Issued Date: 07/06/2021
Jeff
Outfront Media
1695 Eastshore Hwy
Berkeley, CA 94710
** DETERMINATION OF NO HAZARD TO AIR NAVIGATION **
The Federal Aviation Administration has conducted an aeronautical study under the provisions of 49 U.S.C., Section 44718 and if applicable Title 14 of the Code of Federal Regulations, part 77, concerning:
Structure: Billboard Public Storage Update
Location: Santa Clara, CA
Latitude: 37-22-39.89N NAD 83
Longitude: 121-56-41.96W
Heights: 24 feet site elevation (SE)
60 feet above ground level (AGL)
84 feet above mean sea level (AMSL)
This aeronautical study revealed that the structure would have no substantial adverse effect on the safe and efficient utilization of the navigable airspace by aircraft or on the operation of air navigation facilities.
Therefore, pursuant to the authority delegated to me, it is hereby determined that the structure would not be a hazard to air navigation provided the following condition(s) is(are) met:
As a condition to this Determination, the structure is to be marked/lighted in accordance with FAA Advisory circular 70/7460-1 M, Obstruction Marking and Lighting, red lights-Chapters 4,5(Red),&15.
Any failure or malfunction that lasts more than thirty (30) minutes and affects a top light or flashing obstruction light, regardless of its position, should be reported immediately to (877) 487-6867 so a Notice to Airmen (NOTAM) can be issued. As soon as the normal operation is restored, notify the same number.
It is required that FAA Form 7460-2, Notice of Actual Construction or Alteration, be e-filed any time the project is abandoned or:
__X__ At least 10 days prior to start of construction (7460-2, Part 1) __X__ Within 5 days after the construction reaches its greatest height (7460-2, Part 2) See attachment for additional condition(s) or information.
This determination expires on 01/06/2023 unless:
•
(a) the construction is started (not necessarily completed) and FAA Form 7460-2, Notice of Actual Construction or Alteration, is received by this office. (b) extended, revised, or terminated by the issuing office. (c) the construction is subject to the licensing authority of the Federal Communications Commission (FCC) and an application for a construction permit has been filed, as required by the FCC, within 6 months of the date of this determination. In such case, the determination expires on the date prescribed by the FCC for completion of construction, or the date the FCC denies the application.
NOTE: REQUEST FOR EXTENSION OF THE EFFECTIVE PERIOD OF THIS DETERMINATION MUST BE E-FILED AT LEAST 15 DAYS PRIOR TO THE EXPIRATION DATE. AFTER RE-EVALUATION
OF CURRENT OPERATIONS IN THE AREA OF THE STRUCTURE TO DETERMINE THAT NO
SIGNIFICANT AERONAUTICAL CHANGES HAVE OCCURRED, YOUR DETERMINATION MAY BE ELIGIBLE FOR ONE EXTENSION OF THE EFFECTIVE PERIOD.
This determination is subject to review if an interested party files a petition that is received by the FAA on or before August 05, 2021. In the event a petition for review is filed, it must contain a full statement of the basis upon which it is made and be submitted to the Manager of the Rules and Regulations Group. Petitions can be submitted via mail to Federal Aviation Administration, 800 Independence Ave, SW, Washington, DC 20591, via email at [email protected], or via facsimile (202) 267-9328.
This determination becomes final on August 15, 2021 unless a petition is timely filed. In which case, this determination will not become final pending disposition of the petition. Interested parties will be notified of the grant of any review. For any questions regarding your petition, please contact Rules and Regulations Group via telephone – 202-267-8783.
This determination is based, in part, on the foregoing description which includes specific coordinates, heights, frequency(ies) and power. Any changes in coordinates, heights and frequencies or use of greater power, except those frequencies specified in the Colo Void Clause Coalition; Antenna System Co-Location; Voluntary Best Practices, effective 21 Nov 2007, will void this determination. Any future construction or alteration, including increase to heights, power or the addition of other transmitters, requires separate notice to the FAA. This determination includes all previously filed frequencies and power for this structure.
If construction or alteration is dismantled or destroyed, you must submit notice to the FAA within 5 days after the construction or alteration is dismantled or destroyed.
This determination does include temporary construction equipment such as cranes, derricks, etc., which may be used during actual construction of the structure. However, this equipment shall not exceed the overall heights as indicated above. Equipment which has a height greater than the studied structure requires separate notice to the FAA.
This determination concerns the effect of this structure on the safe and efficient use of navigable airspace by aircraft and does not relieve the sponsor of compliance responsibilities relating to any law, ordinance, or regulation of any Federal, State, or local government body.
This aeronautical study considered and analyzed the impact on existing and proposed arrival, departure, and en route procedures for aircraft operating under both visual flight rules and instrument flight rules; the impact on all existing and planned public-use airports, military airports and aeronautical facilities; and the cumulative impact resulting from the studied structure when combined with the impact of other existing or proposed
structures. The study disclosed that the described structure would have no substantial adverse effect on air navigation.
An account of the study findings, aeronautical objections received by the FAA during the study (if any), and the basis for the FAA's decision in this matter can be found on the following page(s).
If we can be of further assistance, please contact Daniel Shoemaker, at (206) 231-2989, or [email protected]. On any future correspondence concerning this matter, please refer to Aeronautical Study Number 2021-AWP-3159-OE.
Signature Control No: 472876403-487090766 ( DNH )
Steve Phillips
Manager, Obstruction Evaluation Group
Attachment(s)
Additional Information
Map(s)
Additional information for ASN 2021-AWP-3159-OE
Aeronautical Study Number 2021-AWP-3159-OE
Abbreviations
AGL - above ground level AMSL - mean sea level RWY - runway VFR - visual flight rules IFR - instrument flight rules nm - nautical mile Part 77 - Title 14 Code of Federal Regulations (CFR) Part 77, Objects Affecting Navigable Airspace
1. LOCATION OF PROPOSED CONSTRUCTION
This proposal is for a 60-foot AGL (84-foot AMSL) billboard, to be located approximately 1702 feet northwest of the RWY 12R threshold, and approximately 2990 feet northwest of the Runway 12R displaced threshold, at Norman Y. Mineta San Jose International Airport (SJC) in Fresno, CA. The SJC airport elevation is 62 feet AMSL.
2. OBSTRUCTION STANDARDS EXCEEDED
The structure is identified as an obstruction under the following Part 77 standards:
a. Section 77.17.(a)(3): A height within a terminal obstacle clearance area, including an initial approach segment, a departure area, and a circling approach area, which would result in the vertical distance between any point on the object and an established minimum instrument flight altitude within that area or segment to be less than the required obstacle clearance. This proposed billboard would have the following effects on IFR operations at SJC:
1) RWY 30L: Penetrates the 40:1 instrument departure slope in the initial climb area (ICA) by four feet, requiring a TAKE-OFF MINIMUMS AND (OBSTACLE) DEPARTURE PROCEDURE, NOTE: RWY 30L, billboard 1675 feet from departure end of runway, 307 feet right of centerline, 60 feet AGL, 84 feet AMSL.
However, it would not increase the minimum weather requirements or the minimum required climb gradient for the departure procedure.
2) RWY 30R: Penetrates the 40:1 instrument departure slope in the initial climb area (ICA) by five feet, requiring a TAKE-OFF MINIMUMS AND (OBSTACLE) DEPARTURE PROCEDURE, NOTE: RWY 30R, billboard 1675 feet from departure end of runway, 392 feet left of centerline, 60 feet AGL, 84 feet AMSL.
However, it would not increase the minimum weather requirements or the minimum required climb gradient for the departure procedure.
b. Section 77.19(d): The approach surface area designated under 77.19 to protect aircraft during the final approach phase of flight. The proposed billboard would exceed the SJC RWY 12R approach surface by 17 feet, and the SJC RWY 12L approach surface by three feet.
3. EFFECT ON AERONAUTICAL OPERATIONS
a. The impact on arrival, departure, and en route procedures for aircraft operating under VFR: The proposed billboard would exceed the SJC RWY 12R Part 77 approach surface area by 17 feet and the SJC RWY 12L approach surface by three feet. It would not exceed the SJC visual traffic pattern protected airspace, however.
b. The impact on arrival, departure, and en route procedures for aircraft operating under IFR: The proposed billboard would penetrate the SJC RWY 30L 40:1 instrument departure slope in the ICA by four feet and the SJC RWY 30R 40:1 instrument departure surface in the ICA by five feet, requiring a notes in the TAKE-OFF MINIMUMS AND (OBSTACLE) DEPARTURE PROCEDUREs to alert pilots to its presence.
c. The impact on all planned public-use airports and aeronautical facilities: None.
d. The cumulative impact resulting from the proposed construction or alteration of a structure when combined with the impact of other existing or proposed structures: None.
4. CIRCULATION AND COMMENTS RECEIVED
The proposal was circularized for public comment on 21 May 2021. The public comment period ended on 27 June 2021, and no responses were received as of that date.
5. DETERMINATION - NO HAZARD TO AIR NAVIGATION
It is determined that the proposed construction would not have a substantial adverse effect on the safe and efficient use of navigable airspace by aircraft.
6. BASIS FOR DECISION
Part 77 establishes standards for determining obstructions to air navigation. A structure that exceeds one or more of these standards is presumed to be a hazard to air navigation unless the obstruction evaluation study determines otherwise. The fact that a proposed structure exceeds a Part 77 surface does not automatically make it a hazard. While the proposed billboard would penetrate the SJC RWY 12R Part 77 approach surface by 17 feet and the SJC RWY 12L Part 77 approach surface by three feet, it would not penetrate the visual traffic pattern protected airspace, and would not interfere with any radio or visual navigational or landing aids. It would penetrate the RWY 30R 40:1 instrument departure surface by four feet and the RWY 30L 40:1 instrument departure surface by five feet, but these penetrations would not require increases to the departure procedures' minimum weather requirements or minimum climb gradients, and would require only notes in the respective runways' TAKE-OFF MINIMUMS AND (OBSTACLE) DEPARTURE PROCEDURES.
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Sectional Map for ASN 2021-AWP-3159-OE
City of Santa Clara MMRP
630 Laurelwood Road LED Digital Billboard Project January 2022 Mitigation Monitoring and Reporting Program
for 630 Laurelwood Road
Digital LED Billboard Project
File No.: PLN2020-14594
City of Santa Clara 1 MMRP
630 Laurelwood Road LED Digital Billboard Project January 2022 Mitigation Monitoring and Reporting Plan (MMRP) for the 630 Laurelwood Road LED Digital Billboard Project in the City of Santa Clara
Environmental
Impact
Mitigation
Measures
Responsibility for
Implementation
Oversight of
Implementation
Timeframe for
Implementation
Air Quality
Impact AIR(c):
The construction of
the proposed
project would result
in exposure of
sensitive receptors
to substantial
pollutant
concentrations.
Mitigation Measure AIR-1.1. The BAAQMD has prepared a list of feasible construction dust control measures that can reduce construction impacts to a level that is less than significant. The following construction practices applicable to the project shall be implemented during construction of the proposed project:
▪ All exposed surfaces (e.g., parking areas, staging areas, soil piles, graded areas, and unpaved access roads) shall be watered two times per day.
▪ All haul trucks transporting soil, sand, or other loose material off - site shall be covered.
▪ All visible mud or dirt track-out onto adjacent public roads shall be removed using wet power vacuum street sweepers at least once per day. The use of dry power sweeping is prohibited.
▪ All vehicle speeds on unpaved roads shall be limited to 15 mph. ▪ All ro adways, driveways, and sidewalks to be paved shall be completed as soon as possible after grading to minimize dirt and soil exposure. Building pads shall be laid as soon as possible after grading unless seeding or soil binders are used.
▪ Idling times shall be minimized either by shutting equipment off when not in use or reducing the maximum idling time to 5 minutes (as required by the California airborne toxics control measure Title 13, Section 2485 of California Code of Regulations [CCR]). Clear signage s hall be provided for construction workers at all access points.
▪ All construction equipment shall be maintained and properly tuned in accordance with manufacturer’s specifications. All equipment shall be checked by a certified mechanic and determined to be running in proper condition prior to operation.
▪ Post a publicly visible sign with the telephone number and person to contact at the Lead Agency regarding dust complaints. This person shall respond and take corrective action within 48 hours.
Project applicant and
contractors
Community
Development
Director
During
construction
City of Santa Clara 2 MMRP
630 Laurelwood Road LED Digital Billboard Project January 2022 Environmental
Impact
Mitigation
Measures
Responsibility for
Implementation
Oversight of
Implementation
Timeframe for
Implementation
The Air Dist rict’s phone number shall also be visible to ensure compliance with applicable regulations.
Biological Resources
Impact BIO(d):
The construction of
the proposed
project would
interfere
substantially with
the movement of
any native resident
or migratory fish or
wildlife species or
with established
native resident or
migratory wildlife
corridors, or
impede the use of
native wildlife
nursery sites.
Mitigation Measure BIO-1.1. Construction and demolition activities shall be scheduled to avoid the nesting season to the extent feasible.
The nesting season for most birds, including most raptors in the San Francisco Bay area, extends from February 1 through August 31.
Project applicant and
contractors
Community
Development
Director, CDFW
Prior to issuance
of demolition or
grading permits
Mitigation Measure BIO -1.2. If it is not possible to schedule demolition between September and January, pre-construction surveys for nesting birds shall be completed by a qualified ornithologist to ensure that no nests will be disturbed during project implementation.
This survey shall be completed no more than 14 days prior to the initiation of construction activities during the early part of the breeding season (February 1 through April 30) and no more than 30 days prior to the initiation of these activities during the late part of the breeding season (May 1 through August 31). During this survey, the ornithologist will inspect all tr ees and other possible nesting habitats immediately adjacent to the construction areas for nests. If an active nest is found sufficiently close to work areas to be disturbed by construction, the ornithologist, in consultation with CDFW, will determine the extent of a construction -free buffer zone to be established around the nest to ensure that migratory bird nests will not be disturbed during project construction.
Project applicant and
contractors
Community
Development
Director, CDFW
Prior to issuance
of demolition or
grading permits
City of Santa Clara 3 MMRP
630 Laurelwood Road LED Digital Billboard Project January 2022 Environmental
Impact
Mitigation
Measures
Responsibility for
Implementation
Oversight of
Implementation
Timeframe for
Implementation
Cultural Resources/Tribal Cultural Resources
Impact CUL(b, c):
The construction of
the proposed
project could result
in a substantial
adverse change in
the significance of
an archaeological
resource pursuant
to 15064.5 or
disturb human
remains, including
those interred
outside of formal
cemeteries.
Mitigation Measure C UL-1.1. If historic/prehistoric artifacts or human remains are discovered during ground disturbing activities, the following measures will be implemented:
▪ In compliance with State law (Section 7050.5 of the Health and Safety Code and Section 5097.94 of the Public Resources Code), in the event that historical artifacts are found, all work within 50 feet of the find will stop and a qualified professional archaeologist will examine the find. If the find is determined to be significant, treatment recommendations will be developed and implemented before earthmoving or construction activities can recommence within the designated resource area.
▪ In compliance with State law (Section 7050.5 of the Health and Safety Code and Section 5097.94 of the Public Resources Code), in the event that human remains are encountered during grading and construction, all work within 50 feet of the find will stop and the Santa Clara County Coroner’s office will be notified. If the remains are determined to be Native American, the Coroner will notify the Native American Heritage Commission to identify the “Most Likely Descendant” (MLD). The City, in consultation with the MLD, will then develop and implement a plan for treatment, study and reinterment of the remains.
Project applicant and
contractors
Community
Development
Director, NAHC
(for human
remains)
During all phases
of ground
disturbing
activities
Hazards and Hazardous Materials
Impact HAZ(b):
The construction of
the proposed
project would
create a significant
hazard to the public
or the environment
through reasonably
foreseeable upset
and accident
conditions
involving the
release of
Mitigation Measure HAZ -1.1. The following measures shall be implemented during billboard removal activities to reduce potential impacts to construction workers associated with lead -based paint or other hazardous building materials (e.g., Universal Wastes):
In conformance with State and local laws, a visual inspection and possible sampling shall be completed prior to the removal of the billboard structures to determine the presence of lead -based paint or other hazardous building materials.
▪ During billboard removal activities, all materials containing lead - based paint shall be removed in accordance with Cal/OSHA Lead in Construction Standard, Title 8, CCR 1532.1, including employee training, employee air monitoring, and dust control.
Project applicant and
contractors
Community
Development
Director
During
excavation,
grading, and
removal activities
City of Santa Clara 4 MMRP
630 Laurelwood Road LED Digital Billboard Project January 2022 Environmental
Impact
Mitigation
Measures
Responsibility for
Implementation
Oversight of
Implementation
Timeframe for
Implementation
hazardous materials
into the
environment.
▪ Any debris or soil containing lead-based paint or coatings shall be disposed of at landfills that meet acceptance criteria for the waste being disposed.
Mitigation Measure HAZ -2.1. If evidence of historic release of hazardous materials is discovered, work will be stopped in the immediate area and soil samples will be collected and analyzed by a qualified environmental professional to determine the type and extent of release and potential health effects to construction workers. The analytical results will be compared against applicable hazardous waste criteria and environmental screening levels (ESLs), and if necessary, the investigation will provide recommendations regarding management and disposal of affected soil an d groundwater. Any contaminated soil and/or groundwater found in concentrations above developed thresholds shall be removed and disposed of according to California Hazardous Waste Regulations. Special health and safety measures and/or soil management pro cedures may also be required during project construction.
Project applicant and
contractors
Community
Development
Director
During all phases
of ground
disturbing
activities
City-Initiated Revisions
Based on comments received from the Santa Clara Valley Water District (Valley Water) on January 5, 2022, the City has initiated the following minor text revisions to Section 4.10, Hydrology and Water Quality, of the Draft IS (deleted text shown in strike-through; inserted text shown in underline). The text revisions below clarify, expand, or update the information presented in the IS/proposed MND. The revised text does not provide new information that would result in any new significant impact or any substantial increase in the severity of an impact identified in the IS/proposed MND, and, therefore, recirculation of the IS/proposed MND is not required.
Section 4.10, Hydrology and Water Quality
The text and associated footnote on page 55 of the Initial Study was revised as follows:
4.10.1.2 Groundwater
The site is underlain by the Santa Clara Plain, Confined, subbasin. In spring 2019, groundwater in the area was recorded at an elevation of about 90.7 feet above sea level. Per Santa Clara Valley Water District (Valley Water) records, the first depth to groundwater is approximately 0 to 10 feet below ground surface at the project site.1
1 Santa Clara Valley Water District. Annual Groundwater Report for Calendar Year 2019 . https://www.valleywater.org/sites/default/files/2020-09/2019_Annual_Groundwater_Report_Web_Version.pdf. Accessed May 7, 2021. Jourdan Alvarado, Valley Water, personal communication, email dated January 5, 2022.
The text on page 55 of the Initial Study was revised as follows:
4.10.1.4 Drainage and Flooding
The project site is located in the Guadalupe River watershed. According to the Federal Management Agency (FEMA), the project site is located in Zone X, which is an area outside the
0.2 percent floodplain and also within an area of reduced flood risk due to levee protection from the one percent (100-year) flood.2
The text on page 57 of the Initial Study was revised as follows:
4.10.3 Hydrology and Water Quality Impacts
Installation of the proposed LED digital billboard would not measurably increase stormwater runoff from the 630 Laurelwood Road project site. Construction of the billboard's foundation structure would result in a small footprint in an already paved area t hat would not substantially impact the amount of runoff from the site or substantially increase impervious surfaces compared to existing conditions. The project site is flat, and, therefore, the potential for erosion on the site is low. The project's earth disturbing activities would consist of drilling a hole (5 feet in diameter and approximately 57 feet deep) for the foundation of the proposed billboard , which could encounter shallow groundwater at the site. If shallow groundwater is encountered during construction, dewatering may be required. To the extent that dewatering activities would be required, water would be stored in tanks, tested, and hauled off -site to avoid and minimize any potential impacts to water quality in the project vicinity. For these reasons, the proposed project would not create additional runoff, diminish water quality as a result of erosion, or otherwise substantially degrade water quality. The proposed project would not result in a significant increase in impervious surfaces and does not require a water supply. Therefore, the proposed project would not decrease groundwater supplies or significantly interfere with groundwater recharge. As a result, the proposed project would not conflict with or obstruct the implementation of a water quality control plan or sustainable groundwater management plan. The project is located within the Lexington Reservoir and Anderson Lake dam failure inundation hazard zones; however, due to existing protections in place dam failure is unlikely and it is not probable that the project would be impacted by dam failure. The project involves a five -foot diameter foundation and its small footprint would not impede or redirect flood flows. The project would not require the use of groundwater or interfere with groundwater recharge, and would not conflict with or obstruct the implementation of a water quality control plan or sustainable groundwater management plan. The project site is not subject to inundation by seiche, tsunami, or mudflow. (Less Than Significant Impact)
Resolution/ 630 Laurelwood Rd – IS/MND Page 1 of 6
Rev. Rev: 1/14/22
RESOLUTION NO. __________
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
SANTA CLARA , CALIFORNIA ADOPTING THE MITIGATED
NEGATIVE DECLARATION (MND) AND THE MITIGATION
MONITORING AND REPORTING PROGRAM (MMRP) FOR THE
PROJECT LOCATED AT 630 LAURELWOOD ROAD, SANTA
CLARA
PLN2020-14594 (Mitigated Negative Declaration)
BE IT RESOLVED BY THE CITY OF SANTA CLARA AS FOLLOWS:
WHEREAS, on August 2, 20 20, Bryan Scott, Outfront Media (“Applicant”) applied for a development application to allow the construction of a new LED digital billboard at 630 Laurelwood Road, Santa Clara (“Project Site”);
WHEREAS, the Project Site is currently zoned as ML -Light Industrial and has the Genera l Plan land use designation of Light Industrial;
WHEREAS, in order to implement the proposed development, the Project Site needs a Billboard Relocation Agreement, to facilitate the construction of a new one faced LED digital billboard, 55 feet in height, a nd with a total advertising surface area of 672 square feet (14 feet by 48 feet) (“Project”) as shown on the Development Plans, as attached as Exhibit “Development Plans”; WHEREAS, a text amendment is being proposed to the Zoning Ordinance that would allow digital billboard signs to exceed the height limit in Section 18.80.050 with the approval of a relocation agreement;
WHEREAS, the California Environmental Quality Act (“CEQA”), Public Resources Code § 21000 et seq., requires a public agency to evaluate the environmental impacts of a proposed project; WHEREAS, this Project was determined after an Initial Study to identify potentially significant effects on the environment which coul d be avoided with the implementation of mitigation measures, resulting in the drafting of a Mitigated Negative Declaration (“MND”) and Mitigation Monitoring and Reporting Program (“MMRP”);
Resolution/ 630 Laurelwood Rd – IS/MND Page 2 of 6
Rev. Rev: 1/14/22
WHEREAS, on December 16, 2021 , the City of Santa Clara (“City”) dis tributed a Notice of Availability of a Initial Study (“IS”) and posted the Notice at the Santa Clara County Clerk’s office, soliciting guidance on the scope and content of the environmental information to be included in the MND;
WHEREAS, in conformance with CEQA, the MND was noticed and circulated for a 20-day public review period from December 16, 2021 to January 5, 2022, and one comment letter was received from the Santa Clara Valley Water District;
WHEREAS, the City Council reviewed and considered the information contained in the MND for the Project;
WHEREAS, the environmental consultants, Denise Duffy and Associates, prepared a “Response to Comments” (RTC) document on the MND that responds to Valley Water’s comments; WHEREAS, on January 10, 2022, at a duly noticed public hearing, the Planning Commission considered the IS, MND, and MMRP, at the conclusion of which, the Planning Commission voted unanimously to adopt a resolution recommending that the City Council approve the IS/MND and MMRP;
WHEREAS, the City Council reviewed and considered the information contained in the MND for the Project;
WHEREAS, on February 10, 2022, the notice of public hearing for the February 22, 2022 City Council meeting was posted in three conspicuous locations within 300 feet of the Project Site, and on February 10, 2022, notice was mailed to interested parties within 300 feet of the Project Site boundaries, in accordance with the City Code; and
WHEREAS, on February 22, 2022 the City Council held a duly noticed public hearing to consider the adoption of the MND, at which time all interested persons were given an opportunity to provide testimony and present evidence, both in support of and in opposition to the project.
NOW THEREFORE, BE IT FURTHER RESOLVED BY THE CITY OF SANTA CLARA AS FOLLOWS:
Resolution/ 630 Laurelwood Rd – IS/MND Page 3 of 6
Rev. Rev: 1/14/22
1. That the City Council finds that the above Recitals are true and correct and by this reference makes them a part hereof.
2. That based on the whole record before it, the City Council hereby finds that all potentially significant environmental impacts that may directly or indirectly result from the Project would be reduced to a less than significant level by the mitigation measu res specified in the MND and MMRP and that there is no substantial evidence that the project will have a significant effect on the environment.
3. That the City Council hereby finds that the MND is complete, prepared in compliance with CEQA, and represents the independent judgment of the City Council.
4. That the City Council hereby finds that the MND completed for this Project has been completed in compliance with CEQA, and that approval of this Project as mitigated will have no significant negative impacts on the area’s resources, cumulative or otherwise, as the impacts fall within the environmental thresholds identified by CEQA, and hereby adopts the MND.
5. That, in order to comply with Public Resources Code Section 21081.6, the City Council hereby adopts the Mitigation Monitoring and Reporting Program as set forth in the attached “MMRP”. The Program is designed to ensure that, during project implementation, the City, affected landowners, their assigns and successors in interest and any other responsible parties comply with the feasible mitigation measures identified. The MMRP identifies, for each mitigation measure, the party responsible for implementation.
6. That the City Council hereby designates the Planning Division of the Community Development Department as the location for the documents and other materials that constitute the record of proceedings upon which this decision is based and designates the Director of Community Development as the custodian of records.
//
Resolution/ 630 Laurelwood Rd – IS/MND Page 4 of 6
Rev. Rev: 1/14/22
//
//
7. Effective date. This resolution shall become effective immediately.
I HEREBY CERTIFY THE FOREGOING TO BE A TRUE COPY OF A RESOLUTION PASSED
AND ADOPTED BY THE CITY COUNCIL OF THE CITY OF SANTA CLARA, CALIFORNIA, AT A REGULAR MEETING THEREOF HELD ON THE 22nd DAY OF FEBRUARY 2022, BY THE FOLLOWING VOTE:
AYES: COUNCILORS:
NOES: COUNCILORS:
ABSENT: COUNCILORS:
ABSTAINED: COUNCILORS:
ATTEST:
NORA PIMINTEL, MMC
ASSISTANT CITY CLERK
CITY OF SANTA CLARA
17558790.3
BILLBOARD RELOCATION AGREEMENT
BY AND BETWEEN THE
CITY OF SANTA CLARA, CALIFORNIA
AND
OUTFRONT MEDIA LLC
PREAMBLE
This billboard relocation agreement ("Agreement") is by and between OUTFRONT Media LLC, a Delaware limited liability company, with its principal place of business located at 405 Lexington Avenue, New York, NY 10174 ("Advertiser"), and the City of Santa Clara, California, a chartered California municipal corporation with its primary business address at 1500 Warburton Avenue, Santa Clara, California 95050 ("City"), City and Advertiser may be referred to individually as a "Party" or collectively as the "Parties" or the "Parties to this Agreement."
RECITALS
A. California Business & Professions Code section 5412 encourages local governments and owners of billboards to enter into relocation agreements, pursuant to which local governments can continue development in a planned manner without expenditure of public funds, while allowing the continued maintenance of private investment and a medium of public communication;
B. Sections 18.80.220-.221 of the Code of the City of Santa Clara, California ("SCCC") limit the total number of billboards within the City limits and prohibit the construction of additional billboards, except through billboard relocation agreements pursuant to Business & Professions Code section 5412 and the City Council Policy Statement for Billboard Relocation Agreements;
C. Pursuant to the City Council Policy Statement for Billboard Relocation Agreements, in order to receive approval of any new billboard installation, an advertiser must agree to remove three sign faces for each new sign face installed;
D. Advertiser is the owner of a number of billboard panels and structures within the City of Santa Clara, and seeks City approval for the installation of a new billboard in consideration for the removal of three (3) sign faces within the City's limits in accordance with the City Council Policy Statement for Billboard Relocation Agreements, as explained in more detail below;
E. As consideration for the removal of the three (3) sign faces from obsolete billboards in accordance with the terms of this Agreement, City will grant Advertiser the right to construct, install, relocate, maintain and operate a new billboard with one (1) digital face as provided below;
F. City previously granted Advertiser a "credit" for removal of a two-sided billboard located 4545 Stevens Creek Boulevard pursuant to a Billboard Banking Agreement dated May 11, 2017, as amended December 16, 2020 and December 7, 2021;
G. Business & Professions Code section 5443(b) provides that the California Department of Transportation ("Caltrans") shall issue a permit for a display in the vicinity of a landscaped freeway if the display is being placed pursuant to a relocation agreement
17558790.3
with a government entity that commits to the removal of another display in the vicinity of a landscaped freeway;
H. Advertiser intends to remove one additional billboard face outside the City limits that is within a landscaped freeway segment, for a total removal of four (4) billboard faces (“Project”); and
I. On July 23, 2021, City prepared an Initial Study pursuant to the California Environmental Quality Act (CEQA) (Pub. Resources Code, § 21000 et seq.) Based upon the Initial Study, City prepared, posted and distributed a Mitigated Negative Declaration ("MND"), which the City Council adopted on February 22, 2022. The MND concluded based upon substantial evidence that the Project as mitigated would not result in any significant environmental impacts.
J. The City Council Policy Statement for Billboard Relocation Agreements, as identified above, address important municipal policies involving urban blight, general aesthetics, and land us compatibilities, implementing visions and policies for development in a planned manner as codified in the City's General Plan and City Code.
K. Outdoor Advertising Act section 5443(b) provides that Caltrans shall issue a permit for a display in the vicinity of a landscaped freeway if the display is being placed pursuant to a relocation agreement with a government entity that commits to the removal of another display in the vicinity of a landscaped freeway.
L. In addition to other public benefits that will fund municipal programs that benefit the public welfare, this Agreement will serve the public interest by allowing the City to continue its development in a planned manner and promoting business and commerce within the City. To this end, this Agreement will ensure public monies are available to facilitate public programs, including planning-related programs, as well as further improve visual quality of the community by removing and relocating certain billboards identified in this Agreement.
M. The Outdoor Advertising Act, including Sections 5412, 5443, and 5443.5 thereof, empower City and Developer to enter into billboard-related agreements on whatever terms are agreeable to such parties, and the City has adopted this Agreement in accordance with these statutes.
N. On February 22, 2022, the City Council of the City, at a duly noticed hearing to consider the approval of this Agreement, considered the proposal and heard testimony and, based on such testimony and all other evidence in the administrative record of proceedings, hereby finds that this Agreement is in the best public interest of the City and its residents; this Agreement constitutes a present and valid exercise of the City’s police power; that this Agreement is consistent with the City’s General Plan, City Code, and all other applicable law; and that this Agreement and the proposed Project, as defined below, will achieve a number of City planning and development objectives and public benefits.
NOW, THEREFORE, in consideration of the above recitals (which are incorporated into this Agreement as if set forth in full herein) of the mutual covenants hereinafter contained and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows::
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AGREEMENT PROVISIONS
1. DEFINITIONS
A. "Obsolete Billboards" shall mean the four (4) billboard faces as listed and described in more detail in Exhibit A, entitled "Obsolete Billboards," attached hereto and incorporated herein by this reference.
B. "Demolish" or "Demolition" shall mean the removal of sign faces, supporting structures, necessary portions of the foundations and all electrical facilities and services associated with the Obsolete Billboards.
C. "New Billboard" shall mean the new digital billboard to be installed with one (1) digital sign face, as described and depicted in more detail and at the location indicated in Exhibit B, entitled "New Billboard," attached hereto and incorporated herein by this reference.
D. "Removal" shall mean the hauling away from the site of all materials and debris resulting from demolition.
E. "Repair" shall mean back-filling any foundation holes caused by the removal of the Obsolete Billboards or the New Billboard, as applicable, in order to restore the removal area at grade, and includes but is not limited to repaving, planting of landscaping or other retrofit work to bring conditions of disturbed area into a state that is safe and aesthetically compatible with the surrounding environment, to the reasonable satisfaction of the Director of Planning and Inspection.
2. TERM OF AGREEMENT
This Agreement shall commence on the "Effective Date," which is the date that the final signatory executes the Agreement. This Agreement shall terminate when the following conditions are fully satisfied:
A. When the removal of all Obsolete Billboards listed in Exhibit A is completed, as described in Section 4; and
B. When the New Billboard listed in Exhibit B is fully constructed and operational, including the installation of advertising materials.
3. GOVERNMENT PERMITS
This Agreement is contingent upon Advertiser receiving all required governmental approvals and permits, including but not limited to approval from the California Department of Transportation ("Caltrans"), prior to commencing work on either removal or installation.
The Parties agree that time is of the essence and further, that they will use best and reasonable efforts to cooperate in connection with any permits or approvals required from other governmental agencies and City will use its best and reasonable efforts to timely issue all City permits and approvals necessary for Advertiser's timely compliance
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with this Agreement. The Parties agree to execute in a good faith effort additional supportive documents, as necessary, for Advertiser to seek and obtain the approvals described herein. The foregoing should not be interpreted to constrain the City's discretion in considering permit or approval applications submitted by Advertiser with respect to the Project.
4. REMOVAL OF OBSOLETE BILLBOARDS
Within 90 days after obtaining all required government permits pursuant to Section 3, as partial consideration for the New Billboard installation, Advertiser shall apply for a demolition permit from City for each of the Obsolete Billboards located within the City limits that have not already been legally demolished. Promptly after receipt of such demolition permit, Advertiser shall demolish the Obsolete Billboards in accordance with the provisions and requirements of the demolition permits, shall remove all materials and debris resulting from such demolition, and shall Repair the site(s) of the Obsolete Billboards. For the billboard located outside of the City limits, if no demolition permit is required, Advertiser shall remove the Obsolete Billboard within 90 days of obtaining all government permits pursuant to Section 3. The Parties, however, agree to extend the date for removal of the Obsolete Billboards in the event there is a legal challenge to any governmental approvals contemplated under this Agreement; in the event that the date of removal is extended, Advertiser agrees that it shall not construct the New Billboard until the Obsolete Billboards are removed. Advertiser shall demonstrate, to the reasonable satisfaction of the Director of Planning Inspection, that all Repair work has been completed, and shall demonstrate, to the reasonable satisfaction of the Director of the Electric Utility, that all electric services were terminated to the Obsolete Billboards.
5. FURTHER COMPENSATION
Pursuant to the City Council Policy Statement for Billboard Relocation Agreements, as further consideration for the New Billboard installation, Advertiser agrees to pay City Seventy Thousand Dollars ($70,000.00) per billboard face for the New Billboard (the "Billboard Fee"). Advertiser shall pay the total amount due no later than immediately prior to the issuance of the building permit for the New Billboard. City shall keep the Billboard Fee in an account that is not commingled with other municipal fees until the City issues the building permit for the New Billboard and until it receives notice from Advertiser that Advertiser has received all required permits pursuant to Paragraph 3. If Advertiser is unable to obtain all required permits and cannot proceed with construction of the New Billboard, Advertiser shall promptly notify the City that it is terminating the Agreement pursuant to Paragraph 12, whereupon the City shall reimburse Advertiser for the Billboard Fee within ten (10) days.
6. INSTALLATION, OPERATION AND MAINTENANCE OF NEW BILLBOARD A. After obtaining all required government permits pursuant to Section 3, Advertiser may install the New Billboard.
B. Advertiser shall not operate the New Billboard, other than necessary testing that displays no paid advertising material, prior to completion of the removal of all of the Obsolete Billboards pursuant to Section 4.
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C. Advertiser shall be responsible for maintaining the New Billboard in full compliance with this Agreement and all applicable federal, state, and local laws.
Advertiser shall be responsible for any and all graffiti removal on the New Billboard. Advertiser will take all reasonable efforts to remove, clean, or abate any graffiti within two (2) business days of notification from City.
7. LIQUIDATED DAMAGES
In the event that Advertiser commences installation of any paid advertising material on the New Billboard prior to the completion of the removal of the Obsolete Billboards pursuant to Section 4, City will suffer damages and will incur other costs and expenses of a nature and amount that is difficult or impractical to determine. The Parties agree that by way of ascertaining and fixing the amount of damages, costs, and expenses, and not by way of penalty, Advertiser shall pay to City the sum of One Thousand Dollars ($1,000.00) per day per Obsolete Billboard for each and every calendar day that the Obsolete Billboard or Billboards have not been completely removed, after the date of the installation of any paid advertising material on the New Billboard. In the event that Advertiser fails to timely pay such liquidated damages, Advertiser agrees that City may issue a stop work notice on any previously issued permits.
8. CITY ANNOUNCEMENTS ON NEW BILLBOARD
A. Pursuant to the City Council Policy Statement for Billboard Relocation Agreements, on a daily basis Advertiser shall provide at least 10% public service announcement ("PSA") use to City, free of charge, with at least 50% of such PSA use occurring during the hours of 6:00 a.m. and 9:00 p.m. City may use such PSA time for City announcements and announcements from nonprofit organizations ("City Copy").
B. During the Term of this Agreement, to the extent permissible under applicable laws, rules and regulations, Advertiser shall display City Copy on one digital display spot on the New Billboard on a space available basis, but subject to the mandatory minimum daily display time set forth in Section 8.A above (the "Display Time") provided that: (i) all proposed City Copy is submitted to Advertiser not less than five (5) business days prior to the date on which the City Copy is proposed to be displayed on the New Billboard (the "Copy Submission Deadline"); (ii) all City Copy shall be subject to Advertiser's standard advertising copy rejection and removal policies, which allow Advertiser, in good faith, to approve or disapprove copy and remove copy once posted or displayed that is inconsistent with those policies; and (iii) City pays for all digital production costs associated with the City Copy. City represents and warrants that all copy, content and materials supplied by City to Advertiser for display under this Agreement (i) are owned or duly licensed by City and do not infringe or misappropriate the rights of any other person or entity; (ii) comply with all applicable federal, state, and local laws, rules and regulations and any industry codes or rules by which City and/or Advertiser may be bound and do not contain any obscene, libelous, slanderous, or otherwise defamatory materials or refer in an offensive manner to the gender, race or ethnicity of any individual group; (iii) are accurate and that all claims contained therein have been substantiated; and (iv) do not infringe upon any copyright, trademark or other intellectual property or privacy right of any third party.
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C. In addition to the City's display rights set forth in Sections 8.A and 8.B. above, in the event the City Council, the City Manager, or their delegates reasonably determine that an emergency situation exists and request that Advertiser display emergency messages, Advertiser shall display such advertising immediately.
Emergency messages may include, but shall not be limited to, Amber Alerts, evacuation notices, homeland security and/or public safety messages. Routine traffic alerts or notices shall not constitute emergency messages for purposes of this Agreement and the New Billboard shall not be utilized for that purpose.
9. PERFORMANCE OF WORK
Advertiser shall perform the work in a good and workmanlike manner. Advertiser shall be as fully responsible to City for the acts and omissions of its subcontractors performing work on the New Billboard, on the removal of the Obsolete Billboards, and on the Repair work, and of persons either directly or indirectly employed by them to perform work on the Billboard, as Advertiser is for the acts and omissions of persons directly employed by it to perform work on the New Billboard. Advertiser shall perform all work in a safe manner and in accordance with all federal, state and local operation and safety regulations.
10. BUSINESS TAX LICENSE REQUIRED
Advertiser must comply with Santa Clara City Code section 3.40.060, as that section may be amended from time to time or renumbered, which requires that any person who transacts or carries on any business in the City of Santa Clara pay business license tax to the City. A business tax certificate may be obtained by completing the Business Tax Affidavit Form and paying the applicable fee at the Santa Clara City Hall Municipal Services Division.
11. RESPONSIBILITY OF ADVERTISER
Advertiser shall be responsible for the professional quality, technical accuracy and coordination of the work it performs under this Agreement. Neither City's review, acceptance, nor payments for any of the work performed under this Agreement shall be construed to operate as a waiver of any rights under this Agreement or of any cause of action arising out of the performance of this Agreement and Advertiser shall be and remain liable to City in accordance with applicable law for all damages to City caused by Advertiser's negligent performance of any work performed under this Agreement.
Any acceptance by City of plans, specifications, construction contract documents, reports, diagrams, maps and other material prepared by Advertiser shall not in any respect absolve Advertiser from complying with other applicable federal, state, county, and/or municipal laws, ordinances, regulations, rules and orders.
12. TERMINATION OF AGREEMENT
In the event that either party is in default under the terms of this Agreement, the non- defaulting party shall deliver written notice thereof to the defaulting party, and said party may cure such failure within fourteen (14) days of receipt of such notice provided that for any non-monetary default, if a cure cannot reasonably be effected within said fourteen
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(14) day period, the defaulting party may continue such cure past said fourteen (14) day period, provided it commences such cure within said fourteen (14) day period and diligently pursues such cure to completion. In the event of a default that extends beyond all notice and cure periods set forth herein, the non-defaulting party shall have the right to terminate this Agreement upon not less than ten (10) days' prior written notice to the defaulting party. In addition, Advertiser retains the right to terminate the Agreement and then recover the Billboard Fee in the event there is (i) a legal challenge that is filed within 30 days of the filing of a notice of determination ("NOD") for the Project MND, within 180 days of adoption of the Project MND if no NOD is filed, or within 30 days of the City's execution of this Agreement or issuance of any of the final administrative approvals contemplated in this Agreement, and Advertiser has not displayed any advertising on the New Billboard or (ii) if, in Advertiser's reasonable discretion, Advertiser is unable to obtain the requisite permits pursuant to Paragraph 3 within 180 days of the Effective Date of this Agreement.
