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HomeMy WebLinkAbout2000-11-20 City Council (12)City of Palo Alto City Manager’s Report TO:HONORABLE CITY COUNCIL FROM:CITY MANAGER DEPARTMENT: PUBLIC WORKS 7 DATE:NOVEMBER 20, 2000 CMR:408:00 SUBJECT:APPROVAL’ OF CONSULTANT CONTRACT WITH TOM BARRON, A CONSULTING ENGINEER, IN THE AMOUNT OF $90,000 PER YEAR FOR INDUSTRIAL WASTEWATER DISCHARGE EVALUATION FOR THE REGIONAL WATER QUALITY CONTROL PLANT RECOMMENDATION Staff recommends that Council: o Approve and authorize the Mayor to execute the attached contract with Tom Barron in the amount of $90,000 for the first contract year for assistance in evaluating industrial wastewater discharges. Authorize the City Manager or his designee to negotiate and execute one or more change orders to the contract with Tom Barron for related, additional but unforeseen work which may develop during the project, the total value of which shall not exceed $13,000 for the first contract year. Authorize the City Manager or his designee to exercise the option to renew the contract for the second and third year in the amount of $90,000 each year provided the proposed cost of the renewal contract does not exceed the Consumer Price Index for all urban consumers, 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 $13,000 in each year, provided the contract is renewed for those years. CMR:408:00 Page 1 of 2 DISCUSSION Consultant Services Description Engineering consultant services are needed to assist Regional Water Quality Control Plant (RWQCP) staff in evaluating industrial processes, practices, and sampling data to determine compliance stntus, methods of reducing pollutant loadings, and trend analysis. These tasks are part of a larger effort to reduce pollutants flowing to the RWQCP from industrial processes and commercial and residential sources. This source control work is needed to insure that the treated wastewater, air emission, and incinerator ash from the Plant are all within regulatory requirements and reduced to maximum extent practical. Selection Process Staff sent a request for proposals to 14 consulting finns on August 4, 2000. Firms were given 25 days to respond to the request. Only one consultant, Thomas Barron, submitted a proposal: More responses were not received because of the highly specialized nature of the work which requires specific knowledge about metal plating and printed circuit board shops and extensive experience in water pollution prevention and familiarity with water treatment facility processes. Thomas Barron was found to meet these project requirements. Mr. Barron has worked on a similar contract before, and his performance was satisfactory to the staff. Staff recommends that the contract be awarded to Thomas Barton. RESOURCE IMPACT Funds are available in the fiscal year 2000-01 operating budget of the Regional Water Quality Control Plant to cover the current year contract and contingency amounts. ENVIRONMENTAL REVIEW This contract approval does not constitute a project under the California Environmental Quality Act and no environmental review was required. ATTACHMENTS Attachment A: Contract PREPARED BY: Javad Ghaffari, Manager, Environmental Control Program DEPARTMENT HEAD: ,.~~~.~ ~’ ,~ GLENN S. ROBERTS Director of Public Works CITY MANAGER APPROVAL: SEYMOUR Assistant to the City Manager CMR:408:00 Page 2 of 2 CONTRACT NO. BETWEEN THE CITY OF PALO ALTO AND THOMAS S. BARRON FOR CONSULTING SERVICES ATTACHMENT A 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"), THOMAS S.BARRON, a sole proprietor, located at 3351 Beechwood Drive, Lafayette, California 94549 ("CONSULTANT"). RECITALS WHEREAS, CITY desires certain professional consulting services ("Services") and the preparation and delivery of, without limitation, one or more sets of documents, drawings, maps, plans, designs, data, 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 reason of its qualifications and experience in performing the Services, and CONSULTANT has offered to complete the Project 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 I.TERM I.I This Contract will commence on the date of its execution by CITY, and will terminate upon the completion of the Project, unless this Contract is earlier terminated by CITY. Upon 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" and in the workplan referred to in Section C of Exhibit "A" prepared by CONSULTANT and approved by CITY. 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. 001020 cl 005/RWG/ThomasS.BarronContract 1 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 Services or the Additional Services, or both, will contribute minor or substantial benefit to the construction work. 001020 c1005/RWG/ThomasS.BarronContract 2 SECTION 3. CONSULTANT QUALIFICATIONS, 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 individua!, including any consultant (or contractors), charged with the performance of the Services 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, and that the Project will be executed by them or under their supervision. CONSULTANT will furnish to CITY for approval, prior to execution of this Contract, a list of all individuals and the names of their employers or principals to be employed as consultants. 