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Staff Report 154-07
City of Palo Alto City Manager’s Report TO: FROM:CITY MANAGER DEPARTMENT: PUBLIC WORKS DATE:MARCH 12, 2007 CMR:154:07 SUBJECT:APPROVAL OF CONTRACT WITH HF&H CONSULTANTS, LLC IN AN AMOUNT NOT TO EXCEED $205,164 TO ASSIST TIlE CITY IN THE SOLICITATION PROCESS FOR A NEW SOLID WASTE AND RECYCLING COLLECTION AND PROCESSING AGREEMENT RECOMMENDATION Staff recommends that Council approve and authorize the City Manager or his designee to execute the attached contract with HF&H Consultants LLC (HF&H) in a total amount of $205,164 to assist the. City in the solicitation process for a new solid waste and recyclable material collection and processing agreement (Attachment A), including an amount not to exceed $178,404 for basic services and $26,760 for additional services. BACKGROUND The Palo Alto Sanitation Company (PASCO) has been collecting and transporting solid waste within the City of Palo Alto since 1951 and has been collecting and processing recyclables since 1978. In November 1998, PASCO was formally acquired by USA Waste of California (a Waste Management CompanY). In August 1999, Council approved a new agreement for PASCO to provide refuse and recycling services within the City of Palo Alto starting on September 1, 1999 for aterm of up to ten years. The agreement is in effect until June 30, 2009. In October 2005, the Council adopted a Zero Waste Resolution and set goals to divert 73 percent of waste from by 2011 and to strive for zero waste by eliminating Palo Alto’s material sent to the landfill by the year 2021. The current diversion is 63% for calendar year 2005. The Council also approved the Zero Waste Strategic Plan and directed staff to prepare a waste composition study and a Zero Waste Operational Plan. Staff will bring to Council a Zero Waste Operational Plan for its approval in the spring of 2007. The service and program recommendations from the Zero Waste Operational Plan will direct staff on the new services to be included in the solicitation for the new solid waste and recycling contract. The new service agreement will be an interim step in the process to reach the City’s Zero Waste diversion goals. In 2006, the Public Works Director created a committee to oversee the procurement process for a new solid waste and recycling collection .and processing agreement. The committee includes staff from the Administrative Services and Public Works Departments with the City Attorney’s Office and the City Auditor’s Office as advisors. The solicitation process for a new contract will begin in January 2008, and June 2008 is the projected date for awarding a new contract (CMR:189:06). The new agreement will go to Council for award one year prior to the 2009 termination date of the current agreement to allow for a smooth transition between the existing contractor and the future contractor. CMR:154:07 Page 1 of 4 DISCUSSION Since this is the first time in more than 55 years that the solid waste and recycling services will go through a competitive solicitation process, the committee decided it would be essential to obtain the knowledge and expertise of a consultant to assist the City in this multifaceted procurement process. The objective was to obtain a consulting firm specializing in solid waste and recycling procurement processes to assist staff in the process. The consultant will also assist the City in providing technical assistance in the selection process. In October 2006, Council approved the scope of work to obtain consultant services (CMR:349:06). The scope of work for the consultant includes: 1)Survey, research, evaluate and develop recommendations on the type of agreement, compensation methodology and term of agreement that is best suited for the City of Palo Alto. 2)Conduct public meetings and gather public input on the preparation of the competitive procurement. 3) Consider the goals of the Zero Waste Operational Plan requiring changes to existing services. 4) Develop, with input and approval from City staff, drafts and final copies of the RFP package and supporting documentation for the draft agreement, evaluation criteria and ranking fo,r proposals and interviews. 5) Assist in making appropriate modifications to the draft agreement to reflect the final terms, conditions, service fees, and various contract exhibits resulting from the negotiation process. 6)Attend Council study sessions to respond to questions related to the work in the process of the evaluation, selection, and negotiations for the new service agreement. Please see Exhibit A to the attached Agreement for the complete scope of services. Proposal Description/Number Proposed length of project Number of proposals mailed Total days to respond to proposal Non mandatory pre-proposal meeting Number of companies present at pre-proposal meeting Number of proposals received Company names and location Summary of Solicitation Process Provision of Services to Assist City in the Solicitation Process for a Solid Waste and Recyclable Material Collection Agreement RFP119835 15 months 14 32 Yes 7 Number of companies represented in both proposals Number of proposals selected for interviews .HF&H Consultants, Walnut Creek []R3 Consulting Group, Sacramento 2 CMR:154:07 Page 2 of 4 Range of proposal amounts submitted $199,500 to $192,959 for basic work, excluding optional tasks On November 20, 2006, a Request for Proposals (RFP) for the project was posted at City Hall and sent to 14 consultants. Proposals were received from two qualified consultants by the December 22, 2006 due date. An evaluation committee consisting of staff from Public Works and the Admim’stmtive Services Department reviewed the proposals and interviewed the two proposing firms on January 18, 2007.. The evaluation committee carefully reviewed each firm’s qualifications and submittals relative to the following edteda identified in the RFP: ¯Proposer’s experience, including the experience of staff to be assigned to the project, the engagements of similar scope and complexity; ¯Quality, performance and effectiveness of the solution, goods and/or services to be provided by the proposer; ¯Quality, innovativeness and thoroughness of proposal; ¯Proposer’s compliance with applicable laws, regulations, policies (including City Council policies), guidelines and orders governing prior or existing contracts performed by the eontraetor;¯Proposer’s prior record of performance with the City of Palo Alto or others; ¯Proposer’s ability to perform the work within the time specified; ¯Proposer’s financial stability; ¯ ¯Cost to the City. I-IF&H Consultants, LLC (I-IF&IT) was selectedbecause of its high quality and professional work, extensive knowledge and experience in procurement processes for solid waste and recycling services, its ability to meet the edteda established in the RFP, its innovative ideas its ability to meet the City’s timeline to obtain a new agreement, and its familiarity with the Palo Alto community and Zero waste goals. RESOURCE IMPACT Funds in the amount of $225,000 for this project were included in the FY 2006-07 Refuse Fund adopted budget. POLICY IMPLICATIONS The recommendation does not represent changes to existing City policies. ENVIRONMENTAL I1VIPACT This recommendation is not a project under the California Environmental Quality Act (CEQA) and an environmental review is not necessary. ATTACHMENTS Attachment A:Agreement PREPARED BY: Executive Assistant CM1~154:07 Page 3 of 4 DEPARTMENT HEAD: CITY MANAGER APPROVAL: GLENN S. KOBERTS Director of Public Works Assistant City Manager CMR: 154:07 Page 4 of 4 ATTACHMENT ACITYOF PALO ALTO CONTRACT NO. C07119835 AGREEMENT BETWEEN THE CITY OF PALO ALTO AND HF&H CONSULTANTS, LLC FOR PROFESSIONAL SERVICES PROVISION OF SERVICES TO ASSIST CITY IN THE SOLICITATION PROCESS FOR A SOLID WASTE AND RECYCLABLE MATERIAL COLLECTION AGREEMENT This AGREEMENT is entered into , by and between the CITY OF PALO ALTO, a California Charter City ("CITY"), and HE&H Consultants, LLC, a Limited Liability Company located at 2175 North California Blvd., Suite 990,Walnut Creek,CA 94596("CONSULTANT") . RECITALS The following recitals are a substantive portion of thfs Agreement. A. CITY intends to obtain a new solid waste and recyclable material collection and processing agreement (~Project") and desires to engage a consultant to assist the City in the preparation of the RFP and agreement by providing the technical and supporting documentation in connection with the Project (~Services") . B. CONSULTANT.has represented that it and any subconsultants have the necessary professional expertise, qualifications, and capability, and all required licenses¯ and/or certifications to provide the Services. C. CITY in reliance on these representations desires to engage CONSULTANT to provide the Services as more fully described in Exhibit ~A", attached to and made a part of this Agreement. D. CONSULTANT has agreed to perform the Services on the terms and conditions contained in this Agreement. NOW,. THEREFORE, in consideration of the recitals, covenants, terms, and conditions, this Agreement, the parties agree: AGREEMENT Section i. SCOPE OF S~RVICES. CONSULTANT shall perform the Services described in Exhibit ~A" in accordance with the terms and conditions contained in this Agreement. The performance of all Services shall be to the reasonable satisfaction of CITY. SECTION 2. TERM. The term of this Agreement shall be from the date of its full .execution to completion of the services in accordance with the schedule of performance attached as Exhibit 050310 CITY OF PALO ALTO CONTRACT NO. C07119835 "B", unless terminated earlier pursuant to Section 20 of this Agreement. SECTION 3. SCHEDULE OFPERFORMANCE. Time is of the essence in the performance of Services under this Agreement. CONSULTANT shall complete the Services within the term of this Agreement and in accordance with the schedule set forth in Exhibit ~B", attached to and made a part of this Agreement. Any Services for which times ~for performance are not specified in this Agreement shall be commenced and completed by CONSULTANT in a reasonably prompt and timely manner