HomeMy WebLinkAboutStaff Report 2401-2481CITY OF PALO ALTO
CITY COUNCIL
Special Meeting
Monday, February 05, 2024
Council Chambers & Hybrid
5:30 PM
Agenda Item
6.Approval of Contract No. C23187298C with Hinderliter, de Llamas, and Associates (HdL)
for Business Tax and Business Registry Certificate Program Fee Consulting Services in a
Total Not-To-Exceed Amount of $860,555 Over a Three-Year Term; CEQA Status – Not a
Project
City Council
Staff Report
From: City Manager
Report Type: CONSENT CALENDAR
Lead Department: Administrative Services
Meeting Date: February 5, 2024
Report #:2401-2481
TITLE
Approval of Contract No. C23187298C with Hinderliter, de Llamas, and Associates (HdL) for
Business Tax and Business Registry Certificate Program Fee Consulting Services in a Total Not-
To-Exceed Amount of $860,555 Over a Three-Year Term; CEQA Status – Not a Project
RECOMMENDATION
Staff recommends that the City Council approve and authorize the City Manager or his designee
to execute the attached contract with Hinderliter, de Llamas, and Associates (HdL) (Attachment
A, Contract No. C23187298C) in an amount not-to-exceed $860,555 for business tax and
business registry certificate program fee program administration, fee payment collection,
reporting, and compliance services over a three-year term ending June 30, 2026.
EXECUTIVE SUMMARY
Staff recommends that Council approve the attached contract with HdL for ongoing
administration, collection, and compliance activities for the BT and BRC. HdL has implemented
the City’s filing and payment portal for the Business Tax (BT) and Business Registry Certificate
(BRC) program. To expedite implementation, staff executed a contract in fall 2023, totaling
$30,000 for implementation services, targeting October 2023 as go live for the filing and
payment portal. HdL completed the project, along with supporting stakeholder engagement
sessions.
BACKGROUND
A Request for Proposal (RFP) for tax and fee consulting services was issued in Spring 2023. The
RFP solicited proposals for support administration, reporting, and auditing of certain taxes and
to also implement the City’s new Business Tax (BT), as passed by the voters in November 2022.
On June 19, 20231, the City Council approved contract number C23187298A with MuniServices,
LLC for tax and fee consulting services. Tasks in the contract include:
1.Sales tax analysis, information, and reporting services
2.Administration, reporting, and audit services for:
a.Business Tax (BT)
b.Business Registry Certificate Program (BRC)
c.Business Improvement District (BID)
d.Transient Occupancy Tax (TOT)
e.Telephone Users Tax (TUT)
In June 2023, the City Council approved a contract with MuniServices for BT and BRC
administration, collection, and compliance services. In August 2023, the City issued a notice to
MuniServices partially suspending services item #2a and #2b in the above list due to failure to
adhere to the schedule of performance (see Exhibit B of contract number C23187298A) for
implementation of BT collection services.
HdL submitted a proposal for the RFP issued in Spring 2023 and was the only other firm to
submit a proposal for BT and BRC administration and collection services. Staff executed a
contract totaling $30,000 for BT and BRC implementation costs. The attached contract is for the
ongoing administration and collection of the BT and BRC.
ANALYSIS
Procurement Process
Detailed discussion of the procurement process for these services can be found in the June 19,
2023 report to CouncilError! Bookmark not defined.. Below is a summary of the RFP process:
Table #1: Summary of Request for Proposal2
Proposal Description Tax and Fee Consulting Services (RFP #187298)
Issue Date February 9, 2023
Proposed Length of Project Ongoing
Number of Vendors Notified 1,485
Number of Proposal Packages Downloaded 12
Proposal Due Date / Total Days to Respond
to Proposal
March 2, 2023 / 22 calendar days
Pre-Proposal Meeting None
1 City Council, June 19, 2023, Item #33, Report #2304-1337:
https://recordsportal.paloalto.gov/Weblink/DocView.aspx?id=82343
2 Tax and Fee Consulting Services Request for Proposal posted on PlanetBids:
https://pbsystem.planetbids.com/portal/25569/bo/bo-detail/102065
Table #1: Summary of Request for Proposal2
Number of Proposals Received Three
Proposal Price Range $111,800 to $1,292,300
Public Link to Solicitation https://pbsystem.planetbids.com/portal/25569/
bo/bo-detail/102065
Based on the evaluation committee review, MuniServices was selected for tax and fee
collection and administration services. HdL submitted a proposal for the same services as
MuniServices and was ranked second for these services, after MuniServices. However, through
the implementation of the Business Tax, a change to a new provider was necessary to ensure a
supported and timely implementation of the new business tax. HdL, as the second highest
scored provider was evaluated and engaged to assist in administration of this tax as discussed
above.
Table 2 compares fees for the BT and BRC services with HdL and previous contract with
MuniServices for ongoing administration of the Business Tax and Business Registry Program
(BRC). The attached contract with HdL assumes a three-year term, while the contract with
MuniServices was a five-year term. The table below includes three-year costs for comparison
purposes. Total basic services and additional services in the three-year HdL agreement is
$860,055, while the three-year contract with MuniServices was $898,050. While this shorter
agreement term represents a 4.4% increase in cost, staff and HdL significantly increased
compliance and enforcement services, from approximately $20,000 per year to $117,425 per
year, to bolster discovery efforts and shift from as needed compliance review and audit to
quarterly compliance review and ongoing tax audit. Maintaining this increased level of audit
and compliance review will ensure more accurate and solid tax and demographic data for BT
and BRC on an ongoing basis. While collection and administration services increased by
approximately 12% annually, HdL has demonstrated robust engagement, support, and capacity
to problem solve.
Table #2: Cost Comparison of HdL and MuniServices Contracts
SERVICE PREVIOUS
$163,610/YEAR
NEW
APPROX. $259,865/YEAR
Collection &
Administration
5-yr basic services: $718,050
(approx. $143,610/year)
Annual flat fee: $10,000
Annual $13/participant fee
3-yr basic services: $424,320
(approx. $141,440/yr)
Per processed account fee: $17/ per filing
(~4 filings per year for each business)
Compliance &
Enforcement
5-yr basic services: $100,000
(3approx. $20,000/yr)
Discovery:
Minimum annual fee: $7,500
35% contingency
3-yr basic services: $352,275
(approx. $117,425/yr)
Discovery & Audit: 35% applied to all
monies received resulting from consultant
discovery and audit work
Implementation costs are not listed in the above table, however both firms proposed $30,000
for this task.
Business Tax Implementation
The BT and BRC filing and payment portal went live in early October 2023. The implementation
calendar can be found on the City’s website3. Collection and administration of the business tax
portal will be done by HdL. The 2023 calendar year business tax filing was due January 1 and
businesses have until the end of January to file without penalty or interest. Staff and HdL, have
been actively meeting with business to provide support through notifications, information
sessions, and individual virtual consultations, assisting larger businesses with complex filings
and helping smaller businesses simplify their filings.
Temporary staff resources are dedicated to manage the program; provide in-house tax
administrator support (as defined by the business tax ordinance); tax analysis and review
beyond the consultant’s scope of work; and customer service and support for the City’s
business community. The Administrative Services Department (ASD) will evaluate future
staffing needs once service needs have stabilized and filings are submitted and processed at a
regular, quarterly cadence.
