HomeMy WebLinkAboutR-1991-D5943 Sludge / Brown & Caldwell Engineers•
RESOLUTION NO D 5943
A RESOLUTION authorizing the execution of a contract with
Brown and Caldwell Engineers, Inc for professional
engineering services examining treated
wastewater sludge and other treatment residuals
management
WHEREAS, the City of Yakima owns and operates a wastewater
collection and treatment system and is charged with the responsible disposal
of treatment residuals by federal, state, and local mandates, and
WHEREAS, Brown and Caldwell Engineers, Inc., a Washington
corporation, has been selected, through the appropriate qualification process,
to perform such work to enable the City to continue its obligations in
treatment residuals management; and
WHEREAS, the City Council deems it in the best interest of the City of
Yakima to execute a contract with Brown and Caldwell Engineers, Inc. for
such services, now, therefore
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF YAKIMA.
The City Clerk and the City Manager are hereby authorized and
directed to execute the attached and incorporated Agreement for Professional
Services for Sludge Management Plan development with Brown and
Caldwell Engineers, Inc.
ADOPTED THIS 25ch day of June , 1991
ATTEST
Sludge Resolution
6/10/91
CW
)
CITY CLERK
MAYOR
AGREEMENT
BETWEEN
CITY OF YAKIMA, WASHINGTON
AND
BROWN AND CALDWELL
FOR
PROFESSIONAL SERVICES
THIS AGREEMENT, made and entered into on this „6"---kr-L,
day of.1 r— _ , 1991, by and between the City of
Yakima,Washington with principal offices at 129 N. Second Street,
Yakima, Washington 98901, hereinafter referred to as "CITY", and
Brown and Caldwell Consulting Engineers, a California
corporation, and which corporation and its personnel performing
this Agreement are licensed and registered to do business in the
state of Washington, hereinafter referred to as "CONSULTANT", for
Preparation of a Sludge Management Plan, herein called the
"PROJECT".
WITNESSETH:
RECITALS
WHEREAS, CITY desires to retain the CONSULTANT to
prepare a sludge management plan including examination of
existing programs and practices and analysis and recommendation
of new programs as described in this Agreement and Amendments
thereto; and
WHEREAS, CONSULTANT represents that it has available
and offers to provide personnel with expertise necessary to
satisfactorily accomplish the work within the required time and
that it has no conflicts of interest prohibited by law from
entering into this Agreement;
NOW, THEREFORE, CITY and CONSULTANT agree as follows:
SECTION 1 INCORPORATION OF RECITALS
1.1 The above recitals are incorporated into these operative
provisions of the Agreement.
SECTION 2 SCOPE OF SERVICES
2.0.1 CONSULTANT agrees to perform those services described
hereafter. Unless modified in writing by both parties, duties of
CONSULTANT shall not be construed to exceed those services
specifically set forth herein.
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2.1 Basic Services
CONSULTANT agrees to perform those planned tasks described in
Exhibit A, entitled "City of Yakima Preparation of Sludge
Management Plan Scope of Work." which is part of this Agreement
as if fully set forth herein.
2.2 Additional Services
CITY and CONSULTANT agree that not all work to be performed by
CONSULTANT can be defined in detail at the time this Agreement is
executed, and that incidental work related to Project and not
covered in Exhibit A may be needed during performance of this
Agreement. CITY may, at any time, by written order, direct the
CONSULTANT to revise portions of the PROJECT work previously
completed in a satisfactory manner, delete portions of the
PROJECT, or request that the CONSULTANT perform additional work
beyond the scope of the PROJECT work. Such changes hereinafter
shall be referred to as "Additional Services".
2.2.1 If such Additional Services cause an increase or
decrease in the CONSULTANT'S cost of, or time required for,
performance of any services under this Agreement, an equitable
contract price and/or completion time adjustment shall be made
and this Agreement shall be modified in writing accordingly
2.2.2 Compensation for each such request for Additional
Services will be negotiated by the CITY and the CONSULTANT
according to the provisions set forth in Exhibit B and if so
authorized shall be considered part of the PROJECT work. The
CONSULTANT shall not perform any Additional Services until so
authorized by CITY and agreed to by the CONSULTANT in writing.
2.3 The CONSULTANT must assert any claim for adjustment in
writing within thirty (30) days from the date of receipt by the
CONSULTANT of the written notification of change or of providing
services related to an asserted change, whichever is earliest.
SECTION 3 CITY'S RESPONSIBILITIES
3.1 CITY agrees to provide facilities and equipment and to
provide the following services and information.
3.1.1 Treatment plant operating data including construction
documents, operating data, cost accounting information and rate
structure data.
3.1.2. Sludge program including quantity information, quality
information, previous studies, sites and local perspectives.
3.1.3. Assistance in defining political and public issues
surrounding the sludge management issue.
3.1.4. Local agency contacts as required for County -wide
coordination.
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3.2 CITY shall appoint a City's Representative with respect to
work to be performed under this Agreement. City's representative
shall have complete authority to transmit instructions, receive
information, and interpret and define City's policies.
CONSULTANT shall be entitled to reasonably rely on such
representations made by the City's Representative unless
otherwise directed in writing by the CITY, but CONSULTANT shall
be responsible for bringing to the attention of the City's
Representative any representations which the CONSULTANT believes
are inadequate, incomplete or inaccurate based upon the
CONSULTANT'S knowledge. Any documents, services and reports
provided by the CITY to the CONSULTANT are available solely as
additional information to the CONSULTANT and will not relieve the
CONSULTANT of its duties and obligations under this Agreement or
at law. The CONSULTANT shall be entitled to reasonably rely upon
the accuracy and the completeness of such documents, services and
reports, but shall be responsible for exercising customary
professional care in using and reviewing such documents, services
and reports and drawing conclusions therefrom.
