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13-18
City of Palo Alto
City Manager's Report
TO: HONORABLE CITY COUNCIL
FROM: CITY MANAGER DEPARTMENT: Commanity Senic ..
AGENDA DATE: JUNE 19,1995 C~IR: 3{)6,9S
SUBJECT:
REQUEST
Approval of Hnm •• Service Agreeme.ts for
Fls"1 Year 1995-1996
Council action is requested 10 appro,'. the attached aroendtnel,ts of six Human Service
<:oo!raCcs, which exceed $25,000 and :bus require indi,idual approval.
RECOMMENDATIONS
Staff recommends iliat the City Council awove and aulhorize the Mayo< 10 execute the
following contract amendments roc fiscal year 1995-96:
• COOO6279 (Amendment IQ). Adolescent Counselir,g Services (ACS). $«,041
• S5053182 (Amendmenllll). Cooununity Association.fur Rehabilitation (CAR), S27,459
• CSOS3L89 (Amendment 11), Palo Alto Community CIuld Care (PACCC). SlSl.69%
• $5055633 (Amendment '1) Palo Alto Unified School District (pAUSD), $40.000
• COOO6271 (Amendment #6). Pcninsula Area Information and Referral Se .. vice (PMIRS)
$46,920
• ('0001714 (Amendment 117), Senior Coocdinat'.ng Council (SCC) S364,696
POLIcy IMPLICATIONS
The 1995096 Homan Servkes Resource Allocation Plan (HSRAP) does 00( represent any
change 10 existing City policies.
EXECUTIVE SUMMARY
On May 18, 1995. the Finance ConurUtIee recommended approwl of seventeen Human
Service contracts as part of !be HSRAP prace ... Of these recommended CODtracIS, six of
them exceed $25,000 !bu., requiring Council approval
Page I of)
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Thirty proposals wee ~ lOr the fiscal year 1995·96, romQ 51,268,382 in requested
funds. Based 00 Council po/i<.-y enacted two ),e .. " ag<>, the amount aV81labl. for aI1ocation
is $919,329, or a 1.6 percent Cost of Uvlng Adjustment (COLA) over the current ye.,'.
amounI of $963.906. This COLA was based upon the 1uly through De<ember 1994 Bay Area
Consumer Price Index (CPI).
For. I detailed review oCtile 1995-96 HSRAP Proposal process, please see AttJlcbment I
(CMR 2S3:95). Agency wntraClS recommended foe fu."lding aoo,. $25,000 and their
proposed sc<>pe of seMce1 .. e IS iOIlows:
Proposed Contract AmeadmeulJ
Adolescent Counseling $orvlca.
for provision of c(>U.;~ling services
10 adolescenlS.
Community Associ.lio. ror Rehabilitation.
for provision of services to Ibe
developmentally disabled.
raiD Allo Community Child Care,
foe provisk>n of subsidized cMd care
5ei1Iices to eligible Cann1ie. and
administrative supporl for operation of
the subsidy program.
ralo Alto UDi6ed School Dislrict.
for provisklo of counseling services at
Gunn aDd Palo Alto High Schools.
Peninsula Area laformatio. Ind Referral
$orne.., for provision of telephone
information and referral services, and
operation of landlordhenant and community
mediatiou services.
Senior Coordinating Council .. for provision
of 5ei1Iices to senior adults.
CMR: )06:95
199:5-90 Conlnet Fund.
$44,047 Generll Funds
$27,459 General Fund.
5357,698 General Funds
$40,000 General Funds
$46,920 General Funds
5364,696 General Funds
S 11,000 CDBG Funds
Total 5375,696
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FISCALIMPACf e 0
The HSRAP tururmg recommendations will provide $979,329 ill General Fund sup;>Ol1 10
_ programs. Oflhat amoun~ $880,820 emllJ1ate, from contracts me .... thaa $25,000
JeqWring C<>UnCiI approval This amount is included in !he CommuniI)' Servi<:es Department
proposed budget for fiscal year 1995-96.
ENVIRQNMENTAL ASSESSMENT
The proposed funding ~ snd 8IIlborizatioo ofHwnan Service contracts do n«
necessitate ""Y envirorunentallSse5smenl
ATTA.CHMENTS
A~: Conlrad Amendments
Prepared By. David F. Martin. Administrator of HUJtllID Senices
City Manager Approval:
raeo]"n
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»"'R"-'"I WO. , '1'0 COIi"IlU\C'l WO. ~00627S
IIlI'1'WDII !"lIB CITY 07 PALO ALTO ANt>
lUlOUSCXIl7 COOlilSBLDlQ SnYlCES. DIe.
70R COOIISBLDJQ SZlr'fICSS POR AIlOLZSCDI'l'S
'!.~l Ye&r 1'95·1"5
'I'EIS AMENJ::KS:NT NO .. 6 to COCltract N04 CO006.273 is enter(:d
i.c.to • 1995 .. by and between the CITY 01 PALO ALTO ... a
mu.nicipal ~rporation o·r the State of California (-eI'n-) and the
ADOLESCSNT OOVNSELING SERV1CES~ INC., a corporation organ!~ed and
existinq under tha Nooprofit corporat.ioc. Law of the" State of
california (Taxpayer Identification Number 94-22260711. whose
address 1s 41)0'0 )4'.iddlefield R.oad, Palo Alto, CA 94303
«·OORPORATION e ).
i: ! CIT A I. S:
'WHEREAS.. Contract No. COOOe:n9 -.ras previously entered
into *tween -CITY and CORPORATION fcr the prevision of certain
counseling services for younger adolescents in the community. and
it ha,B been amended from time to time; and
NHEREAS r ~h parties desire to renew said agreement for
an additi~ c~e-year term and to modify the sections set forth
below;
NOW~ THERBFORB~ in COQsideratioo of their mutual
covenants, the parties bereto agree as follows~
SECTION 1. The following paragraphs of Contract No.
C~b279 are hereby amended to read as follows, as of July 1. 1995:
a. Paragraph 4. Ca) ..
.. (a) IEBMS.. This agreement shall commence on
July 1.. 1995 and terminate on June 30, 1396, unless sooaer
terminated as provic1ed 'herein.·
b. Para~raph 5 (b) •
• (b) OJMPSN,SJ.TION. CITY agrees to compensate
COaPORATION for the full performance of its services under this
agreement in a. t.otal sum Dot to exceed Forty-four 'I'housand and
Porty-seven Dollars ($~4~04') in General Fund money.-
SECTION 2. The follOWing exhibits to Contract No ..
C-(l006279 are hereby deleted and replaced to read, as of July 1.-
1995~ as set forth in the exhibits attached bereto and iocorpcrated
in full by this reference:
a. Exhibit IA-entitled 11995-1996 Scope of Services-~
b. Exhibit lSI entitled 119.96-1996 Contract Budget-.
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c. Exhibit 'e' en:titl~ 'Iosur-an<:e Cove::-age ....
S'SCTTO!( 3", Except as herein modified .. all othe~
p~4iaions of and amendments to said agreement shall remain in full
force and effect.
IN WITNESS ';,'EEb""'OF. the: parties hereto have executed this:
.Amendment the date first above written.
A1'TEST:
City Clerk
SenIor Asst. City Attorn.ey
APPROV!ID:
Assistant, Ci ty ~.ana'l'er
Director of .Finance
Director of ~ity
Services
lUsk Manager
APPROVED AS ro CONTENT:
Ruman Services ~nistrator
Attachment.s:-
CITY OP PALO ALTO
"Mayor
ADOLESCENT COUNSELING
SERVICES r INC.
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tts, ______________________ _
EXHIBIT 'A'
EXHIBIT • B'
B'XHrBIT 'e'
Scope of Services
CO!ltract Budget
In~urance Coverage
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CBV.TIJ'lCA'l'B OP ACDI~
(Civil Code I 11a91
STATE OF )
I
CO!}N'H OF )
On "' be fore me, .-;""'C'::-;:-;;--=;:-::;;;:;;:;-~= ______ ~----_. a notary public in and for said County. personally
~~~~n7.~==~~~~~~~~~~~~~~ _-.~~. persocally knowIl to J!\e (or proved to me on the I>asis of
satisfactory eviden<:el to be the person (e} whose name (5) is/are
aubscribed to the Yithin inst~~nt, and acknowledged eo me that
helahe/th~y exec~ted the same in hisl ber/their authorized
capacity!!e.,. and that by llis/her/their signature (s) on the
instrument the person's), ~= the entity upon ~r~lf of which the
person(a' acted, executed the instrument 4
WITNESS my hand and official seal.
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JlM"'''W_Nt 110. 1 ro COJoITUCT 110. SS053182
BrI'WEEII TIll!: CUT 01' PALO 1.1/1'0 AND
caaltnrln ASSOCIATIOlil FOR. R.BHA!IILITA'l'IOlil, DIe.
