HomeMy WebLinkAbout2002-10-07 City CouncilCity of Palo Alto
C ty Manager’s
TO:HONORABLE CITY COUNCIL
FROM:
DATE:
SUBJECT:
CITY MANAGER DEPARTMENT: UTILITIES
OCTOBER 7, 2002 CMR: 384:02
CHANGE ORDER TO INCREASE EXISTING CONTRACT
($2140631) WITH PACIFIC GAS AND ELECTRIC COMPANY IN
THE AMOUNT OF $50,000 FOR ADDITIONAL TRAINING AND
TRAINING CONSULTING SERVICES MANDATED BY THE U.S.
DEPARTMENT OF TRANSPORTATION OPERATOR
QUALIFICATION COMPLIANCE
RECOMMENDATION
Staff recomlnends that .Council:
Approve and authorize the Mayor to execute a change order to attached contract
with Pacific Gas & Electric, Company (PG&E) in the amount of $50,000 ~for
training and training consulting services.
Authorize the City Manager or his designee to negotiate and execute one or more
change orders to the contract with PG&E for related, additional but unforeseen
work which may develop during the project, the total value of which shall not
exceed $5,000.
BACKGROUND
The City of Palo Alto Utilities Gas Operator Qualification Plan outlines the City’s
responsibilities and procedures to ensure that it maintains a qualified workforce in
keeping with Utilities Strategic Plan (Strategies 1 and 5) and that its operations comply
with relevant Federal Pipeline Safety Regulations.
In compliancewith Sections 106 and 205 of the Pipeline Safety Act of 1992 and Section
4 of the Accountable Pipeline Safety and Partnership Act of 1996, the U.S. Department
of Transportation (DOT), through its Research and Special Program Administration
CMR:384:02 Page 1 of 3
(RSPA), adopted regulations requiring that all individuals who operate and maintain
pipeline facilities:
®
Be qualified to operate and maintain the pipeline facilities, and
Have the ability to recognize and react appropriately to abnormal operating Conditions
that may indicate a dangerous situation or a condition exceeding design limits.
These regulations are in Title 49 Code of Federal Regulations (CFR) Part 192 Subpart N.
DISCUSSION
The requested contract increase is needed to ensure the City of Palo Alto Utilities
department will continue to be in compliance ~with the above regulations-by October
2002. PG&E will assist, the City of Palo Alto Utilities department with training and
qualification of employees and other individuals who may perform tasks covered under
the regulatory requirements. Attachment B identifies the covered tasks that are required
for operation and maintenance of the City gas system. The Qualification Summary
provides guidance for achieving compliance with the CFR requirements that establishes a
qualification method for performing each dovered task when working on gas pipeline
facilities. The attachment is a list’of tasks and sub tasks that each employee must be
qualified in order to meet the required qualification and training for working on gas.
Selection Process
Although other firms were contacted, only PG&E had the proximity and the specialized
training facilities required by the Utilities Department. Again, to ensure compliance with
the above regulations and the City Operator Qualification Plan, PG&E will assist the
Utilities Department in ensuring that the City has a qualified work force to operate and
maintain the City gas. system as required by the U.S. Department of Transportation: A
sole source justification was prepared and approved as part of the contract file (CMR:
406:01). PG&E is an established local firm that provides excellent technical service and
support, quality workmanship, and has successfully provided required training for the
City of Palo Alto Utilities Department in the past. A local training facility is located in
San Ram~n, California and is equipped to handle the City’s needs for qualification,
training, assistance, and support.
RESOURCE IMPACT
Funds for this contract amendment are
2002-03 budget.
included in the adopted operating budget for
CMR:384:02 Page 2 of 3
POLICY IMPLICATIONS
This report will not represent a change to existing City of Palo Alto Rule and Regulations
and!or policies at this time.
This recommendation supports the Utilities Strategic Plan, Strategy 1; Operate
distribution systems in a cost effective manner and, Strategy 5; Attract and retain
employees with critical skills and knowledge.
ENVIRONMENTAL REVIEW
This project is not a project for the purposes of the California Environmental Quality Act.
