S:\14 - CONTRACTS - AGREEMENTS\ON-CALL SERVICES\On-call GAC Changouts\FY 23.24\FY 23.24 GAC Changeouts - RFQ&P.docx Request for Qualifications & Proposal (RFQ&P)
Contracting Services for Granular Activated Carbon (GAC) Changeouts for City of Bakersfield, Domestic Water System
Fiscal Year 2023-2024
May 9, 2023
Companies wishing to be considered for this contract should thoroughly read this RFQ&P.
I. GENERAL DESCRIPTION AND REQUIREMENTS
The City of Bakersfield Water Resources Department (“City”) is seeking statement of qualifications and proposals in response to this RFQ&P from qualified granular activated carbon (“GAC”) media suppliers which are able to supply GAC media and perform GAC changeouts for the City’s Domestic Water System.
The services include, in general for each well site, removal of spent GAC, wash-down and disinfection of vessels, and delivery and installation of virgin GAC to vessels.
City owns several domestic water well sites equipped with adsorption vessels filled with GAC for removal of 1,2,3-trichloropropane (“TCP”). Currently, there are a total of 110 GAC vessels designated for TCP removal. This RFQ&P specifies the requirements for removal, manufacture, delivery, and installation, of GAC for the City’s Domestic Water System.
City plans to enter into a one (1) year agreement with one (1) or more qualified GAC suppliers (“Supplier”) which will provide the materials and services as described in this RFQ&P. The agreement(s) may be renewed annually for three (3) consecutive one-year periods at City’s option. Compensation to Supplier will be made by City under the agreement. Supplier shall have documented and extensive experience in manufacturing, supplying, and changing out GAC.
Supplier shall be responsible for compliance with all applicable Federal Laws; State of California laws including, but not limited to the Labor Code, Public Contract code, and Government code; and local laws.
City makes no representation as to the applicability or inapplicability of any laws regarding contracts, and especially the payment of prevailing wages thereunder. Supplier will not hold or seek to hold City liable for any failure by Supplier to comply with any such laws without regard to whether City knew, could have known, or should have known as to the necessity of such compliance.
Supplier shall be responsible for obtaining all permits required of Supplier to complete the scope of work as described in this RFQ&P.
For the purpose of this project, the following definitions shall apply:
• CITY is the City of Bakersfield, Water Resources Department. • PROPOSER is a firm which provides a submittal package in response to this RFQ&P. • SUPPLIER is the company selected by City to provide services under agreement as described in this RFQ&P and shall include Supplier’s subcontractors.
• LOCAL REGULATORY AGENCY refers to all Divisions and Departments of the City of Bakersfield that are charged with the oversight of this type of work. • STATE REGULATORY AGENCY refers to all State of California agencies that might have jurisdiction over the work.
• FEDERAL REGULATORY AGENCY refers to all United States of America federal agencies that might have jurisdiction over the work.
RFQ&P – Contracting Services for GAC Changeouts
City of Bakersfield, Domestic Water System Page 2 of 9
S:\14 - CONTRACTS - AGREEMENTS\ON-CALL SERVICES\On-call GAC Changouts\FY 23.24\FY 23.24 GAC Changeouts - RFQ&P.docx Only Proposers meeting the GAC requirements as specified in Section IV – GAC Specifications will be considered. Proposers not meeting the GAC requirements as specified in Section IV – GAC Specifications will be rejected.
II. DESCRIPTION OF TREATMENT SYSTEM
TCP-treated well sites have a minimum of one (1) treatment vessel, with most sites equipped with at least one (1) set of two (2) vessels (herein referenced as a “vessel pair”) operated in a series/lead-lag configuration. Several sites have multiple vessel pairs. Each individual vessel has a working GAC capacity of 714 cubic feet with a 25% bed expansion allowance for fluidization (initial backwash) of the GAC. Each vessel has a 4” Kamlock for GAC fill/discharge and a 2” Kamlock for potable water and air.
III. SERVICES TO BE PROVIDED BY SUPPLIER (SCOPE OF WORK) The scope of work outlined herein is to be used as a general guide and is not intended to be a complete list of all work necessary under the contract. Detailed specifications for GAC media and GAC changeout procedures to be provided by Supplier can be found in Section IV – GAC Specifications and Section V – GAC Removal, Delivery, and Installation, respectively.
A. Work to be performed by Supplier shall include, but is not limited to:
1. Removing spent GAC by slurry transfer from vessels to trailer;
2. Opening vessel manway hatches, performing vessel wash-down procedures, and allowing time for City or its designee to perform visual interior inspections of vessels;
3. Disinfecting vessels*;
4. Procuring virgin GAC;
5. Delivering virgin GAC to well site;
6. Installing virgin GAC by slurry transfer from trailer to vessels;
7. Fluidizing (initial backwash) of virgin GAC; and
8. Furnishing all labor, materials, tools, equipment, and GAC transportation. *Bacteriological testing shall be the responsibility of City or its designee.
B. Supplier shall be responsible for cleanup of all GAC and slurry spills that may occur during GAC transfer operations. Supplier shall keep site clean and tidy during entire changeout operations. All water used shall be discharged to the point designated by City or its designee; no discharges shall be permitted without the City's or its designee’s permission.
C. Supplier shall be responsible for all costs related to transporting virgin and spent GAC, including, but not limited to, fuel, trucks, trailers, permits, curb ramps/plates, and traffic control.
