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HomeMy WebLinkAbout1997-08-11 City Council (22)City of Palo Alto C ty Manager’s Report TO:HONORABLE CITY COUNCIL FROM:CITY MANAGER ’DEPARTMENT: PUBLIC WORKS AGENDA DATE: AUGUST 11, 1997 CMR:358:97 SUBJECT:APPROVAL OF AGREEMENT WITH THOMAS S. BARRON, CONSULTING ENGINEER, FOR INDUSTRIAL WASTEWATER DISCHARGE EVALUATION FOR THE REGIONAL WATER QUALITY CONTROL PLANT REOUEST This report requests Council approval, of an agreement with Thomas S. Barron, a consulting engineer, in the amount of $90,000 for assistance in evaluating industrial processes, practices, and data to determine compliance status, methods of reducing pollutant loads, and related tasks.. Staff recommends that Council: Approve and authorize the Mayor to execute the attached agreement with Thomas S. Barron in the amount of $90,000 for assistance in evaluating industrial wastewater discharges. Authorize the City Manager or her designee to negotiate and execute amendments for services related to or incidental to the scope of work or services, the total value of which amendments shall not exceed $13,000 during the first year of the agreement. Authorize the City Manager or her designee to extend the agreement for two additional years, for $90,000 in each year, provided that the work is satisfactory, the need exists, and funds are appropriated during the subsequent years’ budget. Authorize the City Manger or her designee to negotiate and execute amendments for services, the total value of which shall not exceed $13,000 during the second ClVIR:358:97 Page 1 of 3 year, and $13,000 during the third year of the agreement, provided the agreement is extended for those years. POLICY IMPLICATIONS This report does not represent a change to existing City policy. EXECUTIVE SUMMARY ’ Engineering consultant services are needed to assist Regional Water Quality Control Plant (RWQCP) staff in evaluating industrial processes, practices, and data to determine compliance status, methods of reducing pollutant loadings, and trend analysis. These tasks are part of the larger effort to reduce pollutants flowing to the RWQCP from industrial, small business, and residential sources. This source control work is needed to insure that the treated wastewater, air emissions, and incinerator ash from the Plant are all within regulatory requirements and reduced to the maximum extent practical. Solicitation Process Seventeen requests for proposals were mailed out and three responses were received. More responses were not received because of the highly specialized nature of the work. A major focus of.the work is on metal plating facilities and printed circuit board shops. Extensive experience in water pollution prevention at these facilities was required. All three teams submitting proposals were interviewed by three staff members of the RWQCP. The contract will be administered onLa time and materials basis, and the hourly rates of the consultant teams were comparable. However, Thomas S. Barron had greater experience and in-depth knowledge with respect to the major industrial facilities of concern, and is therefore being selected. Mr. Barron’s experience at printed circuit.board facilities and his experience in interpreting the City’s Ordinance was greater than the competing contractors. FISCAL IMPACT Funds are available in the Wastewater Treatment Fund FY 1997-1998 operating budget. ENVIRONMENTAL ASSESSMENT The assistance prov!ded to the City pursuant to this agreement does not constitute a project under the California Environmental Quality Act. Therefore an environmental assessment is not required. Agreement between the City of Palo Alto and Thomas S. Barron for consultant services. PREPARED BY: Philip Bobel, Manager, Environmental Compliance Division CMR:358:97 Page 2 of 3 DEPARTMENT HEAD REVIEW: GLENN S. ROBERTS Director of Public Works CITY MANAGER APPROVAL: Assistant City Manager CMR:358:97 Page 3 of 3 CONTRACT NO. BETWEEN THE CITY OF PALO ALTO AND THOMAS S. BARRON FOR CONSULTING SERVICES This Contract No..is entered into , by and between the CITY OF PALO ALTO, a chartered city and a municipal corporation of th4 State of California ("CITY"), and THOMAS S. BARRON, a sole proprietor, located at 3351 Beechwood Drive, Lafayette, CA 94549 ("CONSULTANT"). RECITALS: WHEREAS, CITY desires certain professional consulting services ("Services") and the preparation and delivery of, without limitation, one or more sets of documents, drawings, maps, plans, designs, data, calculations, surveys, specifications, schedules or other writings ("Deliverables") (Services and Deliverables are, collectively, the "Project"), as more fully described in Exhibit "A"; and WHEREAS, CITY desires to engage CONSULTANT, including its employees, if any, in providing the Services by reason of its qualifications and~ experience in performing the Services, and CONSULTANT has offered to complete the Project on the terms and in the manner set forth herein; NOW, THEREFORE, in consideration.of the covenants, terms, conditions, and provisions of this Contract, the parties agree: SECTION i. TERM i.i This Contract will commence on the date of its execution by CITY, and will terminate upon the completion of the Project, unless this Contract is earlier terminated by CITY. Upon the receipt of CITY’s notice to proceed, CONSULTANT will commence work on the initial and subsequent-Project tasks in accordance with the time schedule set forth in Exhibit "A". Time is of the essence of this Contract. In the event that the Project is not .completed within the time required through any fault of CONSULTANT, CITY’s city manager will. have the option of extending the~time schedule for any period of time. This provision will not.preclude the recovery of damages for delay caused by CONSULTANT. SECTION 2.SCOPE OF PROJECT; CHANGES & CORRECTIONS 2.1 The scope of Services and Deliverables constituting the Project will be performed, delivered or executed by CONSULTANT under the phases of the Basic Services as described below. 