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City and County of San Francisco
Request for Proposals for
Publication of San Francisco Municipal Codes
Date issued: January 8, 2016 Proposal due: March 11, 2016 5:00 p.m.
Request for Proposals for Publication of San Francisco Municipal Codes
TABLE OF CONTENTS
I. Introduction and Schedule ..................................................................................................... 1
II. Scope of Work ....................................................................................................................... 1
III. Submission Requirements ...................................................................................................... 8
IV. Evaluation and Selection Criteria .......................................................................................... 11
V. Schedule and Contract A ward ............................................................................................... 12
VI. Terms and Conditions for Receipt of Proposals ................................................................... .13
VII. Contract Requirements ........................................................................................................... 16
VIII. Protest Procedures .................................................................................................................. 17
Appendices:
A. Agreement for Professional Services (Form P-600)
B. Sample Ordinance
P-590
Request, for Proposals for
Publication of San Francisco Municipal Codes
I. Introduction and Schedule
A. Geiie.ral
'The City and County Of San Francisco (','City''), through its Office ofthe City Attorney (the "City Attorney'')' is s~eking propo.sals to pqblish its municipal 9o'des an:d Charter~ · Publication shall ihcluqe·both print and electrdnidversions of the 'code~ arid Charier~ Pub'lic~tion shall also' include ~ supplement service to ensure that the Charter and all 'codes ar,e cutrent. ·
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· This Request for Proposals ('1RFP(') is for the publication of the Chatter of the City and Counzy of'Sati frailciscb '(the 11Charter") and alt.other existmg and future City Cddes; as defined below in Section II, Scope of Work. . ', ' · ' .. ·' . . ..
B. Schedule.
The anticipated'schedule for selectirtg·a Cohtracforis':
Proposal Phase - ' t '. ~ < ! "f'
RFP is issued by the City' , ·
Deadline for submission of written questions or requests for clarification
Pfoposa1s due ·, .. 1• •I C
r l!iem'on'stratioh & Oral inter\Ti'ew .1 . . j' u
I ,·
II~··. · Sc9pe of Wor,k; ,
Date
January ·8~ 2016 ' .,
February 6, 2016
.. '.fh~ Citx \s ~i;i~kiJig a fmti ~o p4qljs)i tl}e City qiide~.an4 their ~epclm~Jit&.: ,Th(j prqposer aw'!!~e,d th~ ~q'1fra,c:~ (,''.Co~tt;act,?,[~'.) sh~\lJ>uqH~~iarid suppl~meht tlfo ~~ty Cp911s? ~ defin~d . ' below, on the Intemef and m paper and binder format. ·
Tl,1e S.c9pe qf Work i~ to b~. ~~«:I ~ ~- gt;qf;)ral gµi9!! arid is"qot iqt~I}ded to be a complete li.st9f,a~l "YO* i:te~es.s.ary l01J?roviq¢ tli~ .P~bl'i¢~tioh'serviee~ that are th~ ~iibj~qt pf tµjs ~p ( collect~vtt}Y, iiejerred to h~rem a,s ,We "P.r<?J~~t'').
The following are work tasks assumed necessary to 'bomplet~ the Project: Proposing teams mayr sugge~t a1pio<;lified scppe ~s part o~t?eir propos,al; provided, !he proposer explains how the m~i:lifi~c;l: sc9~e inipi\lVe~ ,on the"reqµir~~en!$ ofthe Sc9pe of Worki , . , ,
A. ·City Code8~.
ForptµJJoses'. qf,t}lis REP, "Gity C,o<:les'', shall,meah' the following, 'ind,psivtt of appendices a,nd supporlipg dcicqmeptS: . .
1. Existing City Codes including: ,The ChEU1er, Adininistrativ~. Code with appendices of Initiative Ordinances, Business & Tax Regulations Code, Campaign and · Governmental Conduct Code, Environment Code, Fire Code, Health Code, Municipal Elections Code, Park Code, Planning Code with Planning Code Interpretive Materials, Police Code, Port
P-590 1 January 8, 2016
Code, Public Works Code, Transportation Code, Subdivision Code, Zoning Maps and Master Index; and
2. Any new or additional Code(s) requested by the City, in its sole discretion, to be included as part of publication services during the life of the contract. There shall be no limit to the number of Codes added by the City.
The City Codes identified as part of the project at the time of publication of this RFP do not include the Building, Electrical, Housing, Mechanical and Plumbing Codes (collectively, "Construction Codes"). The Construction Codes are the subject of a separate City contract in effect at the time of the publication of this RFP. Upon expiration of the Construction Codes contract and pursuant to Sec. II(A)(2) of the definition of City Codes, above, the City may direct the Contractor to also publish the Construction Codes. Any action to publish the Construction Codes as part of this Project, however, would require compliance with applicable Charter requirements including approval by the Building Inspection Commission. In addition, the City retains the full discretion to contract with a third party for publication of the Construction Codes separately from this Project. Consequently, the City does not guarantee that the Construction Codes will ever become part of this Project.
Electronic copies of the City Codes can currently be found on the Internet at: http://library.amlegal.com/nxt/ gateway .dll ?f=templates&fn=default.htm&vid=amlegal: sanfrancisco ca
The Contractor shall also provide the City with the City Codes on a File Transfer Protocol Site (FTP), which shall be updated monthly and have the appearance of the San Francisco Code Site.
B. Internet Format
1. Contractor shall provide and maintain a free Internet version of the City Codes with a simple word search function for use by the City and the public. Additionally, an enhanced Internet version of the City Codes with search, email, save and print functions in whole and in part (i.e., chapter by chapter) must be offered to the City at no cost. Collectively and/or individually, these Internet versions are defined in this RFP as the "San Francisco Code Site". The Contractor shall offer the enhanced Internet version to the public on a subscription fee basis or for free depending on Contractor's publishing model. The Contractor shall ensure that the San Francisco Code Site includes links to Internet versions of the Construction Codes and any other links identified by the City for inclusion on the San Francisco Code Site, at the City's sole discretion.
2. City shall be entitled to liquidated damages as provided in Section 19 of the Agreement attached hereto as Appendix A for the site's unavailability for use due to failure of the site to perform once implemented. The San Francisco Code Site must be tested and approved by the City Attorney before it is made active.
3. The San Francisco Code Site shall be user friendly, with clear instructions on how to use the site to find text within the City Codes and how to download information. Users should be able to easily email the Contractor.to report problems or issues concerning the functionality. It should have a full-text retrieval search engine that is able to search the text of the entire City Codes, an individual City Code, and/or any combination of City Codes. The instructions shall be posted on the San Francisco Code Site, they shall be clear, concise, complete and easily understood by the public, without creating a need for users to consult a manual or any other additional information. The contents of the instructions should include statements of the currentness of each City Code.
P-590 2 8,2016
. .4. A notice that a code section has been amended by new legislation shall appear on the San Francisco Code Site within two (2) business· d.ays after an ordinance has been posted on the City's website. If the City does not make the ordinances available in a timely manner, the Contractor shall make a good-faith effort to publish the ordinance by the effective date and may use up to ten ( 10) business days after the ordinance has been posted on the City's website to publish the ordinance. In. exceptional circumstances because of volume, the Contractor and' the City Attorney's office shall extend these deadlines by mutual agreement.
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· 5. Contractor may not accept any advertising for the San Fran~isco Code Site without the prior written approval of the City Attorney, which the. City Attorney may approve or disapprove in his sole discretion ..
6. The San Francisco Code Site shall be secure from unauthorized access and alterations.
7. The City may at any time place the City Codes on the Internet using the City's own resources or by ,entering into· an agreement with an entity other than Contractor. The City re~erves·the rightto create links, in91udillg hypertext and deep linkages·, to Contractor's San Erano.isco Code Site and to enter into linking agre~111ents. At nd cost to tJ;ie.City,, the·City Attorney .and hjs staff, and the Clerk of the .Board.of Supervisors; shall have access to, and use . of, a aownloadable version of the City; Godes, to be accessed through a File Transfer Prbtocol ~ (FTP) site and. §hall have the ability to. transfer all or any Rortiori of the City Codes to the City 's network. ' · ' · i .
8. It is the policy of the City and County of San Francisco that websites be designed to be accessible to people with disabilities. Contractor has a responsibility to become familiar with the guidelines for achieving universal accessibility and to";ipply these principles in destgning and creating the San Franciscfr€ode ·Site. The websiteshould1befa filli cbniplianee with appli~able federal aiid state disability a,,ccess. laws, including theteqilirem.entS •Of; the . 1 i
Americans with Disabilities Act of 1990 (ADA), as amended (42 U.S.C. Sec. 1201 et seq.)· and. Section 508 of the Rehabilitation Act of 1973, as amended (29 U.S.C. Sec. 794d). Information about Section 508 111ay be found at the .departill~nt of Justice's website at: <http!//wwwJSectio,n508·,goV>~ Title 36oft~e Federal Code of RegWations~ Section! 1194:22, which implements the Rehabilitation Act of 1973, outlines 16·stapdards,.concerniing web-based intranet arid Internet information and applicationli.· A website Will be in compliance with the 508 standards if it meets the requµ'ements of paragraphs· (a) tll):ough)· (p) 0f Section 1194.2Q.i. A c0py of Section 1194.22 may be found at the US govemmeiit Printing Office website at: . , http://www.gpo.gov/fdsys/granule/CFR-2012-title36-vol3/CFR-2012-title36-vol3-secl 194-22
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1 • • • i 9. : ; Before m~g the San Francisco Code Site ~c~essible to the public and before implementing any San Fraricisco Code Site design changes, the Qi.ty Attorney shall have access to the site for design review and testing. The City Attorney shall also have final design approval of the entire San Francisco Code Site. . '<' (, '
10.. . ,Contractor m:ay include design or use enha:n:c;:ements in their bid that are not currently on the San Francisco Code Site~ such 'as smart phone applicatiqns or training webinats, that would be offeredto subscribef.s at an.additional cost. The City shall receive such enhancements at no additional cosL Before a prospectiv:e. subscription commences, the Contractor shall inform the subscriber of the term and expiration date of the subscription.
C. Paper Format
The paper version of the City Codes should be published on SW' x 11 ", 3-"hole punched, double,.sided pape:r: witl;rdual columns with the following exceptions! (i) the Fire Code should also be published on 9-hole punched paper as set forth in Seo. II(E) below and (ii} those pages of the Zoning Maps that show actual graphical maps should be published m color on 11" x 17" paper, as described in Sec. II(G) below. The City Codes should be printed on white paper.
P-590 3 January 8, 2016
The filing instructions to the City Codes and the advance sheets should not be printed on white paper. The City Codes must be published on recycled paper that satisfy or exceed the requirements of the San Francisco Environment Code Section 506.
1. Binders and Dividers. Binders shall be of similar quality to the present binders. All binders should have plastic pickets on the inside front and back covers, and a plastic label holder on the spine. Except as otherwise noted in these specifications, each City Code shall continue to be in a separate binder or binders with tab dividers wherever necessary for appendices, digests, indices, interpretive materials, maps and tables. For each binder with a particular City Code insert, a label with the City Code's title shall be inserted into the spine label holder. For each City Code that is published without a binder, a label shall be furnished for the purchaser to insert into a spine label holder.
2. Pagination. Sequential page numbers, in Arabic numerals, must be printed on the upper, inside corner of each page of each City Code.
3. Section Numbers. The upper right corner of the front of each page of the City Codes should show the number of the last section appearing in the contents of the page. The upper left corner of the back of the page should show the number of the section appearing at the beginning of the page. The start of each section within the contents of the City Codes should begin with the section number in boldface, followed by a descriptive heading in boldface. For purposes of this RFP, the front of a page shall mean the recto-the side of that page facing upward when the page is lying flat in a binder with the hinged or hole-punched side of the page being on the left-hand side of the page. The back of the page shall mean the verso-the other side of the page.
4. :Seaders. The running header at the center of the front of each page of the City Codes should show the title of the chapter or article of the contents shown on the page. The running header at the center of the back of each page should show the title of the particular City Code.
5. Indices and Tables of Contents. Each binder of a City Code shall contain a title page and a table of contents of chapter headings, article headings, and volume numbers (as applicable), and page numbers. Each chapter of a City Code shall begin with a section by section table of contents that includes section titles without page numbers. Each City Code shall contain an index designed by Contrac;:tor and prepared by an experienced professional indexer.
6. Format Changes. Contractor shall change the format and/or recycled materials content of the paper or binder for any City Code as directed by the City Attorney during the term of the agreement.
D. Legislative History
A history note showing the associated ordinance number, file number, and approval date of each textual change shall follow the text of each City Code section where appropriate in both the Internet and paper format of the City Codes. A history note showing the associated election date and proposition letter of a textual change shall follow the text of each City Code section where appropriate.
E. Fire Code
Contractor shall offer for sale two formats of the Fire Code. One format should be the standard paper in binder format as described in Sec. II(C) above. In order to make the Fire Code format compatible with the Uniform Fire Code, the Contractor should also make the Fire Code available in a shrink-wrapped package on 8W' x 11" paper, seven-hole punched with dual columns, and the shrink-wrapped package shall include a tab divider and label (for the spine of
P-590 4 8.2016
the binder) printed with the words: "San Francisco Fire Code." Standard supplementation should be available for l;>oth formats.
F. Supplementation
1. Paper copy Supplements shall be published no less than quarterly and supplements to the San Francisco Code Site shall be published no less than monthly. All new and amended legislation will be· included in the paper.copySupplerµent that follows such legislation being posted on the City's website,· unless that poSting has occurre4 less than fourteen (14) days prior to the Stipplemeht publication; in which case the legislation will be incl4ded in the Supplement publicatiqn that follows. The Sim Francisco Gode Site must include all new and amended legislation by the legislation~ s effective· dat~.· Both paper supplements and the San Francisco Code .Site shall include updates to the Table of Contents.
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2. The extent of future supplementation to the Cicy Codes is unknown. Proposers sqould not rely on the past extent o£supplementation to predict the extenfoffuture supplementation. The amount of new laws affecting amendments to th~ City Codes, and the average length of the new lawsi may vary greatly from year to year' ·
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The following chart.shows the approximate number of pages added/amendeq during 2012-2014: · · ·
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CODE· 2012 2013 ·2014
84 242. 112 ' ~ ,-
50 78 112 42 38
8~
126 . ' ·112· . \ 176
26 40 28 62 60 48
1132 112011 1020
t8i
" . 18; 7Q 104,.
302 192 18 38 46
2578 2810 2616 '-.'
" · 3, Paper copy ;versicms of Supplements shall include a sequentially numbered insertion guide on paper that is not white.
The pages for all supplements shall be the same size as the pages of the City Codes beiµg suppl,em~nted (see paper size specificatiorn! in Sec, Il(C)), Supplement pages shall consist of pages that may b~ ins~rted into the City Codes as substitution for ~xisting pages, or in addition to existing pages .. These page:s shall be white in color a,,nd identical 'in format to the pages. m the· original <:;;ity Codes. The· date (month and ye~) of each supplementation shall be printed at the bottom inside comer of each new.page. When pages must be inserted petween existing, consecutively numbered pages, the pages to be inserted shall have a decimal numbering system. Pages, for example, might be numbered consecutively 55, 56.l, 56.2, 56.3, 57. If a page has to be inserted between pages 56.2 and 56.3, it would be numbered 562.a and 56.2b.
P-590 5 January 8. '.:W 16
Blank pages shall be printed with the words "Intentionally left blank," or "The next page number is number _X_," where "X" is the next page number. If there were no changes to the City Code for a given month, the Contractor will be required to send a notice to subscribers stating that there were no updates during that period.
