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HomeMy WebLinkAboutContracts & Agreements_38-2006_CCv0001.pdf AGREEMENT TO FURNISH SOURCE EMISSIONS TESTING FOR THE COGENERATION FACILITY AND THE CALIFORNIA STREET LANDFILL GAS FLARE This agreement for consulting services("Agreement" is made and entered St ) ered into this 21 day of February, 2006 ("Effective Date"), by and between the City of Redlands, a municipal corporation ("City") and SCEC ("Consultant") who 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 'l - ENGAGEMENT OF CONSULTANT 1.1 City hereby engages Consultant to perform professional consulting services for operational support of the City's California Street Landfill(the"Services")located at 2151 Nevada Street, Redlands, California. 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. ARTICLE 2 - SERVICES OF CONSULTANT 2.1 The Services which Consultant shall perform are more particularly described in Exhibit'A"entitled "Scope of Services,"which is attached hereto and incorporated herein by this reference. 2.2 Consultant shall comply with all applicable Federal, State and local laws and regulations in the performance of this Agreement including, but not limited to, the Americans with Disabilities Act and the Fair Employment and Housing Act. 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. 3.2 City will make provision for Consultant to enter upon City-owned property, as required by Consultant, to perform the Services. 1 a 9 3.3 City designates Gary Van Dorst, 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. ARTICLE 4 - PERIOD OF SERVICE 4.1 Consultant shall perform the Services in a prompt and diligent manner, and in accordance with the schedule set forth in Exhibit "B," entitled "Project Schedule." ARTICLE 5 - PAYMENT AND NOTICE 5.1 The total compensation for Consultant's performance of the Services shall not exceed the amount of Fifteen Thousand, Five Hundred and Eighty Dollars ($15,580.00). City shall pay Consultant on a time and materials basis up to the not to exceed amount, in accordance with Exhibit"C"entitled "Project Fee,"and based upon the hourly rates shown in Exhibit "D," entitled Rate Schedule. 5.2 Payments by City to Consultant shall be made within thirty (30) days after receipt and approval by City of Consultants's invoice, by warrant payable to Consultant. Invoices shall be sent on a monthly basis. 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: Gary Van Dorst Municipal Utilities Department PO Box 3005 Redlands, CA 92373 Consultant: Leslie A. Johnson, President SCEC 1582-1 N. Baravia Street Orange, CA 92867 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 who notices and payments are to be given by giving notice pursuant to this section. ARTICLE 6 - INSURANCE AND INDEMNIFICATION 6.1 All insurance required by this Agreement shall be maintained by Consultant for the duration of its performance of the Services. Consultant shall not perform any 2 Services pursuant to this Agreement unless and until all 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. All insurance policies shall include a provision prohibiting cancellation of the policy except upon thirty (30) days prior written notice to City. 6.2 A. Consultant shall secure and maintain Workers' Compensation and Employer's Liability insurance throughout the duration of this Agreement in an amount which meets the statutory requirement with an insurance carrier acceptable to City. The insurance policy shall include a provision prohibiting cancellation of said policy except upon thirty (30) days prior written notice to City. B. Consultant expressly waives all rights to subrogation against City, its elected officials, officers and employees for losses arising from work performed by Consultant for City by expressly waiving Consultant's immunity for injuries to Consultant's employees and agrees that the obligation to indemnify, defend and hold harmless provided for in this Agreement extends to any claim brought by or on behalf of any employee of Consultant. This waiver is mutually negotiated by the Parties. This waiver shall not apply to any damage resulting from the sole negligence of City, its agents and employees. To the extent any of the damages referenced herein were caused by or resulted from the concurrent negligence of City, its agents or employees, the obligations provided herein to indemnify, defend and hold harmless are valid and enforceable only to the extent of the negligence of Consultant, its officers, agents and employees. 6.3 Hold Harmless and Indemnification Consultant shall indemnify, hold harmless and defend 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 any act, omission or failure to act by Consultant, its officers, employees and agents in performing the Services. 