Loading...
HomeMy WebLinkAboutStaff Report 243-07City of Palo Alto City Manager’s Report TO: FROM: DATE: SUBJECT: HONORABLE CITY COUNCIL CITY MANAGER DEPARTMENT: PUBLIC WORKS JUNE 18, 2007 CMR:243:07 APPROVAL OF: FIRST AMENDED AND RESTATED CONTRACT BETWEEN THE CITY OF PALO ALTO AND THE CITY OF MOUNTAIN VIEW; THREE ENTERPRISE FUND CONTRACTS: MCGUIRE & HESTER IN THE AMOUNT OF $15,950,279, URS CORPORATION IN THE AMOUNT OF $1,093,218, AND AMENDMENT 2 TO RMC WATER & ENVIRONMENT CONTRACT C3151060 IN THE AMOUNT OF $174,000, TOTALING $17,217,497; A STATE REVOLVING FUND LOAN IN THE AMOUNT OF $9,000,000; ADOPTION OF A RESOLUTION ADMINISTERING A CAPITAL RESERVE FUND IN ACCORDANCE WITH THE STATE WATER RESOURCES CONTROL BOARD’S REQUIREMENTS OF THE STATE REVOLVING FUND LAON PROGRAM; AND A BUDGET AMENDMENT ORDINANCE OF $4,137,300 FOR THE MOUNTAIN VIEW/MOFFETT AREA RECLAIMED WATER PIPELINE PROJECT (CAPITAL IMPROVEMENT PROGRAM PROJECT #WQ-04010) 9 RECOMMENDATIONS Staff recommends that Council: Authorize the City Manager or his designee to execute the attached First Amended and Restated contract (Attachment A) between the City of Palo Alto and the City of Mountain View for the Mountain View/Moffett area Reclaimed Water Pipeline project (project). a. Authorize the City Manager or his designee to execute the attached contract (Attachment B) with McGuire & Hester in the amount of $15,950,279 for the construction of the Mountain View/Moffett Area Reclaimed Water Pipeline Project; and b. Authorize the City Manager or his designee to negotiate and execute one or more change orders to the contract with McGuire & Hester for related, additional but unforeseen work, which may develop during the project, the total value of which shall not exceed $1,595,000. CMR:243:07 Page 1 of 9 a. Authorize the City Manager or his designee to execute the attached contract (Attachment C) with URS Corporation in the amount of $1,093,218 for construction management services for the project; and b. Authorize the City Manager or his designee to negotiate and execute one or more change orders to the contract with URS Corporation for related, additional services, which would be needed and may include the following: Nighttime and weekend inspection - The extent of nighttime and weekend work will be determined as the construction progresses and the schedule firms up; Specialized testing services; and Expert witness These services are not included in the basic scope of work, but are identified as additional services to be performed as needed when authorized. The total value of additional services shall not exceed $206,782: Authorize the City Manager or his designee to execute Amendment 2 to RMC Water & Environment (RMC) contract C3151060 in the amount of $174,000 for engineering services during construction (SDC) of the project (Attachment D). The amended contract amount, which includes the planning phase, would total-up to $1,974,000. o a.Authorize the City Manager or his designee to negotiate and execute a State Revolving Fund (SRF) loan in the amount of $9,000,000 with the State Water Resources Control Board (SWRCB) for the construction of the project; b. Direct staff to establish a local state match account (20 percent of project costs) and deposit sufficient funds in the account to make payments to the contractors for the project; and c. Adopt the attached resolution (Attachment E) to administer a capital reserve fired in accordance with the SRF loan requirements for future rehabilitation of the project. Adopt the Budget Amendment Ordinance (BAO) in the amount of $4,137,300 to increase the FY06-07 appropriation for CIP Project WQ-04010 and adjust project funding sources (Attachment F). The above action items are all related to, and represent the total package for the project. BACKGROUND The project is a joim project between the cities of Palo Alto and Mountain View to construct a reclaimed water pipeline from the Palo Alto Regional Water Quality Control Plant (RWQCP) to the Mountain View Shoreline community. The City of Palo Alto, as the owner and operator of the RWQCP, is the lead agency for the project. The two cities have worked together on the project since the fall of 2003, starting with the Project Facility Plan and Environmental Study that was partially funded by a State grant. On January 10, 2005, Council approved the Operational and Institutional Agreement with the City of Mountain View that delineates the financial and operational responsibilities of the two cities for the project (CMR: 111:05). Project design began in July 2005 when the SWRCB awarded a $3.8 million design and construction grant for the project. In June 2006, the design was completed and the project was issued for bid CIVIR:243:07 Page 2 of 9 in accordance with the State grant deadline. The bids received, however, were in the $26 million range, considerably higher than the cities’ budget. The City rejected all bids and pursued a new strategy to move forward with the project. The tasks under the new strategy as summarized below are now complete: Strategy Task 1 - Obtained an extension from the SWRCB for the grant The SWRCB has extended the deadline for one-year and increased the grant to the maximum $4 million per staff request. The new deadline to award a construction contract for the project is August 31, 2007. Strategy Task 2 - Acquired a SRF loan from the SWRCB to partially fund the project On November 6, 2006, Council authorized the City Manager to file an application for a SRF loan for the construction of the project (CMR:404:06). On May 22, 2007, the SWRCB committed to approve a maximum $19 million SRF loan. The SWRCB will issue the loan for the exact loan amount only upon City’s execution of a construction contract for the project and the final loan document. Strategy Task 3 - Performed value engineering and restructured the project Staff of both cities worked with the consultant and completed the value engineering and re- design. The goal of the re-design was to reduce the construction cost by $5 million. The new design included several piping and design modifications. The new design has been approved by the State. Strategy Task 4 - Pursued additional grants Staff applied for and obtained a second State grant of $972,800. The total of the two State grants is $4,972,800. Staff has applied for, and is working with legislative representatives for a retroactive Federal grant. Strategy Task 5 - Amended the agreement between the two cities The SWRCB approved the project for the SRF loan at the May 22, 2007 State Board meeting. The amendment, a collective effort of Palo Alto and Mountain View staff, reflects the conditions for the SRF loan and the new strategy. On June 12, 2007, Mountain View City Council directed their City manager to execute the amendment. The amendment is one of the topics of discussion in this report. Strategy Task 6 - Re-bid in the spring of 2007 The project was issued for a re-bid in March 2007. discussion in this report. Results of the bid is one of the topics of DISCUSSION On June 12, 2007, The City of Mountain View approved the project. Final approval of the project and the SRF loan must be issued by the City of Palo Alto as the lead agency and the applicant for the SRF loan. Implementation of the project requires Council approval of the First Amended contract, three related enterprise fund contracts, the SRF loan, and the BAO. Each of the items is discussed below: CMR:243:07 Page 3 of 9 in the contract. When construction starts, RMC, as the design firm, needs to provide SDC for the project. The SDC tasks under amendment 2 include review of submittals, answer technical questions from contractor~ review and provide justifications for contractor change order requests, modify design if needed to conform to field conditions, and ensure the delivery of the completed project in accordance with the contract documents. The original RMC contract for the planning phase was $300,000. Amendment 1 added $1,500,000 for the design services. Amendment 2 would increase the contract by $174,000 for the SDC tasks. The total amended contract for basic services would be $1,974,000. Council had approved a change order authority of $150,000 for additional design services, of which $68,000 was spent for the re-design. Hence, the total design, re-design, Value. engineering, and SDC services for the project would total up to $1,742,000. Approval of the SRF Loan Amount Based on the actual bids received, there were insufficient funds budgeted for the project as shown below. The SRF loan was needed to provide sufficient funding. Project Costs & Existing Budget Costs Design & SDC $1,742,000 Construction w/contingency $17,545,300 Construction Management $1,300,000 Street Opening Fee $350,000 The cities’ budgeted amount came from several sources: the City of Mountain View Shoreline community reserve, the Palo Alto Utilities Department Water Fund, the RWQCP C/P, and the RWQCP reserve. Utilization of the zero-interest SRF loan would reduce the amounts drawn from reserves in addition to making up the difference between the budgeted amount and the project costs. On June 12, 2007, The City of Mountain View approved the project and requested a SRF loan to fund $5 million of Mountain View’s share of the project. The RWQCP partners, at the November 2006 meeting, agreed to utilize the SRF loan instead of borrowing from the RWQCP reserve to cover its share of the project. The Palo Alto Utilities Department also prefers to utilize the SRF loan to cover its share. Staff recommends a SRF loan to fund $2.5 million of Palo Alto’s share of the project (Palo Alto Utilities Department and the RWQCP). The SRF loan for both cities combined would fund $7.5 million of the project costs. CMR:243:07 Page 6 of 9 o The SRF loan program pays $0.833 on the dollar in order to recover its financing costs, which is equivalent to approximately 1.8% APR for the zero interest loan. Hence, to fund $7,5 million for the project, the actual SRF loan amount would be $9 million with the financing costs amortized over the life of the loan. The SWRCB has committed to approve a zero-interest SRF loan in an amount not to exceed $19 million for the project pending on City’s execution of a construction contract and the loan document. The loan amount of $9 million is well below the maximum set by the SWRCB. The table below reflects the effect of the financing charges of the SRF program. The SRF loan will be repaid in equal installments over 20 years. As shown below, the cities of Palo Alto and Mountain View have agreed to repay the loan based on each city’s proportionate share of the loan amount. SRF Loan and Repayments Palo Alto (incl. Mountain Total RWQCP) Share View Share Net Cost of Project to cities $15,964,500 $3,803,196 $12,161,304 City Fund.$8,464,500 $1,303,196 $7,161,304 Loan Funding Needed $7,500,000 $2,500,000 $5,000,000 SRF Loan Amount (incl, finance charge) $9,000,000 $3,000,000 $6,000,000 Annual Loan Payment 20 year term $450,000 $150,000 $300,000 Compare to a true zero-point, zero-fee, zero-interest system, the annual payment $375,000 $125,000 $250,000 would have been: As a condition of the zero-interest SRF loan, the SWRCB requires that the City provide matching funds equal to 20% of the project costs (known as State Match Fund). The total City fund of $8.46 million is more than sufficient to cover this requirement. The City is required to establish a local State Match account and deposit sufficient funds in the account to make contract payments. Once the local State Match Fund is expended, the project can request loan monies. The SWRCB also requires the City Council to adopt a resolution to establish a capital reserve fund to pay for future rehabilitation of the project. The SWRCB has confirmed that the rate stabilization reserve already established by the cities of Palo Alto can serve this purpose. Adoption of the BAO Based on the actual bids received and the availability of the SRF Loan, sufficient funds are now available for the project. A BAO, however, is required to adjust project costs, reflect the new SRF loan, and adjust the original sources of funding based on the loan. Final project costs and the total project budget adjustments needed are shown below. Additional details are discussed under the Resource Impact section of this CMR. CMR:243:07 Page 7 of 9 Total Costs of Project Prior Project Budget Costs $20,937,300 $16,800,000 RESOURCE IMPACT The BAO increases the existing FY 2006-2007 appropriation for the CIP project WQ-04010 (Attachment F) from $16,800,000 to $20,937,300. The final sources of funding are as follow: State grants State Loan (Principal) City of Palo Alto Water Fund and RWQCP City of Mountain View Total Funding $4,972,800 $7;5OO,OOO $1,303,196 $7,161,304 $20,937,300 In addition to raising the funding level for the project, the Ordinance adjusts prior funding sources to recognize and reflect the SRF loan and other changes. Original project funding sources are shown in Attachment G. As the lead agency, the City of Palo Alto will budget and spend all funds. Through a separate contract (Attachment A) between the cities of Palo Alto and Mountain View, financial agreements and reimbursements between the entities are clarified and implemented. The SRF loan (principal and charges) will be repaid based on an amortization period of 20 years and equal annual payments (Palo Alto will pay $150,000 and Mountain View will pay $300,000 annually). Finally, the BAO requests reallocating $1 million from the RWQCP Rate Stabilization Reserve back to the Palo Alto Utilities Water Fund account, and increasing the FY 06-07 budget amount for C1P project #WQ-04010 to reflect funding amounts and sources shown above. The City of Palo Alto is responsible for approximately 35% of the RWQCP contribution to the project. Hence, the total Palo Alto contribution (including Palo Alto Utilities) to the project is approximately $1,962,500, which consists of approximately $437,500 in cash and $76,250 per year of loan repayment for 20 years. TIMELINE Palo Alto Council decision on First Amended Contract State approval of SRF loan Mountain View Council decision on project Palo Alto Council decision on project & award of contracts Construction starts Construction complete Start-up June 18, 2007 May 22, 2007 June 12, 2007 June 18, 2007 July 2007 December 2008 Summer 2009 CMR:243:07 Page 8 of 9 POLICY IMPLICATIONS Recommendations of this staff report are consistent with City Council’s Sustainability Policy, by joining with the City of Motmtain View to reduce waste, expanding the use of sustainable resources, and expanding the water recycling program while achieving a sustainable budget. ENVIRONMENTAL REVIEW Council adopted a mitigated negative declaration.for the project in January 2004. ATTACHMENTS Attachmem A: First Amended and Restated Contract Between the City of Palo Alto and the Attachment B: Attachment B 1: Attachment B2: Attachment C: Attachment C 1: Attachment D: Attachment E: Attachment F: Attachment G: Attachment H: City of Mountain View for the Mountain View/Moffett Area Reclaimed Water Pipeline Project Construction Contract with McGuire & Hester Bid Summary Certification of Nondiscrimination - McGuire & Hester Contract with URS Corporation Certification of Nondiscrimination - URS Corporation Amendment 2 to Contract C3151060 Resolution Budget Amendment Ordinance Original CIP Funding Sources CIP page for Project WQ-04010 Copies of the attachments to this CMR:243:07 may be viewed at the Public Works Department counter located at 250 Hamilton Avenue, 6t~ Floor, Palo Alto or by contacting Daisy Stark at 650-329-2287. PREPARED BY: DEPARTMENT HEAD: Daisy Stark, Senior Engineer RWQCP Richard Wetzel, Manager .RW~CP GLENN S. ROBERTS Director of Public Works CITY MANAGER APPROVAL: SON Assistant City Manager CMR:243:07 Page 9 of 9 ATTACHMENT A FIRST AMENDED AND RESTATED CONTRACT NO. C059999 BETWEEN THE CITY OF PALO ALTO AND~ THE CITY OF MOUNTAIN VIEW This First Amended and Restated Contract No. C0599999 (the "Agreement") is entered into as of , 2007, by and between the CITY OF PALO ALTO, a chartered city and a municipal corporation of the State of California ("PALO ALTO"), and the CITY OF MOUNTAIN VIEW, a chartered city arid a municipal corporation of the State of California ("MOUNTAIN VIEW"). This Agreement amends and restates in its entirety that certain Contract No. C059999 between PALO ALTO and MOUNTAIN VIEW dated as of January 11, 2005. RECITALS: A. PALO ALTO and MOUNTAIN VIEW and the CITY OF LOS ALTOS are parties, ("RWQCP Partners") to a BASIC AGREEMENT BETWEEN THE CITY OF PALO ALTO, THE CITY OF MOUNTAIN VIEW AND THE CITY OF LOS ALTOS FOR ACQUISITION, CONSTRUCTION AND MAINTENANCE OF A JOINT SEWER SYSTEM ("Basic Agreement") for transmission, treatment and disposal of sewage, including the Palo Alto Regional Water Quality Control Plant ("RWQCP"), executed on October 10, 1968 and as amended from time to time. B.Pursuant to the Basic Agreement, Palo Alto is the owner of the RWQCP facilities and the Administrator of the Basic Agreement with the duty to maintain and operate the RWQCP. C.The Basic Agreement provides that each party has the fight to acquire at its expense wastewater for reuse as required by the party, and that if amounts requested exceed available supply, the supply shall be allocated in proportion to each party’s percentage of wastewater input flow to the total plant flow. D. The RWQCP is required to reduce pollutant and fresh water discharge to San Francisco Bay. Water reclamation and reuse has been determined to be the most economical method to meet this requirement, and the Regional Water Quality Control Board has approved the RWQCP water reclamation program as the method to reduce discharges to the Bay. Currently, there is a very limited market for recycled water. In order to meet the requirement to reduce discharge to San Francisco Bay, the RWQCP must promote the use of recycled water by improving public perception and developing markets for recycled water. E.The RWQCP is the program manager for the RWQCP Water Reclamation (Regional Program) covered under the California Regional Water Quality Control Board Order #93-160, Adopted Water Reclamation Requirements for the RWQCP (the "Water Reuse Permit," attached as Exhibit A), and in the past, the RWQCP has delivered recycled water to the Mountain View Shoreline Golf Links, but service to the golf course was curtailed in 2001 due to a damaged pipeline. The RWQCP currently distributes approximately 1 million gallons per day of recycled water to the Palo Alto Golf Course and Greer Park. The Water Reuse Permit is attached as Exhibit A to and made a part of this Agreement. 070613 syn 6050163 1 F.The RWQCP prepared and adopted the Water Reclamation Master Plan (Brown and Caldwell, 1992). The Mountain View-Moffett Area Water Recycling Facility Project ("PROJECT") is one of the five projects identified in the Water Reclamation Master Plan. G. The Project is more particularly described in the Regional Water Recycling Facilities Planning Study ("Facilities Plan") prepared for the RWQCP by RMC Water and Environment (RMC) in January 2004. The Facilities Plan identifies reuse sites located outside of PALO ALTO and MOUNTAIN VIEW, including Moffet Field, Sunnyvale, East Palo Alto and Stanford. H. PALO ALTO and MOUNTAIN VIEW are mutually interested in implementing the PROJECT to expand the use of recycled water from the RWQCP in the Mountain View Shoreline Regional Park Community to provide a locally-controlled, drought- proof alternative for landscape irrigation and other non-potable uses on the terms and conditions set forth in this Agreement. I.PALO ALTO and MOUNTAIN VIEW are working jointly to obtain a State Revolving Fund ("SRF") loan for the design and construction of the Project with a zero percent (0%) interest loan repayable over a 20-year period. J.On November 6, 2006 the PALO ALTO City Council directed the City Manager to file a Financial Assistance Application for a loan from the State Water Resources Control Board ("SWRCB") in an amount not to exceed nineteen million dollars ($19,000,000.00) for the design and construction of the PROJECT. (Resolution No. 8407, attached as Exhibit B). On November 14, 2006, the MOUNTAIN VIEW City Council similarly authorized PALO ALTO to file for a Financial Assistance Application for a loan from the SWRCB for the design and construction of the PROJECT (Resolution No. 17145, attached as Exhibit C). K. On May 22, 2007, the State Water Resources Control Board approved PALO ALTO’s application for a SRF loan in an amount not to exceed nineteen million dollars ($19,000,000). AGREEMENT NOW, THEREFORE, in consideration of the covenants, terms, conditions, and provisions of this Contract, the parties agree: 1.GENERAL 1.1 Proiect Narrative The PROJECT shall be as described in the Facilities Plan that corresponds to the State Water Resources Control Board Water Recycling Project No. 3212-010. Pursuant to the California Environmental Quality Act a mitigated negative declaration for the PROJECT (SCH# 2003102161) was completed and adopted by the PALO ALTO City Council in January 2004 (Resolution No. 8391, attached as Exhibit D). 070613 syn 6050163 2 1.2 Scope of Agreement This Agreement is intended to set forth the general terms and conditions for implementation and operation of the PROJECT described in Section 1.1 of this Agreement, as well as the financial obligations of each party with respect to design, construction, construction management, state and federal grant, and repayment of the SRF loan. 1.3 Other Agreements Relevant to this PROJECT (a) The parties’ August 2005 Agreement details the organization and responsibilities of the project managers and project engineers working for each party during the design and construction phase of the PROJECT (MV/Moffett Area Water Recycling Facility Project Design-Construction Agreement Between the Cities of Palo Alto and Mountain View, attached as Exhibit E). (b) The June 23, 2003 Contract between PALO ALTO and RMC and the May 9, 2005 amendment to that Contract detail the provision of professional design services for the PROJECT (Contract No. C3151060 Between the City of Palo Alto and RMC, and Amendment No. One to Contract No. C3151060 Between the City of Palo Alto and RMC Water and Environment, attached as Exhibits F and G.) 1.4 Term and Renewal of Agreement Unless earlier terminated as provided in section 9.3, the obligations and responsibilities of the parties commenced on January 11, 2005 and shall be in force for thirty (30) years or the life of the SRF loan, whichever is longer. Following the original Agreement term, the Agreement term shall be automatically renewed on a year-by-year basis. Following the original Agreement term, either party may terminate the agreement by notifying the remaining party, of their intention at least ninety (90) calendar days before the date of the automatic renewal. 2.CONSTRUCTION OF RECYCLED WATER FACILITIES PALO ALTO, as the administrator of the RWQCP and the applicant for the State grant, will administer the design and construction of the PROJECT in accordance with the most current Title 22 and Title 17 of the California Code of Regulations at time of construction. MOUNTAIN VIEW and PALO ALTO will work together and be responsible for the approval of design and construction work in compliance with each city’s standards, and for certain design and construction activities including monitoring and inspecting the construction and reviewing submittals. 070613 syn 6050163 3 3.FINANCIAL PROVISIONS RELATED TO CONSTRUCTION OF RECYCLED WATER FACILITIES 3.1 Obligations contingent on available funding. PALO ALTO’s and MOUNTAIN VIEW’s obligation to make monetary contributions and PALO ALTO’s obligation to administer design and construction are contingent on availability of Chapter 7 grant funding and SRF loan funding from the SWRCB. 3.2 Allocation of Costs Monetary contributions and allocations from each party for the design, construction, construction management, State and Federal grants and SRF loan repayments for the PROJECT shall be in accordance with the percentages and allocations set forth herein. Each party is generally responsible for costs incurred in its own jurisdiction. (a) Design Costs Design of the PROJECT is in progress, pursuant to the Agreements between PALO ALTO and RMC (attached as Exhibits F and G). PALO ALTO and MOUNTAIN VIEW estimate that PROJECT design will cost approximately $1,750,000. To date, MOUNTAIN VIEW has paid approximately $902,700 for its share of design costs. Costs for the design of the Project have been and will continue to be allocated between PALO ALTO and MOUNTAIN VIEW as follows: PALO ALTO 33.06% MOUNTAIN VIEW 66.94% (b) Construction Costs PALO ALTO and MOUNTAIN VIEW estimate that PROJECT construction will cost approximately $17,600,000, including a 10% construction contingency..Allocations for construction costs include both transmission and distribution pipelines as follows: (i) Transmission Costs of the backbone transmission pipeline (30" and 24" pipes as shown in Exhibit H) shall include costs for the pipes, the associated accessories, creek crossings, road crossings, trenching, testing, and the proportionate costs for mobilization, insurance, and bonds. Backbone transmission pipeline costs shall be allocated as follows: PALO ALTO 33.33% MOUNTAIN VIEW 66.67% (ii) Distribution Costs of the distribution system shall include pipes less than 24", laterals, and user connections within the city of MOUNTAIN VIEW. Distribution system costs shall include the costs for the pipes, use site retrofits, customer connections, the associated 070613 syn 6050163 4 accessories, creek crossings, trenching, testing, and the proportionate costs for mobilization, insurance and bonds. Distribution system costs shall be allocated as follows: PALO ALTO 0% MOUNTAIN VIEW 100% (c) Construction Management Costs PALO ALTO and MOUNTAIN VIEW estimate that PROJECT construction management will cost approximately $1,300,000 including a contract contingency. Costs associated with construction management shall be allocated in the same manner as construction costs, described in section 3.2(b), above. (d) State Revolving Fund (SRF) Loan Administration Fees and Charges SRF loan ("loan") administration fees and charges will be allocated in proportion to each city’s loan amount and the total amount requested from the SWRCB. Each city’s loan obligations shall remain in place for the life of the loan. 3.3 Allocation of Grants PALO ALTO and MOUNTAIN VIEW estimate that PROJECT will receive approximately five million dollars ($5,000,000) in grant funding. (a) Design, construction and construction management grants. State and Federal grants designed specifically for design, construction or construction management shall be applied proportionally based on the allocation of design costs described in Section 3.2(a). (b) State and Federal grant funding not designated to a specific project. State and Federal grant funding not designated to a specific project phase will be applied proportionately to the total costs of design, construction, and construction management of the transmission pipeline and distribution system based on the contract prices for the tasks and the terms of the grant contracts. 3.4 SRF Loan (a) Establishment and Funding of Local Match Account As required by the SWRCB, PALO ALTO has established a local match account prior to the issuance of the SRF loan contract. (See Resolution No. 8690, attached as Exhibit I.) This local match account shall be the account for the Project and the source of funds used to pay Contractors in exchange for services associated with the PROJECT. The total PROJECT cost is estimated to be approximately $21,000,000. PALO ALTO will deposit a minimum of twenty percent (20%) of its share of the total estimated project cost into PALO ALTO’s local match account within thirty (30) days from the execution of this Amended Agreement and in accordance with SRF loan requirements. MOUNTAIN VIEW will 070613 syn 6050163 deposit a minimum of twenty percent (20%) of its share of the total estimated project cost into PALO ALTO’s local match account by August 15, 2007. (b) Administration and Funding of Local Match Account PALO ALTO will administer the local match account and withdraw funds as needed to pay the Contractor(s) in exchange for services associated with this PROJECT. PALO ALTO will provide MOUNTAIN VIEW with a quarterly accounting of the funding levels of the local match account. If funds in the local match account fall below five hundred thousand dollars ($500,000) PALO ALTO will request funds in writing from MOUNTAIN VIEW based on PROJECT cash flow requirements for the next sixty (60) days. Upon receipt of PALO ALTO’s request, MOUNTAIN VIEW agrees to provide PALO ALTO with a mutually agreed upon amount of funding within thirty (30) days. PALO ALTO and MOUNTAIN VIEW mutually agree that within thirty (30) days from receipt of MOUNTAIN VIEW’s local match contribution, PALO ALTO will place MOUNTAIN VIEW’s local match funds into an interest bearing bank account. PALO ALTO will apply any interest earned on this account as a credit on MOUNTAIN VIEW’s quarterly RQWCP bill. (c)SRF Loan Amount (i) Based on the value of the construction bids received, PALO ALTO and MOUNTAIN VIEW have mutually agreed that the total amount of funding requested from the SWRCB is nineteen million dollars ($19 million). The SWRCB will issue the loan for the exact loan amount upon PALO ALTO’s execution of a construction contract for the PROJECT. (ii) PALO ALTO and MOUNTAIN VIEW anticipate borrowing nine million dollars ($9 million) from the SWRCB. Seven million, five hundred thousand dollars ($7.5 million) is projected to be used for the PROEJCT. One million five hundred thousand dollars ($1.5 million) represents the SWRCB’s charge to both cities for administering and financing the loan. (iii) Each city shall be responsible for its share of the SRF loan for the life of the loan. Each city has read and understood the SWRCB’s SRF policy and requirements. PALO ALTO, as the administrator of the RWQCP and the applicant for the SRF loan, will administer the loan and agrees to the loan’s terms and conditions as stated in the SRF policy and requirements. (d) SRF Loan Repayment Process PALO ALTO and MOUNTAIN VIEW agree to establish and maintain one or more dedicated sources of revenue for the repayment of the loan. The first annual loan repayment will be due to the SWRCB one year after construction is completed. (See Section XX of the State Water Resources Control Board Policy ("SWRCB Policy") for Implementing the State Revolving Fund for Construction of Wastewater Treatment Facilities, attached as Exhibit J.) RQWCP will send a loan repayment notice annually to MOUNTAIN VIEW and MOUNTAIN VIEW will pay its portion of the SRF loan payment to RQWCP within thirty (30) days of receipt of the loan repayment notice. 070613 syn 6050163 6 4. RECYCLED WATER PRICING 4.1 Cost to PALO ALTO and MOUNTAIN VIEW The RWQCP is required to, and does treat the wastewater to the standard suitable for reuse, and encourages the use of recycled water. In addition, the RWQCP discharge permit requires delivery of recycled water to Shoreline Golf Links for reuse. The RWQCP has the ability to provide the quantities of recycled water set forth in Section 8.2 at no additional cost to the RWQCP Partners. Accordingly, PALO ALTO, as the operator of the RWQCP has agreed to provide recycled water for reuse in the quantities set forth in section 8.2 to MOUNTAIN VIEW and PALO ALTO at no cost. 4.2 Cost to Customers MOUNTAIN VIEW and PALO ALTO agree that the rates charged to the end user should provide an economic incentive to customers to use recycled water. Each city shall determine the recycled water rates within its jurisdictional limits. 5.OPERATION and MAINTENANCE of FACILITIES 5.1 Facilities Within the RWQCP PALO ALTO, as the owner-operator of the RWQCP, will operate and maintain the treatment, operational storage and pumping facilities within the RWQCP’s site to produce a minimum of 4 million gallons per day of recycled water treated to the most current standards of Title 22 of the Califomia Code of Regulations. 5.2 Facilities Outside the RWQCP MOUNTAIN VIEW and PALO ALTO will each operate and maintain the recycled water delivery pipe and distribution system (up to the end user meter) within their jurisdictional limit at their own cost in accordance with the Water Reuse Permit requirements. 6.OWNERSHIP and EXTENSION of FACILITIES 6.1 Ownership of Facilities Outside the RWQCP MOUNTAIN VIEW and PALO ALTO shall retain sole ownership and control of infrastructure constructed outside the RWQCP and within each City’s limits. The RWQCP partners and other parties, including those identified in the Facilities Plan, that want to connect to the pipeline shall consult with the RWQCP, MOUNTAIN VIEW and PALO ALTO. 6.2 Right to Sell Recycled Water Subject to the provisions of subsections 6.1, 6.3, 6.4 and 6.5 of this Agreement, MOUNTAIN VIEW and PALO ALTO maintain the right to sell recycled water, consistent with State regulations and the Water Reuse Permit; within and outside their respective jurisdictional limits provided they do not exceed their corresponding right to the use of wastewater products as set forth in section 8.2 of this Agreement. 070613 syn 6050163 7 6.3 Right to Transfer Water (a) MOUNTAIN VIEW shall have the right to approve or disapprove water transfers through infrastructure owned by MOUNTAIN VIEW to other entities for water reuse sites not contemplated in the Facilities Plan. MOUNTAIN VIEW shall not have the right to approve or disapprove water transfers to other entities for reuse sites that are described in the Facilities Plan. MOUNTAIN VIEW reserves the right to secure reimbursement of operating and capital expenses related to any water transfer through infrastructure owned by MOUNTAIN VIEW. (b) PALO ALTO shall have the fight to approve or disapprove water transfers through infrastructure owned by PALO ALTO to other entities for reuse sites not contemplated in the Facilities Plan. PALO ALTO shall not have the fight to approve or disapprove water transfers to other entities for reuse sites that are described in the Facilities Plan. PALO ALTO reserves the right to secure reimbursement of operating and capital expenses related to any water transfer through infrastructure owned by PALO ALTO. (c) PALO ALTO and MOUNTAIN VIEW agree that the RQWCP shall have the right to approve or disapprove water transfers through its infrastructure to other entities for reuse sites not contemplated in the Facilities Plan and that the RQWCP shall be entitled to reimbursement of operating and capital expenses related to any water transfer other than to PALO ALTO, MOUNTAIN VIEW or other parties to the Basic Agreement~ 6.4 Rights of the RWQCP (a) MOUNTAIN VIEW and PALO ALTO acknowledge and agree that the PROJECT is a regional project structured to provide connectivity with other communities as described in the Facility Plan and will work in good faith with the RWQCP to provide such connections in the future. (b) MOUNTAIN VIEW and PALO ALTO agree that nothing in this Agreement shall limit the right of the RWQCP to expand its recycled water program area, its water rights, and the right to allow connections to the main recycled water conveyance pipe located in PALO ALTO, so long as the RWQCP’s ability to meet its recycled water delivery obligations as specified in section 8.2 of this Agreement is not impacted. (c) MOUNTAIN VIEW retains the right to approve all connections to MOUNTAIN VIEW’s infrastructure except with respect to those connections required for reuse sites identified in the Facility Plan. PALO ALTO retains the right to approve all connections to PALO ALTO’s infrastructure except with respect to those connections required for reuse sites identified in the Facility Plan. PALO ALTO will administer the RWQCP to develop provisions to address future conditions of the water reuse program including timing and capacity to serve demands. 6.5 Extension of FACILITY (a) MOUNTAIN VIEW shall have the fight to expand the recycled water infrastructure within MOUNTAIN VIEW’s jurisdictional limits, so long as MOUNTAIN VIEW does not exceed its allocated recycled water supply. MOUNTAIN VIEW will consult in 070613 syn 6050163 8 advance with the RWQCP to ensure such extension does not conflict with any requirements of the RWQCP’s operating or regulatory permits. (b) PALO ALTO shall have the right to expand the recycled water infrastructure within PALO ALTO’s jurisdictional limits, so long as PALO ALTO does not exceed its allocated recycled water supply. PALO ALTO will consult in advance with the RWQCP to ensure such extension does not conflict with any requirements of the RWQCP’s operating or regulatory permits. 7.PERMIT COMPLIANCE 7.1 Compliance with Water Reuse Permit PALO ALTO as the administrator of the RWQCP will be the lead agency in complying with and maintaining the RWQCP Water Reuse Permit. However, MOUNTAIN VIEW and PALO ALTO are responsible, where applicable, to comply with the requirements (including monitoring, training and reporting) of the Water Reuse Permit and the Rules and Regulations of the RWQCP Regional Water Reuse Program (attached hereto as Exhibit K). MOUNTAIN VIEW and PALO ALTO will hold the end users responsible for the proper application and use of recycled water. PALO ALTO and MOUNTAIN VIEW shall require all users to permit the California State Water Quality Control Board or its authorized representative entry for inspection within the parties’ respective jurisdiction as authorized by law. 7.2 Compliance with Title 22 MOUNTAIN VIEW and PALO ALTO will be responsible, within their respective city limits, for assuring that cross-connections between potable water and recycled water systems have not been created and that backflow prevention devices are in proper working order by conducting or requiring customer testing, in accordance with the most current version of Title 22 of the California Code of Regulations. 7.3 Emergency Contacts PALO ALTO shall maintain a list of emergency contacts and responsibilities with respect to the recycled water system at the RWQCP. MOUNTAIN VIEW and PALO ALTO will provide their emergency contact information to RWQCP for addition to the list. MOUNTAIN VIEW and PALO ALTO are the initial responders to all emergencies relative to the recycled water conveyance pipe and distribution system located within the jurisdictional limits of MOUNTAIN VIEW and PALO ALTO, respectively. PALO ALTO on behalf of the RWQCP agrees to assist upon request. RWQCP shall be reimbursed in a timely manner for the costs incurred for emergency-response activities undertaken by RWQCP on behalf of MOUNTAIN VIEW and PALO ALTO, which shall include the actual labor, material and equipment cost, plus actual overhead costs, 070613 syn 6050163 8.RECYCLED WATER SERVICE PROVISIONS 8.1 Delivery Pressure MOUNTAIN VIEW and PALO ALTO agree that the recycled water will be deli vered at a minimum pressure of 65 pounds per square inch at the reuse site connection point as measured at the customer’s meter. 8.2 Delivery Schedules PALO ALTO as the RWQCP administrator shall make recycled water available to MOUNTAIN VIEW on a demand basis, with a peak flow rate of up to 3 million gallons per day (2,085 gallons per minute), and to PALO ALTO up to 1 million gallons per day (695 gallons per minute). MOUNTAIN VIEW and PALO ALTO shall coordinate recycled water demand within their jurisdiction as necessary and cooperate with the RWQCP in the operation for optimal efficiency. The allocations contained in this section are consistent with the rights of the parties to use wastewater products as set forth in the Basic Agreement. 8.3 ~ (a) PALO ALTO and MOUNTAIN VIEW have reviewed and agreed to the water reuse sites and quantities described in the Facility Plan including reuse sites located outside of their respective jurisdictions. A summary of the reuse sites and quantities is set forth in the Recycled Water Market Assessment Summary attached as Exhibit L and made a part of this Agreement. Each city will implement a plan to achieve the short-term usage for their respective jurisdiction projected in the report, which indicates an initial quantity of recycled water usage of 750 acre-feet per year, increasing over the next ensuing 5 years to !,480 acre-feet per year. (b) For RWQCP operating and planning purposes, MOUNTAIN VIEW and PALO ALTO will cooperate to provide RWQCP with customer estimated monthly delivery demand for recycled water for the ensuing year and such other information that MOUNTAIN VIEW and PALO ALTO may have available to assist RWQCP in determining projects annual deliveries for the next ensuing 5 years. 8.4 Reimbursement of Grant If for any reason the State Water Resources Control Board requires reimbursement of all or part of the grant, MOUNTAIN VIEW and PALO ALTO (including the RWQCP) will provide a share of the reimbursement in proportion to each organization’s monetary contribution as set forth in section 3 of this Agreement. 8.5 Metering and Measurement of Flows Metering of each end user will be conducted bi-monthly by MOUNTAIN VIEW and PALO ALTO. MOUNTAIN VIEW and PALO ALTO shall provide the RWQCP water use information. The total of the end user metering will be used annually for reporting recycled water usage to regulatory agencies and to the State Water Resources Control Board. 070613 syn 6050163 10 8.6 Level of Service (a) MOUNTAIN VIEW and PALO ALTO understand and acknowledge that the RWQCP is charged with the responsibilities to operate the wastewater treatment facilities. Any right to the recycled water from the RWQCP shall be subordinate to the rights and responsibilities of the RWQCP tothe wastewater treatment facilities. Any circumstance beyond the RWQCP’s control that causes a reduction in the flow from the RWQCP may cause a decrease in recycled water available to MOUNTAIN VIEW and PALO ALTO. MOUNTAIN VIEW and PALO ALTO agree that in such an event they shall request the RWQCP to allocate reduced flow between them in proportion to the allocation of recycled water supply between participating agencies as set forth in section 8.2 of this Agreement. (b) The RWQCP is required to treat wastewater to a quality where it can be used for all purposes allowed for disinfected tertiary recycled water as specified in Title 22 of the California Code of Regulations. Accordingly, all recycled water to be delivered from the RWQCP to MOUNTAIN VIEW and PALO ALTO will be of such quality. (c) MOUNTAIN VIEW and PALO ALTO recognize that there will be factors beyond the control of the RWQCP that could cause operational difficulties at the RWQCP resulting in the temporary production of recycled water that does not meet the requirements of the Water Reuse Permit for the intended uses. In such cases, Palo Alto as the administrator of the RWQCP shall temporarily suspend recycled water delivery. PALO ALTO as the administrator of the RWQCP shall use its best efforts to re-establish the production of recycled water of suitable quality and shall re-establish supply of the recycled water as soon as reasonably possible. 9.MISCELLANEOUS PROVISIONS 9.1 Access to Public Right-of-Way Both parties agree to provide access to the public right-of-way for purposes of construction and construction management of the PROJECT. The parties shall use their best efforts to enter into encroachment agreements as necessary for that purpose. 9.2 Construction Equipment Both parties agree to make space available for the contractor(s) equipment during the construction and construction management phases of the PROJECT, 9.3 Early Termination (a) In the event that the state does not provide Chapter 7 grant and/or SRF loan funding at the level anticipated by the parties, either party may elect to terminate this Agreement by providing written notice of termination to the other party within ninety (90) days. (b) In addition, if the lowest responsive and responsible bid for construction of the PROJECT exceeds the construction budget established for the PROJECT and after conferring the parties are unable to agree on new funding amounts or to locate other sources of funds for the PROJECT, either party may elect to terminate this Agreement upon written notice to the other. 070613 syn 6050163 11 (c) if, following execution of a construction and/or construction management contract for the PROJECT, the estimated PROJECT costs increase and exceed the PROJECT contingency, PALO ALTO shall notify MOUNTAIN VIEW promptly. Following notification of the increased cost, PALO ALTO and MOUNTAIN VIEW shall meet in a timely manner to discuss alternative funding sources and strategies for completion of the PROJECT. If the parties are unable to agree on new funding amounts or to locate other sources of funding for the PROJECT, then either Party shall have the right to terminate this Agreement upon ten days notice to the other. (d) In the case of a Force Majeure Event, PALO ALTO may terminate this Agreement upon ten (10) days notice to MOUNTAIN VIEW. As used herein "Force Majeure Event" means any matter or condition beyond the reasonable control of PALO ALTO, including war, public emergency or calamity, fire, earthquake, extraordinary inclement weather, Acts of God, strikes, labor disturbances or actions, civil disturbances or riots, litigation brought by third parties against PALO ALTO, or any act of a superior governmental authority or court order, which delays or prevents PALO ALTO from performing its obligation to administer construction of the PROJECT under section 2 of this Agreement. (e) MOUNTAIN VIEW and PALO ALTO shall remain responsible for PROJECT costs and loans incurred, whether before or after termination of this Agreement, in connection with termination of the PROJECT construction and/or construction management contract, in the same proportion to each organization’s monetary contribution and loan amount as set forth in section 3 of this Agreement. 9.4 Claims Claims arising out of actions subject to this Agreement shall be administered by the city with jurisdiction over the geographic area in which the claim arose. 9.5 Assignment Neither party may assign or transfer any interest in this Agreement without the prior written consent of the other. 9.6 Notices All notices and other communications required or permitted to be given under this Agreement shall be in writing and may be delivered by hand, by facsimile transmission with verification of receipt, or by United States mail, postage prepaid and return receipt requested, addressed to the respective parties as follows: Public Works Department Attn: Director of Public Works City of Palo Alto 250 Hamilton Avenue, 6th Floor Palo Alto, CA 94303 070613 syn 6050163 12 Public Works Department Attn: Public Works Director City of Mountain View 500 Castro Street Mountain View, CA 94041 or to such other address as any party may designate by notice in accordance with this Section. A copy of any notice of a legal nature, including, but not limited to any claims against either party, its officers or employees shall also be served in the manner specified above to the following addresses: City Attorney 250 Hamilton Avenue, 8th Floor Palo Alto, CA 94301 City Attorney City of Mountain View 500 Castro Street Mountain View, CA 94041 Notice shall be deemed effective on the date delivered or, if appropriate, on the date delivery is refused. 9.7 Attorney’ s Fees In the event either party breaches any of the terms, covenants or provisions of this Agreement, and the other party commences litigation to enforce any provisions of this Agre.ement, the cost of attorney’s fees and the attendant expenses will be payable to the prevailing party by the non-prevailing party upon demand. 9,8 Successors and Assigns The terms of this Agreement shall be binding and inure to the benefits of the parties hereto and their successors and assigns. 9.9 Governing Law The parties agree that the law governing this Agreement shall be that of the State of California. 9.10 Venue In the event that suit shall be brought by either party hereunder, the parties agree that trial of such action shall be exclusively vested in a state court in the County of Santa Clara or, where appropriate, in the United States District Court for the Northern District of California, San Jose, California. 070613 syn 6050163 13 9.11 Headings The headings of the sections and subsections of this Agreement are inserted for convenience only. They do not constitute a part of this Agreement and shall not be used in its construction. 9.12 Waiver The waiver by any party to this Agreement of a breach of any provision of this Agreement shall not be deemed a continuing waiver or a waiver of any subsequent breach of that or any other provision of this Agreement. 