SECTION 4 AUTHORIZATION, PROGRESS, AND COMPLETION
4.1 In signing this Agreement, CITY' grants CONSULTANT specific
authorization to proceed with work described in Exhibit A. The
time for completion is within 210 calendar days of the effective
date of this Agreement, or as amended.
SECTION 5 COMPENSATION
5.1 Compensation for Basic Services, any Additional Services
rendered and any Reimbursable Expenses incurred shall be as set
forth below and as in Exhibit B to this Agreement.
5.2 No services, for which an additional compensation will be
charged by the CONSULTANT, shall be furnished without the written
authorization of CITY.
5.3 CITY shall compensate the CONSULTANT for satisfactory
performance of all of the services described in this Agreement by
payment of a stipulated sum of sixty three thousand one hundred
fourteen dollars and thirty six cents ($63,114.36) or as amended,
including applicable taxes in proportion to services so performed
and in response to CONSULTANT'S invoices submitted pursuant to
subparagraph 5.3 below. Invoices by the CONSULTANT shall
indicate the percentage of work accomplished on the tasks
identified in the Scope of Services and what proportion of the
compensation shall be credited to specific tasks.
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5.4 The CONSULTANT will use its best efforts to submit to the
City's representative by the 10th day of each calendar month an
invoice for payment for PROJECT services completed through the
previous month. Such invoices shall be for PROJECT services
performed and costs incurred prior to the date of the invoice and
not covered by previously submitted invoices and shall be
estimated on a percentage of completion basis. The CONSULTANT
shall maintain in its office originals of all reports, receipts,
and copies of all time sheets, and other supporting materials
necessary to verify the percentage of completion. Copies of all
such documentation shall be submitted with appropriate monthly
billings. CITY will use its best efforts to pay such invoices
within thirty (30) days of receipt and upon approval of the work
done and amount billed. CITY will notify the CONSULTANT promptly
if any problems are noted with the invoice. CITY may question
any item in an invoice, noting to CONSULTANT the questionable
item(s) and withholding payment for such item(s). The CONSULTANT
may resubmit such item(s) in a subsequent invoice together with
additional supporting information required. Copies of all
invoices submitted by the authorized subcontractors, associates
or subconsultants shall be submitted to CITY and will follow the
same format as that of the CONSULTANT.
5.5 If payment is not made within thirty (30) days, interest on
the unpaid balance shall accrue beginning with the thirty-first
(31) day at the rate of 1.0% per month or the maximum interest
rate permitted by law, whichever is less, provided however, that
no interest shall accrue pursuant to Chapter 39.70 RCW when
before the date of timely payment a notice of dispute is issued
in good faith by the CITY to the CONSULTANT pursuant to the terms
of RCW 39.76.020.
5.6 Final payment of any balance due the CONSULTANT for PROJECT
services will be made within forty- five (45) days after
satisfactory completion of the services required by this
Agreement as evidenced by written acceptance by CITY and after
such audit or verification as CITY may deem necessary and
execution and delivery by the CONSULTANT of a release of all
claims against CITY arising under or by virtue of this Agreement,
other than such claims, if any, as may be specifically exempted
by the CONSULTANT from the operation of the release in stated
amounts to be set forth therein.
5.7 Payment for any PROJECT services shall not constitute a
waiver or release by CITY of any claims, right or remedy it may
have against the CONSULTANT under this Agreement or by law, nor
shall such payment constitute a waiver, remission or discharge by
CITY of any failure or fault of the CONSULTANT to satisfactorily
perform the PROJECT work as required under this Agreement.
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SECTION 6 RESPONSIBILITY OF CONSULTANT
6.1 The CONSULTANT shall be responsible for the professional
quality, technical adequacy and accuracy, timely completion and
the coordination of all plans, design, drawings, specifications,
reports and other services furnished by the CONSULTANT under this
Agreement. The CONSULTANT shall, without additional
compensation, correct or review any errors, omissions or other
deficiencies in its plans, designs, drawings, specifications,
reports and other services. The CONSULTANT shall perform its
work according to generally accepted architectural and
engineering standards.
6.2 CITY'S review of approval of, or payment for, any plans,
drawings, designs, specifications, reports, and incidental work
or services furnished hereunder shall not in any way relieve the
CONSULTANT of responsibility for the technical adequacy,
completeness or accuracy of its work. CITY'S review, approval or
payment for any of the services shall not be construed to operate
as a waiver of any rights under this Agreement or at law or any
cause of action arising out of the performance of this Agreement.
6.3 The CONSULTANT shall be and shall remain liable, in
accordance with applicable law, for all damages to CITY caused by
the CONSULTANT'S negligent performance of any of the work and
services furnished by the CONSULTANT or its subconsultants under
this Agreement.
6.4 In performing work and services hereunder, the CONSULTANT
and its subcontractors, subconsultants, employees, agents and
representatives shall be acting as independent contractors and
shall not be deemed or construed to be employees or agents of
CITY in any manner whatsoever. The CONSULTANT shall not hold
itself out as, nor claim to be, an officer or employee of CITY by
reason hereof and will not make any claim, demand or application
to or for any right or privilege applicable to an officer or
employee of CITY. The CONSULTANT shall be solely responsible for
any claims for wages or compensation by CONSULTANT employees,
agents and representatives, including subconsultants and
subcontractors, and shall save and hold CITY harmless therefrom.