~ DI~lLITY RELATBD SZR.VICZS
pi. cal Tear 1"S'1",
~s AMENDMENT NO. 1 to Contract No~ S5053182 is entEred
{"to • 1335, by and between the CITY OF FALO ALTO. a
municipal. c:crporation -o'f the St.ate of California PCITYIII J and. the
COI'I!!tJNITY ASSOCIATION FOR REH.>.SILITATION. INC., a corporation
organized and existing under the Nonprofit CQrporation Law of th~
State of california. whose address is 52S CharlestOQ Road. Palo
Alto. CA 34303 ('CONTRACTOR').
i 8 CIT A [. $:
.. WREREAS, Contra.ct No. SS0531B2 was previously entered
i~to between CITY and CORTRACTOR. for the provision of rebabl ~
litation services related to persons with disabilities. and it has
been amended from t!me to t::I.me; and
~r ~h parties desire to renew said agreement tor
an additional ooe~year term and to modify the seccions set forth
below;
NOW, THERE PORE, in consideration of their mutual
oovenants* the parties hereto agree as follows:
SSct XQN 1., The following paragraphs of Coatract No.
SSOS3182 are hereby amended to read as !ollows. as of July 1. 1995:
&. -(Y)HT8AC7Pi. Including tbe provision of services t.o
the developmentally disabled and their families to assist in ~he
process of personal developmen·t, family -compatibilit.y, and
cODI!iUnlty integration. Quarterly reports shall be sub<r.ltted by
CONTR.ACTOR to CITY as described in EXhibit "'A-for tho!! periods
ending Se~~r 30, 1935. December 31, 1995, March 31, ~936, and
June 30, 1955, within fifteen (lSI days after each period.
b, l:BRMS.. This agreemen·t shall commence on July 1..
lSiSS and terminate on June 30. 19.96, unless sooner tenroinated :is
provided herein.
C. ('l'!1pgNSenOtl. Payzrent:. snall be mad~ within fifteen
(15) (Jays of approved quarterly invoices for adminis·trative costs.
in accordance with Exhibit -SOl r subject to CITY review and audit 0-
Tot.al payment shall not exceed Twenty-seven Thc'ou.sand Four Hundred
Fifty·nine Dollars ($21,459) fer the term specified.
d. CIT( ACC0QN7 IUIMBBR. O()281232-3346 $27,459."
SBCTION 2. The following exhibits to Contract No~
S50S3~82 are hereuf deleted and replaced to read* as of July 1~
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19S5, as set fortb in the exhibits attached hereto and incorporated
in full by tbis refere~ce:
0.. Exhibit "A" entitled "1995·1,96 Scope of Services".
b. Exhibit -B" entitled ·Contract Budget" ~
C.. Exhibit .C" entitle" ·Certificate of Insuran-ce
Requirements" ~
sxcrIQN 1. Except as herein modified, all -other
provisioos of and amendments to said agreement shall remain in full
for-ce a..."1d e.ftect ..
IN WITNESS WHEREOF, the parties hereto have executed this
.l.mendmer::.t :No~ 1 OIl. the date tirst. above writt.en~
A'l"l'BST:
City Clerk
API'ROVED AS TO PORK:
Senior Asst .. City Attorney
APPROVED:
A.8&iotil:lt City Manager
Di rect.or of Finance ~
Director of Community
Services
Risk Manager
APPROVE!) AS TO CONTENT:
Human Services Administrator
Atta.chments!
CITY OF PALO ALTO
Mayor
COMMUNITY ASSOCIAnON FOR
REP~rLITATION" INC.
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It., _____________________ __
EXHIBIT 'AI
EXHIBIT -B'
RXRIBI'l' we"
scope of Services
COntract Budget
Certificate of Insuran~e ~equirement8
CD.'lUlCAn or "C13I~
{Civil C~e J 1169)
STATE OF 1
)
COCl!/TY 01 )
on .. bet ore me I
______ ~--~-. a notary publtc in and for said County. personally
appeared ________ ~--~--~----~------~ __ --------~~--~~ _-.~~-. persooally known to!rle {er prov'2d to me on t.he basis o·f
satisfactory evidence) to be the person{s) whose name (5) is/are
subscribed to the within instrument. and ackno~ledge~ to me that
he/ahe/they executed the same in his! her/their authorized
capacity lies}. and tbat by his/ber/tbeir signatur" (5) on the
instrumen·t the person [s) .. or the· entity upon behalf of which the
person (8) act-ed, executed the iost.nur.ent.
WITNSSS my hand and official seal.
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Agl'H'.,
aft........ !'D CIn OJ PALO ALi'O Jt.ltD
'I'D PALO U'1'O C<MiWS In CEI:t.D CAllB, DlC.
P01 CIIIl.D CARlI S1:JB5IDT PROGIUIK
lISCLL TZAa 1"5-1'"
'!'!!IS ~ is enter~ into , 1995, by
&Ild betwea..n the CIT"( OP PALO ALTO. a cllartered city and a lmlI1icipal
oorpcratlOll of the State of california ('CITl-), and the PALO "..LTO
COMMONITY :CHILO CARE.,. INC • .,. a corpo:-at.ion duly organized a..nd
exise1n9 und'!\r the Nonprofit CorpcratiOD Law of the S'tate of
caJ.ifornia.,. whose address is 399~ ventura Court.. l'alo Alto.. CA
'.303 I'PACCC'}_
• t 7 • S SIT I;
WHEREAS.. CITY recognizes the continuing need for child
care services for all those persOQS whO live in the City of Palo
"Alto; and
WHEREAS, in response to the n~d for subsidize6 child
care services, CITY desires to-support the coordinatioc. and
operation of a cbild care subsidy program; and
WHER.EAS.. Con,tract Jio. CSOSl189 was previously entered
into between CITY and PACCC for the provision of such sUbs:\dized
aild care services, and
WHEREAS.. CiTY desires to engage PACCC to provide these
services by reason. of its q'.lalific:ations and experience in
performing such services.. and PACCC has offered t.o provide the
required services on th~ terms and in the manner set forth herein;
NOW... THEREFORE, 1.0 consideratieD of the.ir mutual
~ts, ~he parties bereto ag=ee as follows:
1 • QSFINJTIONS •
raJ The word -City' as used in this agreement shall
mean and include all the territory lyiDg within the muni~ipa.l
boundaries of the Ciey of Palo Alto. california.,. as presently exl
sting. plus all territory whicb may be added thereto during the
term of this Agreement by annexation or othe~se.
{til The term -City council· shall mean the duly
elected or appointed members of the City council of the City of
Palo ~to, California .. acting pursuant to tbe provisions of-the
Palo Alto MUnicipal Code and tba Charter of the City of Palo Alto.
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'c) The t!!rm 1ICity _Ma..nagerl shall mean the duly
il;>pointed City MaDager of the City of ?alo Alto. california. or her
de.ignated representative a
{d) The term ICity Risk Manager l shall mean the
duly appoint.~ ~i.k Manager of the City of ~alo Alto, California.
or his ~~sign&ted repre~entative.
{e) Tne t.erm' ·-Cit.y Clerk· shall ll'I,ean the duly
appoiuted City Clerk of the City c·t Palo Alto, California. or her
~.1gnated representative. -
tfl Tne t:e!:m lCity Director of Finao-ce l shall mean
the duly appoineea Director of Fir~e of the City of palo Alto l
calltornia l or ber designated representative.
(gJ The term ·City Auditor· shall mean the duly
appooi.n.ted. Cit:t A!.ldito-r of -the City -of Palo ).lto, california~ or his
designat.ed representative.
. (h) The term tfiscal year· ~hall mean tbe period
from July 1 eo June 30.
(1) Tbe term ·PACCC Affiliate Centers· shall mean
those accredited and licensed child care center8~ eligible licensed
family ~ld care homes and accredited child care centers that are
legally exempt fran licensure~ which ;;.re affiliated with PACCC .. in
PACCC'S sole discretion. and which receive chil~ care 9Ul:>sidy funds
trom PACCC \l.llder the PROOP.AM define~ in Pa.ragraph 3 (a} here-o·! a
2.. pRo...'7CT COORPnt!,TION.
fa) Cits. The City Manager e-hall be representative
of CITY for all purposes under tbis AgreeJl\ent. The Child car ..
Coordinator ot t.he R"..IIrIa.n Services Division is designated as toe
PROJECT .:-4ANAGER. for the City Manager~ and shall supervise the
progress i!l.:ld execution of this AgreetneDt fer CITY.
(b) CorpoTiit;iop, 'I"t.e Acting Executive Director of
PACCC is des1gnat~ as the PROJECT DIRBCTOR fo~ PACCC. The PROJECT
DIRECTOR sball bave overall respoosihility for tbe progress and
execution of this Agre~ot for PACOC. ShOUld circumstances or
con6itlons subsequent to the executioil of this A9reem~t require a.
substitute PRO..'"BCT DllECTOR. PACCC shall nodfy CITY ilrmediately of
such occurrence a
(cl l\ccess a PACCC shall provide the PROJECT
MANAGER and ~bers specifically requested by the PROJECT MANAGER
with free and easy access to all facilities and act1~ties of PA-noc
bereinafter described. The PROJECT ~~B~ and others epecially
request~ by tbe ~ MIOO\GBR sball coor~inate such access vith
PACCCr SUch ae~ess shall nee include aceess to PACCCrS Clinical
records unless asreed to by both the client and/or the client'S
repres~tative and PAOOC~
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1. DQTTES OF PAQQC~
(a) Scope Of Seryi ceq. PACCC shall provide .all
specIfied services as set forth in the document entitled 11335·96
SCOPB OF SERVICES .. ' wh:!.ch is attache6 hereto as Exhibit ·AI and
__ d~ a part hereof_by this reference. As set forth i!l Exhibit A,.
PAOCC'S services bereun6er shall include the a~ntstrati~~ of a
cbild eare subsidy program and the provision of subsidized child
care services under the progr~ at PACCC child care centers ~
.PACCC A1.fil!ate Centers (b.erei:c.after the ·?ROGRAM").. The PROGRAM
eball be pr01fl<l:ed i!l aceordance with th!! specificatloc.a set forth
in t.'le do..-.-:>t entitled 'SUBSIDY PROORA!( SPECrFrCA'!'IONS,' which 10
attached heret.o as Exh!l:lit 'S-trlth its Attae~..meDts 1-3} a.nd zna.c1e
a part hereof by this reference.