based upon the circumstances and direction communicated to the CONSULTANT. CI.TY’s agreement to extend the term or the schedule for performance shall not preclude recovery of damages for delay if the extension is required due to the fault of CONSULTANT. SECTION 4. NOT TO EXCEED COMPENSATION. The compensation to be paid to CONSULTANT for performance of the Services described in Exhibit ~A", -including both payment for professional services and reimbursable expenses, shall not exceed one hundred seventy-eight thousand four hundred four dollars ($178,404.00). In the event Additional Services are authorized, the total compensation for services and reimbursable expenses shall not exceed two hundred five thousand one hundred sixty-four dollars ($205,164.00). The applicable rates and schedule of payment are set out in Exhibit "C", entitled "COMPENSATION," which is attached to and made a part of this Agreement. Additional Services, if~ any, shall be authorized in accordance with and subject to the provisions of Exhibit "C". CONSULTANT shall not receive any compensation for Additional Services performed without the prior written authorization of CITY. Additional Services shall mean any work that is determined by CITY to be necessary for the proper completion of the Project, but which is not included within the Scope of Services described in Exhibit ~A". SECTION 5. INVOICES. In order to request payment, CONSULTANT shall submit monthly invoices to the CITY describing the services performed and the applicable charges (including an identification of personnel who 9erformed the services, hours worked, hourly rates, and reimbursable expenses), based upon the .CONSULTANT’s billing rates (set forth in Exhibit "C-l"). If applicable, the invoice shall also describe the percentage of completion of each task. The information in CONSULTANT’s payment requests shall be subject to verification by CITY. Any progress payment request which is properly submitted and undisputed by the CITY will be paid within thirty (30) days after receipt. No later than seven (7) days after receipt of a request which the City determines is not proper, the City will return such request to the CONSULTANT with a written explanation of the reasons for its determination. The period available to the CITY to make payment will be reduced by the number of days the City delays in 050310 CITY OF PALO ALTO CONTRACT NO. C07119835 returning a request within the seven-day period. A late fee of one and one-half percent per month applies to balances unpaid after thirty (30) days. Send all invoices to the CITY attention the Project Manager. The Project Manager is: Paula Borges, Dept.: Public Works, Refuse Division, 3201 E. Bayshore Road, Palo Alto, CA 94303, Telephone: 650-496-5914. SECTION 6. QUALIFICATIONS/STANDARD OF CARE. All of the Services shall be performed by CONSULTANT or under CONSULTANT’s supervision. CONSULTANT represents that it possesses the professional and technical personnel necessary to perform the Services required by this Agreement and that the personnel have sufficient skill and experience to perform the Services assigned to them. CONSULTANT represents that ±t, its employees and subconsultants have and shall maintain during the term of this Agreement all licenses, permits, qualifications, insurance and approvals of whatever~nature that are legally required to perform the Services. All of the services to be furnished by CONSULTANT under this agreement shall meet the professional standard and quality that prevail among professionals in the same discipline and of similar knowledge and skill engaged in related work throughout California under the same or similar circumstances. SECTION 7. COMPLIANCE WITH LAWS. CONSULTANT shall keep itself informed of and in compliance with all federal, state and local laws, ordinances, regulations, and orders that may affect in any manner the Project or the performance of the Services or those engaged to perform Services underthis Agreement. CONSULTANT shall procure all permits and licenses, pay all charges and fees, and give all notices required by law in the performance of the Services. CONSULTANT shall report immediately to the CITY’s project manager, in writing, any discrepancy or inconsistency it discovers in the laws, ordinances, regulations, orders, and/or guidelines in relation to the Project of the performance of the Services. All documentation prepared by CONSULTANT shall provide for a completed project that conforms to all applicable codes, rules, regulations and guidelines that are in force at the time such documentation is prep@red. SECTION 8. ERRORS/OMISSIONS. CONSULTANT shall correct, at no cost to CITY, any and all errors, omissions, or ambiguities in the work product submitted to CITY, provided CITY gives notice to CONSULTANT. SECTION 9. INDEPENDENT CONTRACTOR. It is understood and agreed that in performing the Services under this Agreement CONSULTANT, 050310 CITY OF PALO ALTO CONTRACT NO. C07119835 and any person employed by or contracted with CONSULTANT to furnish labor and/or materials under this Agreement, shall act as. and be an independent contractor and not an agent or employee of the CITY. The manner and means of conducting the Services are the responsibility of and under the control of CONSULTANT, except to the extent they are limited by applicable law and the express terms of this Agreement. CONSULTANT will be responsible for employing or engaging all persons necessary to perform the Services. All contractors and employees of CONSULTANT are deemed to be under CONSULTANT’S exclusive direction and control. CONSULTANT shall be responsible for their performance. SECTION i0. ASSIGNMENT. The parties agree that the expertise and experience of CONSULTANT are material considerations for this Agreement. CONSULTANT shall not assign or transfer any interest in this Agreement nor the performance of any of CONSULTANT’s obligations hereunder without the prior written consent of the city manager. Consent to one assignment will not be deemed to be consent to any subsequent assignment. Any assignment made without the approval of the city manager will be void.. SECTION ii. SUBCONTRACTING. Notwithstanding Section i0 above, CITY agrees that subconsultants may be used to complete the Services. The subconsultants authorized by CITY to perform work on this Project are identified in Exhibit ~A". CONSULTANT shall be responsible for directing the work of the subconsultants and for any compensation due to subconsultants. CITY assumes no responsibility whatsoever concerning such compensation. CONSULTANT shall be fully responsible to CITY for all acts and omissions of a subconsultant. ,CONSULTANT shall change or add subconsultants only with the prior approval of the city manager or his designee. SECTION 12. PROJECT MANAGEMENT. CONSULTANT will assign Peter Deibler as the project director to have supervisory responsibility for the performance, progress, and execution of the Services. If circumstances or conditions subsequent to the execution of this Agreement cause the substitution of the project director or any other key personnel for any reason, the appointment of a substitute project director and the assignment of any key new or replacement personnel will be subject to the prior written approval of the CITY’s project manager. CONSULTANT, at CITY’s request, shall promptly remove personnel who CITY finds do not perform the Services in an acceptable manner, are uncooperative, or present a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property. Paula Borges is designated as the project manager for the CITY. The project manager will be CONSULTANT’s point of contact with 050310 4 CITY OF PALO ALTO CONTRACT NO. C07119835 respect to performance, progress and execution of the Services. The CITY may designate an alternate project manager from time to time. SECTION 13. DUTIES of CITY. To assist CONSULTANT in the performance of the Services, CITY will furnish or cause to be furnished the specified services and/or documents described in Exhibit ~A" and such other available information as may be reasonablY requested by CONSULTANT. SECTION 14. OWNERSHIP OF MATERIALS. All drawings, plans, reports, specifications, calculations, documents, other materials and copyright interests developed or discovered by CONSULTANT or any other person engaged directly or indirectly by CONSULTANT to perform the services required hereunder shall be and remain the property of CITY without restriction or limitation upon their use. Neither CONSULTANT nor its contractors, if any, shall make any of such materials available to any individual or organization without the prior written approval of the city manager or designee. SECTION 15. AUDITS. CONSULTANT will permit CITY to audit, at any reasonable time during the term of this Agreement and for three (3) years thereafter, CONSULTANT’s records pertaining, to ~matters covered by this Agreement. CONSULTANT further agrees to maintain and retain such records for at least three (3) years after the expiration or earlier termination of this Agreement. SECTION 16. INDEMNITY. To the fullest extent permitted by law, CONSULTANT shall protect, indemnify, defend and hold harmless CITY, its Council members, officers, employees and agents (each an ~Indemnified Party") from and against any and all demands, claims, ~or liability of any nature, including death or injury to any person, property damage or any other loss, including all costs and expenses of whatever nature including attorneys fees, experts fees, court costs and disbursements (~Claims") resulting from, arising out of or in any manner related to performance or nonperformance by CONSULTANT, its officers, employees, agents or contractors under this Agreement, regardless of whether or not it is caused in part by an Indemnified Party. The acceptance of CONSULTANT’s services and duties by CITY shall not operate as a waiver of the right of indemnification. The provisions of this Section 16 shall survive the expiration or early termination of this Agreement. SECTION 17. WAIVERS. The waiver by either party of any breach or violation of any covenant, term, condition or provision of this Agreement, or of the provisions of any ordinance or law, will not be deemed to be a waiver of any other term, covenant, condition, provisions, ordinance or law, or of any subsequent breach or violation of the same or of any other term, covenant, condition, provision, ordinance or law. 050310 5 CITY OF PALO ALTO CONTRACT NO. C07119835 SECTION 18. INSURANCE. 