G. Zoning Maps
The Zoning Maps are provided on the Internet. A print version is also currently published in a 3-ring hardcover binder. Currently included with the maps are introductory pages including a Table of Contents, Introduction, list of Use Districts, Summary of Bulk Districts, list of Special Use Districts, Preservations Districts, Coastal Zone Areas, Special Sign Districts, District Summaries, and charts summarizing standards for residential districts. These introductory pages shall be printed on 8W' x 11" paper. Currently the maps themselves are printed in color on 11" x 17" paper, which fold to fit into the binder. The City and County of San Francisco is currently divided into 13 map areas, necessitating 13 land use maps, 13 height maps, and 13 special use district maps. In addition, there are special sign district maps, preservation district maps, and coastal zone maps. The number of maps may increase as new laws establish new districts and/or as the maps themselves are further subdivided to increase legibility. The Zoning Maps are also indexed. The City may, in the future, reduce the size of all Zoning Maps to 8Yz" x 11" and delete all introductory pages described above.
Both print and any electronic versions of the Zoning Maps, including associated introductory materials, shall be updated each quarter. Updates should include revisions to the actual graphical presentation of the maps, unless the City Attorney instructs otherwise. Instructions directing the filer how to insert or add pages to the Zoning Maps should be included with every update. The instructions should be printed on paper that is not white. A statement of currentness should appear clearly at the beginning of the Zoning Maps.
H. Compatibility Requirements
Any electronic version of the City Codes shall be compatible with Microsoft, i.e., Internet Explorer; Mozilla, i.e., Firefox; Apple, i.e., Safari; and Google, i.e., Chrome.
I. Ordinance Transmittal
After ordinances are signed into law by the Mayor, they are posted on the City's website and will be available to the Contractor for inclusion in the codes. The City shall send Charter revisions to the Contractor after they are filed with the California Secretary of State. The Contractor shall keep a log of ordinances in numerical sequence by ordinance number, and maintain a system to ensure that the ordinances have been published in a City Code. The same shall be done for Charter amendments, and initiative and referendum ordinances.
J. Legal Assistance
Contractor is not expected to provide legal assistance to the City and need not inform the City of what Contractor perceives to be preempting or conflicting laws or changes in the law.
K. Proofreading
Contractor shall proofread all materials published. When an entire City Code is to be published or republished, the City may quickly review proof pages, but the City shall not be responsible for any proofreading. Wording errors which are discovered after delivery of a City Code or supplements shall be corrected on the next supplement date, provided however, that when in the judgment of the City Attorney, the error may cause problems for users of the City Code, the Internet version shall be corrected within two (2) business days and corrected pages for paper copy versions shall be promptly issued by the Contractor. City shall be entitled to
P-590 6 8,201
liquidated damages as provided in Section 19 of the Agreement attached hereto as Appendix A for proofreading errors of any kind.
L. Corrections
Any changes· made in ordinance text by Contractor shall first be approved by the City. The Contractor shall.submit a list of proposed changes with an explanation as to why Contractor believes the correction is n:ecessacy. For example,' Contractor might write: ''Ord. 391-97, page 10, eighth line reads 'reimbursement indirect costs! Do you agree that the word 'of should be. · added so that the text reads 'reimbursement Of indirect 96sts'?"
M. Paper Code Sales
City Codes, their binders and generic binders shall be available for sale directly from the Contractor through the Contractor's website or· atoll-free telephone n,urriber. Contractor shall mal<:e;City Codes available·for sale without binders at the normal cost less the cost of th~ binder; Contractor shall keep an inventQry of up-to-date City Codes so, that new pmchasets shall be able to purchase a City··Code which is current at thetitne of purchase. AJl .offers 6f subscriptions for . supplementation of the City Codes ("Supplement1Subscriptions") shall clearly describe the period of time during which the supplementation service will be prqvided. Contractor shall mail any renewal 11otices to subscribers at leaSt thirty (30} days· prior to the expiration date· of the term of the subscription; and the notice shou\d provide the :expiration oate qf the current subscription>
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The number of paper copy code sales may vary greatly from year to year. The following chart shows the current number of code subscriptions as of 1211/15. The11umber of code sales in the future is unknown. Proposers should not rely on these numbers to predict the number of future sales. · , . . . . : · ' . i : 1 '· ' • ,
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" ' N. Paper Code Subscribers
Contractor shall, upon request, provide the City with a code by code list of the total number of subscribers. Totals shall be provided for each Code and shall be broken down between city departments and other subscribers. Upon forty-eight ( 48) hours notice~ Contractor · shall make available to the City a cm;nplete li~ of the names anq addre~ses of all persons, businesses or other entities that purchase a City Code ot subscribe to a supplementation service. At City's expense, Contractor may a)so be required to send notices to subscribers regarding matters that affect the City Codes· · · · . . ·· ·
P-590 7 January 8, 2016
0. Transition
The City recognizes that there may be transition problems ifthe current contractor, American Legal Publishing Corporation, is not the proposer chosen from this RFP. The Contractor shall be required to cooperate in the transition of the publication services as to ensure uninterrupted public access to City Code publication services, including Internet, paper, and CD ROM versions. Contractor shall also fully cooperate in the transition of the publication services to any contractor awarded the services in the future, including but not limited to, providing to the City an electronic copy of the City Codes in a format specified by the City, providing the City with the logs referred to in Sec. II(I), and providing the City with any export services necessary for the transition.
P. Primary Contacts
Contractor shall designate one (1) primary contact person for editorial issues with at least four (4) years experience in the past ten (10) years working on editorial issues, one (1) primary contact person for other production issues, including technical expertise for the San Francisco Code Site and one (1) primary contact person for issues concerning the administration of this agreement, all with at least four (4) years experience in the past ten years working in their subject areas. Contractor may designate a contact person for more than one (1) of these areas, provided that person has the experience required above for each area for which the person(s) will serve as a contact. The City will provide one (1) contact person from the City Attorney's Office for all publication issues.
Q. Codes to City Departments
Contractor shall pi;ovide copies of newly published printed City Codes, binders, and supplement subscription, at the lowest possible price to all City departments.
R. Codes to Public Government Document Libraries
Contractor, on behalf of the City and County of San Francisco, shall provide two (2) copies of the Charter and complete codes to the San Francisco Public Library, Government Information Center, free of charge.
S. Term
This agreement shall have an initial term of three (3) years. The City shall have three (3) two (2)-year options to extend, which it may exercise in its sole discretion.
T. Cooperation with the Construction Codes Publisher
In the event that the Construction Codes are published by a different contractor, Contractor.shall work in good faith with the contractor selected by the Building Inspection Commission for the purpose of coordinating subscriber orders. Contractor shall also ensure that the San Francisco Code Site provides links to Internet versions of the Construction Codes hosted by third-party publishers.
III. Submission Requirements
A. Time and Place for Submission of Proposals
Proposals must be received by 5:00 p.m., on March 11, 2016. Postmarks will not be considered in judging the timeliness of submissions. Proposals may be delivered in person and left with Laurel Turner or mailed to:
P-590 8 8.2016
Laurel Turner Manager. ofAd~inistrative Services San Francisco City Attorney's Office City Hall, Rm 734 . 1 Dr. Carlton B. Goodlett Place San Francisco, CA 94102.;.4682
B. Format
Proposers will submit five (5) paP.er copies of their pr9po~al in a, sealed envelope or box clearly marked "Publication of San Francisco Codes" to the above location.
Please use recycled paper and print double-sided to the maximum extent practical. Please do not b!nd your proposal with a notebook, spiral binding, glued binding, or anything similar. You may use tabs or other separatdts withih the document. ·
Prngpsals th~t are sul;>mitted by .email pr fax will not be aq:epted. Late submissions will not be considered. · · ' · · · . . .
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Firfu.s interested m respqnding.to this.~P 111ust'~1,1bmit the foilbwiilg info$ati~n, i)1 the. or.c:\~rrspecifie!i qe;lqw·~ ...
1. Int~odtiction and Executive Smimiary (up t~ 3 pages}.
Subqti~ a letter pf !ntrpq.uctipn anq ~x.ecutiye summary .of the proposal. Ute letter must be signed by a person atitfioriied oy your firiri to oblig&¥e your fihli to pefform the commitments co11taine.d in the. propq~ftl. Su\Ji;nission qf th~; letter will co.nstitute a repre!lentation by your firm t4~t your frrm i~ w~lling.~d a,ble to perform.the .9op;i.mitments pon~ineq w thl;l pr9posal. ! . .
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2. ~t:oJe«.;t Appr?ach (p\1 t~ 1~ pa.g~s) ' '
. Pescribe ili,e s.erv.ices.arid a~tivjti.es tliat yotJr fiqu propqses to provide to the City. Include the foil owing inforination: · · · · . ·. . , , ··' , . · , . , . , .
1
• a, : . OvttraU s,cope of work tasks, ipcl4di,ng publishing and suppleme11taFon pro~foss anfi fornl.ci;t;: ~~ . . ·. . - ·
1 • , •
· b. ·Software opfions·for the San Francisco· Code Site; and
c. Schedule and ability to mainta'iri a ctfriertt ·set of City Codes; and
d; ·Assignment ofwotk wittlin your firm's worJ.Cteain; and ' : ~ J ' I : .-"' , > ~ ' ' < ' '
e. Schedule for: design, testing and implementation of San Francisco Code Site, including the time required for City's review and a~proval of the site.
3. Quality .of Product/Samples
a. Propose~s should be prepared to demonstrate the Internet version of a sample code section at the oral interview, including searching, printing, etc. This sample: can be based on ~y code.
. . b. Prepare and submit a sample of your editing and proofreading work by pro'du~ing the Jegislatioh shciWil here as Appeµdix B a.S ah amendn;ient to the San Francisco Codes,
c. Prepare and submit a statement of the level of proofreading proposed~ i.e., what types of errors would be highlighted in your rrrm's proofreading process;
P-590 9 January 8, 2016
what methods do you use to ensure a minimum of errors; what is the process for correcting proofreading errors after publication. Include sample correspondence regarding suggested corrections. This sample can be based on any code.
d. Prepare and submit a sample page of a supplement inserting guide and advance sheet page. This sample can be based on any code.
e. Explain how your proposed services will meet the disability access requirements stated in the RFP.
4. Firm Qualifications (up to 5 pages)
Provide information on your firm's background and qualifications which addresses the following:
a. Name, address, and telephone number of a contact person for discussions concerning this RFP;
b. A brief description of your firm, as well as how any joint venture or association would be structured; and
c. A description of not less than three (3) projects similar in size, scope and frequency of supplementation prepared by your firm including city or county contacts with telephone numbers as references, staff members who worked on each project, budget and price information, schedule and project summary. Descriptions should be limited to one (1) page for each project. If joint consultants or sub-consultants are proposed provide the above information for each.
5. Team Qualifications (up to 5 pages, not.including resumes)
a. Provide a list identifying: (1) each key person on the project team, (2) the project manager, (3) the role each will play in the project, and (4) a written assurance that the key individuals listed and identified will be performing the work and will not be substituted with other personnel or reassigned to another project without the City's prior approval.
b. Provide a description of the experience and qualifications of the project team members, including brief resumes if necessary.
c. Provide a description of how the team will assist the City and subscribers generally with problems encountered when using contractor's product and services, and how the team will assist the City and subscribers with problems on an emergency basis.
6. References (up to 2 pages)
Provide references for the lead consulting firm, lead project manager, and all subconsultants, if any, including the name, address and telephone number of at least three (3) but no more than five (5) recent clients (preferably other public agencies).
7. Fee Proposal
The City intends to award this contract to the firm that it considers will provide the best overall program services. The City reserves the right to accept other than the lowest priced offer and to reject any proposals that are not fully responsive to this RFP.
Please provide a fee proposal in a sealed envelope that includes the following:
a. Sale and Paper Copy Subscription Fees. Fees in this category, should indicate whether the price proposal is to be charged for each City Code, full set of City Codes, supplement subscription for each City Code and the City Codes combined. Supplement subscriptions should be based on an annual flat rate supplement price per City Code, including delivery costs, and not a price based on the number of replacement pages. If proposer offers
P-590 10 2016
different rates for City subs~ribers and public subscribers both rates shall be included in the proposal.
b. }rees for Placing' and Maintaining the City Codes on the San Francisco Code Site. Fees in this category, if any, should indicate whether the price propo~l is i;i: on~-time or annual cpst. Storage fe~s, if an,y, should be included in the fee proposal. The City will not ent~i; intq a contract that i;e9'ui[es it to pay any fee for publishing the City Codes for which it receives in r~tum a portion of the contractqr's revenues. An electronic version of the City Codes· ~in Rich TeXt Format) will be' made available to Contractor upon execution of a publishing agreement.
, , ; , c. , P.ublishing or Ed;ting Fe~. The fee proposal in this category, if any, should indicate whether the price proposal is a ohe-time, annual or per page cost.
IV. Evaluation and Selection Criteria
A. Minimum Qualificapons ' '" t ii
Each proposer mu.st have ~ad at I.east five (5) years experience in Rublishing, editing, supplementing and distributing state, 'comity, fuunieipal or model codes itfboth paper copy and online. If the proposer is,ajoint V~Qture 9)'.pagrwr1)hip, thj~ reqµirement may be satisfied if at least one ( 1) of the members or partners have had the minimum 11umber of years of experience, but may not be satisfied by ad<:lirrg the number of years ofexperieµce·of individual members or partners. Ea9p propq~al mu~ incly.d~ referenp~~ .that indiyidua\ly or collectively can confirm the experience requfred above. For e{icli re'.fer~µce "giv~ri, tqe p,r,op()S'al shall state the project performed for the reference and the date' of the project.· ·
. .. i ', . ·, '· ,. r
Each proposer shall ai~qt cpnfim;i in w.fitwg,thcitjU,; project meets minimum requirements by the deadline for submittal of proposals will be. considered non-responsive and will not be eligible for award of the contract · · : · ·' · : ' · , · ·
Any proposal that does not demonstrate that the proposer meets the~e minimum requirements by the deadline for ~~bnii~l of Pl!OPQ,S,{ll§:will be qonsjd~r~d non-responsive and will not be eligible for award of the contract. · · '
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B. Selection Criteria \ ~ < ' j - -\ I F
. The ,proposals, will be ey~lµate<;l py ~. sele9tioi;i corrµnitt~~ .cpmpris17!d of parties with expertise in "eode publishing. Tile City intends to evaluate tije· proposals generally in accordance with the criteria itemizeo below i · · · . ',
1. Oral Interview (100 points)
The interview Will consist 6:f ~tab.dai:d questions asked of each of the proposers, and may include follow-up questions to clarify responses to those questions.
Proposers will be asked to demonstrate on a lapfop provided by City, a fuodel of a fully functional electronic code as described in Sec. ll(B), including Enhanc~me11ts as described in Sec. ll(B)(IO). Proposers will be awarded points based on their ability to meefthe scope of work set forth in this RFP as well as the ease of use of the.electronic model.
P-590
'2. Fee Proposal (30 points)
a. Editing Fees
b. Paper Format Codes
, 1) Price, if any, of City Codes individually and full set to City; and
11 January 8, 2016
2) Price of City Codes individually and full set to purchasers other than City; and
3) Supplement subscription price, if any, of City Codes individually and full set to City; and
4) Supplement subscription price of City Codes individually and full set to purchasers other than City.
c. San Francisco Code Cite Enhancements, if any
3. Project Approach (10 points)
a. Understanding of the project and the tasks to be performed, etc.; and
b. Reasonableness of work schedule.
4. Assigned Project Staff (10 points)
a. Recent experience of staff assigned to the project and a description of the tasks to be performed by each staff person; and
b. Professional qualifications and education; and
c. Workload, staff availability and accessibility.
5. Experience of Firm and Sub-consultants (40 points)
a. Expertise of the firm and sub-consultants, if any, in the fields necessary to complete the tasks; and
b. Quality ofrecently completed projects, including adherence to schedules, deadlines and budgets; and
c. Experience with similar projects; and
d. Results of reference checks.