2.2 CITY may ordersubstantial changes in the scope or character of the Basic Services, the Deliverables, or the Project, 970806 ~yn 0071258 either decreasing or increasing the amount of work required of CONSULTANT. In the event that such changes are ordered, subject to the approval of CITY’s City Council, as may be required, CONSULTANT will be entitled to full compensation for all work performed prior to CONSULTANT’s receipt of the notice of change and further will be entitled to an extension of the time schedule. Any increase in compensation for substantial changes will be determined in accordance with the provisions of this Contract. CITY will not be liable for the cost or payment of any change in work, unless the amount of additional compensation attributable to the change in work is agreed to, in writing, by CITY before CONSULTANT commences the.performance of any such change in work. 2.3 Where the Project entails the drafting and submission of Deliverables, for example, construction plans, drawings, and specifications, any and all errors, omissions, or ambiguities in the Deliverables, which are discovered by ~CITY before invitations to bid on a construction project (for which the Deliverables are required) are distributed by CITY, will be corrected by CONSULTANT at no cost to CITY, provided CITY gives notice to CONSULTANT. SECTION 3. QUALIFICATIONS, STATUS, AND DUTIES OF CONSULTANT 3.1 CONSULTANT represents and warrants that it has the expertise and professional qualifications to furnish or cause to be furnished the Services and Deliverables. CONSULTANT further represents and warrants that the project director and every individual, including any consultant (including CONSULTANTs), charged with the performance of the Services are duly licensed or certified by the State of California, tO the extent such licensing or certification is required by law to performthe Services, and that the Project will be executed by them or under their supervision. CONSULTANT will furnish to CITY for approval, prior to execution of this Contract, a list of all individuals and the names of their employers or principals to be employed as consultants. 3.2 In reliance on the representations and warranties set forth in this Contract, CITY hires CONSULTANT to execute, and CONSULTANT covenants and agrees that it will execute or cause to be executed, the Project. 3.3 CONSULTANT will assign THOMAS S. BARRON as the project director to have supervisory responsibility for the performance, progress, and execution of the Project and as the project coordinator who will represent CONSULTANT during the day- tooday work on the Project. If circumstances or conditions subsequent to the execution of this Contract cause the substitution of the project director or project coordinator for any reason, the appointment of a substitute project director or substitute project coordinator will be subject to the prior written approval of the project manager. 970806 syn 0071258 2 3.4 CONSULTANT represents and warrants that it will: 3.4.1 Procure all permits and licenses, pay all charges and fees, and give all notices which may be necessary and incident to the due and lawful prosecution of the Project; 3.4.2 Keep itself fully informed of all existing and future Federal, State of California, and local laws, ordinances, regulations, orders, and decrees which may affect those engaged or employed under this Contract and any materials used in CONSULTANT’s performance of the Services; 3.4.3 At all times observe and comply with, and cause its employees and consultants, if any, who are assigned to the performance of this Contract to observe and comply with, the laws, ordinances, regulations, orders and decrees mentioned above; and 3.4.4 Will report immediately to the project manager, in writing, any discrepancy or inconsistency it discovers in the laws, ordinances, regulations, orders, and decrees mentioned-above in relation to the Deliverables. 3.5 Any Deliverables given to, or prepared or assembled by, CONSULTANT or its consultants, if any, under this Contract will become the property of CITY. Notwithstanding the foregoing, CONSULTANT may retain, for reference purposes, paper and electronic copies of each document prepared by CONSULTANT hereunder. Subject to the requirements of this Agreement, CONSULTANT shall also have the right to use the information contained in each such document on CONSULTANT’s projects that are not related to this Agreement° 3.6 CONSULTANT will provide CITY with.five (5) copies of any documents which are a part of the Deliverables upon their completion and acceptance by CITY. 3.7 If CITY requests additional copies of any documents which are a part of the Deliverables, CONSULTANT will provide such additional copies-and CITY will compensate CONSULTANT for its duplicating costs. 3.8 CONSULTANT will be responsible for employing or engaging all persons necessary to execute the Project. All consultants of CONSULTANT will be deemed to be directly controlled and supervised by CONSULTANT, which will be responsible for their performance. If any employee or consultant of CONSULTANT fails or refuses to carryout the provisions of this Contract or appears to be incompetent~-or to act in a disorderly or improper manner, the employee or consultant will be discharged immediately from further performance under this Contract on demand of the project manager. 3.9 In the execution of the Project, CONSULTANT and its consultants, if any, will at all times be considered independent contractors and not agents or employees of CITY. ¯ 970806 syn 0071258 3.10 CONSULTANT will be responsible for employing all consultants deemed necessary to assist CONSULTANT in the performance of the Services. The appointment of consultants must be approved, in advance, by CITY, in writing, and must remain acceptable to CITY during the term of this Contract. SECTION 4.DUTIES OF CITY 4.1 CITY will furnish or cause to be furnished the services listed in Exhibit "A" and such information regarding its requirements applicable to the Project as may be reasonably requested by CONSULTANT. 