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HomeMy WebLinkAboutResolution 2019-148 N.C.S. 09/09/2019Resolution No. 2019-148 N.C.S. of the City of Petaluma, California RESOLUTION AUTHORIZING THE CITY MANAGER TO EXECUTE A PROFESSIONAL SERVICES AGREEMENT WITH SYNAGRO-WWT, INC. FOR THE HAULING AND BENEFICIAL REUSE OR DISPOSAL OF CITY BIOSOLIDS WHEREAS, biosolids production is inherent in the process of wastewater treatment; and WHEREAS, the City has incorporated technology and systems for appropriate management of biosolids into the design and operation of the Ellis Creek Water Recycling Facility (ECWRF); and WHEREAS, as part of the implementation of a sound management plan for biosolids produced at the ECWRF, the City intends to continue its existing practice of contracting for hauling and management of biosolids; and WHEREAS, the City issued a Request for Proposals for the Hauling and Beneficial Reuse or Disposal of City Biosolids ("RFP") on April 25, 2019, which was circulated to professionally qualified firms for responses; and WHEREAS, the City received one responsive proposal to the RFP for biosolids management and one responsive proposal for biosolids hauling and management; and WHEREAS, the proposals were reviewed based on criteria listed in the RFP, Section 4.4 Proposal Evaluation Process; and WHEREAS, Synagro-WWT, Inc., submitted the only proposal to include management and hauling services; and WHEREAS, Synagro-WWT, Inc. satisfied the City's review of evaluation categories for technical proposal and methodology, qualifications and experience, financial capability, and responsiveness and reliability; and WHEREAS, City staff has confirmed that the disposal and reuse sites proposed by Synagro-WWT, Inc. are existing sites operating with required permits and approvals for the biosolids management methods proposed; and WHEREAS, Synagro-WWT, Inc. submitted a proposal demonstrating continuity and reliability; and WHEREAS, the Project consists of the selection of a contractor to continue an existing City activity, and the contractor's proposed disposal and reuse methods employ existing sites which are permitted, approved and in use for the methods proposed, the Project does not constitute a "project" under the California Environmental Quality Act ("CEQA"); see Title 14, Chapter 3, California Code of Regulations ("CEQA Guidelines"), Sections 15060(c) (2) and 15368. Resolution No. 2019-148 N.C.S. Page I NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Petaluma hereby: Approves the Professional Services Agreement included as Exhibit A for Hauling and Management of City Biosolids for a period of three years through June 30, 2022 with an option to renew the agreement at staff discretion for one additional two-year period up to June 30, 2024 based on satisfactory performance, in a not to exceed amount of $2,045,000 for the base, 3 -year term and $3,710,000 for the 5 -year term if the option to renew is exercised. 2. Authorizes the City Manager or his designee to execute said agreement on behalf of the City of Petaluma, and to execute an amendment to exercise the renewal option. Under the power and authority conferred upon this Council by the Charter of said City. REFERENCE: I hereby certify the foregoing Resolution was introduced and adopted by the A�j 'ved as to Council of the City of Petaluma at a Regular meeting on the 91h day of September n dorm: 2019, by the following vote: s City Attorney AYES: Mayor Barrett; Fischer; Healy; Kearney; Vice Mayor McDonnell; Miller NOES: None ABSENT: King ABSTAIN: None • • ATTEST: City Clerk Mayor Resolution No. 2019-148 N.C.S. Page 2 Exhibit A PROFESSIONAL SERVICES AGY2ETMEAT Hauling and Management of Cit Biosolids (Title of Project) FY 19/20 hind it Ci10 Cost tinter 66700 Ohjcct Codc 51310 Project It — -- Amount $Lr 5__00 For mttlli-year eonirticts or coMaicts With 111n10ple "wcotmts: FY 20 21 Food It 661x0 Cost Center Ci6700 Object Codc 5,1310 Project # Atoomll $7t10�t)I)ti FY 21122 F'e'ud # 6600 Cost Centcr .66700 01�jlcct Code 54310 Project it _ Amount p SO,�t70 FY 22123 Fm1d It 1660() Cost Centel 607,gQ Objvet Codc 54310 Project tt Amount $805.000 FY 23124 Pnttd 116000 Cost Ccnter 66700 Ob ect Code, 3,4310 Prgject 11, Amount $10) t 00 1'Y . — Rind If Cost Celiter _ Object Code Project I/ Amount $_ THIS PROFLSSIONAL SERVICES AGREFMI=;NT ("Agreement") is entered into and effective as of _ v a, 20r_Y ("Effective Date'% by and between the City of Petalutntt, a (city use onhy) municipal corporation and a charter city ("City") and Synag,ro-WW file a ("Contractor") (collectively, the "Parties"). WHEREAS, the Parties enter into this Agreement lot, the purpose of Contractor providing professional services to City under the terms and conditions set forth hercin. TI EREhORI , in consideration of the mutual covenants contained in this Agreement, the Parties agree: as foliows: 1. Services. Contractor shall provide (lie services as described in and jn accordance with the selledule set forth in Exhibit "All" and Exhibit "AT' attached hereto and incorporated herein ("Services"). 2. Compensation; Business Tax Certificate. A. For the Rill performance of the Services as described herein, City shall compensate Contractor in accordance with the rftteti slr Incl in ExhibiI "AI " and Exhibit "AT! B. Contractor shall submit detailed monthly invoices rellecting all services performccl dtn'iog the preceding month and including a revised schedule for performance rind additional documentation requested by City, as applicable. C. Contractor shall be compensated for services in addition to those described in Exhibit "Al" and hahibit "A2", only if Contractor and City execute a written amendment to this Agreement describing the additionat services to be perfntmcd and the compensation to be, paid for such services, In no case shall the total compensation under this Agreement exceed $3,710,000 without prior written authorization of the City Manager. Further, no compensation for a section or wortk program component attaclicd with a specifte budget shall be. exceeded without prior written arithorization of the City Manager. D, Notwithstanding any provision herein, Contractor shall not be paid any compensation until such time as Contractor has on file with the City Finance Department a current Wag form available from the IRS Website www.%rsdg�w) and has obtained a currently valid Petalttnra business tax certificate, Resolution No. 2019-148 N.C.S. Page 3 H. City's obligation to pay cotupemation to Contractor as provided herein is contingent upon Contractor's performance of the Services pursuant to file terns and conditions of this Agreement and any amendments thereto. 3. Term. The term of this Agreement commences on the r'ffective Date and terminates on June 3t1, 2022, unless sooner teriminatLd in accordatiee with Sec,tioil 4, City may, in its sole discretion, and based ort considerations of Consuitant's perlormance under this agreement, extend this agi•ccnaent for one additional two-year period up to June 30, 2024, and in a not to exceed aitlount of $3,710,000 fr~r such period. Upon termination, any and all of City's documents or materials provided to Contractor and any and all of the documents or materials prepared for City or relating to the perforntat ice of the Services, shall be delivered to the City as soon as possible, but not later tian fourteen (14) days atter termination of the Agreement, Any such exteiasion shall be in writing, signed by both parties, 4. Termination. City may terminate dais Agreement without cause upon forty-five (45) days' written Notice. City may immediately terminate or suspend this Agreement Cor cause. Cause for immediate ter-mination or suspension shall include, but not be limited to, any breach of' this Agreement by Contractor or Contractor's banhrupicy Or itisolveilcy. Upon receipt of notice of termination or suspension for cause. Contractor Shalt immediately stop all wort in progress tinder this Agreement. In the event of early termination of this Agreement by City, Contractor shall be entitled to payment for all Services performed to the date of termination to the extent such Services were performed to the satisfaction of City in accordimee with the terms and condition,,; ofthis Agreement. if City terminates this Agreement foie cause, Contractor shall be liable to City for any excess cost City incurs for completion of the Services. 5, Contractor's Representation; Independent C'ontraet©r. Contractor represents that Contractor possesses distinct professional shills in performing tie Services. City has relied upon said representation as a material inducement to enter into this Agreement. Contractor shall, therefore, provide property spilled professional and technical personnel to pei•torm all Services under this Agreement, Itis expressly understood that Contractor an d its agents and employees, shall act in rata independent capacity atter as all independent contractor and not as officers, employees or agents of City. 'Phis Agreement shall not be construed as ,in agreement for employment, 6. Facilities an(] l;titaihaaaent. Contractor shall, at its stile cost and expense, furnish all facilities and equipMent that may be required for f irnishing Services pursuant to this Agreement, City shall furnish to Contractor no facilities or equipment, unless the City otherwise agrees in Writing to provide the Sallie. 7, Licenses, Pet- its, Etc, Contractor Shall, tit Contractor's Sole cost and expense, keep in effect at all tines during the term of this Agreement any licenses, permits or other sucli approvals which are legally required for performing the Services. Time. Contractor sliall devote such time to the performance of the Services as may be reasonably necessary for satisfactory perrormancc of Contraactor's obligations pursuant to this .Agreement, Resolution No. 2019-148 N.C.S. Page 4 9. Inspection. Contractor shall provide the City every reasonable opportunity to ascertain that the Services are tieing performed in accordance with the requirements -Ind intentions of this Agreement, All work done, and materials furnished, if any, shall be subject to inspection and approval by the City. 'rile inspection of such wort: shall ]lot relieve Contractor of .lily of its obligations pursuant to this Agreement. 10. Pro gess Reports, Upon the City's request, Contractor shall provide, in a form acceptable to City, written progress repots of all oral and written observations, opinions, recommendations, analyses, progress and conclusions related to Contractor's performance of the Services. 11, Cotafid ell till IRV. In ale course of Contractor's employment, Contractor may have access to trade secrets and confidential information, disclosure of which is protected or limited by law, Contractor shall not directly or indirectly disclose or use any such confidential information, except as required for the performance of the Services. 12. Conflict of Interest. Contractor represents that it presently has no interest, and covenants that it shall ilot acquire any interest, direct or indirect, financial or otherwise, which Would condlict in any manner or degree with the performance of the Services hereunder. Contractor further covenants that, ill the performance. of this Agreement, it shall not employ airy subcontractor or person having such a conflict of interest. Contractor represents that no one who has or will have any financial interest tinder the Agreement is an officer or employee of City. If such 001117ict of interest arises during this Agreement or any extension, Contractor will immediately ad -vise City and City piny, at its sole discretion, immediately ten-ninate this Agreement, Certain Contractors are subject to the requirements, including the disclosure and repoiling requirements, of the City's Conflict of Interest Code adopted pursuant to the Political Reform Act, Such Contractors subject to tlae City's Conflict of Interest Code include those whose work may involve: making government decisions regarding approval or adoration of rates, rules, or regulations, action on permits or other applications, authorization to enter into or modify contracts, or approval of plans, designs, reports, or studies. Contractor agrees to comply fully with till such requirements to the extent they apply to Contractor's performance of the Services. 13, Contrractot- No Agent. Except as City may specify in writing, Contractor shall have no authority, express or implied, to act cm behalf of City iii any capacity whatsoever as an agent, Contractor shall have no authority, express or implied, pursuant to this Agreement to bind City to any obligation whatsoever. 14, Standai=d of Perfoi-mance. Contractor shall perform all floe Services in a manner consistent with the standards of Contractor's profession. All instruments of service of whatsoever nature, which Contractor delivers to City pursuant to this Agreetaaent, shall be prepared in a substantial, workmanlike manner and conform to the standards of Contractor's profession. All such instruments of service shall become tlae sole and exclusive property of City upon delivery of the same. 15. Assi unrent/'1'i- ansfer, No assignment or transfer in whole or in part of this Agreement shall be made without tlae prior written consent of City. Resolution No. 2019-148 N.C.S. Page 5 16. S>idwontractors. Contractor shall directly perform all Services, and shall not subcontract any portion of.7performancc oftlie. Services without the prior written consent of City. Any such subcontractors shall he required to comply, to the lull extent applicable, with the, tennis and conditions of this Agreement, including but not limited to, procuring and maintaining insurance coverage as required heroin and which shall name City as an additional insured. 