3.2 In reliance on the representations and warranties set forth in this Contract, CITY hires CONSULTANT to execute, and CONSULTANT covenants and agrees that it will execute or cause to be executed, the Project. 3.3 CONSULTANT will assign Thomas Barron as the project director to have supervisory responsibility for the performance, progress, and execution of the Project.If circumstances or conditions subsequent to the execution ofthis Contract cause the substitution of the project director forany reason,the appointment of a substitute project director 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 incidental 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, whoare assigned to the performance of this Contract to observeand comply with, the laws, ordinances, regulations, ordersand decrees mentioned above; and 001020 cl 005/RWG/ThomasS,BarronContract 3 3.4.4 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 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 prior written approval of the city manager. 3.6 CONSULTANT will provide CITY with five (5) copies of any documents which are a part of the Deliverables upon their completion and acceptance by CITY. 3.7 If CITY requests additional copies of any documents which are a part of the 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 consultant of CONSULTANT fails or refuses to carry outthe provisions of this Contract or appears to be incompetent orto act in a disorderly or improper manner, the employeeor 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 be responsible for employing all consultants deemed necessary to assist CONSULTANT in the 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. 001020 cl 005/RWG/ThomasS,BarronContract 4 4.2 CITY will review and approve, as necessary, in a timely manner the Deliverables and each phase of work performed by CONSULTANT. CITY’s estimated time of review and approval will be furnished to CONSULTANT at the time of submission of each phase of work. CONSULTANT acknowledges and understands that the :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 a default under this Contract. 4.3 The city manager will represent CITY for all purposes under this Contract. Javad Ghaffari is designated as the project manager for the city manager. The project manager will supervise the performance, progress, and execution of the Project. 4.4 If CITY observes or otherwise becomes aware of any default in the performance of CONSULTANT, CITY will 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 Ninety Thousand dollars ($90,000). The amount of compensation will be calculated in accordance with the hourly rate schedule set forth in Exhibit "B", at 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 The full payment of charges for extra work or changes, or both, in the execution of the Project will be made, provided such request for payment is initiated by CONSULTANT and authorized, 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 001020 cl 005/RWG/ThomasS.BarronContract 5 preparation, which is made necessary on account of CONSULTANT’s errors, omissions, or oversights. 5.1.3 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, specifica[ions 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 of payments will be made as follows: 5.2.1 Payment of the Basic Services will 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 No deductions will be made from CONSULTANT’s compensation on account of penalties, liquidated damages, or other sums withheld by CITY from payments to general contractors. SECTION 6. ACCOUNTING, AUDITS, OWNERSHIP OF RECORDS 6.1 Records of the direct personnel expenses and expenses incurred in connection with the performance of Basic Services and Additional Services pertaining to the Project will be prepared, maintained, and retained by CONSULTANT in accordance with generally accepted accounting principles and will be made available to 7115 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 001020 c1005/RWG/ThomasS.BarronContract 6 amounts required to be paid to CONSULTANT. These originals will be delivered to CITY without additional compensation. CITY will have the right to utilize any final and incomplete drawings, estimates, specifications, and any other 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, 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 bec6me due hereunder will not be deemed to be a waiver of any preceding breach or violation by the ocher 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 full force and effect during the term of this Contract, the insurance coverage described in Exhibit "C", including not only CONSULTANT and its consultants, if any, but also, 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. 