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HomeMy WebLinkAbout2014-12-08 City Council Agenda Packet CITY OF PALO ALTO CITY COUNCIL December 8, 2014 Special Meeting Council Chambers 5:30 PM Agenda posted according to PAMC Section 2.04.070. Supporting materials are available in the Council Chambers on the Thursday preceding the meeting. 1 December 8, 2014 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 Study Session 5:30-7:00 PM 1. Study Session on Sustainability Initiatives and the Sustainability & Climate Action Plan (S/CAP) CITY COUNCIL REGULAR MEETING 6:00 PM Agenda Changes, Additions and Deletions City Manager Comments 7:00-7:10 PM Oral Communications 7:10-7:25 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. 2 December 8, 2014 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. Consent Calendar 7:25-7:30 PM Items will be voted on in one motion unless removed from the calendar by three Council Members. 2. Adoption of Resolution Declaring Results of the Consolidated Special Municipal Election Held on November 4, 2014 3. Approval of Amendment No. 2 to Contract S14153842 with Comment Ground, LLC to Extend the Term from June 30, 2015 to February 28, 2016 for a Total to Not to Exceed of $160,000 for Social Media Support, Development and Maintenance of City’s Social Media Network and Internal Training of Social Media Administrators 4. Approval of Facility Naming Plan for Avenidas Bryant Street Center, a City-owned Facility Located at 450 Bryant Street 5. Approval of Amendment No. One to Contract C13148958 with RMC Water and Environment, Inc. To Extend the Contract Term 12 Months to December 31, 2015, With No Additional Costs 6. Approval of a $600,000 Loan Request from Palo Alto Housing Corporation for 2811 Alma Street and Budget Amendment Ordinance 7. Approval of the First Amendment to the Contract with Questica Inc. to Implement a Performance Management Module, Streamline the Annual Performance Report, and Provide for Long-Term Financial Infrastructure Replacement Planning by Increasing Total Compensation by $160,400 from $499,068 to $659,468, Including a 10 Percent Contingency in the Amount of $29,968 Based on the First Year Contract Cost 8. Approval of Amendment No. Four To Employment Agreement between the City of Palo Alto and City Manager James R. Keene, Jr., to Increase Annual Salary by 5 Percent, From $262,241 to $275,353 9. Approval of Amendment No. Two To Employment Agreement between the City of Palo Alto and City Attorney Molly S. Stump, to Increase Annual Compensation by 5 Percent, from $234,936 to $246,688 10. Adoption of a Resolution Extending the Time Period for Commencement of Construction for the College Terrace Market Located at 2180 El Camino Real 3 December 8, 2014 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. 11. Approval of the Submission of an Institute of Museum and Library Services Grant Application in the Amount of $25,000 for the Palo Alto Art Center 12. Request to Bring Proposed Changes in Development Impact Fees Directly Back to Council on December 15, 2014 Action Items Include: Reports of Committees/Commissions, Ordinances and Resolutions, Public Hearings, Reports of Officials, Unfinished Business and Council Matters. 7:30-9:00 PM 13. Comprehensive Plan Update: Discussion and Direction to Staff Regarding the Scope and Schedule of the Planning Process, Including Concurrent Zoning Changes (Note: This is the continuation of a discussion that began on November 3, 2014.) 9:00-10:30 PM 14. Approval of Staff Recommendations Concerning Responses to Palo Alto Compost Facility Request for Proposals for Yard Trimmings and Residential Food Scraps at the Measure E Site. Staff Recommends that Council Direct Staff to Pursue One of the Two Following Options. Option #1 (Lower-Cost Option): Reject all Proposals Received in Response to the “Compost Facility for Yard Trimmings and Residential Food Scraps”. Or Option #2 (Local Facility Option): Begin Negotiations with Synergy to Develop a Contract for Design, Construction and Operations of a Composting Facility on a 3.8-acre Section of the Measure E Site. If Staff is Unable to Negotiate a Contract with Synergy then Staff is Directed to Initiate Negotiations with a second company 10:30-10:45 PM 15. Adoption of a Resolution Adopting the 2014-2016 Management & Professional Compensation Plan and Amending the Table of Organization Inter-Governmental Legislative Affairs Council Member Questions, Comments and Announcements Members of the public may not speak to the item(s) Adjournment AMERICANS WITH DISABILITY ACT (ADA) Persons with disabilities who require auxiliary aids or services in using City facilities, services or programs or who would like information on the City’s compliance with the Americans with Disabilities Act (ADA) of 1990, may contact (650) 329-2550 (Voice) 24 hours in advance. 4 December 8, 2014 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 Policy and Services Committee Dec. 9, 2014 Schedule of Meetings Schedule of Meetings Tentative Agenda Tentative Agenda Informational Report Update on City of Palo Alto’s Cubberley Artists Studio Program Public Letters to Council Set 1 Set 2 Set 3 City of Palo Alto (ID # 5363) City Council Staff Report Report Type: Study Session Meeting Date: 12/8/2014 City of Palo Alto Page 1 Summary Title: Sustainability Study Session Title: Study Session on Sustainability Initiatives and the Sustainability & Climate Action Plan (S/CAP) From: City Manager Lead Department: City Manager Recommendation This is a study session to provide information about work in progress and an opportunity for City Council questions and discussion. No City Council action is requested. Executive Summary Palo Alto has a long history of environmental leadership with a wide range of initiatives— citizen-led, staff-initiated, and council-directed—that have in many cases raised the bar on urban sustainability. One year ago, the City Manager created an Office of Sustainability in the City Manager’s Office, and hired a Chief Sustainability Officer to provide strategic focus to the City’s diverse existing efforts; to chart a course for the next phase of the city leadership; to develop a new climate action plan, building on original 2005 climate protection plan; and to further embed sustainability into City operations and the life of the community. Palo Alto is seen, both nationally and internationally, as a leader in sustainability and urban innovation. This status is well deserved, given our community's deep-rooted environmental values and City's early climate initiatives, our long history of innovation—including our early Climate Protection Plan, the hundreds of measures undertaken since then, the achievement of carbon-neutral electricity, award winning green building program, and the many initiatives underway across the organization. However, COPA’s good policies and programs could benefit from a clear strategic focus, clear goals and a clear story; consistent implementation and systematization; clear and accessible policies, programs and outcomes; and embedding of knowledge and best practices in well-articulated operating systems across the organization. The City has done a great job of leading by policy and regulation, but can do more by leading by example (such as improving the energy performance of City buildings). Our world-leading GHG reductions—both our historic accomplishments and projected business as usual (BAU) programs, will be insufficient to meet the California target of 80% 1 City of Palo Alto Page 2 reduction in greenhouse gas emissions by 2050 (which, though also world-leading as policy, may itself be inadequate to meet the climate challenge). Staff is in the early phases of developing a new “Sustainability & Climate Action Plan” (S/CAP). Staff and consultants are carefully examining: what would it take to meet that “80x50 goal” (80% GHG reduction by 2050)—or more aggressive climate goals; what actions and investments would be required; what benefits could potentially be realized; and in view of those findings, how fast should and could we go. Staff and consultants will bring to Council a proposed S/CAP that includes discussion of these issues and proposes options for addressing them. Staff believes that the challenges of sustainability and climate change also present substantial opportunity to the City of Palo Alto. Emerging information from leading companies and other communities around the planet suggest that a well-grounded strategic focus on sustainability can serve as an innovation driver, and can contribute substantially to quality of life, and resilience (from climate resilience and emergency preparedness to energy price stability). This document will summarize staff’s current perspective on our current sustainability initiatives; orient Council to the S/CAP as a work in progress (note: it is not a draft or a preview of the S/CAP); and a set of “big questions,” including issues related to energy, transportation, water, the utility of the future, finance, transparency, adaptation and our common wealth, for consideration by Council and the community over the coming months. Background Palo Alto has a long history of environmental leadership with a wide range of initiatives— citizen-led, staff-initiated, council-directed—that have in many cases raised the bar on urban sustainability, including: the Palo Alto Green program and Carbon and Neutral Electricity; our early Climate Protection Plan and Zero Waste initiatives; leading commitments to green buildings, EV readiness and open data; an urban forest master plan, and much more. As staff noted in its April 21, 2014 staff report to Council: These are impressive accomplishments and continuation of current programs will produce additional gains. However, the context for this study session is increasingly different than when Council first set these programs in motion. It includes:  The growing seriousness of climate impacts, from sea level rise to the intensity and frequency of storm events;  The effect of these trends on hydropower, water supply and food supplies;  The increasing concern of capital markets and corporate leadership with climate risk and the “carbon bubble”;  The rapidly dropping price of renewable energy (and anticipated drops in the cost of energy storage);  The mounting evidence of the economic benefits of low-carbon strategies and the economic costs of delay; City of Palo Alto Page 3  The disruptive challenges that Distributed Generation (DG) poses to the traditional utility industry business model;  The rising expectation of what constitutes “climate leadership.” At a time of rising global concern about climate change, and rising frustration around the world at the lack of national leadership on these issues, we also see increasing responsibility and action from cities around the world. In fact, many see cities as the global leaders on climate change. At the Earth Day briefing in April, Council requested that additional study sessions be scheduled to enable Council to engage more substantially on these important issues. Since that time, staff has reviewed existing sustainability programs; instituted new programs, including a focus on improving internal and external sustainability reporting and expanding financial resources for sustainability initiatives; and launched the S/CAP process. Discussion PROGRAMS (EXISTING) There are a wide variety of sustainability initiatives underway in almost every corner of the City government.. To improve both visibility and coordination and performance management, this summer staff created a database of sustainability initiatives across all departments. This first effort yielded 154 initiatives, including green buildings, electric vehicles, local solar, urban forest master plan, energy/compost, the GHG impact of City expenditures, “future generations” policies, and more. Some specific programs the Office of Sustainability has undertaken (the details of which are still in development) include:  Adding initial sustainability key performance indicators to the City’s Open Data dashboard: http://paloalto.opendata.junar.com/dashboards/8842/sustainability/  Improving internal engagement through the Sustainability Board and reactivating the staff GreenTeams  Developing workflow diagrams and checklists to facilitate efficiency and consistent adoption of policies.  Developing a comprehensive, accessible, actionable and trackable directory of sustainability related policies, resolutions, etc.  Working with Procurement to ensure green purchasing policies are being consistently implemented, and that greener alternatives become the default wherever possible  Working with the Zero Waste team to raise the performance of all City facilities  Working with Fleet Management to systematize and accelerate the conversion to zero emissions vehicles City of Palo Alto Page 4  Working with Finance to explore incorporating life cycle costing/total cost of ownership, as well as “reflecting the cost of externalities”—including potential carbon pricing—in financial decisions when applicable.  Streamlining sustainability data analysis and increasing timeliness and transparency of sustainability performance reporting. (Staff will provide a detailed summary of initiatives in the 2015 Earth Day report and in the S/CAP itself.) COLLABORATIONS (EXISTING): Because “sustainability is a team sport,” and because many of our challenges--such as transportation –can only be effectively addressed a tan inter-jurisdictional level, staff actively participates in several collaborative networks and organizations, including the Urban Sustainability Directors Network (USDN), Green Cities California, the International Cities League for Environmental Initiatives (ICLEI), Bay Area Renewable Energy Network (BayREN), Bay Area Climate Collaborative (BACC) Public Sector Climate Task Force (PSCTF), and others. (These are direct CSO collaborations; departments participate in many more, which are not listed here). Collaborative initiatives with these partners include:  With Santa Clara County: Alternative Mobility initiative, funded by the California Strategic Growth Council (SGC);  With the Urban Sustainability Directors Network Innovation Fund: multi-city working groups on Shared Mobility. Smart Cities. Sustainable Procurement.  In addition, we have applied for participation in the Rockefeller Foundation 100 Resilient Cities program. (Berkeley, Oakland and San Francisco were among the first 32 cities selected last year. Cupertino, Palo Alto, San Jose and Sunnyvale have applied this year. We expect notification in December.) http://www.100resilientcities.org/cities AWARDS The City has continued to earn awards and recognition for our sustainability leadership including; the Beacon Award from the Institute for Local Government; Public Power Utility of the Year from the Solar Electric Power Association; 2014 Most Electric Vehicle Ready Community at the Charged & Connected Symposium; the 2014 Best Solar Collaboration Award from at the annual Solar Power Generation USA Congress; and others. Palo Alto is also one of 50 cities entered in a two-year competition for the $5 million Georgetown University Energy Prize. STAFFING & CONTRACTORS In addition to the S/CAP initiative, the Office of Sustainability has invested in several targeted research projects including:  an analysis of the indirect carbon impact of the city’s spending (ClimateEarth); City of Palo Alto Page 5  Common Wealth, an examination of the policy mechanisms and decision tools that could organize the City’s sustainability efforts around the concept of “responsibility for future generations” (Science and Environmental Health Network);  several work streams to advance Electric Vehicle readiness (Sven Thesen & Associates);  a Cost Effectiveness Study to support an “above code minimum” energy code. In November, the Office of Sustainability added two hourly employees (through a pilot program requiring self-supporting revenues after one year seed funding), one focusing on expanding financial resources for sustainability initiatives across the city, and one focusing on streamlining our sustainability data management and reporting systems. OPPORTUNITY In the words of Alex Steffen, Planetary Futurist in Residence at IDEO, “One of the biggest levers that we have in the developed world for changing the impact that we have on the planet is changing the way that we live in cities S/CAP: THE SUSTAINABILITY & CLIMATE ACTION PLAN OVERVIEW In August, the City began work on the S/CAP, the first comprehensive update to our climate planning since the 2007 Climate Protection Plan (CPP). Palo Alto has already reduced its carbon emissions by 34% from 1990 levelsi, and now needs to decide on the climate action goals and strategies it will pursue in the coming decades. In addition the City's S/CAP and comprehensive plan need to be in sync with each other. Palo Alto is now faced with the leadership challenge of identifying and implementing a solution that can achieve significant reductions in carbon emissions—or carbon neutrality—in the next several decades. The S/CAP project is designed to:  Provide a strategy and policy framework for aggressive, imaginative and achievable results on climate and sustainability.  Develop targets and implementation strategies that also may to provide policy makers with the information they need about costs and benefits to make decisions about strategic investments, incentive programs, and regulatory changes  Engage staff and community to drive intelligent change and catalyze and capitalize on innovation. City of Palo Alto Page 6  Design new or modified programs and incentives and push technology and innovation around transportation, energy, and water, and buildings to:  Transform transportation (with regard to non-commute trips as well as commuting)  Promote fuel switching from natural gas to clean electricity  Address water resilience in the face of potential regional changes  Continue to rapidly advance the efficiency of new and existing buildings  Assess and reduce the climate risks to the City, its operations and the community  Identify new funding and finance opportunities that can leverage and accelerate these changes  Partner with stakeholders through innovative outreach programs to incite behavior change and promote community building. CONSULTANTS The City has engaged a consulting team led by DNV GL, and including Environmental Science Associates (ESA), Moore Iacofano Goltsman (MIG) and Nelson Nygaard to lead the S/CAP effort, and Rocky Mountain Institute on a small supplemental contract to lead an innovation charrette and other advisory functions. WORKFLOW & STATUS INTRODUCTION Since Council approval on August 11, 2014 (Staff Report # 4996), City Staff, supported by consultants from DNV GL, MIG, ESA, and Nelson Nygaard have been developing the S/CAP. This plan will present a comprehensive vision and actionable approach for the City of Palo Alto to continue its leadership in sustainability and climate action planning. The City’s 2007 Climate Protection Plan (2007 CPP) presented a vision for managing sustainability and provided detail programs focusing on city operations with some information related to the community as a whole. The 2014 S/CAP is designed to advance the efforts articulated in the 2007 CPP by presenting both a vision and an actionable plan for the City, its residents, businesses, workforce, civic sector and visitors in a drive to achieve extraordinary results. The overarching goals of the 2014 S/CAP are to: 1. clearly explain the community’s sustainability challenges, and the challenges and opportunities it faces in meeting more ambitious sustainability and GHG reduction goals; 2. serve as a mechanism to tie together the City’s existing and developing sustainability initiatives, strategies and plans with the community’s goals; and City of Palo Alto Page 7 3. establish a set of cohesive sustainability strategies, emission reduction targets, implementation plans and metrics for measuring progress, and for improving Palo Alto’s sustainability, and its contribution to regional and State strategies and initiatives. Staff’s approach to the 2014 S/CAP activity is to focus on sustainability as an innovation driver, while addressing the two leading sources of greenhouse gas emissions – transportation and natural gas use – to drive City and community emissions to near zero, while promoting a sustainable business community, engaging in smart-grid and smart-city applications, exploring other environmental challenges (water, forestry, adaptation, etc) and engaging the City’s population. S/CAP WORK STREAMS The S/CAP development is structured around nine primary work elements. These elements are summarized below: Task 1. Scoping and Inventory. The team has carried out a background review of the best practices carried out by globally leading cities to assess how Palo Alto’s plans and policies compare with these leading cities. The team has also reviewed the City’s baseline emissions inventory and inventory updates, ensuring the Palo Alto community greenhouse gas inventories are compliant with the most recent GHG protocols and is providing recommendations for improving the workflow of the reporting processes. Interim Results Task 1. Leading cities such as London, Copenhagen, Helsinki, Fort Collins and Seattle are implementing highly innovative solutions to achieve “carbon neutrality”1 with time targets as far as 2050 and as close as 2025. Nearly 40 cities in the US have made commitments and established plans to reduce carbon emissions by at least 80% by 2050; Fort Collins is committed to 80% by 2030. Each of these of course has very different starting conditions than ours. At least 17 cities in the C40 Cities Climate Leadership Group (a network of the world's megacities taking action to reduce greenhouse gas emissions) have committed to carbon neutral by 2050; however they have defined carbon neutral as 80% emissions reduction. Some programs aim at near carbon neutrality through a combination of emissions reductions and offset purchases. The most aggressive cities are actively transforming energy systems and behaviors to achieve dramatic carbon reductions. For example, Helsinki is implementing a plan to eliminate the need for private vehicles through a combination of open information management and new flexible transportation systems. London has instituted a wide range of transportation policies such as public transport electrification, congestion charges, and advanced analysis. Fort Collins, with its own municipal utility, is integrating smart metering, micro-grids and tariff changes to 1 (which some define as no net GHG emissions, and others as 80% reduction in emissions) City of Palo Alto Page 8 dramatically drive down emissions. Copenhagen, with a goal of being carbon neutral by 2025, is pursuing aggressive green building programs, and targeting a bicycle commute mode share of 75% by 2025. Best Practice Case Study Example: Helsinki, Finland. Helsinki aims to transcend conventional public transport by allowing people to purchase mobility in real time, straight from their smartphones. The hope is to furnish riders with single point of contact to an array of options so cheap, flexible and well-coordinated that it becomes competitive with private car ownership not merely on cost, but also on convenience and ease of use. Subscribers specify an origin and a destination. The app would then function as both journey planner and universal payment platform, knitting everything from traditional mass transit, shuttles and taxis to shared cars and bikes (and perhaps someday driverless cars) into a single, supple mesh of mobility. Imagine the popular transit planner Citymapper fused to a cycle hire service and a taxi app such as Hailo or Uber, with only one payment required, and the whole thing run as a public utility, and you begin to understand the scale of ambition here. This program is bolstered by the Regional Transport Authority's rollout last year of a strikingly innovative minibus service. Kutsuplus lets riders specify desired pick-up points and destinations via smartphone; the app aggregates these requests, and calculates an optimal route that most closely satisfies all of them. These programs aim to reduce greenhouse gas emissions from transportation by upwards of 90% in the capital. Task 2. Transportation. The team is currently reviewing local and regional transportation plans, and programs and policies; assessing the travel demand model that the City is currently using for its comprehensive planning process; and identifying and assessing transportation- related GHG emissions reduction potential and strategies deemed to be technically and politically feasible in the City. Interim Results Task 2. The team has examined numerous transportation models used to estimate mobility in Palo Alto, Santa Clara County and the Bay Area, and is coordinating with the CompPlan transportation consultant to ensure consistency in business as usual growth assumptions and leveraging their work related to transportation modeling, where possible. The transportation challenge is daunting, as it requires changing embedded behaviors—not only for Palo Alto residents, but for the larger Bay Area community ecosystem in which the City of Palo Alto Page 9 City is but one constituent. The team is reviewing existing local and regional transportation initiatives to identify ways that Palo Alto can transform transportation to reduce greenhouse gas emissions. Key levers for reductions include vehicle fuels and technology, expanding infrastructure for non-auto based mobility, comprehensive parking pricing and management, congestion management, and land use approaches for proximity to services. The jobs/housing balance and location issues must also be considered. Task 3. Scenario Development. The team is developing emissions reduction scenarios to help define the limits of what can be done locally (by the community and the local government), regionally (by the agencies and communities with which the City interacts), and in the wider spheres of policy, economy, and culture to achieve deep reductions in GHG emissions. Three initial scenarios explore requirements in the areas of technology, policy, investment, behavior, incentives, etc. to achieve three aggressive alternatives:  80% below 1990 levels by 2050 (80x50)  80% below 1990 levels by 2030 (80x30)  Carbon free by 2025. City of Palo Alto Page 10 Interim Results Task 3. Staff initially tasked the consultants to develop scenarios around three goals: the state of California's goal of 80% reduction in GHG emissions by 2050; the 80% by 2030 goal selected by Fort Collins and various other cities; and the California moonshot of carbon neutral in 10 years or less. As work began, the consultants recommended, and staff accepted, that we focus initial research on carbon free (carbon neutral across all energy forms), since that “forcing function” would generate the richest and most complete collection of strategies and tactics; the scenarios, from Moonshot to 80x50, could be built by in essence adjusting the timing of strategies. The team has developed an interactive tool to examine the impacts of policies and actions to drive significant carbon reduction. The focus of analysis so far has been on requisite policies and incentives for fuel switching from natural gas to electricity in the residential and commercial sector for both space and water heating. The team is also looking at transportation and developing scenarios around a catalog of levers including policies, infrastructure and incentives for massive adoption of public transportation, walk and biking and other alternative modes for fossil powered vehicle trips and the adoption of electric vehicles. Initial results are presented in the “Wedges” section below. Task 4. Implementation Plan. The team is preparing a summary of Sustainability/Climate Action Plan strategies that can be successfully implemented by the City and community-wide. Based on the scenario analyses in Task 3 above, staff developed a range of emission reduction strategies across each scenario. The first step of an implementation plan is to assess the strategies needed to achieve each scenario, considering technical issues, costs, savings, feasibility, behavioral changes needed, and other factors. Recognizing that some strategies will be implemented sooner than others, staff will propose a phased approach to implementation of the S/CAP strategies, with specific milestones, for Council consideration. Each phase will be designed to naturally build upon the earlier phases, so that emission reductions will increase over time. In most cases, the implementation strategies are expected to be the same across each scenario, with differences in timing and aggressiveness. City of Palo Alto Page 11 Task 5. Roadmap Development. The team will develop a Sustainability Roadmap for each Scenario that provides a high level summary of the S/CAP, and weaves together the City’s numerous environmental achievements, policies and programs together with new actions to achieve the City’s sustainability vision. The Sustainability Roadmap will lay out the selected emission reduction strategies, implementation steps and responsibilities, and other supporting initiatives such as community engagement and participation, and protection and enhancement of natural ecosystems. The Sustainability Roadmap combined with the Implementation Plan will be used as the basis for review under the California Environmental Quality Act (CEQA), which is planned to go hand-in-hand with the Comp Plan update, and will articulate the City’s goals and aspirations beyond GHG mitigation alone. The roadmap will provide a succinct overview of how the City’s many environmental efforts all fit into a coherent strategy that leverages its unique position in the Silicon Valley and history of innovative environmental programs. The Sustainability Roadmap will include a component related to climate risk, water and adaptation strategies. Resilience includes not only the ability to withstand dangerous situations, but also to recover quickly from major events, such as storms, floods, or fire. Task 6. Financing Options. The team will review and provide recommendations on financing strategies available to implement the Sustainability Roadmap and emission reduction strategies. The objective of this task is to identify “different ways of working with money” to achieve large leaps in technology adoption, behavior change and greenhouse gas reductions. For instance, innovative financing approaches that utilize crowdfunding, allow citizens to invest in solar or carbon offsets in their community ,etc- Task 7. Public Engagement and Feedback. This task has two goals: to invite the best thinking of this community in creating a next-generation strategy, and to expand the conversation, to ensure broad community buy-in to support plan adoption and implementation. Building upon existing City communication tools including Open Town Hall, the Our Palo Alto website, and mailing list and social media accounts the S/CAP team organized two major engagement activities to date. Interim Results for Task 7. The first outreach event, a Sustainability Charrette, was held on October 1, 2014 at the City Art’s Center, and included 13 city staff, 14 community and other advisors and specialists on sustainability issues (including 3 from Stanford University), and 11 from the project team and RMI. The second event, the Sustainability Ideas Expo, was held on November 18, 2014 with more than 75 enthusiastic attendees from the community, and featured 15 poster presentations from community groups and other outside stakeholders. (Note that this was a brainstorming session, and did not include any vetting, ranking or selection of ideas proposed.) In addition to general enthusiasm for the “Moonshot” scenario, participants brought several common themes to the Expo: fuel City of Palo Alto Page 12 switching and electrification; mobility and “de-car-i-fication;” financial innovation, including internal carbon pricing; engagement for behavior change. Largely missing in the conversation (perhaps because of how staff framed it, perhaps because of the perceived urgency of climate change): water, biological resources. Staff opened a poll on Open City Hall (results not yet compiled at the time of this writing), and will provide other online engagement channels in the coming months. Additional public engagement and informational events will be scheduled in the New Year. In addition, staff has established an informal advisory board of community members and sustainability experts to provide periodic guidance throughout the SCAP process. Task 8. Coordination with Comprehensive Plan. The S/CAP and CompPlan represent mutually dependent efforts. The project team’s coordination efforts have been aimed at: (1) providing input and S/CAP implementation strategies into the CompPlan process, and (2) reviewing the CompPlan interim deliverables to ensure the CompPlan doesn’t inadvertently provide barriers to S/CAP implementation and goal attainment. Interim Results for Task 8: The SCAP project team has met with CompPlan staff and consultants, and continues to support City staff in their efforts to coordinate various planning processes and will provide advice at critical milestones to support plan development in a manner that is conducive to community participation without overburdening stakeholders and participants. Task 9. Reporting. The team will develop a clear and persuasive public facing presentation, summarizing the overall goals of the S/CAP, including reduction targets, the emission reduction strategies, and the implementation guidelines. The report will be as concise as possible, but will provide information to City staff and City residents and businesses about what changes will be coming or needed in the near and long-term future. The report will conform to CEQA Guidelines, as well as relevant guidance from the Bay Area Air Quality Management District (BAAQMD) for Climate Action Plans. The team will also team will produce and deliver a “coffee table briefing book”— intended to be an engaging, attractive, accessible and easy to read public facing report (e.g., short booklet that could be turned into eBook) that includes findings, goals, recommendations and action plans (i.e., strategies and associated implementation guidelines). City of Palo Alto Page 13 SCENARIOS Palo Alto's emissions reductions have come primarily from the virtual elimination of carbon emissions from the electricity sector, as well as initiatives at the Regional Water Quality Control Plant. Emissions from transportation and from natural gas use (for commercial and residential space heating, water heating and cooking) represent more than 90% of our remaining emissions inventory. In order to achieve any significant level of further GHG reductions, it will be necessary to transform transportation, and to eliminate the use, or the impact of natural gas. This graph makes the challenge clear: City of Palo Alto Page 14 Transportation Natural Gas The two emissions sectors pose significantly different challenges. Each will require a combination of dramatic efficiency improvements, fuel and technology substitutions, policy changes and behavioral changes—and potentially some rethinking of land use and development patterns in the city and the region. In order to understand these options, the team has built a model to enable interactive examination of the impact of different combinations of measures at different rates of adoption. City of Palo Alto Page 15 NATURAL GAS Natural gas impacts can be reduced in four ways: purchase of offsets for the GHG emissions related to gas use, reduced demand through greater efficiency (of both technologies and buildings), fuel substitution with biogas, and fuel switching to carbon neutral electricity—which would involve substantial migration from the City’s embedded natural gas infrastructure. This can be accomplished and led by the City in collaboration and support of the City’s utilities, but only if coordinated policies, rate structures, customer incentives, community outreach and financing mechanisms are established to motivate consumer switching choices, mitigate risks and protect rate payers. TRANSPORTATION The transportation challenge is far more daunting, as it would require changing not only systems and technologies but also deeply embedded behaviors—not only Palo Alto residents and workers, but the larger Bay Area community ecosystem in which the City is but one constituent. Some of the steps are clear—EV readiness, bicycle friendliness, expanded shuttle services, land use planning to minimize transportation demand—and we are already pursuing many of them. Some, like land use planning, are controversial. Innovations like shared services, mobility apps, flexible transportation systems, neighborhood EV fleets, multimodal transportation integration, have demonstrated success (and raised concerns) in variety of urban centers. Potentially disruptive innovations—like distributed generation, EVs as rolling storage, and driverless vehicles—portend even larger changes. But for more regionally integrated cities, innovation plus local policies have not yet been fully demonstrated. (See, though, the Helsinki example described above.) BIG IDEAS / BIG ISSUES / BIG QUESTIONS In conclusion, and to open further discussion about both the community’s aspirations for the future and our options to achieve them, here are several big ideas, big issues and big questions that have emerged from the work so far. HOW GOOD IS GOOD ENOUGH? Shall we become a carbon-neutral city? How fast? With what investment? (This speaks to both where we want to be on the leadership curve—this city likes to be out front, but the brass ring of urban climate leadership is moving fast—and on how we assess feasibility & economics of what that will take.) TRANSPORTATION How will we reduce or eliminate the 60+% of our carbon footprint contributed by transportation? Shall we privilege “mobility” over “transportation,” and align policies to maximize convenient access for all while minimizing transportation and/or transportation related emissions? How shall we plan parking and roads in that context? Since we can’t solve City of Palo Alto Page 16 our transportation our own, how shall the best collaborate with neighboring jurisdictions? Should we drive? NATURAL GAS How will we reduce or eliminate the 30+% of our carbon footprint contributed by natural gas? How shall we allocate our efforts between demand reduction and fuel switching (and between electrification and biofuels)? How shall we engage potential regulatory barriers and cultural resistance to such changes? Should we replicate and adapt our successful Carbon Neutral Electricity transition to rapidly eliminate dependence on natural gas? WATER What if the current drought lasts longer—or even represents a “new normal” in California’s water regime? How, beyond voluntary cutbacks, would Palo Alto adapt? How might we reduce demand (including of landscaping)? How would we manage groundwater? How would we approach the use of recycled water? UTILITY OF THE FUTURE What is the role of Palo Alto Utilities in a low-carbon future? What is the business model that will enable it to thrive—energy generation and distribution? Energy services? Energy finance? How will we meet increases in electrical demand generated by fuel switching, and the potential revenue losses and infrastructure maintenance challenges it could generate. FINANCE How will we lawfully finance the path we choose? How shall we both acquire and allocate needed investment and operating funds? How shall we account for whole system costs and benefits? And how shall share the benefits? Can we create or work with new financial instruments and technologies that better connect our values and aspirations with our policy decisions as a government and our investment and spending decisions as a community? COMMON WEALTH Since the familiar definition of “sustainability” contains the concept of responsibility for future generations, but doesn’t define it, should Palo Alto embed that responsibility in all departments, policies and programs? How? CLARITY AND ACCESS Providing people “a clear line of sight” that connects aspirations, actions and outcomes is consistently shown to be one of the most effective ways to effect change—in organizations, communities and individuals. How can the City leverage its existing “open data” commitments to systematically and consistently use dashboards and scoreboards to build more access and understanding into the operations of city government and the culture of the community? ADAPTATION City of Palo Alto Page 17 How should Palo Alto adapt to the potential impacts of climate change, from flooding and temperature rise to changes in precipitation patterns (affecting water supply and hydroelectric capacity)? IT’S NOT ONLY ABOUT CARBON What other sustainability goals should we pursue besides GHG emissions reductions? Environmental Review Some of the City’s sustainability initiatives are internal, administrative practices that do not require review under CEQA, and some are projects that require review before an implementation decision is made. Adoption of an updated S/CAP will require review, and will be covered by the Environmental Impact Report (EIR) that is currenenlty for the Comprehensive Plan Update to the extent feasible given the scope and timing of both planning efforts. Attachments:  SCAP Ideas Expo Workshop Summary (DOC)  SCAP Open City Hall Summary (DOC) i The 2013 Earth Day Staff Report (ID# 4584) reported 41% reduction against the 1990 baseline. This was in error, since the baseline reported for 1990 in Table 3 was misstated as result of a clerical error—showing as 962,000MT when it should have shown as 862,000MT.) 1 Sustainability and Climate Action Plan Ideas Expo November 18, 2014 6-8 pm Downtown Library, 270 Forest Ave WORKSHOP SUMMARY On November 18th, 2014, about 75 community members gathered at the Palo Alto Downtown Library for a workshop to gather input on the city’s Sustainability and Climate Action Plan (S/CAP). The overall objective of the S/CAP project is to establish a set of cohesive sustainability and greenhouse gas mitigation strategies, implementation plans, and progress metrics for the City of Palo Alto. The Ideas Expo used the S/CAP process as a platform to engage the community in a broad discussion about sustainability and greenhouse gas (GHG) emissions and explore what would it take for City of Palo Alto to achieve new aggressive goals for GHG reductions and other sustainability goals. Community members were invited to bring their ideas for current or potential programs that would have significant positive impact on the community. The event was promoted on the City’s website and social media accounts, through an eBlast to community members and partners and through direct outreach to City and community partners and stakeholders. During the course of the evening, workshop participants shared information in an open house format and discussed existing and proposed initiatives for sustainability and GHG reductions. To encourage big, bold ideas, workshop participants were asked to explore what it would take for Palo Alto to be carbon neutral in 10 years or less. 1.1 Workshop Format During a short introduction, City staff and project consultants presented background information about the S/CAP project, which seeks to enhance quality of life, prosperity and community resilience for the future. Gil Friend, Chief Sustainability Officer for the City of Palo Alto, introduced the project and outlined three domains of action it will consider: the infrastructure of things and systems (including buildings, transportation and other information) that we build to enable our lives; the resources (including energy, water and other materials) that flow through our community; and the behaviors (including beliefs, commitments and actions, and policies) we perform to fulfill our aspirations. The S/CAP will build on the momentum of the city’s GHG emissions reductions achieved to date to meet or exceed California and international GHG reduction goals. Now that Palo Alto has reduced GHG emissions 34% from 1990 levels, the largest remaining sources are transportation and natural gas consumption in the community. Project consultants presented preliminary analysis of what it would take to achieve different levels of emissions reduction targets.  80 percent below 1990 levels by 2050.  80 percent below 1990 levels by 2030.  Carbon neutral by 2025. 2 To encourage creativity and ambitious ideas, Ideas Expo participants were asked to explore what actions are needed to achieve a carbon neutral goal by 2025. Eighteen poster presenters introduced their ideas for GHG reduction strategies, including both existing programs and new strategies for consideration. Following the poster presentations, workshop participants circulated around the room to explore ideas in more depth with presenters and other participants, as well as generate new ideas and other feedback for the S/CAP team. Participants recorded their ideas on flip charts and posters distributed throughout the room as well as on comment cards provided to each person. Large sheets of butcher paper with four additional questions were posted for people to share their ideas. These questions and responses are included below. The workshop concluded with a facilitated discussion of key takeaways, and ideas that people felt should be prioritized. Gil Friend closed the session by encouraging community members to stay engaged in the S/CAP process, and together to support shared sustainability programs and shared interests. 1.2 Common Themes Many of the ideas presented and discussed by participants focused on four themes: - Fuel switching. To achieve significant GHG emissions reductions, we must utilize energy and fuel sources with lower carbon content. Given Palo Alto’s carbon neutral electricity supply, a lot of attention was paid to electrification of buildings and transportation. This includes supporting on- site solar generation for homes and local businesses, as well as electrification of gas-using appliances such as furnaces and water heaters. Many people also mentioned electric vehicles and Caltrain to move away from gasoline and diesel fuels. - Mode share (de-car-ification). Not only is fuel switching needed, but a sustainable future should include the ability to get around without needing to use personal vehicles. Ideas included new information technology, such as an open data information platform for transportation and as a way to facilitate the transition to new modes and paradigms for mobility. - Finance. How to pay for programs and technology solutions was another important area. Ideas included ways to support community investment. Several people suggested local carbon taxes, internal city government carbon pricing or other mechanisms for more accurately capturing the environmental and societal costs of greenhouse gas emissions. - Behavior change (community engagement). Sustainability and addressing climate change requires community to support and commitment. As such, workshop participants explored different programs and ideas to encourage participation. Ideas included a carbon credit program for residents and businesses, a smart app platform, demonstration projects and the Georgetown Energy Prize program. Ultimately, the discussion for the community focused on how sustainable does Palo Alto want to be, how fast, and what would it take to get there? 1.3 Community Questions During the workshop, participants were invited to answer four questions by writing their responses on large sheets of butcher paper. The unedited questions and responses follow, organized by theme where relevant. These are presented for purposes of discussion, and have not been vetted or endorsed by the City. 3 1. What would it take for Palo Alto to be carbon neutral in 10 years or less? Topic Area Comments Transportation - Regionally coordinated public transportation with better service - Install electric vehicle charging at rental housing - Change behavior around car idling; shut off engines while parked. This would significantly reduce emissions by many metric tons. - Roundabouts – safer, cleaner, less expensive than stop lights - Electrified transportation including pervasive personal rapid transit - Fiber to the premises to promote telecommuting rather than driving or other physical commuting Housing and Land Use - Build energy efficient micro-homes (apartments) in downtown/office-dense areas to decrease traffic - Increased housing and pedestrian-oriented development along El Cerrito Real (help address job/housing imbalance) Community - City-wide (all departments) instructed in implementing systems thinking/planning as in permaculture. Consider the multiple functions/benefits of actions you can take and the multiple facets of the issues/needs you are trying to address to find optimal solutions which solve multiple problems. - Give out Clipper cards as incentives for energy, waste and water reduction - Focus on leadership through fuel switching - We would need to get all of Palo Alto working on this including our neighboring cities Energy - Return to previous practice of offsetting utility bill one-for-one for excess PV electrical generation - Time of use metering for PV and EVs - Winter rates for electrical heat (instead of natural gas winter rates) - If Palo Alto wants to be carbon neutral and depend on a blend of hydro, solar and wind, we ned to consider reductions in hydro production at Hetch Hetchy due to a reduction in the Sierra snowpack. Scientists predict a 30% reduction in the Sierra snowpack by 2030. - Provide incentives for landlords to incorporate higher efficiency appliances. o Is there a dichotomy between renters and landlords? Renters have no incentive to upgrade appliances and because landlords don’t pay utility bills there is no incentive. 4 - Incentives for homeowners to replace gas heaters/water heaters - Educate home builders about the pros and cons of gas 2. What other goals should we pursue besides CO2? Topic Area Comments Transportation - Reduce auto in commuting - Make travel convenient without personal cars - Dedicated separate bike paths for safety, with colored pavement Solid Waste - Food compost collection bins city-wide in commercial areas - Support local yard and food composting at “measure E” site - Demonstrate sewer landfill management 5x better than standards for reducing allowed methane leakage. - Commercial compost at the curb for residents. Less food waste = less methane production o Combine with sewage in advanced anaerobic digester – make methane and use as fuel for generators Green infrastructure - Design curbs to send rain runoff into planting strips - Continue and expand incentives/requirements for sustainable gardens (either native/drought tolerant and or food producing) Water - Ensure water conservation measures do not contribute to statewide adoption of desalination - 60 gallons per day per person of potable water o Most renters don’t pay their water bills (in high density housing). So there is no information on how much waters renters are using. Housing and Land Use - Make housing more affordable and accessible - Limit population growth - Make Palo Alto ecosystem services positive through green and built infrastructure Energy - Energy storage system for grid stabilization - Limit tall buildings that shade adjacent properties - Give solar panels rights – trim trees that shade panels 3. What actions will you (or your organization) take to further these goals? The community shared ideas on how they were committed to sustainability and greenhouse gas emissions reductions. Workshop participants wrote that they plan to: o Stop watering lawn/replace with xeriscaping o Replace gas water heater 5 o Replace gas dryer o Replace gas or wood fireplace o Continue to live close by to work and keep my commute time low and doable by bike o Work at home 4. How quickly should we aim to reduce GHG emissions? GHG Reduction Target # of Votes 80% below 1990 levels by 2050 No votes 80% below 1990 levels by 2030 No votes Carbon neutral by 2025 8 votes 1.4 Posters Eighteen community members presented posters or introduced ideas, as follows:  Cool City Challenge California. What might a Cool City look like with citizens living low-carbon and green lifestyles in resilient and livable neighborhoods? Behaviors that build up from one household to neighborhood blocks to whole neighborhoods leading to entrepreneurs and leaders responding to consumer shift.  Next Generation Caltrain. Ideas focused on improving CalTrain, including electrification, improved train car design for expanded capacity and faster loading/unloading, transit connections, and funding strategies.  Microgrid at Stanford Research Park. One idea was to complete a demonstration project of a microgrid project with on-site generation, dynamic energy consumption (demand response) and show how community energy scale system could work in Palo Alto. Calculations show more than 200 acres of parking and rooftop PV may be possible, combined with smart inverters directly tied in with energy storage.  Georgetown University Energy Prize. Palo Alto is a participant of the Georgetown University Energy Prize competing against 51 other communities for a $5 million prize to reduce electric and natural gas usage in the residential, multi-family, municipal and schools sectors.  Putting People First (Not Cars). The strategies include bus rapid transit for El Camino Real and Middlefield Road, painted and protected bike boulevards, prioritized and secure bike routes, bike share, LED lighting for bike lanes and transit and frequent local transit coordinated between VTA, shuttles, CalTrain, SamTrans and Marguerite, and a registration fee for gasoline vehicles to be used to support transit.  Revenue Neutral Carbon tax. To change local buying decisions and advance a replicable model for other cities, Palo Alto should enact a revenue-neutral carbon tax. The tax may be phased in over a period of time (e.g., 3-10 years) with pricing that represents a “true” cost of carbon (i.e., over $120/metric ton of CO2e)  Top Transportation Tactics from Fort Collins. Fort Collins CO is focusing on five key areas to reduce vehicle miles traveled by 30% by 2030 and increase electric vehicle adoption rates. Tactics are 6 focused on off-street parking, on-street pricing, coordinated mass transit, fleet electrification, and an open transportation data and mobile transit application.  Carbon Neutral Electricity to Zero Natural Gas for Palo Alto. Replicate our carbon neutral electricity initiative for natural gas: Move from voluntary City of Palo Alto Utilities GreenGas Program to buy offsets or credits to immediately make the entire natural gas supply carbon neutral in Palo Alto. Then design and implement strategies for fuel switching, efficiency and policy drivers to move away from natural gas, and apply the offset investment to finance them.  Go CO2 Free Palo Alto. This is a game and interactive program for Palo Alto residents and businesses to learn about options to lower greenhouse gas reductions. The program includes a dashboard to plan and track individual and program level accomplishments.  Palo Alto’s Carbon Neutral Portfolio. City of Palo Alto Utilities presented information about the path to carbon neutral electricity. Renewable resources include wind and landfill, with solar projects coming online in 2015 and 2016.  Gasoline or Electric? A comparison of costs. This poster showed cost of operating a conventional gasoline vehicle in the range of 11-17 cents per mile, compared with electric vehicles costing 4-6 cents per mile using City of Palo Alto Utility rates.  Palo Alto Solar Projects. City of Palo Alto Utilities Local Solar Plan identifies a set of strategies and initiatives to continue promoting solar. The goal is to increase the penetration of local solar installations from 0.7% of the City’s total energy needs in 2013 to 4% by 2023. Utilities offers rebate programs and payment for electricity generated at customer sites. Upcoming programs include community solar, group-buy down and solar donation program.  Carbon Free Palo Alto. Concepts for carbon neutrality in 10 years or less include fuel switching, end of life program for water heaters (e.g., 24 hour hotline to get an electric replacement), electric vehicle programs (e.g., Drive-EV marketing campaign, EV chargers in every city garage), promoting heat pump technologies and reducing air travel.  Project Green Home. Low impact home designed and built by the Thesen family in Palo Alto to be “zero net energy” and produce as much energy as it consumes. Real life example of how a local home was able to achieve zero net energy.  Sustainable & High Value Transportation (Active Transportation). While electric vehicles are essentially zero emissions, it perpetuates car culture and sprawl. Walking, cycling and public transit needs to be key strategies to improve help, reduce congestion and promote social equity. Electric bikes, and intelligent active transportation systems (e.g., Stanford’s Capri program) are needed.  Mobility as a Service. Concept presented by the City of Helsinki (not present at the workshop) to combine all transportation into one flexible, all-inclusive service. Framework for providing mobility services at a package price per month to enable decreased car ownership, and increase public transportation.  Energy + Household with Zero Annual Energy Bills. A net zero energy household in Cupertino achieved with efficiency, home electrification, automobile electrification and renewable energy. The poster presents steps for others to achieve a net zero energy home.  Downtown Palo Alto Net Zero Energy (DPANZE). The DPANZE initiative is targeting 100 commercial buildings in downtown Palo Alto for net zero energy, and serve as a retrofit example for all of Palo Alto and beyond. In addition to energy efficiency and local renewables, DPANZE will also heavily promote fuel switching to electrify natural gas applications and petroleum-dependent vehicles. 7 1.5 Additional Comments A number of participants provided written comments on cards. The table below summarizes the comments. Topic Area Comments Transportation - Use paint to increase albedo and also to delineate bike-only or bike- privileged. - Make biking safer by dedicated, separate bike lanes - Equitable transportation - How many people can afford to buy EVs? - Promote resale of electric vehicles (EVs) to lower income drivers - Batteries will be less than $100/kwh capacity within 1-2 years, and probably 10,000 discharge cycles within 2 years. - Palo Alto to lead the way with ultralight system, planned to connect to north and south when they act too, and designed as economic and time breakthrough that cuts cost of mobility by at least 40%, and has high amenity in terms of view, comfort, but not elite design issues. - 92,000 workers (here) commute into Palo Alto - Bi-directional monorail (Pavers Design International) has many times capacity of single-track - Check out Skytran, which is an elevated personal rapid transit that may go 100 mph Housing and Land Use - Affordable housing is needed - Support diversity of those who can live in Palo Alto and surrounding communities, drawing artists, teachers, non-tech workers gives Palo Alto balance and makes it more interesting and reduces the number of people who have to commute to work here. Community - It was great to see the Palo Alto emissions bar chart and the contribution breakout for each segment. For context, add in the emissions per capita then compare this per capita emissions with those of other aspiring green cities. - Business ecosystems for rolling out replacement technologies, supported by incubators that focus on a business cluster. Green Infrastructure - Elmer Avenue – in L.A. as a sample - Need more cork trees - Eliminate paved creeks - Divestment of companies that are not in line with Palo Alto environmental values? - Too many mature trees are being cut down in Palo Alto Energy - Palo Alto should generate its own electricity through putting solar on all schools, and public buildings 8 - Encourage homeowners to replace gas heaters, furnaces, dryers with electric - Educate new builders about pros/cons of installing gas appliances – incentives/penalties - As utility rates and carbon taxes increase, will there be help for poorer people? - As Palo Alto strives to be carbon-neutral with a hydro-solar-wind portfolio, we need to take into consideration that the Sierra snowpack is reducing (30% by 2030) and hydropower generation capacity will decrease. In addition to building more solar-wind options locally, we need to provide more incentives for conservation efforts. - I’m currently a renter in Palo Alto and pay for my utilities. The appliances in my house are old and inefficient, but my landlord has no incentive to upgrade old appliances. We need to target property owners to increase efficiency for renters. This includes water conservation, especially in high density properties where landlords by fer the water bill. - I love my o-power report and would love to see more gamefication elements as Palo Alto goes more carbon neutral. - Solar over all parking, partial solar over many sheets to power transport EVs and buildings – special structural technology for it. - Passive solar design for lower heating/cooling bills Solid Waste - The City should move expeditiously to do anaerobic digestion of all organic waste. This will generate biogas as well as handling sewage, food waste and yard waste. - A composting program would be great and also maybe reduce that rat issue (?) - High-tech biodigester for sewage and part of yard waste – electricity and compost 1.6 Next Steps Participants were encouraged to stay involved in the S/CAP process by signing up for the sustainability new list, participate in the Open City Hall forum, follow on Twitter (#SCAP), and attend the City Council Study Session on December 8th, 2014. Gil Friend encouraged all participants to take ideas back into the community to motivate friends and neighbors to action. The S/CAP team will utilize the input from the community to develop a Sustainability Roadmap to guide City efforts across a broad range of environmental sustainability initiatives. The team will report back in 2015, with draft work products for public review. 1 Sustainability and Climate Action Plan Open City Hall Summary On November 13, 2014, the City posted the question: “What would it take for Palo Alto to be carbon neutral in 10 years or less?” A total of 189 individuals visited the topic on Open City Hall with 30 posting ideas and 20 posting comments as part of the community outreach related to the update of the Sustainability and Climate Action Plan. The topic closed on November 26, 2014. This input, along with feedback and ideas received from the community Ideas Expo, will be incorporated into the Sustainability / Climate Action Plan (S/CAP) the information provided to the City Council to inform their direction and policy decisions on the S/CAP. A study session is scheduled for the Council meeting on December 8 and public participation is welcome and encouraged. A number of themes emerged from the responses, and included:  Solar: residential solar, community solar share program, bigger solar arrays to sell back to the grid, put solar panels on all buildings in Palo Alto, let community sell excess power back to grid, create largest suburban PV installation in U.S., Palo Alto Utilities should finance installation of solar panels with sustainable source of funds.  Transportation choices: Real commitment to reducing dependence on single occupant vehicles, rebates for electric cars, more plug-in recharge sites, regional approach to remedy commute routes along the Peninsula, cash for clunkers, reduce driving, charge for access, employer based strategies to reduce driving, replace internal combustion engines with electric bikes.  Economics: Establish a standard for what it means to be carbon neutral, carbon tax, raise costs of utility bills (except for low income), charge for parking, citizen driven cap and trade, shift tax burden from property to utilities to encourage resident to be more mindful about use of natural resources.  Other: Low-impact downtown housing, subsidize local high-speed broadband to encourage telecommuting, green building design, smaller homes near work, require LEED, water conservation. CITY OF PALO ALTO OFFICE OF THE CITY CLERK December 8, 2014 The Honorable City Council Palo Alto, California Adoption of Resolution Declaring Results of the Consolidated Special Municipal Election Held on November 4, 2014 Attached is the Resolution canvassing the results of the November 4, 2014, Consolidated Election. RECOMMENDATION Staff recommends that the City Council adopt the attached Resolution and Direct the Clerk to Submit the Adopted Measures to the Secretary of State. ATTACHMENTS: Attachment:Attachment A: Resolution Certifying 2014 Election Results (DOC) Attachment: Attachment B: 2014 Certificate of Election (PDF) Attachment: Attachment C: Ordinance Increasing Transient Occupancy Tax (DOCX) Attachment: Attachment D: Ordinance Regarding Utility User Tax Cleanup (DOCX) Attachment: Attachment E: Charter Amendment Reducing Number of Council Seats (DOCX) Department Head: Beth Minor, Acting City Clerk 2 Page 2 RESOLUTION NO. RESOLUTION OF THE COUNCIL OF THE CITY OF PALO ALTO DECLARING THE RESULTS OF THE CONSOLIDATED GENERAL ELECTION HELD ON TUESDAY, NOVEMBER 4, 2014 WHEREAS, on November 4, 2014, a general municipal election was duly held in the City of Palo Alto pursuant to the provisions of Article III, Section 4 of the Charter of the City of Palo Alto for the purpose of electing five members to the City Council, each for a full term of four years expiring December 31, 2018; WHEREAS, on November 4, 2014, a special election was consolidated with the general municipal election and duly held in the City of Palo Alto pursuant to Part 3 of Division 10 of the Election Code, commencing at Section 10400, and Education Code Section 5342, for the purpose of submitting the below three Measures to the voters of the City, in the form set forth below: MEASURE B To provide funding that cannot be taken away by the State for general fund infrastructure and City services such as earthquake safe fire stations; pedestrian and bike improvements including safe routes to school, streets, sidewalks, paths, and bridges; and maintaining parks and recreation facilities, shall the City increase the hotel/motel tax by two percent and update language to confirm equal treatment of traditional and online bookings? MEASURE C To ensure continued funding for basic and essential services such as police, fire and street maintenance and repair, shall the City of Palo Alto maintain the telecommunications portion of the Utility Users Tax while reducing the rate from 5% to 4.75%; modernize its provisions to ensure equal treatment of taxpayers regardless of telecommunications technology used; and eliminate a discounted tax rate paid by a small number of commercial large users of gas, electric and water services? MEASURE D Shall the Palo Alto City Charter be amended to change the number of Council Member seats from nine to seven, commencing on January 1, 2019? Attachment A WHEREAS, due and legal notice of the general municipal election was given as required by law; and WHEREAS, on the 4th day of November 2014 at 7:00 a.m., the polls were duly and regularly opened for the general municipal election and the polls were continuously kept open until 8:00 p.m.; and WHEREAS, there were 36,781 registered voters eligible to vote, and 21,784 ballots were cast, for a total of 59.2% of eligible voters casting ballots in the election; and WHEREAS, the Registrar of Voters of Santa Clara County has conducted a complete and official canvass of the returns of the election; and WHEREAS, Article III, Section 4 of the Charter of the City of Palo Alto requires the Council to act as the canvassing board to canvass the results of such elections; and WHEREAS, on December 8, 2014, the Council of the City of Palo Alto met at its usual place of meeting, canvassed the returns of the special municipal election and declared the results thereof; NOW, THEREFORE, the Council of the City of Palo Alto does RESOLVE as follows: SECTION 1. The Council finds and declares that: (a) A general municipal election was duly and regularly held on November 4, 2014, according to the Charter of the City of Palo Alto, Resolution Number 9421, and the election laws of the State of California; (b) The total number of registered voters in the City was 36,781, and the total number of ballots cast at the municipal election for the purpose of electing five council members for full terms including those votes cast upon absentee ballots was 21,784; (c) The total number of votes given and cast at the municipal election, including votes cast upon absentee ballots, was as follows for the candidates for City Council for full terms: KAREN HOLMAN 11,281 14.94 % GREG SCHARFF 10,145 13.44 % TOM DUBOIS 10,097 13.37 % ERIC FILSETH 9,248 12.25 % CORY WOLBACH 8,235 10.91 % LYDIA KOU 8,100 10.73 % NANCY SHEPHERD 6,724 8.90 % A.C. JOHNSTON 5,239 6.94 % MARK WEISS 2,171 2.88 % JOHN KARL FREDRICH 2,046 2.71 % SEELAM-SEA REDDY 1,270 1.68 % WAYNE DOUGLASS 954 1.26 % Total 75,510 (d) Karen Holman, Greg Scharff, Tom Dubois, Eric Filseth, and Cory Wolbach, the five candidates receiving the highest number of votes for the office of Council Member for a full four-year term, were duly and regularly elected for terms of four years commencing January 1, 2015, to serve as Council Members of the City of Palo Alto. SECTION 2. The Council finds and declares that: (a) A consolidated election with certain school districts and certain special districts in Santa Clara County was duly and regularly held on November 4, 2014, pursuant to the Elections Code Sections 9268 and 9269, and the election laws of the State of California for the purpose of considering Measure B. (b) The total number of votes cast in the City at said Consolidated Election, including votes cast upon absentee ballots, was 21,784. (c) The total number of votes given and cast for Measure B at said election, including votes cast upon absentee ballots, was as follows: YES 15,475 76.28% NO 4,812 23.72% TOTAL 20,287 (d) The results have a majority of votes for Measure B, therefore the Measure is approved. SECTION 3. The Council finds and declares that: (a) A consolidated election with certain school districts and certain special districts in Santa Clara County was duly and regularly held on November 4, 2014, pursuant to the Elections Code Sections 9268 and 9269, and the election laws of the State of California for the purpose of considering Measure C. (b) The total number of votes cast in the City at said Consolidated Election, including votes cast upon absentee ballots, was 21,784 (c) The total number of votes given and cast for Measure C at said election, including votes cast upon absentee ballots, was as follows: YES 16,988 85.08% NO 2,978 14.92% TOTAL 19,966 (d) The results have a majority of votes for the Measure C, therefore the Measure is approved. SECTION 4 The Council finds and declares that: (a) A consolidated with certain school districts and certain special districts in Santa Clara County was duly and regularly held on November 4, 2014, pursuant to the Elections Code Sections 9268 and 9269, and the election laws of the State of California for the purpose of considering Measure D. (b) The total number of votes cast in the City at said Consolidated Election, including votes cast upon absentee ballots, was 21,784. (c) The total number of votes given and cast for Measure D at said election, including votes cast upon absentee ballots, was as follows: YES 10,495 53.70% NO 9,048 46.30% TOTAL 19,543 (d) The results have a majority of votes for the Charter Amendment for Measure D; therefore the Charter is amended. SECTION 5. Attached hereto as Exhibit "A" and incorporated herein by this reference is the statement of the results as required by Section 10264 of the California Elections Code. INTRODUCED AND PASSED: December 8, 2014 AYES: NOES: ABSTENTIONS: ABSENT: ATTEST: APPROVED: _____________ __________________________ City Clerk Mayor APPROVED AS TO FORM: _____________________________ City Attorney Attachment B November 04, 2014 – Election TRANSIENT OCCUPANCY TAX: Ordinance No. _____ Ordinance of the Council of the City of Palo Alto Amending Chapter 2.33 of Title 2 of the Palo Alto Municipal Code Relating to the Transient Occupancy Tax The People of the City of Palo Alto do ordain as follows: SECTION 1. Chapter 2.33 of the Palo Alto Municipal Code is hereby amended by amending Chapter 2.33 as follows: Chapter 2.33 TRANSIENT OCCUPANCY TAX 2.33.010 Definitions. 2.33.020 Tax imposed. 2.33.030 Exemptions. 2.33.040 Operator's duties. 2.33.050 Registration. 2.33.060 Reporting and remitting. 2.33.070 Penalties. 2.33.080 Failure to collect and report tax; determination of tax by supervisor of revenue collections. 2.33.090 Appeal. 2.33.100 Records. 2.33.110 Refunds. 2.33.120 Actions to collect. 2.33.130 Violations; misdemeanor. 2.33.140 Third party rental transactions. 2.33.010 Definitions. Except where the context otherwise requires, the definitions given in this section govern the construction of this chapter: (a) "Person" means any individual, firm, partnership, joint venture, association, social club, fraternal organization, joint stock company, corporation, estate, trust, business trust, receiver, trustee, syndicate, or any other group or combination acting as a unit. Attachment C (b) "Hotel" means any structure, or any portion of any structure, in the City of Palo Alto which is occupied or intended or designed for occupancy by transients for dwelling, lodging or sleeping purposes, and includes any hotel, inn, tourist home or house, motel, studio hotel, bachelor hotel, lodging house, morning house, apartment, house, dormitory, public or private club, mobilehome or house trailer at a fixed location, or other similar structure or portion thereof, even if such structure is also used for other purposes, including residential purposes. (c) "Occupancy" means the use or possession, or the right to the use or possession, of any room or rooms or portion thereof in any hotel for dwelling, lodging or sleeping purposes. (d) "Transient" means any person who exercises occupancy or is entitled to occupancy by reason of concession, permit, right of access, license or other agreement for a period of thirty consecutive days or less, counting portions of calendar days as full days. Any such person so occupying space in a hotel shall be deemed to be a transient until the period of thirty days has expired unless there is an agreement in writing between the operator and the occupant providing for a longer period of occupancy. (e) "Rent" means the total consideration charged paid by a transient, including, without limitation, transaction service fees and any unrefunded advance reservation or other rental deposit, whether or not received, for the occupancy of space in a hotel, whether or not received by the hotel operator, including, without limitation, transaction service fees and any unrefunded advance reservation or other rental deposit. For purposes of this definition, rent shall be valued in money, whether it is to be received in money, goods, labor or otherwise, including all receipts, cash, credits and property and services of any kind or nature, without any deduction therefrom whatsoever. (f) "Operator" means the person who is the proprietor of the hotel, whether in the capacity of owner, lessee, sublessee, mortgagee in possession, licensee, or any other capacity. Where the operator performs his or her functions through a managing agent of any type or character (other than an employee), the managing agent shall also be deemed an operator for the purposes of this chapter and shall have the same duties and liabilities as his or her principal. Compliance with the provisions of this chapter by either the principal or the managing agent shall, however, be considered to be compliance by both. (g) “Rental agent” means any person other than an operator who collects rent from a transient for the transient’s occupancy of a hotel. (Ord. 4032 § 1, 1991: Ord. 3704 § 1 (part), 1986: Ord. 2567 § 1 (part), 1970) 2.33.020 Tax imposed. For the privilege of occupancy in any hotel, each transient is subject to and shall pay a tax in the amount of twelve fourteen percent of the rent charged by the operator paid by the transient. Said tax constitutes a debt owed by the transient to the city, which is extinguished only by payment to the operator or to the city or to a rental agent pursuant to section 2.33.140. The transient shall pay the tax to the operator of the hotel at the time the rent is paid. If the rent is paid in installments, a proportionate share of the tax shall be made with each installment. Any unpaid tax shall be due upon the transient's ceasing occupancy in the hotel. If for any reason the tax due is not paid to the operator of the hotel, the supervisor of revenue collections may require that such tax shall be paid directly to the supervisor of revenue collections. (Ord. 4983 § 1, 2007: Ord. 3704 § 1 (part), 1986: Ord. 3425 § 1, 1983: Ord. 2928 § 1, 1976: Ord. 2567 § 1 (part), 1970) 2.33.030 Exemptions. No tax shall be imposed upon: (a) Any person as to whom, or any occupancy as to which, it is beyond the power of the city to impose the tax herein provided; (b) Any officer or employee of a foreign government who is exempt by reason of express provision of federal law or international treaty; (c) Any federal or state of California officer or employee on official business who shall pay rent by warrant or check drawn on the treasury of the United States or the state of California or provides written evidence of such official business on a form approved in advance by the supervisor of revenue collections. Copies of the documentation for each exemption claimed must be submitted to the supervisor of revenue collections with each return made pursuant to Section 2.33.060. No exemption shall be granted under this section except upon a claim therefor made at the time rent is collected and under penalty of perjury upon a form prescribed by the supervisor of revenue collections. Additionally, a copy of such warrant or check and a copy of such claim form shall be submitted with each return made pursuant to Section 2.33.060. (Ord. 3704 § 1 (part), 1986: Ord. 2567 § 1 (part), 1970) 2.33.040 Operator's duties. Each operator shall collect the tax imposed by this ordinance to the same extent and at the same time as the rent is collected from every transient. The amount of tax shall be separately stated from the amount of the rent charged, and each transient shall receive a receipt for payment from the operator. No operator of a hotel shall advertise or state in any manner, whether directly or indirectly, that the tax or any part thereof will be assumed or absorbed by the operator, or that it will not be added to the rent, or that, if added, any part will be refunded except in the manner hereinafter provided. (Ord. 3704 § 1 (part), 1986: Ord. 2567 § 1 (part), 1970) 2.33.050 Registration. (a) Within ten days after commencing business, each new or unregistered operator of any hotel renting occupancy to transients shall present a valid certificate of occupancy issued by the building official pursuant to Title 16 and apply for registration of said hotel with the supervisor of revenue collections who will issue a "Transient Occupancy Registration Certificate" to be at all times posted in a conspicuous place on the premises by such registrant or any operator previously registered. The application shall require such information as the supervisor of revenue collections deems necessary or convenient to the collection of the tax imposed by this chapter. The supervisor of revenue collections may require updating of application information from time to time as he or she deems necessary or advisable. Registration under this section shall lapse with the certificate of occupancy upon which it was issued. Said certificate shall, among other things, state the following: (1) The name of the operator; (2) The address of the hotel; (3) The date upon which the certificate was issued; (4) "This Transient Occupancy Registration Certificate signifies that the person named on the face hereof has fulfilled the requirements of Chapter 2.33 of the Palo Alto Municipal Code 'Transient Occupancy Tax' by registering with the supervisor of revenue collections for the purpose of collecting from transients the Transient Occupancy Tax and remitting said tax to the supervisor of revenue collections. This certificate does not authorize any person to conduct any unlawful business or to conduct any lawful business in an unlawful manner, or to operate a hotel without strictly complying with all local applicable laws, including but not limited to those requiring a permit from any board, commission, department or office of this city. This certificate does not constitute a permit and is not transferable to a different operator." (Ord. 3704 § 1 (part), 1986: Ord. 2567 § 1 (part), 1970) 2.33.060 Reporting and remitting. Each operator shall, on or before the last day of the month following the close of the previous calendar month, or at the close of any shorter reporting period which may be established by the supervisor of revenue collections, make a return to the supervisor of revenue collections on forms provided by him or her of the total rents charged to transients and the total rents paid by transients received and the amount of tax collected for transient occupancies. If no tax was due or collected during the previous reporting period, the operator shall file a return so stating under penalty of perjury. At the time the return is filed, the full amount of the tax collected shall be remitted to the supervisor of revenue collections. The supervisor of revenue collections may establish shorter reporting periods for any certificate holder if he or she deems it necessary in order to ensure collection of the tax, and he or she may require further information in the return. Returns and payments are due immediately upon cessation of business for any reason. All taxes collected by operators pursuant to this chapter shall be held in trust for the account of the city until payment thereof is made to the supervisor of revenue collections. (Ord. 3704 § 1 (part), 1986: Ord. 2567 § 1 (part), 1970) 2.33.070 Penalties. (a) Original Delinquency. Any operator who fails to remit any tax imposed by this chapter within the time required shall pay a penalty of ten percent of the amount of the tax which penalty amount shall be added to the amount of the tax, for purposes of calculating additional penalties. (b) Continued Delinquency. Any operator who fails to remit any delinquent remittance on or before a period of thirty days following the date on which the remittance first became delinquent shall pay a second delinquency penalty of ten percent of the amount of the tax including the ten percent penalty first imposed. (c) Fraud or Misrepresentation. If the director of finance, in his or her judgment. determines that the nonpayment of any remittance due under this chapter is due to intentional conduct, misrepresentation or fraud, a penalty of twenty-five percent of the amount of the tax shall be added thereto in addition to the penalties stated in subsections (a) and (b) of this section. (d) Additional Penalty. In addition to the penalties imposed under subsections (a) and (b) of this section, any operator who fails to remit any tax imposed by this chapter shall pay a penalty of one percent per month or fraction thereof, whichever is less, on the amount of the tax from the date on which the remittance first became delinquent until paid. (e) Penalties Merged with Tax. Every penalty imposed and such additional penalties as accrue under the provisions of this section shall become a part of the tax herein required to be paid. (Ord. 3704 § 1 (part), 1986: Ord. 2567 § 1 (part), 1970) 2.33.080 Failure to collect and report tax; determination of tax by supervisor of revenue collections. If any operator fails or refuses to collect said tax and to make, within the time provided in this chapter, any report and remittance of said tax or any portion thereof required by this chapter, the supervisor of revenue collections shall proceed in such manner as he or she may deem best to obtain facts and information on which to base his or her estimate of the tax due. As soon as the supervisor of revenue collections shall procure such facts and information as he or she is able to obtain upon which to base the assessment of any tax imposed by this chapter and payable by any operator who has failed or refused to collect the same and to make such report and remittance, he or she shall proceed to determine and assess against such operator the tax and penalties provided by this chapter. In case such determination is made, the supervisor of revenue and collections shall give a notice of the amount so assessed by sending it personally or by depositing it in the United States mail, postage prepaid, addressed to the operator so assessed at his or her last known place of address. Such operator may within fourteen days after serving or mailing of such notice make application in writing to the supervisor of revenue collections for a hearing on the amount assessed. If application by an operator is not made within the time prescribed, the tax and penalties, if any, determined by the supervisor of revenue collections to be due shall become final and conclusive and immediately due and payable. If such application is made, the supervisor of revenue collections shall give not less than ten days' written notice in the manner prescribed herein to the operator to show cause at a time and place fixed in said notice why said amount specified therein should not be fixed for such tax and penalties. At such hearing, the operator may appear and offer evidence why such specified tax and penalties should not be so fixed. After such hearing, the supervisor of revenue collections shall determine the proper tax to be remitted and shall thereafter give written notice to the person operator in the manner prescribed herein of such determination and the amount of such tax and penalties. The amount determined to be due shall be payable after twenty days of the serving or mailing of such determination unless an appeal is taken as provided in Section 2.33.090. (Ord. 3704 § 1 (part), 1986: Ord. 2567 § 1 (part), 1970) 2.33.090 Appeal. Any operator aggrieved by any decision of the supervisor of revenue and collections with respect to the amount of such tax and penalties, if any, may appeal to the director of finance or his or her designee by filing a notice of appeal with the city clerk within twenty days of the serving or mailing of the determination of tax due. The director of finance or the designee shall fix a time and place for hearing of such appeal, and give notice in writing to such operator at his or her last known place of address. The findings of the director of finance or the designee shall be final and conclusive and shall be served upon the appellant in the manner prescribed above for service of notice of hearing. Any amount found to be due shall be immediately due and payable upon the service of notice. (Ord. 3704 § 1 (part), 1986: Ord. 2567 § 1 (part), 1970) 2.33.100 Records. It shall be the duty of every operator liable for the collection and payment to the city of any tax imposed by this chapter to keep and preserve all records as may be necessary to determine the amount of such tax as he or she may have been liable for the collection of and payment to the city. Said records shall be kept or made available at one location within the limits of the city for a period of three years. The supervisor of revenue collections and/or city auditor or their designee shall have the right at any and all reasonable times, to examine and audit said records for the purpose of determining the accuracy thereof. (Ord. 3704 § 1 (part), 1986: Ord. 2567 § 1 (part), 1970) 2.33.110 Refunds. (a) Claim Required. Prior to seeking judicial relief with respect to a dispute regarding the amount of any tax, penalty, or interest collected or received by the city under this chapter, an aggrieved taxpayer, fee payer, operator, transient or any other person must comply with the provisions of section 2.28.230 of this code. (b) Operators. An operator may claim as an overpayment any tax previously paid which was calculated on the basis of taxable consideration written off by the operator as a bad debt in accordance with generally accepted accounting principles and claimed as a deduction on a federal income tax return in accordance with provisions of the Internal Revenue Code, and regulations issued pursuant thereto. The bad debt claim may be taken as an adjustment to future taxes due the city after the operator's procedure and forms for adjustment of bad debt have been reviewed and approved by the supervisor of revenue collections. (c) Transients. A transient may only request a refund of taxes under this chapter when the transient, having paid the tax to the operator, establishes that the transient has been unable to obtain a refund from the operator who collected the tax. (Ord. 5078 § 3, 2010: Ord. 3704 § 1 (part), 1986: Ord. 2567 § 1 (part), 1970) 2.33.120 Actions to collect. Any tax required to be paid by any transient under the provisions of this chapter shall be deemed a debt owed by the transient to the city. Any such tax collected by an operator which has not been paid to the city shall be deemed a debt owed by the operator to the city. Any person owing money to the city under the provisions of this chapter shall be liable to an action brought in the name of the city for the recovery of such amount. (Ord. 3704 § 1 (part), 1986: Ord. 2567 § 1 (part), 1970) 2.33.130 Violations; misdemeanor. Any operator or other person who violates any of the provisions of this chapter or who fails or refuses to register as required herein, or to furnish any returns or other data required by the supervisor of revenue collections, or who renders a false or fraudulent return or claim, is guilty of a misdemeanor, and is punishable as provided in this code. (Ord. 3704 § 1 (part), 1986: Ord. 2567 § 1 (part), 1970) 2.33.140 Third party rental transactions. (a) Any transient who pays rent to a rental agent instead of to an operator shall, at the time the rent is paid, pay the tax to the rental agent in the manner required by section 2.33.020. If for any reason the tax is not paid to the rental agent, it shall be paid to the operator before the transient has ceased occupancy in the hotel or paid directly to the supervisor of revenue collections pursuant to section 2.33.020. Any transient seeking a refund under section 2.33.110 of taxes paid to a rental agent must establish that the transient has been unable to obtain a refund from the rental agent who collected the tax. (b) Any rental agent who collects rent shall comply with all obligations of the operator set forth in sections 2.33.040 and 2.33.100 of this chapter. The rental agent shall remit all collected taxes to the operator before the deadline for the operator to remit the taxes to the supervisor of revenue collections under section 2.33.060, and the rental agent shall provide the operator with copies of all records required to be maintained by the operator pursuant to section 2.33.100 of this chapter, including records necessary for the operator to comply with its obligations under this chapter. (c) If the supervisor of revenue collection determines that a rental agent has failed to collect, remit, or report any tax, the supervisor may take any action against the rental agent that he or she may take against an operator under sections 2.33.070 and 2.33.080 of this chapter subject to the requirements of those sections. If the supervisor assesses unremitted taxes and penalties against the rental agent, the rental agent shall be subject to the provisions of sections 2.33080, 2.33.090, 2.33.110, and 2.33.120 of this chapter as if it were an operator. Nothing in this section shall prohibit the supervisor from assessing the full amount of any unremitted taxes and penalties solely against the operator in lieu of assessing some or all of those taxes and penalties against the rental agent. SECTION 2. General Tax. Proceeds of the tax imposed by this Ordinance shall be deposited in the general fund of the City and shall be available for any legal purpose. SECTION 3. Amendment or Repeal. The City Council may repeal Chapter 2.33 of the Palo Alto Municipal Code or amend that Chapter without a vote of the people except that any amendment to Chapter 2.33 that increases the amount or rate of tax due from any Person beyond the amounts and rates authorized by this Ordinance may not take effect unless approved by a vote of the people. SECTION 4. Severability. If any section, subsection, sentence, clause, phrase, or portion of this Ordinance is for any reason held to be invalid or unenforceable by a court of competent jurisdiction, the remaining portions of this Ordinance shall nonetheless remain in full force and effect. The people hereby declare that they would have adopted each section, subsection, sentence, clause, phrase, or portion of this Ordinance, irrespective of the fact that any one or more sections, subsections, sentences, clauses, phrases, or portions of this Ordinance be declared invalid or unenforceable. SECTION 5. Effective Date. This ordinance shall be effective only if approved by a majority of the voters and shall go into effect immediately after the vote is declared by the City Council and the duty of service providers to collect the tax shall commence as provided in California Public Utilities Code Section 799. / / / / / / / / / / / / / / / / / / / / / / / / SECTION 6. Execution. The Mayor is hereby authorized to attest to the adoption of this Ordinance by the voters of the City by signing where indicated below. November 04, 2014 – Election UTILITIY USERS TAX: Ordinance No. _____ Ordinance of the Council of the City of Palo Alto Amending Chapter 2.35 of Title 2 of the Palo Alto Municipal Code Relating to the Utility Users Tax The People of the City of Palo Alto do ordain as follows: SECTION 1. Chapter 2.35 of the Palo Alto Municipal Code is hereby amended by amending Chapter 2.35 as follows: Chapter 2.35 UTILITY USERS TAX 2.35.010 Short title. 2.35.020 Tax imposed. 2.35.030 Disposition of tax revenue. 2.35.040 Definitions. 2.35.050 Constitutional exemption. 2.35.060 Electricity users tax. 2.35.070 Gas users tax. 2.35.080 Water users tax. 2.35.090 Telephonecommunications users tax. 2.35.100 Tax rate for high volume service users. 2.35.110 Council authorization to suspend collection of a portion of tax for limited periods of time. 2.35.120 Collection of tax. 2.35.130 Reporting and remitting. 2.35.140 Penalty for delinquency. 2.35.150 Records. 2.35.160 Failure to pay tax - Administrative remedy. 2.35.170 Actions to collect. 2.35.180 Administrative rules, regulations and agreements. 2.35.190 Refunds. 2.35.200 Bundling Taxable Items with Nontaxable Items. 2.35.010 Short title. Attachment D This chapter shall be known as the "Utility Users Tax." (Ord. 3781 § 1 (part), 1987) 2.35.020 Tax imposed. There is established and imposed, commencing on the effective date of the ordinance codified in this chapter, a utility users tax at the rate set forth in this chapter. (Ord. 3781 § 1 (part), 1987) 2.35.030 Disposition of tax revenue. The tax imposed by this chapter is for the purpose of raising revenues for the general governmental purposes of the city. All of the proceeds from the tax imposed by this chapter shall be placed in the city's general fund. (Ord. 3781 § 1 (part), 1987) 2.35.040 Definitions. (a) Except where context otherwise requires, the definitions given in this section govern the construction of this chapter: (1) "City" means the city of Palo Alto. (2) "Month" means a calendar month. (3) "Person" means any natural person, firm, association, joint venture, joint stock company, partnership of any kind, club, Massachusetts business or common law trust or society, organization, corporation (foreign and domestic), business trust of any kind, or the manager, lessee, agent, servant, officer or employee of any of them. (4) "Service supplier" means a person required to collect and remit a tax imposed by this chapter and includes the city's utilities department with respect to a tax imposed on the use of gas, electricity and water and any telephone corporation with respect to the tax imposed on the use of telephone services. (5) "Service user" means a person required to pay a tax imposed by this chapter. (6) "Utility tax year" means the period beginning on the effective date of the ordinance codified in this chapter and ending June 30, 1988, for the initial utility tax year. Thereafter, the utility tax year shall be the twelve-month period beginning July 1st and ending June 30th of the next succeeding calendar year. (7) "Telephone corporation" means the same as defined in Section 234 of the Public Utilities Code of the state. (Ord. 3781 § 1 (part), 1987) 2.35.050 Constitutional exemption. Nothing in this chapter shall be construed as imposing a tax upon the city of Palo Alto or any other person if imposition of such tax upon that person would be in violation of the Constitution of the United States or that of the state of California or any other statute or regulation that applies to charter cities. The City may adopt an administrative policy to implement this provision. (Ord. 3781 § 1 (part), 1987) 2.35.060 Electricity users tax. (a) There is imposed a tax upon every person in the city using electricity in the city. The tax imposed by this section shall be at the rate of five percent of the charges to a service user made for such electricity by a service supplier, except as provided in Section 2.35.100. Said tax shall be paid by the person paying for such electricity. (b) "Charges," as used in this section, shall include charges made for metered energy and charges for service, including customer charges, service charges, standby charges, charges for temporary services, demand charges, and annual and monthly charges. (c) As used in this section, the term "using electricity" shall not be construed to mean the storage of such electricity by a person in a battery owned or possessed by him for use in an automobile or other machinery or device apart from the premises upon which the electricity was received; provided, however, that the term shall include the receiving of such electricity for the purpose of using it in the charging of batteries; nor shall the term include the mere transmission or receiving of such electricity by a governmental agency at a point within the city for resale. (Ord. 3781 § 1 (part), 1987) 2.35.070 Gas users tax. (a) There is imposed a tax upon every person in the city using gas in the city which is delivered through mains or pipes. The tax imposed by this section shall be at the rate of five percent of the charges to a service user made for such gas by a service supplier, except as provided in Section 2.35.100. Said tax shall be paid by the person paying for such gas. (b) "Charges," as used in this section, shall include charges made for metered gas and charges for service, including customer charges, service charges, demand charges, standby charges, charges for temporary service, and annual and monthly charges. (c) There shall be excluded from the base on which the tax imposed in this section is computed charges made for gas which is to be resold and delivered through mains or pipes and charges made for gas to be used in the generation of electrical energy by a governmental agency. (Ord. 3781 § 1 (part), 1987) 2.35.080 Water users tax. (a) There is imposed a tax upon every person in the city using water which is delivered through mains or pipes in the city. The tax imposed by this section shall be at the rate of five percent of the charges to a service user made for such water by a service supplier, except as provided in Section 2.35.100. Said tax shall be paid by the person paying for such water. (b) "Charges," as used in this section, shall include charges for metered water and charges for service, including customer charges, service charges, standby charges, charges for temporary service, and annual and monthly charges. (c) There shall be excluded from the base on which the tax imposed in this section is computed charges made for water which is to be resold and delivered through mains or pipes and charges made for water used in the generation of electrical energy by a governmental agency. (Ord. 3781 § 1 (part), 1987) 2.35.090 Telecommunicationsphone users tax. (a) There is imposed a tax upon every person in the city, using intrastate telephone communication services in the city, other than a telephone corporation. The tax imposed by this section shall be at the rate of five 4.75 percent of the charges made to a service user for such services by a service supplier and shall be paid by the person paying for such services. (b) As used in this section, the term "charges" shall not include charges for services paid for by inserting coins in a coin-operated telephone except that where such coin- operated services are furnished for a guaranteed amount, the amounts paid under such guarantee plus any fixed monthly or other periodic charge shall be included in the base for computing the amount of tax due; nor shall the term "telephone communications services" include land mobile services or maritime mobile services as defined in Section 2.1 of Title 47 of the Code of Federal Regulations, or any amendment or replacement thereof. (c) The telephone users tax imposed by this section is intended to, and does, apply to all charges billed to a telephone account having a situs in the city, irrespective of whether a particular communication service originates and/or terminates within the city. The situs shall be the service address, if known; otherwise the billing address. (d) The term "telephone communication services" means refers to that service which provides access to a telephone system and the privilege of telephonic quality communication with substantially all persons having telephone stations which are part of such telephone system. The term "telephone communication services" also refers to that service which provides access to a telephone system for data and/or video to the extent permitted by law. the transmission, conveyance, or routing of voice, data, audio, video, or any other information or signals to a point, or between or among points, whatever the technology used, including, but not limited to, traditional telephone service, mobile telecommunications service, and broadband service (e.g., digital subscriber line (DSL), fiber optic, coaxial cable, and wireless broadband, including Wi-Fi, WiMAX, and Wireless MESH) to the extent not prohibited by Federal and/or State law, now or in the future. "Telephone communication services" includes transmission, conveyance, or routing in which computer processing applications are used to act on the form, code or protocol of the content for purposes of transmission, conveyance or routing without regard to whether such service is referred to as voice over internet protocol (VoIP) services or is classified by the Federal Communications Commission as enhanced or value added, and includes video and/or data service that is functionally integrated with "telephone communication services." (e) The tax imposed by this section applies to all telephone communication services however charged or billed, including, but not limited to prepaid services, post-paid services, 800 services (or any other toll-free numbers), or 900 services. (f) The tax imposed by this section applies to ancillary telephone communication services, which are those services that enable or enhance access to telephone communication services. Ancillary telephone communication services include, but are not limited to, charges for connection, reconnection, termination, movement, or change of telephone communication services; detailed billing; central office and custom calling features (including but not limited to call waiting, call forwarding, caller identification and three-way calling); voice mail and other messaging services; directory assistance; access and line charges; local number portability charges; text and instant messaging; and conference calls. (g) “Mobile telecommunication service” means commercial mobile radio service, as defined in Section 20.3 of Title 47 of the Code of Federal Regulations and as set forth in the Mobile Telecommunications Sourcing Act (4 U.S.C. Section 124) and the regulations thereunder. (h) “Place of primary use” means the street address representative of where the customer's use of the telephone communications service primarily occurs, which must be the residential street address or the primary business street address of the customer. (i) “Service address” means either (1) the location of the service user’s telephone communication equipment from which the communication originates or terminates, regardless of where the communication is billed or paid; or (2) if the location of the equipment is unknown (e.g., mobile telecommunication service or VoIP service), the service address means the location of the service user's place of primary use; or (3) for prepaid telephone communication service “service address” means the point of sale of the services where the point of sale is within the city, or if unknown, the known address of the service user (e.g., billing address or location associated with the service number), which locations shall be presumed to be the place of primary use. (j) There is a rebuttable presumption that a telephone communication service, which is billed to a billing or service address in the city, is used, in whole or in part, within the city's boundaries, and such service is subject to taxation under this section. There is also a rebuttable presumption that a prepaid telephone communication service sold within the city is primarily used, in whole or in part, within the city and is therefore subject to taxation under this section. If the billing address of the service user is different from the service address, the service address of the service user shall be used for purposes of imposing the tax. As used in this section, the term "charges" shall include the value of any other services, credits, property of every kind or nature, or other consideration provided by the service user in exchange for the telephone communication service. (c) Notwithstanding the provisions of subsection (a) of this section, the tax imposed under this section shall not be imposed upon any persons for using intrastate telephone communication services to the extent that the amounts paid for such services are exempt from or not subject to the tax imposed under Division 2, Part 20 of the California Revenue and Taxation Code, or the tax imposed under Section 4251 of the Internal Revenue Code, any amendment or any replacement thereof. (Ord. 3781 § 1 (part), 1987) 2.35.100 Tax rate for high volume service users. (a) The tax rate imposed on electricity, gas and water users in Sections 2.35.060, 2.35.070 and 2.35.080 respectively shall be three percent on all utility charges to a service user exceeding the cumulative amount of $800,000.00 for water, gas and electricity or any combination thereof during any utility tax year and shall be two percent of the amount of utility charges exceeding the cumulative amount of $2,400,000.00 for water, gas or electricity or any combination thereof during any utility tax year. (b) Commencing on July 1, 1988, and every July 1st thereafter, the director of finance shall annually adjust the three percent and two percent tax rate thresholds specified in subsection (a) of this section by the annual change in the Consumer Price Index, All Urban Consumers, for the San Francisco-Oakland-San Jose Metropolitan Area published by the Bureau of Labor Statistics or any replacement index published by said Bureau ("Index") for the preceding year as illustrated by the following formula: NT = T (A) / (B) NT = New threshold for the upcoming utility tax year T = Current threshold A = The Index for April preceding the upcoming utility tax year B = The Index for the previous April. For example, on July 1, 1988, the thresholds shall be adjusted by multiplying them by the April, 1988, Index divided by the April, 1987, Index. (c) Where any person can establish to the satisfaction of the director of finance that be is a person responsible for the payment of one or more taxes under this chapter, he may aggregate charges for gas, electricity or water or any combination thereof for purposes of determining the application of the reduced rate pursuant to this section. The city manager shall develop and publish written regulations for determining which person(s) is a service user for the purposes of implementing the lower rates authorized by this section. Such regulations may be amended from time to time. (Ord. 3781 § 1 (part), 1987) 2.35.110 Council authorization to suspend collection of a portion of tax for limited periods of time. The city council may from time to time determine to collect less than the five percent tax imposed by Sections 2.35.060, 2.35.070, 2.35.080 and 2.35.090 from all service users and may suspend a portion of the maximum rates by passage of an ordinance stating: (a) The council's intention to suspend collection of a portion of said tax; (b) The duration of the suspension, which in no event shall exceed one year; (c) The exact portion of the tax, collection of which is being suspended. This rate suspension shall apply to all service users across the board and shall be in effect for one year from the effective date of said ordinance. (Ord. 3781 § 1 (part), 1987) 2.35.120 Collection of tax. (a) Every service supplier shall collect the amount of tax imposed by this chapter from the service user. (b) The tax shall be collected insofar as practicable at the same time as, and along with, the collection of charges made in accordance with the regular billing practice of the service supplier. Except in those cases where a service user pays the full amount of said charges but does not pay any portion of a tax imposed by this chapter, or where a service user has notified a service supplier that he is refusing to pay a tax imposed by this chapter which said service supplier is required to collect, if the amount paid by a service user is less than the full amount of the charge and tax which has accrued for the billing period, a proportionate share of both the charge and tax shall be deemed to have been paid. (c) The duty to collect the tax from a service user shall commence thirty days after the effective date of the ordinance codified in this chapter. If a person receives more than one billing, one or more being for a different period than another, the duty to collect shall arise separately for each billing period. (Ord. 3781 § 1 (part), 1987) 2.35.130 Reporting and remitting. Each service supplier, shall, on or before the last day of each month, make a return to the director of finance, on forms provided by him, stating the amount of taxes billed by the service supplier during the preceding month. At the time the return is filed, the full amount of the tax collected shall be remitted to the director of finance. The director of finance may require further information in the return. Returns and remittances are due immediately upon cessation of business for any reason. (Ord. 3781 § 1 (part), 1987) 2.35.140 Penalty for delinquency. (a) Taxes collected from a service user which are not remitted to the tax administrator on or before the due dates provided in this chapter are delinquent. (b) Penalties for delinquency in remittance of any tax collected or any deficiency in remittance, shall attach and be paid by the person required to collect and remit at the rate of ten percent of the total tax collected or imposed herein. (c) The director of finance shall have power to impose additional penalties upon persons required to collect and remit taxes under the provisions of this chapter for fraud or negligence in reporting or remitting at the rate of ten percent of the amount of the tax collected or as recomputed by the director of finance. (d) Every penalty imposed under the provisions of this section shall become a part of the tax required to be remitted. (Ord. 3781 § 1 (part), 1987) 2.35.150 Records. It shall be the duty of every service supplier required to collect and remit to the city any tax imposed by this chapter to keep and preserve, for a period of three years, all records as may be necessary to determine the amount of such tax as such service supplier may have been required to collect and remit to the city, which records the director of finance shall have the right to inspect at all reasonable times. (Ord. 3781 § 1 (part), 1987) 2.35.160 Failure to pay tax - Administrative remedy. Whenever the director of finance determines that a service user has deliberately withheld the amount of the tax owed by him from the amounts remitted to a service supplier, or that a service user has failed to pay the amount of the tax for a period or four or more billing periods, or whenever the director of finance deems it in the best interest of the city, he shall relieve the service supplier of the obligation to collect taxes due under this chapter from certain named service users for specified billing periods. The director of finance shall notify the service user that he has assumed responsibility to collect the taxes due for the stated periods and demand payment of such taxes. The notice shall be served on the service user by handing it to him personally or by deposit of the notice in the United States mail, postage prepaid thereon, addressed to the service user at the address to which billing was made by the service supplier, or, should the service user have changed his address, to his last known address. If a service user fails to remit the tax to the director of finance within fifteen days from the date of the service of the notice upon him, which shall be the date of mailing if service is not accomplished in person, a penalty of twenty-five percent of the amount of the tax set forth in the notice shall be imposed, but not less than $5.00. The penalty shall become part of the tax herein required to be paid. (Ord. 3781 § 1 (part), 1987) 2.35.170 Actions to collect. Any tax required to be paid by a service user under the provisions of this chapter shall be a debt owed by the service user to the city. Any such tax collected from a service user which has not been remitted to the director of finance shall be deemed a debt owed to the city by the person required to collect and remit. Any person owing money to the city under the provisions of this chapter shall be liable to an action brought in the name of the city for the recovery of such amount including applicable penalties and attorneys' fees. (Ord. 3781 § 1 (part), 1987) 2.35.180 Administrative rules, regulations and agreements. The city manager has the authority to adopt rules and regulations not inconsistent with the provisions of this chapter for the purpose of carrying out and enforcing the payment, collection and remittance of any tax herein imposed, and the city manager may also make administrative agreements to vary the strict requirements of this chapter so that the collection of any tax imposed herein may be made in conformance with the billing procedures of a particular service supplier so long as the overall results of such agreements result in collection of the tax in conformance with the general purpose and scope of this chapter. A copy of such rules and regulations and a copy of any such agreement shall be on file and available for public examination in the office of the city clerk. Failure or refusal to comply with any such rules, regulations or agreements promulgated under this section shall be deemed a violation of this chapter. (Ord. 3781 § 1 (part), 1987) 2.35.190 Refunds. (a) Claim Required. Prior to seeking judicial relief with respect to a dispute regarding whether the amount of any tax has been overpaid, paid more than once or erroneously or illegally collected or received by the city under this chapter, an aggrieved taxpayer, fee payer, service supplier, service user or any other person must comply with the provisions of section 2.28.230 of this code. (b) Service Suppliers. A service supplier may claim a refund or take as credit against taxes collected and remitted, the amount overpaid, paid more than once, or erroneously or illegally collected or received when it is established in a manner prescribed by the director of finance that the service user from whom the tax has been collected did not owe the tax; provided, however, that neither a refund nor a credit shall be allowed unless the amount of the tax so collected has either been refunded to the service user or credited to charges subsequently payable by the service user to the service supplier. (Ord. 5078 § 5, 2010: Ord. 3781 § 1 (part), 1987) 2.35.200 Bundling Taxable Items with Nontaxable Items. If any nontaxable charges are combined with and not separately stated from taxable service charges on the customer’s bill or invoice of a service supplier, the combined charges are subject to tax unless the service supplier identifies, by reasonable and verifiable standards, the portions of the combined charges that are nontaxable and taxable through the service supplier’s books and records kept in the regular course of business, and in accordance with generally accepted accounting principles, and not created and maintained for tax purposes. If the service supplier offers a combination of taxable and non-taxable services, and the charges are separately stated, then for taxation purposes, the values assigned the taxable and non-taxable services shall be based on its books and records kept in the regular course of business and in accordance with generally accepted accounting principles, and not created and maintained for tax purposes. The service supplier has the burden of proving the proper valuation and apportionment of taxable and non-taxable charges. SECTION 2. General Tax. Proceeds of the tax imposed by this Ordinance shall be deposited in the general fund of the City and shall be available for any legal purpose. SECTION 3. Amendment or Repeal. The City Council may repeal Chapter 2.35 of the Palo Alto Municipal Code or amend that Chapter without a vote of the people except that any amendment to Chapter 2.35 that increases the amount or rate of tax due from any Person beyond the inflation-adjusted amounts and rates authorized by this Ordinance may not take effect unless approved by a vote of the people. SECTION 4. Severability. If any section, subsection, sentence, clause, phrase, or portion of this Ordinance is for any reason held to be invalid or unenforceable by a court of competent jurisdiction, the remaining portions of this Ordinance shall nonetheless remain in full force and effect. The people hereby declare that they would have adopted each section, subsection, sentence, clause, phrase, or portion of this Ordinance, irrespective of the fact that any one or more sections, subsections, sentences, clauses, phrases, or portions of this Ordinance be declared invalid or unenforceable. SECTION 5. Effective Date. This ordinance shall be effective only if approved by a majority of the voters and shall go into effect immediately after the vote is declared by the City Council and the duty of service providers to collect the tax shall commence as provided in California Public Utilities Code Section 799. SECTION 6. Execution. The Mayor is hereby authorized to attest to the adoption of this Ordinance by the voters of the City by signing where indicated below. SECTION 2. Adoption of Measure. If a majority of qualified electors voting on such measure shall vote in favor of City of Palo Alto Measure “___”, the amendment to Article III, Section 2 of the Charter shall be deemed ratified and shall read as follows: Sec. 2. Number - Term. Commencing July 1, 1971 January 1, 2019, said council shall be composed of nine seven members, each of whom shall be an elector and shall have been a resident of the city of Palo Alto for at least thirty days next preceding the final filing date for nomination papers for such office. The members of said council shall be known as councilmen, councilwomen, or council members and their terms of office shall be four years, commencing on the first day of January next succeeding their election. The terms of council members who took office on July 1, 1977, shall expire on December 31, 1981. Commencing January 1, 1992, no person shall be eligible to serve consecutively in more than two full terms of office as a member of the council. Any partial term of office longer than two years shall be deemed a full term. Terms of office commenced before January 1, 1992, shall not be counted when determining eligibility under this section. Attachment E City of Palo Alto (ID # 5349) City Council Staff Report Report Type: Consent Calendar Meeting Date: 12/8/2014 City of Palo Alto Page 1 Summary Title: Social Media Services Contract Amendment Title: Approval of Amendment No. 2 to Contract S14153842 with Comment Ground, LLC to Extend the Term from June 30, 2015 to February 28, 2016 for a Total to Not to Exceed of $160,000 for Social Media Support, Development and Maintenance of City’s Social Media Network and Internal Training of Social Media Administrators From: City Manager Lead Department: City Manager Recommendation Staff recommends that Council approve Amendment No. 2 to the contract with Comment Ground, LLC to extend the term from June 30, 2015 to February 28, 2016 and increase the not- to-exceed compensation by $75,000 from $85,000 to $160,000 for social media support, development and maintenance of City’s social media network and internal training of social media administrators. Executive Summary The City is increasingly providing information, responding to residents and engaging with the community via social media. Palo Alto was again this year named as one of the leading digital cities of its size by the Center for Digital Government, and the City’s integration of social media and online tools for citizen engagement was highlighted as a key element of this recognition and award. The City uses seven different social media networks, including Facebook, Twitter, YouTube, Pinterest, Google+, Nextdoor and Open City Hall. In total across the City, there are more than 45 social media channels that are used to reach various targeted audiences. Social media is used by the City to respond to a resident’s questions, concerns and comments; drive traffic to its website; provide information to the media; and promote city events, as well as support citywide communications and outreach opportunities. These efforts have been focused on directly engaging with those living and working in Palo Alto. Comment Ground has been tasked with providing internal training across City departments for employees with responsibilities for social media channels; developing administrative protocols to ensure network integrity and control; developing consistent metrics and analysis of social media growth and engagement; City of Palo Alto Page 2 and fostering the integration of social media networks. The result has been a substantial increase in both the growth and engagement on the City’s social media sites, as well as the increased reliance on these channels for information and updates on City programs and activities. Discussion In March 2014, the City conducted a solicitation process for a social media specialist to create and implement an online strategy to increase the use of social media in the City’s overall communications. Following the process, Comment Ground has been selected to support and manage the City’s social network platforms. The funding for the social media specialist came from salary savings within the City Manager’s Office for under $25,000. Under the current contract, Common Ground has been tasked with the development of a consistent and robust social media presence and integration of social media into the City’s overall communications. In addition, Common Ground has worked collaboratively with other departments to provide internal training, social media strategy guidance and best practices implementation for those with responsibilities for social media channels. The result has been a significant and substantial increase in both the numbers following the City on its social media platforms, community response, and increased reliance on social media for information about the City. Staff evaluated the services of Comment Ground and decided to amend the original contract to $85,000 through the sole source process. As of December 1, 2014 $58,590 has been spent with a monthly average of $6,510 in costs for social media services. The compensation is expected to reach the contract limit by mid-spring 2015. Staff is requesting that City Council approve the Amendment No. 2 so that the City can continue to engage the community through social media networks, costing roughly $6,250 per month or $75,000 annually, through February 28, 2016. Deliverables under this contract will include quarterly training for internal staff with responsibilities for social media networks; monthly reporting on growth and engagement across platforms with the goal of increasing both by 20 percent; continued support of city programs, events and community outreach efforts via social media, and an expanded presence on both Nextdoor and Open City Hall community engagement platforms. Resource Impact Funding for the amendment is available from the City Manager’s FY 2015 budget. Funding for the second year will be evaluated as part of the Fiscal Year 2016 budget process. Environmental The approval of this contract amendment does not constitute a project for purposes of CEQA or the CEQA Guidelines. Attachments:  Attachment A - Contract S14153842 - Amendment 2 (PDF) 1 Revision April 28, 2014 AMENDMENT NO. 2 TO CONTRACT NO. S14153842 BETWEEN THE CITY OF PALO ALTO AND COMMENT GROUND, LLC This Amendment No. 2 to Contract No. S14153842 (“Contract”) is entered into December 8, 2014, by and between the CITY OF PALO ALTO, a California chartered municipal corporation (“CITY”), and COMMENT GROUND, LLC, a California Limited Liability Company, located at 744 Oak Street, Apt. No. 7, San Francisco, California, 94117, Telephone (415) 430-7591 ("CONSULTANT"). R E C I T A L S A. The Contract was entered into between the parties for the provision of providing services to increase the use of social media B. The City intends to extend the contract term and increase the compensation from $85,000.00 by $75,000.00 to $160,000.00 for the continuation of services per Exhibit A, Scope of Services. C. The parties wish to amend the Contract. NOW, THEREFORE, in consideration of the covenants, terms, conditions, and provisions of this Amendment, the parties agree: SECTION 1. Section 2 is hereby amended to read as follows: “SECTION 2. TERM. The term of this Agreement shall be from the date of April 14, 2014 through February 28, 2016 unless terminated earlier pursuant to Section 19 of this Agreement.” SECTION 2. 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 One Hundred Sixty Thousand Dollars ($160,000.00). 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”.” DocuSign Envelope ID: EA1233B3-05A9-40AF-B995-F06ED2D0C013 2 Revision April 28, 2014 SECTION 3. 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 reference: a. Exhibit “B” entitled “SCHEDULE OF PERFORMANCE”. b. Exhibit “C” entitled “COMPENSATION”. SECTION 4. Except as herein modified, all other provisions of the Contract, including any exhibits and subsequent amendments thereto, shall remain in full force and effect. IN WITNESS WHEREOF, the parties have by their duly authorized representatives executed this Amendment on the date first above written. CITY OF PALO ALTO APPROVED AS TO FORM: COMMENT GROUND, LLC Attachments: EXHIBIT "B": SCHEDULE OF PERFORMANCE EXHIBIT "C": COMPENSATION DocuSign Envelope ID: EA1233B3-05A9-40AF-B995-F06ED2D0C013 Cofounder 3 Revision April 28, 2014 EXHIBIT “B” SCHEDULE OF PERFORMANCE CONSULTANT shall perform the Services so as to complete each milestone by the date 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 DATE Completion of Scope of Services (EXHIBIT “A”) 06/30/2014 Amendment No. 1, Continuation of services (EXHIBIT “A”) 06/30/2015 Amendment No. 2, Continuation of services (EXHIBIT “A”) 2/28/2016 DocuSign Envelope ID: EA1233B3-05A9-40AF-B995-F06ED2D0C013 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 $160,000.00. CONSULTANT agrees to complete all 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. 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. All requests for payment of expenses shall be accompanied by appropriate backup information. Any expense anticipated to be more than $100.00 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 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. 4 DocuSign Envelope ID: EA1233B3-05A9-40AF-B995-F06ED2D0C013 Certificate of Completion Envelope Number: EA1233B305A940AFB995F06ED2D0C013 Status: Completed Subject: Please DocuSign this document: S14153842 Amendment No 2.pdf Source Envelope: Document Pages: 4 Signatures: 1 Envelope Originator: Certificate Pages: 4 Initials: 0 Chris Anastole AutoNav: Enabled EnvelopeId Stamping: Enabled 250 Hamilton Ave Palo Alto , CA 94301 chris.anastole@cityofpaloalto.org IP Address: 199.33.32.254 Record Tracking Status: Original 11/24/2014 9:05:31 AM PT Holder: Chris Anastole chris.anastole@cityofpaloalto.org Location: DocuSign Signer Events Signature Timestamp Ash Ahmad ash@commentground.com Cofounder Security Level: Email, Account Authentication (None)Using IP Address: 76.218.200.249 Sent: 11/24/2014 9:08:11 AM PT Viewed: 11/24/2014 11:43:44 AM PT Signed: 11/25/2014 11:02:27 AM PT Electronic Record and Signature Disclosure: Accepted: 11/25/2014 11:01:19 AM PT ID: 4118bb20-7934-4cd3-a6c5-08ab242ff1a1 In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Cash Alaee Khashayar.Alaee@CityofPaloAlto.org Security Level: Email, Account Authentication (None) Sent: 11/25/2014 11:02:28 AM PT Electronic Record and Signature Disclosure: Not Offered ID: Notary Events Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 11/25/2014 11:02:28 AM PT Certified Delivered Security Checked 11/25/2014 11:02:28 AM PT Signing Complete Security Checked 11/25/2014 11:02:28 AM PT Completed Security Checked 11/25/2014 11:02:28 AM PT Electronic Record and Signature Disclosure CONSUMER DISCLOSURE From time to time, City of Palo Alto (we, us or Company) may be required by law to provide to you certain written notices or disclosures. 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City of Palo Alto (ID # 5352) City Council Staff Report Report Type: Consent Calendar Meeting Date: 12/8/2014 City of Palo Alto Page 1 Summary Title: Avenidas Naming Plan for Fundraising Campaign Title: Approval of Facility Naming Plan for Avenidas Bryant Street Center, a City-owned Facility Located at 450 Bryant Street From: City Manager Lead Department: City Manager Staff Recommendation: Approve proposal from Avenidas regarding its Naming Recognition Plan (Attachment A). Discussion: Pursuant to City’s Policy and Procedure 1-15, Naming City-Owned Land and Facilities, Section 3, B (updated by Council November 14, 2007, CMR: 410:07), attached is a proposal from Avenidas for a Naming Recognition Plan. On June 23, 2014, City Council approved a Request to Issue Notice of Intent to Award 50 Year Lease to Avenidas for 450 Bryant Street Site to Allow Continued Use of Building for Senior Services on the consent calendar by a 9-0 vote. The lease agreement is scheduled to come before Council on December 15, 2014. Additional information regarding the historical relationship between the City and Avenidas and Avenidas’s services and plans for the future can be found in the attachments. Approval of the Naming Recognition Plan will allow Avenidas to continue the silent phase of its fundraising capital campaign with further legitimacy. On September 8, 2014, Avenidas submitted an application and conceptual project plans to go through the optional Preliminary Architectural Review process with the Architectural Review Board (ARB) and Historic Resources Board (HRB). The Development Review Committee (DRC) discussed the project on October 1, 2014. Avenidas received DRC feedback on the conceptual project plans on October 27, 2014 after a detailed review. Subsequent to the DRC, Avenidas discussed opportunities, constraints, and design concepts with the HRB on November 5, 2014 and the ARB on November 6, 2014. Both of these meetings were publicly noticed study sessions. No formal applications, actions or recommendations have been given by the HRB or ARB and the conceptual project’s compliance with local zoning is pending review. Resource Impact: At this time there is no budget impact from this report. City of Palo Alto Page 2 Policy Implications: The naming of sub-facilities of City-owned buildings is consistent with Section 3 of City Policy 1-15 (Naming of City Facilities). Support of senior programs through our partners at Avenidas furthers Policy C- 18 of the Community Services element of the Comprehensive Plan (Support and promote the provision of comprehensive senior services in coordination with senior service providers), as well as Policy C-7 (Actively work with private, nonprofit, and public community service organizations to coordinate services such as childcare, senior services, and recreation to avoid duplication and maximize efficiency). Environmental Review: The recommendation in this report does not constitute a project requiring review under the California Environmental Quality Act (CEQA). Attachments:  Attachment A: Avenidas Request to Council Naming Plan (PDF)  Attachment B: City Policy 1-15, Naming City-Owned Land and Facilities (PDF)  Attachment C: 6-23-2014 Staff Report (PDF)  Attachment D: 6-23-14 Minutes (PDF) Memorandum To: Palo Alto City Council From: Lisa Hendrickson, on behalf of Avenidas Date: October 27, 2014 Re: Naming Recognition Plan Supporting Avenidas’ Project to Expand and Renovate 450 Bryant Street Avenidas has leased City-owned property at 450 Bryant St. since 1976 and is currently working with the City to replace the current lease with a new 50-year lease to assure that Avenidas can continue to offer services to the City’s older adults from this location for many years to come. Avenidas’ Bryant Street Center is a community center with activities and services for independent older adults and their family caregivers. At the Center, Avenidas offers a broad range of health and wellness services including acupuncture, massage, fitness classes, health screenings, and lectures; classes and workshops in computer learning, language, art, travel, wine appreciation, etc.; information and counseling services and geriatric care management for issues related to aging; and flexible transportation options for running errands, getting to and from appointments, and participating in social activities. In addition, lunch is served each weekday by La Comida de California. The Center was designed by Palo Alto architect Birge Clark and built in 1926 as the City of Palo Alto Police and Fire Station. Avenidas modified and renovated the building in 1977-1978 when its occupancy of the building began. Over the past six years, Avenidas has been exploring how to continue to provide the highest level of services to the community and accommodate the growing demand at this location. The senior population is large and growing rapidly. The 55+ segment of Palo Alto’s population grew 25% between 2000 and 2010 and today represents almost one-third of the total population of the city. As indicated in the City of Palo Alto’s Comprehensive Plan, Avenidas (formerly the Senior Coordinating Council) is the sole provider of senior services on behalf of the City of Palo Alto. Consistent with the Comprehensive Plan goals for community services, Avenidas must evolve and adapt to the changing needs of the aging population. Meeting these needs starts with our programs and extends into our physical infrastructure. The expansion and remodeling of our facilities is fundamental to our ability to continue to provide the highest level of service to the Palo Alto community. More program space is needed to meet increasing demand and we believe that an updated and more modern interior will have greater appeal to the incoming Baby Boomers. To assure that Avenidas remains a best in class organization, we have committed to a capital project to expand and remodel the facilities, and raise $12 million to cover the project costs. We expect that this campaign will run through, approximately, December 2015. As an inducement to individuals and family foundations to make significant gifts to the capital campaign, we need to offer opportunities to name parts of the new/renovated facility. We have identified the following naming opportunities and approximate values. Please refer to the attached Exhibits for the location of each space. With the exception of the New Wing, all spaces are in the interior of the building. The names will be associated with the spaces for the duration of Avenidas’ lease with the City. New Wing: at the rear of the building, with entry off the Ramona Street parking lot. Approximately 4,800 sf and including an atrium/lobby, Fitness Room, large multi- purpose room (Art Studio), small meeting room and 4-person office (Village office) $5,000,000 Fitness Room: $1,000,000 Longevity Lab: (name pending), large meeting room $1,000,000 at the northeast corner of the old building and gallery space in the Bryant Street lobby Art Studio: Lower-level room in new wing $ 500,000 New Classroom: Large classroom in the southeast corner $ 500,000 of the old building Coffee Café: Coffee bar and gathering spot in rear atrium $ 250,000 Village Offices: in the New Wing $ 250,000 Reception & Front Desk and lobby: in the old building $ 250,000 Upstairs Classroom(s): in the old building $ 250,000 New Classroom: Smaller classroom in the New Wing $ 100,000 Social Work Meeting Room/Office #1: in the old building $ 100,000 Social Work Meeting Room/Office #2 $ 100,000 Staff Lounge $ 100,000 Boardroom/Classroom $ 100,000 Small Upstairs Classroom/Meeting Room $ 100,000 Conference Room: upstairs in the old building $ 100,000 Upstairs Lounge: in the old building $ 100,000 Maintenance of these spaces will be the responsibility of Avenidas, consistent with the terms of its lease with the City. The project has not been approved and is currently in the entitlement process. We anticipate submitting an application for project approval and a building permit in the next few months. However, we are now beginning the silent phase of the capital campaign and are beginning conversations with prospective lead donors, many of whom will want to know the naming opportunities in the new space. Therefore, we respectfully request the City Council’s approval of this Naming Recognition Plan. This request is consistent with Section 3 of the City of Palo Alto Facility naming Policy (Policy 1-15: Naming City-owned land and facilities). POLICY AND PROCEDURES 1-15/MGR Revised: April 2008 Page 1 of 8 NAMING CITY-OWNED LAND AND FACILITIES POLICY STATEMENT The purpose of this policy is to ensure that City-owned land and facilities, when named for individuals, are persons who have made significant contributions or performed services deemed to have been of major importance to the community. This policy establishes uniform procedures for the naming of City-owned land and facilities as set forth by Council Resolution No. 6211, approved on December 12, 1983, and revised by Council on April 12, 2004. The policy is applicable to new and existing City-owned land and facilities. The policy provides a mechanism for citizens to suggest names which they believe should be considered for new City facilities or land acquisitions and for the renaming of existing facilities and lands. The policy also establishes criteria which will guide the Historical Association and the appropriate City Commission or Committee in recommending names to the Council for approval. Naming and renaming City-owned land and facilities shall be the responsibility of the City Council. However, places within City-owned land or facilities, such as a room or patio within a building or a trail or athletic field within a park, which do not require formal dedication by the City Council, may be named by the City Manager or his/her designee, subject to final approval by the City Council via the consent calendar. This process does not apply to the naming of streets which will continue to be processed through the Planning and Community Environment Department (Policy and Procedure 1-16: Naming of City Streets). The naming of a street may be considered an appropriate alternative means of honoring an individual. The City Council has determined that significant individual, family or foundation contributions to the construction/renovation of City facilities can be recognized through the naming of said facilities after these groups. This document outlines the procedure to be followed when a fund- raising group or board, with the approval of the City Council, embarks upon a capital campaign for the purpose of securing private funds for the acquisition of land, renovation/expansion of an existing building, or the construction of a new facility, and wishes to offer naming opportunities in recognition of significant donations of money or land. The City Council has determined that significant contributions from corporations or corporate foundations to capital campaigns will not be accepted in exchange for the ability to name entire facilities in recognition of these corporate entities. However, the City Council has agreed to allow naming recognition of corporate or commercial entities in facility interiors or on sub-facilities as described in this policy. Business logos associated with any benefactor seeking naming rights shall not be allowed on any City owned land, facility, building or sub-facility under this policy. POLICY AND PROCEDURES 1-15/MGR Revised: April 2008 Page 2 of 8 The City may remove any business name from a City facility or property if the business declares bankruptcy and goes out of business. The City may remove any individual name from a City facility or property if the person is convicted of a felony or other crime of moral turpitude. If a name is removed under this provision, the City shall not be required to return the donation. SECTION 1: PROCEDURE FOR NAMING NEW FACILITIES OR CITY-OWNED LANDS In cases involving a major capital fundraising campaign, there will be a separate and different procedure from the one outlined below. Section 3 below on “Naming Recognition for Capital Campaigns” further outlines this process. A. Responsibility of the Project Manager Implementation of this policy is the responsibility of the department in which the project to be named is managed. In the instance of a new City-owned land or facility, the project manager should incorporate the process for naming into the project schedule so the naming is accomplished in a timely manner. 1. Requests concerning a name to be given to the City-owned land or facility shall be made in writing on an approved suggestion form to the City Clerk. a. The project manager should alert the City Clerk when to expect the submission of names and the anticipated time frame for the naming process. b. The project manager may submit suggested names on an approved suggestion form on behalf of staff or citizens who have been involved in the project development. c. In some instances, it may be appropriate to actively solicit suggestions and, in those cases, the project manager should specify a time frame for submissions and method of notification. d. All submittals, whether from an individual or an organization, must include the name and address of the submitter. No anonymous submittals will be accepted. e. All suggestions will be given the same consideration without regard to the nomination source. 2. The project manager is responsible for conveying the name suggestion forms from the City Clerk to the Palo Alto Historical Association and presenting the recommendations from the Historical Association to the appropriate commission or committee whose sphere of influence is most closely associated with the facility in question. The Parks and Recreation Commission shall review name suggestions for acquired land to be dedicated as a park, recreational facilities, community centers and interpretive centers. The Library POLICY AND PROCEDURES 1-15/MGR Revised: April 2008 Page 3 of 8 Advisory Commission shall review name suggestions for library facilities. The Public Art Commission shall review name suggestions for art facilities. The Policy and Services Committee shall review name suggestions for police, fire or utility facilities as well as major civic complexes. a. The Historical Association may also originate suggestions for names or provide suggestions for appropriate alternatives as part of its recommendations. b. The project manager shall assure that adequate time is allowed for the Historical Association and the appropriate commission or committee to evaluate the recommended names. c. The Historical Association shall determine if the suggested names meet the criteria of appropriate significance, and shall submit the recommendations to the appropriate commission or committee together with the rationale for the recommendations. The response from the Historical Association shall acknowledge all the names that are submitted, but recommend only those which it feels meet the criteria and warrant serious consideration. B. Responsibility of the Reviewing Commission Or Committee 1. The commission or committee shall conduct a public hearing, confirm that the recommended names meet the criteria of appropriate significance, select recommendation(s) provided by the Historical Association, and shall forward its recommendation to the City Council. The report from the commission or committee shall acknowledge all of the recommended names together with their evaluation, but present only the name(s) which it feels best meets the criteria and merits serious consideration by the City Council. 2. Once approved, a transmittal and resolution will be prepared by staff for consideration and approval by the City Council. The transmittal shall include a narrative of historic reference prepared by the Palo Alto Historical Association for the name, a copy of the name suggestion form, and minutes of the Commission meeting when the recommendation was discussed. C. Criteria The following criteria shall be used in selecting an appropriate name for City-owned land and facilities. 1. The name should, if possible, have or preserve the geographic, environmental (relating to natural or physical features), historic or landmark connotation of particular significance to the area in which the land or facility is located, or for the City as a whole. Either connotation is equally valid. POLICY AND PROCEDURES 1-15/MGR Revised: April 2008 Page 4 of 8 2. Acknowledgement of contributions: Consideration may be given to naming the City- owned land or facility after an individual when the land or facility, or the money for its purchase, has been donated by the individual, or when otherwise warranted by some contribution or service which is deemed to be of major and lasting significance to the acquisition of that piece of land, or planning, development, construction or renovation of that particular facility. Donation of land or resources shall not constitute an obligation by the City to name the land or facility or any portion thereof, after an individual, family, or individual/family foundation. City-owned lands, parks, or entire facilities shall not be named for benefactor organizations, groups or businesses, but in special cases, may be considered for sub-facilities such as rooms or playgrounds. In cases involving a major capital fundraising campaign, see Section 3 below – Naming Recognition for Capital Campaigns. 3. Names honoring individuals or families, other than those of recognized historic importance, must be supported by compelling reasons. 4. In the event the City-owned land or facility was formerly school property or had other ownership such that the name of the school, building or site has community significance or community recognition, consideration may be given to preserving that name. 5. The City encourages naming which reflects the City’s ethnic and cultural diversity. 6. No City-owned land or facility shall be named after a seated elected or appointed official. 7. No City-owned land or facility shall be named after a person whose contribution to the City of Palo Alto was or is a part of that individual’s normal duties as an employee of the City. An exception may be made for former such employees who have contributed volunteer services of an exceptional nature beyond their normal duties. 8. When naming sub-facilities or interior spaces, such as rooms or playgrounds, after corporate or commercial entities or foundations, these entities must abide by the City’s anti-discrimination policy. D. Council Action 1. The recommendations received from the Historical Association and the commission or committee shall be placed on the Council agenda for final approval. 2. Action by the Council shall be by Council Resolution. E. Follow-up to Selection of the Name 1. The above-described process for selecting an appropriate name should precede the preparation of a park dedication ordinance. POLICY AND PROCEDURES 1-15/MGR Revised: April 2008 Page 5 of 8 2. Subsequent to approval by the City Council, the name for the City-owned land or facility shall be conveyed to the Department of Public Works for incorporation in City official maps and plans, and to the Palo Alto Historical Association for its records. F. Naming Places Within City-owned Land or Facilities In the case of places within City-owned land or facilities, where the policy does not require a Council resolution, responsibility for requesting Council approval of the new name shall reside with the department head who manages the land or facility. Ideally, the naming of features within a park and specific trails or facilities within open space lands will occur during the master plan or site plan process. Names within parks should be appropriate to the park by reflecting the expression of the place (topography, geology, natural features), flora and fauna, or history of the area. In advance of the naming, the department head shall send a memorandum to the City Manager advising of the proposed action and requesting approval. The City Manager will then seek approval of the name from the City Council via the consent calendar. SECTION 2: PROCEDURE FOR RENAMING EXISTING FACILITIES OR CITY- OWNED LANDS Existing place names are deemed to have historic recognition. City policy is not to change the name of any existing facilities or City-owned land, particularly one whose name has City or regional significance, unless there are compelling reasons to do so. Further, the City will consider renaming to commemorate a person or persons only when the person or persons have made major, overriding contributions to the City and whose distinctions are as yet unrecognized. A. Renaming Suggestions 1. All requests concerning a new name to be given to the City-owned land or facility shall be made in writing on an approved suggestion form to the City Clerk. The suggestion must detail how the proposed name change is consistent with the criteria, the purpose of the name change, and how the new name is directly associated with the land or facility. 2. All submittals, whether from an individual, organization or City staff, must include the name and address or the submitter. No anonymous submittals will be accepted. 3. The City Council shall initiate the renaming process by referral of the public or staff request to the commission or committee whose sphere of influence is most closely associated with the facility in question. Council can also initiate the renaming of lands or a facility without a public request whenever deemed necessary or in the best interest of the City of Palo Alto, following established criteria. Once the referral is made by the City POLICY AND PROCEDURES 1-15/MGR Revised: April 2008 Page 6 of 8 Council to a specific commission or committee, the commission or committee will await comment and evaluation of the new name from the Palo Alto Historical Association. B. Responsibility of the Project Manager 1. The City Clerk is responsible for conveying the name suggestion form(s) received by the deadline to the Project Manager, who will be responsible for forwarding to the Palo Alto Historical Association and then transmitting the recommendation(s) from the Palo Alto Historical Association to the appropriate commission or committee as outlined in Section A above. 2. The recognized neighborhood association in the vicinity of the land or facility will be notified of the proposed name change at the time the reviewing commission or committee receives the report from the Historical Association. C. Responsibility of the Reviewing Commission Or Committee 1. The commission or committee shall conduct a public hearing, confirm that the suggested name(s) meet the criteria of appropriate significance, select recommendation(s) from the names provided by the Historical Association, and shall forward its recommendation to the City Council. The report from the commission or committee shall acknowledge any recommended names together with its evaluation, but present only the name or names which it feels best meets the criteria and merits serious consideration by the Council. 2. Once approved, a transmittal and resolution will be prepared by staff for consideration and approval by the City Council. The transmittal shall include a narrative of historic reference for the name or names, together with a copy of the name suggestion form. D. Criteria Each application for renaming a city park or facility must meet the criteria in this policy, but meeting all criteria does not ensure renaming. City-owned lands and facilities may be renamed for an individual(s) under the following conditions. Where the individual: 1. Has made lasting and significant contributions to the protection of natural or cultural resources of the City of Palo Alto, or 2. Has made substantial contributions to the betterment of a specific facility or park, consistent with the established standards for the facility, or 3. Has made substantial contributions to the advancement of commensurate types of recreational opportunities within the City of Palo Alto. POLICY AND PROCEDURES 1-15/MGR Revised: April 2008 Page 7 of 8 E. Council Action 1. The recommendations received from the Palo Alto Historical Association and commission or committee shall be submitted for Council approval. 2. Action by the Council shall be by Council Resolution. F. Follow-up to Selection of Name 1. Subsequent to approval by the City Council, the new name for the City-owned land or facility shall be conveyed to the Department of Public Works for incorporation in City official maps and plans, and to the Palo Alto Historical Association for its records. NOTE: Questions and/or clarification of this policy should be directed to the City Manager's Office. SECTION 3: PROCEDURE FOR OFFERING NAMING RECOGNITION FOR SIGNIFICANT DONATIONS TO CAPITAL FUNDRAISING CAMPAIGNS This section applies to any organized fundraising initiated by the City, a Board/Commission or other group whose sole purpose is to support City programs and operations in support of the renovation/expansion of an existing building, the construction of a new facility, the acquisition of a building/land, or the furnishings, fixtures and equipment in said facilities. A. Responsibility of the staff liaison to the Board, Commission, Task Force or group conducting the Capital Campaign Implementation of this policy is the responsibility of department in which the project to be acquired/constructed/renovated is managed. A staff liaison appointed to work with the board/committee will guide them through the process and manage appropriate contacts with other departments as necessary during the acquisition, design and construction process. This will ensure that appropriate information and materials are provided to the group and that opportunities and expectations are clear, understandable, and feasible within the framework of the project. B. When a Capital Campaign is initiated by the City, a Commission or other group whose sole purpose is to support City programs and operations, accommodations to the procedures outlined in Sections 1 and 2 shall be made as follows: a. The organizing body may meet and discuss preliminary plans with the City’s liaison, Department Head and the City Attorney’s office in order to facilitate any “silent” fundraising period. b. The organizing body shall request authorization from the City Council for a Naming Recognition Plan in support of a specific project. They shall provide the following information in their request: POLICY AND PROCEDURES 1-15/MGR Revised: April 2008 Page 8 of 8 i. Name of the organizing body; ii. Purpose of the campaign; iii. Monetary goal of the campaign; iv. Expected term of the campaign; v. Plan for naming recognition including a schedule of naming opportunities and associated gift levels vi. Maintenance/replacement of naming recognition items – City staff shall work with the organizing body to ensure that the plan includes acknowledgement of the maintenance responsibilities associated with any naming recognition items within the facility. c. Once the Naming Recognition Schedule has been approved by the City Council, the fund-raising body shall have the authority to proceed with making commitments for naming opportunities with potential donors subject to final Council review. d. The naming of a facility or sub-facility will not occur until the pledged donation is received. e. Consistent with the Gifts to the City policy, all gifts paid directly to the City shall be duly reported to the Administrative Services Department (ASD) Director and recognized appropriately in accordance with that policy (Policies and Procedures 1-18). If a donation was given anonymously, the donor’s identity shall be protected to the extent possible. f. Under this procedure, the organizing body must present a final report to the City Council for approval, detailing the funds received and any naming opportunities granted, along with a timeline for the completion of the recognition. The group may also come to the Council at any time during the capital campaign for approval of one or more naming recognition items. All naming recognition must be adopted by resolution of the City Council. The City Manager or designee can also request that any donations and associated naming recognitions be brought to the City Council at an earlier point in the capital campaign for approval. C. The one exception to this procedure shall be for the naming of an entire building as recognition for a significant monetary or land contribution. If a fund-raising group secures a donation significant enough to warrant naming the entire facility in recognition of that individual, family or foundation, this should be presented directly to the City Council for approval separately and as soon as possible after this type of donation is secured. As part of this approval process, the Council may solicit input from the Palo Alto Historical Association or the appropriate board/commission. Consistent with the policy statement, the City will not recognize significant corporate donations by naming an entire facility in honor of these entities. D. In cases of major building reconfigurations or disasters that destroy or damage portions of the building, the City reserves the right to remove and not replace naming recognitions. However, the City will consider the original donation intent in these instances and make accommodations as feasible. POLICY AND PROCEDURES 1-15/MGR Revised: April 2008 Page 1 of 3 APPLICATION FOR NAMING OR RENAMING CITY-OWNED LANDS OR FACILITIES Naming objectives: 1. Ensure that parks, recreational areas and facilities are easily identified and located. 2. Ensure that names designated for parks, recreational areas and facilities are consistent with the values and character of the area or neighborhood served. 3. Encourage public participation in the naming, renaming and dedication of parks, recreation areas and facilities. 4. Encourage the donation of land, funds for land acquisition or development by individuals and groups. Criteria for naming new facilities or parks: The following criteria shall be used in selecting an appropriate name for City-owned land and facilities. 1. The name shall have or preserve the geographic, environmental (relating to natural or physical features), historic or landmark connotation of particular significance to the area in which the land or facility is located, or for the City as a whole. Either connotation is equally valid. 2. Consideration may be given to naming the City-owned land or facility after an individual when the land or facility, or the money for its purchase, has been donated by the individual, or when otherwise warranted by some contribution or service which is deemed to be of major and lasting significance to the acquisition of that piece of land, or planning, development, construction or renovation of that particular facility. Donation of land or resources shall not constitute an obligation by the City to name the land or facility or any portion thereof, after an individual or family. City-owned lands or parks shall not be named for benefactor organizations, groups or businesses, but in special cases, may be considered for sub- facilities such as rooms or playgrounds. 3. Names honoring individuals or families, other than those of recognized historic importance, must be supported by compelling reasons. 4. In the event the City-owned land or facility was formerly school property or had other ownership such that the name of the school, building or site has community significance or community recognition, consideration may be given to preserving that name. 5. The City encourages naming which reflects the City’s ethnic and cultural diversity. 