6. Quality of Product/Samples (10 points)
a. Thoroughness and detail of indexing; and
b. Level of proofreading proposal; and
c. Formatof supplement insertion guide and advance sheet; and
d. Disability accessibility features of the San Francisco Code Site.
Total Possible Points: 200
V. Schedule and Contract Award
A. Schedule
The anticipated schedule for selecting a vendor is as follows:
RFP advertised and issued by City January 8, 2016
Deadline for submission of written questions/clarification February 6, 2016
Proposals due March 11, 2016, 5 p.m.
Oral interviews March 25, 2016
P-590 12 8.201
B. Contract Award
The ~an Franqisco City Attorney's 9fflce w.ill s~lect a proposer, withwho111 the~r staff shall cm,nmence cqrjtract negotiatiQns. Th~ selectiqn of any proposal s,Pall not i111ply accep4Ulce by thcr Ci~y ?J all tenps. <;>f ~he proposal, w~ch qiay be subject to. furthe~ negotiatjons and . approvals before the City may be legally oound thereby. If a satisfactory contract cannot be negotiated in a reasonable time the San Francisco City Attorney's Office, in its sole discretion, m;iy te11IJinat~ n~gotiations with the highest ranke~ proposer and begm contract negoti;itions with the hexi highest ranked piopose,r. . '· . · ' . ·
VI. Terms an~ Condition~ for Receipt of Prop9sa~
A. Errors and Omissions in RFP
Proposers are responsible for reviewing all portions ofthi~ RFP. Proposers are tQ promptly notify the San Francisco City Attorney's Office, iii writing; if'the proposer discovers any ambiguity, discrepancy, omission, or other error in the. RFP. Any such notification should be directed· to the Laurel Turner promptly a,fter discovery, but in no 'event later than fiv¢ (5) working c;l,ays f!pdt fo the da:te for receipt ofproposals. Modifications .arid clarifications "111 J?e made by addenda as ptbvided'in Sec. VI(D) below. . ·· · ' ' , ; · ,'
B. Inquiries Regarding RFP
Inquiries regarding the1RFP ·shall 'be sent via email artd dirc~~ted to: • ' '. < f1
Laurel Turner: ! I
laurel. [email protected] ; : • / ' ' I': F ~
C. Objections to RFP Terms ' ' ' i ~ ~ .
Should a proposer object on any ground to any provision or legal requirement set forth in this RFP, the proposer must, not more than ten (10) caJ.end.ar days after the RFP is issued, provide Written notice to the Deparlrttent setting fortll with specificity' the grounds for the. obje~ti9n. Th~ failure of a proposer to ooject in th'e manner ~~t forth in this pi;tragrapR shall constitute a complete and irrevocable waiver Ofahy such objection. 1
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D. Change Notices
The S,ari Ftimc~sco Cify Attorney's Offlde may nl'odify tlie ~P, prior to the proposal due date, by issuing Change Notiees~ which will Se posted on·the website. The proposer shall be · responsible for ensuring that its. proposal reflects any and all Change Notices issued by the · San Franci~co qty Attorµ~y's Office prior to the pr~posal du~ date regardless of when 11?-e proposal is submitt~d. · Therefore, the C\ty reccninnerids that the propdset consult the website frequently; inCluding shortly before the proposal due date, to dfltetthine ifth~ proposer Jias ;, downloaded all Change Notices. · r ' ,
E. Term of Proposal
Submission of a proposal signifies that the proposed services and prices are' valid for one hundred twenty (120) calendar days from the proposal due date and that the quoted prices are genuine·and not the result df coliusion or' any other anti-competitive activity.
P-590 13 January 8, 2016
F. Revision of Proposal
A proposer may revise a proposal on the proposer's own initiative at any time before the deadline for submission of proposals. The proposer must submit the revised proposal in the same manner as the original. A revised proposal must be received on or before the proposal due date.
In no case will a statement of intent to submit a revised proposal, or commencement of a revision process, extend the proposal due date for any proposer.
At any time during the proposal evaluation process, the San Francisco City Attorney's Office may require a proposer to provide oral or written clarification of its proposal. The San Francisco City Attorney's Office reserves the right to make an award without further clarifications of proposals received.
G. Errors and Omissions in Proposal
Failure by the San Francisco City Attorney's Office to object to an error, omission, or deviation in the proposal will in no way modify the RFP or excuse the vendor from full compliance with the specifications of the RFP or any contract awarded pursuant to the RFP.
H. Financial Responsibility
The City accepts no financial responsibility for any costs incurred by a firm in responding to this RFP. Submissions of the RFP will become the property of the City and may be used by the City in any way deemed appropriate.
I. Proposer's Obligations Under the Campaign Reform Ordinance
Proposers must comply with Section 1.126 of the S.F. Campaign and Governmental Conduct Code, which states:
No person who contracts with the City and County of San Francisco for the rendition of personal services, for the furnishing of any material, supplies or equipment to the City, or for selling any land or building to the City, whenever such transaction would require approval by a City elective officer, or the board on which that City elective officer serves, shall make any contribution to such an officer, or candidates for such an office, or committee controlled by such officer or candidate at any time between commencement of negotiations and the later of either (1) the termination of negotiations for such contract, or (2) three months have elapsed from the date the contract is approved by the City elective officer or the board on which that City elective officer serves.
If a proposer is negotiating for a contract that must be approved by an elected local officer or the board on which that officer serves, during the negotiation period the proposer is prohibited from making contributions to:
• the officer's re-election campaign • a candidate for that officer's office • a committee controlled by the officer or candidate.
The negotiation period begins with the first point of contact, either by telephone, in person, or in writing, when a contractor approaches any city officer or employee about a particular contract, or a city officer or employee initiates communication with a potential contractor about a contract. The negotiation period ends when a contract is awarded or not awarded to the contractor. Examples of initial contacts include: (1) a vendor contacts a city officer or employee to promote himself or herself as a candidate for a contract; and (2) a city officer or employee contacts a contractor to propose that the contractor apply for a contract.
P-590 14 8.2016
Inquiries for information 'about a parti~ular contract, requests for documents relating to a Request for Proposal, and requests to be placed Oil'a mailing list do not constitute negotiations.
Violation of Section 1.126 may result in the following criminal, civil, or administrative penaltie~:
1. Cri~~al. Any person who knowingly 0r willfully violates Sect!on 1.126 is subject to a fine of up to $5,000 and a jail term of not more than six (6) months, or both.
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2. Civil. Any person who intentionally or negligently violates Section 1.126 may be held liable in a civil action brought by the civil prosecutor for an amount Up to $5,000.
. 3~ . A4~inistr~µye. Any p,erson who ~t~1't~onalzy or peglig!?11!ly, vi9lates Section, 1.146·m~y b~ qeld ~i'l-ble in: an.&gmiqist~tiw proce~ging qe,for~ the Ethics, GollJJllissjon held pursuant to the Charter for an amount up to $5,000 for each violation. ., 1 • .. • •
For further information, proposers should contact the San Francisco Ethics Commission at(415)252-3100. .. ,
1
J. Sunshine Ordinance
. In accorqance w~th.-.S.F .,Admi11istrative Co~e Sectiqp 67, ;24.( e )." 90.p.traptors: bicJs, • respoIJ.s~~ tq Rf Ps anclall, 0,~er !ecords q( conµnµnicMiqns p~t}v~ep tQe Cify.a11d pei;sons, 9Ii .. firms seekfilg,qontrft9ts shall qeop~µtpjnspectil;m imme9iat~lY after 'I- c,ontra~t 1;t¥ ge~m . , awarded, Nqthmg ii} thl.s prov!~ion r~q4ii:~.& th~ djscl9sur~ of a,pri,.v,:;;tt~ person'& or organiz~tioµ,'s ne~ WRJ.i!Q)lt! ot\ler proptj~m,ry fmaµ.cjal da1;fl1 submitted for qu,alificl!tion; for ~ contr(!9t or gther benefits until and unless that person or organization is awarded ¢~.GP.Jiltfac!:or J?~p~flt. ""' ; Information provided which is covered by this paragraph will be made available to the public upOil reques,t.: , ,
K. Pu)?li~ A~cess t9 Meetffigs and).~ecord~ f ;r. · \, ; I
{, j,.
,, , " _,' , · ~ ; , r ~ "~ .~ ' , f ' , - i ~ • ,
If a proposer is a non-profit entity that receives a cumulative total per year of at least $250,000 in City funds or City-acin;tWi~terec:l fuijµs ape i&.1,1.llOg-p,rgflt opgaqiz!!tjon as defined in Chapter 12L of the S.F. Administrative Code, the proposer must comply with Chapter 12L. The prop9ser 111ust 4}g~µde in its proposal; (1). ~ sja,t~m~nt, d~scribiqg its €?ffQrts tg .comply with the Chapt~t 1~!- provj~i9n,s regflfding publj9 acc~ss to propos€?r' s mee,tmgs 11ncl r~9orps, f!nc;J C21.a summary of11H 9pmplaints cqncemjng the·pr9pos~i:'s corµpli~ge.witli ChaI!ter l4L.Jh11~ wefe, ' fil~.Q ,with tlurCicy in the, lASt two (ff) ye~s ~~ c;l~~med,by th~··<¥,ity to be subs~ti~t~4 .. Th~ . summary spall .al~o d~scribe the clispgsiti9,n pf ~acq qgrµ,gl_arot~ .If p9 '.~uch cqp:ipl~ts w~re filecl, the proposer s\l~ll in9l1,1de i;t statem~qt to lhJ!.t ~ff~qt,. :fj'ajlµi;e, to, coqiply ~itp t}l~ rep9rtjng , .. requirements of Chapter 12L or material misrepresentation in proposer's Chapter 12L ·, . , ..
1 •
submissions shall be grounds for rejection of the proposal and/or termination of any subsequent agree,rµent re.ac4~ci on tQe basis. of the propos~\.. .
t" -. • ; ,' ' '• '
Reserv;ttionsofRights by the City ..
The issuance of this RFP does not constitute an agreement by the City that any contract will actually be enter~d into by the qty. The City expressly reserves the; fight at a11y ~irne to:
1. Waive or correct any defect or informality in any response, proposal, or proposal procedure;
2. Reject any or all proposals;
3~ Reissue a Request for Proposals;
P-590 15 January 8. 2016
4. Prior to submission deadline for proposals, modify all or any portion of the selection procedures, including deadlines for accepting responses, the specifications or requirements for any materials, equipment or services to be provided under this RFP, or the requirements for contents or format of the proposals;
5. Procure any materials, equipment or services specified in this RFP by any other means; or
6. Determine that no project will be pursued.
M. No Waiver
No waiver by the City of any provision of this RFP shall be implied from any failure by the City to recognize or take action on account of any failure by a proposer to observe any provision of this RFP.
VII. Contract Requirements
A. Standard Contract Provisions
The successful proposer will be required to enter into a contract substantially in the form of the Agreement for Professional Services, attached hereto as Appendix A. Failure to timely execute the contract, or to furnish any and all insurance certificates and policy endorsement, surety bonds or other materials required in the contract, shall be deemed an abandonment of a contract offer. The City, in its sole discretion, may select another firm and may proceed against the original selectee for damages.
Proposers are urged to pay special attention to the requirements of S.F. Administrative Code Chapters 12B and 12C, Nondiscrimination in Contracts and Benefits; the Minimum Compensation Ordinance; the Health Care Accountability Ordinance; the First Source Hiring Program; and applicable conflict of interest laws.
B. Minimum Compensation Ordinance (MCO)
If the contract is more than $25,000, the successful proposer will be required to agree to comply fully with and be bound by the provisions of the Minimum Compensation Ordinance (MCO), as set forth in S.F. Administrative Code Chapter 12P. Generally, this Ordinance requires contractors to provide employees covered by the Ordinance who do work funded under the contract with hourly gross compensation and paid and unpaid time off that meet certain minimum requirements. For the contractual requirements of the MCO, see [§43 in the Agreement].
For the amount of hourly gross compensation currently required under the MCO, see www.sfgov.org/olse/mco. Note that this hourly rate may increase on January 1 of each year and that contractors will be required to pay any such increases to covered employees during the term of the contract.
Additional information regarding the MCO is available on the web at: www .sf gov .org/ olse/mco.
C. Health Care Accountability Ordinance (HCAO)
If the contract is more than $25,000, the successful proposer will be required to agree to comply fully with and be bound by the provisions of the Health Care Accountability Ordinance (HCAO), as set forth in S.F. Administrative Code Chapter 12Q. Contractors should consult the San Francisco Administrative Code to determine their compliance obligations under this chapter.
P-590 16 8. 2016
Additional information regarding the HCAO is available on the web at: www.sfgov.org/olse/hcao.
D. First Source Hiring Program (FSHP)
If the contract is for more than $50,000, then the First Source Hiring Program (Admin. Code Chapter 83) may apply. Generally, this ordinance requires contractors to notify the First Source Hiring Program of available entry-level jobs and provide the Workforce Development System with the first opportunity to refer qualified iildiv~duals for employment.
' ' Contractors should consult the San Francisco Administrative Code to detetmine their
compliance obligaticms under thi.s chapten. Additional informatjon n~garding the FS.HP is available on the web at www.sfgov.org/moed/fshp.htm and from the First Source Hiring Administrator, (415) 401-4960. .. · ·
'' E. Conflicts of Interest ' .
" The successful proposer will be required to agree~to comply fully with and be bound by
the applicable provisions of state and local laws related to bon:tliCts of mtereSt, including Section 15.103 of the City's Charter, Article III, Chapter 2 of City's Campaign and Governmental Conduct Code, and Section 87100 et seq. and Section 1090 et seq. of the Government Code of the State of California. The successful proposer will be required to acknowledge that it is familiar with these laws; certify that it does not know of any facts that constitute a violation of said provisions; and agree to immediately notify the City if it becomes aware of any such fact during the term of the Agreement.
Individuals who will perform work for the City on behalf of the successful proposer might be deemed consultants under state and local conflict of interest laws. If so, such individuals will be required to submit a Statement of Economic Interests, California Fair Political Practices Commission Form 700, to the City within ten (10) calendar days of the City notifying the successful proposer that the City has selected the proposer.
VIII. Protest Procedures
A. Protest of Non-Responsiveness Determination
Within five ( 5) working days of the City's issuance of a notice of non-responsiveness,. any firm that has submitted a proposal and believes that the City has incorrectly determined that its proposal is non-responsive may submit a written notice of protest. Such notice of protest must be received by the City on or before the fifth working day following the City's issuance of the notice of non-responsiveness. The notice of protest must _include a written statement specifying in detail each and every one of the grounds asserted for the protest. The protest must be signed by an individual authorized to represent the proposer, and must cite the law, rule, local ordinance, procedure or RFP provision on which the protest is based. In addition, the protestor must specify facts and evidence sufficient for the City to determine the validity of the protest.
B. Protest of Contract Award
Within five ( 5) working days of the City's issuance of a notice of intent to award the contract, any firm that has submitted a responsive proposal and believes that the City has incorrectly selected another proposer for award may submit a written notice of protest. Such notice of protest must be received by the City on or before the fifth working day after the City's issuance of the notice of intent to award.
P-590 17 January 8. 2016
The notice of protest must include a written statement specifying in detail each and every one of the grounds asserted for the protest. The protest must be signed by an individual authorized to represent the proposer, and must cite the law, rule, local ordinance, procedure or RFP provision on which the protest is based. In addition, the protestor must specify facts and evidence sufficient for the City to determine the validity of the protest.
