | Contract Oversight Audit: Trenching and the Installation of Electric Substructure 38                               Page intentionally left blank      Attachment A   City of Palo Alto | Office of the City Auditor | Contract Oversight Audit: Trenching and the Installation of Electric Substructure 39  ATTACHMENT 4: Office of the City Auditor’s Comments on the Response from the City Manager  To provide clarity and perspective, we are commenting on selected sections of the City Manager’s Response to our audit. The numbers below correspond to  the numbers we placed in the margin of the City Manager’s Response. Relevant sections of the City Manager’s Response are also restated below.    Reference  #  City Manager’s Response Office of the City Auditor Comments  ① The 2009 Invitation for Bid (IFB) for trenching was bid as a  fixed price plus optional time and material contract in an  attempt to control costs. During the first six months of the  contract which was awarded to Casey Construction, Utilities  staff attempted to use the fixed cost items. However, it  became increasingly difficult to manage the contract due to  field conditions and project specifications that did not align  with the fixed price items. For this reason the decision was  made to use time and material pricing which was part of the  response to the Bid in the contract.     In the first year of the contract, only $36,564 of the $236,671 in actual total  charges (or $586,740 in estimated total charges) was based on the contract’s  primary bid line items, which were intended to be the main method for  pricing all work and were designed using a conservative lump sum or unit  price strategy that is financially protective of the City.       As stated in the report on page 12, a Casey representative stated that City  staff gave Casey assurance to proceed with the contract, despite Casey’s  flawed bid, by indicating Casey could use the optional time and materials bid  line items to bill the City if Casey believed work was not covered by the  primary bid line items.    ② At the time of award, Casey Construction’s bid was the lowest,  responsive and responsible bid received. A representative from  Casey Construction expressed concerns to City staff about the  accuracy of their bid. However, in a subsequent telephone  conversation, between the owner of the company and the  City’s contract manager in charge of the bid, the owner  affirmed the company’s bid and their intent to perform the  work within the contract terms. The day following this  conversation Casey Construction sent a letter to the City’s  contract manager confirming the company’s commitment to  the bid and the contract terms. With this information, staff  deemed the bid submitted by Casey Construction as the  lowest, responsive and responsible bid.    There were no City records to sufficiently explain how and why Casey  decided to proceed with the contract even though it had made a significant  error in its bid and was willing to lose a $71,000 bid bond rather than $2  million over the three‐year contract term as a result of the assumed contract  obligations.     As discussed in Finding 1, in our opinion, while the City awarded the contract  to the lowest bidder, it did not award the contract to the lowest responsible  and responsive bidder considering: 1) the significance of the error in Casey’s  bid, 2) Casey’s misunderstanding regarding the work, 3) Casey’s initial desire  to retract its bid, and 4) the difference between Casey’s bid and the City’s  estimate.     The Municipal Code states a responsive bidder is a bidder determined by the  awarding authority to have submitted a bid that conforms in all material  respects to the requirements of the bid documents. It further states that a  responsible bidder has the ability, capacity, experience, and skill to perform  Attachment A   City of Palo Alto | Office of the City Auditor | Contract Oversight Audit: Trenching and the Installation of Electric Substructure 40  Reference  #  City Manager’s Response Office of the City Auditor Comments  the work, or provide the goods and/or services in accordance with the bid  specifications.    Handwritten notes in the City’s contract file indicate that shortly after  submitting the flawed bid, Casey communicated to the City specifics  regarding three line items it was “most concerned about.” Casey’s bid for  these line items was significantly lower than other contractors. Two of them  were not used at all during the three‐year duration of the contract,  indicating a significant advantage to Casey in the competitive solicitation  process and contract award.     ③ The audit identified $144,000 of materials and services that  were not included in the contract. Most of these items were  needed to complete the jobs assigned to the contractor and  are legitimate expenses that the city would have paid to a  third party to complete the work. These charges were  documented in the invoices from the contractor and approved  by staff.   As discussed in Finding 3, the contract with Casey did not include any line  items to cover 7 percent of total charges (about $144,000). The Invitation  For Bid (IFB) specified that the primary bid line items were to be the main  method for pricing all work. The unit prices bid for these line items were  supposed to include all labor, materials (except for some line items  indicating specified materials provided by the City), equipment, excavation,  hauling, and spoil disposal.     As discussed in Finding 4, while Utilities Department staff reviewed invoices,  staff did not use the contract, quotes, or other documentation of an  accepted scope of work in reviewing and approving Casey invoices.     ④ The City had determined the safety‐based need for additional  rock and requested the contractor to provide the services since  the contractor was already on site, had the required  equipment needed, and the work could be performed under  the time and materials section of the contract. All materials  were properly invoiced to the City.   See the Office of the City Auditor Comment above (Reference #3).      Attachment A FINANCE COMMITTEE Page 1 of 22 Regular Meeting Tuesday, November 5, 2013 Chairperson Burt called the meeting to order at 7:00 P.M. in the Council Conference Room at 250 Hamilton Avenue, Palo Alto, California. Present: Berman, Burt (Chair), Schmid, Shepherd Absent: Chair Burt announced that Agenda Item Number 1 would be heard last and Agenda Item Number 3 would be heard first. 3a. (Formerly Agenda Item Number 1) Audit of Contract Oversight: Trenching and the Installation of Electric Substructure. Houman Boussina, Acting City Auditor reviewed the Utilities Department's $1.9 million contract with Casey Construction to determine if the Utilities Department effectively managed its contract in accordance with contract terms, the Municipal Code, and relevant policies and procedures. Contracting was an important area that could be high risk if adequate controls were not implemented for all phases of the procurement process. The audit found the City did not appropriately award the contract to Casey Construction because the Utilities Department and the Administrative Services Department (ASD) did not effectively address a significant variance between the City's estimated cost and the selected contractor's flawed bid, which may have resulted in additional costs of approximately $281,000. In the estimate it was assumed that another contractor would have performed a similar amount of work during the given period of time. While the City awarded the contract to the lowest bidder, it did not award the contract to the lowest responsible and responsive bidder, as defined by the Municipal Code. The Auditor did not feel Staff accurately communicated to the Council why Casey's Construction bid was significantly lower than other submitted bids, including being lower than the City's estimate. Staff attributed the difference between its estimate of contract costs and Casey's Construction bid to be a lack of demand for construction projects. After the City opened bids, Casey Construction realized it made a mistake in the bid. Casey Construction initially wished to retract its bid and was willing to forfeit a Attachment B MINUTES Page 2 of 22 Finance Committee Regular Meeting Minutes 11/5/13 $71,000 bid bond. According to Casey Construction, City Staff gave Casey Construction assurance to proceed with the contract by indicating that Casey Construction could utilize optional time-and-material line items. Casey Construction billed the City primarily utilizing those optional bid line items. The primary bid line items were lump-sum or unit-priced items and were intended to be the main method for pricing all work under the contract. The contract was not appropriately reevaluated or renewed. In 2009 the Utilities Department and ASD entered into a one-year contract for $652,000. The City paid Casey Construction approximately $1.9 million during the three- year period of August 2009 through August 2012, including approximately $1.7 million without a valid contract. The City did not formally execute a new contract document for each extension year as required by the contract. There was no evidence that Staff had formally assessed the performance or the contract compliance of Casey Construction. The Utilities Department did not enforce contract billing terms that were the basis for awarding the contract to Casey Construction and the Auditor found significant variances between contract estimates and actual costs. Only 19 percent, or $365,000 of $1.9 million was based on the contract's primary bid line items; 74 percent of contract billings was based on the contract's optional bid line items. Staff authorized payment of invoices even though these line items were not intended to be the main method of pricing work. Additionally, Staff authorized payment of seven percent of contract charges for items not identified by any line item in the contract. The Utilities Department did not appropriately manage the contract to ensure the City's projects were completed in accordance with plans and cost estimates. There was no documentation showing quotes were reasonable and consistent with contract terms that were appropriately approved. The Utilities Department's Staff reviewed invoices but the review process did not ensure compliance with contract terms. The Utilities Department did not maintain documentation indicating the billings were consistent with quotes. The Utilities Department did not maintain documentation indicating projects were appropriately inspected and closed out, evidencing approval and completion of planned work. The audit had six recommendations addressed to the Utilities Department and/or ASD. Most recommendations called for implementation of policies and procedures to correct deficiencies noted. James Keene, City Manager suggested the Finance Committee (Committee) first ask questions of the Auditor. Chair Burt requested Staff respond to the Auditor's findings and then the Committee would question both the Auditor and Staff. Lalo Perez, Director of Administrative Services and Chief Financial Officer accepted the recommendations and said formalizing recommendations into Attachment B MINUTES Page 3 of 22 Finance Committee Regular Meeting Minutes 11/5/13 policies and procedures were appropriate. In accepting proposals, there was a great deal of complexity. Vendor's pricing methods were cyclical and there was a large difference between the lowest bidder and the second lowest bidder. During the time period the contract was awarded, the economy declined and Staff reported bids were 20 to 30 percent lower than Staff estimates. He said the magnitude of the difference between the lowest and second lowest bids was not an issue and an admission of error was a concern that needed to be discussed and resolved. One problem was that ASD did not document discussions with Casey Construction. It was resolved that Casey Construction would honor the bid, which was stated in a memo from Casey Construction. Additional information surfaced regarding the implementation of time and material usage; however, he needed to review the information and determine when that occurred. He felt ASD should have followed up with the Utilities Department. Typically ASD turned the contract over to the Utilities Department for management once the bid was awarded. He agreed with the Auditor's recommendation on that point. Valerie Fong, Utilities Director reported that the Casey Construction contract was unusual in that it was dependent on services, and actual work performed was not defined in advance. The Utilities Department Staff reviewed other existing contracts and did not find the same procedural gaps. The Utilities Department Staff established new processes for checks and balances to manage requests for work from customers, contractor estimates, contractor performances, and contractor invoicing. In addition, the Utilities Department centralized retention of documents and was increasing Staff. In addition, she met with engineering and operations Staff to impress upon them the importance of contract management. Employee training was implemented with respect to Requests for Proposals (RFP) and project management. Mr. Keene agreed that the issues were due to awarding and managing contracts. ASD acknowledged that additional elements needed review. He thought this was more of an issue of contract management than contract award. The Auditor's Office indicated a preference for the Purchasing Department within the Utilities Department to exercise more control over the award. The environment for contracts in 2009 and 2010 was unique because of the economy. The Auditor's Office indulged in possibilities of alternatives without basing those alternatives on fact. Staff was not able to refute those possibilities because they did not follow an appropriate accountable process. Staff also failed to manage and document the contract because the contract was awarded on one-time basis and implemented on another basis, which was inexcusable. Council Member Berman felt Staff needed a policy such that when the lowest Attachment B MINUTES Page 4 of 22 Finance Committee Regular Meeting Minutes 11/5/13 bid was a certain percentage below the second lowest bid, it was reviewed more closely. If a bidder did not have the expertise to submit an accurate bid, then it did not have the expertise to perform the work. Casey Construction seemed to have problems understanding the project from the beginning, which should have alerted Staff. Staff needed to be more candid about information when asked by Council to approve a contract. He noted Staff's response indicated Staff did review Casey's Construction performance. However, the audit indicated there was no evidence of formal assessment of performance or contract compliance. He inquired whether Staff had any evidence of a review. Ms. Fong relayed that Staff requested a great deal of work from the contractor and they performed well. Tom Ting, Electric Engineering Manager reported Staff most likely held a verbal discussion of whether to renew the contract. Council Member Berman asked if a contract performance review would be written in the future. Mr. Ting indicated the Utilities Department Staff would work with the Purchasing Department to formalize a process to review a contractor and to ensure they meet all expectations in the future. Mr. Perez wanted to standardize the review process across the organization with a checklist and a requirement for documentation. Chair Burt requested an explanation of the contract renewal process. Mr. Ting did not have any documentation of the process and discussions. Chair Burt asked the amount of the contract renewal. Mr. Ting stated the total contract amount was $1.9 million. The first year of the contract amounted to $652,000, and the second year was approximately the same amount. Chair Burt calculated a renewal amount of approximately $1.3 million. Mr. Keene added that the contract was paid over a two year period. Chair Burt inquired about the length of time Staff investigated the contract. Ms. Fong indicated the audit was conducted over the past few months. Attachment B MINUTES Page 5 of 22 Finance Committee Regular Meeting Minutes 11/5/13 Chair Burt asked if the problem was brought to the Utilities Department's attention in that same timeframe. Ms. Fong answered yes. Chair Burt wanted to understand how the review was performed. Ms. Fong reported the difficulty was that the Utilities Department Staff involved with the contract had retired or left the City's employ. The Utilities Department Staff contacted former employees, who recalled that a second invitation for bid (IFB) was developed but not issued because of contract terms. Vice Mayor Shepherd asked if Staff had any documentation. Mr. Perez explained that the purchase request became the purchase order because the contract was approved by the Council. Vice Mayor Shepherd inquired whether auditors were able to review the documents. Mr. Boussina reported that the auditors did not find evidence that there was an effort to formally renew the contract at the anniversary dates. Vice Mayor Shepherd asked if City files contained any documents. David Ramberg, Assistant Director of Administrative Services Department said once a department selected a bidder, then they entered a purchase requisition into the Systems, and Applications, Products and Data Processing (SAP). The requisition then moved to the Purchasing Department’s work queue, where the Purchasing Department turned the purchase requisition into a purchase order. The purchase order affected the renewal of the contract. Next, the purchase order was printed and placed in the contract file. The Casey Construction contract file included the City Manager Report (CMR), all bid documents leading to the selection of Casey Construction, and renewal documents. The Purchasing Department did not complete a request for a refresh of the bond certificate. Other SAP transactions were completed to produce the purchase order, which effected renewal of the contract based on the Council’s authority for three years. The process usually occurred prior to the anniversary of the contract. The months of May and June were extremely busy for Staff in processing these types of documents because many contracts were renewed at the end of the fiscal year. Attachment B MINUTES Page 6 of 22 Finance Committee Regular Meeting Minutes 11/5/13 Chair Burt noted that Staff suggested the problem occurred because of some Staff leaving the City's employ; while news reports indicated new employees were the cause of that problem. He requested clarification of that point. Ms. Fong said the engineering person who retired recalled drafting an IFB to rebid the contract and the agreement to honor the original bid. New Staff managed the contract. The Utilities Department continued to have Staff turnover. Chair Burt asked who handled the contract renewal. Mr. Ting stated the current Contract Manager was employed at the time of the renewal. The engineering manager who helped the Contract Manager retired. Chair Burt reiterated that the Contract Manager remained employed with the City while the Engineering Manager who supervised the Contract Manager retired. Ms. Fong added that Staff on the operations side of the Utilities Department also had some lapses. Chair Burt inquired whether the project manager knew how the contract was renewed. Mr. Ting said yes and that Staff typically did not have a single meeting to discuss a contract. Engineering Staff discussed contractors with operations Staff throughout the year to determine if the contractor was performing and if Staff wished to renew a contract. Chair Burt noted the contractor's quality of performance was good. Staff did not provide an explanation of the decision to move from a fixed-price contract on a project with an undefined scope of work to a time-and- materials contract. Council Member Berman remarked that the Staff response indicated fixed cost items were utilized during the first six months of the contract. When that method of invoicing became difficult, Staff decided to change to time- and-materials pricing. He recalled a statement that the City used fixed cost and time and materials; he asked if utilizing fixed costs was difficult. Mr. Ting indicated the prior contract was a time-and-materials contract. As mentioned in the audit, it was difficult to keep a contractor motivated to work on a time-and-materials contract. Staff attempted to utilize a fixed Attachment B MINUTES Page 7 of 22 Finance Committee Regular Meeting Minutes 11/5/13 price by developing bid items to define generic types of work. He thought the contract would price out many of the bid items. In most cases the contractor priced work as if the work was in a green field installation, meaning there were no other utilities. In a typical project the contractor had a defined scope of work and they priced the work out. The Casey Construction contract was meant to be used as a blanket contract for any project involving customer service, the Capital Improvement Program (CIP), or for emergency and maintenance work. Engineering and Operation Managers were able to call the contractor for a price estimate for some type of work. The difficulty was having Staff request a contractor to provide a price for work performed in different situations. Under the Casey Construction contract and the circumstances, Staff negotiated time-and- materials prices for additional work with Casey Construction. Chair Burt wanted to know the process for renewing the contract and how the nature changed. Vice Mayor Shepherd wanted to know when the nature changed. Council Member Berman noted the basis changed apparently six months into the contract. Mr. Keene stated the six-month statement was uncertain. Chair Burt asked when the basis changed. Mr. Ting reported the basis changed prior to the renewal, during the first year of the contract. As Staff worked with the contractor, they had issues working with fixed bid items. Ms. Fong indicated those difficulties prompted the former engineering manager to reissue an IFB on a time-and-materials basis. At that point, she understood the contractor agreed to honor its original bid. Council Member Schmid inquired about ASD's involvement in the contract renewal; they wanted to know what happened once the basis changed. Mr. Perez explained that in the current process ASD was not involved in contract renewal unless an issue arose. Council Member Schmid asked if ASD was aware of the change in the contract. Mr. Perez stated ASD was not informed that there were issues with the Attachment B MINUTES Page 8 of 22 Finance Committee Regular Meeting Minutes 11/5/13 contract. Mr. Ting remarked that it was the Utilities Department's responsibility to return to a bid. Time-and-materials pricing was an option within the initial bid. In hindsight, the Utilities Department needed to bid on the contract on a time-and-materials basis. Mr. Keene reported the Utilities Department acknowledged that someone made a determination not to perform under the conditions of the bid award and to change to a time-and-materials contract. Staff did not comply with the terms of the bid, and the Auditor's point was legitimate. When there were opportunities at renewal to clarify the point, it did not happen. Ms. Fong added that Staff replaced the contract with a time-and-materials contract. Council Member Schmid noted a bid line contract was not a fixed contract. The contractor performed a unit of work, but in any project the unit of work was going to be different. Therefore, a bid line contract had flexibility. Mr. Boussina concurred and said the contract specifically contained unit- priced line items. Unit price contracts are a variation of fixed price contracts. The contract was not a fixed price contract in the sense that there would be a total cost for an entire project. Chair Burt asked if the bid line contract was a formula for billing the City. Council Member Schmid inquired whether the contract had flexibility throughout the term of the project. Mr. Boussina replied yes. The contract accounted for the different types of work. There were many different types of unit prices and many bid line items. Many of these items were unit-price or fixed-price line items because the contract attempted to cover many different types of work. Council Member Schmid asked if the estimated loss of $281,000 accounted for variations in the project. Mr. Boussina reported the estimated $281,000 assumed that the next bidder would have billed the City in the same way and would have performed the same amount of work in the same period of time. That was the best estimate the Auditor could determine. If the documentation was available, then it would allow the Auditor to redirect all billing performed to retrospectively estimate the cost using unit price line items and the Auditor Attachment B MINUTES Page 9 of 22 Finance Committee Regular Meeting Minutes 11/5/13 would be able to provide that data to the Committee. Vice Mayor Shepherd said Staff was trying a new system in an effort to control costs and believed it was typical for the City to have an engineer's estimate. She asked if the contract was the first one between the City and Casey Construction. Ms. Fong indicated the City had other contracts with Casey Construction. Vice Mayor Shepherd was unsure whether Staff made a decision not to utilize time-and-materials billings. She inquired about the City's job file and whether inspectors signed off on invoices. Mr. Perez explained that Staff had two steps for contracts. Mr. Ting clarified that the document Vice Mayor Shepherd had was not an invoice; it was an estimate from the contractor. Staff provided a contractor with a scope of work and requested an estimate for the work. Vice Mayor Shepherd did not believe a quote was needed under a contract, and asked how a quote became involved. Mr. Ting reported the contract was not typical because there was not a fixed scope of work. The contract was used for several different projects as they arose. Vice Mayor Shepherd noted the report did not contain a copy of the contract. Chair Burt asked if Staff received a quote for each project based upon the formula in the bid, even if the contract was properly handled under the bid line scenario. Ms. Fong responded yes. If Staff had a better defined list of bid items, they could have used the bid items in that way. Chair Burt inquired whether the contractor would have provided a quote for each project. Vice Mayor Shepherd added that a contract had phases and dates. Chair Burt explained that Staff provided the volume of work and said the contactor bid was based on a metric system as a means of rating. The quote needed to be articulated in a way that was consistent with the fixed bid. He asked if his explanation was accurate. Attachment B MINUTES Page 10 of 22 Finance Committee Regular Meeting Minutes 11/5/13 Mr. Boussina answered yes and said he understood that projects were not defined at the beginning of the contract. He added that the contract specified a process of submitting quotes and receiving approval. Vice Mayor Shepherd inquired whether Staff had an invoice to match the quote. She also asked if Staff received invoices prior to issuing payment. Mr. Boussina responded yes and said finding four indicated the Auditor was not able to match the work performed with approved quotes and added that a much higher level of detailed controls was needed, especially for a time- and-materials contract. David Yuan, Contract Manager for Utilities reported that a sample bill reflected the work order, the street address of the work, the time cards of contractor employees, and the billing hours charged. Throughout the contract, Staff received more than 200 work orders. Staff had documents and time cards for each work order. Mr. Ting explained that each engineer utilizing the contract had their own job file and each estimator could have his own job file. Staff changed the process such that the Contract Manager would have one centralized file. Mr. Perez indicated that the Utilities Department deemed an invoice ready for payment and entered it into SAP. SAP determined whether the contract was valid and whether funds were available to pay the invoice; then Staff paid the invoice. Vice Mayor Shepherd felt Staff should have a quote for each invoice. Mr. Perez stated that the accounts payable division did not have a copy of the contract. The Utilities Department and ASD each needed a copy of the contract. He expected the Utilities Department to determine whether the invoice complied with the contract and was ready for payment. Vice Mayor Shepherd felt it was important for the Utilities Department to approve the invoice. Mr. Yuan added that the IFB contained 69 line items. Forty-three line items were fixed price, and the remaining 26 line items were time and materials. It was a hybrid contract. Chair Burt inquired whether the fixed bid line items totaled 90 percent of the dollar amount. Attachment B MINUTES Page 11 of 22 Finance Committee Regular Meeting Minutes 11/5/13 Mr. Boussina answered yes. Mr. Yuan explained that the contract allowed for both fixed and time-and- materials items. Chair Burt requested that the Auditor explain his contention regarding the 90 percent of funds being paid for with fixed bid line items, even though the number of line items was 70 percent. Mr. Boussina reported the IFB document clearly stated bid items 1-43 were the primary method of pricing all work as a result of the bid. The bid was constructed with estimates in terms of linear foot and how much work the City wanted. The estimates for fixed price line items were multiplied by the bid submitted. Mr. Keene asked if he meant for all bidders. Mr. Boussina replied yes. He stated that time-and-materials line items based on one hour resulted in a minimal effect on the total amount of the bid. Chair Burt inquired whether 90 percent of bid funds were expended for fixed line bids, even though 30 percent of the line items were time-and-materials bids. Mr. Ting noted the time-and-materials items were meant to enhance fixed line items. Chair Burt did not believe the percentage of line items related to time and materials was relevant. From a dollar standpoint, 90 percent of funds paid for fixed line items. The contract estimated the number of total feet for the year. If the estimation of feet was different, then the amount charged increased or decreased. The original Staff cost estimate was $1 million, and $800,000 was the amount presented to the Council. He asked what caused the estimate to change because he suspected the change in the estimated cost was related to the estimated amount of work, as opposed to the dollars per metric. Mr. Ting explained that the original $1 million estimate was based on historical expenditures. Between releasing the bid and preparing the CMR for the Council, there was a change in the amount of work. Mr. Perez reported Staff should have told the Council the contract was bid at Attachment B MINUTES Page 12 of 22 Finance Committee Regular Meeting Minutes 11/5/13 $1 million, but Staff expected to expend only $800,000 based on activity. Ms. Fong recalled Staff instituted different contract management practices wherein anyone who requested payment had to double check the invoice against the contract. Mr. Ting indicated the Utilities Department Staff worked with engineers to ensure they were familiar with contracts, bid items, and time-and-material items. When engineers requested an estimate from the contractor, they checked it against the contract for accuracy. The City now paid the actual cost of doing the work. Vice Mayor Shepherd inquired whether Staff audited current contracts and whether any contracts were noncompliant in accordance to the manner they were presented to the Council for approval. Mr. Ting answered no. Chair Burt asked if Staff reviewed current contracts. Mr. Ting replied yes, Staff began to review all projects. Vice Mayor Shepherd asked if all contracts were compliant with CMRs. Mr. Keene asked if Vice Mayor Shepherd was referring to all Utilities contracts approved by the Council. Vice Mayor Shepherd noted the Council approved a CMR with a contract, and inquired about the number of active contracts. Ms. Fong reported Utilities had approximately 200 active contracts. Chair Burt stated the Casey Construction contract was an irregularity; he asked how many other fixed-line bid contracts were in existence and whether Staff reviewed them. Mr. Yuan indicated the Casey Construction contract was the only fixed line bid contract with a time-and-materials option. Vice Mayor Shepherd explained that typically all contractors had a time-and- materials item at the bottom of fixed-bid contracts to capture miscellaneous items. She wondered whether Staff reviewed all active contracts and determined that contracts functioned in the manner they were presented to the Council for approval through the CMR process. Attachment B MINUTES Page 13 of 22 Finance Committee Regular Meeting Minutes 11/5/13 Mr. Yuan remarked that Staff reviewed all construction contracts, not all contracts. Ms. Fong added that the Utilities Department also had commodities contracts and energy efficiency contracts. Mr. Keene explained that the Casey Construction contract was bid as a fixed- bid contract. The audit and Staff's response made it clear that the contract was not executed as a fixed-bid contract. The contract was paid as a time- and-materials contract over a three-year period for a total of approximately $1.9 million. The initial question was whether the change to a time-and- materials contract was fair to other bidders. The second question was whether the City received real value and whether the contractor delivered on the work performed. Council Member Berman referenced the handwritten note, “ok to pay,” on the invoice provided as a sample and inquired about the process for determining whether the invoice was acceptable and whether there was documentation to support that acceptance. Mr. Ting reported that the engineer project manager received the invoice, checked it against the scope of work, and reviewed it with operations. The operations supervisor ensured that the work was performed and that inspectors checked the work and the invoice against contractor time cards. The Operations Department signed off on it and returned it to engineering to review the invoice against the scope of work and the quote. Council Member Berman asked if Staff had a paper trail of those steps. Mr. Ting indicated operations had a paper trail and engineering had another. The Utilities Department did not have a central location for all drawings, scopes of works, estimates, and invoices at that time. Vice Mayor Shepherd asked if Staff now had paperwork to support each line item in an invoice. Mr. Ting stated the invoice should have the service order attached to it. The service order package needed to have associated drawings and the scope of work attached to it. Council Member Schmid asked if the projects were all development projects. Mr. Ting reported the majority were customer service projects. Other Attachment B MINUTES Page 14 of 22 Finance Committee Regular Meeting Minutes 11/5/13 projects involved maintenance and CIP projects. Council Member Schmid indicated a good number of projects were paid by developers who had the option of performing the work themselves or having the City perform it. Developers placed confidence in the City to operate at an efficient and effective level. Chair Burt recalled that prior to the financial crisis, the City had a consistent pattern of receiving bids higher than City estimates. After the financial crisis began, the pattern changed to bids being significantly lower than City estimates. The Council discussed whether to take advantage of the lower bids in order to accelerate projects. A very low bid was a cause for further scrutiny to ensure contractors did not make up the low bid over the course of the contract. He asked how the City lost approximately $281,000, when the bid was so much lower than other bids. Mr. Boussina explained Casey Construction admitted they made a mistake in the bid. Vice Mayor Shepherd understood the timing of the Casey Construction admission bid was different. Mr. Perez clarified that Casey Construction made the admission prior to the contract being awarded. Mr. Keene asked if Staff knew why Casey Construction made the admission. Mr. Boussina stated that notes indicated Casey Construction misunderstood certain line items. In one instance, Casey Construction thought the City was building a parking lot; the bid was below estimates because of certain line items. Mr. Keene inquired whether Casey Construction had knowledge of the other bids when it made the admission. Mr. Boussina presumed Casey Construction did not because they learned that they made a mistake when the bids were opened and their bid was significantly less than other bids. Mr. Keene needed to know how Casey's Construction was informed to think they made a mistake and how that determined whether Staff should have rejected the bid. Chair Burt requested an explanation of the additional cost of $281,000 once Attachment B MINUTES Page 15 of 22 Finance Committee Regular Meeting Minutes 11/5/13 Casey Construction agreed to honor its bid. Mr. Boussina explained that the analysis was retrospective, meaning they used line items that Casey Construction chose to bill the City with because they billed the City using line items that were more expensive than the second lowest bidder. Casey Construction was minimal in using, or did not use line items that were significantly below the second bidder. Mr. Keene took issue with this part of the audit because it involved estimation. The analysis presumed that the second bidder would have remained static in the same environment. He said the second bidder could have utilized different pricing if they had won the bid. Chair Burt inquired whether Casey's Construction bid could have resulted in up to $281,000, as the Auditor did not know what the other bidders would have invoiced. Mr. Boussina agreed and said if Casey Construction had billed the City based on unit price items, the result would have been different. The $281,000 was the best estimate he could provide given the available information. Council Member Schmid inquired whether the Committee was ready to proceed to suggested actions. Vice Mayor Shepherd asked if the Committee should discuss each finding. Chair Burt responded yes. Vice Mayor Shepherd asked if the Committee would then discuss the City Manager's Action Plan. Chair Burt inquired about the best way to discuss those topics. Mr. Boussina said the narrative response contained a great deal of background information. Council Member Berman inquired about the process for follow-up discussion regarding implementation of the City Manager’s Action Plan. Chair Burt explained that typically the Committee only discussed items that either the Auditor or the Committee had specific issues with. Mr. Perez discussed Finding 1.1, which says: “Auditor Recommendation: The Utilities Department and ASD should implement policies and procedures Attachment B MINUTES Page 16 of 22 Finance Committee Regular Meeting Minutes 11/5/13 to appropriately address significant variances between City estimates and contractor bids before awarding contracts, in order to ensure staff awards contracts to the lowest responsible and responsive bidder, as required by the Municipal Code. City Manager’s Action Plan: When there are significant differences between the lowest bid and staff estimates or other bids, City Staff will set up a meeting with the lowest bidder to ensure that its bid is correct, that it can perform the work as described, and to ensure compliance with Municipal Code 2.30.440. Staff will document this discussion with the bidder to include: 1) date of the meeting; 2) attendees at the meeting; 3) description of the questions related to the bidders' submittals; 4) summary of the discussion; 5) staff and contractor agreement/resolution of questions; and 6) next steps.” Staff was not aware of a specific percentage to utilize when monitoring the difference between the lowest and second lowest bids. He asked if the Auditor was aware of a standard percentage. Mr. Boussina replied no. He was aware of various procedures and flow charts. Mr. Perez said he would inquire further regarding a standard percentage. Different rules applied for different types of contracts. Council Member Berman requested clarification of that statement. Mr. Perez planned on developing a standard and presenting Staff's actions to the Committee. In construction contracts, a self-check mechanism was the ability to file a protest. The Municipal Code provided a process for protests that led to the City Council. Council Member Berman asked who filed a protest. Mr. Perez responded other bidders. A protest had to be filed within seven days with the Purchasing Manager, and the Purchasing Manager provided a response. If bidders disagreed with the Purchasing Manager's response, then the protest moved to him within ten days of the Purchasing Manager's response. He then reviewed and responded to the protest. If bidders disagreed with his response, then the protest was presented to the Council. Council Member Berman did not recommend relying on the market to determine the decision of a responsible bid. Mr. Perez wanted to implement a formal process. In addition to the proposed next steps, Staff was implementing an independent review by a firm that specialized in best practices for purchasing. During the Budget process, Staff eliminated funding for training programs regarding contract Attachment B MINUTES Page 17 of 22 Finance Committee Regular Meeting Minutes 11/5/13 project management. Training needed to be reinstituted, and Staff requested resources to implement those processes. Council Member Schmid noted issues were raised with respect to bids in at least three projects. Creating a standard was going to be difficult. Mr. Perez added that contractors admitted to making mistakes in bids, and those mistakes cost the contractors. The contractors hoped to make up the loss on the next project. Council Member Berman felt Casey Construction did not agree to accept a loss on the contract. Chair Burt was unsure whether the Committee heard the whole scenario. Mr. Perez indicated Staff did not have documentation to demonstrate whether or not Casey Construction agreed to accept a loss. Staff needed to formalize steps for contractor discussions. Council Member Schmid inquired whether ASD accepted responsibility for Finding 1. Mr. Perez answered yes. Mr. Keene added that ASD would establish criteria to signal problems that needed to be investigated to ensure the City received a responsible bid. Mr. Perez reported Staff would establish a threshold for elevating concerns to him, and then he would refer potential problems to the City Attorney or the City Manager. That process was currently in place; however, it was not a formal process. Vice Mayor Shepherd discussed Finding 1.2 “Auditor Recommendation: The Utilities Department and ASD should ensure the accuracy of key information stated in staff reports submitted to City Council, including those which request authorization for the award of contracts. City Manager’s Action Plan: The Utilities Department prepares the staff report based on the most current information that is available including notation of any changes of staff estimates. ASD reviews staff reports requesting award of Utility contracts. As part of this review ASD validates the summary of solicitation information. ASD will continue to perform this function and will put an extra emphasis as a result of this finding to match key figures in the solicitation summary to the actual solicitation documents.” Having the engineer's estimate, bids and Staff comments were useful to the Council in discussing Attachment B MINUTES Page 18 of 22 Finance Committee Regular Meeting Minutes 11/5/13 the awarding of bids. She inquired whether Staff routinely provided that information to the Council. Mr. Perez reported Staff's goal was to provide all information to the Council. At times information was omitted because of Staff turnover or lack of training. The key was to emphasize that detail in training. Vice Mayor Shepherd suggested Council Members request the information if it was not provided. Ms. Fong noted that the City Attorney Staff reviewed most of Staff's memoranda. The City Manager read the information and requested additional information, clarification, or revisions. She also read the information and requested clarification or revisions. Utilities Staff wanted to be transparent. Council Member Schmid noted contracts were usually presented on the Consent Calendar and inquired whether the Auditor was satisfied with the Council's oversight of awarding contracts. Chair Burt did not believe that was a fair question for the Auditor as it was a policy decision. The Council made the decision whether to remove an Item from the Consent Calendar. Council Member Schmid asked the Auditor whether during the audit he was satisfied with the process of Council oversight. Mr. Boussina was not able to comment on the Council's processes. It was difficult for the Council to recognize all challenges and pitfalls of a contract. In this particular audit, he felt the Staff Report was not accurate and transparent in order to provide the Council with an opportunity to raise concerns about the contract. Molly Stump, City Attorney explained that City Attorney Staff was in the queue to review all CMR’s with respect to legal issues, enforceability, and compliance with laws. She did not wish to give the impression that the Attorney's Office reviewed factual matters presented by a department. City Attorney Staff relied on other Staff in the work process for review of certain items. Mr. Perez noted an online system directed CMR’s to the City Attorney for review. Purchasing was not a mandatory reviewer. The departments needed to designate Purchasing as part of the review of a contract. Attachment B MINUTES Page 19 of 22 Finance Committee Regular Meeting Minutes 11/5/13 Mr. Perez discussed Finding 1.3 “Auditor Recommendation: ASD should prioritize implementing a system to electronically record and track vendor bids as part of any future system implementation for ASD Purchasing. City Manager’s Action Plan: Staff is in the early phase of reviewing online bid options and will issue a request for proposal for such a service.” He agreed with the Finding. The Chief Information Officer was a member of the Task Force and identified additional tools for the bid process. Vice Mayor Shepherd asked how Staff would reconcile the finding of a weak scope of services. Mr. Perez indicated that was a difficult challenge. For the most part, ASD relied on technical experts to prepare the scope of service for a contract. Mr. Perez discussed Finding 2.4 “Auditor Recommendation: The Utilities Department and ASD should review existing policies, implement new policies, and develop procedures to ensure the City’s contracts are appropriately re‐evaluated and renewed in accordance with applicable contract terms and the Municipal Code. City Manager’s Action Plan: Policies and procedures will be reviewed, revised, and implemented to evaluate contractor work every 12 months, at a minimum. This may include periodic meetings with the contractor during the year to discuss issues with performance, contract compliance, or invoicing. The evaluation criteria shall include: 1) Performance; 2) Compliance with the contract; 3) Responsiveness to work scheduling; 4) Accuracy of estimates; 5) Accuracy of invoicing; and 6) Responsiveness to City issues. ASD staff will create a contract monitoring checklist to aid in regular contract administration. The checklist will prompt for review of contract terms, contractor deliverables, project milestones, payments, and overall performance. The information collected via the checklist will aid in performance review when contract renewal is sought.” Staff said they would create a monitoring checklist and sets of criteria for contracts. Council Member Berman recommended Staff emphasize contract compliance. He noted that the contractor's performance may have been good; however, the contract was obsolete at the moment the basis changed to time and materials. The contract did not need to be renewed because it was not the contract approved by the Council. Performance did not overshadow contract compliance. Ms. Fong said she would more closely monitor compliance. Chair Burt inquired whether that was adequately captured in the Action Plan. Attachment B MINUTES Page 20 of 22 Finance Committee Regular Meeting Minutes 11/5/13 Mr. Perez said he could expand the definition of Contract Compliance. Mr. Keene explained that Staff would return to the Committee to provide an update regarding implementation of the Action Plan. There were opportunities for additional follow-up discussions. Mr. Perez reported that this step would accomplish the accountability process. Ms. Fong discussed Finding 3.5 “Auditor Recommendation: The Utilities Department should work with ASD to review existing contract performance management policies and develop procedures to ensure staff appropriately administers the City’s contracts. Procedures should address the following areas: 1) Monitoring of contractor billings to ensure, 2) accuracy and compliance with contract terms, and 3) Ensuring contracts are appropriately and timely modified, if required. City Manager’s Action Plan: Utilities staff is formalizing the process by which work is requested of the contractor, approved, inspected, reviewed for completion, and invoices reviewed and approved for payment including: 1) Roles and Responsibilities for Substructure Contract; and 2) Flow Chart Diagram. Utilities is in the process of hiring a Coordinator Utilities Project to assist Engineering in administrating contracts, verifying invoices and processing payments. Utilities will be requesting similar positions in Operations and Customer Support Services in the 2014 mid‐year budget. Utilities will also develop a tracking mechanism to monitor contractor work, reconcile invoices, and verify payments which includes: 1) Service Order number; 2) Scope of work and link to project as‐ built drawings; 3) Contractor work estimates; 4) Project change orders and explanations; 5) Invoices and payments; 6) Explanations for estimate/actual cost variances; 7) Name of project engineer; 8) Name of project inspector; 9) Name of contractor crew foreman; 10) Comments on project issues or contractor; and 11) Performance. ASD will conduct a review of the entire purchasing process citywide to review current best practices and lay out a plan for improvement to align with current best practices where needed. This review may include a third party. The departments will collaborate to bring contract management training to appropriate staff. This training will be rolled out to all departments.” She also discussed Finding 4.6 “Auditor Recommendation: The Utilities Department should work with ASD to review existing contract performance management policies and develop procedures to ensure staff appropriately administers the City’s contracts. Procedures should address the following areas: 1) Roles and responsibilities for the Contract Administrator and any additional training requirements for staff; 2) Monitoring of contractor performance; 3) Ensuring payments are made only for services and materials included in the contract scope; and 4) Ensuring there is an adequate process and documentation to show planned work has Attachment B MINUTES Page 21 of 22 Finance Committee Regular Meeting Minutes 11/5/13 been completed. City Manager’s Action Plan: Recommendation 5 & 6 are similar. See response to recommendation 5.” She did not believe the Auditor took issue with some of the proposed steps. Utilities Staff was formalizing a process and determining the roles and responsibilities with respect to implementation of contract terms. She was in the process of hiring a Contract Utilities Administrator, identifying contract administration positions in operations and customer support service areas and developing better tracking mechanisms to monitor contractor work. She was developing procedures to explain cost variances and to document discussions with contractors. Council Member Schmid asked if Staff would have a centralized file for records. Ms. Fong reported Utilities Staff would maintain complete files for projects and the Purchasing Department would maintain invoices and payments. Mr. Perez was reviewing the need for a resource to perform spot checks. Staff was exploring the cost of additional controls and would provide a recommendation. Council Member Schmid inquired whether the City Manager could obtain documents from departments to answer any questions he might have. Mr. Perez wanted to ensure all departments maintained centralized files so that records were available. Training would teach Staff which documents should be retained in a file. Council Member Schmid asked if ASD would be responsible for departments reaching the same standards as those being implemented for the Utilities Department. Mr. Keene indicated the Task Force was designed to respond to problems across the organization. Staff wanted an integrated online system that would allow ASD to view Utilities files. Until a system was identified and implemented, Staff would develop practices to routinize the channels and connections. Vice Mayor Shepherd was happy to see the changes. If systems and operations worked smoothly, the time between approval and payment of invoices was expected to be short. She inquired whether the Purchasing Department would have the authority to return invoices to departments. Mr. Perez answered no. The Purchasing Department did not have Attachment B MINUTES Page 22 of 22 Finance Committee Regular Meeting Minutes 11/5/13 information to determine whether an invoice was appropriate for payment. Ms. Fong reported the Utilities Department would have the responsibility of ensuring invoices were accurate. Vice Mayor Shepherd felt there was a needed to be a process for the Purchasing Department to validate whether or not an invoice was accurate. Mr. Perez indicated the Purchasing Department would not know if the invoice complied with the contract terms. Ms. Fong reiterated that Utilities was responsible for contract compliance. Vice Mayor Shepherd asked if there was an initialing system to indicate an invoice was approved and checked against the contract. Ms. Fong replied yes. Mr. Perez agreed that Purchasing could check for initialing. Mr. Keene reported quality control was the department's responsibility. Ms. Fong remarked that ASD had to rely on the experts for development of a scope of service. Utilities Staff was improving with respect to development of scopes of service. Mr. Keene did not want anyone with oversight responsibility to feel they were disempowered from asking questions. Staff expected to discuss aspects of contracts, bids, invoices and such. Mr. Perez indicated ASD had an oversight role and fulfilled it. Vice Mayor Shepherd wanted invoices approved in such a manner that Staff knew who approved it. MOTION: Council Member Schmid moved, seconded by Chair Burt to recommend the City Council accept the Contract Oversight Audit: Trenching and Electric Substructure. Chair Burt felt Staff's responses were significant. He said implementation of those policies and procedures would provide better systems. MOTION PASSED: 4-0 Attachment B City of Palo Alto (ID # 4275) City Council Staff Report Report Type: Consent Calendar Meeting Date: 12/16/2013 City of Palo Alto Page 1 Summary Title: Appeal of 636 Waverley ARB Decision Title: 636 Waverley Street [13PLN-00262]: Council Consideration of an Appeal of the Director of Planning and Community Environment’s Decision to Approve the Architectural Review of a New Mixed-Use Development. The Proposed Four-Story 10,278 sq. ft. Building Includes 4,800 sq. ft. of Commercial Uses on the First and Second Floors and Two Residential Units on the Third and Fourth Floors in the CD-C(P) Zoning District; the Project Provides 20 Parking Spaces in a Below Grade Garage. Environmental Assessment: Exempt from the Provisions of the California Environmental Quality Act (CEQA) per Sections 15303 and 15332. From: City Manager Lead Department: Planning and Community Environment Recommendation Staff recommends that Council uphold the Director of Planning and Community Environment’s decision to approve the Architectural Review application for the proposed mixed-use project based upon the findings and conditions of approval described in the Record of Land Use Action (Attachment A). Executive Summary On June 17, 2013, an application for Architectural Review was submitted for the development of a new four-story mixed-use building with a below grade parking garage, providing all the required parking spaces. The Architectural Review Board reviewed and recommended approval of the project on October 17, 2013 and the Director of Planning and Community Environment approved the project on October 21, 2013. Within the prescribed timeframe, one appeal of the approval decision was filed by Mr. Douglas Smith, a downtown resident. The appeal cites concerns about the project’s aesthetic impacts and its lack of neighborhood compatibility. Staff believes that the concerns raised in the appeal have been sufficiently addressed in the project’s design and that the required findings to support approval of the project have been made. City of Palo Alto Page 2 Background Review Process This development received a recommendation for approval from the ARB and a Director level approval in October. The application was then appealed to the City Council. The standard procedure for the review of an appealed Architectural Review application is to place the item on the Council’s consent agenda within 30-days of the appeal. The Council may pull the item off of consent (3 Council votes required) and schedule the item for a public hearing. If the Council elects to schedule this item for a public hearing, staff has targeted the January 13, 2014 Council meeting for this possibility. Project Description The project includes the demolition of the existing 1,406 sq. ft. structure, currently used as office, and construction of a new four-story, 10,278 sq. ft. mixed-use building. The first two floors would provide 4,800 sq. ft. of commercial office space and the top floors would each have one three-bedroom residential unit (1,700 sq. ft. and 2,600 sq. ft. respectively) with large open terraces and an additional roof deck for the top unit. The required 20 vehicle parking spaces are provided in a below-grade parking facility utilizing parking lifts to meet the requirements; the project is fully compliant with the City’s code requirements for on-site parking. For clarification, the ARB’s purview is over the design-related issues of a project, which can include the parking facilities and site circulation, but not the regulatory aspects of a project’s parking requirements (i.e. number of spaces provided). The project features a fully glazed front façade and the prominent use of glazing on the remaining three elevations. The proposed materials include grey-toned, smooth integral color concrete and structural glazed window systems with aluminum frames; the glazing would be clear, insulated low-e glass. Grey corrugated metal panels are proposed for the roof screen element. The outdoor treatments include concrete pavers for the garage ramp and the side walkway, two retractable bollards controlling vehicle access to the garage, one non-standard bike rack in front of the building, and landscaping elements that include new planter strips along the sidewalk and a new 24-inch box Ginkgo street tree; the existing Ginkgo street tree, which is not in prime condition, would be removed. The residential terraces would be furnished with landscape planters and outdoor seating. For each residential level, substantial open space is provided with these outdoor spaces. For additional project details, please see the attached project plans (Attachment I). City of Palo Alto Page 3 Figure 1: Proposed Front Elevation Architectural Review Board Action On October 17, 2013, at the project’s third hearing, the Architectural Review Board (ARB) reviewed and recommended conditional approval (on a 4-1 vote) of the project. The project was continued from the first two meetings so the applicant could address the ARB’s design concerns regarding the building massing, façade details, and landscaping. At all three ARB meetings, public speakers cited concerns about the project’s design and compatiblity with the neighborhood. Mr. Smith, and five others who are listed on the appeal letter, attended one or more of the three public hearings. The attached ARB staff reports and meeting provide additional details (Attachments F and G). Discussion Architectural Review Findings In the planning review of a project subject to Architectural Review, there are required findings (ARB Findings) that must be considered and complied with in order to support approval of a project. These findings are not based on quantitative standards, such as a maximum height allowance or defined setback requirement, but rather on more qualitative measures (e.g. design appropriate to the function of the project, plant material suitable to the site, and design appropriate with the immediate environment of the site). Within this qualitative realm, the Council-appointed ARB members, who are all experienced design professionals, provide their expertise in evaluating the ARB Findings to support a project. Attachment A includes the project’s ARB Findings and discusses the project’s compliance with each. Context-Based Design Criteria and Downtown Urban Design Guide In addition to the ARB Findings, the project must also be consistent with the Context-Based Design Criteria. In addition, since the project is located in the downtown the Downtown Urban Design Guide helps guide development. The Urban Design Guide in advisory, not mandatory. City of Palo Alto Page 4 Context-Based Design Criteria The zoning code (PAMC 18.18.110 Context-Based Design Criteria) states that development in a commercial district shall be responsible to its context and compatible with adjacent development, and shall promote the establishment of pedestrian oriented design. Context is intended to indicate relationships between the site's development to adjacent street types, surrounding land uses, and on-site or nearby natural features, such as creeks or trees. The word "context" should not be construed as a desire to replicate existing surroundings, but rather to provide appropriate transitions to those surroundings. "Context" is also not specific to architectural style or design, though in some instances relationships may be reinforced by an architectural response. The Context-Based Design findings are very similar to the ARB Findings and focus on the qualitative aspects of the project that considers the following: Pedestrian and Bicycle Environment, Street Building Facades, Massing and Setbacks, Low-Density Residential Transitions, Project Open Space, Parking Design Large (Multi-Acre) Sites, and Sustainability and Green Building Design. Attachment A discusses in detail the project’s compliance with these findings. Downtown Urban Design Guide The Downtown Urban Design Guide (Guide) provides direction to the applicant, staff and ARB regarding development and design in the downtown area. The Guide divides the downtown area into districts, each having a unique identity and design characteristics. The project site is located outside the applicable boundaries of the defined districts within the Guide. It is located on the periphery of the Hamilton Avenue District (Hamilton Avenue), which extends from Alma Street to Middlefield Road. The Guide recommends promoting this area as “an active mixed use district which comfortably accommodates larger scale commercial office, civic, and institutional buildings” while maintaining the “tree-lined pedestrian environment with complementary outdoor amenities to offset the urban intensity.” The proposed project is consistent with the goals of the Hamilton Avenue District. Appeal On November 4, 2013 an appeal was filed by Mr. Douglas Smith and included 11 co-signers. The appeal letter cited three primary concerns for appealing the approval decision. These concerns are focused on quality design, neighborhood compatibility, and the review process (Attachment C), and are discussed below and followed by staff’s response. Concern #1: Quality Design: The appeal states that “there should be something visual on the building exterior to interest the pedestrian both up close and afar, lest the building be judged ordinary or an eyesore. But there is no such interest in the Hayes design. On all levels, seen City of Palo Alto Page 5 from a distance, the design composition is a jumbled mess of elements that fit together in a strictly utilitarian fashion, subject to no overall aesthetic pattern that would please a non- architect passerby.” The primary project elements identified in the appeal letter as unattractive are (1) the extensive use of glass on the building, (2) the concrete blank walls, and (3) minimal landscaping along the street frontage. Staff Response: The proposed project features a modern design that incorporates strong geometric shapes with the use of concrete and glass. The design was supported and generally well-like by a majority of the ARB. The City does not mandate architectural styles for development, but rather requires projects to be generally compatible with the overall context. The ARB defined the existing context as eclectic, with varying architectural styles and building forms; there was not a strong pattern established. Based on this existing condition, the ARB Findings to support the design of the project could be made. For the landscaping issue, the project includes planters in front of the building, green screens on the perimeter walls, planter pots on the terraces, and a new planter strip within the sidewalk with a replacement street tree. These landscaping elements were found to be adequate for providing green elements to the project. Concern #2: Neighborhood Compatibility The second issue raised in the appeal is the project’s compatibility with the existing neighborhood context. The appeal specifies four areas of the project that are of concern:  The design has “overpowering siting and massing” by covering 90% of the lot and not providing setbacks;  The use of concrete and glass building materials is inconsistent with the existing materials used on other buildings in the immediate area;  The primary entrance to the building is not set back from the street and is not centrally located (placed in the middle) on the building, which is unlike the existing street pattern; and  The “windows in this design are not inset like all others in the area” and are “radically incompatible with all other buildings on the block.” Staff Response: The standard zoning in the CD-C zone district allows “zero” setbacks from property lines. In fact, many buildings in the area were constructed with little to no setbacks. City of Palo Alto Page 6 Furthermore, the City does not require that new development be constructed with the same materials as nearby existing buildings, use the same window design, or follow an existing pattern for the building entrances. New developments may have unique elements and feature an innovate designs. The ARB, during their multiple discussions on the project, discussed at great lengths the issues relating to design, building massing, and neighborhood compatibility. The project was revised twice based on the ARB’s feedback on these specific concern, and with the final revision project approval was recommended. The ARB made the determination that the modern design of this project, fits within the existing eclectic neighborhood context of the 600 block of Waverley Street. The ARB considers the project’s overall compatibility with the general context. The uses on the block move from commercial on the Hamilton Street edge to high density residential (multi-story condos) uses at the Forest Street edge. The proposed mixed-use building in the middle of the block fit appropriately with the existing uses and with the close proximity to the downtown core. Concern #3: Review Process The final issue identified in the appeal is the City’s review process, citing concern about the lack of analysis of the project’s aesthetic compatibility and the design quality in the project’s ARB staff report. And, as part of the decision making process, there is concern that “the project (was) not considered entirely on its own merits” because the ARB was provided with early design concepts of the potential redevelopment of 640 Waverley, which is adjacent to the project in question. Staff Response: In preparation of the ARB staff report, staff outlines the factual elements of the project and identifies discussion items relevant to the project for the ARB to consider. As part of its review, the ARB reviews the project’s Findings, and provides feedback to staff and the applicant if there are concerns. To clarify the concern raised about the project not being considered on its own merits, it was made clear to the ARB that the concept plan for 640 Waverley Street was included purely for reference only. It was not stated or suggested that the concept plan would be approved or developed; it was intended to provide additional information about the development potential. During reviews of development applications, potential redevelopment of adjacent sites can never be relied upon for making present-day decisions on projects. POLICY IMPLICATIONS City of Palo Alto Page 7 The proposed project is consistent with the Comprehensive Plan and staff believes there are no other substantive policy implications. The project is consistent with Comprehensive Plan policies related to quality design, business and economics, and housing. The Comprehensive Plan encourages owners to upgrade or replace existing commercial properties so that these commercial areas are more competitive and better serve the community. The proposed project is consistent with Policy L-23, which supports maintaining and enhancing the University Avenue/Downtown area as the central business district of the City, with a mix of commercial, civic, cultural, recreational and residential uses; promote quality design that recognizes the regional and historical importance of the area and reinforces its pedestrian character. RESOURCE IMPACTS The cost of project review by all staff is recovered by fees paid by the applicant. Development impact fees are required of development in Palo Alto and an approval condition requires payment prior to the issuance of a Building Permit. ENVIRONMENTAL REVIEW Pursuant to California Environmental Quality act (CEQA), this project is Categorically Exempt under CEQA Guidelines Sections 15332 (Infill Development Projects) and 15303 (New Construction or Conversion of Small Structures). The infill exemption (15332) is intended to promote infill development within urbanized areas and consists of environmentally benign projects which are consistent with local general plan and zoning requirements. The proposed project meets the following five thresholds for a project to qualify for this exemption: (1) The project is consistent with the applicable general plan designation and all applicable general plan policies as well as with applicable zoning designation and regulations; (2) The proposed development occurs within city limits on a project site of no more than five acres substantially surrounded by urban uses; (3) The project site has no value as habitat for endangered, rare or threatened species; (4) Approval of the project would not result in any significant effects relating to traffic, noise, air quality, or water quality; and (5) The site can be adequately served by all required utilities and public services. The new construction exemption (15303) can be applied to projects that are located within urbanized areas for up to four commercial buildings not exceeding 10,000 sq. ft. in floor area on sites zoned for such use, if not involving the use of significant amounts of hazardous substances and where all necessary public services and facilities are available and the surrounding area is not environmentally sensitive; and for the construction or conversion of up to three single- family residences. The proposed project in its proposed downtown location, with two residential units and 4,800 sq. ft. of office space, falls within the scope of projects eligible to use this exemption. Attachments: City of Palo Alto Page 8  Attachment A: Record of Land Use (DOC)  Attachment B: Location Map (PDF)  Attachment C: Smith Appeal Letter (PDF)  Attachment D: Applicant's Response to Appeal Letter (PDF)  Attachment E: Project Description (PDF)  Attachment F: ARB Staff Reports without Attachments (10/17/13, 09/19/13, 8/15/13) (PDF)  Attachment G: ARB Meeting Minutes (10/17/13, 09/19/13, 8/15/13) (PDF)  Attachment H: Zoning Compliance (DOC)  Attachment I: Plans (TXT) Page 1 of 26 Attachment A DRAFT ACTION NO. 2013-xx RECORD OF THE COUNCIL OF THE CITY OF PALO ALTO LAND USE ACTION FOR 636 WAVERLEY STREET: ARCHITECTURAL REVIEW 13PLN-00262 (DAVID KLEIMAN, OWNER) On December 16, 2013, the Council upheld the Director of Planning and Community Environment’s October 21, 2013 decision to approve the Architectural Review application of the for the construction of a new mixed-use development making the following findings, determination and declarations: SECTION 1. Background. The City Council of the City of Palo Alto (“City Council”) finds, determines, and declares as follows: A. On June 7, 2013, David Kleiman applied for Architectural Review of a four-story 10,278 sq. ft. mixed-use development that includes 4,800 sq. ft. of commercial uses on the first and second floors and two residential units on the third and fourth floors in the CD-C(P) zoning district; the project provides 20 parking spaces in a below grade garage(“The Project”). B. Following staff review, the Architectural Review Board reviewed the project on August 15, September 19, and lastly on October 17, 2013 and voted [4-1-0-0] to recommend the Director of Planning and Community Environment’s (“Director”) to approve the project. The ARB’s action is contained in the CMR #4275. C. On October 21, 2013, the Director of Planning and Community Environment (Director) approved the Architectural Review application. D. On November 4, 2013, within the prescribed timeframe, one appeal of the Director’s decision was filed by Douglas Smith. SECTION 2. Environmental Review. Pursuant to California Environmental Quality act (CEQA), this project is Categorically Exempt under CEQA Guidelines Sections 15332 (Infill Development Projects) and 15303 (New Construction or Conversion of Small Structures). The infill exemption (15332) is intended to promote infill development within urbanized areas and consists of environmentally benign projects which are consistent with local general plan and zoning requirements. The proposed project meets the following five thresholds for a project to qualify for this exemption: (1) The Page 2 of 26 project is consistent with the applicable general plan designation and all applicable general plan policies as well as with applicable zoning designation and regulations; (2) The proposed development occurs within city limits on a project site of no more than five acres substantially surrounded by urban uses; (3) The project site has no value as habitat for endangered, rare or threatened species; (4) Approval of the project would not result in any significant effects relating to traffic, noise, air quality, or water quality; and (5) The site can be adequately served by all required utilities and public services. The new construction exemption (15303) can be applied to projects that are located within urbanized areas for up to four commercial buildings not exceeding 10,000 sq. ft. in floor area on sites zoned for such use, if not involving the use of significant amounts of hazardous substances and where all necessary public services and facilities are available and the surrounding area is not environmentally sensitive; and for the construction or conversion of up to three single-family residences. The proposed project in its proposed downtown location, with two residential units and 4,800 sq. ft. of office space, falls within the scope of projects eligible to use this exemption. SECTION 3. Architectural Review Findings. 1. The design is consistent and compatible with applicable elements of the Palo Alto Comprehensive Plan. This finding can be made in the affirmative in that the project incorporates quality design that recognizes the importance of the area as described in the Comprehensive Plan. The project is also consistent with The Palo Alto Comprehensive Plan policies related to business and economics. The Comprehensive Plan encourages owners to upgrade or replace existing commercial properties so that these commercial areas are more competitive and better serve the community. The proposed project is also consistent with the following Comprehensive Goals and Policies: Program L-11: Promote increased compatibility, interdependence, and support between commercial and mixed us centers and the surrounding residential neighborhoods; and Policy L-23: Maintain and enhance the University Avenue/Downtown area as the central business district of the City, with a mix of commercial, civic, cultural, recreational and residential uses; promote quality design that recognizes the regional and historical importance of the area and reinforces its pedestrian character. The two additional housing units proposed are also encouraged by the Comprehensive Plan. 2. The design is compatible with the immediate environment of the site. This finding can be made in the affirmative in that the existing environment is comprised of eclectic buildings of various architectural styles and building heights and the proposed Page 3 of 26 building, with its scale, massing, and architectural style, fits within this mixed context. The majority of the existing development on the block has two-story or more massing, with three of the corner buildings four to five stories high. The proposed four story project, replacing one of the two single-story structures on the block, would be compatible with the existing mix of building heights and styles within the block. 3. The design is appropriate to the function of the project. This finding can be made in the affirmative in that the design of the new building is consistent with modern commercial buildings in the higher intensity downtown area and the large balconies and decks provide outdoor usable space for the residents, and add to the enlivening of the street. 4. In areas considered by the board as having a unified design character or historical character, the design is compatible with such character. This finding is not applicable. 5. The design promotes harmonious transitions in scale and character in areas between different designated land uses. This finding is not applicable; the site is surrounded by the Comprehensive Plan land use Community Commercial designation and is not between different land uses. 6. The design is compatible with approved improvements both on and off the site. This finding can be made in the affirmative in that the project is compatible in terms of height, massing, and design with the neighboring eclectic buildings and the overall surrounding office and retail uses of the downtown commercial area. 7. The planning and siting of the various functions and buildings on the site create an internal sense of order and provide a desirable environment for occupants, visitors and the general community. This finding can be made in the affirmative in that the building amenities (open space, parking, entry, etc.) are accessible and attractive to users. 8. The amount and arrangement of open space are appropriate to the design and the function of the structures. This finding can be made in the affirmative in that the project provides open space areas with patios and balconies for residents that are functional and desirable. 9. Sufficient ancillary functions are provided to support the main functions of the project and the same are compatible with the project’s design concept. Page 4 of 26 This finding can be made in the affirmative in that the open space, parking, and refuse areas are compatible with the project’s design. 10. Access to the property and circulation thereon are safe and convenient for pedestrians, cyclists and vehicles. This finding can be made in the affirmative in that the building is easily approachable by all modes of transportation and the automobile circulation is safe and does not introduce any significant changes to the adjacent street and sidewalk system. 11. Natural features are appropriately preserved and integrated with the project. This finding can be made in the affirmative in that the proposed tree removal is supported by the city staff and are not considered significant as to require retention. 12. The materials, textures, colors and details of construction and plant material are appropriate expression to the design and function. This finding can be made in the affirmative in that the proposed design with concrete forms, glazing, and neutral colors are compatible elements for a mixed-use building in the Downtown environment. Landscaping is discussed in Finding 13. 13. The landscape design concept for the site, as shown by the relationship of plant masses, open space, scale, plant forms and foliage textures and colors create a desirable and functional environment. This finding can be made in the affirmative in that the project includes a landscaped street frontage and planter strips within the sidewalk, and provides planters on the roof-top terrace to enhance the building. 14. Plant material is suitable and adaptable to the site, capable of being properly maintained on the site, and is of a variety which would tend to be drought-resistant to reduce consumption of water in its installation and maintenance. This finding can be made in the affirmative in that the selected landscaping (planters and frontage area) is relatively low maintenance and drought tolerant. 15. The project exhibits green building and sustainable design that is energy efficient, water conserving, durable and nontoxic, with high-quality spaces and high recycled content materials. This finding can be made in the affirmative in that the project intends to utilize photovoltaic panels, high efficiency mechanical Page 5 of 26 systems, and natural light; project is required to meet CalGreen Tier 2 requirements. 16. The design is consistent and compatible with the purpose of architectural review as set forth in subsection 18.76.020(a). This finding can be made in the affirmative in that the project design promotes visual environments that are of high aesthetic quality and variety. SECTION 4. Context-Based Design Considerations and Findings. 1. Pedestrian and Bicycle Environment. The design of new projects shall promote pedestrian walkability, a bicycle friendly environment, and connectivity through design elements. This finding can be made in the affirmative in that a bike rack is provided near the building entrance. The project also includes bike lockers in the garage to support the bicycle environment. 2. Street Building Facades. Street facades shall be designed to provide a strong relationship with the sidewalk and the street(s), to create an environment that supports and encourages pedestrian activity through design elements. This finding can be made in the affirmative in that the facade includes glazing and a covered area along the street frontage creating a visual connection to the sidewalk and street. In addition, the front facing balconies on the upper floors facilitates interaction with the street. 3. Massing and Setbacks. Buildings shall be designed to minimize massing and conform to proper setbacks. This finding can be made in the affirmative in that the project has incorporated articulation that facilitates the appearance of reducing the mass of the building. 4. Low-Density Residential Transitions. Where new projects are built abutting existing lower scale residential development, care shall be taken to respect the scale and privacy of neighboring properties. This finding is not applicable. The adjacent two-story multi-family residential apartment building is zoned the same as the project site and is not considered “low-density” residential with 17 units on a 5,275 sq. ft. lot (140 dwelling units/acre density). 5. Project Open Space. Private and public open space shall be provided so that it is usable for residents, visitors, and/or employees of the site. Page 6 of 26 This finding can be made in the affirmative in that the project provides open space with balconies for tenants and visitors that are functional and desirable. 6. Parking Design. Parking needs shall be accommodated but shall not be allowed to overwhelm the character of the project or detract from the pedestrian environment. This finding can be made in the affirmative in that the project’s parking is located within the below-grade garage and does not detract from the above grade development or conditions. 7. Large (Multi-Acre) Sites. Large sites (over one acre) shall be designed so that street, block, and building patterns are consistent with those of the surrounding neighborhood. This finding does not apply; the site is 5,275 sq. ft. (8) Sustainability and Green Building Design. Project design and materials to achieve sustainability and green building design should be incorporated into the project. This finding can be made in the affirmative in that the project intends to utilize photovoltaic panels, high efficiency mechanical systems, and natural light; project is required to meet CalGreen Tier 2 requirements. SECTION 5. Architectural Review Approval Granted. Architectural Review Approval is hereby granted for the Project by the City Council pursuant to Chapter 18.77 of the Palo Alto Municipal Code. SECTION 6. Plan Approval. The plans submitted for Building Permit shall be in substantial conformance with those plans prepared by Hayed Group Architects, consisting of 31 pages, and received September 3, 2013, except as modified to incorporate the conditions of approval in Section 7. A copy of these plans is on file in the Department of Planning and Community Development. SECTION 7. Conditions of Approval. A. Planning and Transportation Division 1. The project shall be in substantial conformance with the approved plans and related documents received September 30, 2013, except as modified to incorporate these conditions of approval. 2. The Conditions of Approval document shall be printed on all plans submitted for building permits related to this project. 3. The current project is approved to use the one-time 200 square foot FAR bonus, as permitted per PAMC 18.18.070(a)(1), and Page 7 of 26 cannot utilize this bonus again for any future development. The FAR shall be incorporated into the residential component of the project and therefore does not trigger additional parking requirements for the project. This shall be noted on the Building Permit plan set along with the standard project data required. 4. New construction and alterations in the CD-C zoning district ground floor space shall be designed to accommodate retail use and shall comply with the provisions of the Pedestrian (P) combining district. 5. Development Impact Fees, estimated at $225,342, shall be paid prior to the issuance of the project’s building permit. These fees are adjusted annually in August. Fees shall be calculated at the rate in effect at the time of building permit issuance. 6. The property owner shall be responsible for the regular maintenance and upkeep of the one non-standard bike racks placed within the city right of way. 7. All spaces using the proposed parking lifts shall accommodate large vehicles, such as minivans and sport utility vehicles. Transportation staff shall review and approve the proposed car lift prior to the building permit submittal. 8. All 20 parking spaces shall be available to both the residents and office tenants at any time (i.e. no reserved parking). 9. The applicant shall provide a Lift Parking Management Plan that details standard operating procedures for the lift parking system including training elements, vehicle height/weight limitations, and emergency response procedures that include first-responder and operations contact information. This plan shall be submitted to and reviewed by the Director of Planning & Community Environment prior to the occupancy of the new building. 10. The applicant shall be required to submit a Transportation Demand Management plan to be approved by the Director of Planning and Community Environment prior to the issuance of building permits for the site. The plan shall include provisions such as passes or subsidies for all employees of the commercial space for using public transit, in addition to car sharing, bike facilities, transportation information kiosks, and the designation of a transportation demand coordinator for the building. 11. The final layout and landscape design for the new planting strips within the public right-of-way shall be submitted to Planning staff and Public Works Engineering for review and approval prior to the issuance of the project’s Building permit. Page 8 of 26 12. The existing street tree well located in front of 628 Waverley shall be enlarged to support additional landscaping within the right-of-way. The design of the planting area shall be reviewed in conjunction with the proposed sidewalk improvements in front on 636 Waverley by Planning staff and Public Works Engineering prior to the issuance of the project’s Building permit. 13. The ARB Subcommittee shall review a concrete sample to be used for the construction; review shall take place at the construction site. 14. All future signage for this site shall be submitted for Architectural Review. 15. The project approval shall be valid for a period of one year from the original date of approval. In the event a building permit(s), if applicable, is not secured for the project within the time limit specified above, the ARB approval shall expire and be of no further force or effect. Application for extension of this entitlement may be made prior to the one year expiration. 16. Government Code Section 66020 provides that project applicant who desires to protest the fees, dedications, reservations, or other exactions imposed on a development project must initiate the protest at the time the development project is approved or conditionally approved or within ninety (90) days after the date that fees, dedications, reservations or exactions are imposed on the project. Additionally, procedural requirements for protesting these development fees, dedications, reservations and exactions are set forth in Government Code Section 66020. IF YOU FAIL TO INITIATE A PROTEST WITHIN THE 90- DAY PERIOD OR TO FOLLOW THE PROTEST PROCEDURES DESCRIBED IN GOVERNMENT CODE SECTION 66020, YOU WILL BE BARRED FROM CHALLENGING THE VALIDITY OR REASONABLENESS OF THE FEES, DEDICATIONS, RESERVATIONS, AND EXACTIONS. 17. This matter is subject to the Code of Civil Procedures (CCP) Section 1094.5, and the time by which judicial review must be sought is governed by CCP Section 1094.6. B. Public Works Engineering SITE SPECIFIC COMMENTS 1. The trench drain in the garage ramp shall be directed to the storm drain system and not the sanitary sewer system. 2. The project shall provide the parking required by the parking assessment formula. Residential properties are not assessed, however, the commercial portions are and therefore shall be fully parked for assessment purposes to avoid paying parking impact or “in-lieu” fees. Page 9 of 26 3. The applicant shall clarify the note “Original right of way line of Waverley” shown on the plans. 4. Sheet A.2 – it appears that there are truncated domes being placed in the ROW sidewalk on either side of the proposed driveway. Please clarify. 5. A ‘Tree Care Permit’ shall be obtained from the Urban Forestry division prior to any work on any tree or the removal of any tree. 6. The applicant shall remove and replace all curb, gutter, and sidewalk along the length of the project’s Waverley frontage. The applicant shall grind and overlay (min. 2”) the width of Waverley along the project’s frontage. STANDARD CONDITIONS PRIOR TO FINAL PLANNING/ARB REVIEW 1. Conceptual grading, drainage and SWPPP plan: To verify the project adequately addresses grading, drainage and surface water infiltration, the applicant is required to submit a conceptual site grading and drainage plan to Public Works Engineering (PWE) prior to the final ARB submittal. The plan must demonstrate that site runoff is conveyed to the nearest adequate municipal storm drain system and that drainage is not increased onto, nor blocked from, neighboring properties. The plan must also include a conceptual Storm Water Pollution Prevention Plan (SWPPP), including the permanent best management practices (BMP’s) to protect storm water quality and control runoff, particularly if the “C.3” provisions of the City’s Storm Water Pollution Ordinance apply (see C.3 below). Resources and handouts are available from PWE, including “Planning Your Land Development Project”. The elements of the PWE-approved conceptual grading and drainage plan shall be incorporated into the building permit plans. MAP REQUIREMENTS 2. Parcel Map: A Preliminary Parcel Map and a Parcel Map are required for the proposed development. The applicant shall submit an application for a minor subdivision with the Planning Division. Public Works’ Tentative Maps and Preliminary Parcel Maps checklist must accompany the completed application. All existing and proposed dedications and easements must be shown on the submitted map. No grading or building permits will be issued until the Parcel Map is recorded with the County Recorder. A digital copy of the Parcel Map, in AutoCAD format, shall be submitted to Public Works Engineering and shall conform to North American Datum 1983 State Plane Zone 3 for horizontal survey controls and NGVD88 for vertical survey controls. PRIOR TO SUBMITTAL OF MAP Page 10 of 26 3. Developer’s project manager: The subdivision includes significant complexity involving coordination of infrastructure design and construction. Developer shall appoint a Project Manager to coordinate with Planning, Public Works and Utility Department staff. Public Works will have regular communication with the Project Manager in order to facilitate timely review and approval of design and construction. INCLUDE IN SUBMITTAL FOR BUILDING PERMIT 4. Grading & excavation permit: A Grading and Excavation Permit is required for the project if the total quantity of cut and/or fill outside of the building(s) footprint exceeds 100 cubic yards or if the disturbed area is 10,000 sq.ft. or greater. A grading permit only authorizes grading and storm drain improvements, therefore, the following note shall be included on each grading permit plan sheet: “This grading permit will only authorize general grading and installation of the storm drain system. Other building and utility improvements are shown for reference information only and are subject to separate building permit approval.” No utility infrastructure should be shown inside the building footprints. 5. Survey datum: Plans shall be prepared using North American Datum 1983 State Plane Zone 3 for horizontal survey controls and NGVD 1988 for vertical survey controls throughout the design process. 6. Final grading & drainage plan: The plans shall include a final grading and drainage plan prepared by a licensed professional. This plan shall show existing and proposed spot elevations or contours of the site and demonstrate the proper conveyance of storm water to the nearest adequate municipal storm drainage system. Existing drainage patterns, including accommodation of runoff from adjacent properties, shall be maintained. Downspouts and splashblocks should be shown on this plan. Public Works encourages the developer to keep rainwater onsite as much as feasible by directing runoff to landscaped and other pervious areas of the site. See the Grading & Drainage Plan Guidelines for New Single Family Residences on our website: www.cityofpaloalto.org/public- works/eng-documents.html. 7. Impervious surface area: The proposed development will result in a change in the impervious area of the property. The applicant shall provide calculations of the existing and proposed impervious surface areas with the building permit application. For non-residential properties, a Storm Drainage Fee adjustment on the applicant’s monthly City utility bill will take place in the month following the final approval of the construction by the Building Inspection Division. The impervious area calculation sheets and instructions are available from Public Works Engineering at the Development Center and on the Division’s website: www.cityofpaloalto.org/public-works/eng-documents.html. Page 11 of 26 8. Stormwater sheet: The City's full-sized "Pollution Prevention - It's Part of the Plan" sheet must be included in the plan set. Copies are available from Public Works at the Development Center or on our website: www.cityofpaloalto.org/public-works/eng-documents.html. 9. Basement drainage: Due to high groundwater throughout much of the City and Public Works prohibiting the pumping and discharging of groundwater, perforated pipe drainage systems at the exterior of the basement walls or under the slab are not allowed for this site. A drainage system is, however, required for all exterior basement-level spaces, such as lightwells, patios or stairwells. This system consists of a sump, a sump pump, a backflow preventer, and a closed pipe from the pump to a dissipation device onsite at least 10 feet from the property line, such as a bubbler box in a landscaped area, so that water can percolate into the soil and/or sheet flow across the site. The device must not allow water to accumulate or stagnate. Additionally, the plans must show that exterior basement-level spaces are at least 7 3/4” below any adjacent windowsills or doorsills to minimize the potential for flooding the basement. Public Works recommends a waterproofing consultant be retained to design and inspect the vapor barrier and waterproofing systems for the basement. 10. Basement Shoring: Shoring for the basement excavation, including tiebacks, must not extend onto adjacent private property or into the City right-of-way without having first obtained written permission from the private property owners and/or an encroachment permit from Public Works. 11. Basement light/stairwells: All exterior basement-level spaces, such as lightwells, patios or stairwells, are required to have a drainage system separate (up to the sump) from the basement wall/slab drainage system. Also, 8" of freeboard is required between the floors of the exterior basement-level spaces and any adjacent windowsills or doorsills. 12. Dewatering: Basement excavations may require dewatering during construction. Public Works only allows groundwater drawdown well dewatering. Open pit groundwater dewatering is disallowed. Dewatering is only allowed from April 15th through October 31st due to inadequate capacity in our storm drain system. The geotechnical report for this site must list the highest anticipated groundwater level. We recommend a piezometer to be installed in the soil boring. The contractor must determine the depth to groundwater immediately prior to excavation by using the piezometer or by drilling an exploratory hole if the deepest excavation will be within 3 feet of the highest anticipated groundwater level. If groundwater is found within 2 feet of the deepest excavation, a drawdown well dewatering system must be used, or alternatively, the contractor can excavate for the basement and hope not to hit groundwater, but if he does, he must immediately stop all work and install a drawdown well system before he continues to excavate. Public Works may require the water to be tested for contaminants prior to initial discharge and at intervals during dewatering. If testing is required, Page 12 of 26 the contractor must retain an independent testing firm to test the discharge water for the contaminants Public Works specifies and submit the results to Public Works. Public Works reviews and approves dewatering plans as part of a Street Work Permit. The applicant can include a dewatering plan in the building permit plan set in order to obtain approval of the plan during the building permit review, but the contractor will still be required to obtain a street work permit prior to dewatering. Alternatively, the applicant must include the above dewatering requirements in a note on the site plan. Public Works has a sample dewatering plan sheet and dewatering guidelines available at the Development Center and on our website. 13. Work in the right-of-way: The plans must clearly indicate any work that is to be conducted in the public right- of-way, such as sidewalk, driveway approach, curb, gutter or utility lateral work. The plans must include notes that the work must be done per Public Works’ standards and that the contractor performing this work must first obtain a Permit for Construction in the Public Street from Public Works at the Development Center. 14. Street trees: Show all street trees in the public right-of-way or state that there are none. Include street tree protection details in the plans. Any removal, relocation or planting of street trees; or excavation, trenching or pavement installation within 10 feet of a street tree, must be approved by Public Works' arborist. PRIOR TO CONSTRUCTION 15. Streetwork permit: A Permit for Construction in the Public Street (“streetwork permit”) is required from all contractors performing work in the public right-of-way. All construction within the right-of-way, easements or other property under City jurisdiction shall conform to the standard specifications and details of the Public Works and Utility Departments. 16. Logistics plan: A construction logistics plan shall be provided addressing all impacts to the public and including, at a minimum: work hours, noticing of affected businesses, construction signage, dust control, noise control, storm water pollution prevention, job trailer, contractors’ parking, truck routes, staging, concrete pours, crane lifts, scaffolding, materials storage, pedestrian safety, and traffic control. All truck routes shall conform to the City of Palo Alto’s Trucks and Truck Route Ordinance, Chapter 10.48, and the route map, which outlines truck routes available throughout the City of Palo Alto. A handout describing these and other requirements for a construction logistics plan is available from Public Works Engineering at the Development Center or online at: http://www.cityofpaloalto.org/public- works/documents/eng-LogisticsPlanPreparationGuidelines.pdf. Typically, the construction logistics plan is attached to an Page 13 of 26 encroachment permit or a Permit for Construction in the Public Street. DURING CONSTRUCTION 17. Inspection: The contractor must contact Public Works’ Inspector at (650) 496-6929 prior to any work performed in the public right-of-way. PRIOR TO PUBLIC WORKS ACCEPTANCE 18. Storm drain logo: The applicant is required to paint “No Dumping/Flows to San Francisquito Creek” in blue on a white background adjacent to all onsite storm drain inlets. The name of the creek to which the proposed development drains can be obtained from Public Works Engineering. Stencils of the logo are available from the Public Works Environmental Compliance Division, which may be contacted at (650) 329-2598. Include the instruction to paint the logos on the construction grading and drainage plan. 19. Indefinite encroachment permit: An approved indefinite encroachment permit will be required for private infrastructure constructed in the public right-of-way, easement or on property in which the City holds an interest, but that was not authorized by a building permit. Additional comments and/or conditions may apply as the project is revised. C. Solid Waste The following issues must be addressed in building plans prior to final approval by this department: General Comments:  The size of the residential enclosure should accommodate a 64- gallon garbage cart, a 96-gallon recycling cart, and a 32- gallon green cart. The commercial enclosure can be reduced in size by replacing the 2-yard recycling bin with two 96-gallon recycling carts.  Push service may be required to deliver bins and carts to the curb for pick up PAMC 18.23.020 Trash Disposal and Recycling (A) Assure that development provides adequate and accessible interior areas or exterior enclosures for the storage of trash and recyclable materials in appropriate containers, and that trash disposal and recycling areas are located as far from abutting residences as is reasonably possible. (B) Requirements: (i) Trash disposal and recyclable areas shall be accessible to all residents or users of the property. (ii) Recycling facilities shall be Page 14 of 26 located, sized, and designed to encourage and facilitate convenient use. (iii) Trash disposal and recyclable areas shall be screened from public view by masonry or other opaque and durable material, and shall be enclosed and covered. Gates or other controlled access shall be provided where feasible. Chain link enclosures are strongly discouraged. (iv) Trash disposal and recycling structures shall be architecturally compatible with the design of the project. (v) The design, construction and accessibility of recycling areas and enclosures shall be subject to approval by the architectural review board, in accordance with design guidelines adopted by that board and approved by the city council pursuant to Section 18.76.020. PAMC 5.20.120 Recycling storage design requirements The design of any new, substantially remodeled, or expanded building or other facility shall provide for proper storage, handling, and accessibility which will accommodate the solid waste and recyclable materials loading anticipated and which will allow for the efficient and safe collection. The design shall comply with the applicable provisions of Sections 18.22.100, 18.24.100, 18.26.100, 18.32.080, 18.37.080, 18.41.080, 18.43.080, 18.45.080, 18.49.140, 18.55.080, 18.60.080, and 18.68.170 of Title 18 of this code. All Services: 1. Collection vehicle access (vertical clearance, street width and turnaround space) and street parking are common issues pertaining to new developments. Adequate space must be provided for vehicle access. 2. Weight limit for all drivable areas to be accessed by the solid waste vehicles (roads, driveways, pads) must be rated to 60,000 lbs. This includes areas where permeable pavement is used. 3. Containers must be within 25 feet of service area or charges will apply. 4. Carts and bins must be able to roll without obstacles or curbs to reach service areas "no jumping curbs" Garbage, Recycling, and Yard Waste/Compostables cart/bin location and sizing Office Building The proposed commercial development must follow the requirements for recycling container space1. Project plans must show the placement of recycling containers, for example, within the details of the solid waste enclosures. Collection space should be provided for built-in recycling containers/storage on each floor/office or alcoves for the placement of recycling containers. 1 In accordance with the California Public Resources Code, Chapter 18, Articles 1 and 2 Page 15 of 26  Enclosure and access should be designed for equal access to all three waste streams – garbage, recycling, and compostables.  Collection cannot be performed in underground. Underground bins locations require a minimum of 77” of vertical clearance. Pull out charges will apply. In instances where push services are not available (e.g., hauler driver cannot push containers up or down ramps), the property owner will be responsible for placing solid waste containers in an accessible location for collection.  All service areas must have a clearance height of 20’ for bin service.  New enclosures should consider rubber bumpers to reduce ware and tear on walls. For questions regarding garbage, recycling, and compostables collection issues, contact Green Waste of Palo Alto (650) 493-4894. PAMC 16.09.180(b)(10) Dumpsters for New and Remodeled Facilities New buildings and residential developments providing centralized solid waste collection, except for single-family and duplex residences, shall provide a covered area for a bin/dumpster. The area shall be adequately sized for all waste streams (garbage, recycling, and yard waste/compostables) and designed with grading or a berm system to prevent water runon and runoff from the area. Covered Dumpsters, Recycling and Tallow Bin Areas PAMC, 16.09.075(q)(2) 1. Newly constructed and remodeled Food Service Establishments (FSEs) shall include a covered area for all dumpsters, bins, carts or container used for the collection of trash, recycling, food scraps and waste cooking fats, oils and grease (FOG) or tallow. 2. The area shall be designed and shown on plans to prevent water run-on to the area and runoff from the area. 3. Drains that are installed within the enclosure for recycle and waste bins, dumpsters and tallow bins serving FSEs are optional. Any such drain installed shall be connected to a Grease Control Device (GCD). 4. If tallow is to be stored outside then an adequately sized, segregated space for a tallow bin shall be included in the covered area. 5. These requirements shall apply to remodeled or converted facilities to the extent that the portion of the facility being remodeled is related to the subject of the requirement. It is frequently to the FSE’s advantage to install the next size larger GCD to allow for more efficient grease discharge prevention and may allow for longer times between cleaning. There are many manufacturers of GCDs which are available in different shapes, sizes and materials (plastic, reinforced fiberglass, reinforced concrete and metal). Page 16 of 26 The requirements will assist FSEs with FOG discharge prevention to the sanitary sewer and storm drain pollution prevention. The FSE at all times shall comply with the Sewer Use Ordinance of the Palo Alto Municipal Code. The ordinances include requirements for GCDs, GCD maintenance, drainage fixtures, record keeping and construction projects. PAMC 5.24.030 Construction and Demolition Debris (CDD) Covered projects shall comply with construction and demolition debris diversion rates and other requirements established in Chapter 16.14 (California Green Building Code). In addition, all debris generated by a covered project must haul 100 percent of the debris not salvaged for reuse to an approved facility as set forth in this chapter. Contact the City of Palo Alto’s Green Building Coordinator for assistance on how to recycle construction and demolition debris from the project, including information on where to conveniently recycle the material. D. Environmental Services – Water Quality Please note the following issues must be addressed in building plans prior to final approval by this department: PAMC 16.09.170, 16.09.040 Discharge of Groundwater Prior approval shall be obtained from the city engineer or designee to discharge water pumped from construction sites to the storm drain. The city engineer or designee may require gravity settling and filtration upon a determination that either or both would improve the water quality of the discharge. Contaminated ground water or water that exceeds state or federal requirements for discharge to navigable waters may not be discharged to the storm drain. Such water may be discharged to the sewer, provided that the discharge limits contained in Palo Alto Municipal Code (16.09.040(m)) are not exceeded and the approval of the superintendent is obtained prior to discharge. The City shall be compensated for any costs it incurs in authorizing such discharge, at the rate set forth in the Municipal Fee Schedule. PAMC 16.09.180(b)(9) Covered Parking Drain plumbing for parking garage floor drains must be connected to an oil/water separator with a minimum capacity of 100 gallons, and to the sanitary sewer system PAMC 16.09.180(b)(10) Dumpsters for New and Remodeled Facilities New buildings and residential developments providing centralized solid waste collection, except for single-family and duplex residences, shall provide a covered area for a dumpster. The area shall be adequately sized for all waste streams and designed with grading or a berm system to prevent water runon and runoff from the area. Page 17 of 26 PAMC 16.09.180(b)(14) Architectural Copper On and after January 1, 2003, copper metal roofing, copper metal gutters, copper metal down spouts, and copper granule containing asphalt shingles shall not be permitted for use on any residential, commercial or industrial building for which a building permit is required. Copper flashing for use under tiles or slates and small copper ornaments are exempt from this prohibition. Replacement roofing, gutters and downspouts on historic structures are exempt, provided that the roofing material used shall be prepatinated at the factory. For the purposes of this exemption, the definition of "historic" shall be limited to structures designated as Category 1 or Category 2 buildings in the current edition of the Palo Alto Historical and Architectural Resources Report and Inventory. PAMC 16.09.175(k) (2) Loading Docks (i) Loading dock drains to the storm drain system may be allowed if equipped with a fail-safe valve or equivalent device that is kept closed during the non-rainy season and during periods of loading dock operation. (ii) Where chemicals, hazardous materials, grease, oil, or waste products are handled or used within the loading dock area, a drain to the storm drain system shall not be allowed. A drain to the sanitary sewer system may be allowed if equipped with a fail- safe valve or equivalent device that is kept closed during the non- rainy season and during periods of loading dock operation. The area in which the drain is located shall be covered or protected from rainwater run-on by berms and/or grading. Appropriate wastewater treatment approved by the Superintendent shall be provided for all rainwater contacting the loading dock site. PAMC 16.09.180(b)(5) Condensate from HVAC Condensate lines shall not be connected or allowed to drain to the storm drain system. PAMC 16.09.180(b)(b) Copper Piping Copper, copper alloys, lead and lead alloys, including brass, shall not be used in sewer lines, connectors, or seals coming in contact with sewage except for domestic waste sink traps and short lengths of associated connecting pipes where alternate materials are not practical. The plans must specify that copper piping will not be used for wastewater plumbing. Undesignated Retail Space: PAMC 16.09 Newly constructed or improved buildings with all or a portion of the space with undesignated tenants or future use will need to meet all requirements that would have been applicable during design and construction. E. Building Page 18 of 26 1. Sheet A2.1 (dated 7-17-2013): The exit passageway (Stair #3) along Grid Line(GL) A is currently opening at a location slightly passed GL 4. This is still being in the garage which is exit access component of means of egress. The exit passageway needs to continue further and open at exit discharge (GL 2). 2. Sheets A2.1, A2.3, A2.4 (dated 7-17-2013): Openings along GL G have only 5 feet fire separation distance. The need to be addressed in accordance with Section 705 of CBC. 3. Sheets A2.1, A2.2, A2.3, A2.4 (dated 7-17-2013): Openings along GL A and GL B need to be addressed in accordance with Section 705 of CBC. 4. Sheet L 1.0 (Roof plan): It is not clear who will have access to this roof. If this will be available to office staff on the second floor, then it may be treated as assembly area. Currently Stair # 2 is giving that access to all the levels below. 5. Sheet A2.3: Bedroom located on the corner of GL G and GL 6 is located somehow that is not complying with Section 1029 6. Sheets A2.1 through A2.4: Exterior wall openings facing GL 7 need to be addressed in accordance with Section 705 of CBC. F. Utilities- Electrical Engineering GENERAL 1. The applicant shall comply with all the Electric Utility Engineering Department service requirements noted during plan review. 2. The applicant shall be responsible for identification and location of all utilities, both public and private, within the work area. Prior to any excavation work at the site, the applicant shall contact Underground Service Alert (USA) at 1- 800-227-2600, at least 48 hours prior to beginning work. 3. The applicant shall submit a request to disconnect all existing utility services and/or meters including a signed affidavit of vacancy, on the form provided by the Building Inspection Division. Utilities will be disconnected or removed within 10 working days after receipt of request. The demolition permit will be issued after all utility services and/or meters have been disconnected and removed. THE FOLLOWING SHALL BE INCORPORATED IN SUBMITTALS FOR ELECTRIC SERVICE 1. A completed Electric Load Sheet and a full set of plans must be included with all applications involving electrical work. The load sheet must be included with the preliminary submittal. Page 19 of 26 2. Industrial and large commercial customers must allow sufficient lead-time for Electric Utility Engineering and Operations (typically 8-12 weeks after advance engineering fees have been paid) to design and construct the electric service requested. 3. Only one electric service lateral is permitted per parcel. Utilities Rule & Regulation #18. 4. This project requires a padmount transformer. The location of the transformer shall be shown on the site plan and approved by the Utilities Department and the Architectural Review Board. Utilities Rule & Regulations #3 & #16 (see detail comments below). 5. The developer/owner shall provide space for installing padmount equipment (i.e. transformers, switches, and interrupters) and associated substructure as required by the City. 6. The customer shall install all electrical substructures (conduits, boxes and pads) required from the service point to the customer’s switchgear. The design and installation shall be according to the City standards and shown on plans. Utilities Rule & Regulations #16 & #18. 7. Location of the electric panel/switchboard shall be shown on the site plan and approved by the Architectural Review Board and Utilities Department. 8. All utility meters, lines, transformers, backflow preventers, and any other required equipment shall be shown on the landscape and irrigation plans and shall show that no conflict will occur between the utilities and landscape materials. In addition, all aboveground equipment shall be screened in a manner that is consistent with the building design and setback requirements. 9. For services larger than 1600 amps, the customer will be required to provide a transition cabinet as the interconnection point between the utility’s padmount transformer and the customer’s main switchgear. The cabinet design drawings must be submitted to the Electric Utility Engineering Department for review and approval. 10. For underground services, no more than four (4) 750 MCM conductors per phase can be connected to the transformer secondary terminals; otherwise, bus duct must be used for connections to padmount transformers. If customer installs a bus duct directly between the transformer secondary terminals and the main switchgear, the installation of a transition cabinet will not be required. Page 20 of 26 11. The customer is responsible for sizing the service conductors and other required equipment according to the National Electric Code requirements and the City standards. Utilities Rule & Regulation #18. 12. If the customer’s total load exceeds 2500 kVA, service shall be provided at the primary voltage of 12,470 volts and the customer shall provide the high voltage switchgear and transformers. 13. For primary services, the standard service protection is a padmount fault interrupter owned and maintained by the City, installed at the customer’s expense. The customer must provide and install the pad and associated substructure required for the fault interrupter. 14. Any additional facilities and services requested by the Applicant that are beyond what the utility deems standard facilities will be subject to Special Facilities charges. The Special Facilities charges include the cost of installing the additional facilities as well as the cost of ownership. Utilities Rule & Regulation #20. 15. Projects that require the extension of high voltage primary distribution lines or reinforcement of offsite electric facilities will be at the customer’s expense and must be coordinated with the Electric Utility. DURING CONSTRUCTION 1. Contractors and developers shall obtain permit from the Department of Public Works before digging in the street right-of-way. This includes sidewalks, driveways and planter strips. 2. At least 48 hours prior to starting any excavation, the customer must call Underground Service Alert (USA) at 1-800- 227-2600 to have existing underground utilities located and marked. The areas to be check by USA shall be delineated with white paint. All USA markings shall be removed by the customer or contractor when construction is complete. 3. The customer is responsible for installing all on-site substructures (conduits, boxes and pads) required for the electric service. No more than 270 degrees of bends are allowed in a secondary conduit run. All conduits must be sized according to National Electric Code requirements and no 1/2 – inch size conduits are permitted. All off-site substructure work will be constructed by the City at the customer’s expense. Where mutually agreed upon by the City and the Applicant, all or part of the off-site substructure work may be constructed by the Applicant. Page 21 of 26 4. All primary electric conduits shall be concrete encased with the top of the encasement at the depth of 30 inches. No more than 180 degrees of bends are allowed in a primary conduit run. Conduit runs over 500 feet in length require additional pull boxes. 5. All new underground conduits and substructures shall be installed per City standards and shall be inspected by the Electrical Underground Inspector before backfilling. 6. The customer is responsible for installing all underground electric service conductors, bus duct, transition cabinets, and other required equipment. The installation shall meet the National Electric Code and the City Standards. 7. Meter and switchboard requirements shall be in accordance with Electric Utility Service Equipment Requirements Committee (EUSERC) drawings accepted by Utility and CPA standards for meter installations. 8. Shop/factory drawings for switchboards (400A and greater) and associated hardware must be submitted for review and approval prior to installing the switchgear to: Gopal Jagannath, P.E. Supervising Electric Project Engineer Utilities Engineering (Electrical) 1007 Elwell Court Palo Alto, CA 94303 9. Catalog cut sheets may not be substituted for factory drawing submittal. 10. All new underground electric services shall be inspected and approved by both the Building Inspection Division and the Electrical Underground Inspector before energizing. 4. AFTER CONSTRUCTION & PRIOR TO FINALIZATION 1. The customer shall provide as-built drawings showing the location of all switchboards, conduits (number and size), conductors (number and size), splice boxes, vaults and switch/transformer pads. PRIOR TO ISSUANCE OF BUILDING OCCUPANCY PERMIT 1. The applicant shall secure a Public Utilities Easement for facilities installed on private property for City use. 2. All required inspections have been completed and approved by both the Building Inspection Division and the Electrical Underground Inspector. 3. All fees must be paid. Page 22 of 26 4. All Special Facilities contracts or other agreements need to be signed by the City and applicant. G. WATER - GAS - WASTEWATER ENGINEERING PRIOR TO ISSUANCE OF DEMOLITION PERMIT 1. The applicant shall submit a request to disconnect all utility services and/or meters including a signed affidavit of vacancy. Utilities will be disconnected or removed within 10 working days after receipt of request. The demolition permit will be issued by the building inspection division after all utility services and/or meters have been disconnected and removed. FOR BUILDING PERMIT 1 The applicant shall submit completed water-gas-wastewater service connection applications - load sheets for City of Palo Alto Utilities for each unit or place of business. The applicant must provide all the information requested for utility service demands (water in fixture units/g.p.m., gas in b.t.u.p.h, and sewer in fixture units/g.p.d.). The applicant shall provide the existing (prior) loads, the new loads, and the combined/total loads (the new loads plus any existing loads to remain). 2 The applicant shall submit improvement plans for utility construction. The plans must show the size and location of all underground utilities within the development and the public right of way including meters, backflow preventers, fire service requirements, sewer mains, sewer cleanouts, sewer lift stations and any other required utilities. Plans for new wastewater laterals and mains need to include new wastewater pipe profiles showing existing potentially conflicting utilities especially storm drain pipes, electric and communication duct banks. Existing duct banks need to be daylighted by potholing to the bottom of the ductbank to verify cross section prior to plan approval and starting lateral. installation. Plans for new storm drain mains and laterals need to include profiles showing existing potential conflicts with sewer, water and gas. 3 Water/Fire/Irrigation services are limited to 2”, 4”, and 6” (don’t use 1 or 1-1/2” services). Water meters are limited to 5/8”, 1”, 1-1/2” and 2” (no ½” meters). 4. The applicant must show on the site plan the existence of any auxiliary water supply, (i.e. water well, gray water, recycled water, rain catchment, water storage tank, etc). 5. The applicant shall be responsible for installing and upgrading the existing utility mains and/or services as necessary to handle Page 23 of 26 anticipated peak loads. This responsibility includes all costs associated with the design and construction for the installation/upgrade of the utility mains and/or services. 6. For contractor installed water and wastewater mains or services, the applicant shall submit to the WGW engineering section of the Utilities Department four copies of the installation of public water, gas and wastewater utilities improvement plans (the portion to be owned and maintained by the City) in accordance with the utilities department design criteria. All utility work within the public right-of-way shall be clearly shown on the plans that are prepared, signed and stamped by a registered civil engineer. The contractor shall also submit a complete schedule of work, method of construction and the manufacture's literature on the materials to be used for approval by the utilities engineering section. The applicant's contractor will not be allowed to begin work until the improvement plan and other submittals have been approved by the water, gas and wastewater engineering section. After the work is complete but prior to sign off, the applicant shall provide record drawings (as-builts) of the contractor installed water and wastewater mains and services per City of Palo Alto Utilities record drawing procedures (see last condition). For projects that take more than one month to complete, the applicant shall provide progress record drawings of work completed on a monthly basis. 7. An approved reduced pressure principle assembly (RPPA backflow preventer device) is required for all existing and new water connections from Palo Alto Utilities to comply with requirements of California administrative code, title 17, sections 7583 through 7605 inclusive. The RPPA shall be installed on the owner's property and directly behind the water meter within 5 feet of the property line. RPPA’s for domestic service shall be lead free. Show the location of the RPPA on the plans. 8. An approved reduced pressure detector assembly is required for the existing or new water connection for the fire system to comply with requirements of California administrative code, title 17, sections 7583 through 7605 inclusive (a double detector assembly may be allowed for existing fire sprinkler systems upon the CPAU’s approval). Reduced pressure detector assemblies shall be installed on the owner's property adjacent to the property line, within 5’ of the property line. Show the location of the reduced pressure detector assembly on the plans. 9. All backflow preventer devices shall be approved by the WGW engineering division. Inspection by the utilities cross connection inspector is required for the supply pipe between the meter and the assembly. 10. Existing wastewater laterals that are not plastic (ABS, PVC, or PE) shall be replaced at the applicant’s expense. 11. Existing water services (including fire services) that are not a currently standard material shall be replaced at the applicant’s expense. Page 24 of 26 12. The applicant shall pay the capacity fees and connection fees associated with new utility service/s or added demand on existing services. The approved relocation of services, meters, hydrants, or other facilities will be performed at the cost of the person/entity requesting the relocation. 13. Each unit or place of business shall have its own water and gas meter shown on the plans. Each parcel shall have its own water service, gas service and sewer lateral connection shown on the plans. 14. A separate water meter and backflow preventer is required to irrigate the approved landscape for landscaping areas in excess of 1,500 SF (including tree canopies). Show the location of the irrigation meter on the plans. This meter shall be designated as an irrigation account an no other water service will be billed on the account. The irrigation and landscape plans submitted with the application for a grading or building permit shall conform to the City of Palo Alto water efficiency standards. 15. The gas meter location must meet the WGW Utility Standards. The City of Palo Alto normal service pressure is 7” WC (.25 PSI). Increased pressure must be requested in writing and is only provided if the houseline size calculates out at greater than 2” diameter for domestic (note: domestic can only be increased to 14” WC max.) and greater than 4” diameter for commercial at standard houseline pressure (7” WC) or the appliance requires increased pressure at the inlet. Further, due to meter limitations there must a minimum of 800 CFH demand for pressures greater than 14” WC. The only available pressure increments above 7” WC are 14” WC (1/2 psi), 1#, 2# and 5# after approval. Pressures in excess of 14” WC, will require testing the house piping at not less than 60 psig for not less than 30 minutes per the California Plumbing Code section 1204.3.2, witnessed by Palo Alto Building Inspection. The City of Palo Alto will not provide increased pressure just to save contractor money on the houseline construction. Requests to increase the pressure will be evaluated with the following submittals: The manufacturer’s literature for the equipment requiring increased pressure; the specific pressure you are requesting; the gas load; and the length of house gas piping from the gas meter to where the gas houseline starts branching off. 16. All existing water and wastewater services that will not be reused shall be abandoned at the main per WGW utilties procedures. 17. Flushing of the fire system to sanitary sewer shall not exceed 30 GPM. Higher flushing rates shall be diverted to a detention tank to achieve the 30 GPM flow to sewer. 18. Sewage ejector pumps shall meet the following conditions:  The pump(s) shall be limited to a total 100 GPM capacity or Page 25 of 26  The sewage line changes to a 4” gravity flow line at least 20’ from the City clean out.  The tank and float is set up such that the pump run time not exceed 20 seconds each cycle. 19. Utility vaults, transformers, utility cabinets, concrete bases, or other structures cannot be placed over existing water, gas or wastewater mains/services. Maintain 1’ horizontal clear separation from the vault/cabinet/concrete base to existing utilities as found in the field. If there is a conflict with existing utilities, Cabinets/vaults/bases shall be relocated from the plan location as needed to meet field conditions. Trees may not be planted within 10 feet of existing water, gas or wastewater mains/services or meters. New water, gas or wastewater services/meters may not be installed within 10’ or existing trees. Maintain 10’ between new trees and new water, gas and wastewater services/mains/meters. 20. All utility installations shall be in accordance with the City of Palo Alto utility standards for water, gas & wastewater. SECTION 8. Indemnity. To the extent permitted by law, the Applicant shall indemnify and hold harmless the City, its City Council, its officers, employees and agents (the “indemnified parties”)from and against any claim, action, or proceeding brought by a third party against the indemnified parties and the applicant to attack, set aside or void, any permit or approval authorized hereby for the Project, including (without limitation) reimbursing the City its actual attorneys fees and costs incurred in defense of the litigation. The City may, in its sole discretion, elect to defend any such action with attorneys of its own choice. SECTION 9. Term of Approval. Architectural Review Approval. The approval shall be valid for one year from the original date of approval, pursuant to Palo Alto Municipal Code Section 18.77.090. PASSED: x-x-x-x AYES: NOES: ABSENT: ABSTENTIONS: ATTEST: APPROVED: Page 26 of 26 _________________________ ____________________________ City Clerk Director of Planning and Community Environment APPROVED AS TO FORM: ___________________________ Senior Asst. City Attorney PLANS AND DRAWINGS REFERENCED: Those plans prepared by Hayed Group Architects, consisting of 31 pages, and received September 3, 2013. 120-16-099 120-17-035 7 7 7 6 77 7 7 7 7Downtown Parking Assessment District PF PF PC-2130 PF CD-C (P) CD-C (P) PC-3007 C-3974 PF PC-4195 RM- 40 CD-C(GF)(P) RM-40 DHS PC-4052 2545 Williams ParkCity Hall 459 801 A PT 427-453 250 27 707 75 38 40 560 345 321 325 315 529 285 650 636628 1-12 628 A-E 385 365 375 380 345 664325 650-654 661 635 300 690 675 555541-549 533 5- 539 352 439-441 435429425415-419405403 453 383 60 502 510 526 520 540 499 467 459 439 425 555 400 436-452 456 379 370-374 376 380-382 384-396 550-552 364360 431 440-444 423 432428 460-476 635 446 430 400 745 720 706 385 744734724-730720712704 360 351 332 653 -681 683685 512 501 619609605 518 482 486 496 610 630 455 400 651-687 543-54 470 463451 4434 441 480-498430 473 524 0 531-535 541 505 525 7 6 701 705483A - F 751 350 423 425 457-467 469-471 473-481 454 729 A-D 733-743 724 7 425 447 565 585 595 372 558 #200-202 558 #C & D 808 435433 421 727 A-C 642 375 530 643 0 423 611 484 508 756 - 760 433-457 651 43445 447 640-646 506 469 00 411 - 419 E T H A M IL T O N A V E N U E GIL M A N ST R E E T W A V E R L E Y ST R E E T B R Y A N T ST R E E T F O R EST A V E N U E R A M O N E T E N U E IP LIN G ST R E E T U NIV E R SIT Y A V E N U E C O W P E R ST R E E T W A V E R L E Y ST R E E T H A M IL T O N A V E N U E H A M IL T O N A V C O W PE R ST R E E T F O R EST A V E N U E F W A V E R L E Y ST R E E T N U E W A V E C O W P L A N E 39 LA N E 30 L A N E 21 K D O W NIN G L Williams ParkCity Hall This map is a product of the City of Palo Alto GIS This document is a graphic representation only of best available sources. Legend Project Site 0' 172' 636 Waverley Street Location Map CITY O F PALO A L TO I N C O R P O R ATE D C ALIFOR N IA P a l o A l t oT h e C i t y o f A P RIL 16 1894 The City of Palo Alto assumes no responsibility for any errors ©1989 to 2013 City of Palo Alto ccampbe, 2013-11-21 13:54:14 (\\cc-maps\gis$\gis\admin\Personal\Planning.mdb) CITY OF PALO ALTO Offlc9oftha city Clark APPEAL FROM THE DECISION OF DIRECTOR OF PLANNING AND COMMUNITY ENVIRONMENT' For appeals of. flnal decisions on Architectural Review Board and Home Improvement Exception applications (rendered after public heanng), this appeal form shall be completed .and submitted by appellant within fourteen days from date of the Directors decision, Appeals of final decisions on Individual Review applications (rendered after public hearing) must be submitted within ten days 01 the Directors decision. Complete form, the currenl fee and a letter stating reasons for Ihe appeal shall be submltled 10 front desk staff of the Planning Division, (;" floor,City Hall, 250 Hamilton 'Avenue, excepf for 980 Fridays when'Clty Hall Is closed, when these Items shaU be submitted to Plann~g staff at the Development Cenler, 265 Hamilton Avenue (glass storefront across from City Hall on the corner of Bryant and Hamilton). . • Director of Planning includes his designees, which are Planning Managers or the Chief Planning O~clal . Appeal Application NO'-4'<"'""~=d''''-I--.....,._-;>-r- Street City ZIP LOCATION OF PROPE~TY;UBJECTTO APP~AL:, t;; Street Address· ,() 4>1/-ervCU, Name of Property Owner (if other than appellant) ,,", _ ..... "'._"-, -"~_·,-,i=--I-+-,-,-"""",,,,,u.....;:;L::;c~=,-~ _______ _ . Property Owne~s Address ? 3:5 . H'Cfl v-keel. ~ a-io IfYZi . Q/treet·· I City '9 '(30! ZIP The decision .of the Director of Planning and Community Environment dated U ;2/ ,20L5 whereby the application 13 fLd--t!fl;?ffi 2..-by_HJ..,' c::d!.....,.:r.0""e=:::>:.....::6:::::,..<fo..=""LA.-"{'fi2¥--_______ _ ~flIe number) (orlgi~al project applicant). \f e/ was it r , is hereby appealed for the reasons stated in the attached letter (in duplicate) (a roved/deniad) Date:~ PLANNING COMMISSION RECOMMENDATION TO THE CITY COUNCIL (TO BE FILLEO OUT BY STAFF): Date _______ _ Approved Denied __ _ Remarks and/or Conditions: (o~ .. , .,l': {:::l ,,;::; :~-.' CITY COUNCIL DECISION (TO BE FILLED OUT BY STAFF): DaI6 _______ _ Approved benled __ _ , !"'~-: • .&:" .. ~; <-oJ "-'> ( .. ~ Remarks and/or Conditions: --"1 (:Y 0.,.., 1'0 Q SUBMITTAL REQUIREMENTS SATISFIED: I "f·'-' 1. .. Lettei.slaUngreasons for eppeal __ -/~_ 2. Fee .'$406· oi j .0 ... .' ,-" c: r-; , , , .. i", , ' .... ; Why the City Couucil Should Overturu the Approval of 636 Waverley :6e~ign!:>: ;"",:, Ci i' j The proposed design for 636 Waverley violates numerous City ordinances that govern compatibility of a new structure with the surrounding existing buildings, and that mandate high quality of architectural design" Pedestrian Orientation and Aesthetics of Style We submit that pedestrian orientation means both 'convenient' and 'inviting' or 'attractive' for pedestrians. In the aesthetic sense, there should be something visnal on the building exterior to iilterest the pedestrian both up close and afar, lest the building be judged ordinary or an eyesore. But there is no such interest in the Hayes design. On all levels, seen from a distance, the design composition is ajumbled mess of elements that fit together in a strictly utilitarian fashion, subject to no overall aestlletic pattern that would please a non-architect passerby. From tbe sidewalk close in, the pedestriaJl walking past will see: • An open vehicle entryway occupying approximately 40 percent oftlle street-level fayade; • A cylindrical concrete (?) column which extends from foundation level up to the top floor ceiling. It appears to be entirely unarticulated, less interesting to look at than a wooden telephone pole; • On the other side, frameless glass doors and window revealing elevator and staircase inside. An elevator and staircase are aesthetically irrelevant to passersby unless they are extraordinary, such as the exterior staircase at tlle nearby Stanford Court Hotel; • In between through large glass palles, we see part of the ground floor office and its entry doors; • Boxy, bare concrete walls alld the underside of concrete floors encasing very large expanses of windows and on the top floors, terraces. Thus we're offered at eye level large expanses of glass, concrete, alld airy nothingness, mitigated only by a low planter out front. It's all utility and no aesthetics. From the sidewalk level, we look upward tllfough all the glass into the interior either of the ascending staircase or the second-floor commercial office, but mostly we see the underside of concrete floors. On the north side, much of it easily visible because oftlle setback of the adjacent apartment house (628 Waverley), our eyes view a great expanse of concrete wall from foundation to roof, punctuated by glass doors on ground level aJld some multistory windows further back. On the south side toward Forest Avenue, the viewer sees more blank concrete wall in the front section of the building, punctuated by large open area or windows, tben a huge expanse ofblankcol1crete wall in tlle rear. Though a new building by Mr. Hayes is already proposed to replace the bungalow on the south side, it must not automatically be assumed that it will be approved. There are yet more problems Witll that design. The 636 Waverley must stand on its OWn merits, which aesthetically its south side compromises substantially. The next-door apartment building at 628 Waverley makes the impression of a large building when one walks past, in comparison to its neighbors. But since the proposed project has no setback, is more tban twice as tall, and occupies virtually the entire site, it will make an overpowering 8l1d oppressive impression that is totally out of pedestri8l1-friendly character. The closest equivalent in downtown Palo Alto is the Office Center at 525 University, which was the stimulus for the current height limit. ARB suggestions to set back the top floor recognize the problem but minimally diminish the impact. In summary, this is demonstrably not a high-quality design and therefore does not fulfill the quality requirement of City statutes cited below. Compatibility and Context Palo Alto Municipal Code and Comprehensive Pl8l1 ordinances 8l1d policies (cited below) repeatedly stress compatibility with Or consideration of neighboring buildings, not only the adjacent buildings. Yet even two ARB members opined in session that this design is incompatible with its surroundings. Below we follow PAMC Section l8.18.ll0(a)(2)(B) in analyzing how compatibility may be accomplished, but in fact is not accomplished in this design. Overpowering siting and massing is the first impression of the proposed design. The building proposes to occupy 90 percent of the site, with nearly no space left at the property lines. There will be no sidewalk setback. Visible building materials are almost all glass and concrete. Concrete is consistent only with the all- concrete church building across Hamilton Street, which Mr Hayes pointed out when addressing the ARB on August 15 . Yet that is one of the ngliest bnildings in the entire city and hardly worth imitating even partially: The Hayes entry treatment is of metal-framed glass doors right up at the sidewalk, which resembles no entryway in the neighborhood. Other entryways on the even-numbered side of the block are centrally located at the top of low staircases and create a rhythm worthy of emulation. Windows in this design are not inset like all others in the area, but rather consist of curtain walls, radically incompatible with all other buildings on the block. Two Board members and even the architect himself seem to agree with many of these impressions. During the ARB meeting on September 19, Board Member Lew pointed out the differences from other area buildings in mass, style, fenestration pattern, color and material. He encouraged the architect to minimize the massing, and pointed to context, saying that the design looks urban while the immediate context is suburban. Mr. Hayes responded to Mr. Lew: "I agree with you in terms of style, it is not something that compatibility really even addresses head-on. It's more about building texture, building materials, windows,. " In effect, Mr. Hayes seems to confess that he has paid no attention to the compatibility statutes. Mr. Hayes protested that there are other large structures on the block, but Mr. Lew responded that they are set back, and 680 Waverley has punched windows. Mr. Lew added that even on University Avenue, the anchor buildings on corners are the tall ones and the infill buildings are generally smaller, whereas the proposed structure is in the middle of the block. Board Member Gooyer offered a similar analysis to Mr. Lew's. "Size-wise or bulk-wise it looks like- based on the variety that's in this area -yes, it doesn't really relate to the two buildings on either side ... " And further: "The style and the wall of glass and everything else are not in context with what's in the area around it." He referred to the Wells Fargo building's brick with smaller windows, planting, and setback. He concluded of 636 Waverley: "And this is sort of an in-your-face, right-up-to-the-property-line design . . . I have a hard time placing it at this particular location." The two structures which are easily the finest 011 the block and most worthy of emulation in their details are the Post Office and the house at 650 Waverley, both of which are recognized historic landmarks. Both were mentioned in passing but not considered seriously in review. Respondents to a recent survey of architectural style preference, viewing a streetscape collage of photographs of these and the other extant buildings together with the Hays design, indicated by a margin of 85.48% to 14.52% that the proposed design is incompatible in its setting. The survey's total respondent COlUlt is now 925. Opinion surveys of national issues (by Gallup, Wall Street Journal, news networks such as ABC and CNN) typically poll about 1,000 voters, thus this is a huge sample size for one small city and the results are surely representative within a small margin of error. We ask the City Council to review carefully the arguments in this appeal and to compare the pertinent statntes. We believe that the Council members will find that the design of 63 6 Waverley Street conforms neither to the letter nor the spirit of the City's wise and far-sighted ordinances. Review Process We believe that the staffreport'for this project, like the one for 240 Hamilton currently under appeal, fails to consider carefully the elements of aesthetic compatibility and quality design explaine.d above. This may be depaJiment policy that should be examined by the Council. We are additionally concerned that this project is 110t being considered entirely on its own merits. A final approval of this project will encourage and help justify two more projects by the same architect on the same order of magnitude, located one on either side. If approved, they will create a near-solid 50-foot- high wall of glass aJld concrete 150 feet wide that will overwhelm the block. One of these (640 Waverley) is already submitted. Another (628 Waverley) is reputed to be at least in the talking stages. In the September and October ARB meetings on this issue, one or both of these further planned developments adjacent to the site were discussed. In discussion by PlaJming staff (Ms. French) and ARB . members, a consensus seemed to appear that the 636 Waverley project would be easier to approve in terms of landscaping, at least, if envisioned in this future theoretical context. However, Board Member Gooyer observed that seeing the 636 and 640 projects side byside, the Board's work on scaling back massing on 636 Waverley is defeated. The "massing is much greater." A combination of all three in the area will destroy any architectural harmony in the area, and the process creating the new block is an ominous portent for development all over the City. Respectfully submitted, Douglas Smith, Forest Avenue Co-signers Doug Scafe Lynne Scafe Janice Berman JolmKenney Michael Hodos Jeff Levinsky Helena C. Hurley David J. Hurley AlA Emeritus Andrei Broder Jaffa Dadoull Vera Wolwacz SELECTED PERTINENT STATUTES 18.18.11 0 Context-Based Design Criteria (a) Contextual and Compatibility Criteria Development in a commercial district shall be responsible to its context and compatible with adjacent development, and shall promote the establishment of pedestrian oriented design. (2) (A) Compatibility is achieved when the apparent scale and mass of new buildings is consistent with the pattern of achieving a pedestrian oriented design, and when new construction shares general characteristics and establishes design linkages with the overall pattern of buildings so that the visual unity of the street is maintained. (B) Compatibility goals may be accomplished through various means, including but not limited to: (i) the siting, scale, massing, and materials; (iii) the pattern of roof lines and projections; . (iv) the sizes, proportions, and orientations of windows, bays and doorways; (v) the location and treatment of entryways; (vi) the shadow patterns from massing and decorative features; PAMC Section 18.76.010 Conditional Use Permit (a), Contextual and Compatibility Criteria: "Development in a commercial district shall be responsible to its context and compatible with adjacent development ... " "Compatibility is achieved when the apparent scale and mass of new buildings is consistent with the pattern of achieving a pedestrian oriented de.~ign, and when new construction shares general charactehstics and establishes design linkages with the overall pattern of buildings so that the visual unity of the street is maintained. " PAMC 18.76.020: "The purpose of Architectural Review is to: (1) Promote orderly and harmonious development in the city; (4) Enhance the desirability ofliving conditions upon the immediate site or in adjacent areas. (5) Promote visual enviromnents which are of high aesthetic quality and variety and which, at the same time, are considerate of each other." PA Comprehensive Plan POLICY L-5: Maintain the scale and character ofthe City. Avoid land uses that are overwhelming and nnacceptable due to their size and scale. Policy L-23 mandates that the Downtown area "Promote quality deslgn that recognizes the regional and historical importance ofthe area and reinforces its pedestrian character." Policy L-48 reads: "Promote high quality, creative design and site planning that is compatible with surrounding development and public spaces." - 1 - WAVERLEY RESIDENTIAL LLC 333 High Street Palo Alto, CA 94301 (650) 327-2750 December 10, 2013 Gregory Scharff, Mayor Nancy Shepherd, Vice Mayor Marc Berman, Council Member Patrick Burt, Council Member Karen Holman, Council Member Larry Klein, Council Member Liz Kniss, Council Member Gail Price, Council Member Greg Schmid, Council Member City of Palo Alto 250 Hamilton Avenue Palo Alto, CA 94301 via E-mail delivery Re: 636 Waverley ARB Approval Appeal by Douglas Smith Dear Mayor Scharff, Vice Mayor Shepherd and Council Members: I am the owner of 636 Waverley Street in downtown Palo Alto, and this is my response to the appeal of my ARB approval of October 17, 2013. As the staff report shows, my approval process has been long, thorough and all-inclusive from a community-involvement standpoint. It began in early 2012, when I first presented my concept for the redevelopment of this property to Planning Staff. In the fall of 2012, a full year ago, I first presented the project to the ARB. We've been back several times with project updates, and received final approval on October 17th of this year. During the planning process, I reached out to many neighbors, including those who signed this appeal. In fact I called or emailed each and every neighbor on my block, and most agreed to meet with me and discuss my plans. In addition, I met with many other community activists during the approval process, in an effort to garner their support for this project. Due to my inclusion of extensive mechanical parking lifts within the design, the project is fully parked onsite. This aspect of the project has allowed us to receive strong support from both adjoining neighbors on the 600 block of Waverley, as well as from the community at large. As just one successful example of my positive community outreach efforts, Neilson Buchanan testified in favor of the project at our August ARB hearing. In support of his appeal, Mr. Smith's makes three primary arguments, each of which I will address in turn. 1. Pedestrian Orientation and Style Aesthetics. Mr. Smith does not like the design of 636 Waverley. He makes these claims to support his views: CLAIM: An open vehicle entryway occupies 40% of the street façade. RESPONSE: The driveway is 12 feet wide, or 24% of the façade. - 2 - CLAIM: A column extends from the foundation to the top floor ceiling. (If true, this would be 50 feet) RESPONSE: The only continuous visible column extends from grade to the third floor ceiling (36 feet) CLAIM: Frameless glass doors and windows reveal the elevator and staircase inside. RESPONSE: The elevator is not visible from the street. The stair design is a highly developed aspect of the facade, and is an integral part of the building's design. In contrast to many modern buildings, where stairs are merely a practical means of egress, the stair design for 636 Waverley is intended to draw building users into the glass stairwell, thereby encouraging stair use, rather than elevator usage. This is why the elevator was placed away from sight lines, as it is intended only for use by those with accessibility needs. CLAIM: Through large glass panes, we see part of the ground floor office and its entry doors and bare concrete walls and the underside of concrete floors. RESPONSE: Absolutely correct! Modern design encourages a dialogue between pedestrians and building occupants. This greatly enhances the pedestrian experience. There is no more accepted design technique to accomplish this than keeping ground floor office and retail space at the same elevation as the sidewalk, and using large, clear windows at this level. The building does not attempt to hide its structure--it gladly expresses it. The smooth concrete is celebrated by making it quite visible to pedestrians. Again, this is a widely accepted modern design technique. CLAIM: Sidewalk view shows staircase and second floor offices; mostly underside of concrete floors. RESPONSE: As previously noted, the clear glass façade encourages interaction between pedestrians and building occupants. This is quite intentional and is in keeping with the best modern design practices. There are many positive references by ARB members to this aspect of the design. CLAIM: North façade view contains large expanses of concrete with some glass at ground level (Same argument is made for South Elevation). RESPONSE: Virtually all of the ground level façade that is visible to pedestrians is glass. Due to the fireproof nature of concrete, the façade design is able to take advantage of the maximum allowable percentage of window openings on both the North and South facades. In addition, to maximize natural light in both the office and residential spaces, the majority of the South façade is set back from the property line. This aspect of the design is especially green in that it substantially reduces the need for interior artificial day-lighting. CLAIM: The building has no setback and is more than twice as tall as its neighbor at 628 Waverley. RESPONSE: The actual setback of the approved building at the ground floor is almost the same as the setback of 628 Waverley. The setback of the upper floors (at the terraces) is substantially greater than the setback of 628 Waverley. While the height of 636 Waverley is greater than 628 Waverley, it is within the guidelines for this zoning district, and no height exceptions were sought, nor received. Moreover, many of the buildings on the block are substantially taller than 636 Waverley. Most notably, the height of 651-681 Waverley (where a majority of Mr. Smith's appeal co-signors reside) is over 54 feet tall. 2. Compatibility and Context. It is Mr. Smith's position that the design for 636 Waverley is incompatible with neighboring buildings. - 3 - CLAIM: The building occupies 90% of site; has no setback. RESPONSE: Setback reality addressed above. There is no maximum site coverage requirement for this zoning district, but 636 Waverley's open spaces exceed the City's required landscape open space requirements by 300% and the usable open space requirements by 900%! CLAIM: Visible building materials are glass and concrete. Concrete consistent only with All Saints Church across Hamilton Street, which Mr. Smith calls "one of the ugliest buildings in the entire city". RESPONSE: Mr. Smith's observation regarding 636 Waverley's visible building materials is only partially correct. The exterior envelope of the building is concrete, glass and of course extensive landscaping. There is a substantial planting strip in the parkway, running virtually the length of the property. This was achieved after extensive discussions with the City's Public Works Department, which initially objected to the oversized planting area. A majority of the glass along the sidewalk façade is accented by a heavily landscaped raised planter. The concrete structure and fence along the South property line are planted with creeping vines along their full visible lineage. All visible terrace spaces have plants growing along vertical concrete areas, as well as planter boxes along the clear glass railings. With respect to Mr. Smith's mean-spirited comments concerning All Saints Church, I would respectfully disagree, as would the Church's members, among whom their love for the beauty of their congregation is well recognized. CLAIM: Windows are not inset like others on the area. RESPONSE: This zoning district encourages mixed-use development like 636 Waverley. Most other buildings on this block are single purpose buildings, either residential or office. The glazing on 636 Waverley is quite specifically designed to differentiate the office component below (curtain wall) from the residential component above (sliding glass doors and large operable windows). CLAIM: Mr. Smith recites selected comments by ARB members and Ken Hayes. RESPONSE: Comments by ARB members and Key Hayes self-explanatory. No need to comment. CLAIM: Mr. Smith expresses the supposed results of his self-created "architectural style preference" survey. RESPONSE: Anyone who has looked at this one-sided and leading survey knows how useless it is at capturing the true architectural preferences of Palo Altans. Moreover, in the downtown area, and especially on the 600 Block of Waverley, any possible preference for a particular architectural style is without merit. The age of the current buildings ranges from an original construction date of 1902 (which building was completely re-built in 2007) to the newest (and largest, at 94,000 feet) building on the block, which was completed in 1984. There is no single architectural style represented. The three dominant buildings on the street, which represent 57% of the floor area built on the block, were all built in the period from 1981-1984. Perhaps we should have designed our building to mirror the post-modern design aesthetic of the 1980's?' 3. Review Process Claims. CLAIM: Mr. Smith feels that the Planning staff report fails to consider certain compatibility and design qualities, and that 636 Waverley was not considered on its own merits. RESPONSE: The ARB performed a careful review of 636 Waverley, and requested numerous design modifications in response to comments from both Board Members and - 4 - the public (specifically including the Appellant and his co-signers). The written ARB record shows a careful, deliberate and meticulous consideration of all aspects of this project, quite specifically including the project's compatibility, and the quality of its overall design, which was universally praised (even the sole dissenting ARB Board Member, Alex Lew, commented that the building is "handsome" at the August 15th ARB hearing). In summary, I believe that I've demonstrated, quite comprehensively, that the October 17th ARB approval of my project was appropriate, and that Mr. Smith's appeal is without merit. I've taken great pains to insure that my project responded to both the City's concerns and those of all relevant neighbor groups. It is one of a very small number of projects that is fully parked, without resorting to un-parked TDRs, in-lieu fees, or the like. I also believe that my community outreach efforts were nothing short of exemplary. I personally contacted every person that expressed any opinion or comment (to staff) on my project, and offered to meet with each such person. Many agreed to meet with me, and those meetings resulted in specific modifications to the project, mostly related to parking concerns. Of those co-signing Mr. Smith's appeal letter, almost all are residents of a single building--651-681 Waverley--a 5 story, 26,514 square foot building built in 1981. Only one family living there would meet with me, and they freely admitted that their primary objection was that they would be losing their Western views. And while the loss of a view is of course unfortunate, I do not think that it is a valid reason to object to new development that is fully zoning compliant. I hope you will consider these facts when formulating your response to this appeal of the Architectural Review Board's approval of my project. Of course please feel free to contact me to discuss this. Thank you for your consideration. Sincerely, Waverley Residential LLC By: David Kleiman, Manager cc via E-mail delivery: Ms. Hillary Gitelman, Director City of Palo Alto Dept. of Planning & Community Environment Mr. Aaron Aknin, Assistant Director City of Palo Alto Dept. of Planning & Community Environment Ms. Amy French, Chief Planning Officer City of Palo Alto Dept. of Planning & Community Environment Ms. Clare Campbell, Planner City of Palo Alto Dept. of Planning & Community Environment Ken Hayes, Hayes Group Architects August 30th, 2013 Clare Campbell Planning Department City of Palo Alto Re: Major ARB Submission 636 Waverley Street 13PLN-00261 Ms. Campbell, An itemized list of responses to the August 15th ARB comments and the August 22nd ‘Parking Requirements’ memo is below. All changes to the drawings have been clouded and marked ‘Delta 3’. If you have any questions or comments, please contact the Hayes Group. Regards, Ken Hayes Hayes Group Architects 08.15.13 ARB Presentation Comment # Sheet Ref. Comment / Response 1 Modify the Waverley Street elevation to reduce the apparent height and bulk of the structure. A3.1, A4.1 The height of the stair tower has been reduced by 3’-0”. Openings have been cut into the roof overhang and into the fourth floor deck to bring light to areas below and reduce the bulk of these elements. 2 Develop the design of the rear elevation to incorporate the delicate elements present in the Waverley Street elevation. A3.2, A4.1 The design of the rear elevation has been refined. Thin concrete slabs define the edges of the third and fourth floors. A narrow window breaks down the bulk of the stair tower. The change to the parking lifts (see comment below) resulted in removing the second floor terrace, which simplifies the rear elevation and puts focus on the residential floors. 3 Remove the swinging gate at the top of the garage ramp. Replace with retractable bollards. A2.1, A3.1 The swinging gate has been replaced with retractable bollards. 4 Provide additional landscaping on the residential balconies and at the street level. L1.0, L1.1 The landscape drawings show increased plant material in the planter at the Waverley entry, and added trellis with vines on the eastern side of driveway entry. Concrete planters are added to 3rd and 4th floor terrace decks. North facing terraces include shade tolerant planting. New shade tolerant plants species added to project: Liriope muscari ‘Majestic’. 5 Revise the lighting design so that the street level at Waverley St., as shown on the photometric diagram, does not have ‘hot spots’ of 25 foot candles. A2.6 Diffuse wide-spread optics have been added to the down-lights, reducing the light levels at Waverley Street so there are no more ‘hot spots’. 08.22.13 ‘Parking Requirements’ Memo 1 The proposed lift operation can not be supported by Palo Alto planning department staff, as the top spaces must be vacated in order to access the lowest space in the lift. Access to these five parking spaces is required. A0.1, A2.1, A3.3 To address the staff comments, the following changes have been made: The head height above the four ‘quad lifts’ at the rear of the site (between gridline 6 and 7) has been increased to allow 24’-0” clear from garage floor to structure above. This allows the top car of the four-car rack to remain while the lowest car is accessed. This clear height projects above the second floor level, resulting in the loss of the second floor terrace and second floor commercial space. An intermediate concrete platform roofs over the parking rack, transferring lateral load to the shear wall at the rear property line and keeping rain out of the garage. As noted above, 250 square feet of second floor commercial space is removed by increasing the clearance of the garage parking racks. This reduces the required parking count for the project by one. See the edited traffic analysis included. The one space reduction allows the final parking lift (between gridlines 4 and 5) to change from a four-space to a three-space lift. This size lift will allow the top car to remain while the lowest car is accessed. END September 18, 2013 Mr. David Kleiman, Manager Waverley Residential LLC 333 High Street Palo Alto, CA 94301 Email: dkleiman@d2realty.com (sent through email only) Subject: 636 Waverley Street Parking Evaluation Dear David, The purpose of the letter report is to present the findings of a parking evaluation for the proposed 636 Waverley Street project in Palo Alto. The proposed project would replace the existing building with 4,800 square feet of office space and two residential dwelling units. Parking Analysis Based on conversation with City staff,1 TJKM has completed the estimate of peak parking generation for the proposed site based on the Palo Alto’s Municipal Code with time of day information from the Parking Generation, Fourth Edition, published by the Institute of Transportation Engineers (ITE). According to the City code, office use should provide one parking space per 250 square feet and residential units (3 bedroom units) should provide 2 spaces per unit. This would mean parking requirement for the proposed office is 19.2 spaces (4,800 sf/250sf) and four spaces for the two residential. However, it was noted in ITE that office and residential land use peak at different times of the day. The ITE information showed that office use peak at 10 a.m. which also showed that the residential land use at that time with parking occupancy of 32 percent. The different peak parking demand for the two land uses provide opportunities for shared parking. The resulting parking demand is approximately 20 spaces as shown in Table I. Note that use of shared parking concept generally precludes reservation of parking spaces for residential land use. The ITE parking time of day information are contained in Appendix A. Table I – Estimated Parking Generation Land Use Types Proposed Units Parking Rates Total Parking Required Office 4,800 square feet 250 19.20 Dwelling Units 2 dwelling unit 0.64 1.28 Total 20.48 In addition, due to its close proximity to transit and the Caltrain Station, there is some opportunity for trip reductions. The Valley Transportation Authority (VTA) Transportation Impact Analyses guideline states opportunity for up to nine percent trip reduction. Conclusion Since the project proposes to provide 20 parking spaces, the projected parking demand would be accommodated adequately. 1 Rius, Rafael May 16, 2013 Mr. David Kleiman September 18, 2013 Page 2 If there are any questions about this report, please contact me at (925) 463-0611 or email at cthnay@tjkm.com. Very truly yours, Christopher Thnay, PE, AICP Director of Planning & Complete Streets \\Pl4\projects\JURISDICTION\P\Palo Alto\042-041 636 Waverly Parking\Report\LR 091813 636 Waverley.docx Appendix A - ITE Time of Day Parking Information City of Palo Alto Page 1 1 =================MEETINGS ARE CABLECAST LIVE ON GOVERNMENT ACCESS CHANNEL 26====================== 2 Thursday, August 15, 2013 3 REGULAR MEETING - 8:30 AM 4 City Council Chambers, Civic Center, 1st Floor 5 250 Hamilton Avenue 6 Palo Alto, CA 94301 7 ROLL CALL: 8 Board members: Staff Liaison: 9 Clare Malone Prichard (Chair) Russ Reich, Senior Planner 10 Lee Lippert (Vice Chair) 11 Alexander Lew Staff: 12 Randy Popp Diana Tamale, Administrative Associate 13 Amy French, Chief Planning Official 14 Clare Campbell, Planner 15 Elena Lee, Senior Planner 16 17 18 PROCEDURES FOR PUBLIC HEARINGS 19 Please be advised the normal order of public hearings of agenda items is as follows: 20  Announce agenda item 21  Open public hearing 22  Staff recommendation 23  Applicant presentation – Ten (10) minutes limitation or at the discretion of the Board. 24  Public comment – Five (5) minutes limitation per speaker or limitation to three (3) 25 minutes depending on large number of speakers per item. 26  Architectural Review Board questions of the applicant/staff, and comments 27  Applicant closing comments - Three (3) minutes 28  Close public hearing 29  Motions/recommendations by the Board 30  Final vote 31 32 ORAL COMMUNICATIONS. Members of the public may speak to any item not on the 33 agenda with a limitation of three (3) minutes per speaker. Those who desire to speak must 34 complete a speaker request card available from the secretary of the Board. The Architectural 35 Review Board reserves the right to limit the oral communications period to 15 minutes. 36 37 7. 