9.13 Integration This Agreement, including all Exhibits attached hereto, represents the entire understanding of the parties as to those matters contained herein. No prior oral or written understanding shall be of any force or effect with respect to those matters covered hereunder. This Agreement may only be amended by written agreement executed by both parties. 9.14 Severabilitv If any term, covenant, condition or provision of this Agreement, or the application thereof to, any person or circumstance, shall to any extent be held by a court of competent jurisdiction to be invalid, void or unenforceable, the remainder of the terms, covenants, conditions or provisions of this Agreement, or the application thereof to any person or circumstance, shall remain in full force and effect and shall in no way be affected, impaired or invalidated thereby. 1/ 1/ 11 /1 // // /I // // // // 070613 syn 6050163 14 This Agreement, between: "PALO ALTO" CITY OF PALO ALTO made and entered into this __ day of __, 2007, by and "MOUNTAIN VIEW" CITY OF MOUNTAIN VIEW City Manager City Manager APPROVED AS TO FORM:APPROVED AS TO FORM: Deputy City Attorney Director of Administrative Services APPROVED: City Attorney Financial Approval: APPROVED: Glenn Roberts Director of Public Works Cathy R. Lazarus Director of Public Works EXHIB ITS: Exhibit "A" - Exhibit "B" - Exhibit "C" - Exhibit "D" - Exhibit "E" - Exhibit "F" - Exhibit "G" - Exhibit "H" - Exhibit "I" - Exhibit "J" - 070613 syn 6050163 Water Reuse Permit Resolution No. 8407 Resolution No. 17145 Resolution No. 8391 MV/Moffett Area Water Recycling Facility Project Design-Construction Agreement Between the Cities of Palo Alto and Mountain View Contract No. C3151060 Between the City of Palo Alto and RMC Water and Environment Amendment No. One to Contract No. C3151060 Between the City of Palo Alto and RMC Water and Environment Backbone Transmission Pipeline Resolution No. 8690 State Water Resources Control Board Policy for Implementing the State Revolving Fund for Construction of Wastewater Treatment Facilities Rules and Regulations of the RWQCB Regional Water Reuse Program Recycled Water Market Assessment Summary 15 EXHIBIT "A" CALIFORNIA REGIONAL WATER QUALITY CONTROL BOARD SAN FRANCISCO BAY REGION ORDER NO. 93-160 WATER RECLAMATION REQUIREMENTS FOR: CITY OF PALO ALTO PALO ALTO REGIONAL WATER QUALITY CONTROL PLANT PALO ALTO SANTA CLARA COUNTY The California Regional Water Quality Control Board, San Francisco Bay RegiOn (hereinafter called the Board), finds that: The City of Palo Alto (hereinafter called Producer) operates a tertiary wastewater treatment plant and water reclamation fadlity at 2501 Embarcadero Way, Palo Alto. The Producer submitted a Reclamation Master Plan dated April 1992 for the use of reclaimed water throughout the service area of the Regional Water Quality Control Plant (RWQCP). 2,The Producer proposes to divert approximately nine million gallons per day (9 mgd) of tertiary-treated effluent from its Regional Water Quality Control Plant and to further treat the effluent to acceptable levels at its reclamation facility for various reclaimed water uses. Current and potential reclaimed water users and use areas have been identified as listed below and shown in Figure 1 (attached). Users are not required to limit the quantity of use to the estimated usage listed below. Other potential users may be identified in the future and added to the following List. Users Estimated Usage (mgd) City Parks and Schools Stanford University Shoreline Golf Course Sharon Heights Golf Course Palo Alto Golf Course Stanford Research Park NASA Ames Research Center Truck fill stations Caltrans Palo Alto Muni Service Center 2~5 1.6 1.2 1.0 0.8 0.5 0.5 0.5 0.2 0.2 o The Producer will permit specific reuse projects located within the areas listed in Finding 2 of this Order by obtaining Reclaimed Water Use Agreements with individual Users. The Producer will design and incrementally install reclaimed water transmission facilities to serve these projects. Users will submit engineering reports for each individual project to the Producer for approval. The Producer will maintain these reports at its fadlity. EXHIBIT "A" The Producer will continue to investigate other potential reuse strategies such as groundwater recharge, streamflow augmentation, and dual water supply for new. construction. This will enable the Producer to move towards achieving a goal of reusing the maximum possible amount of reclaimed water. The production and uses of reclaimed water are currently permitted under Order No. 86-33, adopted by the Board on May 21, 1986, whiCh prescribes water redamarion requirements for irrigation of the golf courses and parks in the ciries of PaloAlto.and Mountain View. Up to two million gallon~ per day of tertiary-treated effluent was diverted, and further treated to unrestricted use quality for use on the parks and golf COUlees. Board Order No. 91-042 provided "blanket" authorization for tanker-truck distribution of reclaimed water and the expansion of existing fixed irrigation system projects already subject to water reuse requirements. Reclaimed water distribution at the truck fill stations operated by the Producer are currently permitted under Order No. 91-042~ This Order incorporates the requirements of Order No. 86-33 and Order No. 91-042, and therefore supersedes both Orders. California Water Code Section 13512 states that it is the intention of the legislature that the State undertake all possible steps to encourage development of water reclamation facilities so that reclaimed water may be made available to help meet the growing water demands of the State. Section 13523 provides that a regional board, after consulting with and receiving the recommendations of the State Department of Health Services, and if it determines such action to be necessary to protect the public health, safety, or welfare, shall prescribe water reclamation requirements for water which is used or proposed to be used as reclaimed water. The use of reclaimed water for the purposes specified in Finding 2, could affect the public health, safety, or welfare, and requirements for those uses are, therefore, necessary in accordance with the California Water Code. In Section 13550, the Legislature defines the use of potable domestic water for the irrigation of greenbelt areas, including but not limited to cemetaries, golf courses, parks, and highway landscaped areas, as a waste or an unreasonable use of such water within the meaning of Section 2 of Article X of the California Constitution when suitable reclaimed water is available. Section 13576(e) states that the use of reclaimed water has proven to be safe from a public health standpoint and that the State Department of Health Services is updating regulations for the use of reclaimed water. This Order’s requirements conform with and implement the water reclamation criteria of the State Department of Health Services (Title 22, Division 4, Chapter 3, Sections 60301-60355 of the California Code of Regulations [CCR]) to protect the public health, safety, and welfare. 10. 11. 13. The Board amended its Water Quality Control Plan for the San Frandsco Bay Basin (Basin Plan) on September 16, 1992, and the State Water Resources Control Board (State Board) approved it on April 27, 1993. The Basin Plan supports water reclamation and further states that the disposal of wastewater to inland, estuarine, or coastal waters is not considered a permanent wastewater disposal solution where the potential exists for conservation and reclamation. The Basin Plan prescribes water quality objectives for reclaimed water, as well as for ground and surface waters of Santa Clara County. The Basin Plan identifies benefidal uses of the underlying groundwaters as: o o o Industrial service and process water supply Municipal and domestic supply Agricultural supply The Basin Plan identifies benefidal uses of the surface waters of South San Francisco Bay and its tributaries as : @ ® ® ® o o o Water contact recreation Non-water contact recreation Wildlife habitat Preservation of rare and endangered species Estuarine habitat Fish migration Fish spawning Industrial service and process supply Shellfish harvesting Navigation Commerdal and sport fishing Effluent limitations of this Order are based on applicable CCR Title 22 regulations, the Basin Plan, State Plans and polities, current plant performance, and best professional jud. gement. The limitations are considered to be those attainable by best available technology, in the judgment of the Board. The proposed uses of reclaimed water will maintain and enhance natural resources, and thus this Order is categorically exempt from the provisions of the California Environmental Quality Act in accordance with Title 14, California Administrative Code, Chapter 3, Section 15307. The Board has notified the Users, Producer, and interested agendes and persons of its intent to prescribe water reclamation requirements for the proposed discharges, and has provided them with an opportunity for a public heating and to submit their written views and recommendations. 14.The Board, at a public meeting, heard and considered all comments pertaining to these proposed uses of reclaimed water. IT IS HEREBY ORDERED, that the City of Palo Alto (Producer and User) and the Users who have signed Reclaimed Water Use Agreements pursuant to this Order, in order to meet the provisions contained in Division 7 of the California Water Code and regulations adopted thereunder, shall comply with the following: A.Reclaimed Water q)uali .ty Spedfications Unrestricted Quality Reclaimed Water (2.2 MPN) The Producer shall assure that reclaimed water used for industrial reuse, irrigation in areas with a high probability of direct public contact as may occur in portions of parks, playgrounds, schoolyards, golf courses that include residential development with exposure to irrigation spray, and other areas where the public has similar exposure, shall be an adequately oxidized, coagulated, clarified, filtered, and disinfected water (as defined in CCR Title 22, Division 4, Chapter 3, Sections 60301-60335) that meets the following quality limits at all times: a.CBOD (&day, 20~C) b.Dissolved Oxygen c.Dissolved Sulfide d.Turbidity Total coliform bacteria 20 mg/L daily maximum 10 mg/L monthly average 1.0 mg/L minimum 0.1 mg/L maximum 2 NTU maximum daily average operating turbidity and not exceeding 5 NTU more than five (5) percent of the time during any 2A-hour period. At any point downstream of the disinfection fadlities after adequate contact with disinfectant, the median number of total coliform organisms shall not exceed 2.2 MPN/100 mL as determined from the bacteriological results of the last seven (7) days for which andlyses have been completed, and the number of total coliform organisms shall not exceed ~.3 MPN/100 mL in any sample. o Restricted Quality Reclaimed Water (23 MPN) The Producer shall assure that reclaimed water to be used for irrigation of golf courses, cemeteries, freeway landscapes, and landscapes in other areas where the public has restricted access or exposure, shall at a minimum be an adequately oxidized and disinfected water that meets the following quality limits prior to delivery for any such use at all times: CBOD .(5-day, 2(PC)20 mg/L daily maximmn 10 mg/L monthly average 4 Bo o Dissolved Oxygen Dissolved Sulfide 1.0 mg/L minimum 0.1 mg/L maximum do Total coliform bacteria At any point downstream of the disinfection facilities after adequate contact with disinfectant, the median number of total coliform organisms shall not exceed 23 MPN/100 mL as determined from the bacteriological results of the last seven (7) days for which analyses have been completed, and the number of total coliform organisms shall not exceed 240 MPN/100 mL in any two consecutive samples. The Producer shall discontinue delivery of reclaimed water to Users during any periodin which it has reason to believe that the limits for that use as spedfied in A.1 or A.2 of this Order are not being met The delivery of reclaimed water shall not be resumed until all conditions which caused the limits to be violated have been corrected. The State Department of Health Services is currently revising the Title 22 regulations for water reuse. When revised regulations are finalized, the Executive Officer may authorize changes to the restricted and unrestricted reclaimed water uses consistent with those regulations. Prohibitions The treatment, storage, distribution, or reuse of reclaimed water shall not create a nuisance as defined in section 13050(m) of the California Water Code. No reclaimed water used for irrigation shall be applied during periods of rainfall or when soils are saturated such that runoff occurs. No reclaimed water used for irrigation shall be allowed to escape to areas outside the-~lesignated use areas by surface flow or by. airborne spray. Reclaimed water shall not be applied to park, golf course, or landscape areas in such a manner or at such times that may expose golfers, picnickers, or other individuals, or that may cause picnic tables, and other food and drinking outlets fo come into contact with airborne spray droplets. No reclaimed water shall be discharged from the treatment facilities, irrigation holding tanks, storage ponds, man-made marsh, or other containment, other than for irrigation or industrial reuse in accordance with this Order or for discharge to a munidpal sewage collection system. Reclaimed water shall not be used as a domestic or animal water supply. There shall be no cross-cormeUdons between the potable water supply and pipes containing reclaimed water. Supplementing reclaimed water with water used for domestc supply shall not be allowed except through an air-gap separation_ An air-gap or reduced pressure principle backflow device shall be provided at all domestic water service cormections to reclaimed water use areas. C.Provisions Order No. 86-33 is hereby resdnded. This Order supersedes Order 91-042 for all uses specified by that Order. Reclaimed Water Use Agreements, obtained by the Producer with each User; form the basis of permitted reclaimed water use by spedfic Users. Reclaimed Water Use Agreements shall spedfy self-monitoring requirements for each User, based on the attached self-monitoring program. If someone other than the User is responsible for applying the reclaimed water (Distributor), e.g. a truck hauler, then the User shall inform them of these requirements in a written agreement or other suitable manner. A Distributor shall fill out a Redairned Water Release Form when receiving reclaimed water from the Producer. A copy of the Reclaimed Water Use Agreement and this Order must be provided to the Users by the Producer. The Users and Distributors must have these available at all times for inspection by Regional Board staff, the Producer, or State/County Health Officers. The Distributors must also carry the Reclaimed Water Release Form at all times. o The Producer shall comply with the self-monitoring program as adopted by the Board and as may be amended by the Executive Officer. The Produceris responsible for .ollecting reports from users. Users are responsible for submitting on-site observation reports and use data to the Producer, who will compile and file self-monitoring reports with the Regional Board. The Producer will be responsible for ensuring that reclaimed water meets the quality standards of this Order and for operation and maintenance of major transport facilities and assodated appurtenances. Users will be responsible for the application of reclaimed water on their respective use areas and assodated operations and maintenance. The Producer and Users shall maintain in good working Order and operate as effidenfly as possible any facility or contro! system installed by the Producer or Users to achieve compliance with the water reclamation requirements. The Producer and Users shall provide employee training to assure proper operation of reclamation fadlities,, worker protection, and compliance with this Order. o The Producer and Users shall assure that all above ground equipment, including pumps, piping, storage reservoir, and valves, etc. which may at any 10. time contain reclaimed water shall be adequately and dearly identified with warning signs. The Producer and Users shall make all necessary provisions to inform the public that the liquid being distributed is reclaimed water and is m-flit for human consumption. Reclamation facilities shall be operated in conformance with the California Department of Health Service "Guidelines for Use of Reclaimed Wastewater for Irrigation and Impoundment" and "Guidelines for Worker Protection_ at.. Reclamation Use Areas" and the American Water Works Assodation, California- Nevada Section’s Guidelines for the Distribution oJ Non-potable Water. The Producer and Users shall permit the Board or its authorized representative in accordance with California Water Code Section 13267(c): Entry upon premises where a regulated fadlity or activity is located or conducted, or where records are kept under the conditions of the Order. Do Access to and copy of any records that must be kept under the conditions of this Order. Inspection of any facility, equipment (including monitoring and control equipment), practices, or operations regulated or required under this Order. To photograph, sample, and monitor for the purpose of assuring compliance with this Order. 11.The Board wkll revise this Order periodically and may revise these requirements when necessary. I, Steven R. Ritchie, Executive Officer, do hereby certify the foregoing is a full, true, and correct copy of an Order adopted by the California Regional Water Quality Control Board, San Frandsco Bay Region, on i z,! ~_c’./"7"~.. ..STEVEN R. "EXECUTIVE OFFICER Attachments: B. C. D. Figure 1 -- PARWQCP Water Reclamation Reuse Areas DOHS Guidelines for Use of Reclaimed Wastewater for Irrigation and Impoundment DOHS Guidelines for Worker Protection at Water Reclamation Use Areas Self-Monitoring Program LEGEND RECLAIMED WATER CONVEYANCE PIPELINE STORAGE RESERVOIR PUMPING STATION NOTE:MAIN LINES ONLYARE SHOWN. ADDITIONAL LINES MAY BE NEEDED TO SERVE SPECIFIC SITES, B.g., STANFORD RESEARCH PARK N SCALE IN FEET NAP !US 101 ~UNIVERSHY 2 PALO ALIO GOLF COURSE 4 ELEANOR PARK ~RINCONADAPARK COMPLEX 6 US 1OI ~ EMBARCADERO7US 101 ~ OREGONgGREER PARK 10 MUNI SERVICE CENTER I1 PEERS PARK18BOULWARE PARK 19 STANFORD RESEARCH PARK20BAYLANDS ATHLETIC CENTER2!BOL PARK 22 VENTURA PARK23RDBLES PARK 25 TERMAN PARK 27 MITCHELL PARK 28 DON JESUS RAMOS PARK REGIONAL MOST FEASIBLE REUSE SITES AIfltUAL USE,NAP ARBUAL U~E,3ITE BANE ACRE-FTIYR Ig Be.811E BANE ACBE-FT/YR 4 35514 52 44 635 5 5252g 21 83g 121 141 34 2g E. MEADOW CIRCLFJFABIAN WAY 3030US 101 ~ SAN A[~ONIO 43!US IO1 @RENGSTOREF 432SHORELINE GOLF LINKS 44037:~ENGSTORFF PARK 7038US 10t ~ SHORELINE 440US 101 @ MOFFET]441AMES RESEARCH CENTER &f~S MOFFETT 44D42McKELVEY BALL PARK 1543PIONEER MEMORIAL PARK 1244BUBB PARK 3D45CUESTA PARK 7150COOPER PARK 3153STANFORD UNIVERSITY 1,BOO54VETERANS ADMIN. I,~EDICAL CENTER 7055ALTA MESA MEMORIAL PARK 154356STEVENSON SCHOOL/PARK 4857CRITENDEN SCHOOL/PARK 1764EAGLE PARK 18 [::.:::::============================== LOS STATE OF CALIFORNIA DEPARTMENT OF HEALTH GUIDELINES FOR USE OF RECLAIMED WATER FOR IRRIGATION AND IMPOUNDMENTS A. GENERAL Reclaimed water shall meet the Regional Water Quality Control Board requirements and the requirements specified in the Wastewater Reclamation Criteria, established by the Sl:ate of California Department of He~l~.h for heal th protection. The discharge should be confined to the area designated and approved for disposal and reuse. Maximum aEainable separation of reclaimed water lines and domestic water lines should be practiced. Domestic and reclaimed water transmission and distribution mains should conform to the "Separation and Cons[ruct~on Criteria" (see attached). The use area facilities must comply with the "Regulations Relatincj to Cross-Connections " Title 17. Chapter V, SeCtions 7583-7622, inclusive, California Administrative Code. Plans and specifications of the existing and proposed reclaimed water system and domestic water system shall be submitted to Slate and/or local health agencies for review and approval. 4.Atl reclaimed water valves and outlets should be appropriately tagged to warn the public and employees that the water is not safe for drinking or direct contact. 5.All piping, valves, and outlets should be color-coded or otherwise marked to differentiate reclaimed water from domestic or other water. °" a.Where feasible, differential piping materials should be used to faci irate water system identification. All reclaimed water valves, outlets, and sprinkler heads should be of a type [hat can only be operated by authorized personnel. a.Where hose bibbs are present on domestic and reclaimed water lines, difie~ ential sizes should be established to preclude the interchange of hoses. Adequate means of notification should be provided to inform lhe public that reclaimed water is being used. Such notification should include the posting of conspic_uous warning signs with proper wordinr~ of sulficie~[ size to be clearly read. JAb! 2 A- 9 WATER 8.Adequate measuFes should be taken to prevent: the breeding of flies, mos- quhos and other vectors of public health signii-icance during the. procc’ss ~euse. g.Operation of the rise.area facilities should not create odors, slimes, or unsightly deposits of sewage origin. B. SPRAY IRRIGATION OF CROPS 1.Irrigation should be controlled to minimize ponding of wastewater and run- off should be contained apd Droperly disposed. 2.Irrigation should be done so as to prevent contact by the public with the spray~ material and precautions should be taken to insure that reclaimed water will not be sprayed on walkways, passing vehicles, buildings, domestic water facilities, or areas not under control of the u~r. a. The ir~igat~ areas should be fencc~ where primary effluent is used. b.Windblown spray from the irrigation area should not reach areas access- sible to the public. 3.Irrigat~ areas mu~ be kept completely separated from domestic water wells and resewoirs. A minimum of 500 feet should be provided. 4.Adequa~ time should be provided- between the last irrigation and [o allow ~e crops and soil to dH- a.Animals, esp~ialty milking animals, should not be allowed to graze land irrigat~ with reclaim~ water until it is thorou£hly 5.~ere should be no subsequent planting of produce on lands irrigated with prima~ effluent. C.SURFACE IRRIGATION OF CROPS 1.Irrigation should be controlled to minimize ponding of wastewater and run- off should be contained and properly disposed. 2.The F~ubt~c should be effectively excluded from contact with the reclaimed water used for irrigation. a. I--he irrigated, areas should be fenced where primary effluent is used. 3.Irrigated areas must be kept completely separated from domestic water wells and reservo(rs. A minimum of 500 feet should be F~rov{ded. 4.Adequate time should be provided between the last irrigation and harvesting .to allow the crops and soil to dFy. a. Animals, especially milking animals, should not be allowed to graze on .land irrigated with reclaimed water until it is thoroughly dry. A-J0 5.There should be no subsequent planting of produce on lands irrigate~ with primary effluent. Adequate measures must-be taken to prevent any direct contact between the edible portion of the crops and the reclaimed water. D.LANDSCAPE IRRIGATION 1.Irrigation should be controlled to minimize ponding of wastewater and run- off should be contained and properly disposed. 2,At golf courses, notices shou.ld be printed on score Cards stating, that re- claimed" water is used, and all water hazards containing reclaimed water should be posted with warning signs. 3.Tank trucks used for carrying or spraying reclaimed waLer should be al}pro- priately identified to indicate such. Irrigation should be done so as to prevent or minimize contact by the public with the sprayed material and precautions should be taken to insure [hat reclaimed water will not be sprayed on walkways, passing vehicles, buitdings, picnic tables, domestic water facilities, or areas not under control of the user. Irrigation should be practiced during periods when the grounds will have maximum opportunity [o dry before use by the public unless provisions are made to exclude the public from areas during arid after spraying with reclaimed water. Windblown spray from [he irrigation area should not reach areas acces- sible to the public. Drinking water fountains should be protected from direct or windblown reclaimed water spray. S.Irricjated areas must be kept completely separated from domestic water wells and reservoirs. A minimum of 500 feet should be provided. E.IMPOUN DM EN-I:S Runoff should be contained and properly disposed. At restricted recreational impoundments and landscape impound~qen[s all valves and outlets should be appropriately tagged to warn the public that the water is nor, safe for drinkina or bathing. At nonrestricted recreationa impoundments al valves and outlets should be upp~op,’i~tely tagged to warn the public that the water is reclaimed from sewa~je and is not safe fo~ drinking. Adequaie measures should be taken to pre,~ent body contact activities, such as ,,*,,adin_q or swimming, at restricted recreatio~al impoundmef~ts con- taining reclaimed water. Adequate measures should be taken to pre,~ent direct public contact with ~eclaimed water a~ landscape impoundments. Restricted and nonrestricted recreational impoundments should be main- tained under the continuous supervision of qualified personnel during periods of use. Impoundments containing reclaimed water must be kept completely sepa- rated from domestic water wells and reservoirs. A minimum of 500 feet should be provided. A-12 STATE OF CALIFORNIA DEPARTMENT OF HEALTH GUIDELINES FOIl WORKER PROTECTION AT WATER RECLAMATION USE AREAS 1.Employee~ should be ~ade aware of the potential health ha2ards involved with contacl: or ingestion of reclaimed waler. 2.Employees should be subjected to periodic medical examinations for in- tes-tinal diseases and [o adequate immunization shots. 3.Adequate first aid kits should be available on location, and all cuts and abrasions should be treated promptly to prevent infection. A doctor should be consulted where infection "s likely. 4.Precautionary measures should be taken to minimize direct contact of employees with reclaimed water. a.Employees should not be subjected to reclaimed water sprays. For work involving more than a casual contact with reclaimed water, employees should be provided with protective clothing. At crop irrigation sites, the crops and soil should be allowed to dry before harvesting by employees. Provisions should be made far a supply of safe drinking water for em- ployees. Where bottled water is used for drinking purposes, the water should be in contamination-proof containers and protected from con- tact with reclaimed water or dust. The water should be of a source approved by the local health authority. 6.Toilet and washing facilities should be provided. 7.Precautions should be taken to avoid contamination of food taken to areas irrigated with reclaimed water, and food should not be taken to areas s~ill wet with reclaimed water. Adequate means o{ notification should be provided to inform the em- ployees that reclaimed water is being used. Such notification should include the posting of conspicuous warning signs with proper wording of sufficient size to be clearly read. ao In some locations, especially at crop irrigation use areas, it is advisable to have the signs in Spanish as well as English. A-13. ’ " 2. ’:: ’lqq.,".-A [\! .. ,-, ....-: WA~-ER QbAUTY CONTROL PL&NT 10. 11. All reclaimed water valves, outlets, and/or _--prinl,-.ler heads should be appropriately tagged to warn e~,ployees that the water is not safe for drinking or direct contact (di.rect contact is allow6d at ~on restricted recreational impoundments}. All piping, valves and outlets should be color-coded or otherwise mar~ed to differentiate reclaimed water from domestic or other water. .Where feasible, differential oiping~naterials should be used to facili- tate water system identification. All reclaimed water valves, outlets and sprinkler heads should be of a type that can only be operated by authorized personnel. Where hose bibbs are present on domestic and reclaimed water lines, differential sizes should be established to preclude the interchange of hoses. A-14 C~IFORNIA REGIONAL WATER QUALITY CONTROL BOARD SAN FRANCISCO BAY REGION SELF-MONITORING PROGRAM FOR ~ CITY OF PALO ALTO PALO ALTO REGIONAL WATER QUALITY CONTROL PLANT SANTA CLARA COUNTY ORDER NO. 93-160 ao Letter of Transmittal: A letter transmitting self-monitoring reports should accompany each report; Such a letter shall include a discussion of requirement violations found during the reporting period, and actions taken or planned for correcting noted violations, such as operation or facility modifications. If the Producer has previously submitted a report describing corrective actions and/or a time schedule for implementing the corrective actions, reference to the previous correspondence will be satisfactory. The transmittal letter shall contain a statement by the Producer, or the Producer’s authorized agent, under penalty of perjury, that to the best of the signer’s knowledge the report is true, accurate, and complete. Tabulations of the r~sults from each required analysig by Producer specified in Table 1 (Attachment A) by date, time, type of sample, and station. Co A list of existing and new authorized reclaimed water Users, including the name, location, and projected annual flow to be delivered. do Tabulation of inspections and observations of reuse sites, including User’s standard observations and random inspections by the Producer. A summary of effluent violations related to water reclamation, violations found during inspection of reuse sites, corrective actions taken, and any changes to or revoking of User authorizations. fo A summary of ground water.monitoring conducted in accordance with provisions of the Environmental Impact Report completed for the reclamation project. go An update regarding developmentof the Reclamation Master Plan, including planning, design, and construction of facilities, and preparation of required reports and technical documents. STANDARD OBSERVATIONS Evidence of runoff.of reclaimed water from the site (show affected area on a sketch, and estimate volume). Odor of wastewater origin from irrigation site: If present, indicate apparent source, characterization, direction of travel, and any public use areas or offsite facilities affected by the odors. 2 Wo VI. Evidence of ponding of reclaimed water, and/or evidence of mosquitoes breeding within the irrigation ai:ea due to. ponded water. Warning signs properly posted to inform public that irrigation water is reclaimed water, which is not safe for drinking: Evidence of leaks or breaks in the irrigation system pipelines or tubing. Evidence of plugged, broken, or otherwise faulty drip irr.igation system emitters or spray irrigation sprinklers. DESCRIPTION OF SAMPLING AND OBSERVATION STATIONS RECLAIMED WATER station E-001 Description Location at the Pato Alto Regional Water Quality Control Plant where a representative sample of treatment plant effluent being diverted for reclamation can be obtained and total diverted flow can be measured. LAND OBSERVATION STATIONS Description L-1 to L-n Locations at a sufficient number of points at reuse areas in order to ensure compliance with water reclamation requirements. IMPOUNDMENT FACILITIES Description P-1 to P-n Locations at points along the periphery of each storage, ornamental, golf course, or other pond or impoundment. SCHEDULE OF SAMPLING. MEASUREMENTS. AND ANALYSIS The self-monitoring program is applicable during the periods when reclaimed water is in use. The Producer and Users are required to perform observations, sampling, measurements, and analyses according to the schedule given in Table 1 (Attachment A). 3 The Producer shall require the Users to conduct a complete inspection of all irrigation lines, sprinklers, and emitters at least once each year during the dormant season. A~ report of the findings of these inspections, including descriptions of any sign~_ ~cant repairs or modifications made to the distribution systems, shall besubmitted in the annual report (due January 30 of each year). I, Steven R. Ritchie, Executive Officer, hereby certify, that the foregoing Self-Monitoring Program: Has been developed in accordance with the procedure set forth in this Regional Board’s Resolution No. 73-16 in order to obtain data and document compliance with Water Reclamation Requirements established in Regional Board Order No. 93-160. Has been revised and ordered by the Executive Officer on June 20, 1995. This Self-Monitoring Program supersedes the previous program and amends the water reclamation requirements adopted by the Board on December 15, 1993. May be reviewed at any time subsequent to the effective date upon written notice from the Executive Officer or request from the Producer, and revisions will be ordered by "the Executive Officer. // STEVEN R. RITCHIE .// EXECUTIVE OFFICER Attachment: Table 1 - Schedule for Sampling, Measurements, and Analysis File No. 2189.8103 (SMM) 4 ATTACHMENT A TABLE 1 SCHEDULE FOR SAMPLING,. MEASUREMENTS, AND ANALYSIS Palo Alto RWQCP - Water Reclamation Req’ts SAMPLING STATIONS [I TYPE OF SAMPLE I1 Grab Flow Rate (gallons/day)]1 Total Coliform (MPN/100ml)1[ 3/W~ Turbidity (NTU),. [ Dissolved Oxygen (rag/l)I! Dissolved Sulfides (mg/1) (if 3/W"2 DO < 1 mg/1) ,H (units)[I 3/W2 Chlorine Residual (mg/1)II Applicable Standard Obser- vations E-1 C -24 3/Wz Cont. D D2 All L Obs. Q~ A3 LEGEND FOR TABLE 1 Type of Sample Grab = Instantaneous grab sample C-24 = 24-hour composite sample Com. -- Continous monitoring (recorder) Obs. = Observation Sampling Frequency D = Daily 31W = Three times per week W = Weekly 2/M = Twice per month Q = Quarterly A = Annual All P -Obs. Q1 A3 1 Flow totals for each User will be compiled by the Producer on a quarterly basis. Dally average flow will be calculated from these quarterly totals and reported for each User in the Producer’s annual report. When producing reclaimed water. 3 Observations that the Producer requires each User to complete when reclaimed water is being used. The Producer will establish User self-monitoring requirements that depend on the size and complexity of each site, as a condition of each User’s permit: EXHIBIT "B" RESOLUTION NO. 8407 RESOLUTION OF THE COUNCIL OF THE CITY OF PALO ALTO AUTHORIZING THE CITY ~ANAGER TO FiLE APPLICATION AND EXECUTE A GRANT AGREEMENT FOR A GRANT IN ~AMOUNT NOT TO EXCEED $5 MILLION FROM THE STATE WATER RESOURCES CONTROL BOARD ON BEHALF OF THE CITY OF PALO ALTO REGIONAL WATER QUALITY CONTROL PLANT (PARWQCP)FOR THE CONSTRUCTION OF THE MOUNTAIN VIEW- MOFFETT AREA WATER RECYCLING PROJECT WHEREAS, the Safe, Clean, Reliable Water Supply Act (1996 Bond Law) established a Water Recycling Subaccount for !ow-interest loans for design and construction of water recycling projects and for grants for facilities planning, design and construction of recycling pro3ects; and WHEREAS, the State Water Resources Control Board established the Water Recycling Construction Program (WRCP) by adoption of the Water Recycling Funding Guidelines (WRF Guidelines) on April 17, 1997, which implemented provisions of the 1996 Bond Law as well as other bond laws; and WHEREAS, the Palo Alto Regional Water Quality Control Plant (PA~WQCP) staff has reviewed the application, Plan of Study, and other supporting information for the water recycling project and has determined that the project complies with the WRF Guidelines; and WHEREAS, the PARWQCP operates a reclaimed water facility and delivers reclaimed water to various reuse sites. The existing pipeline from the PARWQCP to Shoreline has deteriorated and is scheduled for replacement.. In anticipation of future reuse opportunities in Mountain View, such as the future Moffett facilities, the replacement pipe will be upsized; and WHEREAS, the State Water Resources Control Board presently has funding available to match 25% up to $5 million of the cost of reclaimed water facilities construction project. NOW, THEREFORE, the Council of the City of Palo Alto does RESOLVE as follows: SECTION i. That the City Manager or his designee is hereby authorized and directed to sign and -file, for and on behalf of the City of Palo Alto, a water recycling project construction Grant Application for a grant from the State Water 040315 smOlOOlg2 EXHIBIT"B" Resources Control Board in an amount not to emceed $5 million for the construction of the Mountain View-Moffett Recycled Water Project on behalf of the Palo Alto Regional Water Quality Control Board (PARWQCP). SECTION 2. That the City of Palo Alto hereby agrees and further does authorize the City Manager or his designee to certify that the City has and will comply with all applicable state statutory and regulatory requirements related to any state grant fnnds received. SECTION 3. That the City Manager or his designee hereby authorized to negotiate and execute on behalf of the City a grant agreement and any amendments thereto or other documents required in connection with the grant. SECTION 4. That a mitigated negative declaration (MND) was prepared in accordance with CEQA for the Project and adopted by the City Council, Resolution Number 8391 on January 12, 2004. INTRODUCED AND PASSED:March i, 2004 AYES:BEECHAM,BURCH,CORDELL,FREEMAN,KISHIMOTO,KLEIN-BERG, MORTON,MOSSAR,OJAKIAN NOES: ABSENT: ABSTENTIONS: ~T~EST : City Clerk APPROVED AS TO FORM: St. Ass~. City Attorney Mayor AP] Director of Public Works DirectOrservlcesOf A~inistrative 9 12/06/2088 10:58 8508628879 PUBLIC SRVCS ADHIN PAGE 01 EXHIBIT "C" crrY OF MOUNTAIN VIEW RESOLUTION NO. 17145 SERIES 2006 Certified to be a True Copy of the Original D~puty City .Clerk A RF_~OLUTION AUTHORIZING THE CITY OF PALO ALTO TO SUBMIT AN APPLICATION FOR A STATE WATER RESOURCES CONTROL BOARD REVOLVING FUND LOAN ON BEHALF OF TH-E CITY OF MOUNTAIN VIEW FOR THE RECYCLED WATER PROJECT WHEREAS, on February 24, 2004, the City Coundl approved tl~e recycled water project and appropriated $8,100,000 from the Shoreline Park Regional Commun~.ty Fund; and WHEREAS, on January 11, 2005, the City Council authorized the City Manager or his designee to enter Lnto a recycled water p~oject operating agreement with the City of Palo Alto; and WHEREAS, the City supports the concept of wafer recyding to preserrce potable water for domestic and Lndustrial uses; and WHEREAS, ’the City desires to secure a low-cost source of construction finandng and intends to finance a potion of project construction costs, with funds provided by the State of Califorrfia, acting by and through the State Water Resotwces Control~B~,~r.d; NOW, THEREFORE, BE IT RESOLVED that the City Co~e~ Mountain View: 1. Auth0dze~ the City of Palo Alto to ,complete, sign and file, for and on behalf of th.e City of Mountain View, a Financial Assistance Application for a loan from the State Water .Resources Control Bo’ard ~or the design and construction of the Palo Alto/Mountain View Recorded Water Distribution System corts~rucfion; and 2. The City Co~ee~~t a joint application with the City of Palo Alto for a Stat~ re~t~~’~~..t~), an interest rate of 0 percent repayable by tl4e City of Palo Alto and the City of Mountain View over a 20~year period; and 3. The City Manager or his designee is hereby authorized to negotiate and execute a loan/grant contract and any amendments or change orders.thereto and to certify loan/grant disbursement on behalf of City of Mountain View; and EXHIBIT "C" 12/08/2006 10:58 6509828079 PUBLIC SRVCS ADMIN PAGE 7. ...Loan reimbursements will be made from the Shoreline Regional Park Com_rfiurdty Fund. The foregoing Resolution was regularly introduced and adopted at a Special Meeting o.f the City Council o~ the City of Mountain View, duly held on the 14~h day November, 2006, by the following vote: AYES:Councilmember~ Ka~perzak, Macias, Means,. Pea~, Perby and Mayor Gatiotto NOES:None ABSENT:None NOT VOTING:None ATTEST:APPROVED: ANGELITA M. SALVADOR CITY CLERK MAYOR GAH/~/RESO 761-11-14-06R-E^ I do hereby certiiry that the foregoing resolv.!ion was passed and adopted by the Cii7 Council of the City.of Mountain View at a Special Meeting held on the 14th day of November, 2006, by the foregoing vote. 12/06/2006 10:58 65096280T9 PUBLIC SRVCS ADHIN PAGE 03 4. The City will comply with all applicable State and Federal statutory a~d regulatory requirements related to axty Federal and State loan/grmats received, including contribution of matc_hhng h~nds; and 5. The City Manager or his desigaee is hereby authorized to revise and.amend the Recycled Wa~ter Operating Agreement bet’~veea the City of Mountain View and the City of Palo Alto (Palo Alto. contract C059999) as necessary to co~aply w~th payment’ terms of the State revolving loan fund agreement; 6. The City agrees to submit repayment.to the City of Palo Alto for M~untain View’s portion of any Share revolving fund loan payment with art L~te~est rate of 0 percent over a 20-yea~. period. Mountain View will reimburse to Balo Alto the percentage of the payment specified i~ the Recycled Water Operath~g Agreement betweer~ the City of Mountaia View and the City of Palo Alto (C059999, Sect-ton 10.1). Payments w~l be made within 30 days of receivin.g an invoice from the City of Palo Alto; and EXHIBIT "D" RESOLUTION NO. 8391 RESOLUTION OF THE COUNCIL OF THE CITY OF PALO ALTO ADOPTING A MITIGATED NEGATIVE DECLARATION FOR THE MOUNTAIN VIEW-MOFFETT AREA RECYCLED WATER RECYCLING FACILITY PROJECT PURSUANT TO THE CALIFORIqIA ENVIRONMENTAL QUALITY ACT (03-D-07; 03-EIA-07) WHEREAS, the Mountain View-Moffett Area Recycled Water RecYcling Facility Project (~Project") would replace a deteriorated recycled water pipeline to restore recycled water service from the Palo Alto Water Quality control Plant to Mountain View (Shoreline Area) and extend the pipeline to serve up to 1,200 acre-feet per year of recycled water for landscape irrigation in the Shoreline Area, the City of Mountain View North of Highway i01 and the Moffett Field Area. The Project is an expansion of the existing Regional Water Quality Control Plant Water Reuse Program; and WHEREAS, the City as the lead agency for the Project has prepared a Mitigated Negative Declaration for hhe Project. A Draft Mitigated Negative Declaration was released for a 30~day public comment period on October 31, 2003. A public meeting to hear public input on the Draft Mitigated Negative Declaratlon was held on November 19, 2003; and WHEREAS, the Mitigated Negative Declaration was prepared pursuant to the California Environmental Quality .Act, Public Resources Code section 21000 et seq. (~CEQA") and the State CEQA Guidelines, California Code of Regulations, Title 14, section 15000 et seq. The Mitigated Negative Declaration including the proj~ct description, environmental checklist form, mitigation summary and monitoring and reporting plan, and appendices is attached as Exhibit ~A" to this Resolution and by this reference incorporated herein; and WHEREAS, the City Council has reviewed and considered the information contained in the Mitigated Negative Declaration, including comments received and the responses to those comments; and WHEREAS, the Mitigated Negative Declaration was prepared by the City and the city environmental consultants and reflects their independent judgn~Lent and analysis. There is no substantia! evidence on the basis of the record as a whole that the Project will have a significant effect on the environment; and NOW, THEREFORE, the Council of the City of Palo Alto does RESOLVE as follows: SECTION i. Mitigation Monitoring and Reporting Plan. The Mitigation Summary and Monitoring and Reporting Plan included in the Mitigated Negative Declaration attached as Exhibit A is hereby approved and adopted. SECTION 2. Adoption. The City Council finds that the Mitigated Negative Declaration has been completed in compliance with CEQA and adopts and approves it. The City Council has reviewed and considered the information contained in the Mitigated Negative Declaration, staff reports, oral and written testimony given at public meetings on the proposed Project and all other matters deemed material and relevant before considering the Project for approval. SECTION 3. No Recirculation Required. iThe City Council finds that no new significant information has been received that requires recirculation of the Mitigated Negative Declaration. INTRODUCED AND PASSED: January 12, 2004 AYES:BEECHAM, BURCH, CORDELL, FREEMAN, KISHIMOTO, KLEINBERG, MORTON, MOSSAR, OJAKIAN NOES: ABSENT: ABSTENTIONS: hPPROVED AS TO .F.ORM: . -~"- ~5~Ci ty At torney Mayor Director of Public Works 040129 sm 0100181 2 Design and Construction Agreement MV/Moffett Area Recycled Water Facility EXHIBIT "E" MV/MOFFETT AREA WATER RECYCLING FACILITY PROJECT DESIGN-CONSTRUCTION AGREEMENT BETWEEN THE CITIES OF PALO ALTO AND MOUNTAIN VIEW This Agreement supplements Section 1.2 of Contract #C059999 between the cities of Palo Alto and Mountain View. It is intended to detail the obligations of each party during the design and construction phase of the MV/Moffett Recycled Water Facility. I TERMS RWQCP SWRCB Project Consultant Contractor Contract Project Partners The Palo Alto Regional Water Quality Control Plant The State Water Resources Control Board The Mountain View/Moffett Area Recycled Water Facility Project, SWRCB project #3212-030 The consulting firm who performs the design and services during construction of the Project The contracting firm under contract for the construction of the Project The State Water Resources Control Board Water Recycling Funding Program Contract, WRFP Project #3212-030 City of Mountain View and City of Palo Alto (represents the City and the RWQCP) II ORGANIZATION & RESPONSIBILITIES A Design Phase City of Mountain View (Robert Kagiyama) City of Palo Alto (Romel Antonio) Project Manager RWQCP (Daisy Stark) I Consultant (R C) -- SWRCB The RWQCP shall assign a Project Manager to supervise and coordinate the design of the Project in accordance with the Contract with the SWRCB. The Project Manager will manage the Consultant design contract and will be the main point of contact and lead person for the design phase. The City of Palo Alto and the City of Mountain View shall c:\daisy data files\document\reclaimed\design and construction agreement.doc 7/19/05 EXHIBIT "E" Design and Construction Agreement MV/Moffett Area Recycled Water Facility each assign a Project Engineer to assist the Project Manager with the design and permitting of the Project. The Project Manager and the Project Engineers shall have completed their training in the field of engineering, have sufficient experience in processing projects through city departrnents, and whose normal responsibilities are in the management, design, and construction of city infi-astructure projects. A1.Responsibilities of Proiect Manager The Project Manager is responsible for the overall progress and budget of the Project. The Project Manager shall ensure that the work products meet the SWRCB’s requirements and conform to the Facility Planning and Enviromnental reports. The Project Managers’ duties shall include the following: 1.Schedule: Review Consultant’s work schedule and Project Engineers’ permit milestone dates. Monitor work progress to ensure compliance with milestones established in the contract with the SWRCB and the Consultant. 2.Meetings: Conduct meetings with consultant, permit agencies, the SWRCB, and project partner as required. 3.Liaison: Serve as the liaison with the SWRCB and the Consultant. 4.Submittals: Coordinate with the SWRCB on submittal requirements, process submittals and ensure compliance with milestones established in the contract with the SWRCB. Process, review, and track submittals from consultant to ensure compliance with contract. Process and monitor submittal review by reviewers to ensure that the review process does not delay the design activities and that the allotted time for reviews are followed (see Exhibit A of this Agreement). 5. Review of Work: Coordinate with Project Engineers on review comments, expedite review cormnents and responses fi’om!to the appropriate parties and agencies. 6. Payments: a. Review progress reports and Consultant’s progress payment requests; consult Project Engineer as necessary, and process progress payment in accordance with the Contract document. b. Prepare and forward progress reports and payment requests with supporting documents to project partners and the SWRCB. 