{b) ltMjtjona' S ... ooces. In addition to providing
the services set fortb in Exhibit A h~reot# PACOC shall use its
best efforts to do the tollcwing und9r this Agreement:
ti) Subcontracts. Where it is necessary and
appropriate that. PACOC enter into a subcontract :to implement a
service UDder this Agreement, any sucl! subconeract shall be subject
to the provisions of Paragraph 1.1 (b) of this Agreement~
liil Site and Facility I~atfQQ. PACCC shall
locate all tacilitie. and sites to be used by PACCC within CITY,
except. as approved by CITY". said sites and facilities at which the
services of the ?ROGRAM are offered shall confo~ to all federal.
state and-local laW's and regulatio!.lS regulating the use of said
sites and facilities for child ~are services.
(iii} Coordjnat$QP. PACCC shall cocrdinate
its services with ~her existing ors~izatiOQs providing similar
services. in order t.o foster cotmm.lDity cooperation and to avoid
unnecessary duplicati~ of services.
(iv) Project Manag--r~ PACCC shall fully
cooperate and COIImunicate nth the PROJECT MANAGER relating to the
R~OGRA~¥ areas of ooncero~ and the ~ct of the PROGRAM on the
resi<l:.nU of CITY_ PACCC shall coruer witb the PROJECT MANAGER
CODCern.ing the operation of sexvicu. under t.his Agreement and shall
duly conside.r reasonable dit'ections and suggestions Jr.ade by the
PROJECT fO.NAGER. a:. such conferences.
{v} other ptmgjpS.. PACCC sha.ll seek out and
apply for other sources of revenue in support of i~s operation or
services fran county, state .. federal,. and private sources. UIlless
<l:eetited inappropriate by the PROJECT MANAGER, CITY shall support
PAOOC in its search of grants,. funding .. or income by serving as a
spocaoring agency, by provi<1iDg letters of support, or by rendering
advice -On aw11cations for gran-ts. 'Th~ receipt. of such funds shall
be reported as provided 1n Paragraph. (b) het"eof.
(vi) ~_ PA..."CC shall adhere to all appli
cable safety standards and regulations to ensure that the PROGRAM
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and all of PAOOC'S services are provided in a safe ranner. PACCC
shall m.ke periodic safety inspections and provide training to
ataff WI!.ng fire prevelltion, safety, buil<iing inapections and other
c¢csaltants as available.
(vii) "rknrrciedgrnent Of City p"M;pg. PACCC
shall il!clu<ie an aclalcwle<igment of City fundiI>g and support ill all
appropriate publicity 0<" public&tioos resarding the P~OORAM, using
words to the effect that "'subsidiEed child care services are
provided through City of Palo Alto funding,' or as otherwise
awroved by the p=cr MA.'lAGER. -
{viii) POl ic;es aM Operating pr1m:ipJ ea.
PACCC shall pr?Vid-e the PROORAM according to the policies and
operating prinCipals set forth below:
(1) F'arents or gua.rdians of children in
the PROORA"I shall have the opportunity and be a.ctively ettCOUraged
to choose the child care services tl~t best meet their needs.
(2:. Inclusion of children in the PROGRAM
with differing social r cultural. ethnic and economic backgrounds
shall be actively encocraged.
{3J PACOC shall us~ its best efforts to
serve the maXiWlm number of children In all age categories under
the P~OGRAM.
(4) Client payment of fees for services
in the PR.03R.AM vill be related to ability to pay. using as a guide
PI'C!=C'S FOJIIily Fee SChedule includecS in this Agreement as
Attachment 1 to Exhibit B hereof~
(5) GeIleral aDd income eligibility for
participation in the P~OG~ as a recipient of child care subsidy
funding shall be as set forth in Exhibit :a hereof.
eel prohihi tioo l!.'jl3-Tnat FlIWHns of RAJ igioos
Worsbtp or activities. PAOCC shall ensure that all PACCC child
care centers and all PACCC Affiliate Centers that receive any
subsidy funds under the PROGRA'4: use Er.>ell fuu<is for secular purposes
only. PACCC shall further ensure that all such child care centers
refrain fraa offering religious instruction. worship or otber
religious activities while providing child care services... in
accordance with the provisiocs of the california and United States
Constitutions •
fa) :teLm. This Agreement shall comneoce 00. Jill Y 1,
1995 and ter.minate on June 30 r 1996. unless sooner term1nate~ as
provided berein.
(b} Cprrective Action Re~.u';remept. In the event
CITY should deteDnine from any sooree, ioclt.'<iing but not limited to
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~eport. 8~tted by PACCC under this Agreement or any evaluation
report [rom aIly sourc-e, that there is a condition which requires
correction, CITY" may t'orYa::-d tCt .PACCC requests for correceive
a.ction. SUch. requests aba.11 ind.ica.te-the nature -?f issue whicb a.re.
to be revielfed to -determine the need for corrective actioc. and ma.z"
include a recomnendat.:ion as to .appropriat,e corrective a~tion~
Witldn thirty (30) days of CITY'S request. FACCC shall submit its
response. which shall include its vie",,, of the problems and
proposed. action, if any. 'Opo!l requests of either party". the
parties shall ~t to discuss any such request aDd response ~thln
the thirty (30) day period specified.
(t:} iisht to $'·.lS~Cd gT Tem1pate. Eithez party
may suspend or t~te this Agreement", with or without c.ause". by
gi~ thirty (30) day.' written notice thereof to the other party.
Upon the expiration (I·r B'.l-Ch Dotice,," perforna.nee of t.he services
hereunder shall ~ ~ediately discontinued.
(c1) Teminat;ng Crsnpensating. CIty shall :rake full
payment tor all services actually rendered by FACCC and all
expenses to the date of termination; provided. however,," that the
total compensation to be paid ducing any partial year of service
shall not exceed the p!'oportionate share of tiloe elapsed duriI'9 the
tenn of this Agreement to t.he date of te::mi.nation" plus: -ot.h-c.
expense. approve" by CITY necessary to te:rm..ir.late services and
«>l1gations incurred in carryi!lg out this Agre"''lOIlt.
(e) Ext¥Dsjpg of Seryices4 In the event of ter.mi~
Dati"" of this Agreement by CITY. rACCC shall forthwith close CITY·
fWJded ~rtlons of the PROGlW'l; provided. howev<!r. clue regard shall
be given to the need fo-r PROGRAM. recipients t..o locate a.lternate
forms of care for their cbildren~ CITY shall pay a reasonable
amount tor services rendered by PACCC while closi~ CITY' funded
portions of the PROGRAI( for. period not to exceed thirty {30} days
from the date of any termlnation4
(f) surreOO""r Qf MSlt.or1a1s. tJpOcL any suspension or
termination of this Agreement."" fACCC shall turn over to CITY
1lrmediately aIrf and all copies of studies". reports, a.I:lI:i other data,
except confidential recorns.-wether or Dot completed. prepared by
PACCC or its subcontract.ors. if ar.y". in connection with this
Agreement. SUch mater!:&ls shall beC<l!!lE! the property of CITY.
2ACOc". bowever~ shall DOt be liable for City'S use of incomplete
materials or for CITY I S use of c~lete documents if l'.eed for other
than the services contenplated by this Agreement ~ Nothing in this
Agreement shall be construed to deny parente or legal guardians
access to any iofor.mation or reccrds concerning their own children.
(g} tndepemdent jIudgAmeD·t. Failure of CITY to
agree vith ?ACCCrs ind.-ependent findinss, conclusions" or
recommendatiOCS 6 if ~he same are called for under this Agreeme~t.
O:l t.he basis of differences in .matters of judgement, shall not be
construec:1 as a failure on the part of PACCC to meet the
requirements of this AgreemeDt~
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s. armBT" COMPENS'TIQN. pa,yMFatr.
(a) ~. PAI.."CC'S budget for the PROGRAM during
the term -of tb.!! Agreement i8 attache" hereto as Exhibit ·C· and
made a part hereof by this reference. Expenditures by PAOOC for
services hereunder shall sul:,s~a.ntially conform to said budget
unless tbe prior written approval of the PROJECT MlL'<AGER is
obtained. Tbebudget .l!IUet !;>e developed i:l aCCQrdan(:e ritb tbe
.chedule8~ processes and format established by CITY staff.
