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HomeMy WebLinkAboutAgenda Bill 5.B 11/15/2004"ry CITY OFPETALUMA 'CALIFORNIA A . ovens °r 1, Aizenda, Title Meeting Date: Resolution A pprovi ng A Waste November 15, 2004 ManagemenAgenc F 'Use -Of Household Hazardous rite 'Disposal Facility. Meeting Tfth : ® 3:00 PM ❑ 7:00 PM Category (check one) ❑ Consent Calendar ❑ PuWie Hearin g New Business Unfinished Business ❑ Presentation Department Director Contact Person Phone °Number City Manager Michael B'errnan Michael Bierman 778 -4347 Cost of Propo sal :_, $'140,000 �' Account. Number none Amount Budketed Pass through In Refuse Fees ' Narre Fund: n/a _. Attachments to Agenda Packetliem Services Agreement Between City of Petaluma. and ;Sonoma Co. Waste Management Agency. Resolution Approving Agreement. Summary Statement T e Cit needs to provide a for disposal of Y p program p" h azardous waste. The new county facility pousehold p � t will meet thatneed while the Cr evaluates hauler ro osals and develops its own diversion program in the event the City elects to dispose out" of county aril riot participate in a new 'Sonoma County joint powers authority. Recomnmended City Council Action %Su ested lVI'otion Authorize the City Manager to sign the. attached agreement by approving the attached resolution. luv iewed by "Finance D irector: Revie*ed b torne :. A rov ` b City Manag Date: Date: �0 6 21)04 T ii ' Date: Revisions# and Date Revised: Vile f ode: October 2 1, :2004 1's au "h i C'I'TY OF PETALUlVIA CALIFORNIA AGENDA.90ORT for Authorizing Approval' of Agreement For Use of Household Hazardous Waste Facility. 1. ', ExECUTWE SUMMARY The -City will need to provide a program:for'disposal of local household hazardous waste material as part of its source�reduction and waste diversion plan. Sonoma County Waste Manage "ment.Agency (SCWIVIA),is completing construction.of a new.Houseltold.Hazardous Waste facility at the Central Landfill The City. would like to: ki "ave ahe facility available to its residents;' This agreement would allow Petalumaresidents to use the faciiity,regardless of the outcome of the City's decisions ,regarding refuse coll'ecfion.and.disposal during at least 2005: 2. BACxcROUrrn etalurria, is currently.evaluatirig several _proposals to provide refuse . _ collection for`the City., S,ome of the option `include out =of- county disposal of some or all refuse. While the City. has, not made its selection of a provider or: determined if out of county disposal is preferred,, proposed<changes in the °relationships between Sonoma County and the various, member cities of a;proposed;newly constituted joint powers authority may result in Petaluma.residents and businesses not being able to participate in all local landfill disposal or recycling or diversion programs: • existm g ' Agency, the Citymeets ;its obligations under AB939 . As meber of the and diversior goals jointly with.the other member regarding source reduction Jurisdictions. If however 'the City elects to dispose out of county it appears that the City i ll,have to develop­`its owii''source reduction plan to meet the state requirements. In in that plan azardous waste disposal program. To would,,be a household h provide an annual local drop off program, if has been estimated -that the cost could be as high as $300,000 &more annually:. An alternative would be to, provide a free' drop off program that residents could use year $140, OO 2005 new facil a is. cheduled to enuch an opportunity at a cost of p an p p p in January 2005. Meeting with art cie ate thef roe ess re r ed an;interest'in:having,our residents °a' p r p _ p gram,at'least on an nterim'basis while the City concludes selectiion staff has ex r of a ^hauler and %or designs anew local program. The cost' of the program would be-recovered in whatever new rates are ultimately approved by.the Council. Our interest was expressed to the `Board of Directors of the SCWMA at their- October.20, 2004 meeting. The ard the Agency staff to work'with Petaluma to establish an -, agreement to allowPetaluma residents to use the facilitywithout additional charge on an annual basis.. � 1 ALTERNATivES Negotiate a HHW colketion program as a part of the new franchise agreement. 4. ,- I!INANCIAL IMPACTS The,cost of this program ($140,000) would be-recovered in the refuse collection rates. 