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HomeMy WebLinkAboutContracts & Agreements_95-2002_CCv0001.pdf AGREEMENT TO FURNISH ENGINEERING SERVICES FOR THE CONSTRUCTION, STARTUP AND TESTING OF THE ELECTRICITY COGENERATION FACILITY This Agreement is made and entered into this 18th day of June 2002 by and between the City of Redlands, a municipal corporation (hereinafter "City") and Janechek & Associates, (hereinafter "Consultant"). In consideration of the mutual promises, covenants and conditions hereinafter set forth, City and Consultant hereby agree as follows: ARTICLE I - ENGAGEMENT OF CONSULTANT 1.1 City hereby engages Consultant, and Consultant hereby accepts the engagement, to perform services ("Services") for the Construction, Startup and Testing of the Electrical Cogeneration Facility ("Project"), for the City of 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 high quality Services for the Project at the level of competency presently maintained by other practicing professional Consultants in the industry providing similar types of services. ARTICLE 2 - SERVICES OF CONSULTANT 2.1 The specific Services which Consultant shall perform are more particularly described in Attachment "A," entitled "Scope of Services," which is attached hereto and incorporated herein by this reference. 2.2 Consultant hereby agrees to abide by all applicable Federal, State and local rules, laws and regulations in the performance of this agreement including but not limited to all applicable Labor code and prevailing wage laws. ARTICLE 3 - RESPONSIBILITIES OF CITY 3.1 City shall make available to Consultant information in its possession that is pertinent to the performance of Consultant's Services. 3.2 City will provide access to and make provisions for Consultant to enter upon City- Cogeneration Construction and Startup Services Agreement June 18, 2002 Page 2 owned property or rights-of-way as required by Consultant to perform the Services. 3.3 City designates Douglas Headrick as Project Manager, to act as its representative with respect to the Services to be performed under this Agreement. ARTICLE 4 - PERIOD OF SERVICE 4.1 Consultant shall perform the Services in a diligent manner and in accordance with the schedule set forth in Attachment "B", entitled "Project Schedule". ARTICLE 5 - PAYMENTS TO THE CONSULTANT 5.1 The total compensation for Consultant's performance of Services shall not exceed the amount of $63,150.00. City shall pay Consultant on a time and materials basis up to the not to exceed amount, in accordance with Attachment "C", entitled "Project Fee", based on the hourly rates shown in Attachment "D", entitled "Rate Sch edule". 5.2 Consultant shall bill City within ten days following the close of each month by submitting an invoice indicating the Services performed, who performed the services, indirect costs, and the detailed cost of all Services, including backup documentation. Payments by City to Consultant shall be made within 30 days after receipt and approval of Consultant's invoice, by warrant payable to Consultant. 5.3 All contractual notices, bills and payments shall be made in writing and may be given by personal delivery or by mail. Notices, bills and payments sent by mail shall be addressed as follows: LLty Consultant Douglas Headrick Alan Janechek, PE Municipal Utilities Department Janechek & Associates 35 Cajon Street 248 Hill Place P. O. Box 3005 Costa Mesa, CA 92627 Redlands CA 92373 When so addressed, such notices shall be deemed given upon deposit in the United States Mail. In all other instances, notices, bill and payments shall be deemed given at the time of actual delivery. Changes may be made in the names and addresses of the person to whom notices, bills, and payments are to be given by giving notice pursuant Cogeneration Construction and Startup Services Agreement June 18, 2002 Page 3 to this paragraph. ARTICLE 6 - INSURANCE AND INDEMNIFICATION 6.1 Consultant's Insurance to be Primary All insurance required by this Agreement is to be maintained by Consultant for the duration of this Project and shall be primary with respect to City and non-contributing to any insurance or self-insurance maintained by the City. Consultant shall provide City with Certificates of Insurance and endorsements evidencing such insurance within fifteen (15) days of execution of this Agreement, or prior to commencement of work, whichever occurs first. 6.2 Workers' Compensation and Employer's Liability 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 the City. Such insurance shall be primary and non-contributing to any insurance or self- insurance maintained by the City. The insurance policy shall include a provision prohibiting cancellation of said policy except upon thirty (30) days prior written notice to City, Certificates of Insurance shall be delivered to City within fifteen (15) days of execution of this Agreement or prior to commencement of work, whichever occurs first. B. Consultant expressly waives all rights to subrogation against the City, its officers, employees and volunteers 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 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 toindemnify, defend and hold harmless is valid and enforceable only to the extent of the negligence of Consultant, its