Loading...
HomeMy WebLinkAbout05683 - HUNT ENVIRONMENTAL SERVICES OVERSIGHT/TECHNICAL ASSISTANCE RE WWTP Page 1 of 2 Kathie Hart From: Marcus Fuller Sent: November 16, 2009 12:03 PM To: Carrie Rovney Ibb Cc: Kathie Hart Subject: RE: A5683 Hunt Environmental Services (WWTP Consulting Services) C Yes, no more Bill Hunt O ` Q From: Carrie Rovney Sent: Tuesday, November 10, 2009 4:11 PM To: Marcus Fuller Subject: FW: A5683 Hunt Environmental Services (WWTP Consulting Services) Marcus, We are all done with the Hunt Contract, right??'� Its all gone Buh Bye. Please confirm for Kathie Hart and me. Tkan6l Ca�le x616c From: Kathie Hart Sent: Tuesday, November 10, 2009 4:10 PM To: Carrie Rovney Cc: Marcus Fuller; ]ay Thompson; Diego Santana Subject: A5683 Hunt Environmental Services (WWTP Consulting Services) Carrie: According to our records this agreement expired in June 2009. We just received notification they no longer have any general liability insurance. May we close this agreement out? If not, please note they should not do any work for us until we received proof of &L. Thx! kw-121 Kathie Hart, CMC Chief Deputy City Clerk City of Palm Springs 11/17/09 PROFESSIONAL SERVICES AGREEMENT THI� AGREEMENT FOR PROFESSIONAL SERVICES ("Agreement") is made and entered into this day of 02008, by and between the City of Palm Springs, a California Charter City ("City"), and Hunt nvironmental Services, Incorporated, a California Corporation, ("Corporation"). RECITALS A. City requires the services of a firm for professional contract administration oversight, and technical assistance related to the City's Wastewater Treatment Plant. ("Project"). B. Firm has submitted to City a proposal to provide said professional services pursuant to the terms of this Agreement. C. Based on its experience and reputation, Firm is qualified to provide the necessary services for the Project and desires to provide such services. D. City desires to retain the services of Firm for the Project. NOW, THEREFORE, in consideration of the promises and mutual agreements contained herein, City agrees to employ and does hereby employ Firm and Firm agrees to provide professional services as follows: AGREEMENT 1. PROFESSIONAL SERVICES 1A Scope of Services. In compliance with all terms and conditions of this Agreement, Firm shall provide professional staff services as described in the Scope of Services attached to this Agreement as Exhibit "A." Firm warrants that all services shall be performed in a competent, professional, and satisfactory manner in accordance with all standards prevalent in the industry. In the event of any inconsistency between the terms contained in the Scope of Work and the terms set forth in the main body of this Agreement, the terms set forth in the main body of this Agreement shall govern. 1,2 Compliance with Law. All services rendered under this Agreement shall be provided in accordance with all laws, ordinances, resolutions, statutes, rules, and regulations of City and any federal, state or local governmental agency of competent jurisdiction. 1.3 Licenses and Permits. Firm shall obtain at its sole cost and expense such licenses, permits and approvals as may be required by law for the performance of the services required by this Agreement. 1.4 Familiarity with Work. By executing this Agreement, Firm warrants that Firm has carefully considered how the work should be performed and fully understands the facilities, difficulties, and restrictions attending performance of the work under this Agreement. o ,yCCNdI k 1 APau�G�b r�u r� !4Cv`i; 2. TIME FOR COMPLETION The time for completion of the services to be performed by Firm is an essential condition of this Agreement. Firm shall prosecute regularly and diligently the work of this Agreement according to the agreed upon schedule set forth in Section 42. Firm shall not be accountable for delays in the progress of its work caused by any condition beyond its control and without the fault or negligence of Firm. Delays shall not entitle Firm to any additional compensation regardless of the party responsible for the delay. 3. COMPENSATION OF FIRM 3.1 Compensation of Firm. For the services rendered pursuant to this Agreement, Firm shall be compensated and reimbursed, in accordance with the terms set forth in the Scope of Work, in an amount not to exceed $103,500. 3.2 Method of Payment. An invoice shall be submitted for services rendered to the Contract Officer. Payments shall be based on the rates as set forth in Exhibit "A" for authorized services performed. City shall pay Consultant for all expenses stated thereon, which are approved by City consistent with this Agreement, within thirty (30) days of receipt of Consultant's invoice. There shall be a maximum of one payment per month. 3.3 Changes. In the event any change or changes in the work is requested by City, the parties hereto shall execute an addendum to this Agreement, setting forth with particularity all terms of such addendum, including, but not limited to, any additional fees. Addenda may be entered into: A. To provide for revisions or modifications to documents or other work product or work when documents or other work product or work is required by the enactment or revision of law subsequent to the preparation of any documents, other work product or work; B. To provide for additional services not included in this Agreement or not customarily furnished in accordance with generally accepted practice in Firm's profession. 