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HomeMy WebLinkAboutContract 16565 CONTRACT FOR PROFESSIONAL CONSULTING SERVICES NPDES PERMITTING AND WATER QUALITY SUPPORT SERVICES July 1, 1988 UPPER TRINITY BASIN WATER QUALITY COMPACT CONTRACT FOR PROFESSIONAL SERVICES THIS IS AN AGREEMENT made as of July 1, 1988 between the City of Fort Worth as a Member of the Upper Trinity Basin Water Quality Compact (The Compact) and Riverside Technology, Inc . (Consultant) and shall be for the purpose of employing said Consultant to perform the Professional Services hereinafter delineated. The Consultant certifies that the principals or officers of the firm, who will certify the work, are professionally competent and qualified to perform the services hereinafter described. The Compact is comprised of four entities who each maintain equal 1/4 share interests in this Agreement, namely: Trinity River Authority of Texas City of Dallas City of Fort Worth North Texas Municipal Water District The Project Administrator for this Agreement will be Dr. Richard Browning, Trinity River Authority of Texas. NOW, THEREFORE , for and in consideration of the mutual covenants , stipulations, and conditions hereinafter contained, the Compact and Consultant agree as follows: ARTICLE I. SCOPE OF PROFESSIONAL SERVICES Consultant agrees to perform those services described in Appendix A, entitled "Scope of Professional Services," attached hereto and incorporated into this Agreement. 1 ARTICLE II. COMPENSATION In consideration of the services described in Article 1, Compact agrees to pay Consultant compensation in accordance with the schedule set forth in Appendix B, entitled "Compensation," attached hereto and incorporated into this Agreement. ARTICLE III. PROVISION The Consultant and Compact agree to be bound by provisions delineated in Appendix C, entitled "Provisions," attached hereto and incorporated into this Agreement. ARTICLE IV. OTHER MATTERS A. Ownership of Documents. All notes, calculations, specifications, reports, plans, maps, and technical data resulting from this Agreement shall be the property of the Compact. The Consultant shall submit the reproducible original of the calculations, specifications , plans, maps , reports , and technical data to the Compact. If requested, the Consultant shall prepare original-like copies of any of these documents , including all notes , for the Compact as a direct cost reimbursable engineering service. The Consultant shall retain copies of the work needed to assure continuity if further services are to be provided. B. Compliance . The Compact and Consultant agree that the work to be performed under this Agreement shall be subject to and comply with all pertinent federal , state , and local statutes , codes , ordinances, and regulations. The Compact and Consultant agree that work to be performed shall not be unduly delayed. C. Program Manager. This term shall mean that person designated to represent the interests of the Compact during the term of this Agreement and to be 2 the primary contact person for all communications with the Consultant. Dr. Richard Browning, Trinity River Authority of Texas has been designated as Program Manager. D. Key Staffing. It is agreed that Riverside Technology, Inc. will make Mr. John G. Aronson available as the Consultant's Project Manager. Additional key staff who will be made available include Dr. Ben Parkhurst, Mr. Steve Johnson and Mr. Brad Piehl. The Compact discourages any substitutions of key staff and any substitution shall be subject to Compact approval. ARTICLE V. ASSIGNABILITY This Agreement shall not be assignable in whole or in part by Consultant without the written consent of the Compact. ARTICLE VI. EFFECTIVE DATE This Agreement shall become effective upon the execution of this Agreement by all members of the Compact. Each member of the Compact may sign a separate Agreement . Should all members of the Compact fail to execute this Agreement, then this Agreement shall be null and void as to any member of the Compact who has executed it. IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date above written. ATTESTED COMPACT MEMBER By By: City Secretary Ruth Ann McKinney Assistant City Manager RIVERSIDE TECHNOLOGY, INC. ter By Corporate Seal Job Aronson Q President and Director a,i U a, L on APPROVED AS TO FORM AND LEGALITY: By:(;�� City At/torney APPENDIX A SCOPE OF PROFESSIONAL SERVICES NPDES PERMITTING AND WATER QUALITY SUPPORT SERVICES July 1, 1988 UPPER TRINITY BASIN WATER QUALITY COMPACT Scope of Activities NPDES Permitting and Water Quality Support Services Upper Trinity Basin Compact Prepared by Riverside Technology, inc. The United States Environmental Protection Agency (USEPA) has begun a nationwide program of biomonitoring (bioassay testing) in order to enforce the "free from toxics in toxic amounts" provisions of the Clean Water Act. The Texas Water Commission will be implementing state water quality standards through