HomeMy WebLinkAboutContracts & Agreements_233-2019PS t 1 (1 24 19)
AGREEMENT TO PERFORM PROFESSIONAL SERVICES
This agreement for the provision of surface mining compliance services ( `Agreement") is
made and entered in this 3rd day of December, 2019 ("Effective Date"), by and between the City
of Redlands, a municipal corporation ("City") and EnviroMINE, 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 1 — ENGAGEMENT OF CONSULTANT
1 1 City hereby engages Consultant to provide surface mining compliance in support of
City's obligations under the state Surface Mining and Reclamation Act of 1975 and other
applicable laws 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
ARTICLE 2 — SERVICES OF CONSULTANT
2 1 The Services that Consultant shall perform are more particularly descnbed in Exhibit
"A," titled "Scope of Services," which is attached hereto and incorporated herein by
reference
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
3 2 City designates Bnan Desatnik, Development Services Depaitlnent Director, as City's
representative with respect to performance of the Services, and such person shall have the
authonty to transmit instructions, receive information, interpret and define City's policies
and decisions with respect to performance of the Services
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," titled "Project Schedule," which is
attached hereto and incorporated herein by reference
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4 2 The term of this Agreement shall be for a penod of one (1) year from the Effective Date
of this Agreement (the "Initial Term") The City shall have the option to extend the
Initial Term of this Agreement by four (4) additional one-year terms (each, an `Extended
Term"), on the same terms and conditions, by providing written notice to Consultant at
Ieast thirty (30) days prior to the expiration of the Initial Term or any Extended Term
4 3 If Consultant's Services include deliverable electronic visual presentation matenals, 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 compensation for Consultant's performance of the Services shall not exceed the
amount of twenty four thousand five hundred dollars ($24,500) for the Services provided
dunng the Imtial Term Should this Agreement be renewed, the compensation for
Contractor's performance for the Services shall not exceed the amount of twenty four
thousand five hundred dollars ($24,500) for the second Extended Term, and twenty four
thousand five hundred dollars ($24,500) for the third Extended Term, and twenty four
thousand five hundred dollars ($24,500) for the fourth Extended Term, and twenty four
thousand five hundred dollars ($24,500) for the fifth Extended Term, bringing the total
possible amount of compensation to a not -to -exceed amount of one hundred twenty two
thousand five hundred dollars ($122,500) For the Imtial Term and each Extended Term,
City shall pay Consultant on a time and materials basis up to the not to not -to -exceed
amount in accordance with Exhibit "C" titled "Fee Schedule" attached hereto and
incorporated herein by reference
5 2 Consultant shall submit monthly invoices to City describing the Services performed
during the preceding month Consultant's invoices shall include a bnef description of the
Services performed, the dates the Services were performed, the number of hours spent
and by whom, and a description of reimbursable expenses related to the Services City
shall pay Consultant no later than thirty (30) days after receipt and approval by City of
Consultant's invoice
5 3 Any notice or other commumcation required, or which may be given, pursuant to this
Agreement, shall be in writing Any such notice shall be deemed delivered (i) on the date
of delivery in person, (ii) five (5) days after deposit in first class registered mail, with
return receipt requested, (in) on the actual delivery date if deposited with an overnight
courier, or (iv) on the date sent by facsimile, if confirmed with a copy sent
contemporaneously by first class, certified, registered or express mail, in each case
properly posted and fully prepaid to the appropriate address set forth below, or such other
address as a Party may provide notice in accordance with this section
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City,
City Clerk
City of Redlands
35 Cajon Street
P 0 Box 3005 (mailing)
Redlands, CA 92373
PS11(12419)
Consultant
Warren R Coalson, President
EnviroMINE, Inc
3511 Camino Del Rio South, Ste 403
San Diego, CA 92108
619-284-8515
ARTICLE 6 — INSURANCE AND INDEMNIFICATION
6 1 The following insurance coverage 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 pnor written notice to City
A Workers' Compensation and Employer's Liability insurance in the amount that meets
statutory requirements with an insurance carrier acceptable to City, or certification to
City that Consultant is self-insured or exempt from the workers' compensation laws
of the State of California Consultant shall execute and provide City with Exhibit "D"
titled "Workers' Compensation Insurance Certification," which is attached hereto and
incorporated herein by this reference prior to performance of the Services
B Comprehensive General Liability insurance with carriers acceptable to City in the
mimmum amount of One Million Dollars ($1,000,000) per occurrence and Two
Million Dollars (52,000,000) 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-contributmg to any insurance or self-insurance
maintained by City
C Business Auto Liability coverage, with mimmum limits of One Million Dollars
(51,000,000) per occurrence, combined smgle 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 such insurance shall be primary and non-contributing to any insurance or
self-insurance maintained by City
D Consultant is expressly prohibited from assigning or subcontracting any of the
Services without the prior written consent of City In the event of mutual agreement
by the Parties to assign or subcontract a portion of the Services, Consultant shall add
