HomeMy WebLinkAboutContracts & Agreements_216-2013_CCv0001.pdf AGREEMENT TO PERFORM PROFESSIONAL SERVICES
This agreement for the provision landfill gas monitoring, support and reporting services
("Agreement") is made and entered in this 15th Ly of October, 2013 ("Effective Date"), by and
between the City of Redlands, a municipal corporation ("City)" and GC Environmental, Inc.
("Consultant"). City and Consultant are sometimes individually referred to herein as a"Party,'
and, together, as the "Parties." In consideration of the mutual promises contained herein, City
and Consultant agree as follows:
ARTICLE I —ENGAGEMENT OF CONSULTANT
1.1 City hereby engages Consultant to provide landfill gas monitoring, support, and reporting
services for City (the "Services").
1.2 The Services shall be performed by Consultant in a professional manner, and Consultant
represents that it has the skill and the professional expertise necessary to provide the
Services to City at a level of competency presently maintained by other practicing
professional consultants in the industry providing like and similar types of Services.
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ARTICLE 2 —ENGAGEMENT OF CONSULTANT
2.1 The Services that Consultant shall perform are more particularly described in Exhibit
"A." entitled"Scope of Services," which is attached hereto and incorporated herein by
reference,for a period of three (3) years (the "Initial Term"). City shall further have the
option to extend the Initial Term of this Agreement on the same terms and conditions for
two (2) additional one-year terms (the "Renewal Terms") by providing written notice to
Consultant not less than ten(10) days prior to any Renewal Term. The Initial term and
the Renewals Terms are collectively referred to herein as the "Tenn."
2.2 Consultant shall comply with applicable federal, state and local laws and regulations in
the performance of this Agreement including, but not limited to State prevailing wage
laws.
ARTICLE 3 —RESPONSIBILITIES OF CITY
3.1 City shall make available to Consultant information in its possession that may assist
Consultant in performing the Services.
12 City designates Fred Cardenas, Quality of Life Director, as City's representative with
respect to performance of the Services, and such person shall have the authority to
transmit instructions, receive information, interpret and define City's policies and
decisions with respect to performance of the Services.
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ARTICLE 4—PERFORMANCE OF SERVICES
4.1 Consultant shall perform and complete the Services in a prompt and diligent manner in
accordance with the schedule set forth in Exhibit"B," entitled "Project Schedule,"which
is attached here-to and incorporated herein by reference. The Services shall commence
within ten(10)days of the Effective Date of this Agreement.
4.2 At any time during the Term of this Agreement, City may request that Consultant
perform Extra Services. As used herein, "Extra Services" means any work which is
determined necessary by City for the proper completion of the project or work for which
the Services are being performed, but which the Parties did not reasonably anticipate
would be necessary at the time of execution of this Agreement. Provided the Extra Work
does not exceed twenty percent(20%) of the compensation to be paid by City to
Consultant for the Services, such Extra Work may be agreed to by the Parties, by written
amendment to this agreement, executed by the City Manager. Consultant shall not
perform, nor be compensated for, Extra Work without such written authorization from
City.
4.3 If Consultant's Services include deliverable electronic visual presentation materials, such
materials shall be delivered in a form, and made available to the City, consistent with
City Council adopted policy for the same. It shall be the obligation of Consultant to
obtain a copy of such policy from City Staff.
ARTICLE 5 —PAYMENTS TO CONSULTANT
5.1 The total compensation for Consultant's performance of the Services for the Initial Term
of this Agreement shall be in the amount of Three Hundred Sixteen Thousand Eleven
Dollars ($316,011) and shall not exceed One Hundred Five Thousand Three Hundred
Thirty Seven Dollars ($105,337) during any consecutive 12-month period or for any
consecutive 12-month period for any Renewal Term. City shall pay Consultant in
monthly progress payments for the Services performed for each billing period.
5.2 Consultant shall submit monthly invoices to City describing the Services performed
during the preceding month. Consultant's invoices shall include a brief description of the
Services performed, the dates the Services were performed, and the number of hours
spent and by whom. City shall pay Consultant no later than thirty (30) days after receipt
and approval by City of Consultant's invoice,
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5.3 All notices shall be given in writing by personal delivery or by mail. Notices sent by mail
should be addressed as follows:
City- Consultant
Fred Cardenas, Director Farideh Kia, Senior Vice President
Quality of Life Department GC Environmental, Inc.
