HomeMy WebLinkAbout1999-06-12 City Council (6)City of Palo Alto
TO:
FROM:
HONORABLE CITY COUNCIL
CITY MANAGER DEPARTMENT: PUBLIC WORKS
6
DATE:
SUBJECT:
JULY 12, 1999 CMR:277:99
APPROVAL OF A CHANGE ORDER TO INCREASE THE VALUE OF
THE SECOND AND THIRD YEARS OF CONTRACT C8099229 WITH
ADVANCED ENVIRONMENTAL TECHNICAL SERVICES FOR CITY
HAZARDOUS WASTE MANAGEMENT ANDEMERGENCY
RESPONSE SERVICES FROM $35,000 TO $105,000
RECOMMENDATION
Staff recommends that Council approve and authorize the Mayor to execute a change order
to Contract C8099229 with Advanced Environmental Teclmical Services (AETS) for an
additional $70,000 for hazardous waste management and emergency response services
during the second and third years of the contract.
BACKGROUND
The City has established a Hazardous Waste Management Services contract for removal,
transportation and disposal services for routine City-generated hazardous wastes in
accordance with State and Federal regulations. The contract is a one-year contract for
$35,000 with an option to extend the term for up to two additional years at $35,000 each
succeeding year.
Large volume wastes (greater than 55 gallons per 90-day cycle) to be managed under this
contract include waste solvents, PCB-contaminated transformer oil, and contaminated
absorbents and soils from spills. A variety of other smaller quantity wastes such as
laboratory chemicals, paints, reproduction fluids, compressed gasses, and other wastes are
also lnanaged under this program. The contract also provides for on-call emergency response
services in the event of a hazardous material or waste incident that requires services beyond
those that can be provided internally by the City.
DISCUSSION
A variety of factors have increased the delnand tbr Hazardous Waste Management Services.
During FY 1998-1999, various City departments have undertaken many projects that have
generated additional non-routine hazardous waste. In addition, some routine hazardous
waste streams have increased with the increase in the number of City-administered projects.
CMR:277:99 Page l of 2
City departments and facilities that undergo modifications in process or operation often
encounter unanticipated routine and non-routine hazardous wastes. Historically, there have
been typically two to three emergency responses per year. Since January 1999, there have
been eight emergency responses. Staff estimates that each emergency response costs
approximately. $5,000 per incident.
Because of these factors, the remaining contract budget will not be sufficient to support the
hazardous waste management and emergency response services required during the second
and third years of the contract. Additional funds for the contract are needed to provide for
the additional waste generation of City hazardous waste and unforeseen emergency
responses.
Staffrecommends that the value of the contract in its second and third year be increased from
$35,000 to $105,000 per year for the remainder of the second (through October 6, 1999) and
for the third year (October 7, 1999 - October 6, 2000).
RESOURCE IMPACT
Funding for the additional $70,000 per year will come from the Utilities Electric Fund
($55,000) for emergency response, and the remaining $15,000 from the Public Works Refuse
Fund for increases in routine hazardous waste generation and additional non-routine
hazardous wastes recently encountered.
Funds tbr contract services are available in the respective FY 1999-2000 Public Works
Refuse Fund and Utilities Electric Fund operating budgets.
POLICY IMPLICATIONS
This report does not represent any change to existing City policies. Authorizing the
additional contract authority will allow staff to properly manage hazardous wastes and
unforeseen emergency services in accordance with State and Federal regulations.
ATTACHMENTS
Attachment A: Contract
PREPARED BY: Michael Jackson, Deputy Director of Public Works
DEPARTMENT HEAD: [~
;. ROBERTS
Works
CITY MANAGER APPROVAL:
[G
City
CMR:277:99 Page 2 of 2
ATTACHMENT A
Part II - CONTRACT SECTION 500
CONTRACT
CITY GENERATED HAZARDOUS WASTE MANAGEMENT SERVICES
This contract, dated ~¢--’t-, ¢J ,1997, is entered into by and between the City of Palo Alto,
a municipal corporation of the State of California ("City"), and Advanced Environmental Technical Services, a
California Limited Liability Company, ("Contractor"), whose Taxpayer Identification Number is 36-4016575.