636 Waverley Street [13PLN-00262]: Request by Hayes Group Architects for a 38 Major Architectural Review for the demolition of a one-story, 1,406 sq. ft. office 39 building and construction of a new, 10,328 sq. ft., four-story mixed use building 40 ARCHITECTURAL REVIEW BOARD MINUTES City of Palo Alto Page 2 with commercial uses on the first and second floors and two residential units on 1 the third and fourth floors, on a property within the CD-C(P) zoning district. 2 Environmental Assessment: Exempt from the provisions of the California 3 Environmental Quality Act (CEQA) per CEQA Guidelines Section 15303. 4 5 Chair Malone Prichard: [Starts in progress] architectural review for the demolition of a one-6 story, 1,406 square foot office building and construction of a new, 10,328 square foot, four-7 story mixed-use building with commercial uses on the first and second floors and two 8 residential units on the third and fourth floors, on a property within the CD-C(P) zoning district. 9 Clare? 10 11 Clare Campbell, Planner: Good morning. The Board, the mixed-use project before you this 12 morning with the two residential units and commercial office space has been reviewed by staff 13 and has been determined to be complaint with the development standards of the CD-C 14 Commercial Downtown zoning district. The CD-C zoning district allows development on this 15 site up to 50 feet in height and can be built to the properties lines because there are no setback 16 requirements. Surrounding properties on the same side of the block as well as most of the sites 17 across the street can also be redeveloped based on the CD-C development standards. 18 19 Staff has been contacted by residents who have expressed concerns about the project’s aesthetic 20 compatibility with the existing neighborhood development pattern, which was stated to be 21 generally setback from the street and lower in height. I believe that Mr. Kleiman, the property 22 owner, has reached out to these parties to discuss their concerns. In addition staff and the Board 23 did receive letters of support from the neighboring properties as well. 24 25 Staff recommends that the Architectural Review Board (ARB) recommend approval of the 26 project based upon the findings and conditions of approval outlined in the staff report. This 27 concludes staff’s presentation. Ken Hayes is here this morning to provide you with a detailed 28 presentation. Thank you. 29 30 Chair Malone Prichard: Thank you. You will have 10 minutes. 31 32 Ken Hayes, Hayes Group Architects: Good morning Members of the Board, my name’s Ken 33 Hayes with Hayes Group Architects. I’ll be presenting the project on behalf of my client 34 Waverley Residential, LLC. Joining me this morning is Sheri Van Dorn with Van Dorn Abed 35 Landscape Architect and she’s here to answer questions when they come up on the landscape. 36 And I’d like to thank Clare, the Planner Clare Campbell for helping us bring the application, 37 which has taken some time to you this morning. 38 39 The site I think we’re familiar with 636 Waverley. It’s a midblock site between Hamilton and 40 Forrest. It’s in the CD-C(P) overlay zone. It is surrounded pretty much by CD-C(P) with the 41 exception of a Public Facility (PF) parking lot behind the property. The property is landlocked 42 on all sides so all ingress and egress will come from Waverley Street. The existing home that 43 will be demolished that’s there is nearly entirely constructed of redwood. So we’re going to 44 dissemble it and recycle the wood for use on the interior of the two residential units. That’s the 45 thinking anyway right now. 46 47 City of Palo Alto Page 3 Just a bird’s eye view of the adjacent development; we have the All Saints Church was a nice 1 poured in place concrete building. It has some similar elements. On the corner here, I’ve lost 2 my cursor, there. And then we have [Chop’s] four-story 400 Hamilton project on the corner of 3 Hamilton and Waverley. Directly across the street the single story commercial building, but 4 then we have a four and a half story multi-family project on the corner here, a five to six-story 5 multi-family project here, a three-story historic building here. A home similar to the one that 6 we’re going to be redeveloping that is also zoned CD-C(P) and it’s occupied by office use, it’s 7 not a residential use in that location there, and a two-story apartment building to the west or to 8 the north however you want to look at that there. So it’s sort of a, it’s a neighborhood of a 9 mixture of heights and certainly not any one particular pattern I don’t think of development. 10 11 This is just some views from the east looking at this site right here. That’s the house that will 12 be demolished and recycled. A view looking the other way there; this is the two-story 13 apartment building there. There’s a gingko tree here in front of the building. In our renderings 14 we’re not showing it because we wanted you to see the building, but the idea is that we’re going 15 to, we’re replacing that gingko with another gingko that is of the same kind of maturation as the 16 one that’s there, but it’s a slightly different location. We can’t relocate it. They don’t think it’ll 17 succeed if we relocate it, but that gingko will be replaced. 18 19 Just a street view across the street 400 Hamilton; this is the commercial building directly across 20 the street and of course the multi-family project on that corner and then on the other corner here 21 the historic building located there. This is our project site and the two-story commercial or 22 apartment building located here. This is the other project that will be coming before you at 23 some point probably, but that will be a complete renovation of that and redevelopment. 24 25 So the applicant was before you in November before we were brought on board and this project 26 was introduced as a preliminary. And I think that the program is essentially the same; it’s two 27 floors of commercial on grade and sort of below grade parking. This had on grade parking 28 covered in back and then two residential units on the upper floors. The uppermost story is 29 actually my client’s, it’ll be his home here in Palo Alto. And so I think we’ve got comments 30 that staff or the ARB made that day on the next slide, but it’s a clumsy kind of composition. It 31 seemed like maybe the structure was a little bit too mega structure like, just too powerful, but 32 the idea of formed concrete and lots of glass and then useable spaces on the outside of the 33 building were something that we liked about it and when Dave came to us we tried to reinforce 34 those aspects of the design. 35 36 The ARB’s comments were, and I just distilled them down into five. They noted that the 37 concrete bracing in the structure is a bit out of scale. You requested better pedestrian scale and 38 amenities as well as entry doors facing Waverley. You requested the residential balconies also 39 try to engage the street as opposed to where they were located previously, and then just sort of a 40 general consensus just a little bit too much architecture perhaps. So we then started to work 41 with Dave who showed us some examples of other ideas and then we’ve distilled them down 42 into some of the images here were formed concrete slabs, lots of glass, but then trying to 43 animate terraces that are intended for living on the outside. 44 45 You can see here it’s kind of a fun bunch of trees on the outside of that building, but this clearly 46 has usable roofs and terraces and a vocabulary that we saw was interesting and the one that 47 we’ve been working with recently in the downtown. Again, some other images just these 48 City of Palo Alto Page 4 elegant concrete shapes. Much more modern, very simple that afford outdoor living areas that 1 can also be covered to provide shading and covered outdoor spaces. This is the All Saints 2 Church and just wanted to show some of the poured in place concrete details of that because 3 there are some similarities although it’s a different form. Just this idea of the plainer walls was 4 interesting. 5 6 Our ground floor plan like I said all the access if from Waverley. We have the driveway 7 coming in here to the parking area. In front of the building we are replacing curb, gutter, 8 sidewalk, providing planting. In here we’ve set the building back three feet to where the glass 9 wall is and then where the commercial entrance is for the upper floor its back about five, five 10 and a half feet. We still have… and the doors then face for those two primary spaces face the 11 street. We do have an ancillary entrance for the residential if they want to just come in and go 12 right to the elevator and up or they can walk in the front door if they so choose to do so. And so 13 those amenities there start to address what we talked about or what your comments were before 14 with bike racks in front and then there’s this relocated gingko tree right in front of our stair 15 tower. 16 17 The paving pattern is a nice paving pattern and going down this is a ramp down to the garage. 18 We have 21 parking spaces in the garage. The project is fully parked. It’s parked with four car 19 lifts in those locations and then the handicapped spaces at grade. We have all of our utilities 20 and garbage and trash and recycling down in this, it’s a four and a half foot below grade, it’s not 21 fully depressed, four and a half feet below. And then our emergency egress stair from the back 22 comes out at grade here. There’s a glass railing along here and you go out through a gate out 23 here to the street. 24 25 I just showed a typical residential floor. The units, this is the top floor. It’s three bedroom two 26 and a half bath. This is the front of the building here. Large terrace outside is completely, well 27 it’s covered I think back to about here with the roof above. This whole side is covered, which 28 helps as some sun shading on that south, southeastern side of the building. Master bedroom, 29 two bedrooms over here, but the main living area is in front and is able to utilize this space 30 there. They’re not big units. 31 32 Three dimensionally we’re looking at this kind of developed form where we have this very 33 sinuous kind of zig-zag of the concrete element as it rises in the building and then we play 34 within that framework in and out with the upper floor being setback to create that outdoor 35 terrace. The third floor being setback to create a similar outside terrace for that space, and then 36 the commercial area on the second floor is here and then on the ground floor there’s a gate 37 [unintelligible] that you see through located there to prevent, it’s a one way driveway so we 38 need a gate to monitor when the cars come in and out so we don’t have two cars on the ramp at 39 the same time. And that’s been negotiated with Transportation. 40 41 The side of the building here you can see the overhangs are about five feet in front of the glass 42 on the residential side and on the commercial side we’re pretty much out to the property line 43 with the exception of where we have it notched out because of property line penetration issues. 44 This is the stair tower that will be animated inside. The commercial entrance here. If you go in 45 the ancillary entrance back here for a residential that’s where that would be. These windows are 46 actually into the stairwell as well as this, so you’ll see people going up and down in the stair. 47 48 City of Palo Alto Page 5 The roof area, the landscape plan has some development of the roof terrace. It’s intended that 1 the rest of the roof will be utilized for photovoltaic (PV) panels. There’s some discussion about 2 greywater reuse in the building. It’s not, because we’re going to have a lot of room in the 3 subterranean garage for tanks, etcetera. This is the area that’s carved out on the side for 4 commercial light on the side of the commercial office space. And then at the back of the 5 building, oh this is the other side of the building here with the residential floor located there and 6 here with lots of outdoor space to live to. The back of the building you can see it has the large 7 overhang still for the residential area, which will provide shading on that kind of southwest side 8 now of the building. And the same thing holds true on the commercial floor there. 9 10 The mechanical systems although we have roof screen the mechanical systems are actually 11 going to be hung in the garage space and we’ll just have fan coils in the units themselves. So 12 the roof screen is really there to hide like exhaust fans and make up air fans, so not a lot of 13 equipment on the roof. We’re concerned about the noise relative to the outdoor space on the 14 roof. 15 16 The material palate, here’s a rendering of the building shows the space more enlivened I think 17 on the terraces. We have an outline here of the potential building next door that our office is 18 working on as well. But the concrete will be smooth form concrete with a pattern of snap ties. 19 The glass is a high performance and do you have the finish board there? Is a high performance 20 Solarban 70 glazing system with a combination of reverse glazed and front glazed. This is all 21 front glaze that you see here. On the residential floors it’s more of a Fleetwood type window 22 system with sliding doors that open up onto the terraces up here and here. 23 24 And then the last view is from the other side and this is where we’re not showing the gingko 25 tree. We didn’t have it in this one either, but there is the gingko tree here, but we felt it was 26 important to see the building. The stair comes down and I think this is about nine feet right here 27 at the front door going into the commercial space, going into the commercial stair that would 28 then take you up to the second floor. And that is my presentation. Thank you. 29 30 Chair Malone Prichard: Thank you. I have two speaker cards. The first is Doug Scafe. You 31 will have three minutes. To be followed by Neilson Buchannan. 32 33 Doug Scafe: Good morning, my name is Doug Scafe. I live at 659 Waverley Street in the 34 condominium units directly across. We are in the front facing these units. Lived there for about 35 19 years; have enjoyed living on that street. It is an open street. Every building in that street is 36 setback including the bank, including the building next door to us, and all of the buildings on 37 the other side of the street. Even the condominium unit that’s referred to as five to six floors is 38 only three floors facing Waverley Street. It is built up going back from that. 39 40 So we have essentially a change in the character of the street completely. We’re going from 41 everything being setback and open from the sidewalk to taking it up to the street with zero 42 clearance from the sidewalk and building it 50 feet. And you can already see there’s another 43 building planned next door exactly the same and I expect there will be another one where the 44 two-story building is next to that. And across the street where we are, which is a one-story 45 building is also opened up to the same zoning. So you’re essentially taking what is an open 46 street with setbacks on all of it to a five-story or to a 50 foot, probably 150 feet long on the side 47 of this development wall of glass and the noise we will get from that, the increased traffic from 48 City of Palo Alto Page 6 that, the narrowing of the sidewalk. I mean the sidewalk is the same size, but it’s open on both 1 sides to the housing. Today lots of people walk up and down this street. It is not a commercial 2 street. There are no commercial buildings except the first floor of the condominium unit on the 3 corner, which has professional offices; very little traffic to that. 4 5 I think that allowing this to happen will essentially destroy the street. We’re going to get a 6 bunch of buildings that are build up out to the street. This is not that type of street today. 7 Again, I mean I don’t see any benefit except to the developer, not to the residents of Palo Alto 8 who have an open street. It’s destroying the character of the street. I think not having it setback 9 further and not having it as massive would be a big change and an improvement. Thank you. 10 11 Chair Malone Prichard: Thank you for your comments. And Neilson Buchannan. 12 13 Neilson Buchannan: Neilson Buchannan, 155 Bryant Street. Once again I’d like to frame my 14 remarks in the context of the broader community, particularly the Crescent Park/University 15 South/Downtown North neighborhoods. I will speak in favor of this project for a change. The 16 developer has met with me and several other citizens, gone over the pluses and minuses as we 17 see the project. I think he has been both responsive and responsible. 18 19 I will just pick one feature of the project due to my limitation of my grey matter I’m not going 20 to talk about the aesthetics of the project because I’m unqualified, mentally limited. But this 21 development is a bit of a sea change and watershed event as far as I’m concerned. The 22 developer for whatever reason, self-interest or sense of community or common sense has 23 aggressively put in almost perfect onsite parking capabilities. And that is a remarkable change 24 in my almost one year experience in dealing with civic issues, particularly the neighborhood 25 issues of jammed parking on our residential streets for those three neighborhoods. So I think 26 this is a great chance to move forward in stark contrast to another public statement by one of the 27 premier developers in town, which basically said to the residents the parking problem is yours, 28 get your cars off the street so my tenants can park all day; the commuter parking syndrome. 29 30 Previously I made a remark about 2,000, 2,500 cars parked on those three neighborhoods. I 31 invite you if you have time we will come to you one by one and show you our open source 32 planning model. You can plug in any number of factors and you can change our assumptions 33 anyway you want to and you still come up with profound parking intrusion into those 34 neighborhoods. It is literally going to be parked out to Embarcadero. It staggers your mind and 35 I think the Planning Department is struggling to come up with their own planning forecasting 36 model, but it’s going to be months if not years behind. 37 38 So I close on supporting this project. It’s a great precedent to set. And if you want to go into 39 intellectual challenge of taking a look at the parking forecast that we citizens have developed it 40 involves seven or eight input factors and you can change every one of them to come up with 41 your model and outcome. Thank you. 42 43 Chair Malone Prichard: Thank you for your comments. Ok, Alex [you can] start off. 44 Questions, comments? 45 46 Board Member Lew: Yes I can. I had a quick question for you on the parking lifts. So I’m 47 familiar with like Klaus puzzle lifts, which are triple stackers, but I’ve not ever seen this quad 48 City of Palo Alto Page 7 lift and it’s all going down and so if you could explain, yeah. If you could explain it and how it 1 works? 2 3 Mr. Hayes: Let me introduce Dave because he has spent probably 100 times more time than I 4 have on the lifts. 5 6 David Kleiman: Hello, thank you. I’ll give a just kind of a brief overview on how they work. 7 Actually we have met with Klaus. They have something similar, it doesn’t work quite as well 8 as this model, which is actually by Harding Steel who has done quite a few of the Bay Area 9 installations including some for Klaus. These lifts when you drive into the garage will appear to 10 be at grade. So the, if you will, the top lift sits at grade. You can park on it, but when you drive 11 up and there’s numerous ways to control them, but the way I plan to do it is using a smart key 12 so that as you drive in you can either have a proximity sensor you drive by and then the lift will 13 automatically raise up to an open space so that you can then pull your car in, get out, you wave 14 your smart key again and the lift goes back down and it’s ready to receive the next car. Now if 15 all of the lifts are full down below, then you can just park on top and if not you could just go to 16 the next lift and they’ll all work in sync. So there will be a computer connected to these so it 17 works in a smart way. 18 19 We also designed it so that a variety of different sizes of vehicles could enter the lifts. And this 20 is, we spent a huge amount of time working out with Jaime and Rafael on sizing these and what 21 we did was we did a survey of every lift installed in Northern California, which there are 19. 22 Almost all of them are by the way in Berkeley for some reason. So actually that’s where Klaus 23 came in because all of the lift designs are there. As I understand that some of you actually took 24 a field trip and saw some of those. So as it turns out about 46 percent, 47 percent of those lifts 25 are what I would call full size and could accommodate SUV’s and minivans and things like that. 26 And 53 or 54 percent are smaller vehicles so you could get a full size car of course and smaller 27 SUV’s like a Toyota RAV4, a Honda CR-V, those kinds of vehicles, which are obviously very 28 popular and so we created these with a mix. So the lower two of the four lifts will 29 accommodate full size cars and mid-size SUV’s and frankly most minivans because minivans 30 really aren’t that tall and weight wise they can handle anything regardless. And then the upper 31 two lifts obviously could handle full size vehicles of any sort. And then of course the top 32 vehicle, the top of the lift because there’s a very tall ceiling could literally handle anything. So 33 if you had an oversized vehicle like a Ford Exposition or something that’s seven feet tall 34 obviously those folks are going to have to pull into the upper part of the lift. And I believe it’s 35 [unintelligible] now after many meetings that the City’s satisfied with this approach so that may 36 be a little bit more than you wanted, but I thought I’d give you everything. 37 38 Board Member Lew: And so are they just moving vertically or are they also moving 39 (interrupted) 40 41 Mr. Kleiman: Uh, no. The puzzle lifts have one major negative, which if you remember those 42 little puzzles as a kid with the squares there’s always one open so the others can lift. Well that’s 43 the problem with the puzzle lifts, you lose a space. These you don’t lose anything so they act 44 individually. If one breaks for example and there’s a 24 hour service. We’re concerned about 45 that. We also will have backup power so that you can get your car out. And then, but in any 46 case each lift holds four and there’s no loss of any spaces, with the puzzle there always has to be 47 City of Palo Alto Page 8 one open for the puzzle to move into place to free up the car. So it’s just a little bit more 1 efficient. 2 3 Board Member Lew: Great, thank you for that. 4 5 Mr. Kleiman: Absolutely. 6 7 Board Member Lew: And then on, so I just want to say on the building design Ken I mean I 8 think, I mean you make it look so easy and I know it’s not and it’s very handsome as an object. 9 I still, I have concerns that Mr. I forgot his name, Mr. Scafe, had. I actually had the same, very 10 similar concerns about this. I mean it seems completely out of character from the rest of 11 Waverley. I [unintelligible] understand that the zoning ordinance and our downtown design 12 guidelines are saying that it’s part of downtown. 13 14 Mr. Hayes: Right. 15 16 Board Member Lew: And zero setback, but it seems very different to me than the rest of the 17 block. The rest of the buildings have a lot more landscaping and more setbacks. I can, I think 18 the Planning Department’s saying it’s part of downtown and I think I can go along with that, but 19 there is one finding that says that you have to minimize the massing of the building and I don’t 20 think you’re doing that. I think like the third floor unit has like 2,000 square feet of decking, of 21 deck space and also on the third floor you have like a, there’s sort of a deep recess where on the 22 fourth floor there’s a recreation room. 23 24 Mr. Hayes: Right. 25 26 Board Member Lew: On the third floor there’s just a niche in the building. 27 28 Mr. Hayes: Right. 29 30 Board Member Lew: And that effectively by putting that recreation room on the fourth floor 31 instead of the third floor I mean it makes the building appear bigger and boxier. I think on some 32 of your other buildings that we’ve seen like we saw one a couple weeks ago there was more 33 landscaping. It was integrated into the upper floor terraces. I mean we don’t really have that 34 here. You’re saying that there’s some planters [above] it’s fairly minimal. I do like the roof 35 deck, but it’s not really visible from the street. 36 37 Mr. Hayes: Yeah, I know it’s not. 38 39 Board Member Lew: It’s sort of in the back. I mean that’s a great amenity to have and I 40 encourage you to do it, but for the purposes of the City and the neighborhood and the other 41 residents on the block there really isn’t much landscaping at all along the front, on the front of 42 the building. I know you’ve got some vines on the back, there’s some vines on the stair tower. 43 44 Mr. Hayes: There’s probably more landscaping than the apartment building next door, which is 45 pretty much paving up to the building. Right? And Sheri is here if you’d like to hear from her. 46 47 Board Member Lew: Sure. And which apartment building do you (interrupted) 48 City of Palo Alto Page 9 1 Mr. Hayes: The one on the corner to the right; no, the one right there to the right. And part of 2 the thinking was that the entrance into the stairwell where we have the glass wrapping it kind of 3 wraps back to a point where it’s almost coplanar with the edge of that yellow apartment 4 building so that you even though there’s building in close space there it’s all sort of frameless 5 glass so it feels like it’s part of the public realm and it’s not a solid wall. So that was the 6 thinking on that corner. 7 8 Board Member Lew: And I do like that particular corner. 9 10 Mr. Hayes: [Unintelligible] So that helps that. We’re not showing the trees in front and so I 11 pointed that out earlier and I’m sure Sheri could talk to any questions you might have on 12 landscaping as well. She’s got the plan in there. The idea is that those terraces would be 13 landscaped with pots and that sort of thing. 14 15 Board Member Lew: I know, but we don’t have, but I don’t think there’s anything here, right? 16 Or minimal (interrupted) 17 18 Mr. Hayes: I think just the roof probably is indicated. 19 20 Board Member Lew: And then on the massing why are the, like why have 2,000 square feet of 21 decking for a small unit? I mean that’s really huge amount of space. 22 23 Mr. Hayes: Well part of the requirement was that the owner wanted to have the larger unit on 24 the fourth floor and so we’re, it’s a balancing act how do you sort of achieve that without, you 25 know, you have to have some floor space below it. So that allowed us to, the forms that we’ve 26 used have allowed us to kind of gnaw out underneath, right? And so it’s similar to what we’ve 27 done in front. I feel like those shadows make the massing very interesting and provide that deep 28 relief that could give you the same kind of relief that another kind of notch in the building 29 would do. So when you look at this I think that the part that you’re really going to read as mass 30 is really up to here because that will be a darker area because of the interior space. And that 31 these spaces here our thinking is that will appear lighter and airier and carved out kind of like 32 Herzog de Meuron’s garage in Florida. Not nearly that scale. So that was the thinking. 33 34 Board Member Lew: So I agree that the building is really interesting. The form is very sexy. I 35 get all of that and I understand why you want to do it and I to a certain extent I like it. The 36 thing is like for me though with like concrete buildings like this and we’ve seen, I mean this 37 was the concrete kind of building like this was fashionable at one time. Is that like, what you 38 don’t get though during the daytime is you get all these dark shadows on the underside of the 39 concrete. Like in your rendering you’re showing it with all the illumination, but you don’t 40 really get that, most of the time the windows are black or dark grey. 41 42 Mr. Hayes: Right. 43 44 Board Member Lew: And all that grey concrete and you have like the dark shadow on it for 45 most people, for laypeople it just looks depressing. Like it looks like a parking garage. Now I 46 understand that you’re much more talented than that and I’m giving you all the credit for that. I 47 understand that, but there’s a leap, there’s a big gap there between what an architect sees and 48 City of Palo Alto Page 10 what the public sees here and it seems to me that this is too much of a stretch for me in its 1 current configuration and lack of landscaping. 2 3 The, but I do want, I mean generally though I’m in support of the project. Like I think this is 4 the right kind of project. I’m not, I don’t want to like turn you off from that, but I just think that 5 it’s, this is a pretty big stretch for me to make the compatibility findings on this one. I think it’s 6 hard. 7 8 Mr. Hayes: Primarily concerns over landscaping and (interrupted) 9 10 Board Member Lew: Just the amount of deck. 11 12 Mr. Hayes: [Unintelligible] 13 14 Board Member Lew: Like you could reduce the amount of porch, porch your decking, you 15 know your deck area to make the building less massive looking and still have a nice project. 16 17 Mr. Hayes: Sure. 18 19 Board Member Lew: That’s my take on it. I haven’t studied it, but I mean (interrupted) 20 21 Mr. Kleiman: When I was before you last time actually one of the comments Lee made was that 22 he, he really did want to see the residential units setback and I think from the angle, the other, 23 the rendering view if you kind of notice it when you’re on the street certainly when, if you were 24 those pedestrians on the sidewalk looking up you actually wouldn’t see the residential units at 25 all. You would just see the overhang and it is our intention to fully landscape both of those 26 decks. The reason we didn’t is the same reason the gingko tree’s not here. We really wanted 27 you to be able to see the structure and what the building looks like and it’s definitely our 28 intention as Sheri can maybe shed some light on that to have that to be a very green space so as 29 you look up you’ll see, you’ll read it as a two-story building with two upper kind of landscaped 30 green spaces. And the glass set very far back so you really don’t read the residential units and it 31 really makes it feel a little bit more like a two-story building than a four-story building. 32 Anyway, that’s the, that was the idea. 33 34 Board Member Lew: No, I mean I think you’ve done something very important, which is have 35 the porch space on the front of the building. And I don’t want to discourage you from, I mean I 36 think that’s really important. I’m just saying that it’s really big. Really, really, big. I mean 37 those are just (interrupted) 38 39 Mr. Kleiman: It’s their yard. Right? 40 41 Board Member Lew: I know, but if you have a 2,000, you have a 2,000 square foot unit and like 42 with a 2,000 square foot deck. I mean that, it’s just, it’s huge. So, that’s all I have to say on this 43 project. I do want to encourage you to continue (interrupted) 44 45 Mr. Kleiman: To continue in this direction. 46 47 City of Palo Alto Page 11 Board Member Lew: And maybe, well you may get approval today. I have a different point of 1 view than most of the other Board Members usually. Thank you. 2 3 Chair Malone Prichard: Lee. 4 5 Vice-Chair Lippert: Well first of all I want to thank you Dave for listening to our previous 6 comments. I think you’ve done the right thing here by rethinking your approach to the building 7 and it’s paid off I think handsomely. This is a much more desirable direction that you’ve picked 8 than the other one that we saw on the prelim. The prelim project there was just no way I could 9 even begin to think about approving that. And today you’ve made significant steps in listening 10 to our comments and are beginning to move in that direction. 11 12 I agree with some of the comments by my fellow Board Member and as well as some of the 13 members of the public here. I don’t know what to describe it other than in some ways the 50 14 foot height limit while it’s allowed does begin to impose itself on the street in a way that I think 15 can be mitigated or addressed differently and where I’m beginning to go with this is I’m not so 16 sure that the cover over the top deck is quite necessary. And because of that it reads as another 17 whole, it actually accentuates the height of the building whereas you don’t have solar panels 18 directly above that. The solar panels are actually stepped back a good, it looks like a good 10 19 feet from the front of the building. Is that the case? 20 21 Mr. Kleiman: We actually set them, I met with all of the neighborhood residents that contacted 22 Clare with the one exception because she was traveling, but one of them said would you mind 23 setting the solar panels back so that as we walk down the sidewalk we won’t see them. I said 24 no, that’s absolutely fine. So it’s actually our intention once we’re, once the building’s up to try 25 to add additional solar panels, but only to the point towards the front where they would not be 26 visible from the sidewalk in front of the building. So our original design had them coming all 27 the way up and then we thought ah, no, that’s not such a great idea. And so we are hoping to 28 actually fill that in with a few more panels. 29 30 Vice-Chair Lippert: Ok. Right now that piece of roof that overhangs the top deck there adds to 31 the mass [so] the height of the building. And I think that that’s really where I’m having some 32 issues or concerns. You’ve got that wonderful glass railing up at the top level and I really 33 appreciate you putting the terrace out there and getting the residential units and their terraces out 34 towards the street. I think that that’s a really important planning element in terms of being able 35 to have eyes on the street, ok? But I’m not convinced about the way the building’s been capped 36 and accentuating the height there. So I feel as though if that could be peeled back, it becomes 37 easier to approve the project, ok? 38 39 The other element that I have difficulty with in terms of height is you’ve got your stair tower. I 40 think it’s a beautiful element, but again it’s a double height space with staircases and I don’t 41 know if that’s absolutely necessary. Perhaps I would feel differently if that was an open stair, if 42 that was something that didn’t have a roof over it and it was open and you could just simply go 43 up the staircase. I don’t, is that necessary for protection? 44 45 Mr. Hayes: To have it enclosed? 46 47 Vice-Chair Lippert: Yes. 48 City of Palo Alto Page 12 1 Mr. Hayes: It’s not necessarily for protection, no. I think that, I think from Dave’s standpoint 2 he probably want, he wanted it as an interior environment and not an outside stair. What’s, so 3 what we really like about it is that you’ve got these two glass elements that you’re going to get 4 reflection off of and I believe that that’s going to read as the skin of the building and then you 5 have the two voids. And if that stair were also a void like we had at the second or the third and 6 fourth floors it’s almost like it’s kind of like a non-building. It might be too much negative 7 space on that front and that’s, I like the glass there. Certainly have a lot of light in the stairwell. 8 The height of that stair we probably, there’s probably three feet there that could come down if 9 we wanted to lower it. We have it lining up just from trying to be, have a disciplined approach 10 to the form generation, but that stair we don’t need to have that height when you get to the 11 fourth floor in the stairwell. We want probably at least 9 or 10 to the roof at that point. 12 13 Vice-Chair Lippert: I think there are ways of dealing with that stair tower and helping to reduce 14 the mass that’s right up against the Waverley Street side, ok? So that’s what I would look at; 15 ways to reduce the massing of that element. 16 17 I have a question with regard to your gate at the parking garage. Is it necessary to have the gate 18 there at the street or can we, can you use a roll up gate that’s not down during business hours or 19 can we put it at the bottom the ramp or do something to get that, to get that gate back away from 20 the street? 21 22 Mr. Kleiman: Really good question. We actually the original design didn’t have a gate at all 23 and we really frankly don’t want one, but as a condition of approving the parking system and 24 obviously the one way ramp (interrupted) 25 26 Vice-Chair Lippert: Right. 27 28 Mr. Kleiman: Which as you can see by I mean the retail on the first floor is only 12 feet wide. 29 30 Vice-Chair Lippert: Right. 31 32 Mr. Kleiman: They wanted the gate and we initially said well can we put it down? They said 33 no, we want people up on the street who would turn into the garage to attempt to use their door 34 opener to enter and if someone were coming up the ramp where… actually I didn’t give you all 35 the details, we’re actually installing a little stoplight in the garage area so that as people are 36 coming up towards the ramp if there’s someone coming down the ramp there will be a red light 37 in the garage saying no don’t and if they start to come up then that gate won’t open for people 38 coming in. And so they don’t want a conflict of potential parker coming in. 39 40 So we actually have looked at other gate designs and frankly we tried to pick one, it’s really 41 hard to see in this rendering, that picks up the kind of big move in the building, which is kind of 42 the back and forth horizontal move that you see both in the stair tower and in the residential 43 units and commercial space. And I’m not sure that that’s totally final, but I mean we did want 44 to at least have some reference to Ken’s design, but unfortunately the City was very firm about 45 wanting that gate up towards the front. And they don’t want us to keep it open even during the 46 day and almost especially not during the day because that’s when most of the commercial 47 City of Palo Alto Page 13 tenants would, will use the parking. You know would be, need to be kept from the driveway 1 conflict. 2 3 Vice-Chair Lippert: I’m going to recommend that you look at something here that could 4 possibly work. This is very site specific in what you tried to do here. They do make retractable 5 pneumatic bollards. And they’re a really great element. 6 7 Mr. Kleiman: I’ve seen those. Yeah, they… I agree. I wonder if the City would go for that 8 because that would be a great solution. 9 10 Vice-Chair Lippert: And because the width of that opening I don’t think you’d need any more 11 than one or two. 12 13 Mr. Kleiman: Yeah, I agree. 14 15 Vice-Chair Lippert: It’s just going to keep vehicles from going in. 16 17 Mr. Kleiman: You know Lee that’s a great idea. Honestly I love it. I’d much rather have them 18 than that gate. I mean really the openness that you see on the third floor balcony, that’s exactly 19 what that space was like on the first floor before we had to put the gate there. I love that idea. 20 21 Vice-Chair Lippert: Yeah. I think that that, this is one instance where I think it could work. 22 And then (interrupted) 23 24 Mr. Kleiman: I think by the way that they would go for that. 25 26 Vice-Chair Lippert: Yeah. Well it does the same thing. 27 28 Mr. Kleiman: Yeah, absolutely. 29 30 Vice-Chair Lippert: I mean it’s not meant to keep pedestrians from going down there, but it is 31 meant to keep traffic collisions. Yeah, ok. And then the part of the building that I’m, I guess I 32 have the most difficulty with is the backside of the building. The front of your building really 33 has a great theme to it. I think that Ken really came up with a really great approach in terms of 34 the ribbon feel of that building. I think that that’s really great. It reminds me a lot of Design 35 Research in Boston, you know in Cambridge. That was really a wonderful building by Ben 36 Thompson. And in some ways the back of the building doesn’t have the sophistication and 37 delicacy as the front of the building and that’s what I’m sort of missing there. Any thoughts on 38 that? 39 40 Mr. Hayes: I mean it certainly doesn’t have the repetition of the zig-zag. If we were going, my 41 thought that we started there, but programmatically what we’re dealing with is a little bit 42 different on the back where we don’t have these large spaces on the inside. It’s more 43 subdivided. And if I, my thinking is that if I’m going to, if I want to sort of not replicate but 44 mirror maybe what’s happening at the front in the back wouldn’t it be great if it was the same? 45 You saw the same form so it was just an extruded piece that went all the way through. Was not 46 able to make that work so thought that having the residential block kind of have the similar slab 47 edges and then the, this is all setback. This is five feet setback. So this perspective is a little bit 48 City of Palo Alto Page 14 odd. So you do have that fine, the tracery still. This is not a mass here. I wish I could, I can’t 1 rotate this model, but this plane of glass at the commercial floor is setback I think five or six 2 feet from that slab edge above. So you do get the distinct sort of reading of, you follow what 3 I’m saying? 4 5 Vice-Chair Lippert: Yeah. Let me tell you, let me tell what I’m thinking, ok? The front of your 6 building has a lightness and delicacy to it because it, you’re looking on edge at all this concrete. 7 The sides of your building is where you really have the mass of that (interrupted) 8 9 Mr. Hayes: The solidity of the form. 10 11 Vice-Chair Lippert: Exactly. 12 13 Mr. Hayes: Right. 14 15 Vice-Chair Lippert: And so the sides are far more forgiving in terms of allowing you to do that. 16 And it can be, those forms can be punctuated on the side easily, but on the backside it reads a lot 17 like the sides of your building again. And I’m looking for something that’s going to be an 18 element that’s going to work much better than that. And right now it butts up against the public 19 lot, which is where we have the (interrupted) 20 21 Mr. Hayes: Farmer’s market. 22 23 Vice-Chair Lippert: Farmer’s market. So the public is going to see that on a regular basis. 24 25 Mr. Hayes: Oh yeah, we didn’t intend to forget about the design of that. I mean I felt like 26 having this residential piece, those two floors as part of that sort of outline slab I understand 27 what you’re saying with relative sort of to this piece here, we could certainly that could be 28 around the corner. But felt like having the slab edge and the glass setback was what was 29 important to give it that sort of tracery look. 30 31 Mr. Kleiman: Just one other comment, we in one of the neighbor meetings they requested 32 specifically that we kind of close this up. They really didn’t want to see any of the cars. And 33 so, yeah, plus it’s a little deceiving. The public lot is actually the elevation is about two and a 34 half to three feet above our property. In fact there’s probably an illegal fence or something that 35 they’ve used, but you can walk from the public lot down onto our property and you have to go 36 down a set of steps. So this, the top of this wall is probably even with, at most a foot higher 37 than the top of the wood fence that currently sits between the public lot and our property. So 38 you basically see kind of glass and open terraces on all of the three visible levels if you were 39 standing at the public market. 40 41 Vice-Chair Lippert: Yeah, you know the base of the building is the least problematic for me. 42 It’s really up above and what I’m looking for is something that’s as sophisticated and as delicate 43 on the front of the building. That you begin to treat the back of the building as well as you 44 treated the front of the building. So that’s, again that’s the area that I think needs some work. 45 And Ken you’ve just over on the next block on Cowper Street we just reviewed that project a 46 week ago. 47 48 City of Palo Alto Page 15 Mr. Hayes: Correct. 1 2 Vice-Chair Lippert: And you’ve successful done that on all three sides of that building. 3 4 Mr. Hayes: Yeah. 5 6 Vice-Chair Lippert: So I don’t think that this challenge here is particularly onerous. 7 8 Mr. Hayes: Insurmountable. 9 10 Vice-Chair Lippert: Yeah. Ok, thanks. 11 12 Mr. Hayes: Thank you Lee. 13 14 Chair Malone Prichard: Ok, I’m generally in support of the direction you’re headed here. I 15 share I think Alex’s concerns about what you’re creating is sort of a 50 foot high wall by having 16 these folded concrete shapes, which they are sexy. They’re very cool, but given that everything 17 else in the area is lower it does feel to me as though the upper floors need to be pulled back 18 some. And I think the biggest move would be to take that overhang at the top floor and push it 19 back. That would go a long way toward solving some of the incompatibility issues as far as 20 massing. 21 22 Another thing and I don’t recall what the building next door is going to look like. 23 24 Mr. Hayes: That’s because we haven’t shown it to you. 25 26 Chair Malone Prichard: No wonder that’s, my memory isn’t as bad as I thought it was. That 27 third floor large terrace right now in this view on the left has a big solid wall. And if that were 28 more open and airy it would help to break down the mass of this building. However, I don’t 29 know if that’s appropriate with what’s next to it. 30 31 Mr. Hayes: It’s also with the fourth floor terrace we can’t have an opening in that wall. It’ll be 32 an opening on the property line. 33 34 Chair Malone Prichard: Oh, that’s right on property line. Good point. Ok, rear of the building. 35 Can we go to the image you were just showing? 36 37 Mr. Hayes: Yeah. 38 39 Chair Malone Prichard: So you’re starting to use some of the same vocabulary by bringing 40 through these concrete forms the, you can see the concrete floor expressed and I like what 41 you’re doing with pushing the glass back five feet, but at the third and fourth floor you’ve got a 42 couple of vertical walls which are fairly wide, which seem to be in plane with the edge of that 43 concrete. So by doing that you’re sort of losing the delicacy of that floor that protrudes out 44 elsewhere on the building. 45 46 Mr. Hayes: Yeah, got to have some structure somewhere. 47 48 City of Palo Alto Page 16 Chair Malone Prichard: Oh absolutely. I just it weren’t quite in that plane. 1 2 Mr. Hayes: Yes. 3 4 Chair Malone Prichard: Not that those walls have to go away, but just if you could express the 5 edge. 6 7 Mr. Hayes: Yeah, I think we can think about that. 8 9 Chair Malone Prichard: You just need to take another look at that backside. 10 11 Mr. Hayes: [Unintelligible] 12 13 Chair Malone Prichard: Ok. The gate, yeah, I had an immediate dislike for the gate. I 14 understand why it’s there. I love Lee’s idea. 15 16 Mr. Hayes: The gate was a last minute thing when we finally completed the negotiation. 17 18 Chair Malone Prichard: Yeah. 19 20 Mr. Hayes: I love Lee’s idea. 21 22 Chair Malone Prichard: Yeah. The planting, perhaps the landscape architect would like to come 23 and talk about the planting. It’s the planting at the ground plane to me it isn’t really feeling 24 integrated into the floor plan and the forms. So. 25 26 Mr. Hayes: Sheri. 27 28 Sheri Van Dorn, Van Dorn Abed Landscape Architect: Hi. Well so what doesn’t really show up 29 too much in the renderings… Oh. Oh, go ahead. 30 31 Mr. Hayes: Which one do you want? 32 33 Ms. Van Dorn: That’s both floors so that’s fine. 34 35 Mr. Hayes: Ok. 36 37 Ms. Van Dorn: So we have a planter immediately in front of the building and then down the 38 garage ramp as well. And then we have obviously the gingko tree. And then in the back of the 39 building there’s vines along the building. And then on the side entrance there’s also vines along 40 the walls there as well. It’s a little hard to see in that view. And then the majority of the 41 landscaping is of course on the roof deck right now. And I think that they expressed, I think the 42 imagery that was shown early, the inspirational imagery of the architecture with the glass and 43 the trees, all those terraces would be landscaped and unfortunately we didn’t show that on the 44 renderings, but there would be trees and things shown as the terraces rise as well. 45 46 Chair Malone Prichard: So you have some imagery of trellis components, laser cut. Where do 47 you see those being used? 48 City of Palo Alto Page 17 1 Ms. Van Dorn: That was a last minute thought that we had. Our client was expressing some 2 desire for some shade on the roof deck. So it’s set way back from the street. 3 4 Chair Malone Prichard: Oh, that’s too bad, but the residents will enjoy it. 5 6 Ms. Van Dorn: Yeah. 7 8 Chair Malone Prichard: So do you have any thoughts about how you could better engage that 9 planter that’s at the sidewalk with the building? Because right now it’s just a rectangle sitting in 10 front of the building and it doesn’t seem to relate all that well. 11 12 Ms. Van Dorn: Right, there’s not of course a lot of room there and there’s glass as well. We 13 could certainly pull it out some, but there isn’t a whole lot of room to engage it into the street a 14 whole lot more. 15 16 Chair Malone Prichard: And that may be something that needs to be worked out with the 17 architecture as well. 18 19 Ms. Van Dorn: Yeah, right. 20 21 Chair Malone Prichard: Ok. I think that’s all I had for you, thanks. 22 23 Ms. Van Dorn: Ok, thank you. 24 25 Chair Malone Prichard: A technical lift question. I was looking at this section. 26 27 Mr. Hayes: That’s for Dave. 28 29 Mr. Kleiman: Section? 30 31 Chair Malone Prichard: Yeah, you had a section through the lift. And just sort of eyeballing it if 32 you look at the way the lift moves in order to get the bottom car out do you have enough 33 headroom? If there’s a car on top and a car on the bottom and you need to get the bottom one 34 out how much? 35 36 Mr. Kleiman: The car on top does need to be removed in order for the lift to go all the way up. 37 38 Chair Malone Prichard: That explains it. 39 40 Mr. Kleiman: Yeah, absolutely. 41 42 Chair Malone Prichard: Ok. And Transportation understands that? 43 44 Mr. Kleiman: Yes. 45 46 Chair Malone Prichard: Ok. 47 48 City of Palo Alto Page 18 [Unintelligible] 1 2 Chair Malone Prichard: Well you can drive a convertible, leave the top down. Yeah? 3 4 Mr. Kleiman: Yeah I mean keep in mind that although the lifts are massive the building 5 although you may feel that it’s very tall it’s only 5,000 square feet of office users. And we have 6 a similar size building there were probably 18 to 20 employees maximum and our experience so 7 far in Palo Alto is that 65 percent of them actually drive. So I don’t actually see the garage 8 filling up on a daily basis. 9 10 Chair Malone Prichard: That’s our experience at our office in Palo Alto too. 11 12 Mr. Kleiman: Yeah. 13 14 Chair Malone Prichard: Not everybody drives. More couple little technical things; domestic 15 water backflow preventers, I don’t see those. I saw the Fire Department backflow preventers, 16 but not the domestic. 17 18 Mr. Kleiman: I’m just going from memory, but I thought the backflow preventers were along as 19 you, the side entrance to the north of the building where you can access the elevator there’s a 20 little screen and then between that and the building where it kind of juts out there’s an area 21 where the preventers I think are located. 22 23 Chair Malone Prichard: Ok, I think that was called out for Fire Department only, but maybe 24 you’ve got room for everything. Just take a look at that. 25 26 Mr. Kleiman: Sure. 27 28 Chair Malone Prichard: The civil drawing actually has (interrupted) 29 30 Mr. Hayes: There’s room there for all of it. 31 32 Chair Malone Prichard: There is? 33 34 Mr. Hayes: Yeah. 35 36 Chair Malone Prichard: Great. The civil drawing has a note that it’s in the garage, but it isn’t 37 shown there. Sheet A2.6 your photometrics, there’s some really bright lights out near the edge. 38 39 Board Member Lew: I saw that too. Is that because they’re LED’s? 40 41 Chair Malone Prichard: Yeah, sort of in front of the stair. 42 43 Mr. Hayes: Right. We’re only using LED’s in the building. There is no incandescent at all. 44 45 Chair Malone Prichard: Yeah, so take a look at that area in front of the stair on the photometric 46 diagram. Something’s going on there. 47 48 City of Palo Alto Page 19 Mr. Hayes: 20 to 25 foot candles. 1 2 Chair Malone Prichard: Yeah. That needs to come down. 3 4 Mr. Hayes: It really falls off fast. 5 6 Chair Malone Prichard: And then I think my last thing, these are all sort of nitpicks, is you have 7 short term bike parking in the garage, which wasn’t a great location for it especially when you 8 had a gate. It’s probably better now that you’re thinking about bollards, but you might want to 9 think about your short term bike parking being more accessible from the street. 10 11 Mr. Hayes: We have bike parking on the sidewalk as well. 12 13 Chair Malone Prichard: I saw that, but I think you still got two in the garage. 14 15 Mr. Hayes: Yeah. 16 17 Chair Malone Prichard: Which is fine for long term, but it’s not great for short term sort of 18 tucked between a parking lift and an accessible space. 19 20 Mr. Hayes: I’m pretty sure that is the long term parking. So it might be mislabeled. 21 22 Chair Malone Prichard: Ah, that could be. 23 24 Mr. Hayes: That is the long term. 25 26 Chair Malone Prichard: Excellent, that will work fine. 27 28 Mr. Hayes: So the requirement is the short term is outside and that is the long term inside. 29 30 Chair Malone Prichard: Great. Well that’s all I’ve got. I think it’s a handsome project. 31 32 Mr. Hayes: Thank you for your comments. I think we can address those pretty quickly at 33 subcommittee. 34 35 Chair Malone Prichard: Yeah, Lee has another comment. 36 37 Vice-Chair Lippert: You know just one other thought. You talked about adding extra solar to 38 the building. And they do make vertical solar panels that you can use as cladding on the 39 building. So maybe on the rear of the building that might be a, something you could use as an 40 element there. 41 42 Mr. Hayes: Thank you Lee. 43 44 Board Member Lew: I have one follow up question for you guys. 45 46 Mr. Hayes: Yes. 47 48 City of Palo Alto Page 20 Board Member Lew: So how did you come up with the floor to floor heights for the building? 1 2 Mr. Kleiman: Certainly the ground to the second floor was largely dictated by the parking lifts 3 as you can see. And then after that we just picked fairly reasonable heights. We weren’t 4 looking to kind of maximize anything. In fact at one point we looked at a taller fourth floor and 5 I said no. I really, my wife is Asian and she’s shorter and she doesn’t really like super tall 6 ceilings even though I’m a little taller. So yeah, I don’t think there was any magic to that. We 7 just wanted something that would be considered a reasonable height. We are hoping finish wise 8 we’re wanting to have exposed concrete surfaces as you might guess and so we’re designing the 9 mechanical systems so those can be visible and you could enjoy that height in the commercial 10 space as well as actually in the residential spaces. I mean there would probably be visible 11 HVAC. 12 13 Board Member Lew: Right, so that’s what I was getting at because [unintelligible] seem like the 14 second floor, which is like 12 foot floor the floor was kind of low for an office space, but if it’s 15 an exposed then it’s ok. And then the top floor is like or the third floor is 11 feet floor to floor, 16 which is kind of, which is ok. And the top floor is 13, which seems kind of high, but I realize 17 that the top floor you might have roof slope and you have other things to negotiate. 18 19 Mr. Kleiman: Exactly, and by the way I think as we study this in subcommittee we can look at 20 bringing that down. We looked initially we did plan on having exposed ductwork. We actually 21 met with the MEP and we can get the system actually into the floor and avoid exposed 22 ductwork so we actually don’t need that extra height. We need some of it obviously for the roof 23 slope, but not everything we thought we would need. 24 25 Board Member Lew: Should we weigh in on what we think should happen on this one, come 26 back to subcommittee or to continue it? 27 28 Chair Malone Prichard: I would lean toward continuing. There are quite a few items to be 29 addressed. 30 31 Board Member Lew: That’s my sense too, just because it’s massing issues. If it was only the 32 other items like bollards and bike parking and whatever then I’d be fine for it to come back to a 33 subcommittee. 34 35 MOTION 36 37 Vice-Chair Lippert: Yeah, I’m going to move that we continue this item. Would you like it to a 38 date certain? We do have one other hearing in? September 19th. Ok, September 19th and I 39 think there were a number of issues that we had outlined here. I can sort of go through them if 40 you want. 41 42 Mr. Hayes: That would be helpful and the 19th will be great. I can assure you we’ll be very 43 responsive. 44 45 Vice-Chair Lippert: Yeah. One of course is the massing of the building. You’ve got this 50 46 foot height limit and we really want to bring the front of the building down. Number two, to 47 deal with the back of the building; it’s not quite as delicate or refined as the front of the building 48 City of Palo Alto Page 21 is. With regard to the parking to lose the gate and to consider some other treatment there at the 1 street. Were there other items that you had Clare? 2 3 Mr. Hayes: Sounds like you’d like to see a little something on the landscaping side. 4 5 Vice-Chair Lippert: Yeah the planting I believe, the landscaping. 6 7 Mr. Hayes: We can cover that and we’ll cover the planting on the terraces. That’s part of the 8 program. 9 10 Chair Malone Prichard: The photometrics. 11 12 Vice-Chair Lippert: Photometrics. Board Member Lew did you have anything else? 13 14 Board Member Lew: Just a minor comment. So I think that your planting like star jasmine on 15 the back wall of the, on the façade. And that needs some sort of, that particular vine needs some 16 sort of support. Other vines don’t, but I think that one does. 17 18 Mr. Hayes: Yeah, and we’re in about 20 inches from the property line. So all the way around in 19 fact because of the depth of those, because of the depths of the pits we have about 20 inches of 20 area where we can plant as well. So. 21 22 Vice-Chair Lippert: Ok, I need a second on that. 23 24 SECOND 25 26 Board Member Lew: I will second. 27 28 Chair Malone Prichard: All in favor? Aye. None opposed. 29 30 Mr. Hayes: Great, thank you for your comments. 31 32 Chair Malone Prichard: Thank you. 33 34 MOTION PASSED (3-0-1, Board Member Popp absent) 35 36 Mr. Hayes: And we have a subcommittee meeting, right? 37 38 Chair Malone Prichard: We do have a subcommittee. 39 City of Palo Alto Page 1 1 =================MEETINGS ARE CABLECAST LIVE ON GOVERNMENT ACCESS CHANNEL 26====================== 2 Thursday, September 19, 2013 3 REGULAR MEETING - 8:30 AM 4 City Council Chambers, Civic Center, 1st Floor 5 250 Hamilton Avenue 6 Palo Alto, CA 94301 7 ROLL CALL: 8 Board members: Staff Liaison: 9 Clare Malone Prichard (Chair) Russ Reich, Senior Planner 10 Lee Lippert (Vice Chair) 11 Alexander Lew Staff: 12 Randy Popp Diana Tamale, Administrative Associate 13 Robert Gooyer Amy French, Chief Planning Official 14 Jodie Gerhardt, Senior Planner 15 Clare Campbell, Planner 16 17 18 PROCEDURES FOR PUBLIC HEARINGS 19 Please be advised the normal order of public hearings of agenda items is as follows: 20  Announce agenda item 21  Open public hearing 22  Staff recommendation 23  Applicant presentation – Ten (10) minutes limitation or at the discretion of the Board. 24  Public comment – Five (5) minutes limitation per speaker or limitation to three (3) 25 minutes depending on large number of speakers per item. 26  Architectural Review Board questions of the applicant/staff, and comments 27  Applicant closing comments - Three (3) minutes 28  Close public hearing 29  Motions/recommendations by the Board 30  Final vote 31 32 ORAL COMMUNICATIONS. Members of the public may speak to any item not on the 33 agenda with a limitation of three (3) minutes per speaker. Those who desire to speak must 34 complete a speaker request card available from the secretary of the Board. The Architectural 35 Review Board reserves the right to limit the oral communications period to 15 minutes. None. 36 37 2. 636 Waverley Street [13PLN-00262]: Request by Hayes Group Architects for 38 Architectural Review of the demolition of a one-story, 1,406 sq. ft. office 39 building and construction of a new, 10,328 sq. ft., four-story mixed use building 40 ARCHITECTURAL REVIEW BOARD MINUTES City of Palo Alto Page 2 with commercial uses on the first and second floors and two residential units on 1 the third and fourth floors, on a property within the CD-C(P) zoning district. 2 Environmental Assessment: Exempt from the provisions of the California 3 Environmental Quality Act (CEQA) per CEQA Guidelines Section 15303. This 4 item was continued from the ARB meeting of August 15, 2013. 5 6 Chair Malone Prichard: Alright, item number two, 636 Waverley Street: request by Hayes 7 Group Architects for architectural review of the demolition of a one-story, 1,406 square foot 8 office building and construction of a new, 10,328 square foot, four-story mixed use building 9 with commercial uses on the first and second floors and two residential uses on the third, two 10 residential units on the third and fourth floors, on a property within the CD-C(P) zoning district. 11 Do we have a staff presentation? 12 13 Clare Campbell, Planner: Yes, good morning Board Members. The project before you today 14 was reviewed last month on August 15th and was continued to today’s meeting. As indicated in 15 the staff report the applicant has revised the project to respond to the comments previously 16 provided by the Board. The project was also modified to address the parking lift layout. The 17 previous design of the garage required the top space of the four space parking lift to be vacated 18 in order to access the bottom space on the lift. The garage has been redesigned with increased 19 ceiling height to enable all lift spaces to be accessible at all times without having to shift any 20 cars around. With this modification the second floor is pulled back and 250 square feet of 21 commercial floor area was eliminated. The project as proposed provides the required 20 22 parking spaces for the project. 23 24 In addition due to building code requirements the wall opening along the first floor near the 25 property line adjacent to the garage ramp was not approved by the Building Division. The 26 applicant has responded by placing a seven foot tall wall along this opening and the applicant 27 will provide you some details on this modification of the project. And lastly, staff has received 28 written comments on this project from Mr. Douglas Smith, which has also been forwarded to 29 the Board for their review and has been provided at places today. The primary concern that he 30 raises in the project is the compatibility with the surrounding neighborhood. So this concludes 31 staff’s presentation. The applicant Ken Hayes is here this morning to provide you with the 32 detailed presentation for the project. Thank you. 33 34 Chair Malone Prichard: Thank you. Ken you will have 10 minutes. 35 36 Ken Hayes, Hayes Group Architects: Thank you Chair Malone. Excuse me. My name is Ken 37 Hayes with Hayes Group Architects. I’ll be presenting the project on behalf of 636 LLC, or 38 Residential LLC. I’d like to thank Clare for her help getting here this morning. 39 40 So we the site is right here in red down Waverley Street between Hamilton and Forest. We’ve 41 got kind of an eclectic neighborhood. Four-story building here on the corner, office building, 42 we have the old Post Office here, we have a five to six-story condo building here that sort of 43 spans the whole block, and then there’s a historic home here that’s a three-story structure and 44 then across the street a four and a half story building there, and then a one-story office directly 45 across the street. So it is an eclectic neighborhood of varying height buildings. 46 47 City of Palo Alto Page 3 When we were here we had comments from you: modify the Waverley Street elevation to 1 reduce the apparent height and the bulk of the structure; develop a rear elevation to sort of be 2 more reflective of what we’re doing on the front; replace the swinging, we had discussion I 3 think with Mr. Lippert about the gate and there was a suggestion to study bollards, so we have 4 actually looked into automatic bollards; provide additional landscaping where we have 5 opportunities both at the ground plane and at the upper floors of the building; and then lastly 6 reduce the foot candle. We had some spillover foot candle issues of, on the ground floor from 7 the ground floor lighting. 8 9 So we’ve organized this with the prior submission above and then the current below. The 10 change here on the ground floor plan essentially this lift here went to a three car lift. These all 11 remained as four car lifts back here. At the front of the building you can see where we have two 12 bollards to prevent people from coming down the driveway and those would be automatic 13 bollards operated by the people that work or live in the building. And then at the front of the 14 building right here we incorporated a, actually a raised planter now [so] to provide opportunities 15 for someone to sit and then have plant material there as well. There’s also plant material 16 running down the side of the building here on our side of the property line to kind of get some 17 vegetation on the wall. 18 19 The second floor changes really had to do with what’s going on at the rear of the building and 20 they will become more obvious when you see the rear of the building, but essentially we had a 21 terrace there before and now we have a roof because of the lifts below. So the lifts below sort 22 of extend through the floor and would still, through the second floor, but still allows us to 23 provide opportunities for windows at the rear of the building and those windows are right here. 24 But this terrace is now gone. 25 26 Third floor again the changes primarily at the rear relative to the modifications we made there. 27 You start to see a window we put in the stairwell here to wash the wall and the stair with light. 28 The terrace is just minor reconfiguration on the terrace. The front terrace has an opening above 29 and we’re showing that opening dotted here. If we go to the third floor you actually or I’m 30 sorry, the fourth floor you actually see the opening in the floor. The idea there is to bring light 31 down into those terrace levels and that’s also reflected in the roof of the fourth floor terrace 32 there. And then the rear of the fourth floor has also been revised because of the changes at the 33 back of the building, but otherwise nothing else on the fourth floor. 34 35 The front elevation previous on the left, current on the right, hopefully those are consistent 36 through the presentation. We have retractable bollards that would be located here. This is an 37 idea what they’d look like. They go down flush and then would come back up to prevent cars 38 from driving down. We have the raised, the raised planter there. The change really here was to 39 reduce this whole side of the building where the stair core is and the lobby to address the 40 concern over the height of the building. You see that in elevation here and you see it again here 41 where it was formerly up at this height. It’s now been brought down all the way back at that 42 height so that’s the main change there. And then beyond you see the stair and the window 43 located there. It was off in the distance, we didn’t show it before, but because we’ve added the 44 window we decided to show the stair in the distance there. 45 46 The rear of the building prior on the left again because of the lifts below we do have a solid wall 47 now extending up to the sill of the windows that are in a deep, a deep recess, but you can see we 48 City of Palo Alto Page 4 now have brought the language from the front of the building very clearly to the rear of the 1 building. And then at the stairwell to break up the plane of the stair we start to mimic what was 2 happening if I go back on the front elevation although at the front elevation this is inscribed 3 with glass. On the back elevation it’s a pattern in the concrete form work. 4 5 And then this is the south, the south elevation. And this is the wall that we’re talking about. 6 It’s, the building official was concerned about egress. It’s a landscape wall essentially, it’s not a 7 fire rated wall, it’s a non-combustible wall, seven feet high to afford some protection from 8 people leaving the egress passageway here as they come out to the street. And that’s the 9 primary change on that elevation. 10 11 This is the section and so you can see here before we were stopping at the terrace level, right 12 there. So the second floor had a terrace which would have been nice, but it’s more important I 13 think at this point to make the car parking lifts more usable and so you don’t have to move a car 14 now to get another car out. And to achieve that the lifts had to extend higher in the building, but 15 we’re still able to get glass at that point to bring light in. This shows the reduced stair. Our 16 perspective drawing showing the reduced stair height here, the raised planter there, the bollards, 17 the new wall back here, which is a metal panel wall, and then where we’re proposing to have 18 vegetation on the roof terraces. And then from the other direction with this lower element there, 19 but you start to see what’s happening with the openings in the roof, which is an opening, air 20 opening and then an opening, which is a glass opening here at the floor to start to make this look 21 lighter and allow light to wash down and lighten that space up. There was concern it might be 22 too dark. 23 24 And then at the back of the building you can see where we brought the same vocabulary now 25 through so this reads as a nice element there and then the zig-zag concrete that we have at the 26 front of the building now looks like it’s been extruded through. And you can see the window 27 into the stairwell and then the higher wall. We have jasmine, star jasmine I believe planted on 28 this wall. So this is where the Farmer’s Market side is and so we’re proposing that that wall 29 would be covered with star jasmine. You can see it on the landscape plan. 30 31 And then just a view from above again showing we still are keeping the roof terrace at the back 32 of the building. This will still have the solar panels on it, I just didn’t show them for clarity, but 33 the roof plan shows the solar, the photovoltaic (PV) panels up on the roof still and you can see 34 where we have planters on the terraces here and the opening that allows light down to give them 35 some more natural light and then a little more polished renderings. We’re still not showing the 36 gingko tree because we want you to see the building. So there’s a new 24 inch box I think 37 gingko planted here in front of on [axis] you can see it in the plan with the stair element, but this 38 gives you an idea of where we’re proposing additional plant material mostly up on the 39 residential balconies here and then down here in the ground plane as well. 40 41 And then from the other side give you an idea what we’re doing there. I think this really 42 lightens, lightens it up. And then this is an outline of the building potentially next door. And 43 then from the rear of the building from the [unintelligible] now we’re showing, we’re not 44 proposing taking the City parking lot out, but that is indeed grass. So this would be the star 45 jasmine here growing on the wall, the windows for the office setback, and then the residential 46 floors above that and you can see the window into the stairwell there. And that completes the 47 presentation. I’m happy to answer questions that you have. Thank you. 48 City of Palo Alto Page 5 1 Chair Malone Prichard: Thank you. We do have a number of speakers for this item. You will 2 each have three minutes. We will start with Janice Berman to be followed by Douglas Smith. 3 4 Janice Berman: Good morning. I live at 661 Waverley Street. David Kleiman, developer 636 5 Waverley says that he met with his potential neighbors; however, he failed to say what the 6 neighbors told him. My husband and I told him that at nearly eight times the size of what it is to 7 replace the Hayes Group’s building design is out of scale and out of sync with the rest of the 8 street. We told him that the architecture is unimaginative, unattractive, and devoid of any 9 discernable or enviable style. What most alarmed us was Mr. Kleiman’s news that virtually 10 every building on the west side of the 600 block of Waverley is either under contract to 11 developers or for sale. He said there would eventually be a wall of 50 foot buildings with small 12 breaks in between them. 13 14 Mr. Kleiman has been quoted as liking the idea that the buildings on Hamilton Avenue come 15 right up to the sidewalk. That’s what he wants on Waverley, but Hamilton is completely 16 different from the 600 block of Waverley. Downtown Hamilton Avenue is commercial. 17 Waverley Street is substantially residential rather than commercial despite its misleading 18 downtown designation and is two lanes to Hamilton’s four. Keeping in mind the woeful Alma 19 Plaza, home of the now shuttered Miki’s and the new penitentiary style apartment house at 801 20 Alma we told Mr. Kleiman his proposed needs setbacks from the sidewalk for the safety of 21 pedestrians and to somewhat mitigate its bulk. 22 23 Mr. Hayes today has failed to mention the small, that small bungalows constitute the majority of 24 buildings neighboring 636. We do not buy Mr. Kleiman’s assertion to us that it’s inevitable that 25 these small structures will be replaced with 50 foot high-rises. It simply makes no sense. A 26 wall of outsized ugly buildings on the 600 block of Waverley Street will destroy the last buffer 27 between commercial downtown and a quiet residential area. It will increase congestion, noise, 28 and block out the vistas, the hills, trees, and sky that are so much a part of the attraction of Palo 29 Alto. Most crucially developers have absolutely no right to exploit our City and ruin our quality 30 of life in the name of profit. Thank you. 31 32 Chair Malone Prichard: Thank you for your comments. Next we have Douglas Smith who will 33 be followed by Jeff Levinski. 34 35 Douglas Smith: Good morning. I refer you to the letter that I sent to the Board and the Planning 36 Department on Monday citing ten statutes of the Municipal Code and Comprehensive Plan, 37 which require a new design to be compatible with and considering of, or considerate of 38 neighboring buildings. The sections eight, or Section 1876020D2 of the Municipal Code 39 prescribes that the Architectural Review Board (ARB) must in its findings find that “The design 40 is compatible with the immediate environment of the site.” I interpret this to mean the entire 41 block, but I see in Mr. Hayes design a modernist flat roof, large open surfaces of glass and raw 42 concrete, and an unusual zig-zag four-story configuration that are compatible with nothing on 43 the block. 44 45 The definition of immediate environment may be in doubt, but yesterday I found yet another 46 code statute that I hadn’t noticed before; Section 1818110A, Contextual and Compatibility 47 Criteria, which states “Development in a commercial district,” these are my italics, “shall be 48 City of Palo Alto Page 6 responsible to its context and compatible with adjacent development.” That section continues 1 defining compatibility, “Compatibility is achieved when the apparent scale and mass of new 2 buildings is consistent with the pattern of achieving a pedestrian oriented design and” emphasis 3 “when new construction shares general characterizes and establishes design linkages with the 4 overall pattern of buildings so that the visual unity of the street is maintained.” Therefore I 5 believe the statute refers to the entire block. I see no such design linkages in this design. 6 Further, “Compatibility [gills] may be achieved through various means including, but not 7 limited to” and then there follows a list of eight different means including the [siding], scale, 8 massing, and materials, the pattern of rooflines and projections, the sizes, proportions, and 9 orientation of windows, bays, and doorways, the location and treatment of entryways, the 10 shadow patterns for massing and decorative features of which I see none in Hayes design. I 11 submit that these code sections cannot be interpreted in a way that supports the Hayes Group’s 12 application [unintelligible] compatibility aspects. 13 14 Furthermore, the online survey of public preferences in the architectural style in Palo Alto very 15 strongly supports my interpretation. By a margin of 84 to 16 percent respondents indicate the 16 design of 636 Waverley as incompatible with neighboring buildings. Even 65 percent of 17 architects, designers, and buildings [Note—bulders?] taking the survey find it incompatible. I 18 will gladly submit proof upon demand that the survey statistics I’ve cited to you here and 19 elsewhere and to the newspapers are accurate and truthful. Therefore I believe for the legal 20 reasons cited above that the Board must deny approval of this application. Thank you. 21 22 Chair Malone Prichard: Thank you for your comments. Next we, next we have Jeff Levinski 23 followed by I believe it’s Doug Scafe. 24 25 Jeff Levinski: Good morning Commissioners [Note—Board Members] and staff. I’d like to 26 point out two major problems with the parking analysis in the revised Attachment F, which 27 claims that this building will need just 20 parking spaces when full parking would require 24. 28 The first problem is that on Page 1 of the Attachment it claims well that the site will need 20.48 29 parking spaces and then rounds that down to 20. I believe the norm in parking is to round up as 30 a fraction represents a car that will sometimes be present and thus needs to have a space. So the 31 analysis is really saying that 21 spaces are needed, not 20. I can anticipate an objection that at 32 other hours fewer spaces will be needed, but if you use the office data table the urban rather 33 than suburban statistics that are in there, and by the way full parked out downtown Palo Alto is 34 pretty urban at this point, then the building needs 20.52 spaces at 2:00 p.m. So that gets you to 35 21 as well instead of 20. 36 37 The second major problem is that the analysis of the parking for the residential units simply 38 isn’t plausible. It’s apparently based on one data point for unstacked town homes from 39 somewhere in North America from 12 or more years ago, but this project is creating large 40 luxury condominiums in wealthy Palo Alto. In the original staff report these units averaged 41 2,600 square feet in size. They somehow each shrank 422 square feet by the revised report. 42 The analysis claims that each unit will need just .64 of a parking space at ten in the morning on 43 weekdays. Well checking my own neighborhood on Hamilton with homes smaller than these at 44 10 a.m. on weekdays every single house had one or more cars parked on the street or in the 45 driveway. I couldn’t check the garages, but there’s probably more there as well. Two of my 46 immediate neighbors had three cars each. 47 48 City of Palo Alto Page 7 So claiming that these units are going to need only .64 of one car isn’t plausible, but if you think 1 it is then please make it a condition on this project. You could say it this way, each resident can 2 have just one car in the garage two workdays out of three and the third day no car in the garage. 3 The residents will have to get one or both of their cars out of the garage every workday even 4 when they’re sick or on a trip or working at home or retired or they have a nanny or a guest. 5 Imagine a luxury home in Palo Alto with such a crazy restriction. But if the developer won’t 6 agree to this that suggests even he doesn’t believe these numbers. So please review the analysis 7 carefully. I think you’ll find there needs to be more parking for this project. Thank you. 8 9 Chair Malone Prichard: Thank you for your comments. And next we have Doug Scafe and I’m 10 reminded that you need to state your name when you begin your comments. 11 12 Doug Scafe: I’m Doug Scafe. I live at 659 Waverley directly across the street from this project. 13 My windows face this project. I spoke to you last time at this meeting. I still have the same 14 concerns. I agree much with what Janice Berman said about the size and the look of the 15 building. I have a terrible concern about the setback also. What we’ve allowed to happen in 16 this plan is that we’ve filled up essentially 99 percent of space in this block. We have no 17 setback from the street. Every other house on the street is setback and we are just ruining that 18 view of an open neighborhood. It doesn’t fit as you can see by looking at this and by the way 19 just looking at this picture that apartment house next door, this is what was used in the last 20 meeting saying we don’t need any landscaping because the house next door has no landscaping. 21 If you went and walked there that apartment building is full of landscaping in front of it. This 22 picture is not correct, not even close. 23 24 I went out and measured all the setbacks from all the buildings on that street. I sent that in an e-25 mail to the ARB. I hope you received it. Even this building that they’re replacing is setback ten 26 and a half feet. Now it is zero and that’s a huge change to this block and I really do believe that 27 the statement that we’re going to build all of the buildings like that and you can see the picture 28 of the one next door that’s proposed that are 50 foot buildings with no setback it just ruins the 29 neighborhood. I hope you don’t approve this project. Thank you. 30 31 Chair Malone Prichard: Thank you for your comments. Alright, let’s start with Alex with 32 Board Member questions and comments. 33 34 Board Member Lew: So I did have some questions for staff. So I think the biggest question that 35 seems to be coming up is like our Downtown Urban Design Guideline, which and also our 36 zoning, which say that this block is part of downtown and the zero, and therefore like the zero 37 like the zero setback. And I was wondering if you could give the Board some background on 38 how long that, do you know, I mean just generally how long has that zoning been in place? 39 And then also I know this is going back a long time, but the design, the Downtown Design 40 Guidelines, which were done right in the Nineties, early Nineties as a recall, maybe earlier. Sort 41 of give the overall vision for that and so imagine that there was some sort of community process 42 for coming up with that thing. I know we’re going way back. 43 44 Amy French, Chief Planning Official: Yes, going back before all of our times here, but yes the 45 Downtown Urban Design Guide was the culmination of a process that involved, engaged the 46 community, residents, business owners, and went up to Council. And so the concept of that 47 guidelines book was there are several areas of the downtown it kind of called out distinct 48 City of Palo Alto Page 8 different areas, Hamilton Avenue, University focused on the cross axis’s and trying to get some 1 pedestrian movement and life and the focus was amenities trying to have quality signage, 2 quality spaces, public spaces. I think the efforts to bring in the bike racks and the improve the 3 news racks and all that kind of bring up the quality of the downtown in terms of what the 4 pedestrians experience at the street level and then also there was a focus on massing as well that 5 looked at corners being more massive as far as the buildings that would get redeveloped there. 6 7 For this particular street I think it was included in the Hamilton Avenue district. I think it’s 8 discussed in your report and I believe, and the zoning [here the] question was zoning? CD-C 9 zoning, I don’t know the answer to that, what was the previous zoning, but I believe it was 10 commercial for, before that. A different acronyms, but I believe it was commercial prior to that. 11 12 Board Member Lew: And so and then the houses that are, the things that are built, constructed 13 as houses, but now are being used as various uses, is that correct? Are they all commercial 14 (interrupted) 15 16 Ms. French: Yeah, so this is the (interrupted) 17 18 Board Member Lew: Being used as commercial buildings even though they’re old residential 19 buildings? 20 21 Ms. French: Yeah, so there’s this kind of the whole grandfathered concept that, so that was 22 brought in again right around 1986 when there was the whole Parking Assessment District 23 established and leading up to that the regulations were retooled to kind of acknowledge that 24 we’re doing this parking assessment we’re going to be putting in parking garages, there’s going 25 to be higher Floor Area Ratios (FAR) allowed, we’re going to, they went around and counted 26 the spaces all around that. But yeah, so back in the mid to late Eighties I think there was quite a 27 bit of change envisioning what the downtown would be. And that’s when the Cap was set of 28 350,000 square feet and then when we got to two thirds of that it was let’s study it and we’re 29 indeed at that point. And actually coming up next week there’s going to be some ordinances 30 that are looking at kind of shutting down some of the bonus area and the breaks on parking. So 31 that goes to Planning Commission on Wednesday. 32 33 Board Member Lew: And then I think my one other option, observation that I had is that it 34 seems like this block of Waverley has been widened to be part of downtown. It’s different than 35 the more residential blocks farther down and it seems like there’s always been, I mean I don’t 36 remember that ever happening in my recent memory. And so, I mean my take on it is that the 37 City has always thought of this as being more downtown because of the zoning and the fact that 38 the street is wider than a residential street. 39 40 And oh, if I may go back for a second on the Urban Design Guidelines. So I know, my 41 understanding is that these were not adopted. Is that correct? The Urban Design Guidelines? I 42 know we’ve been using them and we refer to them, but like if there’s, ok, say there’s an appeal 43 as has been… is that document, can that be used one way or the other or is it really just a piece 44 of paper? 45 46 Ms. French: I think it’s more than a piece of paper. First of all, it is referenced in the 47 Comprehensive Plan and the Comprehensive Plan is one of those tools that the Council takes 48 City of Palo Alto Page 9 into account. The other part of that is in the zoning code it is code that refers to context based 1 guidelines and so the context based guidelines are certainly in the Title 18 zoning code. And so 2 those would be the place that are not as much policy as legal code, but certainly it’s all at the 3 Council’s disposal and in fact staff and the ARB’s disposal to include a consideration of the 4 Comp Plan and the reference Downtown Urban Design Guidelines. 5 6 Board Member Lew: Ok, thank you. So, ok. To Ken, thank you for the changes that you’ve 7 made. I was actually hoping for more massing reductions on this particular one, but mostly on 8 the porches. I think the things that you’ve made are fine, but I was actually looking for 9 something more substantial. And I think really in the main, the main thing is that the with 10 regard to the compatibility findings is that you’re change, you have something that’s different in 11 mass, style, fenestration pattern, color, and material. So it’s like, it’s everything. And I can 12 support the staff’s position that this is supposed to be in all of our documents this is supposed to 13 be part of downtown, so I can, and all of our zoning and stuff does ask for buildings to be up 14 close to the street and so I can go there even though it’s changing everything that everybody, 15 everything that people know about the block, but again it’s like it’s a such a drastic difference 16 between the neighbors. And I understand that some of the stuff is changing, but at the same 17 time I have to, the context is what it is and I think it’s even more than just your two immediate 18 neighbors. I mean just generally a characteristic of Waverley is different than what you have, 19 than what you’re proposing. 20 21 Mr. Hayes: You have buildings that are over 50 feet high just a half a block away that anchor 22 the corner of Forest and Waverley, right? 23 24 Board Member Lew: But they’re setback though. I mean if you look at like say if you look at 25 like the Wells Fargo Bank, it’s sort of setback and it’s, and it has built in planters like integral 26 into the structure and it has brick to help it make, to give it a little scale and texture. And then I 27 would say like the big apartment building (interrupted) 28 29 Mr. Hayes: That’s what I’m talking about. 30 31 Board Member Lew: Yeah, and then the big apartment buildings also they do have a setback 32 from the street and they have and they’re just residential scale, right? I mean they just have the 33 punched windows and stuff. And they’re taller, but (interrupted) 34 35 Mr. Hayes: They’re tall. 36 37 Board Member Lew: They’re taller, they’re also larger lots. 38 39 Mr. Hayes: Right. 40 41 Board Member Lew: And I think that’s the other factor. I mean I think in down just generally 42 we think about buildings downtown as that the corner buildings are allowed to go higher and 43 then the smaller 25 foot infill buildings in the middle of blocks in University are generally 44 smaller and they, and I think the key thing like I don’t really care about so much about style, but 45 it’s really that like I think University is the best example is that there are all sorts of Apple Store 46 and then we have traditional stuff that all maintains the same rhythm. 47 48 City of Palo Alto Page 10 Mr. Hayes: Right (interrupted) 1 2 Board Member Lew: [Unintelligible] the style is it’s kind of irrelevant when you have that 3 texture and I think that that’s the thing that’s kind of missing, is missing from (interrupted) 4 5 Mr. Hayes: I would think that this would add to that texture and rhythm. You’ve got this sort of 6 cadence from the Post Office to the apartment building here with a gap between all the 7 buildings that just it repeats that 50 foot kind of module and then given that we do have higher 8 buildings on each end it seemed like it was a natural kind of infill. I actually think that from the 9 front this building it’s going to read very open up in here. I mean you’re going to see up and 10 through. It’s not like a wall at the setback. It’s a terrace balcony at the setback and you’re 11 going to read the mass of this probably in a more pronounced way and the stair tower as 12 opposed to what’s happening above. That’s my opinion on how it’s going to be perceived. 13 14 But I agree with you in terms of style is not something that compatibility really even addresses 15 head on. It’s more about building texture, building materials, windows, the idea of public space 16 and how the public kind of interacts with the building. Getting balconies on the front so that 17 you do have faces on the street so you feel like there’s people there and it’s not just a kind of an 18 abandoned balcony. 19 20 Board Member Lew: Right. 21 22 Mr. Hayes: [Unintelligible] consistent with all of those ideas. 23 24 Board Member Lew: [It’s a, so I no], I mean I agree that all, those are all important things and I 25 think that concrete buildings can be beautiful. I would say everybody should look at the 26 Clyfford Still Museum in Denver. It’s just, it’s like the most amazing concrete that ever, I’ve 27 ever seen, but again I think that you’ve had a lot of, there’s a lot of neighborhood opposition to 28 this and it seems like it’s at the moment it’s too different than all the neighbors and even if you 29 were saying like if this is part of downtown, like say it was on one block over, say where the 30 like [Tie Pan] or like over there. 31 32 Mr. Hayes: Right. 33 34 Board Member Lew: I think it’s still even then like if it was in the downtown context I think 35 more closer to the downtown context I think this would be even still be a little bit of a struggle 36 for me for this one. Like I think it would be closer to make the compatibility findings, but just 37 because you’re one block over I’m having a hard time making the compatibility findings for this 38 one. 39 40 Mr. Hayes: Ok, so when we met last time on the 15th your concern was the height (interrupted) 41 42 Board Member Lew: Well the porch, yeah, the porches and I was concerned about the 43 [unintelligible] on the side. Yeah, the large depth of the porches. 44 45 Mr. Hayes: Right. 46 47 City of Palo Alto Page 11 Board Member Lew: And in addition to the compatibility finding think is that we have another 1 finding that says that you’ve minimized the massing and I don’t think you’ve done that. 2 3 Mr. Hayes: I think the massing is minimized. It’s 50 feet high though. We’re a 50 foot 4 building, but the massing I think is very cut up. 5 6 Board Member Lew: It is, you’ve, it is cut up, but like say like [unintelligible] like the 7 recreation room on the, I mean that’s up on the fourth floor and then but there’s nothing below 8 it. 9 10 Mr. Hayes: The third… Yeah, I’m sorry that outdoor terrace that you commented on on the 15th 11 yeah is right (interrupted) 12 13 Board Member Lew: Yeah. 14 15 Mr. Hayes: Right there. 16 17 Board Member Lew: I mean it seems to me that that is like that if the recreation room were on 18 the third floor for example, that opens more sky up to the neighbors and so that’s like reducing 19 the bulk. Like I think everything you’ve done is to try to make it, to fill the envelope 20 (interrupted) 21 22 Mr. Hayes: And then carve away. 23 24 Board Member Lew: And carve away. 25 26 Mr. Hayes: Right. 27 28 Board Member Lew: Which I understand your position and I think in the really urban context 29 this is a very cool solution and I think that the problem here is that your context is different than 30 it’s more of a suburban, the buildings around it are more suburban. So anyway that’s where I 31 am with this one. I really, and not to say like I do like the design, it’s just it’s the, for me it’s the 32 context. Thank you. 33 34 Mr. Hayes: Thank you. 35 36 Chair Malone Prichard: Lee. 37 38 Vice-Chair Lippert: Yeah I have a couple of, excuse me, I have a couple of questions for staff. 39 In going through the staff report here it did mention that they were entitled to a 200 square foot 40 bonus FAR and yet in the presentation it was mentioned that the building was actually being 41 reduced by 250 square feet. Is that, how is that reconciled with the numbers currently? 42 43 Ms. Campbell: The, so when we looked at the project last month the difference between then 44 and now is basically they’ve removed that 250 square feet of commercial space on that second 45 floor. So with that reduction of the 250 square feet that eliminates the requirement for the one, 46 for one, that’s the equivalent for one parking space. So the 200 square foot special bonus that 47 we give is still incorporated into the project. 48 City of Palo Alto Page 12 1 Vice-Chair Lippert: Ok. 2 3 Ms. Campbell: Ok. 4 5 Vice-Chair Lippert: But that’s, I didn’t think that that had gone away. 6 7 Ms. Campbell: Ok, yeah. 8 9 Vice-Chair Lippert: Ok. 10 11 Ms. Campbell: It didn’t go away. 12 13 Vice-Chair Lippert: Great. And then with regard to the underlying zoning that’s there I couldn’t 14 find in the staff report the table that enumerates sort of the residential and commercial square 15 footage. Usually when there’s under the zoning they’re going for a more intense zoning 16 because they’re looking at the maximum allowable commercial square footage and then the 17 maximum and then also there’s the residential component, correct? And those are being added 18 together cumulatively, correct? 19 20 Ms. Campbell: So on page, on Attachment G of the staff report there’s sort of the basic 21 breakdown of the floor area and the code allowances. 22 23 Vice-Chair Lippert: That’s where it was. 24 25 Ms. Campbell: Which is the last, the last page of the staff report. 26 27 Vice-Chair Lippert: Got it. 28 29 Ms. Campbell: So we have a two to one allowable. 30 31 Vice-Chair Lippert: Great. 32 33 Ms. Campbell: And then we’ve got the individual breakdown for each of the spaces is listed in 34 the proposed project column. And so the total for that FAR is 1.9 to 1. 35 36 Vice-Chair Lippert: Ok, so if they were to build a residential, purely residential building there 37 would be one set of regulations that would apply and then because they’re, and if they were 38 building a purely commercial building there would be another set of development regulations 39 that would apply. And what happens in this case is that the two of them are actually being 40 added together and if I’m not mistaken that’s embodied in the zoning and it’s a property right. 41 Is that not correct? 42 43 Ms. Campbell: Correct. 44 45 Vice-Chair Lippert: So the Board really doesn’t have anything to say about that mix. All we 46 really have to say, talk about is the quality and character of the building. If the applicant were 47 presenting say a Mission style building or something that approximates Laning Chateau or 48 City of Palo Alto Page 13 Spanish Revival look, any other style of building the massing does not come into play in terms 1 of the height. Where they’re allowed to build in terms of the width of the property, the amount 2 of FAR, is that correct? 3 4 Ms. Campbell: The amount of FAR for these uses is definitely something that’s written into the 5 code that applicants can take advantage of to develop the property. We wouldn’t say that you 6 have to do all commercial or you have to do all residential. I know I’ve gotten comments from 7 other property owners with those kinds of concerns like why shouldn’t it just be all residential, 8 but with the code allowances they can do this type of project mixed-use. 9 10 Vice-Chair Lippert: Ok. And in terms of the building itself located in that neighborhood it is a 11 very eclectic neighborhood. I’m very familiar with it. If you go further south it does have a lot 12 of Arts and Crafts style Bungalow style buildings. It also has right on the corner of Forest and 13 Waverley I believe it’s a Planned Community (PC) that’s basically block for the first story and 14 then it’s a concrete building above that. It’s a PC. If you go around the corner that building 15 continues around to Gilman Street, then we’ve got Laning Chateau and then across from Laning 16 Chateau there’s another tall building. If you look immediately across the street there’s 400 17 Hamilton Street, which is a pretty austere building. And then again at the corner of I guess 18 Waverley and Forest there is 653 Waverley, which is again a four and a half story building. So 19 the whole neighborhood is really a mix of buildings that are about the same size or height as this 20 building, correct? 21 22 Ms. Campbell: Yes. 23 24 Vice-Chair Lippert: Yeah. And one of the other aspects of this site I guess is that the property 25 owner could in fact if they had mechanical equipment locate that on the roof and have screens 26 that are added up to 15 feet tall to screen it from sight lines. Is that correct? 27 28 Ms. Campbell: That’s correct. 29 30 Vice-Chair Lippert: Ok. So I have some questions for the applicant. With regard to the in the 31 last review I guess we had asked you to look at the massing of the building and graduating or 32 stepping back some of the massing from the street, particularly at the roof. You have this large 33 overhang. What have you done to sort of change that or augment that? You can answer. 34 35 Mr. Hayes: So what we’ve done, so we interpreted there were a couple things that you talked 36 about, one the height and then we heard the dark underside being an issue of looking up and 37 seeing kind of the dark underside. So I think the first thing we thought of was let’s try to cut the 38 fourth floor roof back that’s over the terrace, but we felt that that didn’t meet the owner’s 39 program in terms of wanting to have sheltered outdoor space and so there was that quandary. 40 Then we thought well how do we still maybe get light down in and that’s when we had this idea 41 of putting these large 8 by 14 foot holes essentially in the roof diaphragm that will allow light to 42 come down like it’s showing now. And then we were still faced with that third floor maybe 43 being too dark and so how do we get light there that would also help promote the growth of 44 plants, because that was something that you wanted to see more plant material on the balconies 45 or more life. So that’s why we have the glass floor to allow that light to come through. So 46 that’s how we addressed the one side, but we felt strongly that we wanted to maintain the 47 predominant architectural form of the building and that was how we proposed to solve that. 48 City of Palo Alto Page 14 1 On the stair side we were, we didn’t need to be 50 feet from a functional standpoint on the stair. 2 So we reduced the stair to where I believe we have 10 feet from the landing to the top of the 3 roof, which will give us enough room for roof slope and an 8 foot high ceiling at that stair at the 4 top level. So that’s the primary changes to the front in terms of reducing the mass. And then 5 your other concern Lee was the back. 6 7 Vice-Chair Lippert: Right, right. You did, actually you know what first of all I want to thank 8 you and the owner, the applicant for taking our comments and actually incorporating most of 9 them. I think you did a really fine job on the back side of the building. [Unintelligible -- Man 10 talking off microphone] Well, I think it works well to have the bollards instead of a gate there. I 11 think that the gate is a little too imposing. But on the back side of the building as well I think 12 you’ve done a lot to take the architecture that’s on the front side and have that show through on 13 the back side of the building as well. I think that that’s very successful. 14 15 I do have a couple of concerns on the front side of the building still. I think my comments are 16 probably in keeping with my colleagues, Board Member Lew’s comments. And I still don’t 17 think that the roof is quite there yet. I see what you’re doing in terms of expressing the S plane 18 on the face of the building, but I really think that it needs to be, that element at the roofline 19 needs to be pushed back. And I’m not saying that you can’t have an overhang there, I just think 20 that it needs to be pulled back and be more restrained. And maybe the overhang only comes out 21 as far as where the opening is that you have that just starts there. Part of what I see is that it 22 adds additional massing and height to the front of the building and it may not be necessary. 23 And so I’m looking for ways of reducing the massing the same as Board Member Lew is trying 24 to look for a reduction in the massing. And that’s one element. 25 26 The other thing that I, I’m sort of having difficulty with is that that roof plane is at a different 27 height than the tower, the stair tower element. And by pulling that roof plane back it’s not 28 going to be as apparent that they’re at a different height there. So I think that that would begin 29 to achieve what needs to be done in terms of reducing the massing on the street. 30 31 With regard to the landscaping I had a couple other thoughts there. Right now it’s a pretty 32 austere plain, wide piece of sidewalk and I know that the City Council has really talked to us 33 about wide sidewalks. The important thing is that wide sidewalks are important in terms of 34 public life on the street, but the landscaping is also important. And so maybe there’s a way of 35 introducing more landscaping by bringing that out to a planting strip, out right next to the 36 parking area. Ken do you have any thoughts on that? 37 38 Mr. Hayes: We wanted to do that after the last meeting and so we contacted Public Works and 39 they said no. We’re happy to do landscaping. We’d love to have a landscape strip out there in 40 front of the building. 41 42 Vice-Chair Lippert: You know I’d like to find out more from Public Works as to why that isn’t 43 permitted particularly because if you go to other streets in Palo Alto you go into I look at Homer 44 Avenue. You know Homer Avenue has planting strips the entire (interrupted) 45 46 Mr. Hayes: We’re in support of that. We just (interrupted) 47 48 City of Palo Alto Page 15 Vice-Chair Lippert: Clare do you have something you can add to that? 1 2 Ms. Campbell: Yes, I do. So I with this particular subject I did also speak with Public Works 3 about it and basically their concern was that for this particular block there are no existing 4 planter strips on the street. So with this project introducing a planter strip it definitely is 5 something that stands out and doesn’t fit I guess with the street because it’s not an existing 6 condition. So I think that was the concern that Public Works had had when they gave their 7 response to the applicant. 8 9 Vice-Chair Lippert: I’m glad they’re the arbitrators of [unintelligible – talking over each other] 10 in Palo Alto. 11 12 Mr. Hayes: It would be great because then we could have a planter strip on the building that 13 we’ve submitted for preliminary, which is next door as well. That would start to establish a 14 rhythm or a pattern. 15 16 Ms. French: I’ll jump in here. So when Public Works reviewed this they did not have the 17 benefit of understanding that there was a project coming next door, which has now been 18 submitted. A preliminary architecture review application for the adjacent site to the, what is 19 that? Southwest or whatever the… southeast? Yeah. So with that now there are two projects 20 side by side that might be a more compelling argument for the public works staff to consider. If 21 it were a PC for instance you could say well a public benefit might be for the applicant to 22 continue that planter strip across the existing apartment building to the north or west, northwest. 23 It’s not a PC so it’s not a public benefit requirement, but that would be nice since it is a 24 residential to have three properties in a row with a planter strip. So I think it would be worth 25 having a conversation again with Public Works. 26 27 Vice-Chair Lippert: Yeah, I agree. I think that this is an item that’s open for discussion and 28 maybe what we can begin to do is establish some changes along that portion of Waverley Street. 29 I know if you continue down Waverley Street across Forrest there are planting strips there. So 30 it’s not something that’s unfamiliar. I think it would be definitely something that would be, 31 would make it more agreeable to approve. And then also not only that, but it would be done at 32 the I guess cost of the applicant. It wouldn’t be something that the City would do. And of 33 course the maintenance of that planting strip would of course be the property owner’s as well. 34 So, so those are my comments. I don’t think it’s quite here yet, but I think you’re really close 35 Ken. 36 37 Mr. Hayes: Thank you Lee. 38 39 Chair Malone Prichard: Robert. 40 41 Board Member Gooyer: I don’t have any questions, but just throw out my comments, ok? I’m 42 new at this or should I say new to this particular project so I wasn’t involved in the first go 43 arounds so some of these things I throw out probably are going to be irrelevant at this point, but 44 I’ll sort of throw out where my, where I’m coming from. 45 46 Just a couple of minor things going back to the as basic as the parking is that in every project 47 that I’ve been involved in that uses a lift system I find out that nobody uses the lift system. 48 City of Palo Alto Page 16 There, people are way too lazy. They pull their car out in the morning and then yes they put it 1 back in the lift system at night, but during the day they park on the street. And in an area like 2 this where it parking is limited as it is it’s going to make it tougher. Now again like I said this is 3 way it’s already been run through the system, but I’m just giving you sort of my point of view 4 of this because I have run into this quite a bit or quite a bit, quite a various projects that have 5 done that. 6 7 Going to the massing seems to be a, the does it fit the context? Size wise or bulk wise it looks 8 like based on the variety that’s in this area yes it doesn’t really relate to the two buildings on 9 either side, but obviously as was mentioned there’s already a project in for redoing the building 10 adjacent to it. So in that case the massing I guess if you want to call it is appropriate based on 11 what’s in the area around it. What is different is that massing may be in context, but the style 12 and the wall of glass and everything else are not in context with what’s in the area around it. 13 The bank building, the Wells Fargo is brick with smaller windows, planting, stepped back, and 14 this is sort of a in your face, right up to the property line design. This building standing by itself 15 I like the design. It, I think it works well. I just don’t think, I have a hard time placing it in this 16 particular location. 17 18 The way you did a nice job as far as I’ve always been a real advocate of what I call four sided 19 buildings where in most cases as Lee was commenting that people do spend a lot of money on 20 the front or maybe one side and then they sort of forget the back side, that sort of thing. You’ve 21 done a nice job at that. The other way to look at it though is you’ve got a lot of glass and a lot 22 of things going on on each side, but if there’s a 50 foot building that gets placed on the south 23 side, that sort of puts a damper on those nice big windows that you’ve got on the south side of 24 this building because all of a sudden the quality of life for that person on that fourth floor they 25 may be looking at either a roof or a blank stucco wall or something. So right now this picture 26 looks magnificent where you’ve got these great views, but that may only last a year. 27 28 So I mean and I think part of that is also because of the whole concept of what we were talking 29 about is this, the massing of the stepping back. The way I think you have the design is one of 30 these where it is very light, very open, but you have a the way it’s designed you have this 31 perceived image of bulk. And I think you’re going against what was asked of you. You’ve 32 lightened up the bulk, but the bulk is still there. And I know, I understand you’re going, you’re 33 doing your, what the client wants. 34 35 Mr. Hayes: No I’m not. 36 37 Board Member Gooyer: Ok. Alright, I mean I thought I heard you say the client wanted the 38 covering on the fourth floor, because I agree it’s a very light airy cover, but still looking, when 39 you stand back and look at it that very light awning really squares off that building and makes it 40 a big bulk. So it there’s a dichotomy here I think that it fits in certain aspects, but doesn’t in 41 others. Let’s see, I think that’s probably it for right now for me. 42 43 Mr. Hayes: Thank you and welcome to the ARB. 44 45 Chair Malone Prichard: Ok, I’d also like to thank you for paying attention to most of the things 46 that we asked you to do. As far as the setback goes I’m actually comfortable with the setback of 47 the building based on what else is going on on the site and based on the fact that this is in the 48 City of Palo Alto Page 17 commercial district. I think the setback is appropriate. Also the entry is setback so you’re 1 coming out to the street at certain points, but not the entire building. There’s something you 2 wanted to add to that? 3 4 Mr. Hayes: The ground floor does not come out to the street except, yeah. 5 6 Chair Malone Prichard: It does at some very small points. 7 8 Mr. Hayes: Yeah. 9 10 Chair Malone Prichard: Yeah. I think that’s important for the pedestrian experience and I think 11 you’ve done a good job with that. 12 13 Mr. Hayes: Thank you. 14 15 Chair Malone Prichard: The apparent mass, actually I’ll start with the height. I think the height 16 is entirely appropriate based upon some of the other buildings around. Obviously the building 17 next door is smaller, but there are other buildings around that are five stories in the immediate 18 vicinity. So I think this is an appropriate size, appropriate height for the neighborhood. 19 20 I believe I mentioned last time this undulating form that you’ve created is quite lovely, but the 21 fact that you’ve taken it all the way up to the top of the building you’re creating an apparent 22 wall there, which is creating the feeling that you have a 50 foot building that comes all the way 23 out to the street. So I’m in agreement with Lee that if that upper roof form were pulled back 24 and perhaps the vertical that supports it you would start to get a feeling that you’re breaking 25 down the mass, that you’re being more respectful of some of the smaller buildings around while 26 still having a 50 foot building. So I think stepping back at that upper floor is a really important 27 move that I’m not seeing yet. I appreciate that you made the opening in the roof, but I don’t 28 think that’s enough. 29 30 I very much like what you’ve done with the rear elevation. That’s hugely improved from 31 before. It’s much lighter, airier, and more in context with the rest of the building. 32 33 Mr. Hayes: Thank you. 34 35 Chair Malone Prichard: I like what you’re doing with the planting. I think it’s much better 36 integrated into the building and I would absolutely support a planting strip at the edge of the 37 sidewalk. 38 39 There are some things I would like to see revised in the findings in Attachment A. So in 40 Finding 2, you say the existing environment is comprised of buildings of various heights and 41 that’s absolutely true. I think it would be good to also put in there that it’s comprised of eclectic 42 buildings of various heights because there are various different styles on this street ranging from 43 vary stark modern to more historic. Finding 3, “Design appropriate to the functions of the 44 project” I would add in there that indoor and outdoor usable spaces are provided. I think that’s 45 important for the residential functioning of the project. In Finding 4, Finding 4 asks for us to do 46 things when an area is considered by the Board as having a unified design character. From my 47 perspective this area does not have a unified design character. So I would say this finding is not 48 City of Palo Alto Page 18 applicable. Finding 5, “Promoting harmonious transitions in scale and character” I would say if 1 the upper floor were stepped back you would be starting to have a transition in scale and 2 character between the taller buildings and the lower buildings. I would also say that the mixed-3 use nature of the project is a good bridge between the commercial and residential zones that this 4 block is sandwiched between. Finding 9, “The use of efficient ancillary functions” I would add 5 a notation about parking and recycling trash as ancillary functions that are appropriately 6 handled. And Finding 12, you say this, you refer to other findings there. I think only Finding 7 13 is applicable, I’m not sure that 2, 3, and 4 are actually applicable to that. 8 9 So my inclination on this project and it would be interesting to see what the other Board 10 Members say would be to continue it to give you an opportunity to take a look at the fourth 11 floor massing and pulling it back and also adding the landscaping strip. So let’s have some 12 Board Member discussion. Lee. 13 14 Board Member Lew: I just have one quick follow up question for staff. Sorry, I forgot to 15 mention this before. So to follow up on Mr. Levinski’s question about the parking and so we 16 received at places like a different parking attachment than what was in our packet, they are 17 dated differently. This one’s current September 18th and then I think the one in our packet is 18 from May or June or somewhere. And so, and the numbers are different and I was wondering 19 what, I haven’t read this so I was just wondering if you could explain (interrupted) 20 21 Ms. Campbell: And actually I have not either so. 22 23 Board Member Lew: Ok. So why don’t we, we need to, we haven’t reviewed it. We need to 24 review it later I think. 25 26 Ms. Campbell: Ok, thank you. 27 28 Chair Malone Prichard: Ok and I will now close the public hearing so that the Board can discuss 29 where to go from here. Lee. 30 31 Vice-Chair Lippert: Well I definitely think we should continue this to a date certain. I don’t 32 think that there are that many elements that the applicant couldn’t achieve those and get them 33 back to us quickly. It would be helpful since the same architect is on the adjacent project to and 34 there is a preliminary application now in the works to actually see the relationship of those two 35 buildings. I think that that’s going to tell us an awful lot and also talk more about the actual 36 compatibility of those two projects. 37 38 And then just a very minor thing I wanted to mention. First of all I agree with Chair Malone 39 Prichard’s comment with regard to the stepping back at the ground floor plane the way the 40 façade has been, the glass has been pulled back that that begins to achieve the setback of what 41 (interrupted) 42 43 Mr. Hayes: A buffer. 44 45 Vice-Chair Lippert: Yeah, but I think it begins to achieve that. The other element that’s sort of 46 gone un I [seem] recognized is that that column that you have in the front of the building. You 47 know I’m sure that you’ve made it as slender and thin as structurally (interrupted) 48 City of Palo Alto Page 19 1 Mr. Hayes: [Unintelligible] 2 3 Vice-Chair Lippert: Structurally needed, but the one column there is I think an important 4 architectural element and maybe you want to look at actually [ferring] out the column or 5 treating it differently or doing something with it so that it becomes an important architectural 6 element. In this case here it transcends four stories and maybe there’s a way to look at that and 7 make it part of the architecture as well rather than having it be, just be slender and sort of go 8 away. So that’s my thought. 9 10 And then I just want to thank you. I’m seeing this beginning to approach something very 11 similar to Design Research in Cambridge. I think you’ve taken that feedback and it’s, it seems 12 to be working. So thank you. 13 14 Mr. Hayes: Thank you. 15 16 Chair Malone Prichard: Alex, any thoughts? 17 18 Board Member Lew: On the, regarding the landscaping like the planters that you added at the 19 last meeting you showed us some really compelling images with a different sort of landscape on 20 the balconies. And so I was wondering what the thinking was in… 21 22 Mr. Hayes: I’m sorry, I’m not, you want to know what the plant material is? 23 24 Board Member Lew: Well, I think the last time you showed some just like precedent images or 25 your inspirational images of other buildings. 26 27 Mr. Hayes: Oh, yeah. 28 29 Board Member Lew: And you were showing some with more substantial landscape, I mean like 30 trees and stuff on the terraces and then this is looking much smaller. 31 32 Mr. Hayes: Well we have to consider that we have a 10 inch slab. We don’t want that to 33 [unintelligible] (interrupted) 34 35 Board Member Lew: Weight, right. 36 37 Mr. Hayes: Yeah, so it’s really I think a weight issue. And the terrace is not that big. We did 38 do, we have created planters here and up on the second floor. If you look on the floor plan they 39 are actually quite substantial, but the idea is to get plant material to grow on the wall here. 40 There’s no wall up here, but for the benefit of the fourth floor terrace, for the benefit of the third 41 floor terrace here, and then we have the same vine down here. These are planters, moveable 42 planters. They are called out as concrete, but they’re moveable planters. And they’re 43 positioned in a way that I mean when I go out on a balcony I want, I don’t want to be impeded 44 from walking. I always like to go to the edge first. I just can’t help myself. That’s where I go. 45 And so these planters are setback so that one can go between the planter and the glass railing, 46 which I think is important just from a behavioral thing. 47 48 City of Palo Alto Page 20 Board Member Lew: So, ok. So just on the Board’s business I mean I think I’m fine with 1 continuing the project. I think the changes to the fourth floor thing I think would be substantial 2 in reducing the apparent bulk of the building. And I would just say whatever, however we get 3 more landscaping we need to get more landscaping. However it is I think that if it’s the planter 4 strip that’s fine. It seems to me that this block of Waverley was intended to have like 12 foot 5 wide concrete downtown sidewalk, which is what’s kind of there and it seems that the character 6 of the block is the landscaping in the people’s front yards and if that’s being removed through 7 our downtown, our zoning policies then we need to figure out other ways of getting landscaping 8 in there. So yeah, so I’m fine with continuing the project. 9 10 Vice-Chair Lippert: I have a question for staff. When is the prelim on the adjacent property 11 coming forward? 12 13 Ms. French: I believe the application was just received this week so certainly we could get you 14 the plans that were submitted without a staff report just for comparison purposes, but we 15 wouldn’t be ready to take that one to hearing probably until the first meeting in November. 16 17 Vice-Chair Lippert: Yeah, that’s too far out. I was thinking that perhaps we could see that as 18 the same time as the revisions to this. 19 20 Ms. French: You can see the plans, but you wouldn’t have the analysis by staff. 21 22 Vice-Chair Lippert: Yeah. 23 24 Ms. French: Or at least not much of an analysis because of the workload, but if you continued it 25 to October 17th we could certainly like I said get you those plans and see the applicant’s analysis 26 of their own project. 27 28 Vice-Chair Lippert: Ok. 29 30 Board Member Lew: It could be a study session where we don’t have any staff feedback. 31 32 Ms. French: Yes. If you’d like we could make it a study session. 33 34 Board Member Lew: Is that the applicant’s discretion? [Unintelligible] (interrupted) 35 36 Ms. French: It happens to be the same architect who is standing before you as well so for that 37 project. 38 39 Vice-Chair Lippert: I think in this case the projects are so tied together in terms of their quality 40 and character I think it’s important to see the two of them in context. So if there’s some way 41 that we can accelerate this and move forward to a date certain and be able to see them both on 42 October 17th is it? 43 44 Mr. Hayes: Is there not a hearing on the 3rd? 45 46 City of Palo Alto Page 21 Ms. French: We have already advertised the meeting on the 3rd and we have a limitation on time 1 that day due to an event. So I would appreciate and I think it’s more reasonable to look at the 2 October 17th for this project and bringing you the other plans with some maybe a table. 3 4 Vice-Chair Lippert: And I also think it’s going to take a little bit of time to sort of work out the 5 landscaping issue with Public Works. If that can be sort of handled at the same time so we 6 know coming back (interrupted) 7 8 Ms. French: Yes. 9 10 Vice-Chair Lippert: That there will be more landscaping and where it will be. 11 12 Ms. French: Thank you. That’s a really critical piece of this. I do want to have, set up a 13 meeting with Public Works and talk about the two projects together and I believe that’s enough 14 to convince them to allow the planting strip. 15 16 Vice-Chair Lippert: So I’ll move this, oh, I’m sorry. 17 18 Board Member Lew: And then I just wanted to add one thing. Is, on Ken that we need to see 19 the… just say that we need to see the landscaping. So like in the renderings that we need to see 20 the, I’m sorry Ken, I’m sorry. In the renderings we need to see the street trees, like we need to 21 see it in context. 22 23 Mr. Hayes: [Unintelligible] 24 25 Board Member Lew: I know that you (interrupted) 26 27 Mr. Hayes: Put the gingko in. 28 29 Board Member Lew: I know that as you as the architect, I mean this comes up on every 30 architect’s rendering is the architect wants to show off the building, but we need to see the 31 landscaping and I think we showed like a 10 year, I forgot exactly what it is, like a 10 year 32 maturity level [for in general in] renderings. So. 33 34 Mr. Hayes: Yeah I’m just, so we’re saying the 17th? Oh. 35 36 MOTION 37 38 Vice-Chair Lippert: Yeah that was the Motion I was going to make is to continue the item to 39 October 17th with the comments that they received today and on that same agenda we would 40 like to see the adjacent building as a study session. 41 42 Mr. Hayes: Ok, just let me ask one question before you… in terms of the fourth floor roof 43 because (interrupted) 44 45 Vice-Chair Lippert: Sorry, we need a second on that. 46 47 Mr. Hayes: Sorry. 48 City of Palo Alto Page 22 1 Chair Malone Prichard: And the reason I’m not giving a second on that is I don’t want to force 2 the other project to be a study session at the same time. I do want to see the plans, but it’s 3 possible that it won’t be feasible to get a study session together for some reason. So. 4 5 Ms. French: We can commit to a study session. What we can’t commit to is writing a full staff 6 report, having comments from all the departments. So it’s not going to be an actual preliminary 7 review of that project because of the nature of routing, we have to advertise it. So I, you 8 know… 9 10 Chair Malone Prichard: Exactly. That was my concern that something would get in the way, if, 11 if staff can commit to a study session and the applicant is ok with that. 12 13 Mr. Hayes: And when would that study session be? 14 15 Chair Malone Prichard: Same date. 16 17 Mr. Hayes: Oh. 18 19 Chair Malone Prichard: October 17th. 20 21 Mr. Hayes: I see. So we have the study session before and then have the hearing? 22 23 Ms. French: Typically study sessions are a half an hour at the beginning of the hearing so that 24 would be where we would place it. Obviously staff would prefer November 3rd for everything 25 because then it’s a comfort level we can vet some things through the City staff, but I understand 26 the applicant’s urgency. 27 28 SECOND 29 30 Chair Malone Prichard: Then I will second. Did you have a question? 31 32 Mr. Hayes: I had just a clarification because when we come back I want to make sure that we 33 have clearly addressed the concern of the mass of the bulk. And I, the one that I heard Clare I 34 think probably or I forget who stated that if we thought that if we pulled it back to the edge of 35 the opening on the fourth floor that that would start to, [unintelligible] I’m just trying to frame 36 it, alright? That may not be what we end up doing, but could you clarify that a little bit? Was it 37 the front edge of that opening or the back edge or it doesn’t really matter as long as it’s 38 somehow pulled back and the vertical wall is eliminated? 39 40 Chair Malone Prichard: I think Lee was the one who picked the opening as the appropriate place 41 to pull it back to. I just feel it needs to be pulled back to some degree in order to create a step 42 back. Lee did you have anything else? 43 44 Vice-Chair Lippert: Yeah, I was, what I was looking at was actually pulling it back to the back 45 edge of that opening and the reason is that I, you have that overhang on the side of the building 46 and then it would be able to wrap around. That’s the north side of the building. You’re less 47 inclined to have a lot of sunlight on that side of the building. 48 City of Palo Alto Page 23 1 Mr. Hayes: No it was just to get out of the rain is what it was for. 2 3 Vice-Chair Lippert: Yeah. Another way to approach it is to have a material change and do 4 something maybe different in terms of a different kind of structure there. It might be lower, it 5 might be different material. I mean there are tons of ways of dealing with that. What we’re 6 concerned about is massing. 7 8 Mr. Hayes: Thank you. 9 10 Chair Malone Prichard: [Andy] 11 12 Man: Oh, sorry. 13 14 Chair Malone Prichard: And part of my comment was also that the vertical support [set up at] 15 roof is contributing to the massing. 16 17 Board Member Lew: Ken if you could on your streetscape Page AO2, if you could draw the 18 outline of the condominium building at the corner of Forest and Waverley, like you’re just 19 showing the two adjacent neighbors, you’re not showing like the Post Office or the yellow 20 house or the apartment building. I think it would be a better way for us to gauge the height of 21 and bulk of your building because I think what you’re showing now is sort of you’re showing 22 even like the least flattering way. So thank you. 23 24 Mr. Hayes: Thank you. 25 26 Chair Malone Prichard: Ok. Anymore discussion before we vote? Alright. All in favor? Aye. 27 None opposed. Thank you. We’ll take a brief break to get our fifth Board Member back. 28 29 MOTION PASSED (4-0-1, Board Member Popp [recused or absent?]) 30 City of Palo Alto Page 1 1 =================MEETINGS ARE CABLECAST LIVE ON GOVERNMENT ACCESS CHANNEL 26====================== 2 Thursday, October 17, 2013 3 REGULAR MEETING - 8:30 AM 4 City Council Chambers, Civic Center, 1st Floor 5 250 Hamilton Avenue 6 Palo Alto, CA 94301 7 ROLL CALL: 8 Board members: Staff Liaison: 9 Clare Malone Prichard (Chair) Russ Reich, Senior Planner 10 Lee Lippert (Vice Chair) 11 Alexander Lew Staff: 12 Randy Popp Diana Tamale, Administrative Associate 13 Robert Gooyer Amy French, Chief Planning Official 14 Elena Lee, Senior Planner 15 Jason Nortz, DS Planning Manager 16 Clare Campbell, Planner 17 Jodie Gerhardt, Senior Planner 18 19 20 PROCEDURES FOR PUBLIC HEARINGS 21 Please be advised the normal order of public hearings of agenda items is as follows: 22  Announce agenda item 23  Open public hearing 24  Staff recommendation 25  Applicant presentation – Ten (10) minutes limitation or at the discretion of the Board. 26  Public comment – Five (5) minutes limitation per speaker or limitation to three (3) 27 minutes depending on large number of speakers per item. 28  Architectural Review Board questions of the applicant/staff, and comments 29  Applicant closing comments - Three (3) minutes 30  Close public hearing 31  Motions/recommendations by the Board 32  Final vote 33 34 ORAL COMMUNICATIONS. Members of the public may speak to any item not on the 35 agenda with a limitation of three (3) minutes per speaker. Those who desire to speak must 36 complete a speaker request card available from the secretary of the Board. The Architectural 37 Review Board reserves the right to limit the oral communications period to 15 minutes. None. 38 39 40 ARCHITECTURAL REVIEW BOARD MINUTES City of Palo Alto Page 2 1 1. 636 Waverley Street [13PLN-00262]: Request by Hayes Group Architects for a Major 2 Architectural Review of the demolition of a one-story, 1,406 sq. ft. office building and 3 construction of a new, 10,328 sq. ft., four-story mixed use building with commercial uses on the 4 first and second floors and two residential units on the third and fourth floors, on a property 5 within the CD-C(P) zoning district. Environmental Assessment: Exempt from the provisions of 6 the California Environmental Quality Act (CEQA) per CEQA Guidelines Section 15303. This 7 item was continued from the ARB meeting of September 19, 2013. 8 9 Chair Malone Prichard: And our next item is 636 Waverley Street. Request by Hayes Group Architects 10 for a Major Architectural Review of the demolition of a one-story, 1,406 square foot office building 11 and construction of a new, 10,328 square foot, four-story mixed use building with commercial uses on 12 the first and second floors and two residential units on the third and fourth floors, on a property within 13 the CD-C(P) zoning district. Do we have, Amy are you our staff? 14 15 Amy French, Chief Planning Official: Yes, I just e-mailed Clare to let her know we’re on her item. So 16 this project you had seen of course, two other hearings and so we have a revision. We have the 17 architect I believe I saw walking in. Yes, we have the architect here to present. I think may be best to 18 just cut to the architect and then as Clare comes down if there’s some questions you could ask those. 19 Thank you. 20 21 Chair Malone Prichard: Thank you. You’ll have 10 minutes. 22 23 Ken Hayes, Hayes Group Architects: Oh so we’re going to need help. 24 25 Chair Malone Prichard: We won’t start your time right until you’ve got your project up. 26 27 Mr. Hayes: [unintelligible] 3225 make it? 28 29 Man: I believe so. 30 31 Mr. Hayes: Ok, good. 32 33 Man: We didn’t get drawings, but… 34 35 Mr. Hayes: Didn’t we submit two large scale sets? 36 37 Man: Those got routed for department review. 38 39 Mr. Hayes: Oh. 40 41 [unintelligible] 42 43 Mr. Hayes: Then start slideshow. Should I wait for Amy to come back? 44 45 Chair Malone Prichard: Nope. Go ahead. 46 47 City of Palo Alto Page 3 Mr. Hayes: No, go ahead? Ok. Good morning Members of the Board, Ken Hayes with Hayes Group 1 Architects. We’ll be presenting the project for my client David Kleiman, who just walked in. Perfect. 2 So a short presentation really just to show you the modifications from the last hearing. Comparison 3 slide of the site plan, the lower slide is the previous and there was some discussion about trying to 4 create more pedestrian amenity through plant material in the ground plane and something that would 5 eventually carry through to the adjacent project. And in fact I think that Public Works has said they 6 want to have it carried down the street as the next project is done. So it’s going to, so that the upper 7 slide here is the revised site plan. This shows the planting in front that was added around the base of 8 the new ginkgo tree located there and there’s two options on that. And I think you have both options. I 9 have them in perspective so you’ll see them. 10 11 In elevation there was concern from the Board and in the neighborhood about the height of the 12 building. And so the September 19th presentation still had the sinuous outline of those slabs kind of 13 zig-zagging up to the 50 foot height limit. They now stop at 37 feet. We still have a nice, elegant zig-14 zag in our opinion and what has happened is we pushed the entire slab back to allow, I don’t know, five 15 feet off of the face of the glass. So there’s still a little covered area. This is a comparison here. 16 Previously that roof slab came out to there and the revised design brings it back to there. It’s about five 17 feet I think from the face of the glass. So it steps back a good 12 to 15 feet probably from where it was 18 before and it’s at 37 feet. 19 20 Now you also asked at that time and you should have the project that we’re, have for next door that’s a 21 prelim right now, has not been brought to you yet but will soon. You wanted to see how it related to 22 the building. So we just, we stuck these… were these in your packet? Oh they were. Ok. So we have 23 the two buildings. This is Mr. Kleiman’s project here and this is for James Lin and his wife Clarissa 24 there. A lot of similar features actually even the bay window in the existing building here has that 25 vertical accent that we’ve kind of picked up boom, boom, boom. Our project today here and then the 26 new project they are both carved out sort of in the center where we have windows that face one another. 27 The buildings step back in the center. This, Dave’s project really has views out towards Waverley 28 Street unless you walk out on the terrace, but there’s plenty of light in there that comes in vis-à-vis this, 29 the big opening between the two projects. I think I had and the view of the back. This is 636 and then 30 the building next door, again you can see the carve out there. A lot of similar features, similar building 31 size, different materiality to some extent. These are two-story condos on this side whereas these are 32 flats. And then the bases of the buildings are very similar in terms of vocabulary and materiality. 33 34 And this is the revised rendering for 636. Shows how we’ve pulled that roof slab that was actually out 35 here back and this is the one option on the planter which is raised and it has like a two foot zone for 36 someone to pull up and get out with their door to be able to open between the curb and the planter. 37 This is the preferred direction. We don’t yet have Public Works support on that. We’d like to get your 38 opinion I think. We believe that this is going, the plant material has a better chance of surviving 39 without getting trampled and then this is the other option where it’s either that or that in front. And I 40 think that’s it. So thank you very much. Hopefully we’ve responded to the neighborhood’s requests as 41 well as your concerns from last meeting. Look forward to your comments. 42 43 Chair Malone Prichard: Thank you. We have four speakers. You’ll each have three minutes. The first 44 is Doug Scafe to be followed by Janice Berman. 45 46 Doug Scafe: I have one slide, but she’s not here so I [unintelligible]. My name is Doug Scafe, I reside 47 at 659 Waverley across the street from the proposed development. I’m formerly representing the 48 City of Palo Alto Page 4 Waverley Plaza Homeowners Association Board of Directors today. Homeowners Association 1 includes 17 homeowners from 653 to 685 Waverley. The Homeowners Association Board has 2 expressed the following concerns with the proposed building: 1) is not compatible with the 3 neighborhood because it’s too large and too tall, i.e. the massing is not compatible; 2) it needs to be set 4 back from the sidewalk as are all of the buildings on both sides of the street; 3) it needs to have 5 landscaping at least equivalent to what is in the neighborhood; and 4) there is a strong concern about 6 street parking especially when an Architectural Review Board (ARB) Member at the last ARB meeting 7 said that in his considerable experience nobody uses the lift systems because they are too lazy and park 8 on the street instead. 9 10 I also want to point out several misleading items presented by the architect in his presentations. 11 Building heights: the presentation says that the condominium building at 690 Waverley is five to six 12 stories tall when in fact it is three to five stories and only three facing Waverley Street. The historic 13 house at 650 Waverley was stated as three stories when it is two. And lastly they’ve shown the two-14 story apartment building at 628 Waverley approximately 20 percent taller than it really is making their 15 building look smaller. That’s that picture right there. And 628 Waverley they’re showing again with 16 no landscaping in front when it does have landscaping. I brought that up at previous meetings. All of 17 these however intentional tend to make their building look better, in a better light than it really is. And 18 five of the six buildings on that street are one or two stories. I don’t know how a four-story in the 19 middle of a block fits. 20 21 As I said there’s essentially no landscaping, one planter on the sidewalk and some vines on some walls. 22 The solution proposed at the last ARB and shown today, let’s build a planting boarder in the City’s 23 parking narrowing the sidewalk to five feet, how does that fit in the downtown zoning? And since it, 24 doing a boarder just in front of 636 would look bad, let’s extend it to 640. I really don’t understand 25 how the ARB can justify one building which hasn’t been approved by basing it on another unapproved 26 building. So if you approve one you must approve the other and then I suppose a third at 628. This 27 domino effect is an abuse of the planning process and why whole neighborhoods can disappear when 28 you approve the first building. 29 30 I marvel at how the ARB can really believe that the proposed building is compatible with the 31 neighborhood. If I could show my slide, sorry for the… 32 33 Vice-Chair Lippert: I put you on hold until we get your image up there. 34 35 Mr. Scafe: It’s up on the top. And it’s not a great representation, but this is how that building looks on 36 that street and the sizes are approximate. You have one-story Post Office, you have a two-story 37 apartment building, currently you have a one-story building where this one is going. You have a one-38 story building next to it, you have a two-story building next to that, and on the corner you have three-39 story going up to five. 40 41 Chair Malone Prichard: Thank you for your comments. Next we have Janice Berman followed by 42 Douglas Smith. 43 44 Janice Berman: My name is Janice Berman. As we have seen over the past few months the concerns 45 about the Kleiman and Hayes proposal for 636 Waverley are many and varied. I leave it to the experts 46 to discuss the parking situation. I’m here as an owner at the condo building at 661 Waverley Street, 47 corner of Forest, which Mr. Kleiman has characterized as “modern.” Clearly he hasn’t lived here. He 48 City of Palo Alto Page 5 feels we are hypocritical to dislike his building. I am not particularly fond of Neo-Spanish, 1 Neocolonial, or neo-anything. Frankly I like the work of Frank Gehry. But I do like my home, not 2 because of its style, but because it comfortable and nicely sited far away from the street and accented 3 by a few trees with leaves, birds, and nasty squirrels who eat the plants on our balcony. 4 5 Mr. Kleiman has said we don’t want his building because it will interfere with our views. Nonsense, 6 we don’t have views. We have greenery and a few nice chunks of sky. That’s what we have and that’s 7 what we think as human beings we are entitled to continue to enjoy and required to protect. Mr. 8 Kleiman would eliminate our chunks of sky, a big ginkgo tree out in front of his project, and yes, the 9 hills beyond Palo Alto when we can see them if his plans are fulfilled and a 50 foot high, oh, plus 15 10 feet in would be accessories if a series of buildings is constructed across Waverley Street from our 11 home after 636 and 640 are permitted. These buildings while they may be described as contemporary 12 are also out of character with our Street. They are too close to the curb, they have no setbacks, they 13 lack greenery. There is no inevitability in this project. It will destroy the character of our street and be 14 the opening brick in a 50 foot wall of buildings further crowding and dehumanizing our community. I 15 urge you to press for further modifications in the plans for 636, especially for larger setbacks and more 16 effective landscaping and to use that process as a template for all future proposals that may be 17 concocted for our block of Waverley Street. Thank you very much. 18 19 Chair Malone Prichard: Thank you for your comments. Next we have Douglas Smith to be followed by 20 [Jafa Dadone]. 21 22 Douglas Smith: Good morning Members of the Board, I am Douglas Smith. I’ve reviewed video 23 recordings of prior ARB meetings on this application and of the September ARB study section on 24 aesthetics and compatibility. I have two comments. On August 15th Mr. Hayes refers to his design as 25 similar to some elements in All Saints Church on the corner of Hamilton and Waverley across the street 26 from the proposed project, but this structure is truly ugly. It’s an all concrete Brutalist abstraction that 27 really nobody should be emulating. It faired very poorly in my architectural style preference survey 28 compared to the Carpenter Gothic Saint Thomas Aquinas just a couple of blocks away on Waverley. 29 30 In both the August and September ARB meetings on 636 Waverley Mr. Hayes either did not mention 31 the best buildings on the block, which are the 650 Waverley, the yellow house, heritage house, built in 32 1901 or the Birge Clark Post Office or he mentioned them only in passing. The, his design is 33 completely at odds with both of them, stylistically incompatible with these really fine buildings. The 34 public agrees. 85 percent in my public survey find it incompatible with other buildings on the block 35 and only 14 and a half percent believe it is compatible. Pertaining to the survey in the study session 36 and in his participation with a group of 24 architects who wrote a letter to [unintelligible] organization 37 recently Mr. Popp, Board Member Popp declared that he finds the survey distorted in its perspective, 38 has too few respondents, and is generally unreliable method of representing public opinion. Mr. Popp 39 and his colleges either I believe do not understand the mechanisms of public opinion surveys or do not 40 wish to accept the results. 41 42 To date more than 900 respondents have registered their opinions. The results have not shifted by more 43 than one or two percent’s. Last time I reported 83.9 percent incompatibility, a vote on incompatibility. 44 Now the number is 85 and a half. A survey company like SurveyMonkey could not succeed if surveys 45 of a small but representative sample were not truly accurate. National surveys by news organizations 46 like CNN, NBC, Fox News in 2012 used a sample size of about 1,000 to 1,500 for the 2012 47 Presidential election. 900 for a local group, a local area like Palo Alto is in comparison an enormous 48 City of Palo Alto Page 6 sample and I stand by the results. 85 to 15 percent is an overwhelming vote against compatibility of 1 this design. I hope you will abide by public opinion. 2 3 Chair Malone Prichard: Thank you for your comments. 4 5 Mr. Smith: Thank you. 6 7 Chair Malone Prichard: Next we have Jafa is it Dadone or DaDune? Dadone. Followed by John 8 Hannah. 9 10 [Jafa Dadone]: Yeah, thank you. I live in 671 Waverley and I have two comments to say. I am 11 concerned about the look of the building. It is too massive really with no setback and [blank audio at 12 1:14:00ish] residential area. Second, I’m really concerned about parking, ok? I think that the employee 13 are [unintelligible] to the inconvenient lift and they will fill the neighborhood. I now having visitors 14 and they have a hard time finding parking so I’m really concerned with this extra project that that will 15 really hinder on a weekly basis my helper have a hard time finding a parking spot so. So there is no 16 parking for them and all the street around when I go it sometimes take 15, 20 minute to find a parking 17 lot for my car so my helper can take my parking [unintelligible] and that’s really on a weekly basis. So 18 I would like this project to consider a lot of parking that is [going to be] I don’t know where they going 19 to put it, but it’s the parking solution need to be found. Thank you. 20 21 Chair Malone Prichard: Thank you for your comments and our final speaker is John Hannah. 22 23 John Hannah: Good morning. I came here because I’ve been reading some of the letters to the paper 24 commenting about this project and I feel unable to express my opinion as to how difficult your job must 25 be when you have your own opinions and you have all the opinions from the public trying to tell people 26 how to design their buildings and the unenviable result if you listen to that cacophony is you end up 27 with a camel, meaning no disrespect to camels, but it’s a metaphor. And to me it seems I go along with 28 the staff report, which says that the existing environment is comprised of eclectic buildings of various 29 architectural styles and building heights and the proposed building with its scaled massing and 30 architectural style fits within this mixed context. So without trying to tell the architect how to redesign 31 his building I think the building that you see certainly I go along with the staff finding that it fits with 32 what’s there. It’s not all Birge Clark, it’s not Neo-Spanish, it’s eclectic. 33 34 And the one thing I do want to make a note of is that the biggest problem that we’ve had and heard 35 about lately in Palo Alto is the lack of parking. And so you look at this building and not only has he 36 gone underground partially, which makes the parking much more expensive, he’s also put in lifts, 37 which makes it even more expensive. So this is the most expensive solution that you can find to 38 develop adequate parking on the site like this. And I think that that’s the kind of thing that ought to be 39 encouraged. We should see more of this where people are willing to spend the money to satisfy the 40 parking requirement and that’s about all I have to say. I hope that you approve the project. Thank you. 41 42 Chair Malone Prichard: Thank you for your comments. So let’s go to Board Member questions and 43 comments. Let’s start with Lee. 44 45 Vice-Chair Lippert: First of all I want to thank the applicant for listening to our last comments. You’ve 46 done exactly what I requested of you and I think you’re spot on here with reducing, bringing the 47 canopy back I think reduces the height of the building significantly. Mr. Scafe’s image up here does 48 City of Palo Alto Page 7 not reflect that, does not show that, but in looking at your drawings here or the documents here it does 1 and I think that it helps in terms of reducing the massing of the building. I think that you’re in terms of 2 the landscaping I really appreciate you trying to work things out with Public Works. I prefer the raised 3 planter, but I don’t think that they would go along with that either. But its, I think it’s a vast 4 improvement and if I were to, if this were to move forward I would want to see it with the raised 5 planter proposal. I think that it’s significant. 6 7 I just want to reiterate a couple of comments that I made earlier before. This is really an additive 8 project. What I mean by that is that the Floor Area Ratio (FAR) in terms of this is taking the 9 commercial FAR and a residential FAR and adding them together correct? To reach the maximum 10 allowable FAR. If anybody were to come forward with this project with that proposal we really don’t 11 have very much to say in terms of the size and the massing. What really helps in terms of looking at 12 this project today is that you are able to provide us with images of what the proposal or at least the 13 preliminary proposal for the adjacent property, which really allows us to look at the whole context there 14 now. It’s a complete streetscape and so we understand what the massing of the building is for the 15 proposed project and the adjacent projects and even though that this is a very eclectic sort of 16 neighborhood, there are a variety of styles here I think that that really sort of finishes off your building 17 and really makes it look complete even though it’s the adjacent property. 18 19 What I also wanted to make mention of is that we do have two historic properties along that block. 20 Actually there are many more, but they’re not immediately adjacent. And the Secretary of Standards, 21 the Secretary of Interior Standards they’re back to work again require that whatever is built in the 22 context of historic buildings really needs to be of a different style so that you’re not creating a false 23 history. And so in this case by using a modern theme to both of these buildings what you’ve done is 24 you’ve actually elevated the nature of the two historic buildings on the block as being far more 25 identifiable as being part of Palo Alto’s history. There’s no way that anybody would ever confuse these 26 as being historic buildings. So I think your choice of style here within this neighborhood is also 27 appropriate from that point of view. So with that I have no problem in moving on this and approving it 28 today, but I’d like to hear what my colleagues have to say as well. 29 30 Chair Malone Prichard: Alex. 31 32 Board Member Lew: So I have a couple suggestions for the applicant to add to the drawing set and 33 then, well [unintelligible] just give me a second. In anticipation of this project being appealed and I 34 think that there’s some document and some drawings that could be added to this set that the Council 35 would probably want to see. One is I think that is a contextual site plan. The second thing here is 36 really not, it’s just a building site plan. I’m thinking like a neighborhood site plan that actually has all 37 of the neighboring, like the whole block, all the buildings with the footprints and also maybe like the 38 fourth floor setbacks. I think the neighbors are generally right that there is very nice landscape quality 39 to the block that is missing in your particular project. I think in fairness I think you have a very small 40 parcel and you’re trying to park, fully park it and that you’re fairly constrained and I think that some 41 leeway should be given for that with regard to the landscaping, but I mean generally on this particular 42 block since you’re doing like this is a mid-block infill generally I would recommend like for staff like a 43 contextual setback. I know that’s not, you do that elsewhere in some of the residential areas, but we 44 don’t really do that for commercial, but generally I would think of this block as being like something a 45 transitional block between downtown and the residential blocks. Our zoning doesn’t say that. Our 46 zoning actually says its downtown and it should be at the 50 percent should be at the build to twelve 47 foot setback, excuse me. The, but anyway I think that that drawing would be useful to have. 48 City of Palo Alto Page 8 1 I think that the quality of the block is mostly determined actually on the other side of the street. There 2 are a couple of really beautiful oak trees and there’s sort of like nice landscaping all along the edge of 3 the sidewalk and I don’t think that the character is quite so determined by the, the high quality aesthetic 4 isn’t really determined by your side of the street as much. I think that’s mostly because there’s large 5 landscaping and stuff in front of the Post Office. And if we’re actually saying that this is like largely 6 compatible with like Hamilton, like buildings downtown on Hamilton then I think we actually need to 7 that should be drawn. If we’re saying the context is somewhere else then I think it needs to be drawn. 8 Generally though I think that the massing with the reduced setback on your second floor porch 9 overhang has helped the building tremendously. I think the, if you compare it to the condominium at 10 Forest and Waverley and also the Wells Fargo Bank those, their upper floors are setback and I think 11 that reducing that overhang has really helped the building a lot. 12 13 The building if I might address the concrete I think there are some important environmental or 14 sustainable decisions in making in the choice of concrete and we haven’t really talked about that a lot, 15 but I do know of other architects doing work like your building, like net zero buildings who have 16 chosen to use concrete for sustainable reasons. And I was wondering if you would be willing to talk 17 about how you’ve chosen to do this instead of like a wood frame building with finishes with like 18 aesthetic fishes or veneer finishes? And then also with regard to the concrete it seems like you’re 19 picking a fairly grey color and it seems I was looking at some of the other concrete buildings, say like 20 the All Saints Church. I also looked at the Berkeley Art Museum, which is a really beautiful concrete 21 building and it seems like the concrete that you’re choosing is very dark and grey and cool and it seems 22 like a warmer color like the All Saints Church could be more compatible with the neighboring 23 buildings. Thank you. 24 25 Mr. Hayes: Alex I’m going to jump in and answer some of your questions. We’re actually using the 26 same contractor that did the Berkeley Art Museum and the renderings really don’t reflect what we’re 27 planning, which would not be a dark concrete at all. We want a natural concrete. 28 29 Board Member Lew: And then could you… the sample looks fairly, the Davis color looks grey and I 30 was wondering if you could, I really it’s hard to judge it inside. Yeah. I’d have to, yeah, I’d have to 31 see, you know concrete is like a chameleon color. You actually have to see it in the sun and we can’t 32 really judge it here. Could I just (interrupted) 33 34 Mr. Hayes: [Unintelligible] is a little bit lighter. Actually the Berkeley Art Museum is a little bit 35 darker, but there is fly ash which kind of colors the mix. But we’re definitely looking for a natural not 36 a colored concrete at all and that’s something that would really be a darker grey. It would be more of a 37 natural appearing. 38 39 Board Member Lew: Can I say like All Saints there’s the existing building and there’s like the [Cootie 40 Anderson] addition and they’re very different. Night and day. And I don’t really like the addition at 41 all, it’s very white. And I realize that concrete can get a patina over time and change like, change 42 colors and stuff. And then I also think that concrete is like if you look at the best concrete buildings 43 like say like [Moviecom] it sometimes it relies on the materials that are next to it. So [Moviecom] is 44 like has like the weathered teak right next to the oak and that give or next to the concrete and that gives 45 it the richness. And is there a way to review the concrete like actual samples from when you’re doing 46 (interrupted) 47 48 City of Palo Alto Page 9 Mr. Hayes: Absolutely. 1 2 Board Member Lew: Tests and samples and you know (interrupted) 3 4 Mr. Hayes: [Unintelligible] plan to have them mold a small section on the site so we can see it, review 5 it, and agree that that’s the one. 6 7 Board Member Lew: And then also on just on the your choice of using concrete as opposed to wood or 8 steel or whatnot? 9 10 Mr. Hayes: We actually just as a slight aside we are, we do plan to deconstruct and fully reuse the 11 materials in the existing building, which as it turns out is redwood. So we’re going to plane it. There is 12 some lead paint. Obviously we have to properly remove that, but we do plan to reuse it as an interior 13 finish. But the decision to go with concrete was very purposeful. We really didn’t want to use new 14 materials. We want to use a recycled product and most of the concrete as you know is recycled now 15 and with fly ash and we do plan to have integral heating, we’re not adding additional sheet metal duct 16 work. We’re trying to actually reduce the drywall to less than about 800 square feet total on the entire 17 building so it’ll be fully exposed. We just barely make it within the energy code, but we can do it with 18 this design. As you know it is going to be net zero. That’s our goal. So yeah, we definitely we’re very 19 purposeful and the choice it’s clearly we could do a much less expensive building with the exact same 20 footprint by going with wood or something, but I’m not interested in trying to do that. 21 22 Board Member Lew: Right. And [unintelligible] in some of the buildings that I’ve worked on like 23 energy consultants that they actually liked the concrete because it provides thermal mass and cool, 24 which is sort of a weird term. So it’s just it keeps the temperature of the building more stable and you 25 don’t have to use like basically what happens now you have a cheap wood building with leaky 26 windows and people just blast on the heat and blast on the air conditioner and causes all sorts of 27 craziness and uses a huge amount of energy and isn’t really, it’s just it’s terribly inefficient. 28 29 Ok, and then I think the in the conditions of approval there in the electrical engineering department is 30 saying that the project requires a pad-mounted transformer and then the plans are showing an under like 31 tying into an underground vault and I was wondering what the status is of that. 32 33 Mr. Hayes: We were able to convince them to reconsider that. They actually went out and tested the 34 load on the existing transformer so not only will we definitely not need a pad-mounted transformer, but 35 tentatively that we’ll actually have a final answer tomorrow. It appears that we’ll be able to reuse the 36 existing recessed transformer that’s on the adjacent property. They think there’s load and he said that 37 almost as a kind of worst case if there isn’t we should be able to reuse that exact same vault and just put 38 a new slightly larger transformer in. 39 40 Board Member Lew: That was excellent news because otherwise we would have a problem. 41 42 Mr. Hayes: We definitely wouldn’t do it above grade. 43 44 Board Member Lew: Ok. And then I did want to address, we did get an e-mail from Mr. [Levinski] 45 who has come before us previously about the parking issue. And I just wanted to say that he, I mean he 46 was opposed to the shared parking reduction on your particular project. And I just want to clarify with 47 City of Palo Alto Page 10 staff, that’s a Director’s level adjustment that the Board doesn’t really have any say over. I mean 1 you… 2 3 Ms. French: Yeah. So the Director upon acting on the application is making that determination based 4 on what’s proposed as far as reductions and of course all of it is subject to appeal to the Council. So if 5 appealed it’s the Council’s decision. 6 7 Board Member Lew: Ok. So I just want to address a couple of things. I did take a, I did go to a lecture 8 by Richard Willson who’s a professor at Cal Poly Pomona and has a book about parking reform and 9 he’s a student of Donald Schoup and has a book on the high cost of free parking. And Mr. [Levinski] 10 does have some very important points, which is that just using the regular Institute of Transportation 11 Engineers (ITE) data is not really that great to rely on. That really it’s better to have your own data. 12 And I think that if I understand staff correctly that in the downtown what do you call it? The 13 downtown cap? That the parking is going to be studied and maybe I don’t know if we’re going to get 14 data for that. I know Aaron is sort of in charge of that, but getting good data is really important. And I 15 don’t think that we should require for like this very small infill project, but I think having the right data 16 for what people are actually doing and the actual parking utilization rates and all of that is the way to 17 go. Let’s have the data for Palo Alto because things are different here than in elsewhere in the country. 18 19 And then I think the other thing to think about is that in the code is whether you’re designing for like 20 peak use or like the author Donald Schoup is arguing for like design for the 85 percent use or some 21 other and then also Richard Willson was arguing for like the average parking use. And I don’t know 22 what’s right for Palo Alto. I think our code designs for the peak use if I’m understanding it correctly. 23 And the issue is not to, you don’t want to over park. There are beautiful buildings in, like I went to 24 school in St. Louis. There would be like two beautiful side by side historic buildings and the 25 developers would tear down one historic building to put in a parking garage to serve one historic 26 building. And the preservationists were torn. It’s like which one? Are we going to save one building 27 and sacrifice the other? Or we might lose both so maybe we should preserve one? Or if you look at 28 Detroit there’s parking everywhere. It’s actually very dangerous to say like the idea of having fully 29 parked is kind of a dangerous way of going. The best cities are actually difficult to park in. I think the 30 issue is how we manage it. So I think that Mr. [Levinski’s] comments are valid. I think it should be for 31 the whole downtown study and not sort of targeted to this one particular project. 32 33 And then I think others have testified about the lifts and I think yeah, I think it’s right. I mean people, 34 why use this lift if you can just park on the street? My understanding when I worked in downtown was 35 parking was so scarce we actually when I worked on Hamilton we actually sort of had our own little 36 informal valet service and we just jammed all the cars in the lot and we just managed it ourselves. And 37 I think that’s what typically happens downtown I mean people if they’re not parking in the residential 38 areas and hopefully the changes to the parking zones will help with that. 39 40 And I think that’s all I have to say on this project. I think generally I would recommend more, a little 41 bit more landscaping on the front of the building. I think your planter right by the front door looks 42 awfully small. I’m a gardener and it’s really hard to plant in such a narrow space. And but generally, 43 conceptually I’m in support of your project. I think the colors and stuff and all of that I think need to 44 come back to us just for somehow the actual, the concrete samples or something, yeah. At some point. 45 Thank you. 46 47 Mr. Hayes: Thank you. 48 City of Palo Alto Page 11 1 Chair Malone Prichard: Robert. 2 3 Board Member Gooyer: Ok, I’m sort of struggling with something in the sense that a lot of the 4 discussions have been regarding how eclectic this streetscape is and we’ve worked hard on trying to 5 step the massing back a little bit so it doesn’t look as overpowering and the reality of it is seeing 6 something like this in an elevation you’re never going to see it that way in real life anyway. So I 7 understand what you said in the picture you’ve got now that it actually looks like a three-story building 8 as far as that instead of four, which I think is a great step in the right direction. 9 10 The thing that is always, that bothers me a little bit is the whole once the genie is out of the bottle or the 11 cat out of the bag now that I see the building that is proposed, again we haven’t addressed it yet, but 12 next to it all of a sudden it’s like whoa! That to me changes the whole concept because the reality of it 13 is we’ve taken a lot of effort to get rid of the eyebrow if you want to call it for the other building and 14 step it back and go through all that and then the proposed, and again maybe I’m stepping over my 15 bounds and I’m not allowed to look at that, but hey, if it’s here I’m going to comment on it. The reality 16 of it is then you have the new building coming in with its stair tower right next to the same thing. So 17 all of a sudden that second stair tower sort of defeats any of the stepping back concept we did for this 18 building. And it’s like whoa! You know, I mean it also there’s nothing eclectic about those two 19 buildings. They are almost identical. I mean it obviously if I didn’t sit here, but walking by I’d go 20 that’s obviously probably from the same architect, same vintage, everything else. And all of a sudden 21 the massing becomes much greater because then all of a sudden the building at 636 is just sort of half of 22 a much larger building and then this, the modern portion here begins to almost dominate that side of the 23 block. And so it… and again maybe I’m just I’m getting worried about something, but the reality of it 24 is if both of these buildings get built it’s still going to be perceived that way. Nobody’s going to say 25 “Oh, well they decided to do one building first and then the second one came around.” If the eclectic 26 aspect of it seems to disappear like I said with these two buildings that all of a sudden that are, that will 27 be four stories and at this point also have a pretty wide footprint on the streets. 28 29 So again I haven’t been involved in all the nuances as much, but it just seems to me that a lot of the 30 changes I’ve seen have been to diminish the even virtual bulk or virtual mass of the eyebrow because 31 actually if you look at it just from an aesthetic standpoint it’s actually a very delicate building. It just 32 has the perception of mass. But then you put this second building next to it with the other stair tower 33 and that whole perception goes away and it’s just mass then all of a sudden. And that’s the one, it 34 seems like the one thing that I keep hearing from the whole neighborhood is that they don’t want. So 35 it’s almost a matter of we’re defeating the purpose of all the work we’ve done here by looking at the 36 building next door to it, which isn’t helping this one any. 37 38 Same thing when you look at the fourth story the person standing on the balcony as you said looks to 39 their what would it be? South and all you see is a big, blank wall. And I mean so why bother having a 40 nice balcony up there that even wraps around as you said all the view is out to the east. It’s the two 41 buildings seem to be fighting each other and again, like I said it’s… we’re not really reviewing both 42 buildings at the same time, but let’s face it they’re at one point they’re going to be both whether we 43 address that now or in two months or whatever when the other one comes up. 44 45 So as far as the building itself I think it’s gone a long ways to address the concerns that both the Board 46 and I think a lot of the neighbors had and I think that’s a definite plus. The landscaping I agree I like 47 the raised planter better, but I think we all agree that that’s probably not going to fly. Also agree that 48 City of Palo Alto Page 12 the planter in front of the building probably should be a little larger because something that small just 1 isn’t going to grow anything. And having like I said if I could pretend I haven’t seen the building next 2 door to it it’s come a long way and I think you’re going in the right direction and it’s approvable. All 3 I’m saying is just that if that building is going to be presented like that I’m going to have a real problem 4 with the second building. That’s just sort of a head’s up then. And I think that’s it for me. 5 6 Chair Malone Prichard: Randy. 