EBIX Insurance No. S200001349
AGREEMENT FOR SERVICES
BETWEEN THE
CITY OF SANTA CLARA, CALIFORNIA,
AND
REAL ENVIRONMENTAL PRODUCTS, LLC
PREAMBLE
This Agreement is entered into between the City of Santa Clara, California, a chartered California municipal corporation (City) and Real Environmental Products, LLC, a California Limited Liability Corporation, (Contractor). City and Contractor may be referred to individually as a “Party” or collectively as the “Parties” or the “Parties to this Agreement.”
RECITALS
A. City desires to secure the services more fully described in this Agreement, at Exhibit A, entitled “Scope of Services”;
B. Contractor represents that it, and its subcontractors, if any, have the professional qualifications, expertise, necessary licenses and desire to provide certain goods and/or required services of the quality and type which meet objectives and requirements of City; and,
C. The Parties have specified herein the terms and conditions under which such services will be provided and paid for.
The Parties agree as follows:
AGREEMENT TERMS AND CONDITIONS
1. AGREEMENT DOCUMENTS
The documents forming the entire Agreement between City and Contractor shall consist of these Terms and Conditions and the following Exhibits, which are hereby incorporated into this Agreement by this reference:
Exhibit A – Scope of Services
Exhibit B – Schedule of Fees
Exhibit C – Insurance Requirements
Exhibit D – Labor Compliance Addendum (if applicable)
This Agreement, including the Exhibits set forth above, contains all the agreements, representations and understandings of the Parties, and supersedes and replaces any previous agreements, representations and understandings, Agreement with Real Environmental Products, LLC. for Landfill Gas Collection Services
whether oral or written. In the event of any inconsistency between the provisions of any of the Exhibits and the Terms and Conditions, the Terms and Conditions shall govern and control.
2. TERM OF AGREEMENT
Unless otherwise set forth in this Agreement or unless this paragraph is subsequently modified by a written amendment to this Agreement, the term of this Agreement shall begin on January 1, 2025 and terminate on December 31, 2028.
3. SCOPE OF SERVICES & PERFORMANCE SCHEDULE
Contractor shall perform those Services specified in Exhibit A within the time stated in Exhibit A. Time is of the essence.
4. WARRANTY
Contractor expressly warrants that all materials and services covered by this Agreement shall be fit for the purpose intended, shall be free from defect and shall conform to the specifications, requirements and instructions upon which this Agreement is based. Contractor agrees to promptly replace or correct any incomplete, inaccurate or defective Services at no further cost to City when defects are due to the negligence, errors or omissions of Contractor. If Contractor fails to promptly correct or replace materials or services, City may make corrections or replace materials or services and charge Contractor for the cost incurred by City.
5. QUALIFICATIONS OF CONTRACTOR - STANDARD OF CARE
Contractor represents and maintains that it has the expertise in the professional calling necessary to perform the Services, and its duties and obligations, expressed and implied, contained herein, and City expressly relies upon Contractor’s representations regarding its skills and knowledge. Contractor shall perform such Services and duties in conformance to and consistent with the professional standards of a specialist in the same discipline in the State of California.
6. COMPENSATION AND PAYMENT
In consideration for Contractor’s complete performance of Services, City shall pay Contractor for all materials provided and Services rendered by Contractor in accordance with Exhibit B, entitled “SCHEDULE OF FEES.” The maximum compensation of this Agreement is one-million-two hundred thousand dollars ($1,200,000) subject to budget appropriations, which includes all payments that may be authorized for Services and for expenses, supplies, materials and equipment required to perform the Services. All work performed or materials provided in excess of the maximum compensation shall be at Contractor’s Agreement with Real Environmental Products, LLC. for Landfill Gas Collection Services
expense. Contractor shall not be entitled to any payment above the maximum compensation under any circumstance.
7. TERMINATION
A. Termination for Convenience. City shall have the right to terminate this Agreement, without cause or penalty, by giving not less than Thirty (30) days’ prior written notice to Contractor.
B. Termination for Default. If Contractor fails to perform any of its material obligations under this Agreement, in addition to all other remedies provided by law, City may terminate this Agreement immediately upon written notice to Contractor.
C. Upon termination, each Party shall assist the other in arranging an orderly transfer and close-out of services. As soon as possible following the notice of termination, but no later than ten (10) days after the notice of termination, Contractor will deliver to City all City information or material that Contractor has in its possession.
8. ASSIGNMENT AND SUBCONTRACTING
City and Contractor bind themselves, their successors and assigns to all covenants of this Agreement. This Agreement shall not be assigned or transferred without the prior written approval of City. Contractor shall not hire subcontractors without express written permission from City.
Contractor shall be as fully responsible to City for the acts and omissions of its subcontractors, and of persons either directly or indirectly employed by them, as Contractor is for the acts and omissions of persons directly employed by it.
