HomeMy WebLinkAboutStaff Report 2308-1959CITY OF PALO ALTO
CITY COUNCIL
Special Meeting
Monday, May 06, 2024
Council Chambers & Hybrid
5:30 PM
Agenda Item
9.Approval of General Service Agreement Contract Number C24189229 with Xerox in an
Amount Not to Exceed $382,165 to Lease Printing Equipment for the Print Shop for a
Period of Three Years; CEQA Status: Not a Project
City Council
Staff Report
From: City Manager
Report Type: Consent Item
Lead Department: Administrative Services
Meeting Date: May 6, 2024
Report #:2308-1959
TITLE
Approval of General Service Agreement Contract Number C24189229 with Xerox in an Amount
Not to Exceed $382,165 to Lease Printing Equipment for the Print Shop for a Period of Three
Years; CEQA Status: Not a Project
RECOMMENDATION
Staff recommends the City Council approve and authorize the City Manager or their designee to
execute Contract No. C24189229 (Attachment A) with Xerox Corporation (Xerox) to lease
printing equipment for the City’s Print Shop for a term of three (3) years and a total amount not
-to-exceed $382,165, including $347,422 for basic services and $34,743 for additional services.
BACKGROUND
The Administrative Services Department’s printing operation provides printing services to all
City departments. The Print Shop operation was approved by Council to remain in-house as of
November 13th, 2023 (2310-21651). The Print Shop currently has two (2) printers, Xerox Model
No. V180, which is capable of printing both color and black and white, and one (1) model N120,
which is only black and white. The Xerox N120 is in almost constant use processing print jobs
daily. Every week this printer produces the Council packets that may contain as many as 500
pages, Planning’s Architectural Review Board (ARB) and Human Resources Board (HRB) packets,
which can average 200 pages for each packet, as well as thousands of notification postcards. It
also supports all city departments printing large volumes of copies of forms using standard copy
paper or specialized colored paper and multiple-part no carbon required (NCR) paper for
documents that require carbon copies.
The color printer, Xerox V180 is also an important part of the Print Shop, it provides services to
departments that mainly interact with the public. The Xerox V180 is routinely printing color
copies, flyers, brochures, booklets, programs, manuals, and specialized print requests for the
1 City Council, 11/13/2023; https://recordsportal.paloalto.gov/Weblink/DocView.aspx?id=82592
Community Service Department and various departments at City Hall. The Print Shop has other
smaller equipment that helps to support the printers such as the paper folders and paper cutter
which are utilized to cut and fold printed paper to various sizes. For the larger print requests of
packets and manuals, the Print Shop can offer a variety of finishes including 3-hole punch,
comb, spiral binding, and fastback. This equipment ensures the Print Shop can fulfill most print
requests.
ANALYSIS
2 as authorized by the Palo Alto Municipal Code 2.30.360(j). The cooperative purchasing
2 Sourcewell Cooperative Agreement #030321-XOX; https://www.sourcewell-mn.gov/cooperative-
purchasing/030321-XOX
agreement contract was competitively solicitated and publicly awarded through the
cooperating purchasing organization Sourcewell and the City is a member of the cooperative.
FISCAL/RESOURCE IMPACT
STAKEHOLDER ENGAGEMENT
ENVIRONMENTAL REVIEW
ATTACHMENTS
APPROVED BY:
City of Palo Alto General Services Agreement 1 Rev. March 29, 2018
CITY OF PALO ALTO CONTRACT NO. C24189229
GENERAL SERVICES AGREEMENT
THIS AGREEMENT made and entered into on the 28th day of February, 2023, by and
between the CITY OF PALO ALTO, a California chartered municipal corporation (“CITY”),
and XEROX CORPORATION, a New York corporation, located at 201 Merritt 7, Norwalk,
Connecticut 06851 Telephone Number: (800) 822-2200 (“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
“Attachment A” – Lease Equipment & Printing Rates
“A-1” – On-Call Task Order (Optional)
“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 February 1st 2024 to January 31st 2027
inclusive, subject to the provisions of Sections R and W of the General Terms and
Conditions. This contract is subject to the terms and conditions of the Sourcewell
contract #030321 (“Sourcewell Contract”) which is incorporated into this
agreement by its sole reference.