D. Supplier shall comply with all applicable regulatory requirements including, but not limited to, the following:
1. Occupational safety and health requirements of OSHA and Cal-OSHA.
2. U.S. Department of Transportation requirements for transportation of GAC.
3. Local air pollution control requirements regarding potential releases of chemicals or particulates during transfer of GAC to and from vessels.
Evidence (copies of permits, etc.) shall be provided if requested by City. Supplier shall obtain all necessary permits related to the delivery of the GAC at his own expense.
RFQ&P – Contracting Services for GAC Changeouts
City of Bakersfield, Domestic Water System Page 3 of 9
S:\14 - CONTRACTS - AGREEMENTS\ON-CALL SERVICES\On-call GAC Changouts\FY 23.24\FY 23.24 GAC Changeouts - RFQ&P.docx E. Supplier’s on-site normal working hours shall between 7:00 a.m. and 4:00 p.m. Under special circumstance and on approval by City shall supplier be allowed to work on site outside of normal working hours.
F. Supplier shall be capable of commencing the changeout process within ten (10) calendar days from receiving a request for changeout from City or its designee and shall complete the changeout process within ten (10) calendar days from commencing the changeout process.
G. State of California prevailing wage rates apply. All labor performed on City facilities shall be paid at said prevailing wage rates. Trucking and delivery labor is not required to be paid at prevailing wage rates.
IV. GAC SPECIFICATIONS
A. GAC shall be virgin material manufactured from coconut shells or bituminous coal only. Activation shall be carefully controlled to produce a material having a high internal surface area with optimum pore size for effective adsorption of TCP.
B. GAC mesh size shall be 12x30 or 12x40 per ASTM D2862 test method and shall have a maximum uniformity coefficient of 2.1.
C. GAC shall have a minimum Iodine No. of 1,000 mg/g per ASTM D4607 test method.
D. GAC physical size and density must be such that it flows easily within the transfer piping and must form a workable slurry with a concentration of approximately 0.21 kg of carbon per liter (2 pounds of carbon per gallon) of water.
E. GAC shall be ANSI/NSF-61 and ANSI/NSF-42 certified and shall be in compliance with AWWA B604 – Granular Activated Carbon and California Proposition 65 for drinking water (shall not contain any Proposition 65 chemicals).
F. GAC shall have properties such that each vessel loaded with virgin GAC contains a working GAC volume of 714 cubic feet following initial soaking and fluidization.
V. GAC REMOVAL, DELIVERY, AND INSTALLATION
Supplier shall perform GAC changeouts in accordance with the following and under the direct supervision of City or its designee. Under no circumstances shall supplier be allowed to perform changeout operations without the direct supervision of City or its designee.
A. A single GAC changeout is considered to be for one vessel pair which consists of removal of spent GAC and delivery and installation of virgin GAC for each vessel in the pair.
B. The general order of events are listed below:
1. Removal of spent GAC
2. Wash down and inspection of vessels
3. Disinfection of vessels
4. Bacteriological testing of vessels
5. Delivery and installation of GAC
6. Fluidization (initial backwash) of GAC
7. Bacteriological testing of GAC
8. Vessels placed into service
RFQ&P – Contracting Services for GAC Changeouts
City of Bakersfield, Domestic Water System Page 4 of 9
S:\14 - CONTRACTS - AGREEMENTS\ON-CALL SERVICES\On-call GAC Changouts\FY 23.24\FY 23.24 GAC Changeouts - RFQ&P.docx C. Supplier shall remove spent GAC from vessels by slurry transfer to trailer. Supplier shall become owner of spent GAC.
D. Supplier shall open vessel manway access hatches and wash out any remaining GAC in the vessels and allow for interior inspection by City or its designee.
E. Supplier shall remove existing vessel manway access hatch gaskets and shall furnish and install new gaskets for every changeout.
F. Supplier shall disinfect and dechlorinate the vessels in accordance with the latest editions of AWWA C653 – Disinfection of Water Treatment Plants and AWWA C655 – Field Dechlorination.
G. Supplier shall transport GAC in trailers used solely for the transport of GAC. Trailers shall be thoroughly cleaned prior to filling with GAC and shall be lined or constructed with materials suitable for transporting GAC that will be in contact with potable water.
H. Supplier shall submit weight tickets for the actual delivered GAC and pertinent lab testing information.
I. City or its designee shall direct Supplier as to where truck and trailer shall be parked. Supplier shall be responsible for providing traffic control and curb ramps/plates, if necessary.
J. Supplier shall install GAC by water slurry transfer from trailer to vessel, using air pressure on the trailer as the motive force. Use of a pump or eductor to transfer GAC from trailer to vessel will not be allowed. Bag loading or dry loading of GAC into vessel is prohibited. Makeup or rinse water needed for the transfer shall be potable water provided by City. Supplier shall provide any necessary hoses, site glasses, piping, and appurtenances for using this water. The compressed air supply required for transfer of carbon shall be provided by Supplier.
K. Supplier shall soak newly installed virgin GAC and perform fluidization (initial backwash) operations per Supplier’s recommendations.
VI. WARRANTY
A. Supplier shall warranty against the following conditions occurring within thirty (30) calendar days of the vessel pair entering into service:
1. Heterotrophic plate counts above the maximum contaminate level and any coliform bacteria detected in the vessels.
2. Leaching of any regulated contaminant from the GAC. This provision shall not apply to nitrate if the raw water nitrate level exceeds one-half (1/2) of the nitrate MCL (i.e., nitrate sloughing).