9. NO THIRD PARTY BENEFICIARY
This Agreement shall not be construed to be an agreement for the benefit of any third party or parties and no third party or parties shall have any claim or right of action under this Agreement for any cause whatsoever.
10. INDEPENDENT CONTRACTOR
Contractor and all person(s) employed by or contracted with Contractor to furnish labor and/or materials under this Agreement are independent contractors and do not act as agent(s) or employee(s) of City. Contractor has full rights to manage its employees in their performance of Services under this Agreement.
11. CONFIDENTIALITY OF MATERIAL
All ideas, memoranda, specifications, plans, manufacturing procedures, data, drawings, descriptions, documents, discussions or other information developed Agreement with Real Environmental Products, LLC. for Landfill Gas Collection Services
or received by or for Contractor and all other written information submitted to Contractor in connection with the performance of this Agreement shall be held confidential by Contractor and shall not, without the prior written consent of City, be used for any purposes other than the performance of the Services nor be disclosed to an entity not connected with performance of the Services. Nothing furnished to Contractor which is otherwise known to Contractor or becomes generally known to the related industry shall be deemed confidential.
12. OWNERSHIP OF MATERIAL
All material, which shall include, but not be limited to, data, sketches, tracings, drawings, plans, diagrams, quantities, estimates, specifications, proposals, tests, maps, calculations, photographs, reports, designs, technology, programming, works of authorship and other material developed, collected, prepared or caused to be prepared under this Agreement shall be the property of City but Contractor may retain and use copies thereof. City shall not be limited in any way or at any time in its use of said material. However, Contractor shall not be responsible for damages resulting from the use of said material for work other than Project, including, but not limited to, the release of this material to third parties.
13. RIGHT OF CITY TO INSPECT RECORDS OF CONTRACTOR
City, through its authorized employees, representatives or agents shall have the right during the term of this Agreement and for four (4) years from the date of final payment for goods or services provided under this Agreement, to audit the books and records of Contractor for the purpose of verifying any and all charges made by Contractor in connection with Contractor compensation under this Agreement, including termination of Contractor. Contractor agrees to maintain sufficient books and records in accordance with generally accepted accounting principles to establish the correctness of all charges submitted to City. Any expenses not so recorded shall be disallowed by City. Contractor shall bear the cost of the audit if the audit determines that there has been a substantial billing deviation in excess of five (5) percent adverse to the City.
Contractor shall submit to City any and all reports concerning its performance under this Agreement that may be requested by City in writing. Contractor agrees to assist City in meeting City’s reporting requirements to the State and other agencies with respect to Contractor’s Services hereunder.
14. HOLD HARMLESS/INDEMNIFICATION
A. To the extent permitted by law, Contractor agrees to protect, defend, hold harmless and indemnify City, its City Council, commissions, officers, employees, volunteers and agents from and against any claim, injury, liability, loss, cost, and/or expense or damage, including all costs and attorney’s fees in providing a defense to any such claim or other action, and whether sounding in law, contract, tort, or equity, in any manner Agreement with Real Environmental Products, LLC. for Landfill Gas Collection Services
arising from, or alleged to arise in whole or in part from, or in any way connected with the Services performed by Contractor pursuant to this Agreement – including claims of any kind by Contractor’s employees or persons contracting with Contractor to perform any portion of the Scope of Services – and shall expressly include passive or active negligence by City connected with the Services. However, the obligation to indemnify shall not apply if such liability is ultimately adjudicated to have arisen through the sole active negligence or sole willful misconduct of City; the obligation to defend is not similarly limited.
B. Contractor’s obligation to protect, defend, indemnify, and hold harmless in full City and City’s employees, shall specifically extend to any and all employment-related claims of any type brought by employees, contractors, subcontractors or other agents of Contractor, against City (either alone, or jointly with Contractor), regardless of venue/jurisdiction in which the claim is brought and the manner of relief sought.
C. To the extent Contractor is obligated to provide health insurance coverage to its employees pursuant to the Affordable Care Act (“Act”) and/or any other similar federal or state law, Contractor warrants that it is meeting its obligations under the Act and will fully indemnify and hold harmless City for any penalties, fines, adverse rulings, or tax payments associated with Contractor’s responsibilities under the Act.
15. INSURANCE REQUIREMENTS
During the term of this Agreement, and for any time period set forth in Exhibit C, Contractor shall provide and maintain in full force and effect, at no cost to City, insurance policies as set forth in Exhibit C.
16. WAIVER
Contractor agrees that waiver by City of any one or more of the conditions of performance under this Agreement shall not be construed as waiver(s) of any other condition of performance under this Agreement. Neither City’s review, acceptance nor payments for any of the Services required under this Agreement shall be constructed to operate as a waiver of any rights under this Agreement or of any cause of action arising out of the performance of this Agreement.