City of Redlands 1230 North Jefferson Street. #J
35 Cajon Street, Suite 222 Anaheim, CA 92807
P.O. Box 3005 (mailing)
Redlands,CA 92373
When so addressed, such notices shall be deemed given upon deposit in the United States
Mail. Changes may be made in the names and addresses of the person to whom notices
and payments are to be given by giving notice pursuant to this section 5.3.
ARTICLE 6—INSURANCE AND INDEMNIFICATION
6.1 Insurance required by this Agreement shall be maintained by Consultant for the duration
of its performance of the Services. Consultant shall not perform any Services unless and
until the required insurance listed below is obtained by Consultant. Consultant shall
provide City with certificates of insurance and endorsements evidencing such insurance
prior to commencement of the Services. Insurance policies shall include a provision
prohibiting cancellation or modification of the policy except upon thirty (30) days prior
written notice to City.
6.2 Consultant shall secure Workers' Compensation and Employer's Liability insurance in
accordance with the laws of the State of California, with an insurance carrier acceptable
to City as described in Exhibit"C," entitled "Workers' Compensation Insurance
Certification," which is attached hereto and incorporated herein by this reference.
6.3 Consultant shall secure comprehensive general liability insurance with carriers acceptable
to City. Minimum coverage of One Million Dollars ($1,000,000) per occurrence and Two
Million Dollars ($2..000,000) aggregate for public liability, property damage and personal
injury is required. City shall be named as an additional insured and such insurance shall
be primary and non-contributing to any insurance or self-insurance maintained by City.
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6.4 Consultant shall secure professional liability insurance in the amount of One Million
Dollars ($1,000,000) per claim made.
6.5 Consultant shall secure auto liability coverage, with minimum limits of One Million
Dollars($1,000,000) per occurrence, combined single limit bodily injury, liability and
property damage liability. This coverage shall include all Consultant owned vehicles used
in connection with Consultant's provision of the Services, hired and non-owned vehicles,
and employee non-ownership vehicles. City shall be named as an additional insured and
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such insurance shall be primary and non-contributing to any insurance or self insurance
maintained by City.
6.6 Consultant shall defend, indemnify and hold harmless City and its elected officials,
employees and agents from and against any and all claims, losses or liability, including
attorneys' fees, arising from injury or death to persons or damage to property occasioned
by and negligent act or omission, or willful misconduct, of Consultant, or its officers,
employees and agents in performing the Services.
ARTICLE 7—CONFLICTS OF INTEREST
7.1 Consultant covenants and represents that it does not have any investment or interest in
any real property that may be the subject of this Agreement or any other source of
income, interest in real property or investment that would be affected in any manner or
degree by the performance of Consultant's Services. Consultant further covenants and
represents that in the performance of its duties hereunder, no person having any such
interest shall perform any Services under this Agreement.
7.2 Consultant agrees it is not a designated employee within the meaning of the Political
Reform Act because Consultant:
A. Does not make or participate in:
(i) the making or any City governmental decisions regarding approval of a
rate, rule or regulation, or the adoption or enforcement of laws;
(ii) the issuance, denial, suspension or revocation of City permits, licenses,
applications, certifications, approvals, orders or similar authorization or
entitlements;
(iii) authoring City to enter into, modify or renew a contract;
(iv) granting City approval to a contract that requires City approval and to
which City is a party, or to the specifications for such a contract;
(v) granting City approval to a plan, design, report, study or similar item;
(vi) adopting, or granting City approval of policies, standards or guidelines for
City or for any subdivision thereof.
B. Does not serve in a staff capacity with City and in that capacity, participate in making
a governmental decision or otherwise perform the same or substantially the same
duties for City that would otherwise be performed by an individual holding a position
specified in City's Conflict of interest Code under Government Code section 87302.
7.3 In the event City officially determines that Consultant must disclose its financial
interests, Consultant shall complete and file a Fair Political Practices Commission Form
700, Statement of Economic Interests, with the City Clerk's office pursuant to the written
instructions provided by the City Clerk.
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ARTICLE 8 —GENERAL CONSIDERATIONS
8.1 In the event any action is commenced to enforce or interpret any of the terms or
conditions of this Agreement the prevailing Party shall, in addition to any costs and other
relief, be entitled to the recovery of its reasonable attorneys' fees, including fees for the
use of in-house counsel by a Party.
8.2 Consultant shall not assign any of the Services, except with the prior written approval of
City and in strict compliance with the terms, and conditions of this Agreement.