4.2 CITY will review and approve, as necessary, in a timely manner the Deliverables and each phase of work performed by CONSULTANT. CITY’s estimated time of review and approval will be furnished to CONSULTANT at the time of submission of each phase of work. CONSULTANT acknowledges and understands that the interrelated exchange of information among CITY’s various departments- makes it extremely difficult for CITY to firmly establish the time of each review and approval task. CI-TY’s failure to review and approve within the estimated time schedule will not constitute a default under this Contract. 4.3 The city manager will represent CITY for all purposes under.this Contract. PHIL BOBEL is designated as the project manager for the city manager. The project manager will supervise the performance, progress, and execution of the Project, and will be assisted by JAVAD GHAFFARI, the Manager of Environmental Control Programs. 4.4 If CITY observes or otherwise becomes aware of any default in the performance of CONSULTANT, CITY Will use reasonable efforts to give written notice thereof to CONSULTANT in a timely manner. SECTION 5. COMPENSATION 5.1 CITY will compensate CONSULTANT for the following services and work: 5.1.1 In consideration of the full performance of the Basic Services, including any authorized reimbursable expenses, CITY will pay CONSULTANT a fee not to exceed ninety thousand dollars .($90,000). The amount of compensation will be calculated in accordance with the hourly rate schedule set forth in Exhibit "B", on a time and materials basis, up to the maximum amount set forth in this Section. the fees of the consultants, who have direct contractual relationships with ~0NSULTANT, will be approved, in advance, by CITY. CITY reserves the right to refuse payment of such fees, if such prior approval is not obtained by CONSULTANT. 970806 syn 0071258 5.1.2 The full payment of charges for extra work or changes, or both, in the execution of the Project will be made, provided such request for payment is initiated by CONSULTANT and authorized, in writing, by the project manager. Payment will be made within thirty (30) days of submission by CONSULTANT of a statement, in triplicate, of itemized costs covering such work or changes, or both. Prior to commencing such extra work or changes, or both, the parties will agree upqn an estimated maximum cost for such extra work or changes. CONSULTANT will not be paid for extra work or changes, including, without limitation, any design work or change order preparation, which is made necessary on account of CONSULTANT’s errors, omissions, or oversights. 5.1.3 Direct personnel expense of employees assigned to the execution of the Project by CONSULTANT will include only the work of architects, engineers, designers, job captains, surveyors, draftspersons, specification writers and typists, in consultation, research and design, work in producing drawings, specifications and other documents pertaining to the Project, and in services rendered during construction at the site, to the extent such services are expressly contemplated under this Contract. Included in the cost of direct personnel expense of these employees are salaries and mandatory and customary benefits such as statutory employee benefits, insurance, sick ~eave, holidays and vacations, pensions and similar benefits. 5.2 The schedule of payments will be made as follows: 5.2.1 Payment of the Basic Services will be made in monthly progress payments in proportion to the quantum of services performed, or in accordance with any other schedule of payment mutually agreed upon by the parties, as set forth in Exhibit "B", or within thirty (30) days of submission, in ’triplicate, of such requests if a schedule of payment is not specified. Final payment will be made by CITY after CONSULTANT has submitted all Deliverables, including, without limitation, reports which have been approved by the project manager. 5.2.2 No deductions will be made from CONSULTANT’s compensation on account of penalties, liquidated damages, or other sums withheld by CITY from payments to general contractors. SECTION 6. ~ACCOUNTING, AUDITS, OWNERSHIP OF RECORDS 6.1 Records of the direct personnel_ expenses and expenses incurred in connection with the performance of Basic Services and Additional Services pertaining to t~e Project will.beprepared, maintained, and retained by CONSULTANT in accordance wlth generally accepted accounting principles and will be made available -to CITY for auditing purposes at mutually convenient times during the term of this Contract and for three (3) years following the expiration or earlier termination of this Contract. 970806 ayn 0071258 5 6.2 The originals of the Deliverables prepared by or under the direction of CONSULTANT in the performance of this Contract will become the property of CITY irrespective of whether the Project is completed upon CITY’s payment of the amounts required to be paid to CONSULTANT. These originals will be delivered to CITY without additional compensation. CITY will have the right to utilize any final and incomplete drawings, estimates; specifications, and any other dobuments prepared hereunder by CONSULTANT, but CONSULTANT disclaims any responsibility or liability for any alterations or modifications of such documents. SECTION 7.INDEMNITY 7.1 CONSULTANT agrees to protect, indemnify, defend and hold harmless CITY, its Council members, officers, employees and agents, from any and all demands, claims, or ’liability of any nature, including death or injury to any person, property damage or any other loss, caused by or arising out of CONSULTANT’s, its officers’, agents’, consultants’ or employees’ negligent acts, errors, .or omissions, or willful misconduct, or conduct for-which applicable law may impose strict liability on CONSULTANT in the performance of or failure to perform its obligations under this Contract~ SECTION 8.WAIVERS 8.1 The waiver by either party of any breach or violation of any covenant, term, condition or provision of this Contract or of the provisions of any ordinance or law will not be deemed to be a waiver of any such covenant, term, condition, provision, ordinance, or law or of any subsequent breach or violation of the same or of any other covenant, term, condition, provision, ordinance or law. The subsequent acceptance by either party of any fee or other money which may become due hereunder will not be deemed to be a waiver of any preceding breach or violation by the other party of any covenant, term, condition or provision of this Contract or of any applicable law or ordinance. 