6. No City-owned land or facility shall be named after a seated elected or appointed official. 7. No City-owned land or facility shall be named after a person whose contribution to the City of Palo Alto was or is a part of that individual’s normal duties as an employee of the City. An exception may be made for former such employees who have contributed volunteer services of an exceptional nature beyond their normal duties. 8. When naming sub-facilities, such as rooms or playgrounds, after corporate or commercial entities or foundations, these entities must abide by the City’s anti-discrimination policy. POLICY AND PROCEDURES 1-15/MGR Revised: April 2008 Page 2 of 3 Criteria for renaming existing facilities of parks: Each application for renaming a city park or facility must meet the criteria listed above, but meeting all criteria does not ensure renaming. Existing place names are deemed to have historic recognition. City policy is not to change the name of any existing facilities or City-owned land, particularly one whose name has City or regional significance, unless there are compelling reasons to do so. Further, the City will consider renaming to commemorate a person or persons only when the person or persons have made major, overriding contributions to the City and whose distinctions are as yet unrecognized. City-owned lands and facilities may be renamed for an individual(s) under the following conditions. Where the individual: 1. Has made lasting and significant contributions to the protection of natural or cultural resources of the City of Palo Alto, or 2. Has made substantial contributions to the betterment of a specific facility or park, consistent with the established standards for the facility, or 3. Has made substantial contributions to the advancement of commensurate types of recreational opportunities within the City of Palo Alto. Suggestions for naming or renaming City-owned lands or facilities shall be evaluated on the basis of the above criteria and upon appropriate documentation. Person making the name suggestion (required): Address (required):_____________________________________________________________ Contact phone number (required):_________________________________________________ E-mail (not required):___________________________________________________________ Location of site or facility to be named:_____________________________________________ Suggested name (required):_______________________________________________________ Biographical information: (Explain) ________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ Civic involvement: (Explain) ______________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ POLICY AND PROCEDURES 1-15/MGR Revised: April 2008 Page 3 of 3 ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ Connection to the facility: (Please explain in depth) ____________________________________ ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ Reason for Nomination (required): _________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ Additional Comments (additional information may be attached): _________________________ ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ Date Received by the City Clerk: ____________________________________ Submitted to Palo Alto Historical Association: _________________________ Date scheduled for review by commission: ____________________________ City of Palo Alto (ID # 4922) City Council Staff Report Report Type: Consent Calendar Meeting Date: 6/23/2014 City of Palo Alto Page 1 Summary Title: New Lease between the City of Palo Alto and Avenidas at 450 Bryant Street Title: Request to Issue Notice of Intent to Award 50 Year Lease to Avenidas for 450 Bryant Street Site to Allow Continued Use of Building for Senior Services From: City Manager Lead Department: Administrative Services RECOMMENDATION Staff recommends that the City Council authorize the City Manager to begin the process of providing a public notice of the City of Palo Alto’s intent to enter into a new, fifty (50) year lease for the 450 Bryant site with Avenidas. EXECUTIVE SUMMARY Fifty years ago, senior services in Palo Alto were scattered at different locations. Presently, many services and programs for older adults on the Mid-Peninsula, as well as other information resources, are housed and centralized at Avenidas. For forty-seven years, Avenidas has been providing seniors services to the community at the 450 Bryant Street site as a part of a longstanding collaboration with the City. The current location is ideal in terms of: the downtown location, accessibility to parking, and proximity to public transit. Built in 1927 to provide Public Safety services, much of the original interior configuration remains. The existing lease between the City and Avenidas was executed on May 11, 1977 and it will end on May 10, 2027 (a 50 year lease). Recently, Avenidas approached the City requesting a second fifty year (50) lease based on plans to undertake a major rehabilitation and modernization of the interior of the building in order to meet the growing needs of the City’s seniors and to continue its many services. According to the City’s Charter and Policy and Procedures, however, the City cannot grant lease leasehold rights unless it provides a 30 day public notice of its intention to enter into a new 50 year lease with Avenidas. Staff is requesting Council approval to post the 30 day notice. City of Palo Alto Page 2 BACKGROUND Avenidas dates its birthday to 1968 when the Senior Coordinating Council (SCC) of the Palo Alto Area was formed. The SCC persuaded City officials, at one point in time, to allow space in the main library to provide seniors with information, referrals and counseling. Soon thereafter, transportation and health services were added along with directories of county-wide services and housing needs. In 1974, the SCC sponsored a comprehensive study of seniors in the area. From this effort, a City-sponsored task force “When We Grow Older in Palo Alto” was formed. In 1977, the notion of seniors volunteering their time in the community was a novel idea, but Avenidas proved to be a catalyst for popularizing it and facilitating volunteering by establishing the local Retired Senior Volunteer Program (RSVP). RSVP enabled seniors to contribute their time and talents to public and non-profit institutions throughout northern Santa Clara County and at one time had more than 500 active volunteers who contributed more than 80,000 hours of service annually to approximately 110 institutions. In 1996, the SCC changes its name to Avenidas, which means “avenues” in Spanish. Twenty five years later, in 2002, volunteering was well-established and numerous places to find volunteer opportunities existed. Avenidas ended its affiliation with RSVP and today, through the Avenidas Volunteer Corps, recruits and supports over 500 volunteers for its own programs which include: the Early Literacy Program (matching older adults with young schoolchildren for reading tutoring); the Roadrunners transportation program; and the Computer Learning Center (where volunteers run the entire program). Avenidas received funding as part of a grant administered by the Community Services Department starting in 1978. Key historical points from this relationship are listed below: • The City established its own Senior Adult Services in 1971, based on a study of Palo Alto senior residents completed by the Senior Coordinating Council (SCC), and witnessed an expansion of those services over the next few years. • The City funded the SCC administration, Senior Day Care (now Day Health) Program and Home Repair Service prior to the establishment of the Senior Center of Palo Alto, while concurrently funding its own Senior Adult Services. • After numerous discussions, the City agreed to lease the historic, former Police/Fire Station building (450 Bryant Street) to the SCC at a nominal yearly fee provided that the SCC raised the necessary funds ($1.2 million) to renovate the facility. Implicit in this agreement was a commitment to help the SCC with operating funds for the Senior Center as well as continuing support for its other programs. • In 1978, the City transferred its Senior Adult Services to the SCC and provided funds for the operation of the Senior Center. • In 1978, following a $1.2 million fundraising effort to renovate the building, the Senior Center opened in the City’s former Police and Fire Station building. That year also marked the City of Palo Alto Page 3 beginning of the public-private partnership between Avenidas and the City of Palo Alto. • The City and the SCC agreed that the SCC would always make substantial efforts to secure community support and other non-city public funds. That objective has remained part of the SCC’s contract Scope of Services. • A 1986 evaluation of the SCC conducted by a City-retained outside consultant reported that the SCC had become an established part of the community and that the SCC’s administrative component represented one of the most important tools for leveraging the dollars the City devotes to senior services. Avenidas now serves more than 6,000 people from southern San Mateo County to northern Santa Clara County. It is the place to go for information, services, and activities for older adults. Avenidas provides classes, lectures, health screenings, social work services, information and assistance, transportation, handyman services, volunteer opportunities, adult day health and day care, and caregiver services. DISCUSSION On April 16, 2014, Avenidas requested a new 50 year lease to replace the existing one which is set to expire in May 10, 2027. The purpose of the extension is twofold: 1) It allows Avenidas the foundation to begin credible fund raising efforts for an estimated $12 million to undertake a major and comprehensive rehabilitation and modernization of the building at 450 Bryant Street; 2) the new lease will serve to assure that Avenidas will continue its services at the present location for many years to come. Avenidas understands that it must comply with the City’s planning and permitting processes in making improvements to the building it now occupies. These requirements would apply to any occupant making physical changes to the facility. According to City’s Policy and Procedures regarding leased use of City land (Attachment A), prior to awarding an Option to Lease or a lease, the City shall provide a reasonable and appropriate opportunity to other entities to respond to possible use of City facilities. The City Charter limits the City to a fifty (50) year lease term. The City can award a long-term lease, however, by either: 1) providing a public notice to award an option to lease or lease to a particular tenant; or 2) sending out a request for proposal to entities likely to have an interest in submitting a proposal to lease. Traditionally staff has used the first process for awarding leases to non profit agencies who provide local community services. It is staff’s intent to provide a public notice that the City intends to issue a 50 year lease to Avenidas. If Council approves staff’s recommendation, a public notice including the Council public hearing date on which date the City intends to approve the new lease. This process allows other entities an opportunity to express interest in leasing the 450 Bryant site. In summary, staff requests Council’s approval to post a 30 day public notice for leasing the 450 City of Palo Alto Page 4 Bryant Street facility. TIMELINE Provided there are no expressions of interest in leasing 450 Bryant Street, staff will return to Council in August to request the cancellation of the existing lease and the approval of a new 50 lease between the City and Avenidas. In the event other interested parties surface, a Request For Proposal process would be undertaken. RESOURCE IMPACT At this time there is no budget impact from this report. POLICY IMPLICATIONS Entering into a new Lease Agreement is consistent with policies and programs in the Comprehensive Plan promoting City-Avenidas collaboration and the effective provision of community services. ENVIRONMENTAL REVIEW Extension or re-negotiation of an existing lease and agreement does not constitute a project for purposes of the California Environmental Quality Act (CEQA). Attachments:  ATTACHMENT A: Leased Use of City and Land Facilities (PDF) POLICY AND PROCEDURES 1-11/ASD Revised: October 2006 LEASED USE OF CITY LAND/FACILITIES POLICY STATEMENT The purpose of this policy is to ensure that decisions regarding use of City real property are made in the best interests of the citizens and taxpayers of Palo Alto. The development and operation of facilities by others (profit and/or non-profit entities) on City- owned property is appropriate only when such development and operation will further public use or provide a public benefit. Such facilities and operations must be consistent with existing City policies, plans, services and/or procedures. Open competitive and/or bid processes will be used to solicit proposals or provide opportunities to others prior to awarding an Option to Lease. This policy shall not apply to short-term interim leases where no significant change in use is proposed PROCEDURE A. Criteria for Permitting Leased Use of City Property by Others The proposed leased use must be compatible with, incidental to, and/or supportive of, the primary public use of the City-owned property, e.g. a snack stand in a district park, or the pro shop and coffee shop at the Golf Course. In the event of park dedicated land, the proposed use shall be consistent with the provisions set forth in the Charter of the City of Palo Alto, Article VIII, and the Palo Alto Municipal Code (PAMC), Sections 22.04 and 22.08 et. seq., which require that uses of park dedicated land be park, playground, recreation or conservation related uses. B. Option to Lease In all cases where there are significant approval requirements (significant tenant construction and/or rehabilitation), financing requirements (fundraising drives, obtaining financing from lending institutions, etc.), or other tenant pre-operation conditions, the Council shall award an Option to Lease setting forth all pre-construction/operation conditions as conditions to the tenant's obtaining the lease. The option term shall be for a reasonable period of time consistent with the nature of the conditions of the option. Prior to awarding an Option to Lease for a specific use, consideration shall be given to particular information. (Specific application and the relative importance of each of the following considerations will vary from site to site and by specific uses proposed.) Applications for leased use shall provide the following information: 1. The extent to which the proposed leased use satisfies a public need (e.g., by a significant number of Palo Alto residents and taxpayers) for the proposed services and/or uses. Page 1 of 4 ATTACHMENT A POLICY AND PROCEDURES 1-11/ASD Revised: October 2006 2. Consistency of the proposed use with existing City goals and objectives (set forth in the Comprehensive Plan, Zoning Ordinance, Municipal Code, and general municipal services objectives). 3. Consistency of the proposed use with existing plans for the property or facility (e.g., an approved Master Plan). 4. The impact of the proposed use (compatible services and uses, traffic impacts, noise impacts, energy conservation, etc.) upon: a. the immediate neighborhood; b. the community generally; and c. the environment (The proposed tenant shall, during the Option period, satisfy the City's environmental review process.) 5. The degree of public access, including City shared use of the facility or co- sponsorship of programs and/or services, i.e. the numbers of people, especially Palo Alto residents and taxpayers, that will be served by the proposed use and/or service. (It is the general intent of the City to maximize public access to its facilities and services, especially if park land is involved.) 6. The fees that will be charged to Palo Alto citizens. (It is the intent of the City to provide public access to its facilities at prices and/or fees that are fair and reasonable to the public. In the case of parklands, any fees and charges should be minimum and consistent with the fees and charges of comparable City-provided services.) 7. The monetary consideration to be provided to the City. 8. The history and assessment of the proposed group's ability to carry out the construction, if any, and operation of the facility and services as proposed. 9. A five-year pro-forma financial analysis of the proposed use, setting forth the project revenues and expenses for this period of time. Page 2 of 4 ATTACHMENT A POLICY AND PROCEDURES 1-11/ASD Revised: October 2006 C. Public Notification 1. Prior to awarding an Option to Lease (or Lease if there are no pre-construction or pre-operation conditions), the City shall provide a reasonable and appropriate opportunity to other groups or entities to respond to possible use of City facilities. Such reasonable and appropriate opportunities shall take one of the following forms: a. A Notice of Intent to Award an Option to Lease (or Lease if there are no pre-construction or pre-operation conditions) generally outlining the conditions of the Option and Lease, shall be published twice in a local newspaper of general circulation. The Notice shall provide at least 30 days notice to the public prior to a public hearing for Council action to award the Option to Lease. In addition, copies of the notice shall be mailed to property owners and tenants within 300 feet of the subject property in accordance with Section 18.77.080(d) of the Palo Alto Municipal Code (PAMC). b. A Request for Proposals will be sent to groups or entities likely to have an interest in submitting a proposal, subsequent to a public hearing and Notice of Intent to Request Proposals being published in the appropriate media. At a minimum, the Notice of Request for Proposals shall be announced in a local newspaper of general circulation and copies of the notice mailed to property owners and tenants within 300 feet of the subject property in accordance with PAMC Section 18.77.080(d). The Notice shall provide at least 30 days notice to the public prior to the public hearing. 2. The City’s Real Estate Division shall be responsible for the public notification by mail and newspaper in accordance with either C(1)(a) or (b) above. D. Tenant Improvements 1. Construction of tenant improvements shall take place only after Council approval (as well as Planning Commission and Architectural Review Board approval when otherwise required by City procedures) of plans for such tenant proposed construction is obtained. In the event of park dedicated lands, Council approval shall be obtained by ordinance subject to referendum (PAMC Sections 22.08.005 and 22.08.006). 2. Generally, improvements to the real property shall become the property of the City upon termination of the Lease. Tenant-provided fixtures shall remain the property of the tenant. Page 3 of 4 ATTACHMENT A POLICY AND PROCEDURES 1-11/ASD Revised: October 2006 E. Terms of the Lease 1. Tenant shall be required to provide the City with adequate compensation for the rights granted by the City to the Tenant. Determination of appropriate consideration shall begin with the estimated fair market rental value of the lease premises for the use proposed. Consideration shall, however, be given to non- monetary benefits to be provided by the tenant. These proposed non-monetary public benefits must be clearly articulated and must provide an actual benefit to a significant portion of the citizens and taxpayers of Palo Alto. 2. The lease term shall be the minimum period of the time required to: a. amortize tenant's investment in any permitted and approved tenant construction; and b. be consistent with the nature of the proposed tenant operation. NOTE: Questions and/or clarification of this policy should be directed to the Administrative Services Department Page 4 of 4 ATTACHMENT A MINUTES CONSENT CALENDAR MOTION:Council Member Klein moved, seconded by Council Member Price to approve Agenda Item Numbers 3-23. Council Member Holman registered a no vote on Agenda Item Number 4. Council Member Schmid registered a no vote on Agenda Item Number 4. Council Member Scharff registered a no vote on Agenda Item Number 23. 3. Award of Banking and Related Service Contracts to: (1 and 2) U.S. Bank and Their Wholly-Owned Subsidiary Elavon for General Banking and Merchant Services, (3) Wells Fargo for Lockbox Service, (4) Commerce Bank for the New and Innovative Accounts Payable Bill Payment Service, (5) Union Bank for Investment Safekeeping (Custodial) Service, and (6) JP Morgan Chase Bank for Purchase Card (P-Card) Service. 4. Approval of a Five-year Contract with Questica Inc. For a Budget System at a Cost Not to Exceed $472,100 and a 10 percent Contingency Totaling $26,968. 5. Council Direction to Remove Floor Area Ratios from the Draft California Avenue Area Concept Plan per the Council's Discussion of May 5, 2014. 6. Approval and Authorization for the City Manager to Execute a Professional Services Agreement with Just Energy Resources LLC in the Amount of $597,878 for Marketing and Program Management for the PaloAltoGreen and PaloAltoGreen Gas Programs for a Term of up to Three Years. 7. Resolution 9439 entitled “Resolution of the Council of the City of Palo Alto of Intent to Establish Utility Underground District No. 46 (Arastradero Rd/El Camino Real/ W. Charleston Rd) by Amending Section 12.16.020 of the Palo Alto Municipal Code.” 8. Approval of a Water Enterprise Fund Contract with DN Tanks, Inc. In a Total Not to Exceed Amount of $1,534,842 for the Seismic Upgrade of the Boronda Reservoir Project WS-09000-501. 06/23/2014 115- 187 MINUTES 9. Park Improvement Ordinance 5256 entitled “Park Improvement Ordinance of the Council of the City of Palo Alto for Hopkins Park (First Reading: June 9, 2014 PASSED: 8-0 Scharff absent).” 10. Approval of a Contract with Graham Contractors, Inc. in the Amount of $1,084,553, for the FY 2015 Preventive Maintenance Project, the 1st of 4 Contracts in the FY 2015 Street Maintenance Program Project (CIP PE-86070). 11. Approval of On-Call Surveying Consultant Contract with Sandis Civil Engineers Surveyors Planners for a Total of $150,000 for Surveying and Design Support Services. 12. Resolution 9440 entitled “Resolution of the Council of the City of Palo Alto Terminating the “Power from Local Ultra-clean Generation Incentive" Program and Repealing Utilities Gas Rate Schedule G-8 (Gas for Electric Generation Service)” 13. Approval of a Contract with Schaaf & Wheeler Consulting Civil Engineers In The Amount of $250,000 for Storm Drain Master Plan Update, Capital Improvement Program Project SD-15008. 14. Approval of a Funding Agreement with the County of Santa Clara in the Amount of $100,000 for Development of a Concept Plan Line for Possible Improvements to Page Mill Road from Oregon Expressway to I-280 and Adoption of a Budget Amendment Ordinance 5257 entitled “Budget Amendment Ordinance of the Council of the City of Palo Alto to Transfer $75,000 from the Stanford Research Park/El Camino Traffic Impact Fee Fund and $25,000 from the Citywide Traffic Impact Fee Fund to CIP PL-12000 for this purpose.” 15. Authorization to Submit a Grant Funding Application to the Federal Aviation Administration for Rehabilitation of the Runway and Taxiways at the Palo Alto Airport. 16. Approval of Contract with MV Transportation in the Amount of $1,215,036.00 to Provide Community Shuttle Service on the Existing Crosstown Shuttle Route and the East Palo Alto/Caltrain Shuttle Route for up to Three Years; Approval of Funding Agreement with East Palo Alto and Adoption of a Budget Amendment Ordinance 5258 entitled “Budget Amendment Ordinance of the Council of the City of Palo Alto Amending the Fiscal Year 2015 Operating Budget to Increase the 06/23/2014 115- 188 MINUTES Planning and Community Environment Department Appropriation by $221,239.” 17. Request to Issue Notice of Intent to Award 50 Year Lease to Avenidas for 450 Bryant Street Site to Allow Continued Use of Building for Senior Services. 18. Ordinance 5259 entitled “Ordinance of the Council of the City of Palo Alto Amending Section 22.04.270 by Adding Subsection 22.04.270(C) to Prohibit the Feeding of Wildlife and Feral Animals in Palo Alto Parks And Open Space Areas (First Reading: June 9, 2014 PASSED: 8-0 Scharff absent).” 19. Ordinance 5260 entitled “Ordinance of the Council of the City of Palo Alto Authorizing the Operation, Management and Control of the Palo Alto Airport by the City of Palo Alto and Amending Section 2.08.190 of Chapter 2.08 of Title 2 of the Palo Alto Municipal Code to Add the Palo Alto Airport to the Duties of the Director of Public Works (First Reading: June 9, 2014 PASSED: 8-0 Scharff absent).” 20. Approval of Amendment No. 8 with Group 4 Architecture, Inc., to Add $143,339 for a Total Contract Not to Exceed $8,998,570. 21. Approval of Amendment No. 1 to On-Call Transportation Service Agreement - Contract C13147610 with TJKM Transportation Consultant in the Amount of $151,000. 22. Rescission of Resolution 9415 and Adoption of Updated Resolution 9437 entitled “Resolution of the Council of the City of Palo Alto Calling a Special Election to Modernize the Telecommunications Provision of the Utility Users Tax Ordinance, Eliminate the Discount Tax Rate for a Small Number of Commercial Customers Who Use Large Volumes of Water, Gas and Electric Utilities and Reduce the Telephone UUT Rate from 5% to 4.75%.” 23. Resolution 9438 entitled “Resolution of the Council of the City of Palo Alto Calling a Special Election for November 4, 2014 and Submitting to the Electorate a Measure to Amend Article III, Section 2, of the Charter to Change the Number of Council Member Seats from Nine to Seven Commencing January 1, 2019.” MOTION PASSED for Agenda Item Numbers 3, 5-22:9-0 06/23/2014 115- 189 MINUTES MOTION PASSED for Agenda Item Number 4: 7-2 Holman, Schmid no MOTION PASSED for Agenda Item Number 23: 8-1 Scharff no Council Member Holman thought the process for the System Application Product (SAP) security system should go before the Policy and Services Committee, then Council because it was significant and needed to be vetted. Council Member Schmid added that there were questions regarding SAP and it was good to know the expectations of the Council and the public upfront. Council Member Scharff did not support Item 23. ACTION ITEMS 24. Approval of One Contract and Two Contract Amendments: (1) Construction Contract with Duininck, Inc. in the Amount of $8,987,809 for the Palo Alto Golf Course Reconfiguration Project, CIP PG-13003; (2) Change Order No. One with Duininck, Inc. in the Amount of $265,399, Reflecting Cost Savings; and (3) Amendment No. One to Contract C13148028 with Golf Group, Ltd. in the Amount of $456,693 for Construction Support and Environmental Mitigation Monitoring Services; Adoption of Two Resolutions: Resolution 9441 entitled “Resolution of the Council of the City of Palo Alto (4) Amending Resolution No. 9296, adopted November 13, 2013, to Extend Statutory Exception for Soil Transfers by Truck on Oregon Expressway until December 31, 2014;” and Resolution 9442 entitled “Resolution of the Council of the City of Palo Alto (5) Adopt the Attached Resolution Declaring Intention to Reimburse Expenditures from the Proceeds of Tax-Exempt Obligations (e.g. Certificates of Participation) for Not-To- Exceed Par Amount of $7 Million to Fund a Portion of the Cost of the Palo Alto Municipal Golf Course Reconfiguration Project;” and Adoption of Two Budget Amendment Ordinances: Budget Amendment Ordinance 5261 entitled “Budget Amendment Ordinance of the Council of the City of Palo Alto (6) In the Amount of $2,501,569 for Golf Course Reconfiguration Project PG-13003, Increasing Appropriations From $8,545,338 to $11,046,907;” and Budget Amendment Ordinance 5262 entitled “Budget Amendment Ordinance of the Council of the City of Palo Alto (7) In the Amount of $324,800 in Revenues and $324,800 in Expenses to Operate Golf Course During July 1, 2014 – August 31, 2014” 06/23/2014 115- 190 City of Palo Alto (ID # 5268) City Council Staff Report Report Type: Consent Calendar Meeting Date: 12/8/2014 City of Palo Alto Page 1 Summary Title: RMC Recycled Water Project Contract Extension Title: Approval of Amendment No. One to Contract C13148958 with RMC Water and Environment, Inc. To Extend the Contract Term 12 Months to December 31, 2015, With No Additional Costs From: City Manager Lead Department: Public Works Recommendation Staff recommends that Council approve, and authorize the City Manager to execute, Amendment No. One to Contract C13148958 (Attachment A), with RMC Water and Environment, Inc. (RMC), to extend the contract term, currently set to expire December 31, 2014, to December 31, 2015. Executive Summary Staff continues to prepare the environmental documents for the proposed project to extend the recycled water distribution system to customers in Southern and Western Palo Alto. Due to unforeseen delays largely related to completion of the project’s environmental impact report (EIR), the project is estimated to extend beyond the consultant’s contract termination date. Staff requests a one-year time extension with RMC to complete the work. Funds remain in the contract and staff is asking for a time-only extension which will allow the City to obtain the remaining grant funds from the Bureau of Reclamation. Background On April 16, 2007, the City Council authorized the City Manager to execute a contract with RMC for preparation of a recycled water Facility Plan and associated environmental documents for Capital Improvement Project WS-07001 (CMR 191:07). RMC completed the Facility Plan for the project in June 2008 and staff has been working on the Federal and State environmental documents since 2008. City of Palo Alto Page 2 Since execution of the original contract (CMR: 191:07), Council has approved three amendments to the contract (CMR: 255:08; CMR: 431:08; CMR: 207:10) and executed a new contract. The new contract was approved on March 3, 2013 for a total amount of $193,914 (CMR: 328:13) and is scheduled to expire December 31, 2014. The project received two grants; one is from the State Water Resources Control Board for $75,000 and a Federal grant from the Bureau of Reclamation Planning Grant is in the amount of $326,000. The Reclamation grant is a cost share agreement, so the City must first incur the costs in order to get reimbursement. Reclamation has strict grant administration guidelines, and the new RMC contract is important to ensure staff can resume progress on the project and capture the remaining grant funds. Therefore in order for the environmental documents to be completed and to obtain the remaining grant funds staff requests a one-year time extension on the contract. Discussion While staff has addressed many issues regarding a future recycled water project, the replacement of high quality potable water with recycled water is a concern for some in the landscape community and has required staff and RMC to complete additional work to inform preparation of the project’s EIR. The project was delayed while staff worked on plans to reduce salinity entering the sewage treatment plant. These additional studies and consultations were a major factor in pushing the project completion date beyond the deadline in the most recent RMC contract. Staff has also re-directed efforts on several occasions to activities unrelated to the preparation of the environmental documents, but critical to position the recycled water project for success such as pursuing grant funding. Completion of the environmental document is essential for securing Federal or State grant or loan funding for the construction of the project. Staff is recommending that Council approve a year extension on the current RMC contract to complete the work required. Resource Impact The contract time extension does not require any additional funds to complete all necessary work. City of Palo Alto Page 3 Policy Implications Extending the term of the existing contract is consistent with Council policy. This project is consistent with the Council-adopted Water Integrated Resource Plan Guideline 3: “Actively participate in development of cost effective regional recycled water plans.” The project is consistent with Council direction to reduce imported water supplies and limit or reduce diversions from the Tuolomne River. Environmental Review The project is undergoing Federal and State mandated environmental review. The extension of the term of the contract is not a “project” for purpose of CEQA and the CEQA Guidelines section 15378. Attachments:  A - Amendment One to C13148958 (PDF) AMENDMENT ONE TO CONTRACT NO. C13148958 BETWEEN THE CITY OF PALO ALTO AND RMC WATER AND ENVIRONMENT, INC. This Amendment One ("First Amendment") to. Co.ntract No..C13148958 ("Co.ntraCt") is entered into. Decem,ber 8, 2014, by and between the CITY OF PALO ALTO, a Califo.rnia chartered municipal co.rpo.ratio.n ("CITY"), and RMC WATER AND ENVIRONMENT, INC. , a Califo.rnia co.rpo.ratio.n, Io.cated at 2290 No.rth First Street, Suite 212, San Jo.se, CA 95131 ("CONSULT ANT"). RECITALS A. The Co.ntract, dated effective March 4, 2013 was entered into. between the parties fo.r the provisio.n o.fthe co.nsultant to. prepare a single-issue EIR to. address the water quality impacts with recycled water in co.nnectio.n with irrigatio.n with recycled water. B. The parties no.w desire to. amend the Co.ntract to. extend the Term o.f the Co.ntract thro.ugh December 31,2015. NOW, THEREFORE, in co.nsideratio.n o.f the co.venants, terms, co.nditio.ns, and pro.visio.ns o.f this Amendment, the parties agree: SECTION 1. Sectio.n 2. Tenn is hereby amended to. read as fo.llo.ws: "SECTION 2. TERM. The term o.fthis Agreement shall be fro.m the date o.fits full executio.n thro.ugh December 31, 2015 unless terminated earlier pursuant to. Sectio.n 19 o.f this agreement" SECTION 2. Except as herein mo.dified, all o.ther provisio.ns o.f the Co.ntract, including any exhibits and subsequent amendments thereto., shall remain in full fo.rce and effect. TN WITNESS WHEREOF, the parties have by their duly autho.rized representatives executed this Amendment o.n the date tirst abo.ve written. I Revisio" April 28, 2014 CITY OF PALO ALTO City Manager APPROVED AS TO FORM: Senior Ass!. City Attorney 2 RMC WATER AND ENVIRONMENT, INC. By:v~;;e~~ Name:DaVl~ L;Z~J.51YJ Title: S:e"l1~ {jIU 1~;t011 Revision April 28. 20 \4 City of Palo Alto (ID # 5197) City Council Staff Report Report Type: Consent Calendar Meeting Date: 12/8/2014 Summary Title: $600k loan for 2811 Alma Street Title: Approval of a $600,000 Loan Request from Palo Alto Housing Corporation for 2811 Alma Street and Budget Amendment Ordinance From: City Manager Lead Department: Planning and Community Environment Recommendation Staff recommends that Council approve the $600,000 Palo Alto Housing Corporation loan request for the property at 2811-2825 Alma Street, authorizing the City Manager to negotiate and execute the loan and promissory note, and adopt a related Budget Amendment Ordinance providing for funding from the Residential Housing Fund. Executive Summary In 2011, the City received a $1.89 million loan request from Palo Alto Housing Corporation to purchase two triplexes located at 2811-2825 Alma St. At that time, however, the City did not have sufficient fund balances in its Housing Funds to provide the $1.89 million loan, and was only able to provide $1.29 million. To make up the difference, the Opportunity Fund of Santa Clara County provided a two year, $600,000 short term loan for the project acquisition with the understanding that the City would repay the short term loan, which is set to expire at the end of December 2014. Background In 2011, Palo Alto Housing Corporation (PAHC) entered into negotiations with the owners of 2811-2825 Alma Street (Attachment C) and submitted a $1.89 million offer for the purchase of these two parcels. The offer was accepted and escrow closed in December 2011. The City provided PAHC a $1.29 million acquisition loan funded from the City’s Commercial Housing fund. The City provided a deferred, 3% interest, 55 year, residual receipts loans. PAHC secured a two year, interest only, $600,000 loan from the Opportunity Fund of Santa Clara County. The Opportunity Fund portfolio has since been incorporated into the operations of the Housing Trust Silicon Valley (HTSV). The HTSV is responsible for maintenance of the loan. Since the long term goal is to redevelop the site, the Opportunity Fund agreed to a short term loan with the understanding that the City will repay the Opportunity Fund within the two year City of Palo Alto Page 1 timeframe. The then PCE Planning Director issued a letter to the Opportunity Fund stating that the City would increase their loan amount and “take out” the Opportunity Fund loan (Attachment B). When the long term redevelopment plans have been finalized, the HTSV may fund any proposed development with a longer term loan. Since 2011, PAHC has purchased the adjacent parcel north of the site, 110-130 El Dorado, and PAHC is in the process of exploring various affordable housing options for the two sites combined. The requested action would not obligate the City to fund or authorize any future development on the site(s). Discussion The need for affordable rental housing is well documented in the City. Because of increasing prices of the homeownership market, more households are now forced to rent instead of purchasing a home. Residential rental vacancies in Palo Alto are at 2%-3% and rental rates are continuing to increase, making it increasingly difficult for low income households to find housing in Palo Alto. Loan Agreement The City’s original loan for $1.29 million was provided as a 3%, deferred, residual receipts, 55 year term loan, with the option to forgive the loan at the end of the 55 year term. The loan is in subordinate position to the $600,000 Opportunity Fund loan. If the Council approves the recommended action, the City’s new $600,000 loan would “take out” the Opportunity Fund loan and the City would be the sole lender on the project. As part of the original acquisition financing, PAHC contributed $40,000. Over the past two years, PAHC has contributed approximately an additional approximately $22,000 of their own funds to the project for rehabilitation expenses for a total PAHC contribution of $62,000. Annual installments to repay the loan are limited to residual receipts (the Project’s gross revenue less operating expenses) generated by the project. Rents and Occupancy of the Apartments As mentioned, the current rents are the equivalent of low income rents. PAHC does not anticipate raising rents. Occupancy of the units is for low income households. There are two over-income households that have been residing in the units since PAHC had purchased the unit. PAHC is working with the over-income households to vacate the units. An income eligible household would subsequently occupy the unit. Because of the current rent levels, age of the units and the Opportunity Fund loan payments, the project is operating at a deficit. PAHC is paying over $2,200 per month for the Opportunity Fund loan. Attachment C is included to show the sources and uses of funds. The ongoing maintenance expenses have been greater than anticipated due to the age of the residences. PAHC has been expending their funds to maintain the property. They have put an additional $22,000 into the project since the acquisition since their initial investment of $40,000. City of Palo Alto Page 2 Redevelopment Opportunities Under the current RM-15 zoning, the maximum number of units on each parcel is two units. There are three existing units on each parcel so the use is legal and non-conforming. PAHC has acquired the adjacent parcel at 110-130 El Dorado, which has four units, and has discussed with staff the possibility of combining the lots and redeveloping the combined sites. In the interim, the existing 10 units will be rented as PAHC explores their options. Housing Element and RHNA The City recently adopted its 2015-2023 Housing Element update. Under limited circumstances, the State allows the City to credit up to 25% of its RHNA allocation through existing units that have been substantially rehabilitated, converted, or preserved at affordable costs. There are a number of requirements that need to be met for existing units to qualify for RHNA credit. One requirement is that the financial assistance must be provided in the first two years of the planning period. Staff is exploring with HCD whether these existing units are eligible for credit towards the City’s RHN!. Resource Impact The funds for the $600,000 loan would come from the Residential Housing Fund. No General Fund monies would be used for this housing project. To date, PAHC has provided $62,000 of their funds in the project. At time of acquisition, PAHC contributed $40,000 for the rehabilitation of the units. They have contributed an additional $22,000 since that time. There are sufficient funds in the Residential Housing Fund to make the loan. Palo Alto collects housing in-lieu fees from small projects, for fractional units and for residential developments where it is infeasible to provide below market rate units on-site. These fees, along with interest earnings of the Fund and other miscellaneous revenues related to housing, are placed in the Residential Housing Fund. The Residential Housing Fund may be used to provide funding for new housing development or for the conversion of existing housing to affordable housing through acquisition. Policy Implications The actions recommended in this report implement the City’s recently adopted Housing Element policies and programs supporting the development of low income housing. Environmental Review The project is Categorically Exempt from the California Environmental Quality Act (CEQA) pursuant to CEQA Guidelines Section 15301 (Class One – Existing Facilities). The proposed loan would be used for acquisition of existing structures only. Any future proposal to reuse the site for another purpose or to redevelop the site to include more housing units would need to be reviewed pursuant to CEQA prior to any City decision to provide additional funding or approvals. Attachments: City of Palo Alto Page 3  Attachment A: Budget Amendment Ordinance (DOCX)  Attachment B: Letter from PCE Director to Opportunity Fund dated November 28, 2011 (PDF)  Attachment C: Project Sources and Uses (PDF) City of Palo Alto Page 4 Ordinance No. XXXX ORDINANCE OF THE COUNCIL OF THE CITY OF PALO ALTO AMENDING THE BUDGET FOR FISCAL YEAR 2015 TO PROVIDE ADDITIONAL APPROPRIATION OF $600,000 FROM THE RESIDENTIAL HOUSING IN-LIEU FUND FOR A LOAN TO THE PALO ALTO HOUSING CORPORATION (PAHC) FOR PROPERTY AT 2811-2825 ALMA STREET The Council of the City of Palo Alto does ORDAIN as follows: SECTION 1. The Council of the City of Palo Alto finds and determines as follows: A. Pursuant to the provisions of Section 12 of Article III of the Charter of the City of Palo Alto, the Council on June 16, 2014 did adopt a budget for Fiscal Year 2015; and B. The Palo Alto Housing Corporation is the owner of property located at 2811-2925 Alma Street, that provides low-income housing to Palo Alto residents; and C. The City’s !ffordable Housing Fund Guidelines require that funds be used to expand, preserve, or improve the supply of low and moderate income housing in the City as defined by the City’s comprehensive plan and this project will help the City meets its Regional Housing Needs Allocation (RHNA) requirement as mandated by the State of California; and D. Due to funding constraints in 2011, the City was unable to provide the Palo Alto Housing Corporation with the full amount requested for the purchase of 2811-2925 which required PAHC to secure supplementary financing from the Santa Clara Opportunity Fund in the amount of $600,000 on an interim basis to purchase the property located at 2811-2925 Alma Street; and E. A loan of $600,000 from the Residential Housing In-Lieu Fund balance will be committed to the Palo Alto Housing Corporation to offset the supplementary financing secured from the Opportunity Fund. SECTION 2. Therefore, the sum of Six Hundred Thousand Dollars ($600,000) is hereby appropriated in the Residential Housing In-Lieu Fund for property at 2811-2825 Alma Street and the ending fund balance in the Residential Housing In-Lieu Fund is decreased by Six Hundred Dollars ($600,000). SECTION 3. As provided in Section 2.04.330 of the Palo Alto Municipal Code, this ordinance shall become effective upon adoption. 1 5197/mb Revised September 20, 2013 ____________________________ ____________________________ ____________________________ ____________________________ ____________________________ SECTION 4. The Council of the City of Palo Alto hereby finds that this is not a project under the California Environmental Quality Act and, therefore, no environmental impact assessment is necessary. INTRODUCED AND PASSED: Enter Date Here AYES: NOES: ABSENT: ABSTENTIONS: NOT PARTICIPATING: ATTEST: City Clerk Mayor APPROVED AS TO FORM: APPROVED: Senior Assistant City Attorney City Manager Director of Planning & Community Environment 2 5197/mb Revised September 20, 2013 City of Palo Alto (ID # 5350) City Council Staff Report Report Type: Consent Calendar Meeting Date: 12/8/2014 City of Palo Alto Page 1 Summary Title: First Contract Amendment with Questica Inc. Title: Approval of the First Amendment to the Contract with Questica Inc. to Implement a Performance Management Module, Streamline the Annual Performance Report, and Provide for Long-Term Financial Infrastructure Replacement Planning by Increasing Total Compensation by $160,400 from $499,068 to $659,468, Including a 10 Percent Contingency in the Amount of $29,968 Based on the First Year Contract Cost From: City Manager Lead Department: Administrative Services Recommendation Staff recommends that Council approve, and authorize the City Manager or his designee to execute, Amendment No. One to contract with Questica, Inc. (Questica) for the acquisition of a site license to implement a performance management module, streamline data collection and publication of the annual performance report, and provide for life-cycle financial planning of the City’s infrastructure, increasing total contract compensation with Questica for the five-year contract by $160,400 from $499,068 to $659,448, which includes a 10% contingency in the amount of $29,968 based on the first-year cost of the contract. Executive Summary In June 2014, the City Council approved a contract with Questica to implement a best-in-class budget system. This new system will be used to develop the City’s annual operating and capital budgets, long range financial forecast, labor cost modeling, and financial budget to actual reports. Staff recommends amending the current contract with Questica and switch from seat licensing to site licensing and increase the total contract compensation by $160,400 from $499,068 to $659,448, which includes a 10% contingency in the amount of $29,968 based on the first-year cost of the contract. This will allow staff to implement the Infrastructure Blue Ribbon Committee (IBRC) recommendation to long-term financially plan (depending on the life cycle of various types of infrastructure) infrastructure maintenance and replacement; streamline the data gathering, analysis, and publication of the City Auditor’s annual Performance Report; and make the performance management module available to department directors, assistant directors, division managers, and analysts. City of Palo Alto Page 2 Background In June 2014, the City Council approved a contract with Questica to implement a best-in-class budget system. This new system will be used to develop the City’s annual operating and capital budgets, long-range financial forecast, labor cost modeling, and financial budget to actual reports. In addition to these elements, staff engaged with Questica to pioneer the development of a fee module that will automatically calculate most of the City’s 1,000 municipal fees in accordance with state law and City policy. Prior to Questica, the City developed its annual operating and capital budgets, General Fund Long Range Financial Forecast (LRFF), and labor negotiation costing analysis through email processes, spreadsheets, an unsupported capital budget publication software, and SAP. Municipal fees are calculated on individual spreadsheets. Prior to the implementation of Questica, budget data, including budget numbers and related analysis, were kept in different systems and file types, increasing the risk of version control issues and inconsistent data, and decreasing the ability to collaboratively develop the budget with City departments. As reported to the Finance Committee on December 2, 2014, as part of the report to close Fiscal Year 2014 Budget and approve the Fiscal Year 2014 Comprehensive Annual Financial Report (CAFR), the implementation of the system is on schedule. Currently, staff is developing the Fiscal Year 2016-2025 General Fund Long Range Financial Forecast in the system and will train department staff in January 2015 to utilize the system for Fiscal Year 2016 budget request submissions. Separately from acquiring and implementing the City’s new budget system, staff also evaluated options for implementing a new infrastructure management system as outlined in recommendations from the IBRC. One of these recommendations included the long term financial planning (depending on the life cycle of various types of infrastructure) of infrastructure maintenance and replacement. Staff evaluated various potential systems and found that the new budget system can serve as this long-term financial planning tool. As discussed by the City Auditor at the Policy and Services Committee meeting of September 9, 2014, the Auditor’s Office and City departments spend an extraordinary amount of time on data compiling and analysis using spreadsheets to develop and publish the annual Performance Report. Per the City Auditor, the office spends approximately 1,600 staff hours to produce the annual report. Further, the annual performance report includes many measures, which link performance and financial data. Without a comprehensive performance management system to support this type of analysis, staff must make these calculations via a multitude of spreadsheets. Discussion After the acquisition of the budget system offered by Questica, Questica released a separate performance management module, which integrates financial data with performance data, in August 2014. This new performance management module links performance and financial data, allows for entering or uploading performance data from other systems, and visualizes the City of Palo Alto Page 3 data via dashboards. The current system the City acquired provides rudimentary performance measure input fields and a dashboard functionality; however, it does not allow staff to link performance with financial data. The new performance management module will streamline the data gathering, analysis, and publication of the annual performance report issued by the City Auditor. Therefore, to allow for the implementation of the performance management module, streamline the annual Performance Report, and address the IBRC recommendation, staff recommends amending the existing contract with Questica and switch from seat licenses to a site license. A seat license specifies the fixed number of users that can access the system whereas a site license allows unlimited access to as many employees as necessary. With this change, many authorized department users versus one or two central contacts in each department can enter, view, and analyze financial, budgetary, and performance data and set up their own dashboards to more effectively manage the part of the organization they are responsible for. Questica has identified the City of Palo Alto as one of its clients with the most advanced use of performance measures and is offering the City a substantive discount on the acquisition of the site license. With the current contract, the City pays $130,000 in seat license cost. The regular site license cost is $250,000. Questica has offered the City to reduce its one- time site license cost by $90,000 from $250,000 to $160,000, which results in an additional cost of $30,000 for the site license. If the City were to purchase minimal additional seat licenses to effectively implement the IBRC recommendation, the streamlining of the annual Performance Report, and the performance management module, the cost over the life of the contract would be approximately $50,000 greater, as detailed in the table below. Cost Comparison over the five-year Questica contract Additional Seat Licenses Cost Site License Costs Long-Term Financial Infrastructure Planning – 12 site licenses at $1,000 each $12,000 Performance Management Module $15,000 Annual Performance Report - 4 additional Licenses for the City Auditor’s Office at $1,000 each $4,000 Management of Budgets and Performance Measures at the Division Level of each Department – 72 licenses at $1,000 each $72,000 Professional Services to Implement the Performance Management Module $17,000 $17,000 Switching to a Site License – additional cost $30,000 Additional Annual Maintenance Cost for four years at 23% of the license cost $20,240/year $80,960 for four years $27,600/year $70,080 for four years* Additional Amount for 10% Contingency for first year implementation (based on additional license cost) $8,096 $3,000 Total additional Cost over the contract period $209,056 $160,400 * Annual Maintenance Cost of 23% of license cost is based on the regular site license cost of $250,000 City of Palo Alto Page 4 As discussed above, staff is developing the Fiscal Year 2016-2025 General Fund Long Range Financial Forecast and has set up the Fiscal Year 2016 Base Budget. In January 2015, department staff will be trained to use Questica for Fiscal Year 2016 budget submissions. After adoption of the Fiscal Year 2016 budget, in summer of 2015, the Office of Management and Budget will implement the performance management module, if this recommendation to amend the Questica contract is approved. This will allow the Fiscal Year 2015 Performance Report to be developed in Questica in fall 2015. Further, starting with Fiscal Year 2016, department directors, division managers, and analysts will be set up with a dashboard so that they can monitor their respective budgets and performance data. Resource Impact There are sufficient funds to switch to a site license in the amount of $30,000 in the Information Technology Fund for Fiscal Year 2015. Additional costs such as the professional services for the implementation of the Performance Management Module in Fiscal Year 2016 or the annual maintenance costs (starting in Fiscal Year 2016) are subject to annual appropriations. Environmental Review The approval of this amendment to contract is not a project under the California Environmental Quality Act (CEQA) and CEQA Guidelines section 15378. Attachments:  Questica First Contract Amendment - Signed (PDF) Exhibit A, Page 1 of 74    Exhibit “A” – Scope of Services  I. TeamBudget Description    TeamBudget was designed specifically for creating and maintaining public sector / local  government budgets.  It provides an easy to use web based interface that allows budget entry  and development, forecasting and analysis, amendment tracking, and reporting (over 90  standard out‐of‐the‐box reports, plus Ad‐Hoc and custom reports available).    TeamBudget consists of three primary modules: (1) Operating, (2) Salary/Position Planning and  (3) Capital.  These modules can be purchased individually, or bundled together as a complete  solution set.   TeamBudget Operating Module   The Operating module allows those in charge of the operating budget to manage the budget at  a monthly, quarterly or annual basis. Actual cost and budget data can be imported into  TeamBudget and budgets can be categorized on an organizational basis where Cost Centers  roll‐up into Departments and Divisions. Budgets can also be categorized on a Fund basis where  Cost Centers roll‐up into their respective funds. Cost Centers can easily be moved from one  Department and Division to the next, as well as from one Fund to the next.   Users are able to break down their budgets by line item, identify expenses and funding sources,  enter comments for each line item, and attach documents and notes. Users can also forecast  for multiple future years using TeamBudget’s Regular Increase feature to increase or decrease  costs by a specific amount or percentage. Past years budget and actuals are also easy to see  making for straightforward comparisons.    Salary / Position Planning Module  This module supports the ability to accurately model and forecast all costs associated with  positions and employees.  Each Position is associated with a default GL Account and is then  assigned a pay grade, step, contract, pay scales and benefits (start and end dates can be  associated to each).  Union affiliations, job titles, and job numbers can also be entered for each  employee and each employee can be allocated to a position or multiple positions in different  departments or funds. Throughout the year, adjustments such as cost of living adjustments,  new benefits etc. can be made. Position costs can be generated for an unlimited number of  years and can be broken down on an hourly, monthly or yearly basis. Each positions cost can be  associated to any one (or multiple) costing centers. This association/allocation can range from  0‐100% with each costing center belonging to a department or fund. Position data can be  imported from HR systems into TeamBudget. Salary / Position Planning reports can also be  generated for analysis purposes.  Exhibit A, Page 2 of 74    TeamBudget Capital Module   TeamBudget Capital simplifies and centralizes the process of Capital budget planning and  execution through a unified web interface. Prior years’ budget data (Actual Costs and Budget  values) can be imported into TeamBudget and users are able to create multi‐year Capital  projects where they can identify their expenditures, funding sources and make adjustments as  they prepare their budgets. Users can construct their capital projects on an annual, quarterly or  monthly basis, enter narrations/explanations for their requests and categorize their projects  based on different criteria such as Tangible Capital Assets, Fund(s), or Project Status. The  requests will then be escalated through the workflow system integrated within TeamBudget.  Project rank can also be administered according to predetermined criteria and multiple project  scenarios can be created for each project.   Actual cost versus budgets analysis can also be done easily because TeamBudget imports  financial information directly from the accounting system. Once departments begin entering  their budgets, reports can be generated at any time.  Since TeamBudget automatically updates  the information, reports are generated in real‐time.   TeamBudget Performance Module   TeamBudget Performance allows organizations to establish and manage objectives, leveraging  financial and statistical data from any number of sources, to effectively measure performance.    Questica Performance allows for the creation of a system of Programs (services) and Measures,  as well as Scorecards to monitor and track the status of reaching organizations goals.  Each measure contains all the information and configuration details needed, as well as the  Actuals (individual data values) which are aggregated in predefined periods. Measures can also  be associated with Thresholds defining the points at which a measure indicates warning  (yellow) or critical (red) levels of concern.  Scorecards are a built‐in method for the ongoing  monitoring of measures, making use of the green/yellow/red thresholds via at‐a‐glance  Dashboard displays.    The Questica Dashboard component, written in HTML5, delivers the ability to provide an “at‐a‐ glance” summary of critical data and other relevant information in a visually rich and interactive  interface. Dashboards can be developed for individual users, groups of users, departments,  roles or specific functional areas within the Questica Budget and Questica Performance  solutions. The only limit to the number of dashboard views that can be created using this  powerful tool is your imagination.  Exhibit A, Page 3 of 74    Supplementary/Core Software Features Advanced Search   Allocations Module  The TeamBudget Allocations module allows you to move dollars around the Operating budget,  and even into the Capital budget, in a structured and balanced fashion.  It supports complex  arrangements of allocations between many budget elements.  For example, some Departments (Cost Centers) allocate all of their expenses to other  Departments or Cost Centers.  These are often referred to as Internal Service Providers or ISPs.   A common example of an ISP can be the Information Technology (IT) department.  ISP budgets  are developed in detail just like any other department, and then their expenses can be  allocated out to other budget elements – other departments.   An ISP Allocation like this might use a Cost Driver such as "Number of Computers" to determine  how much of the IT's department expenses will go to each recipient.  Once the allocation has  been run, each recipient Costing Center will have a Destination Budget Line representing a  portion of IT expenses, and the IT department budget will have a Recovery Budget Line that  effectively zeroes out their total budget.   The TeamBudget Allocation module provides the ability to ‘visualize’ all (or some) of the budget  allocations.    Change Requests   Change Requests (also referred to as Budget Adjustments, Budget Modifications or Decision  Packages) allow you to process pre and post approval budget changes using a controlled  process and workflow –based approval.   Change Requests is yet another feature which distinguishes and sets apart TeamBudget from  strictly a budget preparation tool and focuses on Budget Management. Change Requests  provides a structured framework to deal with Amendments, Transfers, and other needed  changes to the budget – both during budget prep and Post Approval.  With dedicated  workflows and approval process, staff can request changes such as moving monies from one  budget to another, proposing changes to positions or even proposing a merit pay increase for  an employee – all using a simple intuitive user interface and in the end, the complex math is  done for you.  Change Requests can be made individually or they can be bundled together (a  decision package) and are treated apart from the general budget with their own approval  process, until the changes are approved, then they can be applied to the budget(s)  automatically.  No other budget software vendor has the budget submission and change  control functionality provided by TeamBudget.  Exhibit A, Page 4 of 74    Service Level Measurements/Performance or Service Level Measurements  For many clients wishing to capture information beyond the budget, such as Service Level  Measures (SLM), Questica offers customized screens at the business unit level where users are  able to enter information such as the goals, objectives and outcomes/performance for their  business unit. They can enter the outcomes/performance (actual and estimate) for the current  year, enter estimates for the coming years, alone with viewing 2 previous years’ actual  performances ‐ all on the same screen. These SLM’s now become part of the workflow process  and can be adjusted, approved/denied at the different stages of the budgeting process.  Customized reports can show budgetary information, performance measures alone with  narratives and descriptions/justifications for each budget.  Stages and Workflow  TeamBudget uses the term ‘Budget Stage’, or simply Stage to facilitate the budget development  process and also indicate where a given department is in the annual budgeting process.   Each  Stage is configurable, and coupled with a workflow.    TeamBudget uses a methodology that introduces a controlled environment with a workflow  component – users can enter and approve budgets and escalate them through a series of  predefined stages.  This workflow controls the access individuals have to the budgets and  supports a method to ensure budgets are properly reviewed and approved by all those who are  participating in the development process.  After staff have entered their budget(s), they are  responsible for promoting it (advancing it) to the next workflow stage (reports are available to  show which departments are at which stage).  The system records the budget at each  submission stage, so that the changes and modifications to the budget are clearly visible and  transparent if requiring review at a later date.    Explorer / Multiple funds, departments, and divisions  TeamBudget can accommodate an unlimited number of funds, departments and divisions.   Budgets are categorized on an organizational basis where Cost Centers roll‐up into  Departments and Divisions (or vice versa).  Budgets can also be categorized on a Fund basis  where Cost Centers roll‐up into their respective funds.    From the pull‐down menu (top center) of the above Explorer screen, uses can select other  ‘Trees’ – alternative organizational entities by which the budgets can be organized.   Narrative / Comments / Descriptions / Text     Narrative content can be entered and associated with many different areas of the application;  including Department, Program Offer, Cost Center, Project, Position, Union (Profile), Employee,  to mention just a few.  Users can break down individual budgets by line Item, identify expenses  and funding sources, enter comments for each line Item, and attach documents and notes.  The  Exhibit A, Page 5 of 74    TeamBudget Forms Editor (screen editor) feature allows administrators control over the type  and amount of content on each of the narrative screens / fields.       Advanced Search   A robust and powerful tool, the Advanced Search feature allows authorized users to perform  sophisticated and highly dynamic data analytics/Ad‐Hoc queries based on specific criteria or  descriptive words.  Queries are created in a user friendly fashion where a complex query can be  built –one line at a time.   Advanced Budget Search allows power users the ability to view, update, and manipulate large  volumes of budget data quickly.  All Advanced Search grids are exportable to Excel.    Each of the following areas of TeamBudget has its own dedicated Advanced Search function:    Change Requests (Decision Packages)   Cost Centers   Employees   Forecasts (also called Budget Lines)    GL Accounts (Objects) and GL Categories   Operating Impacts   Actual Costs   Positions   Projects   Project Forecasts (Capital module line items)    Scenarios (What‐ifs)     Hierarchy/Trees  TeamBudget will be configured to mirror The City’s accounting and organizational structure.  Questica will work with The City to define and import the organization structure(s) and Chart of  Accounts found in the financial system.  The TeamBudget feature known as System Trees provides for multiple hierarchy structures for  rolling up The City’s organizational structure. One System Tree is based on Division/Department  while the other allows for rollup by Fund(s). Many system reports display data according to the  System Trees and the organizational structure therein.    In addition to System Trees, staff can create user‐defined Additional Trees allowing for many  more hierarchical structures beyond Division/Department and funds.  These Additional Trees  have no effect on the System Trees nor the underlying organizational and account structures.  There is no limit to the number of Additional Trees that can be created. TeamBudget offers a  report that shows revenues and expenditures for each Additional Tree created.  Exhibit A, Page 6 of 74    Email Notifications  Some users want to be informed when certain events take place.  TeamBudget allows them to  use the email notifications feature to be notified by email each time a predetermined event  occurs.  Distributions – Spread out amounts  TeamBudget’s Distribution feature allows for an annual amount to be spread over certain  months (or all months) based on a predetermined calculation. Example, if a user needs to  account for snow removal, they may want to distribute the cost of snow removal only over the  winter months and not over the entire year. Distributions can be applied to revenues, expenses  and position costs.  When applied to position costs, seasonal staff wages for example, can be  budgeted down to only the months in which they work.   Regular Increase  TeamBudget’s “Regular Increase” feature allows users to apply increases/decreases at the line  item, budget, department, and organization level. Once a change is made at any of those levels,  they are automatically reflects at the other levels.  What‐if Scenarios  TeamBudget Operating and Capital modules have the ability to copy any  budget/project/change request/etc. and create as many different ‘What‐if’ scenarios of that  budget data as desired.  These alternative budget scenarios are maintained for easy reference.  However, only one budget version (one scenario) can be designated as ‘Active’.  It is the active  budget/scenario that is submitted when the user promotes (advances) the budget to the next  approval stage.  What‐if Scenarios can be activated (turned on or turned off) one by one.  The  Salary module also accommodates different ‘What‐if’ scenarios for salary and benefit data such  as, wage increases, COLA increases, collective agreement negotiations, and all related  calculations.  Reserve Forecasts   The Reserve Forecasts feature was specifically designed for tracking reserve balances. This helps  Finance to be up‐to‐date with funds and reserve balances, in real‐time.  Each reserve can be associated with a GL account. As users identify their funding sources (i.e.  Reserves accounts) for their Capital projects, Finance is able to view their Reserves Balance and  Forecasts – the opening balance, the amount being withdrawn from each reserves, any  contributions and the closing balance. Out‐of‐the‐box, TeamBudget allows staff to view this  information for up to 25 years. This can be extended, should the City wish to display additional  years.  TeamBudget also comes with an out‐of‐the‐box report which shows the above information  along with the name of each project that is requiring monies from each reserve.  Exhibit A, Page 7 of 74    For the tracking of Funds, TeamBudget has a similar feature called “Fund Forecasts,” which  serves a similar forecast but specifically for Funds.  Fund Balance Forecast  As users create their Capital projects, they are able to copy existing projects, rename them and  have multiple scenarios representing a different state of affairs.   The Reserve Forecast and Fund Balance Forecast features also allow Finance to copy existing  Reserve/Fund Forecasts and to create alternative scenarios.   Only one scenario can be active at a time, but Finance will be able to switch between scenarios  in order to gauge their long‐term effects. This can be viewed onscreen and/or via reports.  Formulas / Excel‐Like Budgeting  TeamBudget was designed (from the budget input perspective) to look somewhat like an Excel  spreadsheet, as most of our new customers are acquainted with developing budgets in this  manner.  In addition to the look of a spreadsheet, TeamBudget also has spreadsheet‐like  capabilities, in that users can enter Excel‐like formulas if they wish (not a requirement).  Current  View display options within a Cost Center are; Monthly, Quarterly, Annual and Formula (in  addition to number of years, and decimal places).   Audit Trails – Logs   The TeamBudget API was written from the ground up to support a full event model.  Virtually  all user actions and entries such as logging in, saving a budget, updating a budget, promoting a  budget etc. are tracked and recorded in the Audit System.  Virtually any event in the system can  be logged for later retrieval if necessary.  Standard search parameters in the log viewer include;  date range, user, entity, action type, application event type, and containing text.     Security (User Security)   Security is role based and once established, your administrators will be able to determine who  is able to view, edit, demote, promote (advance) and lock budgets ‐ at each stage of the budget  process (as outlined above under “Stages and Workflow”). Restrictions to running reports and  batch processes, creating scenarios, administrative look‐ups, access to actual costs information  etc. can easily be established. Administrators can also determine who has access to the budgets  and also determine the types of analysis that can be performed. Individuals without permission  will not be able view selected system reports and/or perform budget analysis.   Your permissions determine what you can see:  A user’s interface is dependent on the  permissions granted them by the System Administrator. Note the System Administrator has  access (rights) to view each of the primary modules which make up TeamBudget – Operating,  Salaries, and Capital (on the left side of the screen) whereas the other user only has Operating  module rights.  The user on the right has no access to anything related to Salaries or Capital.  Exhibit A, Page 8 of 74    A robust and powerful tool, the Advanced Search feature allows authorized users to perform  sophisticated and highly dynamic data analytics/Ad‐Hoc queries based on specific criteria or  descriptive words.  Queries are created in a user friendly fashion (see below) where a complex  query can be built –one line at a time.   Advanced Budget Search allows power users the ability to view, update, and manipulate large  volumes of budget data quickly.  All Advanced Search grids are exportable to Excel.    Each of the following areas of TeamBudget has its own dedicated Advanced Search function:    Change Requests (Decision Packages)   Cost Centers   Employees   Forecasts (also called Budget Lines)    GL Accounts (Objects) and GL Categories   Operating Impacts   Actual Costs   Positions   Projects   Project Forecasts (Capital module line items)   Scenarios (What‐ifs)    Reports  The reporting capability of any budgeting software is critical.  TeamBudget provides three (3)  primary methods to create and view budget related reports.     1. Standard (pre‐built) reports   2. Ad‐Hoc  reports   3. Customized reports (customer and/or Questica created)   All Standard (pre‐built) reports generated within the application leverage Microsoft’s SQL  Server Reporting Services (SSRS).   TeamBudget includes over 90 pre‐built reports ready to use, or to be customized.  The reports  available in each module (Operating, Salaries, and Capital) are unique.  New reports can be  added easily and existing reports can be copied and edited. The 90 plus system reports are  grouped into the following 14 categories:   1. Ad‐Hoc  Reports  2. Actual vs. Budget  3. Custom Reports  4. Graphs  5. Operating  Exhibit A, Page 9 of 74    6. Salaries  7. Fund Reports  8. Baseline Reports  9. Departmental Reports  10. Capital  11. Change Request  12. Allocations  13. Stage Reports  14. Snapshot Reports    All out‐of‐the‐box reports are exportable to: PDF, Excel, Word, XML, CSV, MHTML (web archive)  and TIFF file formats.      Drill down ‐ Drill through reports   Many of standard reports are drill‐down, and/or drill‐through, in that they allow the end user to  quickly access underlying (more detailed) information.    Roll up and consolidation budget data  Many of the out‐of‐the‐box reports will automatically roll up and consolidation budget data by  cost category codes, object codes, cost centers, departments and/or divisions.       Ad‐Hoc Reporting  In addition to the 90 + out‐of‐the‐box reports that users can immediately utilize Questica has  integrated Microsoft’s SQL Server Ad‐Hoc Reporting as the cornerstone technology for those  who wish to quickly design their own reports.   This technology has many benefits:   It is web based so users do not require special software loaded onto their computers.   No query writing is required so there is no need to involve IT resources.   It includes intuitive interface.  Users can drag and drop the information they want to see  into a report design window.   All reports are exportable into PDF Excel XML etc.  The Ad‐Hoc report writing tool is designed for non‐technical users who desire quick access to  design and create their own reports.  It includes an intuitive user interface.  Users can drag and  drop the information they want to see into a report design window.  Ad‐Hoc reporting solves  the most common problem in report design – how to create reports that display the relevant  data that users require while having enough flexibility to allow the user to organize and view  Exhibit A, Page 10 of 74    the data however they wish.  Ad‐Hoc Reporting will provide the City’s users the ability to view  data immediately in whatever form they choose without having to request a new customized  report. Once developed users can re‐use the reports they designed or include them as a part of  the TeamBudget application making them available to all users.      Ad‐Hoc Report users can also:    Add their custom titles, graphics, logos    Drag and drop fields on the grid based on the way they want to see the data on the  report   Make a report into a drill‐down report by adding more fields to the grid   Format the grid by applying fonts, borders, fills and changing the alignments   Apply formulas as they will in Excel for custom analysis   Apply filters   Export reports   Have saved reports become one of the regular reports available to other users (subject  to security permission)    Variance / Budget vs. Actual Costs  Several options exist for users to report on variances across multiple time periods. For brevity,  we will consider just two options here, one more on the ‘micro’ side of budgeting, and one  from a more ‘macro’ perspective:   Micro example: Each cost center/program has several screens and reports dedicated to  variances.  The sample screen below (Finance Administration) shows a standard screen called  ‘Annual Comparison’ – which displays the budget vs. actual costs, the difference (the variance)  and an area for staff to enter comments, notes or justifications.  This data can also be viewed  on a monthly or quarterly basis, as well as ‘Details’ individual transactions (assuming your  financial system supports individual cost transactions).   Again, cost centers can be thought of as a piece of the budget – a collection of revenues and/or  expenditures belonging to a department.  For example, a finance division might be split up into  various departments such as Comptroller Admin, Finance Admin, and Budget Admin – each of  these departments can have one or more (sometimes many more) cost centers associated to  them.  Macro example:  Whereas the above example are variances from a specific part of the budget,  just one department, below is a higher level perspective showing budget vs. actual costs viewed  as an aggregate of all cost centers, all departments, all divisions, etc.  The report below is called  ‘Budget vs. Actuals Year to Date’ and allows for in‐depth interrogation of budget vs. actuals  across the entire enterprise and across multiple dimensions.   Exhibit A, Page 11 of 74      Performance Measures Module  Summary  The Performance module contains all the features that are required to do Performance  Measurement in the public sector and other types of organizations.  Terminology  The vocabulary of Performance Measurement is not standardized. Here are some definitions  and explanations:  Program: a.k.a. Service Area. One discrete program or service in the organization.   Performance Measures generally measure aspects of programs, including their inputs,  activities, effectiveness and outcomes.  Performance Measure: one thing that will be measured. Number of Bus Passengers per  Month. Number of Invoices Processed. Total Expenses by Department (many measures are  financial.) Customer satisfaction. City crime rate. Population. Total Assessment.  KPI’s, Indicators: Means about the same thing as a Performance Measure.   Scorecard: A visualization tool for organizing measures into a hierarchy where lower level  measurements are aggregated into higher level indicators. Put your measures into a hierarchy.  If some measure deep below hierarchy node “A” is off its target, Node “A” gets highlighted  somehow and you can drill down to find out more.  Balanced Scorecard: A trademarked strategic measurement tool/system that includes a  whole plethora of practices, diagrams, scorecards, dimensions, seminars and certifications, as  dictated by the Balanced Scorecard Institute™. Not to be confused with a scorecard. The PM  module will be able to do many of the activities that are part of Balanced Scorecard practices,  but not all.     Feature List   Ability to define and track Measures.  o Can be used to track any quantifiable data including (but not limited to) inputs, outputs,  efficiency, and outcomes (four common terms from public sector PM.) with configurable  Units of Measure (percentage, liters, foot‐pounds, FTE’s, stone, exabytes, etc.)   o Measures can have Targets (similar to budgets in the budgeting modules.) Targets can  be set Annually, Quarterly or Monthly. We have structured the architecture in such a  way that it will be possible to add new periods of target calendarization in the future,  like weekly or daily.  o Financial and staffing Targets can be automatically generated by defining an advanced  search on budgets or FTE’s in the Operating and Capital modules. Huge time saver for  customers who own multiple modules! No integrations or manual data entry required.  o Targets can have Thresholds which define how far off target the measure can be before  it’s considered in a “warning” (yellow) or “critical” (red) state.  o Measures have Actuals (the “measurement” itself.) Actuals can be entered as frequently  as desired (much like actual cost transactions on budgets) and are rolled up for  comparison to targets.  Exhibit A, Page 12 of 74    o Actuals can be human‐entered on a schedule.   The user responsible for a measure can be automatically emailed when their data is due or  overdue.   A dashboard widget will provide “quick entry” for actuals and show serious looking colors  when entries are overdue.  o Financial actuals can be automatically generated by defining an advanced search on  actual costs in the Operating and Capital modules. Huge time saver for customers who  own multiple modules! No integrations or manual entry required.  o “Combined” measures can aggregate, sum and divide other measures by each other to  generate rates and per‐item costs, which can be separately reported and tracked.   By using the Programs feature, users can design a measurement plan from scratch following  best practices.  o Enter a list of all your organization’s programs.  o Define a Logic Model and Outcomes for each program. Use these to derive your  measures. Questica can work with you to implement these steps using our in‐house  Performance Measurement expertise.  o Organize your measures under each program.  o (Measures don’t have to belong to a program. If you have an existing measurement plan  you can just dump in all the data too.)   Statistical Ledger for tracking and maintaining non‐financial metrics that can be included  with financial measures to establish cost/unit or revenue/unit objectives or simply total  unit/quantity objectives. There are realistically no limits on the number of statistical  measures to be established and maintained. Examples include gallons of water, feet of  highway, square feet of a building, number of vehicles, number of complaints etc…   Use dashboard charts to visualize your measurement plan and its execution, and be notified  of warning and critical situations as they arise.   Build Scorecards to organize your measures into rolled up hierarchies. Use the Scorecard  Widget to add your scorecard to a dashboard.   Works with our security system for granular control of viewing and editing for all  measurement data.    Total integration with all of Questica’s core productivity features including advanced search,  spreadsheet import and export, custom fields, customizable grids and self‐serve reporting.  II. TeamBudget Functional and Non‐functional Requirements    Classification definition:  • Mandatory features must be included for the system to function.  • Required features should be included but the system can function without  them.  • Desired features are nice to have but are not needed for the system to  function.    Exhibit A, Page 13 of 74    Functional Requirements  The following functional requirements define specific behavior or functions required of the system.   Integrated Budget System ‐ General  ID Requirement Classification Vendor Response  1a Integrated Operating and Capital Budget  System for over 80 funds and  hundreds of expenditure and revenue  appropriations  Mandatory TeamBudget will be configured to  mirror The City’s accounting and  organizational structure. Questica  will work with The City to define and  import the organization structure(s)  and Chart of Accounts found in the  financial system.  The TeamBudget feature known as  System Trees provides for multiple  hierarchy structures for rolling up  The City’s organizational structure.  One System Tree is based on  Division/Department while the other  allows for rollup by Fund(s). Many  system reports display data  according to the System Trees and  the organizational structure therein.   In addition to System Trees, staff can  create user‐defined Additional Trees  allowing for many more hierarchical  structures beyond  Division/Department and funds.   These Additional Trees have no  effect on the System Trees nor the  underlying organizational and  account structures. There is no limit  to the number of Additional Trees  that can be created. TeamBudget  offers a report that shows revenues  and expenditures for each Additional  Tree created.  1b Access to about 80 users city‐wide Mandatory All 80 users from across the will have  access to TeamBudget.  1c Tracking of revenues, expenditures, and  positions by Budget phase  (e.g.: Base, Proposed, Adopted, and  Amended/Adjusted)  Mandatory Yes. TeamBudget offers a feature  called ‘Baselines,’ which are  snapshots/reports of all budget data  across the entire organization at a  point in time, or at any point in time.  There is no limit to the number of  Baselines you can generate.  TeamBudget’s Baseline reports allow  users to compare one baseline  Exhibit A, Page 14 of 74    versus another (or multiple  baselines) in order to see what has  increased decreased or not changed,  at a very high level.    1d Transfer entries are correctly recorded in both  funds affected by the  transfer  Mandatory Yes. Transfers can be done via the  Change Requests feature will allows  monies to be moved from one fund  to another, among other  functionality.    1e Ability to re‐label existing system field descriptions  Desired Yes. All fields within TeamBudget  can be relabelled according to City  specification.    1f Ability to “bookmark” certain areas of the budget system  Desired Yes. Cost centers, projects,  employees, positions, profiles,  Change Requests and reports can be  bookmarked.    1g Ability to redesign the budget structure Required Yes. By default, TeamBudget  provides two System Trees  (organizations/budget structure).  These trees can be reconfigured as  required. Additional user‐defined  Trees can also be created allowing  staff to drag and drop departments,  divisions and budgets from one node  on the Tree to another.    1h Ability to copy “prior year” data (e.g.: forecast  analysis, budget change  requests) to the current budget year  Required Yes. Users are able to copy any cost  center/project from previous years,  and use them as the basis of the  current budget year.    1i Ability to develop multi‐year source and use fund statements  Required Yes. This information can be viewed  onscreen and via reports.      Interface with SAP  ID Requirement Classification Vendor Response  2 Includes the ability to interface with SAP  Version ECC 6.0 or higher to  upload and download financial data – please  explain details  Mandatory Yes. The integration between  TeamBudget and SAP will be  established during the  implementation process. This will  allow for actual costs to be brought  into TeamBudget and for budget  Exhibit A, Page 15 of 74    information to be brought into SAP. See “Chapter 4‐ Work Plan or  Proposal” under “Integration  Approach” for more information.    Salary and Fringe Cost Budgeting & Modeling  ID Requirement Classification Vendor Response  3a Upload position cost information (e.g.:salary, special pays, pension, health costs) fully and for  specific fields from SAP  Mandatory Yes. The process for loading  (importing & exporting) HR/payroll  data into the system is via the  ‘Salaries Synchronization Tool’. This  provides a mechanism to review and  commit the changes to the  TeamBudget Salaries module. This  application interface allows the user  to determine precisely which  changes should be brought over  from the HR system.   See “Chapter 4‐ Work Plan or  Proposal” under “Integration  Approach” for more information.  3b Calculate personnel expenditure by position,  department, fund, detail  (e.g.: salary, pension, retiree healthcare,  special pays, health benefits) for various  employee groups with various benefit levels  Mandatory Yes. This will be done via the Salaries  module, which supports the ability  to accurately model and forecast all  costs associated with positions and  employees. Each Position is  associated with a default GL Account  and is then assigned a pay grade,  step, contract, pay scales and  benefits (start and end dates can be  associated to each).   Union/Bargaining Unit affiliations  (Profiles), job titles, and job numbers  can also be entered for each  employee and each employee can be  allocated to a position or multiple  positions in different departments or  funds. Throughout the year,  adjustments such as cost of living  adjustments, new benefits etc. can  be made. Position costs can be  generated for an unlimited number  of years and can be broken down on  an hourly, monthly or yearly basis.  Each positions cost can be  associated to any one (or multiple)  costing centers belong different  departments/fund. This  Exhibit A, Page 16 of 74    association/allocation can range  from 0‐100% with each costing  center belonging to a department or  fund. Position data can be imported  from HR systems into TeamBudget.  Salary/Position Planning reports can  also be generated for analysis  purposes.    3c Ability to model total compensation (e.g.:  salary, special pays, health  plan costs, pension rates) changes  Required Yes. This will be done via the Salaries  module. See answer to questions  above.  3d Ability to assign multiple funding sources to a position  Required Yes. This will be done via the Salaries  module. See answer to 3b above.    Cost Allocation Plans  ID Requirement Classification Vendor Response  4a Development of cost allocation plans for  internal support functions as  well as Internal Service Funds  Required As mentioned before:  The TeamBudget Allocations module  allows you to move dollars around  the Operating budget, and even into  the Capital budget, in a structured  and balanced fashion.  It supports  complex arrangements of allocations  between many budget elements.  For example, some Departments  (Cost Centers) allocate all of their  expenses to other Departments or  Cost Centers.  These are often  referred to as Internal Service  Providers or ISPs.  A common  example of an ISP can be the  Information Technology (IT)  department.  ISP budgets are  developed in detail just like any  other department, and then their  expenses can be allocated out to  other budget elements – other  departments.   An ISP Allocation like this might use  a Cost Driver such as "Number of  Computers" to determine how much  of the IT's department expenses will  go to each recipient.  Once the  allocation has been run, each  recipient Costing Center will have a  Destination Budget Line  Exhibit A, Page 17 of 74    representing a portion of IT  expenses, and the IT department  budget will have a Recovery Budget  Line that effectively zeroes out their  total budget.  4b Ability for related cost allocation plans (Human  Resource (HR) costs are  cost allocated to Administrative Services  Department (ASD) and ASD cost are allocated  to HR; further internal support services  departments’ costs are then allocated to all  other City departments to calculate the  transfer amounts from non‐general fund  departments for internal support services to  the General Fund)  Required Yes. This will be done via the  Allocations module.    Forecast Development  ID Requirement Classification Vendor Response  5a After development of the Base  Budget (first year of Forecast), ability  to  model nine years of Forecast data  with adjustments (e.g.: annual  percentage compounded; different  percentages for Forecast years;  associated fringe percentages) to  revenues and expenditures  Required Yes. There is no limit to the number of  years that can be budgeted and  forecasted within TeamBudget.  TeamBudget’s “Regular Increase”  feature allows users to apply  increases/decreases at the line item,  budget, department, and organization  level. Once a change is made at any of  those levels, they are automatically  reflects at the other levels.  5b Parallel development of various  Forecast Models  Required Yes. Forecast modeling can be done for  the Operating budget (cost centers),  capital projects and Salaries.  For budgeting, forecasting and analysis  purposes (whether for revenues or  expenditures), TeamBudget provides  users with the ability to copy a cost  center(s), give it a name, and make  changes as they see fit. They can also  create scenarios from scratch. These  alternative budgets are maintained for  easy reference and may look entirely  different from the first scenario.  However, only one version can be  designated as ‘Active’.  It is the active  scenario that determines the costing of  the positions within the Profile. Each  scenario can be made “Active” at a  time, in order to gauge its effect on the  Exhibit A, Page 18 of 74    position costing.  Users are also able to forecast for multiple years using TeamBudget’s “Regular Increase” feature to increase or  decrease an entire cost center/project by a specific amount or percentage. Individual Line Items can also be  adjusted by a specific amount or percentage.  Alternatively, formulas can be used with Variables (cost drivers) to  provide a more specific value that will self‐maintain itself based on cost driver changes. There is no limit to the  number of years that can be forecasted within TeamBudget.    5c Ability to use past fiscal year actual  data and current fiscal year  projected data to forecast future  expenditure levels  Desired Yes. Forecasting can be aided by using  the Annual Budget (Summary View)  screen within TeamBudget, which  shows 2 prior year’s budget and actual  costs, the current year’s budget and  actuals and the forecast years.  Essentially, a user could scroll from left  to right in order to see how their  budgets have done in the past, how  their currently doing and how they plan  on doing in the future.  Exhibit A, Page 19 of 74      Workflow Capabilities  ID Requirement Classification Vendor Response  6a Flexible workflow system (including delegation of approval and/or parallel approvals) for  budget change modifications for various  budget phases (e.g.: base budget, proposed  budget) and modifications to the adopted  budget including internal department approval,  multi‐ department approvals (e.g.: Information  Technology Department for IT requests or  People Strategy and Operations Department  for position requests), and Budget Office  approvals  Mandatory Yes. TeamBudget uses the term  ‘Budget Stage’, or simply Stage to  facilitate the budget development  process and also indicate where a  given department is in the annual  budgeting process. Each Stage is  configurable, and coupled with a  workflow.    TeamBudget uses a methodology  that introduces a controlled  environment with a workflow  component – users can enter and  approve budgets and escalate them  through a series of predefined  stages.  This workflow controls the  access individuals have to the  budgets and supports a method to  ensure budgets are properly  reviewed and approved by all those  who are participating in the  development process.  After staff  have entered their budget(s), they  are responsible for promoting it  (advancing it) to the next workflow  stage (reports are available to show  which departments are at which  stage).  The system records the  budget at each submission stage, so  that the changes and modifications  Exhibit A, Page 20 of 74    to the budget are clearly visible and  transparent if requiring review at a  later date.    A typical budget might evolve  through several approval stages:                   Above is an example only ‐ The City  can define and configure as many  budget stages you wish.  Since this entire process is using the  same database in a controlled  environment there is no re‐entry of  data.  Reports are generated from  the same data that the users  entered at their first and subsequent  submissions.  The budget process is  efficient because TeamBudget  automatically notifies users via e‐ mail when their participation is  required.  As the budget is promoted  through the different stages, user  permissions (security settings) are  triggered, providing the re‐assurance  that only the appropriate people can  modify or view the budget at each  stage.    Sample Screen – Budget Approval  Stages and related permissions:  Stage 1 – Initial Budget  Stage 2 –  Management Review  Stage 3 – Budget  Office Review  Stage 4 – Final  Review & Approval   Exhibit A, Page 21 of 74    6b Includes comment or notes function for recording actions such as for budget change  requests  Mandatory Yes. Narrative content can be  entered and associated with many  different areas of the application;  including line item, cost center,  project, position, union (profile),  employee, to mention just a few.  Users can break down individual  budgets by line Item, identify  expenses and funding sources, enter  comments for each line Item, and  attach documents and notes. The  TeamBudget Forms Editor (screen  editor) feature allows administrators  control over the type and amount of  content on each of the narrative  screens / fields.       A typical narrative screen in  TeamBudget might look something  like the sample screen below:  Exhibit A, Page 22 of 74    6c Searchable comments or notes function Desirable Yes. This can be done via the  Advanced Search feature which  allows authorized users to perform  sophisticated and highly dynamic  data analytics/Ad‐Hoc queries based  on specific criteria or descriptive  words.  Queries are created in a user  friendly fashion where a complex  query can be built –one line at a  time.  6c Allows for the attachment of supporting documents  Required Yes. Supporting documents can be  attached at the line item, cost  center, project, employee, Profile,  and position. There is no limit to the  types of documents and the number  of documents that can be attached  within TeamBudget.  6d Allows for reviewers and approvers to  comment on decision of budget  change requests  Required Yes. This can be done via the Notes  and comments features within  TeamBudget.  6e Provides for email notification Required Yes. This can be done via the Email  Notifications feature which allows  users to receive email notifications  each time a predetermined event  occurs. A perfect example of email  Exhibit A, Page 23 of 74    notifications being used is via the  Workflow feature, where staff at  each level of the approval process  received emails each time a budget  is promoted or demoted.   Notifications can also be set up in  order to be alerted when someone  deletes/changes a budget, or  adds/deleted/changes a scenario.    Budget Balancing  ID Requirement Classification Vendor Response  7 Ability to balance budgets within the system for various funds  Required Yes. Several features are available to  assist in this area, including the Fund  Balance Forecast feature within  TeamBudget, which allows the  Finance/Budget Department to track  the balance of each Fund.  Also  available is a feature called ‘Force  Balance’ which when initiated will  require that selected budget  elements (Funds, etc.) be balanced  (Revenues = expenditures) at  specified budget stages.   Generally  speaking, this feature is typically  used once the budget is getting close  to the approval stage.  Also, there  are a number of reports that can aid  in ensuring that the budgets and  Funds are balanced.      Fee Development  ID Requirement Classification Vendor Response  8a Identification of fee cost components (e.g.:  fully loaded personal  services cost by position; percent of positions;  related cost allocation percentages; non‐salary  costs)  Required Many elements in TeamBudget can  be mapped logically to reflect a  relationship between that  component of the budget and larger  (or smaller) community wide  services/goals or calculations.  This  mapping can take place in many  different places within TeamBudget  including; Departments, Cost  Centers, individual line items,  Positions, and Employees ‐ to name  just a few.  For example, if you  wanted to identify a fee cost  Exhibit A, Page 24 of 74    component within the Police  Department, all the budget elements  associated with this fee cost  component can be flagged, or  mapped to the Police Dept. “Fee  Cost Component A, B, C etc.” By  mapping the relationship between  budget items and fee cost  components, reports can be quickly  generated showing all budget  revenues and expenditures for each  fee. More information is needed  regarding this requirement.  8b Automatic updates of fee cost components Required See response to 8a above.  8c Calculation of revenue generated based on activity level  Required See response to 8a above.  8d Calculation of cost‐recovery level Required See response to 8a above.  8e Roll‐over of fee cost components to the next fiscal year  Required See response to 8a above.    Publication of Budget Document  ID Requirement Classification Vendor Response  Please Note: A comprehensive budget book publishing tool is on the TeamBudget roadmap. At present, most  customers generate approximately 70% of their City’s budget book directly from TeamBudget via reports. Since  the TeamBudget database is open to Administrators, other solutions such as publishing tools can access the  database in order to gather the information needed to create the budget book. One such vendor that has  experience working with the TeamBudget database is Finite Matters/PatternStream.  9a Report writing tool Mandatory Yes. As mentioned in “Chapter 4‐ Work Plan or Proposal” under  “Reporting,” TeamBudget provides  users with the ability to have access  to out‐of‐the‐box reports, to copy  and edit out‐of‐the‐box reports, and  to create their own reports‐ all from  within the software.  The report writing tool is designed  for non‐technical users who desire  quick access to design and create  their own reports.  It includes an  intuitive user interface.  Users can  drag and drop the information they  want to see into a report design  window.  Ad‐Hoc reporting solves  the most common problem in report  design – how to create reports that  display the relevant data that users  require while having enough  Exhibit A, Page 25 of 74    flexibility to allow the user to  organize and view the data however  they wish.  Ad‐Hoc Reporting will  provide the City’s users the ability to  view data immediately in whatever  form they choose without having to  request a new customized report.  Once developed users can re‐use the  reports they designed or include  them as a part of the TeamBudget  application making them available to  all users.  9b Report template development Mandatory Yes. City staff are able to use any of  the out‐of‐the‐box reports as the  basis of creating new reports.  9c Compilation of budget data (numbers and  texts) for pagination of  budget documents  Required Yes. This can be done via the Ad‐Hoc  Report writer tool.  9d Allows multiple users to input and edit text,  financial, or performance  information (e.g.: paragraph, tables, graphs)  and maintain version control of document  components  Required Yes. This can be done via the Ad‐Hoc  Report writer tool.  9e Ability to check spelling and grammar Required Yes. Spell Checking can be done on  each page belonging to a cost  center, project, Change Request,  employee, position and profile. The  narrative texts related to these  different areas can be included in  reports.  9f Ability to easily edit, integrate, and format  custom Excel charts, graphs,  and tables into document  Required Yes. TeamBudget comes with 90+  reports out‐of‐the‐box. These  reports can easily be copied and  changed as users see fit. Columns  can be added/deleted/edited.  Graphs, charts, tables can also be  incorporated into reports. All reports  (existing, edited or created) can be  exported to formats such as PDF,  Word, and Excel, just to name a few.  9g Flexibility and ability to add or remove sections or pages  Required Yes. This can be done via the Ad‐Hoc  Report writer tool.  9h Insert, change, or edit photos Required Yes. This can be done via the Ad‐Hoc  Report writer tool.  9i Automatically compile and paginate document  and build the table of  contents  Required No. While most of the budget book  can be produced by TeamBudget, it  does not provide a tool to create  items such as the table of contents,  Exhibit A, Page 26 of 74    final pagination etc. This  functionality will need to be  provided by the publishing tool.  9j Produce high‐quality, bookmarked PDF for  printing and viewing on the  City’s website  Required Yes. All reports within TeamBudget  can be exported to PDF to be used  as the City sees fit.  9k Ability to manage text, data, and publishing  components for multiple  documents (operating budget, capital budget,  municipal fee schedule, long range financial  forecast, and others)  Required Yes. TeamBudget comes with a  number out‐of‐the‐box reports that  provide this information. These  reports can be copied and edited as  users see fit, and new reports can be  created at any time.    Online Publication of Budget Data and Performance Measures  ID Requirement Classification Vendor Response  10a Ability to publish budget data online with drill‐ down reports and graphs  Desired Since the TeamBudget database is  open, budget data can be accessed  by other systems via ODBC etc.  The City could accomplish this with  ASP.NET and SQL Reporting Services.  ASP.NET will have to be configured  for the server that is running the City  website.  An ASP.NET web page will be hosted  on the site that includes the Report  Viewer Control from Microsoft.  This  could be configured in such a way  that the City could choose exactly  which reports are available for  viewing, and the credentials and  communication with the report  server will all happen on the server  side.  This page will have all of the features  of the report viewer that is used in  TeamBudget, including drill‐downs,  report linking, and exporting to  multiple formats.  This solution does not actually  involve TeamBudget (except that the  reports will show data from the  TeamBudget database). It is a  benefit of building our product  around SQL Reporting  Services. Ultimately, the decision as  to how site is build will be  determined by the City’s webmaster.  Exhibit A, Page 27 of 74    10b Ability to publish performance measure data  online in graphical  formats (e.g.: dashboards) and to regularly  update the data (e.g.: monthly, quarterly,  annually) and comparison of budget to actual  data  Desired Yes. See answer above.  10c Ability to publish multi‐year actual  performance data online in graphical  form  Desired Yes. TeamBudget can be configured  to capture performance data. This  information can be placed in  graphical form via the report writing  tool.    Performance Measurement and Management  ID Requirement Classification Vendor Response  Please Note: Currently under development is a series of robust and significant improvements to TeamBudget’s  existing Performance Measurements features.  This new module ‐ dedicated to Performance Measurements,  will be released in the first half of 2014.  11a Input and documentation of performance measures  Required Service Level  Measurements/Performance or  Service Level Measurements  For many clients wishing to capture  information beyond the budget,  such as Service Level Measures  (SLM), Questica offers customized  screens at the business unit level  where users are able to enter  information such as the goals,  objectives and  outcomes/performance for their  business unit. They can enter the  outcomes/performance (actual and  estimate) for the current year, enter  estimates for the coming years,  alone with viewing 2 previous years’  actual performances ‐ all on the  same screen. These SLM’s now  become part of the workflow  process and can be adjusted,  approved/denied at the different  stages of the budgeting process.  Reports can be created show  budgetary information, performance  measures alone with narratives and  descriptions/justifications for each  budget.  Exhibit A, Page 28 of 74    11b Upload capability from other systems such as  public safety systems for  response call data  Desired Since the TeamBudget database is  open, budget data can be accessed  by other systems via ODBC etc. This  information can also be imported via  the Excel Export/Import tool.  11c Dashboard and other graphical display of performance data  Required Dashboards are currently under  development, and will be released in  early 2014.    Monitoring of Budgeted Expenditures and Revenues  ID Requirement Classification Vendor Response  12a Monthly download of actual  expenditures and revenues from SAP  Required Yes. Once the integration between  TeamBudget and SAP has been  created, the actual cost data can be  automatically imported into  TeamBudget. This can be done on a  nightly, weekly, monthly, or  quarterly basis.  12b Comparative Analysis of Budget to Actuals (e.g.: straightlining)  Required Yes.  Yes. Many screens display year to  year comparisons showing actual  and budget values. This is also  available via reports. Below is an  example of the Annual Budget  (Summary View) screen.  This  screen shows the current budget  year (in this case 2014) and the YTD  actual costs.    The two previous budget vs. actual  (2013 & 2013) are also displayed.  Exhibit A, Page 29 of 74    12c Display of actual expenditure and  revenue data by month, quarter, and  year  Desired Yes. This can be viewed onscreen  and reports. The Annual Summary,  Quarterly and Monthly Summary  grids allow end users to input  comments, justifications,  explanations, etc. for each line on  the variance reports/screens.    Prior Year Data  ID Requirement Classification Vendor Response  13 Access to prior year Budget and Actual data  for reporting and analytical  purposes  Required Yes. As mentioned above: Many screens display year to year  comparisons showing actual and  budget values. This is also available  Exhibit A, Page 30 of 74    via reports. Below is an example of  the Annual Budget (Summary View)  screen.  This screen shows the  current budget year (in this case  2014) and the YTD actual costs.    The two previous budget vs. actual  (2013 & 2013) are also displayed.        Capital Budget Model  ID Requirement Classification Vendor Response  14a Ability to enter and track multi‐year operating  budget impacts of  capital projects and link the cost impacts to the  development of the Forecast  Required Yes. All TeamBudget modules share  the same interface and a common  database (Microsoft SQL Server),  allowing all modules to work  together.  In the case of Operating  and Capital, the most obvious  synergies between these systems is  the Operating Budget Impacts  (OBI’s). In the Capital module, some  capital projects will affect the  operating budget in the future (the  new community center will need to  be staffed). Each TeamBudget  Capital project provides for an area  to track and record OBI’s. Each  Operating Budget Impact allows  users to specify a cost center to  which the costs correspond.  Publishing the Operating Impact will  add the costs directly to the  Operating budget by creating  Exhibit A, Page 31 of 74    Forecasts (budget lines) on the  specified cost center(s).  14b Ability to prioritize and rank projects based on user‐defined criteria  Desired Yes. Users are able to rank projects  according to predetermined criteria.  While entering their budgets, users  can choose these ranks and assign a  value to each rank along with a  justification.  14c Ability to create custom fields (e.g.: LEED  certification, project start  date, project end date)  Required Yes. Fields such as project start and  end dates are provided out‐of‐the‐ box. Additional fields can be added  via the Forms Editor tool and can be  done by City staff with the proper  permissions.  14d Project status identification (e.g.: future, current, close‐out)  Required Yes. Project Statuses can be  attributed to each project.           Many reports allow users to determine whether the reports show data from all statuses or specific statuses.  Exhibit A, Page 32 of 74          Reporting  ID Requirement Classification Vendor Response  15a System provides configurable self‐ service reporting on all system fields  (e.g.: by budget phase, fiscal years,  fund, appropriations)  Required Yes. Via drop‐down menus  (parameters), most reports allow  users to determine the level of  detail that show up on reports.   15b Ability to display report data in  graphical forms  Desired Yes. TeamBudget comes with a  number of reports that show  Exhibit A, Page 33 of 74    graphs and charts. Additional  reports can also be created to  show these forms.  15c Ability to export report data to MS Excel and MS Word  Required Yes. All reports can be exported  to PDF, Excel, Word etc.          15d Ability to set up forms/reports which  alert the user of certain business  rules are not followed (e.g.: for Source  and Use Statements the Source Total  Desired Yes. Custom Business Rules and  Actions – TeamBudget is an API  (Application Programming  Interface) driven application.   Exhibit A, Page 34 of 74    has to match the Use Total) We’ve included a customizations  interface that allows C# code to  be written within the interface  that can utilize the full  TeamBudget API and enhance its  functionality by creating custom  rules and actions.  These  customizations are triggered  either by listening for one of  many application events, or by  user driven activity, such as by  selecting a custom right‐click  menu item that was created for a  specific purpose on a budget grid.    Training  ID Requirement Classification Vendor Response  16a Vendor or partner/preferred vendor can  provide system functional  training to users and system administrators  Desired Yes. During the implementation  process, all training will be provided  by Questica staff. This training will  be provided to City users and  Administrators. See “Chapter 4‐  Work Plan or Proposal” under  “Training Approach” for more  information.  16b Provide functional training documentation for  end‐users and  administrators  Required Yes. Documentation will include:  Customized hand‐outs  created for each group to  be trained   Administrative Manuals‐ for  administrators only   TeamBudget Operating  User Manual   TeamBudget Database  Documentation‐ for  administrators only   TeamBudget Release Notes   TeamBudget Database  Schema‐ for administrators  only   TeamBudget Technical  Requirements‐ for  administrators only   TeamBudget User Manual  Some of these documents have also  been ‘baked’ into TeamBudget.    Exhibit A, Page 35 of 74      Auditability  ID Requirement Classification Vendor Response  17 System logs all user & system actions and events (who, what, when)  Desired The TeamBudget API was written  from the ground up to support a full  event model.  Virtually all user  actions and entries such as logging  in, saving a budget, updating a  budget, promoting a budget etc. are  tracked and recorded in the Audit  System.  Virtually any event in the  system can be logged for later  retrieval if necessary.  Standard  search parameters in the log viewer  include; date range, user, entity,  action type, application event type,  and containing text.   Below is an  example of a search result using the  Log Viewer.     Clicking on the magnifying icon above opens a detailed results screen, showing what was changed – in this case  a value was changed from 70520.000000 to 7050.   Exhibit A, Page 36 of 74          Implementation management  ID Requirement Classification Vendor Response  18 Provide an implementation plan which includes  task descriptions, level of involvement of City  staff (number of staff, types of staff, and  hours), and a standard timeline  Required Yes. Questica will work with the City  in order to finalize an  implementation plan. See “Chapter  4‐ Work Plan or Proposal” under  “Implementation Approach” for  more information.    Non‐functional Requirements  Cloud Computing  ID Requirement Classification Vendor Response  19 Infrastructure and data is housed by cloud  service provider to ensure  the system proposed is aligned to the City’s IT  cloud‐first strategy  Required Yes. TeamBudget can be installed on  the City’s servers or it can be hosted.  Questica uses a hosting provide  named Aegisys.  Technical Overview of TeamBudget  TeamBudget is comprised of three  major components.     Application. TeamBudget is  a .Net 4.0 web‐based  solution that requires IIS.   Database. TeamBudget  supports SQL Server 2008R2  and 2012.    Reporting Services.  TeamBudget supports SQL  Server Reporting Services  (SSRS) versions 2008R2 and  Exhibit A, Page 37 of 74    2012.  Other reporting  technologies such as Crystal  Reporting can also be used  to develop reports against  the TeamBudget database.  There are three primary scenarios  for installation:   Single Server –  TeamBudget, the database,  and Reporting Services are  on the same server.   Two Server – TeamBudget  is on a server.  The  database and Reporting  services are on the second  server.   Three Server – All three  components have their own  server.  TeamBudget is completely  supported in a Virtualized  Environment and this is utilized by  many of our customers as a  mechanism to separate servers from  hardware infrastructure  requirements.  Cloud Solution  Should the City opt for a cloud‐based  (hosted) solution, Questica will  provide all server, database,  operating system, monthly  management, and software  maintenance.  Browsers  In order to access TeamBudget, City  staff will only require the use of an  internet browser. TeamBudget  supports the following browsers:  Internet Explorer   Version 9   Version 10   Safari for Mac   Latest Version  Mozilla Firefox   Latest Version   Google Chrome   Exhibit A, Page 38 of 74    Latest Version     Bandwidth required for the service  to perform as designed  Assuming a hosted/SaaS  environment, we ask for a minimum  of 5 MB bi directionally. Installed  locally, TeamBudget is a relatively  low‐demand application when  compared with the processing  requirements of a full financial  system such as SAP.  Uptime  TeamBudget is designed to achieve  99.9% uptime a year.  Ownership of data  All City data is owned by the City will  only be accessed for maintenance  and support services by Questica.  Backup practices and disaster  recovery  In a hosted or SaaS environment,  Questica takes on responsibility for  all server, database, Windows OS,  monthly management, TeamBudget  licenses, software maintenance.   Recovery Time Objective (RTO) ‐ A  RTO of 1 hour requires that  TeamBudget be part of a cluster  (Virtual or physical) for failover.  Recovery Point Objective (RPO) ‐ A  RPO of 15 minutes requires that the  database and logs be sufficiently  backed up within the specified 15  minute interval.  Format of all City records that will  be stored  All records are saved to the SQL  database. Typically, retention of  backup data is determined by our  customers. Questica believes it is  good practice to maintain four  weeks of data retention.  Exhibit A, Page 39 of 74    Integration with City local payroll  and financial systems from the  cloud based environment  The process of integration, whether  onsite or via the cloud, remains  fundamentally the same, except for  the ports and firewall to the financial  and payroll systems needing to be  opened for transaction exchanges  between the systems.    Installed solution  TeamBudget is developed using  Microsoft .Net 4.0 and is a 100%  web based application.  As such, no  software is installed on client PC’s.   Workstations running any current  version of Windows OS (XP, Vista, 7,  8) with Internet Explorer (IE) version  9.0 or better are required. (other  browsers also supported, see  below).  A Pentium 4 or better  workstation with 512 Mb of RAM  will be sufficient.  Software is only  installed on corporate web server(s).   TeamBudget supports the following  browsers:  Internet Explorer   Version 9   Version 10   Safari for Mac   Latest Version   Mozilla Firefox   Latest Version   Google Chrome   Latest Version      Maintainability  ID Requirement Classification Vendor Response  20a System upgrades are fully maintained and managed by vendor  Required Yes. In a cloud‐based (hosted)  solution, Questica will provide all  server, database, operating system,  monthly management, and software  maintenance.    Exhibit A, Page 40 of 74    20b System is “off the shelf” solution and does not  require custom  development/coding by the vendor or the City  Required Yes. TeamBudget is one of the few  truly COTS (Commercial Off the  Shelf) budgeting software tools on  the market.  20c City should be able to configure the system with appropriate access privileges  Required Yes. The TeamBudget database and API are open for further  configuration by the City‐ subject to  security permissions.    System Compatibility  ID Requirement Classification Vendor Response  21 Windows 7, Internet Explorer version 9,Google Chrome, iOS  TeamBudget supports the following  browsers:  Internet Explorer   Version 9   Version 10   Safari for Mac   Latest Version   Mozilla Firefox   Latest Version   Google Chrome   Latest Version    Portability  ID Requirement Classification VendorResponse  22a HTML5 (or has one of these features on product roadmap)  Desired Yes. TeamBudget supports HTML5. HTML5 is a new standard for the  World Wide Web. It introduces  many cutting‐edge features that  enable developers to create apps  and websites with the functionality,  speed, performance, and  experience of desktop applications.  Our vision for TeamBudget is to  embrace this new technology to  improve the product in a wide  range of areas.  22b Responsive web design for flexible and  fluid layouts that adapt to  almost any screen  Desired Yes. All screens in TeamBudget are  all set up in a similar manner, with  the details on the larger right‐hand  pane, and the navigation elements  on the smaller left‐hand pane.  The  left‐hand pane is referred to as the  Navigation Bar, or simply ‘Nav Bar’.   The Nav Bar help users navigate  without extraneous information  Exhibit A, Page 41 of 74    displayed which is not applicable to  that area. Below are 4 examples of  some of the systems Navigation  Bars:    Home / Welcome Screen Cost Center Profile Position     Form and Field Designer – This interface allows administrators to design and update screens and their data fields.   There is no restriction on the number of variables or fields that are created, and our users have the ability to define  data types and regex expressions to control the data input into these fields.  The system allows updates to take  place without the need to update these interfaces.  Custom Business Rules and Actions – TeamBudget is an API (Application Programming Interface) driven  application.  We’ve included a customizations interface that allows C# code to be written within the interface that  can utilize the full TeamBudget API and enhance its functionality by creating custom rules and actions.  These  customizations are triggered either by listening for one of many application events, or by user driven activity, such  as by selecting a custom right‐click menu item that was created for a specific purpose on a budget grid.  22c Ability to access published web data  from mobile devices, tablets, and  smartphones  Required Although there is no specific  integration to devices such as  iPhones, Blackberry’s or tablet  computers, all these devices can  read web pages. TeamBudget is a  web‐based product supporting  numerous browsers. Also, these  devices also support reading PDF  file formats, and TeamBudget  reports can be exported to PDF,  and other formats.    Exhibit A, Page 42 of 74    Support  ID Requirement Classification Vendor Response  23 Technical ongoing or on‐demand support is  maintained by the vendor  or partner vendor  Required Yes. Technical Support will be  provided by Questica. See “Chapter  4‐ Work Plan or Proposal” under  “Support Approach” for more  information.    Service Level Agreement  ID Requirement Classification Vendor Response  24a Submission of vendor's service standards regarding system support and  escalation process  Support calls are classified into the  following criteria:   Priority 1 – Urgent (example: system  is unavailable to users) – Support  staff immediately ceases any other  activity and work towards a solution,  and if possible, remains on the  phone with the customer until  resolved.   Priority 2 – Important (example:  software bug) – Support staff work  to resolve the issue within the same  business day.  Priority 3 – Minor (example: minor  nuisance or irregularity) – To be  considered in the next development  cycle – may require a hot fix.  All support issues, customer‐needs  and suggestions are tracked through  our CRM (Customer Relationship  Management) and ConnectWise  tools.  All support calls/emails are  entered and assigned a tracking  number.    Support issues are classified as  described above (Priority 1, 2, 3).  Software issues have the following  classifications:   Low‐ To be considered in  the next development cycle   Medium‐ To be considered  in the next development  cycle   High‐ Addressed in the next  Build  Exhibit A, Page 43 of 74     Critical (Work Stoppage) ‐  Addressed immediately  Service tickets are escalated  automatically (to development) via  email to ensure all response  commitments are met.   If needed, customers can escalate  support issues in the following  manner:   1. Manager, Customer Service  & Support   2. President   3. Chairman   Office and mobile phone number for  these positions will be provided  upon contract award.  24b System availability; 99.9% Yes. TeamBudget was designed to  provide 99.9% uptime.    Integration  ID Requirement Classification Vendor Response  25 System has web services Application  Programming Interface (API)  capabilities to integrate with other City  applications  Required During the implementation process,  TeamBudget will be integrated with  the City’s SAP solution.  TeamBudget is an API (Application  Programming Interface) driven  application. Since the TeamBudget  database is open, budget data can  be accessed by other systems via  ODBC etc.    Open Data  ID Requirement Classification Vendor Response  26a All system data should be exportable and  machine readable to support  open data environment  Required Yes. All reports and most grids  within TeamBudget can be exported  via Excel, Word, PDF, XML etc.  26b Exportable data should include metadata (set  of data that describes and  gives information about other data)  Desired The format in which data is exported  depends on the view options  (columns and rows) a user chooses  onscreen.   Each release of TeamBudget comes  with an updated database schema.    Exhibit A, Page 44 of 74    Security  ID Requirement Classification Vendor Response  27a System complies with either: ISO 27001 (Information Security  Management Systems) or NIST 800‐53  Standards (Security and Privacy Controls  for Information Systems)  Note: If chosen as a finalist, vendor will be  required to complete the City’s Vendor  Information Security Assessment and  acknowledge and agree to comply with the  City’s Security & Privacy Agreement  Required Note: If chosen as a finalist, vendor  will be required to complete the  City’s Vendor Information Security  Assessment and acknowledge and  agree to comply with the City’s  Security & Privacy Agreement    Should Questica be chosen as a  final, we will complete the City’s IT  assessment and agreement  documentation.  27b Ability to set appropriate security levels for users  Required Yes. Security is role based and once  established, your administrators will  be able to determine who is able to  view, edit, demote, promote  (advance) and lock budgets – at  each stage of the budget process.  Restrictions to running reports and  batch processes, creating scenarios,  administrative look‐ups, access to  actual costs information etc. can  easily be established.  Administrators can also determine  who has access to the budgets and  also determine the types of analysis  can be performed. Individuals  without permission will not be able  view selected system reports and/or  perform budget analysis.   Your permissions determine what  you can see and access:  A user’s  interface is dependent on the  permissions granted them by the  System Administrator.   For  example, in the screenshots below,  the menu listing on the left is that of  the Administrator whereas the  menu listing on the right is that of a  user with fewer permissions  granted.      Administrator Lower Level User    Exhibit A, Page 45 of 74       Note the System Administrator has access (permissions) to view each of the primary modules which make up  TeamBudget ‐ Operating, Salaries, and Capital (on the left side of the screen) whereas the other user only has  access to the Operating module. Also, the user on the right has no access to anything related to the Salaries  module.    Scalability  ID Requirement Classification Vendor Response  28 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)  Required Yes. TeamBudget can be used across  all departments, whether for budget  entry, report viewing etc. Should the  City wish to roll out the software to  more than the initial 80 users, it can  do so by purchasing additional  licenses.    Data Liberation  ID Requirement Classification Vendor Response  29 Ability to quickly move all of the data out ofthe system in an open,  interoperable, portable format at no additional  cost and in one fell swoop in the event that the  City wishes to discontinue the product  Required Yes. Taken from Section 10.5 of our  License and Services Agreement:  Return of Your Data. Upon request  made by You within 30 days after  termination of a Purchased Services  Exhibit A, Page 46 of 74    subscription, We will make available  to You for download a file of Your  Data in comma separated value  (.csv) format along with attachments  in their native format. After such 30  day period, We shall have no  obligation to maintain or provide  any of Your Data and shall  thereafter, unless legally prohibited,  delete all of Your Data in Our  systems or otherwise in Our  possession or under Our control.    Business Continuity  ID Requirement Classification Vendor Response  30a Failover / redundancy / replication of system to another location  Required Aegisys (Questica’s hosting provider)  has multiple Fiber providers which  provide our upstream connectivity.  We do support multiple IKE  gateways provided that the City has  redundant carriers as well and the  firewall used by the City supports  multiple gateways.  Disaster Recovery:  Because all data  and product configuration data is  stored in a single MS‐SQL database,  TeamBudget can be restored from a  disaster very quickly providing the  database is backed up regularly.   There are three core failure  scenarios – the web server  component (IIS, or its related server  hardware,) the TeamBudget  database (MS‐SQL Server, or its  related hardware,) or both.  The process of recovery is the same  in all cases:  1. Ensure that the  TeamBudget database is available  from a MS‐SQL database, being  recovered from a backup on an  alternate server if necessary. 2.  Ensure that the TeamBudget product  is installed on an IIS web server. 3.   Configure TeamBudget to point to  the appropriate TeamBudget  database by configuring the  web.config file on the hosted IIS  Exhibit A, Page 47 of 74    server.  (There are other minor steps  involved that are well documented,  but these are the major steps.)  Please note that TeamBudget is  supported in failover clustered IIS  and SQL server environments, such  that the needs for a barebones re‐ installation from backups should not  be necessary. However, if it is, the  speed of recovery is based on the  time required to have the IIS and  SQL server installed and ready so  that the above steps can be  performed, together with the  restored backup. If it is critical that  TeamBudget be available as quickly  as possible with little to no  downtime, and alternate server can  be configured for failover purposes.  30b frequency of backups: at minimum daily;Required In a SaaS or Hosted environments,  backups are performed on a daily  basis at a minimum.    30c Data Restoration: within 1 day excebetween July and February; 4 hours  between March and June  Required Yes. Questica can comply with this  requirement.  30d Minimum Retention requirements: Seven Years Required Yes. There is no limit to the number  of budget years that can be retained  in the TeamBudget database.    III. TeamBudget Implementation    Project Work Statement  This Project Work Statement provides the framework for the typical Scope of Work (SOW).  In each section of the detailed Scope of Work, the following will be determined:   Questica Responsibilities   City Responsibilities   Deliverables   Acceptance Criteria   Solution Testing    Exhibit B provides a detail project implementation Plan with a July 7 start date.    1. Product Installation  Exhibit A, Page 48 of 74    1.1. Description  1.1.1. System Installation includes installation of the base software and associated  databases for the TeamBudget product in each of the required environments.   When completed, the product shall be in a fully functional state which is  prepared for further configuration.  It can be verified as functional with an  example database provided by Questica.   2. Product Configuration  2.1. Description  2.1.1. Product configuration includes the administrative configuration of the products  such that they will be suitable for user input in a production environment.   Questica will take an active role in this configuration, but it will require City  participation.  3. Initial Budget Data Import    3.1. Description  3.1.1. Questica will import given years of historical data.  This will provide a historical  reference and a foundation for subsequent staff budget preparation.  City will  assist with this export and provide the data in a format provided by Questica to  facilitate import.  4. Staff Training  4.1. Description  4.1.1. Training City users that will be participating in the budgeting process.  If The City  has adopted a ‘train the trainer’ methodology, training will be provided to allow  attendees to train other individuals.  All training materials developed by Questica  will be provided for that purpose.  5. Customization(as needed)  5.1. Description  5.1.1. TeamBudget is a Commercial off the shelf (COTS) product. Some customizations  may be required in order to meet The City’s requirements.  6. Custom Reports (as needed)  6.1. Description  6.1.1. The TeamBudget products allow for the modification of the ‘out of the box’  reports, or the inclusion of new custom reports.  The detailed requirements will  be determined in the detailed scope of work to be developed.  7. SAP and HR System Integration  7.1. Description   Exhibit A, Page 49 of 74    7.1.1. A data exchange will be provided between the financial and HR system and the  TeamBudget modules ‐ to be detailed in SOW.  8. Project Management  8.1. Description  8.1.1. An initial analysis of existing City process and budget strategy as outlined in this  document.  8.1.2. A methodical management of the project resources and execution in close co‐ ordination with The City Project Management team.  All implementation  activities will support the methodology outlined in this RFP response.  Project Management  The Questica Project Manager shall be responsible for:   1. Main point of contact through the implementation process  2. Coordinating the development of the Project Plan in consultation with The City’s Project  Manager and team members.  3. The timely delivery of items identified as “In scope” within the SOW.   4. Ensuring that City staff are sufficiently educated in the TeamBudget application to  understand the implications of initial design decisions.  5. Providing The City with timely and detailed descriptions of the items identified as  “Customer task” within the SOW.  6. Advising The City of expected completion dates for items identified as “In scope” within  the SOW.  7. Advising The City of the impact on the expected delivery dates of “In scope” items when  prerequisite the Customer tasks, such as the completion of data import templates or  approval of report specifications, are advanced or delayed.  8. Monitoring the progress of the project and advising The City of risks to its on‐time  completion.  9. Coordinating the completion and approval of Change Orders.     The City Project Manager shall be responsible for:  1. The timely delivery of items identified as “Customer task” within the SOW.  2. Advising Questica of the expected delivery dates of items designated as “Customer  tasks”.   3. Ensuring that Change Orders contain a full specification of the changes required.  4. Ensuring that Customizations are fully specified and documented.  5. Ensuring that all City team members have a clear understanding of their responsibilities  to the project.  Exhibit A, Page 50 of 74      Testing/Quality Assurance Plan   Note: The final Acceptance Testing Plan will be mutually agreed upon.  Acceptance Testing Procedures:  Questica proposes to take on the role of Guide and Facilitator, providing best practices and  structure to ensure testing happens in an organized, effective and timely way. Working with the  Project Management and Core Working Team, Questica will prepare guidelines that will  document the following:  Objectives  It is anticipated that testing, with assistance from Questica, be conducted by each stakeholder  class (Technical, Functional, Manager’s Office, etc.). Any specific goals, assumptions, or  constraints will be detailed.  Unit / Component Testing  The purpose of the unit/component testing is to ensure that each individual module in the  system satisfies the quality standards and system requirements that apply.  It describes the  type of testing that is expected and explicitly how it should be conducted. It will include:   Requirement(s) satisfied by the module/component   Testing procedures ‐ A definition of how the tests will be performed.  What screens will  be tested, what reports will be tested?  A testing script may be included in this  specification if required.   Environment Definition ‐ Will define the data environment to be used for the testing.   Exit Criteria ‐ Defining what an acceptable level of testing is and when it should be  considered complete.    Integration/Regression Testing  The project introduces new Components on a phased and per‐component basis.  The purpose  of the Integration/Regression test is to retest previously tested units and ensure that  TeamBudget is working as intended after the introduction of each additional  Module/Component.  The purpose for Regression testing is to ensure that ‘what use to work,  still works’ after each new component is added.   Final User Acceptance Testing  The final stage of testing will be the Acceptance test.  If the Unit and System tests were  completed successfully, there should be no surprises here. The purpose of the User Acceptance  test is to verify that the system meets the needs of the users.  It is anticipated that the testing  group for this test will be the Core Working Team and a series of Functional Users designated  and asked to participate in this process.    For this process Questica will provide:  Exhibit A, Page 51 of 74     Requirements ‐ the Functional test that will be required.  It will be specific about what  will be tested, and will be based on the needs defined in the discovery phase of the  Project.  It will also include a review of any City specific documentation created for this  project.   Responsibility ‐ a clear definition of who is expected to test what.   Procedures ‐ defining the sign‐off procedure, a testing plan, and if necessary, scripts.    Exit Criteria ‐ Defining the acceptable level of testing.  This is similar to the unit testing  discussed above, but with a broader scope.  Successful completion of the Acceptance testing will be determined as follows:   Acceptance testing of Requirements completed, test results documented and  deficiencies noted   Noted deficiency list, if any, reviewed by the  Contractor, response on plan to address  deficiencies sent back to The City, plan to address to address deficiencies reviewed and  approved by The City  Acceptance Testing Failure Procedures:   Deliver deficiency list, if any, to Questica.   Review of deficiency list by the Contractor and return response on plan to address  deficiencies.  Remedies   Noted deficiency list, if any, reviewed by Questica, response on plan to address  deficiencies sent back to The City, plan to address to address deficiencies reviewed and  approved by The City  Design and Implementation Phases   We have over a decade of experience with project management and control methodologies to  manage the project and implementation process. We have identified what works, and what  does not, when it comes to project control methodologies. A possible implementation  methodology for The City might look something like this (in brief):   Phase 1   Blueprinting and effective Project Management is critical to the success of this project.  We  have broken down the Implementation Process of TeamBudget into a number of sections and  unique tasks as follows:  Exhibit A, Page 52 of 74    Discovery ‐ A series of onsite and/or online workshops (one for each software component),  another to discuss the Testing and User Acceptance methodology, and another to discuss the  Strategic Vision and Goals of The City.   Workflow and GAP Analysis ‐ Once the discovery process is complete, Questica’s Project  Manager will create a summary of bullet points that outlines the key findings of the Discovery  process, a strategy to address any new needs identified through the process, and a workflow  plan for the project. This working document will be presented to The City to ensure that there is  general agreement on the strategy.  Plan Documentation ‐ The TeamBudget Project Manager will generate a detailed Scope of  Work that aligns with the strategy approved by The City’s Implementation Team.  This will  contain more detail than the Scope statements included in the RFP document, as the Project  Manager and Core Team will have a better understanding of the specific needs of The City and  the functionality of the Software.  The City Project Manager will be consulted to ensure it aligns  with needs. Using this same methodology, a Project Plan and Timeline will be created, as will a  Testing & User Acceptance document. The Questica Project Manager will create and assemble  these documents into a final written Blueprint document.  Plan Presentation ‐ The Blueprint, Scope of Work and Project and Testing Plans will be  submitted to the Core Working Team for review and comment. The Working Team will have  worked together closely to this point, so there should be no last minute surprises. The  expectation is that minor changes and refinements may be required at this point.  Phase 2‐ Implementation Methodology  Phase two contains five Components that add successive functionality to TeamBudget.  There is  some uniqueness to how each of these components will be implemented but, we are proposing  that a basic template be used to consider reviewing the basic methodology.   Component Kick‐off ‐ The components will be phased in.  Each will start with a kick‐off meeting  where the Blueprint and plan are reviewed so that the focus on success and goals is  maintained.  Overview Sessions ‐ The TeamBudget functionality will be presented to the team so that they  are familiar with the module and able to participate in its configuration and understand the  needs of data imports.  Configuration ‐ The components in TeamBudget will be configured to provide the desired  functionality and accommodate the related data imports.  Data Import ‐ Your historical data will be imported.  Exhibit A, Page 53 of 74    Customizations and Report Development ‐ If required, customized functionality and reporting  will be introduced and reviewed.  This task benefits from the data import, as any screen or  reports will reflect the actual and familiar data imported.  Security Setup ‐ Establishing appropriate user security.  Financial and HR systems Integration ‐ Establish the appropriate integration to the financial  and HR systems, as applicable to the component.  Component User Testing ‐ User Testing and Acceptance based on the methodology outlined in  the Blueprint document. The Questica Project Manager will assist and act as a facilitator  through this process.  Component Kickoff ‐ The Component will be moved into the production environment for use.  Project Implementation Communication – City and Questica will set up weekly, and if  necessary, more frequent conference calls during the implementation of the system until final  City acceptance of the system.    SAP Integration  TeamBudget is used by various public sector entities, all with different financial/HR systems.  As  we routinely integrate with these external systems to share budget related data, we have  developed a specialized tool for this purpose – The Questica Integration System or QIS.    QIS is a sub system within TeamBudget and is designed to simplify the integration process and  reduce the amount of time it takes to integrate TeamBudget with different customer systems,  typically financial/HR/ERP, and other miscellaneous external systems.  Because all customers  use different tables and dimensions, it’s important the integration be configurable. The QIS  Integration Tool was designed to provide a highly configurable framework for sharing budget  related data with existing (and future) external data sources.    The data flow can best be visualized using the following diagram  (Using ‘SAP’ as the system in this example):    Exhibit A, Page 54 of 74      Diagram ‐ Integration Tool Logic  In the case where data is to be extracted from SAP and moved to TeamBudget, we will consider  data to be moving from left to right in the diagram.  If we were extracting from TeamBudget to  insert into SAP, data will move from right to left.   The system consists of a series of interchangeable connectors.  A connector is added depending  on how the data is being transferred.  It may or may not be possible to interact with the source  tables of a SAP, and often an intermediate exchange method is all that’s available.  We have  pre‐built connectors that will utilize SQL Database Queries, Web Services, XML, ODBC, OLEDB,  delimited flat files, etc.  The appropriate connector is selected and configured with a text file  that provides the details of the information that is being imported.  The connector then passes data (as XML) to the Transformer where a data transformation is  executed using T‐SQL.  The T‐SQL can be configured to manipulate the data and map it to the  required format and columns.  Although not shown on this diagram, the T‐SQL used for the  transformation is also configurable via a text configuration file.  Finally, a second Connector is used to transfer the data into TeamBudget (if we consider the  case of a data extraction from SAP).  Again, different Connectors can be utilized depending on  whether TeamBudget is hosted on the same server and the Integration tool, or is hosted  elsewhere.  If on the same server (or a server on the same network) a SQL connector will  typically be used.  Once again the connector is configured with a configuration file.  The process to move budget data from TeamBudget to SAP is essentially the same as described  above but the process occurs in reverse.  The entire process is scheduled through the Windows task scheduler. Monitoring of scheduled  integration tasks can be performed in a number of ways, but the most popular method is the  Exhibit A, Page 55 of 74    notification of exception or failure via an e‐mail.  Exception/Failure e‐mails can be configured to  e‐mail one or more people in the case of failure.    The system is normally configured by Questica’s technical staff through the course of the  implementation.  This consists of selecting the appropriate connectors and establishing the  integration by changing the text in the configuration files.  TeamBudget Customers will certainly  be able to update or create new integrations using the framework provided.  The key skill  involved is an understanding of XML and knowledge of T‐SQL.  All of the configuration files are  available to all customers ‐ there are no hidden tools or technology that will not be available to  your staff.      SAP Integration (Payroll)  Synchronization Plan  The TeamBudget process for loading (importing & exporting) HR/payroll data into the system is  via the ‘Salaries Synchronization Tool’. This provides a mechanism to review and commit the  changes to the TeamBudget Salaries module. This application interface allows the user to  determine precisely which changes should be brought over from the HR system.     Budget Data Conversion  Data migration will be based on the order in which each component is to be completed.  Questica has had great success importing data for our clients.  The process is well defined, and  our staff members are ready to apply the same methodology to the City’s to import data.  Data import tends to be a normal, straightforward process and can often be done in a single  pass in most cases. More complicated data conversions often require that data be imported  from the old system to new, a list of exceptions generated to identify problems in the  conversion process, cleaning the data based on the exceptions, and then re‐importing the data.    A typical data conversion methodology is outlined below:   Review existing data and City objectives   Script data conversion to allow for subsequent refined conversions   Convert data and generate data exceptions, as required   Review data for accuracy and suitability   Correct or modify source data or conversion scripts, as required   Repeat import process as necessary until all data is successfully imported  Questica will provide the MS Excel import templates to be initially filled out by City staff.  Exhibit A, Page 56 of 74    Personnel Data Migration   This is based on a one‐time export of salary data from the HR system. The salary data can be  imported from spreadsheets provided, assuming that all positions and employees details etc.  are present on only one spreadsheet. Alternatively, a spreadsheet with all position/employee  data and salaries (in a format provided by Questica) can be populated by the City and imported  directly.  IV. TeamBudget Implementation Scope of Work    1. Revision History  Edition Date Authors Notes/Changes 1 26‐Mar‐13 James McCall     2. Scope of Work  In the Scope of Work tables, entries in the column headed “Scope of Work” are defined as follows:  Entry Meaning  In scope The task or function is within the scope of work to be undertaken by Questica  professional services.  Customer task The task or function is not within the scope of work to be undertaken by Questica  professional services, but will be undertaken by the customer.  Not in scope The task or function is not within the scope of work to be undertaken by Questica  professional services, nor will it be undertaken by the customer.  n/a Some functions such as reporting using the standard Questica Budget report library are  available to, and utilized by, the customer but their use is ancillary to the implementation  of Questica Budget and not a required component of implementation.   Questica and the Customer agree that the implementation of Questica Budget is a shared responsibility  and that neither party is in total command of all the resources necessary to achieve objectives within  mutually agreed timeframes. However, both Questica and the Customer agree that they will employ their  best efforts to complete their agreed tasks on a timely basis. Neither Questica nor the Customer is  expected to have resources available to mitigate timeframe slippage caused by the other party, and neither  shall have an obligation to do so.  Exhibit A, Page 57 of 74    “Integration” as used in this Scope of Work shall include the data population of pre‐existing costing centers  for the operating module and projects for the capital module. Data elements identified by a full GL account  in the general ledger will be imported as a Questica Budget GL object if that element can be unambiguously  matched to a pre‐existing GL object or to a pre‐existing costing center / project + fund combination. An  exception report is provided for data elements which cannot be thus matched. Similarly, integrations will  not create accounts in the general ledger where no such accounts exist. General ledger integrations do not  include the integration of post approval budget amendments and transfers other than in the form of  unannotated changed budget amounts. In the case of project budgets and actual data, this Scope of Work  covers only those situations where the project identifier forms part of the GL account string or is available  in the import file, query or web service. The customer agrees to provide Questica with assistance in  understanding the nature and location of the data to be integrated and, where required, create or cause to  be created all necessary sources of data including database queries, delimited files, and/or web services.  2.1. Questica Budget Configuration & Shared Components  Functional Area Description Scope of  Work  Implementation  Hosting  Implementation Hosting is as per Production Hosting (below).  Two systems will be created ‐ production and test.  In scope  Production Hosting Questica will provide the hosted operating server environment, as  per the signed hosting agreement.The Customer will provide user  workstation environments as follows:• A web browser: supported  browsers ‐ Internet Explorer 9 or newer, Safari latest release (on  Mac only), Firefox latest release, Chrome latest release.•  Microsoft Excel 2007 or newer (if spreadsheet export/import  feature is required)• Microsoft .NET Framework 4.0 installed  In scope  Questica Access To  Production Server  Questica implementation & technical staff have full access to the  production system for the purpose of system implementation.  In scope  Consult on Budget  Book Configuration  Provide up to 8 hours of Questica Budget expertise for  PatternStream Budget Book production and other pre‐press  activities.  In scope  Municipal Fee  Calculator  Configuration  Provide up to 40 hours of Questica consulting and development  services to implement the Municipal Fee Calculator per the City’s  specifications. In the event more than 40 hours is required, a  change order will be required.    Administrator  Authored Reporting  Provision of database models for administrator authored report  building. Note that creating administrator authored reports is a  customer task.  In scope  Focused Training:  Administrator  Authored Reporting  Training in the use of report views. Training will be carried out by  remote desktop. Each training session in the use of report center  reporting is applicable to any and all installed modules.  In scope  Application Level  Security  Determine how and when to use the various security levels  available within Questica Budget, enter users and assign them to  groups and roles. Questica will assist with this task until such time  as administrators have received training in the security  component of Questica Budget.  Customer  task  Exhibit A, Page 58 of 74    Focused Training:  Security  Additional training in the use Questica Budget's security  component over and above that provided in the administration  training. For installations with large user base and complex  security needs.  Not in scope Focused Training:  Administration  Training in Questica Budget administration.Not in scope Focused Training:  Allocations  Additional training in Questica Budget's Allocations feature, over  and above that provided in the Operating training. Training will be  carried out by remote desktop  In scope  Windows  Authentication  Configure Questica Budget to use The Customer's existing Active  Directory® for user logon and authentication.  Not in scope Create  Division/Department  Structure  Division/Department hierarchy created by importing Excel  workbooks. Questica will supply The Customer with blank  workbooks which must be completed according to the defined  format and structure.  In scope  Objects/GL Accounts  & Categories  Import from data import workbooks.In scope  Fund Categories &  Funds  Import from data import workbooks.In scope      2.2. Operating Module  The Questica Budget Operating module is included in this installation. Functional Area Description Scope of  Work  Allocations Add‐in The Questica Budget Allocations add‐on, to allocate specific  forecasts to multiple costing centers.  In scope  Train‐the‐Trainer:  Operating  “Train the trainer” training in the use Questica Budget's Operating  module. Training will be carried out by remote desktop.  In scope  Train‐the‐User:  Operating  “Train the user” training in the use Questica Budget's Operating  module.  Not in scope Import Data … Initial data is imported into Questica Budget from Excel® files (“workbooks”).  Questica will supply The Customer with blank workbooks which must be  completed according to the defined format and structure.Questica will import the  operating data up to two times, subject to the supplied data being clean and free  of inconsistencies and to the City’s satisfaction. At a minimum, the files will  contain the data necessary to:• Create costing centers• Add costing centers to  departments• Define funds and associate costing centers with funds• Create GL  objects and associate them with object categories• Associate dollar amounts with  GL objects at the costing center level.  Import Initial Budget Import from data import workbooks.In scope  Import Historic Budget  Data  Import from data import workbooks.In scope  Exhibit A, Page 59 of 74    Import Actuals Data Import from data import workbooks.In scope  For the purpose of the above, the definitions of costing centers, divisions, departments, GL objects, object  categories and funds shall be those found in the Questica Budget Operating manual. The mathematical  relationships between them shall be those currently supported by Questica Budget and described in the  Questica Budget Operating Manual.  The import of chart fields other than those that relate to division, department, fund, cost center and GL  object is not within scope unless expressly referenced in the “Customizations” section of this Scope of  Work.  The object/object category, division/department/costing center and fund category/fund structures must be  consistent across all years and across the Operating module and capital module if both are used. The  Customer will resolve any inconsistencies in the structures implicit in the actual and budget import data  prior to providing them to Questica for import to Questica Budget.  If import data is supplied in the Excel import templates provided by Questica and the data is consistent  with the data integrity requirements of Questica Budget, Questica will populate the Questica Budget  database within 15 business days of receiving the import workbooks. The inclusion of custom chart field  items will extend this timeframe as will determining how to deal with data combinations that violate  Questica Budget’s data integrity rules.    Import Configuration  …       Costing Centers Import from data import workbooks.In scope  Configuration …      Operating Budget  Stages  The Customer will determine how to configure Questica Budget's  budget stages to assist in their budget process and establish those  stages within the system.  Customer  task  Scenarios The Customer will determine how and when to use the concept of  scenarios to assist in their budget process. Scenarios are versions  of a costing center budget. A costing center may have multiple  scenarios but only one scenario may be active and included in the  consolidated budget.  Customer  task  Integration …      Budget Export Automated facility to transfer Operating module budget data  from Questica Budget to the Customer’s SAP general ledger at the  approved budget object/costing center level on an annual or  other basis when invoked by a user. Questica shall be responsible  for providing the software interface into Questica Budget and the  operational infrastructure required to manage the integration.  