HomeMy WebLinkAbout1997-12-15 City Council (28)TO:
City of Palo
City Manager’s Report
HONORABLE CITY COUNCIL
FROM:CITY MANAGER DEPARTMENT: PUBLIC WORKS
DATE:
SUBJECT:
DECEMBER 15, 1997
APPROVAL OF AGREEMENT WITH MEHDI
CONSULTING COMPUTER PROGRAMMER
CMR:493:97
GHADIANI,~
RECOMMENDATION
Staff recommends that Council:
Approve and authorize the Mayor to execute the attached agreement with Mehdi
Ghadiani in the amount of $60,000 for providing computer assistance for the
Environmental Compliance Division (ECD) of the Public Works Dept.
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 $9,000 during the
first year of the agreement.
Authorize the City Manager or her designee to extend the agreement for two
additional years for $60,000 in each year, provided that the work is satisfactory,
the need exists and funds are appropriated during the subsequent years’ budget.
Authorize the City Manager or her designee to negotiate and execute
amendments for services, the total value of which shall not exceed. $9,000 during
the second year, and $9,000 during the third year of the agreement, provided the
agreement is extended for those years.
DISCUSSION
Project Description
Due to the new stringent requirements imposed by the Regional Water Quality Control
Board, the ECD of the Public Works Department has developed a series of programs
which utilize computer data bases to track and monitor the industrial, commercial, and
residential discharges to the Regional Water Quality Control Plant (RWQCP). Routine
CMR:493:97 Page 1 of 2
maintenance and upgrading of the software and the hardware systems by a qualified
consultant are essential to the daily operation of the ECD.
Consultant Selection Process
Four requests for proposals were mailed out and only one response was received.
More responses were not received because o~ the highly specialized nature of the work
and small size of the project. A major focus of the work is on generating various
reports by utilizing the specialized software which was recently developed for the ECD.
Extensive experience in both software development and generating quarterly and
annual reports was required.
Mehdi Ghadiani was interviewed by two staff members of the RWQCP. He was
selected based on his familiarity with both the RWQCP’s computer system and the
Regional Water Quality Control Board’s (RB) reporting requirements. The Contract
will be administrated on a time and material basis, not to exceed $69,000 per year, and
the hourly .rate of the consultant is comparable to other contracts for similar services.
RESOURCE IMPACT
Funds are available in the Wastewater Treatment Fund FY
budget.
1997-1998 operating
POLICY IMPLICATIONS
This report does not represent a change to existing City policy.
ENVIRONMENTAL REVIEW
The assistance provided 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.
ATTACHMENT
Agreement
PREPARED BY:Philip Bobel, Manager, Environmental Compliance Division
GLENN S. ROBERTS
Director of Public Works
CITY MANAGER APPROVAL:
EMILY HARRISON \
Assistant City Manager
CMR:493:97 Page 2 of 2
CONTRACT NO.
BETWEEN THE CITY OF PALO ALTO AND
MEHDI GHAD IANI
FOR CONSULTING SERVICES
This Contract No.is entered into ,
by and between the CITY OF PALO ALTO, a chartered cit9 and a
municipal corporation of the State of California ("CITY"), and
MEHDI GHADIANI, a sole proprietor, located at 4820 Vinewood Way,
Antioch, CA 94509-8126 ("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 setforth 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 andDeliverables constituting
the Project will be performed, delivered or executed by CONSULTANT
under the phases of the Basic Services as described below.
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2.2 CITY may order substantial changes in the scope or
character of the Basic Services, the Deliverables, or the Project,
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.
SECTION 3 QUALIFICATIONS, STATUS, AND DUTIES OF
CONSULTANT
3.1 CONSULTANT represents andwarrants ~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 perform the 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 MEHDI GHADIANI as the
project director to have supervisory responsibility for the
performance, progress, and execution of 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.
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
971113 syn 0071315
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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 and will not be made available to any
individua! or organization by CONSULTANT or its consultants, if
any, without the prior written approval of the city manager.
3.6 CONSULTANT will provide ~ITY 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 CONSULTANTfails or
¯ refuses to carry out 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.
3.10 CONSULTANT will perform or obtain or cause to be
performed or obtained any and all of the following Additional
Services, not included under the Basic Services, if so authorized,
in writing, by CITY:
3.10.1 Providing services as an expert witness in
connection with any public hearing or meeting, arbitration
proceeding,or proceeding of a court of record;
3.10.2 Incurring travel and subsistence expenses for
CONSULTANT and its staff beyond those normally required under the
Basic Services;
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3.10.3 Performing any other Additional Services that
may be agreed upon by the parties subsequent to the execution of
this Contract; and
3.10.4 Other Additional Services now or hereafter
described in Exhibit "A" to this Contract.