17. Compliance Witli All Laws. Contractor sht►ll fully comply with all applicable local, state rand federal rules, laws, regulations and ordinances pertaining to the performance of the. Services required hereunder; including but not limited to, the Calilornia Building Standards Code as in effect in the City, the Americans with Disabilities Act, and ally laws and regulations related to any copyright, patent, trademark or other intellectual property right involved in performance of the Services. Contractor's failure to comply with any law(s) or regulation(s) applicable to the pert:ormance of the Services hereunder shall constitute a material breach of this Agreement. `1'o the intent that any other government agelicy or entity provides compensation for any Services, Contractor shall comply with all rules and regulations applicable to such fiscal assistauCe. 18. Living Wage Ordinance. Without limiting the floregoing Section 17, Contractor shall comply hilly with all applicable requirernents of Petaluma Municipal Code, Chapter 8.36, Living Wage (the "Living Wage Ordinance"), as the sante may be amended from time to time, Upon the City's request Contractor shall promptly provide to the City documents and information verifying Contractor's compliance with the requirements of the Living Wage Ordinance, and shall within fifteen (15) calendar days of the F"Mctive Date of this Agreement, notify each of its affected etnployces as to the amount of wages and time off that are required to he provided to thein pursuant to the Living Wage Ordinance. The Acknowledgement and Certification Pursuant to City of Petaluma Living Wage Ordinance, attached to this Agreement as Exhibit C.', shrill be a part of this Agreement for all purposes, and Contractors that are subject to Living Wage Ordinance requirenacnts, as determined by the City, must provide a properly completed Exhibit C in accordance with the requirements of the Living Wage Ordinance. Contractor's noncompliance with the applicable recluirements of the Living Wage Ordinance 811111 constitute cause for City's termination of this Agreement pursuant to Section 4 hereof. 19. Discrimination. During the performance of this Agreement, Contractor shall not discriminate against any employee or applicant for employment because of Mace, religion, creed, color, national origin, ancestry, gciider, sexual orientation, age or physical or methal disability in violation of any applicable law. 20, Notice. Except as otherwise specified in this Agreement, all notices to be sent pursuant to this Agreement shall be made in writing and sent to the Parties at their respective addresses specified below or to such other address as a Party may designate by written notice delivered to the other Party in accordance with this Section. All such notices shall be Sent by; (i) personal delivery, in which case notice is effective upon delivery; (ii) certiflod or registered mail, return receipt requested, in which case notice shall be deemed delivered on receipt iCdelivery is confirmed by a return receipt, (iii) nationally recognized overnight courier, with charges prepaid or charged to the Resolution No. 2019-148 N.C.S. Page 6 sender's account, in which case notice is effective oil delivery if delivery is confirmed by the delivery service, or (iv) facsimile trailsmissi.on, in which case notice: shall be decided delivered upon transmittal, provided that (a) a duplicate copy of the notice is promptly delivered by first-class or certified mail or by overnight delivery, or (b) a transmission report is generated reflecting the accurate transmission thereof, Any notice given by facsimile shall be considered to have been received on the next business day if it is received after 5:00 p.m, recipient's time or ort a nonbusiness Clay, City: City Cleric City of Petaluma Post Office Box 61 Petaluma, California, 94953 Phone: (707) 778-4360 I+ax: (707) 778-4554 Entail: citycler°kl�ci.petaltulla.ctr.us And: Data St..hllitt, F,ASCE Director, Public 'Works and Utilities Dmartment 202 N. McDowell Boulevard Petaluma, CA 94954 Phone 707-776-3777 Fax: 707-656-4067 Email; nl jierc.c c�tr.ityc>�a�talunla,or r Contractor: GeIteral Counsel nagro-WWT, Inc. At S.icia 435 Williams Cogyt Suite 100 Baltimore, MD 21220 Phone: 443-489-9000 Fax: 443-489-9075 Eillai.l ►151i�altrn+lr' il�lf�l't>�c olll 21. Ownership of Documents. All original papers, documents or computer material on disk or microfilm, and copies thereof, produced as a result of this /Agreement, shall be the property of City and may not be used by Contractor without the written consent of City, Copies of such documents or papers shall not be disclosed to others without tate wwrittcn consent of the City Manager or his or her designated representative. 22, lndenmification. To ilie maximunn extent permitted by law, Contractor shall; at its oven expense, inderrinify, defend with counsel acceptable to the City, (which acceptance will not be utireasonably withheld), and hold harmless City and its officers, officials, employees, agents and volunteers ("Indemnitees") from and against any and all liability, loss; damage, claims, suits, actions, arbitration proceedings, administrative proceedings, regulatory proceedings, civil penalties and lines, expenses and costs (including, without limitation, claims expenses,. attorney's fees and casts and fees of litigation) (collectively, "Liability„) of every nature, whether actual, alleged or threatened, arising out of or in Resolution No. 2019-148 N.C.S. Page 7 cotulect on with the Services or Contractor's failure to comply with any of the terms of this Agreement, regardless of any fault or alleged fault of tile lndenuiitees, The Contractor's obligation to indemnify, derend and hold harmless under this provision shall not be excused because of* the Contractor's inability to evaluate Liability, or because the Contractor evaluates Liability and determines that the Contractor is not or may not be liable, The Contractor roust respond within 30 calendar days to any tender for defense and indemnity by tfae City, unless the tilde. for responding has been extended by an authorized representative of the City in writing, If the Contractor fails to accept tender of defense and indemnity within :its calendar drays, in addition to any other renledics authorized by law, so mach of the money due or that: May become due the Contractor reader this Agreement as shall reasonably be considered necessary by tile. City, tray be retained by the City until disposition has been made or the matter subject to tender, or until the Contractor accepts the teiicier, wliieliever oceiirti 11Pst. in the event that tlae City must tale NSl)onSiVe dOGUtllentS in a matter tendered to Contractor prior to Contractor's acceptance of tender,. Contractor agrees to fully rein)burse all costs, including but: not limited to attorney's Cees and costs and fees of litigation, incurred by the City in tiling such responsive documents, The Contractor waives ally and all rights to express or implied indemnity against the lndcnlnitee5 concerning any Liability orthe Contractor arising out ofor in connection with the Services or Contractor's failureto comply with any of the terms of this Agreement, The defense and indenu>af cation obligations of this Agreement shall no way be limited by, the insurance obligations that apply to this Agreement pursuant to Section 23. Notwithstanding the foregoing, to the extent. this Agreement is a "construction contract" as defined by California Civil Code Section 2783, as may be amended from titin: to tier -ie, Contractor's duty to indemnify under this provision shall not apply when to do so would be prohibifed by California Civil Code Section 2782, as may be amended from time to time. Notwithstanding the foregoing, to the extent that flee Services include design professional services sub�jcct to California Civil Code Section 2782.9, as may be amended from time to time, Contractor's duty to indemnity shall only be to the maximum extent permitted by California Civil Code Section 2792.8, 23. Insurance. Caintractor shall comply with the "Insurance: Requirements for Contractors" in Lxlhibit I3, attached hereto and incorporated herein by ref'crenee. City reserves the right to review any and all of tlae required insurance policies and/or endorsements, but has no obligation to do so. City's failure to demand evidence of full cotaapl.ianco with the insurance requirements set forth. i►1 this Agreement or City's Failure to identify any insurance deficiency shall not relieve Contractor from, nor be Construed or deemed a waiver of, its obligation to maintain the required insurance at all tunes duri)ig the Performance of this Agreement. 24, Amendment. This Agreement may be amended only by a written instrument executed by both Parties. Resolution No. 2019-148 N.C.S. Page 8 25, Lititzation. If litigation ensues which pertains to the suUluct matter of Contractor's ser vices hereunder, Contractor, upon request from City, agrees to testify therein at a reasonable and customary fee•. 26. Construction. This Agreement is the product of negotiation and compromise on the part of both Parties and that the Parties agree that; notwithstanding; Civil Coale Section 1654, any uncertainty in the Agreement shall not be construed against the drafter of the Agreement. 27, Governing Um Venire, This Agreement shall be enforced and interpreted under the laws of the Stag orcaliforrlia and the City of'Petaluma. Any action arisiiag from or brought ill connection with this Agreement shall bC vennCd ill a Court of cotaapetent iUrisdlctioii in the County of Sonoma, State of California. 28, Non -Waiver. The City's failure to enforce any provision of this Agreement or the waiver Thereof in a particular instance shall not he construed as to general waiver of any part of such provision. The provision shall remain in Ball force and effect. 29, Seyea•aability Iran), term or portion of this Agreement is held to be invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions of this Agreement shall continue in Pull force and effect. 30, No Third -Party Beneficiaries. The Parties do not intend to create, and nothing in this Agreement shall be, construed to create any benefit- or right in any third party. 31, Mediation. The Parties agree to make a good faith attempt to resolve any dispute arising out of this Agreement through mediation prior to commencing litigation, 'file Parties shall mutually agree upon the mediator and shall divide the casts of mediation equally, 32. Contractor's Books and Records. A. Contractor shall maintain any and all ledgers, books of accounts, invoices, vouchers, canceled checks, and other records or documents evidencing or relating to charges for services, or expenditures and disbursements charged to the City for a nu`nimum period of three (3) years or for aany longer period required by law, from the date of final payrnent to Contractor pursuant to this Agreement. 13. Contractor shall maintain all documents atnd records which demonstrate performance under this Agreement for a minimum period of (Ili -cc (3) years or for any longer period required by law, from the date of termination or completion of this Agreement, C. Aiay records or documents required to be maintained pursuant to this Agreement shall be made available :for inspection or audit, at any time during regular business hours, upon written request by the City Manager, City Attorney, City Finance 1)ii,ector, or Gt designated representative of'tliese officers, Copies of such documents shall be provided to the City for inspection at Petaluma City 1Tall ,vhen itis practical to do so, Otherwise, unless an alternative is mutually agreed upon, tine rccords shall be available at Contractor's address indicated for receipt of notices in this Agreement, Resolution No. 2019-148 N.C.S. Page 9 1), Where City has reason to believe that such records or documents dray be lost or discarded dine to dissolution, disbandment or termination of C'ontractor's business, City may, by written request by any of the above-named officers, require that custody of the records be given to the City and Haat the records and documents be maintained in Petaluma City Hall. Access to such records and documents shall he granted to any party authorized by Contractor, C'ontractor's representatives, or Contractor's successor in interest. 33. Headings. 'l'he headitigs used in this Agreement are for convenience only and vire not intended to affect the interpretation or construction of any provisions llereinl 34. Survival. All obligations arising prier to tine termination or expirakon of this Agreement and all provisions of this Agreement allocating liability between City and Contractor shall survive tile terruination or expiration of this Agreement. 35. Force Nlnieurci Neither Party shall be liable to the other Party ]`or breach or for failure or delay in the perforniance of its obligations hereunder caused by any act or occurrence beyond its reasonable control, including:, but: not tintit0d. to: lues; Moods; stripes (excerpt any strikes involving a Party's personnel); a change in Federal, State, or local law or ordinance; orders or:judgments of any Vederal, State or local court, administrative agency or governmental. body; change in permit conditions or requirements; accidents,, extreme weather conditions including, for example, hurricanes, tornadoes, unusually high amounts of precipitation, unusual extremes of temperature or wind, or' unusually extended periods of adverse weather conditions; acts of war, aggression or terrorism (foreign or domestic); equipment failure (other than due to the inadequate maintenance thereof); and acts of God. It is specifically understood that, without limitation, none of the following acts, events or circumstances shall constitute all net. or occurrence beyond a Party's reasonable control: (i) reasonably anticipated weather conditions normal for the region in which the work is performed or (ii) any failure to pay any sums in accordance with the teras of dais Agreement. Whenever the provisions of this Scotion are believed toapply, the Part} relying thercoia shall give prompt notice to the other Party of the eircunastances, the basis for applicability of this Section and the time required to cure such breach or delay and Contractor and Customer Shrill use reasonable best efforts to agree ori appropriate mitigating actions under tfae circumstances. This provision provides performance (inch di3rg schedule) and fitaancial relief if' a Force Majeure event interferes with the Contractor's performance. 