3. Any leaks from vessel manway access hatches.
Should any of the above provisions come into effect, the Supplier shall be notified by City or its designee.
B. For water quality issues as described in items 1 and 2 above, Supplier shall be allowed two (2) working days following notification to propose a mitigation strategy (e.g. GAC disinfection) to bring the GAC back into compliance. The mitigation strategy must be approved by City. If a mitigation strategy is not agreed upon, Supplier shall remove and replace the GAC. The problem must be corrected or the GAC replaced within two (2) weeks from notification to Supplier.
C. For leaking hatches as described in item 3 above, Supplier shall remedy the leak within forty-eight (48) hours, regardless of weekends or holidays.
RFQ&P – Contracting Services for GAC Changeouts
City of Bakersfield, Domestic Water System Page 5 of 9
S:\14 - CONTRACTS - AGREEMENTS\ON-CALL SERVICES\On-call GAC Changouts\FY 23.24\FY 23.24 GAC Changeouts - RFQ&P.docx D. All costs for correcting the problem including labor, disinfection, laboratory charges, and materials shall be paid for by Supplier.
VII. ITEMS AND SERVICES TO BE PROVIDED BY CITY
A. City or its designee will provide Supplier with a list of sites in need of GAC changeouts and will coordinate the date and time of the changeouts with Supplier.
B. City or its designee will provide site access, such as unlocking gates, to Supplier. City or its designee will be responsible for securing the site at the end of working hours.
C. City or its designee will be responsible for operating well site equipment (pumps, valves, electrical, etc.).
D. City or its designee will perform bacteriological testing of the vessels and newly installed GAC. Test results shall be made available to the Supplier upon request. Should Supplier wish to independently confirm the testing results, it shall be at their own expense and with no impact to the schedule.
VIII. SUBMITTAL REQUIREMENTS
Companies responding to this RFQ&P must include in their submittal package the following items:
• Three (3) copies of Proposer’s SOQ (refer to Section IX – Statement of Qualifications), including a statement of insurance coverage signed by Proposer. The SOQ should be brief while still providing the required information.
• Three (3) copies of Proposer’s Proposal (refer to Section X – Proposal). The Proposal should be brief while still providing the required information.
• One (1) signed copy of the “General Information Sheet” (refer to Attachment RFQ&P-1). • One (1) signed copy of the sample agreement (refer to Section XIII – Contract Documents and Attachment RFQ&P-2).
• One USB flash drive containing the items above in PDF format.
The submittal items must be placed into a sealed envelope bearing Proposer’s name and the words:
Statement of Qualifications and Proposal for
Contracting Services for GAC Changeouts
Fiscal Year 2023-204
Bakersfield, California
The submittal package must be delivered before 3:00 p.m. Tuesday, June 6, 2023 to:
Sameena Gill, Civil Engineer III
City of Bakersfield
Water Resources Department
1000 Buena Vista Road
Bakersfield, California 93311
City assumes no responsibility for non-receipt of submittal packages due to any delay including, but not limited to, carrier delay. It is Proposer's responsibility to meet the deadline stated above.
Submittals that do not contain the required number of copies and all of the information requested in this RFQ&P may be considered non-responsive and rejected without evaluation.
RFQ&P – Contracting Services for GAC Changeouts
City of Bakersfield, Domestic Water System Page 6 of 9
S:\14 - CONTRACTS - AGREEMENTS\ON-CALL SERVICES\On-call GAC Changouts\FY 23.24\FY 23.24 GAC Changeouts - RFQ&P.docx Submittals received after the deadline or at the wrong location may be considered non-responsive. Fax or e-mail copies will not be accepted. All submittals become the property of the City of Bakersfield and will not be returned.
IX. STATEMENT OF QUALIFICATIONS (SOQs)
Proposer shall submit a Statement of Qualifications (SOQ) which shall contain at a minimum the following information:
A. Statement of Proposer’s knowledge and expertise in manufacturing and supplying GAC.
B. Statement of Proposer’s management principles and procedures and how they will be applied to work performed under the agreement in regards to:
1. Maintaining adequate GAC inventory;
2. GAC delivery and changeout schedules; and
3. GAC delivery and changeout performance.
C. Name and relevant experience of Proposer’s project manager who will be the main contact for these services.
D. Evidence of a minimum six (6) month GAC inventory for City and evidence that Proposer can fulfill the obligations under the agreement, including Supplier’s capability of commencing a changeout process within ten (10) calendar days from receiving a request for changeout from City or its designee and Supplier’s capability of completing the changeout process within ten (10) calendar days from commencing the changeout process.
E. List of comparable clients served by Proposer in the past five (5) years. The list should include at least four (4) different clients and should provide the following information for each:
1. Client name, location, and description GAC treatment system.
2. Volume of GAC supplied to client over a certain timeframe.
3. Name, address, and phone number of contact person at Proposer’s client’s office.
City may contact the listed clients for reference checks.
F. Statement of Proposer’s delivery and changeout approach including, but not limited to, approximate number of days and employees expected to perform each changeout.