18.1.CONSULTANT, at its sole cost and expense, shall obtain and maintain, in full force and effect during the term of this Agreement, the insurance coverage described in Exhibit "D" CONSULTANT and its contractors, if any, shall obtain a policy endorsement naming the City of Palo Alto as an additional insured under any general liability or automobile policy or policies. 18.2.All insurance coverage required hereunder shall be provided through carriers with Best’s Key Rating Guide ratings of A-:VII or higher which are admitted to transact insurance business in the State of California. Any and all contractors of CONSULTANT retained to perform Services under this Agreement will obtain and maintain, in full force and effect during the term of this Agreement, identical insurance coverage, naming CITY as an additional insured under such policies as required above. 18.3.Certificates evidencing such insurance shall be filed with CITY concurrently with the execution of this Agreement. The certificates will be subject to the approval of CITY’s Risk Manager and will contain an endorsement stating that the insurance is primary coverage and will not be canceled, or materially reduced in coverage or limits, by the insurer except after filing with the Purchasing Manager thirty (30) days’ prior written notice of the cancellation or modification, CONSULTANT shall be responsible for ensuring that current certificates evidencing the insurance are provided to CITY’s Purchasing Manager during the entire term of this Agreement. 18.4.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 Agreement. 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 Agreement, including s~ch damage, injury, or loss arising after the Agreement is terminated or the term has expired. SECTION 19. WORKERS’ COMPENSATION. CONSULTANT, by executing this Agreement, 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 and during the performance of the Services. SECTION 20. TERMINATION OR SUSPENSION OF AGREEMENT OR .SERVICES. 050310 CITY OF PALO ALTO CONTRACT NO. C07119835 20.1.The CITY may suspend the performance of the Services, in whole or in part, or terminate this Agreement] with or without cause, by giving ten (I0) days’ prior written notice thereof to CONSULTANT. Upon receipt of such notice, CONSULTANT will immediately discontinue its performance of the Services. 20.2.CONSULTANT may terminate this Agreement or suspend its performance of the Services by giving ten (i0) days prior written notice thereof to CITY, but only in the event of a substantial failure of performance by CITY. 20.3.Upon such suspension or termination, CONSULTANT shall deliver to the CITY immediately any and all copies of studies, sketches, drawings, computations, and other data, whether or not completed, prepared by CONSULTANT or its contractors, if any, or given to CONSULTANT or its contractors, if any, in connection with this Agreement. Such materials will become the property of CITY. 20.4.Upon such suspension or termination by CITY, CONSULTANT will be paid for the Services rendered or materials delivered .to CITY in accordance with the scope of services on or before the effective date (i.e., i0 days after giving notice) of suspension or termination; provided, however, if this Agreement 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 acting in the reasonable exercise of his/her discretion 20.5. 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 Agreement. ~ SECTION 21. NOTICES. All notices hereunder will be given in writing and mailed, postage prepaid, by certified mail, addressed as follows: To CITY:City of Palo Alto Department of Public Works Attn: Paula Borges 3201 East Bayshore Road Palo Alto, CA 94303 With a copy to the Purchasing Manager at: City of Palo Alto Purchasing and Contract Administration Attn: Greg Pustelnik P.O. Box 10250 Palo Alto, CA 94303 050310 CITY OF PALO ALTO CONTRACT NO. C07119835 To CONSULTANT: Attention of the Project Director At: HF&H Consultants, LLC Attn: Peter Deibler 2175 North California Blvd., Suite 990 Walnut Creek, CA 94596 SECTION 22. CONFLICT OF INTEREST 2.2.1.In accepting this Agreement, 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. 22.2.CONSULTANT further covenants that, in the performance of this Agreement, it will not employ subconsultants, contractors or persons having such an interest. CONSULTANT certifies that no person who has or will ¯have any financial interest under this Agreement 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. 22.3. If the Project Manager determines that CONSULTANT is a ~Consultant" as that term is defined by the Regulations of the Fair Political Practices Commission, CONSULTANT shall be required and agrees to file the appropriate financial disclosure documents required by the Palo Alto Municipal. Code and~the Political Reform Act. SECTION 23. NONDISCRIMINATION. As set forth in Palo Alto Municipal Code section 2.30.510, CONSULTANT agrees that in the performance of this Agreement, it shall not discriminate in the employment of any person because of the race, skin color, gender, age, religion, disability, national origin, ancestry, sexual orientation, housing status, marital status, familial status, weight or height of such person. CONSULTANT acknowledges that it has read and understands the provisions of Chapter 2.28 of the Palo Alto Munfcipal Code relating to Nondiscrimination Requirements and the penalties for violation thereof, .and agrees to meet all requirements of Chapter 2.28 pertaining to nondiscrimination in employment, including completing the form furnished by CITY and set forth in Exhibit "E" SECTION 24.MISCELLANEOUS PROVISIONS. 24~I~. This Agreement will be governed by the laws of the State of California. 24 o2 .In the event that an action is brought,, the 050310 8 CITY OF PALO ALTO CONTRACT NO. C07119835 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. 24.3. The prevailing party in any action brought to enforce the provisions of this Agreement may recover its reasonable costs and attorneys’ fees expended in connection with that action. 24.4.This document represents the entire and integrated agreement 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. 24.5.The covenants, terms, conditions and provisions of this Agreement will apply to, and will bind, the heirs, successors, executors, administrators, assignees, and CONSULTANTs, as the case may be, of the parties. 24.6.If a court of competent jurisdiction finds or rules that any provision of this Agreement or any amendment thereto is void or unenforceable, the unaffected provisions of this Agreement and any amendments thereto will remain in full force and effect. 24.7.All exhibits referred to in this Agreement and any addenda, appendices, attachments, and schedules to this Agreement which, from time to time, may be referred to in any duly executed amendment hereto are by suchreference incorporated in this Agreement and will be deemed to be a part of this Agreement.~ 24.8.This Agreement is subject to the fiscal provisions of the Charter of the City of Palo Alto and the Palo Alto Municipal Code. This Agreement 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 Agreement are no longer available. This Section 24.8 shall take precedence in the event of a conflict with any other covenant, term, condition, or provision of this Agreement. 050310 ~_,I WIY~.N~SS }FHEREOF, the parties hereto have by their duly authorized representatives executed this Agreement on the date first above written, APPROVED AS TO FORM:CITY OF PALO ALTO Senior Assto City-Attorney Assistant City Manager AP PRO’V~¢D : Director of Administrative Services Art achment s EXHIBIT EXHIBIT EXHIBIT EXHIBIT EXHIBIT EXHIBIT Taxpayer Identification No. (Compliance with Corp. Code S 313 is requi~ed if the entity on whose behalf this contract is signed is a corporation. In the alternative, a certified corporate resolution attesting to the signatory authority of the individuals signing in their respective capacities is acceptable) SCOPE OF SERVICES SCHEDULE OF PERFOR~LANCE COMPENSATION HO’£~LY RATE SCHEDULE INSURAA]CE NONDISCRIMINATION COMPLIANCE FORM 050310!0 CITY OF PALO ALTO CONTRACT NO. C07119835 EXHIBIT A SCOPE OF SERVICES The HF&H Team has divided the Scope of Services tasks into five phases in order to break this complex and relatively lengthy project into more manageable groupings of tasks. The phasing will also assist with management of both the project budget and the schedule. To summarize, these are: Phase I Project Planning and RFP Development (Tasks 1-6) Phase 2 Develop Draft and Final Documents (Tasks 7-9) Phase 3 Release of Documents and RFP Clarifications (Tasks 10-11) Phase 4 Conduct Evaluation and Interviews, and Review and Provide Input on the Report to Council (Tasks 12-15) Phase 5 Negotiate and Finalize Contract(s) - (Tasks 16-18) The scope of services, schedule and budget assume the procurement will include a single RFP process, although this process may include multiple contracts and,/or service options (see Section 2.3). SUBCONTRACTORS Two separate subcontractors shall be used on this project. HDR/BVA based out of San Francisco, and Gary Liss & Associates based out of Loomis, California. These contractors shall be under the guidance and direction of HF&H at all times. Phase I Project Planning and RFP Development (Tasks 1-6) Task 1. Attend Kick-Off Meeting Consultant shall attend a kick-off meeting with City staff to confirm project objectives, review and finalize the schedule, discuss City plans for involvement of the Council and the public, and review the policy and services issues to be considered for the procurement. In preparation for the meeting, Consultant shall first read and understand all the following information, data and reports including, but not limited to: -- Palo Alto agreement with PASCO/Waste Management Inc. of California for Solid Waste and Recyclable Materials Handling Services. -- Palo Alto MOU with Sunnyvale and Mountain View to use the SMART Station. -- Palo Alto agreement with Waste Management Inc. to use the Kirby Canyon Landfill. --Sunnyvale agreement with Green Team/Zanker for the operations of the SMART Station. Page I of 19 CITY OF PALO ALTO CONTRACT NO. C07119835 --Zero Waste Policy and Strategic Plan, Gary Liss and Associates. September 2005 --Palo Alto Solid Waste, Recycling Material and Household Hazardous tonnage for 2005 and 2006. --Palo Alto Waste Composition Study, Cascadia Consulting Group. 