(b) Coopensation. em agrees to compensate PACCC
tor the full perfo-rmance of its services under this Agreement in a
total SUlll not to exceed Three Hundred Fifty·seven Thousand Six
Hundred Ninety·ei~h~ Dollars ($.51,698l in general fund money.
{c) 2ayments by CITY. on th~ ci11ing for;m proVi.ded
by CITY, P= shall subnit a bill by the fifteenth 115tb) working
day of each zront.h for services provided under this Agreew:"-Ilt during
the preceding month. The bill shall specify actual expenditures
directly related to this Agre5leIl.'t as follows" in accordance with
Exhibit 1\:
tit PROORAM Sub$idy Plmds for PACCC Chjld care
Centers and PACCC .. fej] rAte Cent~r$a . Billing for the PROGRAM'S
child care subsidy payments shall %lot be more than Two Hundred
Eighty Thousand and Fifty Dollars I$<BO,OSO} for the teDn of this
Agre""""'t. Billing shall specify reimbursable expenses in terms of
coctrac~-SUbsidized hours served duriDg the previous month
multiplied by the actual subsidy cost/cbild hour.
Ui) Central l.r'minist-T"8tipn at" P!?ffiP!M a
Billing for the .. dministratioa cf the PROGRAM shall be not: IIlOre
than Seventy Seven =sond Six llundre" Forty·eight Dollars
{$71.648) tor the te=m of this Agreement, billed to iDdlcate actual
expenditures. CITY shall pay PACCC within fifteen (15) working
days of receipt of each bill a
'do) Adyanca pal:-'1"lftpts a Notrltr.standing the foregoing
li1rdtatiorlS" tbe City Manager shall l-..ave the authOrity to approve
payments by CITY to PACCC under this Agreement in advance of
PACCC:S incurred expen&itures. Provided .. however. t.hat:, Ii) any
request by PA....""'CC tor such advance payment must be ::.ade during the
months of July, ~t or September during the term of this
Agreement; iii) such adVance payment must be made from the central
adlninistration fund; and (iii) PACCC'S need for such advance
payment shall be supported to the satisfact.ion of the City Director
of F1r.ancea Provided further .. however, that to.tal advan,ce paymeD.t
u.o¢er this Agreement may not exceed Fifty Thousand Dollars
($~.OOO) and total maximulIi c~..nsation unjer this Agreement shall
nee exceed Three Bund~ed Fifty Seven Thousand Six Hundred Ninetyeigh~ Dollars !$3S~,69a), as set forth in paragraph Sfb} hereof.
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eel l.imStltfoos on paNX' J"fff11ate Center.' FeeS.
PACCC 8l>all ensu.. .... that the tot .. l cost of services. i=lOOi"9 Ils.r
fees. bille~ by PACCC Affiliate Centers to PACCC for participants
in the PROGRAM sh .. ll DOt aceed the cost ¢! similar services pai~
by full fee paren·ts or users in tbe PACCC Affiliate Cet!ters ..
(f) PAro'" Child care Centers' Rates. PACCC shall
not. charge PROORAM re.elpients any child care fees in excess of
those fees set forth i~ Attachments 1, 2 and 1 of Exhibit B hereof ..
Cny·S P"'}'lllellt under this A9'reement to PACCC for services "",,"er tM
PROGRAM rend2r~ by PACCC chil~ care centers or PACCC Affiliate
<:enters shall also not exceed t.he fees set forth in Attachments 1.
2 and 3 of Exhibit B. less the OJIlOUnt of any pa.reot CO<I,tributloa
paid wen required by the Family Fee Schedule get forth in
Attachment 1 to Exhibit B.
(g} property.
PACCC shall
otherwise.
Ul Ilooated P~rty. All property donated to
be presume:d donated to PACCC... unless specified
[it] DispasjtjOP Of PJ:QIerry. Vpon te-:minatioa
of t.he PROGRJIM. all equipment an<S othu property purchas~ with
CI'I"i funds not directly on loan from CITY may be disposed of, with
prior &PFroval of CITY. by PACCC to community nonprofit
organizatioas . pt".<-rldin<; chHdren'S 5ervices. H any property
purchased wi th eny funds is net disposed 0 f wI thin a reascmabl e
period: of time ... DO to exceed three months... the property. or
reasonable value therefor.. shall :be "t.urned over by PACCC to CITY"
i=lediately, and the same shall becan<> the permanent property of
CITY; provided. however. that all property at College Terrace
Center which was purchased with CITY fund. shall become the
pe:rmanent property of CITY.
6.. FISCI.I BESpoNsnUl.ITIE$ OF PACCC.
(a) lisc"l Agent. PACCC shall appoint a fiscal
agent who shall be responslbl~ for th-e financial and accounting
acUvitles of PACCC, inclOOicg the receipt and disbursezne.c.t of
PACCC t.wde.
(bi Tre a5 ur er .
board of direct-ors It treasurer
financI .. l information.
PACCC shall also appoint from its
1Ibo shall review a.l1 cof PACCC I S
(e} Sy.$tBii! of }aCCO!1DtS. PACCC and its fiscal agen,t
shall establish and maInta.in a system of accounts that shall
conform with g~era.lly accept.ecJ principals of aCCOUDting for
~eted funds. Such system ¢f aCCOunts sha.ll be subject to the
reY4ew of the City Director of Finance and the City Auditor.
a~t8.
financi&l
(d) Financial Records. In support of its system of
PACCC shal.l ""'int.ain cClllplete and aecura.te records of all
transactions~ including contracts, invoices, time cards,
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e&ah rece.tpc., .canceled checks, and bank statements. S'\J,ch record.s
shall be presetved and IMde available to CITY upon request until
tbe expiration "'f three 1]) years following either the date of
final payment under this Agreement or the termination <>f this
Agreement, WhiCh~r is l&ter~
{e} FinanCial RePOn$~ Financial expense a.nd
reve!lUe swmnary sheets tor all of PACCCrS operations, i~luding
information abo\!t u.y Ventura School re!ltal reV~nl.le. shall be
_tted by PACCC Oll .. quarterly bash to the CITY'S Suman
Services Division_ PAC\."C shall also submit the quarterly activity -
reports tG the Human Services Division as set forth in Paragraph 'Co.' hereof-
(f} Audita. PACCC shall pro,lide for = indepeodent
audit. of its fiscal year transactions.. records.. and financial
reports. Th.e audit sb&11 be cauplet.ed once every tva. years, in the
event the AgreeJneIlt is renewed by the City, ~ shall be COoducted
by a certified public accountant according to generally acce~ed
accounting procedures. Th.a certified public accouot.a.nt shall
submi t the report to both parties. The cost of this audit sna.11 be
borne by PACCC.
{gi Re'mh!Jriem ... Pt 0" Oy-ornavments. Payment.s by = Yhieh were not, during the tenA cf this Agre""""'t. eo<pended or
dlligated by expenditure camtitJnects by PACCC to third parties for
items shown in PACCC 1 S bu<Net (Exhibit Ct or paymen·ts which 'Were
made for items or serYices for which PACCC recelved l Or will
receive, _funding or payment from another sDtlrce .. as shown by tbe
audit proVided for above or ot-herviee I a.re deemed to be
overpayment-B, and PACCC shall reimurse CITY for au-ch overpayment.s
within thirty (30) days of notificaticn tbereof.
fh) FIlIx's Rece:ived from oth"'r $O"rres.. Funds which
are made available to PACCC or the PROORAM from sources other than
CITY through a contract betveen su.cb source and CIT'{ or betwe-en
suCh source and PACCC sba11 be sUbject to tbe same fiscal procedure
stated herein unless speCial procedu.res are called: for by any such
source.. Income to t.be PROGRAM i:c. the fo;;m of fees.. direct.
ccmtribctlOIlS ... :and any ~er form o.f monetary program support must
be sbown in the records of the fiscal agent in a Ir.a.L.ner acceptal::lle
to the PROJECT K'.-"lAGER ~ PACCC_
Ii) Access for CITY lull'1it.. PACCC-shall grant
represen·ta~ives of CITY .. including tbe PROJECT MANAGER .. the City
Director of Finance aDd the City Auditor.. with access to all
'p~CCC'S records, datil, statements and; reports .. for purposes of
~LDancial or operational aUdit or review of PACOC by CITY.
(a) 0p,I!tterJy end !nuual i~portS. PACCC shall file
with CITY quarterly activity reports on the fifteenth 11Sthj day
afte-r the -close of each three (3) .month period. covering the
preceding quarter and. such other information as the PROJECT MANAGER
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may request. The final q"arterly report shall cover not o!1l.y tbe
preceding three U) months.. but also contract services for the
entire year. Bach rep<>rt shall be !>repar~ in the form agre~ u!>O"
by the PROJECT MANAGER o.nd PACCC. On reasonable notice. PACCC
ehaU g!'al>t the PRO.."EC"I' MlIWoGl!I/. acc~S5 to all PACCC records. data.
statements" a!ld report., but excluding any confident.ial records of
persODDel and .cl tent records which tend to identify specific
iOOl vidUals •
(bJ ivJ.luatSon ot Seooces~ Evaluation of tbe
PRQGAAI( shall be the r.s!><>"Sibilit)' of bo!;h !><lrties to this
Agreement~ Timing, procedures .. and mannel:' of evalu.a.tion shall be
developed by the PROJECT Ml\Nl\Gl!I/. and P."-CCC in a form acee!>Cable to
bot.l1~ l'ACCC shall furnish to CITY all data, s;:tatemdnts, records"
info-rmat.ion .. and reports necessary for CITY to monitor oJ re'View ... and
evaluate the performance of PACCC'S services bero!:under.