G. A description of Proposer’s facilities, including inventory storage facilities, and their locations.
H. A description of Proposer’s delivery truck fleet.
I. Statement of why Proposer believes it should be selected for this contract.
J. List of Proposer’s claims history in the last five (5) years in accordance with the following:
1. List of all claims, demands for arbitration and/or, law suits filed by Proposer, predecessor companies, or company officers against project owners or their agents. This list shall include the following information for each claim:
a. Name of project owner
b. Project completion date
c. Basis for claim
d. Claim or suit amount
e. Current status
f. Award or settlement amount
2. List of all claims, demands for arbitration, and/or lawsuits filed by project owners, their agents, or subconsultants against Proposer, predecessor companies, its agents, or bonding company in RFQ&P – Contracting Services for GAC Changeouts
City of Bakersfield, Domestic Water System Page 7 of 9
S:\14 - CONTRACTS - AGREEMENTS\ON-CALL SERVICES\On-call GAC Changouts\FY 23.24\FY 23.24 GAC Changeouts - RFQ&P.docx connection with Proposer, its officers, its agents, or bonding company. This list shall include the following information for each claim:
a. Name of project owner
b. Project completion date
c. Basis for claim
d. Claim or suit amount
e. Current status
f. Award or settlement amount
K. Statement of Proposer's current insurance coverage signed by Proposer. Do not submit a certificate of insurance in lieu of this statement. City requires a minimum of One Million Dollars ($1,000,000) Professional Liability Insurance, Automobile Liability Insurance, General Liability Insurance, and Workers’ Compensation Insurance. If the current coverage does not meet City’s minimum requirements, a statement of Proposer's ability and intent to obtain the required coverage must be included.
L. Additional information Proposer deems necessary for City to complete its evaluation of Proposer based on the criteria described in Section XI – Selection of Supplier.
X. PROPOSAL
Proposer shall submit a Proposal which shall contain the following information:
A. A fee schedule describing the Proposer’s unit-price-per-vessel (1 vessel, with 714 cf of GAC) and unit- price-per-vessel-pair (2 vessels, each with 714cf of GAC) to perform the duties and provide the materials as described in this RFQ&P, which pricing shall include labor, materials, tools, equipment, and GAC transportation.
Unit prices shall be valid for the duration of the one (1) year agreement and shall be held constant throughout the term of the one (1) year agreement. The agreement may be renewed annually for three (3) consecutive one-year periods at City’s option. If agreed upon by City, Supplier may adjust unit prices for each one-year period upon agreement renewal.
B. Standard product data sheet for proposed GAC.
C. ANSI/NSF-61 and ANSI/NSF-42 certifications and California Proposition 65 and AWWA B604 statements of compliance for proposed GAC.
D. Temperature-specific media down flow pressure drop curves and backwash bed expansion curves.
M. A signed statement that Proposer understands the GAC requirements and that Proposer’s GAC meets the GAC requirements as specified in Section IV – GAC Specifications.
XI. SELECTION OF SUPPLIER
City will first evaluate each Proposer based on the following questions:
A. Does Proposer’s GAC meet the required specifications? B. Is Proposer knowledgeable and experienced in manufacturing and supplying GAC? C. Is Proposer’s project manager experienced and well qualified? D. Is Proposer able to meet the minimum six (6) month GAC inventory requirements? E. Does proposer have adequate facilities, professional staff, and trucking fleet to:
1) Begin GAC changeouts within ten (10) days from request from City; and 2) Complete GAC changeouts within ten (10) days from start of changeout? RFQ&P – Contracting Services for GAC Changeouts
City of Bakersfield, Domestic Water System Page 8 of 9
S:\14 - CONTRACTS - AGREEMENTS\ON-CALL SERVICES\On-call GAC Changouts\FY 23.24\FY 23.24 GAC Changeouts - RFQ&P.docx F. Has Proposer served at least four (4) different comparable clients in the last five (5) years with GAC changeouts?
Proposers receiving a “yes” from all the above questions will be placed on the tentative approval list.
Proposers not receiving a “yes” from all above questions will be rejected.
City will then review and evaluate the fee schedules of the Proposers on the tentative approval list and will select one (1) or more Proposer for award of contract.
City retains the option to visit Proposers’ facilities to visually inspect GAC inventory, storage conditions, truck fleet conditions, etc. If Proposer’s facilities and/or truck fleet are unsatisfactory to City, Proposer will be rejected and will not be considered for award.
XII. SOLICITATION CAVEAT
Proposer and its subconsultants understand and agree that City shall have no financial responsibility for any costs incurred by Proposer and its subconsultants in responding to this RFQ&P and City shall not be liable for any of Proposer's or its subconsultants' costs attributed to their own study and investigation in regards to this RFQ&P. City shall also have no financial responsibility for any costs incurred by Supplier until Supplier has executed an agreement with City and has been authorized in writing to proceed. City reserves the right to terminate this RFQ&P at any time.
The submission of a proposal shall be conclusive evidence that Proposer and its subconsultants have investigated and satisfied themselves as to the conditions to be encountered; the character, quality, and scope of work to be performed; and any municipal and ordinance requirements of the City of Bakersfield.
As outlined in Clause 5 – Compliance with All Laws of the INDEPENDENT CONTRACTOR’S AGREEMENT, once final selection occurs Supplier will need to obtain a City of Bakersfield business tax certificate prior to execution of an agreement with City.