C. Delivery of Protests
All protests must be received by the due date. If a protest is mailed, the protestor bears the risk of non-delivery within the deadlines specified herein. Protests should be transmitted by a means that will objectively establish the date the City received the protest. Protests or notice of protests made orally (e.g., by telephone) will not be considered. Protests must be delivered to:
P-590
Laurel Turner Manager of Administrative Services San Francisco City Attorney's Office City Hall, Rm 234 1 Dr. Carlton B. Goodlett Place San Francisco, CA 94102-4682
18 8. 2016
APPENDIX A
The fQJlPwrog ,do,cµpt~Jd is ~ sani,.pie ~ontr~ct template to be used as an introduction to common terms found
in the City of S~u1 Francisco Professional Services tern.plate. The actual contract between the City and
,Contractor will differ and be tailored to fit the circumstarl.cts., 'I , ,
1t:
':;
',i
SAMPLE TERMS AND CONDITIONS OF THE P-600
Agreement between the City and County of San Francisco and
This Agreement is made this I day of County of San Francisco, State of California, by and between ("Contractor") and City.
Recitals
in the City and and or
WHEREAS, a Request for Proposal ("RFP") was issued on and City selected Contractor as the highest qualified scorer pursuant to the RFP; and
WHEREAS, the Local Business Entity ("LBE") subcontracting participation requirement for this [fff 1%<
WHEREAS, there is no Local Business Entity ("LBE") subcontracting participation requirement for this Agreement; and
WHEREAS, Contractor represents and warrants that it is qualified to perform the Services required by City as set forth under this Agreement; and
WHEREAS, approval for this Agreement was obtained when the Civil Service Commission approved Contract number on 11 Sen
l;
P-600 (9-15) 1 of
Now, THEREFORE, the parties agree as follows:
Article 1 .. Definitions
The·following definitions apply to this Agreement:
· 1. i "Agreement11' means this contract dqcument, irielud,ing all attached appeqdices,
and ail applicable City Otdm'ances ~d Mandatory City Requirements which ate specifically incorpo~teci into this Agteemeni by reforerice as pro\rided Herein. . ·
1.2 · "City" or ','the City" means the City fmd Cgunty of ~an Fr~c;:j,s~o, ~municipal , , 1
corporation, acting by arid through ho.th its Director of !IJ.(! Off\~e,of C:ontract Adrµinistni.tion qr the Director~s designjited agent, hereinafter refe¥c:id to~ ~'P,urchasing'' aI1~ [insert nam~ of
departi;nent ]. " . ,
1.3 "GMD" means the Contract Monitoring Division· of the City.
1.4 11'cqntract?~" ~r i'.Cqnsul~!" m~~ [ i~sert n~n~.e an.d ~ddres~ 1of qrntractor),
1.5 "Deliverables" means Contractor's work product restilting·from the Services ,that ·
are provid~d by ~ontracto.1; to qty 9,ufing. the cow;se of Contractor's performapce of the
Agreemen~ including without fimitatio~, the work product descrlbed in the "ScoBe pf.~~rvices" attached as Appendix A.
• ' , .~ t -~ \ ; ; , : • :\ I , ~ r ~ 1/~ "~ffective Date" iµeans the date upoD,c ,wJ;iich the Gi.ty's f=ontrolle~ c;:ertifies, the
availa.l?ili:tY'of funds ,fophis Agreei;nent as provided in s7ctfo,n 3\ r ~, . . .
1. 7 ''MaI1datory City Reqtiirements'' inearui 1tho~e City laws set forth: in '1ie San
Francisco Municipal Dode, including the du1y: authorized rules; regulations,. and guidelines. implementing such laws, that impose sp~cific dutj.es and obligations upon Contractor. ,, ,
1.S "Party'i and "Parties" rheah the Clt)r and Contractor either collectively or
individually.
1.9 "Services" means the work performed by Contractotunderthis'Agi-eement as
specifically described in1the ''Scope of Service~'! ,&ttached as Appendix-A, inclu<;ling all services,
labor, supervision, materials/equipment, jictions and.otheMequii:em~nts tq. be performed and furnished by Contractor under this.Agreement , , . , :
Article 2 Term of the Agreement ' ' I; , I
2.1 The teµn <?f thi~ Agree,ment shajl ~omm~p.c.e ontheJatt:er of: (i~ [insert , Contractor's start date]; or (ii) the Effi;:ctive pate ~d e~pift: on ~insert expiration date], unless
eru:lier, t~rminated as otherwise provjd~cl herein.
2:2 The City has {number of options] options to renew the Agreement for a period of
[one' year or othertime span] 'each. The City may dteiid this Agreement beyond the expirati0n
date by exercising an option at the City's sole and absolute discretion and·by modifying this Agreement as provided in Section 11.5, "Modification of this Agreement."
P-600 (9-15) 2 of (Date(
Article 3 Financial Matters
3.1 Certification of Funds; Budget and Fiscal Provisions; Termination in the Event of Non-Appropriation. This Agreement is subject to the budget and fiscal provisions of
the City's Charter. Charges will accrue only after prior written authorization certified by the
Controller, and the amount of City's obligation hereunder shall not at any time exceed the
amount certified for the purpose and period stated in such advance authorization. This
Agreement will terminate without penalty, liability or expense of any kind to City at the end of
any fiscal year if funds are not appropriated for the next succeeding fiscal year. If funds are
appropriated for a portion of the fiscal year, this Agreement will terminate, without penalty,
liability or expense of any kind at the end of the term for which funds are appropriated. City has
no obligation to make appropriations for this Agreement in lieu of appropriations for new or
other agreements. City budget decisions are subject to the discretion of the Mayor and the Board
of Supervisors. Contractor's assumption of risk of possible non-appropriation is part of the
consideration for this Agreement.
THIS SECTION CONTROLS AGAINST ANY AND ALL OTHER PROVISIONS OF
THIS AGREEMENT.
3.2 Guaranteed Maximum Costs. The City's payment obligation to Contractor
cannot at any time exceed the amount certified by City's Controller for the purpose and period
stated in such certification. Absent an authorized Emergency per the City Charter or applicable
Code, no City representative is authorized to offer or promise, nor is the City required to honor,
any offered or promised payments to Contractor under this Agreement in excess of the certified
maximum amount without the Controller having first certified the additional promised amount
and the Parties having modified this Agreement as provided in Section 11.5, "Modification of
this Agreement."
3.3 Compensation.
3.3.1 Payment. Contractor shall provide an invoice to the City on a monthly
basis for Services completed in the immediate preceding month, unless a different schedule is set
out in Appendix B, "Calculation of Charges." Compensation shall be made for Services
identified in the invoice that the insert in his or her sole discretion,
concludes has been satisfactorily performed. Payment shall be made within 30 calendar days of
receipt of the invoice, unless the City notifies the Contractor that a dispute as to the invoice
exists. In no event shall the amount of this Agreement exceed amnunt in numbers ords -- 110 and --.Off']. The breakdown of charges associated with this
Agreement appears in Appendix B, "Calculation of Charges," attached hereto and incorporated
by reference as though fully set forth herein. In no event shall City be liable for interest or late
charges for any late payments.
P-600 (9-15) 3 of
3.3.2 Payment Limited to Satisfactory Services. Contractor is not entitled to any payments from City until [il1se11 name of department! approves Services, including.any furnished Deliverables, as satisfying all of the requirements of this Agreement. Payments to
Contractor by City shall not excuse Contractor from its obligation to replace unsatisfactory · Deliverables, including equipment, components, materials, or Services even if the unsatisfactory character of such Deliverables, equipment, components, materials, or Services may not have been apparent or detected at the time such payment was made. Deliverables, equipment, components, materials and Services that do not conform to the requirements of this Agreement may be rejected by City and in such case must be replaced byContraetor without delay at no cost to the City.
3.3.3' Withhold Payments. lfContractOrfa.lls to provide Services hi accordance with Contractor's obligations under this 1\greemertt, the Cifyniaywithhold any and' all p'aym'ents due Contractor until suc;:h failure fo perform is cured, and Contractor shall notstop work as a result of City's withholding of payments as provided herein.
3.3.4 Invoice Format. Invoices furnished by Contractor under this Agreement must be hi a form acceptable to the Coritroller and Cify; ahd must include a unique invoice number; Pa:Yinent shail be inade· by City to 'Contraetor at the address speCifled in Section~ i 1.1, "Notices to'the Parties," or in subh alternate rilarihef as the Parties have'mutUally agreed upon in writing.
3.3:5 LBlt Paynieilt and Utilization Tradiing Systeni:. Cortfractor must submit atl required payment irtfoimatiori using the on1i1le LBE Utilization Tracl<lrig Syste~ (LBEUTS) a5 required by cMD to enable the city to monitor Contractor's compfifuice witli.the LBE subcontracting commitdiertts in this Agreement. eontractor shalh:iay its LBE · subcontractors within three working d~ys aft~r receivingpayrrtent from the City, ~xcept as ; · · ·
otherwise ~uthorized by'the LBE Ordinatice. The Controller is tiOt authorized to ~ay invoices S'ubnutted by Contractor pri'or to Contractor's stibnlissioh of all required CMD payirieht inforihation; Failure to subniit all fequrred paYment infoimatjdn to the LBEliTS with e~ch ' payment request fnaytesult in the' Controller wHlilioldmg 20% ofllie pii:YJnent due p~mitit to that invoice until the'requirecfpayment imorrtiaffon is pioVided: :Fo1Ibwing City~ s pa§m:ent of an invoice, Contritctor hrui ten calendar days to: ackllowiedge using the onfine iBEUTSthat all '
subcontractors have been paid. Contractor shall attend a LBEUTS training session. LBEtJtS training session schedules are availab\~ at www.sfgov.org/lbeuts.
3.3.6 Getting paid for goods and/or serVices fronl'the City. - ' i ; l ' ~ • .
(a) All City vend.ors rec;:eiving new contracts, contract renewals, o.r contra,ct extension~ must sign up to receive el(;letronic payments through Paymode-X, :the City's
'' , ' ' ' . ~ '
third p~ service 14.<!t provides Autopiated Cle<!fing House (ACH) payments. Electronic ~· > < ~ •
paymeq.ts are processed every business day and are safe and secure. To sign up for electronic
P":yments, visit www.sfgov,org/ach.
P-600 (9-15) 4of [Date I
(b) The following information is required to sign up: (i) The enroller
must be their company's authorized financial representative, (ii) the company's legal name, main
telephone number and all physical and remittance addresses used by the company, (iii) the
company's U.S. federal employer identification number (EIN) or Social Security number (if they
are a sole proprietor), and (iv) the company's bank account information, including routing and
account numbers.
3.3.7 Grant Funded Contracts.
(a) Disallowance. If Contractor requests or receives payment from
City for Services, reimbursement for which is later disallowed by the State of California or
United States Government, Contractor shall promptly refund the disallowed amount to City upon
City's request. At its option, City may offset the amount disallowed from any payment due or to
become due to Contractor under this Agreement or any other Agreement between Contractor and
City.
(b) Grant Terms. The funding for this Agreement is provided in full
or in part by a Federal or State Grant to the City. As part of the terms of receiving the funds, the
City is required to incorporate some of the terms into this Agreement. The incorporated terms
may be found in Appendix ]. "Grant Terms."
3 .4 Audit and Inspection of Records. Contractor agrees to maintain and make
available to the City, during regular business hours, accurate books and accounting records
relating to its Services. Contractor will permit City to audit, examine and make excerpts and
transcripts from such books and records, and to make audits of all invoices, materials, payrolls,
records or personnel and other data related to all other matters covered by this Agreement,
whether funded in whole or in part under this Agreement. Contractor shall maintain such data
and records in an accessible location and condition for a period of not fewer than five years after
final payment under this Agreement or until after final audit has been resolved, whichever is
later. The State of California or any Federal agency having an interest in the subject matter of
this Agreement shall have the same rights as conferred upon City by this Section. Contractor
shall include the same audit and inspection rights and record retention requirements in all
subcontracts.
3.5 Submitting False Claims. The full text of San Francisco Administrative Code
Chapter 21, Section 21.35, including the enforcement and penalty provisions, is incorporated into
this Agreement. Pursuant to San Francisco Administrative Code §21.35, any contractor or
subcontractor who submits a false claim shall be liable to the City for the statutory penalties set
forth in that section. A contractor or subcontractor will be deemed to have submitted a false
claim to the City if the contractor or subcontractor: (a) knowingly presents or causes to be
presented to an officer or employee of the City a false claim or request for payment or approval;
(b) knowingly makes, uses, or causes to be made or used a false record or statement to get a false
P-600 (9-15) 5 of
claim paid or approved by the City; (c) conspires .to defraud the City by getting a false claim allowed or paid by the City;· ( d) knowingly makes, uses, or causes to be made or used a false record or statement to conceal, avoid, OF decrease an obligation to pay ·or transmit money or property to the City; or ( e) is a beneficiary of an inadvertent submission of a false claim to: the City, subsequently discovers the falsity of the claim, and fails to disclose the false claim to the City within a reasonable time aft~r: discovery of the false claim.
Article 4 Services and Resources
4.1 . Servj.ces ContractQr Agrees ~9 PerfQrµi. (:ontra,9to~ agrees tp p(:lrform the ~ . . . . . . . .
Servi<;:es proyided ~oi: in Appendix ~ ·~scope of S~rvice~." Officers and ell}plpyees. o~ tlie City are f!Ot autpori:z;ed to request, and tl!e City is not r~uired to reiml:>~e the Contr:actor for,.
Services pf?yqnd J:he Sc9pe of Seryices listed in Appendix A,, unle_ss Appenciix. A is modifi~d as provided in· Section 1.~ 5, "Modifica,tiRn of~$i.s Agn;iem~nt" r,
4.2 ' Qualified Personnel. Contractor shall utilize«)nly competent personnel ·under the supervision of, and iri the emplbyn1ent of, Contractor (or Contractor's authorized subcontraetors) to perform the Services~ Contrabtor will comply -with City's· reas6nable' requests regarding . :
assigmnent and/Or.removal of personnel, but hl1 pet'Sonnel, including those assigned•afCity's · request/must be superirised oy Contractor. Contractor shall C:bnifuit adequate resdutce8 to·allbw timely completion Within the'project schedulespecifiedinthis'·Agreement
c ~ • ~':l 1 j
1
f _ ~ '':,} ! _ '~, ,f l l ',,. " 4 e ' - _• 1 " ' ~ 4.~ .• Sl(1>cog.tr~ctj11g. ,Co.ntractor, may subcontr,act P.ortj(}~ of tµe Ser,vices PnlY upon
prior wrltte~ appro".~ of ¢i~ .. Cqiltractqr is re~ponsibJe for its ~ubconga9tors .~fiiou~out the · course of the work required to perform the Services. All Subcontracts must incori)orate the terms of Article 10 "Additional Requirements Incorporated by Reference" of this Agreement, unless inapplicable. Neither"Parfy shail~ on the'basis of iliis Agreement; contract on behruf of, or in the name of, lhe other Party. &)'agreement made inviolatioh ofthis provision shall be null and,
void. City's execution of this Agreement constitutes its approval of the subcoilttactors listed below~ ' ' '
4.4 · lµdep~ndent CQntr,actor; Paym~nt of Empl!)ym~n.t T~xes a1.1d Other Expenses.
4.4.1 Independent Contractor. Fbt the purposes oHhis Artiele 4; "Contractor" shall be deemed fo indude not only Contractor, but also any agent or employee of Contractor.
