HomeMy WebLinkAboutStaff Report 13520
City of Palo Alto (ID # 13520)
City Council Staff Report
Meeting Date: 1/24/2022 Report Type: Consent Calendar
City of Palo Alto Page 1
Title: Approval of General Services Contract with Denali Water Solutions, LLC
for Sludge Hauling Services in an Amount Not to Exceed $2,427,084 for a 3-
Year Term ending March 30, 2025, from the Wastewater Treatment
Enterprise Fund
From: City Manager
Lead Department: Public Works
Recommendation
Staff recommends that Council approve and authorize the City Manager or their designee to
execute Contract No. C22183016 with Denali Water Solutions, LLC (Attachment A) in an amount
not to exceed $2,427,084 from the Wastewater Treatment Enterprise Fund for sludge hauling
services for the Regional Water Quality Control Plant (RWQCP) ending March 30, 2025.
Background
The RWQCP produces sludge requiring offsite treatment. Two onsite sewage sludge
incinerators were retired in 2019 and replaced with a new sludge dewatering and truck loadout
facility. A contracted hauler began daily loadouts into trucks from the new facility on March 19,
2019, and since then, sludge has been hauled to two different regional treatment facilities.
Both offsite facilities are currently under contract with the City for treatment and end use
disposal.
To prepare for hauling and treatment, in 2017 Public Works utilized a solicitation for sludge
hauling and treatment services. Council approved a contract with Denali Water Solutions, LLC
(Denali) on June 18, 2018 (Staff Report ID# 8913) in an amount not to exceed $2,181,000 for
hauling services through March 31, 2022. A new contract is needed to begin three more years
of hauling services beginning April 1, 2022. Contracts for sludge treatment services with Lystek
International Limited (Lystek) and Synagro-WWT, Inc. (Synagro) were also approved on June 18,
2018, but these contracts extend until March 30, 2024 and are not before Council for renewal
at this time.
Discussion
Staff recommends award of the sludge hauling contract to Denali. Denali is the City’s current
hauler and is performing the services well. Denali is a large residual biosolids management
company that has worked with each of the recommended treatment facilities and served many
City of Palo Alto Page 2
other similar organizations including the City of San Mateo, City of Santa Cruz, Los Angeles
County Sanitation District, City of Los Angeles, and Orange County Sanitation District. Hauling
unit prices relate to distance and route logistics from RWQCP to the treatment facility (e.g.,
bridge tolls, weigh stations, traffic, driver start/end location, drive time restrictions per driver,
etc.). A breakdown of total contract cost is shown below.
Contract Cost Details
Contract Year Cost Comment
1 $792,000 Note 1
2 $805,460 Note 2
3 $829,624 Note 2
Note 1: 23,000 wet tons * $34.00 / wet ton = $782,000 + $10,000
for safety program expenses in year one only
Note 2: Annual increase assumed to be a 3% Consumer Price
Index for Urban Wage Earners and Clerical Workers for the San
Francisco-Oakland-San Jose Area per Contract Section 6
The requested contract not to exceed amount of $2,427,084 with Denali is based on all the wet
tons of sludge hauled to the more distant Synagro treatment facility at $34.00 per wet ton if the
Lystek treatment facility is unavailable. The estimated total volume processed in each contract
year is 23,000 wet tons. Denali’s unit prices for hauling to each treatment site are shown below.
Comparison of Unit Prices in $/Wet Ton in Current and New Contract
Existing Contract New Contract
Exhibit C Rates
11/28/20-
11/27/21
CPI-U Increase
Oct 20 - Aug 21
11/28/21-
03/31/22
04/01/22-
03/31/23
To Lystek $ 25.46 3.1256% $ 26.26 $ 30.25
To Synagro $ 29.10 3.1256% $ 30.01 $ 34.00
The term of the contract includes the contract execution through March 31, 2022 for
preparation of the service, administrative coordination, driver training, and development of
new safety plans. Most of these preparation activities will not be applicable to Denali as they
will continue an existing service, but they will use the time to develop and prepare to
implement additional safety plans required by the new contract. The hauling services involve
three years of daily loadouts and hauling commencing April 1, 2022, which is one day after the
end of the term of the existing contract with Denali on March 31, 2022.
Staff asked Denali about the 13-15 percent increase in unit prices in the new contract pricing
proposal. Denali responded that the pricing reflects current market conditions as they relate to
inflation, higher diesel prices, and higher prices for truck drivers, including rising costs for diesel
fuel and drivers that commenced during the term of the last contract.
Summary of Bid Process
City of Palo Alto Page 3
On August 18, 2021, a request for quotation (RFQ) solicitation for three years of sludge hauling
services was posted on the PlanetBids website and sent to four companies. The bidding period
was 41 days. A mandatory pre-bid meeting was held September 9, 2021. On September 28,
2021 bids were received from one hauler, which was complete and accepted. Bid details are
listed in the bid summary (Attachment B).
Bid Process Details
Bid Name/Number Sludge Hauling Services/#RFQ183016
Proposed Length of Project 3 years
Total Days to Respond to Bid 41
Bids Due September 28, 2021
Pre-Bid Meeting Yes
Number of Company Attendees at Pre-Bid Meeting 3 (2 haulers; 1 treatment site)
Number of Bids Received 1
Bid Price Range $757,500 for one year
Staff reviewed the bid submitted and recommends Denali be declared the lowest responsible
bidder. Denali has performed satisfactory work for the City from 2018 to the present for sludge
hauling services. Staff reached out to other haulers that did not bid. Company representatives
shared that they were too busy on other bids at the time of this bid; had staffing shortages;
were dealing with internal COVID issues at the time of the pre-bid conference; were dealing
with a national shortage of truck drivers; and did not think they could service the contract
properly at this time.
Contingency for Force Majeure Situations
A force majeure may limit sludge disposal options (e.g., damaged roadways, earthquake
damage, process breakdowns, new regulatory constraints, etc.). In using multiple treatment
contracts with Synagro and Lystek, Palo Alto is benefiting from diversified disposal options, as
well as two landfill sites identified by Denali. In the event sludge deliveries must be suddenly
increased to one of the two treatment facilities, notification timelines for each agency are
constrained. The RWQCP’s 24/7 production of sludge requires a disposal option be activated
and available within one to two days, depending on RWQCP’s available onsite storage. The
contracted hauler, Denali, can deliver sludge to two landfills as emergency backup should the
two treatment facilities be unavailable. Since the commencement of hauling services in 2019,
emergency use of a landfill has not been required, with both Lystek and Synagro providing
reliable daily treatment services. Synagro and Lystek’s reliability is expected to continue during
the term of the hauling contract. In the event of a potential future emergency requiring a
landfill, every effort will be made to limit landfill use. Use of landfills is problematic because it
works against City zero waste policies rather than beneficial reuse; landfill disposal prices are
not guaranteed; there are operational and regulatory constraints using a landfill for sludge
disposal; and because the landfill would only consider sludge disposal acceptable in short-term
emergency situations due to limited ongoing capacity.
City of Palo Alto Page 4
Long-Term Biosolids Handling Options
In October 2019, seven biosolids management alternatives were analyzed and evaluated by an
engineering consultant and department staff. The evaluation was an update to the 2014
Biosolids Facilities Plan. The evaluation resulted in a recommendation to continue offsite
hauling while simultaneously taking advantage of the time needed to understand and quantify
changes in biosolids markets, sludge production trends, regulatory impacts, and changes in
sludge production resulting from future secondary treatment system upgrades. No changes to
biosolids management alternatives are anticipated during the term of this sludge hauling
contract. However, the successor treatment facility contracts-, commencing in April 2024, may
include a new treatment facility in addition to the current Synagro and Lystek facilities. During
the sludge hauling contract term, if a different offsite treatment site(s) is identified beyond
Synagro and Lystek, staff will return to Council to authorize a contract amendment for hauling
to a new site(s).
Federal Requirements for Sludge Hauling
The City is required per federal (40 CFR Part 503) and state regulations (via Regional Water
Quality Control Board Order No. R2-2019-0015, NPDES Permit CA0037834) to haul sludge to an
offsite treatment site; therefore, if this contract is not approved, staff will be unable to comply
with these requirements.
Resource Impact
Funding for a portion of the first year of this contract from April 2022 to June 2022 is available
in the Wastewater Treatment Enterprise Fund FY 2022 Operating Budget. Funding for
subsequent fiscal years of the contract term is subject to the annual appropriation of funds
through the budget process.
Palo Alto RWQCP treats the combined wastewater from Palo Alto, Los Altos, Los Altos Hills,
Mountain View, Stanford University, and the East Palo Alto Sanitary District. Palo Alto’s share of
this services is approximately 35% and the other five agencies’ share is approximately 65%.
Policy Implications
This recommendation does not represent any change to existing City policies and supports
Comprehensive Plan Policy N.4-16.
Stakeholder Engagement
This service is part of the RWQCP’s operating budget funded by Palo Alto and the five partner
agencies who use the RWQCP for wastewater treatment. The five partner agencies are regularly
updated on the need for wastewater treatment services. Updates are provided each year at an
annual meeting and at other periodic meetings, as needed. With respect to Palo Alto itself, the
open meetings on the budget process serve as the main vehicle for engaging the community on
both projects and services such as this and associated rate impacts.
Environmental Review
City of Palo Alto Page 5
The activity that is the subject of the proposed contract was evaluated in the environmental
review for the sludge dewatering and loadout facility under provisions of the California
Environmental Quality Act. An Initial Study/Mitigated Negative Declaration was prepared for
the project, and Council approved the environmental documentation on March 21, 2016 (Staff
Report ID #6424).
Attachments:
• Attachment A: Denali Water Solutions, LLC Contract, C22183016
• Attachment B: RFQ 183016, Bid Summary
1
CITY OF PALO ALTO CONTRACT NO. C22183016
GENERAL SERVICES AGREEMENT
THIS AGREEMENT made and entered into on January 24, 2022, by and between the CITY
OF PALO ALTO, a California chartered municipal corporation (“CITY”), and DENALI WATER
SOLUTIONS, LLC, a Delaware Limited Liability Partnership, located at 1425 Victoria Court,
Unit B2, San Bernadino, CA 92408, Telephone Number: 714-799-0801 (“CONTRACTOR”).
In consideration of their mutual covenants, the parties hereto agree as follows:
1. SERVICES. CONTRACTOR shall provide or furnish the services (the “Services”)
described in the Scope of Services, attached at Exhibit A.
Optional On-Call Provision (This provision only applies if checked and only
applies to on-call agreements.)