7.Reports:Review, organize, take actions as needed, and file project reports. c:\daisy data files\document~reclaimed\design and construction agreement.doc 7/19/05 Design m~d Construction Agreement MV/Moffett Area Recycled Water Facility 8.Permits: Coordinate with and obtain permits from other agencies having jurisdiction. Responsibilities of Project Engineers The Project Engineer is responsible for ensuring that the Consultant!s work products are in accordance with the requirements of the local authorities. The Project Engineer shall also ensure that the Consultant’s deliverables meet the requirements Of the Contract, and conform to the Facility Planning and Environmental reports in consultation with the Project Manager The Project Engineer shall confer with the Project Manager regarding his/her actions. The Project Engineers’ duties shall be limited to within the city of his/her jurisdiction and shall include the following: 1.Schedule: Review master schedule and milestone dates for the pe~nitting process to ensure compliance with milestones established in the contract with the SWRCB in consultation with the Project Manager. Monitor schedule and ensure that the world progress meets the milestone dates. 2.Meetings: Attend meetings with Consultant, permit agencies, and appropriate personnel and agencies as requested by the Project Manager. 3. Liaison: a. Serve as the Project Manager’s liaison with the city. Assist in obtaining from city additional details or information for the design and construction of the Project. b. Serve as the liaison with the community affected by the Project. Issue public notices, schedule and conduct public meetings as needed to facilitate the design of the Project. ’Notify Project Manger in advance of public meetings and report to Project Manager results of the meetings. c. Serve as the liaison with the local permitting agency and local authority having jurisdiction. d. Assist the Consultant, as the city’s representative, on permit activities within local jurisdiction. 4.Submittals: Establish and coordinate submittal requirements with the Project Manager, process submittals and ensure compliance with milestone dates. Process and monitor submittal review by reviewers within local jurisdiction, including permit reviews, to ensure that the review process does not delay the design activities, that the allotted time for reviews are followed (see Exhibit A of this Agreement), and that the process complies with milestones. c:\daisy data files\document\reclaimed\design and construction agreement.doc 7/19/05 3 Design and Construction Agreement MV/Moffett Area RecycIed Water Facility B Review of Work: Coordinate, review, and consolidate review comments from within the city, .forward review comments to Project Manager, review and discuss with project team as needed. Construction Phase City of Mountain View (Chris Halvorsen) City of Palo Alto (Romeo Antonio) Project Manager RWQCP (Daisy Stark) Contractor PM ----q SWRCB Consultant PM (RMC) Construction supervisor The RWQCP shall assign a Project Manager to .supervise and coordinate construction activities in accordance with the contract with the SWRCB. The project Manager will administer the construction contract and will be the main point of contact and lead person for the construction phase to process construction project control documents (submittals, RFIs, change orders, field orders, cost controls), monitor schedule, preparing construction progress reports and processing progress payments. The City of Palo Alto and the City of Mountain View shall each assign a Project Engineer to assist the Project Manager with construction management, inspection, and acceptance of the Project. The Project Manager and the Project Engineers shall have completed their training in the field of engineering, have sufficient experience in handling public works or utilities projects with the public and contractors, and whose normal responsibilities are in the design and construction of city infrastructure projects. B1.Responsibilities of Proiect Manazer The Project Manager shall observe the guidelines set forth in section III of this Agreement and shall be responsible for the overall progress and budget of the Project. The Project Managers’ duties shall include the following: c:\daisy data files\documentkreclaimed\design and construction agreement.doc 7/19/05 4 Design and Construction Agreement MV/Moffett Area Recycled Water Facility 1.Schedule: Monitor and enforce the progress schedule, schedule of submittals, and schedule of value. 2.Meetings: Conduct meetings with contractor, consultant, permit agencies, the SWRCB, as required. 3. Liaison: Serve as the liaison with the SWRCB, project partners, and the Contractor. 4. Submittals: Process, review, and track submittals, making sure that the review process does not delay the construction activities and that the allotted time for reviews are followed (see Exhibit A of this Agreement). 5. Review of Work, Rejection of Defective Work, Inspection and Tests: a. Conduct periodic on-site inspection of the Work, or as requested by the Project Engineer. b. In consultation with the Project Engineer, Consultant, and Contractor, review any Work that is deemed unsatisfactory, faulty, or defective or does not conform to the Contract documents, or has been damaged;’ review recommendations and issue directives on corrective measures. c. Review reports and make sure that tests, equipment and system start-ups, operations and maintenance training are conducted in accordance with the Contract documents. d.Accompany visiting inspectors representing public or other agencies having jurisdiction over the Project. 6.Interpretation of Contract Documents: review the Consultant’s report on clarifications and interpretations of the Contract documents, in consultation with the project engineer; issue final clarifications and interpretations to the Contractor, and circulate final clarifications and interpretations to the Project Engineers, consultant, and appropriate personnel. 7.Payments: a. Review progress reports and Contractor’s progress payment requests; consult Project Engineer as necessary, and process progress payment in accordance with the Contract document. b. Prepare and forward payment requests with supporting documents to project partners and the SWRCB. 8. Modifications: a. Review the Project Engineer’s report and recommendations on modifications. c:\daisy data files\document~reclaimed\design and construction agreement.doc 7/19/05 5 Design and Construction Agreement MV/Moffett Area Recycled Water Facility B2. b. Evaluate and prepare change orders, obtain approvals and process change orders as described in Section III of this Agreement. c. Circulate change order to the Project Engineer, consultant, and appropriate personnel. 9. Reports: a. Review, organize, take actions as needed, and file project reports from the Project Engineers, contractor, and consultant. b. Prepare monthly stares report to city of Mountain View, city of Palo Alto, and the SWRCB. 10.Completion: Prepare punch list and coordinate with Contractor and the Project Engineer to complete punch list items; execute closeout of project in conformance with the General Condition of the Contract upon receipt of acceptance from the-Project Engineers. Responsibilities of Proiect Engineers The Project Engineers shall observe the guidelines set forth in section III of this Agreement and shall be responsible for ensuring that the Contractor’s work is performed in accordance with the requirements of the Drawings and Contract Specifications. The Project Engineer shall confer with the Project Manager regarding his/her actions. The Project Engineers’ duties shall be limited to within the city of his/her jurisdiction and shall include file following: o Schedule: Review the progress schedule, schedule of submittals, schedule of value and advise the Project Manager concerning acceptability. Meetings: Attend meetings with contractor, consultant, permit agencies, etc, as requested by the Project Manager. Liaison: a. Serve as the Project Manager’s liaison with the city. Assist in obtaining from city additional details or information when required for proper execution of the Project. b. Serve as the liaison with the community affected by the Project. Issue public notices, schedule and conduct public meetings as needed to facilitate the execution of the Project. Notify Project Manger in advance of public meetings and report to Project Manager results of the meetings. c:\daisy data files\documentkreclaimed\design and construction agreement.doc 6 7/19/05 Design and Construction Agreement MV/Moffett Area Recycled Water Facility 4.Submittals: Review submittals within the allocated time noted in Exhibit A of this Agreement. Track submittals and construction activities. 5. Review of Work, Rejection of Defective Work, Inspection and Tests: a. Conduct on-site obselwations of the Work in progress and assist the Project Manager in determining if the Work is in general proceeding in accordance with the Contract documents. b. Report to the Project Manager whenever he/she believes that any Work is unsatisfactory, faulty, or defective or does not conform to the Contract documents, or has been damaged; and advise the Project Manager of the corrective measures. c. Verify that tests, equipment and system start-ups, operations and maintenance training are conducted in accordance with the Contract documents; observe, record, and report the appropriate details to the Project Manager. d, Accompany visiting inspectors representing public or other agencies having jurisdiction over the Project, record and report the results of these inspections to the Project Manager. 6.Interpretation of Contract Documents~ Report to the Project Manager when clarifications and interpretations of the Contract documents are needed and coordinate with the construction supervisor clarifications and interpretations as issued by the Project Manager. 7.Modifications: a. Consider and evaluate field suggestions for modifications and report with recommendations to the Project Manager. b. Assist Project Manager with drafting and evaluations of change orders. c. Coordinate with construction supervisor decisions as issued by the Project Manager. 8. Reports: a. Furnish the Project Manager periodic reports of progress of the Work. b. Consult with Project Manager in advance of scheduled public meetings, major tests, inspections or start of important phases of the Work, and report the results of such meetings and tests. c. Report immediately to the Project Manager and city upon occurrence of any accident. 9.Completion: Conduct final inspection within 5 working days upon Contractor’s request for final inspection, prepare and provide the Proj ect c:\daisy data files\docurnent~reclaimed\design and construction agreement, doc 7/19/05 Design and Construction Agreement MV/Moffett Area Recycled Water Facility completed or corrected, and make recommendations to Manager concerning acceptance within 5 working Contractor’s notification that work has been completed. 10. Limitations of Authority: The Project Engineer a. Manager a final punchlist of items to be completed or con’ected within 7 working days upon Contractor’s request for inspection. Observe and report to Project Manager that all items on final punchlist have been the Project days upon bo Co Shall not authorize deviation frolI1 the Contract docmnents or substitution of materials or equipment, except when it is critical to give the Contractor in~nediate direction in order to prevent proj ect delays or to ensure the health and safety of the Contractor or the public. In which case, the Project Engineer shall issue a field order in accordance with the Section "Field Order" of this Agreement. In any case, the Field Order should not be used to authorize changes that will have large impacts on the Contract Price or the Contract Time. Report iImnediately to the Project Manager all field orders. Shall not advise on, issue directions relative to, or assume control over any aspects of the means, methods, techniques, procedures of construction unless such advice or directions are specifically required by the Contract docmnents. Shall not advise on, issue directions regarding, or assume control over safety precautions and programs in connection with the Work. Shall not authorize use of the Project in part or in whole. III GUIDELINES A.Review and process submittals All parties to this A~eement understand that the Project is under an extremely tight schedule, and that delay in the project completion may cause the lost of the State grant. All parties agree to facilitate and expedite permit and miscellaneous document reviews. The types and number of copies of each submittal the Consultant/Contractor is required to submit and the period allowed for submittal review by the City will be stated in the contract documents. The Project Engineer shall coordinate and monitor the progress of submittal review within his/her city to make sure that the specified time period for submittal review is not exceeded (see Exhibit A). Prior to returning the submittal with review con’m’lents to the c:\daisy data files\document~reclaimed\design and construction agreement.doc 8 7/19/0 5 Design and Construction Agreement MV/Moffett Area Recycled Water Facility Project Manager, the Project Engineer shall screen, Check, and consolidate the review comments to avoid any contradictions, conflicts, or redundancies. As much as practicable, COlmnents shall be forwarded to the Project Manager in electronic format to facilitate the process. It should be noted that the City does not "approve" the Contractor’s submittals. Rather they shall be returned to the Contractor with one of the following notations: Reviewed, no exceptions taken Reviewed, exceptions noted Rejected Following review, the Project Manager shall an’ange to have copies of submittals distributed to the Consultant, the Contractor, the Project Engineer, and the project file. The Project Manager, or designee, shall maintain a record of submittalg throughout the project, including date of submittal and date of response. B.Process Contractor Requests for Ini~onnation (RFI) During construction, the Contractor may submit Requests for Information (RFI) to the City asking for clarification of the Drawings and Contract Specifications or direction on how to proceed with an unexpected condition. Upon receipt of the RFI’s, the Project Engineer shall forward them to the appropriate reviewer with a deadline for response. It is important to respond to RFI’s in a timely mariner. The Project Engineer shall coordinate and monitor the progress of the RFI within his/her city departments to make sure that the specified time period for response is not exceeded (see Exhibit A). The response to an RFI shall typically be a clarification of infollnation already contained in the existing Contract Specifications and Drawings. The Project Engineer shall make sure that the reviewers understand that responses to RFI’s should not be used to make changes or improvements to the Contract, and that the Contract carmot be changed through a response to an RFI. Prior to forwarding the response to the Project Manager, the Project Engineer shall review and check the response. In some cases, however, an RFI raises new issues that may result in the need for a change in the Contract documents. If changes are required, the Project Engineer shall notify the Project Manager immediately. The Project Manager shall review the changes, obtain the necessary approval(s), and negotiate a Change Order. c:\daisy data files\document~reclaimed\design and construction agreement.doc 9 7/19/05 Design and Construction Agreement MV/Moffett Area Recycled Water Facility The Project Manager or designee shall maintain a record of RFI’s and responses tl-n-oughout the project, including date of submittal and date of response. Project Manager shall distribute copies of RFrs to the Consultant, the Contractor, the Project Engineer, and the project file. C.Prepare and maintain construction records and reports The following is a list of the principal types of construction records and reports that the Project Engineer should maintain on the Project: C1.Construction Field Reports: The Project Engineer or designee shall complete field reports, containing a description of the status of work in progress, new work started, manpower and equipment at the site, weather, and visitors to the site. If no work was performed, a report shall still be filed, stating "no work" and citing the reason for the work stoppage. C2.Telephone Calls: The Project Engineer shall make sure that all significant telephone calls made or received are logged. The log should include the identities of the parties who participated.in the call and a brief description of the nature of the call. C3.Tests of Materials: The daily construction report should include a record of material samples submitted to a laboratory for testing and tests performed at the site. C4.Report of Contractor’s Accident: Accidents and personal injuries may result in complicated litigation in connection with workers’ compensation or damage actions. The Project Engineer shall prepare a complete report, including photographs whenever possible, after any construction-related accident. C5.Non-Conformance Report: The Project Engineer shall document all incidents of non-conformance with the Contract Specifications and Drawings. C6.Photo Documentation: The Project Engineer shall document the various stages of the project by taking photos or videos of the jobsite before the start Of the project, periodically during construction, and upon completion of the Work. c:\daisy data files\documentkreclaimed\design and construction agreemem.doc 10 7/19/05 Design and Construction Agreement MV/Moffett Area Recycled Water Facility Maintaining accurate records and reports is a very important function of the Project Engineer. These records shall be available for review by the Project Manager and the representatives from the SWRCB upon request. These records shall be forwarded to the Project Manager at the end of the Project, and may be used for the following purposes: ¯To provide time and material accountability, including quantities for progress payanents and extra work. To document actions and decisions of the Project Engineer, Contractor or Project Manager. To establish project status and site conditions in the event of an accident or liability claim. ¯To resolve disputes regarding the Contract Time. ¯To prepare responses to inquiries and complaints. ¯To serve as evidence in legal actions. D. Process Changes to the Contract Change Orders amend the Contract and document the agreement between the City and Contractor on changes to the Work. The Project Manager shall issue a Change Order for any change to the Contract Price, Contract Time, or Contract Work after the PW Director for the jurisdiction the work is located has signed off. A Change Order also provides a method for maintaining an accurate record of the Work to be performed and a history of cost changes. In order to streamline the contract administration process during construction, a separate Change Order does not have to be written for each individual change to the Work. Instead, changes can be accumulated for up to thirty days and combined into a single Change Order. D1.Field Order The Field Order is used to authorize changes to the Work when it is critical to give the Contractor immediate direction in order to prevent project delays or to ensure the health and safety of the Contractor or the public. The Field Order should not be used to authorize changes that will have large impacts c:\daisy data files\document~reclaimed\design and construction agreement.doc 11 7/19/05 Design and Construction Agreement MVJ2VIoffett Area Recycled Water Facility on the Contract Price (>$5000) or the Contract Time. The Field Order shall be issued using the standard form, which includes blanks for a description of the changes to the Work, the estimated impacts on the Contract Price and Contract Time, and authorization signatures. If the exact amount of the change to the Contract Price cannot be determined at the time the Field Order is issued (e.g. time and materials work, increase in contract quantity at fixed unit price, etc.) a not-to-exceed cost dollar figure shall be specified. The information on the Field Order can be either handwritten or typed. In urgent cases, where the critical work would exceed $5000 in cost, the Project Engineer shall consult with the Project Manager prior to issuing the field order. The Project Engineer shall forward all field orders to the Project Manager immediately. The Project Manager shall follow up all Field Orders with a Change Order within a reasonable period of time as agn’eed with the Contractor. D2. Change Order The Project Manager shall process change orders that officially amends the Contract and incorporates specified changes into the Work. The Project Manager shall consolidate all field orders into a change order on at least a monthly basis. The Project Manager shall review the justifications, project budgets, provide recommendations and obtain approvals as discussed below. D3.Proiect Manager’s evaluation of proposed changes to the Work In order to provide adequate justification and documentation for any changes to the Work, the Project Engineer shall prepare a brief written evaluation of the proposed changes. The evaluation shall include any relevant background information pertaining to the recommended change, justification for the change, an assessment of the additional cost and/or time extension. The Project Manager shall review the Project Engineer’s evaluation, negotiate with the Contractor, make recommendations, prepare a comparison of the status of the Work vs. the amount of remaining contingent authority, and obtain the appropriate authorization(s) to process the change order. D4.Authorization signatures All changes shall be reviewed by the Project Engineer and the Project c:\daisy data files\document~reclaimed\design and construction agreement.doc 7/19/05 12 Design and Construction Agreement MV/Moffett Area Recycled Water Facility Manager; and agreed upon by the Contractor prior to submitting for approval. The table below summarizes the requirements for pre-approvals and approval signature requirements. DOCUMENT TYPE Field Order < $5K $5K- $10K > $10K Change Order <$5K $5K- $10K >$1 OK REQUIRED? :. i REQUIRED SIGNATURES Yes Yes PM PM & RWQCP Manager PM, RWQCP Manager & P.A. PW Director PM & RWQCP Manager PM & RWQCP Manager Yes Yes Yes PM, RWQCP Manager & P.A. PW Director ?M - Project Manager P.A. PW Director - City of Palo Alto Public Works Director Pre-Approval - PW Director for jurisdiction the workis located. This Agreement, made and entered into this between: day 2005, by and Glenn S. Roberts Director of Public Works CITY OF MOUNTAIN VIEW Exhibits: Exhibit "A" - Document Review Time Allotment c:\daisy data files\document~reclaimed\design and construction agreement.doc 7/19/05 13 Design and Construction Agreement MV/Moffett Area Recycled Water Facility Exhibit A Document Review Time Allotment .Design review set Technical Memorandum Bid Document Contract Submittals RFIs Test Reports Change orders 7 working days 7 working days 7 working days 7 working days 10 working dayg total (2 weeks) 10 working days total 10 working days total 7 working days total 7 working days total 7 working days total 7 working days total PM Review&. Processing N,A, N,A, N,A, 3 working days 3 working days 3 working days 3 wor.king days * Consultant, city of Mountain View, and city of Palo Alto reviews shall be concurrent. PE - Project Engineer PM - Project Manager c:\daisy data files\document~reclaimed\design and constroction agreement.doc 7/19/05 14 EXHIBIT "’F" This Contract No.~:-~l_t¢~.~is entered into by and between the CITY OF PALO ALTO, a chartered city and a municipal corpora<ion of the State Of California ("CITY"), and RAINES, MELTON & CARELLA, INC., a California corporation, located at 2290 North First Street, Suite 204,San Jose,CA 95131 ( "CONSULTANT" ) . RECITALS : WHEREAS, CITY-desires certain professional consulting services ("Services") and the preparation and delivery of, without limitation, one or more sets of documents, drawings, maps, planS,- designs, data, calculationsr surveys, specifications, schedules or other writings ("Deliverables") (Services and Deliverables are, collectively, the "Project")-, as more fully described in Exhibit "A"; and WHEREAS, CITY desires to engage CONSULTANT, inqlUding its employees, if any, in prov½ding the Services by reason of its qualifications and experience in performing the Services, and coNSULTANT has offeredto complete the Project on the terms and.in the manner set forth herein, including in. accordance with the nerms and conditions of the State Water Resource Contro! Board Grant Contract No. 02-719-55C-0. NOW, THEREFORE, in consideration of the. covenants, terms, conditions, and provislons of this Contract, the parties agree: SECTIOH i. TERM i.i This Contract will commence on the date of its execution by CITY, and will terminate upon the completion of the Project, unless this Contract is earlier terminated by C~TY.- Upon execution of thi} Agreement, CONSULTANT shall prepare a schedule detailing the critical path and timeline for each task as described in Exhibit "A" for .acceptance by CITY. Upon acceptance of the schedule, the CITY shall issue a notice to proceed to CONSULTANT and CONSULTANT shall commence work on the Project tasks in accordance with the schedule and as described in Exhibit "A". Time is of the essence of this Contract. In the event that the Project is not completed within the time required through any fault of CONSULTANT, CITY’s city manager will have the option of extending 030616 sdl O]O0093 EXHIBIT "F" the rime schedule for any period of L_me This prov~sxon will not preclude the recovery of damages for delay caused by CONSULTANT. SECTION ’2. SCOPE OF PROJECT; CHANGES & CORRECTIONS 2.1 The scope of Services and Deliverables constituting the Project ("Basic Services") will be performed, delivered or executed by CONSULTANT in accordance with the schedule and the requirements of Exhibit "A". 2.2 CITY may order substantial changes in the scope or character of the Project, either decreasing or increasing the amount of work required of CONSULTANT. In the event that such change~ are ordered, sub:ect to the approval of CITY’s City Council, as may be required, CONSULTANT will be entitled to full compensation for all work performed prior to CONSULTANT’s receipt of the notice of change and further will be entitled to an extension of the time schedule. Any increase in compensation for substantial changes will be determined in accordance with the provisions of this Contract. CITY will notbe liable for the cost or payment of any change in work, unless the amount of additional compensation attributable to the change in work is agreed to, in w<±ting, by CITY before CONSULTANT commences the performance of any such change in work. 2.3 Where the Projec< entails the drafting and submission of Deliverables, for example, construction plans, drawings, and specifications, any and all errors, omissions, or ambiguities in the Deliverables, which are discovered by CITY before invitations ro bid on a construction project (for which the Deliverables are required) are distributed by CITY, will be corrected by CONSULTANT at no cost to CITY, provided CITY gives notice to CONSULTANT. 2.4 Any and all errors, omissions, or ambiguities in the ~eliverables, which are discovered by CITY after the construction contract is awarded by CITY, will be performed By CONSULTANT, as follows: (a) ar no cost to CITY insofar as those Services, including the Basic Services or the Additional Services, as described below, or both, will result in minor or nonbeneficial changes in the construction work required of the construction contractor; or. (b) at CITY’s cost insofar as those Services, including the Basic Services or the Additional Services, or both, will add a direct and substantial benefit to the construction work required of the construction contractor. The project manager in the. reasonable exercise of his or her discretion will determine whether the Basic Services or the Additional Services, or both, will contribute minor or substantial benefit to the construction work. 030616 sdl 0300083 SECTION 3. CONSULTANT QUALIFICATIONS,STATUS,AND DUTIES OF 3.1 CONSULTANT represents and warrants that it has the expertise and professionalqualifications to furnish or cause to be furnished the Services and Deliverables. CONSULTANT further represents and warrants that the project director and every individual, including any consultant (or contractors), charged With the performance of the Services are duly lic}nsed or certified by the State of California, to the extent such licensing or certification is required by law to perform the Services, and that the Projecz will be executed by them or under their, supervisi.on. CONSULTANT will furnish to CITY for approval, prior to execution of this Contract, a list of all individuals and the names of their employers or principals to be employed as consultants. 3.2 In reliance on the representations and warranties set forth in this Contract, CITY hires CONSULTANT to execute, and CONSULTANT covenants and agrees that it will execute or cause to be executed, the Project. 3.3 CONSULTANT will assign TOM RICHARDSON as the project director ro have supervisory responsibility for the performance, progress, and execution of the Project and as the project coordinazor who will represent CONSULTANT during the day-to-day work on the Project. If circumstances or conditions subsequent to the execution of this Contract cause the substitution of the project director or project coordinator for any reasoN, the appointment of a substitute project director or substitute project coordinator will be subject to the prior written approval of the project manager. 3.4 CONSULTANT represents and warrants that it will: 3.4.1 Procure all permits and licenses, pay all charges and fees, and give all notices which may be necessary and incident to the due and lawful prosecution of the Projecz; 3.4.2 Keep itself fully informed of all existing and future Federal, State of Cali{ornia, and local laws, ordinances, regulations, orders, and decrees which may affect those engaged or employed under this Contract and any materials used in CONSULTANT’s performance of the Services; 3.4.3 At all times observe and comply With, and cause its emp!oyees and consultants, if any, who are assmg~ed to the performance of this Contract to observe and comply with, the laws, ordinances, regulations, orders and decrees mentioned above; and 030616 sdl 0100083 3.4.4 Will reporz immediately to the pro~ect manager, in writing, any discrepancy or inconslszensy it discovers in the laws, ordinances, regulations, orders, and decrees mentioned above in relation to the Deliverables. 3.5 Any Deliverables given to, or prepared or assembled by, CONSULTANT or its consultants, if any, under this Contract w±ll become the property of CITY and will not be made avai~lable to any individual or organization by CONSULTANT or :its consultants, if any, without the prior written approval of~the city manager. 3.6 CONSULTANT will provide CITY with twenty (20) copies of any documents which are a part of the Deliverables upon their completion and acceptance by CITY. 3.7 If CITY requests additional copies of any documents which are a part of the Oeliverables, CONSULTANT will provide such additional copies and CITY will compensate CONSULTANT for its duplicating costs. 3.8 CONSULTANT will be responsible for employing or engaging all persons necessary to execute the Project. All consultants of CONSULTANT will be deemed to be directly controlled and.supervised, by CONSULTANT, which Will be responsible for their performance. If any employee or consultant of CONSULTANT fails or refuses ~o carry ou~ the provlsions of this Contract or appears to be incompetent or zo act-in a disorderly or improper manner, the employee or consultant will be discharged immediately from further performance under this Contract on demand of the project manager. 3.9 In the execution of the Project, CONSULTANT and its consultants, if any, will at all times be considered independent contractors and not agents or employees of CITY. 3..10 CONSULTANT will perform or obtain Or cause to be performed or obtained any and all of the following Additional Services, not included under the Basic Services, :if so authorized, in writing, by CITY: 3.10.1 Providing services as an expert witness in connection with any public hearing or meeting, arbitration proceeding,or proceeding of a court of record; 3.10.2 Incurring <ravel and subsistence expenses for CONSULTANT and its staff beyond those normally required under the Basic Services; 3.10.3 Performing any other Additional Services that may be agreed upon by the parties subsequent to the execution of this Contract; and 030616 sdl 0100083 3.10.4 Other Additional Services no~7 or hereafter described in Exhibit "A" ~o this Contract. 3.11 CONSULTANT will be responsible for employing all consultants deemed necessary to assist CONSULTANT in the performance of the Services. The appointment of consultants must be approvedr ±n advance, by CITY, in writing, and must remain acceptable to CITY during the term of this Contract. SECTION 4. DUTIES OF CITY 4.1 CITY will furnish or cause to be furnished the services listed in Exhibit "A" and such informatlon regarding its requirements applicable to the Project as may be reasonably requested by CONSULTANT. 4.2 CITY will review and approve, as necessary, in a timely manner the Deliverables and each phase of work performed by CONSULTANT[ CITY’s estimated time of review and approval will be furnished to CONSULTANT at the time of submission of each phase of work. CONSULTANT acknowledges and understands that the inZerrelated exchange of information among CITY’s various departments makes it extremely difficult for CITY to firmly establish the time of each review and approval task. CITY’s failure to review and approv9 within the estimated time schedule will not constitute a default under this Contract. 4.3 The city managem will represent CITY for all purposes under this Contract. DAISY STARK is designated as the project manager for the city manager. The project manager will supervise the performance, progress, and execution of the Project. 4.4 If CITY @bserves or ozherwise becomes aware of any default in the performance of CONSULTANT, CITY will use reasonable efforts to give written notice thereof ro CONSULTANT in a timely manner. SECTION 5. COMPENSATION 5.1 CITY will compensate CONSULTANT for the followin~ services and work: 5.1.1 In consideration of the full performance of the Basic Services-, including any authorized reimbursable expensesr CITY will pay CONSULTANT a fee not to exceed Three Hundred Thousand Dollars ($300,000). The amount of compensation will be calculated in accordance with the schedule set forth in Exhibit "B~’, on a lump sum per task basis, up to the maximum amount set forth in this Section. The fees of the consultants, who have direct contractual 030616 sdl 0100083 relationships with CONSULTANT, will be approved, in advance, by CITY. CITY reserves the right to refuse payment of such fees, if. such prior approval is not obtained by CONSULTANT. 5.1.2 CITY, through its project manager, may authorize CONSULTANT to perform Additional Services in an amount not to exceed Thirty Thousand Dollars ($30,000). Prior to commencing such Additional Services the parties will agree in writing upon an estimated maximum cost for such Additional Services.. Compensation for Additiona~ Services shall be made based on the hourly rare schedule set forth in Exhibit "B" or on a lump sum basis. The rare schedule may be updated by CONSULTANT only once each calendar year, and the rate schedules will not become effective for purposes of this Contract, unless and until CONSULTANT gives CITY thirty (30) days’ .prior written notice of the effective date of any revised rate schedule. 5.1.~3 CONSULTANT will not be paid for extra work or changes, inciudingr without limitation, any desmgn work or change order preparation, which is made necessary on account of CONSULTANT’s errors, omissions, or oversights. 5.2 The schedule of payments will be made as follows: 5.2.1 Pa}~ent for Basic Services will be made in monthly progress payments in proportion.to the quantum of servlces performed, or in accordance with any other schedule of payment mutually agreed upon by the parties, as set forth in Exhibit or within thirty (30] days of submission, in triplicate, of such requests if a schedule of payment is not specified. CITY will make final, payment after CONSULTANT has submitted all Deliverables, including, without limitation, reports which have been approved by the project manager.- 5.2.~2 Payment for properly authorized Additional Services will be made in monthly progress payments for services rendered, within thirty (30) days of submission, in triplicate, of such requests. 5.2.3 No deductions will be made from CONSULTANT’s compensation on account of penalties, liquidated damages, or other sums withheld by CITY from payments to general contractors. SECTION 6. ACCOUNTING, AUDITS~ OWNERSHIP OF RECORDS 6.1 Records of the direct personnel expenses and expenses incurred in connection with the performance of Basic Services. and Additional Services pertaining to the Project will be prepared, maintained, and retained by CONSULTANT in accordance with generally accepted accounting prmnciples and will be made available 030616 scil 0100083 ro CITY for auditing purposes at mutually convenient times during the term of this Contrac< and for three (3) years followinc the expiration or earlier termination of this Contract. 6.2 The originals of the Deliverables prepared by or under the direction of CONSULTANT in the performance of this Contrac< will become~the property of CITY irrespective of whether the Projec~ is completed upon CITY’s payment of the amounts required to be paid to CONSULTANT. These originals will be delivered to CITY without additional compensation. CITY will have the right to utilize any final and incomplete drawings, estimates, specifications, and any other doctuments prepared hereunder by CONSULTANT, but CONSULTANT disclaims any responsibility or liability for any alterations or modifications of such documents. SECTION 7.INDEMNITY 7.1 CONSULTANT agrees uo protect, indemnify,, defend and hold harmless CITY, its Council members, officers, employees and agents, from any and all demands, claims, or liab±lity of any nature, including death or injury to any person, property damage or any other loss, caused by or arising out of CONSULTANT’s, its officers’, agents’, consultants’ or employees’ negligent acts, errors, or omissions, or willful misconduct, or conduct for which applicable law may impose strict liability on CONSULTANT in the performance of or failure to perform its obligations under this Contract. SECTION 8. WAIVERS 8.1 The waiver by either party of any breach or violation of any covenant, term, condition or provision of ~his Contract~or of the provisions of any ordinance or law will not be deemed to be a waiver of any such covenant, term, condition, jrovislon, ordinance, or law or of any subsequent breach or violat.ion of the same or of any other covenant, term, condition, provislon, ordinance or law. The subsequent acceptance by either party of any fee or other money that may bec6me due hereunder will not be deemed to be a waiver of any precedingbreach or violation by the other party of any covenant, term, condition or provision of this Contract or of any applicable law or ordinance. 8.2 No payment, partial payraent, acceptance, or partial acceptance by CITY will operate as a waiver on the parr of CITY of any of its rights under this Contract. SECTION 9.INSURANCE 9.1 CONSULTANT, at its s01e cost and expense, will obtain and maintain, in full force and effect during the term of 030616 sdl 0100083 this Contract, the insurance coverage described in Exhibit "C", insuring not only CONSULTANT and its consultantsr if any, but also, with the exception of workers’ compensation, employer’s liability and professlonal liability insurance, naming CITY as an additional insured concerning CONSULTANT’s performance under this Contract. 9.2 All insurance coverage required hereunder will be provided through carriers wiLh 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 consultants of CONSULTANT retained to perform Services under this Contract will obtain and maintain, in full force and effect during the term of this Contract, identical insurance coverage{ naming CITY as an additional !nsured under such policies as required above. 9.3 Certificates of such insurance~ preferably on the forms provided by CITY, will be filed with CITY concurrently With the execution of this Contract. The certificazes wi~l be sub3ecr ro 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 altered bY the insurer except after filing with the CITY’s city clerk thirty (30) days’ prior written notice of such cancellation or alteration, and that the City of Palo Alto is named as an additional insured except in policies of workers’ compensation, employer’s liability, and professional liability insurance. Current certificates of such insurance will be kept on file at all times during <he term of this Contract with the city clerk. 9.4 The procuring of Such required policy or policies of ~nsurance will nor be construed to limit CONSULTANT’s liability hereunder nor to fulfill the indemnification provisions of this Contract. Notwithstanding the policy or policies of insurance, CONSULTANT will be obligated for the full and total amount of any damage, in3ury, or loss c{aused by or directly arising as a result of the Services performed under this Contract, including such damage, injury, or loss arising after the Contract is terminated or the term has expired. SECTION i0. WORKERS’ COMPENSATION I0.I .CONSULTANT, by executing this Contract, certifies that it is aware of the provisions of the Labor Code of the State of California which require every employer to be insured against liability for workers’ compensation or to undertake selfLinsurance in accordance with the provisions of that Code, and certifies that it will comply with such provisions, as applicable, before commencing the performance of the Project. 030616 sO1 0100083 PROJECT SECTION ii. TERMINATION OR SUSPENSION OF CONTRACT OR ii.I The city manager may suspend the execution of the Project, in whole or in part, or terminate this Contract, with or without cause, by giving thirty (30) days’ prior written notice thereof to CONSULTANT, or immediately after submission to CITY by CONSULTANT of any completed item of Basic Services. Upon recelpt of such notice, CONSULTANT will immediately discontinue its performance under this Contract. 11.2 CONSULTANT may terminate this Contract or suspend its execution of the Project bY glving thirty (30) days’ prior written notice thereof to CITY, but only in the event of a substantial failure ~of performance by CITY or in the event CITY indefinitely withholds or withdraws its request for zhe. initiation or continuation of Basic Services or the execution of the Project. 11.3 Upon such suspension or termination by CITY, CONSULTANT will be compensated for the Basic Services and Additional Services performed and Deliverables received and approved prior to receipt of written no<ice from. CITY of such suspension or abandonment, together with authorized additional and reimbursable expenses then due. If the-Project is resumed after it has been suspended for more than 180 days, any change in CONSULTANT’s compensation will be subject to renegotiation and, if necessary, approval of CITY’s City Council. If this Contract is suspended or zermlnated on account of a default by CONSULTANT, CITY will be obligated to compensate CONSULTANT only for that portion of CONSULTANT’s services which are of direct and immediate benefit to CITY, as Such determination may be made by the city manager in the reasonable exercise of her discretion. 11.4 In the event of termination of this C0n[ract or suspension of work on the Project by CITY where CONSULTANT is not in default, CONSULTANT will receive compensazion as follows: 11.4.1 For approved items of services, CONSULTANT will be compensated for each item of servime fully performed in the amounts authorized under this Contract. 11.4.2 For approved items of services on which a notice to proceed is issued by CITY, b~t which are not fully performed, CONSULTANT will be compensated for each item of service in an amount which bears the same ratio to the total fee otherwise payable for the performance of the service as the quanzum of service actually rendered bears to the services necessary for the full performance of that item of service. 11.4.3 The total compensation payable under the preceding paragraphs of ~this Section will not exceed the payment specified under Section 5 for the respective items of service zo be furnished by CONSULTANT. 11.5 Upon such suspension or termination, CONSULTANT will deliver to the city manager immediately any and all Copies of the Deliverables, whether or nor completed, prepared by CONSULTANT or its consultants, if any, or given to CONSULTANT or its consultants, if any, zn connection with this Contract. Such materials will become the Property of CITY. 11.6 The failure of CITY to agree_ with CONSULTANT:~s independent findings, conclusions, or recommendations, if the same are called for under this Contract, on the basis of differences in matters of judgment, will not be construed as a failure on the part of CONSULTANT to fulfill its obligations under this Contract. SECTION 12. ASSIGNMENT 12.1 This Contracz is for the personal services of CONSULTANT, therefore, CONSULTANT will not asszgn, transfer, conveyr or otherwise dispose of this C0ntracr or any right, title or interes< in or to the same or any part thereof without the prior written consent Of CITY. A consent to one assignment will not be deemed to be- a consent to any subsequent assignment. Any assignment made without the approval of CITY will be void and, at the option of the city manager, this Contract may be terminated. This Contract will not be assignable by operation of law. SECTION 13. NOTICES 13.i All notices hereunder will be given, in writing, and mailed, postage prepaid, by certified mail, addressed as fol!ows: To CITY:Office of the City Clerk Cizy of Palo Alto Post Office Box 10250 Palo Alto, CA 94303 To : RWQCP :Attn: Daisy Stark RWQCP 2501 Embarcadero Way Palo Alto, Ca 94303 To CONSULTANT: Attention: Tom Richardson RAINES, MELTON & CARELLA, INC. 2290 North First Street, Suite 204 San Jose, CA 95131 030616 sdl 0100083 10 SECTION 14.CONFLICT OF INTEREST 14.1 In accepting this Contract, CONSULTANT covenants that it presently has no interest, and will not acquire any interest, direct or indirectr financial or otherwise, which would conflict in any manner or degree with the performance of the Services. 14.2 CONSULTANT further covenants thatr in the performance of this Contract, it will not employ contractors or persons having such an interest mentioned above. CONSULTANT certifies that no one who has or will have any financial interest under this Contract is an officer or employee of CITY; thls provision will be interpreted in accordance with the applicable provisions of the Palo Alto Municipal Code and the Government Code of the Stare of California. SECTION 15.NONDISCRIMINATION 15.1 As set forth in the Palo Alto Municipal Code, no discrimlnation will bemade in the employment of persons under this Contract because of the age, race, color, national origin, ancestry, religion, disability, sexmai preference or gender of such person. If the value of this Contract is, or may be, five thousand dollars ($5,000) or more, CONSULTANT agrees to meet all requirements of the Palo Alto Municipal Code pertaining co nondiscrimination in employment, including completing the requisite form furnished by CITY and set forth in Exhibit "D". 15.2 CONSULTANT agrees that each contract for services from independent providers will contain a provision substa~tially as follows: "[Name of Provider] will provide CONSULTANT with a certificate stating that [Name of Provider] is currently in compliance with all Federal and State of Californla laws covering prevailing wages and nondiscrimination in employment; and that [Name of Provider] will not discriminate in the employment of any person under this contract because of the age, race, color, national origin, ancestry, religion, disability, sexual preference or gender of such person." 