7 8 Board Member Popp: Great. Well, I’m really appreciate of all the comments that others have made 9 here today and at the hearings that I wasn’t present for in the past. Respectfully to my colleague Mr. 10 Gooyer we’re not looking at the other building today. And when Mr. Kleiman first came in with an 11 application for this site he showed us a building that was wildly different than what we’re looking at 12 today. Wildly different. And while I appreciate having the context of the packet that we’re seeing for 13 the building next door it’s not what I’m considering today because that building will have to stand on 14 its own and it’ll have to respond to the context that it’s built within. And whatever we approve for this 15 site will be part of that. And so I’m not concerned about that today. 16 17 What I’m concerned about today is the character of this building on this block in 2013. And what I like 18 here is the clarity of the concept. What I like here is that there’s an idea which is being expressed and 19 it’s different than most of the other projects that we see in that way. Tell me a story, evoke some 20 emotion, force me to stop and think for a minute. I really appreciate that. And so for me this is a 21 handsome and exciting project. It really enhances the varied character of this block and is reflective of 22 Palo Alto and the progress and the technology and the design that is so much a part of this community. 23 Great materials, great application of those materials. 24 25 I really appreciate what Lee says about not creating false history. I think that that’s a very important 26 comment to make here. I’ll respond to Alex’s comments just for a moment and say that I really do 27 think that you need to prepare the right types of documents here in advance so that we are able to fully 28 understand. Somewhere between the information that you’re providing and the information that the 29 neighbors have produced in terms of what the heights are and what this context all looks like and all of 30 those things is accuracy and we’re going to need the accuracy to see that so I’ll be appreciative of 31 having that when it’s time. 32 33 And Mr. Hannah’s comments I think are very important to hear. That we have a tremendous parking 34 challenge in Palo Alto and an applicant who is willing to come forward with the most costly solution 35 and very challenging in terms of construction not just for cost, but also the duration that it adds to the 36 project is something we really need to encourage. I too have a very challenging parking situation at my 37 office. We have tandem parking. We move cars back and forth all day long and we do that because 38 there is no parking on the street. There just aren’t other options and so we park in a complex way. And 39 I think that that’s likely what will happen here as well because I don’t see the parking problems 40 disappearing. There aren’t spaces on the street and you’re going to have to use those stackers. And I 41 think that we need to encourage that. 42 43 I think that the concrete color is really important to address. And I appreciate that you’re willing to do 44 some mock ups of that. I think that the comment that I would make is definitely maybe a little warmer 45 perhaps, but certainly not lighter. I don’t think going much lighter particularly in something that’s 46 going to have this much exposure [interrupted by earthquake alarm] sunlight. Something that’s out in 47 the sunlight as this will be needs to be really visualized in its context. And so we’ll look forward to 48 City of Palo Alto Page 13 having that. It’s not unusual for us to get called out to a project site while it’s in construction and we’ll, 1 whoever’s on the subcommittee at the time will take care of that for you. 2 3 But I don’t have much else to say in terms of the application itself. I wanted to just point out again in 4 the comments that I’m reading in the site specific comments Item 2 has a comment that looks like it 5 was sort of a personalized comment for parking assessment purposes. “I do not believe there can be a 6 reduction or modification of the assessment formula.” I’m not sure who wrote this or how it was 7 written, but just wordsmithing there a little bit too… I’m looking at the site specific comments under 8 Public Works Engineering, Page 3 of 17, Comment 2. The last line says, “I do not believe there can be 9 a reduction,” and I think we want to alter that language so that it’s more appropriate. It’s clear 10 somebody was just making comments and it was incorporated here and we just need to correct that. 11 But for me I think I’m prepared to move this project forward. Thank you. 12 13 Chair Malone Prichard: Thank you for making this major change. I know you didn’t want to do this, 14 but I think it was the right move pulling the upper floor back. It’s made a great improvement in the 15 massing and the relationship to the neighborhood to no longer have the feeling of the four-story mass. 16 17 Thank you also for brining in the contextual information about the proposed project next door. I do 18 want to make it clear that we [interrupted by earthquake alarm]. I practiced that in elementary school; I 19 think I’m good at it. I think they’re done. So we are reviewing the project as presented. It’s not being 20 based upon any other approvals that may or may not be coming. So the project next door may or may 21 not happen. We don’t know, we don’t know exactly what it will look like. But I feel comfortable 22 moving this project forward on its own merits. 23 24 So just had one question for staff, in looking through the findings it looked as if you did incorporate the 25 comments I made either last hearing or at a previous hearing. 26 27 Ms. French: Yes I did. 28 29 Chair Malone Prichard: Yes. Thank you. So I’m perfectly happy to move this project to the next level. 30 Yes, you have a follow-up? 31 32 Mr. Hayes: It would, we’re actually we, I convinced Public Works to meet with me on Monday to 33 discuss the planter raised versus… but they were initially opposed to the raised planter, but I showed 34 them some context and design standards from Portland and Chicago and some other places. And so 35 they said well, we’ll talk to you about it, we’re not committing. So is everyone, I mean it would be 36 helpful to get kind of a read. Is everyone pretty consistently agreed that the raised planter is the more 37 preferable choice? I think it would be helpful in my discussions with them to get that reading. 38 39 Chair Malone Prichard: So I would say that when we make a Motion let’s include a recommendation in 40 that Motion. 41 42 Board Member Lew: Can I ask the Board? Are there other raised planters downtown? Where are 43 those? 44 45 Vice-Chair Lippert: I had done a raised planter at the corner of Waverley and Homer. There’s a low, a 46 building that Palo Alto Medical Foundation (PAMF) used to occupy. It’s a single story and we had 47 used the semi-raised planter inboard of the sidewalk ok? But it was still in the public right of way and 48 City of Palo Alto Page 14 that’s because it boarders onto a handicapped ramp and so to sort of finish that off and make the ramp 1 look like it wasn’t just a ramp we had done plantings in it to make that transition. 2 3 Chair Malone Prichard: And there are some which I think are actually not very successful on Forest 4 Avenue just a couple of blocks up. And the reason I think they are not successful is they are so wide 5 that they take you if you’re walking along the sidewalk you have to detour quite a long distance to walk 6 along the sidewalk inboard of the planter, which it would not be the case here. 7 8 Board Member Lew: That was the only one that I could think of and I hate those. The one on Forest. 9 10 MOTION 11 12 Chair Malone Prichard: So I would move that we recommend approval of the project with the 13 following conditions: that the concrete sample be reviewed by members of the subcommittee during 14 construction on site; and that the Board recommends that the raised planter be included. However, if it 15 is not included then we would want to see the at grade planter. 16 17 SECOND 18 19 Board Member Gooyer: I’ll second. 20 21 VOTE 22 23 Chair Malone Prichard: All in favor? Aye. And none opposed? One opposed? 24 25 Board Member Lew: Me. 26 27 Chair Malone Prichard: One opposed. Thank you. We’ll take a two minute break before our next item. 28 29 MOTION PASSED (4-1, Board Member Lew opposed) 30 31 32 ADA. The City of Palo Alto does not discriminate against individuals with disabilities. To request accommodations to 33 access City facilities, services or programs, to participate at public meetings, or to learn more about the City’s compliance 34 with the Americans with Disabilities Act of 1990 (ADA), please contact the City’s ADA Coordinator at 650.329.2550 (voice) 35 or by e-mailing ada@cityofpaloalto.org. 36 37 Posting of agenda. This agenda is posted in accordance with government code section 54954.2(a) or section 38 54956.Recordings. A videotape of the proceedings can be obtained/reviewed by contacting the City Clerk’s Office at (650) 39 329-2571. 40 41 Materials related to an item on this agenda submitted to the Architectural Review Board after 42 distribution of the agenda packet are available for public inspection in the Planning and Community 43 Environment Department at 250 Hamilton Avenue, 5th floor, Palo Alto, CA. 94301 during normal 44 business hours. 45 46 47 ATTACHMENT H Page 1 of 1 ZONING COMPLIANCE TABLE 636 Waverley Street [13PLN-00262] CD-C ZONE DEVELOPMENT STANDARDS STANDARD PROPOSED PROJECT CONFORMS Lot Size None 5,278 sf Yes Minimum Building Setback Front Yard None Required None Yes Rear Yard 10’ for residential portion 10’-1” Yes Interior Side Yards None Required 6” Yes Maximum Site Coverage (building footprint) None Required 4,752 sf (90%) Yes Maximum Height 50’ 50’ Yes Daylight Plane Same as abutting residential zones Not Applicable Yes Floor Area Ratio (FAR) 2.0:1 = 10,556 sf Residential: 5,478 sf Commercial: 4,800 sf 1.9:1 Yes Landscape Open Space 20% 1,055 sf > 1,055 sf Yes Usable Open Space 200 sf/living unit > 200 sf/unit Yes Parking Requirement (within the Downtown Parking Assessment District) 23 spaces 1 space/250 sf commercial area 2 spaces/living unit 20 spaces Yes* Bicycle Parking 4 spaces 1 space/commercial 2,500 sf = 2 1 space/living unit = 2 Long Term: 4 Short Term: 2 Yes *Parking summary: Required spaces before adjustments 23 spaces Shared Parking Facilities Reduction 11% ** -2.52 Required spaces after adjustments 20 spaces ** Allowed adjustment based upon TJKM Parking Evaluation, 09/18/2013 9400 Council Members Only Page 1 CITY OF PALO ALTO OFFICE OF THE CITY ATTORNEY December 16, 2013 The Honorable City Council Palo Alto, California Request for Authorization to Increase Compensation of Existing Legal Services Agreements with (1) the Law Firm of Burke, Williams & Sorensen, LLP by $65,000 for a Total Not to Exceed Amount of $185,000 for Litigation Matters and (2) the Law Offices of Scott Pinsky by $40,000 for a Total Not to Exceed Amount of $80,000 for Litigation Matters The City Attorney’s Office requests the City Council’s authorization to increase the existing legal services agreements with (1) the law firm of Burke, Williams & Sorensen, LLP, for litigation matters, by an additional $65,000 for a total not to exceed amount of $185,000 and (2) the Law Offices of Scott Pinsky, for litigation matters, by an additional $40,000 for a total not to exceed amount of $80,000. In January 2013, the Office of the City Attorney retained Burke, Williams & Sorensen, LLP to represent the City in litigation related to the City’s Below Market Rate Housing program. On August 19, 2013, the City Council authorized a contract amendment increasing the contract to $120,000. Additional funding is needed to represent the City on appeal in that matter, as well as for consulting work on other development-related litigation being staffed primarily by in-house attorneys. The total budget for these services is anticipated to be less than $65,000. Therefore, the Office of the City Attorney requests authorization to amend the existing litigation contract with the Burke law firm by adding an additional $65,000 for a total not to exceed amount of $185,000. The Law Offices of Scott Pinsky has represented the City in various litigation matters since 2005. Currently, the Law Offices of Scott Pinsky is representing the City in two litigation matters, and the initial amount of the contract for these services was $40,000. In order to provide services through the conclusion of these matters, the Office of the City Attorney estimates that an additional $40,000 is necessary for a total contract not to exceed amount of $80,000. / / / / Page 2 Funding for these contract amendments does not require additional budgetary authority as they can be accommodated within the Housing Fund FY 2014 budget and the Office of the City Attorney’s existing outside counsel budget, as appropriate to the project. Department Head: Molly Stump, City Attorney Page 3 City of Palo Alto (ID # 4331) City Council Staff Report Report Type: Consent Calendar Meeting Date: 12/16/2013 City of Palo Alto Page 1 Summary Title: National Endowment for the Arts Grant Application Title: Authorization to Submit Our Town Grant Application to the National Endowment for the Arts From: City Manager Lead Department: Community Services Recommendation Staff recommends that Council authorize:: 1) Staff to submit of an application for an “Our Town” grant through the National Endowment for the Arts for livability that focuses on the Cubberley campus; 2) The Mayor to author a letter in support of the grant application; and 3) The City Manager or his designee from the Community Services Department to manage the grant, including submission of the grant, reports and requests for reimbursement. Executive Summary The “Our Town” grant from the National Endowment for the Arts (Attachment A) will support creative placemaking arts engagement projects at the Cubberley Community Center. Creative placemaking is defined as the integration of artists and arts organizations in the development of physical places that are publicly accessible in collaboration with the community. The intended purpose of the grant is to foster meaningful engagement between the public and the existing Cubberley stakeholders, thereby animating the environment and thus, transforming it into a dynamic cultural destination. By finding the synergy in this existing community asset, the grant will provide an important opportunity to transform Cubberley into a thriving arts and cultural destination that is cheerfully more than the sum of its parts. Using the feedback given by the NEA regarding the “Our Town” application submitted last year, staff feels that this application and concept will have a greater chance of being funded. The project will not displace any of the existing Cubberley users, but is intended to engage City of Palo Alto Page 2 them in creative endeavors, should they choose to participate. Because the future use of the Cubberley site is uncertain, the model we create could be replicable at other venues. Background Cubberley Community Center is on the campus of the former Cubberley High School, which closed in 1979. Cubberley High School was the setting of Ron Jones' teaching experiment, The Third Wave, and was one of three public high schools in Palo Alto in the 1960s and 1970s. Today, Cubberley Community Center is home to several community organizations and amenities, such as a Chinese reading room, dance classes, artist studios, gyms and ball fields, as well as a theater. Foothill College also holds classes at the Cubberley site. Palo Alto Unified School District (PAUSD) owns the land and leases it to the City of Palo Alto. Discussion The existing use of the Cubberley site includes a broad range of stakeholders. The Arts and Science Division feels that creative placemaking would be an excellent way to bring these stakeholders together in collaborative projects and to create a truly vibrant venue for community engagement. The activities proposed here will in no way displace the current Cubberley stakeholders or the various users of the site and amenities. Staff proposes to make Cubberley a cultural destination by adding the element of synergy so that Cubberley becomes more than the sum of its parts. We would achieve this by creating dynamic, interdisciplinary programming committed to innovation, creativity and social-inclusion. In partnership with local and regional non-profit cultural groups (institutions like Djerassi, PAUSD, Stanford Arts and others) we will: create a rich schedule of regular visual, performing and educational arts events; provide exhibition space for local artists and community groups; produce temporary art installations; develop arts education programs for youth; and establish a café/gallery/retail space to facilitate an economic and cultural vitality impact. The “Our Town” grant from the National Endowment for the Arts will allow us to make Cubberley a truly dynamic, welcoming and animated place for community engagement, innovation and creativity. The Cubberley model could be a cultural trend-setter contributing to vitality of the Bay Area and reinforcing a sense of pride and shared values among local communities. Cubberley already has a vibrant visual artist studio program, a panapoly of cultural and performing arts groups and nonprofit arts and service organizations. Arts & Science staff has been in discussion with our Community Services partners regarding the many possibilities to engage these stakeholders and transform Cubberley into a creative City of Palo Alto Page 3 cultural destination where arts are integral in the creative discussions and activities that take place. Among the possibilities for a reimagined Cubberley site is an artist-run café in which the menu could feature beverages and delectable morsels of changing themes to stimulate discussion around important community issues and values. In addition, the “Our Town” grant would create the opportunity for a re-energized, dynamic and respected Artist Studios program, including the addition of: a) literary arts as a discipline for the Studios; b) transformation of some studios into incubator-like shared- use spaces for digital media artists, printmakers, jewelers or creative entrepreneurs; and c) artists who are committed to engaging with the community resulting in more and regular cultural activities like performances, poetry readings, lectures, etc. The possibilities for these and other creative placemeking projects at the existing Cubberley site are tremendous. The Council has been discussing possible ways to gather input from the community about core values, this type of artist led project could be an excellent way to gather some of that important insight while reanimating the Cubberley campus. For instance, at the November Open Studios day, one artist created several outdoor installations that addressed homelessness and produced a companion brochure which interpreted the artworks and listed local resources for the unhoused. Resource Impact and Timeline The National Endowment for the Arts’ “Our Town” Grant funds for creative placemaking ranges between $25,000 and $200,000, with the average being $75,000. Staff is currently determining the request amount. The applications are due January 13, 2014 and awards will be announced early summer 2014. The City of Palo Alto would then have up to two years for the implementation of the creative placemaking activities. The City’s grant match requirement is 100% of the awarded grant amount. Staff plans to fulfill the matching requirement with in kind donations and volunteer hours from its partners. The grant match requirements will be fulfilled within the department’s existing budget. The Mayor is required to write a letter of support for the project, indicating and confirming that this is the one and only “Our Town” proposal that the City of Palo Alto supports. Policy Implications Staff will fully comply with the rules and policies for grant submission as outlined in City Policy 1-12: Grant and Funding request Applications. Submission of a grant application for the enhancement of Cubberley Community Center is consistent with Policy C-19 of the Community Services Element of the City’s Comprehensive Plan: “Develop improvement plans for the maintenance, restoration and City of Palo Alto Page 4 enhancement of community facilities, and keep these facilities viable community assets by investing the necessary resources.” Environmental Review Submission of a grant proposal is not considered a project under the California Environmental Quality Act. Attachments:  Attachment A: OUR TOWN Grant Program Description (HTM)  Attachment B: Grant Application Authorization (PDF)  Attachment C: Draft Mayor letter (DOCX) Page 1 of 1OUR TOWN: Grant Program Description | NEA 12/11/2013file:///C:/Users/esolhei/AppData/Local/Temp/MinuteTraq/paloaltocityca@paloaltocityca.... DRAFT December 17, 2013 To: National Endowment for the Art/Our Town Panelists: In the City of Palo Alto, CA the Mayor is the highest ranking government official. Therefore, on behalf of the City of Palo Alto, I am pleased to support this Our Town grant application, submitted to the National Endowment for the Arts by the City of Palo Alto’s Division of Arts & Science. The application also has the support of the City Council. This is the only application to Our Town that is being submitted this year for our community. The project planned for Cubberley Community Center will bring a much needed synergy and connection between the many stakeholders who use the existing facility, the Palo Alto Unified School District, and the broader community through creative placemaking initiatives. The broad community engagement, improved livability, and creative collaborative environment are all in line with existing priorities and initiatives of the City. Thank you for your consideration of this proposal. Sincerely, Gregory Scharff Mayor 250 Hamilton Avenue Palo alto, CA 94301 650.380.8003 Greg.Scharff@CityofPlaoAlto.org City of Palo Alto (ID # 4321) City Council Staff Report Report Type: Consent Calendar Meeting Date: 12/16/2013 City of Palo Alto Page 1 Summary Title: Appeal of 3445 Alma St. (Alma Plaza) ARB Sign Exception Title: Council Review of an Appeal of the Director's Architectural Review And Sign Exception Approval of the Installation of One Projecting Sign on a 50,500 sq. ft. Two-Story Mixed Use Building Located at 3445 Alma Street (Alma Plaza/Village) in the Planned Community (PC-4956) Zoning District. Exempt from the Provisions of the California Environmental Quality Act (CEQA), per CEQA Guidelines Section 15301 (Existing Facilities) From: City Manager Lead Department: Planning and Community Environment RECOMMENDATION Staff recommends that the City Council deny the appeal by approving the consent calendar item, thereby upholding the Director’s decision to approve the Architectural Review/Sign Exception application subject to the conditions in the Record of Land Use Action attached. EXECUTIVE SUMMARY The Council is tasked with final action on an appealed Director’s approval of a Sign Exception and Architectural Review application for the Alma Plaza development located at 3445 Alma Street. The appellant objects to one component of the application: a 91 square foot (sq. ft.) projecting cabinet sign stating “Grocery Outlet.” The proposed sign would replace the previously approved 104 sq. ft. fabric projecting sign; only the letters would be illuminated, similar to the projecting sign previously approved for the adjacent building. The Architectural Review Board (ARB) recommended conditional approval of the projecting sign, and a wall sign stating “Alma Village”, on November 7, 2011, on a 3-1-1 vote. The appellant objects to the projecting sign because of its aesthetics; the appeal did not object to the wall sign. BACKGROUND The site’s Planned Community (PC 4956) ordinance requires grocery store occupancy of the first floor of the mixed use building on the site. The shopping center, formerly Alma Plaza, was 10 Packet Pg. 286 City of Palo Alto Page 2 renamed Alma Village. On November 13, 2013, after review and recommendation by the Architectural Review Board (ARB), the Director conditionally approved an Architectural Review and Sign Exception application (13PLN-00421) for signage to be placed on the mixed use building. The project application initially included two projecting signs, but the project was modified during the review and approval process, such that the approval is for only one projecting sign advertising the grocery tenant (Grocery Outlet) and one wall sign stating “Alma Village.” On November 27, 2013, within the 14 day request for hearing period, Sheri Furman, who is representing a group of residents, submitted an appeal (Attachment B) focused on the projecting sign that was approved as part of the Director’s approval (Attachment C). A master sign permit, previously granted through the Architectural Review process for this building, established an expedited process for wall signs that meet the requirements of the sign code. The November 13th Director’s approval included the installation of one wall sign, with copy that reads “Alma Village” on the building’s Alma Street frontage. The sign is intended to identify this neighborhood shopping center and to provide more architectural interest along the facade. The site’s master sign permit would allow the “Alma Village” wall sign. The projecting sign for Grocery Outlet can only be permitted via Sign Exceptions, for which specific findings are required. Council Review Authority Pursuant to the Palo Alto Municipal Code (PAMC) Chapter 18.77.070, once the Director’s decision is made and an appeal is filed, the project is sent to Council on the consent calendar. In the case of Architectural Review applications, a minimum of three (3) council member votes are required to remove the project from the consent calendar. If the item is not removed from the consent calendar, the Director’s decision stands and no hearing is held. If the appeal is removed from the consent calendar, the City Council has two options: (1) it can review the appeal based solely on the evidence presented at the ARB hearing or (2) it can review the appeal “de novo” and allow more evidence to be submitted before or at the Council hearing. If the Council elects to hear the appeal based on the ARB record only, it can hear the matter this evening. If the Council elects to hear the appeal “de novo”, staff suggests continuing the item to allow for additional noticing. Architectural Review Board Recommendation The ARB reviewed the application on October 17 and November 7, 2013. At the November 7th hearing, the ARB formally recommended that the Planning Director approve the application as modified to allow one projecting sign and one wall sign. Consistent with the ARB recommendations, the Director’s approval allows installation of one 91 sq. ft. internally illuminated blade sign, where only the letters would be illuminated, similar to projecting signs approved for the adjacent building. A condition of approval requires that the applicant work with staff to implement additional measures to improve the mixed use building’s Alma Street 10 Packet Pg. 287 City of Palo Alto Page 3 elevation. Measures can include painting and landscaping improvements to bring additional interest to the façade. Should the sign permit be denied, this condition requiring additional measures to improve the Alma Street elevation would not be adopted. The Director’s approval letter is attached (Attachment C). The applicant had originally requested approval for two similar 26 foot tall projecting signs, one for “Grocery Outlet” and a second for “Alma Village,” flanking both building ends along the Alma Street elevation at the October 7, 2013 ARB hearing. The ARB requested the projecting sign be modified to incorporate more architectural interest. The ARB also requested improvements to the building’s Alma Street elevation. Following the first ARB hearing, staff recommended that that project include only one projecting sign. The applicant proposed three options: one projecting sign and one wall sign, two projecting signs and one wall sign, or two projecting signs. The ARB then recommended approval of the option that proposed one projecting sign and one “Alma Village” wall sign. Consistent with the requirements of the shopping center’s master sign permit, the applicant is proposing to replace the existing wall signs for the previous tenant, Miki’s Market, with three new halo illuminated wall signs. A 47.1 sq. ft. wall sign for Grocery Outlet is proposed for the west elevation, facing the internal parking lot. A second 72.1 sq. ft. halo illuminated wall sign for Grocery outlet is proposed for the south elevation, intended to be visible from Alma Street. A third halo illuminated 51.4 sq. ft. wall sign is proposed for the Alma Street elevation to identify the Alma Village shopping center and to break up the façade. As noted above, this third sign was proposed to replace the second projecting sign that was not approved. The appellant did not object to these wall signs in the appeal letter. DISCUSSION Sheri Furman, representing a group of area residents, appealed the Director’s approval of a Sign Exception and Architectural Review for an internally illuminated 91 sq. ft. projecting sign advertising “Grocery Outlet” at the Alma Village Shopping Center. The appellant is challenging the approval because she does not believe that the findings for the Sign Exception and Architectural Review can be made to allow for an exception. The appellant states that the approval of a sign exception would set a precedent where no such signs currently exist. The Sign Code allows for exceptions through a Sign Exception permit. A Sign Exception for the existing non-illuminated 104 square foot fabric banner sign was approved previously because it exceeded the maximum size and height and extended above the sidewalk and roof of the building, although it had been shown as part of the project during the entitlement process for the buildings and rezoning. The “Alma Village” banner is a red fabric banner with white letters mounted on the corner by metal brackets. The sign was to be illuminated with external lighting fixtures. 10 Packet Pg. 288 City of Palo Alto Page 4 The proposed projecting sign would replace the existing fabric banner in the same location. The sign will be approximately 16 inches deep. A Sign Exception is required because the sign is larger than three square feet in area, taller than 12 feet in height, extends over the sidewalk and ten feet above the building. The sign would be constructed primarily of a dark red (#3630- 73) painted aluminum, and would consist of three pieces. The sign would consist of a 66 square foot (2 feet 10 inches by 23 feet 6 inch) long rectangle above and a smaller 10 square foot (2 feet 6 inch by 4 foot) rectangle below, separated by a thin black painted aluminum reveal. The sign would be secured to the building by four aluminum brackets offset by approximately 14 inches from the wall and trellis. Similar to the existing fabric banner sign, the new projecting sign would be 26 feet tall and would extend approximately 10 feet above the building roof. Responses to the appellant’s objections are provided below. Sign Exception/ARB Findings There are two discretionary decisions before the Council: (1) does the projecting sign qualify for a sign exception under PAMC Section XX and (2) does the projecting sign comport with the architectural review findings required by PAMC Section XX. Appellant claims that the sign’s design does not meet the findings required by the Code as described below. Sign Exception (1) There are exceptional or extraordinary circumstances or conditions applicable to the property involved that do not apply generally to property in the same district in that the mixed use building is located directly adjacent to the public sidewalk along a very busy intersection. The site has been granted a special site specific zoning designation recognizing the uniqueness of the property and its location. This property serves as one of the few neighborhood shopping centers within the City. Appellant’s Comment: We disagree with the idea that there are exceptional or extraordinary circumstances or conditions applicable to the property or that the site was granted a PC zoning designation because of its uniqueness and location; it’s much more complicated than that. This property really no longer serves as a neighborhood shopping center as the only stores that are grocery and a Starbucks. Also, Starbucks seems to function well and stay within the allowable sign parameters. Staff Response: The site was granted a Planned Community (PC) Zoning designation to allow different development standards, including reduced setbacks. Although there were various reasons 10 Packet Pg. 289 City of Palo Alto Page 5 the PC Zoning was granted, the resulting configuration creates a unique condition that would not exist for a property with a standard zoning designation. A Sign Exception and Architectural Review permit was also granted to the Starbucks building for a similar internally illuminated projecting sign. (2) The granting of the application is necessary for the preservation and enjoyment of a substantial property right of the applicant and to prevent unreasonable property loss or unnecessary hardships in that the visibility of signage is important for a retail business to be easily identifiable and to attract customers. Because the building is located directly adjacent to the public sidewalk, along a very busy intersection, there is limited visibility for typical signs. The proposed sign has been carefully designed for compatibility with the buildings and were reviewed and found consistent with the Architectural Review findings as required by the Municipal Code. Appellant’s Comment: We also don’t believe the granting of the application is necessary to prevent unreasonable property loss or unnecessary hardships. A retail business need not have a 26-foot sign to be easily identifiable. Staff Response: While a sign is not required, the Municipal Code recognizes that signage is an important component for the success of a business. The provision of a grocery store is a critical component of this PC Zoning. The granting of a permit for the projecting sign has been requested to improve the visibility and viability of the grocery store. The granting of the sign exception would potentially improve the success of a grocery store where one had already failed. (3) The granting of the application will not be detrimental or injurious to property or improvements in the vicinity and will not be detrimental to the public health, safety, general welfare or convenience in that the placement and appearance of the projecting signs do not pose safety hazards nor do they detract from the subject building or surrounding properties. The signs will not be detrimental to public health, safety, general welfare or convenience. They will be securely placed in a location that will not provide any conflicts with pedestrians, drivers, occupants, visitors or employees. Appellant’s Comment: We do think that the placement and appearance of the project signs detract from the building and the surrounding properties. Staff Response: The placement of the sign will be required to be done in a way that is safe and secure. Although the sign is 26 feet tall, its vertical placement on the building would use minimal street frontage whereas additional horizontally placed wall signs would create more visual clutter. The surrounding properties are developed with commercial or multi-family buildings. The building 10 Packet Pg. 290 City of Palo Alto Page 6 is also set back significantly from the adjacent buildings by driveways and parking stalls, providing a buffer for those adjacent properties. Architectural Review Findings (1) The design is consistent and compatible with applicable elements of the Palo Alto Comprehensive Plan. The project is consistent with Policy L-50: Encourage high quality signage that is attractive, appropriate for the location and balances visibility needs with aesthetic needs. The design of the signs, materials, and colors are attractive and appropriate for the buildings and the surrounding area. Appellant’s Comment: We do not believe the project provides “high quality signage that is attractive, appropriate for the location and balances visibility needs with aesthetic needs.” The proposed 26 foot tall sign provides none of these. Staff Response: The sign provides visual interest at a prominent location and serves to break up what would otherwise be substantial massing at the back of sidewalk. The permit requires that only the letters of the sign be illuminated. Unlike typical cabinet signs, the red background is required to be constructed of an opaque material to not allow light to show through. The sign replaces an existing fabric banner sign with similar placement/dimensions and has been reviewed by both staff and the ARB for design and compatibility with the City’s policies and Municipal Code. (2) The design is compatible with the immediate environment of the site. The design and placement of the signs are consistent with the existing architectural style of the building. The colors and materials have been designed to be compatible with the building. Appellant’s Comment: The design is not compatible with the immediate environment of the site. Staff Response: The shape of the sign was chosen to mirror the banner sign that was part of the original design. The color is compatible with the neutral shade of the building. Although the size of the 26 ft. tall sign requires a Sign Exception, the sign’s 91 sq. ft. is only a small portion of the building’s 6,976 sq. ft. Alma Street façade. 10 Packet Pg. 291 City of Palo Alto Page 7 (3) The design is appropriate to the function of the project, in that the signs provide identification for the business for customers and visitors who are pedestrians or drivers. No objection was provided by appellant for this finding. (16) The Design is consistent and compatible with the purpose of architectural review as set forth in subsection (a) in that the proposed sign promotes a visual environment which is of high aesthetic quality and variety and which, at the same time, is considerate of others. Appellant’s Comment: The proposed sign neither provides a visual environment which is of high aesthetic quality nor is it considerate of others, particularly those living above or near the grocery store. Staff Response: The proposed sign would be required to be constructed so that only the letters of the cabinet sign are illuminated. The background that constitutes the majority of the sign is to be constructed of an opaque material to prevent illumination, which is not typical of cabinet signs. The sign was carefully reviewed by the ARB and staff and was required to incorporate the curve that was part of the originally approved banner sign. Additional Objections The appellant has also provided additional reasons for objecting to the Sign Exception and ARB approval. The reasons are as follows: that the business can be identifiable with a smaller sign, that the sign does not enhance the site and that there are no other such signs in the area. The appellant is concerned that the sign will set a precedent. The appellant has stated that the request should be denied because it does not comply with the sign ordinance. However, the Sign Exception process is set forth in the Municipal Code (Chapter 19.20) to allow exceptions to the standard sign regulations. These concerns have been addressed as part of the ARB findings discussion above. While the proposed sign is larger than the appellant would like, a sign exception and ARB permit have been granted for a similar projecting sign on the smaller commercial building that is also part of this shopping center. The projecting signs for both buildings have been designed to be proportionate to the size of the building. The proposed sign would not set a precedent for more, similar signs because the scale of the building and its special PC Zoning designation is unique to this site. There are no other large commercial or mixed use buildings in the area. 10 Packet Pg. 292 City of Palo Alto Page 8 RESOURCE IMPACTS The decision by Council to uphold the Director’s decision would not result in any cost and/or revenue impacts to the City. The appeal process and development review costs are recovered through permit fees. POLICY IMPLICATIONS The proposed use is consistent with the Comprehensive Plan in that the proposed signage is for a retail use that is consistent with the site’s Neighborhood Commercial land use designation. The Architectural Review process ensures a quality of design that would comply with Comprehensive Plan policies. The project, as conditioned, is in general conformance with the Comprehensive Plan and supported by Policies L-50 and L-48. Policy L-50 encourages high quality signage design that is attractive, appropriate for the location and balances visibility needs with aesthetic needs. Policy L-48 promotes high quality, creative design and site planning that is compatible with surrounding development and public spaces. ENVIRONMENTAL REVIEW The project is categorically exempt from the provisions of the California Environmental Quality Act (CEQA). Attachments:  Attachment A: Record of Land Use (DOC)  Attachment B: Appeal Request (PDF)  Attachment C: November 12, 2013 Director's Approval (PDF)  Attachment D: November 7, 2013 Architectural Review Board Staff Report and minutes (PDF)  Attachment E: October 17, 2013 Architectual Review Board Staff Report and minutes (PDF)  Attachment F: Public Correspondence (PDF)  Attachment G: Plans (TXT) 10 Packet Pg. 293 1 Attachment A APPROVAL NO. 2013-____ RECORD OF THE COUNCIL OF THE CITY OF PALO ALTO LAND USE APPROVAL FOR 3445 ALMA STREET (ALMA PLAZA/VILLAGE): SIGN EXCEPTION AND ARCHITECTURAL REVIEW 13PLN-00421] (MCG ARCHITECTURE, APPLICANT) On December 16, 2013, the Council approved an Architectural Review Application to allow installation of one 91 sq. ft. internally illuminated projecting sign and one halo illuminated 51.4 sq. ft. wall sign for a two story mixed use residential and commercial building, making the following findings, determination and declarations: SECTION 1. Background. The City Council of the City of Palo Alto (“City Council”) finds, determines, and declares as follows: A. On November 7, 2013, in a public hearing continued from October 17, 2013, to allow the applicant to make project modifications, the Architectural Review Board (ARB) recommended approval of a Sign Exception and Architectural Review request to allow the installation of one internally illuminated projecting sign and one halo illuminated wall sign on a two story mixed use residential and commercial building in the Planned Community (PC- 4956) Zoning District located at 3445 Alma Street(“The Project”). B. On November 12, 2013, following the ARB’s recommendation for approval, the director of Planning and Community Environment (Director) approved the request for a Sign Exception and Architectural Review permit to allow installation of a 91 sq. ft. projecting sign and 51.4 sq. ft. wall sign on a two story mixed use residential and commercial building in the Planned Community (PC-4956) Zoning District located at 3445 Alma Street.Notices of the Director’s decision were mailed notifying neighbors of the decision. C. Within the prescribed timeframe, an appeal of the Director’s decision was filed by Palo Alto resident Charmain Furman. SECTION 2. Environmental Review. The project is exempt from the provisions of the California Environmental Quality Act (CEQA) per CEQA Guidelines Section 15301. A Mitigated Negative Declaration was approved by the City Council for the Alma Plaza Mixed Use project on May 14, 2007, pursuant to the provisions of the CEQA. The modifications to the building do not create any additional impacts beyond those anticipated and addressed in that Mitigated Negative Declaration. 10.a Packet Pg. 294 At t a c h m e n t : A t t a c h m e n t A : R e c o r d o f L a n d U s e ( 4 3 2 1 : A p p e a l o f 3 4 4 5 A l m a S t . ( A l m a P l a z a ) A R B S i g n E x c e p t i o n ) 2 SECTION 3. Sign Exception Findings: The following findings have been made to support the sign exception request to exceed the maximum signage, as modified by the ARB approval conditions. The specific exception that has been requested is for the following standard:  To exceed the maximum size of three (3) square feet for projecting signs.  To allow projecting signs that are more than twelve (12) feet in height  To allow projecting signs to be extend over a public sidewalk without being placed under a covering.  To allow more than one projecting sign on a building face (1) There are exceptional or extraordinary circumstances or conditions applicable to the property involved that do not apply generally to property in the same district in that the mixed use building is located directly adjacent to the public sidewalk along a very busy intersection. The site has been granted a special site specific zoning designation recognizing the uniqueness of the property and its location. This property serves as one of the few neighborhood shopping centers within the City. (2) The granting of the application is necessary for the preservation and enjoyment of a substantial property right of the applicant and to prevent unreasonable property loss or unnecessary hardships in that the visibility of signage is important for a retail business to be easily identifiable and to attract customers. Because the building is located directly adjacent to the public sidewalk, along a very busy intersection, there is limited visibility for typical signs. The proposed signs have been carefully designed for compatibility with the buildings and were reviewed and found consistent with the Architectural Review findings as required by the Municipal Code. (3) The granting of the application will not be detrimental or injurious to property or improvements in the vicinity and will not be detrimental to the public health, safety, general welfare or convenience in that the placement and appearance of the projecting signs do not pose safety hazards nor do they detract from the subject building or 10.a Packet Pg. 295 At t a c h m e n t : A t t a c h m e n t A : R e c o r d o f L a n d U s e ( 4 3 2 1 : A p p e a l o f 3 4 4 5 A l m a S t . ( A l m a P l a z a ) A R B S i g n E x c e p t i o n ) 3 surrounding properties. The signs will not be detrimental to public health, safety, general welfare or convenience. They will be securely placed in a location that will not provide any conflicts with pedestrians, drivers, occupants, visitors or employees. SECTION 4. Architectural Review Findings: The design and architecture of the proposed improvements, as conditioned, complies with the Findings for Architectural Review as required in Chapter 18.76 of the PAMC. (1) The design is consistent and compatible with applicable elements of the Palo Alto Comprehensive Plan. The project is consistent with Policy L-50: Encourage high quality signage that is attractive, appropriate for the location and balances visibility needs with aesthetic needs. The design of the signs, materials, and colors are attractive and appropriate for the buildings and the surrounding area. (2) The design is compatible with the immediate environment of the site. The design and placement of the signs are consistent with the existing architectural style of the building. The colors and materials have been designed to be compatible with the building. (3) The design is appropriate to the function of the project, in that the signs provide identification for the business for customers and visitors who are pedestrians or drivers. (16) The Design is consistent and compatible with the purpose of architectural review as set forth in subsection (a) in that the proposed signs promote a visual environment which is of high aesthetic quality and variety and which, at the same time, is considerate of others. Architectural Review findings 4 through 15 are not applicable to the project. 10.a Packet Pg. 296 At t a c h m e n t : A t t a c h m e n t A : R e c o r d o f L a n d U s e ( 4 3 2 1 : A p p e a l o f 3 4 4 5 A l m a S t . ( A l m a P l a z a ) A R B S i g n E x c e p t i o n ) 4 SECTION 5. Sign Exception and Architectural Review Permit Granted. Sign Exception and Architectural Review Approval is hereby granted for the Project by the City Council pursuant to Chapter 18.77 of the Palo Alto Municipal Code SECTION 6. Plan Approval. The plans submitted for Building Permit shall be in Substantial conformance with those plans prepared by United Sign Systems, consisting of six pages, and received on October 6 and 29, 2013, except as modified to incorporate the conditions of approval in Section 8. Section 7: Conditions of Approval. Planning Division 1. The plans submitted to obtain all permits through the Building Inspection Division shall be in substantial conformance with the revised plans, project details and materials received on October 6 and 29, 2013, except as modified to incorporate these conditions of approval. 2. Option 1 shall be the approved plan, consisting of one wall sign (“Alma Village”) and one projecting sign (“Grocery Outlet”). 3. All conditions of approval shall be printed on the cover sheet of the plan set submitted to obtain any permit through the Building Inspection Division. 4. Construction details, colors, materials, and placement of the shopping center signs shall be submitted to the Planning Division for review prior to submittal of the building permit. 5. Wall signs shall consist of halo illuminated channel letters, except for logo signs. 6. Only the letters of the projecting signs shall be illuminated. The background shall consist of an opaque material so that it is not illuminated. 7. The applicant shall submit for the approval by the Planning Division additional treatment along the Alma Street elevation to provide greater visual interest. Treatment may consist of either paint or landscaping. The treatment, as approved by Planning, shall be implemented by January 30, 2014. 10.a Packet Pg. 297 At t a c h m e n t : A t t a c h m e n t A : R e c o r d o f L a n d U s e ( 4 3 2 1 : A p p e a l o f 3 4 4 5 A l m a S t . ( A l m a P l a z a ) A R B S i g n E x c e p t i o n ) 5 Ongoing Condition 8. Each tenant shall conform to the provisions of the Master Sign Program, as illustrated in the plans dated received July 26, 2012. Any variation from this program would need to be approved via the Architectural Review process. Public Works Engineering 9. The contractor is required to obtain an encroachment permit if the sidewalk/ROW will be used for the installation of the signs SECTION 7. This matter is subject to the California Code of Civil Procedures (CCP) Section 1094.5; the time by which judicial review must be sought is governed by CCP Section 1094.6. SECTION 8. Indemnity. To the extent permitted by law, the Applicant shall indemnify and hold harmless the City, its City Council, its officers, employees and agents (the “indemnified parties”) from and against any claim, action, or proceeding brought by a third party against the indemnified parties and the applicant to attack, set aside or void, any permit or approval authorized hereby for the Project, including (without limitation) reimbursing the City its actual attorney’s fees and costs incurred in defense of the litigation. The City may, in its sole discretion, elect to defend any such action with attorneys of its own choice. SECTION 9. Term of Approval. Sign Exception and Architectural Review Approval. The approval shall be valid for one year from the original date of approval, pursuant to Palo Alto Municipal Code Section 18.77.090. PASSED: AYES: NOES: ABSENT: ABSTENTIONS: ATTEST: APPROVED: _________________________ ____________________________ City Clerk Director of Planning and Community Environment APPROVED AS TO FORM: ___________________________ 10.a Packet Pg. 298 At t a c h m e n t : A t t a c h m e n t A : R e c o r d o f L a n d U s e ( 4 3 2 1 : A p p e a l o f 3 4 4 5 A l m a S t . ( A l m a P l a z a ) A R B S i g n E x c e p t i o n ) 6 Senior Asst. City Attorney 10.a Packet Pg. 299 At t a c h m e n t : A t t a c h m e n t A : R e c o r d o f L a n d U s e ( 4 3 2 1 : A p p e a l o f 3 4 4 5 A l m a S t . ( A l m a P l a z a ) A R B S i g n E x c e p t i o n ) 10 . b Pa c k e t P g . 3 0 0 Attachment: Attachment B: Appeal Request (4321 : Appeal of 3445 Alma St. (Alma Plaza) ARB Sign 10 . b Pa c k e t P g . 3 0 1 Attachment: Attachment B: Appeal Request (4321 : Appeal of 3445 Alma St. (Alma Plaza) ARB Sign 10 . b Pa c k e t P g . 3 0 2 Attachment: Attachment B: Appeal Request (4321 : Appeal of 3445 Alma St. (Alma Plaza) ARB Sign 10 . b Pa c k e t P g . 3 0 3 Attachment: Attachment B: Appeal Request (4321 : Appeal of 3445 Alma St. (Alma Plaza) ARB Sign 10 . b Pa c k e t P g . 3 0 4 Attachment: Attachment B: Appeal Request (4321 : Appeal of 3445 Alma St. (Alma Plaza) ARB Sign 10 . b Pa c k e t P g . 3 0 5 Attachment: Attachment B: Appeal Request (4321 : Appeal of 3445 Alma St. (Alma Plaza) ARB Sign 10.c Packet Pg. 306 At t a c h m e n t : A t t a c h m e n t C : N o v e m b e r 1 2 , 2 0 1 3 D i r e c t o r ' s A p p r o v a l ( 4 3 2 1 : A p p e a l o f 3 4 4 5 A l m a S t . ( A l m a P l a z a ) A R B S i g n E x c e p t i o n ) 10.c Packet Pg. 307 At t a c h m e n t : A t t a c h m e n t C : N o v e m b e r 1 2 , 2 0 1 3 D i r e c t o r ' s A p p r o v a l ( 4 3 2 1 : A p p e a l o f 3 4 4 5 A l m a S t . ( A l m a P l a z a ) A R B S i g n E x c e p t i o n ) 10.c Packet Pg. 308 At t a c h m e n t : A t t a c h m e n t C : N o v e m b e r 1 2 , 2 0 1 3 D i r e c t o r ' s A p p r o v a l ( 4 3 2 1 : A p p e a l o f 3 4 4 5 A l m a S t . ( A l m a P l a z a ) A R B S i g n E x c e p t i o n ) 10.c Packet Pg. 309 At t a c h m e n t : A t t a c h m e n t C : N o v e m b e r 1 2 , 2 0 1 3 D i r e c t o r ' s A p p r o v a l ( 4 3 2 1 : A p p e a l o f 3 4 4 5 A l m a S t . ( A l m a P l a z a ) A R B S i g n E x c e p t i o n ) 10.c Packet Pg. 310 At t a c h m e n t : A t t a c h m e n t C : N o v e m b e r 1 2 , 2 0 1 3 D i r e c t o r ' s A p p r o v a l ( 4 3 2 1 : A p p e a l o f 3 4 4 5 A l m a S t . ( A l m a P l a z a ) A R B S i g n E x c e p t i o n ) 10.c Packet Pg. 311 At t a c h m e n t : A t t a c h m e n t C : N o v e m b e r 1 2 , 2 0 1 3 D i r e c t o r ' s A p p r o v a l ( 4 3 2 1 : A p p e a l o f 3 4 4 5 A l m a S t . ( A l m a P l a z a ) A R B S i g n E x c e p t i o n ) @ w C IT Y OF PALO ALTO Agenda Date: To: From: Noventber 7, 2013 Architectural Review Board Elena Lee, Senior Planner Architectural Review Board Staff Report Department: Planning and Community Environment Subject: 3445 Alma Street [13PLN-00421]: Request by MCG Architecture, on behalf of Alma Trestle LLC, for Architectural Review and a Sign Exception, to allow to the installation of two projecting signs and two wall signs on a 50,500 sq. ft. two-story mixed use building at the Alma Village development. Zone District: PC-4956. Environmental Assessment: Exempt from the provisions of the California Environmental quality Act (CEQA) per CEQA Guidelines Section 15301 (Existing Facilities ). RECOMMENDATION Staff recommends the Architectural Review Board (ARB) recommend approval of the proposed Architectural Review and Sign Exception for Option 1 to the Director of Planning and Community Environment (Director), based upon the ARB Approval Findings in Attachment A and as modified by the conditions of approval in Attachment C. BACKGROUND Project Description The applicant is requesting Architectural Review and Sign Exception approval for new signage at the Alma Village shopping center. The applicant requested a Sign Exception to allow the installation of two internally illuminated proj ecting signs for the large mixed . use building (Building A). The applicant requested the Sign Exceptions for two projecting signs per july 18, 2013 ARB Subcommittee recommendations regarding the signage. The second blade sign was incorporated into the application in direct response to ARB Subcommittee feedback. The signage would be for the new tenant, Grocery Outlet, who will occupy the first floor of the building, previously occupied by Miki's Market. The site's Planned Community Zoning (PC 4956) requires that the first floor of the mixed use building be occupied by a grocery store. DISCUSSION Previous ARB Hearing The project was initially reviewed as a consent calendar item at the October 17, 2013 Architectural Review Board hearing, but was pulled to be discussed. The ARB was supportive of the proposed wall signs but had concerns regarding the two blade signs. The ARB was concerned 13PLN-00421 PageJ of3 10.d Packet Pg. 312 At t a c h m e n t : A t t a c h m e n t D : N o v e m b e r 7 , 2 0 1 3 A r c h i t e c t u r a l R e v i e w B o a r d S t a f f R e p o r t a n d m i n u t e s ( 4 3 2 1 : A p p e a l o f 3 4 4 5 A l m a S t . ( A l m a that the quality of the design of the blade signs did not warrant a Sign Exception. The ARB was also concerned about the removal of the existing "Miki's" wall sign along the Alma Street frontage. The previous wall sign broke up the massing along Alma Street and brought additional visual interest. The ARB expressed concerns about the existing window decals. Staff will provide a separate memo regarding that issue. The ARB voted to continue the proj ect to November 7, 2013 consent calendar agenda (by a vote of 5-0-0-0) to allow the applicant to address a few issues and to revise the submittal package. The following items summarize the comments requiring follow up expressed by the board members present at the hearing and the applicant's response. The applicant is proposing three options that incorporate a combination of the two responses described below to address the ARB's comments. Option 1 proposes one blade sign and ,one new wall sign. Option 2 proposes two blade signs, similar to what was originally proposed. Option 3 proposes two blade signs and one wall sign. 1. Modify the blade signs to create more architectural interest: The applicant has considered the ARB's feedback and preference for the original projecting sign. In response, the applicant has redesigned the blade sign to incorporate the "belly" curve to decrease the utilitarian appearance of the originally proposed sign. The curve would extend out farthest at the center of the sign and taper off at each end. The sign would still be approximately 26 feet tall but would range between 30 and 42 inches in width. The "Grocery Outlet" projecting sign would include a ten square foot component at the bottom of the sign to include "bargain market" as originally proposed. The second projecting sign which would identify "Alma Village" would be very similar to the "Grocery Outlet" sign with the exception of the smaller "bargain market" rectangle at the bottom. There is no copy to include in that rectangle so the applicant has removed it from that sign. If the ARB supports both projecting signs and for both to be identical, a condition of approval can be added requiring that both projecting signs incorporate that secondary piece. 2. Consider options to bring more visual interest to the Alma Street facade: Staff has consulted with the applicant regarding the addition of visual interest. The applicant has agreed to work with staff to identify opportunities to incorporate color or landscaping material to bring greater visual interest to the Alma Street fayade. One option would be to paint the rectangular columns along Alma Street a darker color, similar to the color of the round columns on the south elevation. A condition of approval has been added requiring the applicant to work with staff for a solution within the next three months. The applicant is also proposing a new wall sign identifying "Alma Village" for the west elevation, similar to the "Miki's Farm Fresh Market" sign that exists currently. The "Alma Village" sign would be a halo illuminated channel letter sign that would be placed where the "Farm Fresh" portion of the current sign, over the center bank of windows. The new sign would be approximately 51.4 square feet in size, which would be consistent with the master sign program. Three Options and Staff Recommendation In response to the Board feedback, the applicant has provided three options that incorporate the changes discussed above. Option 1 proposes one blade sign ("Grocery Outlet") and one new wall sign ("Alma Village") along Alma Street. Option 2 proposes two blade signs ("Grocery Outlet" 13PLN-00421 Page 2 of3 10.d Packet Pg. 313 At t a c h m e n t : A t t a c h m e n t D : N o v e m b e r 7 , 2 0 1 3 A r c h i t e c t u r a l R e v i e w B o a r d S t a f f R e p o r t a n d m i n u t e s ( 4 3 2 1 : A p p e a l o f 3 4 4 5 A l m a S t . ( A l m a and "Alma Village"). The third option is a combination that proposes two blade signs and one wall sign. Staff recommends approval of the first option as it provides the blade sign that the applicant originally requested and a wall sign that would provide visual interest that was lost with the removal of the original "Miki' s" wall sign. The wall sign is consistent with the site's master sign program and would be approvable with a building permit. As discussed below, there are already existing street signs that identify the center. The wall sign would provide more effective visual interest and having only one blade sign would reduce the degree of the sign exception requested. It would also reduce the nurrlber of internally illuminated boxed signs for the center, which the City does not typically support in this type of area. The property owner is also most supportive of Option 1. The ARB has expressed a concern about the lack of identifying signage for the center. One element that already exists that would address this concern is the set of street signs installed with the new traffic signal on Alma Street. The new signal was installed approximately 600 feet north of the previously existing Alma Street and East Meadow Drive traffic signal, near the northern driveway entrance for the site. As part of that project, the City also installed one northbound sign and one southbound sign, both illuminated, identifying "Alma Village". These signs clearly identify the center and would be easily visible to drivers and passengers on Alma Street. As discussed above, the property owner, John McNellis, has also agreed to work with staff to study opportunities to improve the Alma Street elevation. Condition of approval number 7 requires the applicant to work with staff to implement treatment in the form of paint or landscaping prior to January 30,2014. ENVIRONMENTAL REVIEW . Pursuant to the requirements of the California Environmental Quality Act (CEQA), the project is categorically exempt from CEQ A, per Section 15301. ATTACHMENTS Attachment A: Attachment B: Attachment C: Attachment D: ARB Findings Sign Exception Findings Conditions of Approval Developnlent Plans (Board Members Only)* * Prepared by Applicant; all other attachments prepared by Staff COURTESY COPIES J ohn(ii)McN ellis. com Sean(f~unitedsign.et Psahakangas@mcgarchitecture.com pnlarconett(Q2cfgo.COll1 Prepared By: Elena Lee, Senior Planner '0- Manager Review: Amy French, Chief Planning Offici$ 13PLN-00421 Page 3 of3 10.d Packet Pg. 314 At t a c h m e n t : A t t a c h m e n t D : N o v e m b e r 7 , 2 0 1 3 A r c h i t e c t u r a l R e v i e w B o a r d S t a f f R e p o r t a n d m i n u t e s ( 4 3 2 1 : A p p e a l o f 3 4 4 5 A l m a S t . ( A l m a ATTACHMENT A FINDINGS FOR APPROVAL ARCHITECTURAL REVIEW BOARD STANDARDS FOR REVIEW 3445 Alma Street/Alma Village -Grocery Outlet File No. 13PLN-000421 Architectural Review Findings The design and architecture ~f the proposed improvements, as conditioned, complies with the Findings for Architectural Review as required in Chapter 18.76 of the PAMC. (1) The design is consistent and compatible with applicable elements of the Palo Alto Comprehensive Plan. The project is consistent with Policy L-50: Encourage high quality signage that is attractive, appropriate for the location and balances visibility needs with aesthetic needs. The design of the signs, materials, and colors are attractive and appropriate for the buildings and the surrounding area. (2) The design is compatible with the imnlediate environment of the site. The design and placement of the signs are consistent with the existing architectural style of the building. The colors and materials have been designed to be compatible with the building. (3) The design is appropriate to the function of the project, in that the signs provide identification for the business for customers and visitors who are pedestrians or drivers. (16) The Design is consistent and compatible with the purpose of architectural review as set forth in subsection (a) in that the proposed sign promotes a visual environment which is of high aesthetic quality and variety and which, at the same time, is considerate of others. Architectural Review findings 4 through 15 are not applicable to the project. 3445 Alma Street 10.d Packet Pg. 315 At t a c h m e n t : A t t a c h m e n t D : N o v e m b e r 7 , 2 0 1 3 A r c h i t e c t u r a l R e v i e w B o a r d S t a f f R e p o r t a n d m i n u t e s ( 4 3 2 1 : A p p e a l o f 3 4 4 5 A l m a S t . ( A l m a ATTACHMENT B SIGN CODE EXCEPTION ARCIDTECTURAL REVIEW BOARD STANDARDS FOR REVIEW 3445 Alma Street/Alma Village -Grocery Outlet File No. 13PLN-000421 The following findings have been made to support the sign exception request to exceed the maximum signage, as modified by the ARB approval conditions. The specific exception that has been requested is for the following standard: • To exceed the maximum size of three (3) square feet for projecting signs. • To allow projecting signs that are more than twelve (12) feet in height • To allow projecting signs to be extend over a public sidewalk without being placed under a covering. • To allow more than one projecting sign on a building face (l) There are exceptional or extraordinary circumstances or conditions applicable to the property involved that do not apply generally to property in the same district in that the mixed use building is located directly adjacent to the public sidewalk along a very busy intersection. The site has been granted a special site specific zoning designation recognizing the uniqueness of the property and its location. This property serves as one of the few neighborhood shopping centers within the City. (2) The granting of the application is necessary for the preservation and enjoyment of a substantial property right of the applicant and to prevent unreasonable property loss or unnecessary hardships in that the visibility of signage is important for a retail business to be easily identifiable and to attract customers. Because the building is located directly adjacent to the public sidewalk, along a very busy intersection, there is limited visibility for typical signs. The proposed signs have been carefully designed for compatibility with the buildings and were reviewed and found consistent with the Architectural Review findings as required by the Municipal Code. (3) The granting of the application will not be detrimental or injurious to property or improvements in the vicinity and will not be detrimental to the public health, safety, general welfare or convenience in that the placement and appearance of the projecting signs do not pose safety hazards nor do they detract from the subj ect building or surrounding properties. The signs will not be detrimental to public health, safety, general welfare or convenience. They will be securely placed in a location that will not provide any conflicts with pedestrians, drivers, occupants, visitors or employees. 3445 Alma Street 10.d Packet Pg. 316 At t a c h m e n t : A t t a c h m e n t D : N o v e m b e r 7 , 2 0 1 3 A r c h i t e c t u r a l R e v i e w B o a r d S t a f f R e p o r t a n d m i n u t e s ( 4 3 2 1 : A p p e a l o f 3 4 4 5 A l m a S t . ( A l m a ATTACHMENT C DRAFT CONDITIONS OF APPROVAL 3445 Alma Street/Alma Plaza Projecting Signs File No. 13PLN-000421 Department of Planning and Community Environment Planning Division 1. The plans submitted to obtain all permits through the Building Inspection Division shall be in substantial conformance with the revised plans, proj.ect details and materials received on October 29, 2013, except as modified to incorporate these conditions of approval. 2. Option 1 shall be the approved plan, consisting of one wall sign ("Alma Village") and one proj ecting sign ("Grocery Outlet"). 3. All conditions of approval shall be printed on the cover sheet of the plan set submitted to obtain any permit through the Building Inspection Division. 4. Construction details, colors, materials, and placement of the shopping center signs shall be submitted to the Planning Division for review prior to submittal of the building permit. 5. Wall signs shall consist of halo illuminated channel letters, except for logo signs. 6. Only the letters of the projecting signs shall be illuminated. The background shall consist of an opaque material so that it is not illuminated. 7. The applicant shall submit for the approval by the Planning Division additional treatment along the Alma Street elevation to provide greater visual interest. Treatment may consist of either paint or landscaping. The treatment, as approved by Planning, shall be implemented by January 30, 2014. Ongoing Condition 8. Each tenant shall conform to the provisions of the Master Sign Program, as illustrated in the plans dated received July 26, 2012. Any variation from this program would need to be approved via the Architectural Review process. Public Works Engineering 9. The contractor is required to obtain an encroachment permit if the sidewalk/ROW will be used for the installation of the signs 10.d Packet Pg. 317 At t a c h m e n t : A t t a c h m e n t D : N o v e m b e r 7 , 2 0 1 3 A r c h i t e c t u r a l R e v i e w B o a r d S t a f f R e p o r t a n d m i n u t e s ( 4 3 2 1 : A p p e a l o f 3 4 4 5 A l m a S t . ( A l m a 10.d Packet Pg. 318 At t a c h m e n t : A t t a c h m e n t D : N o v e m b e r 7 , 2 0 1 3 A r c h i t e c t u r a l R e v i e w B o a r d S t a f f R e p o r t a n d m i n u t e s ( 4 3 2 1 : A p p e a l o f 3 4 4 5 A l m a S t . ( A l m a City of Palo Alto Page 1 1 =================MEETINGS ARE CABLECAST LIVE ON GOVERNMENT ACCESS CHANNEL 26====================== 2 Thursday, November 7, 2013 3 REGULAR MEETING - 8:30 AM 4 City Council Chambers, Civic Center, 1st Floor 5 250 Hamilton Avenue 6 Palo Alto, CA 94301 7 ROLL CALL: 8 Board members: Staff Liaison: 9 Lee Lippert (Chair) Russ Reich, Senior Planner 10 Randy Popp (Vice Chair) 11 Alexander Lew Staff: 12 Clare Malone Prichard Diana Tamale, Administrative Associate 13 Robert Gooyer Amy French, Chief Planning Official 14 Elena Lee, Senior Planner 15 Clare Campbell, Planner 16 17 PROCEDURES FOR PUBLIC HEARINGS 18 Please be advised the normal order of public hearings of agenda items is as follows: 19  Announce agenda item 20  Open public hearing 21  Staff recommendation 22  Applicant presentation – Ten (10) minutes limitation or at the discretion of the Board. 23  Public comment – Five (5) minutes limitation per speaker or limitation to three (3) 24 minutes depending on large number of speakers per item. 25  Architectural Review Board questions of the applicant/staff, and comments 26  Applicant closing comments - Three (3) minutes 27  Close public hearing 28  Motions/recommendations by the Board 29  Final vote 30 31 ORAL COMMUNICATIONS. Members of the public may speak to any item not on the 32 agenda with a limitation of three (3) minutes per speaker. Those who desire to speak must 33 complete a speaker request card available from the secretary of the Board. The Architectural 34 Review Board reserves the right to limit the oral communications period to 15 minutes. 35 36 Elizabeth L. Moon’s comments are included on Item #3 (429 University Avenue). 37 38 APPROVAL OF MINUTES. 39 October 17, 2013 40 ARCHITECTURAL REVIEW BOARD DRAFT MINUTES 10.d Packet Pg. 319 At t a c h m e n t : A t t a c h m e n t D : N o v e m b e r 7 , 2 0 1 3 A r c h i t e c t u r a l R e v i e w B o a r d S t a f f R e p o r t a n d m i n u t e s ( 4 3 2 1 : A p p e a l o f 3 4 4 5 A l m a S t . ( A l m a City of Palo Alto Page 2 1 Architectural Review Board Action: Board Member Malone Prichard moved seconded by Board 2 Member Lew to approve the minutes as amended by the Board. 3 4 Vote: Approval, 4-0-1-0 (Vice chair Popp absent) 5 6 AGENDA CHANGES, ADDITIONS AND DELETIONS. The agenda may have additional 7 items added to it up until 72 hours prior to meeting time. None. 8 9 CONSENT CALENDAR: 10 11 1. 3445 Alma Street [13PLN-00421]: Request by MCG Architecture, on behalf of Alma Trestle 12 LLC, for Architectural Review and a Sign Exception, of the installation of two projecting signs 13 on a 50,500 sq. ft. two-story mixed use building at the Alma Village development. Zone 14 District PC-4956. Environmental Assessment: Exempt from the provisions of the California 15 Environmental quality Act (CEQA) per CEQA Guidelines Section 15301 (Existing Facilities). 16 17 Chair Lippert: With that we will move onto the Consent Calendar, which is 3445 Alma Street, a request 18 by MCG Architecture, on behalf of Alma Trestle LLC, for architectural review including a sign 19 exception, of the installation of two projecting signs on a 50,500 square foot two-story mixed-use 20 building at the Alma Village development. Zone District PC-4956. Environmental Assessment: 21 exempt from the provisions of the California Environmental Quality Act (CEQA). And just with that 22 I’d like to say that I for the record met with the applicant. 23 24 Board Member Lew: I also met with the applicant last week to discuss the three options presented 25 today. 26 27 Chair Lippert: Ok. 28 29 Board Member Malone Prichard: And I also met with the applicant to discuss the three options. 30 31 Chair Lippert: Ok. Does anybody wish to pull this from the Consent Calendar? Alex? 32 10.d Packet Pg. 320 At t a c h m e n t : A t t a c h m e n t D : N o v e m b e r 7 , 2 0 1 3 A r c h i t e c t u r a l R e v i e w B o a r d S t a f f R e p o r t a n d m i n u t e s ( 4 3 2 1 : A p p e a l o f 3 4 4 5 A l m a S t . ( A l m a City of Palo Alto Page 3 1 Board Member Lew: Yes. 2 3 Chair Lippert: Ok, if staff would like to introduce the item please. 4 5 Elena Lee, Senior Planner: Thank you Chair and Board Members. Per the Board’s direction the 6 applicant has revised the option for the projecting signs and provided three options to address those 7 concerns. The, basically the projecting sign was redesigned to incorporate a belly similar to the 8 original Alma Village banner. The first would be to include one blade sign and one wall sign on the 9 Alma frontage. The second would be to propose two blade signs incorporating the belly. And the third 10 option would combine the first and second options, which would be two blade signs and one wall sign. 11 The wall sign was added to provide visual interest on Alma elevation similar to the existing Miki’s wall 12 sign. Staff and the property owner prefer the first option because it provides signage required by the 13 tenant, breaks up the façade, and would only require one exception for one sign. However, staff 14 requests the Board’s feedback and recommends the Board recommend that the Director approve one of 15 the three options. 16 17 At places this morning provided is a memo from the Assistant Director Aaron Aknin regarding the 18 status of the window images as requested by the Architectural Review Board (ARB) at the last hearing. 19 The applicant is also here to speak if needed. This concludes staff’s report. 20 21 Chair Lippert: Ok, the applicant would like to make their presentation. I will give you 10 minutes, but 22 if you don’t need it please make your comments brief. 23 24 10.d Packet Pg. 321 At t a c h m e n t : A t t a c h m e n t D : N o v e m b e r 7 , 2 0 1 3 A r c h i t e c t u r a l R e v i e w B o a r d S t a f f R e p o r t a n d m i n u t e s ( 4 3 2 1 : A p p e a l o f 3 4 4 5 A l m a S t . ( A l m a City of Palo Alto Page 4 John McNellis: Thank you Mr. Chairman. I probably won’t need more than a minute. Ms. Prichard, 1 gentlemen, I was at a weeklong conference in Chicago this week. I came home late last night because 2 this is a very important hearing. And it’s important not only for Grocery Outlet and ourselves, but for 3 the City of Palo Alto. As you all know in our town of 60,000 people we have 6,500 residents on Social 4 Security and we have over 2,000 official low income units. We have no affordable groceries within 20 5 minutes in either direction. Grocery Outlet is going to solve that pressing social problem for us, but it 6 can neither open nor succeed at Alma Village without the signage that it needs. 7 8 What we need today is a decision that enables Grocery Outlet to go forward. Like Ms. Lee said, we 9 much prefer Option One. We, with the addition of the wall sign saying “Alma Village” that would give 10 us three signs including the two on the street light place identification. We don’t think a fourth place 11 identifier is necessary. What we need are Grocery Outlet signs approved and the height, the shape, the 12 coloring, the lettering. Any of the three options as long as that is included will work for us, but we 13 really need this to go forward. 14 15 And finally I would just like to point out that Grocery Outlet’s three signs are actually smaller than 16 what’s approved and what’s on the building today. They are in the same location and they are made of 17 identical materials with just the one exception. The only change that we’re requesting today is 18 absolutely minuscule and it’s actually for the better. Rather than a canvas sign, which would be 19 externally lit we are proposing a much more expensive, higher quality, internally lit cabinet sign. 20 That’s it. Eric Parker is here to answer any technical questions. I’m here to answer any larger social 21 issues. Thank you very much. 22 23 10.d Packet Pg. 322 At t a c h m e n t : A t t a c h m e n t D : N o v e m b e r 7 , 2 0 1 3 A r c h i t e c t u r a l R e v i e w B o a r d S t a f f R e p o r t a n d m i n u t e s ( 4 3 2 1 : A p p e a l o f 3 4 4 5 A l m a S t . ( A l m a City of Palo Alto Page 5 Chair Lippert: Thank you Mr. McNellis. This is the time when members of the public may speak to 1 this item. Is there anyone from the public that wishes to speak? Ok with that I will close the public 2 hearing and return to the Board for comments and questions. Alex would you like to begin? 3 4 Board Member Lew: So I just had some detail comments for staff. The Option One, just the drawings 5 themselves are missing some of the details that are in Options Two and Three. And so that’s for the 6 blade, for the projecting blade sign. So I think that those should be amended to the drawings if we are, 7 if we do go with Option One. Also in the last packet that we received on this at the last meeting there 8 was some structural drawings and there was also information in that drawing that is not included in this 9 packet today and that has like the depth of the blade signs. So there are other details that should be 10 incorporated into this one if we go this route. And then also too as I was looking at the Grocery 11 Outlet’s sign in Redwood City and their wall signs. The one that I saw had like white sides to the 12 cabinet box. And I think that they’re not called out on this. I didn’t, it may not be called out on this 13 one. I didn’t see any colors and I understand like the wall signs are part of the, pardon me. I think the 14 wall signs really aren’t part of our review technically today it’s because we’re just looking at the 15 exception. I mean this is for background information. 16 17 Ms. Lee: If I may? Basically the wall signs are proposed that were shown other than the wall sign on 18 Alma Village are, would be approved as part of the staff level review, but the wall sign that we’re 19 showing today is proposed to compensate for the (interrupted) 20 21 Board Member Lew: Sign Exception. 22 23 Ms. Lee: Yes, so that’s sort of one package this time. 24 10.d Packet Pg. 323 At t a c h m e n t : A t t a c h m e n t D : N o v e m b e r 7 , 2 0 1 3 A r c h i t e c t u r a l R e v i e w B o a r d S t a f f R e p o r t a n d m i n u t e s ( 4 3 2 1 : A p p e a l o f 3 4 4 5 A l m a S t . ( A l m a City of Palo Alto Page 6 1 Board Member Lew: And then so I think that I’m in favor of Option One. It seems like the addition of 2 a second blade sign to me seems complicated for me when their utilities are crossing over the sidewalk 3 that seem to encroach into that, the area where that second blade sign would be, where the second blade 4 sign is proposed. And then also too is that the blade signs that I really like ideally, like Cardinal Hotel 5 or there’s also a CVS on California Drive near Castro Street in Mountain View and those that I like are 6 actually they’re red, but they’re right on the corner. They sort of mark the corner. And I know this one 7 isn’t exactly on the corner, but I think to me the emphasis should be placed on getting people to turn the 8 corner and to go into the shopping center. Because to me that’s the weakness of this particular site 9 since the parking is in back of the building. And I think that primary focus should be on the tenant and 10 not necessarily the Alma Village. I mean it seems like we have an issue, issues with getting people and 11 foot traffic in there and I think that’s sort of more important than trying to highlight that there’s like 12 houses and stuff in the back of there. And I think that’s all that I have here. Thanks. 13 14 Chair Lippert: Board Member Gooyer. 15 16 Board Member Gooyer: I don’t really have anything at this point. I’m fine with it. 17 18 Board Member Lew: There are three options. 19 20 Chair Lippert: Yeah, there are three options. 21 22 Board Member Gooyer: The option, I can go for One. That’s fine. 23 24 10.d Packet Pg. 324 At t a c h m e n t : A t t a c h m e n t D : N o v e m b e r 7 , 2 0 1 3 A r c h i t e c t u r a l R e v i e w B o a r d S t a f f R e p o r t a n d m i n u t e s ( 4 3 2 1 : A p p e a l o f 3 4 4 5 A l m a S t . ( A l m a City of Palo Alto Page 7 Chair Lippert: Board Member Malone Prichard. 1 2 Board Member Malone Prichard: I am in support of Option One. I think it is exactly as Alex said, the 3 blade sign has more impact when there is one blade sign and it is in the right location. So I’m prepared 4 to support that. 5 6 Chair Lippert: Ok. Would anybody like to make a Motion? 7 8 MOTION 9 10 Board Member Lew: I would move we approve Option One subject to the conditions of approval and 11 the, our standard findings and with the inclusion of all of the detailed sign information from previous 12 packets. 13 14 Chair Lippert: Do I have a second on that? 15 16 SECOND 17 18 Board Member Gooyer: I’ll second it. 19 20 VOTE 21 22 10.d Packet Pg. 325 At t a c h m e n t : A t t a c h m e n t D : N o v e m b e r 7 , 2 0 1 3 A r c h i t e c t u r a l R e v i e w B o a r d S t a f f R e p o r t a n d m i n u t e s ( 4 3 2 1 : A p p e a l o f 3 4 4 5 A l m a S t . ( A l m a City of Palo Alto Page 8 Chair Lippert: Board Member Gooyer. Ok. With that we have a Motion and a second. All those in 1 favor say aye (Aye). All those opposed? Opposed. And we have one Board Member absent. So that 2 passes 3-1-1. Great. Thank you John. 3 4 MOTION PASSED (3-1-1, Chair Lippert opposed, Vice-Chair Popp absent) 5 6 Board Member Lew pulled Item #1 from the Consent Calendar. 7 8 Architectural Review Board Action: Board Member Lew moved seconded by Board Member Gooyer 9 to approve Option One of the project with the inclusion of the details from the prior packets. 10 11 Vote: Approval, 3-1-1-0 (Vice chair Popp absent & Chair Lippert ‘no’) 12 13 10.d Packet Pg. 326 At t a c h m e n t : A t t a c h m e n t D : N o v e m b e r 7 , 2 0 1 3 A r c h i t e c t u r a l R e v i e w B o a r d S t a f f R e p o r t a n d m i n u t e s ( 4 3 2 1 : A p p e a l o f 3 4 4 5 A l m a S t . ( A l m a CITY OF PA LO ALT O Architectural Review Board Staff Report Agenda Date: October 17,2013 To: From: Subject: Architectural Review Board Elena Lee, Senior Plan,ner Department: Planning and Community Environment 3445 Alma Street lI3PLN-00421]: Request by MCG Architecture, on behalf of Alma Trestle LLC, for Architectural Review and a Sign Exception, to allow to the installation of two projecting signs and two wall signs on a 50,500 sq. ft. two-story mixed use building at the Alma Village development. Zone District: PC-4956. Environmental Assessment: Exempt from the provisions of, the California Environmental quality Act (CEQA) per CEQA Guidelines Section 15301 (Existing Facilities ). RECOMMENDATION Staff recommends the Architectural Review Board (ARB) recommend approval of the proposed master sign program to the Director of Planning and Community Environment (Director), based upon the ARB Approval Findings in Attachment A and as modified by the conditions of approval in Attachment C. BACKGROUND Project Description The applicant is requesting Architectural Review and Sign Exception approval for two internally illuminated projecting signs for the large mixed use building (Building A) at Alma Village. The application also includes two halo illuminated wall signs that are consistent with the master sign program approved for this site. The applicant is requesting the Sign Exceptions for two projecting signs per July 18,2013 ARB Subcomnlittee recommendations regarding the signage. The second blade sign was incorporated into the application in direct response to ARB. Subcommittee feedback. The signage would be, for the new tenant, Grocery Outlet, who will occupy the first floor of the building, previously occupied by Miki's Market. The site's Planned Community Zoning (PC 4956) requires that the first floor of the mixed use building be occupied by a grocery store. The commercial component of the 4.21 acre site is developed with (1) Building A, the 50,500 square foot two story mixed use building which includes a 17,000 square foot first Hoor for a grocery store, an 18,200 square foot basement/garage, a 1,757 square foot second floor community room and 14 below market rate rental units on the second floor, (2) Building B, a smaller 5,580 square foot two story retail/office building, and (3) a small park. The residential component of the site is developed with 37 single family residential units at the rear of the site. 13PLN-00241 Page 1 of 4 10.e Packet Pg. 327 At t a c h m e n t : A t t a c h m e n t E : O c t o b e r 1 7 , 2 0 1 3 A r c h i t e c t u a l R e v i e w B o a r d S t a f f R e p o r t a n d m i n u t e s ( 4 3 2 1 : A p p e a l o f 3 4 4 5 A l m a S t . ( A l m a P l a z a ) Entitlement History The City Council adopted Planned Community (PC) Ordinance (Ordinance 4956) on May 14, 2007 (effective July 19, 2007) to allow the redevelopment of Alma Plaza into a residential and commercial mixed use project. PC 4956 set forth land use types, conunercial floor area, housing density, and number and location of below market rate (BMR) units, public benefits, including an approxin1ately 9,000 sq. ft. park, grocery store and the community living room. A Site and Design Review application and Tentative Map application were approved by the City Council on January 26, 2008, consistent with the PC ordinance. 'A master sign program was approved for the site on August 8, 2012 following a hearing by the ARB for Buildings A and B. The sign program specifically included provisions for three wall signs and a sign exception for a fabric blade sign for Building A. The non illuminated fabric blade sign is located on the northwest comer of the Alma Street frontage identifying "Alma Village". A sign exception was required for the 104 square foot fabric blade sign because it exceeded the maximum size allowed by the sign code for proj ecting signs and extended over both the sidewalk and the top of the building. A subsequent approval was granted on November 8, 2012 following an ARB hearing to allow the "Alma Village" banner to be replaced with a "Miki's Market" banner. However, the second banner was never installed before the business was closed. DISCUSSION The Alma Village Master Sign Program was approved to provide design standards for all signage on the subject site to follow and streamline the approval process. Signs that are consistent with the master program would be permitted with a building permit, subject to planning review. Both wall signs are consistent with the master sign program and would be approvable with a building permit. However, they are being included with this application to provide context. A new Sign Permit Ex<;eption is required for the two projecting signs because of the increase in the number of projecting signs and changes to the materials and appearance. Wall Signs The applicant is proposing to replace existing wall signs on Building A on the east elevation facing the interior parking lot and the south elevation that would be visible to drivers going northbound on Alma Street. The applicant is proposing to remove the wall sign on the Alma Street (west) frontage with no replacement. Sign A is a 47.1 square foot chartnelletter sign proposed for the east elevation. Sign B is a larger 72.1 square foot channel letter sign that is otherwise identical for the south elevation to ensure better visibility to motorists driving northbound on Alma Street. The channel letters are to be constructed of a three inch deep aluminum letters and spaced one inch from the face of the building to allow the halo illumination with LED lights. Both signs would consist of two parts. The top part of the sign would read "Grocery Outlet" painted in a dark red (#3630-73) and "bargain market" would be placed directly below painted in golden yellow (#3630-125), matching the corporate identity of the market. The signs are illuminated in a way so that they will appear black with a soft glow around the edges as shown on page 1 of the plan set. The master sign program would allow a variety of sizes for the building. All wall signs are required to be halo illuminated. The table below shows what the sign code permits, the master sign permit allows and what the applicant is proposing for Building A. 13PLN-00241 Page 2 of4 10.e Packet Pg. 328 At t a c h m e n t : A t t a c h m e n t E : O c t o b e r 1 7 , 2 0 1 3 A r c h i t e c t u a l R e v i e w B o a r d S t a f f R e p o r t a n d m i n u t e s ( 4 3 2 1 : A p p e a l o f 3 4 4 5 A l m a S t . ( A l m a P l a z a ) Wall size Sign Code Master Sign Proposed Sign Conforms (sq. ft.) Max. (sq. ft.) Program Max (sq. ft.) (sq. ft.) East Elevation 6976 195 151 47.1 (Sign A) Yes South 2937 110 95 72.1 (Sign B) Yes Elevation West 6976 195 151 None N/A Elevation As shown above, both proposed wall signs are consistent with the Alma Village Master Sign Program and the sign code. Projecting Signs As discussed above, the application proposes two projecting signs (Signs C and D) that would require sign exceptions. The Sign Code allows projecting signs provided that they meet the following criteria: Height: • Shall not exceed a height of twelve (12) feet • Shall not extend above the top level of the wall upon or in front of which it is placed • Shall have a minimum clearance of seven (7) feet to the sidewalk helow. Area: • Shall not exceed three (3) square feet in area Location: • Shall not extend over or above any public sidewalk or place unless situated under a covering structure, such as a porch. Number: • Shall be only one projecting sign per building face. A Sign Exception for the existing non-illuminated 104 square foot fabric banner sign was approved previously because it exceeded the maximum size and height and extended above the sidewalk and roof the building. The "Alma Village" banner is a red fabric banner with white letters mounted on the corner by metal brackets. The applicant is now requesting approval to install two projecting signs, both measuring 76 square feet, replacing the existing fabric banner. The signs will be approximately 16 inches deep and extend approximately ten feet above the building. A Sign Exception is required for the two signs because there are two projecting signs proposed for the Alma Street face, both are larger than three square feet in area, are taller than 12 feet in height and extend over the sidewalk and above the building. The two signs are the same size and similar in appearance. Sign C would be placed where the existing banner sign is located and the Sign D would be placed on the southwest comer of the building in a parallel location. Both signs, to be constructed primarily of a dark red (#3630-73) painted aluminum, would consist of three pieces. The sign would consist of a 66 square foot (2 feet 10 inches by 23 feet 6 inch) long rectangle above and a smaller 10 square foot (2 feet 6 inch 13PLN-00241 Page 3 of4 10.e Packet Pg. 329 At t a c h m e n t : A t t a c h m e n t E : O c t o b e r 1 7 , 2 0 1 3 A r c h i t e c t u a l R e v i e w B o a r d S t a f f R e p o r t a n d m i n u t e s ( 4 3 2 1 : A p p e a l o f 3 4 4 5 A l m a S t . ( A l m a P l a z a ) by 4 foot) rectangle below, separated by a thin black painted aluminum reveal. The signs would be secured to the building by four aluminum brackets offset by approximately 14 inches from the wall and trellis. Similar to the existing sign, the new projecting signs would each be 26 feet tall and would extend above the building roof. The signs differ in their copy. Sign C would include 14 inch tall, one inch thick clear acrylic push through letters in white that read "Grocery Outlet" on the top portion and "bargain market" on the smaller bottonl portion in golden yellow. Sign D would function as an identifier for the development. The larger top component of the sign would include letters that read "Alma Village" also with 14 inch tall 1 inch deep push through letters in white. There would not be any copy on the smaller bottom rectangle. The signs are designed with push through letters and will be conditioned so that only the letters are illuminated. Staff believes that the signs are compatible with the building and provide additional interest to the Alma Street elevation. The signs would serve to provide better identification to the center, as well as the business. Comprehensive Plan The project design, as conditioned, and project intent are in general conformance with the Comprehensive Plan and supported by Policy L-50. Policy L-50 encourages high quality signage that is attractive, appropriate for the location and balances visibility needs with aesthetic needs. The ARB is requested to weigh in on the balance between the business visibility and aesthetics during discussion of the requested sign exceptions. Policy L-48 promotes high quality, creative design and site planning that is compatible with surrounding development and public spaces. ENVIRONMENTAL REVIEW Pursuant to the requirements of the California Environmental Quality Act (CEQA), the project is categorically exempt from CEQA, per Section 15301. ATTACHMENTS Attachment A: Attachment B: Attachment C: Attachment D: ARB Findings Conditions of Approval/Sign Exception Findings Location Map Development Plans (Board Members Only)* * Prepared by Applicant; all other attachments prepared by Staff COURTESY COPIES John(a)McNellis.conl Scan((_~unitcdsign.ct Psahakangas(q1.m.cgarchitecture.com. bnlarconett(a)ci"2:o. conl Prepared By: Manager Review: Elena Lee, Senior Planner -rJ--' Steven Turner, Planning Manage~ 13PLN-00241 Page 4 of4 10.e Packet Pg. 330 At t a c h m e n t : A t t a c h m e n t E : O c t o b e r 1 7 , 2 0 1 3 A r c h i t e c t u a l R e v i e w B o a r d S t a f f R e p o r t a n d m i n u t e s ( 4 3 2 1 : A p p e a l o f 3 4 4 5 A l m a S t . ( A l m a P l a z a ) ATTACHMENT A FINDINGS FOR APPROVAL ARCHITECTURAL REVIEW BOARD STANDARDS FOR REVIEW 3445 Alma Street/Alma Village Grocery Outlet File No. 13PLN-000421 Architectural Review Findings The design and architecture of the proposed improvements, as conditioned, complies with the Findings for Architectural Review as required in Chapter 18.76 of the PAMC. (1) The design is consistent and compatible with applicable elements of the Palo Alto Comprehensive Plan. The project is consistent with Policy L-50: Encourage high quality signage that is attractive, appropriate for the location and balances visibility needs with aesthetic needs. The design of the signs, materials, and colors are attractive and appropriate for the buildings and the surrounding area. (2) The design is compatible with the immediate environment of the site. The design and placement of the signs are consistent with the existing architectural style of the building. The colors and materials have been designed to be compatible with the building. (3) The design is appropriate to the function of the project, in that the signs provide identification for the business for customers and visitors who are pedestrians or drivers. (16) The Design is consistent and compatible with the purpose of architectural review as set forth in subsection (a) in that the proposed sign promotes a visual environment which is of high aesthetic quality and variety and which, at the same time, is considerate of others. Architectural Review findings 4 through 15 are not applicable to the project. 3445 Alma Street 10.e Packet Pg. 331 At t a c h m e n t : A t t a c h m e n t E : O c t o b e r 1 7 , 2 0 1 3 A r c h i t e c t u a l R e v i e w B o a r d S t a f f R e p o r t a n d m i n u t e s ( 4 3 2 1 : A p p e a l o f 3 4 4 5 A l m a S t . ( A l m a P l a z a ) SIGN CODE EXCEPTION ARCHITECTURAL REVIEW BOARD STANDARDS FOR REVIEW 3445 Alma Street/Alma Village.-Grocery Outlet File No. 13PLN-000421 The following findings have been made to support the sign exception request to exceed the maximum signage, as modified by the ARB approval conditions. The specific exception that has been requested is for the following standard: • To exceed the maximum size of three (3) square feet for projecting signs. • To allow projecting signs that are more than twelve (12) feet in height • To allow projecting signs to be extend over a public sidewalk without being placed under a covering. • To allow more than one projecting sign on a building face (1) There are exceptional or extraordinary circumstances or conditions applicable to the property involved that do not apply generally to property in the sanle district in that the mixed use building is located directly adjacent to the public sidewalk along a very busy intersection. The site has been granted a special site specific zoning designation recognizing the uniqueness of the property and its location. This property serves as one of the few neighborhood shopping centers within the City. (2) The granting of the application is necessary for the preservation and enjoyment of a substantial property right of the applicant and to prevent unreasonable property loss or unnecessary hardships in that the visibility of signage is important for a retail business to be easily identifiable and to attract customers. Because the building is located directly adjacent to the public sidewalk, along a very busy intersection, t}:lere is limited visibility for typical signs. The proposed signs have been carefully designed for compatibility with the buildings and were reviewed and found consistent with the Architectural Review findings as required by the Municipal Code. (3) The granting of the application will not be detrimental or injurious to property or improvements in the vicinity and will not be detrimental to the public health, safety, general welfare or convenience in that the placement and appearance of the projecting signs do not pose safety hazards nor do they detract from the subject building or surrounding properties. The signs will not be detrimental to public health, safety, general welfare or convenience. They will be securely placed in a location that will not provide any conflicts with pedestrians, drivers, occupants, visitors or employees. 3445 Alma Street 10.e Packet Pg. 332 At t a c h m e n t : A t t a c h m e n t E : O c t o b e r 1 7 , 2 0 1 3 A r c h i t e c t u a l R e v i e w B o a r d S t a f f R e p o r t a n d m i n u t e s ( 4 3 2 1 : A p p e a l o f 3 4 4 5 A l m a S t . ( A l m a P l a z a ) ATTACHMENTB DRAFT CONDITIONS OF APPROVAL 3445 Alma Street/Alma Plaza Projecting Signs File No. 13PLN-000421 Department of Planning and Community Environment Planning Division 1. The plans submitted to obtain all permits through the Building Inspection Division shall be in substantial conformance with the revised plans, project details and materials received on October 10,2013, except as modified to incorporate these conditions of approval. 2. All conditions of approval shall be printed on the cover sheet of the plan set submitted to obtain any permit through the Building Inspection Division. 3. Construction details, colors, materials, and placement of the shopping center signs shall be submitted to the Planning Division for review prior to submittal of the building permit. 4. Wall signs shall consist of halo illuminated channel letters, except for logo signs. 5. Only the letters of the projecting signs shall be illuminated. The background shall consist of an opaque material so that it is not illuminated. Ongoing Condition 6. Each tenant shall conform to the provisions of the Master Sign Program, as illustrated in the plans dated received July 26, 2012. Any variation from this program would need to be approved via the Architectural Review process. Public Works Engineering 7. The contractor is required to obtain an encroachment permit if the sidewalk/ROW will be used for the installation of the signs 10.e Packet Pg. 333 At t a c h m e n t : A t t a c h m e n t E : O c t o b e r 1 7 , 2 0 1 3 A r c h i t e c t u a l R e v i e w B o a r d S t a f f R e p o r t a n d m i n u t e s ( 4 3 2 1 : A p p e a l o f 3 4 4 5 A l m a S t . ( A l m a P l a z a ) The City of Palo Alto Attacmnent C Location Map This map is a product of the City of Palo Alto G!S -. o· 120' 1!IlJ.--~.~~myGlbest ..... l~be"""",,". 1l1tCiiyolP"",AJto.....,.,.m~iiili\YIor~I1l!.®l!milall3CittolP.lloAf\:) 10.e Packet Pg. 334 At t a c h m e n t : A t t a c h m e n t E : O c t o b e r 1 7 , 2 0 1 3 A r c h i t e c t u a l R e v i e w B o a r d S t a f f R e p o r t a n d m i n u t e s ( 4 3 2 1 : A p p e a l o f 3 4 4 5 A l m a S t . ( A l m a P l a z a ) City of Palo Alto Page 1 1 =================MEETINGS ARE CABLECAST LIVE ON GOVERNMENT ACCESS CHANNEL 26====================== 2 Thursday, October 17, 2013 3 REGULAR MEETING - 8:30 AM 4 City Council Chambers, Civic Center, 1st Floor 5 250 Hamilton Avenue 6 Palo Alto, CA 94301 7 ROLL CALL: 8 Board members: Staff Liaison: 9 Clare Malone Prichard (Chair) Russ Reich, Senior Planner 10 Lee Lippert (Vice Chair) 11 Alexander Lew Staff: 12 Randy Popp Diana Tamale, Administrative Associate 13 Robert Gooyer Amy French, Chief Planning Official 14 Elena Lee, Senior Planner 15 Jason Nortz, DS Planning Manager 16 Clare Campbell, Planner 17 Jodie Gerhardt, Senior Planner 18 19 20 PROCEDURES FOR PUBLIC HEARINGS 21 Please be advised the normal order of public hearings of agenda items is as follows: 22  Announce agenda item 23  Open public hearing 24  Staff recommendation 25  Applicant presentation – Ten (10) minutes limitation or at the discretion of the Board. 26  Public comment – Five (5) minutes limitation per speaker or limitation to three (3) 27 minutes depending on large number of speakers per item. 28  Architectural Review Board questions of the applicant/staff, and comments 29  Applicant closing comments - Three (3) minutes 30  Close public hearing 31  Motions/recommendations by the Board 32  Final vote 33 34 ORAL COMMUNICATIONS. Members of the public may speak to any item not on the 35 agenda with a limitation of three (3) minutes per speaker. Those who desire to speak must 36 complete a speaker request card available from the secretary of the Board. The Architectural 37 Review Board reserves the right to limit the oral communications period to 15 minutes. 38 39 40 ARCHITECTURAL REVIEW BOARD DRAFT EXCERPT MINUTES 10.e Packet Pg. 335 At t a c h m e n t : A t t a c h m e n t E : O c t o b e r 1 7 , 2 0 1 3 A r c h i t e c t u a l R e v i e w B o a r d S t a f f R e p o r t a n d m i n u t e s ( 4 3 2 1 : A p p e a l o f 3 4 4 5 A l m a S t . ( A l m a P l a z a ) City of Palo Alto Page 2 APPROVAL OF MINUTES. 1 October 3, 2013 2 3 AGENDA CHANGES, ADDITIONS AND DELETIONS. The agenda may have additional 4 items added to it up until 72 hours prior to meeting time. 5 6 CONSENT CALENDAR: 7 8 1. 3445 Alma Street [13PLN-00421]: Request by MCG Architecture, on behalf of Alma Trestle 9 LLC, for Architectural Review and a Sign Exception, of the installation of two projecting signs 10 on a 50,500 sq. ft. two-story mixed use building at the Alma Village development. Zone 11 District PC-4956. Environmental Assessment: Exempt from the provisions of the California 12 Environmental quality Act (CEQA) per CEQA Guidelines Section 15301 (Existing Facilities). 13 14 Chair Malone Prichard: The first one is 3445 Alma Street. Would any Board Members like to pull 15 that? 16 17 Vice-Chair Lippert: I'd like to pull that. 18 19 Chair Malone Prichard: Okay, so Board Member Lippert would like to pull that. This is 3445 Alma 20 Street: Request by MCG Architecture on behalf of Alma Trestle LLC for Architectural Review and a 21 Sign Exception of the installation of two projecting signs on a 50,500 square foot two-story mixed use 22 building at the Alma Village development. Do you have a staff presentation? 23 24 Elena Lee, Senior Planner: Thank you, Chair. If there are substantive issues to discuss about this 25 project, staff would request that this item be deferred until after 11:00 because the primary applicant is 26 not here yet. 27 28 Sean Campbell: I'm right here. 29 30 Chair Malone Prichard: Board Member Lippert, do you agree that we should postpone it until after 31 11:00? 32 33 Vice-Chair Lippert: I'm sorry? 34 35 Chair Malone Prichard: Do you agree we should move this to after 11:00? Do you have substantive 36 items to discuss? 37 38 Vice-Chair Lippert: No, they're not substantive. 39 40 Chair Malone Prichard: Okay, let's go ahead and discuss. Since you pulled it, do you have any 41 questions? 42 43 Vice-Chair Lippert: Did you want to make a presentation at all on this? 44 45 Ms. Lee: Basically the proposal is to add two blade signs and this is in response to Subcommittee 46 comments from a few months ago. The applicant is proposing this in order to meet their signage 47 requirements. And it does require a sign exception and that is the reason why it's before you today. 48 10.e Packet Pg. 336 At t a c h m e n t : A t t a c h m e n t E : O c t o b e r 1 7 , 2 0 1 3 A r c h i t e c t u a l R e v i e w B o a r d S t a f f R e p o r t a n d m i n u t e s ( 4 3 2 1 : A p p e a l o f 3 4 4 5 A l m a S t . ( A l m a P l a z a ) City of Palo Alto Page 3 1 Vice-Chair Lippert: Okay. I'm on the Subcommittee and we discussed this before the Subcommittee. 2 And we felt that it was significant enough and with the exception that it needed to come before the 3 ARB. This was our recommendation actually. And staff had said that it needed to come back before 4 the entire Board. 5 6 The only thing I wanted to point out is that the discussion that we had were that the two signs were to 7 be identical. And in this case they're not identical. One has a belly to it or a bow. The other one is 8 straight with "bargain market" underneath of it. We're talking about the marquee or blade signs. And 9 that we also had one other comment which was the placement, we're talking about page 3 here. 10 11 Board Member Lew: The bow is the existing sign, correct? 12 13 Vice-Chair Lippert: Correct, but that was the point that I'm trying to make. And then the other issue is 14 that we felt that if you look at the plan for C and D, that going south on Alma Street it was important to 15 have "Alma Plaza" visible on the north face of C and that the "Grocery Outlet" would be on the south 16 side of C. And then on the other side it would be reversed, whereas you're coming north it would say 17 "Alma Village" on the south side of the sign and then "Grocery Outlet" on the north side of the sign. 18 That was one of the discussions that we had had at the Subcommittee. And so I think it's important that 19 the ARB make a determination on that. 20 21 Board Member Popp: Yeah, I'll just chime in here for a moment. 22 23 Vice-Chair Lippert: Yeah, go ahead. 24 25 Board Member Popp: As a participant in the Subcommittee that day, I don't recall exactly that direction 26 but I do recall us suggesting that there should be some notation of "Alma Village" at the entry points to 27 Alma Village and perhaps some type of a sign that went across the roadway might be appropriate in 28 some way. I don't think I gave direction to have the Alma Village sign at the southernmost and the 29 northernmost faces of the building. But I do have other comments about this. I don't know if you want 30 to, is that all you have or you want to ... 31 32 Vice-Chair Lippert: No. And then the other thing is that in the staff report it said internally illuminated 33 signage and we don't generally approve internally illuminated signage. It's always halo illuminated and 34 I want to know where that internally illuminated signage is located. 35 36 Ms. Lee: There are internally illuminated signs in terms of the blade signs on the site. And the way that 37 we've addressed is to require that only the push-through letters are illuminated. So the entire sign 38 doesn't glow, that it's really just the letters. And it would be probably difficult to do halo illumination 39 for the blade signs. 40 41 Vice-Chair Lippert: Okay. So it's not a full face illumination. 42 43 Ms. Lee: Correct. There are conditions of approvals added to make sure and I think the application 44 also, the plans show that it is intended to be push-through letters. 45 46 10.e Packet Pg. 337 At t a c h m e n t : A t t a c h m e n t E : O c t o b e r 1 7 , 2 0 1 3 A r c h i t e c t u a l R e v i e w B o a r d S t a f f R e p o r t a n d m i n u t e s ( 4 3 2 1 : A p p e a l o f 3 4 4 5 A l m a S t . ( A l m a P l a z a ) City of Palo Alto Page 4 Vice-Chair Lippert: Okay. And then the last item that we discussed was the obscuring of the windows 1 and we had mentioned to the applicant at that time that that was not appropriate and consistent with 2 what we allowed or the conditions of approval for the project, I believe. 3 4 Ms. Lee: Yes, I recall that discussion. And the windows are something that staff is working with the 5 applicant on and it's not part of this application. It's something that the applicant is working directly 6 with the Interim Director. 7 8 Vice-Chair Lippert: Okay. Because originally when the market, when Miki's had gone in, that window 9 was visible and it actually had had, I think the wine shop portion of the market was in that area and it 10 was visible from Alma Street. 11 12 Ms. Lee: Yes. And subsequent to Miki being the tenant that there were subsequent approvals to allow 13 the obscuring of the windows. However, staff is working with the applicant on that issue and we are 14 considering that a separate item from this. 15 16 Vice-Chair Lippert: Okay. So that's my two cents. 17 18 Chair Malone Prichard: Do you have more comments? 19 20 Board Member Popp: I do actually. So I think of this as one building and while they may be separate 21 items, we are allowing the project to move forward by approving the signage. And I'm not comfortable 22 with the covered windows on this project. I think that the City Council agreed to allow this building to 23 be closer to the street than would normally be allowed. And they did that with the expectation that 24 these windows would allow you to have transparency into the building and to see what was going on. 25 And I'm often aware of comments people make about this building and how aggressive it is toward the 26 sidewalk and how that appears and the general nature of this building aesthetically. And the windows, 27 I think, are a huge component of this and I'm not inclined to move this forward until we really 28 understand the total picture of what this applicant is doing with signage and graphics on the building. 29 30 Ms. Lee: Thank you. Staff does appreciate the Board's concerns about the windows; however, we 31 would request that the discussion be on the blade sign. The whole window covering issue is being 32 separately discussed by the Director and the applicant as well as the City Manager's Office. And I 33 believe a decision has been made on that. And so in order to move the project forward, though, we do 34 respectfully request that the Board move on this item understanding that the window covering issue 35 will be dealt with as a separate matter. 36 37 Amy French, Chief Planning Official: And we'd be happy to prepare an informational memo regarding 38 the window coverings as a separate item. 39 40 Board Member Popp: I'd very much appreciate that. Thank you. So I'll follow your direction about 41 that and just provide the couple of comments that I have about the blade sign. The first is that they 42 seem awfully bulky and blocky. And I'd really like to see them have a little bit more character to them. 43 The building itself is bulky and blocky already and this just further reinforces and exaggerates that. 44 And I'd really like to encourage the applicant to consider something that's a little more relaxed like the 45 old signage that was approved, the Alma Village sign that had the little bit of a belly that would come 46 out. And something to add a bit more character to it would be more to my liking. And I'd also like 47 them to look at the direction of the text. My experience is always that text doesn't read well when it's 48 10.e Packet Pg. 338 At t a c h m e n t : A t t a c h m e n t E : O c t o b e r 1 7 , 2 0 1 3 A r c h i t e c t u a l R e v i e w B o a r d S t a f f R e p o r t a n d m i n u t e s ( 4 3 2 1 : A p p e a l o f 3 4 4 5 A l m a S t . ( A l m a P l a z a ) City of Palo Alto Page 5 stacked like that and I'd much prefer to see it run up the building versus letters stacked in the way that 1 they are. I just think that it's awkward to read like that. Those would be my comments today. Thank 2 you. 3 4 Chair Malone Prichard: Alex. 5 6 Board Member Lew: So I was wondering if there were color samples available today or maybe in the 7 future? Great, thank you. And then I think I agree with Board Member Popp and I think my other 8 comment would be that the existing building is very blocky, especially because the residential units 9 have solid guardrails. And the wall signs sort of help put something, they add something to the 10 blankness. And so if we're removing all of the wall signs facing Alma, it's going to be fairly blank. 11 The existing awnings are very minimal, right, and they're just painted the body color. And so it seems 12 like maybe it might be the wrong direction. I'm fine with the blade signs, but I think maybe the 13 applicant could add more as well, like we have in the next application, small projecting signs, the little, 14 under 5 square foot projecting signs for pedestrians. So there may be a way of adding more interest at 15 the sidewalk level. And I think that's all that I have. Thank you. 16 17 Chair Malone Prichard: Robert, do you have any comments? 18 19 Vice-Chair Lippert: Your turn. 20 21 Board Member Gooyer: Oh, sorry. I have no problem with the wall sign, but I'm definitely not 22 impressed with the blade signs. I mean we're looking at a situation where we're asked to approve an 23 exemption for three items which make this sign incredibly much larger than theoretically should be 24 allowed. And based on that, I mean in past experiences I've usually had a situation where, if someone 25 comes in and they want an exception of some sort, it's sort of the product that's brought forward is over 26 and above what should be the case, just because you're asking for an exception. Here I don't see 27 anything architectural, doesn't do anything for the building. All it does basically is tell you what the 28 name is. So I agree with you that I think it needs to have some additional thought on the blade signs. 29 Though the wall signs are fine. 30 31 Chair Malone Prichard: Thank you. And I had a similar reaction of the reason the initial blade sign was 32 approved, and I believe that also required an exception, was that it was in an appropriate location, it 33 was necessary to identify the project but also because it had an elegance to it that enhanced the 34 architecture. I don't believe that the signs that are proposed, the blade signs, are enhancing the 35 architecture. They're a little bit, they're too blocky, too utilitarian. So they need more elegance and I 36 think the curve did a lot to improve the previously approved signs. I'm not saying they have to do a 37 curve, but they should look at something creative to make these signs enhance the building. 38 39 And I do also agree with Alex's comment that the way the previous wall signage was placed on the 40 building, it was in multiple locations, it was stretched across the building and that did help to break up 41 the large mass there. So I probably would be okay with the wall sign as proposed, I would prefer it if it 42 were more stretched out. And the blade signs are too blocky. So I don't feel ready to approve at this 43 time. Lee. 44 45 Vice-Chair Lippert: Comments from members of the public? 46 47 10.e Packet Pg. 339 At t a c h m e n t : A t t a c h m e n t E : O c t o b e r 1 7 , 2 0 1 3 A r c h i t e c t u a l R e v i e w B o a r d S t a f f R e p o r t a n d m i n u t e s ( 4 3 2 1 : A p p e a l o f 3 4 4 5 A l m a S t . ( A l m a P l a z a ) City of Palo Alto Page 6 Chair Malone Prichard: Good point, yes. Are there any members of the public here to speak about this 1 project? No. 2 3 Vice-Chair Lippert: Maybe the applicant wants to respond. 4 5 Chair Malone Prichard: Would the applicant like to make any comments? 6 7 Sean Campbell: Just that I'll wait. 8 9 Chair Malone Prichard: Okay, actually we have, somebody's here. Okay, Lee. Lee is going to craft a 10 Motion. 11 12 MOTION 13 14 Vice-Chair Lippert: I'm going to move we approve the wall signs only today and that we continue the 15 blade signs. And they can be put back on consent. 16 17 Board Member Lew: Can I ask for clarification? My understanding was that the wall signs are already, 18 don't require any exception. Those are staff level approval, so that we don't necessarily have to weigh 19 in on that. It's just the projecting signs, because they're getting an exception. 20 21 Ms. Lee: Thank you. That's correct. The wall signs do conform to the sign program that was approved 22 for the site, but staff included that information just to provide context. 23 24 Vice-Chair Lippert: Okay. Then all we're doing is continuing the blade signs or the marquee signs to 25 put them on consent and the applicant to make changes or revisions based on our comments today. 26 27 Chair Malone Prichard: Would you consider making that a date certain? 28 29 Vice-Chair Lippert: No. It's on consent so it doesn't need to be a date certain. 30 31 Chair Malone Prichard: Okay. 32 33 Vice-Chair Lippert: I need a second though. 34 35 SECOND 36 37 Chair Malone Prichard: I will second. All in favor? Aye. Opposed? None. Thank you. 38 39 MOTION PASSED (5-0) 40 41 2. 518-526 Bryant Street [13PLN-00225]: Request by VKK Signs, for Architectural Review of a 42 building sign program with Sign Exceptions to allow the installation of five projecting wall 43 signs for five commercial tenants in the CD-C(GF)(P) zone district. Environmental Assessment: 44 Exempt from the provisions of CEQA, 15301 (Existing Facilities). 45 46 CONTINUED BUSINESS: 47 48 10.e Packet Pg. 340 At t a c h m e n t : A t t a c h m e n t E : O c t o b e r 1 7 , 2 0 1 3 A r c h i t e c t u a l R e v i e w B o a r d S t a f f R e p o r t a n d m i n u t e s ( 4 3 2 1 : A p p e a l o f 3 4 4 5 A l m a S t . ( A l m a P l a z a ) City of Palo Alto Page 7 Major Reviews: 1 2 3. 405 Curtner Avenue [13PLN-00098]: Request by Salvatore Caruso on behalf of Zhen Zhen Li 3 for Architectural Review of a new 7,425 sq. ft., three-story building with six residential 4 condominium units on a vacant, 12,375 sq. ft. site. Zone District: Residential Multiple-Family 5 (RM-30). Environmental Assessment: Exempt from the provisions of the California 6 Environmental quality Act (CEQA) per CEQA Guidelines Section 15303. This item was 7 continued from the ARB meeting of September 19, 2013. 8 9 4. 636 Waverley Street [13PLN-00262]: Request by Hayes Group Architects for a Major 10 Architectural Review of the demolition of a one-story, 1,406 sq. ft. office building and 11 construction of a new, 10,328 sq. ft., four-story mixed use building with commercial uses on the 12 first and second floors and two residential units on the third and fourth floors, on a property 13 within the CD-C(P) zoning district. Environmental Assessment: Exempt from the provisions of 14 the California Environmental Quality Act (CEQA) per CEQA Guidelines Section 15303. This 15 item was continued from the ARB meeting of September 19, 2013. 16 17 NEW BUSINESS: 18 19 Preliminary Review: 20 21 5. 3225 El Camino Real [13PLN-00344]: Request by the Hayes Group Architects on behalf of 22 De Anza Properties for preliminary Architectural Review of a new four story mixed use 23 building with one level of below grade parking on an approximately 29,962 square foot 24 parcel. Zone District: Service Commercial (CS). 25 26 27 Minor Reviews: 28 29 6. 101 Lytton [11PLN-00045]: Request by Ted Korth of Korth, Sunseri, Hagey Architects for 30 Minor Architectural Review Board review for minor rooftop revisions to the previously 31 approved four story mixed use building. Zone District: PC 5158. Exempt from the provisions of 32 CEQA per 15301. 33 34 7. 301 High Street [13PLN-00219]: Request by Hayes Group Architects, on behalf of California 35 Skin Institute, for a Minor Architectural Review to allow exterior modifications and a 200 sq. ft. 36 addition to an existing 6,255 sq. ft. commercial building and grandfathered facility. The request 37 includes a Design Enhancement Exception to allow a 14-foot encroachment into the side yard 38 daylight plane for a new roof top equipment enclosure. Zone District: Residential Multiple-39 Family (RM-30). Environmental Assessment: Exempt from the provisions of the California 40 Environmental quality Act (CEQA) per CEQA Guidelines Section 15303. 41 42 8. 1700 Embarcadero Road [09PLN-00175]: Staybridge Suites Hotel on Mings Site and Design 43 Review plan revision. Application was approved by Council by Record of Land Use Action. 44 The Board had recommended approval of the project (4-0-1-0) with an additional condition to 45 return to the ARB Subcommittee to review revised plans. Revisions are minor but extensive. 46 47 BOARD MEMBER BUSINESS AND ANNOUNCEMENTS. 48 10.e Packet Pg. 341 At t a c h m e n t : A t t a c h m e n t E : O c t o b e r 1 7 , 2 0 1 3 A r c h i t e c t u a l R e v i e w B o a r d S t a f f R e p o r t a n d m i n u t e s ( 4 3 2 1 : A p p e a l o f 3 4 4 5 A l m a S t . ( A l m a P l a z a ) City of Palo Alto Page 8 1 9. Election of Chair and Vice Chair. 2 3 REPORTS FROM OFFICIALS. 4 5 Subcommittee Members: Lee Lippert and Randy Popp 6 SUBCOMMITTEE: 7 8 10. 180 El Camino Real [12PLN-00382]: Request by Macy’s of behalf of the Board of Trustees 9 for the Leland Stanford Junior University for a second review of changes to the north and east 10 elevations, roof changes, and revised bicycle and bench placement for a previously approved 11 commercial project (Bloomingdale’s) in the Community Commercial (CC) zoning district. 12 13 STAFF ARCHITECTURAL REVIEW: 14 15 Project Description: Installation of one new carport within the existing site parking lot 16 Applicant: Catherine Capriles 17 Address: 2675 Hanover Street [13PLN-00380] 18 Approval Date: 9/17/13 19 Request for hearing deadline: 9/30/13 20 21 Project Description: Conditional Use Permit to allow wine and beer tasting at an existing retail store 22 (Ernie’s @Century Wine and Spirits) 23 Applicant: Antony Puthanpurayil 24 Address: 3163 Middlefield Road (Ernies at Century Wine and Liquor), [13PLN-00317] 25 Approval Date: 10/3/13 26 Request for hearing deadline: 10/16/13 27 28 29 Project Description: Installation of one internally-illuminated individual channel letter “Body Kneads 30 Spa” wall sign 31 Applicant: Ningzhi Hu 32 Address: 810 San Antonio Road [13PLN-0034] 33 Approval Date: 10/3/13 34 Request for hearing deadline: 10/16/13 35 36 Project Description: Installation of two wall signs on the existing upper wall of the Tesla automobile 37 dealership 38 Applicant: David McVey 39 Address: 4180 El Camino Real [13PLN-00353] 40 Approval Date: 10/3/13 41 Request for hearing deadline: 10/16/13 42 43 Project Description: Re-facing of one existing monument 44 Applicant: Vivian Jones 45 Address: 1651 Page Mill Road [13PLN-00371] 46 Approval Date: 10/8/13 47 Request for hearing deadline: 10/21/13 48 10.e Packet Pg. 342 At t a c h m e n t : A t t a c h m e n t E : O c t o b e r 1 7 , 2 0 1 3 A r c h i t e c t u a l R e v i e w B o a r d S t a f f R e p o r t a n d m i n u t e s ( 4 3 2 1 : A p p e a l o f 3 4 4 5 A l m a S t . ( A l m a P l a z a ) City of Palo Alto Page 9 1 Project Description: Replacement signage for an existing Arco gas station in the PC-1417 zone district 2 Applicant: Stantec Architecture 3 Address: 699 San Antonio Road [13PLN-00336] 4 Approval Date: 10/8/13 5 Request for hearing deadline: 10/21/13 6 7 ADA. The City of Palo Alto does not discriminate against individuals with disabilities. To request accommodations to 8 access City facilities, services or programs, to participate at public meetings, or to learn more about the City’s compliance 9 with the Americans with Disabilities Act of 1990 (ADA), please contact the City’s ADA Coordinator at 650.329.2550 (voice) 10 or by e-mailing ada@cityofpaloalto.org. 11 12 Posting of agenda. This agenda is posted in accordance with government code section 54954.2(a) or section 13 54956.Recordings. A videotape of the proceedings can be obtained/reviewed by contacting the City Clerk’s Office at (650) 14 329-2571. 15 16 Materials related to an item on this agenda submitted to the Architectural Review Board after 17 distribution of the agenda packet are available for public inspection in the Planning and Community 18 Environment Department at 250 Hamilton Avenue, 5th floor, Palo Alto, CA. 94301 during normal 19 business hours. 20 21 22 10.e Packet Pg. 343 At t a c h m e n t : A t t a c h m e n t E : O c t o b e r 1 7 , 2 0 1 3 A r c h i t e c t u a l R e v i e w B o a r d S t a f f R e p o r t a n d m i n u t e s ( 4 3 2 1 : A p p e a l o f 3 4 4 5 A l m a S t . ( A l m a P l a z a ) 10.f Packet Pg. 344 At t a c h m e n t : A t t a c h m e n t F : P u b l i c C o r r e s p o n d e n c e ( 4 3 2 1 : A p p e a l o f 3 4 4 5 A l m a S t . ( A l m a P l a z a ) A R B S i g n E x c e p t i o n ) 10.f Packet Pg. 345 At t a c h m e n t : A t t a c h m e n t F : P u b l i c C o r r e s p o n d e n c e ( 4 3 2 1 : A p p e a l o f 3 4 4 5 A l m a S t . ( A l m a P l a z a ) A R B S i g n E x c e p t i o n ) 10.f Packet Pg. 346 At t a c h m e n t : A t t a c h m e n t F : P u b l i c C o r r e s p o n d e n c e ( 4 3 2 1 : A p p e a l o f 3 4 4 5 A l m a S t . ( A l m a P l a z a ) A R B S i g n E x c e p t i o n ) 9488.txt Council Members Only Page 1 10.g Packet Pg. 347 At t a c h m e n t : A t t a c h m e n t G : P l a n s ( 4 3 2 1 : A p p e a l o f 3 4 4 5 A l m a S t . ( A l m a P l a z a ) A R B S i g n E x c e p t i o n ) City of Palo Alto (ID # 3966) City Council Staff Report Report Type: Consent Calendar Meeting Date: 12/16/2013 City of Palo Alto Page 1 Summary Title: RWQCP Landscaping IFB Approval Title: Approval of Wastewater Treatment Enterprise Fund Contract with QLM Inc. in the Amount of $1,034,681 for the Regional Water Quality Control Plant Landscaping Construction Project--Capital Improvement Program Project WQ-80021 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 QLM Inc. (Attachment A) in an amount not to exceed $1,034,681 for landscape improvements at the Regional Water Quality Control Plant Capital Improvement Program Project WQ-80021; and 2. Approve and authorize the City Manager or his designee to negotiate and execute one or more change orders to the contract with QLM Inc. for related and additional but unforeseen work which may develop during the project, the total value of which shall not exceed $103,468, for a total contract not-to-exceed amount of $1,138,149. Executive Summary The Palo Alto Regional Water Quality Control Plant (RWQCP) was expanded in the 1980’s and that project was conditional upon the installation and maintenance of landscape screening to protect the view from adjacent parkland. Much of that landscape is currently in disrepair or in need of general improvement as is the landscaping interior to the treatment plant. City of Palo Alto Page 2 Staff worked with Siegfried landscape architects and public stakeholders to provide final design, construction administration, and bidding services (Attachment B-CMR:353:10 dated September 27, 2010,) for the project. Two bids were received and staff recommends that the bid of $1,034,681 submitted by QLM Inc. be accepted and that QLM Inc. be declared the lowest responsible bidder. Construction is projected to start in January 2014 and should be completed by April 15, 2014. Attachments E through I show the landscaping work that will be done under the construction contract. Background The City of Palo Alto owns and operates the RWQCP and treats wastewater on behalf of the East Palo Alto Sanitary District, Los Altos, Los Altos Hills, Mountain View, Palo Alto, and Stanford University (the Partners). The RWQCP is a 25-acre facility with a landscaped perimeter and interior. The exterior project area extends along the eastern end of Embarcadero Road across from the airport extending around to the southeastern portion of Harbor Road approaching Byxbee Park. The landscaping improvements at the RWQCP address the 1980’s plant expansion mitigation that required the plant be screened from adjacent parkland and the interior enhancements will improve community outreach at the facility. The entrance and interior of the RWQCP are also included in the project. The planned improvements were developed with significant community input including that of the project’s Advisory Committee which included community and staff Baylands stakeholders. Outreach included meetings with the Architectural Review Board, Parks and Recreation Commission, Art Commission, and the Planning and Transportation Commission. The environmental goals and considerations are discussed in the original staff report (Attachment C, Staff Report ID# 1804 dated December 5, 2011). Public Art and Signage Requirements This project is subject to the City’s Percent Art for Art Program. The RWQCP and recently opened Household Hazardous Waste (HHW) Station (located at the entrance to the RWQCP and situated on RWQCP property) have combined funds for a sculpture by artist Martin Webb which will be positioned at the RWQCP/HHW entrance (Attachment G). Bid Summary City of Palo Alto Page 3 RWQCP Landscape Construction (IFB # 149920). The engineer’s estimate of construction costs was $944,913. Proposed Length of Project Four months Number of bids mailed to contractors 8 Number of bids mailed to builders’ exchanges 0 Total days to respond to bid 29 Pre bid meeting Yes Number of company attendees at pre- bid meeting 8 Number of bids received 2 Base bid price range $1,034,681 - $1,157,397 *Bid summary provided in Attachment D Staff has reviewed all bids and recommends that the bid of $1,034,681 submitted by QLM Inc. be accepted and that QLM Inc. be declared the lowest responsible bidder. Staff confirmed with the Contractor's State License Board that the contractor has an active license on file. Staff checked references supplied by the contractor for previous work performed and found no significant complaints. Timeline Construction is estimated to be completed by April 15, 2014. Resource Impact The project is funded by RWQCP partners. The City of Palo Alto will fund approximately 38% of the project or $393,178. Funding for this contract is included in FY 2013 Wastewater Treatment Enterprise Fund Capital Improvement Program, Plant Equipment Replacement WQ-80021. Upon approval of this contract, the remaining available budget for WQ-80021 will be $1,394,273. City of Palo Alto Page 4 Policy Implications Authorization of this project is consistent with City policies. Environmental Review The landscaping project areas around and within the Plant meet the criteria for an existing facilities exemption pursuant to Section 15301 of the California Environmental Quality Act Guidelines. Attachments:  Attachment A-C14149920_QLM_RWQCP Landscaping 12_4_13 (DOC)  Attachment B-CMR:353:10 dated September 27, 2010 (PDF)  Attachment C-Staff Report ID# 1804 dated December 5, 2011 (PDF)  Attachment D-Bid summary (PDF)  Attachment E-RWQCP Landscaping Project Areas (DOCX)  Attachment F-Project site at corner of Embarcadero Road and Harbor Road Final Design (DOCX)  Attachment G RWQCP and HHW Station Entrance Final Design (DOCX)  Attachment H-RWQCP Interior Final Design (DOCX)  Attachment I-Recycled Water Tank Seating Area (DOCX) Invitation for Bid (IFB) Package 1 Rev. July 2012 CONSTRUCTION CONTRACT Attachment A CONSTRUCTION CONTRACT Contract No. C14149920 City of Palo Alto and QLM, INC. PROJECT RQWCP LANDSCAPE PROJECT Invitation for Bid (IFB) Package 2 Rev. July 2012 CONSTRUCTION CONTRACT CONSTRUCTION CONTRACT TABLE OF CONTENTS SECTION 1. INCORPORATION OF RECITALS AND DEFINITIONS……………………………….. .................... 5 1.1 Recitals .............................................................................................................. 5 1.2 Definitions .......................................................................................................... 5 SECTION 2. THE PROJECT……………………………………………………………………………… .............................. 5 SECTION 3. THE CONTRACT DOCUMENTS…………………………………………………………. ......................... 5 3.1 List of Documents …………………………………………………………………………………………. ..... 5 3.2 Order of Precedence …………………………………………………………………………… ............... 6 SECTION 4. THE WORK ………………………………………………………………………………….............................. 7 SECTION 5. PROJECT TEAM ………………………………………………………………………….. ............................. 7 SECTION 6. TIME OF COMPLETION ………………………………………………………………….. .......................... 7 6.1 Time Is of Essence ....................................................................................... ……… 7 6.2 Commencement of Work .................................................................................... 7 6.3 Contract Time ..................................................................................................... 7 6.4 Liquidated Damages ........................................................................................... 7 6.4.1 Entitlement……………………………………………………………………………………………. 7 6.4.2 Daily Amount…………………………………………………………………………………………. 2 6.4.3 Exclusive Remedy………………………………………………………………………………….. 2 6.4.4 Other Remedies…………………………………………………………………………………... 2 6.5 Adjustments to Contract Time ......................................................................... … 2 SECTION 7. COMPENSATION TO CONTRACTOR………………………………………………………………………... 2 7.1 Contract Sum ……………………………………………………………………………………………………… 2 7.2 Full Compensation …………………………………………………………………………………………….. 9 7.3 Compensation for Extra or Deleted Work …………………………………………………………….9 7.3.1 Self Performed Work………………………………………………………………………………… 9 7.3.2 Subcontractors…………………………………………………………………………………………. 9 SECTION 8. STANDARD OF CARE .................................................................................................. 9 SECTION 9. INDEMNIFICATION .................................................................................................... 10 9.1 Hold Harmless…………………………………………………………………………………………………….. 10 9.2 Survival………………………………………………………………………………………………………………. 10 SECTION 10. NONDISCRIMINATION ............................................................................................. 10 SECTION 11. INSURANCE AND BONDS ......................................................................................... 10 Invitation for Bid (IFB) Package 3 Rev. July 2012 CONSTRUCTION CONTRACT SECTION 12. PROHIBITION AGAINST TRANSFERS ......................................................................... 11 SECTION 13. NOTICES .................................................................................................................. 11 13.1 Method of Notice ………………………………………………………………………………………………..11 13.2 Notice Recipients ................................................................................................ 11 13.3 Change of Address .............................................................................................. 12 14.1 Resolution of Contract Disputes .......................................................................... 12 14.2 Resolution of Other Disputes .............................................................................. 12 14.2.1 Non-Contract Disputes ……………………………………………………………………………….12 14.2.2 Litigation, City Election ……………………………………………………...........................12 14.3 Submission of Contract Dispute …………………………………………………………………………..13 14.3.1 By Contractor …………………………………………………………………………………………. 13 14.3.2 By City ……………………………………………………………………………………………………. 13 14.4 Contract Dispute Resolution Process .............................................................. …… 13 14.4.1 Direct Negotiation………………………………………………………………………… ………….13 14.4.2 Deferral of Contract Disputes ………………………………………………………………… 14 14.4.3 Mediation ………………………………………………………………………………………………….14 14.4.4 Binding Arbitration ……………………………………………………………………………………14 14.5 Non-Waiver …………………………………………………………………………………………………………15 SECTION 15. DEFAULT ................................................................................................................. 16 15.1 Notice of Default ................................................................................................ 16 15.2 Opportunity to Cure Default ............................................................................... 16 SECTION 16. CITY'S RIGHTS AND REMEDIES ................................................................................. 16 16.1 Remedies Upon Default ...................................................................................... 16 16.1.1 Delete Certain Servic………………………………………………………...........................16 16.1.2 Perform and Withhold ……………………………………………………………………………. 16 16.1.3 Suspend The Construction Contract ………………………………………………………….16 16.1.4 Terminate the Construction Contract for Default ……………………………………..16 16.1.5 Invoke the Performance Bond ………………………………………………………………….16 16.1.6 Additional Provisions ……………………………………………………………………………….17 16.2 Delays by Sureties .............................................................................................. 17 16.3 Damages to City ................................................................................................. 17 16.3.1 For Contractor's Default …………………………………………………………………………..17 16.3.2 Compensation for Losses ………………………………………………………………………….17 16.5 Suspension by City for Convenience .................................................................... 18 16.6 Termination Without Cause ................................................................................ 18 Invitation for Bid (IFB) Package 4 Rev. July 2012 CONSTRUCTION CONTRACT 16.6.1 Compensation ………………………………………………………………………………………….18 16.6.2 Subcontractors …………………………………………………………………………………………18 16.7 Contractor’s Duties Upon Termination ................................................................ 19 SECTION 17. CONTRACTOR'S RIGHTS AND REMEDIES .................................................................. 19 17.1 Contractor’s Remedies ........................................................................................ 19 17.1.1 For Work Stoppage ………………………………………………………………………………….. 19 17.1.2 For City's Non-Payment …………………………………………………………………………… 19 17.2 Damages to Contractor ....................................................................................... 19 SECTION 18. ACCOUNTING RECORDS .......................................................................................... 19 18.1 Financial Management and City Access ......................................................... ……. 19 18.2 Compliance with City Requests ....................................................................... …. 20 SECTION 19. INDEPENDENT PARTIES ........................................................................................... 20 SECTION 20. NUISANCE ............................................................................................................... 20 SECTION 21. PERMITS AND LICENSES........................................................................................... 20 SECTION 22. WAIVER .................................................................................................................. 20 SECTION 23. GOVERNING LAW .................................................................................................... 20 SECTION 24. COMPLETE AGREEMENT .......................................................................................... 21 SECTION 25. SURVIVAL OF CONTRACT ......................................................................................... 21 SECTION 26. PREVAILING WAGES ................................................................................................ 21 SECTION 27. NON APPROPRIATION ............................................................................................. 21 SECTION 28. GOVERNMENTAL POWERS ...................................................................................... 21 SECTION 29. ATTORNEY FEES ...................................................................................................... 21 SECTION 30. COUNTERPARTS ...................................................................................................... 22 SECTION 31. SEVERABILITY .......................................................................................................... 22 Invitation for Bid (IFB) Package 5 Rev. July 2012 CONSTRUCTION CONTRACT CONSTRUCTION CONTRACT THIS CONSTRUCTION CONTRACT entered into on Decmber 01, 2013 (“Execution Date”) by and between the CITY OF PALO ALTO, a California chartered municipal corporation ("City"), and QLM, INC. ("Contractor"), is made with reference to the following: R E C I T A L S: A. City is a municipal corporation duly organized and validly existing under the laws of the State of California with the power to carry on its business as it is now being conducted under the statutes of the State of California and the Charter of City. B. Contractor is a Corporation duly organized and in good standing in the State of California, Contractor’s License Number 662718. Contractor represents that it is duly licensed by the State of California and has the background, knowledge, experience and expertise to perform the obligations set forth in this Construction Contract. C. On October 08, 2013, City issued an Invitation for Bids (IFB) to contractors for the City Of PA RWQCP Landscape Project (“Project”). In response to the IFB, Contractor submitted a bid. D. City and Contractor desire to enter into this Construction Contract for the Project, and other services as identified in the Bid Documents for the Project upon the following terms and conditions. NOW THEREFORE, in consideration of the mutual promises and undertakings hereinafter set forth and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, it is mutually agreed by and between the undersigned parties as follows: SECTION 1 INCORPORATION OF RECITALS AND DEFINITIONS. 1.1 Recitals. All of the recitals are incorporated herein by reference. 1.2 Definitions. Capitalized terms shall have the meanings set forth in this Construction Contract and/or in the General Conditions. If there is a conflict between the definitions in this Construction Contract and in the General Conditions, the definitions in this Construction Contract shall prevail. SECTION 2 THE PROJECT. The Project is the construction of the City of PA RWQCP Landscape Project ("Project"). SECTION 3 THE CONTRACT DOCUMENTS. 3.1 List of Documents. The Contract Documents (sometimes collectively referred to as “Agreement” or “Bid Documents”) consist of the following documents which are on file with the Purchasing Division and are hereby incorporated by reference. 1) Change Orders 2) Field Change Orders Invitation for Bid (IFB) Package 6 Rev. July 2012 CONSTRUCTION CONTRACT 3) Contract 4) Project Plans and Drawings 5) Technical Specifications 6) Special Provisions 7) Notice Inviting Bids 8) Instructions to Bidders 9) General Conditions 10) Bidding Addenda 11) Invitation for Bids 12) Contractor's Bid/Non-Collusion Affidavit 13) Reports listed in the Bidding Documents 14) Public Works Department’s Standard Drawings and Specifications dated 2007 and updated from time to time 15) Utilities Department’s Water, Gas, Wastewater, Electric Utilities Standards dated 2005 and updated from time to time 16) City of Palo Alto Traffic Control Requirements 17) City of Palo Alto Truck Route Map and Regulations 18) Notice Inviting Pre-Qualification Statements, Pre-Qualification Statement, and Pre- Qualification Checklist (if applicable) 19) Performance and Payment Bonds 20) Insurance Forms 3.2 Order of Precedence. For the purposes of construing, interpreting and resolving inconsistencies between and among the provisions of this Contract, the Contract Documents shall have the order of precedence as set forth in the preceding section. If a claimed inconsistency cannot be resolved through the order of precedence, the City shall have the sole power to decide which document or provision shall govern as may be in the best interests of the City. // // Invitation for Bid (IFB) Package 7 Rev. July 2012 CONSTRUCTION CONTRACT SECTION 4 THE WORK. The Work includes all labor, materials, equipment, services, permits, fees, licenses and taxes, and all other things necessary for Contractor to perform its obligations and complete the Project, including, without limitation, any Changes approved by City, in accordance with the Contract Documents and all Applicable Code Requirements. SECTION 5 PROJECT TEAM. In addition to Contractor, City has retained, or may retain, consultants and contractors to provide professional and technical consultation for the design and construction of the Project. The Project requires that Contractor operate efficiently, effectively and cooperatively with City as well as all other members of the Project Team and other contractors retained by City to construct other portions of the Project. SECTION 6 TIME OF COMPLETION. 6.1 Time Is of Essence. Time is of the essence with respect to all time limits set forth in the Contract Documents. 6.2 Commencement of Work. Contractor shall commence the Work on the date specified in City’s Notice to Proceed. 6.3 Contract Time. Work hereunder shall begin on the date specified on the City’s Notice to Proceed and shall be completed not later than March 1 for exterior project locations and April 15 for interior project site. 6.4 Liquidated Damages. 6.4.1 Entitlement. City and Contractor acknowledge and agree that if Contractor fails to fully and satisfactorily complete the Work within the Contract Time, City will suffer, as a result of Contractor’s failure, substantial damages which are both extremely difficult and impracticable to ascertain. Such damages may include, but are not limited to: (i) Loss of public confidence in City and its contractors and consultants. (ii) Loss of public use of public facilities. (iii) Extended disruption to public. // // // // Invitation for Bid (IFB) Package 2 Rev. July 2012 CONSTRUCTION CONTRACT 6.4.2 Daily Amount. City and Contractor have reasonably endeavored, but failed, to ascertain the actual damage that City will incur if Contractor fails to achieve Substantial Completion of the entire Work within the Contract Time. Therefore, the parties agree that in addition to all other damages to which City may be entitled other than delay damages, in the event Contractor shall fail to achieve Substantial Completion of the entire Work within the Contract Time, Contractor shall pay City as liquidated damages the amount of $500 per day for each Day occurring after the expiration of the Contract Time until Contractor achieves Substantial Completion of the entire Work. The liquidated damages amount is not a penalty but considered to be a reasonable estimate of the amount of damages City will suffer by delay in completion of the Work. 6.4.3 Exclusive Remedy. City and Contractor acknowledge and agree that this liquidated damages provision shall be City’s only remedy for delay damages caused by Contractor’s failure to achieve Substantial Completion of the entire Work within the Contract Time. 6.4.4 Other Remedies. City is entitled to any and all available legal and equitable remedies City may have where City’s Losses are caused by any reason other than Contractor’s failure to achieve Substantial Completion of the entire Work within the Contract Time. 6.5 Adjustments to Contract Time. The Contract Time may only be adjusted for time extensions approved by City and agreed to by Change Order executed by City and Contractor in accordance with the requirements of the Contract Documents. SECTION 7 COMPENSATION TO CONTRACTOR. 7.1 Contract Sum. Contractor shall be compensated for satisfactory completion of the Work in compliance with the Contract Documents the Contract Sum of One Million Thirty-four Six Hundred Eighty-one Dollars ($1,034,681.00). [This amount includes the Base Bid and Add Alternates .] / / / / Invitation for Bid (IFB) Package 9 Rev. July 2012 CONSTRUCTION CONTRACT 7.2 Full Compensation. The Contract Sum shall be full compensation to Contractor for all Work provided by Contractor and, except as otherwise expressly permitted by the terms of the Contract Documents, shall cover all Losses arising out of the nature of the Work or from the acts of the elements or any unforeseen difficulties or obstructions which may arise or be encountered in performance of the Work until its Acceptance by City, all risks connected with the Work, and any and all expenses incurred due to suspension or discontinuance of the Work. The Contract Sum may only be adjusted for Change Orders issued, executed and satisfactorily performed in accordance with the requirements of the Contract Documents. 7.3 Compensation for Extra or Deleted Work. The Contract Sum shall be adjusted (either by addition or credit) for Changes in the Work involving Extra Work or Deleted Work based on one or more of the following methods to be selected by City: 1. Unit prices stated in the Contract Documents or agreed upon by City and Contractor, which unit prices shall be deemed to include Contractor Markup and Subcontractor/Sub-subcontractor Markups permitted by this Section. 2. A lump sum agreed upon by City and Contractor, based on the estimated Allowable Costs and Contractor Markup and Subcontractor Markup computed in accordance with this Section. 3. Contractor’s Allowable Costs, plus Contractor Markup and Subcontractor Markups applicable to such Extra Work computed in accordance with this Section. Contractor Markup and Subcontractor/Sub-subcontractor Markups set forth herein are the full amount of compensation to be added for Extra Work or to be subtracted for Deleted Work that is attributable to overhead (direct and indirect) and profit of Contractor and of its Subcontractors and Sub-subcontractors, of every Tier. When using this payment methodology, Contractor Markup and Subcontractor/Sub-subcontractor Markups, which shall not be compounded, shall be computed as follows: 7.3.1 Markup Self-Performed Work. 10% of the Allowable Costs for that portion of the Extra Work or Deleted Work to be performed by Contractor with its own forces. 7.3.2 Markup for Work Performed by Subcontractors. 15% of the Allowable Costs for that portion of the Extra Work or Deleted Work to be performed by a first Tier Subcontractor. SECTION 8 STANDARD OF CARE. Contractor agrees that the Work shall be performed by qualified, experienced and well-supervised personnel. All services performed in connection with this Construction Contract shall be performed in a manner consistent with the standard of care under California law applicable to those who specialize in providing such services for projects of the type, scope and complexity of the Project. Invitation for Bid (IFB) Package 10 Rev. July 2012 CONSTRUCTION CONTRACT SECTION 9 INDEMNIFICATION. 9.1 Hold Harmless. To the fullest extent allowed by law, Contractor will defend, indemnify, and hold harmless City, its City Council, boards and commissions, officers, agents, employees, representatives and volunteers (hereinafter collectively referred to as "Indemnitees"), through legal counsel acceptable to City, from and against any and all Losses arising directly or indirectly from, or in any manner relating to any of, the following: (i) Performance or nonperformance of the Work by Contractor or its Subcontractors or Sub- subcontractors, of any tier; (ii) Performance or nonperformance by Contractor or its Subcontractors or Sub- subcontractors of any tier, of any of the obligations under the Contract Documents; (iii) The construction activities of Contractor or its Subcontractors or Sub-subcontractors, of any tier, either on the Site or on other properties; (iv) The payment or nonpayment by Contractor to any of its employees, Subcontractors or Sub-subcontractors of any tier, for Work performed on or off the Site for the Project; and (v) Any personal injury, property damage or economic loss to third persons associated with the performance or nonperformance by Contractor or its Subcontractors or Sub- subcontractors of any tier, of the Work. However, nothing herein shall obligate Contractor to indemnify any Indemnitee for Losses resulting from the sole or active negligence or willful misconduct of the Indemnitee. Contractor shall pay City for any costs City incurs to enforce this provision. Nothing in the Contract Documents shall be construed to give rise to any implied right of indemnity in favor of Contractor against City or any other Indemnitee. 9.2 Survival. The provisions of Section 9 shall survive the termination of this Construction Contract. SECTION 10 NONDISCRIMINATION. As set forth in Palo Alto Municipal Code section 2.30.510, Contractor certifies that in the performance of this Agreement, it shall not discriminate in the employment of any person because of the race, skin color, gender, age, religion, disability, national origin, ancestry, sexual orientation, housing status, marital status, familial status, weight or height of such person. Contractor acknowledges that it has read and understands the provisions of Section 2.30.510 of the Palo Alto Municipal Code relating to Nondiscrimination Requirements and the penalties for violation thereof, and will comply with all requirements of Section 2.30.510 pertaining to nondiscrimination in employment. SECTION 11 INSURANCE AND BONDS. On or before the Execution Date, Contractor shall provide City with evidence that it has obtained insurance and Performance and Payment Bonds satisfying all requirements in Article 11 of the General Conditions. Failure to do so shall be deemed a material breach of this Construction Contract. Invitation for Bid (IFB) Package 11 Rev. July 2012 CONSTRUCTION CONTRACT SECTION 12 PROHIBITION AGAINST TRANSFERS. City is entering into this Construction Contract based upon the stated experience and qualifications of the Contractor and its subcontractors set forth in Contractor’s Bid. Accordingly, Contractor shall not assign, hypothecate or transfer this Construction Contract or any interest therein directly or indirectly, by operation of law or otherwise without the prior written consent of City. Any assignment, hypothecation or transfer without said consent shall be null and void. The sale, assignment, transfer or other disposition of any of the issued and outstanding capital stock of Contractor or of any general partner or joint venturer or syndicate member of Contractor, if the Contractor is a partnership or joint venture or syndicate or co-tenancy shall result in changing the control of Contractor, shall be construed as an assignment of this Construction Contract. Control means more than fifty percent (50%) of the voting power of the corporation or other entity. SECTION 13 NOTICES. 13.1 Method of Notice. All notices, demands, requests or approvals to be given under this Construction Contract shall be given in writing and shall be deemed served on the earlier of the following: (i) On the date delivered if delivered personally; (ii) On the third business day after the deposit thereof in the United States mail, postage prepaid, and addressed as hereinafter provided; (iii) On the date sent if sent by facsimile transmission; (iv) On the date sent if delivered by electronic mail; or (v) On the date it is accepted or rejected if sent by certified mail. 13.2 Notice Recipients. All notices, demands or requests (including, without limitation, Claims) from Contractor to City shall include the Project name and the number of this Construction Contract and shall be addressed to City at: 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 Public Works Administration 250 Hamilton Avenue Palo Alto, CA 94301 Attn: Julie Wiess In addition, copies of all Claims by Contractor under this Construction Contract shall be provided to the following: Palo Alto City Attorney’s Office 250 Hamilton Avenue P.O. Box 10250 Palo Alto, California 94303 All Claims shall be delivered personally or sent by certified mail. Invitation for Bid (IFB) Package 12 Rev. July 2012 CONSTRUCTION CONTRACT All notices, demands, requests or approvals from City to Contractor shall be addressed to: QLM, INC. PO Box 33162 Los Gatos, CA 95031 13.3 Change of Address. In the event of any change of address, the moving party shall notify the other party of the change of address in writing. Each party may, by written notice only, add, delete or replace any individuals to whom and addresses to which notice shall be provided. SECTION 14 DISPUTE RESOLUTION. 14.1 Resolution of Contract Disputes. Contract Disputes shall be resolved by the parties in accordance with the provisions of this Section 14, in lieu of any and all rights under the law that either party have its rights adjudged by a trial court or jury. All Contract Disputes shall be subject to the Contract Dispute Resolution Process set forth in this Section 14, which shall be the exclusive recourse of Contractor and City for such Contract Disputes. 14.2 Resolution of Other Disputes. 14.2.1 Non-Contract Disputes. Contract Disputes shall not include any of the following: (i) Penalties or forfeitures prescribed by statute or regulation imposed by a governmental agency; (ii) Third party tort claims for personal injury, property damage or death relating to any Work performed by Contractor or its Subcontractors or Sub-subcontractors of any tier; (iii) False claims liability under California Government Code Section 12650, et. seq.; (iv) Defects in the Work first discovered by City after Final Payment by City to Contractor; (v) Stop notices; or (vi) The right of City to specific performance or injunctive relief to compel performance of any provision of the Contract Documents. 14.2.2 Litigation, City Election. Matters that do not constitute Contract Disputes shall be resolved by way of an action filed in the Superior Court of the State of California, County of Santa Clara, and shall not be subject to the Contract Dispute Resolution Process. However, the City reserves the right, in its sole and absolute discretion, to treat such disputes as Contract Disputes. Upon written notice by City of its election as provided in the preceding sentence, such dispute shall be submitted by the parties and finally decided pursuant to the Contract Dispute Resolution Process in the manner as required for Contract Disputes, including, without limitation, City’s right under Paragraph 14.4.2 to defer resolution and final determination until after Final Completion of the Work. Invitation for Bid (IFB) Package 13 Rev. July 2012 CONSTRUCTION CONTRACT 14.3 Submission of Contract Dispute. 14.3.1 By Contractor. Contractors may commence the Contract Dispute Resolution Process upon City's written response denying all or part of a Claim pursuant to Paragraph 4.2.9 or 4.2.10 of the General Conditions. Contractor shall submit a written Statement of Contract Dispute (as set forth below) to City within seven (7) Days after City rejects all or a portion of Contractor's Claim. Failure by Contractor to submit its Statement of Contract Dispute in a timely manner shall result in City’s decision by City on the Claim becoming final and binding. Contractor’s Statement of Contract Dispute shall be signed under penalty of perjury and shall state with specificity the events or circumstances giving rise to the Contract Dispute, the dates of their occurrence and the asserted effect on the Contract Sum and the Contract Time. The Statement of Contract Dispute shall include adequate supporting data to substantiate the disputed Claim. Adequate supporting data for a Contract Dispute relating to an adjustment of the Contract Time shall include both of the following: (i) All of the scheduling data required to be submitted by Contractor under the Contract Documents to obtain extensions of time and adjustments to the Contract Time and (ii) A detailed, event-by-event description of the impact of each event on completion of Work. Adequate data to support a Statement of Contract Dispute involving an adjustment of the Contract Sum must include both of the following: (a) A detailed cost breakdown and (b) Supporting cost data in such form and including such information and other supporting data as required under the Contract Documents for submission of Change Order Requests and Claims. 14.3.2 By City. City's right to commence the Contract Dispute Resolution Process shall arise at any time following City's actual discovery of the circumstances giving rise to the Contract Dispute. City asserts Contract Disputes in response to a Contract Dispute asserted by Contractor. A Statement of Contract Dispute submitted by City shall state the events or circumstances giving rise to the Contract Dispute, the dates of their occurrence and the damages or other relief claimed by City as a result of such events. 14.4 Contract Dispute Resolution Process. The parties shall utilize each of the following steps in the Contract Dispute Resolution Process in the sequence they appear below. Each party shall participate fully and in good faith in each step in the Contract Dispute Resolution Process, and good faith effort shall be a condition precedent to the right of each party to proceed to the next step in the process. 14.4.1 Direct Negotiations. Designated representatives of City and Contractor shall meet as soon as possible (but not later than ten (10) Days after receipt of the Statement of Contract Dispute) in a good faith effort to negotiate a resolution to the Contract Dispute. Each party shall be represented in such negotiations by an authorized representative with full knowledge of the details of the Claims or defenses being asserted by such party in the negotiations, and with full authority to resolve such Contract Dispute then and there, subject only to City’s obligation to obtain administrative and/or City Council approval of any agreed settlement or resolution. If the Contract Dispute involves the assertion of a right or claim by a Subcontractor or Sub-subcontractor, of any tier, against Contractor that is in turn being asserted by Contractor against City (“Pass-Through Claim”), then the Subcontractor or Sub-Subcontractor shall also have a representative attend the negotiations, with the same authority and knowledge as described above. Upon completion of the meeting, if the Contract Dispute is not resolved, the parties may either continue the negotiations or Invitation for Bid (IFB) Package 14 Rev. July 2012 CONSTRUCTION CONTRACT any party may declare negotiations ended. All discussions that occur during such negotiations and all documents prepared solely for the purpose of such negotiations shall be confidential and privileged pursuant to California Evidence Code Sections 1119 and 1152. 14.4.2 Deferral of Contract Disputes. Following the completion of the negotiations required by Paragraph 14.4.1, all unresolved Contract Disputes shall be deferred pending Final Completion of the Project, subject to City’s right, in its sole and absolute discretion, to require that the Contract Dispute Resolution Process proceed prior to Final Completion. All Contract Disputes that have been deferred until Final Completion shall be consolidated within a reasonable time after Final Completion and thereafter pursued to resolution pursuant to this Contract Dispute Resolution Process. The parties can continue informal negotiations of Contract Disputes; provided, however, that such informal negotiations shall not be alter the provisions of the Agreement deferring final determination and resolution of unresolved Contract Disputes until after Final Completion. 14.4.3 Mediation. If the Contract Dispute remains unresolved after negotiations pursuant to Paragraph 14.4.1, the parties shall submit the Contract Dispute to non-binding mediation before a mutually acceptable third party mediator. .1 Qualifications of Mediator. The parties shall endeavor to select a mediator who is a retired judge or an attorney with at least five (5) years of experience in public works construction contract law and in mediating public works construction disputes. In addition, the mediator shall have at least twenty (20) hours of formal training in mediation skills. .2 Submission to Mediation and Selection of Mediator. The party initiating mediation of a Contract Dispute shall provide written notice to the other party of its decision to mediate. In the event the parties are unable to agree upon a mediator within fifteen (15) Days after the receipt of such written notice, then the parties shall submit the matter to the American Arbitration Association (AAA) at its San Francisco Regional Office for selection of a mediator in accordance with the AAA Construction Industry Mediation Rules. .3 Mediation Process. The location of the mediation shall be at the offices of City. The costs of mediation shall be shared equally by both parties. The mediator shall provide an independent assessment on the merits of the Contract Dispute and recommendations for resolution. All discussions that occur during the mediation and all documents prepared solely for the purpose of the mediation shall be confidential and privileged pursuant to California Evidence Code Sections 1119 and 1152. 14.4.4 Binding Arbitration. If the Contract Dispute is not resolved by mediation, then any party may submit the Contract Dispute for final and binding arbitration pursuant to the provisions of California Public Contract Code Sections 10240, et seq. The award of the arbitrator therein shall be final and may be entered as a judgment by any court of competent jurisdiction. Such arbitration shall be conducted in accordance with the following: .1 Arbitration Initiation. The arbitration shall be initiated by filing a complaint in arbitration in accordance with the regulations promulgated pursuant to California Public Contract Code Section 10240.5. Invitation for Bid (IFB) Package 15 Rev. July 2012 CONSTRUCTION CONTRACT .2 Qualifications of the Arbitrator. The arbitrator shall be approved by all parties. The arbitrator shall be a retired judge or an attorney with at least five (5) years of experience in public works construction contract law and in arbitrating public works construction disputes. In addition, the arbitrator shall have at least twenty (20) hours of formal training in arbitration skills. In the event the parties cannot agree upon an arbitrator, the provisions of California Public Contract Code Section 10240.3 shall be followed in selecting an arbitrator possessing the qualifications required herein. .3 Hearing Days and Location. Arbitration hearings shall be held at the offices of City and shall, except for good cause shown to and determined by the arbitrator, be conducted on consecutive business days, without interruption or continuance. .4 Hearing Delays. Arbitration hearings shall not be delayed except upon good cause shown. .5 Recording Hearings. All hearings to receive evidence shall be recorded by a certified stenographic reporter, with the costs thereof borne equally by City and Contractor and allocated by the arbitrator in the final award. .6 Limitation of Depositions. The parties may conduct discovery in accordance with the provisions of section 10240.11 of the Public Contract Code; provided, however, that depositions shall be limited to both of the following: (i) Ten (10) percipient witnesses for each party and 5 expert witnesses per party. Upon a showing of good cause, the arbitrator may increase the number of permitted depositions. An individual who is both percipient and expert shall, for purposes of applying the foregoing numerical limitation only, be deemed an expert. Expert reports shall be exchanged prior to receipt of evidence, in accordance with the direction of the arbitrator, and expert reports (including initial and rebuttal reports) not so submitted shall not be admissible as evidence. .7 Authority of the Arbitrator. The arbitrator shall have the authority to hear dispositive motions and issue interim orders and interim or executory awards. .8 Waiver of Jury Trial. Contractor and City each voluntarily waives its right to a jury trial with respect to any Contract Dispute that is subject to binding arbitration in accordance with the provisions of this Paragraph 14.4.4. Contractor shall include this provision in its contracts with its Subcontractors who provide any portion of the Work. 14.5 Non-Waiver. Participation in the Contract Dispute Resolution Process shall not waive, release or compromise any defense of City, including, without limitation, any defense based on the assertion that the rights or Claims of Contractor that are the basis of a Contract Dispute were previously waived by Contractor due to Contractor’s failure to comply with the Contract Documents, including, without limitation, Contractor’s failure to comply with any time periods for providing notice of requests for adjustments of the Contract Sum or Contract Time or for submission of Claims or supporting documentation of Claims. Invitation for Bid (IFB) Package 16 Rev. July 2012 CONSTRUCTION CONTRACT SECTION 15 DEFAULT. 