HomeMy WebLinkAboutStaff Report 2310-2142CITY OF PALO ALTO
CITY COUNCIL
Special Meeting
Monday, February 12, 2024
Council Chambers & Hybrid
5:30 PM
Agenda Item
7.Approval of a General Services Contract Number C24189570 with Downtown Streets
Team, Inc. in an Amount Not to Exceed $528,409 for Cleaning Services in the University
Avenue and California Avenue Business Districts for a Period of Three Years; CEQA status
– Not a Project
City Council
Staff Report
From: City Manager
Report Type: CONSENT CALENDAR
Lead Department: Public Works
Meeting Date: February 12, 2024
Report #:2310-2142
TITLE
Approval of a General Services Contract Number C24189570 with Downtown Streets Team, Inc.
in an Amount Not to Exceed $528,409 for Cleaning Services in the University Avenue and
California Avenue Business Districts for a Period of Three Years; CEQA status – Not a Project
RECOMMENDATION
Staff recommends that Council approve and authorize the City Manager or their designee to
execute Contract No. C24189570 with Downtown Streets Team, Inc., to provide cleaning services
in the University Avenue and California Avenue Business Districts for a term of three years and a
total not to exceed amount of $528,409, including $372,447 for basic services and $155,962 for
additional services.
EXECUTIVE SUMMARY
Staff recommends approval of a new three-year contract (Attachment A) with Downtown Streets
Team, Inc. (DST), to continue to provide services within the University Avenue Business District,
and to expand their work to the Car-Free Streets portions of California Avenue and Ramona
Street. The expansion of DST services to California Avenue and Ramona Street will help reduce
overflowing garbage receptacles, improve reporting of safety hazards and graffiti, and ensure
that the newly purchased furniture and games are kept clean and maintained.
BACKGROUND
The Public Works Department’s Public Services Division is responsible for maintaining safe and
clean University Avenue and California Avenue Business Districts. In 2010, downtown
stakeholders, which included the Palo Alto Business Improvement District (BID) and Palo Alto
Downtown Professional and Business Association (PADPBA), proposed a combination of
enhanced services that would raise the standards of cleanliness in the University Avenue Business
District. The enhanced services included reducing trash from overflowing garbage receptacles,
reporting graffiti and vandalism, removing litter in the alleyways and in the five parking structures
(S & L, R, J, Q and Civic Center), and reporting suspicious vehicles and/or activities.
As a result, BID and PADPBA founded the Downtown Streets Team (DST). DST was developed to
provide cleaning services to the downtown community, but also to reduce panhandling and
provide re-entry skills to the unhoused. Services provided by the DST team members include
reducing trash from full garbage containers, removing litter from sidewalks, alleyways, and
garages, reporting suspicious vehicles or activities to the proper authorities, and providing peer
to peer outreach. The litter control provided by DST also assists the City in avoiding storm water
compliance issues.
In 2020, the City developed the Car-Free Streets Program in response to COVID-19, and since
then the program has grown in popularity within the community. Due to the increase in
attendance, businesses and residents have raised concerns regarding the cleanliness of the Car-
Free Streets locations (Ramona Street and California Avenue). In response, staff recommends a
partnership with DST so that these areas remain an attractive destination for the community to
enjoy. Services that will be provided by DST include litter removal, rearranging and cleaning City-
owned outdoor furniture and games, reducing trash from overflowing trash receptacles,
reporting safety hazards, and reporting cases of vandalism and graffiti.
Unlike other organizations, DST strives to reduce homelessness by encouraging participants to
take an active role in their own development, model positive behavior, and create long-term
solutions for their participants. In return, participants can work with a case manager to obtain
housing and other life support credits. Each participant is evaluated on their individual
performance and recognized for their accomplishments. The skills acquired through this program
can then be used to seek further employment.
On November 30, 2020, Staff recommended the approval of a three-year agreement with DST1.
Due to concerns about DST’s governance and internal practices, Council pulled the item from the
consent calendar and on December 7, 2020, approved the agreement for one year rather than
three years. On December 13, 2021, the contract was amended for the additional two years2.
This contract expired on January 11, 2024.
ANALYSIS
Staff recommends Council approve a three-year contract with Downtown Streets Team, Inc.
(DST), from January 12, 2024, through January 11, 2027. The City has partnered with DST since
2006 and this partnership has helped reduce issues associated with the unhoused community
and assisted in keeping the community clean. Additionally, DST has previously received
Community Development Block Grant (CDBG) and Human Services Resource Allocation Process
1 City Council, November 30, 2020; Agenda Item #4, SR #11487;
https://www.cityofpaloalto.org/files/assets/public/v/1/agendas-minutes-reports/reports/city-manager-reports-
cmrs/year-archive/2020-2/id-11487.pdf?t=58685.19
2 Downtown Streets Amendment 1 Contract C21179861;
https://www.cityofpaloalto.org/files/assets/public/v/1/public-works/public-services/id-13557-c21179861-
downtown-streets-inc._amendment-1_partially-executed.11.30.2021_1.pdf
(HSRAP) grants from the City related to homeless outreach and workforce development services.
Considering the many ways in which the City and DST partner, staff is reviewing all contracts and
work citywide with Downtown Streets Team. Staff anticipates returning to Council with a
citywide approach and performance measures by the end of June, with the goal of increasing
efficiencies in managing the scope of work and relationship with DST.
Staff has researched other organizations that provide assistance to unhoused communities. Most
organizations provide shelter, counseling, and outreach opportunities. However, DST is exempt
from the solicitation process based on Municipal Code Section 2.30.360(d) because they use a
peer-to-peer outreach model to other unhoused individuals while also providing cleaning
services, in addition to providing the same services as the other organizations. It should be noted
that in 2020, the previous contract with DST was approved under the same exemption.