5. CONCLUSION The,recommended'program would replace the annual drop :off program with a free program,available.year roundto our residents. This would negate the need.to store hazardous material at the home until an annual ;program was scheduled. It Js also our understanding that the °annual; local prograrn5� currently funded through''the Agency would 'be discontinued countywide. The newTacil ty being, developed by -the .SCW1VIA is`a's "tate oftlie art- facilty and will, be unique fo'Sonoma County: The HHWfacihty-is the major,program of=the SCWMA area. Our participation in this program will benefit ,the Agency 'financially considering the -boss of our3 "tipping fee "'due to our current out of `county disposal and' will benefit `Petalurna and its: residents by providing •an immediate •and on -going household hazardous °waste collection program. 6. OUTCOMES OR�PERFORMANCE ME ASU_kE-MENTS'T: AT WILL IDENTIFYSUCCESS OR, COMPLETION: The City and SCWMA wild execute the agreement prior to -the, start up•of the-new facility in. January. 7. RECOMMENDATION Approve the; resolution as attached. i PR' OFESSYONAL SERVICES AGREEMENT . a d )H[azard. ous Ma Househol terials Facility Use AL SERVICES A ("Agreement") THIS PROFES�SION� (« GREEMENT A reement ") is entered into and effective rp ffe ctive Date and between oration and a 'charter ("City"), b y en the City of Petaluma, a municipal co as o January 1, 2005 E r city ( "City" ), and. Sonoma °County Waste Management Agency ( " Agency "), (collectively, th "Parties WHEREAS, the Parties .enter into this Agreement for, the purpose of Agency providing professional services to City under the terms and,condrtionsl set forth herein. THEREFORE, in consideration of the mutual covenants .contained in;tly Agreement, the Parties agree as follows: 1. Services Agency'sliall provide the services as described in and .m accordance with the schedule set forth in Exhibit "A', attached. hereto and incorporated herein ( "Services"). 2. Compensation, Business Tax Certificate A. For the full performance of the Services as 'described herein, City shall compensate Agency' under the following terms: One Hundred Forty Thousand and 00 /100 dollars ($ °140 per :year, due quarterly upon invoice, beginning • January 1, 2005.. B. Agency_ shall submit, detailed quarterly reports reflecting all services performed during the preceding three °(3) :months, and including a revised schedule for performance and additional documentation requested by City; as applicable. C. Agency shall be .:compensated for services ;in- addition to those described in Agreement. t� de cr bin g the additional City,, execute r a t written amendment to this g services , to be performed and the compensation W paid for such services. In no case shall the total compensation under this . Agreement exceed $1.40;000.00 annually without prior written authorization of the, City Manager. cation until P herein A enc shall n D. Notwithstanding any provision h g y of be: paid any De artrnent. current' such 'as Agency- has .on file. with. the City Finance cop en g u rmation requested. on the „`rVendor ;Information” form time available from City. E.. City's obligation to pay compensation to Age upon Agenc Y s P . erformarice. of the S ncy as provided Herein is contingent g ervi'ces pursuant to the terms and. conditions of this A reement.and,any amendments thereto. { 3: Term The term of this A "'eement commences on the Effective Date and terminates on January 1 2006: unless sooner terminated in accordance with Section 4. 1. 4. Termination City or Agency may terminate this,. Agreement without cause upon ninety (90) days' written notice to the non- terminating party: City may .immediately ter - urinate or suspend this :Agreement for cause. Cause for immediate termination or suspension . shall include; but not be limited to any breach of 'this ;Agreement by Agency or Agency's, bankruptcy or insolvency. Upon.receipt of notice oftermination or suspension for' cause Agency shall immediately stop -all work in progress finder this Agreement: In the event of early termination of this Agree ment`by City, Agency shall. be entitled to payment for all Services performed to the date of termination to the extent such .S'ervices, - were performed to the satisfaction of City in accordance` with, the. terms and ccond1tions of this. Agreement. If 'City terminates this Agreement for cause, Agency shall be 'liable: to City for any excess cost City incurs for completion of the Services. A ency's Representation; Independent Contractor Agency.represents that Agency has lured a subcontractor - who ` possesses distinct professional skills ri performing the p Services. City has relied upon. said re resentation as a material 'inducement to enter into this Agreement. Agency shall, therefore, rovide ro erl skilled p p p y professional and technical personnel to perform all Services' under this Agreement., :It is expressly understood that Agency .arid its agents and employees, shall ,act in an ;independent capacity and as an _independent contractor and not as officers employees or- of City. This Agreement shall not be construed as an agreement for employmenf. 