15.1 Notice of Default. In the event that City determines, in its sole discretion, that Contractor has failed or refused to perform any of the obligations set forth in the Contract Documents, or is in breach of any provision of the Contract Documents, City may give written notice of default to Contractor in the manner specified for the giving of notices in the Construction Contract. 15.2 Opportunity to Cure Default. Except for emergencies, Contractor shall cure any default in performance of its obligations under the Contract Documents within two (2) Days (or such shorter time as City may reasonably require) after receipt of written notice. However, if the breach cannot be reasonably cured within such time, Contractor will commence to cure the breach within two (2) Days (or such shorter time as City may reasonably require) and will diligently and continuously prosecute such cure to completion within a reasonable time, which shall in no event be later than ten (10) Days after receipt of such written notice. SECTION 16 CITY'S RIGHTS AND REMEDIES. 16.1 Remedies Upon Default. If Contractor fails to cure any default of this Construction Contract within the time period set forth above in Section 15, then City may pursue any remedies available under law or equity, including, without limitation, the following: 16.1.1 Delete Certain Services. City may, without terminating the Construction Contract, delete certain portions of the Work, reserving to itself all rights to Losses related thereto. 16.1.2 Perform and Withhold. City may, without terminating the Construction Contract, engage others to perform the Work or portion of the Work that has not been adequately performed by Contractor and withhold the cost thereof to City from future payments to Contractor, reserving to itself all rights to Losses related thereto. 16.1.3 Suspend The Construction Contract. City may, without terminating the Construction Contract and reserving to itself all rights to Losses related thereto, suspend all or any portion of this Construction Contract for as long a period of time as City determines, in its sole discretion, appropriate, in which event City shall have no obligation to adjust the Contract Sum or Contract Time, and shall have no liability to Contractor for damages if City directs Contractor to resume Work. 16.1.4 Terminate the Construction Contract for Default. City shall have the right to terminate this Construction Contract, in whole or in part, upon the failure of Contractor to promptly cure any default as required by Section 15. City’s election to terminate the Construction Contract for default shall be communicated by giving Contractor a written notice of termination in the manner specified for the giving of notices in the Construction Contract. Any notice of termination given to Contractor by City shall be effective immediately, unless otherwise provided therein. 16.1.5 Invoke the Performance Bond. City may, with or without terminating the Construction Contract and reserving to itself all rights to Losses related thereto, exercise its rights under the Performance Bond. Invitation for Bid (IFB) Package 17 Rev. July 2012 CONSTRUCTION CONTRACT 16.1.6 Additional Provisions. All of City’s rights and remedies under this Construction Contract are cumulative, and shall be in addition to those rights and remedies available in law or in equity. Designation in the Contract Documents of certain breaches as material shall not waive the City’s authority to designate other breaches as material nor limit City’s right to terminate the Construction Contract, or prevent the City from terminating the Agreement for breaches that are not material. City’s determination of whether there has been noncompliance with the Construction Contract so as to warrant exercise by City of its rights and remedies for default under the Construction Contract, shall be binding on all parties. No termination or action taken by City after such termination shall prejudice any other rights or remedies of City provided by law or equity or by the Contract Documents upon such termination; and City may proceed against Contractor to recover all liquidated damages and Losses suffered by City. 16.2 Delays by Sureties. Without limiting to any of City’s other rights or remedies, City has the right to suspend the performance of the Work by Contractor’s sureties in the event of any of the following: (i) The sureties’ failure to begin Work within a reasonable time in such manner as to insure full compliance with the Construction Contract within the Contract Time; (ii) The sureties’ abandonment of the Work; (iii) If at any time City is of the opinion the sureties’ Work is unnecessarily or unreasonably delaying the Work; (iv) The sureties’ violation of any terms of the Construction Contract; (v) The sureties’ failure to perform according to the Contract Documents; or (vi) The sureties’ failure to follow City’s instructions for completion of the Work within the Contract Time. 16.3 Damages to City. 16.3.1 For Contractor's Default. City will be entitled to recovery of all Losses under law or equity in the event of Contractor’s default under the Contract Documents. 16.3.2 Compensation for Losses. In the event that City's Losses arise from Contractor’s default under the Contract Documents, City shall be entitled to withhold monies otherwise payable to Contractor until Final Completion of the Project. If City incurs Losses due to Contractor’s default, then the amount of Losses shall be deducted from the amounts withheld. Should the amount withheld exceed the amount deducted, the balance will be paid to Contractor or its designee upon Final Completion of the Project. If the Losses incurred by City exceed the amount withheld, Contractor shall be liable to City for the difference and shall promptly remit same to City. Invitation for Bid (IFB) Package 18 Rev. July 2012 CONSTRUCTION CONTRACT 16.4 Suspension by City for Convenience. City may, at any time and from time to time, without cause, order Contractor, in writing, to suspend, delay, or interrupt the Work in whole or in part for such period of time, up to an aggregate of fifty percent (50%) of the Contract Time. The order shall be specifically identified as a Suspension Order by City. Upon receipt of a Suspension Order, Contractor shall, at City’s expense, comply with the order and take all reasonable steps to minimize costs allocable to the Work covered by the Suspension Order. During the Suspension or extension of the Suspension, if any, City shall either cancel the Suspension Order or, by Change Order, delete the Work covered by the Suspension Order. If a Suspension Order is canceled or expires, Contractor shall resume and continue with the Work. A Change Order will be issued to cover any adjustments of the Contract Sum or the Contract Time necessarily caused by such suspension. A Suspension Order shall not be the exclusive method for City to stop the Work. 16.5 Termination Without Cause. City may, at its sole discretion and without cause, terminate this Construction Contract in part or in whole by giving thirty (30) Days written notice to Contractor. The compensation allowed under this Paragraph 16.5 shall be the Contractor’s sole and exclusive compensation for such termination and Contractor waives any claim for other compensation or Losses, including, but not limited to, loss of anticipated profits, loss of revenue, lost opportunity, or other consequential, direct, indirect or incidental damages of any kind resulting from termination without cause. 16.5.1 Compensation. Following such termination and within forty-five (45) Days after receipt of a billing from Contractor seeking payment of sums authorized by this Paragraph 16.5, City shall pay the following to Contractor as Contractor’s sole compensation for performance of the Work : .1 For Work Performed. The amount of the Contract Sum allocable to the portion of the Work properly performed by Contractor as of the date of termination, less sums previously paid to Contractor. .2 For Close-out Costs. Reasonable costs of Contractor and its Subcontractors and Sub-subcontractors for: (i) Demobilizing and (ii) Administering the close-out of its participation in the Project (including, without limitation, all billing and accounting functions, not including attorney or expert fees) for a period of no longer than thirty (30) Days after receipt of the notice of termination. .3 For Fabricated Items. Previously unpaid cost of any items delivered to the Project Site which were fabricated for subsequent incorporation in the Work. 16.5.2 Subcontractors. Contractor shall include provisions in all of its subcontracts, purchase orders and other contracts permitting termination for convenience by Contractor on terms that are consistent with this Construction Contract and that afford no greater rights of recovery against Contractor than are afforded to Contractor against City under this Section. Invitation for Bid (IFB) Package 19 Rev. July 2012 CONSTRUCTION CONTRACT 16.6 Contractor’s Duties Upon Termination. Upon receipt of a notice of termination for default or for convenience, Contractor shall, unless the notice directs otherwise, do the following: (i) Immediately discontinue the Work to the extent specified in the notice; (ii) Place no further orders or subcontracts for materials, equipment, services or facilities, except as may be necessary for completion of such portion of the Work that is not discontinued; (iii) Provide to City a description, in writing no later than fifteen (15) days after receipt of the notice of termination, of all subcontracts, purchase orders and contracts that are outstanding, including, without limitation, the terms of the original price, any changes, payments, balance owing, the status of the portion of the Work covered and a copy of the subcontract, purchase order or contract and any written changes, amendments or modifications thereto, together with such other information as City may determine necessary in order to decide whether to accept assignment of or request Contractor to terminate the subcontract, purchase order or contract; (iv) Promptly assign to City those subcontracts, purchase orders or contracts, or portions thereof, that City elects to accept by assignment and cancel, on the most favorable terms reasonably possible, all subcontracts, purchase orders or contracts, or portions thereof, that City does not elect to accept by assignment; and (v) Thereafter do only such Work as may be necessary to preserve and protect Work already in progress and to protect materials, plants, and equipment on the Project Site or in transit thereto. SECTION 17 CONTRACTOR'S RIGHTS AND REMEDIES. 17.1 Contractor’s Remedies. Contractor may terminate this Construction Contract only upon the occurrence of one of the following: 17.1.1 For Work Stoppage. The Work is stopped for sixty (60) consecutive Days, through no act or fault of Contractor, any Subcontractor, or any employee or agent of Contractor or any Subcontractor, due to issuance of an order of a court or other public authority other than City having jurisdiction or due to an act of government, such as a declaration of a national emergency making material unavailable. This provision shall not apply to any work stoppage resulting from the City’s issuance of a suspension notice issued either for cause or for convenience. 17.1.2 For City's Non-Payment. If City does not make pay Contractor undisputed sums within ninety (90) Days after receipt of notice from Contractor, Contractor may terminate the Construction Contract (30) days following a second notice to City of Contractor’s intention to terminate the Construction Contract. 17.2 Damages to Contractor. In the event of termination for cause by Contractor, City shall pay Contractor the sums provided for in Paragraph 16.5.1 above. Contractor agrees to accept such sums as its sole and exclusive compensation and agrees to waive any claim for other compensation or Losses, including, but not limited to, loss of anticipated profits, loss of revenue, lost opportunity, or other consequential, direct, indirect and incidental damages, of any kind. SECTION 18 ACCOUNTING RECORDS. 18.1 Financial Management and City Access. Contractor shall keep full and detailed accounts and exercise such controls as may be necessary for proper financial management under this Construction Contract in accordance with generally Invitation for Bid (IFB) Package 20 Rev. July 2012 CONSTRUCTION CONTRACT accepted accounting principles and practices. City and City's accountants during normal business hours, may inspect, audit and copy Contractor's records, books, estimates, take-offs, cost reports, ledgers, schedules, correspondence, instructions, drawings, receipts, subcontracts, purchase orders, vouchers, memoranda and other data relating to this Project. Contractor shall retain these documents for a period of three (3) years after the later of (i) final payment or (ii) final resolution of all Contract Disputes and other disputes, or (iii) for such longer period as may be required by law. 18.2 Compliance with City Requests. Contractor's compliance with any request by City pursuant to this Section 18 shall be a condition precedent to filing or maintenance of any legal action or proceeding by Contractor against City and to Contractor's right to receive further payments under the Contract Documents. City many enforce Contractor’s obligation to provide access to City of its business and other records referred to in Section 18.1 for inspection or copying by issuance of a writ or a provisional or permanent mandatory injunction by a court of competent jurisdiction based on affidavits submitted to such court, without the necessity of oral testimony. SECTION 19 INDEPENDENT PARTIES. Each party is acting in its independent capacity and not as agents, employees, partners, or joint ventures’ of the other party. City, its officers or employees shall have no control over the conduct of Contractor or its respective agents, employees, subconsultants, or subcontractors, except as herein set forth. SECTION 20 NUISANCE. Contractor shall not maintain, commit, nor permit the maintenance or commission of any nuisance in connection in the performance of services under this Construction Contract. SECTION 21 PERMITS AND LICENSES. Except as otherwise provided in the Special Provisions and Technical Specifications, The Contractor shall provide, procure and pay for all licenses, permits, and fees, required by the City or other government jurisdictions or agencies necessary to carry out and complete the Work. Payment of all costs and expenses for such licenses, permits, and fees shall be included in one or more Bid items. No other compensation shall be paid to the Contractor for these items or for delays caused by non-City inspectors or conditions set forth in the licenses or permits issued by other agencies. SECTION 22 WAIVER. A waiver by either party of any breach of any term, covenant, or condition contained herein shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant, or condition contained herein, whether of the same or a different character. SECTION 23 GOVERNING LAW. This Construction Contract shall be construed in accordance with and governed by the laws of the State of California. Invitation for Bid (IFB) Package 21 Rev. July 2012 CONSTRUCTION CONTRACT SECTION 24 COMPLETE AGREEMENT. This Agreement represents the entire and integrated agreement between the parties and supersedes all prior negotiations, representations, and contracts, either written or oral. This Agreement may be amended only by a written instrument, which is signed by the parties. SECTION 25 SURVIVAL OF CONTRACT. The provisions of the Construction Contract which by their nature survive termination of the Construction Contract or Final Completion, including, without limitation, all warranties, indemnities, payment obligations, and City’s right to audit Contractor’s books and records, shall remain in full force and effect after Final Completion or any termination of the Construction Contract. SECTION 26 PREVAILING WAGES. The Contractor is required to pay general prevailing wages as defined in Subchapter 3, Title 8 of the California Code of Regulations and Section 16000 et seq. and Section 1773.1 of the California Labor Code. Pursuant to the provisions of Section 1773 of the Labor Code of the State of California, the City Council has obtained the general prevailing rate of per diem wages and the general rate for holiday and overtime work in this locality for each craft, classification, or type of worker needed to execute the contract for this Project from the Director of the Department of Industrial Relations. Copies of these rates may be obtained at cost at the Purchasing office of the City of Palo Alto. Contractor shall provide a copy of prevailing wage rates to any staff or subcontractor hired, and shall pay the adopted prevailing wage rates as a minimum. Contractor shall comply with the provisions of Sections 1775, 1776, 1777.5, 1810, and 1813 of the Labor Code. SECTION 27 NON APPROPRIATION. This Agreement is subject to the fiscal provisions of the Charter of the City of Palo Alto and the Palo Alto Municipal Code. This Agreement will terminate without any penalty (a) at the end of any fiscal year in the event that the City does not appropriate funds for the following fiscal year for this event, or (b) at any time within a fiscal year in the event that funds are only appropriated for a portion of the fiscal year and funds for this Construction Contract are no longer available. This section shall take precedence in the event of a conflict with any other covenant, term, condition, or provision of this Agreement. SECTION 28 AUTHORITY. The individuals executing this Agreement represent and warrant that they have the legal capacity and authority to do so on behalf of their respective legal entities. SECTION 29 ATTORNEY FEES. 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 and in any dispute described in Paragraph 14.2, the prevailing party in any action brought to enforce the provision of this Agreement may recover its reasonable costs and attorney’s fees expended in connection with that action. The prevailing party shall be entitled to recover an amount equal to the fair market value of legal services provided by attorneys employed by it as well as any attorney’s’ fees paid to third parties. // // Invitation for Bid (IFB) Package 22 Rev. July 2012 CONSTRUCTION CONTRACT SECTION 30 COUNTERPARTS This Agreement may be signed in multiple counterparts, which shall, when executed by all the parties, constitute a single binding agreement. SECTION 31 SEVERABILITY. In case a provision of this Construction Contract is held to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not be affected. IN WITNESS WHEREOF, the parties have caused this Construction Contract to be executed the date and year first above written. CITY OF PALO ALTO ____________________________ City Manager APPROVED AS TO FORM: ___________________________ Senior Asst. City Attorney APPROVED: ___________________________ Public Works Director QLM, INC. By:___________________________ Name:_________________________ Title:________________________ , TO: FROM: DATE: REPORT TYPE: HONORABLE CITY COUNCIL CITY MANAGER SEPTEMBER 27, 2010 CONSENT DEPARTMENT: PUBLIC WORKS CMR:353:10 SUBJECT: Approval of a Contract with Siegfried Engineering Inc. in the Total Not to Exceed Amount of 595,689 to Conduct a Landscape Inventory and to Draft a Conceptual Design for Landscaping [n and Around tbe Regional Water Quality Control Plant RECOMMENDA nON Staff recommends that Council approve and authorize the City Manager or his designee to execute the attached contract with Siegfried Engineering Inc. (Attachment A) for a not to exceed amount of $95,689 to conduct a landscape inventory and to provide conceptual design services for landscaping in and around the Regional Water Quality Control Plant This amount includes $86,990 for basic services and $8,699 for additional services. Project Description The Baylands Master Plan and related Comprehensive Plan Policies reconmlend that the City provide screening for the Regional Water Quality Control Plant buildings and operations. Landscaping around the Regional Water Quality Control Plant perimeter was instaUed in the 1970s and 1980s, but since that time some of the trees have died and the irrigation system has degraded from weather and exposure. This project will provide Autocad-compatible surveys identifying trees and large vegetation that should remain for screening purposes, infonnation on the condition of existing irrigation pipe that will detennine how to best upgrade irrigation systems for new plantings, a conceptual design to enhance and improve screening in and around the plant, and a Draft Initial Study to detennine what, if any, level of mitigation will be required for the landscaping improvements in accordance with the California Environmental Quality Act. Summarv of Solicitation Process A requestfor proposal for the project was posted at City Hall and mailed to 28 contractors. The solicitation period was 42 days. Solicitations were received from eleven qualified contractors on June 15, 2010. Staff reviewed all solicitations and interviewed three consultants on July 22, 2010. Solicitation Name!Number Landscape Inventory and Design Development for the Regional Water Quality Control Plant! RFP#136167 Proposed Proiect Duration One year Number of Proposals Mailed 28 Total Days to Respond to Solicitation 42 Number of Solicitations Received II CMR:353,IO Page lof2 An evaluation committee of two Public Works Department staff reviewed the proposals and conducted the interviews. Siegfried Environmental Inc. displayed exceptional experience with similar projects and identified cost-saving opportunities as part of their proposal which will reduce the cost of service for this project. Therefore, staff is recommending that Council approve the proposed contract with Siegfried Engineering Inc. , RESOURCE IMPACf Funding for the contract is available in,the FY 2010-2011 Wastewater Treatment Fund Operating budget. POLICY IMPLICATIONS This recommendation does not represent any change to existing City policies. ENVIRONMENTAL REVIEW No environmental review is required for the work to be conducted under this contract. However. the contract Scope of Work includes preparation of a Draft: Initial Study that will assess the impacts of landscaping improvements that will be proposed. ATTACHMENTS Attachment A: Contract PREPARED BY: DEPARTMENT HEAD: CITY MANAGER APPROVAL: CMR:353:IO JUL"'/wl' ESKEENE Page 2 of2 AlTACHMENT A CITY OF PALO ALTO CONTRACT NO.: C 11136167 AGREEMENT BETWEEN THE CITY OF PALO ALTO AND SIEGFRIED ENGINEERING, INC. FOR PROFESSIONAL SERVICES LANDSCAPE INVENTORY AND DESIGN DEVELOPMENT FOR THE REGIONAL WATER QUALITY CONTROL PLANT This' AGREEMENT is entered into on this day of September, 2010, by and between the CITY OF PALO ALTO, a 'California chartered municipal corporation CiCITY"), and SIEGFRIED ENGINEERrnG. INC., a corporation in the State of California, with offices located at 3244 Brookside Road, Suite 100, Stockton, CA 95219 ("CONSULTANT"). RECITALS The following recitals are a substantive portion of this Agreement. A. CITY intends to embark upon the Regional Water Quality Control Plant (RWQCP) Tree and Irrigation Inventory and Landscape Design Project ("Project") and desires to engage a consultant to conduct a tree and irrigation system inventory, draft a conceptual design for landscaping in and aroW1d the RWQCP, and draft an Initial Study for the environmental impact review process in connection with the Project ("Services''). B. CONSULTANT has repres~nted that it has the necessary professional expertise, qualifications, and capability, and all required licenses andlor certifications to provide the Services. C. CITY in reliance on these representations desires to engage CONSULT ANT to provide the Services as more fully described in Exhibit "A", attached to and made a part of this Agreement. NOW, THEREFORE, in considemtion ofthe recitals, covenants, terms, and conditions, this Agreement, the parties agree: AGREEMENT SECTION 1. SCOPE OF SERVICES. CONSULTANT shall perform the Services described in Exhibit "A" in accordance with the tenus and conditions contained in this Agreement. 'The performance of all Services shall be to the reasonable satisfaction of CITY. SECTION 2. TERM. The tenn of this Agreement shall be from the date of its full execution through completion of the services in accordance with the Schedule of Performance attached as Exhibit ''B'' unless tenninated earlier pursu~t to Section 19 of this Agreement. SECTION 3. SCHEDULE OF PERFORMANCE. Time is of the essence in the perfonnance of Services under this Agreement. CONSULT ANT shall complete the Services within the tenn of this Agreement and in accordance with the schedule set forth in Exhibit ''B'', attached to and made apart of this Agreement. Any Services for which times for performance are not specified in this Agreement Profe$Sion~1 Services Rev. Janullry 11 • 2(11 0 CITY OF PALO ALTO CONTRACT NO.: CIl136l67 shall be comm~nced and completed by CONSULTANT in a reasonably prompt and timely manner based upon the circumstances and direction communicated to the CONSULTANT. CITY's agreement to extend the tenn or the schedule forperfonnance shall not pr~lude recovery of damages for delay if the extension is required due to the fault of CONSULTANf. SECTION 4. NOT TO EXCEED COMPENSATION. The compensation 10 be paid 10 CONSULTANT for performance afthe Services described in Exhibit "A'I, including both payment for professional services and reimbursable expenses, shall not ~xceed eighty-six thousand nine hundred ninety dollars ($86,990.00). In the event Additional Services are authorized, the lotal compensation for services and reimbursable expenses shall not exceed ninety-five thousand six hundred eighty-nine dollars ($95,689.00). The applicable rates and scheduleofpa~ent are set out in Exhibit "C-I", entitled "HOURLY RATE SCHEDULE," which is attached to and made'a part of this Agreement. Additional Services, if any, shall be authorized in accordance with and subject to the provisions of Exhibit "C". CONSULTANT shall not receive any compensation for Additional Services perfonned without the prior written 'authorization of CITY. Additional Services shall mean any work that is determined by CITY to be necessary for· the proper completion of the Project, but which is not .' included within the Scope of Services described in Exhibit "A". SECTION S. INVOICES. In order to request payment, CONSULTANT shall submit monthly invoices to the CITY describing the services performed and the applicable charges (including an identification of personnel who performed the services, hours worked, hourly rates, and reimbursable expenses), based upon the CONSULTANT's billing rates (set forth in Exhibit "C-1 '').If applicable, the invoice shall also describe the percentage of completion of each task. The information in CONSULT ANT's payment requests shall be subject to'verification by CITY. CONSULTANT shall send all invoices to the City's project manager at the address specified in Section 13 below. The City will generally process and pay invoices within thirty (30) days of receipt. SECTION 6. QUALIFICATIONS/STANDARD OF CARE. All of the Services shall be perfOlmed by CONSULT ANT or under CONSULT ANT's supervision. CONSULTANT represents that it possesses the professional and technical personnel necessary to perform the Services required by this Agreement and that the personnel have sufficient skill and experience to perform the Services assigned to them. CONSULTANT represents that it, its employees and subconsultants, ifpermitted, have and shall maintain during the teon of this Agreement all licenses, permits, qualifications, insurance and approvals of whatever nature that are legally required to perfonn the Services. All of the services to be furnished by CONSULTANT under this agreement shall meet the professional standard and quality that prevail among professionals in the same discipline and of similar knowledge and skill engaged in related work throughout California under the same or simllar circumstances. SECTION 7. CQMPLIANCE WITH LAWS. CONSULTANT shall keep ilselfinfonned of and in cQmpliance with all federal, state and local laws, ordinances, regulations, and orders that may affect in any manner the Project or the performance of the Services or those engaged to perform 2 Profcssio~a! Services Rev. January 11,2010 \'{:C.TERRA~erreo1\l'URCHOOC\SAP Bid. and P'O(IOSal$\R.FP\RFP136167 landscape Inventory and Desigp Development RWQC\Docs related to o:onlfacl\Conlnlct Cl 1 1 36 1 67 SIEGFRIED ENGJN SERINO.doc . ,. r ,. c. CITY OF PALO ALTO CONTRACT NO.' C11136167 Services lUlder this Agreement. CONSULTANT shall procure all permits and licenses, pay all charges and fees, and give all notices required by law in the performance of the Services. SECTION 8. ERRORS/OMISSIONS. CONSULTANT shaIl correct, at no cost to CITY, aoyaod all errors, omissions, or ambiguities in the work product submitted to CITY, provided CITY gives notice to CONSULTANT. If CONSULTANT has prepared plans and specifications or other design documents to construct the Project, CONSULT ANT shall be obligated to correct any and all errors, omissions or ambiguities discovered prior to and during the course of construction of the Project. This obligation shall survive termination of the Agreement. SECTION 9. COST ESTIMATES. If this Agreement pertains to thl,! design of a public works project, CONSULTANT shall submit estimates of probable construction costs at each phase of design submittal. If the total estimated construction cost at any submittal exceeds ten percent (10%) ofthe CITY's stated construction budget, CONSULT ANT shall make recommendations to the CITY for aligning the PROJECT design with the budget, incorporate CITY approved recommendations, and revise the design to meet the Project budget, at no additional cost to CITY. SECTION 10. INDEPENDENT CONTRACTOR It is understood and agreed that inperforming the Services under this Agreement CONSULTANT, and any person employed by or contracted with CONSULTANT to furnish labor andior materials under this Agreement, shall act as and be an independent contractor and not an agent or employee ofthe CITY. SECTION 11. ASSIGNMENT. The parties agree that the expertise and experience of CONSULT ANT arc material considerations for this Agreement. CONSULTANT shall not assign or transfer any interest in this AgreJrnent nor the performance of any of CONSULTANT's obligations hereunder without the prior written consent ofthe city manager. Consent to one assignment will not be deemed to be consent to any subsequent assignment. Any assigrunent made without the approval of the city manager will be void. SECTION 12. SUBCONTRACTING. Notwithstanding Section 11 above, CITY agrees that subconsultants may be used to complete the Services. The subconsultants authorized by CITY to perform work on this Project are: 1. ESA 2. URS (provide tree survey as listed in T~sk 1 and administration ofthe Draft Initial Study required as part of the EIR process for this project). (Provides expertise on plant selection for habitat enhancement and Bay Friendly plant pallets and will assist with any costing and specifications required for the project deliverables). CONSULTANT shall be responsible for directing the work of any subconsultants and for any ~ compensation due to subconsultants. CITY assrunes no responsibility whatsoever concerning compensation. CONSULTANT shan be fully responsible to CITY for all acts and omissioris of a subconsultant. CONSULTANT shall change or add subconsultants only with the prior approval of the city manager or his designee. 3 Professional Services Rev. January 11.2010 IICC-TERRA\janeol\PURCHDOC\SAP Bids and Pr\"lpO$llIs\RFP\RFP136161 umdscape.lnventory and Design Dcvdopmenl RWQCIDocs reilled 10 conrract\Conl!"al:l Cll1J6167 SlEGFRJED ENGlNEilRING.doc L CITY OF PALO ALTO CONTRACT NO.: C11136167 SECTION 13. PROJECT MANAGEMENT. CONSULTANT will assign Paul Schneider as the principat·in·charge to have supervisory responsibility for the performance, progress, and execution ~fthe SCIVices and Robert Norbutas as the project manager 0 repreSent CONSULTANT during the day-ta-day work on the Project. If circlUllstances cause the substitution of the project director, project coordinator, or any other key personnel for any reason, the appointment of a substitute project director and the assignment of any key new or replacement persOlUlci will be subject to the prior written approval of the CITY's project manager. CONSULTANT, at CITY's request, shall promptly remove personnel who CITY finds do not perfonn the Services in an acceptable manner, are Wlcooperative, or present a threat to the adequate or timely completion ofthe Project or a threat to the safety of persons or property. The City'S project manager is Julie Weiss, Public Works Department, Environmental Compliance Division, at 2501 Embarcadero Way, Palo Alto, CA 94303, Telephone: 650-329-2117. The project manager will be CONSULTANT's point of contact with respect to perfonnance, progress and execution of the Services. The CITY may designate an alternate project manager from time to time. SECTION 14. OWNERSHIP OF MATERIALS. Upon delivery, all work product, including -without liinifation, all writings, drawings, plans. reports, specifications, calculations, documents, other materials and copyright interests developed under this Agreement shall be and remain the exclusive property of CI1Y without restriction or limitation upon their use. CONSULTANT agrees that all copyrights which anse from creation ofthe work pursuant to this Agreement shall be vested in CITY. and CONSULTANT waives and relinquishes all claims to copyright or other intellectual property rights in favor of the CTIY. Neither CONSULT ANT nor its contractors, if any, shall make any of such materials available to any individual or organization without the prior written approval of the City Manager or designee. CONSULTANT makes no representation of the suitability of the work product for use in or application to circumstances not contemplated by the scope of work. SECl'ION 15. AUDITS. CONSULTANT will pennit CITY to audit, at any reasonable time during the tenn ofthis Agreement and for three (3) years thereafter, CONSULTANT's records pertaining to matters covered by this Agreement. CONSULTANT further agrees to main.tain and retain such records for at least three (3) years after the expiration or earlier termination of this Agreement. SECTION 16. INDEMNITY. (3J(Option A appUes to the following design professionals pursuant to Civil Code Section 2782.8: architects; landscape architects; registered professional engineers and licensed professional land surveyors.] 16.1. To the fullest extent permitted by law, CONSULTANT shall protect, indenmifY, defend and-hold hannless CITY, its Council members, officers. employees and agents (each an "Indemnified Party") from and against any and all demands. claims, or liability of any nature, including death or injury to any person, property damage or any other loss, including all costs and expenses of whatever nature including attorneys fees, experts fees, court costs and disbursements ("Claims") that arise out of, pertain to. or relate to the negligence, recklessness, or willful misconduct of the CONSULTANT, its officers, employees, agents or contractors under this Agreement, regardless of whether or not it is caused in part by an Indenmified Party. , Professional Services Rev. January I I, 2010 \\CC-T£RRA\jarnof\PURCHOOC\SAP Bids and I'roposals\RFP\RFP136\67 landscape Inventory and Design Development RWQC\Docs related 10 cona-actlContrsct Cll136167 SIEGfIUED ENGINEERlNG.doo CITY OF PALO ALTO CONTRACT NO.: Cll136167 DIOption B applies to any consultant who does Dot qualify as a design professional as defmed in Civil Code Section 2782.8.] 16.1. To the fullest extent pennitted by law, CONSULTANT sha1l protect, indemnifY. defend and hold harmless CiTY, its Council members, officers, employees and agents (each an "Indemnified Party") from and against any and all demands, claims, or liability of any nature, including death or injury to any person, property damage or any other loss, including all costs and expenses of whatever nature including attorneys fees, experts fees, court costs and disbursements ("Claims") resulting from, arising out of or in any manner related to performance or nonperformance by CONSULTANT, its officers, employees, agents or contractors under this Agreement, regardless of whether or not it is caused in part by an Indemnified Party. 16.2. Notwithstanding the above, nothing in this Section 16 shall be construed to require CONSULTANT to indemnify an Indemnified Party from Claims arising from the active negligence, sole negligence or willful misconduct of an Indemnified Party. 16.3. The acceptance of CONSULTANT's services and duties by CITY shall not operate as a waiver of the right of indemnification. The provisions of this Section 16 shall survive _!:he_expi~~~ion or early termination ofthis Agreement. SECTION 17. W AlYERS. The waiver by either party of any breach or violation of any covenant, tenn, condition or provision of this Agreement, or of the provisions of any ordinance or law, Will not be deemed to be a waiver of any other tenn, covenant, condition, provisions, ordinance or law, or of any subsequent breach or violation of the same or of any other tenn, covenant, condition, provision, ordinance or law. SECTION 18. INSURANCE. 18.1. CONSULTANT, at its sole cost and expense, shall obtain and maintain, in full force and effect during the tenn of this Agreement, the insurance coverage described in Exhibit "0". CONSULTANT and its contractors, if any, shall obtain a policy endorsement naming CITY as an additional insured under any general liability or automobile policy or policies. 18.2. All insurance coverage required herewtder shall be provided through carriers with AM Best's Key Rating Guide ratings of A-:Vn or higher which are licensed or authorized tQ transact insurance business in the State of California. Any and all Contractors of CONSULTANT retained to perform Services under this Agreement will obtain and maintain, in full force and effect during the term of this Agreement, identical insurance coverage, naming CITY as an additioJ:lal insured under such policies as required above. 18.3. Certificates evidencing such insurance shall be filed with CITY concurrently with the execution of this Agreement. The certificates will be subject to the approval ofCITY'sRisk Manager and will contain an endorsement stating that the insurance is primary coverage and will not be canceled, or materially reduced in coverage or limits, by the insurer except after filing with the Purchasing Manager thirty (30) days' prior written notice of the cancellation or modification, CONSULT ANT shall be responsible for ensuring that current certificates evidencing the insurance 5 Professional Services Rev. January 11, 2010 \\cC·TERRA\jaTToolIPURCHDOC\SAP Bids and Proposa1s\RFP\RFP136\67 Landscape In"'ntory and Ocsign Development RWQC\Docs related !oconllact\Contracl CIII)6167 SIEGFRlED ENGINEERING.doc , , CITY OF PALO ALTO CONTRACT NO.: Cll136167 are provided to CITY's Purchasing Manager during the entire teon of this Agreement. 18.4. The procuring of such required policy or policies of insurance will not be construed to limit CONSULTANT's liability hereunder nor to fulfill the indenmification provisions of this Agreement. Notwithstanding the policy or policies of.insurance, CONSULTANT will be obligated for the full and total amount of any damage, injury, or loss caused by or directly arising as a result of the Services performed under this Agreement, including such damage, injury, or.loss arising after the Agreement is tenninated or the tenn has expired. SECTION 19. TERMINATION OR SUSPENSION OF AGREEMENT OR SERVICES. 19.1. The city manager may suspend theperfonnance of the Services, in whale or in part, or tenninate this Agreement, with Of without cause, by giving ten (10) days prior written notice thereof to CONSULTANT. Upon receipt of such notice, CONSULTANT will inunediately discontinue its performance of the Services. 19.2. CONSULTANT may terminate this Agreement or suspend its performance of the Services by giving thirty (30) days prior written notice thereof to CITY, but only in theeventofa substantial failure of performance by CITY. - -- 19.3. Upon such suspension or termination, CONSULTANT shall deliver to the City Manager immediately any and all copies of studies, sketches, drawings, computations, and other data, whether or not completed, prepare~ by CONSULTANT or its contractors, if any, or given to CONSULT ANT or its contractors, if any, in connection with this Agreement. Such materials will become the property of CITY. 19.4. Upon such suspension or termination by CITY, CONSULTANT will be paid for the Services rendered or materials delivered to CITY in accordance with the scope of services on or before the effective date (i.e., 10 days after giving notice) of sus pension or termination; provided, however. if this Agreement is suspended or tenninate~ on account of a default by CONSULTANT, CITY will be obligated to compensate CONSULTANT only for that portion ofCON$ULTANT's services which are of direct and immediate benefit to CITY as such detennination may be made by the City Manager acting in the reasonable exercise of his/her discretion 19.5: No payment, partial payment, acceptance, or partial acceptance by CITY wilJ operate as a waiver on the part of CITY of any of its rights under this Agreement. SECTION 20. NOTICES. All notices h.ereunder will be given in writing and mailed, postage prepaid, by certified mail, addressed as follows: To CITY: Office of the City Clerk City of Palo Alto Post Office Box 10250 Palo Alto, CA 94303 , Professional Services R~v. January 11,2010 \\CC-TERRA\jarreoI\PURCHDOC\SAP Bids Illd PrOposa!s\RFP\RFP136167 llIndstape ln~nlO!yand Dc!;ign OevelO$)metll RWQCIOocs related toconlr3cOContract CII136167 SIEGFRIED ENGINEER.JNG.doc: , , CITY OF PALO ALTO CONTRACT NO.: Cll136167 With a copy to the Purchasing Manager To CONSULTANT: Attention of the project director at the address of CONSULTANT recited above SECTION 21. CONFLICT OF INTEREST. 21.1. In accepting Ihis Agreement, CONSULT ANT covenants that it presently has no inter:est. and will not acquire any interest, direct or indirect, financial or otherwise, which would conflict in any manner or degree with the performance of the Services. 21.2. CONSULT ANT further covenants that, in the perfonnance ofthis Agreement, it will not employ sub consultants, contractors or. persons having such an interest. CONSULTANT certifies that no person who has or wiU have any financial interest under this Agreement is an officer or employee of CITY ; this provision will be interpreted in accordance with the applicable provisions of the Palo Alto MWlicipal Code and the Government Code of the State of California. 21.3. If the Project Manager detennines that CONSULTANT is a "Consultant" as that term is-defined by the Regulations of the Fair Political Practices Commission, CONSULTANT shall be required and agrees to file the appropriate financial disclosure documents required by the Palo Alto Municipal Code and the Political Refonn Act. SECTION 22. NONDISCRIMINATION. As set forth in Palo Alto Municipal Code section 2.30.510, CONSULTANT certifies that in the performance of this Agreement, it shall not discriminate in the employment of any person because ofthe race, skin color, gender, age, religion, disability, national origin, ancestry, sexual orientation, housing status, marital status, familial status, weight or height of such person. CONSULTANT acknowledges that it has read and understands the provisions of Section 2,30.510 of the Palo Alto Municipal Code relating to Nondiscrimination Requirements and the penalties for violation thereof. and agrees to meet all requirements of Section 2.30.510 pertaining to nondiscrimination in employment. SECTION 23. ENVIRONMENTALLY PREFERRED PURCHASING AND ZERO WASTE REQUIREMENTS. CONSULTANT shall comply with the. City's Environmentally Preferred Purchasing policies which are available at the city's Purchasing Department which are incorporated by reference and may be amended from time to time. CONSULTANT shall comply with waste reduction, reuse, recycling and disposal requirements of the City's Zero Waste Program. Zero Waste best practices include first minimizing and reducing waste; second, reusing waste and third, recycling or composting waste. In particular, Consultant shall comply wit~ the following zero waste requirements: • All printed materials provided by Consultant to City generated from a personal computer and printer including but not limited to, proposals, quotes, invoices, reports, and public education materials, shall be double-sided and printed on a minimum 000% or greater post·conswner content paper, unless otherwise approved 'by the City's Project Manager. Any submitted materials printed by a professional printing company shall be a minimum of30% or greater post~conswner material and 7 Professional Services Rev. January 11,2010 \\CC-TERRAljarrcoJ\PURCHOOC\SAP Bids lUld Pr"i!O'"a\.s\RFP\RFPI36167 landscape Inven\oly and Design Development RWQC\Doc, related to contract\Contract Cll 136167 SEGFRlED ENGINEERING.doc: , , . CITY OF PALO ALTO CONTRACT NO.: Cll136167 printed with vegetable based inks. • Goods purchased by Consultant on behalf of the City shall be purchased in accordance with the City's Environmental Purchasing Policy including but not limited to Extended Producer Responsibility requirements for products and packaging. A copy of this policy is on file at the Purchasing Office. • Reusablelretumable pallets shall be taken back by the Consultant, at no additional cost to the City, for reuse or recycling. Cqnsultant shall provide documentation from the facility accepting the pallets to verify that pallets are not being disposed. SECTION 24. NON-APPROPRIATION 24.1. This Agreement is subject to the fiscal provisions of the Charter ofthe City of Palo Alto and the Palo Alto Municipal Code. This Agreement will tenninate without any penalty (a) at the end of any fiscal year in the event that funds are not appropriated for the following fiscal year, or (b) at any time within a fiscal year in the event that funds are only appropriated for a pomon of the fiscal year and fundS for this Agreement are no longer available. This Section 24.8 shall take precedence in the event ofa conflict with any other covenant, term, condition, or provision of this Agreement. 24.2. The individuals executing this Agreement represent and warrant that they have the legal capacity and authority to do so on behalf of their respectiv,? legal entities. SECTION 25. MISCELLANEOUS PROVISIONS. 25.1. This Agreement will be governed by the laws of the State of California. 25.2. In the event that an action is brought, the parties agree that trial of such action will be vested exclusivelY in the state courts of California in the COlUlty of Santa Clara, State of California. 25.3. The prevailing party in any action brought to enforce the provisions of this Agreement may recover its reasonable costs and attorneys' fees expended in connection with that action. The prevailing party shall be entitled to recover an amolillt equal to the fair market value of legal services provided by attorneys employed by it as well as any -attorneys' fees paid to third parties. 25.4. This docmnent represents the entire and integrated agreement between the parties and supersedes all prior negotiations, representations, and contracts, either written or oral. This document may be amended only by a written instrument, which is signed by the parties. 25.5. The covenants, tenos, conditions and provisions of this Agreement will apply to, and will bind, the heirs, successors, executors, administrators, assignees, and consultants ofthe parties. 25.6. If a court of competent jurisdiction finds or rules that any provision of this , Professional Services Rev. Jaml3rY 11,2010 \'CC-TERRA\jarrcoI\PURCHDOC\SAP Bids and PrOPOSQ!s\RFP\RFPI36167 landscape lnvcntoryand Design I)e""lopmenl RWQC\Docs related 10 contrac\\Conlnlct Cl1136167 SIBGFR1ED ENGINEERING.doc CITY OF PALO ALTO CONTRACT NO.: C l l 136167 Agreement Of any amendment thereto is void or unenforceable, the unaffected provisions of this Agreement and any amendments thereto will remain in full force and effect. 25.7. AU exhibits referred to in tmg Agreement and any addenda, appendices, attachments, and schedules to this Agreement which, from time to time, may be referred to in any du ly executed amendment hereto are by such reference incorporated in this Agreement and will he deeme4Jo be a part of this Agreement. 24.10 If, pursuant to this contract with CONSULTANT, City shares with CONSULTANT personal infonnation as defined in California Civil Code section 1798.81.5( d) about a California resident ("Personal Infonnation"), CONSULT ANT shalt maintain reasonable and appropriate security procedures to protect that Personal Infonnation, and shall infonn City immediately upon learning that there has been a breach in the security ofthe system or in the security of the Personal Information. CONSULTANT shall not use Personal Infonnation for direct marketing purposes without City's express written consent. 24.11 All unchecked boxes do not apply to this agreement. 9 Professional Services Rev. January 11,2010 \\CC-TERRAI,jarreoJ\PURCHDOC\SAP Bids and Prq>OSals\RFP\RFPI36161 landsc;ope Inventory and Design Development RWQCIDocs .-elated 10 contract\ConlTati Cll136161 SIEGFRIED ENGINEERlNG.doc , , , CITY OF PALO ALTO CONTRACT NO.: Cll136167 IN WITNESS WHEREOF, the parties hereto have by their duly authorized representatives executed this Agreement on the date first above written. CITY OF PALO ALTO CONSULTANT: SIEGFRIED ENGINEERING, INC. l City Manager (Required for contracts over $85,000) _Purchasing Manager (Required for contracts over $25,000) _Contracts Administrator (Required for contracts under $25,000) APPROVED AS TO FORM: Attachments: EXHffiIT "A": SCOPE OF WORK By: Title: U, P. EXHIBIT "R": EXHIBIT "C": SCHEDULE OF PERFORMANCE COMPENSATION EXHIBIT "C-l ": EXHIBIT "D": SCHEDULE OF RATES INSURANCE REQUIREMENTS 10 Professional Services Rev. January 11 , 2010 \\CC-TBRRA\jarreo1\PURCHOOClSAP Bids and Proposals\RFP\R.FPI36167 l3ndscape Inventory and Orsign Development RWQODocs relaled to contractIContrJct C11136167 SIEGFRIED ENGINEERlNG.do<; , , , CITY OF PALO ALTO CONTRACT NO.: CII 136167 EXHIDIT "A" SCOPE OF SERVICES Consultant.services to provide preliminary investigation, conceptual design and environmental analysis for the renovation oflandscaping at the 28 acre Palo Alto Regional Water Quality Cootrol Plant (RWQCP), located at 2501 Embarcadero Way, Palo Alto. Existing landscaping includes mature tree and shrub screening around the periphery of facility buildings (see map at Attachment B-1), mostly Australian tree species within the Plant, and some vegetation lining the corridor to Renzel Marsh. This landscaping shall be incorporated into the new landscaping plan to the fullest extent possible. Final plans and specifications should accommodate the fact that the final design mny be installed in phases. The consultant shall help plan and attend meetings as needed with RWQCP staff and other internal City stakeholders, attend up to four Advisory Committee meetings (comprised of public members and R WQCP staff and other internal stakeholders), and if necessary, meetings for boards and cbmmissions that shall be detennined during the initial Advisory Committee meeting. RWQCP staff shall coordinate with the CONSULTANT, draft agendas, organize and facilitate internal stakeholder and Advisory Committee meetings and distribute minutes. SCOPE OF SERVICES I, BASIC SERVICES Task I-Site Investigation 1. Consultant shall: a) meet with RWQCP and other internal stakeholders (parks, Planning, etc.) to review scope of service, project goals, budget, Advisory Committee member list and to develop a preliminary time line to include any necessary meetings with commissions, review boards, City Council, etc. Update project schedule throughout project as necessary. b) investigate and verify existing site conditions by reviewing sUlVey data and as-built documents, existing landscaping and RWQCP site plans c) coordinate with both City staff and utility companies to identify and address potential issues regarding site utilities d) obtain and review the following from the links provided: i) zoning and Comprehensive Plan policies and goals http://www.cityofpaloalto.org/knowzoneinewsJdetails.asp?NewsID=725&TargeiID-130 http://www.cityoibaloaito.org/knowzone/city projects/land use/comprehensive pian.asp 1 Proression~l Smices Rev. January 11,2010 \\CC-TERRAljarreoI\PURCHDOC\SAP Bids and Proposa!s\RFP\RFP136167 Landscape Inventory and Design Developm.nt RWQCIDoc$ related toconlracl\Conlracl ell 136167 SECiFRIED ENGINEERING.doc , " ! ! c CITY OF PALO ALTO CONTRACT NO.: Cl1l36167 ii) the Baylands Master Plan http://www .ci tyofpaloalto.org/ ci vicalfilebanklb lobdload.aso ?BlobID= 14882 iii) RWQCP recycled water goals http://www.cjtyofualoalto.org!depts/utVnewsidetails. asp ?NewsID=729&T argetID= 1 0 IV) State and local water efficiency ordinance requirements http://www.water.ca.gov/wateruseefficiencyllandscapeordinance/technical.cfm v) Tree Teclmical Manual (Sections 6.25-6.35, Tree Survey and Protection Report), Site and Design (D) Review process (Chapter IS .30(G) http://www.citvofpaloalto.Drg/civicaifilebanklbJobdload .asp ?BlobID= 1 07 5 2 vi) Bay Friendly Certification requi~ements http;/Iwww,stopwaste.orgldocs/bay-friendly landscape guidelines - all chapters. pdf e) perfonn a general analysis to identifY any significant issues regarding applicable codes and environmental clearance requirements ' f) Evaluate soil conditions as necessary to infonn appropriate conceptual design plans g) provide an Autocad-generated site plan to be referred to as RWQCP Existing Landscaping Site Plan for the external Plant boundary. The plan shall: i) inventory and draw the location of existing trees and shrubs on the north and east sides of the Plant, portions of the west side of the Plant that are not slated for inclusion in the potential future Recycling Center which has already be surveyed, and designated areas within the Plant as shown on the attachment B-1. Buildings are not required to be surveyed. The inventory shall fully incorporate two existing tree surveys from Public Works for the southern Plant area and western section of the Plant that is under consideration to become a recycling center. The inventory shall be compatible with Autocad 2010 and shall comply with the City of Palo Alto Tree Technical Manual Standards and Specifications (Sections 6.25-6.35, Tree Survey and Protection Report). The inventory shall be provided in both pdf and Autocad 2010 formats and shall identify the hea1th of each noting any that are dead, diseased or in need of removal. ii) identify and map existing irrigation pipe that is working and that which is in need of replacement to determine if pipes and an existing water source are available. This information shall be used to upgrade and redesign the irrigation system which must eventually be compatible with the Parks Department Central Control Et driven Maxicom System. RWQCP will provide copies ofthe historical Professional Seriices Rev. January II, 2010 2 \>£:C-TERRA\jureo!\PURCHDOC\SAI' Bids and Pt~als\RFP\RJ'P\36167 Llndscape Inventory ar:d Oe$ign Development RWQC\Docs related to contract\ContrllC! CII \36167 SIEGFRlED ENGINEERING.doc CITY OF PALO ALTO CONTRACT NO.: CI 1136167 irrigation plans. New irrigation drawings shall be provided in Autocad 201 0 and pdf formats. h) work with project manager to plan and hold first Advisory Committee kickoff meeting and gather input to develop conceptual design alternatives for RWQCP landscaping tasks outlined in this scope and on Attachment B~2. Meeting shall also serve to educate Advisory Committee on existing site conditions using the RWQCP Existing Landscaping Site Plan that CONSULTANT shall develop. Consultant shall attend meetings, pi-epare meeting minutes and, incorporate input from meetings into subsequent plan iterations and provide presentations as needed. Dcliverables: L Two (2) full-sized sets of RWQCP Existing Landscaping Site Plan 2. Two (2) half-size sets of RWQCP Existing Landscaping Site Plan 3. 'Plans in pdf and Autocad formats 4. Meeting minutes Task 2 Project Design 1. Conceptual Design a) Consultant shall prepare conceptual design documents based on Advisory Committee feedback including a minimum of two alternatives to include probable irrigation and construction costs for each. Drawings shall include plans showing site layout, rough grading, drainage, existing landscaping, site utilities and irrigation components for: i) the enhancement of existing vegetation screening around the R WQCP facility to minimize visibility and noise (as feasible) of the RWQCP from Baylands Park. Screening must also obscure visibility of the flare that shall be constmcted in 2010 on the southern portion of the RWQCP. Consultant shall confer with projec~ manager for this effort to incorporate screening that is already planned for this project ii) the redesign of the southern portion of the perimeter plant landscaping to become a habitat corridor leading to Renzel Marsh which shan support native wildlife. The consultant shall assume that existing trees shall not be removed from this area unless they are diseased, damaged or pose a significant barrier to the successful installation of trees and other vegetation in the area. iii) landscaping for the future Recycling Center which may be approved for construction in 2011 (see Attachment B-3) iv) conceptual landscape alternatives to the existing moat in front ofRWQCP operations building. Concepts shall include demonstration rainwater collection devices, semi-permeable hardscape and potentially a small pondless water feature 3 ProfessiOOllI Services Rev. January 1 I, 2010 \\CC-TERRA\jarreol\PURCHDOCISAP Bids and Proposals\Rf'P\RFPI36167 I.3ndscape Inventory and Oesi8" OeveJopmon\ RWQC\I)oes related IOconlracOC'ontract Cl1136161 SlEGFRII30 ENGINEERlNG.doc CITY OF PALO ALTO CONTRACT NO.: CII136167 and other enhancements that illustrate sustainable landscape design and practices v) landscaping around the recycled water tank featuring recycled water use, interpretive signs, and possible pondless water feature vi) landscaping within the RWQCP as indicated in Attachment B·2 which will enhance site aesthetics vii) Landscape improvements shall: 1. Comply with the Baylallds Master Plan and City of Palo Alto Comprehensive Plan goals and policies 2. Include an irrigation design that can be converted to the City's Central Control Et driven Maxicom System 3. Meet requirements for Bay Friendly Certification (www,stopwaste,org) and strive to exceed those requirements for sustainable design arid practices via: • soil preparation • water-conserving irrigation, the use of recycled water and minimal R()t~ble water use • solar-powered water features and lighting • locally sourced landscape and hardscape materials • plant selection • semi-permeable hardscaping, rain barrels and cisterns • habitat for native bird and animal species • Zero Waste by reducing, reusing and recycling materials b) Internal Review: Meet with internal stakeholders (department staff) to present the two conceptual designs, vet for any significant issues and obtain consensus before meeting with Advisory Committee. CONSULTANT shall revise conceptual designs as needed prior to Advisory Committee. Conceptual designs should be provided electronically and web-ready. Work Products and DeHverables 1. Two (2) full-size sets of each Conceptual Design drawings 2. Ten (10) half-size sets of each Conceptual Design drawings 3. Conceptual Design phase statement of probable construction costs 4. Elec~onic versions of the above (PDF, Autocad) 5. Meeting minutes 2. Second Advisory Committee Conceptual Design Review Consultant shall confer with RWQCP staff and a) Help plan and attend second Advisory Committee meeting to present the two conceptual designs from Task 1 b WiUl the goal of identifying a preferred alternative. 4 ProfcssiOl1al Savices Rev. January 11. 21)10 \\cC-TERRA\janeoIIPURCHDOCISAJ' Bids lIIld PropOl5als\RFP\RFPI36167 Landscape InveJ1tOf)' and Design Development RWQCIDoc$ Il'laled to contraC!\Contracl CII136167 SIEGFRlEiO ENGTNEERfNG.doc CITY OF PALO ALTO CONTRACT NO.' CII 136167 b) Revise the preferred alternative identified in the second stakeholder meeting. This version of the conceptual plan shall include: I. A suggested plant palette of trees, shrubs and other species tolerant ofrccycled water and/or Baylands soil that are appropriate for possible use in this project. Include graphic representations of different size and type planis at maturity for public review. . 11. An indication of ~my maintenance considerations, including long tenn monitoring and mitigation of plant material tolerance to soil and irrigation salinity. 1lI. A probable construction cost estimate. 3. Third Advisory Committee Meeting Consultant shall: a) __ ~ttend and help plan third Advisory Conunittee meeting to present the revised conceptual design. b) If previously detennined by the Advisory Committee, consultant shall help prepare study 1'jessions for the City's Park and Recreation Commission, Planning and Tran..sportation Commission, Architectural Review Board andlor City Council. Work Products and Deliverables: I.Two (2) full-size sets of the, preferred conceptual design drawing 2.Ten (to) half-size sets ofthe preferred conceptual design drawing 3.Conceptual design phase statement of probable construction costs 4.Electronic versions of the above (PDF, Autocad) 5.Meeting minutes 4. Finalized Conceptual Design and Advisory Committee Review Consultant shall: a) Incorporate feedback, as needed, from commissions, the Architectural Rev~ew Board and the third Advisory Committee meeting as needed. b) Ifnecessary, work with project manager to plan and hold the fourth and fmal Advisory Committee meeting (or alternative review process) for review and approval of the Finalized Conceptual Design. Work Products and DeIiverables: I.Two (2) full-size sets of the preferred conceptual design drawing 2. Ten (10) half-size sets of the preferred conceptual design drawing 3.Conceptual design phase statement ofprobabJe construction costs 4.Electronic versions of the above (PDF, Autocad) l Profes!ional Services Rev. January 11. 2010 \\cc-TERRA\jarre<lI\PURCHDOC\SAP Bids and Proposals\RFI"\RFPl36161 Landscape lnvellt()fy alld Ocsign Development RWQC'IDocs related til contrBCI\COlltrllCt Cl l136L67 SIEGFRlED ENG1NEERJNG.doc CITY OF PALO ALTO CONTRACT NO.: CI 1 136167 5.Meeting minutes c) Upon completion of the Accepted Conceptual Design complete an Administrative Draft Initial study in preparation for the Design Phase and Construction. ll. FINAL DESIGN AND CONSTRUCTION SERVICES The City reserves tlle right to solicit other consultants for Final Design, or enter into agreement with Siegfried to issue a contract addendum for Final Design, construction bidding assistance and services during construction. END OF SCOPE 6 Profl:Sllional Servic~s Rev. January 11,2010 \\cC-TERRAljancofIPURCHDOC'lSAP Bids and Pl"OpO:'Ia!s\RFP\RfP136167 landSCIIJK Inventory and O<:sign Developrnetll RWQC\Docs rel'led IOCOIltract\Contracl CIl136167 SIEGFRIED ENGINEERING.doc r ~- • , CITY OF PALO ALTO CONTRACT NO.: Cll136167 EXHIDIT "B" SCHEDULE OF PERFORMANCE CONSULTANT shall perfonn the Services so as to complete each milestone within the number of days specified below. The time to complete each milestone may be increased or decreased by mutual written agreement of the project managers for CONSULTANT and CITY so long as all work is completed within the tenn of the Agreement. CONSULTANT shall provide a detailed schedule of work consistent with the schedule below within 2 weeks of receipt afthe notice to proceed. Milestones Completion No. of Days FromNTP 1. Provide AutoCAD Site Plan (tree/irrigation survey): 30 2. Advisory Kick-off Meeting: 50 3. Ititernal Meeting: 100 4. Second Ad,visory Committee Meeting: 120 5. Third Advisory Committee Meeting and: 175 6. Completion of Board, Commission, and Planning Department review and Draft Initial Study:, 355 7. Final Advisory Committee Meeting: 380 1 Professional Services Rev. January l-l, 2010 \\CC·TERRAljaneol\PlJRCHDOC\SAP Bids and P";'I'osals\RFP\RFPI36167 undscape Inventory and Design DeyeJopmenl RWQC\Docs related .- to contract'Conlm:l ell] 36167 SIEOFRlEiD ENGINEERING.doc CITY OF PALO ALTO CONTRACT NO.: Cll 136167 EXHIBIT "e" COMPENSATION The CITY agrees to compensate the CONSULTANT for professional services perfonned in accordance with the tenus 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-I up to the not to exceed budget amount for each task set forth below. The compensation to be paid to CONSULTANT under this Agreement for all services described in Exhibit "A" ("Basic Services") and reimbursable expenses shall not exceed $86,990.00. CONSULTANT agrees to complete all Basic Services, including reimbursable expenses, within this amoWlt. In the event CITY authorizes any Additional Services, the maximum compensation sha1l not exceed $95,689.00. Any work performed or expenses incurred for which payment would result in a total exceeding the maximum amount of compensation set fo~h herein shall be at no cost to the CITY. CONSULTANT shall perfoml the tasks and categories of work as outlined and budgeted below. The CITY's project manager may approve in writing the transfer of budget amounts between any of the tasks or categories listed below provided the total compensation for Basic Services. including reimbursable expenses, does not exceed $86,990.00 and the total compensation for Additional Services does not exceed $8,699.00. BUDGET SCHEDULE NOT TO EXCEED AMOUNT Task 1 $32,458 (Site Investigation) Task 2 $53,412 (project Design) Sub~totaI Basic Services $85,870 Reimbursable Expenses $1,120 Total Basic Services and Reimbursable expenses $86,990 Additional Services (Not to Exceed) $8,699 Mmomum Total Compensation $95,689 , Profcssional Sexvi~ Rev. January 11,2010 \\CC-TERRA'ljarreoN>URCHDOC\SAP Bids and Pl"DpOSa1s\RFP\RFPI36161 Landscape Inventory.nd Design Development RWQC\Docs related tocontract\Contract. C11 136167 SlEGFRIED ENGTNEERlNG.doc: CITY OF PALO ALTO CONTRACT NO.: CII136167 REIMBURSABLE EXPENSES The administrative, overhead, secretarial time or secretarial overtime, word processing, photocopying, in-house printing, insurance and other ordinary business expenses are included within the scope of payment for services and are nol reimbursable expenses. CITY shall reimburse CONSULTANT for the following reimbursable expenses at cost. Expenses for which CONSULT ANT shall be reimbursed are: A. Expenses for reproduction, special handling of drawings, specifications or documents which are specifically needed to meet requirement of the Agreement. Expenses of data processing and photographic production which are specifically needed to meet requirement of the Agreement. B. Expenses for transportation in connection with the perfonnance of Basic and/or Additional Services. All requests for payment of expenses shall be accompanied by appropriate backup inforniation. Any e~.£ense anticipated to be mO.re than $200.00 shall be approved in advance by the CITY's project manager. ADDITIONAL SERVICES The CONSULT ANT shall provide additional services only by advanced, written authorization from the CITY. The CONSULTANT, at the CITY's project mlUluger's request, shull submit a detailed written proposal including a description of the .scope of services, schedule, level of effort, and CONSULTANT's proposed maximum compensation, including reimbursable expense, for such services based on the rates set forth in Exhibit C-l. The additional services scope, schedule and maximum compensation shall be negotiated and agreed to in writing by the CITY's project manager and CONSULTANT prior to commencement oftbe services. Payment for additional services is subject to all requirements and restrictions in this Agreement Work required because the following conditions are not satisfied or are exceeded shall be considered as additiorial services: . L 2. 3. 4. 5. Making revisions required by reason or causes beyond the control of the Consultant. Providing services due to unforeseen issues or performance of either City cir City's construction contractor for work designed under this scope of service and based on information provided by the City's construction contractor. Providing other special studies not covered under Basic Services. Providing drawings, specifications and/or other supporting data in connection with contract change orders when such contract change ·orders are not necessitated by design errors or omissions by the Consultant. Providing any other additional services not otherwise included, or not customarily fwnished in accordance with the Consultant's generally accepted professional practice, when so requested by the City and mutually agreed upon, in writing. 2 Professional Services Rev. January I J. 2(}]O I\cc-TERRA\jam:ol\PURCHDOC\SAP Bids and J>roposalsIR.FPIR.FP136167 landmop~ inventory and Desigo Devl:lopmenl RWQC\Doc:, related IOcontracl\Contracl CI I !36167 SIEGFRJED·ENGTh,'EERJNG.doe , , t. CITY OF PALO ALTO CONTRACT NO.: CII136167 6. Additional meetings for Advisory Committee, staff, commissions, architectural review, or City Council meetings. 7. Additional fun or half-size plan sets. , Professional Services Rev. January 11,2(110 \\CC-TERRAljarreol\PURCHDOC\SAP Bids Ind Proposals\RFP\RFPI36167 Landscape Inven!Ol'yand Design Development RWQODocs related !O CQIltract\Contracl Cl1136167 SIEGFRIED ENGINEERlNG.doc , , CITY OF PALO ALTO CONTRACT NO.: CII136167 EXHmIT "C-l" HOURLY RATE SCHEDULE POSITION HOURLY RATE Principal Senior Associate Associate Landscape Architect Senior Engineer/Surveyor Senior Technician Engineer/Surveyor IT Landscape Tech. Engineer/Surveyor I Engineering/Surveyor ill _ ~ngineeringlSurveyor II Engineering/Surveyor I Expert Witness Clerical Survey Instnunentman' Survey ChairmanlRodman I $190 $175 $160 $138 $138 $110 SI25 SlIO SlIO S95 S84 S70 $300 $62 $120 $100 Profes~ional Services ~v. January 11,2010 \\cC-TERRAljaITWI\l'URCHDOCISAP Bids and Proposals\RFP\RFP136167 \.andsoa?C Inventory and Design Development RWQC\J)ocs related to conlrael\ConlraCl Cll\36167 SISGFRiED ENGINEERING.doc , , CITY OF PALO ALTO CONTRACT NO.: CI 1136167 EXHIBIT nD" INSURANCE REQUIREMENTS CONTRACTORS TO THE CITY OF PALO ALTO (CITY), AT THEIR SOLE EXPENSE, SHALL FOR TIlE lEIU .. 1 OFTIlE CONfRACT OaT AIN AND MAINTAIN INSURANCE IN ruE AMOUNTS FOR THE COVERAGE SpeCIFIED BELOW, AFFORDED BY COMPANlESWITH AM BEST'S KEY RATING OF A·:VU, OR OICHER, U CENSED OR AUTHORIZED TOTRANSACf INSURANCE BUSINESS IN THE STATE OFCALIFORNlA. AWARD IS CONrINGENT ON COMPLIANCE WITH CITY'S INSURANCE REQUIREMENTS AS SPECIFIED BElOW; MINlMUM LIMITS REQUIRED TYPE OF COVE RAGS REQUlREMENT "'C' '" '" y" y" 'EO y", OCCURRENCE AGGREGATe WORKER'S COMPENSATION STATUTORY EMPLOYER'S UABILlTY STATUTORY BODILY INJURY $1,000,000 $1,000,000 GENERAL UABIUTY, INCLUDING PERSONAL INJURY, BROAD FOR-\.! PROPERTY DAMAGE 51,000,000 51,000,000 PROPERTY DAMAGE BLANKET CONTRACTUAL, AND FIRE LEGAL BODlLY INJURY & PROPERTY DAMAGE $1,000,000 $1,000,000 UABIUTY COMBINED. BODILY INJURY $1,000,000 $1,000,000 -EACH PERSON $1,000,000 $1,000,000 -EACH OCCURRENCE -$1,000,000 $1,000,000 AlITOMOBlLE UABILITY, INCLUDING ALLOWNED, HIRED, NON-QWNED PROPERTY DAMAGE $1,000,000 $1,000,000 BODILY INJURY AND PROPERTY $1,000,000 $1,000,000 DAMAGE COMBINED PROFESSIONAL UABlLITY, INCLUDING, ERRORS AND OMISSIONS, MALPRAGnCE (WHEN APPUCABLE), AND NEGUGENT PERFORMANCE AIL nAMAGES Sl oooOOO THE CITY OF PALO ALTO IS TO BE NAMED AS AN ADDmONAL INSURED: COr-rfRACfOR, AT ITS SOLE COST AND EXPENSE, SHAlL OBT AJN AND MAINTAIN, IN FULL FORCE AND EFFECT THROUGHOIJT THE ENTIRE TERM OF ANY RESULT ANT AGREEMENT, THE INSURANCE COVERAGE HEREIN DESCRIBED, INSURING NOT ONLY CONTRACfOR AND ITS SUBCONSULT ANTS, IF ANY, 8lIT ALSO, WITH THEBXCEPTION OPWORKERS' COIlofPENSATlON, E~PLOYER'S LlABlLITY ANDPROFESSIONALINSURANCE, NAMING AS ADDmONAL INSUREDS CITY, ITS COUNCIL MEMBERS, OFFICERS, AGENTS, AND EMPLOYEES. 1. INSURANCE COVERAGE MUST INCLUDE: A A PROVISION FOR A WRlITEN TIlIRTY 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 $5,000 REQUIRE cnY'S PRIOR APPROVAL. II. CONTACTOR MUST SUBMITCERTIFICATES(S) OF INSURANCE EVIDENCING REQUIRED COVERAGE. m . ENDORSEMENT PROVISIONS, WITH RESPECT TO THE INSURANCE AFFORDED TO "ADDITIONAL INSUREDS" A. PRlMARY COYERAGE WlllI RESPECT TO CLAIMS AR1SING OUT OF THE OPERATIONS OF 1HE NAMED INSURED, fNSURANCE AS AFFORDED BY THIS POLIty IS PRlMARY AND IS NOT ADDITIONAL TO OR CONI1U8UTING WlTIi ANY OTIlER INSURANCE CARRIED BY OR FOR THE BENEFIT OF THE ADDITIONAL INSUREDS. 8. CROSS LIABILITY , PfOfessiona l Services R~v.J!l.ouary 11,2010 \\CC-TERRAljarreol\PURCHOOC\SAP Bids and Proposals\RPP\RFPI36161 Landscape Invcntory and ~jgn Devclopment RWQC\D~ related to contract\Con1T1lct CIII)6167 SIEGFRIED ENGlNEERJNG.d"" CITY OF PALO ALTO CONTRACT NO.: CllJ36167 TIlE NAMING OF MORE THAN ONE PERSON, FIRM, OR CORPORATION AS INSUREDS UNDER nIE POLICY SHALL NOT, FOR rnAT REASON ALONE, EXTINGUISH ANY RIGHTS OF TIlE INSURED AGAINST ANOTIIER, BUT THIS ENDORSEMENT, AND TIlE NAMING OF MULTIPLE INSUREDS, SHALL NOT INCREASE TIlE TOTAL LIABILITY OF THE COMPANY UNDER THIS POLICY. c. NOTICE OF CANCELLATION I. IFTIlE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR ANY REASON OTHER THANTHENON-PAYMBl\'TOF PREMIUM, mE ISSUING COMPANY SHALL PROVIDE CITY AT LEAST A TIlIRTY (30) DAY WRITIEN NOTICE BEFORE TIlE EFFEcnVE DATB OF CANCELLATION. 2. IF THE POLICY IS CANCELED BEFORE ITS EXPlRATlONDATE FOR THE NON-PAYMENT OFPREMlUM. THE ISSUING COMPANY SHALL PROVIDE CITY AT LEAST A TBN(IO)DAY WRITIBN NOTICE BEFORE TIlE EFFECTIVE DATE OF CANCELLATION. NOTICES SHALL BE MAILED TO: PURCHASING AND CONTRACT ADMINlSTRA nON -CITY OF PALO ALTO P.O. BOX 10250 PALO ALTO, CA 94303 , " ProfessiQnal Servict:s Rev. January 11, 2010 IICC.TERRAljarreoJ'IPURCHDoc\sAP Bids and Proposals'IRFP\RFPI36167 undscape Inv<:nlory and Oo$ign DeveLopment RWQC\DocI ~I.oted 10 contract\Conlr3Ct C1J1J6167 SIEGFRIED ENGlNEEIUNG.dor.: ~ Insurance San Jose CA Office 225 w. Santa c l ara Suite 11S0 CERTIFICATE OF LIABILITY INSURANCE I DATE(MM/OD/YYYV) 09/02/2010 services west, Inc. st, san Jose CA 95113 "'-"" II'ISVlU!:D western Truck Fabrication, 1923 west winton Ave. Hayward CA 94545 USA Inc. ~ ~ lNsRii n'PI'OFlr-;SURANCI: I'OUCYNUMBER e • , I"" COMlolE:RClAl.. GEI>'ER.AL UAaJl .. TTY o,AfMS MADE [!] OCCUR Getl AOOR.EGATf; UMIT APPUES f'EJt [2J POUCV D ;-:~ D LOC lid: ANV AIJTO AU. OWNEO AUTOS SCHEOULED AUTOS H!RED AUTOS NON OWNED AUTOS ... NY AUTO ,,, "0 OTIlt .. (fi City of palo Alto ~s purchaSin! & contract Administration P.O. BOX 0250 palo Al to CA 94303 USA ~~,' ISSUED AS A MATTER OFINFORl'olATION ONLY RIGHTS UPON THE CERTIFICATE HOLDER. THlS NOT AMEND, EXTEND OR ALTER THE POLICIES BEI,OW. AFFORDL.'lG COVERAGE NAle# IS co '"" Co. 2~ .!i 30104 e " ii • ; of tho poHey ::: 06/09/2009 06/09/2010 , AReAS AUTO ONLY _ EA ACCIDENT OTHUTIIAN "'urOONlY, , ,,~, ,~ are included as additional insured with The insurance afforded b~ i~~s ~oliCY but only with to c aims, SHOULD ANY Of DIE "OOVE DESCIIJDEO POUcu:.s BE C.-.NCEUED 8£FOR£ THE UPIRA TION DAn: THEREOF. THE lSSIJJ}lO INSUJI.U. WILL WD~AVOR. TO MAIL )0 DAYS WRITfEN HonCE TOTHE C£RTD'fCATE HOLDER. NA\It.O TO DIE LEFT. BUT FAILURE TO 00 so SHI<U IMPOSE 1"0 08LIC"nON DR. UABILITY OF ANY KINO UPON THE lliSUIlCR.. ITS AGENTS DR. REPIlESENT ATIVES. AUTHORlUllR£PR.fSOlTAT1VE ~ ~ The ACORD name and logo are regliitered mario! Attachment to ACORD Certificate for western Truck fabrication, Inc:. The terms, conditions and provisions noted below arc hereby attached to the captioned certificate as additional description of the covernge afforded by the insurer(s). This atlacrunent does not contain all terms, conditions, coverages or exclusions contained in the policy. INSURtD western Truc:k Fabrication, Inc. 1921 west Winton Ave . Hayward CA 94545 USA INSURER INSURER INSURER INSURER INSURER ADDITIONAL POLICIES If a policy below does notmclude hmlt mformatlon, refer to the correspondmg pohcy on the ACORD certificate form for policy limits ADD'I. POUCY NlIMIItR rouc}' ~uo II'ISR ,~~ TV.E OF INSURANCE: POLICY Dl'SCRlI'TION [rn:crrvE [Xl'IIIATION LIMITS m DJI'r. ~u - DESCRIPTION OF OPERA,IONSlLOCATIONSlVEHlCLESfEXCLUSIONS ADDED BY ENOOR.S£Io.(ENTISPECIAL PROVISIONS loss or liability arising out of the operations of the named insured and any insurance maintained by the additional insured(s) shall be non-contributory, Certificate No ; 570040028134 Policy Number, 57UUNSV6539 tJave an your rights and duties under this Coverage Part. e. Unnamed Subsidiary Any subsidiary, and subsidiary thereof, of yours which is a legally incorporated entjfy of which you own a financial interest of more than 50% of the voting stock on the effedive date of the Coverage Part. The insurance afforded herein for any subsidiary not named in this Coverage Part as a named insured does not appJy to injury or damage with rasped to which an insured under this Coverage Part is also an insured under another policy or would be an insured under such polk:)' but for its termination or the exhaustion of its limits of insurance. 3. Newty Acquired or Fonned Organization Any organization you newly acquire or form, other than a partnership, Pint venture or limited liability company, and over which you maintain financial interest of more than 50% of the voting stock,. will qualify as a Named Insured if there is no other similar insurance available to tl)~t organizati_on. Ho\WVer: a. Coverage under this provision is afforded only until the 180th day after you acquire or form the organization or the end of the policy period, whichever is earlier; b. Coverage A does not apply to "bodily injury" or -properly damage-that occurred before you acquired or formed the organization; and c. Coverage B does not apply to -personal and advertising injury" aosing 0111 of an offense committed before you acquired or formed the organization. 4. Mobile Equipment With resped to -mobile equipment-registered in your name under any motor vehicle registration law, any person is an Insured while driving such equipment along a public htghway with your permission. Any other person or organization responsible for the conduct of such pernon is also an insured, but only with resped to liability arising out of the operation of the equipment, and only if no other Insurance of any kind is available to that person or organization for this liability. However, no person or organization is an insured with respect to: a. "Bodily injJry" to a co-"employee" of the person driving the equipment; or b. "Property damage" to property owned by, rented to, in the charge of or occupied by you or the employer of any person who is an insured under this provision. Page 10 of 18 5. Nonowned Watercraft With resped to watercraft you do not own that is less than 51 feet long and is not being used to carry persons for a charge, any person is an insured while operating such watercraft with your permission. Any other person or organization responsible for the conduct of such person is also an insured, but only 'NiI:h respect to liability ariSing out of the operation of the watercraft, and only if no other Insurance of any kind is avaUabie to that person or organization for this liability_ However, no person or organization is an Insured 'lNith respect to: •• "Bodily injury" to a COo"employee" ct the person operating the watercraft; or b. "Property damage" to p'roperty owned by, rented to, In the charge of or occupied by you or the employer of any person who is an insured under this proviSion .. 6. Additional Insureds When Required By Written Contract, Written Agreement Or Permit The following person(s) or organization(s) are an additional insured when you have agreed, in a written contract, witten agreement or because of a pennit issued by a state or political subdivision, that such person or organization be added as an additional insured on your policy, provided the injury or damage occurs subsequent to the execution of the contrad or agreement. A person or organization is an additional Insured under this provision only for that period of time required by the contrad or agreement. However, no such person or organization is an insured under this provision if such person or organization is included as all insured by an endorsement issued by us and made a part of this Coverage Part. a. Vendors Any person{s) or organization(s) (referred to below as vendor), but only with resped 10 "bodily injury" or ·property damage-arising out of "your products" which are distributed or sold in the regular course of the vendor's business and only if this Coverage Part provides coverage for -bodlty injJry-or "property damage" included within the "products- completed operations hazard-. (1) The insurance afforded the vendor is subject to the following additional exclusions: This insurance does not apply to: (a) "Bodily injury-or "property damage" for 'Nhich the vendor is obligated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages that the vendor would have in the absence of the contract or agreement; HG 00 01 0605 .. N ., .. o iIilII .. -----------... -..... -... -.... --... .-~ --------.... -.... -.. ----- Policy Number: 57UUNSV6539 Ib) Any express warranty unauthorized by you; Ie) Any physical or chemical change in the product made intentionally by the vendor; (d) Repackaging, except v.t1en unpacked solely for the purpose of inspection, demonstration, testing, or the substitution of parts under Instructions from the manufacturer, and then repackaged in the original container, Ie) Any failure to make such inspections, adjustments, tests or servicing as the vendor has agreed to make or normaly undertakes to make in the usual oourse of business, in connection Vwflh the distribution or sale of the products; (f) Demonstration, installation, servicing or repair operations, except: such operations perfonned at the vendor's premises In connection Yl'ith the sale of the product; (O) Products which. after distribution or sale by you, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for the vendor,-or Ih) "Bodily in)Jry" or "property damage" arising out of the sole negligence of the vendor for its own acts or omissions or those of Its employees or anyone else acting on its behalf. However, this exdusion does not apply to: (i) The exceptions contained in Sub- paragraphs (d) or (f); or (ii) Such inspections, adjustments, tests or servicing as the vendor has agreed to make or nonnally undertakes to make in the usual cou~e of business, in connection with the distribution or sale of the products. (2) This insurance does not apply to any insured person or organization, from whom you have acquired such products, or any ingredient, part or container, entering into, accompanying or containing such products. b. Lessors of Equipment Ii) Any person or organization from whom you lease equipment; but only with resped to their liability for "bodily injury-, "property damage" or "personal and advertising injury" caused, in whole or in part, by your maintenance, operation or use of equipment leased to you by such person or organization. (2) With respect to th~ insurance afforded to these additional insureds this insurance does not apply to any "occurrence" which takes place after the equipment lease expires. HG 00 01 06 os c. Lessors of Land or Premises Any person or organization from whom you lease land or premises, but only with resped to liabiHty arislng out of the ownership, maintenance or use of that part. of the land or premises leased to you. 'WIth respect to the insurance afforded these additional insureds the follOlNing additional exclusions apply: Tllis insurance does not apply to: 1. Any "occurrence" which takes place after you cease to i~ase that land; or 2. Structural alterations, new construction or demolition operations performed by or on behatf of such person or organization. d. Architects, Engineers or Surveyors Any architect, engineer, or surveyor, but only with respect to liability for "bodily injury", ·property damage" or "personal and advertising injury" qaused, in whole or in part, by your ads or omissions or the acts or omissions of those acting on your behalf: (1) In connection with your premises; or (2) In the perfonnance of your ongoing operations perfonned by you oron your behalf. With respect to the insurance afforded these additional insureds, the foJlOlNing additional exclusion applies: This Insurance does not apply to "bodily injury", "property damage" or "personal and advertising injury" arising out of the rendering of or the failure to render any professional services by or for you, including: 1. The preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specmcations; or 2, Supervisory, inspection, architectural or engineering activities • e, Pennits Issued By State Or Political Subdivisions Any state or political subdivision, but only with respect to operations performed by you or on your behalf for which the state or political subdivision has issued a pennit. With respect to the insurance afforded these additional insureds, this insurance does not apply to: (1) "Bodily injury", "property damage" or "personal and advertising injury" arising out of operations performed for the state or municipality; or (2) "Bodily injury" or "property damage" included within the ·products..compteted operations hazard". Page 11 of 18 Policy Number; 57UUNSV6539 f. Any Other Party Any other person or organization ~o is not an insured under Paragraphs a. through e. above, but only M:h respect to liability for "bodily InjJry", ~property damage" or "personal and advertising injury" caused, in whole or in· part, by your acts or omissions or the acts or omissions of those acting on your behalf: (1) In the pel'fonnance of your ongoing operations; (2) In connection with your premises owned by or rented to you; or (3) In connection with "your wort-and included within the ·products-completed operations hazam", but only if (a) The written contrad or agreement requires you to provide such coverage to such additional insured; and (b) This Coverage Part provides coverage for "bodily injJfy" or -property damage" induded within the -products-completed operations hazam", With respect to the insurance aHomed to these additional insureds, this insurance does not apply to: "B"odNy injury", "property damage" or "personal and advertising injury" arising out of the rendering of, or the failure to render, any professional architectural, engineering or surveying services, including: (1) The preparing, approving, or failing to prepare or approve. maps, shop drawings, opinions, reports, surveys, field omers, change omers or drawings and specifications; or (2) Supervisory, inspection. architectural or engineering activities. The ~mits of insurance that apply to additional insureds under this provision Is described in Sedlon III -Limits Of Insurance. How this insurance applies when other insurance is available to the additional insured is described in the other Insurance Condition in Sed:ion rv -Commercial General Uability Conditions. No person or organization is an insured with respect to the conduct of any current or past partnership, joint venture or limited lIabUlty company that is not shown as a Named Insured in the Declarations. SECTION 111-UMITS OF INSURANCE 1. The Most We will Pay The Limits of Insurance shown in the Declarations and the rules below fIX the most we will pay regardless of the number of: a. Insureds; b. Claims made or "suits" brought; or Page 12 of 18 c. Persons or organizations making daims or bringing ·suits" . 2. General Aggregate Umtt The ·General Aggregate limit is the most we will pay for the sum of: •. Medical expenses under Coverage C; b. Damages under Coverage A, except damages because of "bodily injury" or "property damage" included in the "products-completed operations hazard"; and c. Damages under Coverage B. 3. Products..compteted Operations Aggregate Umit The Products-cOmpleted Operations Aggregate Limit is the most we will pay under Coverage A for damages because of "bodily Injury" and "property damage" induded in the "products-completed operations hazard". 4. Personal and Advertising Injury Limit Subject to 2. above, the Personal and Advertising Injury Umit Is the most we will pay under Coverage B for the sum of all damages because of all ~personal and adVertising InjJry" sustained by anyone person or organization. S. Each Occurrence Umit Subject to 2. Dr 3. above, whichever applies, the Each Occurrence Limit is the most we will pay for the sum of: a. Damages Under'Coverage Ai and b. Medical expenses under Coverage C because of all nbodily injury" and "property damage" arising out of anyone "occurrence-. 6. Damage To Premises Rented To You Limit Subject to S. above, the Damage TD Premises Rented To You Limit Is the most we will pay under-Coverage A for damages because of ·property damage" to anyone premises, while rented to you, or in the case of damage by fire. lightning or explosion, while rented to you or temporarily oCQJpied by you with pennission of the O'Nfler. In the case of damage by fire, lightning or explosion, the Damage to Premises Rented To You Umit applies to all damage proximately caused by the same event, whether such damage results from fire, lightning or explosion or any combination of these. 7. Medical Expense Limit Subject to S. above, the Medical Expense Limit is the most we will pay under Coverage C for all medical expenses because of ~bodily injury" sustained by any one person, 8. How Limits Apply To Additional Insureds If you have agreed in a written contract or written agreement that another person or organization be HG 00 0106 OS City of Palo Alto (ID # 1804) City Council Staff Report Report Type: Consent Calendar Meeting Date: 12/5/2011 December 05, 2011 Page 1 of 4 (ID # 1804) Summary Title: RWQCP Landscaping Contract Amendment Title: Approval of Amendment No. 1 to Add the Amount of $192,798 to Contract No. C11136167 with Siegfried Engineering Inc. for a Total Contract Not to Exceed Value of $284,740 for Providing Final Design and Construction/Bidding Services for the Regional Water Quality Control Plant Landscaping Project From:City Manager Lead Department: Public Works RECOMMENDATION: Staff recommends that Council: Approve and authorize the City Manager or his designee to execute contract Amendment No. 1 (Attachment A) to Contract No.C11136167 with Siegfried Engineering Inc., in the amount of $192,798 for final design and bidding/construction services for the Regional Water Quality Control Plant landscaping. This amount includes $187,798 for basic services and $5,000 for additional services for a total contract amount not to exceed $284,740.00. BACKGROUND: The Regional Water Quality Control Plant (RWQCP) is a 25-acre facility owned and operated by the City of Palo Alto that treats wastewater from the East Palo Alto Sanitary District, Los Altos, Los Altos Hills, Mountain View, Palo Alto, and Stanford University. Facility expansion and improvement projects over the last 40 years have included conditions that the RWQCP install and maintain landscaping around the periphery of the facility to provide visual screening for visitors to the surrounding Baylands. Mature landscaping screens much of the RWQCP; however, the current condition of the landscaping is inadequate. Some of the planted vegetation is in poor health or has died. Many areas have become overgrown and the irrigation system is no longer functional. Goals for the exterior landscaping project are to: ·Screen the RWQCP from the Baylands; ·Define a path system at the corner of Embarcadero and Harbor Road for safer pedestrian travel; ·Select a plant palette that is beneficial to native wildlife; ·Irrigate with recycled water to decrease potable water use; December 05, 2011 Page 2 of 4 (ID # 1804) ·Use interpretive signage in the project areas illustrating how the RWQCP helps protect the Baylands from pollution; At the start of this project, the southeast edge of the Plant (see Attachment B for project site locations) had been identified as one of the landscaping project areas and a conceptual design for it had been drawn. This site had been previously landscaped to meet a 1986 RWQCP construction requirement and was in need of maintenance and relandscaping. In 2010, this site had been identified as a possible location for a composting facility. The November 2011 passage of Measure E undedicated this area as parkland allowing further analysis of its potential use as a composting facility. Because this site may eventually be approved for construction of a compost facility, a final landscape design will not be prepared as part of this project and the site will not be relandscaped at this time. To do so would risk spending money on a project which may then have to be removed. Although it may be several years before a composting facility is approved or built, it is not recommended that the site be landscaped in the interim because of the estimated design costs and probable construction costs totaling approximately $270,000. If the potential composting facility is not approved for construction, discussion will resume about relandscaping this area and will leverage the conceptual designs developed by Siegfried Engineering Inc. Goals for the interior RWQCP landscaping project are to: ·Create meeting areas and safer wayfinding for the RWQCP tours provided to the public; ·Demonstrate sustainable landscape design and include how recycled water use is an essential and beneficial part of contemporary landscaping ·Become certified as a Bay-Friendly Gardening Landscape and incorporate related topics into the RWQCP tour discussion; and ·Improve the aesthetics and professional look of the RWQCP interior. It should be noted that the area at the entrance to the RWQCP had been under consideration to become the new location for the City’s Recycling Center after its closure at the Landfill site in 2012. At of its July 5, 2011 meeting, the Council Finance Committee, directed staff to formulate a plan to retain the site as a Household Hazardous Waste (HHW) Station, but to remove the Recycling Center elements. Project managers from both the landscaping and the HHW Station projects are working collaboratively to synchronize efforts and are using the same design consultant; the Wastewater Treatment Fund is funding the landscaping design for the potential HHW Station to simplify project management and because the RWQCP entrance would have required new landscaping and signage regardless of the potential HHW Station or other projects that have been discussed to date. The RWQCP conceptual landscape designs (Attachments C, D, E) have been developed with extensive input from public stakeholders interested in Baylands protection, native plants and wildlife conservation; from the business community along Embarcadero Way; December 05, 2011 Page 3 of 4 (ID # 1804) City staff from Parks and Open Space, Planning, and Public Works; and Commissioners from the Architectural Review Board, Parks and Recreation Commission, Art Commission, and the Planning and Transportation Commission. DISCUSSION SEI was hired September 2010 to draft conceptual designs for the RWQCP Landscaping Project. SEI completed conceptual landscape designs for project sites around the periphery and inside the RWQCP at a cost of $86,124. The current contract (C11136167) allows the City to proceed with SEI for final design and construction/bidding services, if the City so chooses, without reissuing a new Request for Proposal. SEI has provided excellent services and staff recommends that the City use SEI to provide final design and construction/bidding services. As stated above under “Background”, the southeastern edge of the RWQCP has been deleted from this project due to the possibility that an Energy/Compost facility may be constructed there. Following a determination on a potential Energy/Compost facility, consideration of landscaping for this area will resume. RESOURCE IMPACT Funds for this project are included in the FY 2012 Wastewater Treatment Enterprise Fund budget Capital Improvement Program Project WQ-80021. The scope of this project will be modified at midyear to include services for landscaping. POLICY IMPLICATIONS Authorization of this project does not represent a change in existing City policies. ENVIRONMENTAL REVIEW The southeast portion of the RWQCP landscaping project fulfills an existing condition from a 1986 mitigated negative declaration for a Plant expansion project. The remaining landscaping project areas around and within the Plant meet the criteria for an existing facilities exemption pursuant to Section 15301 of the California Environmental Quality Act Guidelines. NEXT STEPS Pending Council approval of the SEI contract amendment, the tentative project timeline is as follows: ·Commence final design process (December 2011); ·Tree walkthrough with Advisory Committee members to discuss tree condition and those trees that will be removed from the RWQCP construction site (January, 2012); ·Planning Department and Architectural Review Board (if applicable) review (March 1, 2012); ·Complete review (August, 2012); ·Draft and process construction contract (Summer 2012); December 05, 2011 Page 4 of 4 (ID # 1804) ·Planting and construction (Fall 2012); and ·Completion of construction (Spring 2013). Attachments: ·Amendment 1 to C11136167_Siegfried (PDF) ·Project sites (DOC) ·Conceptual Design for Perimeter RWQCP (DOC) ·Conceptual Design for Interior RWQCP (PDF) ·Conceptual Design Recycled Water Tank (DOC) Prepared By:Julie Weiss, Environmental Specialist Department Head:J. Michael Sartor, Interim Director City Manager Approval: James Keene, City Manager AMENDMENT No.1 TO CONTRACT No.Cll136167 BETWEEN THE CITY OF PALO ALTO AND SEIGFRIED ENGINEERING, INC. This Amendment No.1 to Contract NO.Cll136167 ("Contract") is entered into October 3, 2011, by and between the CITY OF PALO ALTO, a charter city and a municipal corporation of the State of California ("CITY"), and SIEGFRIED ENGINEERING, INC., a California corporation, located at 3244 Brookside Road, Suite 100, Stockton, CA 95219 ("CONTRACTOR"). R E CIT A L S: WHEREAS, parties for the inventory; and the Contract provision of was entered into between the conducting tree and irrigation terms, agree: WHEREAS, the parties wish to amend the Contract; NOW, THEREFORE, in consideration of the conditions, and provisions of this Amendment, covenants, the parties SECTION 1. Section 4 is hereby amended to read as follows: "SECTION 4. NOT TO EXCEED COMPENSATION. The compensation to be paid to CONSULTANT for performance of the Services described in Exhibit "A", including both payment for professional services and reimbursable expenses, shall not exceed Two Hundred Seventy-nine Thousand Seven Hundred Forty Dollars ($279,740.00). In the event Additional Services are authorized, the total compensation for services and reimbursable expenses shall not exceed Two Hundred Eighty-four Thousand Seven Hundred Forty Dollars ($284,740.00). The applicable rates and schedule of payment are set out in Exhibit "C-I", entitled "HOURLY RATE SCHEDULE," which is attached to and made a part of this Agreement." SECTION 2. The following exhibit (s) to the Contract is/are hereby amended to read as set forth in the attachment(s) to this Amendment, which are incorporated in full by this refer- ence: a. Exhibit "A" entitled "SCOPE OF SERVICES". b. Exhibit "B" entitled "SCHEDULE OF PERFORMANCE". c. Exhibit "C" entitled "COMPENSATION". 1 110926 sm 010 AMENDMENT No.1 TO CONTRACT No.Cll136167 BETWEEN THE CITY OF PALO ALTO AND SEIGFRIED ENGINEERING, INC. This Amendment No.1 to Contract NO.Cll136167 ("Contract") is entered into October 3, 2011, by and between the CITY OF PALO ALTO, a charter city and a municipal corporation of the State of California ("CITY"), and SIEGFRIED ENGINEERING, INC., a California corporation, located at 3244 Brookside Road, Suite 100, Stockton, CA 95219 ("CONTRACTOR"). R E CIT A L S: WHEREAS, parties for the inventory; and the Contract provision of was entered into between the conducting tree and irrigation terms, agree: WHEREAS, the parties wish to amend the Contract; NOW, THEREFORE, in consideration of the conditions, and provisions of this Amendment, covenants, the parties SECTION 1. Section 4 is hereby amended to read as follows: "SECTION 4. NOT TO EXCEED COMPENSATION. The compensation to be paid to CONSULTANT for performance of the Services described in Exhibit "A", including both payment for professional services and reimbursable expenses, shall not exceed Two Hundred Seventy-nine Thousand Seven Hundred Forty Dollars ($279,740.00). In the event Additional Services are authorized, the total compensation for services and reimbursable expenses shall not exceed Two Hundred Eighty-four Thousand Seven Hundred Forty Dollars ($284,740.00). The applicable rates and schedule of payment are set out in Exhibit "C-I", entitled "HOURLY RATE SCHEDULE," which is attached to and made a part of this Agreement." SECTION 2. The following exhibit (s) to the Contract is/are hereby amended to read as set forth in the attachment(s) to this Amendment, which are incorporated in full by this refer- ence: a. Exhibit "A" entitled "SCOPE OF SERVICES". b. Exhibit "B" entitled "SCHEDULE OF PERFORMANCE". c. Exhibit "C" entitled "COMPENSATION". 1 110926 sm 010 CITY OF PALO ALTO CONTRACT NO.: CII136167 EXHIBIT" A" SCOPE OF SERVICES Consultant.services to provide preliminary investigation, conceptual design and environmental analysis for the renovation of landscaping at the 28 acre Palo Alto Regional Water Quality Control Plant (RWQCP), located at 2501 Embarcadero Way, Palo Alto. Existing landscaping inclndes mature tree and shrub screening around the periphery of facility buildings (see map at Attachment B-1), mostly Australian tree species within the Plant, and some vegetation lining the corridor to Renzel Marsh. This landscaping shall be incorporated into the new landscaping plan to the fullest extent possible. Final plans and specifications should accommodate the fact that the final design may be installed in phases. The consultant shall help plan and attend meetings as needed with RWQCP staff and other internal City stakeholders, attend up to four Advisory Committee meetings (comprised of public members and RWQCP staff and other internal stakeholders), and if necessary, meetings for boards and commissions that shall be determined during the initial Advisory Committee meeting. RWQCP staff shall coordinate with the CONSULTANT, draft agendas, organize and facilitate internal stakeholder and Advisory Committee meetings and distribute minutes. SCOPE OF SERVICES I. BASIC SERVICES PRELIMINARY DESIGN Task 1--8ite Investigation 1. Consultant shall: a) meet with RWQCP and other internal stakeholders (Parks, Planning, etc.) to review scope of service, project goals, budget, Advisory Committee member list and to develop a preliminary time line to include any necessary meetings with commissions, review boards, City Council, etc. Update project schedule throughout project as necessary. b) investigate and verifY existing site conditions by reviewing survey data and as-built documents, existing landscaping and RWQCP site plans c) coordinate with both City staff and utility companies to identifY and address potential issues regarding site utilities d) obtain and review the following from the links provided: i) zoning and Comprehensive Plan policies and goals http://www.cityofualoalto.org/knowzone/news/details.asp?NewsID-725&TargetID-130 http://www.ciiyofualoalto.org/knowzone/city projects/land use/comprehensive plan. asp Professional Services Rev. January 11, 2010 \\CC-TERRA\jarreo!\PURCHDOc\SAP Bids and Proposals\RFP\RFP136167 landscape Inventory and Design Development RWQC\Docs related to contract\Contract Cl1136167 SIEGFRIED ENGINEERlNG.doc CITY OF PALO ALTO CONTRACT NO.: CII136167 EXHIBIT" A" SCOPE OF SERVICES Consultant.services to provide preliminary investigation, conceptual design and environmental analysis for the renovation of landscaping at the 28 acre Palo Alto Regional Water Quality Control Plant (RWQCP), located at 2501 Embarcadero Way, Palo Alto. Existing landscaping inclndes mature tree and shrub screening around the periphery of facility buildings (see map at Attachment B-1), mostly Australian tree species within the Plant, and some vegetation lining the corridor to Renzel Marsh. This landscaping shall be incorporated into the new landscaping plan to the fullest extent possible. Final plans and specifications should accommodate the fact that the final design may be installed in phases. The consultant shall help plan and attend meetings as needed with RWQCP staff and other internal City stakeholders, attend up to four Advisory Committee meetings (comprised of public members and RWQCP staff and other internal stakeholders), and if necessary, meetings for boards and commissions that shall be determined during the initial Advisory Committee meeting. RWQCP staff shall coordinate with the CONSULTANT, draft agendas, organize and facilitate internal stakeholder and Advisory Committee meetings and distribute minutes. SCOPE OF SERVICES I. BASIC SERVICES PRELIMINARY DESIGN Task 1--8ite Investigation 1. Consultant shall: a) meet with RWQCP and other internal stakeholders (Parks, Planning, etc.) to review scope of service, project goals, budget, Advisory Committee member list and to develop a preliminary time line to include any necessary meetings with commissions, review boards, City Council, etc. Update project schedule throughout project as necessary. b) investigate and verifY existing site conditions by reviewing survey data and as-built documents, existing landscaping and RWQCP site plans c) coordinate with both City staff and utility companies to identifY and address potential issues regarding site utilities d) obtain and review the following from the links provided: i) zoning and Comprehensive Plan policies and goals http://www.cityofualoalto.org/knowzone/news/details.asp?NewsID-725&TargetID-130 http://www.ciiyofualoalto.org/knowzone/city projects/land use/comprehensive plan. asp Professional Services Rev. January 11, 2010 \\CC-TERRA\jarreo!\PURCHDOc\SAP Bids and Proposals\RFP\RFP136167 landscape Inventory and Design Development RWQC\Docs related to contract\Contract Cl1136167 SIEGFRIED ENGINEERlNG.doc CITY OF PALO ALTO CONTRACT NO.: Cll136167 ii) the Baylands Master Plan http://www.cityotpaloalto.orgicivicalfi1ebankiblobdload.asp?BlobID=14882 iii) RWQCP recycled water goals http://www.citvotpaloalto.onddepts/utl/news/details.asp?NewsID=729&TargetID=10 iv) State and local water efficiency ordinance requirements http://wwW.water.ca. gov IwateruseefficiencY/landscapeordinance/technical.cfm v) Tree Technical Manual (Sections 6.25-6.35, Tree Survey and Protection RepOlt), Site and Design (D) Review process (Chapter l8.30(G) http://www.cityotpaloalto.orgicivicaifilebankiblobdload.asp?BlobID=10752 vi) Bay Friendly Certification requi~ements http://www.stopwaste.orgldocsibay-friendly landscape guidelines - all chapters. pdf e) perform a general analysis to identify any significant issues regarding applicable codes and environmental clearance requirements :1) Evaluate soil conditions as necessary to infonn appropriate conceptual design plans g) provide an Autocad-generated site plan to be referred to as RWQCP Existing Landscaping Site Plan for the external Plant boundary. The plan shall: i) inventory and draw the location of existing trees and sp..rubs 'On the nort.h and east sides ofthe Plant, portions of the west side of the Plant that are not slated for inclusion in the potential future Recycling Center which has already be surveyed, and designated areas within the Plant as shown on the attachment B-1. Buildings are notrequired to be surveyed. The inventory shall fully incorporate two existing tree surveys from Public Works for the southern Plant area and western section ofthe Plant that is under consideration to become a recycling center. The inventory shall be compatible with Autocad 2010 and shall comply with the City of Palo Alto Tree Technical Manual Standards and Specifications (Sections 6.25-6.35, Tree Survey and Protection Report). The inventory shall be provided in both pdf and Autocad 2010 formats and shall identify the health of each noting any that are dead, diseased or in need of removal. ii) identify and map existing irrigation pipe that is working and that which is in need of replacement to determine if pipes and an existing water source are available. This information shall be used to upgrade and redesign the irrigation system which must eventually be compatible with the Parks Department Central Control Et driven Maxicom System. RWQCP will provide copies of the historical 2 Professional Services Rev. January 11, 2010 \\CC-TERRA\jarreol\PURCHDOC\sAP Bids and Proposals\RFP\RFP136167 landscape Inventory and Design Development RWQC\Docs related to contract\Contract Cll136167 SlEGFRlBD ENGINEERING.doc CITY OF PALO ALTO CONTRACT NO.: Cll136167 ii) the Baylands Master Plan http://www.cityotpaloalto.orgicivicalfi1ebankiblobdload.asp?BlobID=14882 iii) RWQCP recycled water goals http://www.citvotpaloalto.onddepts/utl/news/details.asp?NewsID=729&TargetID=10 iv) State and local water efficiency ordinance requirements http://wwW.water.ca. gov IwateruseefficiencY/landscapeordinance/technical.cfm v) Tree Technical Manual (Sections 6.25-6.35, Tree Survey and Protection RepOlt), Site and Design (D) Review process (Chapter l8.30(G) http://www.cityotpaloalto.orgicivicaifilebankiblobdload.asp?BlobID=10752 vi) Bay Friendly Certification requi~ements http://www.stopwaste.orgldocsibay-friendly landscape guidelines - all chapters. pdf e) perform a general analysis to identify any significant issues regarding applicable codes and environmental clearance requirements :1) Evaluate soil conditions as necessary to infonn appropriate conceptual design plans g) provide an Autocad-generated site plan to be referred to as RWQCP Existing Landscaping Site Plan for the external Plant boundary. The plan shall: i) inventory and draw the location of existing trees and sp..rubs 'On the nort.h and east sides ofthe Plant, portions of the west side of the Plant that are not slated for inclusion in the potential future Recycling Center which has already be surveyed, and designated areas within the Plant as shown on the attachment B-1. Buildings are notrequired to be surveyed. The inventory shall fully incorporate two existing tree surveys from Public Works for the southern Plant area and western section ofthe Plant that is under consideration to become a recycling center. The inventory shall be compatible with Autocad 2010 and shall comply with the City of Palo Alto Tree Technical Manual Standards and Specifications (Sections 6.25-6.35, Tree Survey and Protection Report). The inventory shall be provided in both pdf and Autocad 2010 formats and shall identify the health of each noting any that are dead, diseased or in need of removal. ii) identify and map existing irrigation pipe that is working and that which is in need of replacement to determine if pipes and an existing water source are available. This information shall be used to upgrade and redesign the irrigation system which must eventually be compatible with the Parks Department Central Control Et driven Maxicom System. RWQCP will provide copies of the historical 2 Professional Services Rev. January 11, 2010 \\CC-TERRA\jarreol\PURCHDOC\sAP Bids and Proposals\RFP\RFP136167 landscape Inventory and Design Development RWQC\Docs related to contract\Contract Cll136167 SlEGFRlBD ENGINEERING.doc CITY OF PALO ALTO CONTRACT NO.: Cll 136167 irrigation plans. New irrigation drawings shaH be provided in Autocad 2010 and pdf fonnats. h) work with project manager to plan and hold first Advisory Committee kickoff meeting and gather input to develop conceptual design alternatives for RWQCP landscaping tasks outlined in this scope and on Attachment B-2. Meeting shall also serve to educate Advisory Committee on existing site conditions using the RWQCP Existing Landscaping Site Plan that CONSULTANT shall develop. Consultant shall attend meetings, prepare meeting minutes and, incorporate input from meetings into subsequent plan iterations and provide presentations as needed. Deliverables: 1. Two (2) full-sized sets of RWQCP EXisting Landscaping Site Plan 2. Two (2) half-size sets of RWQCP Existing Landscaping Site Plan 3. Plans in pdf and Autocad fonnats 4. Meeting minutes Task 2 Project Design 1. Conceptual Design a) Consultant shall prepare conceptual design documents based on Advisory Committee feedback including a minimum of two alternatives to include probable irrigation and construction costs for each. Drawings shall include plans showing site layout, rough grading, drainage, existing landscaping, site utilities and irrigation components for: i) the enhancement of existing vegetation screening around the RWQCP facility to minimize visibility and noise (as feasible) . .Dfthe RWQCP from Baylands Park. Screening must also obscure visibility of the flare that shall be constructed in 2010 on the southern portion of the RWQCP. Consultan.t shall confer with project manager for this effort to incorporate screening that is already planned for this project ii) the redesign of the southern portion of the perimeter plant landscaping to become a habitat corridor leading to Renzel Marsh which shall support native wildlife. The consultant shaH assume that existing trees shall not be removed from this area unless they are diseased, damaged or pose a significant barrier to the successful installation of trees and other vegetation in the area. iii) landscaping for the future Recycling Center which may be approved for construction in 2011 (see Attachment B-3) iv) conceptual landscape alternatives to the existing moat in front ofRWQCP operations bUilding. Concepts shall include demonstration rainwater collection devices, semi-penneable hardscape and potentially a small pondless water feature 3 Professional Services Rev, January II,2010 \\CC-TERRA \jarreo1\PURCHDOC\SAP Bids and Prop05a!s\RFP\RFPI36167 Landscape Inventory and Design Development RWQC\I)ocs related to contract\Contract C11136167 SIBGFRlBD ENGINEERING.doc CITY OF PALO ALTO CONTRACT NO.: Cll 136167 irrigation plans. New irrigation drawings shaH be provided in Autocad 2010 and pdf fonnats. h) work with project manager to plan and hold first Advisory Committee kickoff meeting and gather input to develop conceptual design alternatives for RWQCP landscaping tasks outlined in this scope and on Attachment B-2. Meeting shall also serve to educate Advisory Committee on existing site conditions using the RWQCP Existing Landscaping Site Plan that CONSULTANT shall develop. Consultant shall attend meetings, prepare meeting minutes and, incorporate input from meetings into subsequent plan iterations and provide presentations as needed. Deliverables: 1. Two (2) full-sized sets of RWQCP EXisting Landscaping Site Plan 2. Two (2) half-size sets of RWQCP Existing Landscaping Site Plan 3. Plans in pdf and Autocad fonnats 4. Meeting minutes Task 2 Project Design 1. Conceptual Design a) Consultant shall prepare conceptual design documents based on Advisory Committee feedback including a minimum of two alternatives to include probable irrigation and construction costs for each. Drawings shall include plans showing site layout, rough grading, drainage, existing landscaping, site utilities and irrigation components for: i) the enhancement of existing vegetation screening around the RWQCP facility to minimize visibility and noise (as feasible) . .Dfthe RWQCP from Baylands Park. Screening must also obscure visibility of the flare that shall be constructed in 2010 on the southern portion of the RWQCP. Consultan.t shall confer with project manager for this effort to incorporate screening that is already planned for this project ii) the redesign of the southern portion of the perimeter plant landscaping to become a habitat corridor leading to Renzel Marsh which shall support native wildlife. The consultant shaH assume that existing trees shall not be removed from this area unless they are diseased, damaged or pose a significant barrier to the successful installation of trees and other vegetation in the area. iii) landscaping for the future Recycling Center which may be approved for construction in 2011 (see Attachment B-3) iv) conceptual landscape alternatives to the existing moat in front ofRWQCP operations bUilding. Concepts shall include demonstration rainwater collection devices, semi-penneable hardscape and potentially a small pondless water feature 3 Professional Services Rev, January II,2010 \\CC-TERRA \jarreo1\PURCHDOC\SAP Bids and Prop05a!s\RFP\RFPI36167 Landscape Inventory and Design Development RWQC\I)ocs related to contract\Contract C11136167 SIBGFRlBD ENGINEERING.doc CITY OF PALO ALTO CONTRACT NO.: Cll136167 and other enhancements that illustrate sustainable landscape design and practices v) landscaping around the recycled water tank featuring recycled water use, interpretive signs, and possible pondless water feature vi) landscaping within the RWQCP as indicated in Attachment B-2 which will enhance site aesthetics vii) Landscape improvements shall: I. Comply with the Baylands Master Plan and City of Palo Alto Comprehensive Plan goals and policies 2. Include an irrigation design that can be converted to the City's Central Control . Et driven Maxicom System 3. Meet requirements for Bay Friendly Certification (www.stopwaste.org) and strive to exceed those requirements for sustainable design and practices via: • soil preparation • water-conserving irrigation, the use ofrecycJed water and minimal potable water use . • solar-powered water features and lighting • locally sourced landscape and hardscape materials • plant selection • semi-permeable hardscaping, rain barrels and cisterns • habitat for native bird and auimal species • Zero Waste by reducing, reusing and recycling materials b) Internal Review: Meet with internal stakeholders (department staff) to present the two conceptual designs, vet for any siguificant issues and' obtain consenstls before meeting with Advisory Conunittee. CONSULTANT shall revise conceptual designs as needed prior to Advisory Conunittee. Conceptual designs should be provided electronically and web-ready. Work Products and Deliverables 1. Two (2) full-size sets of each Conceptual Design drawings 2. Ten (10) half-size sets of each Conceptual Design drawings 3. Conceptual Design phase statement of probable construction costs 4. Electronic versions of the above (PDF, Autocad) 5. Meeting minutes 2. Second Advisory Committee Conceptual Design Review Consultant shall confer with R WQCP staff and a) Help plan and attend second Advisory Conunittee meeting to present the two conceptual designs from Task 1 b with the goal of identif'ying a preferred alternative. 4 Professional Services Rev. January 11, 2010 \\CC·TERRA\jarreol\PURCHDOC\SAP Bids and I'roposa]s\RFP\RFP136167 landscape Inventory and Design Development RWQC\Docs related to contract\Contract C11136167 SIEGFRIED ENGINEERING.doc CITY OF PALO ALTO CONTRACT NO.: Cll136167 and other enhancements that illustrate sustainable landscape design and practices v) landscaping around the recycled water tank featuring recycled water use, interpretive signs, and possible pondless water feature vi) landscaping within the RWQCP as indicated in Attachment B-2 which will enhance site aesthetics vii) Landscape improvements shall: I. Comply with the Baylands Master Plan and City of Palo Alto Comprehensive Plan goals and policies 2. Include an irrigation design that can be converted to the City's Central Control . Et driven Maxicom System 3. Meet requirements for Bay Friendly Certification (www.stopwaste.org) and strive to exceed those requirements for sustainable design and practices via: • soil preparation • water-conserving irrigation, the use ofrecycJed water and minimal potable water use . • solar-powered water features and lighting • locally sourced landscape and hardscape materials • plant selection • semi-permeable hardscaping, rain barrels and cisterns • habitat for native bird and auimal species • Zero Waste by reducing, reusing and recycling materials b) Internal Review: Meet with internal stakeholders (department staff) to present the two conceptual designs, vet for any siguificant issues and' obtain consenstls before meeting with Advisory Conunittee. CONSULTANT shall revise conceptual designs as needed prior to Advisory Conunittee. Conceptual designs should be provided electronically and web-ready. Work Products and Deliverables 1. Two (2) full-size sets of each Conceptual Design drawings 2. Ten (10) half-size sets of each Conceptual Design drawings 3. Conceptual Design phase statement of probable construction costs 4. Electronic versions of the above (PDF, Autocad) 5. Meeting minutes 2. Second Advisory Committee Conceptual Design Review Consultant shall confer with R WQCP staff and a) Help plan and attend second Advisory Conunittee meeting to present the two conceptual designs from Task 1 b with the goal of identif'ying a preferred alternative. 4 Professional Services Rev. January 11, 2010 \\CC·TERRA\jarreol\PURCHDOC\SAP Bids and I'roposa]s\RFP\RFP136167 landscape Inventory and Design Development RWQC\Docs related to contract\Contract C11136167 SIEGFRIED ENGINEERING.doc CITY OF PALO ALTO CONTRACT NO.: Cll136167 b) Revise the preferred alternative identified in the second stakeholder meeting. This version of the conceptual plan shall include: 1. A suggested plant palette of trees, shrnbs and other species tolerant of recycled water andlor Baylands soil that are appropriate for possible use in this project. Include graphic representations of different size and type plants at maturity for public review. II. An indication of imy maintenance considerations, including long term monitoring and mitigation of plant material tolerance to soil and irrigation salinity. 111. A probable construction cost estimate. 3. Third Advisory Committee Meeting Consultant shall: a) attend and help plan third Advisory Committee meeting to present the revised conceptual design. b) If previously determined by the Advisory Committee, consultant shall help prepare study sessions for the City's Park and Recreation Commission, Plarming and Transportation Commission, Architectural Review Board andlor City Council. Work Products and Deliverables: l.Two (2) full-size sets ofthepreferred conceptual design drawing 2.Ten (to) half-size sets ofthe preferred conceptual design drawing 3.Conceptual design phase statement of probable construction costs 4.Electronic versions of the above (PDF, Autocad) 5.Meeting minutes 4. Finalized Conceptual Design and Advisory Committee Review Consultant shall: . a) Incorporate feedback, as needed, from commissions, the Architectural Review Board and the third Advisory Committee meeting as needed. b) Ifnecessary, work with project manager to plan and hold the fourth and final Advisory Committee meeting (or alternative review process) for review and approval of the Finalized Conceptual Design. Work Products and Deliverables: l.Two (2) full-size sets of the preferred conceptual design drawing 2.Ten (to) half-size sets of the preferred conceptual design drawing 3.Conceptual design phase statement of probable construction costs 4.Electronic versions of the above (PDF, Autocad) 5 Professional Services Rev_ January II. 2010 \\CC-TERRA\jarreo]\PURCHDOC\sAP Bids and Proposa!s\RFP\RFP136167 Landscape Inventory and Design Development RWQC\Docs related to contract\Contract C11136167 SlEGFRTED ENGINEERING.doc CITY OF PALO ALTO CONTRACT NO.: Cll136167 b) Revise the preferred alternative identified in the second stakeholder meeting. This version of the conceptual plan shall include: 1. A suggested plant palette of trees, shrnbs and other species tolerant of recycled water andlor Baylands soil that are appropriate for possible use in this project. Include graphic representations of different size and type plants at maturity for public review. II. An indication of imy maintenance considerations, including long term monitoring and mitigation of plant material tolerance to soil and irrigation salinity. 111. A probable construction cost estimate. 3. Third Advisory Committee Meeting Consultant shall: a) attend and help plan third Advisory Committee meeting to present the revised conceptual design. b) If previously determined by the Advisory Committee, consultant shall help prepare study sessions for the City's Park and Recreation Commission, Plarming and Transportation Commission, Architectural Review Board andlor City Council. Work Products and Deliverables: l.Two (2) full-size sets ofthepreferred conceptual design drawing 2.Ten (to) half-size sets ofthe preferred conceptual design drawing 3.Conceptual design phase statement of probable construction costs 4.Electronic versions of the above (PDF, Autocad) 5.Meeting minutes 4. Finalized Conceptual Design and Advisory Committee Review Consultant shall: . a) Incorporate feedback, as needed, from commissions, the Architectural Review Board and the third Advisory Committee meeting as needed. b) Ifnecessary, work with project manager to plan and hold the fourth and final Advisory Committee meeting (or alternative review process) for review and approval of the Finalized Conceptual Design. Work Products and Deliverables: l.Two (2) full-size sets of the preferred conceptual design drawing 2.Ten (to) half-size sets of the preferred conceptual design drawing 3.Conceptual design phase statement of probable construction costs 4.Electronic versions of the above (PDF, Autocad) 5 Professional Services Rev_ January II. 2010 \\CC-TERRA\jarreo]\PURCHDOC\sAP Bids and Proposa!s\RFP\RFP136167 Landscape Inventory and Design Development RWQC\Docs related to contract\Contract C11136167 SlEGFRTED ENGINEERING.doc CITY OF PALO ALTO CONTRACT NO.: CII136167 5.Meeting minutes c) Upon completion of the Accepted Conceptual Design complete an Administrative Draft Initial study in preparation for the Design Phase and Construction. II. FINAL DESIGN AND CONSTRUCTION SERVICES The City reserves the right to solicit other consultants for Fiual Design, or enter into agreement with Siegfried to issue a contract addendum for Final Design, construction bidding assistance and services during construction. END OF SCOPE 6 Professional Services Rev. January t I, 2010 \\CC-TERRA\jarreol\PURCHDOC\SAP Bids and Proposals\RFP\RFP136167 landscape Inventory and Design Development RWQC\Docs related to contract\Contract Cll136167 SIEGFRIED ENGINEERING.doc CITY OF PALO ALTO CONTRACT NO.: CII136167 5.Meeting minutes c) Upon completion of the Accepted Conceptual Design complete an Administrative Draft Initial study in preparation for the Design Phase and Construction. II. FINAL DESIGN AND CONSTRUCTION SERVICES The City reserves the right to solicit other consultants for Fiual Design, or enter into agreement with Siegfried to issue a contract addendum for Final Design, construction bidding assistance and services during construction. END OF SCOPE 6 Professional Services Rev. January t I, 2010 \\CC-TERRA\jarreol\PURCHDOC\SAP Bids and Proposals\RFP\RFP136167 landscape Inventory and Design Development RWQC\Docs related to contract\Contract Cll136167 SIEGFRIED ENGINEERING.doc .iII- •• SIEGFRIED h. Flow line and lip of gutter i. Edge of pavement j. Fire Hydrants k. Water Meters I. Gas meter risers or meter boxes m. Sanitary sewer clean-out boxes n. Monuments o. Street improvements including striping B. 60% Construction Documents 1. Based on previous input from the Advisory Committee, provide drawings, specifications, and other 60% deliverable documents as needed for staff and Advisory Committee review. 2. Provide statement of probable construction costs C. 95% Construction Documents 1. Siegfried will address all the comments and concerns issued during the 60% design review. The design will be the true reflection of City's intent for this project and meet all specification requirements listed in the Conceptual Design Proposal. 2. Provide final design phase statement of probable construction costs 3. Provide sufficient sets of drawings, information and cut sheets for submission to the City of Palo Alto's Planning Department for formal review. 4. Once the 90% Final Design has been approved by RWQCP Project Manager, prepare and submit materials for the City's formal review process including Draft Initial Study and mitigated negative declaration documentation. 5. Assist staff in responding to questions or issues that may arise about the draft initial study and CEQA documentation. D. Final Construction Documents 1. Siegfried will revise the final design based on City's comments and Siegfried's own internal review and quality control. 2. The design at this stage will include construction documents with plans, specifications, design calculations and a final construction cost estimate. 3. Prepare the design package to secure applicable permitting and soliciting construction I procurement for each task. 4. Provide one unbound copy and one Microsoft Word electronic copy of the final specifications. 5. Provide two wet stamped hard copies, one digital copy in PDF format and one in AutoCAD 3D Civil 2010 format of the final stamped plans. Provide two hard copies and one digital copy in Microsoft Word format of the final specifications. Task 2 -Attend stakeholder meetings -Siegfried will plan for: 1. Up to two (2) meetings with Advisory Committee to receive initial input and review iterations of the Final Design which will detail plant and building materials, sign age and other landscaping components. 2. Up to two (2) meetings with Plant Palette Selection subcommittee of the Advisory Committee. 3. Occuring on the same day and following one of the above mentioned Plant Pallet meetings, Siegfried will attend one (1) on-site walkthrough with Advisory Committee and Executive staff to discuss those trees that are to be removed and respond to concerns and requests for more information. 4. City Council and Commission Meetings to include (total time includes: The key to success is having a dedicated team that remains intact throughout the duration of the entire project 3 .iII- •• SIEGFRIED h. Flow line and lip of gutter i. Edge of pavement j. Fire Hydrants k. Water Meters I. Gas meter risers or meter boxes m. Sanitary sewer clean-out boxes n. Monuments o. Street improvements including striping B. 60% Construction Documents 1. Based on previous input from the Advisory Committee, provide drawings, specifications, and other 60% deliverable documents as needed for staff and Advisory Committee review. 2. Provide statement of probable construction costs C. 95% Construction Documents 1. Siegfried will address all the comments and concerns issued during the 60% design review. The design will be the true reflection of City's intent for this project and meet all specification requirements listed in the Conceptual Design Proposal. 2. Provide final design phase statement of probable construction costs 3. Provide sufficient sets of drawings, information and cut sheets for submission to the City of Palo Alto's Planning Department for formal review. 4. Once the 90% Final Design has been approved by RWQCP Project Manager, prepare and submit materials for the City's formal review process including Draft Initial Study and mitigated negative declaration documentation. 5. Assist staff in responding to questions or issues that may arise about the draft initial study and CEQA documentation. D. Final Construction Documents 1. Siegfried will revise the final design based on City's comments and Siegfried's own internal review and quality control. 2. The design at this stage will include construction documents with plans, specifications, design calculations and a final construction cost estimate. 3. Prepare the design package to secure applicable permitting and soliciting construction I procurement for each task. 4. Provide one unbound copy and one Microsoft Word electronic copy of the final specifications. 5. Provide two wet stamped hard copies, one digital copy in PDF format and one in AutoCAD 3D Civil 2010 format of the final stamped plans. Provide two hard copies and one digital copy in Microsoft Word format of the final specifications. Task 2 -Attend stakeholder meetings -Siegfried will plan for: 1. Up to two (2) meetings with Advisory Committee to receive initial input and review iterations of the Final Design which will detail plant and building materials, sign age and other landscaping components. 2. Up to two (2) meetings with Plant Palette Selection subcommittee of the Advisory Committee. 3. Occuring on the same day and following one of the above mentioned Plant Pallet meetings, Siegfried will attend one (1) on-site walkthrough with Advisory Committee and Executive staff to discuss those trees that are to be removed and respond to concerns and requests for more information. 4. City Council and Commission Meetings to include (total time includes: The key to success is having a dedicated team that remains intact throughout the duration of the entire project 3 .111" •• SIEGFRIED meeting preparation, travel, and waiting time at each meeting unless otherwise noted): a, Discussions with Art Commission and Art Commission subcommittee (up to two (2) two-hour meetings) to discuss the required art piece and its eventual location b, RWQCP Internal Stakeholder meeting (up to two (2) one-hour meetings) c, Parks and Recreation Commission (meeting preparation and packets only) d, Architectural Review Board (meeting preparation and packets only) e, Planning and Transportation Commission (meeting preparation and packets only) f, City Council Work Products and Deliverables: a, Full-size or half size sets as required of the preferred proposed drawing for each staff, Advisory, Commission our Council meeting as follows: Advisory Committee (15) Architectural Review Board (15) Parks and Recreation Commission (15) Planning and Transportation Commission (30) Art Commission (15) City Council (28) RWQCP stakeholders (15) b, Electronic versions of all iterations of drawings as requested by staff (PDF, jpg, AutoCAD 2010) c, Meeting minutes III -SERVICES DURING BIDDING AND CONSTRUCTION Task 1 -Services During Bidding 1, Siegfried will assist the City in preparation of up to one (1) distinct bid package. The package will include full-sized original drawing set(s), and a digital plot bid package for the City's use in printing, and an electronic version of the Construction Documents, 2, Siegfried will respond to the requests for clarification and/or information from prospective bidders in consultation with City staff as it relates to the construction project 3, Siegfried will, prepare meeting materials, attend, answer relevant questions and assist the City at the pre-bid conferences and the walk through, 4, Siegfried will assist the City with preparation of Project addenda and furnish the originals required for addenda, 5, Siegfried will meet with the project manager to review the estimates of probable construction costs and to confirm that the design is still within the City's approved construction budget. Task 2 -Services During Construction-Future Phase for Information Only This Phase will be awarded upon Council approval of the Construction contract and is included in this scope for information only, Each service will be provided for up to two (2) distinct bid packages over a potential period of three (3) years, 1, Siegfried will review submittals from the contractor for conformance with the Contract Documents, Siegfried will review and return the submittal comments to the City within ten calendar days, 2, Siegfried will prepare written response to the Requests for Information (RFI) submitted by the contractor, Siegfried will review, comment and At a recent ARB meeting, one board member responded with, "grand slam, A plus" when praising our product and efforts to blend form and function at Eleanor Pardee Park in Palo Alto 4 .111" •• SIEGFRIED meeting preparation, travel, and waiting time at each meeting unless otherwise noted): a, Discussions with Art Commission and Art Commission subcommittee (up to two (2) two-hour meetings) to discuss the required art piece and its eventual location b, RWQCP Internal Stakeholder meeting (up to two (2) one-hour meetings) c, Parks and Recreation Commission (meeting preparation and packets only) d, Architectural Review Board (meeting preparation and packets only) e, Planning and Transportation Commission (meeting preparation and packets only) f, City Council Work Products and Deliverables: a, Full-size or half size sets as required of the preferred proposed drawing for each staff, Advisory, Commission our Council meeting as follows: Advisory Committee (15) Architectural Review Board (15) Parks and Recreation Commission (15) Planning and Transportation Commission (30) Art Commission (15) City Council (28) RWQCP stakeholders (15) b, Electronic versions of all iterations of drawings as requested by staff (PDF, jpg, AutoCAD 2010) c, Meeting minutes III -SERVICES DURING BIDDING AND CONSTRUCTION Task 1 -Services During Bidding 1, Siegfried will assist the City in preparation of up to one (1) distinct bid package. The package will include full-sized original drawing set(s), and a digital plot bid package for the City's use in printing, and an electronic version of the Construction Documents, 2, Siegfried will respond to the requests for clarification and/or information from prospective bidders in consultation with City staff as it relates to the construction project 3, Siegfried will, prepare meeting materials, attend, answer relevant questions and assist the City at the pre-bid conferences and the walk through, 4, Siegfried will assist the City with preparation of Project addenda and furnish the originals required for addenda, 5, Siegfried will meet with the project manager to review the estimates of probable construction costs and to confirm that the design is still within the City's approved construction budget. Task 2 -Services During Construction-Future Phase for Information Only This Phase will be awarded upon Council approval of the Construction contract and is included in this scope for information only, Each service will be provided for up to two (2) distinct bid packages over a potential period of three (3) years, 1, Siegfried will review submittals from the contractor for conformance with the Contract Documents, Siegfried will review and return the submittal comments to the City within ten calendar days, 2, Siegfried will prepare written response to the Requests for Information (RFI) submitted by the contractor, Siegfried will review, comment and At a recent ARB meeting, one board member responded with, "grand slam, A plus" when praising our product and efforts to blend form and function at Eleanor Pardee Park in Palo Alto 4 111111" 111111 SIEGFRIED return the RFI responses within seven calendar days. 3. Siegfried will review and validate the Contract Change Order requests submitted by contractor for accuracy and correctness, as requested by the City. 4. As requested, Siegfried will attend periodic Project Progress Meetings with the Contractor. Please allow for one meeting per month, at the minimum, during the construction phase. 5. Siegfried will review the "as-built" or "red line" drawings and documents maintained by the contractor during construction. Upon construction completion, Siegfried will prepare full size and half size (11"X17") sets and one electronic copy of the record drawings. The electronic copy will be in AutoCAD 3D Civil 2010 format, PDF and jpg as requested. The record drawings will consist of annotated contract drawings and electronic files showing changes in design and construction. 6. Siegfried will provide an archeologist and a wildlife biologist to provide necessary assessments, site visits and review to meet all RWQCP draft mitigated negative declaration requirements. 7. Ensure that construction does not occur during gray fox denning season (April-through October and in conjunction with CDFG recommendations) IV -REIMBURSABLE SERVICES Allowance for reimbursable expenses will be set as part of the Agreement of Services. Reimbursable expenses include: 1. Expenses for reproduction, special handling of drawings, specifications or documents which are specifically needed to meet requirement of the Agreement. Expenses of data processing and photographic production which are specifically needed to meet requirement of the Agreement. All drawings are to be provided in AutoCAD 2010, PDF andjpg formats. 2. Expenses for transportation in connection with the performance of Basic and/or Additional Services per the City's travel policy. V -ADDITIONAL SERVICES Additional services will not be rendered without first receiving written authorization from the City. Siegfried and the City must arrive at an agreed upon, not-to-exceed fee and method of payment prior to Siegfried proceeding with any additional service. Siegfried will provide billing rate schedule for the life of the project. Additional services may include: 1. Making revisions required by reason or causes beyond the control of the Siegfried. 2. Providing services due to unforeseen issues or performance of either City or City's construction contractor for work designed under this scope of service and based on information provided by the City's construction contractor. 3. Providing other special studies not covered under Basic Services 4. Providing drawings, specifications and/or other supporting data in connection with contract change orders when such contract change orders are not necessitated by design errors or omissions by Siegfried. 5. Additional drawings of new or modified design elements 6. Additional reproduction of drawings, presentations 7. Providing any other additional services not otherwise included, or not customarily furnished in accordance with Siegfried's generally accepted professional practice, when so requested by the City and mutually agreed upon, in writing. 8. Additional unanticipated meetings for Advisory Committee, staff, commissions, architectural review, or City Council meetings. All incoming documents will be date stamped, logged, assigned, and marked with the appropriate file number, and routed to the appropriate party for action 5 111111" 111111 SIEGFRIED return the RFI responses within seven calendar days. 3. Siegfried will review and validate the Contract Change Order requests submitted by contractor for accuracy and correctness, as requested by the City. 4. As requested, Siegfried will attend periodic Project Progress Meetings with the Contractor. Please allow for one meeting per month, at the minimum, during the construction phase. 5. Siegfried will review the "as-built" or "red line" drawings and documents maintained by the contractor during construction. Upon construction completion, Siegfried will prepare full size and half size (11"X17") sets and one electronic copy of the record drawings. The electronic copy will be in AutoCAD 3D Civil 2010 format, PDF and jpg as requested. The record drawings will consist of annotated contract drawings and electronic files showing changes in design and construction. 6. Siegfried will provide an archeologist and a wildlife biologist to provide necessary assessments, site visits and review to meet all RWQCP draft mitigated negative declaration requirements. 7. Ensure that construction does not occur during gray fox denning season (April-through October and in conjunction with CDFG recommendations) IV -REIMBURSABLE SERVICES Allowance for reimbursable expenses will be set as part of the Agreement of Services. Reimbursable expenses include: 1. Expenses for reproduction, special handling of drawings, specifications or documents which are specifically needed to meet requirement of the Agreement. Expenses of data processing and photographic production which are specifically needed to meet requirement of the Agreement. All drawings are to be provided in AutoCAD 2010, PDF andjpg formats. 2. Expenses for transportation in connection with the performance of Basic and/or Additional Services per the City's travel policy. V -ADDITIONAL SERVICES Additional services will not be rendered without first receiving written authorization from the City. Siegfried and the City must arrive at an agreed upon, not-to-exceed fee and method of payment prior to Siegfried proceeding with any additional service. Siegfried will provide billing rate schedule for the life of the project. Additional services may include: 1. Making revisions required by reason or causes beyond the control of the Siegfried. 2. Providing services due to unforeseen issues or performance of either City or City's construction contractor for work designed under this scope of service and based on information provided by the City's construction contractor. 3. Providing other special studies not covered under Basic Services 4. Providing drawings, specifications and/or other supporting data in connection with contract change orders when such contract change orders are not necessitated by design errors or omissions by Siegfried. 5. Additional drawings of new or modified design elements 6. Additional reproduction of drawings, presentations 7. Providing any other additional services not otherwise included, or not customarily furnished in accordance with Siegfried's generally accepted professional practice, when so requested by the City and mutually agreed upon, in writing. 8. Additional unanticipated meetings for Advisory Committee, staff, commissions, architectural review, or City Council meetings. All incoming documents will be date stamped, logged, assigned, and marked with the appropriate file number, and routed to the appropriate party for action 5 .iII" •• SIEGFRIED 9. Additional meetings that may be needed to satisfy the interest of City Councilor various City Commissions VI -TIMELINE OF KEY MILESTONES 1. Assuming Council approval, commence final design process and plan Advisory Committee, Art Commission and Plant Palette subcommittee meetings (October 2011) 2. Tree walkthrough with Advisory Committee members to discuss tree condition and those trees that will be removed from the RWQCP construction site (October 2011) 3. Assist in review of Canopy proposal to make RWQCP landscaping project a demonstration site (October 2011) 4. Submit final design, draft initial study and MND to Planning and begin formal review-includes Commissions and Council meetings (February 1, 2012) 5. Complete formal review (JunelJuly 2012) 6. Draft and process construction contract (summer, 2012) 7. Plant/construct in (fall, 2012) 8. Completion of construction (spring, 2013) WORK PLAN PROJECT MANAGEMENT As Siegfried's Landscape Architect and Project Manager, Robert Norbutas, ASLA, will continue to be the principal point of contact for the City throughout this phase of the project, and be responsible for the lead day-to-day communications. Paul Schneider, Siegfried's Principal-In-Charge will also continue to be responsible for Quality Control. Paul and Robert have worked closely and effectively together over th,e last year on the preliminary design phase of this project, and both are intimately familiar with the project. Effective project management delivered in a professional manner is critical to the success of this project. Siegfried will continue to use our tested and proven project management techniques to provide a cost-effective and responsive delivery of our technical products. Proposed steps Siegfried will use on this project will include: Moving forward with our comprehensive and thorough Work Plan which includes significant City and stakeholder involvement Use an earned value system to accurately track progress, and keep the City and stakeholders informed as to project status Prepare comprehensive progress reports and hold progress meetings with the City and stakeholders during this phase of the project to review budget, scope, and time line. Continue to maintain an open line of communication for information, questions, ideas, and feedback. QUALITY AND COST CONTROL All work performed under this contract will be conducted in accordance with the Siegfried Quality Control Program. Siegfried's Quality Control Manager on this project, Paul J. Schneider, P.E., will establish a Plan specifically for this project. Mr. Schneider has over twelve years of experience in his field of expertise, providing quality control for projects throughout the Bay Area and beyond. Additionally, Mr. Schneider has served as Principal-in-Charge and Quality Control Manager for the initial phase of this project, thus he understands the processes During one of our visits, we were told that the habitat corridor was once a beautiful garden-like setting, it is our goal to design a plan that restores this area to it's natural beauty 6 .iII" •• SIEGFRIED 9. Additional meetings that may be needed to satisfy the interest of City Councilor various City Commissions VI -TIMELINE OF KEY MILESTONES 1. Assuming Council approval, commence final design process and plan Advisory Committee, Art Commission and Plant Palette subcommittee meetings (October 2011) 2. Tree walkthrough with Advisory Committee members to discuss tree condition and those trees that will be removed from the RWQCP construction site (October 2011) 3. Assist in review of Canopy proposal to make RWQCP landscaping project a demonstration site (October 2011) 4. Submit final design, draft initial study and MND to Planning and begin formal review-includes Commissions and Council meetings (February 1, 2012) 5. Complete formal review (JunelJuly 2012) 6. Draft and process construction contract (summer, 2012) 7. Plant/construct in (fall, 2012) 8. Completion of construction (spring, 2013) WORK PLAN PROJECT MANAGEMENT As Siegfried's Landscape Architect and Project Manager, Robert Norbutas, ASLA, will continue to be the principal point of contact for the City throughout this phase of the project, and be responsible for the lead day-to-day communications. Paul Schneider, Siegfried's PrincipaHn-Charge will also continue to be responsible for Quality Control. Paul and Robert have worked closely and effectively together over th,e last year on the preliminary design phase of this project, and both are intimately familiar with the project. Effective project management delivered in a professional manner is critical to the success of this project. Siegfried will continue to use our tested and proven project management techniques to provide a cost-effective and responsive delivery of our technical products. Proposed steps Siegfried will use on this project will include: Moving forward with our comprehensive and thorough Work Plan which includes significant City and stakeholder involvement Use an earned value system to accurately track progress, and keep the City and stakeholders informed as to project status Prepare comprehensive progress reports and hold progress meetings with the City and stakeholders during this phase of the project to review budget, scope, and time line. Continue to maintain an open line of communication for information, questions, ideas, and feedback. QUALITY AND COST CONTROL All work performed under this contract will be conducted in accordance with the Siegfried Quality Control Program. Siegfried's Quality Control Manager on this project, Paul J. Schneider, P.E., will establish a Plan specifically for this project. Mr. Schneider has over twelve years of experience in his field of expertise, providing quality control for projects throughout the Bay Area and beyond. Additionally, Mr. Schneider has served as Principal-in-Charge and Quality Control Manager for the initial phase of this project, thus he understands the processes During one of our visits, we were told that the habitat corridor was once a beautiful garden-like setting, it is our goal to design a plan that restores this area to it's natural beauty 6 ·lIIm •• SIEGFRIED and procedures of the City, their desire for a successful project, and all details surrounding this project. TOPOGRAPHIC SURVEY For the final design phase of this project, Siegfried will require the completion of a Topographic Survey of the sUbject design areas. For this task we will utilize City survey crews which are led by licensed surveyors. The Topographic Survey will give our design team valuable data that is necessary to complete this project. CEQA COMPLETION Continuing to work with ESA, Siegfried's Environmental Consultant on the first phase of this project, we will complete the CEQA process. CONFORMANCE WITH RECYCLED WATER GOALS The Palo Alto Recycled Water Project is currently in Phase 3 of the Palo Alto Regional Water Quality Control Plant's ongoing expansion of its regional recycled water system. The predominant use of recycled water for this project is landscape irrigation. Our goal, through our landscape design, is to create a plan that conforms with all recycled water goals and takes into consideration your future recycled water goals as well. DESIGNED FOR YOUR FUTURE LONG RANGE FACILITY PLAN Our goal is to prepare final construction documents that will not impede your fulure developments. Our designs will be prepared in a manner which will allowthe City and all future Plant engineers to easily read, understand, and interpret them. STAKEHOLDER PROCESS The technique used by Siegfried to enhance communicatiDn and project understanding is known as the Stakeholder Process. As implemented in the preliminary design phase of this project, Siegfried will continue to participate in stakeholder meetings to gain valuable feedback regarding our designs and to ensure that our approved preliminary concepts are being delivered as promised. A detailed list of specific stakeholder events is shown under Task 2 of the Scope of Work. • 7 ·lIIm •• SIEGFRIED and procedures of the City, their desire for a successful project, and all details surrounding this project. TOPOGRAPHIC SURVEY For the final design phase of this project, Siegfried will require the completion of a Topographic Survey of the sUbject design areas. For this task we will utilize City survey crews which are led by licensed surveyors. The Topographic Survey will give our design team valuable data that is necessary to complete this project. CEQA COMPLETION Continuing to work with ESA, Siegfried's Environmental Consultant on the first phase of this project, we will complete the CEQA process. CONFORMANCE WITH RECYCLED WATER GOALS The Palo Alto Recycled Water Project is currently in Phase 3 of the Palo Alto Regional Water Quality Control Plant's ongoing expansion of its regional recycled water system. The predominant use of recycled water for this project is landscape irrigation. Our goal, through our landscape design, is to create a plan that conforms with all recycled water goals and takes into consideration your future recycled water goals as well. DESIGNED FOR YOUR FUTURE LONG RANGE FACILITY PLAN Our goal is to prepare final construction documents that will not impede your fulure developments. Our designs will be prepared in a manner which will allowthe City and all future Plant engineers to easily read, understand, and interpret them. STAKEHOLDER PROCESS The technique used by Siegfried to enhance communicatiDn and project understanding is known as the Stakeholder Process. As implemented in the preliminary design phase of this project, Siegfried will continue to participate in stakeholder meetings to gain valuable feedback regarding our designs and to ensure that our approved preliminary concepts are being delivered as promised. A detailed list of specific stakeholder events is shown under Task 2 of the Scope of Work. • 7 .a'" •• SIEGFRIED INTERIOR LANDSCAPE DESIGN The interior landscape design area consists of landscaping within the RWQCP gates including the Recycled Water tank area, Administration and Operations buildings, and moat area. , Siegfried will advance the approved concepts utilizing our in house team which consists of: Landscape Architects Civil Engineers Survey Crews Structural Engineers The site will be designed in accordance with state, federal, and local codes and ordinances. The image to the right depicts the overall site plan which incorporates all areas within the RWQCP gates that will receive the landscape improvements. EXTERIOR LANDSCAPING This area consists of landscaping along both Embarcadero Road and Harbor Road. This area, being located outside of the ~lit '~~ RWQCP gates, has a large amount of interface with public land, RWQCP land, and heavy public usage. To make this a successful area, Siegfried will work to carefully coordinate the elements by taking full advantage of the many internal and external stakeholder meetings we have, and will, participate in. HABITAT CORRIDOR This area consists of landscaping design for the south-east area of the RWQCP project area referred to as the Habitat Corridor. The final design for this area will not occur until City Council has determined the ultimate use for this area and final design may not occur until construction begins on other RWQCP locations. Once approved to provide the final design services, our wildlife biologist and Bay Friendly Advisor will be heavily involved with this corridor due to the sensitive nature of the plant material and animals. I 8 .a'" •• SIEGFRIED INTERIOR LANDSCAPE DESIGN The interior landscape design area consists of landscaping within the RWQCP gates including the Recycled Water tank area, Administration and Operations buildings, and moat area. , Siegfried will advance the approved concepts utilizing our in house team which consists of: Landscape Architects Civil Engineers Survey Crews Structural Engineers The site will be designed in accordance with state, federal, and local codes and ordinances. The image to the right depicts the overall site plan which incorporates all areas within the RWQCP gates that will receive the landscape improvements. EXTERIOR LANDSCAPING This area consists of landscaping along both Embarcadero Road and Harbor Road. This area, being located outside of the RWQCP gates, has a large amount of interface with public land, RWQCP land, and heavy public usage. To make this a successful area, Siegfried will work to carefully coordinate the elements by taking full advantage of the many internal and external stakeholder meetings we have, and will, participate in. HABITAT CORRIDOR This area consists of landscaping design for the south-east area of the RWQCP project area referred to as the Habitat Corridor. The final design for this area will not occur until City Council has determined the ultimate use for this area and final design may not occur until construction begins on other RWQCP locations. Once approved to provide the final design services, our wildlife biologist and Bay Friendly Advisor will be heavily involved with this corridor due to the sensitive nature of the plant material and animals. I 8 SIEGFRIED PROJECT STAFFiNG Siegfried has structured a project team with the professional expertise, project experience, and depth of resources necessary to meet the needs for this phase of the project. In addition, our team is committed to never changing throughout the duration of the project, giving us the ability to continue our strong relationships with the City and project stakeholders. KEY PROJECT TEAM MEMBERS NAME -ROBERT J. NORBUTAS, ASLA TITLE -PROJECT MANAGER, LANDSCAPE ARCHITECT RESPONSIBILITIES Mr. Norbutas will continue to serve as Project Manager and lead Landscape Architect. He will provide management, design development, technical support, production of drawings, consultant coordination, and attend stakeholder meetings. NAME -PAUL J. SCHNEIDER, P.E. TITLE -PRINCIPAL-IN-CHARGE, QUALITY CONTROL MANAGER RESPONSIBILITIES Mr. Schneider will continue serve as Principal-in-Charge and Quality Control Manager. Mr. Schneider has over eleven years of experience, providing quality control for both large and small scale projects. NAME -RONALD SPOHN TITLE -LANDSCAPE TECHNICIAN RESPONSIBILITIES Mr. Spohn will continue to serve as LandscapeArchitecture Technician and will provide technical support, drawings, sketches, details, and technical drawing preparation. NAME -DANIEL ANDERSON TITLE -LANDSCAPE TECHNICIAN RESPONSIBILITIES Mr. Anderson will continue to serve as LandscapeArchitecture Technician and will provide technical support, drawings, sketches, details, and technical drawing preparation. NAME -LESLIE GOLDEN, ASLA TITLE -CERTIFIED BAY FRIENDLY ADVISOR RESPONSIBILITIES Ms. Golden will serve as Siegfried's Bay Friendly Advisor for this project. She will meet with our design team to ensure our plans meet all Bay Friendly standards. NAME -ALLISON LEW CHAN TITLE -ENVIRONMENTAL ANALYST RESPONSIBILITIES Ms. Chan will continue to serve as project Environmental Analyst, directing the environmental effort. She has a strong background in assisting in the development of Environmental Impact Reports. NAME -LETTY BROWN TITLE -WILDLIFE BIOLOGIST RESPONSIBILITIES Ms. Brown will serve as archeologist and wildlife biologist and provide all necessary assessments, site visits and reviews to meet RWQCP draft MND requirements. In addition, she will ensure construction does not occur during gray fox denning season. 11 SIEGFRIED PROJECT STAFFiNG Siegfried has structured a project team with the professional expertise, project experience, and depth of resources necessary to meet the needs for this phase of the project. In addition, our team is committed to never changing throughout the duration of the project, giving us the ability to continue our strong relationships with the City and project stakeholders. KEY PROJECT TEAM MEMBERS NAME -ROBERT J. NORBUTAS, ASLA TITLE -PROJECT MANAGER, LANDSCAPE ARCHITECT RESPONSIBILITIES Mr. Norbutas will continue to serve as Project Manager and lead Landscape Architect. He will provide management, design development, technical support, production of drawings, consultant coordination, and attend stakeholder meetings. NAME -PAUL J. SCHNEIDER, P.E. TITLE -PRINCIPAL-IN-CHARGE, QUALITY CONTROL MANAGER RESPONSIBILITIES Mr. Schneider will continue serve as Principal-in-Charge and Quality Control Manager. Mr. Schneider has over eleven years of experience, providing quality control for both large and small scale projects. NAME -RONALD SPOHN TITLE -LANDSCAPE TECHNICIAN RESPONSIBILITIES Mr. Spohn will continue to serve as LandscapeArchitecture Technician and will provide technical support, drawings, sketches, details, and technical drawing preparation. NAME -DANIEL ANDERSON TITLE -LANDSCAPE TECHNICIAN RESPONSIBILITIES Mr. Anderson will continue to serve as LandscapeArchitecture Technician and will provide technical support, drawings, sketches, details, and technical drawing preparation. NAME -LESLIE GOLDEN, ASLA TITLE -CERTIFIED BAY FRIENDLY ADVISOR RESPONSIBILITIES Ms. Golden will serve as Siegfried's Bay Friendly Advisor for this project. She will meet with our design team to ensure our plans meet all Bay Friendly standards. NAME -ALLISON LEW CHAN TITLE -ENVIRONMENTAL ANALYST RESPONSIBILITIES Ms. Chan will continue to serve as project Environmental Analyst, directing the environmental effort. She has a strong background in assisting in the development of Environmental Impact Reports. NAME -LETTY BROWN TITLE -WILDLIFE BIOLOGIST RESPONSIBILITIES Ms. Brown will serve as archeologist and wildlife biologist and provide all necessary assessments, site visits and reviews to meet RWQCP draft MND requirements. In addition, she will ensure construction does not occur during gray fox denning season. 11 SIEGFRIED PROPOSED COST SHEET AND RATES The following pages contain Siegfried's schedule of rates and a list of our current charge rates for the final design phase, For this section, we have included a full breakdown of our fees showing the individual costs associated with each design element. This is included for the City's benefit, giving you the tools to further clarify your design needs to meet your budget requirements, if needed. 13 SIEGFRIED PROPOSED COST SHEET AND RATES The following pages contain Siegfried's schedule of rates and a list of our current charge rates for the final design phase, For this section, we have included a full breakdown of our fees showing the individual costs associated with each design element. This is included for the City's benefit, giving you the tools to further clarify your design needs to meet your budget requirements, if needed. 13 CITY OF PALO ALTO CONTRACT NO. C11136167 EXHIBIT “B” SCHEDULE OF PERFORMANCE CONSULTANT shall perform the Services so as to complete each milestone within the number of days/weeks specified below. The time to complete each milestone may be increased or decreased by mutual written agreement of the project managers for CONSULTANT and CITY so long as all work is completed within the term of the Agreement. CONSULTANT shall provide a detailed schedule of work consistent with the schedule below within 2 weeks of receipt of the notice to proceed. Milestones Completion (Preliminary Design Phase) No. of Days From NTP 1. Provide AutoCAD Site Plan 30 2. Advisory kick-off Meeting 50 3. Internal Meeting 100 4. Second Advisory Committee Meeting 120 5. Third Advisory Committee Meeting 175 6. Completion of Board, Commission, and Planning Department review and Draft Initial Study 355 7. Final Advisory Committee Meeting 380 Milestone Completion (Final Design Phase) No. of Months From NTP 1. Assuming Council approval, commence final design process and plan Advisory Committee, Art Commission and Plant Palette subcommittee Meetings. October 2011 2. Tree walkthrough with Advisory Committee members to discuss tree condition and those trees that will be removed from the RWQCP construction site October 2011 3. Assist in review of Canopy proposal to make October 2011 RWQCP landscaping project a demonstration site. 3. Submit final design, draft initial study and MND to Planning and begin formal review-includes Commissions and Council meetings. February 1, 2012 5. Complete formal review. June/July 2012 6. Draft and process construction contract. Summer, 2012 7. Plant/construct. Fall, 2012 8. Completion of construction. Spring, 2013 CITY OF PALO ALTO CONTRACT NO. C11136167 EXHIBT C COMPENSATION The CITY agrees to compensate the CONSULTANT for professional services performed in accordance with the terms and conditions of this Agreement, and as set forth in the budget schedule below. Compensation shall be calculated based on the hourly rate schedule attached as exhibit C-1 up to the not to exceed budget amount for each task set forth below. The compensation to be paid to CONSULTANT under this Agreement for all services described in Exhibit “A” (“Basic Services”) and reimbursable expenses shall not exceed $279,740.00. CONSULTANT agrees to complete all Basic Services, including reimbursable expenses, within this amount. In the event CITY authorizes any Additional Services, the maximum compensation shall not exceed $284,740.00. 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 the CITY. CONSULTANT shall perform the tasks and categories of work as outlined and budgeted below. The CITY’s project manager may approve in writing the transfer of budget amounts between any of the tasks or categories listed below provided the total compensation for Basic Services, including reimbursable expenses, does not exceed $279,740.00 and the total compensation for Additional Services does not exceed $284,740.00. Original Contract Not to Exceed Amount ……………………..$ 86,990.00 Revision 1 Amount …………………………………... ……….$ 4,952.00 Amendment 1 (Revision 2) Not to Exceed Amount .…. ………$187,798.00 Revised Contract Not to Exceed Amount ……………………$279,740.00 Amendment 1 Additional Services ………………….………….$ 5,000.00 Total Contract Not to Exceed Amount ………….………….. $284,740.00 Bid Summary 11/14/2013 IFB149920 PA RWQCP Landscaping Project Posted 11/01/2013 Closed 11/05/2013 Award 11/14/2013 Solicited: 10 Contractors, 12 Exchanges Recevied: 02 Bids (Bid Tabulation attached) BID SUMMARY CITY OF PALO ALTO Invitation for Bid: IFB149920 Title :CITY OF PA RWQCP LANDSCAPING PROJECT Date : October 18, 2013 List of Bidders (Company Name) Base Bid Total Alternate #1 Alternate #2 Alternate #3 Grand Total ~e /) Q L V\J\ :r::..r\ C l lJ)~ CoS/ ,00 ~, 2. ~\('cc:::..V\ C,.(cJI...J+\--.... t 15 1 3Q7.0D --I--- --- ._.