36. Entire Agreement. This Agreement, including the exhibits attached hereto and incorporated herein, constitutes the entire agreement between tine Parties with respect to the Services, and supersedes all prior agreements or understandings, oral or written, between the Parties in this regard. Resolution No. 2019-148 N.C.S. Page 10 IN WITNESS WHEREOF, the parties hereto have executed this document the day, month and year first above written. CITY OF PETALUMA City Manager ATTEST: ty Clerk APPROVED AS TO FORM: City Attorney B Name f. Title CONTRACTOR v],j I (1,,F4 J Address City State Zip Taxpayer I.D. Number Petaluma Business Tax Certificate Number file name: SALFIVironmellud Servic"UmfidAUT 2019\S)magro 11SAV'rofossiomil Servim, Agrecillent 'Synagro biowlids OJOARIAIIMI) ON -116-2011)'(100 Resolution No. 2019-148 N.C.S. Page 11 EXHIBITA-I SCOPE, OF SERVICES FORTI-I.Ef IAIJLING OFBIOSOLIDS FROM THE ELLIS CR1IIK WATER RECYCLFNG FACILITY Tible of Contents Section I General Conditionsand Requirements 1.1 Definitions 1.2 Qualifications 1.3 General Limitations and Requirements 1.4 E CWRF Accossa d Traffic Control 1.5 CONSULT NTSs Representative L6 Safety Requirements 13 Restoration of Existing Facilities seedoll 2 Specific Requirements for Services 2.1 Description of Services 2,2 Location ofTreatirient Facility 2.3 List of Services 2.4 Submittals 2.5 Biosolids Removal 2.6 Compensation, Invoicing, an(] Payment 2.7 AdJustnicilt to Compensation Attachments Attachment A- I Services Cost Sell /a A(tachment A-2 Schedule for Liquidated Damages Attachment 4-3 Maps, Figul-0q, and Drawings Resolution No. 2019-148 N.C.S. Page 12 SECTION f Gli;NEI AL CONI)I'rfONS fkND IZEQUII2[i,'MiAN'T'S 1.1 DEFINITIONS Whenever used in this Scope of Services, the following terms have the meanings indicated in this Section and meanings are applicable to both the singular and plural thereof: Ir a Nvord which is entirely ill upper case ill these definitions is found in lower case this Scope of Services, theta tile IoNver case word will have its ordinary meaning, Agreement - I'he Protessio tal Services Agreement including associated exhibits, the. Scope of Services (all required certificates, affidavits mid other documentation), amendments to the Agreement, executed between the CITY and the CONSULTANT covering tile, Services to be performed, Amendment - A document, which is signed by tile CONSULTANT and the CITY, and authorizes an addition, deletion, or revision of the Scope of Services; or an adjustment in the compe"Satioil for services or file Schedule of Services, iSSUod oil or alter illi; 11 fI'ective Date of (lie Agreement, eat, Biosolids < Municipal wastewater sewage sludge and Cather liquid wastes that have been anaerobiutlly digested and dewatered. Calendar airy — A calendar day of 24 hours measured from midnight to the next midnight. CITY - Tile City of Petaltrtila ora designated representative of the City of lletnlwila CONSULTANT or CONTRAcrOR - The individual, partnership, corporation, joint -venture, or other legal entity with whom the. CITY has executed the Agreement. Deficiency — Where the CONSULTANT has been timund to be in violation of the Agreement requircmel ts, ECWRF operations or safety requirements, or local, state, or federal laws or regulations applicable to the Services. Disposal Site - memis tile. location where ally final tre.atlllettt, utilization, processing, or deposit of biosolids occurs. City shall designate Disposal Sitc(s). I CWRF - bilis Creek Water Recycling; facility, tile, CITY's wastewater treatment plant located at 3890 Cypress Drive,Ve, PetalUrna, CA 94954 and the adjacent oxidation pond site at 4400 Lakeville, T-Tivy, Petalu►na, CA 94954. Haul Vehicle - means any truck, trailer, scmi-trailer, tractor/trailer combinatioll or zany self- propelled or motor -driven vehicle used on ally public highway for transporting biosolids for reuse, processing„ or disposal. Flazardous Write -'File terns l-lazardous Waste shall have the meaning provided in Section 1004 of the Solid Waste Dispoml Act (412 U.S.C. Section 6906) as amended from time; to time and shall Resolution No. 2019-148 N.C.S. Page 13 mcan any material that is subject to the 1-lazardous Waste Manilbst Requirements of the U.S. Environmental Protection Agency specified in 40 t_ laR Part 262. Invoice - The form accepted by the CITY which is to be used by the CONSULTANT to reclticst monthly payments for services and which is to be accompanied by such supporting documentations as are requested by the CITY or required by the Agreement. Laws o►• Regulations - Any and all applicable laws, rule's, regulations, ordinances, codes, and/or' orders of any and all goveninaental bodies, agencies, authorities and courts haviagiurisclictimi. Loading -- itlelucies staging and positioning haul trailers; connecting the haul trailer to the tractor; shuttling trailers to the Trailer Staging Area; inspeeiing the trailer and load before departtn'e from the I-GWR17; repositioning the load; cleaning the trailer exterior and tires of -till loose biosolicls; inspecting, deploying, and securing the trailer cover prior to (lauding a loaded trailer from the 1=?C'WR ; and all other requirements as specified in this Agreement. NOD, Notice of Deficiency - Ail official notice issued by the CITY to the CONSULTANT for a cleficiency in providing Serviecs described in this Agreement. Project flan - A biosolids hauling plan that fidly describes the operations involved witti providing the Services to the CITY. 'frailer Stagging Area -- refers to an area used to hark empty and loaded hatal trailers at the ECWRF site in order to ShUtdc empty trailers to and loaded trailers tl"orn the loading bay at the Screw Press Building. The Area is used to stage trailers loaded with biosolids prior to removal from the site. Ton (oa- Tonnage) - means a u►lit of ineasure for weight equivalent to two thousand (2,00-0) standard pounds where cacti pound is sixteen (16) ounces. Trailcr, Haul 'frailer - memos an end dump semi -trailer with special equipment legally used for staging or transporting biosolids on any public highway in the State. 'Trailers must be water -tight Incl -dump semi -trailers With covers SUitable for transporting biosolids. Trailers must. he furnished with permanent plastic trailer bed liners or approved equal for loading at the ECWRh to unsure trailers dump efficiently and prevent spills. Truck, Haul Truck - nicans a tandem axle semi -truck tractor legally used for transporting a haul trailer loaded with biosolids at gross combined weight cif 80,000 pounds on any public highway in tile: State. tone - Performance of Services as described in this Agreement, Working Day - Any clay except Saturdays, Sundays and CITY holidays. 1,2 QUALII'ICA`I'IONS Resolution No. 2019-148 N.C.S. Page 14 A. CONSULTANT shall Have at least three (3) years J'recent cxpetience and financial capability to provide full services managing and executing Similtar agreements for biosolids removal. CONSULTANT shall have experience providing reliable service hauling biosolids. CONSULTANT shall supply comprehensive information regarding its qualifications and recent experience completing similar services agreements, its financial and bonding capabilities, and experience in hauling of biosolids for CITE' review and acceptance. B, CONS C_II.TANT'S haul truck drivers providing Services to the CITY shall have at least three years of commercial over -the -read experience driving semi -trucks similar to the haul vehicles and shall have, had no misdemeanor moving violations or preventable accidents for bef inn ing one year prior to the Agreement term and thl'0Ugh0ut the Agreement term in either commercial or personal vehicles. 1.3 GENERAL LIMITATIONS AND REQUJUiMENTS A. CONSULTANT shall obtain a business license liom the City of Petaluma prior to contract execution, Processing of a bUSineSS license takes approximately ten business days. CONSULTANT shall apply for a t)usiness license no later than five calendar clays following the Award of the Agreement. 13. CONSULTANTshall be responsible for the. protection From its activities ol'public and private property at and adjacent to the site and the Disposal Site(s), and shall exercise due caution to avoid damage to such property. CONSULTANT shall repair or replace all existing Improvements that are damaged or removed as a result of its operations, at no cost to the CITY. If CONSULTANT fails to make any repair or replacement when required by CI'T'Y, CITY may in addition to all other available remedies, repair or replace or have repaired or replaced the damaged or removed improvements and cleduct the cost from aniot►tlts due or that may become due to CONSULTANT under the Agreement. C. The ECWRY is an operating municipal wastewater treatment plant and the CONSULTANT shall coordinate all Services that occur at the I"CWIU site with (lie CITY and the CIIY's other cotttractors and scrvice providers and shall not in any way hiipede or impair the operations of the treatment plant or other work at the site. D. All vehicles utilized by the CONSULTANT in the performance of hies Contract shall be kept in a clean, operable, and safe conditionacceptable to the CiTY at all fillies and vehicles and drivers shall present a respectable image to the community. L4 ECWRF ACCESS AND TRAF IC CONTROL A. CONSULTANT"s Maul vehicles shall enter and exit only at the designated entrance gate to the I CWRF. 'I'lie site plan for the ECWIV is shown on drawings included as Attachment A-3, 13, The speed limit on elle 1 CWRF shall be tell (10) miles per hour ma-sinium for all vehicles. On the FCWRI7, site the CONSULTANT's haul vehicles shall be limited to designated roadways and shall follow haul routes designated by CITY, Resolution No. 2019-148 N.C.S. Page 15 C. CONSULTANT shall take all necessary steps to minimize inconvenience to tilt; treatment plant operations and the public throughout the performance of Services. No public or treatment plant driveways, lime lanes, or roads shall be blocked by CONSIJLTAN'f's vchicies find safe Access shall be maintained for treatment plant operations and the public at all tithes. l). CONSULTANT may not use CITY's 1XWjzF for repairs or storage of equipment rind supplies. 1.5 CONSULTANT'S IZLllIkESl NTA`1TV1 A. CONSULTANT shall designate in writing before starting work an authorised representative who shall have tile, authority to represent and. act for the CONSUi,,rANT for the duration of the Agreement. Any change in the designation shall require prior review and acceptance by CITY. B. When CONSULTANT is comprised of two or more persons, firms, partnerships or corporations functioning oil a joint venture basis, said CONSULTANT shell designate in writing before starting work, the name of one authorized represents ive who shall have the authority to represent and act: for the CONSULTANT. C. In (lie case of urgency or emergency where CONSULTANT'S auttaorized representative is not present oil any particular part of the work and where the CITY wishes to give notification or direction, it will be,: given to and be obeyed by any of the CONSLILTANT's workers in the area. 1.6 SAFETY REQ1111U;Ml NTS A, CONSULTANT shall comply with all CAL/OSHA, Department of Transportation and n11 other applicable: safety requirements, It shall be the CONSULTANT'S sole responsibility for malting stupe that these safety requirements are islet, and file CONSMA'ANT shall Fully assume all liabilities for any damages acid/or injuries resulting from its failure to comply with the safety requirements. Failure on CITY'S pul,t to stop unsafe: practices shall, in no way, relieve tate CONSULTANT of its responsibility. 