The overall cost of this contract has increased 63% from the 2020 contract with DST. The increase
in cost results from the lack of contract increases since the 2017 contract with DST and the
additional scope of work for the Car-Free Streets Program areas on Ramona Street and California
Avenue. The Car-Free Streets services account for $155,962 of the $528,409 contract amount.
If this three-year contract with DST is not approved, the result will include:
1. The elimination of DST trash removal services currently provided seven days a week.
2. Elimination of an outreach program to unhoused individuals.
3. Graffiti, vandalism, litter, and other issues will not be reported as frequently.
The City cannot supplement the work proposed to be performed by DST with current staff and
may have to hire three additional employees (two additional employees to service University
Downtown District and one additional employee to service California Avenue Business District).
In addition, the elimination of this outreach program to unhoused individuals cannot be fulfilled
by staff. The elimination of this outreach program could potentially increase panhandling within
the business districts.
FISCAL/RESOURCE IMPACT
Funding for the first year of this contract is available in the Fiscal Year 2024 Adopted Public Works
Department Public Services Division operating budget within the University Avenue and
California Avenue Parking Permit Funds. Task 2 of this contract, for all three years, is proposed
to be funded twenty percent from the University Avenue Parking Permit Fund and eighty percent
from the California Avenue Parking Permit Fund. Subsequent years of this contract will require
additional appropriation of funds which will be brought forward as part of the budget
development process in those years. The annual estimated budget for the subsequent contract
years is shown in the table below. The Year 2 amounts in Table 1 will be addressed and
recommended to Council during the Fiscal Year 2025 budget development process.
Table1: Estimated Contract Costs
Year
2020 Contract
Amount
2024 Contract
Amount Difference
Year 1 (FY2024) Task 1: University Avenue Parking
Permit Fund - $107,748 $117,122.$9,374
Year 1 (FY2024) Task 2: Car-Free Street Cleaning
Services N/A $50,470.$50,470
Year 1 Total $107,748 $167,592 $59,844
Year 2 (FY2025) Task 1: University Avenue Parking
Permit Fund
(Subject to annual appropriation of funds)
$107,748 $124,149.$16,401
Year 2 (FY2025) Task 2: Car-Free Street Cleaning
Services (Subject to annual appropriation of funds)N/A $51,948.$51,948
Year 2 Total $107,748 $176,097 $68,349
Year 3 (FY2026) Task 1: University Avenue Parking
Permit Fund (Subject to annual appropriation of
funds)
$107,748 $131,176.$23,428
Year 3 (FY2026) Task 2: Car-Free Street Cleaning
Services (Subject to annual appropriation of funds)N/A $53,544 $53,544
Year 3 Total $107,748 $184,720 $76,972
Total for three years $323,244 $528,409.$205,165
STAKEHOLDER ENGAGEMENT
On November 6, 2023, the possible use of Downtown Streets Team was brought to the Council's
attention during the discussion of the Car-Free Streets alternative study. On November 16, 2023,
City Staff published the article, “Update on Car Free Streets: Cal Ave. & Ramona St.”, informing
the public of the possibility of using DST’s cleaning services for the Car-Free Streets Program.
ENVIRONMENTAL REVIEW
The approval of this contract is CEQA-exempt pursuant to CEQA Guidelines Section 15061(b)(3)
because it can be seen with certainty that there is no possibility of a significant effect on the
environment.
ATTACHMENTS
Attachment A: Downtown Streets Team, Inc. Contract
APPROVED BY:
Brad Eggleston, Director Public Works/City Engineer
City of Palo Alto General Services Agreement 1 Rev. March 29, 2018
CITY OF PALO ALTO CONTRACT NO. C24189570
GENERAL SERVICES AGREEMENT
THIS AGREEMENT made and entered into on the 11th day of December 2023, by and
between the CITY OF PALO ALTO, a California chartered municipal corporation (“CITY”),
and DOWNTOWN STREETS, INC., a California public benefit non-profit corporation,
located at 1671 The Alameda, Suite 301, San Jose, CA 95126, Telephone Number: 650-
305-1174 (“CONTRACTOR”). In consideration of their mutual covenants, the parties
hereto agree as follows:
1. SERVICES. CONTRACTOR shall provide or furnish the services (the “Services”)
described in the Scope of Services, attached at Exhibit A.
2. EXHIBITS. The following exhibits are attached to and made a part of this
Agreement:
“A” - Scope of Services
“B” - Schedule of Performance
“C” – Schedule of Fees
“D” - Insurance Requirements
CONTRACT IS NOT COMPLETE UNLESS ALL INDICATED EXHIBITS ARE ATTACHED.
3. TERM.
The term of this Agreement is from January 12, 2024 to January 11, 2027 inclusive,
subject to the provisions of Sections R and W of the General Terms and Conditions.
4. SCHEDULE OF PERFORMANCE. CONTRACTOR shall complete the Services within
the term of this Agreement in a reasonably prompt and timely manner based upon
the circumstances and direction communicated to CONTRACTOR, and if
applicable, in accordance with the schedule set forth in the Schedule of
Performance, attached at Exhibit B. Time is of the essence in this Agreement.
5. COMPENSATION FOR ORIGINAL TERM. CITY shall pay and CONTRACTOR agrees
to accept as not-to-exceed compensation for the full performance of the Services
and reimbursable expenses, if any:
The total maximum lump sum compensation of dollars ($); OR
The sum of dollars ($ ) per hour, not to exceed a total
maximum compensation amount of dollars ($ ); OR
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City of Palo Alto General Services Agreement 2 Rev. March 29, 2018
A sum calculated in accordance with the fee schedule set forth at Exhibit
C, not to exceed a total maximum compensation amount of Five Hundred
Twenty-Eight Thousand Four Hundred Nine dollars and Nine Cents
($528,409.09).