- Page 2 Attachment E-RWQCP Landscaping Project Areas "' .. " ...... " ..... " ,,, .. eo"" .......... Attachment F- Project site at corner of Embarcadero Road and Harbor Road Interpretive sign discusses role of RWQCP in protecting San Francisco Bay New pedestrian trail extends from Embarcadero Way to Harbor Road to improve pedestrian safety Less-toxic weed management throughout project site Salinity monitoring site Existing post and swag chain fence removed Existing mature, healthy, vegetative screening retained throughout project site Attachment G- Final design of entrance to RWQCP/Household Hazardous Waste Station and art installation Percent for Art Program The Palo Alto Art Commission selected artist Martin Webb’s proposal. The installation features carved, reclaimed wooden four-sided wooden posts embedded with metal. The design conveys a Baylands theme. Landscaping image is a graphic representation and does not reflect actual plant material to be used. Attachment H- Interior RWQCP Final Design Interpretive sign Gathering and seating areas for tours Reduced turf and exclusive use of recycled water for interior and exterior project areas Improved wayfinding and pedestrian safety throughout the RWQCP Partner agency manhole cover “walk of fame” Attachment I-Recycled Water Tank Seating Area for tours (mural to be added at a later time) City of Palo Alto (ID # 4297) City Council Staff Report Report Type: Consent Calendar Meeting Date: 12/16/2013 City of Palo Alto Page 1 Summary Title: Adoption of Retirement Health Savings Plan Title: Adoption of a Resolution to Implement New Retirement Health Savings Plan and Designation of City Manager as Administrator of the Plan Document From: City Manager Lead Department: Human Resources Recommendation Staff recommends City Council adoption of the attached resolution: (1) establishing a Retirement Health Savings Plan allowable under Internal Revenue Code (IRC section 125), pursuant to the Council’s 2012 unilateral implementation of its last, best, and final offer to the Palo Alto Police Managers’ Association (Resolution No. 9278) ; and (2) designating the City Manager as the Plan Administrator of the Plan Document. Motion I move that City Council adopt the attached resolution (1) establishing a Retirement Health Savings Plan allowable under Internal Revenue Code (IRC section 125), pursuant to the Council’s 2012 unilateral implementation of its last, best, and final offer to the Palo Alto Police Managers’ Association and (2) designating the City Manager as the Plan Administrator of the Plan Document. Background The City, employees and bargaining unit representatives, over the last several years, have discussed ways to mitigate against increasing medical cost trends. These discussions were based on principles of cost sharing of current premiums and the risk of future premium increases, as well as the City’s desire to look at broader and more innovative options for the provision and funding of benefits in active employment as well as in retirement. The City’s bargaining process with the Palo Alto Police Managers’ Association (PAPMA) included a comprehensive study of various savings plans on the market that allow employees to set City of Palo Alto Page 2 aside money while working, on a tax-free basis, to invest and grow and then be used for healthcare costs once retired. The City and PAPMA entered into a Tentative Agreement during collective bargaining in 2012 for their bargaining unit employees to participate in the ICMA-RC VantageCare Retirement Health Savings Plan. However the City and PAPMA were not able to reach agreement on a comprehensive Memorandum of Agreement resulting in the City’s unilateral implementation of terms and conditions of employment. The tentative agreement regarding the Retirement Health Savings Plan was included in that action through the Council adoption of Resolution 9278, which authorized the City and PAPMA to proceed in establishing this Plan. The purpose of this Council action is to formalize the Adoption Agreement for the VantageCare Retirement Health Savings Plan and PAPMA, and authorize the City Manager to function as the Plan Administrator. Discussion The VantageCare Retirement Health Savings (RHS) Plan provided through the ICMA- Retirement Corporation is an integral part trust. This is an employer-sponsored health benefit savings vehicle, allowing employees to accumulate assets while working, to pay for medical expenses (e.g., health insurance, co-pays, prescription expenses, etc) during their retirement years. The legal basis for this Plan comes from several private letter rulings issued by the Internal Revenue Service which allow non-profit organizations, including state and local government bodies, to establish “funds” which are deemed to be an “integral part” of the organization and thereby carry the same tax-exempt status. The RHS Plan allows an employee to invest dollars on a pre- tax basis, the earnings grow tax-deferred, and withdrawals may be used only to pay for qualified medical benefits as eligible under IRC Section 125 for participants, spouses and/or dependents. This plan will not include a City contribution; it is funded by employee payroll deductions in the amount of either 1% or 2% of each employee’s base salary, depending on employee’s age. Additionally, pursuant to the terms implemented on PMA, employees shall deposit the then- value of 100 hours of accrued vacation leave when they retire from employment. This accrued leave must be paid out to the employee upon separation; this savings tool allows the employee to deposit these proceeds into their RHS account. Resource Impact This Plan is funded by employee payroll deduction and a portion of accrued vacation leave the City is required to pay off when the employee separates from employment. The administrative fee is paid by the plan participants. Policy Implications City of Palo Alto Page 3 This recommendation is consistent with the terms and conditions of employment implemented by the Council in Resolution No. 9278 and is consistent with City Council direction and Labor Guiding Principles Environmental Review Adoption of this Retirement Health Savings Plan is not a project subject to review under the California Environmental Quality Act (CEQA). Attachments: Attachment A – Resolution Attachment B – ICMA-RC VantageCare Retirement Health Savings Plan Adoption Agreement Attachment C – City Manager’s Report 3034 and Resolution 9278 Attachments:  Attachment A: Reso Adopt ICMA VantageCare (PDF)  Attachment B: ICMA-RC VantageCare Retirement Health Savings Plan Adoption Agreement (PDF)  Attachment C: City Manager's Report 3034 and Resolution 9278 (PDF) *NOT YET APPROVED* 1 131204 dm 0170070 Resolution No.____ Resolution of the Council of the City of Palo Alto to Adopt the ICMA VantageCare Retirement Health Savings (RHS) Plan R E C I T A L S A. The members of the Police Managers’ Association and the City have agreed to establish a VantageCare Retirement Health Savings (RHS) Plan which allows governmental employees to accumulate assets through tax-deferred payroll deductions while working, to pay for health expenses in retirement. B. The establishment of a retiree health savings plan serves the interests of the City by enabling employees to plan for their future retirement, by providing increased flexibility in its personnel management system, and by assisting in the attraction and retention of competent personnel; and C. The City has determined that the establishment of the retiree health savings plan serves the above objectives. The Council of the City of Palo Alto RESOLVES as follows: SECTION 1. The City adopts the retiree health savings plan (Plan) in the form of the ICMA Retirement Corporation’s VantageCare Retirement Health Savings program; and SECTION 2. The assets of the Plan shall be held in trust by the Chief Financial Officer of the City of Palo Alto for the exclusive benefit of the Plan participants and their survivors, and the assets of the Plan shall not be diverted to any other purpose prior to the satisfaction of all liabilities of the Plan. // // // // // // // *NOT YET APPROVED* 2 131204 dm 0170070 SECTION 3. The City Manager or designee shall be the administrator of the Plan Document. INTRODUCED AND PASSED: AYES: NOES: ABSENT: ABSTENTIONS: ATTEST: __________________________ _____________________________ City Clerk Mayor APPROVED AS TO FORM: APPROVED: __________________________ _____________________________ Sr. Deputy City Attorney City Manager _____________________________ Director of Human Resources _____________________________ Director of Administrative Services City of Palo Alto (ID # 3034) City Council Staff Report Report Type: Action ItemsMeeting Date: 7/23/2012 Summary Title: Implementation of Terms for Police Managers' Association Title: Adoption of A Resolution Implementing Terms for Police Managers’ Association Pursuant to Government Code Section 3505 From: City Manager Lead Department: Human Resources Recommendation Staff recommends that the Council hold a public hearing and adopt the attached resolution implementing the changes described in this report to certain terms and conditions of employment for employees in the Police Managers’ Association. Background The Police Managers’ Association (PMA) petitioned to form a bargaining unit in September 2009, which was accepted by the City on October 29, 2009. Previously they had been members of the unrepresented Management/Professional Unit. This group consists of two (2) Police Captains and five (5) Police Lieutenants, all sworn officers. The current average salary for PMA members is $165,000. The City and PMA began negotiations over two years ago, in January 2010, The parties have held 28 formal meetings and numerous informal discussions and exchanges, including a 6- month period in FY 11 during which the City had in-depth discussions with all labor groups about retiree medical benefits and the PMA president took the lead on the labor side of those discussions. The Meyers Milias Brown Act (“MMBA”) requires the City to bargain in good faith, and prohibits it from changing terms and conditions of employment for represented employees without completing good faith negotiations and legally mandated impasse procedures. Thus, when the Police Managers formed a union in 2009 the City was generally required to maintain the status quo on benefits until changes could be negotiated through collective bargaining. After negotiating in good faith to impasse, California Government Code Section 3505.7 allows the City to implement the terms of its last, best, and final offer after completing applicable impasse procedures and holding a public hearing. Although implementation does not establish a Memorandum of Agreement, the implemented terms will change the status quo on items implemented until the parties can reach agreement. Following implementation, the City is still required to negotiate matters within the scope of representation and, at a minimum, must meet and confer prior to adoption of the budget for the next fiscal year. On May 23, 2012 the City declared impasse in the PMA negotiations. A new state law effective January 1, 2012 allows a union to request fact-finding as an impasse procedure within 30 days of the declaration of impasse. If fact-finding is requested, the City must complete that process prior to implementing terms. However, the PMA did not submit a request for fact-finding. Therefore, section 3505.7 allows the City to implement terms after holding a public hearing. Given the extensive period of time the parties have been bargaining, the detailed discussions and exchange of ideas without final agreement, and that the PMA’s proposals on retiree medical have not met the City’s fundamental objectives of cost and risk sharing, staff believes that continued discussions would be futile. Further, the lack of overall agreement has prevented the City from establishing a second pension tier for police officers and police managers which is a high priority structural change for the City and one that has already been completed for miscellaneous employees and fire fighters and fire managers. Discussion The parties have been bargaining for an initial MOA for more than two years. During these PMA negotiations the City also negotiated and reached significant concessionary agreements with the fire union and fire chiefs, as well as the police union. The City has focused on negotiating three key concessions consistent with those established with the Management/Professional unit and Fire Chiefs’ Association: (1) an employee cost share for medical premiums of 10% for active employees, (2) a contribution toward medical by future retirees and (3) creation of a reduced second pension tier. SEIU and IAFF have also agreed to contracts with these three concessions. The PMA and the City have drafted and signed tentative agreements on all subjects except a contribution to medical premiums for future retirees, an issue on which the parties remain fundamentally at odds and substantially protracted the negotiations. The City proposed the same language for PMA that SEIU, IAFF, FCA, and Management now have, which provides that the City will pay the same amount for future retirees that it pays for active employees. The result of this language is that since active employees pay a portion of the medical premium costs, future retirees will also share in that cost. Although the PMA proposed several alternatives to the City’s proposal, the City rejected those alternatives because none involved contributions from employees in retirement. Although the PMA argued that some alternatives could save the City more money than the City proposal, the City does not believe that it is appropriate to exchange potential short term monetary savings for a long term structural change that requires employees to share in the cost and the risk of this benefit. The City strongly believes all employees should share in the sacrifices made to find solutions to our problems of escalating pension and medical costs, and has been negotiating similar language to establish modest employee cost sharing for pension and medical benefits across all units. Sharing the risk of future increases invests everyone in focusing to keep future costs down. The City not only faces economic pressures in the current budget, but also has concerns about projections for the next 10 years that indicate steep increases in medical and pension costs will continue. The structural change of employee and future retiree contributions to medical premiums recently established for miscellaneous employees and managers as well as all fire employees has had a positive impact, reducing the City’s OPEB liability by approximately $15 million. Alternatives put forth by the PMA such as requiring current employees to contribute more as active employees in lieu of medical contributions as retirees or substantially reducing the benefit for new hires in lieu of not requiring a retiree medical contribution, would mean that a group of current employees would not have to share in the costs and the risks. The City does not believe it is fair or in the best interest of the City’s long term financial health to exempt PMA from having to make contributions as future retirees. To help provide perspective on the magnitude of the problem, an April 2010 CalPERS study found lifetime expectancy to be slightly higher than age 80 for both men and women, including those in public safety. Recent history shows 3 of the 7 members of PMA recently retired on their 50th birthday. There could be in excess of 30 years of medical coverage after retirement for each of these former employees. Right now the City carries the full burden to fund medical coverage for retirees and their families and carries all of the risk for all future premium increases. In just the past two years the City's accrued unfunded actuarial liability for retiree medical benefits has grown from $105 million to over $130 million. With this year's average PERS medical premium increase of nearly ten percent, there is little reason to feel optimistic that this number will stop growing, making the need for everyone to contribute even more critical. Therefore staff recommends implementing the following terms for this unit, all of which were tentatively agreed to by both parties prior to the City’s declaration of impasse, except the provision on addressing retiree medical: 1. Second pension tier with the formula of 3%@55 and final salary calculation based on an average of the 3 highest years rather than the single highest year. The parties reached a tentative agreement to modify the City’s contract with CalPERS to establish a new tier of pension with a reduced formula of 3%@55 and to change the way final salary is calculated for purposes of determining the monthly pension amount. Current employees use the single highest year of salary, future new employees will use an average of the highest 3 years instead. These changes to pension may only be applied to future new hires pursuant to CalPERS rules and will apply to future new hires in the Police Officers’ Association (POA) and members of PMA. The POA agreed to this change in their new contract adopted 5/14/12, but the City has not been able to move forward to establish the second tier until it is approved for PMA due to PERS rules. 2. Medical cost share of 10% for active employees. Until 2009, the City paid the entire cost of an employee medical plan up to the family level. Since that time the City has bargained for employee contributions to medical premiums of 10% across all bargaining units and the unrepresented Management/Professional employees. The City believes that employees should share in the cost of this benefit, the risk of future premium increases, and that employees are better consumers of medical services when they are responsible for some of the cost. The parties reached a tentative agreement on this issue but have not been able to put it in place without approval of the package agreement by PMA. 3. Medical cost share by future retirees The City has bargained for and put in place pattern language across all bargaining units plus the unrepresented Management/Professional group providing that the City will make the same contribution toward medical premiums for future retirees that it makes for active employees. The exception is the Police Officer’s Association and Police Managers’ Association. The Police Officers’ Association and the City are at Impasse on this issue and are in the process of completing Fact-finding procedures on this issue. The City proposed the same pattern language for PMA and PAPOA. The City and PMA exchanged numerous proposals on this topic. All of the PMA proposals were designed to exempt current employees from making a contribution as future retirees. The City rejected those proposals on the basis that the City seeks a consistent and equitable approach to structural change in the retiree medical benefit and exempting one unit of highly paid managers from modest cost share does not meet the City’s philosophical or economic goals. Given that the parties were not able to agree after significant discussion and exchange of ideas and proposals, staff recommends the Council implement the City proposal The City’s contribution to retiree medical for future retirees will be the same City contribution as it makes for active City employees. By implementing the active employee contribution discussed above, the level of contributions will be 90% (City) and 10% (employee) unless and until the parties negotiate something different. 4. Establish a Retirement Health Savings Plan The City and PMA reached a tentative agreement to establish a Retirement Health Savings Plan to provide for a pre-tax mechanism for employees to set aside their own money in an account to be used post retirement for healthcare costs subject to IRS rules and Plan guidelines. The City supports this as a proactive approach to assist and encourage employees to plan for their future. 5. Modify Vacation Cash Out Procedure to Comply with IRS Guidelines The parties reached tentative agreement on this issue. The City met with all bargaining units last fall to update the City’s process for cashing out accrued vacation to ensure compliance with IRS requirements. 6. Management Annual Leave Accrual Timing This provision changes the Management Annual Leave accrual from a fiscal year basis to a calendar year basis to coordinate better with the cash out procedure described above. The parties also reached tentative agreement on this issue. The City believes that implementing these terms at this time is reasonable given the extensive period of negotiations, the fact that all (or in the case of the retiree medical provision, nearly all) employees are already subject to the same provisions, and that the parties have reached tentative agreements on all but one of these issues. Staff regrets that a negotiated deal could not be reached, but given the PMA’s continuing refusal to respond to the City’s key goals for retiree medical, believes that further discussion of that topic at this time will be futile and only serve to further delay the other important changes proposed for implementation. Resource Impact Implementation of the above terms with PMA will have expense savings and cost avoidances. Annual Savings 10% contribution toward medical costs for Active employees $11,000 Savings or cost avoidance from the second tier pension formula of 3%@55 and 3 year average will not be realized for approximately two years after the second tier is implemented. Policy Implications This recommendation is consistent with City Council direction to achieve structural changes in employee compensation for short-term and long-term savings. Environmental Review Implementation of terms is not a project subject to review under the California Environmental Quality Act (CEQA). Attachments: Reso Imposing Terms of Last Best Final Offer PMA (PDF) Prepared By: Elizabeth Egli, Administrative Assistant Department Head: Kathryn Shen, Director, Human Resources City Manager Approval: ____________________________________ James Keene, City Manager City of Palo Alto (ID # 4312) City Council Staff Report Report Type: Consent Calendar Meeting Date: 12/16/2013 City of Palo Alto Page 1 Summary Title: Contract with Finite Matters Ltd. for Budget Document Publication Software Title: Approval of a Contract with Finite Matters Ltd. For Budget Document Publication Software at a Cost Not to Exceed $221,330 From: City Manager Lead Department: Administrative Services Recommendation Staff recommends that Council approve and authorize the City Manager or his designee to execute the attached three-year contract with Finite Matters Ltd. (Attachment A) in an amount not to exceed $221,330 to replace and purchase budget document publication software for the operating and capital budget documents. Executive Summary The Office of Management and Budget (OMB) requires a software tool that compiles financial data, text, and graphics into the final capital budget document and operating budget document. This software tool will support OMB in delivering these documents to the Council in a timely basis and continue to provide Council with documents that are visually appealing. Background For more than a decade, the OMB has used Component Publisher software from Aleuron Systems. Aleuron Systems no longer provides support for its Component Publisher software and the company is no longer in existence. This has required staff to search for an alternate software solution that compiles financial data, manages and automatically formats text, and incorporates graphics throughout the document. Discussion Project Description The City’s annual budget process starts in the preceding fall for the forthcoming fiscal year. The annual proposed budget documents are released to the City Council in late April. To ensure a smooth and City of Palo Alto Page 2 timely publication of the FY 2015 proposed budget documents, implementation of the new budget document publication software needs to be complete by mid-February 2014. The software allows OMB and department staff to input/edit text for narrative, financial, and performance measurement information in the budget documents; queries financial data to automatically compile and tabulate financial tables; allows OMB staff to manage, change, and edit financial mapping, text, graphics, and photos; and produce high-quality, bookmarked PDF budget documents for viewing on the City’s website. Request for Proposal (RFP) Process On September 20, 2013, a notice inviting professional services proposals for the Budget Document Publication Software RPF was posted on the City’s website and sent to three known document publication software companies. The proposal period was 19 working days. Proposals were received from three companies on October 18, 2013. The selection committee comprised of City Staff from the OMB and Utilities Department. The committee reviewed all bids submitted and scored on a variety of technical requirements, cost to the City, and references. Proposals ranged in price from $79,340 to $160,909. The top two companies were invited to demonstrate their products on November 18, 2013. Although Finite Matters Ltd. was the highest priced proposal, after careful analysis, incorporating feedback from staff, and contract/pricing negotiation, the committee selected Finite Matters Ltd. as the most technically qualified professional firm that has submitted the most advantageous proposal to the City. Finite Matters Ltd. has successfully provided database publishing system implementation and support to a wide variety of customers, including many Federal, state, county and local government agencies. The contract is for three years and provides additional support for setting up and publishing the final adopted operating budget document, training, and configuring the operating and capital budgets with the forthcoming new budgeting system. Resource Impact Ongoing funding for the software, support, licensing, and maintenance cost is available and appropriated in the in the City’s Technology Fund. The contract is for three years and the cost is spread as follows:  FY 2014: $113,132.50 (implementation cost, first year license, travel/training)  FY 2015: $89,552.50 (operating budget document set up, capital budget document set up, annual software maintenance, travel/training)  FY 2016: $18,645 (annual software maintenance, operating and capital budget document publishing support) City of Palo Alto Page 3 Environmental Review The approval of this contract is not a project under the California Environmental Quality Act (CEQA). Attachments:  Attachment A: City of Palo Alto Contract No. C14151788 Agreement between the City of Palo Alto and Finite Matters Ltd. for Professional Services (PDF) DRAFT Professional Services Rev. Nov. 1, 2011 1 CITY OF PALO ALTO CONTRACT NO. C14151788 AGREEMENT BETWEEN THE CITY OF PALO ALTO AND FINITE MATTERS LTD. FOR PROFESSIONAL SERVICES This Agreement is entered into on this 16 day of December, 2013, (“Agreement”) by and between the CITY OF PALO ALTO, a California chartered municipal corporation (“CITY”), and FINITE MATTERS LTD., a Virginia corporation, located at 3064 River Road West, Goochland, Virginia, 23063, Telephone (804) 556-1180 ("CONSULTANT"). RECITALS The following recitals are a substantive portion of this Agreement. A. CITY intends to replace existing budget document publishing software (“Project”) and desires to engage a consultant to provide software and services in connection with the Project (“Services”). B. CONSULTANT has represented that it has the necessary professional expertise, qualifications, and capability, and all required licenses and/or certifications to provide the Services. C. CITY in reliance on these representations desires to engage CONSULTANT to provide the Services as more fully described in Exhibit “A”, attached to and made a part of this Agreement. NOW, THEREFORE, in consideration of the recitals, covenants, terms, and conditions, in this Agreement, the parties agree: AGREEMENT SECTION 1. SCOPE OF SERVICES. CONSULTANT shall perform the Services described in Exhibit “A” in accordance with the terms and conditions contained in this Agreement. The performance of all Services shall be to the reasonable satisfaction of CITY. SECTION 2. TERM. The term of this Agreement shall be from December 16, 2013 through December 15, 2016 unless terminated earlier pursuant to Section 19 of this Agreement. SECTION 3. SCHEDULE OF PERFORMANCE. Time is of the essence in the performance of Services under this Agreement. CONSULTANT shall complete the Services within the term of this Agreement and in accordance with the schedule set forth in Exhibit “B”, attached to and made a part of this Agreement. Any Services for which times for performance are not specified in this Agreement shall be commenced and completed by CONSULTANT in a reasonably prompt and timely manner based upon the circumstances and direction communicated to the CONSULTANT. CITY’s agreement to extend the term or the schedule for performance shall not preclude recovery of damages for delay if the extension is required due to the fault of Attachment A DRAFT Professional Services Rev. Nov. 1, 2011 2 S:\ASD\PURCH\SOLICITATIONS\CURRENT BUYER-CM FOLDERS\PLANNING - CHRIS\CONTRACTS\Finite Matters Limited\C14151788 Contract Draft .doc CONSULTANT. Conditions or events beyond the control of CONSULTANT may jeopardize the proposed schedule specified in this Agreement or Exhibit “B” hereto. CONSULTANT shall not be responsible for delays in delivery beyond CONSULTANT’s control. Examples of conditions or events beyond CONSULTANT’s control include a change in CITY’s personnel working on the project or an inability to access CITY’s personnel and information. SECTION 4. NOT TO EXCEED COMPENSATION. The compensation to be paid to CONSULTANT for performance of the Services described in Exhibit “A”, including both payment for professional services and reimbursable expenses, shall not exceed Two Hundred Twenty One Thousand Three Hundred Thirty Dollars ($221,330.00). The applicable rates and schedule of payment are set out in Exhibit “C-1”, entitled “HOURLY RATE SCHEDULE,” which is attached to and made a part of this Agreement. Additional Services, if any, shall be authorized in accordance with and subject to the provisions of Exhibit “C”. CONSULTANT shall not receive any compensation for Additional Services performed without the prior written authorization of CITY. Additional Services shall mean any work that is determined by CITY to be necessary for the proper completion of the Project, but which is not included within the Scope of Services described in Exhibit “A”. SECTION 5. INVOICES. In order to request payment, CONSULTANT shall submit monthly invoices to the CITY describing the services performed and the applicable charges (including an identification of personnel who performed the services, hours worked, hourly rates, and reimbursable expenses), based upon the CONSULTANT’s billing rates (set forth in Exhibit “C-1”). If applicable, the invoice shall also describe the percentage of completion of each task. The information in CONSULTANT’s payment requests shall be subject to verification by CITY. CONSULTANT shall send all invoices to the City’s project manager at the address specified in Section 13 below. The City will pay invoices within thirty (30) days of receipt. SECTION 6. QUALIFICATIONS/STANDARD OF CARE; DISCLAIMERS. All of the Services shall be performed by CONSULTANT or under CONSULTANT’s supervision. CONSULTANT represents that it possesses the professional and technical personnel necessary to perform the Services required by this Agreement and that the personnel have sufficient skill and experience to perform the Services assigned to them. CONSULTANT represents that it, its employees and subconsultants, if permitted, have and shall maintain during the term of this Agreement all licenses, permits, qualifications, insurance and approvals of whatever nature that are legally required to perform the Services. All of the services to be furnished by CONSULTANT under this Agreement shall meet the professional standard and quality that prevail among professionals in the same discipline and of similar knowledge and skill engaged in related work throughout California under the same or similar circumstances. In the event of any error, omission, or other professional negligence, or any breach of the above warranty, the sole and exclusive responsibility of CONSULTANT will be to re- perform the deficient services at its own expense and CONSULTANT will have no other liability whatsoever. Attachment A DRAFT Professional Services Rev. Nov. 1, 2011 3 S:\ASD\PURCH\SOLICITATIONS\CURRENT BUYER-CM FOLDERS\PLANNING - CHRIS\CONTRACTS\Finite Matters Limited\C14151788 Contract Draft .doc CONSULTANT will not be responsible for any error, omission, or other professional negligence, or any breach of warranty by any other third party software or operating system. The foregoing warranties are in lieu of all other warranties, express or implied, including without limitation the implied warranties of merchantability and fitness for a particular purpose. Notwithstanding anything to the contrary contained herein, consultant shall not, under any circumstances, be liable to city for consequential, incidental, indirect or special damages, including without limitation damages arising out of or related to any malfunctions, delays, loss of data, loss of profit, interruption of service, or loss of business or anticipatory profits, even if consultant or consultant’s authorized representative has been apprised of the likelihood of such damages occurring. SECTION 7. COMPLIANCE WITH LAWS. CONSULTANT shall keep itself informed of and in compliance with all federal, state and local laws, ordinances, regulations, and orders that may affect in any manner the Project or the performance of the Services or those engaged to perform Services under this Agreement. CONSULTANT shall procure all permits and licenses, pay all charges and fees, and give all notices required by law in the performance of the Services. SECTION 8. ERRORS/OMISSIONS. CONSULTANT shall correct, at no cost to CITY, any and all errors, omissions, or ambiguities in the Work Product (as hereinafter defined) submitted to CITY, provided CITY gives notice to CONSULTANT. This obligation shall survive termination of the Agreement. SECTION 9. COST ESTIMATES. If this Agreement pertains to the design of a public works project, CONSULTANT shall submit estimates of probable construction costs at each phase of design submittal. If the total estimated construction cost at any submittal exceeds ten percent (10%) of the CITY’s stated construction budget, CONSULTANT shall make recommendations to the CITY for aligning the PROJECT design with the budget, incorporate CITY approved recommendations, and revise the design to meet the Project budget, at no additional cost to CITY. SECTION 10. INDEPENDENT CONTRACTOR. It is understood and agreed that in performing the Services under this Agreement CONSULTANT, and any person employed by or contracted with CONSULTANT to furnish labor and/or materials under this Agreement, shall act as and be an independent contractor and not an agent or employee of the CITY. SECTION 11. ASSIGNMENT. The parties agree that the expertise and experience of CONSULTANT are material considerations for this Agreement. CONSULTANT shall not assign or transfer any interest in this Agreement nor the performance of any of CONSULTANT’s obligations hereunder without the prior written consent of the city manager. Consent to one assignment will not be deemed to be consent to any subsequent assignment. Any assignment made without the approval of the city manager will be void. SECTION 12. SUBCONTRACTING. CONSULTANT shall not subcontract any portion of the work to be performed under this Agreement without the prior written authorization of the city manager or designee. Attachment A DRAFT Professional Services Rev. Nov. 1, 2011 4 S:\ASD\PURCH\SOLICITATIONS\CURRENT BUYER-CM FOLDERS\PLANNING - CHRIS\CONTRACTS\Finite Matters Limited\C14151788 Contract Draft .doc CONSULTANT shall be responsible for directing the work of any subconsultants and for any compensation due to subconsultants. CITY assumes no responsibility whatsoever concerning compensation. CONSULTANT shall be fully responsible to CITY for all acts and omissions of a subconsultant. CONSULTANT shall change or add subconsultants only with the prior approval of the city manager or his designee. SECTION 13. PROJECT MANAGEMENT. CONSULTANT will assign Tony Luca as the Project Manager to have supervisory responsibility for the performance, progress, and execution of the Services and to represent CONSULTANT during the day-to-day work on the Project. If circumstances cause the substitution of the project director, project coordinator, or any other key personnel for any reason, the appointment of a substitute project director and the assignment of any key new or replacement personnel will be subject to the prior written approval of the CITY’s project manager. CONSULTANT, at CITY’s request, shall promptly remove personnel who CITY finds do not perform the Services in an acceptable manner, are uncooperative, or present a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property. The City’s project manager is Christine Paras, Administrative Services Department, 250 Hamilton Avenue, Palo Alto, CA 94303, Telephone: (650) 329-2450. The project manager will be CONSULTANT’s point of contact with respect to performance, progress and execution of the Services. The CITY may designate an alternate project manager from time to time. SECTION 14. OWNERSHIP OF MATERIALS. Upon delivery, all work product, including without limitation, all configuration files, templates, writings, drawings, plans, reports, specifications, calculations, documents, other materials and copyright interests developed under this Agreement (the “Work Product”) shall be and remain the exclusive property of CITY without restriction or limitation upon their use. CONSULTANT agrees that all copyrights which arise from creation of the Work Product pursuant to this Agreement shall be vested in CITY, and CONSULTANT waives and relinquishes all claims to copyright or other intellectual property rights in the Work Product in favor of the CITY. Neither CONSULTANT nor its contractors, if any, shall make any of such Work Product available to any individual or organization without the prior written approval of the City Manager or designee. CONSULTANT makes no representation of the suitability of the Work Product for use in or application to circumstances not contemplated by the scope of work. Nothing in this Agreement is intended to grant to CITY any rights in any of CONSULTANT’s proprietary computer software programs or any derivatives thereof, including without limitation the software commonly known as PatternStream® (such software programs and derivatives, collectively, the “Software”); CITY’s use of the Software is subject to a separate Software License Agreement entered into between the parties. CITY understands that the Software and associated technologies and services are proprietary to CONSULTANT and shall remain proprietary to CONSULTANT notwithstanding anything to the contrary contained herein. CITY agrees not to resell licensed Software and to comply with the full terms of the Software License Agreement accompanying the Software. SECTION 15. AUDITS. CONSULTANT will permit CITY to audit, at any reasonable time, upon reasonable prior notice, during the term of this Agreement and for three (3) years thereafter, Attachment A DRAFT Professional Services Rev. Nov. 1, 2011 5 S:\ASD\PURCH\SOLICITATIONS\CURRENT BUYER-CM FOLDERS\PLANNING - CHRIS\CONTRACTS\Finite Matters Limited\C14151788 Contract Draft .doc CONSULTANT’s records pertaining to matters covered by this Agreement. CONSULTANT further agrees to maintain and retain such records for at least three (3) years after the expiration or earlier termination of this Agreement. SECTION 16. INDEMNITY. [Option A applies to the following design professionals pursuant to Civil Code Section 2782.8: architects; landscape architects; registered professional engineers and licensed professional land surveyors.] 16.1. To the fullest extent permitted by law, CONSULTANT shall protect, indemnify, defend and hold harmless CITY, its Council members, officers, employees and agents (each an “Indemnified Party”) from and against any and all demands, claims, or liability of any nature, including death or injury to any person, property damage or any other loss, including all costs and expenses of whatever nature including attorneys fees, experts fees, court costs and disbursements (“Claims”) that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the CONSULTANT, its officers, employees, agents or contractors under this Agreement, regardless of whether or not it is caused in part by an Indemnified Party. [Option B applies to any consultant who does not qualify as a design professional as defined in Civil Code Section 2782.8.] 16.1. To the fullest extent permitted by law, CONSULTANT shall protect, indemnify, defend and hold harmless CITY, its Council members, officers, employees and agents (each an “Indemnified Party”) from and against any and all demands, claims, or liability of any nature, including death or injury to any person, property damage or any other loss, including all costs and expenses of whatever nature including attorneys fees, experts fees, court costs and disbursements (“Claims”) resulting from, arising out of or in any manner related to performance or nonperformance by CONSULTANT, its officers, employees, agents or contractors under this Agreement, regardless of whether or not it is caused in part by an Indemnified Party. 16.2. Notwithstanding the above, nothing in this Section 16 shall be construed to require CONSULTANT to indemnify an Indemnified Party from Claims arising from the active negligence, sole negligence or willful misconduct of an Indemnified Party. 16.3. The acceptance of CONSULTANT’s services and duties by CITY shall not operate as a waiver of the right of indemnification. The provisions of this Section 16 shall survive the expiration or early termination of this Agreement. SECTION 17. WAIVERS. The waiver by either party of any breach or violation of any covenant, term, condition or provision of this Agreement, or of the provisions of any ordinance or law, will not be deemed to be a waiver of any other term, covenant, condition, provisions, ordinance or law, or of any subsequent breach or violation of the same or of any other term, covenant, condition, provision, ordinance or law. SECTION 18. INSURANCE. 18.1. CONSULTANT, at its sole cost and expense, shall obtain and maintain, in full Attachment A DRAFT Professional Services Rev. Nov. 1, 2011 6 S:\ASD\PURCH\SOLICITATIONS\CURRENT BUYER-CM FOLDERS\PLANNING - CHRIS\CONTRACTS\Finite Matters Limited\C14151788 Contract Draft .doc force and effect during the term of this Agreement, the insurance coverage described in Exhibit "D". CONSULTANT and its contractors, if any, shall obtain a policy endorsement naming CITY as an additional insured under any general liability or automobile policy or policies. 18.2. All insurance coverage required hereunder shall be provided through carriers with AM Best’s Key Rating Guide ratings of A-:VII or higher which are licensed or authorized to transact insurance business in the State of California. Any and all contractors of CONSULTANT retained to perform Services under this Agreement will obtain and maintain, in full force and effect during the term of this Agreement, identical insurance coverage, naming CITY as an additional insured under such policies as required above. 18.3. Certificates evidencing such insurance shall be filed with CITY concurrently with the execution of this Agreement. The certificates will be subject to the approval of CITY’s Risk Manager and will contain an endorsement stating that the insurance is primary coverage and will not be canceled, or materially reduced in coverage or limits, by the insurer except after filing with the Purchasing Manager thirty (30) days' prior written notice of the cancellation or modification. If the insurer cancels or modifies the insurance and provides less than thirty (30) days’ notice to CONSULTANT, CONSULTANT shall provide the Purchasing Manager written notice of the cancellation or modification within two (2) business days of the CONSULTANT’s receipt of such notice. CONSULTANT shall be responsible for ensuring that current certificates evidencing the insurance are provided to CITY’s Purchasing Manager during the entire term of this Agreement. 18.4. The procuring of such required policy or policies of insurance will not be construed to limit CONSULTANT's liability hereunder nor to fulfill the indemnification provisions of this Agreement. Notwithstanding the policy or policies of insurance, CONSULTANT will be obligated for the full and total amount of any damage, injury, or loss caused by or directly arising as a result of the Services performed under this Agreement, including such damage, injury, or loss arising after the Agreement is terminated or the term has expired. SECTION 19. TERMINATION OR SUSPENSION OF AGREEMENT OR SERVICES. 19.1. City Manager may suspend the performance of the Services, in whole or in part, or terminate this Agreement, with or without cause, by giving ten (10) days prior written notice thereof to CONSULTANT. Upon receipt of such notice, CONSULTANT will promptly discontinue its performance of the Services. 19.2. CONSULTANT may terminate this Agreement or suspend its performance of the Services by giving thirty (30) days prior written notice thereof to CITY, but only in the event of a substantial failure of performance by CITY. 19.3. Upon such suspension or termination, CONSULTANT shall promptly deliver to the City Manager any and all copies of Work Product, whether or not completed, prepared by CONSULTANT or its contractors, if any, or given to CONSULTANT or its contractors, if any, in connection with this Agreement. Such Work Product will become the property of CITY pursuant to Section 14 above. Attachment A DRAFT Professional Services Rev. Nov. 1, 2011 7 S:\ASD\PURCH\SOLICITATIONS\CURRENT BUYER-CM FOLDERS\PLANNING - CHRIS\CONTRACTS\Finite Matters Limited\C14151788 Contract Draft .doc 19.4. Upon such suspension or termination by CITY, CONSULTANT will be paid for the Services rendered or materials delivered to CITY in accordance with the scope of services on or before the effective date (i.e., 10 days after giving notice) of suspension or termination; provided, however, if this Agreement is suspended or terminated on account of a default by CONSULTANT, CITY will be obligated to compensate CONSULTANT only for that portion of CONSULTANT’s services which are of direct benefit to CITY as such determination may be made by the City Manager acting in the reasonable exercise of his/her discretion. The following Sections will survive any expiration or termination of this Agreement: 14, 15, 16, 19.4, 20, and 25. 19.5. No payment, partial payment, acceptance, or partial acceptance by CITY will operate as a waiver on the part of CITY of any of its rights under this Agreement. SECTION 20. NOTICES. All notices hereunder will be given in writing and mailed, postage prepaid, by certified mail, addressed as follows: To CITY: Office of the City Clerk City of Palo Alto Post Office Box 10250 Palo Alto, CA 94303 With a copy to the Purchasing Manager To CONSULTANT: Attention of the project director at the address of CONSULTANT recited above SECTION 21. CONFLICT OF INTEREST. 21.1. In accepting this Agreement, CONSULTANT covenants that it presently has no interest, and will not acquire any interest, direct or indirect, financial or otherwise, which would conflict in any manner or degree with the performance of the Services. 21.2. CONSULTANT further covenants that, in the performance of this Agreement, it will not employ subconsultants, contractors or persons having such an interest. CONSULTANT certifies that no person who has or will have any financial interest under this Agreement is an officer or employee of CITY; this provision will be interpreted in accordance with the applicable provisions of the Palo Alto Municipal Code and the Government Code of the State of California. 21.3. If the Project Manager determines that CONSULTANT is a “Consultant” as that term is defined by the Regulations of the Fair Political Practices Commission, CONSULTANT shall be required and agrees to file the appropriate financial disclosure documents required by the Palo Alto Municipal Code and the Political Reform Act. Attachment A DRAFT Professional Services Rev. Nov. 1, 2011 8 S:\ASD\PURCH\SOLICITATIONS\CURRENT BUYER-CM FOLDERS\PLANNING - CHRIS\CONTRACTS\Finite Matters Limited\C14151788 Contract Draft .doc SECTION 22. NONDISCRIMINATION. As set forth in Palo Alto Municipal Code section 2.30.510, CONSULTANT certifies that in the performance of this Agreement, it shall not discriminate in the employment of any person because of the race, skin color, gender, age, religion, disability, national origin, ancestry, sexual orientation, housing status, marital status, familial status, weight or height of such person. CONSULTANT acknowledges that it has read and understands the provisions of Section 2.30.510 of the Palo Alto Municipal Code relating to Nondiscrimination Requirements and the penalties for violation thereof, and agrees to meet all requirements of Section 2.30.510 pertaining to nondiscrimination in employment. SECTION 23. ENVIRONMENTALLY PREFERRED PURCHASING AND ZERO WASTE REQUIREMENTS. CONSULTANT shall comply with the City’s Environmentally Preferred Purchasing policies which are available at the City’s Purchasing Department, incorporated by reference and may be amended from time to time. CONSULTANT shall comply with waste reduction, reuse, recycling and disposal requirements of the City’s Zero Waste Program. Zero Waste best practices include first minimizing and reducing waste; second, reusing waste and third, recycling or composting waste. In particular, Consultant shall comply with the following zero waste requirements:  All printed materials provided by Consultant to City generated from a personal computer and printer including but not limited to, proposals, quotes, invoices, reports, and public education materials, shall be double-sided and printed on a minimum of 30% or greater post-consumer content paper, unless otherwise approved by the City’s Project Manager. Any submitted materials printed by a professional printing company shall be a minimum of 30% or greater post-consumer material and printed with vegetable based inks.  Goods purchased by Consultant on behalf of the City shall be purchased in accordance with the City’s Environmental Purchasing Policy including but not limited to Extended Producer Responsibility requirements for products and packaging. A copy of this policy is on file at the Purchasing Office.  Reusable/returnable pallets shall be taken back by the Consultant, at no additional cost to the City, for reuse or recycling. Consultant shall provide documentation from the facility accepting the pallets to verify that pallets are not being disposed. SECTION 24. NON-APPROPRIATION 24.1. This Agreement is subject to the fiscal provisions of the Charter of the City of Palo Alto and the Palo Alto Municipal Code. This Agreement will terminate without any penalty (a) at the end of any fiscal year in the event that funds are not appropriated for the following fiscal year, or (b) at any time within a fiscal year in the event that funds are only appropriated for a portion of the fiscal year and funds for this Agreement are no longer available. This section shall take precedence in the event of a conflict with any other covenant, term, condition, or provision of this Agreement. SECTION 25. MISCELLANEOUS PROVISIONS. 25.1. This Agreement will be governed by the laws of the State of California. Attachment A DRAFT Professional Services Rev. Nov. 1, 2011 9 S:\ASD\PURCH\SOLICITATIONS\CURRENT BUYER-CM FOLDERS\PLANNING - CHRIS\CONTRACTS\Finite Matters Limited\C14151788 Contract Draft .doc 25.2. In the event that an action is brought, the parties agree that trial of such action will be vested exclusively in the state courts of California in the County of Santa Clara, State of California. 25.3. The prevailing party in any action brought to enforce the provisions of this Agreement may recover its reasonable costs and attorneys' fees expended in connection with that action. The prevailing party shall be entitled to recover an amount equal to the fair market value of legal services provided by attorneys employed by it as well as any attorneys’ fees paid to third parties. 25.4. This document represents the entire and integrated agreement between the parties and supersedes all prior negotiations, representations, and contracts, either written or oral. This document may be amended only by a written instrument, which is signed by the parties. 25.5. The covenants, terms, conditions and provisions of this Agreement will apply to, and will bind, the heirs, successors, executors, administrators, assignees, and consultants of the parties. 25.6. If a court of competent jurisdiction finds or rules that any provision of this Agreement or any amendment thereto is void or unenforceable, the unaffected provisions of this Agreement and any amendments thereto will remain in full force and effect. 25.7. All exhibits referred to in this Agreement and any addenda, appendices, attachments, and schedules to this Agreement which, from time to time, may be referred to in any duly executed amendment hereto are by such reference incorporated in this Agreement and will be deemed to be a part of this Agreement. 25.8 If, pursuant to this Agreement, CITY shares with CONSULTANT personal information as defined in California Civil Code section 1798.81.5(d) about a California resident (“Personal Information”), CONSULTANT shall maintain reasonable and appropriate security procedures to protect that Personal Information, and shall promptly inform CITY upon learning that there has been a breach in the security of the system or in the security of the Personal Information. CONSULTANT shall not use Personal Information for direct marketing purposes without CITY’s express written consent. 25.9 All unchecked boxes do not apply to this agreement. 25.10 Each party hereto represents and warrants that the individuals executing this Agreement on its behalf have the legal capacity and authority to do so. 25.11 This Agreement may be signed in multiple counterparts, which shall, when executed by all the parties, constitute a single binding agreement SECTION 26. PROPRIETARY OR CONFIDENTIAL INFORMATION. Attachment A DRAFT Professional Services Rev. Nov. 1, 2011 10 S:\ASD\PURCH\SOLICITATIONS\CURRENT BUYER-CM FOLDERS\PLANNING - CHRIS\CONTRACTS\Finite Matters Limited\C14151788 Contract Draft .doc 26.1 Of CITY. CONSULTANT understands and agrees that, in the performance of the work or services under this Agreement or in contemplation thereof, CONSULTANT may have access to private or confidential information which may be owned or controlled by CITY and that such information may contain proprietary or confidential details, the disclosure of which to third parties may be damaging to CITY. CONSULTANT agrees that all such information disclosed by CITY to CONSULTANT shall be held in confidence and used only in performance of the Agreement. CONSULTANT shall exercise the same standard of care to protect such information as a reasonably prudent contractor would use to protect its own proprietary data. 26.2 Of CONSULTANT. CITY understands and agrees that, in CONSULTANT’s performance of the work or services under this Agreement or in contemplation thereof, CITY may have access to private or confidential information which may be owned or controlled by CONSULTANT and that such information may contain proprietary or confidential details, the disclosure of which to third parties may be damaging to CONSULTANT. CITY agrees that, subject to applicable law to the contrary, all information disclosed by CONSULTANT to CITY shall be held in confidence and used only in performance of the Agreement. CITY shall exercise the same standard of care to protect such information as it would use to protect its own proprietary data. 26.3 Exclusions. Notwithstanding the foregoing, this Section 26 shall not apply to information of either party which (i) is in the public domain; (ii) is known and can be shown to be known by the other party prior to disclosure; (iii) becomes part of the public domain by publication or otherwise and is not the result of any unauthorized act or omission on the part of the other party; or (iv) can be demonstrated to have been supplied to the other party by a third party who is under no obligation to maintain such information in confidence. Attachment A DRAFT Professional Services Rev. Nov. 1, 2011 11 S:\ASD\PURCH\SOLICITATIONS\CURRENT BUYER-CM FOLDERS\PLANNING - CHRIS\CONTRACTS\Finite Matters Limited\C14151788 Contract Draft .doc IN WITNESS WHEREOF, the parties hereto have by their duly authorized representatives executed this Agreement on the date first above written. CITY OF PALO ALTO ____________________________ City Manager APPROVED AS TO FORM: __________________________ Senior Asst. City Attorney FINITE MATTERS LTD. By:___________________________ Name:_________________________ Title:________________________ Attachments: EXHIBIT “A”: SCOPE OF WORK EXHIBIT “B”: SCHEDULE OF PERFORMANCE EXHIBIT “C”: COMPENSATION EXHIBIT “C-1”: SCHEDULE OF RATES EXHIBIT “D”: INSURANCE REQUIREMENTS EXHIBIT “E”: SOFTWARE AS A SERVICE SECURITY AND PRIVACY TERMS AND CONDITIONS Attachment A DRAFT Professional Services Rev. Nov. 1, 2011 11 S:\ASD\PURCH\SOLICITATIONS\CURRENT BUYER-CM FOLDERS\PLANNING - CHRIS\CONTRACTS\Finite Matters Limited\C14151788 Contract Draft .doc EXHIBIT “A” SCOPE OF SERVICES Consultant shall provide professional services for replacement of CITY’s existing budget document publishing software for the operating and capital budget documents. CONSULTANT shall provide the following: Document Publishing Requirement Classification Vendor Response Allows multiple users to input and edit text, financial, or performance information (e.g.: paragraph, tables, graphs) and maintain version control of document components Mandatory PADS satisfies this require- ment. Ability to check spelling Mandatory PADS satisfies this requirement using its and FrameMaker spell checker. Ability to check grammar Desired A third party add-on to FrameMaker enables this function. Review and edit text via web or tablet Desired PADS version 2.0 enables mobile device authoring and editing. Query financial data from a data set (text file) to tabulate financial tables in document Mandatory PADS enables a wide range of data to be published into documents including text files. Interface with SAP to query financial data and tabulate data into financial tables in the document Required PADS satisfies this require- ment. Allows Office of Management & Budget (OMB) staff to control, edit, and make changes to fund, cost center, and general ledger account mapping and tabulation in the document. If OMB staff is not able to control this feature, adequate resources and responsiveness is mandatory from vendor (please itemize the per hour rate for the Required With training, the OMB staff can make changes to the publishing system. CONSULTANT support is available in the event assistance is required. Ability to easily edit, integrate, and format custom Excel charts, graphs, and tables into document Mandatory PADS satisfies this require- ment. Flexibility and ability to add or remove sections or pages Mandatory PADS satisfies this require- ment. Insert photos for capital projects and various other department sections in budget documents. Mandatory PADS satisfies this require- ment. Publish sections of the document to PDF for dissemination to reviewers Required PADS satisfies this require- ment. Automatically compile and paginate document and build the table of contents Mandatory PADS satisfies this require- ment. Produce high-quality, bookmarked PDF for printing and viewing on the City’s website Mandatory PADS satisfies this require- ment. Ability to manage text, data, and publishing components for multiple documents (operating budget, capital budget, municipal fee schedule, long range financial forecast, and others). Mandatory PADS satisfies this require- ment. Attachment A DRAFT Training Requirement Classification Vendor Response Vendor or partner/preferred vendor can provide system functional training to users and system administrator(s). Mandatory CONSULTANT provides training services as part of its offering. Provide functional training documentation for end-users and administrators. Required CONSULTANT provides Pattern- Stream documentation. Implementation Management Requirement Classification Vendor Response Use City’s existing Adobe FrameMaker and Excel templates to use in new publishing software or Convert existing Adobe FrameMaker and Excel templates to required format for new software. Please specify in your response. Desired PADS integrates with FrameMaker and can acquire information from Excel spreadsheets. Integrate OMB staff edits to existing templates and master pages into new documents. Mandatory This will be done as part of the development process. Non-Functional Requirements The RFP specifies a number of non-functional requirements that are mandatory, required, and desired features of the proposed system. The following is CONSULTANT’s response to the non-functional requirements. Cloud Computing Requirement Classification Vendor Response Infrastructure and data is housed by cloud service provider to ensure the system proposed is aligned to CITY’s IT cloud-first strategy Desired The system database and application can be housed in the cloud environment. The FrameMaker Server license however contains limitations as part of the system. Maintainability Requirement Classification Vendor Response System upgrades are fully maintained and managed by vendor Required CONSULTANT provides non-periodic updates to its software based on the annual maintenance. System is “off the shelf” solution and does not require custom development/coding by the vendor or CITY Required PADS and PatternStream are off-the-shelf applications that do not require custom development or coding. They do require publishing project setup. CITY should be able to configure the system with appropriate access privileges Required The proposed applications are completely configurable by the licensee. Attachment A DRAFT System Compatibility Requirement Classification Vendor Response Windows 7 Mandatory PADS satisfies this requirement. Microsoft Office 2007 or higher (Word, Excel) Required PADS satisfies this requirement. Internet Explorer version 9, Google Chrome Desired PADS satisfies this requirement. iOS Desired PADS satisfies this requirement because it works in a browser. PatternStream operates with VM in iOS. Portability Requirement Classification Vendor Response HTML5 (or has one of these features on product roadmap) Desired The native PADS file for- mat is XML which can be converted to HTML5 as needed. Responsive web design for flexible and fluid layouts that adapt to almost any screen Desired The screen layout is con- trolled by the associated CSS and can be modified as necessary. Use on mobile devices, tablets, and smartphones Desired PADS satisfies this require- ment. Support Requirement Classification Vendor Response Technical and problem investigation support on an ongoing basis by the vendor or partner vendor Required CONSULTANT provides support for all application customers on a regular basis. Provide a desktop publishing resource to publish final documents in the spring and early summer. Compile the various document components, paginate, review and edit formatting and document appearance, compile table of contents, publish final document PDF for printing and web viewing Required CONSULTANT shall supports the first publishing cycle of documents by public sector clients and will include that service in this agreement. Development of budget document templates and text and format changes that need to be made to the final document Mandatory CONSULTANT has experienced FrameMaker and budget & CIP document publishing experts that can be applied to ensuring a good presentation. Assistance with trouble shooting financial mapping or other desktop publishing issues Mandatory CONSULTANT has provided assistance to a wide range customers including government document publishers. Attachment A DRAFT Service Level Agreement Requirement Classification Vendor Response Half-day response time for reported issues during normal business hours; vendor response within 1 hour of notification during normal business hours (March, April, May). Mandatory CONSULTANT has a record of rapid response to public sector clients during the publishing schedule including the March through May time frame. Vendor staff availability during regular business hours. Expanded availability (includes weekends and later evenings) during budget season (March, April, May) to assist with reported issues. Required CONSULTANT supports public sector clients during the publishing schedule as needed. Integration Requirement Classification Vendor Response System has web services Application Programming Interface (API) capabilities to integrate with other CITY applications Required Certain functions are avail- able through an interface. Security Requirement Classification Vendor Response System complies with either: ISO 27001 (Information Security Management Systems) or NIST 800-53 Standards (Security and Privacy Controls for Information Systems) Required PatternStream is installed at DoD and the intelligence community customer sites. Scalability Requirement Classification Vendor Response Ability to easily utilize the technology across the organization for different purposes (for additional users and departments with varying processes and workflows and configuration requirements) Desired The application set can be applied in a number of areas to setup and complete data- driven publishing. Data-Liberation Requirement Classification Vendor Response Ability to quickly move all of the data out of the system in an open, interoperable, portable format at no additional cost and in one fell swoop in the event that CITY wishes to discontinue the product. Required The PADS content is in XML format which may be rapidly converted. Published instances are in FrameMaker, PDF, and markup formats. Attachment A DRAFT Business-Continuity Requirement Classification Vendor Response Failover / redundancy / replication of system to another location Required All configuration files and database enable any installed system to be setup to publish documents. Configuration files and the database must be backed up on a regular basis and relocated as necessary. Daily back up of budget document files. Required Budget document files are created on demand using the system publishing function. Content files are maintained in a database that is backed up in accordance with server backup policies and procedures. Same day data restore of lost files. Required Published budget document files can be restored on demand. Database files can be restored from backups. Flexible records retention capabilities. Required Published instances can be retained as necessary. Con- tent files are stored indefinitely. CONSULTANT Products CONSULTANT shall sell CITY its PatternStream Automated Document System (PADS) version 2.0 license. The PADS will work with Adobe® FrameMaker® and FrameMaker Server to enable the following processes: • Distributed authoring and editing of content • Distributed and automated publishing of book sections • Data-driven operating and capital budget book publishing PADS is a server-based system that enables users across the enterprise to author and edit content based on their user access. Users may also publish document sections or subsections based on their access levels. The distributed publishing function includes all text, flat file, and database information combined into a presentation as specified by the document template and publishing configuration file. Completed PDF files are delivered in a browser to users making a publishing request. An administration function allows controls to be setup for user access of content and publishing. PADS version 2.0 is a web-based application that allows users with access to browsers to use the PADS features and functions on any type of device. Inherent in PADS is the PatternStream license. PatternStream is the application that works with Attachment A DRAFT FrameMaker and FrameMaker Server to publish documents from a variety of information sources. PatternStream can acquire information from databases, BI systems, spreadsheets, text files, word processing files, images, and markup files. Once setup, PatternStream can be used time after time to publish changing database and other source information. CONSULTANT Project Services To successfully complete this project, CONSULTANT will provide the following services: • Project analysis and design • Software license installation • FrameMaker template and PatternStream configuration files setup • End product publishing support • Training • Ongoing software maintenance support Project Analysis and Design The project analysis work will dissect the documents and verify their information sources, the work flows, web site, and will recommend specific methods on how to proceed. This task will define and confirm the project work scope, tasks, and plan. The plan will include recommendations in the event the existing environment requires enhancement for optimum system performance. Concepts to be fully understood will include the document and inset revision maintenance requirements. It is anticipated that the current process established by the existing system will be able to be enhanced to present a better and simpler user experience. Any changes resulting from the lessons learned from the analysis will be mutually agreed upon and made at that time. It is not anticipated that any substantial changes will occur that will dramatically affect cost or schedule. However it will be important to understand the complete system functionality and user interface needs. This will enable the implementation of a system that effectively replaces the current system while minimizing user production disruption. Software Installation CONSULTANT personnel will install the software necessary to implement the publishing project at CITY’s offices. Installation will include CONSULTANT PatternStream and PADS software. CONSULTANT assumes that the installation desktop and server computers will be connected to the network with access to the required file repositories and data sources. FrameMaker Template and PatternStream Configuration files Setup The setup of the PatternStream configuration files will be the most time consuming portion of the project. The process is an iterative, top-down method of setting up the application to gather all the document information sources and the presentation through the configuration file and the FrameMaker template. Attachment A DRAFT FrameMaker and Other Template Development CONSULTANT will modify and/or develop the FrameMaker and other templates necessary to publish CITY’s Operating and Capital Budget documents. These templates will be based on the OMB’s current and enhanced documents requirements. PatternStream Pattern Set Template (PSET) File Development CONSULTANT will develop the PSET file to publish CITY’s Operating and Capital Budget documents. This development will include the use of queries or other means necessary to obtain the information required to publish for print and electronic distribution. Support will be available to develop the queries and/or describe the file hierarchy, if necessary. The PSET file will be based on the OMB’s current document format with enhancements as desired. Both the Operating and Capital Budget documents will require separate PatternStream configuration files and FrameMaker templates. Based on CONSULTANT’s current understanding of the information sources and document presentation, the Operating Budget document will require approximately 250 hours of work to setup and the Capital Budget will require 150 hours of work to setup. End Publishing Support CONSULTANT understands that using a new system to publish complex books like the Operating and Capital Budget documents can be a daunting task. As in the case with previous public sector customers, CONSULTANT will support the publishing of CITY Operating and Capital Budget documents. Training CONSULTANT may provide the training necessary to enable CITY personnel to further develop and maintain the system. The training may include specific FrameMaker training topics and will include PatternStream training and system user training. Ongoing Software Maintenance Support CONSULTANT will provide ongoing PADS and PatternStream software maintenance support to the CITY. Seven Major Milestone Tasks: • Software installation and database connection • PatternStream configuration file and template setup •• Operating Budget document •• Capital Budget document • PADS authoring/editing subsystem setup • System testing • Support publishing of Operating and Capital Budget documents Attachment A DRAFT • Training Attachment A DRAFT EXHIBIT “B” SCHEDULE OF PERFORMANCE CONSULTANT shall perform the Services so as to complete each milestone per the schedule specified below. The time to complete each milestone may be increased or decreased by mutual written agreement of the project managers for CONSULTANT and CITY so long as all work is completed within the term of the Agreement. Milestones Schedule Project start January 6, 2014 Project analysis meeting and establish system connections January 6, 2014 Begin PatternStream configuration files development January 8, 2014 Software installation and connections January 10, 2014 PatternStream configuration file and template setup finish February 10, 2014 System setup and testing complete February 24, 2014 Support Operating and Budget documents publishing April, 2014 Training July, 2014 Attachment A DRAFT Professional Services Rev. Nov. 1, 2011 14 S:\ASD\PURCH\SOLICITATIONS\CURRENT BUYER-CM FOLDERS\PLANNING - CHRIS\CONTRACTS\Finite Matters Limited\C14151788 Contract Draft .doc EXHIBIT “C” COMPENSATION The CITY agrees to compensate the CONSULTANT for professional services performed in accordance with the terms and conditions of this Agreement, and as set forth in the budget schedule below. Compensation shall be calculated based on the hourly rate schedule attached as exhibit C-1 up to the not to exceed budget amount for each task set forth below. The compensation to be paid to CONSULTANT under this Agreement for all services described in Exhibit “A” (“Basic Services”) and reimbursable expenses shall not exceed $221,330.00. CONSULTANT agrees to complete all Basic Services, including reimbursable expenses, within this amount. Any work performed or expenses incurred for which payment would result in a total exceeding the maximum amount of compensation set forth herein shall be at no cost to the CITY. CONSULTANT shall perform the tasks and categories of work as outlined and budgeted below. The CITY’s project manager may approve in writing the transfer of budget amounts between any of the tasks or categories listed below provided the total compensation for Basic Services, including reimbursable expenses, does not exceed $221,330.00. BUDGET SCHEDULE NOT TO EXCEED AMOUNT Task 1 $92,245.00 (Year 1) Task 2 $76,645.00 (Year 2) Task 3 $18,645.00 (Year 3) Sub-total Basic Services $187,535.00 Reimbursable Expenses $33,795.00 Total Basic Services and Reimbursable expenses $221,330.00 Maximum Total Compensation $221,330.00 Attachment A DRAFT Professional Services Rev. Nov. 1, 2011 15 S:\ASD\PURCH\SOLICITATIONS\CURRENT BUYER-CM FOLDERS\PLANNING - CHRIS\CONTRACTS\Finite Matters Limited\C14151788 Contract Draft .doc REIMBURSABLE EXPENSES The administrative, overhead, secretarial time or secretarial overtime, word processing, photocopying, in-house printing, insurance and other ordinary business expenses are included within the scope of payment for services and are not reimbursable expenses. CITY shall reimburse CONSULTANT for the following reimbursable expenses at cost. Expenses for which CONSULTANT shall be reimbursed are: A. Travel outside the San Francisco Bay area, including transportation and meals, will be reimbursed at actual cost subject to the City of Palo Alto’s policy for reimbursement of travel and meal expenses for City of Palo Alto employees. B. Long distance telephone service charges, cellular phone service charges, facsimile transmission and postage charges are reimbursable at actual cost. C. Training Materials All requests for payment of expenses shall be accompanied by appropriate backup information. Any expense anticipated to be more than $33,795.00 shall be approved in advance by the CITY’s project manager. ADDITIONAL SERVICES The CONSULTANT shall provide additional services only by advanced, written authorization from the CITY. The CONSULTANT, at the CITY’s project manager’s request, shall submit a detailed written proposal including a description of the scope of services, schedule, level of effort, and CONSULTANT’s proposed maximum compensation, including reimbursable expense, for such services based on the rates set forth in Exhibit C-1. The additional services scope, schedule and maximum compensation shall be negotiated and agreed to in writing by the CITY’s Project Manager and CONSULTANT prior to commencement of the services. Payment for additional services is subject to all requirements and restrictions in this Agreement Attachment A DRAFT Professional Services Rev Nov. 1, 2011 18 S:\ASD\PURCH\SOLICITATIONS\CURRENT BUYER-CM FOLDERS\PLANNING - CHRIS\CONTRACTS\Finite Matters Limited\C14151788 Contract Draft .doc EXHIBIT “C-1” HOURLY RATE SCHEDULE Invoice FY Operating Budget document setup and publishing (Two PatternStream Implementers)169.00 250 hours 42,250.00 Billed monthly January 2014 until $35,005.00 spent in FY 2014, then the remainder billed in FY 2015 2014 PatternStream Automated Document System (PADS) license and first year of software maintenance 49,995.00 1 license 49,995.00 February 2014 2014 Travel expenses 4,177.50 5 trips 20,887.50 Billed monthly beginning January 2014 2014 Total Year 1 113,132.50 Operating Budget document setup and publishing (Two PatternStream Implementers)Remainder of task ($7,245.00) billed in July 2014 2015 Training Instructor 1,500.00 5 days 7,500.00 July 2014 2015 Training Material 75.00 5 Training Packages 375.00 July 2014 2015 PADS setup to publish Adopted Operating Budget document 169.00 100 hours 16,900.00 August 2014 (additional services)2015 Travel expenses 4,177.50 1 trips 4,177.50 August 2014 (additional travel expense)2015 Capital Budget document setup and publishing (One PatternStream Implementer)169.00 150 hours 25,350.00 After September 2014 until funds spent 2015 PADS annual software maintenance 9,995.00 1 year 9,995.00 February 2015 2015 PADS setup to work with new budget system and publish Operating Budget 169.00 100 hours 16,900.00 February 2015 2015 Travel expenses 4,177.50 2 trips 8,355.00 February 2015 2015 Total Year 2 89,552.50 PADS annual software maintenance 9,995.00 1 year 9,995.00 February 2016 2016 FY 2017 Operating and Capital Budget document publishing support 173.00 50 hours 8,650.00 March 2016 2016 Total Year 3 18,645.00 Total 3 Year Contract 221,330.00 Product or Service Unit Cost Number/Unit of Measure Total Cost Invoice Month Attachment A DRAFT Professional Services Rev Nov. 1, 2011 18 S:\ASD\PURCH\SOLICITATIONS\CURRENT BUYER-CM FOLDERS\PLANNING - CHRIS\CONTRACTS\Finite Matters Limited\C14151788 Contract Draft .doc EXHIBIT “C-1” (Continued) Name Hourly Rate Tony Luca, Vice President & Senior Scientist $179.00 Brad Anderson, Vice President of Operations $169.00 Nick Howard, Software Engineer $169.00 System Software Licensing Costs The proposed project as prescribed by FML will require one PADS license. The cost of one PADS license is $49,995.00. This cost includes the necessary PatternStream licenses to complete the proposed project. System Implementation Costs The City of Palo Alto Operating and Capital Budget documents publishing implementation costs are $67,600.00. This cost does not include travel expenses. Training Costs FML provides training for the PADS applications at the rate of $1,500.00 per day excluding expenses and training materials. Training materials cost $75.00 per student per soft- ware application. For this project, FML recommends at least five days of training for a total of $7,500.00 not including travel expenses or training materials. System Support and Maintenance Costs The standard PADS license maintenance cost is 20% of the PADS license purchase price and is $9,999.00 per year. PatternStream project support is typically billed at the hourly rate of $179.00 to 169.00 per hour. Travel Expenses FML has estimated that an average trip to the City of Palo Alto will cost approximately $4,177.50. At this time, we estimate that a minimum of five trips will be necessary which presents a total of $20,887.50. Attachment A DRAFT Professional Services Rev Nov. 1, 2011 19 S:\ASD\PURCH\SOLICITATIONS\CURRENT BUYER-CM FOLDERS\PLANNING - CHRIS\CONTRACTS\Finite Matters Limited\C14151788 Contract Draft .doc EXHIBIT “D” INSURANCE REQUIREMENTS CONTRACTORS TO THE CITY OF PALO ALTO (CITY), AT THEIR SOLE EXPENSE, SHALL FOR THE TERM OF THE CONTRACT OBTAIN AND MAINTAIN INSURANCE IN THE AMOUNTS FOR THE COVERAGE SPECIFIED BELOW, AFFORDED BY COMPANIES WITH AM BEST’S KEY RATING OF A-:VII, OR HIGHER, LICENSED OR AUTHORIZED TO TRANSACT INSURANCE BUSINESS IN THE STATE OF CALIFORNIA. AWARD IS CONTINGENT ON COMPLIANCE WITH CITY’S INSURANCE REQUIREMENTS, AS SPECIFIED, BELOW: REQUIRED TYPE OF COVERAGE REQUIREMENT MINIMUM LIMITS EACH OCCURRENCE AGGREGATE YES YES WORKER’S COMPENSATION EMPLOYER’S LIABILITY STATUTORY STATUTORY YES GENERAL LIABILITY, INCLUDING PERSONAL INJURY, BROAD FORM PROPERTY DAMAGE BLANKET CONTRACTUAL, AND FIRE LEGAL LIABILITY BODILY INJURY PROPERTY DAMAGE BODILY INJURY & PROPERTY DAMAGE COMBINED. $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 YES AUTOMOBILE LIABILITY, INCLUDING ALL OWNED, HIRED, NON-OWNED BODILY INJURY - EACH PERSON - EACH OCCURRENCE PROPERTY DAMAGE BODILY INJURY AND PROPERTY DAMAGE, COMBINED $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 YES PROFESSIONAL LIABILITY, INCLUDING, ERRORS AND OMISSIONS, MALPRACTICE (WHEN APPLICABLE), AND NEGLIGENT PERFORMANCE ALL DAMAGES $1,000,000 YES THE CITY OF PALO ALTO IS TO BE NAMED AS AN ADDITIONAL INSURED: CONTRACTOR, AT ITS SOLE COST AND EXPENSE, SHALL OBTAIN AND MAINTAIN, IN FULL FORCE AND EFFECT THROUGHOUT THE ENTIRE TERM OF ANY RESULTANT AGREEMENT, THE INSURANCE COVERAGE HEREIN DESCRIBED, INSURING NOT ONLY CONTRACTOR AND ITS SUBCONSULTANTS, IF ANY, BUT ALSO, WITH THE EXCEPTION OF WORKERS’ COMPENSATION, EMPLOYER’S LIABILITY AND PROFESSIONAL INSURANCE, NAMING AS ADDITIONAL INSUREDS CITY, ITS COUNCIL MEMBERS, OFFICERS, AGENTS, AND EMPLOYEES. I. INSURANCE COVERAGE MUST INCLUDE: A. A PROVISION FOR A WRITTEN THIRTY (30) DAY ADVANCE NOTICE TO CITY OF CHANGE IN COVERAGE OR OF COVERAGE CANCELLATION; AND B. A CONTRACTUAL LIABILITY ENDORSEMENT PROVIDING INSURANCE COVERAGE FOR CONTRACTOR’S AGREEMENT TO INDEMNIFY CITY. C. DEDUCTIBLE AMOUNTS IN EXCESS OF $5,000 REQUIRE CITY’S PRIOR APPROVAL. II. CONTACTOR MUST SUBMIT CERTIFICATES(S) OF INSURANCE EVIDENCING REQUIRED COVERAGE. III. ENDORSEMENT PROVISIONS, WITH RESPECT TO THE INSURANCE AFFORDED TO “ADDITIONAL INSUREDS” A. PRIMARY COVERAGE WITH RESPECT TO CLAIMS ARISING OUT OF THE OPERATIONS OF THE NAMED INSURED, INSURANCE AS AFFORDED BY THIS POLICY IS PRIMARY AND IS NOT ADDITIONAL TO OR CONTRIBUTING WITH ANY OTHER INSURANCE CARRIED BY OR FOR THE BENEFIT OF THE ADDITIONAL INSUREDS. Attachment A DRAFT Professional Services Rev Nov. 1, 2011 20 S:\ASD\PURCH\SOLICITATIONS\CURRENT BUYER-CM FOLDERS\PLANNING - CHRIS\CONTRACTS\Finite Matters Limited\C14151788 Contract Draft .doc B. CROSS LIABILITY THE NAMING OF MORE THAN ONE PERSON, FIRM, OR CORPORATION AS INSUREDS UNDER THE POLICY SHALL NOT, FOR THAT REASON ALONE, EXTINGUISH ANY RIGHTS OF THE INSURED AGAINST ANOTHER, BUT THIS ENDORSEMENT, AND THE NAMING OF MULTIPLE INSUREDS, SHALL NOT INCREASE THE TOTAL LIABILITY OF THE COMPANY UNDER THIS POLICY. C. NOTICE OF CANCELLATION 1. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR ANY REASON OTHER THAN THE NON-PAYMENT OF PREMIUM, THE ISSUING COMPANY SHALL PROVIDE CITY AT LEAST A THIRTY (30) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION. 2. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR THE NON-PAYMENT OF PREMIUM, THE ISSUING COMPANY SHALL PROVIDE CITY AT LEAST A TEN (10) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION. NOTICES SHALL BE MAILED TO: PURCHASING AND CONTRACT ADMINISTRATION CITY OF PALO ALTO P.O. BOX 10250 PALO ALTO, CA 94303 Attachment A City of Palo Alto Information Security Document Version: V2.5 [11/01/2012] Doc: InfoSec 110 Page 1 of 3 EXHIBIT E SOFTWARE AS A SERVICE SECURITY AND PRIVACY TERMS AND CONDITIONS This Exhibit shall be made a part of the City of Palo Alto’s Professional Services Agreement or any other contract entered into by and between the City of Palo Alto (the “City”) and Finite Matters LTD. (the “Consultant”) for the provision of Software as a Service services to the City (the “Agreement”). In order to assure the privacy and security of the personal information of the City’s customers and people who do business with the City, including, without limitation, vendors, utility customers, library patrons and other individuals and businesses, who are required to share such information with the City, as a condition of receiving services from the City or selling goods and services to the City, including, without limitation, the Software as a Service services provider (the “Consultant”) and its subcontractors, if any, including, without limitation, any Information Technology (“IT”) infrastructure services provider, shall design, install, provide, and maintain a secure IT environment, described below, while it renders and performs the Services and furnishes goods, if any, described in the Statement of Work, Exhibit B, to the extent any scope of work implicates the confidentiality and privacy of the personal information of the City’s customers. The Consultant shall fulfill the data and information security requirements (the “Requirements”) set forth in Part A below. A “secure IT environment” includes: (a) the IT infrastructure, by which the Services are provided to the City, including connection to the City's IT systems; (b) the Consultant’s operations and maintenance processes needed to support the environment, including disaster recovery and business continuity planning; and (c) the IT infrastructure performance monitoring services to ensure a secure and reliable environment and service availability to the City. “IT infrastructure” refers to the integrated framework, including, without limitation, data centers, computers, and database management devices, upon which digital networks operate. In the event that, after the Effective Date, the Consultant reasonably determines that it cannot fulfill the Requirements, the Consultant shall promptly inform the City of its determination and submit, in writing, one or more alternate countermeasure options to the Requirements (the “Alternate Requirements” as set forth in Part B), which may be accepted or rejected in the reasonable satisfaction of the Information Security Manager (the “ISM”). Part A. Requirements: The Consultant shall at all times during the term of any contract between the City and the Consultant: (a) Appoint or designate an employee, preferably an executive officer, as the security liaison to Attachment A City of Palo Alto Information Security Document Version: V2.5 [11/01/2012] Doc: InfoSec 110 Page 2 of 3 the City with respect to the Services to be performed under this Agreement. (b) Comply with the City’s Information Privacy Policy: (c) Have adopted and implemented information security and privacy policies that are documented, are accessible to the City and conform to ISO 27001/2 – Information Security Management Systems (ISMS) Standards. See the following: http://www.iso.org/iso/home/store/catalogue_tc/catalogue_detail.htm?csnumber=42103 http://www.iso.org/iso/iso_catalogue/catalogue_tc/catalogue_detail.htm?csnumber=50297 (d) Conduct routine data and information security compliance training of its personnel that is appropriate to their role. (e) Develop and maintain detailed documentation of the IT infrastructure, including software versions and patch levels. (f) Develop an independently verifiable process, consistent with industry standards, for performing professional and criminal background checks of its employees that (1) would permit verification of employees’ personal identity and employment status, and (2) would enable the immediate denial of access to the City's confidential data and information by any of its employees who no longer would require access to that information or who are terminated. (g) Provide a list of IT infrastructure components in order to verify whether the Consultant has met or has failed to meet any objective terms and conditions. (h) Implement access accountability (identification and authentication) architecture and support role-base access control (“RBAC”) and segregation of duties (“SoD”) mechanisms for all personnel, systems and software used to provide the Services. “RBAC” refers to a computer systems security approach to restricting access only to authorized users. “SoD” is an approach that would require more than one individual to complete a security task in order to promote the detection and prevention of fraud and errors. (i) Assist the City in undertaking annually an assessment to assure that: (1) all elements of the Services’ environment design and deployment are known to the City, and (2) it has implemented measures in accordance with industry best practices applicable to secure coding and secure IT architecture. (j) Provide and maintain secure intersystem communication paths that would ensure the confidentiality, integrity and availability of the City's information. (k) Deploy and maintain IT system upgrades, patches and configurations conforming to current patch and/or release levels by not later than one (1) week after its date of release. Emergency security patches must be installed within 24 hours after its date of release. (l) Provide for the timely detection of, response to, and the reporting of security incidents, including on-going incident monitoring with logging. (m) Notify the City within one (1) hour of detecting a security incident that results in the unauthorized access to or the misuse of the City's confidential data and information. (n) Inform the City that any third party service provider(s) meet(s) all of the Requirements. (o) Perform security self-audits on a regular basis and not less frequently than on a quarterly basis, and provide the required summary reports of those self-audits to the ISM on the annual anniversary date or any other date agreed to by the Parties. (p) Accommodate, as practicable, and upon reasonable prior notice by the City, the City’s performance of random site security audits at the Consultant’s site(s), including the site(s) of a Attachment A City of Palo Alto Information Security Document Version: V2.5 [11/01/2012] Doc: InfoSec 110 Page 3 of 3 third party service provider(s), as applicable. The scope of these audits will extend to the Consultant’s and its third party service provider(s)’ awareness of security policies and practices, systems configurations, access authentication and authorization, and incident detection and response. (q) Cooperate with the City to ensure that to the extent required by applicable laws, rules and regulations, the Confidential Information will be accessible only by the Consultant and any authorized third party service provider’s personnel. (r) Perform regular, reliable secured backups of all data needed to maximize availability of the Services. (s) Maintain records relating to the Services for a period of three (3) years after the expiration or earlier termination of this Agreement and in a mutually agreeable storage medium. Within thirty (30) days after the effective date of expiration or earlier termination of this Agreement, all of those records relating to the performance of the Services shall be provided to the ISM. (t) Maintain the Confidential Information in accordance with applicable federal, state and local data and information privacy laws, rules and regulations. (u) Encrypt the Confidential Information before delivering the same by electronic mail to the City and or any authorized recipient. (v) Unless otherwise addressed in the Agreement, shall not hold the City liable for any direct, indirect or punitive damages whatsoever including, without limitation, damages for loss of use, data or profits, arising out of or in any way connected with the City’s IT environment, including, without limitation, IT infrastructure communications. Part B. Alternate Requirements: Attachment A CITY OF PALO ALTO OFFICE OF THE CITY MANAGER December 16, 2013 The Honorable City Council Palo Alto, California Request Direction to Staff to Stay Enforcement of Vehicle Habitation Enforcement Ban Ordinance Staff Recommendation Staff recommends that the Council direct City staff to stay enforcement of the Vehicle Habitation Ban Ordinance (Ordinance No. 5206), adding Section 9.06.010 to the Palo Alto Municipal Code – Human Habitation of Vehicles Prohibited, for an additional period of one year or until the resolution of Cheyenne Desertrain, et al v. City of Los Angeles, et al., Case No. 11-56957, a case currently pending before the United States Court of Appeals for the Ninth Circuit, whichever is sooner. Background On August 5, 2013, the City Council passed on first reading an ordinance amending the Palo Alto Municipal Code, Chapter 9, to add Section 9.06.010, prohibiting the human habitation of vehicles. At that time, by motion, Council directed City staff to stay enforcement of the ordinance for six months from the date of adoption to allow for public education and outreach regarding the ordinance. The ordinance passed on second reading on August 19, 2013, and became effective September 19, 2013. At that time, City staff prepared for a period of education and outreach, and prepared to stay enforcement of the ordinance until February 10, 2014. Two developments suggest that it would be beneficial to extend the stay of enforcement for an additional period of time. First, the United States Court of Appeals for the Ninth Circuit recently heard argument in the matter of Cheyenne Desertrain, et al. v. City of Los Angeles, et al., Case No. 11-56957, a case whose decision may provide further clarification regarding legal requirements governing ordinances prohibiting vehicle habitation. Second, some members of the public have questions regarding the scope of the ordinance, which suggests that an additional period of outreach and review would be beneficial. For these reasons, staff recommends that the Council continue the stay of enforcement for an additional period of time. Staff recommends the Council adopt the attached resolution, which would continue the stay of enforcement for an additional year or until the resolution of the matter of Cheyenne Desertrain, et al v. City of Los Angeles, et al., Case No. 11-56957, whichever is sooner. Resource Impact The stay of enforcement of the ordinance previously passed will incur no additional resource impact. Page 2 ATTACHMENTS:  Draft Resolution Vehicle Habitation Ban (DOC)  Doc Letters to Council-Veh. Hab. (PDF) Department Head: James Keene, City Manager Page 3 ATTACHMENT A * Not Yet Approved * RESOLUTION NO. _________ Resolution of the Council of the City of Palo Alto Extending the Stay of Enforcement of Palo Alto Municipal Code Section 9.06.010, Prohibiting the Human Habitation of Vehicles WHEREAS, on August 19, 2013, the Palo Alto City Council adopted an ordinance amending the Palo Alto Municipal Code, Chapter 9, by adding Section 9.06.010, prohibiting the human habitation of vehicles; and WHEREAS, by motion of the City Council at the first reading of the ordinance on August 5, 2013, Council directed that City staff stay enforcement of the ordinance for six months from the date of its adoption to allow for education and outreach; and WHEREAS, the United States Court of Appeals for the Ninth Circuit recently heard argument in a matter currently pending before it, Cheyenne Desertrain, et al. v. City of Los Angeles, et al., Case No. 11-56957, the resolution of which may provide further clarification regarding legal requirements applicable to ordinances regulating vehicle habitation; and WHEREAS, the Palo Alto Council finds that a further period of outreach and review may be beneficial; NOW, THEREFORE, the Council of the City of Palo Alto does hereby RESOLVE as follows: SECTION 1. Enforcement of Palo Alto Municipal Code Section 9.06.010 (Prohibiting Human Habitation of Vehicles) shall be stayed for one additional year or until the matter of Cheyenne Desertrain, et al v. City of Los Angeles, et al., Case No. 11-56957, is resolved, whichever is sooner. INTRODUCED AND PASSED: AYES: NOES: ABSENT: ABSTENTIONS: ATTEST: ___________________________ ___________________________ City Clerk Mayor APPROVED AS TO FORM: APPROVED: ___________________________ ___________________________ City Attorney City Manager "I've been at shelters where you have to get in line at 3 p.m. and stand therefor two hours," said a man standing along a homeless encampment on Coyote Creek ..... .in San Jose ...... if you go in, what are you going to do with all your stuff?" http://www.rnercurynews.com/science/ci 24677815/horneless-shelters-had-open-beds-when-horneless-rnen 2 http://www.mercurynews.com/science/ci 24677815lhomeless-shelters-had-open-beds-when-homeless-men 2 By Sunday 12/08 te1!lperatures will dip even lower. TIME IS OF THE ESSENCE. All donations will go to those on NHN rosters. San Jose: Four people die of exposure overnight, three of them at homeless encampments By Mark Emmons memmons(a)mercurynews.com Posted: 12/06/2013 02:36:23 PM PST FOUND ONLINE HERE. The Santa Clara County coroner's office confirmed four people died of hypothermia-related causes Thursday night as temperatures plunged below freezing. Sources say that three of the people died of exposure in three separate homeless encampments while a fourth person died in a garage during the cold snap. The coroner's office declined further comment early Friday afternoon. The Santa Clara County Office of Emergency Services referred questions to a county spokesperson, who did not immediately return phone calls. "I'm just angry," said Jenny Niklaus, the CEO ofEHC LifeBuilders, a provider of homeless services. "We have to solve this problem. Even with our cold-weather shelters open, there are still people out there. This is what happens when we allow homelessness to happen. People die." A line forms outside the National Guard Armory, Sunnyvale, one of the cold-weather shelters that opened this week; 2009 photograph. (Josie Lepe, Mercury News) Temperatures throughout the greater San Jose area reached a low in the mid-20s in the overnight hours, according to the National Weather Service. The low at Mineta San Jose International Airport was 30 degrees, breaking the previous Dec. 6 record of 32 degrees in 1931. More freezing weather is expected later this weekend. Santa Clara County Supervisor Mike Wasserman, who has been an advocate of funding programs that help get chronically homeless into permanent housing, said the deaths are just the latest example of the seriousness of the problem. "People are dying out there, and it's just wrong," Wasserman said. "I hope to god this never happens again. You have to understand that every single person in these encampments is somebody's son or daughter, brother or sister, mother or father. And yet they've been just abandoned." EHC LifeBuilders opened up its county-funded Cold Weather Shelter Program last Monday night with 275 emergency beds at three sites in advance of the cold snap. After these deaths, an additional 200 to 300 temporary beds were being added. Also, the shelters will remain open for additional two hours in the morning. 2 Outreach workers from the agency as well as other local nonprofits Inn Vision Shelter Network, the Bill Wilson Center and Downtown Streets Team spent Friday combing the encampments, parks and streets as they handed out blankets and encouraged people to go to the shelters. "We've got a cold weekend ahead of us and our goal is make sure nobody has to be outdoors," Niklaus said. "But the fact is there are more people outside than we have beds. We're doing what we can, and I don't want to lose any more people. This is a crisis." San Jose/Santa Clara County has the fifth-largest homeless population in the country behind only New York City, Los Angeles, Seattle and San Diego, according to a recent U.S. Department of Housing and Urban Development report. Of the 7,631 homeless, who were counted in January as part of a nationwide census, 74 percent were listed as "unsheltered" --meaning they have no place suitable for human habitation to stay. It has been estimated that on any given night, there are 5,000 people outside in the county. Evening temperatures in San Jose were expected to warm up Friday night and then drop back to around 30 degrees.on Saturday night, according to the National Weather Service. "The question we have to ask ourselves is how many people have to do die?" said Jennifer Loving, executive director of the nonprofit Destination: Home. "It's cold outside and people can't survive when it's freezing. That's just a fact. This shouldn't be a surprise to anyone." The deaths are a sad reminder of just how dangerous it is to be homeless. On Dec. 19, EHC LifeBuilders will hold its annual memorial ceremony remembering those who have died on the streets over the past year. Niklaus believes the total will be more than 40 this year. You received this message because you are subscribed to the Google Groups "Stop the Ban Discussion" group. To unsubscribe from this group and stop receiving emails from it, send an email to STB Discussion+unsubscribe@googlegroups.com. For more options, visit https://groups.google.com/groups/opt out. 3 http://www.mercurynews.com/bay-area-news I ci 246Z2212/san-jose-homeless- deathsl?source=redbar Chuck On Fri, Dec 6, 2013 at 6:37 PM, chuckjagoda <chuckjagodal@gmail.com> wrote: Yet Sunnyvale's armory shelter--in which homeless would NOT have frozen . to death and the 150 safe, warm shelter beds inside the armory--is set to be destroyed after this winter. It is to be "replaced" by 47 "permanent" (which means as long as the residents have left after years qfhomelessness) housing. This is a pure joke. No one is buying or renting or living in the other "permanent housing" that has been built near the armory. At night from the armory parking lot you can see the rows upon rows of dark windows--po one is in those homes. What makes anyone thinks 47 more units will house presently homeless people there? And even if that does happen, what about the 100 presently homeless who will no longer have a place to sleep in the winter? (Assuming 47 will be in the permanent housing that will "replace" the armory) There is nothing wrong with building permanent housing, using a Housing First approach, or making more permanent housing available to unsheltered people. All are great ideas. What is VERY wrong is the destruction of viable temporary shelter. Does anyone think that such shelter won't be needed next winter? If such a person exists (pay attention Housing, Homeless, and other officials) thinks so, let him/her answer this? If three houseless folks died WITH the alternative of an armory, how many do you think will die WITHOUT that protection? From someone who's been homeless in Santa Clara County for four years to anyone who cares about the survival of unhoused people--please do not continue to subtract temporary shelter opportunities until and unless there are no homeless people still alive who need them. 2 <gale.holland@latimes.com>; zia <zia@streetsteam.org>; Cary-Andrew Crittenden <southsfbayarea@gmail.com>; Stop the Ban Google Discussion Group <STB_Discussion@googlegroups.com>; Silicon Valley De-Bug <SVDebug@newamericamedia.org>; William Safford <saffordlegal@gmaiLcom>; Mark Petersen-Perez <paloaltofreepress@gmaiLcom>; Heiri Schuppisser <HSchuppisser@momentummh.org>; Dena Mossar <dmossar@yahoo.com>; hrc <hrc@cityofpaloalto.org>; Tianay Pulphus <pulphust@gmaiLcom>; Tony Ciampi <t.ciampi@hotmaiLcom>; Fred Smith <fred124c41 @yahoo.com>; Greg@streetsteam.org <greg@streetsteam.org>; Sandy Perry-HCA <perrysandy@aoLcom>; Richardson <eileen@streetsteam.com>; Mary Stuart <mary.p.stuart@gmail.com>; chuck jagoda <chuckjagoda1 @gmaiLcom>; Chris Richardson <chris@streetsteam.org>; Timothy Gray <timothygray@sbcglobaLnet>; Julia@streetsteam.org <julia@streetsteam.org>; me <dhm_at_best_doccom@yahoo.com>; city.council <city.council@cityofpaloalto.org>; Marie Baylon <mqbaylon@stanford.edu> Sent: Sat, Dec 7,201310:04 am Subject: Re: There will be 117 permanent units built at the armory site Edie, I highly support what you've said. It is vital to sounding creditable, especially when speaking w/service providers, city staff or anyone else. There is (as we have all agreed) that too many mis-preceptions and errorenous information has been bantered about. Kindly, Caryll-Lynn Taylor, Exc. Dir. & Food Programs Chair #650-283-0270 NeighborsHelpingNeighbors2013@gmaiLcom P.O. BOX 113 Palo Alto, CA 94302 On Dec 7, 2013 9:53 AM, "Edie Keating" <edie.keating100@gmaiLcom>wrote: Given the 7,000 homeless in SCC, any conversation about 150 or 125 or 50 units, while every unit is important, still leaves a lot of need left. And if we are going to discuss numbers, let's get them right. Thanks, Edie http://www.mercurvnews.com/top-stories/ci 23262868/sunnyvale-armorv-development-move-forward (story also pasted below) The new development at the armory will be 117 units. 58 built by midpen, 59 built by catholic charities housing. So this is 117 permanent year round affordable units instead of traditionally 125 units only for the winter. Sunnyvale Artnory developtnent to tnove forward By Alia Wilson @community-newspapers.com POSTED: 05/16/201308:03:37 PM PDT UPDATED: 05/16/201308:03:37 PM PDT The walls of the Sunnyvale Armory, which served as a shelter during winter months for more than 20 years, will officially come down in the near future to make room for permanent, affordable housing. The Sunnyvale City Council approved plans for two separate affordable-housing projects proposed by MidPen Housing and Charities Housing on April 30 after more than two years of planning. 2 The decision to explore the armory site for the affordable-housing project came after the initial location at the Onizuka Air Force Station was deemed inconvenient and isolated for residents back in February 2011. In March of that year, it was suggested that the project applicants look at the more centralized location of the armory. Since then, the applicants held several community outreach meetings. The proposed number of units was reduced from 121 to 117 to address neighbors' concerns regarding overflow parking. Both homeless housing providers, MidPen and Charities decided to build a combination of family units and studio apartments. MidPen is proposing to build 58 units of one-, two-and three-bedroom apartments in a four-story building. Charities Housing proposed a three-story building that will house 59 studio apartments. Forty-six units will be dedicated as homeless apartments. All of the units will be for extremely to very low-income households, with annual incomes ranging from $10,650 to $62,850. The housing providers also plan to deliver on-site programs and services such as adult education classes, financial literacy, income tax preparation and after-school programs. "It's imperative for us and groups to look and find ways to build housing such as this to help folks transition from the streets to a house and move up," Mayor Tony Spitaleri said. "I know we're not going to take our eye off the ball in helping those who still need food and shelter on a regular basis." The city, county and representatives from EHC LifeBuilders--the operators of the shelter--will continue to work together to identify alternatives to the armory. The affordable-housing project garnered support from several community nonprofits, including Silicon Valley Leadership Group, Peninsula Interfaith Action and the Downtown Streets Team. "It's our job to end homelessness with all our partners, and it would make my job a lot easier if this project did come to fruition," said Chris Richardson of the Downtown Streets Team. "You can't ever really end homelessness until you build enough affordable housing, especially in this area. Permanent housing is the long-term solution." The final vote was 6-1, with Councilman Patrick Meyering dissenting. Meyering said the city should follow San Jose and Gilroy's example by refusing to close the shelter until a replacement was identified. The applicants and their supporters felt the city was doing ample work with EHC LifeBuilders to find a new location for the armory. "The city has already shown a lot of leadership on this issue in pulling together the executive director of the EHC and the representatives of the county who are really responsible for the decisions related to the future funding of the shelter. So, I think we would recommend that the city continue to provide that leadership and helping to facilitate that dialogue," said Jan Lindenthal of MidPen Housing. The armory will not be demolished any sooner than mid-2014, as the cold weather shelter will operate for another year, assuming the county's funding is approved as proposed, according to Sunnyvale 3 communications officer Jennifer Garnett. The two housing providers also still need to be awarded their funding, which could take a year to secure. You received this message because you are subscribed to the Google Groups "Stop the Ban Discussion" group. To unsubscribe from this group and stop receiving emails from it, send an email to STB Discussion+unsubscribe@googlegroups.com. For more options, visit https://groups.google.com/groups/opt out. You received this message because you are subscribed to the Google Groups "Stop the Ban Discussion" group. To unsubscribe from this group and stop receiving em ails from it, send an email to STB Discussion+unsubscribe@googlegroups.com. For more options, visit https://groups.google.com/groups/opt out. 4 Minor. Beth From: Sent: To: Subject: Bhushans@aol.com ;'(~i\\! lJCL'E:t'~(/S' OFFiCE Wednesday, December 11, 2013 10:26 AN, IIc r \ I PI" \2~ 02 Council, City; kristina.loquist@bos.sccgolarg~ray.niueller@bos.sccgov.org Check out Homeless are cold and at risk: County program gets people off stree ," n "ITO ere Everyone is scrambling to do something during this cold snap. There is a need to brainstorm ideas/solutions. The link below tells what San Mateo is doing and it is a lot better than our fair county. Regards. Cybele Homeless are cold and at risk: County program gets people off streets during frigid nights - -San Mateo Daily Journal 1 City of Palo Alto (ID # 4347) City Council Staff Report Report Type: Consent Calendar Meeting Date: 12/16/2013 City of Palo Alto Page 1 Summary Title: Landfill Closure Contract and Resolution for Landfill Lease Amendment Title: Approval of Contract Number C14152214 in the Amount of $2,000,000 with Toubar Equipment Company Inc. for Soil Brokering and Closure Maintenance Assistance Services at the Palo Alto Landfill and Adoption of a Resolution Approving the Third Amendment of Lease PRC 7348.9 with the California State Lands Commission for Additional Use of Lands Claimed by the State From: City Manager Lead Department: Public Works Recommendation Staff recommends that Council: 1. Approve Contract No. S14152214 for a total not to exceed amount of $2,000,000 with Toubar Equipment Company, Inc. for Landfill Closure Maintenance Services and Phase IIC landfill cap installation (Attachment A); and 2. Adopt the attached resolution authorizing the City Manager or his designee to execute the Third Amendment of Lease PRC 7348.9 with the California State Lands Commission (SLC) for additional use of lands claimed by the State (Attachment B). Executive Summary Council inquired about the regulatory approval status of the closure plan and why the City is moving forward with the contract without having all of the final approvals from the State. City of Palo Alto Page 2 The City has obtained written regulatory agency approvals to change the Palo Alto Landfill Phase IIC cap design from a geosynthetic (plastic) cap to a 4-foot thick soil cap known as an evapo-transpirative (ET) cap. The agencies have also approved the City to begin receiving and stockpiling soils on the landfill in preparation for the soil cap installation. Staff documented this change in a revised closure plan that was submitted for approval on September 15th. By regulation, this revised closure plan will be approved 120 days after submittal, or on January 15, 2014. The City is under a stipulated order with a tight schedule to get the landfill capped and Staff recommends approving of the contract as soon as possible to be able to stockpile soils after the City’s current soil broker contract expires which on December 31, 2013. This new design is expected to save the City $3 million in cap construction costs and also make it much less costly to build an Energy/Compost Facility on the former Landfill, should the City ultimately decide to do so. Staff recommends that Council take the next step toward the soil cap installation and approve a $2M contract with a soil broker/closure maintenance contractor to supply the specified soils and construct the cap. Staff also requests Council’s approval of an amendment to the City’s lease with the State Lands Commission concerning the site, which is needed to move forward with the soil cap installation Background The 126-acre Palo Alto Landfill has been filled to capacity and ceased waste acceptance in July, 2011. The final phase of the landfill, a 51-acre section designated as “Phase IIC”, is the only section not yet capped. The Phase IIC cap construction was originally designed to be a geosynthetic (plastic) cap estimated to cost approximately $6 Million and scheduled to be constructed during the 2012 calendar year. Due to the possible development of an Energy/Compost Facility on a portion of Phase IIC and the potential cost of having to remove a portion of the cap, staff proposed a less costly alternative cap design known as an evapo- transpirative (ET) cap. The ET cap is an engineered designed soil cap that acts like City of Palo Alto Page 3 a sponge to absorb water then release it back into the air or provide moisture for plants to uptake. Landfill Lease Amendment In December 1989, during the site and design review process for Byxbee Park, the State Lands Commission (SLC) and the City entered into Lease PRC 7348.9, whereby the SLC entered into a lease with the City regarding land in the vicinity of Mayfield Slough in Palo Alto. The lease allows the City to construct the improvements contained in the Byxbee Park Master Plan. On May 5, 1992, the lease was amended for the first time prior to the closure of the Phase IIA section of the landfill. On May 2, 2000, the lease was amended (CMR:229:00) for the second time prior to the closure of Phase IIB section of the landfill. The attached resolution authorizes the City Manager or his designee to approve an amendment to the lease (Attachment C) for a third time prior to the closure of Phase IIC section of the landfill. Discussion The work to be performed under this contract consists of providing approximately 250,000 cubic yards of soil that meets physical and geotechnical specifications for the ET Cap. The soils will be hauled into the landfill by commercial trucking firms and the City will receive a fee for the soils deposited at the landfill. Closure tasks will be discounted to some degree with offsets in the soil revenues (i.e. through discounts in soil fees to the soil broker/contractor). The work associated with the two types of activities (providing soils and construction services) will be completed by the same contractor. In addition to the supply of the soil, this contract’s scope of work requires the contractor to provide equipment and staff to place and compact the ET soil to proper specifications. The contractor is required to test the soils for both chemical contaminants and geotechnical qualities and all soil borrow sources will be approved by the City prior to the installation of the soil. Soil that does not meet the geotechnical requirements may be screened by the contractor to meet the physical and geotechnical specifications. To ensure conformance a third party construction quality assurance (CQA) firm will provide all compaction testing (under contract C12143502). The closure contractor will be responsible for providing all soil management activities including, but not limited to, traffic control at the landfill, dust control, street sweeping, documentation and load City of Palo Alto Page 4 checking. In addition, the contractor shall provide on-call services as requested and as directed by the City. On-call services include, but are not limited to, repositioning, burying, and raising the landfill’s environmental control piping systems; excavating and removing or recompacting non-specified soils; installing drainage features; and installing post-closure maintenance pathways. The contractor also will be responsible for hydro-seeding Phase IIC after the cap has been installed. This is a two-year contract with the work scheduled to be completed by the end of December, 2015. If rainfall amounts and soil availability allow, it may be possible to complete the capping of Phase IIC by the end of December 2014. Evaluation of Proposals On October 21, 2013, a notice inviting formal proposals (RFP) for the Closure Maintenance Assistance Services for Palo Alto Landfill was posted on the City’s public website, and was sent to 12 Builder’s Exchanges and 4 Contractors. The proposal period was for 14 calendar days. Proposals were received from 1 (one) contractor on November 5, 2013. Summary of Solicitation Process Request for Proposals (RFP) Published 10/21/13 Number of Proposals Received 1 Proposal Opening Date 11/5/13 Proposal Range Not To Exceed $2,000,000 The proposal was reviewed by staff based on the following criteria: 1) Quality and completeness or proposal; 2) Quality, performance and effectiveness of the solution, goods and/or services to be provided by the Proposer; 3) Proposers experience, including the experience of staff to be assigned to the project, the engagements of similar scope and complexity; 4) Cost to the City; 5) Proposers’ financial stability; 6) Proposer’s ability to perform the work within the time specified; 7) Proposer’s prior record of performance with city or others; 8) Proposer’s ability to provide future maintenance, repairs, parts and/or services and; 9) Proposer’s compliance with applicable laws, regulations, policies (including Palo Alto City Council policies), guidelines and orders governing prior to existing contracts peformed by the contractor. City of Palo Alto Page 5 The Toubar Equipment Company, Inc. was selected because: 1. The proposal was complete. 2. The solutions proposed meet the expectations of the City. 3. Toubar has experience in performing similar work. 4. The soil fee and unit costs proposed by Toubar was in the range expected by City Staff. 5. Toubar has adequate finacial stability. 6. Toubar can perform the work in the time specified in the contract. 7. The City has had good experience with Toubar. 8. Toubar has the ability to provide future maintenance, repairs, and services. 9. Toubar has shown the ability to stay in compliance with applicable laws. Toubar has been the City’s soil broker for the last two years and has performed satisfactorily. Lease Agreement In September 2013, the SLC was contacted during the State Clearinghouse review of a Negative Declaration for the Palo Alto landfill partial closure, Phase IIC. The SLC determined that an amendment of Lease PRC 7348.9 is required to add the Phase IIC area to the leased premises. The SLC has prepared the attached amendment number three for the landfill site. The City Attorney's Office has reviewed and approved the format and content of the proposed Third Amendment (Attachment B) which contains the following terms:  The revised land description, including a new parcel identified as Phase IIC.  The City is allowed to construct the improvements on Phase IIC area, including construction of the ET cap as well as Park improvements such as pathways and other amenities. Resource Impact Funding for the ET cap installation and closure maintenance expense is included in Capital Improvement Plan project RF-11001, Landfill Closure which was established as part of the FY 2011 budget process. After approval of this $2 million contract, the available budget (amount remaining) of the project will be City of Palo Alto Page 6 $3.0 million. Additional work required by the City will be paid for through the off- set of soil revenue and will be directed by the City. It is estimated that soil revenue could potentially total $500,000 to offset expenses. The City is expected to save $3 Million by utilizing the ET cap design. The City, through its financial assurance mechanism with CalRecycle, originally estimated the remaining closure work to cost $5.8 Million and was required to set aside these funds. Staff will request that CalRecycle authorize the release of all of these funds when the ET cap is constructed. Therefore, once completed, staff expects that $3.8 Million in savings from the Financial Assurance Reserve will be released and added to the Rate Stabilization Reserve which will bring the current Refuse Fund Rate Stablilization Reserve balance from a negative balance to a positve balance on an accounting basis. There are no fees associated with the lease amendment and therefore, no impacts on Refuse Fund resources. Policy Implications There are no new policy implications with the recommended actions in the report. Environmental Review An Intial Study (IS)/Mitigated Negative Declaration (MND) was completed in August 2013 (Attachment D) by TRA Environmental Services. The City found that the proposed project would have some effects on the environment, the City will use mitigation measures to minimize the effects. A Mitigation Monitoring and Reporting Program (August 13, 2013) was prepared for the project and will be implemented by the City prior to beginning any ET cap installation work. Attachments:  Attachment A - Contract S14152214 Phase IIC Closure Maintenance Services (PDF)  Attachment B - Council Resolution Approving and Authorizing Amendment of Lease PRC 7348.9. (PDF)  Attachment C - Amendment to Lease PRC 7348.9. (PDF)  Attachment D - Mitigated Negative Declaration Palo Alto Landfill Phase IIC Closure. (PDF) Professional Services Rev. Nov. 1, 2011 1 CITY OF PALO ALTO CONTRACT NO. S14152214 AGREEMENT BETWEEN THE CITY OF PALO ALTO AND TOUBAR EQUIPMENT COMPANY INC. FOR PROFESSIONAL SERVICES This Agreement is entered into on this 8th day of November, 2013, (“Agreement”) by and between the CITY OF PALO ALTO, a California chartered municipal corporation (“CITY”), and TOUBAR EQUIPMENT COMPANY, INC., a California Corporation, located at 2535 Pulgas Ave., East Palo Alto, CA, 94303 ("CONSULTANT"). RECITALS The following recitals are a substantive portion of this Agreement. A. CITY intends to perform Closure Maintenance Assistance Services (“Project”) and desires to engage a consultant to provide closure services including managing the importation of soil, grading and placing the soil as well as performing modifications to the environmental systems required for closure in connection with the Project (“Services”). B. CONSULTANT has represented that it has the necessary professional expertise, qualifications, and capability, and all required licenses and/or certifications to provide the Services. C. CITY in reliance on these representations desires to engage CONSULTANT to provide the Services as more fully described in Exhibit “A”, attached to and made a part of this Agreement. NOW, THEREFORE, in consideration of the recitals, covenants, terms, and conditions, in this Agreement, the parties agree: AGREEMENT SECTION 1. SCOPE OF SERVICES. CONSULTANT shall perform the Services described in Exhibit “A” in accordance with the terms and conditions contained in this Agreement. The performance of all Services shall be to the reasonable satisfaction of CITY. Optional On-Call Provision (This provision only applies if checked and only applies to on-call agreements.) Services will be authorized by the City, as needed, with a Task Order assigned and approved by the City’s Project Manager. Each Task Order shall be in substantially the same form as Exhibit A-1. Each Task Order shall designate a City Project Manager and shall contain a specific scope of work, a specific schedule of performance and a specific compensation amount. The total price of all Task Orders issued under this Agreement shall not exceed the amount of Compensation set forth in Section 4 of this Agreement. CONSULTANT shall only be compensated for work performed under an authorized Task Order and the City may elect, but is not required, to authorize work up to the maximum compensation amount set forth in Section 4. performed by CONSULTANT or under CONSULTANT’s supervision. CONSULTANT represents that it possesses the professional and the technical personnel necessary to perform the services required. Professional Services Rev. Nov. 1, 2011 2 SECTION 2. TERM. The term of this Agreement shall be from the date of its full execution through December 31, 2015 unless terminated earlier pursuant to Section 19 of this Agreement. SECTION 3. SCHEDULE OF PERFORMANCE. Time is of the essence in the performance of Services under this Agreement. CONSULTANT shall complete the Services within the term of this Agreement and in accordance with the schedule set forth in Exhibit “B”, attached to and made a part of this Agreement. Any Services for which times for performance are not specified in this Agreement shall be commenced and completed by CONSULTANT in a reasonably prompt and timely manner based upon the circumstances and direction communicated to the CONSULTANT. CITY’s agreement to extend the term or the schedule for performance shall not preclude recovery of damages for delay if the extension is required due to the fault of CONSULTANT. SECTION 4. NOT TO EXCEED COMPENSATION. The compensation to be paid to CONSULTANT for performance of the Services described in Exhibit “A”, including both payment for professional services and reimbursable expenses, shall not exceed Two-million Dollars ($2,000,000). In the event Additional Services are authorized, the total compensation for services and reimbursable expenses shall not exceed Two Million Dollars ($2,000,000.00). The applicable rates and schedule of payment are set out in Exhibit “C-1”, entitled “HOURLY RATE SCHEDULE,” which is attached to and made a part of this Agreement. Additional Services, if any, shall be authorized in accordance with and subject to the provisions of Exhibit “C”. CONSULTANT shall not receive any compensation for Additional Services performed without the prior written authorization of CITY. Additional Services shall mean any work that is determined by CITY to be necessary for the proper completion of the Project, but which is not included within the Scope of Services described in Exhibit “A”. SECTION 5. INVOICES. In order to request payment, CONSULTANT shall submit monthly invoices to the CITY describing the services performed and the applicable charges (including an identification of personnel who performed the services, hours worked, hourly rates, and reimbursable expenses), based upon the CONSULTANT’s billing rates (set forth in Exhibit “C-1”). If applicable, the invoice shall also describe the percentage of completion of each task. The information in CONSULTANT’s payment requests shall be subject to verification by CITY. CONSULTANT shall send all invoices to the City’s project manager at the address specified in Section 13 below. The City shall generally process and pay invoices within thirty (30) days of receipt. SECTION 6. QUALIFICATIONS/STANDARD OF CARE. All of the Services shall be Professional Services Rev. Nov. 1, 2011 3 by this Agreement and that the personnel have sufficient skill and experience to perform the Services assigned to them. CONSULTANT represents that it, its employees and subconsultants, if permitted, have and shall maintain during the term of this Agreement all licenses, permits, qualifications, insurance and approvals of whatever nature that are legally required to perform the Services. All of the services to be furnished by CONSULTANT under this agreement shall meet the professional standard and quality that prevail among professionals in the same discipline and of similar knowledge and skill engaged in related work throughout California under the same or similar circumstances. SECTION 7. COMPLIANCE WITH LAWS. CONSULTANT shall keep itself informed of and in compliance with all federal, state and local laws, ordinances, regulations, and orders that may affect in any manner the Project or the performance of the Services or those engaged to perform Services under this Agreement. CONSULTANT shall procure all permits and licenses, pay all charges and fees, and give all notices required by law in the performance of the Services. SECTION 8. ERRORS/OMISSIONS. CONSULTANT shall correct, at no cost to CITY, any and all errors, omissions, or ambiguities in the work product submitted to CITY, provided CITY gives notice to CONSULTANT. If CONSULTANT has prepared plans and specifications or other design documents to construct the Project, CONSULTANT shall be obligated to correct any and all errors, omissions or ambiguities discovered prior to and during the course of construction of the Project. This obligation shall survive termination of the Agreement. SECTION 9. COST ESTIMATES. If this Agreement pertains to the design of a public works project, CONSULTANT shall submit estimates of probable construction costs at each phase of design submittal. If the total estimated construction cost at any submittal exceeds ten percent (10%) of the CITY’s stated construction budget, CONSULTANT shall make recommendations to the CITY for aligning the PROJECT design with the budget, incorporate CITY approved recommendations, and revise the design to meet the Project budget, at no additional cost to CITY. SECTION 10. INDEPENDENT CONTRACTOR. It is understood and agreed that in performing the Services under this Agreement CONSULTANT, and any person employed by or contracted with CONSULTANT to furnish labor and/or materials under this Agreement, shall act as and be an independent contractor and not an agent or employee of the CITY. SECTION 11. ASSIGNMENT. The parties agree that the expertise and experience of CONSULTANT are material considerations for this Agreement. CONSULTANT shall not assign or transfer any interest in this Agreement nor the performance of any of CONSULTANT’s obligations hereunder without the prior written consent of the city manager. Consent to one assignment will not be deemed to be consent to any subsequent assignment. Any assignment made without the approval of the city manager will be void. SECTION 12. SUBCONTRACTING. Option A: No Sub-Contractor: CONSULTANT shall not subcontract any portion of the work to be performed under this Agreement without the prior written authorization of the city manager or Professional Services Rev. Nov. 1, 2011 designee. X Option B: Subcontracts Authorized: Notwithstanding Section 11 above, CITY agrees that subconsultants may be used to complete the Services. The subconsultants authorized by CITY to perform work on this Project are: CONSULTANT shall be responsible for directing the work of any subconsultants and for any compensation due to subconsultants. CITY assumes no responsibility whatsoever concerning compensation. CONSULTANT shall be fully responsible to CITY for all acts and omissions of a subconsultant. CONSULTANT shall change or add subconsultants only with the prior approval of the city manager or his designee. SECTION 13. PROJECT MANAGEMENT. CONSULTANT will assign CHARLIE TOUCHATT as the PROJECT DIRECTOR to have supervisory responsibility for the performance, progress, and execution of the Services and CHARLIE TOUCHATT as the project MANAGER to represent CONSULTANT during the day-to-day work on the Project. If circumstances cause the substitution of the project director, project coordinator, or any other key personnel for any reason, the appointment of a substitute project director and the assignment of any key new or replacement personnel will be subject to the prior written approval of the CITY’s project manager. CONSULTANT, at CITY’s request, shall promptly remove personnel who CITY finds do not perform the Services in an acceptable manner, are uncooperative, or present a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property. The City’s project manager is CHUCK MUIR, PUBLIC WORKS Department, ENVIRONMENTAL SERVICES Division, P.O. BOX 10250, Palo Alto, CA 94303, Telephone:(650) 496-6979. The project manager will be CONSULTANT’s point of contact with respect to performance, progress and execution of the Services. The CITY may designate an alternate project manager from time to time. SECTION 14. OWNERSHIP OF MATERIALS. Upon delivery, all work product, including without limitation, all writings, drawings, plans, reports, specifications, calculations, documents, other materials and copyright interests developed under this Agreement shall be and remain the exclusive property of CITY without restriction or limitation upon their use. CONSULTANT agrees that all copyrights which arise from creation of the work pursuant to this Agreement shall be vested in CITY, and CONSULTANT waives and relinquishes all claims to copyright or other intellectual property rights in favor of the CITY. Neither CONSULTANT nor its contractors, if any, shall make any of such materials available to any individual or organization without the prior written approval of the City Manager or designee. CONSULTANT makes no representation of the suitability of the work product for use in or application to circumstances not contemplated by the scope of work. Professional Services Rev. Nov. 1, 2011 5 SECTION 15. AUDITS. CONSULTANT will permit CITY to audit, at any reasonable time during the term of this Agreement and for three (3) years thereafter, CONSULTANT’s records pertaining to matters covered by this Agreement. CONSULTANT further agrees to maintain and retain such records for at least three (3) years after the expiration or earlier termination of this Agreement. SECTION 16. INDEMNITY. [Option A applies to the following design professionals pursuant to Civil Code Section 2782.8: architects; landscape architects; registered professional engineers and licensed professional land surveyors.] 16.1. To the fullest extent permitted by law, CONSULTANT shall protect, indemnify, defend and hold harmless CITY, its Council members, officers, employees and agents (each an “Indemnified Party”) from and against any and all demands, claims, or liability of any nature, including death or injury to any person, property damage or any other loss, including all costs and expenses of whatever nature including attorneys fees, experts fees, court costs and disbursements (“Claims”) that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the CONSULTANT, its officers, employees, agents or contractors under this Agreement, regardless of whether or not it is caused in part by an Indemnified Party. [Option B applies to any consultant who does not qualify as a design professional as defined in Civil Code Section 2782.8.] 16.1. To the fullest extent permitted by law, CONSULTANT shall protect, indemnify, defend and hold harmless CITY, its Council members, officers, employees and agents (each an “Indemnified Party”) from and against any and all demands, claims, or liability of any nature, including death or injury to any person, property damage or any other loss, including all costs and expenses of whatever nature including attorneys fees, experts fees, court costs and disbursements (“Claims”) resulting from, arising out of or in any manner related to performance or nonperformance by CONSULTANT, its officers, employees, agents or contractors under this Agreement, regardless of whether or not it is caused in part by an Indemnified Party. 16.2. Notwithstanding the above, nothing in this Section 16 shall be construed to require CONSULTANT to indemnify an Indemnified Party from Claims arising from the active negligence, sole negligence or willful misconduct of an Indemnified Party. 16.3. The acceptance of CONSULTANT’s services and duties by CITY shall not operate as a waiver of the right of indemnification. The provisions of this Section 16 shall survive the expiration or early termination of this Agreement. SECTION 17. WAIVERS. The waiver by either party of any breach or violation of any covenant, term, condition or provision of this Agreement, or of the provisions of any ordinance or law, will not be deemed to be a waiver of any other term, covenant, condition, provisions, ordinance or law, or of any subsequent breach or violation of the same or of any other term, covenant, condition, provision, ordinance or law. SECTION 18. INSURANCE. 18.1. CONSULTANT, at its sole cost and expense, shall obtain and maintain, in full Professional Services Rev. Nov. 1, 2011 6 force and effect during the term of this Agreement, the insurance coverage described in Exhibit "D". CONSULTANT and its contractors, if any, shall obtain a policy endorsement naming CITY as an additional insured under any general liability or automobile policy or policies. 18.2. All insurance coverage required hereunder shall be provided through carriers with AM Best’s Key Rating Guide ratings of A-:VII or higher which are licensed or authorized to transact insurance business in the State of California. Any and all contractors of CONSULTANT retained to perform Services under this Agreement will obtain and maintain, in full force and effect during the term of this Agreement, identical insurance coverage, naming CITY as an additional insured under such policies as required above. 18.3. Certificates evidencing such insurance shall be filed with CITY concurrently with the execution of this Agreement. The certificates will be subject to the approval of CITY’s Risk Manager and will contain an endorsement stating that the insurance is primary coverage and will not be canceled, or materially reduced in coverage or limits, by the insurer except after filing with the Purchasing Manager thirty (30) days' prior written notice of the cancellation or modification. If the insurer cancels or modifies the insurance and provides less than thirty (30) days’ notice to CONSULTANT, CONSULTANT shall provide the Purchasing Manager written notice of the cancellation or modification within two (2) business days of the CONSULTANT’s receipt of such notice. CONSULTANT shall be responsible for ensuring that current certificates evidencing the insurance are provided to CITY’s Purchasing Manager during the entire term of this Agreement. 18.4. The procuring of such required policy or policies of insurance will not be construed to limit CONSULTANT's liability hereunder nor to fulfill the indemnification provisions of this Agreement. Notwithstanding the policy or policies of insurance, CONSULTANT will be obligated for the full and total amount of any damage, injury, or loss caused by or directly arising as a result of the Services performed under this Agreement, including such damage, injury, or loss arising after the Agreement is terminated or the term has expired. SECTION 19. TERMINATION OR SUSPENSION OF AGREEMENT OR SERVICES. 19.1. The City Manager may suspend the performance of the Services, in whole or in part, or terminate this Agreement, with or without cause, by giving ten (10) days prior written notice thereof to CONSULTANT. Upon receipt of such notice, CONSULTANT will immediately discontinue its performance of the Services. 19.2. CONSULTANT may terminate this Agreement or suspend its performance of the Services by giving thirty (30) days prior written notice thereof to CITY, but only in the event of a substantial failure of performance by CITY. 19.3. Upon such suspension or termination, CONSULTANT shall deliver to the City Manager immediately any and all copies of studies, sketches, drawings, computations, and other data, whether or not completed, prepared by CONSULTANT or its contractors, if any, or given to CONSULTANT or its contractors, if any, in connection with this Agreement. Such materials will become the property of CITY. Professional Services Rev. Nov. 1, 2011 7 19.4. Upon such suspension or termination by CITY, CONSULTANT will be paid for the Services rendered or materials delivered to CITY in accordance with the scope of services on or before the effective date (i.e., 10 days after giving notice) of suspension or termination; provided, however, if this Agreement is suspended or terminated on account of a default by CONSULTANT, CITY will be obligated to compensate CONSULTANT only for that portion of CONSULTANT’s services which are of direct and immediate benefit to CITY as such determination may be made by the City Manager acting in the reasonable exercise of his/her discretion. The following Sections will survive any expiration or termination of this Agreement: 14, 15, 16, 19.4, 20, and 25. 19.5. No payment, partial payment, acceptance, or partial acceptance by CITY will operate as a waiver on the part of CITY of any of its rights under this Agreement. SECTION 20. NOTICES. All notices hereunder will be given in writing and mailed, postage prepaid, by certified mail, addressed as follows: To CITY: Office of the City Clerk City of Palo Alto Post Office Box 10250 Palo Alto, CA 94303 With a copy to the Purchasing Manager To CONSULTANT: Attention of the project director at the address of CONSULTANT recited above SECTION 21. CONFLICT OF INTEREST. 21.1. In accepting this Agreement, CONSULTANT covenants that it presently has no interest, and will not acquire any interest, direct or indirect, financial or otherwise, which would conflict in any manner or degree with the performance of the Services. 21.2. CONSULTANT further covenants that, in the performance of this Agreement, it will not employ subconsultants, contractors or persons having such an interest. CONSULTANT certifies that no person who has or will have any financial interest under this Agreement is an officer or employee of CITY; this provision will be interpreted in accordance with the applicable provisions of the Palo Alto Municipal Code and the Government Code of the State of California. 21.3. If the Project Manager determines that CONSULTANT is a “Consultant” as that term is defined by the Regulations of the Fair Political Practices Commission, CONSULTANT shall be required and agrees to file the appropriate financial disclosure documents required by the Palo Alto Municipal Code and the Political Reform Act. SECTION 22. NONDISCRIMINATION. As set forth in Palo Alto Municipal Code section Professional Services Rev. Nov. 1, 2011 2.30.510, CONSULTANT certifies that in the performance of this Agreement, it shall not discriminate in the employment of any person because of the race, skin color, gender, age, religion, disability, national origin, ancestry, sexual orientation, housing status, marital status, familial status, weight or height of such person. CONSULTANT acknowledges that it has read and understands the provisions of Section 2.30.510 of the Palo Alto Municipal Code relating to Nondiscrimination Requirements and the penalties for violation thereof, and agrees to meet all requirements of Section 2.30.510 pertaining to nondiscrimination in employment. / / / / / / / / / / Professional Services Rev. Nov. 1, 2011 9 SECTION 23. ENVIRONMENTALLY PREFERRED PURCHASING AND ZERO WASTE REQUIREMENTS. CONSULTANT shall comply with the City’s Environmentally Preferred Purchasing policies which are available at the City’s Purchasing Department, incorporated by reference and may be amended from time to time. CONSULTANT shall comply with waste reduction, reuse, recycling and disposal requirements of the City’s Zero Waste Program. Zero Waste best practices include first minimizing and reducing waste; second, reusing waste and third, recycling or composting waste. In particular, Consultant shall comply with the following zero waste requirements: All printed materials provided by Consultant to City generated from a personal computer and printer including but not limited to, proposals, quotes, invoices, reports, and public education materials, shall be double-sided and printed on a minimum of 30% or greater post-consumer content paper, unless otherwise approved by the City’s Project Manager. Any submitted materials printed by a professional printing company shall be a minimum of 30% or greater post-consumer material and printed with vegetable based inks. Goods purchased by Consultant on behalf of the City shall be purchased in accordance with the City’s Environmental Purchasing Policy including but not limited to Extended Producer Responsibility requirements for products and packaging. A copy of this policy is on file at the Purchasing Office. Reusable/returnable pallets shall be taken back by the Consultant, at no additional cost to the City, for reuse or recycling. Consultant shall provide documentation from the facility accepting the pallets to verify that pallets are not being disposed. SECTION 24. NON-APPROPRIATION 24.1. This Agreement is subject to the fiscal provisions of the Charter of the City of Palo Alto and the Palo Alto Municipal Code. This Agreement will terminate without any penalty (a) at the end of any fiscal year in the event that funds are not appropriated for the following fiscal year, or (b) at any time within a fiscal year in the event that funds are only appropriated for a portion of the fiscal year and funds for this Agreement are no longer available. This section shall take precedence in the event of a conflict with any other covenant, term, condition, or provision of this Agreement. SECTION 25. MISCELLANEOUS PROVISIONS. 25.1. This Agreement will be governed by the laws of the State of California. 25.2. In the event that an action is brought, the parties agree that trial of such action will be vested exclusively in the state courts of California in the County of Santa Clara, State of California. 25.3. The prevailing party in any action brought to enforce the provisions of this Agreement may recover its reasonable costs and attorneys' fees expended in connection with that action. The prevailing party shall be entitled to recover an amount equal to the fair market value of legal services provided by attorneys employed by it as well as any attorneys’ fees paid to third parties. Professional Services Rev. Nov. 1, 2011 10 \\ 25.4. This document represents the entire and integrated agreement between the parties and supersedes all prior negotiations, representations, and contracts, either written or oral. This document may be amended only by a written instrument, which is signed by the parties. 25.5. The covenants, terms, conditions and provisions of this Agreement will apply to, and will bind, the heirs, successors, executors, administrators, assignees, and consultants of the parties. 25.6. If a court of competent jurisdiction finds or rules that any provision of this Agreement or any amendment thereto is void or unenforceable, the unaffected provisions of this Agreement and any amendments thereto will remain in full force and effect. 25.7. All exhibits referred to in this Agreement and any addenda, appendices, attachments, and schedules to this Agreement which, from time to time, may be referred to in any duly executed amendment hereto are by such reference incorporated in this Agreement and will be deemed to be a part of this Agreement. 25.8 If, pursuant to this contract with CONSULTANT, City shares with CONSULTANT personal information as defined in California Civil Code section 1798.81.5(d) about a California resident (“Personal Information”), CONSULTANT shall maintain reasonable and appropriate security procedures to protect that Personal Information, and shall inform City immediately upon learning that there has been a breach in the security of the system or in the security of the Personal Information. CONSULTANT shall not use Personal Information for direct marketing purposes without City’s express written consent. 25.9 All unchecked boxes do not apply to this agreement. / / / / / / / / / / Professional Services Rev. Nov. 1, 2011 11 EXHIBIT “A” SCOPE OF SERVICES Closure Maintenance Assistance Services City of Palo Alto Landfill Background The City of Palo Alto has selected Toubar Equipment Company Inc. to provide a large amount of suitable soils for the landfill cover project and to provide on-call construction services including earthwork and grading, raising gas and leachate wells, providing and installing drainage features and other maintenance services related to the City of Palo Alto’s final landfill closure. The Palo Alto Landfill began formal refuse filling in the 1950s. The City of Palo Alto (City) has been closing and capping this landfill in phases since 1991. In 2010, the City began performing large scale settlement repair due to subsidence within closed sections of the landfill. In July 2011, the landfill reached final capacity and closed to the public. Since then, the City has been importing a large amount of soil into the landfill in order to prepare the last phase (Phase IIC) for final capping. In addition, there may be need for ancillary repair of settlement in the previously closed area of the Park. This agreement is for closure maintenance services to assist the City in the importation and management of the large amount of required soils. The City’s schedule is to have all soils delivered, placed and compacted before the rainy season of 2014 starts. This agreement shall also fund other tasks related to landfill maintenance as described below. These tasks shall be performed on a time and materials not to exceed. Construction work shall be directed by the City and the specifications confirmed by City’s Construction Quality Control Firm. Hydroseeding of bare slopes and top-decks shall be performed by Toubar or an approved sub- contractor before the onset of the rainy season 2014 as part of this agreement. This agreement involves both fees paid by Toubar to the City for the acceptance and disposal of clean soils at the landfill and costs paid to Toubar by the City as described below. Scope of Work Before any onsite work proceeds, Toubar shall prepare and submit for City approval a site specific Health and Safety Plan (HASP). As work commences, Toubar shall have onsite a full- time designated safety officer to monitor all activities for adherence to the HASP. Toubar shall also delegate a site specific Supervisor onsite at all times. The Health and Safety Officer and Supervisor can be the same personnel if qualified and authorized by Toubar. Toubar shall provide clean soils from regional grading projects and manage the soils at the landfill for the purpose of settlement repair and capping. Toubar shall also provide equipment and staff necessary for other maintenance related tasks at the landfill as described below. Professional Services Rev. Nov. 1, 2011 12 Toubar shall provide, import and properly manage approximately 300,000 cubic yards of suitable soils for placement at the landfill as directed by the City. The City at its sole discretion shall approve all soil borrow sources prior to acceptance based on the criteria listed below: Soil Requirements/Preconstruction Testing (Borrow Source) – Required to be performed and submitted by Toubar before approval by the City Chemical Contamination a)The soils to be provided by Toubar shall not contain any chemical contaminants. Sampling and analytical testing shall be provided by Toubar and official lab results and chain of custody documentation must be submitted to the City and approved before soil can be delivered to the landfill. Minimum Sampling Frequency – A minimum of one sample for each (original) location of soil larger than 500 cubic yards. A minimum of one sample per 5,000 cubic yards of soil originating at any one location. For soil stockpiles of 500 CY or greater four (4) discrete samples shall be taken and submitted as one composite sample. Minimum Testing Required – CAM 17 Metals TTLC, TPH (Oil, diesel and gasoline) by EPA 8015. Additional analyses could be required by the City depending on the risk level of the borrow source. For example, the City may require pesticide analyses if the borrow source has been farmland for a long period of time. City approval criteria shall be the Shallow Soil Screening Levels for Residential Land Use Table B-1 of the San Francisco Bay Area Regional Water Quality Control Board Final Environmental Screening Levels (ESLs). Exceptions shall be made for metals where background levels are higher than the ESLs in the Bay Area. b) The soils shall not be approved if contamination is suspected; c) The soils shall originate from residential or low risk commercial properties such as schools, office locations or previously undeveloped properties where no contamination source(s) are suspected; d) A certification form shall be signed by the generator (or generator’s agent) of each commercial borrow source larger than 1,000 cubic yards certifying that the soil meets the City’s requirements; Physical/Geotechnical Requirements The soils shall be suitable for the ET cover as defined below. Non-compatible soils that contain sand, gravel, or other materials (e.g., asphalt mix/chunks, concrete chunks/ready mix, mulch, or wood chips) or overly saturated soils shall not be accepted. The following grain size distribution Task 1 Provide, Import and Manage Clean Soils Professional Services Rev. Nov. 1, 2011 13 criteria shall be used for approval of borrow sources. Toubar shall sample, test and submit results to City for consideration. Toubar shall not transport any soils onto the site unless the borrow source is approved in writing by the City before importation. The sampling and testing criteria is a minimum of one representative sample per borrow source, and one additional sample for every 5,000 cubic yards or as directed by the City. 1)The ET Cover soils shall meet the following gradation requirements: A maximum particle size of 3 inches provided no more than 2 percent of the material by dry weight is between 1-inch and 3 inches in diameter; No less than 98 percent finer than the 1-inch sieve (by dry weight); No less than 75 percent finer than the No. 4 sieve (by dry weight); No less than 30 percent finer than the U.S. No. 200 sieve (by dry weight). 2) The ET Cover Soil shall have a plastic index (PI) of 25 or less using ASTM D 4318. Construction Testing (by others) Toubar shall place and compact imported soils to the placement specifications listed below. Owner shall contract with a quality control firm to verify conformance. Toubar is solely responsible for placing the soils to the specifications listed below: The ET Cover Soil shall be tested (by others) for compaction characteristics at a frequency of one sample per 10,000 cubic yards using ASTM D 1557 and confirmed in the field by ASTM D6938 (Nuclear methods). Rocks of between 3 and 5 inches in diameter shall be considered insignificant if they comprise less than 1 percent of the total material by dry weight. However, Toubar shall make reasonable efforts to remove any rocks larger than 3-inches in diameter, including removal by hand. Placement and compaction Toubar shall provide equipment and staff to place and compact this soil in accordance with the specifications below. City shall set grade for Toubar. a)The ET Cover Soil shall be placed in maximum 8”-inch loose lifts and compacted to approximately 6”-inch. b)The ET Cover Soil shall be moisture conditioned to within -3% to +4% of optimum as determined by ASTM 1557. c)The ET Cover Soil shall be compacted to a minimum of 90% relative compaction as determined by ASTM 1557. If the soils meet the definition of “Fine Gradation”, the soils shall be compacted to a minimum 87% relative compaction. At a minimum, Toubar must provide the following equipment to place and compact the soils. Equivalent equipment must be approved by the City. Professional Services Rev. Nov. 1, 2011 14 An 815 Compactor; A D-6 bulldozer A Motor Grader. Full time water truck. City shall provide grade control and Toubar shall fine grade the soil to its intended surface elevations as directed by the City. Toubar shall at no additional fee accept and properly manage all City generated soils hauled by City staffs. The City’s Construction Quality Assurance (CQA) firm shall provide all compaction testing. Material Screening and Processing: If Toubar would like to process or otherwise screen borrow source soils to meet the City’s criteria, and if the City allows this option, then Toubar shall provide a suitable shaker deck or other suitable screener and screen the soil to the required particle sizes and shall meet any requirements of the City such as schedule. Toubar shall dispose of spoils onsite as directed by the City. Incoming soil stockpiles and the mixing and screening area may be limited to a maximum area of one acre due to above-ground gas and leachate wells throughout the site. Toubar shall move the screened soils to construct the cap directed by the City. Toubar shall be required to control dust through the processing City shall supply water source near the site for Toubar’s usage. Toubar shall provide a water truck and staff for dust suppression. Other Onsite Soils Management (Related to Task 1): The following tasks are related to the soil management operation and shall be provided at no additional cost to the City. All of this work in this section shall be paid through the Task 1 fee schedule. 1)Toubar shall provide a full time staff near the entrance to the landfill to control and verify trucks. Toubar shall ensure that all trucks originate from City approved soil borrow sources. 2)Toubar shall record and provide soils documentation to the City each week submitted by the following Wednesday as well as a monthly summary submitted within 7 days of the end of each month. This documentation shall include at a minimum: The job address of where the soil originated; The Company that hauled the soil into the Landfill; The number of trucks and the size of each truckload in cubic yards; The total number of cubic yards per borrow source; The total fee calculation to be paid to the City per borrow source; and The grand totals of each category. 3)Toubar shall provide two water trucks (and drivers) on site at all times that shall be used to suppress dust caused by the soil management operation. Normally one water truck is Professional Services Rev. Nov. 1, 2011 15 expected to be sufficient, however at times a second water truck may be needed. City shall provide a nearby location for the water truck to fill with reclaimed water. 4)Toubar shall provide at no cost to the City all traffic control flagmen as needed to control their traffic and to show the truck drivers where to dump their soil loads. Toubar shall use this staff or others to review each load for unacceptable large rocks or other debris and extract the rocks and debris before spreading the load. 5)Street Sweeping Services – Toubar shall also provide at no additional cost to the City adequate street sweeper to sweep and remove soil from the paved Harbor and Embarcadero roadways twice a day or until the soil is clear. Toubar shall sweep a minimum of two hours per day or as directed by the City. Task 2 – Additional Onsite Services Toubar shall supply labor, materials and equipment in order to complete the work that shall be identified by City. City shall direct Toubar on the tasks to be completed and Toubar shall provide the resources needed in accordance with the fee schedule listed below. a) Labor – Toubar shall provide laborers to perform the following tasks as directed by the City: Raise wellheads, vaults or other piping components; Cut and remove piping, replace and weld HDPE piping once filling has occurred; Clean soil out of drainage ditches; Install stormwater controls – silt fencing, waddles, rip rap etc. and Toubar shall have onsite at all times (during construction) three (3) staff certified to weld HDPE pipe in accordance with heat fusion requirements and procedures, Title 49 of the DOT, CFR 192.283, as needed; Toubar shall supply heat fusion welding equipment and piping as needed; Toubar shall supply at least two portable toilet facilities; Other tasks as directed by the City. b) Materials Purchase – Toubar shall purchase rock, piping, geotextiles or other materials as directed by the City. Toubar may apply their markup listed in the fee schedule to each purchase. c) Path Construction – Toubar shall construct pathways as directed by the City. Toubar shall provide and use all equipment needed such as 613 scraper to dig out the path and haul and compact baserock using a motor grader, skip loader, water truck and vibratory smooth drum roller as directed by City. d) Drainage Projects – Toubar shall provide labor, materials and equipment to install onsite drainage features as directed by the City. Tasks may include providing an excavator or backhoe, along with laborers to install piping or rip rap drainage features. Toubar shall also purchase and supply rip rap or other materials as directed by the City. Professional Services Rev. Nov. 1, 2011 16 e) Removal of soils – This task involves the removal and hauling of unspecified soils to locations on the landfill as directed by the City. Equipment may include a large excavator, several 10 wheel truck(s) and a compactor to haul, place and compact the soils. Equipment Availability - Toubar shall have the following equipment (and operators) available onsite within 24 hours of request by the City. Alternate equipment must be approved by the City to be equivalent. A second CAT 815 compactor; A second D-6 or larger bulldozer Large excavator (CAT 350 or equivalent); Backhoe. 48” pad drum compactor 84” smooth drum roller 613 or better paddle wheel scraper 210 john Deere skip loader At least a 9500 watt generator and PE welding machines from 1” to 8” in size; and Two portable toilet facilities at a minimum. Toubar shall supply any tools and personal protective equipment necessary to perform and complete the work. Toubar shall include the above equipment on a rate sheet to be submitted with their proposal. Toubar shall hydroseed bare slopes and decks with the mixes of native grasses, mulches and fertilizer as directed by the City. Toubar shall perform this work within 3 days after the first rain event after October 15, 2014 or when directed by the City. The City shall direct Toubar which sub-Contractor and which seed/fertilizer mixture to use for the hydroseeding task. Toubar shall invoice the City for the cost of hydroseeding plus the contract mark-up listed in the fee schedule. Other Terms and Conditions Guarantee of Work and Termination The City’s goal is to have Toubar provide all of this scope as described in Tasks 1-2 above. However, the City does not guarantee that the amount of work listed in this Agreement shall be completed by Toubar. The City still needs regulatory approval for the Phase IIC capping project. This agreement may be terminated if the following occurs: If Toubar gets behind schedule with the importation or processing of the soil (as determined by the City); If Toubar falsifies any sampling or analytical data; If Toubar truck drivers report transporting soil from one address and the City confirms another address; If Toubar violates any compliance issues such as dust generation, stormwater contamination, hazardous materials or other related issues; Professional Services Rev. Nov. 1, 2011 17 If the City decides to install another type of cap over part of the acreage; If the City Management or City Council decides to cancel this agreement. Schedule Toubar shall begin importing and processing or grading soils on either January 1, 2014 (as weather allows) or 15 days after a notice to proceed from the City and place and grade the soils by December 31, 2014. The City recognizes that these goals are weather dependent and dependent on regulatory agency approval. The term of this agreement is through December 31, 2015. Professional Services Rev. Nov. 1, 2011 18 CONSULTANT shall perform the Services so as to complete each milestone within the number of days/weeks specified below. The time to complete each milestone may be increased or decreased by mutual written agreement of the project managers for CONSULTANT and CITY so long as all work is completed within the term of the Agreement. CONSULTANT shall provide a detailed schedule of work consistent with the schedule below within 2 weeks of receipt of the notice to proceed. Milestones Completion No. of Days/Weeks From NTP 1.Import and place soils in accordance with Closure Plan 730 days 2.Additional work as required by the City 730 days EXHIBIT “B” SCHEDULE OF PERFORMANCE Professional Services Rev. Nov. 1, 2011 16 EXHIBIT “C” COMPENSATION The CITY agrees to compensate the CONSULTANT for professional services performed in accordance with the terms and conditions of this Agreement based on the hourly rate schedule attached as Exhibit C-1. The compensation to be paid to CONSULTANT under this Agreement for all services described in Exhibit “A” (“Services”) and reimbursable expenses shall not exceed $2,000,000. CONSULTANT 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 $2,000,000. Any work performed or expenses incurred for which payment would result in a total exceeding the maximum amount of compensation set forth herein shall be at no cost to the CITY. REIMBURSABLE EXPENSES The administrative, overhead, secretarial time or secretarial overtime, word processing, photocopying, in-house printing, insurance and other ordinary business expenses are included within the scope of payment for services and are not reimbursable expenses. CITY shall reimburse CONSULTANT for the following reimbursable expenses at cost. Expenses for which CONSULTANT shall be reimbursed are: (Included in the basic services). A. Travel outside the San Francisco Bay area, including transportation and meals, shall be reimbursed at actual cost subject to the City of Palo Alto’s policy for reimbursement of travel and meal expenses for City of Palo Alto employees. B. Long distance telephone service charges, cellular phone service charges, facsimile transmission and postage charges are reimbursable at actual cost. All requests for payment of expenses shall be accompanied by appropriate backup information. Any expense anticipated to be more than N/A shall be approved in advance by the CITY’s project manager. ADDITIONAL SERVICES The CONSULTANT shall provide additional services only by advanced, written authorization from the CITY. The CONSULTANT, at the CITY’s project manager’s request, shall submit a detailed written proposal including a description of the scope of services, schedule, level of effort, and CONSULTANT’s proposed maximum compensation, including reimbursable expenses, for such services based on the rates set forth in Exhibit C-1. The additional services scope, schedule and maximum compensation shall be negotiated and agreed to in writing by the CITY’s Project Manager and CONSULTANT prior to commencement of the services. Payment for additional services is subject to all requirements and restrictions in this Agreement. Professional Services Rev. Nov. 1, 2011 17 [OPTIONAL] Work required because the following conditions are not satisfied or are exceeded shall be considered as Additional Services: BUDGET SCHEDULE Budget Schedule Amount Task 1 (Fees paid to the City) - Supply and manage 300,000 cubic yards of suitable soils. Includes all associated work described in Task 1 above, including optional price to deliver and screen soil Estimated -$750,000 (Actual cost will be based on the City’s need and type of work requested of the Contractor. Work associated with Task 1 shall be paid through soil-revenue offsets). Task 2 (Fees paid to Toubar) – On call maintenance or other work described in Task 2 to be completed as directed by City on a Time and Materials basis Toubar Rate Sheet (attached) Toubar Markup 10% Estimated Net Total $2,000,000 The fees paid to the City shall be based on the following unit prices: Category Rate Import soils in accordance with Task 1- Full Load, end dump, bottom dump, or super 10 (cost per load) $50.00 Import soils in accordance with Task 1 - 10 Wheeler (cost per load) $25.00 Import and screen soils (if approved by City) – Full Load, end dump, bottom dump, or super 10 (cost per load) $25.00 Import and screen soils (if approved by City) – 10 Wheeler (cost per load) $15.00 Professional Services Rev Nov. 1, 2011 EXHIBIT “C-1” HOURLY RATE SCHEDULE Professional Services Rev Nov. 1, 2011 Professional Services Rev Nov. 1, 2011 20 EXHIBIT “D” INSURANCE REQUIREMENTS TOUBARS 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: TOUBAR, 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 TOUBAR AND ITS SUBCONSULTANTS, IF ANY, BUT ALSO, WITH THE EXCEPTION OF WORKERS’ COMPENSATION, EMPLOYER’S LIABILITY AND PROFESSIONAL INSURANCE, NAMING AS ADDITIONAL INSUREDS CITY, ITS COUNCIL MEMBERS, OFFICERS, AGENTS, AND EMPLOYEES. I. INSURANCE COVERAGE MUST INCLUDE: A. A PROVISION FOR A WRITTEN THIRTY (30) DAY ADVANCE NOTICE TO CITY OF CHANGE IN COVERAGE OR OF COVERAGE CANCELLATION; AND B. A CONTRACTUAL LIABILITY ENDORSEMENT PROVIDING INSURANCE COVERAGE FOR TOUBAR’S AGREEMENT TO INDEMNIFY CITY. C. DEDUCTIBLE AMOUNTS IN EXCESS OF $5,000 REQUIRE CITY’S PRIOR APPROVAL. II.CONTACTOR MUST SUBMIT CERTIFICATES(S) OF INSURANCE EVIDENCING REQUIRED COVERAGE. III.ENDORSEMENT PROVISIONS, WITH RESPECT TO THE INSURANCE AFFORDED TO “ADDITIONAL INSUREDS” A.PRIMARY COVERAGE WITH RESPECT TO CLAIMS ARISING OUT OF THE OPERATIONS OF THE NAMED INSURED, INSURANCE AS AFFORDED BY THIS POLICY IS PRIMARY AND IS NOT ADDITIONAL TO OR CONTRIBUTING WITH ANY OTHER INSURANCE CARRIED BY OR FOR THE BENEFIT OF THE ADDITIONAL INSUREDS. Professional Services Rev Nov. 1, 2011 21 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._______________ RESOLUTION OF THE COUNCIL OF THE CITY OF PALO ALTO APPROVING AND AUTHORIZING EXECUTION OF AMENDMENT OF LEASE PRC 7348.9 WITH THE STATE LANDS COMMISSION REGARDING THE PALO ALTO LANDFILL CLOSURE PHASE IIC PROJECT WHEREAS, the State of California, acting through the State Lands Commission (the "State"), and the City of Palo Alto (the "City") have entered into Lease PRC 7348.9, effective September 27, 1989, whereby the State granted to the City a lease in the vicinity of Mayfield Slough within the City; and WHEREAS, because resolution of the respective rights of the State and the City could have been costly and time consuming, the State agreed to modify its general lease agreement to acknowledge that its rights to the property subject to the lease have not been legally confirmed, and to refrain from enforcing the lease except only as to lands which may be "ultimately confirmed into State ownership"; and WHEREAS, the City continues to dispute the State's asserted jurisdiction and believes that the lands in the vicinity of Mayfield Slough are the sole property of the City; and WHEREAS, Paragraph 16(e) of Section 4 of lease PRC 7348.9 provides that the lease may be changed, altered or amended by mutual consent of the parties; and WHEREAS, the City has previously planned for the conversion of the closed Baylands Sanitary Landfill into a pastoral, passive park; and WHEREAS, said plans include the land area described as Parcel I, which was heretofore included in lease PRC 7348.9 between the State and the City; and WHEREAS, the City has asked for the State’s consent to the City’s use of additional land, for whatever interest the State may have therein, shown as Phase IIC on the drawing entitle "Revised Final Grading Plan Palo Alto Landfill," dated 2008, in order to proceed with the Landfill Final Closure, Phase IIC (the "Project") without undue and costly delay; and WHEREAS, The City Council therefore desires to amend Lease PRC 7348.9 to include the additional land for the Project; NOW, THEREFORE, the City Council of the City of Palo Alto does hereby RESOLVE as follows: SECTION 1. The Acting Director of the Planning and Community Environment Department of the City, on September 21, 2013, approved a mitigated negative declaration for the Project and the City Council hereby finds that no further environmental assessment is required. There have been no substantial changes in the project or the circumstances under which it will be undertaken, and there is no new information of the type identified in the CEQA guidelines 15162 (a) (3). SECTION 2. That certain Third Amendment of Lease PRC 7348.9, by and between the City and the State, a copy of which is attached hereto as Exhibit "A" and incorporated herein by this reference, is hereby approved, and the City Manager is hereby authorized to execute said Third Amendment for and on behalf of the City. SECTION 3. The City Manager is hereby authorized to execute any other permits and agreements with the State that may become necessary in connection with implementation of the Project. INTRODUCED AND PASSED: AYES: NOES: ABSENT: ABSTENTIONS: ATTEST: APPROVED: ______________________________ ________________________________ City Clerk Mayor APPROVED AS TO FORM: ________________________________ City Manager ______________________________ ________________________________ Assistant City Attorney Director of Finance ________________________________ Director of Public Works RECORDED AT THE REQUEST OF AND WHEN RECORDED MAIL TO: STATE OF CALIFORNIA State Lands Commission Attn: Title Unit 100 Howe Avenue, Suite 100-South Sacramento, CA 95825-8202 STATE OF CALIFORNIA OFFICIAL BUSINESS Document entitled to free recordation pursuant to Government Code Section 27383 SPACE ABOVE THIS LINE FOR RECORDER'S USE A.P.N. County: Santa Clara STATE OF CALIFORNIA STATE LANDS COMMISSION AMENDMENT OF LEASE NO. PRC 7348.9 WHEREAS, the State of California, acting through the State Lands Commission, hereinafter called Lessor, and, City of Palo Alto, hereinafter called the Lessee, have heretofore entered into an agreement designated as Lease No. PRC 7348.9 (Lease), authorized by the State Lands Commission on September 27, 1989 and executed by the State Lands Commission on September 27, 1989, and as amended on May 5, 1992 and May 2, 2000, whereby Lessor granted to Lessee a General Permit – Public Agency Use covering certain State lands situated in Santa Clara County; and WHEREAS, Section 4, Paragraph 16(e) provides that the Lease may be terminated and its terms, covenants and conditions amended, revised or supplemented only by mutual written agreement of the Lessor and the Lessee (hereinafter referred to as the Parties); and WHEREAS, the Lessee has previously planned for the conversion of the closed Baylands Sanitary Landfill into a passive park; and WHEREAS, said plans include the land area described as Parcel I, IIA and IIB which was included in lease No PRC 7348.9 between the Lessor and the Lessee; and WHEREAS, by reason of the foregoing, it is now the desire of the Parties to amend the Lease. NOW THEREFORE, the Parties hereto agree as follows: Exhibit A Land Description Revised April 2000 is hereby deleted from Lease No. PRC 7348.9 Exhibit A Land Description Revised October 2013 is hereby added to Lease No. PRC 7348.9 to include parcels identified as Phase I, Phase IIA, Phase IIB and Phase IIC. The existing Authorized Improvements under Section 1 of the Lease and Amendments to PRC 7348.9 are hereby amended to also include the following work and activities authorized in and on Parcel IIC: 1. Cleaning of native vegetation and stripping approximately one (1_ to two (2) inches of existing foundation layer soil; 2. Fine grading and re-compacting the soil; in addition, supplemental fill material shall be placed and compacted to raise low areas to meet final design grades; 3. Placement of up to 4-foot thick evapotranspiration soil layer which will include a top layer mixed with compost to enhance vegetative growth; 4. Hydro-seeding the top layer with native grasses; 5. Construction of perimeter drainage features; 6. Raising and securing existing environmental control systems (leachate and landfill gas collection systems); 7. Construction of hiking trails and other park recreational features The effective date of this Amendment to the Lease shall be, December 2, 2013. This Amendment is a portion of Lease No. PRC 7348.9, with a beginning date of September 27, 1989, consisting of four (4) sections with a total of eight (8) pages. All other terms and conditions of the Lease shall remain in full force and effect. This Amendment will become binding on the Lessor only when duly executed on behalf of the State Lands Commission of the State of California. IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of the dates hereafter affixed. LESSEE: STATE OF CALIFORNIA City of Palo Alto STATE LANDS COMMISSION By: __________________________ By: ____________________________ Title: _________________________ Title: ___________________________ Date: __________________________ Date: ___________________________ ACKNOWLEDGEMENT This lease was authorized by the California State Lands Commission on _______________________________________ (Month Day Year) Palo Alto Landfill Phase IIC Closure Project Initial Study/Mitigated Negative Declaration August 2013 Palo Alto Landfill Phase IIC Closure Project Page i Initial Study/Mitigated Negative Declaration ENVIRONMENTAL CHECKLIST City of Palo Alto Department of Planning and Community Environment TABLE OF CONTENTS PROJECT DESCRIPTION ..................................................................................................................... 