13. BINDING ON SUCCESSORS AND ASSIGNS
City and Advertiser bind themselves and their successors, executors, administrators, and assigns to all covenants of this Agreement. This Agreement shall not be assigned or transferred by Advertiser without the prior written approval of City, except to an entity controlling, controlled by or under common control with Advertiser or to an entity that acquires a majority of Advertiser's assets in the California market.
14. NO THIRD PARTY BENEFICIARY
This Agreement shall not be construed to be an agreement for the benefit of any third party or parties and no third party or parties shall have any claim or right of action under this Agreement for any cause whatsoever.
15. INDEPENDENT CONTRACTOR
Advertiser and all person(s) employed by or contracted with Advertiser to furnish labor and/or materials under this Agreement are independent contractors and do not act as agent(s) or employee(s) of City. Advertiser has full rights, however, to manage its employees in their performance of work under this Agreement. Advertiser is not authorized to bind City to any contracts or other obligations.
16. NO PLEDGING OF CITY'S CREDIT
Under no circumstances shall Advertiser have the authority or power to pledge the credit of City or incur any obligation in the name of City. Advertiser shall save and hold harmless the City, its City Council, its officers, employees, boards and commissions for expenses arising out of any unauthorized pledges of City's credit by Advertiser under this Agreement.
17. USE OF CITY NAME OR EMBLEM
Advertiser shall not use City's name, insignia, or emblem on the New Billboard, or in any magazine, trade paper, newspaper, or other medium, without express written consent of City.
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18. FAIR EMPLOYMENT
Advertiser shall not discriminate against any employee or applicant for employment because of race, color, creed, national origin, gender, sexual orientation, age, disability, religion, ethnic background, or marital status, in violation of state or federal law.
19. HOLD HARMLESS/INDEMNIFICATION
Except as to a dispute between the Parties themselves, and to the extent permitted by law, Advertiser agrees to protect, defend, hold harmless and indemnify, with counsel reasonably acceptable to the City Attorney, the City, its City Council, commissions, officers, employees, volunteers and agents from and against any claim, injury, liability, loss, cost, and/or expense or damage, including all reasonable costs and reasonable attorney's fees in providing a defense to any claim arising therefrom, for which City shall become liable arising from Advertiser's negligent, reckless or wrongful acts, errors or omissions with respect to or in any way connected with the removal of the Obsolete Billboards and the construction, operation and removal of the New Billboard.
Notwithstanding the above, and consistent with the City's representations and warranties in Paragraph 8(B), the foregoing indemnification shall not cover circumstances where a dispute arises from the posting of City Copy on the New Billboard. This Section shall survive any termination of this Agreement.
20. INSURANCE REQUIREMENTS
During the term of this Agreement, and for any time period set forth in Exhibit C, Advertiser shall provide and maintain in full force and effect, at no cost to City, insurance policies with respect to employees and vehicles assigned to perform work under this Agreement with coverage amounts, required endorsements, certificates of insurance, and coverage verifications as defined in Exhibit C, attached hereto and incorporated herein by this reference.
21. AMENDMENTS
During the term of this Agreement, and for any time period set forth in Exhibit C, Advertiser shall provide and maintain in full force and effect, at no cost to City, insurance policies with respect to employees and vehicles assigned to perform work under this Agreement with coverage amounts, required endorsements, certificates of insurance, and coverage verifications as defined in Exhibit C, attached hereto and incorporated herein by this reference.
22. INTEGRATED DOCUMENT
This Agreement represents the entire agreement between City and Advertiser. No other understanding, agreements, conversations, or otherwise, with any representative of City prior to execution of this Agreement shall affect or modify any of the terms or obligations of this Agreement. Any verbal agreement shall be considered unofficial information and is not binding upon the City.
23. SEVERABILITY
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In case any one or more of the provisions in this Agreement shall, for any reason, be held invalid, illegal or unenforceable in any respect, it shall not affect the validity of the other provisions, which shall remain in full force and effect.
24. WAIVER
The parties agree that waiver by either party of any one or more of the conditions of performance under this Agreement shall not be construed as waiver(s) of any other condition of performance under this Agreement.
25. NOTICES
Any communication or notice which either party is required to send to the other or which either party desires to send to the other, shall be in writing and shall be either personally delivered or mailed using the United States Postal Service, postage prepaid, return receipt requested, by a recognized overnight courier service or by facsimile.
All notices to the Parties shall, unless otherwise requested in writing, be sent to City addressed as follows:
City of Santa Clara
Attn: Department of Planning & Inspection
1500 Warburton Avenue
Santa Clara, CA 95050
or by facsimile at (408) 247-9857
And to Advertiser addressed as follows:
Name: OUTFRONT Media LLC
Address: 1695 Eastshore Hwy
Berkeley, CA 94710
If notice is sent via facsimile, a signed, hard copy of the material shall also be mailed.
The workday the facsimile was sent shall control the date notice was deemed given if there is a facsimile machine generated document on the date of transmission. A facsimile transmitted after 1:00 p.m. on a Friday shall be deemed to have been transmitted on the following Monday.
26. CAPTIONS
The captions of the various sections, paragraphs and subparagraphs of this Agreement are for convenience only and shall not be considered or referred to in resolving questions of interpretation.
27. LAW GOVERNING CONTRACT AND VENUE
This Agreement shall be governed and construed in accordance with the statutes and laws of the State of California. The venue of any suit filed by either Party shall be vested in the state courts of the County of Santa Clara, or if appropriate, in the United States District Court, Northern District of California, San Jose, California.
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28. DISPUTE RESOLUTION
A. Unless otherwise mutually agreed to by the Parties, any controversies between Advertiser and City regarding the construction or application of this Agreement, and claims arising out of this Agreement or its breach, shall be submitted to mediation within thirty (30) days of the written request of one Party after the service of that request on the other Party.
B. The Parties may agree on one mediator. If they cannot agree on one mediator, the Party demanding mediation shall request the Superior Court of Santa Clara County to appoint a mediator. The mediation meeting shall not exceed one day (eight (8) hours). The Parties may agree to extend the time allowed for mediation under this Agreement.
C. The costs of mediation shall be borne by the Parties equally.
D. For any contract dispute, mediation under this section is a condition precedent to filing an action in any court. In the event of mediation which arises out of any dispute related to this Agreement, the Parties shall each pay their respective attorney's fees, expert witness costs and cost of suit through mediation only. In the event of litigation, the prevailing Party shall recover its reasonable costs of suit, expert's fees, and attorney's fees. If mediation does not resolve the dispute, the Parties agree that the matter shall be litigated in a court of law, and not subject to the arbitration provisions of the Public Contract Code.
29. COMPLIANCE WITH ETHICAL STANDARDS
Advertiser shall:
A. Read Exhibit D, entitled "ETHICAL STANDARDS FOR ADVERTISERS
SEEKING TO ENTER INTO AN AGREEMENT WITH THE CITY OF SANTA CLARA CALIFORNIA," attached hereto and incorporated herein by this reference; and
B. Execute Exhibit E, entitled "AFFIDAVIT OF COMPLIANCE WITH ETHICAL STANDARDS," attached hereto and incorporated herein by this reference.
30. AFFORDABLE CARE ACT OBLIGATIONS
To the extent Advertiser is obligated to provide health insurance coverage to its employees pursuant to the Affordable Care Act ("Act") and/or any other similar federal or state law, Advertiser warrants that it is meeting its obligations under the Act and will fully indemnify and hold harmless City for any penalties, fines, adverse rulings, or tax payments associated with Advertiser's responsibilities under the Act.
31. CONFLICT OF INTERESTS
This Agreement does not prevent either Party from entering into similar agreements with other parties. To prevent a conflict of interest, Advertiser certifies that to the best of its knowledge, no City officer, employee or authorized representative has any financial interest in the business of Advertiser and that no person associated with Advertiser has
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any interest, direct or indirect, which could conflict with Advertiser's faithful performance of this Agreement. Advertiser is familiar with the provisions of Government Code section 87100, et seq., and certifies that it does not know of any facts which would violate these code provisions. Advertiser will advise City if a conflict arises.
32. COUNTERPARTS
This Agreement may be executed in counterparts, each of which shall be deemed to be an original, but both of which shall constitute one and the same instrument.
33. AUTHORITY TO EXECUTE
The Parties agree that signatures on this Agreement, including those transmitted by facsimile, shall be sufficient to bind the Parties. Advertiser represents that Advertiser's signatory to this Agreement is authorized by resolution, bylaws, constitution, or other authorization of Advertiser, which resolution, bylaw, constitution, or other authorization is currently in full force and effect, to execute this Agreement on Advertiser's behalf. The City represents that the City Manager is authorized to sign this Agreement on behalf of the City, to execute amendments thereto, and to take any other action necessary to implement this Agreement.
The Parties acknowledge and accept the terms and conditions of this Agreement as evidenced by the following signatures of their duly authorized representatives.
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CITY OF SANTA CLARA, CALIFORNIA
a chartered California municipal corporation
APPROVED AS TO FORM:
Dated:________________________
________________________ ________________________
DEANNA SANTANA
City Attorney City Manager
1500 Warburton Avenue
Santa Clara, CA 95050
Telephone: (408) 615-2210
Fax: (408) 241-6771
“CITY”
OUTFRONT MEDIA, LLC
a Delaware limited liability company
Dated: _________________________
By: ________________________________________________________ (Signature of Person executing the Agreement on behalf of Advertiser)
Name: ________________________________________________________
Title: __________________________________________________________
Local Address: __________________________________________________
Email Address: __________________________________________________
Telephone: ( ) ____
Fax: ( ) ____
“ADVERTISER”
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BILLBOARD RELOCATION AGREEMENT
BY AND BETWEEN THE
CITY OF SANTA CLARA, CALIFORNIA,
AND
OUTFRONT MEDIA LLC
EXHIBIT A
OBSOLETE BILLBOARDS
Removal of the Obsolete Billboards described herein in accordance with the terms and conditions of this Agreement will support establishment of the New Billboard.
Obsolete Billboards Removed Pursuant to City Council Policy Statement for Billboard Relocation Agreements:
Sign face (oriented toward east) located at 2983 El Camino Real, City of Santa Clara. Sign with two faces located at 4545 Stevens Creek Boulevard, City Santa Clara.
Obsolete Billboard Removed in order to comply with Bus. & Prof. Code, § 5443(b)(2): one of the following two panels along landscaped freeway sections:
(1) Panel # 2071, associated with Caltrans Permit No. 28162, located along Highway 101 near Post-mile 1.48L in the City and County of San Francisco; or (2) Panel # 2310, associated with Caltrans Permit No. 28164, located along Highway 580 near Post-mile 39.97R in the County of Alameda.
Total removed: three (3) billboard structures, four (4) sign faces
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BILLBOARD RELOCATION AGREEMENT
BY AND BETWEEN THE
CITY OF SANTA CLARA, CALIFORNIA,
AND
OUTFRONT MEDIA LLC
EXHIBIT B
NEW BILLBOARD
Advertiser is permitted to construct, install, maintain and operate the following New Billboard in accordance with the terms and conditions of this Agreement, as substantially depicted on the attached plan entitled “Development Plans” and dated July 13, 2020, and shall have the following characteristics:
The New Billboard consists of a single-sided 14' x 48' digital LED billboard located east of Highway 101 the Public Storage facility property at 630 Laurelwood Rd, Santa Clara. The maximum ambient light output level shall be 0.3 foot-candles at a distance of 250 linear feet from the New Billboard. Light levels emitted from the New Billboard would be set to adjust based upon ambient light conditions at any time (i.e., night time versus day time).
The New Billboard may cycle though a rotation of images, which shall not change any faster than one image every eight seconds.
The New Billboard, including the sign structure and/or sign, will not exceed 60 feet above ground level.
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BILLBOARD RELOCATION AGREEMENT
BY AND BETWEEN THE
CITY OF SANTA CLARA, CALIFORNIA,
AND
OUTFRONT MEDIA LLC
EXHIBIT C
INSURANCE REQUIREMENTS
INSURANCE COVERAGE REQUIREMENTS
Without limiting Advertiser’s indemnification of the City, and prior to commencing any of the Services required under this Agreement, Advertiser shall provide and maintain in full force and effect, at its sole cost and expense, the following insurance policies with at least the indicated coverages, provisions and endorsements:
A. COMMERCIAL GENERAL LIABILITY INSURANCE
1. Commercial General Liability Insurance policy which provides coverage at least as broad as Insurance Services Office form CG 00 01. Policy limits are subject to review, but shall in no event be less than, the following:
$5,000,000 each occurrence
$5,000,000 general aggregate
$5,000,000 products/completed operations aggregate
$5,000,000 personal injury
2. Exact structure and layering of the coverage shall be left to the discretion of Advertiser; however, any excess or umbrella policies used to meet the required limits shall be at least as broad as the underlying coverage and shall otherwise follow form.
3. The following provisions shall apply to the Commercial Liability policy as well as any umbrella policy maintained by the Advertiser to comply with the insurance requirements of this Agreement:
a. Coverage shall be on a “pay on behalf” basis with defense costs payable in addition to policy limits;
b. There shall be no cross liability exclusion which precludes coverage for claims or suits by one insured against another; and
c. Coverage shall apply separately to each insured against whom a claim is made or a suit is brought, except with respect to the limits of liability.
B. BUSINESS AUTOMOBILE LIABILITY INSURANCE
Business automobile liability insurance policy which provides coverage at least as broad as ISO form CA 00 01, with minimum policy limits of not less than one million dollars
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($1,000,000) each accident using, or providing coverage at least as broad as, Insurance Services Office form CA 00 01. Liability coverage shall apply to all owned, non-owned and hired autos.
C. WORKERS’ COMPENSATION
1. Workers’ Compensation Insurance Policy as required by statute and employer’s liability with the following limits: at least one million dollars ($1,000,000) policy limit Illness/Injury by disease, and one million dollars ($1,000,000) for each Accident/Bodily Injury.
2. The indemnification and hold harmless obligations of Advertiser included in this Agreement shall not be limited in any way by any limitation on the amount or type of damage, compensation or benefit payable by or for Advertiser or any subcontractor under any Workers’ Compensation Act(s), Disability Benefits Act(s) or other employee benefits act(s).
3. This policy must include a Waiver of Subrogation in favor of the City of Santa Clara, its City Council, commissions, officers, employees, volunteers and agents.
D. COMPLIANCE WITH REQUIREMENTS
All of the following clauses and/or endorsements, or similar provisions, must be part of each commercial general liability policy, and each umbrella or excess policy.
1. Additional Insureds. City of Santa Clara, its City Council, commissions, officers, employees, volunteers and agents (“Indemnitees”) are hereby added as additional insureds in respect to liability arising out of Advertiser’s work for City, using Insurance Services Office (ISO) Endorsement CG 20 10 11 85 or the combination of CG 20 10 03 97 and CG 20 37 10 01, or its equivalent.
2. Primary and non-contributing. Each insurance policy provided by Advertiser shall contain language or be endorsed to contain wording making it primary insurance as respects to, and not requiring contribution from, any other insurance which the Indemnitees may possess, including any self-insurance or self-insured retention they may have. Any other insurance Indemnitees may possess shall be considered excess insurance only and shall not be called upon to contribute with Advertiser’s insurance.
3. General Aggregate. The general aggregate limits shall apply separately to Advertiser’s work under this Agreement providing coverage at least as broad as Insurance Services Office (ISO) Endorsement CG 2503, 1985 Edition, or insurer’s equivalent (CGL).
4. Cancellation.
a. Each insurance policy shall contain language or be endorsed to reflect that no cancellation or modification of the coverage provided due to non- payment of premiums shall be effective until written notice has been given to City at least ten (10) days prior to the effective date of such modification or cancellation. In the event of non-renewal, written notice
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shall be given at least ten (10) days prior to the effective date of non- renewal.
b. Each insurance policy shall contain language or be endorsed to reflect that no cancellation or modification of the coverage provided for any cause save and except non-payment of premiums shall be effective until written notice has been given to City at least thirty (30) days prior to the effective date of such modification or cancellation. In the event of non- renewal, written notice shall be given at least thirty (30) days prior to the effective date of non-renewal.
5. Other Endorsements. Other endorsements may be required for policies other than the commercial general liability policy if specified in the description of required insurance set forth in Sections A through D of this Exhibit C, above.
E. ADDITIONAL INSURANCE RELATED PROVISIONS
Advertiser and City agree as follows:
1. Advertiser agrees to ensure that subcontractors, and any other party involved with the Services, who is brought onto or involved in the performance of the Services by Advertiser, provide the same minimum insurance coverage required of Advertiser, except as with respect to limits. Advertiser agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this Agreement.
Advertiser agrees that upon request by City, all agreements with, and insurance compliance documents provided by, such subcontractors and others engaged in the project will be submitted to City for review.
2. Advertiser agrees to be responsible for ensuring that no contract used by any party involved in any way with the project reserves the right to charge City or Advertiser for the cost of additional insurance coverage required by this Agreement. Any such provisions are to be deleted with reference to City. It is not the intent of City to reimburse any third party for the cost of complying with these requirements. There shall be no recourse against City for payment of premiums or other amounts with respect thereto.
3. The City reserves the right to withhold payments from the Advertiser in the event of material noncompliance with the insurance requirements set forth in this Agreement.
F. EVIDENCE OF COVERAGE
Prior to commencement of any Services under this Agreement, Advertiser, and each and every subcontractor (of every tier) shall, at its sole cost and expense, provide and maintain not less than the minimum insurance coverage with the endorsements and deductibles indicated in this Agreement. Such insurance coverage shall be maintained with insurers, and under forms of policies, satisfactory to City and as described in this Agreement. Advertiser shall file with the City all certificates and endorsements for the required insurance policies for City’s approval as to adequacy of the insurance protection.
17558790.3
G. EVIDENCE OF COMPLIANCE
Advertiser or its insurance broker shall provide the required proof of insurance compliance, consisting of Insurance Services Office (ISO) endorsement forms or their equivalent and the ACORD form 25-S certificate of insurance (or its equivalent), evidencing all required coverage shall be delivered to City, or its representative as set forth below, at or prior to execution of this Agreement. Upon City’s request, Advertiser shall submit to City copies of the actual insurance policies or renewals or replacements.
Unless otherwise required by the terms of this Agreement, all certificates, endorsements, coverage verifications and other items required to be delivered to City pursuant to this Agreement shall be mailed to:
EBIX Inc.
City of Santa Clara Planning and Inspection Department
P.O. 12010-S2 or 151 North Lyon Avenue
Hemet, CA 92546-8010 Hemet, CA 92543
Telephone number: 951-766-2280
Fax number: 770-325-0409
Email address: [email protected]
H. QUALIFYING INSURERS
All of the insurance companies providing insurance for Advertiser shall have, and provide written proof of, an A. M. Best rating of at least A minus 6 (A- VI) or shall be an insurance company of equal financial stability that is approved by the City or its insurance compliance representatives.
17558790.3
BILLBOARD RELOCATION AGREEMENT
BY AND BETWEEN THE
CITY OF SANTA CLARA, CALIFORNIA,
AND
OUTFRONT MEDIA LLC
EXHIBIT D
ETHICAL STANDARDS FOR ADVERTISERS SEEKING TO ENTER INTO AN AGREEMENT
WITH THE CITY OF SANTA CLARA, CALIFORNIA
Termination of Agreement for Certain Acts.
A. The City may, at its sole discretion, terminate this Agreement in the event any one or more of the following occurs:
1. If an Advertiser1 does any of the following:
a. Is convicted2 of operating a business in violation of any Federal, State or local law or regulation;
b. Is convicted of a crime punishable as a felony involving dishonesty3; c. Is convicted of an offense involving dishonesty or is convicted of fraud or a criminal offense in connection with: (1) obtaining; (2) attempting to obtain; or, (3) performing a public contract or subcontract; d. Is convicted of any offense which indicates a lack of business integrity or business honesty which seriously and directly affects the present responsibility of a City contractor or subcontractor; and/or, e. Made (or makes) any false statement(s) or representation(s) with respect to this Agreement.
1 For purposes of this Agreement, the word “Consultant” (whether a person or a legal entity) also refers to “Advertiser” and means any of the following: an owner or co-owner of a sole proprietorship; a person who controls or who has the power to control a business entity; a general partner of a partnership; a principal in a joint venture; or a primary corporate stockholder [i.e., a person who owns more than ten percent (10%) of the outstanding stock of a corporation] and who is active in the day to day operations of that corporation.
2 For purposes of this Agreement, the words “convicted” or “conviction” mean a judgment or conviction of a criminal offense by any court of competent jurisdiction, whether entered upon a verdict or a plea, and includes a conviction entered upon a plea of nolo contendere within the past five (5) years.
3 As used herein, “dishonesty” includes, but is not limited to, embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, failure to pay tax obligations, receiving stolen property, collusion or conspiracy.
17558790.3
2. If fraudulent, criminal or other seriously improper conduct of any officer, director, shareholder, partner, employee or other individual associated with the Advertiser can be imputed to the Advertiser when the conduct occurred in connection with the individual’s performance of duties for or on behalf of the Advertiser, with the Advertiser’s knowledge, approval or acquiescence, the Advertiser’s acceptance of the benefits derived from the conduct shall be evidence of such knowledge, approval or acquiescence.
B. The City may also terminate this Agreement in the event any one or more of the following occurs:
1. The City determines that Advertiser no longer has the financial capability4 or business experience5 to perform the terms of, or operate under, this Agreement; or,
2. If City determines that the Advertiser fails to submit information, or submits false information, which is required to perform or be awarded a contract with City, including, but not limited to, Advertiser’s failure to maintain a required State issued license, failure to obtain a City business license (if applicable) or failure to provide and maintain bonds and/or insurance policies required under this Agreement.
C. In the event a prospective Advertiser (or bidder) is ruled ineligible (debarred) to participate in a contract award process or a contract is terminated pursuant to these provisions, Advertiser may appeal the City’s action to the City Council by filing a written request with the City Clerk within ten (10) days of the notice given by City to have the matter heard. The matter will be heard within thirty (30) days of the filing of the appeal request with the City Clerk. The Advertiser will have the burden of proof on the appeal.
The Advertiser shall have the opportunity to present evidence, both oral and documentary, and argument.
4 Advertiser becomes insolvent, transfers assets in fraud of creditors, makes an assignment for the benefit of creditors, files a petition under any section or chapter of the federal Bankruptcy Code (11 U.S.C.), as amended, or under any similar law or statute of the United States or any state thereof, is adjudged bankrupt or insolvent in proceedings under such laws, or a receiver or trustee is appointed for all or substantially all of the assets of Advertiser.
5 Loss of personnel deemed essential by the City for the successful performance of the obligations of the Advertiser to the City.
17558790.3
BILLBOARD RELOCATION AGREEMENT
BY AND BETWEEN THE
CITY OF SANTA CLARA, CALIFORNIA,
AND
OUTFRONT MEDIA LLC
EXHIBIT E
AFFIDAVIT OF COMPLIANCE WITH ETHICAL STANDARDS
I hereby state that I have read and understand the language, entitled “Ethical Standards” set forth in Exhibit D. I have the authority to make these representations on my own behalf or on behalf of the legal entity identified herein. I have examined appropriate business records, and I have made appropriate inquiry of those individuals potentially included within the definition of “Advertiser” contained in Ethical Standards at footnote 1.
Based on my review of the appropriate documents and my good-faith review of the necessary inquiry responses, I hereby state that neither the business entity nor any individual(s) belonging to said “Advertiser” category [i.e., owner or co-owner of a sole proprietorship, general partner, person who controls or has power to control a business entity, etc.] has been convicted of any one or more of the crimes identified in the Ethical Standards within the past five (5) years.
The above assertions are true and correct and are made under penalty of perjury under the laws of the State of California.
OUTFRONT Media LLC
a Delaware limited liability company
By:
Signature of Authorized Person or Representative
Name:
Title:
NOTARY’S ACKNOWLEDGMENT TO BE ATTACHED
Please execute the affidavit and attach a notary public’s acknowledgment of execution of the affidavit by the signatory. If the affidavit is on behalf of a corporation, partnership, or other legal entity, the entity’s complete legal name and the title of the person signing on behalf of the legal entity shall appear above. Written evidence of the authority of the person executing this affidavit on behalf of a corporation, partnership, joint venture, or any other legal entity, other than a sole proprietorship, shall be attached.
Ordinance/Height of Digital Billboards Page 1 of 3
Rev: 09/2019
ORDINANCE NO. _____
AN ORDINANCE OF THE CITY OF SANTA CLARA,
CALIFORNIA, AMENDING SECTION 18.80.210 OF “THE
CODE OF THE CITY OF SANTA CLARA, CALIFORNIA” TO
INCREASE THE PERMISSIBLE HEIGHT OF DIGITAL
BILLBOARDS
BE IT ORDAINED BY THE CITY OF SANTA CLARA AS FOLLOWS:
WHEREAS, since 1978, the City has had a policy to limit the number of outdoor advertising signs (commonly referred to as “billboards”);
WHEREAS, pursuant to this policy, the City disallows the construction of new billboards within the City limits, except when a new billboard will replace existing billboards, at a ratio of 1 new billboard face installed for 3 existing billboard faces removed; and, WHEREAS, the City would like to facilitate such billboard relocations, but the current height limitation in the City Code does not allow for digital billboards to exceed 35 feet in height, which is insufficient for digital billboards; and,
WHEREAS, the City now wishes to amend the City Code to allow digital billboards up to 60 feet in height.
NOW THEREFORE, BE IT FURTHER ORDAINED BY THE CITY OF SANTA CLARA AS FOLLOWS:
SECTION 1: That Section 18.80.050 (“Height Limitation”) of Chapter 18.80 (entitled “Sign Regulations”) of Title 18 (entitled “Zoning”) of “The Code of the City of Santa Clara , California” (“SCCC”) is amended to read as follows:
Ordinance/Height of Digital Billboards Page 2 of 3
Rev: 09/2019
“Title 18
Zoning
18.80.050 Height limitation.
(a) Digital billboards. No portion of any free standing digital billboard installed pursuant to Sections 18.80.220 (“Outdoor advertising signs (billboards)”) and 18.80.221 (“Outdoor advertising display relocation agreements”) shall exceed a height of sixty (60) feet above the perpendicular centerline height of the adjacent primary viewing street, road, or highway.
(b) Building signs. On buildings that are four stories or greater in height and that are located in other than residential zoning districts, not more than one sign may be placed on each side of the building above the ground floor level, and it shall be designed to not extend beyond the edge or the top of that building wall. (c) All other signs. Signs not described in subsections (a) and (b) shall not exceed thirty-five (35) feet above the ground level.”
SECTION 2: Ordinances Repealed. With exception of the provisions prote cted by the savings clause, all ordinances (or parts of ordinances) in conflict with or inconsistent with this ordinance are hereby repealed.
//
//
//
Ordinance/Height of Digital Billboards Page 3 of 3
Rev: 09/2019
SECTION 3: Effective date. This ordinance shall take effect thirty (30) days after its final adoption; however, prior to its final adopti on it shall be published in accordance with the requirements of Section 808 and 812 of “The Charter of the City of Santa Clara, California.” PASSED FOR THE PURPOSE OF PUBLICATION this XX day of XXXXXX, 20__, by the following vote:
AYES: COUNCILORS:
NOES: COUNCILORS:
ABSENT: COUNCILORS:
ABSTAINED: COUNCILORS:
ATTEST: ___________________________
NORA PIMENTEL, MMC
ASSISTANT CITY CLERK
CITY OF SANTA CLARA
Attachments incorporated by reference: None
■ - ■
CITY COUNCIL POLICY STATEMENT FOR
BILLBOARD RELOCATION AGREEMENTS
Revised April 2011
All Billboard Relocation Agreements shall have the following as the minimum criteria:
1. As of the adoption of this policy, there are 24 existing billboards in the City and that number shall not increase.
2. "Relocation" is defined as raising the height of an existing billboard, reconstructing an existing billboard, adding a face to an existing one sided billboard, or replacing an existing billboard with a new billboard in a new location.
3. Relocation can only occur with the removal of billboards from the existing billboard inventory as of July 1, 2004.
4. Relocation can only occur based upon a sign face or panel removal ratio of 3: 1 ( three faces removed for each relocated, new or reconstructed face) that will result in the net reduction of sign faces. As an example, in order to increase the height of a single faced billboard, 3 existing billboard faces would have to be removed.
5. In an effort to minimize public expense in amortizing outdoor advertising displays, the City may waive certain billboard requirements as set forth in City Code Sections 18.80.050 (height) and 18.80.220(b) (billboard general provisions), as those sections may be amended from time to time, with factual findings by the City Council which justify the relocation of billboards. Those findings shall include, but not be limited to, ensuring traffic safety and aesthetics are maintained in the City, encouraging locations adjacent to freeways and expressways, restricting billboards from or near residential areas and providing a minimum of 300 foot separation from existing or proposed billboards.
6. All relocated billboards must provide for at least 10% public service announcement use, free of charge to the City and non-profit entities, of one full face of copy exposure based on daily use (e.g. 36.5 days per year), and at least 50% of such public service announcement use shall occur during the hours of 6:00 a.m. and 9:00 p.m. daily.
7. Any relocation agreement allowing any relocated billboards in residentially zoned areas or areas designated for residential use in the General Plan shall require the removal of the billboard after a period of 20 years.
8. The consideration for City execution of a billboard relocation agreement shall be a payment to the City in the amount of a minimum of $70,000.00 per relocated sign face.
I:\PLANNING\201 !\Project Files Active\PLN201l-085461130 Duane Avenue (New Digiatal Billboard and R.A)\PC\11 0481 Billboard Relocation Policies CC 04-19-11 (4).doc
City of
Santa Clara
The Center of What 's Poss Ible
Date:
To:
From:
May 9, 2017
City Manager for Council Action
Community Relations Manager
AGENDA ITEM#: / 0. 6 7
AGENDA REPORT
Subject: Approval of the Billboard Banking Agreement with Outfront Media, LLC to Allow a Banked Credit for the Removal of a Two-Sided Static Billboard Located at 4545 Stevens Creek Boulevard Until December 31, 2020
EXECUTIVE SUMMARY
In April 2011, the Council revised the City Council Policy Statement for Billboard Relocation Agreements (Relocation Agreement) indicating that relocation or construction of a billboard may only occur with the removal of billboards from existing inventory. More specifically, relocat ion can only occur based upon a sign face or panel removal ratio of 3: 1 (three faces removed for each relocated, new or reconstructed face), which would result in the net reduction of sign faces . To date, the City has 14 static billboard faces.
Outfont Media, LLC (Outfront) currently is the owner of a number of billboard faces and structures within the City, including :
a) 4545 Stevens Creek Boulevard (2 faces)
b) 2983 El Camino Real (2 faces)
c) 3362 El Camino Real (2 faces)
d) 2550 Lafayette Street (1 face)
Outfront has expressed an interest in constructing a two-sided digital billboard within the City at a future date and, in accordance with the Relocation Policy, must remove three existing billboard faces for each new digital face , such that the total of six existing billboard faces must be removed in order to install a new digital billboard with two faces.
Outfront has recently removed a two-sided billboard structure located at 4545 Stevens Creek Boulevard due to redevelopment of the site and wishes to bank those sides until December 31, 2020. In exchange for allowing the banking of the two sides, Outfront will remove the billboard face at 2550 Lafayette Street also by December 31 , 2020.
While the City is aware that Outfront has a desire to propose a new digital board in the future, nothing in this banking agreement constrains the City's discretion in considering an application and it does not in any way approve a future board. However, if the Council did approve a new digital billboard in the future, Outfront would remove the other 4 billboard faces (as indicated above) and apply the two-sided banked billboard faces , resulting in a total of seven removed billboard faces.
Subject: Billboard Banking Agreement with Outfront Media, LLC
ADVANTAGES AND DISADVANTAGES OF ISSUE
The City has made significant progress in reducing the number of billboards over the past decade .
As the inventory has significantly decreased , the current removal ratio provides limited opportunity for take-down due to the 3: 1 ratio. By allowing Outfront to bank the two-sided billboard faces located at 4545 Stevens Creek Boulevard as credit and with the removal of the single face board located at 2550 Lafayette Street, it aides with the overall Council policy to reduce the number of static billboards within the City.
ECONOMIC/FISCAL IMPACT
There is no economic/fiscal impact due to the banking agreement.
RECOMMENDATION
That the Council approve , and authorize the City Manager to execute , a Billboard Banking Agreement with Outfront Media , LLC to allow a banked credit for the removal of a two-sided static i· oard I c ted at 4545 Stevens Creek Boulevard until December 31 , 2020 .
APPROVED:
~ -"1h._ Rajeev Batra
- \}- City Manager
Documents Related to this Report:
1) Agreement
- _J I I
COUNCIL AND AUTHORITIES
AGENDA MATERIAL ROUTE SHEET
Council Date: May 9, 2017
SUBJECT: Approval of Billboard Banking Agreement with Outfront Media PUBLICATION REQUIRED:
The attached Notice/Re_~olution/Ordinance is to be published ___ time(s) at least--~ - days beJore the scheduled meeting/pub[ic hearing/bid opening/etc. , which is scheduled for __ _ AUTHORITY SOURCE FOR PUBLICATION REQUIREMENT:
Federal Codes: California Codes :
Title ___ U.3. C.-§ . __ _ Code ___ § __ _
(Titles run 1 through_J5Q) - (i.e., Government, Street and Highway, Public ~esptJ(Ce$) Federal Regulations: _ California Regulations: _
Title __ C.F.R. § __
(Titles run 1 through !JQ)
Title ___ California Code of Regulations § __ _
(Titles run 1 through 28)
City Regulations:
City Charter§__ City Code § __
(i.e., 1310. Public Works Contr_acts. Notice published at least once at least ten days before bid opening) Reviewed and approved :
1. As to City Functions, by
2. As to Legality, by
City Attorney's Office/CAO Assign. No /~. /$Kl
3. As to Environmental Impact Requirements , by
Director of Community Development
4. As to Substance, by
~
* Agenda Material Route Sheet required for all agreements , contracts, resolutions , ordinances, notices requiring publication, master plan reports and grant applications C:\(S)Drive\AgendaReportProcesslng\FormsAndlnfo rmation\WhiteRouteSheetForAgendaMaterial .doc Rev. Date 01-18-17
BILLBOARD BANKING AGREEMENT
BY AND BETWEEN TI-IE
CITY OF SANTA CLARA, CALIFORNIA,
AND
OUTFRONT MEDIA LLC
PREAMBLE
This billboard banking agreement ("Agreement") is by and between OUTFRONT Media LLC, a Delaware limited liability company, with its principal place of business located at 405 Lexington Avenue, New York, NY I 0174 ("Advertiser"), and the City of Santa Clara, California, a chartered California municipal corporation with its primary busine ss address at 1500 Warburton Avenue, Santa Clara, California 95050 ("City"). City and Advertiser may be referred to individually as a "Party" or collectively as the ''Paiiies" or the ''Parties to this Agreement." This Agreem ent shall commence on the "Effective Date," which is the date that the final signato1y executes the Agreement.
RECITALS
A. WHEREAS, Sections 18.80.220-.221 of the Code of the City of Santa Clara, California ("SCCC") limit the total number of billboards within the City limits and prohibit the construction of additional billboards, except through bil !board reloc ation agreements pursuant to Business & Professions Code section 5412 and the City Council Policy Statement for Billboard Relocation Agreemen ts;
B. WHEREAS, Pursuant to SCCC Section 18.80.220(6)(6), any billboard that has been dismantled or removed for a period of 120 consecutive calendar days would ordinarily cease to be counted towards the total permissible billboards within the City ; C. WHEREAS , Adve1tiser is the owner ofa number of billboard faces and structures within the City of Santa Clara including the following:
a. 4545 Stevens Creek Boulevard (2 faces)
b. 2983 El Camino Real (2 faces)
c. 3362 El Camino Real (2 faces)
d. 2550 Lafayette Street (1 face)
D. WHEREAS, Advertiser wishes to construct, within the City, and at some future date, a two-sided digital billboard ("Proposed Sign");
E. WHEREAS, In accordance with the City Council Policy Statement for Billboard Relocat ion Agreements, Adve1tiser must remove 3 existing billboard faces for each new digital face it wishes to install, such that a total of 6 existing billboard faces must be removed in order to install a new digital billboard with two faces;
OTAD\53899\1093810.2
F. WHEREAS, Adve1tiser wishes to remove the two-sided billboard structure located at 4545 Stevens Creek Boulevard and "bank" those sides towards the future construction of the Proposed Sign; and
G. WHEREAS, Advertiser believes that it will seek City approval of its construction of the Proposed Sign, at some future date, before December 31, 2020.
Now therefore, in consideration of the mutual promises herein contained, and for othe1: good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereby agree as follows:
AGREEMENT PROVISIONS
1. The term of this Agreement shall begin on the Effective Date of this Agreement and terminate on December 31, 2020.
2. Advertiser agrees as follows:
a. Advertiser shall remove its 2-sided billboard structure from 4545 Stevens Creek Boulevard, including the billboard's two faces, within 90 days after the Effective Date of this Agreement, and
b. Advertiser shall remove the billboard face at 2550 Lafayette Street by December 31, 2020,and
c. Advertiser shall remove the remaining 4 billboard faces listed in Recital C, including billboard faces at 2983 and 3362 El Camino Real, on or before December 31, 2020 so long as Adve1tiser has successfully obtained all state and City approvals to construct and operate the Proposed Sign prior to December 31, 2020, and the statutes of limitation for legally opposing such approvals have expired without challenge. However, in Outfront's sole discretion, it may remove the remaining 4 billboard faces listed in Recital C prior to the expiration of any applicable statutes of limitation and satisfy the requirements of this paragraph.
3. In exchange for Advertiser's obligations concerning timely removal of the two-sided billboard structure at 4545 Stevens Creek Boulevard and its obligations concerning removal of the billboard face at 2550 Lafayette Street pursuant to the terms of Section 1 of this Agreement, City shall allow Advertiser to "bank" the two billboard faces from the removal of the 4545 Stevens Creek Boulevard strncture, until December 31, 2020. Thus, in the event Advertiser applies for City approval of the construction of the Proposed Sign on or before December 31, 2020 , Advertiser may credit the two billboard faces it removed from 4545 Stevens Creek Boulevard towards the total billboard faces required to be removed under the City Council Policy Statement.
4. If Adve1tiser fails to remove the seven (7) billboard structures described in this Agreement within the timefrarnes specified in Sections I to 3 of this Agreement (the "Deadlines"), and such failure is due to a delay caused by a public agency with approval authority over the removal work that has withheld a permit for Advertiser to proceed with the removal work, then the Deadlines shall OTAD\53899\1093810.2
be tolled until such time as the public agency grants the permit required for the removal work to proceed. The Parties also agree that the Deadlines shall toll in the event there is a legal challenge to this Agreement or any approval for the removal work. The tolling period shall last until the date upon which any legal challenge is resolved. Nothing in this Agreement shall operate to constrain the City's discretion in considering any application by the Adve1tiser for the Proposed Sign.
5. Except as necessary to allow for the "banking" of the 2-sided billboard structure at 4545 Stevens Creek Boulevard, as set forth in Section 3 of this Agreement, within the timeframes set fo1th in Sections 1 to 4 of this Agreement, the Parties expressly acknowledge and agree that this Agreement does not affect, and has no bearing upon, Advertiser's rights and responsibilities with respect to satisfaction of any provision of California State law, City Code or Council Policy Statement, including, but not limited to, zoning codes, building codes, permit requirements, public service announcement requirements, and payment of fees. Advertiser must satisfy all other appl icable requirements without reference to this Agreement.
6. This Agreement shall not be assigned or transferred without the piior written approval of City, though such approva l shall not unreasonably be withheld.
7. This Agreement shall not be construed to be an agreement for the benefit of any third party or parties and no third party or parties shall have any claim or right of action under this Agreement for any cause whatsoever .
8. To the extent permitted by law, Adve1tiser agrees to protect, defend, hold harmless and indemnify City, its City Council, commissions, officers, employees, volunteers and agents from and against any claim, injury, liability, loss ; cos t, and/or expense or damage, including all costs and reasonable attorney's fees in providing a defense to any claim arising therefrom, made by third parties for which City shall become liable arising from Advertiser's negligence, reckless or wrongful acts, errors, or omissions with respect to or in any way connected with this Agreement.
9. This Agreement may be amended only with the written consent of both Parties .
10. Thi s Agreement represent s the entire agreement between City and Adve1tiser with respect to the subject matter of this Agreement. No other understanding, agreements, conversations, or otherwise, with any representative of City prior to execution of this Agreement shal l affect or modify any of the terms or obligation s of this Agreement. Any verbal agreement shall be considered unofficial information and is not binding upon City.
11. In case any one or more of the provisions in this Agreement shall, for any reason, be held invalid, illegal or unenforceab le in any respect, it shall not affect the validity of the other provisions, which shall remain in full force and effect.
12. Adve1tiser agrees that waiver by City of any one or more of the conditions of performance under this Agreement shall not be construed as waiver(s) of any other condition of performance under this Agreement.