6.5 To the maximum extent permitted by law, the CONSULTANT shall
indemnity and hold harmless CITY and all of CITY'S officers,
principals, employees, representatives and agents from and
against any and all claims, demands, suits and liability of any
kind, including injuries to persons or damages to property, which
arise out of or are due to any sole and concurrent negligent
acts, errors or omissions of the CONSULTANT and/or the
CONSULTANT'S employees, agents and representatives in performing
work and services under this Agreement; provided, said
obligations shall not apply to the degree CITY is solely or
concurrently negligent with regard to the alleged acts, errors or
omissions giving rise to said claims. In the event that any
claims demands, suits, actions and lawsuits arise out of any of
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the aforesaid acts, errors or omissions, the CONSULTANT shall
indemnify CITY for that portion of the cost of defending such
claims, demands, suits, actions or lawsuits, including legal fees
incurred by CITY, and that portion of any judgment that may be
obtained against CITY or any of CITY'S officers, principals,
employees, representatives and agents such suits as a result of
the sole or concurrent negligent performance of the CONSULTANT'S
work and services. In the event that any lien is placed upon
property of CITY or any of CITY'S officers, principals,
employees, representatives and agents, as a result of any act or
omission of the CONSULTANT, the CONSULTANT shall at once cause
the same to be dissolved and discharged by giving bond or
otherwise.
6.6 In any and all claims by an employee of the CONSULTANT, any
subcontractor, anyone directly or indirectly employed by any of
them or anyone for whose acts any of them may be liable, the
indemnification obligations under this Agreement shall not be
limited, in any way by any limitation on the amount or types of
damages, compensation or benefits payable by or for the
CONSULTANT or a subcontractor under workers' or workmens'
compensation acts, disability benefit acts or other employee
benefit acts. The CONSULTANT waives its immunity under the
Industrial Insurance Act, Title 51, RCW. Such waiver has been
mutually negotiated by the CONSULTANT and the CITY as evidenced
by their specific and express initialling of this paragraph.
ick (Consultant's Initials)(City's Initials)
6.7 It is understood that any resident engineering or inspection
provided by CONSULTANT is for the purpose of determining
compliance with the technical provisions of PROJECT
specifications and does not constitute any form of guarantee or
insurance with respect to the performance of a contractor.
CONSULTANT does not assume responsibility for methods or
appliances used by a contractor, for the safety of construction
work, or for compliance by contractors with laws and regulations.
CITY shall use its best efforts to assure that the construction
contract requires that the contractor(s) indemnify and name CITY
and the CITY'S officers,principals, employees, agents,
representatives, engineers, and CONSULTANTS as additional
insureds on contractor's insurance policies covering Project.
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SECTION 7 PROJECT SCHEDULE AND BUDGET
7.1 The general project schedule and the budget for both the
entire project and its component tasks shall be as set forth in
this Agreement and attachments. The project schedule and
performance dates for the individual tasks shall be mutually
agreed to by the CITY and the CONSULTANT within fifteen days
after execution of this Agreement. The performance dates and
budgets for tasks may be modified only upon written agreement of
the parties hereto. The performance date for tasks and the
completion date for the entire project shall not be extended nor
the budget increased because of any unwarranted delays
attributable to the CONSULTANT but may be extended or increased
by the CITY in the event of a delay caused by special services
requested by the CITY or because of unavoidable delay caused by
any governmental action or other conditions beyond the control of
the CONSULTANT which could not be reasonably anticipated.
7.2 Not later than the tenth day of each calendar month during
the performance of the PROJECT, the CONSULTANT shall submit to
the City's Representative a copy of the current schedule and a
written narrative description of the work accomplished by the
CONSULTANT and subconsultants on each task, indicating a good
faith estimate of the percentage completion thereof on the last
day of the previous month. Additional oral or written reports
shall be prepared at the request of the City for presentation to
other governmental agencies and/or to the public.
SECTION 8 REUSE OF DOCUMENTS
8.1 Any patentable result or material suitable for copyright
arising out of this Agreement shall be owned by and made
available to the CITY for public use, unless the CITY shall, in a
specific case where it is legally permissible, determine that it
is in the public interest that it not be so owned or available.
If the CITY makes public use of the CONSULTANT'S work product or
if the CITY uses such materials on other projects or provides
them to third parties for purposes other than completion of or
information concerning this PROJECT, then the CITY shall take
reasonable efforts to annotate such materials with a disclaimer
notifying the user that the CONSULTANT does not warrant the
materials to be suitable for any purpose other than this project.
8.2 The CONSULTANT agrees that ownership of any plans, drawings,
designs, specifications, computer programs, technical reports,
operating manuals, calculations, notes and other work submitted
or which are specified to be delivered under this Agreement or
which are developed or produced and paid for under this Agreement
whether or not complete shall be vested in the CITY.
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SECTION 9 AUDIT AND ACCESS TO RECORDS
9.1 The CONSULTANT, including it subconsultants, shall maintain
books, records, documents and other evidence directly pertinent
to performance of the work under this Agreement in accordance
with generally accepted accounting principles and practices
consistently applied. The CITY or the CITY'S duly authorized
representative, shall have access to such books, records,
documents and other evidence for inspection, audit, and copying
for a period of three years after completion of the PROJECT. The
CITY shall also have access to such books, records, and documents
during the performance of the PROJECT work if deemed necessary by
the CITY to verify the CONSULTANT'S work and invoices.
9.2 Audits conducted pursuant to this section shall be in
accordance with generally accepted auditing standards and
established procedures and guidelines of the reviewing or
auditing agency.
9.3 The CONSULTANT agrees to the disclosure of all information
and reports resulting from access to records pursuant to this
section provided that the CONSULTANT is afforded the opportunity
for an audit exit conference and an opportunity to comment and
submit any supporting documentation on the pertinent portions of
the draft audit report and that the final audit report will
include written comments, if any, of the CONSULTANT.
9.4 The CONSULTANT shall insure that substantially the foregoing
paragraphs are included in each subcontract for work on the
Project.
SECTION 10 INSURANCE
10.1 Prior to beginning work under this Agreement, the CONSULTANT
shall provide Certificates of Insurance as evidence that policies
providing the following coverage and limits of insurance are in
full force and effect. The CITY and the CITY'S officers,
principals, employees, representatives and agents shall be
designated as additional insured on all such policies except for
professional liability. Such insurance shall be primary and
other insurance maintained or carried by the City shall be
separate and distinct and shall not be contributing with the
insurance listed hereunder.