001020 cl 005/RWG/ThomasS.BarronContract 7 9.2 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 consultants of CONSULTANT retained to perform Services under this Contract will obtain and maintain, in full force and effect during the term of this Contract, identical insurance coverage, naming CITY as an additional insured under such policies as required above. 9.3 Certificates of such insurance, preferably on the forms provided by CITY, will be filed with CITY concurrently with the execution of this Contract. The 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 liability 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 procuring of such required policy or polici~ of insurance will not be construed to limit CONSULTANT’s liability hereunder nor to fulfill the indemnification provisions of this Contract.Notwithstanding the policy or policies of insurance, CONSULTANT will be obligated for the full and total amount of any damage, 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 provisions,as applicable, before commencing the performance of the Project PROJECT SECTION iio 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 001020 cl 005/RWG/ThomasS.BarronContract 8 CITY by CONSULTANT of any completed item of Basic Services. Upon receipt of such notice, CONSULTANT will immediately discontinue its performance under this Contract. 11.2 CONSULTANT may terminate this Contract or suspend its execution of the Project by 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 the 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 b’e 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 will be compensated for each item of service in an amount which bears the same ratio to the total fee otherwise payable for the performance of the service as the 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. 001020 cl 005/RWG/ThomasS.BarronContract 9 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. 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 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 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, addre@sed as follows: To CITY:Office of the City Clerk City of Palo Alto Post Office Box 10250 Palo Alto, CA 94303 To Project Manager: RWQCP, D. Stark 2501 Embarcadero Way Palo Alto, CA 94303 To CONSULTANT: Attention of the project director at the address of CONSULTANT recited above. SECTION 14. CONFLICT OF INTEREST 14.1 In accepting this Contract, CONSULTANT covenants that it presently has no interest, and will not acquire any 001020 c1005~WO~hom~S.B~onContract 1 0 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 financial interest under this Contract is an officer or employee of CITY; this provision wil! be interpreted in accordance with the applicable provisions of the Palo Alto Municipal Code and the Government Code of the State of California. 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 the value of this Contract is, or may be, five thousand dollars ($5,000) or more, CONSULTANT agrees to meet all requirements of the Palo Alto Municipal Code pertaining 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. Californi~ 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 nondiscrimihation 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 discrimination, as damages for breach of contract, 001020 cl 005/RWG/ThomasS.BarronContract 11 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 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 ofthis 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 this Contract will apply to, and will bind, the heirs, 001020 cl 005/RWG/ThomasS.BarronContract 1 2 successors, executors, administrators, assignees, consultants, as the case may be, of the parties. and 16.9 If a court of competent jurisdiction finds or rules that any provision of this Contract or any amendment thereto is void and 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 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. // // // // // // // // // // 001020 cl 005/RWG/ThomasS.BarronContract 13 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: City Attorney APPROVED: Assistant City Manager Mayor THOMAS S. BARRON Taxpayer Identification No. Director of Administrative Services Director of Public Works Risk Manger Attachments: EXHIBIT "A": EXHIBIT "B": EXHIBIT "C": EXHIBIT ’~D": SCOPE OF PROJECT &TIME SCHEDULE RATE SCHEDULE INSURANCE NONDISCRIMINATION COMPLIANCE FORM 001020 cl 005iRWG/ThomasS.BarronContract 1 4 EXHIBIT ~A" SCOPE OF PROJECT & TIME SCHEDULE Regional Water Quality Control Plant Industrial Wastewater Discharge Evaluations Ao Introduction The Regional Water Quality Control Plant (RWQCP) is required to meet stringent standards for discharge