CONTRACTOR agrees that it can perform the Services for an amount not to exceed
the total maximum compensation set forth above. Any hours worked or services
performed by CONTRACTOR for which payment would result in a total exceeding
the maximum amount of compensation set forth above for performance of the
Services shall be at no cost to CITY.
CITY has set aside the sum of dollars ($ ) for Additional
Services. CONTRACTOR shall provide Additional Services only by
advanced, written authorization from the City Manager or designee.
CONTRACTOR, at the CITY’s request, shall submit a detailed written
proposal including a description of the scope of services, schedule, level of
effort, and CONTRACTOR’s proposed maximum compensation, including
reimbursable expense, for such services. Compensation shall be based on
the hourly rates set forth above or in Exhibit C (whichever is applicable), or
if such rates are not applicable, a negotiated lump sum. CITY shall not
authorize and CONTRACTOR shall not perform any Additional Services for
which payment would exceed the amount set forth above for Additional
Services. Payment for Additional Services is subject to all requirements and
restrictions in this Agreement.
6. COMPENSATION DURING ADDITIONAL TERMS.
CONTRACTOR’S compensation rates for each additional term shall be the
same as the original term; OR
CONTRACTOR’s compensation rates shall be adjusted effective on the
commencement of each Additional Term. The lump sum compensation
amount, hourly rates, or fees, whichever is applicable as set forth in section
5 above, shall be adjusted by a percentage equal to the change in the
Consumer Price Index for Urban Wage Earners and Clerical Workers for the
San Francisco-Oakland- San Jose area, published by the United States
Department of Labor Statistics (CPI) which is published most immediately
preceding the commencement of the applicable Additional Term, which
shall be compared with the CPI published most immediately preceding the
commencement date of the then expiring term. Notwithstanding the
foregoing, in no event shall CONTRACTOR’s compensation rates be
increased by an amount exceeding five percent of the rates effective
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City of Palo Alto General Services Agreement 3 Rev. March 29, 2018
during the immediately preceding term. Any adjustment to
CONTRACTOR’s compensation rates shall be reflected in a written
amendment to this Agreement.
7. CLAIMS PROCEDURE FOR “9204 PUBLIC WORKS PROJECTS”. For purposes of this
Section 7, 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. Public Contract Code Section 9204 mandates
certain claims procedures for Public Works Projects.
This project is a 9204 Public Works Project and is required to comply with
the claims procedures set forth in Appendix __, attached hereto and
incorporated herein.
OR
This project is not a 9204 Public Works Project.
8. INVOICING. Send all invoices to CITY, Attention: Project Manager. The Project
Manager is: Kaela Noakes, Dept.: Public Works, Telephone: 650-496-5945, Email:
Kaela.Noakes@cityofpaloalto.org. Invoices shall be submitted in arrears for
Services performed. Invoices shall not be submitted more frequently than
monthly. Invoices shall provide a detailed statement of Services performed during
the invoice period and are subject to verification by CITY. CITY shall pay the
undisputed amount of invoices within 30 days of receipt.
GENERAL TERMS AND CONDITIONS
A. ACCEPTANCE. CONTRACTOR accepts and agrees to all terms and conditions of
this Agreement. This Agreement includes and is limited to the terms and
conditions set forth in sections 1 through 8 above, these general terms and
conditions and the attached exhibits.
B. QUALIFICATIONS. CONTRACTOR represents and warrants that it has the expertise
and qualifications to complete the services described in Section 1 of this
Agreement, entitled “SERVICES,” and that every individual charged with the
performance of the services under this Agreement has sufficient skill and
experience and is duly licensed or certified, to the extent such licensing or
certification is required by law, to perform the Services. CITY expressly relies on
CONTRACTOR’s representations regarding its skills, knowledge, and certifications.
CONTRACTOR shall perform all work in accordance with generally accepted
business practices and performance standards of the industry, including all
federal, state, and local operation and safety regulations.
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City of Palo Alto General Services Agreement 4 Rev. March 29, 2018
C. INDEPENDENT CONTRACTOR. It is understood and agreed that in the
performance of this Agreement, CONTRACTOR and any person employed by
CONTRACTOR shall at all times be considered an independent CONTRACTOR and
not an agent or employee of CITY. CONTRACTOR shall be responsible for
employing or engaging all persons necessary to complete the work required under
this Agreement.
D. SUBCONTRACTORS. CONTRACTOR may not use subcontractors to perform any
Services under this Agreement unless CONTRACTOR obtains prior written consent
of CITY. CONTRACTOR shall be solely responsible for directing the work of
approved subcontractors and for any compensation due to subcontractors.
E. TAXES AND CHARGES. CONTRACTOR shall be responsible for payment of all taxes,
fees, contributions or charges applicable to the conduct of CONTRACTOR’s
business.
F. COMPLIANCE WITH LAWS. CONTRACTOR shall in the performance of the Services
comply with all applicable federal, state and local laws, ordinances, regulations,
and orders.
G. PALO ALTO MINIMUM WAGE ORDINANCE. CONTRACTOR shall comply with all
requirements of the Palo Alto Municipal Code Chapter 4.62 (Citywide Minimum
Wage), as it may be 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,
CONTRACTOR 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, CONTRACTOR shall
post notices regarding the Palo Alto Minimum Wage Ordinance in accordance with
Palo Alto Municipal Code section 4.62.060.
H. DAMAGE TO PUBLIC OR PRIVATE PROPERTY. CONTRACTOR shall, at its sole
expense, repair in kind, or as the City Manager or designee shall direct, any
damage to public or private property that occurs in connection with
CONTRACTOR’s performance of the Services. CITY may decline to approve and
may withhold payment in whole or in part to such extent as may be necessary to
protect CITY from loss because of defective work not remedied or other damage
to the CITY occurring in connection with CONTRACTOR’s performance of the
Services. CITY shall submit written documentation in support of such withholding
upon CONTRACTOR’s request. When the grounds described above are removed,
payment shall be made for amounts withheld because of them.