15.3 If CONSULTANT is found in violation of the nondiscrimination provislons of the State of Californla Fair Employment Practices Act or smmilar provisions of .Federal law or executive order in the performance, of this Contract, it will be in 1! default of this Contract. Thereupon, CITY will have the power to cancel or suspend this Contract, in whole or mn part, or to deduct the sum of twenty-five dollars ($25) for each person for each calendar day during which such p~rson was subjected to discrimination, as damages for breach of contract, or both. Only a finding of the State of Californla Fair Employment Practices Commission or the equivalent federal agency or-officer will constitute evmdence of a breach of this Contract. SECTION 16.MISCELLANEOUS PROVISIONS 16.1 CONSULTANT represents and warrants that it has knowledge of the requirements of the federal Americans with Disabilities Act of 1990, and the Government Code and the Health and Safety Code of the State of California, relating to access to public buildings and accommodations for disabled persons, and relating to facilities for disabled persons. CONSULTANT will comply with or ensure by its advice that compliance with such provisions will be effected pursuant to the terms of this Conzract. 16.2 Upon the agreement of the parties, any controvemsy or claim arising out of or relating to this Contract may be settled by arbitrazlon in accordance with the Rules of the American Arbitration Association, and judgment upon the award rendered by the Arbitrators may be entered in any courr hav2ng jurisdiction thereof. 16.3 This Contract will be governed by the laws of the State of California, excluding its conflicts of law. 16.4 In the event that an action is brought, the parties agree that trial of such action will be vested exclusively in the state courts of California or in the Unitea States District Court for the Northern District of CalifQrnia in the County of Santa Clara, State of California. 16.5 The prevailing party in any action brought to enforce the terms of this Contract or arising out of this Contract may recover its reasonable costs and attorneys’ fees expended in connection with that action. 16.6 This document represents the entire and integrated Contract between the partmes and supersedes all prior negotiations, represenzations~ and contracts, either written or oral. This document may be amended only by a written instrument, which is signed by the parties. 16.7 All provisions of this Contractr whether covenants or conditions, wil! be deemed to be both covenants and conditions. 12 030616 sdl 0100083 16.8 The covenants, zerms, conditions and provlsions of thi~ Contract will apply to, and will bind, the heirs, successors, executors, administrators, assignees, and consultants, as the case may be, of the partles. 16.9 If a courz of competent jurisdiction finds or rules that any provision of this Contract or any amendment thereto is void or unenforceable, the unaffected provisions of this Contract and any amendments thereto will remain in full force and effect. 16.10 All exhibits referred to in this Contract and any addenda, appendices, azzachments, and schedules which, from time to time, may be referred to in any duly executed amendment hereto are by such reference incorporated in this Contract and will be deemed to be a part of zhis Contract. 16.1.1 This Contract may be executed in any number of counterparzs, each of which will be an original, but all of which together will constitute one and the same instrument. 16.12 This Contract is subject to the fiscal provisions of the Charter of the City of Palo Alto and the Palo Alto Municipal Code. This Contract will terminate without any penalty (a) at the end of any fiscal year in the event that funds are not appropriated for the following fiscal year, or (b) at any time within a fiscal year in the event that funds are only appropriated for a portion of the fiscal year and funds for this Contract are no longer available. This Section 16.12 will take precedence in the event of a conflict with any other covenant, term, condition, or provision of this Contract. II II II II II II II II II 13 030616 sdl 0100083 IN WITNESS WHEREOF, the parties hereto have by their duly authorized representatives executed this Contract on the date first above written. ATTEST:CITY OF PALO ALTO City Clerk Mayor APPROVED AS TO FORM: Assistant City Attorney APPROVED: Assistant City Manager Director of Administrative Services RAINES, MELTON & CARELLA, INC., a corporation Name: Title: By: Director of Public Works Name: Title: Insurance Review Attachments: EXHIBIT "A": EXHIBIT "B": EXHIBIT "C"- EXHIBIT "D": Taxpayer Identification No. (Compliance with Corp, Code § 313 is required if the entity on whose behalf this conzract 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 PROJECT &TIME SCHEDULE RATE SCHEDULE INSURANCE NONDISCRIMINATION COMPLIANCE FORM 030616 sdl 0100083 CERTIFICATE OF ACKNOW’LED6~4ENT (Civil Code § 1189) STATE On @ ~, 200~ before me, the undersigned, a said County and State, personally appeared ~ , personal~ me-or proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed co the within instrument and acknowledged to me that he!she/they executed the same in his/her/their authorized capacity(ies), and zhat 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 / !f~Noiar~ ~ublic 15 030616 sdl 0100083 CERTIFICATE OF ACEIqOWLEDG~ENT (Civil Code ~ 1189) COUNTY .) On I~ , 20~, before me, the undersigned, a No for said County and State, personally appeared ~", p~z~ui~=~Z knO~TIT-TTO ~ 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 /is/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 SHERRY BENN ~ornrnis~ion # 1304252~F,~ ~ Not~ Public - Califomi~ Cemm. ~Ir~s Jun 8, 2~5 ~ eai~4. Signatu[e of No.tary Public 030616 sd] 0100083 16 EXHIBIT "G" AMENDMENT NO. ONE TO CONTRACT NO. C3151060 BETWEEN THE CITY OF PALO ALTO AND RMC WATER AND ENVIRONMENT (FORMERLY KNOWN AS RAINES, MELTON & CARELLA, INC.) This Amendment No. One to Contract No. C3151060 (Contract) is entered into ~ ~. ~OO~ , by and between the City of Palo Alto, a chartered ]citJ and a municipal corporation of the State of California (~CITY"), and RMC Water and Environment (formerly known as Raines, Melton & Carella, Inc.), a California corporation, located at 2001 N. Main Street, Suite 400, Walnut Creek, CA 94596 ("CONSULTANT"). RECITALS: WHEREAS, the Contract was entered into between ~the parties for the provision of professional services described in contracn no. C3151060 ("the Project"); and WHEREAS, the contract was originally made with "Raines, Melton & Carella, Inc.", which subsequently changed its name to "RMC Water and Environment"; and WHEREAS, the parties wish to amend the Contract to reflect CONSULTANT’s name change, extend zhe term, add additional scope of work including the design and services during construction of the Pro3ect, consistent with the zerms of this amendment and as outlined in the Request for Proposal Number 1510601s Scope of Work section entitled "Subsequent Consultant Services", and increase the compensation; and WHEREAS, CONSULTANT shall perform the work in accordance with the terms and conditions of the State Water Resources Control Board Water Recycling Funding Program Guidelines and the State Grant Project #3212-030 contract with the CITY. NOW, THEREFORE, in consideration of the covenants, terms, conditions, and provisions of this Amendment No. One, the parties agree: follows: SECTION i.Section i is hereby amended to read as "SECTION i. TERM i.i This Contract will commence on the date of its execution by CITY, and will terminate upon the completion of the Project, unless this Contract is earlier terminated by CITY. Upon execution of this Agreement, CONSULTANT shall prepare a schedule detailing the critical path and timeline for each 050503 sm 0100359 EXHIBIT "G" task as described in Exhibits "A~ and ~A-I" for acceptance by CITY. Upon accepnance of the schedule, the CITY shall issue a notice to proceed to CONSULTANT and CONSULTANT shall commence work on the Project tasks in accordance with the schedule and as described in Exhibits ~A" and "A-I". Time ~s of the essence of this Contracn. In the event that the Project is not completed within the time required through any fault of CONSULTANT, CITY’s ~ity manager will have the option of extending the time schedule for any period of time. This provision will not preclude the recovery of damages for delay caused by CONSULTANT." SECTION 2.Section 2.1 is amended to read as follows: ’~2.1 The scope of Services and Deliverables constituting the Project (~"Basic Services~) will be performed, delivered or executed by CONSULTANT in accordance with the schedule and the requirements of Exhibit ~’A~ and Exhibit ~’A-I .... SECTION 3. Section 5 is amended to read as follows: "SECTION 5.COMPENSATION 5.1 CITY will compensate CONSULTANT for the following services and work: 5.1.1 In consideration of the full performance of the Basic Services, including any authorized reimbursable expenses, CITY will pay CONSULTANT a fee non to exceed One Million Eight Hundred Thousand Dollars ($1,800,000.00). The amount of compensation will be calculated in accordance with the schedule set forth in Exhibits "B" and "B-I", on a lump sum per task basis, up to the maximum amounn set forth in this Section. The fees of the consultants, who have direct contractual relationships with CONSULTANT, will be approved, in advance, by CITY. CITY reserves the right to refuse payment of such fees, if such prior approval ¯ s non obtained by CONSULTANT. 5.1.2 CITY, through it’s project manager, may authorize CONSULTANT to perform Additional Services in an amount non to exceed One Hundred Eighty Thousand Dollars ($180,000.00). Prior to commencing such Additional Services the parties will agree in writing upon an estimated maximum cost for such Additional Services. Compensation 050503 sm 0100359 for Additional Services shall be made based on the hourly rate schedule set forth in Exhibits "B" and ~B-I" or on a lump sum basis. The rate schedule may be updated by CONSULTANT only once each calendar year, and the rate schedules will not become effective for purposes of this Contract, unless and until CONSULTANT gives CITY thirty (30) days’ prior written notice of the effective date of any revised rate schedule. 5.1.3 CONSULTANT will not be paid for extra work or changes, including, without limitation, any design work or change order preparation, which is made necessary on account of CONSULTANT’s errors, omissions, or oversights. 5.2 The schedule of payments will be made as follows: 5.2.1 Payment for Basic Services will be made in monthly progress paymenzs in proportion to the quantum of services performed, or in accordance with any other schedule of payment mutually agreed upon by the parties, as set forth in Exhibits and ~B-I~, or within thirty (30) days of submission, in triplicate, of such requests if a schedule of payment is not specified. CITY will make final payment after CONSULTANT has submitted all Deliverables, including, without limitation, reports which have been approved by the project manager. 5.2.2 Payment for properly authorized Additional Services will be made in monthly progress payments for services rendered, within thirty (30) days of submission, in triplicate, of such requests. 5.2.3 No deductions will be made from CONSULTANT’s compensation on account of penalties, liquidated damages, or other sums withheld by CITY from payments to general contractors." SECTION 4.The Contract is amended to include the supplementary scope of work as set forth in Exhibit "A-I"] attached to and made a part of this Amendment. SECTION 5.The Contract is amended to include the compensation provisions applicable to CONSULTANT’s performance of the supplementary scope of work, including the CONSULTANT’s rate and fee schedule, as set forth in Exhibit "B-I~, attached to and 050503 sm O100359 made a part of this Amendment. SECTION 6. Except as herein modified, all other provislons of the Contract, including any exhibits and subsequent amendments thereto, shall remain in full force and effect. IN WITNESS WHEREOF, the parties have by their duly authorized representatives executed this Amendment on the date first above written. APPROVED AS TO Z0 Senior Asst. City Attorney CITY RMC WATER AND ENVIRONMENT Title: Taxpayer Identification No. (Compliance with Corp. Code § 313 is required if the entity on whose behalf Lhis contract is signed is a corporation. In the alternative, a certified corporate resolution attesting to the slgnatory authority of the individuals signing in their respective capacities is acceptable) Attachment: EXHIBIT "A-I" : SUPPLEMENTARY SCOPE OF WORI< EXHIBIT "B-I": COMPENSATION &. RATE & FEE SCHEDULE 050503 sm O] 00359 EXHIBIT "A-I" AMENDMENT NO, 1 City of Palo Alto Contract C3151060 Scope of Work MOUNTAIN VIEW/MOFFETT AREA WATER RECYCLING FACILITY State Water Resources Control Board Project No. 3212-030 The consultant shall perfonaa the design, including site survey and geotechnical services; prepare all necessary documents and drawings for permit applications and construction; and perfoma the services during construction of the water recycling facilities as identified in the Mountain View / Moffetic Area Water Recycling Facility Planning report and its associated environmental reperts. The State Water Resources Control Board (SWRCB), the Palo Alto Regional Water Quality Control Plant (R.WQCP), the city of Mountain View, and the city of Palo Alto fund the design and construction of this project jointly. Consultant’s responsibilities, work requirements, and schedule shall be as described herein and as stated in the SWRCB Water Recycling Funding Program Guidelines. The consultant shall perform the design and provide services during construction (SDC) for the Mountain ViewiMoffett Water Recycling Facility Project (Project). In general, the facilities to be designed and constructed will include the following elements: Approximately 3,500 linear-foot (lf) of 30-inch conveyance pipeline starting at the RWQCP Approximately 12,425 linear-foot (lf) of 24-inch conveyance pipeline Approximately 9,000 linear-foot (lf) of 18-inch conveyance pipeline Approximately 24,600 linear-foot (lf) of 6-inch to 12-inch laterals Approximately 120 customer connections and corresponding on-site retrofits CONSULTANT SERVICES Consultant shall be familiar with the SWRCB Water RecycIing Funding Program Guidelines, city of Palo Alto standards, city of Mountain View standards, and the appropriate safety and health standards. The final design shall be consistent with the guidelines and standards for recycled water facilities and meet the requirements of the Facility Plan report and its associated environmental documents. The end products of this project sha!l provide sufficient and specific information that would enable the successful construction of the facilities. The consultant’s scope is grouped under three functional areas: 1) administration; 2) design; and 3) services during construction. The consultant shall perfon~a the following tasks in accordance with the schedule under the SWRCB grant contract (attachment ] to this scope of work). Palo Alto Regional Water Quality Control Plant Mountain View/Moffett Area Water Recycling Facility c:\dalsy dala {]les\documen~\reclalllned~,mendmenl 1 ~cope.doc Page1 ADMINISTRATIVE FUNCTIONS As scheduled, the design and construction of the Project would take approximately 28 months. Consultant shall provide administrative services through the entire period of the Project. Consultant’s administrative functions include: Task 1: Proieet Management Project management shall be an integral part of the Consultant services. The Consultant shall monitor all activities, schedule, and budgets of the project. All activities shall be coordinated through the City Project Manager. Consultant shall be responsible for managing the overall project to completion of the final design and through construction. 1.1 Project Progress, Budget, and Schedule Tracldng Consultant shall provide progress, budget, and schedule tracldng of this project. Consultant shall prepare a monthly progress report that provides a summary of the project status, ~nd an update on the project budget/expendi~res and schedule. 1.2 Project Meetings Coordinate, conduct, and attend the ldak-offmeeting and up to sixteen (16) project progress meetings with the RWQCP, cities of Mountain View and Palo Alto, and as necessary key outside agencies (e.g., State Water Resources Control Board, Department of Health Services, Regional Water Quality Control Board) to communicate progress on the Project, discuss upcolning work activities, identify and resolve Project issues, obtain endorsement for the design decisions, and/or discuss permits and easements. Consultant shall document meeting notes and prepare meeting minutes. 1.3 Presentations Consultant shall prepare for and give up to three (3) presentations to external pmties (SWRCB, City Council, etc.). 1,4 Quality Assm’ance and Quality Control Consultm~t shall identify the procedures mud, if applicable, the assignment of responsibilities for quality assurance and control for world products. Consultant shall be responsible for the overall Project QA/QC. Task 2: Coordination.with Stakeholders 2.1 2.2 Consultant shall be responsible for maintaining baseline communication with outside funding agency (State Water Resources Control Board (SWRCB)) and verifying compliance with grant funding requirements. Consultant shall communicate with SWRCB during the design phase and obtain necessary input on State requirements related to the Project design through regular phone conversations and up to three meetings. The RWQCP will be responsible for securing grant payments. Consultant shMi be responsible for obtaining necessary pennits from permitting agencies (including Department of Health Services (DHS), CalTrans, PG&E, and Santa Clara Valley Pale Alto Regional Water Quality Control Pla/~t Mountain .View/Moffett Area Water Recycling Facility nt\daisV dala l’fles\documenl\reclNmed~.,mendrnen| 1 scope.dec Page2 Water District (SCVWD)). Permit fees and costs of right-of-ways will be paid by the RWQCP, the city of Palo Alto, and the city of Mountain View. Consultant shall obtain all the permits required for the Project construction. The list of permits to be obtained, as identified in the Initial Study and Mitigated Negative Declaration (ESA, 2003), is included 1~ elow. Agency Name City of Mountain View City of Palo Alto, PWD City of Palo Alto Santa Clara Valley Water District Bay Area Air Quality Management Dist. San Francisco Bay Conservation and Development Commission California Regional Water Quality Control Board California Department of Health Services California Department of Fish and Game CALOSHA Caltrans Pacific Gas and Electric Permits or Special Topics Encroachrnent and Excavation Permit Grading and Excavation Permit Encroachment and Street Work Permit Construction across creeks/flood control chamaels Permit to Construct Construction near the San Francisco Bay NPDES Permit for construction activities and Construction Storm Water Pollution Prevention Plan (SWPPP) Title 22 - Recycled Water Regulations Stream Bed Alteration Agreement/Waiver Underground Classification for Tunnels En cro achm ent Pennit Cable and telecom providers Utilities / Infrastructure review Consultant understands the importance of meeting the schedule under the SWRCB grant contract and will work to obtain the required permits in a timely manner for the Pro~ ect, using the appropriate approach including: Involve and inform the agencies about the Project early on and continue their involvement throughout the Project, and send information letters to the agencies describing the Project elements, areas of concern as it relates to their agency, Project schedule and contact names. ¯Provide to each agency copies of submittals, incorporate or explain all colmnents received. ¯Hold np to two meetings with each permitting agency to discuss the project and design details. Gather all existing background information pertaining to the Proje.ct and incorporate in design. For example, incorporate Caltrans old geotechnical boring information on the drawings helping Caltrans engineers to see the correlation between the Project geotechnical work and theirs. Palo Alto Regbnal Water Quality Control Plant Mountain View/Moffett Area Water Recycling Facility c:\dalsV dala files\docurnenl\raclaimed~amendmeril 1 scop~.duc Page 3 Make sure that the requirements of each of these pemaits are taken into consideration in the design of the Project and incorporated in the contract documents. 2.3 Consultant shall work with the cities of Palo Alto and Mountain View to coordinate with the identified recycled water customers and make sure that their concerns are addressed in the design of on-site retrofits. City will notify and request the customers to cooperate with consultant, and provide consultant with contact information. Consultant shall facilitate input fi’om the recycled water customers into the Project design through a series of three 2-hour work.shops to be held in the City of Mountain View: The first workshop shall aim at presenting the project to the customers and obtaining feedback and information on customer and existing local irrigation systems. Consultant shall update and maintain the database of customers developed as part of the Regional ~/-ater Recycling 2~acilities Planning Study (RMC, 2004) with pertinent information (contact information, type of connection, type of use and any special provisions or requirements) collected during the workshop. Consultant shall also follow-up with all the customers to obtain information pertinent to the project design. The second workshop shall aim at presenting the 30% design and getting feedback fi’om the customers. ¯The third workshop will aim at showing how the customer feedback was incorporated in the 60% design and obtain final input. Consultant shall work with city of Mountain View, city of Palo Alto, and the RWQCP to set up and conduct these workshops. DESIGN Consultant shall perfoma the design in phases and m accordance ~ith the SWRCB Guidelines to provide opportunities for review and adjustments as needed. As a minimum, the design goals and deliverabtes shall be performed for 30% design, 60% design, 90% design, andre final complete design. At completion of each phase of the design, consultant shall submit reports on work performed, and meet with RWQCP, the City of Palo Alto, and the City of Mountain View to review the design submittal and discuss comments. The intent of the meeting is to solicit and compile comments, resolve issues, and to make final design decisions regarding the Project prior to moving forward ~o the next phase. Design drawings shall be done in AutoCAD, and Specifications shall be prepared in WORD. Task 3: 30% Desi~,~! The 30% design activities for the Project will consist of performing engineering analyses, preparing drawings and narrative representing approximately a 30 percent level of design completion and conducting review workshops with the RWQCP, the City of Mountain View, and the City of Palo Alto. Consultant shall develop the design, expand upon the planning assumptions Palo Alto Regional Water Quality Control Plant Mountain ViewtMoffett Area Water Recycfing Facility c:\dalsy data I~lP_s\documenl\reclalmed~mendrnent 1 scope.doc from the Mountain View-Moffett Field Area Water Reuse Project Facilities Planning reports, and confirm the major design concepts and pipeline configurations for the Project. As a minimum, the following suhtasks sl~all be performed: 3.1 Data Collection Consultant shall collect and review the available data from RWQCP, City of Palo Alto, City of Mountain View, outside agencies (e.g. Caltrans, SCVWD), and outside sources that are relevant to the Project. Tl~is data shall include existing geotectmicaI reports, corrosion studies, and record drawings, etc. 3.2 Geoteclmical Investigation Consultant and its geotechnical subconsultant shall perfon~ the geotechnical engineering woi, including: Reviewing available published information Obtaining drilling permits from SCVWD, PALO ALTO, and MOUNTAIN VIEW necessary for the geotectmical boring Conducting the required traffic control during the performance of the field investigations Performing field investigations up to 20 borings less than 20 feet deep and 8 borings less than 60 feet deep Securing soil samples for the corrosion investigation and geotectmical laboratory analysis Analyzing data and preparing design and construction recommendations for Project facilities including pipelines and structures Evaluating seismic hazards, including fault rupture, liquefaction potential, and site characterization coefficients in accordance with the latest version of the UBC utilized by RWQCP, the City of Palo Alto and City of Mountain View Consultant shall prepare and provide five copies of the report on the geotectmical investigation (including boring logs) for distribution by the RWQCP. 3.3 Corrosion Investigation Consultant and its corrosion subconsultant shall perform the con’osion investigation work, including: Laboratory analysis of the soil samples secured during the geotectmical work. The samples to be tested for chloride, sulfate, and pH levels, and electrical resistivity. Analyzing the laboratory analysis data and prepanng construction recormnendati0ns, including selection of corrosion-[esistant materials, protective coating and linings, and cathodic protection. Consultant shall prepare and provide five copies of the report on the corrosion investigation for distribution by the RWQCP. Palo Alto Regional Water Quality Control Plant Mountain View/Moffett Area Water Recycling Facility Page5 3.4 Survey Services Consultant and its surveying subconsultant shall perform topographic surveys of the Project site for the design of the Proj cot including r.ectified aerial photograrm-netry for the full extent of the Project limits at a horizontal scale of 1"= 40’ and with 1 foot vertical contour intervals indexed at 5 feet intervals and the surveying required to control the photography. The mapping will be developed using AutoCAD 2002. The topographic information will include parcel boundaries from Record of Survey documents, permanent structures, fences, roads, visible utilities, and trees with trunk diameter of 6 inches and larger. The horizontal and vertical control data used will be based on the same datum as used by the City of Palo Alto and City of Mountain View. Consultant shall field verify horizontal and vertical survey controls. 3.5 Utility and Right-of-Way Engineering Consultant shall locate the existing utility lines and structures on the plans and profile sheets based on best available infon-nation. Consultant and its subconsultant shall perform up to 15 utility potholings to confirm major utilities location. Consultant shall perform additional potholing, if directed by the City Project Manager, as Additional Services. Consultant shall attempt to design the pipeline to have minimal disruption to existing utilities. If conflict is inevitable, Consultant shall identify potential conflicts and resolve the conflicts in coordination with the effected utility owner. Consultant shall provide right-of-way Coordination services as required to confirm existing right-of-way lines provided by RWQCP and to identify new right-of way as required to accommodate h~nprovements. Consultant shall identify existing right-of-way, develop a list of, and show on the horizontal aligm:nent plan the specific parcels requiring additional right-of-way acquisition: Consultant shall, summarize and present these findings m a Technical Memorandum to RWQCP and assist the RWQCP to prepm’e the plats and descriptions and acquire the additional right-of-way or easements required for the Project. 3.6 Hazardous Materials Investigation Consultant and its hazardous materials subconsultant will investigate the existence of hazardous materials located along the alignment for the Project. Consultant and its hazardous materials subconsultant shall perform a Phase I ESA investigation, which includes review of published lists, files and records ofloca!, State and Federal regulatory agencies. Consultant shall deliver contaminated cuttings (if any) to the RWQCP to be disposed of by the RWQCP or under Additional Services. Consultant shall prepare report documenting the results of the Phase I investigation, and discuss the outcomes and any further steps that may be necessary. The hazardous materials subconsultant will prepare a report presenting the results of the hazardous materials investigation. Five copies of the draft report will be delivered to the Palo Alto Regional Water Quality Control Plant Mountain View/Moffett Area Water Recycling Facility Page 6 RWQCP for distribution and rewew. Consultant shall incorporate col~nents, finalize the report, and deliver five copies of the final report. 3.7 PreliminaryDesign Report (PDR) Consultant shall prepare 30 percent design plans, outline of technical specifications and preliminary design level construction cost estimate for the proposed improvements. The 30% report shall include: Design criteria including, but not be limited to, alignment, p~pe materials, pipeline design pressures, pipeline and appurtenances design criteria, methods of construction especially at crossings, description of on-site retrofits, incorporation of all CEQA mitigation measures in the contract documents, and identification of all permits Preliminary traffic control and construction staging plan where construction activities will impact traffic Design pressures under demand scenarios using the hydraulic model developed as part of the Regional V/ater Recycling Facilities Planning Study (RMC, 2004) Preliminary engineering design and 30 percent design plan drawings showing the location of existing utilities, general topography, and the proposed aligmnent of the Project recycled water pipes Technical specifications outline 30 percent design level construction cost esth:aate oft_he proposed Project along with a description of the basis of that estimate, and the anticipated construction schedule and sequencing of construction Task 4: 60% Design_ The 60% design activities for the Project will include preparation of construction documents with plans, .specifications, quantity calculations, and cost estimates; and preparation of permit applications for construction of the Project. Consultant shall be responsible for preparing the construction documents and incorporating the colmnents from the 30 per.cent design submittal review. Consultant shall prepare 60 percent complete plans, specifications and engineer’s cost estimate (PS&Es) for the RWQCP and other agencies to review. The 60 percent submittal shall include the development of the P1 an and Profile sheets including the horizontal and vertical location of the pipeline, locations of major structures along the pipeline, existing utilities (plan view, profile view if as b~ailt indicates depth), right-of-way lines, property lines and easements (pen:aanent and construction) The 60 percent submittal will also include preliminary special details sheets and preliminary design details that are deemed necessary for the construction of the Project. Polo Alto Regional Water Quality Control Plant Mountain View/Moffett Area Water Recycling Facility n’\daisv dala fll~s\docurnenl\r~cla|ll~ed\amendmenl 1 SCOp~_rJoc Page7 Following incorporation of the 60 percent review colm-nents, Consultant shall request that the City of Palo Alto and the City of Mountain View confirm the horizontal and vertical locations of the pipeline and the locations of the major structures along the pipdine that Consultant shall assume in preparing the final design documents. The Consultant shall be entitled to rely on such confirmation m preparing the final design documents. After Consultant obtains written confirmation of the pipe and structure 1 ocations, design changes required due to significant change in the locations of the pipeline and major structures requested by either city, and not due to the fault of Consultant, shall be considered as an additional service. Consultant shall also prepare a 60 percent set of technical specifications using Microsoft Word for submittal. The technical specifications will be prepared in the standard established in the PDR. The specifications will include general provisions, a table of contents, draft technical specifications of major items of work, and a list of bid items. Other jurisdictional standard details will be added to the appendix oftthe specifications or will be included on the special detail drawings. Consultant shall update the engineer’s esthnate of construction costs submitted and the construction schedule sublaittedunder Task 3 at the 30 percent design level. The cost estimate will break down the Project elements by bid items. The updated cost estimate and construction schedule will be included in the 60 percent design submittal. Task 5: 90% Desi~q~n The 90% design activities for the Project will include completion of construction documents with plans, specifications, quantity calculations and cost estimates. Consultant shall continue to coordinate Project design issues with interested agencies and utility companies, and coordinate with agencies on behalfofRWCQP for the encroachment permits. Consultant shall fully develop and finalize the design details for the construction documents. The 90% design shall reflect close to be a final product that is ready to be advertised for bids. The 90. percent construction documen~ submittal shall include completed plans and specifications. Consultant shall develop and submit a complete set of all drawings and specifications showing in detail, for construction purposes, the scope, details, and measurements of the work to be performed by the contractor and will show engineering and design details for the construction of the Project. The specifications will also include items necessary to correctly define the construction work to be performed. Consultant shall also include, as part of the specifications, signed permits described in Task 2. Consultant shall update the engineer’s estimate of construction costs Submitted and the construction sched~ale submitted under Task 4 at the 60 percent design level. The cost estimate will break down the Project elements by bid items. The updated cost estimate and consmaction schedule will be included in the 90 percent design submittal. Consultant shall perform QA!QC, and conduct a 90 percent internal constructability and quality review and a claim prevention review on the 90 percent design submittal. Internal QAJQC corm-nents shall be incorporated into plans and specifications prior to submitting the 90 percent submittal to the RWQCP. Pale Alto Regional Water Quality Control Plant Mountain View/Moffett Area Water Recycling Facility Page 8 Task 6: Final Design - Bid Document Preparation Consultant shall prepare the final construction documents for bidding. Engineering services for this task will include incorporating the agreed upon 90 percent submittal comments into the final documents and finMizing the plans and specifications. Consultan~ shall perform internal QAJQC on final design submittal: Internal QAJQC comments shall be incorporated into plans and specifications. The submittal shall include stamped and signed, final construction documents, and electronic files of the final ’Construction documents, A final list of the bid items and quantities and a final construction cost estimate shall be provided. Consultant shall also be responsible for the reproduction of the final plans and specifications. RWQCP will be responsible for the dislaib~tion of the final signed and stamped plans and - specifications for bidding purposes. SERVICES DURING CONSTRUCTION (SDC), Work during this phase consists of providing support services during construction of the Project. Consultant will serve as RWQCP’s engineering representative during construction. As s~ch, consultant will have responsibilities to the Construction Manager, provided by RWQCP, for assisting the RWQCP in responding to tectmical questions, providing design clarifications, and reviewing teclmical submittals for conformance to the Contract Documents. Task 7: Services Durin~ Bid Phase Consultant shall assist the RWQCP during the bidding, advertisement and award process prior to contract award. Work includes: 7.1 Respond to Request for Clarifications Consultant shM1 respond to RWQCP directed requests for clarifications from prospective bidders regarding the Project Contract Documents during the bidding process. 7.2 Prepare Addenda Consultant shall assist the RWQCP with preparation of Project addenda and furnish originals required for said addenda. Task 8: Services During Construction Consultant shall assist the RWQCP during the construction phase. Work includes: 8.1 Review Contractor Submittals Consultant shall review submittals from the contractor for conformance with the Contract Documents as requested by the RWQCP. Consultant shall review and return the submittal comments to the RWQCP within seven working days. Pale Alto Regional Water Quality Control Plant Mountain View/Moffett Area Water Recycling Facility Page9 8.2 Job Site Visits and Construction Meetings with Contractor Consultant shall conduct weetdy site visits during construction to observe the general progress of the work and assess contractor general compliance with the Contract Documents. Consultant shall attend weekly construction meetings with the contractor and-the construction management temn to discuss issues that might m-ise on site and possible solutions. Consultant shall RMC will prepare and distribute to the RWQCP field memorandum of job site visits and meetings documenting the field conditions, identified problems and proposed resolutions and recolmnend action plans to be followed to resolve the identified problems. 8.3 Respond to Requests for Information (RFIs) Consultant shall prepare written responses to RFIs submitted by the contractor as requested by RWQCP. Consultant shall review, respond, and return the tLFI responses to the RWQCP . within seven working days. 8.4 Review Contract Change Orders (CCOs) Consultant shall review submitted CCOs and will prepare technical data and support materials for contract change orders as requested by RWQCP. 8.5 Record Drawings Consultant shall review the as-built drawings prepared bythe contractor based on as-built documentation maintained by Consultant. Consultant shall prepare and certify one full size mylar set and one electronic copy of the record drawings. The record drawings shall consist of annotated corm:act drawings and electronic files showing changes in the design and construction. DELIVERABLES Consultant shall prepare and deliver meeting minutes, presentation materials, and monthly progress report to the RWQCP. In addition, consultant shall provide the following deliverables-to the RWQCP: Task 3 - 30% Deliverables: 5 copies of Draft and Final Geotechnical Investigation Report, with boring logs 5 copies of Draft and Final Corrosion Investigation Memorandum 5 copies of Draft and Final Hazardous Materials Repo.rt 10 copies of Draft and Final PDR consisting of: ¯List of references Design Criteria Memorandum List of parcels requiring additional right-of way List of utilities requiring relocation, if any Palo Alto Regional Water Quality Control Plant Mountain View/Moffett Area Water Recycling Facility Page 10 30 percentdesign half-size plans, including preliminary traffic control and retrofit standm’d details 30 percent complete outline oftectmical specifications , 30 percent complete preliminary construction cost estimate and schedule. Meeting minutes smr~narizing directions fi-om design review meeting Task 4 - 60% Deliverables: 10 sets of 60 percent PS&E submittal including the following: ¯Half size 60 percent design plans ¯Draft technical specifications and special provisions ,Listing of anticipated bid items ¯Quantity listing ¯Cost estimate, and construction schedule Meeting minutes summarizing directions from 60% design review meeting Task 5 - 90% Deliverables: 10 sets of 90 percent complete PS&E submittal including the following: " ¯Half size 90 percent complete design plans- ,Draft technical specifications and special provisions ¯Listing of anticipated bid items ¯Quantity listing ,Cost estimate-and construction schedule Meetings minutes surmnarizing direction from 90% design review meeting Task 6 - Final Design Deliverables: Stamped and signed final PS&E Submittals, including ¯One full and one half size ofmylar reproducible final design plans ¯One unbound copy and one electronic copy of final specifications ¯Seventy five (75) copies of final plans and specifications. ¯Revised listing of bid items -Revised quantity listing -Memorandum of Estimated Cost Electronic files of the final design plans and final specifications Task 7 Deliverables: Responses to bidder requests for clarifications to clarify the intent of the plans and specifications as needed. Addenda as needed. Task 8 Deliverables: Written submittal review cormnents Written responses to RFIs Palo Alto Regional Water Quality Control Plant Mountain View/Moffett Area Water Recycling Facility Page 11 Written responses, technical data and material to support CCOs Memoranda of job site ~,isits and weekly meetings One set of record drawings (mylar and electronic format) ADDITIONAL SERVICES Consultant may be required to perform additional services listed below. Consultant shall perfon~ the additional services upon written anthorization by the City. Payment for the additional services shall be time and expense based on the schedule of charges but not to exceed a pre-negotiated maximum. The maximum limit for each additional task shall be negotiated and agreed upon prior to providing the service. Consultant shall provide a schedule of charges with the fee infon~ation, Additional services may include: A1. A2. A3. A4. AS. A6. A7 Meetings with outside agencies above the meetings stated in Task 2. Additional potholings than those set forth in Task 3 Additional surveys than those set forth in Task 3 Disposal of contaminated cuttings Attend/conduct ’additional meetings or workshops that are not part of the basic scope of services. Additional inspection services Unexpected services during construction not within this scope of work PROJECT SCHEDULE The project shall start in July 2005. The consultant shall perform work on the Project in accordance wifl~ the schedule under the SWRCB grant contract (attaclament 1 to this scope of work). PAYMENT Progress payanents for consultant services shall reflect the amount of effort and percent completion. The cumulative payment shall not exceed the completed percent of the total project fee based on the completed tasks or deliverables, and the attached Schedule of Charges. *** END *** Palo Alto Regional Water Quality Control Plant Mountain View/Moffett Area Water Recycling Facility Page 12 EXHIBIT "B-I" COMPENSATION AND RATE AND FEE SCHEDULE (FOR DESIGN AND CONSTRUCTION PHASE SERVICES ADDED BY AMENDMENT NUMBER ONE) The CITY agrees to compensate the CONSULTANT for professional services performed in accordance with the terms and conditions of this Agreement, andas set forth in the budget schedule below. Compensation shall be calculated based On the hourly rate schedule attached hereto as "Attachment 1" to this Exhibit up to the not to exceed budget amount for each task set forth below. The compensation to be paid to CONSULTANT under this Agreement for all services described in Exhibit "A-I" ("Basic Services") and reimbursable expenses shall not exceed $1,500,000. 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 $150,000. 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 Project Manager 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 $1,500,000 and the total compensation for Additional Services does not exceed $150,000, BUDGETSCHEDULE NOT TO EXCEED AMOUNT Task 1 (Project Management) $105,000 Task 2 (Coordination w/stakeholders) $I 42,000 Task 3 $532,000 (30% design) Task 4 $240,000 (60% design) Task 5 $134,000 (90% design) Task 6 $71,000 (Final Bid Packet) 050502 sm 0100359 Task 7 (Services during bid phase) $41,000 Task 8 (Services during construction) $235,000 Sub-total Basic Services $1,500,000 Reimbursable Expenses $inol. W/basic Services above Total Basic Services and Reimbursable expenses $1,500,000 Additional Services (Not to Exceed)$150,000 Maximum Total Compensation $1 ~650~000 REIMBURSABLE EXPENSES CITY shall reimburse CONSULTANT for reimbursable expenses including, postage, mileage and other miscellaneous costs, at cost plus 10%. All requests for payment of expenses shall be accompanied by appropriate backup information. Any expense anticipated to be more than $5,000.00 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-!. The additional services scope, schedule and maximum compensation shall be negotiated and agreed to in writing by the CITY’s Project Manager and CONSULTANT prior to commencement of the services. Payment for additional services is subject to all requirements and restrictions in this Agreement Work required because the following conditions are not satisfied or are exceeded shall be considered as additional services: A1. A2. A3. A4. A5. A6. A7 Meetings with outside agencies as stated in Task 2. Potholings as set forth in Task 3. Surveys as set forth in Task 3. Disposal of contaminated cuttings. Attend/conduct meetings or workshops as part of the basic scope of services. Weekly inspection services. Service during construction as listed in the basic scope of work. 050502 sm 0100359 2 RMC RATE SCHEDULE Classification 2005 Hourly 2006 Hourly Billing Rate Billing Rate 2007 Hourly Billing Rate Principal 3 Priqcipal 2 Principal 1 $215 $226 $237 $205 $215 $226 $200 $210 $221 Sr Project Manager 3 Sr Project Manager 2 Sr Project Manager 1 $195 $205 $215 $190 $200 $209 $185 $194 $204 Project Manager 3 $180 $189 $198 Project Manager 2 $170 $179 $187 Project Manager 1 $160 $168 $176 Project Engineer 3 Project Engineer 2 Project Engineer 1 $150 $158 $165 $140 $147 $154 $130 $137 $143 Projeci Planner 3 $145 $152 $160 Project Planner 2 $135 $142 $149 Project Planner 1 $125 $131 $138 Environmental Scientist 3 $145 Environmental Scientist 2 $135 Environmental Scientist 1 $125 $152 $142 $131 $160 $149 $138 Assistant Engineer $110 $116 $121 Sr, CADDesigner $120 $126 $132 Sr. Graphic Designer/Artisl $110 $116 $121Sr. Project Accountant $110 $116 $121 Sr. Administrator $105 $110 $116 CAD Designer $110 $116 $121 Graphic Designer/Artist $100 $105 $110 Project Accountant $100 $105 $110 Administrator $95 $100 $105 Assistant CAD Designer $100 Assistant Graphic Designe $90 Assistant Project Account~$90 Assistant Administrator $85 $105 $95 $95 $89 $110 $99 $99 $94 1 The individual hourly rates include salary, overhead and profit. The hourly rates also include ordinary expenses, Including telecommunications, computer usage, and regular reproduction jobs. Other direct costs 2. RMC reserves the right to adjust its hourly rate structure at the beginning of the calendar year for all ongoing contracts. RMC will provide advance nollce of any rate changes affecting current contracts. 3 Large plots produced in-house by RMC will be billed at a flat fee of $50 per plot. Client#: ~372 AC_J3J?J3 ....CERTIFICATE OF -~6~ODU CER Dea{ey, Renton & A~sociates D. Box 12675 .(land, CA 94604-2675 510 465-3090 David Eckman INSURED RMC Water and Environment 2001 N. Main Street, Suite 400 Walnut Creek, CA 94596 COVERAGES RMCWATER LIABILITY INSURANCE THIS CERTIFICATE IS ISSUED AS A MA’FI’ER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. INSURERS AFFORDINGCOVERAGE INSURERA: United States Fidelity & Guaranty INSURER B: Fidelity & Guaranty Ins. Co. ~NSURER C: American Automobile lns.Co. INSURER D: ACE American Insurance Company INSURER E: THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE }NSURED NAMED ABOVE FORTHE 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 :~OLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. NSR !LTR TYPE OF INSURANCE G E_NERAL LIABILITY X COMMERCIAL GENERALLIABILITY ] CLA.IMS MADE [] OCCUR B A C D GEN’L AGGREGATE LIM IT APPLIES PER:--qpOL,CY qPRO-jECT l--qLOC kUTOMOBILE UABILITY X ANY AUTO ALL QWNED AUTOS SCHEDULED AUTOS X HIRED AUTOS X NON-OWNED AU:TOS GARAGE LIABILITY~ANY AUTO EXCESS LIABILITY ~ OCCUR [] CLAIMS MADE ~DEDUCTIBLE RETENTION $ WORKERS COMPENSATION AND EMPLOYERS’ LIABILITY OTHER Professional Liability POLICY NUMBER BK01601133 BA01794201 BK01601133 WZP80923781 EONG21657372001 POLICY EFFECTIVE POLICY EXPIRATIONBATE (MMIDD/YY)DATE (MMIDD/YY’I 10/14/04 10/14/05 04/03/05 10/14/04 07101104 10/14104 10/14/05 10/14/05 07/01/05 10114/05 LIMITS EACH OCCURRENCE FIRE DAMAGE (Any one fire) MED EXP (Any one person) PERSONAL & ADV INJURY GENERAL AGGREGATE PRODUCTS -COMP/OP AGG COMBINED SINGLE LIMIT. (Ea accidenl) BODILY INJURY(Per person) BODILY INJURY(Per accident) PROPERTY DAMAGE(Per accident) AUTO ONLY-EA ACCIDENT OTHERTHAN EAACC AUTO ONLY:AGG EACH OCCURRENCE AGGREGATE WC STATU-OTH-X TORy LIMITS I ER E.L EACH ACCIDENT $I,000,000 51,000,000 $10,000 $I,000,000 $2,000,000 $2~000,000 $I,000,000 $ $ $4,000,000 $4,000,000 $ $ $ $1,000,000 E.L DISEASE -EA EMPLOYEE $1,00F J,000 E.L. DISEASE - POLICY LIMIT $1,000,000 $2,000,000 per Claim $2,000,000 Annl Aggr. DESCRIPTION OF OPERATIONSILOCATIONSIVEHICLESIEXCLUSIONS ADDED BY ENDORSEMENTISPECIAL PROVISIONS GENERAL LIABILITY POLICY EXCLUDES CLAIMS ARISING OUT OF THE PERFORMANCE OF PROFESSIONAL SERVICES. GENERAL LIABILITY ADDITIONAL INSURED: City of Palo Alto, its council (See Attached Descriptions) CERTIFICATE HOLDER I I ADDFFIONALINSURED;INSURERLETTER: City of Palo Alto RWQCP Attn: Daisy Stark 2501 Embarcadero Way Palo Alto, CA 94303 CANCELLATION SHOULD ANyOFTHEABOVEDESCRIBED POLICIES BE CANCELLED BEFORETHEEXPIRATION DATE THEREOF, THE ISSUING iNSURER WILL ~f~J~XT-~C) MAIL ~ DAYS WRITTEN NOTICETOTHE CERTIFICATE HOLDER NA~ED TQTHE LEFT, B ~TKF~£~I~)t, IX~3R[’~.’