The Customer shall be responsible for ensuring that the standard  Questica Budget to SAP import integration component is  available. Budget data integration shall be at the division,  department, cost center, fund and GL object level only.  Notwithstanding responses to Requests for Proposals or other  communications between Questica and the Customer, Questica  will create no more than 1 custom export configuration. No  custom user interface will be created for the selective export of  sections of the budget, nor is the integration of additional chart  fields included in this Scope of Work unless expressly referenced  in the “Customizations” section of this Scope of Work.  In scope  Exhibit A, Page 60 of 74    Actuals Import Automated facility to transfer actual data from the Customer’s  SAP general ledger to the Questica Budget Operating module at a  transaction level on a daily basis when automatically scheduled.  Questica shall be responsible for providing the software interface  from Questica Budget and the operational infrastructure required  to manage the integration. The Customer shall be responsible for  making available the data to be exported from the SAP system,  either in CSV formatted files or by ensuring that the standard SAP  to Questica Budget integration component is available. Actual  data integration shall be at the cost center, fund and GL object  level only. Notwithstanding responses to Requests for Proposals  or other communications between Questica and the Customer,  Questica will create no more than 1 custom actuals import  configuration. No custom user interface will be created for the  selective export of sections of the budget, nor is the integration of  additional chart fields included in this Scope of Work unless  expressly referenced in the “Customizations” section of this Scope  of Work.  In scope  Reports …      Standard Reports Provision of Questica Budget's standard Operating module  reports.  In scope  Standard Views for  Administrator  Authored Reporting  Provision of Questica Budget's standard report views for the  Operating module.  In scope  Custom Report Views Adaptation of report views to include custom fields added to the  Operating module.  Not in scope Customizations …      Customizations include custom business rules, modifiers, user interface (grids, forms, etc.), hand‐crafted  reports and ad‐hoc reporting models. They are all detailed in section “2.5. Customizations” of this Scope of  Work document.                   2.3. Capital Module  The Questica Budget Capital module is included in this installation. Functional Area Description Scope of  Work  Train‐the‐Trainer:  Capital  “Train the trainer” training in the use Questica Budget's Capital  module. Training will be carried out by remote desktop.  In scope  Train‐the‐User: Capital “Train the user” training in the use Questica Budget's Capital  module.  Not in scope Exhibit A, Page 61 of 74    Import Data … Initial data is imported into Questica Budget from Excel® files (“workbooks”).  Questica will supply The Customer with blank workbooks which must be  completed according to the defined format and structure.Questica will import the  capital data up to two times, subject to the supplied data being clean and free of  inconsistencies. At a minimum, the files will contain the data necessary to:•  Create projects• Create asset types & assets• Associate projects with asset types•  Associate projects with divisions• Define funds• Create GL objects and associate  them with object categories• Populate projects with values.  Import Initial Budget Import from data import workbooks.In scope  Import Historic Budget  Data  Import from data import workbooks.In scope  Import Actuals Data Import from data import workbooks.In scope    For the purpose of the above, the definitions of projects, divisions, departments, assets, GL objects, object  categories and funds shall be those found in the Questica Budget Capital manual. The mathematical  relationships between them shall be those currently supported by Questica Budget and described in the  Questica Budget Capital Manual.    The object/object category, division/department/project and fund category/fund structures must be  consistent across all years and across the Capital module and capital module if both are used. The  Customer will resolve any inconsistencies in the structures implicit in the actual and budget import data  prior to providing them to Questica for import to Questica Budget.    If import data is supplied in the Excel import templates provided by Questica and the data is consistent  with the data integrity requirements of Questica Budget, Questica will populate the Questica Budget  database within 15 business days of receiving the import workbooks. The inclusion of custom chart field  items will extend this timeframe as will determining how to deal with data combinations that violate  Questica Budget’s data integrity rules.    Import Configuration  …       Capital Projects Import from data import workbooks.In scope  Configuration …      Capital Budget Stages The Customer will determine how to configure Questica Budget's  budget stages to assist in their budget process and establish those  stages within the system.  Customer  task  Scenarios The Customer will determine how and when to use the concept of  scenarios to assist in their budget process. Scenarios are versions  of a project budget. A project may have multiple scenarios but  only one scenario may be active and included in the consolidated  budget.  Customer  task  Integration …      Exhibit A, Page 62 of 74    Budget Export Automated facility to transfer Capital module budget data from  Questica Budget to the Customer’s SAP general ledger at the  approved budget object/department level on an annual or other  basis when invoked by a user. Questica shall be responsible for  providing the software interface into Questica Budget and the  operational infrastructure required to manage the integration.  The Customer shall be responsible for ensuring that the standard  Questica Budget to SAP import integration component is  available. Budget data integration shall be at the division,  department, cost center, fund and GL object level only.  Notwithstanding responses to Requests for Proposals or other  communications between Questica and the Customer, Questica  will create no more than 1 custom export configuration. No  custom user interface will be created for the selective export of  sections of the budget, nor is the integration of additional chart  fields included in this Scope of Work unless expressly referenced  in the “Customizations” section of this Scope of Work.  In scope  Actuals Import Automated facility to transfer actual data from the Customer’s  SAP general ledger system at the GL object/project level on a  regularly scheduled basis and/or other basis when invoked by a  user. Questica shall be responsible for providing the software  interface from Questica Budget and the operational infrastructure  required to manage the integration. The Customer shall be  responsible for making available the data to be exported from the  SAP system, either in CSV formatted files or by ensuring that the  standard SAP to Questica Budget integration component is  available. Actual data integration shall be at the cost center, fund  and GL object level only. Notwithstanding responses to Requests  for Proposals or other communications between Questica and the  Customer, Questica will create no more than 1 custom actuals  import configuration. No custom user interface will be created for  the selective export of sections of the budget, nor is the  integration of additional chart fields included in this Scope of  Work unless expressly referenced in the “Customizations” section  of this Scope of Work.  In scope  Reports …      Standard Reports Provision of Questica Budget's standard Capital module reports. In scope  Standard Views for  Administrator  Authored Reporting  Provision of Questica Budget's standard report views for the  Capital module.  In scope  Custom Report Views Adaptation of report views to include custom fields added to the  Capital module.  Not in scope Customizations …      Customizations include custom business rules, modifiers, user interface (grids, forms, etc.), hand‐crafted  reports and ad‐hoc reporting models. They are all detailed in section “2.5. Customizations” of this Scope of  Work document.                   2.4. Salaries Module  The Questica Budget Salaries module is included in this installation. Exhibit A, Page 63 of 74    Functional Area Description Scope of  Work  Train‐the‐Trainer:  Salaries  “Train the trainer” training in the use Questica Budget's Salaries  module. Training will be carried out by remote desktop.  In scope  Train‐the‐User:  Salaries  “Train the user” training in the use Questica Budget's Salaries  module.  Not in scope Import Data … Initial data is imported into Questica Budget from Excel® files (“workbooks”).  Questica will supply The Customer with blank workbooks which must be  completed according to the defined format and structure.Questica will import the  operating data up to two times, subject to the supplied data being clean and free  of inconsistencies. At a minimum, the files will contain the data necessary to:•  Create profiles• Create contracts• Create positions• Create salary grades• Create  salary grade steps• Create modifiers (benefits)• Create employees• Allocate  employees to positions• Allocate positions to costing centers.  Import Profiles Import from data import workbooks.In scope  Import Positions Import from data import workbooks.In scope  Import Contracts Import from data import workbooks.In scope  Import Grades Import from data import workbooks.In scope  Import Grade Steps Import from data import workbooks.In scope  Import Benefits  (Modifiers)  Import from data import workbooks (if sufficient modifiers exist  to make this more efficient that entering manually). If not in  scope then The Customer can enter modifiers manually. This is  typically more efficient than entering data into a spreadsheet for  automated import.  Customer  task  Import  Employee/Position  Allocations  Import from data import workbooks.In scope  Import  Position/Costing  Center Allocations  Import from data import workbooks.In scope    For the purpose of the above, the definitions of profiles, contracts, positions, salary grades, salary grade  steps, employees and modifiers shall be those found in the Questica Budget Salaries manual. The  mathematical relationships between them shall be those currently supported by Questica Budget and  described in the Questica Budget Salaries Manual.    Integration …      Exhibit A, Page 64 of 74    HR Data Automated facility to synchronize salaries data between Questica  Budget and the Customer’s SAP HR system. Questica shall be  responsible for providing the software interface into Questica  Budget and the operational infrastructure required to manage the  integration. The Customer shall be responsible for making  available the data to be exported from the SAP system, either in  CSV formatted files or by ensuring that the standard SAP to  Questica Budget integration component is available for extracting  data from and updating data within that system. This will be  through the export and import of structured files or by providing  database interfaces (stored procedures and queries). This  integration synchronizes:• New, deleted and updated  employees;• New, deleted and updated positions;• Changes in  employee‐position relationships;• Changes in position‐costing  center relationships. The integration of profiles (bargaining units),  grades, steps, pay scales and benefits shall not be included unless  expressly referred to in the “Customizations” section of this Scope  of Work. Notwithstanding responses to Requests for Proposals or  other communications between Questica and the Customer, the  integration of custom chart field items is not included unless  expressly set out in the “Customizations” section of this Scope of  Work.  In scope  Include …      Publish To Operating Publication of calculated salaries to the Operating module's data. In scope  Standard Reports Provision of Questica Budget's standard Salaries module reports. In scope  Standard Views for  Administrator  Authored Reporting  Provision of Questica Budget's standard report views for the  Salaries module.  In scope  Custom Report Views Adaptation of report views to include custom fields added to the  Salaries module.  Not in scope Customizations …      Customizations include custom business rules, modifiers, user interface (grids, forms, etc), hand‐crafted  reports and ad‐hoc reporting models. They are all detailed in section “2.5. Customizations” of this Scope of  Work document.                   2.5. Performance MeasuresModule  The Questica Budget Performance Measures module is included in this installation. Functional Area Description Scope of  Work  Train‐the‐Trainer:  Performance  Measures  “Train the trainer” training in the use of Questica Budget's  Performance Measures module. Training will be carried out using  web conferencing tools.  In scope Train‐the‐User:  Performance  Measures  “Train the user” training in the use of Questica Budget's  Performance Measures module.  Not in scope Exhibit A, Page 65 of 74    Import Data … Initial loading of Peformance Measures from another data source (Excel®  “workbooks”) is not available for Performance Measures  Configuration …      Measure Categories  and Units  If not in scope then The Customer will leverage Questica provided  training to determine how to configure Performance Measures  Categories and Unis, establishing those stages within the system.  Customer  task  Measures If not in scope then The Customer will leverage Questica provided  training to determine how to configure Performance Measures  within the system.  Customer  task  Scorecards If not in scope then The Customer will leverage Questica provided  training to determine how to configure Performance Measure  Scorecards within the system.  Customer  task  Integration … Integration of Peformance Measures with external systems is not available.  Reports …      Standard Reports Provision of Questica Budget's standard Performance Measures  reports.  In scope Standard Views for  Administrator  Authored Reporting  Provision of Questica Budget's standard report views for the  Performance Measures module.  In scope Custom Report  Views  Adaptation of report views to include custom fields added to the  Performance Measures module.  Not in scope   2.6. Customizations  2.6.1. Custom Business Rules (CBRs), Modifiers, User Interface  This Scope of Work does not include the development of customizations.  Customizations not listed here can be accommodated upon receipt and acceptance of a change order. 2.6.2. Custom Reports, Custom Report Views and Custom Dashboards  This Scope of Work does not include the development of custom reports, views or dashboards.  Custom reporting and dashboard requirements not listed here can be accommodated upon receipt and  acceptance of a change order.  2.6.7. Specifications  Before Questica undertakes any customizations described herein, as well as general ledger integrations and  data imports, the Customer and Questica shall prepare and sign‐off on the detailed specifications  (“Specifications”) for the work to be performed.  2.6.6. Change Orders  Any changes to the agreed specifications, including changes requested by the Customer within the one‐ year warranty period, shall be the subject of a new change order and the work to be carried out  thereunder shall be separately quoted, agreed, and billed and shall not be included as part of this Scope of  Work.  2.6.7. Warranty  Once completed the custom work shall be warranted by Questica in accordance with the “Technical  Support Services” section of the Questica Software License Agreement.                    2.7. Project Management  2.7.1. Questica Project Management Responsibilities  1. Coordinating the development of the project plan in consultation with the Customer project  manager and team members.  Exhibit A, Page 66 of 74    2. The timely delivery of items identified as “In scope” within this SoW. 3. Ensuring that members of the customer staff are sufficiently educated in the Questica Budget  application to understand the implications of initial design decisions.  4. Providing the customer with timely and detailed descriptions of the items identified as  “Customer task” within this SoW.  5. Advising the customer of expected completion dates for items identified as “Customer task”  within this SoW.  6. Advising the customer of the impact on the expected delivery dates of “Customer task” items  when prerequisite customer tasks, such as the completion of data import templates or approval  of report specifications, are advanced or delayed.  7. Monitoring the progress of the project and advising the customer of risks to its on‐time  completion.  8. Coordinating the completion and approval of change orders. 2.7.2. The Customer Project Management Responsibilities  1. The timely delivery of items identified as “Customer task” within this SoW. 2. Advising the customer of expected delivery dates for items identified as “Customer task” within  this SoW.  3. Ensuring that change orders contain a full specification of the changes required.  4. Ensuring that customizations are fully specified and documented. 5. Ensuring that all Customer team members have a clear understanding of their responsibilities to  the project.  2.7.3. Project Planning  1. The project plan will be prepared by the Questica project manager in consultation with the  Customer’s project manager and team members.  2. The project planning phase will determine whether Questica Budget modules are to be  implemented serially or in parallel and, if serially, the order of module implementation.  3. The implementation of each Questica Budget module will involve the following stages:    a. An overview of, and training in, the module and the ways in which the module can be  extended by configuration and customizations.    b. A determination of how best to configure and, if necessary, customize the module to  meet the objectives of the Customer.    c. An overview of the advantages and, if present, disadvantages of the proposed  configuration and customizations.    d. Documentation of the agreed configuration and customizations.   e. The preparation of data import templates consistent with the agreed configuration and  customizations.    f. The completion by the Customer of the data import templates.   g. The import by Questica of the data import templates.   h. Customer approval of the imported Questica Budget structures and data.    i. The creation by the Customer of a technical environment in which Questica Budget can  operate.    j. The deployment of the Questica Budget application and database on the Customer  servers.    k. The creation of custom ad hoc models to support the reporting of custom fields.    l. Training in the use of ad hoc modeling for Report Builder 1.0.   m. Determination of custom reporting requirements that cannot be met by the standard  reports and the use of Report Builder 1.0.    n. The preparation of change orders including the specifications for any required custom  reports.    o. The development by Questica of any required custom reports. Exhibit A, Page 67 of 74      p. The testing and acceptance by the Customer of custom reports and ad hoc models.    q. The deployment of custom reports and ad hoc models.   r. The development of an integration strategy for updating the Questica Budget database  with actual result data from the financial system and the passing of budget data into the  financial system.    s. The development by the Customer of the integration components that are required to  access actual data from the financial system/HR System and update the financial system  with budget data.    t. The development by Questica of:     i. the integration components that transform budget data prior to updating the  financial system;      ii. the integration components that transform actual result data prior to updating  the Questica Budget database;      iii. the integration components required to initiate the execution of integrations.    u. The deployment of all integration components.   v. The testing and acceptance by the Customer of the integration components.  2.8. Customer Resources  1. The requirement for Customer resources is variable with:   a. The duration of the project.   b. The degree of internal Customer consultation.   c. The level of internal Customer agreement.   d. The number of customizations.   e. The familiarity of Customer staff with the SQL Server environment. V. TeamBudget Support  Questica has only one support model that it makes available to all of its customers.  It is  designed to provide the highest standard of quality support to clients in all North American  time zones.  The support process:   All support issues are tracked as support tickets at Questica.  We use a  dedicated incident and ticket tracking system (Connect‐wise) to track every support issue from  the time it is first reported until it is resolved and closed.  When an incident is reported it is fully  documented and its severity and impact on the customer is used to route the support ticket  appropriately.  All Questica staff are based in our Burlington, Ontario offices, so tickets can be  immediately referred to the highest level of development or technical resources for additional  attention, if needed.  In all cases a support incident is assigned to an individual who has the responsibility of working  with our client contact until the incident is resolved.  It is this individual’s responsibility to work  on our customers behalf to escalate incidents if appropriate, and to provide steady feedback to  our customers.   A support issue can be raised with our support staff by e‐mail or by calling our technical support  line.  This line is always staffed Monday through Friday from the hours of 8am to 8pm EST.   At  all times there is an individual who maintains the primary responsibility of ensuring the support  Exhibit A, Page 68 of 74    line is monitored and answered promptly – if this individual is occupied, our phone system will  automatically escalate the call to a larger pool of qualified individuals.  Each support incident is deemed closed when a remedy, reasonable workaround, or  recommendation for the installation of a current maintenance release has been offered and  accepted, and a commercially reasonable effort has been made to restore operation to the  original intent and design of the Software.  All our support staff is licensed to use the Citrix GoToMeeting product to share a screen with  callers.  There are no formal limits put in place on the number of calls or incidents that a customer may  log.  Our expectation is that support calls will be made to Questica by staff or Administrators of  TeamBudget.  Configuration Support:  The implementation plan included in this RFP response includes the  initial configuration of the TeamBudget system.  After you are live and using TeamBudget in a  production environment your support will be transitioned from your implementer to our  Technical Support staff for ongoing support.  At that point, if there are any questions related to  configuration your staff are welcome to contact our Technical Support staff on the unlimited  support basis as described above.  Integration Support:  TeamBudget integrations that are purchased and are part of the initial  implementation are fully supported by Questica.    System Support:  All System Support related questions are fully covered by our support  program and are answered on an unlimited basis.    We maintain a services agreement that details what we provide based on the license type. In all  cases we commit to supporting TeamBudget so that it can be used on an ongoing basis in the  same way that it was implemented.  All product releases are included in our Maintenance and  Support as well.  There are several exclusions in the support agreement as well depending on  the nature of the licensing (hosted vs. not hosted). However, in both cases our maintenance  does not include the training of your staff.   Version Support:  Questica releases at least one major and one minor product update per year.   We understand that often our customers only want to update their product on a scheduled  basis, or when new functionality is introduced that interests them.  Although we do encourage  our customers to keep TeamBudget updated, it is not a requirement.  We have mirrored our  support structure with that of Microsoft – we continue to support browser, server and  database versions that are supported by Microsoft. (For example, the MS SQL 2005 database  was no longer supported as at January 2013, matching Microsoft’s support structure.) It should  be noted that our support staff will provide assistance to the extent that they can with prior  Exhibit A, Page 69 of 74    releases – the resolution to a problem may be addressed in a future release, and in those cases  these resolutions will be a recommendation of an upgrade to that future release.  Disaster Recovery:  Since all data and product configuration data is stored in a single MS‐SQL  database, TeamBudget can be restored from a disaster very quickly providing the database is  backed up regularly.  There are three core failure scenarios – the web server component (IIS, or  its related server hardware,) the TeamBudget database (MS‐SQL Server, or its related  hardware,) or both.  The process of recovery is the same in all cases:  1) Ensure that the TeamBudget database is  available from a MS‐SQL database, being recovered from a backup on an alternate server if  necessary. 2)  Ensure that the TeamBudget product is installed on an IIS web server.  3)  Configure TeamBudget to point to the appropriate TeamBudget database by configuring the  web.config file on the hosted IIS server. (There are other minor steps involved that are well  documented, but these are the major steps.)  Please note that TeamBudget is supported in failover clustered IIS and SQL server  environments, such that the needs for a barebones re‐installation from backups should not be  necessary. However, if it is, the speed of recovery is based on the time required to have the IIS  and SQL server installed and ready so that the above steps can be performed, together with the  restored backup. If it is critical that TeamBudget be available as quickly as possible with little to  no downtime, an alternate server can be configured for failover purposes.  Process for monitoring, escalating, and resolving issues during the project  All technical support is provided toll free from the Questica office in Burlington, Ontario.  Standard support hours are 8 am to 8pm (EST), Monday through Friday.  For after‐hours  support requests, Questica’s Project Managers can also be reached via cellular phone or email.  Response time is normally immediate, and is generally no longer than 1‐2 hours. Normally, 6  support staff are available on the technical support call queue. They will work with City staff to  assist in troubleshooting all issues, including system issues.  Often, screen sharing technologies  such as Web‐ex or GoToMeeting are used to facilitate such troubleshooting and support issues.  Support calls are classified into the following criteria:   Priority 1 – Urgent (example: system is unavailable to users) – Support staff immediately ceases  any other activity and work towards a solution, and if possible, remains on the phone with the  customer until resolved.   Priority 2 – Important (example: software bug) – Support staff work to resolve the issue within  the same business day.  Priority 3 – Minor (example: minor nuisance or irregularity) – To be considered in the next  development cycle – may require a hot fix.  Exhibit A, Page 70 of 74    All support issues, customer‐needs and suggestions are tracked through our CRM (Customer  Relationship Management) tools.  All support calls/emails are entered and assigned a tracking  number.    Support issues are classified as described above (Priority 1, 2, 3)  Software issues have the following classifications:   Low‐ To be considered in the next development cycle   Medium‐ To be considered in the next development cycle   High‐ Addressed in the next Build   Critical (Work Stoppage) ‐ Addressed immediately  Service tickets are escalated automatically (to development) via email to ensure all response  commitments are met.   If needed, customers can escalate support issues in the following manner:   4. Manager, Customer Service & Support   5. President   6. Chairman   Office and mobile phone number for these positions will be provided upon contract award.  Product Updates/Upgrades Approach  Questica releases 1‐2 major product updates per year.  Hot fixes are released as needed.  All  Support and product updates are provided to clients at no charge as part of their maintenance  package. This allows a structured rollout of new versions for our customers introducing only  features that have been rigorously tested prior to release. Our development schedule is driven  primarily by customer feedback. All releases come with comprehensive documentation,  features added, known issues, database schemas, installation documents etc. Typically an  upgrade takes 1‐2 hours to install and test prior to production implementation. Upgrades can  be done during off‐peak times when there are fewer users logged into the application and can  be done by Questica staff or by your staff (with proper training).  Applying Upgrades  Upgrades are normally performed in the test environment prior to rollout to the production  environment.   A request will be made to City staff to give Questica staff access to the application database.  Normally done after hours, the database will then be “frozen,” and the upgrade applied via our  automatic database upgrade tool ‐ a simple drag & drop executable file. As there is no software  installed on the workstations, they are not affected. After initial testing, the database will then  Exhibit A, Page 71 of 74    be released back to City staff members. Once The City has tested and accepted/signed off on  the upgrade, training will begin (if applicable).  For each upgrade Questica performs the following tasks:  1. Update any documentation that is necessary.  2. Update installer document if necessary.  3. Update the new features document.  4. Update the table and table schema.  5. Update the list of changes to the database.  6. Upload the new version to Questica FTP site.  7. Notify existing customers of a new version.    VI. TeamBudget Training  Questica takes a hands‐on approach to training by working closely with customers to establish  the best training plan possible. It is the role of Questica’s Project Managers to work with City  staff to establish training objectives and desired outcomes.   Questica is prepared to perform all training services onsite. However, given the advancements  in technology, Questica is also able to conduct training remotely.  The City may also want to  consider a “Train‐the‐Trainer” approach where Questica will train core users who will in term  train other users.  Your staff will choose a suitable date(s) and time(s) that is best available for all parties to be  trained.  If training is to be done remotely, it will be The City’s responsibility to provide its staff  with the necessary computer equipment and internet collaboration tools needed for the  remote training. If training were to be onsite, it will be The City’s responsibility to schedule a  training room and supply the necessary computer equipment.   Questica will work with The City to supply training materials as well as handouts for end‐user  training.  Often when asked to do the “Train the Trainer” approach, Questica will also sit in on  the first few end user training sessions to ensure the trainers are covering the material  properly. Questica also recommends training staff at a time that is close to the beginning of the  budget preparation cycle.  A typical end user training session will begin with a PowerPoint slide show that discusses the  purpose of the software and the fundamental concepts.  The next step is to invite users to work  hands on within the TeamBudget training environment. The instructor and supporting staff  walk around the room assisting with questions.  A handout is usually prepared and given to the  users.  The City will be encouraged to modify Questica’s handouts to suit the needs of your users.  Exhibit A, Page 72 of 74    On‐line Training  Post Project implementation training will be available at your location, at our offices  (Burlington) or via Web‐ex type services.  In addition, each month Questica hosts a free  customer‐only webinar to provide your staff on‐going training and product knowledge.   These  monthly sessions are known as TeamBudget Tuesdays ‐ as they are held on the 2nd Tuesday of  each month.  Each TeamBudget Tuesday session is recorded and the library of video training  sessions is always available to your staff.      All TeamBudget customers have access to over 20 recorded TeamBudget Tuesday webinars.   Each of these training webinars is 20‐40 minutes in length, and focus on a single aspect of the  application.  These training videos are available at no charge to all TeamBudget customers and  can be viewed as often as you wish.  New TeamBudget Tuesday sessions are added each  month.     The current library of video training material includes the following topics:   Advanced Search   Grid fundamentals    Reporting (standard reports)    Change Requests    Variables and Formulae    Ad‐Hoc reporting    Salary & Position Planning module    Capital module    Tips & Tricks (all modules)    Form Editor (Screen Editor)    Security    Modifiers / Benefits    Baselines & baseline reports    Audits /Logging    Distributions – annualizing budget  numbers    New User Navigation   Scenarios & “What‐if” budgeting    Batch Processes   Salary module review and new features    Q&A only  (customer questions on any  topic)    Excel Import / Export feature    Change Requests – focus on Capital  module    Training Sessions  A typical training session will be laid out as follows:  User/ Administrative Training   In depth overview of TeamBudget   Administrative Training  Overview/ Training topics   General Orientation  Exhibit A, Page 73 of 74    o Interface  o Consistent layout  o Try to reduce number of screens  o Contextual experience (menu rollovers, button pop‐ups)  o Easy navigation   Reports  o Contextual (specific to a project or cost center)   o Report Center    Administrative Training   Administration:  o Batch Processes  o Lock Versions  o Copy Versions  o Promote/Demote Versions  o Balance Versions  o Security‐ users, licenses, roles and permissions  o Group Model  o Licensing  o Settings ‐ budget year, budget stages, ranks, project types, trees, regions,  templates, system properties   Reporting   o Report Types ‐ PDF, Word, Excel  o Contextual Reports ‐ they run within a project and do not require a user to enter  any parameters  o Report Center ‐ Requires Parameters  o Custom Reporting  o Ad‐Hoc Reporting   o Future of Reporting ‐ SQL Server Reporting is currently supported  Training Documentation  Questica will work with City staff to supply training materials, as well as handouts for user  training. These takeaways will be geared toward each group that is being trained such as:   Finance   Business Planning   Back‐End Technical   Unlimited Technical Support   Management Reporting   Administrators    Exhibit A, Page 74 of 74    Documentation will include:   Customized hand‐outs created for each group to be trained   Administrative Manuals‐ for administrators only   TeamBudget Operating User Manual   TeamBudget Database Documentation‐ for administrators only   TeamBudget Release Notes   TeamBudget Database Schema‐ for administrators only   TeamBudget Technical Requirements‐ for administrators only   TeamBudget User Manual    Note: In addition to the customized hand‐outs, users will receive most of the above documents  containing screenshots of TeamBudget to assist in navigating the application.  Exhibit C, Page 1 of 2 Exhibit C COMPENSATION Scope Description of Services Cost Payment Schedule Implementation (cost of all professional services required for installation, implementation, data conversion, application development, training, and the first year’s warranty, maintenance, and support as well as any applicable license costs.) Licenses: Site License $160,000 $43,000 at Contract Signing $43,000 at start of training $15,000 at execution of 1st contract amendment $59,000 System Go-Live of Budget System Implementation Services: planning & analysis, installation, data load & verify, accounting integration, training, project management per Exhibit A $129,600 $25,920 each as outlined below Maintenance and Hosting (Year 1) $10,080 Contract Signing Subtotal: $299,680 Annual maintenance (Year 2) Annual Maintenance ($57,500) and Hosting ($10,080) $67,580 One year after contract signing Annual maintenance (Year 3) Annual Maintenance ($57,500) and Hosting ($10,080) $67,580 Two years after contract signing Annual maintenance (Year 4) Annual Maintenance ($57,500) and Hosting ($10,080) $67,580 Three years after contract signing Annual maintenance (Year 5) Annual Maintenance ($57,500) and Hosting ($10,080) $67,580 Four years after contract signing Custom Report Development 250 hours at $170 per hour $42,500 Payment upon acceptance of the report Performance Management Module Implementation and Training 100 hours at $170 $17,000 Payment as Training is delivered Total - Licenses and Services $629,500 10% Contingency Based on first year implementation and license fee cost $29,968 30 days after an approved invoice TOTAL NOT TO EXCEED COMPENSATION $659,468 Exhibit C, Page 2 of 2 Payment Schedule for Implementation Services   1. $25,920 due earlier of 60 days from contract signing or completion of data import 2. $25,920 due earlier of 120 days from contract signing or start of training 3. $25,920 due earlier of 150 days from contract signing or completion of data integration 4. $25,920 due earlier of 210 days from contract signing or Go-Live 5. $25,920 due 60 days after Go-Live    Exhibit C-1 HOURLY RATE SCHEDULE AND OTHER COMPENSATION Project Manager - $200/hr Consultant - $200/hr Trainer - $200/hr Developer - $200/hr Report Writer - $200/hr City of Palo Alto (ID # 5372) City Council Staff Report Report Type: Consent Calendar Meeting Date: 12/8/2014 City of Palo Alto Page 1 Summary Title: Amendment to City Manager Employment Agreement Title: Approval of Amendment No. Four To Employment Agreement between the City of Palo Alto and City Manager James R. Keene, Jr., to Increase Annual Salary by 5 Percent, From $262,241 to $275,353 From: City Manager Lead Department: Human Resources Recommendation The Council Appointed Officer Committee recommends that the Council adopt Amendment Number Four to the employment contract of City Manager James R. Keene, Jr. to increase his annual salary by 5%, from $262,241 to $275,353 effective July 1, 2014. Discussion The Council Appointed Officer Committee recommends that Council amend City Manager James Keene’s employment contract to approve the following change: Increase the annual salary by 5% from $262,241 to $275,353 effective with the pay period including July 1, 2014. The recommendation is based on a merit increase for Mr. Keene’s performance in fiscal year 2014. The Committee recommends that no other changes to the contract be made. In addition, no other salary increases will apply, as the City Manager is not eligible to receive salary increases provided through the Management and Professional Compensation Plan. Resource Impact Sufficient funds are available in the City Managers FY 2015 budget for the additional cost. Environmental Review Approval of this amended employment agreement will not result in any environmental impacts. Attachments: 2014-12-02 (Agt) Amendment No Four to Keene Employment Agt (2) (DOCX) 8 1 AMENDMENT NO. FOUR TO EMPLOYMENT AGREEMENT BETWEEN THE CITY OF PALO ALTO AND JAMES R. KEENE, JR. This Amendment No. FOUR to EMPLOYMENT AGREEMENT BETWEEN THE CITY OF PALO ALTO AND JAMES R. KEENE, JR. (“Agreement”) is entered into on December 8, 2014 by and between the CITY OF PALO ALTO, a California chartered municipal corporation (“City”), and JAMES R. KEENE, JR. (“Manager”), an individual, located at 250 Hamilton Avenue 7th Floor, Palo Alto, CA. R E C I T A L S: WHEREAS, the original EMPLOYMENT AGREEMENT BETWEEN THE CITY OF PALO ALTO AND JAMES R. KEENE, JR., attached hereto and incorporated herein as Exhibit “A” was entered into between the parties for the services of City Manager on or about August 21, 2008; and WHEREAS, AMENDMENT NO. ONE to the Agreement, attached hereto and incorporated herein as Exhibit “B” was entered into between the parties on or about August 21, 2008; and WHEREAS, AMENDMENT NO. TWO to the Agreement, attached hereto and incorporated herein as Exhibit “C” was entered into between the parties on or about August 2, 2010; and WHEREAS, AMENDMENT NO. THREE to the Agreement, attached hereto and incorporated herein as Exhibit “D” was entered into between the parties on or about March 24, 2014; and WHEREAS, the parties wish to amend the Agreement; NOW, THEREFORE, in consideration of the covenants, terms, conditions, and provisions of this Amendment, the parties agree: SECTION 1: Section 3 of the Agreement, Compensation, is hereby amended to read as follows: 3. Compensation. Manager shall be compensated as provided in this Section 3. 3.1 Compensation. Commencing on and continuing from the Employment Start Date, Manager will receive an initial base annual salary of Two Hundred Forty Thousand and no/100 Dollars ($240,000.00), prorated and paid on City’s normal paydays. Commencing on and continuing from the pay period including July 1, 2013, Manager’s annual base salary shall be increased to Two Hundred Fifty Four Thousand Six Hundred Three and No/100 Dollars ($254,603), prorated and paid on the City’s normal paydays. Commencing on and continuing from the first pay period after the Council approves Amendment No. Three to this Agreement, 2 Manager’s annual base salary shall be increased to Two Hundred Sixty Two Thousand Two Hundred Forty One and No/100 Dollars ($262,241), prorated and paid on the City’s normal paydays. Commencing on and continuing from the pay period including July 1, 2014, Manager’s annual base salary shall be increased to Two Hundred Seventy Five Thousand Three Hundred Fifty-Three and No/100 Dollars ($275,353.00), prorated and paid on the City’s normal paydays. SECTION 2. Except as herein modified, all other provisions of the Contract, including any exhibits and subsequent amendments thereto, shall remain in full force and effect. IN WITNESS WHEREOF, the parties have by their duly authorized representatives executed this Amendment on the date first above written. ATTEST: _____________________________ City Clerk APPROVED AS TO FORM: _____________________________ City Attorney CITY OF PALO ALTO ___________________________ Nancy Shepherd Mayor Dated:______________________ MANAGER ___________________________ James R. Keene, Jr. Dated:______________________ Attachments: Exhibit A: EMPLOYMENT AGREEMENT BETWEEN THE CITY OF PALO ALTO AND JAMES R. KEENE, JR. Exhibit B: AMENDMENT NO. ONE TO EMPLOYMENT AGREEMENT BETWEEN THE CITY OF PALO ALTO AND JAMES R. KEENE, JR. Exhibit C: AMENDMENT NO. TWO TO EMPLOYMENT AGREEMENT BETWEEN THE CITY OF PALO ALTO AND JAMES R. KEENE, JR. Exhibit D: AMENDMENT NO. THREE TO EMPLOYMENT AGREEMENT BETWEEN THE CITY OF PALO ALTO AND JAMES R. KEENE, JR. City of Palo Alto (ID # 5373) City Council Staff Report Report Type: Consent Calendar Meeting Date: 12/8/2014 City of Palo Alto Page 1 Summary Title: Amendment to City Attorney Employment Agreement Title: Approval of Amendment No. Two To Employment Agreement between the City of Palo Alto and City Attorney Molly S. Stump, to Increase Annual Compensation by 5 Percent, from $234,936 to $246,688 From: City Manager Lead Department: Human Resources Recommendation The Council Appointed Officer Committee recommends that Council approve Amendment Number Two to the employment contract of City Attorney Molly S. Stump to increase her annual salary by 5%, from $234,936 to $246,688 effective July 1, 2014. Discussion The Council Appointed Officer Committee recommends that Council amend City Attorney Molly Stump’s employment contract to approve the following change: Increase the annual salary by 5% from $234,936 to $246,688 effective with the pay period including July 1, 2014. The recommendation is based on a merit increase for Ms. Stump’s performance in fiscal year 2014. The Committee recommends that no other changes to the contract be made. In addition, no other salary increases will apply, as the City Attorney is not eligible to receive salary increases provided through the Management and Professional Compensation Plan. Resource Impact Sufficient funds are available in the City Attorney’s FY 2015 budget for the additional cost. Environmental Review Approval of this amended employment agreement will not result in any environmental impact. Attachments: 2014-11-18 (Agt) Amendment No Two to Stump Employment Agt (DOCX) # 9 1 AMENDMENT NO. TWO TO EMPLOYMENT AGREEMENT BETWEEN THE CITY OF PALO ALTO AND MOLLY S. STUMP This AMENDMENT NO. TWO to the EMPLOYMENT AGREEMENT (“Agreement”) is entered into on December 8, 2014, by and between the CITY OF PALO ALTO, a California chartered municipal corporation (“City”), and MOLLY S. STUMP (“Stump”), an individual, located at 250 Hamilton Avenue 8th Floor, Palo Alto, CA. R E C I T A L S: WHEREAS, the original EMPLOYMENT AGREEMENT between the City of Palo Alto and Molly S. Stump., attached hereto and incorporated herein as Exhibit “A” was entered into between the parties for the services of City Attorney on or about April 18, 2011; and WHEREAS, on WHEREAS, AMENDMENT NO. ONE to the Agreement, attached hereto and incorporated herein as Exhibit “B” was entered into between the parties on or about March 24, 2014; and WHEREAS, the parties wish to amend the Agreement; NOW, THEREFORE, in consideration of the covenants, terms, conditions, and provisions of this Amendment, the parties agree: SECTION 1: Section 3.1 of the Agreement, Compensation, is hereby amended to read as follows: Stump shall receive an initial base annual salary of Two Hundred Eight Thousand Three Hundred Seventy Five and No/l00th Dollars ($208,375.00) commencing on the Employment Start Date, subject to authorized or required deductions, prorated and paid on City's regular paydays. Commencing on and continuing from the pay period including July 1, 2013, Stump’s annual base salary shall be increased to Two Hundred Thirty Four Thousand Nine Hundred Thirty Six and No/100 Dollars ($234.936.00), prorated and paid on City’s regular paydays. Commencing on and continuing from the pay period including July 1, 2014, Stump’s annual base salary shall be increased to Two Hundred Forty Six Thousand Six Hundred Eighty Two and No/100 Dollars ($246,688.00), prorated and paid on City’s regular paydays. Stump shall be an exempt employee under applicable wage and hour law and her base salary shall be compensation for all hours worked. City agrees that the amount of Stump's base annual salary shall not decrease, except as part of a permanent decrease that is consistent with the Fair Labor Standards Act and that is applicable to either all Council Appointed Officers or all City Executive Staff (which includes all Council Appointed Officers). SECTION 2. Except as herein modified, all other provisions of the Contract, including any exhibits and subsequent amendments thereto, shall remain in full force and effect. 2 IN WITNESS WHEREOF, the parties have by their duly authorized representatives executed this Amendment on the date first above written. ATTEST: _____________________________ City Clerk APPROVED AS TO FORM: _____________________________ Deputy City Attorney CITY OF PALO ALTO ___________________________ Nancy Shepherd Mayor Dated:_____________________ MOLLY S. STUMP __________________________ Dated:____________________ Attachments: Exhibit A: EMPLOYMENT AGREEMENT between the City of Palo Alto and Molly S. Stump Exhibit B: AMENDMENT NO. ONE TO EMPLOYMENT AGREEMENT BETWEEN THE CITY OF PALO ALTO AND MOLLY S. STUMP City of Palo Alto (ID # 5371) City Council Staff Report Report Type: Consent Calendar Meeting Date: 12/8/2014 City of Palo Alto Page 1 Summary Title: Time Extension for College Terrace Market Title: Adoption of a Resolution Extending the Time Period for Commencement of Constructuion for the College Terrace Market Located at 2180 El Camino Real From: City Manager Lead Department: Planning and Community Environment Recommendation Staff recommends that Council adopt a Resolution extending the time period for commencement of construction of the College Terrace Centre at 2180 El Camino Real to March 31, 2015 (Attachment A). Executive Summary The College Terrace Centre was approved via Planned Community (PC) zoning Ordinance number 5069 in January 11, 2010 with a development schedule that called for construction to commence by December 2012 unless extension(s) are granted. Previously granted extensions will expire at the end of December 2014 and on December 1, 2014, the City Council requested that staff prepare an agenda item that would extend the period for commencement of construction to March 31, 2015. This additional time will allow for negotiation of a voluntary agreement between the City and the applicant memorializing additional conditions of approval and for consideration and possible approval of an experienced grocery tenant who is deemed capable of operating a market of comparable quality and service to that provided by the former JJ&F Market on December 7, 2009. Background As a key element of the community benefit package for the Planned Community (PC) zoning ordinance approving a new mixed-use development at 2180 El Camino Real in early 2010, the City Council required that the project include a neighborhood serving grocery store. The ordinance made the grocery tenant subject to City approval, stating specifically: City of Palo Alto Page 2 “The grocery tenant, if it is a party other than John Garcia (DBA JJ&F), shall be subject to the prior approval of the City of Palo Alto,” and further stating that the City’s approval: “shall not be withheld unless the City reasonably finds that such proposed grocery tenant is not likely to be comparable in qualify of products and service as JJ&F as it existed and operated on December 7, 2009.” In August 2014, the project applicant proposed a grocery tenant, J&A Family Market, owned by James Smailey, a member of the development team. The City Council considered this tenant at a public meeting on August 11, 2014, and adopted a motion indicating that the applicant had not submitted sufficient information for the City to reasonably find that the proposed grocery tenant is likely to be comparable in quality of products and services as the former JJ&F Market as it existed and operated on December 7, 2009. In early November 2014, the development team submitted additional information, including an un-redacted lease between the property owner and J&A Family Market, a lease guarantee, and information about a newly proposed Grocery Operations Officer, Uriel Chavez, who would operate the market under the name College Terrace Market. To supplement these materials, City staff requested further information regarding Mr. Chavez’s recent work experience, an agreement between Mr. Chavez and J&A Family Market, and some form of financial assurance that a grocery would remain in operation at the site even if the current proposed tenant were to be unsuccessful. On December 1, 2014, the City Council considered the materials provided by the project applicant, as well as the views of interested members of the public, and adopted the following motion: MOTION: Council Member Klein moved, seconded by Vice Mayor Kniss to reject the tenant as not likely to be comparable in quality of products and services and direct staff to return on December 8, 2014 on the Consent Calendar with notice of an extension to the PC ordinance until March 31, 2015. AMENDMENT: Council Member Scharff moved, seconded by Council Member Burt approval of the following conditions of approval, which shall be included in a voluntary agreement to be executed by the City Manager and the property owner before issuance of any grading, excavation or building permit: 1. The Council finds that the current proposal does not meet the findings required by the PC Ordinance because it does not provide long term grocery business viability; City of Palo Alto Page 3 2. The Owner/Applicant shall modify its contractual arrangements so as to lease the grocery tenant space directly with an experienced grocery store owner operator team; 3. The operator shall be subject to approval by the City Council; 4. Daily penalties of $2,000 in the event the approved market goes out of business and is not replaced with another experienced grocery operator within six months; 5. Direct staff to return on December 8, 2014 on the Consent Calendar with notice of an extension to the PC ordinance until March 31, 2015. Discussion The original expiration date of the PC ordinance was December 31, 2012. The applicant has received two prior extensions: a one year extension under PAMC Section 18.38.130 and an additional automatic extension under Ordinance No. 5061, an uncofified ordinance extending the life of specific permits issued during the economic downturn. Under Ordinance No. 5061 the applicant is entitled to an additional one year extension. In lieu of the full one year extension provided for in Ordinance No. 5061, the Council directed staff to come back with a more limited three month extension to permit the applicant to address the concerns raised by the Council and the community over the proposed substitute grocery operator. The Resolution granting this limited three month extension is included as Attachment A. Environmental Review The College Terrace Centre project was reviewed pursuant to the California Environmental Quality Act (CEQA) prior to its approval. The Council’s decision to extend the amount of time allowed for commencement of construction would not have any physical impacts and does not require additional review. Similarly, the Council’s decision to approve a specific grocery tenant and to approve an agreement memorializing conditions of approval establishing a financial penalty will not have physical impacts or alter the originally approved project in a material way, thus no additional CEQA review will be required. Attachments:  A: Resolution Extending PC Ordinance 5069 (PDF) Not Yet Approved Resolution No. _______ Resolution of the Council of the City of Palo Alto Extending PC Ordinance 5069 from December 31, 2014 to March 31, 2015 R E C I T A L S A. On January 11, 2010, the City Council adopted the Planned Community (PC) zoning ordinance number 5069 approving the College Terrace Centre development, a new mixed-use development at 2180 El Camino Real. B. PC 5069 contained a development schedule that called for construction to commence by December 2012 unless extension(s) are granted. C. The City previously granted two one year extensions, one by the Planning Director under PAMC Section 18. 38.130 and the second one under uncodified Ordinance No. 5061. Under the previously granted extensions, PC 5069 will expire at the end of December 2014. D. As a key element of the community benefit package for the PC zoning ordinance approving in early 2010, the City Council required that the project include a neighborhood serving grocery store. The ordinance made the grocery tenant subject to City approval, stating specifically: “The grocery tenant, if it is a party other than John Garcia (DBA JJ&F), shall be subject to the prior approval of the City of Palo Alto.” The PC further provided that the City’s approval “shall not be withheld unless the City reasonably finds that such proposed grocery tenant is not likely to be comparable in qualify of products and service as JJ&F as it existed and operated on December 7, 2009.” E. In August 2014, the project applicant proposed a grocery tenant, J&A Family Market, owned by James Smailey, a member of the development team. The City Council considered this tenant at a public meeting on August 11, 2014, and adopted a motion indicating that the applicant had not submitted sufficient information for the City to reasonably find that the proposed grocery tenant is likely to be comparable in quality of products and services as the former JJ&F Market as it existed and operated on December 7, 2009. F. In early November 2014, the development team submitted additional information, including an un-redacted lease between the property owner and J&A Family Market, a lease guarantee, and information about a newly proposed Grocery Operations Officer, Uriel Chavez, who would operate the market under the name College Terrace Market. 1 141202 jb 0131289 Not Yet Approved G. On December 1, 2014, the City Council considered the materials provided by the project applicant, as well as the views of interested members of the public, and voted to reject the tenant as not likely to be comparable in quality of products and services. H. Further, on December 1, 2014, the City Council requested that staff prepare an agenda item that would extend the period for commencement of construction to March 31, 2015. I. The project would not adversely affect public health or safety and would not substantially conflict with any applicable Zoning Code or Comprehensive Plan changes that have been adopted by the City Council since the original application was deemed complete. The Council of the City of Palo Alto RESOLVES as follows: SECTION 1: The construction commencement of the Development Schedule of PC 5069 is hereby extended to March 31, 2015 and the completion date is extended by an equivalent three months. SECTION 2: The College Terrace Centre project was reviewed pursuant to the California Environmental Quality Act (CEQA) prior to its approval. The Council’s decision to extend the amount of time allowed for commencement of construction would not have any physical impacts and does not require additional review. INTRODUCED AND PASSED: AYES: NOES: ABSTENTIONS: ABSENT: ATTEST: APPROVED: __________________________ Interim City Clerk APPROVED AS TO FORM: __________________________ Senior Assistant City Attorney __________________________ Mayor __________________________ City Manager __________________________ Director of Planning and Community Environment 2 141202 jb 0131289 City of Palo Alto (ID # 5339) City Council Staff Report Report Type: Consent Calendar Meeting Date: 12/8/2014 City of Palo Alto Page 1 Summary Title: IMLS Museums for America Grant Application Title: Approval of the Submission of an Institute of Museum and Library Services Grant Application in the Amount of $25,000 for the Palo Alto Art Center From: City Manager Lead Department: Community Services Recommended Motion Staff recommends that Council authorize staff to submit an application for the Museum and Library Services “Museums for America” grant program in the amount of $25,000 to support the project “Discovery Kits for Families.” Executive Summary The Palo Alto Art hopes to request a $25,000 ‘Museums for America’ grant in support of its project “Discovery Kits for Families--Seeing and Making Art in a Non-Collecting Museum.” Background The Palo Alto Art Center has received two previous Museums for America grants—one to support the On the Road initiative during the Art Center’s renovation (received by the Palo Alto Art Center Foundation) and one this year to support a collaboration with the Junior Museum and Zoo to create an artist-in-residence program. Discussion During this ten-month proposed project, the Art Center will develop, prototype, test and evaluate an interactive kit containing a variety of art materials and activities that will help children and families explore the temporary exhibitions presented in the Art Center galleries. This project reinforces the Art Center mission and is informed by the guiding philosophy that an understanding and appreciation of the visual arts is best achieved by combining seeing and making art. Notification of the potential award for this grant is Fall 2015, with possible implementation beginning in December 2015. City of Palo Alto Page 2 Resource Impact Grant funds will support the enlistment of a consultant to research, prototype, and test the Discovery Kits, as well as funds to produce and implement the Kits. Minimal staff support will be involved in the project. There are no matching requirements in expenses or staff time required for this project. Policy Implications This proposed grant program is consistent with City policies and does not suggest any change to City policies or procedures. The review of this grant application by City Council is consistent with City-wide Policy 1-12 (Grant and funding request Applications) in order for Council to understand any on-going resource impacts. Environmental Review The recommendation in this report does not constitute a project requiring review under the California Environmental Quality Act (CEQA). Attachments:  Attachment A - IMLS Museums for America (PDF) City of Palo Alto (ID # 5379) City Council Staff Report Report Type: Consent Calendar Meeting Date: 12/8/2014 City of Palo Alto Page 1 Summary Title: Proposed Changes in Development Impact Fees Title: Request to Bring Proposed Changes in Development Impact Fees Directly Back to Council on December 15, 2014 From: City Manager Lead Department: Administrative Services Recommendation The Finance Committee recommends that the Proposed Changes in Development Impact Fees be included in Council’s Action Item Agenda for December 15, 2014. Background and Discussion At its November 3, 2014 discussion of two new Development Impact Fees – a Public Safety Facilities Fee and a General Government Facilities Fee - Council questioned the Public Safety Facilities Needs List used in the fee calculations., After Council approved the Facilities list on March 3, 2014, it subsequently approved an Infrastructure Funding Plan which included full funding for the Public Safety Building and Fire Station #3. These items were still listed on the Public Safety Facilities Needs List as needing funding. Council requested that staff remove those items from the Needs List. Council’s second concern was the density assumptions for non-residential categories – particularly office space, which was assumed to have a density of 2.5 employees per 1,000 square feet. Council requested that the assumption be 4.0 employees per 1,000 square feet. Council referred the item back to the Finance Committee. However, due to the need to update the Nexus Study given the changes requested by Council, the report was not ready in time for the December 2 Finance Committee Meeting. Therefore the Finance Committee recommends that Council hear the item at its December 15 meeting. Timeline and Policy Implications Staff plans on bringing forward an implementing ordinance concurrently with the policy item City of Palo Alto Page 2 scheduled for December 15 or shortly thereafter. Following adoption of the implementing ordinance, staff will bring forward an updated Fee Resolution. If approved the new fees will go into effect 60 days after the resolution. City of Palo Alto (ID # 5286) City Council Staff Report Report Type: Action Items Meeting Date: 12/8/2014 Summary Title: Comprehensive Plan Discussion Title: Comprehensive Plan Update: Discussion and Direction to Staff Regarding the Scope and Schedule of the Planning Process, Including Concurrent Zoning Changes (Note: This is the continuation of a discussion that began on November 3, 2014.) From: City Manager Lead Department: Planning and Community Environment Recommendation Staff recommends that City Council discuss the scope and breadth of the Comprehensive Plan Update, as well as changes in zoning that the Council would like to consider in advance of and in parallel with the update, and direct staff to proceed with next steps, including scheduling a City Council work session on an annual office/R&D growth management program in January 2015. Specifically, staff recommends that the City Council consider directing staff to: (a) Proceed immediately (i.e. in advance of the Comprehensive Plan Update) with preparation of a draft zoning ordinance(s) to address retail preservation and adjust parking exemptions as discussed at the City Council study session on September 8, 2014; (b) Schedule a Council work session for January 2015 to discuss parameters of an annual office/R&D growth management program; (c) Schedule a series of Community/Commission/Council working sessions on “big picture” planning issues in Spring 2015 utilizing simplified planning scenarios to test the growth management program as well as:  the potential elimination of housing sites on San Antonio and South El Camino in exchange for increased densities or new sites closer to transit and jobs/services,  the potential for major transportation investments in the Caltrain corridor and the County Expressway system, and new public transit;  the potential use of sustainability-based performance measures and City of Palo Alto Page 1 programs; and  potential commercial zoning changes discussed at the City Council Study Session on September 8, 2014 (d) Use the Spring 2015 working sessions as a venue to review goals, policies, and programs (i.e. Comprehensive Plan language) from the existing Comprehensive Plan and the Planning and Transportation ommission’s recommendation, building a plan that is consistent with prior Council direction to maintain the fundamentals of the existing plan, with an additional focus on sustainability; (e) Also prepare an impacts analysis (Draft Environmental Impact Report) to inform the Community/Commission/Council work sessions in the Spring of 2015, presenting the impacts of the simplified planning scenarios (and the choices they represent) as well as potential cumulative impacts over the next 15 years; and (f) Concurrent with the Comprehensive Plan Update, prepare a draft zoning ordinance(s) to implement the policy changes inherent in the draft Plan, including many of the ideas discussed at the City Council study session on September 8, 2014. (Note: Given the complexities of these issues, the Council initiated discussion on November 3, 2014 with the intention to resume the discussion and take action on November 17, 2014. !t that time, the item was continued to today’s date. Changes to the staff report from November 3, 2014 are shown in track changes, and three new attachments are provided, including the power point presentation from November 3, 2014, information regarding the City’s ground floor retail overlay zoning districts, and information about annual limits on office/R&D.) Executive Summary The State of California requires every local jurisdiction to maintain a general plan containing goals and policies to inform land use and development decisions, as well as capital investments. Palo !lto’s general plan, Embracing the New Century, Palo Alto 1998-2010 Comprehensive Plan, was adopted in the late 1990s, and has served the community well. The City recognized the need to update the plan as early as 2006, and the update has taken longer than anticipated. In early 2014, the City embarced on a process for re-engaging with the community on key issues, with the intention of completing the update and an associated EIR by the end of 2015. Community workshops and other engagement ensued. At the same time, there was increasing realization that the ity’s zoning regulations as well as its Comprehensive Plan have enabled the job growth and office development that the City is currently experiencing. On August 6, 2014, the City Council paused the Comprehensive Plan Update process to permit consideration of potential changes to the ity’s zoning code and zoning map for commercial areas, and also requested that staff consider a revised scope and breadth for the Comprehensive Plan Update. Then on September 8, 2014, the City Council conducted a study session to provide their ideas about possible commercial zoning changes (Attachment A). City of Palo Alto Page 2 As described further in the Discussion section below, staff recomends that some of the ouncil’s suggested zoning changes related to retail preservation and parking exemptions be studied and implemented well in advance of the Comprehensive Plan Update and recommends that most of the ouncil’s other suggested zoning changes be studied in parallel with the Comp Plan Update and adopted concurrently if/as desired at that time. Staff also recommends scheduling a series of Community, Commission, and Council work sessions in the Spring of 2015 about “big picture” planning questions and related goals/policies/programs, and directing staff to prepare the necessary impacts analyss to inform those discussions. The Leadership Group that has been appointed to assist with community engagement would help to prepare for the Spring 2015 work sessions, which would be designed to yield a Comprehensive Plan Update that is consistent with prior City Council direction to maintain the fundamentals of the current Comprehensive Plan with an additional focus on sustainability. Materials presented and developed via the Community/Commission/Council work sessions would include goals/policies/programs (i.e. Comprehensive Plan language) from the existing omprehensive Plan and the Planning and Transportation ommissoin’s (PT’s) early 2014 draft, parameters of an annual office/R&D growth management program, which staff proposes be developed at a Council work session to be scheduled for January 2015, and planning scenarios designed to test a limited number of “big picture” planning concepts or choices. As described below, the planning scenarios have been simplified and adjusted since the August 6, 2014 meeting in response to public and Council comments and would allow for community dialog about critical issues (traffic, parking, climate change, housing affordability, etc.) and about:  The pace of development and amount of job growth desired;  The location, type, and amount of housing growth desired, (while recognizing the need to remain compliant with State law);  Major transportation investments desired over the life of the updated Comprehensive Plan; and  Sustainability-based performance measures and programs desired (to be defined in conjunction with the ongoing update to the ity’s Sustainability/limate !ction Plan); The simplified planning scenarios can reflect input from the City Council and others during the “scoping” process earlier this year; Scenario 1 can be the “uisiness as Usual” scenario, in which the Comprehensive Plan is not updated, no major policy changes are made, and current development trends continue. Scenario 2 can be a “slow growth” scenario in which the locations of jobs and housing in Palo Alto do not change, but the pace of job growth is slowed, housing production is focused specifically on local needs (e.g. small units), and roadway capacity is increased along the County expressway system. Scenario 3 can remove housing sites along San Antonio and South El Camino Real and focus new housing in downtown and the City of Palo Alto Page 3 California Avenue area; it can also include depressing the Caltrain tracks in a trench (2% grade) south of Oregon Expressway. Scenario 4 can be consistent with ABAG projections and add new housing at nodes along El Camino Real, and envision a future with greater transit accessibility, less auto ownership, and aggressive programs and performance measures to achieve sustainability goals. The Community, Commission, and Council work sessions in Spring 2015 would review the impacts and benefits of these scenaro, and could result in a final Comprehensive Plan Update that blends the features of multiple scenarios. Updating the Comprehensive Plan Update will ensure that this crucial document accurately expresses the community’s collective vision for the future of the ity, reflects changes that have occurred since the bulk of the current Comprehensive Plan was drafted in the 1990s, and responds to current community concerns about housing affordability, traffic and parking, and the pace and character of development in Palo Alto. Also, many sections of the plan are required by State law, and having an up-to-date plan is critical to provide a legal foundation for sound decision-making regarding land use, transportation, and related issues, including capital improvements. Proceeding wth an impacts analysis (i.e. preparation of a Draft EIR) will inform the Community/Commission/Council work sessions, allow the City to test the impacts of doing nothing, as well as the different planning scenarios, and will also present an analyisis of cumulaive impacts expected over the next 15 years (i.e. to the year 2030). Background The ity’s omprehensive Plan, Embracing the New Century, Palo Alto 1998-2010 Comprehensive Plan, was adopted in the late 1990s and sets goals and policies related to land use and development issues, including transportation, housing, natural resource, community services, and safety. Every local jurisdiction (including charter cities) in alifornia is required to have a “general plan” like this (see Government Code 65300 et seq.), and the State recommends these plans be updated on a regular basis. Palo Alto recognized the need to update its plan in 2006 and began the process in earnest in 2008, when a consultant was retained to work with staff and the ity’s Planning and Transportation Commission (PTC). The PT’s draft work product was provided to the City Council in early 2014, at which time staff proposed a process that would complete the plan and an associated Environmental Impact Report (EIR) in parallel (Staff Report 4415 from March 3, 2014). This approach recognized that the Comprehensive Plan Update largely carried over the key principles of protection of residential neighborhoods and open space contained in the prior plan while focusing on two earlier identified growth areas – California Avenue and East Meadow Circle. Also, the EIR process can be an effective way to compare various growth level scenarios. EIR preparation itself takes approximately 18 months, so staff recommended that this effort commence immediately with “scoping” and the identification of possible alternatives for analysis in the EIR City of Palo Alto Page 4 that could then be used to inform proposed revisions and additions to the Comprehensive Plan. (Staff Report ID# 4944 from August 4, 2014 is provided as Attachment B.) As noted above, the Council requested a pause in this process on August 6th to permit consideration of potential changes to the ity’s zoning code and zoning map for commercial areas. (Staff Report ID# 5033 from September 8, 2014 is provided as Attachment C) The Comprensive Plan and zoning are directly linked because the zoning map and zoning effectively implement the Comprehensive Plan. The Comprehensive Plan is a policy document that identifies desired land uses and intensities via a Land Use and Circulation Map and the land use designations defined on pp. L-10 through L-13 of the omprehensive Plan; The ity’s zoning ordinance and zoning map are regulatory tools, rather than policy documents, and implement the Comprehensive Plan land use designations by establishing specific uses, densities, and development standards for every area of the City. Thus zoning districts and standards are more specific than Comprehensive Plan land use designations, and each Comprehensive Plan land use designation may be implemented via more than one zoning district. The City Council also requested baseline data regarding environmental issues to be considered in the omprehensive Plan Environmental Impact Report (EIR), and staff’s suggestions on a revised breadth and scope for the Comprehensive Plan Update. Baseline data was disseminated in a Draft Existing Conditions Report dated August 29, 2014, and the remaining issues (potential zoning changes and the Comprehensive Plan Update process) are discussed in this report. The August 29, 2014 Draft Existing Conditions Report is posted on the ity’s website at http://www.paloaltocompplan.org/resources/draft-existing-conditions-report/ and provides information about the regulatory context, existing conditions, and trends related to the 14 topics that will be covered in the program-level EIR that will be necessary to support adoption of the Comprehensive Plan Update. Community comments on this draft report are welcome. Any comments staff receives regarding the data presented or the potential for additional data will be used to inform preparation of the environmental setting sections of the omprehensive Plan Update Draft EIR; With the ity ouncil’s concurence, the data presented on non-residential development over the last 25 years will also be used to inform a City Council work session on an annual office/R&D growth management program to be scheduled in January 2015. Discussion As noted above, on August 6, 2014, the City Council paused the Comprehensive Plan Update process and directed staff to reconsider the breadth and scope of the effort and expressed concern that needed adjustments to the ity’s zoning ordinance would be unnecessarily delayed if they occurred after (instead of before or during) the Comprehensive Plan process. Subsequent to that, on September 8, 2014, the City Council provided their ideas about Commercial zoning changes and requested that staff return with an analysis of which changes City of Palo Alto Page 5 could be accomplished before the Comprehensive Plan Update, and which could be accomplished concurrently. (Staff was initially scheduled to return to Council on October 15, 2014 but several Councilmembers could not attend on that date.) These two related issues – the timing of suggested zoning changes, and the scope/breadth of the Comprehensive Plan Update are discussed below. Commercial Zoning Changes As shown in Attachment A, the City Council advanced a wide range of ideas on September 8, 2014, and these ideas can be grouped into four categories: Changes in Use/Density, Retail Preservation, Parking-Related Changes, and Other Zoning Changes. Determining which should proceed ahead of the Comprehensive Plan effort and which should proceed concurrently involves an assessment of at least three factors: (1) whether a Comprehensive Plan amendment might be needed for the proposed change; (2) whether extensive outreach and environmental review might be required that could be efficiently accomplished concurrent with the Comprehensive Plan Update; and (3) the availability of staff resources, given the host of other planning projects and priorities currently underway. Also, it’s important to note that some of the suggestions are more complex than others, suggesting that they may take more time to address. In addition, all of the suggested changes will involve some level of controversy, potentially affecting the timing and nature of the resulting ordinance. Would Any of the Suggested Changes Require a Comprehensive Plan Amendment? There are no suggestions on the list of suggested zoning changes that would definitely necessitate a Comprehensive Plan amendment, although many would implement policy changes that were discussed as part of the Comprehensive Plan Update during the community engagement process this summer. Specifically, none of the suggested changes in density (Floor Area Ratio or FAR) would require amendments to the FAR associated with land use designations on pp. L-11 to L-12 of the Comprehensive Plan. Also, no changes in land use designations, as they are mapped in the Comprehensive Plan, would be needed to implement the suggested adjustments to commercial zoning districts along El Camino Real and elsewhere. Would Any of the Suggested Changes Require Extensive Outreach & Environmental Review? As noted above, there is no question that the suggested changes will engender some level of controversy, requiring public outreach about why the suggested changes are being pursued, what the alternatives are, etc. If the number of properties that could be affected by the proposed changes provide any indication of their level of controversy, the following information may be instructive:  There are approximately 53 parcels in the retail overlay (R) zone along California City of Palo Alto Page 6 Avenue.  There are approximately 119 parcels in the ground floor overlay (GF) in Downtown.  There are approximately 338 parcels zoned Downtown Commercial (CD).  There are approximately 163 parcels zoned Neighborhood Commercial (CN) or Service Commercial (CS) that front on El Camino Real.  There are approximately 7 parcels in the Hotel (H) overlay zone.  There are approximately 97 parcels in the California Avenue area zoned Community Commercial (CC2). For comparison, the ordinance considered by the City Council earlier this year to increase setbacks (and effective sidewalk widths) along El Camino Real would have affected approximately 295 parcels if it had been adopted. The level of environmental review required for the suggested changes is difficult to judge in advance of some further analysis, however many of the suggestions would limit densities in a way that should result in less impacts than the existing zoning. This suggests that taken one by one, the suggested changes would not require extensive review. It is clear, however, that adopting one or more zoning strategies to pace the growth in commercial office space may have unintended consequences, such as stimulating housing growth, and would require careful review for that reason. Also, with limited staff resources and many competing priorities, there is something to be said for consolidating individual changes into a group of similar ideas that can be considered concurrently. Recommended Approach While the City Council may clearly re-prioritize staff’s work as desired, staff’s recommendation is to pursue a limited number of discrete retail preservation and parking-related changes in advance of the Comprehensive Plan Update, and to pursue many of the other items on the list concurrent with the Comprehensive Plan update. For these concurrent items, draft ordinance language would be developed during the planning process for the Comprehensive Plan update, the impacts of the suggested ordinance would be analyzed in the Comprehensive Plan EIR, and the City Council could ultimately consider adoption of a resolution amending the Comprehensive Plan concurrent with an ordinance amending the Municipal Code. If the ity ouncil were to accept staff’s recommendation, the items in !ttachment ! would be re-grouped as follows: Before the Comprehensive Plan Update is Adopted:  Assess trends related to basement conversions downtown, and consider how to address the loss of basements that support retail uses when these are converted to office space.  Re-examine code provisions regarding square footage and parking exemptions for on-site amenities. City of Palo Alto Page 7  onsider regulating chain stores on al !ve by setting a quota for “formula retail;”  Consider limiting the number of restaurants downtown and on Cal Ave.  Adjust the list of uses allowed (by right and with a CUP) within the area of downtown and Cal Ave with ground floor retail protections to prevent non-retail uses on the ground floor.  Re-examine parking exemptions in the code and consider prohibiting applicants from combining them.  Consider eliminating the parking exemption for mixed use.  Clean-up sections of the code that require interpretation, increasing clarity and reducing the reliance on staff interpretations (Part 1). Concurrent with the Comprehensive Plan Update:  Explore reducing commercial densities Downtown and replacing with residential (“modest turning of the dial”); This would mean considering where appropriate locations would be and to what degree we should adjust, also what types of residential should be allowed/encouraged.  Examine areas zoned CN and CS on El Camino Real and consider reducing non-retail portions of the commercial FAR. Also consider whether this FAR should become residential FAR. The goal would be to give more flexibility and achieve better designs.  Re-examine the 2.0 FAR provided in the hotel overlay a few years ago, and make a modest adjustment downward.  Consider reducing the FAR in the CC-2 zoning district near Cal Ave down from 2.0.  Adjust the list of uses allowed (by right and with a CUP) within the area of downtown and Cal Ave with ground floor retail protections to prevent non retail uses.  Explore the tools that are available to prescribe (regulate or incentivize) employment densities, recognizing that the requirements/incentives might be different depending on how close a project is to transit because parking demand and trip generation are the issues we would be trying to address.  Clean-up sections of the code that require interpretation, increasing clarity and reducing the reliance on staff interpretations (Part 2).  Adopt zoning code changes that slow down the pace of development.  Adjust the zoning code to add incentives for small lot consolidation along El Camino Real. Requiring Further Definition/Discussion:  Ensure areas that are marginal for retail retain their retail requirements so there are places for local-serving retail uses that are priced-out of Downtown and Cal Ave as those areas gentrify.  Consider amortizing non-retail uses in areas of downtown with ground floor retail protections.  Explore what should happen to sites where existing non-conforming uses are phased-out.  Consider changes to code sections about Design Enhancement Exceptions to ensure these are used for minor things, and not as a substitute for variances. Scope & Breadth of the Comprehensive Plan Update Since the Council meeting on August 6, staff has considered ways to simplify the planning effort City of Palo Alto Page 8 and still accommodate the ity ouncil’s desire for robust community dialog around critical issues such as the pace of non-residential development and the location of housing sites needed to meet State requirements. Staff also considered how the list of suggested commercial zoning changes could be accommodated in the process, and how to address several substantive comments about the scope of the Comprehensive Plan EIR received immediately before and during the Council meetings on August 4 and 6. Staff has also begun meeting monthly with the Leadership Group of citizens appointed to assist with community engagement, and benefited from “focus group” type discussions with the Leadership Group in September and October. The ity ouncil’s original direction to staff and the Planning and Transportation ommission envisioned retaining the themes of the current Comprehensive Plan, and adding a theme (with associated goals, policies and programs) about sustainability. This is still very much the plan, however the Council and the public have also identified a number of “big picture” issues that will need to be resolved as part of the planning process and that lend themselves to exploration via simplified planning scenarios. As the Leadership Group has pointed out, planning scenarios can facilitate community engagement around the important policy choices that the City Council is interested in resolving via the Comprehensive Plan Update. With the ouncil’s concurrence, the simplified planning scenarios would be presented with existing and PTC-proposed goals/policies/programs (i.e. draft Comprehensive Plan language) for review and refinement at Community, Commission, and Council working sessions in the Spring of 2015. Also, quantification of two of the scenarios would be predicated on City Council direction at a working session to be scheduled for January 2015 regarding establishment of an annual office/R&D growth management program. This approach represents a modest adjustment to the planning process articulated earlier this year, and would also mean adjustment to the four scenarios presented to the City Council in August. Changes are summarized below. Changes to the Proposed Process  Planning scenarios would be simplified and designed to illustrate policy choices that need to be made prior to adoption of a Comprehensive Plan Update  The City Council would hold a working session in January 2015 to provide direction regarding desired parameters of a growth management program  Ordinance language would be developed during the Comprehensive Plan Update process, so zoning changes could be adopted concurrent with the updated Plan  The planning scenarios and goals/policies/programs (i.e. draft Comprehensive Plan language) would be the subject of Community, Commission and Council working sessions in the Spring of 2015  The working sessions would be informed by an analysis of impacts (i.e. a Draft EIR) illustrating the impacts and benefits of the various scenarios and the policy choices they City of Palo Alto Page 9 represent, as well as cumulative impacts expected over the next 15 years  A proposed Comprehensive Plan Update would be developed based on the working sessions by the end of 2015, and would be the subject of public hearings in 2016, following certification of a Final EIR. Changes to the Scenarios  The scenarios would be simplified to illustrate clear policy choices that will have to be made as part of the Comprehensive Plan Update. The policy choices relate to the pace of office/R&D development, the location and amount of housing growth, major transportation investments, and sustainability-based programs and performance measures.  As before, two of the scenarios would include and test an annual limit on office/R&D development, and one would include sustainability-based performance measures in lieu of an annual limit. The latter scenario would be revised in response to “scoping” comments about the need for a scenario consistent with ABAG growth projections and about the vulnerability associated with defining an alternative by its performance (e.g. “net zero”); While this scenario (Scenario 4) would not be defined by its performance, it would still envision a future with greater transit accessibility, less auto ownership, and aggressive programs and performance measures to achieve sustainability goals.  Scenario 2 would test roadway capacity improvements included in the ounty’s Expressway Plan, Scenario 3 would place Caltrain in a trench (2% grade) south of Oregon Expressway, and Scenario 4 would include significantly enhanced transit services.  Scenarios 3 & 4 would eliminate housing sites along San Antonio and outside of pedestrian “nodes” on South El amino; Scenario 3 would transfer the housing potential to “Pedestrian & Transit Oriented Development” (PTOD) zone in the Downtown and the California Avenue area. Scenario 4 would transfer the housing potential to these areas and to new housing sites along the El Camino Real frontage of the Stanford Research Park and the Stanford Shopping Center. As discussed at the November 3, 2014 session, the scenarios would be used as a basis for analysis of policy choices facing the City, and it’s expected that the omprehensive Plan Update that is finally adopted would mix and match various components of the planning scenarios. Timeline With ouncil’s concurrence, next steps would include:  January 2015: Council work session on an annual office/R&D growth management program  Early 2015: Consideration of zoning changes related to retail preservation and parking exemptions  December November 2014 – May April 2015: Staff and consultant preparation for Spring 2015 working sessions, with the assistance of the Leadership Group. Preparation City of Palo Alto Page 10 would include organizing existing and PTC-proposed goals/policies/programs for discussion, describing simplified planning scenarios in a way that illustrates policy choices, and preparing an impacts analysis (program-level Draft EIR) to inform the policy choices  Spring - Summer 2015: Community/Commission/Council work sessions and other community engagement. Council direction regarding preparation of the Comprehensive Plan Update and concurrent zoning ordinance(s)  End of 2015: dissemination of a Comprehensive Plan Update based on input from the work sessions.  2016: certification of a Final EIR, adoption of a Comprehensive Plan Update and concurrent implementing zoning ordinance(s). Resource Impact The City has contracted with the planning firm, Placeworks, to assist with preparation of the Comprehensive Plan Update and the associated EIR. No additional budgettary resources are anticipated for these tasks at this time. Development of zoning ordinances in advance of and concurrent with the Comprehensive Plan Update will require some additional staff time, including planning and legal support. If the Council wishes to prioritize more items (i.e. more of the zoning suggestions) ahead of the Comprhensive Plan Update, staff would request that the Council review and re-prioritize other planning initiatives. Policy Implications The ity’s omprehensive Plan sets land use policy and forms the foundation for zoning regulations. The Comprehensive Plan must address certain State-mandated topics, and the State recommends that local agencies update their plans every 10 years. Environmental Review Adoption of a Comprehensive Plan Update will require preparation of a program-level EIR to assess the potential cumulative impacts of development expected to occur over the life of the Plan. Adoption of zoning amendments will also require environmental review and may be considered in the same EIR, or in a separate process; the level of review required depends on the specific nature of the proposed zoning amendments. Attachments:  Attachment A: Possible Commercial Zoning Changes (PDF)  Attachment B: Presentation to Council on November 3, 2014 (PDF)  Attachment C: Ground Floor Retail Districts in Palo Alto with Code Sections (PDF)  Attachment D: Memorandum Regarding Annual Limit on Office/R&D (PDF) City of Palo Alto Page 11 Attachment A Ideas Generated at the September 8, 2014 City Council Study Session about Changes to Commercial Portions of the Zoning Code and Zoning Map Changes in Use/Density a) Explore reducing commercial densities Downtown and replacing with residential (“modest turning of the dial”). This would mean considering where appropriate locations would be and to what degree we should adjust, also what types of residential should be allowed/encouraged. b) Assess trends related to basement conversions downtown, and consider how to address the loss of basements that support retail uses when these are converted to office space. c) Examine areas zoned CN and CS on El Camino Real and consider reducing non-retail portions of the commercial FAR. Also consider whether this FAR should become residential FAR. The goal would be to give more flexibility and achieve better designs. d) Re-examine the 2.0 FAR provided in the hotel overlay a few years ago, and make a modest adjustment downward. e) Re-examine code provisions regarding square footage and parking exemptions for on-site amenities. f) Consider reducing the FAR in the CC-2 zoning district near Cal Ave down from 2.0. Retail Preservation a) Ensure areas that are marginal for retail retain their retail requirements so there are places for local-serving retail uses that are priced-out of Downtown and Cal Ave as those areas gentrify. b) Adjust the list of uses allowed (by right and with a CUP) within the area of downtown and Cal Ave with ground floor retail protections to prevent non-retail uses. c) Consider regulating chain stores on Cal !ve by setting a quota for “formula retail.” d) Consider limiting the number of restaurants downtown and on Cal Ave. e) Consider amortizing non-retail uses in areas of downtown with ground floor retail protections. Parking-Related Changes a) Explore the tools that are available to prescribe (regulate or incentivize) employment densities, recognizing that the requirements/incentives might be different depending on how close a project is to transit because parking demand and trip generation are the issues we would be trying to address. b) Re-examine parking exemptions in the code and consider prohibiting applicants from combining them. c) Consider eliminating the parking exemption for mixed use. 1 Other Zoning Changes d) Explore what should happen to sites where existing non-conforming uses are phased-out. e) Clean-up sections of the code that require interpretation, increasing clarity and reducing the reliance on staff interpretations. f) Consider changes to code sections about Design Enhancement Exceptions to ensure these are used for minor things, and not as a substitute for variances. g) Adopt zoning code changes that slow down the pace of development. h) Adjust the zoning code to add incentives for small lot consolidation along El Camino Real. Source: Department of Planning & Community Environment, September 2014 2                 Attachment B Comprehensive Plan Update & Commercial Zoning Ideas City Council November 3, 2014 1                                                                                Overview Why we’re here tonight Why update the Comprehensive Plan? Commercial zoning changes suggested by the City Council Recommended path forward Discussion & public comments Note: This is an initial discussion and will be continued on November 17th when the City Council will provide direction to staff. 2                                                                                                            Why We Are Here Tonight On August 6, 2014, the City Council requested that staff provide baseline data, reevaluate the breadth and scope of the ongoing Comp Plan Update process, and consider whether commercial zoning changes can occur ahead of or concurrent with the Update. On September 8, the City Council outlined their suggested commercial zoning changes 3                                                                                        Baseline Data Draft Exiting Conditions Report dated August 29, 2014 provides baseline data in 14 subject areas, and can inform future policy discussions. See for example: • TABLE 8‐3 CITYWIDE GROWTH IN NON‐RESIDENTIAL SQUARE FOOTAGE 1989‐2014 • TABLE 10‐1 POPULATION AND HOUSEHOLD TRENDS • TABLE 10‐19 JOB TRENDS AND FORECAST • TABLE 12‐11 DAILY VMT BY TRIP ORIENTATION The report is available on line & is not proposed for discussion tonight. Community comments are welcome. 4 Why Update the Comp Plan? • Palo Alto's Comprehensive Plan, Embracing the New Century, Palo Alto 1998-2010, was adopted in 1998; many objectives of the existing Plan have been met, and new opportunities and challenges have arisen in the intervening 16-17 years since the plan was adopted. 1998 2000 A ciTY oF WPALO ALTO 2010 2015 5 Why Update the Comp Plan? • Some contents of the plan are prescribed by State law, and updating the plan will provide a legal foundation for future decision-making about land use, transportation, related issues and capital investments. 2010 2015 A ciTY oF WPALO ALTO 2030 6                                                                          Why Update the Comp Plan? 120,000 110,940 86,960 89,690 104,820 100,000 80,000 • An updated plan can help to manage 60,000 the pace of Palo Alto’s growth and respond to current community 40,000 concerns about housing affordability, traffic and parking, and other critical issues 20,000 0 2000 2010 2020 Jobs Forecast 2030 Jobs Forecast 7                                               Commercial Zoning Changes Suggested by the City Council List of 19 Ideas in 4 Categories: – Changes in Use/Density – Retail Preservation – Parking‐Related Changes – Other Zoning Changes (List provided in Attachment A) 9                                                                                        Commercial Zoning Changes Suggested by the City Council Zoning Amendments Can be Pursued Prior to or Concurrent with the Comprehensive Plan Update. Decision to Prioritize ahead of the Comp Plan Update should consider: – Is a Comp Plan Amendment Required? – Level of Outreach & CEQA Review Required – Available Resources & Other Priorities 10                                        Recommendation 1 1. Proceed immediately (i.e. in advance of the Comp Plan Update) with zoning ordinances to address retail preservation & parking exemptions 11                                   Recommendation 2 2. Schedule a Council work session in January 2015 to discuss parameters of an annual office/R&D growth management program 12                                                            Recommendation 3 3. Schedule a series of Community/Commission/ Council work sessions about “big picture” planning issues in Spring 2015 utilizing simplified planning scenarios to test the growth management program and other policy choices. 13                                                                          Recommendation 3 Cont. The Leadership Group would help plan the work sessions and other concurrent community engagement Work sessions would be designed to appeal to all audiences & to receive input on critical issues, policy choices, and plan language 14                                                                                         Recommendation 3 Cont. Critical Issues Include: Growth; Housing Affordability; Traffic & Parking; Climate Change; etc. Policy Choices Include: – Office/R&D growth management program – Possible shift of housing from San Antonio/So. El Camino to Downtown & the California Avenue area – Major transportation investments – Sustainability‐based performance measures from S/CAP – Desired commercial zoning changes – Other? 15                                                                                                                Recommendation 4 4. Also use the Community/Commission/ Council work sessions to review goals, policies, and programs from the existing Comp Plan & the recommendation forwarded by the PTC in early 2014, with the goal of developing a Comp Plan Update that is consistent with prior Council direction to maintain fundamentals of the existing plan, with an additional focus on sustainability. 16                                                                                     Recommendation 5 5. Also prepare a impacts analysis (Draft EIR) to inform the Community/Commission/ Council work sessions in the Spring of 2015, presenting the impacts of the simplified scenarios (and the policy choices they represent) as well as potential cumulative impacts over the next 15 years 17                                                                           Recommendation 6 6. Concurrent with the Comp Plan Update, prepare a draft zoning ordinance(s) to implement the policy changes inherent in the plan, including many of the zoning ideas discussed at the City Council study session on September 8, 2014. 18                                                                                                                Resulting Timeline Jan 2015 work session on growth management Early 2015 zoning ordinance on retail/parking November 2014‐April 2015 prepare for Spring work sessions Spring 2015 Work Sessions & Engagement Late 2015 prepare Comp Plan Update based on input received in the Spring Early 2016 Plan adoption following EIR certification Concurrent zoning ordinance(s) adoption Prepare “Users Guide” to ensure the Comp Plan remains a living document 19    Questions & Comments 23 Chapter 18.30 COMBINING DISTRICTS Page 1 of 4 Palo Alto Municipal Code Chapter 18.30(A) RETAIL SHOPPING (R) COMBINING DISTRICT REGULATIONS Sections: 18.30(A).010 Specific Purposes 18.30(A).020 Applicability of Regulations 18.30(A).030 Zoning Map Designation 18.30(A).040 Permitted Uses 18.30(A).050 Conditional Uses. 18.30(A).060 Special Requirements 18.30(A).010 Specific Purposes The retail shopping combining district is intended to modify the uses allowed in a commercial district, where applied in combination with such district, to allow only retail, eating and service- oriented commercial development on the ground floors. (Ord. 3519 § 3 (part), 1984) 18.30(A).020 Applicability of Regulations The retail shopping combining district may be combined with any commercial district, in accord with Chapter 18.08 and Chapter 18.80. Where so combined, the regulations set forth in this chapter shall apply in lieu of the comparable provisions established by the underlying commercial district regulations. (Ord. 3519 § 3 (part), 1984) 18.30(A).030 Zoning Map Designation The retail shopping combining district shall apply to properties designated on the zoning map by the symbol "R" within parentheses, following the commercial designation with which it is combined. (Ord. 3519 § 3 (part), 1984) 18.30(A).040 Permitted Uses The following uses shall be permitted in an R district: (a) Eating and drinking services, except drive-in and take-out services; http://www.amlegal.com/alpscripts/get-content.aspx 11/25/2014 Chapter 18.30 COMBINING DISTRICTS Page 2 of 4 (b) Personal services; (c) Retail services; (d) All other uses permitted in the underlying commercial district, provided they are not located on a ground floor. (Ord. 3519 § 3 (part), 1984) 18.30(A).050 Conditional Uses The following uses may be conditionally permitted in an R district, subject to the issuance of a conditional use permit in accord with Chapter 18.76 (Permits and Approvals): (a) Financial services, except drive-in services, on a ground floor; (b) All other conditional uses allowed in the underlying commercial district provided they are not located on a ground floor. (Ord. 4826 § 86, 2004: Ord. 3519 § 3 (part), 1984) 18.30(A).060 Special Requirements The following special requirements shall apply in the R retail shopping combining district: Lawful conforming permitted uses or conditional uses operating pursuant to a conditional use permit which were existing on April 26, 1984 may remain as grandfathered uses and shall not require a conditional use permit or be subject to the provisions of Chapter 18.70. Such uses shall be permitted to remodel, improve, or replace site improvements on the same site for continual use and occupancy by the same use; provided, that any such remodeling, improvement or replacement shall not result in increased floor area, nor shall such remodeling, improvement or replacement result in shifting of building footprint or increased height, length, building envelope, or any other increase in the size of the improvement, or any increase in the existing degree of noncompliance, except through the granting of a design enhancement exception, pursuant to Chapter 18.76 (Permits and Approvals). If a use deemed grandfathered pursuant to this section ceases and thereafter remains discontinued for twelve consecutive months, it shall be considered abandoned and may be replaced only by a conforming use. A use deemed grandfathered pursuant to this section which is changed to or replaced by a conforming use shall not be reestablished, and any portion of a site or any portion of a building, the use of which changes from a grandfathered use to a conforming use, shall not thereafter be used except to accommodate a conforming use. (Ord. 4826 § 87, 2004: Ord. 4140 § 15, 1993: Ord. 4016 § 29, 1991: Ord. 3519 § 3 (part), 1984) Chapter 18.30(C) GROUND FLOOR (GF) COMBINING DISTRICT REGULATIONS Sections: 18.30(C).010 Specific Purpose http://www.amlegal.com/alpscripts/get-content.aspx 11/25/2014 Chapter 18.30 COMBINING DISTRICTS Page 3 of 4 18.30(C).020 Permitted Uses 18.30(C).030 Conditional Uses 18.30(C).040 Annual Monitoring of Ground Floor Retail Use 18.30(C).010 Specific Purpose The ground floor combining district is intended to modify the uses allowed in the CD commercial downtown district and subdistricts to allow only retail, eating and drinking and other service-oriented commercial development uses on the ground floor. For the purposes of this chapter, "ground floor" means the first floor which is above grade. Where the ground floor combining district is combined with the CD district, the regulations established by this chapter shall apply in lieu of the uses normally allowed in the CD district. Except for the regulations relating to uses set forth in this chapter, all other regulations shall be those of the applicable underlying CD district. (Ord. 4098 § 2 (part), 1992) 18.30(C).020 Permitted Uses (a) The following uses shall be permitted in the GF combining district: (1) Eating and drinking; (2) Hotels; (3) Personal services; (4) Retail services; (5) Theaters; (6) Travel agencies; (7) Entrance, lobby or reception areas serving nonground floor uses; (8) All other uses permitted in the underlying district, provided such uses are not on the ground floor. (b) Notwithstanding subsection (a), not more than twenty-five percent of the ground floor area not fronting on a street may be occupied by a use permitted in the applicable underlying CD district. (Ord. 4098 § 2 (part), 1992) 18.30(C).030 Conditional Uses (a) The following uses may be conditionally allowed on the ground floor in the GF ground floor combining district, subject to issuance of a conditional use permit in accord with Chapter 18.76 (Permits and Approvals) and with the additional finding required by subsection (b): http://www.amlegal.com/alpscripts/get-content.aspx 11/25/2014 Chapter 18.30 COMBINING DISTRICTS Page 4 of 4 (1) Business or trade school; (2) Commercial recreation; (3) Day care; (4) Financial services, except drive in services; (5) General business service; (6) All other uses conditionally permitted in the applicable underlying CD district, provided such uses are not on the ground floor. (b) The director may grant a conditional use permit under this section only if he or she makes the following finding in addition to the findings required by Chapter 18.76 (Permits and Approvals): The location, access or design of the ground floor space of the existing building housing the proposed use, creates exceptional or extraordinary circumstances or conditions applicable to the property involved that do not apply generally to property in the same district. (c) Any use conditionally permitted pursuant to this section shall be effective only during the existence of the building that created the exceptional circumstance upon which the finding set forth in subsection (b) was made. (Ord. 4826 §§ 94, 95, 2004: Ord. 4098 § 2 (part), 1992) 18.30(C).040 Annual Monitoring of Ground Floor Retail Use A downtown retail vacancy rate survey shall be prepared annually in September of each year, and a report shall be prepared conveying that information to the Planning and Transportation Commission and City Council prior to the end of the year. The purpose of the survey is to assess changes in retail use in the downtown zones. The vacancy rate shall address all areas zoned CD- C or GF in downtown. (Ord. 5065 § 3, 2009) http://www.amlegal.com/alpscripts/get-content.aspx 11/25/2014 Attachment D CITY OF PALO ALTO MEMORANDUM TO: HONORABLE CITY COUNCIL FROM: CITY MANAGER & DIRECTOR OF PLANNING & COMMUNITY ENVIRONMENT AGENDA DATE: December 8, 2014 ID#: 5286 SUBJECT: COMPREHENSIVE PLAN UPDATE & ZONING CHANGES: ANNUAL LIMIT ON OFFICE/R&D DEVELOPMENT At the November 3, 2014 City Council meeting, a Councilmember asked whether the suggested Council work session regarding establishment of an annual limit on office/R&D could consider adoption of an annual limit as an interim ordinance. Subsequently, the same Councilmember also asked staff to provide information regarding other jurisdictions with annual office limits immediately, rather than as preparation for the January work session. This memo responds to both questions/requests and will be supplemented by additional staff analysis and a staff recommendation in advance of the January work session. Specifically, staff and the City Council will have to explore a number of issues when considering establishment of an annual limit on office/R&D development. At a minimum, these include the following: (1) what the annual limit should be; (2) what the process and criteria for receiving and considering applications should be (i.e. should applications be considered in the order received, or based on some criteria establishing preferences; what should those criteria be?); (3) whether there should be a geographic component to the program; (4) whether some areas of the City or types/sizes of projects should be exempt; (5) whether unused allocations should roll forward for some period of time; (6) how to handle applications already in the “pipeline-” (7) how to ensure continued conformance with the Permit Streamlining Act; (8) necessary changes to the City’s Comprehensive Plan and zoning; and (9) potential impacts and benefits. CAN THE COUNCIL CONSIDER AN ANNUAL OFFICE CAP AS AN INTERIM ORDINANCE? The short answer is yes, the Council could consider adoption of an annual cap on office/R&D development under the provision in State law (Government Code Section 65858) which allows cities to temporarily prohibit any uses that may be in conflict with a contemplated general plan, specific plan, or zoning proposal that the city is studying or intends to study within a reasonable time. To enact an interim ordinance, a 4/5 vote (8 votes) would be required, and the City Council would have to make legislative findings that there is a current and immediate threat to the public health, safety, or welfare, and that the approval of additional development would result in that threat to public health, safety, or welfare. An interim ordinance is effective for 45 days, after which it may be extended, but in no instance may it be in effect for over two years. An interim ordinance does not require review by the Planning and Transportation Commission and many are exempt from review under the California Environmental Quality Act (CEQA). This is because interim ordinances are temporary and many, in practice, perpetuate the status quo. To the extent this is not the case, additional review may be required. It should be noted again, however, that there are many complexities that would need to be resolved to establish an annual office limit, suggesting that considerable time and effort will be involved. Whether it’s adopted as an interim ordinance or concurrent with the Comprehensive Plan Update, an annual limit is also likely to cause concern by property owners in areas zoned for commercial use, resulting in the need for extended outreach, public hearings, and etc. Stanford University has already voiced its concerns about the effect that an annual office limit could have on the Research Park. WHAT OTHER JURISDICTIONS HAVE AN ANNUAL OFFICE CAP? Earlier this year, the City’s Comprehensive Plan consultants, Placeworks, gathered information regarding a number of growth management systems used by California jurisdictions to meter the amount or pace of non-residential development. They identified communities that, like Palo Alto, have some kind of cap on non-residential development (for example Cupertino), as well as communities that have attempted to cap residential development (for example Pleasanton). Page 2 December 2, 2014 Memo RE: Annual Limit on Office/R&D Placeworks identified Walnut Creek and Santa Monica as two jurisdictions that have implemented programs to govern the pace of non-residential development, and these programs are summarized below, along with the program in place in San Francisco. These three examples are presented for background information only, and are not intended as a recommendation to adopt one or more of these strategies. As the Placeworks staff observed, any program adopted in Palo Alto would need a high degree of customization to fit its unique local conditions. In addition, if a program is developed for Palo Alto, it would require careful legal analysis to ensure that it can operate effectively in tandem with the State’s Permit Streamlining Act and withstand legal challenge. Walnut Creek Walnut Creek has regulated commercial growth since 1985, when voters approved Measure H, a growth-control initiative that would have limited or prevented non-residential development until traffic congestion at major intersections improved. Measure H was a reaction to resident concerns about traffic and the construction in the late 1970s and early 1980s, when a number of large commercial office buildings in downtown Walnut Creek, primarily around the Walnut Creek BART station. A major local landowner sued the City, and the case eventually went to the California Supreme Court. In 1990, the Court ruled that Measure H was invalid because it functioned as a zoning ordinance but conflicted with the City’s adopted General Plan, which called for Walnut Creek to be a regional job and retail center. Although Measure H was invalidated, the City continued to regulate the amount of commercial and residential development allowed each year, acknowledging the residents’ desire to meter growth in Walnut Creek. In 1993, the City Council adopted a Growth Limitation Program that limited new commercial growth to 75,000 square feet per year, metered in increments of 150,000 square feet every 2 years, and was adopted for 10 years. The program helped the City to limit growth to 620,000 square feet of new commercial development in the first 10 years (1993-2003), and was extended through 2015 in the City’s 2005 General Plan Update. The Growth Limitation Program excludes the Shadelands Business Park.1 1. Does the system include an annual limit on non-residential approvals? If so, how is that set? Changed? Enforced? 1 City of Walnut Creek, Walnut Creek General Plan 2025, page 4-13. Available online at http://www.walnut- creek.org/citygov/depts/cd/planning/documents/general plan 2025.asp. Page 3 December 2, 2014 Memo RE: Annual Limit on Office/R&D Yes. The Walnut Creek Growth Management Program includes a cap of 75,000 commercial square feet/year metered in 2-year increments. Therefore allocations for 150,000 square feet of commercial development are available in each two year cycle. The cap is set in the General Plan (which incorporated an earlier Growth Limitation Program from the 1990s). It is enforced by the Planning Division. Staff tracks available allocation and a building permit cannot be issued unless an allocation is available. If the building permit is allowed to expire prior to construction, the allocation is revoked and returns to the pool. Unused allocations from one cycle are rolled over to the next cycle. Project applicants get credit for any existing commercial SF that would be demolished with construction of their project. 2. Does the system include a competitive point system pitting projects against each other? Are any categories of project exempted (e.g. certain type of industry, projects under 10k sf)? How much flexibility is there? There is no “beauty contest” type competition. Allocations are awarded on a first-come, first-served basis when the project planner deems a project application complete. Development in the Shadelands Business Park on the eastern edge of the City and specific types of Community Facilities are exempt from the Growth Management Program. Additionally, the Planning Manager can grant exemptions to larger, more complex projects so that their allocation can be reserved for longer than the 12-month period for which allocations are usually reserved. The system had a fair degree of flexibility built in – not in the cap, but rather in how it is calculated and implemented. Calculating the cap in 2-year increments of up to 150,000 sf offers some flexibility; as does carrying forward the unused allocation. In addition, the system allows project applicants to reserve allocations as soon as their application is deemed complete, with the possibility of having that reservation extended at the discretion of the Planning Manager for larger, more complex projects. Santa Monica Goal T19 in the Santa Monica Land Use and Circulation Element (LUCE) of the Santa Monica General Plan (adopted in 2010) is to “Create an integrated transportation and land use program that seeks to limit total peak period vehicle trips with a Santa Monica origin or destination to 2009 levels.” This goal is also known as the “No Net New Evening Peak Period Vehicle Trips” goal. The LUCE focuses not only on reducing vehicle trips, but also on encourage walking, bicycling and transit use, creating pedestrian-oriented neighborhoods, and reducing greenhouse gas emissions. The LUCE foresees the creation of a multi-modal transportation system and “identifies local strategies to manage trips, treating the entire City as an integrated Page 4 December 2, 2014 Memo RE: Annual Limit on Office/R&D transportation management system with aggressive requirements for trip reduction, transit enhancements, pedestrian and bike improvements, and shared parking. Transportation demand management (TDM) programs that reduce automobile travel demand and incentivize alternative modes such as carpool, vanpools, and shuttles, walking, bicycling, and shared parking are all encouraged.”2 The LUCE calls for the City to manage new trips from new development and reduce trips from existing major employers. New trips must be offset through the development of new transportation infrastructure providing alternatives to automobile travel, including public transit, bicycling, ridesharing, and walking. The LUCE also contains a list of transportation policies, projects, and programs that are necessary to accommodate projected growth with no net increase in PM peak hour vehicle trips through 2030. The LUCE identifies the establishment of fees as a tool to manage vehicle trips and increase alternative transportation options. The LUCE states that “New projects will be required to minimize the trips they generate and contribute fees to mitigate their new trips.” However, the LUCE also states that “To achieve the No Net New Trips goal, developers cannot be expected to have every project generate zero trips by itself;” rather, developers will pay mitigation fees that will fund capital improvement projects citywide, such that the net impact of each development project ultimately is zero. Fees will be used for improvements that benefit the City’s transportation system overall, such as additional buses to increase frequency, improved walking routes and new bike lanes.”3 The provision that the City as a whole will achieve no net new trips by 2030, but that individual projects will not be required to generate no net new trips, has created some confusion and concern among Santa Monica residents as the LUCE is implemented. 1. Does the system include an annual limit on non-residential approvals? If so, how is that set? Changed? Enforced? No. Santa Monica’s growth management program resembles a performance measure, rather than an annual limit, and the City is still developing the zoning ordinance that will implement the program set forth in its General Plan. 2 City of Santa Monica, Transportation Impact Fee Nexus Study (Final), April 2012. Page 1-3. Available online at http://www.smgov.net/uploadedFiles/Departments/PCD/Transportation/Developers/Santa-Monica-Nexus- Study.pdf 3 City of Santa Monica, Land Use and Circulation Element, July 2010. Page 4.0-12. Available online at http://www.smgov.net/uploadedFiles/Departments/PCD/Plans/General-Plan/Land-Use-and-Circulation- Element.pdf Page 5 December 2, 2014 Memo RE: Annual Limit on Office/R&D 2. Does the system include a competitive point system pitting projects against each other? Are any categories of project exempted (e.g. certain type of industry, projects under 10k sf)? How much flexibility is there? It does not appear that Santa Monica envisions projects competing against each other for allocations. Instead, projects that cannot achieve the “No Net New Trips” goal on their own can pay into a fund for investments that will offset their trips. San Francisco San Francisco’s Downtown Plan dates from 1985 and included the City’s first annual cap on office development, which was intended as a temporary measure. This original office cap was modified and extended by the voters when Proposition M was adopted in 1986. The annual growth limit is codified in Section 320-25 of the City’s Zoning Code and from time to time, the City’s Planning Commission has adopted implementing policies and procedures. 1. Does the system include an annual limit on approvals? If so, how is that set? Changed? Enforced? San Francisco has two office caps, one for small projects and one for larger ones. The “small” cap is 75,000 square feet per year and applies to projects between 25,000 and 50,000 square feet. The “large” cap is 875,000 square feet per year and applies to projects over 50,000 square feet. The two annual office limits were set by the voters and cannot be changed except with voter approval, although the Planning Commission has been able to adopt implementing policies and procedures as needed. Unused allocations roll forward indefinitely, and the annual cap has only been a constraint on development in periods like the dot com boom, when new office development proposals exceeded the available allocation. In the current tech boom, San Francisco is once again in this situation and the Planning Department has started discussions about policies and procedures to implement the annual limit. 2. Does the system include a competitive point system pitting projects against each other? Are there any categories of project exempted (e.g. certain type of industry, projects under 10k sf)? How much flexibility is there? Prop M itself did not include a competitive system, but the City Planning Commission has had to establish procedures to compare and select among projects when the number of projects exceed the available allocation. For example, in the 1990s, the City conducted a “beauty contest” in which large office projects competed with each other for the annual allocation. Each application was subject to analysis and environmental Page 6 December 2, 2014 Memo RE: Annual Limit on Office/R&D review, and the Planning Commission compared the projects to each other before approving one or more. Applicants whose projects were not approved had the choice to either request continuance to the next evaluation period, or to have their projects denied. The Planning Department has recently begun discussing implementation of a revised competitive process, which is expected to focus on “good planning” issues such as proximity to transit and housing displacement rather than aesthetics or public benefits. In fact, Prop M prohibits the City from considering monetary contributions in any competition, by stating that “Payments, other than those provided for under applicable ordinances, which may be made to a transit or housing fund of the City, shall not be considered.” Office projects less than 25,000 square feet are exempted from San Francisco’s annual limit, as are City projects. State, Federal, Port, and Redevelopment Agency projects are not exempt, and reduce the allocation available for private development projects. Page 7 December 2, 2014 Memo RE: Annual Limit on Office/R&D City of Palo Alto (ID # 5182) City Council Staff Report Report Type: Action Items Meeting Date: 12/8/2014 City of Palo Alto Page 1 Council Priority: Environmental Sustainability Summary Title: Approval of Staff Recommendations for a Compost Facility Title: Approval of Staff Recommendations Concerning Responses to Palo Alto Compost Facility Request for Proposals for Yard Trimmings and Residential Food Scraps at the Measure E Site. Staff Recommends that Council Direct Staff to Pursue One of the Two Following Options. Option #1 (Lower-Cost Option): Reject all Proposals Received in Response to the “Compost Facility for Yard Trimmings and Residential Food Scraps”. Or Option #2 (Local Facility Option): Begin Negotiations with Synergy to Develop a Contract for Design, Construction and Operations of a Composting Facility on a 3.8-acre Section of the Measure E Site. If Staff is Unable to Negotiate a Contract with Synergy then Staff is Directed to Initiate Negotiations with a second company From: City Manager Lead Department: Public Works Recommendations Staff recommends that Council direct staff to pursue one of the two following options: Option #1 -Lower Cost Option: Reject all proposals received in response to the “Compost Facility for Yard Trimmings and Residential Food Scraps”RFP and continue composting outside of Palo Alto; or Option #2 -Local Facility Option: Begin negotiations with the highest ranked and preferred proposer (Synergy)to develop a contract for the design, construction and operation of a composting facility on a 3.8-acre section of the Measure E Site. If staff is unable to negotiate a contract with Synergy,then staff is directed to initiate negotiations with either the City of Palo Alto Page 2 second ranked proposer (Harvest) and/or third ranked proposer (GreenWaste). Executive Summary Four proposals were received in response to a Request for Proposals (RFP)to develop a composting facility on the Measure E Site to process yard trimmings and residential food scraps.Staff is recommending that Council choose whether staff should continue to pursue a composting facility on the Measure E Site and begin contract negotiations with the highest ranked and preferred proposer,or whether the City should reject all proposals and continue the lower cost option of utilizing facilities outside of Palo Alto to process the City’s residential food scraps and yard trimmings. Staff interviewed three of the four proposal teams and concluded that three of the proposers could develop a composting facility that would meet the City’s needs. However, the cost of each of these proposals exceeds the cost of composting outside of Palo Alto,using an existing facility.Staff seeks direction from Council as to whether the benefits of a local facility outweigh the additional costs of such a facility to the rate payers. Staff has provided Council with two options: 1) reject proposals and select a lower cost option to continue composting outside of Palo Alto;or 2) contract with a firm to build, operate and maintain a local (Palo Alto) facility option. The lower cost option to compost outside of Palo Alto would utilize regional composting facilities, such as the composting facilities in Milpitas, San Jose, Gilroy, or Lathrop, and would help the City reach its landfill diversion goal in the same way as a composting facility built in Palo Alto. However, a Palo Alto compost facility option would provide a greater level of long-term price certainty (at least 15 years), allow for local control as needs and requirements change, provide a sustainable organics solution within Palo Alto,a local source of compost to residents and result in somewhat fewer transportation-related greenhouse gas emissions. These two options are both viable paths forward towards meeting the City’s zero waste and climate action plan goals. The options present a policy choice for Council to determine the value of composting within Palo Alto in consideration of the higher costs to build and operate a facility here. City of Palo Alto Page 3 Background The consideration of the development of a Composting Facility in Palo Alto goes back to the Blue Ribbon Task Force study and the action in the 2011 citizen initiative Measure E that undedicated 10 acres of Byxbee Park for the consideration of the development of an energy/compost facility. Council approved the issuance of an RFP for the development of a composting facility on the 3.8-acre relatively flat portion of the Measure E site on May 12, 2014 (Staff Report #4744), as part of the approval of the City’s Organics Facility Plan (OFP). The components of the OFP are listed below. Component One: Biosolids Dewatering and Truck Haul-Out Facility. Component Two: Wet Anaerobic Digestion Facility utilizing the Thermal Hydrolysis Process. Component Three: Food Preprocessing Facility; Preprocessed food scraps would then be fed into the anaerobic digester (Component Two above). Component Four: Composting of yard trimmings. The first three components have been addressed under separate staff reports and are being led by the Palo Alto Regional Water Quality Control Plant staff. Component Four was modified by Council as part of the May 2014 meeting to develop a composting facility as soon as possible. Staff provided Council with an informational report (Staff Report #4916) on June 23, 2014, that highlighted key environmental considerations for the proposals. One key consideration included controlling odors by requiring that all processing, handling, and storage facilities would need to be enclosed by a structure to ensure the effective management of odors. The information report also addressed the opportunity to co-compost residential food scraps with a new compost facility. Lastly, the information report outlined the Composting Facility for Yard Trimmings Residential Food Scraps Request for Proposal (CF RFP) principles and evaluation criteria. The CF RFP required proposers to submit a proposal for: (a)Composting yard trimmings with residential food scraps from the City;and (b)Composting only yard trimmings from the City (no residential food scraps) City of Palo Alto Page 4 While the City would guarantee a consistent feed stock of co-collected residential food scraps and yard trimmings or exclusively yard trimmings, proposers were allowed to propose an alternative proposal to “upsize” the Composting Facility to accept “self-haul” yard trimmings and co-collected food scraps and yard trimmings from other communities, as well as food waste from food processing facilities,if the facility could be contained to the 3.8 acre site. ·Residential Food Scraps: 1,000 -3,000, tpy* (commingled with yard trimmings) ·Yard Trimmings: 13,000 –14,000 tpy* (commingled with food scraps or separate) ·Self-Haul (optional) ·Other communities’ food scraps and yard trimmings (optional) *tpy = tons per year The yard trimmings tonnage estimates included about 2,000 tons per year of City generated yard trimmings from street sweeping and tree trimming activities. On July 2, 2014, the Purchasing Division posted the CF RFP to its website. A pre- proposal webinar and site tour were held on July 16. Staff issued four addenda to the original RFP (Attachments C, D, E, and F). On September 16, 2014, staff received four proposals responding to the CF RFP. The lead proposers for each proposal were: ·BioMRF ·GreenWaste of Palo Alto ·Harvest Power ·Synergy Four proposals were received on September 16, 2014. Staff sent clarification questions to the proposers on October 9, 2014. Discussion The four proposals were subject to a two-step evaluation process. First, a five- person panel comprised of City Staff, consultant support, and assistance from the City of Sunnyvale evaluated qualitative (non-cost) criteria that looked at the proposals’ quality, technical resources and experience, financial resources, record City of Palo Alto Page 5 of performance and reliability of technology, technical approach, environmental approach, and business proposal (excluding price). This qualitative score accounts for 60 percent of the total score. A cost comparison makes up the other 40 percent of the total score. City Staff, a staffer from the City of Sunnyvale, J.Binder Consulting,and Matt Cotton of Integrated Waste Management Consulting were part of the evaluation team. Staff also compared the costs and greenhouse gas emissions with current off-site composting operations either currently in contract with the City or under consideration. A table summarizing the proposals can be found in Attachment G. Each proposal used the same technology for the two required alternatives: 1) residential food scraps commingled with yard trimmings;and 2) yard trimmings only. BioMRF was the only proposal to allow for a significantly larger volume of incoming feedstock (35,000 tons per year). Synergy could take as much as 25,000 tons per year. GreenWaste of Palo Alto and Harvest Power could take only the minimum feedstock at 17,000 tons per year. The proposers also expressed concerns about potential contamination from street sweeping collections. Staff determined that BioMRF is not a contractually-viable proposer and should not be considered further. BioMRF did not provide satisfactory information as a guarantor to the project, did not provide evidence of bonding capability, and did not commit to a named operator as an operations partner as a guaranteed part of the proposal (Recology did agree to consider becoming the operator as part of a separate letter, but BioMRF did not commit to utilize their services). Also of concern to staff is the fact that BioMRF and its technology provider have no experience operating in North America. Table 1: Proposal Scores and Price Comparison Proposal GreenWaste of Palo Alto Harvest Power Synergy*Future Offsite Composting Operations Qualitative Score (60% of total score) 79.13 70.50 70.82 n/a NPV (Net Present Value) City Financing all Capital* $59,692,079 $41,594,038 $39,396,998 $18,886,603 Tip Fee ($2014) City Financing $93 $63 $60.64 $77 City of Palo Alto Page 6 Tip Fee Private Financing $270 n/a $132.48 n/a Capital Costs ($2014)$31,184,298 $22,000,000†$20,734,972 $0 Year one costs ($2018)$3,879,695 $2,695,117 $2,543,886 $1,470,742 Required Rate Increase 25%13%11%base case no increase Monthly Rate Increase per residential customer $11.15 $5.67 $4.97 base case no increase Cost Score (100 -NPV) (40% of total score) 40 58 61 n/a Total Score 63.475 65.50 66.89 n/a *Synergy price proposal is based on the 21,000 tons per year alternative.Synergy will be responsible for securing the additional tonnage. **All price estimates assume the City will finance all capital expenses. In the CF RFP, the City assumed a $10,000,000 capital allowance, and all capital expenses in excess of $10 million would be rolled into the tip fee. This is reflected in the “Tip Fee Private Financing” line. The City does not have a tip fee from Harvest Power for private financing for capital costs in excess of $10,000,000, since initial proposed capital costs did not exceed $10,000,000. The decision to use City financing for all cost estimates in this chart allows an “apples-to-apples” comparison between the proposals. City financing in excess of $10 million also lowers the NPV significantly for both GreenWaste of Palo Alto and Synergy. †Harvest Power’s original proposal did not include a structure covering all process areas. Harvest Power provided an initial uncovered capital estimate of $9,989,173. In a subsequent update answering the Oct. 8 questions from staff, Harvest Power estimated a building would cost around $10,000,000 and site prep and foundation costs would also be around $2 million. Due to the unrefined nature of this estimate, a $22,000,000 estimate has been added to the table. GreenWaste of Palo Alto (GreenWaste), the solid waste contract hauler for the City of Palo Alto, provided the most expensive proposal,which was approximately $10 million more in net present value than the next closest proposal. GreenWaste took a number of exceptions to the contract;these would need to be resolved in negotiations if GreenWaste were selected as the preferred proposal. GreenWaste demonstrated comprehensive knowledge of the Measure E site, provided a workable technology option, and showed a good understanding of local compost markets. While GreenWaste had the highest score for the technical, non-cost evaluation, their high cost resulted in their proposal receiving the lowest overall score. Additionally, GreenWaste,despite extensive local composting experience, has never operated the technology provided by ECS (Engineered Compost Systems) in its proposal. GreenWaste proposed an alternative project delivery timeline,showing the full operation of the compost facility would commence by September 2018, which is 9 months after the suggested project delivery timeline presented in the CF RFP. All of the other proposers stated that they could meet the City’s timeline. City of Palo Alto Page 7 Harvest Power presented a strong project team with extensive experience in composting in North America and California. They did not take any exceptions to the City’s contract terms presented in the RFP. Harvest Power and GreenWaste utilized the same subcontractor for design of the compost process. Harvest Power’s proposal did not include a structure covering all operational parts of the compost facility as required in the CF RFP, although they did enclose the feedstock receiving and preprocessing operations in a building. The primary and secondary compost processes were to be done in bunkers with a membrane cover and negative aeration for odor control. This initial design was not fully in compliance with the requirements of the CF RFP to enclose the entire facility. Staff asked Harvest Power to clarify its proposal and provide a cost for a fully- enclosed process area. Harvest Power provided capital costs of $9,989,173. Harvest Power estimated a building would cost around $10,000,000,and site prep and foundation costs would also be around $2 million. Due to the unrefined nature of this estimate, a $22,000,000 estimate has been added to Table 1 above. While many technologies can control process odors, only a structure that covers the entire operation (like a building) can control odors that generate from moving the compost into the vessels or from process area to process area. This requirement was made clear in the CF RFP and presented in the June 23, 2014, Staff Report #4916. Consequently, the review summarized in Table 1, and the proposal ranking, were completed assuming Harvest would fully enclose all operations in a building. Harvest Power also required heavy tipping fee penalties for glass contamination. Synergy’s proposal included a team with extensive experience composting on the East Coast and Midwest. The BDP technology is commonplace in the composting of biosolids from wastewater treatment plants, but not for the mixture of yard trimmings and residential food scraps in the Palo Alto feedstock.Consequently, Synergy submitted an Alternative Proposal to bring in additional food waste (the 21,000 tons per year total), likely from food preprocessing facilities, to increase the efficiency of their operation. Staff was concerned about a split guarantor in the Synergy proposal between the construction contractor, Overaa, and the compost operator, We Care Organics. This guarantor structure may present challenges in determining liability should an operational problems arise. In a subsequent response to City inquiry, Synergy stated that it would consider an alternative project organization, with its primary City of Palo Alto Page 8 contributor, We Care Organics, taking the lead for development and operation of the facility. Also, it was stated that the three members of the joint venture to be formed for this project would be willing to provide a joint and several guarantee of project performance. Additionally, the special purpose entity created for this project, Synergy, has no history of completing any projects, let alone building and operating a compost facility. The key team members, Overaa (construction) and We Care Organics (operations), have not worked together before. We Care Organics has successfully operated the BDP technology at two sites across the country. Following the interviews and the receipt and analysis of the supplemental information submitted by the proposers, staff concluded that Synergy would be the best fit for the City if the Council were to select the Local Facility Option. Synergy, as the highest scoring proposal, provides distinct advantages over the other two proposals. Synergy is less costly than the other proposals with a net present value (NPV) one-half of the GreenWaste of Palo Alto proposal. Synergy also provided a fully enclosed facility with a strong odor and noise control plan. This is in contrast to the Harvest Power proposal where the primary composting facilities are outdoors. While Harvest Power claims to be able to keep foul odors from going beyond the fenceline, their odor plan relies primarily on best management practices and lacks the robust odor control proposed by Synergy or GreenWaste. If Staff is unable to come to contract terms with Synergy, staff would negotiate with one or both of the remaining proposal teams under consideration. Why not compost yard trimmings alone? Composting yard trimmings alone is not a viable option. While Palo Alto conducted a successful yard trimmings compost operation on the now closed Palo Alto Landfill for many years, staff does not believe a similar operation (open windrows) could be permitted today. This understanding was corroborated by the CF RFP proposals,which used the same stormwater and air-handling technology for the yard trimmings only alternative as with yard trimmings commingled with residential food scraps alternative. City of Palo Alto Page 9 Additionally, there is no feasible collection method to collect food scraps separately from yard trimmings. A separate food scrap collection system would require the purchase and delivery of new food scrap carts to all 18,000 residential customers, substantial modifications to the collection vehicles, or the purchase of new collection vehicles. The separate collection of residential food scraps is not common on the West Coast and is generally found in Canada where there is only seasonal yard trimmings collection. Disposing of food scraps down a kitchen sink grinder is not a viable option for Palo Alto. The food waste can impact and block the sanitary sewer lines and it requires the additional use of water for transport down the line. Additional energy is needed to capture the organic material once the food scraps make it to the Palo Alto Regional Water Pollution Control Plant (RWQCP). These organics are currently incinerated, which requires even more energy. Once the anaerobic digesters are completed at the RWQCP as part of Component Two of the Organics Facilities Plan, the digested organics will generate methane, which will be converted into electricity. However, the energy and water required to capture the food scraps in the wastewater exceeds the energy benefit. Since trucks are currently collecting yard trimmings at nearly every single-family residence, there is little impact to the collection system to add the food scraps to the green carts and a clear greenhouse gas emissions reduction as a result of keeping the food scraps out of the landfill (this will be discussed later). Lower Cost Option: Reject all proposals All of the proposals are more costly to the rate payers than the current regional composting options. Table 2: Proposal Net Present Value with City Financing of all Capital Proposal GreenWaste of Palo Alto Harvest Power Synergy Future Offsite Composting Operations NPV (Net Present Value)*$59,692,079 $41,594,038 $39,396,998 $18,886,603 *NPV considers 15 years of operating costs and 30 years of City financed amortized capital expense for the proposals. Assumptions: Inflation –2.5%, Discount Rate –4.0%, Debt Financing Interest Rate –4.78%. These regional composting facilities may include: Z-Best Composting Facility near Gilroy (a sister company of GreenWaste of Palo Alto);Zero Waste Energy City of Palo Alto Page 10 Development (ZWED)facility in San Jose;Newby Island Composting Facility operated by Republic Services in Milpitas; and Harvest-Lathrop Composting Facility (a sister company to Harvest Power) located outside Lathrop. The costs in the above chart for the future offsite composting option is based on a recently proposed $81/ton tipping fee for composting food scraps commingled with yard trimmings at the Zero Waste Energy Development Facility in San Jose. Beyond savings to the ratepayer, not constructing a compost facility on the Measure E site would allow for the City to keep the site open for future technologies. There may be technologies, including dry anaerobic digestion and gasification that, while not ideal or cost effective at the present for the current proposed City feedstock, may be ready for widespread adoption over the next few years. The 10-acre Measure E site can remain available for an energy/compost facility through 2021. At that time if no energy/compost facility has been built or planned, Council may elect to return the 10 acres to parkland. Generally, the higher costs of these proposals are due to the need to enclose the entire facility (building construction) to control for odors and constraints of the site. The CF RFP provided for a $10 million capital allowance, which would be financed by the City. With the exception of Harvest Power’s initial proposal without a totally enclosed composting operation in a building, none of the proposers presented a facility that could fall within that $10 million capital allowance. Harvest Power’s subsequent cost estimate for enclosing all composting operations in a building resulted in a capital cost exceeding $10 million. In the RFP, all of the additional capital would be financed privately and paid back to the proposer through rate fees. The City could choose to finance more or all of the capital costs for the compost facility. This would lower the overall NPV of the project since the City can borrow money at a lower interest rate than the private sector. These lower prices are reflected in Table 2 above. This change in financing alternative would not alter the basic economics that shows the offsite composting options as a much less costly decision than constructing and operating a compost facility on the Measure E site. In addition, staff does not believe an open composting facility could be permitted on the Measure E site. The site also constrains the potential size of the compost facility so that it cannot be built to take further advantage of economies of scale and bring in more tons of feedstock to compost. Lastly, although a preliminary City of Palo Alto Page 11 CEQA checklist was completed as part of the prior energy/compost facility work, and there is general conformance to the mitigation measures described in that work, the City does not know precisely what mitigation measures and associated costs are required to comply with the CEQA findings, which could escalate the facility’s overall construction costs. Conclusion: Not building a compost facility will be substantially less costly to ratepayers over the next 15 years, but, as noted elsewhere in this report, does not provide the non-cost benefits of a local facility. Local Facility Option: Begin negotiating with Synergy While the Compost Facility proposals are more expensive than future offsite composting operations, a compost facility constructed on the Measure E site will have lower transportation related greenhouse gas emissions than offsite composting (see table below). Greenhouse Gas Emissions (Units in MT CO2e) Proposal GreenWaste of Palo Alto Harvest Power Synergy Future Offsite Composting Operations Operations (self-reported annual avoided GHG)* (a higher number is better) 7,205 4,958.25**2,070 4,000 –7,000 Transportation (annual)*** (a lower number is better)34 34 34 146 Construction (self-reported one time) (a lower number is better) 282 521.97 not provided none *GHG calculations were self-reported and based on 17,000 tons of incoming feed stock. **Harvest Power did not provide a greenhouse gas emission avoided calculation for their proposed operations but noted that their composting operation would result in 2,181.75 MT CO2e anthropogenic emissions. The avoided emissions were based on a coefficient of 0.42 MT CO2e of avoided emissions per ton of compost (source: California Air Resources Board Compost Emissions Reduction Factor, 2011) ***Includes trips to deliver the finished compost to market. Additionally, the developing of a compost facility on the Measure E site may provide the following benefits: City of Palo Alto Page 12 ·Cost certainty for the next 15 years. Without that certainty, regional compost facilities could increase tipping fees at will. ·Lower Greenhouse Gas (GHG) emissions. Yard trimmings and residential food scraps will not have to be transported out of Palo Alto for composting. ·Provide local compost for residents and businesses. ·Incorporate new technologies as they become available. o Energy could be extracted with future technologies o Other materials could be composted, such as the biosolids from the Regional Water Quality Control Plant’s planned anaerobic digestion facility, when built. This opportunity is lost if the biosolids are trucked to the Central Valley for reuse. ·Save water and enable local carbon sequestration. By providing compost for residents more frequently (and on some occasions free) and conveniently, more areas will receive mulch and save water currently lost through evaporation. Further some carbon will be sequestered in the soil by residents, decreasing GHGs. It will also be possible to grow more food locally. ·Public education. A local operation creates opportunities for public education programs, school tours and projects involving the compost like community gardens and science fair projects. ·Local control. The community can better respond to changes through local control. ·Environmental justice. The Palo Alto community takes responsibility for its own waste processing while not exporting the waste to already impacted communities. Based on the Proposal ranking, the Synergy proposal provides the best composting solution and business plan to the City. If the Council selects this option, staff would begin negotiations with Synergy to enter into a contract for initial design and the completion of CEQA and return to Council for the approval of the initial contract in 2015. Once the EIR is certified, estimated to be in 2016, Council may consider a design-build-operations contract with the selected proposer. Staff believes the compost facility can be permitted and operational by January 1, 2018. Timeline/Next Steps City of Palo Alto Page 13 With either option, composting of food scraps comingled with yard trimmings can begin as early as July 1, 2015. Should the Council decide to move forward with the development of a compost facility on the Measure E site by selecting a CF RFP proposal (the Local Facility Option), staff has the ability to direct the residential food scraps and the yard trimmings to the new compost facility in 2018. Local Facility Option Timeline Council Directs Staff to Begin Negotiations with the Preferred Proposer December 2014 Initial Design and CEQA Contract Approval Early 2015 Complete CEQA Spring 2016 Renegotiate Lease with the State Lands Commission (if necessary)Spring 2016 Approve Design, Build, and Operate Contract Spring 2016 Facility Under Construction Summer 2016 to December 2017 Facility Begins Operations January 2018 Resource Impact The costs for co-collecting residential food scraps with yard trimmings and composting this material are the same for the Lower-Cost and Local Facility options. There are fiscal impacts associated with the Lower-Cost Option – rejecting all proposals and composting outside Palo Alto. The tipping fees for composting comingled residential food scraps with yard trimmings are greater than the tipping fees for composting yard trimmings only –the current curbside collection operation. Adding food scraps into the green cart will add $477,000 per year in FY2016 that would result in an increase in the single-family residential refuse rate of approximately $2.35 per month, which represents a five percent increase on a 32-gallon cart service (currently $40.14 per month for all Refuse services). Costs to construct and operate a compost facility on the Measure E site, for the Local Facility Option, are currently estimated to have an NPV of $39,396,998 for the Synergy proposal,which would equate to an additional $4.97 per month more than the Lower-Cost Option per residential refuse account in 2018, expressed in 2018 dollars (an additional 11 percent increase over inflated Refuse rates of $43.23 per month in 2018). The initial design and CEQA contract is estimated to cost no more than $1.5 million and is included in the capital cost estimates. Policy Implications City of Palo Alto Page 14 Building a compost facility on the Measure E site would complete the vision presented in Measure E, which passed in November 2011 by a two-thirds majority of the electorate. Council expressed a clear preference for the availability of local composting as part of the May 12, 2014, recommendations to move forward with the Organics Facilities Plan. However, choosing not to build a compost facility at the current time is not antithetical to these policies or Measure E. Measure E holds the 10 acres of undedicated parkland until 2021. Staff can continue to investigate and work towards the development of energy/compost facilities. Both alternatives would help the City meet its Zero Waste and Climate Action Plan goals by diverting over 3,000 tons of residential food scraps from the landfill. The Local Facility Option yields slightly fewer transportation-related greenhouse gas emissions, and provides local control,a local source of compost for residents and more price certainty. Environmental Review The Lower Cost Option will not require any additional environmental review. Using existing regional compost facilities to compost residential food scraps with yard trimmings will have a limited impact on the collection system and the composting system. Ultimately, the composting of food scraps will result in a net reduction of greenhouse gas emissions by no longer landfilling these food scraps. Should Council decide to move forward with the development of a Compost Facility, the Local Facility Option, the project will comply with CEQA, through the development of an Environmental Impact Report (EIR) that will describe in detail the full range of environmental impacts and required mitigation measures including the need to address the removal of the habitat corridor connecting the San Francisco Bay’s tidal marsh to the Renzel wetlands. Attachments: ·A: Compost Facility RFP 154377 (PDF) ·B: Compost Facility RFP 154377 Appendices (PDF) ·C: Compost Facility RFP Addendum No 1 (PDF) ·D: Compost Facility RFP Addendum No 2 (PDF) ·E: Compost Facility RFP Addendum No 3 (PDF) ·F: Compost Facility RFP Addendum No 4 (PDF) ·G: Compost Facility Proposal Summary Matrix (PDF) City of Palo Alto Page 15 ·H: Residence Correspondences (PDF) Public Works Department Solid Waste Division Request for Proposal (RFP) Number 154377 for Professional Services for the Design Construction, Operation, and Maintenance of a Compost Facility for Yard Trimmings and Residential Food Scraps Pre-Proposal Webinar: RFP Submittal Deadline: Contract Administrator: Email address 9:00 a.m., July 16, 2014 3:00 p.m., Tuesday, September 2, 2014 Michelle Nolen michelle.nolen@cityofpaloalto.org CITY OF PALO ALTO PURCHASING/CONTRACT ADMINISTRATION 250 HAMILTON AVENUE PALO ALTO, CA 94301 (650) 329-2271 FINAL FOR RELEASE 7/1 /14 i Table of Contents Definitions ...................................................................................................................... D-1 1.0 INTRODUCTION .................................................................................................. 1-1 1.1 Background ................................................................................................. 1-1 1.2 Intent of Request for Proposals .................................................................. 1-1 1.3 Quantity and Characteristics of Feedstocks ................................................ 1-2 1.4 3.8-Acre Site ............................................................................................... 1-5 1.5 RFP Approach ............................................................................................ 1-6 1.6 Summary of Services Requested ............................................................... 1-7 1.7 Financing .................................................................................................... 1-8 1.8 Site Lease and Rent ................................................................................... 1-9 1.9 Reserved .................................................................................................... 1-9 1.10 Contract Administration ............................................................................... 1-9 1.11 Schedule ................................................................................................... 1-10 1.12 Evaluation of Proposals ............................................................................ 1-10 2.0 DESCRIPTION OF PROPOSED PROJECT, SCOPE OF SERVICES AND SCHEDULE ........................................................... 2-1 2.1 General Description of Project .................................................................... 2-1 2.1.1 Compost Facility ............................................................................... 2-2 2.2 Scope of Services and Schedule ................................................................ 2-5 2.2.1 Role of City ...................................................................................... 2-5 2.2.2 Role of Contractor in General .......................................................... 2-6 2.2.3 Permitting Process ........................................................................... 2-7 2.2.4 Utilities ............................................................................................. 2-7 2.2.5 Schedule for Delivery of Services .................................................... 2-7 2.3 Compost Facility Requirements .................................................................. 2-8 2.4 General Design and Construction Standards .............................................. 2-9 2.5 Design Requirements ................................................................................. 2-9 2.6 Environmental Design and Performance Requirements ............................. 2-9 2.7 Construction Requirements ...................................................................... 2-10 2.8 Start-up Test and Acceptance Test Requirements ................................... 2-11 2.8.1 Start-up Testing .............................................................................. 2-12 2.8.2 Acceptance Test ............................................................................ 