officers, agents and employees. C. In the event Consultant is claiming it is exempt from the provisions of California Law requiring Worker's Compensation Insurance coverage for the project that is the subject of this Agreement, Consultant shall provide City with a certificate that Cogeneration Construction and Startup Services Agreement I June 18, 2002 Page 4 has been filed with the Contractor's State License Board for the State of California confirming said exemption is applicable to this Agreement. Consultant will file said certificate with the City prior to work commencing. Consultant further agrees to indemnify, defend and hold harmless the City and its elected officials, agents and employees from any and all fines, penalties and/or damages of any kind for violation of any law as it relates to Consultant's failure to provide worker's compensation insurance, if said exemption from worker's compensation coverage is found to not apply to Consultant for the project which is the subject of this Agreement. 6.3 Hold Harmless and Indemnification. Consultant shall indemnify, hold harmless and defend City and its elected officials, agents, and employees from and against any and all claims, losses or liability, including attorney's fees, arising from injury or death to persons or damage to property occasioned by any act, omission or failure of Consultant, its officer, agents and employees in performing the Services required by this Agreement. Consultant's obligations under this provision shall not be limited in any way by any terms of this Agreement, or the insurance limits. 6.4 Assignment and Insurance. Consultant is expressly prohibited from subletting or assigning any of the services covered by this Agreement without the express written consent of City. In the event of mutual agreement between parties to sublet a portion of the Services, the Consultant will add the subcontractor as an additional insured and provide the City with the insurance endorsements prior to any work being performed by the subcontractor. 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 (12,000,000) aggregate for public liability, property damage and personal injury is required. City shall be named as an additional insured and the insurance policy shall include a provision prohibiting cancellation of said policy except upon thirty (30) days prior written notice to the 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 within fifteen (15) days of execution of this Agreement or prior to commencement of work, whichever occurs first. 6.6 Professional Liability Insurance. Consultant shall secure and maintain professional liability insurance throughout the duration of this Agreement in the amount of one Cogeneration Construction and Startup Services Agreement June 18, 2002 Page 5 million dollars ($1,000,000) per claim made. The consultant, in lieu of obtaining an endorsement extending the reporting period twelve (12) months beyond the current policy expiration date of May 23, 2003, will provide the City with a certificate of liability insurance and endorsement for the next twelve (12) month policy period of May 24, 2003 through May 24, 2004. Certificate of liability insurance and endorsement shall be delivered to City within fifteen (15) days of execution of this Agreement or prior to commencement of work, whichever occurs first. 6.7 Business Auto _Liability Insurance. Consultant shall have business auto liability coverage, with minimum limitsofone million ($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. The City shall be named as an additional insured and a certificate of insurance shall be delivered to City within fifteen (15) days of execution of this Agreement or prior to commencement of work, whichever occurs first. 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. 7.2 Consultant shall not assign any of the Services required by 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 personnel for the Project are: Project Manager: Alan Janechek Consultant agrees that the key personnel shall be made available and assigned to the Project, and that they shall not be replaced without concurrence from City. 7.4 All documents, records, drawings, designs, costs estimates, electronic data files and databases and other Project documents developed by the Consultant pursuant to this Agreement and any copyright interest Consultant may have in said herein described documents, records and data 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 for other projects and any use of incomplete documents will be at City's Cogeneration Construction and Startup Services Agreement June 18, 2002 Page 6 sole risk. 7.5 Consultant is for all purposes an independent contractor. 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 by City of the Services. 7.7 This Agreement may be terminated by the City, without cause, by providing ten (10) days prior written notice to the Consultant (delivered by certified mail, return receipt requested) of intent to terminate. 7.8 Upon receipt of a termination notice, Consultant shall (1) promptly discontinue all services affected, and (2) 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. 