~.~A’I;~XX AUTHORIZED REPRESENTATIVE OTMP5 8 ACORD CORPORATION 1988ACORD 25-S (7/97)1 of 2 #M122374 DESCRIPTIONS (Continued from members, officers, agents and employees. Jrance is primary as per policy form. Page I) AMS 25.3 (07197) 2 of 2 #M122374 Policy Number: BK.016 01135 Owners, Lessees or Contractors (Form B) ADDITIONAL INSURED Change(s) Effective: o5/o3/05 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance policy under the following: LIABILITY COVERAGE PART: Name of Person or Organization: City of Palo Alto RWQCP Attn: Daisy Stark 2501 Embarcadero Way Palo Alto, CA 94303 Schedule SECTION II - WHO IS AN INSURED is amended to include as an insured the person or organization shown in the Schedule, but only with respect to liability arising out of "your work" for that insured by or for you. GENEP~hL LIABILITY ADDITIONAL INSURED: City of Palo Alto, its council members, officers, agenzs and employees. PRIMARY INSURANCE: IT IS U~DERSTOOD AND AGREED THAT THIS INSURANCE IS PRIMARY AND ANY OTHER INSURANCE MAINTAINED BY THE ADDITIONAL INSURED SHALL BE EXCESS ONLY AND NOT CONTRIBUTING WITH THIS INSURANCE. NOTICE OF CANCELLATION: IT IS UNDERSTOOD-AND AGREED THAT IN THE EVENT OF CANCELLATION OF THE POLICY FOR ANY REASON OTHER THAN NON-PAYMENT OF PREMIUM, 30 DAYS WRITTEN NOTICE WILL BE SENT TO THE CERTIFICATE HOLDER BY MAIL. IN THE EVENT THE POLICY IS CANCELLED FOR NON-PAYMENT OF PREMIUM, i0 DAYS WRITTEN NOTICE WILL BE SENT TO THE ABOVE. CL/BF 22 40 03 95 EXHIBIT "H" , :. | EXHIBIT ’T’ ¯RESOLUTION NO. 8690 RESOLUTION OF THE COUNCIL OF THE CITY OF PALO ALTO APPROVING A LOCAL MATCH LOAN STATE REVOLVING FUND (SRF) FOR MOUNTAIN VIEW/MOFFETT AREA RECLAIMED WATER PIPELINE PROJECT WHEREAS, the CITY OF PALO ALTO (the "Agency") desires to finance the costs of constructing and]or reconstructing certain public facilities and improvements relating to its water and wastewater system, including certain treatment facilities, pipelines and other infrastructure (the "Project"); and WHEREAS, the Agency intends to finance the construction mxd/or reconstruction of the Project or portions of the Project with moneys ("Project Funds") provided by the State of California, acting by and tl~ough the State Water Resources Control Board (the "Water Board"); and WHEREAS, the CITY OF PALO ALTO (the "Agency") desires to obtain a zero interest State Revolving Fund (SRF) loan. follows: NOW, THEREFORE, the Council of the City of Palo Alto does RESOLVE as SECTION 1. To contribute to the State match shareequal to i6.667 p~tcent of the ¯ eligible project costs. SECTION 2. To pay an administrative fee of up to 0.575% of the eligible project cost for the administrative match amount, if requested by the State :Water Resom’ces Con~ol Board (SWRCB), prior’ to the issuance of the local match SRF loan c0ntract, .provided that the fee shall be waived by the SWRCB if sufficient monies to fund the administrative match available from other sources. SECTION 3. To establish a state match account for the project, and deposit sufficient funds, as necessap], to make the state match payments to the contractor(s). SECTION 4. To provide the SWRCB, Division of Financial Assistance (Division) a certification with each progress payment request stating that the appropriate state match amount for the requested payment has been paid to the contractor(s). // // 070216jb 0130040 EXHIBIT ’T’ SECTION 5. To provide the Division with copies of-the cm~celled checks documenting payment of the state match amount, on a quarterly basis. INTRODUCED AND PASSED: February 12, 2007 AYES:BEECHAM, CORDELL, DREI(JVIEIER, KLEINBERG, MORTON, MOSSAR KISHIMOTO, I~,JL~EIN, NOES: ABSENT:BARTON ABSTENTIONS: TH E FOR EGOING DOGUMIENT IS CERTIFIED TO B~ A CORREUTCOPYOFTHI=ORIGINALON FIL.~ ,~Director of Public Works Services D~ ~artment 070216jb 0130040 EXHIBIT "J’" STATE WATER RESOURCES CONTROL BOARD CALIFORNIA ENVIRONMENTAL PROTECTION AGENCY Policy for Implementing The State Revolving Fund For Construction of Wastewater Treatment Facilities February 1995 Amended September 2005 EXHIBIT "J" POLICY FOR IMPLEMENTING THE STATE REVOLVING FUND FOR CONSTRUCTION OF WASTEWATER TREATMENT FACILITIES Prepared by: THE DIVISION OF FINANCIAL ASSISTANCE STATE WATER RESOURCES CONTROL BOARD STATE OF CALIFORNIA Last amended on September 22, 2005 This page left blank intentionally. ACKNOWLEDGMENTS The State Water Resources Control Board thanks the individuals within the State Water Resources Control Board and members of Tri-TAC who freely shared their time in developing and amending the Policy for Implementing the State Revolving Fund for Construction of Wastewater Treatment Facilities. This page left blank intentionally. POLICY FOR IMPLEMENTING THE STATE REVOLVING FUND FOR CONSTRUCTION OF WASTEWATER TREATMENT FACILITIES TABLE OF CONTENTS TOPIC PAGE ACKNOWLEDGMENTS .........................................................................................i TABLE OF CONTENTS ...........................................................................................ii-iv APPENDICES ...........................................................................................................v EXECUTIVE SUMMARY .......................................................................................vi II. III. IV. INTRODUCTION .....................................................................................................1 PURPOSE AND OBJECTIVE ..................................................................................1 DEFINITIONS .... .......................................................................................................1 PRIORITY SYSTEM ................................................................................................5 B, C. D. E. F. G. H. Development of Regional Board Recommendations. ....................................5 Development of Statewide Priority List ........................................................6 Priority Classes ..............................................................................................6 Project Ranking ..............................................................................................7 Restrictions and Adjustments ........................................................................7 Management of the Statewide List ................................................................8 Funding of Projects ........................................................................................8 Project Removal and Changes .......................................................................8 V.LOCAL MATCH .......................................................................................................9 A~ B. C. D. Resolution ......................................................................................................9 State Match Account .......................................................................................9 Terms .............................................................................................................9 Disbursements...: ............................................................................................9 VI. VII. VIII. RETROACTIVE FUNDING .....................................................................................10 REFINANCING ........................................................................................................10 WATER RECYCLING PROJECTS .........................................................................11 Funding Sources and Applicable Policies .....................................................11 Multi-Purpose Projects ..., ..............................................................................11 IX. Ao B. C. D. E. F. G. H. I. J. K. L. Project Report ................................................................................................12 Environmental Impact Analysis .....................................................................15 Water Conservation .......................................................................................17 General Planning ............................................................................................17 Revenue Program ...........................................................................................17 Eligible Project ..............................................................................................19 Capacity Funding Limitations .......................................................................22 Population or Flow Projections ......................................................................22 Industrial and Federal Facilities .....................................................................22 Preliminary Loan Commitment .....................................................................22 Design-Build Projects ....................................................................................23 Technical Review and Panel Selection Requirements for Design-Build Projects ..............................................................................24 PLANS AND SPECIFICATIONS ............................................................................25 B. C. D. E. F. Review Procedures ........................................................................................25 Value Engineering .........................................................................................26 Project Performance Standards ......................................................................26 Loan Contract ...........................i ....................................................................27 Labor Wage Provisions ................................................... ...............................27 Minority Business Enterprise/Women’s Business Entel~rise ..............: ........28 XI.COMPLIANCE WITH OTHER FEDERAL STATUTES ........................................28 XII.ALLOWANCES ........................................................................................................29 XIII. XIV. XV, No Normal Allowances ..........: ............................................................................29 Design-Build Allowances ..................................................................~ ...........29 LOAN APPLICATION AND CONTRACT AWA~ .............................................30 APPROVAL TO AWARD (ATA) ............................................................................30 AMENDED LOAN CONTRACT .............................................................................31 No B. C. D. E, Interest Rate ...................................................................................................31 Final Loan Amount ........................................................................................31 Contract Initiation ..........................................................................................31 Cost Increases ................................................................................................31 Future Local Debt ..........................................................................................31 iii XVI. XVII. XVIII. XIX. XX. XXI. XXII. LOAN DISBURSEMENTS .......................................................................................32 B. C. D. Loan Disbursement Requests .........................................................................32 Allowance Requests .......................................................................................32 Construction Progn’ess Payment Requests ......................................................32 Division Assistance ........................................................................................33 CONSTRUCTION i ........................................................................~ ...........................33 B. C. D. Preconstruction Conference ...........................................................................33 Construction Inspections ................................................................................33 Completion of Construction Date ..................................................................33 Status Reports ................................................................................................33 OPERATION .............................................................................................................34 Final Project Inspection .................................................................................34 Project Performance Report and Certification ...............................................34 RECORD KEEPING REQUIREMENTS .................................................................35 REPAYMENTS .........................................................................................................35 B OARD RESERVATION OF AUTHORITY ..........................................................36 ELIGIBILITY DISPUTES ........................................................................................36 iv APPENDICES Ao B. C. D. E. F. G H. I. J. K. L. M: N. O. P. Q. R. State Revolving Fund Loan Program Flow Chart State Revolving Fund Contacts Additional Program Guidmace Water Recycling Funding Guidelines Environmental Review Process Guidelines Water Conservation Guidelines Revenue Program Guidelines -Deleted- Allowance Tables Project Performance Standards Approval To Award Form and Instructions, and MBE/WBE Compliance Guidelines Sample MBE/WBE Utilization Report Forms Sample Certification of Compliance with Federal Laws and Authorities Sample Loan Application and Loan Contract Checklist Certification of Bond and Insurance Coverage and Non Discrimination in Employment Notice Sample Disbursement Request Folqns and Instructions Sample Local Match Resolution Sewer System Evaluation Guidelines EXECUTIVE SUMMARY This Policy was written to implement the 1987 Amendments to the Federal Clean Water Act, which created the State Revolving Fund (SRF) Loan Program. The SRF provides loan funding and other types of assistance for construction of publicly-owned wastewater treatment works and water reclamation facilities, development and implementation of programs to control pollution from nonpoint sources and stonnwater drainage, and.implementation of estuary cleanup programs. This Policy covers SRF assistance for the construction of wastewater treatment and water reclamation facilities. This Policy is organized in sequential project development order. Sections I through VIII discuss general requirements, including the Local Match Progaam and the priority system, Section IX discusses facilities planning, and Section X desigq~ review and project performance standards. Sections XI through XVI discuss loan specifics, Sections XVII and XVIII discuss Construction and Operation respectively, and Sections XIX through XXII discuss record keeping, repayments and resolution of disputes. vi I.INTRODUCTION The Federal Clean Water Act provides for the creation of a State Revdlving Fund (SRF) Loan Program capitalized in part by Federal funds. The Federal Clean Water Act (CWA) authorizes loan funding for construction of wastewater treatment and for water recycling facilities, for implementation of nonpoint source and storm drainage pollution control management programs, and for the development and implementation Of estuary conservation and management programs. The Policy for Implementing the State Revolving Fund for Construction of Wastewater Treatment Facilities (SRF Policy) only addresses the issuance of loans for wastewater treatment and water recycling facilities. The priority system, however, covers all eligible SRF activities. The SRF is intended to provide loans in perpetuity for construction of wastewater treatment and water recycling facilities, and for implementation of nonpoint source, storm drainage, and estuary conservation projects using State of California (State) and Federal funds. This is the seventh amendment to flae SRF Policy originally adopted by the State Water Resources Control Board (SWRCB) on August 18, 1988. The requirements contained in this mnended SRF Policy apply to all projects receiving Facilities Plan Approval from the Division after September 22, 2005. A flow chart of the overall program procedures is provided .in Appendix A. A list of contacts in the Division is provided in Appendix B. Appendix C contains additional Division guidance material on the SRF program. H.PURPOSE AND OBJECTIVE The primm3’ purpose of the SRF Loan Program is to implement the CWA and various State laws including the Clean Water Bond Law of 1984, the Safe, Clean, Reliable Water Supply Act (1996 Bond Law), the Safe Drinking Water, Clean Water, Watershed Protection, and Flood Protection Act (2000 Bond Law), and any subsequent bond laws, by assisting in the financing of wastewater treatment facilities necessa~2¢ to prevent water pollution, recycle water, con’ect nonpoint source and sto~n drainage pollution problems, and provide for estuary enhancement, and thereby protect and promote the health, safety, and welfare of the inhabitants of the State. DEFINITIONS The following words where used in this SRF Policy shall have the meaning hereafter ascribed to them: (a)"Allowance" means an amount of money based on a percentage of the accepted bid for an eligible project to help defray the planning, design, and construction engineering and administration costs of the project. (b)"Applicant" means a city, town, district, or other public body (including an intermunicipal agency of two or more of the foregoing entities) created under State law, or an Indian tribe or an authorized Indian tribal organization having jurisdiction o,e, ~,o~o~ ,~, o~ w~, industrial wastes, or other waste, or a designated ~- a approved management agency under Section 208 of the Federal Clean Water Act applying for a SRF loan. (d) (e) (f) (g) "Areawide Waste Treatment Management Plan" means a plan prepared in conformance with Section 208 of the Federal Clean Water Act. "Completion of Construction" means the date that the work of building and erecti on of the project is substantially complete. Design-Build (1)"Best Value", also Imown as "greatest value", means any selection process in which proposals contain both process and qualitative components, and award is based upon a combination of price and qualitative considerations. (2) (3) "Design-Build" memas the system of contracting under which one entity perfonns both architectural design/engineering and construction under a single contract with the owner. Also known as "design-construct" or "single responsibility" or "Tm-n Key." "Design-builder" means the entity contractually responsible for delivering the project design and construction. (4)"Design-Build Bid Proposal" means a document submitted by pre-qualified Design-builders in response to the Request for Design-Build Proposal and which contains cost, design factors and usually, function, layout, materials, aesthetics, construction techniques, and specifications. (5)"Honorarium" means a stated amount sometimes paid to unsuccessful Design- builders in consideration for preparing a Design-Build bid proposal in response to the owner’s Request for Design-Build Proposal. (6)"Request For Design-Build Qualifications" means the document issued by the owner prior to a Request for Design-Build Proposal to determine whether a firm is fundamentally qualified to compete for a certain project or class of projects. (7)"Request For Design-Build Proposal" means the document issued by the owner to solicit design and construction smwices proposals from the pre- qualified Design-builders and that contains the project objectives, project design criteria, site information, contract requirements, selection procedure and proposal (submittal) requirements. "Division" means the Division of Financial Assistance, the Division of Water Quality, SWRCB, or any other segment of the SWRCB authorized to administer the State Revolving Fund Loan Program. "Effective Loan Date" means the date specified in the loan contract after which ~n ........... This date ,,,;u generally be the date of final plans and specifications approval. (h) (i) ~) (k) (1) (m) (n) (o) (P) (q) (r) (s) "Eligible Project Cost" means that portion of the total cost of a project that is eligible for loan assistance from the State Revolving Fund pursuant to Federal and State laws, rules, regulations, policies and guidelines. "Environrnental Document" means either an Initial study and Negative Declaration or an Environmental Impact Report (EIR) prepared in accordance with tlae California Environmental Quality Act (CEQA). "EPA" means the United States Environmental Protection Agency. "Estuary Enhancement Project" means any programs, devices, methods, or systems used to attain or maintain water quality in an estuary nominated by the Administrator of EPA, which assures protection of.public water supplies and protection and propagation of a balanced, indigenous population of shellfish, fish, mad wildlife, and allows recreational activities in and on the water. "Excessive Infiltration/inflow" means a flow rate in excess of acceptable threshold values as defined by Section IX.A.4. of this document. "Facilities Plan Approval" means approval by the Division of the project concept being proposed by the applicant. "Federal Clean Water Act" means the Federal Water Pollution Control Act (33 U.S.C.A. 1251 et seq.) including any amendments thereto. "House Lateral" means the sewer pipe from the public right-of-way to the residential structure. "Housing Element" is one of the seven mandatory elements of a General Plan required by Government Code Section 65302. "Infiltration" means the water emering a sewer system including that from service connections, from the ground, through such means as, but not limited to, defective pipes, pipe joints, connections, or manhole walls. Infiltration does not include, and is distinguished from, inflow. "Infiltration/Inflow" means the total quantity of water from both infiltration and inflow without distinguishing the source. "Infiltration/Inflow Analysis" means a study to demonstrate the nonexistence, or possible existence, of excessive Infiltration/Inflow in each sewer system tributary to the treatment works. (t)"Inflow" means the water discharged into a sewer system including that from service connections, such as, but not limited to, roof leaders, cellars, yards and area drains, foundation drains, cooling water discharges, drains from springs and swampy areas, manhole covers, cross connections from storm sewers and combined sewers, catch basins, storm waters, surface run-off, street wash waters, or drainage. It does not include, and is distinguished from, infiltration. (u) (v) (w) (z) (aa) (ab) (ac) (ad) (ae) (af) "Initiation of Construction" means the date that the notice to proceed with the work is issued for the project, or if the notice ~s not required, the date of commencement of building and erection of the project. "Land Use Eleinent" is one of the seven mandatory elements of a General Plan required by Government Code Section 65302. "Loan contract Award" means the written agreement signed by all parties and any amendments thereto, between the SWRCB, and the applicant, and approved by the Department of General Services in which the terms, provisions, and conditions governing the State Revolving Fund loan are stated. "Nonpo int Source Project" means any programs, devises, methods, or systems used for preventing, abating, reducing, transporting, separating, storing, treating, recycling, or disposing of pollutants from nondistinct, unconfined sources, including remm flows from in’igated agriculture. "Preliminary Loan Commitment" means a fmmal action by the SWRCB or the Chief of the Division approving and reserving funds for the project. "Project" means any distinguishable segment, or segments; of a wastewater treatment facility described in the approved facilities plan which can be bid separately, m~d for which loan assistance is being requested or provided. "Project Completion" means the date, as detmTnined by the Division after consultation with the loan recipient, that operation of the treatment facility is initiated, or is capable of being initiated, whichever comes first. "Recipient" means an applicant who has an executed loan contract signed by all patties. "Refinancing" means the use of State Revolving Fund Loan monies to refinance local external borrowings (bon’owings from outside the local agency for eligible projects) at more attractive terms. "RWQCB" means the appropriate California Regional Water Quality Control Board. "Retroactive Projects" means those projects, which proceed to construction prior to award of the loan contract, "Sewer System Evaluation Survey" means a systematic examination of the sewer system to determine the specific location, estimated flow rate, methods of rehabilitation, and cost of rehabilitation versus cost of transportation and treatment for each defined source of Infiltration/Inflow. (ag)"SWRCB" means the State Water Resources Contro! Board. (ah)"Storm Drainage Project" means any programs, devices, methods, or systems used for preventing, abating, reducing, transporting, separating, storing, treating, recycling, or disposing of pollutants arising or flowing in storm drainage that is transported in pipes, culverts, tunnels, ditches, wells, channels, conduits, from urban or rural areas to surface or ground waters of the State. (ai)"Sustainability" means balancing economic, environmental, and social factors in an equitable manner to maintain and protect the water resources needs of the present generation without compromising the ability of future generations to meet their own water resources needs. (aj)"Treatment Facilities" means any devices and systems used in the storage, treatment, recycling, and reclamation of municipal sewage or industrial wastes of a liquid nature to implement Section 201 of the Federal Clean Water Act, or necessary to recycle or reuse water at the most economical cost over the estimated life of the facilities, including intercepting sewers, outfall sewers, sewage collection systems, pumping, power, and other equipment, and their appurtenances; extensions, improvements, remodeling, additions, and alterations thereof; m~d elements essential to provide a reliable recycled supply such as standby treatment units and clear well facilities. In addition, "treatment facilities" means any other method or system for preventing, abating, reducing, storing, treating, separating, or disposing of municipal waste, including storin water runoff, or industrial waste, including waste in combined storm water and sanitary sewer systems. (ak)"Water Quality Assessment" means a report prepared by the SWRCB to identify the water quality conditions in the waters of the State. (al)"Water Quality Control Plan" means a SWRCB approved plan adopted pursuant to Division 7 of the Water Code designating or establishing beneficial uses and water quality objectives for water within a specified area and a proD’am of implementation needed to achieve these objectives. PRIORITY SYSTEM The primary purpose of this section is to implement a Priority System for providing SRF loan assistance for the planning, design, and construction of wastewater treatment, nonpoint source, storm drainage, water recycling, and estuary enhancement projects and programs eligible under Title VI of the CWA. A.Development of RWOCB Project Priority List Recommendations Annually, each RWQCB Executive Officer shall develop Project Priority List recommendations for the RWQCB. transmitted to the Division each year by the scheduled date set by the Division. B.Development of Statewide Project Priority List Annually, after review- of the Executive Officer’s Project Priority List recommendations, the SWRCB shall adopt a Statewide Project Priority List (Statewide List). The Statewide List shall identify those projects for which assistance from the SRF Loan Program is expected during the succeeding five-year planning period. The Statewide List shall be adopted by the SWRCB not later than June 30 of each year. The fundable portion (first year) of the Statewide List shall include those wastewater treatment, water recycling, nonpoint source, storm drainage, and estum2 enhancement projects which have received a preliminm2¢ loan commitment mad are scheduled for loan assistance during the first year of the five-year plmming period. Projects receiving a prelimina13~ loma commitment during the fiscal year shall be automatically moved to the fundable portion (first year) of the Statewide List provided the project is scheduled to receive a loan contract in the cun’ent fiscal year. The extended portion of the Statewide List shall include those projects without a preliminary loan commitment and those scheduled for a loan contract during the following four years. Placement on the extended portion of the Statewide List will be based on project schedules. Placement of a project on the Statewide List shall not constitute a commitment to provide loan assistan :e. C.PrioriW Classes Each Project shall be assigned to one of the following priority classes: Class A -- Public Health Problems. a) Publicly Owned Wastewater Treatment Facilities projects required to alleviate public health problems where the County Board of Supervisors or the County Health Officer has certified that a health problem exists, and where a RWQCB has (1) adopted a prohibition for elimination of discharges from individual treatment systems and such prohibition has been approved by the SWRCB, or (2) approved a local moratorium prohibiting the construction of new individual systems (See Appendix C), or (3) adopted a cease and desist order; and b) nonpoint source, storm drainage pollution, and estuary enhancement projects required to comply with prohibitions, postings, limitations, or warnings that have been imposed by responsible health authorities, and where the RWQCB has concurred with the findings of the health authority and has established a time schedule for correction or elimination of the threat to public health. 2.Class B --Pollution of Impaired Water Bodies. 6 Projects required to correct conditions where a certification is made by the RWQCB Executive Officer that the water quality objectives for an impaired water body are not being attained, Class C -- Compliance With Requirements and Water Recycling Pmiects. 1) Projects necessa~3, to comply with waste discharge requirements or other regulatory requirements formally imposed by the SWRCB or RWQCB, or projects necessary for correction of threatened violations of existing or proposed waste discharge requirements; and 2) projects which recycle water and are cost effective when compared to the development of new sources of water. Class D -- Proiects Selwin g as Preventative Measures A gainst Additional Water Quality Degradation for Impaired or Unimpaired Water Bodies. Projects which would control discharges to impaired or unimpaired waters, where con’ection of such discharges may, or may not, be required through formally adopted waste discharge requirements. Includes projects to provide additional wastewater treatment capacity. o Class E -- Other Proiects. Projects not included in any of the other priority classes. Proi ect Ranking Projects within each priority class shall be ranked on the basis of readiness to proceed. The project with the earliest estimated date for award of a loan contract will be ranked above a project with a later estimated date. In the case of a tie, the project discharging to the water body with the greater resource value will be ranked higher. Restrictions and Adiustments If a project falls in more than one priority class, the full project shall be placed in the highest priority class applicable to the more costly segment of the project, except as specifically ordered by the SWRCB. If the priority classification of a project is in any way dependent upon State, County, or local action, or upon SWRCB or RWQCB action, only action taken prior to the adoption or amendment to the Statewide List will be considered. o The Statewide List may be adjusted or amended by the SWRCB for good cause subject to approval by EPA. The SWRCB reservesthe right to transfer treatment facilities from one priority class to another priority ranking, to reduce the eligible cost of any project, and to allocate available funds among one or more priority classes when the SWRCB determines such action to be necessa~, or appropriate for effectb,,e and equitable use of available monies. Such action will only be taken after a public hearing. Gi o When appropriate, the SWRCB may create a set-aside for the pro-poses of assuring that SP,_F assistance will be available for nonpoint source, water recycling, estuary enl~ancement, and storm drainage projects and programs contained on the fundabte portion of the Statewide List. Management of the Statewide List Before a facilities plan approval is given, a project implementation schedule shall be submitted by the applicant and approved in writing by the Division. The Division shall monitor and compare progress on the project to the established schedule to assure that the loan applicant is proceeding expeditiously with the project. If at any time the Division determines that progress has slipped sufficiently to push the loan contract award beyond the end of the scheduled state fiscal year, the SWRCB may add a project, or projects, of approximately equal dollar value from the planning portion to the fundable portion of the Statewide List, provided the project, or projects have received preliminary loan commitments and are projected to be ready for loan contracts during the cun-ent State fiscal year. After such additions, all wojects on the fundable portion of the Statewide List will continue to compete on an as ready basis for available funds. Fundin~ of Proiects Except as may be directed by the SWRCB, projects on the fundable portion of the Statewide List will receive loan contracts from the SWRCB on an as ready-basis. proiect Removal and Chm~ges Projects shall not be removed from the Statewide List unless: 1. The SWRCB so instructs; 2. The project has received a loan contract; 3. The RWQCB so requests and the SWRCB concurs; or 4. The loan applicm~t so requests and the SWRCB concurs. V.LOCAL MATCH The Clean Water Act requires the states to provide a match equal to 20 percent of the federal Capitalization Grant (state match) in order to receive federal monies. Subsection 13478 of Chapter 6.5 of Division 7 of the Water Code allows the SWRCB to enter into agreements with, and accept state match funds from local agencies in return for no-interest SRF loans. Existing SRF Loans are not eligible for no-interest loans. The following requirements, in addition to all other requirements in this SRF Policy, apply to new SRF loans where the applicants are providing the state match: A.Resolution An applicant electing to palnticipate in the prograln must submit to the Division an acceptable resolution passed by the local governing body. A model resolution is included in Appendix Q. The resolution must state the applicant’s intent to provide the necessary state match in the amount and at the times necessary to complete the project. o The resolution must include a commitment to provide the necessary state match for administrative services of 0.575 percent of the total eligible projec~ costs to cover the cost of obtaining the administrative match. The fee will be waived if sufficient funds are available to make the administrative match from other sources. State Match Account The recipient must establish a local state match account prior to issuance of the loan contract for the specific project for which the state match is being paid. The recipient inust deposit sufficient funds in the account as necessary to make payments to the contractor. C.Terms The interest rate on state match loans shall be zero (0) percent. The repayment period is 20 years. The principal amount of the loan to be repaid is not reduced by payment of the state match. D.Disbursements Allowances For Arch itect/En~ineer (A/E) and Administration Costs Recipients will also be required to submit a certification with the planning and design allowance payment requests stating that at least the state match portion o~t~’~ ~n ....... ,~ o~ ........ ,~ o,,o~o ~ ..... been paid. The Dr, ~o~on wil! then authorize the disbursement of the federal share of the allowance requests Construction Costs and Construction Allowance Recipients will be required to pay the state match share of the eligible loan amount of the contractor’s invmce prior to submitting the progress payment request to the Division. As an alternative, recipients may pay the contractor(s) the full eligible amount of the contractor’s invoice until they have paid an amount equal to the state match portion of the loan amount. In either case, recipients are required to submit certification of such payments to the Division with each disbursement request. Assurances Certification of such payments must be submitted to the Payments Unit with each pay request. The Division will then authorize the disbursement of the federal share of the eligible payment amount. In addition to the certification of payment, recipients shall submit copies of the cmaceled checks on a quarterly basis documenting payment of the state match amount. RETROACTIVE FUNDING Retroactive funding will be provided for only those projects where the applicant has submitted all required program documents and such documents have been approved before initiation of construction, but due to a lack of funds or other reasons,the applicant initiated construction after the approval of either plans and specifications or Request for Designa-Build Proposals; but prior to issuance of the loan contract. Projects where construction is initiated before Division approval are not eligible for retroactive funding. REFINANCING The use of SRF monies to refinance local external borrowings is eligible provided the project is approvable under Section VI. above. Refinancing of local debt will be contingent on the local borrowing document providing for recall of an amount at least equal to the amount of the SPY loan within two years of the SPY loan issuance. l0 VIXIo WATER RECYCLING PROJECTS Funding Sources and Applicable Policies Water recycling projects generally smwe one of two purposes: (1) meeting polluti0n control needs as specified in waste discharge requirements or (2)meeting water supply needs. Projects for which water recycling is the cost-effective alternative to meet pollution control needs are funded by the SRF in accordmace with thesame SRF criteria applicable to other wastewater treatment and disposal projects. Projects for which water supply is the purpose may be funded by either the SRF or the SWRCB’s Water Recycling Loan Program (WRLP). A water supply-type recycling project will be funded under the WRLP unless (1) the WRLP funding cap is exceeded, (2) there are insufficient funds in the WRLP, (3) the applicant requests a zero-percent interest loan, or (4) the applicant proposes a Design-Build contract. Water supply-type water recycling projects are placed in Priority Class C as water recycling projects that are cost effective when compared to the development of new sources Of water. These projects must meet requirements contained in the amended WRLP Guidelines adopted by the SWRCB on April 17, 1997, or as later amended, as well as the requirements contained in this SRF Policy. The WRLP Guidelines are included in Appendix D. The WRLP Guidelines may be more restrictive regarding eligible capacities than the SRF Policy. B.Multiple-Purpose Projects A water-recycling project may be a multiple-purpose project, serving both water pollution control needs and water supply needs. Multiple-purpose projects can be funded under the SRF, or jointly funded under the SRF and the WRLP. However, the facilities associated with each purpose must be evaluated and the eligibility of facilities determined in accordance with the applicable provisions of either the SRF Policy or the WRLP Guidelines. There are two types of multiple-purpose water recycling projects: I. Water recycling facilities for water supply purposes may be proposed to be constructed simultaneously with wastewater treatment and disposal facilities that could meet discharge requirements without the water recycling facilities. The WRLP Guidelines would be applied to the water recycling facilities component of the project. 2. -In other cases, water recycling may be an inseparable part of the facilities needed to meet discharge requirements but may be justifiable only by considering both the pollution control and the water supply benefits. In this case, appropriate provisions of the SRF Policy and the \~,.LP Guidelines will be applied. FACILITIES PLANNING 11 Applicants will be required to complete a facilities planning process. A complete facilities plan will include a Project Report, a complete Environmental Document, and a draft Revenue Program. To facilitate expeditious issumlce of a preliminaw loan commitment; the Division will offer consultation regarding specific program requirements during facilities planning. When an applicant is placed on the fundable portion of the Statewide List, the DiVision will offer assistance at the option of the prospective applicant. The assistance-available will include guidance for (1) identifying project alternatives, (2) selecting the cost-effective alternative, (3) preparing the Project Report, the Revenue Progn’aln, and the Environmental Document. The Division will also offer assistance to aid applicants in assuring that they have the ability to administer and manage the construction of the proposed project. A.Project Report A Project Report shall be prepared and submitted as part of the loan application process. While early submittal is not a program requirement, the Division strongly recommends that applicants submit the Project Report for review well in advance of commencing design. The Project Report must contain, as appropriate, the following: A statement of project needs and benefits, including a discussion of the water quality benefits of the project and the public health or water quality problems to be colwected. A cost effectiveness evaluation of alternatives over a twenty (20) year planning period. The evaluations presented must include an evaluation of the alternative of upgrading operation and maintenance of the existing facility to improve effluent quality. An evaluation of alternative methods for reuse or ultimate disposal of treated wastewater and sludge material resulting from the treatment process. For wastewater treatment projects producing sludge material, the following information needs to be identified and compared: a.All landfills within a 100 mile radius that accept sewage sludge; No Any composting facilities within a 100-mile radius accepting sewage sludge; c.The potential for dedicated land disposal; ,~ ........:^u,us,,h,,s for distribution as soil amendment or as another agricultural product; and e.Ultimate disposal methods approved by the RWQCBs. 12 An evaluation of the non-existence or possible existence of excessive infiltration/inflow (I/I) in the existing sewer system. If the average daily flow during periods of sustained high gq’ouudwater is less than 120 gallons per capita per day (gpcd), a Sewer System Evaluation Sutwey (SSES) is not required. If it is above 120 gpcd, the applicant must perform a SSES to determine whether it is cost-effective to treat or con’ect the I/I. If a SSES is not submitted, funding will be limited to 120 gpcd. If the peak flow during a storm event (highest three-hour average) exceeds 275 gpcd, a SSES must be completed or funding will be limited to the peak flow amount of 275 gpcd. Cost-effective corrections under these criteria are eligible for funding. See Appendix R for fresher guidance on SSESs. o Information on total capital costs, annual operation and maintenance costs, as well as the estimated annual or monthly costs to residential and industrial users for all of the alternatives. A discussion of the existing population, flows, and Ioadings, and projections of the same, used to estimate the twenty (20) year capacity needs for treatment facilities and collection systems and forty (40) year capacity needs for interceptors and outfalls. A discussion of the anticipated eligible capacity for the project and how that capacity was derived. (see Section IX.F. of the SRF Policy). A description of the Best Practicable Wastewater Treatment Technology. (For more information see 40 CFR 35.2005(b) (7)). 9.A summary of public participation. 10.The following must be submitted for the selected alternative: ao A detailed description of the selected alternative andthe complete waste treatment system of which it is a part. bo A summary of relevant design criteria (i.e., design flow, peak flows, daily BOD loadings, daily suspended solids loadings, overflow rates, detention times, sludge production, etc.). Co The estimated construction and annual operation and maintenance costs and a description of the anticipated manner in which all the costs will be financed. d.A summm3~ of the cost impacts on wastewater system users. A summary of the significant environmental impacts of the selected project and any proposed mitigation measures. 