FISCAL/RESOURCE IMPACT
As discussed, the service cost for BT and BRC administration, collection, and compliance
services are higher with HdL compared to the previous consultant. HdL has demonstrated
adherence to the City’s implementation timeline and responsive customer service and expertise
in implementation and the ongoing administration of the business tax. The average annual cost
of the agreement with HdL is $259,865, approximately fifty percent more of what was included
in the FY 2024 Adopted Budget ($177,000). Staff will include a request in the FY 2024 Mid-Year
Budget Review for $41,000 ($217,850 basic service costs for FY 2024, less $177,000 included in
the FY 2024 Adopted Operating Budget). Funding for future contract years will be subject to
City Council review through the annual budget process.
First year cost to implement and begin collection of the business tax is estimated to be
$247,850, broken down as follows:
•Implementation: $30,000 (separate contract with HdL)
3 www.cityofpaloalto.org/businesstax
Audit: $100/hour Collection: 25% applied to all revenue
received
Payment Processing N/A 3-yr basic services: $3,000
ACH/eCheck fee: $0.50/transaction
•Administration and Collection: $136,000
•Compliance and Enforcement: $80,850
•Payment Processing: $1,000
During the development of the business tax, preliminary administrative cost estimates ranged
between $0.5 million to $1.0 million. Business tax revenue, net of administrative expense, will
be allocated each year as part of the City Council’s annual budgeting process, per the Advisory
Spending Guidelines for Business Tax Proceeds that were adopted by Council on August 22,
20224. In total, current administrative costs for tax administration are estimated at $0.6 million
including the recommended contract ($0.3 million) and staff resources ($0.3 million). A formal
action to adjust the Table of Organization will be forth coming in a future budget process as
staff continues to assess needs through the implementation process versus ongoing
administration, collection and enforcement, as noted above, this program is currently using the
equivalent of 1.0 FTE to support administration.
STAKEHOLDER ENGAGEMENT
Engagement with the business community has been extensive including information sessions,
individual appointments for support, and targeted discussion with both large and small
companies to support a smooth roll out of the new business tax. HdL has been instrumental in
providing this facilitation and service. Staff worked closely to evaluate and select the contract
award for these services given the importance and complexities of this new tax.
ENVIRONMENTAL REVIEW
This activity is not a project under California Environmental Quality Act (CEQA) as defined in
CEQA Guidelines, section 15378(b)(4) (government fiscal activities which do not involve any
commitment to any specific project which may result in a potentially significant physical impact
on the environment).
ATTACHMENTS
Attachment A: Contract No. C23187298C with Hinderliter, de Llamas, and Associates
(HdL) Business Tax and Business Registry Program Fee Consulting Services
APPROVED BY:
Kiely Nose, Assistant City Manager
4 City Council, August 22, 2022, Item #AA1: https://www.cityofpaloalto.org/files/assets/public/agendas-minutes-
reports/agendas-minutes/city-council-agendas-minutes/2022/20220822/20220822pccsm-amended-redacted-
linked.pdf#page=313
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CITY OF PALO ALTO CONTRACT NO. C23187298C
AGREEMENT FOR PROFESSIONAL SERVICES
BETWEEN THE CITY OF PALO ALTO AND HINDERLITER DE LLAMAS &
ASSOCIATES (HDL)
This Agreement for Professional Services (this “Agreement”) is entered into as of the 1st day of
October, 2023 (the “Effective Date”), by and between the CITY OF PALO ALTO, a California
chartered municipal corporation (“CITY”), and HINDERLITER DE LLAMAS & ASSOCIATES
(HDL) a California Corporation located at 120 S. State College Blvd. Suite 200, Brea, California
92821 (“CONSULTANT”).
The following recitals are a substantive portion of this Agreement and are fully incorporated herein
by this reference:
RECITALS
A. CITY intends to engage in business tax and business registry (the “Project”) and desires to
engage a consultant to provide the administration, collection, enforcement, compliance, and audit
activities for the City’s business tax and business registry certificate program in connection with
the Project (the “Services”, as detailed more fully in Exhibit A).
B. CONSULTANT represents that it, its employees and subconsultants, if any, possess the
necessary professional expertise, qualifications, and capability, and all required licenses and/or
certifications to provide the Services.
C. CITY, in reliance on these representations, desires to engage CONSULTANT to provide
the Services as more fully described in Exhibit A, entitled “SCOPE OF SERVICES”.
NOW, THEREFORE, in consideration of the recitals, covenants, terms, and conditions, in this
Agreement, the parties agree as follows:
SECTION 1. SCOPE OF SERVICES. CONSULTANT shall perform the Services described
in Exhibit A in accordance with the terms and conditions contained in this Agreement. The
performance of all Services shall be to the reasonable satisfaction of CITY.
SECTION 2. TERM.
The term of this Agreement shall be from the date of its full execution through June 30, 2026
unless terminated earlier pursuant to Section 19 (Termination) of this Agreement.
SECTION 3. SCHEDULE OF PERFORMANCE. Time is of the essence in the performance
of Services under this Agreement. CONSULTANT shall complete the Services within the term of
this Agreement and in accordance with the schedule set forth in Exhibit B, entitled “SCHEDULE
OF PERFORMANCE”. Any Services for which times for performance are not specified in this
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Agreement shall be commenced and completed by CONSULTANT in a reasonably prompt and
timely manner based upon the circumstances and direction communicated to the CONSULTANT.
CITY’s agreement to extend the term or the schedule for performance shall not preclude recovery
of damages for delay if the extension is required due to the fault of CONSULTANT.
SECTION 4. NOT TO EXCEED COMPENSATION. The compensation to be paid to
CONSULTANT for performance of the Services shall be based on the compensation structure
detailed in Exhibit C, entitled “COMPENSATION,” including any reimbursable expenses
specified therein, and the maximum total compensation shall not exceed Seven Hundred Eighty-
Two Thousand, Five Hundred Ninety-Five Dollars ($782,595.00). The hourly schedule of
rates, if applicable, is set out in Exhibit C-1, entitled “SCHEDULE OF RATES.” Any work
performed or expenses incurred for which payment would result in a total exceeding the maximum
compensation set forth in this Section 4 shall be at no cost to the CITY.
Optional Additional Services Provision (This provision applies only if checked and a
not-to-exceed compensation amount for Additional Services is allocated below under this
Section 4.)
In addition to the not-to-exceed compensation specified above, CITY has set aside the not-
to-exceed compensation amount of Seventy-Seven Thousand Nine Hundred Sixty
Dollars ($77,960.00) for the performance of Additional Services (as defined below). The
total compensation for performance of the Services, Additional Services and any
reimbursable expenses specified in Exhibit C, shall not exceed Eight Hundred Sixty
Thousand, Five Hundred Fifty-Five Dollars ($860,555.00), as detailed in Exhibit C.