Services will be authorized by CITY, as needed, with a Task Order assigned and
approved by CITY’s Project Manager. Each Task Order shall be in substantially the
same form as Exhibit A-1. Each Task Order shall designate a CITY Project Manager
and shall contain a specific scope of work, a specific schedule of performance and
a specific compensation amount. The total price of all Task Orders issued under
this Agreement shall not exceed the amount of Compensation set forth in Section
5 of this Agreement. CONTRACTOR shall only be compensated for work performed
under an authorized Task Order and CITY may elect, but is not required, to authorize
work up to the maximum compensation amount set forth in Section 5.
2. EXHIBITS. The following exhibits are attached to and made a part of this
Agreement:
“A” - Scope of Services
“A-1” - Palo Alto Sludge Characteristics
“B” - Schedule of Performance
“C” - Schedule of Fees
“D” - Insurance Requirements
“E” – Performance Bond
CONTRACT IS NOT COMPLETE UNLESS ALL INDICATED EXHIBITS ARE ATTACHED.
3. TERM.
The term of this Agreement is from December 13, 2021 to March 31, 2025
inclusive, subject to the provisions of Sections R and W of the General Terms and
Conditions.
DocuSign Envelope ID: 95FC9F8C-31F7-409A-928E-F99EA02C0B36
2
4. SCHEDULE OF PERFORMANCE. CONTRACTOR shall complete the Services within
the term of this Agreement in a reasonably prompt and timely manner based upon
the circumstances and direction communicated to CONTRACTOR, and if
applicable, in accordance with the schedule set forth in the Schedule of
Performance, attached at Exhibit B. Time is of the essence in this Agreement.
5. COMPENSATION FOR ORIGINAL TERM. CITY shall pay and CONTRACTOR agrees
to accept as not-to-exceed compensation for the full performance of the Services
and reimbursable expenses, if any:
The total maximum lump sum compensation of dollars ($ );
OR
The sum of dollars ($ ) per hour, not to exceed a total
maximum compensation amount of dollars ($ ); OR
A sum calculated in accordance with the fee schedule set forth at Exhibit
C, not to exceed a total maximum compensation amount of two million
four hundred and twenty-seven thousand and eighty-four dollars
($2,427,084).
CONTRACTOR agrees that it can perform the Services for an amount not to exceed
the total maximum compensation set forth above. Any hours worked or services
performed by CONTRACTOR for which payment would result in a total exceeding
the maximum amount of compensation set forth above for performance of the
Services shall be at no cost to CITY.
CITY has set aside the sum of dollars ($ ) for Additional
Services. CONTRACTOR shall provide Additional Services only by advanced,
written authorization from the City Manager or designee. CONTRACTOR,
at the CITY’s request, shall submit a detailed written proposal including a
description of the scope of services, schedule, level of effort, and
CONTRACTOR’s proposed maximum compensation, including
reimbursable expense, for such services. Compensation shall be based on
the hourly rates set forth above or in Exhibit C (whichever is applicable), or
if such rates are not applicable, a negotiated lump sum. CITY shall not
authorize and CONTRACTOR shall not perform any Additional Services for
which payment would exceed the amount set forth above for Additional
Services. Payment for Additional Services is subject to all requirements and
restrictions in this Agreement.
DocuSign Envelope ID: 95FC9F8C-31F7-409A-928E-F99EA02C0B36
3
6. COMPENSATION DURING ADDITIONAL TERMS.
CONTRACTOR’S compensation rates for each additional term shall be the
same as the original term; OR
CONTRACTOR’s lump sum compensation amount, hourly rates, or fees,
whichever is applicable as set forth in section 5 above, is inclusive of an
annual Consumer Price Index adjustment effective immediately following
the first year of active hauling services (April 1, 2023) adjusted by a
percentage equal to the change in the Consumer Price Index for Urban
Wage Earners and Clerical Workers for the San Francisco-Oakland- San
Jose area, published by the United States Department of Labor Statistics
(CPI) which is published most immediately preceding the commencement
of the applicable Additional Term, which shall be compared with the CPI
published most immediately preceding the commencement date of the
then expiring term. Notwithstanding the foregoing, in no event shall
CONTRACTOR’s compensation rates be increased by an amount exceeding
five percent of the rates effective during the immediately preceding term.
Any further adjustment to CONTRACTOR’s compensation rates shall be
reflected in a written amendment to this Agreement.
7. CLAIMS PROCEDURE FOR “9204 PUBLIC WORKS PROJECTS”. For purposes of this
Section 7, a “9204 Public Works Project” means the erection, construction,
alteration, repair, or improvement of any public structure, building, road, or other
public improvement of any kind. Public Contract Code Section 9204 mandates
certain claims procedures for Public Works Projects, which are set forth in
“Appendix
Projects”.
Claims for Public Contract Code Section 9204 Public Works
This project is a 9204 Public Works Project and is required to comply with
the claims procedures set forth in Appendix , attached hereto and
incorporated herein.
OR
This project is not a 9204 Public Works Project.
8. INVOICING. Send all invoices to CITY, Attention: Project Manager. The Project
Manager is James Allen, Public Works Department, Regional Water Quality
Control Plant (RWQCP) 2501 Embarcadero Way, Palo Alto, CA 94303. Telephone:
650-329-2243, Email: rwqcp.invoices@cityofpaloalto.org. Invoices shall be
submitted in arrears for Services performed. Invoices shall not be submitted more
frequently than monthly. Invoices shall provide a detailed statement of Services
DocuSign Envelope ID: 95FC9F8C-31F7-409A-928E-F99EA02C0B36
4
performed during the invoice period and are subject to verification by CITY. CITY
shall pay the undisputed amount of invoices within 30 days of receipt.
Invoice shall include:
• Contract Number
• Item description
• Itemized spreadsheet, auditable at any time for individual load tickets
• Certified net weight of each load times contract price per ton
Invoice shall be electronic pursuant to City administrative standards; a PDF
email is acceptable.
GENERAL TERMS AND CONDITIONS
A. ACCEPTANCE. CONTRACTOR accepts and agrees to all terms and conditions of this
Agreement. This Agreement includes and is limited to the terms and conditions
set forth in sections 1 through 8 above, these general terms and conditions and
the attached exhibits.
B. QUALIFICATIONS. CONTRACTOR represents and warrants that it has the expertise
and qualifications to complete the services described in Section 1 of this
Agreement, entitled “SERVICES,” and that every individual charged with the
performance of the services under this Agreement has sufficient skill and
experience and is duly licensed or certified, to the extent such licensing or
certification is required by law, to perform the Services. CITY expressly relies on
CONTRACTOR’s representations regarding its skills, knowledge, and certifications.
CONTRACTOR shall perform all work in accordance with generally accepted
business practices and performance standards of the industry, including all
federal, state, and local operation and safety regulations.
C. INDEPENDENT CONTRACTOR. It is understood and agreed that in the performance
of this Agreement, CONTRACTOR and any person employed by CONTRACTOR shall
at all times be considered an independent CONTRACTOR and not an agent or
employee of CITY. CONTRACTOR shall be responsible for employing or engaging all
persons necessary to complete the work required under this Agreement.
D. SUBCONTRACTORS. CONTRACTOR may not use subcontractors to perform any
Services under this Agreement unless CONTRACTOR obtains prior written consent
of CITY. CONTRACTOR shall be solely responsible for directing the work of
approved subcontractors and for any compensation due to subcontractors.
DocuSign Envelope ID: 95FC9F8C-31F7-409A-928E-F99EA02C0B36
5
E. TAXES AND CHARGES. CONTRACTOR shall be responsible for payment of all taxes,
fees, contributions or charges applicable to the conduct of CONTRACTOR’s
business.
F. COMPLIANCE WITH LAWS. CONTRACTOR shall in the performance of the Services
comply with all applicable federal, state and local laws, ordinances, regulations,
and orders.
G. PALO ALTO MINIMUM WAGE ORDINANCE. CONTRACTOR shall comply with all
requirements of the Palo Alto Municipal Code Chapter 4.62 (Citywide Minimum
Wage), as it may be amended from time to time. In particular, for any employee
otherwise entitled to the State minimum wage, who performs at least two (2)
hours of work in a calendar week within the geographic boundaries of the City,
CONTRACTOR shall pay such employees no less than the minimum wage set forth
in Palo Alto Municipal Code section 4.62.030 for each hour worked within the
geographic boundaries of the City of Palo Alto. In addition, CONTRACTOR shall
post notices regarding the Palo Alto Minimum Wage Ordinance in accordance with
Palo Alto Municipal Code section 4.62.060.
H. DAMAGE TO PUBLIC OR PRIVATE PROPERTY. CONTRACTOR shall, at its sole
expense, repair in kind, or as the City Manager or designee shall direct, any
damage to public or private property that occurs in connection with
CONTRACTOR’s performance of the Services. CITY may decline to approve and
may withhold payment in whole or in part to such extent as may be necessary to
protect CITY from loss because of defective work not remedied or other damage
to the CITY occurring in connection with CONTRACTOR’s performance of the
Services. CITY shall submit written documentation in support of such withholding
upon CONTRACTOR’s request. When the grounds described above are removed,
payment shall be made for amounts withheld because of them.
I. WARRANTIES. CONTRACTOR expressly warrants that all services provided under
this Agreement shall be performed in a professional and workmanlike manner in
accordance with generally accepted business practices and performance
standards of the industry and the requirements of this Agreement. CONTRACTOR
expressly warrants that all materials, goods and equipment provided by
CONTRACTOR under this Agreement shall be fit for the particular purpose
intended, shall be free from defects, and shall conform to the requirements of this
Agreement. CONTRACTOR agrees to promptly replace or correct any material or
service not in compliance with these warranties, including incomplete, inaccurate,
or defective material or service, at no further cost to CITY. The warranties set forth
in this section shall be in effect for a period of one year from completion of
DocuSign Envelope ID: 95FC9F8C-31F7-409A-928E-F99EA02C0B36
6
the Services and shall survive the completion of the Services or termination of this
Agreement.
J. MONITORING OF SERVICES. CITY may monitor the Services performed under this
Agreement to determine whether CONTRACTOR’s work is completed in a
satisfactory manner and complies with the provisions of this Agreement.
K. CITY’S PROPERTY. Any reports, information, data or other material (including
copyright interests) developed, collected, assembled, prepared, or caused to be
prepared under this Agreement will become the property of CITY without
restriction or limitation upon their use and will not be made available to any
individual or organization by CONTRACTOR or its subcontractors, if any, without
the prior written approval of the City Manager.
L. AUDITS. CONTRACTOR agrees to permit CITY and its authorized representatives
to audit, at any reasonable time during the term of this Agreement and for three
(3) years from the date of final payment, CONTRACTOR’s records pertaining to
matters covered by this Agreement. CONTRACTOR agrees to maintain accurate
books and records in accordance with generally accepted accounting principles for
at least three (3) following the terms of this Agreement.