2-12 2.9 Operation and Maintenance Requirements .............................................. 2-14 2.10 Records and Reports ................................................................................ 2-15 Table of Contents (Continued) FINAL FOR RELEASE 7/1 /14 ii 2.11 Staffing ...................................................................................................... 2-15 2.12 Training ..................................................................................................... 2-15 2.13 Community Relations ................................................................................ 2-15 2.14 Public Information Program ...................................................................... 2-15 2.15 Performance Guarantees .......................................................................... 2-16 3.0 KEY TERMS AND CONDITIONS OF CONTRACT .............................................. 3-1 3.1 Feedstock Delivery Requirements .............................................................. 3-1 3.1.1 Minimum Annual Deliveries .............................................................. 3-1 3.1.2 Maximum Annual Deliveries ............................................................. 3-2 3.1.3 Application of Acceptable Feedstock Tipping Fee(s) and Excess Tonnage Fee .............................................................. 3-2 3.1.4 Minimum and Maximum Deliveries Specified ................................... 3-2 3.2 Fees, Payments and Compensation ........................................................... 3-3 3.2.1 Construction Payments to Contractor .............................................. 3-3 3.2.2 Operations Payments to Contractor ................................................. 3-3 3.2.3 Contractor Payments and Costs ...................................................... 3-3 3.2.4 Most Favored Pricing ....................................................................... 3-3 3.3 Ownership and Financing ........................................................................... 3-3 3.4 Design and Construction of the Compost Facility ....................................... 3-4 3.4.1 Design-Construct Responsibility ...................................................... 3-4 3.4.2 Permits and Licenses ....................................................................... 3-4 3.4.3 Applicable Employment Laws .......................................................... 3-4 3.4.4 Site Conditions ................................................................................. 3-4 3.4.5 Capital Modifications and Improvements ......................................... 3-4 3.5 Operations and Maintenance ...................................................................... 3-5 3.5.1 Operations Generally ....................................................................... 3-5 3.5.2 Maintenance Generally .................................................................... 3-6 3.5.3 Safety and Security .......................................................................... 3-6 3.5.4 No Nuisance .................................................................................... 3-6 3.6 Performance ............................................................................................... 3-6 3.6.1 Performance Guarantees ................................................................. 3-6 3.6.2 Compliance and Remedies .............................................................. 3-7 3.6.3 Damage Provisions .......................................................................... 3-7 3.7 Default, Termination and Dispute Resolution .............................................. 3-7 Table of Contents (Continued) FINAL FOR RELEASE 7/1 /14 iii 3.7.1 Remedies for Breach ....................................................................... 3-7 3.7.2 Events of Default by the Contractor without Further Notice and Cure Opportunity ................................. 3-8 3.7.3 Events of Default by the Contractor with Notice and Cure Opportunity .......................................................... 3-8 3.7.4 Events of Default by the City ............................................................ 3-8 3.7.5 No Consequential or Punitive Damages .......................................... 3-9 3.7.6 City Step-In Rights ........................................................................... 3-9 3.8 General Provisions ..................................................................................... 3-9 3.8.1 Term ........................................................................................... 3-9 3.8.2 Comprehensive Inspections........................................................ 3-9 3.8.3 Contract Security – Guaranty .................................................... 3-10 3.8.4 Contract Security – Construction Performance Bond ............... 3-10 3.8.5 Contract Security – Operations Bond ....................................... 3-10 3.8.6 Reserved .................................................................................. 3-10 3.8.7 Reserved .................................................................................. 3-10 3.8.8 Compost Production and Provision to City Residents ............... 3-10 3.8.9 Local Goods and Services ........................................................ 3-10 3.8.10 Required Insurance .................................................................. 3-11 3.8.11 Indemnification by the Contractor ............................................. 3-12 3.8.12 Assignment ............................................................................... 3-12 3.8.13 Reserved .................................................................................. 3-12 3.8.14 Ground Lease ........................................................................... 3-12 3.8.15 Governing Law .......................................................................... 3-12 3.8.16 Forum and Venue ..................................................................... 3-12 3.8.17 Reserved .................................................................................. 3-12 3.8.18 Product Risks ............................................................................ 3-12 3.8.19 Boilerplate Provisions ............................................................... 3-12 4.0 PROCUREMENT PROCESS ................................................................................ 4-1 4.1 Overview of Procurement Process ............................................................ 4-1 4.2 General Conditions of Procurement ............................................................ 4-1 4.2.1 Pre-Proposal Webinar and Optional Site Tour .............................. 4-1 4.2.2 Proposal Submission ..................................................................... 4-2 4.2.2.1 Proposal Deadline and Submittal Format ........................... 4-2 4.2.2.2 Completeness ..................................................................... 4-2 4.2.3 Contact Person .............................................................................. 4-2 4.2.4 Additional Information/Questions ................................................... 4-3 4.2.5 Access to Site ................................................................................ 4-3 4.2.6 Modified Submissions .................................................................... 4-4 4.2.7 Late Submissions/Late Modifications ............................................ 4-4 Table of Contents (Continued) FINAL FOR RELEASE 7/1 /14 iv 4.2.8 RFP Postponement/Cancellation .................................................. 4-4 4.2.9 Reserved .................................................................................. 4-5 4.2.10 Costs Incurred by Proposer ........................................................... 4-5 4.2.11 Oral Presentation/Interview ........................................................... 4-5 4.2.12 Exceptions to this RFP .................................................................. 4-5 4.2.13 Proprietary/Confidential Information .............................................. 4-6 4.2.14 Rules, Regulations, and Licensing Requirements ......................... 4-6 4.2.15 Disclosure ...................................................................................... 4-7 4.2.16 Personnel ...................................................................................... 4-7 4.2.17 Responsible Wages and Benefits .................................................. 4-7 4.2.18 City Rights and Options ................................................................. 4-7 4.3 Procurement Schedule ............................................................................... 4-9 4.4 Conflicts of Interest and Lobbying Prohibition ........................................... 4-10 5.0 PROPOSAL EVALUATION .................................................................................. 5-1 5.1 Evaluation Process ..................................................................................... 5-1 5.2 Minimum Evaluation Criteria ....................................................................... 5-2 5.3 Comparative Evaluation Criteria ................................................................. 5-4 5.4 Consolidated Ranking ................................................................................. 5-4 5.5 Clarification of Proposals ............................................................................ 5-4 5.6 Contract Negotiations ................................................................................. 5-5 5.7 Contract Authorization ................................................................................ 5-5 6.0 PROPOSAL REQUIREMENTS ............................................................................. 6-1 6.1 Proposal Submission .................................................................................. 6-1 6.1.1 Proposal Deadline and Submission Address ................................... 6-1 6.1.2 Proposers Must Submit Base Case Proposal and Alternative Proposal for Yard Trimmings Only ................................................. 6-2 6.1.3 Number of Copies, Format and Electronic Version .......................... 6-2 6.2 Transmittal Letter, Proposal Security ......................................................... 6-3 6.2.1 Proposal Transmittal Letter and Signature Requirements ................ 6-3 6.3 General Format, Organization and Content of Proposal ............................ 6-4 6.4 Volume I: Technical Submittal .................................................................. 6-5 6.4.1 Executive Summary ........................................................................ 6-5 6.4.2 Section Two: Technical Qualifications ............................................ 6-6 6.4.2.1 Experience of Proposer in Permitting, Financing, Design, Construction and Operation of Similar Solid Waste Facilities and Services ................................................ 6-7 6.4.2.2 Regulatory, Permitting Experience ............................. 6-7 Table of Contents (Continued) FINAL FOR RELEASE 7/1 /14 v 6.4.2.3 Regulatory Compliance .............................................. 6-7 6.4.2.4 Product Sales Experience .......................................... 6-7 6.4.2.5 Record of Contract Performance ................................ 6-8 6.4.2.6 Labor Relations........................................................... 6-8 6.4.2.7 Safety Record ............................................................. 6-8 6.4.2.8 References and Reference Project Descriptions ........ 6-8 6.4.2.9 Additional Qualifications Information ......................... 6-10 6.4.2.10 Proposal Forms ........................................................ 6-10 6.4.3 Section Three: Technical Approach .............................................. 6-10 6.4.3.1 Project Management and Staffing Plan .................... 6-10 6.4.3.2 Record of Performance and Reliability of Technology Proposed ........................................... 6-11 6.4.3.3 Permitting Plan ......................................................... 6-11 6.4.3.4 Design, Construction and Start-Up Plan ................... 6-11 6.4.3.5 Operation and Maintenance Plan ............................. 6-13 6.4.3.5.1 Operation and Maintenance .............................. 6-13 6.4.3.5.2 Repair and Replacement .................................. 6-14 6.4.3.5.3 Residuals Management .................................... 6-15 6.4.3.5.4 Odor Control ..................................................... 6-15 6.4.3.5.5 Noise Control .................................................... 6-15 6.4.3.5.6 Light Impact Mitigation ...................................... 6-15 6.4.3.5.7 Fire Prevention Plan ......................................... 6-15 6.4.3.6 Innovations to Address Environmental Impacts ........ 6-16 6.4.3.7 Product Marketing Plan ............................................ 6-16 6.4.3.8 Community Relations Plan ....................................... 6-16 6.4.3.9 Proposed Project Schedule ...................................... 6-16 6.4.3.10 Additional Technical Information ............................... 6-17 6.4.3.11 Proposal Forms ........................................................ 6-17 6.4.4 Section Four: Business Approach ................................................ 6-17 6.4.4.1 Proposer’s Organization ........................................... 6-17 6.4.4.2 Conformance to Business and Contractual Terms and Risk Assumed by Proposer ............................... 6-17 6.4.4.3 Limits on Guarantor Liability, if Any .......................... 6-18 6.4.4.4 Financial Resources and Strength of Proposer/Guarantor .............................................. 6-18 6.4.4.5 Experience as Guarantor .......................................... 6-20 6.4.4.6 Reserved .................................................................. 6-20 6.4.4.7 Additional Business Information – Use of Local Labor, Goods and Services ................. 6-20 6.4.4.8 Proposal Forms – General ........................................ 6-20 Table of Contents (Continued) FINAL FOR RELEASE 7/1 /14 vi 8.8 Volume V: Price and Pricing Proposal Forms ......................................... 6-20 Appendices Appendix A: Proposal Forms Appendix B: Pricing Proposal Forms Appendix C: Site Information Appendix D: Reserved for Future Use Appendix E: Quantity of Yard Trimmings Appendix F: Compost Facility Requirements Appendix G: Preliminary CEQA Checklist Appendix H: Reserved for Future Use Appendix I: Form Lease Tables Table 3-1: Minimum Annual Delivery Requirements and Maximum Annual Delivery Thresholds ...................................................... 3-3 Table 5-1: Minimum Evaluation Criteria ...................................................................... 5-3 Table 5-2: Non-Cost Proposal Comparative Evaluation Criteria .................................. 5-6 FINAL FOR RELEASE 7/1 /14 D-1 DEFINITIONS “Acceptable Feedstock” means source separated food scraps and yard trimmings that are available for delivery to the Compost Facility for processing , and is not unprocessibles, pathological or toxic material, liquid wastes, or any material listed by the State or a Federal agency as hazardous waste. Acceptable Feedstock includes residential, commercial and industrial waste that meets the criteria defined above, and clean wood waste that is not painted or pressure treated. “Acceptable Feedstock Tipping Fee” or “AFTF” or “Tip Fee” means the amount paid by the City for each ton of City Acceptable Feedstock delivered to the Compost Facility, as set forth in Section 3 of this RFP. “Acceptance” means approval by the City that the Contractor has successfully performed the Acceptance Tests and successfully met the Acceptance Standards for the Compost Facility. “Acceptance Date” means the date on which Acceptance of the Compost Facility occurs or is deemed to have occurred. “Acceptance Standards” or “Acceptance Criteria” means the performance standards for the Compost Facility based on this RFP, the Contractor's response to this RFP and any subsequent Contract, which the Contractor will meet in order to achieve Acceptance. “Acceptance Tests” means the tests for Acceptance, which will be developed between the parties and incorporated into the Contract. “Adjustment Factor” means the change in the Consumer Price Index (as such shall be applied to a coming Contract Year) for the preceding 12 months, calculated as of May 1 of every Contract Year, and applied to costs, fees and prices as described in Section 3 of this RFP. “Annual Feedstock Throughput Guarantee” means the amount of Acceptable Feedstock that the Contractor shall guarantee to be processed annually at the Compost Facility. “Appendix” means an appendix to this RFP. “Applicable Law” means any law, rule, code, standard, regulation, requirement, consent decree, consent order, consent agreement, permit, guideline, action, determination or order of, or legal entitlement issued or deemed to be issued by, any Governmental Body having jurisdiction, applicable from time to time to any activities associated with the siting, design, construction, equipping, financing, ownership, start-up testing, Acceptance, operation, maintenance, repair and replacement of any part of the Compost Facility , the transfer, handling, transportation, marketing, disposal or processing of products and Residuals, and any other obligations of the parties under the Contract. FINAL FOR RELEASE 7/1 /14 D-2 “Availability Guarantee” means the percentage of Rated Capacity of the Compost Facility that shall be available for processing Acceptable Feedstock on average during any Contract Year as guaranteed by the Contractor. “Bay” means the San Francisco Bay. “Business Day” means any day when City governmental offices are open to serve the public and which is not a Saturday, Sunday or legal holiday under Applicable Law. “City” means the City of Palo Alto, California. “Commencement Date” means the date on which (1) all conditions that must be satisfied by the Contractor and by the City prior to the issuance of a Notice to Proceed to the Contractor to commence service have been satisfied for a particular project activity, including but not limited to the issuance of a Notice to Proceed for that activity, and (2) the Contractor commences services for that activity as described in the Contract. “Compost Facility” or “Facility” is the aerobic composting facility to be developed by the Contractor, as defined in Section 2 and Appendix F of this RFP. "Construction" or “Construction Work” means all work and materials for CEQA related mitigation, permitting, financing (if required), design, construction, start-up and acceptance testing of the Compost Facility, and all work required for Acceptance of the Compost Facility, under the terms of the Contract. “Consumer Price Index” or “CPI” means the Consumer Price Index, as defined by the Department of Labor, U.S. Bureau of Labor Statistics, All Items, Not Seasonally Adjusted, for San Francisco-Oakland-San Jose (Series No. CUURA422SA0LE), or its successor. “Contract” means the agreement between the City and the Contractor for satisfying the obligations of the parties as specified by this RFP and as further negotiated and made part of the agreement. “Contract Date” means the date of delivery of the Contract as executed by the parties thereto. “Contract Principles” means the Contract Principles set forth in Section 3 of this RFP, upon which the Contract will be based. “Contract Services” means all services necessary to be provided by the Contractor to satisfy the obligations of the Contract. "Contract Standards" means the terms, conditions, methods, techniques, practices and standards imposed or required by: (1) Applicable Law; (2) the Design Requirements; (3) the Performance Guarantees; (4) Good Engineering and Construction Practice; (5) Good Industry Practice; (6) the Operation and Maintenance Manual; (7) applicable equipment manufacturers' specifications; (8) applicable Insurance Requirements; and (9) any other standard, term, condition or requirement specifically provided in this Contract FINAL FOR RELEASE 7/1 /14 D-3 to be observed by the Contractor. The Contractor shall be obligated to comply only with those Contract Standards which are applicable in any particular case. Where more than one Contract Standard applies to any particular performance obligation of the Company hereunder, each such applicable Contract Standard shall be complied with. In the event there are different levels of stringency among such applicable Contract Standards, the most stringent of the applicable Contract Standards shall govern. “Contract Year” means a 365/366-day period commencing on July 1 of each calendar year and ending on June 30 of each succeeding calendar year, except that the first Contract Year shall begin upon the Commencement Date and shall end upon the succeeding June 30, and the final Contract Year shall terminate upon the conclusion of fifteen (15) years of operation, plus any renewals or extensions. “Contractor” means the entity executing the Contract with the City. “Day” means a calendar day of twenty-four hours measured from midnight to the next midnight. “Design Criteria” means the requirements as set forth in Section 2 and Appendix F of this RFP. “Design Requirements” means the Design Standard of Care, the Design Criteria and all regulatory requirements relating to the design of any such particular work as to which this term may be applied. “Design Standard of Care” means those methods, techniques, standards and practices which, at the time they are to be employed and in light of the circumstances known or reasonably believed to exist at such time, are generally accepted as Good Industry Practice in the municipal solid waste industry as practiced in the United States and the State, and are consistent with the same degree of skill and care ordinarily exercised by the members of this profession. “Design Work” means engineering and architectural design services provided with respect to any portion of the Facility which are by the terms of the Contract required to be undertaken in compliance with the Design Requirements. “Environmental Performance Guarantee” shall mean the Contractor’s guarantee of environmental performance as described in Section 2 of this RFP. It shall include noise, odor, and other environmental performance guarantees. “Event of Default” has the meaning set forth in the Contract Principles. “Exit Transition Plan” means the transition services, including plans for temporary, short- term, operational procedures and activities relating to and after contract termination, to be undertaken by the Contractor as more fully specified in Section 2 and Appendix F of this RFP. FINAL FOR RELEASE 7/1 /14 D-4 “Feedstock Throughput Guarantee” or “Acceptable Feedstock Throughput Guarantee” means the tons of Acceptable Feedstock that the Contractor shall guarantee the Compost Facility shall be capable of processing daily, in accordance with the Rated Capacity. “Fiscal Year” means a year commencing on July 1st and ending on June 30th. "Governmental Approval” means any approval by a Governmental Body necessary for the provision of services to be performed by the parties under the Contract. “Governmental Body” means any government entity with jurisdiction in whole or in part regarding services to be performed by the parties under the Contract. Governmental bodies include, but are not limited to, City, County, State and Federal agencies and all successors thereto. “Guarantor” means the entity that will execute the Guaranty. “Guaranty” means the Guaranty Agreement between the Contractor and the Guarantor guarantying the performance by the Contractor of its obligations to the City under the Contract. “Landfill” means the City Landfill. “Landfill Site” means the parcel of land at the City Landfill as described in Section 1 of this RFP that is to be leased by the City to the Contractor for purposes of developing and operating the Compost Facility. Such parcel shall be limited to restrictions as included in Measure E, limiting such parcel to the relatively flat 3.8-acre portion of the 10-acre Measure E site. . Any buffer or wildlife/habitat areas created outside of the 3.8 acres but within the 10 acres that may be required CEQA mitigation measures will be maintained by the City. “Legal Entitlement” means all permits, licenses, approvals, authorizations, consents and entitlements of whatever kind and however described which are required under Applicable Law (of the United States, the State of California, Santa Clara County, the City or other jurisdictions) to be obtained or maintained by any person with respect to the construction of the Compost Facility, operation of the Compost Facility, or the performance of any other obligation of the Contractor under the Contract. “Maintenance” means those routine and/or repetitive activities required or recommended by the equipment manufacturers or by the Contractor to maximize the service life of the Compost Facility, consistent with Good Industry Practice, and Corrective Maintenance, Preventive Maintenance and Predictive Maintenance. “Maximum Annual Delivery Threshold” means the amount of Acceptable Feedstock the City shall be allowed to deliver (or cause to be delivered) each Contract Year before incurring Excess Tonnage Fees, as set forth in Section 3 of this RFP. FINAL FOR RELEASE 7/1 /14 D-5 “Minimum Annual Delivery Requirement” means the amount of Acceptable Feedstock the City shall be required to deliver (or cause to be delivered) each Contract Year, as set forth in Section 3 of this RFP. “Noise Guarantee” means the guarantee, as included in the Environmental Performance Guarantee and guaranteed by the Contractor based on the Noise Control Plan proposed. “Notice to Proceed” means the written authorization issued to the Contractor by the City, requiring the Contractor to commence the design and construction of the Compost Facility, the operation of the Compost Facility, or some other activity as applicable. “Odor Guarantee” means the guarantee, as included in the Environmental Performance Guarantee and guaranteed by the Contractor based on the Odor Control Plan proposed. “O&M” means Operation, Maintenance and Management of the CompostFacility in accordance with Good Industry Practice, Good and Accepted Operating Practice, and the terms of the Contract. “Participating Firm” means all firms that will be significant participants in providing the services required by the Contract as set forth in Proposal Form 7. “Performance Guarantees” has the meaning as set forth in Section 2 and Section 3 of this RFP. “Plant Manager” means the manager employed by the Contractor to manage the operation and maintenance of the Compost Facility. “Preferred Proposer” means the Proposer(s) selected by the City with which it intends to enter into Contract negotiations. “Project Schedule” means the Contractor’s schedule for completing construction; i.e., the scope of work during permitting, financing, design, construction, start-up and acceptance testing for the Compost Facility. “Proposal” means a document(s) submitted for consideration in response to this RFP. “Proposal Form” means any one of the proposal forms attached to this RFP in Appendices A and B and which must be included by Proposers in their Proposals. “Proposer” means the entity submitting a Proposal in response to this RFP, including the Guarantor and all entities sponsoring the Proposal or proposing to act as a Participating Firm. “Rated Capacity” means the rate (tons per day) at which tons of Acceptable Feedstock can be processed on a continuous basis over a sustained period of time assuming no allowances for scheduled or forced outage. “Required Insurance” means the insurance coverage set forth in Section 3 of this RFP. FINAL FOR RELEASE 7/1 /14 D-6 “Residential Food Scraps” means Food Scraps generated by residents. This material may include spoiled or unused food, food soiled paper, tissues, pizza boxes, and compostable plastics. Food scraps include residential food waste co-collected with the residential yard trimmings in one cart. Food scraps also include food soiled paper and compostable plastics. Contamination rates for food scraps are estimated to be around 5 percent. “Residue” or “Residuals” means waste materials or products that result from processing Acceptable Feedstock at the Compost Facility, which the Contractor cannot beneficially use and market and which must be disposed of. “RFP” or “Request for Proposals” means this Request for Proposals as originally issued and as amended and supplemented. “Services” means all of the duties, obligations and services to be provided by the Contractor. “Site” means the Landfill Site. "Site Lease" means the agreement between the City and the Contractor leasing the Site to the Contractor for the Term of the Contract. “Spot Market Feedstock” means Acceptable Feedstock delivered to the Compost Facility by or on behalf of parties other than the City as set forth in Section 3 of this RFP. “Start-up Test” means all the testing required, to the extent practical, of all or any component of the Compost Facility after construction for the purpose of demonstrating that the Compost Facility or the component being tested operates properly over the full range for which it was designed and in accordance with the design specifications. “State” means the State of California. “Subcontractor” means any third party engaged by the Contractor in performance of services for this Contract. “Term” has the meaning set forth in Section 3.8.1 of this RFP. “Tons” means short tons, 2000 pounds. “TPD” means tons per day. “TPY” means tons per year. “USEPA” or “EPA” means the United States Environmental Protection Agency. “Yard Trimmings” means material generated by residential and commercial sources associated with landscaping of gardens and lawns, pruning of trees and shrubs, and other FINAL FOR RELEASE 7/1 /14 D-7 related activities that generate woody/vegetative debris. Yard trimmings specifically include branches and stumps that are less than six-inches in diameter and shorter than four-feet in length; flowers, plants and shrubs; grass clippings and leaves; holiday trees (seasonal only; undecorated, unflocked, with stands removed and with tree sections not exceeding four- feet in length); and lumber, sawdust, wood chips and wood waste (untreated/unpainted). Yard trimmings currently not include animal waste, bamboo, cactus, dirt, flax, ivy, painted or treated wood, palm, pampas grass, poison oak, sod, stable bedding and yucca. Yard trimmings are also generated by the City’s street sweepers (leaf litter) and tree maintenance programs. Yard trimmings may also include “self-haul” from landscaping companies. “Year” means a calendar year commencing on January 1st and ending on December 31st. FINAL FOR RELEASE 7/1 /14 1-1 1.0 INTRODUCTION 1.1 Background In November 2011, voters in the City approved Measure E, allowing a 10-acre parcel at the City Landfill to be considered for use for an Energy/Compost Facility. On July 2, 2012, City Council approved the Action Plan, including preparation of an Energy/Compost Request for Yard Trimmings, Food Scraps, and Biosolids Proposals (E/C RFP), to seek firm technical and price proposals from interested companies to design, build and operate an E/C Facility in the City or to export materials to a facility outside the Sites identified in this RFP (Export). Two Sites were noted as available for an in-City facility, a site at the Palo Alto Regional Water Quality Control Plant (RWQCP) (approximately 1 acre in size after the existing incinerators and related air pollution control equipment are removed) and the site approved by Measure E, a 10-acre parcel at the City Landfill adjacent to the RWQCP. Six teams submitted proposals in response to the City RFP for an E/C Facility or Export. On May 12, 2014, the City Council canceled the E/C RFP as part of the recommendations related to the Organics Facilities Plan in Staff Report 4744 because the City substantially changed its project description and scope. The City is now issuing several RFPs to replace the E/C RFP. This RFP is the first of those and covers the aerobic composting of residential Yard Trimmings and Residential Food Scraps. For the purpose of this RFP and CEQA analysis, the City has selected the use of the relatively flat 3.8-acre portion of the Measure E (10 acre) site for the Compost Facility. Proposers must submit a price for Yard Trimmings mixed with Residential Food Scraps (Base Case) and for Yard Trimmings only (Required Alternative Proposal). Other Alternative Proposals are allowed as described in Section 1.6 of this RFP. As further outlined in Section 1.11 and Section 4.3 of this RFP, the City will hold an informational Pre-Proposal Webinar on July 16, 2014. The Proposal Submission Due Date is September 2, 2014. The City will evaluate the proposals received to determine the most beneficial means for the City to manage residential organics collected curbside. Selection of a Compost Facility Proposal will entail contract negotiations followed by implementation of the selected project. For more background on the development of this project, visit: Energy/Compost Facility Consideration http://www.cityofpaloalto.org/energycompost 1.2 Intent of Request for Proposals Through this RFP, the City is seeking Proposals from interested companies to permit, design, build, operate and maintain (DBOM) a Compost Facility to be located on the relatively flat 3.8-acre portion of the Measure E site. The City will act as owner and financier. The Compost Facility will utilize Aerobic Composting. Up to one thousand (1,000) tons-per-year of compost will be made available to the City and its residents at FINAL FOR RELEASE 7/1 /14 1-2 no charge. Services are to be provided for a 15-year period following the commencement of full-scale operations, with two, five-year renewal options. The City’s objectives are to contract with an experienced party with a reliable technology and the resources and financial capacity to:  successfully develop a Compost Facility to provide a reliable, long-term solution for management of either mixed Yard Trimmings and Residential Food Scraps or Yard Trimmings alone;  reduce landfill disposal of residential food scraps as a means of managing organic materials, thereby increasing diversion;  operate in an environmentally acceptable manner (including consideration for reduction of greenhouse gas emissions);  provide services in an economically competitive manner. This RFP requires that Proposers prepare a Proposal inclusive of technical and financial qualifications, technical approach, business approach, and price. The City will evaluate the Proposals, and if found advantageous, select a Preferred Proposer (or multiple Proposers) with which it will enter into Contract negotiations. The City also has the right to reject all proposals or cancel the RFP. 1.3 Quantity and Characteristics of Feedstocks Estimated quantities (tons per year-tpy) of Food Scraps and Yard Trimmings to be generated in the City at the start of the Contract are:  Residential Food Scraps: 1,000 - 3,000, tpy (commingled with yard trimmings)  Yard Trimmings: 13,000 – 14,000 tpy (commingled with residential food scraps or collected separately) Commercial Food Scraps generated by Palo Alto commercial customers and currently collected by GreenWaste of Palo Alto are not available as a feedstock for this composting facility. The City controls two sets of yard trimmings: one, yard trimmings collected primarily from single-family residential refuse service customers in green carts (around 12,000 tons annually) collected by GreenWaste of Palo Alto, which have almost no contamination; and two, City yard trimmings primarily from street sweeping and tree maintenance (around 2,000 tons annually) which contain slightly more contamination due to the composition of the street sweeping materials. The range in the amount of Yard Trimmings is primarily dependent on the duration and intensity of the rainy season (from October to May). The overall Yard Trimmings estimates are expected to remain flat over the Contract period and may even decrease with increased urbanization of Palo Alto. FINAL FOR RELEASE 7/1 /14 1-3 Note: Staff estimates that “Self-haul” constituted approximately 7,000 tpy of yard trimmings, which were sent to the Palo Alto Landfill Composting Facility when it was open. Staff has not included a self-haul amount in the 13,000 – 14,000 estimate because it is uncertain how much of this would “return” to Palo Alto if a new facility were to open. Staff is hopeful that much of the 7,000 tpy would “return” if competitive pricing can be achieved. Proposers are encouraged to prepare an Alternative Proposal that includes self-haul yard trimmings, including self-haul yard trimmings in their design and/ or operating plan, but in the Base Case Proposal, Proposers will only be required to provide a facility large enough to accommodate and compost the guaranteed quantities listed above located on the 3.8 acre site. Proposers are also encouraged to “upsize” the facility as part of an Alternative Proposal to compost yard trimmings and food scraps from other communities should such upsizing benefit the City and not result in unacceptable environmental impacts, as further described in Section 1.6 for Alternative Proposals. The City will not guarantee these materials from other cities, but it will assist the Contractor in attracting them to Palo Alto, as long as the facility footprint does not exceed the 3.8 acre limit. Yard Trimmings collected include the following items: Branches and stumps (less than 6-inches in diameter and shorter than 4-feet in length) Flowers, plants and shrubs Grass clippings and leaves Holiday trees (seasonal only; undecorated, unflocked, with stands removed and with tree sections not exceeding 4-feet in length) Lumber, sawdust, wood chips and wood waste (untreated/unpainted) Items not currently accepted with Yard Trimmings and disposed of as waste are animal waste, bamboo, cactus, dirt, flax, ivy, painted or treated wood, palm, pampas grass, poison oak, sod, stable bedding and yucca. Residential Food Scraps, for the purposes of this RFP, will be co-collected and commingled with Yard Trimmings in the green carts of single-family customers. The Residential Food Scraps are made up primarily of spoiled or unused food. In addition to the food scraps, the City is looking for a Compost Facility that can compost food soiled paper (paper towels, plates, tissues, “to-go” packaging, and pizza boxes), and compostable plastics (compostable plastic bags, cutlery, and “to-go” packaging). The food scrap estimates may increase over time with increased outreach efforts, potential changes in legislation that would require organics to be kept out of the landfill, new product development to replace fossil-fuel based plastics, and population growth. Currently, Residential Food Scraps are not collected separately. The Residential Food Scraps are generally placed into the black, garbage cart, sent down a kitchen sink grinder, or composted at home. The City recently completed a Residential Two-Cart FINAL FOR RELEASE 7/1 /14 1-4 Pilot (Pilot) Program to test if Residential Food Scraps could be collected in compostable bags placed in the green, Yard Trimmings cart. After analyzing the results and hearing from the community, staff concluded that the best method to collect Residential Food Scraps is to place loose food scraps directly into the green, Yard Trimmings cart. Based on results from a City residential food scrap pilot collection program, the anticipated contamination rates in the food scraps should be very low. Since the City does not currently collect Residential Food Scraps, the quantities and composition of the material are somewhat uncertain. Based on the findings from the Pilot, the quantities of food scraps could range between 1,000 to 3,000 tons per year. Residential Food Scraps are estimated to be around 30 percent solid with little contamination (plastics, metals, or other refuse). The Proposer is expected to construct a composting facility that can accept the following materials in the Residential Food Scraps: Unconsumed food and scraps Food soiled paper (including paper plates, paper towels, paper “to-go” packaging, tissues, and pizza boxes) Compostable plastics (including bags, cups, containers, and cutlery) Spoiled fruit from residents’ trees The Compost facility would not be required to take pet waste or diapers; however, it may elect to do so. The City will deliver Acceptable Feedstock to the Compost Facility for processing, in accordance with the Minimum Annual Delivery Requirements and Maximum Annual Delivery Thresholds specified in Section 3 of this RFP. Notwithstanding the requirements and thresholds specified in Section 3, for informational purposes only, the likely projected maximum annual tonnage of Yard Trimmings to be delivered by the City to the Compost Facility is 14,000 tons per year, and the likely projected maximum annual tonnage of Residential Food Scraps is 3,000 tons per year. Yard Trimmings tend to peak annually at the start of the wet season (October – May). For informational purposes, Appendix E includes a summary of Yard Trimmings delivered to the SMaRT Station in 2013. While the City believes that the most cost effective, community supported, and most likely to be used, Residential Food Scrap collection option is to allow the Residential Food Scraps to be placed in loose with the Yard Trimmings (the Base Proposal), the City also recognizes that this option may present challenges for the preprocessing and composting of the material. For this reason, the City is requiring the Yard Trimmings only Alternative Proposal. If the Alternative Proposal is selected, the City would investigate a different method to collect Residential Food Scraps so that they are not processed with the Yard Trimmings. These methods could include using compostable bags to separate the Residential Food Scraps from the Yard Trimmings – the method used in the Pilot. FINAL FOR RELEASE 7/1 /14 1-5 Another more costly collection option would require residents to have an additional cart to be used exclusively for Residential Food Scraps and serviced by a Food Scrap only truck. This collection scheme is somewhat common in Canada where yard trimmings are collected seasonally. The City will deliver Yard Trimmings only, if the outcome of this RFP indicates that only a Yard Trimmings compost facility is in the best financial and environmental interests of the City. 1.4 3.8- Acre Site The Measure E Site is located at 2380 Embarcadero Road in the City of Palo Alto, in Santa Clara County, California, east of U.S. Highway 101 and south of Embarcadero Road. The Measure E Site is adjacent to the RWQCP and is located mostly on a portion of the closed City Landfill, which stopped receiving waste in 2011. The Landfill includes a leachate collection and control system and a landfill gas collection system. The Landfill Site is owned by the City of Palo Alto. The Measure E Site footprint consists of approximately 10 acres; however, the Compost Facility shall be restricted to the relatively flat 3.8-acre portion of the measure E Site. The land on which the Measure E Site sits was originally dedicated to Byxbee Park. In November 2011, as a result of a City ballot question (Measure E), approximately 10 acres of land were undedicated from Byxbee Park for the purpose of considering building an E/C Facility. Use of the Measure E Site is a sensitive issue to local residents since it borders Byxbee Park. Design, construction and operation of a Compost Facility on the Measure E Site shall minimize aesthetic, visual, noise, odor, and lighting impacts on surrounding land users. All compost processing, handling, and storage facilities will need to be enclosed by a structure that ensures the management of all air. Proposers are encouraged to include efficient, inventive, cost-effective, and aesthetically-pleasing structures including those having fabric walls. Proposers should incorporate effective use of buffer areas and utilize other means to address these issues. The buffer area is to be landscaped and may also serve as a Wildlife Corridor on the Northeastern edge of the 3.8 portion of the Measure E Site. This buffer area may extend beyond the 3.8 acre area onto the remaining 6.2-acre portion of the Measure E Site. The existing Landfill postclosure maintenance facility located on the Landfill Site will be moved (by the City). It should be noted that use of the Measure E Site is a sensitive issue to City residents since it borders Byxbee Park. The City is currently in the process of implementing the closure plan for the Landfill. Integration of the Compost Facility site needs and the Landfill closure are important considerations for the City. For purposes of this RFP, Proposers should assume that the Proposers will prepare, construct, and/or manage: FINAL FOR RELEASE 7/1 /14 1-6 Uniform costs for all Proposers (not considered in the comparison of Proposals): The extension of Embarcadero Way to the facility; Utility connections; A site pad for use by the Compost Facility that is integrated with Landfill closure; CEQA documentation. Unique features to each Proposal (considered in the comparison of Proposals) Foundations; Stormwater management features; Security and access features; A Site grading and landscaping plan, which may include a wildlife/habitat corridor on the Southeastern edge of the 3.8-acre site as a specified CEQA mitigation measure. The wildlife/habitat corridor will allow the movement of animals from the Renzel Wetlands to the Bay side of the Compost facility. The City will maintain the wildlife/habitat corridor, if it is constructed. Access to the Measure E Site will be via Embarcadero Way from Embarcadero Road. The Contractor will improve the extension of Embarcadero Way to provide access to the Site and improve it consistent with the type and volume of traffic which will be going to the Site. The Contractor will be responsible for connecting utility lines (water, stormwater, sewer, electricity, natural gas) at the Site. Additional information on utilities is provided in Section 2.2.4 of this RFP. The City may require access to the site to monitor or repair landfill gas and leachate lines. Proposers are limited to the 3.8-acre area shown for the Compost Facility, except that the Landscaping for the buffer area and Wildlife Corridor may extend on to the remainder of the 10-acre Measure E site. This information is to assist the Contractor, but the Contractor is responsible for design and construction of the pad, and the ultimate cost may differ from the City estimate. Proposers shall give appropriate consideration to requirements for foundations for structures and equipment built on the site pad, not only as a result of building on previously filled and subsequently backfilled material, but also because of the geotechnical properties of the underlying natural sediment of San Francisco Bay. Also, the site pad is located in the Special Flood Hazard Area (Zone AE) with a base flood elevation of 10.5 feet above mean sea level (NAVD88). The site pad configurations provided in Appendix C show the pad is predominantly at elevations at or above 10.5 feet above mean sea level, with limited areas of the site pad at elevations below 10.5 feet. For Proposal purposes, Proposers shall assume that the final pad must be at an elevation of 10.5 feet or higher so as not to trigger requirements for construction within Zone AE. 1.5 RFP Approach This RFP requires Proposers to provide a proposal for Yard Trimmings and Residential Food Scraps mixed together (Base Case Proposal) and a proposal for Yard Trimmings alone (Alternative Proposal). In addition, Proposers are invited to submit other FINAL FOR RELEASE 7/1 /14 1-7 Alternative Proposals that can utilize outside materials (e.g. self-haul yard trimmings, or mixed residential organics from other communities). Additional acceptable alternatives that will be considered are identified in Section 1.6 of this RFP. Proposers that do not provide Proposals for Yard Trimmings and residential Food scraps mixed together, and Yard trimmings alone will not be considered for additional Alternative Proposals. It is intended that this RFP be a performance-based request, and that the Contract that results will be a performance-based contract. 1.6 Summary of Services Requested The selected private company with which the City will enter into a Contract for the requested Services is referred to herein as the Contractor. The Compost Facility is anticipated to be an Aerobic Composting Facility as detailed in Section 2 and Appendix F. The processing facility must convert Acceptable Feedstocks into compost. Such a facility may have front-end processing to remove and recover contamination and prepare the feedstock for composting, and/or back-end processing for the removal of contamination. The City will lease to the Contractor the 3.8 acre portion (or that portion of the 3.8 acres needed) of the Measure E Site, for the Compost Facility. The City will provide Acceptable Feedstock to the Compost Facility. At its discretion, for the Compost Facility, the City may provide support to the Contractor for product marketing and other activities that are the Contractor’s responsibility. For example, the City could, where appropriate, encourage use of suitable Compost Facility products, such as compost, in public projects. Proposers should specify the type of support desired for consideration by the City. The Contractor will complete the appropriate CEQA documentation. The Contractor will comply with all local, state and federal regulations, obtain the needed permits, and finance, design, build, and operate the Compost Facility. The Contractor will be responsible for the cost associated with transporting and disposing of Residue from the Compost Facility. The Contractor will be responsible for marketing all products and materials generated, recovered or beneficially used. The Contractor will be entitled to revenues for products (with the exception of up to 1,000 tons per year of compost utilized by residents of Palo Alto) and will be responsible for the cost associated with transporting and disposing of any such materials that are not marketed. The Contractor shall provide a staff of qualified and experienced employees to operate and maintain the Compost Facility and shall give consideration to hiring staff from the local labor force. The Contractor will be responsible for maintaining positive community relations, and shall assist the City with their public information programs by providing information and participating in activities to support those programs. FINAL FOR RELEASE 7/1 /14 1-8 For the Compost Facility, the Contractor shall be responsible for guaranteeing construction schedule, including time required for Acceptance. Acceptance shall occur by January 1, 2018, after which the Contractor shall be responsible for accepting City Acceptable Feedstock at the Compost Facility, or at another facility acceptable to the City should the Compost Facility not have achieved Acceptance by that time. After Acceptance, there will be a 15-year operating period, with two, five-year renewal options. The project development period, design and construction period and the operating period, including any renewals, shall comprise the Contract Term. Pricing for the Proposals for the Compost Facility must include both: 1) Yard Trimmings and Residential Food Scraps together (Base Case Proposal), and 2) Yard Trimmings alone (Alternative Proposal). Further instruction regarding pricing is provided in Section 6.5 of this RFP. Additional Alternative Proposals (beyond accepting Yard Trimmings only from Palo Alto) can be provided at the option of the Proposer. Additional Alternative Proposals will be accepted by the City for the following: A larger Compost Facility size for accepting self-haul yard trimmings from Palo Alto. Any such larger facility must fit on the 3.8 acre Site. A larger Compost Facility size (Regional Compost Facility), to receive and process Acceptable Feedstock beyond that available from the City, if Contractor is responsible for providing all Acceptable Feedstock not available from the City without recourse to the City if there is a shortfall in such feedstock. Any such larger/Regional Facility must still fit on the 3.8 acre Measure E Site; The City will consider Alternative Proposals only for those cases identified in this RFP or by Addenda to this RFP. Prior to the deadline for submitting written questions, a Proposer may request approval from the City to submit Alternative Proposals based on technical or business options not listed in this RFP or Addenda. If the City agrees to consider other Alternative Proposals, all parties that have received the RFP will be so informed by an Addendum to this RFP. 1.7 Financing The City shall finance and own the Compost Facility and all of the equipment (both fixed and mobile) within the Compost Facility. The City will provide a construction allowance of $10 million, which is intended to reimburse the Contractor for all design, permitting (including CEQA), and construction costs. The reimbursed construction costs include all of the costs related to site preparation, utility connections, mitigation measures, buildings, and processing equipment (both fixed and mobile). Any facility construction costs that exceed the $10 million construction allowance will be included as part of the proposed facility tipping fees. FINAL FOR RELEASE 7/1 /14 1-9 1.8 Site Lease and Rent Up to 3.8 acres of the Measure E Site will be leased to the Contractor for a Compost Facility. The Site rent shall be subject to negotiation, but for the purposes of this RFP, the amount of the Site Lease Payment should be assumed at $1 per year. 1.9 Reserved 1.10 Contract Administration The City will provide Contract administration and day-to-day operational oversight of the Contract. The City may retain the services of an engineer, financial analyst and/or legal counsel, as necessary, to assist in monitoring the Compost Facility design, construction and operation for conformance to Contract technical, environmental and financial requirements. FINAL FOR RELEASE 7/1 /14 1-10 1.11 Schedule The following project schedule has been established: Issue RFP On or about ,July 1 2014 Pre-Proposal Webinar (Optional)9:00 - 11:00 AM PDT, July 16, 2014 Optional Site Tour 1:00 - 2:00 PM PDT, July 16, 2014 Last Date for Submittal of Written Questions August 15, 2014 Proposal Submission Due Date 3:00 PM PDT, September 2, 2014 Proposal Evaluation thru December 2014 City Council Review December 2014 Selection of Preferred Proposer December 2014 Completed CEQA Documentation, as needed By February 2016 Company Contract Negotiations Completed/Contract approved By February 2016 Operations no later than January1, 2018 There will be a Pre-Proposal Webinar at 9:00 AM, Pacific Daylight Time (PDT) on July 16, 2014 to discuss this RFP. The Pre-Proposal Webinar is not mandatory, but all potential Proposers are encouraged to participate. Webinar registration information: Registration URL: https://attendee.gotowebinar.com/register/4644492506195017986 Webinar ID: 145-584-747 Audio: Toll: +1 (702) 489-0007 Access Code: 175-438-821 Audio PIN: Shown after joining the webinar An optional tour of the Measure E Site will be conducted on July 16, 2014 at 1:00 PM PDT. See Section 4.2.1 for further information. 1.12 Evaluation of Proposals The City will establish an Evaluation Committee to review Proposals. The Evaluation Committee will be supported by legal, technical and financial advisors as the City deems necessary. Proposals will be evaluated in accordance with the evaluation procedures and the evaluation criteria described in this RFP, Section 5. Proposals must meet Minimum Evaluation Criteria as specified in Section 5. Proposals that do not meet the Minimum Evaluation Criteria will be considered unacceptable and will not be considered responsive and responsible for comparative ranking. Comparative ranking of non-cost elements of Proposals will be completed using a point-based ranking system as described in Section 5. The Proposal prices will be evaluated concurrently with non-cost elements of the Proposals. At the discretion of the City, Proposal prices may be FINAL FOR RELEASE 7/1 /14 1-11 evaluated separately. A consolidated ranking, including consideration of both non-cost comparative ranking and price will be conducted to determine a single ranking. The City is not obligated to select the top ranked Proposal. The City is not obligated to select a Proposal based solely on price. In addition to price, the City will consider such factors as the quality of the Proposal, how well Proposals meet the goals and objectives of the procurement, the technical, environmental, and financial resources and experience of the Proposer, the record of performance and reliability of the proposed technology, the soundness of the technical, environmental, and business approaches, conformance to terms and conditions of the Contract (as reflected in the Contract Principles in this RFP, Section 3), the level of risk which the Proposer is assuming and asking the City to assume, and other factors as are further described in this RFP. The Proposer whose Proposal is found most advantageous, based on the evaluation procedures described in this RFP, will be selected for contract negotiations (Preferred Proposer). If negotiations are not satisfactory, negotiations may be initiated with the next-highest ranked Proposer. Although not currently contemplated, the City reserves the right to conduct simultaneous negotiations with more than one Proposer. The award of the second phase of the Contract is subject to CEQA certification and regulatory approvals, and such award will require City Council approval. Proposers are encouraged to hire workers from the local labor force and purchase goods and services locally and in the region to the extent practical, as described in Section 4 of this RFP. The construction phase of this Contract is subject to Prevailing Wages. End of Section 1 FINAL FOR RELEASE 7/1 /14 2-1 2.0 DESCRIPTION OF PROPOSED PROJECT, SCOPE OF SERVICES AND SCHEDULE As described in this RFP, the City is soliciting proposals for a Compost Facility at the Site designated in this RFP for Acceptable Feedstock. This section of the RFP establishes the scope of services, schedule and design requirements for the Compost Facility. The scope of services, schedule and design requirements outlined herein for the Compost Facility include: 1) general specifications which must be met by all of the proposed projects; and 2) more detailed specifications, where appropriate, for Aerobic Composting. These more detailed design requirements are included in Appendix F. Appendix F also includes construction requirements, design document review and construction review procedures, testing requirements, and operation and maintenance requirements. A summary of such requirements is included in this Section, along with a general description of the project, schedule requirements, and performance guarantees. 2.1 General Description of Proposed Project The proposed project is to be a system for managing the City of Palo Alto's Yard Trimmings and Residential Food Scraps (Base Proposal) and Yard Trimmings only (Alternative Proposal), consisting of a Compost Facility to be designed, built, operated and maintained by the Contractor and located on the relatively flat 3.8 acre portion of the Measure E Site. The Compost Facility shall provide for reliable and efficient management of the Acceptable Feedstock and for compliance with environmental standards as required herein. This RFP requires Proposers to provide a Proposal for Yard Trimmings and Residential Food Scraps (Base Case Proposal) and an Alternative Proposal for Yard Trimmings only. Proposers are also encouraged to submit an Alternative Proposal for self-haul yard trimmings from Palo Alto. In addition, Proposers are invited to submit additional Alternative Proposals that are identified in Section 1.6 of this RFP. If there is a benefit to the City, the City will consider a Regional Compost Facility capable of managing both City Acceptable Feedstock and Acceptable Feedstock from other sources outside of the City. As proposed, the Compost Facility shall be designed to manage the current and projected quantities of Acceptable Feedstock to be delivered by the City. As further detailed in Section 3 of this RFP, this includes: up to 3,000 tons per year of Residential Food Scraps; and up to 14,000 tons per year of Yard Trimmings. Proposers are encouraged to submit an Alternative Proposal to include capacity and an operating plan for self-haul yard trimmings. In the past 7,000 tpy of “Self Haul” yard trimmings were sent to the City Landfill. Proposers may also accept feedstock from other jurisdictions, with the approval of the City. Proposers may, at their discretion, submit as an Alternative Proposal the price ($ per ton) they would charge, at a higher design capacity of their choosing. If beneficial to the City, the City will assist the Contractor in soliciting this business. In all cases, the Compost Facility must be designed to fit on the 3.8 acre Site. FINAL FOR RELEASE 7/1 /14 2-2 2.1.1 Compost Facility The Compost Facility shall utilize Aerobic Composting. The Compost Facility shall not include Alternative Proposals for conventional waste-to-energy combustion, incineration systems, gasification, or anaerobic digestion. The Compost Facility is to be located on the relatively flat 3.8-acre portion of the Measure E site. The City will deliver Acceptable Feedstock to the Compost Facility. The City will provide either a combination of Yard Trimmings and Residential Food Scraps, or Yard Trimmings only. The Compost Facility shall convert Acceptable Feedstock into marketable compost. The Compost Facility shall include any necessary preprocessing to remove and recover recyclables and other materials and to prepare the Acceptable Feedstock for composting. The Compost Facility shall make available to the City and its residents, at no charge, up to 1,000 tons per year of compost that meets CalRecycle Compost Standards. The Compost Facility, including all technologies incorporated into the Compost Facility, must be designed to meet or exceed all applicable Federal, State and local codes, standards, and requirements of Applicable Law for such facilities, including BACT and air emissions requirements. Control of process air emissions and emissions from engines or other energy generation equipment shall meet the requirements of the Bay Area Air Quality Management District and other regulatory agencies. At a minimum, the Compost Facility shall have an air control system on the feedstock receiving, storage, and processing areas including negative pressure on the receiving area with odor and emissions control of the collected air, and adequate odor control for all other areas of the Compost Facility, to ensure there are no objectionable odor impacts off the Site. The Contractor’s design shall specify the maximum amount of feedstocks and products that may be stored and still meet all regulatory agency requirements. Contractor shall not exceed these storage amounts. There shall be no placement or storage of feedstock, products, or residue outside the areas designed for such storage. All compost processing, handling, and storage facilities will need to be enclosed by a structure that ensures the management of all air. Proposers are encouraged to include efficient, inventive, cost-effective, and aesthetically-pleasing structures including those having fabric walls. All truck movements and processing areas shall be located on the Site so as to minimize exposure and related impacts on the surrounding area. Equipment shall be located in enclosed buildings or structures with control for noise mitigation. The Compost Facility design and operation shall ensure that noise levels conform to the City Comprehensive Plan, which currently limits noise level to 70 dB as a "normal level" and 70-85 dB as a "conditionally acceptable" level for an industrially-zoned area. FINAL FOR RELEASE 7/1 /14 2-3 The Compost Facility shall be designed to minimize consumptive water use and use recycled water to the maximum extent possible. The Compost Facility shall be designed to minimize process wastewater discharge (with a goal of zero discharge). To the extent possible, process wastewater shall be reused within the Compost Facility to reduce consumptive water needs. City sewer limits shall be met for any sewer discharge. The Compost facility shall meet all local, state, and federal water quality regulations for both stormwater and wastewater generated on-site, including but not limited to obtaining permits for construction and operation from the State Water Quality Control Board, on-site treatment and site design measures, and wastewater discharge requirements as specified in the City’s Sewer Use Ordinance. Specifically, such requirements include: Stormwater and Wastewater Related Operational Standards 1. No materials are to be stored within 100 feet from any surface water body. 2. The following feedstocks are prohibited to be accepted, processed or stored onsite. a. Animal carcasses; b. Any feedstock, additive, or amendment other than those applicable or listed in an approved Notice of Intent; c. Liquid wastes other than those of food origin that has been approved by the Executive Officer; d. Medical wastes as defined in the Health and Safety Code, section 117690; e. Radioactive Wastes; f. Septage; g. Sludges, including but not limited to sewage sludge, water treatment sludge, and industrial sludge; h. Wastes classified as “hazardous” as defined in the Cal. Code Regs., title 22, section 66261.3; and i. Wood containing lead-based paint or wood preservatives, or ash from such wood. 3. Additives or amendments are not allowed unless approved in writing by the City. Stormwater Related Design standards – pads and other surfaces 1. Surfaces must be capable of preventing degradation of waters of the state. Such structures are designed, constructed, and maintained to: (1) sloped to prevent ponding and impede vertical movement of liquid phase constituents of concern; (2) reliably transmit any free liquid laterally to a containment structure; and (3) prevent conditions that could cause a condition of contamination, pollution, or nuisance. Control and manage all run-on, runoff, and precipitation from all operational and storage areas under conditions of a maximum probable 25-year, 24 hour peak storm event. Protect areas from FINAL FOR RELEASE 7/1 /14 2-4 inundation by surface flows associated with a 25 year, 24 hour peak storm event. 2. Ditches must be sized to convey all precipitation and runoff from a 25-year, 24-hour peak storm event. Ditches must be properly sloped to prevent ponding and kept free and clear of debris to allow for continuous flow of liquid. Ditches must be inspected and cleaned out prior to the rainy season every year. 3. Berms, if used, must prevent run-on to and runoff from the operational area from a 25-year, 24-hour peak storm event. The applicant will be required to identify, size, design and incorporate permanent storm water pollution prevention measures (preferably landscape-based treatment controls such as bioswales, filter strips, and permeable pavers rather than mechanical devices that require long-term maintenance) to treat the runoff from a specified “water quality storm” prior to discharge to the municipal storm drain system. The Compost Facility shall be designed, at a minimum, for a 30-year operating life. It shall include redundant design features, as appropriate, to meet the proposed annual availability guarantee and to minimize the need for emergency management of Acceptable Feedstock. It shall include adequate storage of incoming feedstock and outgoing products to meet feedstock delivery schedules and product shipments to markets, and to provide for efficient operation. The Compost Facility shall be arranged on the Site to minimize aesthetic, visual, noise, odor and lighting impacts on surrounding land users, including effective use of buffer areas. A buffer area must landscaped between the Site and Byxbee Park and must incompliance with CEQA mitigation measure. Areas outside the 3.8 acres, but within the 10 acres, may be used for a buffer area and for the creation of a habitat corridor. The Compost Facility (including its architectural treatment) shall be designed to be compatible with a park setting, with landscaping and buffers to minimize visual impacts. Design of buffer areas shall take into account measures to mitigate noise, lighting and potential odors, as well as visual impacts, including the use of landscaping and/or vegetated berms. The landscaping buffer on the Southwestern edge of the 3.8 acre area of the Measure E site shall also serve as a wildlife corridor to allow the movement of wildlife from the Renzel Wetlands to the Bay side of the Site. The Compost Facility should minimize use of site space and must be integrated with Landfill capping as well as consideration of minimizing impacts on Byxbee Park. The Contractor will be responsible for design and construction of foundations, as well as providing for routing of on-site utilities, stormwater management, roads and other necessary Site infrastructure and ensuring that these needs are satisfied in a manner to protect the integrity of the Landfill cap. Additional information on environmental mitigation measures is provided in the Preliminary CEQA Checklist (Initial Study) included in Appendix G of this RFP. This Preliminary CEQA Checklist was developed considering earlier City plans for an E/C Facility FINAL FOR RELEASE 7/1 /14 2-5 or Export. Proposers should utilize information appropriate for the Compost Facility proposed. 2.2 Scope of Services and Schedule The services and schedule described herein are for the Base Case Proposal. For the Base Case Proposal, Proposers are to propose systems to manage: Yard Trimmings and commingled Residential Food Scraps. The required Alternative Proposal includes Yard Trimmings only. The Compost Facility is to be located on the relatively flat 3.8-acre portion of the Measure E Site. Proposers are required to submit the two Proposals described above, and can submit Alternative Proposals as described in this RFP. 2.2.1 Role of City For the Base Case Proposals, the City will provide the 3.8 acre portion of the Measure E Site and will lease the Site, to the Contractor for the Term of the Contract. The Contractor is responsible for routing utilities (water, stormwater, sewer, natural gas, and electricity at 75KVA @ 480V) to and on the Site. The City is in the process of implementing the closure of the Landfill. For purposes of responding to this RFP, Proposers should assume that the City will cap the Landfill. The Contractor will prepare a site pad (up to 3.8 acres) for use by the Compost Facility that is integrated with Landfill closure (i.e. the compost facility designed pad shall not cut into the landfill cap). The City will provide a construction allowance of $10 million, which is intended to reimburse the Contractor for all design, permitting (including CEQA), and construction costs. The reimbursed construction costs include all of the costs related to site preparation, utility connections, mitigation measures, buildings, and processing equipment (both fixed and mobile). If the Proposer believes this allowance amount is insufficient, it may include overages as part of its proposed facility tipping fees. The City will perform the following work a) Moving the Landfill postclosure facility off the 3.8 acre Site (if determined to be necessary). b) Rerouting any landfill gas or leachate lines (if found to be necessary), c) Repairing or replacing the salt water pipeline, (if necessary). The Contractor will complete CEQA activities for the Compost Facility including preparation of CEQA-related studies, documentation, and applications. The Contractor will be required to construct a habitat corridor (should one be built on the Measure E site as a CEQA mitigation measure). The City will be responsible for maintaining a habitat corridor. The City will deliver Acceptable Feedstock from the City of Palo Alto to the Compost Facility. FINAL FOR RELEASE 7/1 /14 2-6 At its discretion, the City may provide support to the Contractor for product marketing and other activities that are the Contractor’s responsibility. For example, the City could, where appropriate, encourage use of suitable Compost Facility products, such as compost, in public projects. Proposers should clearly specify the type of support desired for consideration by the City. The City will, during the course of the Contract, conduct design review and construction monitoring activities, review start-up and acceptance testing and monitor performance during operations. 2.2.2 Role of Contractor in General For the Compost Facility, the Contractor shall lease the Site from the City and shall be responsible for surface conditions, construction of surface infrastructure, foundations, utility connections, drainage systems, roads and the like, including new construction of subsurface infrastructure, such as foundations and utilities, necessary for the Compost Facility and compatible with Landfill capping. The contractor shall improve the driveway extension of Embarcadero Way to the Site to the extent necessary to accommodate the type and volume of traffic anticipated to the Site; and to the extent necessary to satisfy the City. The Contractor shall accept and process Acceptable Feedstock from the City, prepare CEQA documentation for City approval, permit, design, construct, start- up, acceptance test, own, operate and maintain the Compost Facility, all in accordance with the requirements of this RFP and the Contract to be negotiated; Federal, State and local laws, regulations and policies; Good Industry Practice; Good and Accepted Construction Practice, and Good and Accepted Operating Practice. In addition, the Contractor shall be responsible for marketing all materials recovered or beneficially used, and transporting and disposing of any materials that cannot be marketed (Residue). The Contractor shall be responsible for testing the Residue in accordance with local, State and Federal guidelines to ensure that it meets appropriate disposal requirements. The Contractor shall be responsible for management of Acceptable Feedstock at all times over the Term of the Contract, during normal operations and during periods when the Compost Facility is inoperable. The Contractor shall provide alternative management/processing locations for periods when the Compost Facility is inoperable, subject to City approval of such alternative facilities. The Contractor shall be responsible for CEQA compliance through a highly qualified environmental firm acceptable to the City. It is anticipated an EIR will be required. The City shall approve all drafts and the subcontractor shall satisfy all City concerns and comments. The Contractor shall be responsible for implementing all mitigation measures contained in the EIR. The Contractor shall be responsible for maintaining positive community relations, and shall assist the City with their public information programs by providing information and participating in activities to support those programs. FINAL FOR RELEASE 7/1 /14 2-7 2.2.3 Permitting Process As stated previously, the Contractor will complete CEQA activities and will be responsible for permitting activities. The Contractor shall be responsible for obtaining all Federal, State and local permits and approvals needed for construction and operation of the Compost Facility, as applicable. To assist the Proposer to understand key environmental issues, a preliminary CEQA checklist is provided in Appendix G. The information provided in Appendix G is not necessarily all inclusive or specific to the Compost Facility proposed, and the Contractor is responsible for defining permitting requirements specific to its Proposal, obtaining said permits and complying with permit requirements. The City will provide information to support the Contractor in obtaining permits and approvals. Note, however, that the role of the City shall in no way mean implicit approval of local permits and approvals. 2.2.4 Utilities The Contractor will be responsible for routing utilities (natural gas, water, sanitary sewer, stormwater and electricity) to and on the Site, as needed for the proposed Compost Facility. The following utilities are currently available inside or adjacent to the Landfill Site:  Natural gas - 4-inch line (capped)  Potable water - 1-inch line (in use)  Reclaimed water - 4-inch or 6-inch line (in use)  Sanitary sewer - 4-inch line and 52-inch main trunk (in use)  Electricity - 75kVA, 277/280V transformer (3-phase), and 50kVA, 120/240V transformer (in use) If the Contractor will need the City to supply the utilities identified above to the project, those purchases will be subject to the applicable utility rate schedule. All non-residential rates are available through the following web link: http://www.cityofpaloalto.org/gov/depts/utl/business/rates.asp Proposers are advised that Palo Alto is not in PG&E’s service territory. 2.2.5 Schedule for Delivery of Services The Contractor shall complete the CEQA process, permitting, financing, design, construction and Acceptance Testing of the Compost Facility, as applicable, in accordance with a guaranteed schedule to be specified in the Contract. The FINAL FOR RELEASE 7/1 /14 2-8 schedule shall be based on the schedule proposed by the Proposer and as negotiated with the City. For the Compost Facility, commercial operation is required no later than January 1, 2018. Earlier completion of the Compost Facility is encouraged. After Compost Facility Acceptance, the Contractor shall be responsible for Facility operations and maintenance for 15 years, with options for two five-year renewals by mutual consent. This operating period is for Base Case Proposals, with options for other operating terms under Alternate Proposals. 2.3 Compost Facility Requirements The Compost Facility shall include all elements necessary to receive, store, recycle, process, and convert Acceptable Feedstock to marketable products and store products prior to shipping. In general, these elements include:  an access road to the Site which may share existing Landfill and RWQCP roadways, as applicable;  a weigh station;  an enclosed receiving building and storage facilities for Acceptable Feedstock;  transfer facilities for Residue and marketable materials or products;  pre-conversion feedstock recycling and processing facilities (as applicable);  composting, curing, product screening, and product recovery facilities (if applicable);  product storage area(s) with appropriate odor control;  interconnection of all necessary utilities to meet Compost Facility needs;  instrumentation and controls, as needed;  noise and odor control;  water use and wastewater reuse and control equipment;  air pollution control (APC) equipment (as applicable);  general facility features – buildings and grounds, utility, chemical and supplemental fuel handling;  stormwater collection and control of all surface water run-off from buildings, impervious surfaces and other disturbed areas, with catch basins that include oil and grease traps and allow for sediment collection;  maintenance facilities;  all appurtenances and equipment thereto. FINAL FOR RELEASE 7/1 /14 2-9 2.4 General Design and Construction Standards The Compost Facility shall be designed and constructed in accordance with Applicable Law, Good Industry Practice, Good and Accepted Construction Practice, and applicable design and construction codes and standards (see Appendix F). Proposers shall take note of the local climatology, subsurface conditions, seismology and Site-specific characteristics and conditions (see Appendix C), and shall design the Facility accordingly for anticipated conditions and in accordance with related codes and requirements. All materials and equipment shall be new and unused, be of heavy-duty construction and of quality suitable and commonly used for high availability, long-term service in utility applications. The Compost Facility shall be designed and constructed utilizing equipment and processes proven to be reliable in similar applications. The Facility shall be designed and constructed for a minimum useful life of thirty (30) years. 2.5 Design Requirements Design requirements are provided in Appendix F for specific Compost Facility components. 2.6 Environmental Design and Performance Requirements The Contractor shall, at a minimum, meet the environmental design and performance specifications as required by all Federal, State and local permits and approvals required to construct and operate the Compost Facility, including any mitigation measures required by CEQA (see Appendix G, Preliminary CEQA Checklist, for additional information on potential mitigation measures). If not required by a permit or approval, the Compost Facility shall still, at a minimum, meet the requirements specified herein. For Proposal purposes, the requirements described below shall be the minimum basis for design and performance. AIR EMISSIONS Specification: – Compliance with Federal, State and local permit requirements. – Implementation of Best Management Practices and BACT as applicable during construction and operations ODOR Specification: – Feedstock receiving and storage area, recycling and pre-processing area, intermediate storage area(s) (if any), product storage areas, and Residue handling and storage areas shall meet odor and other permit requirements; – Composting and curing areas, as applicable, shall comply with all federal, state, and local regulations; – Conformance to Odor Impact Minimization Plan or Odor Management Plan, as applicable, to be prepared during permitting, with no FINAL FOR RELEASE 7/1 /14 2-10 objectionable odor beyond site boundary. NOISE Specification: – Compliance with noise standards as established during permitting by appropriate State and local agencies, including conformance to City Comprehensive Plan currently limiting noise level to 70 dB as a "normal level" and 70-85 dB as a "conditionally acceptable" level for an industrially-zoned area. AESTHETICS/ LIGHTING Specification: – Design and arrangement of the Facility, including use of buffer areas and integration of landscaping and/or vegetated berms, shall minimize aesthetic, visual and lighting impacts on surrounding land users. – Any lighting shall be hooded and directed onto the project site. WATER USE Specification: – Design must minimize water use .Use Recycled Water to the maximum extent possible. WASTEWATER Specification: – Design must minimize process wastewater discharge. – Sanitary discharge to be treated and reused or discharged to the sewer in accordance with City sewer limits. STORMWATER Specification: – Design must include stormwater collection for surface water run-off from buildings, impervious surfaces and other disturbed areas, with on-site treatment and control Catch basins shall include oil and grease traps and allow for sediment collection. – Development and compliance with a Stormwater Pollution Prevention Plan. RESIDUE Specification: – Residue must be routinely tested and disposed of appropriately. COMPOST Specification: – Compost must meet CalRecycle Compost Standards. 2.7 Construction Requirements The Contractor shall perform the Construction Work in accordance with the Design Work and using Good and Accepted Construction Practice and shall have exclusive responsibility for providing all construction means, methods, techniques, sequences, start-up, and Acceptance Tests, and all procedures necessary and desirable for the correct, prompt and orderly conduct and completion of the Construction Work as FINAL FOR RELEASE 7/1 /14 2-11 required by the Compost Facility. Construction shall be scheduled and conducted, as practical, to minimize impacts and disruptions on existing operations at Byxbee Park, the RWQCP and other surrounding land users. The Contractor's exclusive responsibility to provide all construction means shall include, but is not limited to, providing the following construction requirements: temporary power, light and other utilities; temporary offices and construction trailers; a room for on- site, project review meetings; a furnished office with telephone and computer hook up for use by the City's on-site resident engineer; required design certifications; required approvals; field document control and filing system for the control of all submittals and project communications; quality control and testing; independent laboratory testing services; weather protection for stored materials; site cleanup and housekeeping; construction trade management; temporary parking; safety and first aid facilities; correction or compensation for defective work or equipment; equipment and materials storage areas; workshops and warehouses; temporary fire protection for the construction site; site security; sanitary needs; potable water; telephone and portable two-way communication; subcontractor coordination and control; receipt and unloading of delivered materials and equipment; erection rigging; temporary supports, and coordination of all construction activities of the Contract. The Contractor warrants to the City that materials and equipment incorporated in the Compost Facility will be new unless otherwise specified, and in conformance with the Contract documents. The Contractor shall fully cooperate with the City and its designated representatives to allow the City to monitor and review construction progress, design documents and any proposed changes to design. The Contractor shall apply Federal, State and local wage and hour laws to the extent required by Applicable Law. For purposes of its Proposal, the Proposer should assume that prevailing wages will be required. The Contractor shall make a good faith effort to employ staff from the local and regional labor markets. Appendix F specifies requirements for Construction Work Monitoring, Testing and Observation; correction of Construction Work; provision of record drawings and documents; procedures for design document review and construction review; and start- up requirements. 2.8 Start-Up Test and Acceptance Test Requirements Testing of equipment and systems installed, as part of the Compost Facility, will occur in two phases: the start-up testing and the Acceptance Test. The City will provide Acceptable Feedstock during both test(s), upon receipt of reasonable notice from the Contractor. FINAL FOR RELEASE 7/1 /14 2-12 2.8.1 Start-up Testing In the initial phase, start-up testing of equipment and systems will be completed to demonstrate that each is installed correctly, functions as intended and meets the applicable conditions specified. Start-up testing will occur once the equipment or system has been installed and is mechanically and electrically complete. The City or its representatives shall have the right to observe any start-up testing. 2.8.2 Acceptance Test Upon successful completion of the start-up testing, the Acceptance Test will occur. The Contractor shall prepare an Acceptance Test Plan and conduct an Acceptance Test. The Acceptance Test is to demonstrate that the Compost Facility functions as intended to meet Performance Guarantees, including permit limits. The Acceptance Test Plan is defined here as a plan for conduct of the Acceptance Test, which is to include sequencing of operations, test methodologies, and scheduling of the testing. No temporary equipment will be allowed to operate during the Acceptance Test. The Acceptance Test shall be repeated in its entirety at the Contractor's expense if there are any permit violations, or if the Contractor is forced to use temporary equipment to maintain operation. A Draft Acceptance Test Plan shall be submitted to the City a minimum of 120 days prior to the start of the Acceptance Test. A Final Acceptance Test Plan shall be submitted to the City a minimum of 30 days prior to the start of the Acceptance Test. Acceptance Testing shall not commence prior to receipt of the City's approval of the Final Acceptance Test Plan. Note that prior to conducting the Environmental Compliance Test, EPA and State and local regulatory agencies, as appropriate, must approve the environmental testing component of the Acceptance Test Plan. The Contractor must satisfy the following Acceptance Test requirements, as applicable to the proposed technology:  Reliability Test – a test to be conducted over a continuous 30-day period (or alternate duration, as appropriate for the technology and as agreed to by the City) to demonstrate that the Compost Facility can operate as intended while processing Acceptable Feedstock over a sustained period of time. During the Reliability Test, the Facility shall process ninety five percent (95%) of the Rated Capacity of Acceptable Feedstock over a continuous 30-day period (or alternate duration, as appropriate for the technology and as agreed to by the City), on a batch or continuous operating schedule depending on the design and intended operation of the Facility. If applicable for an Alternative Proposal, the fuel and/or power generation equipment shall be on-line, FINAL FOR RELEASE 7/1 /14 2-13 producing (and exporting, as applicable) energy for a minimum of 95% of the duration of the Reliability Test.  Capacity Test – a test to be conducted over a continuous 48-hour period (or alternate duration, as appropriate for the technology and as agreed to by the City), to demonstrate that the Compost Facility can process one hundred percent (100%) of the Rated Capacity of Acceptable Feedstock during that time. The Capacity Test shall be conducted simultaneously with the Material Recovery Test and the Diversion Test, as appropriate for the technology. During the Capacity Test, the Facility shall operate in compliance with parameters as measured by the continuous emission monitoring system, if applicable.  Material Recovery Test – a test to be conducted over a continuous 48-hour period (or alternate duration, as appropriate for the technology and agreed to by the City), to demonstrate the Compost Facility can meet the contractual performance proposed and included in the Contract for quantity and quality of materials and products recovered by the pre-processing, conversion, and post-processing systems of the Compost Facility, as applicable. The Material Recovery Test shall be conducted simultaneously with the Capacity Test, as appropriate for the technology.  Regulatory Environmental Compliance Test – a test to demonstrate that the Compost Facility can meet air emissions compliance limits in its permits and other environmental approvals as well as contractual performance proposed and included in the Contract. The Environmental Compliance Test shall be conducted using standard State and EPA testing methods and/or methods otherwise approved in advance by the City, the EPA, and applicable State and local regulatory agencies. The appropriate regulatory agency(ies) shall approve the environmental testing component of the Acceptance Test Plan prior to conducting the Environmental Compliance Test.  Ambient Noise – a test to be conducted while all equipment is operating, consisting of ambient noise measurements taken at appropriate locations to demonstrate that noise levels are in compliance with all State and local regulations and in accordance with the requirements of this RFP and the Contract.  Ambient Odor – a test to be conducted while all equipment is operating, consisting of ambient odor measurements taken at appropriate locations to demonstrate that no objectionable odors from the Compost Facility are detectable beyond the Site boundaries in accordance with the requirements of this RFP and the Contract. The duration and sequencing of the Acceptance Test procedures shall be as described above or otherwise as appropriate for the type of technology used in the Compost Facility, and as agreed to by the City. In all cases, the schedule and sequencing shall allow for proper administration and complete documentation of the tests, and shall be customary for industry practices for the technology used. The Contractor shall propose the schedule and sequencing of the Acceptance FINAL FOR RELEASE 7/1 /14 2-14 Test in the Acceptance Test Plan, which shall be subject to review and approval by the City. 2.9 Operation and Maintenance Requirements Operation and maintenance (O&M) requirements for the Compost Facility, as applicable, are provided in Appendix F. These requirements include the following, which are applicable unless otherwise noted:  providing services necessary for a smooth start-up for operation and maintenance of the Compost Facility;  providing continuous, full-service operation and maintenance services and asset management for the Compost Facility, in accordance with an approved O&M manual and in accordance with the Contract and Good Industry Practices, whichever is most stringent;  providing a staff of qualified and experienced employees, and providing appropriate training of staff;  acquiring and holding all required Federal, State and local approvals, licenses, and certifications necessary to operate, maintain and manage the Compost Facility;  administering operation and maintenance activities for the Compost Facility using computerized operations and maintenance management system provided by the Contractor;  maintaining records and preparing reports;  preparing an Emergency Preparedness Plan (EPP) in accordance with Federal and State regulations governing emergency action and fire prevention plans and in cooperation with Federal, State and local officials and public safety departments;  preparing and implementing a technical and safety training plan and program in accordance with OSHA requirements, Good Industry Practice and the Contractor standard practices, whichever are most stringent;  meeting the requirements of Applicable Law and minimizing noise impacts on surrounding land use for the Compost Facility;  managing odors from the Compost Facility such that no objectionable odor can be detected beyond the Site boundaries, and investigating and satisfying odor complaints and correcting any odor problems should they occur;  performing all required sampling, testing and laboratory analyses and preparing and filing the required reports;  providing information and other support to assist the City in their public education programs;  maintaining positive community relations, and FINAL FOR RELEASE 7/1 /14 2-15  preparing an Exit Transition Plan and providing services necessary for a smooth, uninterrupted transition of service to the City or its designated contractor (at the end of the Contract, whether at its stated expiration or by earlier termination for whatever reason). 2.10 Records and Reports The Contractor shall maintain records and prepare reports as described in Appendix F, operation and maintenance of the Compost Facility, regulatory activities, and other relevant information. Reports shall include a monthly and an annual operations and maintenance report, a monthly complaint log reporting any and all complaints relating to the Compost Facility and a description of the response, and a monthly statement verifying payments due and/or owed (with supporting information). 2.11 Staffing As further described in Appendix F, the Contractor shall provide a staff of qualified and experienced employees in accordance with the plan for staffing and shall provide such additional third-party support as may be needed to perform its duties and obligations. 2.12 Training The Contractor shall provide, as appropriate, overall career development and support to its staff through the use of training programs. Training programs shall cover specialized areas such as safety, community relations, and emergency preparedness. As described in Appendix F, the Contractor shall notify the City in advance of any such training programs held by the Contractor, and shall allow participation by the City up to the class size prescribed by the Contractor’s training policy. 2.13 Community Relations As further described in Appendix F, the Contractor shall maintain positive community relations within the community. At a minimum, the Contractor will provide a 24-hour telephone hotline and email address for those who wish to comment on areas of concern, and will report to the City any complaints related to the Compost Facility. 2.14 Public Information Program The Contractor shall be responsible for assisting the City with their public information programs by providing information to support those programs. The Contractor shall describe its proposed efforts, which may include activities such as:  Creation of a Web Page informing the public of the status of the Compost Facility and various public education materials and programs available associated with the Compost Facility.  Providing a repository of publications pertaining to policies, programs and related information associated with generation and management of Food FINAL FOR RELEASE 7/1 /14 2-16 Scraps (if applicable) and Yard Trimmings, including information on products generated from the management of such feedstock. Such publications shall be available to interested parties at the Compost Facility or another location agreed to by the City. Such repository shall be inclusive of information or guides generated and provided by the City. Hosting of Compost Facility open houses and scheduled tours for interested members of the public. 2.15 Performance Guarantees The Contractor shall meet Performance Guarantees for the Compost Facility, no less stringent than the limits specified below and as proposed by the Proposer on Proposal Form 10 (provided in Appendix A). Confirmation for agreeing to meet these guarantees shall be provided by completing, signing and submitting the Guarantor Acknowledgement (Proposal Form 4) and Compost Facility Performance Guarantees (Proposal Form 10) provided in Appendix A. Feedstock Throughput Guarantee The Contractor shall guarantee that the Compost Facility shall be capable of processing the Rated Capacity of Acceptable Feedstock, as specified by the Proposer and included in the Contract. Availability Guarantee The Contractor shall guarantee that the percentage of Rated Capacity of the Facility available during any Contract Year shall be at least eighty-five percent (85%). Availability shall be measured as a percentage of Rated Capacity. Annual Feedstock Throughput Guarantee The Contractor shall guarantee that the Compost Facility shall process an annual quantity of Acceptable Feedstock that is no less than the Availability Guarantee (which shall be no less than 85%) multiplied by the Rated Capacity of Acceptable Waste per year. Environmental Performance Guarantee The Contractor shall guarantee that the Compost Facility is operated and maintained in compliance with Applicable Law and all Environmental Performance Requirements included in the Contract. It shall include noise, odor, and other required environmental performance guarantees. Scheduled Acceptance Date Guarantee The Contractor shall guarantee the successful completion and Acceptance of the Compost Facility by the Acceptance Date, as proposed by the Proposer. The Acceptance Date proposed by the Proposer shall be based on the Proposer's schedule to permit, design and construct the Compost Facility, as agreed to by the City, and shall not be any later than January 1, 2018. FINAL FOR RELEASE 7/1 /14 2-17 End of Section 2 FINAL FOR RELEASE 7/1 /14 3-1 3.0 KEY TERMS AND CONDITIONS OF CONTRACT Key terms and conditions (the Contract Principles) of the Contract are presented in this Section. The Contract Principles presented below have been developed as a summary of the significant cost and risk provisions that the City expects will be included in the Contract. The Contract will be subject to negotiations between the City and the top Proposer. These terms should be used by the Proposer as a guide to the responsibilities that are to be undertaken by the Contractor, to enable the Proposer to assess the risks associated with specific performance obligations and to develop pricing. The City expects that the Proposer will include in its Business Proposal any comments, exceptions or requested modifications regarding the Contract Principles, and the City shall assume that the Proposer’s pricing is based on the Contract Principles and any requested modifications. The extent of deviation from the provisions of this RFP will be an important Proposal evaluation consideration. Certain provisions of the RFP are required. These provisions are listed in Section 4.2.12. As described in this RFP, the City is soliciting proposals for a Compost Facility at the Site designated in this RFP. As described elsewhere in this RFP, the Contractor will be responsible for CEQA, permitting, designing, constructing and operating a Compost Facility. For the Base Case Proposal, Acceptable Feedstock includes: Yard Trimmings and Residential Food Scraps, and for the mandatory Alternative Proposal Yard Trimmings alone. This Section of the RFP addresses associated terms and conditions of Contract for the Base Case and Alternative Proposals. It is expected that the Contract will consist of two phases. The first phase will cover the preliminary design, CEQA and entitlement/permitting costs. In the event the City does not certify the Environmental Impact Report or the permitting authorities deny required permits, the first phase of the Contract will terminate. If the City certifies the EIR and the Proposer obtains the necessary City entitlements/regulatory permits, the City shall have the option of entering into the second phase of the Contract for the further design, construction, operation and maintenance upon the principle business terms set forth below. 3.1 Feedstock Delivery Requirements 3.1.1 Minimum Annual Deliveries The City shall be required to deliver (or cause to be delivered) a minimum quantity of Acceptable Feedstock each Contract Year (the Minimum Annual Delivery Requirement), or shall be subject to a Shortfall Charge. If the Contractor accepts Spot Market Feedstock in response to the City’s inability to meet its Minimum Annual Delivery Requirement, any Shortfall Charge that may be due from the City shall be reduced by the total amount of revenues realized by the Contractor from any such Spot Market Feedstock. FINAL FOR RELEASE 7/1 /14 3-2 3.1.2 Maximum Annual Deliveries The City shall be allowed to deliver (or cause to be delivered) in each Contract Year a quantity of Acceptable Feedstock up to the Maximum Annual Delivery Threshold before incurring Excess Tonnage Fees, as described in this Section. 3.1.3 Application of Acceptable Feedstock Tipping Fee(s) and Excess Tonnage Fee As described under “Annual True-Up/Settlement Process,” below, all tonnage in excess of the Maximum Annual Delivery Thresholds shall be subject to the Excess Tonnage Fee, should there be one. 3.1.4 Minimum and Maximum Deliveries Specified The Minimum Annual Delivery Requirements and Maximum Annual Delivery Thresholds are identified in Table 3-1. While the Contractor may accept and process all types of Acceptable Feedstock, such as clean wood waste that is not painted or pressure treated, and agricultural waste suitable for the process utilized, these materials shall not be included in the City’s Minimum Annual Delivery Requirement or Maximum Annual Delivery Threshold, and the City shall have no obligations or liabilities regarding the delivery to the Contractor of such materials, or the amounts or characteristics of such materials. Table 3-1 MINIMUM ANNUAL DELIVERY REQUIREMENTS AND MAXIMUM ANNUAL DELIVERY THRESHOLDS Participant Contractual Requirements Minimum Annual Delivery Requirement (Tons/Year) Maximum Annual Delivery Threshold (Tons/Year) (1) Food Scraps 1,000 3,000 Yard Trimmings 13,000 14,000 (1) Self–haul could increase the yard trimmings amount by as much as 7,000 tons per year. If competitive pricing can be achieved for the Compost Facility, FINAL FOR RELEASE 7/1 /14 3-3 it is believed that former self-haul traffic, or some portion thereof, will return when the Compost Facility opens. The City encourages Proposers to submit an Alternative Proposal to accept self-haul yard trimmings. 3.2 Fees, Payments and Compensation 3.2.1 Construction Payments to Contractor The City will provide a construction allowance of $10 million, which is intended to reimburse the Contractor for all design, permitting (including CEQA), and construction costs. The reimbursed construction costs include all of the costs related to site preparation, utility connections, mitigation measures, buildings, and processing equipment (both fixed and mobile). Any facility construction costs anticipated by the Proposer to exceed the $10 million construction allowance may be included as part of the proposed facility tipping fees. 3.2.2 Operations Payments to Contractor For the Compost Facility, the Contractor shall be compensated monthly through a Tipping Fee Revenue from the City to be adjusted annually using the CPI or may be adjusted using a more industry-specific CPI as defined in the contracting process. 3.2.3 Contractor Payments and Costs For RFP purposes, the following Measure E Site lease payments shall be assumed for use of this site: Lease Payment of $1.00 per year. The full lease payment shall be determined by Council and added to the project cost, but is not to be paid by the Contractor. Thus the full lease payment, if any additional, shall be added to the Contractor’s tipping fee for ratepayer billing purposes. The Contractor shall prepare a 20 percent design for the Compost Facility at its own cost. Subsequent to that milestone, all design, permitting (including CEQA), and construction related expensed up to the $10 million allowance will be reimbursed by the City on a pass through basis on terms to be set forth in the Contract. 3.2.4 Most Favored Pricing If the Compost Facility has the capacity to accept and process Acceptable Feedstock from parties other than the City, the Contractor shall not, without the prior agreement of the City, enter into processing service agreements with parties other than the City that include pricing that is more favorable to such parties than the then prevailing Acceptable Feedstock Tipping Fee that is being charged to the City. 3.3 Ownership and Financing FINAL FOR RELEASE 7/1 /14 3-4 The City shall finance and own the Compost Facility and improvements to the Site that it has made. The Contractor shall be solely responsible for the cost of operation and maintenance of the Facility and all components thereof. 3.4 Design and Construction of the Compost Facility 3.4.1 Design-Construct Responsibility The Contract shall set forth the minimum design requirements for the Compost Facility based on the technical requirements set forth in Section 2 of this RFP and the Contractor's Proposal, as negotiated. The Contractor shall complete all design requirements for full capacity operation of the Facility, and shall complete the Facility according to its final design. Construction shall be of the quality required by the Design Requirements and the Construction Requirements set forth in Section 2 and Appendix F of this RFP using Good and Accepted Construction Practice as defined by the definition section of this RFP, and the Facility shall have a minimum useful life of 30 years. The Contractor shall be responsible for complying with all requirements imposed by Applicable Law relating to the development of the Compost Facility. For purposes of responding to this RFP, it should be assumed that the City will: close and cap the landfill; relocate existing landfill leachate and landfill gas lines (if needed); relocate the Landfill post closure maintenance facility (if necessary), repair or replace the salt water line (if necessary), and provide for removal of existing manmade subsurface structures or pipes (if needed). 3.4.2 Permits and Licenses The Contractor shall be responsible for CEQA and all necessary permits and licenses to provide Services. 3.4.3 Applicable Employment Laws The Contractor shall apply federal, State and local wage and hour laws to the extent required by Applicable Law. For purposes of its Proposal, the Proposer should assume that prevailing wages will be required for the Compost Facility. 3.4.4 Site Conditions The Contractor shall be responsible for maintaining surface conditions, construction of surface infrastructure, foundations, drainage systems, roads and the like, including new construction of subsurface infrastructure, such as foundations, necessary for the Compost Facility and compatible with landfill capping. 3.4.5 Capital Modifications and Improvements City approval shall not be required for small-scale capital modifications or improvements under a Contract-specified cost ($2,000), provided that such will FINAL FOR RELEASE 7/1 /14 3-5 not reduce the capacity of or otherwise adversely affect the aesthetics, environmental impacts, operational integrity or performance of the Compost Facility. City approval shall be required for all other capital modifications or improvements, including the financing approach and costs for such capital modifications. If modifications or improvements are made in response to events or causes as may be specified in the Contract, such as an Uncontrollable Circumstance or Change in Law, Contractor service fees will be appropriately adjusted as per Section 3.2.9 of this RFP. If modifications or improvements are made at the City’s request, Contractor compensation shall be appropriately adjusted. If modifications are made at the Contractor’s request, as approved by the City, Contractor compensation shall be appropriately adjusted. If modifications or improvements result in cost savings, the Contract will specify standards for City/Contractor sharing of cost savings. 3.5 Operations and Maintenance 3.5.1 Operations Generally Operation of the Compost Facility shall occur no later than the date for such operation as set forth in the Contract between the City and the Contractor, unless otherwise agreed to by the parties. Operation of the Compost Facility is described in Section 2 of this RFP. The Contractor, at its expense, shall provide uninterrupted operation of the Compost Facility in accordance with Applicable Law, Good Industry Practice, Good and Accepted Operating Practice, the Operation and Maintenance Manual, the Operations and Maintenance Standards set forth in the Contract, the Performance Guarantees, and any other applicable requirements of the Contract. At no time shall the Contractor use or permit the use of the Compost Facility for any purpose other than those contemplated by the Contract. Should the Compost Facility not be operable, for planned outage or unplanned outage, the Contractor shall be responsible after the dates specified in the Contract for alternative processing of Acceptable Feedstocks. In such an event, the Contractor shall transport and process Acceptable Feedstocks at facilities approved by the City. Such facilities shall meet the same processing requirements as those specified for the primary facilities, unless the City approves alternative processing requirements. The Contractor shall make a good faith effort to employ staff from the local and regional labor markets. The Contractor shall be responsible for arranging for the disposal of Compost Facility residuals and of unprocessed or by-passed Acceptable Feedstock received. Disposal sites and/or facilities shall be subject to the approval of the City, whether the sites and/or facilities are those originally contracted for by the FINAL FOR RELEASE 7/1 /14 3-6 Contractor or subsequently selected by the Contractor as replacements for the original sites and/or facilities. 3.5.2 Maintenance Generally As set forth in further detail in Section 4 of this RFP, the Contractor, at its own expense, shall maintain the Compost Facility in good and acceptable condition in accordance with Applicable Law, Good Industry Practice, Good and Accepted Operating Practice, the Operations and Maintenance Manual, the Operations and Maintenance Standards set forth in the Contract, the Performance Guarantees, and any other applicable requirements of the Contract. The Contractor shall also be responsible for maintenance of the Site utilized by the Contractor, including all Site infrastructure, grass cutting, brush-cutting, and cleanup of litter on the Site, and for cleanup of any spills, leaks or contamination to the Site(s) resulting from construction and operation of the Compost Facility. The City will maintain the any buffer areas specified as mitigation requirements. Other buffer areas will be maintained by the contractor, 3.5.3 Safety and Security The Contractor shall maintain the safety of the Compost Facility at a level consistent with Applicable Law, all Required Insurance, the safety plan and Good Industry Practice. The Contractor shall provide for safe and orderly vehicular movement. The Contractor shall be responsible for maintaining the security of the Compost Facility and the Site, and shall take all responsible actions to prevent vandalism to the Facility and the Site. 3.5.4 No Nuisance The Contractor shall be responsible for keeping the Compost Facility and the Site organized, clean, and litter-free at all times, to ensure that the operation of the Compost Facility does not create any impermissible odor, litter, noise, lighting, fugitive dust, vector or other adverse environmental effects constituting, with respect to each of the foregoing, a nuisance condition. Should any nuisance condition occur, the Contractor shall expeditiously remedy the condition, pay any regulatory fines and indemnify the City from any third-party nuisance claims. 3.6 Performance 3.6.1 Performance Guarantees For the Compost Facility, the Contractor shall be responsible for meeting the Performance Guarantees as set forth in Section 2 of this RFP. FINAL FOR RELEASE 7/1 /14 3-7 3.6.2 Compliance and Remedies The City may at any time it possesses reasonable cause to believe that the Contractor is not performing in accordance with the Performance Guarantees, require the Contractor to provide reasonable assurances of compliance. The Contractor shall at all times comply with the Performance Guarantees, except to the extent compliance is prevented or excused by Uncontrollable Circumstances or Change in Law. If the Contractor fails to comply with any Performance Guarantee and is not prevented or otherwise excused from performance, the Contractor shall: (1) notify the City within 24 hours of the Contractor's having knowledge of any such non-compliance; (2) provide the City within 24 hours with copies of any notices sent to or received from any Governmental Body having regulatory jurisdiction with respect to any violations of Applicable Law; (3) pay any resulting direct damages, fines, judgments or awards, including liquidated damages, levies, assessments, impositions, penalties or other charges resulting therefrom; (4) at its own cost and expense, take any commercially practicable action (including, without limitation, making repairs, replacements and operating and management practices changes) necessary, in light of the nature, extent and repetitiveness of such noncompliance, in order to comply with such Performance Guarantee, to continue or resume performance hereunder and eliminate the cause of, and to reasonably assure that such non-compliance will not recur; (5) promptly prepare all public notifications required by Applicable Law, and submit such notifications to the required party and the City for publication; and (6) assist the City with all public relations matters necessary to adequately address any public concern caused by such non-compliance, including, but not limited to, preparation of press releases, attendance at press conferences, and participation in public information sessions and meetings. 3.6.3 Damage Provisions The Contract will provide for reasonable compensatory, consequential, and liquidated damage provisions between the parties consistent with comparable contracts for major works of public improvement under California law. 3.7 Default, Termination and Dispute Resolution 3.7.1 Remedies for Breach Except where damages for specific instances of breach or default are specified, the City may, in the event that the Contractor breaches any provision of the Contract, exercise any legal rights it has under the Contract, under the security instruments and under Applicable Law to recover damages or to secure specific performance. FINAL FOR RELEASE 7/1 /14 3-8 3.7.2 Events of Default by the Contractor without Further Notice and Cure Opportunity The City shall have the right to terminate the Contract without additional notice and cure opportunity, and to the extent not excused by Uncontrollable Circumstances, upon the occurrence of the following events of default: • Abandonment of the Compost Facility; • Repeated failure by the Contractor to accept Acceptable Feedstock from the City; • Default of Guarantor; • Bankruptcy or insolvency of the Contractor or Guarantor; • Failure to maintain any financial security instrument; • Any intentional misrepresentation of information and facts relating to the Contractor's performance obligations and performance. 3.7.3 Events of Default by the Contractor with Notice and Cure Opportunity The City shall have the right to terminate the Contract with notice and cure opportunity, upon the occurrence of the following events of default: • Materially false or inaccurate representations or warranties made under the Contract or Guaranty. • Failure to pay amounts owed to the City within time specified in the Contract. • Failure to perform a material obligation under the Contract. 3.7.4 Events of Default by the City The following shall constitute an Event of Default by the City: Repeated and persistent failure or refusal by the City to perform its material obligations under the Contract, provided that: (i) the Contractor shall have given prior written notice of the breach of the Contract giving rise to the default, which is not excused by an Uncontrollable Circumstance or the fault of the Contractor, and (ii) such breach has not been corrected or the City has not taken reasonable steps to correct such breach within thirty (30) days of such notice. If the default results from the City failing to meet its Minimum Annual Delivery Requirements, then the default may be remedied by accounting for deliveries of other Acceptable Feedstock. In no event shall the City be in default for failure to meet Minimum Delivery Requirements in the event that the Contractor is able to offset such amounts through other deliveries, including Spot Market Feedstock. FINAL FOR RELEASE 7/1 /14 3-9 3.7.5 No Consequential or Punitive Damages No consequential or punitive damages shall be payable on any claim arising out of the performance or non-performance of obligations under the Contract by the City. 3.7.6 City Step-In Rights For the Compost Facility, in the event of default and termination of the Contractor, subject to approval of lenders and surety, the City shall have the right to step in and assume completion and/or operation of the Compost Facility (or engage a successor contractor and assume outstanding obligations to lenders), with full assignment of rights to use any proprietary or licensed technology involved (including any licensor technical support). The Contractor shall have “winding down” obligations during the transition to City completion and/or operation or completion and/or operation by a successor contractor. The City’s step-in rights shall enable a temporary City step-in to resolve specific difficulties or problems (with eventual return to Contractor activities). 3.8 General Provisions 3.8.1 Term The Contract shall consist of two distinct phases. The term of the first phase shall consist of the preliminary design, CEQA review and entitlements and permits. If the Proposer fails to secure CEQA compliance or required entitlements/permits, the Contract shall terminate. If the City approves the CEQA review and the necessary entitlements and regulatory permits are obtained, the parties shall enter into the second phase of the Contract. Unless otherwise provided for, the Initial Term of the Second Phase Contract shall commence on the Contract Date and shall remain in effect until the completion of fifteen (15) years of operation. The City shall have the right to extend the Initial Term of the Contract for two additional five-year periods, under mutually agreeable terms and conditions. 3.8.2 Comprehensive Inspections The City or its designees, may periodically perform a comprehensive inspection of all facilities operated or controlled by the Contractor at the Site, or in the case of export if the Facility is not functional, at facilities utilized by the Contractor for provision of Services, and relevant records of the Contractor, to determine compliance with the Contract and Applicable Law. The Contractor shall cooperate fully with such inspections, which shall not interfere unreasonably with the Contractor's performance of the Contract Services. FINAL FOR RELEASE 7/1 /14 3-10 3.8.3 Contract Security – Guaranty The Guaranty (which shall be signed by the owner of the parent company) shall provide that the Guarantor shall guarantee to the City in accordance with the Form of Guarantee (to be provided by the City as appropriate for the Compost Facility), that the Contractor will: (1) expeditiously make all payments required to be made or credited to the City under the Contract and (2) perform and observe all of the covenants and agreements it entered into under the Contract. 3.8.4 Contract Security – Construction Performance Bond As further security for the performance of the Contract, the Contractor shall provide a construction payment and performance bond in the amount of the estimated full cost of construction of the Compost Facility, securing the construction of the Compost Facility, in a form acceptable to the City. Such bond shall be in standard AlA form, and shall be issued by a surety company or companies rated "A" or better pursuant to current AM Best Company ratings and listed in the United States Treasury Department's Circular 570. Such surety shall be an admitted surety in California. 3.8.5 Contract Security – Operations Bond As further security for the performance of the Contract, the Contractor shall provide an operations payment and performance bond in the amount of the estimated full cost of annual operations and maintenance of the Compost Facility, securing the operations and maintenance of the Facility, in a form acceptable to the City, and with the City named as a co-beneficiary, if agreed to by the surety. Such bond shall be in standard AlA form, and shall be issued by a surety company or companies rated "A" or better per current AM Best Company ratings and listed in the United States Treasury Department's Circular 570. Such surety shall be an admitted surety in California. 3.8.6 Reserved 3.8.7 Reserved 3.8.8 Compost Production and Provision to City Residents The Contractor shall make available for use by City residents or the City up to 1,000 tons per year of compost at no cost. Compost for City and City resident use shall meet CalRecycle standards. If the Compost Facility intends to directly market and beneficially utilize compost, it shall be subject to CalRecycle standards for such use, including those currently under development by CalRecycle. 3.8.9 Local Goods and Services FINAL FOR RELEASE 7/1 /14 3-11 For the Compost Facility, the Contractor shall take all commercially reasonable steps to purchase materials, goods and services from in-City and regional vendors and businesses. 3.8.10 Required Insurance The Contractor shall procure no later than start of construction for the Compost Facility and maintain at its expense until termination of the Contract insurance in the amounts shown below with insurance companies authorized to do business in the State of California. The Contractor shall name the City, and its employees, agents and contractors as additional insured parties on such insurance policies. Insurance coverage limits shall include: Design and Construction a. General Liability*: $2 million per occ/$5 million agg b. Workers Comp/Employers Liability: statutory limits c. Automobile Liability: $2 million d. Errors and Omissions (Professional Liability): $5 million per occ/ $5 million agg e. Environmental/Pollution Liability: $5 million per occ/$10 million agg f. Property-All Risk Replacement Cost Coverage during construction: full value of construction *The City must be named as an additional insured. Operations a. General Liability*: $2 million per occ/$5 million agg b. Workers Comp/Employers Liability: statutory limits c. Automobile Liability: $2 million d. Errors and Omissions (Professional Liability): $1 million per occ/ $2 million agg e. Environmental/Pollution Liability: $5 million per occ/$10 million agg f. Property – All Risk Replacement Cost Coverage: full value of improvements and trade fixtures * The City must be named as an additional insured. The City must be named as “loss payees” on the property policy All policies are required to be primary and non-contributory with any insurance or self-insurance programs carried or administered by the City. Any deductible or Self-Insured Retention (SIR) over $10,000 requires approval by the City. FINAL FOR RELEASE 7/1 /14 3-12 3.8.11 Indemnification by Contractor The Contract will require the Contractor to indemnify the City to the fullest extent permitted by law. 3.8.12 Assignment The Contractor may not assign the Contract without the express written consent of the City. 3.8.13 Reserved 3.8.14 Ground Lease The Contractor and the City shall enter into a ground lease for the Site in the form of Appendix I. For the purposes of this RFP, rent payments made by the Contractor to the City shall be assumed at $1 per year. 3.8.15 Governing Law The Contract shall be governed by and construed in accordance with the Laws of the State of California, without regard to the conflicts of laws or rules thereof. 3.8.16 Forum and Venue All legal actions and proceedings relating to the Contract or to any rights or any relationship between the parties arising therefrom shall be governed solely by the laws of California and shall solely and exclusively be initiated and maintained subject to the venue of the Santa Clara County Superior Court, State of California, or the United States District Court, Northern District. 3.8.17 Reserved 3.8.18 Product Risks The Contractor shall bear all risks associated with product quantity, quality and marketability, without recourse to the City. The Contractor shall bear all comparable risks regarding feedstocks from non-City sources, if any, with no recourse to the City. All revenues earned from the sale of products shall be and remain the property of the Contractor. The Contractor shall bear all risks related to declines in product prices. 3.8.19 Boilerplate Provisions The Contract shall contain boilerplate provisions regarding Changes in Law, dispute resolution, auditing rights, and City’s inspection of Contractor and Affiliated Entity records. FINAL FOR RELEASE 7/1 /14 3-13 End of Section 3 FINAL FOR RELEASE 7/1 /14 4-1 4.0 PROCUREMENT PROCESS 4.1 Overview of Procurement Process This RFP is being issued to procure the Services of and will provide the basis for selecting the Preferred Proposer and negotiating a contract with said Preferred Proposer. The City will evaluate all responsive Proposals containing the information requested and prepared in the format required by this RFP. Upon evaluation of the Proposals submitted in response to this RFP, it is the intent of the City to enter into a Contract with the Proposer whose Proposal is responsive to this RFP, and is deemed most advantageous to the City. Although price is an important factor, it will not be the sole determining factor when identifying the Preferred Proposer. The City reserves the right to waive minor informalities in Proposals or to reject all Proposals or parts thereof, if deemed in the best interest of the City. The City reserves the right to solicit further Proposals if it deems such action to be in its own best interest. In the selection of a Preferred Proposer, the City reserves the right to waive portions of the RFP or to reject any and all Proposals or parts thereof for any reason deemed appropriate by the City in order to serve its best interests. As set forth in Proposal Form 1, by submitting a Proposal, a Proposer agrees, if selected as a Preferred Proposer, to negotiate in good faith and enter into the Contract based on this RFP and the Contract Principles as set forth in Section 3 herein. Neither the City, its staff, nor any of its consultants or advisors, shall be liable in regard to the completeness and/or accuracy of any data and information presented during this procurement. The Proposer shall conduct all reviews, studies, inspections and fieldwork it believes necessary to verify information or gather new information necessary to prepare its Proposal. 4.2 General Conditions of Procurement 4.2.1 Pre-Proposal Meeting and Optional Site Tour Proposers are encouraged to participate in a Pre-Proposal Webinar, which will be held from 9:00 AM to 11:00 AM PDT on July 16, 2014. Attendance at the Webinar is not mandatory. Webinar registration information: Registration URL: https://attendee.gotowebinar.com/register/4644492506195017986 Webinar ID: 145-584-747 Audio: Toll: +1 (702) 489-0007 Access Code: 175-438-821 FINAL FOR RELEASE 7/1 /14 4-2 Audio PIN: Shown after joining the webinar The Pre-Proposal Webinar will be followed by an optional tour of the Site, which will be held from 1:00 PM to 2:00 PM PDT on July 16, 2014. Proposers interested in participating in the optional tour should meet at the Administrative Building of the Regional Water Quality Control Plant (RWQCP) promptly at 1:00 PM PDT on July 16, 2016. The RWQCP is located at 2501 Embarcadero Way in the City of Palo Alto. The tour will include a survey of the area within the Landfill property designated for potential development of a Compost Facility. For planning purposes, Proposers planning to participate in the tour are requested to notify the Contact Person by July 10, 2014, providing the names of the people who are planning to attend. This notification is for planning purposes only, and can be changed by the Proposer as necessary. 4.2.2 Proposal Submission A Proposal submitted in response to this RFP must fully conform with and satisfy the submission requirements described in Section 6 of this RFP. 4.2.2.1 Proposal Deadline and Submittal Format All Proposals, including all attachments, must be received by the City, as described in Section 6, in a sealed package no later than 3:00 p.m. (local time) on September 2, 2014 (Proposal Submission Due Date). All Proposals submitted after the Proposal Submission Due Date will be marked "Received Late" and will be returned unopened to the Proposer along with an explanation of the reason for rejection. 4.2.2.2 Completeness Each of the instructions set forth in Sections 4, 5 and 6 of this RFP must be followed for a Proposal to be deemed responsive to this RFP. In all cases, the City reserves the right to determine, in their sole discretion, whether any aspect of the Proposal meets the submission requirements of this RFP and to waive minor informalities in Proposals. The City further reserves the right to reject any Proposal or part thereof which, in its sole judgment, does not comply with these Proposal requirements. 4.2.3 Contact Person The City's Purchasing and Contracts Administration will serve as the designated Contact for this RFP: Contact Person Ms. Michelle Nolen Contracts Administrator 250 Hamilton Ave. Mezzanine FINAL FOR RELEASE 7/1 /14 4-3 Palo Alto, CA 94301 Tel: (650) 329-2319 Email: michelle.nolen@cityofpaloalto.org Any explanation(s) desired by the Proposer(s) regarding the meaning or interpretation of information in this RFP must be requested from the Contact Person in writing, as is further described below. Only written responses from the Contact Person, in the form of an addendum to this RFP, shall be considered official responses concerning the meaning or interpretation of information in this RFP. Proposers shall not rely on any representations, statements, or explanations unless same are conveyed in such a written response from the Contact Person. In order to maintain a fair and impartial process, the City will adopt procedures to assure that communications with Proposers during the Proposal preparation and evaluation periods involve all Proposers. The City will prepare summaries of all questions received and all answers given, without identifying the entity asking the question, and will send this information to all RFP recipients. 4.2.4 Additional Information/Questions Requests for additional information or clarifications may be discussed with the Contact Person, but must be made in writing (by mail or email) no later than the date specified in this RFP schedule. Please address all such written requests to the designated Contact Person as specified in Section 4.2.3. An email request must contain the RFP name, Proposer’s name, address, and telephone number. The Contact Person will issue responses to inquiries and any other corrections or amendments deemed necessary by the City in written addenda prior to the Proposal Submission Due Date. Proposers should not rely on any representations, statements, or explanations other than those made in this RFP or in any written addenda to this RFP. Where there appears to be a conflict between this RFP and any addenda issued, the last addendum issued that addresses that specific issue will prevail. It is the Proposer's responsibility to assure receipt of all addenda. Prior to submitting its Proposal, the Proposer should verify with the designated Contact Person that all addenda have been received. Acknowledgement of receipt of addenda should be made with the Proposal in Proposal Form 1. FINAL FOR RELEASE 7/1 /14 4-4 4.2.3 Access Site Proposers shall be provided access to the Measure E Site by appointment only. Appointments will be made on a first-come, first-served basis, and will be limited to Monday through Thursday between the hours of 9:00 a.m. and 4:00 p.m. To arrange for access, Proposers shall contact: Mr. Matthew Krupp, AICP Zero Waste Administrator City of Palo Alto MSC, Building C 3201 E. Bayshore Road Palo Alto, California 94303 Tel: 650-496-5958 Email: Matthew.Krupp@CityofPaloAlto.org Requests for access to the Measure E Site shall be made in writing (email is acceptable) and shall include the date and time requested, an alternate date and time should the first request be unavailable, the purpose of the visit, the names and affiliations of Proposer representatives that will participate in the visit, and contact information (name, phone number, email address) of the person coordinating the visit on behalf of the Proposer. Written requests for access to the Measure E Site shall provide at least three (3) business days advance notice for coordination and confirmation of an appointment. Copies of all written requests for access to the Measure E Site shall be emailed to the Contact Person identified in Section 4.2.3. 4.2.6 Modified Submissions A Proposer may submit a modified Proposal to replace all or any portion of a previously submitted Proposal up until the Proposal Submission Due Date. Only the latest version of the Proposal will be considered, and it must be received in complete, final form as of the date of the last version. 4.2.7 Late Submissions/Late Modifications Proposals and/or modifications received after the Proposal Submission Due Date and time will not be considered. 4.2.8 RFP Postponement/Cancellation The City may, at its sole and absolute discretion, reject any and all, or parts of any and all Proposals; postpone or cancel at any time, this RFP process; or waive any minor irregularities in this RFP or in the responses received as a result of this RFP. FINAL FOR RELEASE 7/1 /14 4-5 4.2.9 Reserved 4.2.10 Costs Incurred by Proposer All costs involved with the preparation and submission of responses to this RFP, or any work performed in connection therewith, clarifications requested, interviews, and negotiations that result therefrom shall be borne by the Proposer. No payment will be made for any responses received, or for any other effort required of or made by the Proposer, prior to commencement of work, as defined by the Contract. 4.2.11 Oral Presentation/Interview The City may require Proposers to make oral presentations in support of their Proposal or otherwise demonstrate the information contained therein. The City also reserves the right to visit facilities designed, constructed and/or operated by the Proposer and facilities utilizing the proposed technology. 4.2.12 Exceptions to this RFP Proposers may take exceptions to terms of this RFP, unless the RFP specifically states that exceptions may not be taken. All exceptions taken MUST BE specific, and the Proposers must indicate clearly what alternative is being offered and why it is being offered to allow the City a meaningful opportunity to evaluate Proposals. Any potential cost impacts (increases or decreases), or increased or decreased financial or other risks to the City, that are associated with or would result from the City’s acceptance of such exceptions must be enumerated by the Proposer. There are certain provisions of this RFP that are required, including: that Proposers submit Base Case Proposals for Yard Trimmings combined with Residential Food Scraps, and a Required Alternative Proposal for Yard Trimmings only ; that only Alternative Proposals as specified in this RFP and Addenda will be considered; that the Contractor provide all Services requested within the schedule and cost structure described in this RFP and Addenda; that the Contractor meet all Performance Guarantees; that required insurance, bonding and other financial security means be provided by the Contractor regarding design, construction and operation of the Compost Facility, with surety/insurance company letters of intent provided with the Proposal (see Proposal Forms 5 and 6, Appendix A); FINAL FOR RELEASE 7/1 /14 4-6 that the required Guaranty Agreement be provided by the Contractor, the Contractor’s parent company or a third-party guarantor, with Proposers including the Guarantor Acknowledgement (Proposal Form 4) with the Proposal. If there is any question as to whether the City will consider an exception, it is suggested that Proposers provide a written list of proposed exceptions to the Contact Person prior to submitting their Proposals. The Contact Person will respond to all such questions or requests for clarification. Where exceptions are permitted, the City shall determine the acceptability of the proposed exceptions. The City, after completing evaluations, may accept or reject said exceptions. 4.2.13 Proprietary/Confidential Information Proposers are hereby notified that, except as more fully explained below, all information submitted as part of, or in support of Proposals, may be subject to the California Public Records Act, California Government Code section 6250 et seq. (PRA). Certain confidential and other proprietary and trade secret information may be exempt from disclosure under the PRA, and Proposers should, therefore, familiarize themselves with the applicable requirements and exemptions under the PRA. Any information submitted that a Proposer reasonably believes is exempt from disclosure under the PRA should be clearly identified as “confidential” or “proprietary and trade secret.” To the extent permitted by the PRA, the City will not voluntarily disclose such information so identified to persons other than the City’s employees, directors, members of an evaluation committee and any consultants or advisors involved in the evaluation of Proposals. In the event that any third party requests such information under the PRA, the Contact Person designated in this RFP or the City Attorney will promptly advise the Proposer of such request. The Proposer may thereafter, at its own expense, seek to legally enjoin the disclosure of such requested information; provided, however, the Proposer shall be obligated to indemnify the City from any and all liability, including attorneys’ fees, occasioned by the failure of the City in complying with the PRA based upon the Proposer’s assertion that the information requested is “confidential” or “proprietary and trade secret.” 4.2.14 Rules, Regulations, and Licensing Requirements The Proposer agrees to comply with Applicable Law. The Proposer shall obtain and maintain, entirely at its own expense, all licenses, certifications, permits, and inspections required for services to be provided in accordance with any forthcoming Contract and shall comply with all laws, ordinances, and regulations applicable to the Services. Damages, penalties, and fines imposed on or incurred by the City, or the Proposer, for failure by the Proposer to obtain and keep current required licenses FINAL FOR RELEASE 7/1 /14 4-7 or permits, or to comply with laws, ordinances, or regulations, shall be borne by the Proposer. The Proposer agrees to abide and be governed by Federal, State, City and other local laws, regulations and/or ordinances, which may have a bearing on the work contemplated hereunder. 4.2.15 Disclosure A Proposer shall prepare a Disclosure Affidavit (Proposal Form 9) stating that except as disclosed, neither the Proposer nor its officers, principals, stockholders, and affiliates are debarred by the State of California which would prohibit them from entering into a Contracts with the City or are debarred by any state in the United States or its political subdivisions from entry into contracts with such government entities. Further, the Proposer must state that it will not use any contractors or subcontractors who are so debarred. Any Proposer who fails to prepare a Disclosure Affidavit shall not be considered by the City. Any person who willfully fails to disclose the required information or who knowingly discloses false information can be punished by civil or criminal penalties, or both, as provided for in the law, and will not be awarded a contract. 4.2.16 Personnel In submitting their Proposals, Proposers are representing that the personnel in their Proposal shall be available to perform the services described, barring illness, accident, or other unforeseeable events of a similar nature, in which case the Proposer must be able to provide a qualified replacement. 4.2.17 Responsible Wages and Benefits Per Section 3 of this RFP, Proposers are advised that the Contractor will be responsible for applying Federal, State, City and other local wage and labor laws to the extent required by Applicable Law. For Proposal purposes, the Proposer shall use prevailing wages in preparation of its Proposal. 4.2.18 City Rights and Options The City reserves, holds and may exercise, at its sole discretion, the following rights and conditions with regard to this RFP. By responding to this RFP, Proposers acknowledge and consent to the following conditions relative to the procurement process and the selection of the Preferred Proposer to negotiate the Contract: This RFP does not obligate the City to procure or contract for any services. The City reserves the right to change or alter the schedule for any events associated with this procurement upon notice to the Proposers, and a FINAL FOR RELEASE 7/1 /14 4-8 Proposer by submitting a Proposal agrees to be bound by any modification made by the City. All costs incurred by a Proposer in connection with responding to this RFP, the evaluation and selection process undertaken in connection with this procurement, and any negotiations entered into in connection with developing the Contract will be borne by the Proposer. The City reserves the right to reject, for any reason, any and all Proposals and components thereof and to eliminate any and all Proposers responding to this RFP from further consideration for this procurement. The City reserves the right to eliminate any Proposer who submits incomplete or inadequate responses or is not responsive to the requirements of this RFP. The City reserves the right, at any time, to determine that any or all Proposers will not be selected for further consideration and to notify such Proposers of the City’s determination. The City may require Proposers to send representatives to its offices for interviews and presentations. The City reserves the right to discontinue negotiations with any Proposer. The City reserves the right to negotiate with one or more Proposers, sequentially or concurrently. The City may conduct clarification discussions, at any time following the submission of Proposals, with one or more Proposers. The City reserves the right to receive questions concerning this RFP from Proposers and to provide such questions, and the City’s responses, if any, to all Proposers. The City reserves the right, without prior notice, to supplement, amend or otherwise modify this RFP, or otherwise request additional information. Any and all responses not received by the Proposal Submission Due Date, shall be rejected and returned unopened. All Proposals become the property of the City and will not be returned. All activities related to the project shall be subject to Applicable Law. Neither the City, its staff, its representatives, nor any of its consultants or agents will be liable for the completeness or accuracy of any data or other information presented at any time and in any form in connection with this RFP. The Proposer shall be responsible for conducting any and all studies, investigations and tests necessary to prepare its Proposal. Neither the City its staffs, its representatives, nor any of its consultants or agents will be liable for any claims or damages resulting from the solicitation, collection, review or evaluation of responses to this RFP. FINAL FOR RELEASE 7/1 /14 4-9 The City (including its staff, representatives, consultants and agents) reserves the right to visit and examine any of the facilities referred to by the Proposer in its Proposal and to observe and investigate the operations of such facilities. The City reserves the right to conduct investigations of the Proposers and their responses to this RFP and to request additional evidence to support the information included in any such response. The City reserves the right to contact references and parties knowledgeable of the Proposer and its performance. The City reserves the right to investigate the Disclosure Affidavit provided by the Proposer. The City reserves all rights with respect to the evaluation, clarification, selection and negotiation process set forth in this RFP. By submitting a Proposal, the Proposer waives its right to sue the City in the event the City does not select the Proposer. 4.3 Procurement Schedule A summary of the major activities associated with the procurement of the services described in this RFP is presented below. Please note that the dates indicated are subject to change. The City reserves the right to modify this schedule, as it may deem necessary, in its sole discretion. All changes to this RFP schedule will only be made by a formal, written addendum. ACTIVITY DATE Release RFP On or about July 1, 2014 Pre-Proposal Webinar (Optional)9:00 AM, PDT, July 16, 2014 Optional Site Tour 1:00 PM, PDT, July 16, 2014 Last date for submitting written questions August 10, 2014 Written responses from the City As questions received on questions received and Addenda to RFP Proposal Submission Due Date 3:00 PM., PDT September 2, 2014 Review and evaluation of Proposals September through December, 2014 Proposer Interviews (if required)October, 2014 Selection of Preferred Proposer By December 2014 FINAL FOR RELEASE 7/1 /14 4-10 Anticipated CEQA Approval By February 2016 Complete Contract Negotiations By February 2016 As described in Section 4.2.1, participation in the Pre-Proposal Webinar is not mandatory. However, Proposers are encouraged to participate. Information on registering for the Pre-Proposal Webinar is provided in Section 4.2.1. The Pre-Proposal Webinar will be followed by an optional tour of the Measure E Site. For planning purposes, Proposers are requested to notify the Contact Person by July 14, 2014, providing the names of the people who are planning to participate in the tour. This notification is for planning purposes only, and can be changed by the Proposer as necessary. Proposers should also check the City of Palo Alto website under the Current Solicitations section: http://www.cityofpaloalto.org/gov/depts/asd/solicitations.asp and/ or the designated Contact Person to verify whether they have received all addenda. 4.4 Conflicts of Interest and Lobbying Prohibition The proposed project is an important public project subject to significant political and public scrutiny. Transparency in the selection of the Contractor for this important public project is essential. In view of the potential conflicts of interest pursuant to California Government Code §1090 et seq., the inherent potential for lobbying and undue influence, and the need to preserve and protect confidential and trade secret information submitted in connection with the Proposals for the RFP, it is imperative that the RFP process be managed through a centrally managed communication process. Consequently, all communications from vendors and Proposers shall only be directed to the designated project point of contact or the City’s designated representatives. The designated representative for purposes of all communication from vendors and Proposers shall be the Contact Person identified in Section 4.2.3. Proposers shall complete Proposal Form 1 (Proposal Transmittal Letter) and Proposal Form 1A (Acknowledgement of Conflicts of Interest and Lobbying Prohibition) indicating the Proposer has reviewed and understands the requirements stated within this Section 4.4. End of Section 4 FINAL FOR RELEASE 7/1 /14 5-1 5.0 PROPOSAL EVALUATION The City will establish an Evaluation Committee to review Proposals. The Evaluation Committee will be supported by legal, technical and financial advisors as the City deems necessary. Proposals received will be evaluated by the procedures and criteria described in this section for the purpose of determining which Proposal best meets the City’s objectives, is in the best interest of and is most advantageous to the City. Base Case Proposals and Alternative Proposals will be evaluated using the same evaluation process and criteria. 5.1 Evaluation Process Proposals received in response to this RFP will be evaluated based upon the Minimum Evaluation Criteria and Comparative Evaluation Criteria (see Sections 5.2 and 5.3). The City will establish an Evaluation Committee to review and evaluate the Proposals. The Evaluation Committee will be assisted by its consultants and advisors, as appropriate. The Evaluation Committee and/or City staff will prepare a report as to the ranking of Proposals and the selection of the Preferred Proposal. Proposals will be reviewed in two phases: Phase 1 Review. Compliance with Minimum Evaluation Criteria (see Section 5.2, Table 5-1), to confirm that a Proposal is responsive and responsible. A Proposal that does not meet the Minimum Evaluation Criteria will be considered “unacceptable” and will not be considered for comparative review. Phase 2 Review. For Proposals that meet the Minimum Evaluation Criteria, a comparative review generally following the Comparative Evaluation Criteria (see Section 5.3, Table 5-2) and the procedures described herein. Comparative ranking of non-cost elements of Proposals will utilize a point-based ranking system with weighting as identified below: Quality of Proposal: Proposer's Technical Resources and Experience: Financial Resources and Strength of Proposer: Record of Performance and Reliability of Technology: Technical Approach: Environmental Approach Business Proposal (excluding price): 5% (5 points) 5% (5 points) 5% (5 points) 15% (15 points) 25% (25 points) 40% (40 points) 5%(5 points) TOTAL: 100% (100 points) The comparative review and evaluation will be based on all information submitted by a Proposer, inclusive of the Proposal, and, as applicable, responses to questions and requests for clarification, information provided in an interview, information provided by references and visits to reference facilities. The comparative review and evaluation will consider the qualifications of “Participating Firms”. “Participating Firms,” as used in this FINAL FOR RELEASE 7/1 /14 5-2 RFP, include as applicable for the Compost Facility: (1) the Proposer; (2) the Guarantor; (3) a new company, if any, to be formed for the sole purpose of executing and performing the Contract; (4) the firm(s) that will actually operate, maintain and manage the Compost Facility; (5) the firm that will design the Compost Facility; (6) the firm that will construct the Facility; (7) the firm that will market the products; and (8) any other significant participant(s) in the transaction, including those who will complete CEQA requirements , permit and those who will finance the project. Proposal prices will be evaluated concurrently with non-cost elements of Proposals. Prices included in the Proposals will be reviewed and ranked based on price and economic benefit to the City, using pricing information provided by the Proposers. A net present value analysis of annual projected cash flow, as proposed in the Pricing Proposal Forms will be completed, assuming an annual escalation factor of 2.50% and a discount factor of 4.00%. Consideration will be given to City costs to implement the Facility, including the cost to move the Landfill post closure maintenance facility and the need to remove or relocate any underground existing utility systems, or the Landfill leachate collection system and methane collection system. These costs will be added by the City to the Proposal pricing when comparing individual Proposals for a Compost Facility. The analysis will be conducted for the initial Term of the Contract, excluding Contract renewal options. Upon completion of the comparative review and ranking of non-cost Proposal elements and review and ranking of price, a consolidated ranking will be conducted. The City is not obligated to select a Proposal based solely on price. In addition to price, the City will consider such factors as the quality of the Proposal, how well Proposals meet the goals and objectives of the procurement, the technical, environmental, and financial resources and experience of the Proposer, the record of performance and reliability of the proposed technology, the soundness of the technical, environmental, and business approaches, conformance to terms and conditions of the Contract (as reflected in the Contract Principles in this RFP, Section 3), the level of risk which the Proposer is assuming and asking the City to assume, and other factors as are further described in this RFP. The Proposer whose Proposal is found most advantageous, based on the evaluation procedures described in this RFP, will be selected for contract negotiations (Preferred Proposer). If negotiations are not satisfactory, negotiations may be initiated with the next-highest ranked Proposer. Although not currently contemplated, the City reserves the right to conduct simultaneous negotiations with more than one Proposer. Subsequent award of a Contract will be made after CEQA certification, and such award will require City Council approval. 5.2 Minimum Evaluation Criteria In order for a Proposal to be considered responsive and responsible, it must meet the Minimum Evaluation Criteria identified in Table 5-1. FINAL FOR RELEASE 7/1 /14 5-3 Table 5-1. Minimum Evaluation Criteria 1.Any considered facility must be capable of processing the Maximum Annual Delivery Threshold of the City specified in Section 3.1.4, Table 3-1, for Residential Food Scraps and Yard Trimmings 2.Any considered facility must be capable of operating for a minimum of 30 years. 3.Any considered facility must be compatible with City solid waste management programs, including recycling and organics programs. 4.Any considered facility must be capable of diverting at least 80% by weight of the Acceptable Feedstock received from Landfill disposal. 5.Any considered facility must produce end products that have probable, identifiable or existing markets. 6.Any considered facility must conform to Applicable Law. 7.Any considered facility must have been demonstrated at a minimum of one facility of similar size, and shall have been in operation for at least six months (as of the Proposal Submission Due Date) processing Acceptable Feedstock. Demonstration facilities that have operated intermittently, but processed at least 1,000 tons of Acceptable Feedstock over a one-year period, will be considered to meet the requirement of this minimum criterion. 8.Any considered facility must have a project team that has experience financing, designing, building and operating a solid waste management facility, either individually or as a team. 9.The Proposer must not be debarred from contracting in California 10. The Proposer has submitted Base Case Proposals 11.If the Proposal is an Alternative Proposal, such Alternative Proposal was specified as allowable in the RFP or an Addendum to the RFP. 12.The Proposal is based on the Contractor providing all Services required within the schedule and cost structure described in the RFP and any Addenda to the RFP. 13.The Contractor will agree to substantially meet Performance Guarantees. 14.For the Compost Facility, the Proposer must have bonding ability equal to the estimated cost of facility design and construction, and, during operation, equal to the estimated annual operating cost; must not be in bankruptcy; must provide evidence that it can acquire the letter of credit and facility demolition/site restoration financial assurance required; and, must provide a financing plan that reasonably demonstrates that it can offer private project financing. FINAL FOR RELEASE 7/1 /14 5-4 Table 5-1. Minimum Evaluation Criteria 15.Assurance that the required insurance, bonding and other financial security means, as required in Section 3 of this RFP for the Facility will be provided by the Contractor, with Proposal Forms 5 and 6 completed and included with the Proposal. 16.The required Guaranty Agreement will be provided by the Contractor, the Contractor’s parent company or a third-party guarantor, with the Guarantor Acknowledgement (Proposal Form 4) included with the Proposal. 5.3 Comparative Evaluation Criteria Comparative Evaluation Criteria are identified in Table 5-2, located at the end of this Section 5. The Comparative Evaluation Criteria will be applied to evaluate, not only project approach, reliability of the technology, Site use and integration with surrounding land uses, environmental issues (including an analysis of greenhouse gas emissions and potential odor and noise impacts), the potential for beneficial use of organic materials and diversion from landfilling, but also the experience, capability, qualifications and resources of the Proposer and each Participating Firm, based on the role proposed for the Participating Firm in the Proposal and the nature of the commitment that the Participating Firm is expected to make in ultimately performing the Services. The Proposal shall clearly distinguish among Participating Firms, where appropriate, in order to make clear whose qualifications are being offered and how the work will be divided. 5.4 Consolidated Ranking The results from the qualitative scoring and cost ranking will be consolidated into a single ranking. Qualitative Scoring Weight Cost Ranking Weight Total Percent 60%40%100% Staff is not obligated to recommend and Council is not obligated to select the top ranked Proposal. 5.5 Clarification of Proposals The Evaluation Committee may, at its sole discretion, prepare a written request for clarification to some or all Proposers for the purpose of clarifying any information submitted in a Proposal. The request may seek written clarification from the Proposer of any ambiguities in its Proposal and additional information the Evaluation Committee FINAL FOR RELEASE 7/1 /14 5-5 believes is necessary to complete the evaluation process. The Evaluation Committee may, at its sole discretion, require some or all Proposers to attend individual interviews to clarify Proposals. The Evaluation Committee, or certain members thereof, may, at its sole discretion, visit reference facilities and speak with Proposers' references. The Evaluation Committee will complete its evaluation utilizing all of the information submitted by the Proposers, including the Proposals themselves, responses to questions and requests for clarification, information presented at interviews, and information gained in the process of conducting reference plant visits and calling Proposer's references. 5.6 Contract Negotiations Once the Preferred Proposer has been selected, the City will enter into contract negotiations with the Preferred Proposer. Simultaneous negotiations with more than one Preferred Proposer may be conducted, although it is not currently the intent to do so. The City, may, in its sole discretion and at any time, exclude a Proposer from further participation in the negotiation process if it determines that any proposed Contract with such Proposer would not be in the best interest of the City. Negotiations with another Proposer may be initiated, if negotiations with the Preferred Proposer are not satisfactory in the sole judgment of the City. The Preferred Proposer will receive written notification of any decision to discontinue negotiations with any such Proposer. 