Contractor acknowledges and agrees that at all times, Contractor or any agent Of employee Of Contractor shall be deemed at all tiines fo be an independent contractor and is wholly responsible for the manner in whieh it performs tlie ser\rices and work requested by City under' this . Agreement Contractor, its agents; and employees will not represent or hold themselves out to be employees of the City at any time. Contractor or any agent or employee of Contractor shall not
P-600 (9-15) 6of (Date(
have employee status with City, nor be entitled to participate in any plans, arrangements, or
distributions by City pertaining to or in connection with any retirement, health or other benefits that City may offer its employees. Contractor or any agent or employee of Contractor is liable for
the acts and omissions of itself, its employees and its agents. Contractor shall be responsible for
all obligations and payments, whether imposed by federal, state or local law, including, but not limited to, FICA, income tax withholdings, unemployment compensation, insurance, and other
similar responsibilities related to Contractor's performing services and work, or any agent or
employee of Contractor providing same. Nothing in this Agreement shall be construed as
creating an employment or agency relationship between City and Contractor or any agent or employee of Contractor. Any terms in this Agreement referring to direction from City shall be construed as providing for direction as to policy and the result of Contractor's work only, and not
as to the means by which such a result is obtained. City does not retain the right to control the
means or the method by which Contractor performs work under this Agreement. Contractor agrees to maintain and make available to City, upon request and during regular business hours,
accurate books and accounting records demonstrating Contractor's compliance with this section.
Should City determine that Contractor, or any agent or employee of Contractor, is not performing in accordance with the requirements of this Agreement, City shall provide Contractor
with written notice of such failure. Within five ( 5) business days of Contractor's receipt of such notice, and in accordance with Contractor policy and procedure, Contractor shall remedy the
deficiency. Notwithstanding, if City believes that an action of Contractor, or any agent or employee of Contractor, warrants immediate remedial action by Contractor, City shall contact
Contractor and provide Contractor in writing with the reason for requesting such immediate action.
4.4.2 Payment of Employment Taxes and Other Expenses. Should City, in
its discretion, or a relevant taxing authority such as the Internal Revenue Service or the State Employment Development Division, or both, determine that Contractor is an employee for
purposes of collection of any employment taxes, the amounts payable under this Agreement shall be reduced by amounts equal to both the employee and employer portions of the tax due (and
offsetting any credits for amounts already paid by Contractor which can be applied against this
liability). City shall then forward those amounts to the relevant taxing authority. Should a relevant taxing authority determine a liability for past services performed by Contractor for City,
upon notification of such fact by City, Contractor shall promptly remit such amount due or
arrange with City to have the amount due withheld from future payments to Contractor under
this Agreement (again, offsetting any amounts already paid by Contractor which can be applied as a credit against such liability). A determination of employment status pursuant to the
preceding two paragraphs shall be solely for the purposes of the particular tax in question, and
for all other purposes of this Agreement, Contractor shall not be considered an employee of City. Notwithstanding the foregoing, Contractor agrees to indemnify and save harmless City and its
officers, agents and employees from, and, if requested, shall defend them against any and all
claims, losses, costs, damages, and expenses, including attorneys' fees, arising from this section.
P-600 (9-15) 7 of
4.5 Assignment. The Services to be perfohned by Contractor are personal in
character and neither this Agreement nor any duties or obligations hereunder may be assigned or
delegated by Contractor unless first approved by City by written instrument executed and
approved in the same manner. as this Agreement Any purported assignment made in violation of
this provision shall b,e null and yoid.
4.6 Warranty. Contractor warrants to City that the Services will be performed with
the degree of skill and care that is required by current, good and sound professional procedures
and practices, and in conformance with generally accepted professional standards prevailing at
the time the Services are perforrrted sc}as to erisure that allSetvices performed are correct and
appropriate for the purposes contemplated ih this Agreement.
4.7 J.,iquidated Di:tm~ges. By enteri~g into thisAgreem~nt, Contraptor agrees that in' the event the Services are del~yed beyond th~ scheduled milestones' and timelines 'as pro~ided in
Appendix A, City will suffer actual damages that will be impractical or extremely difficult to
, determine;' Contractor agrees that th~ sum of [insert "·hole doUar amount in words and
numbers - no pe1inies and iio ".OO"l per calendar day for each day of delay oeyond scheduled
milestones and.timelines is riot a perialty, but is a reasonable estimate of the loss that City will
incur based on the delay; established in light of the Circumstances existing at the ti.rile this
Agreement was. award~, City'.may ,c1edµ9~ a sum representing th~ liquidated damages from any
mone}'. du~ to Contractor imder this Agreement Ol} any other pon,t;ract b~tweeµ qty and
Contractor. Such deductions shall not be considered a penalty, but rather agreed upon monetary
damages sustained by City because of Contractor's fa,ilure to furnish deliverables to City within
the time fixed or such extensions oftici~ p~rmitted in writing ~Y city-,
4.8 Qonding Req'1irements. The Contractor is required to fµmish a perfoffilanq~ ·
bond on the form in a form acceptable to the City, in a sum of;n9t)ess than [ins~rt hondiJ1g le\ el]
of the apnual amount of the contract to guarantee the faithful performance of this contract. The
bond tnhst be approved as to' sufficiency and q~alihcations of the surety by the Controller. • > -,,: • 'i
Article 5 Insurance and Indemnity ~ • '~ ' 0 j :
5.1 Insurance.
5:.1.1 , Required Cover~ges. Without in any way limiting Contractor's liability
pursuant to the "I.n,dempification" section of this Agreement, Contra.ctor must tnaititain in force,
during the.full term of the Agreement, insurance in the following amounts ~d c9verageiS:
(a) Workers' Compensation, in statutory amounts, with Employers'
Liability Limits not less than $1,000,000 each ~ccident, injl,lry, or illness; ~d
· (b) Cothmerdal General Liability Insurance with limits not less than
$1,000,000 each occurrence and$2,000,000 general ag'gregate for Bodily Injury and ProJ?erty
Damage, including Contractual Liability, Personal Injury, Products and Completed Operations;
and
P-600 (9-15) 8 of I Date I
(c) Commercial Automobile Liability Insurance with limits not less
than $1,000,000 each occurrence, "Combined Single Limit" for Bodily Injury and Property
Damage, including Owned, Non-Owned and Hired auto coverage, as applicable. I
(d) Professional liability insurance, applicable to Contractor's profession, with limits not less than $1,000,000 each claim with respect to negligent acts, errors
or omissions in connection with the Services.
(e) Technology Errors and Omissions Liability coverage, with limits of $1,000,000 each occurrence and each loss, and $2,000,000 general aggregate. The policy shall
at a minimum cover professional misconduct or lack of the requisite skill required for the performance of services defined in the contract and shall also provide coverage for the following
risks:
(i) Liability arising from theft, dissemination, and/or use of confidential information, including but not limited to, bank and credit card account information
or personal information, such as name, address, social security numbers, protected health
information or other personally identifying information, stored or transmitted in electronic form;
(ii) Network security liability arising from the unauthorized access to, use of, or tampering with computers or computer systems, including hacker attacks;
and
(iii) Liability arising from the introduction of any form of
malicious software including computer viruses into, or otherwise causing damage to the City's or
third person's computer, computer system, network, or similar computer related property and the
data, software, and programs thereon.
5.1.2 C01mnercial General Liability and Commercial Automobile Liability
Insurance policies must be endorsed to provide:
(a) Name as Additional Insured the City and County of San
Francisco, its Officers, Agents, and Employees.
(b) That such policies are primary insurance to any other insurance
available to the Additional Insureds, with respect to any claims arising out of this Agreement,
and that insurance applies separately to each insured against whom claim is made or suit is
brought.
5.1.3 All policies shall be endorsed to provide thirty (30) days' advance written
notice to the City of cancellation for any reason, intended non-renewal, or reduction in
coverages. Notices shall be sent to the City address set forth in Section 11.1, entitled "Notices to the Parties."
P-600 (9-15) 9 of
5.1.4 Should any of the required insurance be provided under a claims-made form, Contractor shall majntain such coverage continuously throughout the term of this Agreement and, without lapse, for a period of three years beyond the expiration of this Agreement, to the effeet that, shoqld occurrences during the contract term give rise to claims
made after .efCpiration of th~Agreement, sqch claims sh~ll be cove~ed by ~uch claims-made policjes.
5 ..1.5' Should ariy required insurance lapse during the term of this Agreement, requests for payments originating after such lapse shall not be processeq until the City receives satisfactory evidence of reinstated coverage as required by this Agreement, effective as of the
lapse d~e, If insl.ll'a11.c~ is ~pt reilli!tated, the City may, at its ~ole ,optt<;m, te.nnin&te,this Agre~µient effective on the. d~te of ~1:1Sh lapse of insuqmce. ·
5.1.6 Before commencing &DY Services, Contractor shall furnish fo City certificates of insurance and additional insured policy endorsements with insurers with ratings comparable to A-, VITI or higher, that are.authorized to .do business in the ~te of Calif9rnici,
and that are satisfactory to City~ \n fotJJl i;:vicfepcmg all cov;erages set forth above. Approval of the insurance by City shall not relieve or decrease Contractor's liability hereunder.
• ' '" >
• '_ ''· - ! ' • • '
5.1.7 The W9rkers' Gowpe,n,sation policy(ies),sqall b~ endors~d with.a waiver of subrogation in favor oftjle City for a11 work perfoqned by.tl:!e Coptr~~9tor! i:ts employees,·
agents .an~ ~,ubc.ontra~tor~· ~ ,
. 5:1.8 · If Contractor wm use any subcontractor(s) to provide Services,
Contractor shall require the subd'ohtra<:\tot(s) to provide all necessary insilr'ahce and to name the City and County .Of San BraiiCisco, its officers;: agents and employees and the eontractor as
additional insure&. ' ' l , 'I
5.2 Indemnification. Contractor shall indemnify and hold harmless City and its officers,' agents and employees from; and, iftequested; shall defend' them from and against any and all claims, demahds, losses, damages; costs, expenses, and liability (legal,.,conp-actual,, or otherwise) arising from or in any way connt;l(lted with any: (i) injury to or death of a person, , · including employees of City or Contractor; (ii) loss of or damage to property;. (iii~wiolation of·
local, s~te, pr frcl~ral COll}llJ.'?n \aw, ~tatute or r!!gulaypn, in~lµ~m~ but.npt lhnited to pqvacy or personally igenpfiab~e informatipn, healtq inf~rm.ation; disability and lab9~ Jaws .or !;egi,tl~tf pns; (iv) strict liability imposed by any law or regufation; or (v) losses aris~g frym, Co11tract9r's execution of subcontracts not in accordance with the requirements of this Agreement applicable to subcontractors; so long as such i~jur)r, violation, loss,' or strict liability (as set forth in
subsections (i)-,-(v) above) arises directly or indireptJy from Contractor's performance of this Agreement, incluging, but p.Qt limited to, Contractor's ;µse o:( facilities or e,quipmen~ proviqed by
City or others, regardless of the negligence of, and regardless of whether liabiljty without fault is imposed or sought to be imposed on City, except to the extent that such indemnity is void or otherwise unenforceable under applicable law, and except where such loss, damage, injury, liability or claim is the result of the active negligence or willful misconduct of City and is not
P-600 (9-15) IO of f l>atel
contributed to by any act of, or by any omission to perform some duty imposed by law or agreement on Contractor, its subcontractors, or either's agent or employee. The foregoing indemnity shall include, without limitation, reasonable fees of attorneys, consultants and experts and related costs and City's costs of investigating any claims against the City.
In addition to Contractor's obligation to indemnify City, Contractor specifically acknowledges and agrees that it has an immediate and independent obligation to defend City from any claim which actually or potentially falls within this indemnification provision, even if the allegations are or may be groundless, false or fraudulent, which obligation arises at the time such claim is tendered to Contractor by City and continues at all times thereafter.
Contractor shall indemnify and hold City harmless from all loss and liability, including attorneys' fees, court costs and all other litigation expenses for any infringement of the patent rights, copyright, trade secret or any other proprietary right or trademark, and all other intellectual property claims of any person or persons arising directly or indirectly from the receipt by City, or any of its officers or agents, of Contractor's Services.
Article 6 Liability of the Parties
6.1 Liability of City. CITY'S PAYMENT OBLIGATIONS UNDER THIS AGREEMENT SHALL BE LIMITED TO THE PAYMENT OF THE COMPENSATION PROVIDED FOR IN SECTION,3.3.1, "PAYMENT," OF THIS AGREEMENT.
NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT, IN NO EVENT SHALL CITY BE LIABLE, REGARDLESS OF WHETHER ANY CLAIM IS BASED ON CONTRACT OR TORT, FOR ANY SPECIAL, CONSEQUENTIAL, INDIRECT OR INCIDENTAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOST PROFITS,
ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR THE SERVICES PERFORMED IN CONNECTION WITH THIS AGREEMENT
6.2 Liability for Use of Equipment. City shall not be liable for any damage to persons or property as a result of the use, misuse or failure of any equipment used by Contractor, or any of its subcontractors, or by any of their employees, even though such equipment is furnished, rented or loaned by City.
6.3 Liability for Incidental and Consequential Damages. Contractor shall be responsible for incidental and consequential damages resulting in whole or in part from Contractor's acts or omissions.
Article 7 Payment of Taxes
7 .1 Except for any applicable California sales and use taxes charged by Contractor to City, Contractor shall pay all taxes, including possessory interest taxes levied upon or as a result of this Agreement, or the Services delivered pursuant hereto. Contractor shall remit to the State of California any sales or use taxes paid by City to Contractor under this Agreement. Contractor
P-600 (9-15) 11 of
agrees to promptly provide information requested: by the City to verify Contractor's compliance
with any State requirements for reporting sales and use tax paid· by City under this Agreement.
7.2 · Contractor acknowledges that this Agreement may create a "possessory interest"
for property tax purposes. Generally, such a possessory interest is not1created unless the
Agreement entitles th~ Contractor to possession,, occup~cy, or u,se of City property for private
gain. If su~h a possessocy intere~t is c:reated, then the foUowing shall, (lpply:
712.1 ' Contractor, on behalf of itself and· any permitted successors and assigns,
recognizes and understands that Contractor, and any permitted successors and assigns; may be
su~j~t to ~e.al property~ assessments on tj1e possessory iqter~.st.
7 .2.2 Contractor,· on behalf of itself and any permitted successors apd assigns,
recognize~ (lll4 understcµids that the creation, extens;on, ren~w<tl, or assignment of this
Agreement may result in a "change in owne.rship" f~r purpps~s, of re,al prqpt;iy tax,es, ljlpd~ therefore may result in a revaluation of any possessory interest created by this Agreement.
Contriicfor accordingiy agrees on behalf ofitselfand its permitt~d successors and assigns to report on behalf of the City to the County Assessor the informatfoti required by Reveiiue ahd
Taxation Code section 480.5, a5 amended from time to time, and iiny successor provision. :.::
1 ;2.3 Cortkctbr, on behalf ofitself and any pemrltted succe~sors and assigns, recogtiizes ·and iiilderstands tha'.t other events alsO' may. carisJ a change of ownership of the
possessory interest:and:resultin the revaluation of the p.assessory interest. (see, e:g., Rev. & Tax.
Code-sec;:tion 64,·as am.endedfr0m.timeto time). Co11traotor·accordingly,agrees o.n,pehfilf of ..
itself and its permitted successol'S an.d·assigns to report any change in ownership to the Coµnty .
Assessor, th~ State:Board of Equalization or o.therpublicagency <lS reqµired by law.
7.2.4 Contractor further agrees to provide sucn other infomiation as may be
requested by the Oity to en1:1ble· the City to. comply with. at;ty reporting requirements for possessory interests that are imposed b:y applicable law.
Article 8 Termination and Defa~it
8.1 Termination for Convenience
8,L~ gity shall haye the option, in its sole cli,scretion, to terminate this < ' I ' ~ ~ •
Agreement, at i:p+y time dutjng the term pereof, for convenience an<;l witb.cmt caus~, City shctll t • • ' ' ' t ~ ' ' ' ~· ' ' ': ' J ~' ' l
exercise this option by giving Contractor written notice of termination. The notice shall specify the date on which termination shall become effective.