3.4 Appropriations. This Agreement is subject to and contingent upon funds being appropriated therefore by the City Council of City for each fiscal year covered by the Agreement. If such appropriations are not made, this Agreement shall automatically terminate without penalty to City. 4. PERFORMANCE SCHEDULE 4.1 Time of Essence. Time is of the essence in the performance of this Agreement. 2 4.2 Schedule of Performance. All services rendered pursuant to this Agreement shall be performed within the time periods mutually agreed to by the parties. The extension of any time period must be approved in writing by the Contract Officer. 4.3 Force Maieure. The time for performance of services to be rendered pursuant to this Agreement may be extended because of any delays due to unforeseeable causes beyond the control and without the fault or negligence of the Firm, including, but not restricted to, acts of God or of a public enemy, acts of the government, fires, earthquakes, floods, epidemic, quarantine restrictions, riots, strikes, freight embargoes, and unusually severe weather if the Firm shall within ten (10) days of the commencement of such condition notify the Contract Officer who shall thereupon ascertain the facts and the extent of any necessary delay, and extend the time for performing the services for the period of the enforced delay when and if in the Contract Officer's judgment such delay is justified, and the Contract Officer's determination shall be final and conclusive upon the parties to this Agreement. 4.4 Term. q .5 Unless earlier terminated in accordance with Section 955 of this Agreement, this Agreement shall continue in full force and effect for a period of fifty one (51) weeks, commencing on July 11, 2008 and ending on June 26, 2009, unless extended by mutual written agreement of the parties. 5. COORDINATION OF WORK 5.1 Representative of Firm_ The following principal of the Firm is hereby designated as being the principal and representative of Firm authorized to act in its behalf with respect to the work specified herein and make all decisions in connection therewith: William T. Hunt, President. It is expressly understood that the experience, knowledge, capability and reputation of the foregoing principal is a substantial inducement for City to enter into this Agreement. Therefore, the foregoing principal shall be responsible during the term of this Agreement for directing all activities of Firm and devoting sufficient time to personally supervise the services hereunder. The foregoing principal may not be changed by Firm without the express written approval of City. 5.2 Contract Officer. The Contract Officer shall be David Barakian, Director of Public Works/City Engineer, or his designee. It shall be the Firm's responsibility to keep the Contract Officer fully informed of the progress of the performance of the services and Firm shall refer any decisions that must be made by City to the Contract Officer. Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the Contract Officer. 5.3 Prohibition Against Subcontracting or Assignment. The experience, knowledge, capability, and reputation of Firm, its principals and employees, were a substantial inducement for City to enter into this Agreement. Therefore, Firm shall not contract with any other entity to perform in whole or in part the services required 3 hereunder without the express written approval of City. In addition, neither this Agreement nor any interest herein may be assigned or transferred, voluntarily or by operation of law, without the prior written approval of City. 5.4 Independent Contractor. Neither City nor any of its employees shall have any control over the manner, mode or means by which Firm, its agents or employees, perform the services required herein, except as otherwise set forth herein. Firm shall perform all services required herein as an independent Firm of City and shall remain at all times as to City a wholly independent contractor with only such obligations as are consistent with that role. Firm shall not at any time or in any manner represent that it or any of its agents or employees are agents or employees of City. 6. INSURANCE Consultant shall procure and maintain, at its sole cost and expense, policies of insurance as set forth in Exhibit "B", which is attached hereto and is incorporated herein by reference. 7. INDEMNIFICATION. To the fullest extent permitted by law, Consultant shall defend (at Consultant's sole cost and expense), indemnify, protect, and hold harmless City, its elected officials, officers, employees, agents, and volunteers (collectively the "Indemnified Parties"), from and against any and all liability, actions, suits, proceedings, claims, demands, losses, costs, judgments, damages, expenses, including legal costs and attorneys' fees, and causes of action for injury to or death of person or persons, for damage to property, including property owned by City, for any violation of any federal, state, or local law or ordinance, and for errors and omissions committed by Consultant, its officers, employees, representatives, and agents, arising out of or related to Consultant's performance under this Agreement. Under no circumstances shall the insurance requirements and limits set forth in this Agreement be construed to limit Consultant's indemnification obligation or other liability hereunder. 