13 11. A copy of any proposed intennunicipal service agreements necessary for the project. A statement that identifies and discusses the source(s) and the amount of unailocated potable water cun’ently available in the project service area. If the amount of potable water is less than what is needed to serve the projected population for the proposed project, a plan identifying how that deficiency will be mitigated shall be presented. A discussion of facilities which were previously funded by federal/state grants or loans, if such facilities are to be repaired or replaced. Applicants must comply with the Civil Rights Act of 1964. Where minority populations are included in the facilities planning area, the Project Report must show that such areas will be served or excluded from service only for reasons of cost-effectiveness (currently see 40 CFR Part 7). A description of operation and maintenance requirements. A demonstration that the selected alternative is consistent with any applicable approved water quality management plan. 1.A summary of public participation. A copy of the cun’ent adopted waste discharge requirements issued by the RWQCB for the wastewater facility or improvements/expansion to be constructed. If no cun’ent adopted permit exists, a copy of the tentative waste discharge requirements must be submitted. The waste discharge requirements, however, must be adopted by the RWQCB before the approval of either the plans and specifications or the Request for Design-Build Proposal (for Design-Build projects). A description of how the applicant’s project addresses each of the state planning priorities defined in Section 65041.1 of the Government Code. The state ptanning priorities are intended to promote equity, strengthen the economy, protect the environment, and promote public health and safety in the state, including in urban, suburban, and rural communities. Applicants should use the most current state planning priorities as expressed in Section 65041. The state planning priorities as of the date of adoption of this Policy are as follows: 14 No ao To promote infill development and equity by rehabilitating, maintaining, and improving existing infrastructure that supports infill development and appropriate reuse and redevelopment of previouslydeveloped, underutilized land that is presently served by transit, streets, water, sewer, and other essential services, particularly in underserved areas, and to preserving cultural and historic resources. go To protect environmental and agricultural resources by protecting, preserving, and enhancing the state’s most valuable natural resources, including working landscapes such as farm, range, and forest lmads, natural lands such as wetlands, watersheds, wildlife habitats, and other wildlands, recreation lands such as parks, trails, greenbelts, and other open space, and landscapes with locally unique features and areas identified by the state as deserving special protection. To encourage efficient development patterns by ensuring that any infrastructure associated with development that is not infill supports new development that uses land efficiently, is built adjacent to existing developed areas to the extent consistent with the priorities specified pursuant to subdivision (b), in an area appropriately planned for growth, is served by adequate transportation and other essential utilities and services, and minimizes ongoing costs to taxpayers. The information provided in Section IX.A. 11 is for information purposes only and is not intended to affect the priority or eligibility of a project requesting SRF funding. Environmental Impact Analysis Final Environmental Documents must meet general requirements of the CEQA. Applicants must also meet specific CEQA requirements that apply where a state agency is the "responsible party" as defined in CEQA. In addition to CEQA requirements, project applicants must follow specific documentation and review requirements that will assure complimace with federal environmental laws. Detailed environmental review process guidelines including a flowchart are contained in Appendix E. The applicmat must submit the draft Environmental Documents to the Governor’s Office of Planning m~d Research, State Clearinghouse for comments. The draft Environmental Documents must also be distributed for review and comment to other responsible (as defined in CEQA) local, and State agencies within the project’s service area. The Division, as a responsible agency, will review and comment on the draft Environmental Documents received from the State Clearinghouse. Eight (8) copies of the draft Environmental Document must be submitted to the Division for distribution to designated agencies responsible for implementing federal 15 environmental laws. The applicant must respond directly to all comments received from Federal agencies. Under some circumstances, a SRF loan project may be approved under a statutory or categorical exemption from CEQA. In these cases, a Notice of Exemption (Notice) should be filed with the County Clerk. A copy of the Notice and supporting evaluation must be sent to the Division. Compliance with applicable Federal environmental regulations is required for exempt projects and may. involve consultation with Federal agencies. SRF projects must comply with federal laws pertaining to cultural resources, particularly Section 106 of the National Historic Preselwation Act. SRF applicants must document the presence or absence of cultural resources in the project area, their significance, and any project effects. This documentation must be prepared by a researcher meeting federal professional standards for the type of resource in question. Section 13b of Appendix E provides details about the required information. When adequate info~nation has been submitted to the Division by the applicant, the Division’s Cultural Resources Officer will review it for Section 106 compliance and will forward approved documents to the State Historic Preservation Officer (SHPO). The SHPO has a 30-day review period in which to comment or to concur that the process is complete. The SI-~O concunence must be obtained prior to both execution of the loan contract and initiation of construction. As a minimum, the appropriate Environmental Documents shall discuss the items outlined in Appendix E. The Environmental Documents shall discuss consistency with areawide planning such as wastewater treatment and water quality control, basin plans, and Section 208 plans. In addition to submitting the final Environmental Document, the applicant must also submit to the Division copies of the resolution or similar documents certifying or adopting the document and making appropriate findings, an adopted mitigation monitoring plan, and the Notice of Dete~snination filed with the Governor’s Office of Planning and Research. If a preliminary loan commitment is apprdved, the Division will prepare a Notice of Determination and file it with the Governor’s Office of Plm~ning and Research. Applicants must also adopt a mitigation monitoring plan for agreed upon mitigation measures. Compliance with this plan will be a condition of the loan contract. Use of previously prepared Environmental Documents is acceptable provided the procedures and guidance in Sections 15153, 15162-15164, 15168, or 15221 of the State CEQA Guidelines are foll owed. Water Conselwation The SWRCB wi!! not execute a !oan contract for a project unti! the applicant has adopted a water conservation program consistent with local ordinances and authorities. In lieu of adoption of an independent water conservation program, the applicant may become a signato~3, to the "Memorandmn of Understanding Regarding 16 Do go Urban Water Conservation in California" September 1991, California Urban Water Conservation Council, which may be modified to suit local conditions. If the applicant is not a ~vater purveyor, it must (1) certify that seventy-five (75) percent of the water connections in its service area are covered by adopted water conservation programs approved by the Division or (2) demonstrate that the water putweyor(s) have signed the Memormadum of Understanding covering at least seventy- five (75) percent of the water connections within the applicant’s sewer service area. If neither of these requirements can be met before the issuance of the prelimina~3~ loan cormnitment, the applicam must submit a specific time schedule for local adoption of a water conservation program. See Appendix F for further information. The Division may waive the requirements of this section under the following circumstances: the water supplier for the community serves 3,000 or fewer customers and the costs to prepare a document to satisfy the SRF Policy requirements are found to be burdensome to the supplier in light of the benefits derived from the plan. General Planning If the applicant is responsible for adopting the general plan(s) for the area affected by a proposed project, the Division may not give facilities plan approval for the project until the applicant’s authorized representative has certified that the applicant has adopted the "land use" and "housing" elements of its general plan and that the project is consistent with the ad opted general plan. If the applicant is not responsible for adopting the general plan(s) for the area affected by the project, then the Division may not give facilities plan approval until the applicant’s authorized representative certifies that at least seventy-five (75) percent of the area affected by the project includes cities and counties with adopted land use and housing elements. The applicant’s authorized representative will also document that the applicant notified the agency(ies) responsible for adopting the plan(s) and provided a reasonable opportunity to cormaaent on the project’s consistency with the plan(s). The applicant’s authorized representative will certify that the applicant considered those comments during development of the project. Revenue Program Section 204 (b) (1) of the CWA requires recipients to develop user charge systems and to have the legal, institutional, managerial, and financial capability to construct, operate, and maintain the treatment works. The recipient will be required to prepare a Revenue Program in accordance with the Revenue Program Guidelines (see Appendix G), adopt a sewer use ordinance, and establish an acceptable dedicated source, or sources, of revenue to repay the SRF loan. I.Wastewater Capital Reserve Fund (WCP~) !7 All recipients of SRF loans shall create a dedicated WCRF for expansion, major repair, or replacement of their wastewater treatment facilities. The SRF loan contract will not be issued until an ordinance creating the WCRF is enacted by the local governing body. The recipient shall deposit sufficient funds to build up the WCRF at a minimum rate of one-half of one (0.5) percent of the SRF loan amount each year for a period often (10) years. All interest earned on deposits to the WCRF shall remain in the WCRF for the uses specified below. The recipient shall replace any amounts expended from the WCRF by depositing at a minimum annual rate of ten (10) percent of the expended amount. The recipient’s unused bonding capability for the wastewater enterprise may be used to offset, dollar for dollar, the required cash deposits to the WCRF. Unused bonding capability means, with respect to each SRF loan contract issued after January 21, 1993, an amount equal to unissued bonds or other indebtedness authorized either by vote of the local electorate or by provisions of local or other law under which the .borrower would be legally pe~nitted to issue such bonds or other indebtedness without approval by the local electorate or by any other public entity. The amounts required to be deposited in the WCRF may be reduced by any amounts held and not previously allocated for the purposes of this calculation. The amounts may be held in any fund or account established pursuant to a resolution or indenture of a borrower pursuant to which any bonds or other indebtedness have been issued and are. outstanding, which amounts may be used for the purposes for which the WCRF is established. go Money deposited in the WCRF shall be available for the costs for planning, design~, and construction of capital improvements (See IX.D. 1 .a. above) to the wastewater treatment facilities. h.The recipient shall prepare and submit a report on WCRF activities and fund status beginning five (5) years after the Division’s approval of the final Revenue Program. A report shall be due every five (5) years for the life of the loan contract. The requirement to create and maintain a WCP~ shall remain in force for the life of the loan contract. At the end of the loan contract, disposition of the WCRF will be a local responsibility. 18 b Failure to meet the provisions of this Section could result in the immediate recall and repayment of all SRF loan funds disbursed to the recipient. Draft Revenue Program The applicant will be required to identify and make projections of the amount of revenue available from specific sources necessary to repay the SRF loan, A draft Revenue Program must be prepared and submitted prior to Facilities Plan Approval. A loan contract will not be executed until the Division has approved the draft Revenue Program. The draft Revenue Program must include a draft ordinance or resolution committing a source or sources of funds for repayment. The draft Revenue Program shall be updated as appropriate and submitted with the final plans and specifications. As indicated at the time of the preliminary loan commitment, the applicant will be required to identify a "dedicated" source of revenue to repay the loan. Revenue will be considered dedicated when the applicant passes an ordinance or a resolution committing a source, or sources, of funds for repayment. The resolution, or ordinance, dedicating a source of funding for repayment of the SRF loan must be adopted by the applicant and approved by the Division before the loan contract is issued. Fo 3.Final Revenue Program A final Revenue Program, a draft rate ordinance, and an adopted sewer use ordinance must be approved by the Division prior to ninety (90) percent disbursement of the SI~ loan fi, lnds. The final approved Revenue Program should be reviewed periodically during the useful life of the project and modified as necessary. Eligible Project Project components, other than reserve capacity, are intended to be completely eligible or ineligible. The following are categories of eligible and ineligible costs: Eligible a.Treatment facilities, including new collection systems in existing developed areas within the service area, and alternative treatment facilities such as !eachfields, mound systems, wetlands, etc.; b.Reserve capacity for treatment plants and pipelines; (See Section IX.F. for details). 19 Co do Reasonable administration mad laboratory building space directly related to the operation of the eligible facilities. Process control systems; Mitigation measures (except for land) mandated by state and/or Federal agencies; On-site solids handling systems necessary to meet waste discharge permit requirements~ Includes systems that perform thickening, stabilization, and dewatering of sludge as a means of preparing it for beneficial reuse and/or ultimate disposal. Stationm2 and mobile equipment which are an integqal part of the wastewater or sludge handling process such as front loaders for sludge drying beds, injection equipment for dedicated land disposal sites, and compost windrow turners. Equipment must be confined to the treatment plant or disposal site owned by the recipient. Allowances for planning, design, construction and prime engineering, and administration; Special equipment necessary to maintain the eligible treatment facilities, including the manufacturer’s list of spare parts; Necessary insurance related to the construction contract; and Cost-effective buy-in for all of the proportional costs to connect to an existing treatment plant and/or collection system. Ineligible a.All land, easements, and rights of way; b.Contingencies and honorariums; c.Construction change orders and claims; d.House laterals for collection systems and any in-house facilities; Engineering costs included as part of the construction bid for other than Design-Build projects; Decorative items (m~ work, sculptures, reflective ponds, fountains, etc.); 20 Solids hmadling facilities that perform pasteurization, co-generation, conditioning, heat dwing, thermal reduction, and facilities for packaging or dis/ributing biosolids. h.Operation and maintenance costs and extended warranties for equipment and act of God, flood, and earthquake insurance costs; Motor vehicles used for employee transportation or for the transportation of materials generated or consumed by the treatment plant; All other items not included in the construction contract except allowances; and Replacement of previously grant fnnded facilities are ineligible except for the following specific cases: Where an amendment to a basin plan adopted by a RWQCB requires upgrading of specific treatment systems or technology to achieve a mandated enhanced level of treatment, and the replacement of previously grant funded facilities is necessary" to achieve the mandated enhanced level of treatment required by the amendment. (2)Where a proposed water recycling project which meets the definition contained in Section I.D. (eligible water recycling project) of the (WRF) Guidelines (See Appendix D) adopted by the SWRCB on April 17~ 1997; and which is proposed rouse recycled water to replace a bonafide cun’ent or proposed beneficial consumptive use of potable water; and where replacement of previously grant funded facilities is necessary to install the recycling project. (3)Notwithstanding any other provisions of this policy, the SWRCB may consider granting m~ exception to this policy in the event that the SWRCB, after a meeting, makes a finding that the petitioner suffers from severe hardship or unique circumstances. The above eligible and ineligible items must be segregated in the engineer’s estimate. G,Capacity Funding Limitations The eligible capacity shall be determined using average dW weather flow (ADWF) and appropriate peak flows in accordance with population and per capita flow estimates provided by the app!icm,~t. Project capacity must be consistent with environmental constraints. 2i Eligible capacity for treatment plants and collection systems will be up to a period of twenty (20) years from the estimated date of initiation of construction. For projects with a design capacity greater than 20 years, eligible and ineIigible costs shall be determined on an incremental basis. Eligible capacity for multiple phased projects shall be determined on a case by case basis. Eligible capacity for interceptors mad outfalls will be upto folV (40) years from the estimated date of initiation of construction. Allocation between eligible and ineligible costs shall be determined on an incremental basis. Eligible Capacity for multiple phased projects shall be determined on a case by case basis. Eligible capacity shall be calculated by multiplying the appropriate local population projection by an appropriate local per capita flow figure. For existing treatment facilities, the per capita flow shall be based on the existing population and the measured flow. The flow thus calculated will be deemed to include all the eligible project flows, (residential, commercial, existing Federal facilities, existing industrial, and infiltration/inflow). Eligible capacity will be determined at the facilities planning stage. The applicant will be responsible for documenting, in the facilities plan, the peaking factors used for the project. Population or Flow Proiections Population projections must be from an independent agency [i.e. Regional Council of Governments, appropriate local planning agencies, Department of Finance, or Areawid e Water Quality (208) Management Plans]. Population or flow projections will be used to determine the eligible project capacity. Depending on the apparent reasonableness of the local projection, the Division may require additional documentation to support the reasonableness of the projection. A detailed discussion of the local projections should be included in the Project Report. Industri al and Federal Facilities Eligible capacity will include flows from existing Federal and industrial facilities discharging to the municipal system. Prelimina _ry Loan Commitment The Division may request a Preliminary Loan Commitment after the Division has issued facilities plan approval and the applicant has concurred with the eligible project. The !oan application must be submitted before the project is considered for the preliminary loan commitment. The preliminary loan commitment will expire at the end of the time period specified in the approval document unless the specified deadline is met. The specified deadline will be the date the applicant submits biddable plans and specifications to the Division, or another appropriate deadline. Tb, e Division may approve up to a ninety (90) day extension for a good cause. Design-Build Proiects 22 Applicants requesting SRF loan assistance for Design-Build projects will be required to complete both a facilities planning process and a Design-Build selection process. The planning process will follow the planning documentation requirements described under Section IX. above, and theDesign-Build process will follow a two-phase selection process. The two-phase selection process is a procurement process which includes the preparation of a Request for Design-Build Qualifications (RFQ) to pre- qualify the bidders and a Request for Design-Build Proposals (RFP) from the pre- qualified bidders. For additional information on implementation of the Design-Build process, it is recommended that the applicant refer to the RFQ/RFP Guide Section of the ’Design Build Manual.of Practice~ published by the Design Build Institute of America (DBIA) (Phone No. (202) 682-0110). Before a RFP is issued, the applicant must complete a RFQ process. The applicant shall prepare RPQ documents for the selection of the most qualified Design-builders who have the greatest potential to design mad build the proposed project and submit the documents to the Division for review and approval. In this document, the applicant must establish clear and objective standards or criteria which will be used to determine the most qualified firms to be invited to prepare and submit a Design-Build bid proposal. Responses from Design-builders must be evaluated and Design-builders must be pre-qualified by the applicant before issuing a RFP. Before the RFP is finalized, the applicant shall select a Design-Build Technical Review Panel (Panel) to review the RFP. See further discussion in Section K for the Panel selection requirements. The RFP must provide enough information to clearly explain the prc~ject objectives and the design intent. At a minimum, project objectives, process treatment requirements (design criteria), unit processes, external constraints that apply to the project, site definition, geotechnical investigations, process definition, performance requirements, permit requirements, and similar information needs to be provided. The minimum effort is similar to completion of a preliminary design that represents approximately 15 to 20 percent of the conventional design effort. The Panel shall review the RFP to insure the Design-Build objectives and conditions, as discussed below, are described properly and accurately. Based on the results of the Panel’s review, the RFP will be finalized. Only those Design-builders who are pre- qualified by the applicant will receive the RFP and only they may submit a Design- Build bid proposal. The RFP must provide a scope of work that is sufficiently detailed to allow pre-qualified bidders to produce cost-effective bid proposals. Also, criteria for selection of the successful bidder should be communicated clearly and structured such that the qualification-based bidding process is reinforced. The final RFP shall be prepared and submitted to the Division along with a copy of the adopted Waste Discharge Requirements (WDR) issued by the RWQCB. While early submittal is not a program requirement, the Division strongly reconamends that applicants submit a draft RFP for review well in advance of soliciting bids. The final RFP shall be submitted to the Division for review and approval before advertising for bid proposals. 23 The applicant will evaluate the bid proposals and make the final selection of the bid proposal which provides the best value. Best value is deten-nined by both qualitative factors (e.g., design solution, management and schedule) and proposed bid price in the evaluation and selection process. The Panel that was usedto review the RFP will also review the applicant’s evaluation of the bid proposals and make a recommendation to the applicant. If the applicant does not concur with the Panel’s recommendation, the applicant must provide the Division with the justification for not considering the Panel’s recommendation. The Division reserves the right to reject the applicant’s selection if not fully justified. The final loan contract and the Approval to Award (ATA) the Design-Build contract will be issued by the Division after the successful bidder is selected by the applicant and ATA must be obtained from the Division before initiating construction. Technical Review and Panel Selection Requirements For Design-Build Projects The preparation ofa RFP for all Design-Build projects must be undertaken by SRF loan applicants with the assistance of individuals knowledgeable of public contracting requirements, and with the help of professionals experienced in the application of the performance criteria appropriate to facility needs. All SRF loan applicants for Design-Build projects shall meet the following technical review and Panel selection requirements prior to the completion of preliminary (up to 20 percent) design. 1. The proposed technical review effort should be completed in accordance with the RFQiRFP Guide Section of the Design Build Manual of Practice published by the DBIA or equal. 2. The technical review must insure that the RFP outlines: 1) the Desigq~- builder selection criteria clearly; 2) details the project description, project objectives, design intent, design criteria, unit processes, responsibility/risk allocation, and submittal requirements; 3) includes the responsibilities of the owner, Design-builder, Design-builder’s architect (including the engineer and other professionals); 4) specifies responsibility for performance, scheduling, permits, fees and insurance; 5) specifies liquidated damages (if any); 6) and addresses other construction related issues properly and accurately. In addition, the applicant’s needs must be described precisely and in a manner that will be universally interpreted and understood. 3. The applicant’s consultant, or any company affiliated with the consultant, responsible for performing any portion of the project design, assisting in preparation of the RFP, or performing the technical review of the RFP, is not permitted to participate on a team to bid on the Design-Build proposal. 4. The applicant’s consultant, or any company affiliated with the consultant, but responsible for perforrning only the project planning, is permitted m bid on the Design-Build proposal. 24 5. The applicant, and or consultant, or any company affiliated with the consultant, responsible for performing the project planning, preparing preliminary design, or assisting in the preparation of the RFP, is not permitted to be the leader of the Panel or comprise more than twenty (20) percent of the Panel membership. 6. The Panel leader will be selected by the applicant using a qualifications- based selection process (Cal. Govt. Code Section 4525-4529). It is highly recommended that loan applicants submit a Request for Proposal for Technical Review Services (Proposal) to the Division for review prior to soliciting Panel members. This will eliminate the necessity to re-advertiseifthe Proposal or the Panel is found not acceptable by the Division. Once the Panel is selected, the applicant must submit the results to the Division for approval, including copies of the proposal, a description of the selection process, and the qualifications of the selected Panel members. The cost of the technical review effort is included in the planning allowance described in Section XII.B. Failure to complete a technical review effort, in accordance with the referenced DBIA manual, or equal, and the provisions stated above, will result in the proposed project being ineligible for SPY loan funding. PLANS AND SPECIFICATIONS A.Review Procedures The primary focus of the review of the final plans and specifications will be to determine if the design is consistent with the facilities described in the Facilities Plan approval letter, if the proposed project, in concept, will meet discharge requirements, and if it will comply with applicable Federal and State loan program requirements. The final plans and specifications must be approved by the Division and the applicant must agree to the eligibility determinations and performance certification standards prior to issuance of the loan contract. Applicants, at their option, may submit ten percent plans for review if they would like an initial review prior to finalizing the project plans and specifications. Applicants may also request, at their option, a detailed design review by the Division with any comments resu Iting to be fox,yarded to the applicants and their consultants. For Design-Build projects, the review and approval of the design of the project would be carried out in a three-phased approach. The first review will be done after the RFQs are submitted to the Division to determine if the evaluation and selection process used for pre-qualifying bidders is fair mad equitable and that the selection criteria is described accurately and completely. The second review will be after the RFP is submitted to the Division to dete~qnine the project component eligibility; to establish project performance stmadards; and to verify that the proposed project is conmstent with the facilities described in the Facilities Plan approval letter. The third 25 review is after the applicant has selected the successful low bidder and the ATA is submitted to the Division. Design review during the third phase will be limited to assuring that the project being designed and constructed is consistent with the facilities described in the Facilities Plan and is the same as described in the RFP approved by the Division, and also to check if the proposed project, in concept, will meet discharge requirements, and to assure its compliance with Federal and State loan programs’ constructability and biddability requirements. Value Engineering Applicants with estimated total project costs greater than $10 million must conduct a Value Engineering (VE) study. VE studies are also recommended for projects costing less than $10 million because of the potential cost savings and design improvements resulting from the VE process. An extra allowance amount will be provided for applicants conducting VE studies for projects costing less than $10 million. (See Appendix I Allowances). The VE study report shall be submitted with the final plans and specifications. The VE study report shall describe all the VE recommendations. If any VE recommendations are not being implemented, the submittal shall discuss the reasons for rejection. Applicants should consult with Division design staff at the ten (10) percent design stage regarding VE requirements. (See SRF Guidance Memorandum No. 3, Appendix C). For Design-Build projects, irrespective of the project cost, an independent technical review shall be conducted prior to the completion of the RFP. The RFP shall contain the results of the tecl-mical review and form the basis for the bidding documents. For information on conducting independent technical reviews, please see Section IX.K. This technical review will replace the VE requirements that apply to normal design and construction projects. Proiect Performance Standards The performance standards for a project shall be established initially during the facilities planning stage and modified during-the design eligibility review process, or during preparation of the Design-Build RFP. During design review, the applicant and the Division will mutually agree on specific project performance standards for loan funded unit processes and equipment. At the end of the one-year project performance certification period, actual operating data must be compared with the project performance standards. Project performance standards may be established in one of two ways: 1.The recipient may request that the Division develop performance standards based on Division guidelines, or 2. The recipient may develop performance standards for Division approval. 26 Project performance standards shall be based on waste discharge requirements. The standards will describe monitoring data necessary for project certification, including sampling locations, frequency of sampling, flow conditions° duration of sampling~ and testing procedures for mechanical equipment. For non-discharging projects (such as I/I correction and pump stations), the project performance standards include the elimination of overflows and reduction of infiltration/inflow to the levels specified in a SSES. The applicant and the Division will mutually agree on the project performance standards before fin al plans and specifications, or Design-Build RFP approval. The agreement on project perfomaance standards will be included as part of the loan contract. Further information on project performance standards is included in Appendix J, Guidelines for Project Performance Certification. Loan Contract go 1.Normal proiects The loan contract will be issued after final plans and specifications are approved and all other program requirements have been satisfied. The loan .amount will be based on the engineer’s estimate of the eligible project costs. The loan contract will be amended once at the ATA to reflect the actual project costs, subject to the 50 percen/cost increase .limit under Section XV.D. 2.Design-Build Proiects For Design-Build prqiects, the loan contract will be issued after the preliminary loan commitment and after the applicant’s RFP has been reviewed and approved by the Division. The loan contract will be amended after the Division issues the ATA that reflects the actual eligible project costs. Labor Wage Provisions The recipient must comply with State wage determinations. The final plans and specifications will be reviewed to make sure the proper wage determination provisions have been inserted in the specifications. The recipient will be responsible for assuring compliance with applicable labor laws. Minority Business Enterprise/Women’s Business Enterprise (MBE/WBE) The recipient must insert the following forms in its contract bidding documents: (1) Contract Provisions Relative to MBE/WBE; (2) MBE/WBE Self Certification (Attachment A); and (3) Form 4700-5 (Attachment B). Contact your project manager for the latest version. Fmn:hermore, a pre-bid conference with the prospective bidders is strongly encouraged to explain the MBE/WBE "positive effort" requirement. The recipient must submit three MBE/WBE forms with the ATA request package. These are: (1) Attachment B (submitted with the bid); (2) Attachment A; and (3) the applicant’s MBE/WBE Positive Effort Certification (see Appendix K). In the event 27 the bidder does not meet the MBE/WBE fair share objectives, additional documentation must be submitted to the Division by the recipient to demonstrate that the low bidder complied with the positive effort steps listed in the Contract Provi si ans for MBE/WBE Utilization. If acceptable positive effort steps have not been take]], the Division cannot authorize the award of the construction contract. Selecting the next low, responsive, responsible bidder, or rebidding the contract, are acceptable alternatives for the recipient if loan assistance is still desired. The loan contract will be amended to reflect the costs of selection of the next low, responsive, responsible bidder or the low, responsive, responsible bidder after rebidding. Recipients shall report MBE/WBE utilization to the Division on the MBE/WBE Utilization Report, SWRCB Form MBE/WBE UR334 (See Appendix L). Reports must be submitted to the Division within ten (10) calendar days following the end of each federal fiscal quarter until such time as the "Notice of Completion" is issued. COMPLIANCE WITH OTlq-F,R FEDERAL STATUTES AND AUTHORITIES In the January 28, 1988 Final Guidance for State Revolving Funds, EPA listed a number of other Federal laws and authorities that must be followed for activities supported with SRF funds directly made available by capitalization grants. Appendix M contains a cun’ent list of these other laws and authorities with a sample certification form. Prior to issuance of the loan contract, applicants will be required to certify that they have complied, or will comply, with all the other Federal authorities listed in Appendix M. 28 XH.ALLOWANCES A.Normal Allowances A fixed anaount of loan funds will be provided to the loan recipient to partially offset costs for planning, design, consta’uction management, administration, and prime engineering. An additional design allowance (see Appendix I) is included for applicants doing VE studies for projects costing less than $10 million. For projectscosting more than $10 million, the cost of the VE study is included in the design allowance. Payment of the planning and design allowances will be made on actual costs incurred and may be requested as soon as the loma contract is issued. The allowance amounts will be detelTnined from the eligible construction costs at the ATA stage. B.Design-Build Allowances The allowance for Design-Build projects will be determined by entering the allowance tables (See Appendix I) at the amount proposed by the Design-Build contractor. The amount for design will be multiplied by 80 percent and that amount deducted from the Design-Build contractor’s proposed amount. The resulting amount (construction cost) will be used to reenter the tables for all allowances. To the planning allowance will be added 20 percent of the design allowance calculated and no allowance will be allowed for design. For Design-Build projects with construction costs under $10 million, the value for VE will also be added to the planning allowance. For exmnple: the Contractor’s bid amount for a treatment plant is $10 million. The Design Allowance for $10 million is $490,070. Eighty percent is $392,056. The construction cost is $9,607,944 ($10,000,000-$392,056): The allowances for $9,607,944 normal project are: Planning $242,926 Design $473,079 Construction $853,125 Administration $ 86,471 Prime Engineering $ 25,669 Value Engineering $ 30,000 For a Design-Build proiect, the allowances are: Planning $367,542 Design $ -0- Construction $853,125 Administration $86,471 Prime Engineering $25,669 [$242,926+(20%x$473,079)+$30,000] The allowance should not be construed to represent a limit for each project. Needs must be considered on the basis of specific factors associated with that project. Such consideration could result in engineering costs which are appropriate and which could be higher or lower 29 than the amount of the allowance. There are separate tables for pipeline projects and treatment facilitieS. The tables provided in Appendix I also take into account projects that may have received previous grants for planning and/or for design. The final allowance will be calculated by a computer program based on the eligible low bid amount. The tables included in Appendix I of this Policy should only be used to estimate the mnount of the allowance. LOAN APPLICATION AND CONTRACT AWARD The loan application should be submitted with the Facilities Plan. Following the prelimina~3~ loan commitment and prior to design completion, the applicant is required to advise the Division whether the proposed project would be completed using Design-Build or the design- bid-build (normal) method of construction. Depending on the choice of the construction method, the Division will prepare a loan contract checldist to assure all program requirements have been met before award of loan assistance. A sample of the loan application, loan contract and checklist are contained in Appendix N. The loan contract for normal projects will be awarded after the final plans and specifications are approved based on the engineer’s estimate of the eligible project costs. However, for Design-Build projects, the loan contract will be awarded after the RFP is approved by the Division based on the engineer’s estimate for the eligible project. APPROVAL TO AWARD (ATA) Recipients will be required to submit an ATA package to the Division for review and approval prior to awarding the construction contracts. Appendix K contains the ATA Request Form, the MBE/WBE Positive Effort Certification and the MBE/WBE fo~vns that must be submitted with the request to award the construction contract. The Division will use the lowest acceptable bid to determine the final eligible loan contract amount. The Division will also review the ATA request package to assure that both the recipient and its contractors have complied with the MBE/WBE positive effort requirements. Neither the EPA nor the SWRCB will be involved in resolving bid disputes. Bid dispute resolution will be the sole responsibility of the recipient. The ATA will not be issued until all bid disputes have been resolved by the recipient. Once the ATA package has been submitted and is complete, and the final loan amount is agreed upon, the Division will amend the loan contract to reflect actual eligible costs and mail it to the recipient for signature. 3O XV.AMENDED LOAN CONTRACT A.Interest Rate The interest rate is set pursuant to Subsection 13480(b)(1) of the Water Code when the initial loan contract is issued. (See also Subsection 13478 of the Water Code for the local match program). B.Final Loan Amount The anaended loan contract amount will be based on the sum of the lowest acceptable bid costs of the eligible construction project, and the appropriate allowances for planning, design, construction, prime engineering, and administration. The final eligible project cost will be determined at the ATA stage based on the date for initiation of construction. C.Contract Initiation The recipient will have a maximum of six (6) months from the effective date of the loan contract to award the prime construction contract. An extension of up to 90 days may be granted by the Division in the event of unusual circumstances. At the time of the submittal of the ATA package, the recipient must demonstrate that an amount equal to at least five (5) percent of the estimated project costs will be available for project contingencies. The contingency amount will not be eligible for loan assistance. D.Cost Increases After the amended loan contract is issued, all project changes that result in cost increases will be the responsibility of the recipient. If at any time the total eligible project costs exceed the preliminary Ioan commitment amount by more than fifty (50) percent, the project must receive re-approval of the preliminary commitment. E.Future Local Debt The SRF loan contract will contain a provision requiring the sale of future local debt to be on parity with, or subordinate to, the SRF debt unless all of the following criteria are met: 1. The applicant’s non-subordinate debt is rated "A", or higher, by at least two nationally recognized rating agencies. 2. The applicant pledges that net revenues available to pay the SRF loan are at least 1. i times the current year’s debt service on SRF loans. 31 3. The applicant agrees to pay the 20 percent state match amount for their loan in remm for a zero interest loan. XVI.LOAN DISBLrNSEMENTS Disbursements to recipients will be subject to EPA requirements and/or limitations. Costs may be submitted for payment on a monthly basis. Costs submitted to the Division for payment must be cun’ently due and payable to the project contractors. It will not, however, be necessm2¢ for the recipient to have actually paid the costs before requesting payment under the loan contract. A.Loan Disbursement Requests The recipient will receive a copy of the SRF Disbursement Request Form No. 260 or Request for Loan Disbursement Form No. 261 for zero interest loans. (See Appendix P) upon execution of the loan contract, The recipient will be responsible for completing columns C. (Costs Incurred to Date) and E. (Costs Claimed for Paymen[ to Date). The recipient is also responsible for the certification of expenditures by the authorized representative. A copy of each processed payment request will be sent to the recipient to show the amount disbursed by the Division. Specific instructions for requesting disbursements are also included in Appendix P. B.Allowance Requests A request for disbursement of the planning and design allowances can be submitted as soon as the loan conta’act is issued. The total amount for all the allowances will also be shown on the SRF Disbursement Request Form No. 260/261 sent to the recipient. Recipients must certify that planning and design work has been completed and that claimed costs were incurred. Unless requested by the Division, it is not necessary to include invoices or other documentation for the disbursement of allowances. The final allowance amounts will be based on the eligible low bid costs and will be included in the amended loan contract. Any overpayment of allowances based on fl~e initial loan contract, which have already been paid, will be subtracted from subsequent requests for disbursements. Construction Progress Payment Requests The recipient will receive a copy office SWRCB Construction Contractor Spreadsheet Form No. 259 after the ATA has been issued by the Division and the amended loan amount has been agreed upon. Instructions for completing this form are also in Appendix P. When requesting disbursement for construction, the recipient must include a copy of the Construction Contractor’s Pay Estimate along with completed Form Nos. 259 and 260/261 (See Appendix P). The Contractor’s Pay Estimate must be itemized by bid item or show a relationship between the Contractor’s Pay Estimate and the bid items. The estimate must be signed by flae contractor and the authorized representative. The allowance will be paid as costs are incurred. The loan disbursement will be based on 32 the amount of money currently due and payable to the contractor for eligible bid items plus costs incurred for engineering and administration minus any amounts previously paid by the Division. The recipient should assure that adequate local funding is available to pay the contractor in case the loan disbursement is not processed before payment to the contractor is due. Division Assistance If you need assistance, or have any questions regarding submittal of a request for a loan disbursement, please contact the Chief of the Financial and Administration Unit at (916) 341-5820. CONSTRUCTION A.Preconstruction Conference The recipient should notify the Division as soon as the preconstruction conference with the construction contractor is scheduled. Division staff may choose to attend. Construction Inspections 1.Interim Inspections The Division may conduct interim inspections during construction. 2,Final Inspections The Division may conduct a final construction inspection. Completion of Construction Date The completion of construction date will be established for the purpose of determining the loan repayment schedule. The date will be established by mutual agreement between the Division and the recipient. Status Reports Recipients shall submit reports on the status of constructi on activities no less frequently than quarterly starting with the issuance of the Notice to Proceed to the contractor. At minimum the reports will contain the following information: A summary of progress to date including a description of progress since the last report, percent construction complete, percent contractor invoiced and percent schedule elapsed. A listing of change orders including amount, description of work, and change in contract amount and schedule. Any problems encountered, proposed resolution, schedule for resolution and status of previous problem resolutions. 