XIII. CONTRACT DOCUMENTS
A sample copy of the City's INDEPENDENT CONTRACTOR’S AGREEMENT is included with this RFQ&P as Attachment RFQ&P-2. Please review the agreement carefully. This is the agreement Supplier will be expected to execute without alteration. If any changes are desired, Proposer must submit a copy of the requested modifications to City for approval at least ten (10) calendar days prior to the date that submittal packages are due. If approved, City will then issue the changes to all prospective Proposers prior to the due date.
An officer of Proposer must sign and return the “Sample Agreement Acceptance” clause located on the last page of the agreement and return the sample INDEPENDENT CONTRACTOR’S AGREEMENT included in this RFQ&P with Proposer’s submittal package. The clause states:
“I have received and reviewed the sample INDEPENDENT CONTRACTOR'S AGREEMENT including the INDEMNITY clause which was included in the City’s RFQ&P. My signature below shall signify our company’s acceptance of said agreement if our company is selected for awarding a contract for these services as described in said RFQ&P. This acceptance is made with the understanding that the “COMPENSATION” and “TERM” clauses will be modified or created to contain the amounts and dates established for this agreement.” The signature indicates that Proposer accepts the clauses of the agreement, including the indemnity clause, as stated on the enclosed sample copy of the City's agreement, with the exception that the "COMPENSATION" and “TERM” clauses and other blanks where appropriate will be modified. Failure to RFQ&P – Contracting Services for GAC Changeouts
City of Bakersfield, Domestic Water System Page 9 of 9
S:\14 - CONTRACTS - AGREEMENTS\ON-CALL SERVICES\On-call GAC Changouts\FY 23.24\FY 23.24 GAC Changeouts - RFQ&P.docx execute the agreement without alteration may result in the rejection of Proposer's submittal and retaining of a different Proposer by City.
City will not approve Proposer's requested modifications to the insurance clause nor the indemnity clause of this agreement. At the time of agreement execution, the Supplier will be required to provide evidence of insurance coverage (Certificates of Insurance) as specified in the agreement.
XIV. CONTACTS AT THE CITY
All questions concerning this RFQ&P, City's review and evaluation of the submittal packages, and City's selection of Supplier for this contract must be submitted in writing, at least seven (7) calendar days before submittals are due, to:
Sameena Gill, Civil Engineer III
City of Bakersfield
Water Resources Department
Email: [email protected]
XV. ATTACHMENTS TO THIS RFQ&P
The following attachments are incorporated in this RFQ&P:
• Attachment RFQ&P-1, General Information Sheet
• Attachment RFQ&P-2, Sample Agreement
Attachment RFQ&P - 1
S:\14 - CONTRACTS - AGREEMENTS\ON-CALL SERVICES\On-call GAC Changouts\FY 23.24\FY 23.24 GAC Changeouts - RFQ&P.docx General Information Sheet
Contracting Services for Granular Activated Carbon (GAC) Changeouts for City of Bakersfield, Domestic Water System
Fiscal Year 2023-2024
Date: ________________________
Legal Name of Firm: __________________________________________________________________
__________________________________________________________________
Type of Organization: __________________________________________________________________
__________________________________________________________________
If a corporation, state in which the firm is incorporated: __________________________________
Federal Employer I.D. Number: __________________________________________________________
Street Address: ___________________________________________________________________
___________________________________________________________________
Mailing Address: ___________________________________________________________________
___________________________________________________________________
Telephone Number: ___________________________________________________________________
Fax Number: ___________________________________________________________________
_____________________________________________________________________________________ Name of Principal-in- Charge, Title, License Number
_____________________________________________________________________________________ Name of Project Manager, Title, License Number
_____________________________________________________________________________________ Signature of Officer of the Firm Title Date
Attachment RFQ&P - 1
S:\14 - CONTRACTS - AGREEMENTS\ON-CALL SERVICES\On-call GAC Changouts\FY 23.24\FY 23.24 GAC Changeouts - RFQ&P.docx Attachment RFQ-2 -- Sample Agreement
AGREEMENT NO. ___________________
INDEPENDENT CONTRACTOR'S AGREEMENT
This INDEPENDENT CONTRACTOR’S AGREEMENT (“Agreement”) is made and entered into on _______________________, by and between the CITY OF BAKERSFIELD, a municipal corporation (referred to herein as “CITY”), and _________________________________________ a [business type: Sole Proprietorship; Partner ship; Corporation; LLC; etc.] authorized to do business in California (referred to herein as “CONTRACTOR”).
R E C I T A L S
WHEREAS, CONTRACTOR represents that CONTRACTOR is experienced, well qualified and a specialist in the field of ________________________________.
NOW, THEREFORE, incorporating the foregoing recitals herein, CITY and CONTRACTOR mutually agree as follows:
1. SCOPE OF WORK. In exchange for the Compensation (defined below), CONTRACTOR shall perform the following:
_________________________________________________________________________________ _________________________________________________________________________________ _________________________________________________________________________________ _____________________________________________
(“Scope of Work”) . The Scope of Work shall include all items and procedures necessary to properly complete the task CONTRACTOR has been hired to perform, whether specifically included in the Scope of Work or not.
2. COMPENSATION/PAYMENT PROCEDURE. Subject to the conditions of this section, CITY will pay CONTRACTOR as follows for performing the Scope of Work (“Compensation”):
[choose one]
(1) A total, lump sum payment of $ _______________ after the Scope of Work is completed to CITY’s satisfaction, or
(2) On an hourly [or time/material] basis in accordance with the hourly rates as shown on Exhibit A.