8. RECORDS AND REPORTS 8.1 Reports. Consultant shall periodically prepare and submit to the Contract Officer such reports concerning the performance of the services required by this Agreement as the Contract Officer shall require. 8.2 Records. Consultant shall keep such books and records as shall be necessary to properly perform the services required by this Agreement and enable the Contract Officer to evaluate the performance of such services. The Contract Officer shall have full and free access to such books and records at all reasonable times, including the right to inspect, copy, audit, and make records and transcripts from such records. 8.3 Ownership of Documents. All drawings, specifications, reports, records, documents, and other materials prepared by Consultant in the performance of this Agreement shall be the property of City and shall be delivered to City upon request of the Contract Officer or upon the termination of this Agreement, and Consultant shall have no claim for further employment or additional compensation as a result of the exercise by City of its full rights or ownership of the documents and materials hereunder. Consultant may retain copies of such documents for its own use. Consultant shall have an unrestricted right to use the concepts embodied therein. 4 8.4 Release of Documents. All drawings, specifications, reports, records, documents, and other materials prepared by Consultant in the performance of services under this Agreement shall not be released publicly without the prior written approval of the Contract Officer. 8.5 Cost Records. Consultant shall maintain all books, documents, papers, employee time sheets, accounting records, and other evidence pertaining to costs incurred while performing under this Agreement and shall make such materials available at its offices at all reasonable times during the term of this Agreement and for three (3) years from the date of final payment for inspection by City and copies thereof shall be promptly furnished to City upon request. 9. ENFORCEMENT OF AGREEMENT 9.1 California Law. This Agreement shall be construed and interpreted both as to validity and to performance of the parties in accordance with the laws of the State of California. Legal actions concerning any dispute, claim, or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of Riverside, State of California, or any other appropriate court in such county, and Consultant covenants and agrees to submit to the personal jurisdiction of such court in the event of such action. 9.2 Waiver. No delay or omission in the exercise of any right or remedy of a non- defaulting party on any default shall impair such right or remedy or be construed as a waiver. No consent or approval of City shall be deemed to waive or render unnecessary City"s consent to or approval of any subsequent act of Consultant. Any waiver by either party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Agreement. 9.3 Rights and Remedies are Cumulative. Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the parties are cumulative and the exercise by either party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other party. 9.4 Legal Action. In addition to any other rights or remedies, either party may take legal action, in law or in equity, to cure, correct, or remedy any default, to recover damages for any default, to compel specific performance of this Agreement, to obtain injunctive relief, a declaratory judgment, or any other remedy consistent with the purposes of this Agreement. 9.5 Termination Prior to Expiration of Term. City reserves the right to terminate this Agreement at any time, with or without cause, upon thirty (30) days written notice to Consultant, except that where termination is due to the fault of Consultant and constitutes an immediate danger to health, safety, and general welfare, the period of notice shall be such shorter time as may be determined by the City. Upon receipt of the notice of termination, Consultant shall immediately cease all services hereunder except such as may be specifically approved by the Contract Officer. Consultant shall be entitled to compensation for all services rendered prior to receipt of the notice of termination and for any services authorized by the Contract Officer thereafter. Consultant may terminate this Agreement, with or without cause, upon thirty (30) days written notice to City. 10. CITY OFFICERS AND EMPLOYEES; NON-DISCRIMINATION 10.1 Non-Liability of City Officers and Employees. No officer or employee of City shall be personally liable to the Consultant, or any successor-in-interest, in the event of any default or breach by City or for any amount which may become due to the Consultant or its successor, or for breach of any obligation of the terms of this Agreement. 5 10.2 Covenant Against Discrimination. Consultant covenants that, by and for itself, its heirs, executors, assigns, and all persons claiming under or through them, that there shall be no discrimination or segregation in the performance of or in connection with this Agreement regarding any person or group of persons on account of race, color, creed, religion, sex, marital status, disability, sexual orientation, national origin, or ancestry. 