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.
DocuSign Envelope ID: D9306DF5-DC46-4587-8E01-1F5BFDFECC37
City of Palo Alto General Services Agreement 2 Rev. March 29, 2018
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:
A sum calculated in accordance with the fee schedule set forth at Exhibit
C, not to exceed a total leasing and printing Services compensation amount
of Three Hundred Forty Seven Thousand Four Hundred Twenty Two
Dollars ($347,422); including, Additional Services for a not to exceed total
maximum compensation of Three Hundred Eighty Two Thousand One
Hundred Sixty Four Dollars and Twenty Cents ($382,164.20).
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 Thirty Four Thousand Seven Hundred Forty
Two Dollars and Twenty Cents ($34,742.20) 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
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, which are set
DocuSign Envelope ID: D9306DF5-DC46-4587-8E01-1F5BFDFECC37
City of Palo Alto General Services Agreement 3 Rev. March 29, 2018
forth in “Appendix __ Claims for Public Contract Code Section 9204 Public Works
Projects”.
This project is not a 9204 Public Works Project.
8. INVOICING. Send all invoices to CITY, Attention: Project Manager. The Project
Manager is: Nichol Banks, Dept.: Administration Services, Revenue Division,
Telephone: (650) 329-2125, Email: Frank.Lee@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.
Should the CITY dispute an invoice, Xerox requires that the CITY provides
CONTRACTOR written notice describing the item(s) and reason(s) you are
disputing the invoice amount. CONTRACTOR agrees to work with the CITY to
resolve the dispute, and will issue an adjustment invoice, as required. Pending the
resolution of the dispute, the CITY is expected to pay all undisputed amounts,
including the Minimum Lease Payment which is not subject to dispute at any time.
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.
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.
DocuSign Envelope ID: D9306DF5-DC46-4587-8E01-1F5BFDFECC37
City of Palo Alto General Services Agreement 4 Rev. March 29, 2018
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. CITY is responsible for all applicable taxes, fees, or charges of any kind,
(including interest and penalties) assessed by any governmental entity on the
Agreement or the amounts payable under the Agreement (“Taxes”), which will be
included in CONTRACTOR’s invoice, unless CITY provides proof of its tax
exemption status.
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.
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
DocuSign Envelope ID: D9306DF5-DC46-4587-8E01-1F5BFDFECC37
City of Palo Alto General Services Agreement 5 Rev. March 29, 2018
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. CONTRACTOR agrees,
upon 10 business days written request to make available to the CITY financial and
other records that are required to substantiate the Services and accurate billings
under this Agreement. The terms “books and records” includes invoices or orders
associated with this Agreement. This term does not include Contractor personnel
information or other Contractor proprietary information.
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
DocuSign Envelope ID: D9306DF5-DC46-4587-8E01-1F5BFDFECC37
City of Palo Alto General Services Agreement 6 Rev. March 29, 2018
policies, endorsements, certificates and/or binders are subject to approval by the
Risk Manager as to form and content. CONTRACTOR shall obtain a policy
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 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. CONTRACTOR does not agree to indemnify the CITY due to any
negligent or willful act on the part of the CITY, its officers, employees, volunteers,
or agents, or the negligent or willful acts of any party other than a CONTRACTOR
officer, employee, or agent.
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,
DocuSign Envelope ID: D9306DF5-DC46-4587-8E01-1F5BFDFECC37
City of Palo Alto General Services Agreement 7 Rev. March 29, 2018
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.
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. Termination
under this provision shall not apply to orders received and equipment installed
prior to the effective date of termination. In the event the Agreement is
terminated, individual lease placements will continue until their scheduled
expiration date, and continue to be governed by, and be subject to, the terms and
conditions of the individual lease Agreement and the Sourcewell Contract.