“Additional Services” means any work that is determined by CITY to be necessary for the
proper completion of the Project, but which is not included within the Scope of Services
described at Exhibit A. CITY may elect to, but is not required to, authorize Additional
Services up to the maximum amount of compensation set forth for Additional Services in
this Section 4. CONSULTANT shall provide Additional Services only by advanced,
written authorization from CITY as detailed in this Section. Additional Services, if any,
shall be authorized by CITY with a Task Order assigned and authorized by CITY’s Project
Manager, as identified in Section 13 (Project Management). Each Task Order shall be in
substantially the same form as Exhibit A-1, entitled “PROFESSIONAL SERVICES TASK
ORDER”. Each Task Order shall contain a specific scope of services, schedule of
performance and maximum compensation amount, in accordance with the provisions of
this Agreement. Compensation for Additional Services shall be specified by CITY in the
Task Order, based on whichever is lowest: the compensation structure set forth in Exhibit
C, the hourly rates set forth in Exhibit C-1, or a negotiated lump sum.
To accept a Task Order, CONSULTANT shall sign the Task Order and return it to CITY’s
Project Manager within the time specified by the Project Manager, and upon authorization
by CITY (defined as counter-signature by the CITY Project Manager), the fully executed
Task Order shall become part of this Agreement. The cumulative total compensation to
CONSULTANT for all Task Orders authorized under this Agreement shall not exceed the
amount of compensation set forth for Additional Services in this Section 4.
CONSULTANT shall only be compensated for Additional Services performed under an
authorized Task Order and only up to the maximum amount of compensation set forth for
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Additional Services in this Section 4. Performance of and payment for any Additional
Services are subject to all requirements and restrictions in this Agreement.
SECTION 5. INVOICES. In order to request payment, CONSULTANT shall submit monthly
invoices to the CITY describing the Services performed and the applicable charges (including, if
applicable, an identification of personnel who performed the Services, hours worked, hourly rates,
and reimbursable expenses), based upon Exhibit C or, as applicable, CONSULTANT’s schedule
of rates set forth in Exhibit C-1. If applicable, the invoice shall also describe the percentage of
completion of each task. The information in CONSULTANT’s invoices shall be subject to
verification by CITY. CONSULTANT shall send all invoices to CITY’s Project Manager at the
address specified in Section 13 (Project Management) below. CITY will generally process and
pay invoices within thirty (30) days of receipt of an acceptable invoice.
SECTION 6. QUALIFICATIONS/STANDARD OF CARE. All Services shall be performed
by CONSULTANT or under CONSULTANT’s supervision. CONSULTANT represents that it,
its employees and subcontractors, if any, possess the professional and technical personnel
necessary to perform the Services required by this Agreement and that the personnel have
sufficient skill and experience to perform the Services assigned to them. CONSULTANT
represents that it, its employees and subcontractors, if any, have and shall maintain during the term
of this Agreement all licenses, permits, qualifications, insurance and approvals of whatever nature
that are legally required to perform the Services. All Services to be furnished by CONSULTANT
under this Agreement shall meet the professional standard and quality that prevail among
professionals in the same discipline and of similar knowledge and skill engaged in related work
throughout California under the same or similar circumstances.
SECTION 7. COMPLIANCE WITH LAWS. CONSULTANT shall keep itself informed of
and in compliance with all federal, state and local laws, ordinances, regulations, and orders that
may affect in any manner the Project or the performance of the Services or those engaged to
perform Services under this Agreement, as amended from time to time. CONSULTANT shall
procure all permits and licenses, pay all charges and fees, and give all notices required by law in
the performance of the Services.
SECTION 8. ERRORS/OMISSIONS. CONSULTANT is solely responsible for costs,
including, but not limited to, increases in the cost of Services, arising from or caused by
CONSULTANT’s errors and omissions, including, but not limited to, the costs of corrections such
errors and omissions, any change order markup costs, or costs arising from delay caused by the
errors and omissions or unreasonable delay in correcting the errors and omissions.
SECTION 9. COST ESTIMATES. If this Agreement pertains to the design of a public works
project, CONSULTANT shall submit estimates of probable construction costs at each phase of
design submittal. If the total estimated construction cost at any submittal exceeds the CITY’s
stated construction budget by ten percent (10%) or more, CONSULTANT shall make
recommendations to CITY for aligning the Project design with the budget, incorporate CITY
approved recommendations, and revise the design to meet the Project budget, at no additional cost
to CITY.
SECTION 10. INDEPENDENT CONTRACTOR. CONSULTANT acknowledges and agrees
that CONSULTANT and any agent or employee of CONSULTANT will act as and shall be
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deemed at all times to be an independent contractor and shall be wholly responsible for the manner
in which CONSULTANT performs the Services requested by CITY under this Agreement.
CONSULTANT and any agent or employee of CONSULTANT will not have employee status
with CITY, nor be entitled to participate in any plans, arrangements, or distributions by CITY
pertaining to or in connection with any retirement, health or other benefits that CITY may offer its
employees. CONSULTANT will be responsible for all obligations and payments, whether
imposed by federal, state or local law, including, but not limited to, FICA, income tax
withholdings, workers’ compensation, unemployment compensation, insurance, and other similar
responsibilities related to CONSULTANT’s performance of the Services, or any agent or
employee of CONSULTANT providing same. Nothing in this Agreement shall be construed as
creating an employment or agency relationship between CITY and CONSULTANT or any agent
or employee of CONSULTANT. Any terms in this Agreement referring to direction from CITY
shall be construed as providing for direction as to policy and the result of CONSULTANT’s
provision of the Services only, and not as to the means by which such a result is obtained.
SECTION 11. ASSIGNMENT. The parties agree that the expertise and experience of
CONSULTANT are material considerations for this Agreement. CONSULTANT shall not assign
or transfer any interest in this Agreement nor the performance of any of CONSULTANT’s
obligations hereunder without the prior written approval of the City Manager. Any purported
assignment made without the prior written approval of the City Manager will be void and without
effect. Subject to the foregoing, the covenants, terms, conditions and provisions of this Agreement
will apply to, and will bind, the heirs, successors, executors, administrators and assignees of the
parties.
SECTION 12. SUBCONTRACTING.
Option A: No Subcontractor: CONSULTANT shall not subcontract any portion of the
Services to be performed under this Agreement without the prior written authorization of the City
Manager or designee. In the event CONSULTANT does subcontract any portion of the work to
be performed under this Agreement, CONSULTANT shall be fully responsible for all acts and
omissions of subcontractors.
CONSULTANT shall be responsible for directing the work of any subcontractors and for any
compensation due to subcontractors. CITY assumes no responsibility whatsoever concerning
compensation of subcontractors. CONSULTANT shall be fully responsible to CITY for all acts
and omissions of subcontractors. CONSULTANT shall change or add subcontractors only with
the prior written approval of the City Manager or designee.
SECTION 13. PROJECT MANAGEMENT. CONSULTANT will assign Josh Davis as the
CONSULTANT’s Project Manager to have supervisory responsibility for the performance,
progress, and execution of the Services and represent CONSULTANT during the day -to-day
performance of the Services. If circumstances cause the substitution of the CONSULTANT’s
Project Manager or any other of CONSULTANT’s key personnel for any reason, the appointment
of a substitute Project Manager and the assignment of any key new or replacement personnel will
be subject to the prior written approval of the CITY’s Project Manager. CONSULTANT, at
CITY’s request, shall promptly remove CONSULTANT personnel who CITY finds do not
perform the Services in an acceptable manner, are uncooperative, or present a threat to the adequate
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or timely completion of the Services or a threat to the safety of persons or property.