1.3. CONSUL TAN'f shall inform all workers ofthe Hazards and safety proceduresassociated with handling biosolids and working at a wastewater treatment facility where raw wastewater, biosolids, hazardous chemicals, and other hazards may be present. CONSULTANT" shall be responsible for directing all its workers to strictly adhcre to the approved methods ler safely conducting work at a wastewater treatment }dant and associated with handlings biosolids. No work shall proceed until each CONSUIJANT worker umderStands the scope of the work and all safety rules and work procedures to be followed. CONSULTANT shall not allow a new employee to begin any work on CITY projects without a. frill and proper safety orientation. CONSULTANT shall tale all necessary precautions for the safety of, and shall provide the necessary protection to prevent damage, injury, oi- loss to the following: L All persons at the Site an([ other persons and organizations who may be affected thereby, Resolution No. 2019-148 N.C.S. Page 16 2. All of the Services and materials and equipment to be used to perform the Services as described herein, 7whethcr on or off the Site, 3. Other property at the Site or adjacent thereto, including trees, shrubs, lawns, walks, Pavements, roadways, structures, and utilities not designated fear removal, relocation, or replacement in the course of the performance of the Services, C, CONSUL AN'r shall inform all workers that. the ECWRF is a wastewater treutrnent facility and each worker shall review FCWRF site saCcty procedures and shall sign a contractor safety checklist prior to commencement of any work at the treatment plant as required by CITY, D, CONSULTANT shall notify CITY within two hours of any reportable accident, injury, or occupational illness occurring during the performance of Services Isar this Agreement or occurring to CONSUL,TANT's workers while at the I,CWRF, 1.7 RESTORATION OF Lxjs,rING FACII.ITIE'S A. Whenever existing facilities/improvements such as pavernents, berms, roads, signs, curbs, or other improvements, have been damaged by CONSULTANT'S operation, such facilities/improvements shall be restored/repaired to their original conditions as required by CITY. All costs involved in restoring, existing facilities/unprovements shall be borne by CONSULTANT and no additional compensation will be allowed therefore. Resolution No. 2019-148 N.C.S. Page 17 SEC`T'ION 2 SPECIFIC REQUIREMENTS FOR SERVICES 2.1 DESCRIPTION OIC SERVICES A, General CONSULTANTshall furnish (lie necessary resources for hauling of CITY's biosolids produced at the Ellis Creek Water Recyelint; l icility (T;C:WRIi). B. Wastewater Treatment Facility Operations Tho E1CWRF is designed to treat 6.7 million gallons per day (average dry weather flow) of municipal wastewater front the City of Petaluma. During normal operations, the EC,WRIi will stabilize aaad devvater biosolids using tine following treatment processes; headworlcs equipment for screening and grit removal; oxidation ditches Nvith activated sludge treatment; and mesophilic anaerobic digestion. Digested sludge is stored in a sludge storage tank prior to dowatering by a low -speed rotary screw press, and transferred by shailless screw conveyors into hatil trailer pre -positioned in a loading bay adjacent to the Screw .Press Building. 'lhe, loaded trailer will be shuttled to the Trailer Staging Area by CITY using a CITY -owned seam -truck tractor (Yard Mule) or hauled from the I::CWRt' site by CONSULTANT. C. biosolids Haatling CONSULTANT sliall I'Llmish the trailers, haul vehicles and Iaaborto bring empty haul trailers to the ECWRl+' s Trailer Staging Area, remove loaded trailers from the Trailer Staging Areai or the loadhig bay, and transport the biosolids frons the ECWRh on public roads to Disposal Site(s) designated by CITY, and unload tradlers at Disposal Site(~), D, Biosolids Estimated Quantity Luring normal operation of the EMU dewatering process, the production of dewaatercd biosolids is estimated to he in the range, of six hundred (600) wet (ons to one thousand one hundred (1,1O0) wet tons per month. 2.2 LOCATION OF TIZEATM l N f 1 A.CII,ITY A. The biosolids will be generated at and removed from 1 CWRF, located at 3890 Cypress Drive, Petaluma, CA 91954. 13CWRly is adjacent to and west of Lakeville Highway (State highway 116) approximately two miles south of tlae intersection of Lzikeville Highway and :Matte Highway 101, in Petaluma, Sonoma County, California, 94954. See Attachment A-3 for amps, figures, and cirtawings showing the general location of the T,CWRF and access roads. B. The biosolids leading buy and trailer staging area are at the IC:WRI' in the vicinity of Building 17, the Screw Press Building, as shown in Attachment A-3. Access acid egress Resolution No. 2019-148 N.C.S. Page 18 to Building 17 incl Trailer Staging Area at the IICWRF site shall be by routes designated by CITY. 2.3 LIST OF SERVICES The Services to be performed by CONSULTANT under this Agreement shall include, but are not limited to, the following; A. Furnishing all labor, materials, equipment, and maintenance required Eur hauling biosolids generated by CITY's L;( 'W -RF commencing after issuance of the Notice to Proceed. 13. Coordinating with CITY to taring CONSULTANT-owrned empty trailers to, and remove loaded trailers from, the -FCWRF on a regular schedule, approximately six (G) days per week except tender special circumstances and when CITY authorizes a modification to the regular removal schedule. The hauling schedule shall be flexible, allowing the CITY to add or subtract loads as required. CITY nitro approve any permanent schedule change. C. Transporting biosolids to and unloading biosolids tit CITY -designated Disposal Sitc(s). D. Providing additional hauling services if CITY requires additional biosolids removal, such as might be caused by special operational careuanst:anccs, high inFIO v volunnes, ar-proc:ess or equipnieut problems. iia such event, (:_'.TY reserves the right to require CONSULTANT to perform additional hauling services, bring empty trailers to and remove loaded trailers from the I CWRF, upon 18-11our prior notice by CITY. E. Providing; equipment and drivers that have current registration and licensing required to transport biosolids. Drivers shall have had no misdernminor moving violations beginning one year prior to the Agreement term and throughout the Agreement term. F. Furnishing and maintaining at least four (4) water -tight end -dump scmi-trailers with covers suitable for transporting biosolids Lit (lie EMU for CITY to use during dewatering to load, shuttle, and stage biosolids, CONSULTANT shall ensure that CITY has the optimum number of trailers for ef(icie.nl operations and shall provide additional trailers as required, G. Loading of haul trailers, including inspecting the trailer and lutea; repositioning tlne load; cleanirng the. trailer exterior and tires of all loose biosolids; inspecting, deploying, and securing the trailer cover prior to hauling a landed trailer From the ECWRV or shuttling a trailer to the `frailer Staging Area. It shall be the responsibility of CONSULTAN`I's drivers to ensure than the trailer tarp cover is correctly tied down and properly secured on trailers that they transport from the Site. I1. Removing the tarp from all empty trailers arriving at the Site, except as approved otherwise by CITY, such as during rainfall events. Resolution No. 2019-148 N.C.S. Page 19 1, l"UrnishilIg pern7a11e11t plastic trailer lied linens or approved equal for loading at tine I CWRF as required and as approved by CITY to ensure trailers dump efficiently and to prevent shills. J. Coordinating the sche;dale to being empty trailers and remove loaded trailer(s) from the I,CWI.ZF between approximately 7:00 A.M. and 4:00 RIM, unless another operating; schedule for the Services is approved by CITY. K, Checking -in at the EVA/R-EVA/R-F Operations Office by CONSULTANT's drivers, logging -in and receiving direction foi' placement of the empty trailer transported to the Site, receiving direction regarding the loaded trailer to be transported from the Sitc, and filling out the manifest for the trailer load to be hauled. A final manifest must be provided that includes the weight of each load to CITY. L. Obtaining, all permits, authorizations, and exemptions, paying all foes, and complying with all federal, state and local laws and regulations, permits, codes, ordinances, and requirements lipr biosolids handling and hauling. M, burnishing other materials and equipment or providing other services required (o complete the Services as described in this Scope of Services. 2.4 SUBMITTALS A. CONSULTANT shade submit to CITY for review in the three specified or in ample time for cacti to serve its purpose such sehedules, requests, invoices, reports, permits, and other information as arc specified in the Agreement or reasonably required for execution, monitoring, or Control of CONSULTANT's Services. 13, Submittal List I , Proof of a current City of Petaluma Business License 2. A Project Plan for review and acceptance by CITY describing the proposed nletans of biosolids hauling and other required Plan information, The initial Project Plan shall be submitted within ten (10) working days after the Notice to Proceed. Subsequent Project Plans with updates including changes to operations plates and contact information shall be submitted as changes occur. 3. Whitten clesignation of CONSULTANT's representative. Communication and emergency contact information including Email addresses, cell phone numbers and emergomy phone numbers for all CONSULTANT and CITY _personnel responsible ror providing and managing the hauling Services, within telt (10) working days after' the Notice to Proceed and again as changes Recur. 4. A Traffic Plan and a Spill Response and Prevention flan for bioso Lids removal, including spill response, notification, and reporting procedures if biosolids are accidentally spilled on-site or spill oiT-site such as on public roadways, shall be submitted within, ten (10) working clays after the Notice to Proceed; An updated plan shall be subrppitted as changes occur. The Spill Response and Prevention Plan shall address prevention of spills or leakage, especially during; rainstorm events. Resolution No. 2019-148 N.C.S. Page 20 The Plan_ shall include, but shall not be limited to, all information required 'by law and shall include the following: a. A. description of all regular routes to be used for hatiling, and emergency alternate rotates. b. Emergency contact information and notification procedures. c. Personal protective- equipment requirements. d, Response instructions for it spill occut'rnag onsite. e. lZesponse instructions fora shill occurring during biosolids transport. I,'. Description of spill equipment to be maintained in each haul vehicle, g, Response instructions for emergency storage or disposal in tile event of a storage or processing facility failure. h. Response instructions if hazardous car other unauthorized material is found in load. 5, Copies of permits, approvals, exemptions, authorizations, licenses, reports and ecrtifications applicable to (-lac Services and updates of any these documents that are revised or rene.wcd during the duration of the Agreement, within thirty (30) days of written request. C. Project Plan 1. The Project Plan shall include type, size, capacity, and number cif the egtripment that are proposed to be used, dimensions and type of` trailers to be used, and days and tinges of pick Lip aid ol,'return ofhaul cantainers to The 1�CWRT� 2. 'T lie Project Ilan shall include an example of the format for monthly reports as defined in Section 2,5.A.5, 3. The Project Plan shall include a map depicting haul routes to CI'T`Y-designated Disposal Sites, el. The Plan shall include copies of al l pertiaits and approvals required for the proposed hauling of biosolids. 5, The Plan shall include a typical example. of CONSUL; I.'ANT's monthly invoice. The monthly invoice exa nplc shall include a typical monthly trailer haul log and weight (ioket. 2.5 1370SOL.IDS REMOVt1]_, A. General CONSULTAN'1, shall maintain compliance with applicable requiremen(s oil' all federal, state and local laws and regulatory agencies having jurisdiction over the Services covered under this Agreement, including„ but not limited to the regulatory requirements in effect as of the commencement of this Agrec.ment, Requirements ttlaplicable to the Services include, but are not limited to, the following; a. RWQCI3 NPDI?S rival Order No. IZ2-2Cl l f -0014; NPbI S Pertnit No. CA0037810 (San Francisco Regional Water Quality Control Board, Resolution No. 2019-148 N.C.S. Page 21 National Pollutant Discharge l�liminatiota System Permit for City of Petaluma) 2. CONSULTANT must possess and maintain in effect for the duration of this contract all necessary regulatory approvals, permits, licenses and certifications required to haul the biosolids. 3. CONSUi TANT' shall submit an annual report of total biosolids hauled to each City -designated Disposal Site, and other illronnation required by regulation and by CCT'Y. CONSULTANT shall submit the annual report to CITY by January 1-5-20 each year l:or the previous calendar year. 4CONSULTANT shall submit weight tickets to verify the quantities of CIT'Y's biosoliils liatticd. Weight tickets shall have as a minimum the following in rornaation: a. Weight 'I ieket/Receipt Number b. Name of Hauler c, Trailer License Number d. Customer Narne (City oP Pc alunlra) e. Source (Ellis Creek Water Recycling Facility) f. Date. g. Time h. Ciross, tart:, and net weight i. Signature of'weigh station attendant 5. CONSULTANT shall submit a report monthly that shall include receipts, manifests, and a trailer load log for all biosolids hauled, organized in chronological order showing date, trailer tnunber, gross and tare haul vehicle weights and net load weights with weight ticket cumber, destination sites, and other load infor7tration. Monthly reports also shall include a status repor=t regarding Agreeaiient requirements and any proposed Project Plan changes for CITY review and acceptance. C. CITY reserves the right to inspect and observe all aspects of CONSULTANT's activities relating to the Services withoutprior notice or CONSULTANT's knowledge. 7, CONSULTANT shall notify CITY as soon as possible but no later than twenty- four (24) hours should a local, state or federal regulatory agency Find the CONSULTANT ill violation of laws or regulations of its pernait(s), CONSULTANT shall provide details on how it plans to correct or mitigate the violation. Failure to notify CITY within tlae indicated tittle frame may result in CITY exercising its right to treat such note -performance as all event for which CONSULTAN`1' agrees to pay liquidated damages. 