(.:) Coofjdm;,.tja] Infppratioo. CITY and PACCC agree
to maintain tbe confidentiality of any confidential communication
between PACCC and an applicant. for., or a participant in., t.he
PROGRA."C. As used in this Agreementjl t.he terJl ·confidentia.l
carmu.n.Icatioo· means in·formatioo transmitted between such ill person
and an agent or employee of PAOOC in the course of that relation
shlp and in confidence by means which., so far as tbe applicant or
the particIpant is aware. discloses the info:rmation to 00-third
person other than t.bose who are presen·t to further the interest of
the applicant or tbe part.icipant or those to whom disclosure 1s
reasocably necessary for the transmission of the infor.mation or the
a::-comp11shmen,t .of t.he purpose for which participation in the
PR:OGP.AM is 801.l9ht~ The te..rm ·confidential comm.:mication w includes
itlfonnation about the a.wlieant fo-r. or participant i.n. the PROGAAK
and his or ~er ilImediate family which may be ootained through
applieation forms., interviews. testsjI reports, counseling. or any
other source. Not.hing herein shall be construed. t.o deny parents or
guardians access to as;.y 1n!:ormatioll cr records ccccerniDg their ov.c.
dlildren.
""_' fa} Caqpositipp of COn;xnJilt' 00 a Throughout the
term of thIs Agreemen·t., Corporation sball remain an iodependec.·t l
nonprofit corporation under the laws of california governed solely
by a board of directors. with upatoadate bylaws which contain tbe
structure aM procedures of PACCC. PACCC shall operate by its
bylaws. JI.ny changes :in PACCC'S articles of incorporation., bylaws,
or tax-exempt status shall be reported by PACCC immedia.tely to tM
PROJECT MANAGBR~ N~ member of the board of directors of PACCC
shall be a paid eDi>loyee. agent. servant, or sul::oContractor of PACCC
UDder this Agreement c1uring all or any part of his or he:!' tenure as
a member of the board of directors of PAOCC.
(til CCJ'llX2'3itioo pf soan' Q,f pjrector. The board of
directors of PACOC sball include representation from the broadest
posaible cross section of the c~ity .. including: those vit.h
expertise and interest in PAOCC'S services. representatives from
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significanc community organizations interested in PACCC'S gervicee.
and users of p~ 1 S SiSrvi. ces ~
(e) Meet~D;1 ot COtP9~.tion. All meetings of cbe
board of directora of PACCC sball be open to the pUblic. except
meet.ings, O-"'C po.rt.ions thereof,. dealing 'With personnel or litigation
matters ..
Cd} -Minutes of Meetings or coQX?TatiQn. PACCC
eba11 keep m.in1J.tss of • .11 regular and special meeting. Of it. boa. .. d
of dol. rectors. -
fe) Cpmmll0ity Inyplyemeot ..
ma.xinlm feasible effo.rt to assure community
activities provide~ under this Agr~~nt.
PACCC shall ma!<e
involvement in the
9. NQTICRS. All DOtices hereunder shall be gIven in
writing and mailed~ postage prepaid. by certified #ail. addressed
as follows:
To CITY:
Copy to:
TI> PACCC:
Office of ~be City Clerk
City of Palo Alto
250 Hamilton Aven·ue
P-cilo Alto,. CA 94301
Child Care Coordinator
Ci ty of Pall> Al to
P. o. Box 10.S0
Palo 1U.to. CA 54303
Project Director
Palo Alto Community Child care. Inc.
399~ Ventura Court
Palo Alto. CA g4303
10.. iJiTRE?;5T OF Pilar.. DmTlPFN'PRNT mNT&AClPi ~ PACCC
covenantB that-it presently bas no intere5t" a.nd shall not. acquire
any interest" direct or indirect" financial or ~herwise" Which
would CODf11ct in any manner or degree ~th the performance of the
services hereunder.. PACCC further covenan-ts that .. in the perfor
mance of this A~t .. no subcontractor Ox: person having such an
interest shall be employed.. PACCC certifies that DO ODe who has or
will have any financial iDterest un6ez this Agreement is an Officer
or eupl.oyee of CIn.. The preceding sentence shall be interpreted
in .~._ manner cOD.$ist~nt Yith Ca.lifornia Government Code sect.ion
1090. It is expressly ag!".ed that, in tbe performance of th ..
services hereundeI'" FAI...""CC shall at. all t.imes be deemed an
independent contractor and not an age!lt or employee of CITY' ..
{a,.] A.s$isment~ Both parties shall give their
personal att~tion to the fai~hful perfc~anee of this Asreemene
a.nd shall DOt. assign, transfer. eoavey. or otherwise di!pose of
this Agre~t or any ~ight, title. or interest in or to the same
10
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or any part thereo-t without the prior written consent of Ithe other
party, and Ithen only subject to su~h terms and conditions as the
oCher party .... y require. A consent to one assignment .ball not be
deemed to be • consent:. to a.ny subsequent a.ssignment.. Any
uoigmoent without such approvo.l shall be void. and ... t the OFtion
of the other party .. shall tel."Dlinate this Agreement. a.nd any license
cr privilege granted: berein~ This Agreement and any inter~5!t
herdn .ha.11 not.. be assi:;nable by operatiO<l of 10." witbout the
prior written consent of the other party_
fb) Subcontractors· Smplcw.o.es.. PACCC shall be
reBpOl!.sible tor employ1tlg or eogaging all persons necessa.ry to
pertODll the se.rvices of PA.CCC hel."e-\Jdlder. PA.O::X: agrees to be solely
responsible for the perfcrmanc:e of lllly employees and
subcontractors .. &Dd ally liabilities attaching to their act.ions or
omisl!!lions.. PACCC shall give its personal attention to the fulfill·
ment of the provision .. <>·f ~his Agreement by all of its employees
and subcontractors .. if any, and shall keep the work under its con ..
trol.
PACCC s.hall establish and enforce adequat~
guidell.nes tor the cood1.>ct of its agents. e<:;>lOYe€s and any subcon·
tractors, the PACOC Affiliate Centers and for the par~icipants in
the PROORAM. Selection of paid per&onnel for the PROGRAM shall be
based upon criteria established by PACCC in consultation with toe
P.2OJBCT MANAGER .. using as a min~~ the standards for child care
pecsom>el CCICltdned in the general licensing requirements of Title
22 of the CaHfornia Code of Regulations. as pronrulgated by the
Departmen-t of. SOCiil.l Services Corra:nunity care LicenSing Division.
PACCC shall publioly aavertise for such peuonnel.
I~ any subcontractor of PACCC or any ageIlt or
employee of &_ PACte Affilia~e Cen~er materially interferes with or
inhibits the-full p!'::r:c",:lilaiiCe -of the services to be performed: by
PACCC under this Agreement. the PROJECT w.NAGER shall notify PACCC
of such interference, PACCC shall have thirty (30) days from the
receipt of notice to achieve compliance with the Agreement or a
solution satisfactory to the PROJECT MANAGER. In the event the
problem is Dot sat!sf .. ctorily resolved within thirty 130) days
after the service of such notice, PACCC .. upon receipt. of dema..nd
frQUI t.he PROJECT MANAGER. shall discharge imnediate~y the
subcontractor or disoootinue its affiliation ~th the PACOC
Affilia.te Center in connection with the CUY·funded portions of t.be
PR()GRAM. and the PROJECT I9.NAGER may suspend. or terminate the funds
to PACCC for t.bat particular segment of the PROGRAM; provided ..
however.. due regard shall be given to the need for PROGRAM
reCipients to locate alternate forms of care for their children.
CITY shall pay a reasonable amount for services rendered by PACCC
for that particu~ar segment of the PROGRAM fer a periD<! not to
exceed thirty {lOi days frcm the date of suspe.."'lSion or termination.
In the event of PACCC'S termination of a PACCC
subcontractor or termination of an affiliation with a PACCC
Affiliate Center. PACCC shall ~ify the PROJECT MANAGER of such
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~ermination 4Dd Advise the PROJECT MANAGER of PACCC' S plans for use
of fUIldal previously budget~ to the terminated subcontractor or the
PACCC Mfiliate Center.
12~ HOld} HltR"'ITESS4 PACCC bereby a;rees to protect.
indemnity. defend 4Dd hold llaImless CITY. its officers. agents and
E!IIi>loyees. !ren 4Dd against any and all demands. clailr<!, liability.
d!lmage.# loss or act1oc.s of any nature. including .CQsts and
attorneys' fees. caused by, cOnDecte~ with or arising out of this
Agreement, lnclQding in connection vi~b PACCCtS provision of tne
PR:OGlUK UDder this Agreement and the prO'vision of azly child care
services by PAOCC. it. employees, agents or subcontractors, or by
the PACCC Affiliate CeIlters, wbether or not such services are paid
for witb a~istratlon or sUbsidy funds under this Agreement.