The CITY and CONTRACTOR hereby agree lease orders are based on a firm 36-
month equipment installation commitment and cannot be terminated except for
fiscal year funds non-appropriation or uncured Xerox default. Cancellation for any
other reason will result in a charge equal to the sum of the remaining payments
less unearned maintenance and supply charges discounted at 4% per annum. 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 provided
CONTRACTOR has failed to cure its shortfall within 30 days of receipt of the CITY’s
written notice of default. The CITY can terminate the affected Services or
Equipment without penalty if the performance failure is not corrected to the
contracted specification. 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 uncured CONTRACTOR’s default, 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.
DocuSign Envelope ID: D9306DF5-DC46-4587-8E01-1F5BFDFECC37
City of Palo Alto General Services Agreement 8 Rev. March 29, 2018
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.
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. In the event
of a conflict between the provisions in this Agreement, the parties agree the order
of precedence shall be this Agreement, followed by the Sourcewell Contract.
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. In order to terminate the Agreement
due to funding non-appropriation, CONTRACTOR requires that the CITY sends
CONTRACTOR written notice, within 30-days of its governing body’s decision not
to appropriate funds, stating that the CITY’s governing body failed to appropriate
funds and that the governing body was unable to find an assignee within the CITY’s
organization to continue the Agreement. The notice must certify that the
canceled equipment is not being replaced by equipment performing similar
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City of Palo Alto General Services Agreement 9 Rev. March 29, 2018
functions during the ensuing fiscal year and indicate that the decision to cancel
the Agreement was not initiated by any individual involved in the Agreement’s
management or execution. In addition, the CITY will be required to return the
equipment to Xerox. The CITY will then be released from its obligation to make
any further payments beyond those through the end of the last fiscal period for
which funds have been appropriated.
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.
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
DocuSign Envelope ID: D9306DF5-DC46-4587-8E01-1F5BFDFECC37
City of Palo Alto General Services Agreement 10 Rev. March 29, 2018
$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:
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.
DocuSign Envelope ID: D9306DF5-DC46-4587-8E01-1F5BFDFECC37
City of Palo Alto General Services Agreement 11 Rev. March 29, 2018
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.
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 XEROX CORPORATION
Officer 1
_______________________________ By________________________________________
City Manager
Name_______________________________
Title_______________________________________
Telephone: _______________________________
Officer 2
By_________________________________
Approved as to form:
Name _____________________________________
Title_______________________________________
_______________________________ Telephone: _______________________________
City Attorney or Designee
DocuSign Envelope ID: D9306DF5-DC46-4587-8E01-1F5BFDFECC37
Chaley Henderson
952-806-6160
Finance Director
714262-8854
Michelle Yoshino
Xerox General Manager
City of Palo Alto General Services Agreement 12 Rev. March 29, 2018
EXHIBIT A
SCOPE OF SERVICES
PRINTING AND EQUIPMENT SERVICES
The CITY will trade in previously leased older model equipment to CONTRACTOR. The
CONTRACTOR will lease to the CITY on three (3) pieces of equipment for delivery and
set up. The VR280 (versant 280 press), VR280STND (ex standalone ps) and DPS120
(nuvera 120EA system) models are for printing equipment along with furnishing supplies
and maintenance services are performing at:
High quality, high performance;
Reliable service, very little downtime;
applicable network printing options.
CONTRACTOR will lease printing equipment to include maintenance services and
supplies for a thirty (36) month term of the following equipment and printing services:
DPS120 (Nuvera 120 EA System) Equipment No. 1 model creates Black and White
Impression Specifications:
Dual Basic finishing model
Feed Module 4 Tray
Imposition License
Image Quality Pack
Disk Overwrite
Productivity Pack
Postscript & P
Xerox Performance Publisher Advanced Document Toolkit
Customer Education
Analyst Services
VR280 (Versant 280 Press) Equipment No. 2 model creates Colored Impression
Specifications:
- Advanced Oversized High Capacity Feeder
- Crease/2 Side Trimmer
- Envelope Supply Kit
- Book maker/ Inline Spectrum
- Professional Book Maker Finisher
- Square Fold Trimmer
- Top Tray Aligner
- USB Enablement Kit
- Production Ready Interposer
- Production Ready 2/3 Punch
- Extra Large Sheet Feeder Support Kit
DocuSign Envelope ID: D9306DF5-DC46-4587-8E01-1F5BFDFECC37
City of Palo Alto General Services Agreement 13 Rev. March 29, 2018
VR280STND (EX Standalone PS) Equipment model creates Advance Colored
Impression Specifications:
- Color Profiler Suite
- Compose With Lac
- Advanced Faci Kit
- Efi Performance Package
- Customer Education
- Analyst Services
All of the above are the software components for the printing system
Maintenance & Service Requirements
CONTRACTOR leasing printing equipment services responses shall include but not
limited to the following:
Click charge needs to include service, repairs, parts, labor, and IT support.