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City of Palo Alto General Services Agreement 5 Rev. March 29, 2018
I. WARRANTIES. CONTRACTOR expressly warrants that all services provided under
this Agreement shall be performed in a professional and workmanlike manner in
accordance with generally accepted business practices and performance
standards of the industry and the requirements of this Agreement. CONTRACTOR
expressly warrants that all materials, goods and equipment provided by
CONTRACTOR under this Agreement shall be fit for the particular purpose
intended, shall be free from defects, and shall conform to the requirements of this
Agreement. CONTRACTOR agrees to promptly replace or correct any material or
service not in compliance with these warranties, including incomplete, inaccurate,
or defective material or service, at no further cost to CITY. The warranties set
forth in this section shall be in effect for a period of one year from completion of
the Services and shall survive the completion of the Services or termination of this
Agreement.
J. MONITORING OF SERVICES. CITY may monitor the Services performed under this
Agreement to determine whether CONTRACTOR’s work is completed in a
satisfactory manner and complies with the provisions of this Agreement.
K. CITY’S PROPERTY. Any reports, information, data or other material (including
copyright interests) developed, collected, assembled, prepared, or caused to be
prepared under this Agreement will become the property of CITY without
restriction or limitation upon their use and will not be made available to any
individual or organization by CONTRACTOR or its subcontractors, if any, without
the prior written approval of the City Manager.
L. AUDITS. CONTRACTOR agrees to permit CITY and its authorized representatives
to audit, at any reasonable time during the term of this Agreement and for three
(3) years from the date of final payment, CONTRACTOR’s records pertaining to
matters covered by this Agreement. CONTRACTOR agrees to maintain accurate
books and records in accordance with generally accepted accounting principles for
at least three (3) following the terms of this Agreement.
M. NO IMPLIED WAIVER. No payment, partial payment, acceptance, or partial
acceptance by CITY shall operate as a waiver on the part of CITY of any of its rights
under this Agreement.
N. INSURANCE. CONTRACTOR, at its sole cost, shall purchase and maintain in full
force during the term of this Agreement, the insurance coverage described at
Exhibit D. Insurance must be provided by companies with a Best’s Key Rating of A-
:VII or higher and which are otherwise acceptable to CITY’s Risk Manager. The Risk
Manager must approve deductibles and self-insured retentions. In addition, all
policies, endorsements, certificates and/or binders are subject to approval by the
Risk Manager as to form and content. CONTRACTOR shall obtain a policy
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City of Palo Alto General Services Agreement 6 Rev. March 29, 2018
endorsement naming the City of Palo Alto as an additional insured under any
general liability or automobile policy. CONTRACTOR shall obtain an endorsement
stating that the insurance is primary coverage and will not be canceled or
materially reduced in coverage or limits until after providing 30 days prior written
notice of the cancellation or modification to the Risk Manager. CONTRACTOR shall
provide certificates of such policies or other evidence of coverage satisfactory to
the Risk Manager, together with the required endorsements and evidence of
payment of premiums, to CITY concurrently with the execution of this Agreement
and shall throughout the term of this Agreement provide current certificates
evidencing the required insurance coverages and endorsements to the Risk
Manager. CONTRACTOR shall include all subcontractors as insured under its
policies or shall obtain and provide to CITY separate certificates and endorsements
for each subcontractor that meet all the requirements of this section. The
procuring of such required policies of insurance shall not operate to limit
CONTRACTOR’s liability or obligation to indemnify CITY under this Agreement.
O. HOLD HARMLESS. To the fullest extent permitted by law and without limitation
by the provisions of section N relating to insurance, CONTRACTOR shall indemnify,
defend and hold harmless CITY, its Council members, officers, employees and
agents from and against any and all demands, claims, injuries, losses, or liabilities
of any nature, including death or injury to any person, property damage or any
other loss and including without limitation all damages, penalties, fines and
judgments, associated investigation and administrative expenses and defense
costs, including, but not limited to reasonable attorney’s fees, courts costs and
costs of alternative dispute resolution), arising out of, or resulting in any way from
or in connection with the performance of this Agreement. CONTRACTOR’s
obligations under this Section apply regardless of whether or not a liability is
caused or contributed to by any negligent (passive or active) act or omission of
CITY, except that CONTRACTOR shall not be obligated to indemnify for liability
arising from the sole negligence or willful misconduct of CITY. The acceptance of
the Services by CITY shall not operate as a waiver of the right of indemnification.
The provisions of this Section survive the completion of the Services or
termination of this Agreement.
P. NON-DISCRIMINATION. As set forth in Palo Alto Municipal Code section 2.30.510,
CONTRACTOR certifies that in the performance of this Agreement, it shall not
discriminate in the employment of any person because of the race, skin color,
gender, age, religion, disability, national origin, ancestry, sexual orientation,
housing status, marital status, familial status, weight or height of such person.
CONTRACTOR acknowledges that it has read and understands the provisions of
Section 2.30.510 of the Palo Alto Municipal Code relating to Nondiscrimination
Requirements and the penalties for violation thereof, and agrees to meet all
requirements of Section 2.30.510 pertaining to nondiscrimination in employment.
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City of Palo Alto General Services Agreement 7 Rev. March 29, 2018
Q. WORKERS' COMPENSATION. CONTRACTOR, by executing this Agreement,
certifies that it is aware of the provisions of the Labor Code of the State of Califor-
nia 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 and during the performance of the Services.
R. TERMINATION. The City Manager may terminate this Agreement without cause
by giving ten (10) days’ prior written notice thereof to CONTRACTOR. If
CONTRACTOR fails to perform any of its material obligations under this
Agreement, in addition to all other remedies provided by law, the City Manager
may terminate this Agreement immediately upon written notice of termination.
