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HomeMy WebLinkAbout2002-08-05 City Council (14)C ty of Palo Al o Manager’s Repor TO: FROM: DATE: SUBJECT: HONORABLE CITY COUNCIL " CITY MANAGER DEPARTMENT: PUBLIC WORKS AUGUST 5, 2002 CMR:349:02 APPROVAL OF CONTRACT WITH GEOFF BROSSEAU IN THE AMOUNT OF $125,000 TO PROVIDE ASSISTANCE WITH THE POLLUTION PREVENTION PROGRAM RECOMMENDATION Staff recommends that Council: Approve and authorize the Mayor to execute the attached contract with Geoff Brosseau in the amount of $125,000 for the first contract year for the consultant team of Geoff Brosseau, Larry Walker Associates, Ann Joseph Consulting, and Slater Pest Control to assist the City in its source identification and reduction efforts for discharges to the sanitary sewer and storm drain systems. Authorize the City Manager or his designee to negotiate and execute one or more change orders tothe contract with Geoff Brosseau for related, additional but unforeseen work which may develop during the project, the total value of which shall not exceed $12,500. o Authorize the City Manager or her designee to exercise the option to renew the contract for the second and third year in,the amount of $125,000 each year provided the consultant is responsive to the City’s needs, and the quality of the consultant’s work is acceptable during the first year of the contract. Authorize the City Manager or his designee to negotiate and execute one or more change orders to the second and third years of the contract for related, additional but unforeseen work which may develop during the project, the total value of which shall not exceed $12,500 in each year, provided the contract is renewed for those years. DISCUSSION Consultant Services Description The work to be performed under the contract is assisting the City in its source identification and pollution prevention efforts for, the sanitary sewer and storm drain system. The purpose of these efforts is to improve the quality of treatment plant CMR:349:02 Page 1 of 3 discharge and storm water runoff, and to meet the conditions of discharge permits issued to the City. The contract scope includes a recognition program for vehicle service facilities (the City’s ten-year-old Clean Bay Business program), implementation of the Regional Integrated Pest Management (IPM) Partnership Committee, long-term monitoring and assessment of the San Francisquito Creek watershed, participation in the Watershed Management Initiative, research and monitoring of San Francisquito Creek and the Emily Renzel Marsh, and pollution prevention training assistance for businesses and City staff. Selection Process Staff sent a request for proposals to twelve consulting firms on June 6, 2002. Firms were given19 days to respond to the request.. Four firms teamed together to Submit the one proposal received. Of firms not responding, three indicated that they did not submit a proposal because either they were too busy or did not have enough time to prepare a bid. Staff believes that a key reason for the low response rate is the extremely specialized nature of the work, and that four firms with significant experience in this area teamed together rather than submit individual proposals. A selection advisory committee consisting of two Regional Water Quality Control Plant (RWQCP) managers reviewed the proposal. -The committee agreed that the proposed team excels in meeting the selection criteria. The team consists of several experts in the technically specialized field of water pollution prevention. These firms all have experience working with the RWQCP and are familiar with the current efforts of the program. These firms also have excellent references from other local government agencies. Several of them have staff located close to the RWQCP and they all have rates comparable to competitors’ rates. The committee agreed to select the proposed team based on their qualifications and proven track record without expending resources on an oral interview. RESOURCE IMPACT Funds are available in the Wastewater Treatment Fund FY 2002-03 operating budget. POLICY IMPLICATIONS This report, does not represent any change to existingCity policies. ATTACHMENTS Attachment A:. Contract PREPARED BY: S ~r CMR:349:02 . Page 2 of 3 DEPARTMENT HEAD: Director of Public Works CITY MANAGER APPROVAL :~---~" ~EMILY HARRISON Assistant City Manager CMR:349:02 Page 3 of 3 ATTACHMENT A " CONTRACT NO. BETWEEN THE CITY OF PALO ALTO AND GEOFF BROSSEAU FOR CONSULTING SERVICES This Contract No. is entered into , by and between the CITY OF PALO ALTO; a chartered city and a municipal corporation of the State of California~ (~CITy"), and GEOFF BROSSEAU, a sole proprietor, located at 437 Encina Avenue, Menlo Park, CA 94025(~CONSULTANT").’ RECITALS: WHEREAS, CITY desires certain professional consulting services (~Services") and the~preparation and delivery 0f, without limitation, .one or more sets of.documents, drawings, maps, plans, designs, data, calculations, surveys, specifications, schedules or. other writings (~Deliverables") (Services and Deliverables are, collectively, the ~Project"), as more fully described in Exhibit ~A"; and WHEREAS, CITY desires to engage CONSULTANT, including its employees/ if any, in providing the Services by reasonof its qualifications and experience in perfprming the Services, and CONSULTANT has offered to complete the Project on the terms and in the manner set forhh herein; NOW, THEREFORE, in consideration Of the covenants, terms, iconditions, and provisions of this Contract, the parties agree: SECTION i. TERM ¯I.i This Contract will commence on the date of its execution by CITY, and will terminate on June 30, 2003 unless this Contract is earlier terminated by CITY or extended pursuant, to section 1.2 below.