5.7 Contract Authorization The Contract must be approved by the City Council. The City Council expressly reserves the right to reject any and or all Proposals. FINAL FOR RELEASE 7/1 /14 5-6 Table 5-2 NON-COST PROPOSAL COMPARATIVE EVALUATION CRITERIA CRITERIA 1. Quality of Proposal (5%, 5 points) 2. Proposer's Technical Resources and Experience (5%, 5 points) Note: Proposer means the entity submitting a Proposal in response to this RFP, including, as applicable, the Guarantor and all entities sponsoring the Proposal or preparing to act as a Participating Firm. 2.1 Experience of Proposer in Project Development, Permitting, Design and Construction of Municipal Solid Waste Facilities 2.2 Experience of Proposer in Operation of Municipal Solid Waste Facilities 2.3 Experience of Proposer as Team with Municipal Solid Waste Facility Development, Design, Construction and Operation 2.4 Depth and Location of Resources 2.5 Regulatory, Permitting Experience 2.6 Record of Regulatory Compliance 2.7 Experience in Selling Compost 2.8 Record of Contract Performance 2.9 Record of Labor Relations 2.10 Safety Record 2.11 References and Reference Project Descriptions 3. Financial Resources and Strength of Proposer (5%, 5 points) Note: Proposer means the entity submitting a Proposal in response to this RFP, including, as applicable, the Guarantor and all entities sponsoring the Proposal or preparing to act as a Participating Firm. 3.1 Financial Strength of Proposer/ Guarantor 3.2 Experience in Project Financing 3.3 Experience as Guarantor 3.4 Record of Business Integrity 4. Record of Performance and Reliability of Technology (15%, 15 points) 5. Technical Approach (25%, 25 points) 5.1 Project Management Plan 5.2 Permitting Plan (including CEQA) 5.3 Design, Construction, Start-up Plan 5.4 Operation and Maintenance Plan 5.5 Spot Market and/or Regional Acceptable Feedstock Acquisition Plan (as applicable) 5.6 Product Marketing Plan 5.7 Community Relations Plan 5.8 Proposed Project Schedule 6. Environmental Approach and Quality of Design (40%, 40 points) 6.1 Air Quality Impacts 6.2 Odor Impacts 6.3 Aesthetics and Visual Impacts 6.4 Noise Impacts 6.5 Water Quality Impacts 6.6 Greenhouse Gas Emissions 6.7 Traffic Impacts FINAL FOR RELEASE 7/1 /14 5-7 CRITERIA 7. Business Proposal (5%, 5 points) 7.1 Proposer's Organization 7.2 Conformance to Business and Contractual Terms 7.3 Strength of Financial Security 7.4 Financing Plan 7.5 Use of local labor, goods and services End of Section 5 FINAL FOR RELEASE 7/1 /14 6-1 6.0 PROPOSAL REQUIREMENTS 6.1 Proposal Submission A Proposal submitted in response to this RFP must conform with and satisfy the submission requirements described in this Section of the RFP. 6.1.1 Proposal Deadline and Submission Address All Proposals, including all attachments, must be received by the City, as described in this Section, in a sealed package no later than 3:00 p.m. (local time) on September 2, 2014 (Proposal Submission Due Date). All Proposals submitted after the Proposal Submission Due Date will be marked "Received Late" and will be returned unopened to the Proposer along with an explanation of the reason for rejection. Each Proposal shall be comprised of a Technical Submittal (Volume I, as described herein) and a Price Proposal (Volume II, as described herein). The Price Proposal shall be submitted with the Technical Submittal, but shall be enclosed in a separate, sealed, opaque envelope or package and shall be clearly labeled “Price Proposal”. Cost information shall be presented only in the Price Proposal, and shall not be included in the other volume that comprises the Technical Submittal. As described in detail in Section 6.1.3 of this RFP, the original Proposal (clearly marked as the original and containing the original signature forms and other original documents) and five (5) copies of the Proposal shall be sent to the City at the following address: Ms. Michelle Nolen Contracts Administrator 250 Hamilton Ave. Mezzanine Palo Alto, CA 94301 michelle.nolen@cityofpaloalto.org The Proposal shall also be submitted electronically on a CD or a flash drive. FINAL FOR RELEASE 7/1 /14 6-2 6.1.2 Proposers Must Submit Base Case Proposal and Alternative Proposal for Yard Trimmings Only Proposers are required to submit the Base Case Proposal as further described in this RFP: Yard trimmings and Residential Food Scraps, and a required alternative for Yard Trimmings only. Proposers who do not provide these two Proposals will not have any additional Alternative Proposals submittal considered. Additional Alternative Proposals that can be provided at the option of the Proposer as described in Section 1.6 of this RFP. The City will consider Alternative Proposals only for those cases identified in this RFP or by Addenda to this RFP. Prior to the deadline for submitting written questions, a Proposer may request approval from the City to submit Alternative Proposals based on technical or business options not listed in this RFP or Addenda. Such requests must be made in writing to the designated Contact Person. If the City agrees to consider additional Alternative Proposals, all Proposers will be informed by an Addendum to this RFP. Alternative Proposals need only include those volumes that are impacted by the alternative aspects of the Proposal. Proposers may refer to the Base Case Proposal sections for information that does not change. Alternative Proposals will be evaluated using the same procedures and evaluation criteria for the Base Case Proposal, as appropriate. 6.1.3 Number of Copies, Format and Electronic Version The Proposer shall submit One (1) copy shall be bound and clearly marked as the original and contain the original signature forms and other original documents. The remaining five (5) copies can be reproductions. Proposers shall number each set of documents in sequential order on the upper right corner of each cover. The Proposer shall also submit a CD or flash drive for Volume I of the Proposal with each copy of the Proposal, and a separate CD or flash drive for Volume II, the Price Proposal with each copy of the Proposal. The Proposal documents shall be printed on double sided 8-1/2 inch by 11 inch paper, except for figures or maps at such a scale to require preparation at a larger size in order to be legible. Oversize maps and figures greater than 11 inches by 17 inches shall be organized in Appendices whenever possible. Each volume and all related information shall be bound as a single document (loose- leaf binders are acceptable), unless that is impractical, in which case an appendix document accompanying the volume may be submitted. FINAL FOR RELEASE 7/1 /14 6-3 The responses shall be clear, concise, factual, and complete with a minimum of extraneous material and the information provided shall reference, to the extent practicable, the section of the RFP being addressed. The Proposal volumes shall be indexed and sectioned and shall be prefaced with a table of contents. To the extent possible, cross-referencing to other Proposal volumes should be avoided. The Proposer should thoroughly review Section 4 and the evaluation criteria in Section 5 to ensure that the Proposal addresses each of the requirements and evaluation criteria. The delivery of the Proposal by the Proposal Submission Due Date (and time) is solely and strictly the responsibility of the Proposer. The City shall not, under any circumstances, be responsible for delays caused by the United States Postal Service or any private delivery service, or for delays caused by any other occurrence. 6.2 Transmittal Letter, Proposal Security 6.2.1 Proposal Transmittal Letter and Signature Requirements Together with each Proposal, the City must receive one fully executed Proposal Transmittal Letter (Proposal Form 1) from the Proposer acknowledging, among other things, that the Proposer has completely reviewed and understands and agrees to be bound by the requirements of this RFP. The Proposal Transmittal Letter commits the Proposer, if selected, to carry out the provisions of the Proposal and shall further state that: (a) all information submitted in support of the Proposal is accurate and factual; (b) all representations made regarding the Proposer's willingness to meet the required Performance Guarantees, and the Proposer's concurrence with the proposed business arrangement and terms and conditions of contract, are true; (c) the Proposal is provided fairly, without collusion or fraud; and (d) the Proposer will, if chosen as the Contractor, perform the Scope of Services set forth in the Proposal. Finally, the Proposal Transmittal Letter must designate a contact person for all communications to and from the City with respect to this procurement. The Proposal Transmittal Letter must also designate the individuals who will be the Proposer's key technical and business negotiators and who shall be available to respond, in a timely fashion, to inquiries submitted by the City, its designated Contact Person, or its consultants. The Proposal Transmittal Letter must be signed by an officer of the Proposer who is empowered to sign such material and to commit the Proposer to the obligations contained in the Proposal (the "Designated Signatory"). The Certificate of Authorization (Proposal Form 2) attesting to such authorization must also be submitted with the Proposal. If the Proposer is a partnership, the Proposal shall be signed by one or more of the general partners. If the Proposer is a corporation, the authorized officer shall sign his or her name and indicate his FINAL FOR RELEASE 7/1 /14 6-4 or her title beneath the full corporate name. Anyone signing the Proposal as agent must file with it legal evidence of his or her authority to execute such Proposal. All forms which require the signature of the Proposer shall be signed by the Designated Signatory. 6.3 General Format, Organization and Content of Proposal In general, each Proposal shall contain all information which may be of importance to the Evaluation Committee in selecting a Preferred Proposer. The information submitted shall include all information specifically requested by this RFP, and any information not specifically requested by this RFP, including favorable and/or unfavorable information, which may have a reasonable bearing on the Evaluation Committee's selection. Proposals submitted in response to this RFP shall consist of the two volumes with the following section headings. Volume I: TECHNICAL SUBMITTAL Section One – Executive Summary 1. Table of Contents 2. Introduction and Overview 3. Summary of Technical Qualifications Proposal 4. Summary of Technical Approach Proposal 5. Summary of Business Proposal 6. Summary of Key Information in Proposal Forms 7. Confirmation of Compliance with Minimum Evaluation Criteria 8. Proposal Forms 1, 1A, 2 and 3 9. CD or flash drive providing an electronic copy of the Proposal, Volume I. (Note: A separate CD shall be provided for Volume II, the Price Proposal, with each copy of the Price Proposal.) Section Two – Technical Qualifications 1. Experience of Proposer in Permitting, Financing, Design, Construction and Operation of Similar Solid Waste Management Facilities 2. Regulatory and Permitting Experience 3. Regulatory Compliance 4. Product Sales Experience 5. Record of Contract Performance 6. Labor Relations 7. Safety Record 8. References and Reference Project Descriptions 9. Additional Qualifications Information 10. Proposal Forms 4, 5, 6, 7, 8 and 9 Section Three – Technical and Environmental Approach 1. Project Management and Staffing Plan 2. Record of Performance and Reliability of Technology Proposed 3. Permitting Plan FINAL FOR RELEASE 7/1 /14 6-5 4. Design, Construction and Start-up Plan 5. Operations and Maintenance Plan 6. Innovations to Address Environmental Impacts 7. Product Marketing Plan 8. Community Relations Plan 9. Proposed Project Schedule 10. Additional Technical Information 11. Proposal Form 10 Section Four – Business Approach 1. Proposer's Organization 2. Business and Contractual Terms and Risk Assumed by Proposer 3. Limits on Guarantor Liability, if any 4. Financial Resources and Strength of Proposer/Guarantor 5. Experience as Guarantor 6. Additional Business Information – Use of Local Labor, Goods and Services 7. Proposal Form 11 Volume II: Price Proposal 1.Pricing Proposal Forms, as required in Section 6.5 as well as related cost discussion and information, as applicable, including a CD or flash drive for the Price Proposal. 6.4 Volume I: Technical Submittal 6.4.1 Executive Summary The Executive Summary shall summarize, in clear and concise language, the information contained in the Technical Qualifications, Technical Approach, and Business Proposals and shall include an Introduction and Overview section. Proposal Forms 1, 1A, 2 and 3 shall be included with the Executive Summary. In addition, the Executive Summary shall contain a CD or flash drive providing an electronic copy of the Proposal, Volume I. The Executive Summary shall also summarize the information contained in the Proposal Forms. This shall include, for each Participating Firm, the form of business organization, ownership and firm description; proposed role in the transaction; and information as to criminal conviction, debarment from entering into contracts, regulatory violations, bankruptcies, lawsuits and contract disputes. The Executive Summary shall identify any Alternative Proposals and briefly summarize the benefits of such alternatives (excluding price). The Executive Summary shall include confirmation by the Proposer of its compliance with each of the Minimum Evaluation Criteria (see Section 5.2, Table 5-1). FINAL FOR RELEASE 7/1 /14 6-6 The Executive Summary should be drafted so that it may be easily understood by persons not having a technical background. The Executive Summary shall be no longer than necessary to convey a meaningful summary of the Proposal. It is suggested that the Executive Summary be limited to approximately 25 pages of text, plus any renderings, tables, drawings and graphs, and Proposal Forms. 6.4.2 Section Two: Technical Qualifications A Proposal submitted in response to this RFP must contain a Technical Qualifications Proposal that fully conforms with and satisfies the format and content requirements of this RFP, and sets forth the Proposer's qualifications, experience and capability to perform the Services. The Technical Qualifications section shall contain only information pertaining to the Proposer's past performance unrelated to this project. (Note, the Proposer's technical approach to this project shall be presented in Section Three (Technical Approach), not Section Two). A Proposer is requested to include in its Technical Qualifications Proposal all information necessary to permit the City to make an informed evaluation under each appropriate criterion, stated in Section 5 and Tables 5-1 and 5-2. The Proposer shall provide the information necessary for the City to determine the experience, capabilities, and resources of the Proposer and all Participating Firms. Failure to provide any of the requested information that is available to the Proposer may be grounds for disqualification. If the requested information does not exist or cannot be provided, the Proposer shall state so with an explanation as to why such information has not been provided. By submission of its Proposal, the Proposer grants the City and its representatives the right to contact and visit any of the named projects, as well as any projects not named, for the purpose of evaluating the Proposer's performance or for validation of information provided in the Proposer's Proposal. This includes contacting any person who is or was associated with each project. 6.4.2.1 Experience of Proposer in Permitting, Design, Construction and Operation of Similar Solid Waste Facilities and Services The Proposer shall provide a list of representative projects for which it has provided permitting, design, construction and operational services in the past 10 years. The list shall include the name, location, address, size, and commencement date of each facility or service. The nature of the services provided and the name, address, phone number and email address of a contact person representing the service recipient shall be provided. Information to be provided in Section 6.5.8 further describes Reference Projects. FINAL FOR RELEASE 7/1 /14 6-7 The Proposer shall also highlight where its team of companies has worked together before on similar contracts, particularly if for a Compost Facility with a permitting, design, construction and operating contract, and for which the Proposer was owner and provided private financing. Information should also be provided regarding the depth of resources available to support permitting, financing, design, construction and operating contracts, and product marketing. The Proposer shall describe the nature and depth of corporate professional resources and those available at other facilities which it operates which will be available to it and provide support as needed in performing the Contract. The description shall include a discussion of the accessibility of such resources, including whether the resources are under common and affiliated management or are available by contract, license or other means. The Proposer shall also describe the nature of the Proposer’s historical and planned long-term commitment to solid waste management. 6.4.2.2 Regulatory, Permitting Experience The Proposer shall describe its experience and effectiveness in dealing with governmental agencies regulating solid waste facilities. This description should highlight experience working with environmental regulatory agencies, including the USEPA, USEPA Region 9, and local and State agencies. Experience with CEQA and in permitting similar compost facilities should be highlighted, particularly that within California. 6.4.2.3 Regulatory Compliance The Proposer shall describe its experience and record of compliance with permits, licenses, approvals, consent decrees or agreements, and other regulatory actions applicable to solid waste facilities. The Proposer shall identify any major incidents of noncompliance within the past three (3) years, and shall include a description of the speed and efficacy of corrective actions taken for such incidents, the present status of compliance, and whether regulatory agency sanctions were imposed. This description should highlight such records with USEPA, including Region 9, and State and local agencies. For Proposal purposes, a major incident of noncompliance is defined as one that resulted in a court order, a regulatory consent order, fines totaling over $5,000 in any calendar year, or noncompliance instances that persisted for more than one year without full resolution. 6.4.2.4 Product Sales Experience The Proposer shall describe its experience in negotiating agreements for and selling marketable products, to include compost and other products, as applicable. FINAL FOR RELEASE 7/1 /14 6-8 6.4.2.5 Record of Contract Performance The Proposer shall identify any cases where the Proposer or any Participating Firm failed to complete any work which it was contracted to perform or had a contract terminated by a government agency due to the quality of its work. If this has occurred, indicate when, where, and the reasons for such termination. If the Proposer or any other Participating Firm has paid any liquidated damages, fines or penalties in connection with the design, construction or contract operation of any solid waste facility, the Proposer shall indicate when, where, and under what circumstances such payment was made. 6.4.2.6 Labor Relations The Proposer shall describe its experience with and approach to labor relations. A clear mission statement with examples of human resource and training programs to reduce the potential for turnover and grievances shall be included. The Proposer shall identify the turnover rate and number of grievances per year, as well as the speed and efficacy of resolution of such grievances, for each Reference Project. 6.4.2.7 Safety Record The Proposer shall discuss its overall safety program including any violations cited by governmental safety agencies or OSHA, recognized safety awards, and the Proposer's lost-time accident record compared with industry standards, all within the past three (3) years. 6.4.2.8 References and Reference Project Descriptions The Proposer shall describe relevant solid waste facilities and services, including facilities and services similar to that proposed, not exceeding ten in number that the Proposer has been involved with as a service provider (the Reference Projects"). A brief description of each Reference Project shall be provided, including a description of the Proposer's specific involvement with these projects. For each of the Reference Projects identified, provide the following information, as applicable: the name and location; the owner and operator of the facility; a description of the services performed; relevance of the Reference Project to the requested services; FINAL FOR RELEASE 7/1 /14 6-9 description of facilities, equipment and processes, including design concept, size and capacity of the facilities, types of feedstock processed, recyclables recovered and compost produced; history of construction, including number of months for design, construction, facility acceptance; history of operations, including start-up date and years of service as well as quantity and types of feedstock processed; history of permitting (and CEQA experience if in California) and regulatory compliance; safety record; a record of contract performance; a description of the record of labor relations; if the Proposer is or was a single-source guarantor of the contract or if other arrangements were made to provide the project guarantees; a description of experience with providing operation and maintenance services; a description of experience with odor and noise control; a description of experience with recovery and marketing of products; a description of experience providing repair and replacement services, including major repair and replacement services; a description of any services provided for design and construction of capital modifications; the cost of designing and constructing the facility, the size of the financing and method of financing; operating and maintenance costs; contract value; name of the division or legally affiliated company which is responsible for the project if different from the Proposer; a summary of significant accomplishments (e.g., cost savings results, actions taken to ensure environmental compliance, neighborhood programs to enhance facility acceptance and reduce odor, noise or other complaints, private financing); the names, titles, telephone, and e-mail addresses of key managerial-level contact persons of the community or agency served for each facility identified; the names, titles, telephone, fax numbers and e-mail addresses of key managerial-level contact persons of the Proposer for each facility identified; and FINAL FOR RELEASE 7/1 /14 6-10 the names, titles, telephone, and e-mail addresses of key environmental regulatory agency staff contact persons for each facility identified. 6.4.2.9 Additional Qualifications Information Provide any additional qualifications information that would further help the City fully evaluate Proposer Qualifications. 6.4.2.10 Proposal Forms Complete and provide Proposal Forms 4, 5, 6, 7, 8 and 9. 6.4.3 Section Three: Technical Approach A Proposal submitted in response to this RFP must contain a Technical Approach that fully conforms with and satisfies the format and content requirements described herein, and sets forth the Proposer's technical approach to performing the Services for this project. Experience that the Participating Firms and key staff have with U.S. and overseas projects should be identified. Any experience in California should be noted. In evaluating the Technical Approach Proposal, the Evaluation Committee will apply the appropriate Evaluation Criteria set forth in Section 5 and Tables 5-1 and 5-2. Accordingly, the Proposer is requested to include in its Technical Approach Proposal all information necessary to permit the Evaluation Committee to make an informed evaluation under each appropriate evaluation criteria. The Proposer shall provide the information necessary for the Evaluation Committee to determine the technical merit of the Proposer's Technical Approach Proposal. 6.4.3.1 Project Management and Staffing Plan The Proposer shall provide a Project Management Plan which presents the Proposer’s project organization, identifying all Participating Firms and their role and responsibilities. Also, key management staff should be identified by name and full resumes provided. The Proposer should clearly state the amount of time that each key staff person will be assigned to the project. 6.4.3.2 Record of Performance and Reliability of Technology Proposed The Proposer shall describe where the proposed technology for the Compost Facility has been used to process compostable municipal solid waste such as yard trimmings and food scraps, the size of the facility (tons per day), the number of units at the facility, the number of years the facility has been in commercial operation, its record of performance (including annual availability, ability to meet performance guarantees and environmental permit limits, its maintenance record and need for repairs or equipment replacement) and its FINAL FOR RELEASE 7/1 /14 6-11 acceptability in the host community, particularly in regard to traffic, noise and odor issues. 6.4.3.3 Permitting Plan The Proposer shall prepare a Permitting Plan identifying Federal, State and local permits and approvals needed to construct and operate the proposed Compost Facility , the permitting authority, the time required for permitting, and key issues that would need to be addressed and the approach that will be taken to do so. The Permitting Plan should include both CEQA compliance and applicable permits needed for construction and operation. 6.4.3.4 Design, Construction and Start-Up Plan The Proposer shall submit a Proposed Design, Construction and Start-up Plan that will contain adequate information, data, specifications, equipment descriptions and design drawings to clearly and completely demonstrate that the Compost Facility will, at a minimum, achieve the required Performance Guarantees. This plan must describe, in detail, the proposed technical concept for the Compost Facility, including a description of how the Facility will work from receipt of Acceptable Feedstock to processing of such feedstock through the Compost Facility and production of products. In order to facilitate the review of the design portion of the Compost Facility, the Proposer is required to explain, in detail, its design concepts for the Facility. Any additional information that will assist the City in understanding the Proposer’s approach should be included. In addition, Proposers shall outline their proposed approach to preparing detailed design plans and specifications, construction, start-up and acceptance testing. Measures that will be taken by the Contractor to assure quality control during design and construction should be discussed as should the Contractor’s plan to interact with the City and its engineers during the design and construction phases of the project. This includes a plan for and discussion of proposed project documentation and reports to be made available to the City. In addition to the above, the Proposer shall, at a minimum, provide: a description of the Compost Facility design throughput capacity (Rated Capacity) and annual availability (including, Annual Waste Throughput Guarantee); a description of the type of feedstocks to be received and processed; a description of the size and number of process lines (including preprocessing, composting, curing, conversion (if applicable for Alternative Proposals) and post-processing); a description of recyclables to be recovered and marketable products to be produced; FINAL FOR RELEASE 7/1 /14 6-12 an architect’s rendering of the proposed Compost Facility, showing integration with Byxbee Park, and a description of the architectural treatment; a plan view, showing site access from the roadway, scale house, scales, all buildings, outside equipment, road and traffic flow, electrical and fuel interconnections, utility connections, security fencing, stormwater management basins, site buffer areas, landscaping plans; elevation drawings – four sides, showing how the Facility and Landscaping will look from Byxbee Park and other vantage points; a cross section drawing of the site; ; foundation plan ; schematic process flow diagram and description of the process for receiving and storing feedstock, recovering recyclables, preprocessing of the feedstock before composting, composting, curing, post processing of compost, and product production and storage; equipment and general arrangement drawings; P & ID drawings; assumptions made on incoming feedstock, including contamination levels, HHV and BMP, as applicable for Alternative Proposals; massbalances; a description of the storage requirements on-site for products; a description of interconnection requirements for sale of electricity, natural gas or other products, if applicable for Alternative Proposals; a description of the post-composting process on site to clean products or improve their marketability; a description of noise mitigation, odor control and air pollution control measures; a calculation of annual greenhouse gas emissions (CO2 equivalents for emissions of carbon dioxide, methane, nitrous oxide, others, if applicable, considering both biogenic and anthropogenic emissions for construction and operation of facilities) from stationary sources, mobile equipment and vehicles. Emissions estimates should be prepared consistent with methodologies established by the California Air Resources Board. ; a description of means to minimize consumptive water use and process wastewater discharge; a description of proposed utility connections for potable water, recycled water, sanitary sewer, stormwater, electricity, natural gas; a description of the proposed stormwater management plan, describing collection, control, treatment, including catch basin design for sediment, oil FINAL FOR RELEASE 7/1 /14 6-13 and grease collection, and inclusion of any stormwater retention ponds and use of the City stormwater system; a description of design features to qualify for LEED certification; a description of proposed Performance Guarantees; and a description of Acceptance Tests that will be performed to demonstrate compliance with Acceptable Standards. 6.4.3.5 Operation and Maintenance Plan Each Proposer shall submit, as part of its Technical Approach, each of the following technical plans and narratives to demonstrate its ability to provide the Scope of Services. All of the items presented in Section 2, Scope of Services, and Appendix F shall be addressed for the Compost Facility. 6.4.3.5.1 Operation and Maintenance Prepare an Operation and Maintenance Plan to outline the Proposer’s overall approach to performing the operation and maintenance responsibilities, as set forth in this RFP. The outline should include the management philosophy of the Proposer and any management procedures or policies that will be followed: Explain the Proposer’s approach to and the instrumentation that will be used for inspecting Acceptable Feedstock at delivery and for diverting, separating and properly handling and disposing of Residue, as specifically required by State and local regulations. Explain the Proposer’s technical approach to performing such operation and maintenance responsibilities, including training and inspection procedures, monitoring measures and preventative, corrective and predictive maintenance programs. Describe the frequency of sampling and the laboratory procedures to be undertaken by the Proposer, including compliance sampling and analysis in order to ensure compliance with permits and the Performance Guarantees. Describe, generally, the manner by which the Proposer will produce all reports required in the Contract. Describe the procedures for monthly and annual reviews with the City of operations, reports, ongoing cost information, and key upcoming projects and operations, which may impact any Services. Describe proposed Preventative, Predictive and Corrective Maintenance activities, including related record-keeping activities. Discuss what quality assurance and quality control procedures will be used to monitor any aspect of the operation and maintenance of FINAL FOR RELEASE 7/1 /14 6-14 the facilities. Describe the frequency of calibration of weigh scales and the procedures to be used in the event scales are found to be out of calibration.  Identify and describe the Proposer's planned computerized management system, including the maintenance system and the operating system and the tie in to continuous, real time monitoring of process and environmental performance data.  Provide estimates for the expected annual usage of electricity, chemicals, fuel, water and other consumables required for operation of the Facility.  Describe how the Proposer will maintain the Compost Facility in a neat, clean, and litter-free manner at all times, ensuring the operation of these assets does not create impermissible odor, litter, noise, fugitive dust, vector or other adverse environmental effects.  Describe how the Proposer will manage emergencies that may arise at the Facility and interact with the City and the applicable fire, police, and emergency management personnel during such emergency.  Briefly describe the Proposer's general safety program, including staff training, preventative maintenance, and safety procedures for OSHA compliance program requirements. Essential elements of such program shall include regularly scheduled safety training sessions for all personnel, standard operating procedures for chemical storage and handling, confined space entry and emergency response, lockout/tagout, right-to-know, and the care and use of proper safety equipment.  Provide a complete staffing plan, identifying job title, function and number of personnel. Describe how the Proposer will utilize the local and regional labor pool to satisfy labor needs as part of the staffing plan. 6.4.3.5.2 Repair and Replacement  Outline the Proposer's approach to performing repair and replacement, including major repair and replacement for the Compost Facility.  Discuss what quality assurance and quality control procedures will be used to monitor any and all aspects of the repair and replacement, including major repair and replacement, of the Facility.  Provide a specific, itemized list of all major maintenance, repair and replacement activities that the Proposer plans to perform throughout the life of the Contract for the Facility, and state the FINAL FOR RELEASE 7/1 /14 6-15 dollar amount budgeted and the implementation schedule for each item, activity and piece of equipment. Note that this list, as negotiated, will be incorporated into the Contract so as to assure that proper maintenance, repair and replacement is performed, and that the City is not left with depleted assets requiring a major overhaul when the Contract expires. 6.4.3.5.3 Residuals Management Describe how Residuals will be handled and disposed (Residuals Management Plan). Describe how Residuals will be tested. 6.4.3.5.4 Odor Control Describe the odor control measures proposed by the Proposer (Odor Control Plan) to prevent odors beyond the Site boundary for the Compost Facility. Describe guarantees for odor control (Odor Guarantee) to be made by the Contractor and penalties to be paid for nonperformance (to be incorporated in the Environmental Performance Guarantee). Identify other facilities operated by the Proposer using methods and technologies similar to the proposed Odor Guarantee, as well as their performance record and overall effectiveness in odor reduction. 6.4.3.5.5 Noise Control Describe noise control measures proposed (Noise Control Plan) at the Compost Facility to comply with the City’s Comprehensive Plan and to prevent off-site noise complaints. Describe guarantees for noise control (Noise Guarantee) to be made by the Contractor and penalties to be paid for nonperformance (to be incorporated in the Environmental Performance Guarantee). Identify other facilities operated by the Proposer using similar methods and technologies similar to the proposed Noise Guarantee, as well as their performance record and overall effectiveness in noise reduction. 6.4.3.5.6 Light Impact Mitigation Describe measures to be taken to reduce lighting impacts on the Site and surrounding land uses. 6.4.3.5.7 Fire Prevention Plan FINAL FOR RELEASE 7/1 /14 6-16 Describe measures to be taken to prevent fires, including the maximum amounts of all piles and containers of feadstocks, products, and residuals along with the maximum temperatures of each. They shall also include the monitoring plans and fire suppression systems. 6.4.3.6 Innovations to Address Environmental Impacts Describe the design and operations implemented to sufficiently capture and manage all foul air minimize environmental impacts. 6.4.3.7 Product Marketing Plan Describe the quantities and characteristics of compost products, regulatory, environmental and market hurdles for sale of products, potential markets – the terms, current pricing and future viability and pricing, and contingency plans if products cannot be marketed. Provide copies of any letters of intent to purchase products. 6.4.3.8 Community Relations Plan Describe how the Proposer will develop and maintain professional, responsible, and responsive working relationships with its neighbors, service recipients, the general public, the media, the City, municipal and other government representatives, public sector advisors or consultants, regulatory agencies, and other entities that have relationships with the City. Include an outline of the approach and specific tasks to be implemented to ensure that good relations are developed and maintained with such customers, departments, representatives, advisors, consultants, or agencies such as: (1) periodic communications and meetings with the City and/or their advisory board, regulatory agencies, and the public; (2) monthly progress reports to the City; (3) access to information and site tours for interested public groups; (4) other public outreach activities such as public education on recycling and proper solid waste management; (5) participation in community affairs, as a community member; and (6) how nuisance complaints, such as noise and odor, or other performance issues will be resolved with the community. Describe how the Proposer will assist the City with their public information programs, including, but not limited to, the activities specified in Appendix F. 6.4.3.9 Proposed Project Schedule The Proposer shall provide a detailed project schedule from receipt of Notice to Proceed to the Acceptance Date for commercial Compost Facility operation. Key milestones should be shown on the schedule and critical path items should be identified. FINAL FOR RELEASE 7/1 /14 6-17 6.4.3.10 Additional Technical Information Provide any additional technical information that will assist the City more fully understand the technical approach. 6.4.3.11 Proposal Forms Complete and provide Proposal Form 10 regarding Performance Guarantees. 6.4.4 Section Four: Business Approach A Proposal submitted in response to this RFP must contain a business approach that fully conforms with and satisfies the format and content requirements described herein, and sets forth the Proposer's business terms and price to perform the Services. In evaluating the business approach, the Evaluation Committee will apply the evaluation criteria set forth in Section 5, and Tables 5-1 and 5-2. Accordingly, Proposers are requested to include in their business approach all information necessary to permit the Evaluation Committee to make an informed evaluation under each evaluation criterion. The Proposer shall provide the information necessary for the Evaluation Committee to determine the business merit of the Proposer's business approach. 6.4.4.1 Proposer’s Organization Describe the Proposer’s project organization, identifying the Proposer, the Guarantor and all Participating Firms. Describe the roles of each party, to include project development, permitting, financing, design, construction, operations, product marketing and public outreach. The Proposer shall: 1) describe whether it is a corporation, joint venture, L.L.C., special purpose corporation, or some other entity; 2) identify the Guarantor, if it is a party other than the Proposer; 3) describe, as appropriate, the relationship of the Proposer to its parent company and the Guarantor; and 4) identify if the parent company will also provide the Guarantee, or provide a Guarantee in addition to the Guarantee provided by the Proposer. 6.4.4.2 Conformance to Business and Contractual Terms and Risk Assumed by Proposer The Proposer shall indicate its willingness to enter into the Contract which will be developed based upon the terms and conditions described in Section 3. The Proposer shall indicate its willingness to accept the terms and conditions as stated, or indicate specific provisions to which it takes exception and offer alternative contract language which it would accept. The Proposer shall provide a markup of or comment memorandum as to the Contract Principles (Section 3 of RFP). Proposers shall clearly indicate their FINAL FOR RELEASE 7/1 /14 6-18 acceptance or requested modification of each provision of the Contract Principles. To the extent that any Proposer wishes to add to or modify any such provision, the specific text of the proposed addition or requested modification shall either be clearly marked on the document or appended to the document in clearly typed riders. Proposers shall provide justification for taking exceptions. Any matter of significance to Proposers that is not addressed by the Contract Principles must be raised clearly and separately in the business approach. The Proposer’s response to the Contract Principles will be used in evaluating the advantageousness of the Proposal in the business approach evaluation. In discussing exceptions taken to the Contract Principles, the Proposer shall describe the degree of risk which it is willing to assume and that which it believes the City is better able to assume and to what benefit. 6.4.4.3 Limits on Guarantor Liability, if Any The Proposer shall submit a Guarantor Acknowledgment signed by an officer of its parent or third party Guarantor, if applicable, in the form of Proposal Form 4. The Guarantor will be required to sign a Guaranty Agreement with the City in which it will guarantee all of the financial and performance obligations of the Contractor under the Contract. The Proposer shall clearly state the financial limit, if any, of its Guarantor’s liability under the Guarantee Agreement. The Proposer shall provide a markup of or comment memorandum as to the Form of Guarantee (see Appendix J). The Proposer’s response will be used in evaluating the advantageousness of the Proposal in the Business Proposal Evaluation. 6.4.4.4 Financial Resources and Strength of Proposer/Guarantor For the Proposer, the Guarantor, and Participating Firms, the Proposal shall include completed Proposal Form 11 – Financial Resources Data. In addition, the Proposer, the Guarantor, and all other key Participating Firms shall provide the financial information referenced below. If the Proposer, Guarantor or Participating Firm is not a public company, it can provide independently audited financial statements and may request that the information be treated confidentially by the City. If the Proposer, Guarantor or Participating Firm has been in existence less than the three years indicated on Proposal Form 11 – Financial Resources Data, the information shall be provided for the period of its existence: 1. Evidence of the ability of the Proposer(s) (e.g., letters from surety licensed to conduct business in California) to provide the required payment and performance bond in an amount equal to the estimated FINAL FOR RELEASE 7/1 /14 6-19 cost for Facility construction, an operations bond in the amount of the estimated annual cost of the Facility operation and maintenance, financial assurance regarding Facility removal and restoration of the Landfill Site, and a letter of credit as specified in Section 3 of this RFP; 2. Annual audited financial statements (annual report) for the most recent fiscal year, prepared in accordance with Generally Accepted Accounting Practices, and all relevant notes; 3. Description of any material adverse changes in financial position within the past three years; any material changes in the mode of conducting business; and any bankruptcy proceedings, mergers, acquisitions, takeovers, joint ventures, and/or divestitures within the past three years. In addition, provide a clear and definitive statement of whether or not the Proposer, and any predecessor organization and/or Guarantor has declared bankruptcy within the last three years; 4. Description of the financial impact of any past or pending legal proceedings and judgments that could materially affect the Proposer’s financial position or ability to provide services to the City; 5. The prospectus or offering statement for any security or equity offering by the Proposer in the past three years; 6. A statement of contingent liabilities, financial commitments, contractual commitments, and/or guarantees to other projects that will affect the Proposers and the Guarantor’s ability to meet its obligations to the City; 7. An enumeration of all liabilities for similar projects (such as guaranties or letters of credit), and a list of equity contributions due to, but not yet disbursed to, any similar project; and 8. Any additional information which the Proposer believes is appropriate to fully reflect the financial strength of the Proposer. All information shall be provided in the English language, and all financial information shall be expressed in U.S. dollars, with identification of the currency exchange rate assumed. If the audited financial statements and other information of the Proposer, Guarantor and Participating Firms are not in the English language, then a certified English translation shall be provided (including numeric conversion of amounts into U.S. dollars). Under a joint venture or other partnership arrangement, all of the above information shall be provided for all parties to the arrangement. The Proposer shall provide binding letters from each party in the joint venture or other partnership arrangement stating its role and its willingness to meet the requirements of this RFP and any contract that will be executed. The partners shall be jointly and severally liable to meet the Proposer's obligations. FINAL FOR RELEASE 7/1 /14 6-20 6.4.4.5 Experience as Guarantor The Proposer and Guarantor shall describe its experience in providing guarantees for projects, including any such role for each of the Reference Projects. Describe if there was a limit of the Guarantor’s liability, and if so, what it was. Describe if the Guarantor has been asked to step up to perform for any such contract. 6.4.4.6 Reserved 6.4.4.7 Additional Business Information – Use of Local Labor, Goods and Services The Proposer is to describe the use of local labor, goods and services during Compost Facility construction and operation, including efforts to be made to meet labor needs from local and regional labor pools. Efforts to utilize local and regional labor, goods and services during operations should be described. In addition, describe use of materials, goods, equipment, products and services originating in or manufactured in the United States. 6.4.4.8 Proposal Forms – General Proposal Form 11, Financial Resources Data, is to be completed and provided. 6.5 Volume II: Pricing Proposal Forms Appendix B of this RFP provides Pricing Proposal Forms (PPFs), as follows: Part 1 – Compost Facility Pricing Proposal Forms Part 2 – Other pricing forms In completing the Pricing Proposal Forms, Proposers should note: 1. Proposers must complete all Pricing Proposal Forms included in Parts 1 and 2 for the Base Case Proposal (Yard Trimmings and Residential Food Scraps) and required Alternative Proposal (Yard Trimmings only). 2. With respect to proposed per ton tipping fees, for Proposal evaluation purposes the City will escalate the tipping fees by the assumed annual escalation rate of 2.50% (see RFP Section 5) from the date of Proposal submission to the Acceptance Date (to establish a “Year 1” price), then will escalate the tipping fees each year of the proposed operating period by 2.5% in order to conduct a net present value analysis (see RFP Section 5). FINAL FOR RELEASE 7/1 /14 6-21 3. The City expects that the Proposer will include in its business approach (Volume I, Section Four) any comments, exceptions or requested modifications regarding the Contract Principles, and shall assume that the Proposer’s pricing in Volume II is based on the Contract Principles, as the Proposer may request to modify. The Proposer shall enumerate the cost impacts of any Contract Principles to which it takes exception and/or offers amendments, alternatives or modifications. Each Pricing Proposal Form must be signed by the party so designated on the form. 4. As stated in Section 5.1 of this RFP, the costs to be incurred by the City in the preparation of the Site , if required by the Proposer , will be calculated and included by the City in the comparative analysis of price Proposals. Proposers are not to include such costs in their Pricing Proposal Forms. 5. In addition to the Proposals provided for on the Pricing Proposal Forms as described above, Proposers may also offer additional alternative Compost Facility Proposals. If such Proposals are offered, Proposers should complete the appropriate Pricing Proposal Forms (for example, PPF 1.1 First Year $/Ton), clearly noting on the form that the prices are for Yard Trimmings and Residential Food Scraps together, or and Yard Trimmings only. Proposers are reminded that Volume II: Price and Pricing Proposal Forms shall be submitted with the Proposal Volume I, but in a separate, sealed, opaque envelope or package. Price and related cost information must not be included in Volume I. End of Section 6 FINAL FOR RELEASE 7/1 /14 APPENDICES Appendix A: Proposal Forms Appendix B: Pricing Proposal Forms Appendix C: Site Information Appendix D: Reserved for Future Use Appendix E: Quantity of Yard Trimmings Appendix F: Compost Facility Requirements Appendix G: Preliminary CEQA Checklist Appendix H: Reserved for Future Use Appendix I: Lease Form FINAL FOR RELEASE 7/1/14 APPENDIX A PROPOSAL FORMS Proposal Form 1: Proposal Transmittal Letter Proposal Form 1A: Acknowledgement of Conflicts of Interest and Lobbying Prohibition Proposal Form 2: Certificate of Authorization Proposal Form 3: Reserved Proposal Form 4: Guarantor Acknowledgement Proposal Form 5: Surety Letter of Intent Proposal Form 6: Insurance Company Letter of Intent Proposal Form 7: Participating Firms Proposal Form 8: Participating Firm Information Proposal Form 9: Disclosure Proposal Form 10: Facility Performance Guarantees Proposal Form 11: Financial Resources Data FINAL FOR RELEASE 7/1/14 Page 1 of 4 PROPOSAL FORM 1 PROPOSAL TRANSMITTAL LETTER (To be typed on Proposer's Letterhead) City of Palo Alto 250 Hamilton Ave. Mezzanine Palo Alto, CA 94301 Attn: Ms. Michelle Nolen Dear Ms. Nolen: (the "Proposer") hereby submits its proposal (the "Proposal") in response to the Request Proposals for Professional Services for Compost Facility, issued by the City of Palo Alto, California, July 2014. As a duly authorized representative of the Proposer, I hereby certify, represent and warrant as follows in connection with the Proposal: 1. The Proposer acknowledges receipt of the RFP and the following addenda: No. Date 2. The submittal of the Proposal has been duly authorized by, and in all respects is binding upon, the Proposer. Proposal Form 2 is a Certificate of Authorization which evidences my authority to submit the Proposal and bind the Proposer. 3. The Proposer's obligations under this Contract will be guaranteed absolutely and unconditionally by , as evidenced by the Guarantor's acknowledgment certificate submitted as Proposal Form 4. 4. The Performance Bonds as required by this RFP as security for performance of the Contract will be provided by , a surety licensed to conduct business in California, as evidenced by such surety’s letter of intent submitted as Proposal Form 5. 5. The insurance coverage required by this RFP will be provided or brokered by ___________, as evidenced by such firm's letter of intent submitted as Proposal Form 6. 6. All firms that will be significant participants in providing services under the Proposal (the "Participating Firms") are identified in Proposal Form 7. PROPOSAL FORM 1 (CONT.) FINAL FOR RELEASE 7/1/14 Page 2 of 4 7. The Proposer, the Guarantor and each other Participating Firm have submitted certain information required by this RFP by completing Proposal Form 8. To the best knowledge of the Proposer, all such information is correct and complete. 8. All information and statements contained in the Proposal are current, correct and complete, and are made with full knowledge that the City will rely on such information and statements in selecting the Preferred Proposer and executing the Contract. 9. The Proposal has been prepared and is submitted without collusion, fraud or any other action taken in restraint of free and open completion for the services contemplated by this RFP. 10. The Proposer has reviewed the requirements of this RFP regarding conflicts of interest and lobbying prohibition, as evidenced by submittal of Proposal Form 1A. 11. Neither the Proposer, the Guarantor nor any Participating Firm is currently suspended or debarred from doing business with any governmental entity. 12. The Proposer has reviewed all of the engagements and pending engagements of the Proposer and the Guarantor, and represents that no potential exists for any conflict of interest or unfair advantage. 13. No person or selling agency has been employed or retained to solicit the award of the Contract under an arrangement for a commission, percentage, brokerage or contingency fee or on any other success fee basis, except bona fide employees of the Proposer or the Guarantor. 14. The individuals who will be the Proposer's key technical and business negotiators are set forth below: Name Title Address Phone _____________ _____________ ______________________ _____________ _____________ _____________ ______________________ _____________ _____________ _____________ ______________________ _____________ _____________ _____________ ______________________ _____________ 15. The contact person who will serve as the interface between the City and the Proposer is: NAME: TITLE: PROPOSAL FORM 1 (CONT.)FINAL FOR RELEASE 7/1/14 Page 3 of 4 ADDRESS: PHONE: FAX: E-MAIL: 16.The Proposer has carefully examined all documents comprising this RFP and the addenda thereto and, being familiar with the work and the conditions affecting the work contemplated by this RFP and such addenda, offers to furnish all plant, labor, materials, supplies, equipment, facilities and services which are necessary, proper or incidental to carry out such work as required by and in strict accordance with this RFP and the Proposal, all for the prices and terms set forth in the Pricing Proposal Forms. 17. The Proposer has reviewed and understands the requirements of this RFP (including the Performance Guarantees and the Contract Principles) and all addenda thereto and, if selected as the Preferred Proposer, agrees to negotiate in good faith to enter into a Contract which reflects all substantive terms and conditions of this RFP and the Proposal. Name of Proposer Name of Designated Signatory Signature Title Date PROPOSAL FORM 1 (CONT.)FINAL FOR RELEASE 7/1/14 Page 4 of 4 (Notary Public) State of County of On this ___________ day of _______________, 2014, before me appeared _______________, personally known to me to be the person described in and who executed this Proposal, including the Proposal Transmittal Letter, and acknowledged that (she/he) signed the same freely and voluntarily for the uses and purposes therein described. In witness thereof, I have hereunto set my hand and affixed my official seal the day and year last written above. ____________________________________________ Notary Public in and for the State of ________________ (seal) ____________________________________________ (Name printed) Residing at _____________________________________ My commission expires ______________________ FINAL FOR RELEASE 7/1/14 Page 1 of 1 PROPOSAL FORM 1A ACKNOWLEDGEMENT OF CONFLICTS OF INTEREST AND LOBBYING PROHIBITION As a duly authorized representative of the Proposer, I hereby certify, represent and warrant review of and compliance with the following requirements regarding conflicts of interest and lobbying prohibition: The proposed project is an important public project subject to significant political and public scrutiny. Transparency in the selection of the Contractor for this important public project is essential. In view of the potential conflicts of interest pursuant to California Government Code §1090 et seq., the inherent potential for lobbying and undue influence, and the need to preserve and protect confidential and trade secret information submitted in connection with the proposals for the RFP, it is imperative that the RFP process be managed through a centrally managed communication process. Consequently, all communications from vendors and Proposers shall only be directed to the designated project point of contact or the City’s designated representatives. The designated representative for purposes of all communication from vendors and Proposers shall be the Contact Person identified in Section 4.2.3. Name of Proposer Name of Designated Signatory Signature Title Date FINAL FOR RELEASE 7/1/14 Page 1 of 1 PROPOSAL FORM 2 CERTIFICATE OF AUTHORIZATION* I, ____________________, a resident of _____________________ in the State of ______________________, DO HEREBY CERTIFY that I am the Clerk/Secretary of _________________________________, a corporation duly organized and existing under and by virtue of the laws of the State of _______________________; that I have custody of the records of the corporation; and that as of the date of this certification, ___________________ holds the title of ___________________ of the corporation, and is authorized to execute and deliver in the name and on behalf of the corporation the Proposal submitted by the corporation in response to the to the Request for Proposals for Professional Services for a Compost Facility, issued by the City of Palo Alto, California, July 2014, and all documents, letters, certificates and other instruments which have been executed by such officer on behalf of the corporation in connection therewith. IN WITNESS WHEREOF, I have hereunto set my hand and affixed the corporate seal of the corporation this ____________________ day of __________, 2014. (Affix Seal Here) ____________________________________ Clerk/Secretary *Note: Separate certifications shall be submitted if more than one corporate officer has executed documents as part of the Proposal. FINAL FOR RELEASE 7/1/14 Page 1 of 2 FINAL FOR RELEASE 7/1/14 Page 1 of 1 PROPOSAL FORM 4 GUARANTOR ACKNOWLEDGEMENT (to be typed on Guarantor's Letterhead) (the "Proposer") has submitted herewith a Proposal in response to the Request for Proposals for Professional Services for a Compost Facility , issued by the City of Palo Alto, California, July 2014. The Guarantor has reviewed the Proposer's Proposal which will form the basis of the Contract. The Guarantor hereby certifies that it will guarantee the performance of all of the obligations of the Proposer set forth in the Proposal in the event the Proposer is selected for final negotiations and execution of the Contract, and that it will execute a separate Guaranty Agreement substantially in the form described in Appendix J. Name of Guarantor Name of Authorized Signatory Signature Title Date FINAL FOR RELEASE 7/1/14 Page 1 of 1 PROPOSAL FORM 5 SURETY LETTER OF INTENT (to be typed on Surety’s Letterhead) City of Palo Alto 250 Hamilton Ave. Mezzanine Palo Alto, CA 94301 Attn: Ms. Michelle Nolen Dear Mr. Montenero: ________________ (the "Proposer") has submitted herewith a Proposal in response to the Request for Proposals for Professional Services for a Compost Facility , issued by the City of Palo Alto, California, July 2014. Surety hereby certifies that in the event that Proposer is awarded the Contract it intends to provide bond(s) in amounts required in this RFP for construction and for operation of the Compost Facility, whichever is proposed. In addition, it intends to provide bonds in the amounts required in this RFP for removal of the Compost Facility from the Site and restoration of the Site to a reasonably equivalent condition as existed prior to start of construction of the Compost Facility. [Proposer may provide an alternate form of financial security for Facility removal/Potential Site restoration; see RFP Section 3.10.6]. Name of Surety Name of Authorized Signatory Signature Title Date In the event that individual Sureties are proposed for the separate construction and operations Performance Bonds, and for financial security for the Compost Facility removal and restoration of the Site, individual letters shall be provided by each such Surety. (Authority of Surety(s) to execute bonds to be inserted here or attached hereto). FINAL FOR RELEASE 7/1/14 Page 1 of 1 PROPOSAL FORM 6 INSURANCE COMPANY LETTER OF INTENT (to be typed on Insurance Company's Letterhead) City of Palo Alto 250 Hamilton Ave. Mezzanine Palo Alto, CA 94301 Attn: Ms. Nolen Dear Ms. Nolen: ________________ (the "Proposer") has submitted herewith a Proposal in response to the Request for Proposals for Professional Services for aCompost Facility, issued by the City of Palo Alto, California, July 2014. The Insurance Company hereby certifies that it is duly authorized to conduct business in California and intends to provide all required insurance set forth in this RFP in the event the Proposer is awarded the Contract. Name of Insurance Company Name of Authorized Signatory Signature Title Date FINAL FOR RELEASE 7/1/14 Page 1 of 2 PROPOSAL FORM 7 PARTICIPATING FIRMS All firms that will be significant participants in providing services pursuant to the Proposal (the "Participating Firms") are identified below. For the Compost Facility, such firms shall include, as applicable (1) the Proposer; (2) the Guarantor, (3) the new company, if any, to be formed for the sole purpose of executing and performing the Contract; (4) the firm that will prepare CEQA documentation and permit the Compost Facility, (5) the party providing financing, (6) the firm that will design the Compost Facility; (7) the firm that will construct the Compost Facility; (8) the firm that will operate the Compost Facility; (9) the firm that will market products, and (10) any other significant participant. (1) ______________________________________________ (2) ______________________________________________ (3) ______________________________________________ (4) ______________________________________________ (5) ______________________________________________ (6) ______________________________________________ (7) ______________________________________________ (8) ______________________________________________ (9) ______________________________________________ (10) _____________________________________________ Include a summary of the services and responsibilities of each Participating Firm, limited to one page or less in length for each firm. Name of Proposer PROPOSAL FORM 7 (CONT.)FINAL FOR RELEASE 7/1/14 Page 2 of 2 Name of Designated Signatory Signature Title Date FINAL FOR RELEASE 7/1/14 Page 1 of 3 PROPOSAL FORM 8 PARTICIPATING FIRM INFORMATION This Proposal Form shall be completed separately for the Proposer, the Guarantor and each other Participating Firm. 1. Name in Full of Participating Firm: ___________________________________________________________________ Principal Business Address: ___________________________________________________________________ 2. Principal Contact Person(s), and phone, fax and E-mail contact information: ___________________________________________________________________ ___________________________________________________________________ 3. Form of Business Concern: (Corporation, Partnership, Joint Venture, Other): ___________________________________________________________________ ___________________________________________________________________ 4. State in which organized, and date of organization: ___________________________________________________________________ 5. If a partnership, give names of partners; if a corporation, give names of officers with authority to sign in name of corporation (or identify the location in any pre-printed materials submitted with the Proposal where such officers are identified): NAME TITLE ADDRESS PROPOSAL FORM 8 (CONT.)FINAL FOR RELEASE 7/1/14 Page 2 of 3 6.All information and statements contained in the Proposal made by or concerning the Participating Firm are current, correct and complete, and are made with full knowledge that the City will rely on such information and statements in selecting the Preferred Proposer and executing the Contract. 7. The Participating Firm is committed to performing the services and undertaking the responsibilities which the Proposer has described as to be performed by the Participating Firm on Proposal Form 7. 8. To the best knowledge of the Participating Firm, the Proposal has been prepared and is submitted without collusion, fraud or any other action taken in restraint of free and open competition for services contemplated by this RFP. 9. The Participating Firm is not currently suspended or debarred from doing business with any governmental entity. 10. The Participating Firm has reviewed all of its engagements and pending engagements, and no potential exists for any conflict of interest or unfair advantage. 11. To the best knowledge of the Participating Firm, no person or selling agency has been employed or retained to solicit the award of the Contract under an arrangement for a commission, percentage, brokerage or contingency fee or on any other success fee basis, except bona fide employees of the Proposer or the Guarantor. 12. The Participating Firm is authorized to do business in the State of California 13. The Participating Firm has filed all State of California and federal tax returns and paid all other taxes required by law. California Taxpayer Identification Number: ________________________ Federal Taxpayer Identification Number:________________________ 14. The Participating Firm is duly organized and validly existing in good standing and is duly qualified to transact business in each and every jurisdiction where such qualification is required to enable the Participating Firm to perform is obligations contemplated by the Proposal. 15. The performance of all obligations of the Participating Firm contemplated by the Proposal has been authorized by all required action of the Proposer, including any action required by any charter, by-laws, and partnership agreement, as the case may be, and any Applicable Laws which regulate the conduct of the Participating Firm's affairs. PROPOSAL FORM 8 (CONT.)FINAL FOR RELEASE 7/1/14 Page 3 of 3 16. The performance of all obligations of the Participating Firm contemplated by the Proposal does not conflict with and will not constitute a breach of or event of default under any charter, by-laws or partnership agreement, as the case may be, of the Participating Firm or any agreement, indenture, mortgage, contract or instrument to which the Participating Firm is a party or by which it is bound. 17.There is no action, suit or proceeding, at law or in equity, before or by any court or similar governmental body against the Participating Firm wherein an unfavorable decision, ruling or finding would materially adversely affect the performance by the Participating Firm of its obligations hereunder or the other transactions contemplated by the Proposal, or which, in any way, would materially adversely affect the validity or enforceability of the obligations proposed to be undertaken by the Participating Firm, or any agreement or instrument entered into by the Participating Firm in connection with the transaction contemplated hereby. 18. No corporation, partnership, individual or association, officer, director, employee, manager, parent, subsidiary, affiliate or principal shareholder of the Participating Firm has been adjudicated to be in violation of any State of California, State or Federal environmental law, or charged with or convicted of bribery, fraud, collusion, or any violation of any State of California, State or Federal anti-trust or similar statute within the preceding five years, or previously adjudged in contempt of any court order enforcing such laws. 19. The Participating Firm acknowledges and agrees that neither the City nor any of its affiliates, employees, agents, consultants, attorneys, representatives or contractors makes any representation or warranty as to the accuracy or reliability of any information or statements contained in this RFP, and releases and discharges the City and each such person from any and all claims which it has or may have arising out of any such information or statements. ______________________________ Name of Participating Firm ______________________________ Name of Authorized Signatory ______________________________ Signature ______________________________ Title _____________________________ Date FINAL FOR RELEASE 7/1/14 Page 1 of 1 PROPOSAL FORM 9 DISCLOSURE City of Palo Alto 250 Hamilton Ave. Mezzanine Palo Alto, CA 94301 Attn: Ms. Michelle Nolen Re: Disclosure Dear Ms. Nolen: Neither ____[Proposer]_____ nor its officers, principals, stockholders and affiliates are debarred by the State of California, which would prevent the company from entering into a contract with the City. In addition, neither __[Proposer]__ nor its officers, principals, stockholders and affiliates are debarred by any state in the United States or its political subdivisions from entering into contracts with such government entity. Furthermore, __[Proposer]__ will not use any contractors or subcontractors who are so debarred. _____________________________ Name of Proposer _____________________________ Name of Designated Signatory _____________________________ Signature _____________________________ Title _____________________________ Date FINAL FOR RELEASE 7/1/14 Page 1 of 3 PROPOSAL FORM 10 COMPOST FACILITY PERFORMANCE GUARANTEES Feedstock Throughput Guarantee (Rated Capacity) The Contractor and Guarantor guarantee that the Compost Facility shall be capable of processing [_____] TPD of Acceptable Feedstock (Rated Capacity). Availability Guarantee The Contractor and Guarantor guarantee that the percentage of Rated Capacity of the Compost Facility available during any Contract Year shall be at least [__] % [SHALL BE NO LESS THAN 85%]. Annual Feedstock Throughput Guarantee The Contractor and Guarantor guarantee that at the Availability Guarantee the Compost Facility shall process [__] tons of Acceptable Feedstock per year. [PROPOSER TO COMPLETE AS APPROPRIATE FOR PROPOSED TECHNOLOGY]. Environmental Performance Guarantee The Contractor and Guarantor guarantee that the Compost Facility will be operated and maintained in compliance with Applicable Law and all Environmental Performance Requirements included in the Contract. The Environmental Performance Guarantee shall include noise, odor and other environmental performance requirements as specified in this RFP Scheduled Acceptance Date Guarantee The Contractor and Guarantor guarantee the successful completion and Acceptance of the Compost Facility by the Acceptance Date of [___________]. [PROPOSER TO IDENTIFY PROPOSED ACCEPTANCE DATE. ACCEPTANCE DATE TO BE BASED ON SCHEDULE TO OBTAIN CEQA APPROVAL, PERMIT, DESIGN AND CONSTRUCT THE COMPOST FACILITY AS PROVIDED BY PROPOSER AND AGREED TO BY THE CITY, BUT SHALL BE NO LATER THAN JANUARY 1, 2018.] Service Fee Prices The Contractor and Guarantor shall guarantee the Prices as provided in its Proposal. _________________________________ Name of Proposer PROPOSAL FORM 10 (CONT.)FINAL FOR RELEASE 7/1/14 Page 2 of 3 _________________________________ Name of Authorized Signatory _________________________________ Signature _________________________________ Date FINAL FOR RELEASE 7/1/14 Page 1 of 2 PROPOSAL FORM 11 FINANCIAL RESOURCES DATA (To be completed for Proposer, Guarantor and Major Participating Firms*) Name of company completing form Name of individual completing form Signature 1. Bond/Debt Information Current bond ratings on two most recent senior debt issues, if applicable. Issue Description Moody’s Rating S&P’s Rating Issue 1 Issue 2 2. Financial Indicators Please complete the following table. Fiscal Year End: 1 2 3 2011 2012 2013 A. Total Revenues $ $ $ B. Net Income $ $ $ C. Total Assets $ $ $ D. Current Assets $ $ $ E. Total Liabilities $ $ $ F. Current Liabilities $ $ $ G. Equity (C-E) $ $ $ * Major Participating Firms include those whose participation amounts for 15% or more of the Construction Cost or the Annual Operations and Maintenance Cost. PROPOSAL FORM 11 (CONT.)FINAL FOR RELEASE 7/1/14 Page 2 of 2 Using the information provided in the table, calculate: A. Revenue Growth Percentages. 2012: (A2-A1)/A1 % 2013: (A3-A2)/A2 % B. Profitability Percentages. Return on Revenue 2011: B1/A1 % 2012: B2/A2 % 2013: B3/A3 % Return on Assets 2011: B1/C1 % 2012: B2/C2 % 2013: B3/C3 % C. Net Worth 2011: C1-E1 $ 2012: C2-E2 $ 2013: C3-E3 $ D. Liquidity Ratio 2011: D1/F1 2012: D2/F2 2013: D3/F3 FINAL FOR RELEASE 7/1/14 APPENDIX B PRICING PROPOSAL FORMS Appendix B provides Pricing Proposal Forms (PPFs), as follows: Part 1 – Composting Facility Pricing Proposal Forms Part 2 – Other Pricing Proposal Forms In completing the Pricing Proposal Forms, Proposers should note: 1. Proposers for the Composting Facility must complete all Pricing Proposal Forms included in Parts 1 and 2 for the Base Case Proposal (Yard Trimmings and Residential Food Scraps) and required Alternative Proposal (Yard Trimmings only) 2. With respect to proposed per ton tipping fees, for Proposal evaluation purposes the City will escalate the tipping fees by the assumed annual escalation rate of 2.50% (see RFP Section 5) from the date of Proposal submission to the Commercial Operation Date (to establish a “Year 1” price), then will escalate the tipping fees each year of the proposed operating period by 2.5% in order to conduct a net present value analysis (see RFP Section 5). 3. Pricing must take into account payments to the City for the Site Lease Payments commencing with project financing. 4. The City expects that the Proposer will include in its Business Approach (Volume I Section Four) any comments, exceptions or requested modifications regarding the Contract Principles, and shall assume that the Proposer’s pricing in Volume I, Section Two is based on the Contract Principles, as the Proposer may request to modify. The Proposer shall enumerate the cost impacts of any Contract Principles to which it takes exception and/or offers amendments, alternatives or modifications. Each Pricing Proposal Form must be signed by the party so designated on the form. 5. As stated in Section 2.1 of this RFP, the costs to be incurred by the City in the preparation of the Site, if required by the Proposer , will be calculated and included by the City in the comparative analysis of price Proposals. Proposers are not to include such costs in their Pricing Proposal Forms. 6.In addition to the Proposals provided for on the Pricing Proposal Forms as described above, Proposers may also offer additional alternative Compost Facility Proposals as identified in Section 1.6 of the RFP. If such Proposals are offered, Proposers should complete the appropriate Pricing Proposal Forms (for example, PPF 1.1 First Year $/Ton), clearly noting on the form that the prices are for the specific Alternative Proposal. Proposers are reminded that Volume II: Price and Pricing Proposal Forms shall be submitted with the other Proposal Volumes, but in a separate, sealed, opaque envelope or package. Price and related cost information must not be included in Volume I. FINAL FOR RELEASE 7/1/14 APPENDIX B – PART 1 COMPOST FACILITY PRICING PROPOSAL FORMS FINAL FOR RELEASE 7/1/14 Page 1 of 2 PRICING PROPOSAL FORM 1.1 COMPOST FACILITY BASE CASE $/TON PRICES FOR SERVICES YARD TRIMMINGS AND RESIDENTAIL FOOD SCRAPS The undersigned hereby proposes to furnish the City with Acceptable Feedstock management services (the “Services”) in accordance with the RFP dated July 2014 and the undersigned’s Proposal dated ______ __, 2014, for the prices presented below. Guaranteed Fixed Prices, expressed in 2014 dollars*: Fee Proposed Price $/Ton Commingled Yard Trimmings and Residential Food Scraps Tipping Fee *Note: For the purposes of Proposal evaluation, the guaranteed prices proposed on this form will be adjusted by the assumed annual inflation rate of 2.50% (see Section 5) up to the Commercial Operation Date to establish Year 1 prices. Then the prices will be adjusted by the assumed annual inflation rate of 2.50% for each year of the proposed operating period. ______________________________ Authorized Signature ______________________________ Company ______________________________ Date FINAL FOR RELEASE 7/1/14 Page 1 of 2 PRICING PROPOSAL FORM 1.2 COMPOST FACILITY $/TON PRICES FOR SERVICES YARD TRIMMINGS ONLY The undersigned hereby proposes to furnish the City with Acceptable Feedstock management services (the “Services”) in accordance with the RFP dated July 2014 and the undersigned’s Proposal dated ______ __, 2014, for the prices presented below. Guaranteed Fixed Prices, expressed in 2014 dollars*: Fee Proposed Price ($/Ton) Yard Trimmings Tipping Fee *Note: For the purposes of Proposal evaluation, the guaranteed prices proposed on this form will be adjusted by the assumed annual inflation rate of 2.50% (see Section 5) up to the Commercial Operation Date to establish Year 1 prices. Then the prices will be adjusted by the assumed annual inflation rate of 2.50% for each year of the proposed operating period. ______________________________ Authorized Signature ______________________________ Company ______________________________ Date FINAL FOR RELEASE 7/1/14 Page 1 of 2 PRICING PROPOSAL FORM 1.3 ESTIMATED COMPOST FACILITY DEVELOPMENT COST FOOD SCRAPS AND YARD TRIMMINGS Estimated Compost Facility Development Cost The Estimated Compost Facility Development Cost, expressed in 2014 dollars, is as follows: Component Cost CEQA, Permitting Design Construction a) Site Improvements and Preparation b) Buildings c) Foundations d) Pre-Processing Equipment e) Processing Equipment (list major systems separately): 1. 2. 3. 4. Other f) Product Handling Equipment g) Residue Handling Equipment h) Air Pollution Control Equipment i) Odor Control Equipment j) Control and Monitoring Equipment k) Vehicles l) Other (include post processing equipment and other items not included above) Start-Up and Acceptance Other Contractor Costs (please describe) b) Other FINAL FOR RELEASE 7/1/14 Page 2 of 2 PRICING PROPOSAL FORM 1.3 (CONT.) Component Cost Contingency Total Estimated Cost ___________________________ Authorized Signature ______________________________ Company ______________________________ Date FINAL FOR RELEASE 7/1/14 Page 1 of 2 PRICING PROPOSAL FORM 1.4 ESTIMATED COMPOST FACILITY DEVELOPMENT COST YARD TRIMMINGS ONLY Estimated Compost Facility Development Cost The Estimated Compost Facility Development Cost, expressed in 2014 dollars, is as follows: Component Cost CEQA and Permitting Design Construction a) Site Improvements and Preparation b) Buildings c) Foundations d) Pre-Processing Equipment e) Processing Equipment (list major systems separately): 1. 2. 3. 4. Other f) Product Handling Equipment g) Residue Handling Equipment h) Air Pollution Control Equipment i) Odor Control Equipment j) Control and Monitoring Equipment k) Vehicles l) Other (include any post processing equipment and other items not included above) Start-Up and Acceptance Other Contractor Costs (please describe) b) Other FINAL FOR RELEASE 7/1/14 Page 2 of 2 PRICING PROPOSAL FORM 1.4 (CONT.) Component Cost Contingency Total Estimated Cost ___________________________ Authorized Signature ______________________________ Company ______________________________ Date FINAL FOR RELEASE 7/1/14 Page 1 of 2 PRICING PROPOSAL FORM 1.5 ESTIMATED OPERATING & MAINTENANCE COSTS COMPOST FACILITY, FOOD SCRAPS AND YARD TRIMMINGS Estimated Annual O&M Cost for Compost Facility The following presents the Estimated Annual O&M Costs, expressed in 2014 dollars: Cost Component Annual Cost ($/Year) Labor Utilities Chemicals Fuel Supplies Laboratory & Other Contract Services Residuals Transportation & Disposal Insurance Routine Maintenance & Repair Capital Repair & Replacement Annual Site Rent Payment ($1 per acre per year) Other Costs (please describe) Contingency Total Estimated O&M Cost Guaranteed Utility Consumption The following presents the Proposer’s estimated annual consumption of City-provided utilities: Water consumption: _______ MGY Wastewater generation: _____ MGY Power Consumption: _______ kWh/year Natural Gas Consumption: __________ MMBtu/year FINAL FOR RELEASE 7/1/14 Page 2 of 2 PRICING PROPOSAL FORM 1.5 (CONT.) ______________________________ Authorized Signature ______________________________ Company ______________________________ Date FINAL FOR RELEASE 7/1/14 Page 1 of 2 PRICING PROPOSAL FORM 1.6 ESTIMATED OPERATING & MAINTENANCE COSTS COMPOST FACILITY, YARD TRIMMINGS ONLY Estimated Annual O&M Cost for Compost Facility The following presents the Estimated Annual O&M Costs, expressed in 2014 dollars: Cost Component Annual Cost ($/Year) Labor Utilities Chemicals Fuel Supplies Laboratory & Other Contract Services Residuals Transportation & Disposal Insurance Routine Maintenance & Repair Capital Repair & Replacement Annual Site Rent Payment ($1 per acre per year) Other Costs (please describe) Contingency Total Estimated O&M Cost Guaranteed Utility Consumption The following presents the Proposer’s estimated annual consumption of City-provided utilities: Water consumption: _______ MGY Wastewater generation: _____ MGY Power Consumption: _______ kWh/year Natural Gas Consumption: _____ MMBtu/year FINAL FOR RELEASE 7/1/14 Page 2 of 2 PRICING PROPOSAL FORM 1.6 (CONT.) _________________ Authorized Signature ______________________________ Company ______________________________ Date FINAL FOR RELEASE 7/1/14 FINAL FOR RELEASE 7/1/14 APPENDIX B – PART 2 OTHER PRICING PROPOSAL FORMS FINAL FOR RELEASE 7/1/14 Page 1 of 1 PRICING PROPOSAL FORM 2.1 ESTIMATED ANNUAL PRODUCT REVENUES – 2014 (ALL PROPOSALS) Products & Materials for Sale Material Percent of Incoming Feedstock Annual Quantity (Tons) Sale Price per Ton Transportation Cost per Ton Annual Revenues (Net of Transportation) ______________________________ Authorized Signature ______________________________ Company ______________________________ Date FINAL FOR RELEASE 7/1/14 Page 1 of 1 FINAL FOR RELEASE 7/1/14 Page 1 of 1 FINAL FOR RELEASE 7/1/14 C-1 APPENDIX C SITE INFORMATION Figures Figure 1: Vicinity Map Figure 2: Access Route Figure 3: Location of Landfill Maintenance Facility on Measure E Site Figure 4: Utility Map Figure 5: Revised Final Cover Grading Plan, 3.8-acre Development Area FINAL FOR RELEASE 7/1/14 C-2 Figure 1. Vicinity Map Wind direction at Palo Alto Airport (ID24937, NCDC); measured www.arb.ca.gov, Appendix F Wind Roses and Statistics for Surface Meteorological Stations BYXBEE PARK PALO ALTO GOLF COURSE PALO ALTO AIRPORT DUCK POND BAYLANDS NATURE CENTER REGIONAL WATER QUALITY CONTROL PLANT MUNICIPAL SERVICES CENTER FORMER YACHT HARBOR EMILY RENZEL MARSH MAYFIELD SLOUGH H I G H W A Y 1 0 1 EMB A R C A D E R O R O A D FLOOD BASIN E M B A R C A D E R O W A Y MEASURE E SITE (10-ACRE) N Vicinity Map Measure E Site and Surroundings Palo Alto, CA FINAL FOR RELEASE 7/1/14 C-3 Figure 2. Access Route Access Route Measure E Site Palo Alto, CA DRAWING 6/13/14 Feet 1:3600 4002000100 NORTH FINAL FOR RELEASE 7/1/14 C-4 Figure 3. Location of Landfill Maintenance Facility on Measure E Site FINAL FOR RELEASE 7/1/14 C-5 Figure 4: Utility Map Utility Map Measure E Site Palo Alto, CA Feet 1:768 10050025 FINAL FOR RELEASE 7/1/14 C-6 Figure 5. Revised Final Cover Grading Plan for 3.8-Acre Development Area FINAL FOR RELEASE 7/1/14 APPENDIX D RESERVED FOR FUTURE USE FINAL FOR RELEASE 7/1/14 E-1 APPENDIX E QUANTITY OF YARD TRIMMINGS Table 1: Palo Alto 2013 Yard Trimmings Collection FINAL FOR RELEASE 7/1/14 E-2 Table 1 Palo Alto 2013 Yard Trimmings  2013  Jan Feb Mar Apr May June July Aug Sept Oct Nov Dec Total  Residential Yard Trimmings 996  625  745  1,160  1,048  767  860  869  873  969  1,251  988  11,150   City of Palo Alto Crews 167  51  65  185  134  108  116  141  132  150  227  249  1,725   Total received at SMaRT 1,163  676  810  1,345  1,182  875  976  1,011  1,005  1,119  1,478  1,236  12,876   All quantities in tons FINAL FOR RELEASE 7/1/14 F-1 APPENDIX F COMPOST FACILITY REQUIREMENTS This Appendix establishes the scope of services and design requirements for the project General Compost Facility Description The Compost Facility shall utilize Aerobic composting methods to process Acceptable Feedstock into marketable products (compost or other marketable products) to achieve significant diversion from landfill disposal. The Compost Facility shall include any necessary preprocessing to remove and recover recyclables and other materials and to prepare the Acceptable Feedstock for composting, and/or back-end processing and recovery of recyclables and marketable products. The Compost Facility shall have a Rated Capacity sufficient to handle the Maximum Annual Delivery Threshold of the Acceptable Feedstock (based on an Availability Guarantee of no less than 85%, to be specified by the Proposer). The Maximum Annual Delivery Threshold is 3,000 tons per year of Food Scraps and 14,000 tons per year of Yard Trimmings, subject to the specific terms and conditions as outlined in Section 3 of this RFP. The Compost Facility shall make available to the City and its residents, at no charge, up to 1,000 tons per year of compost that meets CalRecycle Compost Standards. All compost processing, handling, and storage facilities will need to be enclosed by a structure. Proposers are encouraged to include efficient, cost-effective, and aesthetically- pleasing structures. The Compost Facility shall have enclosed feedstock receiving, storage and processing areas or structures with odor control of the collected air from these facilities, and adequate odor control for these and all other areas of the Compost Facility, to ensure there are no objectionable odor impacts off the Site and that the Facility complies with all federal, state, and local regulations. As applicable, composting and curing areas shall be enclosed or otherwise have covers for such operations with collection of air and odor control of the collected air. There shall be no “outside” placement or storage of feedstock, products, or Residue. All truck movements and processing areas shall be located on the Site so as to minimize exposure and related impacts on the surrounding area. Equipment shall be located in enclosed buildings or structures with control for noise mitigation. The Compost Facility design and operation shall ensure that noise levels conform to the City Comprehensive Plan, which currently limits noise level to 70 dB as a "normal level" and 70-85 dB as a "conditionally acceptable" level for an industrially-zoned area. The Compost Facility shall be designed to minimize consumptive water use using recycled water to the extent possible. The Facility shall be designed to minimize process wastewater discharge (with a goal of zero discharge). To the extent possible, process wastewater shall be reused within the Facility to reduce consumptive water needs. The Compost facility shall meet all local, state, and federal water quality regulations for both stormwater and wastewater generated on-site, including but not limited to obtaining FINAL FOR RELEASE 7/1/14 F-2 permits for construction and operation from the State Water Quality Control Board, on-site treatment and site design measures, and wastewater discharge requirements as specified in the City’s Sewer Use Ordinance. Specifically, such requirements include: Stormwater and Wastewater Related Operational Standards 1.No materials are to be stored within 100 feet from any surface water body. 2. The following feedstocks are prohibited to be accepted, processed or stored onsite. a. Animal carcasses; b. Any feedstock, additive, or amendment other than those applicable or listed in an approved Notice of Intent; c. Liquid wastes other than those of food origin that has been approved by the Executive Officer; d. Medical wastes as defined in the Health and Safety Code, section 117690; e. Radioactive Wastes; f. Septage; g. Sludges, including but not limited to sewage sludge, water treatment sludge, and industrial sludge; h. Wastes classified as “hazardous” as defined in the Cal. Code Regs., title 22, section 66261.3; and i. Wood containing lead-based paint or wood preservatives, or ash from such wood. 3. Additives or amendments are not allowed unless approved in writing by the City. Stormwater Related Design standards – pads and other surfaces 1.Surfaces must be capable of preventing degradation of waters of the state. Such structures are designed, constructed, and maintained to: (1) sloped to prevent ponding and impede vertical movement of liquid phase constituents of concern; (2) reliably transmit any free liquid laterally to a containment structure; and (3) prevent conditions that could cause a condition of contamination, pollution, or nuisance. Control and manage all run-on, runoff, and precipitation from all operational and storage areas under conditions of a maximum probable 25-year, 24 hour peak storm event. Protect areas from inundation by surface flows associated with a 25 year, 24 hour peak storm event. 2. Ditches must be sized to convey all precipitation and runoff from a 25-year, 24-hour peak storm event. Ditches must be properly sloped to prevent ponding and kept free and clear of debris to allow for continuous flow of liquid. Ditches must be inspected and cleaned out prior to the rainy season every year. 3. Berms, if used, must prevent run-on to and runoff from the operational area from a 25-year, 24-hour peak storm event. The applicant will be required to identify, size, design and incorporate permanent storm water pollution prevention measures (preferably landscape-based treatment controls such as bioswales, filter strips, and permeable pavers rather than mechanical devices that require long-term maintenance) to treat the runoff from a specified “water quality storm” FINAL FOR RELEASE 7/1/14 F-3 The Compost Facility shall be designed, at a minimum, for a 30-year operating life. It shall include redundant design features, as appropriate, to meet the proposed annual availability guarantee and to minimize the need for emergency management of Acceptable Feedstock. It shall include adequate storage of incoming feedstock and outgoing products to meet feedstock delivery schedules and product shipments to markets, and to provide for efficient operation. The Facility shall include necessary administrative office areas, laboratories and maintenance facilities, as further outlined herein. The Compost Facility shall be arranged on the 3.8 acre Site to minimize aesthetic, visual, noise, odor, and lighting impacts on surrounding land users, including effective use of buffer areas. For the Landfill Site adjacent to the RWQCP, the Compost Facility (including its architectural treatment) shall be designed to be compatible with existing buildings and structures at the RWQCP. For the Landfill Site, for all areas except that adjacent to the RWQCP, the Compost Facility (including its architectural and visual treatment) shall be designed to be compatible with a park setting, with landscaping and buffers to minimize visual impacts. Design of buffer areas shall take into account measures to mitigate noise, lighting, potential odors and visual impacts, including the use of landscaping and/or vegetated berms. The Compost Facility shall have totally enclosed feedstock receiving, storage and processing areas with no outside placement or storage of feedstock, products, or Residue, to mitigate potential impacts including reducing aviation hazards associated with the Palo Alto Airport, located directly north of the RWQCP. For the Landfill Site, design of the Compost Facility should minimize use of site space and shall occupy no more than 3.8 acres (with the exception of buffer areas and a wildlife corridor, which can be extended on to the remaining area of the Measure E site) and must be integrated with plans for Landfill capping as well as consideration of minimizing impacts on Byxbee Park. . The Contractor will be responsible for design and construction of foundations, as well as providing for routing of on-site utilities, stormwater management, roads and other necessary Site infrastructure and ensuring that these needs are satisfied in a manner to protect the integrity of the Landfill cap. The Compost Facility shall include a wildlife corridor between the Renzel wetlands and the Bay. The Compost Facility shall include all elements necessary to receive, store, recycle, process, and convert Acceptable Feedstock to marketable products and store products prior to shipping. In general, these elements include:  an access road to the Site along Embarcadero Way;  a weigh station;  an enclosed receiving building and storage facilities for Acceptable Feedstock;  transfer facilities for Unacceptable Feedstock, Bypassed Feedstock, Unprocessible Feedstock, Residue, and products;  pre-conversion feedstock recycling and processing facilities (as applicable); FINAL FOR RELEASE 7/1/14 F-4 methods to provide adequate redundancy of processing equipment for purposes of meeting the annual throughput requirements and reducing the frequency and extent of Bypassed Feedstock; composting, curing, product screening, and product recovery facilities (if applicable); enclosed product storage area(s); enclosed Residue processing and Residue recycling facilities (if applicable); air pollution control (APC) equipment (if applicable); noise and odor control; water use and wastewater reuse and control equipment; water service to the Facility; interconnection of all necessary utilities; instrumentation and controls; a control room; administrative offices; general facility features – buildings and grounds, utility, chemical and supplemental fuel handling; stormwater collection and control of all surface water run-off from buildings, impervious surfaces and other disturbed areas; maintenance facilities; and all appurtenances and equipment thereto. General Design and Construction Standards for Compost Facility The Compost Facility shall be designed and constructed in accordance with Applicable Law, Good Industry Practice, Good and Accepted Construction Practice, and applicable design and construction codes and standards. Proposers shall take note of the local climatology and seismology and design the Facility accordingly for anticipated conditions and in accordance with related codes and requirements. All materials and equipment shall be new and unused, be of heavy-duty construction and of quality suitable and commonly used for high availability, long-term service in utility applications. The Facility shall be designed and constructed utilizing equipment and processes proven to be reliable in similar applications. The Facility shall be designed and constructed for a minimum useful life of thirty (30) years. Applicable Codes and Standards The Contractor shall perform, or cause to be performed, all work in strict accordance with the latest applicable codes and standards including, but not limited to, the following (as applicable): FINAL FOR RELEASE 7/1/14 F-5 Air Moving and Conditioning Association (AMCA) Aluminum Association (AA) American Association of State Highway and Transportation Officials (AASHTO) American Boiler Manufacturers Association (ABMA) American Concrete Institute (ACI) American Gear Manufacturer Association (AGMA) American Institute of Steel Construction (AISC) American Iron and Steel Institute (AISI) American Institute of Timber Construction (AITC) American National Standards Institute (ANSI) American Petroleum Institute (API) for Storage Tanks American Society of Mechanical Engineers (ASME), including, but not limited to: ‒ Power Boilers ‒ Material Specifications ‒ Non-Destructive Examination ‒ Pressure Vessels ‒ Welding American Society for Testing and Materials (ASTM) American Society for Heating, Refrigeration and Air Conditioning Engineers (ASHRAE) American Wood Preservers Association (AWPA) American Welding Society American Water Works Association (AWWA) Antifriction Bearing Manufacturers Association (AFBMA) Applicable Federal, State and local laws and codes involving public safety, health and environmental agencies, under whose jurisdiction work is being performed Commercial Standard for Industrial Aluminum and Galvanized Steel Chain Link Fencing Concrete Reinforcing Steel Institute Handbook and Supplements (CRSI) Conveyor Equipment Manufacturers Association (CEMA) Crane Manufacturers Association of America (CMMA) FINAL FOR RELEASE 7/1/14 F-6  Cooling Tower Institute (CTI)  Environmental Protection Agency (EPA)  Factory Mutual Engineering Corporation (FM)  Federal Aeronautics Authority (FAA)  Heat Exchangers Institute (HEI)  Hydraulic Institute  Industrial Gas Cleaning Institute  Insulated Cable Engineer’s Association (ICEA)  Institute of Electrical and Electronics Engineers (IEEE)  Instrument Society of America (ISA)  International Mechanical Code (IMC)  International Plumbing Code (IPC)  International Standards Organization (ISO)  National Board of Fire Underwriters (NBFU)  National Bureau of Standards (NBS)  National Electrical Code (NEC)  National Fire Protection Association (NFPA)  National Electrical Manufacturers Association (NEMA)  National Electrical Safety Code (NESC)  Occupational Safety and Health Act (OSHA)  Portland Cement Association  Rubber Manufacturers Association  Sheet Metal and Air Conditioning Constructor’s National Association  Steel Structures Painting Council (SSPC)  Standard Building Code (SBC)  Thermal Insulation Manufacturers Association  Tubular Exchange Manufacturers Association  Underwriters Laboratory, Incorporated (UL)  California State Building Code, as amended and updated  City of Palo Alto Building Code, as amended and updated  Appropriate codes and standards specific to California. FINAL FOR RELEASE 7/1/14 F-7 Compost Facility Design Requirements Landscape Design Requirements Landscaping and vegetated berms shall be used to minimize the visual and aesthetic impacts of the Facility. Trees, plantings and grasses native to the area and appropriate for the Landfill cap shall be used. Architectural Design Requirements The architectural features of the Facility shall blend in with the surrounding terrain and natural setting. The use of metal siding is not acceptable. Metal panels may be used with strategically placed glass, brick, concrete or precast concrete to give the Facility an attractive appearance. If metal panels are proposed, they shall be rust resistant with proper treatment and maintenance to ensure a pleasing appearance at all times. Site Design Requirements The Proposal shall be based on an Compost Facility being located on the relatively flat 3.8-acre portion of the Measure E Site (with the exception of buffer areas and the wildlife corridor which can extend beyond the 3.8 acre area) described in Appendix C. The Proposer shall arrange the Compost Facility on the Site to minimize noise, odor, lighting, and visual impacts on surrounding land users. All roads within the boundary of the Site are to be paved with asphalt or concrete. The roads shall be capable of accommodating fire and other safety vehicles, delivery vehicles for feedstock and supplies, vehicles for removing Residue, products and recovered materials, maintenance vehicles and equipment, and all other vehicles that will have cause to be at the Facility. All disturbed areas are to be covered with either pavement, crushed stone, or re-planted with native grasses. Paved parking shall be provided for employees and visitors. Spaces shall be provided to accommodate the maximum number of employees during an operating shift and at least five additional spaces for visitors, or more as required by applicable codes. The drainage system shall be designed to control all surface water run-off from buildings, impervious surfaces and other disturbed areas. The Compost Facility shall have adequate security features, including a minimum six-foot-high architectural fence. Gates shall be lockable, and have an automatic closure feature. A permanent entrance sign, approved by the City and constructed of masonry materials with non-deteriorating letters, compatible with the architecture of the Compost Facility, shall be provided at the entrance to the Site. FINAL FOR RELEASE 7/1/14 F-8 Outdoor lights shall provide adequate lighting for safely operating and maintaining the Facility at nighttime. Any lighting shall be hooded and directed onto the project site. Weigh Station The Compost Facility shall be equipped with one automatic weighing station, suitable for weighing all types of vehicles that may deliver waste or other materials to or from the Facility. A weigh station on the Site shall be properly located to avoid queuing of vehicles off- site. No queuing shall occur off the Landfill Site. The weigh station shall be used to record the quantity of feedstock delivered to the Compost Facility; Residue leaving the Facility; Bypassed Feedstock, Unprocessible Feedstock and Unacceptable Feedstock unloaded at the Facility and reloaded for disposal, compost and other materials to be marketed. The weigh station shall consist of two (2) identical scales, each with a minimum weighing capacity of sixty (60) tons, or as otherwise appropriate for the Compost Facility proposed. If a scale house is constructed, it shall be designed with the same architectural treatment as other Compost Facility buildings and shall be equipped with lavatory facilities, communication systems, and all necessary equipment and facilities to fully support scale-house operations. All scales shall each have minimum platform dimensions of seventy (70) feet in length and twelve (12) feet in width, or as otherwise needed to fully accommodate all vehicles that access the Compost Facility. Each scale shall be equipped with a digital weight meter and integrated with a data processing system capable of listing: vehicle number; delivery date and time; gross, net and tare weights; and the daily total of the net weight. Feedstock Receiving The feedstock receiving area and storage area shall be in a totally enclosed building with roll-up doors at a truck entrance and exit. A single door for the tipping floor entrance and exit is acceptable if Proposers can demonstrate that truck traffic flow is not impeded. In this instance, the Proposal layout drawings shall clearly indicate the flow of truck traffic within the feedstock receiving building, and at the building entrance/exit. To accommodate weekends and holidays, the Compost Facility shall have feedstock receiving and storage capacity for at least three days of delivery at the Rated Capacity. There shall be adequate space provided to tip and inspect loads, as required. Also, the tipping area shall have an adequate space sufficient in size for unloading of multiple trucks thereby minimizing queuing of trucks waiting to unload. If an Alternative Proposal is provided to include self-haul yard trimmings from Palo Alto, the Compost Facility shall provide facilities for self-haul drop off. The feedstock receiving area shall be a clear span, with no interior columns and have a sufficient clearance above the tip floor to the lowest obstruction to support unloading of all types of feedstock delivery vehicles. Bollards, concrete or other protective barriers shall be used to protect all walls, columns and roll-up doors from potential FINAL FOR RELEASE 7/1/14 F-9 damage caused by feedstock delivery trucks. The entire tipping floor area surface shall be protected with an abrasion resistant coating (or an alternative treatment can be provided if equivalent performance can be demonstrated) to prevent damage due to vehicle traffic and front-end loader operation. The feedstock receiving and storage area shall be kept under a negative pressure by continuously withdrawing air from the building or other means employed to collect air within the building and subject it to odor control. All exhaust air from the receiving and storage buildings shall be subjected to continuous odor control. Feedstock Storage Feedstock storage volume shall be sized for a minimum storage of three (3) days of the Rated Capacity of the Compost Facility, all without limiting the number of truck bays available for dumping feedstock (or clearance for each truck-unloading bay), and without restricting access to the feed conveyors. An adequate area of the tipping floor shall be accessible to transfer feedstock out of storage (Bypassed Feedstock). If feedstock storage is provided on a tipping floor, the exterior “push walls” shall be concrete and shall be at least as high as the maximum pile height. If feedstock storage is provided in a pit and the pit is constructed below the groundwater table, it shall be made watertight and leak proof to prevent groundwater infiltration and/or leaks. Any feedstock delivery system supplied shall be fitted with a mechanism for measuring the weight of feedstock delivered to recycling, pre-processing and composting systems during tests. Materials Recycling and Pre-Conversion Waste Processing The Contractor may furnish a materials recycling and pre-conversion processing system for material recovery and/or to produce a prepared feedstock for composting. There shall be a minimum of two independent material processing trains each of sufficient capacity to support the continuous or batch operation of the composting process, or other methods shall be incorporated to provide adequate redundancy for purposes of meeting the annual throughput requirements and reducing the frequency and extent of Bypassed Feedstock. All material recycling and pre-processing equipment and storage shall be within a totally enclosed building. Any mechanical shredders used in the material processing trains shall be housed in an isolated concrete structure with an explosion relief vent. Explosion and fire detection systems shall be provided, and interlocked with a fire suppression system. Any conveyor transporting feedstock outside a building shall be fully enclosed with a fixed metal cover. All feedstocks from recycling and pre-conversion waste processing shall be stored in a fully enclosed building. The materials recycling and pre-conversion waste FINAL FOR RELEASE 7/1/14 F-10 processing building or area shall be kept under a negative pressure by continuously withdrawing air, or other means employed to collect the air and control odors. All exhaust ventilation air shall be subjected to dust and odor control. The specific intent is that no air which comes in contact with feedstock during recycling or pre- conversion feedstock processing can be released to the ambient environment, without that air first having been subjected to effective controls for odor and dust. This request can be met by controlling all air in the recycling and pre-conversion waste processing building or, if effective odor and dust control can be provided, by aspirating and treating the air from the immediate vicinity of the processing equipment. If a wet recycling and wet pre-conversion waste processing system is used, all material processing equipment and storage shall be protected from freezing, as necessary. All feedstocks shall be stored in fully enclosed vessels, or equivalent, which also are protected, as necessary, from freezing. The vessels shall be fitted with pressure relief valves suitable for the design rating of the vessels. Composting Processes Composting equipment and processes supplied, and their associated appurtenances, shall be designed, furnished and installed to provide adequate redundancy for purposes of meeting the annual throughput requirements and reducing the frequency and extent of Bypassed Feedstock. The combination of the process units shall support a Compost Facility which shall have the capability by design to operate at an annual rate of no less than eighty-five percent (85%) of its Rated Capacity. The proposed units (two or more, as applicable), and ancillary systems must all be identical. Post-Composting Product Recovery Facilities The product and recovered materials processing systems shall be designed for the maximum quantity produced by the Compost Facility operating at its Rated Capacity. Product and recovered materials storage shall be enclosed and shall provide for anticipated schedules for off-site shipment or distribution schedules and the Rated Capacity of the Compost Facility. At a minimum, three days storage capacity shall be provided. Should the products or recovered materials be dusty or odorous, controls shall be supplied for prevention of odor and dust. Residue Handling Systems The Residue removal, processing and storage systems shall be enclosed in a building and shall be designed for the maximum Residue quantity resulting from feedstock processing at the Rated Capacity of the Composting Facility. Residue storage shall be provided for not less than three (3) days of operation at the Rated Capacity. FINAL FOR RELEASE 7/1/14 F-11 The floor surface of the storage bunkers and the floor area extending thirty (30) feet from such bunkers in the residue storage building shall be protected with an abrasion resistant coating (or an alternative treatment can be provided if equivalent performance can be demonstrated). If the Residue is capable of generating dust, the building shall be kept under negative pressure with the air filtered by a baghouse prior to being discharged to the atmosphere at or above the residue building roof elevation. If the Residue is odorous or dusty, odor and dust control shall be provided. Air Pollution Control The Contractor shall meet the environmental design and performance specifications as required by all permits to construct and operate the Compost Facility. Water Use and Wastewater Control Process make-up water and water for potable and sanitary uses will be supplied from the City water system. All process wastewater shall be used within the Compost Facility to the greatest extent possible. Plant Electrical The plant electrical systems shall be arranged for appropriate reliability and redundancy. The Compost Facility shall include, as necessary, medium voltage power distribution; low voltage power distribution; lighting; grounding; raceway and cable; and control, security and communication systems. The sizing of the emergency power supply system must consider the ability to safely shut down the system and consume all feedstock being processed, as well as fight a fire, at a minimum, for three (3) hours. The Proposer shall define the equipment in the system. Critical power requirements shall be met by batteries and/or battery backup uninterruptable AC power systems. Adequate protection for generator, transformers and all electrical equipment shall be provided in accordance with IEEE guidelines. Process Control and Monitoring System A distributed control system (DCS) complete with field hardware shall be furnished for the Compost Facility. The DCS and field hardware shall be industrial grade and of the same manufacture, class, and performance as are used for electric power utility station installations appropriate for the use intended. The installation shall be to industrial standards, as is found in electric power utility station services. The DCS shall: provide for centralized control and monitoring of the feedstock processing systems and energy production equipment; monitor compliance with environmental FINAL FOR RELEASE 7/1/14 F-12 and safety regulations and the Performance Guarantees; and provide centralized monitoring of other major Compost Facility unit processes. The system shall include at least three (3) high-resolution color monitors which are interchangeable in function; i.e., any display may be called up on any monitor. At least two (2) operator keyboards and one (1) engineering keyboard shall be included. Each system shall provide for a capacity of at least 120 percent (120%) of the required I/O points. The system shall support monitor trend displays, with a selectable time base of up to one month, for both historical and current trends. Group, detail, single point, alarm summary, diagnostic, and like displays as well as custom graphic displays shall be furnished. The alarm display shall automatically dump to a preselected alternative position if there is a failure of the selected alarm display. The DCS system shall include at least two (2) printers, and a video copier capable of recording any CRT display. Alarm, facility equipment status, and operator entry logging shall be automatic. The system shall support the required daily operations listing functions for compliance with environmental, safety and performance parameters. The DCS shall include historical data storage and data processing capabilities and system software to provide the daily and monthly compliance and performance reporting. The DCS storage shall be sufficient to contain at least 30 days of data storage. The report printing shall be automatic with additional capability to print prior and current day’s data on demand. An uninterruptible power supply shall be furnished which has sufficient capacity to allow safe shutdown of the Facility. At least one (1) spare DC power supply shall be included. Health and safety systems shall be hardwired and independent of the distributed control system. The control, measurement, recording, and monitoring functions for the Compost Facility shall include, but shall not be limited to, the following: 1. All incoming feedstock and all Residue, Bypassed Feedstock, Unprocessible Feedstock, Unacceptable Feedstock, compost and recovered materials and products leaving the Compost Facility (these functions need not be tied into the DCS system). 2. Electric power in-plant use 3. Oil or other auxiliary fuels used in the plant. 4. A time reference on each recording for data reduction. All measurement reporting and recording shall be made in English and/or Metric engineering units in accordance with common practice in California and Good Industry Practice. FINAL FOR RELEASE 7/1/14 F-13 Surveillance shall be provided by remote control, color, closed-circuit television of areas of the receiving area, entrance gate area, and other areas selected by the Contractor (if any). The closed-circuit television controls shall include: a) Zoom b) Automatic iris control c) Pan and tilt with scanning d) Sun shields and weather proofing where required Administrative, Public Education, and Support Facilities The Compost Facility design shall include an administration building, maintenance shop, and spare parts storage area. The administrative building shall include office areas for the Contractor, locker rooms for operational and maintenance personnel. The spare parts storage area shall be adequately sized to store all of the spare parts and supplies required to operate and maintain the Compost Facility. Fire Prevention The Compost Facility design shall include a fire protection system which shall include detectors, remote fire alarms, and suppression systems in accordance with all applicable codes including, but not limited to: insurance underwriters’ standards; the National Fire Protection Association (NFPA); State, County, and City, as well as any other appropriate local fire regulations; and good industry practice for a highly protected risk facility. Each Contractor shall comply with all insurance requirements applicable to the design, construction, and operation of the Compost Facility. Safety Requirements The Compost Facility design shall comply with all OSHA requirements. All chemical or fuel handling areas shall be designed with appropriate containment dikes. Safety showers shall be provided at chemical handling areas. American Disabilities Act The Compost Facility shall be designed and constructed to meet applicable requirements of the American Disabilities Act and State building codes. Environmental Design and Performance Requirements The Contractor shall, at a minimum, meet the environmental design and performance specifications as required by CEQA and all permits and approvals required to construct and operate the Compost Facility. If not required by CEQA, a permit or approval, the Compost Facility shall still, at a minimum, meet the requirements specified in Section 2. FINAL FOR RELEASE 7/1/14 F-14 Compost Facility Construction Requirements General The Contractor shall perform the Construction Work in accordance with the Design Work and using Good and Accepted Construction Practice and shall have exclusive responsibility for providing all construction means, methods, techniques, sequences, start-up, and Acceptance Tests, and all procedures necessary and desirable for the correct, prompt and orderly conduct and completion of the Construction Work as required by the Compost Facility. Construction shall be scheduled and conducted, as practical, to minimize impacts and disruptions on existing operations at the RWQCP, Byxbee Park, and other surrounding land users. The Contractor's exclusive responsibility to provide all construction means shall include, but is not be limited to, providing the following construction requirements: temporary power, light and other utilities; temporary offices and construction trailers; a room for on-site, project review meetings; a furnished office with telephone and computer hook up for use by the City's on-site resident engineer; required design certifications; required approvals; field document control and filing system for the control of all submittals and project communications; quality control and testing; independent laboratory testing services; weather protection for stored materials; site cleanup and housekeeping; construction trade management; temporary parking; safety and first aid facilities; correction or compensation for defective work or equipment; equipment and materials storage areas; workshops and warehouses; temporary fire protection for the construction site; site security; sanitary facilities; potable water; telephone and portable two-way communication; subcontractor coordination and control; receipt and unloading of delivered materials and equipment; erection rigging; temporary supports, and coordination of all construction activities of the Contract. The Contractor warrants to the City that materials and equipment incorporated in the Compost Facility will be new unless otherwise specified, and in conformance with the Contract documents. The Contractor shall fully cooperate with the City and its designated representatives to allow the City to monitor and review construction progress, design documents and any proposed changes to design. The Contractor shall apply Federal, State and local wage and hour laws to the extent required by Applicable Law. For purposes of its Proposal for a Compost Facility , the Proposer should assume that prevailing wages will be required. The Contractor shall make a good faith effort to employ staff from the local and regional labor markets. FINAL FOR RELEASE 7/1/14 F-15 Construction Work Monitoring, Testing and Observation The City shall have the right to monitor and observe progress of the Construction Work. During the progress of the Construction Work through the Acceptance Test and Acceptance of the Compost Facility, the Contractor shall allow the City and/or its designated representative(s) access to all sites for the purpose of observing the conduct of the work. During any such observation, the City and its designated representative(s) shall comply with all reasonable rules (safety and other) applicable to the construction sites. It is understood that the City's monitoring and inspection shall be of an observational and review nature and that the City and its representative(s) shall not have the authority to interfere with, halt or delay the Contractor's construction of the Compost Facility, except to ensure conformance with Design Work and to ensure that such construction does not represent a substitution of lesser quality. The Contractor shall provide the City monthly progress reports detailing Construction Work accomplished during the previous month. The monthly progress reports shall include a summary of accomplished work activities, a summary of next month's work activities, a list of submittals delivered for the report month, a list of submittals scheduled for the next month, and an updated project schedule which shall reflect any change in the Contractor's project schedule submitted the prior month. The monthly progress reports shall be submitted to the City for its information only. Acceptance of the monthly progress reports shall not bind the City in any manner or imply that the City approves the work to date, or agrees to any changes in schedule or extension of design or construction time. The Contractor shall provide on-site quality control and quality assurance services. The Contractor shall prepare and submit to the City a quality control and quality assurance plan detailing the actions which the Contractor shall take to control and demonstrate quality of construction. The quality control and quality assurance plan shall be submitted to the City prior to the start of construction. The quality control and quality assurance plan shall identify all shop and field testing to be performed during construction and list all testing, along with properly certified, independent, testing laboratories or testing services that will perform the work. In accordance with the quality control and quality assurance plan, the Contractor shall maintain a file of and if requested, deliver to the City or cause the certified independent testing laboratories or testing services to send the City all required certificates of inspection, testing reports and all written testing documentation. The City shall reserve the right to conduct and pay for any on-site testing it deems necessary or desirable to verify that the Construction Work, including materials of construction, complies with the Design Work. The Contractor shall not be entitled to any delays in the construction schedule due to reconstruction activities resulting from failed quality control and quality assurance testing. FINAL FOR RELEASE 7/1/14 F-16 During the construction period, the Contractor shall conduct project meetings at least on a monthly basis or on an as needed basis, depending on the nature of the schedule and Construction Work for the month. During the project meetings, discussions shall be held concerning all aspects of the construction. Monthly progress reports shall be prepared by the Contractor and submitted to the City at least five Business Days prior to each monthly meeting. The Contractor shall afford the City an opportunity to make final inspection and approve the Construction Work as having been completed. Final approval and acceptance of the Construction Work by the City or any rejection of the Construction Work or such items as are incomplete shall be made by the City in writing within thirty (30) Business Days from the date of receipt by the City of the above notification of completion. In the event the City neither accepts nor rejects the work as complete within a thirty- day (30) period after notification of completion by the Contractor, the work shall be deemed complete. Although the work may be deemed complete, acceptance of work by the City shall be conditioned upon successful completion of the Acceptance Test and satisfying other acceptance requirements. Correction of Construction Work Throughout the Term of the Contract, the Contractor at its sole cost and expense shall complete, repair, replace, restore, rebuild and otherwise make whole any Construction Work which does not conform with all requirements of the Contract. The City may elect by Change Order, at the Contractor's request, to accept Construction Work that does not comply with all requirements of the Contract. If a Change Order is executed for nonconforming Construction Work, the Contractor's obligations for the Acceptance Test or Acceptance provided for in the Contract are in no way altered. The Contractor shall re-perform any professional Construction Work, for which it is responsible within the Contract, which fails to conform to the Good and Accepted Construction Practice, throughout the Term of the Contract. The Contractor shall request from all vendors, or subcontractors from which the Contractor procures machinery, equipment, or materials for the Compost Facility, warranties with respect to such machinery, equipment, and materials. The Contractor's responsibility with respect to such machinery, equipment, and materials obtained from vendors or subcontractors, shall not be limited in any way throughout the Term of the Contract. The Contractor shall have total liability, throughout the Term of the Contract, for nonconforming Design Work and nonconforming or defective Construction Work, equipment and materials, whether caused by error, omission, negligence or otherwise. Failure of any vendor, contractor or FINAL FOR RELEASE 7/1/14 F-17 subcontractor selected by the Contractor, with or without concurrence by the City shall not excuse the Contractor from its Contract obligations or constitute an Uncontrollable Circumstance. Record Drawings and Documents Upon completion of construction of the Compost Facility, the Contractor shall provide the City a set of record drawings in print and on CD in an electronic format acceptable to the City to show the character and installation of all Construction Work. At a minimum, record drawings shall include those listed in the Final Design Submittal. As-built construction record drawings shall be submitted to the City no later than sixty (60) days following completion of all Construction Work. The Construction Work shall not be final and complete without the record drawings and all documents of record, including a Certificate of Completion from appropriate local authorities, being received by the City. Any modifications that are required to achieve Acceptance shall be fully documented by the drawings. Record drawings shall be exclusively for the use of the City and the Contractor and its contractors and subcontractors shall have no liability to any other party on account thereof. Design Document Review and Construction Review Procedures for Compost Facility General The City will conduct a review of Design Work to ensure conformance to Design Requirements and will review, monitor and inspect Construction Work to ensure conformance to Design Work and to ensure that such Construction Work does not represent a substitution of lesser quality. The reviews and inspections by the City shall not affect in any way the Contractor's responsibilities for compliance with all Contract requirements, nor shall it impose any responsibility or liability on the City due to such review and inspection, or lack thereof. Design Review Design Review Intent In accordance with the terms and conditions of the Contract, the City will review the Design Work for consistency with Design Requirements and will provide input on selected issues, such as selection of finishes, architectural treatment, and landscaping. Input by the City to the design process shall be solicited by the Contractor as required, at monthly design progress meetings and at key stages in the design, considering the design submittal packages specified below. FINAL FOR RELEASE 7/1/14 F-18 The City recognizes that the process will require that the Contractor and the City work cooperatively to assure timely design review. At a minimum, the City shall be afforded adequate opportunity for design review (at a minimum four weeks) at:  completion of the Preliminary Design Submittal; and  completion of Final Design Submittals. The City shall be afforded the opportunity for design review prior to any submittal to regulatory agencies. Design Submittal Protocol No later than 30 days following the execution of the Contract, the Contractor shall submit to the City a protocol for design submittals (Design Review Protocol). The Design Submittal Protocol shall identify the key submittal packages to be prepared by the Contractor and the expected submittal dates. A reasonable time period for the City's review and comments shall be specified in the Design Submittal Protocol. The City's review procedures and time periods shall be consistent with those in the Contract. The Design Submittal Protocol shall also identify the frequency of the Contractor's design progress meetings during various phases of the design and include monthly progress review meetings with the City. The City shall designate the number of copies of submittals and distribution. At a minimum, the Design Submittal Protocol shall include the following: 1. Preliminary Design Submittal The Contractor shall make an initial submittal updating the design concept and project development work submitted with its Proposal (and if required as a result of any revisions resulting from Contract negotiations), including:  Project master schedule and design period schedule  Basis of design memorandum outline (all design disciplines)  Design drawing list  Specification list  Preliminary site grading and drainage plans  Equipment general arrangement plans  Process flow piping and instrumentation diagrams for all processes  Architectural floor plan view and exterior elevations  Preliminary landscape plan, showing all buffer areas  Make-up water piping system  Preliminary electrical site plan  Electrical one-line drawings FINAL FOR RELEASE 7/1/14 F-19 Mass and energy balances Water balances Chemical and energy use The Preliminary Design Submittal shall be made no later than 60 days after the Contract is executed. 2. Final Design Submittal The Contractor shall make a final design submittal 30 days prior to construction of any system or subsystem. At a minimum, each submittal shall include the following items, as applicable: Final equipment and material specifications Final architectural door, window, finish schedules Final architectural floor plan at each floor level and exterior elevations Final equipment layout plan views at each floor level with sections and details Final landscaping drawings and buffer areas Final grading and drainage drawings Final site piping drawings Final outdoor lighting and electrical site drawings Final process and support facility piping and general arrangement drawings Final structural concrete drawings, including foundations, tank designs, slab and well sections and details, miscellaneous steel details and framing drawings Final process flow piping and Instrumentation diagrams for all processes Final instrumentation loop control descriptions and diagram Final electrical one-line drawings Final electrical wiring diagrams and schedules to include motor control centers, lighting, power, instrumentation and control Final wire and conduit schedule Final mass and energy balance Final water balance Final chemical use FINAL FOR RELEASE 7/1/14 F-20 Design Progress Meetings The Contractor shall conduct monthly progress review meetings with the City. The meetings will be conducted at the Compost Facility Site, at the offices of the City, or at another site mutually agreeable to the Contractor and the City. The Contractor shall record the minutes of all meetings and provide the City with copies of said minutes and documentation produced as a result of the meetings. Design Changes The procedures to be followed for incorporating any design changes requested by the Contractor and/or the City will be specified in the Contract. Construction Review Construction Review Intent In accordance with the terms and conditions of the Contract, the City will review, monitor and, as it deems necessary, inspect the Construction Work to ensure conformance to the Design Work and to ensure that such Construction Work does not represent a substitution of lesser quality. City Access, Review Meetings The City and its designated representative(s) shall have access to the Compost Facility at all times. The Contractor shall report to the City monthly, hold monthly progress review meetings with the City at a location designated by the City, and otherwise solicit input from the City to the process as required. The Contractor shall record the minutes of all meetings and construction progress, and provide the City with copies of minutes and documentation of said meetings. Construction Submittal Protocol Prior to start of construction, the Contractor shall submit to the City a protocol for construction activities (Construction Submittal Protocol). The Construction Submittal Protocol shall identify the key submittals to be prepared by the Contractor and the expected submittal dates. A reasonable time period for the City's review and comments shall be specified in the Construction Submittal Protocol. The City's review procedures and time periods shall be consistent with those in the main body of the Contract. The Construction Submittal Protocol shall also note the frequency of the Contractor's construction progress meetings and include monthly progress review meetings with the City. The City shall designate the number of copies of submittals and distribution. Construction Submittals The Contractor shall submit to the City, every two weeks, an updated list of the current status of all shop drawings and submittals under review. The City may request copies of any or all said drawings and submittals for its review. The Contractor shall supply any requested documents within five (5) Business Days of the City's request. FINAL FOR RELEASE 7/1/14 F-21 Shop Drawings All final shop drawings shall be submitted to the City, filed in accordance with a numbered index. Product Data Product data shall include, but are not limited to standard prepared data for manufactured products (sometimes referred to as catalog data), such as the manufacturer's product specification and installation instructions, availability of colors and patterns, roughing-in diagrams and templates, catalog cuts, product photographs, standard wiring diagrams, printed performance curves and operational-range diagrams, production or quality control inspection and test reports and certifications, recommended spare parts listing, and printed product warranties, as applicable to the Construction Work. Samples Samples shall include, but are not limited to, physical examples of the work such as sections of manufactured or fabricated work, small cuts or containers of materials, complete units of repetitively-used products, and color/texture/pattern swatches, as applicable to the Construction Work. Format for Design and Construction Submittals Submittals shall be made in accordance with the Design and Construction Submittal Protocols and in such sequence as not to cause delay in the Design Work and the Construction Work. Submittals shall contain: 1. The date of submission, noting whether it is an original submission or a resubmission. 2. The project title and number. 3. The names of: a. Contractor b. Supplier c. Manufacturer 4. Identification of any deviations from Contract requirements. 5. State of California Registered P.E. and/or Registered Architect certification, as applicable. Start-Up Test and Acceptance Test Requirements Testing of equipment and systems installed, as part of the Compost Facility, will occur in two phases: the start-up testing and the Acceptance Test (see Section 2). FINAL FOR RELEASE 7/1/14 F-22 Operation and Maintenance Requirements - Compost Facility and Export Transition and Start-Up O&M Services The Contractor shall provide services necessary for a smooth start-up for operation and maintenance of the Compost Facility. Unless otherwise required in this RFP, after the Contract Date, but prior to initiating Facility O&M services , the Contractor shall be responsible for: Meeting with the City as the City deems necessary to develop a plan for and implement a smooth, uninterrupted provision of services. Preparing an Operations and Maintenance Manual. Obtaining required insurance for operations. Developing and implementing a training program for the Compost Facility . Implementing computerized operations and maintenance management, inventory control, and process control data management systems. Setting up the computerized operations and maintenance management, inventory control and process control data systems to generate necessary reports and plots, including executive-level report and data summaries. Planning and scheduling for all operations and maintenance supplies, utilities, consumables, office supplies, and materials. Preparing an Exit Transition Plan. Exit Transition Services At the end of the Contract, whether at its stated expiration or by earlier termination for whatever reason, the Contractor shall provide services necessary for a smooth, uninterrupted transition of service to the City or its designated contractor. At Contract termination, the Contractor shall also provide for transfer of any license(s) to the City necessary for continued operations and maintenance of the Compost Facility. Alternatively, should the City exercise its right to have the Compost Facility removed from the Site after the Contract expiration or by earlier termination as provided in Section 3 of this RFP, the Contractor shall provide services necessary to accomplish this task and restore the Site to a safe and useable condition. The Contractor shall prepare an Exit Transition Plan describing said services and provide said plan to the City prior to initiating Construction services. Export Services in Event of Compost Facility Shut Down FINAL FOR RELEASE 7/1/14 F-23 The Contractor shall provide export services to transport, manage and/or dispose of the City's Acceptable Feedstock in the event the Compost Facility is not operating and the Facility cannot accept Acceptable Feedstock for no added charge to the City. All services provided shall be in accordance with the Contract, meet or exceed Good Industry Practice, and be in full compliance with all applicable Federal, State and local permits, laws, regulations, policies and rules of all jurisdictional agencies having control over Contractor's Export services. Operation and Maintenance of the Compost Facility The Contractor shall provide continuous, full-service operation and maintenance services and asset management for the Compost Facility. All services provided by the Contractor shall be in accordance with the Contract, meet or exceed Good Industry Practice, and be in full compliance with all applicable Federal, State and local permits, laws, regulations, policies and rules of all jurisdictional agencies having control over the Compost Facility. The Contractor shall accept for processing all Acceptable Feedstock delivered by or on behalf of the City that can be stored and processed within the limits specified by this RFP and as negotiated in the Contract. The Contractor can accept additional material (Spot Market Feedstock) as can be accommodated by the Compost Facility and as allowed by permit. The Contractor shall: 1. Provide full-service, 24-hour-a-day, seven-day-a-week operation and maintenance of the Compost Facility. Services shall be provided in accordance with an O&M Manual approved, as required, by appropriate regulatory agencies, and with generally accepted industry principles and practices in full compliance with permit requirements and all applicable laws, regulations, policies and required approvals. The Contractor shall operate and maintain the Facility in accordance with the O&M manual and in accordance with the Contract and Good Industry Practices, whichever is most stringent. The O&M manual shall be revised as necessary, for any changes to operations and maintenance practices, for any additions or revisions to standard operating procedures and for any Compost Facility modifications. Revisions to the O&M manual shall incorporate practices, as required by applicable regulations, or in accordance with the Contract and Good Industry Practices, whichever are more stringent. Revisions to the O&M manual must be approved, as required, by appropriate regulatory agencies. The O&M manual shall include descriptions of the unit or system and component parts, its function, operating characteristics, and limiting conditions, and performance curves, engineering data and replacement parts for the equipment furnished, by reference to manufacturer/vendor-supplied information contained in engineering design submittals to the City and as FINAL FOR RELEASE 7/1/14 F-24 defined in the Contract. The O&M manual shall also include complete maintenance instructions, parts lists, controls, and other information describing the construction, operation, control and maintenance of the equipment furnished. In addition, the O&M manual shall contain detailed operation instructions for all unit processes to include process control descriptions, target values for all process related control parameters, emergency process control provisions and process recovery procedures during unit process upsets or abnormal conditions. The O&M Manual shall address Contractor programs for monitoring and inspection of incoming waste and for separation and proper disposal of Unacceptable Feedstock. The O&M Manual shall describe weigh scale calibration programs, procedures for resolution if standards are not met, and alternative means of weighing feedstock and materials should scales not meet standards. 2. Provide the required staff in accordance with a plan for staffing. The plan for staffing must include job titles and certification levels. A schedule must be provided detailing the coverage for each shift for the proposed workweek (including weekends and holidays). 3. Provide training for personnel, as applicable, in the areas of Compost Facility operations, maintenance, safety, supervisory skills, and laboratory management. This training will include both plant specific and general, but related, educational materials. The Contractor shall notify the City in advance of any training programs and allow the City to participate in said programs. Class size shall be limited to that prescribed by the Contractor training policy. 4. Provide administrative and technical support services to ensure efficient maintenance and operation of the Compost Facility. The services shall be provided as needed during the Term of the Contract. 5. Provide 24-hour-a-day access for the City's personnel, and their designated representatives, to the Compost Facility. All visitors to the Facility shall notify the Contractor upon arrival and shall comply with the Contractor's safety policies and procedures. 6. The Contractor shall provide a quality assurance/quality control program (QA/QC Program) for sampling, testing, and analysis and perform monitoring, sampling, testing, laboratory analyses, and reporting, all as necessary for process control and full compliance with all local, State and Federal regulations and permits and Good Industry Practice. All testing necessary for compliance with permits and local, State and Federal programs shall be FINAL FOR RELEASE 7/1/14 F-25 performed by a properly certified laboratory, to the extent required by applicable laws, regulations and policies. Weigh scales shall be tested monthly. The Contractor shall notify the City if scales do not meet standards, and provide alternative services when scales are out of calibration. The City shall have the right to independently test the scales at any time, at its own expense. 7. Perform all Corrective, Predictive and Preventive Maintenance Plan activities and repairs for the Compost Facility in accordance with the O&M manual and Good Industry Practice. 8. Conduct all activities to maintain and enforce new and existing equipment warranties and guarantees. 9. Provide for capital repair and replacement, and repair or replace any materials, equipment, building or other structures, which are in need of repair or fail during the Term of the Contract. 10. Provide the required labor, materials, machinery, vehicles, equipment, fuel, power, chemicals, supplies, spare parts, expendables, consumables, long- lead-time replacement items, and all other items to operate and maintain the Compost Facility. 11. Perform routine and normal repairs, including maintenance of all equipment, structures, buildings and grounds which are part of the Compost Facility. Maintenance shall include housekeeping, cleaning, painting and landscaping services. 12. Provide safety and security for the Compost Facility in compliance with applicable health and safety regulations, Good Industry Practice, and as warranted by the site location. Fences and gates shall be maintained in neat order and structural integrity. 13. Respond promptly to (within two (2) hours after notice, or as otherwise required) and rectify all normal problems and emergencies relating to the Compost Facility and maintain at all times during the Term of this Contract a toll-free, twenty-four-hour (24) telephone number with person-to-person service where emergencies can be reported. The Contractor shall immediately notify the City in the case of any emergency. 14. Immediately notify the City, if, during the course of excavation work necessary to make repairs and/or improvements to the Compost Facility, faulty or leaking underground storage tanks or hazardous or toxic waste or materials (as defined in Applicable Law) are identified by the Contractor, and immediately notify such other governmental agencies as may be required by law and take such further actions to assist the City in protecting the health, safety and welfare of the public. FINAL FOR RELEASE 7/1/14 F-26 15. Conduct emergency repairs to protect employees, equipment, buildings and grounds, as required. 16. Provide for the satisfactory and proper handling and storage of all recovered materials and products. 17. Provide for the satisfactory and proper handling, loading, transportation and disposal of all Residuals, Bypassed Feedstock, and Unacceptable Feedstock. Residue must be characterized and disposed of in accordance with Applicable Law. Prepare and maintain a record of disposal of these materials in accordance with Applicable Law. 18. Remove and dispose, or sell unused and replaced equipment. The Contractor shall identify such equipment. 19. Provide and maintain well-documented records of operations, maintenance, laboratory analysis, personnel, training, safety, process control, daily inspections, materials, alarms, and any other significant events. 20. Prepare and sign all regulatory operation and maintenance reports and compliance reports. Copies of all reports shall be sent to the City and to the appropriate regulatory agencies by required deadlines. The Contractor shall maintain records as required by the regulatory agencies. Such records shall be accessible to the City. 21. At least once per month, or more frequently if necessary, meet with the City to review and discuss operations and maintenance activities, reports, ongoing and expected expenses, plans, and events which may impact contractual monetary performance or environmental compliance. At any time, the Compost Facility may be inspected by the City or its designated representative(s) to ensure all required work is being performed, including maintaining an acceptable level of cleanliness and appearance. 22. Conduct semi-annual inspections of the Compost Facility. The City's designated representative(s) shall accompany the Contractor on these inspections. 23. Perform such repairs or maintenance items as identified in writing by the City as a result of any the City's inspection that reveals a lack of repairs or necessary maintenance to the Compost Facility which may impact contractual monetary performance, environmental compliance, or public safety. Disagreements arising from actions taken in this item shall be subject to the dispute resolution procedure in the Contract. 24. The Contractor shall maintain and provide for any monitoring, sampling and analysis required by regulatory agencies. FINAL FOR RELEASE 7/1/14 F-27 25.Provide for and maintain all Federal, State and local permits and other legal requirements that are necessary to operate and maintain the Compost Facility. Future permits or permit modifications required for providing operations and maintenance services and which shall be procured and maintained by the Contractor with support from the City, and if appropriate, required changes, will be subject to review under the Uncontrollable Circumstances (Change-in-Law) provisions of the Contract. 26. The Contractor shall be responsible for maintaining the Compost Facility in good working condition according to Good Industry Practice and Contract terms. Computerized Operation and Maintenance Management for Compost Facility Operation and maintenance activities for the Compost Facility shall be administered using computerized operations and maintenance management system provided by the Contractor. This system shall be operational prior to Acceptance. Records and Reports - Compost Facility and Emergency Export The Contractor shall maintain records and prepare reports as described herein and as may otherwise be required by applicable Federal, State and local government agencies. Minimum reporting requirements to the City are described herein. Recordkeeping and reporting requirements shall apply to the Compost Facility and, as applicable, emergency export services when the Compost Facility cannot accept Acceptable Feedstock. The Contractor shall maintain records and prepare reports to the City documenting facilities' and systems' operations and maintenance, regulatory activities, laboratory analyses, training, process control, daily inspections, significant alarms, chemicals on hand, fuel on hand, maintenance plans and activities, outages, permit and compliance results, equipment status, and other relevant information, such as emergency export services, in accordance with the City's requirements as specified below, applicable laws, regulations, permits, and guidelines and as Good Industry Practice shall require. The City and its designated representative(s) shall have full access to these reports and data at all times. The Contractor shall provide the following reports to the City: Monthly Operations and Maintenance Report – The Contractor shall prepare and provide to the City within 20 days of the end of each month an operations and maintenance report. At a minimum, the Contractor shall identify any permit violations for the month and include a summary of Compost Facility performance, including the performance with respect to permit parameters, status of maintenance, major expenditures, and other FINAL FOR RELEASE 7/1/14 F-28 pertinent information of the Facility. The report shall quantify the Acceptable Feedstock received by source, Acceptable Feedstock processed, Residue, Bypassed Feedstock, Unprocessible Feedstock and Unacceptable Feedstock disposed, compost produced and sold, materials recovered, electricity used, consumption of other utilities , such as potable water, natural gas, as applicable, wastewater (sanitary and process) discharged to the RWQCP, chemicals used, and other materials recovered and/or products produced and sold or beneficially used. It shall list forced outages and planned outages, and forecast Facility planned outages for the next three months. It shall also document fuels and chemicals used; include maintenance monitoring reports; and include copies of any correspondence with regulatory agencies, including that associated with any permit violations. The report shall also list all maintenance work performed, the maintenance plan for the next month, and record keeping activities. The report shall document accidents, injuries, damages to the City's property, emergencies and alarm activations and the response actions taken by the Contractor. Monthly Statement – Within 20 days of the end of each month, a Monthly Statement shall be prepared and submitted to the City which documents in sufficient detail for City's verification of the payment due to the City, or the payment due the Contractor. The Statement shall include cost items, revenues, feedstock throughput and quantity of products generated and sold. Monthly Complaint Log – Within 20 days of the end of each month, the Contractor shall prepare and provide to the City a monthly report of all complaints relating to the CompostFacility . The report shall include a description of the response to the inquiry and an assessment of the complainant's satisfaction with the response. Annual Operation and Maintenance Report – Within 90 days of the end of each Contract Year, the Contractor shall prepare a report presenting a summary of the past year's operation and maintenance activities at the Compost Facility based on the monthly reports and presenting planned activities for the next year. Capital repair and replacement and capital improvements shall be described. The report shall also document in sufficient detail any adjustments required in payments to or by the City. After submission of the report, the Contractor shall, at the City's request, meet with the City to review the report. Staffing The Contractor shall provide a staff of qualified and experienced employees in accordance with the plan for staffing and shall provide such additional third-party support as may be needed to perform its duties and obligations hereunder. Said third parties shall be equally qualified for the particular services to be performed and FINAL FOR RELEASE 7/1/14 F-29 shall not have any direct claim against the City whatsoever. The Contractor shall at all times maintain the necessary number of employees, staff and third-party contractors to operate, maintain and manage the Compost Facility or to provide emergency export services in accordance with the Operations and Maintenance Plan and the Contract, to adequately maintain the Compost Facility or vehicles and facilities used to provide emergency export services in good repair, to adequately operate the Compost Facility or conduct emergency export services to provide good service to the customers, and to protect the health, welfare and safety of the citizens of the local community and surrounding communities. The Contractor shall make a good faith effort to employ staff from the local and regional labor markets. The Contractor shall provide: (i) qualified management, supervisory, technical, laboratory, and operating and maintenance personnel, licensed or certified as required, for operation and maintenance of the Compost Facility or for provision of emergency export services; (ii) a manager for day-to-day supervision; (iii) specialists, as may be necessary, including those for troubleshooting, emergency management, and similar circumstances; and (iv) office and clerical support staff as necessary. The Contractor shall provide a technical support group that will provide on-call backup advice, expertise and quality control, management, maintenance and plant repair to assist the operational staff and ensure performance of obligations hereunder and to design and construct any improvements to the Compost Facility. The Contractor’s technical support group shall also provide assistance in the investigation, development and implementation of modifications in the processes as may be appropriate or necessary for regulatory compliance, worker safety, or process improvement. The Contractor shall provide and maintain an organizational chart that lists job classification and the number of staff proposed for the full-time operation. The Contractor shall notify the City of any proposed material revisions to the plan for staffing and/or to the personnel organization for the Compost Facility. Licenses and Certifications The Contractor shall acquire and hold, and cause its personnel to acquire and hold, all required Federal, State and local approvals, licenses, and certifications necessary to operate, maintain and manage the Compost Facility or to provide emergency export services. Training The Contractor shall provide, as appropriate, overall career development, on-site direction, and support to on-site personnel, in addition to providing an ongoing series of specialized training programs in the following areas: Laboratory FINAL FOR RELEASE 7/1/14 F-30 Process control Operations and maintenance and repairs Safety Confined space entry, if applicable QA/QC Right-to-Know Emergency preparedness and response Personnel relations Community relations The Contractor shall notify the City in advance of any training programs held by the Contractor and allow the City's participation in said programs. Class size shall be limited to that prescribed by the Contractor training policy. Training shall be an integral component of operation and maintenance services. Mandatory training shall be required for all personnel in general operation, and in area-specific and job- specific performance. Refresher courses shall be tailored for each area of responsibility. As new employees are introduced, experienced employees are given new assignments or new equipment/processes are introduced, a training program shall be implemented. Documentation of the training and evaluation of the results shall be completed. Emergency Preparedness and Emergency Situations The Contractor shall prepare an Emergency Preparedness Plan (EPP) in accordance with Federal and State regulations governing emergency action and fire prevention plans and in cooperation with Federal, State and local officials and public safety departments. Potential emergency situations shall be identified and specific actions to minimize the chance of an emergency shall be described. The Contractor shall develop written policies, preventative measures and response actions necessary to manage Extremely Hazardous Substances (EHS) and systems that may pose a threat to the safety of workers and the surrounding community environment. These written policies shall be developed and implemented as necessary to comply with Federal and State safety, health and environmental regulations governing EHS. In addition, the EPP shall address actual response and notification requirements for each type of anticipated emergency. The notification, depending on the situation, shall include the local Fire, Police and Public Works Departments, the Office of Emergency Management, and the applicable State and Federal agencies. The EPP shall also identify specific response actions that shall be taken by the Contractor and specific local or other applicable agencies to ensure that either the waste services are not disrupted, or the disruption is minimized to the maximum extent possible. FINAL FOR RELEASE 7/1/14 F-31 The Contractor shall implement the EPP based on the following: Operation and Maintenance Staff. Operators shall be trained in the use of equipment and in the implementation of the EPP. Specific procedures, tailored to the Compost Facility or emergency services, as applicable, shall be developed with operator input and shall be used in the event of equipment failure and customer complaints regarding service. Designated Contractor employees shall have personal pagers and on-call duties will be rotated at the Contractor's discretion to ensure the availability of adequate response on a 24-hour-a-day basis. Emergency Operations Plan. A written emergency operations plan shall be developed and implemented for the Compost Facility or for emergency export services, as applicable, with the input of local community and State agencies and departments and safety service officials, as well as the City and applicable Federal agencies. Procedures shall be rehearsed with appropriate officials to ensure that response functions are properly executed in the event of an emergency. This plan shall meet the requirements for a contingency plan, and shall cover potential emergencies due to natural disasters, power failures, spills or releases of contaminants, etc. Monitoring Equipment and Alarms. The Contractor shall provide monitoring equipment and alarms for the Compost Facility. All key process functions shall be monitored, and when they exceed alarm setpoints, the early warning devices shall notify the on-call operator. The Contractor shall immediately notify the City, appropriate Federal agencies, the State and the local community of any activity, problem, or circumstance that threatens the safety, health or welfare of the users of the Compost Facility or the residents of local community. In the event of damage or destruction of the Compost Facility or any emergency which, in the reasonable judgment of the Contractor, is likely to resort in material loss or damage to the Compost Facility or constitute a material threat to human health or safety, the Contractor may suspend operation of the Compost Facility. Emergency repairs as are necessary to mitigate or reduce such loss, damage or threat to human health or public safety shall be done in consultation with the City, appropriate Federal agencies, the State and the local community. Notification of emergency/noncompliance events within the Compost Facility shall be in accordance with permit requirements and an emergency plan to be developed by the Contractor and submitted to and approved by the City, appropriate Federal agencies, the State, and the local community and any subsequent amendments or modifications thereto. The Contractor shall respond to emergencies and unusual circumstances in accordance with applicable regulations and requirements and with such personnel and equipment as necessary to maintain or restore the operations of the Compost FINAL FOR RELEASE 7/1/14 F-32 Facility in a timely manner with the least possible disruption or inconvenience to the users of the Compost Facility. OSHA Compliance The Contractor shall prepare and implement a technical and safety training plan and program for the Compost Facility in accordance with OSHA requirements, Good Industry Practice and the Contractor standard practices, whichever are most stringent. The Contractor shall assign the administration of the technical and safety training plan and program to its appropriate staff. Safety meetings shall be held regularly. Said meetings shall be used to provide safety training and to review site-specific job and general safety requirements. Inspections by the Contractor's personnel responsible for health and safety shall be used as a tool in determining how the health and safety program is progressing in conformance with the established plan. Should an accident occur, a written accident investigation procedure shall be followed to document the accident and prevent reoccurrences. Noise Control The Contractor shall be responsible for meeting the requirements of Applicable Law and minimizing noise impacts on surrounding land use for the Compost Facility. Particular emphasis should be placed on minimizing noise impacts after normal business hours and during weekends and holidays. Odor Control The Contractor shall be responsible for: 1) managing odors from the Compost Facility such that no objectionable odor can be detected beyond the Site boundaries; and 2) investigating and satisfying odor complaints and correcting any odor problems should they occur. For emergency export services, the Contractor shall be responsible for managing odors from its vehicles, any transfer facilities and its processing facilities. Activities shall include, but are not limited to the following, which shall also apply to emergency export services as applicable for its vehicles picking up and transporting Acceptable Feedstocks as well as any transfer facilities and its processing facilities: Good Housekeeping The Contractor shall implement a regimented housekeeping schedule and work plan for the Compost Facility to maintain clean facilities. Proper Feedstock and Product Management The Contractor shall provide proper feedstock and product management within the Compost Facility. FINAL FOR RELEASE 7/1/14 F-33 Efficient Process Control The Contractor shall maintain a proactive approach to odor control through diligent process control of the unit operations of the Compost Facility. Typical of these are: Ongoing evaluation of the Compost Facility odor control systems to insure adequate control of the controllable parameters; and Optimization of feedstock processing to reduce the on-site feedstock inventory. Enhanced Odor Awareness, Evaluation and Reduction The Contractor shall provide ongoing audits of the odor conditions of the Compost Facility components. As part of its services, the Contractor shall perform annual odor control evaluations of the Compost Facility and the surrounding areas and shall submit a report on same to the City. The Contractor shall be responsible for all steps consistent with industry standards and Good Industry Practice for reducing all odors so that off-site odors are minimized and complaints are satisfied. Community Relations The Contractor shall be sensitive to the impact that “poor housekeeping”, undesirable odors, noise, excessive light or other such operational and environmental factors can have on community relations. In the event of a complaint(s), the Contractor shall respond rapidly to resolve any reported problems. The Contractor's actions shall be taken in a professional manner that maintains positive community relations for the Compost Facility within the community. As a minimum, the Contractor shall: Report to the City any complaints related to the Compost Facility or emergency export services. Provide a 24-hour telephone hotline for those who wish to comment on issues of immediate concern. Provide an e-mail address for those who wish to comment on issues of concern. Public Information Program The Contractor shall be responsible for assisting the City with their public information programs by providing information to support those programs. The Contractor shall describe its proposed efforts, which may include activities such as: FINAL FOR RELEASE 7/1/14 F-34 Creation of a Web Page informing the public of the status of the Compost Facility and various public education materials and programs available associated with the Compost Facility . Issuance of newsletters and/or press releases to inform the public of the Contractor's activities related to the Compost Facility . Presentations to local civic, environmental and other groups or at public events, which will include presentation of available videos. Providing a repository of publications pertaining to waste policies and waste reduction and recycling and composting programs, information about purchasing products made from recyclable products and compost use and directories of companies that provide these types of goods, recycling and composting guidance documents and technologies that will be available to interested parties at the CompostFacility or another location agreed to by the City. Such a repository shall be inclusive of information or guides generated and provided by the City. Hosting of Compost Facility open houses. Hosting of tours of the Compost Facility for interested members of the public. Participation in public hearings, public meetings, and meetings of elected officials and interested groups. Participation in City, State and local community public events. Laboratory Management The Contractor shall perform all required sampling, testing and laboratory analyses for the Compost Facility or for emergency export services and prepare and file the required reports. The Contractor shall maintain a laboratory quality assurance and quality control program that ensures all regulatory data is legally defensible. The Contractor shall set up, audit and monitor all laboratory operations to ensure compliance with EPA standard test methods and any State and local requirements. FINAL FOR RELEASE 7/1/14 G-1 APPENDIX G PRELIMINARY CEQA CHECKLIST (NOTE TO PROPOSERS: THIS DOCUMENT WAS PREPARED FOR AN ANAEROBIC DIGESTION FACILITY OR EXPORT OF FOOD SCRAPS, YARD TRIMMINGS AND BIOSOLIDS. ASPECTS OF THE CHECKLIST MAY NOT BE APPLICABLE FOR THE PROPOSED COMPOST FACILITY.) FINAL FOR RELEASE 3/4/13 G-2 APPENDIX G PRELIMINARY CEQA CHECKLIST Prepared by: Douglas Environmental 1517 28th Street Sacramento, CA 95816 January 4, 2013 Preliminary Checklist Palo Alto Energy/Compost Facility/Export Prepared by: Douglas Environmental 1517 28th Street Sacramento, CA 95816 Contact: Douglas Brown (916) 739-8407 January 4, 2013 Prepared for: City of Palo Alto Department of Public Works 250 Hamilton Avenue Palo Alto, CA 94301 Preliminary Checklist Palo Alto Energy/Compost Facility/Export Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Douglas Environmental City of Palo Alto i Table of Contents 1018498.1 TABLE OF CONTENTS Section Page PREFACE/PURPOSE ............................................................................................................................................ II  1 PROJECT DESCRIPTION .................................................................................................................... 