.ATTACHMENTS
A. Contract with PG&E
B. Identifies relevant operating and maintenance tasks (covered tasks), provide guidance
for achieving compliance with the CFR requirements and establishes qualification
methods for performing each covered task on a gas pipeline facility
PREPARED BY: .
MORRIS H. WHITE
Supervisor~ Water Metering and Cross-
Connection Control
DEPARTMENT HEAD:
of Utilities
CITY MANAGER APPROVAL:
EMIL~HARR[SON
Assistant City Manager
CMR:384:02 Page 3 of 3
PURCHASE ORDER
City of Palo Alto
TO:
Attm: Jeff’ .~’]ontana.-NSD
THIs P,O NUMBERMU
INVOICES, PAOKAGESi~ESPOND~N
DIRECT ALL ~
COMMUNICATION\
AND )
ACKNOWLEDGEMENT/
Catalog ~ 994@@
Training arid t~aining consulting
serviOes mandated by the United
States Depar’~ment of Transportation
b~£J~en City of Palo Al%o and PG
ag~-eement number .Z-:tg-1--Oe6-#~i~ and
approved c}~a,n,~~ thereto.
CITY OF PALO ALTO
PURCHASING DEPT.
P.O. BOX 10250
PALO ALTO, CA 94303
(650) 329-2271
DELIVERIES ACCEPTEDONLY BETWEEN
8:00 AM & 3:00 PM
UNLESS OTHER ARRAN6EMENTS ARE INDICATED HEREIN.
PURCHASING
...... ~,~,’ ~..’....,
t ’’"" ........."" 2~* ’AX-
CM ~/,, tO~ PURCHASING
¯ -~: :Z:- -~HIS~,is.sUB3ECT tOT~E ~ER~S~NDCONDITioN~ STATED BELOW~ AND ON’THER~ERSE. <<
SPECIFICATIONS - Any specifications and/or drawings referred to and/or affached hereto are expressly made a paM o
this Purchase Order.
DELIVERY - Please noti~ the Ci~ promptly if deIive~ cannot be made on or before t~ date,specified.
ORDER IDENTIFICATION - Show the P.O. number on all shipping labels, packing Iists,.invoices, and communications. I
paMial shipment is authorized, so indicate on all documents. Complete packing lists must accompany each shipment.
INVOICE - A sepa~te invoice is required for each order. Send to address indicated above.
T~ - This Purchase Order is exempt from Federal T~, (Ce~ificate furnished upon request) but is subject to sales t~
when applicable.
PG&E Agreement No. Z-19-1-006-01
Page 1 of 8
TRAINING AND CONSULTING SERVICES
BLANKET AGREEMENT
This Agreement is made and entered into, as of ,2001, by and
between THE CITY OF PALO ALTO, 3101 East Bayshore, Palo Alto, CA 94518-2501,
("Client") and PACI~’IC GAS AND ELECTRIC COMPANY, 77, Beale Street, San Francisco,
CA 94105, a California corporation, ("PG&E").
RECITALS
WHEREAS, Client desires PG&E to provide various training courses a~nd training
consulting services, and PG&E desires to do so pursuant to the terms and conditions set forth in.
this Agreement.
NOW, THEREFORE, in consideration of the premises and the mutual covenants and
agreements set out in this Agreement, Client and PG&E agree as follows:
AGREEMENT
SCOPE. PG&E shall conduct performance based training courses and knowledge
comprehension and skills assessment testing as outlined in each.c0urse description, as part of
the Training Curriculum, attached to this.Agreement as Exhibit 1. PG&E will also provide
training consulting services for the analysis and development of Client "in-house" trairiing
programs, job aids and.measurement tools, as outlined in Section 3 below.
TRAINING COURSES. PG&E shall provide training for each courserequested upon
receipt and acceptance of a Purchase Order as outlined below in this section 2 and a
completed Course Agreement for each partidipant. The following forms shall constitute a
complete Course Agreement:
a) Course Description (from Exhibit I) ¯
b) Signed Enrollment Form (Exhibit 2)
c) Signed OnSite Access Agreement for on-site training (Exhibit 3)
Training Course Objective(s)
Training course objectives shall be specific to each course and outlined in each course ¯
description (See Exhibit 1).