11. MISCELLANEOUS PROVISIONS 11.1 Notice. Any notice, demand, request, consent, approval, or communication either party desires or is required to give to the other party or any other person shall be in writing and either served personally or sent by pre-paid, first-class mail to the address set forth below. Either party may change its address by notifying the other party of the change of address in writing. Notice shall be deemed communicated seventy-two (72) hours from the time of mailing if mailed as provided in this Section. To City: City of Palm Springs Attention: Public Works Director 3200 E. Tahquitz Canyon Way Palm Springs, CA 92263 To Firm: Hunt Environmental Services, Incorporated Attention William T. Hunt, President 31941 Camino del Cielo Trabuco Canyon, CA 92679 11.2 Integrated Agreement. This Agreement contains all of the agreements of the parties and cannot be amended or modified except by written agreement. 11.3 Amendment. This Agreement may be amended at any time by the mutual consent of the parties by an instrument in writing. 11.4 Severabilitv. In the event that any one or more of the phrases, sentences, clauses, paragraphs, or sections contained in this Agreement shall be declared invalid or unenforceable by valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining phrases, sentences, clauses, paragraphs, or sections of this Agreement, which shall be interpreted to carry out the intent of the parties hereunder. 11.5 Authoritv. The persons executing this Agreement on behalf of the parties hereto warrant that they are duly authorized to execute this Agreement on behalf of said parties and that by so executing this Agreement the parties hereto are formally bound to the provisions of this Agreement. 6 IN WITNESS WHEREOF, the parties have executed this Agreement as of the dates stated below. "City" City OF PALM SPRINGS r Date -OW ' By: David H. Ready, Gib anager APPRQV D �O M. ATTEST: - r City Fltfiiey \ // City Clerk "FIRM" Hunt Environmental Services, Inc- Date: 6 ` CTd By : P William T. , President APPROVED BY CITY COU1 ICIL Not 7b I[xcaQLI d Without The Cxpress rotten Authcrization of ^erne city Manager. 7 Exhibit "A" Scope of Services-Hunt Environmental Services, Inc. Provide contract administration, oversight and technical assistance related to the City's Wastewater Treatment Plant. Typical scope of work may include: • Overseeing Veolia contract operators and contract execution, including contract negotiations; invoice approval; safety program audits; review of preventative maintenance database; weekly treatment plant inspections; decision making and serve as liaison between City and Plant Operators • Prepare staff reports for wastewater projects, including City Council notification or approval • Review and ensure compliance with the City's industrial pre-treatment program; • Develop capital improvement program documents and program implementation; • Oversee waste discharge permit compliance and attend Regional Water Quality Control Board Meetings as requested by City; • Oversee wastewater master planning efforts; • Provide procurement oversight for wastewater treatment plant chemicals, bio-solids and engineered equipment; • Deal with ongoing wastewater correspondence, meetings and other issues as they arise; manage construction projects as needed and as requested by City; • Lobby for grant funding and write technical sections of grant application packages if requested by City; • Oversee and manage special projects (such as on-site electrical power development projects); and • Oversee the sewer collection system_ • Coordinate with Desert Water Agency The term of this agreement will be from July 11, 2008 thru June 26, 2009, for a total of 51 weeks. The term may be extended by two years until June 30, 2011 at s discretion if there is no change in the annual amount (not to exceed $103,500) or the service t mes. Any increase in rates or services will be approved by Council. Services to be provided would consist, on average, of fifteen (15) hour per week, travel included, at William T. Hunt's rate of $150 per hour, All services are to be provided by William T. Hunt, unless otherwise approved by City. Unless otherwise specified by ontract Officer, the on-site services will be provided on Fridays and on every other week, Mondays as well. Consultant will work 46 weeks out of the 51 week term of the contract with off weeks 4 approved by the Contract Officer. The City will provide office space at the Wastewater Treatment P leant. r,41,,4,:�,f 7?