8. CONSULTANT shall notify CITY within two (2) hours of awry reportable accident or shill occurripg, during the Performance of Services for this Agreement. B. Loading, Staging and Hauling Equipment l-Iau1 Trailers Resolution No. 2019-148 N.C.S. Page 22 a. CONSULTANT shall furnish steel or allullinUill body end dump, water -tight, equipped with permanent plastic bed liners or approved equal, serni-trailers in vicar -new condition with sturdy easily deployed covers, suitable for loading, staging, acrd transporting biosolids over State highways. Trailers shall have a minimum VOIL1111C Capacity of 42 cubic yards, a minimum length of 36 ft. and a maximum length of 40 reet. The trailers shall easily fit into the loading bay as shown on the drawing in Attacl-irnent A-3. Trailers shall be Travis Classic Frallieless trailers, or approved equal, b. Haiti trailers shall comply with Department of Transportation requiremen(s for the transportation of biosolids over State IlighwaYs. c, CONSULTANT shall ensure that CITY IlaS the OpfinlUrn number of trailers lor efficient operations, shall provide a minimum of four (4) trailers designated for the I3,CWIU at all times, and shall provide additional trailers as required, Trailers shall be maintained by CONSUIA'ANT. If a trailer is identified by the City as being defic-iclit or difficult to load, tarp, or shuttle, that trailer shall not be used for the work and shall be removed fi-om the Site by CONSULTANT within five (5) calendar days and replaced, 2. CONSULTANT may propose tile, installation and use of additional equipment at the E'CWRF to facilitate loading, staging, or hauling of biosolids in CONSULTANT'S trailers suchas equipment to control odors, vectors, or rainwater provided the equipment and installation is reviewed and approved by CITY. tf the equipment and installation is approved by the CITY, C(-.)NSUI,'I'AN'I' shall pay all costs of furnishing and installing the equipment at no additional expense to CITY. C. Biosolids Quality 1. The EMU produces biosolids that (to not constitute a hazardous waste as defined by Chapter 11, Division 4.5,'ritle 22 of the California Code of Regulations, 2, l3iosolid5 average between 15 percent and 22 percent total solids by weight, on an average monthly basis, 3. CITY makes no reprewntation-that the biosolids produced by the ECWIU" will lltivc a particular viscosity, characteristic, or quality except as identified hel'0111, 1). Biosolids Removal Procedures 1. The 17,,CWRF dewatering process normally operates on a regular schedule and produces dewatered biosolids seven (7) days per week, Dewatered biosolids shall be removed from the 13CWRIT on a regular schedule. Fully loaded and partially loaded trailers shall be removed as directed by CITY staff", aad the hauling schedule shall not restrict the production of biosolids. 2. CONSUL.` 'ANT'S labor and haul truck drivers at the ECWRF site shall be courteous and neat and clean in appearance and shall have sufficient profioicney in E,ngi,ish speaking skills to communicate clearly and understand verbal and written directions given by the ECWRF operations stall' and as required to perform Services for CITY. Resolution No. 2019-148 N.C.S. Page 23 3. During normal operations, ECWRF operators will shuttle trailers to and f om the Trailer Staging Area and the loading bay as the dewatering process dictates, Periodically, CONSULTANT's drivers shrill be required to provide shuttling services. I1CWRF Operators will identify exactly which trailers need to be moved and where they need to be moved. 4. Empty trailers transported to the FiCWRF shall be logged -in and parked at: the Trailer Staging Area or positioned in the biosolids loading bay or placed at another onsite location as directed by EC:WRF operations staff, Loaded trailers shill be inspected and hauled G'oni the Trailer Staging Area or from the biosolids loading bay or other onsite location as directed by ECWRF operations staff, 5. All haul trailers shall have a vehicle license number and CONSULTAN sha-ll use the trailer vehicle license number as an identification number on all weigh tickets and load logs. G. At any time, CITY may inspect haul vehicles or request for review copies of driving licenses, registrations, driving record, on -board spill response and safety equipment, or may interview CONSULTANT s drivers. UCITY identifies Haat a haul vehicle or driver violates CITY, local state or federal laws, regulations or policies, or do not nice( the requirements of the Agreement CITY pray issue CONSULTANT a NOD (Notice of Deficiency). CONS haul vehicle or driver may be required to stop providing Services to CITY when issued a NOD until the deficiency has been corrected and the vehicle or driver has received and passed re -inspection. F. CONSULTANT Responsibilities 1. CONSULTANT shall be responsible For all federal, state, and local regulatory requirements for the lawful transport and unloading of biosolids. The CONSULTANT shall not exceed the gross road, bridge, or highway weight allowances in pounds, when loaded, based on the length of the truck, trumbor of axles or 80,000 lbs., whichever is lower. 2. CONSULTANT shall be responsible to provide training to all its drivers on CITY policies and procedures and the approved Spill Prevention and Response Plan and shall ensure that all haul vehicles used for CITY biosolids contain the approved Spill Prevention and Response Plan and spill cleanup equipment, 3, CONSUL`I'ANT''s drivers shall be subject to regular testing by CITY personnel for knowledge. of CITY policies and procedures, and the spill prevention and response plan, Non-compliance with plant policies or lack of training and preparedness of CONSULTANT's drivers may result in CITY issuing tine CONSULTANT a NOD. 4. CONSULTANT shall be responsible for reporting within two hours to the regulatory agencies having jurisdiction and to CITY's designtated emergency contact person the occurrence of any reportable spill of biosolids white being transported or at the Disposal Site or any reportable accident involving a vehicle carrying the City's biosolids, Failure to immediately report a spill ofbiosolids or an accident may be subject: to liquidated da -mages in accordance with Attachment A-2, Resolution No. 2019-148 N.C.S. Page 24 5, CONSULTANT shall be responsible for the CICallUp Of all Spills Of biosolids while being transported or at the Disposal site to the satisfaction of the regulators and CITY. In tile even[ 01'Undi-le delay, CITY may authorize its staff or any third party to perlorm required cleanup lades, CONSULTANT shall be responsible For paying all costs to clean up spill is required and shall pay till fines and penalties assessed by regulatory agencies because Of the Spill. 2.6 COMPENSATION, INVOICtNGAID -PAYMENI A, Measurement and Payment For and in consideration of file Services performed by CONS Ll L"J"ANT as described in this Agreement, CONSULTANT shall invoice CITY in([ CITY shall compensate CONSULTANT P1,11-SIKInt to Section 2.6.A.2, for the hauling orand reuse or disposal of biosolids, except as noted in Sections 2.6 C "Liquidated Damages and Non-performance", and 2.7 "Ad'iustmen( to Compensation", and as otherwise agreed to in writing by both parties. CONSULTANT agree..", that the conipe'llsatioll specified herein includes all of its overhead, capital costs, permit fees, reporting fees, verification and training fees, and represents all costs to load, transport, and unload the biosolids including but not limited to Furnishing till labor, equipment, materials, vehicles, fees, maintenance, insurance, permitting, monitoring, and reporting as described herein, No other expenses or costs associated will) the Services may be invoiced to City, 2. CONS ULTANT' s costs to CITY for hauling of ams biosolids shall include: a, 'A base charge per load for Loading of trailers at RUAIRF and for unloading at the designated Disposal Site, AND b. A transportation charge per mile for transport of the biosolids to the designated Disposal Site. The base charge and transportation charge shall be shown in the schedule set 661-th in Attachment A-1 included hereto and incorporated herein, B, CONSULTANT shall su billi t i rivoices for paymen I monthly that shall i net u de tin invoice sUillmory, a load log summary ror all biosolids hauled, mileage records, certified receipts (i.e. weight ticl<ets) rt)1- all loads hauled From weigh stations and/or Disposal Sites, and any other information required to substantiate invoices, CITY will process the approved invoice after satisfactory review of the payment request and supporting documents. t, C. Liquidated DanlageS and Non-Pei-forillance I , CITY and CONSULTANT find that as of the time of tile execution of this Agreement, it is impractical, if not impossible, to reasonably ascertain the extent of damages which shall be incurred by City as a result of a hi -each by CONSULTANT of its obligations under this Agrecment, The Iactors relating to the impracticality of ascertaining damages include, but are not limited to, the fact that: a. Substantial damage may result to CITY from fillpai"Illent to its wastewater program due to non-conflot,ming Services. Resolution No. 2019-148 N.C.S. Page 25 1), Substitute perlorniance for non-con-forining Agreement Services may be available at substantially higher cost than the Agreement Services and the monetary loss resulting from delay in obtaining substitute Services is impossible to calculate in precise monetary terms, c, The termination of this Agreement for such breaches, and other remedies may, at best, be a mearis of future correction and not necessarily a remedy that makes CITY whole for past breaches, CITY and CONSULTANT recognize that if CONSULTANT fails to perform the Services as required., CITY will suffer damages and that it is, and will be impractical and extremely difficult to ascertain and determine the exact amount of damages which CITY will suffer. Therefore, without prejudice to CITY's right to treat such 11011- perfori-mance as tin event ol"deftlUlt, CITY and CONSULTANT agree iii accordance with California Government Code Section 53069,85 that the liquidated damage amounts shown in Attachment A-2 represent a reasonable estimate of the amount of sueh damages considering all of the cil-clillistances existing on the effective date of this Agreement, including the range of harm to CITY that reasonably Could be anticipated and the anticipation that proof ofactual damages would be costly or impractical. 2, CITY may determine the occurrence of events giving rise to Liquidated Damages through the observation of its own employees or representatives or investigation o f complaints by regulatory agencies, land owners, or the public. 3. [Jquidated Damages will typically lie deducted from CONSULTANT invoices by the CITY within 30 calendar days of time date the Liquidated Damages ate. assessed. 4. CONSULTANT agrees to pay (as Liquidated Damages and not as a penalty) the. amounts set forth in the Schedule of Liquidated Damages, included as Attachment A-2 of this Scope of Services. Such damages as set forth in the Schedule of Liquidated Damages are milestones for LISC in assessing the Liquidated Damages for.failure to timely perform certain aspects of the Services. 5. City may assess Liquidated Damages for failure to timely perform the Services in accordance with Attachment A-2, subject to the same annual adjustments, as are specified in Section 2.7 A4justinent to Compensation. 2.7 ADJUSTMENTIO COMPENSATION A. The charges shall bcmijustcd on July I of each year. No adjustments shall be made until July 1, 2020. The adjustment to compensation shall be as follows: The base charge per load as shown ill the schedule set forth in Attachment A- I shall be increased or decreased by the change as InCaSUred by change to the M, Department. of Labor Bureau of Labor Statistics All Urban Consumer Price Index — Sat) Francisco Bay Area (CPI) for the annual percent change based oil data flor the month of June for (lie previous calendar year. The base charge shall beadjusted by ninety (90) percent of the CPI change dUring that period except that the Resolution No. 2019-148 N.C.S. Page 26 adjustment in any one-year shall not exceed rive (5) percent during that period. The adjusted rate shall be rounded to the nearest $0.05, 2. The transportation charge per mile for biosolids as shown in the schedule set forth in Attachment A-1 shall be increased or decreased by one percent (I%) for every one percent (1%) change in 117e price per gallon of diesel according to the California diesel fuel price as identified in the United States Goverm-nent'nergy Information Administratim (DILA) diesel fuel price index identified as the "Weeidy Retail Oil- Ilighway Diesel Prices". The diesel price on the first week of June 2019, shall be Cho basis for the initial compensation adjustment effective; July 1, 2020, and the adjustment shall be the percent difference in price for the preceding; calendar year. Subsequent annual ti(tjttstments shall be the percent dift=crence in the price per gallon of diesel 1'or the preceding calendar year. The adjusted rate shall be rounded to the nearest $.05. The index is available on the Internet website Ill t)+S:/lww eia go I/ olrole m� /gasdieselt, B. `rlie average monthly guttntities and scliedule of produetion of biosolids to be transported that are given in this Scope of Services aro approxilaiatc only. The actual average monthly quantities may vary frown the quantity provided hereim No adjustments to the compeiIisation provided In the Agreement shall be matte therefore except as Voted In this Scope of Services. END OF SCOPE, 01+ SERVICES Resolution No. 2019-148 N.C.S. Page 27 ATTACHMENT .A. -I SCOK,, Cl, SERVICES FOR TIJEE HAULING OF 7310SOLIDS FROM THE IsLLIS CREEK WATL;R RECYCLIN0FACILI`Y SI'RWES COST SCI IEDULE For the Pull perlInInance of services set Jorth in the Scope of Services as described herein, CITY shall compensate CONSULTANT using the lolloNving unit costs. No other expenses or costs associated with the Services inq be invoiced to the City, except as noted in Sections 2.6 "Compensation, Invoicing, And Payment" and 2.7 "AdJustment to Componsation", and as otherwise agreed to in writing by both parties: Base C_'laat'ge. Cost for Loading and Unloading Transportation Charge Distance to Disposal Site 0 to 50 miles Prom ECWRF 5l to 100 miles from ECWRF More than 100 miles from ECVRF Unit Cost $ / Load 11110.00 Unit Cast S, / Mile $4.14 2_ . ��jj Z Resolution No. 2019-148 N.C.S. Page 28 ATTAC[IMENT A-2 CI-IEDULE FOR UQU'll)ATED DAMAGES CONSULTANT may be assessed Liquidated Damages if Consultant fails to timely perform Services listed in this Attachment in accordance with the terins Gild conditions of the Agreement No. Description A11101111t 1. 