Response to service requests within 1 hour
Maintenance/repair calls must be performed within twenty-four (24) hours of request
for service.
The maximum allowable downtime for any one piece of equipment is forty-eight
(48) hours.
CONTRACTOR assumes all responsibility for hardware performance due to service
parts and components.
Contractor will assume responsibility for disposal of and recycling of all service
parts.
CONTRACTOR will supply CITY with a call completion notification in electronic
format.
A “loaner” machine must be placed in the building for any equipment that cannot be
repaired and restored to normal operating service within five (5) days.
New equipment training within 2 days of install.
Excluded from the requirements are delays resulting from acts of nature, accidents,
or extreme weather conditions.
The CITY requires help desk support for all CITY staff users on all multifunction
peripheral (MFP) to specifically:
o Provide a single point of contact for CITY staff;
o Unlimited phone support on all initial service calls during normal business
hours.
o Unlimited network support during normal business hours, 8:00 A.M. to 4:30
P.M. Monday through Friday, with exception of statutory holidays.
o Unlimited on-site training.
Printer Removal, Delivery, Set-up and Acceptance:
CONTRACTOR’s leasing printer equipment removal, delivery and set up will be inclusive
to CITY location. Basic installation is to include initial operating supplies (except paper).
A pre-delivery walkthrough of each site and equipment location will be coordinated with
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City of Palo Alto General Services Agreement 14 Rev. March 29, 2018
the CITY to ensure access and power requirements are acceptable. An operator’s manual
is to be delivered with each machine.
Equipment and Supply Maintenance Requirements:
CONTRACTOR equipment maintenance standard will consist of but not limited to the
following:
Consumable supplies must meet original equipment manufacturers specifications.
CONTRACTOR assumes all responsibility for hardware performance due to
consumable supplies i.e. Xerox supplies, toner, waste containers and drum
cartridges. (CITY is responsible for replenishing paper supply)
Covers all network printers included in contract.
CONTRACTOR retains ownership of all consumable inventory.
CONTRACTOR to be responsible for all toner, fix/repair, maintenance and/or
replacement of all output devices.
Hardware must meet specifications and minimum uptime requirements.
Preventative Maintenance Schedules planned and completed according to
manufacturers’ recommended service schedules.
Exclusive utilization of Original Equipment Manufacturer (OEM) parts and supplies
for replacements.
Various Printing Services (As Needed)
During operational use of the leased equipment no. 1 through 3, the CITY will process
various printing(s) as needed. The CITY will allocate a not to exceed budget in the amount
of $67,780.12 set forth in Section 5, compensation for the original term of Agreement to
cover all printing cost reference in “Attachment A – Lease Equipment & Printing Rates”.