33 XVIIi. OPERATION No Final Project Inspection After the completion of construction date is established, the recipient and the Division will mutually agree on the initiation of operation date. The initiation of operation date is the start of the one-year project performance certification period. During the certification period, the Division will conduct a Final Project Inspection to determine if the treatment facilities are being maintained and operated satisfactorily, and are capable of meeting performance standards. The Division will prepare afinal project inspection report, which will identify areas of operational deficiencies, if they exist. Recipients must provide the Division a copy of the Operation and Maintenance Manual within the first six months of operation. The manual will be used to assist the Division with the final project inspection and review of the project performance certification. B.Proiect Performance Report and Certification One year after initiation of operation, the recipient is required to certify that the project meets the project performance standards and must submit a project perfo~Tnance certification report. The project performance certification report should summarize the data collected during the one-year project performance period and discuss the project’s current and future ability to meet the project performance standards. The project performance certification report should also address any items noted as deficient in the final project inspection report. The Division will approve the certificati on of the project, if appropriate, at the end of the one-year certification period. A detailed outline of the Project Performance Report requirements for various types of projects can be obtained from the Operations Unit. If the project cannot be affirmatively certified, the recipient must prepare a corrective action report, which analyzes the project’s inability to meet the project performance standards. The corrective action report must include an estimate of the nature, scope and cost of the corrective action, and a time schedule for meeting the project performance standards. The time schedule must include an estimated date by which the loan recipient will certify the project and submita project performance certification report. The Division will conduct follow-up inspections, as necessa12, to monitor the recipient’s progress towards meeting the project performance standards. The cost of the corrective action is not eligible for loan assistance. If the recipient does not submit a project perfo~vnance certification report which includes a signed certificate of performance, or a con’ective action plan, within fifteen (15) months of the initiation of operation date, an interest penalty of one-tenth of one (0.1) percent per day will be assessed on the outstanding loan balance due. The interest penalty will begin on the first day after expiration of the appropriate deadline. Further information on project performance certification is included in Appendix J. RECORD KEEPING REQIJqRE1V!ENTS 34 Recipients are required to maintain separate project accounts in accordance with generally accepted government accounting standards. More specifically, the following records must be maintained: Accounts accurately depicting amounts received and expended for the project, including all funds received from the SRF; Program income data; and Total cost of the project. Invoices must be maintained for a period of at least three years after submittal and acceptance of an affitn-native Project Performance Certification. All other records must be kept for the life of the loan. XX.REPAYMENTS Interest will accrue on all loan disbursements as of the date each disbursement is made. A revised repayment schedule will be issued by the Division after the recipient submits an approvable final disbursement request. The Division will prepare a repayment schedule that includes: The interest rate; Accrued interest; Amount of dollars loaned; The final principal amount of the loan due including accrued interest; and A complete amo~qtization table. The first annual loan repayment will be due one year following the completion of construction date, as set by the Division under Section XVII.C. The loans will be fully amortized no later than twenty (20) years after completion of construction. The amount to be repaid will include the amount loaned plus accrued interest. The Division will normally send a repayment notice thirty (30) days before the date each repayment is due, but prompt repayment remains the responsibility of the recipient. A penalty of one-tenth of one percent (0.1%) per day on the amount due will be assessed for late repayment. A ten (10) day grace period will be allowed. However, if the repayment is not received by the end of the grace period, the penalty will be assessed from the repayment due date. Any penalties collected will be deposited in the SRF account to be made available for SRF assistance. Penalties assessed will not change the principal balance of the loan contract. Such penalties will be treated as a separate account in addition to the annual repayment due. All repayments are to be sent to: SRF Accounting Office Attention: SRF Program 35 Post Office Box 1888 Sacramento, CA 95812-1888 BOARD RESERVATION OF AUTHORITY Prior to the signing of any loan contract, the SWRCB rese~wes the right to modify this SRF Policy as necessm2~ to provide for effective and equitable use of SRF funds, including: Reducing the eligible loan amount for any project; Adjusting the terms for repayment of the loan consistent with applicable statutes. Any such action wil.1 be taken only in a manner consistent with applicable Federal and State requirements and after any prospective applicant, adversely affected by the action, has had an opportunity to comment on the proposed action. ELIGIBILITY DISPUTES Any dispute, which is not otherwise resolved, shall be refen-ed to the Chief of the Division, or his/her delegate, for decision. The decision by the Chief of the Division, or his/her delegate, shall be reviewable by the SWRCB, at the option of the SWRCB. In the event that a Division Decision is not acceptable, the applicant or recipient may appeal within 30 days to the Chief of the Division for a.final Division Decision. If the applicant or recipient is not satisfied by the final Division Decision, the applicant or recipient may appeal to the SWRCB within 30 days. The Office of the Chief Counsel of the SWRCB will prepare a summm3~ of the dispute and make recommendations relative to its final resolution, which will be provided to the SWRCB’s Executive Director and all the SWRCB Members. Upon the motion of any SWRCB Member, the SWRCB will undertake to review and resolve the dispute in the manner determined by the SWRCB. Should the SWRCB determine not to review the Final Division Decision, this decision will represent a final agency action on the dispute. These provisions do not pertain to disputes under an executed loan contract. Such disputes shall be resolved in accordance with the disputes resolution provisions of the contract. 36 EXHIBIT "K" 2501 Embarcadero Way Palo Alto, California 94303 650-329-2287 650-856-0196 (Fax) http://www.city.palo,alto.ca.us/waterreuse/ Water Reuse Rules and Regulations Updated April 2004 Prepared for Recycled Water Customers Of The Regional Water Quality Control Plant Water Reuse Program (REGIONAL PROGRAM) EXHIBIT "K" INTRODUCTION PURPOSE The purpose of this document is to provide Customers of the Regional Water Quality Control Plant Water Reuse Program (Regional Program) guidelines for operating and maintaining a recycled water system. The document covers requirements for both new and existing sites on the use of recycled water. This document does not supersede any codes, laws, statues, or regulations governing the use of recycled water. BACKGROUND These rules and regulations have been compiled for the Customers of the Regional Program. Within the Regional Program service area, various Customers or individual facilities may have site-specific requirements. These specifics are set forth in the Customer’s Recycled Water Reuse Permit. In addition, some Cities may have additional requirements or amendments to these requirements that are contained in the City’s local authority guidelines. From time to time, there may be amendments to the existing roles and regulations. These amendments may be made without the consent of the Customers. These amendments will be enforced upon their effective date. Customers will be notified of the amendments. RULES AND REGULATIONS California health laws related to recycled water are covered under the Health and Safety Code, Water Code, and Titles 17 and 22 of the California Code of Regulations. The published codes are available on the Internet at http://www.leginfo.ea.gov/ and http://ccr.oal.ca.gov/. The following is a summary of the basic on-site requirements of the health laws. It is offered as an aid to the Customer. The Customer should not rely upon it as the State of California’s representation of the laws, since the published codes are the only official representations of the laws. Customer shall operate the recycled water system in accordance with the rules and regulations of the California health laws. The local authority (City) has the responsibility to enforce the rules and regulations. The Regional Program reserves the right to take any action necessary with respect to the operation of the Customer’s recycled water system to safeguard the public health. In addition, various regulations for recycled water use are also outlined in the Resolutions, Policies, and Ordinances of the Water Utilities and local authority. Customer shall contact the Water Utility for more information regarding specific requirements. SUMMARY OF ON-SITE REQUIREMENTS Recycled Water Use Permit - The State requires that the Regional Water Quality Control Plant (RWQCP) issue a Recycled Water Use Permit to the use sites within the Regional Program area. Recycled water will be provided only to those Customers who have an approved Recycled Water Use Permit. The Customer is responsible to obtainthe Recycled Wa~ter Use Permit from the RWQCP, and other necessary permits from the local authorities, prior to connecting to the recycled water system of the Regional Program. No Cross-connections - No cross-colmections are allowed between the recycled water system and potable (drinking) water system. Backflow Preventers - In order to protect the public drinking water system from accidental cross-connections, a reduced pressure backflow prevention device is required at all potable meters on a site where recycled water is present. In most cases, backflow prevention devices are not required on the recycled water system. However, where there is a particular threat to the quality of the recycled water, such as a direct connection to an industrial process or an impoundment of water, the Regional Program may require a backflow prevention device on the recycled water system. REGIONAL PRGRAM 3 April 2004 RULES AND REGULATIONS No Hose Bibs - Generally, hose bibs are not allowed on the recycled water system. In most cases, quick coupling valves can replace hose bibs. No Runoff- The irrigation system must be configured and operated to prevent runoff outside the approved use area (the boundaries of the site). No Ponding - The irrigation system must be configured and operated so that ponding does not occur. Adequate measures shall be taken to prevent breeding of flies, mosquitoes and other vectors. This does not apply to approved and intended impoundments. No windblown Spray - The irrigation system must be configured and operated to prevent windblown spray from passing outside the approved use area. Adequate measures shall be taken to minimize contact of recycled water with the public, picnic benches, or drinking water fountains. Pipe Identification - All new and existing recycled water piping below or above grade must be labeled with purple tape with the imprinted words "CAUTION - RECYCLED WATER". Purple colored pipe with the required wording is an acceptable alternative. Signs - Signs must be posted in conspicuous areas on-site indicating that recycled water is used for irrigation (or other) purposes. Generally, signs must be located at all entrances to the facility and around the use area. Warning Tags, Labels - All valve boxes, quick couplers, storage tanks, air/vacuum relief valves, pressure reducing valves, pumps, backflow prevention devices, system controller boxes, or other appurtenances on the recycled water system must be labeled with warning tags or labels. The labels or tags must include the words "RECYCLED WATER - DO NOT DRINIC’. Hours of Operation - To minimize public contact with the recycled water, landscape irrigation should be done during periods when the grounds will have maximum opportunity to dry before use. Pipe Separation - Horizontal and vertical separation must be maintained between recycled water pipelines and potable water pipelines. In general, horizontal separation of ten feet is recommended, and recycled water pipelines should be minimum 12 inches below potable water pipelines. Testing and Records - Customer or the local authority shall perform periodic testing and inspections, and prepare records of observations at the recycled water use sites. Specifics are REGIONAL PRGRAM 4 April 2004 RULES AND REGULATIONS contained in the City’s local authority guidelines. Customer shall grant the local authority and personnel of the Regional Program, the fight of entry to perform testing and inspections. Personnel Training - It is the responsibility of the Customer to ensure that .all operations personnel are trained and familiar with the use of recycled water. The operations personnel must: Be aware that recycled water, although highly treated, . is nonpotable (not for human consumption) ¯Be aware and observe the rules and regulations ¯Observe good personal hygiene ¯Never use recycled water for human or animal consumption ¯Understand that recycled water is safe if regulations are followed and good common sense is used ¯Never make, and never allow, connection between the recycled water system and the potable water system Understand the health and safety aspects of Title 17 and Tire 22 requirements Unapproved Uses - Use of recycled water for any purposes other than those explicitly approved, or in areas other than those specifically noted in the Recycled Water Use Permit and application, is strictly prohibited. Right to Terminate Service - If any time during operation of the recycled water system, real or potential hazards are evidenced, such as cross-connections, unapproved uses, etc. the Regional Program and/or the local authority, reserve the right and has the authority to terminate immediately, with or without notice, recycled water service in the interest of protecting the public health. The customer has the right to terminate service if there are no longer suitable uses at that site. The customer cannot substitute potable water where recycled water can be used. *** END *** REGIONAL PRGRAM April 2004 EXHIBIT "L" ~~ ~ ~> > > m > > EXHIBIT "L" ATTACHMENT B FORMAL CONTRACT CONTRACT No. C07116566 (Public Work) Public Works Department SECTION 500 This Contract, number C07116566 dated is entered into by and between the City of Palo Alto, California Charter City ("City"), and McGuire and Hester ("Contractor"). For and in consideration of the covenants, terms, and conditions (*the provisions*) of this Contract, City and Contractor ("the parties") agree: Term. This Contract shall commence and be binding on the parties on the Date of Execution of this Contract, and shall expire on the date of recordation of the Notice of Substantial Completion, or, if no such notice is required to be filed, on the date that final payment is made hereunder, subject to the earlier termination of this Contract. General Scope of Project and Work. Contractor shall furnish labor, services, materials and equipment in connection with the construction of the Project and complete the Work in accordance with the covenants, terms and conditions of this Contract to the satisfaction of City. The Project and Work is generally described as follows: Title of Project:City of Palo Alto, Mountain View I Moffett Area Reclaimed Water Pipeline Project (WRFP 3212-030, SRF C-06-4132-110); Invitation for Bid (IFB) Number 116566A. Bid: $15,950,279.00 (Fifteen million nine hundred fifty thousand two hundred seventy-nine dollars) Contract Documents. This Contract shall consist of the documents set forth below and in the table of contents, which are on file with the City Clerk and are hereby incorporated by reference. For the purposes of construing, interpreting and resolving inconsistencies between and among the provisions of this Contract, the most technically specific prowsion shall control. If this rule does not resolve the inconsistency, the following documents and the provisions thereof shall be used in the following descending order of precedence. This Contract plus certificate of insurance, Performance Bond, and Labor and Materials (Payment) Bond. IFB, Part I Supplement. IFB, Part I and Part II, Section 100. Project Technical Specifications. Project Drawings. Change Order. Bid. General Conditions. For all work conducted in City of Palo Alto, the most current version of the Water Gas & Wastewater Utility Standards. For all work conducted in the City of Palo Alto, the most current version of the Standard Drawings and Specifications. For all work conducted in the City of Mountain View, the most current version of the Public Services Department Specifications (copies available at the Public Services Department of the City of Mountain View). Other Specifications, or part thereof, expressly incorporated in the Contract Specifications or either city’s Standard Drawings and Specifications. Compensation. In consideration of Contractor’s performance of its obligations hereunder, City shall pay to Contractor the amount set forth in Contractor’s Bid in accordance with the provisions of this Contract and upon the receipt of written invoices and all necessary supporting documentation within the time set forth in the Contract Specifications and the Standard Drawings and Specifications (most current version), or, if no time is stated, 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 Invitation For Bid on terms and conditions and in amounts as may be required by the CITY OF PALO ALTO rev. 12/00 CONTRACT C07116566 PAGE 1 OF 7 FORMAL CONTRACT SECTION 500 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 or supplying materials or equipment under the Project. Contractor shall furnish City 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 Pre.iect Manager to the address set forth in Section 16 of this Contract. 6o Indemnification. Contractor agrees to protect, defend, indemnify and hold the cities of Palo Alto and Mountain View, their Council members, officers, employees, agents and representatives 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 acts or the negligent acts or omissions of Contractor, or which results from Contractor’s noncom pliance 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 may impose strict liability on Contractor in the performance of or failure to perform the provisions of this Contract, except as may arise from the sole willful acts or negligent acts or omissions of either city or any of its Council members, officers, employees, agents or representatives. 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. To the extent Contractor will use hazardous materials in connection with the execution of its obligations under this Contract, Contractor further expressly agrees to protect, indemnify, hold harmless and defend either 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 either city may incur, arising, in whole or in part, in connection with or as a result of Contractor’s willful acts or negligent acts or omissions under this Contract, under the Comprehensive Environmental Response, Compensation and Liability Act (42 U.S.C. ~9601-6975, as amended); the Resource Conservation and Recovery Act (42 U.S.C. ~6901-6992k, as amended); the Toxic Substances Control Act (15 U.S.C. ~2601-2692, as amended); the Carpenter-Presley-Tanner Hazardous Substance Account Act (Health & Safety Code, ~25300-25395, as amended); the Hazardous Waste Control Law (Health & Safety Code, ~25100-25250.25, as amended); the Safe Drinking Water and Toxic Enforcement Act (Health & Safety Code, ~25249.5-25249.13, as amended); the Underground Storage of Hazardous Substances Act (Health & Safety Code, ~25280-25299°7, as amended); or under any other local, state or federal law, statute or ordinance, or at common law. Assumption 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 act or negligent’act or omission of City or any of its Council members, officers, employees, agents or representatives. Waiver. 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. 10. No Exoneration By Inspection: The City has the right, but not the duty, to inspect Contractor’s Work. The right of inspection is solely for the benefit of City. Contractor has the obligation to complete the Work in a satisfactory manner in compliance with Contract requirements. The presence of a City inspector does not shift that obligation to the City or relieve Contractor from its obligations to complete the Work in a satisfactory manner in compliance with the Contract requirements. Compliance with Laws. Contractor shall comply with all Laws now in force or which may 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 constituted, 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 CITY OF PALO ALTO rev. 12/00 CONTRACT C07116566 PAGE 2 OF 7 FORMAL CONTRACT SECTION 500 site, insofar as any are required by reason of the use or occupancy of the Project site, and with all Laws pertaining to nondiscrimination n employment and hazardous materials. 11.Bonds. 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 Bid. 12.Representations and Warranties. 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: Any materials and equipment which shall be used during the course and scope of the Project and Work shall be vested in Contractor; Any materials and equipment which shall be used during the course and scope of the Project and Work shal be merchantable and fit to be used for the particular purpose for which the materials are required; Co Any labor and services rendered and materials and equipment used or employed during the course and scope of the Project and Work shall be free of defects in workmanship for a period of one (1) year after the recordation of the Notice of Substantial Completion; or, if no such notice ~s required to be filed, on the date that final payment is made hereunder; Any manufacturer’s warranty obtained by Contractor shall be obtained or shall be deemed obtained by Contractor for and in behalf of City for the cities of Palo Alto and Mountain View. 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, cons pired, 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 Bid; 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 shal 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 are 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, certifications, and other written information as may be requested of Contractor by City from time to time during the term of this Contract; Contractor and any person performing labor and services under this Project are duly licensed by 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. 13.Assi.qnment. 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. CITY OF PALO ALTO rev. 12/00 CONTRACT C07116566 PAGE 3 OF 7 FORMAL CONTRACT SECTION 500 14.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. 15.Audits by City. During the term of this Contract and for a 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 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 States mail, postage prepaid, (3) sent by private 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 receiwng 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 Public Works Department Regional Water Quality Control Plant 2501 Embarcadero Way Palo Alto, CA 94303 Attn: Daisy Stark, Project Manager To Contractor:McGuire and Hester 9009 Railroad Avenue Oakland, CA 94603 Attn: Michael R. Hester 17. 18. Appropriation 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. 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 CITY OF PALO ALTO CONTRACT C07116566 PAGE 4 OF 7 rev. 12/00 FORMAL CONTRACT such approval or consent. SECTION 500 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 (most current version) 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 authority. 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. 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 prowsions, whether covenants or conditions, shall be deemed to be both covenants and conditions. Resolution. Contractor shal 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, n the calculation 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 which 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. Alternative Dispute Resolution. The parties shall endeavor to resolve any disputes or claims arising out of or relating to this Contract by mediation, which, unless the parties agree otherwise, shall be conducted under the auspices of the Judicial Arbitration and Mediation Service (JAMS), San Jose, California. The intent of the parties is that the mediation shall proceed in advance of litigation; however, if any party should commence litigation before the conclusion of mediation, such litigation, including discovery, shall be stayed pending completion of mediation, and by executing this Contract CITY OF PALO ALTO rev. 12/00 CONTRACT C07116566 PAGE 5 OF 7 FORMAL CONTRACT SECTION 500 the parties stipulate to mediation in accordance with Santa Clara County Superior Court Local Rule 1.15 or Rule 2-3(b) of the ADR Local Rules of the U.S. District Court for the Northern District of California, as such rules may be amended from time to time. The parties shall share the cost of the mediation, including the mediator’s fee, equally. Any written agreement reached in mediation shall be enforceable pursuant to California Code of Civil Procedure § 664.6, as amended. Venue. Unless the parties mutually agree otherwise, mediation shall take place in San Jose, California. In the event that litigation is commenced by any party hereunder, the parties agree that such action shall be vested exclusively in the state courts of California in the County of Santa Clara or in the United States District Court for the Northern District of California. Recovery of Costs. Each Party shall bear its own costs, including attorney’s fees, through the completion of mediation. If the claim or dispute is not resolved through mediation, or if litigation is necessary to enforce a settlement reached at mediation pursuant to California Code of Civil Procedure § 664.6, as amended, then the prevailing party in any subsequent litigation may recover its reasonable costs, including attorney’s fees, incurred subsequent to conclusion of the mediation. Flow-down. Contractor agrees to include provisions of this Contract relating to Alternative Dispute Resolution, Venue. and Recovery of Costs in any subcontracts or major material purchase agreements which it enters into in connection with this Contract, and to require its subcontractors to include those provisions in any sub-contracts or major material purchase agreements, such that any mediation or litigation of any claim or dis pute asserted by a subcontractor or major material supplier will be consolidated with any related claim or dispute between the Contractor and the City. Should the Contractor fail to do so, such that the City is required to defend an action brought by a subcontractor or material supplier inconsistent with the Alternative Dispute and Venue provisions of this Contract, Contractor shall indemnify City for City’s costs of defense, including reasonable attorney’s fees. N 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 first stated above. APPROVED AS TO FORM:CITY OF PALO ALTO Senior Assistant City Attorney Assistant City Manager APPROVED:CONTRACTOR: Director of Administrative Services Director of Public Works By:. Name: Title: By:. Name: Title: (Compliance with California Corporations Code ~ 313 is required 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) CITY OF PALO ALTO rev. 12/00 CONTRACT C07116566 PAGE 6 OF 7 FORMAL CONTRACT SECTION 500 CERTIFICATE OF ACKNOWLEDGMENT (Civil Code ~ 1189) STATE OF .) COUNTY OF ) On , before me,, a notary public in and for said County, personally appeared personally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and officia seal. Signature (Seal) CITY OF PALO ALTO rev. 12/00 CONTRACT C07116566 PAGE 7 OF 7 ATTACHMENT B1 0 0 0 00.~. 0 00t~q 00 00 0 000 0 00 00000 0 00 00 00 00 0 000 0 o 0 000 000 <o 0 0 0 0 0 4 4: < < 4: 4 4: 4: < 4: < < < < < < ATTACHMENT B2 CERTIFICATION OF NONDISCRIMINATION REBID SECTION 410 PROJECT: CITY OF PALO ALTO~ MOUNTAIN VIEW/MOFFETT AREA RECLAIMED WATER PIPELINE PROJ ECT (WRFP 3212-030~ SRF C-06-4132-110) Certification of Nondiscrimination: See Part I Supplement, Boilerplate, Section 13. CITY OF PALO ALTO - IFB 116566A PAGE 1 OF 1 State Revolving Fund Loan Prog~’am AfBE/~VBE Insu~tctions ........................... ho~’~v~; T~(~r~ t~eh:~en~l~-~r-actor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the contracting agency, the contractor may request the United States to enter into such litigation to protect the interests oft.he United States. SEC. 203 (a) Each contractor having a contract containing the provisions prescribed in Section 202 shall file, and shall cause each of his subcontractors to file, Compliance Reports with the contracting agency or the Secretary of Labor as may be directed. Compliance Reports shall be filed within such times and shall contain such information as to the practices, policies, programs, and employment policies, progams, and employment statistics of the contractor and each subcontractor, and shall be in such form, as the Secretary of Labor may prescribe. (b) Bidders or prospective contractors or subcontractors may be required to state whether they have participated in any previous contract subject to the provisions of this Order, or any preceding similar Executive order, and in that event to submit, on behalf of themselves and their proposed subcontractors, Compliance Reports prior to or as an initial part of their bid or negotiation of a contract. (c) Whenever.the contractor or subcontractor has a collective bargaining a~eement or other contract or understanding with a labor union or an agency referring workers or providing or supervising apprenticeship or training for such workers, the Compliance Report shall include such information as to such labor union’s or agency’s practices and policies affecting compliance as the Secretary of Labor may prescribe: Provided, That to the extent such information is within the exclusive possession of a labor union or an agency referring workers or providing or supervising apprenticeship or training and such labor union or agency shall refuse to furnish such information to the contractor, lhe contractor shall so certifiy to the contracting agency as part of its Compliance Report and shall set forth what efforts he has made to obtain such information. (dl The contracting agency or the Secretary of Labor may direct that any bidder or prospective contractor or subcontractor shall submit, as part of his Compliance Report, a statement in writing, signed by an authorizedofficer or agent on behalf of any labor union or any agency referring workers or providing or supervising apprenticeshi~p or other training, with which the bidder or prospective contractor deals, with supporting information, to the effect that the si_maer’s practices and policies do not discriminate on the grounds of race, color, creed, or national origin, and that the signer either will affirmatively cooperate in the implementation of the policy and provisions of this Order or that it consents and agrees that recruitment, employment, and the terms and conditions of employment under the proposed contract shall be in accordance with the purposes and provisions of the Order. In the event that the union, or the agency shall refuse to execute such a statement, the Compliance Report shall so certify and set forth what efforts have been made to secure such a statement and such additional factual material as the contracting agency or the Secretary of Labor may require. 13 -41 CFR 60-1.4 NONDISCRIM1-NATION CLAUSE NONDISCRIMINATION CLAUSE During the performance of this contract, the contractor a~ees as follows: (1) The contractor will not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The contractor will take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, religion, sex, or national origin. Such action shall include, but not be limited to the following: Employment, upgrading, demotion, or transfer, recruitment or recruitment advertising; layoffor termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the contracting officer setting forth the provisions of this nondiscrimination clause. (2) The contractor will, in all solicitations or advertisements for employees placed by or on behalf of the contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, reli~on, sex, or national origin. (3) The contractor will send to each labor union or representative of workers with which he has a collective bargaining agreement or other contract or understanding, a notice to be provided by the agency contracting officer, advising the labor union or workers’ representative of the contractor’s commitments under section 202 of Executive Order 11246 of September 24, 1965, and shall post copies of the notice in conspicuous places available to employees aud applicants for employment. (4) The contractor will comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. Issue Date: August 15, 2005 BP- 37 State Revolving Fund Loan Prod’am MBEMYBE lnsmtctions (5) The contractor will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by the rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the contracting agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders. (6) In the event of the contractor’s non-compliance with the nondiscrimination clauses of this contract or with any of such rules, regulations, or orders, this contract may be canceled, terminated or suspended in whole or in part and the contractor may be declared ineligible for further Government contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law. (7) the contractor will include the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The contractor will take such action with respect to any subcontract or purchase order as may be directed by the Secretary of Labor as a means of enforcing such provisions including sanctions for noncompliance: Provided, however, th at in the event the contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction, the contractor may request the United States to enter into such litigation to protect the interests of the United States. (b) Federally assisted construction contracts. (1)Except as otherwise provided, each administering agency shall require the inclusion of the following language as a condition of any grant, contract, loan, insurance, or guarantee involving federally assisted construction which is not exempt from the requirements of the equal opportunity clause: The applicant hereby agrees that it will incorporate or cause to be incorporated into any contract for construction work, or modification thereof, as defined in the regulations of the Secretary of Labor at 41 CFR Chapter 60, which is paid for in whole or in part with funds obtained from the Federal Government or borrowed on the credit of the Federal Government pursuant to a grant, contract, loan insurance, or guarantee, or undertaken pursuant to any Federal program involving such grant, contract, loan, insurance, or guarantee, the following equal opportunity clause: During the performance of this contract, the contractor agrees as follows: (1) The contractor will not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The contractor will take affirmative action to ensure that applicants are employed, and that employees are treated during employment without regard to their race, color, religion, sex, or national origin, such action shall include, but not be limited to the following: Employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff.or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. (2) The contractor will, in all solicitations or advertisements for employees placed by or on behalf of the contractor, state that all qualified applicants will receive considerations for employment without regard to race, color, religion, sex, or national origin. (3) The contractor will send to each labor union or representative of workers with which he has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers’ representatives of the contractor’s commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. (4) The contractor will comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. (5) The contractor will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders. (6) In the event of the contractor’s noncompliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, this contract may be canceled, terminated, or suspended in whole or in part and the contractor may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by la~v. Issue Date: August 15, 2005 BP- 38 State Revolvhtg Fund Loan Program MBF_~VBE h~structions (7) The contractor will include the portion of the sentence irrtmediately precedingpara~aph (1) and the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The contractor will take such action with respect to any subcontract or purchase order as the administering agency may direct as a means of enf6rcing such provisions, including sanctions for noncompliance: Provided, however, That in the event a contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the administering agency the contractor may request the United States to enter into such litigation to protect the interests of the United States. The applic .ant further a~ees that it will be bound by the above equal opportunity clause with respect to its own employment practices when it participates in federally assisted construction work: Provided, that if the applicant so participating is a State or local government, the above equal opportunity Clause is not applicable to any agency, instrumentality or subdivision of such government which does not participate in work on or under the contract. The applicant agrees that it will assist and cooperate actively with the administering agency and the Secretary of Labor in obtaining the compliance of contractors and subcontractors with the equal opportunity clause and the rules, regulations, and relevant orders of the Secretary of Labor, that it will furnish the administering agency and the Secretary of Labor such information as they may require for the supervision of such compliance, and that it will otherwise assist the administering agency in the discharge of the agency’s primary responsibility for securing compliance. The applicant further agrees that it will refrain from entering into any contract or contract modification subject to Executive Order 11246 of September 24, 1965, with a contractor debarred from, or who has not demonstrated eligibility for, Government contracts and federally assisted construction contracts pursuant to the Executive order and will carry out such sanctions and penalties for violation of the equal opportunity clause as may be imposed upon contractors and subcontractors by the administering agency or the Secretary of Labor pursuant to Part II, Subpart D of the Executive order. In addition, the applicant a~ees that if it fails or refuses to comply with these undertakings, the administering agency may take any or all of the following actions: Cancel, terminate, or suspend in whole or in pan this grant (contract, loan, insurance, guarantee); refrain from extending any further assistance to the applicant under the program with respect to which the failure or refund occurred until satisfactory assurance of future compliance has been received from such applii:ant; and refer the case to the Department of Justice for appropriate legal proceedings. (c) Subcontracts. Each nonexempt prime contractor or subcontractor shall include the equal opporttmiry clause in each of its nonexempt subcontracts. (d) Incorporation by reference. The equal opportunity clause may be incorporated by reference in all Government contracts and subcontracts, including Government bills of lading, transportation requests, contracts for deposit of Government funds, and contracts for issuing and paying U.S. savings bonds and notes, and such other contracts and subcontracts as the Deputy Assistant Secretary may designate. (e) Incorporation by operation of the order. By operation of the order, the equal opportunity clause shall be considered to be a part of every contract and subcontract required by the order and the regulations in this part to include such a clause whether or not it is physically incorporated in such contracts and whether or not the contract between the. agency and the contractor is written. (f) Adaptation of language. Such necessary changes in language may be made in the equal opportunity clause as shall be appropriate to identify properly the parties and their undertakings. [43 FR 49240, Oct. 20, 1978, as amended at 62 FR 66971, Dec. 22, 1997] Issue Date: August 15, 2005 BP- 39 State Revolving Fund Loan Program MBE/WBE Instructions During the performance of this contract, contractor and its subcontractors shall not unlawfully discriminate against any employee or applicant for employment because of sex, race, religion, color, national origin, ancestry, physical disability (including HIV and AIDS), mental disability, medical condition (cancer), marital status, age (over 40) or denial of family care leave. Contractors and subcontractors shall insure that the evaluation and treatment of their.employees and applicants for employment are free of such discrimination and harassment. Contractors and subcontractors shall comply with the provisions of the Fair Employment and Housing Act (Government Code Section 12900 (a-f) et seq.) and the applicable regulations promulgated thereunder ICalifomia Administrative Code, Title 2, Section 7285.0 et seq.). The applicable regulations of the Fair Employment and Housing Commission implementing Government Code, Section 12900 (a-f), set forth in Chapter 5 of Division 4 of Title 2 or the California Administrative Code are incorporated into this contract by reference and made a part hereof as if set forth in full. Contractor and its subcontractor shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement. The contractor shall include the nondiscrimination and compliance provisions of this clause in all subcontracts to perform work under the contract. THE UNDERSIGNED CERTIFIES THAT THE CONTRACTOR WILL COMPLY WITH THE ABOVE REQUIREMENTS. CONTRACTOR OR SUBCONTRACTOR NAME: McGuire and Hester CERTIFIED BY: NAME: SIGNATURE: Michael R. Hester TITLE:President DATE:4/24/07 Issue Date: August 15, 2005 BP- 40 ATTACHMENT C CITY OF PALO ALTO CONTRACT NO. C07122034 AGREEMENT BETWEEN THE CITY OF PALO ALTO AND URS CORPORATION FOR PROFESSIONAL SERVICES CONSTRUCTION MANAGEMENT SERVICES FOR THE MOUNTAIN VIEW-MOFFETT AREA RECLAIMED WATER PIPELINE PROJECT This AGREEMENT is entered into by and between the CITY OF PALO ALTO, a California Charter City i"CITY"), and URS CORPORATION, a Nevada corporation with offices located at I00 California Street,5th Floor,San Francisco,CA 94111 ("CONSULTANT"). RECITALS The following recitals are a substantive portion of this Agreement. A. CITY intends to construct the Mountain View/Moffett area reclaimed water pipeline using an outside construction firm (~Project") and desires to engage a consultant to provide construction management services 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 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 SERVICES. 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 December 31, 2008, unless terminated earlier pursuant to Section 20 of this Agreement. 050310 CITY OF PALO ALTO CONTRACT NO. C07122034 SECTION 3. SCHEDULE OF PERFORM2tNCE. Time is of the essence in the performance of Services under this Agreement. CONSULTANT shall complete the Services within the term of this Agreemenu and in accordance with the schedule set forth in Exhibit "A", 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. CITY’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 million ninety-three thousand two hundred eighteen dollars ($1,093,218.00). In the event Additional Services are authorized, the total compensation for services and reimbursable expenses shall not exceed one million three hundred thousand dollars ($1,300,000.00). The applicable rates and schedule of payment are set out in Exhibit "B", 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 "B". 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 performed the services, hours worked, hourly rates, and reimbursable expenses), based upon the CONSULTANT’s billing rates (set forth in Exhibit "B"). 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. Send all invoices to the CITY attention the Project Manager. The Project Manager is: Daisy Stark, Dept.: Public Works, Regional Water Quality Control Division, 2501 Embarcadero Way, Palo Alto, CA 94303, Telephone: 650-329-2287. 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 050310 2 CITY OF PALO ALTO CONTRACT NO. C07122034 experience to perform the Services assigned to them. CONSULTANT represents that it, 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 under this 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 prepared. 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, 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. 050310 CITY OF PALO ALTO CONTRACT NO. C07122034 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 approyal of the city manager will be void. SECTION II. SUBCONTRACTING. CONSULTANT shall not subcontract any portion of the work to be performed under this Agreement ’without the prior written ¯ authorization of the city manager or designee. SECTION 12. PROJECT MANAGEMENT. CONSULTANT will assign Roger Bethell 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. The city manager will represent CITY for all purposes under this Agreement. Daisy Stark is designated as the project manager for the CITY. The project manager will be CONSULTANT’s point of contact with 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. 050310 4 CITY OF PALO ALTO CONTRACT NO. C07122034 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 provislons 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. 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 "C". 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 Ratinq Guide ratings of A-:VII or higher which are licensed or authorized 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. 050310 CITY OF PALO ALTO CONTRACT NO. C07122034 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 such 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. 20.1.The city manager may suspend the performance of the Services, in whole or in part, or terminate this Agreemenn, 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 Manager immediately any and all copies of studies, sketches, drawings, computations, and other data, whether or non completed, prepared by CONSULTANT or its contractors, if any, or given to CONSULTANT or its contractors, if any, in 050310 CITY OF PALO ALTO CONTRACT NO. C07122034 connection with this Agreement. property of CITY. Such materials will become the 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:Office of the City Clerk City of Palo Alto Post Office Box 10250 Palo Alto, CA 94303 With a copy to the Purchasing Manager. To CONSULTANT: Attention of the project director at the address of CONSULTANT recited above SECTION 22.CONFLICT OF INTEREST 22.1.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 050310 7 CITY OF PALO ALTO CONTRACT NO. C07122034 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 Municipal 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 "D" SECTION 24.MISCELLANEOUS PROVISIONS. 24.1. This Agreement will be governed by the laws of the State of California. 24.2.In the event that an action is brought, the parties agree that trial of such action will be vested exclusively in the state courts of California or in the United States District Court for the Northern District of California in the County of Santa Clara, State of California. 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 Agreemenz 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. any 24.7. All exhibits referred to in this Agreement and addenda, appendices, attachments, and schedules to this 050310 CITY OF PALO ALTO CONTRACT N0. C07122034 Agreement which, from time to time, may be referred to in any duly executed amendment hereto are by such reference 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 shaIl take precedence in the event of a conflict with any other covenant, term, condition, or provision of this Agreement. 