Agreement with Real Environmental Products, LLC. for Landfill Gas Collection Services
17. NOTICES
All notices to the Parties shall, unless otherwise requested in writing, be sent to City addressed as follows:
City of Santa Clara
Attention: Public Works
1500 Warburton Avenue
Santa Clara, CA 95050
and by e-mail at [email protected]
And to C
ontractor addressed as follows:
Real
Environmental Products, LLC Attention:
R
odney C. Peoples
1510 State Hwy 49
Jackson CA*95642 Address of Contractor
and
by e-mail at [email protected]
The workday the e-mail was sent shall control the date notice was deemed given.
An e-mail transmitted after 1:00 p.m. on a Friday shall be deemed to have been transmitted on the following business day.
18. COMPLIANCE WITH LAWS
Contractor shall comply with all applicable laws and regulations of the federal, state and local government, including but not limited to “The Code of the City of Santa Clara, California” (“SCCC”). In particular, Contractor’s attention is called to the regulations regarding Campaign Contributions (SCCC Chapter 2.130), Lobbying (SCCC Chapter 2.155), Minimum Wage (SCCC Chapter 3.20), Business Tax Certificate (SCCC section 3.40.060), and Food and Beverage Service Worker Retention (SCCC Chapter 9.60), as such Chapters or Sections may be amended from time to time or renumbered. Additionally Contractor has read and agrees to comply with City’s Ethical Standards (http://santaclaraca.gov/home/showdocument?id=58299
).
19. CONFLICTS OF INTEREST
Contractor certifies that to the best of its knowledge, no City officer, employee or authorized representative has any financial interest in the business of Contractor and that no person associated with Contractor has any interest, direct or indirect, which could conflict with the faithful performance of this Agreement. Contractor is familiar with the provisions of California Government Code section 87100 and Agreement with Real Environmental Products, LLC. for Landfill Gas Collection Services
following, and certifies that it does not know of any facts which would violate these code provisions. Contractor will advise City if a conflict arises.
20. FAIR EMPLOYMENT
Contractor shall not discriminate against any employee or applicant for employment because of race, sex, color, religion, religious creed, national origin, ancestry, age, gender, marital status, physical disability, mental disability, medical condition, genetic information, sexual orientation, gender expression, gender identity, military and veteran status, or ethnic background, in violation of federal, state or local law.
21. NO USE OF CITY NAME OR EMBLEM
Contractor shall not use City’s name, insignia, or emblem, or distribute any information related to services under this Agreement in any magazine, trade paper, newspaper or other medium without express written consent of City.
22. GOVERNING LAW AND VENUE
This Agreement shall be governed and construed in accordance with the statutes and laws of the State of California. The venue of any suit filed by either Party shall be vested in the state courts of the County of Santa Clara, or if appropriate, in the United States District Court, Northern District of California, San Jose, California.
23. SEVERABILITY CLAUSE
In case any one or more of the provisions in this Agreement shall, for any reason, be held invalid, illegal or unenforceable in any respect, it shall not affect the validity of the other provisions, which shall remain in full force and effect.
24. AMENDMENTS
This Agreement may only be modified by a written amendment duly authorized and executed by the Parties to this Agreement.
Agreement with Real Environmental Products, LLC. for Landfill Gas Collection Services
25. COUNTERPARTS
This Agreement may be executed in counterparts, each of which shall be deemed to be an original, but both of which shall constitute one and the same instrument.
The Parties acknowledge and accept the terms and conditions of this Agreement as evidenced by the following signatures of their duly authorized representatives.
CITY OF SANTA CLARA, CALIFORNIA
a chartered California municipal corporation
Approved as to Form: Dated:
GLEN R. GOOGINS
City Attorney
JŌVAN D. GROGAN
City Manager
City of Santa Clara
1500 Warburton Avenue
Santa Clara, CA 95050
Telephone: (408) 615-2210
Fax: (408) 241-6771
“CITY”
Real Env
ironmental Products, LLC a California Limited Liability Corporation Dated:
By (Signature):
Name:
Title:
Principal Place of
Business Address:
Email Address:
Telephone: (209)
Fax: ( )
“CONTRACTOR”
Agreement with Real Environmental Products, LLC. for Landfill Gas Collection Services
296.7900
Rodney Peoples
1510 S Hwy 49 Jackson,CA 95642
Managing Member
10-11-24
[email protected]
EXHIBIT A
SCOPE OF SERVICES
I. GENERAL
Real Environmental Products, LLC (Contractor) shall provide all services necessary for the repair and maintenance of the Landfill Gas Collection and Control System (LGCS) and landfill cover to be performed at the City of Santa Clara (City). Project tasks include but are not limited to providing all labor, materials, and equipment to make necessary repairs to maintain the operation of the landfill gas collection system (LGCS) and landfill cover. City will request services necessary to maintain a properly functioning LGCS and landfill cover complying with all applicable regulations and in coordination with ongoing site re-development.