8.3 Project related documents, records, drawings, designs, cost estimates, electronic data
files, databases and any other documents developed by Consultant in connection with its
performance of the Services, and any copyright interest in such documents, shall become
the property of City and shall be delivered to City upon completion of the Services, or
upon the request of City. Any reuse of such documents, and any use of incomplete
documents, shall be at City's sole risk.
8.4 Consultant is for all purposes under this Agreement an independent contractor and shall
perform the Services as an independent contractor. Neither City nor of its agents shall
have control over the conduct of Consultant or Consultant's employees, except as herein
set forth. Consultant shall supply all necessary tools and instrumentalities required to
perform the Services. Assigned personnel employed by Consultant are for its account
only, and in no event shall Consultant or personnel retained by it be deemed to have been
employed by City or engaged by City for the account of, or on behalf of City. Consultant
shall have no authority, express or implied, to act on behalf of City in any capacity
whatsoever as an agent, nor shall Consultant have any authority, express or implied, to
bind City to any obligation.
8.5 This Agreement shall terminate at the conclusion of its Term; provided, however this
Agreement may be terminated by City, in its sole discretion, by providing five (5) days
prior written notice to Consultant (delivered by certified mail, return receipt requested) of
City's intent to terminate. If this Agreement is terminated by City, an adjustment to
Consultant's compensation shall be made, but (1) no amount shall be allowed for
anticipated profit or unperformed Services, and (2) any payment due Consultant at the
time of termination may be adjusted to the extent of any additional costs to City
occasioned by any default by Consultant. Upon receipt of a termination notice,
Consultant shall immediately discontinue its provision of the Services and, within five (5)
days of the date of the termination notice, deliver or otherwise make available to City,
copies(in both hard copy and electronic form, where applicable) of project related data,
design calculations, drawings, specifications, reports, estimates, summaries and such
other information and materials as may have been accumulated by Consultant in
performing the Services. Consultant shall be compensated on a pro-rata basis for Services
completed up to the date of termination.
8.6 Consultant shall maintain books, ledgers, invoices, accounts and other records and
documents evidencing costs and expenses related to the Services for a period of three (3)
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years, or for longer any ler period required by law, from the date of final payment to
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Consultant pursuant to this Agreement. Such books shall be available at reasonable times
for examination by City at the office of Consultant.
8.7 This Agreement, including the Exhibits incorporated herein by reference, represents the
entire agreement and understanding between the Parties as to the matters contained
herein, and any prior negotiations, written proposals or verbal agreements relating to such
matters are superseded by this Agreement. Except as otherwise provided for herein, an
amendment to this Agreement shall be in writing, approved by City and signed by, City
and Consultant.
8.8 This Agreement shall be governed by and construed in accordance with the laws of the
State of California.
8.9 If one or more of the sentences, clauses, paragraphs or sections contained in this
Agreement is declared invalid, void or unenforceable by a court of competent
jurisdiction,the same shall be deemed severable from the remainder of this Agreement
and shall not affect, impair or invalidate the remaining sentences, clauses,paragraphs or
sections contained herein, unless to do so would deprive a Party of a material benefit of
its bargain under this Agreement.
IN WITNESS WHEREOF, duly authorized representatives of the City and Consultant have
signed in confirmation of this Agreement.
CITY OF REDLANDS GC ENVIRONMENTAL, INC.
By: By
Pete Agd' ar, Mayor Farideh Kia, SeniorVice President
Attest:
S�arfRvkin, City Clerk
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EXHIBIT A—SCOPE OF SERVICES
Consulting Services for Landfill Gas Engineering Support and Reporting
California Street Landfill
215INevada Street, City of Redlands, California
GC Environmental, Inc. (GCE) will perform the following tasks to accomplish the requested
work. We are extremely comfortable performing all requested tasks because it is similar to the
scope of work that we perform for multiple other clients.
The routine scope of work for monitoring, maintenance and troubleshooting the GCCS, and
reporting requirements for the CSL includes monthly, quarterly and annual tasks. A description
of the tasks is provided in the following sections.
Task 1: Monitoring Support. This task includes monitoring of the LFG collection system,
including preparation of reports, maintenance of the LFG database and technician assistance.
The major items of work are described below:
1. Monitoring Compliance—GCE will conduct the required SCAQMD monitoring in
accordance with the City's Alternative Compliance Plan for Rule 1150.1.