8.2 No payment, partial payment, acceptance, or partial acceptance by CITY will operate as a waiver on the part of CITY of any ofits .rights under this Contract. SECTION 9. INSURANCE 9.1 CONSULTANT, at its sole cost and expense, will obtain and maintain, in full force and effect during the term of this Contract,~i the insurance coverage described in Exhibit "C", insuring not only CONSULTANT and its consultants, if any, but also, with the exceptionof workers" compensation, employer’s liability and professional liability insurance, naming CITY as an additional insured concerning CONSULTANT’s performance under this Contract. 9.2 All insurance coverage required hereunder will be provided through carriers with Best’s Key Ratinq Guide ratings of 970806 Byn 0071258 A:X or higher which are admitted to transact insurance business in the State of California. Any and all consultants of CONSULTANT retained to perform Services under this Contract will obtain and maintain, in full force and effect during the term of this Contract, identical insurance coverage, naming CITY as an additional insured under such policies as required above. 9.3 Certificates of such insurance, preferably on the forms provided by CITY, will be filed with CITY concurrently with the execution of this Contract. The certificates will be subject to the approval of CITY’s risk manager and will con~in an endorsement stating that the insurance is primary coverage and will not be canceled or altered by the insurer except after filing with the CITY’s city clerk thirty (30) days’ prior written,notice of such cancellation or alteration, and that the City of Palo Alto is.named as an additional insured except in policies of workers’ compensation, employer’s liability, and professional liability insurance. Current certificates of such insurance will be kept on file at all times during the term of this Contract with the city clerk. ~- 9.4 The procuring of such required policy or policies of insurance will not be construed to limit CONSULTANT’s liability hereunder nor to fulfill the indemnification provisions of this Contract. Notwithstanding the policy or policies of insurance,. CONSULTANT will be obligated for the full and total amount of any damage, injury, or loss caused by or directly arising as a result of the Services performed under this Contract, including such damage, injury, or loss arising after the Contract is terminated or the term has expired. SECTION i0. WORKERS’ COMPENSATION i0.I CONSULTANT, by executing this Contract, certifies that it is aware of the provisions of the Labor Code of the State of California which require every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that Code, and certifies that it will comply with such provisions, as applicable,, before commencing the performance of the Project. SECTION II -TERMINATION OR SUSPENSION OF CONTRACT OR PROJECT ii.I The city manager may suspend the execution of the Project, in whole or in part, or terminate this Contract, with or without cause,; by giving thirty (30) days’ prior written notice thereof to CONSULTANT, or immediately after submission to CITY by CONSULTANT of any completed item of Basic Services. Upon receipt of such notice, CONSULTANT will immediately discontinue its performance under this Contract. 11.2 CONSULTANT may terminate this Contract or suspend its execution of the Project by giving thirty (30) days’ prior 970806 syn 0071258 7 written notice thereof to CITY, but only in the event of a substantial failure of performance by CITY or in the event CITY indefinitely withholds or withdraws its request for the initiation or continuation of Basic Services or the execution of the Project. 11.3 Upon such suspension or termination by CITY, CONSULTANT will be compensated for the Basic Services and Additional Services performed and Deliverables received and approved prior to receipt of written notice from CITY of such suspension or abandonment, together with authorized additional and reimbursable expenses then due. If the Project is resumed after it has been suspended for more than 180 days, any change in CONSULTANT’s compensation will be subject to renegotiation and, if necessary, approval of CITY’s City Council. If this Contract is suspended or terminated on account of a default by CONSULTANT, CITY will be obligated to compensate CONSULTANT only for that portion of CONSULTANT’s services which are of direct and immediate benefit to CITY, as such determination may be made by the city manager in the reasonable exercise of her discretion. 11.4 In the event of termination of this Contract or suspension of work on the Project by CITY where CONSULTANT is not in default, CONSULTANT will receive compensation as follows: 11o4.1 For approved items of services, CONSULTANT will be compensated for each item of service fully performed in the amounts authorized under this Contract. 11.4.2 For approved..items of services on which a notice to proceed is issued by CITY, but which are not fully performed, CONSULTANT will be compensated for each item of service in an amount which bears the same ratio to the total fee otherwise payable for the performance of the service as the quantum of service actually rendered bears to the services necessary for the full performance of that item of service. 11.4.3 The total compensation payable under the preceding paragraphs of this Section will not exceed the payment specified under Section 5 for the respective items of service to be furnished by CONSULTANT. ii.5 Upon such suspension or .termination, CONSULTANT will deliver to the city manager immediately any and all copies of the Deliverables, whether or not completed, prepared by CONSULTANT or its consultants, if any, or given to CONSULTANT or its consultants, if any, in connection with this Contract. Such materials will~-become the property of CITY. CITY shall have the right to utilize any complete or incomplete drawings, estimates, specifications, and any other documents prepared hereunder by CONSULTANT. However, CITY shall be responsible for any use of such documents for purposes that are not consistent with the purposes of this Agreement. 