For and in ’consideration of the following covenants, terms and conditions, City and Contractor ("the
parties") agrees:
Term. This contract shall commence, and be binding on the parties on, the Date of Execution of this
Contract, and shall expire one year from that time. The City has the option of extending the contract
annually for two (2) addil~onal years, subject to the terms thereof. The City reserves the right to modify
or cancel the contract in the City’s sole discretion upon giving Contractor notice of its modification or
cancellation at least ten (10) working days prior to the effective date of the modification or cancellation,
General Scope of Project and Work. Contractor shall furnish labo.r, services, materials, transportation
and equipment in conr~ection with this project and scope of work in accordance with the covenants,
terms and conditions of this Contract to the satisfaction of the City. The Project and Work is generally
described as follows:
Title: City Generated Hazardous Waste Manaqement Services
Base Bid: Not to exceed $35,000 per year
Add Alternates (if any):Not Applicable
Total Bid: Not to exceed $35,000 per year
Contract Documents. This Contract shall consist of the documents set forth below, which are on file
with the City Clerk and are hereby incorporated by reference. For the purposes of construing,
interpreting and resolving inconsistencies between the provisions of this Contract, these documents
and the provisions thereof are set forth in the following descending order of precedence.
a.This Contract
b.Project Specifications/Scope of Work
c,Drawings
d.Change Orders.
e.Invitation for Bid #99229
f.Any other document not expressly mentioned herein which is issued by City or entered into by
the parties.
Compensation. In consideration of Contractor’s performance of its obligations hereunder, City shall
pay to Contractor the amount set forth in the Contractor’s bid with the provisions of this Contract and
upon receipt of written invoices and all necessary supporting documentation within thirty (30) days of
the date of receipt of Contractor’s invoices.
Insurance, On or before the Date of Execution, Contractor shall obtain and maintain the policies
of insurance coverage described in the lnvitation for Bids on terms and conditions and in amounts
as may be required by the Risk Manager. City shall not be obligated to take out insurance on
Contractor’s personal property or the personal property of any person performing labor or services
CITY OF PALO ALTO: Formal Contract for Hazardous Materials Page 1
Part II - CONTRACT SECTION 500
or supplying materials or equipment under the Project. Contractor shall furnish Cit_y. with the
certificates of insurance and with original endorsements affecting coverage required under this
Contract on or before the Date of Execution. The certificates and endorsements for each insurance
policy shall be signed by a person who is authorized by that insurer to bind coverage in its behalf.
Proof of insurance shall be mailed to the Project Manager to the address set forth in Section 16
of this Contract.
=
indemnification. Contractor agrees to protect, defend, indemnify and hold City, its City Council
members, officers, and employees harmless from and against any and all claims, demands,
liabilities, losses, damages, costs, expenses, liens, penalties, suits, or judgments, arising in whole
or in part, directly or indirectly, at any time from any injury to or death of persons or damage to
property as a result of the willful or negligent act or omission of Contractor, or which results from
Contractor’s noncompliance with any Law respecting the condition, use, occupation or safety of
the Project site, or any part thereof, or which arises from Contractor’s failure to do anything
required under this Contract or for doing anything which Contractor is required not to do under this
Contract, or which arises from conduct for which any Law imposes strict liability on Contractor
in the performance of or failure to perform the terms and conditions of this Contract, except as
may arise from the sole willful or negligent act or omission of City or any of its City Council
members, officers, or employees. This indemnification shall extend to any and all claims,
demands, or liens made or filed by reason of any work performed by Contractor under this Contract
at any time during the term of this Contract, or arising thereafter.
Contractor further expressly agrees to protect, indemnify, hold harmless and defend City, its City
Council members, officers and employees from and against any and all claims, demands, liabilities,
losses, damages, costs, expenses, liens, penalties, suits, or judgments CITY may incur, arising in
whole or in part in connection with or as a result of Contractor’s acts or omissions under this
Contract, under the Comprehensive Environmental Response, Compensation and Liability Act (42
U.S.C., §§9601-75, as amended); the Resource Conservation and Recovery Act (42 UoS.C.,
§ §6901-82, as amended); the Carpenter-Presley-Tanner Hazardous Substance Account Act (Health
& Saf. Code, §§25300-25395, as amended) the Hazardous Waste Control Act (Health & Saf.