Upon receipt of such notice of termination, CONTRACTOR shall immediately
discontinue performance. CITY shall pay CONTRACTOR for services satisfactorily
performed up to the effective date of termination. If the termination is for cause,
CITY may deduct from such payment the amount of actual damage, if any,
sustained by CITY due to CONTRACTOR’s failure to perform its material obligations
under this Agreement. Upon termination, CONTRACTOR shall immediately deliver
to the City Manager any and all copies of studies, sketches, drawings,
computations, and other material or products, whether or not completed,
prepared by CONTRACTOR or given to CONTRACTOR, in connection with this
Agreement. Such materials shall become the property of CITY.
S. ASSIGNMENTS/CHANGES. This Agreement binds the parties and their successors
and assigns to all covenants of this Agreement. This Agreement shall not be
assigned or transferred without the prior written consent of CITY. No
amendments, changes or variations of any kind are authorized without the written
consent of CITY.
T. CONFLICT OF INTEREST. In accepting this Agreement, CONTRACTOR 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 this Agreement. CONTRACTOR further covenants that, in the
performance of this Agreement, it will not employ any person having such an
interest. CONTRACTOR certifies that no CITY officer, employee, or authorized
representative has any financial interest in the business of CONTRACTOR and that
no person associated with CONTRACTOR has any interest, direct or indirect, which
could conflict with the faithful performance of this Agreement. CONTRACTOR
agrees to advise CITY if any conflict arises.
U. GOVERNING LAW. This Agreement shall be governed and interpreted by the laws
of the State of California.
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City of Palo Alto General Services Agreement 8 Rev. March 29, 2018
V. ENTIRE AGREEMENT. This Agreement, including all exhibits, represents the entire
agreement between the parties with respect to the services that may be the
subject of this Agreement. Any variance in the exhibits does not affect the validity
of the Agreement and the Agreement itself controls over any conflicting provisions
in the exhibits. This Agreement supersedes all prior agreements, representations,
statements, negotiations and undertakings whether oral or written.
W. NON-APPROPRIATION. This Agreement is subject to the fiscal provisions of the
Charter of the City of Palo Alto and the Palo Alto Municipal Code. This Agreement
will terminate without any penalty (a) at the end of any fiscal year in the event
that 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.
X. ENVIRONMENTALLY PREFERRED PURCHASING AND ZERO WASTE
REQUIREMENTS. CONTRACTOR shall comply with CITY’s Environmentally
Preferred Purchasing policies which are available at CITY’s Purchasing Division,
which are incorporated by reference and may be amended from time to time.
CONTRACTOR shall comply with 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, CONTRACTOR shall comply with the following
zero waste requirements:
• All printed materials provided by CONTRACTOR 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.
• Goods purchased by Contractor 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 Division’s
office.
• Reusable/returnable pallets shall be taken back by CONTRCATOR, at no
additional cost to CITY, for reuse or recycling. CONTRACTOR shall provide
documentation from the facility accepting the pallets to verify that pallets
are not being disposed.
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City of Palo Alto General Services Agreement 9 Rev. March 29, 2018
Y. AUTHORITY. The individual(s) executing this Agreement on behalf of the parties
represent and warrant that they have the legal capacity and authority to do so on
behalf of their respective legal entities.
Z. PREVAILING WAGES
This Project is not subject to prevailing wages. CONTRACTOR is not required to
pay prevailing wages in the performance and implementation of the Project in
accordance with SB 7, if the Agreement is not a public works contract, if
Agreement does not include a public works construction project of more than
$25,000, or the Agreement does not include a public works alteration, demolition,
repair, or maintenance (collectively, ‘improvement’) project of more than
$15,000.
AA. DIR REGISTRATION. In regard to any public work construction, alteration,
demolition, repair or maintenance work, CITY will not accept a bid proposal from
or enter into this Agreement with CONTRACTOR without proof that CONTRACTOR
and its listed subcontractors are registered with the California Department of
Industrial Relations (“DIR”) to perform public work, subject to limited exceptions.
City requires CONTRACTOR and its listed subcontractors to comply with the
requirements of SB 854.
CITY provides notice to CONTRACTOR of the requirements of California Labor
Code section 1771.1(a), which reads:
“A contractor or subcontractor shall not be qualified to bid on, be listed in a bid
proposal, subject to the requirements of Section 4104 of the Public Contract Code,
or engage in the performance of any contract for public work, as defined in this
chapter, unless currently registered and qualified to perform public work pursuant
to Section 1725.5. It is not a violation of this section for an unregistered contractor
to submit a bid that is authorized by Section 7029.1 of the Business and
Professions Code or Section 10164 or 20103.5 of the Public Contract Code,
provided the contractor is registered to perform public work pursuant to Section
1725.5 at the time the Agreement is awarded.”
CITY gives notice to CONTRACTOR and its listed subcontractors that CONTRACTOR
is required to post all job site notices prescribed by law or regulation and
CONTRACTOR is subject to SB 854-compliance monitoring and enforcement by
DIR.
CITY requires CONTRACTOR and its listed subcontractors to comply with the
requirements of Labor Code section 1776, including:
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City of Palo Alto General Services Agreement 10 Rev. March 29, 2018
Keep accurate payroll records, showing the name, address, social security
number, work classification, straight time and overtime hours worked each day
and week, and the actual per diem wages paid to each journeyman, apprentice,
worker, or other employee employed by, respectively, CONTRACTOR and its listed
subcontractors, in connection with the Project.
The payroll records shall be verified as true and correct and shall be certified and
made available for inspection at all reasonable hours at the principal office of
CONTRACTOR and its listed subcontractors, respectively.
At the request of CITY, acting by its project manager, CONTRACTOR and its listed
subcontractors shall make the certified payroll records available for inspection or
furnished upon request to the project manager within ten (10) days of receipt of
CITY’s request.