~ Upon the receipt of CITY’s notice to proceed, CONSULTANT will.commence work on the initial and subsequent Project tasks in accordance with the time schedule set forth in Exhibit ~A". Time is of the essence of this Contract. in the event that the Project is not completed within the time required through any fault of CONSULTANT, CITY’s city manager will have the option of extending the time schedule for any period of time.. This provision will not preclude the recovery of damages for delay caused by CONSULTANT. 1.2 City shall have the o~tion but not the obligation to extend this Contract for two additional twelve (12) month periods at the compensation amount set forth in section 5.1.1 and section 5.1.2 (additional services). If City determines to exercise its option to extend this Contract, City shall provide CONSULTANT 020729 sdl [3072199 written notice at the end of the first contract year and at the end of second contract year that it is exercising its option to extend the Contract for an additional twelve (12) month period. SECTION 2.SCOPE OF PROJECT; CHANGES& CORRECTIONS 2.1 The .Scope of Services and Deliverables constituting the Project will be performed, delivered or executed by CONSULTANT under the phases of the Basic Services as described below. 2.2 CITY may order substantial ~changes in the scope or character of the Basic Services, the Deliverables, or the Project, either decreasing or increasing the amount of work required of CONSULTANT. In the event that such changes are ordered, subject to the approval of CITY’s City Council, as may be required, CONSULTANT will be entitled to full compensation for all work performed prior to CONSULTANT’s receipt of the notice of change and further will be entitled to an extension of the time schedule. Any increase in compensation for substantial changes will be determined in accordance with the provisions of this Contract. CITY will not be liable for the cost or payment of any change in work, unless the amount of additional compensation attributable to the change in work is agreed to, in writing, by CITY before CONSULTANT commences the performance of any such change in work. 2.3 Where the Project entails the drafting and submission of Deliverables, for example, construction plans, drawings, and specifications, any and all errors, omissions, or ambiguities in the Deliverables, which are discovered by CITY before invitations to bid on a construction project (for which the Deliverables are required) are distributed by CITY, will be corrected by CONSULTANT at no cost to CITY, provided CITY gives notice to CONSULTANT. 2.4 Any and all errors, omissions, or ambiguities in the Deliverables, which are discovered by. CITY after the construction contract is awarded by CITY, will be performed by CONSULTANT, as follows: (a) at 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 Servicesor the Additional Services, or both, will contribute minor or substantial benefit to the construction work. 020729 sd10072199 2 SECTION 3. CONSULTANT QUALIFI~CATIONS,STATUS, AND DUTIES OF. 3.1 CONSULTANT represents and warrants that it has the expertise and professional qualifications to furnish or cause to be furnished the Services and Deliverables. CONSULTANT further represents and warrants that the project director and every individual, including any consultant (including. CONSULTANTs), charged with the performance of the Services are duly ifcensed Or certified by the State of California, .to the extent such licensing or certification is required by law to perform the Services, and that the Project will be executed by them or under .their supervision. CONSULTANT Will furnishto 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 GEOFF BROSSEAU as the project director to have supervisory responsibility for the performance, progress, and execution of the Projec~t and as . the Project. coordinator who will represent CONSULTANT during the day:to-day work on theP~oject. 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 inc’[dent to the due and lawful prosecution of the Project; 3.4.2 Keep itself fully informed of all existing and future Federal, State of California, and local laws, ordinances, regulations, orders, and .decrees.which may affect those engaged or employed under this Contract and any materials used in CONSULTANT’s performance of the Services; 3.4.3 At all times observe and comply with, and cause its employees and consultants, if any, who are assigned to the performance of this Contract to observe and comply with, the laws, ordinances, regulations, orders and decrees mentioned above; and 3.4.4 Will report immediately to the project manager, in writing, any discrepancy or inconsistency it discovers in the 020729 sd10072199 laws, ordinances, regulations, orders, and decrees mentioned above in relation to the Deliverables. 3.5 Any Deliverables given to, or prepared or assembled by, CONSULTANT or its consultants, if any, under this Contract will become the property of CITY and will not be made available to any individual or organization by CONSULTANT or its consultants, if any, without the prlor written approval of the city manager. 3.6 CONSULTANT will provide CITY with one electronic copy and three (3) paper copies of any documentswhich are a part of the Deliverables upon their completion and acceptance by CITY. 3.7 If CITY requests additional copies of any documents which are a part of the Deliverables, CONSULTANT will provide such additional copies and CITY will compensate CONSULTANT for its duplicating costs. 3.8 CONSULTANT will be responsible for employing or engaging all persons necessary to execute the Project. All consultants of CONSULTANT will be deemed to be directly controlled and supervised by CONSULTANT, which will be responsible for their performance. If any employee or cQnsultant of CONSULTANT fails or refuses to carry out the provisions of this Contract Or appears to be incompetent or to act in a disorderly or improper manner, the employee or consultant will be discharged immediately from further performance under this Contract on demand of the project manager. 