8.1.2 Upon receipt ofthenptice o~t~npination, Co~tractor ~hall ~opune!lc;:e and, perform, with dil~g;ence,, all &ctions necessary on the part of C~nY;a.ctor to effect the termin(ltion of this Agreement on the date specified by City and to minimize the liability of Contractor and
City to third parties as a result of termination. All such actions shali'be subject to the prior approval of City. Such actions shall include, without limitatiart:
l '
P-600 (9-15) 12 of !Date!
(a) Halting the performance of all Services under this Agreement on the date(s) and in the manner specified by City.
(b) Terminating all existing orders and subcontracts, and not placing any further orders or subcontracts for materials, Services, equipment or other items.
(c) At City's direction, assigning to City any or all of Contractor's right, title, and interest under the orders and subcontracts terminated. Upon such assignment, City shall have the right, in its sole discretion, to settle or pay any or all claims arising out of the termination of such orders and subcontracts.
(d) Subject to City's approval, settling all outstanding liabilities and all claims arising out of the termination of orders and subcontracts.
( e) Completing performance of any Services that City designates to be completed prior to the date of termination specified by City.
(f) Taking such action as may be necessary, or as the City may direct, for the protection and preservation of any property related to this Agreement which is in the possession of Contractor and in which City has or may acquire an interest.
8.1.3 Within 30 days after the specified termination date, Contractor shall submit to City an invoice, which shall set forth each of the following as a separate line item:
(a) The reasonable cost to Contractor, without profit, for all Services prior to the specified termination date, for which Services City has not already tendered payment. Reasonable costs may include a reasonable allowance for actual overhead, not to exceed a total of 10% of Contractor's direct costs for Services. Any overhead allowance shall be separately itemized. Contractor may also recover the reasonable cost of preparing the invoice.
(b) A reasonable allowance for profit on the cost of the Services described in the immediately preceding subsection (a), provided that Contractor can establish, to the satisfaction of City, that Contractor would have made a profit had all Services under this Agreement been completed, and provided further, that the profit allowed shall in no event exceed 5% of such cost.
(c) The reasonable cost to Contractor of handling material or equipment returned to the vendor, delivered to the City or otherwise disposed of as directed by the City.
( d) A deduction for the cost of materials to be retained by Contractor, amounts realized from the sale of materials and not otherwise recovered by or credited to City, and any other appropriate credits to City against the cost of the Services or other work.
8.1.4 In no event shall City be liable for costs incurred by Contractor or any of its subcontractors after the termination date specified by City, except for those costs specifically enumerated and described in Section 8.1.3. Such non-recoverable costs include, but are not
P-600 (9-15) 13 of
limited to, anticipated profits on the Services under this Agreement, post-termination employee salaries, post-termination administrative expenses, post-termination overhead or unabsorbed overhead, l:!.ttorneys' fees or otqer costs relatjng to t}J,e prosecl.;ltipn of a clfilm or lawsuit, prejudgment interest, or any other expense which is not reasonable or authoriz~d under Seqtion
8.1.3.
8.1.5 In arriving at the amount due to Contractor under this Seetion, City may deduct: (i) all payments previously made by City for Services covered by Contractor's final invoice; (ii) any claim which City may have against Contractor in connection with this Agreement; (iii) any invoiced costs or expenses excluded pursuant to the immediately preceding subse9tion 8.1.4; and (iv) in instances in wlµcQ, in the opiajon of ~e City,.the cost of any Service performed under this Agreement is exc,essiveJY ,l;ligh due to cpsts incurred to remed>' or r:ep}ace
defective or reji;ct~d Services, the diff~rence betw~n thi; invoiced amount and Ci~'s estirnatt? of the reasonable cost of perfoqning the invoiced, S.ervices ,in compliance with the requi~emenUl pf
this Agreeme~t. ,
8.1.6 City's ·payment obligation under this Section shall survive termination of
this .Agreement.
8.2 'Terµiination for Default; Remedies.
, ~.2,~ l :EJach o(the following,s~all constitute wi hnmedi<1.te eveqt of default ("Evtr11t of DefaµJr'). µnqer thjs Agreel1}ent:
(a) Contractor fails br refuse~rfo perfotth or 'observe any term,
covenant or conditioq containe~ in any of,tjle fqliowing ~ections pfthis,J\greement:
; '
3.5 Submitting Fa15e Claims. . . , 10.4 Nondisdosure of Private, Proprietary or
,. ' . ' ConfidentlaJ·Jnforinatiori '
' 4.5 Assignment " . 10:10 'Alcohol and Drug-FreeWorknlilce
Article 5 Insurance and Indemnity 10.13 Wor!dng with Minors Article 7 Paviiieht ofTaxes ii ·1no cotnoliilnce ·With' rraws
;
. (b) ' Contractor fails or-refuses toij)erforin or observe any other term, covenant or condition contained in this Agreement, including ariy obligation imposed by
ordinance or statute' and incorporated by reference herein, and such default continues for a period of ten days after written notice thereof from City to Contractor.
( c) Contractor (i) is generally not paying its debts as tli,ey beccime due; (ii) files, or consents by answer or otherwise to the filing againstit of a petition for relief or reorganization or arrangement or any other pi;tition in hanpuptcy or for liquidation or to take
advantage of any bankruptcy, insolvency or ot9er debtors' ~lief law of any juri~diction; (iii) makes an assignment for the benefit of its creditors; (iv) consents to the appointment of a custodian, receiver, trustee or other officer with similar powers of Contractor or of any
P-600 (9-15) 14of (Date(
substantial part of Contractor's property; or ( v) takes action for the purpose of any of the foregoing.
(d) A court or government authority enters an order (i) appointing a
custodian, receiver, trustee or other officer with similar powers with respect to Contractor or with respect to any substantial part of Contractor's property, (ii) constituting an order for relief or
approving a petition for relief or reorganization or arrangement or any other petition in bankruptcy or for liquidation or to take advantage of any bankruptcy, insolvency or other
debtors' relieflaw of any jurisdiction or (iii) ordering the dissolution, winding-up or liquidation
of Contractor.
8.2.2 On and after any Event of Default, City shall have the right to exercise its
legal and equitable remedies, including, without limitation, the right to terminate this Agreement
or to seek specific performance of all or any part of this Agreement. In addition, where applicable, City shall have the right (but no obligation) to cure (or cause to be cured) on behalf of
Contractor any Event of Default; Contractor shall pay to City on demand all costs and expenses incurred by City in effecting such cure, with interest thereon from the date of incurrence at the
maximum rate then permitted by law. City shall have the right to offset from any amounts due to
Contractor under this Agreement or any other agreement between City and Contractor: (i) all
damages, losses, costs or expenses incurred by City as a result of an Event of Default; and (ii) any liquidated damages levied upon Contractor pursuant to the terms of this Agreement; and
(iii), any damages imposed by any ordinance or statute that is incorporated into this Agreement by reference, or into any other agreement with the City.
8.2.3 All remedies provided for in this Agreement may be exercised individually or in combination with any other remedy available hereunder or under applicable
laws, rules and regulations. The exercise of any remedy shall not preclude or in any way be deemed to waive any other remedy. Nothing in this Agreement shall constitute a waiver or
limitation of any rights that City may have under applicable law.
8.2.4 Any notice of default must be sent by registered mail to the address set forth in Article 11.
8.3 Non-Waiver of Rights. The omission by either party at any time to enforce any
default or right reserved to it, or to require performance of any of the terms, covenants, or provisions hereof by the other party at the time designated, shall not be a waiver of any such
default or right to which the party is entitled, nor shall it in any way affect the right of the party
to enforce such provisions thereafter.
8.4 Rights and Duties upon Termination or Expiration.
8.4.1 This Section and the following Sections of this Agreement listed below,
shall survive termination or expiration of this Agreement:
P-600 (9-15) 15 of
3.3.2 ' ' Payment Limited to Satisfactoriy Services 9.1 Ownership of Results 3.3.7(a)
" 9niµt Fµnded Co!1tracts - DisaJJpwan~ 9.2 Wo~forHir~
3.4 Audit and Inspection of Records 10.4 Nondisclosure of Private, Proprietary or 1·. ,· r
Confidebtial Infdrmation · 3.5 SubmiJ:tirig False Claims 11.6 Dispute Resolhtion Procedure
. ' ' ··'
Article 5 Insurance and Indemnity 11.7 Agreement Made in California; Venue 6.1 Li<PJility of City u.s, <:;o.I!ffiuctjon 6.3 Li~bjlity, for Incident:al ru;id Conseq~~ntial p.9 Entirif Agre11rnent
nariia!!es · Article7 Pavment of Taxes
,_,, 1 '« 11.10' ' 'Compliance with taws · ' " .. '"
8.1.6 Paynierit Obligation .
lLll ' Severability ' ,,
" " , ,. ... ' ' '
8.4.2 Subject to the stirvival of:the Sections. identified in Section 8.4.l, above, if this f\greement is terminated priprtQ ~~Pir~tjon of tqe ~~rm sp~i;:ifled it;i Artifle 2, this A~eernent sh,aU be of no fprth~r for;ce pr eff~~t, Col\tractor sl;iall traqsf~r, titl~ to Cit);', anq ~eli,ver in the,m'Wfl:~~· at th!! tim~s, aricl t9,tl,ie1ext~nt, jf any, difected
1by city, any work ;n progress, .•
copi~\eted wm;k, s~pplies, eqµipme~1r ~d pt}1er rp~terials pf9du9e.~ !llj a p,art .of, qr a9qµi~y9 in connection with the performance of this Agreement, and any completed or partially completed
; '. ~;- '.' . ~:! -,- :- ' - ~'': j _{,~. _,'1'_ , ,[1 ' ~ 'l ,- ' ... ti·' '' ,J< ·;_..; ;
work which, if this Agreement had been completed, would have been required to be furnished to City. ,, , .~
Article'9 · · RightS ID DeliVerahles · · · · J, " ' . J ·1 I
' L 9. ~ 'Qw.n.er~h~p «;>f.Resµ,t's. Any, in~ere~t qf Con~~tor or its .subc~ntr,aptm:~ •. in the J?eliverable~1 . iJ?-9ludin;g' 1µ1X 4r~"1in~, pl~, sp~cjficat~ons, blueprints, studi,e~1 repo~, memoranda, computa,tio11 sheflts, coµipµter files a,nd ~m:;di~ or 9t}ler dO,C,utnfln~ pr~pared by , Contractor or its subcont~actors, sh'ali become 'tlie propertY of and will b~ translcitted to City .. ,
However, unless expressly prohioited elSewhete· in this Agreement, Contractor may retain and use Copies fdr reference and its aocuinehtati6n of its ·experience ani:l1 c~pabHiti~s. " '
j· l . ~ . , , . -· _ , , , / .. l ' , I ·- J ,
, ,Q.2 .·. Wor~ for Hjre. I,f,5~ connect~qn ~itjl Servi.~es, Co,n~ctor <?f ~ts sul;>contract9rs cr~~es p~Iiverable~ i.n9iluq~g, w,~thpl.Jt l\mitaqon? ~or~ copy, .PQS~~rs. pillbqards, photographs, videotapes, aud\~~f>~,1 ~ystews g~s~gris, S~Of}Wllfe, reJJO~,, di~~11 SUfVrys, blueprints, source codes, or any other original works of authorship, whether in digital or any other format, such works ofauthorship shall be works for hire as defued under Title 17 of the
United States Cpd~, 1p1d all copyrights iA sQchwor~ ~hi!ll li~ $.~ Qroperty of the City. If any D~liverables c~ate!f by Contmctor;.o.r its ~Qb~o.ntraqtor(s)under this·,Agreeme11t are ever detetmined not to .b~works for hire under lJ.S. law, Contrac~9r h!'!reby ~sigris all Contractor's
cop)'Jjights to Sl.Jch Deliveral;>les to tile City, ~grees to provide any m.aterial a.Q.d execute any docU1Ilen1$necessaryto eff~tQate such assignment, and agrees t() inclµde ~ clausflin evticy subcontract imposing the same duties upon subcontractor(s). With City's prior written approval, Contractor and i.~ subcontractor(s) may retain, and use copies of such works for reference and as documentatio~ ~f their respective experience and' capabiliti~s: ' '
' . '
Article 10 Additional Requirements Incorporated by Reference
P-600 (9-15) 16 of I Date I
10.1 Laws Incorporated by Reference. The full text of the laws listed in this Article 10, including enforcement and penalty provisions, are incorporated by reference into this
Agreement. The full text of the San Francisco Municipal Code provisions incorporated by
reference in this Article and elsewhere in the Agreement ("Mandatory City Requirements") are available at www.sfgov.org under "Government."
10.2 Conflict of Interest. By executing this Agreement, Contractor certifies that it
does not know of any fact which constitutes a violation of Section 15.103 of the City's Charter; Article III, Chapter 2 of City's Campaign and Governmental Conduct Code; Title 9, Chapter 7 of
the California Government Code (Section 87100 et seq.), or Title 1, Division 4, Chapter 1,
Article 4 of the California Government Code (Section 1090 et seq.), and further agrees promptly
to notify the City if it becomes aware of any such fact during the term of this Agreement.
10.3 Prohibition on Use of Public Funds for Political Activity. In performing the Services, Contractor shall comply with San Francisco Administrative Code Chapter 12G, which
prohibits funds appropriated by the City for this Agreement from being expended to participate
in, support, or attempt to influence any political campaign for a candidate or for a ballot measure.
Contractor is subject to the enforcement and penalty provisions in Chapter 12G.
10.4 Nondisclosure of Private, Proprietary or Confidential Information.
10.4.1 If this Agreement requires City to disclose "Private Information" to
Contractor within the meaning of San Francisco Administrative Code Chapter l 2M, Contractor
and subcontractor shall use such information only in accordance with the restrictions stated in
Chapter 12M and in this Agreement and only as necessary in performing the Services. Contractor is subject to the enforcement and penalty provisions in Chapter 12M.
10.4.2 In the performance of Services, Contractor may have access to City's
proprietary or confidential information, the disclosure of which to third parties may damage City.
If City discloses proprietary or confidential information to Contractor, such information must be held by Contractor in confidence and used only in performing the Agreement. Contractor shall exercise the same standard of care to protect such information as a reasonably prudent contractor
would use to protect its own proprietary or confidential information.
10.5 Nondiscrimination Requirements
10.5.1 Non Discrimination in Contracts. Contractor shall comply with the
provisions of Chapters 12B and 12C of the San Francisco Administrative Code. Contractor shall incorporate by reference in all subcontracts the provisions of Sections12B.2(a), 12B.2(c)-(k), and
12C.3 of the San Francisco Administrative Code and shall require all subcontractors to comply
with such provisions. Coqtractor is subject to the enforcement and penalty provisions in Chapters
12B and 12C.
10.5.2 Nondiscrimination in the Provision of Employee Benefits. San Francisco Administrative Code 12B.2. Contractor does not as of the date of this Agreement, and
P-600 (9-15) 17 of
will not during the term of this Agreement, in any of its operations in San Francisco, on real property. owned by San Francisco, or where work is being performed for the City elsewhere in the United State5, discriminate in the prqvision of employee benefits between employees with domestic partners and employees with0spouses arid/or between the domestic partners and spouses of such employees, subject to the conditions set forth in San Francisco Administrative Code
Section12B.2 .
. 10.6 Local Business Enterprise and Non-Discrimination in: Contracting Ordinance. Contractor shall comply with .all applicable provisions of Chapter 14B (" LBE Ordinanoel'). Contractor is subject to the enforcement and penalty provisions in Chapter 14B. Contractor shall utilize LBE Subcontractors for at least I enter percentage] of the Services e~cept as otherwise authorized·in writihg'bythe Director of CMD. Contractor shall incorporate the
requirements of the LBE Ordinance in each subcontract made in the fulfillment of Contractor's LBE subcontrac~ing commitments.