7.9 This Agreement, including the attachments incorporated herein by reference, represents the entire agreement and understanding between the parties and any prior negotiations, proposals or oral agreements are superseded by this Agreement. Any amendment to this Agreement shall be in writing, approved by the City Council of City and signed by City and Consultant. This Agreement shall be governed by and construed in accordance with the laws of the State of California. s Cogeneration Construction and Startup Services Agreement June 18, 2002 Page 7 IN WITNESS WHEREOF, duly authorized representatives of the City and Consultant have signed in confirmation of this Agreement. City of Redlands, Janechek & Associates r City") ("Consultant") By: By: KARL N. (KASEY) HAWS Mayor Title: ATTEST: Lorr' Poyzer y City Clerk, City e edlands ATTACHMENT A SCOPE OF WORK for STARTUP and TESTING for the CITY OF REDLANDS LANDFILL GAS TO ELECTRICITY SYSTEM INTRODUCTION The purpose of this proposal is to present the proposed scope of work for startup and testing of the landfill gas to electricity project at the City of Redlands Wastewater Treatment System. Janechek & Associates is extremely well qualified to assist the City of Redlands with this project. J&A has designed the landfill gas to electricity system for the City of Redlands. J&A staff also have experience in all phases of landfill gas and power distribution projects, including design work on over 100 landfill gas systems throughout the world. The proposed organization chart and resumes of key personnel are included in Attachment 1. Background The City of Redlands and J&A have designed a landfill gas to electricity system that will produce approximately 950 kW of electricity for use at the wastewater treatment plant. The wastewater facility currently uses approximately 500 to 600 kW of electricity. The system is designed to work in parallel with the SCE utility connection. The City is currently preparing a contract with a general contractor to construct the facility as designed. TASK 1: Construction Inspection This task will consist of routine inspection of the facility construction, including inspection of all electrical, civil and mechanical systems constructed by the selected contractor. The inspection will be continuous for installations that are below ground or will be covered up during construction. All other construction will be inspected routinely, with an inspection schedule of approximately three times per week for a 16 week construction schedule. TASK 2: Startup and Shakedown This task consists of assisting the City with start-up and shakedown of the landfill gas to electricity system. This includes coordination of the flare system control logic and the engine generator control logic, setup of the gas analyzer and combustion analyzer and coordination with SCE for operation of the utility interconnection. J&A will be responsible for coordination of the landfill gas wellfield operation and startup of the engine generator. Wellfield operation will be conducted to maintain compliance with South Coast Air Quality Management District regulations. TASK 3: Geotechnical Testing This task consists of geotechnical and concrete testing required for the building foundations. This work will be subcontracted to Construction Testing and Engineering, Inc. TASK 4: Electrical Testing This task consists of conducting testing required by SCE for interconnection of the generation facility with the utility grid. This includes establishing the protection relay settings and acceptance testing. PROJECT COSTS The proposed project costs are included as Attachment C. The fee schedule used for developing the project costs is included as Attachment D. LIMITATIONS This proposal is the property of Janechek & Associates and may be used only by the City of Redlands and only for the purposes stated, within a reasonable time from its issuance. ATTACHMENT B SCHEDULE PROPOSED SCHEDULE CONSTRUCTION INSPECTION AND STARTUP TASK COMPLETION DATE 1. CONSTRUCTION INSPECTION July 27 2002 2. STARTUP AND SHAKEDOWN July 27, 2002 3. GEOTECHNICAL AND July 27, 2002 CONCRETE TESTING 4. ELECTRICAL TESTING July 27, 2002 ATTACHMENT C PROSECT COSTS CALIFORNIA STREET LANDFILL LFG TO ENERGY PROJECT CONSTRUCTION MANAGEMENT CITY OF REDLANDS ENIOR ELECTRICAL ELECTRICAL CATEGORY TASK ENGINEER ENGINEER DESIGNER DRAFTER RATE $ 82 $ 90 $ 85 $ 45 SYSTEM STARTUP HOURS SUBTOTAL 1 ROUTINE INSPECTION 256 128 $ 31,872 2 STARTUP AND SHAKEDOWN,AS-BUILTS 160 80 40 $ 21,720 3 GEOTECHNICAL AND CONCRETE TESTING SUBCONTRACTED$2510 $ 2,510 4 ELECTRICAL TESTING SUBCONTRACTED$5200 $ 5,200 EXPENSES QUANTITY RATE MILEAGE 5280 $ 0.35 $ 1,848 SUBTOTAL-SYSTEM STARTUP $ 63,150.00 TOTAL BUDGET ESTIMATE $ 63,150.00 CM Contract Cost Schedule.xis 06117%2002 ATTACHMENT D FEE SCHEDULE JANECHEK & ASSOCIATES SCHEDULE of CHARGES for City of Redlands Effective through Contract End Date 1. For hourly workers, time worked in excess of eight hours per day and weekend work will be charged at 1.5 times the hourly rate. 2. Outside services will include a 5% markup unless listed in the project scope of work. FEE SCHEDULE Principal Engineer $82/hr Electrical Engineer $90/hr Electrical Designer $85/hr Construction Manager $70/hr Drafter $45/hr Environmental Technician $40/hr Construction Laborer $40/hr Mileage $0.35/ ch D-Size Plots (Mono) $18.00 each D-Size Plots (Color) $32.00 each Drawing Bluelines $7.50 each