Code, § §25100-25250.24, as amended); the Safe Drinking Water and Toxics Enforcement Act
(Health & Saf. Code, §§25249.5-25249.13, as amended); the Underground Storage of Hazardous
Substances Act (Health & Saf. Code, §§25280-99.6, as amended); the Hazardous Substance
Account Act (Health&Saf. Code, §§25300-95, as amended); the Toxic Substances Control Act
(15 U.S.C.,.§§2601-71, as amended); or under any other local, state or federal ordinance or
statute, or at common law.
Assumotion of Risk. Contractor agrees to voluntarily assume any and all risk of loss, damage, or
injury to the property of Contractor which may occur in, on, or about the Project site at any time
and in any manner, excepting such loss, injury, or damage as may be caused by the sole willful or
negligent act or omission of City or any of its City Council members, officers, or employees.
..~. The acceptance of any payment or performance, or any part thereof, shall not operate as
a waiver by City of its rights under this Contract. A waiver by City of any breach of any part or
provision of this Contract by Contractor shall not operate as a waiver or continuing waiver of any
subsequent breach of the same or any other provision, nor shall any custom or practice which may
arise between the parties in the administration of any part or provision of this Contract be
construed to waive or to lessen the right of City to insist upon the performance of Contractor in
strict compliance with the covenants, terms and conditions of this Contract.
Comoliar~ce wi~:h Laws. Contractor shall comply with all Laws now in force or which may
CITY OF PALO ALTO: Formal Contract for Hazardous Materials Page 2
Part II = CONTRACT SECTION 500
hereafter be in force pertaining to the Project and Work and this Contract, with the requirement
of any bond or fire underwriters or other similar body now or hereafter ~onstituted~ with any
discretionary license or permit issued pursuant to any Law of any public agency or official as well
as with any provision of all recorded documents affecting the Project site, insofar as any are
required by reason of the use or occupancy of the Project site, and with all Laws pertaining to
nondiscrimthation and affirmative action in employment and hazardous materials.
10.J~_g]::!~l~. As a condition precedent to City’s obligation to pay compensation to Contractor, and on
or before the Date of Execution, Contractor shall furnish to the Project Manager the bonds as
required under the Invitation for Bids.
11.Reoresentations and Warranties of the Contractor. In the supply of any materials and equipment
and the rendering of labor and services during the course and scope of the Project and Work,
Contractor represents and warrants:
Contractor is engaged in the business of performing services with respect to waste
materials and has developed the requisite expertise to perform the services agreed to City
and Contractor hereunder;
Any materials and equipment which shall be used during the course and scope of the
Project and Work shall be vested in Contractor;
Co Any materials and equipment which shall be used during the course and scope of the
Project and Work shall be merchantable and fit to be used for the particular purpose for
which the materials are required;
Any information submitted by Contractor prior to the award of Contract, or thereafter,
upon request, whether or not submitted under a continuing obligation by the terms of the
Contract to do so, is true and correct at the time such information is submitted or made
available to the City;
Contractor has not colluded, conspired, or agreed, directly or indirectly, with any person
in regard to the terms and conditions of Contractor’s Bid, except as may be permitted by
the Invitation for Bids;
Contractor has the power and authority to enter into this Contract with City, that the
individual executing this Contract is duly authorized to do so by appropriate resolution, and
that this Contract shall be executed, delivered and performed pursuant to the power and
authority conferred upon the person or persons authorized to bind Contractor;
Contractor has not made an attempt to exert undue influence with the Purchasing
Manager or Project Manager or any other person who has directly contributed to City’s
decision to award the contract to Contractor;
There ar’e no unresolved claims or disputes between Contractor and City which would
materially affect Contractor’s ability to perform under the Contract;
Contractor has furnished and will furnish true and accurate statements, records, reports,
resolutions, cer[ifications, and other written information as may be requested of Contractor
by City from time to time during the term of this Contract;
CITY OF PALO ALTO: Formal Contract for Hazardous Materials Page 3
Part II - CONTRACT SECTION 500
jo Contractor and any person performing labor and services under this Project is duly licensed
as a contractor with the State of California as required by California Business &
Professions Code Section 7028, as amended; and
Contractor has fully examined and inspected the Project site and has full knowledge of the
physical conditions of the Project site.