[For state- and federally-funded projects] CITY requests CONTRACTOR and
its listed subcontractors to submit the certified payroll records to the
project manager at the end of each week during the Project.
If the certified payroll records are not produced to the project manager within the
10-day period, then CONTRACTOR and its listed subcontractors shall be subject to
a penalty of one hundred dollars ($100.00) per calendar day, or portion thereof,
for each worker, and CITY shall withhold the sum total of penalties from the
progress payment(s) then due and payable to CONTRACTOR.
Inform the project manager of the location of CONTRACTOR’s and its listed
subcontractors’ payroll records (street address, city and county) at the
commencement of the Project, and also provide notice to the project manager
within five (5) business days of any change of location of those payroll records.
BB. CONTRACT TERMS. All unchecked boxes do not apply to this Agreement. In the
case of any conflict between the terms of this Agreement and the exhibits hereto
or CONTRACTOR’s proposal (if any), the Agreement shall control. In the case of
any conflict between the exhibits hereto and CONTRACTOR’s proposal, the
exhibits shall control.
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City of Palo Alto General Services Agreement 11 Rev. March 29, 2018
IN WITNESS WHEREOF, the parties hereto have by their duly authorized representatives
executed this Agreement on the date first above written.
CITY OF PALO ALTO DOWNTOWN STREETS, INC.
__________________________ By___________________________
City Manager or Designee
Name ________________________
Title__________________________
__________________________ Telephone_____________________
Purchasing Manager or Designee
Approved as to form: By____________________________
Name_________________________
___________________________
City Attorney or Designee Title__________________________
Telephone_____________________
DocuSign Envelope ID: 4544AE09-B448-430E-98E7-A4C7FC164ADC
Interim CEO
Jim Rettew, CEO
(408) 899-7350
Marina Peterson
408-899-7350
Chief Financial Officer
City of Palo Alto General Services Agreement 12 Rev. March 29, 2018
EXHIBIT A
SCOPE OF SERVICES
1. SERVICES
Task 1 – Street Cleaning Services
CONTRACTOR shall perform Street Cleaning Services, which includes cleaning of the City’s
five parking garages (S & L, R, J, Q and Civic Center), sidewalks, and alleyways in the
Downtown Palo Alto area. These services shall be performed according to the attached
schedule (Attachment B) and shall be performed at a minimum by a two-person crew. The
level of service provided shall include, but not be limited to, picking up litter, reducing trash
from overflowing trash receptacles along University Avenue, reporting safety hazards such as
raised sidewalks and lights that are out, and reporting cases of vandalism and graffiti.
CONTRACTOR shall be responsible for providing all training and equipment required to
perform the tasks as specified in the contract, including the appropriate training and Personal
Protective Equipment (PPE) required for the collection of syringes (sharps). The CITY will
provide sharp waste containers and dispose of those containers once filled. It is the
responsibility of the CONTRACTOR to inform the Project Manager when sharp waste
containers are full and need to be replaced and disposed. CONTRACTOR shall also, through
the use of their employees, encourage other unhoused individuals to explore other options, and
to explain all of the services that are available to unhoused individuals. CONTRACTOR shall
send teams daily to Palo Alto City Hall to conduct outreach, pick up trash, and ensure that no
individuals are violating Palo Alto City Policy 4-07/MGR – Conduct in City Facilities.
The Downtown Streets Team (DST) Project Manager shall also attend quarterly meetings with
the City’s Project Manager when deemed necessary. CONTRACTOR shall provide a monthly
report to Project Manager that reports data on the following:
• Number of homeless individuals found in each of the garages.
• Total number of interactions with homeless individuals.
• Number of homeless individuals who report that they do not want to engage in
any services offered.
• And other pertinent information that conveys the barriers that unhoused
individuals face in accessing, following up with and obtaining needed services.
• Include a monthly success story regarding their team members.
When requested, the DST Project Manager shall also attend monthly meetings with the Palo
Alto Downtown Business and Professional Association (PADBPA) to act as a liaison between
the business owners who have a vested interest in the services being provided, City staff who
manage the contract, and the Downtown Streets Team who runs the program. The DST Project
Manager shall make a brief presentation at these monthly PADBPA meetings to relay what
efforts have been undertaken since the last meeting.
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City of Palo Alto General Services Agreement 13 Rev. March 29, 2018
Task 2 (Additive Alternate Bid/Additional Services) – Car-Free Street Cleaning Services
(Ramona Street and California Ave)
CONTRACTOR shall perform Street Cleaning Services in the Car-Free Streets portions of
Ramona St (from Hamilton Ave to University Ave) in downtown, and California Ave (from
El Camino Real to Birch St), plus a small portion of Ash Street (from Sherman Ave to
California Ave) within the California Ave Business District. The level of services provided
shall include, but not limited to, picking up litter; removing leaves and debris from areas not
accessible to street sweepers (such as near gutters or tight corners); rearranging and resetting
City-owned outdoor furniture (such as small tables, foldable chairs, faux-carpeting, and game
play areas); and ensuring furniture is upright and clean (include cleaning and/or wiping down
tables and chairs); reducing trash from overflowing trash receptacles along the Car-free streets;
reporting safety hazards such as raised sidewalks and lights that are out; and reporting cases of
vandalism and graffiti.
CONTRACTOR shall be responsible for providing all training and equipment required to
perform the tasks as specified in the contract, including the appropriate training and Personal
Protective Equipment (PPE) required for the collection of syringes (sharps). The CITY will
provide sharp waste containers and dispose of those containers once filled. It is the
responsibility of the CONTRACTOR to inform the Project Manager when sharp waste
containers are full and need to be replaced and disposed.
The CITY reserves the right and at its sole discretion, to reject, initiate, or cancel this additive
alternate service at any time. The CITY will provide CONTRACTOR a minimum of two weeks
advance notice prior to initiating or canceling these services.