10.1.1 Comprehensive general liability insurance, including
personal injury liability, blanket contractual
liability, and broad -form property damage liability
coverage. The combined single limit for bodily injury
and property damage shall be not less than $1,000,000.
10.1.2. Automobile bodily injury and property damage liability
insurance covering owned, non -owned, rented, and hired
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cars. The combined single limit for bodily injury and
property damage shall be not less than $1,000,000.
10.1.3. Statutory workers' compensation and employer's
liability insurance as required by state law.
10.1.4. Professional liability insurance. The limit of
liability shall be not less than $1,000,000.
Failure of either or all of the additional insured to report a
claim under such insurance shall not prejudice the rights of the
CITY, its officers, employees, agents, and representatives
thereunder. The CITY and the CITY'S officers, principals,
employees, representatives and agents shall have no obligation
for payment of premiums because of being named as addititonal
insured under such insurance. None of the policies issued
pursuant to the requirements contained herein shall be cancelled,
allowed to expire, or changed in any manner so as to affect the
rights of the City thereunder until thirty (30) days after
written notice of such intended cancellation, expiration, or
change.
SECTION 11 SUBCONTRACTS
11.1 CONSULTANT shall be entitled, to the extent determined
appropriate by CONSULTANT, to subcontract any portion of the work
to be performed under this Agreement.
11.2 Any subconsultants or subcontractors to the CONSULTANT
utilized on this PROJECT, including any substitutions thereof,
will be subject to prior approval by CITY, which approval shall
not be unreasonably withheld. Each subcontract shall be subject
to review by the City's Representative, if requested, prior to
the subconsultant or subcontractor proceeding with the work. The
CONSULTANT shall be responsible for the architectural and
engineering performance, acts and omissions of all persons and
firms performing subcontract work.
11.3 CITY hereby authorizes the CONSULTANT to subcontract with
the persons and firms listed below:
Hong West and Associates (MBE)
Richard C Bain
Taylor Consulting (WBE)
11.4 The Engineer shall submit, along with its monthly invoices,
a description of all work completed by subconsultants and
subcontractors during the preceding month and copies of all
invoices relating thereto.
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SECTION 12 ASSIGNMENT
12.1 This Agreement is binding on the heirs, successors, and
assigns of the parties hereto. This Agreement may not be
assigned by CITY or CONSULTANT without prior, written consent of
the other, which consent will not be unreasonably withheld.
SECTION 13 INTEGRATION
13.1 This Agreement represents the entire understanding of CITY
and CONSULTANT as to those matters contained herein. No prior
oral or written understanding shall be of any force or effect
with respect to those matters covered herein. This Agreement may
not be modified or altered except in writing signed by both
parties.
SECTION 14 JURISDICTION AND VENUE
14.1 This Agreement shall be administered and interpreted under
the laws of the State of Washington. Jurisdiction of litigation
arising from this Agreement shall be in that state. If any part
of this Agreement is found to conflict with applicable laws, such
part shall be inoperative, null, and void insofar as it conflicts
with said laws, but the remainder of this Agreement shall be in
full force and effect. Venue of all disputes shall be Yakima
County, State of Washington.
SECTION 15 EQUAL EMPLOYMENT and NONDISCRIMINATION
In connection with the Services under this Agreement, CONSULTANT
agrees to comply with the applicable provisions of State and
Federal Equal Opportunity statutes and regulations.
SECTION 16 SUSPENSION OF WORK
16.1 CITY may suspend, in writing, all or a portion of the work
under this Agreement if unforeseen circumstances beyond CITY'S
control make normal progress of the work impossible. CONSULTANT
may request that the work be suspended by notifying CITY, in
writing, of circumstances that are interfering with the normal
progress of work. CONSULTANT may suspend work on PROJECT in the
event CITY does not pay invoices when due, except where otherwise
provided by this Agreement. The time for completion of the work
shall be extended by the number of days work is suspended. If
the period of suspension exceeds 90 days, the terms of this
Agreement are subject to renegotiation, and both parties are
granted the option to terminate work on the suspended portion of
Project in accordance with SECTION 16.
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SECTION 17 TERMINATION OF WORK
17.1 Either party may terminate this Agreement, in whole or in
part, if the other party materially breaches its obligations
under this Agreement and is in default through no fault of the
terminating party. However, no such termination may be effected
unless the other party is given: (1) not less than fifteen (15)
calendar days written notice delivered by certified mail, return
receipt requested, of intent to terminate; and (2) an opportunity
for consultation with the terminating party before termination.
Notice shall be considered issued within twenty-four (24) hours
of mailing by certified mail to the place of business of either
party as set forth in this Agreement.
17.2 In addition to termination under subparagraph A of this
Section, CITY may terminate this Agreement for its convenience,
in whole or in part, provided the CONSULTANT is given: (1) not
less than fifteen (15) calendar days written notice delivered by
certified mail, return receipt requested, of intent to terminate;
and (2) an opportunity for consultation with CITY before
termination.
17.3 If CITY terminates for default on the part of the
CONSULTANT, an equitable adjustment in the contract price shall
be made, but (1) no amount shall be allowed for anticipated
profit on unperformed services or other work, and (2) any payment
due to the CONSULTANT at the time of termination may be adjusted
to the extent of any additional costs or damages CITY has
incurred, or is likely to incur, because of the CONSULTANT'S
breach. In such event, CITY shall consider the amount of work
originally required which was satisfactorily completed to date of
termination, whether that work is in a form or of a type which is
usable and suitable to CITY at the date of termination and the
cost to CITY of completing the work itself or of employing
another firm to complete it. Under no circumstances shall
payments made under this provision exceed the contract price. In
the event of default, the CONSULTANT agrees to pay CITY for any
and all damages, costs and expenses, whether direct, indirect or
consequential, caused by said default. This provision shall not
preclude CITY from filing claims and/or commencing litigation to
secure compensation for damages incurred beyond that covered by
contract retainage or other withheld payments.
