HomeMy WebLinkAbout2000-06-19 City Council (22)BUDGET -
TO:
’00-’01
City of Palo Alto
City Manager’s Repol 3
HONORABLE CITY COUNCIL
FROM:CITY MANAGER DEPARTMENT: COMMUNITY SERVICES
DATE:
SUBJECT:
JUNE 19, 2000 CMR: 277:00
APPROVAL OF THE 2000-01 HUMAN SERVICES RESOURCE
ALLOCATION PROCESS (HSRAP) SERVICE AGREEMENTS
OVER $65,000 FOR FISCAL YEAR 2000-01
RECOMMENDATION
Staff recommends that Council approve and authorize the Mayor to execute the following
contracts for fiscal year 2000-01:
1.Adolescent Counseling Services (ACS), in the amount of $93,484
2.Avenidas, in the amount of $426,827
3.Palo Alto Community Child Care (PACCC), in the amount $418,889
BACKGROUND
On May 9, 2000, the Finance Committee recommended approval of eighteen Human
Services contracts as part of the Human Services Resource Allocation Process. Three of
the recommended contracts exceed $65,000, requiring City Council approval.
RESOURCE IMPACT
The HSRAP funding recommendations will provide $1,216,726 in General Fund support
to eighteen programs. Of this amount, $1,192,726 was included in the City Manager’s
Proposed 2000-01 Budget in the Community Services Department and $24,000 will be
funded from the General Fund Budget Stabilization Reserve, pursuant to the Finance
Committee’s budget recommendation to provide one time funding to two additional
agencies; the American Red Cross and Youth Community Services.
POLICY IMPLICATIONS
This recommendation is consistent with existing City policies.
CMR: :277:00 Page 1 of 2
ENVIRONMENTAL REVIEW
The proposed funding recommendation and authorization of Human Service contracts do
not necessitate any environmental assessment asdefined by the California Environmental
Quality Act (CEQA) and is not subject to CEQA requirements.
ATTACHMENTS
Attachment One:
Attachment Two:
HSRAP 2000-01
Recommendations
Contracts
selection Committee Funding
PREPARED BY:Kathy Espinoza-Howard, Administrator, Office of Human
Services
DEPARTMENT HEAD:
PAUL THILTGEN
Director of Community Services
CITY MANAGER APPROVAL:
Assistant City Manager
cc: Contracting Agencies
Palo Alto Human Relations Commission
CMR: :277:00 Page 2 of 2
ATTACHEMENT ONE
FINANCE COMMITTEE & STAFF HSRAP RECOMMENDATIONS
FISCAL YEAR 2000-01
Multi-Year Contra’ctors
Adolescent Counseling Services
A_venidas
!La Comida de California
~Palo Alto Community Child Care
Project Sentinel
Second Harvest Food Bank
Program Title
’ On-Campus Counseling
Senior Services
Senior Nutrition Program
Child Care Subsidy & Outreach
Mediation Services
Operation Brown Bag
Multi-Year Sub-Total
FY 1999-00
Funding
89,716
42O,623
17,268
402,005
61,853
6,744
998,209
FY 2000-01
Funding
Recommendation
93,484
426,827
17,993
418,889
64,451
7,027
1,028,672
Annual Funding Requests
Alliance for Community Care*
Ainerican Red Cross
Children’s Health Council
Community Assoc. for Rehabilitation*
F~mily Service Mid-Peninsula*
Family Support Cntr of the Mid-Penin.
MayView Community Health Center*
Outreach & Escort*
Penin. Assoc. of Retarded ....
Penin. Ctn. for the Blind & ....
Project Match
Senior Adults Legal Services
Social Advocates for Youth
Support Network for Battered Women
YMCA-Palo Alto Branch
Youth Community Services*
YWCA
Program Title
Homeless Outreach & Emergency Services
Homelessness Prevention
Therapeutic Afterschool Prog.
Disabilities Services
Counseling Services
Human Service~ Program
Health Services & Family Food Pantry.
Senior Outreach
Rec. & Community Building
Rehabilitation Services
Housing Match Services
Legal Assis.tance to Elders
Safe Place Program & Casa SAY Shelter
Battered Women Services
Ventura Activity Center
Summer of Service
Rape Crisis Center
Limited Year Sub-Total
FY 1999-00
Funding
7,486
10,783
42,524
12,879
10,277
6,OOO
14,594
10,521
8,000
7,401
25,001
8,000
17,378
11,012
191,856
FY 2000-01
Funding
Recommend~ion
25,706
12,000
42,524
16,918
141595
10,237
8,000
7,697
19,365
8,000
12,000
11,012
[ 188,054
* FY 2000-01 ~unding requests represent dit~erent services than those ~unded in FY 1999-00.
TOTAL FUNDING FY 1999-00 $ 1,190,065
TOTAL FUNDING RECOMMENDATION FY 2000-01 $ 1,216,726
Revised: 5/31/00
ATTACHMENT TWO
HUMAN SERVICES CONTRACTS OVER $65,000
1. ADOLESCENT COUNSELING SERVICES
2. AVENIDAS
3. PALO ALTO COMMUNITY CHILD CARE
$93,484
$426;827
$418,889
CONTRACT NO.
BETWEEN THE CITY OF PALO ALTO AND
ADOLESCENT COUNSELING SERVICES, INC.
FOR CONSULTING SERVICES
This Contract No.is entered into ,.
by~ and between the CITY OF PALO ALTO, a chartered city and a
municipal corporation of the State of California ("CITY")., and
ADOLESCENT COUNSELING SERVICES, INC., a corporation duly organized
and existing under the Nonprofit Corporation Law of the State of
California, located at 4000 Middlefield Road, FH, Palo Alto~ CA
94303 ("CONSULTANT").
RECITALS:
WHEREAS, CITY .desires to obtain certain counseling and
outreach services for young adolescents in the community
("Program"), as more fully described in Exhib’it "A"; and
WHEREAS, CITY desires to engage CONSULTANT, including its
employees, if any, in providing the Services by reason of its
qualifications and experience in performing the S~rvices, and
CONSULTANT has offered to complete the Program on the terms and in
the manner set forth herein;
NOW, THEREFORE, in consideration of the covenants, terms,
conditions, and provisions of this Contract, the parties agree:
SECTION I.. TERM
I.l This Contract will commence on July i, 2000 and will
terminate on June 30, 2001, unless this Contract is earlier
terminated by CITY. Upon the receipt of CITY’s notice to proceed,
CONSULTANT will commence work on the initial and subsequent Program
tasks in accordance with the time schedule set forth in Exhibit
"A". Time is of the essence of this Contract. In the event that
the Program ~is not completed within the time required through any
faul.t of CONSULTANT, CITY’s city manager will have the option of
extending the time schedule for any period of time. This provision
will not preclude the recovery of damages for delay caused by
CONSULTANT.
SECTION 2. SCOPE OF PROGRAM SERVICES; CHANGES
CQRRECTIONS
2.1 The scope of Services constituting the Program will
be performed, delivered or executed by CONSULTANT under the phases
of the Basic Services as described below.
000427 c10071850
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2.2 CITY may order substantial changes in the scope or
character of the Basic Services, or the Program, either decreasing
or increasing the amount of work required of cONSULTANT. In the
event that such changes are order4d, subject to the approval.of
CITY’s City Council, as may be required, CONSULTANT will be
entitled to full compensation for all work performed prior to
CONSULTANT’s receipt of the notice of change and further will be
entitled to an extension of the time schedule. Any increase in
.compensation .for substantial changes will be determined in
accordance with the provisions of this Contract. CITY will not be
liable for the cost or payment of any change, in work, unless the
amount of additional compensation attributable to the change in
work is agreed to, in writing, by CITY before CONSULTANT commences
the performance of any such change in work. "
’SECTION 3.
CQNSULTANT
OUALIFICATIONS,STATUS,AND DUTIES OF
3.1 CONSULTANT represents and warrants that it has ~he
expertise, and professional qualifications to furnish or cause to be
furnished the Services. CONSULTANT further represents and warrants
that the program.director and every individual/ including any
consultant, charged with the performance of the Services are duly
licensed or certified by the State of California,. to the extent
such licensing or. certification is required by.law to perform the
Services, and. that the Program will be executed by them or under
their supervision.
3.2 In reliance on the representations~ and warranties
set forth in this Contract, CITY hires CONSULTANT’to execute, and
CONSULTANT covenants and agrees that it will execute or cause to be
executed, the Program.
3.3 CONSULTANT will assign a single program director to
have supervisory responsibility for the performance, progress, and
execution of the Program. The program director will represent
CONSULTANT during the day-to-day work on the Program. If
circumstances or conditions subsequent to the execution of this
Contract cause the substitution of the program director, the
CONSULTANT shallnotifythe program manager of such a change.
3.4 CONSULTANT represents and warrants that it will:
3.4.1 Procure all permits and licenses,, pay all
charges and fees, and give all notices which may be necessary and
incident to the due and lawful prosecution of the Program;
3.4.2 Keep itselffully informed of all existing and
future Federal, State of California, and local laws, ordinances,
regulations, orders/ and decrees which may affect those engaged or
000427 ¢1 0071850
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employed under this Contract and any materials used in CONSULTANT’s
performance of the Services;
3.4.3 At all times observe and comply with, and cause
its employees and consultants, if any, who are assigned to the
performance of this Contract to observe and comply with, the laws,
ordinances, regulations, orders and decrees mentioned above; and
3~4.4 Will report immediately to the program manager,
in writing, any discrepancy or inconsistency it discovers in the
laws, ordinances, regulations, orders, and decrees mentioned above
in relation to the deliverables.
3.5 Any deliverables given to, or prepared or assembled
by, CONSULTANT or its consultants, if any, under this Contract will
become ~h~.property of CITY and will not bemade available to any
individual or.organization by CONSULTANT or its consultants, if
any, without the prior written approval of the city manager.
3.6 CONSULTANT will provide CITY with two (2) copies of
any documents which are a part of the deliverables upon their
completion and acceptance by CITY.
3.7 If CITY requests additional copies of any documents
which are a part of the.deliverables,-CONSULTANT will provide such
additional copies and CITY will compensate CONSULTANT for its
duplicating costs.
3.8. CONSULTANT will be responsible f@r employing or
engaging all persons necessary to execute the Program. All
consultants of CONSULTANT will be deemed tobe directly controlled
and supervised by CONSULTANT, which will be responsible fortheir
performance.
3.9 In the execution of the Program, CONSULTANT and its
Consultants, if any, will at all times be consideged independent
contractors andnot agents or ~employees of CITY.
3~I0 CONSULTANT wall perform or obtain or cause to be
performed or obtained any and all of the following Additional
Services, not included under the Basic Services, if so authorized,
in writing, by CITY:
3.10.1 Providing services as ~an expert witness in
connection with any .public hearing or meeting, arbitration
proceeding,or proceeding of a court of record;
3.10.2 Incurring travel and subsistence expenses for
CONSULTANT and its staff beyond those normally required under the
Basic Services; ..
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000427 cl 00718~0 .
3.10.3 Performing any other Additional Servic4~ that
may be agreed upon by the partiessubsequent to the execution ~f
this Contract;and
3.10.4 Other Additional Services now or hereafter
described in Exhibit "A" to this Contract.
3.11 CONSULTANT will be responsible for employing
all consul~ants deemed necessary to assist CONSULTANT in the
performance of the Services. CONSULTANT shall be responsible for
the performance of its consultants or subcontractors in fulfilling
the provisions of this contract.
3.12 CONSULTANT shall coordinate its services with
other existing organizations providing similar services in order to
foster ofnmunity Cooperation and to avoid unnecessary duplication
of services.
3.13 CONSULTANT shall seek out and apply forother
sources of revenue in support of its operation or services from
county, state., federal and private sources. Unless deemed
inappropriate by the program manager, CITY shall sUpport CONSULTANT
in its search of grants, funding, or other income by<.serving as a
sponsoring agency, by providingletters of support, or by rendering
advice on application for grants.
3.14 CONSULTANT shall include an acknowledgment of
CITY funding and support in all appropriate publicity or
publications regarding its programs and services us-!ng words to the
effect that "services are provided in cooperation with the City of
Palo Alto" or "through City of Palo Alto funding" as approved by
the program manager.
3.15 Throughout the term of this Contract,
CONSULTANT shall remain an independent, nonprofit corporation under
the laws of California governed solely by a Board of Directors,
with up-to-date bylaws. CONSULTANT shall operate by its Bylaws.
Any.changes in CONSULTANT’s Articles of Incorporation, Bylaws, or
tax-exempt status shall be reported by CONSULTANT immediately to
the Program Manager.
3.16 The Board of Directors of CONSULTANT shall
include representation, from the broadest possible cross section of
the community including: those with expertise and interest in
CONSULTANT’s services, representatives from community
organizations, and users of CONSULTANT’s services.
3.17 All meetings of the Board of Directors of
CONSULTANT shall be open tO the public, except meetings, or
portions thereof, dealing with personnel or litigation matters.
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3.18 CONSULTANT shall keep minutes of all regular
and special meetings of its Board of Directors.
SECTION 4. DUTIES OFCITY
4.1 CITY will furnish or cause to be furnished ’the
services listed in Exhibit "A" and such information regarding its
requirements applicable to the Program as may be reasonably
requested by CONSULTANT.
4.2 CITY will review and approve, as necessary, in a
timely manner the deliverables and each phase of workperformed by
CONSULTANT. CITY’s estimated time of review and approval will be
furnished to CONSULTANT at the time of-submission of each phase of
work. CONSULTANT acknowledges and understands that the
interrelated exchange of¯ ¯ informati0n among CITY’s various
departments makes it extremely difficult .for ¯CITY to firmly
establish the time of each review and approval task. CITY’s
failure to review and approve within the estimated time schedule
¯ will notconstitute a default under this Contract.
4.3 The city manager will represent CITY for all
purposes underthis Contract. The Administratorfor ~he Office of
Human Services is designated as the program manager~for the city
manager. The program manager will. supervise the performance,.
progress, and execution of the Program, and.will be assisted by the
Management Assistant for the Office of Human services.
4.4 In the event CITY should determine from any
identifiable source, including but not limited to reports submitted
.by CONSULTANT under this contract or any evaluation report from any
identifiable source, that there is a condition which requires
correction, CITY may forward to CONSULTANT requests for corrective
action. Such requests shall indicate the nature of the issue or
issues which are to be reviewed to determine the need for
cor.rective, action and may include a recommendation as to
appropriate corrective action. Within thirty (30) days of CITY’s
request, CONSULTANT shall submit its response, which shall include
its views of the problem and proposed action, if. any. Upon request
of either party, the parties shall meet to discuss any such request
and response within the thirty-day period specified.
SECTION 5,COMPENSATION
5.1 CITY will compensate CONSULTANT for the following
services and work:
5.1.1 In consideration of the full performance of the
Basic .Services, including any authorized reimbursable expenses,
CITY will pay CONSULTANT a fee ¯not to exceed Ninety Three Thousand
Four Hundred Eighty Four Dollars ($93,484.00). The amount of
000427 cl 0071850
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compensation will be calculated in accordance with the schedule set
forth in Exhibit "B". On the billing form provided by. CITY,
CONSULTANT shall submit a bill by the fifteenth (15th) Working day
of the following month for service~ provided under this Contract
during the preceding three months. The bill shall specify actual
expenditures directly related to this Contract as follows, in
accordance with Exhibit "B". The fees of the.consultants, who have
direct contractual relationships with CONSULTANT, will be approved,
in advance, by CITY. CITY reserves the right to refuse payment of
such fees, if such prior approval is not obtained by CONSULTANT.
5.1.2 The full payment of charges for extra work or
changes, or both, in the execution of the Program will be made;
provided such request for payment is initiated by CONSULTANT and
authorized, in writing, by the program manager. Payment will be
made within thirty (30) days of submission by CONSULTANT of a
statement, in triplicate,of itemized costs covering such work or
changes, or bo~h. Prior to commencing such extra work or changes,
or both, the parties will agree upon an estimated maximum cost for
such extra work or changes. CONSULTANT will not be paid for extra
work orchanges, including, wi.thout limitation, any design:work or
change order preparation, which is made necessary on account of
CONSULTANT’s errors, omissions, o~ oversights. ~.
5.1.3 Direct personnel expense of employees assigned
to the execut±on of .the Program by CONSULTANT will include only the
work and other documents pertaining to the Program, and in services
rendered during the program to the extent such. services are
expressly contemplated under this Contract. Incl~ded in the cost
of direct personnel expense of these emploYees are.salaries and
mandatory and customary benefits such as statutory employee
benefits, insurance, sick leave, holidays and vacations, pensions
and similar benefits.
5.2 The schedule of payments will be made as follows:
5.2.1 Payment of the Basic Services will be made in
quarterly progress payments in proportion to t~e quantum of
services performed, or in accordance with any other schedule of
payment mutually agreed upon by the parties, as set forth in
Exhibit "B", or within thirty (30) days of submission. Final
payment will be made by CITY after CONSULTANT has submitted all
deliverables, including, without limitation, reports which have
beenapproved by the program manager.
5.2.2 No deductions will be made from CONSULTANT’s.
compensation on account of penalties, liquidated damages, or other
sums withheld by CITY from payments to general contractors.
000427 ¢I 0071850 ¯ ¯
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SECTION PROGRAM RECORDS
Upon reasonable notice, CONSULTANT shall grant the
program manager access to all CONSUETANT records~ data, statements,
and reports, which pertain to this Program. CONSULTANT shall
secure all necessary client and/or personnel, release of information
forms to allow the program manager and others specifically
designated, in writing by the program manager to be afforded Such
access. ~ccess to clinical records will be coordinated with the
.client, the client’s representative and the CONSULTANT upon
reasonable request from the program manager. CONSULTANT is not
required to provide information, the disclosure of which is’
expressly prohibited by California or Federal laws.
SECTION .7.ACCOUNTING, AUDITS. OWNERSHIP OF RECORDS
7.1 CONSULTANT shall appoint a fiscal agent who shall be
responsible for the financial and a~counting activities of
CONSULTANT, including the receipt and disbursement of CONSULTANT
funds.
7..2. CONSULTANT shall appoint from its Board a treasurer
who shall review Financial Statements of CONSULTANT~on a regular
basis.