CITY’s Project Manager is Josie Stokes, Administrative Services Department, Revenue Division,
250 Hamilton Avenue Palo Alto, CA, 94301, Telephone: 650-329-2291. CITY’s Project Manager
will be CONSULTANT’s point of contact with respect to performance, progress and execution of
the Services. CITY may designate an alternate Project Manager from time to time.
SECTION 14. OWNERSHIP OF MATERIALS. All work product, including without
limitation, all writings, drawings, studies, sketches, photographs, plans, reports, specifications,
computations, models, recordings, data, documents, and other materials and copyright interests
developed under this Agreement, in any form or media, shall be and remain the exclusive property
of CITY without restriction or limitation upon their use. CONSULTANT agrees that all copyrights
which arise from creation of the work product pursuant to this Agreement are vested in CITY, and
CONSULTANT hereby waives and relinquishes all claims to copyright or other intellectual
property rights in favor of CITY. Neither CONSULTANT nor its subcontractors, if any, shall
make any of such work product available to any individual or organization without the prior written
approval of the City Manager or designee. CONSULTANT makes no representation of the
suitability of the work product for use in or application to circumstances not contemplated by the
Scope of Services.
SECTION 15. AUDITS. CONSULTANT agrees to permit CITY and its authorized
representatives to audit, at any reasonable time during the term of this Agreement and for four (4)
years from the date of final payment, CONSULTANT’s records pertaining to matters covered by
this Agreement, including without limitation records demonstrating compliance with the
requirements of Section 10 (Independent Contractor). CONSULTANT further agrees to maintain
and retain accurate books and records in accordance with generally accepted accounting principles
for at least four (4) years after the expiration or earlier termination of this Agreement or the
completion of any audit hereunder, whichever is later.
SECTION 16. INDEMNITY.
[ 16.1. To the fullest extent permitted by law, CONSULTANT shall indemnify, defend
and hold harmless CITY, its Council members, officers, employees and agents (each an
“Indemnified Party”) from and against any and all demands, claims, or liability of any nature,
including death or injury to any person, property damage or any other loss, including all costs and
expenses of whatever nature including attorney’s fees, experts fees, court costs and disbursements
(“Claims”) resulting from, arising out of or in any manner related to performance or
nonperformance by CONSULTANT, its officers, employees, agents or contractors under this
Agreement, regardless of whether or not it is caused in part by an Indemnified Party.
16.2. Notwithstanding the above, nothing in this Section 16 shall be construed to
require CONSULTANT to indemnify an Indemnified Party from a Claim arising from the active
negligence or willful misconduct of an Indemnified Party that is not contributed to by any act of,
or by any omission to perform a duty imposed by law or agreement by, CONSULTANT, its
officers, employees, agents or contractors under this Agreement.
16.3. The acceptance of CONSULTANT’s Services and duties by CITY shall not
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operate as a waiver of the right of indemnification. The provisions of this Section 16 shall survive
the expiration or early termination of this Agreement.
16.4 Except in cases where such failure is attributable to CONSULTANT’s
failure to perform under this Agreement, negligence, or will misconduct, CONSULTANT shall
not be liable for any Client monies not collected by CONSULTANT, or any special, incidental, or
consequential damages of any nature whatsoever, even if such restrictions deprive one or more
remedies of their essential purpose. This damage exclusion is independent of any remedies
provided for herein.
SECTION 17. WAIVERS. No waiver of a condition or nonperformance of an obligation under
this Agreement is effective unless it is in writing in accordance with Section 29.4 of this
Agreement. No delay or failure to require performance of any provision of this Agreement shall
constitute a waiver of that provision as to that or any other instance. Any waiver granted shall
apply solely to the specific instance expressly stated. No single or partial exercise of any right or
remedy will preclude any other or further exercise of any right or remedy.
SECTION 18. INSURANCE.
18.1. CONSULTANT, at its sole cost and expense, shall obtain and maintain, in
full force and effect during the term of this Agreement, the insurance coverage described in Exhibit
D, entitled “INSURANCE REQUIREMENTS”. CONSULTANT and its contractors, if any, shall
obtain a policy endorsement naming CITY as an additional insured under any general liability or
automobile policy or policies.
18.2. All insurance coverage required hereunder shall be provided through
carriers with AM Best’s Key Rating Guide ratings of A-:VII or higher which are licensed or
authorized to transact insurance business in the State of California. Any and all contractors of
CONSULTANT retained to perform Services under this Agreement will obtain and maintain, in
full force and effect during the term of this Agreement, identical insurance coverage, naming CITY
as an additional insured under such policies as required above.
18.3. Certificates evidencing such insurance shall be filed with CITY
concurrently with the execution of this Agreement. The certificates will be subject to the approval
of CITY’s Risk Manager and will contain an endorsement stating that the insurance is primary
coverage and will not be canceled, or materially reduced in coverage or limits, by the insurer except
after filing with the Purchasing Manager thirty (30) days’ prior written notice of the cancellation
or modification. If the insurer cancels or modifies the insurance and provides less than thirty (30)
days’ notice to CONSULTANT, CONSULTANT shall provide the Purchasing Manager written
notice of the cancellation or modification within two (2) business days of the CONSULTANT’s
receipt of such notice. CONSULTANT shall be responsible for ensuring that current certificates
evidencing the insurance are provided to CITY’s Chief Procurement Officer during the entire term
of this Agreement.
18.4. The procuring of such required policy or policies of insurance will not be
construed to limit CONSULTANT’s liability hereunder nor to fulfill the indemnification
provisions of this Agreement. Notwithstanding the policy or policies of insurance,
CONSULTANT will be obligated for the full and total amount of any damage, injury, or loss
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caused by or directly arising as a result of the Services performed under this Agreement, including
such damage, injury, or loss arising after the Agreement is terminated or the term has expired.
SECTION 19. TERMINATION OR SUSPENSION OF AGREEMENT OR SERVICES.
19.1. The City Manager may suspend the performance of the Services, in whole
or in part, or terminate this Agreement, with or without cause, by giving thirty (30) days prior
written notice thereof to CONSULTANT. If CONSULTANT fails to perform any of its material
obligations under this Agreement, in addition to all other remedies provided under this Agreement
or at law, the City Manager may terminate this Agreement sooner upon written notice of
termination. Upon receipt of any notice of suspension or termination, CONSULTANT will
discontinue its performance of the Services on the effective date in the notice of suspension or
termination.
19.2. In event of suspension or termination, CONSULTANT will deliver to the
City Manager on or before the effective date in the notice of suspension or termination, any and
all work product, as detailed in Section 14 (Ownership of Materials), whether or not completed,
prepared by CONSULTANT or its contractors, if any, in the performance of this Agreement. Such
work product is the property of CITY, as detailed in Section 14 (Ownership of Materials).
19.3. In event of suspension or termination, CONSULTANT will be paid for the
Services rendered and work products delivered to CITY in accordance with the Scope of Services
up to the effective date in the notice of suspension or termination; provided, however, if this
Agreement is suspended or terminated on account of a default by CONSULTANT, CITY will be
obligated to compensate CONSULTANT only for that portion of CONSULTANT’s Services
provided in material conformity with this Agreement as such determination is made by the City
Manager acting in the reasonable exercise of his/her discretion. The following Sections will
survive any expiration or termination of this Agreement: 14, 15, 16, 17, 19.2, 19.3, 19.4, 20, 25,
27, 28, 29 and 30.