3.9 In the execution of the Project, CONSULTANT and its consultants} if any, will at all times be considered independent contractors and not agents or employees of CITY. 3.10 CONSULTANT will perform or obtain or cause to be performed or obtained any and all Of the following Additional Services, not included under the Basic Services, if so authorized, in writing, by CITY: 3.10.1 Providing services as an expert witness in connection with any public hearing or ~meeting, arbitration proceeding, or proceeding of a court of record; 3.10.2 Incurring travel and subsistence expenses for CONSULTANT and its staff beyond those normally required under the Basic Services; 3.10.3 Performing any other Additional Services that may be agreed upon by the parties subsequent to the execution of this Contract; and 3.10.4 Other Additional Services now or hereafter described in Exhibit "A" to this Contract. 3.11 CONSULTANT will be responsible for employing all consultants deemed necessary to assist CONSULTANT in the 020729 sd10072199 performance of the Services. The appointment of consultants must be approved, in advance, by CITY, in writing, and must remain acceptable to CITY during the term of this Contract. SECTION 4.DUTIES OF CITY 4.1 CITY will furnish or cause to be furnished the services listed in Exhibit "A" and such information regarding its requirements applicable to the Project as may be reasonably requested by CONSULTANT. 4.2 CITY will review and approve, as necessary, in a timely manner the Deliverables and eachphase of work performed by CONSULTANT. CITY’s estimated time of review and approva! will be furnished to CONSULTANT at the time of submission of each phase of work. CONSULTANT acknowledges and understands that the~ interrelated exchange of information among CITY’s various departments makes it extremely difficult for CITY to firmly establish the time of each review and ~approval task. CITY’s failure to review and approve within the estimated time schedule will not constitute adefault under this Contract. 4.3 The city manager will represent CITY for all purposes under this Contract. STEPHANIE HUGHES is designated as the project manager for.the.city manager. The project manager will supervise the performance,.progress, and execution of the Project, and will be assisted by PHIL BOBEL, the Manager of Environmental Compliance. 4.4 If CITY observes or otherwise becomes aware of any default in the performance of CONSULTANT, CITY wil! use reasonable efforts to give written notice thereof to CONSULTANT in a timely manner. SECTION 5. COMPENSATION 5.1 CITY will compensate CONSULTANT for the following services and work: 5.1.1 In consideration of the full performance of the Basic Services, including any authorized reimbursable expenses, CITY will pay CONSULTANT a fee not to exceed One Hundred Twenty- Five Thousand Dollars ($125,000) per fiscal year. The amount of compensation will be calculated in accordance with the hourly rate schedule set forth in Exhibit ~B", on a time and materials basis, up to the maximum amount set forth in this Section. The fees of the consultants, who have direct contractual relationships with CONSULTANT, will be approved, in advance, by CITY. CITY reserves the right to refuse payment of such fees, if such prior-approval is not obtained by CONSULTANT. 5.1.2 In consideration of the full performance of Additional Services, the amount of compensation setf0rth in 020729 sd10072199 Exhibit "B" will not exceed Twelve Thousand Five Hundred Dollars ($12,500) per fiscal year. 5.1.3 The full payment of charges for extra work or c~anges, or both, in the execution of the Project will be made] provided such request for payment is initiated by CONSULTANT and au[horized, in writing, by the project manager. Payment will be made ~within thirty . (30) days of submission by CONSULTANT of a statement, in triplicate, of itemized costs covering such work or changes, or both. Prior to commencing such extra work or changes, or both, the parties will agree upon an estimated maximum cost for such extra work or changes. CONSULTANT will not be paid for extra work or changes, including, without limitation, any design work or change order preparation, which is made necessary on account of CONSULTANT’s errors, omissions, or oversights. 5.1.4 Direct personnel expense of .employees assigned to the execution of the Project by CONSULTANT will include only the .work of architects, engineers, designers, job captains, surveyors, draftspersons, specification writers and typists, in consultation, research and design, work in producing drawings, ~specifications and other documents pertaining to the Project, and in services rendered during construction at the site, to the extent such services are expressly contemplated under this Contract. Included. in the cost of direct personnel expense, of these employees are salaries and mandatory and customary benefits such as statutory employee benefits~ insurance, sick leave, holidays and vacations, pensions and similar benefits. 5.2 The schedule ofpayments will be made as follows: 5~2.1 Payment of the .Basic Serviceswill be made in monthly progress payments in proportion, to the quantum of services performed, or in accordance with any other schedule of payment mutually agreed upon by the parties, as set forth in Exhibit ~B", or within thirty (30) days of submission, in .triplicate, of such requests if a schedule of payment is not specified. Final payment will be made by CITY after CONSULTANT has submitted all Deliverables, including, without limitation, reports which have been approved by the project manager. ¯ 5.2.2 Payment of the 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 6 020729 sdl 0072199 prepared, maintained, and retained by CONSULTANT in accordance with generally accepted accounting principles and will be made available to CITY for auditing purposes at mutually convenient.times during the term of this Contract and for three (3) years following the expiration or earlier termination of this Contract. 