3.11 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 "~’ 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. CITY’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. JAVAD GHAFFARI is designated as the
project manager for the city manager.
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 sixty thousand dollars
($60,000). 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 CONSULTANT, 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.
4
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 upon 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
tothe 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 leave, 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 the Project will be
prepared, maintained, and retained by CONSULTANT in accordance with
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.
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
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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 documents 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 of its rights under this Contract.
SECTION 9. INSUTtANCE
9.1 CONSULTANT, at its sole cost and expense, will
obtain and maintain, in full force and effect during the term of
this Contract, the insurance coverage described in Exhibit "C"
insuring not only CONSULTANT and its consultants, if any, but also,
with the exception of 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
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
971113 syn 0071315
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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 wil! contain an
ehdorsement 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.
~.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.
PROJECT
SECTION II -TERMINATION OR SUSPENSION OF CONTRACT OR
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
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.
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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, CONSULT~V9 will receive compensation as follows:
11.4.1 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.
11.5 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.
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 for 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
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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
Services.
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 Palo Alto 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 bemade in the employment of persons under this
Contract because of the age, race, color, national origin,
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: ~-_ -~
9
"[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; 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 similar 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, CONSULTANT will be
found in material breach of this Contract. Thereupon, CITY will
have the power to cancel or suspend 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
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 with 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.
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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 Northern District of California in the County of Santa
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, conditions 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
an’d 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 ho 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.
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, condit’ion, or provision
of this Contract.
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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:
Assistant City Manager
Director of Public Works
MEHDI GHADIANI
By:
Its:
Taxpayer’s I.D. No.
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
971113 Wn 0071315
12
CERTIFICATE OF ACKNOWLEDGMENT
(Civil Code § 1189)
STATE OF )) ss.
COUNTY OF )
On , 1997, before me, the undersigned, a
Notary Public in and for 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.
Signature of Notary Public
971113 ~m 0071315
13
Part II - S.cope of Work
SCOPE OF WORK
CITY OF PALO ALTO
ENVIRONMENTAL COMPLIANCE
COMPUTER SYSTEM ASSISTANCE
Ao
Bo
INTRODUCTION
The purpose of this RFP is to obtain computer system assistance from a consultant
experienced in operation and maintenance of networked PC-based computer
systems using Hewlett Pacl~ard hardware, Microsoft Lan Manager, and Microsoft
NT 4.0.
Due to the new stringent requirements imposed by the Regional Water Quality
Control Board, the Environmental Compliance Division (ECD) of the Public Works
Department has developed a series of programs which utilize computer data bases
to track and monitor the industrial, commercial, and residential discharges to the
Regional Water Quality Control Plant (RWQCP). The routine maintenance and
upgrading of the software and the hardware systems by a qualified consultant is
essential to daily operation of the ECD.
TASKS
CONSULTANT will provide services for Environmental Compliance Division
computer software and hardware support. The tasks include hardware and
software installation and generation of technical reports using various
software. The .City anticipates that weekly maintenance will be required.
Some telephone response and emergency visits may also be necessary.
Tasks will be conducted as needed, with approval of the City Project Manager
or Project Engineer. Prior to the initiation of work for each task requested
that requires 40 or more hours of work, Consultant will prepare a brief work
plan for that task. The work plan will define work elements to be performed,
the level of effort required to complete the task, the specific staff assigned to
the task, and the schedule for the task. City approval of the work plan will be
required prior to initiation of work on each task requiring a work plan.
Software
Currently, RWQCP staff use the following software regularly: MS DOS 5.0,
Windows NT 4.0, Windows for Workgroups, WordPerfect for Windows 6.1,
Page 1
Part II - Scope of Work CITY OF PALO ALTO
Microsoft Access, Microsoft Excel, Pagemaker (5.0 for Windows), and Oracle
7.0.
Software-related tasks may include, but are not limited to, the following:
Install commercial software and upgrades to existing commercial
software.
Configure commercial software for RWQCP u~es. For example, set up
a database, create batch files for data transfer, create interfaces and
macrOs in common programs to facilitate routine tasks, etc.
Recommend new software and software upgrades for RWQCP purchase.
Provide technical support and problem solving relating to software use.
Provide training to individuals and small groups regarding software use.