its permitting procedure. The State of Texas has not achieved primacy in NPDES permitting at this time, which leads to a dual permitting process. Region 6 EPA has undertaken an aggressive program in the current round of NPDES permitting to include a number of new permit conditions, including some stringent biomonitoring tests. The current round of permitting is underway, and it is important for the members of the Compact to quickly establish uniform positions with respect to the permit conditions which are being proposed in Draft NPDES permits. The objectives of the work to be accomplished by Riverside Technology, inc. and its subcontractors include the following: 1) Assist in negotiating NPDES and State Water Quality permits with Region 6 EPA and the Texas Water Commission, 2) Provide technical water quality support in achieving uniform permit conditions for the members of the Compact, 3) Define, in cooperation with the State of Texas, a set of reasonable, achievable, and practical water quality goals and associated permit conditions which will take into account the characteristics of the receiving water and protection of all beneficial uses, 4) Provide technical support in defining the most appropriate and most reasonable biomonitoring requirements for the members of the Compact, 5) Review the existing information on the Trinity River ecosystem, make maximum feasible use of the ongoing Trinity River Study being conducted by the City of Dallas, and define the important characteristics of the receiving water as it relates to new permit conditions, especially for toxicity issues, 6) Utilize additional information from national associations, other EPA regions, specific case histories, etc., to achieve a level of equitability with other facilities and areas of the country, 7) Work on behalf of the members of the Compact with the Texas Water Commission and Region 6 EPA to achieve the minimum amount of concessions, mitigation, additional studies, etc., required to satisfy regulatory concerns, and 8) Provide technical water quality assistance to the members of the Compact in the fields of hydrology, water chemistry, aquatic ecology, biomonitoring, aquatic toxicology, limnology, water quality modeling, fisheries, and related disciplines. APPENDIX B COSTING AND TERMS The estimated cost for the first tier of activities is $40,000. Attached are the Riverside Technology, inc. Standard Commercial Terms. Riverside Technology, inc. TIME AND MATERIALS RATE SHEET Effective June 1, 1987 BILLING RATES STAFF Charges for work performed on the project, including office and field time, will be calculated and billed on the basis of the fully loaded staff category hourly rates shown below in U.S. currency. Fully Loaded Staff Category Rate/Hour T1 Technical Typing, Clerical $ 20.00 T2 Technician,Technical Editing 25.00 P1 Junior Professional 30.00 P2 Task Manager 35.00 P3 Discipline Manager 40.00 P4 Senior Professional 45.00 P5 Project Manager 50.00 P6 Senior Project Manager 55.00 P7 Program Manager 60.00 P8 Senior Program Manager 65.00 P9 Principal, Officer 75.00 Time spent in either inter-city or local travel will be billed in accordance with the foregoing schedule. Overtime hours worked, if authorized by the client, will be charged as quoted above for non-hourly (salaried) employees. For hourly-non-supervisory employees, a surcharge of 30 percent will be added to the loaded hourly rate quoted above for overtime worked. EXPERT TESTIMONY A surcharge of 50 percent shall be added for expert witness testimony or participation at hearings or depositions. Page 1 of 2 37 5 East Horsetooth Road Shores 4, Su to 103 Fort Collins, Colorado 80525 303/223-2944 APPENDIX C PROVISIONS APPENDIX C- PROVISIONS I. RESPONSIBILITIES OF THE CONSULTANT A. The Consultant shall be responsible for the professional quality, technical accuracy, timely completion, and the coordination of all products of his effort and other services furnished by the Consultant under this Agreement. Without additional compensation, the Consultant shall correct or revise any errors, omissions, or other deficiencies in all products of his effort and other services he provides. B. The Consultant shall perform such professional services as may be necessary to perform as required under this Contract. C. The Consultant represents that all products of his effort are workable and in conformance with all pertinent federal, state, and local statues, codes, ordinances, and regulations. 