OTAD\53899\1093810.2
13. All notices to the Paities shall, unless otherwise requested in writing , be sent to City addres sed as follows:
City of Santa Clara
Attention: City Manager's Office
1500 Warbu1ton Avenue
Santa Clara, California 95050
or by facsimile at ( 408) 241-6 771
And to Advertis er addressed as follows:
Nam e:
Address:
OUTfRONT Media LLC
1695 Eastshore Hwy
Berkeley, CA 94710
With a copy to: Miller Starr Regalia
Attention: Anthony M. Leones, Esq.
1331 N. California Blvd ., Fifth Floor
Walnut Creek, CA 94596
If notice is sent via facsimile, a signed, hard copy of the material sha ll also be mailed. The workday the facsimile was sent shall control the date notice was deemed given if there is a facsimile machine generated document on the date of transmission. A facsimile transmitted after 1 :00 p.m. on a Friday shall be deemed to have been transmitted on the following Monday.
14. This Agreement shall be governed and construed in accordance with the statutes and laws of the State of California. The venue of any suit filed by either Party shall be vested in the state comts of the County of Santa Clara, or if appropriate , in the United States District Court, Northern Dis trict of California, San Jose, California.
15. Dispute Resolution .
A. Unl ess otherwise mutually agreed to by the Parties, any controversies between Advertiser and City regarding the construction or application of this Agreement, and claims arising out of this Agreement or its breach, shall be submitted to mediation within thhty (30) days of the written request of one Party after the. service of that request on the other Paity.
B. The Parties may agree on one mediator. If they cannot agree on one mediator , the Party demanding medi ation shall request the Superior Comt of Santa Clara County to appoint a medi ator. The mediation meeting shall not exceed one day (eigh t (8) hours). The Pa1tics may agre e to extend the time allowed for mediation under this Agreement.
C. The costs of mediation shall be borne by the Pa1ties equally , except as provided in Section 1 S(D) of this Agreement
D. For any contract dispute, mediation under this section is a condition precedent to filing an action in any cou11. In the event of mediation which arises out of any dispute related to this Agreement, the Pa1ties shall each pay their respective attorney's fees, expert witness OTAD\53899\10 93810 .2
costs and cost of suit through mediation only. In the event of litigation, the prevailing Party shall recover its reasonable costs of suit, expe1t's fees, and attorney's fees. If mediation does not resolve the dispute, the Parties agree that the matter shall be litigated in a court of law, and not subject to the arbitration provisions of the Public Contracts Code.
16. This Agreement does not prevent either Party from entering into similar agreements with other parties. To prevent a conflict of interest, Adve1tiser certifies that to the best of its knowledge, no City officer, employee or authorized representative has any financial interest in the business of Adve1tiser and that no person associated with Advertiser has any interest, direct or indirect, which could conflict with Advertiser's faithful performance of this Agreement. Advertiser is famiUar with the provisions of California Government Code Section 87100 and following, and certifies that it does not know of any facts which would violate these code provisions. Advertiser will advise City if a conflict arises.
17. This Agreement is a fully integrated agreement and sets forth the entire understanding between the Parties with respect to the matters stated in this Agreement and supersedes any and all prior agreements or understandings between the Parties, whether oral or written.
18. In case any one or more of the provisions in this Agreement shaJI, for any reason, be held invalid, illegal or unenforceable in any respect, it shall not affect the validity of the other provisions, which shall remain in full force and effect.
19. Interpretation and construction:
A. The Paities represent and declare that, in executing this Agreement, they relied solely upon their own judgment, belief and knowledge, and that they have obtained the advice and recommendations of their own independently selected counsel concerning the nature, extent or duration of their rights and claims; and that they have not been influenced to a11y extent whatsoever in executing this Agreement by any representations or statements not expressly contained or referred to in this Agreement.
B. The preparation of this Agreement has been a joint effort of the Parties, and thus any term or provision contained herein may not be construed more strictly or liberally for or against any of the Parties.
20. This Agreement may be executed in counterparts, each of which shall be deemed to be an original, but both of which shall constitute one and the same instrument.
21. The Parties agree that signatures on this Agreement, including those transmitted by facsimile, shall be sufficient to bind the Parties. Advertiser represents that Advertiser's signatory to this Agreement is authorized by resolution, bylaws, constitution, or other authorization of Adve1tiser, which resolution, bylaw, constitution, or other authorization is currently in full force and effect, to execute this Agreement on Advertiser's behalf. The City represents that this Agreement is authorized by local ordinance, regulation, policy, or other law, and that the City Manager is authorized to sign this Agreement on behalf of the City, to execute amendments thereto, and to take any other action necessa1y to implement this Agreement.
OTAD\53899\1093810, 2
The Patties acknowledge and accept the terms and conditions of this Agreement as evidenced by the following signatures of their duly authorized representatives.
CITY OF SANTA CLARA, CALIFORNIA
a chattered California municipal corporation
APPROVED AS TO FORM:
ATTEST:
Dated: 5 · ( / · 17
RAJEEV BATRA
Interim City Manager
1500 Warbutton Avenue
Santa Clara, CA 95050
R~◊@ ~
Ci
Telephone: ( 408) 615-2210
Fax: (408) 241-6771
"CITY"
OUTFRONT MEDIA LLC
A Delaware corporation
Dated: """'t'-----"""~ - --+------+---+--- -
By: \G
(Sig~ behalf of Advertiser)
Printed Name:
Title:
Address:
Email Address:
Telephone:
Fax:
OTAD\53899\1093810.2
:Rk. Shc//1"8 Q_vur1.~fh:elcq. W1\
c.rfo)S-sq-{J 3)
( )
"ADVERTISER"
SECOND AMENDMENT TO BILLBOARD BANKING AGREEMENT
BY AND BETWEEN THE
CITY OF SANTA CLARA, CALIFORNIA,
AND
OUTFRONT MEDIA LLC
PREAMBLE
THIS SECOND AMENDMENT is made and entered into this 13-ui day of DMAmU(2=. , 2021 by and between the City of Santa Clara , a chartered California municipal corporation ("City"), and OUTFRONT Media LLC, a Delaware limited liability company ("Advertiser"). City and Advertiser may be referred to individually as a "Party" or co'llectively as the "Parties" or the "Parties to this Agreement. "
RECITALS
A. WHEREAS, the Parties entered into that certain agreement entitled Billboard Banking Agreement by and between the City of Santa Clara, California , and Outfront Media LLC, dated May 11 , 2017 ("Original Agreement "); B. WHEREAS, Pursuant to Section 9 of the Original Agreement, the Original Agreement can be amended with the written consent of both Parties; C. WHEREAS, the Parties entered into a First Amendment to the Original Agreement dated December 21, 2020, which extended the term of the Original Agreement to December 31, 2021 ("Original Agreement as Amended ").
D. WHEREAS , the terms of this Second Amendment to the Original Agreement, to which both Parties consent , is intended to modify the Original Agreement as Amended as set forth below ;
E. WHEREAS , on September 16, 2020, Advertiser submitted an application for a single-sid_ed billboard on property located at 630 Laurelwood Road; F. WHEREAS, the Parties wish to extend the term of the Original Agreement as Amended to provide the City with additional time to consider approval of the single-side billboard on property located at 630 Laurelwood Road.
Now therefore , in consideration of the mutual promises herein contained, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereby modify the Original Agreement as Amended as follows:
AGREEMENT AMENDMENTS
17913094.2
1. Section 1 of the Original Agreement as Amended, entitled "Agreement Provisions," is amended to read as follows:
"The term of this Agreement shall begin on the Effective Date of this Agreement and terminate on June 30, 2022."
2. Except as amended above, all other terms and conditions of the Original Agreement as Amended shall remain in full force and effect. In case of a conflict in the terms of the Original Agreement as Amended and this Second Amendment, the provisions of this Second Amendment shall control.
The Parties acknowledge and accept the terms and conditions of this Second Amendment as evidenced by the following signatures of th,eir duly authorized representatives.
CITY OF SANTA CLARA, CALIFORNIA
a chartered California municipal corporation
APPROVED AS TO FORM:
Al d Abb . Digitally signed by Alexander
8X8n er 8 Abbe
· Date: 2021.12.0918:41:22-01!'00'
Office of the City Attorney ~MM.s~oir=,
1ty Manager .
"CITY"
1500 Warburton Avenue
Santa Clara, CA 95050
Telephone: (408) 615-2210
Fax: (408} 241-6771
[SIGNATURES CONTINUED ON NEXT PAGE]
17913094.2
OUTFRONT MEDIA LLC
A Delaware corporation
Dated: 12/3/2021
~DocuSlgned by:
~-
-~Person executing on behalf of
Printed Name:
Title:
Address:
Email
Address:
Advertiser)
Rob Shilling
G,nl
OUTFRONT
1695 Eastshore Hwy
[email protected]
Telephone: ( 510 ) 559.1133
Fax: ( xxx ) xxxxxxx
"ADVERTISER"
17913094.2
________________________________________________________________________________ CONDITIONS OF APPROVAL – 630 LAURELWOOD RD Page 1
JANUARY 25, 2022
CONDITIONS OF APPROVAL
In addition to complying with all applicable codes, regulations, ordinances and resolutions, the following conditions of approval are recommended:
GENERAL
A. If relocation of an existing public facility becomes necessary due to a conflict with the developer's new improvements, then the cost of said relocation shall be borne by the developer.
B. Comply with all applicable codes, regulations, ordinances and resolutions.
ATTORNEY’S OFFICE
A. The Developer agrees to defend and indemnify and hold City, its officers, agents, employees, officials and representatives free and harmless from and against any and all claims, losses, damages, attorneys' fees, injuries, costs, and liabilities arising from any suit for damages or for equitable or injunctive relief which is filed by a third party against the City by reason of its approval of developer's project.
COMMUNITY DEVELOPMENT
PLANNING DIVISION
P1. Submit plans for final architectural review to the Planning Division and obtain architectural approval prior to issuance of building permits. Said plans to include, but not be limited to: site plans, floor plans, elevations, landscaping, lighting and signage. Landscaping installation shall meet City water conservation criteria in a manner acceptable to the Director of Planning and Inspection.
P2. Prior to approval, the developer shall comply to all requirements acquired from the current edition of Caltrans Outdoor Advertising Act.
P3. “Public Storage” sign located below billboard must be filed under a separate planning application after approval of billboard is granted.
P4. Developer is responsible for collection and pick-up of all trash and debris on-site and adjacent public right-of-way.
P5. No portion of the billboard shall project over property line.
P6. Transitions between the content and/or image shall be immediate only and shall occur simultaneously on the entire display area.
P7. The sign or its message, content and/or image shall not be configured to resemble or simulate any lights or official signage used to control traffic in accordance with the currently adopted edition of the Caltrans’ Outdoor Advertising Act and Regulations.
P8. The applicant shall be responsible for all graffiti removal on the billboard.
P9. Identified existing mature trees to be maintained and not removed prior to construction of billboard.
Prepare a tree protection plan for review and approval by the City prior to any demolition, grading or other earthwork in the vicinity of existing trees on the site.
P10. Provide the City with contact information for a person who is available to be contacted at any time and who is able to turn off the display promptly should the sign malfunction, damage, or inappropriate display occurs.
P11. If the City determines that the sign causes glare or otherwise impairs the vision of the driver of a motor vehicle or otherwise interferes with the operation of a motor vehicle, the owner of the sign, within twelve hours of request by the City, shall reduce the intensity of the display to an alternative setting that satisfactorily mitigates the specific impairment to the driver as determined by the City P12. In compliance with State law (Section 7050.5 of the Health and Safety Code and Section 5097.94 of the Public Resources Code), in the event that historical artifacts are found, all work within 50 feet of the find will stop and a qualified professional archeologist will examine the find. If the find is determined to be significant, treatment recommendations will be developed and implemented before earthmoving or construction activities can recommence within the designated resource area.
City of
Santa Clara
The Center of What 's Possible
________________________________________________________________________________ CONDITIONS OF APPROVAL – 630 LAURELWOOD RD Page 2
JANUARY 25, 2022
P13. Native soil excavated from the upper two to three feet of the site and proposed for off-site disposal shall be appropriately tested for chemicals related to agricultural activities. If contamination is detected, soil materials will be disposed of in accordance with State regulations for hazardous waste.
P14. If evidence of historic release of hazardous materials is discovered, work will be stopped in the immediate area and soil samples will be completed and analyzed by a qualified environmental professional to determine the type and extent of release and potential health effects to construction workers. The analytical results will be compared against applicable hazardous waste criteria, and if necessary, the investigation will provide recommendations regarding management and disposal of affected soil and groundwater. Any contaminated soil and/or groundwater found in concentrations above developed thresholds shall be removed and disposed of according to California Hazardous Waste Regulations. Special health and safety measures and/or soil management procedures may also be required during project construction
P15. Construction activity shall be limited to the hours of 7:00 a.m. to 6:00 p.m. weekdays and 9:00 a.m. to 6:00 p.m. Saturdays for projects within 300 feet of a residential use and shall not be allowed on recognized State and Federal holidays.
P16. Applicant shall enter into a Billboard Relocation Agreement with the City consistent with the City’s Billboard Relocation Policy and that the Applicant shall provide at least 10% of public service announcement use, free of charge to the City and nonprofit entities, of one full face of copy exposure based on daily use (e.g. 365 days per year), and at least 50% of such public service announcement use shall occur during the hours of 6:00 a.m. and 9:00 p.m. daily.
P17. Pursuant to the City’s Billboard Relocation Agreement Policy, prior to issuance of a Building Permit for the billboard, the advertiser shall pay the City $70,000 for the new billboard face approved through the Billboard Relocation Agreement.
FIRE
F1. Approved with no conditions.
POLICE
PD1. Approved with no conditions.
PUBLIC WORKS
ENGINEERING
E1. Obtain site clearance through Public Works Department prior to issuance of Building Permit. Site clearance will require payment of applicable development fees. Other requirements may be identified for compliance during the site clearance process. Contact Public Works Department at (408) 615-3000 for further information.
E2. All work within the public right-of-way and/or public easement, which is to be performed by the Developer/Owner, the general contractor, and all subcontractors shall be included within a Single Encroachment Permit issued by the City Public Works Department. Issuance of the Encroachment Permit and payment of all appropriate fees shall be completed prior to commencement of work, and all work under the permit shall be completed prior to issuance of occupancy permit.
E3. Obtain Caltrans approval for LED billboard facing US Route 101.
SILICON VALLEY POWER
SVP1. To be determined.
E1
VICINITY MAP
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END BELL
FITTlNCS (fl'P)
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CRUSHED ROCK
AROUND CONDUITS
BOX EXTENSION
ASREOUIREO
----- GROUND ROD 5/8"♦ X B'L WITH
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SINGLE LINE DIAGRAM
NOTES:
,,,,,,.--SERVICE\1/EAlHERHOO
(N) SEIMCE STACK
(N) 1"RMC, 3 #2 THWN CU
(N) 1 1/4"RMC, 3 #2 THWN CU+ #8 EGC
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(PANEL .!t CB SHORT CIRCUIT RATING 10 K,IJC)
SCOPE OF WORK
NEW GENERAL ADVERTISING SIGN
14'X48' DIGITAL SINGLE DISPLAY
• 55'-0" OVERALL SIGN HEIGHT
PROJECT DAT A
LOCATION: 630 LAURELWOOD RD, SANTA CLARA, CA 95054
CONSTRUCTION TYPE; OUTDOOR ADVERTISING SIGN
JURISDICTION: CITY OF SANTA CLARA
APPLICABLE CODES:
2019 CALIFORNIA BUILDING CODE (CBC) WITH CITY OF SANTA CLARA
AMENDMENTS
2019 CALIFORNIA ELECTRICAL CODE (CEC)
2019 CALIFORNIA ENERGY CODE Af<A ENERGY EFFICIENCY STANDARDS (EES)
PROJECT TEAM
OWNER & CONTRACTOR·
OUTFRONT MEDIA, INC
1695 EASTSHORE HIGHWAY
BERKELEY, CA 94710
CONTACT: BRYAN SCOTT
TEL: (510) 559-1139
Fl FCTRICN ENGINEER·
ZEIGER ENGINEERS, INC.
478 3RD STREET
OAKLAND, CA 94607-3834
RONALD ZEIGER
TEL: (510) 452-9391
E-MAIL: RONOZEIGERENGINEERS.COM
LEGEND AND ABBREVIATIONS METER / MAIN MOUNTING DETAIL (N) ELECTRICAL SITE PLAN LEGEND
~ HOMERUN CONDUIT ~D CONDUCTORS TO A P~EL 'A' CIRCUIT 1; SLASH MARKS INDICATE AFG NUMBER OF CONDUCTORS, 2 #12 AWG + 1 ,we #12GNO,UOO C
------ CONDUIT UNDERGROUND CB
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CONDUIT DOWN GEC
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LOAD CALCULATION
CALCU~TEO TOTAL LCW) • 19196 W X 1.25 • 23995 W
MINIMUM SERVICE RATING: 23995 W : 240V • 100 A
SERVICE SIZE SELECTED: 100A, 120/240V, 1f. JW
PYLON~
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Project Engineer
RONALD ZEIGER
Dote 07/13/20
Stole f,S SHOWN
Drown STAfF
4682
~Gm.ZID
Revisions No.
Scale
Date
Drawing:
OF
Approved
Mapping
Job No
Field
147 N 1st Avenue
OAKDALE, CA, 95361
PHONE: (209) 845 9694
WWW.CSI-OAKDALE.COM
11 2019178TP
12/16/2019
1"=10' / 1"-60'
BC
BC
BC
2019178TPCITY OF SANTA CLARA COUNTY OF SANTA CLARA STATE OF CALIFORNIA
Feet
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Feet
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----
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• J/4• BRA55~N IN \\HL
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PER E561 O.R. 556
AS SJ-/OWN ON 480 M 17
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DESCRIPTI ON:M AGNAIL AND SIIINER
LOCATION: SliOWHHE REONll-l lSM"I'
CALL UNOEPGROIJND SER~CE ALERT (USA) 48 HOURS PRIOR TO AN Y UNDERGROUND WORK ~~c ~oru,~~
NO..SST!IAC T OFTITLE.TITLECOlolMI Tl,IENT, NORRESU LTS OFA TITLESEA RC>lWERE ~~~N~~doTH~"~i~YE~R~~&t 1Nc. THERE MAY Ex1sT DOCUMENTS or RECORD THAT EXPIRATIONDATE:DECEMBERJ l ,202 1
12/16/ 2019
----
A SUR'IEY CONTROL POINT
@ SUR'IEYMONUMENT'>FOUND
"l'N ASSESSOR'SPAACEL NUMBER
AC ASl'HALllCCONCRETE
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CHAPPELL
SURVeYING INC
Full Flag billboard (14' x 48').
55' tall overall.
Public Storage sign cabinets to be mounted to
front and back of Black billboard pipe as shown.
Sign cabinets to be 8' tall and l 2' wide .
Mounted at 35' to top of sign.
Internal LED illumination .
Flex face with vinyl graphics.
EQUITY
SIGN GROUP
FULL SERVICE • DESIGN, MANUFACTURE, INSTALL
ourFRONft
media
ADDRESS Public Storage
DATE 8-26-19
DRAWING NUMBER OUl 8-26-19
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PLAN VIEW
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COLUMN SPLICE DETAIL
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NOTES ANO SPECIFICATIONS
(APPl.YUJ<ILESSOTHEAWISENOTEOONPERMITOAAWING)
WIND DESIGN • SIGN STRUCTURE WINO LOADS ARE DETERMINED IN ACCORDANCE WITH ASCE 7-10 SECTION:?11,1.1
:-:~~~~~~: 110 t.lPH (3 SECOND GUST)
El(f'()SURE:C
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Nl'f SIGJ<I COt.lPONEmS NOT SPECIFICAI.LY DET...iLEO ON THESE DRA.WINGS BUT ATTACliEOTO THE STRUCTURE SHALL BE DESIGNED IN ACCORDANCE WITH THE INFORMATION NMNE.
SEISMIC OESIOH • SIGN STRUCTURESEISMICLO.-.OS ARE OETERNIINEO IN ACCORDANCE WITH ASCE7-10 CHAPTER 15USING DATA FORSIGNS AtlD BILI.BOARDS FROMTABt.E 15A-2 • RISl<CATEOORV, 11
~=~RESPONSEACCELERATIONS :S.•0.66-1, So • 0.262
~:~==:oc:~~ENT"S:Soo• 0.557, So, •0.327
FORCERESISTINGSVSlEt.l : CANTILEVEREOCOI.U t,IN
OESIGNBASESliEAR : 3.S2IOPS
SEISMICRESPOHSECOEFFICIEl'IT(C.) : 0.186
=~~i:;:..,~:~~~O:J~1!·~DANCEWITH SECTION 12.8 "EQUIVALENT LATERAL FORCEPROCEOURE " USINGTHEOESIGNDATAI\BOVE
EXPANDED MIEt,t.L OAATINO • EXP.-.NOEO METH. GAATll'IG SHH.I. 8E MNIUFACTUREO FROM CARBON $TEB_ IN CONFORMANCE WITH THE EXP.-.NOEO METH. MANUF-'CTURERS ASSOCIA.TION (EMMA) STHlOAAO N0. 1567-$11, 'STAtlOAAOS FOR EXPANDED METH- ' EMW.ISAOIVISIOJ<I OF THE NATIONAL ASSOCIATION OF ARCHITECTIJF!Al. METH. MNIUFACTURERS (NAAMM~ PAIMTlNO •ALLSTRUCl\lRALSTEE L. EXPOSEOTOWEATHER.SHALLBESl-fOPPRlt,IEOANO PAINTED IN ACCORDANCE WITH AISC 335 (SPECIFICATION) ANO ...isc 303 (STAtlOARO PRACTICE).
COHCREtE • CONCRETE SHM.l. BE PROPORTIONED WITH TYPE II CEMENT AtlO '°"VE A Mll'IIMUM COlof"RESSIVE STRENGTH OF :l000 PSI AT 28 DAYS. CONCRETE TO BE PLACED IN ACCORONICE WITHACl31 1 WITHAMAXNIJMSLUMPOF,•.
WEl.OINO • ALL WELDING MATERIALS .-.NO COMPONENTS SHALL BE IN COMPUANCE WITH AWS
01.1. BOt.TS-AU.REGUlARSltALLCONFORMTOASTMA--307 . lilGliSTRENGTliBOLTSSHALL CONFORM TO ASTM A-325. AU. BOLTS SHALL BE INSTH.LEO TO A SNUG TIGHT CONDITION UNLESS NOTED TOBE PRE-TENSIONED (PT). PT BOLTS Stw.LBE FULLY TENSIONED PER AISC TURN OF ~I~~~ OF A TURN PAST A SNUGTIGHT CONOITION)OR OTHERAISCAPPROVEO FOUNDATION: ROUND COLUMN FOOTING · EMBEQt,IENT OEPTli FOR FOOTING ODES NOT APF'l.Y TO LOCATIONS WHERE WM.LS OF TliEHOLE WU NOT STANO WITliOUT SUPPl.EMENT-'L SUPPORT. OR WliERE IJNCOt,IPACTEO FLL OR ORGANIC FILL EXISTS . FOUNDATION IS DESIGNED UTILIZINGLATERALBEAR INGPER IBCSECTION1806.3.-'LLOWABLELATERALSOLPRESSUREPER IBC TAIILE 1806.2 1S100PSF IFT (CLASS5-TYPE:CLAY , SAl<IOVClAY.SILTYCLAY . CLAVEYSIL T.
SILT AtlO SANDY SILT). DESIGNED lATSW.SOIL PRESSURE I-IASBEEN MULTIPLIED BY 2 PER SECTION 1806.3., . VERIFY SOIL TYPE DURING EXCAVATION. NOTIFY ENGINEER OF Nii DISCREPANCY.
IPECIALINSPECTIONS•SPECIALINSPECTIONSAREREOUIREOPERCHAPTER17FORTliE FOLLOWING ITEMS:
- lilGli STRENGTli BOLTS: PERIOOIC INSPECTION TO REVIEW BOLT TYPE AtlO TENSION STRUCTURAL WELDING SPECW. INSF'ECTIONS REQUIRED ABOVE SHALL BE COMPLETED DURING FABRICATION OFW.TERIAI..SWHETI-IER IN S1-fOP OR FIELD
st£EL F"9RICATOft -AU. STRUCTURAL STEEL SI-IAI.L BE SHOP FABRICATED BY THE FOLLOWING CITY OFLOSAtlGELES OEPARTMENTOFBULDINGANOSAFETY APF'ROVEO FABRICATOR•
PAGESTEEL
2D'IOINOUSTRIALORI\IE
PAGE, ARIZONA86040
THEUNOERSIGNEDENGINEERWILLNOTSUPERVISETHEFHIRICATIOJIORERECTIOJ<IOFTiilS
STRUCTURE
TIHS PRMI ST!iEPROl'EIITT'OF
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1/f),l(_iOUTOOOR.ll'IC.
OVTFRONT MEDIA
630 LAUR.ELWOOD
SANT A CLARA, CA
U25North24lh5treet,Suite200
Phoelllx,Arlzone85016
Ptin : (602)230-8634 Fax: (602)230-9071
l4'x48'
SINGLE POST
FULL FLAG
SINGLE FACE
LED READY
G-IXXXX FS FS
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irrojecl N-: 630 1.AURElWOOO RO, SANTA CLARA · OIGITAl BILLIIOARO "'ojeclAddr H1' 6301.AURElWOOORO,SANTAClAIIA,CA9S05-II
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City of Santa Clara
Agenda Report
1500 Warburton Avenue
Santa Clara, CA 95050
santaclaraca.gov
@SantaClaraCity
22-177 Agenda Date: 2/22/2022
REPORT TO COUNCIL
SUBJECT
Action on Adoption of a Resolution Declaring Weeds a Public Nuisance; Approval of the Amended and Restated Agreement between Santa Clara County and the City of Santa Clara for Weed Abatement Services; and Setting March 22, 2022 for Public Hearing
COUNCIL PILLAR
Deliver and Enhance High Quality Efficient Services and Infrastructure
BACKGROUND
Please note that this item was previously heard on January 11, 2022 and all items approved. Due to a scheduling conflict with the Council Priority-Setting Session, and the publication of a public notice, it was deemed necessary to repeat the approval process. The City of Santa Clara has deemed the overgrowth of weeds on properties within the City a public nuisance. The City mandates that property owners conduct weed abatement activities through their own means in a timely manner. However, there are some property owners that, even with proper notification, do not comply with the weed abatement orders. As outlined in California Government Code Sections 39501 et seq., and the City’s Municipal Code Chapter 8.15, the City authorizes the Fire Department to abate weeds on any non- compliant property.
The County of Santa Clara has administered the Weed Abatement program for 13 jurisdictions within Santa Clara County, including the City of Santa Clara, since 1976. In 2021, the County requested a restated agreement between the County and the City of Santa Clara for Weed Abatement Services in order for the County to fully recover its service costs in administering the City’s weed abatement program and to make other clarifying changes. There have been 8 previous approved agreements between the parties since the program’s inception. The County has requested an amendment to the existing agreements where the participating jurisdictions would take part in the program and bear the financial burden of any future financial shortfalls. Note that not every year has shortfalls. In years where there are excess amounts of fees collected, these are put forward to the upcoming year’s budget to offset operating costs.
As proposed, in the event that the amount of reimbursement through the assessment process is not sufficient for the costs of the program, the County will invoice the City and the other participating jurisdictions on a pro-rata share basis. The pro-rata share formula developed by the County is based on the percentage of work performed within each of the jurisdictions.
DISCUSSION
The Fire Department requests to commence the 2021-2022 Weed Abatement Program for the forthcoming season and approve the Amended and Restated Agreement between the County and the City of Santa Clara for Weed Abatement Services. It is requested that the City Council, in City of Santa Clara Printed on 2/18/2022Page 1 of 2
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22-177 Agenda Date: 2/22/2022
accordance with Section 8.15.030 of the City Code, adopt the attached Resolution declaring weeds to be a public nuisance. Additionally, and as required by SCCC 8.15.030-040, the Fire Department requests that Council authorize the posting of a Notice to Destroy Weeds with a Public Hearing scheduled for March 22, 2022, to hear public input regarding the proposed destruction and/or removal of weeds from non-compliant properties.
ENVIRONMENTAL REVIEW
Santa Clara County has determined the Weed Abatement Program to be categorically exempt from the California Environmental Quality Act (“CEQA”) pursuant to Guideline 15308.
FISCAL IMPACT
The County’s costs of abatement are assessed to the parcel owner and are managed by the County.
Costs include inspection, correspondence, abatement services, and cost recovery collection.
In the event of a potential financial shortfall in the program, the Fire Department will absorb the City’s pro-rata share costs in its Community Risk Reduction Division’s Operating Budget. The City’s pro- rata share costs are estimated to be a few thousand dollars, based on the number of parcels and the number of participating jurisdictions in the program. To date, and over approximately 46 years, this has not occurred. The Amended and Restated Agreement between the County and the City for Weed Abatement currently under consideration by the council provides for a mechanism to recover the shortfall from the 13 participating jurisdictions.
COORDINATION
This report has been coordinated by the Finance Department and City Attorney’s Office.
PUBLIC CONTACT
Public contact was made by posting the Council agenda on the City’s official-notice bulletin board outside City Hall Council Chambers. A complete agenda packet is available on the City’s website and in the City Clerk’s Office at least 72 hours prior to a Regular Meeting and 24 hours prior to a Special Meeting. A hard copy of any agenda report may be requested by contacting the City Clerk’s Office at (408) 615-2220, email [email protected] <mailto:[email protected]> .
RECOMMENDATION
1. Adopt a Resolution Declaring Weeds a Nuisance;
2. Approve the Amended and Restated Agreement Between The County of Santa Clara and The City of Santa Clara for Weed Abatement Services; and
3. Set March 22, 2022 as the date for the required Public Hearing on the Notice to Destroy Weeds.
Reviewed by: Ruben Torres, Fire Chief
Approved by: Deanna J. Santana, City Manager
ATTACHMENTS
1. Resolution Declaring Weeds a Nuisance
2. Amended and Restated Agreement Between The County of Santa Clara and The City of Santa Clara for Weed Abatement Services
3. Public Notice to Destroy Weeds
City of Santa Clara Printed on 2/18/2022Page 2 of 2
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Resolution/Declaring Weeds a Public Nuisance Page 1 of 2 Rev: 11/22/17
RESOLUTION NO. _____
A RESOLUTION OF THE CITY OF SANTA CLARA, CALIFORNIA
DECLARING WEEDS TO BE A PUBLIC NUISANCE AND SETTING
A HEARING DATE FOR THE CITY COUNCIL TO HEAR PUBLIC
INPUT REGARDING THE PROPOSED DESTRUCTION OR
REMOVAL OF WEEDS
BE IT RESOLVED BY THE CITY OF SANTA CLARA AS FOLLOWS:
WHEREAS, weeds are growing in the City of Santa Clara upon streets, alleys, sidewalks and upon private property; these weeds bear seeds of a wingy or downy nature or may grow and, when dry, become a fire menace or those weeds that are otherwise noxious and dangerous; and,
WHEREAS, Santa Clara City Code § 8.15.030 authorizes the City Council to pass a resolution declaring such weeds to be a public nuisance, and states that unless such a nuisance is abated, the work of abating the nuisance shall be done by the City, with the expenses assessed upon the lots from which the weeds are removed.
NOW THEREFORE, BE IT FURTHER RESOLVED BY THE CITY OF SANTA CLARA AS FOLLOWS:
1. That these weeds constitute and will continue to constitute a public nuisance, and it is ordered that this public nuisance be abated in the manner provided in Title 8 [entitled "Weeds" - § 8.15 et seq.] of Chapter 8 of "The Code of the City of Santa Clara, California" and the "Agreement for the Abatement of Weeds by County of Santa Clara for City of Santa Clara" (a copy is on file in the office of the City Clerk).
2. That on March 22, 2022 at 6:00 p.m., or as soon as the matter may be heard, in the Council Chambers of the City of Santa Clara, public comment regarding the proposed destruction or removal of weeds shall be heard.
3. That the City Manager, or her designee, is hereby directed to cause notice of the adoption of this resolution and notice of this hearing to be given by posting and by publication in the manner and form provided in §§ 8.15.030, 8.15.040 and 8.15.080 of "The Code of the City of Resolution/Declaring Weeds a Public Nuisance Page 2 of 2 Rev: 11/22/17
Santa Clara, California.”
4. That the Santa Clara County Agricultural Commissioner is also directed to give notice by mail to the owner or owners of each individual parcel of land upon which weeds will be abated by the City at least ten (10) calendar days prior to such abatement. Before the expiration of the ten- day period, any owner may voluntarily proceed to abate the nuisance. The notice may be given by mail, addressed to the owner at the last known address as shown on the last County Equalized Assessment Roll.
5. Effective date. This resolution shall become effective immediately.
I HEREBY CERTIFY THE FOREGOING TO BE A TRUE COPY OF A RESOLUTION PASSED
AND ADOPTED BY THE CITY OF SANTA CLARA, CALIFORNIA, AT A REGULAR MEETING THEREOF HELD ON THE ___ DAY OF _________, 2022, BY THE FOLLOWING VOTE:
AYES: COUNCILORS:
NOES: COUNCILORS:
ABSENT: COUNCILORS:
ABSTAINED: COUNCILORS:
ATTEST: ______________________________
NORA PIMENTEL, MMC
ASSISTANT CITY CLERK
CITY OF SANTA CLARA
Attachments incorporated by reference: None
1 AMENDED AND RESTATED AGREEMENT BETWEEN
THE COUNTY OF SANTA CLARA AND THE CITY OF
SANTA CLARA FOR WEED ABATEMENT SERVICES
THIS AGREEMENT for the Abatement of Weeds by County of Santa Clara for the City of Santa Clara (“AGREEMENT”) is made and entered into by and among the County of Santa Clara, a political subdivision of the State of California (“COUNTY”), and the City of Santa Clara (“CITY”), a municipal corporation, effective this __________________ (“EFFECTIVE DATE”). COUNTY and CITY may be collectively referred to herein as the “PARTIES” and individually as a “PARTY,” unless specifically identified otherwise.
RECITALS
WHEREAS, pursuant to California Government Code Sections 39501 et seq., the CITY has the authority to require and provide for the abatement of hazardous weeds on properties within its jurisdiction either by ordinance or pursuant to the procedures set forth in Article 2 of Chapter 13, Division 3 of Title 4 of the Government Code (commencing with Section 39560); and
WHEREAS, the CITY has duly established under Chapter 8.15 of the Santa Clara City Code a program to abate as a public nuisance hazardous weeds and brush situated on properties in the CITY; and
WHEREAS, under provisions of the California Health and Safety Code and its ordinances, the County also has duly established a program to enforce the abatement of hazardous weeds; and
WHEREAS, for reasons of efficiency, economy of operations and resources, and the mutual benefit of both parties, the CITY and the COUNTY desire the COUNTY to provide weed abatement services on properties in the CITY and to assist the CITY in administering certain parts of the CITY’S weed abatement program under Chapter 8.15 of the Santa Clara City Code, all in accordance with the terms and provisions set forth in this AGREEMENT; and
WHEREAS, the CITY may contract with COUNTY pursuant to Government Code section 51300 et seq. for the County’s performance of specified City functions; and
WHEREAS, the CITY and COUNTY entered into an “Agreement for the Abatement of Weeds by County of Santa Clara for City of Santa Clara” on February 23, 1976, as subsequently amended, which provided for the abatement of weeds by the COUNTY on behalf of the CITY; and
WHEREAS, the CITY and COUNTY desire to enter into an amended and restated AGREEMENT for the abatement of weeds to provide for the COUNTY to fully recover its service costs in administering the CITY’s weed abatement program and to make other clarifying changes.
NOW, THEREFORE, in consideration of their mutual promises, covenants, and agreements set forth in this AGREEMENT, the PARTIES hereby agree as follows:
SECTION 1. PURPOSE.
The purpose of this AGREEMENT is to promote efficiency and economy of operations and resources in the abatement of weeds in the CITY and COUNTY. To achieve this end, the CITY hereby delegates to the COUNTY and the COUNTY hereby accepts the responsibility of abating weeds on properties in the CITY and administering the CITY’s weed abatement program, set forth in Chapter 8.15 of the Santa 2 Clara City Code (“PROGRAM”), subject to and in accordance with this AGREEMENT.
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SECTION 2. TERM.
This AGREEMENT shall become effective as of the EFFECTIVE DATE and shall continue until the governing body of the CITY or the COUNTY exercises the right to terminate this AGREEMENT pursuant to SECTION 18 of this AGREEMENT. This AGREEMENT supersedes and replaces the previous “Agreement for the Abatement of Weeds by County of Santa Clara for City of Santa Clara” and any and all subsequent amendments thereto.
SECTION 3. SCOPE OF SERVICES; PERFORMANCE SCHEDULE.
A. The COUNTY shall perform weed abatement services on properties located in the CITY and administer the PROGRAM (collectively, the “SERVICES”) in accordance with all applicable laws, rules, and regulations, including Chapter 8.15 of the Santa Clara City Code, and the provisions of this AGREEMENT, as they may be amended from time to time.
B. The COUNTY shall perform these SERVICES in accordance with the schedule set forth in EXHIBIT “A,” entitled SCHEDULE OF PERFORMANCE,” attached hereto and incorporated herein by this reference, except that SERVICES on properties owned by the CITY shall be performed only upon written request by the CITY.
C. The COUNTY shall attend all meetings of the CITY Council or meetings of other CITY committees, boards or hearing bodies at which weed abatement SERVICES, refunds of weed abatement charges, or other issues related to the SERVICES or this AGREEMENT are discussed, when the COUNTY’s attendance is requested by the CITY.
D. Upon request by the CITY, the COUNTY shall provide to the CITY for its review and comment the COUNTY’s specifications and qualifications for contractors or other agents of the COUNTY obtained or hired by the COUNTY to perform weed abatement SERVICES on behalf of the COUNTY on properties located in the CITY.
SECTION 4. NOTICES.
The COUNTY shall prepare copies of all notices required in connection with the SERVICES and cause such notices to be posted, published, mailed, and/or distributed as required by applicable law. The COUNTY shall provide copies of such notices to the CITY for prior review and approval as set forth on EXHIBIT A, entitled “SCHEDULE OF PERFORMANCE,” or where not provided for in the SCHEDULE OF PERFORMANCE, at least thirty (30) days prior to the date that the COUNTY desires or is required to post, publish, mail, or otherwise distribute the material.
SECTION 5. HEARINGS.
The CITY Council, or the committee, board, or other hearing body designated by the CITY Council to conduct hearings in connection with the PROGRAM, retains the responsibility to conduct public hearings and adopt appropriate resolutions and orders in accordance with Chapter 8.15 of the Santa Clara City Code and this AGREEMENT, including its EXHIBIT A, “SCHEDULE OF PERFORMANCE.
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3 //
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SECTION 6. STATEMENT OF COSTS.
A. In December of each calendar year, the COUNTY shall deliver to the CITY a schedule of all reasonable and necessary fees and costs approved and adopted by the COUNTY Board of Supervisors for administrative, enforcement, and abatement services to be provided under this AGREEMENT (“FEE SCHEDULE”). Such fees and costs shall not exceed the reasonable costs of providing such services. All fees and costs in said FEE SCHEDULE shall be recoverable by the COUNTY pursuant to this SECTION and SECTION 7 of this AGREEMENT unless within sixty (60) days of the COUNTY’s delivery of said schedule to the CITY, the City Council of the CITY expressly declines to accept any fee or cost in said FEE SCHEDULE. In the event the City Council does decline to accept any fee or cost in said FEE SCHEDULE, the COUNTY shall be relieved of any and all obligations to provide any SERVICES under this AGREEMENT for the weed abatement season associated with the disapproved fee or cost.
B. At least ten (10) days prior to the date of the public hearing before the CITY regarding the placement of special assessment liens on properties for weed abatement charges, which meeting usually occurs before August 10 of each year, the COUNTY shall render to the CITY a report of weed abatement SERVICES performed by the COUNTY on properties within the CITY during the preceding twelve (12) months (“REPORT”). The REPORT shall include, without limitation, all of the following information:
1. The total number of weed abatements performed in the CITY;
2. The total number of properties upon which weed abatements were performed in the CITY;
3. A statement of all the costs and expenses incurred by or on behalf of the COUNTY for weed abatement SERVICES performed on properties located in the CITY, itemized with the aggregate administrative, enforcement, and abatement expenses and costs incurred by the COUNTY on each property, which shall be in accord with the fees and costs in the FEE SCHEDULE submitted by the COUNTY to the CITY pursuant to Section 6.A of this AGREEMENT;
4. A description of all the properties in the CITY, by address and Assessor’s Parcel Number, on which weed abatement SERVICES were performed; and
5. Verification of the truthfulness, accuracy, and completeness of the REPORT, executed by the COUNTY employee charged with the supervision of the SERVICES.
SECTION 7. PAYMENT FOR SERVICES.
A. Except as provided in SECTIONS 7.B and 7.C, the COUNTY shall be reimbursed for SERVICES provided under this AGREEMENT by remittances from property owners for weed abatement and related costs and expenses for SERVICES performed on their respective lots and parcels of land. The CITY, after hearing, shall require the costs and expenses of SERVICES performed for the current year to be entered as a special assessment on bills for taxes levied against the respective lots and 4 parcels of land. Such special assessments shall be liens on the respective properties until paid to the COUNTY.