17.4 If the CONSULTANT terminates for default on the part of CITY
or if CITY terminates for convenience, the equitable adjustment
shall include payment for services satisfactorily performed to
the date of termination, in addition to termination settlement
costs the CONSULTANT reasonably incurs relating to commitments
which had become firm before the termination, unless CITY
determines to assume said commitments.
17.5 Upon receipt of a termination notice under subsections 17.1
or 17.2 above, the CONSULTANT shall (1) promptly discontinue all
services affected (unless the notice directs otherwise), and (2)
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deliver or otherwise make available to CITY all originals of
data, drawings, specifications, calculations, reports, estimates,
summaries, and such other information, documents and materials as
the CONSULTANT or its subconsultants may have accumulated or
prepared in performing this Agreement, whether completed or in
progress, with the CONSULTANT retaining copies of the same.
17.6 Upon termination under any subparagraph above, CITY reserves
the right to prosecute the work to completion utilizing other
qualified firms or individuals; provided, the CONSULTANT shall
have no responsibility for the further work thereon.
17.7 If, after termination for failure of the CONSULTANT to
fulfill contractual obligations, it is determined that the
CONSULTANT has not so failed, the termination shall be deemed to
have been effected for the convenience of CITY. In such event,
the equitable adjustment shall be determined as set forth in
subparagraph 17.4 of this Section.
17.8 If, because of death, unavailability or any other
occurrence, it becomes impossible for any key personnel employed
by the CONSULTANT in PROJECT work or for any corporate officer of
the CONSULTANT to render his services to the PROJECT, the
CONSULTANT shall not be relieved of its obligations to complete
performance under this Agreement without the concurrence and
written approval of CITY. If CITY agrees to termination of this
Agreement under this provision, payment shall be made as set
forth in subparagraph 17.3 of this Section.
SECTION 18 ARBITRATION
18.1 All claims, disputes, and other matters in question between
the parties to this Agreement arising out of or relating to this
Agreement or the breach thereof, which are not disposed by mutual
agreement, by mutual agreement between the City and the
Consultant may be decided by arbitration in accordance with the
Construction Industry Arbitration Rules of the American
Arbitration Association. Parties necessary for resolution of
disputes shall be joined as parties to an arbitration. CITY and
CONSULTANT shall include an arbitration clause in contracts with
all other persons or entities performing work arising from this
Agreement and such clause shall provide for joinder of such
persons or entities in an arbitration proceeding pursuant to this
section. This agreement to arbitrate shall be specifically
enforceable under prevailing arbitration law.
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18.2 Notice of demand for arbitration shall be filed in writing
with the other parties to this Agreement and with the American
Arbitration Association. The demand shall be made within a
reasonable time after the claim, dispute, or other matter in
question has arisen, but in no event after the date when the
institution of legal or equitable proceedings would be barred by
the applicable statute of limitations. The award rendered by the
arbitrators shall be final, and judgment may be entered in
accordance with applicable law in any court having jurisdiction.
IN WITNESS WHEREOF, the parties hereto have caused this
agreement to be executed by their respective authorized officers
or representatives as of the day and year first above written.
BROWN AND CALDWELL CITY OF YAKIMA
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Signature
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Printed Name Printed Name
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Title
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Date Date
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City Clerk
CITY CONTRACT K0: Ci ! 7jf (� -5% `i 3
EXHIBIT A
CITY OF YAKIMA
PREPARATION OF SLUDGE MANAGEMENT PLAN
SCOPE OF WORK
BASIC SERVICES
Approach
This exhibit identifies the specific tasks and schedule to develop and adopt
the Sludge Management Plan. The work will be accomplished in 12 tasks as listed
below. The objective, approach, product and Yakima staff input for each of these
tasks is described in the list, followed by the staff hour estimate and schedule.
Task 1
Task 2
Task 3
Task 4
Task 5
Task 6
Task 7
Task 8
Task 9
Task 10
Task 11
Task 12
Sludge and Residuals Processing --Existing Program
Sludge and Residuals Disposal Program --Current Practice
Collection System and Treatment Plant Grease
Management
Institution/Regulatory Framework
Sludge Quantity/Quality Projections
Sludge Product Enhancement Alternatives
Existing Operations optimization
Evaluation of Alternatives
County -Wide Management Framework
Develop Public Information Program
Recommended Implementation Program
Executive Summary/Council Briefing
Task 1: Sludge and Residuals Processing -- Existing Program
Objective. To define Yakima's current grit, screening and sludge processing
program, its capacity and capability following implementation of the current
upgrade program, and the amount of grit, screenings and sludge product generated
at the Yakima facility.
Approach. From review of existing reports, operating data and interviews
with plant staff the following will be identified.
1. Sizing and capacity of current and future planned sludge processing
unit processes.
2. Limiting elements that determine capacity.
Page 1
Exhibit A
6/7/91
3. Mass balance of solids system through the plant.
4. Current grit, screenings, septage and sludge quantity, quality and
volatile stabilization.
5. Quality trends over life of data.
6. Operational costs by process unit using cost accounting data where
available or estimates.
7. Based on current cost of service, identify rate impact of current
operation.
8. Project specific and annual regulatory reporting requirements.
Product. Task report identifying treatment practices, current loading,
facilities, capabilities and costs for grit, screenings and sludge.
Staff Input. Provide reports, operating data, cost accounting information,
rate structure data. Interview with plant manager, assistant and process control
supervisor to be accomplished on the same day.
Task 2: Sludge and Residuals Disposal Program Current Practice
Objective. To define current sludge utilization program including location
of sites, permitting approaches, agreements, responsibilities and costs, and
definition of grit and screenings disposal practices.
Approach. From review of existing reports and permits and interviews
with plant staff and regulators, the following will be identified:
1. Current sludge utilization sites including location, ownership, crop
production and sludge application rates.