970806 ~yn 0071258 8 11.6 The failure of CITY to agree with CONSULTANT’s independent findings, conclusions, or recommendations, if the same are called for under this Contract, on the basis of differences in matters of judgment, will not be construed as a failure on the part of CONSULTANT to fulfill its obligations under this Contract. SECTION 12. ASSIGNMENT 12.1 This Contract is ~or the personal services of CONSULTANT, therefore, CONSULTANT will not assign, transfer, convey, or otherwise dispose of this Contract or any right~, title or interest in or to the same or any part thereof without the prior~ written consent of CITY. A consent to one assignment will not be deemed to be a consent to any subsequent assignment. Any assignment made without the approval of CITY will be void and, at the option of the city manager, this Contract may be terminated. This Contract will not be assignable by operation of law. SECTION 13. NOTICES 13.1 All notices hereunder will be given, in writing, and mailed, postage prepaid, by certified mail, addressed as follows: To CITY:Office of the City Clerk City of Palo Alto Post Office Box 10250 Palo Alto, CA 94303 To CONSULTANT: Attention of the project director at the address of CONSULTANT recited above SECTION 14.CONFLICT OF INTEREST 14.1 In accepting this Contract, CONSULTANT covenants that it presently has no interest, and will not acquire any interest, direct or indirect, financial or otherwise, which would conflict in any. manner or degree with the performance of the Sez-vices. 14.2 CONSULTANT further covenants that, in the performance of this Contract, it will not employ contractors or persons having such an interest mentioned above. CONSULTANT certifies that no one who has or will have any financial interest under this Contract is an officer or employee of CITY; this Provision will be interpreted in accordance with the applicable provisions of the PaloAlto Municipal Code and the Government Code of the State of California. SECTION 15. NONDISCRIMINATION 15.1 As set forth in the Palo Alto Municipal Code, no discrimination will be made in the employment of persons under this Contract because of the age, race, color, national origin, 970806 syn 0071258 9 ancestry, religion, disability, sexual preference or gender of such person. .If the value of this Contract is, or may be, five thousand dollars ($5,000) or more, CONSULTANT agrees to meet all requirements of the Palo Alto Municipal Code pertaining to nondiscrimination in employment, including completing the requisite form furnished by CITY and set forth in Exhibit "D". 15.2 CONSULTANT agrees that each contract for services from independent providers will contain a provision substantially as follows: "[Name of Provider] will provide CONSULTANT with a certificate stating that [Name of Provider] is currently in compliance with all Federal and State of California laws covering nondiscrimination in employment; that [Name of Provider] will pursue an affirmative course of action as required by the Affirmative Action Guidelines of the City of Palo Alto; and that [Name of Provider] will not discriminate in the employment of any person under this contract because of the age, race, color, national origin, ancestry, religion, disability, sexual preference or gender of such person." 15.3 If CONSULTANT is found in violation of the nondiscrimination provisions of the State of California Fair Employment-Practices Act or similer provisions of Federal law or executive order in the performance~of this Contract, it will be in default of this Contract. Thereupon, CITY will have the power to cancel or suspend this Contract, in whole or in part, or to deduct the sum of twenty-five dollars ($25) for each person for each calendar day during which such person was subjected to discrimination, as damages for breach of contract, or both. Only a finding of the State of California Fair Employment Practices Commission or the equivalent federal agency or officer will constitute evidence of a breach of this Contract. 15.4 If CONSULTANT is found in default of the nondiscrimination provisions of this Contract or the applicable Affirmative Action Guidelines pertaining to this Contract, CONSULTANT will be found in material breach of this Contract. Thereupon, .CITY will have the power to cancel or ~uspend this Contract, in whole or in part, or to deduct from the amount payable to CONSULTANT the sum of two hundred fifty dollars ($250) for each calendar day during which CONSULTANT is not in compliance with this provision as damages for breach of contract, or both. SECTION 16. MISCELLANEOUS PROVISIONS 16.1 CONSULTANT represents and warrants that it has knowledge of the requirements of the federal Americans with Disabilities Act of 1990, and the Government Code .and the Health 970806 ~yn 0071258 10 and Safety Code of the State of California, relating to access to public buildings and accommodations for disabled persons, and relating to facilities for disabled persons. CONSULTANT will comply with or ensure by its advice that compliance with such provisions will be effected pursuant to the terms of this Contract. 16.2 Upon the agreement of the parties, any controversy or claim arising out of or relating to this Contract m~y be settled by arbitration in accordance wi~h the Rules of the American Arbitration Association, and judgment upon the award rendered by the Arbitrators may be entered in any court having jurisdiction thereof. 16.3 This Contract will be governed by the laws of the State of California, excluding its conflicts of law. 16.4 In the event that an action is brought, the parties agree that trial of such action will be vested exclusively in the state courts of California or in the United States District Court for the Nomthern District of California in the County of ~anta Clara, State of California. 