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City of Palo Alto General Services Agreement 14 Rev. March 29, 2018
EXHIBIT B
SCHEDULE OF PERFORMANCE
CONTRACTOR shall not perform services in cases of inclement weather (as determined by
City staff and the Downtown Streets Team Project Manager), or during observed City
Holidays. The schedule and tasks can be modified during the term of the contract based on
operational needs through a written mutual agreement between the CITY and the
CONTRACTOR.
Task 1 – Street Cleaning Services Schedule:
DAY TIME ACTIVITIES
Monday 8-9 AM
9 -10 AM
10- 10:15 AM
10:15--11 AM
11-12 AM
12 PM
12-1 PM
1-2:30 PM
2:30-2:45 PM
2:45-4 PM
4 PM
Garage cleaning and outreach
Alleyways (Downtown North and South) Shift change
box
Break
University Ave
Downtown South/City Hall
Shift changes at box
Downtown North
Garage cleaning and outreach
Break
Garage cleaning and outreach
Dismissal at box
Tuesday 8-9 AM
9 -10 AM
10- 10:15 AM
10:15--11 AM
11-12 AM
12 PM
12-1 PM
1-2:30 PM
2:30-2:45 PM
2:45-4 PM
4 PM
Garage cleaning and outreach
Alleyways (Downtown North and South) Shift change
box
Break
University Ave
Downtown South/City Hall
Shift changes at box
Downtown North
Garage cleaning and outreach
Break
Garage cleaning and outreach
Dismissal at box
Wednesday 78-9 AM
9 -10 AM
10- 10:15 AM
10:15--11 AM
11-12 AM
12 PM
12-1 PM
1-2:30 PM
2:30-2:45 PM
2:45-4 PM
4 PM
Garage cleaning and outreach
Alleyways (Downtown North and South) Shift change
box
Break
University Ave
Downtown South/City Hall
Shift changes at box
Downtown North
Garage cleaning and outreach
Break
Garage cleaning and outreach
Dismissal at box
DocuSign Envelope ID: 4544AE09-B448-430E-98E7-A4C7FC164ADC
City of Palo Alto General Services Agreement 15 Rev. March 29, 2018
Thursday 8-8:30 AM
8:30-9 AM
9-10 AM
11:15-1 PM
Garage cleaning and outreach
Downtown South/City Hall and Alleyways
Downtown North and University Ave Alleyways
Lead Meeting and Success Meeting
Friday 8-9 AM
9 -10 AM
10- 10:15 AM
10:15--11 AM
11-12 AM
12 PM
12-1 PM
1-2:30 PM
2:30-2:45 PM
2:45-4 PM
4 PM
Garage cleaning and outreach
Alleyways (Downtown North and South) Shift change
Break
University Ave
Downtown South/City Hall
Shift changes at box
Downtown North
Garage cleaning and outreach
Break
Garage cleaning and outreach
Dismissal at box
Saturday 9-10 AM
10-10:30 AM
10:30-11:30 AM
11:30-11:45 AM
11:45-1 PM
1 PM
Garage cleaning and outreach
Downtown South/City Hall/University Ave
Downtown North
Break
Garage cleaning and outreach
Dismissal at box
Sunday 9-10 AM
10-10:30 AM
10:30-11:30 AM
11:30-11:45 AM
11:45-1 PM
Garage cleaning and outreach
Downtown South/City Hall/University Ave
Downtown North
Break
Garage cleaning and outreach
Task 2 (Additive Alternate Bid/Additional Services) – Car-Free Street Cleaning
Services (Ramona St and California Ave) Schedule:
DAY TIME ACTIVITIES
Monday 8-10AM Car-free street portion of California Ave (which includes
Ash St) and Ramona St (Ramona St. could be done as part
of Task 1 schedule).
Wednesday 8-10AM Car-free street portion of California Ave (which includes
Ash St) and Ramona St (Ramona St. could be done as part
of Task 1 schedule).
Friday 8-10AM Car-free street portion of California Ave (which includes
Ash St) and Ramona St (Ramona St. could be done as part
of Task 1 schedule).
DocuSign Envelope ID: 4544AE09-B448-430E-98E7-A4C7FC164ADC
City of Palo Alto General Services Agreement 16 Rev. March 29, 2018
EXHIBIT C
SCHEDULE OF FEES
CONTRACTOR shall perform the tasks as described and budgeted below. City’s Project
Manager may approve in writing the transfer of budget amounts between any of the tasks or
categories listed below, provided the total compensation for the Services does not exceed the
amounts set forth in Sections 5 and 6 of the Agreement. Any services provided or hours worked
for which payment would result in a total exceeding the maximum amount of compensation
set forth herein shall be at no cost to the CITY.
A. Base Bid: Provide all labor, equipment, materials, transportation, applicable taxes,
profit, insurance, bonds and other overhead to perform the Work in accordance with
the Project Plans and Technical Specifications, herein:
CONTRACTOR shall provide detailed invoices that identify the tasks that were completed.
For example, see below:
• Quantity of trash that have been removed.
• Quantity of syringes (sharps) that have been removed.
• Dates and locations that have been serviced (if above schedule is altered).
• Number of individuals that are were on site each week.
BASE BID:
Year Description Price per month Price per year
1 Task 1
(Street Cleaning Services)
$9,760.17
$117,122.00
2 Task 1
(Street Cleaning Services)
$10,345.75
$124,149.00
3 Task 1
(Street Cleaning Services)
$10,931.33
$131,176.00
Sub-Total: $372,447.00
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City of Palo Alto General Services Agreement 17 Rev. March 29, 2018
B. Additive Alternate Bid 1 (Additional Services): Provide all labor, equipment,
materials, transportation, applicable taxes, profit, insurance, bonds and other overhead
to perform the Work in accordance with the Project Plans and Technical Specifications,
herein:
The CITY reserves the right and at its sole discretion, to reject, initiate, or cancel this additive
alternate service at any time. The CITY will provide CONTRACTOR a minimum of two weeks
advance notice prior to initiating or canceling these services.