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City of Palo Alto General Services Agreement 15 Rev. March 29, 2018
ATTACHMENT A
LEASE EQUIPMENT & PRINTING RATES
EQUIPMENT NO. 1:
Product Description
Item
Agreement Information Trade Information Requested
Install Date
1. DPS120 (NUVERA 120 EA
SYSTEM)
- Xerox 120 DPS S/N
TB7004179
Trade-In as of Payment 87
- Dual Basic Fin Mod
- Feed Module 4 Tray
- Imposition License
- Image Quality Pack
- Disk Overwrite
- Productivity Pack
- Postscript & Ppml Sw
- Xpp Adv Doc Toolkit
- Customer Ed
- Analyst Services
Lease Term: Purchase
Option:
36
months
FMV
3/29/2024
Item Lease
Minimum
Payment
Print Charges
Meter Volume Band Per Print
Rate
Maintenance Plan Features
1. DPS120 $3,997.45 1: Black and
White
Impressions
All Prints $0.0039 - Consumable Supplies Included for all
prints
- Pricing Fixed for Term
Total $3,997.45 Minimum Payments (Excluding Applicable Taxes)
EQUIPMENT NO. 2 & 3:
Product Description
Item
Term Information Trade Information Requeste
d Install
Date
1. VR280 (VERSANT 280 PRESS)
- Xerox V180 PERF
S/N 1AB190284
Trade-In as of Payment 75
- Advanced Ohcf
- Crease/2 Side Trmr
- Envelope Sup Kit
- IdmW/ Inline Spectr
- Pr Book Mkr Fin
- Sq Fold Trimmer
- Top Tray Aligner
- Usb Enablement Kit
- Prd Rdy Interposer
- Prd Rdy 2/3 Punch
- Xls Support Kit
Lease Term: Purchase
Option:
36 months
FMV
3/29/2024
Monthly Pricing
DocuSign Envelope ID: D9306DF5-DC46-4587-8E01-1F5BFDFECC37
City of Palo Alto General Services Agreement 16 Rev. March 29, 2018
2. VR280STND (EX STANDALONE
PS)
- Xerox V180FFPS
S/N 4BP809287
Trade-In as of Payment 75 - Color Profiler Suite
- Compose With Lac
- Advanced Faci Kit
- Efi Permformance Pkg
- Customer Ed
- Analyst Services
Lease Term: Purchase
Option:
36 months
FMV
3/29/2024
Item Lease
Minimum
Payment
Meter
Print Charges
Volume Band
Per Print Rate
Maintenance Plan
Features
1. VR280 $2,681.62 1: Color
Impressions
All Prints $0.0356 - Consumable Supplies Included for all
prints
- Pricing Fixed for Term
2: Black and
White
Impressions
All Prints $0.0085
3: Color Large
Impressions
All Prints $0.0030
4: Extra Long
Impressions
All Prints $0.0356
2. VR280STND $1,088.76 N/A N/A N/A - Full Service Maintenance
Included
Total $3,770.38 Minimum Payments (Excluding Applicable Taxes)
Monthly Pricing
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City of Palo Alto General Services Agreement 17 Rev. March 29, 2018
EXHIBIT “A-1”
GENERAL SERVICES TASK ORDER
Contractor hereby agrees to perform the work detailed below in accordance with all the terms and
conditions of the Agreement referenced in Item 1A below. All exhibits referenced in Item 8 are
incorporated into the Agreement by this reference. The Contractor shall furnish the necessary
facilities, professional, technical and supporting personnel required by this Task Order as described
below.
CONTRACT NO. ISSUE DATE
Purchase Requisition No.
1A. MASTER AGREEMENT NUMBER
1B. TASK ORDER NO.
2. CONTRACTOR
3. PERIOD OF PERFORMANCE: START: COMPLETION:
4 TOTAL TASK ORDER PRICE: $__________________
BALANCEREMAINING IN MASTER AGREEMENT $__________________________________
5. BUDGET CODE: _______________
COST CENTER_________________ COST ELEMENT______________ WBS/CIP___PHASE___
6. CITYPROJECTMANAGER’SNAME/DEPARTMENT_____________________________________
7. DESCRIPTION OF SCOPE OF SERVICES
MUST INCLUDE:
WORK TO BE PERFORMED
SCHEDULE OF WORK
BASIS FOR PAYMENT & FEE SCHEDULE
DELIVERABLES
REIMBURSABLES (with “not to exceed” cost)
8. ATTACHMENTS: A: Scope of Services B: __________________________________
---------------------------------------------------------------------------------------------------------------------------------
I hereby authorize the performance of I hereby acknowledge receipt and acceptance
the work described above in this Task Order. of this Task Order and warrant that I have
authority to sign on behalf of Contractor.