16.5 The prevailing party in any action brought to enforce the terms of this Contract or arising out of this Contract may recover its reasonable costs and attorneys’ fees expended in connection with that action. 16.6 This document represents the entire and integrated Contract between the parties and supersedes all prior negotiations, representations, and contracts, either written or oral. This document may be amended only by a written instrument, which is signed by the parties. 16.7 All provisions of this Contract, whether covenants or conditions, will be deemed to be both covenants and conditions. 16.8 The covenants, terms, .c0nditions and provisions of this Contract will apply to, and will bind, the heirs, successors, executors, administrators, assignees, and consultants, as the case may be, of the parties. 16.9 If a court of competent jurisdiction finds or rules that any provision of this Contract or any amendment thereto is void or unenforceable, the unaffected provisions of this Contract and any amendments thereto will remain in full force and effect. 16.10 All exhibits referred to in this Contract and any addenda, appendices, attachments, and schedules which, from time to time, may be referred to in any duly executed amendment hereto are by such reference incorporated in this Contract and will be deemed to be a part of this Contract. 970806 syn 0071258 11 16.11 This Contract may be executed in any number of counterparts, each of which will be an original, but all of which together will constitute one and the same instrument. 16.12 This Contract is subject to the fiscal provisions of the Charter of the City of Palo Alto and the Palo Alto Municipal Code. This Contract will terminate without any penalty (a) at the end of any fiscal year in the event,that funds are not appropriated for the following fiscal year, or (b) at any time within a fiscal year in the event that funds are only appropriated for a portion of the fiscal year and funds for this Contract are no .°longer available. This Section 16.12 will take precedence in the event of a conflict with any other covenant, term, condition, or provision of this Contract. IN WITNESS WHEREOF, the parties hereto have by their duly authorized representatives executed this Contract on the date first above written. ATTEST:CITY OF’PALO ALTO City Clerk APPROVED AS TO FORM: Mayor Senior Asst. City Attorney APPROVED: City Manager Director of Public Works THOMAS S. BARRON Its: /~ Taxpayer’s I.D. No. g~’~- ~75 Acting Director of Administrative Services Risk Manager Attachments:EXHIBIT "A" : EXHIBIT "B" : EXHIBIT "C" : EXHIBIT "D" : SCOPE OF PROJECT & TIME SCHEDULE RATE SCHEDULE INSURANCE NONDISCRIMINATION COMPLIANCE FORM 970806 ~,n 00717.58 12 CERTIFICATE OF ACKNOWLEDGMENT (Civil Code § 1189) On~.~ ~! /59Z 1997, before me, the undersigned, a Notary.Public i~ a~d fQr said County and State, personally appeared , personally known to me or proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. WITNESs my hand and official seal. S~gnature of Notary Public 970806 ~yn 0071258 13 EXHIBIT "A" SCOPE OF PROJECT AND TIME SCHEDULE Regional Water Quality Control Plant Industrial Wastewater Discharge Evaluations A. Introduction The.Regional Water Quality Control Plant (RWQCP) is required to meet .stringent standards for discharge to San Francisco Bay and conducts correspondingly stringent discharge control programs with respect to industrial discharges (sources other than domestic sewage) to the sewer system. The City of Palo Alto is requesting, proposals for consultant services to evaluate industrial processes, practices and data to determine compliance status, methods of achieving compliance and reducing pollutant loadings, and reasons for recent trends in discharge data. An important ~por!ion of the work relates to new ordinance provisions for Metal Finishing Facilities which became effective on July 1, 1996. Consultant will analyze processes, practices, and data in order to evaluate the results of the new ordinance one year after its effective date. Scope of Work Consultant shall assist City staff, as requested, in conducting inspections of industrial facilities which discharge to the sewer system. Inspections may be for the purpose of: a.Determining compliance with the Metal Finishing,~ Facili~ ordinance provision, b.Determining compliance with other ordinance provisions, Determining cost-effective pollution prevention techniques which could be employed, Determining the sources and potential control measures for one or more pollutants of concern, e.Determining the extent to which production changes or facility modifications have or could effect sewer discharges, and or f.Determining control .measures and pollution prevention techniques which could be employed at new or remodeled facilities. Consultant shall assemble inspection reports, discharge data and other information necessary to determine compliance and discharge quantities with respect to the Metal Finishing.Facility Ordinance requirements as of July 1, 1997. Consultant shall prepare a report which presents data summaries, compliance results and facility specific control measure recommendations for any facilities not in full compliance. The report shall also assess the overall effectiveness of the Metal Finishing Ordinance provisions. To the extent data is available from the City or fro.m industrial dischargers, the 12 month concentration and mass values shall be presented both as flow-weighted and non-flow-weighted values. A draft report shall be pi’epared by Oct.ober 15, 1997 and a final report shall be prepared by November 15, 1997. o Consultant shall, as requested by City, conduct special evaluations of one or more industrial facilities, classes of industrial activities, or products; to determine sources of pollutants and potential control measures. An individual facility or a type of facility may be specified by City. A work plan for all such special evaluations shall be prepared ahead of the project for approval by City. The degree to which field work, sampling, chemical analysis, literature searches, and other tasks are employed