Some training may require preparation of written instructions and
guidance.
Configure network servers and individual computers to facilitate use,
backup, and removal of unwanted materials.
Troubleshoot problems identified by RWQCP staff.
Hardware
Except for a Toshiba Tecra, all hardware owned and purchased by the
RWQCP is manufactured by Hewlett Packard. All computers are IBM-
PC software compatible. It should be noted that HP computer
hardware differs (sometime.significantly) from PC clones. RWQCP
computers are connected via an Ethemet-based Microsoft Lan Manager
network that includes several servers.
Hardware-related tasks may include, but are not limited to, the following:.
o
o
o
o
®
o
o
Setup new computers and relocated computers.
Retrofit peripherals and drives onto existing computers.
Configure printers on individual computers or to the network.
Set up or modify computer servers.
Set up peripherals on the server or the network.
Optimize computer performance in light of available hardware.
Assist in selection of hardware for purchase.
Monitor network performance.
Part II - Scope of Work CITY OF PALO ALTO
Set up network connections or relocate existing network connections.
Optimize network performance.
Troubleshoot hardware problems.
Recommend network architecture changes to improve performance and
to meet future requirements.
This contract does not include hardware repair, nor does it in’clude the
purchase of hardware or software other than that developed in response to
RWQCP requests.
PROPOSALS
Five (5) copies of the written proposal should be submitted. The proposal
must include the following information (which can be presented in any
organization desired by the consultant);
A brief statement of the general background, staff size,
number of years in business, general capabilities, and the
financial stability of the consultant team.
The name of the individual proposed as the project
leader, that person’s experience, position with the firm,
and office location.
3.The names, company position, brief resumes, and office
location, other team members.
A discussion of the consultant’s understanding of the
scope of work, including brief specific discussions of
proposed approaches to Items in Section B, TASKS,
above. ~.
A description of similar projects on which the consultant
team has worked.
At least three references, of which at least two involved
the leadership of the proposed project leader.
7. Fee schedule showing hourly rate of each staff member
Page 3
Fee Schedule
Date: October 23, 1997
Submitted to:Contract Administration
¯First Floor, Civic Center
250 Hamilton Avenue
Palo Alto, CA 94301
Contract Manager, Ms. Johnella Williams
Re:RFP # 100841
Environmental Compliance Computer System Assistance
Project Manager, Mr. Javad Ghaffari
CSG submits the following specification and estimate for the above referenced RFP.
Tasks
1. Provide services for Environmental Compliance Division, computer software and
hardware support.
a.hardware and software installation
b.generation of technical reports
c.telephone response and emergency trouble-shooting
d.design databases
e.create batch files for file transfer
f.create interfaces and macros
g.advise on new software and software upgrades
h.provide technical support
i.develop training programs for individuals and small groups
j.configure network servers and workstations
k.any additional computer tasks identified by RWQCP staff
I.install or relocate computers
m.install and configure peripherals
n.monitor and optimize network performance
In accordance with the outlined RFP, scope of this project, the following fee schedule is
proposed:
Sr. Programmer (Mehdi Ghadiani)$80 / hr
Assistance Programmer (Temp)$50 / hr
Clerical (Temp)$18 / hr
PRODUCER (510)935-0545 F/
~ourse Insurance Brokers, Inc.
P.O. Box 3946
590 Lennon Lane-Suite 160
Walnut Creek, CA 94598
ANn: CISR, Patricia Pfelfer
INSURED
Nehdi Ghadiani
Compu=ing Solution Group
4820 Vinewood Way
Antioch, CA 94509
’510)935-0486
Ext:.. 118
12/01/i~97
’[--TI:E~CE~rTF~L’~ ":S ISsuED AS A MATteR OF IN~ORMA
ONLY AND CO~ ,S NO RIGHTS UPON THE CERTIFICATE
HOLDER, THIS CERTIFICATE DOES NOT AMEND, EXTEND OR
ALTER THE COVE~GE AFFORDED BY THE POLICIES BELOW.
COMPANIES AFFORDING COVE~GE
COMPANY "’Zur~h RE ’(UK) Unlimited" ""A
COMPANYB
COMPANYc
COMPANYD
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 W1TH 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 BY PAID CLAIMS.