II. BACKGROUND
A. All Purpose Landfill
The Santa Clara All Purpose Landfill is located in the northern part of the City, straddling Lafayette Avenue south of state Highway 237 (see Landfill Location Map, Figure 1). The Site is located at 5401 Lafayette Avenue, Santa Clara, CA, 95050. The Landfill is a Class III waste management unit which operated from 1934 to 1993. The landfill waste prism consists of approximately 136 acres in four Parcels: 1, 2, 3/6 and 4. These four landfill parcels contain an active LGCS originally constructed circa 1987. The Landfill has been in the post closure maintenance period since 1994. The City is responsible for ongoing post closure monitoring and maintenance activities.
Parcels 2, 3/6 and 4 were developed into a municipal golf course that ceased operation in October 2019 in advance of the initial development of City Center Santa Clara, a mixed- use development. The onsite irrigation was disconnected, and native vegetation has overtaken the grass and sand trap areas of the former golf course. To date, the parcels have not been developed although the City is now responsible for maintenance of the cover which involves mowing, fallen tree debris removal and repair of settled areas to prevent ponding and promote proper drainage. The majority of the LGCS on these parcels is underground with the exception of a portion of a line located on the southeast portion of Parcel 2. The former golf course landfill surface, drainage and cover cap maintenance services are all included under the scope of services for this contract.
The northwest portion of Parcel 1 has been developed into a BMX track which is bounded by a fence. Parcel 1 has a series of above ground PVC landfill gas collection lines and headers on the eastern portion of the parcel. There are also underground sections of LGCS on Parcel 1 on the eastern portion of the parcel.
Agreement with Real Environmental Products, LLC. for Landfill Gas Collection Services
1) Figure 1, Landfill Location Map
Agreement with Real Environmental Products, LLC. for Landfill Gas Collection Services
B. Landfill Gas Collection System Summary
The existing LGCS is owned by the City and installed throughout all four landfill parcels (see LGCS Plan, Figure 2). The LGCS includes approximately:
1) 74 active vertical LFG extraction wells
2) 24,000 linear feet of 3-inch to 10-inch landfill gas conveyance piping, the great majority being solvent-welded Schedule 40 PVC approximately 3 to 6 feet below ground surface (except on-grade piping in Parcel 1)
3) 3,000 linear feet of 2-inch HDPE air supply and condensate discharge pipe 4) 7 below grade condensate collection sumps, 4 with pneumatic auto-pumps 5) 1 below grade leachate collection sump with submersible electric pump 6) 64 condensate drain traps
7) 19 header shut-off (butterfly) valves
8) 147 flush mount valve boxes (for access to the LFG wellheads, condensate traps and header shut-off valves)
Agreement with Real Environmental Products, LLC. for Landfill Gas Collection Services
MN- Valve
6" HDPE
pH T
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F
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SP location
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CS
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NOTES:
1. DATE OF TOPO: 8/13/03 BY GEOCADD SURVEYS
2. BYPASS LINE ALIGNMENTS ARE APPROXIMATE (NOT SURVEYED)
3. LFG WELLS AND CONDENSATE TRAPS LOCATIONS ESTIMATED AND
MEASURED BY REAL ENVIRONMENTAL PRODUCTS
+
N 9500
0 N 9000
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LAN DFI LL GAS RECOV ERY SYSTEM
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DATE:
N 8500
OF SYSTEM.
LANDFILL TOPOGRAPHY IS SUB JECT TO CHANGE RELATED TO SETTLING.
SOME VARIATIONS B ETWEEN ACTUAL POSITIONS AND PLOTTED
t-
POSITIONS MAY EXIST.
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DRAWN BY: CH ECK
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0 Agreement with Real Environmental Products, LLC. for Landfill Gas Collection Services
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D
C. Landfill Gas Operations
LFG is collected continuously by the LGCS and conveyed to a flare station/LFG energy facility via the 10-inch header pipe. This facility is located on the east side of Lafayette Avenue, between Parcels 1 and 2. LFG is directed as needed to fuel microturbines owned and operated by Ameresco to produce electricity. Excess LFG is directed to the flare for destruction. Note that Operations, monitoring, maintenance and repairs within the flare station/LFG energy facility is not included in this scope of services.
The City-owned flaring station includes an LFG handling skid and an enclosed ground flare, both installed in the spring of 2018. The LFG handling skid includes two multi- stage centrifugal blowers, with one blower operating on automatic flow control while the other is on standby. Condensate collected from the LGCS is pre-treated at the flare station by pH neutralization, then discharged to a nearby City sanitary sewer connection.
The methane concentration is typically maintained above 38 percent and the oxygen concentration is maintained below 3 percent for microturbine use.