1 ENVIRONMENTAL CHECKLIST AND DISCUSSION OF IMPACTS .......................................... 13 A. AESTHETICS.................................................................................................................. 14 B. AGRICULTURAL AND FOREST RESOURCES ......................................................... 15 C. AIR QUALITY ................................................................................................................ 17 D. BIOLOGICAL RESOURCES ......................................................................................... 22 E. CULTURAL RESOURCES ............................................................................................ 35 F. GEOLOGY, SOILS AND SEISMICITY ........................................................................ 36 G. GREENHOUSE GAS EMISSIONS ................................................................................ 40 H. HAZARDS AND HAZARDOUS MATERIALS ........................................................... 43 I. HYDROLOGY AND WATER QUALITY ..................................................................... 45 J. LAND USE AND PLANNING ....................................................................................... 50 K. MINERAL RESOURCES ............................................................................................... 54 L. NOISE .............................................................................................................................. 54 M. POPULATION AND HOUSING .................................................................................... 57 N. PUBLIC SERVICES ....................................................................................................... 58 O. RECREATION ................................................................................................................ 59 P. TRANSPORTATION AND TRAFFIC ........................................................................... 59 Q. UTILITIES AND SERVICE SYSTEMS ........................................................................ 62 R. MANDATORY FINDINGS OF SIGNIFICANCE ......................................................... 63 SOURCE REFERENCES ..................................................................................................................... 65 DETERMINATION ............................................................................................................................. 68 Palo Alto Landfill Phase IIC Closure Project Page ii Initial Study/Mitigated Negative Declaration LIST OF FIGURES FIGURE 1. SITE LOCATION MAP...................................................................................................... 2 FIGURE 2. SITE FACILITY PLAN PALO ALTO LANDFILL .......................................................... 5 FIGURE 3. FINAL GRADING PLAN PALO ALTO LANDFILL ....................................................... 7 FIGURE 4. GROUNDWATER MONITORING AND LEACHATE MONITORING AND EXTRACTION NETWORK .................................................................................................................. 8 FIGURE 5. LANDFILL GAS MONITORING PLAN .......................................................................... 9 FIGURE 6. SPECIAL-STATUS PLANTS .......................................................................................... 24 FIGURE 7. SPECIAL-STATUS ANIMALS ....................................................................................... 25 LIST OF TABLES TABLE 1. CLOSURE CONSTRUCTION SCHEDULE FOR PHASE IIC ........................................ 10 TABLE 2. EXISTING AND PROPOSED PROJECT EMISSIONS FROM CONSTRUCTION EQUIPMENT ....................................................................................................................................... 20 TABLE 3. SPECIAL-STATUS PLANT SPECIES POTENTIALLY AFFECTED BY PHASE IIC CLOSURE ............................................................................................................................................ 26 TABLE 4. SPECIAL-STATUS ANIMALS WITH THE POTENTIAL TO OCCUR AT THE PROJECT SITE .................................................................................................................................... 27 TABLE 5. PROJECT GHG EMISSIONS FROM CONSTRUCTION EQUIPMENT ........................ 42 Palo Alto Landfill Phase IIC Closure Project Page 1 Initial Study/Mitigated Negative Declaration ENVIRONMENTAL CHECKLIST City of Palo Alto Department of Planning and Community Environment PROJECT DESCRIPTION 1. PROJECT TITLE Palo Alto Landfill Phase IIC Closure Project 2. LEAD AGENCY NAME AND ADDRESS City of Palo Alto Department of Planning and Community Environment 250 Hamilton Ave. Palo Alto, CA 94303 3. CONTACT PERSON AND PHONE NUMBER Ron Arp Manager, Solid Waste Public Works Department, Operations Division City of Palo Alto 650-496-5930 4. PROJECT SPONSOR’S NAME AND ADDRESS City of Palo Alto Public Works PO Box 10250 Palo Alto, CA 94303 650-329-2151 5. PROJECT LOCATION The Palo Alto Landfill (the landfill) is located in the Palo Alto Baylands at 2380 Embarcadero Road on a 1,100-acre parcel owned by the City of Palo Alto (City) in Santa Clara County, California. It is approximately one-half mile northeast of U.S. Highway 101 and one mile south of the Santa Clara/San Mateo County line in the Palo Alto Baylands adjacent to San Francisco Bay (Figure 1 Site Location Map). Adjacent land uses include the Palo Alto Regional Water Quality Control Plant (PARWQCP) to the northwest, a saltwater marsh area (generally identified as the Emily Renzel Marsh) to the west, the Palo Alto flood basin and wetlands to the east and south, and a reclaimed marsh (old yacht harbor) to the north. Page 2 Palo Alto Landfill Phase IIC Closure Project Page 3 Initial Study/Mitigated Negative Declaration 6. GENERAL PLAN DESIGNATION The project area is in the 2,100-acre Palo Alto Baylands area. The landfill is designated as Public Park in the Palo Alto 1998 – 2010 Comprehensive Plan, and is also included in the Palo Alto Baylands Master Plan. After closure, the Phase IIA, IIB and IIC areas of the landfill will be converted to parkland and will be part of Byxbee Park. However, a citizen’s group (Palo Alto Green Energy) organized the initiative that put Measure E on the November 8, 2011 ballot. The measure passed and made available 8 acres of the landfill and 2 acres of City property for the consideration of a green energy/compost facility. This means that 10 acres of parkland was undedicated and is currently being evaluated for this purpose. If an energy/compost facility is developed on the 10 acres, then the facility impacts would be addressed under a separate environmental study. 7. ZONING The project site is zoned PF(D) – Public Facilities District, Site and Design Review Combining District. The public facilities district is designed to accommodate governmental, public utility, educational, and community service or recreational facilities. The end use of the landfill, including Phase IIC, is passive open space/park, developed in a way that does not conflict with the water quality protections required for the underlying landfill. 8. PROJECT DESCRIPTION The Landfill is a Class III refuse disposal site with a permitted footprint of 137 acres, of which 126 acres have been used for refuse disposal operations. The remaining 11 acres in the Mayfield Slough area were not developed for refuse disposal. Landfill closure and final land use were addressed in the Baylands Master Plan and Environmental Impact Report, and subsequent Initial Study’s (IS)/Mitigated Negative Declarations (MND)s were completed for Phases IIA and IIB because the landfill had been capped in phases as refuse disposal capacity was reached. Phases I, IIA and IIB of the Landfill have been completed and were closed in accordance with permit requirements. The closure plan for the remaining 51 acres (Phase IIC) and postclosure maintenance activities are the subject of this Initial Study. Phase IIC will be closed per requirements set forth in Title 27 of the California Code of Regulation (CCR). Final closure of Phase IIC and the necessary postclosure maintenance for the entire landfill will be detailed in the Final Closure and Postclosure Maintenance Plan that will be finalized in the fall of 2013. Background Information The landfill began receiving waste in the early 1930s and operated as a Class III non-hazardous waste landfill. In 1978, the Palo Alto City Council (Council) approved the Baylands Master Plan and adopted the Environmental Impact Report, which included a principal element of converting the Landfill to a pastoral park after closure (City of Palo Alto, 1999). In 1989, the Council approved the Byxbee Landfill Park Master Plan and Phase I Park development. The park has been developed and opened to the public in phases. Phase I contains 29 acres located in the northeastern part of the Landfill, and it is currently developed as a passive park with trails, restrooms, and art features (see “Byxbee Recreation Area” on Figure 1). Phase IIA and IIB covers 46 acres immediately to the south of Phase I and have been capped and opened to the public. Phase IIC park development (51 acres) will Palo Alto Landfill Phase IIC Closure Project Page 4 Initial Study/Mitigated Negative Declaration start after all landfill capping activities are completed at the site. As noted above, this Initial Study addresses the closure of Phase IIC and the postclosure maintenance activities for the entire site. The Phases are shown on Figure 2 (Site Facility Plan Palo Alto Landfill). A Final Closure and Postclosure Maintenance Plan for each phased closure of Phases IIA, IIB and IIC were approved by the Regional Water Quality Control Board (RWQCB), the California Integrated Waste Management Board (CIWMB), and the Local Enforcement Agency (LEA, which is the Santa Clara County Department of Environmental Health). A Final Closure and Postclosure Maintenance Plan was approved in 2009. [Note: The California Department of Resources Recycling and Recovery (CalRecycle), now administers the programs formerly managed by the California Integrated Waste Management Board.] The landfill reached refuse capacity in late July 2011 and is now in the process of closure. During the first six months of 2012, the former Co-Gen Plant and the Recycling Center areas (see Figure 5) at the landfill were prepared for closure, and a number of facilities and structures were decommissioned at these areas. All hazardous wastes were removed from both areas. An existing control room building and an air compressor unit (that operates a system of pneumatic submersible leachate pumps) will remain on site at the former Co-Gen Plant site. In addition, this area has been outfitted with post- closure maintenance buildings which include a new air compressor shed, office trailer, and storage bins. All temporary and permanent structures at the Recycling Center were demolished and disposed of. Existing Activities Landfill activities have been on-going for decades, including soil import, stockpiling, and waste disposal activities. Traffic and equipment are associated with those ongoing activities. About 100 loads of soil are delivered to the site per day from area-wide borrow sources, primarily on the peninsula from Redwood City to Sunnyvale. Historically, the City-operated composting facility at the site produced 12,000 to 16,000 cubic yards (CY) of compost per year, primarily for use on site to amend the final cover during closure. Both compost and soil are currently stockpiled at the landfill. The City of Palo Alto (City) has been implementing postclosure maintenance activities at the landfill since the closure of Phase I (1991), Phase IIA (1992), and Phase IIB (2001) and will continue to maintain the landfill for a period of not less than 30 years after final closure of Phase IIC. The existing monitoring systems, including landfill gas monitoring and collection systems, leachate monitoring and collection systems, and the groundwater monitoring system will be protected during Phase IIC closure construction, and will be maintained as part of the postclosure maintenance activities. The final cover in the closed phases is regularly inspected for settlement and subsidence, erosion, cracking or other indications that the integrity of the final cover is compromised. It is repaired as necessary, including grading or filling and reseeding of erosion rills, and grading to repair subsidence. As recently as July 2011 (before the landfill closed) mobile equipment use at the landfill included one bulldozer, one compactor, two front loaders, and two water trucks. This equipment, most of which was newer equipment (model year 2008 engines), was operated approximately 120 hours per month or 4 to 8 hours per day on average throughout the year. Following landfill closure, the specific equipment used at the site changed slightly, however, overall mobile equipment operations continued to average 4 to 8 hours per day. Page 5 Palo Alto Landfill Phase IIC Closure Project Page 6 Initial Study/Mitigated Negative Declaration Phase IIC Final Closure Closure activities in the Phase IIC area will include the placement of final cover, construction of perimeter drainage features, removal of the scales, and fencing, and provisions for site security and monitoring. The final grades are shown in Figure 3 (Final Grading Plan Palo Alto Landfill), and the monitoring systems are shown in Figures 4 (Groundwater Monitoring and Leachate Monitoring and Extraction Network) and 5 (Landfill Gas Monitoring Plan) The monitoring and control systems and postclosure maintenance facility will remain in place/operation during the closure and postclosure maintenance periods until it is demonstrated the landfill no longer poses a threat to the environment and regulatory agency approval to decommission the systems is obtained. Phase IIC closure activities include pre-closure planning (completed), closure preparation, and construction of the final cover system and drainage facilities. Closure Preparation Closure preparation will include the following remaining activities: • Soil testing and modeling to refine final cover design • Importation of additional final cover soils. It is anticipated that up to approximately 410,000 CY of final cover soils may be needed to supplement the existing soils currently stockpiled at the site. It is anticipated that the remaining final cover soils can be imported over a 12 to 18- month period, and that final closure construction will begin once the updated Closure Post- Closure Plan is approved. Engineered Cover System The landfill does not have a clay soil borrow source and the previous landfill closure phases have relied upon importation of clay cap material. There are no longer reliable and cost-effective regional borrow sources of suitable clay that can be imported for the cover construction that were implemented in the past for Phase I, IIA, and IIB. Therefore, the City proposes to implement an engineered alternative final cover design, as allowed by Title 27 CCR. The proposed engineered alternative final cover design is an evapotranspiration (ET) final cover. ET final covers are increasingly being considered for use at waste disposal sites when equivalent performance to conventional final cover systems can be demonstrated. Unlike conventional cover system designs that use materials with low hydraulic permeability (barrier layers) to minimize the downward migration of water from the cover to the waste (percolation), ET final cover systems rely on the soil mass to retain and store water during wet periods and then remove the stored water through evapotranspiration. The design of ET final cover systems takes into account the moisture storage capacity of the final cover soil and site-specific weather conditions. The proposed ET final cover will be a monolithic soil layer having a minimum thickness of 4 feet. Soil testing and modeling determined the proposed ET final cover constructed with the appropriate soil types would perform equivalent to or better than a prescriptive standard final cover. Page 7 GROUNDWATER MONITORING ANDLEACHATE MONITORING ANDEXTRACTION NETWORK CITY OF PALO ALTO PALO ALTO LANDFILL PALO ALTO, CALIFORNIA FIGURE 4 TOPOGRAPHIC BASE MAP PREPARED FOR THE CITY OF PALO ALTO BY 3Di WEST GEO TERRA MAPPING GROUP USING PHOTOGRAMMETRIC TECHNIQUES. AERIAL PHOTOGRAPHY: MAY 9, 2012.EXPLANATION GROUNDWATER MONITORING WELL LEACHATE PIEZOMETER LEACHATE EXTRACTION WELL Page 8 Page 9 Palo Alto Landfill Phase IIC Closure Project Page 10 Initial Study/Mitigated Negative Declaration (For CEQA study purposes, a 5-foot thick monolithic soil layer is being assumed. The final soil thickness will be determined based on additional soil testing and modeling.) At completion, the ET final cover will be vegetated with plant species that are consistent with the baylands environment and that promote the removal of water from the final cover soil through transpiration. A report documenting the soil testing and modeling performed to date for the proposed ET final cover was submitted to the RWQCB. The RWQCB has preliminarily approved the proposed ET final cover design. Final construction documents will be prepared and submitted to the LEA, the RWQCB and CalRecycle for review and approval. The construction documents will include final construction drawings, specifications, and a construction quality assurance plan, which will be prepared under the supervision of a Registered Civil Engineer or Certified Engineering Geologist in the State of California. Schedule The proposed implementation schedule is presented in Table 1 below. The schedule will be updated upon completion of bid processes and prior to execution of construction contract. The updated schedule will be submitted to the appropriate regulatory agencies for informational purposes. Table 1. Closure Construction Schedule For Phase IIC Milestone Description Date Submit Final Closure Construction Documents for Regulatory Agency Approval September 2013 Regulatory Agency Approval October 2013 Begin Final Closure Construction November 2013 Complete Final Closure Construction December 2014* Submit Final Construction Quality Assurance Report December 2014 *In case of any unforeseen delays Section B.3 in Stipulated Order No. LEA-2013-01 allows the City to request additional time. Final Postclosure Maintenance Plan The Final Postclosure Maintenance Plan complies with the requirements set forth in Sections 21769(c)(2) and 21830 of Title 27 CCR. It includes the responsible parties, and emergency response plan, inspection and monitoring activities, cover system repair, periodic surveys, and a cost estimate. The inspection and monitoring and cover repair activities are described below since these could have a physical effect on the environment. The final cover is designed to limit water infiltration, minimize leachate generation (leachate is liquid that has come into contact with the refuse), prevent exposure of people and wildlife to the buried refuse, limit landfill gas emissions, minimize odor, control fires and provide for a pleasant experience in the park end use. Postclosure Inspection Activities Palo Alto Landfill Phase IIC Closure Project Page 11 Initial Study/Mitigated Negative Declaration Postclosure inspection activities include the periodic inspection of the final cover, the site drainage system, environmental monitoring and control systems, and security system. These inspections involve driving or walking over the landfill, and already occur for Phases I, IIA, and IIB. They will be extended into the Phase IIC area. Final cover settlement will be inspected twice a year for the first 5 years and once a year after for a minimum of 30 years. The purpose is to ensure that the final cover continues to limit infiltration, since the infiltration of water into the refuse can result in leachate, which can in turn impact groundwater quality. The final cover will also be inspected for areas that lack sufficient vegetative cover. The inspection will identify areas where vegetation is showing stress, stunted growth, wilting, color changes, and bare spots. The surface drainage controls will be inspected twice a year for damage, erosion, settlement and obstruction. The leachate monitoring wells are inspected biweekly for signs of failure or deterioration. The leachate collection piping system and individual well pump controls are inspected biweekly. Postclosure Monitoring Activities Postclosure monitoring includes the following: • Continued monitoring of leachate within the landfill in accordance with the site’s Waste Discharge Requirements (WDRs); • Continued monitoring of groundwater in accordance with the site’s WDRs; • Continued monitoring of the perimeter landfill gas probes in accordance with the site’s WDRs; • Continued monitoring of the landfill surface for gas; • Continued monitoring of the landfill gas control system. These activities require minimal equipment use and are already occurring in adjacent areas of the landfill. Postclosure Final Cover System Repairs The final cover system is designed to minimize the need for maintenance and repair (Golder 2009). However, it anticipated that erosion rills and subsidence will continue to occur and that occasional maintenance and repair will be required. Erosion rills will be graded smooth and/or filled with soil, lightly compacted, reseeded, and covered with mulch. This repair would be completed with a small backhoe or small, low ground-pressure bulldozer. Localized areas of differential settlement (subsidence) that require repair will be regraded and final cover will be re-installed. Palo Alto Landfill Phase IIC Closure Project Page 12 Initial Study/Mitigated Negative Declaration These activities require minimal equipment use and are already occurring in adjacent areas of the landfill. 9. SURROUNDING LAND USES AND SETTING The landfill is situated in an area dominated by open space and recreational land uses, but that also includes industrial and office park land uses. The area north of the landfill includes the former Palo Alto Yacht harbor (reclaimed to wetland), the duck pond, the old Seas Scout/new Environmental Volunteers building, the Palo Alto Baylands nature interpretive center and a natural tidal marsh that edges San Francisco Bay (see Figure 1). The area east and south of the landfill contains the Palo Alto Flood Basin, which is a stormwater retention facility that receives surface and stormwater runoff from the cities of Palo Alto, Mountain View, Los Altos and Los Altos Hills. The flood basin is located near the mouths of Mayfield Slough and Matadero Creek where they enter the bay. The area west of the landfill is an open space area called the Emily Renzel Marsh. This property is owned by the City. Further west of the Emily Renzel Marsh, general office and commercial uses are located along the frontage road to Highway 101. The area northwest of the landfill is bounded by the PARWQCP. The PARWQCP treats wastewater from the communities of Palo Alto, East Palo Alto, Stanford, Mountain View, Los Altos, and Los Altos Hills. The treated wastewater is discharged into San Francisco Bay. Land uses located further west and north of the landfill include the Palo Alto Airport and Municipal Golf Course. 10. OTHER PUBLIC AGENCY APPROVALS REQUIRED San Francisco Bay Regional Water Quality Control Board – Review and approval of the Final Closure and Postclosure Maintenance Plan CalRecycle – Review and approval of the Final Closure and Postclosure Maintenance Plan County of Santa Clara, Department of Environmental Health – Review and approval of the Final Closure and Postclosure Maintenance Plan; acting as the Solid Waste Local Enforcement Agency (LEA) Palo Alto Landfill Phase IIC Closure Project Page 13 Initial Study/Mitigated Negative Declaration ENVIRONMENTAL CHECKLIST AND DISCUSSION OF IMPACTS EVALUATION OF ENVIRONMENTAL IMPACTS 1) A brief explanation is required for all answers except "No Impact" answers that are adequately supported by the information sources a lead agency cites in the parentheses following each question. [A "No Impact" answer is adequately supported if the referenced information sources show that the impact simply does not apply to projects like the one involved (e. g. the project falls outside a fault rupture zone). A "No Impact" answer should be explained where it is based on project-specific factors as well as general standards (e. g. the project will not expose sensitive receptors to pollutants, based on a project-specific screening analysis).] 2) All answers must take account of the whole action involved, including off-site as well as on-site, cumulative as well as project-level, indirect as well as direct, and construction as well as operational impacts. 3) Once the lead agency has determined that a particular physical impact may occur, then the checklist answers must indicate whether the impact is potentially significant, less than significant with mitigation, or less than significant. Potentially Significant Impact” is appropriate if there is substantial evidence that an effect may be significant. If there are one or more “Potentially Significant Impact” entries when the determination is made, an EIR is required. 4) “(Mitigated) Negative Declaration: Less Than Significant With Mitigation Incorporated” applies where the incorporation of mitigation measures has reduced an effect from “Potentially Significant Impact” to a “Less than Significant Impact.” The lead agency must describe the mitigation measures, and briefly explain how they reduce the effect to a less than significant level (mitigation measures from Section 17, “Earlier Analysis,” may be cross-referenced). 5) Earlier analysis may be used where, pursuant to the tiering, program EIR, or other CEQA process, an effect has been adequately analyzed in an earlier EIR or negative declaration. Section 15063 (C)(3) (D). In this case, a brief discussion should identify the following: a) Earlier Analysis Used. Identify and state where they are available for review. b) Impacts Adequately Addressed. Identify which effects from the above checklist were within the scope of and adequately analyzed in an earlier document pursuant to applicable legal standards, and state whether such effects were addressed by mitigation measures based on the earlier analysis. c) Mitigation Measures. For effects that are “Less than Significant with Mitigation Measures Incorporated,” describe the mitigation measures which were incorporated or refined from the earlier document and the extent to which they address site-specific conditions for the project. 6) Lead agencies are encouraged to incorporate into the checklist references to information sources for potential impacts (e.g. general plans, zoning ordinances). Reference to a previously prepared or outside document should, where appropriate, include a reference to the page or pages where the statement is substantiated. 7) Supporting Information Sources: A source list should be attached, and other sources used or individuals contacted should be cited in the discussion. Palo Alto Landfill Phase IIC Closure Project Page 14 Initial Study/Mitigated Negative Declaration 8) The explanation of each issue should identify: a) the significance criteria or threshold, if any, used to evaluate each question; and b) the mitigation measure identified, if any, to reduce the impact to less than significance. DISCUSSION OF IMPACTS The following Environmental Checklist was used to identify environmental impacts, which could occur if the proposed project is implemented. Each checklist question indicates the significance criteria or threshold. The next column in the checklist lists the source(s) for the answer to each question. The sources cited are identified at the end of the checklist. Discussions of the basis for each answer are provided after the checklist for each discipline. The column labeled “Potentially Significant Impacts” is checked if the project will result in an impact that would exceed the significance criteria or threshold (a significant impact) and there are no feasible mitigation measures to reduce the impact to less than significant. If that is the case, the project likely requires an Environmental Impact Report. If the column labeled “Potentially Significant Unless Mitigation Incorporated” is checked, the project could have an impact that exceeds the significance criteria or threshold, but the impact can be reduced to less than significant by incorporating certain measures. The mitigation measures are included at the end of the discussion. These must be incorporated into the project before the project qualifies for a Mitigated Negative Declaration. If the column labeled “Less than Significant Impact” is checked, the project will have an effect related to the question, but the significance criteria or threshold will not be exceeded. A No Impact response means that the project has no effects related to the question. A. AESTHETICS Issues and Supporting Information Resources Would the project: Sources Potentially Significant Impacts Potentially Significant Unless Mitigation Incorporated Less Than Significant Impact No Impact a) Substantially degrade the existing visual character or quality of the site and its surroundings? 1 X b) Have a substantial adverse effect on a public view or view corridor? 1 X c) Substantially damage scenic resources, including, but not limited to, trees, rock outcroppings, and historic buildings within a state scenic highway? 3 X d) Violate existing Comprehensive Plan policies regarding visual resources? 4, 5 X e) Create a new source of substantial light or glare which would adversely affect day or nighttime views in the area? 1 X f) Substantially shadow public open space (other than public streets and adjacent sidewalks) between 9:00 a.m. and 3:00 p.m. from September 21 to March 21? 1 X Palo Alto Landfill Phase IIC Closure Project Page 15 Initial Study/Mitigated Negative Declaration DISCUSSION: (a) Phase IIC of the Palo Alto Landfill is an existing landform that is subject to CCR Title 27 regulations and will allow it to be converted in the future to park use as planned. The closure activities will not significantly alter the landform or result in new structures that will affect views. The existing postclosure maintenance structures in the Co-gen area are within a 12-foot tall soil berm on three sides of the structures. These structures have limited visibility except from the fenced Palo Alto Regional Water Quality Control Plant from the north. (b) The closure activities involve grading, applying final cover soils, and modifications to the leachate and landfill gas monitoring and control systems. All of these activities are at or near ground level and will not significantly change the current landfill shape. None of the closure activities will change existing views. The ET soil layer may initially be placed an average of 2 to 3 feet higher than the final grading plan contours in some areas. However, this cover is expected to settle to the lower grading plan elevation within 5 years (as was seen after the Phase IIB closure in 2001). Limited elevated mounds that will be considered “habitat islands” have been proposed to be designed into areas of the entire closed landfill. These habitat islands if approved may include small trees and native shrubs. A root barrier would be added above the clay cap in the Phase I, IIA and IIB areas. Additional landfill gas monitoring would be conducted quarterly in areas that would include trees. Drip irrigation would be developed and used for a limited term. (c) The landfill is visible from US Highway 101, however the highway is not designated as scenic in this location (Caltrans information http://www.dot.ca.gov/hq/LandArch/scenic/schwy.htm Viewed 7/3/2013). The only portion of US Highway 101 that is currently designated as a scenic highway by the State is in Del Norte County. (d) The closure of Phase II C is consistent with the Palo Alto Comprehensive Plan and the Palo Alto Baylands Master Plan which identify the end use as parkland. The closure activities facilitate the conversion to parkland. (e) The project does not include any lighting. (f) The project does not include any structures that will shadow public open space. Mitigation Measures: There are no potentially significant aesthetic impacts and no mitigation measures are required. B. AGRICULTURAL AND FOREST RESOURCES In determining whether impacts to agricultural resources are significant environmental effects, lead agencies may refer to the California Agricultural Land Evaluation and Site Assessment Model (1997) prepared by the California Dept. of Conservation as an optional model to use in assessing impacts on agriculture and farmland. In determining whether impacts to forest resources, including timberland, are significant environmental effects, lead agencies may refer to information compiled by the California Department of Forestry and Fire Protection regarding the state’s inventory of forest land, including the Forest and Range Assessment Project and the Forest Legacy Assessment project; and the forest carbon measurement methodology provided in the Forest Protocols adopted by the California Air Resources Board. Palo Alto Landfill Phase IIC Closure Project Page 16 Initial Study/Mitigated Negative Declaration Issues and Supporting Information Resources Would the project: Sources Potentially Significant Issues Potentially Significant Unless Mitigation Incorporated Less Than Significant Impact No Impact a) Convert Prime Farmland, Unique Farmland, or Farmland of Statewide Importance (Farmland), as shown on the maps prepared pursuant to the Farmland Mapping and Monitoring Program of the California Resources Agency, to non-agricultural use? 6 X b) Conflict with existing zoning for agricultural use, or a Williamson Act contract? 7 X c) Conflict with existing zoning for, or cause rezoning of, forest land (as defined in Public Resources Code section 12220(g)1) or timberland (as defined in Public Resources Code section 45262 8, 9 )? X d) Result in the loss of forest land or conversion of forest land to non-forest use? 1 X e) Involve other changes in the existing environment which, due to their location or nature, could result in conversion of Farmland, to non-agricultural use or conversion of forest land to non-forest use? 1 X DISCUSSION: (a) The project site is a closed landfill and is designated as “Urban and Built-Up Land” on the Santa Clara County Important Farmlands 2010 map produced by the Farmland Mapping and Monitoring Program (California Department of Conservation 2011). As the project area is not part of the current inventory of agricultural land resources, planned activities will not convert Farmland to a non-agricultural use. (b) The project site is zoned PF(D) - Public Facility (Site and Design Review Combining District). The site is not subject to a Williamson Act contract, as it is designed as “Urban and Built-Up Land” according to the Santa Clara County Williamson Act FY 2012/2013 map (California Department of Conservation 2012). Thus, the project would not conflict with zoning for agricultural use or a Williamson Act contract. (c), (d), and (e) The Palo Alto Baylands is not a forested area. Neither the project site nor the surrounding area is zoned as forest land, timberland, or timberland zoned-timberland production. Therefore, the project would not conflict with zoning for, result in rezoning of forest land or timberland, result in the loss of forest land, or result in the conversion of forest land to a non-forest use. 1 PRC 12220(g): "Forest land" is land that can support 10-percent native tree cover of any species, including hardwoods, under natural conditions, and that allows for management of one or more forest resources, including timber, aesthetics, fish and wildlife, biodiversity, water quality, recreation, and other public benefits. 2 PRC 4526: "Timberland" means land, other than land owned by the federal government and land designated by the board as experimental forest land, which is available for, and capable of, growing a crop of trees of any commercial species used to produce lumber and other forest products, including Christmas trees. Commercial species shall be determined by the board on a district basis after consultation with the district committees and others. Palo Alto Landfill Phase IIC Closure Project Page 17 Initial Study/Mitigated Negative Declaration Mitigation Measures: The project will not affect farmland or timberland and no mitigation measures are required. C. AIR QUALITY Environmental and Regulatory Setting Air quality is a function of pollutant emissions and topographic and meteorological influences. The physical features and atmospheric conditions of a landscape interact to affect the movement and dispersion of pollutants and determine its air quality. The federal and state governments have established ambient air quality standards for “criteria” pollutants considered harmful to the environment and public health. National Ambient Air Quality Standards (NAAQS) have been established for carbon monoxide (CO), lead (Pb), nitrogen dioxide (NO2), ozone (O3), “fine” particulate matter (particles 2.5 microns in diameter and smaller, or PM2.5), “inhalable coarse” particulate matter (particles between 2.5 and 10 microns in diameter, or PM10), and sulfur dioxide (SO2). California Ambient Air Quality Standards (CAAQS) are more stringent than the national standards and include the following additional pollutants: hydrogen sulfide (H2S), sulfates (SOX), and vinyl chloride. In addition to these criteria pollutants, the federal and state governments have classified certain pollutants as hazardous air pollutants (HAPs) or toxic air contaminants (TACs). The City of Palo Alto Landfill is located in the San Francisco Bay Area Air Basin, an area of non-attainment for national and state ozone, state PM10, and national and state PM2.5 air quality standards (U.S. EPA 2012 and BAAQMD 2013). The Bay Area Air Quality Management District (BAAQMD) is responsible for maintaining air quality and regulating emissions of criteria and toxic air pollutants within the San Francisco Bay Area Air Basin. The BAAQMD carries out this responsibility by preparing, adopting, and implementing plans, regulations, and rules that are designed to achieve attainment of state and national air quality standards. The BAAQMD currently has 12 regulations containing more than 100 rules that control and limit emissions from sources of air pollutants, including the City of Palo Alto Landfill, which the City operates in accordance with the requirements and conditions set forth in its Title V and BAAQMD Permit to Operate issued to the City by the BAAQMD in June 2012 (BAAQMD 2012). The Title V program is intended to enhance compliance with the Clean Air Act and include federally enforceable requirements that apply to the facility. The most recent applicable air quality plan prepared by the BAAQMD is the Bay Area 2010 Clean Air Plan. This plan updates the District’s 2005 Ozone Strategy, addresses ozone, PM, toxic air contaminants, and greenhouse gas emissions in a single, integrated document, and contains 55 control strategies that describe specific measures and actions that the District and its partners will implement to improve air quality, protect public health, and protect our climate. These measures focus on stationary and area sources, mobile sources, transportation control measures, land use, and energy and climate measures (BAAQMD 2010). The California Air Resources Board’s In-Use Off-Road Diesel Vehicles Regulation (13 CCR §2449 – 2449.3), adopted in 2007 and amended in 2010, aims to reduce emissions of NOx and PM from in-use off-road (i.e., non-highway) diesel vehicles. The regulation 1) imposed limits on engine idling and limits on adding older (typically pre-1996) off-road diesel vehicles to fleets beginning in 2009; 2) required all vehicles to be reported to CARB and labeled in 2009; and 3) required gradual fleet clean up, including replacement of older engines with newer engines and the installation of exhaust retrofits on existing equipment beginning in 2010. The City’s Comprehensive Plan does not include any policies that specifically apply to landfill closure activities, however, the Natural Environment Element, Program N-39, requires the City to assist the BAAQMD in its efforts to achieve compliance with existing air quality regulations (City of Palo Alto 2007). Palo Alto Landfill Phase IIC Closure Project Page 18 Initial Study/Mitigated Negative Declaration Existing Landfill Emission Sources As described in the Project Description, landfill activities have been occurring at the project site for decades. These existing activities include stationary and mobile equipment operations. Stationary equipment includes the inactive landfill (which closed in July 2011), and its landfill gas collection system, wood grinder, trommel screen, and landfill gas flare. This equipment is permitted and operated in accordance with a Permit to Operate from the BAAQMD (Facility #A2721). The wood grinder and trommel screen were removed from service in 2012. Mobile equipment operations include the use of backhoes, compactors, and a front loader to stockpile soil and perform remedial grading activities. These heavy equipment operations, as well as the use of water trucks, occur approximately 120 hours per month or 4 – 6 hours per day on average. In addition to heavy equipment operated by the City, the facility accepts truck loads of soil that are hauled away from active construction sites throughout the Bay Area. These soil hauling activities, which average approximately 100 truck loads per day, are independent activities that are not related to the project. The export and disposal of soil from active construction sites is a common practice during site development, and the potential effects of soil export operations are subject to environmental review and analysis by the lead agency considering the project that causes the trips. Proposed Closure Activities Emission Sources The proposed closure activities would require heavy equipment operations to stockpile and grade the approximately 410,000 cubic yards of soil necessary to construct the engineered, ET cover, construct perimeter drainage features, and maintain the engineered, ET cover. The City would perform the initial stockpiling and grading associated with the closure activities and would contract to perform the final closure activities. The City anticipates a 12 – 24 month period to stockpile and construct the cover. During this time the amount of heavy equipment at the site may increase slightly for several months in order to compact and grade the ET cover. Heavy equipment, however, would continue to be operated at current activity levels for the majority of the construction period (i.e., several pieces of equipment operating approximately 4 – 8 hours per day). Issues and Supporting Information Resources Would the project: Sources Potentially Significant Issues Potentially Significant Unless Mitigation Incorporated Less Than Significant Impact No Impact a) Conflict with or obstruct with implementation of the applicable air quality plan (1982 Bay Area Air Quality Plan & 2000 Clean Air Plan)? 10, 11,15, 22 X b) Violate any air quality standard or contribute substantially to an existing or projected air quality violation indicated by the following: i. Direct and/or indirect operational emissions that exceed the Bay Area Air Quality Management District (BAAQMD) criteria air pollutants of 80 pounds per day and/or 15 tons per year for nitrogen oxides (NO), reactive organic gases (ROG), and fine particulate matter of less than 10 microns in diameter (PM10); 1, 2, 10, 13, 14 X Palo Alto Landfill Phase IIC Closure Project Page 19 Initial Study/Mitigated Negative Declaration Issues and Supporting Information Resources Would the project: Sources Potentially Significant Issues Potentially Significant Unless Mitigation Incorporated Less Than Significant Impact No Impact ii. Contribute to carbon monoxide (CO) concentrations exceeding the State Ambient Air Quality Standard of nine parts per million (ppm) averaged over eight hours or 20 ppm for one hour( as demonstrated by CALINE4 modeling, which would be performed when a) project CO emissions exceed 550 pounds per day or 100 tons per year; or b) project traffic would impact intersections or roadway links operating at Level of Service (LOS) D, E or F or would cause LOS to decline to D, E or F; or c) project would increase traffic volumes on nearby roadways by 10% or more)? 2, 10, 13, 14 X c) Result in a cumulatively considerable net increase of any criteria pollutant for which the project region is non-attainment under an applicable federal or state ambient air quality standard (including releasing emissions which exceed quantitative thresholds for ozone precursors)? 2, 10, 13, 14, 19 X d) Expose sensitive receptors to substantial levels of toxic air contaminants? i. Probability of contracting cancer for the Maximally Exposed Individual (MEI) exceeds 10 in one million 2, 10, 13, 14 X ii. Ground-level concentrations of non-carcinogenic TACs would result in a hazard index greater than one (1) for the MEI 2, 10, 13, 14 X e) Create objectionable odors affecting a substantial number of people? 2, 10, 13, X f) Not implement all applicable construction emission control measures recommended in the Bay Area Air Quality Management District CEQA Guidelines? 1, 2, 10, 13, 14 X DISCUSSION: (a) The proposed project would not conflict with or obstruct implementation of the BAAQMD’s 2010 Clean Air Plan. The 2010 Clean Air Plan includes particulate matter and ozone pre-cursor pollutant emissions of reactive organic gases (ROG) and oxides of nitrogen (NOX) generated from construction equipment and mobile source activities throughout the BAAQMD in its emissions inventories and plans for achieving attainment of air quality standards. In addition, the City would continue to operate and maintain emissions control equipment in accordance with all applicable BAAQMD permit conditions, which are designed to ensure the facility would not result in significant air quality impacts or conflict with the goals of the 2010 Clean Air Plan. Palo Alto Landfill Phase IIC Closure Project Page 20 Initial Study/Mitigated Negative Declaration (b) The project would not result in a substantial incremental increase in heavy equipment operations and would not result in a net change in emissions from this or any other emissions source that exceeds BAAQMD significance thresholds. Table 2 summarizes the existing and proposed project levels of construction equipment activity and the corresponding emissions that occur under these two scenarios. Table 2. Existing and Proposed Project Emissions From Construction Equipment(A) Scenario/Equipment Model Year Horse-power Annual Hours Pollutant Emissions (tons per year) Existing Conditions NOx PM2.5 / PM10 ROG Crawler Tractor 1980 250 1000 1.22 0.07 0.10 Crawler Tractor 1984 250 1600 2.03 0.07 0.10 Loader/Backhoe 1997 250 800 0.48 0.01 0.02 Rubber Tired Loader 2011 250 1400 0.16 0.00 0.01 Subtotal 4,800 3.88 0.15 0.23 Project Conditions(B) NOx PM2.5 / PM10 ROG Crawler Tractor 2003 250 1760 0.87 0.02 0.04 Motor Grader 2003 250 880 0.46 0.01 0.02 Rubber Tire Loader 2003 250 800 0.37 0.01 0.02 Mini Excavator 2003 175 440 0.15 0.01 0.01 2 Excavators 2003 250 880 0.43 0.01 0.02 Drum Roller 2003 175 320 0.10 0.00 0.01 Drum Roller 2003 250 320 0.14 0.00 0.01 Tractor/Loader/Backhoe 2003 120 330 0.08 0.01 0.01 Tractor/Loader/Backhoe 2003 250 660 0.28 0.01 0.01 Subtotal 6,390 2.89 0.08 0.15 Net Change, tons per year -0.99 -0.07 -0.08 Net Change, pounds per day -8.96 -0.64 -0.74 BAAQMD Threshold (lbs/day) 80 80(C) 80 Significant Impact? No No No Source: TRA Environmental Sciences, 2013 (A) Emissions estimated using OFFROAD 2011. (B) Project conditions are an estimate. All equipment was assumed to be approximately 10 years old and either 120, 175, or 250 horsepower. (C) The BAAQMD maintains a daily significance threshold for construction emission of 80 lbs/day for lbs/day for PM10 (BAAQMD 1999). OFFROAD 2011 outputs PM10 emissions only, however, all PM10 may conservatively be assumed to PM2.5for the purposes of this analysis. The BAAQMD adopted a threshold of 54 lbs/day for PM2.5 construction exhaust emissions in 2011, which the BAAQMD subsequently set aside. As Table 2 shows, the proposed project would result in a net reduction in heavy-duty equipment emissions as a result of the use of cleaner, more efficient equipment. In addition to heavy-duty off-road equipment, the project would result in on-road emissions during construction, primarily from water trucks and pick-up trucks traveling on site, as well as worker commute trips. When combined, project on- and off-road equipment activity may Palo Alto Landfill Phase IIC Closure Project Page 21 Initial Study/Mitigated Negative Declaration result in a small net increase in emissions above existing levels, but would not exceed BAAQMD significance thresholds for exhaust emissions. The proposed project also would not increase or modify any stationary source operations at the inactive landfill site. Thus, the proposed project would not result in an incremental increase in emissions that would violate any air quality standard or contribute substantially to an existing or projected air quality violation. The review and analysis of emissions associated with trucks hauling soil to the landfill that the City would subsequently stockpile and use to construct the engineered, ET cover is not within the scope of this IS since these activities and their potential effects are considered during the CEQA review by the lead agency approving the project that causes these trips (i.e. attributing emissions to this project would be “double counting” emissions). The City notes these soil export and disposal activities would occur with or without the proposed project, and would terminate at one of several landfills that accept clean soil such as the Newby Island facilities in Milpitas, or Zanker Road Landfill or Guadalupe Landfill in San Jose. Thus, the disposal of soil at Palo Alto landfill instead of facilities located further south (e.g. Zanker Road) is likely to result in less vehicle miles travelled and associated emissions for trips originating from Palo Alto and northern vicinities. (c) As discussed in a) and b) above, the project would not result in an incremental increase in short- or long-term emissions that conflict with the BAAQMD’s 2010 Clean Air Plan or City of Palo Alto Comprehensive Plan, violate any air quality standard, or contribute substantially to an existing or projected air quality violation. In developing its CEQA significance thresholds, the BAAQMD considered the emission levels at which a project’s individual emissions would be a cumulatively considerable contribution to air quality in the San Francisco Bay Area Air Basin (BAAQMD 1999, 2011). The BAAQMD considers projects that result in emissions that exceed its CEQA significance thresholds to result in individual impacts that are cumulatively considerable and significant. Since the proposed project would not result in an incremental increase in short- or long-term emissions that exceed any significance thresholds it would not result in any cumulative air quality impacts. (d) A sensitive receptor is generically defined as a location where human populations, especially children, seniors, and sick persons, are located where there is reasonable expectation of continuous human exposure to air pollutants. These typically include residences, hospitals, and schools. As described in the Project Description, land uses surrounding the landfill include open space, recreation, and industrial and office park land uses. Thus, there are no sensitive receptors are located within 1,000 feet of the project area. (e) As discussed in d) above, there are no sensitive receptors located within 1,000 feet of the project area. The proposed project involves landfill closure activities that do not involve handling of waste and would not create odors that affect a substantial amount of people. (f) The Permit to Operate the landfill facility issued by the BAAQMD requires the City to water and/or apply dust suppressants to all unpaved roadways and active soil removal and fill areas associated with the landfill as necessary to prevent visible particulate emissions that persist for longer than 3 minutes in any hour. In addition, the permit to operate requires the City to keep paved roadways at the facility sufficiently clear of dirt and debris as necessary to prevent visible particulate emissions (that persist for longer than 3 minutes in any hour) from vehicle traffic. In addition to these permit requirements, the BAAQMD recommends all projects implement a series of basic measures to control fugitive dust emissions (BAAQMD 2011). Accordingly, the City shall implement and/or require contractors to incorporate the following standard dust control measures into the proposed closure activities, which are consistent with BAAQMD recommendations: Palo Alto Landfill Phase IIC Closure Project Page 22 Initial Study/Mitigated Negative Declaration • Water all exposed surfaces (e.g., staging areas, soil piles, graded areas, and unpaved access roads) two times per day during active landfill closure activities; • Hydroseed or provide other ground cover/soil binders in disturbed and inactive construction areas as soon as possible. • Use wet power vacuum street sweepers at least once per day to remove all visible mud or dirt track-out onto adjacent public roads (dry power sweeping is prohibited); • Vehicle speeds on unpaved roads shall not exceed 15 miles per hour; • Minimize idling time of diesel powered construction equipment to two minutes and post signs reminding workers of this idling restriction at project access points and equipment staging areas. • Require a certified mechanic to check and determine that all equipment is running in proper condition prior to construction operations and properly maintain and tune all construction equipment in accordance with manufacturer's specifications; Mitigation Measures: The project will not result in significant air quality impacts and no mitigation measures are required. D. BIOLOGICAL RESOURCES Environmental Setting Vegetation The Phase IIC closure area is mostly disturbed by construction activities and unvegetated, except for areas of erosion-control grasses that were seeded on the outer slopes. The surrounding areas include diked and tidal salt marsh, and upland areas adjacent to salt marsh. The dominant species in both marshes are cordgrass (Spartina foliosa) and common pickleweed (Salicornia virginica). Upland species include marsh gumplant (Grindelia camporum), tree tobacco (Nicotiana glauca), coyote brush (Baccharis pilularis), and non-native annual grasses (Avena, Lolium spp.) Wildlife The Palo Alto baylands provide habitat for a wide variety of common birds, including both aquatic and upland species such as ducks, herons, sparrows, and blackbirds. Common mammal species include mice (Mus sp.; Peromyscus sp.), vole (Microtus sp.), ground squirrel (Spermophilus beecheyi), brush rabbit (Sylvilagus bachmani), black-tailed hare (Lepus californicus), raccoon (Procyon lotor), and gray fox (Urocyon cinereoargenteus), among others Special status species are discussed below. Special Status Species Special-status species are defined as: • Species listed as threatened, endangered or candidate for listing under the Federal Endangered Species Act; • Species listed as threatened, endangered or candidate for listing under the California Endangered Species Act; Palo Alto Landfill Phase IIC Closure Project Page 23 Initial Study/Mitigated Negative Declaration • Species listed by the California Department of Fish and Wildlife (CDFW) as a Fully Protected species or a California species of special concern and species on the CDFW Watch List; and • Species listed on Lists 1A, 1B or 2 the California Native Plant Society’s (CNPS) Inventory of Rare and Endangered Plants. A nine quad search of the California Natural Diversity Database (CNDDB) and a one quad search of the CNPS Inventory of Rare and Endangered Plants were done to determine the special-status plant and animal species that have been observed in the project area (Figures 6 and 7). The list was reviewed and both prior location records and habitat requirements of the special status species were compared to conditions at the Phase IIC site and the area immediately around it. The list was refined to include the species of concern relative to the Phase IIC closure project (Tables 3 and 4). Congdon’s tarplant. This tarplant is an annual plant that grows in grassland and alkaline soils. It grows in association with the weedy grassland species found adjacent to the salt marsh in association with mustard (Brassica sp.), rattlesnake grass (Briza minor), thistles (Centaurea sp., Cirsium sp.), and horseweed (Conyza canadensis). It is known to occur near Cooley Landing north of the project site and at the mouth of Steven’s creek south of the project site. Due to past disturbance this plant does not occur in the area that will be affected by the Phase IIC closure project. Point Reyes bird’s beak. The Point Reyes bird’s beak is a hemiparasitic flowering plant that grows in coastal salt marsh. The plant’s distribution is restricted to the upper portion of salt marshes typically eight feet above the mean height of water at the lowest of the daily low tide (Oregon Department of Agriculture 2013). Marsh plants such as common pickleweed (S. virginica), serve as a host plant for the bird’s beak. The main threat to the persistence of the species is land conversion and development. Historical populations within the San Francisco Bay salt marshes in San Mateo and Santa Clara counties have not been found in many years and they are assumed to no longer exist (Corelli, 1995). The Phase IIC area of the landfill does not support suitable habitat for this plant. California sea blight. The sea blight is in the goosefoot family and grows in the upper intertidal zone of coastal salt marshes along with pickleweed, alkali heath (Frankenia salina), and salt grass (Distichlis spicata). It no longer occurs in the San Francisco Bay Area (Corelli, 1995). Double-crested cormorant. The double-crested cormorant has recently become a regular breeder in Santa Clara County. It is a colonial nester, and in the south bay the nesting sites are on structures such as bridges or transmission towers. The Phase IIC project site does not provide suitable nesting habitat for the double-breasted cormorant. White-tailed kite, Northern harrier, golden eagle, American peregrine falcon. These birds of prey require trees for nesting, and grassland and marshes for forage. They may occur in the project area and forage in areas adjacent to the project site. California clapper rail, California black rail. Both rail species are restricted to marshes, and are known to occur in areas adjacent to the landfill. The Phase IIC area does not contain suitable habitat for rails. Western snowy plover. Plovers typically breed on sandy beaches. In Santa Clara County this bird species is found in the salt evaporators and impoundments along San Francisco Bay, using dried-out pond bottoms and levees that have similar characteristics to sandy beaches. It is known to breed near the Dumbarton Bridge north of the site and near Moffet Field to the south, but the area around the project site consists of salt marsh, heavily-vegetated flood-control basin, and recreational areas that do not provide breeding habitat for Western snowy plover. It is not expected to occur in the Phase IIC area. ! ! ! ! ! !! ! ! 1987 198X 1949 1971 1914 2002 2001 ! ! !Project Site County Lines Major Roads CNDDB Flora (within 5 mi of Project) California seablite Congdon's tarplant Franciscan onion Point Reyes bird's-beak T:\ C A S E \ E n v \ E L C P - P a l o A l t o L a n d f i l l C l o s u r e \ G I S _ G P S \ M X D \ C N D D B _ P l a n t s . m x d 7 / 1 1 / 2 0 1 3 Sources: California Natural Diversity Database (2013), ESRI (2013). Palo Alto Landfill Closure 0 1 20.5 Miles K Figure 6 Special-status Plants §¨¦280 |ÿ82 £¤101 |ÿ85 |ÿ237 Page 24 ! ! ! ! ! !! ! ! 1933 1893 1900 1938 1908 1894 1914 1984 2009 1946 2006 1985 2009 1976 1993 1991 2001 1997 1985 1993 2006 2006 XXXX 2002 XXXX 2006 2001 1979 2005 1971 1986 2008 2004 2004 2005 2004 1975 1975 2004 1991 2009 19471975 1987 1987 1975 1983 1985 1985 2008 20042004 1975 2003 1975 2002 1971 2004 1990 1919 1988 2004 2001 1981 XXXX 1985 1990 1990 1985 1985 19902003 1983 2004 1998 1988 1990 2004 2004 2002 2005 |ÿ82 £¤101 |ÿ85 |ÿ237 §¨¦280 |ÿ84 XXXX ! ! !Project Site County Lines Major Roads black-crowned night heron breeding rookeryCNDDB Fauna (within 5 mi of Project) Alameda song sparrow American badger California black rail California clapper rail California least tern California red-legged frog California tiger salamander Santa Cruz kangaroo rat burrowing owl mimic tryonia (=California brackishwater snail) northern harrier salt-marsh harvest mouse salt-marsh wandering shrew saltmarsh common yellowthroat snowy egret western pond turtle western snowy plover T:\ C A S E \ E n v \ E L C P - P a l o A l t o L a n d f i l l C l o s u r e \ G I S _ G P S \ M X D \ C N D D B _ A n i m a l s . m x d 7 / 1 1 / 2 0 1 3 Sources: California Natural Diversity Database (2013), ESRI (2013), San Francisco Bay Bird Observatory (2013). Palo Alto Landfill Closure 0 1 20.5 Miles K Figure 7Special-status Animals Page 25 Palo Alto Landfill Phase IIC Closure Project Page 26 Initial Study/Mitigated Negative Declaration Table 3. Special-status Plant Species Potentially Affected by Phase IIC Closure Species Listing Status Range in California Habitat Life Form/Blooming Season Potential to Occur Congdon's tarplant Centromadia parryi ssp. congdonii CRPR 1B.2 Throughout western California from San Luis Obispo to Solano County. Valley and foothill grasslands with alkaline or clay soils; 0-230 m. Annual herb, May - November Low. The Phase IIC closure area is previously disturbed and does not provide suitable grassland habitat for this species. The closest known occurrence of this species is at the mouth of Steven’s Creek, approximately 3 miles south of the site. Point Reyes bird’s beak Chloropyron maritimum ssp. palustre CRPR 1B.2 Extant occurrences in Humboldt, Marin, San Francisco and Sonoma Counties. Marshes and swamps (coastal salt); 0-10 m. Annual herb (hemiparasitic), June-October Low. The Phase IIC closure area is previously disturbed and does not provide suitable marsh habitat for this species, although surrounding marshes may provide suitable habitat. Bayland populations in San Mateo and Santa Clara counties have not been found in many years. California seablite Suaeda californica FE, CRPR 1B.1 Endemic to Alameda, Contra Costa, Santa Clara, San Francisco and San Luis Obispo Counties. Marshes and swamps (coastal salt); 0-15 m. Perennial evergreen shrub, July-October Low. This species has been recorded in the project area at the Palo Alto Yacht Harbor, however it is currently only known to occur in Morro Bay. The site does not provide suitable habitat for this species. Federal Endangered Species Act FE= federally endangered FT= federally threatened California Endangered Species Act ST= state threatened SE= state endangered California Rare Plant Rank 1B= Plants Rare, Threatened, or Endangered in California and Elsewhere 2= Plants Rare, Threatened, or Endangered in California, But More Common Elsewhere 0.1-Seriously threatened in California 0.2-Fairly threatened in California Palo Alto Landfill Phase IIC Closure Project Page 27 Initial Study/Mitigated Negative Declaration Table 4. Special-status Animals with the Potential to Occur at the Project Site Species Listing Status Range in California Habitat Potential to Occur Birds double-crested cormorant Phalacrocorax auritus (nesting colony) WL (nesting colony) Year-round resident along the north and central coast and central California south of the San Francisco Bay Area, winter resident along the south coast. Colonial nester on coastal cliffs, offshore islands, and along lake margins in the interior of the state. Nests along coast in sequestered islets, usually on ground with sloping surface, or in tall trees along lake margins. Low. This species occurs in the project area, but only nesting colonies are special- status. There is no suitable nesting habitat on the project site; the closest known nesting colony is on the San Mateo Bridge, more than 10 miles north of the site. white-tailed kite Elanus lecurus CFP Year-round resident in lowland areas west of Sierra Nevada from head of Sacramento Valley south, including coastal valleys and foothills, to western San Diego County at Mexico border. Inhabits low foothills or valley areas with valley or live oaks, riparian areas, and marshes near open grasslands are used for foraging. Low. The site lacks oak trees and riparian areas for nesting. This species may forage in surrounding grassland and marsh habitats, but probably does not nest in the area. Northern harrier Circus cyaneus CSSC Occurs throughout lowland California; has been recorded in fall at high elevations. Inhabits grasslands, meadows, marshes, and seasonal and agricultural wetlands. Low. The site lacks suitable nesting and contains minimal foraging habitat for this species. Northern harrier occurs in the project area and may forage or even nest in marshes and grasslands surrounding the site. golden eagle Aquila chrysaetos CFP Foothills and mountains throughout California. Nests on cliffs and escarpments or in tall trees overlooking open country; forages in annual grasslands, chaparral, and oak woodlands with plentiful medium and large-sized mammals. Low. There is no suitable nesting habitat on or near the project site, and minimal foraging habitat on the site. Golden eagle occurs in the region and may forage in the marshes and grasslands surrounding the site. American peregrine falcon Falco peregrine anatus CFP Occurs throughout the Central Valley, coastal areas and northern mountains of California. Riparian areas, wetlands, lakes and other aquatic features provide important breeding and foraging habitat for this species. Nests on cliffs or man-made structures such as buildings and bridges; feeds on birds. Low. There is no suitable nesting habitat on or near the project site, and minimal foraging habitat on the site. Peregrine falcon occurs in the region and may forage in the marshes and grasslands surrounding the site. Palo Alto Landfill Phase IIC Closure Project Page 28 Initial Study/Mitigated Negative Declaration Species Listing Status Range in California Habitat Potential to Occur California clapper rail Rallus longirostris obsoletus FE SE This California endemic inhabits salt water and brackish marshes traversed by tidal sloughs in the vicinity of the San Francisco Bay. Associated with abundant growths of pickleweed, but feeds away from cover on invertebrates from mud-bottomed sloughs. Low. This species is known from the project area from a 2006 record from the Palo Alto Baylands, including Byxbee Park. However, the site does not contain suitable marsh habitat for this species. California black rail Laterallus jamaicensis ssp. coturniculus ST This California endemic subspecies of the black rail (Laterallus jamaicensis) occurs in the San Francisco Bay region, parts of the Central Valley and at the southeastern border of the State. Inhabits freshwater marshes, wet meadows and shallow margins of saltwater marshes bordering larger bays. It needs water depths of about 1 inch that do not fluctuate during the year and dense vegetation for nesting habitat. Low. The site does not provide suitable marsh habitat for this species; although the marshes surrounding the site do provide suitable habitat. The closest known occurrence is near the Palo Alto Airport, approximately 0.5 mile north of the site. Western snowy plover Charadrius alexandrinuss nivosus (Pacific population) FT CSSC In California, the Pacific population of western snowy plover occurs along the entire coastline. Occurs on sandy beaches, salt pond levees and shores of large alkali lakes. Needs sandy, gravelly or friable soils for nesting. Low. There is no suitable nesting or foraging habitat for this species on or near the project site. This species is known from the region’s salt ponds and other suitable areas; the closest known occurrence is at San Francisquito Creek at least 2 miles north of the site. California least tern Sternula antillarum FE SE Nests along the coast from San Francisco Bay south to Northern Baja California. Colonial breeder on bare or sparsely vegetated flat substrates, sandy beaches, alkali flats, landfills or paved areas. Low. This species is known from the region’s salt ponds and other suitable areas; the closest known (non-breeding) occurrence is at Charleston Slough approximately 0.5 mile south of the site. burrowing owl Athene cunicularia CSSC Year-round resident throughout much of the State, except the coastal counties north of Marin and mountainous areas. Occurs in open, dry annual or perennial grasslands, deserts and scrublands characterized by low growing vegetation. Nests in small mammal burrows, particularly those of the California ground squirrel. Low. This species is known from the project area and has been recorded at Byxbee Park. Due to disturbance and landfill maintenance the Phase IIC site lacks small mammal burrows. Sparse grassland on the outer slopes of the Phase IIC area could provide forage for this species. Palo Alto Landfill Phase IIC Closure Project Page 29 Initial Study/Mitigated Negative Declaration Species Listing Status Range in California Habitat Potential to Occur short-eared owl Asio flammeus CSSC Year-round resident in certain parts of California; breeds regularly in the Great Basin region and locally in the Sacramento-San Joaquin River Delta, breeds periodically in the Central Coast and San Joaquin Delta. Found in swamp lands, both fresh and salt, lowland meadows and agricultural fields. Tule patches or tall grass are needed for nesting and day time seclusion; nests on dry ground in depression concealed in vegetation. Low. There are no swamp lands, lowland meadows or agricultural fields on the site, but breeding pairs have been observed in the flood control basin south of the site in the past. saltmarsh common yellow throat Geothlypis trichas sinuosa CSSC This supspecies of the common yellow throat (Geothlypis trichas) is endemic to the fresh and salt water marshes of the San Francisco Bay region. Requires thick, continuous cover down to water surface for foraging; and tall grasses, tule patches and willows for nesting. Low. This species has been recorded in the project area at the Mayfield and Charleston Sloughs and east of the Palo Alto Airport. However, the site lacks marsh habitat required by this species. Alameda song sparrow Melospiza melodia pusillula CSSC This California endemic subspecies of song sparrow (Melospiza melodia) is a resident of salt marshes bordering south arm of San Francisco Bay. Inhabits Salicornia marshes, nests low in Grindelia bushes (high enough to escape high tides) and in Salicornia. Low. This species has been recorded in the project area in the Palo Alto Baylands. However, the site lacks salt marsh habitat required by this species. Mammals saltmarsh harvest mouse Reithrodontomys raviventris FE SE This California endemic occurs only in the saline emergent wetlands of the San Francisco Bay and its tributaries. Pickleweed is the primary habitat of this non-burrowing mammal. It builds loosely organized nests and requires higher areas to escape flooding. Low. This species is known from Mayfield Slough and elsewhere in the project area. However, the site does not support saline emergent wetlands, pickleweed. The lower slopes of the Phase IIC area have sparse grass cover that could be used by saltmarsh harvest mouse for forage or cover. saltmarsh wandering shrew Sorex vagrans halicoetes CSSC Endemic to the salt marshes of the south arm of the San Francisco Bay. Inhabits medium-high marsh 6-8 feet above sea level where abundant driftwood is scattered among Salicornia. Low. There are no salt marshes on the project site, and this species has not been recorded in the immediate vicinity, although surrounding salt marshes may provide suitable habitat. Federal Endangered Species Act FE= federally endangered FT= federally threatened California Endangered Species Act ST= state threatened SE= state endangered California Department of Fish and Wildlife CFP= California fully protected species CSSC= California species of special concern WL= CDFW Watch List Palo Alto Landfill Phase IIC Closure Project Page 30 Initial Study/Mitigated Negative Declaration California least tern. The closest least tern breeding site to the landfill was recorded near the Dumbarton Bridge in 1976. The Breeding Bird Atlas of Santa Clara County does not include this species as a breeding species in Santa Clara County. Terns have been known to nest on vegetated flats, sandy beaches, alkali flats, landfills or paved areas, however least tern is not known to occur at the Phase IIC project site. Short-eared owl. Breeding pairs of short-eared owl have historically used the flood control basin south of the landfill. This species requires tall and dense vegetation is required for cover and nesting habitat. The Phase IIC project site does not provide suitable nesting habitat for this species. Burrowing Owl. This small, long-legged owl that shelters underground in mammal burrows is a year-round resident in satisfactory open, dry annual grasslands, deserts and scrublands of low-growing vegetation in California. It has been observed in Byxbee Park. Although the Phase IIC site does not provide burrows for nesting, and burrowing owls have not been observed in adjacent areas in recent years, it is recommended that a pre-construction survey be completed prior to the start of grading of the outer slope areas where grassland exists. Saltmarsh common yellow throat, Alameda song sparrow. The saltmarsh common yellow throat requires dense vegetation at fresh and saltwater marshes for breeding; the Alameda song sparrow is resident in salt marshes. These species could occur in areas around the project site, but the Phase IIC area does not provide marsh habitat suitable for breeding for either of these species. Egret and Heron Rookery. An egret and heron rookery is located 0.5 mile north of the project site, near the duck pond (City of Palo Alto 2008). The rookery provides breeding habitat for common egret (Ardea alba) and black-crested night herons (Nycticorax nycticorax). Salt marsh harvest mouse. The salt marsh harvest mouse is resident in the Palo Alto Baylands in areas dominated by pickleweed. Salt marsh harvest mouse also depends on upland areas adjacent to pickleweed marsh for forage and for shelter during high tide. Marsh areas that provide possible habitat for salt marsh harvest mouse are adjacent to the west of the Phase IIC area. The outer slopes of the Phase IIC area are vegetated with erosion control grasses which could provide upland habitat for salt marsh harvest mouse. A pre- construction survey and restricting vegetation removal to avoid high water situations is recommended for work on the outer slopes. Salt marsh wandering shrew. This small rodent is a resident of the medium to high salt marsh, where driftwood collects. It occurs near the Dumbarton Bridge northeast of the baylands. The Phase IIC area does not provide habitat for this species. Wildlife Movement An early version of the Baylands Master Plan published in 1979 describes corridors of feeding and movement for birds in map format. One prominent corridor lies on the western boundary of the project area, the direction of movement following a bidirectional north – south vector (City of Palo Alto 2008). Ponds and open water of the Emily Renzel Wetlands appear to be the critical wildlife areas driving this movement. Regulatory Setting Federal Federal Endangered Species Act. The Federal Endangered Species Act (FESA) of 1973 (16 USC §§ 1531 et seq.) protects fish and wildlife species that are listed as threatened or endangered, and their habitats. “Endangered” refers to species, subspecies, or distinct population segments that are in danger of extinction in all Palo Alto Landfill Phase IIC Closure Project Page 31 Initial Study/Mitigated Negative Declaration or a significant portion of their range. “Threatened” refers to species, subspecies, or distinct population segments that are considered likely to become endangered in the future. The FESA prohibits “take” of any fish or wildlife species listed under the FESA as endangered or threatened. “Take” is defined as harassing, harming, pursuing, hunting, shooting, wounding, killing, trapping, capturing, or collecting a federally endangered or threatened species, or attempting to engage in such conduct. Take may also include habitat modification that actually kills or injures listed wildlife by significantly impairing essential behavioral patterns, including breeding, feeding or sheltering. The FESA also prohibits removing, digging up, cutting, or maliciously damaging or destroying federally listed plants on federal land. The unvegetated portions of the Phase IIC area does not provide habitat for any federally listed species. The salt marsh harvest mouse has a low potential to occur on grassy slopes adjacent to the salt marsh west and south of the site. Migratory Bird Treaty Act. Under the Migratory Bird Treaty Act (MBTA), it is unlawful to “pursue, hunt, take, capture or kill; attempt to take, capture or kill; possess, offer to or sell, barter, purchase, deliver or cause to be shipped, exported, imported, transported, carried or received any migratory bird, part, nest, egg or product, manufactured or not.” In short, under the MBTA it is illegal to disturb a nest that is in active use, since this could result in killing a bird or destroying an egg. The United States Fish and Wildlife Service (USFWS) oversees implementation of the MBTA. The proposed project could affect bird species protected by the MBTA. Clean Water Act Sections 401 and 404. The Regional Water Quality Control Board (RWQCB) has regulatory authority over wetlands and waterways under both the federal Clean Water Act (CWA). Under the CWA, the Water Board has regulatory authority over actions in waters of the United States, through the issuance of water quality certifications (certifications) under Section 401 of the CWA. CWA Section 404 establishes a program to regulate the discharge of dredged and fill material into waters of the United States, including wetlands. Responsibility for administering and enforcing Section 404 is shared by the U.S. Army Corps of Engineers (USACE) and the U.S. Environmental Protection Agency (EPA). USACE administers the day-to-day program, including individual permit decisions and jurisdictional determinations; develops policy and guidance; and enforces Section 404 provisions. The EPA develops and interprets environmental criteria used in evaluating permit applications, identifies activities that are exempt from permitting, reviews/comments on individual permit applications, enforces Section 404 provisions, and has authority to veto USACE permit decisions. There are no Waters of the U.S. on the project site; therefore, the project is not subject to Clean Water Act Sections 401 or 404. State California Endangered Species Act. The California Endangered Species Act (CESA), which is administered by CDFW, protects wildlife and plants listed as “threatened” or “endangered” by the California Fish and Game Commission, as well as species identified as candidates for listing. The CESA restricts all persons from taking listed species except under certain circumstances. The state definition of take is similar to the federal definition, except that the CESA does not prohibit indirect harm to listed species by way of habitat modification. Under the CESA, an action must have a direct, demonstrable detrimental effect on individuals of the species. Under Sections 2080 and 2081 of the California Fish and Game Code, the CDFW may authorize take of listed species, except for species that are designated as fully protected. Fully protected species may not be taken except for scientific research. Various Fish and Game Code sections identify fully protected species. There are no state-listed species with the potential to occur on the project site, but the white-tailed kite and the salt marsh harvest mouse, both Fully Protected species, have a low potential to occur. Palo Alto Landfill Phase IIC Closure Project Page 32 Initial Study/Mitigated Negative Declaration The CDFW maintains lists of animal species of special concern (CSSC) that serve as "watch lists." A CSSC is not subject to the take prohibitions of the CESA. The CSSC are species that are declining at a rate that could result in listing under the ESA or CESA and/or have historically occurred in low numbers, and known threats to their persistence currently exist. This designation is intended to result in special consideration for these animals and is intended to focus attention on the species to help avert the need for costly listing under federal and state endangered species laws. This designation also is intended to stimulate collection of additional information on the biology, distribution, and status of poorly known at-risk species, and focus research and management attention on them (CDFG 2003). California Fish and Game Code. The California Fish and Game Code protects a variety of species, separate from the protection afforded under the CESA. The following specific statutes afford some limits on take of named species: Section 3503 (nests or eggs), 3503.5 (raptors and their nests and eggs), 3505 (egrets, osprey, and other specified birds), 3508 (game birds), 3511 (fully protected birds), 4700 (fully protected mammals), 4800 et seq. (mountain lions), 5050 (fully protected reptiles and amphibians), and 5515 (fully protected fish). Section 3503 simply states, “it is unlawful to take, possess, or needlessly destroy the nest or eggs of any bird, except as otherwise provided by this code or any regulation made pursuant thereto.” The exceptions generally apply to species that are causing economic hardship to an industry. Section 3503.5 states that it is "unlawful to take, possess, or destroy any birds in the order Falconiformes or Strigiformes (birds of prey) or to take, possess, or destroy the nest or eggs of any such bird except as otherwise provided by this code or any regulation adopted.” Section 3505 prohibits taking, selling, or purchasing egrets, osprey, and other named species or any part of such birds. The project could impact birds protected by Fish and Game Code. Certain species are also Fully Protected. This classification was the state's initial effort in the 1960's to identify and provide additional protection to those animals that were rare or faced possible extinction. Lists were created for fish, amphibians and reptiles, birds, and mammals. Most Fully Protected species have also been listed as threatened or endangered species under the more recent endangered species laws and regulations. Fully Protected species may not be taken or possessed at any time, and no licenses or permits may be issued for their take except for collecting these species for necessary scientific research or for habitat restoration that will promote their survival. The white-tailed kite and salt marsh harvest mouse, both Fully Protected species, have a low potential to occur on the site. California Native Plant Protection Act. The California Native Plant Protection Act (CNPPA) of 1977 preserves, protects, and enhances endangered and rare plants in California by specifically prohibiting the importation, take, possession, or sale of any native plant designated by the California Fish and Game Commission as rare or endangered, except under specific circumstances identified in the Act. Various activities are exempt from the CNPPA, although take as a result of these activities may require other authorization from CDFW under the California Fish and Game Code. California Porter-Cologne Water Quality Control Act. California’s Porter Cologne Water Quality Control Act (Porter-Cologne Act) regulates Waters of the State, which includes “any surface water or groundwater, including saline waters, within the boundaries of the State”. Palo Alto Landfill Phase IIC Closure Project Page 33 Initial Study/Mitigated Negative Declaration Issues and Supporting Information Resources Would the project: Sources Potentially Significant Issues Potentially Significant Unless Mitigation Incorporated Less Than Significant Impact No Impact a) Have a substantial adverse effect, either directly or through habitat modifications, on any species identified as a candidate, sensitive, or special status species in local or regional plans, policies, or regulations, or by the California Department of Fish and Game or U.S. Fish and Wildlife Service? 1, 23, 24, 25, 26 X b) Have a substantial adverse effect on any riparian habitat or other sensitive natural community identified in local or regional plans, policies, regulations, including federally protected wetlands as defined by Section 404 of the Clean Water Act (including, but not limited to, marsh, vernal pool, coastal, etc.) through direct removal, filling, hydrological interruption, or other means? 1 X c) Interfere substantially with the movement of any native resident or migratory fish or wildlife species or with established native resident or migratory wildlife corridors, or impede the use of native wildlife nursery sites? 1, 4, 5 X d) Conflict with any local policies or ordinances protecting biological resources, such as a tree preservation policy or as defined by the City of Palo Alto’s Tree Preservation Ordinance (Municipal Code Section 8.10)? 27 X e) Conflict with any applicable Habitat Conservation Plan, Natural Community Conservation Plan, or other approved local, regional, or state habitat conservation plan? 1, 28 X DISCUSSION: (a) Work in the Phase IIC area mostly affects unvegetated areas that do not provide habitat for special-status or otherwise protected species. A draft wildlife management plan prepared for Byxbee Park in 2008 included mammal trapping, and determined that the park and landfill do not provide habitat for small mammals due to soil compaction and low plant diversity (ESA 2008). Even though the landfill does not provide habitat for small mammals, the outer slopes that contain grassland planted for erosion control are adjacent to salt marsh, and could be used by the salt marsh harvest mouse and birds, including the burrowing owl, for forage. The harvest mouse could also use these areas as cover when the marsh is flooded during periods of high water. Mitigation MeasuresBIO-1 and BIO-2, listed below, would prevent impacts to special-status species and birds. (b) The project site does not contain riparian habitat. It is adjacent to salt marsh habitat, but the project does not extend into the marsh habitat. Closure activities are intended to provide environmental protections that will benefit the surrounding habitats. (c) The project site is a landfill that already exists and closure activities would not block a known wildlife corridor. Equipment use at the site has been occurring for many decades, so it is assumed that wildlife Palo Alto Landfill Phase IIC Closure Project Page 34 Initial Study/Mitigated Negative Declaration movement in the landfill area is compatible with the equipment use. No new or additional equipment that would disrupt wildlife movement is proposed to be used for the project. (d) No trees are present in the Phase IIC closure area and no trees will be removed for the project. (e) There project is not in the study area of any known habitat conservation or natural community conservation plan (USFWS, http://www.fws.gov/sacramento/es/Habitat-Conservation-Plans/es_hcp.htm accessed 2013). Project work is in accordance with the 4th Edition of the Palo Alto Baylands Master Plan (2008). Mitigation Measures: Impact: Although it is not considered likely due to habitat, it is possible that areas of the landfill that have been inactive pending closure could be inhabited by ground-nesting birds, including the special-status Western burrowing owl. Closure activities could adversely impact these species if they are nesting in the closure area when closure activities start. This would exceed the significance criteria and result in a significant impact. Mitigation Measure BIO-1: If feasible, project construction shall be scheduled outside of the bird nesting season. If project activities start between February 1 and August 31st, a pre-construction survey for nesting birds shall be conducted by a qualified ornithologist to identify active nests that may be disturbed during project implementation. The survey shall include a 250-foot radius around the construction area. The preconstruction survey shall take place no more than 7 days prior to initiation of construction. If an active nest is found, and project activities could cause nest abandonment by a bird protected under the Migratory Bird Treaty Act or California Fish and Game Code, the ornithologist shall, in consultation with the California Department of Fish & Wildlife, designate a construction-free buffer zone (typically 250 feet for raptors and 50 feet for other birds) around the nest. Impact: There is a low potential that salt marsh harvest mouse occurs on the outer slopes of the Phase IIC closure area where erosion control grasses have been planted. Grading in this area could adversely impact salt marsh harvest mouse, which would exceed the significance criteria and result in a significant impact. Mitigation Measure BIO-2: The following steps shall be followed to avoid impacts to salt marsh harvest mouse: 1. Time the removal of vegetation to avoid periods of high water in the adjacent wetlands which could force salt marsh harvest mouse to higher ground. This includes the hour before and after the high tide (typically early morning and late evening), and after a storm event that results in high water adjacent to the site. 2. A qualified biologist shall conduct a tail-gate training session to all construction personnel regarding protected species and habitats in the construction area, the limitations on areas that can be accessed on foot or with equipment, and the legal consequences of take of protected species or habitat. The training shall be conducted whenever new personnel start work at the site. 3. Dogs shall be prohibited from the work site. 4. Construction equipment and materials shall be staged in unvegetated areas away from the grassland slopes. 5. A barrier fence shall be installed between the Phase IIC closure area and the adjacent salt marsh that provides habitat for the salt marsh harvest mouse. The fence shall be designed and installed to prevent Palo Alto Landfill Phase IIC Closure Project Page 35 Initial Study/Mitigated Negative Declaration any SMHM in adjacent marshes from entering the work area during project construction. The areas outside of the exclusion fencing, except for existing roads, parking and other asphalt or concrete areas, shall be off-limits to construction activity and personnel at all times during project construction. The fence shall remain in place until vegetation has been removed from the outer slopes, and then shall be removed by a qualified biologist approved by the USFWS. The proposed fence design is silt fence with 4 to 6-inch wide flashing at the base that is imbedded into the soil. Fence installation shall avoid pickleweed and shall be completed by a qualified biologist approved by the USFWS. 6. After exclusion fencing is installed, a qualified biological monitor shall walk all areas of vegetation immediately prior to removal. If a mouse of any species is found to occur on the project site, construction shall not proceed pending consultation with the USFWS and CDFG. This is because it is not feasible to identify the mouse to species without handling it. Unless otherwise authorized, the mouse shall be left alone and allowed to move out of the area on its own. Vegetation shall not be removed when tides are high. 7. A qualified biologist shall be present onsite to monitor for salt marsh harvest mouse during vegetation removal on the outer slopes adjacent to pickleweed marsh. The biological monitor shall have the authority to stop work if deemed necessary to protect the salt marsh harvest mouse or other state or federally protected species, and shall work directly with the project engineer and foreman. Prior to the start of work each day, the monitor shall thoroughly inspect the work area and adjacent habitat areas to determine if special-status species are present and shall remain onsite throughout the day while vegetation removal activities are occurring. If a mouse of any species is observed in the work area, then work shall stop until the mouse leaves the work area on its own, and the USFWS and CDFG shall be notified immediately. The biological monitor onsite shall determine whether construction activities are remote enough from the animal that it will not be harmed or harassed. If the mouse does not leave the construction zone, work shall not start again until after the USFWS and CDFG have provided guidance about how to proceed with construction activities. E. CULTURAL RESOURCES Environmental Setting Native Americans identified by the Spanish name of “Costanoan” were the first known inhabitants of the region. The tribe expanded into 50 different groups by 1770 with a language consisting of approximately eight dialects. The presence of freshwater, wind protection, and unimpeded access to food and fuel resources encouraged settlement primarily near the Bay. The project site is within this settlement area (San Mateo County 1986). During the Spanish Period, the project site was a component of Rancho Riconada del Arroyo del San Francisquito, owned by Don Rafael Soto. Soto’s embarcadero became Wilson’s Landing during the American Period and was used to ship local produce to San Francisco. Urban development intensified from the 1920s to the 1960s, and parkland was first established in the latter decade from a changing attitude that placed greater value on marshland (City of Palo Alto 2008). The landfill was established in 1921 and stopped receiving waste in July 2011 (City of Palo Alto 2008). Palo Alto Landfill Phase IIC Closure Project Page 36 Initial Study/Mitigated Negative Declaration Issues and Supporting Information Resources Would the project: Sources Potentially Significant Issues Potentially Significant Unless Mitigation Incorporated Less Than Significant Impact No Impact a) Directly or indirectly destroy a local cultural resource that is recognized by City Council resolution? 4, 5 X b) Cause a substantial adverse change in the significance of an archaeological resource pursuant to 15064.5? 4, 5 X c) Directly or indirectly destroy a unique paleontological resource or site or unique geologic feature? 4, 5 X d) Disturb any human remains, including those interred outside of formal cemeteries? 4, 5 X e) Adversely affect a historic resource listed or eligible for listing on the National and/or California Register, or listed on the City’s Historic Inventory? 4, 5 X f) Eliminate important examples of major periods of California history or prehistory? 4, 5 X DISCUSSION: (a) The Phase IIC closure area is part of a landfill that has been present for over 90 years. There are no historic structures in the Phase IIC closure area. (b), (c), and (d) There are no known archaeological resources, paleontological resources, unique geologic features or human remains on the project site. The Phase IIC closure area is part of a landfill that has been present for over 90 years. The closure and post-closure maintenance activities do not require excavation in areas that could contain archaeological, paleontological, unique geologic features, or human remains. Although the project would involve some grading during the construction period, cultural resources are unlikely to be uncovered due to the extended past use of the site as a landfill. Mitigation Measures: There are no potentially significant cultural resources impacts and no mitigation measures are required. F. GEOLOGY, SOILS AND SEISMICITY Existing Setting The following summary of site topography and geology is derived from the Final Closure and Post-closure Maintenance Plan for Phase IIC City of Palo Alto Landfill (Golder Associates, Inc. 2009). Site Topography The topography of the Palo Alto Landfill, including Phase IIC, is influenced by past landfill operations. The topography depicts closed landfill areas, inactive or filled landfill areas, and soil stockpile areas. The maximum elevation is shown to be approximately 60 feet above mean sea level (msl) and the minimum elevation Palo Alto Landfill Phase IIC Closure Project Page 37 Initial Study/Mitigated Negative Declaration approximately 10 feet msl. The current slopes are mild and sweeping, varying throughout the site from 3:1 (horizontal to vertical) to approximately 3 percent. The general topography surrounding the site is flat with elevations at approximately 5 feet msl or less. The old Yacht Harbor to the north is open to San Francisco Bay and the water level fluctuates with the tide. The Palo Alto Flood Basin, which includes Mayfield Slough and Matadero Creek, is on the east and south boundaries of the landfill. Elevations in proximity of the landfill are at or below sea level for most of the year. Surface water elevations in the flood basin can rise above sea level during large storms. Elevations within the saltwater marsh, Emily Renzel Marsh and the KFS property west of the landfill range from zero to 3 feet msl. Finally, elevations in proximity of the Palo Alto Regional Water Quality Control Plant (PARWQCP) are at approximately 10 feet msl. Originally, the site was primarily a low-lying flood plain until its subsequent development for landfill operations. Past landfill operations included excavating several feet of Bay Mud for landfill cover and capacity. Hydrogeologic cross sections from previous studies of the site have indicated that pre-landfill elevations were approximately zero msl. These cross sections revealed that the west side of the landfill was excavated to approximately 13 feet below msl before being filled to approximately 18 feet msl. The northeast and southwest quadrants of the site were likewise excavated prior to the development that brought these areas to present-day elevations. Site Geology The landfill is situated in the northeastern part of the Santa Clara Valley adjacent to the San Francisco Bay. San Francisco Bay is a structural depression that has gradually subsided along several parallel northwest-trending faults. The surface of the depression has been periodically inundated by water in response to global sea level changes. The Franciscan Formation forms the bedrock beneath the landfill at an estimated depth of 1,600 feet. South of the landfill, a boring encountered an alluvial conglomerate possibly of the regionally recognized Santa Clara Formation at a depth of approximately 1,000 feet. Directly overlying the bedrock in the landfill area is a thick layer of alluvium. Subsurface investigations confirm that the landfill is underlain by a thick sequence of Bay Mud with interbedded alluvial deposits. The tidal salt marsh environment on which the landfill is constructed is underlain by approximately 6 to 16 feet of Younger Bay Mud – a very soft, unconsolidated deposit of organic-rich silt and clay with occasional lenses of sandy clay. This material is underlain by Older Bay Mud – a very stiff to firm clay, containing varying amounts of silt and lenses of sandy clay, sand, and gravel. In the site vicinity, the Bay Mud deposits inter-finger with and grade into fine-grained alluvial deposits that have been shed off the Santa Cruz Mountains. Physical testing on both younger and older Bay Muds indicate permeability values are less than 1 x 10-6 centimeters per second (cm/sec). No known faults underlie the landfill. Two minor bedrock faults near the site have been inferred from geophysical data. One inferred fault (San Jose Fault) crosses east of the site and the other (Palo Alto Fault) crosses approximately 2 miles west of the site. There is no historical evidence of ground movement along these faults. Accordingly, it is believed that these faults are not active. The major active faults in the San Francisco Bay Area are the San Andreas and Hayward Faults. The San Andreas Fault, at its closest proximity to the disposal area, is 14 kilometers (10 miles) to the northeast of the site and is the source of the largest potential ground shaking for the landfill. Permanent ground displacement resulting in surface faulting at the site is extremely unlikely. Palo Alto Landfill Phase IIC Closure Project Page 38 Initial Study/Mitigated Negative Declaration It is within the realm of possibility that severe earthquakes, up to a magnitude of 8.5 on the Richter scale (with surface acceleration of 0.4g), along either active fault might occur during the next 100 years. Over the past 175 years, approximately 25 major earthquakes have occurred in the San Francisco Bay Area. Issues and Supporting Information Resources Would the project: Sources Potentially Significant Issues Potentially Significant Unless Mitigation Incorporated Less Than Significant Impact No Impact a) Expose people or structures to potential substantial adverse effects, including the risk of loss, injury, or death involving: i) Rupture of a known earthquake fault, as delineated on the most recent Alquist- Priolo Earthquake Fault Zoning Map issued by the State Geologist for the area or based on other substantial evidence of a known fault? Refer to Division of Mines and Geology Special Publication 42. 2, 29 X ii) Strong seismic ground shaking? 2 X iii) Seismic-related ground failure, including liquefaction? X iv) Landslides? 2 X b) Result in substantial soil erosion or the loss of topsoil? 2 X c) Result in substantial siltation? 2 X d) Be located on a geologic unit or soil that is unstable, or that would become unstable as a result of the project, and potentially result in on- or off-site landslide, lateral spreading, subsidence, liquefaction or collapse? 2 X e) Be located on expansive soil, as defined in Table 18-1-B of the Uniform Building Code (1994), creating substantial risks to life or property? 2 X f) Have soils incapable of adequately supporting the use of septic tanks or alternative waste water disposal systems where sewers are not available for the disposal of waste water? 1 X g) Expose people or property to major geologic hazards that cannot be mitigated through the use of standard engineering design and seismic safety techniques? 1 X DISCUSSION: (a) The project site is not located within a currently designated Alquist-Priolo Earthquake Fault Zone. The nearest Alquist-Priolo Zone (San Andreas Fault) is approximately 10 miles west of the project site (ABAG 2013). Ground shaking is a general term referring to all aspects of motion of the earth’s surface from an earthquake, and is normally the major cause of damage in seismic events. The project site and the entire San Francisco Bay Area are subject to strong seismic ground shaking due to numerous active faults in the region. According to the Palo Alto Landfill Phase IIC Closure Project Page 39 Initial Study/Mitigated Negative Declaration Association of Bay Area Governments (ABAG) Shaking Potential Map (2003), the site is subject to “very violent” shaking (X on the Modified Mercalli Intensity Shaking Severity Level). However, the proposed project does not include any structures that could be damaged in an earthquake. In addition, the project must conform to the applicable sections of Title 27 of the California Code of Regulations and the landfill cover would be designed and constructed to minimize hazards related to seismic ground shaking. Therefore, the proposed project would not expose people or structures to potential substantial adverse affects involving strong seismic ground shaking. Liquefaction is the temporary transformation of a saturated granular soil layer to a liquefied state as a result of seismic ground shaking. In unique situations where this layer is at or near the surface, increased pressure from rising groundwater may decrease the load bearing capacity of the soil to a quicksand-like consistency, causing buildings and foundations to sink downward. According to Association of Bay Area Governments (ABAG) Hazard Maps, the liquefaction susceptibility of the project site is very high, and the site is mapped as a Liquefaction Zone by the California Geological Survey (ABAG 2013). The project would not include any structures that could be subject to liquefaction, and the landfill cover would be designed and constructed in accordance with the applicable sections of Title 27 of the California Code of Regulations to minimize geologic hazards including seismic-related ground failure. The project site is in an area of “Few Landslides” according to the ABAG Existing Landslides Map, and is not in a Landslide Zone according to the California Geologic Survey (ABAG 2013). A number of slope stability reports for the Palo Alto Landfill indicate that final landfill slopes are stable under static loading conditions, and that the integrity of the landfill would not be jeopardized by the maximum probable earthquake (MPE) (Golder Associates 2009). Therefore, the project would not expose people or structures to potential substantial adverse affects involving landslides. (b) and (c). The proposed project would not result in substantial soil erosion, loss of topsoil or siltation. According to the Final Closure and Postclosure Maintenance Plan (Golder Associates, Inc. 2009), the slope protection and erosion control procedures for Phase IIC project will comply with Title 27 Section 21150. The requirements are as follows: • Implement procedures to protect the integrity of the final cover and enhance its ability to minimize and prevent erosion. • Establish vegetation in the beginning of the rainy season (if feasible). • Establish and maintain the final cover according to the postclosure land use. • Stabilize slopes to prevent soil erosion. • Provide protection of slopes from the erosive effects of water and wind. • Perform a soil loss analysis. The surface of site will be revegetated at the time of closure in accordance with the project specifications, which will protect the surface from erosion and loss of topsoil. A Soil Erosion Control Program was prepared by Emcon (1991). Erosion rates were evaluated by the Universal Soil Loss Equation developed by the United States Department of Agriculture, Soil Conservation Service. The evaluation indicates that soil loss will be limited to less than 2 tons per acre per year, the maximum allowed by the United States Environmental Protection Agency (US EPA) for landfill final covers (Golder Associates, Inc. 2009). Palo Alto Landfill Phase IIC Closure Project Page 40 Initial Study/Mitigated Negative Declaration (d) As stated above, the project site is unlikely to be subject to landslides (see response a.iv above). Although the liquefaction susceptibility of the project site is very high, potential impacts related to liquefaction are less than significant (see response a.iii above). Lateral spreading is the finite, lateral movement of gently to steeply sloping, saturated soil deposits caused by earthquake-induced liquefaction. As the liquefaction susceptibility of the site is very high, the susceptibility to lateral spreading would also be very high. However, impacts related to lateral spreading would be less than significant because the project does not include any structures, and the landfill cover would be designed and constructed in accordance with the applicable sections of Title 27 of the California Code of Regulations to minimize geologic hazards including lateral spreading. The project site is not located on Karst formations and has not been subjected to mining activities; thus, the risk of subsidence or collapse is expected to be low. The final landfill cover would be periodically inspected after construction in accordance with the postclosure maintenance plan to monitor for signs of settlement, subsidence or other problems with the integrity of the cover. Any problems found would be repaired as soon as feasible (Golder Associates, Inc. 2009). (e) When expansive soils undergo alternating cycles of wetting (swelling) and drying (shrinking), the volume of the soil can change markedly. Expansive soils are common throughout California and can cause damage to foundations and slabs unless properly treated during construction. However, the proposed project does not include any structures that could be damaged by expansive soils. In addition, the landfill that would be covered with imported soil. Thus, there would be no impacts related to expansive soils. (f) The proposed project does not involve any connections to a sewer system, nor would it require the installation of septic tanks or alternative wastewater disposal systems. (g) The Phase IIC closure will meet the requirements of Title 27, and will include multiple environmental protection measures. It is engineered and will not expose people or property to major geologic hazards. Mitigation Measures: There are no potentially significant geology, soils, or seismicity impacts and no mitigation measures are required. G. GREENHOUSE GAS EMISSIONS Environmental and Regulatory Setting Gases that trap heat in the atmosphere and affect regulation of the Earth’s temperature are known as greenhouse gases (GHG). Common GHG include carbon dioxide (CO2), methane (CH4), nitrous oxide (N2O), hydrofluorocarbons (HFCs), perfluorocarbons (PFCs), and sulfur hexafluoride (SF6). GHG emissions from human activities contribute to overall GHG concentrations in the atmosphere and climate scientists have become increasingly concerned about the effects of these emissions on global climate change. The United Nations’ Intergovernmental Panel on Climate Change fourth assessment report concluded that recent regional climate changes, particularly temperature increases, are affecting many natural systems including water, ecosystems, food, coasts, and health (IPCC 2007). GHGs can remain in the atmosphere long after they are emitted. The potential for a GHG to absorb and trap heat in the atmosphere is considered its global warming potential (GWP). The reference gas for measuring GWP is CO2, which has a GWP of one. By comparison, CH4 has a GWP of 21, which means that one molecule of CH4 has 21 times the effect on global warming as one molecule of CO2. Multiplying the estimated emissions for non-CO2 GHGs by their GWP determines their carbon dioxide equivalent (CO2e), which enables a project’s combined global warming potential to be expressed in terms of mass CO2 emissions. Palo Alto Landfill Phase IIC Closure Project Page 41 Initial Study/Mitigated Negative Declaration In 2006, the California State Legislature adopted the California Global Warming Solutions Act of 2006, Assembly Bill (AB) 32, which required the California Air Resources Board (ARB) to: 1) determine 1990 statewide GHG emissions, 2) approve a 2020 statewide GHG limit that is equal to the 1990 emissions level, 3) adopt a mandatory GHG reporting rule for significant GHG emission sources, 4) adopt a Scoping Plan to achieve the 2020 statewide GHG emissions limit, and 5) adopt regulations to achieve the maximum technologically feasible and cost-effective reductions. In 2007, the ARB approved a statewide 1990 emissions level and corresponding 2020 GHG emissions limit of 427 million metric tons of carbon dioxide equivalents (MTCO2e) (ARB 2007). In 2008, the ARB adopted its Climate Change Scoping Plan, which projects, absent regulation or under a “business as usual” (BAU) scenario, 2020 statewide GHG emissions levels of 596 million MTCO2e and identifies the numerous measures (i.e., mandatory rules and regulations and voluntary measures) that will achieve at least 174 million MTCO2e of reductions and reduce statewide GHG emissions to 1990 levels by 2020 (ARB 2009). In 2011, the ARB released a supplement to the 2008 Scoping Plan Functional Equivalent Document (FED) that included an updated 2020 BAU statewide GHG emissions level projection of 507 million MTCO2e (ARB 2011). The ARB has also adopted a Regulation for the Mandatory Reporting of Greenhouse Gas Emissions (Title 17, CCR, Section 95100 – 95133 (17 CCR §95100 – 95133)), which requires facilities that emit greater than or equal to 10,000 metric tons of CO2e from combustion annually to report their GHG emissions to the ARB. Since 2008, the ARB has adopted a number of measures to track and report GHG emissions and monitor progress in meeting AB32 GHG reduction goals, including the Landfill Methane Control Measure (LMCM) (17 CCR §95460 - 95476). The LMCM reduces methane from landfills by requiring uncontrolled landfills to install a gas collection and control system and existing gas collection systems to operate optimally. The City of Palo Alto Landfill already operates a landfill gas collection and control system in accordance with its BAAQMD Permit to Operate. In 2010, the BAAQMD released an updated inventory of Bay Area GHG emissions for base year 2007. The Bay Area emitted 95.8 million MTCO2e in 2007, with Santa Clara County contributing 18.8 million MTCO2e of this total (BAAQMD 2010a). The BAAQMD’s 2010 GHG inventory recognizes two types of GHG emissions from landfills – biogenic CO2 emissions and non-biogenic GHG emissions. The BAAQMD’s 2010 GHG inventory defines biogenic CO2 as the “CO2 emissions that are emitted from materials derived from living cells, excluding fossil fuels, limestone and other materials that have been transformed by geologic processes. Biogenic-CO2 originates from carbon that is present in materials such as wood, paper, vegetable oils and food, animal, and yard waste” (BAAQMD 2010a, pg. 3). Since the carbon contained in these materials was recently taken out of the atmosphere, the release or combustion of biogenic sources of CO2 such as LFG does not add any net CO2 to the atmosphere. Biogenic CO2 emissions, therefore, are monitored and reported separately from anthropogenic sources of GHG emissions. Non-biogenic landfill GHG emissions include the methane and nitrous oxide formed during the anaerobic decomposition and combustion processes. Locally, the City of Palo Alto adopted a Climate Protection Plan in December 2007 which sets out the following goals for reducing CO2 emissions from the City and community: • By 2009, the City will reduce emissions by 5% from 2005 emission levels. • By 2012, the City and the Community will reduce emissions by 5% from 2005 levels. • By 2020, the City and the Community will reduce emissions by 15% from 2005 levels, and bring the community in line with State reduction goals. In April 2013, the City Manager reported that 2012 GHG emissions from City operations were 53% below 2005 levels, exceeding the City’s climate reduction goals; Palo Alto community-wide GHG emissions were reported Palo Alto Landfill Phase IIC Closure Project Page 42 Initial Study/Mitigated Negative Declaration to be 28% lower than 1990 emission levels, exceeding the state’s goals established by AB32 and the Climate Change Scoping Plan (City of Palo Alto 2013). Issues and Supporting Information Resources Would the project: Sources Potentially Significant Issues Potentially Significant Unless Mitigation Incorporated Less Than Significant Impact No Impact a) Generate greenhouse gas emissions, either directly or indirectly, that may have a significant impact on the environment? 1, 12, 20, 21 X b) Conflict with any applicable plan, policy or regulation of an agency adopted for the purpose of reducing the emissions of greenhouse gases? 2, 16, 17, 40,18, 20, 21 X DISCUSSION: (a) As discussed in Section C, the proposed activities would not result in a substantial incremental increase in heavy equipment, on-road, or stationary source operations above the existing conditions, and emissions from soil import and disposal operations are not within the scope of this IS. Based on estimates of fuel consumption derived from OFFROAD2011, project off-road construction equipment is expected to increase fuel consumption by approximately 4,250 gallons per year, which would result in a net increase of approximately 44 MTCO2e per year as shown in Table 5 below. Table 5. Project GHG Emissions From Construction Equipment Fuel Consumption GHG Emission Factors CO2 CH4 N2O 4,250 Gallons(A) 10.21 kg/gallon 0.0015 kg/gal 0.0001 kg/gal Subtotal, kilograms 43,366 6.37 0.42 GHG Global Warming Potential(B) 1 21 310 Total Metric Tons CO2 Equivalents(C) 43.4 0.1 0.1 Source: TRA Environmental Sciences, 2013 (A) Fuel consumption estimated using OFFROAD 2011. (B) Global Warming Potential from CARB 2010. (C) Value derived by converting kilograms to metric tons (1000 kilograms = 1 metric ton) and multiplying by global warming potential. To date, the Bay Area Air Quality Management District (BAAQMD), the South Coast Air Quality Management District, and the San Joaquin Air Pollution Control District have adopted quantitative significance thresholds for GHGs. On March 5, 2012 the Alameda County Superior Court issued a judgment finding that the BAAQMD had failed to comply with CEQA when it adopted the air quality and GHG emissions thresholds contained in the BAAQMD’s CEQA Guidelines (Updated May 2011). The court did not determine whether the thresholds were valid on the merits, but found that the adoption of the thresholds was a project under CEQA and therefore determined that the BAAQMD was required to do CEQA analysis on the thresholds. In light of the court’s order, lead agencies will need to determine appropriate air quality and GHG thresholds of significance based on substantial evidence in the record. Palo Alto Landfill Phase IIC Closure Project Page 43 Initial Study/Mitigated Negative Declaration The Palo Alto Climate Protection Plan was adopted in December 2007, and suggests a variety of possible actions to reduce GHG emissions in each of six general categories, including utilities, sustainable purchasing, transportation and sustainable land use, green building, zero waste, and education and motivation. The Climate Protection Plan includes a baseline inventory of the City’s municipal and community (businesses, residents and workers) emissions, citywide emissions reduction targets, and a number of goals and strategies for obtaining those targets. These goals are intended to bring the City and community of Palo Alto in line with State reduction goals of 427 million metric tons of carbon dioxide equivalent emissions in 2020. In the absence of other local GHG thresholds of significance, for this analysis, the City is evaluating the proposed project based on a project-based threshold of 1,100 MTCO2E per year. The City of Palo Alto does not recommend adoption of that threshold for any other purpose at this time, but it is used for this analysis because it was adopted by the BAAQMD as a quantitative GHG emissions threshold for project level analysis (BAAQMD 2011), and the BAAQMD derived the recommended threshold from statewide compliance with AB 32. For this reason the 1,100 MTCO2e per year threshold was considered most reasonable for use in this analysis. As shown in Table 5, the proposed project would not result in an incremental increase in GHG emissions that exceeds 1,100 MTCO2e. In addition, the proposed closure activities would not interfere with the facility’s existing landfill gas monitoring and control systems. These systems would remain in operation during closure and postclosure maintenance activities until it is demonstrated the landfill no longer poses a threat to the environment and regulatory approval for decommissioning these systems is obtained from regulatory agencies. Thus, the project does not have the potential to result in an incremental increase in GHG emissions that may have a direct or indirect significant effect on the environment. (b) The proposed closure activities would not conflict with any applicable plan, policy or regulation of an agency adopted for the purpose of reducing the emissions of greenhouse gases. The landfill is subject to the ARB’s Landfill Methane Control Measure (17 CCR §95460 – 95476), which requires municipal solid waste facilities to reduce methane emissions by collecting and controlling fugitive methane emissions (which the landfill already does). The project also would not conflict with any goals of the state or the Palo Alto Climate Protection Plan, as the City Manager has estimated the City and Community of Palo Alto have already achieved reductions beyond the levels set by state and local GHG reduction plans. Mitigation Measures: The project will not result in potentially significant greenhouse gas emissions impacts and mitigation measures are not required. H. HAZARDS AND HAZARDOUS MATERIALS Note: Some of the thresholds can also be dealt with under a topic heading of Public Health and Safety if the primary issues are related to a subject other than hazardous material use. Issues and Supporting Information Resources Would the project: Sources Potentially Significant Issues Potentially Significant Unless Mitigation Incorporated Less Than Significant Impact No Impact a) Create a significant hazard to the public or the environment through the routing transport, use, or disposal of hazardous materials? 2 X Palo Alto Landfill Phase IIC Closure Project Page 44 Initial Study/Mitigated Negative Declaration Issues and Supporting Information Resources Would the project: Sources Potentially Significant Issues Potentially Significant Unless Mitigation Incorporated Less Than Significant Impact No Impact b) Create a significant hazard to the public or the environment through reasonably foreseeable upset and accident conditions involving the release of hazardous materials into the environment? 2, 5 X c) Emit hazardous emissions or handle hazardous or acutely hazardous materials, substances, or waste within one-quarter mile of an existing or proposed school? 2, 30 X d) Construct a school on a property that is subject to hazards from hazardous materials contamination, emissions or accidental release? 2 X e) Be located on a site which is included on a list of hazardous materials sites compiled pursuant to Government Code Section 65962.5 and, as a result, would it create a significant hazard to the public or the environment? 31 X f) For a project located within an airport land use plan or, where such a plan has not been adopted, within two miles of a public airport or public use airport, would the project result in a safety hazard for people residing or working in the project area? 2, 30 X g) For a project within the vicinity of a private airstrip, would the project result in a safety hazard for people residing or working the project area? 30 X h) Impair implementation of or physically interfere with an adopted emergency response plan or emergency evacuation plan? 32, 33 X i) Expose people or structures to a significant risk of loss, injury, or death involving wildland fires, including where wildlands are adjacent to urbanized areas or where residences are intermixed with wildlands? 34 X j) Create a significant hazard to the public or the environment from existing hazardous materials contamination by exposing future occupants or users of the site to contamination in excess of soil and ground water cleanup goals developed for the site? 2, 5 X DISCUSSION: (a) The Palo Alto Landfill is a Class III refuse disposal site which does not handle hazardous materials. (b) Gas and leachate extraction wells will be maintained as part of the proposed project and the existing flare will be moved from near Byxbee Park to the Palo Alto Regional Water Quality Control Plant. These facilities will be off-limits to the public once the project area is converted to open space and gas and leachate releases Palo Alto Landfill Phase IIC Closure Project Page 45 Initial Study/Mitigated Negative Declaration will not pose a risk to future users. Monitoring systems will be modified and expanded to detect leachate and gas releases from the landfill. The monitoring and control systems will remain in operation during the closure and postclosure maintenance periods until it is demonstrated that the landfill no longer poses a threat to the environment and regulatory agency approval to decommission the systems is obtained. Soil and compost brought in to develop a vegetative cover will not contain hazardous materials. Waste will not be removed or transported from the landfill as part of the proposed project. (c) and (d) The project is not located within one-quarter mile of any existing or proposed schools, and the proposed project does not propose to construct any educational facilities. (e) The proposed project is not on the Hazardous Waste and Substance Sites (Cortese) List. The nearest Cortese List site is located at 0.26 mile from the proposed project and will not be affected by the proposed project. (f) and (g) The Palo Alto Airport of Santa Clara County is a municipal airport located approximately 0.3 mile from the proposed project. No private airstrips are in the area. The project does not include any structures that could interfere with air space used for the airport, and no additional construction equipment (such as a crane) that could present a hazard to airport use is required for completion of the project. The project site is within the area covered by the Santa Clara County Comprehensive Land Use Plan for the Palo Alto Airport (Windus 2008). The project is therefore subject to the land use compatibility policies contained in the Plan regarding general compatibility, noise, building height and safety. The landfill has been a compatible land use near the airport for decades; the closure of Phase IIC of the landfill does not result in a change in site activities that would result in a safety hazard for people working in the project area. (h) The proposed project is not designated as part of an evacuation route and will not interfere with the implementation of an emergency response plan. (i) The project site is not located within or near the wildland fire danger area. (j) See (a) and (b) above. The landfill is a Class III landfill, and did not accept hazardous waste. It will be closed in accordance with the requirements of Title 27 as explained in the Project Description, and leachate and landfill gas will be controlled and monitored until they no longer pose a threat to the environment. The proposed project closes the last section of the landfill which will be added as planned to the Byxbee Recreational Park. The park is considered to be a compatible end use for the landfill. Mitigation Measures: There are no potentially significant hazards or hazardous materials impacts and no mitigation measures are required. I. HYDROLOGY AND WATER QUALITY Environmental Setting The following summary of site climate, hydrogeology, topography and surface water is derived from the Final Closure and Post-closure Maintenance Plan for Phase IIC City of Palo Alto Landfill (Golder Associates, Inc. 2009). Palo Alto Landfill Phase IIC Closure Project Page 46 Initial Study/Mitigated Negative Declaration Climate Climate at the disposal site and adjacent areas is primarily a function of the geographic location of the area, its proximity to the Bay and its separation from the ocean by the Coast Range. These factors influence precipitation, temperature, evaporation, wind, and fog and clouds. An isohyetal map prepared by the Santa Clara Valley Water District shows the mean annual precipitation at the Palo Alto landfill to be about 13 inches. For a 100-year storm, the landfill site area could be subject to rainfall intensities of nearly one inch an hour, or 3.5 inches in a 24-hour period. Maximum temperature in the vicinity of the disposal area occurs in July, when the average daily maximum temperature is 81oF. Minimum temperatures are expected to occur in January, with an average daily minimum temperature of 38oF. The average annual evaporation for the region is approximately 69 inches based on data recorded at Newark, about 8 miles north-northeast of the Palo Alto Landfill, across San Francisco Bay. Winds in the Palo Alto area are primarily influenced by temperature differences between the land and water bodies, except during the winter season when this influence is overridden by storm systems. A typical daily pattern is a calm morning, with onshore winds increasing to late afternoon or evening. The early night is typically calm with a gentle offshore wind often occurring during the middle of the night. During the winter season, the wind regimen is much less consistent with southeasterly and southerly winds often prevailing during storms. Hydrogeology The landfill lies within the northern part of the Santa Clara Valley groundwater basin, which contains over 1,000 feet of unconsolidated to semi-consolidated clays, silts, sands and gravels. Water-bearing units along the San Francisco Bay margin are typically separated by impervious clay aquitards and groundwater generally occurs under confined conditions. Regional ground water flow is toward the San Francisco Bay, recharged by runoff from the coastal and inland mountains. Previous investigations at the landfill indicate that the underlying sediments contain a shallow and a deep aquifer zone. The shallow aquifer zone occurs from the ground surface to a depth of approximately 80 feet below mean sea level (msl) and is underlain by a laterally extensive clay aquitard to a depth of approximately 180 feet below msl. The deep aquifer zone occurs below this aquitard and forms an extensive drinking water aquifer in the Santa Clara Valley. Previous investigations at the landfill by various consultants have further defined the hydrogeologic conditions under and around the landfill. Two zones of sand, designated as the 20-foot sand and the 40-foot sand, have been identified within the low-permeability Bay Mud. These sand units have been interpreted by previous investigators as being laterally continuous under part or all of the landfill. The 20-foot sand is 2 to 4 feet thick, generally occurs at an elevation of about 20 feet below msl, is considered fairly continuous under the southern portion of the site, and is discontinuous or absent in the northernmost part of the site. The 40-foot sand is 2 to 10 feet thick, occurs at an elevation of about 35 to 40 feet below msl, and is generally considered continuous beneath the site. The sands are fine to medium grained and poorly graded. Thin gravel layers have been encountered in some locations. Available subsurface data indicate that the water-bearing sands may be hydraulically connected beneath parts of the site. Surface water and shallow groundwater occur in the tidal marsh environment surrounding the landfill at or near mean sea level. Therefore, Bay Mud deposits are fully saturated within a few feet of ground surface. The water- Palo Alto Landfill Phase IIC Closure Project Page 47 Initial Study/Mitigated Negative Declaration bearing characteristics of the Bay Mud deposits are poor (i.e., very low hydraulic conductivities), so they are not considered aquifers. Due to their higher transmissivity, the 20-foot and 40-foot sand units have been identified as the primary water-bearing zones beneath the site even though groundwater occurs at shallower depths within the low-permeability Bay Mud. The porosity of the sand units has been estimated to be 25 percent. Hydraulic conductivity for the sands ranges from 1.2 x 10-4 to 5.1 x 10-4 cm/sec for the 20-foot sand, and 3.0 x 10-3 to 1.3 x 10-4 cm/sec for the 40-foot sand. Site groundwater monitoring wells are constructed to monitor either the 20-foot sand unit or the 40-foot sand unit. Groundwater in the uppermost sand zone (approximately 20-foot depth) flows to the southwest with a gradient of approximately 1.0 x 10-3 foot per foot (ft/ft). Groundwater in the lower sand zone flows to the west with a gradient of approximately 1.6 x 10-3 ft/ft. Regionally, groundwater in the shallow aquifer migrates naturally toward San Francisco Bay; however, major pumping from the shallow and deep aquifer in the past altered flow patterns in those systems and locally reversed the bay-ward gradient. The aquifers are no longer extensively pumped but a landward gradient still exists beneath the landfill. The quality of the shallow groundwater underlying the landfill area is extremely poor and non-potable with salinity levels more than double that of bay water. This is the result of seepage from tidal streams and sloughs, restricted circulation, and contact with saline bay sediments. The history of the groundwater conditions in this locality indicate that this situation has always existed and was not the consequence of intrusion-related bay waters. Records of wells kept by the Santa Clara Valley Water District within the general area of the landfill indicate that groundwater use is minor and restricted to small domestic wells south of Highway 101. Total annual pumped groundwater (practically all for irrigation) is less than 4 acre-feet; the average individual well production over the year is less than 150 gallons per day. Future estimated groundwater usage in this area is no more than, and probably less than, present levels. When these small domestic wells become non-operational for any reason, most of them would be replaced in favor of Palo Alto water supplies. The Palo Alto water system makes exclusive use of high quality imported Hetch Hetchy Project water (San Francisco Water Department). Surface Water Waters in the surface streams adjacent to the landfill are shallow and stagnant for most parts of the year. The constant decaying and replacement of vegetation on the stream banks, as well as the algal growth and decomposition in the water, contribute to the green appearance and the poor chemical quality of these surface streams. Before refuse disposal operations started in the early 1930's, the landfill was crossed by a dendritic pattern of meandering sloughs and creeks. These drainages brought upland runoff and flood waters to San Francisco Bay. The main surface water bodies currently adjacent to the landfill are the former Palo Alto Yacht Harbor and marsh (extensions of San Francisco Bay), the Palo Alto Flood Basin (which includes Matadero Creek and Mayfield Slough), and a recently restored wetlands habitat sanctuary (Emily Renzel Wetland). Mayfield Slough has been rechanneled to the south and east perimeter of the site to improve the flood basin. The slough contains stagnant water during most of the year. The downstream end of the slough is closed by a tide gate that regulates inflow and outflow from the flood basin to the Bay. Matadero Creek flows east along the southern perimeter of the landfill and terminates at Mayfield Slough. The creek and flood basin system drains surface runoff from Barron and Adobe creeks, several municipal storm drains, and storm water pumped from collection facilities in Mountain View. Palo Alto Landfill Phase IIC Closure Project Page 48 Initial Study/Mitigated Negative Declaration Regulatory Setting Landfills in California are regulated by a complex framework of federal, state and local government codes and regulations. Two of the primary governing laws are the Resource Conservation and Recovery Act (RCRA) and the California Code of Regulations (Title 27). Resource Conservation and Recovery Act. National regulatory standards are defined in 40 CFR Part 258 (RCRA Subtitle D), promulgated by the U.S. Environmental Protection Agency (U.S. EPA). Implementation of Subtitle D is primarily through approved state permit programs that must be equivalent or more stringent than Subtitle D. California is an approved state, so the U.S. EPA does not independently enforce Subtitle D in California. CalRecycle and the State Water Resources Control Board (SWRCB) jointly implement Subtitle D. The program is consolidated within the California Code of Regulations Title 27 (27 CCR), Division 2. California Code of Regulations Title 27. CalRecycle and the SWRCB both work under Title 27 to protect water quality at landfill sites. Under Title 27, the SWRCB has the authority to require landfill operators to protect water quality through WDRs, which identify specific measures and controls to be used and monitored at each landfill site. The WDRs also establish a water quality protection standard, the constituents of concern, concentration limits, monitoring points, compliance period, ground and surface monitoring systems and monitoring requirements, and corrective action when necessary. Issues and Supporting Information Resources Would the project: Sources Potentially Significant Issues Potentially Significant Unless Mitigation Incorporated Less Than Significant Impact No Impact a) Violate any water quality standards or waste discharge requirements? 1, 2 X b) Substantially deplete groundwater supplies or interfere substantially with groundwater recharge such that there would be a net deficit in aquifer volume or a lowering of the local groundwater table level (e.g., the production rate of pre-existing nearby wells would drop to a level which would not support existing land uses or planned uses for which permits have been granted)? 1, 2 X c) Substantially alter the existing drainage pattern of the site or area, including through the alteration of the course of a stream or river, in a manner which would result in substantial erosion or siltation on- or off-site? 1, 2 X d) Substantially alter the existing drainage pattern of the site or area, including through the alteration of the course of a stream or river, or substantially increase the rate or amount of surface runoff in a manner which would result in flooding on- or off-site? 1, 2 X e) Create or contribute runoff water which would exceed the capacity of existing or planned stormwater drainage systems or provide substantial additional sources of polluted runoff? 1, 2 X f) Otherwise substantially degrade water quality? 1, 2 X Palo Alto Landfill Phase IIC Closure Project Page 49 Initial Study/Mitigated Negative Declaration Issues and Supporting Information Resources Would the project: Sources Potentially Significant Issues Potentially Significant Unless Mitigation Incorporated Less Than Significant Impact No Impact g) Place housing within a 100-year flood hazard area as mapped on a federal Flood Hazard Boundary or Flood Insurance Rate Map or other flood hazard delineation map? 1, 2 X h) Place within a 100-year flood hazard area structures which would impede or redirect flood flows? 1, 2 X i) Expose people or structures to a significant risk of loss, injury or death involve flooding, including flooding as a result of the failure of a levee or dam or being located within a 100-year flood hazard area? 1, 2 X j) Inundation by seiche, tsunami, or mudflow? 35 X k) Result in stream bank instability? 1, 2 X DISCUSSION: (a) and (f) The landfill operates under WDRs issued by the RWQCB. The Phase IIC closure and postclosure maintenance and monitoring programs specified in the WDRs are intended to protect water quality. (b) The project does not require the use of groundwater. (c), (d), and (e) The project includes adding final soil cover to an existing landfill and maintaining and monitoring the landfill cover and environmental protection systems. These activities will not alter the drainage patterns on the site or in water bodies adjacent to the site. No new impervious surfaces will be installed which would affect the rate of storm water runoff and the potential for erosion or siltation. The closure plan includes measures to minimize erosion. (g) and (h) The project does not include housing or any other structures to be placed in the 100 year flood zone. (i) The project does not involve a levee or dam. (j) The project is outside of the tsunami zone, according to maps prepared by the Association of Bay Area Governments. The project is in the Palo Alto Baylands and is not subject to mudflows. (k) The project is not located on a stream and will not impact any streambanks. Mitigation Measures: The project will not result in any significant impacts to hydrology or water quality and does not require mitigation measures. Palo Alto Landfill Phase IIC Closure Project Page 50 Initial Study/Mitigated Negative Declaration J. LAND USE AND PLANNING Environmental Setting The Byxbee Recreation Area, located to the north of the site, is composed of portions of the landfill that were previously converted to parkland. The site is bounded by the Palo Alto Regional Water Quality Control Plant (PARWQCP) to the northwest, a saltwater marsh area, the Emily Renzel Marsh and KFS World Communications, Inc. (KFS) radio facilities to the west, the Palo Alto flood basin to the east and south, and a marsh area and former yacht harbor (old Yacht Harbor) to the north. Regulatory Setting Relevant land use and planning documents to the project include the Palo Alto Comprehensive Plan (City of Palo Alto 2007), the Palo Alto Zoning Ordinance (Palo Alto Municipal Code Title 18), the Palo Alto Baylands Master Plan (City of Palo Alto 2008), the Site Assessment and Design Guidelines: Palo Alto Baylands Nature Preserve (Catalyst 2005) and the Comprehensive Land Use Plan, Santa Clara County: Palo Alto Airport (Windus 2008). The relevant portions of these documents are described below. Palo Alto Comprehensive Plan (2007) The Palo Alto Comprehensive Plan land use designation for the site is Public Park. This land use designation is intended for “Open lands whose primary purpose is active recreation and whose character is essentially urban.” (City of Palo Alto 2007). The following goals and policies from the comprehensive plan are relevant to the proposed project: Goal N-1: A Citywide Open Space System that Protects and Conserves Palo Alto’s Natural Resources and Provides a Source of Beauty and Enjoyment for Palo Alto Residents. Policy N-18: Preserve and protect the Bay, marshlands, salt ponds, sloughs, creeks, and other natural water or wetland areas as open space. Goal N-4: Water Resources that are Prudently Managed to Sustain Plant and Animal Life, Support Urban Activities, and Protect Public Health and Safety. Policy N-8: Protect Palo Alto’s groundwater from the adverse impacts of urban uses. Goal N-5: Clean, Healthful Air for Palo Alto and the San Francisco Bay Area. Policy N-27: Reduce emission of particulates from wood burning stoves, construction activity, automobiles, and other sources. Policy N-29: All potential sources of odor and/or toxic air contaminants should be adequately buffered, or mechanically or otherwise mitigated to avoid odor and toxic impacts that violate relevant human health standards. Goal N-6: An Environment Free of the Damaging Effects of Biological and Chemical Hazardous Materials. Goal N-7: Reduced Volumes of Solid Waste; Solid Waste Disposed in an Environmentally Safe, Efficient, Manner. Palo Alto Landfill Phase IIC Closure Project Page 51 Initial Study/Mitigated Negative Declaration Goal N-8: An Environment That Minimizes the Adverse Impacts of Noise. Policy N-43: Protect the community and especially sensitive noise receptors, including schools, hospitals, and senior care facilities, from excessive noise. Goal N-10: Protection of Life and Property From Natural Hazards, Including Earthquake, Landslide, Flooding, and Fire. Policy N-51: Minimize exposure to geologic hazards, including slope stability, subsidence, and expansive soils, and to seismic hazards including groundshaking, fault rupture, liquefaction, and landsliding. Policy N-52: Minimize exposure to flood hazards by adequately reviewing proposed development in flood prone areas. Policy C-27: Seek opportunities to develop new parks and recreation facilities to meet the growing needs of residents and employees of Palo Alto. Policy C-30: Facilitate access to parks and community facilities by a variety of transportation modes. Palo Alto Zoning Ordinance The zoning designation for the site is PF(D)- Public Facility (Site and Design Review Combining District). The PF (public facilities) district is designed to accommodate governmental, public utility, educational, and community service or recreational facilities (Palo Alto Municipal Code Section 18.28.010). The site and design review combining district is intended to provide a process for review and approval of development in environmentally and ecologically sensitive areas, including established community areas which may be sensitive to negative aesthetic factors, excessive noise, increased traffic or other disruptions, in order to assure that use and development will be harmonious with other uses in the general vicinity, will be compatible with environmental and ecological objectives, and will be in accord with the Palo Alto Comprehensive Plan (Palo Alto Municipal Code Section 18.30(G).010). Site and design approval is required for sites in the Site and Design Review Combining District prior to issuance of any permit or other approval (Palo Alto Municipal Code Section 18.30(G).040). A site plan showing the location of all proposed buildings, structures, planted or landscaped areas, paved areas, and other improvements, and indicating the proposed uses or activities within the site must be submitted to the Planning Commission (Palo Alto Municipal Code Section 18.30(G).050). The Planning Commission reviews the project and recommends approval or denial to the City Council, which then approves or denies the project (Palo Alto Municipal Code Section 18.30(G).060-070). Zoning Code Section 18.40.130(c) states that “landscaping should retain or enhance native vegetation in hillside, baylands or other natural open spaces areas or adjacent to such areas. The existing natural vegetation and land formations should remain in a natural state unless modification is found to be necessary or appropriate for a specific use allowed through architectural or site design review.” Relevant landscaping standards for these areas are as follows: (1) In the selection of new landscaping, preference shall be given to natural, indigenous and drought resistant plants and materials. Non-indigenous landscaping should be limited to the immediate area around a structure or structures. (2) Site development plans shall, to the maximum extent feasible, provide for the retention of existing vegetation and land formations, and shall include an erosion and sediment control element setting forth reasonable mitigation measures in accord with the grading and subdivision ordinances of the city. Palo Alto Landfill Phase IIC Closure Project Page 52 Initial Study/Mitigated Negative Declaration (3) Landscaping shall, to the maximum extent feasible, integrate and accommodate existing trees and vegetation to be preserved; make use of water-conserving plants, materials and irrigation systems; and be clustered in natural appearing groups, as opposed to being placed in rows or regularly spaced. (4) Planting of invasive plant species shall not be permitted and removal of invasive species may be required as part of landscape plan requirements. Palo Alto Baylands Master Plan (2008) The following Overall Environmental Quality Policies from the Palo Alto Baylands Master Plan (City of Palo Alto 2008) are relevant to the proposed project: 1. Ensure that the landfill area ultimately becomes an environmental asset and a continuation of the natural green space. 3. Expand bicycle and pedestrian activities while reducing vehicle traffic in the Baylands as far as possible. 4. Restrict storage and parking of vehicles in the Baylands. 5. Keep marshes open to the Bay along the entire shoreline. 6. Control access to environmentally sensitive marshland and upland meadow habitat. 7. Restore the diversity of plants and animals to disturbed upland sites. 8. Ensure there is sufficient native food and cover for wildlife. 12. Continue to allow intensive, structured, and special use recreation only where it is the least destructive to wildlife habitat. In the “Natural Unit” and “Areas of Significant Change” (Harbor Area, Landfill Area, and Former ITT Property), create opportunities for people of all age groups to get near the water to observe and enjoy the unique natural environment and wildlife of the Bay and marshlands, isolated from the urban scene in a setting where natural qualities and forces are dominant. Recreational activities in these areas shall be compatible with the ecological and physical constraints and opportunities of the natural Baylands systems. 13. Follow guidelines established in the Site Assessment and Design Guidelines, Palo Alto Baylands Nature Preserve published in 2005 14. Comply with Airport Comprehensive Land Use Plan (CLUP) adopted by the Santa Clara County Airport Land Use Commission (ALUC) (Mandated by State). In addition, the Landfill Area Chapter (Chapter 2) specifies procedures for landfill closure, Byxbee Park design and development, the Mayfield Slough remnant marsh and RWQCB requirements for landfill closure. The Access and Circulation Chapter (Chapter 14) emphasizes transit, bicycle and pedestrian access to the Baylands and bicycle and pedestrian trails within the Baylands to reduce private vehicle use and provide recreational opportunities. Finally, the Flood Protection Chapter (Chapter 15) contains flood protection measures for the Baylands. Site Assessment and Design Guidelines: Palo Alto Baylands Nature Preserve (2005) This document contains general design principles for signs, vehicle control, paving, site furniture, fences and enclosures, and colors and finishes that would apply to any such features included in the proposed new recreation parkland. Palo Alto Landfill Phase IIC Closure Project Page 53 Initial Study/Mitigated Negative Declaration Comprehensive Land Use Plan, Santa Clara County: Palo Alto Airport (2008) The project site is within the area covered by the Santa Clara County Comprehensive Land Use Plan for the Palo Alto Airport (Windus 2008). The project is therefore subject to the land use compatibility policies contained in the Plan regarding general compatibility, noise, building height and safety. The site is in the 60 and 55 community noise equivalency level (CNEL) contours according to Figure 5, and in the Traffic Pattern Zone according to Figure 7 of the Plan. Measure E In 2011 the City of Palo Alto residents approved Measure E. Measure E undedicated 10 acres of Byxbee Parkland for consideration of an energy-compost facility. Eight of the 10 acres is located on the landfill. See the legal description of the property included in Measure E at the following web address: http://www.cityofpaloalto.org/civicax/filebank/documents/30232. If an Energy-Compost facility is approved by the City Council the City will perform CEQA review of the 10 acre area and may request permission from the State to build an energy-compost facility on the 8 acres of closed Phase IIC area of the landfill. Issues and Supporting Information Resources Would the project: Sources Potentially Significant Issues Potentially Significant Unless Mitigation Incorporated Less Than Significant Impact No Impact a) Physically divide an established community? 1, 4, 5 X b) Conflict with any applicable land use plan, policy, or regulation of an agency with jurisdiction over the project (including, but not limited to the general plan, specific plan, local coastal program, or zoning ordinance) adopted for the purpose of avoiding or mitigating an environmental effect? X c) Conflict with any applicable habitat conservation plan or natural community conservation plan? 1, 4, 5 X d) Substantially adversely change the type or intensity of existing or planned land use in the area? 1, 28 X e) Be incompatible with adjacent land uses or with the general character of the surrounding area, including density and building height? 1, 4, 5 X f) Conflict with established residential, recreational, educational, religious, or scientific uses of an area? 1, 4, 5 X g) Convert prime farmland, unique farmland, or farmland of statewide importance (farmland) to non-agricultural use? 1, 6, 7 X DISCUSSION: (a) The closure of Phase IIC of the landfill and postclosure monitoring and maintenance activities will occur on an existing landfill site that does not currently divide an established community. It has been a landfill since at least 1930 and is 0.7 mile from the nearest residential area. Palo Alto Landfill Phase IIC Closure Project Page 54 Initial Study/Mitigated Negative Declaration (b) The project is subject to several applicable plans and policies within the City of Palo Alto, and is regulated by state agencies, including CalRecycle (CIWMB), the Regional Water Quality Control Board, and the Bay Area Air Quality Management District. The project is in compliance with the applicable policies and regulations. Closure of Phase IIC of the landfill is planned so that in the future it can be developed as part of the Byxbee Recreation Area. (c) The project is not located within the study area of an existing HCP or NCCP. (d), (e), and (f) The closure of Phase IIC of the landfill is a planned activity that will allow completion of the Byxbee Recreational Park. It does not change the existing land use. (g) The project site is not designated as farmland. Mitigation Measures: The project will not significantly impact land use and no mitigation is required. K. MINERAL RESOURCES Issues and Supporting Information Resources Would the project: Sources Potentially Significant Issues Potentially Significant Unless Mitigation Incorporated Less Than Significant Impact No Impact a) Result in the loss of availability of a known mineral resource that would be of value to the region and the residents of the state? 4, 5, 36 X b) Result in the loss of availability of a locally-important mineral resource recovery site delineated on a local general plan, specific plan or other land use plan? 4, 5, 36 X DISCUSSION: (a) and (b) There are no known mineral resources of value on the project site or in the area. The site is not delineated as a locally important mineral resource in the Palo Alto Comprehensive Plan (City of Palo Alto 2007) or the Santa Clara County General Plan (Santa Clara County 1994). The project would have no impact on the availability of mineral resources. Mitigation Measures: The project will not impact mineral resources and no mitigation measures are required. L. NOISE Environmental Setting Noise may be defined as unwanted sound. The frequency (pitch), amplitude (intensity or loudness), and duration of noise all contribute to the effect on a listener, or receptor, and whether or not the receptor perceives the noise as objectionable, disturbing, or annoying. The decibel scale (dB) is a unit of measurement that indicates the relative amplitude of a sound. Sound levels in dB are calculated on a logarithmic basis. An increase of 10 dB represents a tenfold increase in acoustic energy, Palo Alto Landfill Phase IIC Closure Project Page 55 Initial Study/Mitigated Negative Declaration while 20 dBs is 100 times more intense, 30 dBs is 1,000 more intense, etc. In general, there is a relationship between the subjective noisiness or loudness of a sound and its amplitude, or intensity, with each 10 dB increase in sound level perceived as approximately a doubling of loudness. There are several methods of characterizing sound. The most common method is the “A-weighted sound level,” or dBA. This scale gives greater weight to the frequencies of sound to which the human ear is typically most sensitive. Thus, most environmental measurements are reported in dBA, meaning decibels on the A-scale. Noise exposure over the course of an entire day can be described by the community noise equivalent level, or CNEL. For CNEL, a 5 dB “penalty” is added to evening hours (7 p.m. to 10 p.m.) and a 10 dB “penalty” is added to nighttime hours (10 p.m. to 7 a.m.) when calculating the 24-hour average noise level. For example, a 45 dBA nighttime sound level would contribute as much to the overall day-night average as a 55 dBA daytime sound level. The artificial penalties imposed during CNEL calculations are intended to account for a receptor’s increased sensitivity to sound levels during quieter nighttime periods. The primary existing noise sources at the project site are from airplane, construction equipment, and vehicle traffic. The Palo Alto Airport is located approximately 0.3 mile from the project site and US Highway 101 is located approximately 0.5 mile from the site. According to the 2022 Aircraft Noise Contours (Figure 7 in the Santa Clara County Comprehensive Land Use Plan for the Palo Alto Airport), the site is in the 55 and 60 dB CNEL contours. Sensitive receptors are facilities that house or attract people who are especially sensitive to the effects of the noise environment. Hospitals, schools, convalescent facilities, parks, and residential areas are examples of sensitive receptors. The closest sensitive receptors to the site are parks including Byxbee Recreation Area and Palo Alto Baylands Park. There are no hospitals, schools, convalescent facilities or residential areas near the site. Issues and Supporting Information Resources Would the project: Sources Potentially Significant Issues Potentially Significant Unless Mitigation Incorporated Less Than Significant Impact No Impact a) Exposure of persons to or generation of noise levels in excess of standards established in the local general plan or noise ordinance, or applicable standards of other agencies? 1, 2 X b) Exposure of persons to or generation of excessive ground borne vibrations or ground borne noise levels? 1, 2 X c) A substantial permanent increase in ambient noise levels in the project vicinity above levels existing without the project? 1, 2 X d) A substantial temporary or periodic increase in ambient noise levels in the project vicinity above levels existing without the project? 2, 37 X e) For a project located within an airport land use plan or, where such a plan has not been adopted, would the project expose people residing or working in the project area to excessive noise levels? 1, 38 X Palo Alto Landfill Phase IIC Closure Project Page 56 Initial Study/Mitigated Negative Declaration Issues and Supporting Information Resources Would the project: Sources Potentially Significant Issues Potentially Significant Unless Mitigation Incorporated Less Than Significant Impact No Impact f) For a project within the vicinity of a private airstrip, would the project expose people residing or working in the project area to excessive noise levels? 1 X g) Cause the average 24 hour noise level (Ldn) to increase by 5.0 decibels (dB) or more in an existing residential area, even if the Ldn would remain below 60 dB? 1, 30 X h) Cause the Ldn to increase by 3.0 dB or more in an existing residential area, thereby causing the Ldn in the area to exceed 60 dB? 1, 30 X i) Cause an increase of 3.0 dB or more in an existing residential area where the Ldn currently exceeds 60 dB? 1, 30 X j) Result in indoor noise levels for residential development to exceed an Ldn of 45 dB? 1, 30 X k) Result in instantaneous noise levels of greater than 50 dB in bedrooms or 55 dB in other rooms in areas with an exterior Ldn of 60 dB or greater? 1, 30 X l) Generate construction noise exceeding the daytime background Leq at sensitive receptors by 10 dBA or more? 1, 30 X DISCUSSION: (a) and (c) Construction activities at the site has been ongoing for decades, and will continue at existing levels under the project; no additional construction equipment activity over existing conditions is proposed to occur as a result of the Phase IIC closure. Construction noise would occur over the short-term during the construction period. According to the Palo Alto Municipal Code Section 9.10.060, noise levels from individual construction equipment are limited to 110 dBA at a distance of 25 feet from the source or anywhere off of the property plane. Project construction is not expected to exceed this noise level, and construction would be limited to the hours of 8 a.m. to 6 p.m., Monday through Friday, and 9 a.m. to 6 p.m. Saturdays, consistent with the City’s Municipal Code (Section 9.10.060). Therefore, the project would not expose persons to a generation of noise levels in excess of standards during the short-term construction period. (b) Site construction and development would involve the use of construction equipment such as graders, dump trucks and compacters, but would not use equipment such as jack hammers that cause excessive ground borne vibration or ground-borne noise levels. In addition, there is no housing, schools or other structures in the area that could be regularly subjected to groundborne vibration. (c) See response to (a), above. (d) The proposed project would not result in an increase in ambient noise levels in the project vicinity during closure construction because the same equipment is currently operating at the site and no significant amount of new or unusually loud equipment is required to complete the closure of Phase IIC. In addition, the project would comply with noise limits and construction hours required by the City’s Municipal Code (Section 9.10.060). Palo Alto Landfill Phase IIC Closure Project Page 57 Initial Study/Mitigated Negative Declaration (e) The project site is located within the Santa Clara County Comprehensive Land Use Plan for the Palo Alto Airport (Santa Clara County Airport Land Use Commission 2008). The Palo Alto Airport is located approximately 0.3 mile north of the site. The closure of Phase IIC of the landfill will not result in new exposures of people working in the area to airport noise, since people already work at the landfill. There are no residential uses associated with the project. (f) The proposed project is not within the vicinity of a private airstrip. (g), (h), (i), (j), and (k) The project is not near any residential areas. The nearest residential area is 0.7 mile away. (l) Project activities are similar to existing landfill activities and will be temporary. They will not cause a significant increase in noise levels that would affect users at nearby Byxbee Park. Mitigation Measures: The project will not result in significant noise impacts, and no mitigation measures are required. M. POPULATION AND HOUSING Issues and Supporting Information Resources Would the project: Sources Potentially Significant Issues Potentially Significant Unless Mitigation Incorporated Less Than Significant Impact No Impact a) Induce substantial population growth in an area, either directly (for example, by proposing new homes and businesses) or indirectly (for example, through extension of roads or other infrastructure)? 1 X b) Displace substantial numbers of existing housing, necessitating the construction of replacement housing elsewhere? 1 X c) Displace substantial numbers of people, necessitating the construction of replacement housing elsewhere? 1 X d) Create a substantial imbalance between employed residents and jobs? 1 X e) Cumulatively exceed regional or local population projections? 