such assignee or subcontractor as an additional insured to the insurance policies
required hereby and provide City with the insurance endorsements pnor to any
Services being performed by the assignee or subcontractor
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6 2 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 any negligent act or omission by, or the 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 a governmental decision whether to
(i) approve a rate, rule or regulation, or adopt or enforce a City law,
(n) issue, deny, suspend or revoke any City permit, license, application,
certification, approval, order or similar authorization or entitlement,
(in) authorize City to enter into, modify or renew a contract,
(iv) grant 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) grant City approval to a plan, design, report, study or similar item,
(vi) adopt, or grant 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 m 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 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 CIerk
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
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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 pnor written approval of
City and in stnct compliance with the terms and conditions of this Agreement Any
assignment or attempted assignment without such pnor written consent may, in the sole
discretion of City, results in City's immediate termination of this Agreement
8 3 Consultant is for all purposes under this Agreement an independent contractor and shall
perform the Services as an independent contractor Neither City nor 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 4 This Agreement may be terminated by City, in its sole discretion, by providing not less
than five (5) days prior wntten notice to Consultant 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 matenals 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 termmation
8 5 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)
years, or for any longer penod required by law, from the date of final payment to
Consultant pursuant to this Agreement Such books shall be available at reasonable times
for examination by City at the office of Consultant
8 6 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, any
amendment to this Agreement shall be m wnti.ng, approved by City and signed by City
and Consultant
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8 7 This Agreement shall be governed by and construed in accordance with the laws of the
State of California
8 8 If one or more of the sentences, clauses, paragraphs or sections contained m this
Agreement is declared invalid, void or unenforceable by a court of competent
junsdiction, 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 City and Consultant have
signed in confirmation of this Agreement
CITY OF REDLANDS
By
Paul W Foster, Mayor
Attest
e Donaldson, City Clerk
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EnviroMINE, Inc
By#1.161"› 1. �14110J/0 Set4+at St'f
arren R Coalson, President
latmfrita, (1,4z4
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EXHIBIT "A"
SCOPE OF SERVICES
Currently, the Cities have five (5) regulated mining sites These sites are listed as follows
• East Quarry South (formerly Old Webster Quarry)
• East Quarry North (formerly Redlands Aggregate Pit, Johnson Pit and Orange Street
Processing Plant)
• Plunge Creek Processing Plant and Silt Pond Quarry
• Alabama Street Quarry (formerly AIabama Street Northwest)
• West Quarry (formerly Alabama Street Northeast and Southeast)
The following scope of services applies to each of the hsted mining sites
1 Perform inspections of SMARA-regulated mining operations to assure compliance with
the approved reclamation plan and conditions of approval
2 Review Financial Assurance Estimates to determine adequacy
3 Prepare inspection reports(s) to venfy compliance with the reclamation plan and
conditions of approval
4 Prepare performance review letters for each site for City information and action
5 Review Mitigation Monitoring Program for each site and submit a report to the City that
identifies the operator's compliance with the approved program
6 Attend the City's Planning Commission and City Council meetings on an as needed
basis
7 Optional scope may include flymg all sites with an Unmanned Aerial Vehicle (UAV) to
produce highly -detailed aerial maps and topographic data
The work program for this project is divided into five (5) distinct functions A) File Review, B)
Mining Inspections, C) Financial Assurance Review, D) Prepare Inspection Reports, and E)
Mitigation Monitoring Verification
EnviroM[NE, Inc will provide adjunct staff support to insure that the sand and gravel operations
are conducted in compliance with the State Surface Mining and Reclamation Act including
conducting annual site audits, reviewing financial assurances, determining whether the
operations are conducted in compliance with the vanous land use entitlements, performing
mitigation monitoring as appropriate and associated Reclamation Plans, etc Fees for the various
tasks will be on a time and matenals basis and will be paid for by deposits from the sand and
gravel operators In addition, other work as requested by the City may also be conducted relating
to activities in the Wash area
Surface Mining and Reclamation Act Compliance
The Surface Mining and Reclamation Act (Act) requires that at a minimum, each year, the local
junsdiction shall conduct an inspection (site mspection) to determine whether the surface musing
operation is in compliance with the Act The inspection shall include a review of the annual
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report prepared and submitted by the operator as required by the Act, a review of any
reclamation plan to determine whether reclamation of mining is in compliance with the approved
plan and a review of the financial assurances to determine their adequacy under the Act The
