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HomeMy WebLinkAbout2001-04-23 City Council (13)TO: FROM: City of Palo Alto City Manager’s Report HONORABLE CITY COUNCIL CITY MANAGER 9I- DEPARTMENT: UTILITIES DATE: SUBJECT: APRIL 23, 2001 CMR: 202:01 AWARD OF CONTRACT TO CAROLLO ENGINEERS IN THE AMOUNT OF $100,000 FOR PROVISION OF A GRADE THREE WATER TREATMENT OPERATOR RECOMMENDATION Staff recommends that Council: Approve and authorize the Mayor to execute the attached contract with Carollo Engineers for $100,000 for provision of a Grade Three Water Treatment Operator. Authorize the City Manager or his. designee to negotiate and execute one or more change orders to the contract with Carollo Engineers for related, additional but unforeseen work that may develop during the project, for an additional amount that will not exceed $30,000. DISCUSSION Project Description The City staff adds fluoride to the City water system. Consequently, the State of California, Department of Health Services requires the City of Palo Alto to maintain a Grade Three Water Treatment Operator on staff for the water distribution system. The City of Palo Alto previously employed a Grade Three Water Treatment Operator; however, he left the City for a position in another city. The Department of Health CMR:202:01 Page 1 of 3 Services has allowed the City of Palo Alto to temporarily meet this requirement by hiring the services of a Grade Three Water Treatment Operator under contract. The City has been unsuccessful in recruiting a Grade Three Water Treatment Operator for full time employment, requiring the City to contract for these services. Carollo Engineers has been providing a Grade Three Water Treatment Operator for these services on an interim basis. Selection Process Carollo Engineers is an established local firm that provides excellent technical service and support, quality workmanship, and~has successfully completed various projects for the City. From time to time, other consultants have had Grade III operators available; however, when staff completed the initial selection process, no other available Grade III operators were identified. At this point, the selection of an alternate Grade III operator would result in extensive loss of efficiency due to the required training and learning curve for this position. In order to stay in compliance with the State Department of Health Services, approval of a contract with Carollo Engineers for the period beginning May 1, 2001 and ending June 30, 2002, contingent upon the City of Palo hiring a replacement employee, is recommended. RESOURCE IMPACT Funds are included in the adopted operating budget for 2000-01 and funds are also included in the proposed 2001-02 budget that is contingent upon Councils approval. POLICY IMPLICATIONS This report does not represent a change to the existing City policies. ENVIRONMENTAL REVIEW This project is categorically exempt from the provisions of the California Environmental Quality Act. CMR:202:01 Page 2 of 3 ATTACHMENTS Contract PREPARED BY: Alicia Easton-Mena Management Assistant DEPARTMENT HEAD: CITY MANAGER APPROVAL ! of Utilities " Assistant City Manager CMR:202:01 Page 3 of 3 CONTRACT NO. BETWEEN THE CITY OF PALO ALTO AND CAROLLO ENGINEERS, A PROFESSIONAL CORPORATION 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 CAROLLO ENGINEERS, a Professional Corporation, located at 2700 Ygnacio Road, Suite 300, Walnut Creek, CA 94598 ("CONTRACTOR"). RECITALS: WHEREAS, CITY desires certain services of a Grade 3 Water Treatment Operatorl ("Services"), as more fully described in Exhibit "A"; and WHEREAS, CITY desires to engage CONTRACTOR, including its employees, if any, in providing the Service~ by reason of its qualifications and experience in performing such Services, and CONTRACTOR has offered to provide the Services on the terms and in the manner set .forth herein; NOW, THEREFORE, in consideration of the covenants, terms, conditions, and provisions of this Contract, the parties agree: SECTION 1 -TERM I.i This Contract will commence on the date of its execution by CITY. The obligation of CONTRACTOR to perform the, Services will commence in accordance with the time schedule set forthin Exhibit "A". Time is of the essence of this Contract. In the event that the Services are not completed within the specified time schedule on account of CONTRACTOR’s default, 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 CONTRACTOR. SECTION 2 - QUALIFICATIONS, CONTRACTOR STATUS,AND DUTIES OF 2.1 CONTRACTOR represents and warrants that it has the expertise and professional qualifications to furnish or cause to be furnished the Services. CONTRACTOR further represents and warrants that the project director and every individual charged with the performance of the Services under this Contract are duly licensed or certified by the State of California, to the extent such licensing or certification is required by law to perform the Services. 010412 syn 0072005 2.2 In reliance on the representation and warranty set forth in Section 2.1, CITY hires CONTRACTOR to perform, and CONTRACTOR covenants and agrees that it will furnish or cause to be furnished, the Services. 2.3 CONTRACTOR will assign TOM PATTEN 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 Contract cause the substitution of the project director for any reason, the appointment of a substitute project director will be subject to the prior written approval of the project manager. 