B. Within 60 days of receipt of an invoice for costs and expenses incurred on CITY-owned parcels, the CITY shall reimburse the COUNTY for the costs of such SERVICES. Charges for SERVICES on parcels owned by the CITY shall equal the cost of SERVICES performed by the weed abatement contractor on the CITY-owned parcels plus 20% of said contractor service costs.
C. If the amounts submitted for collection from property owners in Santa Clara County for provision of weed abatement services by the COUNTY are inadequate to reimburse the COUNTY for its fixed costs of administering countywide services during the preceding twelve (12) months, the COUNTY may make a demand to the CITY for its proportional share of the shortfall (less amounts offset by accrued program revenues) by September 1 of each year. The CITY agrees to pay the COUNTY for the CITY’s proportional share of any such shortfall within sixty (60) days of demand by the COUNTY. The CITY’S proportional share shall be calculated based on the percentage of parcels on which weed abatement services were performed which are located in the CITY. The COUNTY’s demand for payment under this SECTION 7.C. shall be accompanied by a statement of the total shortfall in the COUNTY’s reimbursement for fixed program costs for the preceding twelve (12) months and of any accrued program revenues available to offset the shortfall, as well as a statement of the CITY’s proportional share of that shortfall (minus offsets by accrued program revenues).
D. Except as provided in SECTIONS 7.B and 7.C., the CITY has and assumes no liability for the payment of salary, wages, benefits, compensation or any other amounts to officers, agents, employees or contractors of COUNTY performing SERVICES hereunder.
SECTION 8. INDEMNIFICATION.
In lieu of and notwithstanding the pro rata risk allocation, which might otherwise be imposed between the PARTIES pursuant to Government Code Section 895.6, the PARTIES agree that all losses or liabilities incurred by PARTY shall not be shared pro rata but, instead, COUNTY and CITY agree that, pursuant to Government Code Section 895.4, each of the PARTIES hereto shall fully indemnify and hold each of the other PARTIES, their officers, board members, employees, and agents, harmless from any claim, expense or cost, damage or liability imposed for injury (as defined in Government Code Section 810.8) occurring by reason of the negligent acts or omissions or willful misconduct of the indemnifying PARTY, its officers, employees or agents, under or in connection with or arising out of any work, authority or jurisdiction delegated to such party under this AGREEMENT. No PARTY, nor any officer, board member or agent thereof shall be responsible for any damage or liability occurring by reason of the negligent acts or omissions or willful misconduct of the other PARTIES hereto, their officers, board members, employees, or agents, under or in connection with or arising out of any work authority or jurisdiction delegated to such other PARTIES under this AGREEMENT.
SECTION 9. RECORDS.
Each officer or department of the COUNTY performing any SERVICES pursuant to this AGREEMENT shall keep itemized and detailed work or job records covering the costs of services performed under this AGREEMENT. COUNTY shall maintain these records for a minimum period of three (3) years, or for any longer period required by law, following the performance of any SERVICES.
5 SECTION 10. ENTIRE AGREEMENT.
This AGREEMENT and its Appendices (if any) constitutes the final, complete and exclusive statement of the terms of the agreement between the PARTIES. It incorporates and supersedes all the agreements, covenants and understandings between the PARTIES concerning the subject matter hereof, and all such agreements, covenants and understandings have been merged into this AGREEMENT. No prior or contemporaneous agreement or understanding, verbal or otherwise, of the PARTIES or their agents shall be valid or enforceable unless embodied in this AGREEMENT.
SECTION 11. AMENDMENTS.
This AGREEMENT may only be amended by a written instrument signed by the PARTIES.
SECTION 12. GOVERNING LAW, VENUE.
This AGREEMENT has been executed and delivered in, and shall be construed and enforced in accordance with, the laws of the State of California. Proper venue for legal action regarding this AGREEMENT shall be in the County of Santa Clara.
SECTION 13. ASSIGNMENT.
No assignment of this AGREEMENT or of the rights and obligations hereunder shall be valid without the prior written consent of the other PARTY.
SECTION 14. WAIVER.
No delay or failure to require performance of any provision of this AGREEMENT shall constitute a waiver of that provision as to that or any other instance. Any waiver granted by a PARTY shall be in writing and shall apply to the specific instance expressly stated.
SECTION 15. COMPLIANCE WITH LAWS.
COUNTY and CITY shall comply with all applicable Federal, State, and local laws, regulations, rules, and policies in the performance of services under this AGREEMENT.
SECTION 16. THIRD PARTY BENEFICIARIES.
This AGREEMENT does not, and is not intended to, confer any rights or remedies upon any person or entity other than the PARTIES.
SECTION 17. INDEPENDENT CONTRACTORS.
The COUNTY and the CITY agree that this AGREEMENT is by and between independent contractors.
This AGREEMENT is not intended, nor shall it be construed, to create a relationship of agent, servant, employee, partnership, joint venture, or association between the COUNTY and the CITY.
//
//
SECTION 18. TERMINATION
6 A. The COUNTY or the CITY may terminate this AGREEMENT as of the first day of September of any year by giving notice to the other PARTY not less than thirty (30) days prior to the date of termination.
B. The [City Manager], or his or her delegatee or designee, is authorized to terminate this AGREEMENT on behalf of the CITY.
C. The COUNTY’s Agricultural Commissioner, or his or her delegatee or designee, is authorized to terminate this AGREEMENT on behalf of the COUNTY.
SECTION 19. NOTICES
Except as otherwise stated, any notice required or permitted by this AGREEMENT will be in writing and delivered as follows with notice deemed given as indicated: (a) by personal delivery when delivered personally; (b) by overnight courier upon written verification of delivery; (c) by email, telecopy, or facsimile transmission upon acknowledgment of receipt of electronic transmission; or (d) by certified or registered mail, upon confirmation of delivery. The PARTIES may deliver notice as follows:
TO COUNTY:
County of Santa Clara Consumer and Environmental Protection Agency 1553 Berger Drive #200, San Jose, CA 95112
Fax: 408-286-2460
Email: [email protected]
Attn: Weed Abatement Manager
TO CITY:
City of Santa Clara Fire Department, Community Risk Reduction Division 1675 Lincoln Street
Santa Clara, CA 95050
Email: [email protected]
Attn: Weed Abatement
SECTION 20. INTERPRETATION.
The captions preceding the sections of this AGREEMENT have been inserted for convenience of reference only and such captions shall in no way define or limit the scope or intent of any provision of this AGREEMENT. This Agreement has been negotiated at arm’s length and between parties sophisticated and knowledgeable in the matters contained herein. This AGREEMENT shall be interpreted to achieve the intents and purposes of the PARTIES, without any presumption against the PARTY responsible for drafting any part of this AGREEMENT. Provisions in this AGREEMENT relating to number of days shall be calendar days, unless otherwise specified, provided that if the last day of any period to give notice, reply to a notice or to undertake any other action occurs on a Saturday, Sunday or a bank or COUNTY holiday, then the last day for undertaking the action or giving or replying to the notice shall be the next succeeding business day. The Recitals are incorporated and made a part of this AGREEMENT.
SECTION 21. COUNTERPARTS.
This AGREEMENT may be executed in one or more counterparts, each of which shall be deemed to be an original, but all of which together shall constitute one and the same instrument. 7 //
SECTION 22. CONTRACT EXECUTION
Unless otherwise prohibited by law or COUNTY policy, the PARTIES agree that an electronic copy of a signed contract, or an electronically signed contract, has the same force and legal effect as a contract executed with an original ink signature. The term “electronic copy of a signed contract” refers to a transmission by facsimile, electronic mail, or other electronic means of a copy of an original signed contract in a portable document format. The term “electronically signed contract” means a contract that is executed by applying an electronic signature using technology approved by the COUNTY.
THE PARTIES TO THIS AGREEMENT hereby indicate their acknowledgement and acceptance of the terms and conditions stated herein as evidenced by the following signatures of their duly authorized representatives.
COUNTY OF SANTA CLARA CITY OF SANTA CLARA
Jeffrey V. Smith
County Executive
Dated: _______________________________
Title: _______________________________
Dated: ______________________________
APPROVED AS TO FORM AND LEGALITY:
Willie Nguyen
Deputy County Counsel
8 EXHIBIT “A”
SCHEDULE OF PERFORMANCE
The COUNTY shall perform the SERVICES as follows:
On or before November 15 of each year: The County shall request a resolution from the CITY declaring that certain weeds located on
properties in the CITY constitute a public nuisance
and setting a date for a public hearing.
Before the date of the CITY governing body
meeting declaring weeds a nuisance subject to
abatement:
The COUNTY shall provide to the CITY for
review and processing by the CITY a complete
Master List of properties, including Assessor’s
Parcel Numbers, located in the CITY upon which
hazardous weeds are growing or are likely to grow.
No later than ten (10) days prior to the day of the
CITY hearing on objections to the notices to
destroy weeds:
The COUNTY shall post notices to destroy weeds
at property or mail notices to destroy weeds to
property owners regarding the CITY hearing, as
directed by resolution of the CITY Council.
No later than ten (10) days prior to the day of the
CITY hearing on objections to the notices to
destroy weeds:
The COUNTY shall deliver to the CITY a FEE
SCHEDULE listing all reasonable and necessary
fees and costs approved and adopted by the
COUNTY Board of Supervisors for administrative,
enforcement, and abatement services to be
provided under this AGREEMENT in accordance
with SECTION 6.A of this AGREEMENT.
The CITY Council shall hold a public hearing to
hear objections to the notices to destroy weeds.
By resolution at the conclusion of the hearing, the
CITY Council shall allow or overrule any or all
objections to the proposed abatement of weeds.
After adoption of CITY resolution ordering the
abatement of weeds on certain properties as
public nuisances:
The CITY shall proceed with weed abatement
work on properties located in the CITY in
accordance with the resolution adopted by the
CITY Council and this AGREEMENT.
At least ten (10) days prior to the date of the
public hearing before the CITY’s governing
body regarding the placement of special
assessment liens on properties for weed
abatement charges:
Pursuant to SECTION 6.B of this AGREEMENT,
the COUNTY shall provide to the CITY for review
and processing a complete and accurate REPORT
of costs and expenses incurred by or on behalf of
the COUNTY for weed abatement SERVICES
performed in the CITY during the preceding twelve
(12) months under this AGREEMENT.
9 On or before August 10 of each year:
The COUNTY shall obtain a resolution from the
CITY to confirm the REPORT and order the weed
abatement costs to be a special assessment against
the affected properties.
At least ten (10) days prior to the CITY meeting
to hear objections to the REPORT:
The CITY shall mail a notice to all property
owners identified in the REPORT, which provides
the date, time, and place of the CITY Council’s
hearing on the REPORT at which person may
appear and object to the REPORT.
Upon adoption of resolution by the CITY
Council confirming or amending REPORT and
ordering weed abatement costs become a special
assessment lien against the affected properties
and filing of REPORT with COUNTY Auditor:
The COUNTY shall enter each such assessment on
the COUNTY tax roll and cause such amounts to
be collected at the same time, and in the same
manner, as general CITY taxes are collected.
Upon request by CITY The COUNTY shall perform weed abatement SERVICES on CITY-owned lots and parcels.
City of Santa Clara
Notice to Destroy Weeds
NOTICE IS HEREBY GIVEN that on February 22, 20 22, pursuant to the provisions of §
8.15 et seq. of the Code of the City of Santa Clara, California, the Ci ty Council passed a resolution declaring that all weeds growing upon any private property or in any public street or alley, as defined in § 8.15.010 of the Code of the City of Santa Clara, constitute a public nuisance; this nuisance must be abated by the removal of the weeds.
NOTICE IS FURTHER GIVEN that propert y owners shall, without delay, remove all weeds from their property and the abutting half of the street in front and alleys, if any, behind the property and between the lot lines as extended, or the weeds will be destroyed or removed and the nuisance abated by the County authorities, in which case the cost of the destruction or removal will be assessed upon the lots and lands from which or from the front or rear of which, the weeds have been destroyed or removed, and the cost will constitute a lien upon the lots or lands until paid, and will be collected upon the next tax roll upon which general municipal taxes are collected.
All property owners wanting to provide input regarding the proposed destruc tion or removal of the weeds are hereby notified to attend a meeting, either in person or remotely, of the City Council of the City of Santa Clara to be held in the Council Chambers of the City Hall, 1500 Warburton Avenue, Santa Clara, California, on March 22, 2022, at 6:00 p.m., to have their comments heard by the City Council. The link for remote attendance can be found on the City of Santa Clara website.
AMERICANS WITH DISABILITIES ACT (ADA). The City complies with the Americans with Disabilities Act (ADA). If you need additional information or assistance, please contact the City’s ADA Coordinator at (408) 615-3000.
City of Santa Clara
Agenda Report
1500 Warburton Avenue
Santa Clara, CA 95050
santaclaraca.gov
@SantaClaraCity
22-185 Agenda Date: 2/22/2022
REPORT TO COUNCIL
SUBJECT
Adopt a Resolution Authorizing the Submittal of Application(s) for All the California Department of Resources Recycling and Recovery (CalRecycle) Grants and Payment Programs for Which the City of Santa Clara is Eligible
COUNCIL PILLAR
Promote Sustainability and Environmental Protection
BACKGROUND
CalRecycle has established various payment programs and grant opportunities that require governing bodies to declare by resolution certain authorizations related to the administration of the program. On May 16, 2016 the City Council adopted Resolution 16-8324 (Attachment 1) which authorized the City Manager (or designee) as the Signature Authority to submit applications for all payment programs offered by CalRecycle until rescinded by the Signature Authority or Council.
CalRecycle opened the Senate Bill 1383 (SB 1383) Local Assistance Grant Program (LAGP) application filing period on January 10, 2022 to help local jurisdictions fund efforts to reduce the amount of organics disposed in landfills as required by the regulations. In order to be eligible for the first round of funding, each applicant is required to submit an approved Resolution and Letters of Designation and/or Authorization by March 1, 2022. First round awardees may be eligible to receive additional remaining funds from entities who do not apply for funding. Applications that are submitted without a valid Resolution in place by March 1 will be deferred to the second funding round. A Resolution is still necessary to receive funding in the second round. Second round awardees will not be eligible to receive funds from entities who did not apply.
DISCUSSION
The Department of Public Works (DPW) has submitted a non-competitive grant application to receive $172,504 through the LAGP. The funds will be allocated to the Solid Waste Fund operating budget and be used to purchase materials/products derived from recycled organic material to satisfy a portion of the SB 1383 procurement requirements. The grant funds received during the first funding round must be spent by April 2, 2024.
The LAGP stipulates that the Resolution and Signature Authority documents submitted with the application be no older than five years. Resolution 16-8324 does not have a termination date, but it is older than 5 years, so an updated Resolution will need to be submitted by March 1 to be eligible for first round of funding. The proposed Resolution (Attachment 2) rescinds the authority to submit applications and the Signature Authority granted to the City Manager in Resolution 16-8324. It also authorizes the City manager as the Signature Authority to submit applications and reports for all grants and payment programs offered by CalRecycle through February 22, 2027.
City of Santa Clara Printed on 2/17/2022Page 1 of 2
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22-185 Agenda Date: 2/22/2022
ENVIRONMENTAL REVIEW
The action being considered does not constitute a “project” within the meaning of the California Environmental Quality Act (“CEQA”) pursuant to CEQA Guidelines section 15378(b)(4) in that it is a fiscal activity that does not involve any commitment to any specific project which may result in a potential significant impact on the environment.
FISCAL IMPACT
There is no fiscal impact associated with this action.
COORDINATION
This report has been coordinated with the City Attorney’s Office.
PUBLIC CONTACT
Public contact was made by posting the Council agenda on the City’s official-notice bulletin board outside City Hall Council Chambers. A complete agenda packet is available on the City’s website and in the City Clerk’s Office at least 72 hours prior to a Regular Meeting and 24 hours prior to a Special Meeting. A hard copy of any agenda report may be requested by contacting the City Clerk’s Office at 408-615-2220, email [email protected] <mailto:[email protected]> .
RECOMMENDATION
1. Adopt a Resolution authorizing the submittal of application(s) for all the California Department of Resources Recycling and Recovery (CalRecycle) grants and payment programs for which the City of Santa Clara is eligible.
Reviewed by: Craig Mobeck, Director of Public Works
Approved by: Deanna J. Santana, City Manager
ATTACHMENTS
1. Resolution No. 16-8324
2. Resolution
City of Santa Clara Printed on 2/17/2022Page 2 of 2
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RESOLUTION N0. 16-8324
A RESOLUTION OF THE CITY OF SANTA CLARA,
CALJFORNJA AUTHORJZING THE SUBMITTAL OF
CALRECYCLE APPLICATIONS FOR PAYMENT
PROGRAMS AND DESIGNATING THE CITY MAN AGER AS
SIGNATURE AUTHORITY
BE IT llliSOLVED BY THE CITY OF SANTA CLARA AS FOLLOWS:
WHEREAS, pursuant lo Public Resources Code sections 48000 et seq., 14581, and 42023.l(g), the Department of Resources Recycling and Recovery (CalRecycle) has establ ished var ious payment programs to make payments to qualifying jurisdictions; and WHEREAS, in ftutherance of this authority Ca)Recycle is required to estab lish procedu res governing the admini stration of the payment programs; and WIIEREAS, CalRecycle's proce dures for admi nistering payment programs requit-e, among other things, an applicant's gove rnin g body to declare by resolutio n certain autho rizations related to the admi nistration of the payment program.
NOW THEREFORE, BE IT FURTHER RESOLVED RV THE ClTY OF SANT A CLARA AS FOLLOWS:
l. That the City Manager of the City of Santa Clara is autho rized to submit an application to CalRecycle for any and all payment programs offered.
2. That U1e City Manager, or his/her <lesiguee, is hereby authorized as Signature Authority to execute all documents necessary to impl ement and secure payment; and
3. Constitutionality, severabi lity. If any section , subsection, sentence, clause, phrase, or word of this resolution is for any reason held by a com1 of compe lenl jurisdiction LO be unconstitulional or invalid for any reason, such decision shall not affec t the validity of the remaining po1tions of the Resolution/ Authorizing Lhc Submittal of CalRecyclc Applications fo1· Payment Programs and Designating the City Manager as Signature Authority
Rev: 02-06-14; Typed: 4/26/16 Page 1 of2
resolu tion. The City of Santa Cla 1•a, California, hereby declares that it would have passed this resolu tion and each section, subsection, sentence, clause, phrase, and word thei-eof, irrespective of the fact that any one or more section(s), subsection(s), sentence(s), clause(s), ph.rase(s), or word(s) be declared invalid.
4. Effective date. This resolution shall become effect ive immedia tely and is effec tive until rescin ded by the Signature Authority or this governing body.
I HEREBY CERTIFY THE FOREGOING TO BE A TRUE COPY OF A RESOLUTION PASSED
AND ADOPTED BY THE CITY OF SANTA CLARA, AT A REGULAR MEETING THEREOF HELD ONTHE24' 11 DAY OP MAY, 20 16,BY THEFOLLOWlNG VOTE:
AYES: COUNC lLORS:
NORS: COUNCILORS:
ABSENT: COUNC ILORS:
ABSTAINED: COUNC ILORS:
Davis, Kolstad, O'Neill and Watanabe and Mayor
Gillmor
None
Caserta and Marsalli
None
ATTEST:
ROD DIRJDON, JR.
CITY CLERK
CITY OF SANT A CLARA
Resolution/ Authorizing the Submittal of CalRecycle Applications for Payment Programs and Designating the City Manager as Signature Authority
Rev: 02-06- 14; Typed: 4/26/16 Page 2 of2
Resolution/Authorizing the Submittal of CalRecycle Applications for Payment Programs and Designating the City Manager as Signature Authority Page 1 of 2
Rev: 11/22/17
RESOLUTION NO. _____
A RESOLUTION OF THE CITY OF SANTA CLARA, CALIFORNIA
AUTHORIZING THE SUBMITTAL OF APPLICATION(S) FOR ALL
THE DEPARTMENT OF RESOURCES RECYCLING AND
RECOVERY (CALRECYCLE) GRANTS AND PAYMENT
PROGRAMS FOR WHICH THE CITY OF SANTA CLARA IS
ELIGIBLE
BE IT RESOLVED BY THE CITY OF SANTA CLARA AS FOLLOWS:
WHEREAS, Public Resources Code sections 48000 et seq. authorize the Department of Resources Recycling and Recovery (CalRecycle) to administer various grant programs (grants) and payment programs in furtherance of the State of California’s (state) efforts to reduce, recycle and reuse solid waste generated in the state thereby preserving landfill capacity and protecting public health and safety and the environment;
WHEREAS, in furtherance of this authority CalRecycle is required to establish procedures governing the application, awarding, and management of the grant and payment programs; WHEREAS, CalRecycle grant and payment program application procedures require, among other things, an applicant’s governing body to declare by resolution certain authorizations related to the administration of CalRecycle grants; and,
WHEREAS, CalRecycle grant and payment programs now require that resolutions now identify the time period, up to five years, during which the authorizations are valid.
NOW THEREFORE, BE IT FURTHER RESOLVED BY THE CITY OF SANTA CLARA AS FOLLOWS:
1. That Resolution No. 16-8324 authorizing the submittal of CalRecycle applications for payment programs and designate the City Manager as signature authority be repealed and replaced with this Resolution No. XX-XXXX.
2. That the City of Santa Clara authorizes the submittal of application(s) to CalRecycle for all grants and payment programs for which the City of Santa Clara is eligible;
3. That the City Manager, of the City of Santa Clara, or his/her designee is hereby Resolution/Authorizing the Submittal of CalRecycle Applications for Payment Programs and Designating the City Manager as Signature Authority Page 2 of 2
Rev: 11/22/17
authorized and empowered to execute in the name of the City of Santa Clara all CalRecycle grant and payment program documents, including but not limited to, applications, agreements, amendments and requests for payment, necessary to secure grant or payment program funds and implement the approved grant or payment program project; and
4. Constitutionality, severability. If any section, subsection, sentence, clause, phrase, or word of this resolution is for any reason held by a court of competent jurisdiction to be unconstitutional or invalid for any reason, such decision shall not affect the validity of the remaining portions of the resolution. The City of Santa Clara, California, herby declares that it would have passed this resolution and each section, subsection, sentence, clause, phrase, and word thereof, irrespective of the fact that any one or more sections(s), subsection(s), sentences(s), clause(s), phrases(s), or words(s) be declared invalid.
5. Effective date. This resolution shall become effective immediately and is effective for five (5) years from the date of adoption of this resolution.
I HEREBY CERTIFY THE FOREGOING TO BE A TRUE COPY OF A RESOLUTION PASSED
AND ADOPTED BY THE CITY OF SANTA CLARA, CALIFORNIA, AT A REGULAR MEETING THEREOF HELD ON THE ___ DAY OF _________, 2022 BY THE FOLLOWING VOTE:
AYES: COUNCILORS:
NOES: COUNCILORS:
ABSENT: COUNCILORS:
ABSTAINED: COUNCILORS:
ATTEST: ______________________________
NORA PIMENTEL, MMC
ASSISTANT CITY CLERK
CITY OF SANTA CLARA
Attachments incorporated by reference: None
City of Santa Clara
Agenda Report
1500 Warburton Avenue
Santa Clara, CA 95050
santaclaraca.gov
@SantaClaraCity
22-197 Agenda Date: 2/22/2022
REPORT TO COUNCIL
SUBJECT
Action on the Parks & Recreation Commission’s Recommendation to Approve the Schematic Design- Master Plan for the New Public Neighborhood Park located at 3905 Freedom Circle (Greystar Development)
COUNCIL PILLAR
Enhance Community Sports, Recreational and Arts Assets
BACKGROUND
The Santa Clara City Code 17.35 requires new residential development to dedicate parkland and/or the payment of in lieu fees. Greystar Real Estate Partners submitted an application to the City for a General Plan Amendment from High-Intensity Office/R&D to High Intensity Mixed-Use and Planned Development (PD) rezoning to allow for a new residential mixed-use development (Project). The Project area includes 13.3 acres comprising two parcels (APNs: 104-40-021 & 104-40-036) that are bounded by Freedom Circle, Mission College Boulevard, Highway 101, and San Tomas Aquino Creek. The Project site is also part of the proposed General Plan - Freedom Circle Focus Area under a separate development process by the City that encompasses 108 acres in northern Santa Clara.
The Project proposes to construct 1,075 apartment units and will meet its parkland dedication requirements through an 87,728 square foot (2.014 acres) public neighborhood park with connection to the San Tomas Creek Trail. The public park will be dedicated to the City in fee title. Public park improvements will be constructed by the developer to the City’s design criteria and standard specifications and will be maintained by the developer after dedication.
The Schematic Design Master Plan for the public neighborhood park features: a ½-acre natural grass field, landscaped and furnished park-like quiet area, playground for children ages 2-5 and 6-12, a basketball court, a family picnic area with tables, barbeques, a bocce court, an enclosed off-leash dog area with separate areas for small and large dogs, pathways, trees, landscaping, and a connection to the San Tomas Creek Trail. Twenty off-street parking stalls for park visitors are proposed to be provided in Buildings B and C. The proposed Schematic Design was reviewed by the Parks & Recreation Department, and as configured, meets the Department’s research based best practices and requirements for public park design, such as: inclusive, age-friendly, sustainable design elements; support for an active recreation program; playgrounds that contain all elements of play; public access from public right of way that provides safe routes & pathway connectivity to and through the park; off street parking; adjacent restroom; place-making; natural habitat value; approved plant palette; consideration for efficient and effective operation and lifecycle maintenance.
On July 20, 2021, RHAA Landscape Architecture and Planning (RHAA) presented the Neighborhood Park schematic design proposal to the Parks & Recreation Commission. The Commission provided City of Santa Clara Printed on 2/17/2022Page 1 of 3
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22-197 Agenda Date: 2/22/2022
input on the proposed Schematic Design-Master Plan, including the configuration of the sport court as a multi-use facility (basketball, pickleball, volleyball, other), and recommending that additional public input be solicited through social media channels, an in-person meeting, and an online community survey. The Commission deferred action on the schematic design until the September 2021 regular meeting.
Community Input
On Saturday August 21, 2021, RHAA and City Parks & Recreation staff conducted community outreach and collected public input on the Park Schematic Design at the “Celebrate Santa Clara” Citywide special event in Central Park with approximately 150 responses from all ages including children. In addition, from August 19, 2021 until September 2, 2021, an online survey was hosted on the City website which collected 342 responses representing over 17 hours of public comment.
The top three favored park elements in the Schematic Design were the trail connection (51%), open lawn space (46%), and the picnic and BBQ areas (43%). Over 47% favored a multi-colored play structure for ages 2-5. Over 69% favored use of resilient surfacing in the play space. Given that the residential area will be new, most survey respondents envisioned driving to the park (66%), and 50% imagined visiting the parkas presented “often” or “frequently”.
The proposed Park site plan, features and amenities seem to support the activities most desired by the public. While the survey indicated other potential activities, the remaining space available would not be able to accommodate field activities such as a disc golf course without displacing the other primary and more desirable park amenities.
DISCUSSION
On September 21, 2021, the Parks & Recreation Commission reviewed the community input and the proposed Schematic Design. After discussion, the Commission made a unanimous recommendation that Council approve the preferred Schematic Design-Master Plan for the proposed Neighborhood Park.
Council will review the Parks & Recreation Commission recommendation for approval of the proposed Mini Park Master Plan - Schematic Design (Attachment 1). Council approval will confirm the park schematic design and master plan for the 87,728 square foot (2.014 acres) public neighborhood park to be dedicated to the City in fee title located at 3905 Freedom Circle. Once approved, the Developer will complete the construction documents for building permit, execute Park Construction and Park Maintenance agreements, complete the improvements to the acceptance of the City, and record the parcel dedication and maintenance agreement with the County of Santa Clara. Public park improvements will be constructed by the developer to the City’s design criteria and standard specifications and will be maintained by the developer after dedication.
Once dedicated and placed into the City’s park inventory, the park and its master plan will be subject to the conditions of Measure R, a voter approved initiative in November 2016, which added Section 714.1 Protection of Parkland and Public Open Space to the City Charter. Measure R prohibits selling, leasing, or otherwise disposing of parkland for a period of one hundred eighty (180) days or more, and also prohibits its use from changing, being abandoned, or discontinued without such sale, lease, disposal or changed use having first been authorized or ratified by a two-thirds majority vote of the electorate during a general municipal election for that purpose. Measure R also prohibits changes in park use for over 180 days without a majority vote of the electorate and substantial building, City of Santa Clara Printed on 2/17/2022Page 2 of 3
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22-197 Agenda Date: 2/22/2022
construction, reconstruction, or development upon dedicated parkland except pursuant to ordinance subject to referendum. The referendum process is set forth in the Elections Code.
ENVIRONMENTAL REVIEW
The review and approval of the schematic design of a new public neighborhood park does not constitute a “project” within the meaning of the California Environmental Quality Act (“CEQA”) pursuant to CEQA Guidelines section 15378(b)(5) in that it is a governmental organizational or administrative activity that will not result in direct or indirect changes in the environment.
The impacts of the Greystar General Plan Amendment, development proposal and Freedom Circle Focus Area will be described in an Environmental Impact Report provided to the Planning Commission and City Council in their consideration of the approval of the project.
FISCAL IMPACT
There is no fiscal impact to the General Fund for the current action. The developer will construct the public park improvements, provide a park sign, and maintain the park in perpetuity, all to City standards and at no cost to the City.
COORDINATION
This report has been coordinated with the Finance Department, City Attorney’s Office and the Community Development Department.
PUBLIC CONTACT
Public contact was made by posting the Council agenda on the City’s official-notice bulletin board outside City Hall Council Chambers. A complete agenda packet is available on the City’s website and in the City Clerk’s Office at least 72 hours prior to a Regular Meeting and 24 hours prior to a Special Meeting. A hard copy of any agenda report may be requested by contacting the City Clerk’s Office at (408) 615-2220, e-mail [email protected].
RECOMMENDATION
That Council approve the Schematic Design-Master Plan for the New Public Neighborhood Park to be located at 3905 Freedom Circle.
Reviewed by: James Teixeira, Director of Parks & Recreation Approved by: Deanna J. Santana, City Manager
ATTACHMENTS
1. Neighborhood Park - Schematic Design-Master Plan - 3905 Freedom Circle City of Santa Clara Printed on 2/17/2022Page 3 of 3
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Santa Clara Freedom
Circle
Design Update
09.16.2021
rhaa/
Landscape
Architecture
& Planning
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01 Survey Results
SANTA CLARA FREEDOM CIRCLErhaa
Community Feedback
Online Survey
342 respondents
Survey available through Santa Clara Parks & Recreation website Survey open from August 19 - September 2, 202 l
Community Outreach Event
Approximately l 54 respondents
Responses collected at Celebrate Santa Clara in Central Park on August 21 , 202 l Engaged community members of all ages, including children Questions
Demographics
Playground surfacing
Playground equipment
Park features
Online Survey Results: Demographics
Age of Respondents
18 or Younger
1%
Zip Codes
Online Survey Results: Visiting the Park
Frequency of Visit
No Response
1%
Very Frequently
- 2+ /week
18%
Frequently - l x
/ week
20%
Occasionally -
4x/ year
19%
Often - l x / month
30%
Getting to the Park
Drive
66%
No Response
2%
Online Survey Results: Playground Preferences
Play Structure Color
Light Green
25%
No Response
1%
Play Surface
Artificial Turf
29%
No Response
2%
Online Survey Results: Feature Preferences
Bocce Court,
14%
Dog Park,
24%
Multi-Sports
Court, 27%
Open Lawn
Space, 46%
Picnic + BBQ,
43%
Playground, 38%
Quiet Seating,
39%
Trail Connection,
51%
Other,
19%
Features Most Likely to Use
Additional Requests
Disc Golf Course = 33 votes
Exercise Equipment = 8 votes
Walking/ Running Track= 14 votes
Water Feature = 8 votes
Pool = 5 votes
Natural Materials = 3 votes
Water Bottle Filler/ Water Fountain = 3 votes
Artwork = 2 votes
Badminton Court = 2 votes
Beach Volleyball Court = 2 votes
Bird-Watching = 2 votes
Cricket Pitch = 2 votes
Softball Field = 2 votes
Tennis Court = 2 votes
Bike Park = l vote
Climbing Wall = l vote
Event Stage = l vote
Lawn Bowling = l vote
Musical Play Instruments = l vote
Public Locker = l vote
Online Survey Results: Additional Comments
Comments/ Requests Already in Design:
Shade (especially in playground area) = 46 comments
Accessibility (physical, mental, visual impairment) - paths, play features, signs = 8 comments Native plants = 7 comments
Bathrooms = 6 comments
Swings in playground = 5 comments
Lighting, especially solar-powered = 4 comments
Parking = 4 comments
Connection to San Tomas Trail (pedestrian and bike access, not vehicular) = 3 comments Dog area/ amenities = 3 comments
Seating (hammocks, etc.) = 3 comments
Activities for adults and elderly = 2 comments
Bike racks = 2 comments
Non-toxic materials = 2 comments
Turf - Artificial (low water-use) = 2 comments
Turf - Natural (oppose synthetic) = 2 comments
Concession/ coffee stand (food venues on-premises) = l comment Trash receptacles = l comment
Additional Comments
Natural , sustainable materials = 3 comments
Cleaning/ maintenance schedule = 2 comments
General comments on development = 3 comments
In-Person Outreach Results: Visiting the Park
Infrequently - 0-
3x / year
10%
Occasionally -
4x / year
16%
Often - 1x / month
34%
Frequently - 1x /
week
21%
Very Frequently
-2 + / w e e k
19%
Frequency of Visit
Walk
12%
Drive
48%
Bike / Roll
31%
Public Transport
9%
Getting to the Park
In-Person Outreach Results: Playground Preferences
Multi-Color
71%
Dark Green
19%
Light Green
10%
Play Structure Color
Resilient
Surface
55%
Artificial Turf
45%
Play Surface
In-Person Outreach Results: Additional Comments
Comments/ Requests Already in Design:
Climbing wall/ Monkey bars = 4 comments
Dog area / amenities = l comment
Lighting, especially solar-powered = 4 comments
Native plants = 3 comments
Picnic tables = l comment
Shade (especially in playground area)= 3 comments
Slides = 4 comments
Swings in playground = 4 comments
Additional Requests
Water features = 4 comments
Water bottle Filler/ Water fountain = 3 comments
Community garden = 2 comments
Bounce area = l comment
Bridge = l comment
Natural , sustainable materials = l comment
Infrequently - 0-
3x / year
12%
Occasionally -
4x / year
19%
Often - 1x / month
31%
Frequently - 1x
/ week
20%
Very Frequently
-2 + / w e e k
18%
Frequency of Visit
Combined Community Outreach Results: Visiting the Park
Walk
16%
Drive
63%
Bike / Roll
19%
Public Transport
2%
Getting to the Park
Resilient
Surface
68%
Artificial Turf
32%
Play Surface
Combined Community Outreach Results: Playground Preferences Multi-Color
52%
Dark Green
26%
Light Green
22%
Play Structure Color
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02 Site Design
SANTA CLARA FREEDOM CIRCLErhaa
15 / SANTA CLARA FREEDOM CIRCLE
Site Design
rhaa
16 / SANTA CLARA FREEDOM CIRCLE
Site Design
rhaa
17 / SANTA CLARA FREEDOM CIRCLE
Podium Design
rhaa
18 Podium Design
/ SANTA CLARA FREEDOM CIRCLErhaa
19 / SANTA CLARA FREEDOM CIRCLE
20 / SANTA CLARA FREEDOM CIRCLE
21 / SANTA CLARA FREEDOM CIRCLE
Park
/ SANTA CLARA FREEDOM CIRCLErhaa
23 / SANTA CLARA FREEDOM CIRCLE
Park
FREEDOM
CIRCLE
rhaa
LEGEND 0
1/2-ACRE
TURFED
PLAY
FIELD
0 LANDSCAPED
AREA
W
/ SEATING
(v
PLAYGROUND
0 MULTI
-USE
SPORT
COURT
@
BOCCE
COURT
©
PICNIC
AREA
W
/ BBQ
&
TRELLIS
0 OFF-LEASH
DOG
AREA
©
CONNECTION
TO
TRAIL
(v
SEATING
AREA
W
/ D.G
.
@)
CIRCULAR
BENCHES
@
PLAZA
AT
BUILDING
@BIKE
RACKS
@)
COMMUN
ITY
TALBES
@
STORMWATER
PLANTERS
@
TRASH
ENCLOSURE
@
RESTROOMS
FOR
PARK
VISITORS
-
-ADA
ACCESSIBLE
ROUTE
1. PARK
BEN
CHES
SHALL
BE
MAXIMUM
5•FEET
IN
LENGTH
W
ITH
ARM
RESTS
AT
BOTH
ENDS
.
BENCHES
LONGER
THAN
5-FEET
IN
LENGTH
, SHALL
HAVE
A
□
I·
VIDER
(ARM
REST
OR
SIMILAR)
IN
THE
MIDD
LE
OF
THE
BENCH
IN
ADDITION
TO THE
ARM
RESTS
ON
BOTH
ENDS
.
2. SEA
TIN
G
ELEMENTS
TO
BE
DESIGNED
TO
PR
EVENT
UNLAWFUL
LODGING
ANO
/OR
SKATEBOARDING
.
3 SKATE
STOPP
ER
S S
HALL
BE
INSTALLE
D
ON
ANY
LOW
CLEARANCE
WA
LL
OF
36 INC
HE
S
IN
HEI
G
HT
OR
LOWER
TO
PREVENT
VANOAUSM
/OAMAGE
TO
THE
WA
LL
FROM
SKAT
EB
OARDI
NG
OR
SIMILA
R
ACTIVITIES
.
24 / SANTA CLARA FREEDOM CIRCLE
25 / SANTA CLARA FREEDOM CIRCLE
26 / SANTA CLARA FREEDOM CIRCLE
27 / SANTA CLARA FREEDOM CIRCLE
28 / SANTA CLARA FREEDOM CIRCLE
Streetscape Design Section
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11 '-0"
TRAVEL LANE
8'-0"
BIKE LANE CLASS 11
15'-6'
(E) 48" STORM DRAIN LINE
(APPRO XIM ATE LOCAT ION )
8'-0'
0 7'-0'
SIDEWAL K
5'-0" MIN .
PLANTING AREA
W IDTH VARIES
(N) 2' W IDE SVP TRENCH
(APPRO XIM ATE LOCAT ION )
29 / SANTA CLARA FREEDOM CIRCLE
--
---
---------
---
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~
... __
... ________
_
--
---
-
.... __
.........
..
--------------------------------
-
_,._
.... _
30 / SANTA CLARA FREEDOM CIRCLE
Park
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0 Ff?1:1::oo
'11Ctf?cLE:
SPORT COURT
7,270 sq ft
0 PARK SUMMARY
-- -----------------
-------
1/2-ACRE TURFED
PLAY FIELD
23,314 sq ft
AREA
1/2-ACRE TURFED PLAY FIELD
PLAYGROUND
LANDSCAPED & FURNISHED
PARK-LIKE QUIET AREA
PICNIC AREA
SPORT COURT
OFF-LEASH DOG AREA
COMBINED AREA OF ELEMENTS
TOTAL PARK AREA
LARGE DOG PARK
r/ S' FENCE
,,OFF-LEASH
< D<;>GAREA
3,7\5 sq ft
SMALL DOG PARK
W / 4' FENCE
RECOMMENDED PROPOSED COMMENTS
21,780 SF (1/2 ACRE) 23,314 SF CONTIGUOUS & UNOBSTRUCTED SEE PLAYGROUND PLANS 7,770 SF
18,150 SF 4 FURNISHED PARK-LIKE
QUIET AREAS
2,400SF
8,258 SF BASKETBALL, VOLLEYBALL, BOCCE
3,705 SF SMALL DOG AREA= 1,175 SF
LARGE DOG AREA= 2,530 SF
32,670 SF (3/4 ACRE) 63,S97 SF
2 ACRES 2.01 ACRES (87,728 SF)
/ SANTA CLARA FREEDOM CIRCLE
Parking & Restrooms for Park Visitors
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32 Park Playground
/ SANTA CLARA FREEDOM CIRCLE
Ages 2-5 i-=_ -~ - - -
Elements of Levels of Capacity Level of Capacity Total
Description Description Playground
Play Play (Ages2-5) Play (AgesS -12) Capacitv
8= 2 net on structure (2) , mounds 8 =2 play structure & pendulum Balancing 1= 2 6 1=3 8 14 A= 2 (4) A=3 swing (8)
B=2 slide on structure (1), B=1 single & double embankment Sliding 1- 1 embankment slide (2) 3 1=1 slides (3) 3 6 A=O A= l
B 1 B=l play structure : overhead ladder Brachiating I 0 net on structure (1) 1 1=2 5 6 A=O /\=2
(5)
8 =2 8 -=-0
Spinning 1=1 omni spinner (4) 4 l= I spinner (1) 1 5
A~ J A- 0
8 =3 play structur e: net (2), rung B=2 play structure : climbing wall , Climbing 1=2 ladder (2), curly climber (2) 6 [=5 rope ladders and posts (7), 11 17 A~ l A=4 rock scramble (4)
8 =2 bucket swing (1), belt swing (1), 8=2
Swinging 1- 0 4 1- 3 pendulum swing (8) 8 12
A=O
nest swing (2)
A=3
Running/Free I IA adjacent turfed play field - NIA adjacent turfed play field - -Play Total: 24 36 60
Inclusive Play 8 =6 structure elements (5), 8 =1 structure elements (3), Elements
1- 1 embankment slide (1), 8 1- 2 pendulum swing (1) 4 12 A= I omni spinner (2) A= I
I .evels of Play:
B: Beolnner 1:lntermrdlate .\: Ach-alK'ed
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33 Park Playground
/ SANTA CLARA FREEDOM CIRCLE
~
• ~
•
~
.If(.