M. NO IMPLIED WAIVER. No payment, partial payment, acceptance, or partial
acceptance by CITY shall operate as a waiver on the part of CITY of any of its rights
under this Agreement.
N. INSURANCE. CONTRACTOR, at its sole cost, shall purchase and maintain in full
force during the term of this Agreement, the insurance coverage described at
Exhibit D. Insurance must be provided by companies with a Best’s Key Rating of A-
:VII or higher and which are otherwise acceptable to CITY’s Risk Manager. The Risk
Manager must approve deductibles and self-insured retentions. In addition, all
policies, endorsements, certificates and/or binders are subject to approval by the
Risk Manager as to form and content. CONTRACTOR shall obtain a policy
endorsement naming the City of Palo Alto as an additional insured under any
general liability or automobile policy. CONTRACTOR shall obtain an endorsement
stating that the insurance is primary coverage and will not be canceled or
materially reduced in coverage or limits until after providing 30 days prior written
notice of the cancellation or modification to the Risk Manager. CONTRACTOR shall
provide certificates of such policies or other evidence of coverage satisfactory to
the Risk Manager, together with the required endorsements and evidence of
payment of premiums, to CITY concurrently with the execution of this Agreement
and shall throughout the term of this Agreement provide current certificates
evidencing the required insurance coverages and endorsements to the Risk
Manager. CONTRACTOR shall include all subcontractors as insured under its
policies or shall obtain and provide to CITY separate certificates and endorsements
DocuSign Envelope ID: 95FC9F8C-31F7-409A-928E-F99EA02C0B36
7
for each subcontractor that meet all the requirements of this section. The
procuring of such required policies of insurance shall not operate to limit
CONTRACTOR’s liability or obligation to indemnify CITY under this Agreement.
O. HOLD HARMLESS. To the fullest extent permitted by law and without limitation
by the provisions of section N relating to insurance, CONTRACTOR shall indemnify,
defend and hold harmless CITY, its Council members, officers, employees and
agents from and against any and all demands, claims, injuries, losses, or liabilities
of any nature, including death or injury to any person, property damage or any
other loss and including without limitation all damages, penalties, fines and
judgments, associated investigation and administrative expenses and defense
costs, including, but not limited to reasonable attorney’s fees, courts costs and
costs of alternative dispute resolution), arising out of, or resulting in any way from
or in connection with the performance of this Agreement. CONTRACTOR’s
obligations under this Section apply regardless of whether or not a liability is
caused or contributed to by any negligent (passive or active) act or omission of
CITY, except that CONTRACTOR shall not be obligated to indemnify for liability
arising from the sole negligence or willful misconduct of CITY. The acceptance of
the Services by CITY shall not operate as a waiver of the right of indemnification.
The provisions of this Section survive the completion of the Services or
termination of this Agreement. Notwithstanding anything herein to the contrary,
neither party shall be liable to the other for any indirect, special, or consequential
damages in any way arising out of this Agreement, regardless of cause.
P. NON-DISCRIMINATION. As set forth in Palo Alto Municipal Code Section 2.30.510,
CONTRACTOR certifies that in the performance of this Agreement, it shall not
discriminate in the employment of any person because of the race, skin color,
gender, age, religion, disability, national origin, ancestry, sexual orientation,
housing status, marital status, familial status, weight or height of such person.
CONTRACTOR acknowledges that it has read and understands the provisions of
Section 2.30.510 of the Palo Alto Municipal Code relating to Nondiscrimination
Requirements and the penalties for violation thereof, and agrees to meet all
requirements of Section 2.30.510 pertaining to nondiscrimination in employment.
Q. WORKERS' COMPENSATION. CONTRACTOR, by executing this Agreement,
certifies that it is aware of the provisions of the Labor Code of the State of
California which require every employer to be insured against liability for workers'
compensation or to undertake self-insurance in accordance with the provisions of
that Code, and certifies that it will comply with such provisions, as applicable,
before commencing and during the performance of the Services.
R. TERMINATION. The City Manager may terminate this Agreement without cause
by giving ten (10) days’ prior written notice thereof to CONTRACTOR. If
CONTRACTOR fails to perform any of its material obligations under this
DocuSign Envelope ID: 95FC9F8C-31F7-409A-928E-F99EA02C0B36
8
Agreement, in addition to all other remedies provided by law, the City Manager
may terminate this Agreement immediately upon written notice of termination.
Upon receipt of such notice of termination, CONTRACTOR shall immediately
discontinue performance. CITY shall pay CONTRACTOR for services satisfactorily
performed up to the effective date of termination. If the termination is for cause,
CITY may deduct from such payment the amount of actual damage, if any,
sustained by CITY due to CONTRACTOR’s failure to perform its material obligations
under this Agreement. Upon termination, CONTRACTOR shall immediately deliver
to the City Manager any and all copies of studies, sketches, drawings,
computations, and other material or products, whether or not completed,
prepared by CONTRACTOR or given to CONTRACTOR, in connection with this
Agreement. Such materials shall become the property of CITY.
S. ASSIGNMENTS/CHANGES. This Agreement binds the parties and their successors
and assigns to all covenants of this Agreement. This Agreement shall not be
assigned or transferred without the prior written consent of CITY. No
amendments, changes or variations of any kind are authorized without the written
consent of CITY.
T. CONFLICT OF INTEREST. In accepting this Agreement, 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 this Contract. CONTRACTOR further covenants that, in the
performance of this Contract, it will not employ any person having such an
interest. CONTRACTOR certifies that no CITY officer, employee, or authorized
representative has any financial interest in the business of CONTRACTOR and that
no person associated with CONTRACTOR has any interest, direct or indirect, which
could conflict with the faithful performance of this Contract. CONTRACTOR agrees
to advise CITY if any conflict arises.
U. GOVERNING LAW. This Agreement shall be governed and interpreted by the laws
of the State of California.
V. ENTIRE AGREEMENT. This Agreement, including all exhibits, represents the entire
agreement between the parties with respect to the services that may be the
subject of this Agreement. Any variance in the exhibits does not affect the validity
of the Agreement and the Agreement itself controls over any conflicting provisions
in the exhibits. This Agreement supersedes all prior agreements, representations,
statements, negotiations and undertakings whether oral or written.
W. NON-APPROPRIATION. This Agreement is subject to the fiscal provisions of the
Charter of the City of Palo Alto and the Palo Alto Municipal Code. This Agreement
will terminate without any penalty (a) at the end of any fiscal year in the event
that funds are not appropriated for the following fiscal year, or (b) at any time
within a fiscal year in the event that funds are only appropriated for a portion of
the fiscal year and funds for this Contract are no longer available. This Section
DocuSign Envelope ID: 95FC9F8C-31F7-409A-928E-F99EA02C0B36
9
shall take precedence in the event of a conflict with any other covenant, term,
condition, or provision of this Contract.
X. ENVIRONMENTALLY PREFERRED PURCHASING AND ZERO WASTE
REQUIREMENTS. CONTRACTOR shall comply with CITY’s Environmentally
Preferred Purchasing policies which are available at CITY’s Purchasing Division,
which are incorporated by reference and may be amended from time to time.
CONTRACTOR shall comply with waste reduction, reuse, recycling and disposal
requirements of CITY’s Zero Waste Program. Zero Waste best practices include
first minimizing and reducing waste; second, reusing waste and third, recycling or
composting waste. In particular, CONTRACTOR shall comply with the following
zero waste requirements:
• All printed materials provided by CONTRACTOR to CITY generated from a
personal computer and printer including but not limited to, proposals,
quotes, invoices, reports, and public education materials, shall be double-
sided and printed on a minimum of 30% or greater post-consumer content
paper, unless otherwise approved by CITY’s Project Manager. Any
submitted materials printed by a professional printing company shall be a
minimum of 30% or greater post-consumer material and printed with
vegetable based inks.
• Goods purchased by Contractor on behalf of CITY shall be purchased in
accordance with CITY’s Environmental Purchasing Policy including, but not
limited to, Extended Producer Responsibility requirements for products
and packaging. A copy of this policy is on file at the Purchasing Division’s
office.
• Reusable/returnable pallets shall be taken back by CONTRCATOR, at no
additional cost to CITY, for reuse or recycling. CONTRACTOR shall provide
documentation from the facility accepting the pallets to verify that pallets
are not being disposed.
Y. AUTHORITY. The individual(s) executing this Agreement on behalf of the parties
represent and warrant that they have the legal capacity and authority to do so on
behalf of their respective legal entities.
Z. PREVAILING WAGES
This Project is not subject to prevailing wages. Contractor is not required to pay
prevailing wages in the performance and implementation of the Project in
accordance with SB 7, if the contract is not a public works contract, if contract
does not include a public works construction project of more than $25,000, or the
contract does not include a public works alteration, demolition, repair, or
maintenance (collectively, ‘improvement’) project of more than $15,000.
OR
DocuSign Envelope ID: 95FC9F8C-31F7-409A-928E-F99EA02C0B36
10
Contractor is required to pay general prevailing wages as defined in Subchapter
3, Title 8 of the California Code of Regulations and Section 16000 et seq. and
Section 1773.1 of the California Labor Code. Pursuant to the provisions of Section
1773 of the Labor Code of the State of California, the City Council has obtained the
general prevailing rate of per diem wages and the general rate for holiday and
overtime work in this locality for each craft, classification, or type of worker
needed to execute the contract for this Project from the Director of the
Department of Industrial Relations (“DIR”). Copies of these rates may be obtained
at the Purchasing Division’s office of the City of Palo Alto. Contractor shall provide
a copy of prevailing wage rates to any staff or subcontractor hired, and shall pay
the adopted prevailing wage rates as a minimum. Contractor shall comply with the
provisions of all sections, including, but not limited to, Sections 1775, 1776,
1777.5, 1782, 1810, and 1813, of the Labor Code pertaining to prevailing wages.
AA.DIR REGISTRATION. In regard to any public work construction, alteration,
demolition, repair or maintenance work, CITY will not accept a bid proposal from
or enter into this Agreement with CONTRACTOR without proof that CONTRACTOR
and its listed subcontractors are registered with the California Department of
Industrial Relations (“DIR”) to perform public work, subject to limited exceptions.
City requires CONTRACTOR and its listed subcontractors to comply with the
requirements of SB 854.