6.2 The originals of the Deliverables prepared by or under the direction of CONSULTANT in the performance of this Contract will become the property of CITY irrespective of whether the Project .is completed upon CITY’s payment of the amounts required to be paid to CONSULTANT. These origin~ils will be delivered to CITY without additional compensation. CITY will have the right to utilize any final and incomplete drawings, estimates, specifications, and any other documents prepared hereunder by CONSULTANT, but CONSULTANT disclaims any~ responsibility or liability for any alterations or modifications of such documents. SECTION 7. INDEMNITY 7.1 CONSULTANT agrees to protect, indemnify, defend and hold harmless CITY, its Council members, officers, employees and agents, from any and all demands, claims, or liability of any~. nature, including death or injury to any person, property damage or any other loss, caused by or arising out of CONSULTANT’s, its officers’, .agents’, consultants’ or employees’ negligent acts, errors, or omissions, or willful misconduct, or conduct for which applicable law may impose strict liability on CONSULTANT .in the performance of or failure to perform its obligations under this Contract. SECTION 8. WAIVERS 8.1 The waiver by either party of any breach or violation of any covenant, term, condition or provision of this Contract or of the provisions, of any ordinance or law will not be deemed to be a. waiver of any such covenant, term, condition, provision, ordinance, or law or of any sUbsequent breach or violation of the same or of any other covenant, term, condition, provision~ ordinance or law. The subsequent acceptance by either party of any fee or other money which may become due hereunder will not be deemed to be a waiver of any preceding breach or violation by the other party of any covenant, term, condition or provision of this Contract or of any applicable law or ordinance. 8.2 No payment, partial payment, acceptance, or partial acceptance by CITY will operate as a waiver on the part of CITY of any of its rights under this Contract. SECTION 9. INSURANCE 9.1 CONSULTANT, at its sole cost and expense, will obtain and maintain, in ful! force and effect during the term of this Contract, the insurance coverage described in Exhibit AC£, insuring not only CONSULTANT and its consultants, if any, but also, 7 020729 sd10072199 with the exception of workers’ compensation, employer’s liability and professional liability insurance, naming CITY as an additional insured concerning CONSULTANT’s performance under this Contract. 9.2 All insurance coverage required hereunder will be provided through carriers with Best’s KeV Ratinq Guide ratings of A:VII or higher which are admitted to transact insurance business in theState 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, namlng CITY as an additional insured under such policies as required above. 9.3 Certificates of such insurance, preferably on hhe forms provided by CITY, will be filed with CITY concurrently with the execution of this Contract. The certificates will be subject to the approval of CITY’s risk manager and will 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 liabiIity insurance. Current certificates of such insurance will be kept on file at all times during the term of this Contract with the city clerk. 9.4 The procurlng of such required policy or policies of insurance will not be construed to limi’t CONSULTANT’s liability hereunder nor to fulfill the indemnification provisions of this Contract. Notwithstanding the policy or .policies of insurance, CONSULTANT will be obligated for the full and total amount Of any damage, injury, or loss caused by or directly arising as a result of the Services performed under this Contract, including such damage, injury, or loss arising after the Contract is terminated or the term has expired. SECTION i0. WORKERS’ COMPENSATION i0.i CONSULTANT, by executing this Contract, certifies that it is aware of the provisions of the Labor Code of the State of California which require every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that Code, and certifies that it will comply with such provlsions, as applicable, before commencing the performance of the Project. PROJECT SECTION II -TERMINATION OR SUSPENSION OF CONTRACT OR ii.I The city manager may suspend the execution of the. Project, in whole or in part, or terminate this Contract, with or without cause, by giving thirty (30) days’ prior written notice thereof to CONSULTANT, or immediately after submission to CITY by 020729 sd10072199 CONSULTTkNT of any completed item of Basic Services.. Upon receipt of such notice, CONSULTANT wil! immediately discontinue its performance under this Contract. 11.2 CONSULTANT may terminate this Contract or suspend its execution of the Project by giving thirty (30) days’ prior written notice thereof to CITY, but only in the event of a substantial failure of performance by CITY or in the event CITY indefinitely withholds or withdraws its request for the initiation or continuation of Basic Services or the execution of the Project. 11.3 Upon such suspension or termination by CITY, CONSULTANT will be compensated for the. Basic Services and Additional Services performed and Deliverables received and approved prior to receipt of written notice from CItY of such suspension or abandonment, together with authorized additional and reimbursable expenses then due. If the Project is resumed after it has been .suspended for more than 180 days, any change in CONSULTANT’s compensation will be subject to-renegotiation and, if necessarY, approval of CITY’s City council, if this Contract is suspended or terminated on account of a default by CONSULTANT, CITY will be obligated to compensate CONSULTANT only for that portion of CONSULTANT’s services which are’ of direct and immediate benefit to CITY, as such determination may be made by the city= manager in the reasonable .exercise of her discretion. 