11. CHANGES A. At any time the Compact may make, by written order, changes within the general scope of this Contract in the services or work to be performed. If such changes cause an increase or decrease in the Consultant's cost of, or time required for, performance of any services under this Contract, whether or not changed by any order, an equitable adjustment shall be made and this Contract shall be modified in writing accordingly. The Consultant must assert any claim for adjustment under this clause in writing within thirty days from the date of receipt by Consultant of the notification of change, unless the Compact grants a further period of time before the date of final payment under this Contract. B. The Consultant warrants that the contracting services performed by him or it hereunder shall be in accordance with good consulting practice. C. In the event of breach of this Contract on the part of the Compact, the Compact shall be liable to the Consultant on either a tort or contract basis for any loss, damage, cost or expense, which results from said breach. C-1 III. TERMINATION A. For Cause: Compact's Rights 1. The Compact shall have the right to terminate this Contract under the following circumstances. a. If any or all work to be performed under the Contract shall be abandoned by the Consultant (work not performed for a period of 60 days). b. If the Contract or any per thereof shall be assigned in violation of Article V, "Assignability". c. If the Consultant shall become insolvent or unable to meet its payroll or other current obligations, or shall be adjudicated bankrupt, have an involuntary Petition in Bankruptcy filed against it, make an assignment for benefit of creditors, file a petition for an arrangement, composition or compromise with its creditors under the bankruptcy laws or any state laws, or shall have a trustee or other officer appointed to take charge of its assets. d. If at any time the Consultant is violating any of the conditions or provisions of the Contract, or at any time the Compact determines that the Consultant is refusing or failing to properly perform the work or the Consultant is performing the work under the Contract in bad faith or not in accordance with the terms thereof. 2. Termination shall become effective only upon compliance with all the following conditions: a. The Compact shall give the Consultant at least five days' written notice by registered mail or hand-delivered mail. b. The notice shall specify the grounds for termination. c. The notice shall designate a termination date. C-2 d. The Consultant shall be given thirty calendar days after receipt of such notice to remedy default. 3. Once termination becomes effective, the Consultant shall promptly discontinue all services affected, unless otherwise directed in writing. The Consultant shall thereupon make available, and at the Compact's option, deliver to the Compact all finished and unfinished documents, data, studies, models, specifications, reports, estimates, summaries, and such other information and materials as may have been accumulated by the Consultant performing this Contract. 4. The Consultant shall be entitled to payment for all work completed. 5. If the Compact terminates this Contract for cause and it is thereafter determined that none of the grounds for termination as outlined in paragraph III.A.l. of this Appendix exists, termination shall be deemed to have been effected for the convenience of the Compact under paragraph III.C.1. of this Appendix. B. Far Cause: Consultant's Rights 1. The Consultant may terminate this Contract in the event of a substantial failure by the Compact to fulfill its obligations under this Contract through no fault of the Consultant. 2. Termination shall become effective only upon compliance with all the following conditions: a. The Consultant shall give the Compact at least five days' written notice by registered or hand-delivered mail of the intent to terminate. b. The notice shall specify in what way the Compact has failed to substantially fulfill it obligations under this Contract. c. The notice shall designate a termination date. d. The Compact shall be given at least five calendar days after receipt of such notice to remedy default. C-3 3. If the Consultant terminates this Contract for cause, the Compact shall have the right to immediately take over the work and may prosecute the same to completion by agreement with another party or otherwise. 4. If the Consultant terminates this Contract for cause, the Consultant shall be paid for services completed by the Consultant. The equitable adjustment shall include payment for contractual obligations reasonably incurred prior to termination. C. For Convenience of Compact 1. The Compact shall have the right to terminate this Contract at any time for its convenience. Termination shall become effective upon compliance with an the following conditions: a. The Compact shall give the Consultant at least thirty days' written notice by registered or hand-delivered mail. b. The notice shall specify that it is for the convenience of the Compact. c. The notice shall designate a termination date. 2. Upon receipt of notice, the Consultant shall promptly discontinue all services affected, unless otherwise directed in writing. The Consultant shall thereupon make available, and at the Compact's option, deliver to the Compact, all original finished and unfinished documents, data, studies, specifications, models, reports, estimates, summaries, and such other information and materials as may have been accumulated by the Consultant in performing this Contract. 