6.4 Assignment. Consultant is expressly prohibited from assigning any of the Services without the express written consent of City. In the event of mutual agreement between Parties to assign a portion of the Services, Consultant shall add the assignee as an additional insured and provide City with the insurance endorsements prior to the performance of any services by the assignee. Assignment does not include printing or other customary reimbursable expenses that may be provided in this Agreement.. 6.5 Comprehensive General Liability Insurance Consultant shall secure and maintain in force throughout the duration of the Agreement 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 3 as an additional insured the insurance policy shall include a provision prohibiting cancellation of said policy except upon thirty (30) days prior written notice to City. Such insurance shall be primary and non-contributing to any insurance or self- insurance maintained by City. Certificates of insurance and endorsements shall be delivered to City prior to commencement of work. 6.6 Professional Liability Insurance. Consultant shall secure and maintain professional liability insurance throughout the duration of this Agreement in the amount of one million dollars ($1,000,000) per claim made. Certificate of liability insurance and endorsement shall be delivered to City prior to commencement of the services. 6.7 Business Auto Liability Insurance Consultant shall have business auto liability coverage, with minimum limits of one million dollars ($1,000,000) per occurrence, combined single limit for bodily injury liability and property damage liability. This coverage shall include all Consultant owned vehicles used on the project, hired and non-owned vehicles, and employee non-ownership vehicles. Such insurance shall be primary and non-contributing to any insurance or self insurance maintained by City. City shall be named as an additional insured and a certificate of liability insurance and endorsement shall be delivered to City prior to commencement of the services. ARTICLE 7 - GENERAL CONSIDERATIONS 7.1 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 in-house counsel of the Parties at rates prevailing in San Bernardino County, California. 7.2 Consultant shall not assign any of the Services to be performed under this Agreement, except with the prior written approval of City and in strict compliance with the terms, provisions and conditions of this Agreement. 7.3 Consultant's key person to perform the Services is Leslie A. Johnson, President. Consultant agrees that this key person shall be made available and assigned to perform the Services and that she shall not be replaced without concurrence from City. 7.4 All documents, records, drawings, designs, cost estimates, electronic data files, databases, and other documents developed by Consultant pursuant to this Agreement, 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 will be at City's sole risk. 4 7.5 Consultant is for all purposes an independent contractor. Consultant shall supply all tools and instrumentalities required to perform the Services. All personnel employed by Consultant are for its account only, and in no event shall Consultant or any 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. 7.6 Unless earlier terminated, as provided for below, this Agreement shall terminate upon completion and acceptance of the Services by City. 7.7 This Agreement may be terminated by City, in its sole discretion and without cause, by providing five (5) business days prior written notice to Consultant (delivered by certified mail, return receipt requested) of intent to terminate. 7.8 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. 7.9 Upon receipt of a termination notice, Consultant shall immediately discontinue all services affected, 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 any 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 required by this Agreement. Consultant shall be compensated on a pro-rata basis for work completed up until notice of termination. 7.10 Consultant shall maintain books and accounts of all payroll costs and expenses related to the Services. Such books shall be available at all reasonable times for examination by City at the office of Consultant. 7.11 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. Any amendment to this Agreement shall be in writing, approved by City and signed by City and Consultant. 7.12 This Agreement shall be governed by and construed in accordance with the laws of the State of California. 