2006. --Palo Alto Zero Waste Operational Plan, BVA Inc., November 2006. --Palo Alto Auditor review report of the existing refuse collection contract (scheduled to be issued February 2007) -- Timeline for New Refuse and Recycling Collection Contract -- Description of current services provided by PASCO Prior to the kick-off meeting, HF&H will prepare and submit a list of issues and questions for City feedback. Task 1.1 Prepare for Kick-Off Meeting We wil! prepare a draft meeting agenda for City review, and will incorporate the City’s comments into a final meeting agenda~ In preparation for the meeting we will compile a Team electronic library of, and will review all of, the above listed documents, plus the Request for Proposals, which we prepared for Operation of the SMART Station, July 5, 2006 and any other background documents suggested by the City. We are already quite familiar with most of the documents. We also suggest that City staff review a selection of the SBWMA Issue Papers, and possibly some other materials we may suggest prior to the meeting. Task 19 of the City’s Scope of Services specifies that the Consultant shall develop a detailed project schedule prior to the kick off meeting for review by City staff. This work will be conducted as part of Task 1. We will provide the draft project schedule prior to the kick-off meeting for discussion at the meeting. Task 1.2 Attend Kick-Off Meeting The kick-off meeting will be attended by Bob Hilton, Peter Deibler, Ruth Abbe, Gary Liss, and David Krueger. The meeting will focus on key policy and services issues to be considered for the procurement, with discussion of the City’s Zero Waste planning process to date, preliminary options for reflecting the Zero Waste policy and programs in the procurement, and the roles of the Council, the Zero Waste Task Force, other City departments, the concerned public (both residents and businesses), and potential proposers. We propose to include a frank discussion of the City’s current arrangements regarding use of the SMART Station and disposal at Kirby Canyon with regard to a zero waste procurement, and some process alternatives. We will also discuss with City staff the proposed detailed approaches to Tasks 2A and 2B (and in particular Tasks 2.1, 2.2 and 2.3) and finalize the specific workplans for those tasks. We suggest scheduling up to three hours for this meeting. One of the key outcomes of the Kick-Off meeting will be to identify preliminary criteria to carry through the process for use in evaluating options for structuring the RFP and Page 2 of 19 CITY OF PALO ALTO CONTRACT NO. C07119835 the agreement, for selecting final program options for the RFP, and for evaluating hauler proposals. As noted above, we suggest beginning this activity with Task I rather than waiting until Task 5. For the kickoff meeting we will identify an initial list of criteria and add to it through discussion with City staff as well discuss how to prioritize them. Initial criteria will include, as a partial list, waste diversion, customer satisfaction, cost, and ease of administration. These draft criteria, as they evolve through the planning portion of the procurement will provide the framework for our request for proposer information and analysis throughout all other tasks of the work plan. We suggest that these criteria be used qualitatively in the early tasks, noting that it may be advantageous to give them weights for the proposal evaluation process. HF&H will suggest initial weights for the criteria. Task 1.3 Synopsis and Schedule Updates We will prepare a synopsis of the meeting documenting action items, decisions, assignments, due dates, discussion, and items for further study. We will revise the project schedule as necessary. In addition, as provided in the Task 19 RFP language, the project schedule will be updated monthly throughout the process or as requested by City staff. Deliverables: List of issues and questions for the City Draft and final meeting agendas Meeting synopsis Draft and revised detailed schedule Finalized workplans for Tasks 2A and 2B Draft and revised list of preliminary evaluation criteria. Task 2. A.Recommend System Structure, Contract Term, and Contractor Compensation Method Consultant shall survey, research, evaluate, and develop recommendations on structuring the waste management and recycling contracted services in Palo Alto, the ideal compensation methodology and term of agreements to be used in the new agreement. Consultant shall explore the possibility of using completely different contracting models. Consultant shall research the contracts of a minimum of five cities to be approved by the City, and methods for incorporating zero waste. Consultant shall include a minimum of seven of the most popular compensation methodologies and terms used in the California Region. The evaluations shall report the advantages and disadvantages of each option. The recommendations will state in detail the recommended type of contract, compensation methodology and term, and why it would be suitable for the City of Palo Alto. City staff will determine which methodology and term to be used in the newly drafted agreement. Page 3 of 19 CITY OF PALO ALTO CONTRACT NO. C07119835 Task 2.1 Research Comparable City Contracts We propose to research avariety of different approaches both to contracting and to franchising. In addition to reviewing the South Bayside Waste Management Authority (SBWMA) work referenced above in our Approach, HF&H will provide a list of jurisdictions and case studies for consideration, from which, in consultation with City staff we propose to select up to seven cities for detailed review. We will be happy to discuss any additions the City would like to add to the initial list and will finalize the list for discussion with City. Note that HF&H Team members are already familiar with, or were directly involved with many of these processes. Team Members will survey staff from these jurisdictions as necessary to fill gaps in our knowledge, and in particular to get opinions on how well specific approaches have worked in practice. Task 2.2 Evaluate Alternative Compensation Methods HF&H will provide a preliminary list of compensation methods for discussion with City staff. With City input, HF&H will select up to ten options to analyze. The initial contractor compensation structures include traditional approaches, variants on traditional approaches, and methods that provide incentives or disincentives to encourage specific behavior - and in particular maximized diversion. The methods will be evaluated using the broad initial criteria identified in Task 1, plus more specific criteria such as rate stability and effect on competitiveness. Task 2.3 Evaluate Alternative Contract Term Options In general, it is most cost effective to have the term of the agreement match or exceed the years needed to depreciate the equipment provided by the contractor. New vehicles are generally depreciated over seven to ten years, and carts are often depreciated over 10 years. Other key issues for the City to factor into this decision are the following milestones: closure of the City landfill in 2011, and the expiration of the SMART MOU and the Kirby Canyon disposal agreement in 2023. We will propose an initial list of agreement terms and extensions for review, subject to consultation with City staff. We propose to evaluate each of the options for the following types of agreements: single agreement combining all services, and separate agreements for: 1) refuse, recycling and organics collection, 2) recyclables processing, and 3) organics composting. Note that award of extensions should be at the sole discretion of the City. Evaluation criteria will again include those broad criteria selected in Task 1, plus more specific ones including competitiveness, maintaining innovation, and contractor responsiveness. Task 2.4 Prepare Written Report of Recommendations The HF&H Team will prepare a draft report of recommendations and options/alternatives regarding Tasks 2.1 through 2.3 prior to the Task 2.5 meeting (see below) and will update it as a final report to reflect the discussion at the meeting, with inclusion of the final determination of City staff regarding compensation methodology and term. In evaluating the options, we will utilize the draft criteria developed with Page 4 of 19 CITY OF PALO ALTO CONTRACT NO. C07119835 City Staff in Task 1. The report will also include an initial draft table of contents for the RFP and agreements. Task 2.5 First Task 2 Meeting with City Staff Based on discussion at the kick-off meeting, we will prepare the draft report of analysis and recommendations regarding Tasks 2.1 through 2.3 prior to this first Task 2 meeting and will update it to reflect the discussion at the meeting, and the final determination of City staff regarding compensation methodology and term. This meeting will also include initial discussion for the Task 2B analysis of agreement provisions as discussed below in Task 2.7. The meeting will be attended by key project staff with other team members participating by conference call as needed. Deliverables: List of agreement terms and extensions for review by the City and HF&H’s recommendation. of agreement or other pertinent document from each of theCopysurveyed jurisdictions. Summary of the terms and compensation methods for those jurisdictions, in tabular format Draft and final report summarizing our evaluation and recommendations regarding scoping the procurement, compensation methodology, and contract term. Draft Table of Contents Task 2. B.