CITY provides notice to CONTRACTOR of the requirements of California Labor
Code section 1771.1(a), which reads:
“A contractor or subcontractor shall not be qualified to bid on, be listed in a bid
proposal, subject to the requirements of Section 4104 of the Public Contract Code,
or engage in the performance of any contract for public work, as defined in this
chapter, unless currently registered and qualified to perform public work pursuant
to Section 1725.5. It is not a violation of this section for an unregistered contractor
to submit a bid that is authorized by Section 7029.1 of the Business and
Professions Code or Section 10164 or 20103.5 of the Public Contract Code,
provided the contractor is registered to perform public work pursuant to Section
1725.5 at the time the contract is awarded.”
CITY gives notice to CONTRACTOR and its listed subcontractors that CONTRCATOR
is required to post all job site notices prescribed by law or regulation and
CONTRACTOR is subject to SB 854-compliance monitoring and enforcement by
DIR.
CITY requires CONTRACTOR and its listed subcontractors to comply with the
requirements of Labor Code section 1776, including:
DocuSign Envelope ID: 95FC9F8C-31F7-409A-928E-F99EA02C0B36
11
Keep accurate payroll records, showing the name, address, social security
number, work classification, straight time and overtime hours worked each day
and week, and the actual per diem wages paid to each journeyman, apprentice,
worker, or other employee employed by, respectively, CONTRACTOR and its listed
subcontractors, in connection with the Project.
The payroll records shall be verified as true and correct and shall be certified and
made available for inspection at all reasonable hours at the principal office of
CONTRACTOR and its listed subcontractors, respectively.
At the request of CITY, acting by its project manager, CONTRACTOR and its listed
subcontractors shall make the certified payroll records available for inspection or
furnished upon request to the project manager within ten (10) days of receipt of
CITY’s request.
[For state- and federally-funded projects] CITY requests CONTRACTOR and
its listed subcontractors to submit the certified payroll records to the
project manager at the end of each week during the Project.
If the certified payroll records are not produced to the project manager within the
10-day period, then CONTRACTOR and its listed subcontractors shall be subject to
a penalty of one hundred dollars ($100.00) per calendar day, or portion thereof,
for each worker, and CITY shall withhold the sum total of penalties from the
progress payment(s) then due and payable to CONTRACTOR.
Inform the project manager of the location of CONTRACTOR’s and its listed
subcontractors’ payroll records (street address, city and county) at the
commencement of the Project, and also provide notice to the project manager
within five (5) business days of any change of location of those payroll records.
BB. CONTRACT TERMS. All unchecked boxes do not apply to this Agreement. In the
case of any conflict between the terms of this Agreement and the exhibits hereto
or CONTRACTOR’s proposal (if any), the Agreement shall control. In the case of
any conflict between the exhibits hereto and CONTRACTOR’s proposal, the
exhibits shall control.
DocuSign Envelope ID: 95FC9F8C-31F7-409A-928E-F99EA02C0B36
12
IN WITNESS WHEREOF, the parties hereto have by their duly authorized representatives
executed this Agreement on the date first above written.
CITY OF PALO ALTO DENALI WATER SOLUTIONS, LLC
Officer 1
City Manager
By
Name Title________________________________
Approved as to form:
Officer 2 (Required for Corp. or LLC)
By
City Attorney or Designee
Name
Title
DocuSign Envelope ID: 95FC9F8C-31F7-409A-928E-F99EA02C0B36
President
Jeffrey LeBlanc, President
Robert G Currey
CFO
13
EXHIBIT A
SCOPE OF SERVICES
SLUDGE HAULING SERVICES
1. BACKGROUND AND PURPOSE
a. The work is for services to daily load and haul sludge from the City of Palo
Alto’s sludge dewatering facility. CONTRACTOR (referred to herein as the
“Hauler”) shall transport sludge to disposal sites as listed in this scope of
services.
b. Daily sludge hauling services in this contract must begin April 1, 2022 with City
dispatching first load on Thursday, March 31, 2022, and will continue through
the end of the term listed in Section 3 of the Agreement.
c. After City approves this Contract but prior to the start of active hauling,
CONTRACTOR will provide services listed below:
Providing required bonds, contract execution, providing City spill / emergency
response plan, preparing respiratory protection and exposure control plans,
obtaining permits with treatment sites at Lystek and Synagro, initial driver
training, setting up initial dispatching contacts, conducting required training
and safety programs, and any other prerequisites described in this Scope of
Work.
d. This work requires backup treatment facilities. The Hauler’s backup treatment
sites are as listed in Exhibit C to this Agreement..
2. PICKUP ADDRESS
Palo Alto Regional Water Quality Control Plant (“RWQCP”)
Attn: Operations Shift Supervisor or Senior Operator
2501 Embarcadero Way
Palo Alto, CA 94303
650-329-2598 - phone
3. PALO ALTO SLUDGE CHARACTERISTICS
a. The material covered under this Agreement is a mix of raw, dewatered
wastewater sludge and scum (hereafter, collectively referred to as “sludge”)
that has not yet been stabilized.
b. The wastewater sludge is collected as waste sludge from activated sludge
tanks (about 29% of total content) and primary sludge settling tanks (about
DocuSign Envelope ID: 95FC9F8C-31F7-409A-928E-F99EA02C0B36
14
71% of total content). This blend is then thickened in gravity thickeners to 3%
to 4% solids. The sludge blend is processed through grinders before being sent
to a blend tank. The sludge is kept blended with mix pumps and aerated by a
blower in a 100,000 gallon mix tank, is pumped to a belt filter press, is treated
for odors in-line with a sodium hypochlorite solution, and is then dewatered
using a high molecular weight cationic polymer solution on a belt filter press.
Upstream preliminary treatment processes include grit removal and
mechanically raked barscreens using ¾” spacing at the headworks.
c. Primary tank scum is pumped through a grinder, sent to a scum concentrator,
and thickened to about 50% solids. This scum will be added to the 20% plus
sludge cake screw conveyors that feed into sludge cake bins.
d. Solids content of filter press cake will have a solid content of not less than 20%.
e. Except as stated herein, the City cannot guarantee condition or quality of the
material. Therefore, notice is hereby given that the content and nature of the
sludge and scum may change depending on RWQCP process control changes,
treatment plant changes, influent characteristics, or treatment plant
effectiveness.
f. The City will certify that the wastewater sludge and scum pollutant
concentrations are at or below the metal concentration limits established in
40 CFR 501.13, Table 1 and Table 3.
g. Hauler is aware that wastewater sludge contains pathogenic microorganisms
and does not meet all 40 CFR 503 regulations. The City declares, and Hauler
acknowledges, that:
i. The sludge does not meet the pathogen reduction requirements of 40
CFR 503.32(B)(3) [“PRSP”].
ii. The sludge does not meet the vector attraction reduction
requirements of 40 CFR 503.33(b)(1).
h. Furthermore, sludge and scum quality data is included as Exhibit A-1 to this
Exhibit for the Hauler’s reference. Hauler shall verify, by analyzing the data
provided and making inquiries, as needed, as to the characteristics of the
wastewater sludge/scum mix and their ability to haul the wastewater sludge
at the treatment/disposal site(s).
i. At no time during the term of this Agreement shall the City make available to
the Hauler, nor shall the Hauler be obligated to handle, any wastewater sludge
which is designated a hazardous waste under applicable law, rule, or
DocuSign Envelope ID: 95FC9F8C-31F7-409A-928E-F99EA02C0B36
15
regulation, and nothing herein shall relieve the City of liability or responsibility
with respect to any sludge generated at its facilities which is a hazardous
waste.
4. SLUDGE PRODUCTION ESTIMATES
a. This scope of services covers the disposal, including loading,
transportation/hauling, delivery, and unloading of approximately 23,000
annual wet tons of raw wastewater sludge.
b. The City produces wastewater sludge twenty-four (24) hours per day, seven
(7) days per week, resulting up to 23,000 wet tons annually by end of term. A
breakdown is included in the table below for historical sludge production by
the new sludge dewatering and loadout facility, which began operation March
18, 2019. The Hauler’s transport system must have the capacity to handle the
maximum levels of wastewater sludge during peak production periods (esp.
after large storms that bring in extra solids).
Palo Alto RWQCP Sludge Dewatering Facility Sludge Production
March 18, 2019 – June 30, 2021
Synagro Values in Wet Tons, Average 30% Sludge Cake
Year Jan-Mar Apr-Jun July-Sep Oct-Dec Annual Total
2019 386.72 3263.98 2867.49 2986.98 9505.17
2020 2931.65 2443.08 2383.67 3562.52 11320.92
2021 2729.68 2020.04 n/a n/a 4749.72
Lystek Values in Wet Tons, Average 30% Sludge Cake
Year Jan-Mar Apr-Jun July-Sep Oct-Dec Annual Total
2019 453.62 2551.24 2087.93 2169.51 7,262.3
2020 2091.82 1935.82 1607.51 582.89 6218.04
2021 1432.64 2293.80 n/a n/a 3726.44
General Characteristics:
• 03/18/19 – 12/31/19 – 16,767.47 wet tons
• 01/01/20 – 12/31/20 – 17,538.96 wet tons
• 01/01/21 – 06/30/21 – 8,476.16 wet tons
• 2021 – 17,093 wet ton prediction at current pandemic suppressed rates
• Average Loadout (01/01/21 – 06/30/21): 25.53 wet tons / truck
• Average Loadouts per Day (01/01/21 – 06/30/21): 1.83 truck loadouts per day
• Number of Typical of Loadouts per Day (Range): 1, 2, or 3 trucks per day
c. Production rates may be varied or stopped to match RWQCP operational
needs. Operation may also be interrupted occasionally for maintenance or
repair. Advance notice of temporary interruption will be given to the Hauler
whenever possible.
DocuSign Envelope ID: 95FC9F8C-31F7-409A-928E-F99EA02C0B36
16
d. The wastewater sludge shall become the property of the Hauler at the time
the material is deposited in the Hauler's trailer. Therefore, it is the Hauler's
responsibility to make any and all arrangements for disposal at the
treatment/disposal sites identified and approved by the City (referred to
herein as the “treatment/disposal sites”).
e. The amount of biosolids to be hauled is an estimate only. Therefore, notice is
hereby given that the quantity, content, and nature of the material may
change depending on RWQCP process control changes, process upsets, plant
upgrades, repairs, maintenance, operational improvements, belt press
dewatering schedule, day of week, holidays, seasonal changes, storm-induced
increases in produced solids, changes in community population, treatment
plant changes, and so forth.
f. No minimum wastewater sludge generation rate is guaranteed. However, the
Hauler will be required to dispose of 100% of all wastewater sludge that the
City designates for disposal pursuant to this Agreement even if the total
quantity exceeds the estimate.