12.Warranties and ReoresentationoftheCitv. The City represents and warrants to the Contractor
that:
ao The description of and specifications pertaining to its waste materials in the Profile Sheet
and at all times will be true and correct in all material aspects. Waste materials tendered
to Contractor will at all times, including, without limitation, at the time of recertification
of the waste materials, conform to the description and specifications contained in the
Profile Sheet;
bo City has made all information available to the Contractor regarding the waste materials and
the surface and subsurface conditions in the vicinity of the premises where the services
are to be performed. If City receives information that the waste materials described in
Profile Sheet present, or may present, a hazard or risk to persons or the environment not
reasonably disclosed in the Profile Sheet, City will promptly report such information to the
Contractor;
Co If City is not the generator of the waste materials (as defined in 40 CFR 260.10), City has
all necessary authority to enter into this Agreement with respect to waste materials;
do City is under no legal restraint which prohibits the transfer of possession of such waste
materials to Contractor; and
e°City shall comply with all applicable statutes, ordinances, laws, orders, rules and
regulations, and shall provide Contractor a safe work environment for services performed
on any premises owned or controlled by the City.
13.Assianment. This Contract and the performance required hereunder is personal to Contractor, and
it shall not be assigned by Contractor. Any attempted assignment shall be null and void.
14.
15o
Claims of Contractor.’ All claims pertaining to extra work, additional charges, or delays within the
Contract Time or other disputes arising out of the Contract shall be submitted by Contractor to City
in writing by certified or registered mail within ten (10) Days after the claim arose or within such
other time as may be permitted or required by law, and shall be described in sufficient detail to
give adequate notice of the substance of the claim to City.
AuditsbvCitv. During the term of this Contract and fora period of not less than three (3) years
after the expiration or earlier termination of this Contract, City shall have the right to audit
Contractor’s Project-related and Work-related writings and business records, as such terms are
defined in California Evidence Code Sections 250 and 1271, as amended, during the regular
business hours of Contractor, or, if Contractor has no such hours, during the regular business hours
of City.
16.Notices. All agreements, appointments, approvals, authorizations, claims, demands, Change
Orders, consents, designations, notices, offers, requests and statements given by either party to
CITY OF PALO ALTO: Formal Contract for Hazardous Materials Page 4
Part II - CONTRACT SECTION 500
the other shall be in writing and shall be sufficiently given and served upon the other party if (1)
personally served, (2) sent by the United Sta’tes mail, postage prepaid, (3) sent by privat~ express
delivery service, or (4) in the case of a facsimile transmission, if sent to the telephone FAX number
set forth below during regular business hours of the receiving party and followed within two (2)
Days by delivery of a hard copy of the material sent by facsimile transmission, in accordance with
(1), (2) or (3) above. Personal service shall include, without limitation, service by delivery and
service by facsimile transmission.
To City:City of Palo Alto
City Clerk
250 Hamilton Avenue
P.O. Box 10250
Palo Alto, CA 94303
Copy to:City of Palo Alto
Department of Public Works, Operations Division
Attention: Chad Centola, Project Manager
3201 E. Bayshore Road
P.O. Box 10250
Palo Alto, CA 94303
(650) 496-6980
FAX: (650) 852-9289
To Contractor’.Advanced Environmental Technical Services
Attention: Bradley Bowman
4227 Technology Drive
Fremont, CA 94538
(510) 651-2964
FAX: (510) 656-4926
17.ABoroDriation of City Funds. This Contract is subject to the fiscal provisions of Article III, Section
12 of the Charter of the City of Palo Alto. Any charges hereunder for labor, services, materials and
equipment may accrue only after such expenditures have been approved in advance in writing in
accordance with applicable Laws. This Contract shall terminate without penalty (I) at the end of
any fiscal year in the event that funds are not appropriated for the following fiscal year, or (ii) 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 shall control in the event
of a conflict with any other provision of this Contract.
18.Miscellaneous.
Bailee Disclaimer. The parties understand and agree that City does not purport to be
Contractor’s bailee, and City is, therefore, not responsible for any damage to the personal
property of Contractor.
Consent. Whenever in this Contract the approval or consent of a party is required, such
approval or consent shall be in writing and shall be executed by a person having the
express authority to grant such approval or consent.