6. Facilities and Equipment Agency. shall, at its sole cost. and expense,,'`furnish all q p y q . - - is . g p Agreement.. Ci shall furnish to Agency no facilities or equipment, unless t f acil ities ,and e ui ment that may be required for ,furnisher Services � ursuant to this g y • , _ . he 'City otherwise agrees in writing. to provide the same: 7. Licenses,. Permits; Etc. Agency shall', at Agency's sole cost and expense keep in effect at all times during the -ferias of this' .Agreement" an licenses; permit's, or other such approvals which,are,:legal'ly required for performing the 'Services. 8. Time Agency shall devote such time to the performance of the Services as may `be reasona bfy necessary for satisfactory performance 'of' Agency's obli obligations " g ___ pursuant to this Agreement. 9. Inspection Agency .shall provide the -City every reasonable, opportunity to ascertain that the Services :are being performed in accordance with the requirements and, intentions .of this Agreement. All work done and materials furnished if an y shall be subject to inspection and. approval by the- *City. The: inspection of such work shall not relieve Agency of any of its obligations pursuantto this Agreement. 10. Progress Reports Upon the City's'request, Agency shall provide, yin a form acceptable to City; written progressl reports of all oral and written observations, opinions, recommendations, analyses, - progress and conclusions related to Agency's performance of the Services: 11 Ubncy _No Ascent Except as; City may specify 'in writing,. Agency shall have no authority; express or 'implied, to act on behalf of City in. any capacity whatsoever as an 2 .. m� Ye bind'Citygo..any 'bli' ation whatsoever P p d, pursuant to this Agreement to agent. Agency shall ;have "no authorrt , x ress or irn lie g ..�� _, 12. Standard of Performance: Agency shall per'forrn all the Services in a manner consistent . with the standards of tliel household ,hazardous waste operation, and management'. All instruments of service of whatsoever nature which: Agency delivers to. City pursuant to m this Agreeent, -shall conform to ,such.standards. - All such 'instruments of service shall become the sole and exclusive property of City upon delivery of the same. 13. Assignment/Transfer'. No assignment .or transfer in. whole7 or in part of this Agreement shall be made without the prior written consent of City. 14. Subcontractors: The partie s. acknowledge that the services will 4 be performed by a applicable with the,terms- and. conditions of this q u comply, the full extent ' The subcontractor shall be re ired to com 1 to Agreement,, including but not limited to subcontractor. pro City asl an additional li1ni g insurance coverage as required herein and which shall name g maint " d• 1�5. Compliance, With, All Laws Agency shall fu comp ly';with all applicable local, state and federagrules laws; regulations and ordinances pertau ng to the performance of the Services, required hereunder: 16. Discrimi nation During,. the performance ,of this ,Agreement, ,Agency shall' not g, y k p y e or applcant''for,employment because of race, religion, discriminate a amst an em to e creed, .color, national origin, ancestry; gender, sexual` orientation, age .or physical or mental disabihty'in violation'of any applicable law. 17. 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 16ase notice is effective upon delivery; certified or registered mail, return receipt requested,,. in which case notice "shall be deemed delivere d.on receipt if delvery'is confirmed by a receipt; ( iir ,) n atibfially recognized. overnight courier with charges -prepaid or charged to the sender s' accoun't,° r in which case notice is ;effective. on deliver if deliver is y y confirmed by;the delivery service- or (iv) facsunile .