2.4 CONTRACTOR represents and warrants that it will: 2.4.1 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 Services; 2.4.2 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, any materials used in CONTRACTOR’s performance under this Contract, or the performance of the Services; 2.4.3 At all times observe and comply with, and cause its employees and contractors (and consultants), if any, who are assigned to the performance o~ this Contract to observe and .comply with, the laws, ordinances, regulations, orders and decrees mentioned above; and 2.4.4 Will report immediately to the project manager, in writing, any discrepancy or inconsistency it discovers in the laws, ordinances, regulations, orders, and decrees mentioned above in relation to any plans, drawings, specifications or provisions of this Contract. 2.5 Any reports, information, data or other material given to, or prepared or assembled by, CONTRACTOR or its contractors, if any, under this Contract will become the property of CITY and will not be made available to any individual or organization by CONTRACTOR or its contractors, if any, without the prior written approval of the city manager. 2.6 CONTRACTOR will be responsible for employing or engaging all persons necessary to perform the Services. All contractors of CONTRACTOR will be deemed to be directly controlled and supervised by CONTRACTOR, which will be responsible for their performance. If any employee or contractor of CONTRACTOR fails or 010412 syn 0072005 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 contractor will be discharged immediately from further performance under this Contract on demand of the project manager. SECTION 3 -DUTIES OF CITY 3.1 CITY will furnish or cause to be furnished the specified services set forth in Exhibit "A" and such other information regarding its requirements as may be reasonably requested by CONTRACTOR. 3.2 The city manager will represent cITY for all purposes under this Contract. Bill Gray is designated as the project manager for the city manager. The project manager will supervise the Performance, progress, and execution of the Services, "and will be assisted by John Ramirez, the Water Transmission Specialist-Lead. 3.3 If CITY observes or otherwise.becomes aware of any default in the performance of CONTRACTOR, CITY will use reasonable efforts to give written notice thereof to CONTRACTOR in a timely manner. SECTION 4 - COMPENSATION 4.1 In consideration of the full performance of the Services by CONTRACTOR, CITY will pay CONTRACTOR a total sum not to exceed one hundred thousand dollars ($I00,000) payable within thirty (30) days of submission by CONTRACTOR of its itemized billings, in triplicate, in accordance with the following fee schedule set forth in Exhibit "B". SECTION 5 " AUDITS 5.1 CONTRACTOR will permit CITY to audit, at any reasonable time during the term of this Contract and for three (3) years thereafter, CONTRACTOR’s records pertaining to matters covered by this Contract. CONTRACTOR further agrees to maintain and retain such records for at least three (3) years after the expiration or earlier termination of this Contract. SECTION 6 -INDEMNITY 6.1 CONTRACTOR 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 CONTRACTOR’s, its officers’, agents’, subcontractors’ or employees’ negligent acts, errors, or omissions, or willful misconduct, or conduct for which 010412 syn 0072005 applicable law may impose strict liability on CONTRACTOR in the performance of or failure to perform its obligations under this Contract. SECTION 7 -WAIVERS 7.1 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 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. 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 term, covenant, condition or provision of this Contract or of any applicable law or ordinance. 7.2 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 8 -INSURANCE 8.1 CONTRACTOR, at its sole cost and expense, will obtain and maintain/ in full force and effect during the term of this Contract, the insurance.coverage described in Exhibit "C", insuring not only CONTRACTOR and its contractors, if any, but also, with the exception of workers’ compensation, employer’s liability, and professional liability insurance, naming CITY as an additional insured concerning CONTRACTOR’s performance Under this Contract. 8.2 All insurance coverage required hereunder will be provided through carriers with Best’s Key Rating Guide ratings of A:VII or higher which are admitted to transact insurance business in the State of California. Any and all contractors of CONTRACTOR retained to perform Services under this Contract will obta±n and maintain, in full force and effect during the term of this Contract, identical insurance coverage, naming CITY as an additional insured under such policies as required above. 8.3 Certificates of such insurance, preferably on the forms provided by CITY, will be filed with CITY concurrently with the execution of this Contract. The 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 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 010412 syn 0072005 insurance. Current certificates of such insurance will be kept on file at all times during the term of this Contract with the city clerk. 8.4 The procuring of such required policy or policies of insurance will not be construed to limit CONTRACTOR’s liability hereunder nor to fulfill the indemnification provisions of .this Contract. Notwithstanding the policy or policies of insurance, CONTRACTOR 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 9 -WORKERS’ COMPENSATION 9.1 CONTRACTOR, 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 provisions, as applicable, bef6re commencing the performance of the Services. SERVICES SECT.ION i0 -TERMINATION OR SUSPENSION OF CONTRACT OR I0.I The city manager may suspend the performance of the Services, in whole or in part, or terminate this Contract, with or without cause, by giving thirty (30) days’ prior written notice thereof to CONTRACTOR. Upon receipt of such notice, CONTRACTOR will immediately discontinue its performance of the Services. 