CITY OF PALO ALTO: Formal Contract for Hazardous Materials Page 5
Part II - CONTRACT SECTION 500
do
Controlling Law. The parties agree that this Contract shall be governed and construed by
and in accordance with the Laws of the State of California.
Definitions. The definitions and terms set forth in Section 1 of the Standard Drawings and
Specifications (1992) of this Contract are incorporated herein by reference.
Force Majeure. Neither party shall be deemed to be in default on account of any delay or
failure to perform its obligations under this Contract which directly results from an Act of
God or an act of a superior governmental ~uthority.
Headings. The paragraph headings are not a part of this Contract and shall have no effect
upon the construction or interpretation of any part of this Contract.
Incorporation of Documents. All documents constituting the Contract documents
described in Section 3 hereof and all documents which may, from time to time, be referred
to in any duly executed amendment hereto are by such reference incorporated in this
Contract and shall be deemed to be part of this Contract.
ho Integration. This Contract and any amendments hereto between the parties constitute the
entire agreement between the parties concerning the Project and Work, and there are no
other prior oral or written agreements between the parties that are not incorporated in this
Contract.
Modification of Agreement. This Contract shall not be modified or be binding upon the
parties, unless such modification is agreed to in writing and signed by the parties.
Provision. Any agreement, covenant, condition, clause, qualification, restriction,
reservation, term or other stipulation in the Contract shall define or otherwise control,
establish, or limit the performance required or permitted or to be required of or permitted
by either party. All provisions, whether covenants or conditions, shall be deemed to be
both covenants and conditions.
Resolution. Contractor shall submit with its Bid a copy of any corporate or partnership
resolution or other writing, which authorizes any director, officer or other employee or
partner to act for or in behalf of Contractor or which authorizes Contractor to enter into
this Contract.
Severability. If a court of competent jurisdiction finds or rules that any provision of this
Contract is void or unenforceable, the provisions of this Contract not so affected shall
remain in full force and effect.
Status of Contractor. In the exercise of rights and obligations under this Contract,
Contractor acts as an independent contractor and not as an agent or employee of City.
Contractor shall not be entitled to any rights and benefits accorded or accruing to the City
Council members, officers or employees of City, and Contractor expressly waives any and
all claims to such rights and benefits.
Successors and Assigns. The provisions of this Contract shall inure to the benefit of, and
shall apply to and bind, the successors and assigns of the parties.
Time of the Essence. Time is of the essence of this Contract and each of its provisions.
CITY OF PALO ALTO: Formal Contract for Hazardous Materials Page 6
Part II - CONTRACT SECTION 500
In the calculatio’n of time hereunder, the time in which an act is to be performed shall be
computed by excluding the first Day and including the last. If the time in whicl~ an act is
to be performed falls on a Saturday, Sunday, or any Day observed as a legal holiday by
City, the time for performance shall be extended to the following Business Day.
Venue. In the event that suit is brought by either party hereunder, the parties agree that
trial of such action shall be vested exclusively in the state courts of California in the
County of Santa Clara in the City of San Jose or in the United States District Court for the
Northern District of California in the City of San Jose.
Recovery of costs. 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, including
reasonable attorney’s fees, incurred or expended in connection with such action against
the non-prevailing party.
IN WITNESS WHEREOF, the parties have by their duly appointed representatives executed this Contract
in the City of Palo Alto, County of Santa Clara, State of California on.the date fi st stated above.
ATTEST:ClT~ PALO ALT(/
APPROVED:.COl
Advanced Environmental Technical Services
~ctor of Public Works
-(# C
Director ~f Administrative SeWices
~n~ R~iew)
APPROVED AS TO FORM:
Name: Donald A. Lees
Title: Executive Vice PresideDt,
TaxpayerI.D. No.36-4016575
Western Region
Senior Assislant City Attorney
CITY OF PALO ALTO: Formal Contract for Hazardous Materials Page 7
PaOli-CONTRACT
CERTIFICATE OF ACKNOWLEDGMENT
(Civil Code § 1189)
SECTION 500
STATE OF ~__,f~ L/ F/.)/~,k!//"!,)
COUNTY OF /~L.f~/b~bfJ )
in and for said County, personally appeared
0 before me,, a notary public
, 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 ~S~-~-z-~-<~.~~ (Seal)
END OF SECTION
CITY OF PALO ALTO: Formal Contract for Hazardous Materials Page 8