10.7 Minlmum.Compensaniln'ot~hiance. Contraetor shall ~ay covered e~pl~ye~s no less than the mihinium comp:ensatfon re~uired by: Sari Frandisc6 Admiliistrative Code ch~ter 12P. Coqtractoi'is subject to 'tlie enforcement and pena1ty provisions ih Chapter 12P. By sigi:iing
and execµthig this Agr~men{Contractor ceitif!es'th~t it is in c.omjJliance with Chaptei- i2P .. ".. , ! ' '11 .+'
JO.~. H~lth care ~C~Qunqt~iUty.:Ordi~an~e. Co.ntractor shqlJ cmnply with San Francis.qo !).wwrustratiy~ Code ¢hapter l?Q. Cq111:factor ~hall choos.e and perform one ()f th~ }ieal-µi Care Accoqn~i)jty opt\9~ set forth in San Frarioisc:o ~dnWijstqttiye Code Chapter
12Q.3,. C_onITTts:tor i~.~4bject to the et1fqrcement aqd pe_nalty provisi9IJ~ ~ Chap~er 14Q ..
10.9 First So~rce Hiring Program. Contractor must comply with all of!the provisions
of the First Sol.lt;ce !:fippg Prqgrami Ch~pter 83 of th~ ~an Eranci5.c9, Admini~tt:ative·Code, that apply to ~is Agreen;i,ent,. and Con~ctor is supj e.ct to the ei;tforcement and penalty provisi9ns in
Chag~~r: 8~: . 1 ; ,
" · 10; 10 Alcohol and Drug-Free Workplace. City reserves the tight ta deny access"to, or require Cotitrailtorto remove from, City facilities personnel ofany·Conttactor or subcorifractor who City has reasonable grounds to believe has engaged in alcohol abuse or illegal drug activity which in any way impairs City's ability to maintain safe work facilities or to protect the health and )Yell-being of pty employees aµd the general public. City shall have the right of final appro~al :fut the entrY or re-entry of ariy such pers~h previoJsiy denied access to, or re~oved from, City facilities. megai drug activity m~ans possessiiig,·futnishlng, selling, offering, purchasing, using or b'ehtg Und~r th~ influence of illegal drugs or dthef controlled substahces for
which the fnciividual lacks ~valid prescriptiori.. Alcohol abuse means pdssessing, furnishllig, ' selling, 'offering, or tising alcoh.olic beverages, or being under the' inflhence of ajcbhol. ·
Contraqtor ~grees in the performance o(this Agr.:ee111ent to mab,itain a drug-free workplftce by notifying e,nploy~s th~t uqlawful dn.ig use is prohibited a,nd specifyipg what ~ctiqns will b~
P-600 (9-15) 18 of (Date I
taken against employees for violations; establishing an on-going drug-free awareness program
that includes employee notification and, as appropriate, rehabilitation. Contractor can comply
with this requirement by implementing a drug-free workplace program that complies with the
Federal Drug-Free Workplace Act of 1988 (41 U.S.C. § 701) 090 83 50 ct
10.11 Limitations on Contributions. By executing this Agreement, Contractor
acknowledges that it is familiar with section 1.126 of the City's Campaign and Governmental
Conduct Code, which prohibits any person who contracts with the City for the rendition of
personal services, for the furnishing of any material, supplies or equipment, for the sale or lease
of any land or building, or for a grant, loan or loan guarantee, from making any campaign
contribution to (1) an individual holding a City elective office ifthe contract must be approved
by the individual, a board on which that individual serves, or the board of a state agency on
which an appointee of that individual serves, (2) a candidate for the office held by such
individual, or (3) a committee controlled by such individual, at any time from the
commencement of negotiations for the contract until the later of either the termination of
negotiations for such contract or six months after the date the contract is approved. The
prohibition on contributions applies to each prospective party to the contract; each member of
Contractor's board of directors; Contractor's chairperson, chief executive officer, chief financial
officer and chief operating officer; any person with an ownership interest of more than 20
percent in Contractor; any subcontractor listed in the bid or contract; and any committee that is
sponsored or controlled by Contractor. Contractor must inform each such person of the limitation
on contributions imposed by Section 1.126 and provide the names of the persons required to be
informed to City.
10.12 Slavery Era Disclosure. Contractor shall comply with San Francisco
Administrative Code Chapter 12Y, San Francisco Slavery Era Disclosure Ordinance, including
but not limited to Contractor's affirmative duty to research and disclose evidence of Contractor,
its parent or subsidiary entity, or its Predecessor Company's Participation in the Slave Trade or
receipt of Profits from the Slave Trade. Contractor is subject to the enforcement and penalty
provisions in Chapter 12Y.
10.13 Working with Minors. In accordance with California Public Resources Code
Section 5164, if Contractor, or any subcontractor, is providing services at a City park,
playground, recreational center or beach, Contractor shall not hire, and shall prevent its
subcontractors from hiring, any person for employment or a volunteer position in a position
having supervisory or disciplinary authority over a minor ifthat person has been convicted of
any offense listed in Public Resources Code Section 5164. In addition, if Contractor, or any
subcontractor, is providing services to the City involving the supervision or discipline of minors
or where Contractor, or any subcontractor, will be working with minors in an unaccompanied
setting on more than an incidental or occasional basis, Contractor and any subcontractor shall
P-600 (9-15) 19 of
comply.with any and all applicable requirements under federal or state law mandating criminal history screening for such positions and/or prohibiting employment of certain persons inchiding but not limited to California Penal Code Section 290.95. · In the event of a conflict between· this section and Section 10.14, "Consideration of Criminal History in Hiring and Employment Decisions," of this Agreement, this section shall control.
l p.14 Cons~.deration of C:riminal History i~ Hiring and ~mployme~t Jlecisions
'10.14.1 Contractor agrees to comply fully with and be boupd by all of the
provisions of Chapter 12T, "City Contractor/Subcontractor Consideration of Criminal History in
Hiring and, . .Pmployment Decisions," ofthe ~an Frf111cisco Adm.inistrative Co9e ("Chapter 12T"),
including;.the r~~edies providei;l, and itppl~meqting regulaJiqµs, ~ rpay be ~eqd1d frrn;n t\me to time. Uu~ pro,visi9ns pf CM.pter UT are incoIJJOf;:tte9 by refo~eqce and made~ part .of this
Agreeme~t as though. fuliy s~t f9rt411ei;ein; The text ~f the Ch~pter ~7T i~ av!litab1~ on fur .web at http://sfgoy.o~g/~IB,e/~co.A p~alFITTing qf ~?me.ofQ9n~actor's ~blig~~~~s 41:14er C~apter 12T is set forth in this Section. Contt;a~tor is requif~ tq ~,amply with all of the applicaple . ,
- _ ~ l ; , : . ~ I .·
provisions of 12T, irrespective of the listing of obligations in this Section. Capitalized terms used in this Section and not defined in this Agreement shall have the meanings assigned to such terms
in Chapt~"1121f. 1 1 . •,
'· . 10.14.2 The teqriitements of Chapter 12T.shall orily aj>J>.lyto'a Contractor;s or
Subtontractor's1 operatiOns to tlie extertt those opentti'ons are in furtherance oftlie 'performance of thi$ Agreement, shilll'apply'only tbapplibabts and empfoyeeswbo'would be or ate perfohriing workin furlheran:6fofthis'Agreemeri~ 'arid sha11 apply when the physical 1bcaiio~ of the
employment or prospective empJoyment of.an ffiqi;vidual is wholly or substantially within the
Ci~pf San ~~ap~isc?. Chaftt:r l~T shall no~: (lpply when the appHc;:i~\<;m to ,a P!lrt,icul¥ context would conflict "'1th, federal or ~tite la\Y or with a requirement of a gove~m,e11t agency . implementing federal or state law. · · ' ' ·
10.15 Public Access to Nonprofit Records and Meetings. If Contractor receives a cumulative total per year of at least $250,000 in City funds or City-administered funds and is a non-profit organization as defined in Chapter 12L of the San Francisco AdniirnStrative Code, Contractor must comply with the City's Public Access to Nonprofit· Records and Meetings requirements, as setforthin Chapter 12L of the San FranciscoAdmini.strative Code, including the remedies provided therein.
10.16 Food Service Waste Reduction Requirements. Contractor shall comply with the
Food Seryice ~aste Reductioµ Ordinance, asset forth in San Frµcisco Eµvjrownent ~ode Chapter 16, including but not limited to the re.rnedie~ for noncompliance provided therein. -
P-600 (9-15) 20of (Date(
10.17 Sugar-Sweetened Beverage Prohibition. Contractor agrees that it will not sell, provide, or otherwise distribute Sugar-Sweetened Beverages, as defined by San Francisco Administrative Code Chapter 101, as part of its performance of this Agreement.
10.18 Tropical Hardwood and Virgin Redwood Ban. Pursuant to San Francisco Environment Code Section 804(b ), the City urges Contractor not to import, purchase, obtain, or use for any purpose, any tropical hardwood, tropical hardwood wood product, virgin redwood or virgin redwood wood product.
10.18.1 Contractor shall comply with San Francisco Environment Code Chapter 8, which provides that except as expressly permitted by the application of Sections 802(b) and 803(b) of the San Francisco Environment Code, Contractor shall not provide any items to the City in performance of this contract which are tropical hardwoods, tropical hardwood wood products, virgin redwood or virgin redwood wood products. Contractor is subject to the penalty and enforcement provisions of Chapter 8.
10.19 Preservative Treated Wood Products. Contractor shall comply with the provisions of Sa11 Fran9isco Environme.nt <:;ode Ch~pter 13, whi.ch requires t1;iat each Contractor purchasing preservative-treated wood products on behalf of the City, shall only purchase such products from the list of alternatives adopted by the Department of the Environment pursuant to Section 1302 of Chapter 13, unless otherwise granted an exemption by the terms of that Chapter.
Article 11 General Provisions
11.1 Notices to the Parties. Unless otherwise indicated in this Agreement, all written communications sent by the Parties may be by U.S. mail or e-mail, and shall be addressed as follows:
To City:
To Contractor:
Any notice of default must be sent by registered mail. Either Party may change the address to which notice is to be sent by giving written notice thereof to the other Party. If email notification is used, the sender must specify a receipt notice.
11.2 Compliance with Americans with Disabilities Act. Contractor shall provide the Services in a manner that complies with the Americans with Disabilities Act (ADA), including but not limited to Title H's program access requirements, and all other applicable federal, state and local disability rights legislation.
P-600 (9-15) 21 of
11.3 Payment Card Industry ("PCI") Requirements. Contractors providing services
and products that handle, transmit or store cardholder data, are sullject to the following requirements:
11.3. l Applications !"\tall ,be fOmplicpit wi$ th~ Payment Application
Data Seq9rity sur~d (P A-D~S) and yali9atyd by a ~.iymept A~plication Quallfi~d Sec~rity ~sessor (P.A-QSA). A Contractqr w~os7 &p,plication has achiev,ed PA-DSS certifo;;ation ~ust then be listed on th~ PCI CouncHs list of PA-DSS ftpproved and validated payqient applicatioQs.
l • ' ~ ' "' ' . ' - "' .
11.3~2 Gateway providers shall ·have appropriate Payment Card Industry
Data Security Standards (PCI D~S) certification as service.providers
(https://www.pcisecuritystandards.org/index.shtml). Gonipliance with the'PCI DSS shall be
achieved thtouglra third party audit process~ The Contractors.hall com~ly with Visa Cardholder
Infopnqtion Security. Program (CISP) and MasterCard Site Data Protection ~SDP) pro grains.
· · · 11 j'.3 For any Contractor ilia~ processes PIN Debit Cards, payment card
devices supplied by Conrra6tor shall h'e validated against the PCI Co'uncil PIN Transacti'on ,1 ' ,, t·'
. ' 11 }A. F.o~ items 11 .3.1 to) 1.3.~ abpv~ C!Ji:itractqr shaIJ pr9vide "!letter
from their qualified security assessor (QSA) affirming their compliance and current PCI 9i;1TS
compliance .certificate.
11..3.? " Contqu;:tor shall be respon~i)?le for fymishjng City wJth an upd;ited Pq compJiance certipcate 30 c~e11gar clays prio~ to its e~piratipn. -
·11.3.6 ·Batik Accounts. Collections"thafrepre5ent fuilds belonging 'to the
City and C6tihtY of San Frartcisco shall be dewsitei:l, without det6ur to a third party's bank
account, into a City ahd County of San Fraricis~b bank acCciunf desigh.ated by the Office of the Treasurer and Tax Collector.
11.4 Sunshine Ordinance. Contractor acknowledges that this Agreement and all
recor~ related to iUi .f9riijW:ioJh Contr~ctqf's perf~n;miwqe ,Qf Seryjqes, anft City's ·paymeqt are
subj,~t~o ~e G~ifornia ~bl~0;)l~cords Act, (Oaljfomia Government Coqe, §6~50 et. se,q.), aqd
th,_e ,San Fran<?i~co ~J!Dshine Qrqinance, C&an Fr¥t~jsc,o 1).i;lµlini8t!'l~ve <;:9.de 9hapter fl?)· Such records are subject to public inspection and copying unless exempt from disclosury under federal, state or local law.
~ ; f ' t '
11.5 Modification of this Agreement. This Agreen;i~nt may not be moclified, nor may comp~iance with any of its terms be waived, except as notec;l in Section 11.1, ''Notices to
Parties," regarding change in'personnel or place, and ~xcept by wntt~n instrument executed and
approved in the same manneras this Agreement. [If the contract amount Is. $55,000 or more! half of the Minimum CompetitiH' Amount), then add the following sentence: J Contractor sh~l cooperate with Department to submit to the Director of CMD any amendment, modification,
P-600 (9-15) 22of (Date(
supplement or change order that would result in a cumulative increase of the original amount of this Agreement by more than 20% (CMD Contract Modification Form).
11.6 Dispute Resolution Procedure.
11.6.1 Negotiation; Alternative Dispute Resolution. The Parties will attempt in good faith to resolve any dispute or controversy arising out of or relating to the performance of services under this Agreement. If the Parties are unable to resolve the dispute, then, pursuant to San Francisco Administrative Code Section 21.35, Contractor may submit to the Contracting
Officer a written req~est for administrative review and documentation of the Contractor's claim(s). Upon such request, the Contracting Officer shall promptly issue an administrative decision in writing, stating the reasons for the action taken and informing the Contractor of its right to judicial review. If agreed by both Parties in writing, disputes may be resolved by a mutually agreed-upon alternative dispute resolution process. If the parties do not mutually agree to an alternative dispute resolution process or such efforts do not resolve the dispute, then either Party may pursue any remedy available under California law. The status of any dispute or controversy notwithstanding, Contractor shall proceed diligently with the performance of its obligations under this Agreement in accordance with the Agreement and the written directions of the City. Neither Party will be entitled to legal fees or costs for matters resolved under this
section.
11.6.2 Government Code Claim Requirement. No suit for money or damages may be brought against the City until a written claim therefor has been presented to and rejected by the City in conformity with the provisions of San Francisco Administrative Code Chapter 10 and California Government Code Section.900, et seq. Nothing set forth in this Agreement shall operate to toll, waive or excuse Contractor's compliance with the California Govern111ent Code Claim requirements set forth in San Francisco Administrative Code Chapter 10 and California Government Code Section 900, et seq.
11.6.3
11.7 Agreement Made in California; Venue. The formation, interpretation and performance of this Agreement shall be governed by the laws of the State of California. Venue for all litigation relative to the formation, interpretation and performance of this Agreement shall
be in San Francisco.
11.8 Construction. All paragraph captions are for reference only and shall not be considered in construing this Agreement.
11.9 Entire Agreement. This contract sets forth the entire Agreement between the parties, and supersedes all other oral or written provisions. This Agreement may be modified only as provided in Section 11.5, "Modification of this Agreement."