*ansmmssiog, l in which. case notice' shall be deemed. delivered upon 'transmittal,," prbvided� that ,(a) a duplicate copy of the notice is promptly delivered or certifi b Y ed email or by overnight delivery, or (b) a transmission . first =class report isr generated reflecting the accurate transmission thereof Any notice given ^ considered to have been received on the next business day if t Y `is received mile.shall be. <after:5:00 p.m. recipient's time or on a nonbusiness day. 3. City: City Clerk City of Petaluma Post Office Box 641 Petaluma; California 9495.3 Telephone: (707) 778 - 4360 . Facsimile: (707) 778- 4554 Agency- So. Co , Waste lvlanagement,Agency Director 2300 County Center Drive; 4134,00 Santa Rosa, CA 95403 Telephone. 707- 565 -3788 Facsimile! 707_ 565 -3701 18. Indemnification Agency shall,:ndemnify defend with couns el, acceptable to City, and hold harrnles "s City and its officers, officials, employees, agents and volunteers from and against any and- all , lability, loss, damage; claims, expenses, and costs (including, without limrtati'on, attorneys fees and cost's and' fees Hof litigation) (collectively, "Labih ty " of ). its failure to co isuigout of or in. connecton with,Agency's performance of the Services or Y mply with any of its obligations. contained in this Agreement,, except .such Liability caused by, the sole negligence or wil fizl misconduct of City Notwithstanding - the foregoing, to the extent that this Agreement" is a ` construction coritracf" within the definition: of Civil Code Section ;2783, as may be amended -from tune to time, such indemnity shall not Liability for the active negligence of City. 19. Insurance Agency `shall ensure that its subcontractor complies with the "Insurance Requirements for Consultants" in,Exhibit.B -2, attached hereto and- incorporated herein by reference. 20. Amendment This Agreement may be amended only by a written nsfrunient executed by both,Parties. 21. Litization If litigation ensues which, pertains to the subject matter of Agency's services hereunder, Agency, upon from City; agrees to testify therein at a reasonable and customary =fee. 22. Construction 'This Agreement` is the; product, of negotiation and compromise on the part of both Parties and that: the, Parties agree "that', notwithstanding; Civil Code section 1654, any uncertainty in the Agreement' shall not be construed against the drafter of the Agreement. laws of the State of Agreement shall be interpreted 23. Govermna .Law, Venue This enforced and cite reted under the California and the City" of Petaluma. Any action arising from or brought in connection with this Agreement ;shall be: venued in a court of competent ' 01 jurisdiction in the County of Sonoma, State of California. 4 ° � p J, ? 24. Non- Waiver The City's failure to enforce an ,,provision of. this Agreement or the of such The. rovsion waiver thereof in a articular "instance shall not be co nstrued as a general waiver of any p art P rovision. provision shall remain;in full force and effect: 25. SeverWlity If any term for portion, of this Agreernent. held to be invalid, illegal, or g r ompetent jurisdiction the remaining provisions of otherwise unenforceable by a court of �c this Agreement shall continue in full force and effect. Agreement shall be construed to - Parties: do.not; intend t o create, and nothing in this 26. No Third Party Beneficiaries The create any`b "enefit or right in any third part . Y u 27. 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. The .Parties shall mutuall gree upon the'medi y „ p mediator and shall divide the costs of mediation equally. 28. Agency's Books and Records A. Agency 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. minimum period of three (3) years or for any longer period required by law, from the date offinal payment to Agency pursuant to this Agreement. s ;. • B. Agency shall maintain, all documents and- records which demonstrate performance under this Agreement for a minimum period of three (3`) years or for any longer period required by - law', from the date of termination or completion of this Agreement. C. Any records or documents required to be °maintained pursuant to this Agreement shall, be,made,available.for' :inspection or audit, at an y time, regular' business p request by the City Manager, City Attorney, City Finance hours on written re ��ue Director, or „a' designated