The City’s LGCS contractor currently performs LGCS monitoring a minimum of monthly, and the flare station is monitoring weekly. Results are reported periodically to the City and the Bay Area Air Quality Management District (BAAQMD). Potential repair requirements may be observed and noted at any time by the City, its LGCS contractor, or other contractors on the site.
The LGCS contractor periodically prepares a list of all repairs necessary to keep the LGCS functioning and in compliance with all standards as noted below. The list may also note required items to replenish the LGCS spare parts inventory. The list of potential repairs is submitted for approval to the City, who will then request a cost proposal from the Contractor for completing the repairs. The Contractor must submit a cost proposal for each scheduled repair for approval by the City before commencing work. The repair cost proposal shall detail the personnel, number of hours, materials and equipment needed, contractor overhead, and the total not-to-exceed cost in accordance with Exhibit B, Cost Proposal. Once the City provides a Notice to Proceed, the Contractor shall coordinate on- site activities and schedule with WSP staff, who will inspect the repairs.
D. Description of Typical LGCS Repairs
The LGCS has historically been allocated approximately 40 working days per year of the contractor working on-site, typically distributed as two weeks per calendar quarter.
Under this agreement, there may be an increase in repairs due to impending commercial redevelopment construction, more extreme weather, and normal wear- and-tear of the aging LGCS. Examples of typical LGCS repairs performed by contractor include (but are not limited to):
1) Realign, regrade or replace LGCS pipe sections damaged or obstructed due to settlement or vehicle loads
2) Construct or replace compressed air and condensate discharge pipe sections 3) Raise LGCS vault boxes and/or internal components (sunken due to settlement) 4) Repair or replace non-functional LFG extraction wellheads or components such as Agreement with Real Environmental Products, LLC. for Landfill Gas Collection Services
sample ports, temperature gauges, flexible hoses, and membrane boot seals. 5) Repair condensate drain traps or replace with self-contained condensate sump / pumps
6) Repair or replace condensate sump / pumps and other pump system components 7) Replace worn flexible rubber components (expansion couplings, casing caps, reducer couplings or bushings)
8) Troubleshoot and repair LGCS / compressed air / condensate discharge pipe breaks or leaks
9) Decommission non-operational LGCS components
10) Installation / replacement of temporary construction fencing around above ground LGCS infrastructure for protection and to help with identification All work will be required to comply with City building codes and all applicable state and local regulations and permits, including prevailing wage requirements, as well as with the Contractor’s site-specific health and safety plan approved by the City. Applicable regulations include but are not limited to: BAAQMD Regulation 8, Rule 34 (Solid Waste Disposal Sites) and California Code of Regulations Titles 17 and 27.
E. Landfill Cover Maintenance & Repair
Examples of landfill cover maintenance & repair include but are not limited to:
2) Filling low spots that have settled
3) Installation / repair of drainage facilities to transport water off the landfill service, including pumping systems and drainage lines
4) Erosion repair on landfill sideslopes
5) Adding low permeability cover soil or flexible membrane emission seals around LGCS components, vaults, and other ground penetrations. 6) Filling of burrows created by squirrels and other wildlife 7) Trimming and vegetation removal around LGCS infrastructure 8) Repair of access roads on top of closed landfill and around the perimeter
III. SERVICES TO BE PROVIDED
The following three general categories of services have been identified above. Contractor will provide cost, schedule, and related information on performing individual work elements as required that fully describes the work to be performed. The labor and equipment pricing shall be in accordance with Contract rate sheets shown in Exhibit B of this Contract. Upon written acceptance of the cost proposal, the selected Contractor will work directly with the City or its designated representative during performance of that work element.
As-needed (scheduled) LGCS and landfill cover maintenance and repair services on a time-and-material basis for a 3-year term
Agreement with Real Environmental Products, LLC. for Landfill Gas Collection Services
Emergency LGCS and landfill cover repairs services on a time-and-material basis for a 3-year term
Extra services not included in proposed standard rates for Tasks 1 and 2 above (City allowance reserved per year). See paragraph “C” below.
A. As-needed Services
As-needed maintenance or repair service consists of corrective repair or maintenance work identified during site visits by the Contractor, the LGCS contractor and/or by City staff. This work is essential for proper LGCS operation and compliance with post-closure landfill cover requirements; however, it is considered work that can be scheduled to allow for efficient procurement of materials or equipment or assignment of personnel. Contractor shall provide a timeline, cost proposal and a not-to-exceed estimate to the City for all scheduled as-needed services. Work will only commence after Contractor receives written authorization from the City.