11.10 Compliance with Laws. Contractor shall keep itself fully informed of the City's Charter, codes, ordinances and duly adopted rules and regulations of the City and of all state, and
P-600 (9-15) 23 of
federal laws in any manner affecting the performance of this Agreement, and must at all times comply with such local codes, ordjnances, and regulations and all applicab~e laws as they may be amended from time to time.
11.11 Severability. Should the application of any provision of this Agreement to any particular facts or circumstances be found by a court of competent jurisdiction to be invalid or unenforceable, then (a) the validity of other provisions of this Agreement shall not be affected or Impaired thereby, and (b) such provision shall be enforced to the maximum extent possible so as
to effect the intent of the parties and shall be reformed without further action by the parties to the extent necessary to make such provision valid and enforceable.
11.12 Cooperative Drafting. This Agreement has been drafted through a cooperative effort of City and Contractor, and both Parties have had an opportunity to have the Agreement reviewed and revised by legal counsel. No Party shall be considered the drafter of this Agreement, and no presumption or rule that an ambiguity shall be construed against the Party drafting the clause shall apply to the interpretation or enforcement of this Agreement.
11.13 Order of Precedence. c'ontractor agrees to perform the services µescrib~d belqw in accordance with the terms and conditions of this Agreement, implementing task orders, the RFP, and Contractor's proposal dated [Insert Date of Proposal]. The RFP and Contractor's proposal are incorporated by reference as though fully set forth herein. Should there be a conflict of terms or conditions, this Agreement and any implementing task orders shall control over the RFP and the Contractor's proposal.
Article 12 MacBride And Sign~i!Ire
12.1 MacBride Principles -Northern Ireland. The provis,ions of San Francisco J' '< '
Administrative Code § 12F are incorporated herein by this reference and made part of this Agreement. By signing this Agreement, Contractor confirms that Contractor has read and understood that the City urges companies doing business in Northern Ireland to resolve employment inequities and to abide by the MacBride Principles, and urges San Francisco companies to do busine~s with corporations that abide by the MacBride Principles.
+[SIGNATURES ON FOLLOWING PAGEJ
I~ !
P-600 (9-15) 24of (Date(
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the day first mentioned above.
CITY
Recommended by:
Approved as to Form:
Dennis J. Herrera City Attorney
Deputy City Attorney
Appendices A: Scope of Services B: Calculation of Charges
C: Insurance Waiver
P-600 (9-15)
CONTRACTOR
City vendor number:
25 of
1. Description of Services
Appendix A Scope of Services
Contractor agrees to perform the following Services:
All written Deliverables, including any copies, shall be submitted on recycled pap~r and printed on double-sided pages to the maximum extent possible.
2. Services Provided by Attorneys. Any services to be provided by a law firm or attorney must be reviewed and approved in writing in advance by the City Attorney. No invoices for services provided by law firms or attorneys, including, without limitation, as subcontractors of Contractor, will be paid unless the provider received advance written approval from the City Attorney.
If the Agreement does not include Deliverables that are tangible and instead r:esult in reports, include the following reports paragraph. If the deliverables are items that are measurable without a report, and a report is not required, do not include th,e following
~ra~~· i
3. Reports. Contractor shall submit written reports as requested by the (insert name of department]. Format for the content of such reports shall be determined by the [insert name of departmentj. The timely submission of all reports is a necessary and material term and condition of this Agreement. The reports, including any copies, shall be submitted'on recycled paper and printed on double-sided pages to the maximum extent possible.
4. Department Liaison
In performing the Services provided for in this Agreement, Contractor's liaison with the [insert name of department] will be (insert name of contact person in department).
In drafting the Scope of Services, the following format may be helpful in drafting:
A. Project Background
B. Project Definitions
P-600 (9-15) A-1 I agreement datel
C. Project Deliverables
The Contractor shall provide each of the following deliverables in writing to the City for review and approval to achieve the project objectives.
C. l. <Title>
Deliverable 1
C.2 <Title>
Deliverable 2
C.3. <Title>
Deliverable 3
C.4 <Title>
Deliverable 4
P-600 (9-15) A-2
AppendixB Calculation of Charges
No invoices for Services provided by law firms 01: attorneys, including, without limitation, as subcontractors of Contractor, will be paid unless the provider received advance written approval from the City Attorney.
In drafting the Calculation of Charges, the following format may be helpful in drafting:
Deliverable
Deliverable 2:
Deliverable 3:
Total Cost
P-600 (9-15)
Target Completion Dates
B-1
Cost
lagreement date!
_,
P-600 (9-15) C-1
APPENDIX B
1
2
3
[Requiring recyclableloompostable bags tor· newspapers and handbills to be compostable or approved for mpisture.protection.]
. . ' 4 Ordinance amending Article 5.7 of the San Frcincisco Public Works Code by amending
' ' - ' ' ' ' t ' I, ". ~ ,• .
5 Sections 184.69. 184.70 and 184.71 and addi~g a new Section 184.77, to require any
6 person wh~ distrihutes newspapers or handbills to or upon private prop~rty· th~t are
7 packaged. bagged or otherwise enca~ed 'in a protective ~overing to use only compostable or
8 approved moisture protecting materials in bags or other wrapping to or upon pnvato property ' ' ; . . . \, .
9 to USO only rocyc'lablo or compostable materials for.such packaging and to impose • • I , ', ~. - ~· f. ', ', . , , ~ 1
1 O · penalties; and making environmental findings.
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Note:
' f I ~
- j i' >~
Additions are single-underline italics Times New Roman; deletions are strilcethtefi!gh itiilics Times~NeliiRemfJJ'l. . ' Boarq amendment ad~itions are double undedjned .
. Boara amenatnerilt· tfeletiohs atS•'strikelllfotJgn noritlal.
~ " .
Be it ordained by the People of the City and County of San Francisco:
15 Section 1. The San Francisco Public Works Code is hereby amended by amending ' ~ ;~ l < 1 j < ~ • ' "' ~ * ,; ,~ jt_ ' '
16 Sections 184.69, 184.70 and 184.71, to read as follows: , .~. '
SEC. 184.69. DEFINITIONS. ' ' ! , r I•
For the purposes of this Article:
(a)
(b)
' ; ~ ' . " • ~ ; t'..... -
11Board 11 means the Board of Supervisors of the City. \ t ' t :\ I ' l '
11City11 means the City and County of San Francisco ..
; '
(c) 11 Departrrient11 means the Department of Public Works of the City.
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18
19
20
21
22 (d) "Director' means the Director of the Department of Public Works of the City. '!-:' ! lt : '
23 Director shall mean and include an officer or employee of the City designated to act on the
24 Directors behalf.
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1 (e) "Director of the Department of the Environment" shall mean and include the
2 Director of the Department of the Environment of the City and an officer or employee of the
3 City designated to act on such Director of the Department of the Environment's behalf.
4 fat ill "Handbill" means any handbill, dodger, circular, booklet, card, pamphlet, sheet
5 or any other kind of printed matter or literature which is distributed to or upon any premises in
6 the City. Handbill shall not include a Sign, as that term is defined and regulated by Sections
7 184.56 to 184.68, inclusive, of this Code.
8 tft ,(gL"Newspaper" means a publication that (1) is printed, published, and circulated at
9 regular intervals, including, but not limited to, daily, weekly, bi-weekly, aR9 monthly. bi-annual.
1 O and annual circulation, (2) contains at least 3 separate sheets of paper, and (3) has printed
11 matter on at least one side of the paper.
12 ffi1 !bl:"Pe'rson" means any individual person, firm, partnership, association,
13 corporation, company, organization, society, group or legal entity of any kind.
14
15 SEC.184.70. DISTRIBUTION OF HANDBILLS ON PRIVATE PREMISES.
16 (a) Findings. The Board hereby finds and declares that the City has a compelling need to
17 prohibit control the distribution of Hand-bills on private premises where the occupant has expressed
18 his or her unwillingness to receive such Hand-bills. Prohibiting Controlling distributions of Hand-bills
19 in defiance of an occupant's expressed desire not to receive them strikes an appropriate accommodation
20 between the rights of distributors to solicit willing listeners with the rights of occupants to object to
21 receive the material.
22 This Ordinance is also aimed at decreasing the adverse effects of the distribution of
23 unsolicited Hand-bills on private premises. The prohibition against delivering Hand-bills contrary to the
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Supervisor Smith BOARD OF SUPERVISORS Page2
12/15/15
1 expressed·desire of the occupant and th.e requirement that Handbill~ be folded or otherwise attached to
2 the outside o{ a pre:rnises will decrease the '1filOUnt of litter crecited by Handbillso .
3 (b) Prohibition When ''No Handbills" ~ign Posted. It shall be unlawful for any Person to
4 distribl!te! t::aqs~to be distributed/ or suffer, allow or permit the disttjb_ution·or any aandbill tp or upon
5 any privat~.premises in the City by placing or ca:using anY such Handbill tffge d.eposited m; pl~ced in. or
6 upon any pprc1J., yard, .steps, hallway,, or mailboxl0<;;at~d on, or used in connection with .suchp~emises
7 · · when such pt~mises has ·posted thereon in a •conspicu011s pl~ce, a l)Otice ·or'µ.Otices of at,least eight
8 · ·. squ~e .i!}ches ~ area bearing the words "No Rand.bills" or the like, unless sueb. Person qas first received
9 the1¢tt~n penµis$iQn of'the occ::tipant of sucli p(emises authorizing tbe J>e,rson so'to cljstribute.
1 0 , ·i ( c) · ';Qist;cibuted Matter To· B~ Folded. It shall be unlawful fqr any{P~rson. to· distribute, cause
11 · i0· 1Je .distributaj, o~ sµffer, a)low or permit the d~strib~tion of $y1Handbill to .or upotj apy private
12 premises. iri "the· Qity 1Jy placing or ~au,$.g any. such Handbill to:be def>ositeq·or,placed m Ql" .upon any
t-3 ',,porc,h, .yaj:µ, steps, hallway~ Of tµailbi:fa.locateq>Ol\, Of usci_9-ii1 ~6nne9tion With SU$)li pretrrise~ unless the
14 s~e is folde<f :or otl:J.e,twise: so p~ep~d tjr placed that>:it will rlot be blown therefroril gy the winds.
l • '.-, {' , - ~ 15
16
17 Except for Seciion.·184. 77 and;;tMe definitiomLset forth ,jn Section ·184.69.Ahe :+Re \ ,
18 . previsig11~ ·of tllis·~rticl1;3· shall n<;>t apply to: (1;) the distribution :and geliy~f)r pf gny Newspaper,
19 or (2) .~UlY qistr:!bL1tion or qeliye(¥ ma.d~ by~ drily ayth9rize<:t puplic·off,ic~r or employe.e of or'
20 c0ntract0racting with tMe, authQrity of th~ Qity, the St~te of Qaliforoia; or the United States ·· ·'
21 ~c;:tingto prornote fh!3 purpoS:e of the (:9ntract., c
22 1 S~otion 2. The San Francisco Public Works Code is herepy ~mended by ac:lding
2.3 Seqtion 184.77, to read 9s follows:·
24 SEC. 184.77. PACKAGING FOR NEWSPAPERS AND HANDBILLS.
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Supervisor Smith BOARD OF SUPERVISORS
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Page3 12/15/15
1 (a) Notwithstanding any other provisions of this Article 5.7, it shall be unlawful for any
2 Person to distribute, cause to be distributed, or suffer, allow or permit the distribution of any
3 packaged, bagged or otherwise 'Nrapped Handbill QLNewspaper or other Print Publication,_
4 solicited or unsolicited, to or upon any private premises that is packaged. bagged or otherwise
5 encased in a protective covering other than a paper wrapper in the City unless (1) such
6 packaging, bag or other covering is compostable or recyclable as defined herein. or (2) such
7 packaging. bag or other covering is reasonably necessary to protect its contents from likely
8 moisture damage at the delivery site due to existing or predicted rain. heaw fog. or similar
9 inclement weather pattern AND the packaging. bag or other covering is approved by the
10 Director of the Department of the Environment in accordance with subsection (b).
11 (b) The Director of the Department of the Environment. after a public hearing. may
12 adopt. and may amend. guidelines. rules. regulations and forms to implement the
13 requirements of this Section 184.77. Not later than 30 days prior to the operative date of this
14 Section 184. 77. the Director of the Department of the Environment shall promulgate a list of
15 available compostable packaging. bags and other coverings. or if there are no suitable.
16 commercially available products. shall issue a regulation approving specified alternative
17 materials for packaging. bags or other coverings authorized for moisture protection under
18 subsection (a)(2) only. The Director of the Department of the Environment shall regularly
19 update the list of approved moisture protection packaging. bags and other coverings.
20 -(-91: (c) "Compostable" means a plastic bag or other packaging or wrapping made from a
21 material that is certified and labeled as meeting the American Society for Testing and Materials
22 (ASTM)'s International standard D6400 for compostable plastic, as that standard may be amended
23 from time to time, or such other biodegradable material accepted in San Francisco's composting
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1 program · as·the Department of the.Environment may, by regulation, approve for use in a
2 compostable plastic checkout ba;g under San Francisco Environment Co<;io Chapter 17:.
3 . (c) . · 11.Recyclable 11 moans mator:ial that can be;sorted, oleansoa and rosonstitutod b,y
4 San .Francisco's residential curbside recycling collootidn program for.the purpose o.f using the
5 ,alterod.formJll thomanufaoture of a ne'.v.product,.orsuoh othor;biodegradable material as the
6 Department of tho Environment may, by regulation, .approve.for use· in a recyclable .claockout
7 bag under San Francisco Environment Godo Chapter 17.
8 (d) Any Person who violates this Section 184.77 shall be guilty of an infraction. If charged ~ c , "l ; ~, • • ·~\
9 as an infraction, upon conviction thereat such person shall be.punished.by (J) a fine not exceeding ~
1 O $100.00 for a first violation, (2) a fine not exceeding $200.00 for a second infraction within the same ,
11
12
year, and (3) a fine not exceeding $500.00 for each subsequent viOlation within .'the same year.
(e) The Director of the Department of Public Works. or'his or her desiine~. may issue · j
13 administrative citations for violations of this Section 184. 77. San Francisco Administrative Code
14 Chapter 100, "Procedures Governing the Imposition ofAdministrative Fines" is hereby incorporated
15 in its entirety and shall govern the amount of fees and the procedure for imposition, enforcement, J f J,_, J.
16 collection. and administrative review of administrative citations issued to enforce this Section 184. TA
17 (j) Nothing in this Section 184.77 shall be interpreted or applied so as to create any
18 requirement in conflict with any federal or state law.
19 (g) Operative Date. The requirements set forth in this Section 184.77 shall become
20 operative twelve (12) months after its effective date.
21 (h) Exception for Pre-existing Contracts. Any Person contractually bound under an
22 agreement in effect prior to the effective date of this Section 184. 77 to deliver handbills andler
23 newspapers in a pre-printed protective covering shall be exemot from the provisions of this
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Supervisor Smith BOARD OF SUPERVISORS Page5
12115/15
1 Section 184.77 for the term of such agreement. not including any extensions to such term
2 exercised after the effective date of this Section 184.77.
3 Section 3. Environmental Findings. The Planning Department has determined that the
4 actions contemplated in this Ordinance are in compliance with the California Environmental
5 Quality Act (California Public Resources Code sections 21000 et seq.). Said determination is
6 on file with the Clerk of the Board of Supervisors in File No. _____ and is
7 incorporated herein by reference.
8 APPROVED AS TO FORM:
9 DENNIS J. HERRERA, City Attorney
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By: Jane Doe Deputy City Attorney
Supervisor Smith BOARDOFSUPER~SORS Page 6
12/15/15