Training Course ln’structo?/Participant Ratio
The appropriate ratio of instructor to participants will be determined by the course
curriculum.
PG&E Agreement No. Z-19-1-006-01Page 2 of 8
Training course locations will be determined based on the course(s) requested and be
conducted at an on-site location.
An "On-site" location shall be defined as a PG&E location, including but not limited-to,Livermore Learning Centers.¯ On site training locations will include
PG&E s Sa Ramon or
following a.ccomm°dati°ns: -
¯A classroom environment reasonably free of interruptions
o A training, field environment reasonably free of interruptions.
¯Training props (if not otherwise furnished by PG&E)
,Suitable classroom and shop space necessary to accommodate participants,
demonstrations, and hands-on training as requi.red (flipcharts, chalk/white board, TV
and video player).
o.Appropriat~ safetyand personalgear (if not otherwise furnished by Client)
,Appropriate tools and equipment (if not otherwise furnished by Client)
~Course Schedule_s
Training courses shall be conducted between the hours of 8:00 AM and 5:00 PM, Monday
through Friday, unless otherwise mutually agreed to by both parties prior to the. start of the.
course.
~aterials . . " ’
All training materials provided by PG&E are proprietarY information and is provided to the
Clientfor the sole. purpose of training. The materials may not be reproduced or distributed to
any other individual or third party at any time or for any purpose without the express written
permission of PG&E..
Re___quests for.Trainin~
Client will request training courses through the issuance of a Purchase Order. For training
courses the Purchase Order shall specify (i) the training course(s) requested; (ii) number of
participants; (iii) Training dates mutually a’greeable to both parties; (iv) training location(S);
and (iv) fee for each course requested as negotiated at the time the training is requested.
PG&E will not commence any training courses under this Agreement until authorized by
Client through a Purchase Order.
~ns and Reschedulin
The Client may cancel a Scheduled training course at no.charge, if PG&E is notified of such
request within 3 days prior to the start date of the training course being cancelled and PG&E
¯ and Client mutually agree On a new training date(s)within 10 business days of the original
date. Ifa new date is not agreed to within 10 days the.Client shall be invoiced for al!
expenses associated with preparing for the training and 50% of the total course fee.
PG&E A~greement No. Z-19-1-006-01
Page 3 of 8
the event the instructor for the scheduled training is not available due to unforeseen
circumstances, including but not limited to illness, PG&E’s substitute instructor will conduct
the.training. In the event PG&E’s substitute instructor is also not available due to unforeseen
circumstances, the training will be re-scheduled on a date mutually agreeable to PG&E and
Client.
Training Course Refunds
Client shall not be refunded any amount for a participant who has begun training, but is
unable ~o complete the training for any reason.
Training Course Curriculum
Approval: Only training course descriptions that have been reviewed and approved by
PG&E’s Law Department are considered part of the training course curriculum (Exhibit 1)
and authorized to be provided by PG&E under this Agreement.
Modifications/Additions: Modifications to existing approved training course descriptions or
requests for additional training course descriptions shall be made only after such requests
meet the approval criteria stated above. All approved changes to the training course
Curriculum shall be effective only after a Change Order signed by both parties incorporates
such changes into the Agreement.
Conflicts: Should a conflict exist between any approved training course description and this
Agreement, this Agreement shall control.
TRAINING CONSULTING SERVICES: PG&E may provide the following training
consu Iting services on an as-requested basis:
o Front end analysis
¯Design and development work
o Job aids development
~Field training outlines
¯Job performance measures or audits
¯As specified in Training Consulting Descriptions (Exhibit 4), developed and approved as
identified
Requests.for Training Consulting Services ................
Client will request training consulting services through the issuance ofa Purclia~e order. -
For consulting services the Purchase Order shall specify (i) Scope of Work; (ii) employees
performing work; (iii) deliverables and due dates; (iv) work schedule mutually agreeable to
both parties; (v) work location(s); (vi)subject matter expertise, (vii) the Client contact
person, and (vii) time and expense fee schedule or agreed lump sum price as negotiated at the
time the service is requested. PG&E will not commence training consulting services under
this Agreement until authorized, by Client through aPurchase Order.