consultant shall work with the operator where necessary to bnng all surface mining activities into
compliance with the Act
Land Use Entitlement Compliance (Entitlement)
In conjunction with the Act, EnviroMINE, Inc will inspect all sand and gravel operations in each
jurisdiction to ensure compliance with all applicable land use entitlements Inspection shall
include an analysis to determine compliance with all conditions of approval EnviroM[NE, Inc
shall work with the operator where necessary to bnng all surface mining activities into
compliance with the entitlement
Mitigation Momtonng (Program)
In conjunction with the annual site audit, the annual land use entitlement review, and at other
times as required by the approved Mitigation Monitoring Program, EnvironMlNE, Inc shall
review each sand and gravel operation to determine compliance with the approved Program
EnviroMINE, Inc shall prepare and submit a report to the City identifying the operator's
compliance with the approved Program The City may from time to time request additional
mitigation momtonng in conjunction with the vanous sand and gravel operations
Meeting Attendance
EnviroMINE, Inc may be asked to attend the City's Planning Commission and the City Council
meetings on an as needed basis EnviroMINE, Inc shall provide to the City annually a completed
Inspection Form as required by the Act, a report identifying the sand and gravel operator's
compliance with the vanous land use entitlements, and reports on the operator's compliance with
the Mitigation Monitoring Program
EnviroMINE, Inc may from time to time be requested by City to review and comment on new
land use entitlements for future mining operations and prepare conditions of approval for such
new entitlements EnviroMINE, Inc may be asked to meet with staff in the field, or at the City
to review and discuss specific Wash related issues, as well as being contacted by telephone from
time to time for advice and comments on such issues
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EXHIBIT "B"
PROJECT SCHEDULE
The work will commence January 1, 2020 and shall include Annual Inspections due through
January 1, 2025 The contract shall initially be for a term of five (5) years subject to annual
renewal upon satisfactorily completing the previous year's scope of work
Mimng inspections must be completed within six months following the receipt of the annual
report (between July and December) and financial assurances must be updated yearly (within 30
days of the annual inspection) to assure adequate surety is available to complete reclamation on
the subject mining site
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EXHIBIT "C"
Fee Schedule
Costs are based on labor and matenals that are required to complete the scope of services Total
labor and matenals charges to complete the annual mine compliance requirements through
January 1, 2025 shall not exceed $24,500 per year
The following budget represents the average cost of completing annual mine compliance for an
individual site The actual cost per site will depend on a number of factors, which include the
amount of change the site has experienced in the past year and any compliance issues that are
encountered
Task
Hours
Rate
Total
File Review
2 00
$175
$350
Site Inspection
2 00
$175
$350
2 00
$135
$270
Financial Assurance Review
3 00
$175
$525
Complete Inspection Reports/Mitigation
Monitoring Verification
10 00
$135
$1,350
Pnncipal Oversight
100
$215
$215
Travel Charge
$ 059/mi
$30
Average Cost Per Mine Site (5 Sites)
$3,090
Optional Updated Aenal/Topo Map
L S
$1,800*
*Pnce assumes that all 5 sites are flown
If necessary, EnviroMINE, Inc will request approval from the City prior to completing any work
that would result in exceeding the proposed budget Copies of the inspection reports will be
provided to the operator, the City and the Department of Conservation
Should additional work be required, such as follow-up inspections, attending additional meetings
or reviewing new mining projects, costs will be based on labor and materials that are required
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EXHIBIT "D"
WORKERS' COMPENSATION INSURANCE CERTIFICATION
Every employer, except the State, shall secure the payment of compensation in one or more of
the following ways
(a) By being insured against liability to pay compensation by one or more insurers
duly authonzed to write compensation insurance in this State
(b) By secunng from the Director of Industrial Relations, a certificate of consent to
self-msure, either as an individual employer, or as one employer in a group of
employers, which may be given upon furnishing proof satisfactory to the Director
of Industrial Relations of ability to self -insure and to pay any compensation that
may become due to his or her employees
CHECK ONE
I am aware of the provisions of Section 3700 of the Labor Code which requires every
employer to be insured against liability for Workers' Compensation or to undertake self-
insurance in accordance with the provisions of that Code, and I will comply with such provisions
before commencing the performance of the work and activities required or permitted under this
Agreement (Labor Code §1861)
I affirm that at all times, m performing the work and activities required or permitted under
this Agreement, I shall not employ any person in any manner such that I become subject to the
workers' compensation laws of California However, at any time, if I employ any person such
that I become subject to the workers' compensation laws of California, immediately I shall
provide the City with a certificate of consent to self -insure, or a certification of workers'
compensation insurance
I certify under penalty of perjury under the laws of the State of California that the information
and representations made in this certificate are true and correct
EnviroMINE, Inc Date
By .�.tiy"� Y'I II',
Warren R Coalson, Preside
S.tirt get'e,i41k
h)am)94 C045ef
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