Attachment RFQ&P - 1
S:\14 - CONTRACTS - AGREEMENTS\ON-CALL SERVICES\On-call GAC Changouts\FY 23.24\FY 23.24 GAC Changeouts - RFQ&P.docx CITY will pay CON TRACTOR within 30 days after CONTRACTOR submits an itemized invoice for the portions of the Scope of Work completed and that invoice is approved by CITY. The Compensation will be the total amount paid to CONTRACTOR for performing the Scope of Work and inc ludes, but is not limited to, all out -of-pocket costs and taxes. CITY will pay no other compensation to CONTRACTOR. In no case will CITY compensate CONTRACTOR more than $_____________ for performing the Scope of Work.
3. TERM. Unless terminated sooner, as set forth herein, this Agreement shall terminate on _________________ [Date].
4. TERMINATION. Either party may terminate this Agreement after giving the other party written notice, as provided herein, ten days before the termination is effective.
5. COMPLIANCE WITH ALL LAWS. CONTRACTOR shall, at CONTRACTOR’s sole cost, comply with all of the requirements of Municipal, State, and Federal authorities now in force, or which may hereafter be in force, pertaining to this Agreement, and shall faithfully observe in all activities relating to or growing out of this Agreement all Municipal ordinances and St ate and Federal statutes, rules or regulations, and permitting requirements now in force or which may hereafter be in force including, without limitation, obtaining a City of Bakersfield business tax certificate (Bakersfield Municipal Code Chapter 5.02) where required.
6. INDEPENDENT CONTRACTOR. This Agreement calls for CONTRACTOR’s performance of the Scope of Work as an independent contractor. CONTRACTOR is not an agent or employee of the CITY for any purpose and is not entitled to any of the benefits provided by CITY to its employees. This Agreement shall not be construed as forming a partnership or any other association with CONTRACTOR other than that of an independent contractor.
7. DIRECTION. CONTRACTOR retains the right to control or direct the manner in which the services described herein are performed.
8. EQUIPMENT. CONTRACTOR will supply all equipment, tools, materials and supplies necessary to perform the services under this Agreement.
9. STARTING WORK. CONTRACTOR shall not begin work until authorized to do so in writing by CITY. No work will be authorized before the date first written above.
10. KEY PERSONNEL. CONTRACTOR shall name all key personnel to be assigned to perform the Scope of Work. All key personnel shall be properly licensed and have the experience to perform the work called for under this Agreement. CONTRACTOR shall provide background for each of the key personnel including, without limitation, resumes and work experience performing work similar to the Scope of Work. CITY reserves the right to approve key personnel. Once the key personnel are approved, CONTRACTOR shall not change such personnel without CITY’s written approval.
Attachment RFQ&P - 1
S:\14 - CONTRACTS - AGREEMENTS\ON-CALL SERVICES\On-call GAC Changouts\FY 23.24\FY 23.24 GAC Changeouts - RFQ&P.docx
11. INCLUDED DOCUMENTS. Any bid documents, including, without limitation, special provisions and standard specifications and any Request for Proposals, Request for Qualifications and responses thereto relating to this Agreement are incorporated by reference as though fully set forth herein.
12. LICENSES. CONTRACTOR shall, at its sole cost and expense, keep in effect or obtain at all times during the term of this Agreement any licenses, permits and approvals which are legally required for CONTRACTOR to practice its profession and perform the Scope of Work. If CONTRACTOR is a corporation, at least one officer or key employee shall hold the required licenses or professional degrees. If CONTRACTOR is a partnership, at least one partner shall hold the required licensees or professional degrees.
13. STANDARD OF PERFORMANCE. The Scope of Work shall be performed in conformity with all legal requirements and industry standards observed by a specialist of CONTRACTOR’s profession in California.
14. SB 854 COMPLIANCE. To the extent Labor Code Section 1771.1 applies to this Agreement, a contractor or subcontractor shall not be qualified to bid on, be listed in a bid proposal, be subject to the requirements of Section 4104 of the Public Contract Code, or engage in the performance of any contract for public work, as defined in this chapter, unless currently registered and qualified to perform public work pursuant to Section 1725.5. It is not a violation of Labor Code Section 1771.1 for an unregistered contractor to submit a bid that is authorized by Section 7029.1 of the Business and Professions Code or by Section 10164 or 20103.5 of the Public Contract Code, provided the contractor is registered to perform public work pursuant to Section 1725.5 at the time the contract is awarded. The prime contractor is required to post job site notices in compliance with Title 8 California Code of Regulations Section 16451. This project is subject to compliance monitoring and enforcement by the Department of Industrial Relations.
15. NO WAIVER OF DEFAULT. The failure of any party to enforce against another party any provision of this Agreement shall not constitute a waiver of that party's right to enforce such a provision at a later time and shall not serve to vary the terms of this Agreement.
16. INSURANCE.
16.1 Types and Limits of Insurance. In addition to any other insurance or security required under this Agreement, CONTRACTOR must procure and maintain, for the duration of this Agreement, the types and limits of insurance below ("Basic Insurance Requirements").