CO TYPE OF INSURANCE ~POLICY NUMBERLTR
GENERAL LIABILITY "
X COMMERCIAL GENERAL LIABILITY :
~!’i" : X CLAIMS MADE i O~CUR
OWNER’S & CONTRACTOR’S PROT ;
X Retro Date: 1/1/98
AUTOMOBILE LIABILITY
ANY AUTO
ALL OWNED AUTOS
SCHEDULED AUTOS
HIRED AUTOS
NON-OWNED AUTOS
GARAGE LIABILITY
ANY AUTO
POLICY EFFECTIVE POLICY EXPIRATION ’UMITSDATE (MMIDD/YY) DATE (MM/DD/YY) "
i GENERAL AGGREGATE $i, 000 00
01/01/1998 01/01/1999
EXCESS LIABILITY
UMBRELLA FORM
OTHER THAN UMBRELLA FORM
WORKERS COMPENSATION AND
EMPLOYERS’ LIABILITY
THE PROPRIETOPJ .......INCLPARTNERS/EXECUTWE
OFFICERS ARE EXCL {
OTHER
PROFESSIONAL LIABILITY
-CLAIMS MADE -RETRO ~BD
DATE: I/I/98 !01/01/1998 01/01/1999
:. PRODUCTS ’- COMP/OP AGG $1 000 O0
PERSONAL & ADV INJURY $1 0 0 0 0 0
EACH OCCURRENCE $1,000 00
FIRE DAMAGE (A~y one fire)$E X C L U D E
MED EXP (Any one person)$E X C L U O F
COMBINED SINGLE LIMIT $
¯ BODILY INJURY: (Per person)$
i BODILY INJURY: (Per accident)$
~PROPERTY DAMAGE $
: AUTO ONLY - EA ACCIDENT
EACH ACCIDENT
AGGREGATE
::EACH OCCURRENCE $
i AGGREGATE $
$
.:E TORY LIMITS ~ ER ~!~:::::..:i:;:i.i::.-.::.. i¯-" :. ---.
~EL EACH ACCIDENT $
i EL DISEASE - POLICY LIMIT $
i EL’DISEASE - EA EM’I~LOYE~"" $
.$I,000,000. Each Claim &
Aggregate
DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES/SPECIAL ITEMS
k]] operations and locations usual to the named insured. City of Palo Alto, its Officers, Agents, and
:mployees are named as Additional Tnsured, but only as to work performed under contract.
:overage is Primary l0 Days Notice of Cancellation for Non-Pay
¯’ :- :- : ....’ .........:-":- ......’"=: ......:- .....:CANC-~J.~T|QN : :::!::- .-. :~ ~::-:~ ...........~i~!i.-’:’::~i:.- :i:: ..........::::~:::::::::~:::: .........::::,--:::,i,’~ ......CERT FICATEHOLDER..... . .¯--:,;-:-.~".::..~.~¯:-. ; ..........":, :-: .......-:.’-:::::.k... :::i..:::.~ ...:~ ¯:.’:; -.’~::;~:-:..!::’:.::~-.:.: ’-~!;¯~.:i:~::i:-’:¯’~L~:L~;i:.:~i::: :.:.::..:<.....::..::::...¯.-:;.:::::::~:¯...:::::.:..-i.:::::-.;.:~..::::i:i¯..~:.::.
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE
EXPIRATION DATE THEREOF, THE ISSUING COMPANY WILL ENDEAVOR TO MAILMs. Kelly Moran
C i t y o f P a 1 o A1 t o 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT,
Regiona] Water Quality Control BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY
2501 Embarcadero Way OF ANY KINDUP(~
Palo Alto, CA 94303
AUTHORIZEDREPRESENTATIVEI~_ ~
25 S{’f/95) ........................" ....................................................................BY .~~..... ~___"~L-’~ TIONACORD -.... -;:--:-:v-:..- :-i.:,::;: :... :.: ::.-:-:--:. .-’ .’.;:-i::.:.:::’::":.::-;.:;:.:::::.:.:;: .-:’.::;:-i.; ~:~:::!~:::~::::::i:ii::~i;;~:~;:;:.:::~;:::~:~i::::::):::~.~!~;:i!~::~!!~::.::~:]~i:.::~.~::.~:;.!:;i::::/~::):~.’~!~)~i~’~j:~: :i- "::’-:..- :.
PART Ill - CERTIFICATION of NONDISCRIMINATION SECTION 410
_Certification of Nondiscrimination; As suppliers of goods or services to the City of Paid Alto, the
firm and individuals listed below certify that they do not discriminate in employment with regards to
age, race, color, religion, sex, national odgin, ancest~, 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.
END OF SECTION
C;Tf OF PALO ALTO: NON-DISCRIMINATION (6/94)RFP #100841