to San Francisco Bay and conducts correspondingly stringent discharge control programs with respect to industrial and commercial discharges (sources other than domestic sewage) to the sewer system.Consultant shall evaluate industrial/commercial processes,practices and data to determine compliance status, methods of achieving compliance and reducing pollutant loading, and reasons for recent trends in discharge data. An important portion of the work involves assisting City staff with the implementation of provisions of the ordinance pertaining to metal finishing facilities and cooling tower discharges. Consultant will analyze processes, practices, and data in order to evaluate each facility’s compliance with copper mass or concentration limits. B. Scope of Work I. Consultant shall assist City staff, as requested, in conducting inspections of industrial facilities, which discharge to the sewer system.Inspections may be for the purpose of: Determining compliance with the Metal Finishing Facility ordinance provision, b°Determining compliance with other ordinance provisions, Determining cost-effective pollution prevention techniques which could be employed, Determining the sources and potential control measures for one or more pollutants of concern, 001020 cl 005/RWG/ThomasS.BarronContract Determining the extent to which production changes or facility modifications have or could effect sewer discharges, Determining control measures and pollution prevention techniques which could be employed at new or remodeled facilities, Utilizing analytical results of different trunklines to evaluate head works loading; and or Assisting the staff with evaluation of the source(s) of incidental discharge of the Plant. 2. Consultant shall assemble inspection reports, discharge data and other information necessary to determine compliance and discharge quantities with respect to the Metal Finishing Facility Ordinance requirements every six months. Consultant shall prepare a report, which presents data summaries, compliance results and facility specific control measure recommendations for any facilities not in full compliance. The report shall also assess the overall effectiveness of the Metal Finishing Ordinance provisions. To the extent data is available from the City or from industrial dischargers, the 12-month concentration and mass values shall be presented both as flow-weighted and non-flow-weighted values. A draft report shall be prepared by August and February 15th of each year. 3. Consultant shall, as requested by City, conduct special evaluations of one or more industrial facilities, classes of industrial activities, or products to determine sources of pollutants and potential control measures. The City may specify an individual facility or a type of facility. A work plan for all such special evaluations shall be prepared ahead of the project for approval by City. The degree to which field work, sampling, chemical analysis, literature searches, and other tasks are employed will vary. Draft and final reports shall be prepared for each such evaluation. 4. Consultant shall determine the annual industrial loading to the RWQCP influent for specified pollutants. For each calendar year, the loading shall be determined for copper, nickel, cyanide, zinc, selenium, and mercury. Copper loading for the following shall be presented separately: industrial processes, base corrosion, excess .corrosion from recirculating hot water systems, excess corrosion from cooling systems, and sanitary sewage. (Where detection limits are a significant 001020 cl 005/RWGiThomasS.BarronContract factor results shall be presented assuming Detection Limit and Non-Detects = Zero.) Non-Detects = C. Schedule Consultant shall prepare a detailed workplan containing the project schedule within 30 days from the effective date of the contract. 001020 cl 005/RWG/ThomasS.BarronContract EXHIBIT ~B" RATE SCHEDULE Fee Schedules Thomas Barton, PE, Prime Contractor Rate Schedule - Effective through September 30, 2001 $90 per hour - Project Engineering / Project Management $125.00 per hour - Public Presentations / Training Workshops Local Bay Area travel time and expenses - gratis Subcontract and other reimbursable expenses - at cost without mark-up Larry Walker Associates Rate Schedule - Effective July 1, 2000 - December 31, 2000 Personnel Rate S/Hour Larry Walker Tom Grovhoug Gil Wheeler Malcolm Walker Armand Ruby Monica Oakley Robert Smith Betsy Elzufon Ashli Cooper Andy Bale Claus Suverkropp Brian Laurenson Michelle Buzbee Dean Messer Heather Kirschmann Eric Zeigler Kathryn Walker Michael Trouchon Britton Smith Kareem Zayed Kristine Kuhna Jon Ingersoll Airy Krich-Brinton $185 00 $180 00 $175 00 $170 00 $155 00 $150 00 $145 00 $120.00 $115.oo $ii0.00 $11o.oo $ioo.oo $IOO.OO $95.00 $95.OO $95.00 $95.OO $85.00 $~5. oo $85.00 $85.OO $S0.00 $S0.00 001020 c1005/RWG/ThomasS.BarronContract