representative of these officers. Copies of such documents shall be provided "to the City for inspection'at Petaluma City Hall' when it is practical to do so. Otherwise, unless an alternative is" mutually agreed not ceshin this A s e'emente available at Agency's address indicated for receipt ; of'' D. d ard'edrtdu as reason to' believe that such records or documents may be lost or Y to dissolution, - disbandment or termination of Agency's business, ty a. o by e wri i m y tten request by any of the above -named officers, require that C custody' of the records be :given to the City and that the records and documents be maintained in Petaluma City Hall. Access to such - , records and documents shall be granted to any party authorized by Agency,- Agency's representatives, or Agency's successor in interest. 29. Headings The headings used in this Agreement are for convenience only and are not intended to affect - the. interpretation or <construction of any provisions herein. 30., Survival All obligations arising prior to the. ermination, of this Agreement and all provisions of this Agreement allocating liability between City and Agency shall survive. • the termination of this Agreement. 3.1. Entire Agreement This,. Agreement, including the exhibits attached hereto and _. incorporated herein, :constitutes the entire agreement between the Parties with respect, to the Services, and supersedes all prior agreements or understandings, oral 'or written, between theParties in this regard. IN Bove HERE OF, the parties hereto liaue executed this document the day, month and year e first CITY OF PETALUMA SONOMA COLFNTY 'WASTE MANAGEIVIENT'AGENCY By City:MV nager J. Matthew Mullan ATTEST: Chairman Title City Clerk, '23OO.County Center Drive #B1Ub Address APPROVED AST;O 'FORM: Santa Rosa CA 95403 City State Zip City Attorney Taxpayer I.D. Number APPROVED: . Petaluma Business Tax Certificate Number, Department D i rector APPROVED; Risk Manager APPROVED: Finance Director 6 • INSURANCE REQUIREMENTS a Consultant and any subcontractor shall not commence work under this Agreement until Consultant shall have. obtained all insurance required under this paragraph and such insurance shall have been approved by the. City Attorney as to.form carrier and the'City Manager to sufficiency, nor shall Consultant allow any contractor or subcontractor to. commence work on this contract or Subcontract until all similar insurance required of the Consultant and/or subcontractor shall have been so obtained and approved. All requirements herein provided shall appear either in the body of the insurance policies or as endorsements and: shall specifically bind the insurance carrier. Consultant shall procure and maintain for the duration of the contract all necessary insurance against claims for injuries to persons or. damages' to property which may arise from or in connection with the performance of the work* he by the. Consultant, .the Consultant's agents, representatives employees .or subcontractors. A. Minimum Scope of Insurance Coverage Shall be at least as broad as: 1. Insurance Services Office .Commercial. General .Liability coverage: a. Personal.injury; b. Contractual liability. . 2. Insurance Services ,Office form coverin g Automobile Liability, code 1 (any auto). 3. Workers' Compensation insurance as required by the State of California and Employer's - Liability Insurance., 4. Professional Liability insurance. 5. Such other insurance coverages and limits as maybe required by the City prior to execution of agreement. B. Minimum Limits of Insurance Consultant shall maintain limits no less than: 1. General Liability; $2,000,000 per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate liability is used, either the general, aggregate limit shall „apply separately to this project/locaiion or the general aggregate limit shall be twice the required occurrence limit. 2. Automobile Liability` $1,000,000 per accident for bodily injury and property damage. 3. Employer's Liability: Bodily'Injury by Accident - $1,000;000 each accident. Bodily Injury by Disease - $1,000;000 policy limit. Bodily Injury by Disease' -$1,000,000 each employee. 4. Professional Liability insurance: $1,000,0.00. 