19.4. No payment, partial payment, acceptance, or partial acceptance by CITY
will operate as a waiver on the part of CITY of any of its rights under this Agreement, unless made
in accordance with Section 17 (Waivers).
SECTION 20. NOTICES.
All notices hereunder will be given in writing and mailed, postage prepaid, by
certified mail, addressed as follows:
To CITY: Office of the City Clerk
City of Palo Alto
Post Office Box 10250
Palo Alto, CA 94303
With a copy to the Purchasing Manager
To CONSULTANT: Attention of the Project Manager at the address of
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CONSULTANT recited on the first page of this Agreement.
CONSULTANT shall provide written notice to CITY of any change of address.
SECTION 21. CONFLICT OF INTEREST.
21.1. In executing this Agreement, CONSULTANT covenants that it presently
has no interest, and will not acquire any interest, direct or indirect, financial or otherwise, which
would conflict in any manner or degree with the performance of the Services.
21.2. CONSULTANT further covenants that, in the performance of this
Agreement, it will not employ subcontractors or other persons or parties having such an interest.
CONSULTANT certifies that no person who has or will have any financial interest under this
Agreement is an officer or employee of CITY; this provision will be interpreted in accordance
with the applicable provisions of the Palo Alto Municipal Code and the Government Code of the
State of California, as amended from time to time. CONSULTANT agrees to notify CITY if any
conflict arises.
21.3. If the CONSULTANT meets the definition of a “Consultant” as defined by
the Regulations of the Fair Political Practices Commission, CONSULTANT will file the
appropriate financial disclosure documents required by the Palo Alto Municipal Code and the
Political Reform Act of 1974, as amended from time to time.
SECTION 22. NONDISCRIMINATION; COMPLIANCE WITH ADA.
22.1. As set forth in Palo Alto Municipal Code Section 2.30.510, as amended
from time to time, CONSULTANT certifies that in the performance of this Agreement, it shall not
discriminate in the employment of any person due to that person’s race, skin color, gender, gender
identity, age, religion, disability, national origin, ancestry, sexual orientation, pregnancy, genetic
information or condition, housing status, marital status, familial status, weight or height of such
person. CONSULTANT acknowledges that it has read and understands the provisions of Section
2.30.510 of the Palo Alto Municipal Code relating to Nondiscrimination Requirements and the
penalties for violation thereof, and agrees to meet all requirements of Section 2.30.510 pertaining
to nondiscrimination in employment.
22.2. CONSULTANT understands and agrees that pursuant to the Americans
Disabilities Act (“ADA”), programs, services and other activities provided by a public entity to
the public, whether directly or through a contractor or subcontractor, are required to be accessible
to the disabled public. CONSULTANT will provide the Services specified in this Agreement in a
manner that complies with the ADA and any other applicable federal, state and local disability
rights laws and regulations, as amended from time to time. CONSULTANT will not discriminate
against persons with disabilities in the provision of services, benefits or activities provided under
this Agreement.
SECTION 23. ENVIRONMENTALLY PREFERRED PURCHASING AND ZERO
WASTE REQUIREMENTS. CONSULTANT shall comply with the CITY’s Environmentally
Preferred Purchasing policies which are available at CITY’s Purchasing Department, hereby
incorporated by reference and as amended from time to time. CONSULTANT shall comply with
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waste reduction, reuse, recycling and disposal requirements of CITY’s Zero Waste Program. Zero
Waste best practices include, first, minimizing and reducing waste; second, reusing waste; and,
third, recycling or composting waste. In particular, CONSULTANT shall comply with the
following Zero Waste requirements:
(a) All printed materials provided by CONSULTANT to CITY generated from a
personal computer and printer including but not limited to, proposals, quotes, invoices, reports,
and public education materials, shall be double-sided and printed on a minimum of 30% or greater
post-consumer content paper, unless otherwise approved by CITY’s Project Manager. Any
submitted materials printed by a professional printing company shall be a minimum of 30% or
greater post-consumer material and printed with vegetable-based inks.
(b) Goods purchased by CONSULTANT on behalf of CITY shall be purchased in
accordance with CITY’s Environmental Purchasing Policy including but not limited to Extended
Producer Responsibility requirements for products and packaging. A copy of this policy is on file
at the Purchasing Department’s office.
(c) Reusable/returnable pallets shall be taken back by CONSULTANT, at no
additional cost to CITY, for reuse or recycling. CONSULTANT shall provide documentation from
the facility accepting the pallets to verify that pallets are not being disposed.
SECTION 24. COMPLIANCE WITH PALO ALTO MINIMUM WAGE ORDINANCE.
CONSULTANT shall comply with all requirements of the Palo Alto Municipal Code Chapter 4.62
(Citywide Minimum Wage), as amended from time to time. In particular, for any employee
otherwise entitled to the State minimum wage, who performs at least two (2) hours of work in a
calendar week within the geographic boundaries of the City, CONSULTANT shall pay such
employees no less than the minimum wage set forth in Palo Alto Municipal Code Section 4.62.030
for each hour worked within the geographic boundaries of the City of Palo Alto. In addition,
CONSULTANT shall post notices regarding the Palo Alto Minimum Wage Ordinance in
accordance with Palo Alto Municipal Code Section 4.62.060.
SECTION 25. NON-APPROPRIATION. This Agreement is subject to the fiscal provisions of
the Charter of the City of Palo Alto and the Palo Alto Municipal Code, as amended from time to
time. This Agreement will terminate without any penalty (a) at the end of any fiscal year in the
event that funds are not appropriated for the following fiscal year, or (b) at any time within a fiscal
year in the event that funds are only appropriated for a portion of the fiscal year and funds for this
Agreement are no longer available. This Section shall take precedence in the event of a conflict
with any other covenant, term, condition, or provision of this Agreement.
SECTION 26. PREVAILING WAGES AND DIR REGISTRATION FOR PUBLIC
WORKS CONTRACTS.
26.1. This Project is not subject to prevailing wages and related
requirements. CONSULTANT is not required to pay prevailing wages and meet related
requirements under the California Labor Code and California Code of Regulations in the
performance and implementation of the Project if the contract:
(1) is not a public works contract;
(2) is for a public works construction project of $25,000 or less, per California
Labor Code Sections 1782(d)(1), 1725.5(f) and 1773.3(j); or
(3) is for a public works alteration, demolition, repair, or maintenance project of
$15,000 or less, per California Labor Code Sections 1782(d)(1), 1725.5(f) and
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1773.3(j).
SECTION 27. CLAIMS PROCEDURE FOR “9204 PUBLIC WORKS PROJECTS”. For
purposes of this Section 27, a “9204 Public Works Project” means the erection, construction,
alteration, repair, or improvement of any public structure, building, road, or other public
improvement of any kind. (Cal. Pub. Cont. Code § 9204.) Per California Public Contract Code
Section 9204, for Public Works Projects, certain claims procedures shall apply, as set forth in
Exhibit F, entitled “Claims for Public Contract Code Section 9204 Public Works Projects”.
This Project is not a 9204 Public Works Project.