5. GENERAL RESPONSIBILITIES
a. The Hauler shall know, follow, comply with, and stay updated on all federal,
state, and local laws, regulations, statues, ordinances, orders, decrees, and
permits that affect this work. This includes loading and unloading, treatment
site operation and maintenance, monitoring and reporting, processing and
disposal of sludge, USDOT, transportation, driver and operator certifications,
environmental and pollution regulations, noise control, and inspections by
authorized representatives as required by such requirements. Hauler shall
provide documentation of specific permits, orders, decrees, registrations, and
so forth upon request. All costs associated with obtaining such permits and
licenses shall be considered as included in the unit price. Federal Regulations,
including 40 CFR Parts 257, 258, 403 and 503, provide specific requirements
for biosolids disposal and must be complied with by Hauler.
b. The Hauler agrees to furnish all information as required by the City in order to
fulfill the responsibilities of the City for reporting on compliance with
wastewater sludge rules and regulations as well as for accurate payment.
c. Transportation shall be by a USDOT licensed, registered hauler.
d. The Hauler will be required to furnish to City and update, as necessary, a list
of telephone numbers and names of responsible parties to be called on a 24-
hour, 7 days per week basis in the event of an emergency or unusual operating
conditions. The Hauler’s designated representative must be available to
DocuSign Envelope ID: 95FC9F8C-31F7-409A-928E-F99EA02C0B36
17
respond to City staff within a mutually acceptable time span (within three to
four hours). It will be mandatory to have dedicated business cell phones and
email for supplementary communications. The Hauler shall coordinate and
cooperate with staff at the RWQCP and disposal site owners/operators (in
consultation with the City) to fulfill their respective requirements.
e. Prior to initiating services under the Agreement, the Hauler’s operational team
will meet with RWQCP management, operations management, and accounts
payable team members at the RWQCP.
f. Raw sludge contains micro-organisms from the wastewater treatment process
that include pathogens. Precautions are required. The Hauler is to follow an
Exposure Control Plan for Blood Borne Pathogens pursuant to CalOSHA rules
and California Code of Regulations, Title 8, Section 5193. The Exposure Control
Plan is to be on file for review, if requested.
i. Hauler shall provide proper training to all drivers before their first
pickup and on a recurring basis, as needed.
ii. PPE shall include latex or nitrile gloves, safety shoes, eye protection,
available hard hat, full length pants, and any required face
coverings/respirators. This PPE shall be worn at both City site and any
treatment plant site.
iii. Hauler shall have provisions for washing hands with soap, and access
to potable drinking water and OSHA approved first aid kits.
g. Raw sludge releases odors during loadouts. Some loadouts produce hydrogen
sulfide at levels that may require respiratory protection. Precautions are
required. The Hauler is to develop and follow a written Respiratory Protection
Program pursuant to CalOSHA rules and California Code of Regulations, Title
8, Section 5144. The Respiratory Protection Program is to be on file for review,
if requested.
i. An allowance of $10,000 is authorized per Exhibit C for development
of a written respiratory protection program, required respiratory
protection equipment, initial and recurring qualitative and/or
quantitative fit testing of respirators, initial medical clearance checks
for each company driver to wear a respirator, and other required
components of the program.
ii. Hauler shall provide proper training to all drivers before their first
pickup and on a recurring basis, as needed.
iii. Respiratory protection shall include respirators provided at no cost
to drivers and fitted to each driver. Freelance drivers contracted by
the hauler will be made fully aware of the respiratory protection
program requirements in this section.
DocuSign Envelope ID: 95FC9F8C-31F7-409A-928E-F99EA02C0B36
18
iv. Respirators will be fitted with cartridges and rated by NIOSH as
capable of treating “HS” for acid gases containing hydrogen sulfide.
v. Properly fitted respirators with cartridges for hydrogen sulfide shall
be worn by each driver (either company driver or contracted driver)
from the time a loadout is started until the driver leaves the building,
and as directed by Palo Alto.
vi. Respirators, masks, and/or face coverings shall be worn as required
by governing agencies or Palo Alto, as necessary as it relates to
pandemics and public health orders.
h. The Hauler shall attend periodic meetings, as needed, to discuss items such as:
operational requirements at RWQCP and treatment site(s), performance
reviews, safety/spill response planning, and strategies for common benefit.
Input and constructive feedback to improve all aspects of this Agreement is
expected during the Agreement term. Meetings will be one-hour annual (or as
needed) meetings held at RWQCP, treatment sites, a mutually agreeable
location, or by telecon/virtually.
i. The wastewater treatment plant is an essential public service. The Hauler is
also providing an essential service and will coordinate on continuity of
operations during declared emergencies, and will comply with all applicable
governmental orders, guidance, or regulations related to public health and
safety for essential services during local or global pandemics.
6. LOADING REQUIREMENTS
a. Prior to start of work, Hauler shall visually observe the truck loadout facility
and verify that the Hauler’s equipment can safely operate at the RWQCP.
b. The processed wastewater sludge is conveyed to a cake storage bin for trailer
loading. Vertical clearance loading access below the bypass chute’s lowest
point of discharge is approximately 12’-5” above the floor, per field
measurement. Hauler is to field verify vertical clearance for their own or
contracted trucks prior to start of work; Hauler is not to dispatch trucks that
will not fit inside the Loadout Bay.
c. The City owns and maintains the RWQCP, the sludge dewatering equipment,
and the truck loadout facility. The Hauler shall only provide trucks and trailers
compatible with the existing system. Trucks shall be empty upon arrival for
loading at the RWQCP.
d. The Hauler will have free and easy access to the site pursuant to the security
and entry protocols established by the City, as needed. Whether working in
auto mode or manually, the Hauler will be responsible for opening and closing
DocuSign Envelope ID: 95FC9F8C-31F7-409A-928E-F99EA02C0B36
19
the RWQCP entrance and exit gates as well as the sludge dewatering building
truck loadout bay’s roll-up doors. Any damage to City property, including
landscaping, building systems, loadout chutes, entry systems, bin gates and
screws, and roll-up doors caused by the Hauler shall be promptly repaired by
the Hauler at no cost to the City. Hauler shall observe traffic signs and RWQCP
speed limit of 5 MPH.
e. The Hauler will load all wastewater sludge into the Hauler’s trailers. The trailer
will be positioned directly under the cake hoppers for loading. The cake
hoppers distribute the dewatered raw sludge in the hauler’s trailer via cake
loadout chutes. During the trailer loading process, a computer program is used
to track the total weight of the dewatered sludge loaded into the trailer. The
Hauler will be responsible for monitoring the total weight entering the trailer,
load distribution in the trailer and ensuring the load does not exceed the “Full
Load” established by the Hauler for each trailer. Overweight tickets are the
responsibility of the Hauler.
f. Only sludge will be added into the Hauler’s trailers. Latex gloves and other
debris is not to be added into the trailer. All drivers will be trained on this
provision as it may lead to rejected loads at the treatment site.
g. The Hauler shall bring problems with the loadout system to the attention of
RWQCP management, supervisory staff, and the designated-operator-in-
charge immediately.
h. Once the Hauler’s trailer is full, Hauler shall cover the load with the tarp that
is on each trailer to minimize release of odors and avoid spillage from the
dewatered raw sludge while the trailer is in transport to the final treatment
site. The tarp shall be placed over the trailer inside the loadout bay (not
outside) and before roll-up doors are opened. The truck shall be promptly
driven from the RWQCP site directly and out the back gate and on to the
treatment/disposal site. No unnecessary parking inside the RWQCP or on
Embarcadero Road is authorized. All drivers shall be trained on entrance and
exiting procedures at the facility and odor minimization rules for the truck
when onsite.
i. The Hauler shall make a proper effort to take full loads of at least 21 wet tons.
Hauler’s driver should not leave the RWQCP until a full load is received. Drivers
are to be trained on the proper quantity to take. City shall not be responsible
for Hauler failing to take a minimum loadout if the sludge bins have adequate
sludge for the minimum loadout. City will not normally dispatch for anything
but full loads (e.g., an exception to empty a partially full bin for special
maintenance activities, in which case the minimum load charge may apply).
DocuSign Envelope ID: 95FC9F8C-31F7-409A-928E-F99EA02C0B36
20
j. The Hauler’s trucks shall be cleaned and free of any foreign
matter/contamination (from any pre-hauling or back-hauling operation) such
that only dewatered sludge will be transported to the treatment/disposal
site(s).
k. The City reserves the right to set a loading target below the CalDOT road limit
(e.g., 2000 pounds less) to account for errors in weight readings and
uncertainty caused by loadout bin weight calculations by the City’s PLC. It is
the Hauler’s responsibility to pay overweight limit fines. There are no onsite
zones or facilities at the RWQCP for unloading excess material to return a
Hauler’s truck to a legal weight limit. There is no separate weigh scale onsite
to aid the Hauler in how much material to remove.
l. The RWQCP is not a staging/storage site. Hauler shall not store or stage
equipment at the RWQCP.
m. The Loadout Bay is not long enough for trucks with “sleeper” cabs unless the
exit door is left open, which reduces the effectiveness of the odor control
system of the Loadout Bay. In situations where the RWQCP Plant Manager or
their designee determines that a sleeper cab is needed for urgent operational
necessity, a truck may be dispatched with a sleeper cab. In all other cases, no
sleeper cabs shall be dispatched in order to allow loadouts with maximum
odor control.
n. Odor Control Best Practices
i. The misting system to neutralize odors shall be started before the
driver enters Loadout Bay. The odor neutralizer is on a timer and is
to be left running after the driver leaves for 60 minutes.
ii. Entrance and exit roll-up doors are to be closed before commencing
a loadout to reduce offsite odors.
iii. After loadout completion, trucks are to be tarped inside the Loadout
Bay before opening the exit roll-up door.
iv. The driver is to return to the building to close the exit roll-up door
before promptly leaving the site through the back gate.
v. Onsite City restroom facilities should be used prior to loading a trailer
so that a fully tarped trailer is not parked unnecessarily onsite.
vi. All drivers are to be trained on odor minimization protocols as part
of their initial training and as needed.
o. The Loadout Bay bin discharge gates and screws must be operated safely. All
drivers are to follow the City’s standard unloading procedures to operate
switches for gates and screws to prevent jamming, damage, motor overloads,
motor drive damage, and so forth. Failure of a driver to follow procedures will
be the responsibility of the Hauler. Standard procedure will be provided at
DocuSign Envelope ID: 95FC9F8C-31F7-409A-928E-F99EA02C0B36
21
driver initial training. Hauler is to notify new drivers not to unload without
proper training by a Plant operator assigned by the designated-operator-in-
charge.
7. HAULING SCHEDULE
a. The Hauler shall receive and haul wastewater sludge daily and must have the
capability to haul up to six trailers a day, seven days a week from the RWQCP.