will vary. Draft and final reports shall be prepared for each such evaluation. Consultant shall determine the annual industrial loading to the RWQCP influent for specified pollutants. For CY 1997, the loading shall be detemained for copper, nickel, cyanide, zinc, selenium, and mercury. Copper loading for the following shall be presented separately: industrial processes, base corrosion, excess corrosion from recirculating hot water systems, excess corrosion from cooling systems, and sanitary sewage. (Where detection limits are a significant factor results shall be presented assuming Non-Detects = Detection Limit and Non-Detects = Zero.) Consultant s...hall establish a draft data base for the project for review by the City on November 15, 1997. The data base shall be designed to contain flow and concentration data and compute mass loadings for individual industries for multiple years. To the maximum extent practical the subject data base shall accept directly from the City’s data system. The data base shall be finalized by December 15, 1997. Consultant shall obtain necessary data (including CY 1997 PRCC data) and prepare final loading estimates by February 1, 1998. The data base shrill be compatible with the City’s PCs and be delivered to the City in both report and electronic form. C. Schedule .Consultant shall prepare a detailed workplan containing h’ae project schedule within 30 days from the effective date of the contract. EXHIBIT "B" RATE SCHEDULE Thomas S. Barron, PE BUSINESS AND ENGINEERING CONSULTANT SPECIALIZING IN POLLUTION PI~EVENTION ~ ENVI~ON/VlENTAL PI~OJEC-1"5 3~1 BEECHWOOD DRIVE. ~FAYE~E, ~ ~5~9 (510) Z83-8121 ¯ F~ =83-67~6 ¯ tsbarron@ibm.net Fee Schedule Engineering Services Project Management Services Public Presentations, Workshops, etc. Project Expenses, Including Subcontractors Travel- Bay Area - Other ~85 per hour ~8S per hour ~1o5 per hour At Cost Gratis At Cost COMPENSATION SCHEDULE SAN FRANCISCO OFFICE Principal I Principal II Senior Associate I Senior Associate IT Associate Senior Professional Professional I Professional II Technician I Technician II Technician III Mileage is charged at Photocopies are charged at $ 160/hour $ 150/hour $ 125/hour $ 115/hour $95/hour $85/hour $75/hour $65/hour $60/hour $50/hour $35Paour. $o301rnile $.15/page Direct costs (i.e., travel, meals, lodging, auto rentals, printing, graphic materials, etc.) and subcontractor fees are subject to a 10% administration charge. 509 4th Street Davis, CA, 95616 (316 753.6400 916.753.7030 fax LARRY WALKER ASSOCIATES RATE SCHEDULE - Effective July 1, 1997 - December 31, 1997 PERSONNEL l~ate - S/hour Larry Walker $160.00 Gil Wheeler $145.00 Tom Gro~,houg $145.00 Malcolm Walker $130.00 Robert Smith $ l 15.00 Armand Ruby $ I 15.00 Melissa Thorme $105.00 Betsy Elzufon $100.00 Denise Conners $ 95.00 Claus Suverkropp $ 95,00 Andy Bale $ 95.00 Kathryn Walker $ 80.00 Eric Zeigl~r $ 80.00 Brian Laurenson $ 80.00 Heather Kirschmann $ 80.00 Ashli Cooper $ 80.00 Michelle Vikupitz $ 65.00 REIMBURSABLE DIRECT COSTS Travel:Local Mileage Transportation Auto rental Fares Room Subsistence (1) - $0.30/mile - actual expense - actual commercial rate - actual expense - actual expense - $35.00 per day Report Reproduction and Copying - actual outside expense - $0.06 per copy, in-house - $0.75 per binding, in-house Blue Prints Special Postage and Express Mail -$0.78 for 22 x 34 - $0.84 for 24 x 36 - $1.17 for 30 x 42 -actual expense (not billed for internally applied postage) Other Direct Costs - actual expense SUBCONTRACTORS - actual expense plus 10% for profit Not..__~e: (1) Charged when overnight lodging is required. L A R R ~. ~IALKER ASSOCIATE_~ NsURANCEAI. CERTIFICATE:" ........... ,.,..:.,... ......................:..~.~,...,.,.,.,.:.. ...:..,~..,..~:;.:,,,,:..:,... ........... ...........:,.......:~...,......: =:....,~.,,~,: ............:.:..-: ........:,... ,.,:.. . ..................,.:..,. ......- ..... ......"’." .....:’::"".. 12/:i~/£~ PRODUCER THIS CERTIFICATE IS ISSUED AS A MA’FI’ER OF INFORMA~’I-~ ~OMMERCIAL ASSOCIATES INS, INC ,226"EAST LA PALMA AVE ANAHEIM, CA 92807 (714)524-4949 FAX: 524-4940 NSURED THOMAS S. BARRON, PE 3351 BEECHWOOD DRIVE LAFAYETTE, CA 94549 ONLY AND CONFERS NO’ RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW COMPANIES AFFORDING COVERAGE COMPANYA TIG INS. CO. OF MICHIGAN COMPANYB COMPANY ,C COMPANY D THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED, NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS. EXCLUSIONS AND CONDITIONS OF SUCH POLICIES, LIMITS SHOWN MAY HAVE BEEN REDUCED 8Y PAID CLAIMS.I POLICY EXPIRATIONCOPOLICY NUMBER POLICY EFFECTIVE J LIMITSLTRDATE IMMIDDiYY)DATE (MM;DD~YY)I A TYPE OF INSURANCE GENERAL LIABILITY ~oOw~MERCIAL GENERAL LIABILITYCLAIMS MADE ~ OCCUR ER’$ & CONTRACTOR’S PROT AUTOMOBILE LIABILITY "~ANY AUTO ALL OWNED AUTOS SCHEDULED AUTOS HIRED AUTOS NON.OWNED AUTOS GARAGE LIABILITYqANY AUTO EXCESS LIABILITY -----~ UMBRELLA FORM "~ OTHER THAN UMBRELLA FORM WORKERS COMPENSATION AND EMPLOYERS’ LIABILITY THE PROPRIETOR/~{ INCLPARTNERSIEXECUTIVE OFFICERS ARE:EXCL OTHER PROFESSIONAL ,& POLLUTION LIi~ IL’, RETRO DATE: 12/i: DESCRIPTION OF OPERATIONSILOCATIONS/’VEH1CLEB;SPECIAL ITEMS CANCELLATION PHX-37384639 PHX-37384639:TY-CLAIMS m OE ,/92 12/09/96 1210919? z2/o9/9~ z2/o9/97 ALL OPERATIONS AND LOCATIONS USUAL TO THE NAMED INSURED. APPLIES FOR NON-PAYMENT OR NON-REPORTING. OE,’~ERALAGOREOATE I ,I, 000, 000 PRODUCTS.COMPmPAG6 ,i,000, 000 PERSONAL & AOV,NJORV ,! ~ 000 , 000 EACH OCCURRENCE ,i : 000, 000 F,RE DAMAGE ,~., o.. ,,,,,, 5 0, ,0 0 0 COMBINED SINGLE LIMIT BODILY INJURY BODILY INJURY (Per 8cc~lent~ PROPERTY DAMAGE AUTO ONLY - EA ACCIDENT OTHER THAN AUTO ONLY: ¯ EACH ACCIDENT AGGREGATE EACH OCCUR~.4,~E j STATUTORY LIMITS EACH ACCIDENT DISEASE - POLICY LIMIT, DISEASE. EACH EMPLOYEE I $ $I,000,000 PER OCC./ $1 ,-O00,000 AGGREGATE *i0 DAY NOTICE OF MS. KELLY MORAN CITY OF PALO ALTO REGIONAL WATER QUALITY CONTROL 2501 EMBARC;d3ERO WAY PALO ALTO, CA 94303 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANC~:LLED BEFORE THE EXPIRATION DATE THEREOF. THE ISSUING COMPANY WILL ENDEAVOR TO 3 0..