Examples of typical LGCS repairs include (but are not limited to):
1) Realign, regrade or replace LGCS pipe sections damaged or obstructed due to settlement or vehicle loads
2) Construct or replace compressed air and condensate discharge pipe sections 3) Raise LGCS vault boxes and/or internal components (sunken due to settlement) 4) Repair or replace non-functional LFG extraction wellheads or components such as sample ports, temperature gauges, flexible hoses, and membrane boot seals 5) Repair condensate drain traps or replace them with self-contained condensate sump/pumps
6) Repair or replace condensate sump/pumps
7) Replace worn flexible rubber components (expansion couplings, casing caps, reducer couplings, or bushings)
8) Troubleshoot and repair LGCS / compressed air / condensate discharge pipe breaks or leaks
9) Decommission non-operational LGCS components
B. Emergency Services
Emergency services may be required to provide immediate response to protect life, property and the environment or to restore the LGCS to continuous operation.Emergency services should be initiated onsite within twenty-four (24) hours of City’s notification to Contractor. Such services include, but are not limited to:
Agreement with Real Environmental Products, LLC. for Landfill Gas Collection Services
1) Repair
ing damage due to natural or man-made disasters
2) Mitigating active discharges of LFG or condensate
3) Mitigating odor or other nuisance complaints
4) Repairing construction or other vehicle damage to major LFG pipes 5) Responding to BAAQMD or other regulatory agency notices of violation
Due to the nature of these items, repairs may be required 24 hours per day, 7 days a week, 365 days per year. Emergency service will be performed only after verbal authorization from City staff, to be followed by written authorization.
C. Extra Services (City Allowance Reserve)
An Extra Service is any service that is not covered under the Contractor’s basic services and rate schedules. Extra Services will be performed on a time and materials basis. The Contractor shall provide a written estimate and not-to-exceed cost proposal to the City for all Extra Services. Extra Service will only be performed after written authorization from the City to the Contractor. Examples of Extra Services include (but are not limited to):
1) Scheduled or emergency repairs requiring traffic control 2) Confined space entry, or emissions mitigation, or additional operating equipment such as crane, manlift, forklift, slurry or concrete mixer, or drill rig 3) Access road repairs
4) Brush and fire hazard mitigation
5) Leachate pump repairs
6) Compressor repairs
7) Flare system repairs
Agreement with Real Environmental Products, LLC. for Landfill Gas Collection Services
EXHIBIT B
SCHEDULE OF FEES
SCHEDULED SERVICES
Rates for
Scheduled
Services
Item No:
Personnel
Category
Unit of Measure
Prevailing
Wage
Rate ($)
Non Prevailing
Wage Rate
1 Principal per hour N/A $185.00
2 Project Manager per hour N/A $145.00
3 Designer / ACAD per hour N/A $80.00
4 Foreman per hour $140.00 N/A
5 Equipment
Operator
per hour $192.00 N/A
6 Service
Technician
per hour $137.00 N/A
7 Extrusion
Technician
per hour $137.00 N/A
8 Fusion Technician per hour $137.00 N/A
9 General Labor per hour $135.00 N/A
10 Other: per hour
11 Other: per hour
12 Other: per hour
13 Labor overtime multiplier after
8 hours per day or 40 hours per week:
Multiplier 1.25 1.5
14 Travel expenses (Per Diem) per day: $298.00 15 Site-specific
Health & Safety
Plan
Lump Sum $1200.00 $1200.00
Equipment Category Equipment Size
or Model
16 Service Truck &
Tools
per day $300.00 Full Sized Pickup
17 Service Vehicle
Mileage
per mile $0.85 Full Sized Pickup
18 Loader / Backhoe per day $700.00 CASE
19 20
21 Skid Steer
Skid Steer
Attachments Utility
/ Terrain Vehicle
per day per day per
day
$400.00
$200.00
$300.00
CAT CAT
UTV SideXSide
22 Walking Plate Compactor $350.00
23 1” – 4” HDPE
Fusion Machine
per day $180.00 McElroy
24 4” – 6” HDPE
Fusion Machine
per day $250.00 Christy
25 Portable HDPE
Extrusion Welder
per day $300.00 Lyster
26 Portable
Generator
per day $262.00 I-Power
Agreement with Real Environmental Products, LLC. for Landfill Gas Collection Services
Rates for
Scheduled
Services
Item No:
Personnel
Category
Unit of Measure
Prevailing
Wage
Rate ($)
Non Prevailing
Wage Rate
27 Portable Air
Compressor
per day $262.00 De Walt
28 Modified Level D
PPE, per worker
per day $150.00 N/A
29 Laser Level per day $150.00 Top Con
30 Digital Manometer per day $100.00 UEI
31 Other
Jackhammer
per day $100.00 BOSCH
32 618 Fusion
Machine
per day $350.00 McElroy
EMERGENCY SERVICES
Rates for
Emergency
Services
Item No.