7.3 Records of the direct personnel expenses and
expenses incurred in connection-with the performance of Basic
Servibes and Additional Services pertaining to the Program will be
prepared, maintained, and retained by CONSULTANT in. accordance with
generally accepted accounting principles and will be made available
to CITY for auditing purposes at mutually convenient times during
the term of this Contract and for three (3) years following the
expiration or earlier termination of this Contract.
7.4 CONSULTANT shall provide for independent audit of
its fiscal year transactions, records, and financial reports at
least every .two (2) years. The certified public accountant shall
submit the report to both parties. The cost of this audit shall be
borne by coNSULTANT.
7.5 The originals of the deliverables prepared-by or
under the direction of CONSULTANT in the performance of this
Contract will become the property of CITY irrespective of whether
the Program is completed upon CITY’s payment of the amounts
required to be paid to CONSULTANT. These originals-will be
delivered to CITY without additional compensation. CITY will have
the right to utilize any final and incomplete drawings, estimates,
specifications, and any other documents prepared hereunder by
CONSULTANT, but CONSULTANT disclaims any responsibility or
liability for any alterations or modifications of such documents.
000427 el 0071850
SECTION 8.INDEMNITY
8.1 CONSULTANT agrees to protect, indemnify, defend and
hold harmless CITY, its Council members, officers, employees and
agents, from any and all demands, claims, or liability of any
.nature, including death or injury to any person, property damage or
any other loss-, caused by or arising out of CONSULTANT’s, its
officers’, agents’, consultants’ or employees’ negligent acts,
errors, oromissions, or willful misconduct, or conduct for which
applicable law may impose strict liability on CONSULTANT in the
performance of or failure to perform it~ obligations under this
Contract.
SECTION 9. .WAIVERS
¯9.1 The waiver by either pasty ~of any breach or
¯ violation of any covenant, term, condition or provision Of this
Contract or of the provisions of any ordinance or law will not be
deemed to be a waiver of any such covenant, term, condition,
provision, ordinance, or law or of any subsequent ~breach or
violation of the same or of any other covenant, term, condition,
provision, ordinance or law. The subsequent acceptance by either
party of any fee or other money which.may become due hereunder will
hot be deemed to be a waiver of any preceding breachor violation
by the other partyof any covenant, term, condition or provision of
this Contract or of ~anyapp!icable law or ordinance.
9.2 No payment, partial payment, acceptance, orpartial
acceptance by CITY will operate as a waiver on the-~part of..CITY of
any of its rights under this Contract.
¯SECTION I0, INSURANCE
I0.I CONSULTANT, at its sole cost and expense, will
obtain and maintain, in full force and effect during the term of
this Contract, the inshrance coverage described, in Exhibit "C",
insuring not only CONSULTANTand its consultants, if any, but also,
with. the exception of workers’ compensation, employer’s liabilitY
and professional liability insurance, naming CITY as an additional
insured concerning CONSULTANT’s performance under this Contract..
10.2 All insurance coverage required hereunder will be
provided through carriers with Best’s K~y R~ting Guide ratings of
A:X or higher which are admitted to transact insurance business in
the State of California. Any and all consultants of CONSULTANT
retained to perform Services under this Contract will obtain and
maintain, in full force’ and effect during the term of this
Contract, identical insurance coverage, naming CITY as an
additional insured under such.policies as required above.
000427 cl 0071850
10.3 Certificates of such insurance, preferably on the
¯ forms provided by CITY, will be filed with CITY concurrently with
the execution of this Contract. .The certificates will be subject
to the approval of CITY’s risk ’manager and will contain an
endorsement stating that the insurance is primary coverage and will
not be canceled or altered by the insurer except after filing with
the CITY’s city clerk thirty (30) days’ prior written notice of
such cancellation or alteration, and that the City of Palo Alto is
named as an additional insured except in policies of workers’
compensation,, employer’s liability, and professional~ liability
insurance. Current certificates of such insurance will be kept on
file at all times during the term of this Contract with the city
clerk.
10.4 The procuring of such required policy or policies
of insurance will not be construed to limit CONSULTANT’s liability
hereunder nor to fulfill the indemnification provisions of this
Contract. Nohwithstanding the policy or policies of insurance,
CONSULTANT will be obligated for the full and total amount of any
damage, injury, or loss caused by or directly arising as a result
of the Services perf%rmed under this Contract, including such
~damage, injury,~ or loss arising after the Contract-is terminated or
the term has expired. ~
SECTION ii. WORKERS’ COMPENSATION~
ii.i CONSULTANT, by executing this Contract, certifies
that it is aware of the provisions of the Labor Code of the State
of California which require every employer to behinsured,against
liability for workers’ compensation or to undertake sel~f-insurance
in accordance with the provisions of that Code,. and certifies that
it will comply with such provisions, as applicable, before
Gommencing the performance of the Program.
PROGRAM
SECTION 12 -TERMINATION OR SUSPEN$IQN QF CQNTRACT QR
12.1 The city manager may suspend the execution .of the
Program, inwhole or in.part,, or terminate this Contract, withor
without cause, by giving thirty (30) days’ priorwritten notice
thereof to CONSULTANT,. Or immediately.after submission to CITY by
CONSULTANT of any completed, item of Basic Services. Upon.receipt
of such notice, CONSULTANT will immediately discontinue its
performance under this Contract.
12.2 CONSULTANT may terminate this Contract or suspend
its execution of the Program by giving thirty (30) days’ prior
written notic4 thereof to CITY, but only in the event of a
substantial failure of .performance by CITY or in the event CITY
indefinitely ~withholds or withdraws its request for the initiation
or continuation of Basic Services or the execution of the Program.
000427 ¢1 0071850
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12.3 Upon such suspension or termination by.CITY,
CONSULTANT will be .compensated for the Basic Services and
Additional Services performed and deliverables received and
approved prior to receipt of written notice from CITYof such
suspension or abandonment, together with authorized additional and
reimbursable expenses then due. If the Program is resumed after it
has been suspended, for more than 180 days, any change in
CONSULTANT’s compensation will be subject to renegotiation and, if
necessary, approval of CITY’s City ¯Council. If this Contract is
suspended or terminated on account of a default by¯CONSULTANT, CITY
will be obligated to compensate CONSULTANT only for that portion of
CONSULTANT’s services which are of direct and immediate benefit to
CITY, as such determination may be made by the city¯ manager in the
reasonable exercise of her discretion.
12.4 In the event of termination of .this Contract or
suspension of work on the Program by CITY where CONSULTANT is not
in default, CONSULTANT will receive compensation as follows:
¯12.4.1 For approved items of services, CONSULTANT.will
be compensated for each item of s’ervice fully performed in the
amount¯s authorized under this Contract.
12.4.2 For approved items of ¯services on which a
notice to proceed is issued by CITY, but which are not fully
performed, CONSULTANT will be compensated for each item of service
in an amount which bears the same ratio to the total fee otherwise
payable for the performance of the service as the quantum of
service actually rendered bears to the services necessary~for the
full performance of that item of service.
12.4.3 The total compensation payable under the
preceding paragraphs of this Section will not exceed the payment¯
specified under Section 5 for the respective items of service to be
furnished by CONSULTANT.
12.5 Upon such suspension or termination, CONSULTANT
will deliver to the city.manager immediately any and all copies of
the deliverables, ¯whether.or not completed, prepared by CONSULTANT
or its consultants/ if any, or given to CONSULTANT or its
consultants, if .any, in connection with this Contract. Such
materials will become the property of CITY.
12.6 The failure ¯of CITY to agree with CONSULTANT’s
independent findings, conclusions, or recommendations, if the same
are called for under¯this Contract, onthe basis of differences in
matters of judgment, ¯will not be construed as a failure on the part
of CONSULTANT to fulfill its obligations under this Contract.
000427 c10071850
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SECTION 13.ASSIGNMENT
13.1 This Contract is for the personal services of
CONSULTANT, therefore, CONSULTANT will not assign, transfer,
convey, or otherwise dispose of this Contract or any right, title
or interest in or. to the same or any part thereof without the. prior
written consent of CITY~ A consent to one assignment will not be
deemed to be a consent to any subsequent assignment~ Any
assignment made without the approval of CITY will be void and, at
the option of the city manager, this Contract may be terminated.
This Contract will not be assignable by operation of law.
SECTION. 14.NOTICES
14.1 All notices hereunder will be given, in writing,
and mailed, postage prepaid, by certified mail, addressed .as
follows:
To CITY:Office of the City Clerk,
City of Palo Alto
Post Office Box 10250
Palo Alto, CA 94303
Copy to:Office of. Human Services
City of Palo Alto
4000 Middlefield Road,.T2
Palo Al~o, CA 94303
To CONSULTANT: Attention of the program director
at the address of CONSULTANT ~ecited above
SECTION 15. CONFLICT OF INTEREST
15.1 In accepting this Contract, CONSULTANT Covenants
that it presently has no interest, and will not acquire any
interest, direct or indirect, financial or otherwise, which would
conflict in any manner or degree with the performance of the
Services.
15.2 CONSULTANT further covenants that, in the
performance of this Contract, it will not employ contractors or
persons having such an interest mentioned above. CONSULTANT
certifies that no one who has or will have any financial interest
under this Contract is an officer or employee of CITY; this
provision will be interpreted in accordance with the applicable
provisions of the PalQ Alto Municipal Code and the Government Code
of the State of California.
000427 el 0071850 ’
ii
SECTION 16.NONDISCRIMINATION
16~I As set forth in the Palo Alto Municipal Code, no
discrimination will be made in the 6mployment.of persons under this
Contract because, of the age, race, color, national origin,
ancestry, religion, disability, sexual preference or gender of such
person. If the value of this Contract is, or may be, five thousand
dollars ($5,000) or more, CONSULTANT agrees to meet all
requirements of the Palo¯ Alto Municipal Code pertaiqing to
nondiscrimination in employment, including completing the requisite
form furnished by CITY and set forth in Exhibit "D".
16.2 CONSULTANT agrees that each ~contract for services
from independent providers will. contain a provision substantially
as follows:
"[Name of Provider] will provide CONSULTANT
,with a certificate stating that [Name of
Provider] is currently in compliance with all
Federal and State of California laws covering
nondiscrimination in employment; and that
[Name of Provider] will not discriminate in
the employment of any person under this
contract because of the age, race, color,
national origin, ancestry, religion,
disability, sexual preference or gender .of
such person."
16.3 If CONSULTANT is found in vi~lation of the
nondiscrimination provisions of the ¯State of California Fair
Employment Practices Act or similar provisions of Federal law or
executive order in the performance of this Contract, it will be in
default of this Contract. Thereupon, CITY will have the power to
cancel or suspend this Contract, in whole or in part, or to deduct
the sum of twenty-five dollars ($25) for each person for each
calendar day during which Such person was subjected to
discrimination, as damages for breach of contract, or both. Only
a finding of the State of California Fairr_ Employment Practices
Commission or .the equivalent federal agency or officer will
constitute evidence of a breach of this Contract.
16.4 If CONSULTANT is found ,in default of the
nondiscrimination provisions of this Contract, CONSULTANT will be
found in material breach of this Contract. Thereupon, CITY will
have the power to cancel or suspend this Contract, in whole or in
part, or to deduct from the amount.payable to CONSULTANT the sum of
two hundred fifty dollars ($250) for each calendar day during which
CONSULTANT is not in ~ompliance with this provision ~s damages for
breach of contract, or both.
000427 el 0071850
12
SECTION 17.MISCELLANEOUS PROVISIONS
17.1 CONSULTANT represents and warrants that it has
knowledge of the requirements of the federal Americans with
Disabilities Act of 1990, and the Government Code and the Health
and Safety Code of the State of California, relating to access to
public buildings and accommodations for disabled persons, and
relating to facilities for disabled persons. .CONSULTANT will
comply with or ensure by its advice :that compliance with such
provisions will be effected pursuant to the terms of this Contract.
17.2 Upon the agreement of the parties, .any controversy
or claim arising out of or relating to this Contract may be settled
by arbitration in accordance with the Rules of the American
Arbitration Association, and judgment upon the award rendered by
the Arbit’rators may be entered in any court having jurisdiction
thereof.
17.3 This Contract will be governed by thelaws of the
State of California, excluding its conflicts ef .law.
17.4 In the event that an. action is brought, the parties
agree that trial of such action will be vested exclusively in the
state courts of California or in the United States District Court
for. the Northern District.of California in.the County of Santa
Clara, State of California.
17.5 The prevailing party in any action brought to
enforce the terms of this Contract or arising out ~f this Contract
may recover its reasonable costs .and attorneys’ fees expended in
connection with that action.
17.6 This document represents the entire and integrated
Contract between the parties and supersedes all prior negotiations,
representations, and contracts, either written or oral. This
document may be amended only by a written instrument, which is
signed by the parties.
17..7 All provisions of this contract, whether covenants
or conditions, will be deemed to be both covenants and conditions.
17.8 The covenants, terms, conditions and provisions of
this Contract will apply to, and will bind~ the heirs, ~successors,
executors, administrators, assignees, and consultants, as the case
may be, of the parties.
17.9 If a court of competent jurisdiction finds or rules
that any provision of this Contract or any amendment thereto is
void or unenforceable, the unaffected provisions of this Contract
and any amendments thereto will remain in full force and effect.
000427 cl 0071850
13
17.10 All exhibits referred toin this Contract and any
addenda, appendices~ attachments, and schedules which, from time
to time, may be referred to in any duly executed amendment hereto
are by suchreferenCe incorporated in this Contract and-will be
deemed to be a part of this Contract.
17.11 This Contract may be executed in any number of
counterparts, each ofwhich will be an Original, but all of which
together will constitute one and thesame instrument.
17.12. This Contract is subject to the fiscal provisions
of the Charter of the City of Palo Alto and the Palo Alto Municipal
Code. This Contract will terminate without any penalty (a) at the
end of any fiscal year in the event that funds are notappropriated
for the following fiscal year, or (b) at any time within a .fiscal
year in the event.that funds are only appropriated for a portion of
the fiscal year and funds for this Contract are no longer
available This section 17.12 will take precedence in the event .of
a conflict with any other covenant, term, condition, or provision
of this Contract.
III
III
III
tll
III
III
III
III
III
171
000427 cl 0071850
14
IN WITNESS WHEREOF, the parties hereto have by thei~ duly
authorized representatives executed this Contract on the date first
above written.
ATTEST:CITY OF PALO ALTO
City Clerk
APPROVED AS TO FORM:
Senior Asst. City Attorney
APPROVED:
Assistant City Ma/~
Director~ommunity Services
Mayor
ADOLESCENT COUNSELING
SERVICES, INC.
Its: 8~/~4~,,~]_ ,~j
Its: ¯
Taxpayer’s I.D-. No. 51~0192551
APPROVED AS TO CONTENT:
Director of Admin. Services
Insurance Review
[nistr
ice of’ Human Services
Attachments.:
EXHIBIT "A":
EXHIBIT "B":
EXHIBIT "C" :
EXHIBIT "D" :
SCOPE OF PROGRAM SERVICES &TIME SCHEDULE
CONTRACT BUDGET
INSURANCE
NONDISCRIMINATION COMPLIANCE FORM
000427 cl 0071850
15
STATE OF ~ )
COUNTY OF ~ )
SS.
On ~ ~3, 2~4)~ , before me, the undersigned, a
Nqtary Public ~n ar~ fo~said County and State, personallyappeared
, personally knowh to
~e b~°~9~d t~-Fme-~n~t~oasis of satisfactory evidence tobe the
person0~) whose name~ is/~e subscribed to the within instrument
and acknowledged to me that he/s~/t~y executed the same.in
his/~.r/tb~ir authorized capacity(i~), and that by his/h~/th4~ir
signature(s9 on the instrument the person(~, or the.entity upon
behalf of which the person(s) acted, execute4 the instrument.
WITNESS my hand and official .seal.
Signature of Notary Public_/
¯ ,4~"T~ Comrnislon # 1215043
z~ ~ Notary Pub,c-Callfamia
] ~ Santa Clara County
000427 ¢! 0071850
16
¯STATE OF
COUNTY OF
CERTIFICATE OF ACKNOWLEDGMENT
(Civil Code § 1189)
On ~ ~. ~Q , before me, ~he undersigned, a
Notary ~ublic ~n a~d f0£ said County and State, personally appeared
, personally known to
!~.or~0ved t6-me-on ~e~asis of satisfactoryevidence to be the
person(~ whose name(~@ is/a~ subscribed to the within instrument
and acknowledged to me that h~she/t~y executed the same in
hi,/her/thOr authorized capacity(i~’), and that by h~/her/th~r
signature(~ on the instrument the person(~l, or the entity upon
behalf of which the person(~ acted, executed the instrument.
WITNESS my hand and official seal
Comm~lon # 1215043
Notary Public-California
Signature of Notary
000427 cl 0071850
17
EXHIBIT "A"
ADOLESCENT COUNSELING SERVICES (ACS), INC.
On-Campus Counseling and Outreach Program
FY 2000-01 SCOPE OF PROGRAM SERVICES
II
PROGRAM SERVICES
CONSULTANT shall provide an On-Campus Counseling Program to make crisis
intervention and direct counseling services easily available to middle and high school
students and family members. CONSULTANT shall provide a Community Counseling
Program to coordinate on-site services, referral services and crisis counseling.
PROGRAM GOALS
1)To. effectively address the emotional and developmental needs of adolescents and
their families.
2)
3)
To prevent and decrease the incidence of substance abuse, suicides, gang affiliation,
school dropout rates, and symptoms related to stress.
To help families cope with problems and increase students’ chances for academic
success.
IlI
4)To expand outreach services to Latino youth and their families and other emerging
populations.
PROGRAM METHODS
1)
2)
Provide crisis intervention and direct counseling .services at four secondary schools
in Palo Alto. Services shall be provided at Palo Alto High School, Gunn High
School, Jane Lathrop Stanford Middle School, and Jordon Middle School.
Provide three licensed and experienced mental health professionals as program
directors. Provide two bilingual/bicultural Latino Outreach Counselor to perform
direct counseling and liaison work at all four secondary school sites and in the
community. "
3).Recruit, train and supervise ten graduate-level or post-graduate counseling interns to
work twenty hours per week at the four secondary school sites.