3. If the Contract is terminated by the Compact as provided herein, the Consultant shall receive payment for all services performed. Payment shall include payment for contractual obligations reasonably incurred prior to termination. 4. In the event the Compact terminates this Contract for its convenience, the Compact may take over the work and prosecute the same to completion by agreement with another party or otherwise. C-4 IV. PAYMENT A. Payment shall be made in accordance with the payment schedule incorporated in this Contract as soon as practicable upon submission of statements by the Consultant to the Compact requesting payment. Each month a master invoice will be prepared. Each of the Compact members will be billed for 25 percent of the monthly invoice. B. The Consultant will request monthly payments and the Compact shall make them as soon as practicable upon receipt of statements requesting payment from the Consultant. C. The Consultant shall prepare the estimates of work performed and shall supplement them with such supporting data as the Compact may require. D. Upon satisfactory completion of the work performed under this Contract, and as a condition precedent to final payment under this Contract or to settlement upon termination of the Contract, the Consultant shall execute and deliver to the Compact a release of all claims against the Compact arising under or by virtue of this Contract, other than such claims, if any, as may be specifically exempted by the Consultant from the operation of the release in stated amounts to be set forth therein. V. AUDIT; ACCESS TO RECORDS A. The Consultant shall maintain books, records, documents, and other evidence directly pertinent to performance under this Contract in accordance with generally accepted accounting principles and practices consistently applied. The Consultant shall also maintain the financial information and data used by the Consultant in the preparation or support of the cost submission and a copy of the cost summary submitted to the Compact. The Compact shall have access to such books, records, documents, and other evidence for inspection, audit, and copying. The Consultant will provide proper facilities for such access and inspection. B. The Consultant agrees to include all of this Section V in all his contracts and all tier subcontracts directly related to project performance that are in excess of$10,000. C-5 C. Audits conducted under this provision shall be in accordance with generally accepted auditing standards and established procedures and guidelines of the reviewing or audit agencies. D. The Consultant agrees to the disclosure of all information and reports resulting from access to records under paragraphs V.A. and V.B. of this section of the Compact- designated auditor, provided that the Consultant is afforded the opportunity for an audit exit conference and an opportunity to comment and submit any supporting documentation on the pertinent portions of the draft audit report and that the final audit report will include written comments of reasonable length, if any, of the Consultant. E. The Consultant shall maintain and make available records under paragraphs V.A. and V.B. of this section during performance on work under this Contract and until three years from the date of final payment for the project. VI. SUBCONTRACTS A. Any subcontractors and outside associates or consultants required by the Consultant in connection with services under this Contract will be limited to such individuals or firms that were specifically identified and agreed to during negotiations, or that the Compact specifically authorizes during the performance of this Contract. The Compact must give prior approval for any substitutions in or additions to such subcontractors, associates or consultants. B. The Consultant may not subcontract services in excess of$10,000 of the Contract price to subcontractors or consultants without the Compact's prior written approval. VII. EQUAL EMPLOYMENT OPPORTUNITY The Consultant agrees that he will not discriminate against any employee or applicant for employment because of race, religion, color, sex, age, or national origin and that is does not hold interest in any South African businesses, investments,or organizations. C-6 VIII. INSURANCE A. The Consultant shall procure and maintain during the life of the Contract, comprehensive general liability in the amount of $1,000,000/$1,000,000 for Bodily Injury and $1,000,000 for Property Damage; comprehensive automobile liability insurance with the limits of$1,000,000/$1,000,000 for Bodily Injury and $1,000,000 for Property Damage. Comprehensive General Liability coverage shall include premises/operations, independent contractors, products/completed operations and contractual liability. Nothing herein shall be