16.1.1 Automobile liability insurance, providing coverage for owned, non - owned, and hired autos on an occurrence basis for bodily injury, including death, of one or more persons, property damage, and Attachment RFQ&P - 1
S:\14 - CONTRACTS - AGREEMENTS\ON-CALL SERVICES\On-call GAC Changouts\FY 23.24\FY 23.24 GAC Changeouts - RFQ&P.docx personal injury, with limits of not less than $1,000,000 per occurrence.
16.1.2 Commercial general liability insurance, unless otherwise approved by CITY’s Risk Manager, providing coverage on an occurrence basis for bodily injury, including death, of one or more persons, property damage, and personal injury, with limits of not less than $1,000,000 per occurrence. The policy must:
16.1.2.1 Provide contractual liability coverage for the terms of this Agreement;
16.1.2.2 Provide products and completed operations coverage;
16.1.2.3 Provide premises, operations, and mobile equipment coverage; and
16.1.2.4 Contain an additional insured endorsement in favor of CITY and its mayor, council, officers, agents, employees, and designated volunteers.
16.1.3 Workers' compensation insurance with limits of not less than $1,000,000 per occurrence. In accordance with the provisions of Labor Code Section 3700, every contractor will be required to secure the payment of compensation to his employees. Pursuant to Labor Code Section 1861, CONTRACTOR must submit to CITY the following certification before beginning any work on the Improvements:
I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for worker’s compensation or to undertake self -insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract.
By executing this Agreement, CONTRACTOR is submitting the certification required above.
The policy must contain a waiver of subrogation in favor of CITY and its mayor, council, officers, agents, employees, and designated volunteers.
16.2 General Provisions Applying to All Insurance Types.
16.2.1 All policies required of CONTRACTOR must be written on a first -dollar coverage basis, or contain a deductible provision. Subject to CITY’s advance approval, CONTRACTOR may utilize a self-insured retention Attachment RFQ&P - 1
S:\14 - CONTRACTS - AGREEMENTS\ON-CALL SERVICES\On-call GAC Changouts\FY 23.24\FY 23.24 GAC Changeouts - RFQ&P.docx in any or all of the policies provided, but the policy or policies may not contain language, whether added by endorsement or contained in the policy conditions, that prohibits satisfaction of any self -insured provision or requirement by anyone other than the named insured or by any means including other insurance or which is intended to defeat the intent or protection of an additional insured.
16.2.2 All policies required of CONTRACTOR must be primary insurance as to CITY and its mayor, council, officers, agents, employees, or designated volunteers and any insur ance or self -insurance maintained by CITY and its mayor, council, officers, agents, employees, and designated volunteers must be excess of
CONTRACTOR’s insurance and must not contribute with it.
16.2.3 The insurance required above, except for workers’ compensation insurance, must be placed with insurers with a Best’s rating as approved by CITY’s Risk Manager, but in no event less than A-:VII. Any deductibles, self-insured retentions, or insurance in lesser amounts, or lack of certain types of insurance otherwise required by this Agreement, or insurance rated below Best’s A-:VII, must be declared prior to execution of this Agreement and approved by CITY in writing.
16.2.4 The insurance required in this section must be maintained until the Scope of Work is satisfactorily completed as evidenced by CITY’s written acceptance. All policies must provide that there will be continuing liability thereon, notwithstanding any recovery on any policy.
16.2.5 Full compensation for all premiums which the CONTRACTOR is required to pay to sat isfy the Basic Insurance Requirements shall be considered as included in the prices paid for the performance of the Scope of Work, and no additional allowance will be made therefor or for additional premiums which may be required by extensions of the policies of insurance.
16.2.6 It is further understood and agreed by CONTRACTOR that its liability to CITY will not in any way be limited to or affected by the amount of insurance obtained and carried by CONTRACTOR in connection with this Agreement.
16.2.7 Unless otherwise approved by CITY, if any part of the Scope of Work is subcontracted, the Basic Insurance Requirements must be provided by, or on behalf of, all subcontractors even if CITY has approved lesser insurance requirements for CONTRACTOR, and all subcontractors must agree in writing to be bound by the provisions of this section.
Attachment RFQ&P - 1
S:\14 - CONTRACTS - AGREEMENTS\ON-CALL SERVICES\On-call GAC Changouts\FY 23.24\FY 23.24 GAC Changeouts - RFQ&P.docx
17. THIRD PARTY CLAIMS . In the case of public works contracts, CITY will timely notify CONTRACTOR of third party claims relating to this Agreement. CITY shall be allowed to recover from CONTRACTOR, and CONTRACTOR shall pay on demand, all costs of notification.
18. INDEMNITY. CONTRACTOR shall indemnify, defend, and hold harmless CITY and CITY’s officers, agents and employees against any and all liability, claims, actions, causes of action or demands whatsoever against them, or any of them, before administrative or judicial tribunals of any kind whatsoever, arising out of, connected with, or caused by CONTRACTOR or CON TRACTOR’s employees, agents, independent contractors, companies, or subcontractors in the performance of, or in any way arising from, the terms and provisions of this Agreement whether or not caused in part by a party indemnified hereunder, except for CITY’s sole active negligence or willful misconduct.