1 X DISCUSSION: (a), (b) (c), (d) and (e) The project is the closure of Phase IIC of the landfill and postclosure monitoring and maintenance activities over the entire landfill. No aspect of the project provides services that would serve growth in the region, and the project does not involve housing in any way. Mitigation Measures: The project does not impact housing and no mitigation measures are required. Palo Alto Landfill Phase IIC Closure Project Page 58 Initial Study/Mitigated Negative Declaration N. PUBLIC SERVICES Environmental Setting The Palo Alto Fire District, headquartered at 250 Hamilton Avenue, provides fire service to the project site. The nearest station to the site is Fire Station 3, located at 799 Embarcadero Road, approximately 1.5 miles west of the site. The Palo Alto Police Department, located at 275 Forest Avenue, provides police protection to the site. The closest school to the site is Ohlone Elementary School, located approximately 0.7 mile west of the site. Visitor serving recreation areas are located around the site. Byxbee Recreation Area (which includes previously closed sections of the landfill) borders the site to the north, and Palo Alto Baylands Park borders the site to the south. The Baylands Nature Preserve, Palo Alto Duck Pond and Palo Alto Golf Course are also located to the north of the site. Issues and Supporting Information Resources Would the project: Sources Potentially Significant Issues Potentially Significant Unless Mitigation Incorporated Less Than Significant Impact No Impact Would the project result in substantial adverse physical impacts associated with the provision of new or physically altered governmental facilities, need for new or physically altered governmental facilities, the construction of which could cause significant environmental impacts, in order to maintain acceptable service ratios, response times or other performance objectives for any of the public services: a) Fire protection? 1, 2 X b) Police protection? 1, 2 X c) Schools? 1, 2 X d) Parks? 1, 2, 5 X e) Other public facilities? 1, 2 X DISCUSSION: (a), (b), (c), (d), and (e) The landfill site currently receives fire and police protection, and is planned to be converted to passive parkland in the future. Closure of Phase IIC and postclosure monitoring and maintenance activities at the landfill will not require new structures or activities that will increase the need for fire protection, police protection, and land uses (eg. Housing) that increase the demand for new parks, schools or other public facilities are not proposed. Mitigation Measures: The project will not impact public services and no mitigation is required. Palo Alto Landfill Phase IIC Closure Project Page 59 Initial Study/Mitigated Negative Declaration O. RECREATION Issues and Supporting Information Resources Would the project: Sources Potentially Significant Issues Potentially Significant Unless Mitigation Incorporated Less Than Significant Impact No Impact a) Would the project increase the use of existing neighborhood and regional parks or other recreational facilities such that substantial physical deterioration of the facility would occur or be accelerated? 2, 5 X b) Does the project include recreational facilities or require the construction or expansion of recreational facilities which might have an adverse physical effect on the environment? 2, 5 X DISCUSSION: (a) and (b) The proposed project would close Phase IIC of the landfill and continue monitoring and maintenance of the landfill into the postclosure period. These activities will provide environmental protections so that in the future Phase IIC can be converted as planned to 51 acres of passive parkland, to be added to the existing Byxbee Park Recreation Area. The project does not affect population numbers or park and recreation demands. The impacts of developing the park were previously addressed in the Byxbee Park Master Plan process. Mitigation Measures: The project will not result in the need for new recreation services and no mitigation is required. P. TRANSPORTATION AND TRAFFIC Environmental Setting Regional access to the site is provided by U.S. Highway 101, a major interstate that runs north-south through the project area. Local access is provided by Embarcadero Road, travelling east from Highway 101. Congestion management measures are under construction at 101 and Embarcadero Road. There are several parking lots in the Palo Alto Baylands; the closest one to the project site is the Byxbee Park Hills parking lot, which has a capacity for 19 vehicles including one ADA accessible space, as well as bicycle parking (City of Palo Alto 2008). The closest transit service to the project site is a shuttle that runs from the California Street Caltrain Station to the Harbor development office park, located approximately 1,000 feet northwest of the site. The shuttle runs on weekdays during commute hours (City of Palo Alto 2008). The primary pedestrian and bicycle trails in the project area include the San Francisco Bay Trail, which runs north-south approximately 0.3 mile west of the site at its closest point, and the Bay to Ridge Trail, which runs east-west approximately 0.2 mile north of the site at its closest point. A third, unnamed pedestrian and bicycle trail encircles the Baylands to the east of the site and extends from the Palo Alto Golf Course to the Palo Alto Baylands Park (City of Palo Alto 2008). Palo Alto Landfill Phase IIC Closure Project Page 60 Initial Study/Mitigated Negative Declaration Issues and Supporting Information Resources Would the project: Sources Potentially Significant Issues Potentially Significant Unless Mitigation Incorporated Less Than Significant Impact No Impact a) Exceed the capacity of the existing circulation system, based on an applicable measure of effectiveness (as designated in a general plan policy, ordinance, etc.), taking into account all relevant components of the circulation system, including but not limited to intersections, streets, highways and freeways, pedestrian and bicycle paths, and mass transit? 1, 2 X b) Conflict with an applicable congestion management program, including but not limited to level of service standards and travel demand measures, or other standards established by the county congestion management agency for designated roads or highways? 1, 2 X c) Result in change in air traffic patterns, including either an increase in traffic levels or a change in location that results in substantial safety risks? 1, 30 X d) Substantially increase hazards due to a design feature (e.g., sharp curves or dangerous intersections) or incompatible uses (e.g., farm equipment)? 1 X e) Result in inadequate emergency access? 1 X f) Result in inadequate parking capacity that impacts traffic circulation and air quality? 1 X g) Conflict with adopted policies, plans, or programs supporting alternative transportation (e.g., pedestrian, transit & bicycle facilities)? 1 X h) Cause a local (City of Palo Alto) intersection to deteriorate below Level of Service (LOS) D and cause an increase in the average stopped delay for the critical movements by four seconds or more and the critical volume/capacity ratio (V/C) value to increase by 0.01 or more? 1, 2 X i) Cause a local intersection already operating at LOS E or F to deteriorate in the average stopped delay for the critical movements by four seconds or more? 1, 2 X Palo Alto Landfill Phase IIC Closure Project Page 61 Initial Study/Mitigated Negative Declaration Issues and Supporting Information Resources Would the project: Sources Potentially Significant Issues Potentially Significant Unless Mitigation Incorporated Less Than Significant Impact No Impact j) Cause a regional intersection to deteriorate from an LOS E or better to LOS F or cause critical movement delay at such an intersection already operating at LOS F to increase by four seconds or more and the critical V/C value to increase by 0.01 or more? 1, 2 X k) Cause a freeway segment to operate at LOS F or contribute traffic in excess of 1% of segment capacity to a freeway segment already operating at LOS F? 1, 2 X l) Cause any change in traffic that would increase the Traffic Infusion on Residential Environment (TIRE) index by 0.1 or more? 1, 30 X m) Cause queuing impacts based on a comparative analysis between the design queue length and the available queue storage capacity? Queuing impacts include, but are not limited to, spillback queues at project access locations; queues at turn lanes at intersections that block through traffic; queues at lane drops; queues at one intersection that extend back to impact other intersections, and spillback queues on ramps. 1, 30 X n) Impede the development or function of planned pedestrian or bicycle facilities? 1 X o) Impede the operation of a transit system as a result of congestion? 1 X p) Create an operational safety hazard? 1, 2 X DISCUSSION: (a), (b), (h), (i), (j), and (k) The Palo Alto landfill has been in operation, and a source of traffic, for over 90 years. Although waste disposal operations have stopped, the landfill still receives approximately 100 loads of soil per day (1,200-1,500 cy) which is stockpiled at the site or used for repair in areas where the landfill has subsided. The Phase IIC closure project and the postclosure maintenance of the landfill will require continued soil import. It is estimated that 410,000 cubic yards of material will be imported over the next 12-18 months at the current rate. Thus the project will not result in increased traffic levels that will impact the circulation system, conflict with congestion management projects, or impact operating levels at any intersections or on Highway 101. (c)The Palo Alto Airport is located approximately 0.3 mile north of the site. However, the proposed project does not include any structures or activities that will affect air traffic patterns or safety. (d) The project does not include road construction. (e) The project does not affect existing emergency access. Palo Alto Landfill Phase IIC Closure Project Page 62 Initial Study/Mitigated Negative Declaration (f) The project does not require additional parking capacity. (g), (n), and (o) The project does not affect alternative transportation facilities. (l), (m), and (p) The project does not result in an increase in traffic over existing conditions that will impact the TIRE index (it is also 0.7 mile from the nearest residential area), change queuing or create an operational safety hazard. Mitigation: The project will not result in significant impacts to transportation and traffic and mitigation measures are not required. Q. UTILITIES AND SERVICE SYSTEMS Issues and Supporting Information Resources Would the project: Sources Potentially Significant Issues Potentially Significant Unless Mitigation Incorporated Less Than Significant Impact No Impact a) Exceed wastewater treatment requirements of the applicable Regional Water Quality Control Board? 1, 2 X b) Require or result in the construction of new water or wastewater treatment facilities or expansion of existing facilities, the construction of which could cause significant environmental effects? 1, 2 X c) Require or result in the construction of new storm water drainage facilities or expansion of existing facilities, the construction of which could cause significant environmental effects? 2 X d) Have sufficient water supplies available to serve the project from existing entitlements and resources, or are new or expanded entitlements needed? 2 X e) Result in a determination by the wastewater treatment provider which serves or may serve the project that it has inadequate capacity to serve the project’s projected demand in addition to the provider’s existing commitments? 2 X f) Be served by a landfill with sufficient permitted capacity to accommodate the project’s solid waste disposal needs? 2 X g) Comply with federal, state, and local statutes and regulations related to solid waste? 2 X h) Result in a substantial physical deterioration of a public facility due to increased use as a result of the project? 1 X Palo Alto Landfill Phase IIC Closure Project Page 63 Initial Study/Mitigated Negative Declaration DISCUSSION: (a) and (b) The project is the closure of Phase IIC of the Palo Alto Landfill and it does not involve new wastewater generating uses. (c) The closure of Phase IIC of the landfill will not add new impervious surface area and will not increase surface water runoff in the area. There are existing stormwater controls at the landfill, and new stormwater controls will be constructed as part of the landfill closure. The maintenance of stormwater facilities will continue under the closure plan. The proposed ET cover material is designed to absorb stormwater. (d), (e), and (f) The Palo Alto Landfill Phase IIC closure project does not require a significant new water supply or result in land uses which require wastewater treatment or landfill capacity. (g) The closure and postclosure activities that are proposed will be completed in compliance with state and federal regulations, as explained in the Project Description. Mitigation Measures: The project will not result in significant impacts to utilities and service systems and no mitigation measures are required. R. MANDATORY FINDINGS OF SIGNIFICANCE Issues and Supporting Information Resources Would the project: Sources Potentially Significant Issues Potentially Significant Unless Mitigation Incorporated Less Than Significant Impact No Impact a) Does the project have the potential to degrade the quality of the environment, substantially reduce the habitat of a fish or wildlife species, cause a fish or wildlife population to drop below self-sustaining levels, threaten to eliminate a plant or animal community, reduce the number or restrict the range of a rare or endangered plant or animal or eliminate important examples of the major periods of California history or prehistory? 1, 23, 24, 25, 26 X b) Does the project have impacts that are individually limited, but cumulatively considerable? (“Cumulatively considerable” means that the incremental effects of a project are considerable when viewed in connection with the effects of past projects, the effects of other current projects, and the effects of probable future projects)? 1, 2, 39 X c) Does the project have environmental effects which will cause substantial adverse effects on human beings, either directly or indirectly? 1, 2, 39 X Palo Alto Landfill Phase IIC Closure Project Page 64 Initial Study/Mitigated Negative Declaration DISCUSSION: (a) As noted under Biological Resources, there is a very small chance that closure activities could impact species that are protected by law. Mitigation measures are recommended to avoid significant impacts. (b), and (c) The landfill closure and postclosure monitoring activities are similar to activities that are ongoing at the landfill, and are intended to provide the necessary environmental protections for air and water quality. The project does not require an increase in equipment amount or new equipment that is particularly tall or loud in order to be completed. The closure activities are short-term and will be completed within two years; the postclosure activities are long term and are essentially the same as existing postclosure activities on other portions of the landfill that were previously closed. Palo Alto Landfill Phase IIC Closure Project Page 65 Initial Study/Mitigated Negative Declaration SOURCE REFERENCES (1) Preparer’s knowledge and analysis (2) Final Closure and Postclosure Maintenance Plan for Phase IIC City of Palo Alto Landfill Palo Alto, CA March 2009 (August 2009 update). Prepared for the City of Palo Alto; Prepared by Golder Associates Roseville, CA. Reference #083-97260 Personal communications with Rich Haughey, Golder Associates, 2013. (3) State Highways Map http://www.dot.ca.gov/hq/LandArch/scenic_highways/ (accessed July 29, 2013) (4) Palo Alto Comprehensive Plan 2007 http://www.cityofpaloalto.org/gov/topics/projects/landuse/compplan.asp (accessed Jan? - July 2013) (5) Palo Alto Baylands Master Plan. 2008. 4th Edition. Adopted by the Palo Alto City Council October, 2008. (6) 2010 Santa Clara County Important Farmlands map; Farmland Mapping and Monitoring Program, California Department of Conservation, Division of Land Resource Protection 2011. (7) Santa Clara County Williamson Act FY 2012/2013 map; California Department of Conservation, Division of Land Resource Protection 2012. (8) Public Resources Code section 12220(g). (9) Public Resources Code section 4526. (10) Bay Area Air Quality Management District (BAAQMD) 1999. BAAQMD CEQA Guidelines: Assessing the Air Quality Impacts of Projects and Plans. San Francisco, CA. December, 1999. (11) _______2010. “2010 Clean Air Plan”. 2010 Clean Air Plan. BAAQMD, Planning, Rules and Research Division, Plans. January 6, 2012. Web. July 2, 2013. <http://www.baaqmd.gov/Divisions/Planning-and-Research/Plans/Clean-Air-Plans.aspx> (12) _______2010a. Source Inventory of Bay Area Greenhouse Gas Emissions. San Francisco, CA. February 2010. <http://www.baaqmd.gov/~/media/Files/Planning%20and%20Research/Emission%20Inventory/regionalinvento ry2007_2_10.ashx> (13) _______ 2011. California Environmental Quality Act Air Quality Guidelines. San Francisco, Ca. June 2010, updated May 2011. (14) _______2012. Final Major Facility Review Permit. Issued to City of Palo Alto Landfill, Facility #A2721. June 4, 2012. <http://www.baaqmd.gov/~/media/Files/Engineering/Title%20V%20Permits/A2721/A2721_2012-6_Renewal- Final-Permit_02.ashx?la=en> (15) _______2013. “Air Quality Standards and Attainment Status.” Air Quality Standards and Attainment Status. BAAQMD, Planning, Rules, and Research Division, Air Quality Standards. n.d. Web. July 2, 2013. <http://hank.baaqmd.gov/pln/air_quality/ambient_air_quality.htm> (16) California Air Resources Board (ARB) 2007. Staff Report California 1990 Greenhouse Gas Emissions Level and 2020 Emissions Limit. Sacramento, CA. November 16, 2007. http://www.arb.ca.gov/cc/inventory/pubs/reports/staff_report_1990_level.pdf Palo Alto Landfill Phase IIC Closure Project Page 66 Initial Study/Mitigated Negative Declaration (17) _______2009. Climate Change Scoping Plan – A Framework for Change. Endorsed by ARB December 2008.Sacramento, CA. May 11, 2009. <http://www.arb.ca.gov/cc/scopingplan/document/scopingplandocument.htm> (18) _______2011. Final Supplement to the AB 32 Scoping Plan Functional Equivalent Document. Released August 19, 2011. Sacramento, CA. Approved August 24, 2011. http://www.arb.ca.gov/cc/scopingplan/fed.htm; and _______2010. “Local Government Operations Protocol for the Quantification and Reporting of Greenhouse Gas Emissions.” Sacramento, CA May 2010. http://www.arb.ca.gov/cc/protocols/localgov/pubs/1go_protocol_v1_1_2010-05-03.pdf (19) City of Palo Alto 2007. “Comprehensive Plan and Amendment.” City of Palo Alto, Government, Hot Topics, City Projects, Land Use and Development, Comprehensive Plan. October 9, 2007. Web. July 3, 2013. <http://www.cityofpaloalto.org/gov/topics/projects/landuse/compplan.asp> (20) _______2007a. Climate Protection Plan. Palo Alto, CA. December 3, 2007. <http://www.cityofpaloalto.org/civicax/filebank/documents/9986> (21) _______2013. Summary of Sustainable Activities. City Council Information Report from the Palo Alto City Manager. Palo Alto, Ca. April 15, 2013. <http://www.cityofpaloalto.org/civicax/filebank/documents/33915> (22) United States Environmental Protection Agency (U.S. EPA) 2012. "Currently Designated Nonattainment Areas for All Criteria Pollutants." The Green Book Nonattainment Areas for Criteria Pollutants, Criteria Pollutant Reports. U.S. EPA. December 14, 2012. Web. July 2, 2013. <http://www.epa.gov/oaqps001/greenbk/ancl.html#CALIFORNIA > (23) CNDDB (24) ESA. August 2008. Draft Wildlife Management – Byxbee Park and Future Landfill Closure Area Wildlife Habitat Assessment. Preliminary Subject to Revision. Prepared for the City of Palo Alto. ESA 205466 Oakland, CA (25) Oregon Department of Agriculture, Plant Programs. Point Reyes bird’s beak (Cordylanthus maritimus ssp. palustris). http://www.oregon.gov/ODA/PLANT/CONSERVATION/pages/profile_comapa.aspx. Accessed July 2, 2013. (26) Orlando, J.L. et, al. South San Francisco Bay Tidal Marsh Vegetation and Elevation Surveys – Corkscrew Marsh, Bird Island, and Palo Alto Baylands, California. United States Geological Survey. 1983. (27) Municipal Code Section 8.10, City of Palo Alto’s Tree Preservation Ordinance. (28) http://www.fws.gov/sacramento/es/Habitat-Conservation-Plans/es_hcp.htm (Accessed July 6, 2013) (29) ABAG Alquist Priolo map: http://gis.abag.ca.gov/website/FaultZones/index.html (Accessed July 2013) (30) Google Earth, 2013. 37o26’53.05”N 122o06’26.28”W (Accessed July 2013) (31) Department of Toxic Substances Control, EnviroStor ID 71003672 (32) Muti-Jurisdictional Local Hazard Mitigation Plan for the San Francisco Bay Area, Association of Bay Area Governments, 2010 (33) City of Palo Alto Emergency Operations Plan, June 2007 (34) Wildland Fire Assessment System, United States Forest Service (35) ABAG Tsunami Map: http://gis.abag.ca.gov/website/Tsunami/index.html (Accessed July 2013) (36) Santa Clara County General Plan 1995-2010. December 1994. (37) Palo Alto Municipal Code Section 9.10.060 Palo Alto Landfill Phase IIC Closure Project Page 67 Initial Study/Mitigated Negative Declaration (38) Santa Clara County Airport Land Use Commission. November 19, 2008. Comprehensive Land Use Plan Santa Clara County Palo Alto Airport. Prepared by Walter Windus, PE, Saratoga, CA. http://www.sccgov.org/sites/planning/PlansPrograms/ALUC/Pages/ALUC.aspx (July 2013). (39) Other sections of this Initial Study (40)_______2010. “Local Government Operations Protocol for the Quantification and Reporting of Greenhouse Gas Emissions.”Sacramento, CA. May 2010. < http://www.arb.ca.gov/cc/protocols/localgov/pubs/lgo_protocol_v1_1_2010-05-03.pdf> City of Palo Alto (ID # 4348) City Council Staff Report Report Type: Action Items Meeting Date: 12/16/2013 City of Palo Alto Page 1 Summary Title: Direction on Maybell Options Title: Council Discussion and Direction to Staff Regarding the 567-595 Maybell Avenue Site From: City Manager Lead Department: Planning and Community Environment Recommendation Staff recommends that Council direct staff to take no action terminating the loan agreement for the property at 567-595 Maybell, and to closely monitor future changes to the inventory of housing sites identified in the City’s 2007-2014 Housing Element as a result of the defeat of Measure D on November 5, 2013. Executive Summary The subject site, 567-595 Maybell Avenue, was purchased by the Palo Alto Housing Corporation (PAHC), in part with a $5,820,200 loan from the City. With the defeat of Measure D on November 5, 2013, PAHC’s plan for a 60 unit affordable senior development and 12 market rate single family homes will not proceed. The City could choose to do nothing and recoup its investment upon sale of the property by PAHC, or could take steps to terminate the agreement. Upon termination, the City could force a sale of the property or exercise its option to purchase. The Maybell site and the 60 affordable units proposed by PAHC were included in the recently adopted Housing Element to help the City meet its Regional Housing Needs Allocation (RHNA) requirement. While staff believes that the defeat of Measure D does not immediately jeopardize the Housing Element’s certification status, it does severely reduce the City’s already small surplus of prospective units identified in the Housing Element and makes it imperative that the City make good faith efforts to implement other programs and sites in the Housing Element. Specifically, any development on parcels within the Housing Element’s inventory of sites will need to be closely monitored, and if one of those sites develops during 2014 at densities lower than the realistic capacity ascribed to it in the Housing Element, the City will need to identify additional sites to ensure that the City can meet its RHNA requirement. City of Palo Alto Page 2 Background Palo Alto Housing Corporation, a not for profit affordable housing developer, entered into a purchase agreement in June 2012 to purchase 567-595 Maybell Ave for $15,580,000. The 2.46 acre property contains four single-family residential homes and an orchard with non-bearing fruit trees. In September 2012, the City Council conducted a study session to hear a proposal from PAHC to develop a 60 unit multifamily affordable housing project with a market-rate single family home subdivision component. In November 2012, the City approved a $3,220,220 million acquisition loan to PAHC with an additional $2,600,000 loan commitment to the project. The property closed escrow at the end of November 2012 and the $2.6 million loan was finalized in July 2013 for a total City loan amount of $5,820,200. (The funding was derived from affordable housing impact fees and can only be used for that purpose.) See Attachment A (First Amended and Restated Acquisition and Development Loan Agreement and Option to Purchase). In the interim, PAHC submitted a request for a zone change to a Planned Community (PC) zone district to allow the development of 60 units of affordable senior housing and 15 market rate single family units. The PC zone change was requested in that the proposed residential density would have exceeded the maximum allowed in the underlying district, which would allow 34-46 units depending on whether a State density bonus is triggered. The PC application was approved by the City Council in June 2013. A referendum, Measure D, was held to affirm the Council’s decision to approve project. The measure was defeated on November 5, 2013, so the site retains its current R-2 and RM-15 zoning, and the PAHC project cannot proceed. Staff understands that PAHC is currently marketing the property, with the intention to sell. As noted above, under the current zoning, maximum build-out of the parcel could include up to 34-46 residential units. The ultimate number of units allowed would depend on the site layout, size of units and whether sufficient affordable units are included to trigger a density bonus allowed under State law. In structuring the financing for the acquisition of the loan, two other lenders, the Low Income Investment Fund (LIIF) and Local Initiative Support Corporation (LISC), were co-senior lenders, providing an $8 million loan. Of the $8 million loan, $7 million was for the acquisition and the remaining $1 million is used as an interest reserve. The interest reserve was used to pay the interest on the $7 million. The City’s loan was in second position and the County, who is in the most subordinate position, provided a $2,759,780 loan. The property was over-encumbered with the amount of the loans, $16,580,000, exceeding the property purchase price of $15,580,000. The current total loan balance is approximately $16,080,000. Closing costs on the City of Palo Alto Page 3 transaction are estimated to be approximately $1 million. Therefore, the sales price would need to be in the $17 million to $17.5 million price to pay all encumbrances and closing costs. Staff believes that the property value has increased since PAHC acquired the site. For reference, according to Zillow, Palo Alto home values have increased approximately 20% in the past year. Trulia’s reports figures similar to Zillow. Applying the 20% appreciation estimate to the $15.58 million purchase price, the property would be valued at approximately $18.7 million. If the property were to be sold, the LISC and LIIF loans would be repaid first, the City loan would then be repaid and the County loan would be repaid last. Any remaining proceeds from the sale could be used to pay for Palo Alto Housing’s predevelopment costs. An appraisal would be required to get an accurate value on the property. If the property value does not support the full amount of the loans, the County loan, being the most junior in position, would be most at risk not to completely be repaid. However, for the sale to proceed in this situation, the County would need to agree to a short sale and the County could demand that PAHC or some other entity agree to cover all or a portion of the County’s losses. Discussion As noted above, the City agreed to loan PAHC $5,820,200 for the purchase and development of a 60 unit affordable housing project, with a market-rate single family home component. With the defeat of Measure D, the City could do nothing and allow PAHC to sell the property to a market rate developer and repay the City its loan, or the City could terminate the agreement. Under the first option (“do nothing”), the City would wait until PAHC identifies a buyer and negotiates a sale. The City would approve the sale and receive its $5,820,200 at closing; the $5,820,200 would be available for another needed affordable housing development elsewhere in the city in the future. Under the second option (terminate the agreement), the City would provide a notice of termination to PAHC. Concurrently with the termination notice, the City could exercise an option to purchase the property. If the City issued a termination notice but did not exercise an option, the City’s loan would become due and payable on the effective date of the termination notice. This would effectively force PAHC to sell the property and the results would be the same as with the “do nothing” option. If the City exercises its option to purchase the site, it must provide notice to PAHC within 120 days of the date the project was not approved, or March 5, 2014. (March 5, 2014 is 120 days City of Palo Alto Page 4 from the election on November 5, 2013.) Under the option, the City would theoretically have the ability to acquire the property for the amount of the City’s loan, or $5,820,200. However, in acquiring the property, the City would also be responsible for assuming the $8.0 million LISC/LIIF loan and the $2.8 million County loan. This course of action would have significant negative impacts on PAHC, because the non-profit would not recoup its predevelopment expenses. In addition, this course of action would require the City to invest substantial additional funds because both the County loan and the LISC/LIIF loans were conditioned on a development similar to the one rejected by the voters. In addition, if the City proposed to use the property for any purpose other than affordable housing, the City’s $5.8 million loan from the affordable housing fund would need to be backfilled with other funds. The County has recorded a Regulatory Agreement against the property requiring 20 units of extremely low income housing on the property. Thus, any future development would need to adhere to the County Regulatory Agreement requirements, which could only be removed if the County loan was repaid. Similarly, the LISC and LIIF loan agreements require the owner of the Property to pursue approval of a project similar to the Development. Therefore, the City would have to pay off the loans in order to avoid default with the LISC/LIIF loans, or the City could negotiate with LISC/LIIF to revise their project requirements in their loan agreements. In any circumstance, the City would need to pay off the loans by November 29, 2014 to avoid a default. If the City were interested in purchasing the property for development of affordable housing under the existing zoning, it would need to identify over $10 Million in additional funding to purchase the site and pay off the loans. Even with a State density bonus on the site, the maximum number of units could not exceed 46. In the PAHC proposal, the total development cost was $26.3 million for the entire 60 unit development or approximately $438K per unit. Of the $438K per unit cost, $125K was the land cost, and it was estimated that the land cost of the 1.0 acre senior development site was $7.5 million. In a less dense development of 46 units, the per-unit costs would be much higher. For example, in a 46 unit affordable development, the land cost per unit alone would be approximately $318K ($15.6 Million/46 units). With the addition of construction costs, the per-unit cost increases substantially. Also, with PAHC’s project, about $13 Million would have been generated with tax credit equity. In 2013, the average project size that was awarded tax credits was 62 units. Therefore, it is unlikely that a smaller, less dense project requiring much higher subsidies could depend on tax credit equity as a source of funding. The City could also explore the possibility of developing a mixed income project similar to the PAHC proposal, although at existing densities. It appears the City would still face larger subsidies for the affordable units because of the lower density. The sales proceeds from the City of Palo Alto Page 5 market rate development may help decrease some of the affordable housing costs, but again, because of the lower density, the project would not be competitive for tax credit financing. Other items to consider if the City were to purchase the property include the four existing homes on the site and possible relocation costs incurred, as well as carrying costs during pre- development and development. Impact to Housing Element The Maybell project and its then-approved 72 units were included in the 2007-2014 Housing Element. This is a net increase of 38 units above the existing zoning on the site (24 units above the existing zoning with the potential State density bonus for affordable housing). In the Housing Element inventory of sites, the City identified enough sites to accommodate 1,680 units. This was just sufficient to meet the City’s unmet need of 1,646 units. With the defeat of Measure D and the “loss” of the 38 net units from Maybell, it created a small deficit of 4 units. However, the approval of the 48 housing units at 3159 El Camino Real resulted in 17 additional units above the site’s assumed capacity of 31 units. Thus, the City has a surplus -- although smaller than what was approved by HCD – and a very fluid situation, in which one or two future developments can significantly affect the City’s ability to meet its RHNA requirements. This means that the City will need to closely monitor proposed developments on sites included in the Housing Element’s inventory and find alternative sites if any develop with fewer units than originally assumed. This imperative is encapsulated in Housing Element Program 2.2.8, which the State required the City to include in its Housing Element. Timeline The timing of PAHC’s sale of the property is unknown, and if the City were interested in terminating its agreement with PAHC, it must provide notice prior to March 5, 2014. Resource Impact The City has invested signifcant resources in the Maybell site (approx $5.8M) from the Residential Housing Fund (Fund 233) and the Commercial Housing Fund (Fund 234), and is expected to recoup that investment for use in another affordable housing project upon sale of the property. If the Council wishes to terminate its agreement and exercise its option rather than recouping its investment, significant additional resources would be required for the purchase and subsequent development of the site. It is important to remember that the City has significant unfunded infrasructure needs that have been under study for the past several years and limited capital to address those needs. Also, the City really doesn’t have the expertise or time to “go into the development business.” Finally, termination of the agreement and City purchase could have a significant impact on PAHC and their ability to reinvest in other needed afforable housing in the city. City of Palo Alto Page 6 Policy Implications The loss of units at the Maybell site impacts the inventory of sites in the City’s Housing Element and it will be imperative for the City to monitor closely the development on other sites across the city during 2014 and to ensure that the City’s Regional Housing Needs Allocation can still be met. Environmental Review Taking no action regarding the loan agreement is not a “project” requiring CEQA review. If the City were to terminate the agreement and exercise its option to purchase the site, this would constitute a project requiring review. The level of review required (and the potential use of the prior environmental document) would depend on the intended use(s) of the site. Attachments:  Attachment A: Amended Loan Agreement (PDF)  Attachment B: Public Comments (PDF) FIRST AMEND~DANDRESTATED ACQUISITION AND DEVELOP:MENT LOAN AGREEMENT AND OPTION TO PURCHASE 89S\05\1267519.3 llWio13 , by and between THE ·CITY OF PALO ALTO A Chartered City and Munieipal·Corporation and PALO ALTO HOUSING CORPORATION A California Non-Profit PubOe Benefit Corporation For the Real Property Loeated at: 567 .. 595 Maybell Avenue (APN: 137 .. 25-108,137 .. 25 .. 109) Dated ~ \1; 2013 TABLE OF CONTENTS ARTICLE 1 DEFINITIONS AND EXHIBITS 3 Section 1.1 Definitions ........................................••...........................................•.................. 3 Section 1.2 Exhibits ........................................................................... ~ .......... tol •••••••••••••••••••••• 7 ARTICLE 2 LOAN PROVISIONS 7 Section 2.1 Loan .................................... It ••••••••••••••••••••• If ................... f ••••••••••••••••••••••••••••••••••• t 7 Section 2.2 Interest ................................................................... :. .......................................... 8 Section 2.3 Use ofF1lllds ..................................................................................................... 8 Section 2.4 .Securit:y .•••.••••••.•••••...••••••••••..••... ~ .................................................................... .,. ••• 8 Section 2.5 Subordination ...................................................................................................... 9 Section 2.6 Disbursement Requirements -Acquisition Loan .................. ~ ........................ 10 Section 2.7 Subordirtation to Construction Financing .................. ~ ................................... 12 Section 2.8 Subordination to Permanent Financing ........................................................... 14 Section 2.9 Repayment of th.e City Loan ........................................................................... 14 Section 2.10 Non-Recourse ...................................................................................... ~ ........ 17 ARTICLE 3 PREDEVELOPMENT ACTIVITIES 18 Section 3.1 Predevelopment Activities ........................................................................ , ..... 18 Section 3.2 Land Use Approvals and CEQA Review ....................................................... 18 Section 3.3 Tax Credit and Other Finanoing Applications ................................................ 19 Section 3',4 Fin81lcing Platl. ............................................................................................... 19 Section 3.5 Building Permit ............................................................................................... 20 ARTICLE 4 ONGOING OBLIGATIONS 20 Section 4.1 Periodic Reports ........................................ ~ .................................................... 20 Section 4.2 Informa,tion ........................................................................................................ 20 Section 4.3 Records .................................•.....................•........................................• · .........• 20 Section 4.4 Audits ..................•.......•.......... ! •••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••• 21 Section 4.5 Compliance with Laws; Prevailing Wages ..................................................... 21 Section 4.6 Relocation .......................................•....... ' .......................................................• 22 Section 4.7 Hazardous Materials ....................................................................................... 22 Section 4.8 Mainten8Ilce and Damage .............................................................................. 25 Section 4.9 Mechanics Liens, Stop Notices, and Notices of Completion ......................... 25 Section 4.10 Fees atld Taxes .............................................................................................. 26 Section 4.11 Notices ..............••••................ ; ••..................•.. t ................................................. 26 Section 4.12 Non-Discrimination ... i ................................ , •••••••••••••••••• • .............................. 26 Section 4.13 Insurance Requirements ................................................................................ 27 Section 4.14 Transfer .......................................................................................................... 27 Section 4.15 Other Indebtedness and Liens ....................................................................... 28 Section 4.16 Use as Affordable Housing ........................................................................... 28 ARTICLE 5 REPRESENTATIONS AND WARRANTIES OF BORROWER 895\05\1267519.3 112212013 i 29 TABLE OF CONTENTS (continued) Section 5.1 Representations an.d Warran.ties ..................................................................... 29 Section 5.2 Survival of Representations and Warranties .................................................. 31 ARTICLE 6 TERMINATION, DEFAULT AND REMEDIES 31 'Section 6.1 Termination of Agreetnent ............................................................................. 31 Section 6.2 Events of Default. ........................................................................................... 31 Section:6.3 Remedies .......................................................................................................... 33 Section ~.4 Option to Pl.1l'Cbase, Enter.and Possess .............................................................. 34 Section 6.S RiglJ.t of Contest .............................................................................................. 35 Section 6.6 Remedies Cumulative .................................... ~ ................................................ 35 ARTICLE 7 GENERAL PROVISIONS 35 Section 7.1 Agreement Coordination ................................................................................ 35 Section 7.2 Relationship of Parties ..................................................... ~ ............................... 36 Section 7'.3 No Claims ....................................................................................................... 36 . Section 7.4 AmendInents ................................................................................................... 36 Section 7.5 Entire Understanding of the Parties ................................................................ 36 Section 7.6 htdemnification ............................................................................................... 36 Section 7.7 Non-Liability of CITY and CITY Offioials, Employees and Agents ............. 37 Section 7.8 No Third Party Beneficiaries .......................................................................... 37 Section 7.9 Action by the CITY; Amendments ................................................................. 37 Section 7.10 Waivers .........•..........................• t ••••••••••••••••••••• , ••••••••••••••••••••••••••••••••••••••••••••• 37 Section 7.11 Notices, Demands and Communications ...................................................... 37 Section 7.12 Applicable Lawan.d Ven.ue .......................................................................... 38 . Section 7.13 Parties Bound ................................................................................................ 38 Section 7.14 Attomeys' Fees ............................... ! ............................................................. 39 Section 7.15' Severability' .•.. ~ .............................................................................................. 39 Sec-tj.on 7.16 Force Majeure ...•...............•.......••• , ........... , ............•........•••............................ 39 Section 7.17 Contlict ofhtterest ........................................................... ~ ............................. 39 Section 7.18 Time ofBssence ...................................................... " ................. , ........•..•....... 40 Section 7.19 Title of Parts and Sections; Exhibits ............................................................ .40 Section 7 .20 Mu1tip~e Originals; Counterpart .................................................................... 40 . Section 7.21 Recording of Memo of AgreCUlent .............................................................. 40 Section 7.22 Further Actions ............................................................................................. 40 EXHffiIT A: Legal Description of the Property EXHmIT B: Note EXHIBIT C: Deed of Trust EXHmIT D: Estimated Project Costs and Sources of Funds EXHIBIT E: Schedule of Performance EXHIBIT F: . Assignment of Documents EXHIBIT G: Insurance Requirements 895\05\1267519.3 112212013 ii FIRST AMENDED AND RESTATED ACQUISITION AND DEVELOPMENT LOAN AGREEMENT AND OPTION TO PURCHASE (Maybell Orchard Apartments, 567-595 Maybell Avenue, Palo Alto, California) This First Amended and Restated Acquisition and Development Loan Agreement and Option to Purchase (the "Agreement"), initially ex~ as ~ November 28, 2012 (the "Effective Datetl), as fully amended and restated as of~, 2013, by and between the CITY OF PALO ALTO, a chartered city and a municipal corporation (the "CITY") and PALO ALTO HOUSING CORPORATION, a California non-profit public benefit corporation, with offices at 725 Alma Street, Palo Alto, California 94301 (the tlBORROWER"). RECITALS A. On June 22, 2012, BORROWER entered into a purchase and sale agreement with Maybell Sambuceto Properties, LLC, a California limited liability company, and Sambuceto Partners, a California limited partnership, 'to acquire the property located at 567 .. 595 Maybell Ave., , Palo Alto, California (the "Property") for a purchase price of Fifteen Million Five Hundred Eighty Thousand Dollars ($15,580,000) for the purpose of developing an affordable rental housing project. A legal description of the Property is attached as Exhibit At ' B. BORROWER proposes to construct approximately sixty (60) residential rental units (the IIPr<?jecttt) on a portion of the Property, of.which fifty-nine (59) units would be affordable to low, very low, and extremely low income senior households earriing between thirty percent (30%) and sixty percent (60%) of area median income as determined by the United States Department of Housing and Urban Development. BORROWER further desires to sell a portion of the Property totaling approximately 1.46 acres '(the "Market .. Rate Parcel") to a third party for construction of market-rate housing to reduce the acquisition and development costs related to the Proj ect. ' C. CITY 'has established the Residential In-Lieu Housing Fund (the "In .. Lieu Housing Fund") for the purpose of providing loans to support the development of affordable rental housing. The expenditure of funds for site acquisition to secure a site for possible use as low income housing is an eligible activity under the CITY's adopted Guidelines for use of the Residential In-Lieu Housing Fund. CITY has further established the Stanford University Medical Center Infrastructure, Sustainable Neighborhoods and Communities, and Affordable Housing Fund (the "SUMC Fund") in part to support the development of affordable housing. There is a severe ,shortage of rental housing affordable to senior residents with extremely low, very low, and low incomes in Palo Alto and nearby areas. D. The CITY made a loan to BORROWER in the amount of Three Million Two Hundred Twenty Thousand Two Hundred Twenty pollars ($3,220,220) (the "Original Loanll) from the In .. Lieu Housing Fund pursuant to that Acquisition and Development Loan Agreement and Option to Purchase by and between the CITY and the BORROWER dated November 28, 2.012 (the "Original Loan Agreement") and a Promissory Note executed by the BORROWER 895\oS\l267519.3 112212013 1 dated November 26,2012 (the "Original Note't), which was secured by a Deed of Trust with Assignment of Rents dated November 16, 2012 (the ItOriginal Deed of Trust"). The purpose of the Original Loan was to assist in the acquisition of the Property. While the BORROWER was able to acquire the Property in a timely fashion, BORROWER was required to borrow from other assets. To further assist in the acquisition of the Property for possible use as affordable housing, BORROWER wishes to borrow an additional Two Million Six Hundred Thousand Dollars ($2,600,000) from the SUMC Fund. BORROWER and the CITY wish to amend and restate the Original Loan Agreement to increase the tota1loan from the CITY to Five Million Eight Hundred Twenty Thousand Two Hundred Twenty Dollars ($5,820,220) (the nCity Loanlt). - E. The portion of the City Loan funded from the SUMC Fund ($2,600,000) must be repaid by January 31, 2015, unless CITY grants an extension of up toone year for repayment. The amount of the City Loan attributable to the SUMC Fund shall decrease as CITY receives additional funds designated for the In-Lieu Housing Fund, as further described in Section 2.1 of this Agreement, Only those portions of the City Loan that remain attributable to the SUMC Fund must be repaid by January 31, 2015 or any extension of that date. F. Concurrently with execution of this Agreement, the BORROWER will execute a First Amended and Restated Promissory Note (the IINote", attached as Exhibit B) evidencing the City Loan, which will be secured by a deed of trust recorded against the Property (the "Deed of Trust," attached as Exhibit C). The City Loan will be further secured by an Assignment of Docwnents as defined below. As a condition to disbursement of the remaining proceeds of the City Loan, the CITY will cancel the Original Note and reconvey the Original Deed of Trust. O. Through this Agreement, the City has made no commitment to approve the Project nor any particular application for Land Use Approvals (as defined below) on the Property, and site .. specific environmental review will be completed when such application is made and plans are developed for the Project. The provision of financing for acquisition of the Property, without commitment to any specific project, is consistent with the Land Use Element of the Comprehensive Plan and with the CITY's affordable housing goals as outlined in the Housing Element of the Comprehensive Plan. A program Envirorunentallrilpact Report on the CITY'S Comprehensive Plan was certified by the Palo Alto City Council on July 20, 1998. The approval of this Agreement is within the scope of that program EIR, and no new environmental document is required~ in that no specific plans for development of the Property have been proposed that would create additional environmental impacts. H. This Agreement amends and restates the Original Loan Agreement in its entirety. BORROWER and CITY desire to enter into this Agreement to establish certain terms and conditions relating to the City Loan. NOW, THEREFORE, in consideration of the mutual covenants and agreements specified herein, and subject to its terms and provisions, the parties to this Agreement hereby agree as follows. 895\05\1261519.3 112212013 2 AGREEMENT The foregoing recitals are hereby incorporated by reference and made part of this Agreement. This Agreement is entered into to assist the BORROWER in the acquisition of the Property and the development of the Project, which consists of multifamily rental housing reserved for occupancy by extremely low, very low, and low income households. This Agreement sets forth the respective duties and responsibilities of CITY and BORROWER regarding the acquisition of the Property and financing for the development of the Project, establishes a schedule of performance by BORROWER, and provides for a termination of this Agreement under certain conditions. ARTICLE! DEFINITIONS AND EXHIBITS Section 1.1 Definitions. The following capitalized terms have the meanings set forth in this Section 1.1 wherever used in this. Agreement, unless otherwise provided: . (a) 'tAgreement" is defined in the first paragraph of this Agreement. (b) "Annual Operating Expenses" is defined in Section 2.9 below. (c) "Approved Acquisition Financing" shall mean all of the following loans: (1) Loan from the Local Initiatives Support Corporation ("LISC"), a New York not-for-profit corporation with its principal offices located at 501 Seventh Avenue, 7th Floor, New York, New York 10018, in the approximate amount of Four Million Dollars ($4,000,000) (including an interest reserve not to exceed Five Hundred Thousand Dollars ($500,000)), secured by a shared, first priority deed of trust on the Property (the "LISe Loanlt); (2) Loan from the Low Income Investment Fund ("LIIF"), a California nonprofit public benefit corporation with offices located at 100 Pine Street, Suite 1800, San Francisco, California 94111, in the approximate amount of Four Million Dollars ($4,000,000) (including an interest reserve not to exceed Five Hundred Thousand Dollars ($500,000)), secured by a shared, first priority deed of trust on the Property (the "LIIF Loan"); (3) Loan from the County of Santa Clara in the approximate amount of Two MillioJ;l Seven Hundred Fifty Nine Thousand Seven Hundred Eighty Dollars ($2,759,780) (the "County Loantt). 895\05\1267519.3 1122/2013 3 (d) ItApproved Construction Financing" shall mean the City Loan, the County Loan~ and the following additional financing: (1) Tax Credit Investor Proceeds in the approximate amount of One Million One Hundred Thirty Two Thousand Dollars ($1,132,000); and (2) Construction Loan in the approximate amount of Ten Million One Hundred Sixty One Thousand Dollars ($10,161,000), on tenus reasonably approved by the CITY. (e) "Approved Financing" means the Approved Acquisition Financing, the Approved Construction Financing,and/or the Approved Penuanent Financing. (f) "Approved Pennanent Financingll shall mean the City Loan, the County Loan, and the following additional financing: ' (1) Tax Credit Investor Proceeds in the approximate amount of Eleven Million Three Hundred Eighteen Thousand Dollars ($11,318,000); and (2) Conventional Mortgage in the approximate amount of One Million Two Hundred Twenty Eight Thousand Dollars ($1,228,000), on terms reasonable approved by the CITY. (g) "Assignment of Documents" is defined in Section 2.4. The form of the Assignment of Documents is attached hereto as Exhibit F. (h) "BORROWER" is defined in the first paragraph of this Agreement. (i) IICEQA" means the California Environmental Quality Act, Public Resources Code Section 21000 et seq. G) "CITY" is defined in the fIrst paragraph of this Agreement. (k) "City Council II means the City Council of the CITY. (1) ftCity Loan" is defined in paragraph D of the Recitals. The City Loan is more particularly described in Section 2.1 below. (m) "City Manager" means the City Manager of the CITY or the City Manager's designee. (n) nConstruction Bondt! is defined in Section 2.7 below. (0) "Construction Closing" means the date upon which all financing necessary for the construction of the Project on the Property closes, and any deeds of trust related to such finanCing are recorded against the Property. 895\05\1267519.3 1122/2013 4 (P) lIConstruction Contract" is defined in Section 2.7 below. (q) "Deed of Trust" is defined in Recital F. The form of the Deed of Trust is attached hereto as Exhibit C. (r) "Default" has the meaning set forth in Section 6.2 below. (s) "Default Rate" has the meaning set forth in Section 2.2 below. (t) "DIR" is the California Department of Industrial Relations. (u) "Effective Date" is defmed in the first paragraph of this Agreement. (v) "Financing Plan" has the meaning set forth in Section 3.4 below. (w) "Force Majeure" is defined in Section 7.16 below. (x) ItGeneral Contractor" is defined in Section 2.7 below. (y) "Gross Revenue" is defined in Section 2.9 below. (z) IIHazardous Materials" has the meaning set forth in Section 4.7 below. (aa) "Hazardous Materials Claim" has the meaning set forth in Section 4.7 below. (bb) "Hazardous Materials Law" has the meaning set forth in Section 4.7 below. (cc) "In-Lieu Housing FundI! is defined in Recital C. (dd) "Land Use Approvals" is defmed in Section 3.2 below. (ee) "Loan Documents" means this Agreement, the Note, the Deed of Trust, the Assignment of Documents, the Memo of Agreement, the Regulatory Agreement, and any other document or agreement evidencing the City Loan. (ft) "Market-Rate Parcel" is defined in Recital B. (gg) "Memo of Agreement" means the Memorandum of Acquisition and Development Loan Agreement and Option to Purchase to be recorded against the Property upon acquisition by BORROWER. (bb) ExhibitB. 895\05\1267519.3 LI2212013 "Note" is defined hi Recital F. The form of the Note is attached hereto as 5 (ii) "Notice of Exercise" has the meaning set forth in Section 6.4 below. Gj) "Option to Purchase" is defined in Sections 2.4 and 6.4 below. (kk) tlOriginal Deed of Trusf' is defin~d in Recital D. (11) "Original Loanll is definedin Recital D. (mm) "Original Loan Agreementtl is defined in Recital D. (nn) "Original Note" is defined in Recital D. (00) "Permanent Closing" means the date upon which all financing necessary for the operation of the Project on the Property closes, and any deeds of trust related to such financing are recorded against the Property. (Pp) "Predevelopment Activities" means the activities to be performed by BORROWER during the Term, as further described in Article 3 below. (qq) "Projectll is defined in Recital B. (rr) "Project Budget" is the pro forma acquisition and construction budget for the Project, including sources and uses of funds; as approved by the CITY, and attached as Exhibit D. (ss) "Project Documents" are defined in Section 2.4(b) below. (tt) "Property" is defined in Recital A, and is more particularly described in the attached Exhibit A. (uu) "Regulatory Agreement" means covenants entered into between the CITY and the BORROWER, to be recorded prior to Construction Closing, which requires that the Project, if approved by the CITY, be maintained and operated as housing affordable to extremely low> very low, and low-income households. (vv) "Residual Receipts" are defined in Section 2.9 below. (ww) "Schedule of Performance" is defined in Section 3.1 below, and is more particularly described in Exhibit E. (xx) (yy) (zz) 895\05\1267519.3 1122/2013 "Senior Lenders" are defined in Section 2.5 below. "Senior Loan" is defined in Section 2.5 below. nSUMC Fund" is defined in Recital C. 6 (aaa) "TCACIt means the California Tax Credit Allocation Committee. (bbb) "Term!! is defined in Section 2.9 below. (ccc) "Termination Noticefl is defined in Section 6.1 below. (ddd) "Third Party Buyer" is defined in Section 4.14 below. (eee) "Transfer" has the meaning set forth in Section 4.14 below. Section 1.2 Exhibits. The following exhibits are attached to this Agreement and incorporated into this Agreement by this reference: EXHIBIT A: Legal Description of the Property EXHIBIT B: Note EXHIBIT c: Deed of Trust EXHIBIT D: Estimated Project Costs and Sources of Funds EXHIBIT E: Schedule of Performance EXHIBIT F: Assignment of Documents EXHIBIT G: Insurance Requirements ARTICLE 2 LOAN PROVISIONS Section 2.1 Loan. (a) Subject to satisfaction of the conditions set forth in Section 2.6, the CITY shall loan to the BORROWER the City Loan in the total principal amount of Five Million Eight Hundred Twenty Thousand Two Hundred Twenty Dollars ($5,820,220) for the purposes set forth in Section 2.3 of this Agreement. The obligation to repay the City Loan shall be evidenced by the Note in the form attached hereto as Exhibit B. (b) CITY is funding the principal amount of the City Loan from two sources, not to exceed a total of Five Million Eight Hundred Twenty Thousand Two Hundred Twenty Dollars «$5,820,220). As of the date of execution of this Agreement, Three Million Two Hundred Twenty Thousand Two Hundred Twenty Dollars ($3,220,220) has been disbursed to BORROWER from the In-Lieu Housing Fund to assist in the purchase of the Property. The remaining Two Million Six Hundred Thousand Dollars ($2,600,000) shall be funded from the SUMCFund. ( c) As CITY receives additional funds designated for the In Lieu Housing Fund, CITY will increase the outstanding principal balance of the City Loan attributable to the In Lieu 395\05\1267519.3 1122/2013 7 Housing Fund and will decrease the outstanding principal balance of the City Loan attributable to the SUMC Fund by the same amount, until the entire outstanding principal balance of the City Loan that is attributable to the SUMC Fund is zero, or until the date that the unpaid principal balance attributable to the SUMC Fund must be paid in full pursuant to Section 2.9(b), whichever comes first. CITY shall document changes to the balances attributable to each fund and, upon request, shall provide BORROWER with statements detailing such balances. As an example, if CITY receives $200,000 for the In-Lieu Housing Fund, the outstanding principal balance of the City Loan attributable to the In-Lieu Housing Fund shall be increased by $200,000 (to $3,420,000) and the outstanding principal balance attributable to the SUMC Fund shall be decreased by $200,000 (to $2,400,000).) Section 2.2 Interest. (a) Subject to the provisions of Section 2.2(b) below, the outstanding principal balance of the City Loan will bear simple interest at the rate of three percent (3%) per annum commencing with the date of the Pennanent Closing. (b) In the event of a Default, interest on the City Loan will begin to accrue, as of the date of Default and continue until such time as the City Loan funds are repaid in full or the Default is cured~ at the default rate of the lesser of eight percent (8%) per annum, compounded annually (the "Default "Rate") and the highest rate pennitted by law. Section 2.3 Use of Funds. BORROWER shall use the City Loan to fund the acquisition and development of the Property. BORROWER shall not use the City Loan for any other purpose without the prior written consent of the CITY. Section 2.4 Security. (a) Deed of Trust. The BORROWER shall secure its obligation to repay the City Loan, as evidenced by the Note, by executing the Deed of Trust, and recording it as a Hen against the Property senior in Hen priority to all other deeds of trust recorded against the Property except the LISC Loan and the LIIF Loan. The BORROWER shall also cause or permit the Memo of Agreement to be recorded against the Property. (b) Assignment of Documents. As further consideration and security for the City Loan, the BORROWER hereby assigns to the CITY its rights and obligations with respect to certain agreements, plans, specifications, other documents, and approvals (the "Project Documents"), pursuant to an Assigrunent of Agreements, Plans and Specifications, and Approvals (the "Assignment of Documentsft ), substantially in the form set forth in the attached Exhibit F. The assignments set forth in the Assignment of Documents shall become effective immediately upon the occurrence of a Default (as defined below in Section 6.2) or upon termination as described in Section 6.1. The CITY shall not have any obligation under any contracts or agreements assigned pursuant to the Assignment of Documents until the CITY expressly agrees in writing to be bound by such contracts or agreements. Upon Default or 895\05\1267519.3 112212013 8 termination, the CITY may use any of the foregoing assigned documents pursuant to the Assignment of Documents for 'any purpose for which the BORROWER could have used them for development of the Project, and the BORROWER shall cooperate with the CITY to implement the Assignment of Documents and shall immediately deposit with the CITY for the CITytS use all Project Documents that are the subject of the Assignment of Documents. (c) Option to Purchase. As further consideration and security for the City Loan, BORROWER hereby grants and gives to the CITY a right to purchase all of BORROWER's right, title and interest in and -to the Property upon Default on the terms set forth in Section 6.4 (the "Option to Purchase"). Section 2.5 Subordination. The Deed of Trust, Regulatory Agreement, and/or Memo of Agreement may (which includes the City's Option to Purchase), shall be subordinated to other loans approved by the CITY (in each case, a "Senior Loan"), but only on condition that all of the following conditions are satisfied. The LISe Loan and the LIIF Loan are considered a Senior Loan. (a) Subordination to Construction Financing. The CITY shall subordinate the Deed of Trust, Regulatory Agreement, and/or Memo of Agreement to Senior Loans proposed for Construction Closing if all of the conditions contained in Section 2.7 and in subsection (c) of this Section have been complied with. (b) Subordination to Permanent Financing. The City shall subordinate the Deed of Trust, Regulatory Agreement, andlor Memo of Agreement to Senior Loans proposed for Pennanent Closing if all of the conditions contained in Section 2.8 and in subsection (c) of this Section have been complied with. (c) Conditions Applicable to All Subordination Agreements. In addition to compliance with the requirements of subsection (a) or (b) above, all of the following conditions must be satisfied in all agreements subordinating the CITY's Loan Documents: (1) All of the proceeds of the proposed Senior Loan, less any transaction costs, must be used to provide acquisition, construction, rehabilitation, andlor permanent financing for the Project; (2) The proposed lender (each, a IISenior Lender") must be a state or federally chartered financial institution, a nonprofit corporation or a public entity that is not affiliated with BORROWER or any of the BORROWER'S affiliates, other than as a depositor or a lender; _ (3) BORROWER must demonstrate to the CITY'S reasonable satisfaction that subordination of the Deed of Trust, Regulatory Agreement, andlor Memo of Agreement is necessary to secure adequate acquisition, construction, rehabilitation andlor permanent financing to ensure the operation of the Project, if approved, as affordable housing, as required by the Loan Documents. To satisfy this requirement, BORROWER must provide to the CITY, in addition to any other infonnation reasonably 895\05\1267519.3 112212013 9 required by the CITY, evidence demonstrating that the proposed amount of the Senior Loan is necessary to provide adequate acquisition, construction, rehabilitation andlor permanent financing to ensure the viability of the Project, and that adequate financing for the Project would not be available without the proposed subordination; (4) The subordination agreement(s) must be structured to minimize the risk that the Deed of Trust, Regulatory Agreement, andlor Memo of Agreement would be extinguished as a result of a foreclosure by the Senior Lender or other holder of the Senior Loan. To satisfy this requirement, the subordination agreement must provide the eITY with adequate rights to cure any defaults by BORROWER, including: (i~ providing the CITY or its successor with copies of any notices of default at the same time and in the same manner as provided to BORROWER; and (ii) providing the CITY with a cure period o(at least forty-five (45) days to cure any default; (5) No subordination may limit the effect of the Deed of Trust, Regulatory Agreement, andlor Memo of Agreement before a 'foreclosure, nor require consent of the holder of the Senior Loan to exercise of any remedies by the CITY under the Loan Documents, except for limited standstill periods of up to ninety (90) days as required by the subordination agreements related to the LIse Loan and the LIIF Loan; (6) The subordination(s) described in this Section 2.5 may be effective only during the original term of the Senior Loan and any extension of its term or refmancing approved in writing by the CITY, except as otherwise provided in the subordination agreements related to the LISe Loan and the LIIF Loan. Upon a determination by the City Attorney that the conditions in this Section have been satisfied, the City Manager or hislher designee will be authorized to execute the approved subordination agreement without the necessity of any further action or approval. Section 2.6 Disbursement Requirements -Acquisition Loan. (a) The CITY has previously disbursed Three Million Two Hundred Twenty Thousand Two Hundred Twenty Dollars ($3,220,220) to BORROWER subject to the following conditions precedent: (1) There exists no Default nor any act, failure, omission or condition that would constitute an event of Default under this Agreement, or under any other agreement between the CITY and the BORROWER; (2) BORROWER will close escrow and complete the acquisition of the Property on or before May 31, 2013. The City Manager may extend the date for close of escrow pursuant to Section 2.9(a); (3) BORROWER has delivered to the CITY copies of all of BORROWER's organizational documents, a certificate of status for the BORROWER dated within thirty (30) days of the Effective Date, and a copy of a corporate authorizing resolution authorizing BORROWER's execution of the Loan Documents; 895\05\1267519.3 112212013 10 (4) BORROWER has furnished the CITY with evidence of the insurance coverage meeting the requirements of Exhibit G (5) BORROWER has executed and delivered to the CITY the Loan Documents and any other instruments and policies required under the Loan Documents, except the Regulatory Agreement; (6) The Memo of Agreement and Deed of Trust have been, or will be concurrently with the acquisition of the Property, recorded against the Property in the Office of the Recorder of the County of Santa Clara in a lien position acceptable to the CITY; , (7) The BORROWER and all Contractors, as defined in the Assignment of Documents, have executed and delivered to the CITY the Assignment of Documents in the form attached as Exhibit F; (8) BORROWER has executed and delivered to the CITY all other documents, instruments, and policies required under the Loan Documents; (9) A title insurer reasonably acceptable to the CITY is unconditionally and irrevocably committed to issuing an ALTA Lender's Policy of insurance insuring the priority of the Memo of Agreement and Deed of Trust in the amount of the City Loan, subject only to such exceptions and exclusions as may be reasonably acceptable to the CITY, and containing such endorsements as the CITY may reasonably require; and (l0) The CITY has received a written draw request with complete documentation of acquisition expenses from the BORROWER, including all closing costs, demonstrating that the undisbursed proceeds of the City Loan, together with other funds or firm commitments for funds that BORROWER has obtained in connection with the Property, are not less than the amount that the CITY determines is necessary to pay for acquisition of the Property. If CITY determines that the entire City Loan is not required to pay reasonable and necessary acquisition costs for the Property, CITY may disburse to BORROWER only those funds required to acquire the Property. (b) The CITY is not obligated to make any disbursement of the remaining Two Million Six Hundred Thousand Dollars ($2,600,000) for the acquisition of the Property or take any other action under the· Loan Documents unless all of the following conditions precedent are satisfied: (1) There exists no Default nor any act, failure, omission or condition that would constitute an event of Default under this Agreement, or under any other agreement between the CITY and the BORROWER; (2) BORROWER has delivered to the CITY copies of all of BORROWER's organizational documents, a certificate of status for the BORROWER dated within thirty (30) days of the Effective Date, and a copy of a corporate authorizing resolution authorizing BORROWER's execution of the Loan Documents; 895\05\ 12675 t 9.3 1122/2013 11 (3) BORROWER has furnished the CITY with evidence of the insurance coverage meeting the requirements of Exhibit G (4) BORROWER has executed and delivered to the CITY the Loan Documents and any other instruments and policies required under the Loan Documents, except the Regulatory Agreement; (5) The Memo of Agreement and Deed of Trust have been, or will be concurrently with the acquisition of the Property, recorded against the Property in the Office of the Recorder of the County of Santa Clara in a lien position acceptable to the CITY, and CITY has received executed subordination agreements as required to ensure that the Deed of Trust remains in the same lien position as the Original Deed of Trust; (6) The BORROWER and all Contractors, as defined in the Assignment of Documents, have executed and delivered to the CITY the Assignment of Documents in the form attached as Exhibit F; (7) BORROWER has executed and delivered to the CITY all other documents, instruments, and policies required under the Loan Documents; (8) A title insurer reasonably acceptable to the CITY is unconditionally and irrevocably. committed to issuing an ALTA Lender's Policy of insurance insuring the priority of the Memo of Agreement and Deed of Trust in the amount of the City Loan, subject only to such exceptions and exclusions as may be reasonably acceptable to the CITY, and containing such endorsements as the CITY may reasonably require; and (9) The CITY has received a written draw request with complete documentation of acquisition expenses from the BORROWER} including all closing costs, demonstrating that the undisbursed proceeds oithe City Loan, together with other funds or firm commitments for funds that BORROWER has obtained in connection with the Property, are not less than the amount that the CITY determines is necessary to pay for acquisition of the Property. If CITY determines that the entire City Loan is not required to pay reasonable and necessary acquisition costs for the Property, CITY may disburse to BORROWER only those funds required to acquire the Property. (c) Following reconveyance of the LISC Loan and the LIIF Loan, if the entire City Loan was not required to pay reasonable and necessary acquisition costs for the Property, BORROWER may submit a written draw request to CITY to disburse the remaining portion of the City Loan for reasonable predevelopment expenses, such as architectural and engineering fees, upon presentation of signed contracts for such services. The City Manager may authorize disbursement of any remaining City Loan funds upon BORROWER's compliance with this subsection (c) and subsections (b)(1) -(3). Section 2.7 895\05\1267519.3 112212013 Subordination to Construction Financing. 12 The City shall not subordinate the Deed of Trust or Memo of Agreement to Senior Loans proposed for Construction Closing unless all of the conditions contained in Section 2.5 and in this Section have been complied with. (a) BORROWER has executed and delivered to the CITY the Regulatory Agreement, and the Regulatory Agreement has been, or will be concurrently with the Construction Closing, recorded against the Property in the Office of the Recorder of the County of Santa Clara in a lien position acceptable to the CITY. (b) BORROWER has submitted to the CITY, and CITY has approved, the Financing Plan as described in Sectio~ 3.4, demonstrating that the BORROWER holds sufficient funds andlor binding commitments for sufficient funds to complete the construction of the Project in accordance with the plans and specifications for the Project and to subsequently operate and maintain the Project. The development budget may provide for a developer's fee or a similar fee or fees based on submittal of the Final Budget to the City. City must approve the Final Budget. (c) BORROWER has submitted to the CITY a fully executed copy of a legally binding contract for construction of the Project (the "Construction Contractlt) which obligates a reputable and financially responsible general contractor (the "General Contractor"), licensed in California and experienced in completing the. type of Project contemplated by this Agreement, to commence and complete the construction of the Project, with a guaranteed maximum fixed price consistent with the Final Construction and Permanent Financing Plan. The Construction Contract shall provide for construction of the Project at a guaranteed maximum fixed price, subject to such reasonable adjustments as are customarily allowed with respect to construction contracts. The Construction Contract shall provide for retention of at least ten (10) percent from each progress payment until the final payment, and the final payment shall not be paid to the General Contractor until the occurrence of (1), (2) or (3), below: (1) The expiration of thirty (30) days if a Unconditional Waiver and Release has been issued by the General Contractor or the expiration of sixty-five (65) days from the date of recording by BORROWE~ as owner, of a Notice of Completion for the Project, which BORROWER agrees to record promptly within the times specified by law for the recording of such Notice; and the settlement and discharge of all liens and charges claimed by persons who supplied either labor or materials for the construction of such Project; or (2) The posting of a bond, acceptable to the CITY in fonn and amount, insuring the Property and any interest therein against loss arising from any mechanics', laborers', materialmens' or other like liens filed against the Property; or (3) BORROWER shall have provided such other assurances as may be acceptable to the CITY protecting the Property and any interest therein against loss arising from any mechanics', laborers', materialmens' or other like liens filed against the Property. 895\05\1261519.3 112212013 13 (d) The Construction Contract shall require the General Contractor to warrant all work and materials for at least one year after issuance of a certificate of occupancy for the Project. (e) The CITY shall have received satisfactory evidence that the insurance required by Exhibit G of this Agreement is in effect. (:t) The CITY shall have received a: Performance Bond and a Labor and Material Payment Bond (in the fonn of AlA form A311 or A312) (the nConstruction Bond"), issued by a surety acceptable to the CITY in the CITY's reasonable discretion, securing the faithful perfonnance by the General Contractor of the completion of the construction of the Project free of all liens and claims, within the time provided in the updated Schedule of Performance. The Construction Bond shall be in an amount equal to one hundred percent (100%) of the Construction Contract, shall name the CITY as a co-obligee, and shall be issued by a company acceptable to the CITY and listed in the current United States Treasury Department circular 570 and otherwise within the underwriting limits specified for that company in such circular. Section 2.8 Subordination to Permanent Financing. The City shall not subordinate the Deed of Trust, Regulatory Agreement, andlor Memo of Agreement to Senior Loans proposed for Permanent Closing unless all of the conditions contained in Section 2.5 and in this Section have been complied with. (a) Construction of the Project has been completed, as evidenced by a certificate of occupancy or equivalent certification provided by the CITY and an architectts or e.ngineerfs certificate of completion. (b) A notice of completion has been timely recorded. (c) Either the lien period has expired and there are no unreleased mechanicst liens or stop notices; or lien releases have been recorded for all contractors, subcontractors and suppliers who provided labor or materials for the Project. Section 2.9 Repayment of the City Loan. (a) Term. The ItTennlt of this Agreement commences as of the Effective Date, and expires, unless sooner terminated in accordance with this Agreement,.on the date that is fifty-five (55) years after the date of the Permanent Closing. (b) Due in Full. BORROWER shall pay to CITY any unpaid principal balance of the City Loan that is attributable to the SUMC Fund (as may be modified pursuant to Section 2.1), together with any accrued interest thereon, no later than January 31, 2015, except that CITY, at its sole discretion, may extend the date for repayment for up to one year (to January 31,2016). BORROWER shall pay all other outstanding principal and accrued interest on the City Loan, in full, on the earliest to occur of (i) any Transfer not authorized by the CITY, (ii) a Default, (iii) on January 31, 2015 or any extension of that date if the Agreement is terminated pursuant to Section 6.1, and (iv) the expiration of the Term. The CITY and the BORROWER shall have the right, 895\05\ 1267519.3 112212013 14 but not the obligation, to extend the period for repayment of the City Loan or to modify the tenns of the City Loan, including the option to forgive the portion of the City Loan attributable to the In-Lieu Housing Fund, if desirable to serve the purposes of this Agreement. (c) Annual Payments. No later than April 30th of each calendar year after Permanent Closing, the BORROWER shall make repayments of any remaining unpaid principal balance of the City Loan for that prior calendar year based on the available amount of Residual Receipts (as defined below in subsection (c)(3). The CITY shall, in its reasonable discretion, share Residual Receipts proportionately with other lenders in proportion to their respective loan amounts to the Project. These payments shall be credited first against accrued interest and then against outstanding principal of the City Loan, and shall be accompanied by the BORROWER's report of Residual Receipts (including an independent auditor's report regarding the auditorts review of Gross Revenue and Annual Operating Expenses). The BORROWER shall provide the CITY with any documentation reasonably requested by the CITY to substantiate the BORROWER's determination of Residual Receipts. The following definitions shall apply for the purposes of this subsection (c): (1) "Annual Operating Expenses," with respect to a particular calendar year during the· Term, means the following costs reasonably and actually incurred for operation and maintenance of the Project to the extent that they are consistent with an annual independent audit performed by a certified public accountant using generally accepted accounting principles: property taxes and assessments imposed on the Project; debt service currently due on a non-optional basis (excluding debt service due from residual receipts or surplus cash of the Project) on permanent loans that are Senior Loans or part of the Approved Financing; property management fees and reimbursements, excluding incentive management fees, not to exceed fees and reimbursements which are standard in the industry; premiums for property damage and liability insurance; utility services not paid for directly by tenants, including water, sewer, and trash collection; maintenance and repair; any annual license or certificate of occupancy fees required for operation of the Project; security services; advertising and marketing; cash deposited into reserves for capital replacements of the Project in the amount required by Senior Lenders, or if there are no Senior Lender requirements, an amount consistent with California Tax Credit Allocation Committee standards; cash deposited into an operating reserve for the Project in an amount required by Senior Lenders or the investor's limited partner, or if there are no Senior Lender or limited partner requirements, an amount consistent with California Tax Credit Allocation Committee standards; extraordinary operating costs specifically approved by the CITY; payments of deductibles in connection with casualty insurance claims not normally paid from reserves, the amount of uninsured losses actually replaced, repaired or restored, and not normally paid from reserves; deferred BORROWER fees; and other ordinary and reasonable operating expenses approved by the CITY and not listed above. Annual Operating Expenses shall not include the following: depreciation, amortization, depletion or other non-cash expenses or any amount expended from a reserve account. (2) "GrOSS Revenue," with respect to a particular calendar year during the Term, means all revenue, income, receipts, and other consideration actually received from operation and leasing of the Project. tlGross Revenue" shall·include, but not be 895\05\1267519.3 1122/2013 15 limited to: all rents, fees and charges paid by tenants, Section 8 payments or other rental subsidy payments received for the dwelling units, deposits forfeited by tenants, all cancellation fees, price index adjustments and any other rental adjustments to leases or rental agreements resulting in actual income; proceeds from vending and laundry room machines; the proceeds of business interruption or similar insurance; subject to the rights of Senior Lenders, the proceeds of casualty insurance to the extent not utilized to repair or rebuild the Project (or applied toward the cost of recovering such proceeds) and not payable to the Senior Lenders; and condemnation awards for a taking of part or all of the Project for a temporary period. "Gross Revenue" shall also include the fair market value of any goods or services provided in consideration for the leasing or other use of any portion of the Project. "Gross Revenue" shall not include tenants' security deposits, loan proceeds, capital contributions or similar advances. (3) "Residual Receipts," with respect to a particular calendar year . during the Term, means the amount by which Gross Revenue (as defined above) exceeds Annual Operating Expenses (as defined above). (d) Records Regarding Residual Receipts. In connection with the annual payments required by Section 2.9(c), within one hundred fifty (150) days of the end of the BORROWER's fiscal year, the BORROWER .shall furnish to the CITY an audited statement duly certified by an independent firm of certified public accountants approved by the CITY, setting forth in reasonable detail the computation and amount of Residual Receipts during the preceding calendar year. (1) The BORROWER shall keep and maintain on the Property, or at its principal place of business, or elsewhere with the CITY's written consent, full, complete and appropriate books, records and accounts relating to the Project, including all such books, records and accounts necessary or prudent to evidence and substantiate in full detail the BORROWER's calculation of Residual Receipts. Books, records and accounts relating to the BORROWER's compliance with the tenns, provisions, covenants and conditions of this Agreement shall be kept and maintained in accordance with generally accepted accounting principles consistently applied, and shall be consistent with requirements of this Agreement which provide for the calculation of Residual Receipts on a cash basis. All such books, records, and accounts shall be open to and available for inspection by the CITI, its auditors or other CITY authorized representatives at reasonable intervals during nonnal business hours. Copies of all tax returns and other reports that the BORROWER may be required to furnish any governmental agency shall at all· reasonable times be open for inspection by the CITY at the place that the books, records and accounts of the BORROWER are kept. The BORROWER shall preserve records on which any statement of Residual Receipts is based for a period of not' less than five (5) years after such statement is rendered, and for any period during which there is an audit undertaken pursuant to subparagraph (d)(2) below then pending. (2) The receipt by the CITY of any statement pursuant to this subsection (d) or any payment by the BORROWER or acceptance by the CITY of any City Loan repayment for any period shall not bind the CITY as to the correctness of such 895\05\1 267519.3 lf22120l3 16 statement or such payment. Within three (3) years after the receipt of any such statement, the CITY or any designated agent or employee of the CITY at any time shall be entitled to audit the Residual Receipts and all books, records, and accounts pertaining thereto. Such audit shall be conducted during normal business hours at the principal place of business of the BORROWER and other places where records are kept. Immediately after the completion of an audit, the CITY shall deliver a copy of the results of such audit to the BORROWER. If it shall be determined as a result" of such al.!dit that there has been a deficiency in a City Loan repayment to the CITY, then such deficiency shall become immediately due and payable with interest at the non-default rate set forth in the Note (unless BORROWER's failure, refusal, or repeated failure to correctly calculate and/or submit the repayment constitutes an event of default, in which case interest shall be paid at the Default Rate), determined as of and accruing from the date that said payment should have been made. (e) Right to Prepay. BORROWER may prepay the City Loan at any time without premiwn or penalty. All prepayments shall be credited first applied to accrued interest and then to outstanding principal. The Deed of Trust shall remain in effect for the entire Term to secure the Regulatory Agreement, when recorded. Section 2.10 Non .. Recourse. Except as provided below, neither BORROWER, nor any partner of BORROWER, has any personal liability for payment of the principal of, and interest on, the City Loan. Following recordation of the Deed of Trust, the sole recourse of the CITY with respect to the principal of, or interest on, the Note will be to the property described in the Deed of Trust; provided, however, that nothing contained in the foregoing limitation of liability limits or impairs the enforcement of all the rights and remedies of the CITY against all such security for the Note, or impairs the right of CITY to assert the unpaid principal amount of the Note as demand for money within the meaning and intendment of Section 431.70 of the California Code of Civil Procedure or any successor provision thereto. The foregoing limitation of liability is intended to apply only to the obligation to repay the principal and interest on the Note. Except as hereafter set forth; nothing contained herein is intended to relieve BORROWER of its obligation to indemnify the CITY under Sections 4.5, 4.6,4.7, and 7.6 of this Agreement, or liability for (i) loss or damage of any kind resulting from waste, fraud or willful misrepresentation; (ii) the failure to pay taxes, assessments or other charges which may create liens on the Property that are payable or applicable prior to any foreclosure under the Deed of Trust (to the full extent of such taxes, assessments or other charges); (iii) the fair market value of any personal property or fixtures removed or disposed of by BORROWER other than in accordance with the Deed of Trust; and (iv) the misappropriation of any proceeds under any insurance policies or awards resulting from condemnation or the exercise of the power of eminent domain or by reason of damage, loss or destruction to any portion of the Property. 895\05\ l2675 19.3 1122/2013 17 ARTICLE 3 PREDEVELOPMENT ACTIVITIES Section 3.1 Predevelopment Activities. (a) This Article 3 sets forth various Predevelopment Activities that BORROWER shall seek diligently and in good faith to perform and achieve. (b) Exhibit E (the ItSchedule of Performancefl) describes the tasks that must be completed and the dates proposed by BORROWER for their completion. The Schedule of Perfonnance may be modified in writing by BORROWER and by the City Manager on behalf of the CITY without formal amendment of this Agreement. However, if the Construction Closing has not occurred by January 31, 2015, subject to Force Majeure,. the CITY may terminate this Agreement pursuant to Section 6.1 below as applicable, and exercise its remedies pursuant to this Agreement. (c) Sections 3.3, 3.4, and 3.5 apply only if CITY grants the Land Use Approvals for the Project as described in Section 3.2. Section 3.2 Land Use Approvals and CEQA Review. (a) Within the time set forth in the Schedule of Performance, BORROWER shall submit to the CITY a complete application for all discretionary land use entitlements required from the CITY to construct the Project and to create the Market-Rate Parcel (the "Land Use Approvals"). (b) BORROWER shall exercise diligent good faith efforts to seek CITY approval of all Land Use Approvals within the time set forth in the Schedule of Performance, in accordance with all applicable legal requirements and procedures. (c) As part of its review of the Land Use Approvals, the CITY shall complete the environmental documents required for the Land Use Approvals. Nothing in this Agreement shall be construed to compel the CITY to approve or make any particular findings with respect to such environmental documents. The BORROWER shall reasonably assist the CITY in its determination by providing information about the Project as requested. (d) Nothing in this Agreement shall obligate the CITY to exercise its discretion regarding the Project in any particular manner. BORROWER acknowledges that execution of this Agreement by the CITY does not constitute approval by the CITY of any Land Use Approvals or any required pennits, applications, or maps, and in no way limits the discretion of the CITY in the permit and approval process. BORROWER acknowledges that approval or. disapproval of the Land Use Approvals following completion of the environmental review process is within the sole discretion of the CITY without limitation by or consideration of the terms' of this Agreement; and that the CITY makes no representation regarding the ability or willingness of the CITY to approve the Land Use Approvals, including the creation of the Market-Rate Parcel, nor any representation regarding the imposition of any mitigation measures 895\05\1267519 J t12212013 18 or other conditions of approval. The parties recognize that the CITY has the sole discretion and right to terminate this Agreement without fault or Default if CITY determines not to approve the Land Use Approvals for the Project. In addition, the BORROWER acknowledges that other local, state or federal agencies may require additional entitlements, including environmental review, and that any approval by the CITY does not bind any other local, state or federal agency. (e) If the CITY approves the Project following completion of the environmental review process and such approval is conditioned upon implementation of specified environmental mitigation measures or other conditions of approval, the BORROWER shall be responsible for implementing such mitigation measureS and conditions as part of the Project. Section 3.3 Tax Credit and Other Financinfl ARPlications. (a) BORROWER shall submit a timely and complete application to TCAC for a preliminary reservation of nine percent (9%) tax credits within the time set forth in the Schedule of Performance. (b) If BORROWER is not successful in obtaining a reservation of tax credits from TCAC in its first application, BORROWER shall submit a second application. (c) BORROWER further agrees to seek construction and permanent funding for the Project from all available and appropriate sources to ensure that the Project will be financially feasible and will provide affordable rental housing for extremely low, very low, and low-income households. Section 3.4 Financing Plan. (a) The preliminary Project Budget is shown in Exhibit D. Within the time set forth in the Schedule of Performance BORROWER shall submit for CITY approval a Final Construction and Permanent Financing Plan (the "Financing Plan") containing the following: (1) An updated development budget showing a "sources and uses" breakdown of the costs of constructing the Project. (2) of the Project. An operating pro forma for the first thirty (30) years of operation (3) Copies of all required funding commitments for construction and permanent financing for the Project; or proposed funding, as applicable. (4) Any other information that is reasonably necessary for the CITY to determine that BORROWER has the financial capability to pay all costs of constructing and operating the Project. (b) . The CITY shall review the Financing Plan to determine if, in the CITY's reasonable judgment~ BORROWER has the financial capability (taking into account all committed funds) to pay all realistically established costs of constructing and operating the 895\05\1267519.3 112212013 19 Project. The CITY shall review the Financing Plan an4 shall either approve or disapprove the Financing Plan in writing within thirty (30) days of receipt. If disapproved, the CITY shall give specific reasons in writing for disapproval and the required revisions to the previously submitted Financing Plan. If the Financing Plan is disapproved, BORROWER shall resubmit, a revised Financing Plan within thirty (30) days of notification of disapproval. The CITY shall either approve or disapprove the submitted revised Financing Plan within thirty (30) days of the date such revised Financing Plan is received by the CITY. (c) BORROWER shall submit any material revision to an approved Financing Plan to the CITY for its review and approval. Any proposed revised Financing Plan shall be considered and approved or disapproved by the CITY in· the same manner and according to the same timeframe set forth in subsection (b) above. Section 3.5 Building Permit. (a) Within the time set forth in the Schedule of Performance BORROWER shall submit a complete application to the CITY for a building permit for the construction of the Project. (b) BORROWER shall exercise diligent good faith efforts to obtain the building permit for the Project within the time set forth in the Schedule of Performance. ARTICLE 4 ONGOING OBLIGATIONS Section 4.1 Periodic Reports. During the performance of the Predevelopment Activities set forth in Article 3, BORROWER shall on the frrst day of each month of the Termt and from time to time as reasonably requested by the CITY, provide the CITY with written progress reports regarding the status of the performance of the Pre development Activities. Section 4.2 Information. BORROWER shall provide any information reasonably requested by the CITY in connection with the ownership of the Property' and performance of the Predevelopment Activities. Section 4.3 Records. BORROWER shall maintain on a current basis complete records, including books of original entry, source documents supporting accounting transactions, service records, a general ledger, canceled checks, time sheets, and related documents and records to assure proper accounting of funds and performance of the terms of this Agreement. BORROWER shall furnish any and all information and reports which may be required by CITY in connection with this 895\05\ l2675 19.3 1!l212013 20 Agreement. BORROWER shall further permit access to its books, r~cords and accounts by the representatives and employees of. CITY during regular business hours, and with reasonable notice, for the purpose of investigation or audit to ascertain compliance with all applicable laws, regulations, rules and orders and for the purpose of evaluating and monitoring BORROWER's compliance with the provisions of this Agreement. All such records shall be retained by BORROWER and made available to CITY upon request for review or audit for a period of at least five (5) years following the expiration or termination of this Agreement. Section 4.4 Audits. BORROWER shall provide CITY, during the term of this Agreement, with copies of audited financial statements of BORROWER, including any management letter comments on the adequacy of internal or operational controls, within one hundred fifty (150) days of the close of each fiscal year of the BORROWER. CITY reserves the right, during the term of this Loan Agreement, to audit the records, including the financial records supporting the aforementioned financial statements, and other records and documents pertaining to the operations of the Project. Section 4.5 Compliance with Laws; Prevailing Wages. (a) BORROWER shall comply with all applicable laws, ordinances, rules and regulations of federal, state, county or munidpal governments or agencies now in force or that may be enacted hereafter, including (without limitation and where applicable) the prevailing wage provisions of Sections 1770 et seq., of the California Labor Code and implementing rules and regulations as set forth below, in owning the Property, performing the Predevelopment Activities, and constructing the Project on the Property. (b) This Agreement has been prepared with the intention that CITY assistance under this Agreement does not require payment of state prevailing wages in connection with construction work that is paid for in whole or in part out of public funds; provided, however, that nothing in this Agreement constitutes a representation or warranty by the CITY regarding the applicability of the provisions of Labor Code Section 1720 et ~., and the hiring of apprentices pursuant to Labor Code Sections 1777.5 et seq., to the City Loan or Approved Financing. To the extent applicable, BORROWER shall pay and shall cause the General Contractor and subcontractors to pay prevailing wages in connection with the construction of the Development, as those wages are determined pursuant to Labor Code Sections 1720 et ~., to employ apprentices as required by Labor Code Sections 1777.5 et seq., and the implementing regulations of the Department of Industrial relations ("DIR"). BORROWER shall and shall cause the consultants and contractors to comply with the other applicable provisions of Labor Code Sections 1720 et seq., 1777.5 et seq., and implementing regUlations of the DIR. BORROWER shall cause the contractors to keep and retain such records as are necessary to determine if such prevailing wages have been paid as required pursuant to Labor Code Sections 1720 et ~., and apprentices have been employed are required by Labor Code Sections 1777.5 et seq. Copies of the currently applicable current per diem prevailing wages are available from DIR. (c) BORROWER shall indemnify, hold harmless and defend (with counsel reasonably acceptable to the CITy) the CITY against any claim for damages, compensation, &95\05\1261519.3 112212013 21 fines, penalties or other amounts arising out of the failure or alleged failure of any person or entity (including BORROWER, its contractor and subcontractors) to pay prevailing wages as determined pursuant to Labor Code Sections 1720 et ~., to employ apprentices pursuant to Labor Code Sections 1777.5 et ~., and implementing regulations of the DIR or to comply with the other applicable provisions of Labor Code Sections 1720 et seq., 1777.5 et seq., and the implementing regulations of the DIR in connection with the Pre development Activities or any other work undertaken or in connection with the Property. The requirements in this subsection (c) shall survive the repayment of the City Loan and the reconveyance of the Deed of Trust. Section 4.6 Relocation. If and to the extent that acquisition and development of the Property will result in the permanent or temporary displacement of persons or businesses entitled to relocation benefits~ then BORROWER shall comply with all applicable local, state, and federal statutes and regulations, (including without limitation the Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, as. amended, California Government Code Section 7260 et seq., and accompanying regulations) with respect to preparation of a relocation plan, relocation planning, advisory assistance, and payment of monetary benefits. BORROWER shall be solely responsible for payment of any relocation benefits to any displaced persons and any other .obligations associated with complying with such relocation laws. BORROWER shall indemnify, defend and hold harmless, (with counsel reasonably acceptable to the CITY), the CITY and its councilmembers, employees, agents, successors and assigns against any claim for damages, compensation, fines, penalties, relocation payments or other amounts and expenses (including reasonable attorneys' fees) arising out of the failure or alleged failure of any person or entity (including BORROWER, or the CITY) to satisfy relocation obligations related to the acquisition of the Property. This obligation to indemnify shall survive termination of this Agreement. Section 4.7 Hazardous Materials. (a) BORROWER shall keep and maintain the Property in compliance with, and shall not cause or permit the Property to be in violation of any Hazardous Materials Law (defined below), including but not limited to, soil and ground water conditions. BORROWER shall not, and shall not cause or permit the use, generation, manufacture, storage or disposal of on, under, or about the Property or transportation to or from the Property of (i) any substance, material, or waste th~t is petroleum, petroleum-related, or a petroleum by-product, asbestos or asbestos- containing material, polychlorinated biphenyls, flammable, explosive, radioactive, freon gas, radon, or a pesticide, herbicide, or any other agricultural chemical, and (U) any waste, substance or material defined as or included in the definition of "hazardous substances," IIhazardous wastes," flhazardous materials," "toxic materials", tltoxic waste", "toxic substances," or words of similar import under any Hazardous Materials Law (collectively referred to hereinafter as "Hazardous Materialsll). BORROWER shall cause any persons who may come onto the Property to comply with the foregoing. Notwithstanding the foregoing, Hazardous Materials shall not ·include substances routinely used in the development and operations of housing in accordance with all applicable laws and regulations. 895\05\1267519.3 112212013 22 (b) BORROWER shall immediately notify the CITY in writing if at any time it has any notice of (i) any and all enforcement, cleanup, removal or other governmental or regulatory actions instituted, completed or threatened against BORROWER or the Property pursuant to any applicable federal, state or local laws, ordinances, or regulations relating to any Hazardous Materials, health, industrial hygiene, environmental conditions, or the regulation or protection of the environment, and all amendments thereto as of this date and to be added in the future and any successor statute or rule or regulation promulgated thereto ("Hazardous Materials Lawn); (ii) all claims made or threatened by any third party against BORROWER or the Property relating to damage, contribution, cost recovery compensation, loss or injury resulting from any Hazardous Materials (the matters set forth in clauses (i) and (ii) above are hereinafter referred to as "Hazardous Materials Claims"); and (iii) BORROWER's discovery of any occurrence or condition on any real property adjoining or in the vicinity of the Property that could cause the Property or any part thereof to be classified as "border-zone property It under the provision of California Health and Safety Code, Sections 25220 et~., or any regulation adopted in accordance therewith, or to be otherwise subject to any restrictions on the ownership, occupancy, transferability or use of the Property under any Hazardous Materials Law. (c) The CITY shall have the right to join and participate in, as a party if it so elects, and be represented by counsel of its own choice in, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims, and to have its reasonable attorneys' fees in connection therewith paid by BORROWER. (d) BORROWER shall indemnify and hold harmless the CITY and its councilmembers, directors, officers, employees, agents, successors and assigns from and against any loss, damage, cost, fine, penalty, judgment, award, settlement, expense or liability, directly or indirectly arising out of or attributable to: (i) any actual or past or present violation of any Hazardous Materials Law; (ii) any Hazardous Materials Claim; (iii) any actual or past or present use, generation, manufacture, storage, release, threatened release, discharge, disposal, transportation, or presence of Hazardous Materials on, under, or about the Property; (iv) any investigation, cleanup, remediation, removal, or restoration work of site conditions of the Property relating to Hazardous Materials (whether on the Property or any other property); and (v) the breach of any representation of warranty by or covenant of BORROWER in this Section 4.7, and Section 5.1(h). Such indemnity shall include, without limitation: (i) all consequential damages; (ii) the costs of any required or necessary investigation, repair, cleanup or detoxification of the Property and the preparation and implementation of any closure, remedial or other required plans; and (iii) all reasonable costs and expenses incurred by the CITY in connection with clauses (i) and (ii), including but not limited to reasonable attorneys' fees and consultant fees. This obligation to indemnify shall survive termination of this Agreement and shall not be diminished or affected in any respect as a result of any notice, disclosure, knowledge, if any, to or by the CITY of Hazardous Materials. (e) Without the CITY's prior written consent, which shall not be unreasonably withheld, BORROWER shall not take any remedial action in response to the presence of any Hazardous Materials on, under or about the Property, nor enter into any settlement agreement, consent decree, or other compromise in respect to any claims made or threatened by any third party against BORROWER, any tenant, or the Property relating to damage, contribution, cost 895\05\1267519.3 112212013 23 recovery compensation, loss or injury resulting from any Hazardous Materials, which remedial action, settlement, consent decree or compromise might, in the CITY's reasonable judgment, impair the value of the CITY's security hereunder; provided, however, that the CITY's prior consent shall not be necessary: (i) in relation to those remedial actions initiated by the sellers of the Property pursuant to SCCo Case No. 06S2W18L03s; and (ii) in the event that the presence of Hazardous Materials. on, under, or about the Property either poses an immediate threat to the health, safety or welfare of any individual or is of such a nature that an immediate remedial response is necessary and it is not reasonably possible to obtain the CITY's consent before taking such action, provided that in such event BORROWER shall notify the CITY as soon as practicable of any action so taken. The CITY agrees not to withhold its consent, where such consent is required hereunder, if either (i) a particular remedial action is ordered by a court of competent jurisdiction, (ii) BORROWER will or may be subjected to civil or criminal sanctions or penalties if it fails to take a required action; (iii) BORROWER establishes to the reasonable satisfaction of the CITY that there is no reasonable alternative to such remedial action which would result in less impairment of the CITY's security hereunder; or (iv) the action has been agreed to by the CITY. (f) BORROWER hereby acknowledges and agrees that (i) this Section is intended as the CITY's written request for information (and BORROWERts response) concerning the environmental condition of the Property as required by California Code of Civil Procedure Section 726.5, and (ii) each representation and warranty in this Agreement (together with any indemnity obligation applicable to a breach of any such representation and warranty) with respect to the environmental condition of the Property is intended by the Parties to be an "environmental provision" for purposes of California Code of Civil Procedure Section 736. (g) In the event that any portion of the Property is determined to be "environmentally impaired II (as that term is defined in California Code of Civil Procedure Section 726.5(e)(3») or to be an Itaffected parcell! (as that teon is defined in California Code of Civil Procedure Section 726.S(e)(1)), then, without otherwise limiting or in any way affecting the CITY's or the trustee's rights and remedies under the Deed of Trust, the CITY may elect to exercise its rights under California Code of Civil Procedure Section 726.5(a) to (i) waive its lien on such environmentally impaired or affected portion of the Property and (ii) exercise (1) the rights and remedies of an unsecured creditor, including reduction of its claim against BORROWER to judgment, and (2) any other rights and remedies permitted by law. For purposes of detennining the CITY right to proceed as an unsecured creditor under CalifomiaCode of Civil Procedure Section 726.5(a), BORROWER shall be deemed to have willfully permitted or acquiesced in a release or threatened release of Hazardous Materials, within the meaning of California Code of Civil Procedure Section 726.5(d)(1), if the release or threatened release of Hazardous Materials was knowingly or negligently caused or contributed to by any lessee, occupant, or user of any portion of the Property and BORROWER knew or should have known of the activity by such lessee, occupant, or user which caused or contributed to the release or threatened release. All costs and expenses~ including (but not limited to) attorneys' fees~ incurred by the CITY in cormection with any action commenced under this paragraph, including any action required by California Code of Civil Procedure Section 726.5(b) to determine the degree to which the Property is environmentally impaired, plus interest thereon at the rate specified in the Note until paid, shall 895\05\1267519.3 1122/2013 24 be added to the indebtedness secured by the Deed of Trust and shall be due and payable to the CITY upon its demand made at any time following the conclusion of such action. Section 4.8 Maintenance and Damage. (a) BORROWER shall maintain the Property and the Project in good repair and in a neat, clean and orderly condition. If there arises a condition in contravention of this requirement, and if BORROWER has not cured such condition within thirty (30) days after receiving a notice from the CITY of such a condition, then in addition to any other rights available to the CITY, the CITY shall have the right to perform all acts necessary to cure such condition, and to establish or enforce a lien or other encumbrance against the Property. (b) If any improvement constructed on the Property by BORROWER, now or in the future, is damaged or destroyed, then BORROWER shall, at its cost and expense, diligently undertake to repair or restore such improvement consistent with any plans and specifications approved by the CITY. Such work or repair shall be commenced no later than the later of one hundred twenty (120) days, or such longer period approved by the CITY in writing, after the damage or loss occurs or thirty (30) days following receipt of the insurance proceeds, and shall be complete within one (1) year thereafter. Any insurance proceeds collected for such damage or destruction shall be applied to the cost of such repairs or restoration and~ if such insurance proceeds shall be insufficient for such purpose, then BORROWER shall make up the deficiency. Section 4.9 Mechanics Liens. Stop Notices, and Notices of Completion. (a) If any claim of lien is filed against the Property or a stop notice affecting the City Loan is served on the CITY or any other lender or other third party in connection with the Development, then BORROWER shall, within thirty (30) days after such filing or service, either pay and fully discharge the lien or stop notice, effect the release of such lien or stop notice by delivering to the CITY a surety bond in sufficient form and amount, or provide the CITY with other assurance satisfactory to the CITY that the claim of lien or stop notice will be paid or discharged. (b) If BORROWER fails to discharge any lien, encumbrance, charge, or claim in the manner required in this Section, then in addition to any other right or remedy, the CITY may (but shall be under no obligation to) discharge such lien, encumbrance, charge, or claim at BORROWER'S expense. Alternately, the CITY may require BORROWER to immediately deposit with the CITY the amount necessary to satisfy such lien or claim and any costs, pending resolution thereof. The CITY may use such deposit to satisfy any claim or lien that is adversely determined against BORROWER. (c) BORROWER shall file a valid notice of cessation or notice of completion upon cessation of construction on the Development and take all other reasonable' steps to forestall the assertion of claims of lien against the Property. BORROWER authorizes the CITY, but without any obligation, to record any notices of completion or cessation of labor, or any other notice that the CITY deems necessary or desirable to protect its interest in the Property. 895\05\1267519.3 lamOI3 25 Section 4.10 Fees and Taxes. BORROWER shall be solely responsible for payment of all fees, assessments, taxes, charges, and levies imposed by any public authority or utility company with respect to the Property or the Project to the extent owned by BORROWER, and shall pay such charges prior to delinquency. However, BORROWER shall not be required to pay and discharge any such charge so long as (a) the legality thereof is being contested diligently and in good faith and by appropriate proceedings, and (b) if requested by the CITY, BORROWER deposits with the CITY any funds or other fonns of assurance that the CITY in good faith from time to time detennines appropriate to protect the CITY from the consequences of the contest being unsuccessful. Section 4.11 Notices. BORROWER shall notify the CITY promptly in writing of any and all of the following: (a) Any litigation known to BORROWER affecting BORROWER, or the Property and of any claims or disputes that involve a material risk of litigation; (b) Any written or oral communication BORROWER receives from any governmental, judicial, or legal authority giving notice of any claim or assertion that the Property or Project fails in any respect to comply with any applicable governmental law; (c) Any material adverse change in the physical condition of the Property (including any damage suffered as a result of fire, earthquakes, or floods); (d) Any material adverse change in BORROWER's financial condition, any material adverse change in BORROWER1s operations, or any change in the management of BORROWER; (e) That any of the statements in Section 5.1 (h) regarding Hazardous Materials are no longer accurate; (f) Any Default or event which, with the giving of notice or the passage of time or both, would constitute a Default; and (g) Any other circumstance, event, or occurrence that results in a material adverse change in BORROWER's ability to timely perfonn any of its obligations under any of the Loan Documents. Section 4.12 Non-Discrimination. BORROWER shall not discriminate or segregate in the ownership of the Property, and performance of the Predevelopment Activities, or operation or construction of the Project on the basis of race, color, creed, ancestry, national origin, religion, sex, sexual orientation, marital status, age, disability, medical condition, familial status, source of income or any other arbitrary 895\05\1267519.3 1122/2013 26 basis. BORROWER shall otherwise comply with all applicable local, state, and federal laws concerning discrimination. Section 4.13 Insurance Requirements. BORROWER, at its sole cost and expense, shall obtain and maintain during the term of this Agreement, insurance provided by responsible companies authorized to engage in the offering of insurance services in California in such amounts and against such risks as shall be satisfactory to CITY'S risk manager, including, without limitation, worker's compensation, employer's liability, commercial general liability, comprehensive automobile liability, personal injury and property damage insurance, as appropriate, as set forth in Exhibit G, insuring against all liability of BORROWER and its directors, officers, employees, agents, and representatives arising out of or in connection with the acquisition, construction and development of the Project or BORROWER'S performance or nonperformance under this Agreement. Section 4.14 Transfer. (a) For purposes of this Agreement, "Transfer" is any sale, assignment, or transfer, whether voluntary or involuntary, of (i) any rights and/or duties under this Agreement, and/or (ii) any interest in the Project, including (but not limited to) a fee simple interest, a joint tenancy interest, a life estate, a partnership interest, a leasehold interest, a security interest, or an interest evidenced by a land contract by which possession of the Project is transferred and the BORROWER retains title. "Transfer" shall exclude the leasing of any single unit in the Project to . an occupant and the transfer of an easement interest in the Property for utility purposes. The City Manager or his/her designee is authorized to execute assignment and asswnption agreements on behalf of the CITY to implement any approved Transfer. (b) CITY is entering into this Agreement based on the experience, skill, and ability to perform of BORROWER. The BORROWER recognizes that its qualifications and identity are of particular concern to the CITY,in view of: (i) the importance of affordable housing to the general welfare of the community; (ii) the reliance by the CITY upon the unique qualifications and ability of the BORROWER to ensure the quality of the affordability, use, operation, and maintenance of the proposed Project, if approved; (iii) the requirement that the Property be used for affordable housing; and (iv) BORROWER's representation that the Property is not to be acquired or used for speculation, but only for use by the BORROWER for affordable housing. (c) No Transfer not specifically authorized in this Section 4.14 shall be permitted without the prior written consent of the CITY, which the CITY may withhold in its sole discretion. The City Loan shall automatically accelerate and be due in full upon any Transfer made without the prior written consent of the CITY. (d) Sale of Market-Rate Parcel. (1), BORROWER desires to sell the portion of the Property identified as the Market-Rate Parcelto a third party (the "Third Party Buyer") for construction of market-rate housing in order to repay the LIIF Loan and the LISe Loan. 895\05\ 1261519.3 112212013 27 (2) If BORROWER has received all required Land Use Approvals to create the Market-Rate Parcel, as described in Section 3.2 and proposes to sell the Market-Rate Parcel to a Third Party Buyer, BORROWER shall provide written notice to the CITY at least forty-five days (45) days prior to the consummation of any proposed sale of the Market-Rate Parcel to a Third Party Buyer. (~) . If BORROWER has received all required Land Use Approvals to create the Market-Rate Parcel, as described in Section 3.2, CITY hereby approves the sale of the Market-Rate Parcel to a Third Party Buyer provided that: (i) the LISC Loan . and the LIIF Loan shall be paid off and the deeds of trust for those loans reconveyed upon sale of the Market-Rate Parcel; and (ii) any proceeds from the sale of the Market- Rate Parcel remaining after repayment of the LISC and LIFF loans shall either be used for the Project, if the CITY approves the Land Use Approvals for the Project; or for other affordable housing purposes, if the City does not approve the Land Approvals for the Project. On the date of the sale of the Market-Rate Parcel in conformance with this subsection (d), CITY agrees to release the Memo of Agreement and reconvey the Deed of Trust from the Market-Rate Parcel. (4) The provisions of this subsection (d) apply only to sale of a fee title interest in the Market .. Rate Parcel. All other Transfers are subject to the provisions of subsections (a), (b), (c), and (e) of this Section. ( e) The CITY hereby approves the Transfer of this Agreement to a limited partnership, of which BORROWER or BORROWER's wholly controlled affiliate is the general partner. Section 4.15 Other Indebtedness and Liens. Except for the Approved Acquisition Financing, BORROWER shall not incur any indebtedness of any kind or encumber the Property with any liens without the prior written consent of the CITY. Section 4.16 Use as Affordable Housing In consideration for the City Loan to be provided to the BORROWER on below .. market tenns, the BORROWER hereby agrees to apply for the use of the Property as affordable housing and otherwise use its best good faith efforts to comply with the requirements of Article 3 of this Agreement. If the Project is approved, the use, occupancy and rent restrictions in the Regulatory Agreement shall be compatible with the restrictions of other Approved Financing. BORROWER's compliance with this Section 4.16 is of particular importance to CITY and the main purpose of the City Loan. If the Project is approved, the BORROWER shall record against the Property, prior to Construction Closing, the Regulatory Agreement. 895\05\1267519.3 1122/2013 28 ARTICLES REPRESENTATIONS AND WARRANTIES OF BORROWER Section 5.1 Representations and Warranties. As a material inducement to the CITY's entry into this Agreement, BORROWER hereby represents and warrants to the CITY as follows and acknowledges, understands, and agrees that the representations and warranties set forth in this Article 5 are deemed to be continuing during all times when any portion of the City Loan remains outstanding: (a) Organization. BORROWER is duly organized, validly existing, and in good standing under the laws of the State of California and have the power and authority to own their property and carry on their business as now being conducted. (b) Authority of BORROWER. BORROWER has full power and authority to execute and deliver this Agreement and to make and accept the borrowings contemplated hereunder, to execute and deliver the Loan Documents and all other documents or instruments executed and delivered,or to be executed and delivered, pursuant to this Agreement, and to perfonn and observe the terms and provisions of all of the above. (c) Authority of Persons Executing Documents. This Agreement and the Loan Documents and all other documents or instruments executed and delivered, or to be executed and delivered, pursuant to this Agreement have been executed and delivered by persons who are duly authorized to execute and deliver the same for and on behalf of BORROWER, and all actions required under BORROWER's 's organizational documents and applicable governing law for the authorization, execution, delivery and perfonnance of this Agreement and the Loan Document.s and all other documents or instruments executed and delivered, or to be executed and delivered, pursuant to this Agreement, have been duly taken. (d) Valid Binding Agreements. This Agreement and the Loan Documents and all other documents or instruments which have been executed and delivered pursuant to or in connection with this Agreement constitute or, if not yet executed or delivered, will when so executed and delivered constitute, legal, valid and binding obligations of enforceable against it in accordance with their respective terms. (e) No Breach of Law or Agreement. Neither the execution nor delivery of this Agreement and the Loan Documents or of any other documents or instruments executed and delivered, or to be executed or delivered, pursuant to this Agreement, nor the performance of any provision, condition, covenant or other term hereof or thereof, will conflict with or result in a breach of any statute, rule or regulation, or any judgment, decree or order of any court, board, commission or agency whatsoever binding on BORROWER, or any provision of the organizational documents of BORROWER, or will conflict with or constitute a breach of or a default under any agreement to which BORROWER is a party, or will result in the creation or imposition of any lien upon any assets or property of BORROWER, other than liens established pursuant hereto. 895\05\1267519.3 112212013 29 (f) Pending Proceedings. BORROWER is not in default under any law or regulation or under any order of any court, board, commission or agency whatsoever, and there are no claims, actions, suits or proceedings pending or, to the knowledge of BORROWER, threatened against or affecting BORROWER or the Property, at law or in equity, before or by any court, board, commission or agency whatsoever which might, if determined adversely to BORROWER, materially affect BORROWER's ability to repay the City Loan or impair the security to be given to the CITY pursuant hereto. (g) Title to Land. At the time of recordation of the Deed of Trust, BORROWER will have good and marketable fee title to the Property and there will exist thereon or with respect thereto no mortgage, lien, pledge or other encumbrance of any character whatsoever other than liens for current real property taxes and assessments not yet due and payable, and liens in favor of the CITY or approved in writing by the CITY. (h) Hazardous Materials. To the best of BORROWER's knowledge, except as disclosed in writing by BORROWER to the CITY or in the following reports, prior to the date of this Agreement (Phase I Environmental Site Assessment, dated July 2, 2012; Phase II Environmental Site Assessment, dated July20, 2012); (i) no Hazardous Material has been disposed of, stored on, discharged from, or released to or from, or otherwise now exists in, on, under, or around, the Property, (ii) no aboveground or underground storage tanks are now or have ever been located on or under the Property, (iii) neither the Property, nor BORROWER, is in violation of any Hazardous Materials Law; and (iv) neither the Property, nor BORROWER, is subject to any existing, pending or threatened Hazardous Materials Claims. (i) Financial Statements. The financial statements of BORROWER and other financial data and information furnished by BORROWER to the CITY fairly present the infonnatioJ;l contained therein. As of the date of this Agreement, there has not been any adverse, material change in the financial condition of BORROWER from that shown by such financial statements and other data and information. G) Sufficient Funds. BORROWER holds sufficient funds andlor binding commitments for sufficient funds to complete the acquisition of the Property and perform the Predevelopment Activities. (k) Taxes. BORROWER and its subsidiaries have filed all federal and other material tax returns and reports required to be filed, and have paid all federal and other material taxes, assessments, fees and other governmental charges levied or imposed upon them or their income or the Property otherwise due and payable, except those which are being contested in good faith by appropriate proceedings and for which adequate reserves have been provided in accordance with generally accepted accounting principles. There is no proposed tax assessment against BORROWER or any of its subsidiaries that could, if made, be reasonably expected to have a material adverse effect upon the Property, liabilities (actual or contingent), operations, condition (financial or otherwise) or prospects of BORROWER and its' subsidiaries, taken as a whole, which would be expected to result in a material impairment of the ability of BORROWER to perform under any Loan Document to which it is a party, or a material adverse effect upon the legality, validity, binding effect or enforceability against BORROWER of any Loan Document. 895\05\1267519.3 112212013 30 Section 5.2 Survival of Representations and Warranties. All representations and warranties of BORROWER shall survive the making of the City Loan and have been or will be relied on by the CITY notwithstanding any investigation made by the CITY. ARTICLE 6 TERMINATION, DEFAULT AND REMEDIES Section 6.1 Termination of Agreement (a) Failure by the BORROWER to complete the Construction Closing and obtain all Land Use Approvals and building permits required to construct the Project by January 31,2015, subject to Force Majeure, or CITY's determination not to approve the Land Use Approvals required for the Project, including creation of the Market-Rate Parcel, constitutes a basis for the CITY to terminate this Agreement, subject to the conditions set forth in subsection (b) below. At BORROWER's request, CITY may, at its sole discretion, extend the time for performance contained in this paragraph, provided that BORROWER demonstrates to CITY's reasonable satisfaction that BORROWER is likely to obtain financing and Land Use Approvals required to construct the Project within a reasonable period. (b) Upon the happening of the events described in subsection (a), the City may provide written notice to BORROWER of its intent to terminate this Agreement within one hundred twenty (120) days pursuant to this Section 6.1 (the "Tennination Noticelt). At its sole discretion, the Termination Notice may indicate CITY's intent to exercise the Option to Purchase pursuant to Section 6.4 provided that the Notice of Exercise is delivered to BORROWER concurrently with the Termination Notice. Upon the effective date of the Tennination Notice, the outstanding principal balance of the Note shall be due and payable, and the CITY may exercise all rights pursuant to the Assignment of Documents; and this Agreement will terminate and neither party shall have any rights against or liability to the other pursuant to this Agreement except for the provisions that state they survive termination of this Agreement, and the applicable provisions of this Section 6.1, Section 6.4, and Section 6.5. Section 6.2 Events of Default. Upon the occurrence of Default, as defined in this Section, the CITY will give written notice to BORROWER. If the Default continues uncured for forty .. five (45) days after receipt of written notice thereof from the CITY to BORROWER or, if a non-monetary breach cannot be cured within forty-five (45) days, BORROWER diligently undertakes to cUre such breach within forty-five (45) days but such breach remains uncured within ninety (90) days, then CITY may terminate this Agreement and exercise all remedies available at law or equity; provided, however, that if a different period or notice requirement is specified under any other provision of this Article 6, the specific provisions shall control. Each of the following shall constitute a "Defaultfl by BORROWER under this Agreement: 895\05\12675 t 9 .3 112212013 31 (a) Failure to Make Payment. Failure to repay the principal and any interest on the Loan within fifteen (15) days after receipt of written notice from the CITY that such payment is due pursuant to the Loan Documents. (b) Breach of Covenants. Failure of BORROWER to duly perform, comply with, or observe any of the conditions, terms, or covenants of any of the Loan Documents. (c) Default Under Other Loans. A default is declared under any other financing for the Project or acquisition of the Property by the lender of such financing, or BORROWER fails to make any payment or perfonn any of its other covenants, agreements, or obligations under any other agreement with respect to financing for the Project. After the expiration of any cure periods, the occurrence of any of the events of Default in this paragraph shall act to accelerate automatically, without the need for any action by the CITY, the indebtedness evidenced by the Note. (d) Adverse Financial Condition. A material adverse change in BORROWER's financial condition, or an event or condition materially impairing BORROWERts intended use of the Property, or BORROWER's ability to repay the City Loan occurs. (e) Insolvency. A court having jurisdiction shall have made or entered any decree or order (1) adjudging BORROWER to be bankrupt or insolvent, (2) approving as properly filed a petition seeking reorganization of BORROWER or seeking any arrangement for BORROWER under the bankruptcy law or any other applicable debtor's relief law or statute or the United States or any state or other jurisdiction, (3) appointing a receiver, trustee, liquidator, or assignee of BORROWER in bankruptcy or insolvency or for any of their properties, (4) directing the winding up or liquidation of BORROWER, if any such decree or order described in clauses (1) to (4), inclusive, shall have continued unstayed or undischarged for a period of ninety (90) days; or (5) BORROWER shall have admitted in writing its inability to pay its debts as they fall due or shall have voluntarily submitted to or filed a petition seeking any decree or order of the nature described in clauses (1) to (5), inclusive. The occurrence of any of the events of Default in this paragraph shall act to accelerate automatically, without the need for any action by the CITY, the indebtedness evidenced by the Note. (f) Assignment: Attachment. BORROWER shall have assigned its assets for the benefit of its creditors or suffered a sequestration or attachment of or execution on any substantial part of its property, unless the property so assigned, sequestered, attached or executed . upon shall have been returned or released within ninety (90) days after such event or, if Sooner, prior to sale pursuant to such sequestration, attachment, or execution. The occurrence of any of the events of default in this paragraph shall act to accelerate automatically, without the need for any action by the CITY, the indebtedness evidenced by the Note. (g) Suspension; Dissolution. BORROWER shall have voluntarily suspended its business or the dissolution of BORROWER. (h) Liens on Property and the Project. There shall be filed any claim of lien (other than liens approved in writing by the CITY) against the Project, the Property, or any part thereof, 895\05\1267519.3 If2212013 32 or any interest or right made appurtenant thereto, or the service of any notice to withhold proceeds of the City Loan and the continued maintenance of said claim of lien or notice to withhold for a period of twenty (20) days without discharge or satisfaction thereof or provision therefor (including, without limitation, the posting of bonds) satisfactory to the CITY. (i) Condemnation. The condemnation, seizure, or appropriation of all or the substantial part of the Property and the Project, except that condemnation by the CITY shall cause the City Loan to accelerate but shall not be a Default. G) Unauthorized Transfer. Any Transfer other than as pennitted by Section 4.14. (k) Representation or Warranty Incorrect. Any representation or warranty of BORROWER contained in this Agreement, or in any application, fmancial statement, certificate, or report submitted to the CITY in connection with any of the Loan Documents, proves to have been incorrect in any material and adverse respect when made. (1) Applicability to General Partner. In the event BORROWER is a limited partnership or limited liability· company, the occurrence of any of the events set forth in subsection (f), subsection (g), or subsection (h) in relation to the general partner of BORROWER. Section 6.3 Remedies. The OCCU11'ence of any Default hereunder following the expiration of all applicable notice and cure periods will, either at the option of the CITY or automatically where so specified, relieve the CITY of any obligation to make or continue the City Loan and shall give the CITY the right to proceed with any and all remedies set forth in this Agreement and the Loan Documents, subject to the terms of the subordiIl:ation agreements related to the LISC Loan and the LIIF Loan, including but not limited to the following: (a) Acceleration of Note. The CITY shall have the right to cause all indebtedness of BORROWER to the CITY under this Agreement and the Note, together with any accrued interest thereon, to become immediately due and payable. BORROWER waives all right to presentment. demand, protest or notice of protest or dishonor. The CITY may proceed to enforce payment of the indebtedness and to exercise any or all rights afforded to the CITY as a creditor and secured party under the law including the Uniform Commercial Code, including foreclosure under the Deed of Trust. BORROWER shall be liable to pay the CITY on demand all reasonable expenses, costs and fees (including, without limitation, reasonable attorney's fees and expenses) paid or incurred by the CITY in connection with the collection of the City Loan and the . preservation, maintenance, protection, sale, or other disposition of the security given for the City Loan. (b) Assignment of Documents. The CITY may exercise all rights under the Assignment of Documents. 895\05\1267519.3 112212013 33 (c) Specific Performance. The CITY shall have the right to mandamus or other suit, action or proceeding at law or in equity to require BORROWER to perfonn its obligations and covenants under the Loan Documents or to enjoin acts or things which may be unlawful or in violation of the provisions of the Loan Documents. Cd) Right to Cure at BORROWER's Expense. The CITY shall have the right (but not the obligation) to cure any monetary default by BORROWER under a loan other than the City Loan. BORROWER agrees to reimburse the CITY· for any funds advanced by the CITY to cure a monetary default by BORROWER upon demand therefore, together with interest thereon from the date of expenditure until the date of reimbursement at the Default Rate. Section 6.4 Option to Purchase, Enter and Possess. (a) In consideration for the City Loan, BORROWER hereby grants the CITY the additional right at the CITY's option~ to purchase, enter, and take possession of the Property with all improvements thereon (the "Option to Purchase") upon an uncured event of Default of BORROWER or upon termination of this Agreement pursuant to Section 6.1. (b) If the CITY decides to exercise its Option to Purchase the CITY shall provide BORROWER, LISC, and LIIF with written notice of its intent to do so (the "Notice of Exercise") within sixty (60) days of CITY's notice to BORROWER of an uncured event of Default pursuant to Section 6.2 above or concurrently with delivery of a Tennination Notice pursuant to Section 6.1 above. The Notice of Exercise will include a date for closing which is the later to occur of the following: (1) not less than ninety (90) days nor more than one hundred fifty (150) days after the date of the Notice of Exercise in the event of an uncured event of Default; (2) not less than ninety (90) days nor more than one hundred fifty (150) days after the effective date of the Termination Notice; or (3) ten (10) days after BORROWER has done all acts and executed all documents required for close of escrow. (c) Upon the CITY's delivery of the Notice of Exercise, BORROWER and the CITY shall promptly open an escrow account. BORROWER shall execute, acknowledge, and deliver a grant deed in a form acceptable to the CITY transferring the Property to the CITY~ subject only to the title exceptions that (1) existed at the time of BORROWER's acquisition of the Property, or (2) were created with the written consent of CITY or approved in writing by CITY or expressly contemplated or permitted by this Agreement. Closing costs and title insurance shall be paid by CITY and BORROWER pursuant to the custom and practice in the County of Santa Clara at the time of the opening of escrow, or as may be provided otherwise by mutual agreement. BORROWER agrees to do all acts and execute all documents necessary to enable the close of escrow and transfer of the Property to the City_ The BORROWER shall also provide the CITY all documents to which the CITY is entitled pursuant to the Assignment of Documents upon the CITY's exercise of the Option to Purchase. (d) The purchase price of the Property under the Option to Purchase will be all amounts due under the City Loan. The CITY shall deem all outstanding amounts due on the City Loan paid in full upon close of escrow and delivery of all documents to which the CITY is entitled pursuant to the Assignment of Documents. The City acknowledges that it will take title to the 895\05\1267519.3 1122f2013 34 Property subject to the liens of the deeds of trust in favor of the Senior Lenders and the County Loan and the terms and provisions of the documents evidencing the County Loan and the Senior Loans (except for any modification to such Senior Loan documents that require the approval of the City pursuant to the applicable subordination agreement and for which such approval was not obtained). (e) As used in this Section, the term "City Loan" includes any accrued interest as calculated pursuant to Section 2.2. (f) The granting of this Option to Purchase to the CITY shall not impair or limit the CITY's ability to exercise any other rights or remedies granted to the CITY in this Agreement. CITY may enforce this Section 6.4 by specific performance. Section 6.5 Right of Contest. BORROWER shall have the right to contest in good faith any claim, demand, levy, or assessment the assertion of which would constitute a Default hereunder. Any such contest shall be prosecuted diligently and in a marmer unprejudicial to the CITY or the rights of the CITY hereunder. Section 6.6 Remedies Cumulative. No right, power, or remedy given to the CITY by the terms of this Agreement or the Loan Documents is intended to be exclusive of any other right, power, or remedy; and each and every such right, power, or remedy shall be cumulative and in addition to every other right, power, or remedy given to the CITY by the teoos of any such instrument, or by any statute or otherwise against BORROWER and any other person or entity. Neither the failure nor any delay on the part of the CITY to exercise any such rights and remedies shall operate as a waiver thereoft nor shall any single or partial exercise by the CITY of any such right or remedy preclude any other or further exercise of such right or remedy, or any other right or remedy. ARTICLE 7 GENERAL PROVISIONS Section 7.1 Agreement Coordination (a) CITY's City Manager shall represent CITY for all purposes under this Agreement. CITY's Director of Planning and Community Environment is designated by the City Manager as the project manager, and his or her designee !:)hall supervise the progress and' execution of this Agreement. (b) The Executive Director of BORROWER shall represent BORROWER for all purposes under this Agreement andt as the project director for BORROWER, shall supervise the progress and execution of this Agreement. ' 895\05\1267519.3 112212013 35 (c) Each party may change the party representing it by notice to the other party. Section 7.2 Relationship of Parties. Nothing contained in this Agreement shall be interpreted or understood by any of the parties, or by any third persons, as creating the relationship of employer and employee, principal and agent, limited or general partnership, or joint venture between the CITY and BORROWER or BORROWER's agents, employees or contractors, and BORROWER shall at all times be deemed an independent contractor and shall be wholly responsible for the manner in which it or its agents, or both, perform the services required of it by the terms of this Agreement. BORROWER has and retains the right to exercise full control of employment, direction, compensation, and discharge of all persons assisting in the performance of services under the Agreement. In regards to the development of the Projectt BORROWER shall be solely responsible for all matters relating to payment of its employees, including compliance with Social Security, withholding and all other laws and regulations governing such matters, and shall include requirements in each contract that contractors shall be solely responsible for similar matters relating to their employees. BORROWER agrees to be solely responsible for its own acts and those of its agents and employees. Section 7.3 No Claims. Nothing contained in this Agreement shall create or justify any claim against the CITY, by any person BORROWER may have employed or with whom BORROWER may have contracted relative to the purchase of materials, supplies or equipment, or the furnishing or the performance of any work or services with respect to the development of 'the Project, and BORROWER shall include similar requirements in any contracts entered into for the development of the Project. Section 7.4 Amendments. Any amendment to this Agreement shall be binding upon the parties, provided such amendment is set forth in a writing signed by the parties. The City Manager is authorized to execute any amendments to this Agreement after approval by the City Council and to confer any consents or approvals that may be provided by the City Manager pursuant to this Agreement. Section 7.5 Entire Understanding of the Parties. This Agreement constitutes the entire understanding and agreement of the Parties with respect to the City Loan. Section 7.6 Indemnification. Except as directly caused by the CITY's proven gross negligence or willful misconduct, BORROWER agrees to indemnify, protect, hold harmless and defend (by counsel reasonably satisfactory to the CITY) the CITY, and its councilmembers, officers and employees, from all suits, actions, claims, causes of action, costs, demands, judgments and liens directly or indirectly 895\05\1267519.3 1122/2013 36 arising out of or resulting from: (i) the making of the City Loan; (ii) BORROWER's performance or non-performance of its obligations under this Agreement; (iii) any act or omission of BORROWER, any of its agents, employees, licensees, tenants, contractors, subcontractors or material suppliers, or other person or entity with respect to the City Loan or the Property (iv) the acquisition, ownership and maintenance of the Property; (v) the development, marketing, rental and operation of the Project, or (vi) any documents executed by BORROWER in connection with the Project. The provisions of this Section 7.6 shall survive the repayment and cancellation of the Note, the release and reconveyance of the Deed of Trust, and termination of this Agreement. Section 7.7 Non-Liability of CITY and crr-y Officials, Employees and Agents. No member, official, employee or agent of the CITY shall be personally liable to BORROWER, or any successor in interest, in the event of any Default or breach by the CITY, or for any amount which may become due to BORROWER or its successor or on any obligation under the terms of this Agreement. . Section 7.8 No Third Party Beneficiaries. BORROWER lacks any authority or power to pledge the credit of CITY or incur any obligation in the name of CITY. This Agreement shall not be construed or deemed to be an agreement for the benefit of any third party, and no third party shall have any claim or right of action hereunder for any cause whatsoever. Section 7.9 Action by the CITY; Amendments. Except as may be otherwise specifically provided herein, whenever any approval, notice, direction, consent, request, extension of time, waiver of condition, termination, or other action by the CITY is required or permitted under this Agreement, such action may be given, made, or taken by the City Manager without further approval by the City Council, and any such action shall be in writing. Section 7.10 Wai vers. Any waiver by the CITY of any obligation or condition in this Agreement must be in writing. No waiver will be implied from any delay or failure by the CITY to take action on any breach or Default of BORROWER or to pursue any remedy allowed under this Agreement or applicable law. Any extension of time granted to BORROWER to perform any obligation under this Agreement shall not operate as a waiver or release from any of its obligations under this Agreement. Consent by the CITY to any act or omission by BORROWER shall not be construed to be a consent to any other or subsequent act or omission or to waive the requirement for the CITY's written consent to future waivers. Section 7.11 Notices. Demands and Communications. All notices, consents, communications or transmittals required by this Loan Agreement 895\05\1267519.3 112212013 37 shall be made, in writing, and shall be communicated by the United States mail, certified, return receipt requested or by express delivery or overnight courier service with a delivery receipt, and shall be deemed given as of the date shown on the delivery receipt as the date of delivery or the date on which delivery was refused, and shall be addressed to the following addresses, or such other address as either party may designate, from time to time, by written notice sent to the other party in like manner: CITY: City of Palo Alto Office of the City Clerk PO Box 10250 Palo Alto, CA 94303 With a copy to: City of Palo Alto Director, Department of Planning & Community Environment POBox 10250 Palo Alto, CA 94303 BORROWER: Palo Alto Housing Corporation 725 Alma Street Palo Alto, CA 94301 Attn: Executive Director Such written notices, demands and communications may be sent in the same manner to such other addresses as the affected party may from time to time designate by mail as provided in this Section. Receipt shall be deemed to have occurred on the date shown on a written receipt for delivery or refusal of delivery. Section 7.12 Awlicable Law and Venue. This Agreement shall be deemed a contract made under the laws of the State of California, and for the purposes hereof shall be governed and construed by and in accordance with the laws of the State of California. In the event that suit is brought by either party, the parties agree that trial of such action shall be vested exclusively in the state court of California in the City of San Jose, County of Santa Clara, or in the United States District Court for the Northern District of California in the City of San Jose. Section 7.13 Parties Bound. Except as otherwise limited herein, the provisions of this Agreement shall be binding upon and inure to the benefit of the parties and their heirs, executors, administrators, legal 895\05\1267519.3 112212013 38 representatives, successors and assigns. Any provision of this Loan Agreement which is characterized as a covenant or a condition shall be deemed both a covenant and a condition. This Agreement is intended to run with the land and shall bind BORROWER and its successors and assigns in the Property and the Project for the entire Tenn, and the benefit hereof shall inure to the benefit of the CITY and its successors and assigns. . Section 7.14 Attorneys' Fees. If any lawsuit is commenced to enforce any of the terms of this Agreement, the prevailing party will have the right to recover its reasonable attorneys' fees and costs of suit from the other party. Section 7.15 Severability. If any tenn of this Agreement is held by a court of competent jurisdiction to be invalid, void or Wlenforceable, the remainder of the provisions shatl continue in full force and effect unless the rights and obligations of the parties have been materially altered or abridged by such invalidation, voiding or unenforceability. Section 7.16 Force Majeure. In addition to specific provisions of this Agreement, performance by either party shall not be deemed to be in default where delays or defaults are due to to war~ insurrection, strikes, lock- outs or other labor disturbances, one or more acts of a public enemy, war, riot, sabotage, blockade, embargo, floods, earthquakes, fires, quarantine restrictions, freight embargoes, lack of transportation, court order, delays or failures of perfonnance by any governmental authority or utility company (other than the acts or failure to act of the CITY and so long as the party seeking the extension has adequately complied with the applicable processing requirements of such governmental authority or utility company), delays resulting from changes in any applicable laws, rules~ regulations, ordinances or codes, or a change in the interpretation thereof by any governing body with jurisdictio~ or any other cause (other than lack of funds of BORROWER or BORROWER's inability to finance the construction of the Project) beyond the reasonable control or without the fault of the party claiming an extension of time to perform or an inability of performance. An extension of time for any cause will be deemed granted if notice by the party claiming such extension is sent to the other within ten (10) days from the commencement of the cause and the party granting the extension agrees to the extension in writing. In no event shall the CITY be required to agree to cumulative delays in excess of one hundred eighty (180) days. Section 7.17 Conflict of Interest. (a) Except for payment of salaries and administrative costs. no person who is an employee~ agent, consultant, officer or official of BORROWER who exercises or has exercised any functions or responsibilities concerning the activities under this Agreement, or who is in a position to participate in a decision making process or gain inside information with regard to such activities, may obtain a personal or financial interest or benefit from any such activity, or have an interest in any contract~ subcontract, or agreement with respect thereto, or the proceeds 895\05\1267519.3 1122f.1013 39 thereunder, either for him or herself or for those with whom he or she has family or business ties, during his or her tenure or for one year thereafter. (b) BORROWER further covenants that it presently has no interest and shall not acquire any interest, direct or indirect, financial or otherwise, which would conflict in any manner or degree with the performance of the services hereunder. BORROWER also covenants that, in the performance of this Agreement, no subcontractor or person having such interest shall be employed by BORROWER. In addition, BORROWER certifies that no one who has or will have any financial interest under this Agreement is an officer or employee of CITY. Section 7.18 Time of Essence. Time is of the essence with respect to the performance of each of the covenants and agreements contained in this Agreement. Section 7.19 Title of Parts and Sections; Exhibits. Any titles of the sections or subsections of this Agreement are inserted for convenience of reference only and shall be disregarded in interpreting any part of the Agreement's provisions. All exhibits referred to in this Agreement and any addenda, appendices, attachments, and schedules which may, from time to time, be referred to in any duly executed amendment hereto are by such reference incorporated in this Agreement and shall be deemed to be part hereOf. Section 7.20 Multiple Originals; Counterpart. This Agreement may be executed in mUltiple originals, each of which is deemed to be an original, and may be signed in counterparts. Section 7.21 Recording of Memo of Agreement. The CITY and BORROWER shall cause the Memo of Agreement to be recorded against the Property in the Official Records of Santa Clara County. Section 7.22 Further Actions. The parties agree that they will take such further actions, and execute such further documents, as may be necessary or appropriate in order to carry out the purposes of this Agreement. /I /I /I II 895\05\1267519.3 1/2212013 40 895\05\1267519.3 1122/2013 41 EXHIBIT A LEGAL DESCRIPTION OF THE PROPERTY Real property in the City of Palo Alto, County of Santa Clara, State of California, described as follows: TRACT ONE: PARCEL ONE: PORTION OF LOT 10, AS SHOWN UPON THAT CERTAIN MAP ENTITLED/ "MAYBELL TRAer', WHICH MAP WAS FILED FOR RECORD IN THE OFFICE OF THE RECORDER OF THE COUNTY OF SANTA CLARA, STATE OF CALIFORNIA, ON JUNE 19, 1905 IN BOOK K OF MAPS, AT PAGES 88 AND 89, AND MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING AT A HUB SET AT THE POINT OF INTERSECTION OF THE SOUTHEASTERLY LINE OF MAYBELL AVENUE WITH THE NORTHEASTERLY LINE OF 10, AS SAID AVENUE AND LOT ARE SHOWN UPON THE MAP ABOVE REFERRED TO, RUNNING THENCE SOUTH 28° 481 WEST ALONG THE SAID SOUTHEASTERLY LINE OF MAYBELL AVENUE 145.00 FEET TO THE TRUE POINT OF BEGINNING OF THE FOLLOWING DESCRIBED PARCEL OF LAND; THENCE AT RIGHT ANGLES TO SAID SOUTHEASTERLY LINE OF MAYBELL AVENUE/ SOUTH 61° 12r EAST 65.00 FEET; THENCE RUNNING PARALLEL WITH SAID SOUTHEASTERLY LINE OF MAYBELL AVENUE SOUTH 28° 481 WEST 111.00 FEET; THENCE NORTH 61° 12' WEST 65.00 FEET TO A POINT IN SAID SOUTHEASTERLY LINE OF MAYBELL AVENUE; THENCE ALONG SAID SOUTHEASTERLY LINE OF MAYBELL AVENUE NORTH 28° 481 EAST 111.00 FEET TO THE POINT OF BEGINNING. PARCEL lWO: PORTION OF LOT 10, AS SHOWN UPON THAT CERTAIN MAP ENTITLED, "MAYBELL TRACT", WHICH MAP WAS FILED FOR RECORD IN THE OFFICE OF THE RECORDER OF THE COUNTY OF SANTA CLARA, STATE OF CALIFORNIA, ON JUNE. 19, 1905 IN BOOK "K' OF MAPS, AT PAGES 88 AND 89, AND MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE SOUTHEASTERLY LINE 'OF MAYBELL AVENUE, DISTANT THEREON S. 28° 48' W. 84.83 FEET FROM THE POINT OF INTERSECTION THEREOF WITH THE NORTHEASTERLY LINE OF LOT 10, AS SAID AVENUE AND LOT ARE SHOWN UPON THE MAP OF MAYBELL TRACT HEREINABOVE REFERRED TO; THENCE PARALLEL WITH SAID NORTHEASTERLY LINE OF LOT 10/ S. 61° 14r 22" E. 895\05\1267519.3 1122/2013 80.74 FEET; THENCE PARALLEL WITH SAID SOUTHEASTERLY LINE OF MAYBELL AVENUE, S. 28° 48' W. 169.66 FEET; THENCE PARALLEL WITH SAID NORTHEASTERLY LINE OF LOT 10, N. 61° 14' 2211 W. 15.74 FEET; THENCE PARALLEL WITH THE SOUTHEASTERLY LINE OF MAYBELL AVENUE N. 28° 48' E. 109.49 FEET; THENCE PARALLEL WITH SAID NORTHEASTERLY TINE OF LOT 10 N. 61° 14' 2211 W. 65 FEET TO THE SOUTHEASTERLY UNE OF MAYBELL AVENUE; THENCE ALONG SAID SOUTHEASTERLY LINE, N. 28° 48' E. 60.17 FEET TO THE POINT OF BEGINNING. TRACT TWO: PARCEL ONE: PORTION OF LOT 10, AS SHOWN UPON THAT CERTAIN MAP ENTITLED, ·uMAYBELL TRACT", WHICH MAP WAS FILED FOR RECORD IN THE OFFICE OF THE RECORDER OF THE COUNTY OF SANTA CLARA, STATE OF CALIFORNIA, ON JUNE 19, 1905 IN BOOK K OF MAPS, AT PAGES 88 AND 89, AND MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING AT A HUB SET AT THE POINT OF INTERSECTION OF THE SOUTHEASTERLY LINE OF MAYBELL AVENUE WITH THE NORTHEASTERLY LINE OF LOT 101 AS SAID AVENUE AND LOT ARE SHOWN UPON THE MAP ABOVE REFERRED TO; RUNNING THENCE SOUTH 28° 48' WEST ALONG THE SAID SOUTHEASTERLY LINE OF MAYBELL AVENUE 339.32 .FEET TO AN IRON PIPE SET AT THE INTERSECTION THEREOF WITH THE SOUTHWESTERLY LINE OF SAID LOT 10; RUNNING THENCE SOUTH 610 12' EAST ALONG SAID LAST NAMED LINE 96. 14 FEET TO AN IRON PIPE AT THE WESTERNMOST CORNER OF THAT CERTAIN 0.94 ACRE TRACT OF LAND DESCRIBED IN THE DEED FROM MARTHA A. CHRISTESON TO GEO M. ANTHONY, DATED MAR~H 5, 1937 RECORDED MARCH 26, 1937 IN BOOK 814 OF OFFICIAL RECORDS, PAGE 434, SANTA CLARA COUNTY RECORDS; RUNNING THENCE NORTH 280 481 EAST ALONG THE NORTHWESTERLY LINE OF SAID 0.94 ACRE TRACT 99.68 FEET TO AN IRON PIPE AT THE NORTHERN,MOST CORNER THEREOF; RUNNING THENCE SOUTH 57° 27' 3811 EAST ALONG THE NORTHEASTERLY LINE OF THE SAID 0.94 ACRE TRACT 221.17 FEET TO AN IRON PIPE; THENCE LEAVING SAID LAST NAMED LINE AND RUNNING NORTH 28° 48r EAST AND PARALLEL WITH THE SAID SOUTHEASTERLY LINE OF MAYBELL AVENUE 254.14 FEET TO AN IRON PIPE SET ON THE SAID NORTHEASTERLY LINE OF LOT 10; RUNNING THENCE NORTH 61°141 2211 WEST ALONG SAID LAST NAMED LINE 316.84 FEET TO THE POINT OF BEGINNING. CONTAINING APPROXIMATELY 2 ACRES, SURVEYED AND MONUMENTED IN JANUARY 1951 BY GEO S. NOLTE, CIVIL ENGINEER AND LAND SURVEYOR. EXCEPTING THEREFROM THAT CERTAIN PARCEL OF LAND DESCRIBED AS FOLLOWS: 895\05\1267519.3 112212013 PORTION OF LOT 10, AS SHOWN UPON THAT CERTAIN MAP ENTITLED, "MAYBELL TRACT", WHICH MAP WAS FILED FOR RECORD IN THE OFFICE OF THE RECORDER OF THE COUNTY OF SANTA CLARA, STATE OF CALIFORNIA, ON JUNE 19, 1905 IN BOOK K OF MAPS, AT PAGES 88 AND 89, AND MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING AT A HUB SET AT THE POINT OF INTERSECTION OF THE SOUTHEASTERLY LINE OF MAYBELL AVENUE WITH THE NORTHEASTERLY UNE OF LOT 10, AS SAID AVENUE AND LOT ARE SHOWN UPON THE MAP ABOVE REFERRED TO; RUNNING THENCE SOUTH 28° 48' WEST ALONG THE SAID SOUTHEASTERLY LINE OF MAYBELL AVENUE 145.00 FEET TO THE TRUE POINT OF BEGINNING OF THE FOLLOWING DESCRIBED PARCEL OF LAND; THENCE AT RIGHT ANGLES, TO SAID SOUTHEASTERLY LINE OF MAYBELL AVENUE, SOUTH 61° 121 EAST 65.00 FEET; THENCE RUNNING PARALLEL WITH THE SOUTHEASTERLY· LINE OF MAYBELL AVENUE SOUTH 28° 48' WEST 111.00 FEET'; THENCE NORTH 61° 12'. WEST 65.00 FEET TO A POINT IN SAID SOUTHEASTERLY LINE OF MAYBELL AVENUE; THENCE ALONG SAID SOUTHEASTERLY LINE OF MAYBELL AVENUE NORTH 28° 48' EAST 111.00 FEET TO THE TRUE POINT OF BEGINNING. ALSO EXCEPTING THEREFROM: PORTION OF LOT 10, AS SHOWN UPON THAT CERTAIN MAP ENTITLED, "MAYBELL TRACT", WHICH MAP WAS FILED FOR RECORD IN THE OFFICE OF THE RECORDER OF THE COUN1Y OF SANTA CLARA, STATE OF CALIFORNIA ON JUNE 19, 1905 IN BOOK K OF MAPS, AT PAGES 88 AND 89, AND MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE SOUTHEASTERLY LINE OF MAYBELL AVENUE, DISTANT THEREON S. 28° 48' W. 84.83 FEET FROM THE POINT OF INTERSECTION THEREOF WITH THE NORTHEASTERLY UNE OF LOT 10, AS SAID AVENUE AND LOT ARE SHOWN UPON THE MAp OF MAYBELL TRACT HEREINABOVE REFERRED TO; THENCE PARALLEL WITH SAID NORTHEASTERLY LINE OF LOT la, S. 610 14' 2211 E. 80.74 FEET; THENCE PARALLEL WITH SAID SOUTHEASTERLY LINE OF MAYBELL AVENUE, S. 28° 48' W. 169.66 FEET; THENCE PARALLEL WITH SAID NORTHEASTERLY UNE OF LOT 10, N. 61° 14' 221f W. 15.74 FEET; THENCE PARALLEL WITH THE SOUTHEASTERLY LINE OF MAYBELL AVENUE N. 280 48' E. 109.49 FEET; THENCE PARALLEL WITH SAID NORTHEASTERLY TINE OF LOT 10 N. 61° 14' 2211 W. 65 FEET TO THE SOUTHEASfERLY LINE OF MAYBELL AVENUE; THENCE ALONG SAID SOUTHEASTERLY LINE, N. 28° 4~' E. 60.17 FEEfTO THE POINT OF BEGINNING. ALSO EXCEPTING THEREFROM: PORTION OF LOT 10, MAP OF MAYBELL TRACT, FILED JUNE 19, 1905, BOOK K OF MAPS AT PAGE 88, SANTA CLARA COUNTY RECORDS, DESCRIBED AS FOLLOWS: 895\05\1267519.3 1/2212013 BEGINNING AT THE INTERSECTION OF THE SOUTHEAST LINE OF MAYBELL AVENUE AND THE NORTHEAST LINE OF CLEMO AVENUE, FORMERLY PARK AVENUE; THENCE FROM SAID POINT OF BEGINNING N. 28° 48' E. ALONG SAID LINE OF MAYBELL AVENUE 13.00 FEET; THENCE LEAVING SAID LINE S. 61° 12' E. 10.00 FEET; THENCE 5. 28° 48' W 3.00 FEET; THENCE ON THE ARC OF A TANGENT CURVE TO THE LEFT WITH A RADIUS OF 10 FEET, THROUGH A CENTRAL ANGLE OF 900 , AN ARC DISTANCE OF 15.71 FEET TO SAID NORTHEASTERLY UNE OF CLEMO AVENUE; THENCE ALONG SAID LINE N. 61 0 12' W. 20.00 FEET TO THE POINT OF BEGINNING. PARCEL lWO: BEGINNING AT A POINT IN THE SOUTHWESTERLY LINE OF LOT 10, DISTANT THEREON N. 61° 12' W, 271.16 FEET FROM THE MOST SOUTHERLY CORNER OF SAID LOT 10 IN THE NORTHWESTERLY LINE OFARASTRADERO ROAD, AS SAID LOT AND ROAD ARE SHOWN UPON THE MAP OF MAYBELL TRACT HEREINAFTER REFERRED TO; THENCE LEAVING SAID SOUTHWESTERLY LINE AND RUNNING N. 28° 48r E., 85.35 FEET, MORE OR LESS, TO A POINT IN THE NORTHEASTERLY LINE OF THAT CERTAIN 0.94 ACRE TRACT DESCRIBED IN THE DEED FROM MARTHA A. CHRISTESON TO GEORGE M. ANTHONY, DATED MARCH 5, 1937 AND RECORDED MARCH 26, 1937 IN BOOK 814 OF OFFICIAL RECORDS PAGE 434, SANTA CLARA COUNTY RECORDS; SAID POINT BEING THE MOST WESTERLY CORNER OF THAT CERTAIN PARCEL OF LAND DESCRIBED IN THE DEED FROM CURTIS DAY, ET UX, TO SCOBLE, INC., A CORPORATION DATED APRIL 29, 1958 AND RECORDED MAY 12, 1958 IN l300K 4072 OF OFFICIAL RECORDS, PAGE liD, SANTA CLARA COUNTY RECORDS; THENCE RUNNING ALONG THE SAID NORTHEASTERLY LINE OF THE 0.94 ACRE PARCEL OF LAND N. 57° 26' W. 221.17 FEET TO THE MOST NORTHERLY ,CORNER OF SAID 0.94 ACRE PARCEL; THENCE RUNNING ALONG THE NORTHWESTERLY LINE OF SAID 0.94 ACRE PARCEL, S. 28° 481 W., 99.68 FEET TO THE MOST WESTERLY CORNER THEREOF; THENCE RUNNING ALONG THE SOUTHWESTERLY LINE OF THE SAID 0.94 ACRE PARCEL, SAID UNE ALSO BEING THE SAID SOUTHWESTERLY LINE OF LOT 10 HEREINABOVE REFERRED TO, S. 61° 121 E" 220.70 FEET TO THE POINT OF BEGINNING, AND BEING A PORTION OF LOT 10, AS SHOWN UPON THAT CERTAIN MAP ENTITLED, "MAYBELL TRACT, MAYFIELD SANTA CLARA CO.n, WHICH MAP WAS FILED FOR RECORD IN THE OFFICE OF THE RECORDER OF THE COUNTY OF SANTA CLARA, STATE OF CALIFORNIA ON LIME 19, 1905 IN BOOK UK" OF MAPS, PAGE 88 AND 89. APN: 137-25-108-00 and 137-25-109-00 895\05\1267519.3 1122/2013 EXHIBITB SCHEDULE OF PERFORMANCE This Schedule of Performance summarizes the schedule for various activities under the Acquisition and Development Loan Agreement and Option to Purchase (the "Agreement") to which this exhibit is attached. The description of items in this Schedule of Performance is meant to be descriptive only, and shall not be deemed to modify in any way the provisions of the Agreement to which such items relate. Whenever this Schedule of Performance requires the submission of plans or other documents at a specific time, such plans or other documents, as submitted, shall be complete and adequate for review by the CITY or other applicable governmental entity within the time set forth herein. Prior to the time set forth for each particular submission, BORROWER shall consult with CITY staff informally as necessary concerning such submission in order to assure that such submission will be complete and in a proper form within the time for submission set forth herein. As provided in Section 3.1 of this Agreement, this Schedule of Performance may be modified by agreement of the City Manager on behalf of the CITY and the BORROWER. Action 1. Application -.Land Use Approvals. BORROWER shall submit a complete application for the CITY Land Use Approvals, including CEQA review. 2. Receipt -Land Use Approvals. BORROWER shall obtain the CITY Land Use Approvals. 3. Application Tax Credits. BORROWER shall submit an application to TCAC for a preliminary reservation of 9% tax credits. 4. Application -Building Permit. BORROWER shall apply for a building permit from CITY. 5. Receipt -Tax Credits. BORROWER receives approval for tax credit allocation. 895\05\1267519.3 112212013 Date By January 15,2013. By July 1,2013. July 2013 (if Land Use Approvals are approved) September 15,2013 October 31,2013 Action 6. Receipt -First Building Permit. BORROWER shall obtain the first building permit from City. 7. Submission -Final Construction and Permanent. Financing Plan. BORROWER shall prepare and submit the Construction Financing Plan for CITY approval. 8. Construction Loan Closing. BORROWER shall satisfy all conditions in Section 2.7 and commence construction. 9. Permanent Loan Closing and Complete Rent-Up and Occupancy. 895\05\1267519.3 112212013 Date October 31t 2013 Within 30 days after receipt of tax credit allocation from TCAC. November 31, 2013 to close construction loans. TCAC deadline to start construction April 2014. April 30, 2015. CONTRACTORS TO THE CITY OF PALO ALTO (Cltv), 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 A BEST'S KEV RATING OF ,A-:VII, OR HI.GHER, LICENSED OR AUTHORIZED TO TRANSACT INSURANCE BUSINESS IN THE STATE OF CALIFORNIA. , AWARD IS CONTINGENT'ON COMPUANCE WITH CITY'S INSURANCE REQUIREMENTS, AS SPECIFIED, BELOW: MINIMUM LIMITS REQUIRED TYPE OF COVERAGE REQUIREMENT EACH OCCURRENCE AGGREGATE YES WORKER'S COMPENSATION AUTOMOBilE STATUTORY d.;1..000 YES lIABILIlY STATUTORY ,000 ~-z,\oa BODILY INJURY $I,ego,ggg. yes COMPREHENSIVE GENERAlllABllITY, "~ ~OOO ~-a:~-'b INCLUDING PERSONAL INJURY, BROAD PROPERTY DAMAGE i6 FORM PROPERTY DAMAGE BLANKET ~'l.-. 00, 000 CONTRAcrUAI, AND FIRE LEGAlllABIUlY BODilY INJURY & PROPERTY DAMAGE COMBINED. .'