Personnel
Category
Unit Prevailing
Wage Rate ($)
Per Hour
Non-Prevailing
Wage Rate ($)
Per Hour
1 Principal per hour N/A $220.00
2 Project Manager per hour N/A $165.00
3 Designer / ACAD per hour N/A $100.00
4 Foreman per hour $175.00 N/A
5 Equipment
Operator
per hour $240.00 N/A
6 Service
Technician
per hour $170.00 N/A
7 Extrusion
Technician
per hour $170.00 N/A
8 Fusion
Technician
per hour $170.00 N/A
9 General Labor per hour $168.00 N/A
10 Other: Const.
Specialist
per hour $168.00 N/A
11 Other per hour
12 Other per hour
13 Labor overtime
multiplier after:
hr day and/or hr
week
factor 1.25 1.5
14 Travel expenses
(Per Diem)
per day $350.00 N/A
15 Site-specific
Health & Safety
Plan
Lump Sum N/A $1200.00
Equipment Category Rate ($) Equipment Size
or Model
Agreement with Real Environmental Products, LLC. for Landfill Gas Collection Services
Rates for
Emergency
Services
Item No.
Personnel
Category
Unit Prevailing
Wage Rate ($)
Per Hour
Non-Prevailing
Wage Rate ($)
Per Hour
16 Service Truck &
Tools
per day $300.00 Full Size Pickup
17 Service Vehicle
Mileage
per mile $0.85 Full Size Pickup
18 Loader / Backhoe per day $700.00 CASE
19 Utility / Terrain
Vehicle
per day $300.00 Side X Side
20 Walking Plate
Compactor
per day $350.00 N/A
21 1” – 4” HDPE
Fusion Machine
per day $180.00 McElroy
22 4” – 6” HDPE
Fusion Machine
per day $250.00 Christy
23 Portable HDPE
Extrusion Welder
per day $300.00 Lyster
24 Portable
Generator
per day $262.00 I-Power
25 Portable Air
Compressor
per day $262.00 Englo
26 Modified Level D
PPE, per worker
per day $150.00 N/A
27 Laser Level per day $150.00 Top Con
28 Digital
Manometer
per day $100.00 UEI
29 Other
Jackhammer:
per day $100.00 Bosch
EXTRA SERVICES
Item No. Personnel
Category
Unit of Measure
Contractor’s
Non-Emergency
Mark-up (%)
Contractor’s
Emergency
Mark-up (%)
1 Vehicle Rentals % actual cost 20 35
2 Other Equipment
Rentals
% actual cost 20 35
3 Subcontract
Services
% actual cost 20 35
4 Expendable
Supplies
% actual cost 20 35
5 Construction
Materials
% actual cost 20 35
6 Other % actual cost
7 Other % actual cost
PAYMENT SCHEDULE
Agreement with Real Environmental Products, LLC. for Landfill Gas Collection Services
1. Invoices shall be paid monthly, in arrears for work performed in the previous month, or upon completion of each task order, whichever occurs first. All invoices must be submitted in a timely manner and are subject to final approval by the City.
2. Invoices shall provide a breakdown of services performed including but not limited to, the task order number, the date range showing when the work was performed, total hours worked by labor classification, the unit cost for each line item, hardware and travel time with supporting documentation, and the total invoice amount including any sales or use taxes. The invoice format will be agreed to by City and Contractor.
3. Note that invoices and payment schedules for a given task order may deviate from the above standards if agreed to and signed by both parties on the task order.
Agreement with Real Environmental Products, LLC. for Landfill Gas Collection Services
EXHIBIT C
INSURANCE REQUIREMENTS
Without limiting the Contractor’s indemnification of the City, and prior to commencing any of the Services required under this Agreement, the Contractor shall provide and maintain in full force and effect, at its sole cost and expense, the following insurance policies with at least the indicated coverages, provisions and endorsements:
A. COMMERCIAL GENERAL LIABILITY INSURANCE
1. Commercial General Liability Insurance policy which provides coverage at least as broad as Insurance Services Office form CG 00 01. Policy limits are subject to review, but shall in no event be less than, the following:
$2,000,000 Each occurrence
$2,000,000 General aggregate
$2,000,000 Products/Completed Operations aggregate
$2,000,000 Personal Injury
2. Exact structure and layering of the coverage shall be left to the discretion of Contractor; however, any excess or umbrella policies used to meet the required limits shall be at least as broad as the underlying coverage and shall otherwise follow form.
3. The following provisions shall apply to the Commercial Liability policy as well as any umbrella policy maintained by the Contractor to comply with the insurance requirements of this Agreement:
a. Coverage shall be on a “pay on behalf” basis with defense costs payable in addition to policy limits;
b. There shall be no cross liability exclusion which precludes coverage for claims or suits by one insured against another; and c. Coverage shall apply separately to each insured against whom a claim is made or a suit is brought, except with respect to the limits of liability.