~._~~ DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT. BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION O1~ LIABILITY’ OF ~...,NY KIND UPON THE COMPANY, ITS AGENTS OR REPRESENTATIVES-AUTNO~’O .EF.ESENTA~’i"VE/q . ’ P,.L. Milener, Inc.1676 ~. California Blvd. @375 P.O. Box 8197 Walnut Creek CA 94596 II Lipat P~0,. No 510-932-0424 F.x N0. A C:ORD, ERTI FI C ATE O F Thomas S. Barton, PE 3351 Beechwood Drive Lafayette CA 94549 INSURANCE CSRBA-~Oh’- 1 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATI( ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW, COMPANYA COMPANYB LIABILITY COh~PAN¥ c COMPANY,D COMPANIES AFFORDING COVERAGE Folksamerica Reinsurance THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE IN’SURED’ NAMED AEOVE FOR THE POLICY PERIOD INDICATED, NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPE(~T TO WHICH TH;S CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUEJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES, LIMITS SHOWN MAY HAVE BEEN SEDUCED BY PAID CLAIMS. I I I POLICY EFFECTIVE POLICY ~FIRATIONPOLICYNUMBERDATE (MM,’DO~Y) DATE |MMIDO~Y)~ LIMITS $ 3,000,00~ $ 1,000,00~ $ i00,0¢~ $ ICO I TYPE OF INSURANCELTR GG~ERAL LIABILITY ,A. ~ I~.~_~C.%MMERCIAL GENERAL LIABIUTY ~._.._J CLAIMS MADE [~ OCCUR~OWNER’S & CONTRACTOR’S PROT. ! AUTOMOBILE LIABILrI’Y ~ANY AUTO ALL OWNED AUTOS SCHEDULED AUTOS HIRED AUTOSqNON-OWNED AUTOS ~AGE LIABILn’Y ANY AUTO ~ES5 LIABILITY UMSRELLA FORM OTHER THAN UMBRELLA FORM WORKERS COMPENSATION AND EMPLOYERS’ LIASIIJ’rY THE PROPRIETOR/~ INCLPARTNERS/~XECUTIVE OFFICERS ARE:EXCL OTHER GENERAL AGGREGATE PRODUCTS ¯ COMP/OP AGG PERSONAL & AOV INJURY EACH OCCURRENCE MED EXP IAnv onl pet$0nl 21352286 COMBINEO SINOL~ LIMIT SOOlLY INJURY SO0tLY INJURY PROPERTY DAMAGE AUTO ONLY ¯ EA ACCIDENT OTHER THAN AUTO ONLY: EACH ACCIDENT AGGREGATE lEACH OCCURRENCE ,A3GREGATE . . WC STATU,IOTH.!TQqY ~IMIT S ER ELEACH ACCIDENT ELDISEASE - POLICY LIMIT ELDISEASE . EA EMPLOYEE DESCRIPTION OF OPERATIONSlLOCATIONS/’VEHICLES/SPEDtAL rrEM5 COFPALO City of Palo Alto, Regional Water Quality Control Plant Ms. Kelly Moran 2501 Ez~barcadero Way Palo Alto, CA 94303 UNITED SERVICES AUTOMOBILE ASSOCIATION IA RI~C~,P,~OCAL INTERINSU~,NCE {XCH~NGE~ 9800 Fredericksburg Road - San Antonio, Texas 78288 THE EAS’f READING AUTOPOLICY RENEWAL DECLARATIONS (ATTACH TO PREVIOUS POLICY) Named Insured and Address THOMAS S BARRONCPT USAR RET 3351 BEECHWOOD DRIVE LAFAYETTE CA 94549-4655 AUUL INrU UIN ~AI HAUL MAIL N1gH-N~-I RENEWAL OF ~,., ~51061 v~t POLICY NUMBEP CA #61~611 ]i~X, 00078 98 87U 710" POLICY PERIOD:(12:01 A.M. standard time~ EFFECTIVE APR 06 1997 TO OCT 06 .199 OPERATORS Ol THOMAS S BARRON 02 KENDRA d BARRON Description of Vehicle(s) 05!1 99~11 HONDA ACCORD EX 06, HONDA ACCORD EX BOOY TYP~ SED 4D CPE 2D ANNU.~L 10000 7500 IOENTIFICaTION NUMBER 1HGCB7669MA138097 1HGCB7278PA016494 VEH US~ . I ,’,OR, The Vehicle(s) described herein is principally garaged at the above address u~iess otherwise stated.l" .~:-~o,~:~=,oo~. B.B,..--,;, ~.~,,., P~ VEH 05 LAFAYETTE CA 94549-4555 VEH 06 LAFAYETTE ¢A 94549-4655 This policy provides ONLY those coverages for which a premium is shown below. COVERAGES LIMITS OF LIABILITY ("ACV" MEANS ACTUAL CASH VALUE) PART A - LIABILITY BODILY INJURY EA PER $I,000,00C EA ACC $I,000,00C .’ROPERTY DAMAGE EA ACC $ IO0,OOC PART B - MEDICAL PAYMENTS EA PER $ 5,00C EXTENDED BENEFITS WAGE EARNER DISAB $I,000 MO ESSENTIAL SVCS DISAB $45 WK PART C -UNINSURED NOTORISTS BODILY INJURY EA PER $300,00C EA ACC $ 500,00C TOTAL PREP UM ADDITIONAL INTEREST EMPLOYER ,aLAMEDA COUNTY, ALAMEDA CA ,ADDITIONAL INTEREST - EMPLOYER ’CITY OF SAN JOSE, SAN JOSE CA .ADDITIONAL INTEREST - EMPLOYER ’.CITY OF PALO ALTO, PALO ALTO CA !ENDORSEMENTS: ADDED 04;06-97 -NONE VEH 05 6-MONTH D=DED| PREMIUM AMOUN’I] $ 155.4~ 37.3£ 16.64 3.6C VEH 06 6 -MONTH ) =DED PREMIUM MOUN~ S 112.24 27.07 10.44 3.2C LOWING PAGE VEH =D .IN" PREMIUM $ VEH D=DED| PREML AMOUN~ S iREMAIN IN EFFECT(REFER TO PREVIOUS POLICY). A029(01) 5000(03) 5606(02) 5169(07) 5681(01) 5801(01) 5808(01) 5607(02) 56B3(02) 5660(02) 5301(02) 5699D(02) 5602(03) ~ 1092 135B0(01) 200(02) 663CA(02) :INFORMATION FORMS(NOT PART OF POLICY)- AAWER 200CA(05) 28060(01) R99CA(06) ’:P51250829pO01N IIIINIII{P61ZSOlZgP00~ IIIINIIlil I I I !111!1 I I I.llll!! In WITNESS WHEREOF, the Subscribers at UNITED SERVICES AUTOMOBILE ASSOCIATION have caused these p e their Attorney-in-Fact on this date MARCH 3, 1997 Robert T. HerresGeneral. USAF (Ret~red)5000 U Attorney-in-Fac~ EXHIBIT "D" CERTIFICATION OF NONDISCRIMINATION SECTION 410 Project Title: Industrial Wastewater Discharge Evaluations Certification of Nondiscrimination..:. As suppliers of goods or services to the City of Palo Alto, the firm and individuals listed below certifies that they do not discriminate in employment with regards to age, race, color, religion, sex, national origin, ancestry, disability, or sexual preference; that they are in compliance with all Federal, State and local directives and executive orders regarding nondiscrimination in employment; and that they agree to demonstrate positively and aggressively the principle of equal opportunity in employment. .. The Bidder agrees specifically: 1.0 To establish or observe employment policies which affirmatively promote opportunities for minority persons at all job levels. 2.0 3.0 To communicate this policy to all persons concerned, including all employees, o~Jtside recruiting Services, especially those serving minority c~mm.unities, and to the minority communities at large. To take affirmative action steps to hire minority employees within the organization. 4.0 To be knowledgeable of the local, state, and federal laws and regulations concerning affirmative action policies and provide opportunities for employees. Firm: Thomas S. Barron, PE DATE: 6/20/97 Title of Officer Signing: 0wne._r Signature: Please include any additional information available regarding equal opportunity employment programs now in effect within your company. ,- (Please attach additional pages if necessary) END OF SECTION CITY OF PALO ALTO: CI=RTIFICATION oFNON-DISCRIMINATION . RFP # 98034 SECTION 41~’-1