13. )1QRUR~S CX'NgS&TION. PACCC certifies that it is
aware of the prcwisiO!lS of the Labor Code of the State of
california which requ1re every emplo)""er to be insur-ed against
liability for ~kers' compc-nsatio~ or to undertake self-insurance
in accordance with the provisions of that code~ and it certifies
that It will comply with su,cb provisions before comneocing the
performance of the services under this Agreemen~4
14. INSURANCE.
ta) Ipsurance CmreraSI=I4 PACCC,. at its sole cost
aDd expense~ shall ObCain and maintain~ in full force and effect
thrO'.Jgboue the entire term c>f this Agreement~ t.he i!lsurance
coverage described in Exhi.bit ·D~· attachad hereto and made a part
hereof by this reference. insuring not only PACCC. its
st.ibco.c.-tractors. it any, a.:::d the PACCC Affiliate Centers~ but also.
with t.he except.ion of workers' compensation and employer'S
liability insurance z CrTYz its officers. agents~ and employees, and
each of them with respect to the PROGRAM and all of the activities
and services perfo~ by PACOC~ ita s~ntractors and the PACCC
Affiliate Centers z whether or ~ such services are paid for with
administration or subsidy runes under this Agreement.
(b) Certif1catDs Of TnSi'rpOC@4 Certificates of
such insurance, preferably on the forms provided by CITY. shall be
filed with CI'IY concurrent.ly 'lI"ith the execution -of t.his Agreement.
Said certificates shall be subject to the approval of the City P.isk
Manager and eball contain an endorsement stating 'that said
insurance Is primary coverage and will not. be canceled or altered
by the insurer except; after filing with the City Clerk thirty C30}
.days' written ~ic~ of such cancellation or alteration, and tha~
the City of Pal;:) Alto is [lamed as an addit-ional ic.sured. CUrrent
certificates of such insurance shall be kept on file at all tLmes
during the term of this Agreement vith the City Clerk.
{c} EACCC 1t'i 1 ijiu:e Centers and Sl'hcQntractQrs'
Insurance Crnrer.age. PACCC shall also be responsible to ensure that
all PAC~ Affiliate Centers and any subcontractors of PACCC Obtain
aDd maintain in full force and effect throughout ehe entire term of
this Agreement the following insurance coverage:
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!! I
WOu:n5'
e<:JIG'l!NSATIOIf
(HI
Cl:>MPRl!W!I!IS rvB
Atl'I'(K)! Il.!
LIABILITY, including
owned. hired .. an4 non ...
owned &utomobi1e.
\Hi)
<XMPRXlIBNSlVE
Gl!Nl!AAL
LIABII.rn, 1nei.udill'}
protec~ive. completed
operatlOIllil.broad torm
e()ntra~tua.l. and
perootJal inj1l1")'
liv}
Cepte rs
Sta.tutory
p~r.Cn&l Illjury-$301), 000
property Damage-$)I)O,OOO
Personal In5~ry-$1 ~lliOQ
Property Damage-$l ~lli~~
If profeuiOMl. $1. MilHo"
cr consul t!.og
services are t.o be rendere<i ...
PltOFESSIOlIAL LIA!III.ITY.
inc 1 uding errors.
omission., malpractice (if
applical:>leJ. and
negligEnt pe~formance
Family Child
taro ik8t~a
St.atutoty
$1.0'0.0.0-0
$100,000
$1 MilU-cn
$1 ¥.ilHon
$1 Million
S.,c'h insurance """erage .ball insure DO(; only the child care
providers. but. 8.1800 PACCC &nO CITY. its officers, a.gents and
enEployees and: each of them... as additional insureds ,m(l:er the
policies.
15_ AGPB'RMB'NT BTNPJ'NG~ Th.e terms, covenants and cOildi-
tlons ~ this Agreement &hall apply to, ~d shall bind, the heirs,
successors ... executors. aeminlstrators. assigns and subcontractors
of both parties.
1-6. liAIYiiS-The waiver by eitber party of any breach
or violation of any term.. covenant. or coaditl00 of this Agreetn--DtJ'
cr of any pt"ovision, ordillance, or lay sbaU not be deemed to be a
'Waiver of &JJ:'f other term, CO'V'eIla.nt r cOlldition .. ordinance. or lav or
of ~y subsequent breach Or violiltioIl of the same or of any other
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term. co .... enant r CODd1tion~ ord.inance. or la.v.. The subsequent
acceptance by eitber party of any fee or oth~r money which may
beeorne due hereunder shall not be deemed to be a waiver of any
preceding breach or violation by tbe other party of any term,
QOVeIJ.a.nt" or condition of this Agreemeo,t. or of any applicable law
or ord ina..:lCe.
17. msxs aNI> AJj'OfiNEYS' FEES. The preva i 1 ing pa rt y in
ally action brO'tJght to enforce the ter.ns of this Agreement or
arising out -of this Agreement JD3.)" recover its reasooahle costs and
at.t.orne}"S' fees expended -in connection with-such an action from the
ot:her party.
J.8. Nl'jt..'T!TSCPTKJX!UON. No discrimination shall be made
in ~he employment of persons under this Agreement because of the
race, ~olorl national origin. ~estry. religion. sex. age.
d!sabili~y or sexual ;;>r<Oferetl<:e of S\leh s><:rso!l. Similarly. DO
person eMll be denied tbe benefit:s of the FROOR.).M, be excluded
fraa the :?ROGRAM, or be sUbject to discrimination under any part of
the Pi:OGR.A.t.( on the basis of the race,. color. national origin ..
ancestry, sex" relision.. age. disability or sexual preference of
such s><:rson. PACCC shall cCIIlply with the A!nericans with Disabili
ties Act of 1990,. as amP~ed,. and shall ensure that all of the
PACCC Aftiliat.e: Cent.ers and ar:zy subcoDtractors of PACCC also fully
comply vi~ said Act. PACOC further agrees to meet &11 require
ments of the Pa:'c Alto Municipal Code pertaining: to nondiscrimi
nation in employment and to complete and submit the -Certification
of Nondiscriatination ll on the form furuished by City.. A CCS'Y of the
complet.ed. Certificat.e is attached hereto as Exhibit -g-and made a
part hereof by this reference.
PACCC agrees that each agreement for services from any
independe.ut provi<1~rs or subcontra.ctors, including the ~ACCC
Affiliate Centers" shall cO'!ltai!l a provisioc. substant1ally as
follows,
-PROVIDER shall p-rO'Wide PACCC with 3. cenificate stati.ng
that h~ (or shel is curre!ltly in compliance with all federal and
Stat.e of califortia laws covering DODdiscrimination in employment;
that be Cor she) vill pursue an affir.mative cc~rse of actioa as
required by the Affirmative Action ~i<5elines of the C:i.ty of Palo
Alto; and that he {or she} will not discriminate in the employment
of a.ny person UDder t11is contract because of race. color, national
origin .. ancestry.. sex. age .. disability. sexual preference.. or
r~llgion of such person.-
If PACCC is found in violation of the nondiscriminat.ion
provisiocs of the State of California Fair ~loyment Practices Act
0:: similar provisions of federal law or executive order in t.he
s><:rforDlal>Ce of this Agreement, it shall tllereby be found in
material breach of this Agreement. Thereupon. CITY shall have the
power to cancel or suspend this Agreement I in whole or in part. or
14
..
/Y,--": ,
t~ d~t from the amount payable to PACCC the sum of Twenty·F've
Oollan 1$25) !or each perso!l for each r.&1endar day during which
such person was discr!.mir..a.te.:S against. as damages for said breach
of eontract. or botl>. Only. fioding of the State of California
paIr .imployment Practices Commission -or the equivalent federal
agency or officer shall constitute evidence -of a violation of
contract under t.his paragraph4
If PAccc violates the nOMiscrimination provisions Of
thb AS'ree:no..nt or the appHcalll. Affirmative Action Guideline.
perto.l!!dl>g to this ~eeme"t. PACCC shall be found in material
breach of this Agreement. Thereupon,. CITY shall have the power to
cancel or suspend this Agree:neIi:t .. in whole or in part ... or to deduct
fr<XII the amount payable to PACCC the sum of Two Hundred and Fifty
Dollars ($2!Xl) tor each calendar day during which PACCC i. found to
h&~ been in S'Jcjl non(:omp11ance as d.amages for said breach of
coctract .. or ~h.
19. LAWS TO as OBSERY3P. PACCC shall:
(a) Procure all permits and lice~es.. pay all
charges and fees l and give all notices which may be necessary and
in~ident to the due and lawful prosecution of the services to be
perfo~ed by PACCC under tbis Agreement~
(b) Iteep itself fully informed 01: all existing and
future fe~erall state~ and local laws~ ordinances, regulations~
orders I and decrees which may affect tbose engaged or employed
under this Agreement.. any ::aterials used in CORPORATION'S
performance under this Agreement, or the cooduct of the services
UDder this Agreemec.·t.
{el At all times observe and caaply witb, and cause
,,11 ~f its employees and the PACCC Affiliate Center... and any
subeon·trac:-tors l to observe and comply with all of said laws,
ordinances. regulations, orders. and decrees men~iooed alxJve;
{d} ImC1ediately report to the PROJECT ~ER. in
writing aD.y discrepancy or inconsisteo...-y it discovers in said laws ..
ord.1nances l regulations, orders, and decrees mentioned above i.e.
relation to any prOVisions of or servic:es under this Agreemen,t.