15:, mSuch other insurance coverages and limits as may be required by the City prior to execution of this agreement. Exhibit B2 Page 1 of 2 INSURANCE REQUIREMENTS - CITY March 2003 C. Deductibles and Self- Insured Retentions Any deductibles or self - insured retentions must be declared to and approved by the City: At the option of the City, either: the insurer shall reduce or eliminate such deductibles or self insured retentions as respects the. City, its officers,, officials, employees, and volunteers;, or the. Consultant shall procure a 'bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. D. Other Insurance Provisions The ,required general .liability and automobile policies are to, contain, or be endorsed to contain the following provisions: 1. The City, its officers, officials, employees, agents and volunteers are to be covered as- insureds as respects: liability arising out of activities performed by or on behalf, of the Consultant; products and completed operations of the' Consultant; premises :owned, occupied or used by the Consultant; or automobiles owned, leased, hired or borrowed by the Consultant. The coverage shall contain no special limitations on, the scope of protection afforded to the City, its officers; officials, employees, agents or volunteers. 2. For any claims related to this project, the. Consultant's insurance coverage shall be primary insurance. as respects the City, 'its officers, officials employees, agents and volunteers. Any insurance . or self - insurance maintained by the City, its officers, officials,, employees, agents or volunteers shall, be excess . of the Consultant's insurance and shall not contribute with it. 3. Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City, its officers., officials, employees, agents or. volunteers. 4. claim on madano ' r suit brou ht exceptl- with respect to �eacll insured against_ whom g , pect to the limits of the " insurer's liability. 5. Each insurance. policy required by this clause shall be endorsed to state that coverage shall not be suspended, voided, canceled by either party, reduced in coverage or in limits except after thirty (30) days' prior written notice by certified mail, return-receipt requested, has been given, to the City. E. Acceptability of Insurers Insurance is to be placed with insurers with a current A.M. Best's rating Hof no less than ANII. F. Verification of Coverage. • • Consultant shall furnish the City with original endorsements effecting coverage required by this clause: The endorsements are to be signed by a person authorized by that insurer to bind'coverage on its behalf. The endorsements are to be on forms provided by the City. All endorsements are to be, received and approved by the City before work commences'. As an alternative to the City's forms, the Consultant's insurer may provide complete, certified copies of all required insurance policies, including endorsements effecting the coverage required by the City. Exhibit B2 Page 2 of INSURANCE REQUIREMENTS - CITY March 2003 'Ili i Al i q � n di, Exhibit "A" Services Under the terms of this' agreement, Agency shall ( allow the City and its residents use of the Household Hazardous'Waste Facility atAhe Central Landfill;`without additional charge g p Burin the term of the agreement. This includes any other rivilege•or right enjoyed by g f Sonoma,County Waste: Management Agency regarding the the other member a encies o promotion and use of the facility at the Central Landfill. [7 i III I I I lasso lotion. Authorizing City Manager To, Sign .Agreement With'Sonoma County Waste Manage lent Agency For Use Of Household Hazardous Waste Facility. WHEREAS, the City. of Petaluma desires to provide;a.hi'gh degree of waste diversion as part of its}Waste,Management Program and, WHEREAS, the safe.; and proper d'ispo'sal of household hazardous waste is an important component of our diversion program; and, I WHEREAS the Sonoma County Waste Management.Agencyhas,offered the residents of Petaluma the use of their new Household Hazardous Waste :facility at the Central Landfill, and, • WHEREAS, the City of Petaluma wishes to. provide such a disposal program for its residents regardless of the outcome of the current refuse. collection and disposal franchise process, now, .. NOW' THEREFORE,, $E' IT RESOLV'ED,; tliat'the City Council hereby authorizes the City Manager to :enter into'an a greementwiththe Sonoma. County Waste Management Agency per the agreement in Exhibit A, attached for the disposal of Household Hazardous Waste for a period of one year at a cost not to exceed $1.40,000 to be paid for from funds collected from - the refuse; collection rates.