4)Group counseling sessions shall be co-facilitated by two agency interns, or by one
agency intern and one school Staff member or another licensed profes,sional..
ACS
Exhibit "A"
5)
6)
7)
8)
9)
10)
IV
Outreach services shall consist of.individual and group counseling for students, after-
school workshops for parents and referrals to appropriate community services,
including recreation, employraent training and placement, and mentoring.
Site based prevention and early intervention services shall include individual~ family
and support group counseling.
Provide two licensed mental health professionals as Community Counselors at Gunn
and Palo Alto High Schools to coordinate on-site services, referral services and crisis
counseling. ¯
On-Camp.us Counseling program directors shall regularly attend meetings with
human service staff at all four school sites in order to discuss the needs of individual
students, as well as.issues affecting the campus as a whole.
Maintain office space on. campuses and provide necessary resources to maximize the
ability to provide direct crisis counseling and referral of students.
Provide individual and group crisis intervention within the four secondary schools,
working closely with school guidance staff-and administrators tr respond to needs
in a timely and appropriate way.
11)Conduct a client survey to measure the impact of the program on clients’ behavior.
PROGRAM OBJECTIVES
1). Provide counseling services to 400 Palo Alto students and their families.
2)Provide 1,700 individual and family counseling sessions.
3)
5)
Provide 125 group-counseling sessions.
Reach 150 Latino students and family members through outreach services.
Provide. direct crisis counseling to 135 high school students and their parents.
6)Serve 700 high school students through prevention and early intervention.
Facilitate the identification and referral of 50 high school Students to appropriate
community mental health providers.
8)Provide referrals to On-Campus counseling program ~d early intervention to 135
high school students.
ACS
Exhibit "A"
V DELIVERABLES
1)Consultant shall provide quarterly activity reports relating to this Scope of Program
Services for the periods ending September 30, 2000, December 31, 2000, March 31,
2001, and June 30, 2001, within fifteen days after these dates.
Each report shall cover the preceding quarter and other such information as the
Program Managerlmay request. The fial report shall focus on the preceding quarter,
but also shall provide information on contract services for the. entire year. Each
report shall be prepared in the form agreed upon by the Program Manager and the
Consultant.
VI
VII
2)Provide a copy of client survey and a.summary of survey results.
TIME SCHEDULE
¯Services shall commence on July 1, 2000 and ~ontinue through June 30, 2001.
¯Quarterly progress reports shall be completed and subrnitt(d to the City on the fifteenth
day after each quarter.
REQUIREMENTS
,The City of Palo Alto requires mention of its name in all materials that acknowledge
donors in any public announcements or publicity regarding, funded programs.
¯CONSULTANT shall comply with the Americans with Disabilities Act (ADA) of 1990.
ACS.
Exhibit "A"
3
EXHIBIT "B"
ADOLESCENT COUNSELING SERVICES, INC
On-Campus Counseling and Outreach Program
FY 2000-01 CONTRACT BUDGET
Salaries
Insurance
Audit
Rent and Utilities
Maintenance and Repair
Phone
Consultants
Staff Development and Training
Travel and Meetings
Information and Technology
Equipment
iOffice Supplies and Materials
231,341.00
251.00
4,089.00
5,064.00
3,132.00
205.00
2,222.00
3,646.00
8,118.00
34,090.00
92,010.00
’321.00
265.00
845.00
43.00
AUTOMO~IL| UAIIUI"i’
EXHIBIT C
HOLDER. THIS OERTIFIGATE DOES NOT AMEND, E~’END OR
ALTER THE COVERAaE AFFORDED BY’[HE POUOIES BELOW.
COMPANIES AFFoRDIN~~E-Ii~,QE "
~P~
COMPANY
~MPA~0
O
POI, IOYDAT~I~OLIP.,Y ~XPlRk’nON
o7/o~/oo
o7/o~/oo
o7/o~/oo
o4/27/oo
II,pqO~O00
~l~O00rO00
~ltO00~O00..__
s2~.~O00
~5~000.
AUTO ONLY- ~ AC~DENT
~ TNAN AUTO ONLY:...
EACH ~URR~
AeOR~A~
TOTAL P,O!
)UCER
Dennis Costa, CPCU800-442-486? F~No. 800-449-8563
~ED
Adolescent Counselin~ Services
~ttn: Miohelle Woldridge
4000 Middlefield Rd., FH
Palo Alto CA 94303
EXHIBIT C PAGE 2 O
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION
" ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE
HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND ORALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW..
COMPANIES AFFORDING COVERAGE
COMPANYA TIC Premier Insurance
COMPANY
B
COMPANY
c
COMPANY
D
THIS IS TO CERTIFY’THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD’
INDICATED, NOTWITHSTANDINO ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER.DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED-OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALl/THE TERMS,
EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE DEEN REDUCED BY PAID OLAIIV~.
TYPE OF INSURANCE POUCY N~/MI~ER UMIT~
GENERAL i.IABILITY
~M MERCIAL GENERAL UABILnY
~ CLNMS MADE [~ OCCUR~OWNERIS & CON’~RACTOR s PROT
AUTOMOBILE LIABILITY
-- I ANYAUTO
"ALL OWNED AUTOS "
SCHEDULED AUTOS
HIRED AUTO~
NON-OWNED AUTOS
POUCY EFFE.CTiVE POLICY EXPIRATION
DATE (MM/D~./YY) DATE. (MM/DD/Y~
RECEIVED
OCT i i999
Office ofHumanServ/oes.
GARAGE LIABILnY’
E~CEss LIABIU1Y
EMPLOYERS’ LIABI(ITY
THE PROPRIETOR/~] INCLPARTNERS/I~HCUTIVE
OFRCL=RS ARE:, J IEXCLOTHER
WCG80585691
GENERAL AGGREGATE
PRODUGT~ ¯ COMPIOP
PERSONAL & ADV. INJURY
RRE DAMAGe= (An~, one fire)
MED EXP (A.y on,.
’COMBINED SINGLE.LIMIT
$
$
$.
$
$
BODILY INJURY(Per perf..n) ¯
BODILY INJURY’ (Per ,~dant) "
PROPERTY DAMAGE
AUTO ONLY - EA .~GCIDENT
OTHER THAN AUTO ONLY:
EACH ACCIDENT
AGGREGATE
EACH OCCUI~RENGE
AGGREGATE
ELEACH ACCIDENT
ELDISEASE - POUCY UMrT..
ELDISEASE - EA EMPLOYEE
$
$
$
$
,ziooo,oo
$1-; 000,00
$1r000,O0
DESCRIPTION OF OPERATIONS/LOCATIONSNEHICLES/SPECIAL ITEMS
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE ¯
EXPIRATION DATE THEREOF, THE ISSUING COMPANY WILL ENDEAVOR TO MAIL
" 30 DAYS WRr~EN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT,
BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY
OF ANY KIND UPON THE COMPANY, ITS AOEI’iTS OR REPRESENTATIVES.
AUTHORIZEDREPRESENTATIVE
Dennis Costa, Cpd~"~~ ~
FORM 410 EXHIBIT "D"
Program: On-Campus Counseling and OutreachProgram
Certificate of Nondiscrimination: As suppliers of goods or services to the City of Palo
Alto, the firm and individuals, listed below certify that they do not discriminate in
employment with regards to age, race, color, religion, sex, national origin, ancestry,
disability, or sexual preference; that they are in compliance with all Federal, State and
local directives and executive orders regarding nondiscrimination in employment.
Agency: Adolescent Counseling Services, Inc.
Titleof Off, ce Signing: ;.~(._~d.,-q.~.4.4~t.4/- ,.,~ ~///~ ~///~C~
Signature: , ,.
CONTRACT NO.
BETWEEN THE CITY OF PALO ALTO AND
AVENIDAS~ INC.
FOR CONSULTING SERVICES
This Contract No.is entered into ,
~by and between the CITY OF PALO ALTO, a chartered city and a
municipal corporation of the State of California ("CITY"), and
AVENIDAS, INC~, a corporation duly organized and existing under the
Nonprofit Corporation Law of the State of California, located at
450 Bryant Street, Paio Alto, CA 94301 ("CONSULTANT").
RECITALS:
WHEREAS, CITY desires to obtain the provision of senior
services ("Program"), as more fully described in Exhibit "A"; and
WHEREAS, CITY desires to engage CONSU.LTANT, including its
employees, if any, in providing the Services by reason of its
qualifications and experience in performi’ng the Services, and
CONSULTANT has offered to complete the Program on the terms and in
the manner set forth herein; ~
NOW, THEREFORE, in consideration of the covenants, terms,
conditions, .and provisions of this Contract, the parties agree:
SECTION i.TERM
i.I This Contract will commence on July i, 2000 and will
terminate on June 30,. 2001, unless this Contract is earlier
terminated by CITY. Upon the receipt of CITY’s notice to proceed,
CONSULTANT will commencework on the initial and subsequent Program
tasks in accordance with the time schedule set forth in Exhibit
"A". Time is of the essence of this Contract. In the event that
the Program is not completed withinthe time required through any
fault of CONSULTANT, CITY’s city manager willhave the option of
extending the time schedule for any period of time. This provision
will not preclude the recovery of damages for delay caused by
CONSULTANT.
SECTION 2.SCOPE OF PROGRAM SERVICES;CHANGES &
CORRECTIONS
2.1 Thescope of Services constituting the Program will
be performed, delivered or executed by CONSULTANT under the phases
of the Basic Services as described below.
2.2 CITY may order substantial changes in the scope or
character of the Basic Services, or the Program, either decreasing
or increasing the amount of work required of CONSULTANT. In the
000427 c10071851
1
event that .such changes are ordered, subject to the ap~rov~l of
CITY’s City Council, as may be required, CONSULTANT will be
entitled to full compensation for all work performed prior to
CONSULTANT’s receipt of the notice of change and further will be
entitled to an extension of the time schedule. Any increase in
compensation for substantial changes will be determined in
accordance with the.provisions of this Contract. CITY will not be
liable for the cost or payment of any change in work, unless the
amount of additional compensation attributable to the change in
work is agreed to, in writing, by CITY before CONSULTANT commences
the performance of any such change in work.
SECTION 3. QUALIFICATIONS. STATUS, AND DUTIES OF
CONSULTANT
3.1 CONSULTANT represents andwarrants that it has the
expertise and professional qualifications to furnish or cause to be
furnished the Services. CONSULTANT further represents and warrants
that the program director and every individual, including any
consultant, charged with the performance of t~e Services are duly
licensed or certified by the State of California, to the extent
such licensing or certification is required by law to perform the
Services, .and that the Program "will be executed by them or under
their supervision. ~
3.2 In reliance on the representations and warranties
set forth in this Contract, CITY hires CONSULTANT to execute, and
CONSULTANT covenants and agrees that it will execute or cause to be
executed, the Program.
3.3 CONSULTANT will assign a single program director to.
have supervisory responsibility for the performance, progress, and
execution ofthe Program. The program director will represent
CONSULTANT. during the day-to-day work on the Program. If
circumstances or conditions subsequent to the execution of this
Contract’ cause the substitution of the program director, the
CONSULTANT shall notify the program manager of such a change.
3.4 CONSULTANT represents and warrants that it will:
3.4.1 Procure all permits and licenses, pay all
charges and fees, and give all notices which may be necessary and
incident to the due and lawful prosecution of the Program;
3.4.2 .Keep itself fully informed of all existing and
future Federal, State of California, and local laws, ordinances,
regulations, orders, and decrees which may affect those engaged or
employed under this Contract and any materials used in CONSULTANT’s
performance of the Services;
000427 c10071851
2
3.4.3 At all times observe and comply with, and cause
its employees and consultants, if any, who are assigned to the
performance of this Contract to observe and comply with, the laws,
ordinances, regulations, orders and decrees mentioned above; and
3.4.4 Will report immediately to the program manager,
in writing, any discrepancy or inconsistency it discovers in the
laws, ordinances, regulations, orders, and decrees mentioned above
in. relation to the deliverables.
3.5 Any deliverables given to, or prepared or assembled
by, CONSULTANT or its consultants, if any, under this Contract will
become the property of CITY and will not be made available to any
individual or organization by CONSULTANT or its consultants, if
any, without the prior written approval of the city manager.
3.6 CONSULTANT will provide CITY with.two (2) copies of
any documents.which are a.part of the deliverables upon their
completion and acceptance by CITY.
3.7 If CITY requests additional copies of any documents
which are a part of the deliverables, CONSULTANT will provide such
additional copies and CITY will compensate CONSULTANT for its
duplicating costs~
3.8 CONSULTANT will be responsible for employing or
engaging all persons necessary to ~xecute the Program. All
consultants of CONSULTANT will be deemed to be directly controlled
and supervised by CONSULTANT, which will be responsible for their
performance.
3.9 In the execution of the Program, CONSULTANT and its
consultants, if any, will at all Limes be considered independent
contractors and not agents or employees.of CITY.
3.10 CONSULTANT will perform or obtain or cause to be
performed or obtained any and all of the following Additional
Services, not included under the Basic Services, if so authorized,
in writing, by CITY:
3.10.1 Providing services as an expert witness in
connection with any public hearing or meeting, arbitration
proceeding,or proceeding of a court of record;
3.10.2 Incurring travel and subsistence expenses for
CONSULTANT and its staff beyond those normally required under the
Basic Services;
3.10.3 Performing any other’Additional Services that
may be agreed upon by the parties subsequent to ~he execution of
this Contract; and-
000427 cl 0071851
3
3.10.4 Other Additional Services now or hereafter
described in Exhibit "A" to this.Contract.
3.11 CONSULTANT will be responsible for. employing
all consultants deemed necessary to assist CONSULTANT in the
performance of the Services. CONSULTANT shall be responsible for
the performance of.its consultants or subcontractors in fulfilling
the provisions of this contract.
3.12 CONSULTANT shall coordinate its services with
other existing organizations providing similar services in order to
foster community cooperation and to avoid unnecessary duplication
of services.
3.13 CONSULTANT shall seek out and apply for other
sources of revenue in support of its operation or services from
county, state, federal and private sources. Unless deemed
inappropriate by the program manager,.CITY shall support CONSULTANT
in its’search of grants, funding, or other income by serving as a
sponsoring agency, by providing letters of support, or by rendering
advice on application for grants.
3.14 CONSULTANT shall include an acknowledgment of
CITY funding and support in all appropriate publicity or
publications regarding its programs and services using words to the
effect that ~services are provided in cooperation with the City of
Palo Alto" or ~’through City of Palo Alto funding" as approved by
the program manager.
3.15 Throughout the term of this cohtract,
CONSULTANT shall remain an independent, nonprofit corporation under
the laws of California governed solely by a Board of Directors,
with up-to-date bylaws. CONSULTANT shall operate by its Bylaws.
Any changes in CONSULTANT’s Articles of Incorporation, Bylaws, or
tax-exempt status shall be reported by CONSULTANT immediately to
the Program Manager.
3.16 The Board of Directors of CONSULTANT shall
include.representation from the broadest possible cross section of
the community including: those with expertise and interest in
CONSULTANT’s services, representatives from community
organizations, and users of CONSULTANT’s services.
3.17 CONSULTANT shall keep minutes of all regular
and special meetings of its Board of Directors.
SECTION 4. DUTIES OF CITY
4.1 CITY will furnish or cause to be furnished the
services listed in Exhibit "A" and such information regarding its
000427 cl 0071851
requirements applicable
requested by CONSULTANT.
to the Program as may be reason@bly
4.2 CITY will review and approve, as necessary, in a
timely manner the deliverables and each phase of work performed by
CONSULTANT. CITY’s estimated.time of review and approval will be
furnished to CONSULTANT at the time of submission of each phase of
work. CONSULTANT acknowledges and understands that the
interrelated exchange of information among CITY’s various
departments makes it extremely difficult for CITY to firmly
establish the time of each review and approval task.~ CITY’s
failure to review and approve within the estimated time schedule
will. not constitute a default ~nder this Contract.
4.3 The city manager will represent CITY for all
purposes under this Contract. The Administrator for the Office of
Human Services is designated as the program manager for the city
manager. The program manager will supervise the performance,
progress, and execution of the-Program, and will be assisted by the
Management Assistant for the Office of Human ~ervices.
4.4 In the event CITY should determini from any
identifiable source, including but not limited to reports submitted
by CONSULTANT under this contract or any evaluation report from any
identifiable source, that there is a condition which requires
correction, CITY may forward to CONSULTANT requests for corrective
action. Such requests shall indicate the nature of the issue or
issues which are to be reviewed to determine the need for
corrective action and may include a recommendation as to
appropriate corrective action. Within thirty (30) days ofCITY’s
request, CONSULTANT shall submit its response., which shall include
its views of the problem and proposed action, if any. Upon request
of either party, the parties shall meet to discuss any such request
and response within the thirty-day period specified.
SECTION 5.COMPENSATION
5.1 CITY will compensate CONSULTANT for the following
services and work: ~ "
5.1.1 In consideration of the full performance of the
Basic Services, including any authorized reimbursable expenses,
CITY will pay CONSULTANT a fee not to exceed Four Hundred Twenty
Six Thousand Eight Hundred Twenty Seven Dollars ($426,827.00). The
amount of compensation will be calculated in accordance with the
schedule set forth in Exhibit "B". The quarterly payment schedule
will be calculated in accordance with the schedule set forth in
Exhibit "A", Section ~VII. On the billing form p~ovided by. CITY,
CONSULTANT shall submit a bill by the fifteenth (15th) working, day
of the following month for services provided, under this Contract
durin~ the preceding three months. The bill shall specify actual
000427 cl 0071851
expenditures directly related to this Contract as followst in
accordance with Exhibit "B". The fees¯ of the consultants, who have
direct contractual relationships with CONSULTANT, will be approved,
in advance, by CITY. CITY reserves the right to refuse payment of
such fees, if such prior approval is not obtained by CONSULTANT.