1,~
i
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PHYSICAL
Joy of movement:
motor skills, muscle, cardio
and bone density
BALANCE
To balance is to stay upright when walking or
standing on a surface that makes this challenging
(e.g. a wobbly , Incli ned, or narrow surface).
BOUNCE
To bounce is the act of bouncing on a responsive,
flexib le, elastic or tensile surface.
CLIMB
To climb Is the act of moving upwards, cross-
coordinating arms and legs, on a vertical or Inclined
surface or net.
CONSTRUCT
To construct Is the act of creating new patterns,
shifting items or materials to new positions or
constructing with materials that can be transformed
or manipulated.
CRAWL
To crawl is the movement of moving forwards or
backwards, cross-coordinating arms and legs, on a
horizontal or slightly inclined surface .
DRAMATIC PLAY
Dramatic play Is mot ivated through play items that
stage a frame, place or environment for acting out
make believe or role play scenarios.
GLIDE
To glide Is the act of moving from one point to
another without shifting the feet, in a horizontal or
vertical movement, in a seated, lying or standing
position , letting gravity do the work .
SOCIAL-EMOTIONAL COGNITIVE
Joy of learning: Joy of being toget her:
teamwork , tolerance and
sense of belonging
curiosity, understanding of causal
relationships and knowledge of the world
,,
HANG IN ARMS
•
To hang in arms is the act of carrying the body with
the hands or arms, possibly to traverse to another
platform or play Item.
~
JUMP
vk To jump is the act of jumping up or down on a hard
surface.
~t~
PULL
A
To pull ls the act of pulling an item towards you or
you towards an Item with one or both hands, or
possibly using the entire body.
Jfi_
PUSH
~1
To push Is the act of pushing an item away from you
with one or both hands, possibly with the entire
body.
,i,
ROCK
_LI
To rock is the action of rock ing back and forth, or
sideways, on e.g. a piece of spring equipment.
~
'
ROTATE
t
To rotate involves a vertical or horizontal slower
paced turn of the body, facilitated by a piece of
equipment.
•
RULES PLAY
t ~
Rules play Is motivated through play Items that
suggest games-with-rules, cooperation and team
work, e.g. tic-tac-toe, timers or ball games.
• SENSORY
CREATIVE
Joy of creating:
co-creation and experimenting
with materials
To sense Is the act of taking in Information with the
sensory system : seeing, feeling , hearing or sensing
with the body.
SLIDE
To slide is the act of moving fast downwards seated
on a slide.
SOCIALIZE
To socialize is the act of meeting, communicating or
cooperating In an activity that stimulates and
facilitates social interaction.
SPIN
To spin Involves a fast, repeated horizontal or
vertical turn of the body on a piece of equipment
that facilitates the movement .
SWAY
To sway is the movement of swaying back and forth,
or around, lying, seated or possibly standing, in a
pendulant or circular movement, e.g. on a hammock
or on a rope.
SWING
To swing is the movement of swinging back and
forth, or in circular movement, seated, standing or
lying, in an unhindered arc.
WONDER
To wonder is motivated through play Items that
make children need and use their logical, abstract or
creative thinking skills, as well as their memory.
34 Park Playground: Design Prior to Community Outreach
/ SANTA CLARA FREEDOM CIRCLE
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35 Park Playground: Updated Design
/ SANTA CLARA FREEDOM CIRCLE
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36 Playground Equipment
/ SANTA CLARA FREEDOM CIRCLE
A
Swing | Height – 8’
KSW92010* C
Double Tower, Physical
PCM200104
D
Cocowave Pendulum Swing
M984B
Kuma
GXY903
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37 Kuma
/ SANTA CLARA FREEDOM CIRCLE
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Wth its quirkyangles and shapes , KUMA
attracts adventurous playexplo rations in 5-12
year olds . The curved climbing wall with the
colorspotcleats invites a challenging climb to
the top. From here , a handle leads to the
bouncy play shell seatorthe swaying overhead
bridge . The open Triangle Plate invites a
swaying climb upor down, or a nice seat The
Stabile with open Triangle Plate invites climbing
through, up and down . The wide variety of
climbing , bouncing, swaying and hanging
activitiesensurethatchildrenwill playfor a long
time , together. The combination of swaying ,
bouncy, sturdy climbs in KUMA intenselytrain
the child's coordination , proprioception and
sense of balance , all important motors kills for
navigating spaces with obstacles safely. The
many meeting points with bouncy, swaying
seats facilitate socializing and turn-taking , skills
easilylearned in play.
Item no. GXY903012-3717
General Product Information
Dimensionslx'NxH
Age Group
Play Capacity
23'9 "x9'3"x 8'8"
5-12
17 children
ColorOptions • • • • • • • •
~• w•-r• ·~•
_Li• A" ~ • \ 0
38 Cocowave Pendulum Swing
/ SANTA CLARA FREEDOM CIRCLE
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The size and appearance of the Cocowave
Pendulum Swing is an irresistible invitation for
all children to play. Wth its robust , oblong
coconut rope, the Cocowave Pendulum Swing
allows for swinging from a seated , lying or
standing position. The thrill of swinging - mildly
or wildly- is for bigger groups , of different
sizes , ages and physical abilities . lttakes
teamwork to make the swing move, and this
stimulates importantsocial-motional skills .
.Apart from being fun, swinging on the Coco
wave swing also trains muscles and im por-tant
motors kills , such as balance , coordination and
sense of space . These are im portanttotrain
vestibular skills that matter profoundly for e.g.
navigating traffic safely . The tickling ,
challenging feel ing of speed and height
stimulates children's se~-esteem , risk
management and other im portantsoc ial
em otional life skills .
Item no. M98401-1011
General Product Information
Dimensions LxVVxH
Pge Group
Play Ca pa city
Color Options
20'4" X 8'10" X 11 '11 "
5-12
8 children
•
t 0 ~ O ~ O :J.t0
0 39
Cocowave Pendulum Swing
/ SANTA CLARA FREEDOM CIRCLE
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The steel pipes are hot dip gals,anized inside
and outside with lead free 2inc. The
galvan ization has excellent corrosion resistance
in outside environments and requires low
maintenance .
The rope of the pendulum swing is made of
polypropylene (PP) rope in Coconut style with a
square shape of 5.5''>6.5". The ends of the
Coconut rope are closed bya steel clamps and
sealed by a glued -on shrinkable tubing. The last
4" of the rope ends are cut open to make a
tassel with bumper function to fulfill global safety
requirements .
Powder coated top finish on top of galvanization
is processed in two steps : Light grinding and
clean sweeping , powder coating - thickness 70-
120 µm .
The chain/ropes are attached to the Coconut
rope by KOMPAN swivel bushings mad!! of
stainless stee l with bronze bearings . The
swivels haw an outside cover of blackPUR.
The usage of side mounted swivels provides
frictionless movemen~ eliminates fingers and
feet entrapments and enlarges the standing
surface on top of the rope .
Unique designed sw ing hangers of stainless
stee l with anti-twist function . The hangers are
attached to the cross beam bya bolt through
connection to ensure high durability . The
bearings with embedded silicone lubricant are
maintenance free .
The Cocowave pendulum swing is available in
m ulliple options : Galvanized s !eel with optional
powde r coated top finish in lime green color ,
Rope or stainless steel chain suspens ions, In
ground or surface anchoring .
Item no. M98401-1011
Installation Information
Max. fall height
Safety surfacing area
Numbers of Installers
(persons)
Total installation time
Excavation volume
Concrete volume
Footing Depth (Stand a rd)
Shipment Weight
9'7 "
6g2ft2
Anchoring options
2 10
2.72~ '
1.46 \d'
3'3"
1,433Ibs
✓ In-ground
Surface ✓
Warranty information
Steel frame 10 Years
Chains
Rope
Mos,able parts
Spare parts guaranteed
Accessible Accessi>le
Bevated Bevated Ground
Activ~ies8 Activ~ies Level
Act-,;,.,~
A'esent 0 1
Required 0 1
10 Years
5Years
2 Years
10 Years
Accessible
Ground
Level Aay
Tv""~
1 1
40 Double Tower, Physical
/ SANTA CLARA FREEDOM CIRCLE
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This attractive play structure will inspire ,oung
children to playactively , using their muscles to
climb to the top , navigate the ne~ and slide or
rotate to the ground , again and again . The huge
play net has openings big enough to climb
through or stop and take a break . The distance
between the rungs makes the net a true
climbing cha I lenge for,oung children , and thus
a great trainer of their muscles and cross
coordination . This stimulates cross-modal
perception , the cooperation of left and right
brain half that makes reading possible . The
curly climber is extremelythrilling as the
downward movement rotates . This trains spatial
awareness and cause-and-effect understanding
of the child . The fast slide is thrilling and trains
the sense of balance and the posture . The
Double Tower has endless play choices and
play benefits .
Item no. PCM200104-0636
General Product Information
Dimensionslx\NxH
Age Group
Play Capacity
Color Options
19'3" X 13'2"X 9'2"
2-5
19 children
•••
_:t• m• t• t •
·~• u• ~• i .•
,.
41 / SANTA CLARA FREEDOM CIRCLE
42 / SANTA CLARA FREEDOM CIRCLE
43 / SANTA CLARA FREEDOM CIRCLE
44 Sport Court, Picnic Area, Off-Leash Dog Area
/ SANTA CLARA FREEDOM CIRCLE
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/ 45
03 Planting Plan
SANTA CLARA FREEDOM CIRCLErhaa
46 / SANTA CLARA FREEDOM CIRCLE
Planting Plan
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.>..
$ (tj
~
If f
~
~
!
large shrubs/small trees to provide
screening from htghway 10'-tall to
maintain view easeme nt of sign
12'-tall trees to maintain view
easement of sign
BUILDING A BUILDING B
'
: /
:'i :,
: /0
/ L.9. ·--
Trees selected to comply with
SVP clearance requirements
for overhead tranmlssion lines
The full mature height of trees along aerial
access roads not TO exceed 25-feet, typ.
Trees to be located s· from sidewalks , excluding
landscape strip
Streetscape and park planting to comply with
National Institute of Crime Prevention standards
r
FREEDOM CIRCLE
Park trees and planting comply with
Santa Clara Park Amenity & Design
Standards
BUILDING C
PLANTING LEGEND
II
TURF
PARK PLANTING
PRIVATE PROPERTY PLANTING
STREETSCAPE PLANTING
CREEK BUFFER PLANTING
(N)TREES
Note : Provide clearance s from under
ground utilites as required . Refer to Ref
erences and Planting Notes on L-302 for
additional requirements .
Streetscape trees per
Santa Clara approved
street trees
- ---t ·-··- ---·-··-··-·-··- · --·- ·-··---- - ---. ---
SAN TOMAS AQUINO CREEK TRAIL
Trees selected to comply with SVP clearance
requ irements for overhead transmission lines
47 / SANTA CLARA FREEDOM CIRCLE
Preliminary Planting Palette – Private Property
filll_
GrQyni;!
CQvers
Acer
circinatum
Vine
Maple
Arctostaphylos
'Pacific
Mist'
Pacific
Mist
Manzanita
Acer
griseum
Paper
Bark
Ma~le
Arctostaphylos
'Uva-Ursi'
Uva
Ursi
Manzanita
Bauh1nia
•
blakeana
Hong
Kong
ore
id
tree
Ceanothus
'Diamond
Heights'
Variegated
Wild
Lilac
Chamaerops
humilis
Mediterranean
Fan
Palm
Ceanothus
griseum
Prostrate
Wild
Lilac
Chamaedorea
plumosa
Bamboo
Palm
Dymondia
margaretae
Silverleaf
Chilopsis
linear
is
'Arts
Seedless
'
Seedless
Desert
Willow
Ceanothus
honzontal
is
Prostrate
Wi
ld
Lilac
Chionanthus
virginicus
Frin~e
Tree
Grevillea
'aus
traflora
fanfare
'
Prostrate
Grevillea
Cornus
nuttallii
Paci
1c
Dog
wood
Rubus
pentalobus
Taiwan
Bramble
Ginkgo
biloba
Ginkgo
Tree
Salvia
sonomensis
Sonoma
Sage
Magnolia
grandiflora
'Little
Gem'
Litt
le
Gem
Southern
Magnolia
Salv
ia
spathacea
Hummingbird
Sage
Magnolia
soulangeana
Chinese
Saucer
Magnolia
Magnolia
virginiana
Sweet
Bay
Magnolia
O
lea
europaea
Olive
Tree
Perennials Achillea
millefolium
Yarrow
Shrubs
Aesclepias
sp
Milkweed
Agastache
rupestris
Sunset
Hyssop
Acacia
cognata
'Cousin
ltt
'
Cousin
ltt
River
Wattle
Anemone
Wcbrida
Japanese
Anemone
Carpentena
californica
'Elizabeth
'
Bush
Anemone
Artemisia
'
owis
Castle
'
Powis
Castle
Artemisia
Ceanothus
thyrsiflorus
California
Wild
Lilac
Calamintha
nepeta
Calamint
Brugmansia
versicolor
Angel
's
Trumpet
Gaura
lindeheimerii
Gaura
Cho1sya
ternata
Mexican
Mock
Orange
Helichrysum
~etiolare
Licorice
Plant
Correa
pulchella
Australian
Fuchsia
Helleborus
x
ybridus
Hellebore
Echium
candicans
variegata
Varie~ated
Echium
Heuchera
micrantha
Coral
Bells
Heuchera
Grevillea
'Peaches
&
Cream
'
Grev,
lea
Lupinus
spp.
Lupines
Helianthemum
spp
.
Sunrose
Verbena
bonariensis
Verbena
Hydrangea
querc1folia
Oak
Leaf
Hydrangea
Lorapetalum
chinens
is
(gree
n)
Green
Lorapetalum
Lupinus
albifrons
Bush
Lupin
e
Succulents
Myrica
californica
California
Wax
Myrtle
Pitto~orum
'Marjorie
Channon
'
Marjorie
Channon
Pittosporum
Aloe
barbiensis
Tree
Aloe
Phila
elphus
lew1sii
Mock
Orange
Aeonium
giganteum
Giant
Green
Aeonium
Philodendron
selloum
Tree
Philodendron
Ribes
sanguineum
Red-Flo
weri
ng
Currant
Westringia
fruticosa
'Smokey
'
Coast
Rosemary
.Efil:n.s
Vaccinium
ovatum
Evergreen
Huc
kleberry
Dryopter
is
sp
Wood
Fern
Woodwardia
fimbriata
Giant
Chain
Fern
Grasses Calamagrostis
'Karl
Foerster
'
Karl
Foerster
Feather
Reed
Vine
Carex
tum
ilicola
BerkeleD
Sed~e
Dianella
revoluta
'Lil
Rev
'
Lil
Rev
iane
a
Calystegia
macrostegia
California
MorninPe
Glory
Festuca
californica
California
Fescue
Clematis
armandii
Apple
Blossom
C
ematis
Festuca
marei
Marie
's
Fescue
Hardenber~ia
violacea
Purple
Vine
Lilac
Lomondra
long
ifolia
'Platinum
Beauty
'
Variegated
Lomandra
Lonicera
hi
debrandeana
Giant
Burmese
Hone
ysuckle
Lomandra
longifolia
Lomandra
Passiflora
edulis
Passion
Fruit
Miscanthus
sinensis
'Morning
Light'
Jafianese
Silver
Grass
Rosa
banksia
Lady
Banks
Rose
Sesleria
autumnalis
Au
umn
Moor
Grass
Vitis
californica
'Rog
ers
Red'
Rogers
Red
Grape
Vine
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48 / SANTA CLARA FREEDOM CIRCLE
Preliminary Planting Palette – Park (Oak Savannah Habitat Garden) filll
Acernegundo
Acer griseum
Acer rubrum
Chamaerops humilis
Fraxinus spp.
Gleditsia triacanthos
Magnolia grandiflora
Palm spp.
Pinus sabiana
Pinus ponderosa
Platanus racemosa
Quercus agrifolia
Quercus douglasii
Quercus kellogii
Quercus lobata
Ulmus parvifolia
Shrubs{+/-2' Height)
Arctostaphylos pajaroensis
Ceanothus griseum horizontalis
Choisya ternate
Cistus 'Doris Hibberson '
Dodonaea viscosa
Echium candicans 'variegata '
Heteromeles arbutifolia
Mahonia aquifolium 'Soft Caress'
Mimulus aurantiacus
Myrtus communis compacta
Grevillea spp.
Grevillea lanigera
Pittosporum 'Marjorie Channon '
Rhamnus californica
Salvia spp.
Viburnum tinus 'Spring Bouquet'
Grasses
Leymus condensatus 'Canyon Prince'
Festuca californica
Lomandra longifolia 'Breeze'
Ground Covers
Arctostaphylos 'Pacific Mist'
Ceanothus griseum 'horizontalis
Coprosma k1rkii
Lantana camara
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Boxelder Maple 4•7
Paper Bark Maple 7
Red Maple 3• 7
Eurooean Fan Palm 7
Ash j_._,
Honey Locust 3· 7
Southern Magnolia 7
Palms 7
Gray Pine 7
Ponderosa Pine 7
California Sycamore ' · 7
Coast Live Oak 7
Blue Oak '
Black Oak 3-'
Valley Oak 4• 7
Chinese Elm 3• 7
Paradise Manzanita (+)
Wild Lilac( -)
Mexican Mock Orange(+)
Doris Hibberson Rockrose (-)
Hop seed Bush ( +)
Variegated Pride of Madeira(+)
Toyon (+)
Soft Caress Mahonia (-)
Sticky Monkey Flower( -)
Dwarf Myrtle(-)
Grevillea (+)
Wooly Grev1llea (-)
Marjorie Channon Pittosporum (+)
Coffeeberry ( +)
Salvia(+)
Compact Laurustinus (+)
Wild Rye
California Fescue
Lomandra
Pacific Mist Manzanita
Prostrate Wild Lilac
Mirror Plant
Yellow Lantana
Perennials
Achillea millefolium
Aesclepias spp.
Iris douglasiana
Lavandula spp.
Phormium spp.
Vine
Clematis armandii
Jasminum polyanthum
Succulents
Aloe barbarensis
Yarrow
Milkweed
Iris (native white and blue)
Lavender
New Zealand Flax
Evergreen Clematis
Jasmine
Tree Aloe
49 / SANTA CLARA FREEDOM CIRCLE
Preliminary Planting Palette – Streetscape
Perennials
Trees
Acer rubrum
Platanus occidentalis 'Columbia '
Acer triflorum
Cercis canadensis
Geijera parviflora
Gleditsia triacanthos inermis
Jacaranda mimosifolia
Koelreuteria bipinnata
Lagerstroemia indica 'Natchez '
Laurus nobilis 'Saratoga '
Magnolia grandiflora 'Little Gem'
Olea europaea 'Swan Hill'
Podocarpus gracilor
Styrax japonicus
Quercus kellogii
Ulmus parvifofla 'Drake'
Vitex agnus-castus
Shrubs
Arctostaphylos 'Howard McMinn'
Mahonia aquifolium
Rhamnus californica 'Eve Case'
Grasses
Muhlenbergia dubia
Festuca mairei
Lomandra Longifolia 'Breeze'
Groundcovers
Arctostaphylos 'Pacific Mist'
Ceanothus griseum 'horizontalis
Lantana camara
Dietes irioides
Chondropetalum tectorum
Succulents
Agave sp
Yucca gloriosa
rhaa
Red Maple 3
Columbia Sycamore 3
Three Flower Maple 1· 2
Eastern Redbud •· ,. ,
Autstralian Willow 2- 3
Honey Locust n •
Jacaranda 2·3
Golden Rain Tree '-3
Crape Myrtle 1· 2· 3
Bay Laurel 1· 2· 3
Little Gem Magnolia 1•2
Swan Hill Olive 1. 2.3
Fern Pine 1· 2
Japanese Snowbell 1.2
Black Oak 3· 7
Drake Chinese Elm 3
Lilac Chaste Tree 1· 2
Howard McMinn Manzanita
Oregon Grape
Coffee berry
Deer Grass
Atlas Fescue
Lomandra
Pacific Mist Manzanita
Prostrate Wild Lilac
Yellow Lantana
Fortnight Lily
Cape Rush
Agave
Soft Tip Yucca
50 / SANTA CLARA FREEDOM CIRCLE
Preliminary Planting Palette – Stormwater
~
Acer circinatum
Acernegundo
Betula rngra
Chilopsis sp
Fraxinus latifolia
Gleditsia triacanthos inermis
Platanus racemosa
Quercus lobata
Salix spp.
~
Arctostaphylos 'Howard McMinn'
Cornus stolonifera
Heteromeles arbutifolia
Mimulus aurantiacus
Rhamnus californica
Ribes sanguineum
Ribes aureum
Rosa californica
Salix lasiolepis
Sambuccus mexicana
Grasses
Bouteloua gracilis 'Blonde Ambition '
Chondropetalum tectorum
Carex tumilicola
Deschampsia caespitosa
Juncus patens
Leymus condensatus 'Canyon Prince'
Ground Covers
Baccharis pilularis 'Twin Peaks'
Perennials
Achillea millefolium
Asclepias spp.
Dietes irioides
Limonium californicum
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Vine Maple 4
Boxelder MaQle 4- '
River Birch 4· 7
Desert Willow 7
Oregon Ash ' · 4· 7
Honey Locust 1· 2• 7
California Sycamore 4, 7
Valley Oak 4.7
Willow '
Howard McMinn Manzanita
Redtwig Dogwood
Toyon
Sticky Monkey Flower
Coffeeberry
Red-Flowering Currant
Golden Currant
California Wild Rose
Arroyo Willow
Red Elderberry
Eyebrow Grass
Cape Rush
Berkeley Sedge
Tufted Hairgrass
California Grey Rush
Canyon Prince Wild Rye
Twin Peaks Prostrate Coyote Brush
Yarrow
Milkweed
Fortnight Lily
Marsh Rosemary
51 / SANTA CLARA FREEDOM CIRCLE
Preliminary Planting Palette – Multi-Use Native Trail Buffer Shrubs
Artemsia californica
Heterome les arbutifolia
Rhamnus californica
Salvia cleveland ii
Grasses
Festuca californ ica
Muhlenberg ia rigins
Ground Covers
Arctostaphylos 'Pacific Mist'
Bacchans pilularis
Salvia sonomensis
Perennials
Achillea millefolium
Asclepias spp.
Eschscholz1a californica
Iris douglasiana
Seed Mix
native wild flower seed mix
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California Mugwort
Tayan
Coffeeberry
Cleveland Sage
California Fescue
Deer Grass
Pacific Mist Manzanita
Prostrate Coyote Brush
Sonoma Sage
Yarrow
Milkweed
Californ ia Poppy
Iris (native white and blue)
/ 52
04 Lighting Plan
SANTA CLARA FREEDOM CIRCLErhaa
53 / SANTA CLARA FREEDOM CIRCLE
Lighting Plan
O FREEDOM CIRCLE
_Q
D
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LIGHTING LEGEND
• • POLE LIGHTS
• • BOLLARDS
UNDERLIT FURNITURE
- DOWNLIGHTSATTRELLIS
~
t , LIGHTING FOR THE PROJECT TO BE AT THE IES
(ILLUMINATING ENGINEERING SOCIETY OF NORTH
AMERICA) STANDARDS AND INCLUDE THE FOLLOW
ING FEATURES :
•WHITE LIGHT SOURC E
-PEDESTRIAN SCALE
-FULL CUT.OFF OR SHOEBOX DE SIGN
-UNBREAKABLE EXTERIOR
-TAMPERPROOF HOUS ING
-WALL MOUNTED LIGHTS/10 ' HtGH .
2. THESE FEATURE S INCREASE NATURAL SURV EIL
LANCE , SUPPO RT AND /OR ENHANCE SECURITY
CAMERA CAPABILITIES , AND INCREASE POLICE
PATROL EFFECTIVENESS .
City of Santa Clara
Agenda Report
1500 Warburton Avenue
Santa Clara, CA 95050
santaclaraca.gov
@SantaClaraCity
22-10 Agenda Date: 2/22/2022
REPORT TO STADIUM AUTHORITY BOARD
SUBJECT
Informational Report on Dates and Purpose of Stadium Authority and Stadium Manager Meetings and Corresponding Minutes for the Period of July 1 to September 30, 2021
BOARD PILLAR
Enhance Community Engagement and Transparency
BACKGROUND
On August 24, 2017, the Stadium Authority approved the Harvey Rose Audit titled “Comprehensive Audit of Stadium”. Audit recommendation 1.Q states that “the Stadium Authority Board should direct the Executive Director to require that all meetings, including the date and purpose of the meetings, between Stadium Authority staff and Stadium Manager be documented and reported quarterly or annually to the Stadium Authority Board.” Staff has implemented this audit recommendation on a quarterly basis.
Furthermore, at the August 25, 2020 meeting, the Stadium Authority Board directed staff to prepare minutes for all future Stadium Authority/Stadium Manager staff meetings.
DISCUSSION
In accordance with the Board approved audit recommendation, meetings between Stadium Authority staff and Stadium Manager for the period of July 1 to September 30, 2021 are listed below. The minutes for these meetings are included in this report as Attachment 1.
Date Meeting Purpose
7/8/2021 Weekly Accounting Status Meeting (via Teams)
7/8/2021 Financial Management System (FMS) Kickoff meeting with ManCo and Armanino (via Zoom)
7/15/2021 Santa Clara Stadium Authority/Stadium Management Company Monthly Coordination Meeting (via Zoom)
7/16/2021 Weekly Accounting Status Meeting (viaTeams)
7/22/2021 FY 2020-21 Shared Expense Review - Sample Selection (In Person) 7/29/2021 Weekly Accounting Status Meeting (via Teams)
8/4/2021 KPMG Audit Meeting (via Teams)
8/5/2021 Weekly Accounting Status Meeting (via Teams)
8/23/2021 FMS Meeting: Process Mapping - General Ledger & Chart of Accounts (via Zoom)
8/24/2021 FMS Weekly Status Meeting (via Zoom)
8/25/2021 FMS Meeting: Process Mapping - Cash Management & Bank Reconciliation (via Zoom)
8/26/2021 Weekly Accounting Status Meeting (via Teams)
8/26/2021 FMS Meeting: Process Mapping - Sales Order Processing & Accounts Receivable (via Zoom)
8/31/2021 FMS Weekly Status Meeting (via Zoom)
9/9/2021 Weekly Accounting Status Meeting (via Teams)
9/13/2021 FMS Meeting: Process Mapping - Reporting Requirements (via Zoom) 9/14/2021 FMS Weekly Status Meeting (via Zoom)
9/16/2021 Weekly Accounting Status Meeting (via Teams)
9/20/2021 FMS Meeting: Process Mapping - Encore Business Solutions (via Zoom) 9/21/2021 FMS Weekly Status Meeting (via Zoom)
9/22/2021 FMS Meeting: Process Mapping - Purchase Order Approval Workflow and Accounts Payable (via Zoom)
9/23/2021 Weekly Accounting Status Meeting (via Teams)
9/27/2021 FMS Implementation Follow Up Items Meeting (via Teams) 9/28/2021 FMS Weekly Status Meeting (via Zoom)
9/29/2021 FMS Open Items and New Stadium Manager Positions Meeting (via Teams)
9/30/2021 Weekly Accounting Status Meeting (via Teams)
City of Santa Clara Printed on 2/15/2022Page 1 of 3
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22-10 Agenda Date: 2/22/2022
Date Meeting Purpose
7/8/2021 Weekly Accounting Status Meeting (via Teams)
7/8/2021 Financial Management System (FMS) Kickoff meeting with ManCo and Armanino (via Zoom)
7/15/2021 Santa Clara Stadium Authority/Stadium Management Company Monthly Coordination Meeting (via Zoom)
7/16/2021 Weekly Accounting Status Meeting (viaTeams)
7/22/2021 FY 2020-21 Shared Expense Review - Sample Selection (In Person) 7/29/2021 Weekly Accounting Status Meeting (via Teams)
8/4/2021 KPMG Audit Meeting (via Teams)
8/5/2021 Weekly Accounting Status Meeting (via Teams)
8/23/2021 FMS Meeting: Process Mapping - General Ledger & Chart of Accounts (via Zoom)
8/24/2021 FMS Weekly Status Meeting (via Zoom)
8/25/2021 FMS Meeting: Process Mapping - Cash Management & Bank Reconciliation (via Zoom)
8/26/2021 Weekly Accounting Status Meeting (via Teams)
8/26/2021 FMS Meeting: Process Mapping - Sales Order Processing & Accounts Receivable (via Zoom)
8/31/2021 FMS Weekly Status Meeting (via Zoom)
9/9/2021 Weekly Accounting Status Meeting (via Teams)
9/13/2021 FMS Meeting: Process Mapping - Reporting Requirements (via Zoom) 9/14/2021 FMS Weekly Status Meeting (via Zoom)
9/16/2021 Weekly Accounting Status Meeting (via Teams)
9/20/2021 FMS Meeting: Process Mapping - Encore Business Solutions (via Zoom) 9/21/2021 FMS Weekly Status Meeting (via Zoom)
9/22/2021 FMS Meeting: Process Mapping - Purchase Order Approval Workflow and Accounts Payable (via Zoom)
9/23/2021 Weekly Accounting Status Meeting (via Teams)
9/27/2021 FMS Implementation Follow Up Items Meeting (via Teams) 9/28/2021 FMS Weekly Status Meeting (via Zoom)
9/29/2021 FMS Open Items and New Stadium Manager Positions Meeting (via Teams)
9/30/2021 Weekly Accounting Status Meeting (via Teams)
ENVIRONMENTAL REVIEW
The action being considered does not constitute a “project” within the meaning of the California Environmental Quality Act (“CEQA”) pursuant to CEQA Guidelines section 15378(b)(5) in that it is a governmental organizational or administrative activity that will not result in direct or indirect changes in the environment.
FISCAL IMPACT
There is no fiscal impact related to this report other than the staff time to prepare this report.
COORDINATION
This report has been coordinated with the Stadium Treasurer’s and Stadium Authority Counsel’s Offices.
PUBLIC CONTACT
Public contact was made by posting the Council agenda on the City’s official-notice bulletin board outside City Hall Council Chambers. A complete agenda packet is available on the City’s website and in the City Clerk’s Office at least 72 hours prior to a Regular Meeting and 24 hours prior to a Special Meeting. A hard copy of any agenda report may be requested by contacting the City Clerk’s Office at (408) 615-2220, email [email protected] <mailto:[email protected]> .
City of Santa Clara Printed on 2/15/2022Page 2 of 3
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22-10 Agenda Date: 2/22/2022
RECOMMENDATION
Note and file the quarterly report on Stadium Authority and Stadium Manager meetings and corresponding minutes for the period of July 1 to September 30, 2021.
Reviewed by: Christine Jung, Assistant to the Executive Director Approved by: Deanna J. Santana, Executive Director
ATTACHMENTS
1. Stadium Authority and Stadium Manager Meeting Minutes for the Period 7/1/21 to 9/30/21 City of Santa Clara Printed on 2/15/2022Page 3 of 3
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Date: 7/8/2021; 2:00pm to 2:30pm
Teams meeting: Linh Lam (SCSA) and Darren Wong (ManCo)
1. YE True-up FY 20-21 data
2. Non-NFL Events FY 20-21 data
3. CFP AUP
MINUTES FROM
FINANCIAL MANAGEMENT SYSTEM STRATEGY ASSESSMENT KICK OFF MEETING July 8, 2021 | 12:00 – 1:00 p.m.
Zoom Meeting
Stadium Manager Attendees:
Darren Wong, Director of Accounting
Esther Chi, Vice President & Controller
Chris Steele, Director of Accounting
Stadium Authority Attendees:
Kenn Lee, Treasurer
Linh Lam, Assistant Director of Finance
Christine Jung, Assistant to the Executive Director
Jimmy Nguyen, Management Analyst
Armanino Attendees:
Giovana Lopez, Project Manager, Consulting
Lauren Nelson, Senior Consultant, Strategy & Transformation Judy Clarke, Director, Strategy & Transformation
Giles Zollar, Consulting Manager
INTRODUCTION
The Armanino team, Stadium Authority and Stadium Manager staff introduced themselves and their roles in the project.
Armanino staff shared that the agenda for the meeting was to review the project objectives, make introductions, review the assessment approach, deliverables, project plan and next steps following the meeting.
Armanino staff explained that the project objectives would be to first assess business and reporting processes which they understand to be primarily in Excel at this point in time, and then think about how they're going to improve that specifically within Great Plains. They are going to assist in developing the financial reports and reporting policies, develop specific technology platform and module integration recommendations to address and kind of any issues that Stadium Authority and Stadium Manager see right now. By doing so, Armanino can understand needs and identify ways to address efficiency gap reporting and improve our capabilities. They explained that it was going to be pretty specific to Great Plains, and that Stadium Authority and Stadium Manager should think about current technology configuration as well as the existing processes and how those are going to move in towards the future state with Great Plains, as well as develop kind of the roadmap for our future goals.
ENGAGEMENT PROCESS
Armanino staff moved on to the Engagement process of the project. They told Stadium Authority and Stadium Manager staff that they sent a pre work document to gather some initial information, and will be scheduling some interviews so they can note the exact requirements and map them out to get them up and going in the Great Plains product. They will assess, analyze and look through everything that they've collected and discussed so far. Next, they will identify any gaps and will work with Stadium Authority and Stadium Manager if any deep dive calls are needed to try to figure out what and how that will be solved. They added that they
knew reporting was key so they're going to spend a good amount of time on that and really mapping it to what Great Plains can do.
As part of the engagement, Armanino will gather information, interview stakeholders, identify any gaps and work through issues, design the mapping to GP in incorporate process flows, and produce a summary of findings and recommendations. The proposed deliveries will be an executive summary of findings, insights, recommendations, and a future roadmap.
Armanino shared a high-level plan of the project with proposed dates on information gathering (7/8/21 – 7/31/21), research and validating findings (8/1/21 - 8/15/21), and building and presenting recommendations (8/16/21 - 8/26/21). Judy asked if the schedule looked feasible.
Linh asked Esther if they’re fine with the schedule based on the calendar. Esther said it could be a little hard to say without knowing how many hours are required but it is a priority for them to get it up and running. Linh asked if Judy can provide a summary of the time commitment. Judy will get estimated time to everyone at the end of the call.
NEXT STEPS
The SCSA and Stadium Manager team will begin their prework, which is to complete the questionnaires of the current GP environment. Chris Steele asked if they should turn responses to SCSA before turning their responses in. Judy said Armanino can compile the responses so they can just submit them to Armanino. Linh asked if she could also take a look the Stadium Manager’s responses. Judy said yes.
That was the end of Armanino’s presentation.
Minutes from July 15, 2021 Stadium Authority/Stadium Manager Meeting
MEETING MINUTES FROM
STADIUM AUTHORITY/STADIUM MANAGER
MONT
HLY COORDINATION MEETING
July
15, 2021 | 9: 00 – 10:30 a.m.
Zoom
Meeting
ManCo Attendees:
Jim Mercurio, Executive Vice President & General Manager Jihad Beauchman, Vice President, Deputy General Counsel Stadium Authority Attendees:
Deanna J. Santana, Executive Director
Sujata Reuter, Chief Assistant City Attorney
Kenn
Lee, Treasurer
Christine Jung, Assistant to the Executive Director
The Stadium
Authority and Stadium Manager did not discuss the meeting agenda items due to disagreement regarding confidentiality and non-Stadium Manager employees’ access to confidential and
deliberative Stadium Authority information. Non-Stadium Authority and non- Stadium Manager employees remained in the Zoom waiting room during this discussion.
Date: 7/16/2021; 2:00pm to 2:30pm
Teams meeting: Linh Lam (SCSA) and Darren Wong (ManCo)
1. Non-NFL Events FY 20-21 Invoice
2. YE True-up FY 20-21 data
3. Revolving Loan Balance
4. Stadium Funding Trust Perfection Certificate
Date: 7/22/2021; 9:00am to 2:45pm
In-Person Meeting: Linh Lam (SCSA), Jimmy Nguyen (SCSA – on Teams), David Presley (SCSA), Esther Chi (ManCo), Chris Steele (ManCo), Darren Wong (ManCo)
Topic: Shared Expenses (FY2020-21)
• 9:00 am - 11:45 am (2.75 hours) – Review Shared Expense population and perform sample selection
• 12:45 pm – 2:45 pm (2.00 hours) – Review Shared Expense population and perform sample selection
Date: 7/29/2021; 2:00pm to 3:00pm
Teams meeting: Linh Lam (SCSA) and Darren Wong (ManCo)
1. Non-NFL Events FY 20-21 Invoice
2. YE True-up FY 20-21 data
3. Revolving Loan Balance
4. Outstanding AR
5. KPMG Audit
Date: 8/4/2021; 9:30am to 10:00am
Teams meeting: Linh Lam (SCSA), Darren Wong (ManCo), and Holly Stave (ManCo)
1. KPMG Aud
it Samples for AUP
2. KPMG Audit Samples for SBL
3. KPMG Audit Timeline
Date: 8/5/2021; 2:00pm to 2:30pm
Teams meeting: Linh Lam (SCSA) and Darren Wong (ManCo)
1. Refund for FY 20-21 YE True-up
2. Outstanding AR
3. KPMG Audit’s Confirmation
MINUTES FROM
FINANCIAL MANAGEMENT SYSTEM
Process Mapping – General Ledger & Chart of Accounts
August 23, 2021 | 3:00 – 5:00 PM
Zoom Meeting
Stadium Manager Attendees:
Darren Wong, Director of Accounting
Chris Steele, Director of Accounting
Stadium Authority Attendees:
Kenn Lee, Treasurer
Linh Lam, Assistant Director of Finance
Christine Jung, Assistant to the Executive Director
Jimmy Nguyen, Management Analyst
David Presley, Accounting Technician
Armanino Attendees:
Giovana Lopez, Project Manager, Consulting
Lauren Nelson, Senior Consultant, Strategy & Transformation Judy Clarke, Director, Strategy & Transformation
Giles Zollar, Consulting Manager
A G E N D A
Judy Clarke, Director, Strategy & Transformation from Armanino, shared that the meeting agenda was to review the Stadium Manager’s current General Ledger and Chart of Accounts setup. Armanino will have the Stadium Manager walk all of us through their current process and setup, and the group will discuss about how the process is now and how it will look like in the new Financial Management System, Great Plains.
General Ledger (GL)
• Armanino explained that there are sub-modules, such as Accounts Payable, Accounts Receivable, Payroll, and Cash Management, that typically feed into the GL.
• The Stadium Manager noted that they currently use the following modules and transactions types to account for the Stadium Authority’s activities:
o Accounts Payable, Accounts Receivable, Payroll, and Cash Management modules
o Utilizes Multi-Dimensional Analysis (MDA) codes within Great Plains to track individual Non-NFL Event’s financial activities
o SAP Concur to pay for all the expenses, which include Non-NFL Events and Shared Stadium Expenses
o Manual journal entries on an as needed basis
• The Stadium Manager noted they would implement most modules except for the Payroll module because they want to protect non-public employees’ privacy and personal information. The payroll expenditures will be recorded through a journal entry instead.
o The Stadium Authority acknowledged the preference but noted that the Stadium Authority staff will still need sufficient supporting documentation for payroll related transactions in the new Great Plains instance in order for staff to issue payment on compensation.
o The Stadium Manager will follow up in later meetings to determine what level of detail to attach and provide to the Stadium Authority in the payroll journal entry.
• The Stadium Authority confirmed that there is a contract with SAP Concur to allow for the Stadium Manager to continue to use SAP Concur to transact all their expense payments. The Stadium Authority expects to have a separate set of supporting documents attached to all Stadium Authority related payments within SAP Concur.
o The Stadium Manager noted that they would like to leverage the current scanned invoice backup in their SAP Concur instance to the new SCSA SAP Concur instance.
o A rmanino agreed to investigate whether there’s a way to integrate the supporting documents between two SAP Concur instances.
• Armanino noted that the Stadium Manager will need to determine the amount of GL history to bring over to the new Great Plains instance.
• The team concluded that we would need to find a resolution on how to pay the 50/50 Shared Stadium Expenses and how to integrate existing invoice backup in the current SAP Concur to the SCSA SAP Concur for the Stadium Authority.
Chart of Accounts (COA)
• The Stadium Manager reviewed the pre-filled configuration documents with Armanino and confirmed the following setup in the current COA:
o Utilizes MDA for project tracking to track Non-NFL Events’ financial data o Utilizes batch approval for journal entries
o Utilizes batch posting to the GL for its subledgers (e.g., Accounts Payable, Accounts Receivable, and Sales & Purchasing)
• The Stadium Manager proposes to setup three separate companies within Great Plains for Non-NFL Events, Stadium Builder Licenses and Shared Stadium Expenses.
o The Stadium Authority explained that it may be easier to report and analyze Stadium Authority’s financial transactions under one company rather than three separate companies and deferred to Armanino to provide the recommendation for the team.
o The team concluded that we would need to revisit this topic to further understand the cost benefit for setting up one company versus three companies in the new Great Plains instance.