-, s Not To Execod 5�4' Without The Express WTitten J ��i ������/� Authorization Of Thepity 1G,����✓� Manager. � J CTy 8 EXHIBIT "B" INSURANCE Consultant shall procure and maintain, at its sole cost and expense, and submit concurrently with its execution of this Agreement, in a form and content satisfactory to City, public liability and property damage insurance against all claims for injuries against persons or damages to property resulting from Consultant's performance under this Agreement. Consultant shall also carry workers' compensation insurance in accordance with California workers' compensation laws. Such insurance shall be kept in full force and effect during the term of this Agreement, including any extension thereof, and shall not be cancelable without thirty (30) days written notice to City of any proposed cancellation. Certificates of insurance evidencing the foregoing and designating the City, its elected officials, officers, employees, agents, and volunteers as additional named insureds by original endorsement shall be delivered to and approved by City prior to commencement of services. The procuring of such insurance and the delivery of policies, certificates, and endorsements evidencing the same shall not be construed as a limitation of Consultant's obligation to indemnify City, its elected officials, officers, agents, employees, and volunteers. A. Minimum Scone of Insurance. The minimum amount of insurance required hereunder shall be as follows: 1. Comprehensive general liability and personal injury with limits of at least one million dollars ($1,000,000) combined single limit coverage per occurrence; 2. Automobile liability insurance with limits of at least five hundred thousand dollars ($500,000) per occurrence; 3. Workers' Compensation insurance in the statutory amount as required by the State of California and Employer's Liability Insurance with limits of at least one million dollars ($1,000,000) per occurrence. For any claims related to this Agreement, Consultant's insurance coverage shall be primary insurance as respects City and its respective elected officials, officers, employees, agents, and volunteers. Any insurance or self-insurance maintained by City and its respective elected officials, officers, employees, agents, and volunteers shall be in excess of Consultant's insurance and shall not contribute with it. For Workers' Compensation and Employer's Liability Insurance only, the insurer shall waive all rights of subrogation and contribution it may have against City, its elected officials, officers, employees, agents, and volunteers. B. Sufficiency of Insurers. Insurance required herein shall be provided by authorized insurers in good standing with the State of California. Coverage shall be provided by insurers admitted in the State of California with an A.M. Best's Key Rating of B++, Class Vill, or better, unless otherwise acceptable to the City. C. Verification of Coverage. Consultant shall furnish City with both certificates of insurance and endorsements, including additional insured endorsements, affecting all of the coverages required by this Agreement. The certificates and endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. All proof of insurance is to be received and approved by the City before work commences. City reserves the right to require Consultant's insurers to provide complete, certified copies of all required insurance policies at any time. Additional insured endorsements are not required for Errors and Omissions and Workers' Compensation policies. 9 Verification of Insurance Coverage may be provided by: (1) an approved General and/or Auto Liability Endorsement Form for the City of Palm Springs or (2) an acceptable Certificate of Liability Insurance Coverage with an approved Additional Insured Endorsement (see attached) with the following endorsements stated on the certificate: 1. "The City of Palm Springs, its officials, employees and agents are named as an additional insured" ("as respects a specific contract" or"for any and all work performed with the City" may be included in this statement). 2. "This insurance is primary and non-contributory over any insurance or self-insurance the City may have" ("as respects a specific contract" or "for any and all work performed with the City" may be included in this statement). 3. "Should any of the above described policies be canceled before the expiration date thereof, the issuing company will mail 30 days written notice to the Certificate Holder named." Language such as, "endeavor to" mail and "but failure to mail such notice shall impose no obligation or liability of any kind upon the company, its agents or representative" is not acceptable and must be crossed out. See example below. 4. Both the Workers' Compensation and Employers' Liability policies shall contain the insurer's waive of subrogation in favor of City, its elected officials, officers, employees, agents and volunteers. See example below. In addition to the endorsements listed above, the City of Palm Springs shall be named the certificate holder on the policy. All certificates and endorsements are to be received and approved by the City before work commences. Failure to obtain the required documents prior to the commencement of work shall not waive the contractor's obligation to provide them. D. Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City. At the option of the City, either the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, its elected officials, officers, employees, agents, and volunteers; or, Consultant shall procure a bond guaranteeing payment of losses and related investigations, claim administration, and defense expenses. E. Severa_bility of Interests (Separation of Insureds). This insurance applies separately to each insured against whom claim is made or suit is brought except with respect to the limits of the insurer's liability. 10