11.4 In the event of termination of this Contract or suspension of work on thei~Project by CITY where CONSULTANT is not in default, CONSULTANT will receive compensation as follows: 11.4.1 For approved items of services, CONSULTANT will be compensated for each item of service fully performed in the amounts authorized under this Contract. 11.4.2 For approved items of services on which a notice to proceed.is issued by CITY, but which are. not fully performed, CONSULTANT wil! be compensated for each item of service in an amount which bears the same ratio to the total fee otherwise payable for the performance of the service as the quantum of service actually rendered bears to the services necessary for the full performance of that item of service. 11.4.3 The total compensation payable under the preceding paragraphs of this Section will not exceed the payment specified under Section 5 for the respective items of service to be furnished by CONSULTANT. 11.5 Upon such suspension or termination, CONSULTANT will deliver to the city manager immediately any and all copies of the Deliverables, whether or not completed, prepared by CONSULTANT or its .consultants, if any, or given to CONSULTANT or its consultants, if any, in connection with this Contract. Such materials will become the property of CITY~ 020729 sd10072199 11.6 The failure of CITY to agree with. CONSULTANT’s independent findings, conclusions, or recommendations, if the same are called for under this Contract, on the basis of differences in matters of judgment, will not be construed as a failure on the part of CONSULTANT to fulfill its obligations under this Contract. SECTION 12.ASSIGNMENT 12.1 This Contract is for the personal services of CONSULTANT, therefore, CONSULTANT will not asslgn, transfer, convey, or otherwise dispose of this Contract or any right, title or interest in or to the same or any part thereof without the prior written consent of CITY. A consent to one assignment w±ll not be deemed to be a consent to any subsequent assignment. Any assignment made without the approval of CITY will be void and, at the option of the city manager, this Contract may be terminated. This Contract will not be assignable by operation of law. SECTION 13. NOTICES 13.1 All notices hereunder will be given, in writing, and mailed, postage prepaid, by certified mail, addressed as follows: To CITY:Office of the City Clerk City of Palo Alto Post Office Box 10250 Palo Alto, CA 94303 To CONSULTANT: Attention of the project, director at the address of CONSULTANT recited above SECTION 14. CONFLICT OF INTEREST 14.i In accepting this Contract, CONSULTANT covenants that it presently has no interest, and will not acquire any interest, direct or indirect, financial or otherwise, which would conflict in any manner or degree with the performance of the Services. 14.2 CONSULTANT~ further covenants that, in the performance of this Contract, it will not employ contractors~ or persons having such an :interest mentioned above. CONSULTANT certifies that no one who has or will have any financialinterest under this Contract is an officer or employee of CITY; this provision will be interpreted in accordance with the applicable provisions of the Palo Alto Municipal Code and the Government Code of the State of California. 020729 sd10072199 10 SECTION 15. NONDISCRIMINATION 15.1 As set forth in the Palo Alto Municipal Code, no discrimination will be made in the~employment of persons under this~ Contract because of the age, race, color, national origin, ancestry, religion, disability, sexual preference or gender of such person. If th~ value of this Contract is, or may be, five thousand dollars ($5,000) or more, CONSULTANT agrees to meet all requirements of ¯the Palo Alto Municipal¯ Code pertaining to nondiscrimination in employment, including completing the requisite form¯furnished by CITY and set forth in Exhibit ~D". 15.2 CONSULTANT agrees that each contract for services from independent providers will contain a provision substantially as follows: ~. [Name of Provider] will provide CONSULTANT with a certificate stating that ~ [Name ~of~ Provider]. is currently in compliance with all -Federal and State of California¯laws covering nondiscrimination in employment; and ¯that [Name of Provider] will not discriminate in the employment of any person under this contract because of the age, race, color, national origin, ancestry, religion, disability, sexual preference or .gender of such person. 15.3 If ¯CONSULTANT is found in violation of the nondiscrimination provisions of the State of California Fair Employment Practices Act or similar provisions of Federal law or executive order in the perfgrmance of ¯this Contract, it will be in default of this Contract. Thereupon, CITY will have the power to ~cancel or suspend this Contract, in whole or in part, or to deduct the sum of twenty-five dollars ($25) for each person for eachcalendar day during whi¯chsuch person was subjected to discrimination, as damages for breach of contract, or both. Only a finding of the State ~of California Fair Employment, Practices Commission or the ¯equivalent federal agency or officer will constitute evidence¯of a breach of this Contract. SECTION 16.MISCELLANEOUS PROVISIONS 16.1 CONSULTANT represents and warrants that it has knowledge of the requirements of the federal Americans with Disabilities Act of 1990, and the Government Code and the Health and Safety Code of the State of California, relating to access to public buildings and accommodations for disabled persons, and relating to facilities for disabled persons. CONSULTANT will comply with or ensure by its advice that compliance with such provisions will be effected pursuant to the terms of this Contract. 