19. ASSIGNMENT. Neither this Agreement nor any rights, interests, duties, liabilities, obligations or responsibilities arising out of, concerning or related in any way to this Agreement (including, but not limited to, accounts, actions, causes of action, claims, damages, demands, liabilities, losses, obligations, or reckonings of any kind or nature whatsoever, for compensatory or exemplary and punitive damages, or declaratory, equitable or injunctive relief, whether based on contract, equity, tort or other theories of recovery provided for by the common or statutory law) may be assigned or transferred by any party. Any such assignment is prohibited, and shall be unenforceable and otherwise null and void without the need for further action by the non-assigning party or parties.
20. ACCOUNTING RECORDS. CONTRACTOR shall maintain accurate accounting records and other written documentation pertaining to all costs incurred in performance of this Agreement. Such records and documentation shall be kept at CONTRACTOR's office during the term of this Agreement, and for a period of three years from the date of the final payment hereunder, and made available to CITY representatives upon request at any time during regular business hours.
21. BINDING EFFECT. The rights and obligations of this Agreement shall inure to the benefit of, and be binding upon, the parties to the Agreement and their heirs, administrators, executors, personal representatives, successors and assigns.
22. CORPORATE AUTHORITY. Each individual signing this Agreement on behalf of entities represents and warrants that they are, respectively, duly authorized to sign on behalf of the entities and to bind the entities fully to each and all of the obligations set forth in this Agreement.
23. COUNTERPARTS. This Agreement may be executed in any number of counterparts, each of which shall be considered as an original and be effective as such.
24. EXECUTION. This Agreement is effective upon execution. It is the product of negotiation and all parties are equally responsible for authorship of this Agreement.
Attachment RFQ&P - 1
S:\14 - CONTRACTS - AGREEMENTS\ON-CALL SERVICES\On-call GAC Changouts\FY 23.24\FY 23.24 GAC Changeouts - RFQ&P.docx Section 1654 of the California Civil Code shall not apply to the interpretation of this Agreement.
25. EXHIBITS. In the event of a conflict between the terms, conditions or specifications set forth in this Agreement and those in exhibits attached hereto, the term s, conditions, or specifications set forth in this Agreement shall prevail. All exhibits to which reference is made in this Agreement are deemed incorporated in this Agreement, whether or not actually attached.
26. FURTHER ASSURANCES. Each party shall execu te and deliver such papers, documents, and instruments, and perform such acts as are necessary or appropriate, to implement the terms of this Agreement and the intent of the parties to this Agreement.
27. GOVERNING LAW. The laws of the State of California will govern the validity of this Agreement and its interpretation and performance. Any litigation arising in any way from this Agreement shall be brought in Kern County, California.
28. INTERPRETATION. Whenever the context so requires, the masculine gender includes the feminine and neuter, and the singular number includes the plural.
29. MERGER AND MODIFICATION. This Agreement sets forth the entire agreement between the parties and supersedes all other oral or written representations. This Agreement ma y be modified only in a writing approved by the City Council and signed by all the parties.
30. NON-INTEREST. No CITY officer or employee shall hold any interest in this Agreement (California Government Code section 1090).
31. NOTICES. All notices relative to this Agreement shall be given in writing and shall be personally served or sent by certified or registered mail and be effective upon actual personal service or depositing in the United States mail. The parties shall be addressed as follows, or at any other address designated by notice:
CITY: CITY OF BAKERSFIELD
CITY HALL
1600 Truxtun Avenue
Bakersfield, California 93301
CONTRACTOR: ____________________________
____________________________
Attachment RFQ&P - 1
S:\14 - CONTRACTS - AGREEMENTS\ON-CALL SERVICES\On-call GAC Changouts\FY 23.24\FY 23.24 GAC Changeouts - RFQ&P.docx ____________________________
____________________________
32. RESOURCE ALLOCATION. All CITY obligations under the terms of this Agreement are subject to the appropriation and allocation of resources by the City Council.
33. TITLE TO DOCUMENTS. All documents, plans, and drawings, maps, photographs, and other papers, or copies thereof prep ared by CONTRACTOR pursuant to the terms of this Agreement, shall, upon preparation, become CITY property.
34. TAX NUMBERS.
CONTRACTOR’s Federal Tax ID Number
CONTRACTOR is a corporation? Yes No
(Please check one.)
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed as of the date first written above.
"CITY" “CONTRACTOR”
CITY OF BAKERSFIELD
By:________________________________ By:_________________________________ KAREN GOH
Mayor Print Name:
Title:
[Signatures on Following Page]
APPROVED AS TO CONTENT:
CITY DEPARTMENT NAME
By:_______________________________
DEPARTMENT HEAD NAME
Attachment RFQ&P - 1
S:\14 - CONTRACTS - AGREEMENTS\ON-CALL SERVICES\On-call GAC Changouts\FY 23.24\FY 23.24 GAC Changeouts - RFQ&P.docx TITLE
APPROVED AS TO FORM:
VIRGINIA GENNARO
City Attorney
By:___________________________
(NAME & TITLE)
Insurance:____________
COUNTERSIGNED:
By:_______________________________
RANDY MCKEEGAN
Finance Director
Attachment: Exhibit ___
“I have received and reviewed the sample INDEPENDENT CONTRACTOR'S AGREEMENT including the INDEMNITY clause which was sent to me with the City’s RFQ . My signature below shall signify our firm’s acceptance of said contract if our firm is selected for awarding a contract for the project as described in said RFQ . This acceptance is made with the understanding that the Compensation and Time for Completion clauses will be modified to contain the amounts and dates established for this contract.”
Signature: _____________________________________ Date: ____________________