10.2 CONTRACTOR may terminate this Contract or suspend its performance of the Services 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 the Services to be performed. 10.3 Upon such suspension or termination by CITY, CONTRACTOR will be paid for the Services actually rendered to CITY on or before the effective date of suspension or termination; provided, however, if this Contract is suspended or terminated on account of a default by CONTRACTOR, CITY will be obligated to compensate CONTRACTOR only for that portion of the 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 her discretion. 010412 syn 0072005 5 10.4 Upon such suspension or termination, CONTRACTOR will deliver to the city manager immediately any and all copies of studies, sketches, drawings, computations, and other data, whether or not completed, prepared by CONTRACTOR or its contractors, if any, or given to CONTRACTOR or its contractors, if any, in connection with this Contract° Such materials will become the property of CITY. 10.5 The failure of CITY to agree with CONTRACTOR’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 CONTRACTOR to fulfill its obligations under this Contract. SECTION Ii -ASSIGNMENT II.i This Contract is for the personal services of CONTRACTOR, therefore., CONTRACTOR will not assign, 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 will not be deemed to be a consent to any subsequent assignment. Any assignment made without the approval of.the city manager 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 12 -NOTICES 12.1 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 CONTRACTOR: Att.ention of the project director at the address of CONTRACTOR recited above. SECTION 13 -CONFLICT OF INTEREST 13.1 In accepting this Contract, CONTRACTOR 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. 13.2 CONTRACTOR further covenants that, in the performance of this Contract, it will not employ any contractor or person having such an interest. CONTRACTOR certifies that no 010412 syn 0072005 6 person who has or will have any financial interest 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. SECTION 14 -NONDISCRIMINATION 14.1 As set forth in the Palo Alto Municipal Code, no discrimination will be made 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 that person. If the value of this Contract is, or may be, five thousand dollars ($5,000) or more, CONTRACTOR 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". 14.2 CONTRACTOR agrees that each contract for services with an independent provider will contain a provision substantially as follows: "[Name of Provider] will provide CONTRACTOR 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." 14.3 If CONTRACTOR 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 performance 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 each calendar day during which such person was subjected to acts of 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 15 -MISCELLANEOUS PROVISIONS 15.1 CONTRACTOR represents and warrants that it has knowledge of the requirements of the 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 010412 syn 0072005 7 and accommQdations for disabled persons, and relating to facilities for disabled persons. CONTRACTOR will comply with or ensure by its advice that compliance with such provisions will be effected in the performance of this Contract. 15.2 This Contract will be governed by the laws of the State of California, excluding its conflicts of law. 15.3 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. 15.4 The prevailing party in any action brought to enforce the provisions of this Contract may recover its reasonable costs and attorneys’ fees expended in connection with that action. 15.5 This document represents the entire and integrated agreement between the parties and supersedes all prior negotia- tions, representations, and contracts, either written or oral. This document may be amended only by a written instrument, which is signed by the parties. 15.6 All provisions of this Contract, whether covenants or conditions, will be deemed to be both covenants and conditions. 15.7 The covenants, terms, conditions and provisions of this Contract will apply to, and will bind, the heirs, successors, executors, administrators, assignees, and contractors, as the case may be, of the parties. 15.8 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. 15.9 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. 15.10 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. 15.11 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 010412 syn 0072005 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 15.11 shall 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 Administrative Services Director of Utilities Risk Manager Mayor CAROLLO ENGINEERS, A Professional Corporation By: Name: Title: By: Name: Title: Taxpayer Identification No. Attachments : EXHIBIT "A": EXHIBIT "B": 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 PROJECT &TIME SCHEDULE RATE SCHEDULE INSURANCE NONDISCRIMINATION COMPLIANCE FORM 010412 syn 0072005 9 CERTIFICATE OF ACKNOWLEDGEMENT (Civil Code § 1189) STATE OF ) ) SS. COUNTY OF ) On , 2001, before me, , a Notary Public inand for said County and State, 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 official seal. Signi~ure of N0tary Public 010412 syn 0072005 10 CERTIFICATE OF ACKNOWLEDGEMENT (Civil Code § 1189) STATE OF ) COUNTY OF ) On , 2001, before me, , a Notary Public in and for said County and State, personally appeared , personally known to me or proved to meon the basis of satisfaqtory 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 thatby his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal. Signature of Notary Public 010412 syn 0072005 11