16.2 Upon the agreement of the parties, any controversy or claim arising out of or relating to this Contract may be settled 020729 sd10072199 by arbitration in accordance with the Rules of .the American Arbitration Association, and judgment upon the award rendered by the Arbitrators may be entered in any court having .jurisdiction thereof. 16.3 This Contract will be governed by the laws of the State of California, excluding its conflicts of law. 16.4 In the event that an action is brought,, the parties agree that trial of such action will be vested exclusively in the state courts of California or in the United States District Court for the Northern District of California in the County of Santa Clara, State of California. 16.5 The prevailing party in~ any action brought to enforce the terms of this Contract or arising out of this Contract may recover its reasonable costs and attorneys’ fees expended in connection with that action~ 16.6 This document represents the entire and integrated Contract between the parties and supersedes~all prior negotiations, representations, and contracts, either written or oral. This document may be. amended only by a written instrument, which is signed by the parties. .~. 16.7 All provisions of this Contract, whether covenants or conditions, will be deemed to be both covenants and conditions. 16.8 The covenants, terms, conditions and provisions of ~his Contract will apply to, and will bind, the heirs, successors, executors, administrators, assignees, and consultants, as.the case may be, of the parties. 16~.9 If a court of competent jurisdiction finds or rules that any provision of this Contract or any amendment thereto is void.or unenforceable, the unaffected provisions of this Contract and any amendments thereto will remain in full force and effect. 16.10 All exhibits referred to in this Contract and any addenda, appendices, attachments, and schedules which, from time to time, may be referred to in any duly executed amendment hereto are by such reference incorporated in this Contract and will be deemed to be a part. of this Contract. 16.11 This Contract may be executed in any number of counterparts, each of which will be an original, but all of which together will constitute one and the same instrument. 16.12 This Contract is subject.to the fiscal provisions of the Charter of the City of Palo Alto and the Palo Alto Municipal Code. This Contract will terminate without any penalty (a) at the end of any fiscal year in the event that funds are not appropriated for the following fiscal year, or (b) at any time within a fiscal year in the event that funds are only appropriated for a portion of 12 020729 sd10072199 the fiscal year and funds for this Contract are no longer available. This Section 16.12 will take precedence in the event of a conflict with any other covenant, term, condition,.or provision of this Contract. IN WITNESS WHEREOF, the parties hereto have by their duly authorized representatives executed this Contract on the date first above written. ATTEST:CITY OF PALO ALTO City Clerk APPROVED AS TO FORM: Senior Asst. City Attorney APPROVED: Assistant City Manager Director of Public Works Mayor GEOFF BROSSEAU, a sole proprietor By: Its: Taxpayer’s I.D. No. 558-33-3139 Director Of Administrative Services Insurance Review Attachments: EXHIBIT ~A": EXHIBIT ~B": EXHIBIT ~C": EXHIBIT ~D": SCOPE OF PROJECT &TIME SCHEDULE RATE SCHEDULE- INSURANCE NONDISCRIMINATION COMPLIANCE FORM 020729 sdl 0072199 13 2002/2003 Pollution Prevention Programs Regional Water Quality Control Pi.ant " Palo Alto Geoff Brosseau in association with Arrnand Ruby- Larry Walker Associates Ann Joseph Consulting Art Slater July 2002 Palo Alto Regional Water Quality Control Plant EXHIBIT "A" Introduction The Regional Water Quality Control Plant (RWQCP) in Palo Alto treats wastewater generated in East Palo Alto, Los Altos, Los Altos Hills, Mountain View, Palo Alto, and Stanford. To meet stricter effluent limits for discharge to San Francisco Bay, the RWQCP is targeting categories of discharges to reduce their loading of heavy metals and other pollutants of concern to the RWQCP. This Pollution Prevention Programs work plan includes tasks to assist the RWQCP in general pollutant source identification and reduction efforts. The work plan also includes tasks that address specific sources, such as vehicle service facilities. As part of, the effort to reduce pollution from commercial facilities, the RWQCP developed the Vehicle Service Facility Waste Minimization Program. Implementation of the program began in 1992. The program scope is multi-media--pollutan.ts entering both the storm drain and sanitary sewer systems are targeted for reduction. The .program approach combines increased regulation, education, and positive incentives to encourage waste minimization. Over the first three years of the program (1992-1994), the scope expanded to other aspects of vehicle service including businesses maintaining fleets of vehicles, automotive parts stores, and high school/adult education automotive repair classes. In 1995, the Vehicle Service Facility Waste Minimization Program became part of a broader Commercial Facilities Water Pollution Prevention Program. The 1995 program added programs for machine shops and metal fabricators, special projects focused on vehicle service procedures and vehicle pollutants, and scoping work fQr new programs such.as printers and laundry graywater. The 1996 program continued these efforts as well as a new task on outreach to facilities managers. In 1997, the scope of the program was expanded to address pollutant source identification .and pollution prevention strategy development for mercury and organics (dioxins, organochlorine pesticides, and