The City reserves the right to make modifications in this schedule to meet the
needs of the City.
b. Loading, unloading, and treatment may be required on both a daily scheduled
and as-required basis, according to the requirements of the City. The Hauler
shall develop, for approval, a pickup and delivery schedule with the Project
Manager. The Hauler shall be required to respond to all requests for service
within twenty-four (24) hours. The RWQCP operates year round, and it is
mandatory that the Hauler be available to perform the work all 365 days of
the year.
c. If the Hauler coordinates with the City in advance, it may be possible to store
sludge onsite at the RWQCP in the sludge cake bins and upstream sludge tanks
for a short period over specific and limited number of holidays (e.g., Easter,
Thanksgiving, Christmas, and New Year’s). It is the Hauler’s responsibility to
coordinate with treatment sites to see if they are open on specified holidays
before taking a load to a specific treatment site.
d. The RWQCP designated-operator-in-charge will normally dispatch its
requested number of next-morning loadouts via email between 2:00 and 3:00
p.m. This estimate would normally be based on what is on hand in the three
sludge cake bins to provide for full and time-efficient loadouts of about 25 wet
tons per trailer.
e. When RWQCP dispatches up to three loads a day, all loadouts shall be
completed and truck offsite by 6:00 a.m. the following morning. When four or
more loads a day are dispatched (uncommon), loadouts may be scheduled for
after 6:00 a.m. If a Hauler wishes to use a single driver for up to two loads, it
will be the Hauler’s responsibility to work with treatment sites about their
receiving hours. The City makes no guarantee about operating hours for
treatment sites or treatment site charges for modifying operating hours
outside of what is listed in Section 10.b.
8. HAULING REQUIREMENTS
a. The sludge shall become the property of the Hauler at the time the material is
DocuSign Envelope ID: 95FC9F8C-31F7-409A-928E-F99EA02C0B36
22
deposited in the Hauler’s trailer. Hauler shall not commingle sludge from
another facility prior to delivery for final treatment and disposal.
b. The Hauler shall be responsible for all transportation, holding, and unloading.
The Hauler shall ensure that trailers are completely empty when they arrive at
the RWQCP. The Hauler shall further ensure that the exterior of the truck and
trailer is clean prior to leaving the RWQCP and the treatment/disposal site
destination. The Hauler shall be responsible for coordination with appropriate
authorities to conduct acceptable unloading operations to meet both City and
the treatment/disposal site’s requirements.
c. Emergency / Spill Response Plan: The Hauler must submit to the City an
Emergency / Spill Response Plan within three (3) weeks of Agreement award
to the Project Manager. The Hauler will ensure that their drivers are properly
trained to carry out this Plan in the event of a spill. No hauling will be permitted
until the Plan is received and approved by the City. In the event of a spill, the
Hauler must immediately report it to the City and clean up the material to the
satisfaction of governing authorities and the RWQCP. If the Hauler does not
clean the spill, the City may clean the spill and back-charge the Hauler for all
costs. A “spill” as used herein includes tracking of residuals onto public roads.
d. The Hauler must have and maintain for the term of the Agreement all hauling
permits needed for the work under this Agreement.
e. The Hauler must furnish only experienced and skilled operators and other
personnel as required. Hauler must ensure that employed workers have
proper and valid licenses and/or certifications. The Hauler shall, at the request
of the City, supply proof of these licenses and/or certifications.
f. The Hauler shall be responsible for controlling and abating any odor, spillage,
insect, vermin, or any other nuisance arising from the operation.
g. City shall provide plant process water (nonpotable, aka W4 at 90 psi) and a
wash down area in the truck loadout bay, which is to be used by the Hauler to
keep the loading site at the RWQCP and trucks clean and free of spillage before
leaving the RWQCP. The City will provide two 1.5” nonpotable (W4) water
stations with 1.5” hoses in the truck loadout bay. One is at the front of the
loadout bay and one on the back side, both on the passenger side of the truck.
After use, the Hauler is to put hoses away on hose stations before leaving. Any
spillage or discharge of material to City or public roads shall be cleaned up
promptly by the Hauler. If the City is required to clean up any spillage or
discharge, all costs incurred including direct and administrative costs shall be
reimbursed by the Hauler or withheld from Hauler payments.
DocuSign Envelope ID: 95FC9F8C-31F7-409A-928E-F99EA02C0B36
23
h. The Hauler shall provide water for all vehicles used in hauling wastewater
sludge to complete wash down before leaving the treatment/disposal site. The
interior of trailers, as well as all exterior surfaces, including tires and mud flaps
shall be completely hosed down to minimize tracking of wastewater sludge off
of the treatment/disposal site.
i. The Hauler shall provide immediate cleanup of any spill during the
transportation of the wastewater sludge. The Hauler shall be fully responsible
for all costs associated with the cleanup or mitigation of spills during the
transportation of wastewater sludge. In addition to any other required
notifications, the Hauler shall immediately notify the City by telephone at
(650) 329-2598 of any spillage of wastewater sludge along the haul route and
the estimated time for cleanup to be completed. The Hauler shall provide a
written report within five (5) days describing any spillage incident, including at
a minimum, the date, time, and location of the spill, the amount of material
spilled, the methods used to clean up the spill, the cause of the spill, steps
taken to prevent reoccurrence of a similar spill, and certification that the spill
has been cleaned up to the satisfaction of any and all agencies having
jurisdiction. Hauler will train their staff and comply with Palo Alto Emergency
and Spill Response Plan.
j. It is further the Hauler’s responsibility to be cognizant of all the factors involved
in furnishing labor and equipment to dispose of raw sludge including
transportation, hauling, delivery and unloading of wastewater sludge from the
RWQCP. Such factors include, but are not limited to, complete familiarity with
the layout of the City’s facilities. The Hauler shall have complete familiarity
with all access roads to the RWQCP facility, including difficulties involved in
maneuvering large vehicles in confined areas. Hauler shall have available an
adequate number of vehicles and trained, knowledgeable drivers to haul
sludge and be able to keep a close liaison with City staff concerning scheduling
or any problems related to production rates.
k. Drivers must ensure that all trucks have tailgate pins, chains, and
alternate/secondary locking mechanisms in place while loaded and before
leaving any site. Hauler shall use public highways and designated truck routes,
ensuring that laden trucks are not left parked in high-traffic areas for extended
periods of time. Hauler shall understand truck routes and traffic conditions
along routes. Hauler is responsible for freeing any incapacitated truck, traffic
delays, weather impacts, and road conditions.
l. Hauler shall report any significant hauling incidents, including but not limited
to spills, accidents and substantial delays, to the City’s project manager within
three (3) hours of an occurrence. The Hauler must make all reasonable
attempts to contact the City immediately following an incident. Regardless of
DocuSign Envelope ID: 95FC9F8C-31F7-409A-928E-F99EA02C0B36
24
contact being made with the City, the Hauler is expected to use best
management practices for immediate corrective action. Upon notification of
the City, incidents will be investigated. If required, Hauler shall resolve the
incident. City may also identify problems such as contaminated or misplaced
loads. If the incident is not resolved, the Hauler may receive a formal warning.
Significant incidents include, but are not limited to, such things as:
i. Delays of loading, hauling, or dumping of 48 hours or more;
ii. Spills of any size (including any tracking of sludge onto public roads);
iii. Traffic accidents;
iv. Damage to equipment, persons, or property; and
v. Any other incidents outside normal operations
m. Hauler is to have in place a 24/7 on-call emergency services agreement
with a large truck mechanic(s) to deal with any truck mechanical
breakdowns at the RWQCP or on other roads to and from the RWQCP.
Mechanical breakdowns shall be communicated to the RWQCP.
9. HAULING EQUIPMENT
a. Hauler must operate and maintain trucks per USDOT regulations.
b. The Hauler’s truck fleet must be California Air Resources Board (CARB)
compliant including a truck fleet with engines that are 2010 or newer engine
model year.
c. Hauler’s trailers must hold 21 tons minimum.
d. Hauler is to provide leak-proof aluminum or stainless steel trailers with seals,
tailgate seals, and wide splashguards as a requirement for hauling wastewater
sludge. Each trailer shall be appropriate for wastewater sludge containment
and equipped with covers (canvas or suitable alternative material) that can be
securely fastened to reduce odors and contain wastewater sludge in case the
trailer overturns. There shall be no gaps in the covering tarp that release odors
from off-gassing, wind, and so forth. Any damages to the tarp shall be repaired
immediately.
e. All hauling trucks shall be equipped with a back-up alarm consisting of a
warning horn or beep that will activate any time the truck is in reverse. Each
vehicle shall be equipped with scraper, shovel, broom, and other tools as
necessary to allow the driver to clean vehicle and respond to drips or small
spills.
f. The Hauler shall be solely responsible for the condition of its equipment. All
DocuSign Envelope ID: 95FC9F8C-31F7-409A-928E-F99EA02C0B36
25
equipment shall be properly maintained. Only equipment in good working
condition as judged by the City is acceptable. The City may reject pieces of
equipment found to be in unsatisfactory condition or performing
unsatisfactory work. In the event of any rejection by the City, the Hauler must
remove the unsatisfactory equipment and replace it with good and acceptable
equipment immediately.
g. The Hauler shall provide the City with a list of identification numbers and
maximum legal load limit for all wastewater sludge hauling trailers being
utilized under this Agreement. Hauler shall conspicuously mark each trailer
unit with the maximum legal weight of the unit when loaded and a
corresponding "full load" indicator inside the trailer to guide loading.
h. The City will not be responsible for loss or damage of any equipment or
property owned or operated by the Hauler, its agents, or employees on or off
City property.
i. Hauler shall ensure that gas/oil/hydrocarbon spill-containment kits are kept
on each truck and/or piece of equipment in use, and drivers are trained in their
use. Each truck is to have potable water and a first aid kit.
j. Except as noted in Section 6.m above, trucks with sleeper cabs are not
authorized due to length requiring exit door to remain open.