Notwithstanding the foregoing limitations, the City
Manager shall have the authority to approve payments by the CITY
to CONSULTANT under this contract in advance of CONSULTANT’s
incurred expenditures; provided, however, (i) any request by
CONSULTANT for such advance payment must be made during the months
of July, August or September during the term of this Contract; (ii)
such advance payment must be made from the central administration
fund; and~(iii) CONSULTANTS’s need for such advance payment shall
be supported to the satisfaction of the CITY’s Director of
Administrative Services; and further provided, however, that total
advance payment under this Contract may not exceed One Hundred Six
Thousand Seven ~Hundred Seven Dolla~s ($106,707.00).
5.1.2 ¯The full payment of chargers for extra work or
changes, or both, in the execution of the Program will be made,
provided such request for payment is initiated by. CONSULTANT and
authorized, in writing, by the program manager. Payment will be
made within thirty (30) days of submission by CONSULTANT of a
statement, in triplicate, of itemized costs covering such work or
changes, or both. Prior to Commencing such extra work or changes,
or both, the parties will agree upon an estimated maximum cost for
such extra work or changes. CONSULTANT will not be paid for extra
work or changes, including, without limitation, any design work or
change order preparation, which is made necessary-on account of
CONSULTANT’s errors, omissions, or oversights.¯
5.1.3 Direct personnel expense of employees assigned
to the execution of the Program byCONSULTANT will include only the
work and other documents pertaining to the Program, and in services
rendered during the program to the extent such services are.
expressly contemplated under this Contract. Included in the cost
of direct personnel expense of these employees are salaries and
mandatory and customary benefits such as statutory employee
benefits, insurance, sick leave, holidays and vacations, pensions
and similar benefits.
¯5.2 The schedule of payments will be madeas follows:
5.2.1 Payment of the Basic Services will be made in
quarterly progress payments in proportion to the quantum of
services performed, or in accordance with. any other schedule of
payment mutually agreed upon by the parties, as set forth in
Exhibit "B", or within thirty (30) days of submission. Final
payment will be made by CITY after CONSULTANT .has submitted all
000427 cl 0071851
deliverables and reports, including, without limitation,
which have been approved by the program manager.
reports~
5.2.2 No deductions will be .made from CONSULTANT’s
compensation on account of penalties, liquidated damages, or other
sums withheld by CITY from payments to general contractors.
SECTION 6. PROGRAM RECORDS
Upon reasonable notice, CONSULTANT shall grant the
program manager access to all CONSULTANT records, data, statements,
and reports, which pertain to this Program. CONSULTANT shall
secure all necessary client and/or personnel release of information
forms to allow the program manager and others specifically
designated, in writing by the program manager to be afforded such
access. Access to clinical records will be coordinated with the
client, the client’s representative and the CONSULTANT. upon
reasonable request from the program manager. CONSULTANT is not
required to provide information, the disclosure of which is
expressly prohibited by California or Federal’laws.
SECTION 7.ACCOUNTING, AUDITS. OWNERSHIP OF RECORDS
7.1 CONSULTANT sha£1 appoint a fiscal agent!who.shall be
responsible for the financial and accounting activities of
CONSULTANT, including the receipt and disbursement of CONSULTANT
funds.
7.2. CONSULTANT shall appoint from its Board a treasurer
who shall review Financial Statements of CONSULTANT on a regular
basis. ~
7.3 Records of the direct personnel expenses and-
expenses incurred in connection with the performance of Basic
Services and Additional Services pertaining to the Program will be
prepared, maintained, and retained by CONSULTANT in accordance with
generally accepted accounting principles and will be made available
to CITY for auditing purposes at mutually convenient times during
the term of this Contract and for three (3) years following the
expiration or earlier termination of this Contract.
7.4 CONSULTANT shall provide for independent audit of
its fiscal year transactions, records, and financial reports at
least every two (2) years. The certified public accountant shall
submit the report to both parties. The cost Of this audit shall be
borne by CONSULTANT. .
7.5 The originals of the deliverables prepared by or
under the direction of CONSULTANT in the performance of this
Contract will become the property of CITY irrespective of whether
the Program is completed upon CITY’s payment of the amounts
000427 ¢1 0071851
required to be paid to CONSULTANT. These originals will be
delivered to CITY without additional compensation. CITY will have
the right to utilize any final and incomplete drawings, estimates,
specifications, and any other documents prepared hereunder by
CONSULTANT, but CONSULTANT disclaims any responsibility or
liability for any alterations or modifications of such documents.
SECTION 8.INDEMNITY
8.1 CONSULTANT agrees to protect, indemnify, defend and
hold harmless CITY, its Council members, officers,, employees and
agents, from any and all demands, claims, or liability of any
nature, including death or injury to any person, property .damage or
any other loss, caused by or arising out of CONSULTANT’s, its
officers’, agents’, consultants’ or employees’ negligent acts,
errors, or omissions, or willful misconduct, or conduct for which
applicable law may impose strict liability on CONSULTANT in the
performance of or failure to perform its obligations under this
Contract.
SECTION 9.WAIVERS
9.1 The waiver by either party of any breach or
violition of any covenant, term, condi[ion or provision of this
Contract or of the provisions of. any ordinance or law will not be
deemed to be a waiver of any such covenant,, term, condition,
provision, ordinance, or law or of any subsequent breach or
violation of the same or of any other covenant, term, condition,
provision, ordinance or law. The subsequent acceptance by either
party of any feb or other money which may become due hereund@r will
not be deemed to be a waiver of any preceding breach or violation
by the other party of any covenant, term, condition or provision of
this Gontract or of any applicable law or ordinance.
9.2 No payment, partial payment, acceptance, or partial
acceptance by CITY will operate as a waiver on the part of CITY of
any of its rights under this Contract.
SECTION I0,INSURANCE
i0.i CONSULTANT, at its sole cost and expense, will
obtain and maintain, in full force and effect during the term of
thfs Contract, the insurance coverage described in Exhibit "C",
insuring not only CONSULTANT and its consultants, if any, but also,
with the exception of workers’ compensation, employer’s liability
and professional liability insurance, naming CITY as an additional
insured concerning CONSULTANT’s performance under this Contract.
10.2 All insurance coverage required hereunder will be
provided through carriers with Best’s Key Rating Guide ratings of
A:X or higher which are admitted to transact insurance business in
000427 cl 0(171851
the State of California~ Any and all consultants of CONSULTANT
retained to perform Services under this Contract will obtai~ and
maintain, in full force and effect during the term of this
Contract, identical insurance coverage, naming CITY .as an
additional insured under such policies as required above.
10.3 Certificates of such insurance, preferably on the
forms provided by CITY, will be filed with CITY concurrently with
the execution of this Contract. The certificates will. be subject
to the approval Of CITY’s risk manager and will contain an
endorsement stating that the insurance is primary coverage and will
not be canceled or altered.by the insurer except after filing with
the ~CITY’s city clerk thirty (30) days’ prior written notice of
such cancellation or alteration, and that the City of Palo Alto is
named as an additional insured except in policies of workers’
compensation, employer’s liability, and professional liability
insurance. Current certificates of such insurance will be kept on
file at~all time~ during the term of this Contract with the ci.ty
clerk.
10.4 The procuring of such required policy or policies
of insurance will not be construed to limit CONSULTANT’s liability
hereunder nor to fulfill the indemnification provisions of this
Contract. Notwithstanding the policy Qr policies of insurance,
CONSULTANT will be obligated for the full and total amount of anY
damage, injury, or loss caused by or directly arising.as a result
of the Services performed under this Contract, including .such
damage, injury, or loss arising after the Contract is terminated or
the term has expired.
SECTION ii. WORKERS’ COMPENSATION
I.i.i CONSULTANT, by executing this Contract, certifies
that it is aware of the provisions of the Labor Code of the State
of. California which require every employer to be insured against
liability for workers’ compensation or to undertake self-insurance
in accordance with the provisions of that Code, and certifies that
it will comply with such provisions, as .applicable, before
commencing the performance of the Program.
PROGRAM
SECTION 12 TERMINATION OR SUSPENSION OF CONTRACT OR
12.1 The city manager may suspend the execution of the
Program, in whole or in part, or terminate this Contract, with or
without cause, by giving thirty (30) days’ prior written notice
thereof to CONSULTANT, or imm@diately after-submission to CITY by
CONSULTANT of any completed item of~Basic Services. Upon receipt
of such notice, CONSULTANT wi~l .immediately discontinue its
performance under this Contract.
000427 c10071851
12.2 CONSULTANT may terminate this Contract or suspend
its execution of the Program by giving thirty (30) days’ prior
written notice thereof to CITY, but only in the eVent of a
substantial failure of performance by CITY or in the event CITY
indefinitely withholds or withdraws its request for the initiation
or continuation of Basic Services or theexecution of the Program.
12.3 Upon such suspension or termination by CITY,
CONSULTANT will be compensated for the Basic Services and
Additional Services performed and deliverables received and
approved prior to receipt of written notice from CITY of such
suspension or abandonment, together with authorized additional and
reimbursable expenses then due. If the Program is resumed after it
has been suspended for more than 180 days, any change in
CONSULTANT’s compensation will be subject to renegotiation and, if
necessary, approval of CITY’s City Council. If this Contract is.
suspended or terminated on account of a default by CONSULTANT, CITY
will be obligahed to compensate CONSULTANT only for that portion of’
CONSULTANT’s services which are of direct and immediate benefit to
CITY, as such determination may be made by the’.city manager in the
reasonable exercise of her discretion.
12.4 In the event of termination of this contract or
suspension of work on the Program by CITY where CONSULTANT is not
in default, CONSULTANT will receive compensation as follows:-
12.4.1 For approved items of services, CONSULTANT will
be compensated for each item of service fully, performed in the
amounts authorized under this contract.
12.4.2 For approved items 0f ~services .on which a
notice to proceed is issued by CITY, but which are not fully
performed, CONSULTANT will be compensated for each item of service
in an amount which bears the same ratio to the. total fee otherwise
payable for the performance of the service as the quantum of
service actually rendered bears to the services necessary for the
full performance..of that item of service.
12.4.3 The total compensation payable under the
preceding paragraphs of this Section will not exceed the payment
specified under Section 5 for the respective items of service to be
furnished by CONSULTANT.
12’.5 Upon such suspension or termination, CONSULTANT
will deliver to the city manager immediately any and all copies of
the deliverables, whether or not completed, prepared by CONSULTANT
or its consultants, if any, or .given to CONSULTANT or its
consultants, if any, in connection with this Contract. Such
materials will become the property of CITY.
000427 ¢I 0071851
I0
12.6 The failure of CITY to agree with CONSULTANT’s
independent findings, conclusions, or recommendations, if the ~ame
are called for under this Contract, on the basis of differences in
matters of judgment,.will not be construed as a failure on the part
of CONSULTANT to fulfill its obligations under this Contract.
SECTION 13. ASSIGNMENT
13.1 This Contract is for the personal services bf
CONSULTANT, therefore, CONSULTANT will not assign, transfer,
¯ convey, or otherwise dispose of this Contract or any right, title
or interest in or to the same or any part thereof without the prior
written consent of CITY. A consent to one assignment will not be
deemed to be a consent to any subsequent assignment. Any
assignment made without the approval of CITY will be void.and, at
the option of thecity manager, this Contract may be terminated.
This Contract will not be assignable by-operation of law.
SECTION 14.NOTICES
141 All notices hereunder will be given, in writing,
and mailed, postage prepaid, by certified mail, addressed as
follows:
To CITY:Office ~f the City Clerk
City of Palo Alto
Post Office Box 10250
Palo Alto, CA 94303
Copy to:Office of Human Services
City of Palo Alto
4000 Middlefield Road, T2
Palo Alto, CA 94303
To CONSULTANT: Attention of the program director
.at the address ofCONSULTANT recited above
SECTION i$,CONFLICT OF INTEREST
15.1 In accepting this Contract, CONSULTANT covenants
that it presently has no interest, and will not acquire any
interest, direct or indirect, financial or otherwise, which would
conflict in any manner or degree with the performance of the
Services.
15.2 CONSULTANT further covenants that, in the
performance of this Contract, it will not employ contractors or
persons having such an interest mentioned above. CONSULTANT
certifies that no one who has or will have any financial interest
under this Contract is an officer or employee of CITY; this
provision will be interpreted in. accordance with the applicable
000427 cl 0071851
11
provisions, of the Pa!o Alto Municipal Code and the Government Code
of the State of California. ~
SECTION 16.NONDISCRIMINATION
16.1 As set forth in the. Palo Alto Municipal Code, no
discrimination will be made.in the employment of persons under this
Contract because of the age, race, color, national origin,
ancestry, religion, disability, sexual preference or gender of such
person. If the value of this Contract is, or may be, five thousand
dollars ($5,000) or more, CONSULTANT agrees to meet all
requirements of the Palo Alto Municipal Code pertaining to
nondiscrimination inemployment, including completing the requisite
form furnished by CITY and set forth in Exhibit "D".
16.2 CONSULTANT agrees that each contract for services
from independent providers will contain a provision substantially
as follows:
"[Name of Provider] will provide CONSULTANT
with a certificate stating that -[Name of
Provider] .is currently in compliance with all
Federal and State of California laws covering
nondiscrimination in employment; and’ that
[Name of Provider] will not discriminate in
the employment of any person under this
contract because of the age, race, color,
national origin, ancestry, religion,
disability, sexual preference or gender of
such person."
16.3 If CONSULTANT is found in violation of the
nondiscrimination provisions of the State of California Fair
Employment Practices Act or similar provisions of Federal law or
executive order in the performance of this Contract, it will be in
default of this Contract. Thereupon, CITY will have the power to
cancel or suspend this. Contract, in whole.or in part, or to deduct
the sum of twenty-five dollars ($25) for each person ’for each
calendar day during which such person was subjected to
discrimination, as damages for breach of contract, or both. Only
a finding of the State of California Fair Employment Practices
Commission or the equivalent federal agency or officer- will
constitute evidence of a breach of this Contract.
.16.4 If CONSULTANT is found in default of the
nondi~scrimination provisions of this Contract, CONSULTANT will be
found in material breach of this Contract. Thereupon, CITY will
have the power to cancel or suspend this Contract, in whole or in
part, or to deduct from the amount payable to CONSULTANT the sum of
two hundred fifty dollars ($250) for each calendar day during which
000427 ¢I 0071851
12
CONSULTANT is not in compliance with this provision as damages, for
breach of contract, or both.
SECTION 17. MISCELLANEOUS PROVISIONS
17.1 CONSULTANT represents and warrants that it has
knowledge of the requirements of the federal Americans with
Disabilities Act of 1990, and the Government Code and the Health
and Safety Code of the State of California, relating to access to
public buildings and accommodations for disabled persons, and
relating to facilities for disabled persons. CONSULTANT .will
comply with or ensure by its advice that compliance with such
provisions will be effected pursuant to the terms of this Contract.
17.2 Upon the agreement of the parties, any controversy
or claim arising out of or relating to this Contract may be settled
by arbitration in ¯accordance with the Rules of the American
Arbitration Association, and judgment upon the award rendered by
the Arbitrators may be entered in any court having jurisdiction
.thereof.
17.3 This Contract will be governed by the laws of the
State of California, excluding its conflicts of law.
17.4 In the event that anaction is brought, the parties
agree that trial of such action will be vested exclusively in the
state courts of California or in the United States District Court
for the Northern District of California in the County of Santa
Clara, State of California.
17.5 The prevailing party in any action brought to
enforce the terms of this Contract or arising out of this Contract
may recover its reasonable costs and attorneys’ fees expended in
connection with that action.
17.6 This document represents the entire and integrated
Contract between the par~ies and supersedes all prior negotiations,
representations, and contracts, either written or oral. This
document may be amended only by a written instrument/ Which is
signed by the parties.
17.7 All provisions of this Contract, whether covenants
or conditions, will be deemed to be both covenants and conditions.
17.8 The covenants, terms, conditions and provisions of
this Contract will apply to, and will bind, the heirs, successors,
executors, administrators, assignees, and consultants, as the case
may be~ of the parties.
17.9 If a Court of competent jurisdiction finds or rules
that any provision of this Contract or any amendment thereto is
000427 c10071851
13
void or unenforceable, the unaffected provisions of this Contract
and any amendments thereto will remain in full force and effect.
17.10 All exhibits referred to in this Contract and any
addenda, appendices, attachments, and schedules which, from time
to time, may be referred to in any duly executed amendment hereto
are by such reference incorporated in this Contract and will be
deemed to be a part of this Contract.
17.11 This Contract may be executed in any number of
counterparts, each of which-will be an original, but all of which
together will constitute one and the same instrument.
17.12 This Contract is subject to the fiscal provisions
of the Charter of the City of Palo Alto and the Palo Alto Municipal
Code. This Contract will terminate without any penalty (a) atthe
end of any fiscal year in the event that funds are not appropriated
for the following fiscal year, or (b) at any time within a fiscal
year in the event that funds are only appropriated for a portion of
the fiscal year and funds for this Contract are no longer
available. This Section 17.12 will take precedence in the event of
a conflict with any other covenant, .term, condition, or provision
of this Contract.
//
I/
II
II
II
II
II
II
II
II
II
II
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14
000427 c10071851
IN WITNESS. WHEREOF, the parties hereto have by their.duly
authorized representatives executed this Contract on the date first
above written.
ATTEST:CITY OF PALO ALTO
City Clerk
APPROVED AS TO FORM:.
Senior Asst. City Attorney
APPROVED:
Assistant City Manager
Director of C~ommun-i-[-y SerVices
DireCtor of Admin. Services
Mayor
AVENIDAS, INC.
Taxpayer’s I.D. No. 94-1480548
APPROVED AS TO-CON ENT:
~inis~rat~r d v.-
O~fice ~f Hhman Services
Insurance Review
Attachments:
EXHIBIT.,A":
EXHIBIT "B":
EXHIBIT "C":
EXHIBIT "D":
SCOPE. OF PROGRAM SERVICES &TIME SCHEDULE
CONTRACT BUDGET
INSURANCE
NONDISCRIMINATION COMPLIANCE FORM
000427 c10071851
15
STATE OF
COUNTY OF
On ~ ~~90 , before me, the undersigned, a
hlotary Public-in ~d ~ said.County-and State, personallyappeared
.~e~_r~~~-~-~/J2~~ ~~~_. , personall~ known to~e o "proved to.me o~.~he basis of sa~isfactor~ evidence ~o be the
person(s) whose name(s) ~/are subscribed to the within instrument
and acknowledged to me that ~/s/~e/they executed the same in
h~4~/h~r/their authorized capacity(ies), and that by h~/h~r/their
signature(s) on the instrument the person(s), or the entity upon
behalf of which the person(s) acted, executed the instrument.