20. AGRE8MEN7 mNTilINS alit mroERST&NpTNGS. This
document represents tbe entir~ and integrated agreement between
CITY and PACCC and superse~es all prior negotiations ...
repxesectatiocs or agreements, whether written or oral between tbe
parties. This Agreement supersedes Cont-ract No. COOOl. 712 between
tbe parties.
'I'his document. may be ama-Oded only by written instrument ...
signecS by both CITY and PACCC. All provisions of ~his Agreement
are expressly made Conditions. This Agreement shall be gove=ed by
the laws of the State of California~
o
til nnmss 1I!!ER.EOP. CITY iln<5 PACCC have executed this
agreement. the day and year first. above vritten.
City Clerk
Seni~r ASst. City ~torney
UFROVlIlh
-City Manage r
Directo~ of Finanee
Director of Community
Services
lisk _ger
Suman Services Adm1nls~rator
ruleS Care Coordinator
BlIhibit A: SCope of service.
CIT!' or PALO lILro
Y...ayor
cALO &Lro OOiIlItlXI'E"f -CIIILD
CUS 1 :DlC'.
~: ------~--------
Its:, ___________ _
Taxpayer Identification No.:
94-2242923
Exhibit B:
1bchil:>it c:
Bxhibit D:
Subsidy Program Specifications wi~h Attachments 1 ~ 2
Contract 8Udget
Bxhibit B:
Certificate of Insuranc~ Requirements
Certification of Nondiscrimination
16
~' ... ;'"
. ,-...•
CBIt'l'rI'ICJ.n OF ~
(Civil Cod. I 1189)
STAn or __________ 1
}
COONTY OF )
==.,..",.....-.----"7"~,. before mel • a pubHc 1" aDd tor sai<1 Count)'. peraOflally appeared
-r:",-===-"-.,----..,=--;,..-:,.,-,-..,,.-=""'"-=. peuonally knovn to .... (or proved to me on the basi. of satisfactory evidence) to be the
penoa lS) whose name is) is/are subscribed to the w:l.thin instrument.
&DC! acknowledged to me that he/she/they executed th~ .. ame in
hi.jher!their authorl~ed capacity!!es) •• nj that by hi8jher/their
siguaturefS) on the instrument the per$onISI. or the entity upon
behalf ot' Which ~be person tS} acted. execut~ the icstr.l.!rlent:.
Wl~~ my han<! and official seal.
CI1TIPICl.n OF ACDICJIILEl)GICEII'
(Civil Code I 1189)
STATE OF ________________ ----__ )
)
COUNTI OP )
On =::'== __ = __ =..--;. before me. . So
ootary public in an<S for said County, personally appeared
~~~~~ .. ~~~~~~~~<=~;-~ .. ~~. personally known to me [or prO'lled to me on <.he basis of oati3factory evidence) to be tho
person (S) vbo&e name (S) 1..s/arf!! subscri.bed to the within instrument ..
and ackDowledge<S to me that be/she{tbey executed the same in
his/her/their .. uthori~ed capacitylies}, and that by his/her!their
signature{S. on the instrument the person(S). or the entity upon
behalf of which the persoo(S} acted. executed the instrumeDt~
WITNESS my hand and ",ffieial •••. 1.
"
j'--
_ ..... -.. .. .;:.
pMipi_arr 110. 1 'fO CQIITU.C'l loIO. 55055(3)
!IS. 'WIiJiii !'D ern cr 1'1.LO UN ANl>
I'lol.O AI.'1'O OWUllm SCBOOL DISftlC'r
FOR 1IOOCA'l"I0II RZloATlm SOVI CBS
Vi.eal Ye4r 1"5-1'"
THIS JIME:NtMENT NO. 1 to Contraot No. S5055633 is entered
into , :1.995, by and between the CITY 01' PAI>Q ALTO. a
lIlWlic!.pa1 corporatioo of the State of california ('CITY') and the
PAI>Q AL'ro mn:FlEI> SCI!()(){, DISTRICT, a unified sclK>cl district
organi.e~ kbd existing under the laws of the State of california,
"hose aOdress is 25 Churchill Aven"., Palo JUto. CA 94306
('CO!I'I'RACTOR ') •
I 8 r I TAL $:
WHEREAS.,. Contract. No~ S5055633 was previously entered
into bet.ween CITY and CONTRACI"OR for the pro-vision of various
educational services related to stu!!ents of the unified school
district, aDd it has been amended from time to time; and
WHER:£AS. both pa.rt.ies desire to renew-saId agreement for
an a~tiooal one-year term and to modify the sectioas set forth
below;:
NOII~ THEREFORE, in consideration of their Imltual
covenants, the parties hereto agree as fol1ovs~
SiCl'ION 1.. The folloving pa:;-agraphs of Contract No ..
SS(J55H3 are hereby amended to read as follows. as of J'J.ly 1, 1995:
a. ·Q]N"?l'COOR~ In.cluding matching fundS under t.his
Agreement to provide two (2} part·time COI!IIIUllity counselors (one at
Gwln High SChool and one at Palo Alto High SChool) whe shall
address predictable issues in adolescence on & regular, halt-time
basis ii.ndi i.ncrease student access to personal counseling se:rvices ..
Reports shall be submitted by CONTkACTOR to CITY .. s described in
Bxhihh 'A' for the periOlis eoding November 30, 1935. February 29.
U96, and June 30, :1.996. within fifteen (15) days .. fter each period. .
b. ~.
1995 and terminate on
provided herein.
This agreeIr~t s,ball commence on July 1.,
J~.-me 30 s 1996 .. \lDless sooner t-erminat-e~ as
c. CC1<PENS!TTPN. Payment shall be made within fifteen
{loS} days of iDvoice sllbnitt.ed by June 30, 1.996, for administra.tive
costs, subj"ect to CITY revieW' and audit.. Total payment shall not
exceed POrty Thousand Dollars 1$40. O~l for the terli1 specitie~.
~. $40 .. 000 .. -
SgcTION 2. The following exhibies to Contract No.
S5055633 are her~f ~eleted and replaced to read. as of July 1.
1
.. '-
•
1995, .. set f~rth in the exhibits att&ched hereto an6 incorporated
iQ full by this refereQCe:
a. Exl1il:>it "A" OQtitled '1.995-1996 Scope of Services'_
b~ EXhibit liB" entitled 'Contract Budget· .. ·
c.. E:xh1bit lie-ent.itled ·Certifica.te of Insurance
Regui remenu' _
Sl!C'l'ION 1. Except &s he rein modi! ted. all other
p<"Ovision& of an6 ~ts to said agreement sbAll remain ill full
force an6 effect.
!l{ WI'l"NESS WHKREOi'. th~ parties hereto have executed this
"Ame~t No. 1 O!l the date first above written.
ATl'ESr:
City Clerk.
APPROVE!> AS TO FORK:
seliior Asst. City Attorney
APPROVEO:
Assistant City Manager
Director of Finance
Director of Community
Service.s
lisk Manager
APPmV'ED AS TO CONTEN'!:
Human Services ~~nistrator
Attac.blllellts:
CITY OF pl\LO ALTO
Yaayor
Pl\LO ALTO UNIFIBI> SCHOOL
DIS~
By: "\)',,=./1. -rG.ea J
IU :]::n (.....1..-~ IM,.. . £e"F?'" \...t, t 'b-..
EXHIBIT .,A'
EXRISIT -SII
EXHIBIT 'e ll
1995-96 Scooe of servic~s
Contract Budget
Certificate of Insurance Requirements
2
•
cnTlFlCU'l OP ACDIOIfL&I>QiI&ii'
(Civil Code 5 118S)
STATE OF ___________ .l
)
COOIIH OF I
;:;orrr;;-:r.:-=::r-.... be: ore me • • !l public in and for .. i" County, personally appeared
7;::;:-::;;;:;;;=:O-;-:;::-:=~;-;=:-;:=7.:~.-;::;rr=' personally known to me {<>r ~0Yed to me OIl the basis of satisfactory ev1"ence) to be the
person!.) vbose !WIler.) is/are subscribed to the within instrument,
ancS ilcla>ovlecSgecS to J[le that he/she/they execute" t.be same in
bi8/ber/their authorized capacity!iesl. and that by hiS/her/their
signature{S) on the instrumeLt the person(SJ~ or ~h~ entity upon
behalf of Which the personCS) aceed, execu~ed the inst~t.
wn1l!!SS "'Y_ baneS and officlal seal.
3
J\M!!I!!'!!C!!!I' 110. , ro COII"l"RAC"l" IJO. C0005177
103"l'W1IIIlI "rlIlI eln OJ!' I'IoLO J\I.'rO AlII!)
PDfDIS1lt.A DIU. DIJ!'OIlXUIOIf AlIIl) UPDIIAL SBIIVICSS. Die.
POll DII'OIDTIOII JU'I!) BOOS DlQ SBllVICBS
r1.06l Tear 1"5-1"5
" ... ~--:-:~-.-.<-.