10. UNLOADING REQUIREMENTS AT TREATMENT SITE
a. If the Hauler must use an emergency backup alternative because a primary
treatment/disposal site (as identified in subsection (b) below) is not available,
the Hauler must consult with the City prior to deposit at the backup
alternative. The City reserves the right to refuse “landfill disposal” as an
alternative to other emergency backup options that may cost more; the City
may elect to dispose at the landfill or pay the higher hauling and disposal cost
for another site, at its own discretion.
b. Sludge shall be hauled to one of the two sites below in quantities to be
determined by the City (these sites are the primary treatment/disposal sites):
i. Lystek International Limited Organic Material Recovery Center on
the site of Fairfield-Suisun Sewer District (FSSD) 1010 Chadbourne
Rd, Fairfield, CA 94534
1. Operating Hours 0400 – 2000, 7 days per week
2. Receiving Hours 24 / 7
3. 6,500 tons per year minimum, which is the City’s
contracted minimum obligation with Lystek
DocuSign Envelope ID: 95FC9F8C-31F7-409A-928E-F99EA02C0B36
26
4. Annual contract year target for Lystek will be 8,400 tons
per year
ii. Synagro Central Valley Compost Facility (CVC) 13757 Harmon Rd,
Dos Palos, CA 93620
1. Operating Hours 0600 – 1700, 7 days per week
2. 10,000 tons per year minimum, which is the City’s
contracted minimum obligation with Synagro
3. Annual contract year target for Synagro will be all tons
beyond the 8,400 tons per year to Lystek and 10,000
contracted tons with Synagro
c. Hauler shall provide (and update as required) a current list of sites where
wastewater sludge is being unloaded and disposed, as needed when unloading
and disposal sites change.
d. The Hauler shall make the listed site(s) available to receive the wastewater
sludge at all times in accordance with provisions of the treatment/disposal
site(s) permit. Provisions shall be made to accept the wastewater sludge
during wet-weather periods as well as dry-weather periods.
e. The City is not responsible for any delays at the treatment/disposal site. All
additional charges are the responsibility of the Hauler.
f. Hauler is to follow the procedures, safety practices, and rules established by
any treatment/disposal site used, including the treatment and backup disposal
sites listed in this section and Exhibit C to this Agreement. Prior to the start of
the services under this Agreement, Hauler shall have an approved permit
and/or agreement in place with the treatment/disposal sites for the term of
the Agreement. Hauler shall have needed training completed prior to the start
of service. The Hauler shall meet insurance requirements of the
treatment/disposal facilities, including, but not limited to, additional insured
requirements.
g. The split of loads between Lystek, Synagro, and any future addition or deletion
of treatment site(s) during the term of the Contract shall be as established by
the project manager and communicated to the Hauler. The split targets will be
actively managed by the Hauler to meet the target split. Adjustments to meet
annual minimums listed in Section 10.b above shall be made on a regular basis.
Initial targeted split will be as follows:
i. 60% of weekly loads to Synagro
ii. 40% of weekly loads to Lystek
DocuSign Envelope ID: 95FC9F8C-31F7-409A-928E-F99EA02C0B36
27
11. SAFETY REQUIREMENTS AND TRAINING Hauler shall provide initial training, in the
presence of RWQCP operations staff, for all new drivers for the purpose of safe and
proper operation of the loadout equipment. At a minimum, drivers shall learn proper
procedures for check-in, communication, paperwork, safe loading and use of switches
to control gates and screws in proper sequence, expectations on full loadouts and
movement of truck between bins, trailer contamination prevention, safety PPE at
RWQCP, odor control best practices, entry and exit door use, tarping practices,
orientation to bathroom facilities, clean-up, spill response, and safe driving routes and
speeds in and out of the RWQCP and on Embarcadero Road. Hauler shall provide
documentation of this training to the City’s Project Manager for each driver and shall
be responsible for all costs associated with this training.
12. PAYMENT AND PRICING CONDITIONS
a. See Contract, Section 8, Invoicing.
b. Payment for work is to be made on a wet tonnage basis as determined by
weight tickets at the Treatment Facility. The Treatment Facility will generate a
legible, licensed weighmaster's certificate showing gross weight, tare weight,
and net weight of each truckload of material. Weight will be based on a
certified scale owned, operated, and maintained by the Treatment Facility.
The weight tickets shall be provided to the Hauler by the Treatment Facility,
used by Hauler for invoicing City, and kept on file by Hauler for review by City
as needed.
c. Full compensation for completing Agreement work is included in the unit
prices paid for the various items of work and no separate payment will be
made therefor.
d. If Hauler’s owned or leased sludge trailers that are damaged by the City, the
Hauler may repair and invoice City at a quoted hourly rate for labor and parts
invoiced at no more than cost plus 30%, provided that: (i) Hauler provides City
with notice of damage immediately upon discovery, (ii) Hauler submits to City
documentation of damage within two business days of discovery, (iii) Hauler
provides City with an opportunity to inspect the damage prior to repair, and
(iv) City approves the claim for damage including estimated repair cost.
e. If during the course of the Agreement, a new treatment site is identified, the
Hauler shall be requested to provide pricing per wet ton to haul sludge to that
treatment site using the same terms and conditions as in this contract. This
additional pricing will be incorporated through amendment to the contract at
the time the City Council approves sludge hauling services to the new
treatment site (e.g., through a new RFP or other competitive process).
DocuSign Envelope ID: 95FC9F8C-31F7-409A-928E-F99EA02C0B36
28
13. DOCUMENTATION, PERMITS, AND INSURANCE
a. The Hauler shall maintain all required permits to perform the services during
the term of this Agreement.
b. The Hauler shall, at all times during the transportation, storage, and disposal
of sludge to be managed under this Agreement, know the location, condition
and status of each item being managed.
14. GUARANTEE. The Hauler warrants and guarantees that equipment used are of the
type and quality specified herein. If in the opinion of the City, the equipment is found
to be imperfect or of a grade inferior to that set forth in the requirements or are found
to be deficient against any other standard set forth in the Agreement, they will be
rejected and must be replaced without expense to the City.
a. The Hauler understands that prompt pickup and disposal of sludge is critical to
RWQCP operations. The Hauler warrants and guarantees to meet
requirements set forth in this Agreement, including this scope of services.
b. In the event of failure to comply with the abovementioned conditions within
a reasonable time after notice, the City will take all necessary steps to dispose
of the sludge, at the expense of the Hauler, who agrees to pay the costs and
charges therefore immediately upon demand.
c. The signing of the Agreement by the Contractor shall constitute execution of
the above guarantees.
15. GOODS TO BE SUPPLIED AND WORK TO BE PERFORMED. The Hauler shall perform
all work necessary to complete the Agreement in a satisfactory manner. Unless
otherwise provided, the Hauler shall furnish and provide all materials, equipment,
tools, labor and incidentals necessary to transport, haul, deliver and unload per these
specifications.
16. CONTACT PERSONNEL
a. The CITY contact for this Project is James Allen. His phone number is 650-329-
2243. In the event that he is not available, CONTRACTOR shall call the main
phoneline for the RWQCP, 650-329-2598.
b. The CONTRACTOR’s main contact is Chris Marks. He can be reached at 714-
799-0801.
END OF SECTION
DocuSign Envelope ID: 95FC9F8C-31F7-409A-928E-F99EA02C0B36
29
Exhibit A-1 Palo Alto Sludge Characteristics
2016, 2017, 2020 Average Annual Wastewater Sludge Quality Data: 40CFR503 Sludge Regulation Trace Metal Analysis on Sludge
Trace Metals
Dry-Weight Units
503.13 Ceiling Concentration Table 1
503.13 Pollutant Concentration Table 3
2020 Average Annual Result
Single Results
Arsenic (As) mg/kg 75 41 DNQc 1.39 --
Antimony (Sb) mg/kg -- -- -- ND<19b Barium (Ba) mg/kg -- -- -- 50.2b Beryllium (Be) mg/kg -- -- <0.11 NDa, b Cadmium (Cd) mg/kg 85 39 <0.632 --
Chromium (Cr) mg/kg -- -- 11.44 --
Cobalt (Co) mg/kg -- -- -- ND<2b
Copper (Cu) mg/kg 4300 1500 253 -- Iron (Fe) mg/kg -- -- -- 2650b Lead (Pb) mg/kg 840 300 10.06 -- Mercury (Hg) mg/kg 57 17 0.683 --
Molybdenum (Mo) mg/kg 75 n/a 8.75 4.4a ; ND<4b
Nickel (Ni) mg/kg 420 420 10.98 --
Selenium (Se) mg/kg 100 100 5.28 6.3a; ND<17b Silver (Ag) mg/kg -- -- 0.610 ND<4b Thallium (Tl) mg/kg -- -- -- ND<13b Vanadium (V) mg/kg -- -- -- 5.97b
Zinc (Zn) mg/kg 7500 2800 511 520a; 166b
Total Solids % -- -- 28.8 --
a Sampled 2/7/17 on 25% sludge cake; b Sampled 2/9/17 on 27% sludge cake; c DNQ = estimated result, value detected above MDL (method detection limit) and below RL (reporting limit)
February 17, 2017 Scum Quality Data: 40CFR503 Sludge Regulation Trace Metal Analysis on Scum
Trace Metals
Dry-Weight Units
503.13 Ceiling Concentration Table 1
503.13 Pollutant Concentration Table 3
Result
Arsenic (As) mg/kg 75 41 ND
Beryllium (Be) mg/kg -- -- ND
Cadmium (Cd) mg/kg 85 39 0.14 Chromium (Cr) mg/kg -- -- 3.1 Copper (Cu) mg/kg 4300 1500 30 Lead (Pb) mg/kg 840 300 1.28 Mercury (Hg) mg/kg 57 17 <0.0397
Molybdenum (Mo) mg/kg 75 n/a 1.7
Nickel (Ni) mg/kg 420 420 1.9
Selenium (Se) mg/kg 100 100 <0.83 Zinc (Zn) mg/kg 7500 2800 100 Total Solids % -- -- 30.0
General Raw Sludge Characterization
Trace Metals Dry-Weight Units Result Sample date, comment
Total Kjeldahl Nitrogen (TKN) mg/kg 44,000; 10,000 2/7/17 (25% cake); 2/9/17
Organic Nitrogen (25% sludge cake) mg/kg 38,000 2/7/17 Ammonia-Nitrogen (25% sludge cake) mg/kg 5,600 2/7/17 Grit Analysis: total residual solids in 30% sludge cake % 0.52% 2/9/17 (dried at 103-105C) Primary sludge volatile solids concentration % 89% 2/7/13
Waste activated sludge (WAS) volatile solids concentration % 80% Typical value
Ratio Primary / Total Sludge % 71 – 78% 2013 value
Ratio WAS / Total Sludge % 22 – 29% 2013 value Primary Sludge BTU Content – Dry BTU/lb 8000 8/21/12 ASTM D5865-07a WAS BTU Content – Dry BTU/lb 7400 8/21/12 ASTM D5865-07a
DocuSign Envelope ID: 95FC9F8C-31F7-409A-928E-F99EA02C0B36
30
EXHIBIT B
SCHEDULE OF PERFORMANCE
CONTRACTOR shall perform the sludge treatment and disposal services in Exhibit A
(Scope of Services) in accordance with Section 7 and 1 of Exhibit A.