1-1  1.1 Introduction .................................................................................................................................. 1-1  1.2 CEQA Considerations .................................................................................................................. 1-1  1.3 Project Description ....................................................................................................................... 1-2 2 ENVIRONMENTAL CHECKLIST ...................................................................................................... 2-1  2.1 Aesthetics ..................................................................................................................................... 2-3  2.2 Agricultural Resources ................................................................................................................. 2-6  2.3 Air Quality .................................................................................................................................... 2-8  2.4 Biological Resources .................................................................................................................. 2-15  2.5 Cultural Resources ..................................................................................................................... 2-18  2.6 Geology and Soils ...................................................................................................................... 2-21  2.7 Greenhouse Gas Emissions ........................................................................................................ 2-28  2.8 Hazards and Hazardous Materials .............................................................................................. 2-28  2.9 Hydrology and Water Quality .................................................................................................... 2-36  2.10 Land Use and Planning ............................................................................................................... 2-42  2.11 Mineral Resources ...................................................................................................................... 2-45  2.12 Noise ........................................................................................................................................... 2-46  2.13 Population and Housing ............................................................................................................. 2-50  2.14 Public Services ........................................................................................................................... 2-52  2.15 Recreation ................................................................................................................................... 2-54  2.16 Transportation/Traffic ................................................................................................................ 2-56  2.17 Utilities and Service Systems ..................................................................................................... 2-59  2.18 Mandatory Findings of Significance .......................................................................................... 2-62  3 REFERENCES ........................................................................................................................................ 3-1  Douglas Environmental Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Preface ii City of Palo Alto 1018498.1 PREFACE/PURPOSE This document is a preliminary checklist that has been prepared to address the potential impacts associated with a proposed Palo Alto Energy/Compost Facility/Export (proposed project). The main purpose of this checklist is to provide proposers with environmentally relevant information about the site conditions of this project so that proposers can incorporate the mitigation measure assumptions into their proposals. Notwithstanding the potential to mitigate the potential significant environmental impacts, the City of Palo Alto has determined that an Environmental Impact Report will be prepared to allow full public review of potential environmental impacts and mitigation measures. Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Douglas Environmental City of Palo Alto 1-1 Project Description 1018498.1 1 PROJECT DESCRIPTION 1.1 INTRODUCTION This document is a preliminary checklist for the proposed Palo Alto Energy-Compost Facility/Export (proposed project). This checklist has been prepared in accordance with the California Environmental Quality Act (CEQA), Public Resources Code Section 21000 et seq. and the State CEQA Guidelines, California Code of Regulations Section 15000 et seq. The lead agency for the proposed project, whether it may have a significant effect on the environment or not, will complete an Environmental Impact Report (EIR). This document is intended to provide project proposers with a preliminary understanding of the potential mitigation measures needed to prepare a comprehensive proposal in response to the Energy/Compost Facility or Export Option Request for Proposal (RFP). The CEQA lead agency is the public agency with primary responsibility over the proposed project. In accordance with CEQA Guidelines Section 15051, the CEQA lead agency for the proposed project is the City of Palo Alto. 1.2 CEQA CONSIDERATIONS This checklist is tiered from the Programmatic EIR prepared for Statewide Anaerobic Digester Facilities for the Treatment of Municipal Organic Solid Waste (ESA June 2011), consistent with State CEQA Guidelines Section 15152. “Tiering” refers to using the analysis of general matters contained in a broader EIR when preparing a later EIR or negative declaration on a narrower project; incorporating by reference the general discussions from the broader EIR; and concentrating the later EIR or negative declaration solely on the issues specific to the later project (Section 15152(a)). Agencies are encouraged to tier the environmental analysis which they prepare for separate but related projects including general plans, zoning changes, and development projects. This approach can eliminate repetitive discussions of the same issues and focus the later negative declaration on the actual issues ripe for decision at each level of environmental review. Tiering is appropriate when the sequence of analysis is from an EIR prepared for a plan, policy or program to a site-specific EIR or negative declaration (Section 15152(b)). Section 15152(d) states that where an EIR has been prepared and certified for a program, plan, policy, or ordinance consistent with the requirements of Section 15152, any lead agency for a later project pursuant to or consistent with the program, plan, policy, or ordinance should limit the EIR or negative declaration on the later project to effects which: 1)Were not examined as significant effects on the environment in the prior EIR; or 2)Are susceptible to substantial reduction or avoidance by the choice of specific revisions in the project, by the imposition of conditions, or other means. Although all resource issues have been re-evaluated in preparing this checklist, the analysis is focused on those issues that are unique to the project site that may require mitigation measures beyond those identified in the Programmatic EIR. This is consistent with State CEQA Guidelines Section 15152. STATEWIDE ANAEROBIC DIGESTER FACILITIES PROGRAMMATIC EIR The Statewide Anaerobic Digester Facilities for the Treatment of Municipal Organic Solid Waste Final Program Environmental Impact Report (SCH# 2010042100) (Statewide AD Facilities EIR) provides a programmatic analysis of potential environmental effects that may result from the adoption of an Anaerobic Digestion (AD) Initiative and subsequent development of AD facilities in the State of California, in accordance with the California Environmental Quality Act (CEQA). Douglas Environmental Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Project Description 1-2 City of Palo Alto 1018498.1 CalRecycle adopted an Anaerobic Digestion Initiative (the AD Initiative) on Jun 22, 2011, which includes a set of comprehensive program elements to foster the development of AD facilities that convert organic solid wastes into sources of energy and can produce valuable compost feedstocks, soil amendments, and other products. Implementation of the AD Initiative will assist in meeting the following objectives: • Support CalRecycle Strategic Directive 6.1: to reduce the amount of organics in the waste stream by 50 percent by 2020. • Support Assembly Bill 32 (AB 32), the California Global Warming Solutions Act of 2006, greenhouse gas reduction measures related to the use of anaerobic digestion. • Assist local governments and state agencies (both lead and responsible agencies) by providing program- level analyses that will identify potential environmental effects of AD facilities and discuss mitigation measures or best management practices that can reduce or eliminate the environmental effects. The Statewide AD Facilities EIR evaluates and describes, on a statewide, program-level basis, the potential environmental impacts associated with the construction and operation of AD facilities, identifies those impacts that could be significant, and presents mitigation measures, which could avoid or minimize these impacts. No significant and unavoidable impacts were identified in the Statewide AD Facilities EIR. The existing setting discussion and summary of project impacts and mitigation measures included in the Statewide AD Facilities EIR are hereby incorporated by reference into this checklist, consistent with State CEQA Guidelines Section 15150. The impact conclusions of the Statewide AD Facilities EIR are discussed throughout the resource sections of this checklist. The Statewide Anaerobic Digester Facilities for the Treatment of Municipal Organic Solid Waste Final Program EIR is available for review at the following web link: http://www.calrecycle.ca.gov/SWFacilities/Compostables/AnaerobicDig/PropFnlPEIR.pdf 1.3 PROJECT DESCRIPTION The City of Palo Alto is exploring several options for managing the City’s source separated organic waste (including food scraps and yard trimmings) and biosolids due to the closure of the Palo Alto Landfill and the future discontinuation of use of the existing biosolids incinerator. The City estimates that between 12,100 and 15,500 tons per year (tpy) of food scraps and between 13,500 and 14,300 tpy of yard trimmings (not including yard trimmings delivered by self haul vehicles, which would increase these estimates) will be generated in the City at the time a contract could be started with a private operator. In addition, the City estimates that between 22,602 tpy and 32,288 tpy of biosolids (at 26% solids) are projected to be generated at the RWQCP in 2015, which is projected to increase to between 29,382 tpy and 41,975 tpy by 2050. The City also estimates that between 158 tpy and 226 tpy of fats, oils and grease (FOG) and scum will be generated in 2015 and mixed with the biosolids, which amount is projected to remain level over time. Through March 2012, the City composted yard trimmings at a traditional, open windrow compost facility on approximately 7.5 acres at the landfill, which ceased receiving municipal solid waste in July 2011. The closed landfill is dedicated as Byxbee Park within the City’s Comprehensive Plan and the application of the final landfill cap and its conversion to park uses resulted in composting operations ceasing at the landfill. Currently, yard trimmings collected in the City are delivered to the Sunnyvale SMaRT Station. Residential food scraps are currently mixed with and collected as part of the City’s municipal solid waste, taken to the Sunnyvale SMaRT Station, and transported to and disposed at the Kirby Canyon Landfill in South San Jose. In the future, the City plans to initiate curbside collection of source separated residential food scraps (either mixed Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Douglas Environmental City of Palo Alto 1-3 Project Description 1018498.1 with yard trimmings or separately from yard trimmings). Commercial food scraps are currently collected separately, transported to and composted in Gilroy. Biosolids are currently incinerated at the City’s RWQCP and the ash is transported to a disposal facility. The City completed a feasibility study on February 20, 2012 that evaluated several options for managing the City’s source separated organic waste and biosolids. The focus of the feasibility study was on developing a dry anaerobic digestion (AD) facility at the City’s landfill to convert source separated organic waste and potentially biosolids to renewable energy (electricity or fuels) and produce a useable compost. However, the feasibility study also evaluated a broad range of alternatives for managing source separated materials and biosolids within the City including the use of wet AD facilities, the ongoing use of incineration for biosolids, or the use of a combination of technologies and handling approaches for the different waste types. In addition, the August 2012 Long Range Facilities Plan prepared by the City included as an option gasification technologies for biosolids management. Gasification technologies include the use of a thermal process with limited oxygen that changes the composition of the organic portion of the feedstock to produce a synthesis gas that is typically converted to electricity, heat and/or fuel. Gasification includes pyrolysis, high and low temperature gasification and plasma gasification. Because the use of oxygen is restricted in the process, it does not include the incineration or combustion of the feedstock. The feasibility study also evaluated exporting the source separated organic waste out of the City with the food scraps going to either a proposed AD facility in San Jose or the existing ZBEST compost facility in Gilroy, and the yard trimmings going to the ZBEST facility. The source separated organic waste is assumed to be transported directly from its point of collection to the selected export facility without the use of an intermediate transfer or storage facility within the City. The City has also considered exporting biosolids to a processing location outside of the City, which would require the construction of a biosolids handling, storage and truck loading facility at the RWQCP. Although specific export locations were identified in the feasibility study, future export would not be limited to these locations or the specific waste management processes at these locations. Because any facilities outside of the City are assumed to be permitted to accept and process the wastes they would receive, the site- specific environmental impacts at these export facilities are not evaluated in this checklist. Palo Alto citizens passed the Palo Alto Green Energy and Compost Initiative (Measure E) in November 2011 that removed approximately 10 acres of land adjacent to the RWQCP from dedicated parkland for the exclusive purpose of considering building a facility for converting yard trimmings, food scraps, other municipal organics and/or sewage sludge from the regional wastewater treatment plant by biological and/or other environmentally equally protective technology. Approximately 8 acres of this 10-acre area are located on the uncapped portion of the Palo Alto Landfill. Measure E requires the operation to include all feasible methods for mitigating any significant environmental impacts identified during environmental review, including visual, sound and odor. Measure E provides for the 10-acre parcel to remain undedicated as parkland for a minimum of 10 years for purposes of considering use of the parcel for an E/C Facility. SITE LOCATION The proposed location for the E/C Facility is at the RWQCP and/or within the 10-acre Measure E parcel located directly southeast of the RWQCP at the existing Palo Alto Landfill. The Palo Alto Landfill is located in the northeastern portion of the City on the San Francisco Bay within the Baylands Master Plan area. The proposed landfill site is located on land that the City dedicated for park use as part of Byxbee Park. Access is proposed to be provided from Embarcadero Way, which intersects with Embarcadero Road approximately 1,700 feet to the northwest. The RWQCP is surrounded by the Palo Alto Landfill to the southeast, Embarcadero Way to the southwest, and Embarcadero Road to the northwest, north and northeast. The RWQCP site has 0.52 acre available for E/C Facility uses before demolition of the incinerator and associated equipment. Following demolition, approximately 1 acre would be available at the RWQCP. The RWQCP provides treatment and disposal of wastewater services to Douglas Environmental Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Project Description 1-4 City of Palo Alto 1018498.1 the cities of Palo Alto, Mountain View and Los Altos, the Town of Los Alto Hills, the East Palo Alto Sanitation District, and Stanford University, known collectively as the RWQCP Partners (RMC March 2009). Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Douglas Environmental City of Palo Alto 2-1 Environmental Checklist 1018498.1 2 ENVIRONMENTAL CHECKLIST PROJECT INFORMATION 1. Project Title:Palo Alto Energy/Compost Facility/Export 2.Lead Agency Name and Address:City of Palo Alto Public Works Department 250 Hamilton Avenue Palo Alto, CA 94301 3. Contact Person and Phone Number:Matthew Krupp, 650-496-5958 4. Project Location:The project includes two potential project sites including one at the Palo Alto Landfill and one at the Palo Alto Regional Water Quality Control Plant. Both sites are located in the northeastern portion of the City of Palo Alto, California. 5. Project Sponsor’s Name and Address:City of Palo Alto Department of Public Works 250 Hamilton Avenue Palo Alto, CA 94301 6. General Plan Designation:“Public Park” for the Palo Alto Landfill Site and “Major Institution/Special Features” for the Regional Water Quality Control Plant Site 7. Zoning:PF(D), Public Facilities District/Site and Design Review Combining District 8. Description of Project: The City of Palo Alto is exploring several options for managing the City’s source separated organic waste (including food scraps and yard trimmings) and biosolids due to the closure of the Palo Alto Landfill and discontinuation of use of the existing biosolids incinerator. The City completed a feasibility study on February 20, 2012 that evaluated several options for managing the City’s source separated organic waste and biosolids. The focus of the feasibility study was on developing a dry anaerobic digestion (AD) facility at the City’s landfill to convert source separated organic waste and potentially biosolids to renewable energy (electricity or fuels) and useable compost. However, the feasibility study also included a broad range of alternatives for managing source separated materials and biosolids within the City including the use of wet AD facilities, the ongoing use of incineration for biosolids, or the use of a combination of technologies and handling approaches for the different waste types. Gasification technologies were reviewed as an option for biosolids management as part of the recently published (August 2012) Long Range Facilities Plan for the Regional Water Quality Control Plant. Gasification technologies include the use of a thermal process with limited oxygen that changes the composition of the organic portion of the feedstock to produce a synthesis gas that is typically converted to electricity, heat and/or fuel. Gasification includes pyrolysis, high and low temperature gasification and plasma gasification. Because the use of oxygen is restricted in the process, it does not include the incineration or combustion of the feedstock. The feasibility study also evaluated exporting the source separated organic waste out of the City with the food scraps going to either a proposed AD facility in San Jose or the existing ZBEST compost facility in Gilroy, and the yard trimmings going to the ZBEST facility. The source separated organic waste is assumed to be transported directly from its point of collection to the selected export facility without the use of an intermediate transfer or storage facility within the City. The City has also considered exporting biosolids to a processing location outside of the City, which would require the construction of a biosolids handling, storage and truck loading facility at the RWQCP. Although specific export locations were identified in the feasibility study, future export would not be limited to these locations or the specific waste management processes at these locations. Because any facilities outside of the City are assumed to be permitted to accept and process the wastes they would receive, the site-specific environmental impacts at these export facilities are not evaluated in this checklist. 9. Surrounding Land Uses and Setting: The proposed alternatives include facilities within the boundaries of the Palo Alto Landfill and/or the RWQCP. Both the landfill and the RWQCP are located within the Palo Alto Douglas Environmental Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Environmental Checklist 2-2 City of Palo Alto 1018498.1 Baylands Nature Preserve and the closed landfill is designated as Byxbee Park. The landfill is surrounded by the RWQCP to the northwest and Baylands Nature Preserve/Byxbee Park to the northeast, east, south and southwest. The RWQCP is surrounded by the Palo Alto Airport to the north, the Baylands Nature Preserve/Byxbee Park to the northeast, the closed landfill and Baylands Nature Preserve/Byxbee Park to the southeast, and commercial offices/light industrial uses to the southwest. 10: Other public agencies whose approvals are required: Santa Clara County Department of Environmental Health (Local Enforcement Agency), the San Francisco Bay Regional Water Quality Control Board (RWQCB), the California Department of Resources Recycling and Recovery (CalRecycle), the San Francisco Bay Area Air Quality Management District (BAAQMD), and potentially, the San Francisco Bay Conservation and Development Commission (DCDC) and the State Lands Commission. ENVIRONMENTAL FACTORS POTENTIALLY AFFECTED: The environmental factors checked below would be potentially affected by this project, involving at least one impact that is a “Potentially Significant Impact” as indicated by the checklist on the following pages. Aesthetics Agriculture Resources Air Quality Biological Resources Cultural Resources Geology / Soils Hazards & Hazardous Materials Hydrology / Water Quality Land Use / Planning Mineral Resources Noise Population / Housing Public Services Recreation Transportation / Traffic Utilities / Service Systems Mandatory Findings of Significance None With Mitigation Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Douglas Environmental City of Palo Alto 2-3 Environmental Checklist 1018498.1 2.1 AESTHETICS ENVIRONMENTAL ISSUES Potentially Significant Impact Less Than Significant with Mitigation Incorporated Less Than Significant Impact No Impact I. Aesthetics. Would the project: a)Have a substantial adverse effect on a scenic vista? b) Substantially damage scenic resources, including, but not limited to, trees, rock outcroppings, and historic buildings within a state scenic highway? c)Substantially degrade the existing visual character or quality of the site and its surroundings? d)Create a new source of substantial light or glare which would adversely affect day or nighttime views in the area? ENVIRONMENTAL SETTING The landfill site is part of Byxbee Park and the Palo Alto Baylands Nature Preserve, therefore, it is located within a sensitive recreational viewshed. The RWQCP is located at the existing RWQCP and is visible from areas within Byxbee Park. The visual character of both of these sites is strongly influenced by their existing land uses, the landfill site containing the landfill mound and the treatment plant containing the plant infrastructure. DISCUSSION a) Have a substantial adverse effect on a scenic vista? Less Than Significant with Mitigation Incorporated. Impacts to scenic vistas and resources could occur from construction, pre-processing equipment (grinding, screening, sorting, etc.), buildings and/or structures (digester, administrative facilities), or biogas equipment (gas boosters, fuel cells, flares, IC engines, etc). These activities and facilities could interfere with existing views of scenic vistas or resources within the Palo Alto Baylands Nature Preserve and Byxbee Park and thus, this impact is potentially significant. The export of biosolids outside of the City would also require the construction of facilities at the RWQCP for storage, handling and loading of biosolids into trucks. Depending upon the size and scale of these facilities, the change in existing views of scenic vistas or resources within the Palo Alto Baylands Nature Preserve and Byxbee Park would be potentially significant. The potential for AD facilities to degrade scenic vistas was identified as a significant impact in the Statewide AD Facilities EIR. These same impacts on scenic vistas would be anticipated with the implementation of other waste conversion and waste export facilities at the proposed alternative sites. The impact was considered less than significant following implementation of the identified mitigation measures. To ensure the impacts of the proposed alternatives on scenic vistas remain less than significant, the following mitigation measure included in the Statewide AD Facilities EIR shall be implemented. Douglas Environmental Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Environmental Checklist 2-4 City of Palo Alto 1018498.1 Mitigation Measure 1 Landscaping and/or vegetated berms should be used to minimize views of facilities from sensitive views. b) Substantially damage scenic resources, including, but not limited to, trees, rock outcroppings, and historic buildings within a state scenic highway? No Impact. No State-designated scenic highways are located within the project area. Therefore, the proposed alternatives would not damage scenic resources within a State scenic highway. c) Substantially degrade the existing visual character or quality of the site and its surroundings? Less Than Significant With Mitigation Incorporated. The visual character of an E/C Facility would be similar to many large-scale permitted solid waste facilities. The digestion process would occur within a tank (wet processes) or other enclosed facility (dry processes). A gasification facility would be visually similar to energy- generating industrial plants and the biosolids export facilities would include material storage areas and handling/loading areas. The RWQCP currently includes a biosolids incineration facility, which is integrated into the existing wastewater treatment operations. An E/C Facility or biosolids export facilities could potentially affect sensitive viewsheds such as users of the Palo Alto Baylands Nature Preserve and Byxbee Park. Potential concerns include the following: • Litter - Any facility receiving solid waste needs to be concerned with the potential for blowing litter. • Piling - Handling and storage of feedstock and digester byproducts can create visibly deteriorated site conditions if any portion of it occurs outdoors. • Buildings – The buildings associated with an E/C Facility or biosolids export facilities have the potential to degrade visual quality based on the height and design of the buildings. • Cylindrical Tanks (Wet processes) – The tanks that enclose wet digester processes can be large in order to hold substantial processed feedstock. These tanks have the potential to degrade the visual character of the area. Tank sizes can range from 20 feet to 75 feet in height. Tank size is dependent on a number of factors including planned capacity, specific technology, number of tanks and diameter. • Flare - Outdoor processing of biogas could also affect surrounding views. Post-processing facilities would require an outdoor gas booster pump and flare to combust raw biogas; facilities conditioning biogas would still require flare facilities in the event of equipment failure. The potential for an E/C Facility or biosolids export facilities to degrade the existing visual character/quality of the project sites and surroundings would depend, to a large degree, on the type of facility ultimately selected, the specific design of the facility, and the proposed site grading and landscaping. Additional analysis will be necessary in the EIR for the proposed alternatives to determine their specific visual impacts and their level of significance. d) Create a new source of substantial light or glare which would adversely affect day or nighttime views in the area? Less Than Significant With Mitigation Incorporated. The operation of an E/C Facility or biosolids export facilities may require the use of portable or permanent outdoor lighting during low light conditions or nighttime for safe operations. This may be a source of concern in light sensitive areas (such as adjacent to the Palo Alto Baylands Nature Preserve). Additionally, flares from biogas processing may be visible, particularly at night. Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Douglas Environmental City of Palo Alto 2-5 Environmental Checklist 1018498.1 The potential for E/C facilities to create a new source of light or glare was identified as a significant impact in the Statewide AD Facilities EIR. These same light and glare impacts would be anticipated with the implementation of other waste conversion and/or biosolids export facilities at the project sites. The impact was considered less than significant following implementation of the identified mitigation measures. To ensure the light and glare impacts of the proposed alternatives remain less than significant, the following mitigation measure included in the Statewide AD Facilities EIR shall be implemented. Mitigation Measure 2 Any lighting (portable or permanent) should be hooded and directed onto the project site. This would reduce effects to nighttime skies from uplighting, reduce glare, and prevent light from spilling onto adjoining properties and roads. Flares may be enclosed to reduce the visibility of flames during operation. Douglas Environmental Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Environmental Checklist 2-6 City of Palo Alto 1018498.1 2.2 AGRICULTURAL RESOURCES ENVIRONMENTAL ISSUES Potentially Significant Impact Less Than Significant with Mitigation Incorporated Less Than Significant Impact No Impact II. Agricultural 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, as updated) prepared by the California Department of Conservation as an optional model to use in assessing impacts on agriculture and farmland. Would the project: 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? b) Conflict with existing zoning for agricultural use or a Williamson Act contract? c)Involve other changes in the existing environment, which, due to their location or nature, could result in conversion of Farmland to non-agricultural use? ENVIRONMENTAL SETTING Prime Farmland Farmlands are mapped by the State of California Department of Conservation under the Farmland Mapping and Monitoring Program (FMMP). Farmlands are delineated into the following eight categories: Prime Farmland; Farmland of Statewide Importance; Unique Farmland; Farmland of Local Importance; Grazing Land; Urban or Built-Up Land; other Land; and Water. The definitions used in the program are based on the land’s suitability for agricultural production, which includes both physical and chemical characteristics of soils and actual land use. No prime farmland is mapped on either the landfill site or the RWQCP site. Williamson Act Lands The California Land Conservation (Williamson) Act of 1965 is the State’s principal policy for the preservation of a maximum amount of the limited supply of agricultural land in the state (Government Code Section 51220). The voluntary program is administered through local governments, which are responsible for contracting with landowners. The purposes of the Williamson Act are preservation of agricultural and open space, and fostering efficient urban growth patterns. Williamson contracts last for 10 years and are self renewing. Neither the landfill site nor the RWQCP site are under a Williamson Act contract. Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Douglas Environmental City of Palo Alto 2-7 Environmental Checklist 1018498.1 DISCUSSION 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? No Impact. Neither the landfill nor the RWQCP site contain farmland. Therefore, implementation of the proposed alternatives would not convert any farmland to non-agricultural uses and no adverse impacts on prime farmland would occur. b)Conflict with existing zoning for agricultural use or a Williamson Act contract? No impact. Neither the landfill nor the RWQCP site are zoned for agricultural use or contain a Williamson Act contract. Therefore, implementation of the proposed alternatives would not result in any conflicts with existing agricultural zoning or Williamson Act contracts. c)Involve other changes in the existing environment, which, due to their location or nature, could result in conversion of Farmland to non-agricultural use? No Impact. The proposed alternatives would not include any changes to the existing environment that would result in the conversation of farmland to non-agricultural use. As such, the proposed alternatives would not individually or cumulatively contribute to the loss of farmland in the project area. Douglas Environmental Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Environmental Checklist 2-8 City of Palo Alto 1018498.1 2.3 AIR QUALITY ENVIRONMENTAL ISSUES Potentially Significant Impact Less Than Significant with Mitigation Incorporated Less Than Significant Impact No Impact III. Air Quality. Where available, the significance criteria established by the applicable air quality management or air pollution control district may be relied on to make the following determinations. Would the project: a)Conflict with or obstruct implementation of the applicable air quality plan? b) Violate any air quality standard or contribute substantially to an existing or projected air quality violation? 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)? d) Expose sensitive receptors to substantial pollutant concentrations? e)Create objectionable odors affecting a substantial number of people? ENVIRONMENTAL SETTING The project sites are located in the San Francisco Bay Air Basin, within the jurisdiction of the Bay Area Air Quality Management District (BAAQMD). The BAAQMD adopts air quality rules and issues permits consistent with city, county and state regulations. Criteria Pollutants Concentrations of the following air pollutants: ozone, carbon monoxide (CO), nitrogen dioxide (NO2), sulfur dioxide (SO2), respirable and fine particulate matter (PM10 and PM2.5), and lead are used as indicators of ambient air quality conditions. Because these are the most prevalent air pollutants known to be deleterious to human health and extensive health-effects criteria documents are available, they are commonly referred to as “criteria air pollutants.” The ambient concentrations of air pollutant emissions are determined by the amount of emissions released by pollutant sources and the atmosphere’s ability to transport and dilute such emissions. Natural factors which affect transport and dilution include terrain, wind, atmospheric stability, and the presence of sunlight. Therefore, existing air quality conditions in the area are determined by such natural factors as topography, meteorology, and climate, in addition to the amount of emissions released by existing air pollutant sources. Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Douglas Environmental City of Palo Alto 2-9 Environmental Checklist 1018498.1 Both the U.S. Environmental Protection Agency (EPA) and the California Air Resources Board (ARB) designate areas of the state as attainment, nonattainment, or unclassified for various pollutant standards. An “attainment” designation for an area signifies that pollutant concentrations did not violate the standard for that pollutant in that area. A “nonattainment” designation signifies that a pollutant concentration violated the standard, excluding those occasions when a violation was caused by an exceptional event, as identified in the criteria. An “unclassified” designation signifies that data do not support either an attainment or nonattainment status. In addition, each agency has several levels of classification used to further describe the severity of nonattainment conditions. For instance, the ARB classifies nonattainment areas into moderate, serious, or severe air pollution categories, with increasingly strict control requirements mandated for each. The project sites are located in the San Francisco Bay Air Basin. For ozone (O3), the San Francisco Bay Air Basin is currently classified as a “non-attainment” by both state federal standards. For particulate matter less than 10 micrometers in diameter (PM10), the San Francisco Bay Air Basin is currently designated as a “non-attainment” area by state standards. For particulate matter less than 2.5 micrometers in diameter (PM2.5), the San Francisco Bay Air Basin is currently designated as a “non-attainment” area by state and federal (24 hour) standards. State and federal standards designate all other criteria pollutants as “attainment” or “unclassified” Toxic Air Contaminants In addition to the criteria air pollutants, toxic air contaminants (TACs) are airborne substances that are capable of causing short-term (acute) and/or long-term (chronic) and carcinogenic (cancer-causing) adverse health effects to humans. TACs include both organic and inorganic chemical substances. AD facilities are sources of TACs, particularly from biogas emissions and diesel exhaust. Gasification facilities are also sources of TACs. TACs are regulated separately from the criteria air pollutants at both the federal and state levels; however, the impacts of TAC emissions must be considered when evaluating project impacts due to their potential to affect human health. DISCUSSION a) Conflict with or obstruct implementation of the applicable air quality plan? No Impact. Stationary source activities that have the potential to affect air quality are regulated and permitted by the BAAQMD, pursuant to the adopted Bay Area 2010 Clean Air Plan (CAP). According to BAAQMD Guidelines, consistency with the CAP means that direct and indirect emissions associated with the project are accounted for in the CAP’s emission growth assumptions and the project is consistent with policies adopted in the CAP. Since the proposed alternatives would not generate growth, they would not be subject to the CAP’s emission growth assumptions. Additionally, the anticipated vehicular trip generation associated with the proposed alternatives would be expected to fall below that which would generate an impact under the CAP. As a result, the proposed alternatives are consistent with the Bay Area 2010 CAP and no impacts would result. b) Violate any air quality standard or contribute substantially to an existing or projected air quality violation? Construction Emissions Less Than Significant With Mitigation Incorporated. Construction related emissions for an E/C Facility or export facilities would arise from a variety of activities, including: (1) grading, excavation, road building, and other earth moving activities; (2) travel by construction equipment and employee vehicles, especially on unpaved surfaces; (3) exhaust from construction equipment; (4) architectural coatings; and (5) asphalt paving. Construction-related fugitive dust emissions would vary from day to day, depending on the level and type of activity, silt and clay content of the soil, and the weather. In the absence of mitigation, construction activities may result in significant quantities of dust, and as a result, local visibility and PM10 concentrations may be adversely Douglas Environmental Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Environmental Checklist 2-10 City of Palo Alto 1018498.1 affected on a temporary and intermittent basis during construction. In addition, the fugitive dust generated by construction would include not only PM10, but also larger particles, which would fall out of the atmosphere within several hundred feet of the site and could result in nuisance-type impacts. Construction equipment and construction-worker commute vehicles would also generate criteria air pollutant emissions. Criteria pollutant emissions of ROG and NOx from these emissions sources would incrementally add to regional atmospheric loading of ozone precursors during the construction period (ESA June 2011). Operational Emissions Emissions associated with operations would depend on the technology selected with variations depending upon the size and type of AD facility (e.g., one-stage or two-stage continuous systems, batch systems, wet or dry processes), gasification facility (e.g., pyrolysis, high and low temperature gasification, plasma gasification), or biosolids export facilities at the RWQCP and any equipment needed for pre-processing. Emissions would also be generated by the increased traffic on the local and regional roadway network (including additional waste haul trucks and employees), and the post processing of the biogas (e.g., flaring of excess biogas, combusting for electricity, or cleaning up biogas for use as a transportation fuel). For the export of biosolids, the transport truck emissions are anticipated to generate the primary air quality impacts within the City. Operational sources of fugitive dust would primarily be processing equipment and truck movement over paved and unpaved surfaces. In addition, non-methane VOCs released from pre-digested food scraps and yard trimmings during the receipt and pre-processing activities at the facility would not be a regional change but could result in increased localized emissions. Although there would be emissions associated with these sources at the facility, its operations would divert organics out of landfills. By doing so, there would be less activity at the disposal landfill, such as potentially fewer pieces of off-road equipment and a potential decrease in the vehicle miles traveled (VMT) for haul trucks. The E/C Facility could also generate biogas to replace fossil fuels for electricity production or for vehicle transportation (ESA June 2011). The generation of criteria air pollutant emissions associated with the construction and operation of AD facilities was identified as a significant impact in the Statewide AD Facilities EIR. The generation of criteria air pollutant emissions associated with gasification facilities and export facilities would also be considered significant. The impact was considered less than significant following implementation of the identified mitigation measures. To ensure criteria air pollutant emission impacts remain less than significant, the following mitigation measure included in the Statewide AD Facilities EIR shall be implemented. Mitigation Measure 3 An Air Quality Technical Report shall be prepared as part of the EIR review process for the proposed alternatives. The technical report shall include an analysis of potential air quality impacts (including a screening level analysis to determine if construction and operation related criteria air pollutant emissions would exceed BAAQMD thresholds, as well as greenhouse gas (GHG) emissions and any health risk associated with toxic air contaminants (TACs) from all AD or gasification facility sources) and reduction measures. Preparation of the technical report should be coordinated with the BAAQMD and shall identify compliance with all applicable New Source Review and Best Available Control Technology (BACT) requirements. The technical report shall identify all emissions from permitted (stationary) and non-permitted (mobile and area) sources and mitigation measures (as appropriate) designed to reduce significant emissions to below the applicable BAAQMD thresholds of significance. The construction contractor and facility operator shall be required to implement the following Best Management Practices (BMPs) as applicable during construction and operations: Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Douglas Environmental City of Palo Alto 2-11 Environmental Checklist 1018498.1 • Facilities shall be required to comply with the rules and regulations from the BAAQMD. • Facilities shall require substrate unloading and pre-processing activities to occur indoors within enclosed, negative pressure buildings. Collected foul air (including volatile organic compounds (VOCs) off-gassed from undigested substrates) should be treated via biofilter or air scrubbing system. • Use equipment meeting, at a minimum, Tier II emission standards, as established by the U.S. Environmental Protection Agency. • Minimize idling time either by shutting equipment off when not in use or reducing the time of idling to 5 minutes (as required by the state airborne toxics control measure [Title 13, §2485 of the California Code of Regulations]). Provide clear signage that posts this requirement for workers at the entrances to the site. • Maintain all equipment in proper working condition according to manufacturer’s specifications. • Use electric equipment when possible. • Where feasible as an alternative to internal combustion engines, which generate nitrogen oxide (NOx) emissions, use biogas from AD or gasification facilities as a transportation fuel (compressed biomethane) or in fuel cells to generate clean electricity. If there are other low NOx alternative technologies available at the time of AD or gasification facility development, these should be considered as well during the facility design process. 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)? Less-Than-Significant Impact. As discussed in response to question b) above, emissions generated by the proposed alternatives would be considered less than significant following implementation of the identified mitigation measures. Thus, emissions generated by the proposed alternatives would not result in a cumulatively considerable net increase of a criteria pollutant for which the project region is in non-attainment under an applicable federal or state ambient air quality standard. d) Expose sensitive receptors to substantial pollutant concentrations? Less Than Significant With Mitigation Incorporated. For construction impacts, emissions of toxics can occur from site preparation and construction activities that are required for the AD, gasification and biosolids export facilities. The impacts from operation of a typical AD, gasification or export facility can be determined by comparing the facility’s pre and post-project emissions. For operations, air toxics emissions could include diesel particulate matter (DPM) from trucks that deliver substrate to the facility, or from trace amounts of air toxics (primarily hydrogen sulfide [H2S] and ammonia) that may be released as fugitives from the anaerobic digester or from the potential combustion or flaring of the biogas. Additional air toxics that could be generated by the combustion of biogas (either in an engine or flare) include benzene, formaldehyde, and other products of incomplete combustion. Combustion of biogas containing H2S generates sulfur dioxide, which can react with water to produce sulfuric acid. AD facilities typically include control technologies that convert the H2S to sulfur, which is then removed from the gas stream in order to avoid corrosion of engine parts in the combustion chamber and in the exhaust system. In addition, ammonia may form in the anaerobic digestion process from nitrogen compounds contained in the organic substrates (ESA June 2011). Health impacts from exposure to toxic emissions related to the AD, gasification and export facilities are dependent on the magnitude of concentrations that the public can be exposed to, as well as to the relative Douglas Environmental Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Environmental Checklist 2-12 City of Palo Alto 1018498.1 toxicities of the individual pollutants released from each type of facility. Exposure levels are determined by carrying out dispersion modeling of estimated toxics emissions from typical proposed facility sources by using a screening model, such as the EPA model SCREEN3 (USEPA 1995). The SCREEN3 model predicts possible worst-case impacts, by using hypothetical worst-case meteorology. For calculating more accurate impacts at site- specific facilities, the EPA model AERMOD can be used. AERMOD uses meteorological data that is representative of the site, as well as multiple toxic emission source types, such as point, area, or volume to represent the emission sources (ESA June 2011). For a screening analysis, cancer and non-cancer health risks can be calculated by applying algorithms given in the document published by California Office of Environmental Health Hazard Assessment (OEHHA) to calculate health risks (OEHHA 2003). For more accurate site specific risks, AERMOD can be run in conjunction with the CARB model “Hot Spots Analysis Reporting Program” (HARP) to estimate cancer and non-cancer health risks that the public can be exposed to (CARB 2009). HARP uses the same toxicity values as are given in the OEHHA Risk Assessment Guidelines and incorporates multi-pathway uptake factors for the various toxic species to calculate risks. The estimated cancer risks from facility emissions are then compared to the applicable BAAQMD significance thresholds to determine if the impacts from the alternatives evaluated might result in significant impacts to the public. In addition, Hazard Quotients are estimated for noncarcinogens in HARP to determine if the modeled exposure levels exceed established health thresholds, called Reference Exposure Levels (RELs), to test for significance. The estimated risks for the various digester, gasification or export alternatives can then be used to estimate health risks, and for those alternatives with unacceptable risks, mitigation measures are applied to determine if the alternatives can achieve acceptable health risks to the public. Due to the unknown site specific exposure and information that is needed to quantify and evaluate health risk associated with AD, gasification and export facilities, this impact is considered potentially significant (ESA June 2011). The health impacts from exposure to toxic emissions associated with the construction and operation of AD facilities was identified as a significant impact in the Statewide AD Facilities EIR. The impact was considered less than significant following implementation of the identified mitigation measures. To ensure health impacts from exposure to toxic emissions remain less than significant, the following mitigation measure included in the Statewide AD Facilities EIR shall be implemented. Mitigation Measure 4 Based on the Air Quality Technical Report (specified in the Mitigation Measure in response to question [b] above), if the health risk is determined to be significant on a project-by-project basis with DPM as a major contributor, then control measures shall be implemented such that the AD, gasification or biosolids export facility health risk would be below the BAAQMD threshold, which may include implementation of one or more of the following requirements, where feasible and appropriate: • Use either new diesel engines that are designed to minimize DPM emissions (usually through the use of catalyzed particulate filters in the exhaust) or retrofit older engines with catalyzed particulate filters (which will reduce DPM emissions by 85%); • Use electric equipment to be powered from the grid, which would eliminate local combustion emissions; • Use alternative fuels, such as compressed natural gas (CNG) or liquefied natural gas (LNG). • Hydrogen sulfide (H2S) contained in the biogas shall be scrubbed (i.e., via iron sponge or other technology) before emission to air can occur. e) Create objectionable odors affecting a substantial number of people? Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Douglas Environmental City of Palo Alto 2-13 Environmental Checklist 1018498.1 Less Than Significant With Mitigation Incorporated. As bacterial decomposition proceeds, odoriferous compounds are generated. The major contribution to odors comes from two groups of compounds: the first group is dominated by esters and organosulfurs, and the second group consists of alkyl benzenes and limonene. The sensory perception of odorants has four major dimensions: detectability, intensity, character, and hedonic tone. Odor detectability consists of a detection threshold and a recognition threshold. The detection threshold is the lowest concentration of an odorant that will elicit a sensory response in 50 percent of the population. There is an awareness of the presence of an added substance, but not necessarily an odor sensation. The detection thresholds are determined using human subjects and sophisticated dilution equipment. Detection thresholds are published for more than 900 chemicals. The recognition threshold is the minimum concentration that is recognized as having a characteristic odor quality by a segment of the population. Odor intensity refers to the perceived strength of the odor sensation, and odorant character is what the substance smells like (e.g., fishy, rancid, hay, sewer, turpentine, ammonia, etc.). Hedonic tone is a category judgment of the relative pleasantness or unpleasantness of the odor, and is influenced by factors such as subjective experience and frequency of occurrence. For example, roses have been demonstrated to possess an odor with pleasant hedonic tone. Garbage has been demonstrated to possess an odor with an unpleasant hedonic tone. Offensive odors rarely cause any physical harm and no requirements for their control are included in state or federal air quality regulations. Factors that affect odor impacts include the AD or gasification facility design, sensitive receptor proximity, and exposure duration. Anaerobic digestion is the biological decomposition of organic matter in the absence of molecular oxygen. As a result, odorous compounds, such as ammonia and H2S, are generated and could be released into the environment. The anaerobic digestion process occurs naturally in marshes, wetlands and is the principal decomposition process in landfills. However, in the operation of AD facilities, the digestion process occurs in a closed system. Volatile organic compounds are broken down through the anaerobic digestion process, and exhaust is generally processed in a more controlled environment. However, the collection transport, storage, and pre-processing activities of the potentially odiferous organic substrates for digestion and the resultant digestate could produce nuisance odors at the AD facility. In addition, these digester facilities could lead to objectionable odors at off-site receptors in the vicinity. For the biosolids export facilities at the RWQCP, odors would be generated during material handling and storage activities, and during truck loading operations. Potential exposure of the public to objectionable odors was identified as a significant impact in the Statewide AD Facilities EIR. The impact was considered less than significant following implementation of the identified mitigation measures. To ensure the objectionable odor impacts remain less than significant, the following mitigation measure included in the Statewide AD Facilities EIR shall be implemented. Mitigation Measure 5 The AD, gasification, and/or biosolids export facilities shall comply with the City of Palo Alto’s land use plans, policies, and regulations, including applicable setbacks and buffer areas from sensitive land uses for potentially odoriferous processes. If the AD, gasification or biosolids export facilities handle compostable material and are classified as a compostable material handling facility, the facility must develop an Odor Impact Minimization Plan (OIMP) pursuant to 14 CCR 17863.4. Otherwise, an Odor Management Plan (OMP) shall be developed and Douglas Environmental Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Environmental Checklist 2-14 City of Palo Alto 1018498.1 implemented that incorporates equivalent odor reduction controls for facility operations. Odor control strategies that can be incorporated into these plans include, but are not limited to, the following: • A list of potential odor sources. • Identification and description of the most likely sources of odor. • Identification of potential, intensity, and frequency of odor from likely sources. • A list of odor control technologies and management practices that could be implemented to minimize odor releases. These management practices shall include the establishment of the following criteria: - Require substrate haulage to the AD, gasification or export facility within sealed containers. - Establish time limit for on-site retention of undigested substrates (i.e., substrates must be put into the digester or gasification facility within 24 hours of receipt or hauled off site within 48 hours). - Provide enclosed, negative pressure buildings for indoor receiving and preprocessing. Treat collected foul air in a biofilter or air scrubbing system. - Establish contingency plans for operating downtime (e.g., equipment malfunction, power outage). - Manage delivery schedule to facilitate prompt handling of odorous substrates. - Handle digestate within enclosed building and/or directly pump to sealed containers for transportation. - Protocol for monitoring and recording odor events. - Protocol for reporting and responding to odor events. Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Douglas Environmental City of Palo Alto 2-15 Environmental Checklist 1018498.1 2.4 BIOLOGICAL RESOURCES ENVIRONMENTAL ISSUES Potentially Significant Impact Less Than Significant with Mitigation Incorporated Less Than Significant Impact No Impact IV.Biological Resources. Would the project: 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 the U.S. Fish and Wildlife Service? b)Have a substantial adverse effect on any riparian habitat or other sensitive natural community identified in local or regional plans, policies, or regulations or by the California Department of Fish and Game or the U.S. Fish and Wildlife Service? c)Have a substantial adverse effect on 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? d) 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? e)Conflict with any local policies or ordinances protecting biological resources, such as a tree preservation policy or ordinance? f)Conflict with the provisions of an adopted Habitat Conservation Plan, Natural Community Conservation Plan, or other approved local, regional, or state habitat conservation plan? ENVIRONMENTAL SETTING The landfill and RWQCP sites are located within the Palo Alto Baylands Nature Preserve. The Preserve encompasses the San Francisco Bay shoreline areas east of Highway 101 between the cities of East Palo Alto and Mountain View. The City of Palo Alto has maintained and managed this open space for recreation and wildlife habitat preservation since the 1920s. The 2,100-acre Preserve is the largest tract of undisturbed marshland remaining in the San Francisco Bay, and contains a unique mixture of tidal and freshwater habitats supporting a variety of plant and animal communities and a number of threatened and endangered species. The Mayfield Slough, located adjacent to the landfill site, is also included within the Preserve. Douglas Environmental Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Environmental Checklist 2-16 City of Palo Alto 1018498.1 Several sensitive species, including the Salt Marsh Harvest Mouse and the Burrowing Owl, have been identified in the areas surrounding the landfill site. The habitat on the landfill site is limited to non-native grasses and several eucalyptus trees. The majority of the landfill site has been disturbed by landfilling activities and the majority of the RWQCP site has been disturbed by the development of the treatment plant. No sensitive species habitat is present on either site. DISCUSSION 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 the U.S. Fish and Wildlife Service? Less Than Significant With Mitigation Incorporated. The proposed alternatives do not include any construction activities or habitat modification within sensitive habitats. However, the development of the landfill or RWQCP site could have adverse indirect impacts on sensitive habitats within the Palo Alto Baylands Nature Preserve including the introduction of new light and noise sources, which could disrupt existing species use patterns. The construction on the landfill site could also alter existing local wildlife use corridors within the Nature Preserve. The impacts may depend upon the final design of the E/C Facility or biosolids export facilities. The installation of light shielding and compliance with City noise standards could minimize the potential to affect sensitive habitats within the Palo Alto Baylands Nature Preserve. Additional analysis will be necessary in the EIR to determine if the proposed alternatives have the potential to adversely affect candidate, sensitive or special-status species or important habitat identified by resource agencies in the local area. The following mitigation measure is recommended to minimize this impact. Mitigation Measure 6 A biological study shall be conducted when more detail is available regarding the design characteristics of the E/C Facility or biosolids export facilities to determine if the development of the facilities has the potential to adversely affect sensitive species or important habitat in the Palo Alto Baylands Nature Preserve. The study shall include the identification of appropriate mitigation measures to reduce any potentially significant biological resource impacts. b) Have a substantial adverse effect on any riparian habitat or other sensitive natural community identified in local or regional plans, policies, or regulations or by the California Department of Fish and Game or the U.S. Fish and Wildlife Service? No Impact. The proposed alternatives would not disturb any riparian habitat or other sensitive natural community. The proposed alternatives do not include any construction activities or habitat modification that would disturb riparian habitat or other sensitive natural communities. Therefore, the proposed alternatives would have no effect on riparian habitat or other sensitive natural communities. c) Have a substantial adverse effect on 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? No Impact. The proposed alternatives do not include construction within any wetland or other jurisdictional Waters of the U.S and no impacts on these resources would be anticipated with implementation of the proposed alternatives. Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Douglas Environmental City of Palo Alto 2-17 Environmental Checklist 1018498.1 d) 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? Less Than Significant With Mitigation Incorporated. The landfill and RWQCP sites have historically been developed for either landfill or wastewater treatment purposes and are not expected to be located within broad movement corridors for native resident or migratory wildlife species. However, the landfill site may provide a corridor for local wildlife movement within the Palo Alto Baylands Nature Preserve. Additional analysis will be necessary in the EIR of the proposed alternatives to determine if development of the landfill site could adversely affect native resident or migratory wildlife movement corridors or nursery sites. The implementation of the mitigation measure identified under question a) above is recommended to minimize this impact. e) Conflict with any local policies or ordinances protecting biological resources, such as a tree preservation policy or ordinance? No Impact. The development of the landfill site as an E/C Facility would likely require the removal of several existing mature eucalyptus trees, located adjacent to the RWQCP, along the landfill site’s northwestern boundary. The trees are not considered “Regulated Trees”, as defined in the City’s Tree Technical Manual (Municipal Code Chapter 8.10.030), and are therefore, not subject to the City’s removal permit requirements. Thus, none of the proposed alternatives would be anticipated to conflict with applicable tree preservation policies or ordinances. f) Conflict with the provisions of an adopted Habitat Conservation Plan, Natural Community Conservation Plan, or other approved local, regional, or state habitat conservation plan? No Impact. The proposed alternatives are not located within an adopted Habitat Conservation Plan or Natural Communities Conservation Plan area and would not conflict with such plans. Douglas Environmental Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Environmental Checklist 2-18 City of Palo Alto 1018498.1 2.5 CULTURAL RESOURCES ENVIRONMENTAL ISSUES Potentially Significant Impact Less Than Significant with Mitigation Incorporated Less Than Significant Impact No Impact V. Cultural Resources. Would the project: a) Cause a substantial adverse change in the significance of a historical resource as defined in Section 15064.5? b) Cause a substantial adverse change in the significance of an archaeological resource pursuant to Section 15064.5? c) Directly or indirectly destroy a unique paleontological resource or site or unique geologic feature? d) Disturb any human remains, including those interred outside of formal cemeteries? ENVIRONMENTAL SETTING Historic and Unique Archaeological Resources Under CEQA, historical resources and “unique archaeological resources” are recognized as a part of the environment (Public Resources Code Sections 21001(b), 21083.2, 21084(e), 21084.1). In 1992, the Public Resources Code was amended as it affects historical resources. The amendments included creation of the California Register of Historical Resources (Public Resources Code Sections 5020.4, 5024.1 and 5024.6). While the amendments became effective in 1993, it was not until January 1, 1998, that the implementing regulations for the California Register were officially adopted (Public Resources Code Section 4850 et seq.). The California Register is an authoritative listing and guide for state and local agencies and private groups and citizens in identifying historical resources. This listing and guide indicates which resources should be protected from substantial adverse change. Under CEQA Guidelines Section 15064.5, an “historical resource” includes: (1) a resource listed in, or determined to be eligible by the State Historical Resources Commission for listing in, the California Register of Historical Resources; (2) a resource listed in a local register of historical resources or identified in a historical resource survey meeting the requirements in Section 5024.1(g) of the Public Resources Code; and (3) any object, building, structure, site, area, place, record, or manuscript that a lead agency determines is historically significant or significant in the architectural, engineering, scientific, economic, agricultural, educational, social, political, military, or cultural annals of California, provided the determination is supported by substantial evidence in light of the whole record; or a resource determined by a lead agency to be “historical,” as defined in Public Resources Code Sections 5020.1(j) or 5024.1. CEQA is also concerned with effects of a project on “unique archaeological resources.” If an archaeological site meets the definition of a unique archaeological resource (Public Resources Code Section 21083.2), then the site must be treated in accordance with the special provisions for such resources, which include time and cost limitations for implementing mitigation. “Unique archaeological resource” is defined as “an archaeological artifact, object, or site about which it can be clearly demonstrated that, without merely adding to the current body of knowledge, there is a high probability that it meets the following criteria: Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Douglas Environmental City of Palo Alto 2-19 Environmental Checklist 1018498.1 ► Contains information needed to answer important scientific research questions and that there is a demonstrable public interest in that information. ► Has a special and particular quality such as being the oldest of its type or the best available example of its type. ► Is directly associated with a scientifically recognized important prehistoric or historic event or person. [Public Resources Code Section 21083.2 (g)]” If it can be demonstrated that a project will cause damage to a unique archaeological resource, the lead agency may require reasonable efforts to be made to permit any or all of these resources to be preserved in place or left in an undisturbed state. Examples of that treatment are described in the code. To the extent that unique archaeological resources are not preserved in place or left in an undisturbed state, mitigation measures shall be required as provided in the code. The code also places limitations on the extent, cost and timing of mitigation measures that can be required by the lead agency. DISCUSSION a) Cause a substantial adverse change in the significance of a historical resource as defined in Section 15064.5? No Impact. The Palo Alto Landfill has been extensively disturbed by past waste disposal activities and does not include any structures or historic resources. The RWQCP site has also been extensively disturbed by the original construction of the plant and no historic resources are located on this site. Therefore, no impacts to historical resources, as defined in Section 15064.5 of the State CEQA Guidelines, are anticipated to occur with implementation of the proposed alternatives. b) Cause a substantial adverse change in the significance of an archaeological resource pursuant to Section 15064.5? No Impact. The majority of the landfill site contains the existing landfill mound. Because the placement of municipal solid waste within the landfill mound typically would have included excavating below the ground surface prior to waste placement, any subsurface cultural resources would have been destroyed when the area was converted to landfill uses. The RWQCP site was also disturbed during the original land grading conducted during construction of the plant. Therefore, there is little potential that subsurface archaeological resources are located at either the landfill site or the RWQCP site. A cultural survey was conducted during the preparation of an Initial Study for the Palo Alto Recycled Water Project in 2007 (RMC March 2009), which included the RWQCP site. The RWQCP was included in the cultural survey because components of the Recycled Water Project were located at the plant. The cultural survey included a records search of the California Inventory of Historic Resources (1976), the Historic Property Directory (Office of Historic Preservation current computer list), Northwest Information Center records of archaeological sites and surveys, GLO Plats, historic maps, and other pertinent historic data available at the Northwest Information Center for Santa Clara County. Based on this records search, no previously recorded archaeological sites exist within the immediate area of the RWQCP (RMC March 2009). A field reconnaissance was conducted for the proposed Recycled Water Project as part of the cultural survey that included the RWQCP. No historical or prehistoric cultural resources were observed within the Recycled Water Project’s area of potential effect. The Native American Heritage Commission was contact by letter on August 31, 2007 requesting information on sacred lands and a contact list of local tribal representatives or most likely descendents. A response was received from the Commission on September 14, 2007 noting, “A record search of the sacred land file has failed to indicate the presence of Native American cultural resources in the immediate Douglas Environmental Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Environmental Checklist 2-20 City of Palo Alto 1018498.1 project area.” The list of Native American contacts identified in the Commission letter were all contacted and no responses were received (RMC March 2009). Because there is little to no potential for archaeological resources to be located on either the landfill or the RWQCP sites, no impacts to archaeological resources, as defined in Section 15064.5 of the State CEQA Guidelines, are anticipated to occur with implementation of the proposed alternatives. c)Directly or indirectly destroy a unique paleontological resource or site or unique geologic feature? No Impact. For the reasons discussed above in answers to questions a) and b), there is little to no potential for unique paleontological resources to be located on either the landfill or the RWQCP sites. Neither site includes unique geologic features nor has the topography of the sites been disturbed by prior development. The proposed alternatives do not include any activities that could disturb paleontological resources or unique geologic features. Therefore, no impacts to paleontological resources or unique geologic features are anticipated to occur with implementation of the proposed alternatives. d)Disturb any human remains, including those interred outside of formal cemeteries? No Impact. No formal or informal cemeteries are located near the landfill or the RWQCP sites. Therefore, no disturbance of human remains is anticipated to occur with implementation of the proposed alternatives. Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Douglas Environmental City of Palo Alto 2-21 Environmental Checklist 1018498.1 2.6 GEOLOGY AND SOILS ENVIRONMENTAL ISSUES Potentially Significant Impact Less Than Significant with Mitigation Incorporated Less Than Significant Impact No Impact VI. Geology and Soils. Would the project: 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 California Geological Survey Special Publication 42.) ii)Strong seismic ground shaking? iii)Seismic-related ground failure, including liquefaction? iv) Landslides? b) Result in substantial soil erosion or the loss of topsoil? c)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? d)Be located on expansive soil, as defined in Table 18-1-B of the Uniform Building Code (1994, as updated), creating substantial risks to life or property? e)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? ENVIRONMENTAL SETTING The Santa Clara Plain forms the floor of the Santa Clara Valley, which contains the San Francisco Bay. The plain is a broad, flat to undulating, gently sloping alluvial fan that extends northeast from the base of the foothills of the Santa Cruz Mountains to the salt evaporators that now occupy the marshes that formerly bordered San Francisco Bay. The plain drops gently across 3.5 miles to about five feet above mean sea level at the Bay margin and is incised by streams. The City of Palo Alto is in the San Andreas Fault System, which is approximately 44 miles wide in the Bay Area. The principal active faults, those on which there is evidence of displacement during Holocene time (the last 11,000 years), include the San Gregorio, San Andreas, Hayward, Calaveras, and Greenville faults. The City of Palo Alto is in one of the most active seismic regions in the United States. Each year, low and moderate magnitude earthquakes occurring in or near the Bay Area are felt by residents of the City of Palo Alto. Since the Douglas Environmental Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Environmental Checklist 2-22 City of Palo Alto 1018498.1 mid-nineteenth century, about 2,000 earthquakes have affected Santa Clara County. The April 1906 earthquake on the San Andreas Fault, estimated at 8.3 on the Richter scale, probably was the largest seismic event felt in the City. Most recently, the 7.1 Loma Prieta earthquake of October 1989 on the San Andreas Fault caused severe damage throughout the Bay Area. DISCUSSION 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 California Geological Survey Special Publication 42.) No Impact. Surface rupture is an actual cracking or breaking of the ground along a fault during an earthquake. Structures built over an active fault can be torn apart if the ground ruptures. Surface rupture along faults is generally limited to a linear zone a few meters wide. The Alquist-Priolo Act was created to prohibit the location of structures across the traces of active faults, thereby reducing the loss of life and property from an earthquake. No Alquist Priolo zones have been established on or adjacent to the project area. Therefore, the proposed alternatives would not be expected to be affected by the rupture of a known earthquake fault. ii) Strong seismic ground shaking? Less-Than-Significant Impact. Ground shaking occurs as a result of energy released during faulting, which could potentially result in the damage or collapse of buildings and other structures, depending on the magnitude of the earthquake, the location of the epicenter, and the character and duration of the ground motion. The components of the proposed alternatives at the landfill and RWQCP are located in an area of notable seismic activity. Seismic ground shaking generated from earthquakes on major Bay Area fault systems (i.e., the San Andreas or Hayward) could cause varying intensities of ground shaking at the sites. Ground shaking from a regional earthquake will likely occur within the life of the project. The proposed alternatives would be required to be designed consistent with California Building Code requirements that are intended to ensure the facilities withstand the seismic stresses that would be anticipated within the City of Palo Alto. Therefore, the proposed alternatives are not anticipated to result in significant ground-shaking impacts. iii) Seismic-related ground failure, including liquefaction? Less-Than-Significant Impact. The primary factors in determining liquefaction potential are soil type, the level and duration of seismic ground motions, and the depth to groundwater. Sandy, loose, or unconsolidated soils are susceptible to liquefaction hazards. Liquefaction and other seismically-induced forms of ground movement have historically occurred throughout California during major earthquake events. These phenomena generally consist of lateral movement, flow, or vertical settlement of saturated, unconsolidated soil in response to strong ground motion. The soils in the Baylands area are known to be subject to liquefaction. The project sites are mapped as having a high potential for liquefaction on Map N-5 (Geotechnical Hazards) in the Palo Alto Comprehensive Plan. However, the majority of the soils at the landfill site were excavated with the original landfill development. The RWQCP has been extensively developed and has not been subjected to liquefaction. In addition, key facilities at Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Douglas Environmental City of Palo Alto 2-23 Environmental Checklist 1018498.1 either site are anticipated to be supported by pilings, which would substantially diminish any liquefaction hazards. Therefore, implementation of the proposed alternatives would not be expected to expose facilities to liquefaction. iv) Landslides? Less Than Significant with Mitigation Incorporated. The lands in the Baylands area are generally flat and not subject to landslides. However, because the use of the landfill site for an E/C Facility would require excavation of the existing landfill mound and the installation of a retaining wall, the potential exists for the landfill mound to experience slope failure if not properly designed. The potential for the reconfigured landfill refuse slopes to shift or slump could create a hazard for site employees or visitors. This would be considered a potentially significant impact unless mitigation is incorporated. The following mitigation measure is recommended to ensure this impact is reduced to a less-than-significant level. Mitigation Measure 7 If the landfill site is selected for development, a slope stability analysis and geotechnical report shall be prepared by an engineering geologist with landfill design expertise of the proposed landfill mound excavation. The report shall characterize any potential hazards, identify appropriate measures to minimize these hazards, and include detailed design recommendations to ensure the redesigned landfill refuse slopes would remain stable under both static and seismic loading conditions. b) Result in substantial soil erosion or the loss of topsoil? Less Than Significant with Mitigation Incorporated. Construction at the landfill site or the RWQCP site would result in potential soil erosion and loss of topsoil associated with excavation, stockpiling, and grading activities. This would be considered a potentially significant impact unless mitigation is incorporated. The following mitigation measure is recommended to ensure this impact is reduced to a less-than-significant level. Mitigation Measure 8 A grading and erosion control plan shall be prepared by a California Registered Civil Engineer prior to issuance of grading permits. The plan shall comply with the City of Palo Alto Municipal Code requirements regarding construction grading. To ensure grading activities do not directly or indirectly discharge sediments into surface waters as a result of construction activities, the plan shall include the development of a Storm Water Pollution Prevention Plan (SWPPP). The SWPPP shall identify Best Management Practices that would be used to protect storm water runoff and minimize erosion during construction. c) 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? Less-Than-Significant Impact. As discussed in response to question iii) above, the project sites are located in an area having a high potential for liquefaction. However, the majority of the soils at the landfill site were excavated with the original landfill development. Therefore, the proposed facilities would not be placed on expansive soils with the implementation of the proposed alternatives. The RWQCP has been extensively developed and has not been subjected to liquefaction. Subsidence occurs when large amounts of groundwater have been withdrawn from certain types of soils (such as fine-grained sediments), and the soil loses support and collapses upon itself. Conditions that could potentially result in subsidence were not identified at the project site. Therefore, the potential for subsidence is low. Douglas Environmental Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Environmental Checklist 2-24 City of Palo Alto 1018498.1 d) Be located on expansive soil, as defined in Table 18-1-B of the Uniform Building Code (1994, as updated), creating substantial risks to life or property? Less-Than-Significant Impact. The soils underlying the project sites are known to contain expansive soils. However, for the majority of the landfill site, any expansive soils would have been excavated with initial construction of the landfill fill area. If areas remain that contain expansive soils, specific treatments to eliminate the expansion potential include grouting (cementing the soil particles together), recompaction (watering and compressing the soils), and replacement with a non-expansive material (excavation of unsuitable soil followed by filling with suitable material), all of which are commonly used in the City of Palo Alto. In addition, key facilities at either site are anticipated to be supported by pilings, which would substantially diminish any liquefaction hazards. The California Building Code (CBC), administered by the City’s Municipal Code, requires that each construction location be evaluated to determine the particular treatment, if any, that would be most appropriate. The construction contractor responsible for building the facilities associated with the proposed alternatives would be required to comply with the Municipal Code’s requirements to ensure the site equipment and facilities are not adversely affected by expansive soils. Therefore, the potential for expansive soils to adversely affect the project sites is low and the potential impacts resulting from expansive soils would be considered less than significant. e) 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? No Impact. The proposed alternatives do not require the use of septic systems or alternative waste water disposal systems. Therefore, the proposed alternatives would have no impact on these systems. Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Douglas Environmental City of Palo Alto 2-25 Environmental Checklist 1018498.1 2.7 GREENHOUSE GAS EMISSIONS ENVIRONMENTAL ISSUES Potentially Significant Impact Less Than Significant with Mitigation Incorporated Less Than Significant Impact No Impact VII. Greenhouse Gas Emissions. Would the project: a) Generate greenhouse gas emissions, either directly or indirectly, that may have a significant impact on the environment? b) Conflict with an applicable plan, policy or regulation adopted for the purpose of reducing the emissions of greenhouse gases? ENVIRONMENTAL SETTING Global warming is an issue which has gained increased public attention over the last decade. Unlike emissions of criteria and toxic air pollutants, which have local or regional impacts, emissions contributing to global warming have a broader global impact. In 2006, California passed Assembly Bill 32 (AB32), which requires the CARB to conduct GHG inventories. Landfills are included in the CARB inventories, and account for 1.5% of California GHG emissions for 2009 in the most recent inventory (ESA June 2011). Global climate change refers to observed changes in weather features that occur across the Earth as a whole, such as temperature, wind patterns, precipitation, and storms, over a long period (CAT, 2006; CEC, 2006; CEC, 2008; IPCC, 2007). Global temperatures are modulated by naturally occurring atmospheric gases, such as water vapor, carbon dioxide, methane, and nitrous oxide. These gases allow sunlight into the Earth’s atmosphere, but prevent radiant heat from escaping into outer space, thus altering Earth’s energy balance in a phenomenon called the “greenhouse effect”. Some greenhouse gases are short lived, such as water vapor, while others, such as sulfur hexafluoride, have a long lifespan in the atmosphere (ESA June 2011). Earth has a dynamic climate that is evidenced by repeated episodes of warming and cooling in the geologic record. Consistent with a general warming trend, global surface temperatures have increased by 0.74°C ± 0.18°C over the past 100 years (IPCC, 2007). The recent warming trend has been correlated with the global Industrial Revolution, which resulted in increased urban and agricultural centers at the expense of forests and reliance on fossil fuels (CAT, 2006). Eleven of the past twelve years are among the twelve warmest years recorded since 1850 (CEC, 2006). Although natural processes and sources of greenhouse gases contribute to warming periods, recent warming trends are attributed to human activities as well (CAT, 2006; CEC 2006). Potential global warming impacts may include, but are not limited to, loss in snow pack, sea level rise, more extreme heat days per year, more high ozone days, more large forest fires, and more drought years. Secondary effects are likely to include a global rise in sea level, impacts to agriculture, changes in disease vectors, and changes in habitat and biodiversity. While the possible outcomes and the feedback mechanisms involved are not fully understood, and much research remains to be done, the potential for substantial environmental, social, and economic consequences over the long term may be great. GHGs include all of the following naturally-occurring and anthropogenic (man-made) gases: carbon dioxide (CO2), methane, nitrous oxide (N2O), sulfur hexafluoride, perfluorocarbons, hydrofluorocarbons, and nitrogen trifluoride (NF3) (California Health and Safety Code §38505(g). In terms of Global Warming Potential (GWP), each of these gases varies substantially from one another. GWP is a measure of how much a given mass of GHG Douglas Environmental Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Environmental Checklist 2-26 City of Palo Alto 1018498.1 will contribute to global warming, comparing one GHG to the same mass of CO2 on a relative scale (CAT, 2006; IPCC, 2007). The GWP depends on the absorption of infrared radiation by a given species, the spectral location of its absorbing wavelengths, and the atmospheric lifetime of the species. GHG emissions are measured in units of pounds or tons of CO2 equivalents (CO2-e). As an example, HFC-23 contributes 14,800 times as much as CO2 to the GWP over 100 years (ESA June 2011). DISCUSSION a)Generate greenhouse gas emissions, either directly or indirectly, that may have a significant impact on the environment? No Impact. The annual emission levels associated with the GHG-emitting activities that would occur under various alternatives were analyzed to determine their relative GHG impact. The first step in this process was the establishment of an “assessment boundary” to determine the type of GHG-emitting activities that were analyzed. Generally, the determination of which GHG-emitting activities were included in the model is consistent with the assessment boundary recommended in the Climate Action Reserve’s Organic Waste Digestion Project Protocol. Any deviations from this guidance relate to the fact that the Climate Action Reserve’s protocol addresses some processes that are not applicable to the City (e.g., manure handling). The types of GHGs emitted by the aforementioned activities include carbon dioxide (CO2), methane (CH4), and nitrous oxide (N2O). Emission levels were estimated for each of these activities using methodologies established by the California Air Resources Board, the California Climate Action Registry, the Climate Action Reserve, the U.S. Environmental Protection Agency, and/or the Intergovernmental Panel on Climate Change. The levels of GHGs associated with dry anaerobic digestion were based on information provided in a request for information circulated by the City of Palo Alto to potential facility operators. The level of GHGs associated with wet anaerobic digestion and incineration of biosolids were based on information provided by a recent study being performed for the City that evaluates options for handling biosolids from the RWQCP. The GHG model does not differentiate between biogenic and anthropogenic emissions. Emissions of CH4 and N2O were converted to units of carbon dioxide-equivalent (CO2-e) according to their global warming potential. In addition, emissions associated with the construction of new facilities under various alternatives (e.g., dry anaerobic digestion facility, wet anaerobic digestion facility) were estimated and then amortized over the projected operational life of the facility (i.e., 20 years). The emissions were also converted to CO2-e, as needed, and included in the tally for the alternatives. The total CO2-e emissions were calculated to be lowest when all source separated organic waste and biosolids were subjected to dry AD processes. Generally, the more organic waste that is subject to anaerobic digestion, the lower the total CO2-e level. The model also indicates that the incineration of biosolids generates a high level of CO2-e emissions relative to other activities included in the model. This is largely due to the fact that the incineration of biosolids is energy-intensive, consuming high levels of natural gas, and because no methane is recovered and then used to produce renewable electricity. For those alternatives that include dry and/or wet anaerobic digestion, the recovered biogas can be used in two beneficial ways. Biogas can be combusted to produce electricity. Electricity produced from biogas would be considered renewable and would displace the consumption of equal amounts of fossil fuel-based electricity from conventional sources, thereby resulting in a GHG reduction. Biogas can also be upgraded to pipeline-quality natural gas and used in place of conventional fossil-fuel based natural gas; however, the combustion of natural gas made from biogas would result in equal levels of GHG emissions as the consumption of fossil-fuel derived natural gas and, thus, no reduction would be achieved. The Statewide AD Facilities EIR concluded that AD facilities would not pose any apparent conflict with the most recent list of the CARB early action strategies, operation of these facilities would divert organics out of landfills, Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Douglas Environmental City of Palo Alto 2-27 Environmental Checklist 1018498.1 and they could also generate biogas to replace fossil fuels for electricity production or for vehicle transportation. For these reasons, the Statewide AD Facilities EIR concluded that the GHG impacts of these types of facilities would not have an adverse environmental impact (ESA June 2011). Additional analysis will be necessary in the EIR of the proposed alternatives to determine relative GHG impacts and whether mitigation measures would be necessary. b) Conflict with an applicable plan, policy or regulation adopted for the purpose of reducing the emissions of greenhouse gases? No Impact. The Statewide AD Facilities EIR concluded that AD facilities would be expected to comply with applicable City or County plans, policies, or regulations adopted for the purpose of reducing the emissions of GHGs and that they would directly support several GHG reduction measures contained in AB 32 (increased renewables mix and high recycling/zero waste), which would also be beneficial in meeting any local jurisdiction reduction goals (ESA June 2011). Therefore, no impact would be anticipated with the implementation of AD facilities. Additional analysis will be necessary in the EIR of the proposed alternatives to determine relative GHG impacts and whether mitigation measures would be necessary. . Douglas Environmental Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Environmental Checklist 2-28 City of Palo Alto 1018498.1 2.8 HAZARDS AND HAZARDOUS MATERIALS ENVIRONMENTAL ISSUES Potentially Significant Impact Less Than Significant with Mitigation Incorporated Less Than Significant Impact No Impact VIII.Hazards and Hazardous Materials. Would the project: a)Create a significant hazard to the public or the environment through the routine transport, use, or disposal of hazardous materials? b)Create a significant hazard to the public or the environment through reasonably foreseeable upset and/or accident conditions involving the release of hazardous materials into the environment? c)Emit hazardous emissions or handle hazardous or acutely hazardous materials, substances, or waste within one-quarter mile of an existing or proposed school? d) 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? e)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? f)For a project within the vicinity of a private airstrip, would the project result in a safety hazard for people residing or working in the project area? g)Impair implementation of or physically interfere with an adopted emergency response plan or emergency evacuation plan? h)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? ENVIRONMENTAL SETTING Hazardous Materials For the purposes of this analysis, the term “hazardous materials” refers to both hazardous materials and hazardous wastes. Under federal and State laws, any material, including wastes, may be considered hazardous if it is specifically listed by statute as such or if it is toxic (causes adverse human health effects), ignitable (has the ability to burn), corrosive (causes severe burns or damage to materials), or reactive (causes explosions or Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Douglas Environmental City of Palo Alto 2-29 Environmental Checklist 1018498.1 generates toxic gases). The term “hazardous material” is defined as any material that, because of quantity, concentration, or physical or chemical characteristics, poses a significant present or potential hazard to human health and safety or to the environment if released into the workplace or the environment. Potential Presence of Hazardous Materials in Soil and Groundwater Hazardous materials, including but not limited to pesticides and herbicides, heavy metals, volatile organic compounds, oil and gas, may be present in soil and groundwater in areas where land uses have resulted in leaking fuel or chemical storage tanks or other releases of hazardous materials have occurred. Various federal, State, and local regulatory agencies maintain lists of hazardous materials sites where soil and/or groundwater contamination is known or suspected to have occurred, typically as a result of leaking storage tanks or other spills. These facilities are readily identified through regulatory agency database searches, such as the State Water Resources Control Board (SWRCB) GeoTracker online database, the California Environmental Protection Agency (CalEPA) Department of Toxic Substances Control (DTSC) Envirostor online database, and several other federal, State and local regulatory agency databases. Anaerobic Digester and Biogas Hazards Anaerobic digesters are confined spaces that pose a potential immediate threat to human life. They are designed to seal out oxygen making death by asphyxiation possible within seconds of entry. Further, gases such as hydrogen sulfide and ammonia accumulate inside a digester. Notably, Cal/OSHA is responsible for developing and enforcing workplace safety standards, including confined space and lockout procedures. Biogas consists primarily of methane, carbon dioxide, with small amounts of hydrogen sulfide, and ammonia. Typically, biogas is saturated with water vapor and may have trace amounts of hydrogen, nitrogen, oxygen, dust and siloxanes. Theoretically, two-stage digester systems could be used to produce biogas richer in hydrogen if isolated after the first stage of the process, and a methane rich biogas after the second stage. Although the hydrogen rich biogas would have potentially greater concentrations of hydrogen than the typical biogas generated through anaerobic digestion, the hydrogen would still be in low concentrations and would not pose a substantial combustion hazard. There are no known commercial systems that are designed to produce hydrogen-rich biogas. However, biogas can be reformulated into hydrogen if fuel cells are used to generate heat and electricity. For the typical anaerobic digestion process, the majority of hydrogen is converted into methane through hydrogenotrophic methanogenesis. Methane is not toxic, but is classified as a simple asphyxiate, possessing a slight inhalation hazard. If breathed in high concentration, oxygen deficiency can result in serious injury or death. Biogas itself is not explosive and will not burn unless oxygen is available at low concentrations. Biogas is explosive when mixed with air in concentrations of 5 to 15 percent. A leak in a gas line can create a fire hazard if an ignition source is present and the concentration of flammable constituents is at a hazardous level, however, in open spaces biogas readily mixes with air reducing its potential to reach flammable concentrations. The risk of fire hazard is generally low because anaerobic digestion (AD) facilities and biogas transmission lines operate with very low pressures, similar to residential natural gas distribution lines. Typical construction standards for AD facilities include redundant fire safety relief valves to prevent over pressurizing, flame arresters, gas detectors and physical barriers to minimize fire and explosion hazards. Fire Hazards While all of California is subject to some degree of wildfire hazard, there are specific features that make certain areas more hazardous. The California Department of Forestry and Fire Protection (CAL FIRE) is required by law to map areas of significant fire hazards based on fuels, terrain, weather, and other relevant factors (PRC 4201- 4204 and Govt. Code 51175-89). Factors that increase an area’s susceptibility to fire hazards include slope, vegetation type and condition, and atmospheric conditions. CAL FIRE has created maps of each county that depict the fire hazard severity zoning of the area. These maps can be obtained at: Douglas Environmental Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Environmental Checklist 2-30 City of Palo Alto 1018498.1 http://www.fire.ca.gov/fire_prevention/fire_prevention_wildland_zones.php. These maps identify high fire hazard areas that are subject to regulations designed to minimize fire potential and assist local planning agencies to develop policies and programs for these high risk areas. Pathogens and Vectors Pathogens are disease-causing organisms, such as certain bacteria, viruses and parasites. Vectors are organisms, such as flies, mosquitoes, rodents and birds that can spread disease by carrying and transferring pathogens. Vectors can transmit pathogens to humans and other hosts physically through contact or biologically by playing a specific role in the life cycle of the pathogen. Regulatory Requirements There are numerous federal, State, and local laws, regulations, ordinances and guidance intended to protect public health and safety and the environment. The U.S. Environmental Protection Agency (U.S. EPA), CalEPA, DTSC, RWQCB, California Air Resources Board (CARB), federal and California Occupational Safety and Health Administration (OSHA), California Department of Resources Recycling and Recovery (CalRecycle), CAL FIRE and the local oversight agencies are the major federal, State, and regional agencies that enforce these regulations. The main focus of OSHA is to prevent work-related injuries and illnesses, including from exposures to hazardous materials. CalRecycle is mandated to reduce waste, promote the management of materials to their highest and best use, and protect public health and safety and the environment. CAL FIRE implements fire safety regulations. In accordance with Chapter 6.11 of the California Health and Safety Code (§ 25404, et seq.), local regulatory agencies enforce many federal and state regulatory programs through the Certified Unified Program Agency (CUPA) program, including: • Hazardous materials business plans (Chapter 6.95 of the Health and Safety Code, §25501 et seq.). • State Uniform Fire Code requirements (§80.103 of the Uniform Fire Code as adopted by the state fire marshal pursuant to Health and Safety Code §13143.9). • Underground storage tanks (Chapter 6.7 of the Health and Safety Code, §25280 et seq.). • Aboveground storage tanks (Health and Safety Code §25270.5[c]). • Hazardous waste generator requirements (Chapter 6.5 of the Health and Safety Code, §25100 et seq.). The following is a summary of how hazardous materials and public health and safety are regulated for AD facilities. AD Facilities and Operations CalRecycle regulates AD facilities as either compost facilities or transfer and processing facilities, depending upon whether the feedstock is compostable. Regulations regarding solid waste facilities and compostable materials handling, operations, and regulatory requirements are established in California Code of Regulations Title 14 and can be obtained at: http://www.calrecycle.ca.gov/Laws/Regulations/title14/default.htm. These regulations are overseen by CalRecycle and its designated local enforcement agencies (LEAs). These regulations include, but are not limited to, the following for compost facility operations: establishes permitting and inspection requirements; prohibits acceptance of hazardous wastes, liquids and sludges; outlines general Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Douglas Environmental City of Palo Alto 2-31 Environmental Checklist 1018498.1 operating standards; provides for removal of contaminants from compost and feedstock; requires materials handling in a manner that minimizes vectors and prevents unauthorized access by individuals and animals; outlines pathogen reduction and sampling requirements; establishes recordkeeping and facility closure requirements. Specific regulations that provide LEAs the means to address issues regarding vectors, odor, and other nuisances include the following for composting operations and transfer/processing operations respectively: • “All handling activities shall be conducted in a manner that minimizes vectors, odor impacts, litter, hazards, nuisances, and noise impacts; and minimizes human contact with, inhalation, ingestion, and transportation of dust, particulates, and pathogenic organisms” (Composting Operating Standards in CA Title 14, Division 7, Chapter 3.1, Article 6, Section 17867); and, • “The operator shall take adequate steps to control or prevent the propagation, harborage and attraction of flies, rodents, or other vectors, and animals, and to minimize bird attraction” (Minimum Standards for Solid Waste Handling and Disposal are in CA Title 14, Division 7, Chapter 3. Article 6.1, Section 17410.4). LEAs perform routine inspections to certify compliance with permit conditions to ensure that State programs are effectively implemented. CalRecycle can also initiate enforcement actions in addition to, or in lieu of, the LEA. DISCUSSION a) Create a significant hazard to the public or the environment through the routine transport, use, or disposal of hazardous materials? Construction Less-Than-Significant Impact. Construction activities would require use of limited quantities of hazardous materials such as fuels for construction equipment, oils, and lubricants. The improper use, storage, handling, transport or disposal of hazardous materials could result in accidental release of hazardous materials, thereby exposing construction workers, the public and the environment, including soil and/or ground or surface water, to hazardous materials contamination. As discussed in the Regulatory Setting above, numerous laws and regulations govern the transport, use, storage, handling and disposal of hazardous materials to reduce the potential hazards associated with these activities. Cal/OSHA is responsible for developing and enforcing workplace safety standards, including the handling and use of hazardous materials. Transportation of hazardous materials is regulated by the federal Department of Transportation and Caltrans. Together, federal and State agencies determine driver-training requirements, load labeling procedures, and container specifications designed to minimize the risk of accidental release. Construction activities would also be required to comply with the California fire code to reduce the risk of potential fire hazards. The local fire agency would be responsible for enforcing the provisions of the fire code. The federal Clean Water Act prohibits discharges of storm water from construction projects unless the discharge is in compliance with a National Pollutant Discharge Elimination System (NPDES) permit. The State Water Resources Control Board is the permitting authority in California and has adopted a Statewide General Permit for Stormwater Discharges Associated with Construction Activity (Construction General Permit, Order No. 99-08) that encompasses one or more acres of soil disturbance. Specific erosion control measures would be identified as part of the NPDES permit and Storm Water Pollution Prevention Plan (SWPPP) required for construction. During construction, erosion control measures would be implemented that utilize Construction Water Quality Best Management Practices (BMPs) to avoid or minimize soil erosion and off-site sediment or hazardous materials transport. Examples of typical construction BMPs include scheduling or limiting activities to certain times of the Douglas Environmental Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Environmental Checklist 2-32 City of Palo Alto 1018498.1 year; installing sediment barriers such as silt fence and fiber rolls along the perimeter of the construction area; maintaining equipment and vehicles used for construction; developing and implementing a spill prevention and cleanup plan; and construction worker training. The SWPPP (and associated BMPs) would be prepared and implemented prior to commencing construction, and BMP effectiveness would be ensured through the sampling, monitoring, reporting, and record keeping requirements contained in the construction general permit. Because numerous laws and regulations govern the transport, use, storage, handling and disposal of hazardous materials during construction activities to reduce the potential hazards, this construction impact would be less than significant. Operations Operation and maintenance of AD, gasification or biosolids export facilities would involve the transport, use, storage and disposal of hazardous materials such as fuels, lubricants and hydraulic fluids for vehicles and onsite equipment. The phases of operations are discussed below. Pre-processing involves the activities necessary to prepare the feedstocks for delivery into the AD vessel. Pre- processing could include screens, picking lines or mechanical removal of glass and plastic, magnetic separation, eddy current separation, and wet separation. As described in the project description, the alternatives evaluated include both dry digestion and wet digestion as well as gasification. These processes would take place within enclosed tanks or vessels. Digestate: Upon completion of the digestion process, the digestate would probably undergo a solids separation process. The water could also be further processed for beneficial uses (recycled) or be routed to the RWQCP. The dewatered solid digestate could require additional aerobic curing (composting) to ensure stabilization and pathogen reduction. The Waste Discharge Requirements (WDRs) for the facility would set the specific criteria for digestate handling. Biogas: The biogas resulting from the AD process would be used for internal combustion to generate electricity. If biogas conditioning is required for use either in a fuel cell or production of liquefied biogas, scrubber facilities would be needed to clean the biogas to remove sulfides. Flushing of the scrubbers would produce sulfide effluent that would require appropriate disposal. Biogas presents an inhalation hazard that, if breathed in high concentration, can result in serious injury or death. Biogas itself is not explosive and will not burn unless oxygen is available at low concentrations. Handling of hazardous materials and hazardous wastes is covered by federal and State laws that minimize worker safety risks from both physical and chemical hazards in the workplace. Cal/OSHA is responsible for developing and enforcing workplace safety standards, including the handling and use of hazardous materials, including gases. Workers must be trained to understand the hazards and appropriate work procedures associated with confined spaces, flammable gases, etc. Businesses that use hazardous materials are required to submit a Hazardous Materials Business Plan to the local CUPA, which performs inspections to ensure compliance with hazardous materials labeling, training, and storage regulations. For example, hazardous materials must be stored in containers according to the manufacturer’s guidelines and appropriately labeled. The Material Safety Data Sheet for each chemical must be available for review. Employers must inform workers of the hazards associated with the materials they handle and maintain records documenting training. Hazardous wastes must be segregated, sampled and disposed of at appropriately licensed landfill facilities. Transportation of hazardous materials is regulated by the DOT and Caltrans. Together, federal and State agencies determine driver-training requirements, load labeling procedures, and container specifications designed to minimize the risk of accidental release. Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Douglas Environmental City of Palo Alto 2-33 Environmental Checklist 1018498.1 Because numerous laws and regulations govern the transport, use, storage, handling and disposal of hazardous materials to reduce the potential hazards associated with these activities, this impact would be less than significant. b)Create a significant hazard to the public or the environment through reasonably foreseeable upset and/or accident conditions involving the release of hazardous materials into the environment? Less Than Significant With Mitigation Incorporated. Construction activities associated with development of the AD, gasification or biogas export facilities at the landfill or RWQCP would involve excavation and trenching. If hazardous materials, such as pesticides or herbicides, VOCs or other hazardous materials are present in excavated soil or groundwater, hazardous materials could be released to the environment resulting in the exposure of construction workers or the public to potential health risks depending on the nature and extent of any contamination encountered. Of particular concern associated with the landfill site is the existing municipal solid waste that would need to be excavated and reburied at a different area of the landfill. The exposure of these buried wastes could result in the dispersal of contaminated materials into the environment and the exposure of construction workers or the public to contaminants, potentially resulting in health and safety risks. Hazardous materials exposed during construction could be managed appropriately according to applicable laws and regulations to reduce the risks associated with exposures to individuals or releases to the environment. Cal/OSHA regulations require the preparation and implementation of a site health and safety plan to protect workers who could encounter hazardous materials. These plans ensure that construction workers have specialized training and appropriate personal protective equipment. If groundwater dewatering is required for excavation of subsurface facilities, the groundwater may require treatment prior to discharge, in accordance with regulations. To ensure the public health hazards associated with the exposure of workers or the public to hazardous materials remain less than significant, the following mitigation measure shall be implemented. Mitigation Measure 9 During site excavation activities, construction workers that could be exposed to buried hazardous materials shall be properly equipped and trained to safely handle such materials. This includes ensuring appropriate construction personnel have received 40-hour HAZWOPER (Hazardous Waste Operations and Emergency Response) training and wear appropriate personal protection equipment (PPE). c)Emit hazardous emissions or handle hazardous or acutely hazardous materials, substances, or waste within one-quarter mile of an existing or proposed school? No Impact. No existing or proposed schools are located within ¼ mile of either the landfill or the RWQCP. Therefore, the proposed alternatives would not emit or handle hazardous emissions within ¼ mile of an existing or proposed school. d)Be located on a site which is included on a list of hazardous materials sites compiled pursuant to Government Code §65962.5 and, as a result, would it create a significant hazard to the public or the environment? No Impact. Based on a search conducted in March 2009 of the Department of Toxic Substances Control list of hazardous materials sites compiled pursuant to Government Code Section 65962.5 including Federal Superfund Sites National Priorities List (NPL), State Response Sites, Voluntary Cleanup Sites, and School Cleanup Sites, the landfill and RWQCP sites are not located on a hazardous material site (RMC March 2009). Implementation of the proposed alternatives would not include any activity that would create a significant hazard to the public or the environment associated with a listed hazardous materials site. Douglas Environmental Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Environmental Checklist 2-34 City of Palo Alto 1018498.1 e)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? Less Than Significant With Mitigation Incorporated. Potential aviation safety hazards were identified as a significant impact in the Statewide AD Facilities EIR for airports within five miles of new AD facilities due to their potential to attract scavenging birds. A small-scale airport operated by the County of Santa Clara (Palo Alto Airport) is located directly north of the RWQCP. This airport is located less than 3,000 feet from the landfill and RWQCP sites. Increasing the number of birds near an airport could increase the risk of bird strikes for aircraft departing or approaching the airport. The FAA Advisory Circular 150/5200-33B recommends minimum separation criteria for various land use practices that attract wildlife in the vicinity of airports. For all airports, the FAA recommends a distance of five statute miles between the farthest edge of the airport’s air operations area and the hazardous wildlife attractant if the attractant could cause hazardous wildlife movement into or across the approach or departure airspace. The FAA discourages the development of waste disposal and other facilities located within 5,000/10,000-feet of airports serving piston-powered and turbine-powered aircraft, respectively. For projects that are located outside the 5,000/10,000-foot criteria but within five statute miles of the airport’s air operations area, the FAA may review development plans, proposed land-use changes or operational changes, to determine if such changes present potential wildlife hazards to aircraft operations and if further investigation is warranted. The mitigation from the Statewide AD Facilities EIR required facility operators to notify the FAA regarding proposed AD facilities. The impact was considered less than significant following implementation of the identified mitigation measures. The proposed alternatives would include new facilities that process food scraps, which could attract scavenger birds to the site and result in a bird hazard for the Palo Alto Airport. The processing of all food scraps, yard trimmings and biosolids are proposed to occur within enclosed facilities with implementation of the proposed alternatives. Therefore, these facilities are not anticipated to attract scavenger birds. In addition, for facilities designated as compost facilities, California Code of Regulations Title 14, Chapter 3.1, Article 6, Section 17867 stipulates that “all activities shall be conducted in a manner that minimizes vectors, odor impacts, litter, hazards, nuisances and noise impacts…”. If regulated as a transfer processing facility, the E/C Facility would be required to “take adequate steps to control or prevent the propagation, harborage and attraction of flies, rodents, or other vectors, and animals, and to minimize bird attraction” (CCR Title 14, Division 7, Chapter 3. Article 6.1, Section 17410.4). These regulations give the Local Enforcement Agency and CalRecycle broad discretion to ensure that the E/C Facility or export facilities minimize bird attraction. In addition, the facilities would be required to comply with Santa Clara County’s Airport Master Plan (2006) for the Palo Alto Airport. To ensure bird strike hazards remain less than significant, the following mitigation measure included in the Statewide AD Facilities EIR shall be implemented. Mitigation Measure 10 The facility operator shall notify the Federal Aviation Administration (FAA) Regional Airports Division office and the airport operator of the proposed facility as early in the process as possible. Any open air (outdoor) activities at the site must receive an FAA Determination of No Hazard prior to project approval. f)For a project within the vicinity of a private airstrip, would the project result in a safety hazard for people residing or working in the project area? No Impact. The landfill and RWQCP sites are not located within the vicinity of a private airstrip. Therefore, no aviation-related safety impacts related to private airstrips for people residing or working in the project area are expected to result from the proposed alternatives. Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Douglas Environmental City of Palo Alto 2-35 Environmental Checklist 1018498.1 g)Impair implementation of or physically interfere with an adopted emergency response plan or emergency evacuation plan? No Impact. The proposed alternatives would not impair implementation of or physically interfere with an adopted emergency response plan or emergency evacuation plan. Embarcadero Road is designated as a Primary Evacuation Route in the Palo Alto Comprehensive Plan and would be the principal ingress and egress route in the event of an emergency in the Palo Alto Baylands area. The development components of the proposed alternatives would occur at the landfill and/or RWQCP. Both of these sites would be located at the end of Embarcadero Way. Therefore, any emergencies that occurred at these sites would not impair the use of Embarcadero Way or Embarcadero Road as an evacuation route for other surrounding land uses. The export trucks would use these roadways to access Highway 101. These roadways are of sufficient width that if a truck accessing or departing from the site was involved in an accident, it would be unlikely that the truck would completely block these roads. Embarcadero Road at its intersection with Embarcadero Way is four lanes wide. Therefore, evacuation would not be impeded. h)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? No Impact. The landfill and RWQCP sites are not located within a designated fire hazard area or where there is a significant risk of wildland fire. Therefore, no impacts associated with wildfires would be anticipated with project implementation. Douglas Environmental Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Environmental Checklist 2-36 City of Palo Alto 1018498.1 2.9 HYDROLOGY AND WATER QUALITY ENVIRONMENTAL ISSUES Potentially Significant Impact Less Than Significant with Mitigation Incorporated Less Than Significant Impact No Impact IX. Hydrology and Water Quality. Would the project: a)Violate any water quality standards or waste discharge requirements? 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 that would not support existing land uses or planned uses for which permits have been granted)? 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 on- or off-site erosion or siltation? 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 on- or off-site flooding? 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? f)Otherwise substantially degrade water quality? 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? h)Place within a 100-year flood hazard area structures that would impede or redirect flood flows? i) Expose people or structures to a significant risk of loss, injury, or death involving flooding, including flooding as a result of the failure of a levee or dam? j) Result in inundation by seiche, tsunami, or mudflow? Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Douglas Environmental City of Palo Alto 2-37 Environmental Checklist 1018498.1 ENVIRONMENTAL SETTING In 1987, Congress recognized the potential adverse effects of urban runoff on water quality and amended the Clean Water Act to require that National Pollutant Discharge Elimination System (NPDES) permits be obtained for urban storm water discharges. Permits require their holders to carry out State-approved management plans designed to control contaminants to the “maximum extent practicable.” The plans typically call for a broad range of best management practices (BMPs), primarily non-structural measures such as street sweeping, catch basin cleaning, litter control and public education programs. Area-wide NPDES permits to discharge storm water from urban areas in Santa Clara County have been issued and reissued by the Regional Water Quality Control Board (Regional Board) since 1990. The City of Palo Alto is one of fifteen co-permittees comprising the Santa Clara Valley Urban Runoff Pollution Prevention Program (SCVURPPP), to whom the general permits have been issued. The other co-permittees consist of other municipalities within the valley, the Santa Clara Valley Water District, and the County of Santa Clara. To fulfill its obligations under the SCVURPPP, the City of Palo Alto developed its Urban Runoff Pollution Prevention Program, which contains implementation strategies and specific performance standards to address storm water pollution prevention in the following areas: 1) illicit connections/illegal dumping; 2) industrial/commercial dischargers; 3) public streets and roadways; 4) storm drain system operation and maintenance; 4) water utility operation and maintenance; 5) new development and construction controls/planning procedures; 6) pesticide, mercury and sediment control measures; and 7) corporation yards operation and maintenance. DISCUSSION a)Violate any water quality standards or waste discharge requirements? No Impact. The landfill currently operates under waste discharge requirements (WDRs) issued by the Regional Water Quality Control Board. Storm water discharge from the RWQCP is required to comply with the site’s applicable NPDES permit. Compliance with these permits would ensure that water quality standards are not violated. Therefore, the proposed alternatives would not be expected to violate any water quality standards or waste discharge requirements. 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 that would not support existing land uses or planned uses for which permits have been granted)? No Impact. The proposed alternatives do not include the use of groundwater and would not be expected to substantially interfere with groundwater recharge. The landfill mound is designed to be impervious, thus, the development of the landfill site would not reduce groundwater recharge. Similarly for the RWQCP, much of the site has been developed so little change would be anticipated in groundwater recharge. Therefore, the proposed project would have no impact on groundwater resources. 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 on- or off-site erosion or siltation? Less Than Significant with Mitigation Incorporated. Changes in site drainage and flooding patterns associated with the construction of AD facilities were identified in the Statewide AD Facilities EIR as a significant impact requiring mitigation. The mitigation from the Statewide AD Facilities EIR required the preparation of a comprehensive drainage plan to ensure that, at a minimum, no net increase in storm water discharge would occur Douglas Environmental Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Environmental Checklist 2-38 City of Palo Alto 1018498.1 during a 10-year, 24-hour storm event. The impact was considered less than significant following implementation of the identified mitigation measures. The proposed alternatives would alter the drainage characteristics of the landfill site by excavating areas of waste fill within the existing landfill mound and leveling the site to accommodate facility construction and operation. The excavation of the landfill mound would require the installation of a retaining wall to limit the mound area that would need to be excavated. The site excavation activities and facility construction would alter the site’s storm water system and would likely increase storm water discharge from the site, requiring the installation of new storm water drainage facilities. The proposed alternatives would also alter the drainage characteristics of the RWQCP site, although to a lesser degree than the landfill site. In order to ensure that the proposed E/C Facility or biosolids export facilities would not result in detrimental increases in storm water flow or flooding on the sites or downstream, the following mitigation measure included in the Statewide AD Facilities EIR shall be implemented. Mitigation Measure 11 In order to ensure that the AD, gasification or biosolids export facilities would not result in detrimental increases in storm water flow or flooding on site or downstream, a comprehensive drainage plan (prior to construction) shall be prepared and implemented. The comprehensive drainage plan shall include engineered storm water retention facility designs, such as retention basins, flood control channels, storm drainage facilities, and other features, as feasible, to ensure that, at a minimum, no net increase in storm water discharge would occur during a 10-year, 24-hour storm event, as a result of project implementation. Alternatively, uncontaminated stormwater shall be routed to the City’s stormwater drainage system. Project related increases in storm water flows shall be assessed based on proposed changes in impervious surface coverage on site, as well as proposed grading and related changes in site topography. The installation of facilities at the RWQCP would occur within an already developed area of the control plant. Therefore, changes to the existing storm water drainage system at the RWQCP would not be necessary and no significant impacts would be anticipated on storm water of flooding with the implementation of the proposed alternatives. 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 on- or off-site flooding? Less Than Significant with Mitigation Incorporated. As discussed in response to question c) above, the existing drainage pattern of the landfill site would be altered as a result of the proposed alternatives. However, with implementation of the mitigation above, significant changes in the drainage pattern of the site or area would not be anticipated. The installation of facilities at the RWQCP would occur within an already developed area of the control plant. Therefore, changes to the existing storm water drainage system at the RWQCP would not be necessary and no significant impacts would be anticipated on storm water of flooding with the implementation of the proposed alternatives. 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? Less Than Significant with Mitigation Incorporated. As discussed in response to question c) above, the proposed alternatives would alter the drainage characteristics of the landfill site by excavating areas of waste fill within the existing landfill mound and leveling the site to accommodate facility construction and operation. The alteration of the landfill site’s drainage patterns could adversely affect existing or planned storm water drainage Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Douglas Environmental City of Palo Alto 2-39 Environmental Checklist 1018498.1 systems and contribute additional sources of polluted runoff. However, with implementation of the identified mitigation measure above, this impact would be reduced to a less-than-significant level. f)Otherwise substantially degrade water quality? Less Than Significant with Mitigation Incorporated. The operation of AD, gasification or biosolids export facilities can cause environmental degradation of surface water and groundwater quality. The following discussion focuses primarily on the effects of AD facilities on water quality, although similar impacts would be anticipated with gasification facilities, and to a lesser degree, biosolids export facilities. Reductions in groundwater quality could occur as a result of pre-processing, post-processing, and to a lesser extent, digestion operations. During pre-processing, digester feedstock is separated from incoming waste streams, stored, and transported to the anaerobic digester. Feedstocks could contain high levels of organic matter, sediment, nutrients, inorganic salts, and fugitive trash. Depending on the composition of the feedstock, other potential water quality pollutants may be present in small quantities, including heavy metals, hydrocarbons, and other species. During pre-processing, wash down of equipment, feedstock wetting, and handling operations may result in the loss of a small amount of feedstock material. Pollutants associated with pre-processing operations could be accidentally released from the alternative sites or discharged during storm events, and enter surface waters or leach into groundwater (ESA June 2011). During the digestion process, digestion occurs within tanks that are designed to prevent leakage of feedstock or digestate. Therefore, potential effects on water quality during digestion would be limited to accidental spills or accidental releases of digestate. Accidental spills could occur as a result of digestion equipment malfunction, accidental release of materials from the anaerobic digester, or spills associated with the handling of chemicals used for the digestion process. Without mitigation, such spills or accidental releases could drain into surface waters or infiltrate to groundwater, either directly or during storm water runoff events, resulting in degradation of surface water or groundwater quality (ESA June 2011). During post-processing, digestate is dewatered to separate residual solids and liquids. Residual solids are then disposed in a landfill, composted, or used as soil amendment for agriculture or other beneficial use. The liquid fraction of the digestate could potentially be discharged to the City’s municipal sewer system for treatment, treated and then discharged to either surface waters pursuant to an NPDES permit or to percolation or evaporation ponds, or used for other beneficial use. Therefore, potential effects on water quality depend upon the concentration of pollutants in the liquid and solid fractions of the digestate, and in the eventual end use or disposal method that is employed for digestate handling (ESA June 2011). After digestion, residual solids may contain water quality pollutants. The type and concentration of pollutants in residual solids can vary substantially depending upon the feedstock and the digestion practices. In general, residual solids are expected to contain substantial amounts of organic matter and sediment, as well as significant levels of salt, nutrients, and in some cases, heavy metals, pathogens, and toxic organic and/or inorganic pollutants. Residual solids containing high levels of heavy metals or toxins would be required to be handled as a waste and disposed of in an appropriately managed landfill where they would not have a significant potential to adversely impact surface water or groundwater. Composting and/or direct land application as soil amendment could be an alternative management option for residual solids. Residual solids used for composting or as a soil amendment could not contain high levels of heavy metals, or other toxins. Composting of residual solids would occur at an appropriately permitted composting facility that has undergone an environmental review, and therefore would not be likely to result in a significant increase in surface or groundwater quality pollution. However, unless properly managed, land application of residual solids and compost could adversely impact the quality of surface water and groundwater (ESA June 2011). Douglas Environmental Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Environmental Checklist 2-40 City of Palo Alto 1018498.1 The volume and composition of liquid digestate is expected to depend substantially on the characteristics of the anaerobic digester feedstock and, to some degree, on the type of digestion process employed. In general, liquid digestate may contain elevated levels of nutrients (nitrogen and phosphorous compounds), salts (inorganic dissolved solids), microbes (some of which may be pathogenic), heavy metals, and other organic and inorganic constituents associated with the feedstock (e.g., biosolids). Liquid digestate flows having high concentrations of pathogenic microbes, heavy metals, and other toxic compounds could potentially be discharged to the City’s municipal sewer system for further treatment. Treatment at the wastewater treatment plant could reduce pollutant concentrations to levels consistent with the plant’s discharge permit, and therefore would not result in a significant decrease in water quality (ESA June 2011). Potential degradation of surface water and groundwater quality was identified as a significant impact in the Statewide AD Facilities EIR. The impact was considered less than significant following implementation of the identified mitigation measures. To ensure the degradation of surface water and groundwater quality remain less than significant, the following mitigation measure included in the Statewide AD Facilities EIR shall be implemented. Mitigation Measure 12 During pre-processing, all water that contacts digester feedstock, including storm water from feedstock handling and storage facilities and water from equipment washdown and feedstock wetting, shall be contained until appropriately disposed or utilized. Best Management Practices (BMPs) may be used to reduce loading of sediment, nutrients, trash, organic matter, and other pollutants. These BMPs may include, but are not limited to, trash grates and filters, oil-water separators, mechanical filters such as sand filters, vegetated swales, settling ponds, and other facilities to reduce the potential loading of pollutants into surface waters or groundwater. All discharges of storm water are prohibited unless covered under the General Industrial Stormwater Permit, other National Pollutant Discharge Elimination System (NPDES) permit, or are exempted from NPDES permitting requirements. The NPDES permits will generally require implementation of management measures to achieve a performance standard of best available technology economically achievable (BAT) and best conventional pollutant control technology (BCT), as appropriate. The General Industrial Stormwater Permit also requires the development of a storm water pollution prevention plan (SWPPP) and a monitoring plan, in compliance with permit requirements. Other liquid and solid wastes may only be discharged pursuant to an NPDES permit or waste discharge requirement (WDR) order. In order to minimize the amount of fugitive trash or feedstock released to surface waters, the following measures shall be implemented. When feasible, feedstocks shall be preferentially selected that contain minimal amounts of trash that could become entrained in surface water, either via direct contact with storm water flows or via other accidental release, such as due to wind. The facility operator shall ensure that (1) drainage from all feedstock loading, unloading, and storage areas is contained onsite or treated to remove trash and stray feedstock, and sediment prior to release; (2) in all feedstock loading and unloading areas, and all areas where feedstock is moved by front loaders or other uncovered or uncontained transport machinery, mechanical sweeping and/or equivalent trash control operational procedures shall be performed at least daily, during operations; and (3) the facility operator shall train all employees involved in feedstock handling so as to discourage, avoid, and minimize the release of feedstock or trash during operations. 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? No Impact. The proposed alternatives are located within a 100-year flood zone, as shown on the Flood Insurance Rate Map and Palo Alto Comprehensive Plan. The proposed alternatives do not involve any new housing. Therefore, no housing would be placed within a 100-year floodplain with project implementation. Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Douglas Environmental City of Palo Alto 2-41 Environmental Checklist 1018498.1 h)Place within a 100-year flood hazard area structures that would impede or redirect flood flows? No Impact. The proposed alternatives are located within a 100-year flood zone, as shown on the Flood Insurance Rate Map and Palo Alto Comprehensive Plan. The facilities proposed at the landfill and/or RWQCP would be designed and constructed so as not to redirect or impede flood flows, in accordance with the City of Palo Alto’s grading ordinance and/or building permit requirements. As the sites are located in a FEMA Flood Zone “AE”, and would be subject to inundation if overtopping or failure of bayfront levees occurred, the proposed structures would be constructed in conformance with FEMA standards for structures located in such areas. i)Expose people or structures to a significant risk of loss, injury, or death involving flooding, including flooding as a result of the failure of a levee or dam? No Impact. As discussed in response to question h) above, the proposed alternatives would be subject to inundation if overtopping or failure of bayfront levees occurred. However, the proposed structures would be constructed in conformance with FEMA standards for structures located in such areas. Therefore, implementation of the proposed alternatives would not expose people or structures to a significant risk of loss, injury, or death involving flooding. j)Result in inundation by seiche, tsunami, or mudflow? No Impact. The project sites are not located in an area subject to seiches, tsunamis or mudflow. Therefore, no impacts related to these events would be anticipated with project implementation. Douglas Environmental Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Environmental Checklist 2-42 City of Palo Alto 1018498.1 2.10 LAND USE AND PLANNING ENVIRONMENTAL ISSUES Potentially Significant Impact Less Than Significant with Mitigation Incorporated Less Than Significant Impact No Impact X. Land Use and Planning. Would the project: a)Physically divide an established community? b) Conflict with any applicable land use plan, policy, or regulation of an agency with jurisdiction over the project (including, but not limited to, a general plan, specific plan, local coastal program, or zoning ordinance) adopted for the purpose of avoiding or mitigating an environmental effect? c)Conflict with any applicable habitat conservation plan or natural community conservation plan? ENVIRONMENTAL SETTING Palo Alto Comprehensive Plan Under California law, each city and county must have a Comprehensive Plan (also known as a General Plan) to guide its future growth and development. A Comprehensive Plan is a long-range document that includes goals, policies and programs for how a community will manage its land use, housing, circulation, natural resources, economics and public services. The City of Palo Alto currently is undertaking a Comprehensive Plan Amendment that will cover the period through 2020. The purpose of the Amendment is to extend the horizon year of the existing Comprehensive Plan adopted in 1998 from 2010 to 2020, revise base conditions and growth projections, modify policies and programs, update the land use map and revise the Housing Element. An environmental impact report (EIR) will be prepared in 2013 to analyze the Comprehensive Plan Amendment. The Comprehensive Plan serves as the guide for Palo Alto’s future development. The City Council and Planning and Transportation Commission use the Comprehensive Plan to evaluate land use changes and make funding and budget decisions, and City staff use it to regulate building and development and to inform its recommendations on projects (Palo Alto 2012). The land use map for the Comprehensive Plan designates the landfill as “Public Park” and the RWQCP as “Major Institution/Special Features.” The Comprehensive Plan defines the Public Park land use designation as: “Open lands whose primary purpose is active recreation and whose character is essentially urban. These areas have been planted with non-indigenous landscaping and require a concerted effort to maintain recreational facilities and landscaping.” The Comprehensive Plan defines the Major Institution/Special Features land use designation as: “Institutional, academic, governmental, and community service uses and lands that are either publicly owned or operated as non-profit organizations. Examples are hospitals and City facilities.” Palo Alto Zoning Regulations The Palo Alto zoning map and zoning regulations govern the use of land, including the construction, alteration, movement, replacement, or maintenance of buildings; the conduct of residential, commercial, industrial, and Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Douglas Environmental City of Palo Alto 2-43 Environmental Checklist 1018498.1 public service activities; the height, bulk, and placement of buildings and uses on each site; the provision of open space, amenities, off-street parking and loading; the relationships between buildings and uses on adjoining sites or within adjoining classes of districts; and such further aspects of land use and development as are appropriate to attain the purposes of the zoning regulations. The purposes of the zoning regulations are to promote and protect the public health, safety, peace, morals, comfort, convenience, and general welfare of the community of Palo Alto (Palo Alto 2012a). The zoning designation for both the landfill and RWQCP site is PF(D), Public Facilities District/Site and Design Review Combining District. DISCUSSION a) Physically divide an established community? No Impact. The proposed alternatives would not physically divide an established community. The proposed alternatives include components that are located at either the Palo Alto Landfill or the RWQCP within the City limits of Palo Alto. The proposed alternatives would be constructed within a 10-acre area of the landfill specifically designated for such uses in Measure E, which was passed by the citizens of Palo Alto in November 2011. This area is located directly southeast of the RWQCP and has historically been used as a municipal solid waste disposal area. The proposed alternatives would be constructed entirely within the boundaries of the existing landfill or the RWQCP. The biosolids export facilities at the RWQCP would use existing roadways to access Highway 101. Therefore, the proposed alternatives would not result in a disruption, physical division, or isolation of existing land uses and no impacts on established communities would occur with project implementation. b) Conflict with any applicable land use plan, policy, or regulation of an agency with jurisdiction over the project (including, but not limited to, a general plan, specific plan, local coastal program, or zoning ordinance) adopted for the purpose of avoiding or mitigating an environmental effect? No impact. The proposed alternatives would be constructed on land owned by the City of Palo Alto. The landfill is located on land designated in the Palo Alto Comprehensive Plan as Public Park. However, the proposed alternatives would be constructed within a 10-acre area of the landfill specifically designated for such uses in Measure E. The land use designation for the RWQCP is Major Institution/Special Features. The construction of the proposed alternatives on the RWQCP would be consistent with this land use designation. The landfill and RWQCP sites are zoned PF(D), Public Facilities District/Site and Design Review Combining District. 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 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) (Palo Alto 2012a). The City’s process for projects within this District requires the submittal of a site plan and elevations to the Palo Alto Planning Commission. If approved by the planning commission, the site plan and elevations are forwarded to the architectural review board for review. The site plan and elevations, as approved by the planning commission and architectural review board are then submitted with recommendations to the Palo Alto City Council for final action (Palo Alto Municipal Code, Section 18.30[G].055) (Palo Alto 2012a). In conducting their review, the planning commission shall recommend changes as it may deem necessary to accomplish the following objectives: (a) To ensure construction and operation of the use in a manner that will be orderly, harmonious, and compatible with existing or potential uses of adjoining or nearby sites. Douglas Environmental Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Environmental Checklist 2-44 City of Palo Alto 1018498.1 (b) To ensure the desirability of investment, or the conduct of business, research, or educational activities, or other authorized occupations, in the same or adjacent areas. (c) To ensure that sound principles of environmental design and ecological balance shall be observed. (d) To ensure that the use will be in accord with the Palo Alto Comprehensive Plan (Palo Alto Municipal Code, Section 18.30[G].060) (Palo Alto 2012a). Compliance with these City regulations would ensure that the proposed alternatives would not conflict with any applicable land use plan, policy, or regulation of an agency with jurisdiction over the project area. Based on this compliance, the proposed uses for the proposed alternatives would be consistent with the existing surrounding land uses, would not conflict with the land use or zoning designations for the landfill or the RWQCP, and would not conflict with a policy or regulation of an agency with jurisdiction over the project adopted for the purpose of avoiding or mitigating an environmental effect. Therefore, the proposed alternatives would have no adverse impacts on applicable land use plans, policies or regulations. c)Conflict with any applicable habitat conservation plan or natural community conservation plan? No Impact. The proposed alternatives would not conflict with the provisions of an adopted Habitat Conservation Plan, Natural Conservation Community Plan, or other approved local, regional, or state habitat conservation plan. As stated above, the proposed alternatives would be constructed within existing developed areas zoned for public facilities. For this reason, no impact is expected. Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Douglas Environmental City of Palo Alto 2-45 Environmental Checklist 1018498.1 2.11 MINERAL RESOURCES ENVIRONMENTAL ISSUES Potentially Significant Impact Less Than Significant with Mitigation Incorporated Less Than Significant Impact No Impact XI.Mineral Resources. Would the project: 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? 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? ENVIRONMENTAL SETTING The project sites include a closed landfill and an active wastewater treatment plant operation. These sites do not include mineral resources. DISCUSSION 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? No Impact. No known mineral resources are present at the landfill site, which has been used for solid waste disposal since the 1930’s, or at the RWQCP. Therefore, the proposed alternatives would not result in the loss of known mineral resources of value to the region or residents of the state. No adverse effect on mineral resources would be anticipated. 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? No Impact. The proposed alternatives would not 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. Therefore, the proposed alternatives would have no effect on locally important mineral resource recovery sites. Douglas Environmental Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Environmental Checklist 2-46 City of Palo Alto 1018498.1 2.12 NOISE ENVIRONMENTAL ISSUES Potentially Significant Impact Less Than Significant with Mitigation Incorporated Less Than Significant Impact No Impact XII.Noise. Would the project result in: a) Exposure of persons to or generation of noise levels in excess of standards established in the local general plan or noise ordinance, or in other applicable local, state, or federal standards? b)Exposure of persons to or generation of excessive groundborne vibration or groundborne noise levels? c)A substantial permanent increase in ambient noise levels in the project vicinity above levels existing without the project? d) A substantial temporary or periodic increase in ambient noise levels in the project vicinity above levels existing without the project? e)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 expose people residing or working in the project area to excessive noise levels? 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? ENVIRONMENTAL SETTING Noise is generally defined as sound that is loud, disagreeable, unexpected, or unwanted. Sound is mechanical energy transmitted in the form of a wave because of a disturbance or vibration, and as any pressure variation in air that the human ear can detect. Because of the ability of the human ear to detect a wide range of sound-pressure fluctuations, sound-pressure levels are expressed in logarithmic units called decibels (dB) to avoid a very large and awkward range in numbers. The sound-pressure level in decibels is calculated by taking the log of the ratio between the actual sound pressure and the reference sound pressure squared. The reference sound pressure is considered the absolute hearing threshold (California Department of Transportation 1998). Use of this logarithmic scale reveals that the total sound from two individual 65-dBA sources is 68 dBA, not 130 dBA (i.e., doubling the source strength increases the sound pressure by 3 dBA). Vibration is the periodic oscillation of a medium or object. The rumbling sound caused by the vibration of room surfaces is called structureborne noise. Sources of groundborne vibrations include natural phenomena (e.g., earthquakes, volcanic eruptions, sea waves, landslides) or human-made causes (e.g., explosions, machinery, traffic, trains, construction equipment). Vibration sources may be continuous, such as factory machinery, or transient, such as explosions. As is the case with airborne sound, groundborne vibrations may be described by amplitude and frequency. Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Douglas Environmental City of Palo Alto 2-47 Environmental Checklist 1018498.1 Vibration amplitudes are usually expressed in peak particle velocity (PPV) or root mean squared (RMS), as in RMS vibration velocity. The PPV and RMS velocity are normally described in inches per second (in/sec). PPV is defined as the maximum instantaneous positive or negative peak of a vibration signal. PPV is often used in monitoring of blasting vibration because it is related to the stresses that are experienced by buildings (FTA 2006; Caltrans 2002). Caltrans has established a recommended standard for vibration levels of 0.2 inches per second PPV (Caltrans 2002). Existing Noise Environment The principal noise source in the vicinity of the project site consists primarily of overflight aircraft noise from the Palo Alto Airport. Traffic noise from Highway 101 and Embarcadero Road also contribute to the ambient noise environment. DISCUSSION a)Exposure of persons to or generation of noise levels in excess of standards established in the local general plan or noise ordinance, or in other applicable local, state, or federal standards? Less Than Significant With Mitigation Incorporated. Operations of the proposed alternative at the landfill and/or RWQCP would generate noise levels that would be perceptible off of the sites. The City of Palo Alto Noise Ordinance requires that noise levels produced on public property not exceed the local ambient noise levels by more than fifteen decibels at a distance of twenty-five feet or more. The project is not expected to exceed this threshold, as the amount of noise-generating equipment proposed with the project alternatives would not be substantially greater than the equipment historically used at the landfill site. Closure activities will be ongoing at the landfill. In addition, the proposed facilities at the landfill and RWQCP are anticipated to be enclosed, which would substantially diminish noise levels. However, operational noise levels could be disruptive for Byxbee Park users in the future due to the proximity of the landfill and RWQCP to the park. The expected noise levels would depend upon the ultimate design and operational characteristics of the facilities at the landfill and RWQCP. Operational activities associated with the proposed alternatives that would generate noise include preprocessing, vehicle circulation, and the operation of certain mechanical equipment such as stationary pumps, motors, compressors, fans, generators, and other equipment. Pre-processing activities include noise generating steps such as sorting and grinding. Some equipment such as electrical generators operate 24-hours a day, creating operational noise during night time hours. The biosolids export component would generate increased noise levels associated with material loading as well as increased truck traffic at the RWQCP and along the local haul route accessing Highway 101. Operational noise impacts were identified as a significant impact in the Statewide AD Facilities EIR. The impact was considered less than significant following implementation of the identified mitigation measures. To ensure noise impacts associated with operational components of the proposed alternatives remain less than significant, the following mitigation measure included in the Statewide AD Facilities EIR shall be implemented. Mitigation Measure 13 AD facilities located within 2,000 feet of a sensitive receptor shall conduct a site specific noise study. If operational sound levels would exceed local regulations (i.e., the City’s industrial noise level standard of 70 to 85 dBA), or 45 dBA at a sensitive receptor (if no regulations are available), additional sound-proofing such as enclosures, muffling, shielding, or other attenuation measures shall be installed to meet the required sound level. Douglas Environmental Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Environmental Checklist 2-48 City of Palo Alto 1018498.1 b) Exposure of persons to or generation of excessive groundborne vibration or groundborne noise levels? No Impact. Operations of the proposed alternatives at the landfill and/or RWQCP would generate some groundborne vibration during construction activities. However, following construction, no substantial groundborne vibration sources would be anticipated. Therefore, the proposed alternatives would not be expected to expose persons to or generate excessive groundborne vibration or groundborne noise levels. c)A substantial permanent increase in ambient noise levels in the project vicinity above levels existing without the project? Less Than Significant With Mitigation Incorporated. The operational components of the proposed alternatives have the potential to increase ambient noise levels in the project vicinity, as discuss in response to question a) above. A noise mitigation measure has been identified in response to this impact that includes the preparation of a noise study. The noise study would identify specific noise impacts for the proposed alternatives and would recommend appropriate mitigation measures to minimize noise generation from facility operations. With implementation of these mitigation measures, the proposed alternatives would not be expected to result in substantial permanent increases in ambient noise levels in the project vicinity above levels existing without the proposed alternatives. d)A substantial temporary or periodic increase in ambient noise levels in the project vicinity above levels existing without the project? Less Than Significant With Mitigation Incorporated. The construction components of the proposed alternatives would result in temporary increases in noise at the landfill site and at the RWQCP site. The construction noise would be generated from onsite construction vehicles and equipment as well as from trucks delivering materials to the site. Periodic increases in noise levels would likely occur during site operations as well, particularly during material delivery. These temporary or periodic noise increases would primarily affect the users of Byxbee Park. As discussed in the answer to question a) above, these noise impacts would be minimized with the implementation of the identified mitigation measures. More detailed analysis of these impacts will be provided in the EIR for the proposed alternatives. Construction-related noise impacts were identified as a significant impact in the Statewide AD Facilities EIR. The impact was considered less than significant following implementation of the identified mitigation measures. To ensure noise impacts associated with the construction components of the proposed alternatives remain less than significant, the following mitigation measure included in the Statewide AD Facilities EIR shall be implemented. Mitigation Measure 14 Construction activities shall be limited to the hours established by the City of Palo Alto, which are identified in the Palo Alto Noise Ordinance as between 8:00 a.m. and 6:00 p.m., Monday through Friday, and between 9:00 a.m. and 6:00 p.m. Saturday. Construction equipment noise shall be minimized by muffling and shielding intakes and exhaust on construction equipment to a level no less effective than the manufacture’s specifications, and by shrouding or shielding impact tools. Construction contractors within 750 feet of sensitive receptors shall locate fixed construction equipment, such as compressors and generators, and construction staging areas as far as possible from nearby sensitive receptors. Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Douglas Environmental City of Palo Alto 2-49 Environmental Checklist 1018498.1 Construction contractors shall comply with all local noise ordinances and regulations. e)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 expose people residing or working in the project area to excessive noise levels? No Impact. Although the project sites are currently exposed to elevated noise levels associated with aircraft operation from the Palo Alto Airport, the proposed alternatives would not increase the noise levels associated with aircraft operations and would not substantially increase the number of people exposed to this noise source. Therefore, the proposed alternatives would not substantially increase the exposure of people residing or working in the project area to excessive noise levels associated with airport operations. 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? No Impact. The project sites are not located in the vicinity of a private airport. Therefore, the proposed alternatives would not expose people residing or working in the project area to excessive noise levels associated with private airstrip operations. Douglas Environmental Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Environmental Checklist 2-50 City of Palo Alto 1018498.1 2.13 POPULATION AND HOUSING ENVIRONMENTAL ISSUES Potentially Significant Impact Less Than Significant with Mitigation Incorporated Less Than Significant Impact No Impact XIII. Population and Housing. Would the project: 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)? b)Displace substantial numbers of existing homes, necessitating the construction of replacement housing elsewhere? c)Displace substantial numbers of people, necessitating the construction of replacement housing elsewhere? ENVIRONMENTAL SETTING The proposed alternatives include the location of facilities at the Palo Alto Landfill and at the RWQCP within the northeastern portion of the City of Palo Alto. Population growth and projected housing needs within the City area are addressed in the Palo Alto Comprehensive Plan. DISCUSSION 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)? No Impact. An increase in the number of employees necessary to manage the City’s organic waste and biosolids would be required for the proposed alternatives. Facility construction would temporarily increase the employment base. However, the number of employees necessary to construct and operate the proposed alternatives would not be expected to directly result in substantial population growth in the city. The proposed alternatives would not include the construction of any roads or infrastructure that would indirectly induce substantial population growth. The extension of Embarcadero Way would be necessary to develop the landfill site; however, this extension would result in Embarcadero Way dead ending at the site. Therefore, it would not provide opportunities for new homes or businesses that would induce substantial population growth. No impact regarding substantial population growth in the area is anticipated. b) Displace substantial numbers of existing homes, necessitating the construction of replacement housing elsewhere? No Impact. No homes would be displaced by the implementation of the proposed alternatives. Therefore, no housing impacts would be anticipated with implementation of the alternatives. Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Douglas Environmental City of Palo Alto 2-51 Environmental Checklist 1018498.1 c) Displace substantial numbers of people, necessitating the construction of replacement housing elsewhere? No Impact. No homes would be displaced by implementation of the proposed alternatives; therefore, no people would be displaced. Douglas Environmental Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Environmental Checklist 2-52 City of Palo Alto 1018498.1 2.14 PUBLIC SERVICES ENVIRONMENTAL ISSUES Potentially Significant Impact Less Than Significant with Mitigation Incorporated Less Than Significant Impact No Impact IX. Public Services. Would the project: a)Result in substantial adverse physical impacts associated with the provision of new or physically altered governmental facilities, or the 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: Fire protection? Police protection? Schools? Parks? Other public facilities? ENVIRONMENTAL SETTING Public services include fire and police protection, schools and other public facilities. Fire and police protection is provided to the landfill and RWQCP by the City of Palo Alto Fire and Police Departments. The Palo Alto Fire Department has 115 personnel and seven fire stations. The Department also provides transport ambulance service for Palo Alto and Stanford University. The Palo Alto Police Department has 169 personnel. The Palo Alto Unified School District, which serves the project area, consists of twelve elementary schools, three middle schools and two high schools. The closest school to the project sites is the Ohlone Elementary School, which is located more than a mile to the southwest across Highway 101. DISCUSSION a)Result in substantial adverse physical impacts associated with the provision of new or physically altered governmental facilities, or the 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: Fire protection? No Impact. The proposed alternatives would not directly or indirectly increase the local population. New employees associated with implementation of the alternatives are assumed to derive from the local population base. The proposed alternatives would not extend the service area of the fire department or require additional fire protection facilities be constructed. Therefore, no adverse fire protection impacts would be anticipated with project implementation. Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Douglas Environmental City of Palo Alto 2-53 Environmental Checklist 1018498.1 Police protection? No Impact. Implementation of the proposed alternatives would not require an increase in police protection services or the construction of additional police facilities. Therefore, no police protection impacts would be anticipated with project implementation. Schools? No Impact. Implementation of the proposed alternatives does not include any uses that would increase the demands on local schools. Therefore, no school facility impacts would be anticipated with project implementation. Parks? No Impact. Implementation of the proposed alternatives does not include any uses that would increase the demands on local parks. The landfill site is designated as Byxbee Park but the area identified for the proposed alternatives has been historically used as a landfill disposal area and its conversion to E/C Facility uses would not reduce the active parkland within the City. Therefore, no increase in park facility demands would be anticipated with project implementation. Other public facilities? No Impact. Implementation of the proposed alternatives would not change the demand for public facility services as compared to existing conditions. Therefore, no public facility impacts would be anticipated with project implementation. Douglas Environmental Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Environmental Checklist 2-54 City of Palo Alto 1018498.1 2.15 RECREATION ENVIRONMENTAL ISSUES Potentially Significant Impact Less Than Significant with Mitigation Incorporated Less Than Significant Impact No Impact XV. Recreation. Would the project: a)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? b) Include recreational facilities or require the construction or expansion of recreational facilities that might have an adverse physical effect on the environment? ENVIRONMENTAL SETTING The two primary recreational facilities in the project area include Byxbee Park and the Palo Alto Golf Course. The proposed landfill site is located entirely on Byxbee Park. The RWQCP is located directly northwest of the park. The Palo Alto Golf Course is located to the northwest of the RWQCP across Embarcadero Road. DISCUSSION a)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? No Impact. The entire closed landfill is designated as Byxbee Park and portions of the landfill have been converted to park uses. However, the portion of the park identified for use by the proposed alternatives has not been converted to park uses. Its use for the proposed alternatives would either delay or preclude its ultimate conversion to park uses. However, because the proposed site is not currently used as a park, its conversion from landfill uses to other uses would not directly affect the existing public use of Byxbee Park. The acreage of Byxbee Park currently used as a public park would not change with implementation of the project alternatives. Therefore, the proposed alternatives would not increase the use of the existing public park components of Byxbee Park such that substantial physical deterioration of the park would occur or be accelerated. The development of the landfill site could alter the experience of park users by introducing a new type of waste management activity within the park boundaries. The effects experienced by park users, such as changes in the noise, lighting and odors generation from the site, are discussed in other sections of this checklist. However, none of these effects would be expected to increase the demands on the public use areas within Byxbee Park. If the proposed alternatives are constructed on the RWQCP site and the landfill site is not used for source separated organic material or biosolid processing, then the landfill site could more rapidly be converted to park uses. However, this conversion would not be expected to increase the demands on the public use areas such that substantial physical deterioration of the park would occur. Therefore, no recreational facility impacts would be anticipated with implementation of the proposed alternatives. Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Douglas Environmental City of Palo Alto 2-55 Environmental Checklist 1018498.1 b) Include recreational facilities or require the construction or expansion of recreational facilities that might have an adverse physical effect on the environment? No Impact. The proposed alternatives do not include proposed recreational facilities nor do they require the construction or expansion of recreational facilities. Therefore, no impacts associated with recreational facilities would be anticipated with implementation of the proposed alternatives. Douglas Environmental Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Environmental Checklist 2-56 City of Palo Alto 1018498.1 2.16 TRANSPORTATION/TRAFFIC ENVIRONMENTAL ISSUES Potentially Significant Impact Less Than Significant with Mitigation Incorporated Less Than Significant Impact No Impact XVI. Transportation/Traffic. Would the project: a)Conflict with an applicable plan, ordinance or policy establishing measures of effectiveness for the performance of the circulation system, taking into account all modes of transportation including mass transit and non-motorized travel and relevant components of the circulation system, including but not limited to intersections, streets, highways and freeways, pedestrian and bicycle paths, and mass transit? 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? c)Result in a change in air traffic patterns, including either an increase in traffic levels or a change in location that results in substantial safety risks? d)Substantially increase hazards due to a design feature (e.g., sharp curves or dangerous intersections) or incompatible uses (e.g., farm equipment)? e)Result in inadequate emergency access? f)Conflict with adopted policies, plans, or programs regarding public transit, bicycle, or pedestrian facilities, or otherwise decrease the performance or safety of such facilities? ENVIRONMENTAL SETTING The primary roadways in the project vicinity include Highway 101, Embarcadero Road and Embarcadero Way. Highway 101 is an eight-lane freeway with one lane in each direction designated for carpools. The Highway 101/Embarcadero Road interchange has a typical cloverleaf design with Embarcadero Road crossing over the top of the highway. The four-lane Embarcadero Road extends slightly less than ½ mile to its intersection with Embarcadero Way. Embarcadero Way provides direct access to the RWQCP. Embarcadero Road reduces to three lanes and then two lanes as it continues to the east and then turns to the southeast around the boundary of the RWQCP, terminating at the landfill entrance. A short roadway extends east from Embarcadero Road to a small parking lot used to access Byxbee Park. DISCUSSION a)Conflict with an applicable plan, ordinance or policy establishing measures of effectiveness for the performance of the circulation system, taking into account all modes of transportation including mass transit and non-motorized travel and relevant Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Douglas Environmental City of Palo Alto 2-57 Environmental Checklist 1018498.1 components of the circulation system, including but not limited to intersections, streets, highways and freeways, pedestrian and bicycle paths, and mass transit? Less-Than-Significant Impact. The proposed alternatives would result in an increase in the overall number of vehicles traveling to and from the sites, as compared with current RWQCP uses. The biosolids export alternative would result in the greatest increase in traffic of the proposed alternatives. The construction associated with the proposed alternatives would result in temporary increases in vehicle traffic on local roadways. However, the proposed alternatives would not be expected to cause a substantial increase in traffic on the local roadway system, or result in an exceedance of the level of service standard established by the county congestion management agency due to the relatively high capacity of the existing roadway system and the majority of the trips occurring outside of the typical peak travel periods (i.e., peak hours). The intersection that would be the most directly affected by project traffic is the intersection of Embarcadero Road and East Bayshore Road, located approximately ½ mile west of the site. As Embarcadero Road provides the only access to the site from Highway 101 and the rest of Palo Alto west of Highway 101, all project traffic would pass through the intersection. The Palo Alto Comprehensive Plan identifies this intersection as a key intersection to be monitored for growth management, in association with the East Bayshore and Edgewood Plaza Growth Monitoring Areas. At this time, the specific number of trips anticipated with each of the alternatives has not been determined and additional analysis of traffic impacts will be necessary in the EIR prepared for the proposed alternatives. Each of the alternatives would add some vehicle trips to the existing roadway network, which could degrade the capacities of the roadways accessing the sites during peak periods. However, because the proposed alternatives are anticipated to generate relatively low levels of vehicle trips in comparison to the capacities of the roadways accessing the sites and the majority of the trips would be expected to occur outside of peak periods, significant traffic impacts would not be anticipated. 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? No Impact. The vehicles accessing the landfill and RWQCP sites for the proposed alternatives would use Embarcadero Road to access Highway 101. This four-lane roadway has sufficient capacity to accommodate the existing industrial, commercial and recreational uses northeast of Highway 101 as well as the truck traffic associated with implementation of the proposed alternatives. Therefore, no conflicts with applicable congestion management programs would be anticipated with implementation of the proposed alternatives. c) Result in a change in air traffic patterns, including either an increase in traffic levels or a change in location that results in substantial safety risks? No Impact. A small-scale airport operated by the County of Santa Clara (Palo Alto Airport) is located directly north of the RWQCP. This airport is located less than 3,000 feet from the landfill and RWQCP sites. However, the proposed alternatives do not include any uses that would change air traffic patterns. Therefore, no impact on air traffic patterns would be anticipated with implementation of the proposed alternatives. d)Substantially increase hazards due to a design feature (e.g., sharp curves or dangerous intersections) or incompatible uses (e.g., farm equipment)? No Impact. The proposed alternatives would not alter the design of the existing roadways accessing either the landfill or the RWQCP sites, other than extending Embarcadero Way onto the landfill site. Trucks accessing both sites from Highway 101 would use Embarcadero Road and Embarcadero Way, both of which are well maintained Douglas Environmental Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Environmental Checklist 2-58 City of Palo Alto 1018498.1 and relatively straight roadways that do not have any unusual design features. These roadways are designed to accommodate the existing industrial, commercial and recreational uses in the project area. Therefore, no roadway hazard impacts would be anticipated. e)Result in inadequate emergency access? No Impact. The proposed alternatives would not result in inadequate emergency access at either the landfill or the RWQCP site. Embarcadero Road is designated as a Primary Evacuation Route in the Palo Alto Comprehensive Plan and would be the principal ingress and egress route in the event of an emergency at either site. Both sites would be accessible from Embarcadero Road to the northeast and from Embarcadero Way to the southwest. Embarcadero Road connects directly to Highway 101 and is four lanes wide from its intersection with Embarcadero Way to Highway 101. With two separate access points during an emergency, adequate access would be provided to both sites. Therefore, the proposed alternatives would not result in inadequate emergency access. f)Conflict with adopted policies, plans, or programs regarding public transit, bicycle, or pedestrian facilities, or otherwise decrease the performance or safety of such facilities? No Impact. The proposed alternatives do not include elements that would conflict with adopted policies, plans, or programs supporting alternative transportation. For the proposed alternatives, vehicle access from Highway 101 would be provided to the landfill and RWQCP by way of Embarcadero Road and Embarcadero Way. No changes to these roadways are proposed, other than extending Embarcadero Way to the landfill site. Therefore, the proposed alternatives would have no effect on alternative modes of transportation. Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Douglas Environmental City of Palo Alto 2-59 Environmental Checklist 1018498.1 2.17 UTILITIES AND SERVICE SYSTEMS ENVIRONMENTAL ISSUES Potentially Significant Impact Less Than Significant with Mitigation Incorporated Less Than Significant Impact No Impact XVII.Utilities and Service Systems. Would the project: a)Exceed wastewater treatment requirements of the applicable Regional Water Quality Control Board? 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? 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? d) Have sufficient water supplies available to serve the project from existing entitlements and resources, or are new or expanded entitlements needed? e)Result in a determination by the wastewater treatment provider that serves or may serve the project that it has adequate capacity to serve the project’s projected demand, in addition to the provider’s existing commitments? f)Be served by a landfill with sufficient permitted capacity to accommodate the project’s solid waste disposal needs? g) Comply with federal, state, and local statutes and regulations related to solid waste? ENVIRONMENTAL SETTING The Palo Alto Landfill has an existing storm water drainage system that is required to comply with the Waste Discharge Requirements issued for the site by the San Francisco Bay Regional Water Quality Control Board. The RWQCP also has a storm water drainage system that is regulated by the San Francisco Bay Regional Water Quality Control Board. The City of Palo Alto Utilities provides the water supply and waste water treatment services for the project area. DISCUSSION a)Exceed wastewater treatment requirements of the applicable Regional Water Quality Control Board? Less Than Significant Impact. The proposed alternatives could include the generation of wastewater from the AD and gasification facilities that would require treatment. Wastewater from AD facilities could include ammonia that might require additional treatment facilities at the RWQCP or the pre-treatment prior to discharging to the RWQCP. The installation and operation of these ammonia treatment facilities would be required to comply with Douglas Environmental Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Environmental Checklist 2-60 City of Palo Alto 1018498.1 the RWQCP’s applicable permitting requirements. Therefore, the construction of these facilities would not be expected to exceed wastewater treatment requirements of the San Francisco Bay Regional Water Quality Control Board. 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? Less Than Significant Impact. As discussed in response to question a) above, the proposed alternatives could include the generation of wastewater from the AD facilities that may require additional treatment facilities at the RWQCP or the pre-treatment prior to discharging to the RWQCP. The installation and operation of these ammonia treatment facilities would be expected to occur within the boundaries of the developed RWQCP, which has sufficient space to accommodate these uses. Therefore, the construction of these facilities would not be expected to cause significant environmental effects. 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? Less Than Significant With Mitigation Incorporated. Changes in site drainage and flooding patterns were identified in the Statewide AD Facilities EIR as a significant impact requiring mitigation. The mitigation from the 2011 EIR required the preparation of a comprehensive drainage plan to ensure that, at a minimum, no net increase in storm water discharge would occur during a 10-year, 24-hour storm event. The impact was considered less than significant following implementation of the identified mitigation measures. As discussed in Section 2.7, Hydrology and Water Quality, the proposed alternatives would alter the drainage characteristics of the landfill site by excavating areas of waste fill within the existing landfill mound and leveling the site to accommodate facility construction and operation. The excavation of the landfill mound would require the installation of a retaining wall to limit the mound area that would need to be excavated. The site excavation activities and facility construction would alter the site’s storm water system and would likely increase storm water discharge from the site, requiring the installation of new storm water drainage facilities. In order to ensure that the proposed alternatives would not result in detrimental increases in storm water flow or flooding on the sites or downstream, mitigation measures are identified in Section 2.7 to minimize these impacts. d)Have sufficient water supplies available to serve the project from existing entitlements and resources, or are new or expanded entitlements needed? Less Than Significant Impact. The proposed alternatives would be provided water from Palo Alto Utilities. The quantity of water needed for the proposed alternatives would depend upon the specific technology selected. However, the water demand would not be expected to be excessive or to exceed available capacities. Less-than- significant water supply impacts would be anticipated with implementation of the proposed alternatives. e)Result in a determination by the wastewater treatment provider that serves or may serve the project that it has adequate capacity to serve the project’s projected demand, in addition to the provider’s existing commitments? No Impact. The treatment of wastewater from the dry and wet AD facilities associated with the proposed alternatives could require the installation of additional ammonia treatment facilities at the RWQCP. However, these ammonia treatment facilities would not be expected to diminish the treatment plant’s existing capacities. Also, because the volume of wastewater generated from the AD facilities is expected to be relatively small, the ability of the RWQCP to continue to meet the City’s demands for wastewater treatment is not expected to be diminished with implementation of the proposed alternatives. Therefore, significant wastewater facility impacts would not be anticipated with implementation of the proposed alternatives. Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Douglas Environmental City of Palo Alto 2-61 Environmental Checklist 1018498.1 f)Be served by a landfill with sufficient permitted capacity to accommodate the project’s solid waste disposal needs? No Impact. The proposed alternatives are intended to improve the City’s management of food scraps, yard trimmings, and biosolids. With implementation, the alternatives would reduce landfill disposal when compared to current conditions by diverting food scraps from the municipal solid waste stream. Some solid waste would be generated during construction activities. However, due to the relatively small size of the proposed facilities, substantial solid waste generation from construction activities would not be anticipated. The excavation of the landfill mound necessary to accommodate development would require the relocation of previously disposed waste to another portion of the landfill. Relocating previously disturbed waste at the landfill would not alter the permitted capacity of an operating landfill, as the Palo Alto Landfill is in the process of being permanently closed. Therefore, no adverse solid waste disposal facility impacts would be anticipated with project implementation. g)Comply with federal, state, and local statutes and regulations related to solid waste? No Impact. As an existing permitted solid waste facility, the activities at the Palo Alto landfill are required to comply with all applicable federal, state, and local statutes and regulations related to solid waste. In order to implement the proposed alternatives, any facility would be required to comply with all applicable statutes and regulations whether it was located at the landfill or the RWQCP. Therefore, the proposed alternatives would not be expected to conflict with any solid waste statutes or regulations. Douglas Environmental Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Environmental Checklist 2-62 City of Palo Alto 1018498.1 2.18 MANDATORY FINDINGS OF SIGNIFICANCE ENVIRONMENTAL ISSUES Potentially Significant Impact Less Than Significant with Mitigation Incorporated Less Than Significant Impact No Impact XVIII. Mandatory Findings of Significance. a)Does the project have the potential to substantially 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, substantially reduce the number or restrict the range of an endangered, rare, or threatened species, or eliminate important examples of the major periods of California history or prehistory? 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.) c)Does the project have environmental effects that will cause substantial adverse effects on human beings, either directly or indirectly? Authority: Public Resources Code Sections 21083 and 21087. Reference: Public Resources Code Sections 21080(c), 21080.1, 21080.3, 21082.1, 21083, 21083.3, 21093, 21094, 21151; Sundstrom v. County of Mendocino, 202 Cal.App.3d 296 (1988); Leonoff v. Monterey Board of Supervisors, 222 Cal.App.3d 1337 (1990). DISCUSSION a)Does the project have the potential to substantially 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, substantially reduce the number or restrict the range of an endangered, rare, or threatened species, or eliminate important examples of the major periods of California history or prehistory? No Impact. Implementation of the proposed alternatives would include development at the closed landfill and/or at the RWQCP. Both of these sites have been disturbed by prior site development and do not contain sensitive species or habitats. For the potential offsite biological resource impacts identified in this checklist, mitigation measures have been identified that would ensure these impacts remain less than significant. As discussed in the other sections of this checklist, the proposed alternatives would not substantially reduce the habitat of a fish or wildlife species, cause fish or wildlife population to drop below self-sustaining levels, threaten to eliminate a plant or animal community, substantially reduce the number or restrict the range of rare or endangered plants or animals, or eliminate examples of California history or prehistory. Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Douglas Environmental City of Palo Alto 2-63 Environmental Checklist 1018498.1 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.) No Impact. The proposed alternatives would not add considerably to any cumulative impacts in the region, as discussed in other sections of this checklist. No other projects that would create cumulatively considerable environmental impacts are proposed in the project vicinity. The proposed sites for the alternatives are surrounded by Byxbee Park and existing commercial land uses that have been fully developed. Therefore, the implementation of the proposed alternatives would not contribute to cumulative impacts. c)Does the project have environmental effects that will cause substantial adverse effects on human beings, either directly or indirectly? No Impact. As discussed in other sections of this checklist and in the responses to questions a) and b) above, the proposed alternatives would not be expected to cause substantial adverse effects on human beings, either directly or indirectly. 3 REFERENCES California Air Resources Board (CARB), 2009. Hot Spots Analysis and Reporting Program (HARP), version 1.3. California Department of Transportation (Caltrans). 1998 (October). Traffic Noise Analysis Protocol: Technical Noise Supplement. Sacramento, CA. California Department of Transportation (Caltrans). 2002 (December). Guide for the Preparation of Traffic Impact Studies, Sacramento, CA. City of Palo Alto. 2012. Comprehensive Plan Amendment. http://www.paloaltocompplan2020.org/. Accessed October 24, 2012. California Energy Commission (CEC). 2006. Our Changing Climate - Assessing the Risks to California. A Summary Report from the California Climate Change Center, CEC-500-2006-077. Public Interest Energy Research Program, California Energy Commission. Sacramento, CA. July 2006. California Energy Commission (CEC). 2008. The Future is Now, An Update on Climate Change Science, Impacts, and Response Options for California. CEC-500-2008-077, Public Interest Energy Research Program, California Energy Commission. Sacramento, CA. September 2008. City of Palo Alto. 2012a. Palo Alto Zoning Regulations. http://www.cityofpaloalto.org/news/displaynews.asp?NewsID=725&TargetID=85. Accessed October 24, 2012. City of Palo Alto. December, 2012. Final Request for Proposals to Establish an Energy/Compost Facility or Export Food Scraps, Yard Trimmings and Biosolids. Issued by: City of Palo Alto, California. February 2013. City of Palo Alto. July 17, 2007. Palo Alto Comprehensive Plan. City of Palo Alto Department of Planning and Community Environment. October 6, 2008. 4th Edition of the Palo Alto Baylands Master Plan, Reformatted with Information Update in 2008. Resolution No. 8864. Climate Action Team (CAT). 2006. Climate Action Team Report to Governor Schwarzenegger and the Legislature. Climate Action Team. Sacramento, CA. March 2006. ESA. June 2011. Statewide Anaerobic Digester Facilities for the Treatment of Municipal Organic Solid Waste Final Program Environmental Impact Report (SCH No. 2010042100). Prepared for the California Department of Resources Recycling and Recovery (CalRecycle). Federal Aviation Administration, 2007. Advisory Circular No. 150/5200-33b, Hazardous Wildlife Attractants on or Near Airports, August, 28, 2007, available online at http://www.faa.gov/documentLibrary/media/advisory_circular/150-5200-33B/150_5200_33b.doc. Federal Transit Administration (FTA). 2006 (May). Transit Noise and Vibration Impact Assessment. Washington, D.C. International Panel on Climate Change (IPCC). 2007. Climate Change 2007: The Physical Science Basis and Technical Summary. Contribution of Working Group I to the Fourth Assessment Report of the IPCC. Intergovernmental Panel on Climate Change. Douglas Environmental Palo Alto Energy/Compost Facility/Export - Preliminary Checklist Environmental Checklist 2 City of Palo Alto 1018498.1 Office of Environmental Health Hazard Assessment (OEHHA), 2003. The Air Toxics Hot Spots Program Guidance Manual for Preparation of Health Risk Assessments. RMC. March 19, 2009. City of Palo Alto Recycled Water Project Initial Study/Mitigated Negative Declaration. US Environmental Protection Agency (USEPA), 1995. SCREEN3 Model User’s Guide, EPA-454/B-95-004, September 1995. FINAL FOR RELEASE 7/1/14 H-1 APPENDIX H [RESERVED FOR FUTURE USE] FINAL FOR RELEASE 7/1/14 I-1 APPENDIX I LEASE AGREEMENT TEMPLATE-USER INSTRUCTIONS WHEN TO USE FORM: This form should only be used when the City is leasing City owned property to someone else. If the City is leasing property from a private party DO NOT USE this form. HOW TO COMPLETE FORM: To use this form, you will need to fill in the information requested in bold. Below is a summary of the major items of information and lease references that will need to be customized before completing the agreement: o Address of Property (1. Premises) o Square Footage and Description of Property (1. Premises) o Lease Term with Start and End Date (2.1 Original Term) o Length of Option Period (2.2 Option to Extend) o Monthly Rent (3.1 Base Rent) o Amount of Security Deposit (4.1 Security Deposit) o Required Uses of Property (5.1 Required Uses) o Who Will Pay Utilities (7. Utilities and Operating Expenses) o Who Will Perform Maintenance (9.1 City and Lessee Responsibilities) o Who Will Maintain Common and other Areas (9.3 Maintenance of Common Areas) o What Construction Lessee Will Perform, Permission Needed, and End Date (10.1) o What Construction Cost Requires City Approval (10.6 Assurance of Completion) o Description of Property (Exhibit A) o Inventory of Fixtures (Exhibit B) FINAL FOR RELEASE 7/1/14 I-2 When you finish filling in the necessary information, delete the instructions in the text and any unnecessary provisions. The provisions in this Lease are default provisions, if you wish to make additional changes please contact the City Attorney’s Office. Once all desired changes have been made please check the page numbers. Then left click on the Table of Contents, press the F9 button, and select okay to update the page numbers. FINAL FOR RELEASE 7/1/14 Page i of ii LEASE AGREEMENT BETWEEN CITY OF PALO ALTO AND INSERT NAME OF LESSEE TABLE OF CONTENTS LEASE PROVISIONS 1.PREMISES. .......................................................................................................1 2.TERM. ...............................................................................................................1 3.RENT. ................................................................................................................2 4.SECURITY DEPOSIT. ......................................................................................3 5.USE OF PROPERTY. ........................................................................................3 6.HAZARDOUS MATERIALS. ..........................................................................4 7.UTILITIES AND OPERATING EXPENSES. ..................................................6 8.TAXES. ..............................................................................................................7 9.MAINTENANCE. .............................................................................................8 10.CONSTRUCTION BY LESSEE. ......................................................................9 11.ALTERATIONS BY LESSEE .........................................................................10 12.HOLD HARMLESS/INDEMNIFICATION. ..................................................11 13.DAMAGE, DESTRUCTION AND TERMINATION. ...................................11 14.SIGNS. .............................................................................................................15 15.ASSIGNMENT AND SUBLETTING. ............................................................15 16.DEFAULTS; REMEDIES. ..............................................................................15 17.INTEREST ON PAST-DUE OBLIGATIONS. ...............................................17 18.HOLDING OVER. ...........................................................................................17 19.CITY’S ACCESS. ............................................................................................17 20.INSURANCE. ..................................................................................................18 21.RESERVATION OF AVIGATIONAL EASEMENT. ....................................19 22.EMINENT DOMAIN. .....................................................................................19 23.POST-ACQUISITION TENANCY. ................................................................20 24.DISPUTE RESOLUTION. ..............................................................................20 25.NON-LIABILITY OF OFFICIALS AND EMPLOYEES OF THE CITY. ...............................................................................................................20 26.NON-DISCRIMINATION. .............................................................................20 27.INDEPENDENT CONTRACTOR. .................................................................21 28.CONFLICT OF INTEREST. ...........................................................................21 29.MEMORANDUM OF LEASE. .......................................................................21 30.ESTOPPEL CERTIFICATE. ...........................................................................22 31.LIENS. .............................................................................................................22 32.VACATING. ....................................................................................................22 FINAL FOR RELEASE 7/1/14 Page ii of ii 33.ABANDONMENT. .........................................................................................22 34.NOTICES. ........................................................................................................22 35.TIME. ...............................................................................................................23 36.AMENDMENTS. ............................................................................................23 37.SIGNING AUTHORITY. ................................................................................23 38.CAPTIONS. .....................................................................................................23 39.SURRENDER OF LEASE NOT MERGER. ...................................................23 40.INTEGRATED DOCUMENT. ........................................................................23 41.WAIVER..........................................................................................................24 42.INTERPRETATIONS. ....................................................................................24 43.SEVERABILITY CLAUSE. ...........................................................................24 44.GOVERNING LAW. .......................................................................................24 45.VENUE. ...........................................................................................................24 46.COMPLIANCE WITH LAWS. .......................................................................24 47.BROKERS. ......................................................................................................24 48.ATTACHMENTS TO LEASE. .......................................................................25 EXHIBITS A DESCRIPTION OF SUBJECT PROPERTY .........................................................................27 B INVENTORY OF FIXTURES ...............................................................................................28 C STANDARD INSURANCE REQUIREMENTS .....................................................................1 FINAL FOR RELEASE 7/1/14 Lease Agreement/INSERT NAME OF LESSEE Page 1 Rev.: 1/30/12; Typed: (INSERT DATE TYPED) LEASE AGREEMENT BETWEEN CITY OF PALO ALTO AND INSERT NAME OF LESSEE This lease agreement (herein "Lease") is made and entered into this _____ day of __________, 20__, by and between the City of Palo Alto, a California chartered municipal corporation (herein "City") and INSERT NAME OF LESSEE, a ___________ Corporation (herein "Lessee"). City and Lessee may be referred to individually as a “Party” or collectively as the “Parties” or the “Parties to this Lease." The City Manager serves as Contract Administrator for this Lease on behalf of the City Council. RECITALS A. These recitals are a substantive portion of this Lease. B. [INSERT LIST OF RECITALS, INCLUDING SELECTION PROCESS FOR TENANT, IF APPLICABLE] Now, therefore, in consideration of these recitals and the following covenants, terms, and conditions, Lessee and City mutually agree as follows: LEASE PROVISIONS 1.PREMISES. City hereby leases to Lessee, certain real property located in the City of Palo Alto, County of Santa Clara, State of California, commonly known as INSERT ADDRESS (herein the "Property") and more particularly described in Exhibit A attached hereto and incorporated herein by reference. The Property consists of approximately INSERT NUMBER (__) square feet of INSERT DESCRIPTION OF PROPERTY except for the Inventory of Fixtures set forth in Exhibit B attached hereto and incorporated herein by reference. Unless specifically provided, Lessee accepts the Property “as-is” on the date of execution of this Lease. 2.TERM. 2.1 Original Term. The term of this Lease shall be for INSERT NUMBER (__) years, commencing on INSERT DATE ("Delivery Date") and ending on INSERT DATE. 2 Rev. 1/30/12 Lessee shall, at the expiration of the term of this lease, or upon its earlier termination, surrender the Property in as good condition as it is now at the date of this lease. The Parties expect reasonable wear and tear. 2.2 Option to Extend. Provided Lessee is not in default hereunder, either at the time of exercise or at the time the extended Term commences, Lessee shall have the option to extend the initial Term of this Lease for one additional period of ___ (“Option Period”) with the same terms, covenants and conditions provided herein, except that upon such renewal the Base Rent due hereunder shall be adjusted pursuant to Paragraph 3.2. Lessee shall exercise its option by giving City written notice (“Option Notice”) at least sixty (60) days but not more than one hundred twenty (120) days prior to the expiration of the initial Term of this Lease. 2.3 Early Termination by City. If City in its sole discretion determines that it requires the Property for any public purpose, City may terminate this Lease upon thirty (30) days written notice. 3. RENT. 3.1 Base Rent. The rent to be paid by Lessee shall be in the amount of INSERT AMOUNT $_____ per month without deduction or offset. Rent shall be payable on the first day of each and every month commencing on the Delivery Date, at a place (or places) as may be designated in writing from time to time by City. 3.2 Annual Increase. During the Term of this Lease, including the Option Period if the option is exercised, the Base Rent shall be increased effective on each anniversary of the Delivery Date. The sum shall be adjusted annually resulting in a compound rate of increase. Lease payments are to be adjusted based on the State of California Department of Industrial Relations, Division of Labor Statistics and Research’s Consumer Price Index, All Urban Consumers, All Items, San Francisco-Oakland-San Jose, California. The index for the quarter ending just prior to this lease date is established as the base index. Percentage and adjustments to the original lease payments shall be as indicated by percentage changes in said index. 3.3 Late Charge. Lessee acknowledges late payment of rent will cause City to incur costs not contemplated by this Lease, the exact amount of such costs being extremely difficult and impracticable to fix. Such costs include, without limitation, processing, accounting and late charges that may be imposed on City. Therefore, if City does not receive any installment of rent due from Lessee within ten (10) days after the date such rent is due, Lessee shall pay to City an additional sum of five percent (5%) of the overdue rent as a late charge. The parties agree this late charge represents a fair and reasonable estimate of the costs City will incur by reason of late payment by Lessee. Acceptance of any late charge shall not constitute a waiver of Lessee’s default with respect to the overdue amount, nor prevent City from exercising any of the other rights and remedies available to City. 3 Rev. 1/30/12 3.4 Rent Payment Procedures. Lessee’s obligation to pay rent shall commence upon the commencement of this Lease. If the term commences or terminates on a date other than the first of any month, monthly rent for the first and last month of this Lease shall be prorated based on a 30-day month. Rent payments shall be delivered to City’s Revenue Collections Division, 250 Hamilton Avenue, PO Box 10250, Palo Alto, CA 94303. The designated place of payment may be changed at any time by City upon ten (10) days’ written notice to Lessee. Lessee specifically agrees that acceptance of any late or incorrect rentals submitted by Lessee shall not constitute an acquiescence or waiver by City and shall not prevent City from enforcing Section 3.3 (Late Charge) or any other remedy provided in this Lease. Acceptance of rent shall not constitute approval of any unauthorized sublease or use, nor constitute a waiver of any non-monetary breach. Payments shall be effective upon receipt. City may apply any payment received from Lessee at any time against any obligation due and owing by Lessee under this Lease, regardless of any statement appearing on or referred to in any remittance from Lessee or any prior application of such payments. 3.5 Partial Payment. The receipt by City of a partial payment of any amount due to City endorsed as payment in full will be deemed to be a partial payment only. City may accept and deposit said check without prejudice to its right to recover the balance. Any endorsements or statements on the check or any letter accompanying the check shall not be deemed an accord and/or satisfaction. Lessee's obligation (without prior notice or demands) to pay rent and all other amounts due hereunder shall be absolute and unconditional, and not subject to any abatement, set off, defense, recoupment or reduction. 4. SECURITY DEPOSIT. 4.1 Security Deposit. Upon execution of this Lease, Lessee shall deliver to City an amount of dollars ($__________) as a security deposit. City may use these funds as are reasonably necessary to remedy any Lessee default(s) in the payment of rent, to repair damages caused by Lessee, or expenses incurred to clean the Property upon termination of tenancy. If any portion of the security deposit is used towards rent or damages at City's sole discretion, Lessee agrees to reinstate the total security deposit upon receipt of ten (10) days written notice. 4.2 Return of Security Deposit. The balance of security deposit, if any, shall be mailed to Lessee’s last known address within thirty (30) days of surrender of Property. 5. USE OF PROPERTY. 5.1 Required Uses. Throughout the term of this Lease, Lessee shall provide the following uses, services and activities (“Required Uses”): [DELETE IF NOT APPLICABLE] 4 Rev. 1/30/12 5.2 Permitted Uses. In addition to the Required Uses, Lessee may also use the Premises for the following uses: ______________________________________________________. Premises may not be used for any other purposes without City's prior written consent, which consent may be withheld in the sole and absolute discretion of the City. 5.3 Prohibited Uses. Lessee shall not use Premises for any purpose not expressly permitted hereunder. Lessee shall not create, cause, maintain or permit any nuisance or waste in, on, or about the Premises, or permit or allow the Premises to be used for any unlawful or immoral purpose. Lessee shall not do or permit to be done anything in any manner which unreasonably disturbs the users of the City Property or the occupants of neighboring property. Specifically, and without limiting the above, Lessee agrees not to cause any unreasonable odor, noise, vibration, power emission, or other item to emanate from the Premises. No materials or articles of any nature shall be stored outside upon any portion of the Premises. Lessee will not use Property in a manner that increases the risk of fire, cost of fire insurance or improvements thereon. No unreasonable sign or placard shall be painted, inscribed or placed in or on said Property; and no tree or shrub thereon shall be destroyed or removed or other waste committed of said Property. No bicycles, motorcycles, automobiles or other mechanical means of transportation shall be placed or stored anywhere on the Property except for the garage or driveway. No repair, overhaul or modification of any motor vehicle shall take place on the Property or the street in front of said Property. Lessee, at his/her expense, shall keep the Property in as good condition as it was at the beginning of the terms hereof, except damage occasioned by ordinary wear and tear, and except damage to the roof, sidewalks and underground plumbing, which is not the fault of Lessee. 5.4 Condition, Use of Premises. City makes no warranty or representation of any kind concerning the condition of the Premises, or the fitness of the Premises for the use intended by Lessee, and hereby disclaims any personal knowledge with respect thereto, it being expressly understood by the parties that Lessee has personally inspected the Premises, knows its condition, finds it fit for Lessee’s intended use, accepts it as is, and has ascertained that it can be used exclusively for the limited purposes specified in Section 5.1. 6. HAZARDOUS MATERIALS. 6.4 Hazardous Materials Defined. The term “Hazardous Material(s)” shall mean any toxic or hazardous substance, material or waste or any pollutant or contaminant, or infectious or radioactive material, including but not limited to, those substances, materials, or wastes regulated now or in the future under any of the following statutes or regulations and any and all of those substances included within the definitions of “hazardous substances”, “hazardous waste”, “hazardous chemical substance or mixture”, “imminently hazardous chemical substance or mixture,” “toxic substances,” “hazardous air pollutant”, “toxic pollutant” or “solid waste” in the (a) CERCLA or Superfund as amended by SARA, 42 U.S.C. Sec. 9601 et seq., (b) RCRA, 42 U.S.C. Sec. 6901 et seq., 5 Rev. 1/30/12 (c) CWA., 33 U.S.C. Sec. 1251 et seq., (d) CAA, 42 U.S.C. 78401 et seq., (e) TSCA, 15 U.S.C. Sec. 2601 et seq., (f) The Refuse Act of 1899, 33 U.S.C. Sec. 407, (g) OSHA, 29 U.S.C. 651 et seq. (h) Hazardous Materials Transportation Act, 49 U.S.C. Sec. 1801 et seq., (i) USDOT Table (40 CFR Part 302 and amendments) or the EPA Table (40 CFR Part 302 and amendments), (j) California Superfund, Cal. Health & Safety Code Sec. 25300 et seq., (k) Cal. Hazardous Waste Control Act, Cal. Health & Safety Code Section 25100 et seq., (l) Porter-Cologne Act, Cal. Water Code Sec. 13000 et seq., (m) Hazardous Waste Disposal Land Use Law, Cal. Health & Safety Code Sec. 25220 et seq., (n) Proposition 65, Cal. Health and Safety Code Sec. 25249.5 et seq., (o) Hazardous Substances Underground Storage Tank Law, Cal. Health & Safety Code Sec. 25280 et seq., (p) California Hazardous Substance Act, Cal. Health & Safety Code Sec. 28740 et seq., (q) Air Resources Law, Cal. Health & Safety Code Sec. 39000 et seq., (r) Hazardous Materials Release Response Plans and Inventory, Cal. Health & Safety Code Secs. 25500-25541, (s) TCPA, Cal. Health and Safety Code Secs. 25208 et seq., and (t) regulations promulgated pursuant to said laws or any replacement thereof, or as similar terms are defined in the federal, state and local laws, statutes, regulations, orders or rules. Hazardous Materials shall also mean any and all other substances, materials, and wastes which are, or in the future become, regulated under applicable local, state or federal law for the protection of health or the environment, or which are classified as hazardous or toxic substances, materials or wastes, pollutants or contaminants, as defined, listed or regulated by any federal, state or local law, regulation or order or by common law decision, including without limitation: (i) trichloroethylene, tetracholoethylene, perchloroethylene and other chlorinated solvents; (ii) any petroleum products or fractions thereof; (iii) asbestos, (iv) polychlorinated biphenyls; (v) flammable explosives; (vi) urea formaldehyde; and, (vii) radioactive materials and waste. 6.2. Compliance with Laws. Lessee shall not cause or permit any Hazardous Material (as defined below) to be brought upon, kept or used in or about the Premises or Project by Lessee, its agents, employees, contractors or invitees. 6.3 Termination of Lease. City shall have the right to terminate the Lease in Citys sole and absolute discretion in the event that: (i) any anticipated use of the Premises by Lessee involves the generation or storage, use, treatment, disposal, or release of Hazardous Material in a manner or for a purpose prohibited or regulated by any governmental agency, authority, or Hazardous Materials Laws; (ii) Lessee has been required by any lender or governmental authority to take remedial action in connection with Hazardous Material contaminating the Premises, if the contamination resulted from Lessees action or use of the Premises; or (iii) Lessee is subject to an enforcement order issued by any governmental authority in connection with the release, use, disposal, or storage of a Hazardous Material on the Premises. 6.4 Assignment and Subletting. It shall not be unreasonable for City to withhold its consent to an assignment or subletting to such proposed assignee or sublessee if: (i) any anticipated use of the Premises by any proposed assignee or sublessee involves the generation or storage, use, treatment, disposal, or release of Hazardous Material in a 6 Rev. 1/30/12 manner or for any purpose; (ii) the proposed assignee or sublessees has been required by any prior landlord, lender, or governmental authority to take remedial action in connection with Hazardous Material contaminating a property, if the contamination resulted from such partys action or use of the property in question; or, (iii) the proposed assignee or sublessee is subject to an enforcement order issued by any governmental authority in connection with the release, use, disposal or storage of a Hazardous Material. 6.5 Hazardous Materials Indemnity. Lessee shall indemnify, defend (by counsel reasonably acceptable to City), protect, and hold Landlord harmless from and against any and all claims, liabilities, penalties, forfeitures, losses, and/or expenses, including without limitation, diminution in value of the Premises, damages for the loss or restriction on use of the rentable or usable space or of any amenity of the Premises, damages arising from any adverse impact or marketing of the Premises and sums paid in settlement of claims, response costs, cleanup costs, site assessment costs, attorneys’ fees, consultant and expert fees, judgments, administrative rulings or orders, fines, costs of death of or injury to any person, or damage to any property whatsoever (including, without limitation, groundwater, sewer systems, and atmosphere), arising from, caused, or resulting, either prior to or during the Lease Term, in whole or in part, directly or indirectly, by the presence or discharge in, on, under, or about the Premises by Lessee, Lessee’s agents, employees, licensees, or invitees or at Lessee’s direction, of Hazardous Material, or by Lessee’s failure to comply with any Hazardous Materials Law, whether knowingly or by strict liability. For purposes of the indemnity provided herein, any acts or omissions of Lessee or its employees, agents, customers, sublessees, assignees, contractors, or subcontractors of Lessee (whether or not they are negligent, intentional, willful or unlawful) shall be strictly attributable to Lessee. Lessee’s indemnification obligations shall include, without limitation, and whether foreseeable or unforeseeable, all costs of any required or necessary Hazardous Materials management plan, investigation, repairs, cleanup or detoxification or decontamination of the Premises, and the presence and implementation of any closure, remedial action or other required plans, and shall survive the expiration of or early termination of the Lease Term. 6.6 City’s Right to Perform Tests. At any time prior to the expiration of the Lease Term, City shall have the right to enter upon the Premises in order to conduct tests of water and soil. 7. UTILITIES AND OPERATING EXPENSES. [OPTION A: USE IF TENANT IS SEPARATELY METERED FOR UTILITIES] Lessee shall fully and promptly pay for all expenses associated with the operation of the Property, including but not limited to the furnishing of gas, water, sewer, electricity, telephone service, garbage pickup and disposal, landscaping installation and maintenance, and other public utilities. 7 Rev. 1/30/12 [OPTION B: USE IF TENANT IS NOT SEPARATELY METERED FOR UTILITIES AND CITY PAYS COSTS] City shall furnish to the Property reasonable quantities of gas, electricity, water, sewer and refuse collections services as required for Lessee’s use. However, if City is required to construct new or additional utility installations, including, without limitation, wiring, plumbing, conduits, and mains, resulting from Lessee’s special requirements, Lessee shall on demand pay to City the total cost of such items. 8.TAXES. 8.1 Real Property Taxes Defined. The term “real property taxes” as used herein shall mean all taxes, assessments, levies and other charges, general and special, foreseen and unforeseen, now or hereafter imposed by any governmental or quasi-governmental authority or special district having the direct or indirect power to tax or levy assessments, which are levied or assessed against or with respect to: (i) value, occupancy, use or possession of the Premises and/or the Improvements; (ii) any improvements, fixtures, equipment and other real or personal property of Lessee that are an integral part of the Premises; or, (iii) use of the Premises, Improvements public utilities or energy within the Premises. The term “real property taxes” shall also mean all charges, levies or fees imposed by reason of environmental regulation or other governmental control of the premises and/or the Improvements, new or altered excise, transaction, sales, privilege, assessment, or other taxes or charges now or hereafter imposed upon City as a result of this Lease, and all costs and fees (including attorneys’ fees) incurred by City in contesting any real property taxes and in negotiating with public authorities as to any real property taxes affecting the Premises. If any real property taxes are based upon property or rents unrelated to the Premises and/or the Improvements, then only that part of such tax that is fairly allocable to the Premises and/or the Improvements, as determined by City, on the basis of the assessor’s worksheets or other available information, shall be included within the meaning of the term “real property taxes.” 8.2 Payment of Real Property Taxes. Lessee shall pay Lessee’s share of all real property taxes (as defined in Section 8.1 above) which become due and payable to City on or before the later of ten (10) days prior to the delinquency thereof or three (3) days after the date on which Lessee receives a copy of the tax bill and notice of City’s determination hereunder. Lessee’s liability to pay real property taxes shall be prorated on the basis of a three hundred sixty-five (365) day year to account for any fraction or portion of a tax year included in the Lease term at the commencement or expiration of the Lease. 8.3 Revenue and Taxation Code. Lessee specifically acknowledges it is familiar with section 107.6 of the California Revenue and Taxation Code. Lessee realizes that a possessory interest subject to property taxes may be created, agrees to pay any such tax, and hereby waives any rights Lessee may have under said California Revenue and Taxation Code section 107.6. 8.4 Personal Property Taxes. Lessee shall pay before delinquent, or if requested by City, reimburse City for, any and all taxes, fees, and assessments associated with the Property, 8 Rev. 1/30/12 the personal property contained in the premises and other taxes, fees, and assessments regarding any activities which take place at the Property. Lessee recognizes and understands in accepting this Lease that its interest therein may be subject to a possible possessory interest tax that City or County may impose on such interest and that such tax payment shall not reduce any rent due City hereunder and any such tax shall be the liability of and be paid by Lessee. 9. MAINTENANCE. 9.1 City and Lessee Responsibilities. Lessee at Lessee’s expense, shall perform all maintenance and repairs, including all painting, and all maintenance of landscaped areas necessary to keep the Premises and all improvements thereto in first-class order, repair, and condition, and shall keep the Premises in a safe, clean, wholesome, and sanitary condition to the complete satisfaction of City, and in compliance with all applicable laws, throughout the term of this Lease. In addition, Lessee shall maintain, at Lessee’s expense, all equipment, furnishings and trade fixtures upon the Premises required for the maintenance and operation of a first-class business of the type to be conducted pursuant to this Lease. OR, IF APPLICABLE: City shall be responsible for the maintenance and repair of the structure located on the Premises and main support systems not exclusively serving the Premises, including roof repair, electrical system repair, exterior painting and structural repairs. 9.2 Waiver of Civil Code. Lessee expressly waives the benefit of any statute now or hereinafter in effect, including the provisions of sections 1941 and 1942 of the Civil Code of California, which would otherwise afford Lessee the right to make repairs at City’s expense or to terminate this Lease because of City’s failure to keep Premises in good order, condition and repair. Lessee further agrees that if and when any repairs, alterations, additions or betterments shall be made by Lessee as required by this paragraph, Lessee shall promptly pay for all labor done or materials furnished and shall keep the Premises free and clear of any lien or encumbrance of any kind whatsoever. If Lessee fails to make any repairs or perform any maintenance work for which Lessee is responsible within a reasonable time (as determined by the City Manager in the City Manager’s sole discretion) after demand by the City, City shall have the right, but not the obligation, to make the repairs at Lessee’s expense; within ten (10) days of receipt of a bill, Lessee shall reimburse City for the cost of such repairs, including a fifteen percent (15%) administrative overhead fee. The making of such repairs or performance of maintenance by City shall in no event be construed as a waiver of the duty of Lessee to make repairs or perform maintenance as provided in this Section. 9.3 Maintenance of Common Areas. _________ [INSERT City OR Lessee] shall maintain or cause to be maintained, including repair and replacement as necessary, the following common areas serving the Premises and other premises: __________________________________________. 9 Rev. 1/30/12 10.CONSTRUCTION BY LESSEE. 10.1 Plans and Specifications. Lessee shall cause to be designed, constructed, and installed within the Premises, at no cost to City, improvements substantially in accordance with the plans and specifications _______________________________. The construction shall be completed and the Premises shall be open for business by _________________. OR, IF APPLICABLE: 10.1 Minimum Construction. Lessee shall in an efficient and workmanlike manner, cause to be designed, constructed, and installed within the Premises, at no cost to City, appropriate improvements to adequately accommodate the services and uses required and permitted by this Lease. Lessee shall prepare the plans and specifications for approval by the City’s Building Division and Planning & Community Development Divisions as required by the Palo Alto Municipal Code. Lessee shall obtain approval of the plans and specifications by _____________ and shall cause the construction to be completed and the Premises to be open for business by _________________. 10.2 Construction Standards. All design and construction performed by or on behalf of Lessee shall conform to the approved plans, specifications, construction and architectural standards contained in Exhibit _____. Once the work is begun, Lessee shall with reasonable diligence prosecute all construction to completion. All work shall be performed in a good and workmanlike manner, shall substantially comply with any plans and specifications approved by City and shall comply with all applicable governmental permits, laws, ordinances and regulations, and shall meet all other requirements contained in this Lease. 10.3 Cost of Improvements. The minimum cost of the initial improvements to be constructed by Lessee shall be $ . Lessee shall pay all costs for construction done or caused to be done by Lessee on the Premises as permitted or required by this Lease. Lessee shall keep the Premises free and clear of all claims and liens resulting from construction done by or for Lessee. Promptly after completion of construction, Lessee shall provide to the City Manager a statement of the reasonable and actual costs of construction for the initial improvements, which statement shall be certified as to accuracy and signed by Lessee under penalty of perjury. 10.4 Ownership of Improvements. All improvements constructed, erected, or installed upon the Premises must be free and clear of all liens, claims, or liability for labor or material and shall become the property of City, at its election, upon expiration or earlier termination of this lease and upon City's election, shall remain upon the Premises upon termination of this Lease. Title to all equipment, furniture, furnishings, and trade fixtures placed by Lessee upon the Premises shall remain in Lessee, and replacements, substitutions and modifications thereof may be made by Lessee throughout the term of this Lease. Lessee may remove such fixtures and furnishings upon termination of this 10 Rev. 1/30/12 Lease if Lessee is not then in default under this Lease, provided that Lessee shall repair to the satisfaction of City any damage to the Premises and improvements caused by such removal and provided that usual and customary lighting, plumbing and heating fixtures shall remain upon the Premises upon termination of this Lease. 10.5 Indemnity for Claims Arising Out of Construction. Lessee shall defend and indemnify City against all claims, liabilities, and losses of any type arising out of work performed on the Premises by Lessee, together with reasonable attorneys' fees and all costs and expenses reasonably incurred by City in negotiating, settling, defending or otherwise protecting against such claims. 10.6 Assurance of Completion. Prior to commencement of any construction or alteration expected to cost more than $________, Lessee shall furnish the City Manager evidence that assures City that sufficient monies will be available to complete the proposed work. The amount of such assurance shall be at least the total estimated construction cost. Evidence of such assurance shall take one of the forms set out below and shall guarantee Lessee’s full and faithful performance of all of the terms, covenants, and conditions of this Lease: A. Completion Bond; B. Performance, labor and material bonds, supplied by Lessee’s contractor or contractors, provided the bonds are issued jointly to Lessee and City; C. Irrevocable letter of credit from a financial institution; or D. Any combination of the above. All bonds and letters of credit must be issued by a company qualified to do business in the State of California and be acceptable to the City Manager. All bonds and letters of credit shall be in a form acceptable to the City Manager, and shall insure faithful and full observance and performance by Lessee of all of the terms, conditions, covenants, and agreements relating to the construction of improvements or alterations in accordance with this Lease. 10.7 Certificate of Inspection. Upon completion of construction of any building, Lessee shall submit to the City Manager a Certificate of Inspection, verifying that the construction was completed in conformance with Title 20 of the California Code of Regulations for residential construction, or in conformance with Title 24 of the California Code of Regulations for non-residential construction. 10.8 As Built Plans. Lessee shall provide the City Manager with a complete set of reproducible “as built plans” reflecting actual construction within or upon the Premises upon completion of any: (i) new construction; (ii) structural alterations; or, (iii) non- structural alterations costing more than $25,000. 11.ALTERATIONS BY LESSEE 11 Rev. 1/30/12 Lessee shall not make any alterations or improvements to the Premises without obtaining the prior written consent of the City Manager. Lessee may, at any time and at its sole expense, install and place business fixtures and equipment within the Premises, provided such fixtures and installation have been reviewed and approved by the City Manager. 12.HOLD HARMLESS/INDEMNIFICATION. 12.1 Indemnification. To the extent permitted by law, Lessee agrees to protect, defend, hold harmless and indemnify City, its City Council, commissions, officers, agents, volunteers, and employees from and against any claim, injury, liability, loss, cost, and/or expense or damage, however same may be caused, including all costs and reasonable attorney's fees in providing a defense to any claim arising therefrom for which City shall become legally liable arising from Lessee's negligent, reckless, or wrongful acts, errors, or omissions with respect to or in any way connected with this Lease. Lessee shall give City immediate notice of any claim or liability hereby indemnified against. This indemnity shall be in addition to the Hazardous Materials indemnity contained in this Lease and shall survive shall survive the expiration of or early termination of the Lease Term. 12.2 Waiver of Claims. Lessee waives any claims against City for injury to Lessee’s business or any loss of income therefrom, for damage to Lessee’s property, or for injury or death of any person in or about the Premises or the City Property, from any cause whatsoever, except to the extent caused by City’s active negligence or willful misconduct. 13. DAMAGE, DESTRUCTION AND TERMINATION. 13.1 Nontermination and Nonabatement. Except as provided herein, no destruction or damage to the Premises by fire, windstorm or other casualty, whether insured or uninsured, shall entitle Lessee to terminate this Lease. City and Lessee waive the provisions of any statutes which relate to termination of a lease when leased property is destroyed and agree that such event shall be governed by the terms of this Lease. 13.2 Force Majeure. Prevention, delay or stoppage due to strikes, lockouts, labor disputes, Acts of God, inability to obtain labor, inability to obtain materials or reasonable substitutes, governmental restrictions, governmental regulation, governmental controls, judicial orders, enemy or hostile governmental actions, civil commotion, fire or other casualty, and other causes beyond the reasonable control of Lessee (financial inability excepted), shall excuse the performance by Lessee for a period equal to the prevention, delay, or stoppage, except the obligations imposed with regard to rent to be paid by Lessee pursuant to this Lease. In the event any work performed by Lessee or Lessee’s contractors results in a strike, lockout, and/or labor dispute, the strike, lockout, and/or labor dispute shall not excuse the performance by Lessee of the provisions of this Lease. 12 Rev. 1/30/12 13.3 Restoration of Premises by Lessee. 13.3.1 Destruction Due to Risk Covered by Insurance. If, during the term, the Premises are totally or partially destroyed from a risk covered by the insurance described in Section 20 (Insurance), rendering the Premises totally or partially inaccessible or unusable, Lessee shall restore the Premises to substantially the same condition as it was in immediately before destruction, whether or not the insurance proceeds are sufficient to cover the actual cost of restoration. Such destruction shall not terminate this Lease. If the laws existing at that time do not permit the restoration, either party can terminate this Lease immediately by giving notice to the other party. A. Minor Loss. If, during the term of this Lease, the Premises are destroyed from a risk covered by the insurance described in Section 20 (Insurance), and the total amount of loss does not exceed twenty thousand dollars ($20,000), Lessee shall make the loss adjustment with the insurance company insuring the loss. The proceeds shall be paid directly to Lessee for the sole purpose of making the restoration of the Premises in accordance with this Lease. B. Major Loss-Insurance Trustee. If, during the term of this Lease, the Premises are destroyed from a risk covered by the insurance described in Section 20 (Insurance), and the total amount of loss exceeds the amount set forth in paragraph (1), Lessee shall make the loss adjustment with the insurance company insuring the loss and on receipt of the proceeds shall immediately pay them to an institutional lender or title company as may be jointly selected by the parties ("the Insurance Trustee"). 13.3.2 Destruction Due to Risk Not Covered by Insurance. If, during the term, the Premises are totally or partially destroyed from a risk covered by the insurance described in Section 20 (Insurance), rendering the Premises totally or partially inaccessible or unusable, Lessee shall restore the Premises to substantially the same condition as it was in immediately before destruction, whether or not the insurance proceeds are sufficient to cover the actual cost of restoration. Such destruction shall not terminate this Lease. If the laws existing at that time do not permit the restoration, either party can terminate this Lease immediately by giving notice to the other party. If the cost of restoration exceeds ten percent (10%) of the then replacement value of the Premises totally or partially destroyed, Lessee can elect to terminate this Lease by giving notice to City within sixty (60) days after determining the restoration cost and replacement value. If Lessee elects to terminate this Lease, City, within thirty (30) days after 13 Rev. 1/30/12 receiving Lessee's notice to terminate, can elect to pay to Lessee, at the time City notifies Lessee of its election, the difference between ten percent (10%) of the replacement value of the Premises and the actual cost of restoration, in which case Lessee shall restore the Premises. On City's making its election to contribute, each party shall deposit immediately the amount of its contribution with such institutional lender or title company as may be jointly selected by the parties ("the Insurance Trustee"). If the Destruction does not exceed ten percent (10%) of the then replacement value of the Premises, Lessee shall immediately deposit the cost of restoration with the Insurance Trustee as provided in Exhibit (c). This Lease shall terminate if Lessee elects to terminate this Lease and City does not elect to contribute toward the cost of restoration as provided in this section. If the Premises are destroyed from a risk not covered by the insurance described in Section 20 (Insurance), and Lessee has the obligation to restore the Premises as provided in subsection (B), both parties shall deposit with the Insurance Trustee their respective contributions toward the cost of restoration. All sums deposited with the Insurance Trustee shall be held for the following purposes and the Insurance Trustee shall have the following powers and duties: The sums shall be paid in installments by the Insurance Trustee to the contractor retained by Lessee as construction progresses, for payment of the cost of Restoration. A 10% retention fund shall be established that will be paid to the contractor on completion of restoration, payment of all costs, expiration of all applicable lien periods, and proof that the Premises are free of all mechanics' liens and lienable claims. Payments shall be made on presentation of certificates or vouchers from the architect or engineer retained by Lessee showing the amount due. If the Insurance Trustee, in its reasonable discretion, determines that the certificates or vouchers are being improperly approved by the architect or engineer retained by Lessee, the Insurance Trustee shall have the right to appoint an architect or an engineer to supervise construction and to make payments on certificates or vouchers approved by the architect or engineer retained by the Insurance Trustee. The reasonable expenses and charges of the architect or engineer retained by the Insurance Trustee shall be paid by the insurance trustee out of the trust fund. Both parties shall promptly execute all documents and perform all acts reasonably required by the Insurance Trustee to perform its obligations under this section. If the sums held by the Insurance Trustee are not sufficient to pay the actual cost of restoration Lessee shall deposit the amount of the deficiency with the Insurance Trustee within fifteen (15) days after request by the 14 Rev. 1/30/12 Insurance Trustee indicating the amount of the deficiency. Any undisbursed funds after compliance with the provisions of this section shall be delivered to City to the extent of City's contribution to the fund, and the balance, if any, shall be paid to Lessee. All actual costs and charges of the Insurance Trustee shall be paid by Lessee. If the Insurance Trustee resigns or for any reason is unwilling to act or continue to act, City shall substitute a new trustee in the place of the designated Insurance Trustee. The new trustee must be an institutional lender or title company. 13.3.3 Procedure for Restoring Premises. When Lessee is obligated to restore the premises within sixty (60) days Lessee at its cost shall prepare final plans, specifications, and working drawings complying with applicable Laws that will be necessary for restoration of the Premises. The plans, specifications, and working drawings must be approved by City. City shall have thirty (30) days after receipt of the plans and specifications and working drawings to either approve or disapprove the plans, specifications, and working drawings and return them to Lessee. If City disapproves the plans, specifications, and working drawings, City shall notify Lessee of its objections and City's proposed solution to each objection. Lessee acknowledges that the plans, specifications, and working drawings shall be subject to approval of the appropriate governmental bodies and that they will be prepared in such a manner as to obtain that approval. The restoration shall be accomplished as follows: A. Lessee shall complete the restoration within 60 working days after final plans and specifications and working drawings have been approved by the appropriate governmental bodies and all required permits have been obtained (subject to a reasonable extension for delays resulting from causes beyond Lessee's reasonable control). B. Lessee shall retain a licensed contractor that is bondable. The contractor shall be required to carry public liability and property damage insurance, standard fire and extended coverage insurance, with vandalism and malicious mischief endorsements, during the period of construction in accordance with Section 20 (Insurance). Such insurance shall contain waiver of subrogation clauses in favor of City and Lessee in accordance with the Provisions of Exhibit B. C. Lessee shall notify City of the date of commencement of the restoration at least ten (10) days before commencement of the restoration to enable City to post and record notices of nonresponsibility. The contractor 15 Rev. 1/30/12 retained by Lessee shall not commence construction until a completion bond and a labor and materials bond have been delivered to City to insure completion of the construction. D. Lessee shall accomplish the restoration in a manner that will cause the least inconvenience, annoyance, and disruption at the Premises. E. On completion of the restoration Lessee shall immediately record a notice of completion in the county in which the Premises are located. F. The restoration shall not be commenced until sums sufficient to cover the cost of restoration are placed with the Insurance Trustee as provided in this section. 14.SIGNS. Lessee shall not place, construct, maintain, or allow any signs upon the Premises without prior written consent of City. 15.ASSIGNMENT AND SUBLETTING. 15.1 City's Consent Required. Lessee shall not assign this lease, nor any interest therein, and shall not sublet or encumber the Property or any part thereof, nor any right or privilege appurtenant thereto, nor allow or permit any other person(s) to occupy or use the Property, or any portion thereof, without the prior written consent of City. This Lease shall be binding upon any permitted assignee or successor of Lessee. Consent by City to one assignment, subletting, occupation or use by another person shall not be deemed to be consent to any subsequent assignment, subletting, occupation or use by another person. No assignment, subletting, or encumbrance by Lessee shall release it from or in any way alter any of Lessee's obligations under this Lease. Lessee may have the Property delivered to a subsidiary company of Lessee, but such arrangement shall in no way alter Lessee's responsibilities hereunder with respect to the Property. Any assignment, subletting, encumbrances, occupation, or use contrary to the provisions of this Lease shall be void and shall constitute breach of this Lease. City may assign any of its rights hereunder without notice to Lessee. 15.2 No Release of Lessee. No subletting or assignment as approved by City shall release Lessee of Lessee’s obligation or alter the primary liability of Lessee to pay the rent and to perform all other obligations by Lessee hereunder. The acceptance of rent by City from any other person shall not be deemed to be a waiver by City of any provision hereof. In the event of default by any assignee of Lessee or any successor of Lessee in the performance of any of the terms hereof, City may proceed directly against Lessee without the necessity of exhausting remedies against said assignee. 16.DEFAULTS; REMEDIES. 16 Rev. 1/30/12 16.1 Defaults. The occurrence of any one or more of the following events shall constitute a material default, or breach of this Lease, by Lessee: 16.1.1 Abandonment of the Premises by Lessee as defined by California Civil Code section 1951.3; 16.1.2 Failure by Lessee to make any payment of rent or any other payment required to be made by Lessee hereunder, as provided in this Lease, where such failure shall continue for a period of ten (10) business days after written notice thereof from City to Lessee. In the event City serves Lessee with a Notice to Pay Rent or Quit pursuant to applicable Unlawful Detainer statutes, such Notice to Pay Rent or Quit shall also constitute the notice required by this subparagraph; 16.1.3 Failure by Lessee to observe or perform any of the covenants, conditions or provisions of this Lease in any material respect where such failure shall continue for a period of thirty (30) days after written notice thereof from City to Lessee; provided, however, that if the nature of Lessee’s default is such that more than thirty (30) days are reasonably required for its cure, then Lessee shall not be deemed to be in default if Lessee commenced such cure within said thirty (30) day period and thereafter diligently prosecutes such cure to completion; 16.1.4 Making by Lessee of any general arrangement or assignment for the benefit of creditors; Lessee’s becoming a “debtor” as defined in 11 U.S.C. §101 or any successor statute thereto (unless, in the case of a petition filed against Lessee, the same is dismissed within sixty (60) days); the appointment of a bankruptcy trustee or receiver to take possession of all or substantially all of Lessee’s assets located at or on the Premises or of Lessee’s interest in this Lease where possession is not restored to Lessee within thirty (30) days; or the attachment, execution or other judicial seizure of all or substantially all of Lessee’s assets located at or on the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days. 16.2 Remedies. In the event of any material default or breach by Lessee, City may at any time thereafter, following any notice required by statute, and without limiting City in the exercise of any right or remedy which City may have by reason of such default or breach: 16.2.1 Terminate Lessee’s right to possession of the Premises by any lawful means, in which case this Lease shall terminate and Lessee shall immediately surrender possession of the Premises and Improvements to City. In such event, City shall be entitled to recover from Lessee all damages incurred by City by reason of Lessee’s default including but not limited to: the cost of recovering possession of the Premises and Improvements; expenses of reletting, including necessary renovation and alteration of the Premises and Improvements; reasonable attorneys’ fees; the worth at the time of the award of the unpaid rent that had been earned at the time of termination of this Lease and the worth at the 17 Rev. 1/30/12 time of award of the amount by which the unpaid rent for the balance of the term after the time of such award exceeds the amount of such rental loss for the same period that Lessee proves could be reasonably avoided. 16.2.2 Maintain Lessee’s right to possession, in which case this Lease shall continue in effect whether or not Lessee shall have abandoned the Premises. In such event, City shall be entitled to enforce all of City’s rights and remedies under this Lease, including the right to recover rent and other payments as they become due hereunder. 16.2.3 Pursue any other remedy now or hereafter available to City under the laws or judicial decisions of the State of California. City shall have all remedies provided by law and equity. 16.3 No Relief from Forfeiture After Default. Lessee waives all rights of redemption or relief from forfeiture under California Code of Civil Procedure sections 1174 and 1179, and any other present or future law, in the event Lessee is evicted or City otherwise lawfully takes possession of the Premises by reason of any default or breach of this Lease by Lessee. 16.4 Disposition of Abandoned Personal Property. If the Lessee fails to remove any personal property belonging to Lessee from the Premises after forty-five (45) days of the expiration or termination of this Lease, such property shall at the option of City be deemed to have been transferred to City. City shall have the right to remove and to dispose of such property without liability to Lessee or to any person claiming under Lessee, and the City shall have no need to account for such property. 17.INTEREST ON PAST-DUE OBLIGATIONS. Except as expressly provided herein, any amount due City when not paid when due shall bear interest at the lesser of ten percent (10%) per year or the maximum rate then allowable by law from the date due. 18. HOLDING OVER. If Lessee remains in possession of the Premises or any part thereof after the expiration of the term or option term hereof, such occupancy shall be a tenancy from month to month with all the obligations of this Lease applicable to Lessee and at a monthly rental obligation of two (2) times the Base Rent in effect at the time of expiration. Nothing contained in this Lease shall give to Lessee the right to occupy the Property after the expiration of the term, or upon an earlier termination for breach. 19.CITY’S ACCESS. 18 Rev. 1/30/12 19.1 Access for Inspection. City and City’s agents shall have the right to enter the Premises at reasonable times, upon not less than twenty-four (24) hours prior notice to Lessee, for the purpose of inspecting same, showing same to prospective purchasers, lenders or lessees, and making such alterations, repairs, improvements, or additions to the Premises as City may deem necessary. City may at any time place on or about the Premises any ordinary “For Sale” signs and City may at any time during the last one hundred twenty (120) days of the term hereof place on or about the Premises any ordinary “For Lease” signs, all without rebate of rent or liability to Lessee. 19.2 Security Measures. City shall have the right to require a reasonable security system, device, operation, or plan be installed and implemented to protect the Premises or the Improvements. Should City, in its sole discretion, require Lessee to install such a security system, Lessee agrees to bear the sole cost and expense of any security system, device, operation or plan and the installation and implementation thereof. Lessee shall obtain City’s prior approval before installing, implementing or changing any City approved security system, device, operation or plan. 19.3 New Locks. Lessee may install new locks on all exterior doors. Lessee shall advise City of such action and shall provide City with keys to said locks. Lessee shall also deliver to City the old locks with keys. Upon termination, Lessee shall leave new locks that shall become the property of City. 20. INSURANCE. Lessee's responsibility for the Property begins immediately upon delivery and Lessee, at its sole cost and expense, and at no cost to City, shall purchase and maintain in full force and effect during the entire term of this Lease insurance coverage in amounts and in a form acceptable to City as set forth in Exhibit C attached hereto and incorporated herein by reference. Said policies shall be maintained with respect to Lessee’s employees, if any, and all vehicles operated on the Premises. The policies shall include the required endorsements, certificates of insurance and coverage verifications as described in Exhibit B. Lessee also agrees to secure renter's liability insurance. Lessee shall deposit with the City Manager, on or before the effective date of this Lease, certificates of insurance necessary to satisfy City that the insurance provisions of this Lease have been complied with, and to keep such insurance in effect and the certificates therefore on deposit with City during the entire term of this Lease. Should Lessee not provide evidence of such required coverage at least three (3) days prior to the expiration of any existing insurance coverage, City may purchase such insurance, on behalf of and at the expense of Lessee to provide six months of coverage. City shall retain the right at any time to review the coverage, form, and amount of the insurance required hereby. If, in the opinion of the City’s Risk Manager (or comparable official), the insurance provisions in this Lease do not provide adequate protection for City and for members of the public using the Premises, the City Manager may require Lessee to obtain insurance 19 Rev. 1/30/12 sufficient in coverage, form, and amount to provide adequate protection as determined by the Risk Manager. City's requirements shall be reasonable and shall be designed to assure protection from and against the kind and extent of risk that exists at the time a change in insurance is required. The City Manager shall notify Lessee in writing of changes in the insurance requirements. If Lessee does not deposit copies of acceptable insurance policies with City incorporating such changes within sixty (60) days of receipt of such notice, or in the event Lessee fails to maintain in effect any required insurance coverage, Lessee shall be in default under this lease without further notice to Lessee. Such failure shall constitute a material breach and shall be grounds for immediate termination of this Lease at the option of City. The procuring of such required policy or policies of insurance shall not be construed to limit Lessee’s liability hereunder nor to fulfill the indemnification provision and requirements of this Lease. Notwithstanding the policy or policies of insurance, Lessee shall be obligated for the full and total amount of any damage, injury, or loss caused by or connected with this Lease or with use or occupancy of the Premises. 21. RESERVATION OF AVIGATIONAL EASEMENT. City hereby reserves for the use and benefits of the public, a right of avigation over the Premises for the passage of aircraft landing at, taking off, or operating from the adjacent airport operated by the County of Santa Clara. Lessee releases the City from all liability for noise, vibration, and any other related nuisance. 22. EMINENT DOMAIN. 22.1 If all or any part of the Premises (or the building in which the Premises are located) is condemned by a public entity in the lawful exercise of its power of eminent domain, this Lease shall cease as to the part condemned. The date of such termination shall be the effective date of possession of the whole or part of the Premises by the condemning public entity. 22.2 If only a part is condemned and the condemnation of that part does not substantially impair the capacity of the remainder to be used for the purposes required by this Lease, Lessee shall continue to be bound by the terms, covenants, and conditions of this Lease. However, the then monthly rent shall be reduced in proportion to the diminution in value of the Premises. If the condemnation of a part of the Premises substantially impairs the capacity of the remainder to be used for the purposes required by this Lease, Lessee may: A. Terminate this Lease and thereby be absolved of obligations under this Lease which have not accrued as of the date of possession by the condemning public entity; or B. Continue to occupy the remaining Premises and thereby continue to be bound by the terms, covenants and conditions of this Lease. If Lessee elects to 20 Rev. 1/30/12 continue in possession of the remainder of the Premises, the monthly rent shall be reduced in proportion to the diminution in value of the Premises. C. Lessee shall provide City with written notice advising City of Lessee’s choice within thirty (30) days of possession of the part condemned by the condemning public entity. 22.3 City shall be entitled to and shall receive all compensation related to the condemnation, except that Lessee shall be entitled to: (a) that portion of the compensation which represents the value for the remainder of the Lease term of any Lessee-constructed improvements taken by the condemning public entity, which amount shall not exceed the actual cost of such improvements reduced in proportion to the relationship of the remaining Lease term to the original Lease term, using a straight line approach; and (b) any amount specifically designated as a moving allowance or as compensation for Lessee’s personal property. Lessee shall have no claim against Landlord for the value of any unexpired term of this Lease. 23. POST-ACQUISITION TENANCY. Lessee hereby acknowledges that Lessee was not an occupant of the Premises at the time the Premises were acquired by City. Lessee further understands and agrees that as a post-acquisition Lessee, Lessee is not eligible and furthermore waives all claims for relocation assistance and benefits under federal, state or local law. 24. DISPUTE RESOLUTION. 24.1 Unless otherwise mutually agreed to, any controversies between Lessee and City regarding the construction or application of this Lease, and claims arising out of this Lease or its breach shall be submitted to mediation within thirty (30) days of the written request of one Party after the service of that request on the other Party. 24.2 The Parties may agree on one mediator. If they cannot agree on one mediator, the Party demanding mediation shall request the Superior Court of Santa Clara County to appoint a mediator. The mediation meeting shall not exceed one day (eight (8) hours). The Parties may agree to extend the time allowed for mediation under this Lease. 24.3 The costs of mediation shall be borne by the Parties equally. 24.4 Mediation under this section is a condition precedent to filing an action in any court. In the event of litigation arising out of any dispute related to this Lease, the Parties shall each pay their respective attorney's fees, expert witness costs and cost of suit, regardless of the outcome of the litigation. 25. NON-LIABILITY OF OFFICIALS AND EMPLOYEES OF THE CITY. 21 Rev. 1/30/12 No official or employee of City shall be personally liable for any default or liability under this agreement. 26.NON-DISCRIMINATION 26.1 Non-discrimination in Lease Activities. Lessee agrees that in the performance of this Lease and in connection with all of the activities Lessee conducts on the Premises, it shall not discriminate against any employee or 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. Lessee acknowledges that is familiar with the provisions set forth in Section 2.30.510 of the Palo Alto Municipal Code relating to nondiscrimination in employment and Section 9.73 of the Palo Alto Municipal Code relating to City policy against arbitrary discrimination. 26.2 Human Rights Policy. In connection with all activities that are conducted upon the Premises, Lessee agrees to accept and enforce the statements of policy set forth in Section 9.73.010 which provides: “It is the policy of the City of Palo Alto to affirm, support and protect the human rights of every person within its jurisdiction. These rights include, but are not limited to, equal economic, political, and educational opportunity; equal accommodations in all business establishments in the city; and equal service and protection by all public agencies of the city.” 27. INDEPENDENT CONTRACTOR. It is agreed that Lessee shall act and be an independent contractor and not an agent nor employee of City. 28. CONFLICT OF INTEREST. Lessee shall at all times avoid conflict of interest or appearance of conflict of interest in performance of this agreement. Lessee warrants and covenants that no official or employee of City nor any business entity in which any official or employee of City is interested: (1) has been employed or retained to solicit or aid in the procuring of this agreement; or (2) will be employed in the performance of this agreement without the divulgence of such fact to City. In the event that City determines that the employment of any such official, employee or business entity is not compatible with such official's or employee's duties as an official or employee of City, Lessee upon request of City shall immediately terminate such employment. Violation of this provision constitutes a serious breach of this Lease and City may terminate this Lease as a result of such violation. 29. MEMORANDUM OF LEASE. Following execution of this Lease, either party, at its sole expense, shall be entitled to record a Memorandum of Lease in the official records of Santa Clara County. Upon termination or expiration of this Lease, Lessee shall execute and record a quitclaim deed as to its leasehold interest. 22 Rev. 1/30/12 30. ESTOPPEL CERTIFICATE. Lessee shall, from time to time, upon at least thirty (30) days prior written notice from City, execute, acknowledge and deliver to City a statement in writing: (i) certifying this Lease is unmodified and in full force and effect, or, if modified, stating the nature of the modification and certifying that the Lease, as modified, is in full force and effect, and the date to which the rental and other charges, if any, have been paid; and, (ii) acknowledging that there are not to Lessee’s knowledge, any defaults, or stating if any defaults are claimed, any statement may be relied upon by any prospective purchaser or encumbrancer of the City Property. 31. LIENS. Lessee agrees at its sole cost and expense to keep the Property free and clear of any and all claims, levies, liens, encumbrances or attachments. 32. VACATING. Upon termination of the tenancy, Lessee shall completely vacate the Property, including the removal of any and all of its property. Before departure, Lessee shall return keys and personal property listed on the inventory to City in good, clean and sanitary condition, reasonable wear and tear excepted. Lessee shall allow City to inspect the Property to verify the condition of the Property and its contents. 33. ABANDONMENT. Lessee's absence from the Property for three (3) consecutive days, without prior notice, during which time rent or other charges are delinquent, shall be deemed abandonment of the Property. Such abandonment will be deemed cause for immediate termination without notice. City shall thereupon be authorized to enter and take possession and to remove and dispose of the property of Lessee or its guests without any liability whatsoever to City. 34. NOTICES. All notices to the Parties shall, unless otherwise requested in writing, be sent to City addressed as follows: City of Palo Alto Attention: __________________ 250 Hamilton Avenue Palo Alto, CA 94301 Facsimile: _________ And to Lessee addressed as follows: 23 Rev. 1/30/12 Name: (insert name here)* Address: (insert address here)* Or by facsimile at (___) ___-____* Notices may be served upon Lessee in person, by first class mail, or by certified mail whether or not said mailing is accepted by Lessee. If notice is sent via facsimile, a signed, hard copy of the material shall also be mailed. The workday the facsimile was sent shall control the date notice was deemed given if there is a facsimile machine generated document on the date of transmission. A facsimile transmitted after 1:00 p.m. on a Friday shall be deemed to have been transmitted on the following Monday. These addresses shall be used for service of process. 35. TIME. Time shall be of the essence in this Lease. 36. AMENDMENTS. It is mutually agreed that no oral Leases have been entered into and that no alteration or variation of the terms of this Lease shall be valid unless made in writing and signed by the Parties to this Lease. 37. SIGNING AUTHORITY. If this Lease is not signed by all Lessees named herein, the person actually signing warrants that he/she has the authority to sign for the others. 38. CAPTIONS. The captions of the various sections, paragraphs and subparagraphs of this Lease are for convenience only and shall not be considered or referred to in resolving questions of interpretation. 39. SURRENDER OF LEASE NOT MERGER. The voluntary or other surrender of this lease by Lessee, or a mutual cancellation thereof, shall not work a merger, and shall, at the option of City, terminate all or any existing subleases or subtenancies, or may, at the option of City, operate as an assignment of any and all such subleases or subtenancies. 40. INTEGRATED DOCUMENT. This Lease, including any exhibits attached hereto, embodies the entire agreement between City and Lessee. No other understanding, agreements, conversations or otherwise, with any officer, agent or employee of City prior to execution of this Lease shall affect or modify any of the terms or obligations contained in any documents comprising this Lease. Any such verbal agreement 24 Rev. 1/30/12 shall be considered as unofficial information and in no way binding upon City. All agreements with City are subject to approval of the City Council before City shall be bound thereby. 41. WAIVER. Waiver by City of one or more conditions of performance or any breach of a condition under this Lease shall not be construed as a waiver of any other condition of performance or subsequent breaches. The subsequent acceptance by a Party of the performance of any obligation or duty by another Party shall not be deemed to be a waiver of any term or condition of this Lease. The exercise of any remedy, right, option or privilege hereunder by City shall not preclude City from exercising the same or any and all other remedies, rights, options and privileges hereunder and City's failure to exercise any remedy, right, option or privilege at law or equity, or otherwise which City may have, shall not be construed as a waiver. 42. INTERPRETATIONS. In construing or interpreting this Lease, the word "or" shall not be construed as exclusive and the word "including" shall not be limiting. The Parties agree that this Lease shall be fairly interpreted in accordance with its terms without any strict construction in favor of or against any other Party. 43. SEVERABILITY CLAUSE. If any provision of this Lease is held to be illegal, invalid or unenforceable in full or in part, for any reason, then such provision shall be modified to the minimum extent necessary to make the provision legal, valid and enforceable, and the other provisions of this Lease shall not be affected thereby. 44. GOVERNING LAW. This Lease shall be governed and construed in accordance with the statutes and laws of the State of California. 45. VENUE. In the event that suit shall be brought by any Party to this Lease, the Parties agree that venue shall be exclusively vested in the state courts of the County of Santa Clara. 46. COMPLIANCE WITH LAWS. The Parties hereto shall comply with all applicable laws, ordinances, codes and regulations of the federal, state and local governments in the performance of their rights, duties and obligations under this Lease. 47.BROKERS. 25 Rev. 1/30/12 Each party represents that is has not had dealings with any real estate broker, finder, or other person, with respect to this lease in any manner. Each Party shall hold harmless the other party from all damages resulting from any claims that may be asserted against the other party by any broker, finder, or other person with whom the Indemnifying Party has or purportedly has dealt. 48.ATTACHMENTS TO LEASE. The following exhibits are attached to and made a part of this Agreement: “A” – Description of Subject Property “B” – Inventory of Fixtures “C” – Standard Insurance Requirements / / / / / / / / / / 26 Rev. 1/30/12 IN WITNESS WHEREOF, the parties have executed this Lease the day and year first above written. CITY: CITY OF PALO ALTO (LESSOR) By: _______________________ City Manager or Designee TENANT: INSERT NAME OF LESSEE By: __________________________ INSERT TYPE OF CORPORATION Its: ___________________________ ATTEST: _________________________ City Clerk APPROVED AS TO FORM: By: ________________________ Senior Asst. City Attorney FINAL FOR RELEASE 7/1/14 Lease Agreement/INSERT NAME OF LESSEE Page 27 Rev.: 1/30/12; Typed: (INSERT DATE TYPED) LEASE AGREEMENT BETWEEN CITY OF PALO ALTO AND INSERT NAME OF LESSEE EXHIBIT A DESCRIPTION OF SUBJECT PROPERTY FINAL FOR RELEASE 7/1/14 Lease Agreement/INSERT NAME OF LESSEE Page 28 Rev.: 1/30/12; Typed: (INSERT DATE TYPED) LEASE AGREEMENT BY AND BETWEEN CITY OF PALO ALTO, CALIFORNIA AND INSERT NAME OF LESSEE EXHIBIT B INVENTORY OF FIXTURES FINAL FOR RELEASE 7/1/14 LEASE AGREEMENT BY AND BETWEEN CITY OF PALO ALTO, CALIFORNIA AND INSERT NAME OF LESSEE EXHIBIT C STANDARD INSURANCE REQUIREMENTS Insurance Requirements for Lessee: Lessee shall purchase and maintain the insurance policies set forth below on all of its operations under this Lease at its sole cost and expense. Such policies shall be maintained for the full term of this Lease and the related warranty period (if applicable). For purposes of the insurance policies required under this Lease, the term "City" shall include the duly elected or appointed council members, commissioners, officers, agents, employees and volunteers of the City of Palo Alto, California, individually or collectively. Coverages (RL 28.1A) S Minimum Scope of Insurance Coverage shall be at least as broad as: 1)Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001). 2) Insurance Services Office form number CA 0001 (Ed. 1/87) covering Automobile Liability, code 1 (any auto). 3)Workers' Compensation insurance as required by the State of California and Employer's Liability Insurance (for lessees with employees). 4)Property insurance against all risks of loss to any tenant improvements or betterments The policy or policies of insurance maintained by Lessee shall provide the following limits and coverages: POLICY MINIMUM LIMITS OF LIABILITY (1) Commercial General Liability $1,000,000 per each occurrence for bodily injury, personal injury and property damage (2) Automobile Liability $ 1,000,000 Combined Single Limit Including Owned, Hired and Non-Owned Automobiles (3) Workers’ Compensation Statutory Employers Liability $1,000,000 per accident for bodily injury or disease (4) Lessee’s Property Insurance Lessee shall procure and maintain property insurance coverage for: (a) all office furniture, trade fixture, office equipment, merchandise, and all other items of Lessee’s property in, on, at, or about the premises and the building, include property installed by, for, or at the expense of Lessee; (b) all other improvements, betterments, alterations, and additions to the premises. Lessee’s property insurance must fulfill the following requirements: (a) it must be written on the broadest available “all risk” policy form or an equivalent form acceptable City of Palo Alto, including earthquake sprinkler leakage. (b) for no less than ninety percent (90%) of the full replacement cost (new without deduction for depreciation) of the covered items and property; and (c) the amounts of coverage must meet any coinsurance requirements of the policy or policies. (RL 28.2) Deductibles and Self-Insured Retentions Any deductibles or self-insured retentions must be declared to and approved by the City. At the option of the City either: the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, its officers, officials, employees and volunteers; or the Lessee shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. Insurance shall be in full force and effect commencing on the first day of the term of this Lease. Each insurance policy required by this Lease shall: 1. Be endorsed to state that coverage shall not be suspended, voided, canceled by either party, reduced in coverage or in limits except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to the City. 2. Include a waiver of all rights of subrogation against the City and the members of the City Council and elective or appointive officers or employees, and each party shall indemnify the other against any loss or expense including reasonable attorney fees, resulting from the failure to obtain such waiver. 3.Name the City of Palo Alto as a loss payee on the property policy. 4. Provide that the City, its officers, officials, employees, agents and volunteers are to be covered as insureds as respects: liability arising out of activities performed by or on behalf of the Lessee; products and completed operations of the Lessee; premises owned, occupied or used by the Lessee; or automobiles owned, leased, hired or borrowed by the Lessee. The coverage shall contain no special limitations on the scope of protection afforded to the City, its officers, officials, employees, agents or volunteers. 5. Provide that for any claims related to this Lease, the Lessee's insurance coverage shall be primary insurance as respects the City, its officers, officials, employees, agents and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, agents or volunteers shall be excess of the Lessee's insurance and shall not contribute with it. 6. Provide that any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City, its officers, officials, employees, agents or volunteers. 7.Provide that Lessee's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. 8.Lessee agrees to promptly pay to City as Additional Rent, upon demand, the amount of any increase in the rate of insurance on the Premises or on any other part of Building that results by reason of Lessee’s act(s) or Lessee’s permitting certain activities to take place. Acceptability of Insurers All insurance policies shall be issued by California-admitted carriers having current A.M. Best's ratings of no lower than A-:VII. CITY OF PALO ALTO PURCHASING AND CONTRACT ADMINISTRATION 250 HAMILTON AVENUE PALO ALTO, CA 94301 P.O. BOX 10250 PALO ALTO, CA 94303 Date: July 25, 2014 Subject: Addendum Number One to City of Palo Alto Request for Proposal (RFP) Number 154377 Project Title: Design, Construction, Operation and Maintenance of a Compost Facility for Yard Trimmings and Residential Food Scraps Department: Public Works Proposal Due Date: 3:00 p.m., Tuesday, September 2, 2014 Please note the following changes, corrections, and clarifications that are hereby incorporated to the requirements of the RFP: This Addendum has changed the Proposal Due Date from 3:00 p.m. Tuesday, September 2, 2014 to 3:00 p.m. Tuesday, September 15, 2014. 1. Section 1.1, Schedule in the RFP is replaced as follows: The following project schedule has been established:  Issue RFP On or about, July 1 2014  Pre-Proposal Webinar (Optional) 9:00 - 11:00 AM PDT, July 16, 2014  Optional Site Tour 1:00 - 2:00 PM PDT, July 16, 2014  Last Date for Submittal of Written Questions, August 15, 2014  Proposal Submission due Date 3:00 PM PDT, September 15, 2014  Proposal Evaluation thru December 2014  City Council Review December 2014 CITY OF PALO ALTO RFP154377 PAGE 1 OF 3  Selection of Preferred Proposer December 2014  Completed CEQA Documentation, as needed By February 2016  Company Contract Negotiations Completed/Contract approved By February 2016  Operations no later than January1, 2018 2.Questions and Clarifications 1.“Questions and Answers” from the Palo Alto Compost Facility For Food Scraps and Yard Trimming Webinar on July 16, 2014 are attached hereto and incorporated as part of this Addendum. 2.Clarification: The posting on the City of Palo Alto website is changed as follows: Respond by: September 02, 2014 is changed to Respond by: September 15, 2014. Clarification: The sentence: “Services are to be provided for a 20-year period following the commencement of full-scale operations.” is changed to: “Services are to be provided for a 15-year period following the commencement of full-scale operations.” 3.The slides from the RFP Pre-Proposal Webinar on July 16, 2014 are posted on the City of Palo Alto Current Solicitations procurement webpage at www.cityofpaloalto.org/gov/depts/asd/solicitations.asp 4.Clarification: The CAD drawing of the Measure E site and the staff report for the Residential Two Cart Pilot are attached hereto and incorporated into Addendum No. 1. CITY OF PALO ALTO RFP154377 PAGE 2 OF 3 Attachments: The following documents are attached and incorporated: • “Questions and Answers” from the Palo Alto Compost Facility • List of Webinar Attendees • Drawing of the Measure E site • Staff Report for the Residential Two Cart Pilot To assure that all Bidders have received each addendum issued, Bidders are required to acknowledge receipt of Addenda by completing the Bidder’s Information Form. Failure to acknowledge receipt of Addenda may be considered as an irregularity in the bid. Michelle Nolen Contract Administrator City of Palo Alto cc: Matt Krupp, Project Manager CITY OF PALO ALTO RFP154377 PAGE 3 OF 3 Question Log from the Palo Alto Compost Facility Webinar on July 10, 2014, and other submitted questions 1 7/25/2014 Category Question Answer Logistics 1 Q: Please reconfirm due date Sept 2, day after Labor Day weekend. The due date is hereby extended until September 15, 2014 at 3:00 PDT. The submittal date will not be extended further. Logistics 2 Q: When would the RFP be available for Components 1-3? Component One, the Haul Out facility for biosolids, will be available in early August 2014. No date for Component Two, wet anaerobic digestion for biosolids, but probably late 2015. Component Three, commercial food scrap pre-processing may be even later and may use nearby facility. Logistics 3 Q: Will this presentation be available online? Yes. The video is silent for the first minute and thity seconds due to technical difficulty. The audio will begin shortly thereafter. Facility 4 Q: Wouldn't the "Measure E Site" ... next to the sewer plant ... be better suited for Components 1-3? Not part of this scope Facility 5 Q: Is there an expected date for the geotechnical report to be completed or released? No, the City will not produce a detailed geotechnical report prior to the proposal due date. Please see the answer to Question #66 for more context. Feed Stock 6 Q: Is commercial food waste collection expected to be implemented? If so, when is this expected? Not part of this scope Facility 7 Q: Is there a drawing or survey that the City has that gives point to point dimensions of the 3.8 acre site? Yes. The CAD file is part of this addendum package. Facility 8 Q: .....with location of sewer pipe Yes Feed Stock 9 Q: Would comingled food and green waste be collected in packer type trucks or other? Yes. In a packer truck. Feed Stock 10 Q: what are the guaranteed quantities of food waste as feedstock for the facility? Use the annual minimums and maximums in the RFP. Feed Stock 11 Q: What hours per day and days per week will deliveries to the compost facility be made? Collection trucks will arrive between the hours of 8:00 am and 4:00 pm Monday through Friday. Feed Stock 12 Q: Specification indicates up 5% contamination rate of food waste. Is that on a weight basis? Weight Facility 13 Q: What is to insure the proposer, that the city won’t change its mind and to own the compost facility as it has with the AD project, during or after the RFP process? City is the owner Question Log from the Palo Alto Compost Facility Webinar on July 10, 2014, and other submitted questions 2 7/25/2014 Facility 14 Q: In the case of a facility that incorporates most functions into a single building (i.e. receiving-grinding area, active process hall, curing area), can ventilation air be moved from one area to another or do each of these areas require their own separate ventilation systems with each system independently discharging to an odor/dust control unit? To be presented by the proposer and either approach is acceptable. Finance 15 Q: How will the $10 million construction fund be administered? Will expenses be refunded? Is this fund only for construction costs or is it also for design, CEQA, permitting and equipment procurement costs? The $10 million may be used for design, construction, CEQA, permitting and equipment. The contractor would be reimbursed for these expenses through monthly progress payments. City would finance all of the $10 million if the proposed capital costs were equal or exceeded that amount. Any capital expenditure in excess of $10 million would be included in proposed tipping fee calculation. Facility 16 Q: Re the “Environmental Performance Guarantee” and the associated “odor guarantee” at the boundary of the site, will the City provide quantified limits (i.e.. odor units or dilution-to-threshold (D/T) levels) or does the contractor provide his own description of assuring that “no objectionable odor can be detected beyond the Site boundaries.” The proposer can propose quantified odor limits of their choosing. However, the City's standard is no objectionable odors at the facility boundary. Facility 17 Q: Regarding noise control, the RFP limits noise level ‘to 70dB as a "normal level" and 70-85 dB as a "conditionally acceptable" level for an industrially-zoned area.’ Is this reference to the noise level at the boundary of the site – or some other location. Further guidance will be forthcoming in a subsequent addendum Question Log from the Palo Alto Compost Facility Webinar on July 10, 2014, and other submitted questions 3 7/25/2014 Facility 18 Q: Specification indicates facility is to be designed for up to 14,000 WTPY of Yard Trimmings (YT) and 3,000 WTPY of Food Scraps (FS). Thus the monthly average of YT is about 1167 WT. Appendix E Table 1 indicates that for the peak season (OCT – JAN) that the City collects as much as 1478 WT per month of YT. Presume the compost facility need to be designed to receive this peak amount of 1478 WTPM? The amount of yard trimmings generated by the City varies during the year and typically will generate between 900 and 1,500 tons per month. The larger monthly quantities are typically during the Fall and Winter leaf season months - usually October through early February. Therefore the proposers should be able to accommodate 1,500 tons per month either through additional capacity or operational changes. Feed Stock 19 Q: Have you determined contamination levels in the collected food waste, if so how? The RFP estimate is determined by the results of the pilot. The City can’t guarantee that this will be the same Citywide. Samples of the materials may be made available to the proposers. Feed Stock 20 Q: Will there be any transfer loads coming to the site that would necessitate a truck tipper? The City will not direct transfer large trucks carrying green material to the site. The proposers should expect curbside collection vehicles, street sweepers (carrying leaf litter), small City dump trucks from the City's Open Space, Parks and tree trimming operations. Feed Stock 21 Q: What if the C:N ratio is not sufficient with the supplied feedstocks from the City of Palo Alto, to produce a quality compost, how will this be addressed? If the Proposers do not think that the C:N ratios will be sufficient to produce a quality compost, the Proposers should notify the City during the Proposal preparation period (prior to Proposal submission) and request that the City allow additives as described by the Proposer. Facility 22 Q: Just to confirm... City owns permanently installed facility and permanently installed equipment. Rolling stock owned by operator? The City would own the facility and all of the equipment - both permanent and rolling stock. Finance 23 Q: SO you are asking the contractor to finance any construction costs beyond $10 million and then receive payments? Yes. Finance 24 Q: as you noted, there isn't enough time to do the detailed engineering required to determine the facility cost, and permitting/CEQA costs are hard to predict, how will the proposer know if costs will exceed $10 million and need to add to the per ton processing fee. The City may consider renegotiating the capital allowance, but Proposals should be based on the $10 million allowance with any additional costs covered by the tip fee. The Proposers are expected to estimate capital cost in the proposal to the best of their abilities. Question Log from the Palo Alto Compost Facility Webinar on July 10, 2014, and other submitted questions 4 7/25/2014 Facility 25 Q: Has a recent odor survey been done to establish baseline conditions at site? No Facility 26 Q: BIO Gas Generation system is what Phase or component Not part of this scope Feed Stock 27 Q: Will City supply the pilot waste characterization study detailing contaminates? Was it predominantly plastic packaging and wrapping? Yes Finance 28 Q: Is the project contingent upon the city reaching financial close? The project is contingent on the decision by Palo Alto Council to award the contract. Facility 29 Q: Are there hand-back conditions after term is up? Must the facility be handed back in "like-new" condition or in other words, what consideration for repairs and maintenance on building structures, equipment, etc. will be made of the proponent operating the facility for the term? It is not expected that the Compost Facility will be " like new" at the end of 15 years ( the contract Term ) or 25 years ( the contract Term with two 5-year extensions ), but that it will experience ordinary wear and tear for a facility with a 30 year design life. At the end of Term, it is expected that the Compost Facility will be fully functional and shall be returned to the City in good condition, working order and repair, taking into account the condition at the Acceptance Date and with ordinary wear and tear excepted. Logistics 30 Q: Can you identify consultants currently working on this project for the City Jim Binder and Matt Cotton Finance 31 Q: From a bidders point of view, it the city owns the permit, it should be responsible for cost of acquiring the permit and remove the risk from the design/build contract. The City will reimburse the successful proposer for costs associated with the design, CEQA, permitting, and construction of the facility (up to the $10 million allowance). The City expects that all permits will be in the successful proposers name (not the City's name). Feed Stock 32 Q: Some regions are moving away from compostable tableware. Is the City committed to allowing compostable tableware in residential yard waste/food waste stream? The City strongly encourages Proposers to compost as many materials and material types as possible. If a Proposer believes that a material is not suitable for composting, the City will consider this. The Proposer should consider that modification an exception. Finance 33 Q: What does it cost for the city to dispose of this material on an annual basis, in absence of a compost facility? The City's price to manage its yard trimmings at the SMaRT Station beginning in 2015 is $33 per ton. The City does not currently dispose of yard trimmings co-collected with food scraps (except for one small pilot neighborhood). However, the SMaRT Facility Operator has submitted a price proposal of $77 per ton to handle/process, transport and compost this material beginning in 2015. Question Log from the Palo Alto Compost Facility Webinar on July 10, 2014, and other submitted questions 5 7/25/2014 Finance 34 Q: What are the City's current hauling costs? Can this information be made available? The tipping fees are above. The potential reduction in hauling costs will be factored into the NPV analysis. Facility 35 Q: How will replacement equipment or facility improvements be approved by the City after the initial facility is completed? Proposers should submit a schedule and cost estimate for capital repairs and replacements with their Proposals. Logistics 36 Q: Is a bid bond required?No 37 Q: Thank You!You are welcome. Logistics 38 Q: Will a list of attendees be posted?Yes Facility 39 Q: 1. What kind of air exchange is required in an enclosed compost facility? To be presented by the proposer Facility 40 2. Does the City have an estimate of energy requirements for ventilation fans? No Facility 41 3. What price will the City charge for energy? - standard commercial rates? Commercial Rates Facility 42 4. Who is responsible for upkeep on the various structures required? Proposer Facility 43 5. How much energy is estimated to be used for odor scrubbing/treatment processes? To be presented by the proposer Finance 44 6. What sort of gross revenues did the City receive from its former compost facility? Was all of the material marketed or was some used as ADC? Is there a breakdown of local end markets for the City's former compost facility? e.g.. sales vs. ADC? Information is not available Facility 45 7. Is the designated land regulated by the State Lands Commission? Yes Finance 46 8. Will proposers be reimbursed for anything beyond the $10 million? Yes as part of the tipping fees Fiannce 47 Q: Are prevailing wages required for construction and operations cost? Further guidance will be forthcoming in a subsequent addendum Logistics 48 Q: helmet vest ??No Question Log from the Palo Alto Compost Facility Webinar on July 10, 2014, and other submitted questions 6 7/25/2014 Facility 49 Q: Will the city entertain allowing the operator to separately own and operate a biochar/energy generation facility? No Pre and Post Webinar Questions Facility 50 Height Limits/Zoning The area is zoned Public Facilities (PF) with a height limit of 50 feet. Logistics 51 As I read that the document mentioned this RFP would be the first of RFPs to replace the previous E/C RFP, I was wondering if the next RFPs would involve anaerobic digestion of some kind? Yes. There will be subsequent RFPs for Components one, two, and three. There is no set timeline for these components. Our hope is to have an RFP for the design of Components one and two by the end of the year. The Compost Facility RFP is for component four. Logistics 52 Lease Insurance Matching the Contract Insurance The two insurance requirements are the same. Use the insurance requirements listed in the section 3.8.10 of the RFP Finance 53 Contractor Payments and Contracting Timeline We anticipate returning to Council in December, 2014, with recommendations to negotiate with Staff’s preferred Proposer. As soon as possible in 2015 we would then sign a contract with the preferred Proposer. That contract would either be the first of two contracts, or it would be one large Contract which has two phases within it, TBD. Either way, the first phase would be for the preliminary (20 %) design and completion of CEQA documentation (very likely an EIR). The Contractor will be reimbursed on a “pay-as-you-go” basis for BOTH phases of the Contract and the Contractor shall submit monthly bills on the 5th of the following month. Logistics 54 Last Date for Written Questions Friday, August 15, 2014 Question Log from the Palo Alto Compost Facility Webinar on July 10, 2014, and other submitted questions 7 7/25/2014 Finance 55 Our firm has experience constructing on closed landfills. Foundation design alone requires extensive geotechnical investigation to determine depth to refuse, depth of refuse, age of refuse, composition of refuse, compaction of soils in place, etc. These parameters determine the type of foundation, number and depth of piles, if necessary, underslab gas protection and many other considerations. No proposer can provide the City with anything other than a rough estimate of building foundation cost without this information. Completion and analysis of the geotechnical report is not feasible in the time allotted to the Proposer. Will the City be providing a geotechnical report for proposers and/or grant an extension so the proposers can get this work completed? The City will assume uniform costs and provide a rough estimate for the site preparation. Proposers should assume a foundation design appropriate with overlying waste fill and younger bay muds. If unforeseen conditions are determined to be present during the proposer’s geotechnical investigation that would cause more extensive foundation work, then the City will consider those costs legitimate and negotiate those costs. See below. Attendee Report:Palo Alto Compost Facility RFP Site Tour and Webinar - July 16, 2014 Attendee Details Site Tour Webinar Last Name First Name Email Address Yes Adams Tracy tadams@greenwaste.com Yes Yes Ambrosi Alex alex@aquadyneassociates.com Yes Benedetti Andy andy.benedetti@biomrf.com Yes Yes Bernardini Jessica jessica.bernardini@cornerstoneeg.com Yes Bier Holly holly.bier@cornerstoneeg.com Yes Broom Robert bbroom@mcgillcomposting.com Yes Bryan-Brown Michael mbb@compostingtechnology.com Yes Castelli Luigi luigi.castelli@biomrf.com Yes Constable Ben bconstable@craworld.com Yes Cotton Matthew matt@mattcotton.com Yes Diddy Steve steve@compostsystems.com Yes Yes Egidio Stephanie segidio@greenwaste.com Yes Yes Fuchs Brian bfuchs@wlgore.com Yes Gage Jeff jeff@compostingtechnology.com Yes Graydon Jim jgraydon@brwncald.com Yes Gross Michael michael@zankerrecycling.com Yes Yes Grotz Brent bgrotz@weesys.com Yes Guevarra John jguevarra@laane.org Yes Yes Hill Geoff ghill@harvestpower.com Yes Hinchcliff Lora lhinchcliff@letcogroup.com Yes Hopkins Ellen ellen@compostingtechnology.com Yes Lewis Catherine clewis@engeo.com Yes Mathsen Don don@bactee.com Yes Yes Mennie Carl cmennie@republicservices.com Yes Yes Miles David dmiles@fullcyclebioplastics.com Yes North Karin karin.north@cityofpaloalto.org Yes Yes Novick Linda lnovick@harvestpower.com Yes O'Neill Tim tim@compostsystems.com Yes Yes Oster Rachel roster@recology.com Yes Osterholt Mark mark.osterholt@parsons.com Yes Pereira Abel abel@zankerrecycling.com Yes Yes Renzel Emily marshmama2@att.net Yes Yes Ryan Greg greg@zankerrecycling.com Yes Yes Scholz Scott sscholz@greenwaste.com Yes Shipley Greg gregshipley@bioenergydesign.com Yes Steed Kirk ksteed@recology.com Yes binder jim jbinder6974@yahoo.com Yes bishop wayne wbishop@communityrecycling.net Yes dukart mac mdukart@tetonwyo.org Yes Yes van Over David david.vanover@synergeticsgroup.com Site Tour Webinar Last Name First Name Email Address Yes Kan Janet jkan@engeo.com Yes Lineberry Paul Zanker Yes Siebenthall Chris GreenWaste of Palo Alto Yes Lewis Kate GreenWaste of Palo Alto Yes Lovejoy Bill wlovejoy@umich.edu Yes Pearson Enid enidpearson1@gmail.com Yes Kahnan Shalini skahnan@recology.com Yes Nicoletti Rich BDP Industries Yes Hoyt Brent Sustainable Generation Yes Bobel Phil phil.bobel@cityofpaloalto.org Yes Yes Arp Ron ron.arp@cityofpaloalto.org Yes Torke Ken ken.torke@cityofpaloalto.org Yes Yes Krupp Matthew matthew.krupp@cityofpaloalto.org Yes Nolen Michelle michelle.nolen@cityofpaloalto.org Yes Caudill Susan susan.caudill@cityofpaloalto.org City of Palo Alto (ID # 4541) Finance Committee Staff Report Report Type: Action Items Meeting Date: 6/3/2014 City of Palo Alto Page 1 Summary Title: Results of the Two-Cart Waste Pilot and Discussion of the Next Steps Title: Report of Results of the Two-Cart Waste Collection Pilot and Discussion of the Next Steps That Would Help Move the City Toward Its Zero Waste Goals From: City Manager Lead Department: Public Works Recommendation This staff report presents the results of a year-long two-cart collection pilot project and a discussion of possible next steps to beneficially capture food scraps. No action is required by the Finance Committee at this time. Executive Summary The City recently completed a two-cart waste collection pilot project, that eliminated the separate collection of the garbage and tested how residential food scraps and food soiled paper (referred to as “food scraps” throughout the report) can be collected and composted effectively. The two-cart pilot results are summarized below and reported in detail in an attached pilot report (Attachment A). Based solely on analyzing the pilot results, and the practicalities of the City’s collection program, staff were heading towards a City-wide recommendation that would have residents put food scraps in the green cart, either loose or bagged and then process and compost the combined yard trimmings/food scraps at a regional composting facility. However, in light of recent Council direction to issue a Request for Proposals (RFP) for the development of a composting facility on the 3.8 acre portion of the Measure E site, it is apparent that there is a second issue: namely, that mixing the residential food in with yard trimmings may increase the Measure E City of Palo Alto Page 2 processing/composting costs too much to make a new facility viable. Therefore, staff believes it would be best to hold on a formal recommendation until the City receives comparative prices from the new RFP process (yard trimmings with and without residential food) this fall. The next steps include negotiating with waste processors, finalizing a cost analysis, and returning to Council with a staff recommendation in late fall 2014. Background Staff presented Staff Report No. 3099 to the Finance Committee On October 2, 2012. The report described options for a pilot program that would collect residential food scraps and divert it from landfills. Staff identified the collection of food scraps as an effective way to help the City achieve its zero waste goals because food scraps account for approximately 50 percent of the waste contained in the residential (black) garbage carts. After receiving input from both the Finance Committee and from residents in the proposed pilot neighborhood (Greenmeadow area), staff recommended and Council approved a year-long two- cart collection pilot project (Staff Report No. 3222, January 14, 2013). This two- cart collection pilot eliminated the separate collection of garbage and redirected all bagged food scraps into the green yard trimmings carts. Recyclable materials and bagged garbage items were placed in the blue recycling carts. Both of the carts were collected weekly and the materials were sorted at a materials recovery facility (MRF). The year-long pilot began in April 2013, and has now been successfully completed. A pilot project report has been prepared (Attachment A). Discussion The ultimate goal of the pilot was to evaluate whether the two-cart collection system would be feasible and help the City meet its zero waste goals while reducing truck trips through the neighborhoods. The pilot’s specific goals are included in the pilot project report in Attachment A. Some key pilot successes and challenges learned are listed below. Pilot Successes  Recovered an average of 1,280 pounds of food scraps each week.  Participation was high at 65%. On average, the residential diversion rate increased by 8%.  Over 90% of residents think that it is important to recover food scraps. Most residents in the pilot were satisfied with the pilot program. City of Palo Alto Page 3  The compostable bags used to collect food scraps tended not to break during transport and could be separated quickly from the yard trimmings. Pilot Challenges  Waste sorting was overly complicated by the sorting and collection of wastes within bags.  Many residents did not like purchasing the compostable bags.  The pilot route was sized too large for the blue carts, sometimes requiring a second trip to the MRF. This skewed the data for vehicle trips, miles and collection times.  Contamination of recyclables at the MRF by putrescible garbage (e.g., pet wastes, diapers, etc.) may impact the value of recycled commodities. The pilot project confirmed that the two-cart collection system is a good method to increase diversion of food scraps and additional recyclables from landfills. However, staff is not recommending a citywide roll-out of the two-cart collection system at this time. One of the largest problems with this pilot system was that in order to keep the garbage from cross-contaminating with recyclables in the blue cart and to keep food scraps from cross contaminating with yard trimmings in the green cart, the pilot required separation of garbage and food scraps by use of bags. The pilot area residents reported that sorting these wastes into bags was complicated and lead to considerable confusion. In addition, many residents did not like purchasing the compostable bags that were required for the food scraps. Therefore, in order to address the complicated/confusion complaints, staff prefers rolling out a new residential collection program in a step-by-step manner. The next step could involve the city-wide collection of residential food scraps collected either bagged or mixed in the green carts with yard trimmings. The green cart contents would then be co-composted together. Most Bay area cities collect food scraps with yard trimmings and then compost the material together. Even further steps would be necessary in order for the City to meet its zero waste goals by 2021. Staff will monitor planned residential food scrap collection pilot projects in Sunnyvale, Mountain View and elsewhere to identify if there are better solutions. Since the two-cart system did divert more material from the landfill than the current three-cart collection program, the City could in the future revisit the two cart scenario that could be modified to simplify the collection system. City of Palo Alto Page 4 Organics Facilities Plan (Measure E) On May 12, 2014, Council approved recommendations related for the Organics Facilities Plan in Staff Report 4744. Based on those recommendations, staff is currently preparing a request for proposals (RFP) for a compost facility on the relatively flat 3.8-acre portion of the Measure E site. The RFP will ask for two prices: one for yard trimmings only; and two, for comingled yard trimmings and residential food scraps. Staff is planning to return to Council in December 2014 with a joint recommendation that relates to both a residential food scrap collection program and a composting facility on the Measure E site. For this reason, it is necessary for staff to keep the options open in order to stay flexible and be able to consider a different collection system that keeps yard trimmings and food scraps separate. Staff’s goal is to implement a food scraps collection program on July 1, 2015. A decision by December 2014 would allow enough time to implement a new program of this type. The Pilot Neighborhood Since staff will recommend that food scrap collection will begin in July 2015, the pilot neighborhood will continue to place food scraps in compostable bags within the green carts with yard trimmings until a new program is implemented citywide. The pilot green cart will continue to be delivered to the GreenWaste Material Recovery Facility (MRF) in San José. The food scraps are separated from the yard trimmings at the MRF and composted at Z-Best near Gilroy. Home Composting Home composting is the preferred option for dealing with food scraps. Home composting reduces collection costs, reduces greenhouse gas emissions, provides for a “closed-loop” use of food scraps, and saves residents money. Staff has implemented an expanded home composting campaign to increase participation citywide. The expanded campaign is an eight month long focused outreach and incentive-based campaign that augments and adds emphasis to the City’s traditional, ongoing, multi-partner program for home composting, water conservation, and pollution prevention. The expanded campaign will raise awareness about the benefits of home composting, increase the number of people composting at home, and increase the number of people using compost in their yard/garden. City of Palo Alto Page 5 The expanded campaign aligns with the timely topic of California’s drought. It encourages home composting by highlighting compost’s water-saving properties, and through incentives such as the City providing (a limited number of) free home composting bins to Palo Alto residents. Bins were also given away at the Arbor Day Festival on March 8, 2014 and the Great Race for Saving Water on April 19, 2014. The remainder will be given out at compost workshops throughout 2014. Additionally, to help encourage residents to use compost in their garden, the City held a compost give away in Palo Alto on May 17, 2014. Resource Impact After the Measure E Composting Proposals are received and evaluated, staff will develop costs relating to a food scraps collection and processing program and return to the Finance Committee in late fall 2014. Timeline and Next Steps If this food scraps collection program is approved by the Finance Committee then staff will complete the tasks listed below and return to the City Council for approval in fall 2014: Tasks/Milestones Anticipated Dates Measure E Composting Facility RFP Issued July 1, 2014 Receive Proposals Sept. 16, 2014 City Council Selection of Preferred Proposer and food scraps collection system December 2014 Develop conceptual outreach and training plans Early 2015 Finalize and distribute outreach and training materials Spring 2015 Full citywide implementation July 1, 2015 Further steps in reaching the Zero Waste goals –  Continue monitoring other cities pilot projects;  Continue to consider possible modifications to the two-cart system;  Evaluate whether bagging food scraps and recovering it for a potential energy/compost feedstock should be accomplished. Ongoing City of Palo Alto Page 6 Policy Implications The collection of food scraps is consistent with the City’s Zero Waste Operational Plan and Climate Protection Plan both adopted in 2007 to provide for the collection and diversion of all compostable materials. Environmental Review This pilot report and next steps discussion is not a project under CEQA. Attachments:  Attachment A: Pilot Summary Report (DOCX) Residential Two-Cart Pilot Project Summary Report April 2014 City of Palo Alto Residential Two-Cart Pilot Project Summary Report City of Palo Alto 1 Background The 2007 Zero Waste Operational Plan included the recommendation to collect residential food scraps. In 2009, the City entered into a new solid waste hauling and processing contract with GreenWaste of Palo Alto (GWOPA). Staff initially looked to include the collection of residential food scraps, but the service was considered too expensive and not ready for implementation. The GWOPA contract included the collection of commercial food scraps and in-vessel composting at the Z-Best Composting Facility (an affiliate of GWOPA) outside of Gilroy. Residential yard trimmings, collected curbside in the green cart, would be composted separately in open windrows at the Palo Alto Composting Facility until its closure in 2012, and then at Z-Best in open windrows. Residential food scraps would continue to be placed in the garbage (black) cart and landfilled, put down garbage disposals (kitchen sink grinders), or, in the best of cases, composted at home. Residential yard trimmings, collected curbside, have created high quality compost at a very low price. Z-Best, as per CalRecycle regulations1, considers food waste to be a contaminant in the yard trimmings compost, which will reduce the quality and marketability of the compost. Approximately 11,500 tons of yard trimmings are collected curbside annually, transferred at the Sunnyvale Material and Recovery Transfer (SMaRT) Station, and composted at Z-Best. Adding the food scraps directly to the yard trimmings cart, a process common in many communities around the Bay Area, is not an option when using Z-Best’s, open windrow composting process. The City’s commissioned Waste Characterization Report by Cascadia Consulting Group, Inc. in 2011, showed that 50 percent of the material residents placed in the garbage was compostable – estimated to be about 5,000 tons, Diverting these tons from the landfill is a key opportunity to help the City achieve its Zero Waste goals by 2021. Additionally, based on the EPA WARM greenhouse gas emissions model, landfilling food scraps and food soiled paper yields nearly 2,600 metric tons of CO2e when compared to composting. The Residential Two-Cart Collection Pilot (Pilot) Project was an effort to revisit the challenge of collecting residential food scraps effectively and affordably. The goals of the Pilot were to:  Increase diversion of compostables from landfills and recover resource value;  Determine if collection costs can be reduced by reducing truck trips;  Simplify waste sorting for residents; and  Reduce greenhouse gas generation. The Waste Characterization Report also identified that about 24 percent of the material in the garbage (black cart) was recyclable. Much of this material is captured as the material is processed at the SMaRT Station. However, much of it is also landfilled, which results in significant greenhouse gas emissions. The Pilot looked to not only capture the compostables like food and food soiled paper, but also recyclables. The Pilot required residents reconsider the materials they generate to determine which cart they belonged in, subsequently creating a change in their behavior. 1 Title 14 CCR Division 7, Chapter 3.1, Article 5, Section 17868.5 (a)(1). Green Material Processing Requirements Residential Two-Cart Pilot Project Summary Report City of Palo Alto 2 The Pilot began on April 3, 2013, and ended on April 30, 2014. GreenWaste of Palo Alto assisted the City by collection data for the Pilot routes in February and March 2013 and throughout the Pilot on material tonnage, contamination, and truck fuel and mileage. Outreach The community assisted in determining the Pilot’s collection scheme and the Pilot neighborhood. In late 2012 staff presented the community and the Council Finance Committee with collection options that included reducing the frequency of garbage collection or eliminating the garbage cart entirely. Both the community and Council showed a preference for the elimination of the garbage cart option. This was fortuitous since California Public Health code2 requires weekly pick up of putrescible wastes (e.g., diapers, pet wastes, some bathroom waste). The Pilot needed a neighborhood. Staff considered three neighborhoods with overlapping garbage and recycling routes, strong community institutions, and relative compactness. The Greenmeadow neighborhood and surrounding areas, bounded roughly by Charleston Road on the north, Middlefield Road on the east, San Antonio Road on the south, and Alma Street on the west, matched the Pilot requirements and, while primarily single-family residential, had a variety of multi-family complexes with single-family collection service to help understand the range of potential collection impacts. Staff met with the community in February 2013, to gauge whether the community members were willing to participate in the Pilot. The overall sentiment from the community was that they were willing to give it a try. Pilot Neighborhood 2 Title 14 CCR Division 7, Chapter 3, Article 5, Section 17331. Frequency of Refuse Removal Residential Two-Cart Pilot Project Summary Report City of Palo Alto 3 Since the Pilot involved a somewhat dramatic change in the refuse service provided by the City, staff held four meetings in March 2013, to prepare the community for the Pilot. The meetings included a description of the Pilot, a sorting “what goes where” presentation, and an introduction to the EPA’s “Food Too Good To Waste” program. While many in the community were suspect of the Pilot, the community tended to embrace the challenge and recognized the importance of collecting food scraps. The Pilot began on April 3, 2013. During the week prior to the start of the Pilot, staff with the support of GWOPA delivered the Pilot toolkit to every one of the 670 households in the Pilot neighborhood. The toolkit included a pilot brochure with detailed information about the Pilot and the new sorting system, a 1.9 gallon SureClose® kitchen compost bucket for food scraps, a starter roll with 25 3-gallon compostable bags from BioBag®, a sticker to place on each of the carts and the new kitchen bucket to help Pilot participants remember what goes where and a link to the City website with additional information. The toolkit also included a survey (the findings from the initial survey and the subsequent two surveys will be discussed in the “Findings” section) and information about the EPA’s “Food Too Good To Waste” program. Staff also prepared a “what goes where” video, which was posted on the City’s website. Staff provided residents with regular email updates and reminders as to “what goes where.” The initial roll out of the Pilot was met with some confusion. In the first month, 172 customers put out the garbage (black) cart. First time “offenders” were given a cart tag. On the second set out of the garbage (black) cart, GWOPA placed a cart tag and taped the lid shut. If a customer put out the garbage (black) cart a third time, GWOPA would remove the cart. Only a handful carts were removed. By May 2013, 4 weeks after the pilot began, only 8 garbage (black) carts were set out. No garbage (black) carts were set out in the subsequent months. City and GWOPA staff met periodically with residents at multi-family complexes. Staff sent an update about the pilot in October 2013, along with a midpoint survey. Those who completed the midpoint survey received a coupon for two dollars off compostable bags at Piazza’s, the neighborhood grocery store. The final survey was sent out in March 2014. That same month, staff held two meetings where they presented the findings to the community. Staff provided boxes of compostable bags to the meeting attendees. The Pilot ended on April 30, 2014. Residents were sent a letter offering thanks from the City, findings from the Pilot, and information about food scrap collection after the Pilot. Description of Two-Cart Pilot Collection Sorting at home Standard single-family residential service is three carts – a garbage (black) cart, a recycling (blue) cart, and a yard trimmings (green) cart. Food scraps and food soiled paper comprise about 50 percent of the material in residents’ garbage (black) cart. An unknown quantity of food scraps are also sent down the drain in garbage disposals (kitchen sink grinders), and/or composted at home. Residential Two-Cart Pilot Project Summary Report City of Palo Alto 4 The Pilot asked residents to place all of their food scraps and food soiled paper in a compostable plastic bag, tie it, and put it into the yard trimmings (green) cart. Large compostable items like pizza boxes could be placed in loose. Yard trimmings would still be placed loose in the green cart. Residents were asked to bag their actual garbage (e.g., bathroom waste, diapers, pet waste, multi-material items, expanded polystyrene) and place it into the recycling (blue) cart. Large trash items like hoses could be placed in loose. The recyclables would still be placed loose into the blue cart with the bagged garbage. The garbage (black) cart would not be used. Residents with space constraints could request to have GWOPA store the garbage (black) cart offsite for the duration of the Pilot. Residents would not be able to change their Refuse charge during the Pilot. However, residents could change the size of the green or blue carts. Collection Prior to the Pilot, a two-man team would pick up yard trimmings and then return to the neighborhood and pick up garbage. Both loads were dropped off at the SMaRT Station. The Pilot changed this to only one driver picking up the new green cart with the yard trimmings and bagged food scraps. Reducing this route from a two-man truck to a one-man truck was seen as one of the main opportunities to realize cost savings with the Pilot. After five months, GWOPA switched from a front-loading compressed natural gas truck (CNG) to a side-loading diesel truck so that the driver could haul more weight in one load. This reduced the need split the load and additional trips to the material recovery facility for the green cart loads. The new blue cart collection with bagged garbage and loose recyclables was picked up by the same truck and driver as before the Pilot – a one-driver diesel truck. Due to fleet limitations, the blue cart truck was switched to the lower capacity CNG truck at the same time as the green cart truck switch. In other words, the trucks swapped routes. Processing The materials in both the green and blue carts needed to be separated prior to processing. Initially, the green cart was tipped at the SMaRT Station where workers would manually remove the green compostable bags, other bags, loose garbage, and loose compostables, from the yard trimmings. These materials were weighed and recorded. Staff also estimated the percentage of intact compostable bags. A front-loader truck was used to spread the load on the tipping floor to assist the workers. The yard trimmings proceeded to a grinder and then transferred to Z-Best for open windrow composting. The obvious garbage was landfilled. All of the other material, which included the compostable bags and their contents, the non-compostable bags and their contents, and the pizza boxes were mixed with commercial compostable materials and sent to Z-Best for in- vessel composting. In July 2013, GWOPA diverted the green cart collection truck to the Charles Street material recovery facility (MRF) in San Jose operated by GreenWaste. The sorting operation was unchanged at the new location. The blue cart materials were sorted at the Charles Street MRF throughout the Pilot. Like the green cart materials, the blue cart materials were tipped onto a sorting floor and the garbage bags were removed manually Residential Two-Cart Pilot Project Summary Report City of Palo Alto 5 by a team of workers from the loose recyclables. The weights of the garbage and recyclables were recorded along with an estimate of contamination. For two weeks in the fall of 2013, the blue cart materials were processed, without any presorting, over the recycling “line” to test how the material would go over the line. This was necessary because if the pilot went City-wide, the manual presort would be too labor intensive. The processing test was meant to identify if more material could be recovered, what the impacts would be on the recovered commodities, and whether the MRF could save time and labor in the sorting effort if the pilot was expanded citywide. The material was sorted on the “clean” recycling line and not the “dirty” municipal solid waste recovery line. This is because the “dirty” line has a bag breaker at the front of the line, and the MRF did not want to have the obvious garbage going over the line needlessly. When the material was sent over the “clean” line, workers at the first sort line were asked to make a judgment as to whether a bag was filled with garbage or contained some recoverable materials. The result was that the workers erred on the side of leaving the vast majority of the bags on the line to be recovered. Therefore, the entire blue cart contents for those two weeks in the fall were sorted through the “clean” MRF line. The effectiveness of the line is shown in the data presented later in the report. This process also helped confirm that there was still a large amount of food scraps, food soiled paper, and recyclables in the garbage. Data Collection As noted earlier, the GWOPA and SMaRT Station staff collected weights for the recovered food scraps and food soiled paper, pizza boxes, yard trimmings, recyclables, and garbage. Data about the percentage of intact bags, commodity contamination, and time required to sort was also captured. GWOPA also provided detailed information about the collection vehicles before and after the Pilot. This data looked at tons collected per load, driver time, truck miles traveled, and fuel used. Understanding Pilot participation was a unique challenge. In June 2013, City and GWOPA staff looked inside every blue and green cart set out for collection in the Pilot area to see if the residents were using compostable bags and if the carts were at or exceeding capacity. The City initially requested that the MRF processing the green cart count the number of compostable and non-compostable bags received. However, this proved to be logistically impossible and very time consuming. Not all of the food scraps were making it into the compostable bags and the green cart. To identify the placement of the missing food and the residents’ sorting behavior, waste characterizations were conducted for both the garbage bags in the blue cart and garbage bags (non-compostable bags) in the green cart. The waste characterization also looked at the garbage found in the loose recyclables. Data was also collected from the pilot participants. Residents expressed their concerns and opinions about the Pilot in three surveys. The surveys were mailed out to every address in the Pilot area and available to fill out on- line. The first survey, distributed with the starter kit, focused on initial impressions of the Pilot. Respondents were given a $5 gift card to Philz Coffee. The second survey asked many of the same questions as the first survey. It was designed to see if residents changed their opinions on the Pilot. Residents who responded were provided a $2 coupon for compostable bags at Piazza’s, a local grocery store. The third and final survey focused Residential Two-Cart Pilot Project Summary Report City of Palo Alto 6 on whether residents preferred the Pilot over the existing three-cart collection system or an augmented three- cart collection system that allowed for the collection of food scraps. The surveys and results are attached to this report. Findings The data collected throughout the year-long Pilot allowed staff to analyze residents’ participation, amount of material diverted from the landfill, contamination of the recovered commodities, program costs, truck trips and greenhouse gas impacts, and convenience for residents. Participation Based on the data from the June 2013, investigation of the Pilot neighborhood blue and green carts, 75 percent of residents were placing bags (presumably with garbage) in the blue cart. Half of the blue carts were filled to the top or over filled. 