PG&E Agreement No. Z-19-1-006-01
Page 4 of 8
Consulting Services Cancellations
The Client may cancel training consulting work at anytime upon written notice to PG&E.
PG&E shall invoice Client for all related expenses incurred for services performed to the
date of cancellation. Upon receipt of final payment, PG&E shall release to Client all
materials and products produced up to the time of cancellation.
Training Consultin.~ Descriptions
Approval: Only training consulting descriptions that have been reviewed and approved by
PG&E’s Law Department are considered part. of the training consulting services outlined
above and authorized to be provided by PG&E under this Agreement.
Modifications/Additions: Modifications to existing training consulting descriptions or
requests for additional training consulting descriptions shall be made only after .such requests
meet the approval criteria stated above. All approved changes to the training consulting
descriptions shall be effective only after a Change Order signed by both parties incorporates
such changes into the Agreement.
Conflicts: Should a conflict exist.between any approved training consulting description and
this Agreement, this Agreement shall control.
FEES. Client shall pay PG&E for the training consulting courses provided under this
Agreement in accordance with the fee for each course requested. Client shall pay for
training consulting services on a time and. expense or lump sum basis as negotiated at time
the training consulting services are req uested.
PG&E will submit a monthly invoice to Client for services performed. Invoices will be in
duplicate, reference the Agreement number and Purchase Order number, and be submitted to
the address shown below:
citYof Palo Alto
3201 East Bayshore
Pal0 Alto, CA 94518-2501
Attn: Mr. William Gray
Client shall make all payments, subject to Client approval, within thirty (30) days after
receipt of an invoice.
Payments shall be mailed to:
Pacific Gas and Electric Company
P. O. Box 997300
Sacramento, California 95899-7300
All payments shall reference the Agreement number, purchase order, and PG&E invoice
number.
PG&E Agreement No. Z-19~1-006-01
Page 5 of 8
ORDERS. Purchase Order(s), issued by the Client in connection with work or
services performed under this Agreement are to document the Client’s request and facilitate
processing of payments to PG&E. Any additional terms and conditions beyond the basic:
information, required in Sections 2 or 3 above, included on said Purchase Order(s) are n:ull
andvoid and do not apply to this Agreement. This Agreement is the sole contract between
PG&E and Client for the services covered under this Agreement.
INSURANCE. Client warrants that all participants are employees of the Client and that the
Client maintains the following insurance coverage which shall be in effect and apply to the
Client’s employees during and to completion of any training:
Worker’s Compensation insurance or self-insurance indicating compliance with any
applicable labor codes, acts, laws or statues, state or federal, where Client performs
work.
Employers’ Liability Insurance. in an amount not less than $1,000,000 for injury or death
each accident.
Commercial General Liability Insurance in an amount not less than $1,000,000.
INDEPENDENT CONTRACTOR. Client and PG&E agree that PG&E is to provide
training and consulting services as an independent contractor. PG&E is not an agent or
employee of Client for any purpose.
PERFORMANCE. In the performance of the services under this Agreement, PG&E is an
independent contractor with the authority to control and direct the performance of such
services. Those services must meet the-approval of Client, however, and shall be subject to
Client’s general right of inspection and supervision to secure satisfactory completion of the
services. PG&E agrees to comply with all federal, state, and local laws~ rules, and
regulations that are now or may in the future become applicable to the performance of
services by PG&E under this Agreement.
CLIENT RESPONSIBILITY. In the event the performance of particular services by
PG&E depends upon approvals or other decisions by Client., or the furnishing by Client of
¯ particular documents or information and Client does not timely perform or provide the
same, the time for PG&E’s completion of the particular services which are dependent
thereon shall be extended by the period of Client’s delay with respect thereto.
10.Client understands that there are certain risks a~sociated With the training provided by
PG&E. Client hereby releases PG&E, its affiliates, officers, directors, and employees from
all claims, demands, and liability, which are in any way connected with the training and pay
all costs and expenses associated with defending such claims, demands, and liability,
including settlement costs, judgments, penalties, and reasonable attorney fees.