WITNESS my hand and official seal.
S’gnature of Notary Pu~c
16
000427 ¢10071851
CERTIFICATE OF ACKNOWLEDGMENT
(Civil Code § i189)
STATE OF
COUNTY OF
On , before me, the undersigned, a
Notary Public in and for said County and State, personally appeared
,. personally known to
me or proved to me on the basis of satisfactory evidence to be the
person(s) whose name(s) is/are subscribed to the within instrument
and ackn6wledged to me that he/she/they executed the same in
his!her/their authorized capacity(ies), and that by his/her/their
signature(s) on the instrument the person(s), or the entity upon
behalf of which the person(s) acted, executed the instrument.
WITNESS my hand and official seal.
Signatureof Notary Public
000427 cl 0071851
II
A
EXHIBIT "A"
AVENIDAS, INC.
Senior Services
FY 2000-01 SCOPE OF PROGRAM SERVICES
PROGRAM SERVICES
CONSULTANT shall provide¯ services to the elderly and their families and caregivers
through enrichment and individual and family services.
PROGRAM GOALS
CWNT10 AI MINISTaATION
¯To provide leadership, planning, coordination and services in order to promote and
enhance the health, independence and well being of s~nibrs inthe Palo Alto area.
¯To identify and address the interests and needs of seniors and caregivers.
B ENRICHMENT SERVICES
¯To support seniors in maintaining or improving health and physical fitness.
¯To support seniors in achieving greater life satisfaction and in remaim’ng active
contributors to the community.
C INDIVIDUAL & FAMILY SERVICES
¯To assist seniors in achieving good emotional health and greater life satisfaction by
providing tools through which seniors may successfully cope with issues of aging.
¯To assist seniors in maintaining personal independence enabling them to remain in
their own homes.
¯To assist caregivers in their efforts to remain involved in the care of less independent
older adult family members.
Avenidas
Exhibit "A"
III PROGRAM METHODS
A CENTRAL ADMINISTRATION
1)Raise funds to leverage the support provided by the City of Palo Alto and to insure
the continuation of senior and caregiver services that already exist.
2)Utilize the services of volunteers to provide services to participants and clients and
to assist with administrative support tasks.
B ENRICHMENT SERVICES
1)Provide weekly academic, health and fitness courses to facilitate intellectual and
physical stimulation and to provide opportunity for new skill building such as
computer use.
2)
3)
4)
Provide a wide Variety of lectures to broaden percep, fions and to cultivate ideas.
Provide entertainment, fellowship, and information exchange at special events,
bingo and bridge games, dances, concerts and other recreational activities.
Provide health maintenance screenings including audiology, dentistry, skin cancer,
vision/glaucoma, podiatry, blood pressure and mammography.
5) . Provide access to information about health and wellness through The Health
Library of Avenidas.
6)Facilitate one-to-one counseling services through scheduling, coordination, and
providing meeting space.
7) Provide information and referral to seniors, family members and service providers.
C INDIVIDUAL & FAMILY SERVICES
1)Provide case management that include assessment, care planning, and service
arrangements to seniors and frail homebound seniors.
2)Provide emotional support to seniors through support groups facilitated by a
masters level social worker.
3)Provide consultations to caregivers for practical advice, linkage to community
resources, and emotional support.
Avenidas
Exhibit "A"
2
¯ ¸IV
4)Provide emotional support to caregivers through monthly support groups facilitated
by social work staff.
Provide emotional and practical support to h0mebound seniors through trained
volunteers.
.5)
6)Provide brief resource counseling and practical support to clients through person-
to-person or telephone sessions.
7)Develop and maintain linkages with local senior housing facilities through regular
site visits.
8)Provide counseling, referral or enrollment into adult day health services for
individuals and their families who are in search of assistance for less independent
older adults.
PROGRAM OBJECTIVES
CENTRAL ADMINISTRATION
!) Utilize the services of 200 volunteers for a total of 14,500 hours.
A
B ENRICHMENT SERVICES
Provide 125 courses to 1,250 registrants
Provide 56 lectures to 2,400 attendees
Provide 200 activities to 3,500 attendees
Provide 1,200 health maintenance screenings
Provide 1,000 annual influenza immunizations .
Provide services to 1,200 patrons of The Health Library of Avenidas
. Provide 500 one-to-one counseling service sessions
Respond to 15,000 requests for information and referral
1)
2)
3)
4)
.5)
6)
7)
8)
Avenidas 3
Exhibit "A"
C INDIVIDUAL AND FAMILY SERVICES
1)Provide case management to 50 seniors and frail homebound seniors
2)Provide support groups to 625 attendees
3).Provide 100 consultations to caregivers
4)Provide monthly caregiver support groups to 150 attendees
5)Provide 400 hours of emotional and practical support to homebound seniors.
,6)Provide 900 sessions of brief resource and housing counseling and practical support
to clients
7)Conduct 50 regular site visits to local senior housing facilities
8)Provide 2,100 days of adult day health services to les~ independent older Palo Alto
adults.
V
9)Provide adult day health services to 40 Palo Alto residents.
10)Provide counseling~ referral or enrollment into adult day health services for 300
individuals and their families
11)Serve 130 Palo Alto residents with counseling and referral support through adult
day health services.
12) Provide 500 home repair services for Palo Alto senior residents.
i 3) Provide repair services to 120 Palo Alto senior residents not previously served.
~DELIVERABLES
1)Consultant shall provide quarterly activity reports relating to this Scope of Services for
the periods ending September30, 2000, December 31, 2000, March 31, 2001 and June
30, 2001 within fifteen days after these dates. An additional summary activity report
shall be submitted on June 1, 2001 for reimbursement verification purposes.
Avenidas
Exhibit "A"
VI
2)Each report shall cover the.preceding quarter and other such information as the Program
Manager may request. The final report shall focus on the preceding quarter, but shall
also provide information on contract services for the entire year. The additional summary
report shall cover the period for the entire contract period up to the date prior to
submission. Each report shall be prepared in the form agreed upon by the Program
Manager and the Consultant.
3) Provide an updated Senior Home Repair Service brochure and client rate schedule.
TIME SCHEDULE
VII
VIII
¯Services shall commence on July 1, 2000 and continue through June 30, 2001.
Quarterly progress reports shall be completed and submitted to the City on the fifteenth
day after each quarter.
An additional summary activity report shall be completed, and submitted to the City by
June 1, 2001 for reimbui’sement verification purposes.
REIMBURSEMENT SCHEDULE
¯Consultant shall submit reimbursement requests in accordance to the Contract Budget,
Exhibit B, for the periods ending September 30, 2000, December 31, 2000, March 31,
2001, and June 30, 2001.
The reimbursement request for the period ending September 30, 2000 shall be ~ubmitted
. .by July 1, 2000. The reimbursement request for the period ending December 31, 2000
¯ shall be submitted by October 1, 2000. The reimbursement request for the period ending
March 31, 2001 shall be submitted by January 1, 2001. The final reimbursement request
for the period ending June 30, 2001 shall be submitted by June 1, 2001.
The final reimbursement payment shall be made upon Completion of ninety percent of
contract activities. Each reimbursement request shall be prepared in the form agreed upon
by the Program. Manager and the Consultant.
REQUIREMENTS
¯The City of Palo Alto requires mention of its name in all materials that acknowledge
donors in any public announcements or publicity regarding funded programs.
¯CONSULTANT shall complywith the Americans with Disabilities Act (ADA) of 1990.
Avenidas
Exhibit "A"5
EXHIBIT "B"
AVENIDAS, INC.
Senior Services
FY 2000-01 CONTRACT BUDGET
Salaries/Benefits~ayroll Taxes
Insurance
Audit
Rent and Utilities
Maintenance and Repair
Phone
Consultants
Staff Develgpment and. Training
Travel and Meetings
Information and Technology
Equipment..
Office Supplies and Materials
printing and Publishing
.1,993,188.00 151,325.00
5,210.00
153,267.Q.0 t0~,700.00
5~.,103.00
15,750.00
33,897.90
%000.00
22,735.00
!73..,981.00
11,625.00
1~.,450.00
12,000.00
7,750.00
19,692.00
82,642.00
333 207.00
5,525.00
7,49Ji00
..... !,303.00
407,292.00
7,497.00
5,210.00
6,828.00
DATE ( M MIDD/YY)
09/24/1999
( 650) 324 - 0606 ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE
~hoi t’s Insurance HOLDER. THIS CERTIFICATE DOES NOTAMEND, EXTEND OR
CA Li c e n s e # 0243213 ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.
250 Cambridge Ave. Suite 300 COMPANIES AFFORDING COVERAGE
Pal o Alto, CA 94306-0190 ....~’~’~ ........"~’;~’~’;’i";;;~~~~’;;~’~""~’~~’i; ............................................
AAttn: Betty <;ill er ....................REC.EIVED...F. ! ....... ........................................................................................................: ..........................................INSURED COMPANY St. Paul *Avenidas.
450 Bryant Street
Pa~o Alto, CA 94301
OCT 1 8-1999
Office of Human, Services
B
COMPANY Superior Nat’l Ins, Co.******
C
COMPANY
D
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THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD
INDICATED, NOTWITHSTANDING ANY REQUIREMENT. TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS.
. EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
CO TYPE OF INSURANCELTR
"’"’~’X"; COMMERCIAL GENERAL LIABILITY
:~:::::~.:.$~:! .~ CLAIMS MADE : X . i OCCUR¯
i ii OWNER’S & CONTRACTOR’S PROT
i .......i ALL OWNED AUTOS
~ ......~ SCHEDULED AUTOSB ?" ......,~ "
) X i HIREDAUTOS
~ X ) NON~)WNEDAUTOS
GARAOE I IABlU~Y
’" ANY AUTO
EXCE~S LIABILrI~
i"i""i UMBRELLA FORM
WORKERS COMPENSATION AND
POLICY NUMBER
560426X5797-99
~A09400144
EMPLOYERS’ LIABILITY
C i THE PROPRIETOR/
i! PARTNERS/EXECUTIVE
i OFFICERS ARE:
OTHER
~UP904YS907-99
: WDN39303-D~ ~ INCL
DESCRIPTION OF OPERATIONSILOCATIONSNEHICLESISPECIAL ITEMS
F.he City of Palo Alto, its officers, agents
POLICY EFFECTIVE POLICY EXPIRATION LIMITSDATE (MMIDDHY) DATE (MMIDD/YY)
~ GENERAL AGGREGATE i S 2,000, O0’~~~~-~a~;a~~a~!
i i PERSONAL & ADV ~NJURY i $1,000,00o7/ol/1999 , o7/ol/2OOO )"~’~D’~’~’ .............
~
...~.!.%o.~..oL!~y..~.,...,.~!....L..,’ ...................
£.o..:...o..o..
~MED EXP (Any one pemon)i $5 , 0 0
.COMBINED SINGLE LIMIT i $
1,000,00
BODILY INJURY(per pemon) ~$
07/01"/1999 07/01/2000 : ..............................................: .....................................
i BODILY INJURY! (Per accklent)$
PROPI::RTY DAMAGE $
07/01/1999
~ 07/01/1999
(07/01/2000
;07/01/2000
AUTO ONLY - EAACCIDENT i $
.............................................. i ..’.~.:~’~"-~’.’.~.:~$"~::~:."~-:’~:-’:."*’.,"...............................................OTHER THAN AUTO ONLY: . i "’" ~."~:~ ";~1
EACH ACC!DENTi $
AGGREGATE~$
EACH OCCURRENCE i $3,000,00(
AGGREGATE .,$3 . 000,00(
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EL EACH ACCIDENT i $1,000,00C
~ EL DISEASE - POLICY LIMIT iS 1,000,00{
EL DISEASE- EA EMPLOYEE i $it 000,00C;
and employees are named as Additional Insured as their
nterest may appear.
City of Palo Alto
Attn: Maggie Wong
Social Services Department
P.O. Box 10250
Pa]o Alto, CA 94303
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE
EXPIRATION DATE THEREOF, THE ISSUING COMPANY WILL ENDEAVOR TO MAIL
~O DAYSWRII~EN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT,
BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILI1Y
~R REPRESENTATIVES.
FORM 410 EXHIBIT "D"
Program: Senior Services
Certificate of Nondiscrimination: As suppliers of goods or services to the City of Palo
Alto, the firm and individuals listed below certify that they do. not discriminate in
employment with regards to age, race, color, religion, sex, national origin, ancestry,
disability, or sexual preference; that they are in compliance with all Federal, State and
local directives and executive orders regarding nondiscrimination in employment.
Agency: Avenidas, Inc.
Title of Office Signing:
CONTRACT NO.
BETWEEN THE CITY OF PALO ALTO AND
PALOALTO COMMUNITY CHILDCARE, INC.
FOR CHILD CARE-SUbSIDY PROGRAM
This Contract No. is entered into ,
by and between the. CITY OF PALO ALTO, a chartered city and a
municipal Corporation of the State of California ("CITY"), and PALO
ALTO COMMUNITY CHILD CARE, INC., a corporation duly organized and
existing under the Nonprofit Corporation Law of the State of
California, located at 3990 Ventura Court, P~lo Alto, CA 94301
("CONSULTANT").
RECITALS:
WHEREAS, CITY recognizes the continuing needs for child;care servlces for all those persons who live in the City of Palo
Alto; and
WHEREAS, in respon§e to the-need for subsidized child
care services, CITY desires to support the coQrdination and
operation of a child care subsidy program; and
WHEREAS, CONSULTANT’s services hereunder shall include
the administration of a child care subsidy program (hereinafter the
"Program") and the provision of subsidized child care services
under the program~at PALO ALTO COMMUNITY CHILD CARE CENTERS and
CONSULTANT’S affiliate Centers ("Affiliate Centers"). The Program
shall be provided in accordance with the specifications set forth
in the document entitled "SUBSIDY PROGRAM SPECIFICATIONS," Which is
attached hereto as Exhibit "B" (with its Attachments 1-2) and made
a part hereof by this reference.:
WHEREAS, CITY desires to enggge CONSULTANT, including its
employees, if. any, in providing the Services by reason of its
qualifications and experience in performing the Services, and
CONSULTANT has offered to complete the Program on the terms and in
the manner set forth herein;
?
NOW, THEREFORE, in consideration of the covenants, terms,
conditions, and provisions of this Contract, the parties agree:
SECTION I, TERM
i.I This Contract will.~commence on July I, 2000 and.will
terminate on June 30, 2001, unless this Contract is. earlier
terminated by CITY. Upon the receipt of CITY’s notice to proceed,
CONSULTANT will commence Work on the initial and subsequent. Program
tasks in accordance with the time schedule set forth in
Exhibit "A". Time is of the essence of this Contract. In the
event that the Program is not completed within the time required
through any fault of CONSULTANT, CITY’s city manager will have the
1
000427 c10071852
option of extending the time schedulefor any period of time.
provision will not preclude the
caused by CONSULTANT.
This
recovery of damages for delay
SECTION 2. SCOPE OF PROGRAM SERVICES; CHANGES &
2.1 The Scope of Services-constituting the Program will
be performed, delivered or executed by CONSULTANT under the phases
of the Basic Services as described below..
2.2 CITY may order substantial changes in the scope or
character of the Basic Services, or the Program, either decreasing
or increasing the amount of work required of CONSULTANT. In the
event that such changes are ordered, subject to the.approval of
CITY’s City Council, as may be required, CONSULTANT will be
entitled to full compensation for all work performed prior to
CONSULTANT, s receipt of the notice of change and further will be
entitled to an extension of the time schedule. Any increase in
compensation for substantial changes will,, be determined in
accordance with the provisions of this Contract. CITY will not be
liable for the cost or payment of any change in work, unless the
amount of additional compensati~on attributable to the change in
work is agreed to, in writing, by CITY. before CONSULTANT commences
the performance of any such change in work.
SECTION 3. OU~LIFICATIONS, STATUS. AND DUTIES OF
CONSULTANT
~ 3.1 CONSULTANT represents and warrants ~hat it has the
expertise and professional qualifications to furnish or cause to be
furnished the Services. CONSULTANT further represents and warrants
that the program director-and every individual, including any
CONSULTANT, charged.with the performance of the Services are duly
¯ licensed or certified by the State of California, to the extent
such licensing or certification is required by law to perform the
Services, and that the Program will .be executed by them or under
their.supervision.
.3.~2 CONSULTANT shall establish and enforce adequate
guidelines for the conduct of its agents, employees, and any
subcontractors (Affiliate Centers) and for the participants in the
Program. Selection of paid personnel who.directly provide child
care services for the Program shall be based upon criteria
established by the CONSULTANT in consultation with the program
manager, using as a minimum the standards for child care personnel
contained in the general licensing requirements of Title 22 of the
California .Code of Regulations, as promulgated by the Department of
¯ Social Services Community Care Licensing Division.
.3.3 If any agent or employee, subcontractor of
CONSULTANT, or any agent or employee of its Affiliate Centers
000427 c10071852
materially interferes with or inhibits the full performance of the
services to be performed by CONSULTANT under this Contract, the
program manager shall notify CONSULTANT of such interference.
CONSULTANT .shall have thirty .(30) days from the receipt of notice
to achieve ~ compliance with the ¯ Agreement -or a resolution
satisfactory to the program manager. In the event the problem is
not satisfactorily resolved within thirty (30) days after the
service of such notice, CONSULTANT, upon receipt of demand from the
program manager, shall discontinue its¯ affiliation with the its
Affiliate Centers in connection with the CITY-funded portions of
the Program, and the program manager may suspend or terminate the
funds to CONSULTANT for that particular segment of the Program;
provided, however, due regard shall be given to the need for
Program recipients to locate alternate forms of care for their
children. CITY shall pay a reasonable amount of servicesrendered
by CONSULTANT for that particular segment of the Program for a
¯ period not to exceed thirty (30) days from the date of suspension
or termination. -
3.4 In the event of CONSULTANT’S termination of a
subcontractor or termination of an affiliation with its Affiliate
Centers, CONSULTANT shall -notify the program manager of such
termination.