Tl!IS »mNI:MENT NO. 6 to Contract No. CO006217 is entered
into ~ 1S1S1'i ... by and between the CITY OF PALO ALTO. a
municipal c<>rponticn of the State of california ,"CITY') and the
PD"INSULA AlUlA INFORMATION AND iU:I'ERRAL SERVICES. INC.. a
corporatiqn o~zed aDd existing under tbe Nonprofit Corporation
Law of the: State of california (Taxpayer Identification Nwnber
51-0.192551). 'Whose a.ddress is 3990-'Ventura. C~rt~ Pa.lo Alto~ CA
94306 ('CORPORATION').
i Bel T ,. L S:
1i'BBR.E.AS.. Contract No. C()OC'6271 was previously entered
int.o betveen CITY and CORPORATION for the provision of info:::m-ation
aDd referral services related to nonprofit. and human service
agec..cies as well as hoUSing iss'J.es ... and it has 'been amended from
-t1l'te to .ti.me: aDd
WHEREAS .. both parties desire to renew said agreemen,t for
an additiona1 oae·yeac term and to modify the sections set forth
~l~; ~
NOW.. TH&R.EPOU.. in consideration of their mutual
covena.o..ts" the parties hereto agree as follows!.
SRCT10N 1. The following paragraphs of Contract No ..
~~27~ are hereby amended to read as follows. as of July 1. 1995:
a. Paragraph '(.).
'{a) n.&HS:. This agreement shall commence on
July 1. 1.9.905 and. teaninate on June 30 .. 1996. unless sooner
terr~nated as provided herein.'
b. Paragraph 5 {b}.
'(b} Q»IPENSATION. CITY agrees to eorrpensate
CORPORATION for the full performance of its services UDder this
agreement in a total sum not. to exceed Porty-six Thousand Nine
Hundred Twenty Dollars ($46,920) in General Fund money."
SRCTIO!" '. The following exhibit.s to Contract No.
COO'06217 are hereby deleted aod replaced to read~ as of July 1 ..
1995 .. as set forth in the exhibits attached hereto and incorporated
in full by this reference:
a. i:xhibit 'A' entitled '1995·1996 Scope of Se:ndet."'s' ..
b. EXhibit ·8' entitled -1996-1396 Contract Budget-.
1
..
'.
"
SECTION 1.. Except as herein modified, all other
provisiace of and-amendments to said agreement shall remain in full
force and effece.
IN Wrnmss WHEP.BOF ... the parties hereto 'have executed. tr.1s
Amendment the date tir~t above written.
City Clerk
Senior Asst. City Attorney
Assistant City Manager
Directo~ of Finance
Director of Coumuni ty
Services
:Risk Manager
Human services Administrator
Attachments:
ex'I'Y OF PALO M!ro
)Ii.ayor
PSliINSULA AREA INFOR!'IATION A."" REFERAA.L SERVICES
By, ____________________ __
Its, ______________________ _
Taxpayer Identification No.:
51-OH2551
EXHIBIT IAI
EXHIBIT lB'
EXHIBIT ·C·
Scop·e -of Services
Contract Budget
Insurance Coverage
2
-.
CDTIno.n OF ~
(Ch"il Code I 11e9)
STAT!! 01' ____________ _
COONTY .OP ___________ _
on • before me"
, a notary Voblic in and for said County, personally
appeared _______ --_--~---~_---~ __ ~ ___ ~
_~ __ ~-. personally known to. me (or proved to me 00. t.he basis of
satisfactory evidence) to be the person(s) whose name{sl is/are
subscrLbed to. the within inst~~nt. and ~cknowledged to me that
he/she/they executed the same in his/ her/thei~ authorized
capaclty/iesJ, and that by his/her/their signature!s) on the
instrument the person{s). or the entity upon behalf of which the
person (s) acted ... executed the iustrum.P.I!t ~
WITNESS my hand and official seal ..
3
'·· .... i 110& ., 'fO C<*"rUCI .0. C00011'1" .. i.au 'fIIlI Cl"I'Y or ,lU.<> .... ~ AIR)
~oa (.'QORllDI&TUG COCIICn. o. \'1m .ALo AL'l'O _, IlIC.
POll SDnC118 fO ... ,011 CITJUIIS
'iBcal T~ 1tt5-1'"
TIllS AMINIMIIiT BO. , to Contract No. C<l~1714 ia e"tered
illto • 1995, by and between t.he CITY 01' PALO ALTO. a
IllUDlelpal eorporaUoa of the State of California ('CIT-i') and tbe
SIlUOR. COORDIlllATLNG COONCIL 01' TI!K PALO ALTO UJiA, DIe., a
corponUon C>ri8Dlzed lJld ex!atiog under tbe Nonprofit Corporation
Law of t.be State of ~tfornl& (Taxpayer r4entifieation Number ~ •.
14!054'). wboae addre.8 i. 'SO Bryant Street, Palo Alto, CA 94301
(·COR.l'ORA'l"ION'" •
lIl!BR£AS, Contact No. COiXll114 lfllS previously entered
into bet_ CITY and OORPOiIATrOli Ce>r the provIsion of services to
.enlor citieene in t.he Pale> Alto are .. , and it hes been _ from
elM to time; and
1nlRp&lS. bot.h partiea desire to renew said agreement. for
~ .... <3cSitl=-l one·year t.en> and t.o II'OdUy the IIecUoca eet forth
below;
_, TBB1UIIFORl!, in consideration of tlleir IllUtud
C0¥eD&Dt8. the p&r~iee hereto agree ae follows:
SICTIQlI 1. The following parasrapba of Contract No.
c0001714 u.o hereby IIIIII!OOed to read &II foUon, .... of July I, U9S:
a. Paragr .. ;.!> " r .. ).
• (a) IIilIII!. 'fills agre ...... nt aball COI!I!IellCe on
.:JUly 1, 1.995 and t.e<m1nate on June 30. U96. un1888 sooner
terminate4 a. provided herein.'
1>. Paragraph 5 (b).
"(b) CCJMPINSlttTIOII. CITY agrees to cOIIIpellSate
CORFORATJ:OB CGr t.he full performance ot ita aervi."ea uncl.er thill
agr-.nt { .. a eatal Bum not: to exceed Three Hundred Seventy-five
Thousand Six Hundred Ninety·six Dollar. ($375,696) in .. ccord&nce
with the budget oet forth 1n lIl<IUbit "iI". 'fII15 __ include.: 'l'hree
Hundred SIxty·four Thousand Six Hundred Ninety·six Doll_ra
(.364, "" In Gen.ral FUnd money ...", Bl~en 'fhouslll>d Dollan
($11.0«1) ill C'om>mlty Oevel.opoent Block Grant I"C!lBO") IIIOIley. The
alIIG lIIC<Iey IIhall be allocated to subsidize bane repair aemces for
low in<X1llOll seniors. Funds committed under the CDI!G program are
cooc:irlgent upciD CITY receiving the {ntended appropriation from the ,..sera! Departaent of SOuaing and Urban Development.'
1
''.
'sICTICliI' 2~ The falloring exhibits to Cca~race No,.
<:0001114 are hereby deleted aDd replaced to read, 58 of July 1,
1195, .... t forth in the exhil:>1te attached bereto aad lncoq><>rated
In full by this re!erenee:
a~ RXbibit IAI entitled '1995-1996 Scope of Service.·~
b. Bxblbit '8' entitled '1996-1~96 Contract Budget'.
c. Ixhibit Ie' entitled 'Insurance coverage-.
SICTIQI[ 1. Bxcepe as herein ",,,.HUed. all other
prOlri.doca of and lIl"en&.enta to &aid "greemem: shall rema in in full
Loree and effect.
Ill' III'IlIB9S lIHBRBOP, t:h6 partie. hereto bave executed this
~Ddment the date first above written.
M"TSST. CITY OF PALO oU,ro
city Clerk Mayor
Al'P9;O'iBI) 1.5 'fQ FORM:
s9iiIor ABat. cIty AttOnley
APPROVlIO:
ABBIstant City Manager
Dlr. of CQnm.ulity ServIces
Director of Aailn,. Service.
iI." Manager
APPROVlIO AS TO COllTSNT:
Human BeiVicea Administrator
Attacle&Jlt.:
UlUBIT IAI::
BXJil8YT '.B IJ :
.uJUBlT ·e·:
SCope of Service.
Con-tract Budget
Icauran<:e Coverage
.
-.
cu.ttl'lCAft 01' l&C.QOIIltW"w,.t
ICivil Code • 1189)
STATIOI' )
)
<XJfJlIilJ or )
on .. before me.
, a ~ry public in and for 8a14 Coun~7. pereonally
appeil%'e<S • penoOlJally _ to ~ {or proved to me on the bad. of
.atl.factory evidence} to be tbe persont.) wbo8e aam.t.) is/are
8ul>ecdbed to the withIn l".trument. and acknowledged to .., that b., .. he/they executed the aame in biBl her/their authorized
c:apacltyliel}. and that 1'Y hb/her/thelr signature I.) on the
lnatrument tbe paraon!.), or the entIty upon behalf of whIch the
peraoa r.) acted .. execu.t.ed tbe inatrument.
WITRBSS my hand and official seal.
3