SECTION 28. CONFIDENTIAL INFORMATION.
28.1. In the performance of this Agreement, CONSULTANT may have access to
CITY’s Confidential Information (defined below). CONSULTANT will hold Confidential
Information in strict confidence, not disclose it to any third party, and will use it only for the
performance of its obligations to CITY under this Agreement and for no other purpose.
CONSULTANT will maintain reasonable and appropriate administrative, technical and physical
safeguards to ensure the security, confidentiality and integrity of the Confidential Information.
Notwithstanding the foregoing, CONSULTANT may disclose Confidential Information to its
employees, agents and subcontractors, if any, to the extent they have a need to know in order to
perform CONSULTANT’s obligations to CITY under this Agreement and for no other purpose,
provided that the CONSULTANT informs them of, and requires them to follow, the confidentiality
and security obligations of this Agreement.
28.2. “Confidential Information” means all data, information (including without
limitation “Personal Information” about a California resident as defined in Civil Code Section
1798 et seq., as amended from time to time) and materials, in any form or media, tangible or
intangible, provided or otherwise made available to CONSULTANT by CITY, directly or
indirectly, pursuant to this Agreement. Confidential Information excludes information that
CONSULTANT can show by appropriate documentation: (i) was publicly known at the time it
was provided or has subsequently become publicly known other than by a breach of this
Agreement; (ii) was rightfully in CONSULTANT’s possession free of any obligation of
confidence prior to receipt of Confidential Information; (iii) is rightfully obtained by
CONSULTANT from a third party without breach of any confidentiality obligation; (iv) is
independently developed by employees of CONSULTANT without any use of or access to the
Confidential Information; or (v) CONSULTANT has written consent to disclose signed by an
authorized representative of CITY.
28.3. Notwithstanding the foregoing, CONSULTANT may disclose Confidential
Information to the extent required by order of a court of competent jurisdiction or governmental
body, provided that CONSULTANT will notify CITY in writing of such order immediately upon
receipt and prior to any such disclosure (unless CONSULTANT is prohibited by law from doing
so), to give CITY an opportunity to oppose or otherwise respond to such order.
28.4. CONSULTANT will notify City promptly upon learning of any breach in
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the security of its systems or unauthorized disclosure of, or access to, Confidential Information in
its possession or control, and if such Confidential Information consists of Personal Information,
CONSULTANT will provide information to CITY sufficient to meet the notice requirements of
Civil Code Section 1798 et seq., as applicable, as amended from time to time.
28.5. Prior to or upon termination or expiration of this Agreement,
CONSULTANT will honor any request from the CITY to return or securely destroy all copies of
Confidential Information. All Confidential Information is and will remain the property of the CITY
and nothing contained in this Agreement grants or confers any rights to such Confidential
Information on CONSULTANT.
28.6. If selected in Section 30 (Exhibits), this Agreement is also subject to the
terms and conditions of the Information Privacy Policy and Cybersecurity Terms and Conditions.
SECTION 29. MISCELLANEOUS PROVISIONS.
29.1. This Agreement will be governed by California law, without regard to its
conflict of law provisions.
29.2. In the event that an action is brought, the parties agree that trial of such
action will be vested exclusively in the state courts of California in the County of Santa Clara,
State of California.
29.3. The prevailing party in any action brought to enforce the provisions of this
Agreement may recover its reasonable costs and attorneys’ fees expended in connection with that
action. The prevailing party shall be entitled to recover an amount equal to the fair market value
of legal services provided by attorneys employed by it as well as any attorneys’ fees pai d to third
parties.
29.4. This Agreement, including all exhibits, constitutes the entire and integrated
agreement between the parties with respect to the subject matter of this Agreement, and supersedes
all prior agreements, negotiations, representations, statements and undertakings, either oral or
written. This Agreement may be amended only by a written instrument, which is signed by the
authorized representatives of the parties and approved as required under Palo Alto Municipal
Code, as amended from time to time.
29.5. If a court of competent jurisdiction finds or rules that any provision of this
Agreement is void or unenforceable, the unaffected provisions of this Agreement will remain in
full force and effect.
29.6. In the event of a conflict between the terms of this Agreement and the
exhibits hereto (per Section 30) or CONSULTANT’s proposal (if any), the Agreement shall
control. In the event of a conflict between the exhibits hereto and CONSULTANT’s proposal (if
any), the exhibits shall control.
29.7. The provisions of all checked boxes in this Agreement shall apply to this
Agreement; the provisions of any unchecked boxes shall not apply to this Agreement.
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29.8. All section headings contained in this Agreement are for convenience and
reference only and are not intended to define or limit the scope of any provision of this Agreement.
29.9. This Agreement may be signed in multiple counterparts, which, when
executed by the authorized representatives of the parties, shall together constitute a single binding
agreement.
SECTION 30. EXHIBITS. Each of the following exhibits, if the check box for such exhibit is
selected below, is hereby attached and incorporated into this Agreement by reference as though
fully set forth herein:
EXHIBIT A: SCOPE OF SERVICES
EXHIBIT B: SCHEDULE OF PERFORMANCE
EXHIBIT C: COMPENSATION
EXHIBIT C-1: SCHEDULE OF RATES
EXHIBIT D: INSURANCE REQUIREMENTS
THIS AGREEMENT IS NOT COMPLETE UNLESS ALL SELECTED EXHIBITS
ARE ATTACHED.
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CONTRACT No. C23187298C SIGNATURE PAGE
IN WITNESS WHEREOF, the parties hereto have by their duly authorized representatives
executed this Agreement as of the date first above written.
CITY OF PALO ALTO
City Manager
APPROVED AS TO FORM:
City Attorney or designee
HINDERLITER DE LLAMAS &
ASSOCIATES (HdL)
Officer 1
By:
Name:
Title:
Officer 2
By:
Name:
Title:
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President
Richard Park
CFO
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EXHIBIT A
SCOPE OF SERVICES
CONSULTANT shall provide the Services detailed in this Exhibit A, entitled “SCOPE OF
SERVICES”.
CONSULTANT (HdL) will provide the following services relative to the administration,
collection, enforcement, compliance, and audit activities for the City’s business tax and business
registry certificate program:
1. Operations Management Services
1.1. Establish and maintain database of businesses for the business registry certificate
program and business tax.
1.2. Receive and process, in a timely fashion:
1.2.1. Business registry applications, renewals and payments, and.
1.2.2. Business tax filings, amended returns, and payments.
1.3. Renewal and payment notices:
1.3.1. Business registry renewal notices will be sent renewal notices to active businesses within
30 days of the renewal period end date or at another interval specified by CITY.
1.3.2. Business tax payment reminder notices will be sent within 30 days of the tax payment
due date or at another interval specified by CITY.
1.4. Provide businesses multiple options for submitting applications, renewals, tax filing,
payments, or support requests (including via website, email, mail, phone, and fax).
1.4.1. Have experience and capabilities to process business payments, renewals, delinquent
payments and ongoing monitoring and administration of CITY’s business registry certificate
program and business tax, as described in the CITY’s municipal code, ordinances, policies and
program procedure manuals.
1.4.2. Consultant specialists will be available for live interactions Monday through Friday,
8:00am to 5:00pm Pacific).