~ Research and Recommend Key Provisions for New Agreement Consultant shall research, evaluate and develop recommendations on the following listed provisions for consideration in the new agreement. Consultant shall PrePare a written report detailing findings, recommendations, and a cost range for all applicable programs in the report. Specific provisions for consideration will include, but not be limited to the following: Specific provisions to be considered in creating the new agreement: Table 4-3 is an initial list that contains the 37 items listed by the City for consideration in Task 2B, organized into groupings of related contract provisions. We have retained the numbering of the issues in the City’s scope of services for ease Of comparison, and have noted the additional items with an asterisk. We will finalize the list for analysis as part of the discussion for the second meeting of Task 2 (see description in Task 2.5). Broad Topic General Table 4-3 Provisions for New Agreement Specific Issues *Limitations to scope: Which activities will be outside the scope of the exclusive franchise? (E.g. public schools, self-haul, C&D, commercial recyclables, clean-up services, debris box services, etc.) 18. Contract splitting: refuse collection, recyclables collection, Page 5 of 19 Broad Topic Compensation Agreement Term Billing and Customer Service Public Education and Outreach CITY OF PALO ALTO CONTRACT NO. C07119835 Specific Issues organics collection, composting, recyclables processing, C&D processing. 4. City-directed changes in scope: City ability to add future programs and keep the cost down 7. City free to negotiate with third parties. *Ownership of materials 31. Basic compensation. 1. Possible changes to its "Allowable", "Non- Allowable" and "Pass-Through Expenses. 2. Other price increases provisions. 37. Term of Agreement *Conditions for extension 3. Treatment of assets at termination of contract. 6. Transition to next contractor at end of agreement. 33. Responsibility for billing (City, recyclables collector, refuse collector, 3rd Party) 27. Requiring complaints handling procedures 34. Ownership of customer account records. *Bill inserts 32. Customer education/PR requirements *Non-collection policy *Waste assessments and technical assistance to commercial and multi-family customers *Responsibility for developing and producing educational materials Page 6 of 19 Broad Topic Performance Standards Requirements for Equipment and Operations CITY OF PALO ALTO CONTRACT NO. C07119835 Specific Issues 19. Lid tipping inspection and educational program 36. Customer performance standards: Setting reasonable, measurable, enforceable standards. 20. Efficiency incentives vs. penalties in creating performance levels. *How to create a non-adversarial relationship: City and Contractor working as a team 24. Performance monitoring, review and audit. 28. Continuing or improving customer satisfaction survey. 26. Upgrading defaults and remedies clauses. *Amount of performance bond 8. Dedicated vehicles to service the community. 9. Standard for required spares for collection vehicles. 29. Creating minimum standards for the number of employees and equipment. 22. Equipment delivery requirements 10. Purchase, replacement and maintenance of containers for recycling, yard trimmings and garbage collection. 11. Create restrictions/specifications for usage of route supervisor vehicles. 12. Specific signage requirements for collection vehicles. 15. Hazardous and special waste handling and collection. 5. Provisions during emergencies 25. Progressive air emission and noise standards Page 7 of 19 CITY OF PALO ALTO CONTRACT NO. C07119835 Broad Topic Record Keeping and Reporting Facilities Issues Specific Issues 21. Security enhancement clauses (including document shredding, cameras, GIS systems) 30. Improving and upgrading record keeping and reporting responsibilities. 14. City to have access to routing maps, books and customer account records. 23. Recycling verification requirements *MRF Residue reporting requirements *Reporting format, electronic reports and data management *Put-or-Pay disposal contract: Should disposal payments for waste not delivered be considering when comparing cost proposals received in this process? *Put-or-Pay disposal contract: How to address any advantage that this Contract may give to the disposal contractor in competing for collection and/or processing services? 35. Location of facilities (City land or private?) Have contractor locate a recycling center and HHW location *Should the City continue to provide the land for the collection contractor’s corporation yard? *Composting facility: When to switch from the City composting facility to a composting facility that can accept food scraps? 2011 when the City facility must close? 2009 when the new contract collection and/or processing contract begins? *Composting facility: How to address any advantage that the few firms already possessing composting capacity have in competing for collection services? Contract for composting separately from collection? Page 8 of 19 CITY OF PALO ALTO CONTRACT NO. C07119835 Task 2.6 Research Contract Terms Our team’s evaluations of options for the contract provisions listed above will succinctly describe each issue, comment on its purpose where useful, and focus on alternative approaches and the advantages and disadvantages for each. The recommendations will be provided in a matrix format including summary of how the recommended language meets the draft criteria developed in Task 1, and a statement of why it would be suitable for the City of Palo Alto. Our written recommendations will be updated and finalized to reflect the discussions at the third Task 2 meeting with City staff. Task 2.7 Second Task 2 Meeting with City Staff As noted above for Task 2.5, we suggest that the meeting include initial discussion for the Task 2.6 analysis of agreement provisions. The Task 2.5 meeting is budgeted as part of. Task 2A. We will then participate in a second Task 2 meeting with City staff to discuss our draft matrix of issues and recommendations. We anticipate that two or three key project staff will attend this meeting with other team members participating by conference call as needed. Task 2.8 Draft Proposer List HF&H will prepare a draft proposer list (instead of waiting until Task 10) so that the outreach effort can begin as soon as possible. The draft list will include companies that may be potential prime contractors, companies that may provide specialized services such as organics processing (and could serve as primes or as subcontractors), and not- for-profits and other entities that may be interested in providing community-based services such as bulky item recovery. Deliverables: Draft and final report summarizing the analysis and recommendations regarding the specified contract provisions and draft contract language regarding those provisions. Draft proposer list. Task 3. Prepare for and Conduct Public Meetings Consultant shall arrange, publicize and conduct two public meetings, including the Zero Waste Task Force Committee, in the City of Palo Alto for the purpose of gathering public input on the preparation of competitive solicitation documents. Consultant shall take notes, record attendees, create a summary and submit written report to the project manager within one week after the meeting. Report to summarize input, recommendations from suggestions and cost range on any additional services to be considered. Task 3.1 Develop Public Meetings Key HF&H Team Members will work with City staff to design and publicize the public meetings in order to maximize participation and to achieve the desired outcome. Our approach to publicizing the meetings assumes use of the City’s website. We propose to Page 9 of 19 CITY OF PALO ALTO CONTRACT NO. C07119835 facilitate these meetings in a workshop format that balances the need to guide parameters for discussion with an informal atmosphere that encourages participation by attendees. Our budget assumes that the direct costs of publicizing the meetings (e.g., newspaper listings, radio public service announcements, etc) will be borne by the City. Task 3.2 Conduct Public Meetings We anticipate that the two meetings will be facilitated by Peter Deibler and Ruth Abbe, with participation by Gary Liss and David Krueger. Public meetings are an integral part of many of our projects, and all of our key Team Members have extensive experience in facilitating such meetings. Task 3.3 Prepare Summary and Recommendation Report The HF&H Team will prepare a summary of the outcome of the two meetings, and provide a written report to City staff within one week after the second of the two meetings. Deliverables: Meeting agendas and synopses Draft and final meeting publication prose. Presentation materials. Lists of attendees Summary report documenting input from attendees and HF&H’s recommendations Task 4. Evaluate Additional Service Programs Consultant shall add additional service programs as directed by the project manager. Consultant shall consider the challenges to the City presented by the landfill closure in 2011, feedback that may be received at community meetings,~ and the goals of the Zero Waste Operational Plan. The draft Zero Waste Operational Plan requires changes to the existing services that include: 1. Diverting food scraps, compostables, untreated wood and other compostables for all sectors of the community; 2. Expand the type of materials currently being accepted. Consider textiles, milk and juice containers, plastic bags, expanded polystyrene packaging, expanded polystyrene containers, hard cover books and electronic waste; 3. Implement a bulky item reuse and recycling program; 4. Implement a mandatory participation, which requires customers to place recyclables and compostable materials in the appropriate collection containers; 5. Divert all debris boxes rich in C&D debris materials to a local C&D debris processor. 