APPROVED: APPROVED:
CITY OF PALO ALTO COMPANY NAME: ______________________
BY:__________________________________ BY:____________________________________
Name ________________________________ Name __________________________________
Title_________________________________ Title___________________________________
Date _________________________________ Date ___________________________________
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City of Palo Alto General Services Agreement 18 Rev. March 29, 2018
EXHIBIT B
SCHEDULE OF PERFORMANCE
CONTRACTOR shall perform the Services so as to complete each task within the time period specified
below. The time to complete each task may be increased or decreased by mutual written agreement of the
project managers for CONTRACTOR and CITY so long as all work is completed within the term of the
Agreement. Upon request CONTRACTOR shall provide a detailed schedule of work consistent with the
schedule below.
Task: Equipment & Services
Completion
Dates (as specified below)
from NTP
1. DPS120 (Nuvera 120 EA Systems) Leasing
and Printing Service – Year 1 of 3
January 31, 2025
2. VR280 (Versant 280 Press) Leasing Printing
Service – Year 1 of 3
January 31, 2025
3. VR280STND Full Maintenance Service –
Year 1 of 3
January 31, 2025
4. DPS120 (Nuvera 120 EA Systems) Leasing
and Printing Service – Year 2 of 3
January 31, 2026
5. VR280 (Versant 280 Press) Leasing Printing
Service – Year 2 of 3
January 31, 2026
6. VR280STND Full Maintenance Service –
Year 2 of 3
January 31, 2026
7. DPS120 (Nuvera 120 EA Systems) Leasing
and Printing Service – Year 3 of 3
January 31, 2027
8. VR280 (Versant 280 Press) Leasing Printing
Service – Year 3 of 3
January 31, 2027
9. VR280STND Full Maintenance Service –
Year 3 of 3
January 31, 2027
DocuSign Envelope ID: D9306DF5-DC46-4587-8E01-1F5BFDFECC37
City of Palo Alto General Services Agreement 19 Rev. March 29, 2018
EXHIBIT C
SCHEDULE OF FEES
Compensation based upon fee schedule
CITY shall pay CONTRACTOR according to the following rate schedule. The maximum amount of
compensation to be paid to CONTRACTOR, including both payment for services and reimbursable expenses,
shall 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 CITY.
BUDGET SCHEDULE
TASK: MONTHLY EQUIPMENT LEASE & SERVICES NOT TO EXCEED ANNUAL
AMOUNT
Task 1 (Year 1 of 3)
(DPS120 [Nuvera 120 EA Systems] Leasing and Printing Service)
$47,969.40
Task 2 (Year 1 of 3)
(VR280 [Versant 280 Press] Leasing Printing Service)
$32,179.44
Task 3 (Year 1 of 3)
(VR280STND Leasing & Full Maintenance Service – Year 1 of 3)
$13,065.12
Task 4 (Year 2 of 3)
(DPS120 [Nuvera 120 EA Systems] Leasing and Printing Service)
$47,969.40
Task 5 (Year 2 of 3)
(VR280 [Versant 280 Press] Leasing Printing Service – Year 2 of 3)
$32,179.44
Task 6 (Year 2 of 3)
(VR280STND Leasing & Full Maintenance Service)
$13,065.12
Task 7 (Year 3 of 3)
(DPS120 [Nuvera 120 EA Systems] Leasing and Printing Service)
$47,969.40
Task 8 (Year 3 of 3)
(VR280 [Versant 280 Press] Leasing Printing Service – Year 3 of 3)
$32,179.44
Task 9 (Year 3 of 3)
(VR280STND Leasing & Full Maintenance Service)
$13,065.12
Sub-total for Leasing Cost $279,641.88
Printing Service Budget for Years 1 thru 3 (As needed) $67,780.12
Reimbursable Expenses (if any) $0
Total for Lease, Printing Services and Reimbursable Expenses $347,422
Additional Services (if any, per Section 4) $34,742.20
Maximum Total Compensation $382,164.20
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City of Palo Alto General Services Agreement 20 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
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City of Palo Alto General Services Agreement 21 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 EMAILED TO: PURCHASINGSUPPORT@CITYOFPALOALTO.ORG
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