.888,88' ."999,Q~ BODILY INJURY $1,000,000 $1~OOO,OOO -EACH PERSON $1,000,000 $1JOOO,OOO -EACH OCGURRENCE $11000,000 $1,000,000 YES COMPREHENSIVE AUTOMOBllE'llA81L1lY} INCLUDING, OWNED, HIRED, NON-OWNED PROPERlY DAMAGE $1,000,000 $1,000.000 BODILV INJURV AND PROPERlY DAMAGE, $1,000,000 $1,000,000 COMBINED NO PROfESSIONAL UABIUTY, INCLUDING, ERRORS AND OMISSIONS, MAlPRAcnCE (WHEN APPLICABLE), AND NEGLIGENT J PERFORMANCE ALL DAMAGES $1,000,000 YES THE CITV OF PALO ALTO IS TO BE NAMED AS AN ADDITIONAL INSURED: PROPOSER, AT ITS SOLE COST A~D 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 PROPOSER AND ITS SUBCONSULTANS, IF AN'l, BUT ALSO, WITH THE EXCEPTION OF WORKERS' COMPENSATION; EMPLOYER'S liABILITY AND PROfESSIONAL INSURANCE, NAMING AS ADDITIONAL INSURES CllV, 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· CANCELLATlONj AND B. A CONTRACTUAL LIABILITY ENDORSEMENT PROVIQING iNSURANCE COVERAGE FOR, CONTRACTOR'S AGREEMENT TO INDE~NIFY CITY -seE, SAMPLE AGREEMENT FOR SERVICES. II. SUBMIT CERTIFICATE(S} OF INSURANCE EVIDENCING REQUIRED COVERAGE, OR COMPLETE THIS SECTION AND IV THROUGH V, BELOW. A. NAME AND ADDRESS OF COMPANY AFFORDING COVERAGE (NOT AGENT OR BROKER): 8. . NAME, ADDRESS, AND PHONE NUMBER OF YOUR INSURANCE AGENT/BROKER: C. POLICY NUMBER(S): D. DEDUCTIBLE AMOUNT{S) (DEDUCTIBLE AMOUNTS IN EXCESS OF $5,000 REQUIRE CITY'S PRIOR APPROVAL): 0, ~ ~O ODO ~OOO .~O POLICY NUMBER: PHPlt843325 COMMERCIAL GENERAL I ... IABILITY CO 20 181186 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY .. ADDITIONAL INSURED - MORTGAGEE, ASS.IGNEE, OR RECEIVER This endorseme~t modifies Insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name of Person or Organization: Ci toy of Palo Alto Designation of Premises: farahasing and Cont~aat Admin. P.O. Box 10250 palo Alto, CA 94303 USA (If no entry appears above. information required to complete this endorsement will be shown in the Declarations as applloable to this endorsement.) 1. WHO IS AN INSURED (Section II) Is amended to incluQ6 as an Insured Ihe person(s) or organlzatlon(s) shown in the Schedule but only with respect to their liability as mortgagee, assignee, or receiver and arising out of the ownership, maintenance, or use of the premises by you and shown In the Schedule. 2. This insurance does not apply to structural alterations, new construction and demolition operations performed by or for that person or organization. CG 20181186 Copyright. Insurance Services Office, Inc.. 1984 SUPPLEMENT TO CERTIFICATE OF I~SURANCt; DATE _10/10/2012 NAME OF INSURED: Palo Alto HoudJlg corporation &ldi~Qrml QllmiRllgC gf QR!ilmtlmutlBfIIl'lrk~ frQm ~_ 1 : Addltlonallnfonnaljon: ~ if SUpp (06104) Data is important but let's not go overboard. The Matadero bike boulevard was recently rejected in part because of lack of data. I think the PTe was really reacting to the vote on Measure D and not so much on the bike plan which has been in front ofthe council and PTe many times. How many reviews do you need? Let's not kill good projects by beating them to death with the Palo Alto process. We really need to get a sustainability coordinator in place to help with all ofthese programs/projects/issues and to integrate them for the long-term sustainability and quality of life in Palo Alto. This is way long over due. 2 Minor, Beth From: (, I T 'v ,;: ;:\ j .:, i\ I \ U, L r\ Amy Keohane <amykeohane@hotmail.co'~~T'Y\:L'[i~';:\;S OFF\CE Sent: To: Friday, December 06, 2013 10:14 AM r" I I r, U 7: 55 Council, City 130cL 1""1,, Subject: Permits and 2 hr parking in the DTN residential I just wanted to voice my opinion that I am totally against the permit parking and parking limits of 2 hours in our DTN residential area. You aren't fixing the problem you are just creating more problems for the employees of DT to be running to their cars and moving them and then if they are late collecting more , fees. Many of these employees are paid minimum wage and they are crucial for the smaller business of downtown. Maybe if you demand that the larger employers pay for at least 50% of parking permits for their employees, ie apple, cheescake,and any of the companies that are established in the DT. With that said, I recently talked to someone and they couldn't even a get a permit for the lots as they were full. I pay enough to live in downtown, I do not want to have to pay more for my parking permit nor limit myself on the street I live 'on to 2 hrs. While I am writing, I should bring up the street sweeping on Tues. The signage in the DTN is horrible, they have one sign in the beginning and then no more anywhere else on the street. If a person does a 3 point turn in the middle of the street and does not see that one sign posted in the beginning of the street, they end up getting a ticket. More signage needed Amy Keohane 650-346-5306 1 ·-'4-U) -L. ro ::::s .r:. 0 -C.r:. c:~ ra '- ~ ~ o bO I: C -.-. '- bO:1 I:-C .-~-C L. CU ra ._ c.c. ..., :1 CU u CU U L. 0 ~'#. ==0 raO >t-I = en ra .-.-'" ""1-;0 en en W --.-> l-e '" '" .! e 0.. .... ...., GJ GJ I-...., V) s:: e '" .--c -c <C --.-> ... o CI) CI) CIJ ..... o ... a.. .... cu ~ c cu ~ o ...., -<C o - > fa C I -c .-~ . .... ..s::: ...., I-o Z I: ~ o ...., I: ~ o C Street-Width Reduction Many streets now i-lane during daytime -safety issue· -7 visibility, space, emergency vehicle access (eA state code is min 20 tt) Hazardous to Bicycle Traffic Also other non-vehicle traffic -joggers, pedestrians ... Hazardous to Bicycle Traffic Even designated bicycle thoroughfares dangerous 7 double-parking common because no available spaces ... % bO~ c.c --ta ~ -'--- ta ta C. > ta -ta bO '" GJ bO C CIJ --c ~ 0 -N -'--...., ta -C Q. 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QJ E o u en ~ fa U QJ .c ...., QJ ~ QJ .c S 'JPaIo .® Where the Cars Are GOing Today 901 cars tJa¥ofD7N 5~ofDrs I('> .... s;. 1366 cars Resto/Drs .;-~c ..... 0 ~ .$', Pro'fe /.~~~ 2SOO+cars Rest ofCres PIt Into Old P.A. Palo Alto ~tt"lion Garden .-, !;. (}uveneek Ef(":1ner ~mM~8ry P,lfdf.'(? P iiJfk _. : .... c' $c:h(),!)1 t,Q·s,clent Park H.ui(N AVf: l;l ~ !: !!i 5. c g -' . .., . \..:r :;. ~ Where They're Going -CIJ ra ..s: u .- 240 Hamilton Commercial Parking Deficit Required Spaces for Commercial Space 11,527 sf 46 Credit Spaces Assessed Space based on original building 5000 sf -20 Transferable Development Rights 5000 sf -20 In Lieu Payments 1527 sf -6 Parking Space Deficits Curb parking spaces lost 2 TOR parking space deficit 20 In Lieu parking space deficit 6 Total Deficit 28 (60°/,,) Where will these cars park? Minor, Beth L ! T \' '," ',. ..i ; L' () (" {, CITY CLEi<h'S OFFICE From: renu virdi <renuvirdi@hotmaiLcom> Sent: Monday, December 09,2013 7:38 PM 13 DEC i I Ai'l 7: 53 To: Council, City Cc: Trilochan-Gmail Virdi Subject: Maybell decision Dear Council members, The voters of Palo Alto have loudly and convincingly spoken to the City Council, city staff and the Planning Commission that we do not want high density in local neighborhoods, period! During the Maybell rezoning process the neighbors had to fight the City Council during the entir~J~rQ~..e.s.~,-Th_~_~~~_ neighbors' concerns about high density and safety of students, residents and seniors were ignored by the City Council. Council members you now have an opportunity to make amends and do the right thing, There are many options for Maybell and given enough time a working group could come up with solutions that will meet both financial and community objectives. One option to explore would be to create a community gathering place that can be enjoyed by students and the community. We greatly need a safe place for students to be with their friends instead of hanging outside Walgreens! We need to build upon the development assets incorporated by PAUSD to help the young people By scheduling the Maybell discussion for 10 pm on Monday night the council is once again not being fair to the residents. The only reason to place this item so late would be to evade th~ residents and ensure there is least amount of input from the community! I urge the City Council to listen to the neighbors and do the right thing for the community! Sincerely, Renu 1 City of Palo Alto (ID # 4290) City Council Staff Report Report Type: Action Items Meeting Date: 12/16/2013 City of Palo Alto Page 1 Summary Title: Policy Direction of RPP Framework Title: Council Review and Policy Direction to Staff on the Residential Parking Permit Program Framework From: City Manager Lead Department: Planning and Community Environment Recommendation Staff recommends that Council review and provide direction on a proposed conceptual framework for the establishment of RPP (Residential Preferential Parking) districts. The conceptual RPP framework outlines the process and evaluation criteria necessary for establishment of RPP districts, as well as key implementation issues that would have to be resolved during establishment of individual RPP districts. Specific policy questions have been highlighted for Council consideration and direction. Note: The proposed framework is conceptual and should be discussed at a policy-level. Some Council members and staff may be precluded from participating in more specific discussions regarding individual RPP districts. Executive Summary In the past few years, community concern about parking supply and traffic congestion in Palo Alto’s downtown and neighborhoods has reached critical levels. Council listed “The Future of Downtown and California Avenue: Urban Design, Transportation, Parking, and Livability” as a top priority for the year 2013, and the City has been actively engaged on initiatives related to managing/increasing parking supplies as well as promoting alternative modes of transportation. Establishment of an RPP program can be seen as part of these initiatives, since it would better manage parking supplies and encourage commuters to use travel modes such as transit, carpooling, or bicycling. City of Palo Alto Page 2 The objective of an RPP program is to preserve a neighborhood’s quality of life by ensuring adequate parking for neighborhood residents. The RPP framework must acknowledge, however, that in some neighborhoods of the City, existing businesses and employees currently rely on street parking to supplement available parking lots and garages, and the process for establishing RPP districts must address this issue. The proposed RPP framework outlines the process neighborhoods would follow to establish an RPP district and contains: 1. Suggested criteria for creation of neighborhood RPP districts; 2. A suggested process for establishment of neighborhood RPP districts, including data collection and community engagement requirements; and 3. A list of key issues that will have to be resolved during RPP implementation, including the cost of permits, the extent of enforcement, and the appropriate supply of permits for residents and non-resident employees. A summary of community perspectives, existing RPP programs, and examples from other jurisdictions is provided below, followed by a discussion of a possible RPP framework. Based on Council’s review and direction, staff is prepared to develop a draft ordinance setting forth the RPP framework for additional community input, review by the Planning and Transportation Commission and consideration by the Council during the first quarter of 2014. As currently envisioned, the RPP framework would have to be adopted before individual neighborhoods could apply to establish an RPP, although the Council could direct staff to work in parallel on a priority district(s), if there is general agreement on the conceptual framework. Also, as currently envisioned, the cost of implementing neighborhood parking restrictions would be fully offset by permit and citation revenues, although this is mostly conceptual at this point. Background The City Council has directed staff to assess a variety of transportation and parking initiatives for implementation in the last year. These initiatives include transportation demand management (TDM) strategies aimed at promoting the use of alternatives to solo driving and reducing traffic and parking demand. Parking management, including establishment of an RPP Framework can be seen as a TDM strategy, complementing other efforts such as: 1. Car share program in downtown lots and garages 2. Satellite parking lots outside of downtown with expanded shuttle service 3. Expansion of Palo Alto’s shuttle program to better support local and commuter routes  Quality of life issue  Part of larger transportation strategies  Community process with neighborhood and business involvement City of Palo Alto Page 3 4. Improved bike infrastructure and bike-sharing options 5. Transportation Management Authority (TMA) consideration to help identify grant opportunities and build public-private partnerships aimed at shifting commuters to alternative transportation modes 6. Use of technology, including employee car pool/share mobile app Establishment of an RPP framework can also be viewed in the context of strategies aimed at addressing parking supply issues. These include: 1. Parking study to identify opportunities for new parking garages. 2. Attendant parking for downtown garages to expand permit parking supply 3. Permit management modifications to allow the temporary transfer of permits between employees 4. Technology enhancements to support parking guidance systems and permit management strategies 5. Consideration of paid parking in commercial districts 6. Elimination of zoning exemptions for new development An update on the City’s ongoing initiatives can be found in Attachment A: Ongoing Parking and Transportation Demand Management Initiatives. RPP History in Palo Alto In 1996 Council approved a staff recommendation to conduct a survey of residential areas in the downtown proximity to determine whether parking saturation was a concern. While the results of the survey did not show obvious resident support for a downtown RPP District, many residents noted an increase in the difficulty of parking compared to previous years. In 2001 staff requested approval of an RPP framework which would coincide with the opening of new parking garages downtown. Council directed staff to develop a program showing permits that would have no annual cost to residents, provide 2-hour free parking for visitors and charge an annual fee for non-residents who wished to purchase them. However, the framework was ultimately not adopted. As downtown development continued to expand and Palo Alto’s neighborhoods became more concerned about employee and commuter parking, resident support for an RPP district within the downtown area grew. In 2011 and 2012, staff explored implementing a trial RPP in the Professorville neighborhood, but the effort was halted in July of 2012 when Council recommended focusing on other parking management strategies including attendant parking, garage capacity analysis, zoning exemptions and others. The City made some progress on those initiatives, although much more remains to be done. (See Attachment A.) City of Palo Alto Page 4 Although the trial Professorville RPP was not implemented, in the fall of 2012 and the spring of 2013 there was significant community support to continue to examine a Downtown-focused RPP district which would limit employee commuters from parking all day in neighborhoods. Staff held parking meetings for downtown residents and business leaders in the summer and fall of 2013 to get feedback on a proposed downtown RPP district, which extended from Palo Alto Avenue to Embarcadero and from Guinda to Alma. This initial proposal, which eventually led to the current, broader discussion of a Citywide RPP framework, allowed residents of neighborhoods in the immediate vicinity to express support for RPP District implementation near the downtown, voicing the following perspectives: 1. Commuter parking intrusion into certain areas, specifically Evergreen Park and Downtown North, is making it regularly impossible for some residents to park next to their homes during normal business hours. 2. Increased office employment densities and increased food service uses have resulted in greater parking demand, despite limited development during the economic downturn. 3. Upcoming development projects will bring more people to downtown and employees will spill over into the residential parking areas. 4. The City has not built new parking garages since 2003, and there is not enough downtown parking to accommodate all of the employees. Also, some existing parking garages may not be at capacity because free on-street parking is available in adjacent neighborhoods. At the same time, business leaders expressed concerns about RPP near downtown, voicing the following perspectives: 1. The economic vitality of Palo Alto’s downtown depends on the availability of parking for customers and employees, and an RPP Program, if implemented without other measures first, will be very detrimental. 2. Low-wage employees of small businesses cannot afford the costs of permits for their employees, and there are currently not adequate alternative transportation modes available to support local businesses. 3. There will be nowhere for employees to park if RPP is implemented since there is currently limited permits available for downtown lots and garages. 4. Employees will relocate to short term spaces, moving their cars every two hours, and customers will not have places to park. City of Palo Alto Page 5 Attachments B and E contain a selection of comments and data submitted by interested residents and businesses during the past couple of months. Currently, the only formal RPP District in Palo Alto exists in the College Terrace neighborhood adjacent to Stanford University and the California Avenue Business District. Crescent Park has a permit parking program which allows permit-holders to be exempt from overnight parking restrictions, but this is not the same as an RPP designed to address neighborhood intrusions by employees during regular business hours. The neighborhood programs in College Terrace and Crescent Park are not the result of a consistent RPP framework process and are considered predecessors to a more formalized approach. College Terrace Neighborhood The College Terrace RPP District was enacted in 2009 due to concern about Stanford staff and students parking in this neighborhood, and later parking by Facebook’s employees from 1601 California Avenue. As a condition of approval for Stanford's 2000 General Use Permit, seed money was provided to the City to support a Residential Parking Permit Program in the College Terrace neighborhood. The RPP is neighborhood-wide; however individual blocks can opt out of the program by providing a petition process with 51% of the addresses on the block in favor of opting out. The College Terrace RPP program allows one residential parking permit to be purchased for each vehicle of a household owner at a cost of $40 annually. Each resident can also purchase up to two reusable guest permits. The guest permits are available only for a household that has purchased at least one resident parking permit; this allowance provides accessibility for resident services in the neighborhood as well as for guests of the household. Guest passes are provided per household rather than per vehicle ownership, and are designed to hang from the rear view mirror. The program enforcement period is Monday-Friday, between 8:00am and 5:00pm. No business or employee permits are made available. The program allows permit holders to use on-street parking at any time, while vehicles without a permit may park for only up to 2 hours during the enforcement period within the same street block. All vehicles may use on-street parking outside of this period. Currently the College Terrace RPP District operates at a loss; the annual revenue received from residential permits and citations does not cover the annual operating expense for the program including enforcement, revenue collections and signage maintenance. Crescent Park Neighborhood City of Palo Alto Page 6 The Crescent Park permit program was initiated as a response to resident concerns about non- Palo Alto residents parking within the neighborhood. Staff proposed that a no-overnight restriction could be implemented to eliminate parking from outside sources, and in the summer of 2013 Council approved a trial No Overnight Parking (2AM-5AM) program with a provision for residents to purchase up to two (2) permits per household. The permits exempt residents from the no overnight parking restrictions and cost $100 each. Permit revenues were intended to significantly offset enforcement expenses, although enforcement is by request only, which minimizes the operations cost of the program to the City. At the time of the adoption of the Crescent Park program, Council identified several pre- approved street blocks which have the option to opt into the program. Currently, most of the street blocks have done so. If a specific block from the pre-approved street list wishes to add itself to the permit district, Staff provides a Petition Request to the resident. A 50% response rate to the petition is requested from the block stating that they desire a permit program to be implemented. Staff then initiates a postal survey to confirm the results of the petition, and if 70% of the respondents are in favor of the program, the street block is included within the trial program. If a block which has not been pre-approved for addition to the permit program requests to be included, the request would need to be considered by Council via a resolution. Since the start of the trial program several additional street have successfully opted into the program. An updated program map of the Crescent Park permit program is provided in Attachment C. RPP Summary: Other Jurisdictions Many other cities across the state, peninsula and within the Bay Area have RPP programs to alleviate impacts from non-resident parking. A summary of some RPP programs are outlined below: 1. City of Santa Monica: The City of Santa Monica allows purchase of up to four residential permits per address, and scales the cost from $20 to $60 depending on how many permits are purchased. Non-residential permits are not available for purchase except on a case-by-case basis. 2. City of Santa Cruz: The City of Santa Cruz charges $25 per permit for residents and $240 per permit for commercial businesses. However, the purchase of a permit for non- residents is only allowed if 60% of the parking occupancy of a street block is vacant based on City occupancy data. Only two non-residential spots per block are allowed, and these spots are restricted to daytime hours. 3. City of Berkeley: Certain businesses within a designated Merchant Permit Range may purchase only one permit annually. Rates are $125, while the resident permits cost $45. Exceptions are made to the rule on merchant permits on a case-by-case basis. City of Palo Alto Page 7 4. City of San Francisco: In San Francisco, rates for both businesses and residents are $109 per permit within any of its RPP Districts. For businesses, only one parking permit for a personal vehicle per postal address is allowed. 5. City of San Jose: Permits are sold to both residents and non-residents in San Jose at $33 per permit. San Jose also offers Guest Permits to all residents in each zone. Some zones have to pay for their Guest pass while other zones get them for free (several RPP zones in San Jose do not charge at all for a residential parking permit because of how the program was initiated.) San Jose also has Single Use Permits that are free in each zone, which can be used for a maximum of three days. 6. City of Los Gatos: Permits are sold to residents of six residential districts in Los Gatos at $39 per permit. In one commercial district, permits may be purchased for the same price by non-residents. 7. City of San Mateo: The City of San Mateo RPP is funded through the revenue generated from parking citations and provides permits free to residents. When the program was initiated, the City conducted an evaluation which determined that there were sufficient funds being collected by the citation revenue to cover the costs of the program. The citation revenue goes into the General Fund, but the City has not confirmed recently whether citation revenues are still covering the costs of the program. See Attachment D for a table comparing the characteristics of some of these RPP programs. Discussion Staff is requesting direction on a conceptual, City-wide RPP framework consisting of (a) suggested criteria for establishment of RPP districts; (b) a suggested process for establishment of neighborhood RPP districts; and (c) a list of key implementation issues that would need to be addressed for each new RPP district, with different implications in terms of timing, enforcement, and cost. Based on Council’s direction, staff would prepare a draft ordinance for public input, Planning and Transportation Commission review, and formal consideration by the City Council. Elements of the conceptual framework are described below: Criteria for Establishment of RPP Districts Staff suggests three criteria for establishment of a neighborhood RPP; all three criteria would have to be met for an RPP proposal to be adopted by the City: a. First, there would have to be an identified source of non-resident parking intrusion within the neighborhood. If there is an identified residential source of intrusion (e.g. from an adjacent neighborhood), this criterion would not be met, City of Palo Alto Page 8 although the RPP Framework could allow for some flexibility with an exception for “special circumstances.” b. Secondly, the average occupancy on the streets in the proposed RPP District during the period of concern would have to be at least 75%. Periods of concern will generally consist of peak periods during regular business hours. The RPP framework could establish a specific period of concern, or could allow for flexibility. c. Finally, at least two-thirds of the neighborhood residents would have to support establishment of the RPP District, including the proposed cost of permits and level of enforcement. Community input and Council direction on these potential criteria would be appreciated. In particular, does the 75% occupancy standard provide an appropriately high bar that is adequately protective of the neighborhood quality of life? Process for Establishment of RPP Districts Staff suggests a five step process for the establishment of a neighborhood RPP District. Each of these steps is listed below with a brief description. Community input and Council direction on this five step process would be appreciated. Staff is particularly interested in some direction regarding prioritization of RPP requests (Step 1), since it would probably be infeasible for staff (or the PTC and Council) to undertake data collection/analysis and community outreach related to more than one or two potential RPP districts at one time. In particular, if the initial focus is to be on downtown neighborhoods, staff would not have the resources to process requests from other neighborhoods at the same time. 1. Prioritization and Petitions. Neighborhood residents interested in establishing an RPP district would be required to submit an initial request for assistance from the City’s Department of Planning and Community Environment for prioritization and development of petitions for the collection of resident signatures. The RPP Framework should either establish priorities, or indicate the decision makers (e.g. Planning Director, PTC, etc.) who will do so. Is 75% Occupancy the Appropriate Standard for Establishment of an RPP District? Five Step Process for consideration of new RPP districts How should RPP district requests be prioritized for consideration by the City? City of Palo Alto Page 9 Once a request for establishment of an RPP district is prioritized for consideration, a city-generated petition form and a map showing potential boundaries for the proposed RPP District would be used to ensure consistency. The petition would also include a description of the area and possible restrictions/costs to help neighborhood organizers educate residents on the benefits and impacts of an RPP District. (Note that staff would assist neighborhood residents with preliminary boundaries and possible restrictions/costs, but these would be subject to change during the process of establishing the RPP District.) At the same time, neighborhood organizers would be required to consult with representatives from the businesses or uses that are thought to be the source of non-resident parking. City staff could facilitate this consultation. 2. Data Collection & Analysis. Once the City receives a petition demonstrating support from 50% of neighborhood residents, as well as evidence of consultation with the potential source(s) of non-resident parking, the City would conduct a parking occupancy survey to evaluate various periods of concern and district boundaries. While resident- collected parking occupancy data would be accepted as a justification to prioritize consideration of the district, the City will require an independent consultant under contract to determine if the occupancy criteria of 75% has been met, as well as the recommended district boundaries and restrictions. Occupancy surveys will be completed during normal traffic data collection periods when schools in the Palo Alto Unified School District and Stanford University are in session. Data will not be collected on city holidays, Mondays, Fridays, summer recess from schools, and periods of inclement weather. The City may also collect parking occupancy data beyond the proposed RPP District boundary to help evaluate potential impacts of the RPP District if implemented. Concurrently, staff will send a post card survey that includes the potential boundaries and costs of the proposed RPP district to validate neighborhood support. Each household will be asked to submit one response. A super majority (70%) support from returned surveys must be received in order for the RPP District to be considered further, with at least a 50% response rate. Staff may also elect to use an online survey rather than a postal survey but one only one vote per household will be used. This is consistent with the methodology used in the modified Crescent Park No Overnight Parking program. To conclude the data collection and analysis phase, Staff would consider whether a proposed RPP would have any impacts requiring review under the California Environmental Quality Act. It is anticipated that districts would be structured to avoid such impacts, however the City will assess potential district boundaries, spill-over traffic and parking impacts, and indirect physical environmental impacts that may need to be addressed. City of Palo Alto Page 10 3. Community Outreach & PTC Recommendation. City staff will organize a community outreach meeting with residents of the proposed RPP district boundary, the residents of any adjacent districts and, if possible, with the businesses and commuters thought to be the source of parking intrusion into the neighborhood. The purpose of community outreach will be to provide information to residents who may not have participated in the petition process, as well as to share the findings from parking occupancy studies, recommended restrictions, permit costs, and a tentative implementation schedule. Following the community outreach meeting and any necessary adjustments, City staff will request that the Planning & Transportation Commission (PTC) review and make a recommendation to the City Council. The PTC may make a recommendation to the City Council immediately based on testimony at their hearing, or may require a second community outreach meeting with residents and affected businesses/commuters prior to making a recommendation. The PTC may also require resident-leaders to solicit additional petition signatures to further expand the proposed RPP District boundary. 4. City Council Approval on a Trial Basis. Once the PTC has made a recommendation, the City Council will hold a public hearing and consider establishment of the RPP District for a trial evaluation period based on the criteria presented above. Implementing the district for a trial period will allow the neighborhood and the City to assess the effectiveness of the parking restrictions, and to gauge any unintended consequences or boundary adjustments that are needed. (See below for more discussion regarding implementation questions.) 5. Monitoring and Final Adoption. During the trial period, additional parking occupancy data will be collected and City staff will send a follow-up post card survey to solicit public input for permanent retention or removal of the trial RPP district. City Staff will present the results of the survey and monitoring data to the City Council for consideration of permanently establishing the RPP district after the trial period. RPP Implementation Questions As part of the decision to establish an RPP district, the City will need to obtain community input and resolve several key implementation questions: 1. How many residential and non-residential permits will be issued and how will they be distributed? 2. How will the program be rolled out, and what concurrent or prerequisite actions will be taken to address the needs of displaced employees? City of Palo Alto Page 11 3. What will permits cost, what will the cost-recovery level/General Fund subsidy be for the program, and what level of enforcement will be used? All of these questions are interrelated and answers are likely to vary somewhat by district. Residential Permits. Staff anticipates that most RPP districts would entitle residents living in the district to purchase one permit for each vehicle registered at their address, with a limit of two permits per household. There may be districts in which this is not the case, and certain restrictions may be appropriate for multi-family residential developments that provide structured parking for their occupants. Residents would be required to provide the California license plate information for each vehicle within their household to assist with parking enforcement and any resident living within an RPP district could also purchase a number of day passes to support daytime events within their household. The following application requirements are suggested for residents to obtain a permit within a designated RPP district: (a) Applicants must demonstrate they are currently a resident of the area for which the permit is to be issued by providing documentation with their address as part of the application. Documents may include: a. Copy of City of Palo Alto Utilities bill b. Current vehicle insurance policy c. Bank statement or pre-printed check with the resident’s name and address d. Rental/lease agreement (b) Applicants must demonstrate ownership or continuing custody of the motor vehicle receiving the permit, either by proof of vehicle registration or other DMV document. (c) Any motor vehicle to be issued a permit must have a vehicle registration indicating registration at the address for which the permit is to be issued. Residents could apply for permits either in person at the Revenue Collections office at City Hall, or online via the City of Palo Alto online permit management system. Two permits per household, guest passes, and application requirements City of Palo Alto Page 12 Employee Permits. Parking intrusion by non-resident cars in residential neighborhoods is occurring for a variety of reasons, including demand from Caltrain commuters, students, and employees of nearby businesses who are unable to park at or nearer their workplace. The City has an interest in accommodating employees who may be displaced with the implementation of a strict RPP program by providing the employees with alternatives, or by making some permits available to employees who work in the immediate vicinity. This could mean phasing-in the RPP program while other parking options or TDM programs are implemented. Under this limited, phase-in approach, the City Council would specify programs or improvements required prior to RPP implementation. When those requirements are met, permits would be issued to residents only, confirming the actual residential parking demand. Then a limited number of permits could be released for employees based on the determined occupancy rate. An alternative approach would be to issue permits to both residents and employees to start with, confirming actual parking demand by both groups (and excluding Caltrain commuters, students, etc.). The employee permits could then be phased out over several years as other parking options or TDM programs are implemented. The decision to use a phase-in or phase- out approach will depend on the source and nature of non-resident parking intrusions, and the timing of expected parking solutions and TDM programs affecting the area. Phase-In? or Phase-Out?  Phase-in the RPP restrictions as additional parking supplies and TDM programs come on line  Provide a limited number of employee permits if occupancy remains low after residential permits are issued  Allow both residents and employees to purchase permits (but not Caltrain commuters, students, etc.)  Phase out the employee permits over several years as additional parking supplies and TDM programs come on line How many employee permits should be made available? City of Palo Alto Page 13 Permit Cost & Enforcement. Staff is envisioning citywide RPP programs as cost-neutral. That means that permit costs would be set to ensure that revenues from permits and citations equal the expenditures of enforcement and management and that no General Fund subsidy would be required to support the program. Therefore the cost of permits would be directly related to the level of enforcement desired. Staff is in the process of assessing potential permit costs and enforcement alternatives, but is not ready to report any details at this time. It is clear, however, that the more permits that are issued, the lower the costs per permit can be. Also, revenue from enforcement is likely to decline over time, as people get used to the new restrictions and fewer violations occur. Resource Impact As indicated above, staff’s recommendation is to strive for a citywide RPP program this is ultimately cost-neutral, similar to the majority of other jurisdictions consulted. Ideally, revenue from RPP district permits and citations would be incorporated into a single RPP revenue fund to cover the cost of establishing and maintaining RPP districts throughout the City, including the pre-existing RPP program at College Terrace and the Crescent Park overnight parking ban. Achieving and maintaining a balance between costs and expenditures will be challenging, and will require dialog with the affected departments and residents as individual RPP districts are considered for addition to the City’s exiting districts. The process of working with residents to develop an RPP District would also require staff time in multiple departments. Currently it is expected that the Parking Manager in the Department of Planning and Community Environment could spend 20-25% of time on RPP-related issues. Policy Implications The implementation of an RPP Framework for future RPP Districts aligns with multiple directives from Council related to parking management and transportation, as well as the Council’s 2013 top priority to maintain the livability of Palo Alto’s Downtown districts. As transportation accounts for nearly 30% of all greenhouse gas emissions, reducing single- occupancy vehicle traffic is a major component of complying with AB 32: Global Warming Relationship between permit costs and enforcement Citywide cost- recovery goal City of Palo Alto Page 14 Solutions Act. As part of an overall Transportation Demand Management program, an RPP program would further this policy objective. Environmental Review Establishment of an RPP Framework and subsequent adoption of parking restrictions in selected neighborhoods are expected to be exempt from review under CEQA Guidelines Section 15301 (Class One, Existing Facilities) and Section 15061(b)(3), the general rule that CEQA only applies to projects with the potential for causing a significant effect on the environment. The suggested program and its implementation would essentially manage existing parking supplies and would not result in noticeable physical changes to the environment. Also, the absence or presence of parking itself is no longer a physical environmental effect warranting review under CEQA, as demonstrated by changes to the Initial Study Checklist (CEQA Guidelines Appendix G) adopted in 2010. Attachments:  Attachment A: Ongoing Parking and Transportation Demand Management Initiatives (PDF)  Attachment B: Data Sets (PDF)  Attachment C: Map of Current No Overnight Parking - Crescent Park (PDF)  Attachment D: Residential Preferential Permit (RPP) Program Comparisons (PDF)  Attachment E: Public Comments (PDF)   Palo Alto Ongoing Parking and Transportation Demand Management Initiatives  The City of Palo Alto is pursuing implementation of Downtown parking solutions and Transportation  Demand Management strategies to help maintain the City’s quality of life by increasing the availability  and viability of alternative modes of transportation and increasing parking supply.   The following summarizes these ongoing initiatives, including their current status and next steps.   Residential Preferential Permit (RPP)  Significant interest from residents initiated investigation of a  Downtown RPP district earlier this year.  This investigation in  turn spurred a policy discussion regarding a citywide  framework, so that all neighborhoods could have the option  of applying to become an RPP District. This discussion will be  held at the December 16th, 2013 Council meeting.  Alternative Transit Incentives (Leading By Example)  Staff is investigating options to provide City employees  with GoPasses or increased subsidies in exchange for  forgoing a parking permit downtown.    Car Share Opportunities  City staff has engaged with representatives from City  CarShare and Zipcar to discuss the potential of  dedicating 20‐30 spots in downtown lots and garages  to these vehicles. An RFP is in development for a  Carshare entity to enter into an agreement with the  City to provide these services for Downtown.     Satellite Parking Lots + the Palo Alto Shuttle Program  City Staff are investigating whether it would be  possible to use parking lots located outside of the  downtown core to provide additional places for  commuters to park. Embarcadero road has been  suggested as one location and there may be other  locations in East Palo Alto.  Identification and use of a satellite parking lot would require expansion of the Palo Alto Shuttle Program.  There are currently two shuttles which are free to the public, and the City is investigating the costs  associated with expansion of this service through an RFP process.  An RFP for expanded shuttle service  will be released in January and options for Council consideration  presented in February.  Bike Infrastructure and Bike Share   Palo Alto has a variety of efforts underway to promote a bike‐ friendly community consistent with the adopted Bicycle and  Pedestrian Transportation Plan. Improvement of existing and  new bike boulevards (thoroughfares which are developed to  promote ease of bike use throughout the city)  1. Multiple events to promote bike awareness  2. Bay Area Bike Share locations  3. Bike Lockers for local use  4. Local adoption of Calgreen ordinance which  requires bike parking for all commercial developments  which expect visitors  Rideshare Apps  Rideshare applications accessible by mobile phone allow  the users to find and schedule rideshares. The City is  investigating the use of these applications in Downtown.  Safe Routes to School  Safe Routes to School is an international movement to  make it safe, convenient, and fun for children to bicycle  and walk to school. In Palo Alto, City Staff work to make  sure that the program embodies the “5 ‘e’s”: education,  encouragement, engineering, enforcement, and evaluation. Parents are also exposed to alternate forms  of transportation through the program.   Public‐Private Partnerships:  Based on direction from City Council, the City is investigating the possibility  of creating public/private partnerships to develop additional parking on existing City lots. The parking  would be developed in conjunction with other uses by private developers on City property. Staff is  currently developing an RFP for policy input and consideration in 2014.  New Parking Garages: City Staff has studied the physical feasibility of constructing public parking  garages on five existing city‐owned parking lots and the “urban lane” transit mall. In 2014, staff will  return to the City Council for a discussion of priorities and possible funding mechanisms for one or more  garages.  Attendant Parking: The City has a live RFP which is expected to be awarded in early 2014 to assign at  least one City‐owned garage (R) with attendants. If the program is successful the City may consider  implementing this strategy at other garages.  Parking Permit Management:  The City actively monitors garages to confirm that the number of permits  issued is maximized. The most recent permit release was in November of 2013. An online permit  management system is now complete and the online interface for persons to register for permit use will  be released shortly. The permit management system will also be used to sell permits to residents once  RPP Districts are created.  Parking Permit Reform:  The City is exploring restructuring the process by which permits are released.   Permits are currently sold to individuals and limited to persons working in the Downtown core.  Staff is  exploring the concept of creating a Business Account that allows business to directly pay for permits and  transfer the permits to other employees within their organization when the registered permit user is not  on‐site.  This allows permit registration to remain with an individual, a critical element in the public  bond financing structure, but provides flexibility to businesses which take on the responsibility of  purchasing those permits for their employees.  This helps increase the utilization of parking structures  and address business interest in being able to make permits to new employees.  Revenue and Access  controls are a key element in being able to improve the flexibility of permit use.  Technology Enhancements for Garages: The City is developing an RFP for revenue and access controls  and parking guidance systems to more actively monitor the occupancy of the garages and provide the  infrastructure to direct drivers to available parking spaces.   Zoning Exemptions: Several parking exemptions were removed at October 21 Council meeting.   Paid Parking: Council has also requested an analysis of paid parking in Downtown.  The implementation  of revenue and access gate controls is the first step towards introducing opportunities for paid and  parking pricing structures.    ATTACHMENT D: RESIDENTIAL PREFERENTIAL PERMIT (RPP) PROGRAM COMPARISONS   Santa Monica Santa Cruz Berkeley San Francisco San Jose Los Gatos San Mateo  Overview Five (5) zones.  Permit holders  may park in  that zone or up  to two blocks  away from it.  Six (6) zones.  Employee  Commuters  may purchase  a permit which  is for a  designated  block face.  Fourteen (14)  zones, some of  which are also  enforced on  Saturdays.     Twenty‐Eight (28)  zones; parking  permits are not  transferable across  zones.    Sixteen (16)  zones. Business  permits are  available in half  of them.    Six (6) zones  and one (1)  commercial  zone.     Thirteen (13)  zones and no  commercial  zones.    Annual Rates  for Resident  permits  $20 for 1, $25  for the second,  $40 for the  third and $60  for the fourth    $25 per permit    $45 per permit    $109 per permit    $33 per permit    $39 per permit  and $34  replacement    $0 per permit    Annual Rates  for Employee  Commuter or  Business  Permits  Not Available  for Purchase.    $240 per  permit ($60  quarterly)    $125 per  permit    $109 per permit    $33 per permit    $230 per  permit    N/A ‐ Separate  permit  program for  parking at  downtown  meters.    Visitor rates  and/or Guest  Passes  Free one‐day  guest passes  up to 25 per  day, 300 per  year. Permits  are  transferrable  between  residents and  their guests.      $25 per  permit, and up  to thirty (30)  day‐use  passes.  $2.25 per day,  $23.00 per 14  days  One‐Day Flex: $16,  Two (2) weeks: $37,  Four (4) weeks:  $54, Six (6) weeks:  $72, Eight (8)  weeks: $93  Guest permits  free depending  on the zone.  Free single use  permits. There  are 3‐day passes  with a max of  50 at one time.  Special Event  permits are  available for  $10.00. Each  permit  purchase  includes two  (2)  complimentary  guest passes.  Day use passes  are available  for free.  ATTACHMENT D: RESIDENTIAL PREFERENTIAL PERMIT (RPP) PROGRAM COMPARISONS   Santa Monica Santa Cruz Berkeley San Francisco San Jose Los Gatos San Mateo  Number of  Permits  Allowed  One (1) per  residential  vehicle, and up  to three  permits per  year.  Up to three (3)  annual  residential  permits and  two (2) annual  guest permits  per household.  One (1) per  motor vehicle.  Local business  permits will  only be issued  as to not be  concentrated  on a specific  block front in  any given  residential  permit parking  area.  A maximum of four  (4) annual  residential permits  may be issued to a  single address.  One (1) for non‐ resident  business owners  in most zones,  but up to three  (3) in others.  Up to four (4)  vehicles per  address.   Parking  permits can be  purchased for  any vehicle  which is  registered to a  residential  address in the  zone.  Conditions  Under Which  Employee ‐  Commuter  (Business)  Permits May  be Sold  Not available  for purchase.  Only sold if at  least 60% of  the block is  vacant, and  sold specific to  a block.  Only  two (2)  business  permits are  allowed per  block.  Only sold if City  Council finds  that residents  have reached a  general  consensus to  allow for the  sale of local  business  permits in the  area. The  business must  be located  within  Merchant  Permit Range.  One (1) permit  is issued per  business for the  Block Front.  Commercial  property owners  operating a  business on a RPP  zoned block may  obtain one (1)  parking permit for a  personal vehicle  per postal address.       Up to three (3)  additional permits  may be purchased  for delivery vehicles  with commercial  license plates.   These vehicles must  be registered to the  business address.  An assessment  is made prior to  the issuance of  any business  permits.     The maximum  number of  permits issued  is the lesser of  the number of  employees  listed on the  Business Tax  Certificate or  the employee  directory/listing. Only sold  within the one  Business  District.  Not available  for purchase in  an RPP district. ATTACHMENT D: RESIDENTIAL PREFERENTIAL PERMIT (RPP) PROGRAM COMPARISONS   Santa Monica Santa Cruz Berkeley San Francisco San Jose Los Gatos San Mateo  How does a  residential  neighborhood  apply for an  RPP District?  2/3 of the  residents of at  least 50% of  the dwelling  units must sign  a petition to  get the City  staff to  consider the  zone. If City  Staff  recommends it  to Council  based on data  collection,  Council will  consider.  Based on  petition staff  will evaluate  the City’s  ability to serve  the area with  parking  management  services.  DPW  will have the  authority to  implement the  program or  bring it to the  city  Transportation  Commission  for review.   Residents can  petition or the  City Council can  initiate  designation for  an RPP zone.  Residents have  to consult with  City Staff prior  to obtaining  signatures. If  City Council  initiates, they  have to send  the notice of  intent to all  address within  the area.  A petition must be  submitted to the  SFMTA (one  signature per  household). To  create a new  Residential Permit  Parking Area, a  petition signed by  at least 250  households (one  signature per  household) in the  proposed area  must be submitted  to the SFMTA.   Not an option at  this time. San  Jose states that  they don't have  the resources to  expand or  create new  zones.  Residents  create a  petition which  is reviewed by  the  Transportation  and Parking  Commission.  The  Commission  will confirm  whether a  District is  warranted, and  Council reviews  after a one‐ year trial  period.  Residents fill  out a  questionnaire  and a petition  which asks for  a description  of the parking  challenge and  gather  community  support via  survey, HOA  letter or  community  meetings.  Criteria for  designation of  an RPP Zone  Nonresidential  vehicles  regularly  interfere with  residential  ability to park  cars and  regularly are  the source of  environmental  and/or traffic  hazards.  Not identified.    At least 80% of  the block fronts  with unlimited  on‐street  parking must  be residentially  zoned.    75% occupancy  any two one‐ hour periods  between 10:00  a.m. and 4:00  p.m.     The proposed  block(s) must be  contiguous to each  other and must  contain a minimum  of one mile of  street frontage.    80% occupancy and  50% non‐resident  vehicles.     N/A    No specific  percentage  designated. Los  Gatos looks for  marked  intrusion at  certain times  of the day.    A parking  impact  generator  must exist.  Parking  occupancy  studies will be  done to show  the vacancies  on the street.  <60% will not  be considered.    ATTACHMENT D: RESIDENTIAL PREFERENTIAL PERMIT (RPP) PROGRAM COMPARISONS   Santa Monica Santa Cruz Berkeley San Francisco San Jose Los Gatos San Mateo  Response Rate  to Petition   67%    67%    51%    51%    N/A at this time    51%    67%    Required for  Application   Proof of  residency,  including a  utility bill or  bank  statement  showing name  and address, as  well as a  California  vehicle  registration  reflecting the  current  address.    Proof of  residency,  vehicle  registration,  current utility  bill or typed  rental contract   showing the  address in the  RPP.    Proof of  residency;  vehicle  registration for  the area in  which the  person is  applying.    Current DMV  vehicle registration  and second proof  of residency at the  permit address.  Business permits  must show proof of  business  license/registration.    Proof of  residency,  Completed  application, and  valid Photo ID.     Proof of  residency,  completed  application  form in the  residents’  name and  address,  current DMV  vehicle  registration for  each vehicle.  Proof of  residency,  completed  application  form in the  residents’  name and  address,  current DMV  vehicle  registration  for each  vehicle.  General Fund  Supported?  The money  from permit  fees goes into  the general  fund; however,  these funds  are not  earmarked  specifically to  pay the  operating  expenses of  the program.  All money  from permits  and citations  goes into the  general fund.  Program funds  itself and is not  general fund  supported.  Program funds  itself and is not  general fund  supported.  Program funds  itself and is not  general fund  supported,  although if  inadequate  revenue is  received from  citations, the  general fund  would support.  Program has  been self‐ sustaining for 7  years.  Program funds  itself and is not  general fund  supported.  The money  from permit  fees goes into  the general  fund;  however,  these funds  are not  earmarked  specifically to  pay the  operating  expenses of  the program.    NEW PREFERENTIAL PARKING PERMIT RATES EFFECTIVE OCTOBER 1, 2013 The City of Santa Monica adopted new Preferential Parking Permit rates that will be in effect for all Resident and Visitor permits with an effective date that begins on or after October 1, 2013. This will be the first change to Preferential Parking Permit rates since 1984. The new rate structure also reflects the City’s policies to better manage parking through pricing by keeping the rates of the first two permits low while significantly increasing the rates for three or more permits. Resident Permits – Annual Rates Effective Oct 1, 2013 First $20 Second $25 Third $40 Fourth or more $60 Resident Permits Issued 6 Months or Less from Expiration First $10 Second $15 Third $25 Fourth or more $35 Visitor Permits – Annual Each (maximum of 2) $30 Visitor Permits Issued 6 Months or Less from Expiration Each (maximum of 2) $15 Temporary Permits 30-Day Permit (new resident) Free One-Day Guest, self-print Free One-Day Guest, pick up from office $2 each Stolen/Lost Permits 1st stolen, with Police report Free 2nd stolen, with Police report 50% of cost 3rd stolen, with Police report, or any replacement w/o Police report (Lost permit) Full cost Commuter Parking Permit Guidelines PARKING OFFICE 124 Locust Street, P.O.Box 1870, Santa Cruz, Ca. 95061 (831) 420-6097 Permit Location: _________ block of _________________________ odd or even side Your Commuter Permit allows you to park on a designated block face in a residential program area. The permit exempts your vehicle from the daytime 2-hour parking restrictions, but does not allow you to park overnight. Commuter Permits are sold to employees and business owners that work adjacent to the Program Area. 1. Commuter permits are a calendar-quarter permit. Sales are prorated on the 1st and 15th for the remaining portion of the quarter. They can be purchased for the current calendar quarter, or up to all quarters in the current calendar year. The Commuter Permits are not refundable, so be sure about the purchase of quarters beyond the current one. 2. Your permit is issued for one side of the street on a specific block, and is not valid at any other location. After parking, hang the permit on the rearview mirror with the sticker side facing out. Be sure to park properly and follow all other vehicle regulations. 3. The permit you have for this location can be renewed through the last City workday in the purchased quarter. If you purchase the upcoming quarter before the permit expires, you can continue to park at your current permit location. On the first day of the new quarter, any permits not renewed will be added to the “available” list and can be purchased on a first come first served basis. 4. To renew your permit, bring the permit or permit number/location to our office during our business hours of Mon-Fri, 10am to 5pm, with your payment. We will provide you with a sticker for the upcoming quarter to validate your permit. 5. If you receive a citation because the permit was not displayed when parked at the permit location, come to our office with the citation and your permit before the due date of the citation. You may also mail a photocopy of your permit to us with the citation. If handled before the due date, we will void up to 5 such citations annually. 6. Lost or stolen permits will be replaced once for a $10 fee. After that, the cost for a replacement permit is the standard fee to purchase a permit for the quarter. Please lock your vehicle and keep the permit secure. Subscribe to this page to receive e-mail notification when new information is posted. Please Note: All vehicles must be registered to a valid residential address within the City of Berkeley in order to receive the Residential Parking Permit (RPP). Also, please be aware that RPPs are not transferable between vehicles, nor are they refundable. Please remember the Customer Service Counter located at 1947 Center St, is open Monday through Thursday between the hours of 8:30 a.m. - 4:00 p.m. Please contact the City via email (customerservice@CityofBerkeley.info) or by telephone (510-981-CITY or "311" from any landline within Berkeley), Monday through Friday between the hours of 8:00 a.m. - 5:00 p.m., if you have questions. Residential Preferential Parking (RPP) Program There are 14 Residential Parking Permit (RPP) areas in the City of Berkeley. These RPP areas are limited to two (2) hour parking unless a residential parking permit or a visitor permit is properly displayed on/in the vehicle. Annual permits are to be affixed to the left rear bumper of the vehicle and visitor permits must be displayed on the left hand side of the driver's dashboard. These neighborhood Residential Parking Permit areas are enforced Monday through Friday and some streets in area E are enforced n Saturdays. Areas A, B, D, and K are enforced on Saturdays. If you see signs in your neighborhood displaying any letter of A to N, you live in a Residential Parking Permit area and will need a residential parking permit to park longer than two hours on the street. These zones are marked by signs that indicate the neighborhood parking permit areas by letter and indicate the days and times enforced. These zones are marked by signs that indicate the neighborhood parking permit areas by letter and indicate the days and times enforced. Vehicles without a Residential Parking Permit or visitor permit may park for a total of two (2) hours per block face, defined as both sides of the street between intersecting cross streets. There are two types of RPP, "Permanent" and "Visitor." For more information about eligibility and registration for an RPP, contact the Customer Service Center at (510) 981- 7200. Residential Parking Permits do not allow parking at parking meters, pay stations, loading zones, no parking anytime, 72hr parking, on Street Sweeping days or any other parking restrictions (i.e. at or near fire hydrants, driveways, or crosswalks, etc.). Some RPP may have limited 2 hour parking within the RPP zone and signs indicating this restriction are posted without the designated RPP area letter designation. RPP permitted vehicles are subject to the two hour restriction and will be cited if the vehicle is not moved. Please note: Residential Preferential Parking (RPP) has been modified on selected blocks near Berkeley's Trader Joe's store at Berkeley Way/Martin Luther King Jr. Way to limit Page 1 of 5RPP: Residential Preferential Parking - City of Berkeley, CA 12/6/2013http://www.ci.berkeley.ca.us/ContentPrint.aspx?id=6272 parking on one side of the street to designated RPP Area permit holders, while parking on the other side remains RPP and 2-hour visitor parking. The blocks affected are as follows: • Berkeley Way: 1700, 1800 and 1900 blocks (McGee Avenue to Milvia Street) • Addison Street: 1800 block (Grant Street to Martin Luther King Jr. Way) • Bonita Street: 1900 block (Hearst Avenue to University Avenue) • Grant Street: 1900 and 2000 blocks (Hearst Avenue to Addison Street) Information about parking permits, locations and restrictions: •Annual Parking Permit Year •Parking Permit Fees •Annual Renewal Deadline & Enforcement Date •Visitor Permits •Annual Residential Permits •Merchant Permits •In-Home Care Permits •Days/Hours of Enforcement •Contact Information Links to additional information: •Neighborhood RPP Designation •RPP Zone map •RPP Ordinance (BMC Chapter 14.72)* *This link will take you to the City’s BMC site where you can browse the BMC in .pdf format, or search the BMC using Records Online. Search tips are available from the BMC site. Annual Parking Permit Year The annual parking permit year is from July 1st to June 30th. Parking Permit Fees • Annual Residential Permit: $45.00 • 1-Day Visitor Permit: $2.25 • 14-Day Visitor Permit: $23.00 • Annual Merchant Permit: $125.00 • Annual In-Home Care Permit: $45.00 • Annual Community Serving Facility Permit: $56.00 • North Berkeley Senior Center Permit: $1 Page 2 of 5RPP: Residential Preferential Parking - City of Berkeley, CA 12/6/2013http://www.ci.berkeley.ca.us/ContentPrint.aspx?id=6272 Annual Renewal Deadline & Enforcement Date You may renew your RPP permit in person or by mail. If you are renewing through the mail, please send your completed application before May 31st to receive your new permits for the next Parking Permit Year. Enforcement of expired permits begins on July 1st. Back to Top Visitor Permits Visitor Permits for guest use may be purchased by residents when renewing their annual RPP permit. If purchasing Visitor Permits at a later time, a picture identification, along with one of the following documents that includes the current address of the resident, must be provided (billing statements must be dated within the last 30 days): • California Drivers License (DMV) • Signed lease agreement (within a year) • Current bank statement • Current PG&E billing statement • Current telephone bill (not cellular) • Current major credit card billing statement • AT&T cablevision bill • EBMUD water bill • Vehicle registration (DMV) • City Bills (Refuse bills, Fire Alarm bills, Fire Inspections bills, etc) The vehicle for which the visitor permit is being obtained must not have any outstanding Berkeley parking violations older than 21 days. Pick up Visitor Parking Permits at the Customer Service Center or call (510) 981-7200 for further information. 1-Day Visitor Permits - $2.25 • Residents may purchase up to 20 1-Day Visitor Permits in a permit year. • 1-Day Visitor Permits may be purchased by mail or in person, and can be purchased in advance. • All 1-Day permits will expire on June 30th of the current permit year. 14-Day Visitor Permits - $23.00 • Residents may purchase 3 14-Day Visitor Permits in a permit year. • Please note that 14-Day Visitor Permits are valid for 14 consecutive calendar days. • 14-Day Visitor Permits may be purchased up to 3 weeks in advance of the initial usage date. The resident must provide the intended usage dates and the license plate number of the vehicle that will use the 14-Day Permit. Page 3 of 5RPP: Residential Preferential Parking - City of Berkeley, CA 12/6/2013http://www.ci.berkeley.ca.us/ContentPrint.aspx?id=6272 Back to Top Annual RPP Permits - $45.00 In order to qualify for an annual Residential Preferential Parking Permit, residents must present photo identification and the vehicle registration displaying their Berkeley address. Individuals subletting are not eligible for annual Residential Parking Permit. The vehicle for which the permit is being obtained must: • Be registered in California, at the Berkeley address for which the permit is being obtained; and • Must not have any outstanding Berkeley parking violations older than 21 days. If the vehicle is registered to the Berkeley address, but is not registered in the name of the Berkeley resident, the resident must provide a copy of the registered owner’s valid picture ID, and a signed letter stating that the resident has the right to use the vehicle. Pick up Annual Residential Preferential Parking Permits at the Customer Service Center or call (510) 981-7200 for further information. Back to Top Merchant Parking Permits - $125.00 • Certain business addresses designated by Public Works Transportation are eligible for Merchant Permits. In-Home Care Permits - $45.00 • Residents or family members who live in any of the City's RPP-designated areas who have disabilities or medical conditions requiring In-home care services, may be eligible for In-Home Care Permits. Back to Top Days/Hours of Enforcement Hours of enforcement are 8:00am to 7:00pm except Sundays, holidays and during posted street sweeping days. Area A Mon-Sat Area H Mon-Fri Area B Mon-Sat Area I Mon-Fri Page 4 of 5RPP: Residential Preferential Parking - City of Berkeley, CA 12/6/2013http://www.ci.berkeley.ca.us/ContentPrint.aspx?id=6272 Area C Mon-Fri Area J Mon-Fri Area D Mon-Sat Area K Mon-Sat Area E Mon-Fri/Sat*Area L Mon-Fri Area F Mon-Fri Area M Mon-Fri Area G Mon-Fri Area N Mon-Fri *Some areas within RPP Area E are enforced Monday through Friday; others are enforced Monday through Saturday. Please observe posted enforcement signs. For additional information or questions, contact the Customer Service Center or call (510) 981-7200. Back to Top Page 5 of 5RPP: Residential Preferential Parking - City of Berkeley, CA 12/6/2013http://www.ci.berkeley.ca.us/ContentPrint.aspx?id=6272 Annual Permit for Residents ANNUAL PERMIT INFORMATION Annual Fee:$109 Expires within 6 months:$54 If you live in a residential parking permit area, a residential permit will exempt you from the posted time limit. All other parking regulations apply. Vehicles must be moved every 72 hours or they will be subject to towing. APPLY FOR A PERMIT Applications may be submitted in person or by mail to the SFMTA Customer Service Center at 11 South Van Ness Avenue, open Monday-Friday from 8:00 a.m. to 5:00 p.m. Please ensure you have the proper documentation prior to submitting your application by mail or appearing at the SFMTA Customer Service Center. No parking permits will be issued to any vehicle with delinquent parking citations or an expired vehicle registration. Application Requirements: Download and complete Application See below for permit expiration dates. If permit area expires in less than six months, the fee is prorated to 50% of annual rate. Proof of residency: Copy of PG&E or cable bill (cell phone bill not accepted), current vehicle insurance policy, bank statement or pre-printed check with resident's name and address, or rental/lease agreement. California Vehicle registration:  Registration must be at an address within RPP area. If you have recently moved, you must update your registration information in-person at the Page 1 of 3Annual Permit for Residents | SFMTA 12/6/2013http://www.sfmta.com/services/permits-citations/parking-permits/residential-area-permits/r... If you are a full-time student or active military personnel and your vehicle is registered to another address, please provide proof of active military assignment or certification from the registrar’s office at a higher education institution of full-time student enrollment (student ID is not sufficient).  Proof of residency is also required. Residents who are assigned a company/business vehicle for exclusive use must provide a copy of the current California vehicle registration in the name of the business or vehicle leasing company and an employment/vehicle assignment verification letter from the company the vehicle is registered to, in addition to proof of residency. PERMIT EXPIRATION DATES A 2/28 D 1/31 H 1/31 M 10/31 S 4/31 X 8/31 B 8/31 DD 7/31 I 11/30 N 3/31 T 8/31 Y 3/31 BB 1/31 E 9/30 J 11/30 O 3/31 U 9/30 Z 5/31 C 7/31 F 9/30 K 5/31 P 3/31 V 1/31 CC 8/31 G 6/30 L 1/31 R 8/31 W 10/31 LIMIT FOUR (4) PERMITS PER ADDRESS A maximum of four active annual residential permits may be issued to a single address.In special circumstances, you may request a waiver to this limit. To request a waiver, send a written request to: Department of Motor Vehicles.  Address changes by mail may take several weeks to update and RPP permits cannot be issued unless this information is updated in the DMV system. If you are applying for a permit for a new vehicle and do not have license plates yet, you will receive a 90-day temporary permit which will be converted to a standard permit once the license plates have been received. Page 2 of 3Annual Permit for Residents | SFMTA 12/6/2013http://www.sfmta.com/services/permits-citations/parking-permits/residential-area-permits/r... SFMTA Customer Service Center ATTN: RPP WAIVER REQUEST 11 South Van Ness Avenue San Francisco, CA 94103 Please include all relevant vehicle information and the reason you are requesting additional permits in your letter, and allow 10 business days for the SFMTA to review your request. MORE IN THIS SECTION Parking Permits Pay a Citation Contest a Citation Camera Enforcement Booting & Towing SEE ALSO Parking around San Francisco Parking Projects Page 3 of 3Annual Permit for Residents | SFMTA 12/6/2013http://www.sfmta.com/services/permits-citations/parking-permits/residential-area-permits/r... Business BUSINESS OWNERS & DELIVERY VEHICLES Annual:$109 Expires within 6 months:$54 Commercial property owners operating a business on a RPP zoned block may obtain one parking permit for a personal vehicle per postal address.  The property owner may designate the personal vehicle permit for transfer to a bona fide employee. In addition, up to three additional permits may be purchased for delivery vehicles with commercial license plates.  These vehicles must be registered to the business address.   Application Requirements: WHERE TO APPLY Bring your application and required documents in person, or mail to: 1.Completed application 2. Copy of current property title or commercial lease 3. Valid business registration certificate or tax exempt certificate for non-profit organizations 4. Valid vehicle registration (commercial vehicles must be registered to property address) Page 1 of 2Business | SFMTA 12/6/2013http://www.sfmta.com/services/permits-citations/parking-permits/residential-area-permits/r... SFMTA Customer Service Center ATTN: RPP BUSINESS PERMIT 11 South Van Ness Avenue San Francisco, CA 94103-1226 Open Monday-Friday from 8:00 a.m. to 5:00 p.m. MORE IN THIS SECTION Parking Permits Pay a Citation Contest a Citation Camera Enforcement Booting & Towing SEE ALSO Parking around San Francisco Parking Projects Page 2 of 2Business | SFMTA 12/6/2013http://www.sfmta.com/services/permits-citations/parking-permits/residential-area-permits/r... Request Permit Area Expansion Learn about the petition and review process for bringing parking permits to your neighborhood.  Permit Area Map PDF EXPAND AN EXISTING PERMIT AREA Page 1 of 3Request Permit Area Expansion | SFMTA 12/6/2013http://www.sfmta.com/services/permits-citations/parking-permits/residential-area-permits/r... To add a street block or address to an existing Residential Permit Area a petition signed by more than fifty percent of the households on each proposed block must be submitted to the SFMTA (one signature per household). Blank petition forms can be obtained here: Petitions should be mailed to: SFMTA Sustainable Streets Division Transportation Engineering 1 South Van Ness Avenue, 7th Floor San Francisco, CA 94103 Requirements ESTABLISH A NEW PERMIT AREA To create a new Residential Permit Parking Area, a petition signed by at least 250 households (one signature per household) in the proposed area must be submitted to the SFMTA. See "Expand an Existing Permit Area" for petition forms.  Requirements Blank petition form-English PDF Blank petition form -Spanish PDF The proposed block(s) must be contiguous to an existing residential permit parking area. At least eighty percent of the legal on-street parking spaces within the proposed area are occupied during the day. Residents on a metered block may petition to have their addresses be included as part of a residential permit parking area; however, a petition for an unmetered block must also be submitted at the same time. Existing meters will not be removed. The proposed block(s) must be contiguous to each other and must contain a minimum of one mile of street frontage. At least fifty percent of the vehicles parked on the street in the proposed area must be non- resident vehicles. Page 2 of 3Request Permit Area Expansion | SFMTA 12/6/2013http://www.sfmta.com/services/permits-citations/parking-permits/residential-area-permits/r... Review Process If requests are approved, the legislation and sign installation process takes approximately three months from submittal of valid petitions for area extensions and six months from submittal of valid petitions for new areas. The process is as follows: QUESTIONS? Call 311 or 415.701.2311 (if calling outside of San Francisco) MORE IN THIS SECTION Parking Permits Pay a Citation Contest a Citation Camera Enforcement Booting & Towing SEE ALSO Parking around San Francisco Parking Projects At least eighty percent of the legal on-street parking spaces within the proposed area are occupied during the day. 1. Review by SFMTA staff 2. Field study conducted 3. Engineering Public Hearing 4. Review by the SFMTA Board of Directors 5. Sign installation and permit issuance Page 3 of 3Request Permit Area Expansion | SFMTA 12/6/2013http://www.sfmta.com/services/permits-citations/parking-permits/residential-area-permits/r... RESIDENTIAL PERMIT PARKING APPLICATION 200 East Santa Clara Street San José, California 95113 (408) 535-3850 Fax (408) 292-6090 E-mail Address: DOTPermits@sanjoseca.gov PLEASE READ THE POLICIES AND INSTRUCTIONS ON THE BACK OF THIS PAGE AND SIGN BELOW. Required Documentation: Select Applicable Permit Parking Zone: Completed application Cahill Park Approved by: Valid Photo Identification Century/Winchester Transaction Date: Proof of Residency* Civic Center Receipt #: Current DMV Registration Non-Resident Owner** College Park Amount: Santana Status: Sherman Oaks University $33.00 each 1 2 $ Signature & Date Signature & Date revised 11/12 Form RS-01 I have received, read and understood the attached written instructions. I certify under penalty of perjury that the statements contained herein are true and hereby agree to comply with all the terms of the Residential Permit Parking Program. G G Total Amount All residential parking permits are non-transferable. Selling, transferring, duplicating, and/or unauthorized distribution of permits is strictly prohibited. R Number of permits (Official Use Only): GUEST PLACARD PERMITS (Circle number of permits requested) Permit # $33.00 each (Non-Refundable)(Official Use) R R R For Official Use Only PERMIT & REPLACEMENT FEES ARE NON-REFUNDABLE Permit # (Official Use)Owner Vehicle Year & Make Vehicle License # RESIDENTIAL STICKER PERMITS (copy of current DMV registration required for each permit) Horace Mann Delmas Park S.U.N Last Name First Name Middle Last Name First Name Middle *Address (Must be in Residential Permit Parking Area)Unit Zip Code **Mailing Address (if different from above & Non-Resident owner)Unit Zip Code Phone (H)Phone (W)Email Address (optional): INSTRUCTIONS FOR RESIDENTIAL PERMIT PARKING For further information contact: Online at: http://www.sanjoseca.gov/transportation/permits_parking.htm Department of Transportation, Residential Parking Permits Office 200 E. Santa Clara Street, San Jose, CA 95113 1. To apply for permits, mail or bring in the documents to the address listed below. Permits are issued from 8:00 A.M. to 5:00 P.M., Monday through Friday, except on legal holidays. Permit applications submitted after 5:00 P.M. will not be processed until the following business day. Applications may take up to 10 business days to process if a field investigation is required. To apply or renew, you must have all of the following requirements or the application will not be accepted: • Completed application • Valid Photo Identification • Proof of residency within the designated permit parking area (*must be issued within the last 90 days). Only the following documents will be accepted: tenant verification form, rental contract (except SUN and Horace Mann), home telephone or utility bill, current vehicle registration, or current property tax bill • Current DMV registration for each vehicle (if applying for a residential permit) • Payment in cash, check, money order, Visa, or MasterCard is accepted 2. All applicants must be a resident or non-resident owner in the designated permit parking area. Businesses must use a separate business permit parking application form. The vehicle(s) must be currently registered to an occupant of the residence. Residents may obtain one (1) residential sticker permit per registered vehicle, except: • Cahill Park is not eligible to receive the residential sticker permits • Horace Mann and S.U.N. may only obtain three (3) residential sticker permits 3. A maximum of two (2) guest permit hangers is allowed per residential address (except Cahill Park). Cahill Park is allowed one (1) guest permit hanger per residential address. Permits are issued on a first-come first-serve basis. 5. Permit expiration dates: Permits expire on these dates regardless of when they are issued during the cycle. AREA EXPIRATION DATES AREA EXPIRATION DATES Civic Center October 31st of every EVEN year College Park August 31st of every EVEN year University August 31st of every ODD year Santana November 30th of every ODD year Delmas Park March 31st of every ODD year Cahill Park January 31st of every ODD year Sherman Oaks May 31st of every EVEN year 6. If a permit is lost or stolen, there is a non-refundable replacement fee for each permit reported. The replacement fee will be waived when a copy of a police report and case number is provided. 7. If a vehicle is sold or the applicant has moved, the residential parking permit must be removed and our office notified immediately. If a new vehicle is purchased, the old vehicle permit may be exchanged for a new one. Note: Residential permit cannot be issued for new vehicle until a DMV registration with license plate is provided. Temporary permit for a new vehicle is available upon request. 8. The residential parking permit must be applied to the inside bottom left corner of the rear window and be visible to enforcement officers. For vehicles with tinted rear windows or obstructed by a camper shell, permit must be applied to the inside bottom left corner of the front windshield (driver's side). The guest permit hanger must be displayed facing outward on the rearview mirror of the vehicle. (For motorcycles: the residential permit must be applied to the front left fork of the motorcycle). 9. All permits must be prominently and properly displayed to be valid. Parking citations will be issued to any vehicle parking in a permit area without appropriate permit. The current minimum citation for a permit parking is set forth in the Schedule of Parking Penalties. 10. Vehicles displaying residential parking permits are not exempt from complying with parking restrictions in other designated parking spaces, such as red zones, metered spaces, and other time restricted zones. 11. All residential parking permits are non-transferable. Selling, transferring, duplicating, and/or unauthorized distribution of permits is strictly prohibited. 12. The Director may revoke all permits and/or deny application for issuance or renewals of permits if individuals are found to supply incorrect information, violate any conditions placed upon the parking permit and/or fail to comply with any provisions of San Jose Municipal Code Chapter 11.48. November 30th of every ODD year Century/Winchester S.U.N. Horace Mann July 31st of every year September 30th of every year 4. **Non-resident property owners may obtain only one (1) guest permit hanger per zone, upon proof of ownership of property (current property tax bill) within a designated permit parking area. In addition, non-resident property owners must provide proof of residency (see above proof of residency requirements) at an address separate from the owned property. City of San Mateo Residential Parking Permit Program Policy and Procedures Adopted by San Mateo City Council January 18, 2005 Revised August 19, 2013 Prepared by: Gary Heap, P.E. Senior Engineer Residential Parking Permit Policy and Procedures August 19, 2013 Q:\pw\PWENG\Traffic\Policy & Procedures\Residential Parking Permit P&P\RPPP Mod - Adopted 8-19-13.doc 2 Residential Parking Permit Program CONTENTS PURPOSE Page 2 PERMITS Page 2 POLICIES Page 6 REQUIREMENTS Page 8 PROCEDURES Page 9 FREQUENTLY ASKED QUESTIONS Page 12 DRAWBACKS WITH ‘RESIDENTIAL ONLY’ PARKING Page 14 SAMPLE RPPP REQUEST FORM Page 15 SAMPLE NEIGHBORHOOD PETITION FORM Page 16 PURPOSE The City and the Public Works Department are committed to preserving livable and attractive neighborhoods. One issue that may cause deterioration of neighborhoods is the excessive parking of non-resident vehicles on residential streets for extended periods of time. A system of preferential resident parking serves to reduce this strain on the residents of these neighborhoods. The intent of this Residential Parking Permit Program (RPPP) is to allow residents to park on-street in their neighborhood while restricting long-term parking by non-residents. PERMITS Parking Permit Types Residential Parking Permit Sticker – Parking permit stickers are issued to residents within the RPPP area. These permits allow residents to park on the street during the posted RPPP time restrictions. ™ Parking permits are issued as stickers to be affixed to the resident’s vehicle. The residential permit is valid for two calendar years and is available from the Public Works Department. ™ The number of permits that may be issued to either a single-family household or a multi-family residence is unlimited. It is understood that a greater amount of parking permits may be issued than there are available on-street parking spaces. This may Residential Parking Permit Policy and Procedures August 19, 2013 Q:\pw\PWENG\Traffic\Policy & Procedures\Residential Parking Permit P&P\RPPP Mod - Adopted 8-19-13.doc 3 create an environment of natural competition for on-street parking between neighborhood residents without the influence of long-term non-resident parking. ™ Parking permits may be issued only for passenger non-commercial and passenger commercial (i.e., SUV’s, small pick-up trucks, etc.) vehicles registered to residents residing within the residential parking permit area. Vehicles defined as oversized by the City’s Oversized Vehicle Parking ordinance, such as commercial trucks, boat trailers, RV’s (camping trailers, motor homes, etc.), trailers and work-type commercial vehicles, including taxis and limousines, are not eligible for residential parking permit program permits. ™ The resident is responsible for acquiring a new permit by the first day of the new two- year permit cycle year (January 1). There is typically a 30-day grace period at the beginning of the two-year permit cycle during which the Police Department will issue warnings. No other grace period (i.e., new resident to area, new car, etc.) is available during the two-year parking permit cycle. ™ The requirements to obtain a parking permit as a resident are: ¾ A completed application form in the residents’ name and address. ¾ A current DMV vehicle registration for each vehicle the applicant is requesting a parking permit. ¾ Proof of residency/ownership in the resident’s/owner’s name reflecting the permit address in the permit area. Acceptable proof of residency shall be a driver’s license, the vehicle registration, a utility bill, car insurance policy, lease agreement or a preprinted personal check with the resident’s name and address. Visitor Parking Permits – Visitor permits are issued to residents within the RPPP area for use by short-term guests so they may park on the street with the same parking rights as a resident of the RPPP area. Household visitor permits are issued as rear view mirror hangers, and must be displayed from the rear view mirror to be valid. Household visitor parking permit hangers are transferable, and may be placed on any vehicle that would be eligible to use a parking permit sticker. Any residence, either single-family or multi-family, eligible to obtain a residential parking permit may obtain a household visitor parking permit hanger. Only one (1) visitor parking permit hanger may be issued per household. Lost or damaged visitor permits may be replaced at the discretion of City Staff. This household visitor parking permit is valid for the same two-years as a permanent resident parking permit. This household visitor parking permit is only intended to be used by visitors. Use of the household visitor parking permit by a resident is not permitted, and may result in the issuance of a citation and/or confiscation of the visitor permit. Residential Parking Permit Policy and Procedures August 19, 2013 Q:\pw\PWENG\Traffic\Policy & Procedures\Residential Parking Permit P&P\RPPP Mod - Adopted 8-19-13.doc 4 Fee for Residential Parking Permits There will be no charge for the issuance of any residential parking permit. Eligible Exceptions for a Parking Permit Sticker Company Cars – A residential parking permit sticker may be issued for residents who have company cars as their primary transportation vehicle. To obtain a permit, the person must be a legal resident within the residential permit parking area who has a motor vehicle for his/her exclusive use and under his/her control where said motor vehicle is registered to his/her employer and he/she presents a valid employee identification card or other proof of employment that is acceptable to the City. Leased Cars – A residential parking permit sticker may be issued for a resident who has a leased car. To obtain a permit, the person must be a legal resident within the residential permit parking area who has a motor vehicle registered to a vehicle-leasing company and/or leased to the resident’s employer, providing said vehicle is for the resident’s exclusive use and provides proof or the lease agreement which is acceptable to the City. ™ The requirements to obtain a parking permit sticker for a company or leased car are: ¾ A completed application form in the residents’ name and address. ¾ A current DMV vehicle registration for each vehicle the applicant is requesting a parking permit. ¾ Proof of residency/ownership in the resident’s/owner’s name reflecting the permit address in the permit area. Acceptable proof of residency shall be a driver’s license, the vehicle registration, a utility bill, car insurance policy, lease agreement or a preprinted personal check with the resident’s name and address. Caregivers – Caregivers may be issued a parking permit sticker for a permit parking area provided the address of the resident receiving the care is within said parking area. ™ The requirements to obtain a parking permit sticker for a caregiver are: ¾ A completed application form in both the residents’ and caregivers name and address. ¾ A current DMV vehicle registration for each vehicle for which the applicant is requesting a parking permit. ¾ Proof of residency/ownership in the resident’s/owner’s name reflecting the permit address in the permit area. Acceptable proof of residency shall be a utility bill, car insurance policy, lease agreement or a preprinted personal check with the resident’s name and address. ¾ A letter from the resident identifying the permit applicant as the caregiver. Residential Parking Permit Policy and Procedures August 19, 2013 Q:\pw\PWENG\Traffic\Policy & Procedures\Residential Parking Permit P&P\RPPP Mod - Adopted 8-19-13.doc 5 Fine Amount The fine for violation of the Residential Parking Permit Program regulations is set within the City’s Comprehensive Fee Schedule. Misuse of Parking Permits Any person selling, fraudulently using, reproducing or mutilating a parking permit issued in conjunction with the residential parking permit program shall be guilty of an infraction and shall be subject to a citation for each offense and the forfeiture of all permits in conflict, or such other fine or penalty as the City Council may set by ordinance. Residential Parking Permit Policy and Procedures August 19, 2013 Q:\pw\PWENG\Traffic\Policy & Procedures\Residential Parking Permit P&P\RPPP Mod - Adopted 8-19-13.doc 6 POLICIES All residential parking permit programs shall follow a set of policies that are consistent from one program area to the next. This includes program area limits, enforceable times, and implementation practices. ™ The implementation of a Residential Parking Permit Program does not guarantee the availability of parking spaces on a public street, or within a specific neighborhood. Because more parking permits may be issued than there are available on-street parking spaces, the program may create an environment of natural competition for on-street parking among neighborhood residents without the influence of long-term non-resident parking. ™ The program allows for any resident or non-resident to park on-street during the restricted hours for a maximum of 2-hours unless a parking permit is displayed. “No Parking”/”Permit Parking Only” zones may be permitted, when appropriate, next to schools. ™ The Residential Parking Permit Program is intended for use in single family and multi-family neighborhood areas. The program is not intended for use in areas or on streets where there is a mix of commercial and residential use. For the purpose of this program, mixed-use is defined as areas with both commercial and residential land uses where shared use of existing on-street parking is expected. ™ Program enforcement hours will be determined based on the type of parking impact generator. This will provide for consistency among residential parking permit areas, and simplify enforcement of the program times. ™ Unless otherwise approved by the Public Works Director, parking restrictions within residential parking permit areas must be consistent from corner to corner on all streets to prevent “spill-over” or shifting of an on-street parking problem to an adjacent non-restricted area. Half block segments may be approved by the Public Works Director. ™ Limits of the parking permit neighborhood will be determined based on the potential of parked cars to overflow and impact adjacent streets. This will be done through a collaborative process involving both the applicant and Public Works traffic engineering staff. The final limits of the parking permit program area will be determined by the Public Works Director, whose decision is final unless appealed. ™ Parking permit holders will be issued permits to park along any street within the limits of their residential parking permit neighborhood area. ™ Parking permits will be issued to any car registered at an address within a permit parking area. Residential Parking Permit Policy and Procedures August 19, 2013 Q:\pw\PWENG\Traffic\Policy & Procedures\Residential Parking Permit P&P\RPPP Mod - Adopted 8-19-13.doc 7 ™ Any work-type commercial vehicle, displaying a commercial license plate, that is actively performing work for a property within the limits of a residential parking permit program zone, may park on-street in front of the subject property without the need for a residential parking permit, and will not be cited. ™ Parking permits are not intended for use at metered parking spaces within business districts or retail areas. This includes the Downtown area , 25th Avenue, 37th Avenue and 40th Avenueareas. ™ For downtown residents, parking permits are not intended for use within designated parking lots. Downtown parking permits are available for purchase at the City Hall Finance Department counter. ™ Vehicles displaying parking permits are subject to all other parking restrictions including 12 and 24-minute spaces, white passenger loading zones, yellow loading zones, handicap spaces and red zones. ™ Displaying a residential parking permit does not exempt the vehicle from the City’s ordinance which requires a car to be moved every 72 hours. ™ Once established, a residential parking permit program area will sunset after ten (10) years. Prior to sunset, the neighborhood’s interest in the RPPP shall be reconsidered through a City-developed residential survey. Based on the criteria in this document, if the majority of the property owners show interest in maintaining the current program, the RPPP will remain in place for another ten (10) years. If less than a majority indicate interest in maintaining the program, a public hearing will be scheduled to consider removal of the RPPP. Evaluation of the individual programs will be done in the final two years of the ten-year sun-setting cycle. ™ To process a request for implementation of a residential parking permit program, a parking impact generator must exist. This program is not intended to restrict or limit the amount of residential vehicles that may park on-street within a given neighborhood. ™ Any parking permit may be revoked if used contrary to the provisions of this policy. Residential Parking Permit Policy and Procedures August 19, 2013 Q:\pw\PWENG\Traffic\Policy & Procedures\Residential Parking Permit P&P\RPPP Mod - Adopted 8-19-13.doc 8 REQUIRMENTS The following are required to implement a residential parking permit program: 1. Parking Impact Generator Identification – A non-residential Parking Impact Generator must be identified that creates a parking overflow into the proposed residential parking permit neighborhood. The parking impact generator may be a school, business, commercial district or commercial use. 2. Determination of Parking Permit Program Zone – A parking utilization survey will be used to set the boundaries of the residential parking permit program zone. The survey will be conducted between 8:00 a.m. and 6:00 p.m., Tuesday through Thursday, and be on a day the community has identified as a typical problematic parking day. From the parking survey, a map will be generated showing the level of on-street parking. Street segments will be identified showing >75% parking, between 65% - 75% parking, and <60% utilization of on-street parking spaces. Staff will use this information to determine the limits of the parking permit zone. Street segments having <60% parking utilization will not be considered for inclusion in the parking permit zone. Other factors may also be considered by staff including street topography and the potential for parking creep directly adjacent to a newly signed parking permit program area. Half block segments may be approved by the Director of Public Works based on topography or length of street, or if the parking utilization study shows that it is justified. The decision of the Public Works Director is final. 3. Community Support – There are a number of optional tools that can be used to generate neighborhood support for the implementation of a residential parking permit program. These include: x A neighborhood meeting x Circulation of a resident petition x Submittal of Homeowners’ Association letters of support. These tools are optional and at the discretion of the applicant. It is ultimately the responsibility of the applicant to generate sufficient community support that can be demonstrated to the Director of Public Works through a survey. Staff will work with the applicant to determine which options may be used to generate an adequate level of support. 4. Neighborhood Survey – For staff to recommend approval for the residential permit parking program to the Public Works Director, the neighborhood survey, distributed by the City, must have 50% or more response rate, and a 67% support level from those returning the survey. Residential Parking Permit Policy and Procedures August 19, 2013 Q:\pw\PWENG\Traffic\Policy & Procedures\Residential Parking Permit P&P\RPPP Mod - Adopted 8-19-13.doc 9 PROCEDURES PROGRAM DEVELOPMENT Residential parking permit program development must be consistent with all policies as defined above. The recommended procedures presented below provide for consistent parking permit program development from one neighborhood to the next. Staff has the flexibility to modify the following procedures when it is appropriate. 1. A residential permit parking program is requested by a San Mateo resident through the Public Works Engineering Division. The application includes the requested streets to be included in the residential parking permit area. 2. Through discussions with the applicant, day and time limits of the proposed program will be identified. Days and times of enforcement will be established to reflect the nature of the parking impact generator and to provide consistency and ease of enforcement by our San Mateo Police Department. 3. A neighborhood meeting is optional. The applicant may request a neighborhood meeting to present the components of the Residential Parking Permit Program to the requested neighborhood area. 4. A neighborhood petition is optional. The applicant may circulate a City provided petition to provide outreach to the community or to demonstrate support for the implementation of the residential parking permit program. Only one signature is needed per dwelling unit. Each house, apartment or condominium will be considered a dwelling unit. 5. A support letter from the area’s Homeowners’ Association is optional. The applicant may demonstrate the support of their Homeowners’/Neighborhood Association (if one exists) through the submittal of a letter of endorsement from that group. That letter of support will be considered by the Public Works Director during deliberation of the requested zone. 6. Staff will prepare a survey to determine resident support for the requested residential parking permit area. The survey will be distributed by the City to all residents in the proposed RPPP area. 7. The Public Works Director will approve or deny a request for a residential parking permit area based on the preponderance of information gathered during the RPPP evaluation process. The decision of the Director of Public Works is final unless appealed to the Public Works Commission. 8. If the request for permit parking is approved by the Director, staff will draft and mail a letter to the residents within the proposed permit parking area to inform Residential Parking Permit Policy and Procedures August 19, 2013 Q:\pw\PWENG\Traffic\Policy & Procedures\Residential Parking Permit P&P\RPPP Mod - Adopted 8-19-13.doc 10 them of the public hearing results. The letter will also notify them of the new requirements for on-street parking within the permit parking program area. 9. Residents will have thirty (30) calendar days to appeal the decision of the Public Works Director following mailing of the notification of Director action. Submitted appeals shall: a. Be in writing b. Provide grounds for the appeal c. Identify specific actions being appealed (parking time limits, hours of enforcement, zone boundaries, etc.) d. Include a recommended alternative action e. Provide a petition of surrounding residents in support of the appeal action Appeals will be heard by the Public Works Commission at the next available meeting. 10. If the request for permit parking is denied or terminated, a second study of the same or similar RPPP study area will not be conducted for a minimum of twelve months unless there is a significant, identifiable change in parking characteristics as determined by the Public Works Director. Subsequent studies of the same general study area will be subject to the same requirements and procedures as the initial study process. 11. As the parking permits are valid for two years, a letter is sent out by staff every other year notifying all residential parking permit holders of the need to renew the parking permit before the end of the calendar year. Parking permits may be renewed in person at City Hall, or by mail. PROGRAM REMOVAL The process to remove a residential parking permit program is similar to a program development. The procedures presented below provide for consistent parking permit program removal. 1. A RPPP area, or part thereof, may be removed from the permit parking program by the Public Works Director pursuant to: x A valid request from the affected residential parking permit neighborhood, and a City provided petition from that neighborhood indicating support from at least 67% of respondents in the area wishing to be removed from the RPPP. x A determination by the Public Works Director that removal from the RPPP is either in the community interest, or is in the interest of public safety. Residential Parking Permit Policy and Procedures August 19, 2013 Q:\pw\PWENG\Traffic\Policy & Procedures\Residential Parking Permit P&P\RPPP Mod - Adopted 8-19-13.doc 11 2. Once the petition for removal is received by staff, a survey of the area is prepared and distributed to the neighborhood. Similar to the program development process, 50% of the residents surveyed within the area requesting removal from the RPPP must respond, and of those responding 67% must support removal from the permit program for staff to recommend removal of the program to the Public Works Director. 3. If the survey is successful, the Public Works Director will review the request and make a determination regarding removal of the parking permit area. The affected neighborhood is notified of the Director’s determination. The action of the Director can be appealed to the Public Works Commission. The appeal must be submitted within 30 days of the Director’s determination. Information required as part of the appeal shall be as described for appeal of a new parking permit area request. 4. If the request for removal is approved by the Public Works Director, the neighborhood is notified of the decision, and the RPPP signs are removed following the 30 day appeal period. There shall be no cost to the residents associated with removing an area from the RPPP. 5. If an existing RPPP area is revoked, any request for reinstatement shall be subject to the same process as that of a new RPPP area , and if approved the neighborhood shall be assessed the total cost of all related staff activities including permit printing costs, distribution cost and all resigning costs. Residential Parking Permit Policy and Procedures August 19, 2013 Q:\pw\PWENG\Traffic\Policy & Procedures\Residential Parking Permit P&P\RPPP Mod - Adopted 8-19-13.doc 12 RESIDENTIAL PARKING PERMIT PROGRAM FREQUENTLY ASKED QUESTIONS What is a Residential Permit Parking Program (RPPP)? The City of San Mateo will implement a residential permit parking program as a remedy for neighborhoods that are impacted by long-term on-street overflow parking from sources (called parking impact generators) outside the neighborhood. These parking impact generators include some high schools, business complexes and commercial areas. This program is intended to deter long-term on-street parking, however short-term 2-hour parking will be permitted within any RPPP area for non-permitted vehicles. Implementation of a RPPP area is a way to give residents of a designated area a better chance to park near their homes. It is not intended to designate a specific parking space along a property frontage. An RPPP area involves the posting of parking time limits or parking restrictions from which local residents are exempt if a valid permit is properly displayed within their vehicle. Residents within an approved parking permit neighborhood may obtain a parking permit to display on their car that will allow them to park for more than two hours along their neighborhood street. Any car registered to an address within a permit parking neighborhood is eligible to utilize a parking permit. The number of parking permits issued per property is unlimited. Where are RPPP areas allowed? Residential Parking Permit Programs are allowed within residential neighborhoods whose on-street parking ability is impacted by parked cars from non-residents, or parking impact generators. Why is a policy and procedures document necessary? The purpose of this document is twofold. The first reason to create a policy and procedures document is so that all parking programs are consistent. For a residential permit parking program to be effective it is essential that it can be enforced. One factor that increases the ability for the Police Department to enforce parking restrictions in an area is program consistency. Programs should be consistent from one area to another within the City. Secondly, this document serves as a tool to establish criteria and process expectations for both staff and the community while helping to define a collaborative process. Are residents who live in a RPPP area required to obtain parking permits? Obtaining a parking permit is purely optional. You may decide to obtain a parking permit which will allow you to park on the street during restricted hours, or you may decide not to obtain a parking permit and be subject to the on-street parking restrictions of the street. Residential Parking Permit Policy and Procedures August 19, 2013 Q:\pw\PWENG\Traffic\Policy & Procedures\Residential Parking Permit P&P\RPPP Mod - Adopted 8-19-13.doc 13 How long does it take to establish a new RPPP area? It can take several months to establish a new area. Depending on the size of the impacted area, the overall process from initial request to sign installation could take eight to twelve months or longer. Can I use my parking permit to park in any of the posted RPPP neighborhoods? Each parking permit issued will be for a specific RPPP neighborhood or area. With the appropriate parking permit, you may park within the boundaries of that specific RPPP area only. Parking for a period of time greater than that posted, in an area other than that designated by your parking permit, may result in your vehicle receiving a citation. The RPPP cannot guarantee or reserve the permit holder a parking space within a designated residential parking permit program area. Parking is on a first-come, first-served basis. How are the restrictions enforced? The Police Department will issue citations to vehicles that are in violation of the parking restrictions. Enforcement is made by routine police patrols or by calling the Police Department at (650) 522-7700. Can a RPPP be abolished once an area has been created? A RPPP may be removed per the program elimination process identified in the RPPP Policy and Procedures document. The City is notified of the request, a petition is circulated, a survey is distributed, a public hearing is held and if successful, the signs are removed. If you have questions or are interested in a Residential Parking Permit Program, please call Public Works at (650) 522-7300. Residential Parking Permit Policy and Procedures August 19, 2013 Q:\pw\PWENG\Traffic\Policy & Procedures\Residential Parking Permit P&P\RPPP Mod - Adopted 8-19-13.doc 14 NEIGHBORHOOD DRAWBACKS ASSOCIATED WITH ‘RESIDENT ONLY’ PARKING Although there are many advantages associated with a RPPP, the City would like to point out some of the disadvantages. Please read the following information carefully while considering the impacts of implementing a Residential Parking Permit Program in your neighborhood. 1. The implementation of a Residential Parking Permit Program does not guarantee the availability of parking spaces on a public street, or within a specific neighborhood. The program creates an environment of natural competition for on-street parking between neighborhood residents without the influence of long-term non-resident parking. 2. Creating a new RPPP area can take several months and requires a review by the Public Works Director, and possibly the Public Works Commission and City Council adoption. Other alternatives to the neighborhood issue may be implemented much quicker. 3. A City survey must illustrate support by at least 67% of the residents responding within the proposed area. Sixty-seven percent of the responding residents can impose their parking desire on the other 33% of residents. 4. A parking impact generator must exist. Many neighborhoods do not qualify. 5. If you have guests that wish to stay for longer than two hours and park on the street, you must obtain a visitor parking permit for the vehicle of your guest. 6. If you or your guest park in the street for longer than two hours without a permit, the Police Department will issue a parking citation. 7. A residential parking permit program can be imposing to a neighborhood and create a lot of inconvenience. These drawbacks must be weighed with the potential benefits when considering the implementation of a program that would restrict outside parking influences from your neighborhood. Residential Parking Permit Policy and Procedures August 19, 2013 Q:\pw\PWENG\Traffic\Policy & Procedures\Residential Parking Permit P&P\RPPP Mod - Adopted 8-19-13.doc 15 Residential Parking Permit Program Request Form The purpose of this form is to enable neighborhoods to request the initiation of a Residential Parking Permit Program in accordance with the City of San Mateo’s adopted Residential Parking Permit Program Policy and Procedures. This form must be filled out in its entirety and submitted with any request to: The City of San Mateo Public Works Department 330 West 20th Street San Mateo, California 94403 Feel free to attach additional sheets containing pictures, maps, or additional text if the space provided is insufficient. 1. Requesting Individual’s Contact Information Name: ____________________________________________ Address: ____________________________________________ Phone Number: _______________________________________ Email (optional): _______________________________________ 2. Please describe the nature of the overflow parking problem in your neighborhood. What streets in your neighborhood do you feel are affected by overflow parking? : 3. Can you identify a parking impact generator that is the cause of overflow parking in the neighborhood? Are there any facilities (churches, schools, shopping centers, etc.) near this location that generate a high concentration of vehicle and pedestrian traffic?: 4. Please describe how a Residential Parking Permit Program will be able to eliminate or reduce overflow parking impacting the neighborhood: 5. Is there neighborhood support for submittal of this Residential Parking Permit Program application? Have you contacted your HOA/Neighborhood Association? Residential Parking Permit Policy and Procedures August 19, 2013 Q:\pw\PWENG\Traffic\Policy & Procedures\Residential Parking Permit P&P\RPPP Mod - Adopted 8-19-13.doc 16 Neighborhood Petition Form for Residential Permit Parking City of San Mateo THE UNDERSIGNED BELOW AGREE TO THE FOLLOWING: 1. All persons signing this petition do hereby certify that they reside on the following street, which is being considered for 2-hour residential permit parking: (Street Name) 2. All persons signing this petition do hereby agree that the following contact person(s) represent the neighborhood as facilitator(s) between the neighborhood residents and City of San Mateo staff in matters pertaining to this request: Name: _________________________ Address: ___________________ Phone #: __________________ Name: _________________________ Address: ___________________ Phone #: __________________ Name: _________________________ Address: ___________________ Phone #: __________________ ONLY ONE SIGNATURE PER DWELLING UNIT Name (Please Print) Address Phone Number Signature 1.________________ _________________________ __________________ ___________________ 2.________________ _________________________ __________________ ___________________ 3.________________ _________________________ __________________ ___________________ 4.________________ _________________________ __________________ ___________________ 5.________________ _________________________ __________________ ___________________ 6.________________ _________________________ __________________ ___________________ 7.________________ _________________________ __________________ ___________________ 8.________________ _________________________ __________________ ___________________ 9.________________ _________________________ __________________ ___________________ 10._______________ _________________________ __________________ ___________________ 11._______________ _________________________ __________________ ___________________ 12._______________ _________________________ __________________ ___________________ 13._______________ _________________________ __________________ ___________________ 14._______________ _________________________ __________________ ___________________ 15._______________ _________________________ __________________ ___________________ 16._______________ _________________________ __________________ ___________________ 17._______________ _________________________ __________________ ___________________ 18._______________ _________________________ __________________ ___________________ 19._______________ _________________________ __________________ ___________________ 20._______________ _________________________ __________________ ___________________ Sllp po rt is not present, stafTwi ll identi fy concerns, report resuhs to Ihe neig hborhood and determine Ihe nex t steps. Prior 10 slafT approval o f any parking modifications, slaff shall determine if current parki ng resources ha ve Ihe ability 10 implement, manage and enforce any increased workload. 5, Implementatio n or parking Modifications Non~pre ferenlia l park ing modi fi cat ions may not require council approval for implementation. Neighborhood preferential pa r lOng modifications wil l require council approval. Parking plans may be implemented on a trial basis for a set period of time to be evaluated and considered for permanent implemen tation. Projects will be placed on a projecilisl sequentially in an existing series of projects. Project costs may be a determining faclor as 10 whether a project can be Implemented. NEIGHBORHOOD PARKING PLAN PROCESS Parks & Public: WOI"ks ('08)399-5710 Police Department (408)354-8600 February 2010 NEIGHOORJIOOO PARKlNC VLAN PROCESS Recjuests for considerali on of neighborllood parking plans must be submitted via a written pelilion to the Town . Upon acceptance ora petition , Initial data may be gathered to establ ish a beller un derstanding or the reponed issues. A determlnatioJl will be made ir there are sarety issues re'1uirlng immediate attention. If no immediate sarety issues 3re present, Town slafTmay request a future meeli ng wit h Ihe petiliomng neighborhood to discuss the gathered d"t3 and possible parking modifications Proposed chimges require agreement rrom 67% orthe arrected residential households prior 10 being considered by slaff as a possible pftrklng modiflcntlon . Non· preferential parking modifications may not reCllli re cOllncil approval ror final implement ation, while any ne ighborhood preferred parking modification will require council approval prior 10 final Implemenla1ion. AllY approved parking modifications will be placed on a project list SeClUen\lally III an existing series or projects. Project s may be re-prionlized by the Police Chief or Department of Public Works Director. Process 1. Petition A neIghborhood pelition is required 10 begin the parking process. The pet ilion must include signatu res of at least 50% orlhe arfec ted residentIal households. Staff retains the right 10 derlne the alTecled areas. The pelillon wi ll ne ed to state what speCIfic problems eXlSI. 31 what time fhe problems occur, 011 what ctays orlhe week th e problems are mosl significant and suggesled potential modilications. Petitions will be reviewed, priorit ized atld placed on a liSt. The peti tion wi ll be discussed wi th th e Tra nsportatloll And Parking Commission (il fI schedlded meeting 2. Oal:1 Colle ct ion Town staffwdl collect data to evaluate Ihe request. items Ihat will be considered dUring data collection are parkIng compaclion, hours of impact . availabilIty for resIdential orr-slreef parking, ellgineeflng Issues such as roadway narrowness~ design oflhe slreel and general sa fety issues. Contributing causes to the park.ing conditions thai will be considered are the proximity to a business district . school or a church, and the likelihood Ihat parking controls WlII negatively i'lrreCI all adjoilling area. 3. lurorOllllionni Neighborhood Me.etillg If staff determines Ihat there al'e issues that justify considertttion, they WIll schedtde a neighborhood Oleeling. The neighborhood meeting Will be an information and feedback session. StafTwill present the dell a galhered by the Town and establish the boundanes to define the neighborhood. The neighborhood wi ll be Hlcluded In Ihe development or possible solut ions alld potential parking 1l10diflcalions. Add itional analysis may need to be conducted :dier Ihls initial meeting The meeting should be iH1ended by fepresentali ves from Ihe Police nnd Parks and Public Works Departments and may Incillde representali ves from the Transponation and Parking Commission. 4. Additional Meetings lind Proposed Mod ifications "fter review of any proposed modifications~ starr may convene addItional neighborhood meetings 10 discuss alternatives and deterllline neighborhood preference and public consensus. The outcomes of the rneetlOgs will reflile the development or possible 111oditicalions. Requested modifications wi ll need th e su~port of 67% of the affected residential households 10 be inlplemented.lrthe required neighboJhood Please think of the environment before printing this email -Thank you! From: Simon Cintz [mailto:simoncintz@gmail.com] Sent: Thursday, October 24, 2013 10:48 AM To: Rodriguez, Jaime; Aknin, Aaron Cc: Watercourse way; Sheilla Likar; Brad Ehikian; Palo Alto Downtown; Sullivan, Jessica SuJ>ject: Re: Oct 17 Meeting HigbJigrts Jaime and Aaron- Thank you for following up so quickly with me. I did take a look at the meeting notes. I do hope you will look at my "highlights" of the meeting email. The problem with the published minutes is that it is very detailed, person by person, and one cannot "see the forest for the trees" in the minutes. However, I do believe that both of you are well aware of the major issues that face our Downtown/SOFA businesses and employee in regards to RPP. I have a few questions: 1. I'll start with the BIG QUESTION, which I do not expect you to answer immediately, but I do hope you will answer well before the Planning Commission meeting. The BIG QUESTION: What changes to the current RPP plan will you propose to address the issues that businesses and employees raised at the OCT 17 meeting? If the plan doesn't change, then we might as well not have had the meeting. I am hopeful that your department will take our concerns seriously and make SIGNIFICANT modifications to the RPP plan so as to make it a fair and balanced plan for residents, businesses, and employees. We are ALL part of the Downtown community and we ALL should have our needs addressed fairly. N ow for the easy questions ... 2. What are the hours of enforcement currently proposed for the RPP zone in residential areas? M-F, 8am-5pm? 24/7? or something else? 3. When will the RPP plan be presented to the Planning Commission at a public meeting? It is typical that the Planning Comnlission reviews and makes recommendations prior to consideration by the City Council. I assume that the same is planned for RPP. Thanks, 2 From: Simon Cintz [mailto:simoncintz@gmail,com] Sent: Wednesday, October 23, 2013 9:36 AM To: Rodriguez, Jaime; Aknin, Aaron Cc: Watercourse way; Sheilla Likar; Brad Ehikian; Palo Alto Downtown Subject: Oct 17 Meeting Highlights Aaron and Jaime, Thank you for taking time to listen to SOFA (and some "downtown proper") businesses at the October 17 meeting. I hope that your department will take our concerns seriously and put together a plan that is supportive of businesses/employees, yet still effecti vel y addresses the overparking problem in the residential areas. Below is my list of the highlights from the October 17 meeting. Please understand that it is NOT an exhaustive list of all the issues that attendees raised. It highlights those issues that I feel represent the vast majority of those at the meeting. There are other issues that are important also and may grow in significance as the RPP program receives closer examination. The following items are in no particular order. Numbering does NOT imply priority. 1. Do NOT take away or modify ANY of the existing two hour free street parking already in the greater Downtown (This includes SOFA). Do not sell it to residents. Do not sell it to non-residents/employees. Do not convert it to longer or shorter parking time periods. The existing 2-hour free street parking needs to stay AS IS because it serves our local business customers. Period. 2. From DAY ONE of implementation, an RPP program must provide sufficient parking for all existing businesses and employees in the greater Downtown area. We are concerned that the City's proposed 15-20% starting point, will leave many without any parking. Where will they park? Walking 7,8, or more blocks one- way to work is not a reasonable option for those paying $466/permit. The City has not provided any concrete alternatives that are in1IDediately and adequately available to make up for the employee parking deficit that the proposed RPP program will immediately create. 3. The cost of parking needs to be affordable. Many small businesses and low income employees (often working part-time) cannot afford the $466/year. The Hangtag program, while a good idea, does NOT significantly reduce the cost of parking to businesses/employees. It is a great way for a business to transfer a parking permit from an employee who is quitting to a new employee who is just starting, but it is a NIGHTMARE to administer if it is used (as Aaron suggested) on a shared basis by multiple employees/shifts at a business. 4. Employee safety is a primary concern for both businesses and employees. The current RPP zone can require a person to walk many blocks back to hislher car in the dark along dimly lit residential streets in the huge RPP area. What will the City do to ensure employee safety that results from the implementation of RPP over a 100+ residential block area? 5. RPP program issues are complex and RPP is NOT READY for in1plementation in Palo Alto. It appears that the City has insufficient data to determine how many employees will be displaced by only initially offering 15- 20% of capacity to employees. The City needs to do a study to fully understand the impact of this program on 4 businesses and their employees. Without us there would be no "downtown". 6. The RPP program should not be the first step in solving the parking problem. RPP may have it's place AFTER the City has provided additional garages, Caltrain intensives, and shuttle programs. Once these programs are in place, ONLY then will employees have realistic parking/transportation options to choose from. 7 . We want the City to treat Downtown/SOFA employees with the same respect that the City treats it's own employees.City employees are already given free parking and will be encouraged to use public transit, as an OPTION if appropriate for the individual City employee. However, the RPP is forcing the greater Downtown business employees to "get out of the neighborhood" and find some other way to get to work. The City-should treat our employees with the same respect that it treats it own employees, allowing EVERYONE reasonable and flexible options. 8. Over and over again we heard that the Downtown/SOFA small businesses serve local neighborhoods and Palo Alto citizens at large. We are an asset to the community and should be treated as such. Don't kick us out of our own neighborhood. We are part of the neighborhood contributing to nearby residents and Palo Alto at large. It's been this way for decades We need to preserve BOTH the residential and business areas that make up our downtown community. I hope we will b~ able to continue a meaningful dialogue that will produce a fair and bal(,U1ced plan consideri~g both residential and business needs. The current RPP plan as proposed by the City is lopsided and hurts businesses and their employees. Thank you, Simon Cintz Cintz Commercial Properties, LP P.O. Box 1216 Palo Alto, CA 94302 831-247-2387 5 Tamale, Diana Subject: FW: Email 6 From: Simon Cintz [mailto:simoncintz@gmail.com] Sent: Thursday, October 31, 2013 9:11 AM To: Aknin, Aaron Cc: Palo Alto Downtown; David MacKenzie; Rodriguez, Jaime; Sullivan, Jessica Subject: City Wide RPP at Council Meeting? Aaron - During our brief conversation yesterday at the DowntoWn walk, I think you said that the City Council at their December meeting would consider adopting a "City Wide" RPP program. Maybe I misheard you or misunderstood. Please accept my apologies if I didn't properly understand your comments. Please clarify what the planning/transportation department is intending on asking the Council to consider at their December meeting. Will the Council be asked to consider adopting RPP as a City Wide program/concept ... or ... will the it be asked to limit that meeting's focus to the Downtown RPP program that we have been discussing in public meetings the last few months? Or something else? I have copied Russ Cohen and David MacKenzie on this email. Since the Council meeting will be the next public meeting regarding RPP, it is important that we are all clear on what the Council will be asked to consider and vote on. Thank you, Simon Cintz Cintz Commercial Properties, LP P.O. Box 1216 Palo Alto, CA 94302 831-247-2387 1 Tamale, Diana Subject: Attachments: FW: Email 5 IMG_2660.J PG From: Simon Cintz [mailto:simoncintz@gmail,com] Sent: Thursday, November 14, 2013 10:19 AM To: Gitelman, Hillary Cc: Aknin, Aaron; Rodriguez, Jaime; Sullivan, Jessica; Hal Mickelson; David MacKenzie; Palo Alto Downtown; Brad Ehikian Subject: Chamber Meeting Followup Hillary - I appreciate you and your staff coming to the Chamber of Commerce meeting yesterday. I appreciate your willingness to reach out to businesses and hear what they have to say. I hope you will continue to be open to our needs and concerns regarding parking issues. I was originally told that Jaime was going to make a presentation on RPP and that I would follow him with my presentation which focused on the business problems with RPP. That format did not happen, but I do think we had a very useful discussion in the meeting. Since I wasn't given an opportunity to do a formal presentation (as I had planned), I'm concerned that some of my unprepared comments weren't as clear as I would like them to have been. Therefore I am writing this email in the hope that if I didn't communicate clearly, that I can do so now. I have spent many days literally walking from business to business in the SOFA (South of Forest Avenue) and Downtown areas. I've talked to over 50 business people in the last few months about RPP relative to their needs. Here are a few of the key points regarding business needs that I think you, your staff, and, eventually, the City Council need to take into serious consideration: 1. Overall, the RPP program presented by your Department in the Sept 24&26, 2013 public meetings is VERY BUSINESS UNFRIENDLY. This is the almost UNANIMOUS position of small businesses in the greater downtown area. 2. Your department can make RPP much more business friendly. Primarily this can be done by increasing the percentage of residential street parking allocated to businesses. The currently "proposed" maximum of 40% with an initial starting point of 15-20% is very far from adequate to take care of business employee needs. (I put the word "proposed" in quotes for Aaron's benefit to avoid a semantic squabble. Aaron, I know this is not a formal proposal, but it is a clear indication of how unbalanced of an approach the Planning and Transportation Department is taking toward business needs.) 3. A very low allocation of street parking space to employees leaves business owners with the unsolved problem of "Where will my employees park?". On Oct 17, I and Sue Nightengale, owner of Watercourse 1 Way with approx. 70 employees, organized a SOFA area business meeting with Jaime and Aaron. This issue was often repeated by the businesess attending. Also, of major concern was employee safety. The lower the allocation, the further employees must walk to their cars. After dark, this becomes a major concern for employees and the business owners/managers they work with. Additionally, any allocation of space in neighborhoods that requires a long walk from parking place to work is useless to businesses. As I'm sure you are aware, the very large size of the "proposed" RPP zone is not done so as to allocate nl0re space to employees, but rather just the opposite ... to keep employees from evading the zone restrictions and parking outside of them. 4. Understandably, preservation of residential neighborhoods must be a key Planning/Transportation objective. I hope you and your staff understand that preservation of the business contmunity must also be an important objective. Business parking needs to be INCLUDED and BALANCED with the residential needs. I grew up in this area and my parents lived in the SOFA residential neighborhood for many years. Businesseshave been parking on these residential streets for many decades and parking issues has been "a fact of life" for many decades. (I won't bore you with my stores of growing up in Palo Alto, but I do have 50+ years of personal experience with -the SOFA business and residential areas.) 5. Th,e Planning/Transportation Department has done a very poor job of outreach to businesses and also to residents in the non-impacted neighborhoods. Notices of the public meetings are often not sent to business owners/nlanagers. Residents in the outlying areas that are part of the "proposed" RPP map receive these notices but ignore them because "Why should we attend a meeting about Downtown parking? We don't have a problem on our street, therefore there is no reason to attend." The voices that the City Council and the Planning/Transportation department have been hearing are ONLY those of very loud and well organized residents in the highly impacted neighborhoods. I acknowledge that these residents have valid concerns, but they are not the only ones in the community. By not reaching out to businesses and non-inlpacted residents, your department is only hearing "the loudest voice in the room". The quieter voices are also important and need your sincerely attention. We need a COMMUNITY SOLUTION that addresses the needs of all, not just the loudest. 6. If you truly want to hear from businesses and employees, then postpone the December Council public hearing on city-wide RPP until mid-January. This problem has been going on for over 30 years, waiting another 30 days to include businesses and their employees in the discussion will not cause irreparable harm to anyone. Lastly, I am attaching a photo that I took on Nov 12th (Tuesday) in the College Terrace RPP zone taken at about noon. I would have shown it at yesterday's meeting if I had been able to do a formal presentation. It was taken at the comer of College and Wellesley, looking east along College toward EI Camino. The location is less than four blocks from the busy EI Camino Business District. Noon is the busiest time of day for customer parking in the nearby business district. The College Terrace RPP program only allows residents to purchase permits. Businesses are excluded. Notice that the photo shows almost NO vehicles on the street. Admittedly, not all College Terrace streets look this way. When I look at this photo, I see a wasted COMMUNITY RESOURCE because business employees have been excluded in reasonable and manageable numbers from this neighborhood. Where are these "excluded" employees parking now? They have been pushed into the residential streets near California Ave making that situation worse. And, of course, the California Ave residents are now complaining. The College Terrace RPP program has simply moved the problem of business parking from one neighborhood (College Terrace) to another (California Ave.). This is the result of an OVERREACTION by the Planning/Transportation Departments to "the loudest voices" in College Terrace. Instead of just excluding Stanford Students (the major cause of overparking in the area) the College Terrace RPP program needlessly excludes ALL NON-RESIDENTS. I hope the Planning/Transportation Department will not make a similar mistake in planning a city wide RPP framework. 2 Businesses and their employees are a valuable part of the Palo Alto community. Your department and the City Council needs to acknowledge this and act accordingly. Thank you for listening. Simon Cintz Cintz Commercial Properties, LP P.O. Box 1216 Palo Alto, CA 94302 831-247-2387 3 Second, a pipeline report should regularly be made public for both Ventura and Evergreen neighborhoods. Through these efforts in sharing data, I hope that we can all work together effectively to evaluate and plan for future growth in our neighborhood. Chris Donlay Pepper Avenue (Ventura Neighborhood) Palo Alto 2 -rhis is the main (residential) person in Downtown North pushing for new parking and development regulations. AA From: l\Ieilson Buchanan [mailto:cnsbuchanan@yahoo.com] Sent: Saturday, October 26, 2013 11:03 AM To: Keene, James; Aknin, Aaron Subject: Moving Ahead at Faster Pace Jim and Aaron, thanks again for your time again. I think we agreed that all the stakeholders for seri'sible development in Palo Alto need to adopt a bias for action. Several of the attendees of the Oct 24 have reflected on our diScussion and I think there a growing consensus that residents can move forward by taking the following actions: 1. I will meet with Roxy and Chop on Wednesday. I suggested a second resident to participate but Roxy felt this initial meeting should be limited. I have no problem with this. I have no agenda except to find common ground and start a collaborative,open problem solving process of any scope. Doing a few things well should be our mantra. 2.0ct 24 attendees and other citizens unable to attend should meet with new Planning Director at her earliest convenience. Please convey our urgent desire to meet with Aaron and her. 3. It is our understanding that Aaron and Planning Department Staff will produce the latest development pipeline data (March 18 format) as soon as feasible. Regular updates are essential; otherwise our forecasts of parked vehicle impact on residential streets will be outdated as projects change. 500 University seems to be a good example of outdated . data. We feel pipeline data is the cornerstone to keeping neighborhood leaders and their fellow citizens informed and involved. Most importantly, without this information there will be no real sense of urgency from any stakeholder. Aaron, when can we expect this report for the University and California Avenue commercial cores? It is only a matter of time before new resident stakeholders from Old Palo Alto, Crescent Park and University South wake up and assess the commuter parking spillover threat. 4. Hopefully stakeholders will be responding spontaneously and creatively to parking, traffic, housing, etc with many solutions of all sorts. I predict a very welcomed shift from Palo Alto's slow, often stalemated problem solving process .... from passive problem solving to perhaps over-reaction downside. If the Planning Department will respond with better framing information, then stakeholders will understand the significance and relative impact of solutions as they move from concept to serious study by Planning Department and stakeholders. WPP/RPP is a good example for the need to frame the emerging solution components now so that everyone's expectations are realistic as the idea moves from concept to policy(ordinance) to contract/funding and finally to implementation. Attached is our amateur effort to give basic timeline framework for WPP/RPP. For obvious reasons every stakeholder should be monitoring the rollout and timelines of permit parking, but it does not make sense if every stakeholder is throwing out uninformed information about timelines, etc ... especially since it is impossible for all stakeholders except COPA to know the capital and operating costs. I am speaking only for a handful of residents ... albeit very involved and very involved neighborhood leaders living near the two commercial cores. thanks again, Neilson Neilson Buchanan 155 Bryant Street Palo Alto, CA 94301 650 329-0484 650537-9611 cell cnsbuchanan@yahoo.com 2 Why we need the COPA Planning Department to frame issues and let all stakeholders understand how key solutions [such as WPP and RPP] will develop Underlying issue: Commuter Parking Intrusion into Evergreen Park and Downtown North has exceeded critical levels. Quality of neighborhood life is far more compromised than the Newell Bridge/Crescent Park situation and the quick fixes are impossible. Fixes may require 24 +months and are risky due to the fact that demand may outpace COPA's ability to craft a WPP/RPP solution. This is the prime reason to frame permit parking project throughout its evolution. Without a common sense of direction and urgency the Council will fail in its attempt to address quality of neighborhood issues. We all now have a common understanding that no concrete proposal for WPP or RPP will be on the table for consideration until late Spring 2014 ... at the earliest. .. how long it will take to reach a go-ahead Council decision is problematic. So count the days from March 18, 2013 ... my most optimistic prediction is Memorial Day May 25 2014 IHook 271 days to get Council to,approve the ordinances to reform outdated exemptions. Everyone recognized the relative simplicity of this linear-term" solution. The number of number of "near-term solution" for WPP and RPP could be well in excess of 434 days [March 18, 2013>May 25,2014] I bet James Keene a good glass of wine that the next Mayor will be lucky to drive the proposal step before late May 2014. Maybe just maybe ... real collaboration will unfold and a faster track will be discovered. I want to be clear. I am not faulting City Staff or Council. The process is necessary but only a few timelines are finally clear. The only way to hit May 25 is concurrent fast tracking a parking lot out on a frontage road along 101 with shuttle service. This parking lot and/or attendant parking in all 4 garages as previously presented to Council presumably are active projects now. This would assure downtown workers are not displaced by permit parking in 2015. I don't have all the ideas and hope I am overlooking fast track options. There is one big fallacy in these assumptions. Staff and Council seem to be assuming that demand from existing office/retail spaces plus new development completed before 2015 do not create another 200-400 workers searching for parking space ... very real probability. It is critical that the unused, virgin'al space on the top floors of High, Cowper and Bryant garages be fully utilized by attendant parking .... nobody has yet suggested any other solution for WPP/RPP displaced service and professional workers except one or two worthy, but unproven low hanging fruit TDM concepts. However, fast-tracked TDM solution are impractical without a functioning WPP/RPP. If the Council and all stakeholders can get a proposal to Council by May 26,2014, what it is timeline for implementation? City Planning Staff can sketch out the framework with simple planning tools, for example. This is basic planning not rocket science. A good contractor for home remodeling can do this now not later in 2014. Here are just a few elements to consider: 1. Explanations to residents 2. Voting into the permit blocks or zones 3. Information and sale of permits to workers 4. Enforcement procedures and resources 5, Contracting and installation of signage 6. Parking alternative(s) for 600+ displaced workers actually functioning 7. etc, etc Let's get these steps into a timeline. My crude guess is that COPA and stakeholders will be pondering this project well into 2015 with a new Council and another mayor. I have few facts and a limited common sense to make this last assertion. But the Council and Staff are in a very bad position for not making this timeline clear to all the stakeholders within the next 2 months. Bad behavior, mistrust and failed corrfidence in local government happens when expectations are not met either on purposefully under-managed. I am reasonably confident that City Staff is aware of the parameters of the WPP/RRP project but too many people are in the dark. I am very impressed when the Planning Department has adequate staffing and resources. So let's fully utilize those talents. My biggest concern is based on fear based intuition, partial information and bad data: Three hallmarks of no quality control and I am guilty of this quality lapse. If I am the least bit accurate about a mid-2015 implementation of permit parking, then the amount of growing, cumulative demand for parking spaces could be disastrous for every stakeholder. BODOM LINE: THIS IS A BEST CASE ARGUMENT FOR COPA PLANNING DEPARTMENT TO START AN OPEN FRAMING PROCESS FOR KEY SOLUTIONS SUCH AS WPP/RPP. Drafted by Neilson Buchanan October 26, 2013 with the input of few expert residents Hello Aaron, So what do you think of the proposal that I and 126 people have put forward to alleviate the downtown parking problem? https://www.change.org/petitions/palo-alto-city-council-please-don-t-eliminate-employee-parking http://paparking.we~bly.com/ Is there any reason why you and your staff cannot attempt this proposal to see if it solves the problem before implementing your own proposal? It appears to hundreds of people that your current proposal is overkill in . dealing with the parking problem, especially when you will be eliminating hundreds of parking places that are not adjacent to any homes but adjacent to pUblic parks essentially eliminating the use of those parks by fellow Palo Alto residents who do not live in the acceptable neighborhoods. Johnson; Hopkins; Heritage and Scott parks will be off limits ,during weekdaystQ fellow P,alo Alto,residents: who live south of Embarcadero and East of Middlefield Roads. Will you be denying the use of Eleanor Pardee; Rinconada; Peers and Mitchell parks to residents who live north of Embarcadero and West of Middlefield Roads? Tony Ciampi P.So Some of the comments regarding this proposal: Mike McCue PALO ALTO, CA • 19 days ago • Liked 0 We are building an important new startup in Palo Alto and creating jobs. We will be forced to move to Redwood City if it's too difficult for our employees to park. Shabeen Chollampat PALO ALTO, CA • 19 days ago • Liked 0 Business bring lot of taxes for the city. Employees should not have to worry about getting tickets while they work Simon Cintz PALO ALTO, CA 4 • 20 days ago • Liked 0 This proposal deserves serious consideration by the City Transportation Department, downtown businesses/employees, and downtown area residents. At least it attempts to be fair and balanced, unlike the City's current (Sept 2013) parking plan. Charlene Gibson PALO ALTO, CA • 19 days ago • Liked 0 Fair parking supports all stakeholders. Residents get what they have requested. Workers get the free parking that has allowed businesses to thrive. I live and work in Palo Alto and believe this is proposal demonstrates fair parking. Try this plan before you try the RPP solution. Jon Virtes MOUNTAIN VIEW, CA • ~+9 d~y~ agp • Liked 0 I don't just work in Palo Alto. I eat lunch and dinner, go for drinks, run errands, ship packages, do my banking, shop on University Ave, the mall, and other business in the area that I can drive to on a break. Yes, drive. This is all because I work in Palo Alto. If I no longer work here, then I won't be here to do business, its that simple. We're more than just workers and annoying cars parked on the street. We're the backbone of a thriving economy. This is what prosperity looks like and shortsighted plans like the one currently being considered can kill it. There must be a better solution, the one suggested in this petition seems like a more reasonable approach to seriously consider. If not, then ask the people of Detroit if they would rather have good, high-paying jobs in their town or if they would rather not have to walk a block to their house during the hours of 9-Spm. Carla Galaz SANTA CRUZ, CA • 18 days ago • Liked 0 I have to work 2jobs to make ends meet, I need my car right after work to go to my next job. It would be a hardship on me to pay the parking plus the parking avalable is quite limited once the residence parking is doled out. I park several blocks away to be sure clients can park close to our bussness. It is prejudicial to have the restriction for those of us who provide a service to the public. Our bussness brings people to the area who also patronize other places. Debra Peterson OCEANSIDE, CA • 18 days ago • Liked 0 5 I work on Channing near downtown PA, and already compete for parking --if the city of Palo Alto goes ahead with their current plan, it will be too costly for me to afford to continue with my current position. I work with 150+ others who will also be affected. I cannot believe the residents don't get the connection between causing workers to pay for parking ..... and the higher------much higher prices THEY will be paying to enjoy the downtown area amenities! Abby Wittmayer SAN JOSE, CA • 12 days ago • Liked 0 I work in Palo Alto as well as my 190 Team Members at Whole Foods Market. We provide the residents a neighborhood market within walking distance. We desperately need the parking spots for our Team Members. Renee Swink OAKLAND, CA • 3 days ago • Liked 0 I work at the Stanford Mall and have often enjoyed going downtown-the businesses there provide valuable services to the public-while I acknowledge that parking is limited, I do not understand why those who can likely least afford to pay for parking should be made to. For all of the comments go to: https://www.change.org/petitions/palo-alto-city-council-please-don-t-eliminate-employee- parking From:Aknin, Aaron (Aaron.Aknin@CityofPaloAlto.org) Sent: Wed 9/25/13 2:11 PM To: Tony Ciampi (t.ciampi@hotmail.com) Thanks Tony. I will take a look. Aaron Sent from my iPhone 6 Tamale. Diana Subject: FW: Email 4 From: Richard Brand [mailto:mmgos@earthlink.net] Sent: Friday, October 18, 2013 12:15 AM To: Neilson Buchanan; Paul Machado; dedra@pacbell.net; David@ecomagic.org; Chris Donlay; Elaine Uang; Elaine Meyer; Sally-Ann Rudd; Marion Odell; Linda Anderson; Bruce Heister; beasley@stanford.edu; Pat Markevitch; Patrick Butler; norman.beamer@ropesgray.com; John Guislin; Jeff Levinsky; Fred Balin; Summa, Doria; Paul Karol; Ana Carvalho Cc: Keene, James; Aknin, Aaron; Rodriguez, Jaime Subject: Re: Fw: Meeting at 4:00 NeHson et al: I found this meeting today to be very interesting and positive, especially to hear the commentsfrom trnose' business , people who came to this meeting. First of alii have to say that I am very pleased to have Aaron in the position that he has at Staff and I told Jim Keene that today at the meeting. To announce the meeting under the auspices of a "full disclosure" is so fundamental and yet surprising and I told Jim that he is a "breath of fresh air". We REALLY need to support this guy and he and Jaime together are doing good work. Overall, I found those in the meeting to be generally sympatico to we residents and the majority of the attendees were only looking to Aaron and Jaime as reps of CPA to provide a solution that would allow both their customers and their employees to have a fair chance to park near their businesses. A very fair request. The Council should hear from this audience, (not just from Cintz who I felt was in a minority in the meeting) as they are looking for an equitable solution. One of the things that was not put to the audience in the formal Staff presentation but which received a large majority support from the audience was my suggestion that the City provide parking off site, (Le. outside of the residential area) and have a shuttle bus bring employees into the downtown business area. Previously Aaron and all have suggested this option and it was well received by the audience tonight. The other issue that I found to be overwhelming was the support for "Concept A" with the 3 hour option but with the component that the existing 2 hour parking zones near the businesses not be reduced with RPP. I can agree with this because I see that the new high density residents along Alma and High streets who already have underground parking, are not opting to park in their garages and are taking parking away from the businesses in those areas. Again Neilson, thanks for letting me know about this meeting and also to Aaron for sending out his note. We will make this work and I now think we are quite close to a solution which includes the 3 hour "free" parking option. Regards, Richard Richard Brand -----Original Message----- From: Neilson Buchanan Sent: Oct 17,2013 11 :44 AM To: Paul Machado I "dedra@pacbell.net" , "David@ecomagic.org" I Chris Donlay , Richard Brand I Elaine Uang , Elaine Meyer I Sally-Ann Rudd , Marion Odell, Linda Anderson I Bruce Heister, "beasley@stanford.edu" , Pat Markevitch I Patrick Butler I "norman.beamer@ropesgray.com" , Jol1n Guislin , Jeff Levinsky, Fred Balin I "doriasumma@gmail.comll , Paul Karol, Ana Carvalho Subject: Fw: Meeting at 4:00 fyL .. could be interesting see Aaron's email below Neilson Buchanan 155 Bryant Street Palo Alto, CA 94301 1 650 329-0484 650537-9611 cell cnsbuchanan@yahoo.com -----Forwarded Message ----- From: "Aknin, Aaron" <Aaron.Aknin@CityofPaloAlto.org> To: "Neilson Buchanan (cnsbuchanan@yahoo.com)" <cnsbuchanan@yahoo.com>; "Ken Aisman (kenalsman@aol.com)" <kenalsman@aol.com>; Michael Hodos <mehodos@mac.com>; "Eric Filseth (efilseth@gmail.com)" <efilseth@gmail.com> Cc: "Rodriguez, Jaime" <Jaime.Rodriguez@CityofPaloAlto.org> Sent: Thursday, October 17,201311:37 AM Subject: Meeting at 4:00 Today All, Short notice, but in the spirit of full disclosure I wanted to let you know about a meeting we have planned with Simon Cintz and other SOFA business owners at 4:00 today. After the RPP meetings (while I was out of town), Simon requested a follow-up meeting with Jaime and me to answer various questions he had. He is basically serving an outreach coordinator role in the SOFA business community; I thought the meeting was just going to be with Simon and a couple of other people in a conference room going over the map and detailed questions. It appears the meeting has now expanded to:additienal businessowner;s, although we. are unsure .how,manY';J, ,Wei,dJd,f:)otsendout '",;'',}:'' , any notices or do any outreach -Simon has just been spreading the word. I have honestly no idea how many will show, could be a handful, a dozen or more. I apologize for the late notice, but you are welcome to come. Since we don't know how many people are going to show, we have reserved the Council Chambers. When we have a city sanctioned RPP meeting for all business owners (not just SOFA), we will obviously have more advance warning. Aaron Aaron Aknin I Interim Director of Planning and Community Environment 250 Hamilton Avenue I Palo Alto, CA 94301 0: 650.329.2679 I E: aaron.aknin@cityofpaloalto.org Please think of the environment before printing this email-Thank you! 2 demand for all day commuter parking is as great as we think it will be during the next few years .. (based on the pipeline data)then how will those tenants park? I can only speculate that Proposal A and B would force tenants to Crescent Park and Old Palo Alto or Stanford Shopping Center. 5. We had a good steering committee meeting on October 8. As soon as I get a consensus about the meeting notes, I will forward them to you. There are many questions that you can address with FAQs on the city website. At the very least you can get a glimpse into our concerns. I think the steering committee was committed to launching into permit parking with the understanding that we all will learn as we go and make appropriate adjustment when the time is right. Neilson Buchanan 155 Bryant street Palo Alto, CA 94301 650 329-0484 650 537-9611 cell cnsbuchanan@yahoo.com I') I 1 '1 From: "Aknin, Aaron" <Aaron.Aknin@CjtvofPaloAlto.org> To: "Neilson Buchanan (cnsbuchanan@yahoo.com)" <cnsbuchanan@yahoo.com> Cc: "Rodriguez, Jaime" <Jaime.Rodriquez@CitvofPaloAlto.orq> Sent: Monday, October 14, 2013 10:02 AM Subject: FW: prep work for RPP In DTN Nielsen -please see Jaime's responses below. Thanks, Aaron From: Rodriguez, Jaime Sent: Thursday, October 10,2013 10: 13 AM To: Aknin, Aaron Subject: RE: prep work for RPP in DTN See the responses below. Thanks. Jaime O. Rodriguez I Chief Transportation Official 250 Hamilton Avenue I Palo Alto, CA 94301 o ,., or D: 650.329.21361 E: laime.rodrigueZ@citvofpaloalto.org P LO ALTO Please think oj 'he environment beJore pril11ing 'his elnail-Thankyoul 2 From: Aknin, Aaron Sent: Thursday, October 10, 2013 9:45 AM To: Rodriguez, Jaime Subject: FW: prep work for RPP in DTN From: Neilson Buchanan [mailto:cnsbuchanan@Yahoo.com] Sent: Wednesday, October 02,2013 11:28 AM To: Aknin, Aaron Subject: prep work for RPP in DTN Next week DTN will be convening an informal DTN steering committee to deal with known issues and to identify other issues necessary to move forward with the staffproposal(s). We have invited representatives from Crescent Park and DTS to attend. I anticipate that both Staff and Residents will have meaningful suggestions before the proposals go to PTC. As soon as you return to work, can we have a quick conversation on how best to address the important questions below: 1. How many worker parking permits does the city want to allocate to DTN? It is impossible for us to analyze any proposal without this information. The two proposed RPP concepts identified the total number of permits that would be sold to commuter employees assuming up to 400/0 permits of the on-street parking spaces. We would not suggest starting with 400/0, maybe 20% and then adjusting up depending on the number of resident permits sold and monitoring. We are currently proposing residents to purchase up two permits per household but no cap resident permit sales. 2. How is allocation of space determined in the parking garages? On the surface, it appears that most of the decision making is controlled by the private governance of the parking assessment district. The issue is the ratio of permit space vs time restricted parking spaces. Since both staff RPP proposals create a massive an10unt of time restricted parking in DTN and DTS, my concern is that the parking garages could be converted to greater amounts of all day parking permitted spaces, thus displacing 2, 3 and 4 hour parking gradually onto residential neighborhood streets. As of September 2013 there is bountiful midday, 2 hour parking capacity in both Calif and Univ Ave commercial districts; however, available spaces are not uniformly spread The City monitors both Visitor and Permit parking spaces in the garages/lots twice per year. Modifications to permit supply are made based on the count data received, staff monitoring, and input from the parking control officers. We've currently stabilized the permit sold threshold and it varies per site. Once we implement the trial Attendant Parking program we will release additional permits at Lot R. The attached file shows the VisitorlPennitslPermit Thresholds per garage/lot. Previous business and visitor input was to not reduce the amount of visitor parking in garages because it appears well balanced to encourage Downtown use. 3. What are the controls on restaurant and hotel valet parking? For example, are valet parking services allowed to temporarily park on "daytime" time restricted spaces and then move them before expiration of "the time periods? Are valet services allowed unlimited use any "commercial" time restricted spaces after Spm for example. Are valet services currently allows to use unrestricted "residential" streets? Are there penalties for violations valet IInLles"? Valet programs are administered by PD. Each valet program needs to identify where vehicles are parked and city garages/lots are not allowed for parking of valet programs. Each of the valets in operations has an agreement with a private property to park vehicles on off-site locations. 3 4. Have you followed up with the allegations that some downtown businesses are using paid staff to move vehicles around the color restrictions? We have not surveyed individual businesses to detennine if they have staff dedicated to moving cars. Neilson Buchanan 155 Bryant Street Palo Alto, CA 94301 650 329-0484 650 537-9611 cell cns buchanan@yahoo.com 4 Tamale. Diana Subject: FW: Email 3 From: Michael Hodos [mailto:mehodos@mac.com] Sent: Wednesday, October 16, 2013 6:58 PM To: Aknin, Aaron Subject: RPP -Food For Thought Aaron: Over the past few weeks in informal discussions with my Professorville neighbors about the key elements of the RPP proposal you presented at the end of September four themes emerged repeatedly: • "Why does it have to be so complicated? Why can't the resident permits allow the purchasers to park anywhere rather than limiting them to the color zone in which they live?" While virtually everyone sees the need for the color zones to control the distribution of non-resident permitted parking, most questioned why resident permit parking should be controlled given that residents will inevitably try to park as close to their homes as possible anyway. Wouldn't this also make enforcement simpler? • "Why can't we vote block by block as opposed to color zone by color zone?" The issue here seems to be the concern that the "edges" of the zones not yet impacted by intrusive parking (i.e. further from downtown) will inevitably reject the plan "for now" until they are affected. • The desire to have the City should provide a printed F AQ document that addresses key issues associated with the program, including but not limited to permit pricing, anticipated number/percentage of non-resident permits per block face, guest permit protocols, anticipated number/percentage of transient "open spaces" per block face, future options to opt into the program, etc. • The strong feeling that if the program is managed in such a way that the blocks end up fully parked or nearly fully parked then what's the point? Michael mehodos@mac.com P.S. If you decide to produce a FAQ document I would be happy to work on it with whomever you designate to be responsible for the document. 1 Tamale. Diana From: Aknin, Aaron Sent: To: Tuesday, December 03, 2013 5:29 PM Francisco Salazar Cc: Sullivan, Jessica Subject: RE: Stop Residential Parking Permits (RPP) Plan Hi Francisco, Thank you for your email regarding the implementation of a Downtown Residential Preferential Parking Program. apologize for the delayed response. City staff definitely recognizes the potential impact of a Downtown RPP District on local businesses and we are hoping to develop a program that minimizes those impacts. Also, we are actively working on other strategies designed to support the parking and transportation needs of local businesses and commuters. We will be presenting some initial thoughts about these initiatives at the City Council meeting on December 16th, and would welcome your continued participation. Please contact Jessica Sullivan, Parking Manager, at the email address above if you have any questions. Feel free to contact me as well. Thanks, Aaron Aaron Aknin I Asst. Director of Planning and Community Environment 250 Hamilton Avenue I Palo Alto, CA 94301 D: 650.329.2679 I E: aaron.aknin@cityofpaloalto.org Please think of the environment before printing this email-Thank you! -----Original Message----- From: Francisco Salazar [mailto:fjsalazar510@yahoo.com] Sent: Wednesday, November 27, 2013 6:52 PM To: Council, City Cc: Aknin, Aaron 1 Subject: Stop Residential Parking Permits (RPP) Plan Honorable Council Members and Aaron Aknin, I Work for Watercourse Way in the SOFA downtown district in Palo Alto. My shift is 5 hours with only 10-15 minutes in between clients; I cannot move my car every 2 hours. My shift ends after dark and walking many blocks to my is dangerous. Sincerely Francisco Salazar. Sent from my iPhone 2 Tama Ie, Diana From: Aknin, Aaron Sent: To: Tuesday, December 03, 2013 5:28 PM Lizzy Gru ber Cc: Sullivan, Jessica Subject: RE: Stop Residential Parking Permit Plan Now!!!! Hi Lizzy, Thank. you for your email regarding the implementation of a Downtown Residential Preferential Parking Program. apologize for the delayed response. City staff definitely recognizes the potential impact of a Downtown RPP District on local businesses and we are hoping to develop a program that minimizes those imp'acts. Also, we are actively working on other strategies designed to support the parking and transportation needs of local businesses and commuters. We will be presenting some initial thoughts about these initiatives at the City Council meeting on December 16th, and would welcome your continued participation. Please contact Jessica Sullivan, Parking Manager, at the email address above if you have any questions. Feel free to contact me as well. Thanks, Aaron Aaron Aknin I Asst. Director of Planning and Community Environment 250 Hamilton Avenue I Palo Alto, CA 94301 D: 650.329.2679 I E: aaron.aknin@cityofpaloalto.org Please think of the environment before printing this email -Thank you! -----Original Message----- From: Lizzy Gruber [mailto:lizzy.gruber@gmail.com] Sent: Tuesday, November 26, 2013 9:12 AM To: Council, City Cc: Aknin, Aaron Subject: Stop Residential Parking Permit Plan Now!!!! Honorable Council Members and Aaron Aknin, 1 I work for Watercourse Way in the SOFA downtown district in Palo Alto. My shift is 5 hours with only 10-15 minutes in between each client; I cannot move my car every 2 hours. When I am sick, I need other therapists to work my·shift and they usually need parking. When other therapists are sick, I help on days I don't usually work and need parking then. All of us as therapist love our work and ease of being able to get to and from our cars with ease and not having to take extra time away from our day to find a new place to park. Especially for someone like me who doesn't feel safe walking in the dark a long way back to my car! The parking deficit is bad everywhere in downtown Palo Alto, but worst for SOFA businesses because we are prohibited from getting permits at other downtown parking garages. There are no parking permits available at the only garage where we can park and you knowingly plan to reduce business spaces by offering few surface parking permits to businesses in each color zone. I want Palo Alto council members to acknowledge there is a parking problem, and stop the RPP plan while longer range solutions to erase the parking deficit can be put in place. Downtown retail businesses are an asset to the community. Sincerely, Elizabeth Gruber 2 I work for Watercourse Way in the SOFA downtown district in Palo Alto. My shift is 5 hours with only 10-15 minutes in between each client; I cannot move my car every 2 hours. When I am sick, I need other therapists to work my shift and they usually need parking. When other therapists are sick, I help on days I don't usually work and need parking then. My shift ends after dark and walking many blocks to my car is dangerous. The parking deficit is bad everywhere in downtown Palo Alto, but worst for SOFA businesses because we are prohibited from getting pennits at other downtown parking garages. There are no parking permits available at the only garage where we can park and you knowingly plan to reduce business spaces by offering few surface parking permits to businesses in each color zone. I want Palo Alto council members to acknowledge there is a parking problem, and stop the RPP plan while longer range solutions to erase the parking deficit can be put in place. Downtown retail businesses are an asset to the community. Sincerely, Charlene Gibson 2 Tamale. Diana From: Sent: To: Cc: Subject: Hi Emanuela, Aknin, Aaron Tuesday, December 03, 2013 5;25 PM Emanuela Franchi Keene, James; Gitelman, Hillary; Sullivan, Jessica RE: Stop Residential Parking Permit (RPP) Plan now Thank you for your email regarding the implementation of a Downtown Residential Preferential Parking Program. apologize for the delayed response. City staff definitely recognizes the potential impact of a Downtown RPP District on local businesses and we are, hoping to develop a program that minimizes those impacts. Also, we are actively working on other strategies designed to support the parking and transportation needs of local businesses and commuters. We wilt be presenting some initial thoughts about these initiatives at the City Council meeting on December 16th, and would welcome your continued participation. Please contact Jessica Sullivan, Parking Manager, at the email address above it you have any questions. Feel free to contact me as well. Thanks, Aaron o :1 T u LO L 0 Aaron Aknin I Asst. Director of Planning and Community Environmen': 250 Hamilton Avenue I Palo Alto, CA 94301 D: 650.329.2679 I E: aaron.aknln@cityofpaloalto.org Please think of the environment be/ore printing this email -Thank youl From: Emanuela Franchi [mallto:efranchl@2012.nhl.edu] Sent: Monday, December 02, 2013 8:47 AM To: Council, Crty Cc: Aknin, Aaron Subject: Stop ReSidential Parking Permit (RPP) Plan now Honorable Council Members and Aaron Aknin, I work for Watercourse Way in the SOFA downtown district in Palo Alto. My shift is 5 hours with only 10-15 minutes in between each client; I cannot move my car every 2 hours. When I am sick, I need other therapists to work my shift and they usually need parking. When other therapists are sick, I help on days I don't usually work and need parking then. My shift ends after dark and walking many blocks to my car is dangerous. The parking deficit is bad everywhere in downtown Palo Alto, but worst for SOFA businesses because we aFe prohibited from getting permits at other downtown parking garages. There are no parking pemlits available at the only garage where we can park and you knowingly plan to reduce business spaces by offering few surface parking permits to businesses in each color zone. I want Palo Alto council members to acknowledge there is a parking problem, and stop the RPP plan while longer range solutions to erase the parking deficit can be put in place. Downtown retail businesses are an asset to the community. Sincerely, Emanuela Franchi 2 Please give us special consideration. I can't leave a massage, walk 3 or 4 blocks to move my car. My shift is 5 hours with only 10-15 minutes in between each client; I cannot move my car every 2 hours. When I am sick, I need other therapists to work my shift and they usually need parking. When other therapists are sick, I help on days I don't usually work and need parking then. My shift ends after dark and walking many blocks to my car is dangerous. The parking deficit is bad everywhere in downtown Palo Alto, but worst for SOFA businesses because we are prohibited from getting permits at other downtown parking garages . . There are no parking permits available at the only garage where we can park and you knowingly plan to reduce business spaces by offering few surface parking permits to businesses in each color zone. I want Palo Alto council members to acknowledge there is a parking problem, and stop the RPP plan while longer range solutions to erase the parking deficit can be put in place: . Downtown retail businesses are an asset to the community. Thank you, Sherry 2 City of Palo Alto (ID # 4360) City Council Staff Report Report Type: Action Items Meeting Date: 12/16/2013 City of Palo Alto Page 1 Summary Title: 2013 Year in Review Title: 2013 Year in Review From: City Manager Lead Department: City Manager Discussion Each year in December the City Manager provides a “Year in Review” presentation to the City Council and the community. The year end wrap-up provides an opportunity to report on the accomplishments of the past year on our service to the community, and on Council priorities and other major initiatives. It is also a time to look at what is ahead in the coming year. In 2013 the City had three Council priorities:  The Future of Downtown and California Avenue: Urban Design, Transportation, Parking, and Livability;  Infrastructure Strategy and Funding; and  Technology and the Connected City. Staff is looking forward to making the “Year in Review” presentation (powerpoint) to Council and the community on Monday, December 16, 2013.