2. Permitting information package/public information process. Basis
for authority and issuance of permit.
3. Basis for determining sludge application rates including soil testing,
crop type, irrigation considerations, and application techniques.
4. Short term/long term responsibilities of City and farmers.
5. The framework of acceptance of sludge by farmers.
Page 2
Exhibit A
6/7/91
.6. The potential life of existing sites.
7. Testing requirements as set forth by Yakima Health District, including
groundwater, soils, and sludge.
Product. Task report identifying existing sludge utilization program and
methodology for designing, monitoring and reporting program, and grit and
screenings handling and disposal practices.
Staff Input. Provide reports and be available for interview to be held on
same day as Task 1.
Task 3: Collection System and Treatment Plant Grease Management
Objective. To quantify the conveyance system grease issue, project impacts
of pretreatment ordinance and develop a sustainable cost-effective grease
management and disposal program.
Approach. From interviews with collection system maintenance crews and
review of crew records and equipment, the following will be identified:
1. Current and estimated future grease sources, quantities and
characteristics.
2. Future benefits from implementation of City's Pretreatment
Ordinance as it applies to grease limitations and grease trap
requirements.
3. Current disposal methods and regulatory environment.
4. Develop alternative processing and disposal options.
5. In conjunction with City staff, select preferred program.
Product. Task report identifying existing grease program and development
of future alternatives and recommendations for grease management plan.
Staff Input. Provide operational logs and data on current program.
Task 4: Institution /Regulatory Framework
Objective. To define the regulatory framework under which sludge
disposal/utilization is practiced and to project the direction of future sludge
regulations and their impacts on sludge management practices.
Page 3
Exhibit A
6/7/91
Approach. Based on the consultant's expertise and input from City staff, the
following will be identified:
1. Current regulatory framework including Federal, State, and Yakima
Health District rules and responsibilities.
2. Process for securing permits.
3. Regulatory direction induding:
a. Solid waste "minimum functional standards" as related to grit
and screenings disposal.
b. Federal EPA "503" sludge regulations.
c. Federal FDA food chain regulations.
d. Washington Administrative Code (WAC 173-200) Water
Quality Standards for Groundwater.
4. Interpretation of regulatory impacts on sludge practice, including:
a. Non-detectable pathogen limits
b. Metals content
c. Moisture
d. Application rates/crop production
e. Site monitoring
f. Access limitations
g. Deed restrictions
h. Groundwater monitoring requirements
5. Impacts on permitting procedures
6. Determine Yakima's options and benefits of purchasing their own
sludge application site relevant to impending regulations and
management problems incurred by other municipalities.
Product. Task report identifying institutional/regulatory framework and
potential impacts.
Staff Input. Review of draft task report.
Page 4
Exhibit A
6/7/91
Task 5: Sludge Quality/Quantity Projections
Objective. To project for a 20 -year horizon influent waste loads, future
effluent limits and various sludge stabilization modes and annual and seasonal
sludge production.
Approach. From recent wastewater planning documents, testing reports
and input by operations staff, identify the following:
1. Increases in influent loadings; specifically BOD, suspended solids, and
metals. Identify potential benefits of pretreatment.
2. Identify potential (if any) for more restrictive effluent limits and
impact (if any) on sludge production.
3. Evaluate Yakima's most current laboratory testing results on sludge
quality including priority pollutants, metals, viruses, bacteria,
helminths, and ascaris relevant to classification of sludge and
allowable uses according to upcoming sludge regulations.
4. Using the solids mass balance spreadsheet developed in Task 1,
identify sludge production at the following process output points:
a. Raw sludge feed to digesters
b. Digested sludge assuming:
i) Current volatile solids reduction
ii) Enhanced volatile solids reduction following
installation of effective gas mixing
c. Output from facultative sludge lagoons, assuming:
i) Feed limited to digester decant and centrate
ii) All digester flow is routed through lagoons
d. Range of sludge quantities hauled off-site based on above
assumptions and various drying bed/stockpiling modes.
e. Solids handling staffing requirements based upon zero
supernatant to lagoons and all digester solids being
processed through Yakima's new centrifuge.
Page 5
Exhibit A
6/7/91
.4. Identify additional dewatered sludge stockpile areas as required to
produce Class A sludge.
Product. Sludge production quantity/quality based on various operations
assumptions.
Staff Input. Feedback on process assumptions and feasibility options.
Provide all relevant laboratory data and plant operations records.
Task 6: Sludge Product Enhancement Alternatives
Objective. To briefly list the general acceptable range of sludge product
enhancements, the technologies to achieve them, the reasons why other agencies
sometimes adopt them and screen why they are not appropriate under the premise
of a sustained agricultural application program.
Approach. Using existing Brown and Caldwell data for the four product
groupings (other than digested cake), i.e., compost, chemically modified, dried and
ash, identify the following:
1. Technologies and proprietary systems for achieving each product.
2. Typical costs for providing facilities for Yakima sludge production.
3. Local conditions and resource deficiencies that would limit serious
considerations of various product enhancements.
4. Screening of options still valid for consideration by Yakima.
Product. Task report identifying potential options and their applicability to
the situation in Yakima.
Staff Input. Commentary and feedback on task report.
Task 7: Existing Operations Optimization
Objective. To optimize the existing facilities and operational mode to
address the direction of regulations identified in Task 3 and sludge quantities
identified in Task 4.
Approach. Working in a workshop setting with plant operations staff
review various operating modes to evaluate possibilities of achieving sludge
product quality enhancements including:
1. Optimization of the sludge lagoons.
Page 6
Exhibit A
6/7/91
2. Evaluate option of increasing on-site sludge storage and stockpiling
capability to achieve Class A product.
3. Provide effective digester mixing including secondaries.
4. Utilization of custom equipment for handling sludge product.
5. Provision of sludge application equipment for use by farmers or City.
6. Consideration of "third parties" for extending distribution of sludge
product.