6. Provide recycling service to all commercial customers. Page 10 of 19 CITY OF PALO ALTO CONTRACT NO. C07119835 Task 4.1 Meeting with City Staff We suggest meeting with City Staff to discuss each of the above service additions in a brainstorming format prior to developing the memo in Task 4.2. As part of this meeting we will also discuss the format and content for finalizing the work on Task 5.1. Task 4.2 Develop Recommended Approaches for Each Program Addition We will evaluate the best means for accomplishing the above service changes as required by the draft Zero Waste Operational Plan, as well as up to three additional program changes as identified in consultation with City staff during Task 4.1. Our Team is familiar with programs in other jurisdictions that are similar to each of the six programs identified above. Based upon this knowledge, and the information gained from the jurisdictions surveyed in Task 2A, we will propose alternative ways to structure these programs, list the advantages and disadvantages of each, comment on how each approach meets the draft evaluation criteria, and suggest RFP descriptive language and contractual language for the agreement addressing each service change. We will craft the RFP language with the intent of clearly stating the City’s expectations, while allowing proposers the opportunity to suggest creative, innovative approaches to providing these new programs. Team Members will work closely with City staff to select the best options for Palo Alto. Deliverables: Written memo evaluating options. Recommended RFP and franchise language. Task 5.Finalize Evaluation Criteria Consultant will develop evaluation criteria for proposals for review and direction from City staff. Task 5.1 Finalize Evaluation Criteria We plan to base the final proposal evaluation criteria, in large part, upon the draft evaluation criteria first established in Task I and utilized (with additions and modifications over time) to evaluate and recommend project and program options in Tasks 2, 3 and 4. We will identify possible weights for the criteria as requested by City staff, draft a proposal evaluation form and instructions sheet for the evaluation team, and create a spreadsheet to consolidate their evaluations. We will also identify different methods for treating cost and non-cost criteria, discuss their pros and cons, and if requested make a recommendation based on City staff input that we believe will best meet City needs. One goal is to minimizing the risk of an excessive low-bid. Deliverables: List of evaluation criteria Proposal evaluation form with instructions Spreadsheet to consolidate evaluations Brief summary comments from interviews with potential proposers Page 11 of 19 CITY OF PALO ALTO CONTRACT NO. C07119835 Task 6. Prepare for Council Study Session Consultant shall assist City staff in conducting a Council study session to present and discuss the Contractor selection criteria and ranking; the evaluation process including identifying the members of the evaluation team, and the key issues required to complete the RFP package and draft agreement. Task 6.1 Preparation for Council Study Session The HF&H Team will work closely with City staff to prepare for the Council study session. HF&H will prepare the key items for which Council input will be requested. HF&H will review and provide input on City’s staff’s draft Council report and PowerPoint presentation materials. Task 6.2 Participate in Council Study Session Key HF&H Team staff, which we anticipate will include Peter Deibler and Ruth Abbe, will participate in the study session to address questions related to the work completed by HF&H, and will prepare a brief summary memo of the session. Deliverables: Comments and input on draft Council Memorandum. Comments and input on draft presen~:ation materials Memo summarizing the study session Phase 2 Develop Draft and Final Documents (Tasks 7-9) Task 7. Draft Request for Proposals Based on the results of the Council session, Consultant shall assist City staff by. preparing a draft RFP. Consultant shall reproduce and submit reports in electronic format (Microsoft documents and spreadsheet file formats) unless noted, for review and approval as follows: -- 60% completion submittal -- 90% completion submittal ...... The draft RFP will address at a minimum the following: background/general information, scope of services, performance standards, transition plan, contractual arrangements, proposal requirements, selection process and criteria, and submittal instructions. The RFP will be designed to ensure the receipt of competitive proposals. The RFP will include tailored cost forms to ensure that proposals can be compared on an "apples-to-apples" basis. Task 7.1 Develop First Draft of RFP HF&H Team will prepare a draft RFP meeting each of the criteria cited above for this task. Note that much of the work in preparing specific portions of,the draft RFP has occurred with earlier tasks. We will circulate the First Draft ("60 percent" meaning a complete document except for specific areas in which information or data is pending) Page 12 of 19 CITY OF PALO ALTO CONTRACT NO. C07119835 RFP within our Team for internal review and comment prior to submitting it to the City. The draft RFP and cost forms will address multiple alternatives related to collection services as requested by City staff so that decisions can be made about specific service options, such as backyard collection. We anticipate that the document will be prepared by HF&H staff with review and comment from HDR/BVA. Task 7.2 Meet with City Staff We suggest meeting with City staff, unless comments are very minor, to discuss the City’s review of the First Draft RFP, prior to developing the Second Draft ("90 percent" meaning a document that is in essentially final form ready for release) RFP. At this meeting we will also discuss the approach to the draft Franchise agreement. Task 7.3 Develop Second Draft RFP After receiving comments from and meeting with City staff regarding the First Draft, we will produce a Second Draft RFP, with peer review of the changes from the first draft by our Team Members. Note that our budget for this and for other applicable tasks assumes that if City comments are from multiple staff, and/or from several agencies, or if they conflict, that City staff will consolidate them and provide guidance as we may request on how to treat them in the Second Draft. Deliverables: First Draft of the RFP Second Draft of the RFP. Task 8. Draft Franchise Agreement Consultant shall assist the City, as needed, in drafting any agreements to be included as attachments to the RFP. The City, through its own legal counsel, will take the lead in preparing an agreement exemplar and consultant shall provide assistance in drafting technical specifications and recommending material agreement terms and structure. Task 8.1 Assist in Developing Draft Agreement. HF&H will work in coordination with Public Works staff, the City Attorney’s office, and the City’s third party attorney to develop the draft agreement(s), including providing sample agreements and technical portions of the agreement, recommending material agreement terms and structure, and providing review as requested. Task 8.2 Potential Proposer Review of Draft RFP and Agreement HF&H will assist the City as needed in providing and receiving comments from potential proposers to the draft solicitation document. Deliverable: Review and comment on Draft Agreement Page 13 of 19 CITY OF PALO ALTO CONTRACT NO. C07119835 Task 9. Draft Final Request for Proposals and Supporting Documentation Based on City comments on the draft RFP and draft agreement(s), Consultant shall prepare the final RFP and supporting documentation and shall submit for review, approval, and processing by City staff. Task 9.1 Meet with City Staff Upon receiving consolidated sets of City comments on the Draft of the RFP and the Draft of the Franchise Agreement, key HF&H Team Members will meet wi~:h City staff to discuss preparation of the final documents. Task 9.2 Draft Final Request for Proposals and Supporting Documentation Based on the outcome of the meeting in Task 9.1 the HF&H Team will prepare the final documentation in a form that is ready for release to proposers, including cost and other proposal forms to be completed electronically by proposers. We recommend that the RFP require that proposers’ ability to negotiate contract terms be limited to those items they take exception to in their proposals. Deliverables: Final RFP Comments and input on Final Agreement(s) Phase 3 Release of Documents and RFP Clarifications (Tasks 10-11) Task 10. Develop List of Potential Proposers Consultant shall develop a list of potential proposers that may be qualified to submit a proposal. Task 10.1 Finalize List of Potential Proposers With City input, HF&H will finalize the list of potential proposers that we initially developed as part of the Task. Deliverables: List of proposers. Task 11. Attend Pre-Proposal Meeting Following the release of the RFP, Consultant shall participate in the pre-proposaI meeting and assist City staff in responding to questions raised by potential proposers. Consultant shall assist City staff in preparing all necessary addenda required to clarify any issues raised by potential proposers. Task 11.1 Participate in Pre-Proposal Meeting HF&H Team staff will participate in the pre-proposal meeting and will assist staff in answering questions. We recommend that only written answers be binding on the City. We also recommend that the session be taped to ensure that questions are answered accurately. Page 14 of 19 CITY OF PALO ALTO CONTRACT NO. C07119835 Task 11.2 Pre-Proposal Meeting Follow-up HF&H Team Members will provide draft written technical answers to the questions asked at the pre-proposal meeting, and will assist City staff with preparing any other addenda that are needed to address subsequent proposer questions. Our budget assumes consolidated response to questions and preparation of up to two addenda. Deliverables: List of technical questions and draft responses to verbal questions Addenda addressing other questions, as needed. Phase 4 Conduct Evaluation and Interviews, and Review and Provide Input on the Report to Council (Tasks 12-15) Task 