050310 CITY OF PALO ALTO CONTRACT NO. C07122034 IN WITNESS WHEREOF, 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 Asst. City Attorney Assistant City Manager APPROVED: Director of Administrative Services I!RS CORPORATION AMERICAS (~f corporation: President or Vice-President) Title: ~4Z~t (If corporation: Secretary or Treasurer) Taxpayer Identification No. Attachments : EXHIBIT "A" : EXHIBIT "B": EXHIBIT "B-I" : EXHIBIT "C" : EXHIBIT "D" (Compliance with Corp. Code § 313 is required 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 PERFORMANCE COMPENSATION RATE SCHEDULE INSURANCE NONDISCRIMINATION COMPLIANCE FORM i0 050310 CITY OF PALO ALTO CONTRACT NO. C07122034 EXHIBIT A Scope of Services & Schedule of Performance Construction Management Services for the Mountain View/Moffett Area Reclaimed Water Pipeline Project This scope of services is for construction management services for the Mountain ViewiMoffett Area Reclaimed Water Pipeline project. The construction management team shall comprise of personnel that would provide the necessary expertise, resources, and manpower to manage the project through the completion of the construction contract. The-Consultant shall be responsible for ensuring delivery of the completed project in accordance with the Contract Documents. A. Background Project Description The Palo Alto Regional Water Quality ControlPlant (RWQCP) is operated by the City of Paio Alto for the cities of Mountain View, Palo Alto, Los Altos, the Town of Los Altos Hills, East Palo Alto Sanitary District, and Stanford University, known collectively as the RWQCP Partners. The Mountain View/Moffett Area Reclaimed Water Pipeline Project (Project) is the first expansion project of the existing RWQCP water-recycling program. Information about the RWQCP and its water-recycling program can be obtained at www.PARWQCP.or.q The Project consists of the construction of approximately 20,000 feet of main transmission pipe (30" and 24") from the Palo Alto Regional Water Quality Control Plant (RWQCP) to the Mountain View Shoreline area. The project will also construct approximately 16,000 feet of smaller distribution pipes and laterals (18", 16", 12", 8", and 6"), and user connections to approximately 100 reuse sites in the Shoreline area. The major components of the Project are shown in the attached map. The pipes will be installed mainly in city streets and the entire pipe route is within the business areas of Palo Alto and Mountain View.The engineer’s estimated construction cost of the project is $19.5 million. Project Partners The project partners are: ¯Cityof Mountain View ¯Cityof Palo Alto ¯The RWQCP Committed Fundinq Sources The Project is funded by the following sources: Chapter 7 grant from the State Water Resources Control Board (SWRCB) ,State Revolving Fund (SRF) loan from the SWRCB Chapter 8 grant from the SWRCB Exhibit A Page 1 of 11 CITY OF PALO ALTO CONTRACT NO. C07122034 Fund from the City of Mountain View Fund from the City of Palo Alto Fund from the RWQCP The RWQCP applied for and obtained the State grant and the SRF loan on behalf of the project partners. The City of Palo Alto as the operator of the RWQCP is the named recipient of the State grant and the SRF loan. As such, the RWQCP under the City of Palo Alto is the administrator of the State funds and the Project Manager for the Project. Potential Future Fundinq Sources At the preparation of this RFP, the project partners are pursuing the following additional funding sources for the Project: Federal grant - The RWQCP has also applied for a Federal grant for the Project. The U.S. Bureau of Reclamation (USBR) has approved the Project for Title XVI compliance. The project partners are currently seeking Federal funding under Title XVI, which is retroactive for approved projects. Environmental Review In order to comply with the State and Federal funding requirements, the RWQCP has conducted exhaustive environmental reviews for the Project, including cultural resources review conforming to the State Historical Preservation Office (SHPO) requirements. The Project has attained both NEPA and CEQA-Plus certification. Proiect Documents The following documents were prepared for the Project: ¯Regional Water Recycling Facilities Planning Study - MV/Moffett Area Water Reuse Project, RMC March 2004 RWQCP Recycled Water Pipeline Project - IS/MND, ESA December 2003 RWQCP Reuse Pipeline Project- Cultural Resources Inventory Report, ESA November 2003, updated 2007 ¯MV/Moffett Area Reclaimed Water Pipeline Project ENFONSI, USBR Aug. 2006 ¯MV/Moffett Area Reclaimed Water Pipeline Project Specifications and Plans, RMC March 2007 (and the related Basis of Design report, Geotechnical Report, Value Engineering Report, etc.) The above documents are available for review at the following locations: The RWQCP at 2501 Embarcadero Way, Palo Alto. Contact Daisy Stark @ (650) 329-2287 RMC at 2290 North First Street, Suite 212, San Jose. Contact Tammy Quails @ (408) 240-8173 Exhibit A Page 2 of 11 CITY OF PALO ALTO CONTRACT NO. C07122034 B. Scope of Work General The Construction Management team (CM) shall apply professional knowledge, skill and expertise in the fields of project management, construction management, quality management and verification, field inspections, project controls, change control, claims prevention, contracting, materials testing, survey, and contract administration for all aspects of the scope of work described below in order to facilitate completion of the Project, within budget, on schedule, and in compliance with all regulatory and funding requirements of the committed and potential funding sources. The CM shall assign only personnel whose qualifications, background and experience are commensurate with the expertise required to accomplish the assigned work. The CM shall execute its work in a manner that minimizes unnecessary change orders, administrative or construction delays, or involvement of legal counsel. The CM will have responsibility for overall administration of construction. The design consultant, RMC, is expected to have specific roles during construction to provide engineering support. The design consultant will also have a role in quality assurance. It will be the responsibility of the CM to develop a team approach to the construction that places the CM in overall responsibility for contract administration, resident engineering and quality control, but that allows RMC to undertake engineering and design support services to a level to insure responsibility for the completed project. Specific tasks to be undertaken by RMC include: Submittal reviews; RFI responses; Contract clarifications; Change order documentation support; Site visits; Attendance at selected construction meetings; Record drawings. The tasks listed below are intended to describe the services to be provided by the CM. The services listed are not all-inclusive, but rather represent those normally expected during performance of the project. Task I - Pre-construction Services Subtask 1.1 Review existing documents - Perform a thorough review of project planning, design, environmental, funding, permitting, and contracting documents to become familiar with the Project work and the Project documentation requirements. Become familiar with site access, staging, logistics, and transportation issues and constraints. Subtask 1,2 Construction Management Procedures - Meet with the Project Manager, project partners, and project team to discuss and establish an Exhibit A Page 3 of 11 CITY OF PALO ALTO CONTRACT NO. C07122034 efficient and effective means of and channel for communication. Meet with the project team members including the design consultant (RMC), Project Manager, project partners, and the .SWRCB as needed. Review the cities’ Construction Management Procedures Manuals, the cities’ additional procedural requirements for the Project, and the State’s construction procedures and requirements. Review the SWRCB construction contract requirements. Consolidate and establish one set of procedures specifically for this Project consistent with the cities and State requirements. The construction management procedures shall address at a minimum the following items. Organizational structure for the project Communication management/document control system and procedures Project forms Schedule management (development, maintenance, control, reporting) Quality control and quality assurance program, including inspections and management of potential night-time and weekend construction Construction contract management and administration Labor compliance program Funding and payments tracking and management Change order and claims procedures Approval thresholds Disputes avoidance and resolution Safety administration Regulatory agency interface Community relations and outreach participation, including coordination with property owners and occupants along the pipe route Task 2 - Construction Phase Services The CM shall take responsible charge of the construction management of the project immediately following Notice to Proceed to the construction contractor. The CM will have the following primary responsibilities during the construction phase: Mobilization Project Controls Documentation and Document Control Contract Administration Construction Management / Coordination Claims Analysis Quality Control, Inspection and Testing Start-up, Closeout and Acceptance Accounting and Administration A general description of the scope of work for each item is presented below. Subtask 2.1 Mobilization - Arrange and set up a field office at the RWQCP. Coordinate and utilize the space and furniture at the RWQCP as much as possible. Furnish additional furniture, all vehicles, inspection and testing Exhibit A Page 4 of 11 CITY OF PALO ALTO CONTRACT NO. C07122034 equipment, computers and ancillary hardware and software, radios, phones, materials, tools, cameras and film, paper, office supplies, other machines, equipment, utilities, courier service, and all other items as required. Subtask 2.2 Project Controls - Implement a computer-based cost and schedule control system to detect potential deficiencies early, and to facilitate reporting to various funding sources. Maintain the project master schedule in CPM format. Continuously update schedule to show progress/status and all potential schedule changes. Review contractor’s schedules and monthly schedule updates and incorporate into project master schedule. Include schedule updates in monthly progress report. Subtask 2.3 Documentation and Document Control Subtask 2.3.a Document Control- Implement a document control system that manages the receipt, logging, control, tracking, and timely processing of all correspondence, relevant verbal communications, technical documents, shop drawings, submittals, manuals and samples received as part of construction. The CM is responsible for receiving and addressing all cortes pondence with the contractor. Implement a labor compliance program for the enforcement and documentation of compliance with regulatory requirements including compliance with the labor code, MBE/WBE, and prevailing wage. Implement a system for the documentation of compliance with cultural resources protection. Maintain project records at the CM field office. Furnish all original project documents and final reports to the RWQCP within 30 days upon receipt of a copy of RWQCP’s filing of the Notice of Completion. Subtask 2.3.b Shop Drawings and Submittals - Prepare a log of anticipated submittals, including the designated submittal-numbering system. Receive submittals from the contractor and check for general conformity with the contract requirements. If obvious deficiencies are apparent in the submittal, return the submittal back to the Contractor for correction. Forward complete technical submittals to RMC for review. Coordinate with RMC as required on submittals. Review and transfer comments, including RMC’s comments, to the appropriate number of copies of the submittals. Return reviewed submittals and comments to contractor in accordance with the construction contract documents. Forward a copy of submittals and comments to RMC, the Project Manager, and the .project engineer of each project partner. Reviews shall state one of the following: 1) No Exceptions Taken; 2) Make Corrections Noted; 3) Revise & Resubmit; 4) Rejected. CM shall ensure that the comments are addressed properly as needed and that the construction is Exhibit A Page 5 of 11 CITY OF PAL0 ALTO CONTRACT NO. C07122034 in accordance with approved submittals. CM shall ensure that no scope change is made through submittal process. Where appropriate, initiate potential change order file. Subtask 2.3.c As-built Drawings - Confirm on a monthly basis that the Contractor is maintaining up-to-date marked up prints of construction drawings and documents showing all field changes and as-built conditions. Maintain the same drawings and documents in the construction field office. Coordinate with RMC and review the as-built mark ups for completeness and forward reviewed and complete as-built drawings to RMC for the preparation of record drawings. Subtask 2.3.d Video and Photographic Documentation - Take detailed conventional and digital photographs and videotape of site conditions prior to any construction operation, adjacent areas, and along haul and access roads to document and clearly document pre-existing conditions. Take and maintain daily photographic and video documentation throughout the construction of the entire project including adjacent areas. Label photographs and videos with project name, time and date, subject, and other pertinent information. Subtask 2.4 Contract Administration Identify, prepare, log, monitor, and negotiate all correspondence, claims, changes, extra work, change orders, and other construction-related documents. Implement and enforce labor compliance program. Advise the contractor of Project Manager’s schedule for processing progress payments. Verify quantity and completeness of work. Verify quantity and acceptability of stored materials. Review progress payment requests submitted by the contractor. Handle administration, preparation and processing of the monthly progress payments. Submit all monthly progress payment requests to Project Manager with a recommendation stating the proper amount for payment. Review contractor insurance documentation for compliance with contract requirements. Subtask 2.5 Project Manager Assistance The Project Manager will coordinate with the SWRCB and if necessary the Federal funding agency on progress reports, payments, schedule, code enforcements and records. CM shall assist the Project Manager by providing backup information, reports, and records to facilitate the Project Manager’s report to these funding agencies. Subtask 2.6 Construction Management / Coordination Exhibit A Page 6 of 11 CITY OF PALO ALTO CONTRACT NO. C07122034 Subtask2.6.a General- Provide coordination as required among the Project Manager, city project engineers, contractor, subcontractors, environmental monitors, regulatory agencies, easement owners, developers working on adjacent sites, and the community. Subtask 2.6.b Public Outreach - The CM shall be responsible for day-to- day interaction with the public, including receiving and responding to questions and concerns, and implementing ongoing public outreach efforts. The CM will need to regularly prepare draft press release and construction updates that communicate critical project milestones, next steps, or descriptions of upcoming traffic control/detour that affects a large number of individuals. After cities’ review, CM shall finalize the press release. Cities will post the press release in newspapers and on city website. Significant coordination and outreach will be required with the occupants and landowners along the-alignment. The project partners will post and update construction activities and schedule in the cities’ websites, and mail project information and schedule to the property owners and occupants. The CM’s outreach effort includes: ¯Coordinate and collaborate with the cities in establishing and maintaining communications with the occupants and land owners beyond web posting and mailing; ¯Provide appropriate notice in advance of construction along their property; ¯Receive, document, and track all complaints, address complaints as quickly as possible; and ¯Assist in the resolution of major complaints/issues that arise as a result of construction. Subtask2.6.cPreconstruction Meeting Prepare and distribute the agenda for the Preconstruction Meeting with contractor. Facilitate meeting. Address administrative and non-design issues, including overall project objectives, responsibilities of key personnel and agencies, schedules, procedures for handling submittals, correspondence, utility relocations, permit requirements, public outreach issues, safety plans, requests for information, progress payments, change orders, and other pertinent project information. Prepare minutes of the meeting for distribution. Subtask 2.6.d Project Meetings - Schedule and conduct weekly construction progress meetings and other meetings as required during the project. Meetings shall include the contractor, CM, Project Manager, sub- consultant as needed, and all other participants who require or request regular updates, or are project decision makers. Prepare and issue agendas and summaries of discussions with identified action items. Subtask 2.6.e Monthly progress report- Prepare and submit to the Project Manager a monthly progress report that includes the following elements for the previous period: Exhibit A Page 7 of 11 CITY OF PALO ALTO CONTRACT NO. C07122034 Brief summary of construction activities completed, and activities projected for following period. Updated construction schedule and summary of changes to previous submittal. Identification of key problems, action items, and issues. Summary of issues resolved. Summary of change orders executed, new and ongoing potential change orders, submittals and RFIs in process, and Notices of Noncompliance. Summary of interactions with regulatory agencies, private citizens, and business owners. Subtask 2.6.f Construction Schedules - Review and evaluate contractor work plans, baseline schedule and schedule updates. Provide written comments to the contractor on the baseline schedule and schedule updates. Evaluate schedule activities, logic, durations, critical path, incorporation of constraints and requirements, progress shown as percent complete, and overall progress of the construction. Subtask 2.6.g Requests for Information (RFI) and Requests for Clarification (RFC) - Receive all RFIs and RFCs from the contractor. Make a determination as to whether the request is complete. If the request is not complete, return the RFI or RFC to the Contractor. If the request is valid and the RFI or RFC is of an administrative or general nature, provide a response to the contractor. Where appropriate and where affecting the design and its intent, route the RFI or RFC to RMC and a copy to the Project Manager. Receive response from RMC and verify its acceptability. If the response materially affects the design, review the response and its consequences with the Project Manager. Return an appropriate response to the contractor with a copy to RMC and the Project Manager. Subtask 2.6.h Change Orders - Keep Project Manager apprised of all potential change orders. Coordinate with RMC, prepare cost estimates and change order justification. Negotiate change orders with the contractor. Prepare and submit change order request with backup information to Project Manager for execution. All change orders must be approved in accordance with the level of authority pre-established by the project partners. Where required, issue field orders. All work completed under a field order must be completed on a time and material basis. All field orders shall be within the cost limit in accordance with the level of authority pre-established by the project partners, and be approved by either the construction manager of the CM or the Project Manager before being issued to the contractor. Exhibit A Page 8 of 11 CITY OF PALO ALTO CONTRACT NO. C07122034 Subtask2.6.i System Outage Request - Provide information to the contractor as needed for the contractor to develop proper system outage requests. Coordinate all shutdown and other construction activities with the city project engineer or city operational staff if one is assigned to the project, and member agencies to ensure that operations of existing facilities are not compromised. Subtask 2.6.j Environmental Monitoring - Assist cities’ environmental monitor with tasks required for successful environmental monitoring and reporting, training of construction personnel and conflict resolution. The CM will be responsible for communicating recommendations of the environmental monitor to the contractor, and for daily monitoring and enforcing of environmental protections. Comply with the environmental permit and environmental requirements for the project. Attend meetings with regulatory agencies if requested. Subtask 2.6.k Safety - CM shall be responsible for enfoming and administering site-specific safety program. Review contractor job safety reports and monitor the development, implementation and performance of the Contractors’ Site Safety Plan. Subtask 2.7 Claims Analysis - Perform a detailed analysis of all potential claims filed by the contractor resulting from this project. Collect all documentation regarding the contractor’s assertion and perform an independent analysis of the technical issues, and schedule impacts in the potential claim. The purpose of this subtask is to assist in claims avoidance. Provide technical and documentation support to the Project Manager ’throughout the claims process. Subtask 2.8 Quafity Control, Inspection and Testing - The contractor is allowed the option of working during night time and on week ends. The QNQC program should be prepared to take into account possible nighttime and weekend works. The proposal shall discuss how the CM team would handle potential nighttime and weekend work. In accordance with the QNQC plan, inspect, monitor, and document the activities of contractors, subcontractors, and suppliers to ensure compliance with the requirements of contract documents. Key activities will require full-time, on-site inspection by qualified inspectors. In the event the contractor elects to schedule pipeline installation crews at both cities at the same time, a full time site inspector will be required for all construction activities in each city. Specific inspection and testing team members include those experienced in soils testing, concrete testing, trench backfill compaction testing, and welding inspection. As needed, conduct survey to confirm alignment and grading. Inspection will require regular interface with the Construction Manager, the Project Manager, cities inspectors, and RMC on technical issues and concerns as well as interpretation of the design documents. Exhibit A Page 9 of 11 CITY OF PALO ALTO CONTRACT NO. C07122034 Maintain construction site daily records that document the major administrative issues of each day. Prepare daily field-observation reports that document all field activities, field crews, contractor equipment, and field issues. Review all contractor reports and records, including shift reports, daily concrete placement reports, daily progress reports, and job safety reports. Observe the development, implementation and performance of the Contractors’ Site Traffic and Safety Plan. Issue deficiency notices to the contractor in the event of observation of non-compliant construction. Retain and manage testing and surveying services as approved by cities. Schedule and coordinate testing and surveying service, and routing samples to testing labs as necessary. Review testing and surveying reports, and coordinate distribution of information. Subtask 2.9 Start-Up, Closeout and Acceptance Services Assist the contractor with the development of his startup and testing plan to confirm that it meets requirements of the contract documents. Develop a startup schedule and coordinate startup activities with contractor and project partners. Implement procedures for the systematic, orderly and timely completion, acceptance, and transfer of all facilities constructed, as well as the closeout of all contracts. Submit test plan, schedule, and procedures to Project Manager and project partners for review and approval. Authorize testing or retesting to begin upon approval of the Project Manager and the cities project engineers. Conduct the final inspection in conjunction with the Project Manager, city project engineer, and RMC. The final inspection shall take into consideration all correspondence and contract documents including change orders and shop drawings, daily inspection reports, deficiency notices and record drawings, as well as visual inspection. Prepare detailed list of outstanding deficiencies. Reach resolution With the contractor as to whether the outstanding deficiencies are disputed work, incomplete work, or warranty work. Classify deficiencies as those required to reach either substantial or final completion. Handle disputed work in accordance with contract requirements. Prepare the punch list from the list of deficiencies with the Project Manager and city project engineers. Issue punch list to contractor. Verify that punch list work is complete. Upon correction of punch list items, schedule, coordinate, conduct a final walk-through prior to the acceptance of work with the Project Manager, city project engineers, RMC. Provide letters of recommendation of acceptance to each project partner. Obtain and forward acceptance letters from each project partner to the Project Manager. Coordinate the final submittal of as-built drawings and information. Verify that the Contractor has made all payments and that all required releases, including Release of Claims have been obtained. Prepare and submit letter of Exhibit A Page 10 of 11 CITY OF PALO ALTO CONTRACT NO. C07122034 recommendation to the Project Manager for project acceptance. Project Manager will prepare and file the Notice of Completion with the County. After the 30-day lien period has expired, recommend approval of final payment. Prepare and submit to the Project Manager, no later than 30 working days following the filing of the Notice of Completion, a final Construction Summary Report for the project including: ¯Summary of the project history and overview of the contracts. []Problems encountered and resolutions made. -Summary of major changes (including costs), reasons for the changes.¯Summary of preliminary and final project costs. Within 90 calendar days of completion of all tasks, submit a Project Completion Report to the Project Manager. The report shall include a description of actual work done, a final schedule showing actual progress versus planned progress, copies of any final documents or report generated or utilized during the project, and certification by a California registered civil engineer that the project has been completed in accordance with the final plans and specifications and any modifications thereto. Subtask 2.10 Accounting and Administration - Provide clerical, filing, and all other administrative and office support services for CM staff support. Subtask 2.11 Additional Services (As Authorized) Provide additional miscellaneous specialty services when requested by the Project Manager. Miscellaneous additional services, which may be required, include but are not limited to: specialized inspection and testing services, expert witness. C. Deliverables In as much as practicable, consultant shall provide documents and reports, identified in the above tasks to City in electronic format and in hard copy. Electronic files shall be in WORD, EXCEL, PDF, ACAD, Project, or in a mutually agreed format. D. Payment Progress payments for consultant services shall reflect the amount of effort and percent completion. The cumulative payment shall not exceed the completed percent of the total project fee based on the completed tasks or deliverables. Submit monthly invoice to the Project Manager showing the individual’s name, rate, hours, and charges, broken down by tasks and by the following areas of the project: Transmission pipe Distribution pipe Use site connections and retrofits Exhibit A Page 11 of 11 CITY OF PALO ALTO CONTRACT NO. C07122034 EXHIBIT "B" 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 B-1 up to the not to exceed budget amount for each task set forth below. The compensation to be paid to CONSULTANT under this Agreement for all services described in Exhibit "A" ("Basic Services") and reimbursable expenses shall not exceed $1,093,218.00. 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 $1,300,000.00. 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 project manager 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 $1,093,218.00 and the total compensation for Additional Services does not exceed $206,782. BUDGET SCHEDULE NOT TO EXCEED AMOUNT Task 1 (Pre-construction Services) Task 2 (Construction Services - 2.1 Transmission Lines) Task 3 (Construction Services - 2.1 Distribution) $19,572 $727,216 $180,852 Task 4 (Construction Services - 2.1 Site Conne~ions) Sub-total Basic Services $156,828 $1,084,468 Reimbursable Expenses $8,750 Total Basic Services and Reimbursable expenses Additional Services (Not to Exceed) $1,093,218 $2O6,782 050310 CITY OF PALO ALTO CONTRACT NO. C07122034 Maximum Total Compensation $1,300,000 REIMBURSABLE EXPENSES CITY shall reimburse CONSULTANT for reimbursable expenses including, postage, mileage and other miscellaneous costs, at cost. All requests for payment of expenses shall be accompanied by appropriate backup information. Any expense anticipated to be more than $1,000.00 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 corn pensation, including reimbursable expense, for such services based on the rates set forth in Exhibit B-I. The additional services scope, schedule and maximum compensation shall be negotiated and agreed to in writing by the CITY’s project manager and CONSULTANT prior to commencement of the services. Payment for additional services is subject to all requirements and restrictions in this Agreement Work required because the following conditions are not satisfied or are exceeded shall be considered as additional services: Additional inspection beyond basic Specialized inspection and testing Expert witness 2 050310 CITY OF PALO ALTO CONTRACT NO. C07122034 EXHIBIT "B-1" RATE SCHEDULE - URS CORPORATION AS-NEEDED SERVICES Primavera Trai her Specialty Testing & Inspection Field Inspection Scheduler Cost Estimator Claims Avoidance ROW Issues Public Relations State Funding Consult Constructability Caltrans Coordination Environmental Scientist Community Outreach HOURLY RATE $110.00 $110.00 $110.00 $155.00 $155.00 $190.00 $190.00 $140.00 $175.00 $190.00 $170.00 $110.00 $130.00 050310 THIS WILL BE REPLACED WITH EXHIBIT C ON FINAL ATTACHMENT G INSURANCE REQUIREMENTS CONTRACTORS TO THE CITY OF PALO ALTO (CITY), AT THEIR SOLE EXPENSE, SHALL FOR THE TERM OF THE CONTRACT OBTAIN AND MAINTAIN INSURANCE IN THE AMOUNTS FOR THE COVERAGE SPECIFIED BELOW, AFFORDED BY COMPANIES WITH A BEST’S KEY RATING OF A-:VII, OR HIGHER, LICENSED OR AUTHORIZED TO TRANSACT INSURANCE BUSINESS IN THE STATE OF CALIFORNIA. AWARD IS CONTINGENT ON COMPLIANCE WITH CITY’S INSURANCE REQUIREMENTS AS SPECIFIED, BELOW: REQUIRED ,YES YES yES YES YES "I"YPE OF COVERAGE WORKER’S COMPENSATION AUTOMOBILE LIABILITY COMPREHENSIVE GENERAL LIABILITY, INCLUDING PERSONAL INJURY, BROAD FORM PROPERTY DAMAGE BLANKET CONTRACTUAL, AND FIRE LEGAL LIABILITY COMPREHENSIVE AUTOMOBILE LIABILITY, INCLUDING, OWNED, HIRED, NON-OWNED PROFESSIONAL LIABILITY, INCLUDING, ERRORS AND OMISSIONS, MALPRACTICE (WHEN APPLICABLE), AND NEGLIGENT PERFORMANCE REQUIREMENT STATUTORY STATUTORY BODILYINJURY PROPERTY DAMAGE BODILY INJURY & PROPERTY DAMAGE COMBINED. BODILYINJURY EACH PERSON EACH OCCURRENCE. PROPERTY DAMAGE BODILYINJURYANDPROPERTY DAMAGE, COMBINED ALL DAMAGES MINIMUM LIMITS EACH OCCURRENCE $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000$1,000,000 $1,ooo,ooo $1,ooo,ooo $1 ~000,000 AGGREGATE $1,ooo,ooo $1,ooo,ooo $1,ooo,ooo $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 YES THE CITY OF PALO ALTO IS TO BE NAMED AS AN ADDITIONAL INSURED: PROPOSER, AT ITS SOLE COST AND EXPENSE, SHALL OBTAIN AND MAINTAIN, IN FULL FORCE AND EFFECT THROUGHOUT THE ENTIRE TERM OF ANY RESULTANT AGREEMENT, THE INSURANCE COVERAGE HEREIN DESCRIBED, INSURING NOT ONLY PROPOSER AND ITS SUBCONSULTANS, IF ANY, BUT ALSO, WITH THE EXCEPTION OF WORKERS’ COMPENSATION, EMPLOYER’S LIABILITY AND PROFESSIONAL INSURANCE, NAMING AS ADDITIONAL INSURES ClT~, ITS COUNCIL MEMBERS, OFFiCERS~ AGENTS, AND EMPLOYEES. INSURANCE COVERAGE MUST INCLUDE: Ao A PROVISION FOR A WRI’I-iEN THIRTY DAY ADVANCE NOTICE TO CITY OF CHANGE IN COVERAGE OR OF COVERAGE CANCELLATION; AND A CONTRACTUAL LIABILITY COVERAGE PROVIDING INSURANCE COVERAGE FOR CONTRACTOR’S AGREEMENT TO INDEMNIFY CITY- SEE SECTION 18, SAMPLE AGREEMENT FOR SERVICES. I1.SUBMIT CERTIFICATE(S) OF INSURANCE EVIDENCING REQUIRED COVERAGE, OR COMPLETE THIS SECTION AND tV THROUGH V, BELOW. A.NAME AND ADDRESS OF COMPANY AFFORDING COVERAGE (NOT AGENT OR BROKER): B.NAME, ADDRESS, AND PHONE NUMBER OF YOUR INSURANCE AGENT/BROKER: C.POLICY NUMBER(S): City of Palo Alto Contract C07122034 Page 1 of 2 ATTACHMENT G INSURANCE REQUIREMENTS D.DEDUCTIBLE AMOUNT(S) (DEDUCTIBLE AMOUNTS IN EXCESS OF $5,000 REQUIRE CITY’S PRIOR APPROVAL): II1. IV. AWARD IS CONTINGENT ON COMPLIANCE WITH CITY’S INSURANCE REQUIREMENTS, AND PROPOSER’S SUBMII-IAL OF CERTIFICATES OF INSURANCE EVIDENCING COMPLIANCE WITH THE REQUIREMENTS SPECIFIED HEREIN. ENDORSEMENT PROVISIONS, WITH RESPECT TO THE INSURANCE AFFORDED TO "ADDITIONAL INSURES" A.PRIMARY COVERAGE WITH RESPECT TO CLAIMS ARISING OUT OF THE OPERATIONS OF THE NAMED INSURED, INSURANCE AS AFFORDED BY THIS POLICY IS PRIMARY AND IS NOT ADDITIONAL TO OR CONTRIBUTING WITH ANY OTHER INSURANCE CARRIED BY OR FOR THE BENEFIT OF THE ADDITIONAL INSURES. B.CROSS LIABILITY THE NAMING OF MORE THAN ONE PERSON, FIRM, OR CORPORATION AS INSURES UNDER THE POLICY SHALL NOT, FOR THAT REASON ALONE, EXTINGUISH ANY RIGHTS OF THE INSURED AGAINST ANOTHER, BUT THIS ENDORSEMENT, AND THE NAMING OF MULTIPLE INSUREDS, SHALL NOT INCREASE THE TOTAL LIABILITY OF THE COMPANY UNDER THIS POLICY. C.NOTICE OF CANCELLATION 1.IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR ANY REASON OTHER THAN THE NON-PAYMENT OF PREMIUM, THE ISSUING COMPANY SHALL PROVIDE CITY AT LEAST A THIRTY (30) DAY WRI’I-FEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION. 2.IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR THE NON-PAYMENT OF PREMIUM, THE ISSUING COMPANY SHALL PROVIDE CITY AT LEAST A TEN (10) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION. PROPOSER CERTIFIES THAT PROPOSER’S INSURANCE COVERAGE MEETS THE ABOVE REQUIREMENTS: THE INFORMATION HEREIN IS CERTIFIED CORRECT BY SIGNATURE(S) BELOW. SIGNATURE(S) MUST BE SAME SIGNATURE(S) AS APPEAR(S) ON SECTION II, ATrACHMENT A, PROPOSER’S INFORMATION FORM. Firm: Signature: Name: (Print or type name) Signature: Name: (Pdnt or type name) NOTICES SHALL BE MAILED TO: PURCHASING AND CONTRACT ADMINISTRATION CITY OF PALO ALTO P.O. BOX 10250 PALO ALTO, CA 94303. City of Palo Alto Contract C07122034 Page 2 of 2 EXHIBIT D ATTACHMENT C1 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. 1.If Proposer is INDIVIDUAL, sign here: Date: 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: Partnership or Joint Venture Name (type or print) Date: Member of the Partnership or Joint Venture signature Member of the Partnership or Joint Venture signature Date: 3.If Proposer is a CORPORATION, the duly authorized officer(s) shall sign as follows: The undersigned certify that they are respectively: Vice President and Vice President Title Title Of the corporation named below; that they are desig hated to sign the Proposal Cost Form by resolution (attach a certified copy, with corporate seal, if applicable, notarized as to its authenticity or Secreta~’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. UPS Corporation Corporati~print) By: ~ ! ..... __s --~..~Date:May 22, 2007 Title: By: Title: Rob Robinson, AIA, Vice President, San Francisco Construction Services Office Manager ~ Date: May 22, 2007 Roger Bethell, PE, Vice President, Northern California Water Business Line Manager City of Palo Alto - RFP 122034 ATTACHMENT AMENDMENT NO.2 TO CONTRACT NO. C3151060 BETWEEN THE CITY OF PALO ALTO AND RMC WATER AND ENVIRONMENT (FORMERLY KI~OW-N AS RAINES, MELTON & CARELLA, INC . ) This Amendment No.2 to contract No. C3151060 (~Contract") is entered into , by and between the CITY OF PALO ALTO, a California Charter City ("CITY"), and RMC WATER AND ENVIRONMENT, a California corporation located at 2001 N. Main Street, Suite 400, Walnut Creek, CA 94596 ("CONSULTANT"). RECITALS: WHEREAS, the Contract was entered into between the parties for the provision of professional services described in contract no. C3151060 ("Project"); and WHEREAS, the Contract was originally made with ~Raines, Melton & Carella, Inc.", which subsequently changed its name to RMC Water and Environment"; and WHEREAS, the parties wish to amend the Contract to increase the compensation; and WHEREAS, CONSULTANT shall perform the work in accordance with the terms and conditions of the State Water Resources Control Board Water Recycling Funding Program Guidelines and the State Grant Project no. 3212-030 contract with the CITY. NOW, THEREFORE, in consideration of the covenants, terms, conditions, and provisions of this Amendment, the parties agree: SECTION I. Section 5.1.1, COMPENSATION~ is hereby amended to read as follows: "In consideration of the full performance of the Basic Services, including any "authorized reimbursable expenses, CZTY will pay CONSULTANT a fee not to exceed One Million Nine hundred Seventy- four Thousand Dollars ($1,974,000.00). The amount of compensation will be calculated in accordance with the rate schedule set forth in Exhibits ~A", on a lump sum per task basis, up to the maximum amount set forth in this section. The fees of the consultants, who have direct contractual relationships with CONSULTANT, will be approved, in advance, by CITY. The CITY reserves the right to refuse payment of such fees, if such prior approval is not obtained hv C~NSULT~T " SECTION 2. The following exhibit(s) to the Contract are hereby set forth as attachment(s) to this Amendment, which are incorporated in full by this reference: S:ATT/USERS/OFFICE FORMS/City Approved Contracts 3/20/07 (REV) Exhibit ~A’: entitled "RATE SCHEDULE’: .. -- SECTION 3. Except as herein modified, all other provisions of the Contract, including any exhibits and subsequent amendments thereto, shall remain in full force and effect. IN WITNESS WHEREOF,. the parties have by their duly authorized represenhatives executed this Amendment on the date first above written. APPROVED AS TO FORM:CITY OF PALO ALTO Senior Asst. City Attorney APPROVED : Asst. City Manager Director of Administrative Services EXHIBIT "A":RATE SCHEDULE Name : Taxpayer Identification No. (~ompliance with Corp~ Code ~ 31~ is required if the entlty-~on whose behalf this contract is signed is a corporation. ~n the alternative, a certified, corporate resolution attesting to the signatory authority of the individuals signing in their respective capacities is acceptable). EXHIBIT A RMC RATE SCHEDULE Classifi cation 200.5 Hourly 2006 Hourly Billing Rate Billing Rate 2007 Hourly Billing Rate Principal 3 P~iqcipal 2 Principal 1 $215 $226 $237 $205 $215 $226 $200 $210 $221 Sr Project Manager 3 $t95 $205 $215 Sr Project Manager 2 $190 $200 $209 Sr Project Manager 1 $185 $194 $204 Pr~ect Manager3 $180 $189 $198 Project Manager2 $170 $179 $187 Pr~ect Manager1 $160 $168 $176 Project Engineer 3 $150 $158 $165 Project Engineer 2 $140 $147 $154 Project Engineer 1.$130 $137 $143 Projeci Planner 3 $145 $152 $160 Project Planner 2 $135 $142 $149 Pr~ojeGt Planner 1 $125 $131 $138 Environmental Scientist 3 $145 Environmental Scientist 2 $135 Environmental Scientist I ~ 125 $152 $;142 $131 $160 $149 $138 Assistant Engineer $110 $116 $121 St, CADDesigner $120 $126 $132 St. Graphic Designer/Artist $110 $116 $121 Sr. Project Accountant $110 $t 16 $121 Sr, Administrator $105 $110 $118 CAD Designer $110 $116 $121 Graphic DeslgnedArtist $100 $105 $110 Project Accountant $100 $105 $110 Administrator $95 $100 $105 Assistant CAD Designer $100 Assistant Graphic Designe $90 Assistant Project Account~$90 Assistant Administrator $85 $105 $95 $95 $89 $110 $99 $99 $94 1, The individual hourly rates include salary, overhead and profit. The hourly rates also include ordinary expenses, including telecommunications, computer usage, and regular repraduclion jobs. Other direct ccsls 2. RMC re.serves the right to adjust lls hourly rate structure al the beginning of the calendar year [or all ongoing contracts, RMC will provide advance notice of any rate change~ affecting current contracts. 3. Large plots produced in-house by RMC will be billed at a fiat lee of $50 per plot NOT YET APPROVED ATTACHMENT E RESOLUTION NO. RESOLUTION OF THE COUNCIL OF THE CITY OF PALO ALTO ADMINISTERING A WASTEWATER CAPITAL RESERVE FUND IN ACCORDANCE WITH THE STATE WATER RESOURCES CONTROL BOARD’S REQUIREMENTS OF THE STATE REVOLVING FUND LOAN PROGRAM WHEREAS, the Council of the City of Palo Alto (the "Agency") authorized the City Manager to apply for a State Revolving Fund (SRF) loan to fund all or a portion of the cost of expansion and improvement of its water and wastewater system, including certain treatment facilities, pipelines and other infrastructure (the "Project"); and WHEREAS, the State Water Resources Control Board requires, as a condition of approval of the loan, the establishment of a Wastewater Capital Reserve Fund for future expansion, major repair or replacement costs; follows: NOW, THEREFORE the Council of the City of Palo Alto does RESOLVE as SECTION 1. A dedicated Wastewater Capital Reserve Fund exists, and, SECTION 2. Said Wastewater Capital Reserve Fund shall be administered by the Agency as required by the "Policy For Implementing The State Revolving Fund For Construction Of Wastewater Treatment Facilities" adopted by the State Water Resources Control Board on February 16, 1995 and last amended on September 22, 2005. // // // // // // // // // 070613 syn 6050155 NOT YET APPROVED SECTION 3. The Council finds that the adoption of this resolution does not constitute a project under the California Environmental Quality Act, California Public Resources Code section 21080, subdivision (b)(8). INTRODUCED AND PASSED: AYES: NOES: ABSTAIN: ABSENT: ATTEST: City Clerk APPROVED AS TO FORM: Deputy City Attorney Mayor APPROVED: City Manager Director of Public Works Director of Administrative Services Department 070613 syn 6050155 2 Attachment F ORDINANCE NO. ORDINANCE OF THE COUNCIL OF THE CITY OF PALO ALTO AMENDING THE BUDGET FOR THE FISCAL YEAR 2006-07 TO PROVIDE AN ADDITIONAL APPROPRIATION OF $4,137,300 TO CAPITAL IMPROVEMENT PROGRAM (CIP)PROJECT NUMBER WQ- 04010, REPLACE EXISTING RECLAIMED WATER PIPE The Council of the City of Palo Alto does ordain as follows: SECTION i. The Council of the City of Palo Alto finds and determines as follows: A. Pursuant to the provisions ofSection 12 of Article III of the Charter of the City of Palo Alto, the Council on June 12, 2006 did adopt a budget for fiscal year 2006-07; and B. From fiscal year 2003-04 through fiscal year 2006-07, the Council did adopt a budget for CIP Project Number WQ-04010, Replace Existing Reclaimed Water Pipe (Project), wi[h a cumulative appropriation of $16,800,000. The original funding sources of this appropriation are shown in Paragraph I below; and C. In fiscal year 2004-05 through fiscal year 2005-06, the Utilities Water Fund transferred $i,000,000 to the Wastewater Treatment Fund to pay for its share of the project costs; and D. In fiscal year 2006-07, the California State Water Resources Control Board (SWRCB) State Revolving Fund (SRF) loan was made available to the Project. This loan consists of $7,500,000 in principal for the project and $1,500,000 in fees/interest totaling $9,000,000 that will be repaid over 20 years; and E. As a consequence of recelving the SRF, the Utilities Water Fund requests the Wastewater Treatment Fund to return the $i,000,000 that it originally transferred. The return of this amount will improve the Water Rate Stabilization Reserve and allow interest earnmngs to the Fund. The Water Fund will contribute to the project, however, by repaying it’s share of the SRF loan (see Paragraph J below); and F. From fiscal year 2003-04 to date, substantial expenses related to design elements of the Project were incurred leaving a balance of $15,100,153 for the construction cost of the Pro3ect; and G. In summer 2006, this project was put out to bid. The bids received were significantly higher than the appropriation balance available from the Project. The City rejected all bids and redesigned the Project to reduce construction costs; and H. The Project was issued for re-bid in March 2007. The low bid received is higher than the appropriation balance available from the Project and additional funding of $4,137,300 is required to construct the Project; and I. The increase in funding of $4,137,300 for CIP Project Number WQ-04010 will bring the total appropriation to $20,937,300. As a consequence of increased expenditures, the SRF Loan, and Increased State Grant Funds, the following changes in Project funding sources will be made; and Total Project Costs Funding Sources: City of Palo Alto RWQCP Reserve Utilities Water Fund Sub-Total City of Mountain View State Grant SRF Loan Changes $4,137,300 ,Original ,Budget $16,800,000 $3,000,000 $i,000,000 $4,000,000 $8,100,000 $4,700,000 0 $16,800,000 ($1,696,804) ($1,000,000) ($2,696,804) ($938,696) $272,800 $7,500,000 Amended Budget $20,937,300 $1,303,196 0 $1,303,196 $7,161,304 $4,972,800 $7,500,000 Total Funding Sources $4,137,300 $20,937,300 J. The SRF loan will be paid over a period of twenty years. The share of each entity in the annual amortization of the loan (principal and fees/interest) is summarized in the following table; and Entity Annual Amortizationl City of Palo Alto~ RWQCP $ 60,000 City of Mountain View $300,000 City of Palo Alto- Water $ 90,000 Fund Total $450~000 K. Funding requirements from the SRF loan and State grants require that the City of Palo Alto and the City of Mountain View must first pay for the expenditures of the Project before requesting loan monies. The expenditures can later be reimbursed from the approved grants and loan. Due to the timing of the receipt of reimbursements, there is a likelihood that the City of Palo Alto Wastewater Treatment Fund Rate Stabilization Reserve (RSR), if necessary, will temporarily provide funding for CIP Project Number WQ-04010 and replenishments will be made to the RSR as reimbursements are received; and L. The additional appropriation of funds is for one-time expenditures and if future year ongoing costs are needed they will be included in the operating budget and appropriately shared with Mountain View; and M. City Council authorization is needed to amend the 2006-07 budget to make available the funds required for construction of CIP Project Number WQ-04010, Replace Existing Reclaimed Water Pipe. SECTION 2. The sum of Four Million One Hundred Thirty Seven Thousand Three Hundred Dollars ($4,137,300) is hereby appropriated to CIP Project Number WQ-04010, Replace Existing Reclaimed Water Pipe. SECTION 3. The SRF loan of Seven Million Five Hundred Thousand Dollars ($7,500,000) in principal shall be designated to provide funding to CIP Project Number WQ-040, Replace Existing Reclaimed Water Pipe. SECTION 4. The sum of One Million Six Hundred Ninety Six Thousand Eight Hundred Four Dollars ($1,696,804) shall be returned to the Wastewater Treatment Fund Stabilization Reserve. SECTION 5. The sum of One Million ($i,000,000) shall be transferred from the Wastewater Treatment Fund to the Water Fund. SECTION 6. The share of the City of Mountain View in the cost of the CIP Project Number WQ-04010, Replace Existing Reclaimed Water Pipe shall be reduced by the sum of Nine Hundred Thirty Eight Thousand Six Hundred Ninety Six Dollars ($938,696). SECTION 7. The State Grant shall be increased by the sum of Two Hundred Seventy Two Thousand Eight Hundred Dollars ($272,800). SECTION 8. The Wastewater Treatment Fund Rate Stabilization Reserve shall be available to temporarily fund CIP Project Number WQ-04010,. Replace Existing Reclaimed Water Pipe and shall be replenished as reimbursements are collected from State grants and SRF loan. SECTION 9. As specified in Section 2.28.080(a) of the Palo Alto Municipal Code, a two-thirds vote of the City Council is required to adopt this ordinance. SECTION i0. As provided in Section 2.04.330 of the Palo Alto Municipal Code, this ordinance shall become effective upon adoption. SECTION ii. The Council of the City of Palo Alto adopted a mitigated negative declaration for the Project in January 2004. INTRODUCED AND PASSED: AYES: NOES: ABSTENTIONS: ABSENT: ATTEST:APPROVED: City Clerk Mayor APPROVED AS TO FORM: City Manager Senior Asst. City Attorney Director of Public Works Director of Administrative Services Attachment G Original CIP Funding Sources RWQCP CIP RWQCP Reserve Palo Alto Utilities Wastewater Enterprise Fund City of Mountain View State grant $1,000,000 $ 2,OOO,0OO $1,000,000 $ 8,100,000 $ 4,700,000 Total Project Budget $16,800,000 CIP REPLACE EXiSTiNG ATTACHMENT RECLAIMED WATER PIPE (WQ-04010) Descri priori: Mountain View to Moffet Water Recycling Pipeline Construction Project. Justification: The plant operates a reclaimed water facility and delivers reclaimed water to various reuse sites. Under the plant’s wastewater discharge permit, the plant is required to maintain its recycled water supply to those sites. This project will replace the existing reclaimed water pipes from the plant to Mountain View. The replacement pipes will be upsized to provide additional capacity for future reclaimed water use and some of the existing pipes will be extended to reuse sites. Supplemental Information: Skyrocketing construction costs caused the initial bid to exceed the original budget. Value engineering has been performed to minimize costs and the project was issued for be re-bid in March 2007. Staff is requesting an additional $4.1 million for a total project cost of $20.9 million. The sources of funding are as follows: State Grant State Loan (Principal) City of Palo Alto Water Fund and RWQCP City of Mountain View TOTAL $ 4,972,800 $ 7,500,000 $1,303,196 $ 7,161,304 $20,937,300 ClP FACTS: ¯ Continuing ¯ Project Status: Construction ¯ Timeline: FY 2004-2009 ¯ Overall Project Completion: 10% ¯ Percent Spent: 9.32% ° Managing Department: Public Works o Comprehensive Plan: Goal N-4, Policy N-25. IMPACT ANALYSIS: ¯ Environmental: Projects are covered under the approved Program level EIR. ¯ Design Elements: The City Arborist will be consulted to protect mature trees. ° Operating: Included in Plant Operations Additional funding is also being requested in the form of a federal grant $4M. The federal grant, if awarded, would be used to help pay off the state loan. PY Budget $16,800,000 PY Actuals as of 12/3112006 $1,565,044 Pre-Design Costs Design Costs Constr, uction Costs Other $4,137,300$4,137,300 $4,137,300 Wastewater Treatment Fund with the following reimbursements: Various ($4,137,300) Revenues:$4,137,300 Source of Funds: 237 Cily of Palo Alto 2006-07 Budget