GCE has reviewed the proposed alternatives and believes that this landfill can further
reduce monitoring. GCE would want to prepare another Alternative compliance plan for
submission to the AQMD for their review and consideration. AQMD 1150.1 monitoring
is a substantial cost of this proposal so reducing monitoring to a more appropriate level
for this landfill is warranted.
The following tasks will be performed on a monthly basis.
a) Probe and WellfieldVonitori
In sequence GCE will monitor the perimeter compliance probes and the gas
extraction -wells. Knowing methane concentrations in the gas probes allows us to
make intelligent gas well adjustments to maintain regulatory compliance. The
monthly monitoring event is performed preferably during the first two weeks of the
month. Each well, the wellhead and control assembly and all other components of the
system are monitored/ checked to verify that they are tight and functioning properly.
We check the vacuum at the blower and throughout the landfill gas collection headers
to verify that vacuum is constant. We use a GEM 2000, RKI Eagle, or equivalent gas
monitor for LFG well and probe monitoring. The GEM gas analyzer or a TSI thermal
anemometer or equivalent are used to measure landfill gas flow from the wells.
Monitoring data is included in a database for easy retrieval,
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Tape Matzo n 0 faintenance
operation andil
The current operating blower/flare station consists of the following equipment:
• Two blowers,
• One enclosed ground flare,
• One water sump,
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• Multiple differential pressure gauges/temperature gauges/pressure gauges.
Maintenance at a minimum will include;
• Monitor the flare station and include operating information in the monthly
report,
• The blower/flare performance will be checked for abnormal operation. If
problems are found or suspected, corrective action will be reported in the
monthly report,
• Check the water level in the condensate water sump,
• Check all valves,
• Check flare station environment,
• Perform components leak testing on a quarterly basis.
c) Alonthl
y Ambient Air Sampling
On a monthly basis, GCE will perform ambient air sampling and analysis. The upwind
and downwind samples will be collected simultaneously over two 12-hour periods
beginning between 9:00 a.m. and 10:00 a.m., and 9:00 p.m. and 10:00 p.m. on the same
day. Wind speed and direction will be recorded continuously to verify that the
meteorological criteria have been met during sampling. The sampling equipment will
consist of a 10-liter Tedlar bag, a DC-operated pump, Teflon fitting/tubing, flow meter,
and bypass valve. Samples collected will be submitted to a State-certified laboratory
for analysis for methane, TACs, methane, and TNMOCs.
d) Alain Header Inlet Samplin
On a monthly basis, GCE will monitor the main header leading into the flare station
using a GEM and PID; flow in the main header will be measured using a TSI
anemometer. On a quarterly basis, GCE will collect one sample from main header inlet
for laboratory analysis for hydrogen sulfide, TACs, methane, and TNMOCs.
2. Annual lnspection and Maintenance — On an annual basis, GCE will perform an audit of
the LFG collection system. The goals for this task is to identify components of the system
that should be replaced due to deterioration and damage, assess the system's performance,
and to conduct the required maintenance to enhance the system's performance. Recently,
GCE performed a comprehensive audit of the LFG collection system and familiar with the
current condition of the system. We will provide the City with a report of findings and
recommendations.
3. SCAQMD Quarterly ISM/ISS and Report Preparation
Instantaneous surface monitoring (LSj/1) and Integrated Surface Sam pljLlg (LSS — ISM
and ISS will be conducted on a quarterly basis over the entire accessible disposal area to
identify the locations of areas with landfill gas emissions. ISM and ISS will be conducted
over a pre-established walk/ grid pattern on the landfill using a Thermo TVA 100013
portable flame ionization detector (FID) or equal, calibrated prior to the start of the work.
ISM and ISS will be conducted when the landfill is dry and average wind speed is 5 mph
or less, and the instantaneous wind speed is 10 mph or less. At all times the monitoring
probe tip will be maintained at approximately 0 to 3 inches above the landfill surface, as
the technician walks at a speed of 2-3 miles per hour over a 2,600 linear-foot walking
pattern within the grid. The locations with total organic compounds (TOC) concentration
as methane in ppmv exceeding 500 ppmv will be recorded on the map, the area will be
flagged, and the City will be notified. The grids with the two highest reading will be
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sampled in 10-liter Tedlar bags that is enclosed in a light sealed box. Each Tedlar bag
will be monitored for TOC using a Thermo TVA 100013 portable flame ionization
detector (FID) or equal calibrated prior to the start of the work. The t-wo grids with the
highest detectable concentration of TOC will be submitted to the laboratory with a Chain-
of-Custody record for analysis for SCAQMD 1150.1 Table I Toxic Air Contaminants
(TACs), methane and NMOCs.