ADDITIVE ALTERNATE BID 1:
Year Description Price per month Price per year
1 Task 2
(Car-Free Street Cleaning Services
(Ramona St and California Ave)
$4,205.84
$50,470.12
2 Task 2
(Car-Free Street Cleaning Services
(Ramona St and California Ave))
$4,329.02
$51,948.22
3 Task 2
(Car-Free Street Cleaning Services
(Ramona St and California Ave))
$4,461.98
$53,543.75
Sub-Total: $155,962.09
Grand Total Base Bid and Additive Alternate Bid 1: $528,409.09
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City of Palo Alto General Services Agreement 18 Rev. March 29, 2018
EXHIBIT D
INSURANCE REQUIREMENTS
CONTRACTORS TO THE CITY OF PALO ALTO (CITY), AT THEIR SOLE EXPENSE, SHALL FOR THE TERM
OF THE CONTRACT OBTAIN AND MAINTAIN INSURANCE IN THE AMOUNTS FOR THE COVERAGE
SPECIFIED BELOW, AFFORDED BY COMPANIES WITH AM BEST’S KEY RATING OF A-:VII, OR
HIGHER, LICENSED OR AUTHORIZED TO TRANSACT INSURANCE BUSINESS IN THE STATE OF
CALIFORNIA.
AWARD IS CONTINGENT ON COMPLIANCE WITH CITY’S INSURANCE REQUIREMENTS, AS SPECIFIED,
BELOW:
REQUIRED TYPE OF COVERAGE REQUIREMENT
MINIMUM LIMITS
EACH
OCCURRENCE AGGREGATE
YES
YES
WORKER’S COMPENSATION
EMPLOYER’S LIABILITY
STATUTORY
STATUTORY
YES
GENERAL LIABILITY, INCLUDING
PERSONAL INJURY, BROAD FORM
PROPERTY DAMAGE BLANKET
CONTRACTUAL, AND FIRE LEGAL
LIABILITY
BODILY INJURY
PROPERTY DAMAGE
BODILY INJURY & PROPERTY
DAMAGE COMBINED.
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
YES AUTOMOBILE LIABILITY,
INCLUDING ALL OWNED, HIRED,
NON-OWNED
BODILY INJURY
- EACH PERSON
- EACH OCCURRENCE
PROPERTY DAMAGE
BODILY INJURY AND PROPERTY
DAMAGE, COMBINED
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
NO
PROFESSIONAL LIABILITY,
INCLUDING, ERRORS AND
OMISSIONS, MALPRACTICE (WHEN
APPLICABLE), AND NEGLIGENT
PERFORMANCE
ALL DAMAGES $1,000,000
YES THE CITY OF PALO ALTO IS TO BE NAMED AS AN ADDITIONAL INSURED: CONTRACTOR, AT
ITS SOLE COST AND EXPENSE, SHALL OBTAIN AND MAINTAIN, IN FULL FORCE AND
EFFECT THROUGHOUT THE ENTIRE TERM OF ANY RESULTANT AGREEMENT, THE
INSURANCE COVERAGE HEREIN DESCRIBED, INSURING NOT ONLY CONTRACTOR AND
ITS SUBCONSULTANTS, IF ANY, BUT ALSO, WITH THE EXCEPTION OF WORKERS’
COMPENSATION, EMPLOYER’S LIABILITY AND PROFESSIONAL INSURANCE, NAMING AS
ADDITIONAL INSUREDS CITY, ITS COUNCIL MEMBERS, OFFICERS, AGENTS, AND EMPLOYEES.
I. INSURANCE COVERAGE MUST INCLUDE:
A CONTRACTUAL LIABILITY ENDORSEMENT PROVIDING INSURANCE COVERAGE
FOR CONTRACTOR’S AGREEMENT TO INDEMNIFY CITY.
II. CONTACTOR MUST SUBMIT CERTIFICATES(S) OF INSURANCE EVIDENCING REQUIRED
COVERAGE.
III. ENDORSEMENT PROVISIONS, WITH RESPECT TO THE INSURANCE AFFORDED TO
“ADDITIONAL INSUREDS”
A. PRIMARY COVERAGE
DocuSign Envelope ID: 4544AE09-B448-430E-98E7-A4C7FC164ADC
City of Palo Alto General Services Agreement 19 Rev. March 29, 2018
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.
B. CROSS LIABILITY
THE NAMING OF MORE THAN ONE PERSON, FIRM, OR CORPORATION AS INSUREDS UNDER THE
POLICY SHALL NOT, FOR THAT REASON ALONE, EXTINGUISH ANY RIGHTS OF THE INSURED
AGAINST ANOTHER, BUT THIS ENDORSEMENT, AND THE NAMING OF MULTIPLE INSUREDS,
SHALL NOT INCREASE THE TOTAL LIABILITY OF THE COMPANY UNDER THIS POLICY.
C. NOTICE OF CANCELLATION
1. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR ANY
REASON OTHER THAN THE NON-PAYMENT OF PREMIUM, THE ISSUING
COMPANY SHALL PROVIDE CITY AT LEAST A THIRTY (30) DAY WRITTEN
NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION.
2. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR THE NON-
PAYMENT OF PREMIUM, THE ISSUING COMPANY SHALL PROVIDE CITY AT
LEAST A TEN (10) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF
CANCELLATION.
NOTICES SHALL BE MAILED TO:
PURCHASING AND
CONTRACT ADMINISTRATION
CITY OF PALO ALTO
P.O. BOX 10250
PALO ALTO, CA 94303
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