65 percent of residents had compostable bags in their green cart. Over six percent had non-compostable bags in the green cart. Only 25 percent of the green carts were filled to the top or over filled. Close to 20 percent had no yard trimmings and placed only compostable bags in the green cart. Based on the 65 percent participation rate and average weight of food scraps collected (1,280 pounds per week), the participating households contributed nearly 3 pounds per week of food scraps. The 65 percent participation rate compares favorably with other communities. According to a report published in Biocycle in December 20123, Contra Costa County Solid Waste Authority reports that around 35 to 40 percent of residents participate in their food waste collection program. This same report notes that Barrington, Illinois, had a 25 to 30 percent participation rate and collected about 1.9 pounds per resident. A study of best management practices for EPA Region 54 noted that mature food collection programs should receive 7 to 9 pounds of food scraps per household. For the Pilot neighborhood, the theoretical amount of compostable material in the garbage (black) cart prior to the Pilot was about 2.75 tons or 5,500 pounds or 8.2 pounds per household (if all households participated). The data suggests that 23 percent (1,280 lbs / 5,500 lbs) of the available food scraps and food soiled paper in the Pilot neighborhood was collected. The results of the waste characterization of the garbage bags in the blue cart suggest that residents were still not separating the majority of their food scraps and food soiled paper from their garbage. Nearly 49 percent of the material in the garbage bags was compostable and 17 percent was recyclable (mostly plastic film). The MRF was able to separate an average of 1.97 tons or 3,940 pounds per week of garbage in the blue cart loads. According to rough estimates, 1,900 pounds per week of compostable materials were included as part of that ‘garbage’ and ultimately landfilled. Diversion The Pilot was able to reduce the amount of material going to the landfill by nearly one ton per week (1,800 pounds). The average volume of trash heading to the landfill from the Pilot went from 5.07 tons per week to 3 http://www.biocycle.net/2012/01/12/residential-food-waste-collection-in-the-u-s/ 4 http://www.foodscrapsrecovery.com/EPA_FoodWasteReport_EI_Region5_v11_Final.pdf page 6 Residential Two-Cart Pilot Project Summary Report City of Palo Alto 7 4.17 tons. These estimates include the recovery potential at the SMaRT Station and the contamination in the blue and green carts during the Pilot. This aggregate number provides the best evidence of the effectiveness of the Pilot. The effective diversion5 rate of materials from the landfill was over 76 percent. Furthermore, when the blue cart was run through the Charles Street MRF “clean” recycling line, the amount of material landfilled dropped to under two tons per week. This increased the effective diversion rate to nearly 90 percent – the standard that many communities consider achieves zero waste. The Pilot neighborhood diverted 33.35 tons of food scraps and food soiled paper from the landfill. This material that would have been landfilled was now composted resulting in reduction of 22 metric tons of CO2e emissions. Contamination While the MRF reports asked for a visual survey of contamination, these numbers were not very reliable. The waste characterization of the loose material in the blue cart load identified over 20 percent of the material was garbage that should be disposed in the landfill. Over 5 percent of the loose material in the blue cart were recyclable materials that was contaminated somewhere in the process. 5 This diversion rate should not be confused with the CalRecycle diversion calculation based on pounds per day landfilled. Palo Alto’s CalRecycle diversion rate is calculated at 77 percent. The fact that this is close to the Pilot diversion rate is coincidental and neither supports nor contradicts the CalRecycle calculation. Nevertheless, the Pilot did result in a drop of 52 tons in disposal to the landfill for the year, which will be reflected in the CalRecycle Annual Report. 5.52 6.00 3.92 3.96 4.04 4.28 4.48 4.11 3.44 4.71 4.93 3.91 4.11 4.10 5.49 6.00 5.01 4.74 4.81 4.87 5.05 5.71 5.21 4.98 5.71 5.32 4.42 5.01 5.49 5.78 8.71 8.27 7.91 8.43 7.89 8.12 7.69 12.35 9.88 8.78 7.44 8.41 1.00 0.86 0.78 0.72 0.89 0.69 0.47 0.49 0.48 0.33 0.56 0.45 0.00 5.00 10.00 15.00 20.00 25.00 Pre-Pilot Low April June August Oct Dec Feb Monthly Pilot Average Tons per Week Food Scraps Yard Trimmings Recyclables Trash * indicates a 5 collection days Residential Two-Cart Pilot Project Summary Report City of Palo Alto 8 As part of running the blue cart contents across the “clean” recycling line at the Charles Street MRF, the MRF operator was able to disassemble a “special mix” paper bale that would have been marketed on the recycling market. This “special mix” paper is considered the lowest value paper, but still has some value. Nevertheless, multiple plastics, food waste, diapers, and even dog feces were found in the paper bale. Despite this contamination and reports of food particles in the glass fragments, the MRF materials were able to be marketed. There were no reports of increases in contamination of the high-value yard trimmings compost by Z-Best. MRF Performance The MRF operator separated the compostable bags from the food scraps much faster (20 minutes per green cart truck load) than the garbage bags from the loose recyclables (80 minutes per blue cart truck load). Costs The pilot program did not in itself confirm costs that could be extrapolated citywide, but verified assumptions that would be used by the City’s collector GreenWaste of Palo Alto to provide a fee estimate if this program were rolled out. According to GreenWaste staff, the pilot confirmed that a total of three drivers could be reduced if the two cart pilot were implemented city-wide. GWOPA also confirmed route sizes and collection times that were used to generate proposal fees. City staff are evaluating cost proposals and options and reporting to the Council independently of this pilot report. Truck Trips Due to the sizing of the route and weight limitations, the truck collecting the blue cart was unable to service every household in one trip. The driver needed to drop off a partial load at the Charles Street MRF in San José every week. This added an hour to the driver’s time. In addition to that hour, the driver spent nearly an additional hour on the route. This was due to the fact that nearly every household had a blue cart out for pickup. Prior to the Pilot and according to GWOPA estimates, only 60 to 70 percent of all households put out their recycling (blue) cart for service in a given week. The driver needed more time to “tip” at every household. Prior to the Pilot, the driver could complete the route in 7 hours and 38 minutes. It took the driver 9 hours and 31 minutes to complete the Pilot blue cart route. Table 1: Comparison of Pre-Pilot and Pilot Routes Averages Truck Units Pre Pilot Pilot Difference Recycling Truck Time 7:38 9:31 1:52 Miles 42.13 67.98 25.85 Fuel (gallons) 22.60 28.79 6.19 Tons 5.63 9.11 3.48 Compost Truck Time 8:22 8:10 -0:12 Miles 53.38 56.21 2.83 Fuel (gallons) 29.88 26.40 -3.47 Tons 11.08 9.57 -1.52 The Pre-Pilot Compost Truck includes the data for the garbage and yard trimmings pick up. In standard operation prior to the Pilot, a two- person truck would first collect yard trimmings, tip the yard trimmings at the SMaRT Station, return to the neighborhood to pick up the garbage, and finally tip the garbage at the SMaRT Station – making two full trips. Residential Two-Cart Pilot Project Summary Report City of Palo Alto 9 This extra time led to additional miles and fuel consumption. The Pilot increased the miles traveled by 25.86 miles per week and 6.19 gallons of fuel per week. This increase in fuel consumption added nearly 4 metric tons of CO2e emissions for the year. There virtually was no change in the driving times, miles traveled, and fuel consumption for the green cart truck driver. However, this truck was only operated by one driver as opposed to two drivers prior to the Pilot. Convenience (survey results) Residents who completed surveys neither favored nor disliked the Pilot as identified by the final survey. However, over time, Pilot participants seemed to become more satisfied with the Pilot. The Pilot participants also felt that Pilot was becoming simpler to use over time. 0% 5% 10% 15% 20% 25% 30% 35% 40% Very Satisfied Satisfied No Preference Dissatisfied Very dissatisfied Other How do you feel about the new two-cart collection service? Initial Survey (N=161) Midpoint Survey (N=232) Residential Two-Cart Pilot Project Summary Report City of Palo Alto 10 This slight preference toward the Pilot was seen in the final survey that asked participants whether they preferred the 2-Cart Pilot over the previous 3-Cart collection and a 3-Cart collection system that captured food scraps. However, one item brought the ire of all residents – bags. As part of the midpoint survey, Pilot participants were asked to weigh-in on their experience with the bags. 72 of the 165 responders provided additional commentary 0% 5% 10% 15% 20% 25% 30% 35% Strongly Agree Agree Neutral Disagree Strongly Disagree Other The new two-cart program is simpler and more convenient than the old three-cart program. Initial Survey (N=161) Midpoint Survey (N=232) Prefer 2 Cart 47% No preference 17% Prefer 3 Cart 36% Service Preference N=271 Residential Two-Cart Pilot Project Summary Report City of Palo Alto 11 on the compostable bags. Over half (47) responded with negative comments about the bags. A large number of comments addressed the additional expense to purchase compostable bags as well as the fragility of the compostable bags. These comments were echoed in the final survey comments section. One item that many Pilot participants agreed on was the importance of collecting residential food scraps and keeping them out of the landfill. The Pilot provided residents with compostable service (food scrap collection), which they expressed a strong interest in having. The Pilot, despite an increase in fuel usage and truck trips, provided overall greenhouse gas emissions savings by reducing the amount of organic materials being sent to the landfill. Questions about cost and simplicity are more difficult to pin down. While may Pilot participants felt the bags were difficult to use, nearly 80 percent of responders to the final survey were willing to continue the Pilot to help the City collect data. This result reinforces the community’s desire to see the City identify a cost-effective and convenient way to collect residential food scraps. 0% 5% 10% 15% 20% 25% 30% 35% 40% 45% 50% Strongly agree Agree Neutral Disagree Strongly disagree It is important that the City collects and composts food scraps? Initial Survey (N=161) Midpoint Survey N=232) Pilot participants felt that the compostable bags provided in the toolkit were susceptible to breaks and leakage. Participants also expressed displeasure at having to purchase replacement bags. CITY OF PALO ALTO PURCHASING AND CONTRACT ADMINISTRATION 250 HAMILTON AVENUE PALO ALTO, CA 94301 P.O. BOX 10250 PALO ALTO, CA 94303 Date: August 8, 2014 Subject: Addendum Number Two to City of Palo Alto Request for Proposal (RFP) Number 154377 Project Title: Design, Construction, Operation and Maintenance of a Compost Facility for Yard Trimmings and Residential Food Scraps Department: Public Works Proposal Due Date: 3:00 p.m., Tuesday, September 15, 2014 Please note the following changes, corrections, and clarifications that are hereby incorporated to the requirements of the RFP: This Addendum has changed the Proposal Due Date from 3:00 p.m. Tuesday, September 15, 2014 to 3:00 p.m. Tuesday, September 16, 2014. 1.Questions and Clarifications Clarification No. 1: Attached are the Proposal Forms in MS Word format that have been included in the Appendices of the RFP. These forms are included by reference in Addendum No. Two. CITY OF PALO ALTO RFP NO. 154377 1 of 6 Category Question Answer Finance 1 Q: Can the City help in providing the cost estimate for the 3,000 to 4,000 amp electrical service we're going to need for the proposed facility? If not, can a specific person for us to contact please be provided? Proposers should prepare a best engineered estimate. Once a proposer is selected, the specific site plans will be reviewed and any cost differences, should the assumption prove to be incorrect, will be compensated by the City. All communication needs to be through the Purchasing contact, Michelle Nolen Facility 2 Q: Who provides municipal water for the facility? Can a specific person for us to contact please be provided? Water is provided by Palo Alto Utilities. Rate sheets are available at http://www.cityofpaloalto.org/civicax/filebank/documents/8118. All requests need to made through the Purchasing contact, Michelle Nolen Finance 3 Q: Does the access road proposed for the facility include a sidewalk? Please provide any design information for this proposed road.The City provided the cost estimate for the road (in Addendum 1) that the Proposers should use in their cost assumptions. Facility 4 Q: Has the local fire department provided any specific fire protection water flow requirements for the facility? If not, can a specific person for us to contact at the fire department please be provided?There are no specific fire sprinkler flow requirements at this time. Proposers should provide their best engineered estimate taking into account all regulations and the City Municipal Fire code http://www.cityofpaloalto.org/civicax/filebank/documents/8042 Logistics 5 Q: Has it been determined if reclaimed water from the WPCP is suitable for fire control purposes?Recycled water cannot be used for fire control Facility 6 Q: A clarification in regards to the restrictions for the 72” WWTP Main that rubs through the site. Addendum question # 8 truncated this topic. The City strongly recommends that no structures be placed over the sewer main. However, the City may entertain the possibility that a Proposer may place a structure near the main (minimum distance is 20' from the main's centerline) if the Proposer can show the calculations that guarantee that the main will be protected and safe. Concrete or asphalt roadways are acceptable. Facility 7 Q: What are limitations on accessibility and building over the 72” WWTP Main?See above Facility 8 Q: Can concrete trench/walls be added around the main to protect it? See above Facility 9 Q: If we locate pads over top of the main can they be concrete with lift off sections so loaders can go over with buckets down or do they need to be asphalt? See above Facility 10 Q: Can we locate buildings over the main with suitable provisions for access (e.g. no permanent walls/foundations to be located over the main)?See above Logistics 11 Q: RFP 3.8.10 Required Insurance Operations Correct - errors and omissions insurance only applies to design related liability, not operations. Logistics 12 Errors and Omissions (Professional Liability): $1 million per occ/ $2 million agg See above Logistics 13 Suggest eliminating this coverage from the required insurance under Operations as it typically applies to administration management consulting services, Doctor offices, Lawyer offices, Engineers and Architect, etc. In our industry, this type of coverage is not offered for operating a compost facility. Professional Liability will not cover any bodily injury or property damage exposures. If you will not eliminate this coverage from the required insurance under Operations, then please provide a clear statement of the intent of this requirement. See above Facility 14 Q: Is the City amenable to allowing the existing storm water management controls serving the adjacent landfill property to be used for the purposes of managing storm water from the redevelopment activities associated with the 3.8 acre portion of the Measure 3 property? No. There are no permanent stormwater controls used at the landfill. The landfill stormwater flows to adjacent receiving waters. Temporary landfill controls include silt fences, waddles and rip rap drainages. Facility 15 Q: Does the City intend to make direct access to the proposed compost facility available to residents and small commercial haulers (such as landscaping businesses) or is it planning to restrict this access (for tipping and compost pickup) to commercial haulers and City owned vehicles as listed under response to questions 9 and 11 of Addendum 1? The Compost Facility should be made available for self-haul customers Question and Answers on the Palo Alto Compost Facility RFP from July 28, 2014 through August 6, 2014 CITY OF PALO ALTO RFP NO. 154377 1 of 5 Facility 16 Q: Will the City have preferences and/or requirements as to the receiving hours for the proposed composting facility or will it restrict tipping hours as previously listed under response to question 11 of Addendum 1 (8AM to 4PM Monday through Friday)? The hours are as specified in Addendum 1. A proposer could take exception to the hours and suggest alternative hours. Facility 17 Q: Will the City entertain the use of select areas outside of the designated 3.8 acre portion of the Measure 3 property (within the existing landfill footprint) for the enclosed storage of cured compost product? No. Facility 18 Q: As depicted within the webinar the existing landfill maintenance facility is slated to be removed by the City to avail the 3.8 acre portion of the Measure 3 site to redevelopment. Of the utilities shown on “Drawing B Utilities Map Measure Site” of the webinar what (if any) utilities and/or easements (other than the 72” sewer line) may impact the use of the entire 3.8 acres? Please provide this utility and easement information, as well as any available information on the site surroundings (adjacent streets, locations of public utilities, floodplain/floodways, jurisdictional waters or lack thereof, etc.) along with the AutoCAD drawing of the property. The existence and/or future usage of these components could encumber or significantly increase the cost to develop portions of the site and may affect the final site layout therefore, it remains our intent to incorporate this information within the drawings required by the proposal. The AutoCAD drawing provided with Addendum 1 is the extent to which this information is available. Facility 19 Q: “Drawing B Utilities Map Measure Site” of the webinar depicts an existing potable water supply currently serving the landfill maintenance facility. What is the diameter of this pipe and does the City have existing flow test data?The fresh water pipe is 2” diameter. The pressure is estimated to be 60 psi. An additional water main is available at the end of Harbor Way. The City can connect to the main and bring a larger transmission line to the compost facility border. Facility 20 Q: Will the intended use of the 3.8 acre parcel of the Measure 3 property comply with current zoning for the site or will it need a conditional use permit, or a rezoning?The site should conform to the Public Facilities (PF) zoning. Facility 21 Q: Can the proposed design of the compost facility look to utilize the entire 3.8 acres of the Measure 3 property will the City obtain any variance(s) such as building setbacks, etc. that may be in conflict with existing code? Please provide a listing of any development code requirements for setbacks, building heights, parking area ratios, landscaping area ratios, loading zone requirements, etc. that would be applicable to this site based on current zoning and proposed use. A description of the City of Palo Alto land use designations can be found at http://www.amlegal.com/nxt/gateway.dll/California/paloalto_ca/title18z oning*?fn=altmain-nf.htm$f=templates$3.0 See section 18.28 for details on the PF requirements. If the selected proposer recommends a variance from the land use guidelines, staff will work with the City's development team on any needed approvals or variances. Variances from the 50 foot height requirement will not be sought, however. Facility 22 Q: Will the composting facility air permitting be combined with the existing Palo Alto City landfill Title V permit or will the composting facility require its own air permit? The Compost Facility will need to obtain its own permit and the operator will be the permit holder. Facility 23 Q: Per California Code of Regulations Title 27, structures located on a disposal site or within 1,000 ft. of the disposal boundary are required to have an under slab landfill gas mitigation system installed and monitoring plan for this system implemented. Can the City confirm that all compost facility related structures will require an under slab landfill gas mitigation system designed and installed as part of the site improvements? The structures will need to comply with all regulations concerning landfill gas safety. At a minimum continuous gas monitor devices will be required. A gas mitigation system such as venting will also be needed since part of the facility overlies the landfill. Question and Answers on the Palo Alto Compost Facility RFP from July 28, 2014 through August 6, 2014 CITY OF PALO ALTO RFP NO. 154377 2 of 5 Finance 24 Does the City have expectations as to how the proposers are expected to handle the cost ambiguities associated with the various project unknowns such as: The proposers are expected to provide the best possible proposal given the information available. The desired project start date for facility operations is no later than January 1, 2018. The initial contract for CEQA and the 20% design is anticipated in early 2015. The subsequent contract for 100% design, construction, and operation will commence upon the certification of the EIR, which is anticipated to be in February 2016. The mitigation requirements as specified by the EIR will be incorporated into the second contract. Proposers are expected to address and estimate the environmental mitigation measures in their cost proposal. Based on the preliminary initial study prepared for the Energy/Compost Facility and included in the EIR, the City believes that the main environmental impact will be for the relocation of the habitat corridor, which the City will both finance and maintain. The City will finance so long as is within $10 million capital cost allowance. If there are additional mitigation costs that exceed the capital allowance, then the Proposer should will need to incorporate those costs into tip fee. Any impacts related to the operations of the facility (air quality, stormwater, etc) should be addressed by the proposer and mitigated within the proposal. Mitigation measures should conform to all state, federal, and local requirements as well as the requirements specified in the RFP. Logistics 25 a. Actual project release/start date? Could be as early as 2015 or as late as 2017.See above Logistics 26 b. EIR impacts to project requirements.See above Facility 27 Q: Will the City entertain the placement of truck weighing facilities outside of the 3.8 acre site?No. Facility 28 Q: Please clarify any restrictions regarding development over and around the existing 72” sewer line. Will the City entertain the erection of structures over this area provided the design protects the line from loading concerns and accommodates access to this utility?The City strongly recommends that no structures be placed over the sewer main. However, the City may entertain the possibility that a Proposer may place a structure near the main (minimum distance is 20' from the main's centerline) if the Proposer can show the calculations that guarantee that the main will be protected and safe. Concrete or asphalt roadways are acceptable. (duplicate of question 6) Facility 29 Q: Section 6.4.3.4 has various sections that seem to be indicating there is an expectation for alternate designs with some form of energy recovery? E.g. “A description of interconnection requirements for sale of electricity, natural gas, ….. City to clarify whether alternatives that include energy recovery are allowed. This is an error. There are no energy recovery options. The desired facility is for aerobic composting. Facility 30 Q: What is the commercial kWh rate from the local utility (PG&E)? Palo Alto Utilities in the energy provider. See http://www.cityofpaloalto.org/gov/depts/utl/business/rates.asp for details. Finance 31 Q. In addition to the cost of extending utilities to the site, is the Contractor responsible for utility connection fees?Yes. Those fees are part of the construction allowance. Logistics 32 Q. Can the City provide copies of the forms in Word format? Yes. Copies of the forms in Word format are attached to this Addendum. Questions from Addendum 1 Logistics 33 Q: Will the video be available online?Yes, the video is available. Here is the link: https://vimeo.com/102731869. The video is silent for the first minute and thirty seconds due to technical difficulty. The audio will begin shortly thereafter. Logistics 34 Q: Please confirm the due date?The due date is extended to Tuesday, September 16, 2014. Facility 35 Q: Regarding noise control, the RFP limits noise level ‘to 70dB as a "normal level" and 70-85 dB as a "conditionally acceptable" level for an industrially- zoned area.’ Is this reference to the noise level at the boundary of the site – or some other location.Proposers should continue to use the 70 dB and the 70dB-85dB guidelines as described in the RFP. This is the level at the boundary of the site. Question and Answers on the Palo Alto Compost Facility RFP from July 28, 2014 through August 6, 2014 CITY OF PALO ALTO RFP NO. 154377 3 of 5 Finance 36 Q: Are prevailing wages required for construction and operations cost? Prevailing wages are required for construction. The City is a charter city and has adopted Resolution 5981 exempting it from paying prevailing wages on locally funded projects. If the project is funded 100% with local funds, it is exempt from prevailing wage. If any State, Federal or County funds (such as State Revolving Loan) are used, the project is subject to prevailing wages. Accordingly, the City requests Consultant to submit two bid scenarios: one using prevailing wages and one without. Prevailing wages are not required for operations. Question and Answers on the Palo Alto Compost Facility RFP from July 28, 2014 through August 6, 2014 CITY OF PALO ALTO RFP NO. 154377 4 of 5 To assure that all Proposers have received each addendum issued, Proposers are required to acknowledge receipt of Addenda by completing the Proposer’s Transmittal Letter. Failure to acknowledge receipt of Addenda may be considered as an irregularity in the bid. Michelle Nolen Contract Administrator City of Palo Alto cc: Matt Krupp, Project Manager CITY OF PALO ALTO RFP NO. 154377 6 of 6 CITY OF PALO ALTO PURCHASING AND CONTRACT ADMINISTRATION 250 HAMILTON AVENUE PALO ALTO, CA 94301 P.O. BOX 10250 PALO ALTO, CA 94303 Date: August 14, 2014 Subject: Addendum Number Three to City of Palo Alto Request for Proposal (RFP) Number 154377 Project Title: Design, Construction, Operation and Maintenance of a Compost Facility for Yard Trimmings and Residential Food Scraps Department: Public Works Proposal Due Date: 3:00 p.m., Tuesday, September 16, 2014 Please note the following changes, corrections, and clarifications that are hereby incorporated to the requirements of the RFP: This Addendum has not changed the Proposal Due Date from 3:00 p.m. Tuesday, September 16, 2014. 1.Questions and Clarifications Clarification No.1: The correct date for submitting questions is August 15, 2014. The date on page 4-9 is changed from August 10, 2014 to August 15, 2014: •Last date for submitting written questions August 10, 2014 is changed to •Last date for submitting written questions is August 15, 2014 CITY OF PALO ALTO RFP No. 154377 1 of 9 Category No.Question Answer Finance 1 Are there liquidated damages on the project for construction work and/or operations? The City reserves the right to negotiate liquidated damage provisions with the Preferred Proposer consistent with comparable contracts for major works of public improvement under California Law. Finance 2 With regards to Proposal Form 5, Surety Letter of Intent, please provide details on the bond requirements of the removal of the facility and restoration of the site, including any closure/post-closure requirement for the Proposer. The City to reserves the right to require bonding for Facility removal and site restoration, and would negotiate the specifics of such with the Preferred Proposer. Finance 3 Proposal Form 5, Surety Letter of Intent, references RFP Section 3.10.6. This section is not included in the RFP documents. Please provide clarification.See answer 2 above. Bonding for Facility removal is not currently required. Section 3.10.6 was eliminated from the RFP. Finance 4 Will the City review the attached Sample Letter of Intent drafted by the Proposer’s Surety and approve this for submittal with the proposal in place of the City’s Proposal Form 5? The Sample Letter of Intent drafted by the Proposer's Surety is acceptable as an alternative to Proposal Form 5 for construction and operations performance bonds. (See attached Sample Letter of Intent below). Facility 5 Will Contractor be required to provide a 1-year maintenance guarantee after the acceptance of the composting building to guarantee any defective work or labor done or defective materials be corrected? The Contractor is responsible for operating and maintaining the Facility for the Term of the Contract, including guaranteeing Facility performance and replacement/repair of any defective work, equipment or materials over the 15 year operating term. The City will regularly monitor Contractor performance and inspect the Facility for maintenance as required by the Contract. Finance 6 Will the City accept an annually renewable bond form for the Operations portion of this RFP? It is industry standard for the bond to renew annually for multi-year contract similar to providing annual insurance certificates. Attached is a sample bond form, which the City of Palo Alto currently accepts for its franchised collection services. Yes Finance 7 Since the design, permitting, and construction portions of the project may take several years, can bonds be posted in milestones (i.e., a bond for design and permitting first, then a bond for construction when started? The design and permitting bond would be released once the construction bond goes into effect.) Yes, provided the bonds are put in place as a condition precedent to conducting the work in each milestone. Also, the Proposer must provide with his Proposal a statement from Surety that he intends to provide the required bonding for all milestones. Question and Answers on the Palo Alto Compost Facility RFP from August 7, 2014 through August 12, 2014 CITY OF PALO ALTO RFP No. 154377 1 of 8 Finance 8 With regards to Proposal Form 6, Insurance Company Letter of Intent, will the City permit the Proposer’s Insurance Company to modify the language in the second paragraph to read, “Wells Fargo Insurance Services USA, Inc. hereby certifies that the Insurance Company (ies) are providing the required coverage that they are duly authorized to conduct business in the California and intends to provide all required insurance set forth in this RFP in the event the Proposer is awarded the Contract.” Yes, this language is acceptable as an alternative to that in Proposal Form 6. Finance 9 How does the $10 million capital allowance work? Is the proposer to provide good faith estimates for the proposal and the City reimburses for actual incurred costs up to $10 million? Yes. The proposers must use this $10 million estimate allowance. However if they feel it is too low then they can bring this up during negotiations. Facility 10 It is unclear throughout the RFP if the active windrows have to be enclosed in a building, covered in some way, or can be exposed. Please clarify. All facilities need to be enclosed. Facility 11 RFP Section 1.4, Page 1-5. A fabric walled building will not contain odors as effectively as a solid structure, and will not meet the 30 year requirement. Will the city waive the 30 year requirement if a fabric building is used? See the answer to question 29 above Finance 12 RFP Section 1.6, Page 1-7 indicates Contractor will finance Compost Facility. This is inconsistent with other sections specifying a $10 million construction allowance. This is an error. The City will finance the facility. Logistics 13 RFP Section 1.11, Page 1-10 and Section 4.3, Page 4-9. The RFP discloses conflicting due dates for the last date to submit written questions. Please confirm the last date for submittal of written questions. Our error. The last date is August 15. Facility 14 RFP Section 2.1.1, Page 2-4. Can the City provide a drawing showing the areas required to be landscaped? This will ultimately be informed by the CEQA mitigation measures. At a minimum it will include areas adjacent to the Measure E 3.8 acre facility. Feedstock 15 RFP Section 2.3, Page 2-8, Bullet #5. What is meant by “pre-conversion” feedstock? This refers to the feedstock prior to composting. Facility 16 RFP Section 2-10, Stormwater. Does the City have a designated post treatment stormwater discharge point? Can the City provide a topographic map showing the discharge location and elevation so the Proposer can develop a site grading plan? No, the Proposer must permit a stormwater discharge location and requirements with regulatory agencies. Question and Answers on the Palo Alto Compost Facility RFP from August 7, 2014 through August 12, 2014 CITY OF PALO ALTO RFP No. 154377 2 of 8 Facility 17 RFP Section 2.6, Page 2-9, and Section 6.4.3.5.4, Page 6-15. With regards to odor, is the requirement “no objectionable odors” (2.6) or “no odor” (6.4.3.5.4)? The requirement is no objectionable odors. Facility 18 Can the City provide the draft language for the “Odor Guarantee” that the Proposer will be expected to sign? This document will be prepared as part of contract negotiations. Facility 19 RFP Section 6.4.3.4, Page 6-12, Bullet #5, foundation plan. Please see Question #1 above. Proposer will not be able to provide a foundation plan without a geotechnical report and input from CalRecycle closure engineers. No foundation plan is required. However, Proposers should assume a foundation design appropriate with overlying waste fill and younger bay muds. If unforeseen conditions are determined to be present during the proposer’s geotechnical investigation that would cause more extensive foundation work, then the City will consider those costs legitimate and negotiate those costs. Facility 20 RFP Section 6.4.3.4, Page 6-12, Bullet #12. Is this included in error? There are no approved Alternative Proposals for energy production at this time. Yes, this is an error. Please ignore. Facility 21 RFP Section 6.4.3.4, Page 6-12, Bullet #15. These emissions calculations are very complex and are only done by a limited number of consultants. Further, they cannot be completed until facility design is substantially determined. 8 weeks is not enough time to complete all of these tasks. Can this information be submitted after the proposal due date by a successful or short- listed Proposer? The proposer should provide an initial, rough estimate of GHG emissions based on known variables. Facility 22 Appendix F, Page F-7. How was the determination made that concrete or fabric is more visually aesthetic than metal? Is it an option to allow the Proposer to determine the construction type that best suits the facility needs and the aesthetic requirements and then the City can score proposals based on the end result? Yes. Facility 23 Appendix F, Page F-7. What is an architectural fence? A fence type allowed by the City’s Land Usage for the Baylands. This can typically include a decorative metal fence. Facility 24 Appendix F, Page F-8. Can the City reconsider the requirement for 2 truck scales? The traffic indicated by the inbound and outbound tonnage is less than 20 vehicles per day. Agreed. One scale is sufficient. Feedstock 25 Appendix F, Page F-10, first full paragraph. Is the reference to wet recycling and wet pre- conversion included in error? Yes. It should be removed. Question and Answers on the Palo Alto Compost Facility RFP from August 7, 2014 through August 12, 2014 CITY OF PALO ALTO RFP No. 154377 3 of 8 Facility 26 Appendix F, Page F-11, Process Control and Monitoring System. This requirement seems to be directed toward some other technology than aerobic composting. If the proposer feels that these DCS requirements are excessive, the proposer should take an exception to the language. Facility 27 The table below is in reference to Addendum No. One, Question No. 55 The City will assume uniform costs and provide a rough estimate for the site preparation. The fixed cost estimates are in the Table below. Fixed Cost Estimates for the common site features (from the Energy/Compost Facility RFP) Task 3.8 Acre Pad 2013 $ Design and Permits (pad only)$125,000 Excavation and onsite re-grading of the refuse $0 Engineered backfill of pad. Import and compact 4 feet of backfill required per Feasibility Study. $502,102 New Road $309,300 Utilities $150,000 Total $1,086,402 Question and Answers on the Palo Alto Compost Facility RFP from August 7, 2014 through August 12, 2014 CITY OF PALO ALTO RFP No. 154377 4 of 8 (Surety Letterhead) Date City of Palo Alto 250 Hamilton Ave. Mezzanine Palo Alto, CA 94301 Attn: Ms. Nolen: RE: Surety Letter of Intent for Request with for Proposal, Number 154377 with Addendum for Professional Services for the Design, Construction, Operation and Maintenance of a Compost Facility for Yard Trimmings and Residential Food Scraps ____________________ (“Proposer”) has submitted herewith a Proposal in response to the Request for Proposal, Number 154377, with Addendum issued by the City of Palo Alto, California, July 2014. Great American Insurance Company, (“Surety”), has reviewed the Proposer’s Proposal, which will form the basis of the Contract(s) for the construction and operation of the Compost Facility. The Surety hereby certifies that it intends to issue on behalf of Proposer, as security for construction under the Contract, a performance bond and a labor and materials payment bond. The Surety also certifies that it intends to issue on behalf of Proposer, as security for operations under the Contract, a performance bond and a labor and materials payment bond. The Surety’s obligation to execute one or both performance and labor and materials bond(s) is conditioned upon Surety’s favorable review and acceptance of the final Contract(s) terms, project financing and other pertinent underwriting information at the time of request for the performance and payment bond(s). _______________________________________ Name of Surety _______________________________________ Name of Authorized Signatory _______________________________________ Signature _______________________________________ CITY OF PALO ALTO RFP No. 154377 6 of 9 Title _______________________________________ Date CITY OF PALO ALTO RFP No. 154377 7 of 9 Neither non-renewal by the Surety, nor failure, nor inability of the Principal to file a replacement bond shall constitute loss to the Obligee recoverable under this bond, not withstanding any language in the contract to the contrary. This bond shall not be cumulative. Under no circumstances shall the Surety's liability exceed the penal sum stated herein. GREAT AMERICAN INSURANCE COMPANY Renewable Performance Bond Bond No. KNOW ALL MEN BY THESE PRESENTS: That (hereinafter called the Principal), and GREAT AMERICAN INSURANCE COMPANY, 580 Walnut Street, Cincinnati, Ohio 45202 (hereinafter called the Surety), are held and firmly bound unto (hereinafter called the Obligee), in the full and just penal sum of ($) dollars to the payment of which sum, well and truly to be made, the said Principal and Surety bind themselves, and each of their heirs, administrators, executors, and assigns, jointly and severally, firmly by these presents. WHEREAS, the above bounden Principal has entered into a certain written contract with the above mentioned Obligee for which contract is hereby referred to and made a part hereof as fully and to the same extent as if copied at length herein with annual renewal at Surety's discretion: and NOW, THEREFORE, THE CONDITIONS OF THE ABOVE OBLIGATION IS SUCH, that if the above bounden Principal shall well and truly keep, do and perform, each and every, all and singular, the matters and things in said contract set forth and specified to be by the said Principal kept, done and performed, at the time and in the manner in said contract specified to be by the said Principal kept, done and performed, at the time and in the manner in said contract specified during the term of this bond, and shall pay over, and make good and reimburse to the above named Obligee, all loss and damage which said Obligee may sustain by reason of failure or default on the part of Principal, then this obligation shall be void otherwise to be and remain in full force and effect. PROVIDED, however, that this bond is subject to the following conditions and provisions: This bond is for the term beginning and ending In the event of a default by the Principal in the performance of the contract during the term of this bond, the Surety shall be liable only for the loss to the Obligee due to actual excess costs of the contract up to the termination of this bond. The Surety, after investigation, shall with reasonable promptness determine the amount for which it may be liable to the Owner as soon as practicable after the amount is determined, tender payment therefore to the Owner, or find an acceptable principal to complete the contract. This bond does not provide coverage to any indirect loss or costs incurred by the Obligee including, but not limited to legal fees, court costs, expert fees or interest. Signed and sealed this day of , 20 GREAT AMERICAN INSURANCE CO. Principal BY:BY: Attorney-in-FactName and Title . 1. 2. 3. 4. 5. 6. 7.No right of action shall accrue on this bond to or for the use of any person, entity or corporation other than the Obligee named herein and this bond cannot be assigned to any other party without the written consent of the Surety. The bond may be extended for an additional year at the option of the Surety, by Continuation Certificate executed by the Surety. No claim, action, suit or proceeding, except as hereinafter set forth, shall be had or maintained against the Surety on this instrument unless same be brought or instituted and process served upon the Surety within six months after the expiration of the stated term of this bond. . CITY OF PALO ALTO RFP No. 154377 8 of 9 To assure that all Proposers have received each addendum issued, Proposers are required to acknowledge receipt of Addenda by completing the Proposer’s Transmittal Letter. Failure to acknowledge receipt of Addenda may be considered as an irregularity in the bid. Michelle Nolen Contract Administrator City of Palo Alto cc: Matt Krupp, Project Manager CITY OF PALO ALTO RFP No. 154377 9 of 9 CITY OF PALO ALTO PURCHASING AND CONTRACT ADMINISTRATION 250 HAMILTON AVENUE PALO ALTO, CA 94301 P.O. BOX 10250 PALO ALTO, CA 94303 Date: August 21, 2014 Subject: Addendum Number Four to City of Palo Alto Request for Proposal (RFP) Number 154377 Project Title: Design, Construction, Operation and Maintenance of a Compost Facility for Yard Trimmings and Residential Food Scraps Department: Public Works Proposal Due Date: 3:00 p.m., Tuesday, September 16, 2014 Please note the following changes, corrections, and clarifications that are hereby incorporated to the requirements of the RFP: This Addendum has not changed the Proposal Due Date from 3:00 p.m. Tuesday, September 16, 2014. 1.Questions and Clarifications Please see the follwoing pages. CITY OF PALO ALTO RFP NO. 154377 1 of 7 Category No.Question Answer Logistics 1 Could the City postpone the proposal due date to Friday, September 29th, 2014? No. The deadline was already extended to September 16, 2014. Logistics 2 Could the City extend the last day for questions to 15 days prior to the proposal due date?No. The last day to submit questions was August 15, 2014. Finance 3 Proposal Form 5, Surety Letter of Intent makes reference to RFP Section 3.10.6, which is not included in the RFP. What section should it refer to?Bonding for Facility removal is not currently required. Section 3.10.6 was eliminated from the RFP. Finance 4 Should the cost of the facility exceed the $10 million, would the exceeding amount be spread on to the whole 15 years of operations or would a shorter solution be acceptable? Costs exceeding the $10 million should be incorporated into the tipping fees, spread over 15 years. Finance 5 If the City owns the facility, it might be more difficult for the contractor to get long term financing for the portion of the price exceeding $10 million. Would it be acceptable that the ownership of the facility passes to the City when the facility price has been fully paid? The proposer could bring this up in negotiations, but the City's own financing may well prevent it. The City will consider increasing the $10 million allowance during negotiations, and intends for ownership of the Facility to be with the City. For Proposal purposes, Proposers should include costs exceeding $10 million as part of the tip fee, as well as specify the amount that exceeds $10 million. Finance 6 In the event that the composting facility price, excluding some well identified components (such as mobile equipment, pre/post-treatment lines, etc.), is less than $10 million, would it be acceptable for the City to enter into a lease agreement with a third party relative only to these components in order to keep the facility price due by the City to the contractor below $10 million?The proposer could bring this up during negotiations (see the answer to Question 5 for details on how the $10 million allowance will be handled). Facility 7 In the event the proposer team includes a firm responsible for the design/build part of the RFP and another firm responsible for the operation of the composting facility, would it be acceptable by the City that the liability of the design/build firm ends after commissioning and successful testing? The City requires that liability for design, construction and operations be with a single contracting entity. The single contracting entity may subcontract or have a joint venture arrangement with other parties to fulfill the contract obligations to the City. The City expects that the single contracting entity will have a contract with the City for the Term and all liabilities thereto will be with the single contracting entity. Finance 8 The City is requesting a 100% performance bond, a 100% payment bond and an operation bond equal to 100% of the annual operation fee. It appears that the City would be adequately protected by these bonds and that the requirement for a guarantor is redundant. Could the requirement for a guarantor be excluded?No. The requirement for a Guarantor is still needed. CITY OF PALO ALTO RFP NO. 154377 2 of 7 Question and Answers on the Palo Alto Compost Facility RFP from August 13, 2014 through August 15, 2014 Finance 9 Is a guarantor required for both the design/build part and the operation part of the contract?Yes. Feedstock 10 The annual cost of residuals transportation and disposal will depend on the contamination of the waste delivered by the City, which is not controlled by the contractor, thus it would be adequate to treat this cost as a pass-through and exclude it from the Pricing Proposal Form 1.6. No. The amount of acceptable residuals in the feedstock will be defined in the contract. While the Proposer (composter) does not control the incoming feedstock, the Proposer is encouraged to compost as much material as possible. A "pass through" creates a disincentive to handle the material as compost and encourages the disposal of more material. The contract may be structured that if the assumed contamination level is exceeded, then City would pay extra for residuals from excess contamination. Facility 11 Item 1.4 of the RFP encourages the proposers to include “aesthetically- pleasing structures including those having fabric walls”. Fabric buildings are generally used when cost is an issue, because they require frequent maintenance and their aesthetic quality is often questionable. This wording of the RFP appears in conflict with the requirement that the facility must be designed and constructed for a minimum useful life of 30 years. Please confirm that during its evaluation of the proposals the City will rank higher a design not including structures with fabric walls. Fabric walls are on option if a Proposer can prove that they are cost effective, aesthetically pleasing, and reliable for odor control. The burden is on the Proposer to show demonstrate these qualities. However, the City will not "automatically" score a concrete structure higher than a fabric structure. All Proposers must demonstrate their ability to control for environmental impacts. In addition, the facility evaluation will include but not be limited to longevity, functionality, and cost. Finance 12 The RFP documents and addenda reference how the $10 million will be administered and that is can be used for design, construction, CEQA, permitting and equipment. To clarify, has the bond money been obtained or does it still need to be procured by the city? The funds have yet to be procured by the City. Finance 13 A follow up to the above question. If the $10 million bond still needs to be procured, does the city foresee any hurdles, time delays, or opposition? Most of the $10 m allowance would be part of the second contract. Therefore the City may not acquire the bond until after the CEQA documentation is completed. The City may reimburse the initial design and CEQA work using alternative funding. Facility 14 In addendum 2, questions #6 and #28 discuss the city’s strong recommendation that no structures be placed over the sewer main. Is there a possibility of relocating the sewer line to allow for structures in this area? Relocating the sewer main is not an option. Facility 15 Are there any other utility lines, such as the marsh recharge pipe indicated on the Utility Map, Appendix C figure 4, on which structures cannot be built? Any other infrastructure (including the saltwater pipe connecting the Bay to Renzel Marsh) can be relocated. CITY OF PALO ALTO RFP NO. 154377 3 of 7 Question and Answers on the Palo Alto Compost Facility RFP from August 13, 2014 through August 15, 2014 Facility 16 Section 2.2.1 of the RFP states, “the compost facility designed pad shall not cut into the landfill cap”. Is it the city’s expectation that the selected contractor raise the surrounding area to the grades of the capped landfill so as not to cut into the landfill cap? The 3.8-acre pad for the Compost Facility does not require cutting into the landfill cap. It will be on top of the cap. Facility 17 A follow up to the above question. If the site needs to be raised to the capped landfill grades, are there soils on-site or nearby that the contractor will have access to in order to raise the grades? The site will need to be elevated as part of the construction of the site pad. Soils will need to be secured from other locations. The cost estimate provided in Addendum Three includes the costs for soil in the construction of the pad. Feedstock 18 Section 1.3 of the RFP states street sweeping materials will be included in the yard trimmings delivered to the composting facility, are there analytical tests for this material that can be provided? The street sweeping material varies over the course of the year. It is primarily made up of leaves and twigs. There is some small quantity of litter that is also swept. The City can provide a sample of the material if needed. However, the City would not conduct the analysis. All costs, including transportation and analysis would be at the cost of the proposer. The City does not currently have any testing information. Feedstock 19 The pilot report, provided in addendum 1, discusses the processing and destination of the Palo Alto yard trimmings and food scraps, both residential and commercial. Just to clarify, where are the yard trimmings and food scraps collected by Green Waste of Palo Alto currently going? And how are those collected yard trimmings and food scraps utilized? Residential yard trimmings are currently collected curbside in green carts and composted at the Z-Best Composting Facility to be used in agricultural markets. Residential food scraps are not collected with the yard trimmings. They are either placed in the garbage, sent down a kitchen sink grinder, or composted at home. The City does collect residential food scraps from one 670-home neighborhood. The food scraps are manually separated from the yard trimmings by GreenWaste sorters at a material recovery facility in San Jose. The separated food scraps are then composted at Z-Best for use in landscaping compost. CITY OF PALO ALTO RFP NO. 154377 4 of 7 Question and Answers on the Palo Alto Compost Facility RFP from August 13, 2014 through August 15, 2014 Finance 20 The City has acknowledged that capital costs can only be estimated at this time and the true project cost can only be determined after more in depth engineering and CEQA studies are performed. If the estimates come in over $10 million and the additional capital is covered in the Proposer’s tip fee, how will the Proposer’s tip fee be adjusted if actual capital costs come in above or below estimates? If after the final “true” project costs are determined (after geotechnical studies and CEQA etc.) and found to be less than $10m then the tip fee should only be based on the O&M of the facility. If over $10m then the overage should be incorporated into the tip fee and adjusted accordingly. Facility 21 RFP Section 2. Please define "Other guarantees ". RFP Environmental Performance Guarantee The Contractor shall guarantee that the Compost Facility is operated and maintained in compliance with Applicable Law and all Environmental Performance Requirements included in the Contract. It shall include noise, odor, and other required environmental performance guarantees. The expectations for compliance with the environmental guarantees are specified in section 2.6 of the RFP. Feedstock 22 What happens if contamination levels are greater than 5%? RFP Definitions: Contamination rates for food scraps are estimated to be around 5 percent. The City will address this issue with a selected proposer in contract negotiations. The contract may be structured that if the assumed contamination level is exceeded, then City would pay extra for residuals from excess contamination. CITY OF PALO ALTO RFP NO. 154377 5 of 7 Question and Answers on the Palo Alto Compost Facility RFP from August 13, 2014 through August 15, 2014 Feedstock 23 What is the actual % weight or % volume contamination levels? It is difficult to determine contamination levels from this qualitative terminology. FRP 1.3 The City controls two sets of yard trimmings: one, yard trimmings collected primarily from single-family residential refuse service customers in green carts (around 12,000 tons annually) collected by GreenWaste of Palo Alto, which have almost no contamination; and two, City yard trimmings primarily from street sweeping and tree maintenance (around 2,000 tons annually) which contain slightly more contamination due to the composition of the street sweeping materials. The current yard trimmings contamination percentage, which includes curbside and street sweeping tons, is 1 percent by weight. For the pilot area, the only location in Palo Alto where residential food scraps are collected with yard trimmings, the average contamination rate over a year-and-a-half was under 2 percent by weight. Facility 24 Palo Alto Noise Ordinance specifies that measurements are 25' from the source, not at the site boundary as you have stated. Is there an exemption for this facility from the 25' requirement of the ordinance? The RFP specifies 70-85 dB at the property line, as guidance taken from Palo Alto Comprehensive Plan. The enforceable Palo Alto Noise Ordinance is somewhat less restrictive in certain situations. During specified hours, Section 9.10.060 supersedes 9.10.050. Therefore, the Noise Ordinance requirements are, generally, 70 dBA at 25 feet from the source (9.10.060 (a)) and 110 dBA at 25 feet for an individual piece of equipment operated by a City Contractor (9.10.060 (d)). The conditionally acceptable range (70 – 85 dB) listed on p. 2-10 in the RFP is for industrial facilities and comes from Palo Alto’s Comprehensive Plan. It is highly desirable for all measurements within 25 feet to be below 85 dB. However, an individual piece of equipment operated by a City contractor could be 110 dBA as stated in the Noise Ordinance CITY OF PALO ALTO RFP NO. 154377 6 of 7 Question and Answers on the Palo Alto Compost Facility RFP from August 13, 2014 through August 15, 2014 To assure that all Proposers have received each addendum issued, Proposers are required to acknowledge receipt of Addenda by completing the Proposer’s Transmittal Letter. Failure to acknowledge receipt of Addenda may be considered as an irregularity in the bid. Michelle Nolen Contract Administrator City of Palo Alto cc: Matt Krupp, Project Manager CITY OF PALO ALTO RFP NO. 154377 7 of 7 Palo Alto Compost Facility Proposals 22‐Oct‐14 Lead BioMRF GreenWaste of Palo Alto Harvest Power Synergy Design BioMRF Steinberg Architects HMH Tetra Tech Biggs Cardosa Associates GreenWaste of Palo Alto Golder Art‐Tech (Architect) ECS JR Miller Cornerstone Environmental Group Construction Blach Construction Barry Swenson Builders Lyles Construction Overaa Construction Operations Recology GreenWaste of Palo Alto Harvest Power We Care Organics Technology Provider AtzwangerS.p.A ‐ Biotunnel in vessel reactor "no turning technology" ECS (Engineered Compost Systems) Bunkers with  Aerated Static Piles ECS using a micropore covered fabric BDP In‐vessel Composting BacTee Systems (air systems) ProTerra EIR SCS Engineers Douglas Environmental David Powers Golder Ascent Environmental Grassetti Environmental Consulting Permitting SCS Engineers Douglas Environmental GreenWaste of Palo Alto Golder Kennedy Jenks Cornerstone Environmental Group Outreach Tours? Who leads?GreenWaste of Palo Alto (Scott Scholz)Harvest Power Rich Flammer Guarantor Luigi Castelli GreenWaste of Palo Alto Harvest Power Synergy Overaa (construction only) We Care (operations only) Product Marketing Recology GreenWaste of Palo Alto Harvest Power We Care Organics Capacity 17,000 tpy ‐ alt 1 35,000 tpy ‐ alt 2 65 tpd 17,000 tpy 17,000 tpy 21,000 tpy 1,500 tpm Days of operation 5 days a week Yield 6993 tpy compost ‐ alt 1 14891 tpy compost ‐ alt 2 10,000 tpy compost 3,400 tpy woody overs 15,000 cy 50 tpd 117 ypd compost Retention Time 22 days in vessel 40 curing 20 days (stage 1) 40 days (20 days in each secondary composting) 58 days (18 primary retention, 30  secondary, 10 post screening) 20 days active composting 30 days curing Storage 3 days GHG Reduction Alt 1 ‐ 5690 Alt 2 ‐ 12359 7205 MT/year CO2e Construction 282 MT CO2e 4958.25 in avoided GHG (based on a 0.42  coeeficient) 2181.75 MT/year CO2e Construction 521.97 MT CO2e 2070 MT/year CO2e Innovations Green Walls Close up tours Can accept diapers and pet wastes Stormwater capture Humidify the foul air Stormwater capture Rainwater catchment Water needs 2 mgd Staffing (5) Plant Manager, Plant engineer, Scale Operator  (Admin), 2 operators (5) Facility Supervisor, Welder/Mechanic, Loader  Operator, 2 laborers (4) Site Manager, Machine Operator,  Serviceman, Scale Attendant (5) Plant Manager, Lead Operator, Compost  Operator, Head Mechanic, Admin Assistant,  Odor control biofilter biofilter biofilter Exceptions Shifts operational liability to the City Completion date by Sept 2018 City's early termination rights Glass ‐ 0.1 percent contamination by weight Building Biotunnel may be the building  50,000 sqft Concrete Tilt Up Outdoor process area 1,920 sqft admin 8,000 sqft preprocessing 67,000 sqft  80,000 sqft (with biofilter) Pre‐engineered metal building Noise Minimization Enclosed building Low speed shredder Low operating speed fans All equipment is inside a building with mufflers Shredder in a building Shredder is electric Landscaping Note: not all activities are in a building All activities wil be inside a building Electric motor grinder Noise canceling option for the walls Carnahan, David From: Sent: To: Enid Pearson <enidpearson1@gmail,com> Monday, December 01, 2014 9:29 AM Renzet Emily CITY OF PALO ALIO~ QA 'ITX C! ERK'S QEtlliE I t. DEC -I AM 18:1 3 Cc: Subject: Council, City; dprice@padailypost.com; Palo Alto Weekly Bill Johnson; Gennady Sheyner Re: Please put compost issue back on January 12 agenda Dear Mayor Shepherd and Council Members, I totally agree withF ormer Council Member Emily Renzel. My take on all these late Sunday IMonday am notices sent to council just amplifies the current distrust the residents have of council actions. Whatever happened to doing everything possible to make sure the public and voters have every possible chance of understanding council actions? Please put this item back to January 12, 2015. Enid Pearson, former P A Vice Mayor and lifelong environmentalist On Mon, Dec 1,2014 at 8:55 AM, Emily Renzel <marshmama2@att.net> wrote: December 1,2014 Dear Mayor Shepherd and Members of the City Council: In the midst of the Holiday season, we were just informed yesterday, a Sunday, that the Request for Proposals for AEROBIC composting of yard trimmings which had been rescheduled to January 12 has once again been scheduled for December 8 --one week from today. The Staff Report is not out and won't be out until Wednesday night, long after public comment must be submitted to get into the Council packet. This is a very complex and controversial issue which involves (former) parkland and a habitat corridor (See attached photo). It will have ramifications for the Refuse Fund, which is not yet out of the woods financially. I know only that there are three proposals and from what I have seen, one of those did not meet the requirement of being fully enclosed to protect the park from noise and odors. None provided the required elevations showing how the facility will appear from the park, and in particular, the park entrance. I expect that all will be much more expensive than our current regional plan, not saving millions of dollars as voters were promised with Measure E. Please reconsider the decision to return this to the December 8 agenda. It will leave a very messy legacy to future councils for several years and it certainly isn't providing the transparency that Council has been promising. Sincerely, Emily M. Renzel Coordinator, Baylands Conservation Committee 1056 Forest Avenue Palo Alto, CA 94301 Photo taken November 2013 Minor, Beth From: k @ t CITY CLERK'S OFfICE ay c n.com bid t iN PALb Atl~, tlA Sent: To: Wedn~sd~y, December 03, 2014 10:11 AM 14 OEC -3 At1 10: 23 Council, City Subject: Byxbee Park Esteemed members of the city council, I am writing to you regarding Byxbee Park. I was shocked when Palo Altans voted to give up dedicated park land for any reason. Now I am even more surprised to learn that the council plans to hold a public meeting without the benefit of the staff report on the project. I have had questions about all the energy production of this waste com poster that will replace the parkland. Does that possibility actually exist? How will we know without a serious and intensive staff report? I suggest that any meeting or discussions regarding this project be postponed until January when the City has its report ready and the public has had a chance to read it. To discuss this prematurely would appear irresponsible. Please postpone this agenda item to January. Thank you, Kay Culpepper 2121 Amherst St. Sent from my iPhone 1 Minor, Beth From: Sent: To: Subject: Beverly Kobrin <beverlyJewest@gmail.com> Wednesday, December 03, 2014 7:21 AM Council, City byxbee park Pease reschedule the byxbee park matter until January. 1 GUY @F PALO A~'~ r ell I CLERK S (/4JL ~ f ~ DEC -3 AM ,: I 7 Carnahan, David From: Sent: To: Subject: Attachments: Pasted in and also attached. CHY Of PALO ALTO,. GA WTy G' [RH'S OffEEf Emily Renzel <marshmama2@att.net> I ~ DEC -2 PH 8: Ii Tuesday, December 02, 2014 7:54 PM Council, City Please continue Compost RFP or reject the proposals CC 12314.pages; A TTOOOO1.htm and Parks and Recreation Commissions objected to using parkland. It was YOU, the Council, who chose to ignore those recommendations and pursue using parkland. The Measure E initiative used the faulty ARI study to buttress their arguments and clearly implied that Measure E was just to allow the matter to be evaluated financially and environmentally. Now you have before you several proposals, as yet unvetted by the public, and are proposing to move forward despite the fact that common sense suggests that land worth upwards of $7 million/acre (virtually ALL Palo Alto land) is not appropriate for use for common AEROBIC digestion of yard trimmings locally. Once the Staff report becomes available, I will no doubt have more comments. In the interest of transparency, please continue this matter so that the public will have a chance to thoroughly review it and comment. Otherwise just use common sense and reject these proposals. Sincerely, Emily M. Renzel, Coordinat<;lr Baylands Conservation Committee <marshmama2@att.net> Page 1 of2 December 3,2014 Mayor Shepherd and Members of the City Council: Without any information regarding the Staff report and recommendation, it is difficult to try to persuade you that using parkland (albeit undedicated now) for AEROBIC compo sting does not comply with either the intent of Measure E or the many promises that were made to get voters to support it. Here are some examples: Ballot argument: "Measure E offers a financially and environmentally sound alternative to enable the use of 10 acres of the former dump for the exclusive purpose of allowing a facility that converts our organic waste into compost and renewable energy." (emphasis mine) This facility will produce NO energy, renewable or otherwise. In fact it may be a net consumer of energy. Drekmeier eblast August 26, 2011 "If the land becomes available, this would allow Palo Alto the option of building an anaerobic digester, which uses microorganisms in enclosed containers to break down yard trimmings, food scraps and even sewage sludge into renewable energy and compost." (emphasis mine). The first Request for Proposals made it abundantly clear that there does not exist a process which would process all three organics streams. Furthermore, the energy producing and GHG saving portions of the organics could all occur within the Regional Water Quality Control Plant (RWQCP) site, requiring NO parkland. Drekmeier eblast August 26, 2011 "The benefits are: 1) Saving the City about $1 million per year. Refuse rates would be lower than with the alternatives. " NO money is being saved and the ARI feasibility study figures relied upon by Drekmeier et al were for using DRY ANAEROBIC DIGESTION for all three organics streams --a known impossibility at the time ARI did the study and confirmed by responses to the earlier RFP. Furthermore, the volume of yard trimmings to be processed was over-estimated by 50% (21,000 tpy vs. 13,000 tpy). This had the effect of a serious reduction in the projected cost per ton. "2) Producing 1.4 megawatts of biogas (green energy), enough to meet the needs of 1,400 households" NO energy will be produced on the Measure E site, the bulk of which was formerly required landscaping for the RWQCP and is a valuable wildlife habitat corridor. Palo Alto Green Energy Flier Fall 2011 "Instead of burning and trucking our waste away, we could capture its energy and provide significant benefits to our community." NO energy will be captured on the Me~sure E site. "Generate green energy equivalent to the amount used by 1,400 Palo Alto homes" file:11 IC:/U serslbminorl AppData/LocallMicrosoftlWindows/Temporary%20Intemet%20Fil... 12/3/2014 Page 2 of2 No energy will be generated on the Measure E site. "Reduce greenhouse gas emissions by 20,000 tons per year" Over 90% of the greenhouse gas emission reduction occurs by retiring the incinerator --nothing to do with the parkland site. The Zero Waste Task Force recommended a regional approach for yard trimmings. The Blue Ribbon Composting Task Force did not recommend the Measure E site, but rather considered it a very last choice. The Planning & Transportation Commission and Parks and Recreation Commissions objected to using parkland. It was YOU, the Council, who chose to ignore those recommendations and pursue using parkland. The Measure E initiative used the faulty ARI study to buttress their arguments and clearly implied that Measure E was just to allow the matter to be evaluated financially and environmentally. Now you have before you several proposals, as yet unvetted by the public, and are proposing to move forward despite the fact that common sense suggests that land worth upwards of $7 million/acre (virtually ALL Palo Alto land) is not appropriate for use for common AEROBIC digestion of yard trimmings locally. Once the Staff report becomes available, I will no doubt have more comments. In the interest of transparency, please continue this matter so that the public will have a chance to thoroughly review it and comment. Otherwise just use common sense and reject these proposals. Sincerely, Emily M. Renzel, Coordinator Baylands Conservation Committee <marshmama2@att.net> file:1 1 IC:/U serslbminorl AppDataiLocaliMicrosoftiWindows/Temporary%20Intemet%20Fil... 12/3/2014 Minor. Beth From: Sent: To: Subject: Jane Faires <fairesharris@yahoo.com> Wednesday, December 03, 2014 12:02 PM Council, City BYXBEE PARK QiJ Y MP Meb Ali Ot CA CITY CLERK'S OFFleE 14 DEC -3 PH 12: 85 PLEASE ABANDON FUTURE PLANS FOR BYXBEE PARK! LET US ENJOY ITS BEAUTY AS WE NOW CANDO. JANE HARRIS fairesharris@yahoo.com 1 City of Palo Alto (ID # 5127) City Council Staff Report Report Type: Action Items Meeting Date: 12/8/2014 City of Palo Alto Page 1 Summary Title: Management & Professional Compensation Plan Title: Adoption of a Resolution Adopting the 2014-2016 Management & Professional Compensation Plan and a Budget Amendment Ordinance Amending the Table of Organization From: City Manager Lead Department: Human Resources Recommended Motion I move that Council adopt the attached resolution adopting the Compensation Plan for Management and Professional Personnel and Council Appointees effective July 1, 2014 through June 30, 2016(the “Plan”), to: 1) make adjustments to certain under-market salary ranges for market competitiveness; 2) approve a 2% general salary increase effective the pay period including July 1, 2014; 3) approve a 2.5% general salary increase effective the pay period including July 1, 2015; 4) implement flat rate employer contributions to medical premiums; and 5) make additional changes as outlined in the attached Management & Professional Compensation Plan attached as Exhibit 1. I further move that Council adopt the attached ordinance making related amendments to the Table of Organization. Recommendation In keeping with previous Council decisions for SEIU, it is recommended that Council adopt the attached resolution Adopting the Compensation Plan for Management and Professional Personnel and Council Appointees effective July 1, 2014 through June 30, 2016, to: 1) make adjustments to certain under-market salary ranges for market competitiveness, 2) to grant a 2% general salary increase effective the pay period including July 1, 2014; 3) approve a 2.5% general salary increase effective the pay period including July 1, 2015; 4) implement flat rate employer contributions to medical premiums; and 5) make additional changes as outlined in the attached Management & Professional Compensation Plan attached as Exhibit 1. It is further recommended that Council adopt the attached ordinance making related amendments to the Table of Organization. Summary The Management & Professional employee group includes approximately 211 full-time equivalent employees who serve critical roles managing City services, programs, and finances. # 15 City of Palo Alto Page 2 The Management & Professional group does not include police, fire, or utility managers, as they are represented classifications, but it does include the Public Safety Director/Chief of Police, Assistant Chief of Police, Fire Chief, Deputy Fire Chiefs, and Director of Utilities. Recruitment and retention of managers and professionals is key to reaching the City’s goals of providing innovative, effective, high quality work. Offering a competitive compensation plan that brings current salary ranges and benefits within 5% of the market median is necessary to recruit and retain talent. The FY 2015 Plan recommends a 2% salary increase for all employees, effective July 1, 2014, coupled with moving to a flat rate medical contribution effective January 1, 2015 that will save money for the City well into the future, and a 2.5% salary increase for all employees, effective July 1, 2015. The Plan also proposes that the City move 19 under-market classifications within 5% of market median as identified by the 2014 total compensation market study. Background City Council last amended the Plan on June 24, 2013 (ID#3011), which implemented a salary study based on 2011-2012 market data. The City Manager requested that staff update the market comparison in 2014, again based on total compensation, as the comparison data was by then two to three years old. Elements of total compensation include: base salary, health, dental and vision insurance, PERS retirement, retiree medical, leave, and other benefits. A new study was conducted by consultant Segal Waters, commencing February 2014. This study used the same 14 benchmark agencies that reflect Palo Alto’s geographic labor market, comparable agency size and scope of services, including utilities. Benchmark agencies are below: Alameda Anaheim Berkeley Burbank Fremont Hayward Long Beach Mountain View Redwood City Roseville San Jose San Mateo Santa Clara Sunnyvale Overall the study confirmed that, while total compensation for the Management & Professional group remains competitive, some of the City’s base salaries are lower than the comparator market. Insurances and retiree medical benefits, when added to base salaries, bring overall total compensation to the market median. Compensation is considered “competitive” when salaries are between plus or minus five percent of the market median. Considering total compensation, 19 positions – approximately 10% of management positions - are either under market or need to be internally realigned, so the Plan recommends they be brought to within 5% of market median as indicated on the attached salary schedule. Discussion This year the Plan recommends pay adjustments and Health Care funding changes consistent with those provided to SEIU employees in their contract approved in March 2014: City of Palo Alto Page 3  Salary increase – all management & professional classifications will receive a two percent (2%) increase effective the pay period including July 1, 2014 in consideration of the medical plan changes described below.  Salary increase – all management & professional classifications will receive a two and one-half percent (2.5%) increase effective the pay period including July 1, 2015  Effective January 1, 2015, the maximum City contribution toward medical premiums for the Active Employee Health Plan for eligible full time employees will change to a flat rate as opposed to a percentage contribution. This is the same flat rate plan the City implemented for Service Employees International Union (SEIU) employees). The City will contribute up to the following maximum: Employee only $708.00 Employee plus one $1,415.00 Family $1,840.00  In January 2016, the medical flat rate employer contribution will be the same dollar amount as the SEIU future negotiated benefit  Coverage for Domestic Partners – the stipend will be reduced to a flat rate of $245 per month (Same as for SEIU employees).  Dental and vision benefits will change as the City will eliminate dual coverage for married City employees or those with a domestic partner  Alternate Medical Benefit Program benefits will change for married City employees, or those with a domestic partner eliminating eligibility for waiver.   Total Compensation Market Study Adjustments – Nineteen positions will receive a salary range adjustment based on market findings to within 5% of market median.  At-Will Position listing will be updated to include Chief Sustainability Officer; Manager, Community Services Senior Program; Senior Human Resources Administrator; Manager, Planning; Chief Building Official; and, Manager, Fleet.  Other minor changes in the Plan have been made in order to clarify existing benefits, policies or processes, such as performance evaluation ratings tied to metrics, working above classification pay, use of accrued leave during leave of absence, and retirement pension clarification. If adopted by Council, the staff will implement the new salary structure in accordance with the attached salary schedule in two parts: First, effective with the pay period including July 1, 2014, by adjusting the mid-point and range of all classifications in the Management and Professional group to bring the mid-point of the range to the market median, to apply the 2% general wage City of Palo Alto Page 4 increase which also adjusts the mid-point and range of all classifications; second, the 2.5% general wage increase will be applied effective with the pay period including July 1, 2015. Finally, the total compensation market study led Staff to analyze whether certain classifications should be amended or added to the City’s Table of Organization to better reflect the City’s needs and trends in comparator agencies. These changes, along with other changes resulting from a periodic review of the City’s classification system are reflected in the attached ordinance amending the Table of Organization. Resource Impact The incremental cost of the recommended salary and benefits adjustments (over current costs for the existing Plan) over the two year term is approximately $2.5 million. This represents approximately 6.2% of budgeted total compensation (salary and benefits) for the Plan. The total cumulative cost over the two year term of the agreement is approximately $3.7 million. Approximately 68% of these costs are attributable to the General Fund. The Fiscal Year 2015 Adopted Budget includes funding for the recommended 2% salary increase, merit increases, and market adjustments effective July 1, 2014. The recommended 2.5% increase effective July 1, 2015 will be incorporated in the Fiscal Year 2015 Proposed Budget. Attachments:  Attachment A: Resolution Adopting the 2014-2016 Management and Professional Plan (PDF)  Attachment B: Ordinance Amending the Table of Organization (PDF)  Attachment C: Redline Version of Management Comp Plan 12-3-14 (DOCX)  Attachment D: Redline Version of Salary Schedule (PDF) NOT YET APPROVED ORDINANCE NO. _____ Ordinance of the Council of the City of Palo Alto Amending the Table of Organization for Fiscal Year 2015 to Reflect New and Amended Classifications The Council of the City of Palo Alto does ORDAIN as follows: SECTION 1. The Council of the City of Palo Alto finds and determines as follows: A. As part of its Budget Amendment Ordinance No. 5255 adopting the Fiscal Year 2015 Budget, Council adopted the Fiscal Year 2015 Table of Organization. B. Based on the market comparison study for unrepresented Management and Professional classifications and based on periodic review of the City’s classification system, the Council wishes to add new classifications and amend the titles of existing classifications in the Table of Organization to better reflect the needs and structure of the City. SECTION 2. The Table of Organization shall be modified as provided in Exhibit “1”. SECTION 3. As provided in Section 2.04.330 of the Palo Alto Municipal Code, this ordinance shall become effective upon adoption. SECTION 4. The Council finds that adoption of this ordinance is not a project under the California Environmental Quality Act and, therefore, no environmental impact assessment is necessary. // // // // // // // // 141204 sh 0140128 1 NOT YET APPROVED SECTION 5. This ordinance shall be effective on the thirty-first day after the date of its adoption. INTRODUCED: PASSED: AYES: NOES: ABSENT: ABSTENTIONS: ATTEST: ____________________________ ____________________________ City Clerk Mayor APPROVED AS TO FORM: APPROVED: ____________________________ ____________________________ City Attorney City Manager ____________________________ Director of Community Services ____________________________ Director of Administrative Services 141204 sh 0140128 2 NOT YET APPROVED EXHIBIT 1 Management/Professional Compensation Plan Changes – Effective July 1, 2014 Job Code Classification Title Grade Code Midpoint Hourly Midpoint Approx. Annual Max Hourly 115 Assistant Building Official Archive position 118 Chief Building Official Grade change TBD 71.36 148,429 85.64 82 Chief Transportation Official Grade change TBD 67.10 139,568 80.52 111 Assistant Fire Chief Archive position 95 Manager Purchasing & Contract Administration Title change to “Chief Procurement Officer” 20 Deputy Fire Chief Market adjustment 110A 78.96 164,237 94.76 99 Deputy City Auditor Archive position 55 Deputy City Manager Archive position TBD Director Public Safety Archive position 123 Division Manager Cubberly Center & Human Services Archive position 172 Division Manager Open Space Title change to “Division Manager Open Space, Parks and Golf" 1012 Director Development Services 145A 79.05 164,424 94.86 69 Legal Services Administrator Archive position 57 Manager Investments Debts & Projects Archive position 26 Senior Project Engineer Title change to “Manager Parking" 198 Manager Risk & Benefits Archive position 86 Urban Forester Title change to “Manager Urban TBD 54.12 112,570 64.95 141204 sh 0140128 3 NOT YET APPROVED Forestry" and grade change TBD Principal Business Analyst New position TBD 64.31 133,765 77.18 2003 Principal Management Analyst Grade change TBD 64.03 133,182 76.84 77 Project Manager Archive position 166 Public Safety Manager I Title change to “Public Safety Program Manager" and grade change 585M 46.51 96,741 55.82 2009 Project Manager Trees Title change to “Project Manager” 2012 Public Safety Manager II Title change to “Public Safety Communications Manager" and grade change 540M 48.86 101,629 58.64 74 Safety Officer Archive position TBD Senior Business Analyst Reinstate position 420M 55.92 116,314 67.11 70 Staff Assistant to the City Manager Archive positions 174 Supervisor Public Works Archive position 62 Supervisor Recycling Program Archive position 187 Senior Engineer Market adjustment/grade change 300M 64.11 133,349 76.94 157 Senior Human Resources Administrator Grade change TBD 47.50 98,800 57.00 TBD Manager Human Services Grade change 540M 48.86 101,629 58.64 78 Manager Library Services Grade change TBD 45.93 95,534 55.12 92 Manager Maintenance Operations Grade change TBD 51.54 107,203 61.85 93 Manager Environmental Control Market adjustment 435M 55.80 116,064 66.96 161 Supervisor Facilities Management Market adjustment 600M 45.48 94,598 54.58 51 Manager Planning Market adjustment 435M 55.86 116,189 67.04 141204 sh 0140128 4 CITY OF PALO ALTO COMPENSATION PLAN Management and Professional Personnel And Council Appointees Compensation plan eEffective July 1, 20142 through June 30, 201562014, except where specifically noted. 2 1 COMPENSATION PLAN FOR THE CITY OF PALO ALTO Management and Professional Personnel As used in this Plan, the term “Management and Professional” refers to all employees, including Confidential employees, previously classified as “Management and Confidential” by the City. This group will hereafter be identified as “Management and Professional” personnel. SECTION I. COMPENSATION This section applies to all management and professional employees and does not include Council Members or Council-appointed officers. Each Council-appointed officer shall be the responsible decision-maker under this Plan for those employees in departments under his/her control. A. MANAGEMENT AND PROFESSIONAL COMPENSATION POLICY The City's policy for management and professional compensation is to establish and maintain a general structure based on marketplace norms and internal job alignment with broad compensation grades and ranges. Structures and ranges will be reviewed and updated as necessary based on marketplace survey data, internal relationships, and City financial conditions. Individual compensation adjustments will be considered by the Council-appointed officer based on (1) performance factors including achievement of predetermined objectives; (2) pay structure adjustments; and (3) City financial conditions. B. BASIC PLAN ELEMENTS 1. Structure. The compensation plan includes separate multi-grade structures for both management and professional employees. Each grade will have a salary range with a mid-point which is 20% above the minimum, and 20% below the maximum of the range.. All management and professional positions will be assigned an appropriate pay grade based on salary survey data and internal relationships. Actual salary within the range is determined by experience and performance. Competitive marketplace studies will be conducted as needed by surveying a maximum of 14 organizations similar to Palo Alto in number of employees, funding mechanisms, population and services provided. These studies will focus on total compensation for management positions such as first line supervisors, administrative, confidential, professional and top management. Periodically, studies will include position-by-position comparisons using market research and internal equity data. The results of these studies may indicate that the entire pay grade structure be adjusted, that individual positions be reassigned to different pay grades, or that no change takes place. Such adjustments will only affect the salary administration framework. No individual salaries will be automatically changed because of structural adjustments. 2 A department director may request that HR reevaluate a job or jobs in his or her department based on significant and permanent changes in job content. In doing so the director will supply needed information and will provide a position description questionnaire as requested. The Chief People Officer will respond to such requests within his or her discretion. 2. Compensation Adjustment Authorization. In consultation with feedback received from the Management and Professional Compensation Committee, the City Manager may propose as part of the budget process for Council approval of a compensation adjustment based on (1) competitive market data, (2) changes in internal position relationships, (3) the City's ability to pay, and (4) a recommendation received from the Chief People Officer. For fiscal year 2013 the compensation adjustment to mid-point shall be three percent (3%) effective the pay period including October 6, 2012 Effective the first pay period following Council adoption of this plan all classifications will receive a two percent (2%) salary increase in consideration of the medical changes described in section XXH. of this Plan, retroactive to the pay period including July 1, 2014. Effective the pay period including July 1, 2015, all classifications will receive a two and one-half percent (2.5%) salary increase. In years when there is an adjustment to mid-point, this adjustment will be available for those management/professional employees who have received an overall rating of "meets"or "exceeds" expectations on their annual review and who have not been on a performance improvement plan during the preceding fiscal year. Nothing herein shall preclude an employee's manager from awarding a mid-point adjustment increase to an employee on a performance plan at a later date should employee's performance improve. a) Base Compensation. Compensation for management and professional employees includes bi-weekly base salary and is paid on a continuing basis. On a fiscal year basis, the bi-weekly base salary must fall within pay grade limits of no less than 20% below the mid-point and no more than 20% above the mid-point. Base salary increases are earned and authorized in accordance with administrative guidelines based upon growth within the position and performance, which must meet or exceed position standards defined through the performance planning and appraisal process described in subsection b below, the salary structure and the City’s ability to pay. Management/professional employees who have received an overall rating of "Meets", “Higher” or "Exceeds" expectations on their annual review and who have not been on a performance improvement plan during the preceding fiscal year will be eligible for an adjustment to base compensation. Nothing herein shall preclude an employee's manager from awarding a mid-point adjustment increase to an employee on a performance plan at a later date should employee's performance improve. b) Performance Planning and Appraisal. Performance appraisals will be conducted at the end of each fiscal year during the months of July through September 30 each year prior to 3 determining individual employee fixed compensation. This process includes both review of previous performance plan and preparation of the performance plan for the next planning period (usually the fiscal year). Performance plans are jointly prepared by the employee and supervisor with the concurrence of the department head or Council-appointed officer. The performance plans shall contain measurable objectives which place special emphasis on position description duties or specific assignments. Progress toward meeting objectives shall be monitored periodically. The performance appraisals should be implemented in a manner that will achieve the following objectives:  Define the employee’s job duties and expected level of performance for the next review period to ensure that both the employee and supervisor have a clear understanding of the employee’s role and responsibilities;  Evaluate and document past performance to serve as a basis for establishing and obtaining future performance standards/objectives;  Facilitate two-way communication and understanding between the employee and his or her supervisor;  Counsel and encourage employees to work toward a learning development plan and realize their full potential;  Establish future work plan objectives. Work plans should include job related projects or special goals related to regular job duties when applicable. At the conclusion of the fiscal year (or review period), supervisors shall make a final determination of the overall performance rating. Recommendations shall be forwarded to department heads and to the Chief People Officer or appropriate Council appointed officer who will then determine individual fixed adjustments according to the provisions of the compensation plan. Each department will ensure that metrics tie to the performance appraisal. This The performance planning and appraisal process should be completed by September 30. C. MANAGEMENT AND PROFESSIONAL COMPENSATION ADJUSTMENT AUTHORIZATION 1. Council-appointed officers are authorized to pay salaries in accordance with this plan to non-Council-appointed management and professional employees in an amount not to exceed the aggregate of approved management and professional positions in the Table of Organization for the applicable fiscal year. 2. Individual management and professional compensation authorized by a Council-appointed officer under the Management and Professional Compensation Plan may not be less than 20% below nor more than 20% above the mid-point for the individual position grades authorized in Salary Schedule attached. 3. The Council-appointed officers are authorized to establish such administrative rules as are necessary to implement the Management and Professional Salary Plan subject to the 4 limitations of the approved compensation adjustment authorization and the approved grade and mid-point structure. 4. Notwithstanding any other provision of this Compensation Plan, in the event a downward adjustment of a position grade assignment indicates a reduction in the established salary of an individual employee, the Council-appointed officer may, if circumstances warrant, continue the salary for such employee in an amount in excess of the revised grade limit for a reasonable period of time. Such interim salary rates shall be defined as "Y-rates." Employees in “Y-rated” positions shall not be eligible for any increase to base salary unless and until the amount of the “Y-rated” salary is equal to or less than the published pay rates. Employees assigned to work above class duties shall not be eligible for “Y-rated” pay on conclusion of a work above class assignment. SECTION II. SPECIAL COMPENSATION This section applies to all eligible regular management and professional positions including Council Appointed Officers as applicable and including Council Members where indicated. Eligibility shall be in conformance with the Merit Rules and Regulations and Administrative Directives issued by the City Manager for the purposes of clarification and interpretation. A. OVERTIME Compensation for overtime work shall be in conformance with the Merit Rules and Regulations and Policies and Procedures. B. IN LIEU HOLIDAY PAY Employees who work a schedule where a regular day off falls on a holiday will be paid for the hours they would have normally worked on that day. If the holiday falls on a non-workday for an exempt employee, the employee may, with supervisory approval, take another day off within the pay period or the following pay period. C. WORKING OUT OFABOVE CLASSIFICATION PAY Where management and professional employees, on a temporary basis, are assigned to perform all significant duties of a higher classification for a period of one month or more, the City Manager may authorize payment within the range of the higher classification for the specified time frame. Working above classification will not to exceed six months, unless renewed at the discretion of the City Manager. On expiration of that timeframe, working above classification pay will cease and the employee will return to his or her former pay level. Working above classification out of class pay is normally not to exceed 10% more than the employee’s current salary and shall be documented on a Personnel Action Form, with a description of the additional duties in the higher classification to be performed and an end date. 5 D. STAND-BY PAY Employees eligible for overtime may be entitled to stand-by pay, approved by the City Manager on a case by case basis, in extreme circumstances involving unavailability of non- management staff. Compensation is as follows: Monday through Friday $40 per day Saturday, Sunday, Holidays $58 per day E. CALL OUT PAY Effective pay period beginning February 26, 2011, Exempt management and professional classifications will be compensated for Call Out as outlined below with Management approval (and will not be eligible for overtime pay). Call Out applies when: (1) an employee previously left City premises, (2) is called back to the work location outside of regularly scheduled working hours, and (3) the Call Back is for an emergency arising out of situations involving real or potential loss of service, property or personal danger. Employees called back will be expected to respond directly to the location of the problem. Compensation is per Call Out as reported on timecard and will be paid as follows: Monday through Friday: $140 per day Saturday and Sunday: $200 per day F. NIGHT SHIFT PREMIUM Night shift differential shall be paid at the rate of five percent (5%) to regular full-time employees who are regularly assigned to shift work between 6:00 p.m. and 8:00 a.m., or to employees who are temporarily assigned to work a full shift between 6:00 p.m. and 8:00 a.m. G. UNIFORM PURCHASE PLAN - SWORN POLICE, FIRE PERSONNEL, and OPEN SPACE PERSONNEL Uniforms, including cleaning, will be provided with replacement provisions on an as-needed basis in conformance with department policy. H. GROUP INSURANCE 1. Effective Date of Coverage for New Employees For newly-hired regular employees coverage begins on the first day of the month following date of hire for the health plan, dental plan, vision care plan, long term disability and life insurance plans if these benefits are elected. 2. Active Employee Health Plan 6 a) For health coverage in calendar year 2014, Bbased on an employee’s family status, participating employees will contribute 10% of the premium cost for the employee- selected plan and the City shall pay up to 90% of the monthly medical premium for the second most expensive plan among the existing array of plans available during the term of this compensation plan on behalf of eligible employees (including Council Appointed Officers and Council Members) and dependents, except as provided in section b, below.that the total maximum City contribution shall not exceed 90% of the second highest plan. Eligible dependents, under current law, include spouses, children under the age of 26 and never married (natural, adopted, or stepchildren), economically dependent children, and domestic partners registered with the Secretary of State. If PERS changes the plans it offers, the City will continue to provide an equivalent benefit at an equivalent cost. b) Effective in the pay period including October 6, 2012, participating employees will contribute 10% of the premium cost for the employee-selected plan, and the City shall contribute 90%, with a maximum City contribution of 90% of the second highest plan. c) Health coverage beginning January 1, 2015. Beginning January 1, 2015 the maximum City contribution towards medical premiums for eligible full time employees per employee category shall be up to a maximum of the following for any plan: Medical Premium Category PEMHCA contribution* Additional City Contribution 2015 Up to a Total Maximum City Contribution Effective January 1, 2015 Employee only $122.00 $586.00 $708.00 Employee plus one $122.00 $1293.00 $1415.00 Employee Family $122.00 $1718.00 $1840.00 *The PEMHCA minimum changes per statutory determination. Any increases to the PEMHCA minimum during the term of this plan will result in a corresponding decrease to the amount of the additional City contribution, so that the total maximum City contribution never exceeds the amount listed in the “Total Maximum City Contribution” columns above. d) For health coverage beginning January 1, 2016, the City’s contribution to medical premiums will be the same contribution that the City makes for employees in the unit represented by SEIU. Formatted: List Paragraph, Numbered + Level: 1 + Numbering Style: a, b, c, … + Startat: 1 + Alignment: Left + Aligned at: 0.25" +Indent at: 0.5" Formatted: Font: Calibri, 11 pt, Font color:Custom Color(RGB(31,73,125)), Not Highlight Formatted: Font: Calibri, 11 pt, Font color:Custom Color(RGB(31,73,125)) Formatted: Indent: Left: 0.75", No bullets ornumbering 7 e) The City’s total maximum contribution towards medical premiums for eligible part time employees shall be prorated based on the number of hours per week the part-time employee is assigned to work. . c)f) City medical premium contributions will be prorated for part-time employees based on the number of hours per week the part-time employee is assigned to work. b)g) Coverage For Domestic Partners 1) Domestic Partnership Registered with the California Secretary of State: Employees may add their domestic partner as a dependent to their elected health plan coverage if the domestic partnership is registered with the Secretary of State and will be eligible for the Alternative Medical Benefit Program in paragraph 3 below. 2) Domestic Partnership Not Registered with the California Secretary of State: Domestic partners who meet the requirements of the City of Palo Alto Declaration of Domestic Partnership, and are registered with the Human ResourcesPeople Strategy and Operations Department, will be eligible for a stipend of two hundred and eighty four dollars ($284.00) per month toward the cost of an individual health plan.reimbursement of the actual monthly premium cost of an individual health plan, not to exceed the maximum monthly City employer contribution for one-party coverage under the CalPERS Health Benefits Program (or PORAC if a safety department employee) for an employee covered under this agreement. Evidence of premium payment will be required with request for reimbursement. e) PERS Choice Reimbursement Plan Will be eliminated effective January 1, 2013. Management and Professional personnel enrolled in the PERS Choice medical plan may submit a request for payment, as specified below, for non-covered medical expenses, incurred during the period of January 1, through December 31, of the plan year, that exceed $2,500. The maximum annual reimbursement amount provided under this program is:  $700 for employees enrolled in the Employee-Only category;  $900 for employees enrolled in the Employee and One Dependent category, and  $1,100 for employees enrolled in the Family category. Any amounts reimbursed to an individual under this program would be included in the employee’s gross income and is not PERSable. This program shall only reimburse employees for medical expenses that are not reimbursed through any other means and meet the definition in Section 213(d) of Formatted: Font: +Body (Calibri) Formatted: Numbered + Level: 1 +Numbering Style: a, b, c, … + Start at: 1 +Alignment: Left + Aligned at: 0.25" + Indentat: 0.5" 8 the Internal Revenue Code. (Examples of eligible expenses include medical plan deductibles and co-payments, prescription drugs, dental care, hearing care, and vision care.) However, in order to have any expenses reimbursed under this program, the employee must have allocated 100% ($2,500.00) of their 2010 calendar Excess Benefit funds into the Medical FSA option during the election that occurred in December 2009. In addition, all such reimbursements from the Excess Benefit Program must have been solely for medical expenses, as defined by Section 213(d) of the Internal Revenue Code. If the employee has designated his/her Excess Medical funds for any other qualifying expenses (i.e. dependent care, Professional Development, Deferred Compensation contributions), the employee would not be eligible for reimbursement under this program. Employees may submit a final claim for the 2012 plan year’s expenses during January. Any amounts remaining from the PERS Choice reimbursement plan after the claims for the plan year had been processed shall be forfeited. 3. Alternative Medical Benefit Program If a regular employee and/or the employee’s dependent(s) are eligible for and elect to receive medical insurance through another non- City of Palo Alto employer-sponsored or association medical plan, the employee may choose to opt for alternative medical insurance coverage through the other employer-sponsored or association plan and waives his/her right to the City of Palo Alto’s medical insurance and coverage for same individuals. Employees electing alternative coverage and no City coverage will receive cash payments in the amount of 90% of the average monthly premium for one party, which is $284.00. Examples of waivers eligible for this payment are: • Employee waives all applicable City medical coverage; or • Employee is eligible to enroll his or her spouse or register his or her domestic partner with the California Secretary of State and waives medical coverage for the spouse or domestic partner; or • Employee has additional eligible dependents and waives family-level medical coverage. Participation must result in a health insurance cost savings to the City and payments per employee shall not exceed a total of two hundred eighty four dollars ($284.00) per month. To participate in the program the employee and dependents must be eligible for coverage under PEMHCA medical plans, complete a waiver of medical coverage form, and provide proof of eligible alternative medical coverage. When a City employee is married to or has a registered domestic partner with the California Secretary of State with another City employee, each shall only be eligible once (as an individual or as a spouse of the other City employee, but not both) and not eligible for a waiver. Payments will be made in the employee’s paycheck beginning the first month following the employee’s completion of the waiver form. Payments are subject to state and federal taxes and are not considered earnings under PERS law. Employees are responsible for notifying the City of any change in status affecting eligibility for this program (for example, life changes 9 affecting dependent’s eligibility for medical coverage through the employee) and will be responsible for repayment of amounts paid by the City contrary to the terms of this program due to the employee’s failure to notify the City of a change in status. 4. Retiree Health Plan a) Employees Hired Prior to January 1, 2004 Monthly City-paid premium contributions for a retiree-selected health plan through the CalPERS Health Benefits Program will be made as provided under the Public Employees” Medical and Hospital Care Act. The City’s monthly employer contribution for each employee retiring on or after January 1, 2007 and prior to March 31, 2011 shall be the amount necessary to pay for the cost of his or her enrollment in a health benefits plan up to the monthly premium for the second most expensive plan offered to management and professional personnel during the contract term (among the existing array of plans.) The City’s contribution for an employee hired before January 1, 2004 who retires on or after March 30, 2011 shall be the same contribution amount it makes from time to time for active City employees. b) Post – 1/1/04 Hires For those Management and professional employees hired after January 1, 2004, the PERS law vesting schedule set forth in Government Code section 22893 will apply. Under that law, an employee is eligible for 50% of the specified employer health premium contribution after ten (10) years of service credit, provided at least five (5) of those years were performed at the City of Palo Alto. After ten (10) years of service credit, each additional service credit year increases the employer contribution percentage by 5% until, at 20 years’ service credit, the employee will be eligible upon retirement for 100% of the specified employer contribution and 90% of their dependent coverage. The City of Palo Alto’s health premium contribution for eligible post – 1/1/04 hires shall be the minimum contribution set by PERS under section 22893 based on a weighted average of available health plan premiums. 5. Dental Plan a) The City shall pay covered plan charges on behalf of all eligible employees and dependents. (Domestic partners who are either registered with the Secretary of State or who meet the requirements of the City of Palo Alto Declaration of Domestic Partnership, and are registered with the Human Resources Department are considered dependents under the plan.) Benefits for regular part-time employees hired or assigned to a part-time schedule will be prorated in accordance with his/her percentage of a full- time work schedule. 10 b) The City’s Dental Plan provides the following:  Maximum Benefits per Calendar Year- $2,000 per person  Lifetime Maximum for Orthodontics- The City will pay up to $2,000.00 for orthodontia coverage (not included in annual dental maximum)  Major Dental Services 50% UCR*  Orthodontics 50% UCR*  Basic Benefits (All other covered services) First Calendar Year of Eligibility 70% UCR* Subsequent Calendar Years 70%-100% *Usual, Customary, and Reasonable  Composite (tooth covered) fillings for posterior teeth For each dental plan member, the percentage of coverage for basic benefits will begin at 70% for the first calendar year of coverage and increase by 10% (up to a maximum of 100%) effective the first day of the next calendar year as long as the member utilizes the plan at least once during the current year. Per the Delta Dental contract effective October 1, 2005, if the member does not utilize the plan during the current year, the percentage of coverage for the next calendar year shall remain unchanged from the current year. If a dental plan member ever loses coverage under the plan, the applicable percentage of coverage for basic benefits provided during any future period of coverage will commence at 70% as if the dental plan member was a new enrollee. Examples of when a member might lose coverage under the plan would include:  Employee goes on an unpaid leave of absence and elects not to pay the required dental premiums for his/her family’s coverage during the leave.  Employee elects to drop one or more covered dependents from the plan during an open enrollment period so that they might be covered on a spouse’s non- City of Palo Alto dental plan. 6. Basic Life Insurance The City shall provide a basic group term life insurance with Accidental Death and Dismemberment (AD&D) coverage, in an amount equal to the employee's annual basic pay (rounded to the next highest $1,000) at no-cost to the employee. AD&D pays an additional amount equal to the employee’s annual basic pay (rounded to the next highest $1,000). 7. Supplemental Life And AD&D Insurance An employee may, at his/her cost, purchase additional life insurance and additional AD&D coverage equal to one- or two-times his or her annual salary. The maximum amount of life insurance available to the employee is up to $325,000 and the maximum amount of AD&D coverage available is up to $325,000. 11 8. Long Term Disability Insurance a) The City shall provide long term disability (LTD) insurance with a benefit of 2/3 monthly salary, up to a maximum benefit of $10,000 per month. The City shall pay the premium for the first $6,000 of base monthly salary. For employees whose base monthly salary exceeds $6,000, the employee shall pay the cost of the required premium based upon their monthly salary between $6,000 and $15,000. b) For employees whose base monthly salary exceeds $6,000 and who have no eligible dependents covered under the City’s medical, dental or vision plans, the City will pay up to $17.50 per month towards the employee’s cost for LTD coverage. 9. Vision Care a) The City shall provide vision care coverage for employee and dependents. Coverage is administered by Vision Service Plan (VSP). The plan provides an exam every 12 months; lenses every 24 months; frames every 24 months, all subject to a $20 co-payment as defined in the Vision Services Benefits Plan A schedule. Benefits for regular part-time employees will be prorated as follows: Employees hired after January 1, 2004, who will work less than full time, will receive prorated premium costs for vision benefits in accordance with his/her percentage of a full-time work schedule. Vision benefits for regular part-time employees hired or assigned to a part-time schedule will be prorated in accordance with his/her percentage of a full- time work schedule. b) Effective July 1, 1996, dependents include eligible domestic partners who are either registered with the Secretary of State or who meet the requirements of the City of Palo Alto Declaration of Domestic Partnership, and are registered with the Human Resources Department. 10. Dual coverage for dental and vision benefits. When a City employee is married to or has a registered domestic partner with the California Secretary of State with another City employee, each shall only be covered only once (as an individual or as a spouse of the other City employee, but not both) and dependent children, if any, shall be covered by only one spouse. I. EMPLOYEE ASSISTANCE PLAN The Employee Assistance Plan (EAP) provides employees with confidential personal counseling, work and family related issues, eldercare, substance abuse, etc. In addition, EAP programs provide a valuable tool for supervisors to refer troubled employees to professional outside help. This service staffed by experienced clinicians is available to employees and their dependents by calling a toll-free phone line 24 hours a day, seven days a week. Guidance is also available online. Formatted: Indent: Left: 0.25", Don't adjust space between Latin and Asian text 12 J. SAFETY DIFFERENTIALS 1. Police Department - Personnel Development Program Pursuant to administrative rules governing eligibility and qualification, one of the following differentials, whichever is higher, may be granted to sworn police personnel:  P.O.S.T. Intermediate Certificate: five percent (5%) above base salary  P.O.S.T. Advanced Certificate: seven and a half (7 ½%) above base salary 2. Fire Department - EMT Differential Pursuant to administrative rules governing eligibility and qualification, the following differential may be granted to sworn Fire personnel:  EMT Differential: three percent (3%) above base salary K. MANAGEMENT and PROFESSIONAL BENEFIT PROGRAM Management and professional employees are eligible for Sections 1, 2, 3, and 4 of the Management Benefit Program. City Council Members are eligible for Section 3 only. 1. Professional Development - Reimbursement The purpose of this program is to provide employees with resources to improve and supplement their job and professional skills. Reimbursement for authorized self- improvement activities may be granted each management and professional employee up to a maximum of five hundred dollars ($500) per fiscal year. A departmental training fund of one thousand dollars per employee ($1,000) will be established for subject matter, leadership or other training that the Department Director identifies as a need for employees within that Department. The following items are eligible for reimbursement: a) Civic and professional association memberships b) Conference participation and travel expenses, which must occur within the compensation plan period. 13 c) Educational programs, books and videos, and tuition reimbursement designed to maintain or improve the employee's skills in performing his or her job or future job opportunities, should support the City’s mission or be necessary to meet the educational requirements for qualification for employment. Permissible educational expenses are refresher courses, courses dealing with current developments, academic or vocational courses, as well as the travel expenses associated with the courses as defined by the City’s travel expense report from the Policy & Procedures Manual Section 1-02 ASD. d) Professional and trade journal subscriptions not to exceed 12 months. e) Approval will be at discretion of department head and signature is required on reimbursement form. Amounts under this professional development program will be pro-rated in the first year of employment or promotion into a position covered by this Compensation Plan 2. Physical Examinations All management and professional employees are eligible to receive an annual physical examination as follows: a) Use the periodic health exam benefit as provided under the PERS Health Plan option you have selected. Each of the PERS Health Plans provides for a periodic physical examination. The examination must be performed by your primary care physician—unless he/she refers you to another physician. b) The types of tests and the frequency of the tests cannot exceed AMA guidelines. The guidelines are a suggested minimum based on research studies concerning preventative care. The judgment of your physician is the final determinant for your care. c) Any additional necessary asymptomatic tests that are required by your physician that are not covered by your health plan, will be reimbursed by the City. Any symptomatic tests will be covered under your PERS Health Plan. The Reimbursement for Periodic Physical Exam Form is available on the Human Resources Intranet site. This benefit will not be pro-rated. 3.2. Excess Benefit This benefit is designed to meet the requirements of Section 125 of the Internal Revenue Code, with exception of Gym or Health Club Membership. Every calendar year, each 14 employee will be provided with $2,500 that they can designate among the following options, subject to caps pursuant to IRS regulations: a) Medical Flexible Spending Account (Medical FSA). Provides reimbursement for excess medical/dental/vision, or expenses that are incurred by employees and their dependents which are not covered or reimbursed by any other source, including existing City-sponsored plans. This includes prescribed medications and copayments as well as over-the-counter drugs, including: antacids, allergy medicines, pain relievers and cold medicines. However, nonprescription dietary supplements (e.g. vitamins, etc.) toiletries (e.g. toothpaste), cosmetics (e.g. face cream), and items used for cosmetic purposes (e.g. Rogaine) are not acceptable. b) Dependent Care Flexible Spending Account (Dependent Care FSA). Provides reimbursement for qualified dependent care expenses under the City's Dependent Care Assistance Program (DCAP), subject to the following limits: Dependent care expenses will be reimbursed only to the extent that the amount of such expenses reimbursed under this Management Benefit Program, when added to the amount (if any) of annual dependent care expenses that the participant has elected under the City's Flexible Benefits Plan, do not exceed the maximum permitted under the DCAP. 1) The annual amount submitted for reimbursement cannot exceed the income of the lower-paid spouse. 2) The expenses must be employment-related expenses for the care of one or more dependents who are under 13 years of age and entitled to a dependent deduction under Internal Revenue Code section 151(e) or a dependent who is physically or mentally incapable of caring for himself or herself. 3) The payments cannot be made to a child under 19 years of age or to a person claimed as a dependent. 4) If the services are provided by a dependent care center, the center must comply with all state and local laws and must provide care for more than six (6) individuals (other than a resident of the facility). 5) Dependent care expenses not submitted under this section are eligible under the City Dependent Care Assistance Plan (DCAP). However, the maximum amount reimbursed under DCAP will be reduced by any amount reimbursed under the Excess Benefit Plan. c) Non-taxable Professional Development Spending Account. Provides reimbursement for Non-Taxable professional development expenses (e.g., job-related training and 15 education, seminars, training manuals, etc.) to the extent they are not paid or reimbursed under any other plan of the City. d) Gym or Health Club memberships. Provides reimbursement for annual or monthly memberships, including personal trainers. Reimbursement of this expense is taxable to the employee. e) Deferred Compensation. Provides a one-time contribution to the employee’s City- sponsored 457 Deferred Compensation plan with either ICMA-RC or the Hartford. Amounts designated by employees to either the Medical FSA, Dependent Care FSA, or Professional Development options are done so on a “use –it-or-lose-it” basis. This means that any amounts designated and not used by the end of the calendar year (or end of the extended grace period for the medical FSA) will be forfeited by the employee and returned to the plan. Specified amounts under this benefit will be applied on a pro-rata basis for employees who are part-time or who are in a management or professional pay status for less than the full fiscal year. Such benefits will be pro-rated in the first year of employment (based on hire date) but will not be pro-rated upon separation of employment. L. LEAVES 1. Sick Leave a) Sick leave shall be accrued bi-weekly provided the employee has been in a pay status for 50% or more of a bi-weekly pay period. Sick leave shall be accrued at the rate of 3.7 hours per bi-weekly pay period for those employees working a 40-hour duty schedule. Those assigned work schedules which are greater or lesser than 40 hours will accrue sick leave at the ratio of their work schedule to 40 hours. b) Employees may use up to 20 hours of sick leave per calendar year for personal business. The scheduling of such leave is subject to the approval of the appropriate level of Management. c) Employees leaving the municipal service shall forfeit all accumulated sick leave, except as otherwise provided by law and by Section 609 of the Merit Rules and Regulations. In the event that notice of resignation is given, sick leave may be used only through the day which was designated as the final day of work by such notice. d) Employees that were hired before December 1, 1983 and who leave the municipal service in good standing, or who die while employed in good standing by the city, and who have 15 or more years of continuous service shall receive compensation for unused sick leave hours in a sum equal to two and one-half percent (2½%) of their unused sick leave hours multiplied by their years of continuous service and 16 their basic hourly rate of pay at termination. Full sick leave accrual will be paid in the event of termination due to disability. See Merit System Rules and Regulations, Chapter 6, Section 609. e) Up to nine (9) days of sick leave per calendar year may be used for illness in the immediate family, including a registered domestic partner. f) Management and Professional employees eligible, as specified above if hired before December 1, 1983, to be compensated for sick leave may annually convert sick leave hours in excess of 600 to cash or deferred compensation, according to the formula set forth above, up to a maximum of $2,000 per fiscal year. g) In accordance with the City Merit Rules and Regulations, a new employee may, if necessary, use up to 48 hours or shift equivalent of sick leave at any time during the first six (6) months of employment. 2. Management Annual Leave a) Exempt Employees Regular management and professional employees will be credited with 80 hours of annual leave. This leave is granted in recognition of the extra hours Management and Professional employees work over their regular schedule. This leave may be taken as paid time off, added to vacation accrual (subject to vacation accrual limitations), taken as cash or taken as deferred compensation. When time off is taken under this provision, 10-hour shift workers will receive one shift off for each 8 hours charged; 24-hour shift workers will receive one-half (½) shift off for each 8 hours charged. In 2012, the City will be transitioning transitioned this benefit from a fiscal to calendar year basis for administrative purposes. Therefore, on July 1, 2012, employees will be credited with 40 hours of annual leave for the period of July 1 to December 31, 2012. Beginning in 2013 and each calendar year thereafter, employees will be credited with 80 hours of management annual leave. Entitlement under this provision will be reduced on a prorated basis for part-time status, or according to the number of months in paid status during the year; employees who have used more than the pro-rated share at the time they leave City service shall be required to repay the balance or have it deducted from their final check. Unused balances as of the end of the year will be paid in cash unless a different option as indicated above is elected by the employee. b) Non-Exempt Employees 17 Based on an audit recommendation to eliminate payment of overtime as well as management leave for non-exempt employees in the management group, the City is transitioning away from providing management leave to non-exempt employees. As part of the transition, and in order to minimize impacts to current employees, the City will phase-out elimination of the 80 hours of management leave for all current non-exempt Management and Professional employees (those eligible to earn overtime). Continuing through Fiscal year 2013-2014, there will be no change to management leave benefits for current employees; these employees will maintain their 80 hours of management leave and also receive pay for any overtime hours worked. Beginning on July 1, 2014 all employees in non-exempt positions will receive overtime pay for hours actually worked, but will no longer receive management leave. Employees hired into non-exempt management positions on or after February 26, 2011 will receive overtime only and will not be eligible for management leave. 3. Vacation Vacation will be accrued when an employee is in pay status and will be credited on a bi- weekly basis. Total vacation accrual at any one time may not exceed three (3) times the annual rate of accrual. Each eligible employee shall accrue vacation at the following rate for continuous service performed in pay status: a) Less than nine (9) years. For employees completing less than nine (9) years continuous service: 120 hours vacation leave per year; provided that: i. The City Manager is authorized to adjust department head annual vacation accrual to provide for a maximum of 160 hours for those hired between July 1, 1996 and June 30, 2001; and ii. The City manager is authorized to adjust the annual vacation accrual of employees hired on or after July 1, 2001, to provide up to 40 additional hours (i.e., to a maximum annual accrual of 160 hours) for service with a prior employer. b) Nine (9), but less than fourteen (14) years. For employees completing nine (9), but not more than fourteen (14) years continuous service; 160 hours vacation per year. c) Fourteen (14), but less than nineteen (19) years. For employees completing fourteen (14), but not more than nineteen (19) years continuous service; 180 hours vacation leave per year. d) Nineteen (19) or more years. For employees completing nineteen (19) or more years continuous service; 200 hours vacation leave per year. 18 e) Employees are eligible to cash out vacation accrual balances in excess of 80 hours. An employee may cash out a minimum of eight (8) hours to a maximum of 120 hours of accrued vacation provided the employee has taken 80 vacation hours in the previous 12 months and has followed the election procedures set forth in this section. Employees must elect the number of vacation hours they will cash-out during the next calendar year, up to the maximum of 120 hours. For the 2012 calendar vacation year, employees will make their election for vacation hours to cash out no later than November 1, 2012. The election will apply only to vacation hours that are accrued in the next calendar year and that are eligible for cash-out. The election to cash-out vacation hours in each designated year will be irrevocable. This means that employees who elect to cash-out vacation hours must cash-out the number of accrued hours pre-designates on the election form. Employees who do not elect a cash-out amount by November 1 of the prior calendar year will be deemed to have waived the right to cash out any leave in the following tax year and will not be eligible to cash-out vacation hours in the next tax year Employees who elect cash-out amounts may request a cash-out at any time in the designated tax year by submitting a cash-out form to payroll. Payroll will complete the cash-out upon request, provided the requested cash-out amount has accrued and is consistent with the amount the employee pre-designated. If the full amount of hours designated for cash-out is not available at the time of cash-out request, the maximum available will be paid. For employees who have not requested cash-out of the elected amount by November 1 of each year, Payroll will automatically cash-out the elected amount in a paycheck issued on or after the payroll date including November 1. 4. Bereavement Leave of absence with pay of three (3) days may be granted an employee by the head of his/her department in the event of death in the employee’s immediate family, which is defined for purposes of this section as wife, husband, son, son-in-law, step-son, daughter, daughter-in-law, step-daughter, mother, mother-in-law, father, father-in-law, brother, brother-in-law, sister, sister-in-law, grandmother, grandmother-in-law, grandfather, grandfather-in-law, grandchild, aunt, uncle, niece, nephew, registered domestic partner, or a close relative residing in the household of employee. Such leave shall be at full pay and shall not be charged against the employee’s accrued vacation or sick leave. Requests for leave in excess of three days shall be subject to the approval of a Council-Appointed Officer for employees under his/her control. 5. Use of accrued leave credits during leaves of absence. 19 During unpaid leaves of absence for disability or other reasons, the employee may elect and the City may require the employee to use accrued paid vacation and sick leave in a manner consistent with state and federal law. Requests for leaves without pay shall not be unreasonably denied. In order to avoid misunderstandings, all leaves without pay must be in writing to be effective. M. RETIREMENT PENSION 1. Miscellaneous Pension Formulas: a. Miscellaneous Pension Group A: 2.7% at 55. The City provides retirement benefits under the California Public Employees Retirement System at the level of 2.7% at age 55 for employees hired before July 17, 2010, with a one year final compensation period. Effective pay period inclusive of 1/6/07, the City’s Public Employees’ Retirement System (PERS) benefits changed to the 2.7%@ 55 formula for non-safety members (from 2% @55). a. b. Miscellaneous Pension Group B: 2% at 60: For miscellaneous employees hired on or after July 17, 2010, and before January 1, 2013, and employees hired on or after January 1, 2013 who are not “new members” of CalPERS as defined in the Public Employees’ Pension Reform Act (often referred to as “Classic” CalPERS members)the City offers the CalPERS retirement formula two percent (2.0%) of final salary at age sixty (60), with a one (1) year final compensation period. c. Miscellaneous Pension Group C: 2% at 62. Employees hired on or after January 1, 2013 meeting the definition of “new member” under the Public Employees’ Pension Reform Act (Gov’t. Code s. 7522 et seq.) shall be subject to all of the provisions of that law, including but not limited to the two percent at age 62 (2%@62) retirement formula with a three (3) year final compensation period. 2. Safety Pension Formulas: a. Safety Pension Group A: 3% at 50. For Safety members, the City currently offers the CalPERS "3% at 50" full formula (Section 21362.2) benefit, with a one (1) year final compensation period. a.b. Safety Pension Group B: 3% at 55. Local Fire Safety members newly hired after 6/08/12 will be placed in the 3%@55 formula. As soon as administratively possible, the City intends to modify the Local Police Safety formula for new hires to 3%@55 formula. b.c. Safety Pension Group C: New employees hired on or after January 1, 2013 who are “new members” as defined by the California Public Employees’ Pension Reform Act (PEPRA), will be subject to the terms of that statute, with a three (3) year final compensation period. 20 1.3. Employee PERS Share. The City previously paid 6% of the employee’s CalPERS share for employees under the 2.7%@55, 5% for employees under the 2%@60 formula, and the full employee share for those with public safety formulas. a) Miscellaneous Employee Shares: Beginning with the pay period including October 6, 2012, Eemployees under in the 2.7%@55 retirement formula Miscellaneous Pension Group A shallwill pay the full eight percent (8%) employee contribution. Beginning with the pay period including October 6, 2012, eEmployees subject to the 2%@60 retirement formulain Miscellaneous Pension Group B shall pay the full seven percent (7%) employee contribution. Employees in Miscellaneous Pension Group C shall pay the employee contribution required by the Public Employees Pension Reform Act, calculated at fifty percent (50%) of the normal cost. a)b) Safety Employee Shares. Beginning with the pay period including October 6, 2012, Public Safety eEmployees in Safety Pension Group A shallwill pay the full nine percent (9%) PERS employee contribution. Employees in Safety Pension Group B shall pay the full eight percent (8%) PERS employee contribution. Employees in Safety Pension Group C shall pay the employee contribution required by the Public Employees Pension Reform Act, calculated at fifty percent (50%) of the normal cost. b)c) Employees under the 2%@62 benefit shall pay at least 50 percent of the total normal cost or the same contribution rate as “similarly situated” employees, whichever is higher. 2.4. Final Compensation. Final compensation for purposes of retirement shall be as set forth in the City’s contract with CalPERS, including, when applicable, the Government Code Section 20692: Optional Benefit, except as may otherwise be required by PEPRA. 3.5. Employee PERS contributions shall be made on a tax deferred basis, in accordance with Section 414(h)(2) of the Internal Revenue Code. All provisions of this subsection are subject to and conditioned upon compliance with IRS regulations. 4.6. Final compensation for employees under the 2%@62 benefit shall be as set forth in PEPRA, including calculation based on the average of three highest consecutive years and a cap on pensionable compensation (currently $136,440) based on IRS limits for employers that do not participate in social security. N. COMMUTE INCENTIVES and PARKING 21 1. Civic Center Parking. Employees assigned to Civic Center and adjacent work locations. The City will provide a Civic Center Garage parking permit. Employees hired after June 30, 1994 may initially receive a parking permit for another downtown lot, subject to the availability of space at the Civic Center Garage. 2. Alternative Commute Incentives: Employees who qualify may voluntarily elect one of the following commute incentives, including but not limited to the following options, for those using an eligible commute alternative on 60% or more of their scheduled work days per month: a) Public Transit and Vanpool. The City provides tax-free commute incentives up to the current IRS limit, as may be amended from time to time, (currently $125/month) are available through the Commuter Check Direct (CCD) website for employees using Bay Area public transportation or riding in a registered vanpool at least 60% of their scheduled work days. Administration of the Commuter Check benefit shall be subject to the rules and regulations of the third- party administrator. b) a) Go Pass. The Go Pass program will offer civic center and other downtown-based employees a Caltrans Go Pass that allows unlimited rides on Caltrain in all zones seven days per week, to any City of Palo Alto employee. who gives up their parking permit. Each program participant will receive two free one day passes for the Civic Center garage per month. In addition, a program participant can purchase a day use permit for $10 for each day. b)c) Bicycle. The City will provide employees with a tax-free incentive of $20 per month to eligible employees who ride a bicycle to work. c)d) Carpool. The City will provide with a taxable incentive of $30 per month to each eligible employee in a carpool with two or more licensed drivers. d)e) Walk. The City will provide employees with a taxable incentive of $20 per month to eligible employees who walk to work. O. AT-WILL STATUS Certain Management and Professional Positions are designated as having “at-will” employment status. Employees hired into “Atat-will” positions are intended to be of a limited duration and employees hired to fill these positions shall have no constitutionally protected property or other interest in their employment with the City. Notwithstanding any provision in the Merit System Rules and Regulations or any other City rule, policy or procedure, at-will employees have no right to continued employment or pre-or post-disciplinary due process and work at the will and pleasure of the hiring authority (City Council, City Manager or Council- Appointed Officer). Work for an at-will employee may be eliminated and/or the employee may be terminated, or asked to resign, at any time, with or without cause, upon notice to that 22 employee, and the employee may resign at any time upon written notice to the hiring authority. 1. At-will Management & Professional positions. Department heads hired after July 1, 2004 and prior to the date of adoption of this plan were hired as at-will employees whose terms of employment are specified by an employment contract that includes a severance package. Effective on the date of adoption of this plan, new employees hired or promoted to department head, assistant department director, and all other positions listed on Attachment B shall be at-will employees. At-will employees will be eligible for, and shall receive, all regular benefits (i.e., health insurance, PERS contribution to the extent paid by City, etc.) and vacation, sick leave, and management leave as are generally provided to management employees and described in this compensation plan, as amended from time to time. At-will employees who are terminated or asked to resign shall, upon execution of a release of all claims against the City, be eligible for a severance payment equivalent to four (4) weeks of salary and benefits, increasing after completion of the first full year of service by one (1) week for every completed year of service, up to a maximum of 12 weeks. For example, an at-will employee who has completed six (6) years of service would be eligible to receive ten (10) weeks of severance (4 weeks plus 1 week for each year of service). No severance shall be paid if the employee is terminated for serious misconduct involving abuse of his or her office or position, including but not limited to waste, fraud, violation of the law under color of authority, misappropriation of public resources, violence, harassment or discrimination. If the employee is later convicted of a crime involving such abuse of his or her position the employee shall fully reimburse the City as set forth in Government Code section 53243.3. 2. Provisional employees. The City has created a program for Provisional employment when funding is available. The program’s purpose is to create limited duration senior management level work for the City Manager’s Office or as designated by the City Manager. A Provisional Employee will be an “at will” employee whose term of employment shall be no more than two (2) years. A Provisional Employee shall be exempt and not eligible to earn overtime. A Provisional Employee will receive limited benefits as specified in an Employment Agreement. Sections I and II of this Compensation Plan shall not apply to Provisional Employees, except as specified by the City Manager. 3. Management and Legal fellowsFellows. The City has created a programs for Management Fellows and Legal Fellows when funding is available. The program’s programs’ purpose is to create limited duration entry level positions for management graduates students and lawyers. A management fFellows will be 23 an “at will” employees whose term of employment shall be no more than one two (12) years. A Management Fellows shall be PERS exempt to the extent allowed by law, but may receive limited vacation, limited sick leave, limited health care benefits and other limited benefits, as determined by the City Manager or City Attorney. Sections I and II of this Plan shall not apply to Management and Legal Fellows, except as specified by the City Manager or City Attorney. P. ADDITIONAL COMPENSATION FOR MAYOR AND VICE MAYOR The Mayor shall receive $150 monthly, and the Vice Mayor $100 monthly to defray additional expenses of these offices. Q. REIMBURSEMENT FOR RELOCATION EXPENSE Policy Statement The City of Palo Alto, in rare instances, may provide a Basic Relocation Benefits Package for new management and professional employees, upon the approval of the City Manager or designated subordinate. In addition, the provision of “Optional Benefits” or portions thereof, may be extended for exceptional circumstances and only the approval of the City Manager or designee, or for Council-appointed officers, the City Council. The details of the Relocation Expense program are specified in the City’s Relocation Expense policy and all relocation reimbursements shall be subject to the provisions of that policy. R. MEAL ALLOWANCE Management and professional employees assigned to attend night meetings are eligible to receive reimbursement for up to $20.00 per dinner. This provision covers only receipted meals actually taken and submitted for reimbursement. S. GRIEVANCES REGARDING COUNCIL APPOINTED OFFICERS Notwithstanding the grievance procedures provided in Chapter 11 of the City of Palo Alto’s Merit System Rules and Regulations, any Management and Professional employee who is supervised by a Council Appointed Officer and has a grievance against that Council Appointed Officer or regarding the conduct of that Council Appointed Officer shall, following an attempt to resolve the grievance pursuant to Step One (informal discussion), summarize the grievance regarding the Council Appointed Officer in writing and submit it to the Director of Human Resources for review and resolution using the methods he/she considers appropriate. T. MERIT RULES The City will include members of the Management/Professional Compensation Committee in discussions regarding revision of the Merit Rules and Regulations. 24 Attachment B At-Will Positions Management and Professional Unit The intent of this provision under the Management/Professional Compensation Plan is to designate classifications at the department head, assistant director, deputy director, and division manager and senior professional levels as at-will. The applicable Council Appointed Officer may designate newly created positions at those levels not included on this list as at-will. Existing classifications that shall be at-will include but are not limited to: Department Heads- All departments Assistant Directors- All departments Deputy Directors- All departments Division Managers Administrative Services Director, Administrative Services/Chief Financial Officer Director, Office of Management & Budget Assistant Director, Administrative Services Chief Budget Officer Manager, Accounting Manager, Purchasing & Contract Administration Chief Procurement Officer Manager, Real Property City Attorney Senior Assistant City Attorney Assistant City Attorney Sr. Deputy City Attorney Deputy City Attorney Legal Fellow City Auditor Deputy City Auditor Sr. Performance Auditor City Clerk Assistant City Clerk Deputy City Clerk City Manager 25 Assistant City Manager/Chief Operating Officer Deputy City Manager Assistant to City Manager Chief Communications Officer Chief Sustainability Officer Communications Manager Manager, Economic Development Management Fellow Community Services Director, Community Services Assistant Director, Community Services Manager, Recreation & Golf Manager, Open Space & Parks Manager, Community Services Manager, Community Services Program Senior People Strategy and Operations Human Resources Director of Human Resources/Chief People Officer Assistant Director, Human Resources Human Resources Manager Senior Administrator Human Resources IT Director, IT/Chief Information Officer Information Technology Governance Manager Manager, Information Technology Manager Library Director, Libraries Assistant Director, Library Services Division Head, Collection & Technical Services Manager, Library Services Planning & Community Environment Director, Planning & Community Environment Assistant Director, Planning & Community Environment Division Manager, Advance Planning Planning Manager Division Manager, Chief Building Official Division Manager, Chief Planning Official Division Manager, Chief Transportation Official Development Services Department 26 Division Manager, Development Services Director Division Manager, Chief Building Official Assistant Building Official Planning Manager Public Safety Chief of Police/Director of Public Safety Fire Chief /Assistant Public Safety Director Assistant Police Chief Emergency Services Director Deputy Director – Technical Services Division (police department) Deputy Fire Chief Public Works Director, Public Works/City Engineer Assistant Director, Public Works – Environmental Services Assistant Director, Public Works – Public Services Assistant Director, Public Works – Engineering Manager, Airport Manager Manager, Fleet Water Quality Control Plant Manager Utilities Director, Utilities Assistant Director Utilities Engineering* Assistant Director Utilities Operations* Assistant Director Utilities Customer Support Services* Assistant Director Utilities/Resources Management* Communications Manager* Engineering Manager – Electric* Engineering Manager –WGW* Manager Customer Service & Meter Reading* Manager Electric Operations* Manager Utilities Mkt Services* Manager Utilities Operations WGW* Utilities Compliance Manager* *Management positions up to and including Assistant Director in Utilities are represented by UMPAPA and currently under negotiations 27 Attachment C Salary Schedule Page 1 of 7 New Approx Annual Approx Bi-Weekly New Hourly Mid-Point FLSA Status 190 Accountant $79,768.00 $3,068.00 $38.35 $81,369.60 $3,129.60 $39.12 NON-EXEMPT 76 Administrative Assistant $68,785.60 $2,645.60 $33.07 $70,179.20 $2,699.20 $33.74 EXEMPT 115 Assistant Building Official $116,867.88 $4,494.92 $56.19 #N/A #N/A #N/A EXEMPT 132 Assistant Chief of Police $182,977.60 $7,037.60 $87.97 $186,638.40 $7,178.40 $89.73 EXEMPT 108 Assistant City Attorney $155,084.80 $5,964.80 $74.56 $158,204.80 $6,084.80 $76.06 EXEMPT 109 Assistant City Clerk $90,251.20 $3,471.20 $43.39 $92,060.80 $3,540.80 $44.26 EXEMPT 107 Assistant City Manager/Chief Operating Officer $190,070.40 $7,310.40 $91.38 $193,876.80 $7,456.80 $93.21 EXEMPT 73 Assistant Director Administrative Services $156,374.40 $6,014.40 $75.18 $159,515.20 $6,135.20 $76.69 EXEMPT 126 Assistant Director Community Services $149,704.32 $5,757.86 $71.97 $152,692.80 $5,872.80 $73.41 EXEMPT 1007 Assistant Director Human Resources $144,684.80 $5,564.80 $69.56 $147,596.80 $5,676.80 $70.96 EXEMPT 2001 Assistant Director Library Services $143,187.20 $5,507.20 $68.84 $146,057.60 $5,617.60 $70.22 EXEMPT 10 Assistant Director Planning & Community Environment $153,358.40 $5,898.40 $73.73 $156,436.80 $6,016.80 $75.21 EXEMPT 143 Assistant Director Public Works $151,590.40 $5,830.40 $72.88 $154,627.20 $5,947.20 $74.34 EXEMPT 111 Assistant Fire Chief $143,176.63 $5,506.79 $68.84 #N/A #N/A #N/A EXEMPT 168 Assistant Fleet Manager $94,827.20 $3,647.20 $45.59 $96,740.80 $3,720.80 $46.51 EXEMPT 102 Assistant Manager WQCP $122,532.80 $4,712.80 $58.91 $124,987.20 $4,807.20 $60.09 EXEMPT 30 Assistant to the City Manager $118,414.40 $4,554.40 $56.93 $120,785.60 $4,645.60 $58.07 EXEMPT 118 Chief Building Offical $122,990.40 $4,730.40 $59.13 $148,428.80 $5,708.80 $71.36 EXEMPT 2008 Chief Communications Officer $152,547.20 $5,867.20 $73.34 $155,604.80 $5,984.80 $74.81 EXEMPT Old Hourly Mid-Point City of PaloAlto Management and Professional Compensation Class No. /Job Code Title Old Approx Annual Old Approx Bi-Weekly Page 2 of 7 New Approx Annual Approx Bi-Weekly New Hourly Mid-Point FLSA Status Old Hourly Mid-Point City of PaloAlto Management and Professional Compensation Class No. /Job Code Title Old Approx Annual Old Approx Bi-Weekly 112 Chief Planning Offical $130,020.80 $5,000.80 $62.51 $132,641.60 $5,101.60 $63.77 EXEMPT 95 Manager Purchasing & Contract Administration Chief Procurement Officer $123,011.20 $4,731.20 $59.14 $125,486.40 $4,826.40 $60.33 EXEMPT 2010 Chief Sustainability Officer $112,715.20 $4,335.20 $54.19 $114,982.40 $4,422.40 $55.28 EXEMPT 82 Chief Transportation Offical $130,020.80 $5,000.80 $62.51 $139,568.00 $5,368.00 $67.10 EXEMPT 96 Claims Investigator $83,803.20 $3,223.20 $40.29 $85,488.00 $3,288.00 $41.10 NON-EXEMPT EXEMPT 24 Communication Specialist $90,752.06 $3,490.46 $43.63 $92,580.80 $3,560.80 $44.51 EXEMPT 89 Contracts Administrator $94,827.20 $3,647.20 $45.59 $96,740.80 $3,720.80 $46.51 EXEMPT 186 Coordinator Library Circulation $79,911.48 $3,073.52 $38.42 $81,515.20 $3,135.20 $39.19 NON-EXEMPT 191 Deputy Chief/Fire Marshall $154,509.89 $5,942.69 $44.58 $94,598.40 $3,638.40 $45.48 EXEMPT 9 Deputy City Attorney $109,969.60 $4,229.60 $52.87 $112,174.40 $4,314.40 $53.93 EXEMPT 99 Deputy City Auditor $128,689.60 $4,949.60 $61.87 #N/A #N/A #N/A EXEMPT 71 Deputy City Clerk $72,280.00 $2,780.00 $34.75 $73,736.00 $2,836.00 $35.45 EXEMPT 55 Deputy City Manager $158,392.00 $6,092.00 $76.15 #N/A #N/A #N/A EXEMPT 195 Deputy Director Technical Services Div $154,065.60 $5,925.60 $74.07 $157,164.80 $6,044.80 $75.56 EXEMPT 20 Deputy Fire Chief $160,014.40 $6,154.40 $76.93 $164,236.80 $6,316.80 $78.96 EXEMPT 81 Director Administrative Services/Chief Financial Officer $182,187.20 $7,007.20 $87.59 $185,848.00 $7,148.00 $89.35 EXEMPT 72 Director Community Services $183,580.80 $7,060.80 $88.26 $187,262.40 $7,202.40 $90.03 EXEMPT 1012 Director Development Services $150,009.60 $5,769.60 $72.12 $164,424.00 $6,324.00 $79.05 EXEMPT Page 3 of 7 New Approx Annual Approx Bi-Weekly New Hourly Mid-Point FLSA Status Old Hourly Mid-Point City of PaloAlto Management and Professional Compensation Class No. /Job Code Title Old Approx Annual Old Approx Bi-Weekly 133 Director Human Resources/Chief People Officer $173,638.40 $6,678.40 $83.48 $177,112.00 $6,812.00 $85.15 EXEMPT 128 Director Information Technology/Chief Information Officer $189,716.80 $7,296.80 $91.21 $193,523.20 $7,443.20 $93.04 EXEMPT 131 Director Libraries $171,828.80 $6,608.80 $82.61 $175,281.60 $6,741.60 $84.27 EXEMPT 2005 Director Office of Emergency Services $134,804.80 $5,184.80 $64.81 $137,508.80 $5,288.80 $66.11 EXEMPT 49 Director Office of Management and Budget $156,374.40 $6,014.40 $75.18 $159,515.20 $6,135.20 $76.69 EXEMPT 134 Director Planning & Community Environment $184,017.60 $7,077.60 $88.47 $187,699.20 $7,219.20 $90.24 EXEMPT TBD Director Public Safety #N/A #N/A #N/A $101,628.80 $3,908.80 $48.86 EXEMPT 135 Director Public Works/City Engineer $186,368.00 $7,168.00 $89.60 $190,112.00 $7,312.00 $91.40 EXEMPT 121 Director Utilities $238,867.20 $9,187.20 $114.84 $243,651.20 $9,371.20 $117.14 EXEMPT 2002 Division Head Library Services $112,444.80 $4,324.80 $54.06 $114,712.00 $4,412.00 $55.15 EXEMPT 123 Division Manager Cubberly Center & Human Services $132,808.00 $5,108.00 $63.85 #N/A #N/A #N/A EXEMPT 172 Division Manager Open Space Division Manager Open Space, Parks and Golf $120,868.80 $4,648.80 $58.11 $123,302.40 $4,742.40 $59.28 EXEMPT 1005 Executive Assistant to the City Manager $77,833.60 $2,993.60 $37.42 $79,393.60 $3,053.60 $38.17 EXEMPT 139 Fire Chief $185,348.80 $7,128.80 $89.11 $189,072.00 $7,272.00 $90.90 EXEMPT 163 Hearing Officer $109,969.60 $4,229.60 $52.87 $112,174.40 $4,314.40 $53.93 EXEMPT 101 Human Resources Representative $70,512.00 $2,712.00 $33.90 $71,926.40 $2,766.40 $34.58 EXEMPT 90 Landscape Architect/Park Planner $104,665.60 $4,025.60 $50.32 $106,766.40 $4,106.40 $51.33 EXEMPT 2015 Legal Fellow $89,980.80 $3,460.80 $43.26 $91,790.40 $3,530.40 $44.13 EXEMPT 69 Legal Services Administrator $97,198.40 $3,738.40 $46.73 $99,382.40 $3,822.40 $47.78 EXEMPT Page 4 of 7 New Approx Annual Approx Bi-Weekly New Hourly Mid-Point FLSA Status Old Hourly Mid-Point City of PaloAlto Management and Professional Compensation Class No. /Job Code Title Old Approx Annual Old Approx Bi-Weekly 171 Management Analyst $94,827.20 $3,647.20 $45.59 $96,740.80 $3,720.80 $46.51 EXEMPT 79 Manager Accounting $123,011.20 $4,731.20 $59.14 $125,486.40 $4,826.40 $60.33 EXEMPT 2007 Manager Airport $134,825.60 $5,185.60 $64.82 $137,529.60 $5,289.60 $66.12 EXEMPT 38 Manager Communications $102,107.20 $3,927.20 $49.09 $104,166.40 $4,006.40 $50.08 EXEMPT 154 Manager Community Services $90,251.20 $3,471.20 $43.39 $92,060.80 $3,540.80 $44.26 EXEMPT 169 Manager Community Services Sr Program $94,827.20 $3,647.20 $45.59 $96,740.80 $3,720.80 $46.51 EXEMPT 1013 Manager Development Center $107,286.40 $4,126.40 $51.58 $109,449.60 $4,209.60 $52.62 EXEMPT 63 Manager Economic Development $130,020.80 $5,000.80 $62.51 $132,641.60 $5,101.60 $63.77 EXEMPT 44 Manager Employee Benefits $111,104.91 $4,273.27 $53.42 $113,339.20 $4,359.20 $54.49 EXEMPT 45 Manager Employee Relations & Training $122,995.23 $4,730.59 $59.14 $125,486.40 $4,826.40 $60.33 EXEMPT 93 Manager Environmental Control Program $112,715.20 $4,335.20 $54.19 $116,064.00 $4,464.00 $55.80 EXEMPT 127 Manager Fleet $113,921.60 $4,381.60 $54.77 $116,209.60 $4,469.60 $55.87 EXEMPT TBD Manager Human Services $99,632.00 $3,832.00 $47.90 $101,628.80 $3,908.80 $48.86 EXEMPT 32 Manager Information Technology $125,756.80 $4,836.80 $60.46 $128,273.60 $4,933.60 $61.67 EXEMPT 2006 Manager Information Technology Security $114,025.60 $4,385.60 $54.82 $116,313.60 $4,473.60 $55.92 EXEMPT 57 Manager Investments Debts & Projects $122,995.23 $4,730.59 $59.13 #N/A #N/A #N/A EXEMPT 158 Manager Laboratory Services $107,286.40 $4,126.40 $51.58 $109,449.60 $4,209.60 $52.62 EXEMPT 78 Manager Library Services $90,251.20 $3,471.20 $43.39 $95,534.40 $3,674.40 $45.93 EXEMPT Page 5 of 7 New Approx Annual Approx Bi-Weekly New Hourly Mid-Point FLSA Status Old Hourly Mid-Point City of PaloAlto Management and Professional Compensation Class No. /Job Code Title Old Approx Annual Old Approx Bi-Weekly 92 Manager Maintenance Operations $94,827.20 $3,647.20 $45.59 $107,203.20 $4,123.20 $51.54 EXEMPT 26 Senior Project Engineer Manager Parking $122,990.40 $4,730.40 $59.13 $125,465.60 $4,825.60 $60.32 EXEMPT 51 Manager Planning $112,715.20 $4,335.20 $54.19 $116,188.80 $4,468.80 $55.86 EXEMPT 103 Manager Real Property $123,011.20 $4,731.20 $59.14 $125,486.40 $4,826.40 $60.33 EXEMPT TBD 2011 Manager Revenue Collections $115,544.00 $4,444.00 $55.55 $117,873.60 $4,533.60 $56.67 EXEMPT 198 Manager Risk & Benefits $122,995.23 $4,730.59 #N/A #N/A #N/A #N/A EXEMPT 160 Manager Solid Waste $124,425.60 $4,785.60 $59.82 $126,921.60 $4,881.60 $61.02 EXEMPT 86 Urban Forester Manager Urban Forestry $99,632.00 $3,832.00 $47.90 $112,569.60 $4,329.60 $54.12 EXEMPT 178 Manager Water Quality Control Plant $138,444.80 $5,324.80 $66.56 $141,232.00 $5,432.00 $67.90 EXEMPT 39 Manager Watershed Protection $124,425.60 $4,785.60 $59.82 $126,921.60 $4,881.60 $61.02 EXEMPT 1008 Office of Emergency Services Coordinator $102,107.20 $3,927.20 $49.09 $104,166.40 $4,006.40 $50.08 EXEMPT 100 Performance Auditor $94,827.20 $3,647.20 $45.59 $96,740.80 $3,720.80 $46.51 EXEMPT 148 Police Chief $206,086.40 $7,926.40 $99.08 $210,225.60 $8,085.60 $101.07 EXEMPT TBD Principal Business Analyst NA NA NA $133,764.80 $5,144.80 $64.31 EXEMPT 2003 Principal Management Analyst $122,012.80 $4,692.80 $58.66 $133,182.40 $5,122.40 $64.03 EXEMPT 77 Project Manager $77,833.60 $2,993.60 $37.42 #N/A #N/A #N/A EXEMPT 2009 Project Manager Trees Project Manager $95,465.30 $3,671.74 $45.90 $97,385.60 $3,745.60 $46.82 NON-EXEMPT Page 6 of 7 New Approx Annual Approx Bi-Weekly New Hourly Mid-Point FLSA Status Old Hourly Mid-Point City of PaloAlto Management and Professional Compensation Class No. /Job Code Title Old Approx Annual Old Approx Bi-Weekly 166 Public Safety Manager I Public Safety Program Manager $87,484.80 $3,364.80 $42.06 $96,740.80 $3,720.80 $46.51 EXEMPT 2012 Public Safety Manager II Public Safety Communications Manager $97,198.40 $3,738.40 $46.73 $101,628.80 $3,908.80 $48.86 EXEMPT 74 Safety Officer $90,752.06 $3,490.46 $43.63 #N/A #N/A #N/A EXEMPT 117 Senior Accountant $97,198.40 $3,738.40 $46.73 $99,153.60 $3,813.60 $47.67 EXEMPT 152 Senior Assistant City Attorney $170,580.80 $6,560.80 $82.01 $174,012.80 $6,692.80 $83.66 EXEMPT TBD Senior Business Analyst $114,025.60 $4,385.60 $54.82 $116,313.60 $4,473.60 $55.92 EXEMPT 11 Senior Deputy City Attorney $121,388.80 $4,668.80 $58.36 $123,822.40 $4,762.40 $59.53 EXEMPT 187 Senior Engineer $124,425.60 $4,785.60 $59.82 $133,348.80 $5,128.80 $64.11 EXEMPT 106 Senior Executive Assistant $111,104.91 $4,273.27 $53.42 $113,339.20 $4,359.20 $54.49 EXEMPT 157 Senior Human Resources Administrator $94,827.20 $3,647.20 $45.59 $98,800.00 $3,800.00 $47.50 EXEMPT 14 Senior Management Analyst $111,009.60 $4,269.60 $53.37 $113,235.20 $4,355.20 $54.44 EXEMPT 130 Senior Performance Auditor $104,665.60 $4,025.60 $50.32 $106,766.40 $4,106.40 $51.33 EXEMPT 53 Senior Project Manager $130,728.00 $5,028.00 $62.85 $133,348.80 $5,128.80 $64.11 EXEMPT 33 Senior Technologist $114,018.53 $4,385.33 $54.82 $116,313.60 $4,473.60 $55.92 EXEMPT 70 Staff Assistant to the City Manager $84,024.89 $3,231.73 $40.40 #N/A #N/A #N/A EXEMPT 155 Superintendent Animal Services $99,632.00 $3,832.00 $47.90 $101,628.80 $3,908.80 $48.86 EXEMPT 83 Superintendent Community Services $109,969.60 $4,229.60 $52.87 $112,174.40 $4,314.40 $53.93 EXEMPT Page 7 of 7 New Approx Annual Approx Bi-Weekly New Hourly Mid-Point FLSA Status Old Hourly Mid-Point City of PaloAlto Management and Professional Compensation Class No. /Job Code Title Old Approx Annual Old Approx Bi-Weekly 161 Supervisor Facilities Management $92,518.40 $3,558.40 $44.48 $94,598.40 $3,638.40 $45.48 EXEMPT 113 Supervisor Inspection and Surveying $99,632.00 $3,832.00 $47.90 $101,628.80 $3,908.80 $48.86 EXEMPT 174 Supervisor Public Works $83,803.20 $3,223.20 $40.29 #N/A #N/A #N/A NON-EXEMPT 62 Supervisor Recycling Program $79,911.48 $3,073.52 $38.42 #N/A #N/A #N/A EXEMPT 146 Supervisor Warehouse $83,803.20 $3,223.20 $40.29 $85,488.00 $3,288.00 $41.10 EXEMPT 181 Supervisor Water Quality Control Operations $102,107.20 $3,927.20 $49.09 $104,166.40 $4,006.40 $50.08 EXEMPT 184 Veterinarian $97,198.40 $3,738.40 $46.73 $99,153.60 $3,813.60 $47.67 EXEMPT Confidential Classifications Class No. /Job Code Title Approx Annual Approx Biwkly Hourly New Approx Annual New Approx New Hourly Mid-Point FLSA Status 905 Human Resource Assistant-Confi $60,798.85 $2,338.42 $29.23 $62,025.60 $2,385.60 $29.82 NON-EXEMPT 903 Legal Secretary-Confidential $62,318.82 $2,396.88 $29.96 $63,564.80 $2,444.80 $30.56 NON-EXEMPT 67 Secretary to City Attorney $74,077.50 $2,849.13 $35.61 $75,566.40 $2,906.40 $36.33 NON-EXEMPT EXEMPT 1004 Senior Legal Secretary - Confiden $68,788.32 $2,645.70 $33.07 $70,179.20 $2,699.20 $33.74 NON-EXEMPT