611urc to Matintain Continuous Reliable Sca-vice. For ruilure to $1001 Day provide equipment or personnel required to provide continuous reliable performance of the Services defined in the Agreement. of Spill; Failure to notify Cl' -FY tar other auithority(s) � 3Notification $1C)QO/ having.jurisdietion within tilt. first two hours after the occurrence that a Each Flour reportable accident or spill has occi-m-ed involving performance of the Delay Services provided to the City under this Agreement. Notification of Regulatory Violation: Failure of CONSULTANT to $5001 Day report to CITYany violattion of federal, state, or local laws, or Delay in regulatory requirement assouinted with the hauling and reuse or Notification disposal ofbiosolids or the Services identified in the Agreement. In plaacing Designee's signature and date at the place provided, each party specifically confirms the acottracy of the statements made above and the fact that each party has lead ample opportunity to consult With legal counsel and obtain an explanation of liquidated damage previsions of the time that the Agreement was made. C'ousultulit,,1t:T, . z City Date: Date Resolution No. 2019-148 N.C.S. Page 29 ATTACHMENT A-3 MAPS, I?tGI1RFS AND DRAWINGS Resolution No. 2019-148 N.C.S. Page 30 0 0 3, 01 -A G (t� T I( a Jz- rY � vii f W a f Resolution No. 2019-148 N.C.S. Page 31 Resolution No. 2019-148 N.c& Page 32 §!I Resolution No. 2019-148 N.c& Page 32 Resolution No. 2019-148 N.C.S. Page 33 EXHIBIT A-2 SCOPE OF SERVICES {Oki ml, MANAGE MENT OF BIOSOLIDS FROM THE ELLIS CREux WATER RECYCLTNG FACILITY Table of Contents Section 1. Genern] Conditionsind Requirements 1.1 Definitions 1.2 Qual i ficati oils 1.3 General Limitations and Requirements IA CONSULTANTSs Representative 1.5 Safety Requirements ,Section 2 Specific Reg tdrements for Services 2,1 Description ofServices 2.2 Location ol'Trea(ment Facility 23 List of Services 2.4 Submittals IS Biosolids Management 2,6 Compensation, Invoicing, wid Payment 2.7 Ad.justinew to Compensation Attachments Attaoliment A-] Services Cos( Schedule Attaclunerit A-2 SChedLIIQ- foi- Liquidated Damages Attachment A9 Wastewater Solids Laboratory Data Attachment A-4 Ellis Ci -eek Water Rceyelitig Fa-61ity Locution Map Resolution No, 2019-148 N.C.S. Page 34 SECTION 1 GENERAL CONDITIONS AND REQUIREMENTS EMENTS 1.1 DEFINITIONS Whenever used in this Scope of Services, the following terms have the meanings indicated in this Section and meanings are applicable to Moth the Singular and plural thereof' Il' a word which is entirely in Lipper case in these definitions is found in lower ease this Scalae of Services, then the tower case word will have its ordinary meaning. Agreement - 'flit. Professional Services Agreement including associated exhibits, the Scope of Services (all required certificates, affidavits an(l other documentation), amendments to the Agreement, executed between the CITY and CONSULTANT covering the Services to be performed. Agronomist ---- An export in soil management and field -crop production with at least 5 -years experience in calculating biosolids application rates in agriculture using at a minimum; site information including soil and crop type, plant -available nitrogen provided by other sources than biosolids, estimated ainount of plant -available nitrogen needed from biosolids, collected data from the biosolids, estimated plant -available rutrogear per Dry Tun of Biosolids, estimate inorganic nitrogen retained, estimate Organic nitrogen mineralized, calculation of agronomic biosolids application rates, and verification that actual biosolids land application rates for all iuitrients and pollutants in the field comply with approved and reported values, and with regulatiOns. Amendment - A document signed by CONSULTANT and CITY that authorizes all addition, deletion, or revision to the Scope of Services, or an adjustment in the compensation for services or the Schedule of Services, issued on or after the Effective Date of (ire Agreement. Biosolids - Municipal wastewater sewage sludge and ether liquid wastes that have been treated and tested and shown to be capable of being beneficially and legally used as a soil amendment for agriculture, silviculture, horticulture, and land reclamation activities as specified under 40 CFR 503. C alendat, Day — A calendar day cif24 hours measured fx'orn midnight to the next rnidnight. Certified Receipt — Weight ticket issued at a eertifted scale with a receipt from a Disposal Site that verifies the wet tons of biosolids received at the Disposal Site, CITY - The City of Petaluma or a designated representative of (he City or Petaluma. CONSULTA-NT or C"ONTIIAC'T(OR - The individual, partnership, corporation, joint-ventute, or tither legal cntity with whom CITY has executed the Agreement. Deficiency --- Where CONSULTANT has been found to be in violation of the Agreement requirements, ECWVRV operations or safety reduiren-lents, or local, state, or federal laws or regulations applicable to the Services. Resolution No. 2019-148 N.C.S. Page 35 Disposal Site - means the location where any process or method For biosolids an magoment occurs. This includes associated properties for land application, ECWRF - Ellis Crede Water Recycling Facility, the CI`l;Y's wastewater treatment plant located , - 890 Cypress Drive, Petaluma, CA 949:54 and [lie adjacent oxidation pond site tit 44(}(1al(eville. Hwy, Petaluma, CA 94954 haul Vehicle -means any truck, trailer, semi -trailer, tractor/trailer combination or any self- propelled or motor -driven vehicle used by CONSULTANTon any public highway for the purpose of transporting biosolids. Hazardous Waste - The terra Hazardous Waste shall have tlae meaning provided in Section 1.004 of the Solid Waste Disposal Act (42'U.S.C. Section 690() as amended from time to time and shall mean any material that is subject to the Hazardous Waste Manifest Requirements of the U.S. Environmental Protection Agency specified in 40 CM Part 262, I nvoice - The form accepted by CITY which is to be used by CONSULTANT to request monthly payments for services and which is to be accompanied by such supporting documentations as are requestedby the CITY or required by the Agreement, Land Application — The beneficial reuse of biosolids by the application as a soil amendment at permitted agricultural sites in conformance with allapplicable latus and regulations, Laws or Regulations - Any and all applicable laws, rules, regulations, ordinances, codes, and/or orders of any and all governmental bodies, agencies, authorities and courts having jurisdiction. NOD, Notice of Deficiency — An official notice issucd by CHYY to CONSULTANT for a deficiency in providing the Servicesdescribed in this Agreement-. Processing To prepare, treat, or convert biosolids. Processing Site — Any plant or site used for the purpose Of sorting, cleansing, treating or converting materials for the purpose of Making such material available flor reuse, Project Plan — A biosolids management and operations plan that fully describes the operations involved with providing the Services to the CITY of managing tlae CITY's biosolids. Dense - rncarrs to handle, transform, process, or reman racture materials into beneficial, usable, or marketable materials for use other than landfill disposal or incineration as a waste, Subcontractor - An individual, partnership, corporation, joint -venture, or other legal entity having a direct contract with CONSULTANT or with any other subcontractor for the performance of a part of the Services in accordance with the requirements of this Agreement. Ton (or Tonnage) — means a unit of measure for weight equivalent to two thousand (2,000) standard pounds where each pound is sixteen (16) ounces, Word( - Performance ol'Services as described in this Agreement. Working Day - Any day except SatUrdays, Sundays and CI'f Y holidays. Resolution No. 2019-148 N.C.S. Page 36 i .2 QUALIFICATIONS A. CONSULTANT shrill have at least three (3) years of recent experience and financial capability to provide Full services managing and executing similar agreements for biosolids management, CONSULTANT shall have experience providing reliable and effective biosolids management services including per7uittfng, beneficial reuse, disposal or other methods or technologies. CONSULTANT shall supply comprehensive information regarding its qualifications and recent experience completing similar services agreements, its financial and bonding crtpabilities, and experience in biosolids management for CITY review and acceptance. 13. 1`f biosolids management includes land application, CONSULTANT shall enlist the services ofan Agronomist with at least five (5) years ol'experience conducting similar Work calculating biosolids application rates, crop nutrient requirements and uptake rates, nutrient and pollutant loading on Gelds, and providing verification that approved biosolids application mates were followed in the field. CONSULTANT shall supply information regarding qualifications and experience of the Agronomist for CITY review and acceptance. 1.3 C,l SNI RAL LIMITATIONS ANIS REQUIREMENTS A. CONSULTANT Shall obtain a- business license from the City of Petaluma prior to contract execution, Processing of a lnrsiness license, takes approximately ten business clays. CONSULTANT shall apply for a business license no later than live calendar days following the Award or (lie Agreement. B. The i?CWIW is an operating municipal wastewater treatment plant and CONSULTANT shall coordinate all Services with CITY and the CITY's other contractors and service providers and ,shall not in airy 'way impede or impair the: operations of the treatment plant or other work at the site. 1A CONSIJL'I'ANT'S REPRESENTATIYI , A. CONSULTANT shall designate ill writing before starting work an authorized representative who shall have the authority to represent and aet for CONSULTANT for the duration of the contract. Any change in the designation shall require prior review and acceptance by CITY. E3, When CONSU :I"ANT is comprised of two or more persons, firms, partnerships or corporations functioning on a joint venture basis, said CONSULTANTshaII designate in vvriting before starting work, the name of one authorized representative who shall have the authority to represent and act for CONSULTANT. C. Irl the case of urgency or emergency where CONSULTAN`I':s authorized representative is not present on any particWar part of the work and where CITY wishes to give notification or direction, it will be given to and be obeyed by any of CONSUITANT's workers in the arca. Resolution No. 2019-148 N.C.S. Page 37 1.5 SAl l i -Y REQUIREMENTS A. CONSMAN`I' shall comply with all CAL/OSI-IA, Department of Transportation and all culler applicable safety cectuircmcnts. It shall be CONSULTANT'S sole responsibility for aaraking sure That these safety rectoirenrents are met and CONSULTANT shall hrlly assunxe all liabilities for any damages and/or it1jur•ies resulting from its failure to comply with the safety requirements, hailt re. on tate CITy'S part to stop unsafe practices shall, in no way, relieve CONSULTANT of its responsibility. 13. C'ONSL7I TAN'C shall inform all workers of the hazards and safety procedures associated with handling biosolids, hazardous chemicals, and other hazards that may be present. CONSULTANT shall he responsible for directing all its workers and subcontractors to strictly adhere to the approved methods for safely conducting work associated with handling wastewater solids. No work shall proceed until each CONSULTANT Nvorker and subcontractor understands the scope of thy: work and all safety rules and work procedures to be 161lowed. CONSULTANT shall not allow a new employee or new subcontractor to begin any work on CITY projects without a full acrd proper safety orientation, CC)NSUurANT shall take all necessary precautions for the safety of, and shall provide the necessary protection to prevent damage, iijiury, or loss to the following; All of the Services incl materials and equipment to be used to perform the Services as described herein. C. CONSULTANT shall notify the CITY within two boors of any reportable accident, h jury, of occupational illness occurring during tale performance of'Services for this Agreement. Resolution No. 2019-148 N.C.S. Page 38 SECTION 2 SPECIFIC RCQUM-EMF,NTS FOR ,SERVICES 2.1 DLSCIw-a ON OF SERVICES A. General CONSULTANT shall furnish the necessary resources for nn�nraagennnent of the City's biosolids produced at the Ellis Creek tarter Recycling Facility (FCWRF). B. WasteNvater Treat7nient Facility Operations The FC>WIZI, is designed to treat 63 million gallons per day (average (try weather flow) of municipal wastewater Irom the City of Petaluma. Luring normal operations, the I CWRF will stabilize and dewater biosolids using the following treatment processes: headworks equipment for screening and grit removal, oxidation ditches with activated sludge treatment, and mesophilic anaerobic digestion, Digested sludge is stored in a sludge storage tank prior to dewatering by a low -speed rotary screw press, and transferred by shiftless screw conveyors into haul trailers pre -positioned in a loading bay adjacent to the Screw Press Building, The loaded trailers will be hauled frons the ECWMI site by a contractor to a Disposal Sitc(s) determined by CONS U f ANT in consultatiUn with the CITY. C. Biosolids Mainagenment Process and Methods CONSULTANT shall manage, the biosolids by processes and methods meeting all regulatory requirenie nts and the approval of CITY. It is the CITY's intent to encourage reuse of biosolids within the region and to minimize transport distances for biosolids. Nlauagenic tnt of biosolids must comply with the following requirements; I . A minimum often percent.