• Armanino concluded that the Stadium Manager’s current month-end checklist, FloQast, that tracks all the month-end activities outside of Great Plains is sufficient for the month- end close process.
MINUTES FROM
FINANCIAL MANAGEMENT SYSTEM
Weekly Status Meeting
August 24, 2021 | 9:00 – 9:20 AM
Zoom Meeting
Stadium Manager Attendees:
Darren Wong, Director of Accounting
Chris Steele, Director of Accounting
Stadium Authority Attendees:
Linh Lam, Assistant Director of Finance
Jimmy Nguyen, Management Analyst
David Presley, Accounting Technician
Armanino Attendees:
Lauren Nelson, Senior Consultant, Strategy & Transformation Judy Clarke, Director, Strategy & Transformation
Giles Zollar, Consulting Manager
Financial Management System Project Status Updates:
• Discussed upcoming vacation plans for Armanino, Stadium Manager, and Stadium Authority staff to finalize all the future meeting dates for the project. • Armanino confirmed with the Stadium Authority that the Chart of Account mapping discussion will be held later after everyone review the matrix and provide their feedbacks.
• The Stadium Authority confirmed with the Stadium Manager that the team will have the ability to provide their feedbacks and ideas on the project and report. The purpose of the project is to provide transparency and help streamline the current business and reporting processes.
• Armanino concluded that the vendor numbering scheme discussion will be addressed during the implementation phase.
• The Stadium Authority confirmed with Armanino that their invoice is on track for payment this week.
Accomplishments:
• Project kickoff call held on 7/8/21
• Completed the general ledger & chart of accounts discovery session on 8/23/21
Next Steps:
Hold the following discovery sessions with the Stadium Authority & Stadium Manager:
• Cash management & bank reconciliation
• Sales order processing / accounts receivable
• Mekorma MICR check printing
• Reporting requirements
• Encore business solutions project tracking with budgets • Purchase orders with approval workflow / accounts payable
MINUTES FROM
FINANCIAL MANAGEMENT SYSTEM
Process Mapping – Cash Management & Bank Reconciliation August 25, 2021 | 3:00 – 3:45 PM
Zoom Meeting
Stadium Manager Attendees:
Darren Wong, Director of Accounting
Chris Steele, Director of Accounting
Stadium Authority Attendees:
Kenn Lee, Treasurer
Linh Lam, Assistant Director of Finance
Jimmy Nguyen, Management Analyst
David Presley, Accounting Technician
Armanino Attendees:
Lauren Nelson, Senior Consultant, Strategy & Transformation Judy Clarke, Director, Strategy & Transformation
Giles Zollar, Consulting Manager
A G E N D A
Judy Clarke, Director, Strategy & Transformation from Armanino, shared that the meeting agenda was to review the Stadium Manager’s current Cash Management and Bank Reconciliation processes. Armanino will have the Stadium Manager walk all of us through their current processes, and the group will discuss about how it could look like in the new Financial Management System, Great Plains.
Cash Management and Bank Reconciliations
• T he Stadium Manager reported that there are several bank accounts setup to accept deposits and process disbursements on the Stadium Authority’s behalf.
o Non-NFL Events has two bank accounts: a deposit and a disbursement account o Stadium Builder License has one bank account for deposit and minor refunds of overpayments
o Shared Stadium Expenses use the Stadium Manager’s main disbursement account, which includes both the Stadium Authority and 49ers transactions
• The team acknowledged that the bank account setup for Non-NFL Events and Stadium Builder License can remain the same except for the Shared Stadium Expenses bank account.
• The team discussed several options to address the Shared Stadium Expenses and agreed to continue the discussion in future meetings.
o Several options for the split 50% / 50% Shared Stadium Expenses are: 1) issue two checks in two separate Great Plains instances; or 2) issue one check from the Stadium Manager and then reinvoice the Stadium Authority for the 50%.
• The team agreed to exclude the Purchase Cards / Bank Cards implementation in Great Plains since this is not being utilized.
o The Stadium Manager staff needs to request for expense reimbursements for any purchases made using their personal funds.
o The Stadium Authority defer to the Stadium Manager to uphold their own policy and procedure regarding this process.
Additional topics that were discussed but were not on the agenda • Armanino confirmed with the team that the Payroll module will not be implemented in the new Great Plains instance. The Stadium Manager will need to work with the Stadium Authority to determine the level of details to be included in the payroll journal entries. • The Stadium Manager confirmed with Armanino that they do not use Sales Order Processing in Great Plains.
Date: 8/26/2021; 2:00pm to 2:30pm
Teams meeting: Linh Lam (SCSA) and Darren Wong (ManCo)
1. FY 20-21 YE True-up Process
2. KPMG Audit
3. BNY Buffet Invoice
4. SCSA Financial Statements Certification for June 30th
MINUTES FROM
FINANCIAL MANAGEMENT SYSTEM
Process Mapping – Sales Order Processing & Accounts Receivable August 26, 2021 | 3:00 – 4:10 PM
Zoom Meeting
Stadium Manager Attendees:
Darren Wong, Director of Accounting
Chris Steele, Director of Accounting
Stadium Authority Attendees:
Kenn Lee, Treasurer
Linh Lam, Assistant Director of Finance
Jimmy Nguyen, Management Analyst
David Presley, Accounting Technician
Armanino Attendees:
Lauren Nelson, Senior Consultant, Strategy & Transformation Judy Clarke, Director, Strategy & Transformation
Giles Zollar, Consulting Manager
A G E N D A
Judy Clarke, Director, Strategy & Transformation from Armanino, shared that the meeting agenda was to review the Stadium Manager’s current the Sales Order Processing and Accounts Receivable processes. Armanino will have the Stadium Manager walk all of us through their current processes, and the group will discuss about how it could look like in the new Financial Management System, Great Plains.
Sales Order Processing (SOP)
• T he Stadium Manager reported that the Sales Order Processing module is not currently being used.
Accounts Receivable (AR)
• The Stadium Manager reported that the Accounts Receivable module in Great Plains doesn’t have all the customer and event details.
o Catered events use a third-party event software, Ungerboeck Event Software (Ungerboeck), to store billing data, menu items, event and order details, and customer database.
o Ticketed Non-NFL Events use the Event Settlement statement to track the event expenditures.
o Parking revenues are only for ticketed events and are handled by a third-party provider. The proceeds from parking revenues are deposited directly into the Non-NFL Event bank account to track.
• The Stadium Manager walked Armanino through the current system setup for Accounts Receivable.
• The Stadium Authority confirmed that Great Plains should be the depository that stores all the customer database, which includes venue agreements, event details, order details, billing and customer information. The Stadium Authority requested for feedbacks on options to store these data if Great Plains doesn’t have the capability to store all the information.
o Armanino noted that there is a document attachment feature within Great Plains that allow for such attachment.
o The Stadium Manager requested feedbacks from Armanino on how the project can accomplish the Stadium Authority’s ask without having to do double entry into two different systems for catered events.
o Armanino was asked to revisit other alternatives (i.e. third-party integration) and provide a solution for this item.
• The Stadium Authority noted that the financial reports should be itemized as much as possible rather than reporting things at net.
o The Stadium Authority and Stadium Manager agreed to meet separately to discuss the reporting needs.
o Armanino reported that the future reporting sessions for Encore may help the Stadium Manager and Stadium Authority address some of the reporting gaps.
Additional topics that were discussed but were not on the agenda • The Stadium Manager confirmed with Armanino that credit card transactions are done through the ticket office’s software instead of within Great Plains.
MINUTES FROM
FINANCIAL MANAGEMENT SYSTEM
Weekly Status Meeting
August 31, 2021 | 9:00 – 9:20 AM
Zoom Meeting
Stadium Manager Attendees:
Darren Wong, Director of Accounting
Chris Steele, Director of Accounting
Stadium Authority Attendees:
Linh Lam, Assistant Director of Finance
Jimmy Nguyen, Management Analyst
David Presley, Accounting Technician
Armanino Attendees:
Lauren Nelson, Senior Consultant, Strategy & Transformation Judy Clarke, Director, Strategy & Transformation
Giles Zollar, Consulting Manager
Financial Management System Project Status Updates:
• Discussed upcoming vacation plans and holidays for Armanino staff. • Armanino noted the Cash Management Configuration document along with the process documentation is on track.
• Armanino requested for the Stadium Manager and the Stadium Authority to be prepared to provide feedback for corrections/additions on the following items:
o General Ledger / Chart of Accounts process maps and configuration documents by Friday, 9/3/21
o Cash Management / Bank Reconciliation process maps by Tuesday, 9/7/21 o Sales Order Processing / Accounts Receivable process maps by Tuesday, 9/7/21
• The Stadium Manager confirmed that they are currently using Multi-Dimensional Analysis codes to track events in Great Plains and are not familiar with Encore Reporting.
o The Stadium Authority and Armanino explained that Encore Reporting was discussed during the request for Statement of Qualifications process. Armanino will revisit the reporting requirement with the project team and determine if Encore Reporting is still applicable.
• The Stadium Manager and the Stadium Authority discussed the potential company setup in the new Great Plain instance (e.g., setting up 3 companies versus 1 company in Great Plains).
• Armanino recommended for the Stadium Manager and the Stadium Authority to have separate discussions on the level of details, company setup structure, chart of accounts, and reporting on the side.
Accomplishments:
• Completed the Cash Management & Bank Reconciliation discovery session on 8/25/21 • C ompleted the Sales Order Processing and Accounts Receivable discovery session on 8/26/21
Next Steps:
Hold the following discovery sessions with the Stadium Authority & Stadium Manager:
• Reporting requirements on 9/13/21
• Encore business solutions project tracking with budgets on 9/20/21 • Purchase orders with approval workflow / accounts payable on 9/22/21
Date: 9/9/2021; 2:00pm to 2:30pm
Teams meeting: Linh Lam (SCSA) and Darren Wong (ManCo)
1. KPMG Audit Status
2. BNY Buffet Invoice
3. FY19-20 PS Invoice
MINUTES FROM
FINANCIAL MANAGEMENT SYSTEM
Process Mapping – Reporting Requirements
September 13, 2021 | 3:00 – 4:00 PM
Zoom Meeting
Stadium Manager Attendees:
Darren Wong, Director of Accounting
Chris Steele, Director of Accounting
Stadium Authority Attendees:
Kenn Lee, Treasurer
Linh Lam, Assistant Director of Finance
Jimmy Nguyen, Management Analyst
Christine Jung, Assistant to the Executive Director
Gill Norris, Senior Information Technology Services Manager
Armanino Attendees:
Lauren Nelson, Senior Consultant, Strategy & Transformation Judy Clarke, Director, Strategy & Transformation
Giles Zollar, Consulting Manager
A G E N D A
Judy Clarke, Director, Strategy & Transformation from Armanino, shared that the meeting agenda was to review the Stadium Manager’s current Reporting requirements and processes.
Armanino will present some reporting tools for the team to consider, and the group will discuss about how it could potentially help with the reporting process.
Reporting Tools
• T he Stadium Manager reported that they currently use Multi-Dimensional Analysis (MDA) to track events and prepare their financial reports through Excel spreadsheets.
• Armanino introduced the following reporting tools to the team to consider:
o SmartList (included in Great Plains) – standard financial reports within Great Plains
SmartList Builder (additional cost) – enable Excel table linking to simplify reporting process
SmartView (additional cost) – enable Excel formulas to be added in the report
o Excel Refreshable Reports (included in Great Plains) – report export to excel from Great Plains
o SSRS Reports (included) – standard core reports within Great Plains; report can’t be customized
o Management Reporter (included) – standard reporting tool within Great Plains o Third-Party Reporting Software (additional cost) – Solver, Microsoft Power BI360, and Adaptive Insights
• The Stadium Manager noted that they are currently using standard reports that are included with the Great Plains license. The Stadium Manager utilizes SQL to modify the Excel reports from Great Plains and then prepare the financial statements using the Excel files.
• Armanino explained that the reporting process can be streamlined with the help of the additional reporting tools that are out there for Great Plains.
• The Stadium Manager asked if the Stadium Authority can provide the reporting requirements so the team can work on the necessary report to satisfy the Stadium Authority’s needs.
o The Stadium Authority noted that they currently don’t have access to or copies of financial data for Shared Stadium Expenses, so it is very hard to determine the level of reporting requirement. Additionally, the Stadium Authority doesn’t have access to the chart of accounts and the mapping behind the Non-NFL Events’ profit and Shared Stadium Expenses category so they can’t really mockup a sample report for the Stadium Manager.
The Stadium Authority asked if the Stadium Manager is willing to share the current chart of account and its mapping behind the financial reports so they can review it to see if it meets the requirements.
• The Stadium Manager and the Stadium Authority agreed to defer the decision on the reporting tool to the project implementation phase.
Additional topics that were discussed but were not on the agenda • Armanino shared the Stadium Authority’s comment on the General Ledger process document for Shared Stadium Expenses and requested for confirmations on the Stadium Authority’s proposal.
o The Stadium Authority requested that the Stadium Authority’s 50% of the Shared Stadium Expenses be vouched separately in the new Great Plains instance. This will allow for the Stadium Authority to have separate transaction and records of its financial data. All supporting documentation for the expenses will need to be attached to the Stadium Authority’s SAP Concur.
o T he Stadium Manager requested to continue paying 100% of the Shared Stadium Expenses invoices out of their Great Plains instance instead of splitting the transaction 50/50 to the two Great Plains instance.
The Stadium Authority and Armanino agreed that an invoice can’t be paid in two different Great Plains instances.
The Stadium Authority recommended to set the disbursements to flow through a Prepaid account rather than a Cash account so the Stadium Manager can track and be able to record the Stadium Authority’s Shared Stadium Expenses separately in the new Great Plains instance. All parties agreed that the Stadium Authority’s Shared Stadium Expenses can be vouched in the new Great Plains instance using a Prepaid account as suggested.
MINUTES FROM
FINANCIAL MANAGEMENT SYSTEM
Weekly Status Meeting
September 14, 2021 | 9:00 – 9:25 AM
Zoom Meeting
Stadium Manager Attendees:
Darren Wong, Director of Accounting
Chris Steele, Director of Accounting
Stadium Authority Attendees:
Linh Lam, Assistant Director of Finance
Jimmy Nguyen, Management Analyst
David Presley, Accounting Technician
Armanino Attendees:
Lauren Nelson, Senior Consultant, Strategy & Transformation Judy Clarke, Director, Strategy & Transformation
Giles Zollar, Consulting Manager
Financial Management System Project Status Updates:
• Armanino noted there are some upcoming discovery sessions next week (see Next Steps).
• Armanino requested for the Stadium Manager and the Stadium Authority to be prepared to provide feedback for corrections/additions on the following items:
o Cash Management / Bank Reconciliation process maps by Monday, 9/20/21 (extended deadline)
o Sales Order Processing / Accounts Receivable process maps by Monday, 9/20/21 (extended deadline)
o Bank Reconciliation / Sales Order Processing / Accounts Receivable DynGP configuration documents by Monday, 9/20/21 (extended deadline) o Reporting Requirements process maps by Monday, 9/20/21
• The Stadium Authority confirmed that SAP Concur should be used in the Great Plain instance for staff to retrieve invoice backup unless there is a better way to accomplish this.
o The Stadium Manager will need to scan all Stadium Authority related invoices in Shared Expenses and Non-NFL Events into the new SAP Concur that’s going to be connected to the new Great Plains instance since the Stadium Authority staff can’t access the Stadium Manager’s existing SAP Concur data, which has Stadium Authority and 49ers data.
o The Stadium Manager noted that there will be duplicate efforts to scan invoices to the new SAP Concur in the new Great Plains instance since all the invoices are already scanned and saved in the Stadium Manager’s SAP Concur right now. Armanino confirmed that there’s no other way to move existing invoices in one SAP Concur instance to a separate SAP Concur instance without granting access to the Stadium Manager’s current SAP Concur. • Armanino confirmed that Great Plains has transaction drill down with document attaching capability and identified a few options for the team to consider with document attachments.
o The Stadium Manager can scan invoices to the new SAP Concur and have it linked to the new Great Plains instance for staff to review the invoice backup relating to the Stadium Authority.
o The Stadium Manager can bypass SAP Concur, and scan and attach the invoices directly to the new Great Plains instance.
o The Stadium Manager can bypass SAP Concur, and scan and save the invoices to a depository (e.g., SharePoint or Google Drive) for the Stadium Authority to retrieve.
The Stadium Authority noted this process would be inefficient and time consuming for both Stadium Authority and Stadium Manager staff.
• T he Stadium Manager and the Stadium Authority agreed to have separate discussions on the level of details needed for employee expense reimbursement requests and invoice support relating to Shared Stadium Expenses.
o The Stadium Manager would like to know whether the data in SAP Concur will be discoverable in a PRA.
Accomplishments:
• Completed the Reporting Requirements discovery session on 9/13/21 • Discussed Concur / Shared Expense feedback from the Stadium Authority
Next Steps:
Hold the following discovery sessions with the Stadium Authority & Stadium Manager:
• Encore business solutions project tracking with budgets on 9/20/21 • Purchase orders with approval workflow / accounts payable on 9/22/21
Date: 9/16/2021; 2:00pm to 3:00pm
Teams meeting: Linh Lam (SCSA), Brent Ghan and Darren Wong (ManCo)
1. October O&M Invoice
2. Updated Cash Flows Spreadsheet
3. Quarterly SBL transfer
4. Year-end Certification
5. FY 20-21 Shared Stadium Expense Review
MINUTES FROM
FINANCIAL MANAGEMENT SYSTEM
Process Mapping – Reporting Requirements
September 20, 2021 | 8:30 – 9:45 AM
Zoom Meeting
Stadium Manager Attendees:
Darren Wong, Director of Accounting
Chris Steele, Director of Accounting
Stadium Authority Attendees:
Kenn Lee, Treasurer
Linh Lam, Assistant Director of Finance
Christine Jung, Assistant to the Executive Director
David Presley, Accounting Technician
Jimmy Nguyen, Management Analyst
Armanino Attendees:
Lauren Nelson, Senior Consultant, Strategy & Transformation Judy Clarke, Director, Strategy & Transformation
Giles Zollar, Consulting Manager
Blue Moon Attendee:
David Snare, Product Support
A G E N D A
Judy Clarke, Director, Strategy & Transformation from Armanino, shared that the meeting agenda was to explore the Encore (now known as Blue Moon) Business Solutions for reporting.
David Snare, Product Support, will present Blue Moon Business Solutions for the team to consider, and the group will discuss about how it could potentially help with the reporting process.
Blue Moon
• T he Stadium Manager reported that they currently use Multi-Dimensional Analysis (MDA) to track events and prepare their financial reports through Excel spreadsheets.
• Mr. Snare presented Blue Moon to the team and walked the team through what Blue Moon offers in terms of reporting and combining data from different tables in Great Plains.
o Blue Moon offers a variety of reporting tools such as project tracking, report customization, cost splitting at the project report level, budget tracking, out of the box reporting, and the ability to incorporate SSRS Reports, Excel Refreshable Reports, or Microsoft Power BI360.
• The Stadium Manager and Stadium Authority agreed to have a separate discussion to review its business needs and decide whether the current MDA tracking mechanism is sufficient.
MINUTES FROM
FINANCIAL MANAGEMENT SYSTEM
Weekly Status Meeting
September 21, 2021 | 9:00 – 9:15 AM
Zoom Meeting
Stadium Manager Attendees:
Darren Wong, Director of Accounting
Chris Steele, Director of Accounting
Stadium Authority Attendees:
Linh Lam, Assistant Director of Finance
Jimmy Nguyen, Management Analyst
David Presley, Accounting Technician
Armanino Attendees:
Lauren Nelson, Senior Consultant, Strategy & Transformation Judy Clarke, Director, Strategy & Transformation
Giles Zollar, Consulting Manager
Financial Management System Project Status Updates:
• Armanino confirmed the receipts of the process map and configuration feedbacks from the Stadium Manager and the Stadium Authority.
• Armanino noted that they are in the process of updating all the new notes in the Project Tracking process map.
• Armanino requested for the Stadium Manager and Stadium Authority to be prepared to provide feedback for corrections/additions on the following items:
o Project Tracking process maps by Monday, 9/27/21
o Reporting Requirements process maps by Monday, 9/20/21 (past due)
• The Stadium Manager noted that they currently use Multi-Dimensional Analysis codes to track Non-NFL Events activities and do not use Encore (Blue Moon) Reporting.
o The Stadium Authority confirmed that the Encore (Blue Moon) Reporting module is for the Stadium Manager and if there’s already an existing process to track the individual events then they are not required to use Encore (Blue Moon) Reporting.
• The Stadium Authority reiterated that they would like the Profit and Loss statements to be presented at the gross level and provide more details. • Armanino suggested that the team setup a meeting to discuss all the open items before they start to work on the final report.
• The Stadium Authority requested for an updated open items list for both the Stadium Manager and the Stadium Authority so the team can meet to discuss them before the next meeting with Armanino.
o The Stadium Authority and Stadium Manager agreed that we should have at least two more follow up meetings on the open items with Armanino.
Accomplishments:
• Completed the Encore (Blue Moon) business solutions project tracking discussion session on 9/20/21
• Project team completed their feedbacks on the process maps and configuration documents for Bank Cash Management / Bank Reconciliation and Sales Order Processing / Accounts Receivable
Next Steps:
Hold the following discovery sessions with the Stadium Authority & Stadium Manager:
• Purchase orders with approval workflow / accounts payable on 9/22/21
Armanino to prepare the Project Tracking configuration document
MINUTES FROM
FINANCIAL MANAGEMENT SYSTEM
Process Mapping – Purchase Order, Approval Workflow & Accounts Payable September 22, 2021 | 3:00 – 4:15 PM
Zoom Meeting
Stadium Manager Attendees:
Darren Wong, Director of Accounting
Chris Steele, Director of Accounting
Stadium Authority Attendees:
Kenn Lee, Treasurer
Linh Lam, Assistant Director of Finance
Christine Jung, Assistant to the Executive Director
David Presley, Accounting Technician
Jimmy Nguyen, Management Analyst
Armanino Attendees:
Lauren Nelson, Senior Consultant, Strategy & Transformation Judy Clarke, Director, Strategy & Transformation
Giles Zollar, Consulting Manager
A G E N D A
Judy Clarke, Director, Strategy & Transformation from Armanino, shared that the meeting agenda was to review the Stadium Manager’s current Purchase Orders, Approval Workflow and Accounts Payable processes. Armanino will have the Stadium Manager walk all of us through their current process and setup, and the group will discuss about how the process is now and how it will look like in the new Financial Management System, Great Plains.
Purchase Orders
• T he Stadium Manager reported that the Purchase Order (PO) process is currently done outside of Great Plains and with SAP Concur. The Stadium Manager currently go to the Board for approval on expenditures and then create a PO for the approved purchase.
• Armanino noted that Great Plains’ PO module has an attachment capability.
o The Stadium Authority confirmed to the Stadium Manager that the Stadium Authority would like to have the Board Approval and agreements attached to the PO in Great Plains.
o The Stadium Authority requested that the Stadium Manager uses the same PO number as the one in the Stadium Manager’s SAP Concur or Great Plains when creating a new PO number in the new Great Plains instance. Having the same PO number across the different instances can assist the Stadium Manager with identifying them across the different instances
Accounts Payable
• T he Stadium Manager confirmed that the Accounts Payable’s (AP) check run is done on a weekly basis. The Stadium Manager utilize wet signatures on their AP checks.
• The Stadium Manager would like to discuss with the Stadium Authority in a separate meeting to see how the team should handle Employee Expense Reimbursement requests that is currently flowing through the Stadium Manager’s SAP Concur.
• The Stadium Manager requested for Armanino to revisit the document attachment capability within SAP Concur and see if there is a more efficient way for the Stadium Manager to deliver the invoice supporting documentation to the new Great Plains instance without having to duplicate the scanning effort.
Date: 9/23/2021; 2:00pm to 2:30pm
Teams meeting: Linh Lam (SCSA) and Darren Wong (ManCo)
1. October O&M Invoice
2. FY 20-21 Shared Stadium Expense Review
3. FY 20-21 Shared Expense True-up
4. Year-end Certification
MINUTES FROM
FMS IMPLEMENTATION FOLLOW UP ITEMS MEETING
September 27, 2021 | 3:15 – 4:15 PM
Teams Meeting
Stadium Manager Attendees:
Darren Wong, Director of Accounting
Stadium Authority Attendees:
Linh Lam, Assistant Director of Finance
Discussion of the Financial Management System’s follow up items from Armanino’s project tracker
- Shared Employees’ expense reimbursement requests will be paid by the Stadium Manager first and then vouch in the new Great Plains instance. - T he Stadium Manager is responsible for chart of account, internal controls, day-to-day accounting operations, and policies and procedures.
- Implementation for the General Ledger history will be a go forward basis. - The new Great Plain instance should be setup with three separate check books: Non- NFL Events and SBL will have full check book capability with check printing; and Shared Expenses’ checkbook will be setup as a Prepaid account without check printing capability.
MINUTES FROM
FINANCIAL MANAGEMENT SYSTEM
Weekly Status Meeting
September 28, 2021 | 9:00 – 9:15 AM
Zoom Meeting
Stadium Manager Attendees:
Darren Wong, Director of Accounting
Chris Steele, Director of Accounting
Stadium Authority Attendees:
Linh Lam, Assistant Director of Finance
Jimmy Nguyen, Management Analyst
David Presley, Accounting Technician
Armanino Attendees:
Lauren Nelson, Senior Consultant, Strategy & Transformation Judy Clarke, Director, Strategy & Transformation
Giles Zollar, Consulting Manager
Financial Management System Project Status Updates:
• Armanino presented the project status matrix to the team. • Armanino requested for the Stadium Manager and the Stadium Authority to be prepared to provide feedback for corrections/additions on the following items:
o Project Tracking process maps by Monday, 10/4/21
o Project Tracking configuration documents by Monday, 10/4/21 o Accounts Payable and Purchase Order process maps and configuration documents by Monday, 10/4/21
• The Stadium Authority confirmed with Armanino and the Stadium Manager that the Board Approval for the expenditure should be attached to the purchase order module whenever possible. We want to have all the details behind the purchase order approval.
o The purchase order number in the new Great Plain instance should be the same as the purchase order number in the Stadium Manager’s Great Plain instance
• The Stadium Manager confirmed that only Non-NFL Events and SBL companies issue checks.
• Armanino confirmed that the typical attach process in Great Plain is on the transaction level and it needs to be uploaded one at a time.
o Armanino will revisit the document attachment process to see if there’s a more efficient way to do it.
Accomplishments:
• Completed the Purchase Orders with Approval Workflow and Accounts Payable discovery session on 9/22/21
• Scheduled time to discuss remaining open items
• Provided Project Tracking, AP and PO configuration documents and process flows to the Stadium Authority and the Stadium Manager for review and feedback
Next Steps:
• T he Stadium Authority and the Stadium Manager to review open items and come prepared to discuss and resolve at Open Discussion on 10/4/21 • T he Stadium Authority and the Stadium Manager to confirm the following open items for Accounts Payable / Purchase Orders:
o 50% split employee expenses will be entered in Accounts Payable with all supporting documents attached
o 50% split expenses will be entered as a purchase order with all supporting documents, including board approval
The purchase order number will be set to be the same as the purchase order number in the Stadium Manager’s Great Plains instance T he Stadium Manager’s accounting team will approve via purchase order workflow
• Accounts Payable checks will be cut from the new Great Plans instance for SBLs and Non-NFL Events.
MINUTES FROM
FMS OPEN ITEMS AND NEW STADIUM MANAGER POSITIONS MEETING September 29, 2021 | 3:30 – 4:30 PM
Teams Meeting
Stadium Manager Attendees:
Darren Wong, Director of Accounting
Brent Ghan, Accounting Manager
Stadium Authority Attendees:
Kenn Lee, Treasurer
Linh Lam, Assistant Director of Finance
Discussion of approved Stadium Manager positions’ salaries and benefits costs - The Stadium Authority and the Stadium Manager to schedule a separate meeting to review the salaries and benefits of the new positions.
Discussion of PRA requirements relating to information stored in the Financial Management System
- The Stadium Authority confirmed that there’s a redaction process to protect confidentiality in a PRA request.
Discussion of Public Safety backup materials outstanding from SCSA - T he Stadium Manager to circle back on the item after discussion with the Stadium Operation team.
Discussion of Capital Expenditure invoices and payment timeline - T he Stadium Manager will continue to send the Capital Expenditure invoices to the Stadium Authority to process the payments.
- The Stadium Manager to provide sufficient time for the Stadium Authority to complete its review process for payment.
Date: 9/30/2021; 2:00pm to 2:30pm
Teams meeting: Linh Lam (SCSA) and Darren Wong (ManCo)
1. Meeting Minutes
2. CapEx invoice
City of Santa Clara
Agenda Report
1500 Warburton Avenue
Santa Clara, CA 95050
santaclaraca.gov
@SantaClaraCity
22-144 Agenda Date: 2/22/2022
REPORT TO STADIUM AUTHORITY BOARD
SUBJECT
Request from the Stadium Manager to Execute Agreement with Bonfire Interactive Ltd. for eSourcing Platform Subscription Services and Award Purchase Order to Arata Equipment Company for Arata Compactor Replacement Parts and Repairs
BOARD PILLAR
Ensure Compliance with Measure J and Manage Levi’s Stadium
DISCUSSION
On January 12, 2022, the Stadium Manager submitted the attached Recommendation for Award memo (Attachment 1), along with supporting procurement documentation, to request approval from the Stadium Authority Board for the following:
· Execute agreement with Bonfire Interactive Ltd. for eSourcing platform subscription services which will be used to solicit bids and proposals. The agreement is for a three-year term and has a not to exceed amount of $39,000 ($13,000 per year for three user licenses). Per the Stadium Manager, the cost for this service will be charged to the FY 2021/22 Budget, Shared Expenses, Stadium Operations line item. Funding for contract years after FY 2021/22 is subject to the Board’s approval as part of the annual budgeting process; and · Award a purchase order to Arata Equipment Company for Arata compactor replacement parts and repairs in the amount of $4,093. Per the Stadium Manager, the cost for the supplies and services will be charged to the FY 2021/22 Budget, Shared Expenses, Engineering line item.
The Stadium Manager’s Recommendation for Award describes the various procurement processes that were implemented. Staff sent questions about the eSourcing platform subscription request which the Stadium Manager responded to. They are included as part of this report as Attachment 2.
ATTACHMENTS
1. Stadium Manager’s Recommendation for Award Memo
2. Procurement Questions and Responses
3. Agreement with Bonfire Interactive Ltd.
4. Purchase Order for Arata Equipment Company
City of Santa Clara Printed on 2/15/2022Page 1 of 1
powered by Legistar™
1 Date: January 11, 2022
To: Jim Mercurio
Executive Vice President & General Manager
From: Jenti Vandertuig
Procurement Director
Subject: Recommendation for Award fo r Miscellaneous Goods and Services
Recommend approval of the following acquisitions. An explanation and supporting documentation for each request has been provided with the recommendation.
1. eSourcing Platform Subscription Services ($39,000)
2. Arata Compactor Replacement Parts and Repair ($4,092.89)
Submitted By: __________________________________ Date: ___________________ Jenti Vandertuig, Procurement Director
Approved By: ___________________________________ Date: ____________________ Jim Mercurio, Executive Vice President & General Manager
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STADIUM
FORTY NINERS STADIUM MANAGEMENT COMPANY
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2 1. eSourcing Platform Subscription Services
Stadium Manager procures a variety of supplies and services to support the management and operation of Levi’s Stadium on behalf of the SCSA and StadCo.
Stadium Manager’s goal is to solicit bids and proposals in accordance with local and State laws and policies, ensure full and open competition, facilitate outreach to small business enterprises, and obtain best value for the acquisition of goods and services for Levi’s Stadium. It is critical that these solicitations are conducted in a secure, transparent, and accessible manner that will support our best interests. To improve the efficiency and accessibility of our solicitations, Stadium Manager determined it was best to optimize our operations by engaging third party hosted procurement software services.
On December 13, 2021, Stadium Manager issued a Request for Quotation (RFQ 10101) for Software as a Service (SaaS) subscription services for an eSourcing Platform for Levi’s Stadium. The requirement was for a system that was commercially available in the market place with the functionality referenced below. The project required software subscription services for an estimate of three user licenses, implementation, training and support services for a three-year period.
1. Able to develop and publish solicitations, and receive electronic sealed bids and proposals.
2. Facilitate outreach and communicate with prospective bidders.
3. Promote the participation of small business enterprises.
4. Enable Stadium Manager to reach a broa d pool of prospective bidders and proposers.
5. Invite suppliers to view, download and respond to solicitations.
6. Access to commodity codes for different business industries at no additional cost.
Examples are NIGP or UNSPSC codes.
7. Unlimited projects, evaluators, and suppliers.
8. Ability to review and approve solicitations.
The RFQ required specific details on the following features for review and consideration:
¾ Solicitation process management
¾ Supplier management
¾ Sharing (template creation, replication and sharing)
¾ Implementation, training and technical support
¾ Technical capabilities
¾ Onboarding and support for suppliers
,608/325Ā-5914671Ā.,(Ā&%-# %#,Ȁ)! +Ȁ$-!-Ȁ)$'!Ȁ,,!*&)*& $"'
3 The RFQ closed on December 20, 2021 and two responses were received on or before the due date and time from the following firms:
1. Bonfire Interactive Ltd. ($39,000 for the three-year term)
2. Purchase Technology Corp (Biddingo) ($41,000 for the three-year term)
Offers were evaluated and clarification meetings conducted to address training, terms and conditions, and pricing with both firms. Biddingo’s corrected total cost proposal was $41,000 based on the line item calculations in their cost proposal. Bonfire Interactive’s offer was deemed most advantageous to the Stadium Manager taking into consideration the cost, capabilities and expertise of ongoing training during the term, and the ability to prorate the seat licenses based on actual needs during the annual period. Stadium Manager engaged legal support to negotiate mutually agreed upon terms and conditions with Bonfire Interactive Ltd.
The annual subscription cost for three seat licenses from Bonfire inclusive of implementation, training, unlimited projects, support, submissions, and cloud storage is $13,000. This includes all internal users including suppliers, data analysts, managers, administrators, evaluators and advisor/client roles for the organization. The total not to exceed amount for a three-year agreement is $39,000.
Therefore, approval is sought to enter into an agreement with Bonfire Interactive Ltd. for a SaaS eSourcing Platform Subscription Services for a three-year period for a total not to exceed amount of $39,000. Stadium Manager will be invoiced annually. Since the term extends beyond a single fiscal year, the term for subsequent fiscal years shall be conditioned upon approval of the Santa Clara Stadium Authority budget for the applicable fiscal year that includes the amounts under the agreement.
The Bonfire system will be used for a variety of suppliers and solicitations for Levi’s Stadium, including those charged to Shared Stadium Expense and Stadium Authority Capital Expenditures. Given the relatively low annual cost of this service, and the fact that there is no limit on the number of solicitations, there is no value in allocating the $13,000 per year to multiple cost centers, so 100% of the cost will be charged to Shared Stadium Expense which is shared 50/50 between the SCSA and StadCo.
The cost for this purchase is covered in the FY21/22 SCSA Budget, Stadium Operations.
2. Arata Compactor Replacement Parts and Repair
Arata services all Mission Trails Waste Systems (MTWS). MTWS is the exclusive debris box service provided for the City of Santa Clara, to include Levi’s Stadium. The ,608/325Ā-5914671Ā.,(Ā&%-# %#,Ȁ)! +Ȁ$-!-Ȁ)$'!Ȁ,,!*&)*& $"' 4 Stadium Manager coordinated with MTWS for the installation of the compactors at the stadium during construction. Three compactors need replacement components including installation for missing or damaged parts such as the Auger nozzle seal, bin hole diaphragm and lower and upper dump door and retainer. The Arata equipment is proprietary and replacement parts can be obtained from Arata Equipment Company as a single source. Stadium Manager requested and received a quotation from Arata Equipment Company to procure the replacement parts and have it installed for a total amount of $4,092.89 inclusive of sales tax.
Approval is sought to issue a Purchase Order to Arata Equipment Company in the amount of $4,092.89.
The cost for this purchase is covered in the FY21/22 SCSA Budget, Engineering Department.
,608/325Ā-5914671Ā.,(Ā&%-# %#,Ȁ)! +Ȁ$-!-Ȁ)$'!Ȁ,,!*&)*& $"' From: Mercurio, Jim
To: Christine Jung
Cc: Deanna Santana; Kenn Lee; Sujata Reuter; Mercurio, Jim Subject: RE: Recommendation for Award for Miscellaneous Goods and Services Date: Sunday, January 30, 2022 9:27:34 AM
Attachments: image003.png
image004.png
image005.png
RFQ 10101 eSourcing Platform Services RFQ.PDF
Hi Christine:
Here are the answers to your questions:
Can the Stadium Manager describe its current usage of BonFire’s services, and whether the services outlined in the requested agreement differ from the existing services?
The scope of services in the Bonfire agreement is similar to the services Bonfire has previously provided. The scope is set forth in the attached RFQ dated 12/13/2021.
Did the Stadium Manager reach out to any other companies to notify them of the e-Sourcing platform subscription RFQ?
Yes. Periscope Holdings, Bonfire Interactive, Biddingo.
Attached please find the RFQ.
Thanks,
JIM
JIM MERCURIO
Executive Vice President & General Manager
Forty Niners Stadium Management Company
T 408.562-4944
| M 650 642-4909
Levi’s® Stadium
4900 Marie P. DeBartolo Way
Santa Clara, CA 95054
––––––––––––––––––––––––
#FTTB
49ers.com
•
0 •
0 Iii
From: Christine Jung <[email protected]>
Sent: Thursday, January 27, 2022 2:49 PM
To: Mercurio, Jim <[email protected]>
Cc: Deanna Santana <[email protected]>; Kenn Lee <[email protected]>; Sujata Reuter <[email protected]>
Subject: RE: Recommendation for Award for Miscellaneous Goods and Services
Hi Jim,
We reviewed the Stadium Manager’s request and have a few questions regarding the e-Sourcing platform subscription item:
· Can the Stadium Manager describe its current usage of BonFire’s services, and whether the services outlined in the requested agreement differ from the existing services? · Did the Stadium Manager reach out to any other companies to notify them of the e-Sourcing platform subscription RFQ?
Kindly provide the Stadium Manager’s responses by next Thursday, February 3. The request and corresponding reports will be included in the February 22 agenda.
Thank you,
Christine Jung
| Assistant to the Executive Director
1500 Warburton Avenue | Santa Clara, CA 95050
D: 408.615.2218 | www.santaclaraca.gov/scsa
From: Mercurio, Jim <[email protected]>
Sent: Tuesday, January 11, 2022 4:00 PM
To: Deanna Santana <[email protected]>; Christine Jung <[email protected]>; Ruth Shikada <[email protected]>; Kenn Lee <[email protected]> Cc: Mercurio, Jim <[email protected]>
Subject: Recommendation for Award for Miscellaneous Goods and Services
Hi Deanna,
The recommendation for award for miscellaneous goods and services can be downloaded here:
Password:
Please review and forward to the Board for approval.
Once approved, we will execute the agreement and purchase order and forward a copy to you.
Thank s,
JIM
JIM MERCURIO
Executive Vice President & General Manager
Forty Niners Stadium Management Company
T 408 .562-4944 I M 650 642-4909
Levi's® Stadium
4900 Marie P. De Bartolo Way
Santa Clara, CA 95054
#FTTB
49ers.com
83666.00001\34063145.3
DRAFT 07/02/21 4:15PM
1 Forty Niners Stadium Management Company, LLC
Request for Quotation (RFQ) for Acquisition of Services
RFQ Title: eSourcing Platform Subscription Services
RFQ No: 10101
RFQ Issue Date: December 13, 2021
Due Date/Time: December 20, 2021
Email Questions and Quotations to: [email protected]
The Forty Niners Stadium Management Company, LLC ( “Stadium Manager ”) is requesting quotations from prospective vendors (“Offeror”) for the services as specified in this Request for Quotation (“RFQ”). The following are the requirements and procedures Offerors are required to follow in submitting a quote to Stadium Manager.
A. General Provisions:
All quotations are subject to the provisions of this RFQ, including all attachment(s) and addenda thereto, if any.
Offeror is responsible for reviewing all RFQ documents. Failure to do so will not be grounds for relief of your obligation to honor your quotation if a subsequent order is awarded to your firm in reliance upon your quotation.
Your intent to be bound by the RFQ is evidenced by your submission of a quotation. All quotations sent shall constitute firm offers that shall be irrevocable for 90 calendar days (or such longer period as Offeror and Stadium Manager may agree to) from the deadline for submission of quotations . Stadium Manager may accept one or more quotations received in response to this RFQ. Acceptance by Stadium Manager of one or more quotations submitted in response to this RFQ shall not constitute termination or revocation of the remainder of the quotations submitted.
Offerors may not make changes to their quotations after the date and time set for receipt of quotations. Quotations that contain mistakes may be withdrawn or modified by written notice to Stadium Manager provided (i) any written withdrawal notice is received by Stadium Manager before the date and time for receipt of quotations; and (ii) any written modification notice is received by Stadium Manager before the date and time for receipt of quotations and is clearly identified as a modification, and is executed and submitted in the same form and manner as the original quotation.