QuarterlReport Preparation - GCE will prepare a Quarterly Report for submittal to the
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SCAQMD documenting the monthly and quarterly monitoring, and corrective actions
taken, if any, during each quarter. The report will contain a summary of the site
background, a summary of the operations of the previous month, description of the
sampling and monitoring procedures used, tabulated probe and well monitoring data, ISS
and ISM monitoring data, and weekly condensate collection and recovery system
inspection data, discussions of the exceedances, if any, and corrective actions and
mitigation measures taken to correct a methane exceedance, and before and after
photographic logs of the areas of concern that were observed and repaired. The report
will also include copies of the calibration logs, laboratory reports, and other forms and
supporting information regarding field monitoring, operations and maintenance. Within
10 calendar days after the end of each reporting quarter (January I to March 30; April I
to June 31; July I to September 31; and October I to December 3 1) GCE will submit to
the City an Executive Summary of the findings. The quarterly report will be submitted to
the City and the SCAQMD within 20-25 days after the end of each reporting quarter.
4. Miscellaneous Regulatory Support — GCE will provide support as needed by the City for
coordination of regulatory response and negotiation. As stated previously, we are very
proactive! We assign our experienced technicians to do the monitoring and
troubleshooting of the GCCSs. They in turn work with our engineers and company
principals to evaluate problems and make recommendations when problems arise. We
understand the importance of reviewing the data as collected to evaluate if the system is
operating properly and whether there is gas migration and emission issues that need to be
addressed immediately. We keep our clients informed of the site conditions. We inform
the LEAs of exceedances and keep them informed of the necessary corrective actions,
from balancing and adjusting the wells to installing additional extraction well, to help
bring the site into compliance with the Title 27 and SCAQMD regulations. We prepare
corrective action plans, when necessary, for review and approval by the LEA or
SCAQMD. We will provide the City with advice and assistance with all agencies
communications and reporting and will negotiate the scope and requirements with the
agency on behalf of the City.
5. Flare Source Test Incorporation — Annual flare source testing and reporting to the
SCAQMD is required at the CSL. It is our understanding that the City's Wastewater
Division is currently responsible for the arrangement, coordination of the test and will
provide the test protocol and the results to GCE. GCE will incorporate these results and
testing protocol into the quarterly reports for submittal to the SCAQMD.
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6. SCAQMD Lab Analysis — GCE will sample one of the probes with the highest methane
concentration for laboratory analysis on a monthly basis. Sample will be collected in a
Tedlar bag and will be submitted under Chain-of-Custody to a State-certified laboratory
for analysis.
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Task 2:Materials Purchase. We expect the need to purchase materials for the routine repairs of
the various component of the system due to normal wear and tear and occasional damage. To
cover the cost, we have provided an annual budget for small material purchases related to the
repair, construction or maintenance of the system. Materials will be purchased and used on an as
needed basis at the request of the City. The City will be notified with a list of materials needed
and cost prior to the purchase and the remaining annual budget.
Task 3: Condensate Management Plan Implementation. Operation of the landfill gas
collection system depends on proper operation and maintenance of the condensate system.
Failure of the condensate management system will result in failure of the gas network's ability to
distribute vacuum to the wells. GCE will monitor the condensate collection system on a weekly
basis and will maintain the system for proper operation. GCE will conduct the following tasks.
I. Monitoring Compliance — We will conduct weekly inspection of the condensate
collection and recovery system (CCRS) that includes four sumps. Inspection and
monitoring will be conducted following the "Condensate Management System
Monitoring and Maintenance Form" provided with the RFP. All data collected,
observations made, and the required repairs will be documented on the Form. A copy of
the Form will be submitted to the City with our recommendations for repair, as necessary.
Because the condensate management system operation is critical to proper LFG system
operation, if known and recurrent failures take place in the condensate management
system, GCE recommends being proactive and putting wear parts on a maintenance
schedule rather than waiting for them to fail.
2. Miscellaneous Regulatoly Support — As necessary, GCE will advise and assist the City
with response to inquiries from the regulatory agency(ies), negotiations of terms,
coordination, and implementation if necessary.
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