7. Utilization of City " owned" site(s) to reduce chance of 3rd. party
"mistakes".
Product. Task report identifying optimization of existing system including
capital facilities and operational costs.
Staff Input. Attendance at workshop review and comment on task report.
Task 8: Evaluation of Alternatives
Objective. To evaluate alternatives identified from Task 6 and Task 7 and
select the preferred program.
Approach. From previous tasks, alternatives for optimizing the existing
facilities and other potentially viable options were identified. In this task they will
be compared based on capital cost, O&M cost and flexibility to respond to regulatory
changes as the basis for selecting the preferred program.
Product. Task report documenting the alternative and the selection basis of
the preferred alternative.
Staff Input. Commentary on the selection criteria and the draft task report.
Task 9: County -Wide Management Framework
Objective. To identify and develop the procedures, program and
participants that will achieve the goal of consistency, coordination and cooperation
among the various entities involved in the sludge program.
Approach. City staff working with other wastewater agencies within
Yakima county will identify and compare their current sludge production and
Page 7
Exhibit A
6/7/91
disposal practices and procedures. With this information the consultant team will
accomplish the following:
1. Develop a standard definitions and report system.
2. Develop a model procedure containing the following elements for
optimizing public involvement and assuring a standardized sludge
management process for and receiving public comment:
a. Public information process
b. Permitting applications package
c. Soil/groundwater monitoring methods and requirements
d. Sludge sampling and testing methods and requirements
e. Typical legal agreements with farmers
f. Standard methods for determining application rates and
methods
g. Typical access limitations
h. Health district, Ecology, and EPA compliance and monitoring
requirements
3. Identify intragroup information procedures including site
procurement, public hearings and permit applications.
4. Identify emergency responses to accidents and mechanical failures.
Product. Manual of Practice covering reporting, public involvement,
permitting, monitoring and intragroup communication.
Staff Input. Preparation of description of other agencies' current practice,
input on definition of needs, and review of draft product.
Task 10: Develop Public Information Program
Objective. To develop the framework of a public information kit for City
staff to utilize in public education, maximizing the use of video and graphic
information and to obtain Council acceptance of Sludge Management Plan.
Approach. Working as a joint team, this task encompasses three main
elements as described below.
1. Identification of audience/issues perception.
a. Working with City staff, agree upon specific leaders to be
interviewed. Candidates to include (at least) sludge customers,
media representatives, regulatory representatives, interest
Page 8
Exhibit A
6/7/91
group leaders, county officials, City Council (elected officials
and/or staff), school personnel.
b. Conduct informal one-on-one interviews (in person, or on
telephone if necessary) or questionairres to learn:
i) What do they see as the most important issues of
concern to the public in sludge management area?
ii) What is their personal level of knowledge? Level of
concern?
iii) What type of information, and in what form, is most
important for people to hear?
iv) Who else should be consulted in this phase?
2. Develop public outreach framework.
a. Evaluate audience and issue data from Item 1 above; working
with City staff, agree upon priorities for target audiences and
approach to issues.
b. Based on "a" above, outline communication elements,
including approximate length, approach, content outline,
manner of distribution, frequency of use, quantity required,
timing of production. Elements to be considered include:
i) Segments of video illustrating sludge practices
ii) Fact sheets on various plan phases or issues of concern
iii) Overall project brochure
iv) Presentation scripts
v) Presentation boards
vi) School curriculum materials
vii) Press releases
viii) Models or other three-dimensional illustrative tools
c. Prepare draft plan and schedule for public outreach activities.
Page 9
Exhibit A
6/7/91
.3. Activities to build toward City Council understanding and policy
decision:
a. Prepare for public input meeting/workshop and final public
hearing:
i) Schedule dates.
ii) Work with City staff to prepare and send information to
media, service groups, schools, etc.
iii) Schedule dry run for all presenters to fine-tune material
and anticipate questions.
b. Schedule visits to newspaper editorial staff, meet with
reporters and electronic media (as appropriate) regarding plan
progress, issues status, schedule. Encourage letters to the
editor.
c. Schedule briefings for county officials and other regional or
regulatory key players to avoid surprises.
d. Offer one-on-one briefings to City Council members (or their
staffs) for private education, issues status dialog.
e. Attend public meetings; prepare issues/comments summary.
Product. A public and City Council information framework.
Staff Input. City will prepare initial draft of videos of current practice
including on-site processing, hauling, application and growing product and
safeguard testing. Consultant shall utilize their expertise and resources to fine tune
final draft of videos.
The five tasks listed under Element 3 above shall be primarily conducted by City
staff. Consultant staff shall assist in all report development and be available for
council briefings.
Task 11: Recommended Implementation Program
Objective. To document the steps including actions, budget needs and
facilities to implement the recommended program.
Page 10
Exhibit A
6/7/91
.Approach. The recommended program will be fully described together with
all implementation steps, needs, and operations staff changes linked to an action
schedule.
Product. Draft and final sludge management report.
Staff Input. Review and comment.on draft report
Task 12: Executive Summary/Council Briefing
Objective. Preparation of a summary document and Council briefing
package.
Approach. Following submission of the draft report and receipt of review
comments, a brief executive summary including brief descriptions of the program
development, the recommendations, cost and Council actions will be prepared.
Product. An adopted program.
Staff Input. Guidance on style and level of detail for Council report.
Page 11
Exhibit A
6/7/91
STAFF HOUR ESTIMATE
The staff hour estimate to complete the scope of work by task is presented in
the attached table.
PROJECT SCHEDULE
The proposed schedule for development of the Sludge Management Plan is
illustrated in the attached figure. The draft recommendations would be submitted
seven months after receipt of Notice to Proceed with final Council adoption two
months later. The schedule provides for step-by-step input and review by City staff
at the five interim milestones of the project.