Acceptance by Stadium Manager of one or more quotations shall create a binding contract between Stadium Manager and Offeror(s) whose quotation is accepted. Each Offeror acknowledges that it has received consideration for keeping the quotation open and irrevocable for 90 calendar days (or such longer period as Offeror and Stadium Manager may agree to) in the form of Stadium Manager’s agreement to evaluate the quotation(s) submitted in response to this RFQ. Offerors acknowledge the sufficiency of such consideration.
This RFQ does not obligate Stadium Manager to award a contract or to be responsible for any Offeror’s expenses in preparing a quotation in response to this RFQ. Stadium Manager shall not be responsible for any Offeror cost or charge until a valid written contract is awarded by the Stadium Manager.
B. Instructions for Submitting Quotation; Quotation Form/ Rate Sheet:
� If this box is checked, Offeror is instructed to submit a completed Quotation Form as its quotation.
Quotations must be e-mailed as directed on the Quotation Form attached hereto as Attachment B and incorporated herein by this reference. Email submissions should have the RFQ number in the subject line. Quotations must be submitted on Stadium Manager forms for consideration.
The Quotation Form must be signed by an authorized agent of Offeror with authority to represent, bind, and execute contracts on behalf of the Offeror.
X If this box is checked, Offeror is instructed to provide cost as its quotation for the services to be procured under this RFQ.
The Offeror’s cost shall include fully burdened time and materials rates. Rate sheets must be submitted via e-mail to
STADIUM
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2 [email protected]. Email submissions should have the RFQ number in the subject line.
C. Specifications:
Specifications for the services, if any, are set forth in Attachment A. Quotations that do not m eet the specifications may be deemed non-responsive by Stadium Manager in its sole discretion.
D. Brand Name or Equal:
Brand names and model numbers in the solicitation document are for reference. Unless otherwise indicated on the Quotation Form, quotations for equal items will be considered in this solicitation, p rovided the quotation clearly describes the article offered and is equal in quality and performance to the brand name and/or model number specified in the RFQ.
When equal items (i.e., equal to brand names and/or models in the RFQ) are offered in response to the RFQ, a detailed description of specifications of the proposed equal substitute, feature by feature, must be furnished in the response in an attachment, and the description must clearly demonstrate how specifications of the proposed equal substitute match the brand names and/or models listed by Stadium Manager in the RFQ. Submission of descriptive literature (including, without limitation, marketing material) alone does not meet this requirement.
Determination of whether an item is an equal to items specified by brand name and/or model and/or otherwise meets Stadium Manager’s specifications shall be solely made by Stadium Manager, and Stadium Manager’s determination shall be conclusive.
E. Pricing:
Provide pricing for each item requested separately to the extent called for in the RFQ . If cost is requested, provide all costs applicable to perform the services.
F. Reservations:
Stadium Manager reserves the right to take the following action(s) at any time, for its own convenience, and at its sole discretion:
1. Reject any and all quotations submitted when deemed to be in Stadium Manager’s best interest.
2. Cancel the RFQ and issue a new RFQ at any time thereafter.
3. Extend any or all deadlines specified in the RFQ, including deadlines for accepting responses.
4. Require Offeror to submit breakdown of cost or pricing data provided in quotations.
5. Make such investigations as deemed necessary to determine if an Offeror’s quotation is responsive and the Offeror responsible.
6. To waive any informality, irregularity, defect or technicality in quotations received when deemed to be in the best interest of Stadium Manager.
7. Disqualify any Offeror because of any real or apparent conflict of interest or evidence of collusion that is disclosed by the quotation or other data available.
8. Reject the quotation of any Offeror that is in breach of or in default under any other contract with Stadium Manager.
9. Stadium Manager may accept all or part of any quotation, or reject any or all quotations.
10. Estimated quantities are for solicitation purposes only, and are not to be i nterpreted as a guarantee to purchase any amount.
11. Contracts may be awarded to multiple Offerors if Stadium Manager determines it would be in its best interest.
12. At its sole discretion, Stadium Manager may issue a partial award.
13. Award if made by Stadium Manager shall be made to the Offeror(s) that submit quotations which are most advantageous to the Stadium Manager taking into consideration at least the following factors: cost, 83666.00001\34063145.3
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3 quality of the quotation, capabilities and expertise of the Offeror, and adherence to applicable Stadium manager policies and directives.
G. Clarification/Interpretations:
Any and all questions regarding this document must be addressed to the purchaser named on the Quotation Form.
Any and all material revisions to this document by Stadium Manager shall be made by written addendum. Verbal clarifications are not binding on Stadium Manager.
H. Environmentally Preferable Products and Services:
1. Where applicable, Offerors are encouraged to offer Energy Star, Green Seal, EcoLogo, or EPEAT certified products.
Stadium Manager also encourages Offerors to offer products that are produced or delivered with minimal use of virgin materials and maximum use of recycled materials and reduce waste, energy usage, water utilization, and toxins in the manufacture and use of products.
2. Offerors are encouraged to offer Energy Star certified products or products that meet FEMP (Federal Energy Management Program) standards for energy consumption. Stadium Manager also encourages Offerors to offer products that are produced with recycled materials, where appropriate, unless otherwise requested in this RFQ.
I. Compliance with Law:
Offerors shall take cognizance of and be responsible for compliance with all applicable laws, regulations, ordinance, and rules whether now existing or in existence at the time of performance under any awarded contract. Such laws include the requirements of California Labor Code Sections 1720 et seq. and 1770 et seq., as well as California Code of Regulations, Title 8, Section 16000 et seq. (“Prevailing Wage Laws”), which require the payment of prevailing wage rates and the performance of other requirements on certain “public work” and “maintenance” projects. If applicable, Offeror shall ensure it and its agents and subcontractor(s) of every tier comply with such Prevailing Wage Laws, which include, but are not limited to the payment of not less than the required prevailing rates to all workers employed by them, the employment of apprentices, hours of labor , debarment of contractors and subcontractors , and contractor and subcontractor registration with the California Department of Industrial Relations . It shall be the Offeror’s sole responsibility to evaluate and include the cost of complying with all applicable laws, regulations, ordinances, and rules, including the aforementioned labor compliance requirements, in its quotation.
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4 ATTACHMENT A
SCOPE/SPECIFICATIONS
Stadium Manager is seeking quot ations from qualified firms to provide Software as a Service (SaaS) subscription services for an eSourcing platform for Levi’s Stadium located at 4900 Marie P DeBartolo Way, Santa Clara, CA 95054. The project includes software subscription services, implementation (if applicable), training and support services for a three-year period. Since the term extends beyond a single fiscal year, the term for subsequent fiscal years shall be conditioned upon approval of the Santa Clara Stadium Authority budget for the applicable fiscal year that includes the amounts under the agreement.
The anticipated number of seat licenses required by Stadium Manager is three. Stadium Manager shall have the flexibility to adjust the number of seats to scale the usage and adoption during the term of the agreement.
The proposed system must be a ready to use that is commercially available in the marketplace with the following functionality:
1. Able to develop and publish solicitations, and receive electronic sealed bids and proposals.
2. Facilitate outreach and communicate with prospective bidders.
3. Promote the participation of small business enterprises.
4. Enable Stadium Manager to reach a broad pool of prospective bidders and proposers.
5. I nvite suppliers to view, download and respond to solicitations.
6. Access to commodity codes for different business industries at no additional cost. Examples are NIGP or UNSPSC codes.
7. Unlimited projects, evaluators, and suppliers.
8. Ability to review and approve solicitations.
9. Reporting capabilities including the capability of downloading various reports for data analysis.
Solicitation Process Management
1. Hold virtual pre-bid and pre-proposal meetings.
2. P rovide transparent virtual bid openings.
3. R eceive electronic sealed bids and proposals by a deadline.
4. M odify the deadline and extend solicitations.
5. Evaluate and interpret bids and proposals.
6. Ability to issue addenda and manage solicitations.
7. Identify businesses by industry types.
8. Ability to use a solicitation numbering system unique to Stadium Manager.
Supplier Management
1. Features to track bidder/proposal activity by supplier.
2. Track suppliers who have expressed interest in doing business with Stadium Manager.
3. Search suppliers.
Sharing
1. Create, manage and maintain a library of boilerplate/standard documents to be used as templates.
2. Maintain an archive of solicitations that can be shared and replicated as needed for rebidding.
3. Features for sharing registered suppliers across the organization.
Training and Technical Support
1. Assist with configuration and onboarding.
2. Provide training on how to use the system.
3. Provide ongoing support to Stadium Manager users.
Suppliers
1. Supplier registration with no charge to suppliers for doing business with Stadium Manager. 83666.00001\34063145.3
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5 2. Supplier training and technical support.
3. Supplier notification of new solicitations and changes to solicitations.
4. Provide assistance and support to bidders/proposers to accurately submit a response.
5. Ability for bidders to register and attend pre-bid and pre-proposal meetings.
6. Ability to submit questions.
7. Notifications of upcoming deadlines to submit bids and proposals.
8. Tools to submit sealed bids and proposals by the solicitation deadline.
Technical
1. Data protection and data backup/redundancy
2. Provide the maximum upload size
3. Data export of customer data
4. Service availability
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6 ATTACHMENT B
QUOTATION RESPONSE
1. Provide a summary of relevant experience in hosting an eSourcing platform that meets the object ives outlined in Attachment A.
2. Provide the Software License Agreement for review and consideration.
3. Provide names, contact information, and public facing URL addresses for three active clients currently using the eSourcing platform.
4. Provide the cost structure for services rendered using the table below:
#
Description
Cost in US Dollars
1 Software Subscription Services Enterprise or Per License User for up to 3 seats - Year 1
$
2 Software Subscription Services Enterprise or Per License Use for up to 3 seats - Year 2
$
3 Software Subscription Services Enterprise or Per License User for up to 3 seats - Year 3
$
4 Implementation Cost (if applicable)
$
5 Training and On Going Support
$
6 Additional Costs (Itemize)
$
7 Total Cost
$
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7 ATTACHMENT C
SAMPLE AGREEMENT
Please see separate document provided with the RFQ.
Agreement with *insert contractor’s name Page 1
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SERVICE AGREEMENT
BETWEEN
FORTY NINERS STADIUM MANAGEMENT COMPANY LLC
AND
*INSERT CONTRACTOR’S NAME
PREAMBLE
This Service Agreement (the “Agreement”) is entered into between Forty Niners Stadium Management Company LLC, a Delaware limited liability company (“Stadium Manager”), and *insert Contractor’s name, a[n] choose one: _________ (enter State name) corporation/partnership/individual, (Contractor). Stadium Manager and Contractor may be referred to individually as a “Party” or collectively as the “Parties” or the “Parties to this Agreement.”
RECITALS
A. Stadium Manager desires to secure the services more fully described in this Agreement, at Exhibit A, entitled “Scope of Services”;
B. Contractor represents that it, and its subcontractors, if any, have the professional qualifications, expertise, necessary licenses and desire to provide certain goods and/or required services of the quality and type which meet objectives and requirements of Stadium Manager; and,
C. The Parties have specified herein the terms and conditions under which such services will be provided and paid for.
The Parties agree as follows:
AGREEMENT TERMS AND CONDITIONS
1. AGREEMENT DOCUMENTS
The documents forming the entire Agreement between Stadium Manager and Contractor shall consist of these Terms and Conditions and the following Exhibits, which are hereby incorporated into this Agreement by this reference:
Exhibit A – Scope of Services
Exhibit B – Schedule of Fees
Exhibit C – Insurance Requirements
This Agreement, including the Exhibits set forth above, contains all the agreements, representations and understandings of the Parties, and supersedes and replaces any previous agreements, representations and understandings, Agreement with *insert contractor’s name Page 2
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whether oral or written. In the event of any inconsistency between the provisions of any of the Exhibits and the Terms and Conditions, the Terms and Conditions shall govern and control.
2. TERM OF AGREEMENT
Unless otherwise set forth in this Agreement or unless this paragraph is subsequently modified by a written amendment to this Agreement, the term of this Agreement shall begin on *______________ __, 20___ and terminate on *______________ __, 20___. Since the term extends beyond a single fiscal year, the term for subsequent fiscal years shall be conditioned upon approval of the Santa Clara Stadium Authority budget for the applicable fiscal year that includes the amounts due under the agreement.
3. SCOPE OF SERVICES & PERFORMANCE SCHEDULE
Contractor shall perform those Services specified in Exhibit A within the time stated in Exhibit A. Time is of the essence.
4. WARRANTY
Contractor expressly warrants that all materials and services covered by this Agreement shall be fit for the purpose intended, shall be free from defect and shall conform to the specifications, requirements and instructions upon which this Agreement is based. Contractor agrees to promptly replace or correct any incomplete, inaccurate or defective Services at no further cost to Stadium Manager when defects are due to the negligence, errors or omissions of Contractor. If Contractor fails to promptly correct or replace materials or services, Stadium Manager may make corrections or replace materials or services and charge Contractor for the cost incurred by Stadium Manager.
5. QUALIFICATIONS OF CONTRACTOR - STANDARD OF CARE
Contractor represents and maintains that it has the expertise in the professional calling necessary to perform the Services, and its duties and obligations, expressed and implied, contained herein, and Stadium Manager expressly relies upon Contractor’s representations regarding its skills and knowledge. Contractor shall perform such Services and duties in conformance to and consistent with the professional standards of a specialist in the same discipline in the State of California.
6. COMPENSATION AND PAYMENT
In consideration for Contractor’s complete performance of Services, Stadium Manager shall pay Contractor for all materials provided and Services rendered by Contractor in accordance with Exhibit B, entitled “SCHEDULE OF FEES.” The maximum compensation of this Agreement is *spell out dollar amount ($*insert numerical dollar amount), subject to budget appropriations, which includes all payments that may be authorized for Services and for expenses, supplies, - Agreement with *insert contractor’s name Page 3
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materials and equipment required to perform the Services. All work performed or materials provided in excess of the maximum compensation shall be at Contractor’s expense. Contractor shall not be entitled to any payment above the maximum compensation under any circumstance.
7. TERMINATION
A. Termination for Convenience. Stadium Manager shall have the right to terminate this Agreement, without cause or penalty, by giving not less than Thirty (30) days’ prior written notice to Contractor.
B. Termination for Default. If Contractor fails to perform any of its material obligations under this Agreement, in addition to all other remedies provided by law, Stadium Manager may terminate this Agreement immediately upon written notice to Contractor.
C. Upon termination, each Party shall assist the other in arranging an orderly transfer and close-out of services. As soon as possible following the notice of termination, but no later than ten (10) days after the notice of termination, Contractor will deliver to Stadium Manager all Stadium Manager information or material that Contractor has in its possession.
8. ASSIGNMENT AND SUBCONTRACTING
Stadium Manager and Contractor bind themselves, their successors and assigns to all covenants of this Agreement. This Agreement shall not be assigned or transferred without the prior written approval of Stadium Manager. Contractor shall not hire subcontractors without express written permission from Stadium Manager.
Contractor shall be as fully responsible to Stadium Manager for the acts and omissions of its subcontractors, and of persons either directly or indirectly employed by them, as Contractor is for the acts and omissions of persons directly employed by it.
9. NO THIRD PARTY BENEFICIARY
This Agreement shall not be construed to be an agreement for the benefit of any third party or parties and no third party or parties shall have any claim or right of action under this Agreement for any cause whatsoever.
10. INDEPENDENT CONTRACTOR
Contractor and all person(s) employed by or contracted with Contractor to furnish labor and/or materials under this Agreement are independent contractors and do not act as agent(s) or employee(s) of Stadium Manager. Contractor has full rights to manage its employees in their performance of Services under this Agreement.
Agreement with *insert contractor’s name Page 4
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11. CONFIDENTIALITY OF MATERIAL
All ideas, memoranda, specifications, plans, manufacturing procedures, data, drawings, descriptions, documents, discussions or other information developed or received by or for Contractor and all other written information submitted to Contractor in connection with the performance of this Agreement shall be held confidential by Contractor and shall not, without the prior written consent of Stadium Manager, be used for any purposes other than the performance of the Services nor be disclosed to an entity not connected with performance of the Services. Nothing furnished to Contractor which is otherwise known to Contractor or becomes generally known to the related industry shall be deemed confidential.
12. OWNERSHIP OF MATERIAL
All material, which shall include, but not be limited to, data, sketches, tracings, drawings, plans, diagrams, quantities, estimates, specifications, proposals, tests, maps, calculations, photographs, reports, designs, technology, programming, works of authorship and other material developed, collected, prepared or caused to be prepared under this Agreement shall be the property of Stadium Manager but Contractor may retain and use copies thereof. Stadium Manager shall not be limited in any way or at any time in its use of said material. However, Contractor shall not be responsible for damages resulting from the use of said material for work other than as intended herein.
13. RIGHT OF STADIUM MANAGER TO INSPECT RECORDS OF CONTRACTOR Stadium Manager, through its authorized employees, representatives or agents shall have the right during the term of this Agreement and for four (4) years from the date of final payment for goods or services provided under this Agreement, to audit the books and records of Contractor for the purpose of verifying any and all charges made by Contractor in connection with Contractor compensation under this Agreement, including termination of Contractor. Contractor agrees to maintain sufficient books and records in accordance with generally accepted accounting principles to establish the correctness of all charges submitted to Stadium Manager. Any expenses not so recorded shall be disallowed by Stadium Manager. Contractor shall bear the cost of the audit if the audit determines that there has been a substantial billing deviation in excess of five (5) percent adverse to the Stadium Manager.
Contractor shall submit to Stadium Manager any and all reports concerning its performance under this Agreement that may be requested by Stadium Manager in writing. Contractor agrees to assist Stadium Manager in meeting Stadium Manager’s reporting requirements to the State and other agencies with respect to Contractor’s Services hereunder.
Agreement with *insert contractor’s name Page 5
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14. HOLD HARMLESS/INDEMNIFICATION
A. To the extent permitted by law, Contractor agrees to protect, defend, hold harmless and indemnify the Indemnified Parties (defined below) from and against any claim, injury, liability, loss, cost, and/or expense or damage, including all costs and attorney’s fees in providing a defense to any such claim or other action, and whether sounding in law, contract, tort, or equity, in any manner arising from, or alleged to arise in whole or in part from, or in any way connected with the Services performed by Contractor pursuant to this Agreement – including claims of any kind by Contractor’s employees or persons contracting with Contractor to perform any portion of the Scope of Services – and shall expressly include passive or active negligence by the Indemnified Parties connected with the Services.
However, the obligation to indemnify shall not apply if such liability is ultimately adjudicated to have arisen through the sole active negligence or sole willful misconduct of the Indemnified Parties; the obligation to defend is not similarly limited.
B. Contractor’s obligation to protect, defend, indemnify, and hold harmless in full Indemnified Parties’ employees, shall specifically extend to any and all employment-related claims of any type brought by employees, contractors, subcontractors or other agents of Contractor, against any of the Indemnified Parties (either alone, or jointly with Contractor), regardless of venue/jurisdiction in which the claim is brought and the manner of relief sought.
C. To the extent Contractor is obligated to provide health insurance coverage to its employees pursuant to the Affordable Care Act (“Act”) and/or any other similar federal or state law, Contractor warrants that it is meeting its obligations under the Act and will fully indemnify and hold harmless Indemnified Parties for any penalties, fines, adverse rulings, or tax payments associated with Contractor’s responsibilities under the Act.
D. Indemnified Parties shall mean Stadium Manager, the Santa Clara Stadium Authority, the City of Santa Clara, their affiliates, and each of their respective officers, directors, managers, members, partners, owners and employees, each tenant and event promoter of Levi’s Stadium, and any mortgagee, bond trustee or other financial institution from time to time holding a line or indenture upon an interest in Levi’s Stadium.
15. INSURANCE REQUIREMENTS
During the term of this Agreement, and for any time period set forth in Exhibit C, Contractor shall provide and maintain in full force and effect, at no cost to Stadium Manager, insurance policies as set forth in Exhibit C.
Agreement with *insert contractor’s name Page 6
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16. WAIVER
Contractor agrees that waiver by Stadium Manager of any one or more of the conditions of performance under this Agreement shall not be construed as waiver(s) of any other condition of performance under this Agreement. Neither Stadium Manager’s review, acceptance nor payments for any of the Services required under this Agreement shall be constructed to operate as a waiver of any rights under this Agreement or of any cause of action arising out of the performance of this Agreement.
17. NOTICES
All notices to the Parties shall, unless otherwise requested in writing, be sent to Stadium Manager addressed as follows:
Attention: Jim Mercurio, EVP & General Manager
Address: Forty Niners Stadium Management Company LLC
4900 Marie DeBartolo Way
Santa Clara, CA 95054
With a copy to: Legal Affairs
Forty Niners Stadium Management Company LLC
4949 Marie P. DeBartolo Way
Santa Clara, CA 95054
And to Contractor addressed as follows:
*Name of Contractor
*Address of Contractor
and by e-mail at *_______________@XXX
The workday the e-mail was sent shall control the date notice was deemed given.
An e-mail transmitted after 1:00 p.m. on a Friday shall be deemed to have been transmitted on the following business day.
18. COMPLIANCE WITH LAWS
Contractor shall comply with all applicable laws and regulations of the federal, state and local government, including but not limited to “The Code of the City of Santa Clara, California” (“SCCC”). In particular, Contractor’s attention is called to the regulations regarding Campaign Contributions (SCCC Chapter 2.130), Lobbying (SCCC Chapter 2.155), Minimum Wage (SCCC Chapter 3.20), Business Tax Certificate (SCCC section 3.40.060), and Food and Beverage Service Worker Retention (SCCC Chapter 9.60), as such Chapters or Sections may be amended from time to time or renumbered. Additionally Contractor has Agreement with *insert contractor’s name Page 7
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read and agrees to comply with City’s Ethical Standards (http://santaclaraca.gov/home/showdocument?id=58299).
19. CONFLICTS OF INTEREST
Contractor certifies that to the best of its knowledge, none of the Indemnified Parties 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 is familiar with the provisions of California Government Code section 87100 and following, and certifies that it does not know of any facts which would violate these code provisions. Contractor will advise Stadium Manager if a conflict arises.
20. FAIR EMPLOYMENT
Contractor shall not discriminate against any employee or applicant for employment because of race, sex, color, religion, religious creed, national origin, ancestry, age, gender, marital status, physical disability, mental disability, medical condition, genetic information, sexual orientation, gender expression, gender identity, military and veteran status, or ethnic background, in violation of federal, state or local law.
21. NO USE OF STADIUM MANAGER NAME OR EMBLEM
Contractor shall have no right to use, reproduce, or display the trademarks, symbols, trade names or other intellectual property of the Stadium Manager, Levi’s Stadium®, the San Francisco 49ers, or their respective affiliates, or Stadium tenants or their affiliates or other event performers directly or indirectly, in connection with any production, promotion, client list, service or publication, without the prior written approval of Stadium Manager.
22. GOVERNING LAW AND VENUE
This Agreement shall be governed and construed in accordance with the statutes and laws of the State of California. The venue of any suit filed by either Party shall be vested in the state courts of the County of Santa Clara, or if appropriate, in the United States District Court, Northern District of California, San Jose, California.
23. SEVERABILITY CLAUSE
In case any one or more of the provisions in this Agreement shall, for any reason, be held invalid, illegal or unenforceable in any respect, it shall not affect the validity of the other provisions, which shall remain in full force and effect.
Agreement with *insert contractor’s name Page 8
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24. AMENDMENTS
This Agreement may only be modified by a written amendment duly authorized and executed by the Parties to this Agreement.
25. COUNTERPARTS
This Agreement may be executed in counterparts, each of which shall be deemed to be an original, but both of which shall constitute one and the same instrument.
Agreement with *insert contractor’s name Page 9
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IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed by their duly appointed representatives as of the Effective Date.
STADIUM MANAGER:
FORTY NINERS STADIUM MANAGEMENT COMPANY LLC, a Delaware limited liability company
By: _________________________________
Name: Jim Mercurio
Title: Executive Vice President and General Manager
CONTRACTOR:
[ENTITY NAME], a [entity type]
By: _________________________________
Name:
Title:
-
Agreement with *insert contractor’s name/Exhibit A-Scope of Services Page 1 Rev. 07-01-18
EXHIBIT A
SCOPE OF SERVICES
The Services to be performed for the Stadium Manager by the Contractor under this Agreement are set forth below.
*Insert Services to be performed
Agreement with *insert contractor’s name/Exhibit B-Schedule of Fees Page 1 Rev. 07-01-18
EXHIBIT B
SCHEDULE OF FEES
Agreement with *insert contractor’s name/Exhibit D-Labor Compliance Page 1 Rev. 07-01-18
EXHIBIT C
INSURANCE REQUIREMENTS
At all times during the term hereof, Contractor shall keep and maintain in full force and effect the following types of insurance coverage and/or bonds:
1. Commercial general liability insurance, including property damage, against liability for personal injury, bodily injury, death and damage to property occurring in or about the property in the amount of One Million Dollars ($1,000,000) per occurrence and Two Million Dollars ($2,000,000) in the aggregate.
2. Automobile liability in the amount of One Million Dollars ($1,000,000) with respect to owned, hired and non-owned vehicles.
3. W orkers compensation insurance, as required by applicable law.
4. E mployer’s liability in the amount of One Million Dollars ($1,000,000) each accident, One Million Dollars ($1,000,000) each employee, by disease, and One Million Dollars ($1,000,000) policy aggregate by disease.
5. Liability insurance covering claims arising out of errors and omissions by vendors rendering professional services, in the amount of One Million Dollars ($1,000,000) each occurrence including contractual liability coverage, with all coverage retroactive to the earlier of the date of agreement or commencement of Contractor’s services.
6. U mbrella or excess liability insurance in the amount of T wo Million Dollars ($2,000,000) providing excess coverage over general liability, auto liability, and employer’s liability specified above.
The above stated limits may be achieved by a combination of primary and excess/umbrella coverage. Any deductible or self-insured retention amounts are the sole responsibility of the Contractor. Contractor is responsible for insuring any equipment brought to Levi’s Stadium. Stadium Manager shall have no liability for such equipment.
All insurance policies and bonds required to be maintained by Contractor shall be issued by insurers or sureties (as the case may be) reasonably satisfactory to client, authorized to do business in the state of California and having an AM Best rating and f inancial size category of A -/VII or better. All policies of the vendor shall be (i) primary and non- contributing with respect to any policies carried by client; (ii) with respect to liability insurance only, a provision including Stadium Manager, Santa C lara Stadium Authority, Forty Niners SC Stadium Company LLC and Forty Niners Football Company LLC as additional insureds; (iii) a waiver by the insurer of any right to subrogate against Stadium Manager (iv) a severability of interest or endorsement; (v) a provision that the insurer will not cancel or change the coverage provided by such without giving the Stadium Manager thirty (30) days' prior written notice; and (vi) general liability be an "occurrence form" policy. Any policy of insurance required to be carried by Contractor that names additional Agreement with *insert contractor’s name/Exhibit D-Labor Compliance Page 2 Rev. 07-01-18
insureds contained herein shall not be subject to a deductible or self-insured retention, it being the intent of the parties that such insurance shall fully and completely insure such additional insured entities for all loss or expense; if any such policy has a deductible or self-insured retention clause applicable to these operations, Contractor shall provide evidence that insurance carrier shall pay without regard to such deductible or self-insured retention.
Contract No: XXXXX
1 SERVICE AGREEMENT
BETWEEN
FORTY NINERS STADIUM MANAGEMENT COMPANY LLC
AND
BONFIRE INTERACTIVE LTD.
PREAMBLE
This Service Agreement (the “Agreement”) is entered into between Forty Niners Stadium Management Company LLC, a Delaware limited liability company (“Stadium Manager”), and Bonfire Interactive Ltd. (Contractor). Stadium Manager and Contractor may be referred to individually as a “Party” or collectively as the “Parties” or the “Parties to this Agreement.”
RECITALS
A. Stadium Manager desires to secure the services more fully described in this Agreement, at Exhibit A, entitled “Scope of Services”;
B. Contractor represents that it, and its subcontractors, if any, have the professional qualifications, expertise, necessary licenses and desire to provide certain goods and/or required services of the quality and type which meet objectives and requirements of Stadium Manager; and,
C. The Parties have specified herein the terms and conditions under which such services will be provided and paid for.
The Parties agree as follows:
AGREEMENT TERMS AND CONDITIONS
1. AGREEMENT DOCUMENTS
The documents forming the entire Agreement between Stadium Manager and Contractor shall consist of these Terms and Conditions and the following Exhibits, which are hereby incorporated into this Agreement by this reference:
Exhibit A – Scope of Services
Exhibit B – Schedule of Fees
Exhibit C – Supplemental Terms and Conditions
Schedule A – Service Descriptions and Definitions
Schedule B – Service Level Agreement
Exhibit D – Insurance Requirements
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2 Exhibit F – Order Form
This Agreement, including the Exhibits set forth above, contains all the agreements, representations and understandings of the Parties, and supersedes and replaces any previous agreements, representations and understandings, whether oral or written. In the event of any inconsistency between the provisions of any of the Exhibits and the Terms and Conditions, the Terms and Conditions shall govern and control.
2. TERM OF AGREEMENT
Unless otherwise set forth in this Agreement or unless this paragraph is subsequently modified by a written amendment to this Agreement, the term of this Agreement shall begin on February 1, 2022 and terminate on January 31, 2025. Since the term extends beyond a single fiscal year, the term for subsequent fiscal years shall be conditioned upon approval of the Santa Clara Stadium Authority budget for the applicable fiscal year that includes the amounts due under the agreement.
3. SCOPE OF SERVICES & PERFORMANCE SCHEDULE
Contractor shall perform those Services specified in Exhibit A within the time stated in Exhibit A. Time is of the essence.
4. WARRANTY
Contractor expressly warrants that all materials and services covered by this Agreement shall be fit for the purpose intended, shall be free from defect and shall conform to the specifications, requirements and instructions upon which this Agreement is based. Contractor agrees to promptly replace or correct any incomplete, inaccurate or defective Services at no further cost to Stadium Manager when defects are due to the negligence, errors or omissions of Contractor. If Contractor fails to promptly correct or replace materials or services, Stadium Manager may make corrections or replace materials or services and charge Contractor for the cost incurred by Stadium Manager.
5. QUALIFICATIONS OF CONTRACTOR - STANDARD OF CARE
Contractor represents and maintains that it has the expertise in the professional calling necessary to perform the Services, and its duties and obligations, expressed and implied, contained herein, and Stadium Manager expressly relies upon Contractor’s representations regarding its skills and knowledge. Contractor shall perform such Services and duties in conformance to and consistent with the professional standards of a specialist in the same discipline in the State of California.
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3 6. COMPENSATION AND PAYMENT
In consideration for Contractor’s complete performance of Services, Stadium Manager shall pay Contractor for all materials provided and Services rendered by Contractor in accordance with Exhibit B, entitled “Schedule of Fees”. The maximum compensation of this Agreement is Thirty-Nine Thousand Dollars ($39,000), subject to budget appropriations, which includes all payments that may be authorized for Services and for expenses, supplies, materials and equipment required to perform the Services. All work performed or materials provided in excess of the maximum compensation shall be at Contractor’s expense. Contractor shall not be entitled to any payment above the maximum compensation under any circumstance.
7. TERMINATION
A. Termination for Convenience. Stadium Manager shall have the right to terminate this Agreement, without cause or penalty, by giving not less than Thirty (30) days’ prior written notice to Contractor.
B. Termination for Default. If Contractor fails to perform any of its material obligations under this Agreement, in addition to all other remedies provided by law, Stadium Manager may terminate this Agreement immediately upon written notice to Contractor.
C. Upon termination, each Party shall assist the other in arranging an orderly transfer and close-out of services. As soon as possible following the notice of termination, but no later than ten (10) days after the notice of termination, Contractor will deliver to Stadium Manager all Stadium Manager information or material that Contractor has in its possession.
8. ASSIGNMENT AND SUBCONTRACTING
Stadium Manager and Contractor bind themselves, their successors and assigns to all covenants of this Agreement. This Agreement shall not be assigned or transferred without the prior written approval of Stadium Manager. Contractor shall not hire subcontractors without express written permission from Stadium Manager.
Contractor shall be as fully responsible to Stadium Manager for the acts and omissions of its subcontractors, and of persons either directly or indirectly employed by them, as Contractor is for the acts and omissions of persons directly employed by it.
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4 9. NO THIRD PARTY BENEFICIARY
This Agreement shall not be construed to be an agreement for the benefit of any third party or parties and no third party or parties shall have any claim or right of action under this Agreement for any cause whatsoever.
10. INDEPENDENT CONTRACTOR
Contractor and all person(s) employed by or contracted with Contractor to furnish labor and/or materials under this Agreement are independent contractors and do not act as agent(s) or employee(s) of Stadium Manager. Contractor has full rights to manage its employees in their performance of Services under this Agreement.
11. CONFIDENTIALITY OF MATERIAL
All ideas, memoranda, specifications, plans, manufacturing procedures, data, drawings, descriptions, documents, discussions or other information developed or received by or for Contractor and all other written information submitted to Contractor in connection with the performance of this Agreement shall be held confidential by Contractor and shall not, without the prior written consent of Stadium Manager, be used for any purposes other than the performance of the Services nor be disclosed to an entity not connected with performance of the Services. Nothing furnished to Contractor which is otherwise known to Contractor or becomes generally known to the related industry shall be deemed confidential.
12. OWNERSHIP OF MATERIAL
All material, which shall include, but not be limited to, data, sketches, tracings, drawings, plans, diagrams, quantities, estimates, specifications, proposals, tests, maps, calculations, photographs, reports, designs, technology, programming, works of authorship and other material developed, collected, prepared or caused to be prepared under this Agreement shall be the property of Stadium Manager but Contractor may retain and use copies thereof. Stadium Manager shall not be limited in any way or at any time in its use of said material. However, Contractor shall not be responsible for damages resulting from the use of said material for work other than as intended herein.
13. RIGHT OF STADIUM MANAGER TO INSPECT RECORDS OF CONTRACTOR Stadium Manager, through its authorized employees, representatives or agents shall have the right during the term of this Agreement and for four (4) years from the date of final payment for goods or services provided under this Agreement, to audit the books and records of Contractor for the purpose of verifying any and all charges made by Contractor in connection with Contractor compensation under this Agreement, including termination of Contractor. Contractor agrees to maintain sufficient books and records in accordance with generally accepted accounting principles to establish the correctness of all charges submitted to
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5 Stadium Manager. Any expenses not so recorded shall be disallowed by Stadium Manager. Contractor shall bear the cost of the audit if the audit determines that there has been a substantial billing deviation in excess of five (5) percent adverse to the Stadium Manager.
Contractor shall submit to Stadium Manager any and all reports concerning its performance under this Agreement that may be requested by Stadium Manager in writing. Contractor agrees to assist Stadium Manager in meeting Stadium Manager’s reporting requirements to the State and other agencies with respect to Contractor’s Services hereunder.
14. HOLD HARMLESS/INDEMNIFICATION
A. To the extent permitted by law, Contractor agrees to protect, defend, hold harmless and indemnify the Indemnified Parties (defined below) from and against any claim, injury, liability, loss, cost, and/or expense or damage, including all costs and attorney’s fees in providing a defense to any such claim or other action, and whether sounding in law, contract, tort, or equity, in any manner arising from, or alleged to arise in whole or in part from, or in any way connected with the Services performed by Contractor pursuant to this Agreement – including claims of any kind by Contractor’s employees or persons contracting with Contractor to perform any portion of the Scope of Services – and shall expressly include passive or active negligence by the Indemnified Parties connected with the Services.
However, the obligation to indemnify shall not apply if such liability is ultimately adjudicated to have arisen through the sole active negligence or sole willful misconduct of the Indemnified Parties; the obligation to defend is not similarly limited.
B. Contractor’s obligation to protect, defend, indemnify, and hold harmless in full Indemnified Parties’ employees, shall specifically extend to any and all employment-related claims of any type brought by employees, contractors, subcontractors or other agents of Contractor, against any of the Indemnified Parties (either alone, or jointly with Contractor), regardless of venue/jurisdiction in which the claim is brought and the manner of relief sought.
C. To the extent Contractor is obligated to provide health insurance coverage to its employees pursuant to the Affordable Care Act (“Act”) and/or any other similar federal or state law, Contractor warrants that it is meeting its obligations under the Act and will fully indemnify and hold harmless Indemnified Parties for any penalties, fines, adverse rulings, or tax payments associated with Contractor’s responsibilities under the Act.
D. Indemnified Parties shall mean Stadium Manager, the Santa Clara Stadium Authority, the City of Santa Clara, their affiliates, and each of their respective officers, directors, managers, members, partners, owners and
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6 employees, each tenant and event promoter of Levi’s Stadium, and any mortgagee, bond trustee or other financial institution from time to time holding a line or indenture upon an interest in Levi’s Stadium.
15. INSURANCE REQUIREMENTS
During the term of this Agreement, and for any time period set forth in Exhibit D, Contractor shall provide and maintain in full force and effect, at no cost to Stadium Manager, insurance policies as set forth in Exhibit D.
16. WAIVER
Contractor agrees that waiver by Stadium Manager of any one or more of the conditions of performance under this Agreement shall not be construed as waiver(s) of any other condition of performance under this Agreement. Neither Stadium Manager’s review, acceptance nor payments for any of the Services required under this Agreement shall be constructed to operate as a waiver of any rights under this Agreement or of any cause of action arising out of the performance of this Agreement.
17. NOTICES
All notices to the Parties shall, unless otherwise requested in writing, be sent to Stadium Manager addressed as follows:
Attention: Jim Mercurio, EVP & General Manager
Address: Forty Niners Stadium Management Company LLC
4900 Marie DeBartolo Way
Santa Clara, CA 95054
With a copy to: Legal Affairs
Forty Niners Stadium Management Company LLC
4949 Marie P. DeBartolo Way
Santa Clara, CA 95054
And to Contractor addressed as follows:
Kaitlin Warcholak, Client Success Specialist
Bonfire Interactive Ltd.
121 Charles Street W. Suite C429
Kitchener, Ontario N2G 1H6
Canada
and by e-mail at [email protected]
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7 The workday the e-mail was sent shall control the date notice was deemed given.
An e-mail transmitted after 1:00 p.m. on a Friday shall be deemed to have been transmitted on the following business day.
18. COMPLIANCE WITH LAWS
Contractor shall comply with all applicable laws and regulations of the federal, state and local government, including but not limited to “The Code of the City of Santa Clara, California” (“SCCC”). In particular, Contractor’s attention is called to the regulations regarding Campaign Contributions (SCCC Chapter 2.130), Lobbying (SCCC Chapter 2.155), Minimum Wage (SCCC Chapter 3.20), Business Tax Certificate (SCCC section 3.40.060), and Food and Beverage Service Worker Retention (SCCC Chapter 9.60), as such Chapters or Sections may be amended from time to time or renumbered. Additionally Contractor has read and agrees to comply with City’s Ethical Standards (http://santaclaraca.gov/home/showdocument?id=58299
).
19. CONFLICTS OF INTEREST
Contractor certifies that to the best of its knowledge, none of the Indemnified Parties 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 is familiar with the provisions of California Government Code section 87100 and following, and certifies that it does not know of any facts which would violate these code provisions. Contractor will advise Stadium Manager if a conflict arises.
20. FAIR EMPLOYMENT
Contractor shall not discriminate against any employee or applicant for employment because of race, sex, color, religion, religious creed, national origin, ancestry, age, gender, marital status, physical disability, mental disability, medical condition, genetic information, sexual orientation, gender expression, gender identity, military and veteran status, or ethnic background, in violation of federal, state or local law.
21. NO USE OF STADIUM MANAGER NAME OR EMBLEM
Contractor shall have no right to use, reproduce, or display the trademarks, symbols, trade names or other intellectual property of the Stadium Manager, Levi’s Stadium®, the San Francisco 49ers, or their respective affiliates, or Stadium tenants or their affiliates or other event performers directly or indirectly, in connection with any production, promotion, client list, service or publication, without the prior written approval of Stadium Manager.
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8 22. GOVERNING LAW AND VENUE
This Agreement shall be governed and construed in accordance with the statutes and laws of the State of California. The venue of any suit filed by either Party shall be vested in the state courts of the County of Santa Clara, or if appropriate, in the United States District Court, Northern District of California, San Jose, California.
23. SEVERABILITY CLAUSE
In case any one or more of the provisions in this Agreement shall, for any reason, be held invalid, illegal or unenforceable in any respect, it shall not affect the validity of the other provisions, which shall remain in full force and effect.
24. AMENDMENTS
This Agreement may only be modified by a written amendment duly authorized and executed by the Parties to this Agreement.
25. COUNTERPARTS
This Agreement may be executed in counterparts, each of which shall be deemed to be an original, but both of which shall constitute one and the same instrument.
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9 IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed by their duly appointed representatives as of the Effective Date.
STADIUM MANAGER:
FORTY NINERS STADIUM MANAGEMENT COMPANY LLC, a Delaware limited liability company
By: _________________________________
Name: Jim Mercurio
Title: Executive Vice President and General Manager
CONTRACTOR:
BONFIRE INTERACTIVE LTD.
By: _________________________________
Name:
Title:
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10 EXHIBIT A
SCOPE OF SERVICES
The Services to be performed for the Stadium Manager by the Contractor under this Agreement are set forth below.
Provide Bonfire Strategic Sourcing Platform, a Software as a Service (SaaS) subscription service for Levi’s Stadium located at 4900 Marie P DeBartolo Way, Santa Clara, CA 95054. The subscription includes software subscription services, implementation, training and support services for a three-year period.