12. Review and Rank Proposals Working with the evaluation team and using the evaluation criteria, Consultant shall review the proposals and rank them in consultation with the evaluation team. Upon staff direction, Consultant shall communicate with the proposers, as needed for clarification. Consultant shall prepare evaluation materials and analyze the cost proposals. Consultant shall meet with the evaluation team to compare evaluation notes and discuss scoring. Following discussion with the evaluation team, Consultant shall prepare a ranking of the qualified proposals based on combined scores for each of the criteria. Task 12.1 Evaluate Proposals and Costs The HF&H Team will provide a review of the proposals for discussion with the Evaluation Team. HF&H will utilize our database of program costs to evaluatethe reasonableness of the cost proposals received. Key aspects of the HF&H review shall include, but not be limited to, firm and proposed individual staff qualifications, technical issues related to provision of the proposed services, detailed financial analysis of prices submitted, financial issues including financial strength and proposed financing, proposer exceptions to the contract, approach to providing hauling and recycling services, and transition plan. Our review will also focus on the evaluation of the innovative portions of each proposal and how likely each is to achieve the City’s goals. Task 12.2 Meetings with Evaluation Team We suggest two, rather than just one meeting with the evaluation team. In our experience, two meetings will be necessary to ensure full understanding and discussion of the proposals, particularly ones addressing services that may be new even to some of the proposers. Task 12.3 Conduct Clarifications Based on questions raised during our review of the proposals and discussion with the evaluation team, we will assist in the development of draft clarification questions for Page 15 of 19 CITY OF PALO ALTO CONTRACT NO. C07119835 City staff review and for submission to the proposers. Additionally, we will assist in revising clarification questions as necessary. We will discuss the reference checks with City staff who will then conduct them. Deliverables: Draft evaluation summary table Cost proposal evaluation spreadsheet (including benchmarks from other jurisdictions) Clarification questions as directed from evaluation team Task 13. Conduct Proposer Interviews Consultant, with direction from City staff, will develop the interview questions for proposers and shall facilitate interviews conducted with the evaluation team members. Task 13.1 Develop Interview Questions HF&H Team Members will work with the evaluation team in developing the interview questions. Task 13.2 Conduct Interviews HF&H will participate in the interviews in an advisory role. Deliverables: List of Interview questions. Task 14. Prepare Written Summary of Recommendations Based on the interview results, and any clarifications with proposers, Consultant shall finalize their scores and ranking and will prepare a written summary documenting the evaluation process and recommendations. Task 14.1 Preparation of Draft Summary Report The HF&H Team will assist in the preparation of a draft summary report documenting the process, summarizing each team and its proposal, finalizing the proposal, scores and ranking, highlighting any issues that are still outstanding, and providing recommendations including possible options for pairing entities that proposed as parts of separate teams. The draft report shall include a summary evaluation matrix and the final cost proposal evaluation spreadsheet. Summary information and recommendations will be concise but complete in order to facilitate decision-making. Task 14.2 Meet with Evaluation Team The HF&H Team will meet with the evaluation team to receive comments on the summary report. Task 14.3 Finalize Summary Report We will complete the final report based on the outcome of Task 14.2. Page 16 of 19 CITY OF PALO ALTO CONTRACT NO, C07119835 Deliverables: Draft and final summary report Task 15. Present Recommendations at Second Council Study Session Consultant shall attend a Council study session to present the results of the evaluation, selection, and answer Council questions. Task 15.1 Prepare for Council Study Session The HF&H Team will assist City staff in preparing for the second Council study session. HF&H will prepare the key items for the Council session. HF&H will review and provide input on City staff’s draft Council report and PowerPoint presentation materials. Task 15.2 Participate in Council Study Session Key HF&H Team staff, which we anticipate will include Bob Hilton, Peter Deibler, and Ruth Abbe will participate in the study session to address questions related to the work completed by HF&H and will prepare a brief summary memo of the session. Deliverables: Comments and input on draft Council memorandum Comments and input on draft presentation materials Memo summarizing the study session Phase 5 Negotiate and Finalize Contract(s) - Tasks 16-18 Task 16. Negotiate Agreement(s) Based on the outcome of the Council study session, Consultant shall assist and provide technical support to City staff during negotiations. Task 16.1 Participate in Negotiation Sessions Peter Deibler, and Bob Hilton, as requested, will participate in negotiation meetings with the selected proposers. Task 16.2 Provide Support During Negotiations We will prepare written documentation of agreed upon terms, advise the City on the advantages and disadvantages of proposed negotiated changes, and provide sample franchise language and benchmarking data (e.g. "the specific franchise requirement that the proposer says is unreasonable is commonly used and that proposer has agreed to that requirement in three other jurisdictions" or "the Petaluma franchise agreement deals with that issue in a slightly different way which may address the proposers concerns.") As noted earlier, proposer ability to negotiate is limited to those items to which they took exception in their proposals. Deliverables: Written summary of negotiations. Page 17 of 19 CITY OF PALO ALTO CONTRACT NO. C07119835 Alternative franchise language as needed. Written analysis of proposed changes as needed. Task 17.Coordinate in Incorporating Negotiation Results into Final Agreement(s) Consultant shall as requested advise on the incorporation of the results of the negotiations into the final agreement(s), including updating exhibits. Task 17.1 Assist in Preparation of Final Agreement(s) HF&H will as requested advise and assist with the incorporation of the results of the negotiations into the final agreement(s), including updating exhibits, and reviewing final language. Task 18.Present Final Recommendations to Council Consultant shall attend a Council session to present the results of the negotiations and to assist City staff in recommending to the Council an award of contract to the successful proposer. Task 18.1 Prepare for Council Study Session The HF&H Team will assist City staff in preparing for the Council session. HF&H will review and provide input on City staff’s draft Council report and PowerPoint presentation materials. Task 18.2 Participate in Council Study Session Key HF&H Team staff will participate in the study session, presenting the results of the negotiations, assisting City staff in recommending contract award, and answering Council questions. Deliverables: Comments and input on draft Council memorandum Comments and input on draft Presentation materials Task 19. Detailed Project Schedule Consultant shall develop a detailed project schedule prior to the kick off meeting. The project schedule will be updated monthly and be provided with the prior month’s. invoice, along with a one page summary of tasks with percentage completion. This task is included as part of the scope, budget and schedule for Task 1. Both project managers commit to keeping in very close touch regarding specific deliverables and the overall schedule so that any issues are identified and remedied early. HF&H commits to meet the timeline with regard to activities under its control and will quickly recommend and as needed implement reasonable proposed solutions to make up lost time, regardless of why it occurred, including providing additional staff to the project at no additional cost to City should that be likely to accelerate the schedule. City acknowledges that HF&H is not responsible for delays over which it has Page 18 of 19 CITY OF PALO ALTO CONTRACT NO. C07119835 no control, such as may result from change in Council composition between the two study sessions, City inability to meet review dates or to provide timely direction, coordination with the City Attorney’s office or the City’s third party attorney, coordination with the Purchasing Department, or unanticipated issues that may arise. City reviews for all substantive deliverables (Task 2 deliverables, drafts and final RFP) are assumed to be two weeks (10 business days) in length. Task 20.Consultant shall attend a minimum of 18 meetings as follows: Task 1. Task 2. Task 3. Task 4~ Task 6. Task 7. Task Task Task Task Task Task Task Task Task One meeting Two meetings Two meetings One meeting Council study session One meeting 9.One meeting 11.Pre-proposal meeting 12.Two meetings 13.Proposer interviews 14.One meeting 15.Council presentation 16.One meeting 17.One meeting 18.Council selection 18 meetings are incorporated into the above task descriptions and are budgeted for the project. HF&H participation in any additional meetings shall be agreed upon prior to such meetings, and associated costs will be billed to the City. HF&H shall submit a brief written summary of each meeting with City staff within 5 business days of each meeting. Summaries shall note purpose of meeting, identify attendees, and note key issues discussed, decisions made and decisions pending. Page 19 of 19 CITY OF PALO ALTO CONTRACT NO. C07119835 EXHIBIT ’~B" SCHEDULE OF PERFORMANCE CONSULTANT shall perform the Services so as to complete each milestone within the number of days specified below. The number of days to complete each milestone may be