5 IN WITNESS WHEREOF, duly authorized representatives of the City and Consultant have signed in confirmation of this Agreement. CITY OF REDLANDS SCEC By: By: Jon FWrison, Mayor' L Johnson, President Attest: �it Clerk 6 EXHIBIT A SCOPE OF SERVICES AGREEMENT TO FURNISH SOURCE EMISSIONS TESTING FOR THE COGENERATION FACILITY AND THE CALIFORNIA STREET LANDFILL GAS FLARE SCOPE OF SERVICES Landfill Gas Flare Test Program Task I - SCEC will prepare and submit to the SCAQMD a source test protocol letter outlining the proposed sampling methodology and test methods for the flare test program. Task 2 - SCEC personnel will conduct the compliance test programs on a predetermined date that will allow the SCAQMD to observe all or portions of the tests. The parameters will be evaluated using the applicable SCAQMD or CARB test methods. A description of the test parameters is detailed in Tables I and 2 pertaining to the Landfill Gas Flare. Task 3 - SCEC will prepare a comprehensive draft compliance test report as outlined in the protocol. The report will present the sampling and analysis methods, data calculations and results. The draft report will be issued to the City of Redlands within twenty-five (25) days of the completion of Task 2. Upon receipt of comments from the City of Redlands, SCEC will prepare and transmit four(4) copies of the final report. Internal Combustion Engine(ICE) Test Program (Cogeneration Facility) Task I - SCEC will prepare and submit to the SCAQMD a source test protocol letter outlining the proposed sampling methodology and test methods for the ICE test program. Task2 - SCEC personnel will conduct the compliance test programs on a predetermined date that will allow the SCAQMD to observe all or portions of the tests. The parameters will be evaluated using the applicable SCAQMD or CARE test methods. A description of the test parameters is detailed in Tables I and 2 pertaining to the ICE. Task 3 - SCEC will prepare a comprehensive draft compliance test report as outlined in the protocol. The report will present the sampling and analysis methods, data calculations and results. The draft report will be issued to the City of Redlands within twenty-five(25)days of the completion of Task 2. Upon receipt of comments from the City of Redlands, SCEC will prepare and transmit four(4) copies of the final report. t TABLE I INLET TEST PROCEDURES CITY OF REDLANDS LANDFILL GAS FLARE Parameter Number of Sample Analytical Reference Replicates Medium Technique Method Methane and Total Gaseous SS Tank TCA/FID Fuel Gas 2 Non-Methane Organics Analysis (SCAQMD 25.1) 02, CO2 and N2 SS Tank GC/TCD SCAQMD 10.1 2 Moisture Impinger GC/TCD SCAQMD 4.1 2 Train Flow Rate Pitot Tube Differential SCAQMD 2.1 2 Pressure Trace Organics Tedlar Bag GC/PID/ECD EPA TO-14 2 H2S Tedlar Bag GC/Hall ELCD SCAQMD Mod. 2 307 Reduced Sulfur Tedlar Bag GC/MS SCAQMD Mod. 2 Compounds 307 TABLE 2 EXHAUST TEST PROCEDURES CITY OF REDLANDS LANDFILL GAS FLARE Parameter Number Sample Analytical Reference Method of Medium Technique Replicate Methane and Total Gaseous SS Tank&H20 T CA�ID SCAQMD 25.3 2 s Non-Methane Organics Imp. 02 CEM Micro Fuel Cell SCAQMD 100.1 2 CO2 CEM NDIR SCAQMD 100.1 2 NOx CEM Chemiluminescen SCAQMD 100.1 2 ce CO CEM NDIR/GFC SCAQMD 100.1 2 Moisture Impinger Train Gravimetric SCAQMD 4.1 2 Flow Rate Pitot Tube Differential SCAQMD 2.1 2 Pressure Particulate Matter Wet Gravimetric SCAQMD 5.1 2 Impingement Train Trace Organics Tedlar Bag GCIPID/ECD EPA TO 14 2 r EXHIBIT B I I PROJECT SCHEDULE AGREEMENT TO FURNISH SOURCE EMISSIONS TESTING FOR THE COGENERATION FACILITY AND THE CALIFORNIA STREET LANDFILL GAS FLARE i LIN PROJECT SCHEDULE Testing of both the cogeneration combustion engine and landfill gas flare are scheduled for the month of February 2006. EXHIBIT C PROJECT FEE AGREEMENT TO FURNISH SOURCE EMISSIONS TESTING FOR THE COGNEERATION FACILITY AND THE CALIFORNIA STREET LANDFILL GAS FLARE r �a i Project Fee CEC will provide the services identified in Attachments A and B for the following fees; Flare Test Program Task I Source Test Protocol Preparation $ 200 f Task 2 Compliance Source Emissions Testing $1000 Task 3 Compliance Report Preparation $ 990 SUBTOTAL $$,190 Internal Combustion Engine(Cogeneration Facility) Task I Source Test Protocol Preparation $ 200 Task 2 Compliance Source Emissions Testing $6,200 Task 3 Compliance Report Preparation $ 990 SUBTOTAL $1,390 Notes; 1 It testing is scheduled so that the flare can be tested during the same week as the internal combustion engine, a cost savings of $200-400 can be achieved for mobilization, 2. If SCAQMD waives the redundant inlet testing, a cost savings of$1,970 can be achieved. EXHIBIT D RATE SCHEDULE AGREEMENT TO FURNISH SOURCE EMISSIONS TESTING FOR THE COGENERATION FACILITY AND THE CALIFORNIA STREET LANDFILL GAS FLARE z 3 RATE SCHEDULE FOR CITY OF REDLANDS SCEC will invoice the work completed on a time and expense basis at the following hourly rates: LEVEL CONSULTING ON-SITE TRAVEL/STANDBY/ REPORT LABORATORY/PREP. Principal/Expert Witness 140 - _ Sr. Program Manager 120 120 110 Program Manager 115 115 105 Sr. Project Manager 105 105 95 Project Manager 95 45 87 Sr. Staff Scientist/Engineer 87 87 78 Staff Scientist/Engineer 78 78 65 Sr. Technician 65' 65 60 Technician 60 60 50 Word Processor/Clerical 54 50 _ Other Charges TYPE COlYSULTING SOURCE TESTING [Direct :Expenses tory(Test Van) - CEMS - $70/hr., THC - $25/hr. Costs+ 10% Cost+ 10% 11 $120/day $120/day