PCBs). Source identification work was also started for zinc, and follow-up work was done on specific sources of dioxins. Scope of Work This 2002/2003 work plan represents the continuing evolution of the program as it moves into its eleventh year. The program is comprised mostly of aspects of the previous years’ programs with new tasks added as needed. Details of this year’s scope of work including task descriptions, approach,, and anticipated products are provided below. The tasks in the scope are organized into three components: ,Pollution Prevention Program Implementation and Coordination o Watershed Monitoring and Assessment ¯Training A. Pollution Prevention Program Implementation and Coordination Task 1: Work Plan and Project Management Scope: The consultant team will: o attend project planning meetings with RWQCP staff Pollution Prevention Programs.2002/03 Work Plan July 2002 Regional Water.Quality Control PlantPalo Alto prepare a work plan for the Pollution Prevention Programs contract During the project year, the consultant will revise and/or add new tasks to the work plan, as necessary. The work plan will contain: o scopes of work ¯budgets ¯schedules for each task Approach: The consultant team will manage the project tasks and assist RWQCP staff to manage the Pollution Prevention Programs contract. The team will endeavor to keep the project tasks on budget and schedule. Members of the consultant team will attend project status meetings with the RWQCP staff. The RWQCP staff, with input from the team, will set up project meetings. The consultants will prepare items, as needed, to facilitate the meetings. Products: 2002/2003 Work Plan and subsequent annual versions and revisions Task 2: Vehicle Service Facility Program Scope: The consultant team will purchase the annual recognition items including: .full-page newspaper Clean Bay Business ads ¯annual decals o 5-year and 10-year recognition items Approach: The consultant team has assisted the RWQCP for the past ten years with grapt~ic services related to the VSF Program, including design, layout, production, and printing/purchasing. Items have been produced for the following tasks: Clean Bay Business Recognition Program including decals, bumper stickers, customer brochures, newspaper ads, and tear sheets Clean Bay Business Advertising Program including: ~Newspaper reminder advertisements ¯Phone book advertisements o Theater advertisements ¯5-Year Recognition Program ¯10-Year Recognition Program The consultant team is prepared to continue purchasing the items described in the RFP. Products:Full-page Clean Bay Business ads (placement only); Decals; 5-year recognition items; 10-year recognition items Task 3: IPM Partnership Scope: The consultant team will coordinate implementation of the Regional IPM Partnersh p. Duties will include: ¯designing the promotion ¯organizing and conducting monthly meetings ¯facilitating regional decision-making ¯coordinating the efforts of individual agency participants o coordinating development and production of regional materials (e.g., fact sheets, shelf talkers) ¯Approach: The consultant team will work with RWQCP staff on implementing the IPM Partnership in much the same way as has been done under the previous Pollution Prevention Pollution Prevention Programs 2002/03 Work Plan July 2002 Palo Alto Regional Water Quality Control Plant Programs contract. The consultant team will focus on maximizing coordination of this regional project among about a dozen agencies while striving to meet the following long-term goals: Develop and maintain partnerships with stores that: .. .are convenientfor residents, . o support a high-quality promotion, ¯address a significant volume of pesticide sales, and ¯continue for as long as pesticides are a significant compliance risk for wastewater and stormwater agencies. Recent and ongoing regulatory changes affecting diazinon and chlorpyrifos will impact those waste stream volumes and in turn impact how agencies deal with those two pesticides in the future in ways quite different from the replacement pesticides. The consultant team will work with the Regional IPM Partnership Committee to compare the waste stream profiles with the promotion design and identify areas where the design may need to be modified to maximize the. effectiveness of the Our Water, Our World Promotion. Productsi Agenda; Minutes; Communications; Regional materials; Program design B. Watershed Monitoring and Assessment Task 4: Long-Term Monitoring and Assessment Plan (LTMAP) Scope: The consultant team will assist the City of Palo Alto and other local jurisdictions that border San Francisquito Creek to develop and implement a long-term monitoring and assessment program for the creek and its watershed. The consultant team will develop the monitoring program by facilitating discussions and decision-making by local jurisdictions, and by helping coordinate these activities-with the Regional Water Quality Control Board, the San Francisquito Watershed Counci! (sFwc), and the Joint Powers Authority. The goals of this effort are to: ¯ update the Long-Term Monitoring and Assessment Plan (LTMAP) as necessary " , facilitate institutionalizing the LTMAP including establishing: long-term stations, mechanisms/systems for data management, information access/sharing, and adaptive management (study plan generation and review, study results review and incorporation into decision-making) help link the Watershed Management Initiative’s watershed assessment results with the LTMAP Approach: Having developed the LTMAP, it is now vital to help ensure the plan is implemented as much as possible. The consultant team will work with San Francisquito Watershed Council and Joint Powers Authority staff on implementing the LTMAP in much the same way as has been done under the previous Pollution Prevention Programs contract. The consultant team has