(10%) of CITY's annual biosolids shall be processed in a facility that mads requireruents to produce Class "A" biosolids as specified tinder 40 CFR 503: The Class A facility shall be located within 50 miles of the, I1CWRF. 2, A rninirnuna of fifty percent (50%) of CITY's annual biosolids shat) be land applied at sites within 100 miles orthe 1CWRF. 3. All other biosolids shall be processed, land applied, reused or disposed at sites within 120 miles ofECWRF. D, Detivery of Biosolids to CONSULTANT CITY shall separately contract for hauling' of biosolids from, 1=,C WRF to Disposal Site(s) determined by CONSULTANT in contiultation with CITY. 1. Biosolids will be delivered to CONSULTANT from, 13CWRl1 typically six days per week, Monday through Saturday, 2, Biosolids delivery will initially be eight to nine loads per week of approxinnately 20 wet tons per load. After CITY begins to treat High Strength Waste, expected Resolution No. 2019-148 N.C.S. Page 39 in fourth gtlarter 2019, the number of loads will increase to tell to fifteen per week, E. Biosolids Quality 1. The EC`WRF creates biosolids treated fbi, pathogen Lind vector attraction reduction and will monitor dewatered biosolids with regular{ laboratory testing as required to ensure that; at a minimum, the CITY's biosolids have the fbllowing characteristics: a. Are classified as Class `B" Biosolids meeting vector attraction reduction and pollution ceiling concentration limits .for the nine regulated metals of EPA 40 CFR 503 and pathogen reduction standards specified in BFIA 40 CFR 503.32(1)), b. Do not constitute a hazardous waste as defined by Chapter 11, Division 4.5, Title 22 of the California Code oCRegulations. c. Are suitable for reuse in a composting process or ('or land application. d. Average between 15 percent and 22 percent tonal solids by weight, on an average monthly basis. c. Do not colrtairl any radioactive isotopes at levels regulated under applicable law. 1 During special operational circumstances such as treatment process upset, the I CWIZF may produce unclassified wastewater solids that are not fully stabilized or that do not meet the duality or monitoring requirements ot'Class `B" biosolids as dofincd herbal and as required for land application by all tederat, state, and local laws and regulations. To date, CITY has not produced any unclassified wastewater solids at EC.'WZRF. CITY may require CONSULTANT to nla►lagc unclassiCcd wastewater solids. C'ITY's unclassified wastewater solids will larlvc, at a rnininlunl, the following charracteristics: a. Comply with pollutant ceiling concentration limits for the nine regulated iaaetals ol'40 C'..I1R 503 regulations. b. Do not constitute a hazardous waste as defined by Chapter 11, Division 4.5, Title 22 of the California Code of Regulatiotls, c. Do not contain any radioactive isotopcS ;at levels regulated under applicable law. 3_ CITY wHI monitor biosolids treatment processes and conduct regular biosolids 40 CFR 503 pollutant concentration testing as required to classify ECWRF biosolids as Class 13 Biosolids suitable for reuse during the terns of the Agreement. CITY will make its independent test results available and will provide review and authorization of NANI (Notice of Necessary Information) Cor ECWRF biosolids to CONSUUFANT as required to assist CONSULTANT to obtain and maintain reuse, processing, or disposal permitting. 4. CITY's existing monitoring program includes testing samples of dewatcred biosolids frond the ECWfI- for constituents including, metals and priority pollutants as required to meet stringent landfill waste acceptance criteria. The Resolution No. 2019-148 N.C.S. Page 40 wastewater solids quality reports firm (lie years 2017 and 2018 are included iii this Scope of Services in Attaclunent A-3, for information only. 5. CITY makes no representation that the classified biosolids produced by the EC•WRF will have a particular viscosity, characteristic, or quality except as identitted herein. F, Wastewater Solids Estimated (quantity During normal operation of the EMM' dewatering process, the production of dewatered bioslolids is estimated to be ill the ra►ige of six hundred (600) to one thousand one hundred (1,100) wet tons per month, 2.2 LOC'ATioN or, TREATMENT FACILITY The biosolids will be generated at I CWR,' located at 3890 Cypress Drive, Petaluma, CA 94954. 11CWRF is adjacent to and west of Lakeville Highway (State Highway 116) approximately two miles south of the intersection of Lakeville Highway and State Highway 101, in Petaluma, Sonoma County, California, 94954. See Attachment A -d to this Scope of Services, for a map showing the general location of the ECWRF- 2.3 LISTOU SE MIC> S The Services to be performed by CONSULTANT undcr this Agreement include., but are not limited to, the hollowing: A, Furnishing all labor, mate►'ials, equipment, and maintenance required for uttixtageme►lt of biosolids generated by 1 C'WRF commencing after Agreement negotiations and award and issuance of the Notice to Proceed. B. Providing approved biosolids management processes or methods such as land application under the guidance of an Agronomist, Class A treatment process, composting, rei►se as landfill alternative daily cover, disposal in a landfill as a waste, or other legally acceptable methods. C. Coordinating with CITY and CITY's hauling contractor to accept biosolids from >;MU on a regular schedule, approximately six (6) days per week except under special circumstances and wheat City authorizes a modification to the regular schedule. CITY must approve any permanent schedule change. D. Submitting all required reports, schedules and documentation to CI't`Y to demonstrate performance 01' Services. E. Providing additional biosolids management services if CITY requires unclassified Wastewater solids removal, such as night be caused by special operational circumstances, high inflow VOtUines, or process or egUip Ment problems. In such event, CITY reserves the tight to require CONSULTANT to accept additional biosolids or wastewater solids, upon 1 9 -hour prior notice by Cl'M Resolution No. 2019-148 N.C.S. Page 41 F. Obtaining all permits, authorizations, and exemptions, paying allfees, and complying with all federal, state and local laws and regulations, permits, codes ordinances, and requirements ror biosolids n-wriagernerit. G. Responsibility for complying with all JaNNrs and regulations ror monitoring, recordkeeping, and reporting requiretnents for Jailcl application, coluposting, or any other biosolids process or method. 1-1, Submitting a copy to the CITY of regulatory permitting, approvals, I'loni(Oring reports, laboratory reports, annual processing and land application reports, or other documentation of any projec( related activities per-rorn-ted by CONSULTANT as are spocifted in the Au0rcoment or when requested by the CITY, 1, burnishing other material,, and equipment or providing other services required to complete the Services as described in this Scope of Services. 2.4 SUBMITTALS A. CONSULTANT shall submit to CITY ror review in the time specified or in arriple time for each to serve its put -pose such schedules, requests, invoices, reports, test result,,,, permit-,, and aller inflon-nation as are specified in the Agreement or reasonably required for execution, monitoring, or control of CONSUI,TANT's Services, 11, Submittal List I , Proof of a current City of Petaluma Business License 2, A Project Plan for review and acceptance by the CITY identifying the proposed sites, processes and methods for biosolids management and other required Plan information, 'rhe initial Project Plan shall be submitted within toil (10) working days utter the Notice to Proceed, SLINSC(II.1011t PrOjcCt Plans with updates including changes to operations plans, contact information, biosolids nianagernent options shall be submitted as changes occur. 3. Written designation of CONSULTANT's representative. Conuliunica(ion and emergency contact information including Email addresses., cell phone numbers and emergency phone. numbers ror all CONSULTANT and CITY personnel responsible for providing and managing biosolids Services, within tell (10) working days after the Notice to Proceed and again after changes occur. 4. Copies of permits, approvals, exemptions, AUtllOriZRtiOIlS, licenses, reports and certifications applicable to the Services and updates oraily these document,,; that are revised or renewed during the duration of the Agreement, within thirty (30) clays of written request, C. Project Plait 1. The, Project Plan shall provide inf'ormation oil each biosolids management process or method to be used and the associated sitc(s). 2. Vor land application, the Project Plan shall specify vector attraction reduction options, application site location(s) and map, significant environmental features, identity site monitoring, identify property owner and operator and lease Resolution No. 2019-148 N.C.S. Page 42 agreements. The Project Plain shall describe site history, and provide the projected site capacity by the Agro►ionust including application rates, training by the Agronomist: for site personnel, and verification I)y the Agronomist that application rates were followed. If the sites) is to be leased for beneficial reuse of wastewaater solids, provide authorization by owners. 3. The Project Plan shall include copies of all permits and approvals required for all the proposed biosolids management processes or methods(s), including but not limited to RWQCB (Regional Water Qualif-y C,ontcol Dotard) waste discharge permits and requirements, solid waste facility permits and agreements, conditional land n►se permits, waste disposal exemptions from all federal, state, and local agencies having jurisdiction. 4. The Project Plan shall include a typical example ofCONS UL;I'ANI"s monthly invoice. 2.5 BfOSOIJDS MANAGEN/II"NT A. General C~ONSULTANT shall maintain compliance with .applicable requirements of all federal, state and local laws and regulatory agencies haiVi►ng jUrisdiction over the Services covered under this Agreement, including, but not limited to the i'egUlat9ry IWILlirements in effect as of tile. commencement of this Agreement. Requirements applicable to the Services include, but are not limited to, the following: a. RWQCB NPDES pinnal Order No.. R2-2016-0014, NPDES Permit No. CA0037810 (San Francisco Regional Water Quality Control Board, National Pollutant Discharge Elimination System Permit for City of Petaluma) b. SWltClJ General Order (California State Water Resources Control Board Order No, 2004-0012-OWQ-Gencraal Waste Discharge Requirements for the Discharge of Wastewater solids to Lund 1©r Use as a Soil Amendment in Agricultural, SilviCUItU1'al, IIortieultUral, and Land Reclamation Activities) c, EPA's Wastewater Solids Rule40 CFVR 503 (Etnvironmental Protection Agency Standards for the Use and Disposal of Se va c Sludt c, "title 40 of the Code of Federal Regulations, Part 5.03) cl. Local band application requirements for biosolids management sites. 2. CONSULTANf must possess and maintain in effect for the dUration of this contract all necessary regulatory approvals, permits, licenses and certifications required to manage biosolids. 3. For land application of biosolids, CONSTJLTANT shall enlist the expertise of a Soil Agronomist to calculate application. rates and provide expertise in preparation of monthly and annual reports. Resolution No. 2019-148 N.C.S. Page 43 4CONSULTAN`f sliall submit a monthly schedule to CITY of intended biosolids Disposal Site(s) by the last day of the month for the subsequenlmonth. 5. CONSULTANT shall submit an nmaual report of total biosolids managed, including total biosolids received, Disposal Sites) information, nutrient and metals loading fnr land application, and other information required by regulation and by CITY for C1'I1''s annual biosolids report to regulators, The CONSUL'T'ANT shall submit results or analyses for concentrations of all regulated chemicals an(] biosolids characteristics and land application site details and capplicat.ion rates for each land application site. 6. CONSULTANT shall retain Certified Receipts to verify the quantities of CIT'Y's biosolids being managed. 7. CONSULTANT` shall submit a monthly biosolids report including Certified Receipts for all biosolids managed. Monthly reports also shall include a status report regarding Agreement requiremcnts and any proposed Project Ilan changes tog, CITY review and acceptance. If a biosolids management method is land application, the monthly report shall also include other information required by regulation and for CITY's reports to regulators. 