3.5 In reliance on the representations and warranties
set forth in this Contract, CITY hires CONSULTANT to execute, and
.CONSULTANT covenants and. agrees that. it will execute or cause to be
executed, the Program.
3.6 CONSULTANT will assign a single program director to
have supervisory responsibility for the performance,, progress, and
execution, of the Program. The program director will represent
CONSULTANT during the Program. If circumstances or conditions
subsequent to the execution of.this Contract cause the substitution
of the program director, the CONSULTANT Shall notify the program
manager of such a change.
3~7 CONSULTANT represents and warrants that it will:
3.7.1 -Produre all permits and licenses, pay all
¯chargesand fees, and give all.notices which may be necessary and
incident to the due and lawful prosecution of the Program;
3.7.2 Keep itself fully informed of all existing and
future Federal, State of California, and local laws, ordinances,
regulations, orders, and decrees which may affect those engaged or
employed under this Contract and any materials used in CONSULTANT’S
performance of the Services;
3.7.3 At all times observe and comply with, and cause
its employees and CONSULTANTS, if any,¯ who are assigned to the
000427 c10071852
performance of this Contract to obserVe and comply with, the laws,
ordinances, regulations, orders and decrees mentioned above;, and
3.7.4 Employ those consultants, " Affiliate Centers,"
that are accredited and licensedchild care centers, -eligible
accredited and .licensed family child care homes and accredited
child care centers that are legally exempt from licensure, which
are affiliated with CONSULTANT, in CONSULTANT’S sole discretion,
and which receive chiid care subsidy funds from CONSULTANT under
the Program defined in Exhibit A; and
3.7.5 Report immediately to the program manager, in
writing, any discrepancy or inconsistency it discovers in the laws,
ordinances, regulations, orders, and decrees mentioned above in
relation to the deliverables.-
¯3.8 Any deliverables given to, or prepared or assembled
by., CONSULTANT or its CONSULTANTS, if any, under-this Contract will
become the property of CITY and.will not be made available to any
individual or organization by CONSULTANT or,its CONSULTANTS, if
any, without the prior written approval of the city manager.
3.9 CONSULTANT will provide CITY with two (2) copies of
any documents which are a part of the deliverables upon their
completion and acceptance by CITY.
3.10 If CITY requests additional copies of any documents
which are a part of the deliverables, CONSULTANT will provide such
additional copies and CITY will compensate CONSULTANT for its
duplicating costs~ ~
3.11 CONSULTANT will be responsible for employing or
engaging all persons necessary to execute the Program. All
consultants of CONSULTANT will be deemed to be directly controlled
and supervised by CONSULTANT, which will be responsible for their
performance.
3.12 In the execution of the Program, CONSULTANT and its
consultants, if any, will at all times be considered independent
contractors and not agents or employees of CITY.
3.13 CONSULTANT will perform or obtain or cause to be
performed or obtained any and all of the following Additional
Services, not included under the Basic Services, if so authorized,
in writing, by CITY:
3.13.1 Providing services as an expert witness in
connection with any public hearing or meeting, arbitration
proceeding,or proceeding of a court of record;
000427 cl 0071852
3.13.2 Incurring travel and subsistence expenses for
CONSULTANT and its staff beyond those normally required under the
Basic Services;
3.13.3 Performing any other Additional Services.that may
be agreed upon by the parties subsequent to the execution of this
Contract; and "
3.13.4 Other Additional Services now or hereafter
described in. Exhibit "A" to this Contract.
3.14 CONSULTANT will be responsible for employing all
CONSULTANTS. deemed necessary, to assist CONSULTANT in the
performance of theServices. The appointment of CONSULTANTS must
be approved, in advance, by CITY, in writing, and must remain
acceptable to CITY during the term of this Contract.
3.15 CONSULTANT shall provide the Program according to
the policies and operating principals set forth below:
3.15.1 Parents or guardians of ciildren in the PROGRAM
shall have the. opportunity and be actively encouraged to choose the
child care services that best meet their needs.
3.-15..2 Inclusion of children in .the Program with
differing social, cultural, ethnic and economic backgrounds shall
be actively encouraged.
3.15.3 CONSULTANT shall use its best efforts to serve
the maximum number of children in all age categories under the
Program.
3.15.4 Client payment of fees for services in the
Program will be related to ability to pay, using as a guide
CONSULTANT’s Family Fee Schedule included in this-Contract as
Attachment 1 to Exhibit B hereof.
3.15.5 General and income eligibility for
participation in the Program as a recipient of child care subsidy
funding ~shall be as set forth in Exhibit B hereof.
3.15.6 Payment for the program’s child care subsidy
payments shall specify actual expenditures directly related to this
Contract in accordance with Exhibit B.
3.15.7 CONSULTANT shall ensure that all CONSULTANT
child care centers and all Affiliate Centers that receive any
subsidy funds under the Program use such funds for secular purposes
only. CONSULTANT shall further ensure that all such child care
centers refrain from offering religlous instruction, worship or
other religious activities while providing child care services, in
000427 c10071852
5
accordance with the provisions of .the California and United States
Constitutions.
3.16 CONSULTANT shall coordinate its services with other
existing organizations providing similar services in order to
foster community cooperation and to avoid unnecessary duplication
of services.
3.17 CONSULTANT shall seek out and apply for other
sources of revenue in support of its operation or services from
county, state, federal and private sources. Unless deemed
inappropriate by the Program Manager, City shall support CONSULTANT
in its search of grants, funding~ or other income by serving as a
sponsoring agency, by providing letters of support, or by rendering
advice on applications for grants. The receipt of such.funds shall
be reported as provided in paragraph 7.4
3.18 CONSULTANT shall .include an.acknowledgment of CITY
funding and support in all-appropriate publicity or publications
regarding its programs and services using wor~s to theeffect that
"services are provided in cooperation with the City of Palo. Alto’*
or "through City of Palo alto funding" as approved by-the program
manager.
3.19 Saidsites andfacilities at which th~..services of
the Program are offered shall conform to all federal, state and
local laws and regulations regulating the use of ~said sites and
facilities for child care services.
3.20 Throughout the term Of this contract, CONSULTANT
shall remain an independent, nonprofit corporatioh under the laws
of California governed solely by a Board of Directors, with up’to-
date Bylaws. CONSULTANT shall operate by.its Bylaws~ ~Any changes
in CONSULTANT’S Articles of Incorporation, Bylaws, or tax-exempt
status shall bereported by CONSULTANT immediately to the program
manager. No member of the Board of Directors of CONSULTANT shall
be paid employee, agent, servant, or subcontractor of CONSULTANT
under this contract during all or any part ofhis or her tenure as
a member of. the Board of Directors of CONSULTANT.
3.21 The Board of Directors of CONSULTANT shall include
representation from the broadest possible cross section of the
community including: those with expertise and interest in
CONSULTANT’S services, representatives from community
organizations, and user of CONSULTANT’S services.
3.22 All meetings of the Board of Directors of CONSULTANT
shall be open tothe public, except meetings, or portions thereof,
dealing with personnel, real estate transactions, or litigation
matters.
000427 cl 0071852
6
special meetings of its Board of Directors.
3.23 CONSHLTANT shall keep minutes of all regular and
SECTION 4, DUTIES OF CITY
4.1 CITY will furnish or cause to be furnished the
services listed in Exhibit "A" andsuch information regarding its
requirements applicable to the Program as may be reasonably
requested by CONSULTANT.
4.2 The city manager, will. represent CITY for al~
purposes under this Contract. The Manager of Child Care and FamilY
Services for the Office of Human Services is designatedas the
program manager for the city manager. The program manager will
supervise the performance, progress, and execution of the Program,
and will be assisted by the Management~Assistant for the Office of
Human services.
4.3 i In the event CITY should determine from any
identifiable source, including but not limited, to reports submitted
by CONSHLTANT under this contract or any evaluation report from any
identifiable source, that there is a condition which requires
correction, CITY may forward to CONSULTANT requests for corrective
action. Such requests shall indicate the nature ofthe issue or
issues which are to be reviewed to determine ~he need for
-~orrective ac~ion~ and may include a recommendation, as to
appropriate corrective action. Within .thirty (30) days of CITY’S
request, CONSULTANT shall submit its response, which shall include
its views of the problem and proposed action, if any. Upon request
of either party, the parties shall meet to discuss .~ny such.request
and response within the thirty~day period specifi4d.
SECTION 5.COMPENSATION
5.1 CITY will compensate CONSULTANT for the following
services and work:
5.1.1 CITY will pay CONSULTANT a fee not to. exceed
Four Hundred Eighteen ThousandEight Hundred Eighty Nine Dollars
($418,889.00)~ The amount of compensation wiil be calculated in
accordance with the schedule.set forth in Exhibit "C". On the
billing form provided by CITY, CONSULTANT shall submit a bill by
the fifteenth (15th) working day of the following month for
services provided under this Contract during the preceding month.
The bill shall specify actual expenditures directly related to this
Contract as follows, in accordance with Exhibit "C". The fees of
the consultants, who have direct contractual relationships with
CONSULTANT, will be approved, in advance, by-CITY. CITY reserves
the right to refuse payment of such fees, if such prior approval is.
not obtained by CONSULTANT.
000427 c10071852
5.1.2 The amount of compensation set forth in Exhibit
"C" will be billed as follows: Billing for the. Program’s.child
care subsidy payments set forth in Exhibit. "C" shall not exceed
Three Hundred Twenty Eight Thousand Thirteen Dollars ($328,013.00)
for the term of this Contract. Billing shall specify reimbursable
expenses in terms of contract-subsidized hours Served during the
previous month multiplied by the actual subsidy cost/child hour.
Billing for the administration of the Program shall not exceed
NinetyThousand Eight Hundred Seventy Six Dollars ($90,876.00) for
the term of this Contract, billed to indicate actual expenditures.
The rate schedules may be updated by CONSULTANT only once each
calendar year, and the rate schedules will not become effective for
purposes of this contract, unless and until CONSULTANT gives CITY
thirty (30) days’ prlor written notice of the effective date of any
revised rate schedule.
¯5.1.3 Notwithstanding the foregoing limitations, the
City Manager shall have the authority to approve payments by the
CITY to CONSULTANT under this contract in advance of CONSULTANT’s
incurred expenditures. Provided, however, that: (I) any request by
CONSULTANT for such advance payment must be made during the months
of July, August or September during the term of this contract; (ii)
such advance payment must be made from the central administration
fund; and (iii) CONSULTANT’S need for such advance pa~nent shall be
supported to the satisfaction, of the CITY’S Director of
Administrative Services. Provided further, however, that total
advance payment under this contract may not exceed Fifty Thousand
Dollars(S50,000) and total maximum compensation under this Contract
shall not exceed Four Hundred Eighteen Thousand Eight Hundred
Eighty Nine Dollars ($418,889.00) as set forth inhparagraph 5.1.1
hereof.
5.1.4 CONSULTANT shall ensure that the total cost of
services, including user fees, billed by Affiliate Centers to
CONSULTANT for participants in the Program shall not exceed the
cost of similar services paid by full fee parents or users of the
Affiliate Centers.
5.1.5 CONSULTANT shall not charge Program recipients
any child care fees in excess of those fees set forth in
Attachments 1 and 2 of Exhibit B hereof. CITY’.S payment under this
Contract to CONSULTANT for services under the Program rendered by
Palo Alto Community Child Care Centers or Affiliate Centers shall
also not exceed the fees set forth in Attachments 1 and 2 of
Exhibit B, less the amount of any parent contribution paid when
required by the Family Fee Schedule set forth in Attachment 1 to
Exhibit B.
5.1.6 All property donated to CONSULTANT shall be
presumed donated to CONSULTANT, unless specified otherwise.
000427 c10071852
8
5.1.7 Upon terminationof the Program, all equipment
and other property purchased with CITY funds not directly on loan
from CITY may be disposed of with prior approval of the CITY, ¯by
CONSULTANT to community nonprofit organizations providing
children’s services. If anyproperty purchased with CITY_funds is
not disposed of within a reasonable period oftime, not to exceed
three months, the property, or reasonable value therefor, shall be
turned over by CONSULTANT to CITY immediately, and the same shall
become th@ permanent property of CITY.
5.1.8 The full payment of charges for extra work or
changes, or both~ inthe execution of the Program will be made,
provided such request for payment is initiated by CONSULTANT and
authorized, in writing, by the program manager. Payment will be
made within thirty (30) da~ of submission by CONSULTANT of a
statement, in triplicate, of itemized costs covering such work or
changes, or both. Prior to commencing such extra work or chan~es,
or both, the parties will agree upon an estimated maximum cost for
such extra work or changes. CONSULTANT will not be paid for extra
work or changes, including, without limitatioo, any design work or
change order preparation, which is made necessary on account of
CONSULTANT’S.errors, omissions, or oversights.
5.1.9 Direct personnel expense of emplo:yees assigned
to the execution of the Program by CONSULTANT will. include only the
work and other documents pertaining to the. Program, and in services
rendered, .to the extent such services are expressly contemplated
under this Contract.. Included in the cost of direct/personnel
e~pense of these employees are salaries and mandatory and customary
benefits such as statutory employee benefits, insurance, sick
leave, holidays and vacations, pensions and similar benefits.
5.2 The schedule of payments will be made as fellows:
5.2.1 Payment of the Administration ofthe Program
will be made in.monthly payment in proportion to the quantum of
services performed, or in accordance with any other schedule of
payment mutually agreed upon by the parties, as. set ¯forth in
Exhibit "C", or within thirty (30) days of submission. Payment for
the Program’s child care subsidy payments shall specify actual
expenditures directly¯ related to this Contract as follows, in
a~cordance with Exhibit "B:" Final payment will be made by CITY
after CONSULTANT has submitted all deliverables, including, without
limitation, reports which¯ have been approved by the program
manager.
SECTION 6. PROGRAM RECORDS
Upon reasonable notice, CONSULTANT shall¯ grant the
program manager access to all CONSULTANT records, data, statements,
and reports, which pertain to this Program. CONSULTANT shall grant
access to any confidential or clinical.records of personnel and
000427 c10071852
9
clients which tend to identify specific individuals to the CITY,
for the sole purpose of program auditing processes. CONSULTANT
shall secure appropriate personnel and client authorization forms
from the appropriate sources necessary to allow the audit to occur.
SECTION’7, ACCQUNTING, AUDITS, OWNERSHIP OF RECORDS
7.1 CONSULTANT shall appoint a fiscal agent who Shall be
responsible for the financial and accounting activities of
CONSULTANT, including the receipt and disbursement of CONSULTANT
funds.
7.2. CONSULTANT shall appoint from its Board a treasurer
who shall., review the Financial Statements of CONSULTANT on a
regular basis.
7.3 Records of the direct personnel expenses and
expenses incurred in connection with the.performance of Basic
Services and Additional Services pertaining to the Program will be
prepared, maintained, ahd retained by CONSULTANT inaccordance with
generally .accepted. accounting principles and will-be madeavailable
to CITY. for auditing"purposes at mutually convenient .times.during
the term of this Contract and for three (3) years following the
expiration or earlier termination of this Contract. ~.
7.4 Quarterly financial ~xpense and revenue summary
sheets including information about any Ventura School rental
revenue, shall be submitted to CONSULTANT on a quarter basis to the
CITY’s Office of Human Services by CONSULTANT.
7.5 CONSULTANT shall provide for independent audit of
its fiscal year transactions, records, and financial reports at
least everytwo (2) years. The certified public accountant shall
submit the report to both parties.. The cost of this audit shall be
borne by CONSULTANT.
7.6 The originals of the deliverabies, if-.any, prepared
by or under thedirection.of CONSULTANT in the performance of this
Contract will become the~property of CITY irrespective of whether
the Program.is completed upon CITY’s payment of the amounts
required to be paid to. CONSULTANT. These originals will be
delivered to CITY without additional compensation. CITY will have
the right to utilize any final and incomplete drawings, estimates,
specifications, and any other documents prepared hereunder by
CONSULTANT, but CONSULTANT disclaims any responsibility or
liability for any alterations or modifications of such-documents.
SECTION 8,INDEMNITY
¯8.1 CONSULTANT agrees to protect, indemnify, defend and
hold harmless CITY, its Council members, officers, employees and
agents, from any and all demands., claims, or liability of any
000427 c10071852
i0
nature, including death or injury to any person, property damage or
any other loss, caused by or arising .out of CONSULTANT’s,- its
officers’,, agents’, CONSULTANTS’ or employees’ negligent acts,
errors, or omissions, or willful misconduct, or conduct for. which
applicable law may impose strict liability on CONSULTANT in the
performance of or failure to perform its obligations under this
Contract, and the provision of child care services by CONSULTANT,
its employees, agents, or subbontractors, or by the CONSULTANT
affiliate centers, whether or not such services are paid for with
administration.or subsidy funds under this contract.
SECTION 9. ~WAIVERS
9.1 The waiver by either party of any breach or
violation of any covenant, term, condition or provision of.this
Contract or of the provisions of any ordinance or law will not be
.deemed to be a waiver of any such covenant, term, condition,
provision, ordinance, or law or of any subsequent breach or
violation of the same or of any other covenant, term, condition,
provision, ordinance or law. The subsequent,.acceptance by either
party of any fee or other money which may become due hereunder will
not be deemed to be a waiver of any preceding breach or violation
by the other party of any covenant, term, condition or provision of
this Contract or of any applicable law or ordinance.:-
9.2 No payment, partial payment, acceptanCe, or partial
acceptance by CITY will operate as a waiver on the part of CITY of
any of its rights under this Contract.
SECTION 1O,INSURANCE
i0.,i CONSULTANT, at its sole cost and expense, will
obtain and maintain, in full force and effect during the.term of
.this Contract, the insurance coverage described in Exhibi~ "C,,
insuring not only CONSULTANT and its CONSULTANTS,. if any, but also,
with the exception of workers’ compensation, employer’s liability
and professional liability insurance, naming CITY as an additional
insured concerning CONSULTANT’s performance under this Contract.