1.4.3. Respond to business correspondence via return phone call or written correspondence
within 24 hours.
1.5. Remit revenue to CITY no less than monthly, along with detail of business registry
applications, business tax filings, and any additional documentation.
1.6. Provide CITY staff access to website portal offering business registry inquiry, reporting,
and electronic department approval capabilities.
2. Compliance Services: 1) Identify and register businesses which are subject to business
registry certificate program and/or business tax, 2) collect known debt as pertains to business
registry certificate and/or business tax, and 3) identify under-reported registration fee and/or tax
liability.
2.1. Discovery Services
2.1.1. Develop a list of businesses subject to CITY business registry certificate or taxation.
2.1.2. Notify non-compliant businesses of their options to comply or dispute their non-
compliant status. Notification and support to businesses will be facilitated through the website,
mail, email, phone and/or fax.
2.1.3. Review information and forms submitted by the business for completion and accuracy,
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inclusive of any additional required documentation (i.e. home occupation permit). All
submissions are filed and stored electronically and made available to CITY upon request.
2.1.4. Provide businesses with detailed invoicing and options to pay via website, mail, and
phone.
2.1.5. Remit revenue to CITY no less than monthly, along with detail of business registry
applications, business tax filings, and any additional documentation.
2.2. Collection Services
2.2.1. Identify businesses subject to CITY business registry certificate or taxation which have
known debt to CITY and have failed to pay within an appropriate time frame.
2.2.2. Notify businesses of their options to comply or dispute their non-compliant status.
2.2.3. Provide businesses with detailed invoicing and options to pay via website, mail and
phone.
2.2.4. Remit revenue to CITY no less than monthly, along with detail of business registry
applications, business tax filings, and any additional documentation.
2.3. Audit Services
2.3.1. Identify potential under-reporting and/or misclassified businesses.
2.3.2. Audit businesses mutually agreed to by CITY and CONSULTANT that are identified as
potential under-reporting businesses.
2.3.3. Submit audit summaries to CITY and discuss further actions.
2.3.4. Educate businesses on proper reporting practices.
2.3.5. Invoice and collect identified delinquencies.
3. Payment Processing – services include PCI compliant payment processing services
powered by FIS Global, which supports both credit card (taxpayer funded) and eCheck (CITY
funded) transactions.
3.1. CITY Responsibilities
3.1.1. As a condition to its receipt of the Service, CITY shall execute and deliver any and all
applications, agreements, certifications or other documents required by FIS Global, Networks or
other third parties whose consent or approval is necessary for the processing of Transactions by
FIS Global. “Network” is an entity or association that operates, under a common service mark, a
system which permits participants to authorize, route, and settle Transactions among themselves,
including, for example, networks operated by VISA USA and Mastercard, Inc., NYCE
Corporation, American Express, and Discover.
3.1.2. CITY hereby grants CONSULTANT the full right, power and authority to request,
receive and review any Data or records reflected in a Transaction report. CITY represents and
warrants that it has the full right and authority to grant these rights.
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EXHIBIT B
SCHEDULE OF PERFORMANCE
CONSULTANT shall perform the Services so as to complete each milestone within the number
of days/weeks specified below. The time to complete each milestone may be increased or
decreased by mutual written agreement of the Project Managers for CONSULTANT and CITY so
long as all work is completed within the term of the Agreement. CONSULTANT shall provide a
detailed schedule of work consistent with the schedule below within 2 weeks of receipt of the
notice to proceed (“NTP”) from the CITY.
Milestones
Completion
Number of Days/Weeks (as specified below)
from NTP
1. Task 1: Operations Management Services Ongoing with first collection cycle beginning
October 2023; filing and collection occurring
quarter beginning January 2024.
2. Task 2: Compliance Services
a. Discovery
b. Collection
c. Audit
Ongoing
3. Task 3: Payment Processing Ongoing
Optional Schedule of Performance Provision for On-Call or Additional Services Agreements.
(This provision only applies if checked and only applies to on-call agreements per Section 1 or
agreements with Additional Services per Section 4.)
The schedule of performance shall be as provided in the approved Task Order, as detailed in
Section 1 (Scope of Services) in the case of on-call Services, or as detailed in Section 4 in the case
of Additional Services, provided in all cases that the schedule of performance shall fall within the
term as provided in Section 2 (Term) of this Agreement.
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EXHIBIT C
COMPENSATION
CITY agrees to compensate CONSULTANT for Services performed in accordance with the terms
and conditions of this Agreement, and as set forth in the budget schedule below. Compensation
shall be calculated based on the rate schedule attached as Exhibit C-1 up to the not to exceed
budget amount for each task set forth below.
CITY’s Project Manager may approve in writing the transfer of budget amounts between any of
the tasks or categories listed below, provided that the total compensation for the Services,
including any specified reimbursable expenses, and the total compensation for Additional Services
(if any, per Section 4 of the Agreement) do not exceed the amounts set forth in Section 4 of this
Agreement.
CONSULTANT agrees to complete all Services, any specified reimbursable expenses, and
Additional Services (if any, per Section 4), within this/these amount(s). Any work performed or
expenses incurred for which payment would result in a total exceeding the maximum amount of
compensation set forth in this Agreement shall be at no cost to the CITY.
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BUDGET SCHEDULE
REIMBURSABLE EXPENSES
CONSULTANT’S ordinary business expenses, such as administrative, overhead,
administrative support time/overtime, information systems, software and hardware,
photocopying, telecommunications (telephone, internet), in-house printing, insurance and
other ordinary business expenses, are included within the scope of payment for Services and
are not reimbursable expenses hereunder.
Reimbursable expenses, if any are specified as reimbursable under this section, will be
reimbursed at actual cost. The expenses (by type, e.g. travel) for which CONSULTANT will
be reimbursed are: TRAVEL EXPENSE up to the not-to-exceed amount of: 3,000.00.
BUDGET SCHEDULE RATE EST. UNIT
NOT TO EXCEED
AMOUNT (3
YEARS)
YEAR 1
FY 2024
(10/1/2023-
6/30/2024)
YEAR 2
FY 2025
YEAR 3
FY 2026
Task 1: Operations Management Services
Includes all sub-tasks listed under Task 1 of Scope of Services. Fees
are increased as of July 1 of each fiscal year based on the 12-month
Bay Area Consumer Price Index (Urban Wage Earners and Clerical
Workers, San Francisco-Oakland-San Jose) as of March 31, not to
exceed 5%.
Max. Annual
CPI Adj 4%4%
Per processed account fee - any account for which an application or
renewal/return was processed, or active account which was sent a
renewal notice $17.00 8,000 $424,320.00 $136,000.00 $141,440.00 $146,880.00
Task 2: Compliance Services
2.1: Discovery Services
Contingency percentage applies to all monies received for the
current tax/license period and any other period collected (including
monies received for taxes, penalities, interest, and fees).