increased or decreased by mutual written agreement of the project managers for CONSULTANT and CITY. CONSULTANT shall provide a detailed schedule of work consistent with the schedule below within I0 days of receipt of the notice to proceed. Milestones Completion Number of Days from NTP i. Phase 1 - Project Planning and RFP Development (Tasks 1-6) 2.Phase 2 - Develop Draft and Final Documents (Tasks 7-9) 3. Phase 3 - Release of Document and RFP Clarifications (Tasks I0-ii) 4.Phase 4 - Conduct Evaluation & Interviews, and Prepare Report to Council (Tasks 12-15) 5. Phase 5 - Negotiate and Finalize Contract(s) 195 days 309 days 339 days 412 days 473 days 050310 CITY OF PALO ALTO CONTRACT NO. C07119835 EXHIBIT "C" COMPENSATION The CITY agrees to compensate the CONSULTANT for professional services performed in accordance with the terms and conditions of this Agreement, and as set forth in the budget schedule below. Compensation shall be calculated based on the hourly rate schedule attached as exhibit C-I up to the not to exceed budget amount for each phase set forth below. The compensation to be paid to CONSULTANT under this Agreement for all services described in Exhibit (~Basic Services") and reimbursable expenses shall not exceed $178,404.00< CONSULTANT agrees to complete all Basic Services, including reimbursable expenses, within this amount. In. the event CITY authorizes any Additional Services, the maximum compensation shall not exceed $205,164.00. Any work performed or expenses incurred for which payment would result in a total exceeding the maximum.amount of compensation set forth herein shall be at no cost to the CITY. CONSULTANT shall perform the tasks and categories of work as outlined and budgeted below. The CITY’s Public Works Director or his designee may approve in writing the transfer of budget amounts between any of the tasks or categories listed below provided the total compensation for Basic Services, including reimbursable expenses, does not exceed $178,404.00 and the total, compensation for Additional Services does not exceed $26,760.00. BUDGET SCHEDULE NOT TO EXCEED AMOUNT Phase I (Tasks 1-6)) (Project Planning and RFP Development Phase 2 (Tasks 7-9) (Develop Draft and Final Documents.) $74,377 $30,958 Phase 3 (Tasks i0-ii) $8,026 (Release of Document and RFP Clarifications) Phase 4 (Tasks 12-15) (Conduct Evaluation & Interviews, and Prepare Report to Council) $44,485 Phase 5 (Negotiate and Finalize Contract(s)) $17,058 050310 CITY OF PALO ALTO CONTRACT NO. C07119835 Sub-total Basic Services Reimbursable Expenses $174,904 $3,5oo Total Basic Services and Reimbursable expenses $178,404 Additional Services (Not to Exceed)$26,760 Maximum Total Compensation $205,164 REIMBURSABLE EXPENSES CITY shall reimburse CONSULTANT for reimbursable expenses at cost. Expenses for which CONSULTANT shall be reimbursed are: A:Travel. B.Costs of printing formal submissions. C.Postage, courier services, and long distance telephone charges. D. Meals directly associated with meetings at CITY All requests for payment of expenses shall be accompanied by appropriate backup information. Any expense anticipated to be more than $500.00 shall be approved in advance by the~CITY’s project manager. ADDITIONAL SERVICES The CONSULTANT shall provide additional services only by advanced, written authorization from the CITY. The CONSULTANT, at the CITY’s project manager’s request, shall submit a detailed written proposal including a description of the scope of services, schedule, level of effort,and CONSULTANT’s proposed maximum compensation, including reimbursable expense, for such services based on the rates set forth in Exhibit C-I. The additional services scope, schedule and maximum compensation shall be negotiated and agreed to in writing by the CITY’s Public Works Director or his designee and CONSULTANT prior to commencement of the services. Payment for additional services is subject to all requirements and restrictions in this Agreement 2 050310 CITY OF PALO ALTO CONTRACT NO. C07119835 EXHIBIT "C-I" HOURLY RATE SCHEDULE -HF&H CONSULTANTS, LLC POSITION President Senior Vice President & Vice President Senior Manager Senior Associate Associate Assistant Analyst Administrative Staff HOURLY RATE $235.00 $220.00 $19o.oo $155.00 $13o.oo $95.00 $75.oo 050310 CITY OF PALO ALTO CONTRACT NO. C07119835 ~ EXHIBIT ~C-I" HOURLY RATE SCHEDULE -HDR/BVA, INC. POSITION Vice President Senior Manager HOURLY RATE $232.00 $214.00 2 050310 CITY OF PALO ALTO CONTRACT NO. C07119835 EXHIBIT ~C-I" HOURLY RATE SCHEDULE - GARY LISS AND ASSOCIATES POSITION Principal HOURLY RATE $144.00 3 050310 EXHIBIT D ACORD. PRODUCER California Coastal Insurance License #0381524 2262 Camino Ramon P0 BOX 5076 San Ramon CA 94583-1328 Phone: 925-866-7050 Fax: 925-866-8275 INSURED CERTIFICATE OF LIABILITY INSURANCE oF,0 DATE,M D , ~ZY,TO~F 02/2.1/0,7 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATIOi~ ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATEHOLDER, THIS CERTIFICATE DOES NOT AMEND, EXTEND ORALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW ~i~9on, F~r~kopf, & Hobson175 N Ca±irornia. Ste 990Walnut Creek CA 9~596 COVERAGES INSURERS AFFORDING COVERAGE INSURER~:Hartford Insurance CQmpany INSUR~ B:Houston Casualty Company INSORERC:Preferred Employers INSURER D: INSURER E: NAIC # 22357 THE POUCIES 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. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. POLICY EFFECTIV]~LTR INSRD TYPE OF INSURANCE POLICY NUMBER D~TE (MM/DD/YY) LIMITS A A A GENERAL LIABILITY X X----] COMMERCIAL GENERAL LIABILI’[Y -- --1 CLAIMS MADE [~] OCCUR AUTOMOBILE Lb%BILITY ~’~ ~I ANY AUTO ¯ ~ ALL OWNED AUTOS , SCHEDULED AUTOS ___Xi HIRED AUTOS __%1 NON-OW EO AUTOS GARAGE LIABILITY~ANY AUTO X~ DEDUCTIBLER~e4T~ON S’t0000 WORKERS COMPENSATION ~ EMPLOYERS’ Lba~BILITY ANY PROP RIETOPJPARTN EPJEXECUTIV EOFFICEPJMEMBER EXCLUDED? If yee, de,tribe underSPECIAL PROVISIONS below’ OTHER Professional Lia~ 57SBAGB6653 57SBAGB6653 57SBAGB6653 WEN1121425 12/15/06 12/15/06 ~2/z5/o6 o9/o6/o6 POLICY EXPIRATIONDATE (MMIDD/YY) ~.2115/o7 12/151o? 12/15/07 o9/o6/o7 EACH OCCURRENCE PREMISES (Ea occurence) MED EXP (Any one person) PERSONAL & ADV INJURY GENERAL AGGREGATE PRODUCTS, COMP/OP AGG COMBINED SINGLE LIMIT(Ea accident) BODILY INJURY(Per person) BODILY INJURY(Per accident) PROPERTY DAMAGE(Per accident) AUTO ONLY-EAACCIOENT OTHER THAN EAACC AUTO ONLY:AGG EACH OCCURRENCE AGGREGATE WC STATU-X TORYL,MrrS I IOE~" E.L EACH ACCIDENT E.L DISEASE- EA EMPLOYEE &L.DISEASE - POLICY LffvllT $i,000,000 300,000 10,000 s 1,000t000 2 , 000,000 $2,O00,000 s 1,000,000 $ 2,000,000 2,000,000 lO00000. 1000000. IO00000. C B H70613397 06/01/06 06/01/07 Occ/Agg 2,oqo,oo0 Ded 25 , 000 DESCRIPTION OF OPERATIONS I LOCATIONS I’VEHICLES I EXCLUSIONS ADDED BY ENDORSEMENT I SPECLAJ. PROVISIONS The City of Palo Alto, its Council He~3ers, Officers~ Agents and Employees are included as additional insureds under the General & Auto Liability per attached policy endorsement SS01490593. This coverage is primary. el0 Day Notice for Ron-Palnnent of Premium CERTIFICATE HOLDER City of Palo Alto Purchasing & Contract Admin. Attn: Jose Arreola P.O. Box 10250 Palo Alto CA 94303 ACORD 25 (2001/08) CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXP]RATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAiL 30*DAYS WRII~’EN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO $O SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRI~SENTATIVES. _. ,/’~"""~’"(-/~ © ACORD CORPORATION EXHIBIT D IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. ACORD 25 (2001108) EXHIBIT D THiS ENDORSEMENT CHANGES THE POL!CY,PLEASE READ IT CAREFULLY. ADDITIONAL INSURED- DESIGNATED PERSON OR ORGANIZATION This endorsement.modifies insurance provided under the following: 57SBAGB6653 BUSINESS LIABILITY COVERAGE FORM - General & Auto Liability Who is an insured in the BUSINESS LIABILITY COVERAGE FORM is amended to include as an insured the person or organization shown in the Declarations but only with respect to liability arising out of the operations of the named insured. For losses covered under the BUSINESS LIABILITY COVERAGE of this policy this insurance is primary to other valid and collectible insurance which is available to the person or organization shown in the Declarations as an Additional Insured. The City of Palo Alto, its Council Members, Officers, Agents and Employees Form SS 04 49 05 93 Printed in U,S.A. (NS) Copyright, Hartford Fire Insurance Company, I993 EXHIBIT E Attachment B Certification of Nondiscrimination As suppliers of goods or services to the City of Palo Alto, the firm and individuals listed below certify that they do not discriminate in employment of any person because of race, skin color, gender, age, religion, disability, national origin, ancestry, sexual orientation, housing status, marital status, familial status, weight or height of such person; that they are in compliance with all Federal, State and local directives and executive orders regarding nondiscrimination in employment. Date: If Proposer is INDIVIDUAL, sign here: Proposer’s Signature Proposer’s typed name and title If Proposer is PARTNERSHIP or JOINT VENTURE, at least (2) Partners or each of the Joint Venturers shall sign here: HF&H Consultants, LLC Partnership or Joint Venture Name (type Date: December 18, 2006 Mem, l:~er of the Partner, ship or Joint Venture signature Date: December 18, 2006 a.%., "~zP-~ ’ ’~-...~’) 5.-’~-2-~-./ / ............. MemSer of the Partnership br Jc~i’6t~Ve~ure signature i,! If Proposer is a CORPORATION, -the duly authorized officer(s) shall sign as follows: The undersigned certify that they are respectively: and Title Title Of the corporation named below; that they are designated to sign the Proposal Cost Form by resolution (attach a certified copy, with corporate seal, if applicable, notarized as to its authenticity or Secretary’s certificate of authorization) for and on behalf of the below named CORPORATION, and that they are authorized to execute same for and on behalf of said CORPORATION. Corporation Name (type or print) By: Title: By: Title: Date: Date: City of Palo Alto - RFP 119835