8. CI'T'Y reserves the right to inspect and observe all aspects of CONSULTANT's activities relating to the management ol'CITY's biosolids including access to trig land application sites, storage facilities, composting facilities, or other reuse, processing, or disposal sites without: prior notice or CONSUL'TANT's knowledge, 9. CONSULTANT shall notify CITY as soon as possible but no later than twenty- four (24) houl'ti should a local, state or federal regulatory agency find CONSULTANT in violation of laws or regulations of its permit(s). Tile CONSULTANT shrill provide details on how it plans to correct or mitigate the violation. Failure to notify CI'T'Y within the indicated time frame may result in the CITY exercising its right to treat such non-performance as an event ror which CONSULTANT agrees to pay liquidated damages. 10. CONSULTANT shall notify CITY within two (2) hours of any reportable accident or spill occurring during the performance of Services for this Agreement. 11. CONSULTANT shall be responsible, at its expense, for meeting all monitoring and reporting; requirements imposed by all regulatory agencies having jurisdiction over CONSULTANT operations, All wastewater solids sampling, laboratory analyses, or characterization that CONSULTANT may require for pernnit acgtusition, regulatory compliance, wastewater solids reuse, land application, processing, landfill waste acceptance, or other disposal option shall be the responsibility of CONSULTANT and shall be canducted at no additional cost to CITY, CITY is under no obligation to adapt its sampling schodule to suit the monitoring requirements of CONSULTANT". CONSULTANT may use data from the biosolids samples independently collected and analyzed by City or may conduct its own independent monitoring as rewired. CONSULTANT shall provide CITY with copies ofall sampling information including sample chain of Resolution No. 2019-148 N.C.S. Page 44 custodies, certified laboratory report,. and Summarized test results for all analytical testing= involving C'ITY's wastewater solids. B. CONSULTANT Responsibilities 1. CONSULTANT shall submit evidence annually and upon request that its Disposal Site(s) are approved by the California Environmental Protection Agency (EPA), State. Water Resources Control Board, California Department of Resources Recycling and Recovery (CalRecycic), Regional 'Watcr Quality Control Board, or other agency having jurisdiction, and by local enforcement ,igoncies Nvith discretionary authority. CONSULTANT shall submit to CITY all regulatory approvals and other permitting doettnlc.rits to show the sites are compliant with all laws and regulations that govern the site(s). 2, If biosolids management is by agricultural land application, CONSULTANT shall use transportation and land application procedures that conform to the good management practices defined in the "National Siosolids Partnership - N13P National Manual of Good Practice" 2011 edition. 3, Disposal Site(s) shall have a monitoring program approved by the appropriate regulatory agencies For monitoring Characteristics of the wastewater solids and the site. CONSULTANT shall astiume all responsibility and costs for the site - monitoring program and sliall provide CITY with a copy of all site monitoring reports within 30 days upon written request from CITY. 4. CUNt1LTANT shrill perform and produce all monitoring and reporting data firms and reports and shall pay all Fees and costs as required to comply with the requirements of'regulatory agencies having, jurisdiction over the management of CITY's biosolids. Copies of any report involving C ITY's biosolids shall be. provided to CITY, 5. Biosolids shall become property of CONSULTANT upon receipt at CONSULTANI"'s Disposal Site pursuant to this Agreement. 2.6 COMPENSATION, INVOICING ANLL PAYMENT' A. Measurement and Payment L For and in consideration of the biosolids management Services performed by CONSULTANT as described in this Agreement, CONSULTANTshall invoice the CITY and the CITY shalt compensate CONSULTANT pursuant to Section 2.6.A.2, except as noted in Sections 2.6 C "Liquidated Damages and Non- performance", and 2.7 `'Adjustment to Compensation", and as otherwise agreed to in writing by both parties. CONSULTANT agrees that the compensation specified herein includes all of its overhead, capital costs, permit fees, reporting Pees, verification and training lees, and represents all costs to Manage biosolids including but not Limited to furnishing all labor, equipment, materials, vehicles, fees, maintenance, insurance, testing, permitting, monitoring, turd reporting as described herein. No other expenses or costs associated with the Services may be _invoiced to CITY. Resolution No. 2019-148 N.C.S. Page 45 2. CONstiurANT's costs to CITY for matiagemmil. of CITY's biosolids sliall be based upon the actual quantity of biosolids, managed during the billing period for each process or method on a unit cost basis of dollars per wet ton ($/W'I-'). Tile unit cost(s) per wet toll for caull process or method shall be as shown in the schedule set forth in At-tachmerit A -I included hereto and incorporated herein. 3. Measurement and payment for shall be oil a wet weight basis per staridard ton (2,000 lbs.) of biosolids, illaiiaged. Wet weight shall mean the as -is weight of the dowatered biosolids; 4, CONSULTANT shall be compensated for management of urielassified wastewater solids at the rate for Class A biosolids. 5. Regardless of (lie Agreement basis total wet tons, CONSULTANT shall manage the amount of biosolids as required by CITY unless directed otherWise by CITY. All payments shall be for the actual, we( tons managed, whether the total be greater or less than the Agreement basis total wet tons amount. B. CONSULTANT shall submit invoices for payment monthly 111,At shall include all invoice summary, a load summary for all biosolids managed, Certified Receipts, and any other inforination required to substantiate invoices, CITY will process [lie. approved invoice after satisfactory review of the payment request and supporting documents. C. Liquidated Damages and Non-performance 1, CITY and CONSULTANT find that as of the time of the execution of this Agreement, it is impractical, if impossible, to reasonably ascertain the extent of damages which shall be incurred by CITY as a result of a breach by CONS ULTANT of its obligations under this Agreement. The factors relating to the impracticality ofaseertaining damages include, but are not Ifinited to, the fact that., a. Substantial damage may result to CITY from impairment to its wastewater program due to non-cooRmning Services, 1), Substitute performance for non-oonfli.m-ming Agreement Services may be available at substantially higher cost than the Agrecincril Services and the Illonctary loss resulting from delay in obtaining substitute Services is impossible to calculate in precise, monetary terms. c. The terminati ' oil of this Agreement for such breaches, and other remedies may, at best, be a, means of future correction and not necessarily a remedy that makes erry Nvholc for past breaches. CITY and CONSULTANT recognize that if CONSULTANT Fails to perform the Services as M(lUilVd, MY Will suffer damages kind that it is, and will be impractical and extremely difficult to ascertain and determine the exact' 11110LItlt of damages which CITY will sliffeT. Therefore, without prejudice to CITY's right, to treat such non-performance as an event of default, CITY and CONSULTANT agree in accordance with California Goveninicrit Code Section 53069.85 that the liquidated damage amounts shown in Attachment A-2 represent a reasonable estimate Of the anIOU11.1 of such damages considering all Resolution No. 2019-148 N.C.S. Page 46 of (lie circumstances existing oil the effective date of this Agreement, including the range of harm to CITY that reasonably could he anticipated and the anticipation that proof of actual damages would be costly or impractical. 2. CITY may determine t11e Occurrence of events giving riseto Liquidated Damages through the observation of its own employees or representatives or ialvestigation of complaints by regulatory agencies, land owners, or tile. public. 3. Liquidated Darn agcs will typically be deducted from CONSULTA-Mr invoices by the CITY within 30 calendar days of the date the Liquidated Damages are assessed. 4. CONS ULTA NT agrees to pay (as Liquidated Damages and not. as a penalty) the amounts set forth in the Schedule of Liquidated Damages; included as Attachment A-2 of this Scope of Services. Such damages as set forth in the Schedule. of Liquidated Damages are milestones for use in assessing the Liquidated Damages fOr failuafe to timely perforin certain aspects orthe Services. 5. City may assess I itlttidated Damages for t4tilure to timely perforin tlae Services in accordance with Attachment A-2, subject to the same atuaual adjustments, as are speciried i» Section 2.7 Adjustment to Compensation. 23 ADJUSTMENTTO COMPHNSATION A. The charges shall be adjusted on July I of each year. No adjustmcaits shall be made until July 1, 2020, The adjustmeot to compensation shall he as follows - 'file unit costs for biosolids as set forth in Attachment A-1 Shall he increased or decreased by the change as measured by change to the U.S. Department of Labor Bureau of Labor Statistics All Urban Consumer Price Index — San Francisco Bay Area (CPI) for the annual percent change based oar data for the month of Julie for the preceding calendar year, The unit costs shall be adiusted by the CPI change during that period except that the adjustment in ally one-year sliall not exceed live (5) percent during that pe -rind. The adjusted mate shall be rounded to the nearest $.05. B. The average monthly quantities and schedule of production of biosolids to be managed that are given in this Scope of Services are approximate ordy, being given as as basis for the comparison of costs. Tile actual average monthly quantities may vary from the quantity provided herein. No adjustments to the compensation provided in the Agreement shall be made therefore except as noted in this Scope of Services. IND O1 SCOPE OF SFRVIC FS Resolution No. 2019-148 N.C.S. Page 47 ATTACIIMENT A -I SCOPE OF SERVICES FOR THE MANAGEMENT OF BIOSOLIDS I-'ROMTHE ELLIS CREEK WATER RECYCLING FACILITY SERVICES COSI©SC HEDULF, For the ARS rformance ofservices set 6roh in t11c,1--',copc of Services as described herein, CITY shallcompemate CONSULTANT using 1he following unit costs, No other expenses or costs associated with theServices may be invoiced to the City, except as noted in Sections 2.6 "Compensation, Invoicing, And Payment"and 2.7 "AdJ ustment to Compensation", and as otherwise agreed to in writing by both partics: PI-ocess/methand Unit Cost $/Wet Ton Class A {pd: pplileation Other $98.25 Resolution No. 2019-148 N.C.S. Page 48 A`t'TAC tN1ENT A-2 SCI- EI)ULF, FOR LIQUIDATED DAMAGES Consultant may be assessed Liquidated Damages if Consultant Jails to timely perform Services listed in this Attach,nient in accordance with, the terms and conditions of the Agre nicnt, No. Description Amount 1. Failure to Maintain Continuous Reliable Service. For failure to $400/ Day provide- equipment or personnel required to provide uontilunous reliable �,erforraanee of tlic Services defined in the Agreement. 3 Notification of Spill: failure to notify CITY or other authority(s) $10001 having jurisdiction within the first two hours after the occurrence that a 7,"act, Hour reportable accident or shill has occurred involving performance of the Delay Services provided to CITY under this Agreement. Notitication of Regulatory Violation: Failure of CONSULTANT to $500/ Day report to the CITY any violation of federal, state, or local laws, or belay hi regulatory requirement associated with the haUling and reuse or Notification, disposal of biosolids or the Services identified in the Agreement. In placing Dcsignee's signat-tire and date at the place provided, cacti panty specifically confirms the Accuracy of the statements made above and the fact that cacti party has had aniple. opporttmity to Consult With ICgfIl CoUnsel and obtain all explanation of liquidated damage provisions of the time that the Agreement was made. Coiisultannt j 4� #- city _ Date �1 r' Date s �� Resolution No. 2019-148 N.C.S. Page 49 ATTACHMENT A-3 1310SOLIDS LABORATORY DATA Resolution No. 2019-148 N.C.S. Page 50 Resolution No. 2019-148 N.C.S. at J_- 0 Ol U 0 -0 w E E QY0 0. Z 0) 5. !A>� ti E O W 'A 0 0 a E 0 fj Page 51 % 11 -V UO w ba by uo bO UO W t E E E E E E E E E E E E E E E E , 4 CD c5 uv C:) 04 N — LQ — Lr! O !� v v 0 C) 06 00 H v 0 NN Ln v C3 00 w v 0) V 0 O it • I - M O 'No CM4 IWO o0 Oq No r-- Oq ,A 44 V C; 'N 4 tm 110 C) M 0 m M r4 rn k6 00 co w 0) w H VH d V v 0, r4 - W mz r H 0 N r-� N V v H V N C> V m �N AvOqvdmv=6e C� 1 m 'NU') v Vr4 0 0 0 0 0 0 Q H M CISS c ;g g g w to w w w w w w w w Uj w W E > 0 'CE = E E E M 0) E a) E E Q EN,F-�E ,p - m -0 E-O',(Op-Uc>wmc LO 8 0 2 (D -0 -2 T —,— V) = , m 0 V) Resolution No. 2019-148 N.C.S. at J_- 0 Ol U 0 -0 w E E QY0 0. Z 0) 5. !A>� ti E O W 'A 0 0 a E 0 fj Page 51 Resolution No. 2019-148 N.C.S. MIF a 0 CL E 0 A. w 40 0 Page 52 -E Az 0.0 t -V 'w % cp iz to S I 'a E E E E E E E E E E E E E E E E E E E E co ,4 - v �; C, -H 10 10 k6 v -0 16 z W1 H , 'I v '. v 0 1-1 CS N 00 0 0 0 0 0 co 0 cn, a m ,q -4 c� Q o 0 cj t-: C3 t- v 0 00 00 t dv 'i r00 c '1 q -V 0 N w ai 0 v 4 N E 0 00 lD ro IL to w C3 ri w 0 0 0 0 Ln 00 U1 C) O V v 0 V 0 v 00 H 0 'A 0 x co 0 0 0 S SO lob 8 (00 10 OLD SO S 0 z to (a < LD I R R C� (Z 0 q 0. LIJ R w W a- LIJ [b n. w cnL w w Ui w w to tu n. ul z E E E E :3 E Ev) a) E 0 0 0 U w 0 0 V) CA FE 3 z U -j Resolution No. 2019-148 N.C.S. MIF a 0 CL E 0 A. w 40 0 Page 52 ATTACHMENT A-4 ELLIS CRE EK WATER RECYCI rNG I+ACILITY LOCATION IVrAP Resolution No. 2019-148 N.C.S. Page 53 ell U 0 r 7t C, I & 6W C4 f IV, I (11*40 X�' 00 Oc L; E3r U 0 U 4b Resolution No. 2019-148 N.C.S. Page 54