identified the following key follow-on" tasks to the LTMAP’s production: ~completing the long-term stations network ¯developing data review and management processes ¯institutionalizing information access/sharing and an adaptive management process The consultant team has identified the key individuals that need to be involved to help complete these tasks. The consultant team will continue to work with them in small focused work groups on parallel tracks to complete, these follow-on tasks together.. Products:LTMAP updates, as necessary; Database management and information sharing/access systems Pollution Prevention Programs 4 2002/03 Work Plan July 2002 Palo Alto Regional Water Quality Control Plant Task 5: Coordination between the San Francisquito Watershed Council and WMI Scope: The consultant team will assist the San Francisquito Watershed Council to participate in tt~e WMI including participating in the Watershed Assessment Subgroup (WAS) and serving as watershed captain for the purposes of the watershed assessment. Participation in WAS will include: o meetings o preparation of minutes and other written products ¯document review and comment Serving as watershed captain will include participating in.all steps of the watershed assessment (i.e., data qualification, data analysis, uncertainty and limiting factor analysis, and watershed integration) and helping WAS and the WMI to determine post-assessment tasks. Approach: The consultant team will work with RWQCP staff on coordinating between the San Francisquito Watershed Council and the WMI in much the same. way as has been done under the previous Pollution Prevention Programs contract. As the WMI’s watershed assessment is nearing completion, the consultant team will look for opportunities to link its results and lessons learned with the LTMAP. Products:. Recommendations and plan for using WMI .assessment in LTMAP implementation Task 6: Research and Monitoring Assistance Scope: As needed, the consultant team will assist the City of Paio Alto with research and monitoring projects for San Francisquito Creek and the Emily Renzel Marsh. In addition, the consultant team will assist with source control and pollutant research on an on-Call basis. Approach: The consultant team will work with RWQCP staff on any research and monitoring projects as well as any source control and pollutant research in much the same way as has been done under the previous Pollution Prevention Programs contract. For source control and pollutant research, the basic process involves the following: developing a work plan that defines specific work elements to be performed, level of effort and time required for completion, and staff assignments conducting the research including potentially: -literature reviews -product research ¯site visits ~ sampling visits in-depth studies at"volunteer sites" ~ developing recommendations for RWQCP actions producing reports Products: To be determined - Could include monitoring and research reports and pollutant source identification and characterization reports C. Training Task 7: Training Assistance Scope: =The consultant team will assist the City of Palo Alto to create and conduct training, on an as needed basis, for business types such auto repair, dental, and plumbing. In addition, the Consultant team will help city staff implement their pesticide/IPM policy by: . conducting trainings Pollution Prevention Programs 5 2002/03 Work Plan July 2002 Palo Alto Regional Water Quality Control Plant developing pest response plans or IPM plans for city staff (e.g., step-by-step pest control instructions) responding to pest control questions on an on-call basis. Approach: The consultant team will work with RWQCP staff to provide training assistance in much the same way as has been done under the previous Pollution Prevention Programs contract. In addition, there is a need and perhaps an opportunity to take the trainings to the general public in a more directed way. The in-store "trainings" of customers (i.e., workshops). have been verywell received. Over the last. decade or more, the RWQCP has developed a number of public education efforts that affect residents in their home and yard - pest control, auto care, wood smoke prevention, creek and watershed pollution prevention, household hazardous waste / exchange programs, construction pollution prevention - that residents may find very informative and valuable. One of the more effective ways to convey this information might be to develop and conduct brief "workshops" at homeowners and neighborhood association meetings. ’q-rainers" could briefly provide the information, answer questions, and leave the RWQCP’s existing materials behind for residents. Products: Trainings; Pest response plans or IPM plans; Pest control help Pollution Prevention Programs 2002/03 Work Plan July 2002 Palo Alto Regional Water Quality Control Plant Budget EXHIBIT "B" Budget Pollution Prevention Programs Task 1 Work Plan and Project Management 2 Vehicle Service Facility Program 3 IPM Partnership Total- Pollution Prevention Program Implementation and Coordination 4 7 Long-term Monitoring & Assessment Program Development - San Francisquit0 Creek Coordination between San Francisquito Watershed Council and WMI Research and Monitoring Assistance Total -Watershed Monitoring and Assessment Training Assistance .Total - Training Total - Pollution Prevention Programs Budget $3,500 $11,500 $35,000 $50,000 $40,000 $20,000 $65,000 $1o,ooo Sl0,O00 $125,000 Team Member Geoff Brosseau Armand Ruby Annie Joseph Art Slater Other Direct costs Fee Schedule Firm Hourly Rate Consultant $120 LWA $165 Consultant *$ 60 Slater Pest Control $150 Actual Costs *Workshop Rate (1-2 hours = $250; 3-4 hour = $350) Overhead will be-charged on all technical and professional subcontracts at the rate of 5 percent. Pollution Prevention Programs 2002/03 Work Plan July 2002