Page 12
Exhibit A
6/7/91
LABOR SHEET
BCC Subconsultants
Total Hong
Title hours Prof Tech Cler West Bain Taylor
1. Sludge and Residuals 66 54 8 4
Processing --
Existing Program
2. Sludge and Residuals 60 48 4 8
Disposal Program --
Current Practice
3. Collection System 60 44 12 4
and Treatment Plant
Grease Management
4. Institutional/ 58 40 4 14
Regulatory Framework
5. Sludge Quantity/ 30 20 8 2
Quality Projections
6. Sludge Product 44 32 8 4
Enhancement
Alternatives
7. Existing Operations 84 60 16 8
Optimization
8. Evaluation of 84 52 16 8 8
Alternatives
9. County -Wide 64 40 4 8 8 4
Management Framework
10. Develop Public 92 20 16 4 4 48
Information Program
11. Recommended 82 40 16 16 4 2 4
Implementation
Program
12. Executive Summary/ 54 40 8 2 4
General Briefing
Staff hours 778 490 108 64 30 26 60
Exhibit A
June 7, 1991
g/adm /804 /91-25/exhib-a/cp
Task 1 Sludge and Residuals
Processing -Existing Program
Task 2 Sludge and Residuals Disposal
Program -Current Practice
Task 3 Collection System/Treatment
Plant Grease Management
Task 4 Institutions/Regulatory
Framework
Task 5 Sludge Quantities/
Quality Projections
Task 6 Sludge Product
Enhancement Alternatives
Task 7 Existing Operations
Optimization
Task 8 Evaluation of Alternatives
Task 9 County Wide Management
Framework
Task 10 Develop Public
Information Program
Task 11 Recommended
Implementation Program
Task 12 Executive Summary/
Council Briefing
Month
1
2
3
4
v
5
v
6
v
7
8
Key:
V Draft
- Final
v Milestone
v
v
lir
MI
>.._
Sludge Management Plan - Development Schedule
EXHIBIT B
CITY OF YAKIMA
PREPARATION OF SLUDGE MANAGEMENT PLAN
COMPENSATION
Compensation for services provided under Article I,
"Scope of Engineering Services," and described in Exhibit A,
shall be based on direct labor costs plus indirect labor costs,
plus direct expenses, plus a fixed fee, as described in this
Exhibit. The fixed fee includes state and federal income taxes,
plus profit.
I. DIRECT LABOR COSTS
Direct labor costs shall be the total hours worked on the
Project by each employee, multiplied by the employee's hourly
salary rate.
II. INDIRECT LABOR COSTS
Indirect labor costs shall be the product of all direct
labor costs multiplied by a factor of 1.85.
III. DIRECT EXPENSES
Direct expenses are charges, other than those included in
direct and indirect labor costs, incurred directly for Project.
Direct expenses and subcontracted services shall be billed at
cost plus a service charge of 10 percent. Direct expenses
include, but are not limited to:
1. Services and equipment use directly applicable to Project
such as special accounting services, computer and
electronic data processing, field testing, and laboratory
analysis.
2. Reproduction services directly applicable to Project such
as reproducing drawings, photocopying, printing, and
binding.
3. Communication services directly applicable to Project
such as telephone, telecopy, telegraph, cable, express
delivery, and postage.
4. Subcontracted services directly applicable to the
Project.
5. Computer costs at $10 per hour.
Exhibit B --Page 1 of 3
June 7, 1991
g\adm\804\91-25\exhib-b\cp
6. Living and traveling expenses of employees when away from
home office on business directly applicable to Project.
7. Automobile mileage directly applicable to Project at the
rate of $0.25 per mile.
IV. FIXED FEE
The fixed fee, based on 15 percent of labor charges plus
a 10 percent service charge of direct expenses and subcontract
services, shall be $7,710.57. There shall be no modification of
this price unless this Agreement is amended to change the scope
of engineering services, or unless authorization for the work is
delayed more than six months.
V. LIMITATION OF COST AND TIME
For the time and expense portion of Consultant's
compensation, Consultant estimates that the cost for services
described in Exhibit A shall not exceed $63,114.36 including
fixed professional fee, and that the time for completion of
Project shall be as stated in the Agreement. Consultant shall
perform the work specified in Exhibit A within the estimated cost
and time.
On reaching 80 percent expenditure of a task, the
Engineer will inform the Owner, to allow joint review of task
progress and the basis for task completion.
The City shall not be obligated to reimburse Engineer for
costs incurred in excess of the estimated cost except as provided
in Section 2.2, "Additional Services."
VI. SCHEDULE ASSUMPTIONS AND COST
The estimated cost of each task is based on the time
required to complete the task and at what point in time the work
is carried out. The schedule upon which the cost estimate is
based assumes authorization of this contract in July 1991 and
completion of the tasks by March 1992.
Exhibit B --Page 2 of 3
June 7, 1991
g\adm\804\91-25\exhib-b\cp
COST ESTIMATE
CITY OF YAKIMA
PREPARATION OF SLUDGE MANAGEMENT PLAN
Direct Labor
Professional
D.L. Clark 35.00 60 2,100.00
Hess 22.22 370 8,221.40
Warburton 35.00 60 2,100.00
Technical 18.00 108 1,944.00
Clerical 13.50 64 864.00
Subtotal direct labor 662 $15,229.40
Indirect labor cost 185 percent $28,174.39
Total labor cost $43,403.79
Direct costs
Photocopies/reproduction
Printing (by client)
Travel/parking
Computer
500.00
1,000.00 (5 @ $200)
500.00 (50 @ $10)
Subtotal direct costs $ 2,000.00
Subconsultants
Hong West and Associates
Richard C. Bain, P.E.
Taylor Consulting
Subtotal subconsultants
Total labor/direct costs/subconsultants
Professional fee
Task total
g\adm\804\91-25\exhib-b\cp
$ 2,000.00
2,000.00
6.000.00
$10,000.00
$55,403.79
7,710.57
$63,114.36
Exhibit B --Page 3 of 3
June 7, 1991