In the event that CITY discovers a non-compliant business and
reports to CONSULTANT, activity will be categorized as a collection
service effort rather than a discovery service effort. 35%231,000 $242,550.00 $80,850.00 $80,850.00 $80,850.00
2.2: Collection Services
Contingency percentage applies to revenues received as a result of
compliance services. 25%57,750 $28,875.00 N/A $14,437.50 $14,437.50
2.3: Audit Services
Contingency percentage applies to revenues received as a result of
audit services 35%231,000 $80,850.00 N/A N/A $80,850.00
Sub-Total: Compliance Services $352,275.00 $80,850.00 $95,287.50 $176,137.50
Task 3: Payment Processing
Taxpayer Funded:
Credit and debit card processing CITY authorizes CONSULTANT to
collect covenience fee from taxpayer at the time of payment. 2.90%N/A N/A N/A N/A N/A
Taxpayer Funded:
Returned payment/NSF fee, each occurance 25.00%N/A N/A N/A N/A N/A
City Funded:
ACH/eCheck processing per transaction fee $0.50 2,000 $3,000.00 $1,000.00 $1,000.00 $1,000.00
TOTAL BASIC SERVICES $779,595.00 $217,850.00 $237,727.50 $324,017.50
REIMBURSEABLE EXPENSES $3,000.00 $1,000.00 $1,000.00 $1,000.00
ADDITIONAL SERVICES OR CONTINGENCY $77,960.00 $21,785.00 $23,773.00 $32,402.00
TOTAL NOT-TO-EXCEED $860,555.00 $240,635.00 $262,500.50 $357,419.50
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A. Travel outside the San Francisco Bay Area, including transportation and meals, if
specified as reimbursable, will be reimbursed at actual cost subject to the City of Palo Alto’s
policy for reimbursement of travel and meal expenses.
All requests for reimbursement of expenses, if any are specified as reimbursable under this
section, shall be accompanied by appropriate backup documentation and information.
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EXHIBIT C-1
SCHEDULE OF RATES
CONSULTANT’s schedule of rates is as follows:
Hourly Rate
Principal $325
Programmer $295
Senior Analyst $245
Analyst $195
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EXHIBIT D
INSURANCE REQUIREMENTS
CONSULTANTS TO THE CITY OF PALO ALTO (CITY), AT THEIR SOLE EXPENSE, SHALL FOR THE TERM OF THE
CONTRACT OBTAIN AND MAINTAIN INSURANCE IN THE AMOUNTS FOR THE COVERAGE SPECIFIED BELOW,
AFFORDED BY COMPANIES WITH AM BEST’S KEY RATING OF A-:VII, OR HIGHER, LICENSED OR
AUTHORIZED TO TRANSACT INSURANCE BUSINESS IN THE STATE OF CALIFORNIA.
AWARD IS CONTINGENT ON COMPLIANCE WITH CITY’S INSURANCE REQUIREMENTS AS SPECIFIED HEREIN.
REQUIRED TYPE OF COVERAGE REQUIREMENT
MINIMUM LIMITS
EACH
OCCURRENCE AGGREGATE
YES
YES
WORKER’S COMPENSATION
EMPLOYER’S LIABILITY
STATUTORY
STATUTORY STATUTORY STATUTORY
YES
GENERAL LIABILITY, INCLUDING
PERSONAL INJURY, BROAD FORM
PROPERTY DAMAGE BLANKET
CONTRACTUAL, AND FIRE LEGAL
LIABILITY
BODILY INJURY
PROPERTY DAMAGE
BODILY INJURY & PROPERTY
DAMAGE COMBINED.
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
YES
AUTOMOBILE LIABILITY,
INCLUDING ALL OWNED, HIRED,
NON-OWNED
BODILY INJURY
- EACH PERSON
- EACH OCCURRENCE
PROPERTY DAMAGE
BODILY INJURY AND PROPERTY
DAMAGE, COMBINED
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
YES
PROFESSIONAL LIABILITY,
INCLUDING, ERRORS AND
OMISSIONS, MALPRACTICE (WHEN
APPLICABLE), AND NEGLIGENT
PERFORMANCE
ALL DAMAGES $1,000,000
YES
THE CITY OF PALO ALTO IS TO BE NAMED AS AN ADDITIONAL INSURED: CONSULTANT, AT ITS SOLE COST
AND EXPENSE, SHALL OBTAIN AND MAINTAIN, IN FULL FORCE AND EFFECT THROUGHOUT THE ENTIRE TERM
OF ANY RESULTANT AGREEMENT, THE INSURANCE COVERAGE HEREIN DESCRIBED, INSURIN G NOT ONLY
CONSULTANT AND ITS SUBCONSULTANTS, IF ANY, BUT ALSO, WITH THE EXCEPTION OF WORKERS’
COMPENSATION, EMPLOYER’S LIABILITY AND PROFESSIONAL INSURANCE, NAMING AS ADDITIONAL
INSUREDS CITY, ITS COUNCIL MEMBERS, OFFICERS, AGENTS, AND EMPLOYEES.
I. INSURANCE COVERAGE MUST INCLUDE:
A. A CONTRACTUAL LIABILITY ENDORSEMENT PROVIDING INSURANCE COVERAGE FOR
CONSULTANT’S AGREEMENT TO INDEMNIFY CITY.
II. THE CONSULTANT MUST SUBMIT CERTIFICATES(S) OF INSURANCE EVIDENCING REQUIRED COVERAGE
AT THE FOLLOWING EMAIL: PURCHASINGSUPPORT@CITYOFPALOALTO.ORG
III. ENDORSEMENT PROVISIONS WITH RESPECT TO THE INSURANCE AFFORDED TO ADDITIONAL
INSUREDS:
A. PRIMARY COVERAGE
WITH RESPECT TO CLAIMS ARISING OUT OF THE OPERATIONS OF THE NAMED INSURED,
INSURANCE AS AFFORDED BY THIS POLICY IS PRIMARY AND IS NOT ADDITIONAL TO OR
CONTRIBUTING WITH ANY OTHER INSURANCE CARRIED BY OR FOR THE BENEFIT OF THE
ADDITIONAL INSUREDS.
DocuSign Envelope ID: 679720EC-8E5C-4DCE-AA1B-888B91EAF8B5
Professional Services
Rev. Dec.15, 2020
Page 22 of 22
B. CROSS LIABILITY
THE NAMING OF MORE THAN ONE PERSON, FIRM, OR CORPORATION AS INSUREDS UNDER
THE POLICY SHALL NOT, FOR THAT REASON ALONE, EXTINGUISH ANY RIGHTS OF THE
INSURED AGAINST ANOTHER, BUT THIS ENDORSEMENT, AND THE NAMING OF MULTIPLE
INSUREDS, SHALL NOT INCREASE THE TOTAL LIABILITY OF THE COMPANY UNDER THIS
POLICY.
C. NOTICE OF CANCELLATION
1. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR ANY REASON
OTHER THAN THE NON-PAYMENT OF PREMIUM, THE CONSULTANT SHALL PROVIDE
CITY AT LEAST A THIRTY (30) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE
OF CANCELLATION.
2. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR THE NON-PAYMENT
OF PREMIUM, THE CONSULTANT SHALL PROVIDE CITY AT LEAST A TEN (10) DAY
WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION.
EVIDENCE OF INSURANCE AND OTHER RELATED NOTICES ARE REQUIRED TO BE
FILED WITH THE CITY OF PALO ALTO EMAILING TO
PURCHASINGSUPPORT@CITYOFPALOALTO.ORG
DocuSign Envelope ID: 679720EC-8E5C-4DCE-AA1B-888B91EAF8B5