/
./
///
PG&E Agreement No. Z-19-1-006-01
Page 6 of 8
LIMITATION OF PG&E’S LIABILITY. In the event that PG&E is held to be liable to
Client or to any party claiming by or through Client by reason of PG&E’s performance-of
services under this Agreement, the aggregate liability of PG&E with respect to losses
resulting from PG&E’s services shall be limited to the lesser of the not-to-exceed amount of
the Purchase Order or the full amount paid to PG&E under the Purchase Order. In no event
shall PG&E be liable to Client for incidental, indirect, special, punitive, or consequential
damages including, but not limited to, loss of use, cost of delays, replacement of power, or
loss of profits. The parties further agree that the limitations on liability expressed in this
Agreement will apply at all times, whether in contract, equity, tort or otherwise, regardless of
the fault, negligence (in whole or in part), strict liability, breach of contract 0r breach of
warranty of the party indemnified, released or whose liabilities, are limited, and will extend to
the affiliates, subsidiaries, parentcompany, Officers, managers, directors, agents and
employees of such party.
12..Client understands that PG&E makes no warranty or representation of any kind that
participants will receive external licenses, certifications, or qualifications from any
governmentalagency or private iri~;titutionl Client shall independently verify that
participants possess the necessary skill or certification to perform work for client as Client’s
employee.
13. AGREEMENT TERM AND TERMINATION.
A. This Agreement shall be in effect from the date signed by PG&E until
, unless sooner terminated by Client or PG&E as permitted
by this Agreement.
Either party may terminate this Agreement at any time by giving.the other party two
(2) weeks written not.ice, provided, however, any such termination shall not affect
PG&E’s obligation to perform services during the two (2) week notice period or
Client’s obligation to pay PG&E for services rendered to the date of termination,
including during the two (2) week notice period.
Co PG&Emay terminate this Agreement immediately and without prior notice in the
event that the California Public Utilities Commission issues a ruling or order
prohibiting or otherwise preventing PG&E from fulfilling, or substantially
interfering with PG&E’s ability to fulfill, its obligations under this Agreement, or
finding that this Agreement is contrary to the POlicies of the California Public
UtilitiesCommission. In the event of any such termination, Client will be liable to -
PG&E only for the compensation earned on the services performed to the date of
termination, plus costs reasonably incurred by PG&E in terminating its operat!on,
and PG&E will take whatever action with respect to performance bf’~he services as
will tend to minimize its claim against Client. PG&E will not be entitled to any
payment for anticipated profits or overhead on unc.ompleted portions of the services.
PG&E Agreement No. Z-19~1-006-01
Page 7 of 8
ASSIGNIVIENT. Neither this Agreement nor the services to be provided under this
Agreement shall be assigned, subcontracted, or otherwise transferred by either Client or
PG&E without the prior written consent of the other party. Such consent shall not be
unreasonably withheld.. This Agreement shall inure to the benefit of and be binding upon
Client and PG&E and their respective successors and assigns.
15. GENERAL.
mo The failure of either party to exercise any right under this Agreement or to take any
action permitted on a breach by the other party shall not be deemed a waiver of such
right or of any other rights in the event of a subsequent breach of a like or different
nature.
B.This Agreement shall be governed by and construed in accordance with the laws of
the state of California.
Co The terms and conditions set forth in this Agreement are intended by PG&E and
Client to constitt~te the final and complete statement of their Agreement and all prior
proposals, communications, negotiations, understandings, and representations
relating to the subject matter of this Agreement, whether verbal or written, are
hereby superseded. No modification or amendment of the Agreement shall be
effected unless the modification or amendment is in writing and signed by both
parties.
PG&E Agreement No. Z-19-1-006-01
Page 8 of 8
IN WITNESS THEREOF, the parties have caused this Agreement to be executed as of
the date first written above.
Pacific Gas and Electric Company
O’G&E)
Accepted By:
Mark P. Rozario
Title: Director- Learning Services
Date
City of Palo Alto
(CLIENT)
Accepted By:
Name (Print):,
Title:
Date:
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