10.2 All insurance coverage required hereunder will be
provided through carriers with Best’s Key Rating Guide ratings of
A:X or higher which are admitted to transact insurance business in
the State of California. Any and all CONSULTANTS of CONSULTANT
retained to perform Services under this Contract will obtain and
maintain, in full force and effect during the term of this
Contract, identical insurance coverage, naming CITY as an
additional insured under such policies as required above, whether
or not such services are paid for with administration or subsidy
funds under this Contract. CONSULTANT shall also be responsible to
ensure that all CONSULTANT Affiliate Centers and any subcontractors
obtain and maintain in full force and effect throughout the entire
term of this contract.
000427 c10071852
Ii
10.3 Certificates of such insurance, preferably, on the
forms provided by CITY, will be filed with CITY concurrently with
the execution of this Contract. The certificates wi~l be subject
to the approval of CITY’s risk manager and will contain an
endorsement stating that ~the insurance is primarY coverage-~and will
not be canceled or altered by the insurer excePt after filing with
the CITY’s city clerk thirty (30) days’ prior written notice of
such cancellation or alteration, and that the City of Palo Alto is
named as an additional insured except in policies of workers’
compensation, employer’s liability, and .professional liability
insurance. Current certificates of such insurance will be kept on
file at all times during the term of this Contract with the city
clerk.
10.4 The procuring of suchrequired policy or policies
of insurance will not be construed to limit CONSULTANT’S liability
hereunder’nor to fulfill the indemnification provisions, of this
Contract~ Notwithstanding the policy or policies of insurance,
CONSULTANT will be obligated for the’full and total amount of any
damage, injury, or loss caused by or directl~arising as a result
of the’ Services performed under this Contract, including such
damage, injury, or loss arising after the Contract is te.rminated or
the term has expired. ¯
SECTION II.WQRKERS’ COMPENSATION
ii.i CONSULTANT, by executing this Contract, certifies
that it is aware of the provi.sions of the Labor Code of the State
of California which require every employer to be insured against
liability for workers’ compensation or to undertake self-insurance
in accordance with the provisions of that Code, and certifies that
it will comply with such. provisions, as applicable, before
commencing the performance of the Program.
PROGRAM
SECTION 12 TERMINATION OR SUSPENSION OF CONTRACT OR
12.1 The city manager may suspend the execution of the
Program, in whole or in part, or terminate this Contract, with or
without cause, by giving thirty (30) days’ prior written notice
thereof to CONSULTANT, or immediately after submission tO CITY by
CONSULTANT of any completed item of Basic Services. Upon receipt
of such notice, CONSULTANT will immediately .discontinue its
performance under this Contract.
12.2 CONSULTANT may terminate this Contract or suspend
its execution of the Program by giving thirty (30) days’ prior
written notice thereof to CITY, but only in the event of a
substantial failure of performance by CITY or in the event CITY
indefinitely withholds or withdraws its request for the initiation
or continuation of Basic Services or the execution of the Program.
000427 cl 0071852
12
12.3 Upon such suspension or termination by CITY,
CONSULTANT’ will be compensated for the Basic Services and
Additional Services .performed and deliverables received and
approved prior to receipt of written notice from CITY of such
¯ suspension or abandonment, together with authorized additional and
reimbursable expenses then due. If the Program is resumed after it
has been suspended, for more than 180. days, any change in
CONSULTANT’s compensation will be subject to renegotiation and, if
necessary, approval of CITY’s City Council. If this Contract is
suspended or terminated on account of a default by CONSULTANT, ~CITY
will be obligated to compensate CONSULTANT only for that portion, of
CONSULT~ANT’s serviceswhich are of dir@ct and immediate benefit to
CITY, as such determination may be made by the city manager in the
reasonable exercise of her discretion.
12.4 In the event of termination of this Contract by the
CITY, CONSULTANT shall forthwith close CITYrfunded portions of the
Program; provided, however, due regard shall be given to the need
for Program recipients to locate alternate forms of care for their
children. CITY shall pay a reasonable amount for services rendered\by CONSULTANT while closing CITY-funded portions of the Program.for
a. period not to exceed thirty (30.) .days from the date of any
termination. .
12.4.1 For approved items of services, cONSULTANT will
be compensated for each item of service fully performed in the
amounts au%horized under this Contract.
12.4.2 For approved items of services on which a
notice to proceed is issued by CITY, but whic~ are not fully
performed, CONSULTANT will be compensated for each~item of service
in an amount which bears the same ratio to the total fee otherwise
payable for the performance of the service as the quantum ~of
Service actually rendered bears to the services necessary.for the
full performance of that item of service.
12.4.3 The total compensation payable under the
preceding paragr.aphs of this. Section will not exceed the. payment
specified under Section 5 for the respective items of service to be
furnished by CONSULTANT.
12.5 Upon such suspension or termination, CONSULTANT
will deliver to the city manager immediately any and all copies of
thedeliverables, whether or not completed, prepared by CONSULTANT
or its CONSULTANTS, if any, or given to CONSULTANT or its
CONSULTANTS, if any, in connection with this Contract. Such
materials will become the property of CITY.
12.6 The failure of CITY to.agree with CONSULTANT’s
independent findings, conclusions, or recommendations, if the.same
are called for under this Contract, on the basis of differences in
000427 ¢I 0071852
13
-partmatters of judgment, will not be construed as a failure on the
of CONSULTANT to fulfill its obligations under this Contract.
SECTION 13.ASSIGNMENT
13.1 This Contract is for the personal services of
CONSULTANT, therefore, CONSULTANT will not assign, transfer,
convey, or. otherwise dispose of this Contract or any right, title
or interest in or to the same or any part thereof without the prior
written consent of CITY. A consent to one assignment will not be.
deemed to be a consent to any subsequent assignment. Any
assignment made without the approval of CITY.will be voidand, at
the option of the city manager, this Contract may be herminated.
This Contract will not be assignable by operation of law.
SECTIQN 14.NOTICES
14.1 All notices hereunder will be glven, in writing,
and mailed, postage Prepaid, by certified mail, addressed, as
follows:,
To CITY:.Office of the City Clerk
City ofPalo Alto
Post Office Box 10250
Palo Alto, CA 94303
Copy to:Office of Human Services
CitY of Palo Alto
4000 Middlefield Road, T2
Palo Alto, CA 94303
To CONSULTANT: Attention of the program director
at the address of CONSULTANT recited above
SECTIQN 15,CONFLICT OF INTEREST
15.1 In accepting this Contract, CONSULTANT covenants
that it presently-has no interest, and will not acquire any
interest, direct or indirect, financial or otherwise, which would
conflict in any manner or degree with the performance of the
Services.
15.2 CONSULTANT further covenants that, in the
performance of this Cont.ract, it will not employ contractors or
persons who are officials, officers or employees of CITY having
such an interest mentioned above without divulgence of such fact to
CITY. CONSULTANT certifies that no one who has or will have any
financial interest under this Contract is an officer or employee of
CITY; this provision will be interpreted in accordance with the
applicable provisions of the Palo Alto Municipal Code and the
.Government Code of the State of California.
000427 cl 0071852
14
SECTION 16.NONDISCRIMINATION
16.1 As set forthin the Palo Alto Municipal Code, no
discrimination will be made in the employment of persons under this
Contract because, of the age, race, color, national_ origin,
ancestry, religion, disability, sexual preference or gender of such
person. If the value of this Contract is, or may be, five thousand
.dollars ($5,000) or more, CONSULTANT agrees to meet all
requirements of the Palo Alto Municipal Code pertaining to
nondiscrimination in employment, including completingthe requisite
form furnished by CITY and set forth inExhibit "E"
16.2 CONSULTANT agrees that each contract for services
from independent.providers will contain a provision substantially
as follows:
"[Name of Provider] will provide CONSULTANT with a
certificate stating that [Name of Provider] is
currently in compliance with all Federal and State
of California laws covering.nondiscrimination in
employment.; and that [Name of Provider.l will not
discriminate in the employment of any person under
this contract because of the age, race, color,
national origin, ancestry, religion, disability,
sexual preference or gender of such person."
~16.3 If CONSULTANT is found in violation of the
nondiscrZmination provisions~ of the State Of California Fair
Employment Practices Act or similar provisions of Federal law or
executive order in the performance of this Contract, it will be in
default of this Contract. Thereupon, CITY will have the power to
cancel orsuspend this Contract, in whole or. in part, or to deduct
the Sum of twenty-five, dollars ($25) for each person for each
calendar day. during which such person was subjected’ to
discrimination, as damages for breach of contract, or both. Only
a finding of the State of California Fair Employment Practices
Commission or the equivalent federal agency or officer will
constitute evidence of a breach of this Contract.
16.4 If CONSULTANT is found~ in default of the
nondiscrimination provisions of this Contract, CONSULTANT will be
found in material breach of this Contract. Thereupon, CITY will
have the power to cancel or suspend this Contract~ in whole or in
part, or to deduct from theamount payable to CONSULTANT the sum of
two hundred fifty dollars ($250) for each calendar day during which
CONSULTANT is not in compliance with this provision as damages for
breach of contract, or both.
SECTION 17.MISCELLANEOUSPROVISIONS
17.1 CONSULTANT represents and warrants that it has
knowledge of the requirements of the federal- Americans with
15
000427 cl 0071852
Disabilities Act of 1990, and the Government Code and the Health
and Safety Code of the State of California, rilating to access t~
public-buildings and accommodations for disabled persons, and
relating to facilities for disabled persons. CONSULTANT will
comply with or ensure by its advice that compliance with such
provisions will be effected pursuant to the terms of this Contract.
17.2 Upon the agreement of the parties, any controversy
or claim arising out of or relating to this Contract may be settled
iby arbitration in accordance with the Rules of the American
Arbitration Association, and judgment.upon the award rendered by
the Arbitrators may be entered in any court having jurisdiction.
thereof.
17.3 This Contract will be governed by.and construed in
accordance with the laws of the State of California., excluding its
conflicts’of law.
17..4 In the event that an .action is~brought, the parties
agreethat trial of such action will be vested exclusively in.the
state courts of California or in the United States District Court
for the Northern District of California in the County of Santa
Clara, State of California.
17.5 The prevailing party in any action brought to
enforce the terms of this Contract or arising out of this Contract
may recover..its reasonable costs and attorneys’ fees expended in
connection with that action.
17.6 This document represents the entire and integrated
Contract between the parties and supersedes all prior negotiations,
representations, and contracts, either written or oral. This
document may be amended only by a written instrument, which is
signed by the parties.
17.7 All provisions of this Contract, whether covenants
or conditions, will be deemed to .be both covenants and conditions.
17.8 The covenants, terms, conditions and provisions Of
this Contract will apply to, and will bind, the heirs, successors,
executors, administrators,.assignees, and CONSULTANTS, as the case
may be, of the parties.
17.9 If a court of competent jurisdiction finds or rules
that any provision of this Contract or any amendment thereto is
void or unenforceable, the unaffected provisions of this Contract
and any amendments thereto will remain in full force and effect.
17.10 All exhibits referred to in this Contract and any
addenda, appendices, attachments, and schedules which, from time
to time, may be referred to in any duly executed amendment hereto
000427 c10071852
16
are by such ref@rence incorporated in this Contract and will be
deemed to be a part of this Contract.
17.11 This contract may be executed in any number of
counterparts, each of which will be an original, but all of which
together will constitute one and the same instrument.
17.12 This Contract is subject to the fiscal provisions
of the Charter of the City of Palo Alto and the Palo Alt6 Municipal
Code. This Contract will terminate without any penalty (a) at the
end of any fiscal year in the event that funds are not appropriated
for the following fiscal year, or (b) at any time within a fiscal
year inthe event that funds are only appropriated f6r a portion of
the fiscal year and funds for this Contract are no longer
available. This Section 17.12 will take precedence in the event of
a conflict with any other covenant, term, condition, or provision
of this Contract.
II
!1
II
II
II
II
II
II
!1
II
II
II
II
II
II
II
I!
000427 cl 0071852
17
IN .WITNESS WHEREOF, the parties hereto have by their duly
authorized representatives executed this Contract on the date. first
above written.
ATTEST:CITY OF PALO ALTO
City Clerk
APPROVED AS TO FORM:
Mayor
Senior Asst. City Attorney
APPROVED:
Director of Admin. Services
Insurance Review
PALO ALTO COMMUNITY
CHILD CARE, INC.
By:
Its:
By:
Its:
Taxpayer’s I.D~ No.94-2242823
APPROVED AS TO CONTENT:
Adm[nistr@tor~
Office of~Human Services
Man
Family Services
Attachments:
EXHIBIT "A":
EXHIBIT "B" :
EXHIBIT "C" :
EXHIBIT "D":
EXHIBIT "E":
SCOPE OF PROGRAM SERVICES & TIME SCHEDULE
SUBSIDY PROGRAM SPECIFICATIONS WITH
ATTACHMENTS 1 &2
BUDGET
INSURANCE
NONDISCRIMINATION COMPLIANCE FORM
000427 cl 0071852
18
On~ ~ ~4906) ,. before me, the undersigned, a
Notary^Public in a~ fo~ said County and State, personally appeared
, personally known to
me_~r pr6ved-t~ ~n~°6~-the basis of~ satisfactor~ evidence to be the
person (~ whose name (~ is/a~ subscribed tO the within instrument
and acknowledged to me that b~/she/th~y executed the same in
h~*-/her/th~ir authorized capacity(i~), and that by ~/her/th~ir
signatur~e0~ on the instrument the person(~, or the entity upon
behalf of which the person(~ a~ted, executed the instrument.
WITNESS my hand and official seal
Signature of Notary Public
000427 cl 0071852
19
CERTIFICATE OF ACKNOWLEDGMENT
(Civil Code § 1189)
STAT , Or )
.) SS.
COUNTY OF )
" On [~ ~. ~Q, before me, the undersigned, a
Notary Public~n a~ fo~ said County and State, personally
appeared ~~a~ ~,~-~. ,
personally known t~m9 ~-~r6ve~ to me on the basis-of
satisfactory evidence to be the person(~ whose name(~ is/ar~
subscribed to the within instrument and acknowledged to me that
~/she/t]~y executed the same in hi~her/tb.~.r authorized
capacity(i~), and that by hi,/her/their signature.(s~ on the
instrument the person(~, or the entity upon behalf of which the
person(s~k acted, executed the instrument.
WITNESS my hand and official seal.
Signature of Notary Public
2O
EXHIBIT A
PALO ALTO COMMUNITY CHILD CARE (PACCC)
2000-2001 SCOPE OF SERVICES
MISSION: To provide families with subsidies to acquire quality child care services. These
child care services will enable parents to work or attend school and provide for their families, as
well as to support their children’s developmental needs.
SERVICES: Under the Agreement, PACCC shall administer, in a cost-effective manner, a child
care subsidy program (the "program") as described in the Subsidy Program Specifications set
forth in Exhibit B to this Agreement. Approximately fifty (50) children shall be provided
subsidized child care through the Program at PACCC child care centers and at PACCC Affiliate
Centers (as defined in this Agreement). Subsidized child care services shall be provided during
those time periods when both parents or legal guardians are emplo.yed, seeking employment,
students, incapable of providing care due to disability, or when the child is referred to the
Program by the Child Protective Services (CPS) Division of the Cal~.fornia Department of Social
Services.
Effective July 1, 1996 school age child care subsidy funds will only be made available to
students enrolled in Kindergarten through the summer after completion of grade five.
CHILD CARE SUBSIDY PROGRAM GOALS & METHODS:
SUBSIDY PROGRAM GOAL #1:
To increase the number of affiliate providers participating in the subsidy program .including
family child care providers, thereby increasing parental choice;
METHODS FOR SUBSIDY PROGRAM GOAL # 1:
Method # 1 Continue efforts to guide and support local family child care providers through
the accreditation process, through the trainings and resources in The Provider
Connection;
Method # 2 Provide support to child care centers pursuing accreditation through a Director’s
Network and
Method # 3 Continue efforts to provide information to solicit child care providers in becoming
an affiliate.
SUBSIDY PROGRAM GOAL #2:
Maximize the use of child care subsidy funds administered by other sources such as the Santa
Clara County Community Coordinated Child Development Council (4C!s) and Choices for
Children
Child Care Subsidy Program
2000-01
Exhibit "A"
Scope of Services
Page I
METHODS FOR SUBSIDY PROGRAM GOAL # 2:’~~Method #1 Stay informed about the development of a county-wide centralized subsidy wait
list currently being developed by 4C Council and Choices for Children, and "
Method # 2 Continue to collaborate with other child care and family service agencies to
investigate alternative child care subsidy programs during the certification and
recertification process.
SUBSIDY PROGRAM GOAL # 3:
Maximize the number of children served in the Subsidy Program in all age categories.
METHODS FOR SUBSIDY PROGRAM GOAL # 3:
Method # 1 Notify all families with children enrolled in .Palo Alto Unified School District
through the Voluntary Transfer Program (VTP) of their eligibility for child care
subsidy .funds;
Method # 2 Notify residents in Palo Alto Housing Corporation subsidized housing of their
eligibility for child care subsidy funds, and
Method # 3 Continue efforts to increase the number of affiliate providers who care for infants
and toddlers in Palo Alto.
CHILD CARE OUTREACH PROGRAM GOALS:
Goal # 1 To continue child care-related referral services to families who live or work in
Palo Alto;
Goal # 2 To continue the expansion of the on-line community and child care provider
information located at the PACCC web site;
Goal # 3
Goal # 4
To continue to maintain a usable data base of child care and community service
information and distribute the information to the-community through such
organizations as schools, religious groups, neighborhood associations and
neighborhood watch programs, and
To continue to outreach to child care providers and parents in the community
through The Provider Connection, by providing workshops, training, and
materials for providers and parents to support their care of children.
CHILD CARE OUTREACH PROGRAM METHODS:
Method # 1
Method # 2
Maintain and distribute guides for parents seeking child care resources, including
the Child Care Choices Brochure;
Maintain current and acquire additional resources and provide funding for The
Provider Connection, including teacher resource books, children’s books, toys,
parenting books, community newsletters, and other resources useful to parents
Child Care Subsidy Program
2000-01
Exhibit "A"
Scope of Services
Page 2
Method # 3
Method # 4
Method # 5
and providers. These materials will include bilingual resources to meet the needs
of our diverse community;
Collaborate with the PACCC Webmaster and the City of Palo Alto Manager of
Child Care and Family Services to maintain and update the PACCC web site to
make it as useful and effective for its browsers;
Collaborate with the Family Resource Center to strategize ways in which PACCC
and the FRC can best meet the training interestsand information needs of the
families in Palo Alto, and
Regularly survey child care professionals to ascertain topics of interest for
workshops and hire trainers to present workshops that meet those interests in
collaboration with PACCC’s ongoing inservice trainings.