DocuSign Envelope ID: 95FC9F8C-31F7-409A-928E-F99EA02C0B36
31
EXHIBIT C
SCHEDULE OF FEES
CITY shall pay CONTRACTOR according to the following rate schedule. The maximum
amount of compensation to be paid to CONTRACTOR, including both payment for services
and reimbursable expenses, shall not exceed the amounts set forth in Sections 5 and 6 of
the Agreement. Any services provided or hours worked for which payment would result
in a total exceeding the maximum amount of compensation set forth herein shall be at
no cost to CITY.
Hauler Unit Prices US $/wet ton
To Lystek
To Synagro
Y2, Y3 Increases on Contract Year Anniversary Date
Unit Price $ 30.25 $ 34.00 CPI-U
CPI-U = See Contract Section 6, Compensation During Additional Terms
Hauler Backup Sites to Landfill (LF) and Unit Prices in $/wet ton
Portrero Hills LF
Haul
Portrero Hills LF
Haul & Disposal
Altamont
LF Haul
Altamont LF
Haul & Disposal
Unit Price $ 32.25 $ 107.00 $ 30.25 n/a
Pricing: Unit prices will be in US dollars and are price per wet ton for a term of contract.
The unit price per wet ton includes all fees, taxes, and surcharges.
Miscellaneous
a. Year 2 and Year 3 increases shall be on contract year anniversary date. Contract year
anniversary date is defined as April 1, 2023 and April 1, 2024 for year 2 and 3,
respectively. Year 2 CPI-U will be based on the index in February 2023. Year 3 CPI-U
will be based on the index in February 2024.
b. Truck washout charges are to be included in the pricing.
c. In case of price increase due to new regulatory fees, Hauler must notify the City of
Palo Alto in writing, and City approval of additional fees will require a Contract
amendment before any additional fees will be authorized.
d. Demurrage will not be charged for pickup of sludge up to and including 60 minutes of
loading time. After 60 minutes, the demurrage charge of $95/hour will apply if the
City causes the delay.
DocuSign Envelope ID: 95FC9F8C-31F7-409A-928E-F99EA02C0B36
32
e. Demurrage will not be charged for delays caused by the Hauler not having proper
paperwork at the time of arrival at the RWQCP site.
f. A California No. 2 diesel ultra-low sulfur fuel surcharge is to be added to Hauler or
credited to Palo Alto on a monthly basis. The monthly average cost of diesel fuel will
be adjusted each month as determined from the California Energy Information
Administration (EIA) website (www.eia.gov). The baseline amount of $4.205/gallon
will be used from the weekly value of diesel fuel (effective 7/19/21). A Hauler fleet
fuel efficiency of 5.5 miles per gallon and a truckload of 25 tons will be used for
purposes of calculation.
i. To Lystek International: Surcharge/Credit = (EIA monthly average cost of diesel
in California - $4.205) * 162 miles round trip * 1 / 5.5 miles per gallon * 1 / 25
tons
ii. Synagro Central Valley Composting: Surcharge/Credit = (EIA monthly average
cost of diesel in California - $4.205) * 228 miles round trip * 1 / 5.5 miles per
gallon * 1 / 25 tons
g. If a minimum load of 21 wet tons, compliant with the terms of Exhibit A Section 6.i, is
not met, then Hauler is authorized to invoice for a charge of a full load of 21 wet tons.
h. An allowance of up to $10,000 is authorized on a reimbursement basis to develop a
written respiratory protection program, perform initial and recurring qualitative or
quantitative respirator fit testing, and obtain initial qualified medical clearance for
employees to wear a respirator. This allowance can be used for new company drivers
that are added to provide loadouts at the RWQCP. Contractor is responsible for all
costs of maintaining the written respiratory protection program after the $10,000
allowance is reimbursed, and any additional revisions or maintenance of policies will
be provided to Palo Alto at no cost.
DocuSign Envelope ID: 95FC9F8C-31F7-409A-928E-F99EA02C0B36
33
EXHIBIT D INSURANCE REQUIREMENTS
CONTRACTORS TO THE CITY OF PALO ALTO (CITY), AT THEIR SOLE EXPENSE, SHALL FOR THE TERM OF THE CONTRACT OBTAIN AND MAINTAIN INSURANCE IN THE AMOUNTS FOR THE COVERAGE SPECIFIED BELOW, AFFORDED BY COMPANIES WITH AM BEST’S KEY RATING OF A-:VII, OR HIGHER, LICENSED OR AUTHORIZED TO TRANSACT INSURANCE BUSINESS IN THE STATE OF CALIFORNIA. AWARD IS CONTINGENT ON COMPLIANCE WITH CITY’S INSURANCE REQUIREMENTS, AS SPECIFIED, BELOW: REQUIRED TYPE OF COVERAGE REQUIREMENT MINIMUM LIMITS
EACH OCCURRENCE AGGREGATE
YES YES
WORKER’S COMPENSATION EMPLOYER’S LIABILITY STATUTORY STATUTORY
YES GENERAL LIABILITY, INCLUDING PERSONAL INJURY, BROAD FORM PROPERTY DAMAGE BLANKET CONTRACTUAL, AND FIRE LEGAL LIABILITY
BODILY INJURY
PROPERTY DAMAGE
BODILY INJURY & PROPERTY DAMAGE COMBINED.
$2,000,000 $2,000,000 $2,000,000
$2,000,000 $2,000,000 $2,000,000
BODILY INJURY $2,000,000 $2,000,000
- EACH PERSON $2,000,000 $2,000,000
YES AUTOMOBILE LIABILITY, - EACH OCCURRENCE $2,000,000 $2,000,000
INCLUDING ALL OWNED, HIRED, NON-OWNED PROPERTY DAMAGE $2,000,000 $2,000,000
BODILY INJURY AND PROPERTY $2,000,000 $2,000,000
DAMAGE, COMBINED
NO PROFESSIONAL LIABILITY, INCLUDING, ERRORS AND OMISSIONS, MALPRACTICE (WHEN APPLICABLE), AND NEGLIGENT PERFORMANCE
ALL DAMAGES
$1,000,000
YES
POLLUTION LIABILITY
$2,000,000
YES THE CITY OF PALO ALTO IS TO BE NAMED AS AN ADDITIONAL INSURED: CONTRACTOR, AT ITS SOLE COST AND EXPENSE, SHALL OBTAIN AND MAINTAIN, IN FULL FORCE AND EFFECT THROUGHOUT THE ENTIRE TERM OF ANY RESULTANT AGREEMENT, THE INSURANCE COVERAGE HEREIN DESCRIBED, INSURING NOT ONLY CONTRACTOR AND ITS SUBCONSULTANTS, IF ANY, BUT ALSO, WITH THE EXCEPTION OF WORKERS’ COMPENSATION, EMPLOYER’S LIABILITY AND PROFESSIONAL INSURANCE, NAMING AS ADDITIONAL INSUREDS CITY, ITS COUNCIL MEMBERS, OFFICERS, AGENTS, AND EMPLOYEES.
I. INSURANCE COVERAGE MUST INCLUDE: A. A CONTRACTUAL LIABILITY ENDORSEMENT PROVIDING INSURANCE COVERAGE FOR CONTRACTOR’S AGREEMENT TO INDEMNIFY CITY. II. CONTACTOR MUST SUBMIT CERTIFICATES(S) OF INSURANCE EVIDENCING REQUIRED COVERAGE AT THE FOLLOWING URL: https://www.planetbids.com/portal.cfm?CompanyID=25569
III. ENDORSEMENT PROVISIONS, WITH RESPECT TO THE INSURANCE AFFORDED TO “ADDITIONAL INSUREDS”
DocuSign Envelope ID: 95FC9F8C-31F7-409A-928E-F99EA02C0B36
34
A. PRIMARY COVERAGE
WITH RESPECT TO CLAIMS ARISING OUT OF THE OPERATIONS OF THE NAMED INSURED, INSURANCE AS AFFORDED BY THIS POLICY IS PRIMARY AND IS NOT ADDITIONAL TO OR CONTRIBUTING WITH ANY OTHER INSURANCE CARRIED BY OR FOR THE BENEFIT OF THE ADDITIONAL INSUREDS.
B. CROSS LIABILITY
THE NAMING OF MORE THAN ONE PERSON, FIRM, OR CORPORATION AS INSUREDS UNDER THE POLICY SHALL NOT, FOR THAT REASON ALONE, EXTINGUISH ANY RIGHTS OF THE INSURED AGAINST ANOTHER, BUT THIS ENDORSEMENT, AND THE NAMING OF MULTIPLE INSUREDS, SHALL NOT INCREASE THE TOTAL LIABILITY OF THE COMPANY UNDER THIS POLICY. C. NOTICE OF CANCELLATION
1. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR ANY REASON OTHER THAN THE NON-PAYMENT OF PREMIUM, THE ISSUING COMPANY SHALL PROVIDE CITY AT LEAST A THIRTY (30) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION.
2. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR THE NON- PAYMENT OF PREMIUM, THE ISSUING COMPANY SHALL PROVIDE CITY AT LEAST A TEN (10) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION.
Vendors area required to file their evidence of insurance and any other related notices with the City of Palo Alto at the following URL:
https://www.planaetbids.com/portal.cfm?CompanyID=25569
OR
https://www.cityofpaloalto.org/gov/depts/asd/planet_bids_how_to.asp
DocuSign Envelope ID: 95FC9F8C-31F7-409A-928E-F99EA02C0B36
Attachment B
RFQ 183016 Sludge Hauling Services
Bid Summary
Bid
Item Quantity1 Units For
Denali Water
Solutions, LLC
Unit Price2
($/WT3)
Denali Water
Solutions, LLC
Contract
Year 1
Bid Total
($)
1 13,800 WT Hauling to Synagro CVC $34.00 $469,200
2 9,200 WT
Hauling to Lystek International
Limited Organic Material Recovery
Center
$30.25 $278,300
3 1 Lump
Sum
Allowance for Respirator Protection
Program -- $10,000
Total of Bid Items 1 to 3 in $ $757,500
Bid Schedule Notes:
1 Sludge production estimate for bid purposes only (see scope of services Section 4 for more
information)
2 Unit prices shall be listed for service year 1, which runs from April 1, 2022 to March 30,
2023; future contract year increases to the unit price bid herein will be based on CPI-
U per Contract Section 6 “Compensation During Additional Terms”
3 WT – US wet tons
Other Denali Water Solutions, LLC bid prices:
Hauling to Portrero Hills Landfill - $32.32 / wet ton
Hauling to Portrero Hills Landfill & Disposal - $107.00 / wet ton
Hauling to Altamont Landfill - $30.25 / wet ton