construed to limit the scope of indemnity set forth below. B. Maintain statutory Workers Compensation Insurance coverage. C. The certificates shall provide that if the policies are cancelled by the insurance company or the Consultant during the term of the Contract, thirty days' written notice prior to the effective date of such cancellation will be given to the Compact. IX. INDEPENDENT CONTRACTOR The Consultant will be deemed to be an independent contractor for the purposes of this Contract, and neither the Consultant nor any of its employees shall be considered an agent, employee or servant of the Compact. X. INDEMNIFICATION Riverside Technology, inc. shall indemnify, defend, and hold harmless The Compact,its officers, departments, employees and agents from and against any and all suits, actions, legal or administrative proceedings, claims, demands or damages of any kind or nature arising out of this contract which are attributed to any negligent or intentional act or omission of Riverside Technology, inc., its agents, employees or anyone acting under its direction, control or on its behalf. XI. PROJECT INTEGRITY The Compact intends that this project shall be undertaken without preconceived bias with regard to the final report and/or recommendations which shall result therefrom. The C-7 Consultant warrants that the study performed pursuant to this agreement has considered and explored all reasonable options and approaches to the project and has rendered a report and/or recommendation solely on the criteria developed from this study. This section of the agreement shall not be construed so as to preclude the Consultant from using data,criteria or ideas developed on other similar projects in developing the final report and/or recommendation. XII. PERFORMANCE In the event the provisions of this Contract require any act to be done or action to be taken on a date which is a Saturday, Sunday or legal holiday, such act or action shall be deemed to have been validly done or taken if done or taken on the next succeeding day which is not a Saturday, Sunday or legal holiday. C-8 City of Fort Worth, Texas Mayor and Council u(J icatio U t DATE REFERENCE SUBJECT: UPPER TRINITY RIVER BASIN PAGE NUMBER WATER QUALITY COMPACT 1 7-26-88 *C- 11095 I of RECOMMENDATION: It is recommended that the City Manager be authorized to enter into an agreement with Riverside Technology, Inc . for NPDES Permitting and Water Quality Support Services for a cost not to exceed $10,000. DISCUSSION: On October 25, 1975 (M&C C43219) , the City Council authorized the City Manager to execute an agreement providing that the City of Fort Worth join with the City of Dallas, the North Texas Municipal Water District and the Trinity River Authority of Texas in the formation and operation of the Upper Trinity River Basin Water Quality Compact . The agreement provided that the members share equally in the costs of the operation of the Compact's programs . The City of Fort Worth has participated in the Compact since the time of the group 's inception. The Compact agreement was renewed in 1986, (M&C C-9501) , to allow for continued participation for an additional 10-year period. The primary purpose of the Compact has been to insure that a water quality sampling program is established and maintained . An initial work program was described in 1986. Recently, the U.S Environmental Protection Agency (EPA) has begun to implement a nationwide program of biomonitoring to determine the presence of toxic materials in wastewater discharges. Costly biomonitoring requirements are being proposed for inclusion in NPDES permits . Since biomonitoring of municipal wastewater is new and not an exact science, expert assistance is needed to provide advice on the biomonitoring requirements proposed. The firm of Riverside Technology, Inc . , has expertise in biomonitoring requirements as they apply to discharge permits . Riverside has worked with state and local agencies in the field of biomonitoring. The Compact members believe it would be prudent to utilize the expertise of Riverside Technology in negotiating revised NPDES permits with EPA. COSTS: Riverside Technology, Inc . , has submitted a proposal to provide the needed assistance for a cost not to exceed $40,000. This cost would be paid for equally by the four Compact members, ($10,000 each. ) Trinity River Authority of Texas staff would administer the contract and pay for the work accomplished monthly on an equal share basis from each member's contribution. FINANCING: Sufficient funds are available in Water and Sewer Operating Fund 45, Waste Water Treatment Account No. 70-50-02. Expenditure in the amount of $10,000, will be made out of Index Code 384313. RAM:md1 SUBMITTED FOR THE CITY MANAGER'S DISPOSITION BY COUNCIL: PROCESSED BY OFFICF BY: Ruth Ann McKinney 0 APPROVED ORIGINATING v 0 OTHER (DESCRIBE) DEPARTMENT HEAD: Richard Sawey CITY SECRETARY FOR ADDItIONAL INFORMATION qp CONTACT: R. Sawey 8220 DATE