GENERAL METHODS FOR THE ADMINISTRATION OF THE SUBSIDY PROGRAM:
Method # 1 Re-certify each affiliate program annually and maintain a file for each affiliate
provider. The file shall contain the provider’s current., operating license, Copies of
all licensing reports issued by the Department of Social Services Community Care
Licensing Division, proof of insurance, current fee Schedule, calendar of days
open, documentation of accreditation status,, and a competed statement of non-
discrimination provided by the City;
Method # 2
Method # 3
Comply with Program Specifications and PACCC Operating Procedures;
Submit quarterly reports to the City of Palo Alto Child Care and Family Services
Manager as required;
Method # 4
Method # 5
Provide quarterly financial reports, including all agency revenue and expenditures
as .required under City Contract;
Coordinate with the City Child Care and Family Services Manager to conduct an
annual Program evaluation, and
Method # 6 Establish and maintain a ranked waiting list for participation in the Program,
based upon income level, using established priorities as specified in Exhibit B
only when two applicants are atthe same income level.
ACKNOWLEDGMENT OF CITY FUNDING: PACCC shall include an acknowledgment of
City funding and support in all appropriate publicity or publications regarding the PROGRAM,
using words to the effect that "subsidized child care services are provided through City of Palo
Alto funding," or as otherwise approved by the Project Manager.
Child Care Subsidy Program
2000-01
Exhibit "A"
Scope of Services
Page 3
REPORTS: Contractor shall provide activity reports relating to this Scope of Services for the
periods ending September 30, 2000, December 31, 2000, March 31, 2001, and~ June 30, 2001,
within fifteen days after these dates. Each report shall cover the preceding period, and other such
information as the Project Manager may request. The final report shall focus on the fmal four
months, but also shall provide information on contract services for the entire term. Each report
shall be prepared in the form agreed upon by the Project Manager and the Contractor. ¯
AMERICANS WITH DISABILITIES ACT: Contractor shall comply with the Americans
with Disabilities Act (ADA) of 1990.
Child Care Subsidy Program
2000-01
Exhibit "A"
Scope of Services
Page 4
EXHIBIT B
’ PALO ALTO COMMUNITY CHILD CARE (PACCC)
SUBSIDY PROGRAM SPECIFICATIONS
2000-2001.
SERVICES: PACCC shall centrally administer and manage City funds to provide child care
.subsidies for families with low income and very low incomes, who are eligible based on and in
accordance with the City-approved 2000-01 Family Fee Schedule attached hereto as
"Attachment 1" and incorporated herein by this reference (the "Program"). The approval of at
least two (2) members of PACCC management for the granting of child care subsidy under the
Program must be obtained for each recipient. A centralized waiting list for the Program shall
be maintained in the PACCC administrative office by the PACCC Outreach Coordinator.
Subsidized child care under the Program may be provided at PACCC child care centers and
PACCC Affiliate centers. Fees charged at PACCC child care centers shall be as set forth in
"Attachment 2" to this Exhibit B which is attached hereto and incorporated herein by this
reference.
Subsidized child care services shall be provided during those time periods when both parents or
legal guardians are employed, seeking employment, students, incapable of providing care due
to disability, or. when the child is referred to the. Program by the Child Protective Services
(CPS) Division of the California Department of Social Services,
General Eligibility for Use of Program Subsidy Funds:
Only the following children are eligible for City subsidized child care services:
a) Children whose parent or legal guardian is a resident of the City of Palo Alto
b) Children whose parent or legal guardian is employed by the City of Palo Alto
c) Children attending the Palo Alto Unified School District ("PAUSD")through the
Voluntary Transfer Program pursuant to the Tinsley Settlement Order in San Mateo
County, Superior Court Case No. 206010 (the "Tinsley Agreement")
.d) Homeless children referred in writing by a local social service agency or shelter
Effective July 1, 1996, school age child care subsidy funds will only be made available to
students enrolled in Kindergarten through the summer after the completion of grade five.
Child Care Subsidy Program
2000-01
Exhibit "B"
Program Specifications
Page 1
Documentation of Residency Requirement for City Subsidy Eligibility:
Verification of general eligibility for child care subsidy under the Program must include olae or
more of the following as applicable:
a)Utility bill from past month establishing Palo Alto residence
b)City of Palo Alto pay stub establishing employment by-the City
c)Documentation of Tinsley Agreement participation by establishing attendance at
PAUSD under the program
d)Documentation from a local emergency shelter or agency serving victims of
domestic violence accompanied by verification of residency in Palo Alto within
the past year ,
e)Documentation of homeless status by a local social service agency or shelter.
Verification of Income Eligibility for City Subsidy:
Verification of income eligibility for child care subsidy under the Program must include one or
more of the following documents establishing gross monthly income level of recipient family:
a)Copies of two (2) latest wage stubs
b)Unemployment Insurance Benefit (UIB) award letter
c)Federal tax filing information for last two (2) years if self-employed
d)Notice of Action (NOA) letter from social service agency if receiving
public assistance
e)Registration verification from school or training program signed by appropriate
school personnel
Adjusted Gross Monthly Income for Families with Severe Disabilities:
Families that have a member with a severe disability requiring non-reimbursable medical
expenses are eligible for a subsidized rate that takes into account these expenses. A severe
disability is defined as those conditions which are catastrophic (violent or sudden in nature with
extreme consequences), long-term (occurring or involving a long period of time of hardship
and suffering),, or terminal (leading ultimately to death).
The following documentation is required:
a) A written letter from a medical physician detailing the nature of and severity of
the disability and;
b)Formal documentation substantiating that the expenses are directly related to the
disability (a verifiable statement of non-reimbursable medical expenses). ¯
For families that qualify under these guidelines, the medical expenses directly related to the
stated disability will be deducted from the gross monthly income as calculated in accordance
with the 2000-2001 Family Fee Schedule. Families will be given credit for their medical
expenses and their hourly contribution will be reduced by ten steps on the 2000-2001 Family
Child Care Subsidy Program
2000-01
Exhibit "B"
Program Specifications
Page 2
Fee Schedule. Families that qualify for an adjusted parent hourly contribution based ,on
disability related expenses may earn up to 100% of the Santa Clara County median income but
must meet all other requirements related to initial eligibility and continued eligibility based on
semi:annual recertifications.
Parents in Training:
Students must be attending school or working toward a recognized vocational goal as
documented on forms signed by the .Registrar. When appropriate, documentation of a passing
grade, will be required during the recertification process in order to document satisfactory
progress.
Parents Seeking Employment:
Parents are eligible for sixty (60) working days of child care per fiscal year to seek
employment if their employment or training period ends. Documentation and verification of
job search, and interviews will be required during recertification.
Parents Employed by Temporary Work Agency:
Parents employed by a temporary work agency (" temp) are eligible for child care subsidy..
The parent will be required to submit the following, documentation verifying that he or she is
employed by the agency and accepting assignments as they are offered:
a) An offer letter from the agency that states the hours the employee has requested
work (e.g. part-time, 8:30am to 12:30pm) and the range of pay~
b)A record of when the parent was offered an assignment, if it was accepted, the
length of the assignment; the hours worked, and the rate of pay~ The parent
must submit the record to the Outreach Coordinator at the end of each month,
along with pay stubs of wages earned for the month;
c)The parent must sign a" Release of Information form to have on file with the
"temp agency and the Outreach Coordinator. The Outreach Coordinator will
contact the "temp agency at the end of each month to verify the record of
assignments submitted by the parent.
If the Outreach Coordinator determines, that the parent is not accepting assignments on a
consistent basis, the parent’s need for child care will be reassessed, and may result in
termination of the child care subsidy.
Teenage Parents:
Teenage parents are eligible to receive subsidized child care services. The parent may be
referred to the program by PAUSD as needing subsidized child care in order to remain in
school. During the summer months, the parent must be enrolled in summer school or
employed in order to continue to receive subsidized child care services. If the parent is not
Child Care Subsidy Program
2000-01
Exhibit "B"
Program Specifications
Page 3
enrolled in school or employed during the summer months, he or she will be required to
participate in the child care program for a minimum of 15 hours per week. The goal of this
requirement is to assist the parent with parenting skills in a supportive environment.
Priority for City-Subsidized Child Care Services:
Priority shall be granted to families with the lowest gross monthly income in relation to family
size as determined by the 1998-99 Family Fee Schedule. Eligible children who are referred to
the City Subsidy Program through Child Protective Services (CPS) or to the Barron Park
Four-Year-Old Program through the PAUSD are exempt from the income eligibility
requirement. PACCC shall maintain written documentation of such referrals.
When applications are received from families with the same income, the priority list is as
follows:
1) Recipients of child protective, services (CPS) for children who are neglected or
abused, or at risk of being neglected or abused, upon written referral from a
legal, medical, or social service agency;, or children who are victims of
domestic violence who are referred in writing by a local social service agency
or shelter
2)Children designated as At-Risk of failure in Kindergarten by the PAUSD
3)Children residing in a single-parent household
4)Families which are homeless or .at risk of homelessness; residing in a
- transitional housing program.or emergency shelter, upon Written referral from a
local Social service agency
Certification and Re-Certification:
Each family receiving City subsidy must be required to recertify to PACCC twice armually to
verify continued compliance with all of the eligibility criteria for the Program (general and
income eligibility). PACCC shall twice annually review the City subsidy recipients’ files to
ensure that the required updates of information have been provided.
Change of Status Notification: "
Subsidy. recipients under the Program shall be advised that, should their eligibility circum-
stances change (e.g. change of income, employment, residence)the clients must report that
change within ten (10) days to the PACCC Outreach Coordinator.
Transitional Child Care:
When parents no longer qualify for a child care subsidy because their income exceeds
eligibility limits, parents will continue to receive approximately three (3) months of transitional
child care at the subsidized rate.
Child Care Subsidy program
2000-01
Exhibit "B"
Program Specifications
Page 4
Use of City Funds With Regard to Attendance:
Families enrolled, in the Program agree to use specific hours of care on specific days. Children
must be signed in and out each day on an attendance sheet which is kept by the PACCC Center
or the Aff’fliate Center to verify actual use. The City will not reimburse for hours used outside
the agreed-upon contract hours. ¯ Consistent attendance is a condition of receiving subsidized
child Care. If it is determined that a child is excessively absent, the Outreach Coordinator will
limit the child to twelve (12) "best interest days per fiscal year and/or reassess the family’s
need for subsidized child care.
Absences considered "best interest days include a parent’s .day off, parents vacation, school
vacation, or a child’s visit with family members. Parents are required to record the reason for
an absence on the attendance sheet. Children are allowed a maximum of ten (10) consecutive
days of excused absence per month. Excused absences include illness of the child, illness of
the parent, or a family emergency. A child who has a long-term incapacitation may be exempt
from this policy. In .this instance, written verification from a physician as to the nature of the
incapacitation will be required.
Children who receive child caresubsidies under the Program who are absent for more than one
(1) week consecutively without prior notification and documentation (excused absence forms)
will be dropped from the program and must reapply for admittance. Reinstatement of the child
care subsidy will be determined by the PACCC Executive Director and the Outreach
Coordinator. Excuse forms may include an excuse slip signed by the parent, guardian, or
appropriate doctor. ~
Attendance and City-Subsidy Administration Policies and Procedures:
PACCC shall design and implement the use of standard forms to record and summarize the
children’s attendance at all PACCC facilities and PACCC affiliate childcare centers, PACCC
administrative personnel shall periodically review the forms and record keeping of attendance
for propriety and completeness. Program administration policies and procedures shall also
periodically bc updated and enforced, consistent with the requirements of this Agreement.
Guidelines for Affiliate Agency Use of City Subsidy Funds:
PACCC shall ensure that the requirements described herein shah apply to all aff’tliate agencies
that receive City funds administered through PACCC: PACCC shall oversee and monitor all
of its affiliate contracts to ensure that compliance with this contract is maintained.
Accreditation Requirementfor All Child Care Program Receiving City Subsidy Program
Funds:
All PACCC and PACCC affiliates participating in the Program must be nationally accredited
or actively pursuing accreditation through the National Association for the Education of Young
Children (NAEYC), the National School Age Care Alliance (NSACA), or the National
Child Care Subsidy Program
2000-01
Exhibit "B"
Program Specifications
Page 5
Association of Family Child Care (NAFCC). Programs that are not accredited must sign a
Letter of Intent that indicates the child care programs plan to complete the .accreditation
process within two (2) years. Exceptions may be made for programs that are affiliated with an
umbrella organization that inc6rporates the principles of self-evaluation and high quality
standards. Programs which fail to meet the accreditation or reaccreditation deadline will be
restricted from enrolling new children to their programs through the. City Subsidy Program and
be required to submit a plan of action and deadlines to become accredited.
Family Fee Schedule:
The Family Fee Schedule may be adapted to reflect modifications in the low-income guidelines
as defined by the federal Housing and Urban Development (HUD) Authority Community
Development Block Grant (CDBG) program.
Case Review:
Each family receiving City Subsidy funds shall have a case review after eight years in the
Program. The PACCC Executive Director, Site Director, and Outreach Coordinator, together
with the City’s Child Care and Family Services Manager, will review the case to determine
whether the subsidy funds should continue beyond the eighth year..
Exceptions to compliance with the Program’s written policies and procedures may-be made by
PACCC’s Outreach Coordinator with written authorization from the City’s Child Care and
Family Services Manager.
Child Care Subsidy Program
2000-01
Exhibit "B"
Program Specifications
Page 6
Exhibit "B": Attachment.1.-
o ~ ~
0o
II
Monthly
Gross
Income
Exhibit "B": Attachmen
2000-2001 Family fee Schedule
City of Palo Alto Child Care Subsidy Program
’"1734
1810
1885
1960
203’6
2111
"2!87
2262
’2337
2413
~488
2564
2639
2714
2790
2828
2865
3016
’"3091
3167
3242
3318
’3393
3468
.... 3544
3619
"3695
3828
3944
...... 4060
4176
4292
4408
4524
4640
4756
48~’~
4988
5104
5220
5336
5452
5568
5684
5800
i95
2036
2121
2205
.... 2290
2375
2460i
2545
2629
2714
2799
2884
2969
3054
3138
3i81
3223
3393
3478
3562
3647
3732
3817
3902
3987
4071
4156
4307
4437
4568
4698
4829
4959
5090
5220
5351
5481
561~
5742
5873
6003
6134
62641
6395!
65251
216~
2262
2357
2451
2545
2639
2734
2828
2922
3016
3111
3205
3299
3393
3488
3535
3582
3770
~865
3959
4053
4147
4242
4336
4430
4524
4619
4785
4930
5075
5220
5365
5510
56551
5800
~945i
~090
62351
638~
6525!
6670,
6815
6960
7105
7250
Family Size
2341
24431
2545
2646i
2748
285
2952!
3053
3155
3257
3359i
3461
3562
3664
3766i
381f’I
3868
2514 2689
2623 2806
2733 2923
2842 3039
2951 3156
3’060 ....3273
3!70 3390
3279 3507
33881 3624
3498,3741
360.7 3858
3716!3975
3826i 4’092
3935 4208
4044 4325
4099 4384
4153 4~42
40711
4173
4275!
4377;
4478
4580!
4682~
4784,
4885
4987
51671
5324:
5480
5637
5793
5950
6107
~263
6420
6576
6733
6890
f’046
7203
7359
7516
7672
7829
4372 4676
4481’4793
4591!4910
4700,5027
4809 5144
4919 5261
5028 5~77
5137 5494
5246 5611
5356 5728
5549 5935
5717 6115
5886 6294
6054 6474
6222 6654
6390 6834
6558 7014
6726 7’~94
6895 7373
7063 7553
7231 7733
7399 7913
7567 8’~93
7735 8273
7904 8452
8972 8632
8240 8812
8408 8992
2862
2986
3111
3235’
3359,
3~’84
3608
3733
3857
3981
4106~
4230
4 55
4479
4604!
4666
4728
4977
5101i
5226
5350
5474
5599!
5723
5848
5972
609T
6317;
6508
6fO0
6891’
7083
7~74
7465
7657
7848
804O
8231
8422
8~’14
88’05
8997
9188
9380
957!
0.21
0.25
0.29
’0.35
0.41
0.47
0.53
0.60
0,66
0.72
0.78
0.84
0.93
0.96
1.03
1.12
1.21
1.40
1.49
1.58
1.67
1.76
1.86
1.95
2.04
2.13
2.22
2.40
2.49
2.58
2.67
2.76
2.85
2.9~
3.03
3.12
3.39
3.48
3.57
3.66
3.75
3.84
3.93
revised 5/16/2000
EXHIBIT "C": Contract Budget
EXHIBIT "C"
PALO ALTO COMMUNITY CHILD CARE, INC.
Child Care Subsidy and Outreach Program
FY 2000-01 CONTRACT BUDGET
Salaries
Benefits
Payroll Taxes
Insurance
Audit/Professional Fees
Rent/Occupancy
Utilities
Phone
Postage
$63,051.00
.$6,371.00,
$4,7!7.00
$1,080.00"
$997.00
$63,051.00
$6,371.00
$4,717.00
$1,08o.oo
$997.00
$987.00 $987.00
...$.!,844.00 ..........$1,844:00
$.!,6~4.00i .....$1,694.00
.....$1.,694.00 .............$1,694.00
$31,626.00 $1,694.00
$352.00 $352.00
$7,167.00 $2,258.00
....$3 387.00 $.3,3.87:.00
......$1,5~.7.Q.0 ........$750.00
$12.6.,55.4.0.0 ...$90,876.00
$328,945.00 $328,013.00
7545~479~001 :N~8~88gO0
Office Supplies
Travel
Consultants
Staff Development/Training
Computer Hardware/Software
Office Supplies
Maintenance/Repair
Depreciation
Books~ublications
Printing and Publishing
Miscellaneous