The anticipated number of seat licenses required by Stadium Manager is three. Stadium Manager shall have the flexibility to adjust the number of seats to scale usage and adoption during the term of the agreement. If an additional seat license is opted during the term of the agreement, the invoice shall be prorated accordingly for the remainder of the annual term. Fees for seat licenses shall be in accordance with the cost referenced in Exhibit B – Schedule of Fees.
At a minimum, the system shall provide the following functionality:
1. Able to develop and publish solicitations, and receive electronic sealed bids and proposals.
2. Facilitate outreach and communicate with prospective bidders.
3. Promote the participation of small business enterprises.
4. Enable Stadium Manager to reach a broad pool of prospective bidders and proposers.
5. Invite suppliers to view, download and respond to solicitations.
6. Access to commodity codes for different business industries at no additional cost.
Examples are NIGP or UNSPSC codes.
7. Unlimited projects, evaluators, and suppliers.
8. Ability to review and approve solicitations.
9. Reporting capabilities including the capability of downloading various reports for data analysis.
A. Solicitation Process Management
1. Schedule virtual pre-bid and pre-proposal meetings.
2. Provide transparent virtual bid openings.
3. Receive electronic sealed bids and proposals by a deadline.
4. Modify the deadline and extend solicitations.
5. Evaluate and interpret bids and proposals.
6. Ability to issue addenda and manage solicitations.
7. Identify businesses by industry types.
8. Ability to use a solicitation numbering system unique to Stadium Manager.
B. Supplier Management
1. Features to track bidder/proposal activity by supplier.
2. Track suppliers who have expressed interest in doing business with Stadium
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11 Manager.
3. Search suppliers.
C. Sharing
1. Create, manage and maintain a library of boilerplate/standard documents to be used as templates.
2. Maintain an archive of solicitations that can be shared and replicated as needed for rebidding.
3. Features for sharing registered suppliers across the organization.
D. Training and Technical Support
1. Assist with configuration and onboarding.
2. Provide training on how to use the system.
3. Provide ongoing support to Stadium Manager users.
E. Suppliers
1. Supplier registration with no charge to suppliers for doing business with Stadium Manager.
2. Supplier training and technical support.
3. Supplier notification of new solicitations and changes to solicitations.
4. Provide assistance and support to bidders/proposers to accurately submit a response.
5. Ability for bidders to register and attend pre-bid and pre-proposal meetings.
6. Ability to submit questions.
7. Notifications of upcoming deadlines to submit bids and proposals.
8. Tools to submit sealed bids and proposals by the solicitation deadline.
F. Technical
1. Data protection and data backup/redundancy
2. Provide the maximum upload size
3. Data export of customer data
4. Service availability
Implementation, sevice levels and support services shall be provided in accordance with the supplemental terms and conditions referenced in Exhibit C.
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12 EXHIBIT B
SCHEDULE OF FEES
Bonfire Strategic Sourcing Platform
First seat license is $5,000 per year.
Additional licenses are $4,000 each seat license per year which is 20% discount off the list price.
Fees include all internal users including suppliers, data analysts, managers, administrators, evaluators & advisor/client roles for the organization. Includes implementation, training, unlimited projects, support, submissions, and cloud storage as follows:
eSourcing
• Solicit, receive, and evaluate bids and RFx online
• Organize and distribute RFx documents with digital scorecards for online evaluation • Make vendor submissions easier and more compliant with a simple upload experience • Maintenance/Hosting and access to all associated releases and upgrades included • Unlimited projects, evaluators, and vendors
Price-Only Bidding
• Quickly create bids online and engage vendors
• Automatically tabulate and sort offers and review associated documents • Award bids online with an option to publish a public award notice
Bonfire Benchmarking
• View industry insights, data benchmarks, and templates gathered from over 40,000 bids and RFPs to make data driven decisions.
Product Support and Ongoing Coaching and Training
• Fast and friendly product support available to all your buyers, evaluators, and vendors - Mon-Fri 8am - 8pm ET
• Regular check-ins from your dedicated customer success manager to share best practices and provide ongoing coaching and product training.
Bonfire Questionnaires Module
• Use templates to collect qualitative and quantitative vendor data for side-by-side comparison and auto-scoring.
Bonfire Bid Tables Module
• View vendor pricing side-by-side, filter, sort, and perform what-if analyses to optimize vendor selection.
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13 Bonfire Multi-Category Decisions Module
• Create parent and child projects to distribute decisions and make multiple awards across separate locations or categories.
Bonfire Approvals Module
• Bring your existing Approvals Process into Bonfire for consolidated visibility, turnkey compliance and improved Stakeholder engagement
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14 EXHIBIT C
SUPPLEMENTAL TERMS AND CONDITIONS
1. LICENSE. Bonfire Interactive Ltd. (“ Bonfire”) hereby grants to Customer (identified on the Order Form), for internal use by Customer, its agents, contractors, employees and suppliers (collectively, the “ Users”) a non -transferable, non- exclusive, non- sub-licensable right and license (the “License”) to access and use the services identified on Schedule A (collectively, the “ Platform Services”) during the Term (as outlined on the Order Form). The Platform Services shall be made available on- line at bonfirehub.com or bonfirehub.ca (or such other URL as Bonfire may designate from time to time) (the “Site”) from a third party hosted facility, located in the country specified on the Order Form, and/or other systems used by Bonfire to host the Platform Services in the country specified on the Order Form (collectively, the “Systems”). Platform Services may be amended, enhanced or modified from time to time by Bonfire. Users shall access the Platform Services by means of a specific account (the “Customer Account ”) using individual User login names and passwords (“ Passwords”) provided by Bonfire. Bonfire shall enable the Platform Services and provide the Passwords on the Plan Start Date (identified on the Order Form). The Customer is responsible for the confidentiality and use of its Passwords and Customer Account, and in no event shall Bonfire be liable for any loss of information of the Customer or other claims arising from unauthorized access to the Platform Services as a result of the failure by Customer to protect the confidentiality of its Passwords and Customer Account. Bonfire is also responsible for the confidentiality of the Passwords and Customer Account provided to Customer and shall in all events be liable and indemnify Customer for any breach of this provision.
2. USE. The License and Support (as defined in Section 3 below) is granted exclusively for Customer’s internal use, and the Customer is solely and exclusively responsible:
a. For the collection, accuracy, currency, quality, legality, completeness and use of Customer Data (as defined in Section 7.2 below) that is stored on the Systems, disclosed to or used by Customer or Users in connection with the Platform Services; b. For the content of all communications (including without limitation, any transfer of signs, signals, text, images, videos, sounds, data or intelligence of any nature transmitted in whole or in part electronically the “Electronic Communications”) while using Customer’s Account;
c. To ensure that it and the Users will not use the Platform Services to communicate, by way of Electronic Communication or otherwise, any message or material that (1) is libelous, harmful to minors, obscene or constitutes pornography; (2) infringes the copyrights, patents, trade secrets, trademarks, trade names or other proprietary rights of a third party or is otherwise unlawful; or (3) would otherwise give rise to any breach of confidentiality or privacy laws, or any civil liability, or that constitutes or encourages conduct that could constitute a criminal offence, under any applicable law or regulation; d. To ensure that the use of the Platform Services by any User is limited to the rights outlined herein; and the Customer shall not permit Users, directly or indirectly, to do (and shall be responsible for any violation of) any of the following acts:
i. Reverse engineer, de-compile, disassemble or otherwise attempt to discover the source code or underlying ideas or algorithms of the Platform Services; ii. Modify, translate, or create derivative works from the Platform Services;
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15 iii. Rent, lease, distribute, license, sublicense, sell, resell, assign, or otherwise commercially exploit the Platform Services;
iv. Publish or disclose to third parties any evaluation of the Platform Services without Bonfire’s prior written consent;
v. Violate any local, state / provincial, federal or foreign law, treaty, regulation or convention applicable to the Customer in connection with Users’ use of the Platform Services;
vi. Access data or log into a server or account on the System that the Customer is not authorized to access, or access or tamper with other customer accounts of Bonfire;
vii. Willfully tamper with the security of, or probe, scan or test the vulnerability of, any of the Systems, or render any part of the Systems unusable. viii. Sharing of Customer’s Account with multiple individuals to circumvent license allocation as defined on the Order Form.
3. SUPPORT AND MAINTENANCE. Bonfire shall provide general maintenance services and technical support in respect of the Platform Services (“Support”) throughout the Term, during Business Days (as defined in Schedule A). The Customer acknowledges that the Support will not be available during System maintenance periods for purposes of upgrades and maintenance to the Platform Services and/or System. Downtime for such System maintenance periods shall only occur between the hours of 11:00 pm and 6:00 am Eastern Standard Time (“ Downtime”) unless there is a defect that renders the Platform Services unavailable in which case Bonfire shall take steps to correct such deficiency immediately.
Otherwise, Bonfire will make reasonable efforts to announce the scheduled Downtime via e- mail to the Customer’s designated e-mail address. Support does not include services required as a result of (i) User misuse, improper use, alteration, or damage of the Platform Services; (ii) any problem caused by modifications in any version of the Platform Services not made or authorized by Bonfire; (iii) any problem resulting from the Customer combining or merging the Platform Services with any hardware or software not supplied by Bonfire, or not identified by Bonfire as compatible with the Platform Services and/or Systems, or (iv) any custom development services outlined on Schedule A hereto. Optional additional services which may be provided by Bonfire at the request of the Customer are as outlined on Schedule A hereto.
4. SERVICE LEVEL AGREEMENT. Bonfire shall provide the Platform Services at a service level described in the Service Level Agreement outlined on Schedule B hereto.
5. CUSTOM DEVELOPMENT . In the event the Customer wishes to have Bonfire provide additional custom development and/or services at any time during the Term, the parties will negotiate the terms and conditions of such additional services, and enter into a mutually agreeable contract which, among other things, will address which party will own any and all intellectual property developed as a result.
6. FEES, PAYMENT AND TAXES.
6.1 Fees. Fees for the License, Platform Services and Support (collectively the “Fees“) are based on (i) the Plan Type selected by the Customer, and/or (ii) the number of records (“Records”) that the Plan Type includes, each as defined on the Order Form.
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16 6.2 Payment.
a. General. All Fees are quoted in American currency unless otherwise stated on the Order Form; and are non- refundable except as may otherwise be provided in this Agreement. The Fees in an Order Form apply for the Initial Term and any Renewal subject always to Bonfire’s right to increase the Fees by up to 5% above the previous applicable Fees at any time. Such revised Fees will apply only to a Renewal. b. Invoicing. Fees will be invoiced in advance and will be due on such dates and for such amounts as indicated on the invoices provided by Bonfire to the Customer. c. Expenses. The Customer shall pay Bonfire for all pre- approved costs and expenses incurred by Bonfire in providing any Support to the Customer (in excess of that provided as outlined in the Support and Maintenance Section contained herein) within 45 days of receipt of invoice from Bonfire, unless otherwise specified. The Customer is responsible for all its internet connection charges related to the use of the Platform Services.
d. Suspension of Service. If Fees on any Customer Account are not paid by the due date, in addition to any other rights and remedies Bonfire may have (including interest owing, and the termination rights set forth herein), Bonfire reserves the right to suspend the Customer Account without liability to Bonfire, until such account is paid in full. “Suspended Account” means that all attempts to create new projects in Bonfire will be blocked and all Support will cease until the Customer makes the full payment due and owing, including any interest and other charges accruing during the suspension period. A Suspended Account does not remove the Customer’s obligation to pay those amounts outstanding to the date of such suspension or thereafter for the remainder of the Term, as the case may be.
7. OWNERSHIP AND CONFIDENTIALITY.
7.1 Intellectual Property. The Customer acknowledges and agrees that the Platform Services, and all intellectual property rights therein (including without limitation, copyrights, patents, trade secrets, trademarks, moral rights and other intellectual property rights, in and to the Platform Services, and all modifications, changes, enhancements, or additions thereto (whether initiated by the Customer or otherwise), and all intellectual property rights relating to the provision of Support in respect of the Platform Services (collectively, “ Bonfire IP“), are owned or licensed by Bonfire. Except for the License granted hereunder, nothing in this Agreement gives the Customer any right, title or interest in, to or under any of the Bonfire IP, and to the extent the Customer acquires rights in the Bonfire IP, Customer assigns such rights to Bonfire and waives any moral rights it may have in the Bonfire IP to and in favour of Bonfire.
All Bonfire IP shall be deemed to be Confidential Information (as defined below), and the Customer shall be bound by all confidentiality provisions.
7.2 Customer Data. “Customer Data” means any data, information or other materials of any nature recorded in any form whatsoever, disclosed or provided to Bonfire by the Customer and by the Users in the course of using the Platform Services, including all information generated by the Users’ use of the Platform Services. The Customer retains all right, title and interest in and to all Customer Data. The Customer Data shall be deemed to be Confidential Information (as defined below) of the Customer, and Bonfire will restrict access to Customer’s Confidential Information to those Bonfire employees, consultants and/or subcontractors who have a need to access the Customer Data in order to provide the Platform Services and Support and have agreed to be bound by the confidentiality provisions outlined herein. The Customer agrees that it is solely and exclusively responsible for the collection, accuracy,
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17 currency, quality, legality, completeness and use of Customer Data that is stored on the System, disclosed to or used by Customer or Users in connection with the Platform Services, and for compliance with all applicable laws and regulations in the appropri ate jurisdiction, including without limitation with respect to privacy, non-disclosure and confidentiality.
7.3 Bonfire Access and Use. Bonfire shall have the right, in its sole discretion, to access the Customer’s Account from time to time, for purposes of Support, administration, anonymized data aggregation, invoicing and to inspect the Customer’s utilization of the Platform Services so as to ensure Customer’s compliance with the provisions of this Agreement.
7.4 Confidential Information. As used herein, “Confidential Information” means all confidential and proprietary information of a party that is disclosed to the other party pursuant to this Agreement, and includes without limitation all Passwords, Customer Account information, Customer Data, Bonfire IP, and the terms and conditions of this Agreement. Each party agrees to keep all Confidential Information disclosed to it by the other party strictly confidential, in the same manner as it protects the confidentiality of its own information and data (at all times exercising at least a reasonable degree of care in the protection of the Confidential Information). Confidential Information shall not include information which: (a) is known publicly; (b) is generally known in the industry before disclosure; (c) has become known publicly, without fault of a party, subsequent to disclosure by the other party; or (d) has been otherwise lawfully known or received by a party. This section will not be construed to prohibit the disclosure of Confidential Information if required by law or order of the court or other governmental authority, provided that a party shall give the other party prompt notice of such request, so that the other party has a reasonable time to attempt to limit or prevent such disclosure. Upon termination of this Agreement, all copies of all Confidential Information shall be either returned to the applicable party or destroyed, at the discretion and written direction of the other party.
8. PERSONAL INFORMATION.
8.1 Definition and Permitted Use.
a. For this Agreement, "Personal Information" means any information that Bonfire collects, receives, or obtains, from or on behalf of Customer or any of its Authorized Users that identifies a specific individual or by or from which a specific individual may be identified, such as the individual's name, address, or social security number, and any other information relating to an identified or identifiable individual. Personal Information includes the information of or pertaining to Customer’s personnel, directors , officers, agents, providers, contractors, investors, or customers.
b. Bonfire shall not cause or permit any Personal Information to be processed in any manner or for any purpose other than the performance of the Services in compliance with the restrictions in this Agreement and all applicable Laws.
8.2 Ownership and Treatment of Personal Information . As between Customer and Bonfire, Customer is and shall remain the sole and exclusive owner of all right, title, and interest in and to Personal Information. Bonfire shall:
a. Process Personal Information for the sole purpose of performing the Services and in compliance with: (i) this Agreement or as Customer may expressly direct in advance in writing; and (ii) all applicable data protection laws; and
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18 b. Notify Customer in writing if Bonfire becomes aware of any unauthorized access, use or other unauthorized act respecting Personal Information.
8.3 Customer as Controller . Customer agrees that if Customer, or any data submitted by Customer to the Platform Services, is subject to the General Data Protection Regulation (“GDPR”), or related laws including related laws of European Union member states: (i) Customer is the data controller of such data and Bonfire is a data processor of such data; and (ii) Customer further represents that Customer has undertaken all requirements to comply with all privacy and data protection laws including but not limited to GDPR. Such requirements may include but are not limited to maintaining adequate records and registration requirements with supervising or other regulatory authorities.
8.4 Legitimate purpose/consent. Customer agrees and represents to Bonfire that all personal information Customer collects, provides, or otherwise uses in any way in relation to the Bonfire Service is necessary for Customer’s legitimate interest and is not overridden by fundamental rights of the subject individual, and otherwise that Customer has all rights and obtained all necessary consents to collect, provide, manage, all personal information Customer provides to Bonfire for any purpose. Customer further represents and warrants that Customer will not collect, provide or otherwise use in any way in relation to the Bonfire Service any special category of personal data as described in GDPR.
9 TERM AND TERMINATION.
9.1 Term. The License and Support shall commence on the Plan Start Date (as outlined on the Order Form) and shall continue for the Term outlined on the Order Form (the “Initial Term”), unless earlier terminated in accordance with the provisions of this Agreement. At the end of the Initial Term this Agreement is set to automatically expire. At Customer’s option, Customer may further extend the Term for additional terms of 12 months (each a “Renewal”)., The Initial Term and any Renewals constitute the “Term”.
9.2 Suspension of Service. Bonfire may, at its sole option, and in addition to any other right herein, notify the Customer that it has a Suspended Account effective immediately in the event of any breach of payment of Fees as outlined in Section 6.2 above, or a breach of any provisions related to intellectual property or confidential information, or a breach of any provisions outlined in Section 2.d.
9.3 Termination. This Agreement may be terminated as follows upon the occurrence of any of the following events:
a. Immediately by Bonfire, if the Customer fails to make payment of undisputed Fees within 60 days of receiving written notice from Bonfire;
b. Immediately by Customer if Bonfire fails to timely deliver or perform the services, or if no time is specified, within a reasonable time
c. Immediately by either party, if the other party breaches any of the obligations or provisions of this Agreement and fails to remedy such breach within 30 days of written notice from the party of such default;
d. Immediately on written notice by either party if the other party (A) ceases or threatens to cease to carry on its business, commits an act of bankruptcy, makes an assignment or bulk sale of its assets, or proposes a compromise or arrangement to its creditors, or (B) is subject to any proceeding that is taken to (i) compromise or make an arrangement with
Contract No: XXXXX
19 that party’s creditors, (ii) obtain an order to assign that party into bankruptcy or winding - up that party, or (iii) obtain an order to appoint a receiver over any part of that party’s assets, and in each case, such proceeding is not dismissed within 60 days of such proceeding being initiated; and
e. Immediately on written notice by either party if the other party breaches or threatens to breach any provision of Section 7 of this Agreement.
9.4 Effect of Termination. Upon the effective date of termination, the License and all Support shall terminate and:
a. Each of the parties shall deliver or destroy, at the direction of the other party, all Confidential Information of the other party which is in its possession, care or control, provided that the Bonfire, on request by Customer, shall be permitted 10 business days to provide Customer with a backup copy of all Customer Data located on the Platform Services;
b. Customer shall pay to Bonfire all undisputed Fees accrued and owing up to the effective date of termination or Bonfire shall reimburse to Customer all pre-paid Fees on a pro rata basis for that portion of the Term following the effective date of termination; c. If this Agreement is terminated for default, Customer shall have the right to charge Bonfire the amount by which the costs of fabricating or procuring the services cancelled from another source exceed the compensation specified herein, and Customer may offset any such charge against any amounts which had or may become payable to Bonfire under this Agreement or otherwise.
d. The provisions dealing with intellectual property, confidential information, liability and indemnification of this Agreement shall continue in force following effective termination; and
e. Each of the parties shall have all remedies which are available to it at law or in equity.
10 WARRANTIES AND DISCLAIMERS.
10.1 Software Limited Warranty. Bonfire warrants that the Platform Services will operate in substantial conformity with the applicable written documentation provided by Bonfire. For any breach of this warranty, Customer’s remedy shall be that Bonfire will, at its expense, correct any errors identified by Customer in the Platform Services, in addition to any other remedy that might be available to Customer for such breach by Bonfire. Bonfire also warrants that it will maintain the Platform Services at reputable third -party Internet service providers and hosting facilities. Bonfire warrants that it has implemented commercially reasonable security measures, including without limitation, technical, physical and procedural controls to protect Customer Data against destruction, loss, alteration, unauthorized disclosure to third parties or unauthorized access by employees or contractors employed by Bonfire, whether by accident or otherwise. However, the Customer acknowledges and agrees that, notwithstanding such security measures, use of or connection to the Internet provides the opportunity for unauthorized third parties to circumvent such precautions and illegally gain access to the Platform Services and Customer Data. Accordingly, Bonfire cannot and d oes not guarantee the privacy, security or authenticity of any information so transmitted over or stored in any system connected to the Internet. For any breach of the foregoing warranties, Bonfire shall
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20 pay to Customer all damages the Customer suffers in connection with such breach, subject to the limitations set out in Section 11.3.
10.2 General Warranties. Bonfire represents and maintains that it has the expertise in the professional calling applicable to this Agreement, and its duties and obligations, expressed and implied, contained herein, and Customer expressly relies upon Bonfire’s representations regarding its skills and knowledge. Bonfire shall perform such services and duties in conformance to and consistent with the professional standards of a specialist in the same discipline. Bonfire warrants that Platform Services are not violative of any patent, copyright or similar rights, to the best of its knowledge. Bonfire’s warranties shall run to Customer and shall not be deemed to be exclusive.
10.3 Exclusions. Bonfire does not warrant that the functions contained in the Platform Services will meet the Customer’s requirements or that the operation of the Platform Services will be uninterrupted or error-free.
10.4 Limitations of Liability. UNLESS PROHIBITED BY APPLICABLE LAW, IN NO EVENT
SHALL EITHER PARTY OR THEIR RESPECTIVE AGENTS BE LIABLE FOR ANY
INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY
DAMAGES OF ANY KIND, WHETHER OR NOT FORESEEABLE, INCLUDING
WITHOUT LIMITATION, LOSS OF BUSINESS, LOST PROFITS OR REVENUE, OR
FAILURE TO REALIZE EXPECTED SAVINGS, EVEN IF THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE TOTAL AGGREGATE
LIABILITY OF BONFIRE FOR DIRECT DAMAGES UNDER THIS AGREEMENT SHALL BE LIMITED TO TEN (10) TIMES THE FEES PAID BY CUSTOMER IN THE TWELVE (12) MONTHS PRECEDING THE DATE ON WHICH THE CAUSE OF ACTION GIVING RISE TO THE LIABILITY AROSE.
11 INDEMNIFICATION.
11.1 Bonfire Indemnification. Bonfire shall, at its own expense, defend Customer in any action, suit or claim by a third party alleging that the Platform Services (when used as authorized under this Agreement) infringe any United States or Canadian patent, trademark, trade secret, copyright or any other proprietary right of such third party (an “IP Claim”) and shall pay settlement amounts agreed by Bonfire and/or any losses, damages, liabilities, expenses, or costs (including but not limited to reasonable attorneys' fees) awarded to such third party against Customer by a court of competent jurisdiction in such IP Claim. As conditions for such defense and satisfaction by Bonfire, (i) Customer shall notify Licensor promptly in writing upon becoming aware of all pending IP Claims; (ii) Customer shall give Licensor sole control of the defense and settlement of such IP Claims; (iii) Customer shall cooperate fully with Licensor in the defense and/or settlement of such IP Claims; and (iv) Customer shall not settle any IP Claims without Licensor’s consent, or compromise the defense of any such IP Claims.
Bonfire shall also, at its own expense, defend, indemnify, and hold harmless Customer in any action, suit, demands, or claims by a third-party for any losses, damages, liabilities, expenses, or costs (including but not limited to reasonable attorneys' fees) awarded to suc h third party against Customer by a court of competent jurisdiction, that may be imposed upon or incurred by Customer to the extent caused by any of the following negligent acts, errors, or omissions by Bonfire and/or Bonfire’s agents or employees including, but not limited to, Bonfire’s staff or any subcontractors hired by Bonfire (“Other Claims”): (1) any misrepresentation, or breach or failure to perform any of Bonfire’s services, or obligations related to and within the scope of Bonfire’s services, as described in Schedule A; (2) any intentional act, negligent act, or
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21 failure or omission to act related to and within the scope of Bonfire’s services, as described in Schedule A; and/or (3) any negligent act or conduct of any of Bonfire’s staff or subcontractors.
As conditions to the foregoing indemnification by Licensor, (i) Customer shall notify Li censor promptly in writing upon becoming aware of any pending Other Claims; (ii) Customer shall give Licensor sole control of the defense and settlement of such Other Claims, subject to the approval of Customer of any such final settlement in its reasonable discretion; (iii) Customer shall cooperate fully with Licensor in the defense and/or settlement of such Other Claims; and (iv) Customer shall not settle any Other Claims without Licensor’s consent, or compromise the defense of any such Other Claims.
11.2 Mitigation. Notwithstanding the foregoing, if Bonfire reasonably believes that use of any portion of the Platform Services is likely to be enjoined by reason of an IP Claim then Bonfire may, at its sole option and expense: (i) procure for the Customer the right to continue using the Platform Services, as the case may be, or any portion thereof; (ii) replace the same with other software, services or other material of equivalent functions and efficiency that is not subject to an action described in this section; or (iii) modify the applicable software or other material so that there is no longer any infringement or breach, provided that such modification does not adversely affect the functional capabilities of the Platform Services as set out herein.
If none of the foregoing options are commercially reasonable, Bonfire may terminate this Agreement or access to the allegedly infringing portion of the Platform Services [and refund customer any prepaid unearned fees for the Platform Services or such portion of the Platform Services.] Bonfire shall have no liability respecting any IP Claim to the extent such Claim is based upon the combination, operation or use of the Platform Services, Support with other equipment, software, apparatus, devices or things not identified by Bonfire as compatible with the Platform Services and/or Systems or in a manner inconsistent with Bonfire’s specifications and instructions or this Agreement.
11.3 Procedure. Bonfire’s defense and indemnity obligations in this Section 12 are subject to the following: (i) Customer promptly notifying Bonfire in writing of the Claim on becoming aware of any pending Claim; (ii) Bonfire having sole control of all related settlement negotiations with respect to the Claim with the Customer having the option to consult, provided that no settlement shall be accepted without the prior written consent of the aggrieved party, such consent not to be unreasonably withheld, conditioned or delayed; and (iii) Customer shall cooperate fully to the extent necessary in the defense or settlement of such Claim, and execute all documents necessary for the defense of such Claim and (iv) Customer shall not settle any Claim without Bonfire’s written consent, or compromise the defense of any such Claim.
This section states the entire liability of Bonfire for any type of infringement or breach whatsoever of intellectual property rights of third parties resulting from or relating to the provision by Bonfire of the Platform Services or Support.
12 GENERAL PROVISIONS.
12.1 Relationship of Customer and Bonfire. Nothing contained in this Agreement shall be deemed or construed as creating a joint venture or partnership between the parties; no party is by virtue of this Agreement authorized as an agent, employee or agent representative of the other.
12.2 N on-Exclusivity. Nothing in this Agreement will be construed to prevent Bonfire from marketing, licensing, selling or otherwise providing the Platform Services, Support or Systems, or any aspects of Bonfire’s technology or services to any third party. Nothing in this
Contract No: XXXXX
22 Agreement will be construed to prevent the Customer from obtaining services similar to the Platform Services from a third party.
12.3 Modifications and Waiver. No modification of, amendment or addition to this Agreement is valid or binding unless set forth in writing and fully executed by both parties hereto. Any waiver of any right or remedy under this Agreement must be in writing and signed by each party. No delay in exercising any right or remedy shall operate as a waiver of such right or remedy or any other right or remedy. The exercise or failure to exercise any remedy shall not preclude the exercise of that remedy at any time. The waiver of any breach hereof or default in any payment shall not be deemed to constitute a waiver of any succeeding breach or default.
12.4 Notices. Any notices, demands and other communications hereunder shall be in writing and shall be delivered, sent by electronic transmission, or by mail, registered or certified, return receipt requested, postage prepaid, and addressed to the parties as outlined on the Order Form. All notices shall be effective and deemed to be delivered (i) if mailed, on the fifth business day following such mailing, unless there is an interruption in the mail, in which case it shall be deemed to have been given when received; or (ii) if delivered or sent by facsimile, on the business day following the date of dispatch or the date of transmission, as the case may be. Either party may change the address for notice by giving written notice of such change to the other party in the manner provided in this Section.
12.5 Force Majeure. Neither party to this Agreement shall be liable to the other for any failure or delay in performance by circumstances beyond its control, including but not limited to, acts of God, fire, labour difficulties, governmental action or terrorism, provided that the party seeking to rely on such circumstances gives written notice of such circumstances to the other party hereto and uses reasonable efforts to overcome such circumstances.
12.6 Authorized Reseller Status; Option to Purchase Affiliate Products. Bonfire is a subsidiary of GTY Technology Holdings Inc. (“GTY”) and an authorized reseller of products and services produced and provided by other subsidiaries of GTY (such subsidiaries, “Bonfire Affiliates”). These products and services include software- as-a-service technology for the procurement and vendor supplier sourcing industry, digital services and payment technology through a software- as-a-service platform, software solutions for grants management and indirect cost reimbursement and related implementation and consulting services, software tools to streamline permitting and licensing services, and additional web- based budgeting preparation, performance, management and data visualization solutions (“Affiliate Products”). Bonfire Affiliates include Bonfire Interactive US Ltd., Sherpa Government Solutions LLC, eCivis Inc., CityBase, Inc., OpenCounter Enterprise Inc., Questica Ltd. and Questica Software Inc. In addition to the products and services that are the subject of this Agreement, Client has the option to purchase from either Bonfire, as an authorized reseller, or Bonfire Affiliates, Affiliate Products on terms and conditions, including pricing, to be agreed upon in writing by Client and Bonfire or Client and the applicable Bonfire Affiliate.
Contract No: XXXXX
23 SCHEDULE A – SERVICE DESCRIPTIONS AND DEFINITIONS
All capitalized terms used in this Schedule shall have the meanings ascribed thereto in the Agreement. This Schedule may be amended from time to time in accordance with the terms of the Agreement, and is deemed incorporated into the Agreement, as amended.
1. PLATFORM SERVICES.
a. Description of Platform Services. Platform Services include the following functionality (based on the modules included on the customer order form):
i. Public Opportunity Portal
ii. Project Management and Evaluation
iii. Contract Management
iv. Vendor Record Management
v. Vendor Performance Management
vi. Insights and Analytics
vii. User Management
2. CUSTOM DEVELOPMENT AND SERVICES. The following optional custom development services are available to the Customer, the terms of which shall be negotiated by the parties. a. Data Migration Service : Importing Customer’s legacy data and files into Platform Services. Exporting Customer’s historical data in a structured manner out of Platform Services.
b. Custom Development Service: Includes any additional development that the Customer would like done for integrating custom data formats, the creation of custom report formats, and any other development required to fill Customer needs.
3. BUSINESS DAYS.
a. Business Days are defined as Monday – Friday.
b. Business Days do not include holidays, which include:
i. New Year’s Day (January 1)
ii. President’s Day / Family Day (Third Monday in February) iii. Good Friday (Friday before Easter Sunday)
iv. Victoria Day (Monday before May 25)
v. Labor Day (First Monday in September)
vi. Columbus Day / Thanksgiving Day (Second Monday in October) vii. Christmas Day (December 25)
viii. Boxing Day (December 26)
Contract No: XXXXX
24 SCHEDULE B – SERVICE LEVEL AGREEMENT
Bonfire understands the importance and centrality the Platform Services plays in supporting an organization’s business processes. We value and appreciate the trust that each customer places in us.
This Service Level Agreement (“SLA”) is a policy governing the use of the Platform Services between Bonfire (“us” or “we”) and users of Platform Services (“you”). This SLA applies separately to each Customer using the Platform Services. Any amendments or revisions to this SLA will be in writing and agreed to by both parties.
Bonfire is committed to providing reliable high-performance managed services to our customers.
Our SLA has been designed to ensure the highest quality service and to provide compensation to the Customer in the event of failure to achieve the specified metrics herein.
1. SERVICE COMMITMENT.
a. Service Availability. Bonfire will use commercially reasonable efforts to make the Platform Services available with a Monthly Uptime Percentage (defined below) of at least 99.5% during any monthly billing period. In the event Bonfire does not meet the Service Commitment, you will be eligible to receive a Service Credit as described below.
b. Data Redundancy. Bonfire will use commercially reasonable efforts to provide at a minimum one (1) redundant data store for Customer Data, updated on a daily basis, during the period of the Term.
c. Data Storage Term. While there exists an SLA in place between the Customer and Bonfire, Bonfire will use commercially reasonable efforts to store all Customer Data. d. Data Exportation. Bonfire will use commercially reasonable efforts to provide (i) the access or means for the Customer to export the Customer Data out of the Platform Services or (ii) a comprehensive export of all Customer Data in downloadable Excel and ZIP formats upon request.
2. SERVICE AVAILABILITY DEFINITIONS.
a. Server Outage. A “Server Outage” is defined as an instance in which no traffic can pass in or out of the Bonfire managed server(s) for more than 15 consecutive minutes (“Service Unavailable”). We will calculate the Service Unavailable for each Customer as a percentage for each fif teen-minute period in the monthly billing cycle. The calculation of the number of Server Outages will not include outages that arise directly or indirectly as a result of any of the SLA Exclusions (as defined below). b. Monthly Uptime Percentage. The “Monthly Uptime Percentage” is calculated by subtracting from 100% the average of the Service Outage from each fifteen-minute in the monthly cycle.
3. SERVICE CREDITS. “Service Credits” are calculated as a percentage of the total charges paid by you to Bonfire for the billing cycle in which the error occurred in accordance with the schedule below.
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25 a. Service Credit Percentages:
i. For Monthly Uptime Percentage equal to or greater than 99.0% but less than 99.5% - Service Credit of 1%
ii. For Monthly Uptime Percentage less than 99% - Service Credit Percentage of 5%.
We will apply any Service Credits against future Bonfire payments otherwise due from you unless there are none, in which case Service Credits will be refunded. A Service Credit will be applicable and issued only if the credit amount for the applicable monthly billing cycle is greater than one dollar ($1 Canadian Dollar). Service Credits may not be transferred or applied to any other Customer.
4. SERVICE CREDIT PROCEDURE. To receive a Service Credit, you must submit a request by sending an e-mail message to [email protected]. To be eligible, the credit request must (i) include your account URL in the subject of the e-mail message; (ii) include, in the body of the e-mail, the dates and times of each incident of each outage; and (iii) be received by us within ten (10) business days after the end of the billing cycle in which the errors occurred. If the Monthly Uptime Percentage applicable to the month of such request is confirmed by us, we will issue the Service Credit to you within one billing cycle following the month in which the error occurred. Your failure to provide the request and other information as required above will disqualify you from receiving a Service Credit.
5. SERVICE COMMITMENT EXCLUSIONS. The Service Commitment does not apply to any unavailability, suspension, termination of Platform Services, or any other Platform Services performance issues (i) that result from Downtime and Service Suspensions as defined below. “Service Suspensions” means, collectively, Bonfire’s right to suspend access to any portion or all of the Platform Services at any time, on a Service- wide basis: (a) for scheduled Downtime to permit us to conduct maintenance or make modifications to any Platform Service; (b) in the event of a denial of service attack or other attack on the Platform Service or other event that we determine, in our sole discretion, may create a risk to the applicable Platform Service, to you or to any of our other customers if the Platform Service were not suspended; or (c) in the event that we determine that any Platform Service is prohibited by law or we otherwise determine that it is necessary or prudent to do so for legal or regulatory reasons To the extent we are able, we will endeavour to provide you email notice of any Service Suspension and email notice regarding resumption of Platform Services following any such suspension; (ii) caused by factors outside of our reasonable control, including any force majeure event or Internet access or related problems beyond the demarcation point of the Platform Services; (iii) that result from any actions or inactions of you or any third party; (iv) that result from your equipment, software or other technology and/or third party equipment, software or other technology (other than third party equipment within our direct control); or (v) arising from our suspension and termination of your right to use Platform Services in accordance with the terms of the Agreement. If availability is impacted by factors other than those used in our calculation of the Server Outage, we may issue a Service Credit considering such factors in our sole discretion.
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26 EXHIBIT D
INSURANCE REQUIREMENTS
At all times during the term hereof, Contractor shall keep and maintain in full force and effect the following types of insurance coverage and/or bonds:
1. Commercial general liability insurance, including property damage, against liability for personal injury, bodily injury, death and damage to property occurring in or about the property in the amount of One Million Dollars ($1,000,000) per occurrence and Two Million Dollars ($2,000,000) in the aggregate.
2. Automobile liability in the amount of One Million Dollars ($1,000,000) with respect to owned, hired and non-owned vehicles.
3. Workers compensation insurance, as required by applicable law.
4. E mployer’s liability in the amount of One Million Dollars ($1,000,000) each accident, One Million Dollars ($1,000,000) each employee, by disease, and One Million Dollars ($1,000,000) policy aggregate by disease.
5. Liability insurance covering claims arising out of errors and omissions by vendors rendering professional services, in the amount of One Million Dollars ($1,000,000) each occurrence including contractual liability coverage, with all coverage retroactive to the earlier of the date of agreement or commencement of Contractor’s services.
6. U mbrella or excess liability insurance in the amount of Two Million Dollars ($2,000,000) providing excess coverage over general liability, auto liability, and employer’s liability specified above.
The above stated limits may be achieved by a combination of primary and excess/umbrella coverage. Any deductible or self-insured retention amounts are the sole responsibility of the Contractor. Contractor is responsible for insuring any equipment brought to Levi’s Stadium. Stadium Manager shall have no liability for such equipment.
All insurance policies and bonds required to be maintained by Contractor shall be issued by insurers or sureties (as the case may be) reasonably satisfactory to client, authorized to do business in the state of California and having an AM Best rating and financial size category of A -/VII or better. All policies of the vendor shall be (i) primary and non- contributing with respect to any policies carried by client; (ii) with respect to liability insurance only, a provision including Stadium Manager, Santa Clara Stadium Authority, Forty Niners SC Stadium Company LLC and Forty Niners Football Company LLC as additional insureds; (iii) a waiver by the insurer of any right to subrogate against Stadium Manager (iv) a severability of interest or endorsement; (v) a provision that the insurer will not cancel or change the coverage provided by such without giving the Stadium Manager thirty (30) days' prior written notice; and (vi) general liability be an "occurrence form" policy. Any policy of insurance required to be carried by Contractor that names additional
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27 insureds contained herein shall not be subject to a deductible or self-insured retention, it being the intent of the parties that such insurance shall fully and completely insure such additional insured entities for all loss or expense; if any such policy has a deductible or self-insured retention clause applicable to these operations, Contractor shall provide evidence that insurance carrier shall pay without regard to such deductible or self-insured retention.
ORDER FORM
Order # Q-03251 Exhibit F
Forty Niners Stadium Management Company Bonfire Interactive Ltd 121 Charles St. W.#C429
California Kitchener ON N2G 1H6 United States Canada Jenti Vandertuig Kaitlyn Warcholak [email protected] [email protected] Start Date: 01/02/2022 End Date: 31/01/2025 Subscription Term: 36
Subscription Products Quantity
Bonfire Strategic Sourcing Platform
eSourcing
• Solicit, receive, and evaluate bids and RFx online
• Organize and distribute RFx documents with digital scorecards for online evaluation • Make vendor submissions easier and more compliant with a simple upload experience • Maintenance/Hosting and access to all associated releases and upgrades included • Unlimited projects, evaluators, and vendors
Price-Only Bidding
• Quickly create bids online and engage vendors
• Automatically tabulate and sort offers and review associated documents • Award bids online with an option to publish a public award notice Bonfire Benchmarking
• View industry insights, data benchmarks, and templates gathered from over 40,000 bids and RFPs to make data driven decisions.
Product Support and Ongoing Coaching and Training
• Fast and friendly product support available to all your buyers, evaluators, and vendors - Mon-Fri 8am - 8pm ET • Regular check-ins from your dedicated customer success manager to share best practices and provide ongoing coaching and product training
3 Seats
Bonfire Questionnaires Module
• Use templates to collect qualitative and quantitative vendor data for side-by-side comparison and auto-scoring Included
Bonfire Bid Tables Module
• View vendor pricing side-by-side, filter, sort, and perform what-if analyses to optimize vendor selection Included
Bonfire Multi-Category Decisions Module
• Create parent and child projects to distribute decisions and make multiple awards across separate locations or categories
Included
Bonfire Approvals Module
• Bring your existing Approvals Process into Bonfire for consolidated visibility, turnkey compliance and improved Stakeholder engagement
Included
Subscriptions USD 13,000.00 USD 39,000.00
Services USD 0.00
Current Order Amount (before taxes): USD 39,000.00
Currency: USD
Billing Cycle: Annual
Payment Terms: Net 30
Data Location: United States
Comments:
- First seat purchased at $5000. Additional seats are $4000 (20% off discount) - Includes all internal users including suppliers, data analysts, managers, administrators, evaluators & advisor/client roles for the organization
- Includes implementation, training, unlimited projects, support, submissions, and cloud storage
Stadium Manager: Supplier: Purchase Order:
Forty Niners Stadium Management Company LLC. Arata Equipment Company XXXXX Procurement 1655 Old County Road
4949 Marie P. DeBartolo Way Santa Carlos, CA 94070
Santa Clara, California 95054 Nick Arata
(650) 508-1010
[email protected]