B. BUSINESS AUTOMOBILE LIABILITY INSURANCE
Business automobile liability insurance policy which provides coverage at least as broad as ISO form CA 00 01 with policy limits a minimum limit of not less than one million dollars ($1,000,000) each accident using, or providing coverage at least as broad as, Insurance Services Office form CA 00 01. Liability coverage shall apply to all owned, non-owned and hired autos.
In the event that the Work being performed under this Agreement involves transporting of hazardous or regulated substances, hazardous or regulated Agreement with Real Environmental Products, LLC. for Landfill Gas Collection Services
wastes and/or hazardous or regulated materials, Contractor and/or its subcontractors involved in such activities shall provide coverage with a limit of two million dollars ($2,000,000) per accident covering transportation of such materials by the addition to the Business Auto Coverage Policy of Environmental Impairment Endorsement MCS90 or Insurance Services Office endorsement form CA 99 48, which amends the pollution exclusion in the standard Business Automobile Policy to cover pollutants that are in or upon, being transported or towed by, being loaded onto, or being unloaded from a covered auto.
C. WORKERS’ COMPENSATION
1. Workers’ Compensation Insurance Policy as required by statute and employer’s liability with limits of at least one million dollars ($1,000,000) policy limit Bodily Injury by disease, one million dollars ($1,000,000) each accident/Bodily Injury and one million dollars ($1,000,000) each employee Bodily Injury by disease.
2. The indemnification and hold harmless obligations of Contractor included in this Agreement shall not be limited in any way by any limitation on the amount or type of damage, compensation or benefit payable by or for Contractor or any subcontractor under any Workers’ Compensation Act(s), Disability Benefits Act(s) or other employee benefits act(s).
3. This policy must include a Waiver of Subrogation in favor of the City of Santa Clara, its City Council, commissions, officers, employees, volunteers and agents.
D. COMPLIANCE WITH REQUIREMENTS
All of the following clauses and/or endorsements, or similar provisions, must be part of each commercial general liability policy, and each umbrella or excess policy.
1. Additional Insureds. City of Santa Clara, its City Council, commissions, officers, employees, volunteers and agents are hereby added as additional insureds in respect to liability arising out of Contractor’s work for City, using Insurance Services Office (ISO) Endorsement CG 20 10 11 85 or the combination of CG 20 10 03 97 and CG 20 37 10 01, or its equivalent.
2. Primary and non-contributing. Each insurance policy provided by Contractor shall contain language or be endorsed to contain wording making it primary insurance as respects to, and not requiring contribution from, any other insurance which the Indemnities may possess, including any self-insurance or self-insured retention they may have. Any other insurance Indemnities may possess shall be considered excess insurance only and shall not be called upon to contribute with Contractor’s insurance.
Agreement with Real Environmental Products, LLC. for Landfill Gas Collection Services
3. General Aggregate. The general aggregate limits shall apply separately to Contractor’s work under this Agreement providing coverage at least as broad as Insurance Services Office (ISO) Endorsement CG 2503, 1985 Edition, or insurer’s equivalent (CGL);
4. Cancellation.
a. Each insurance policy shall contain language or be endorsed to reflect that no cancellation or modification of the coverage provided due to non-payment of premiums shall be effective until written notice has been given to City at least ten (10) days prior to the effective date of such modification or cancellation. In the event of non-renewal, written notice shall be given at least ten (10) days prior to the effective date of non-renewal.
b. Each insurance policy shall contain language or be endorsed to reflect that no cancellation or modification of the coverage provided for any cause save and except non-payment of premiums shall be effective until written notice has been given to City at least thirty (30) days prior to the effective date of such modification or cancellation. In the event of non-renewal, written notice shall be given at least thirty (30) days prior to the effective date of non- renewal.
5. Other Endorsements. Other endorsements may be required for policies other than the commercial general liability policy if specified in the description of required insurance set forth in Sections A through D of this Exhibit C, above.
E. ADDITIONAL INSURANCE RELATED PROVISIONS
Contractor and City agree as follows:
1. Contractor agrees to ensure that subcontractors, and any other party involved with the Services who is brought onto or involved in the performance of the Services by Contractor, provide the same minimum insurance coverage required of Contractor, except as with respect to limits. Contractor agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this Agreement. Contractor agrees that upon request by City, all agreements with, and insurance compliance documents provided by, such subcontractors and others engaged in the project will be submitted to City for review.
2. Contractor agrees to be responsible for ensuring that no contract used by any party involved in any way with the project reserves the right to charge City or Contractor for the cost of additional insurance coverage required by this Agreement. Any such provisions are to be deleted with reference to Agreement with Real Environmental Products, LLC. for Landfill Gas Collection Services
City. It is not the intent of City to reimburse any third party for the cost of complying with these requirements. There shall be no recourse against City for payment of premiums or other amounts with respect thereto.
3. The City reserves the right to withhold payments from the Contractor in the event of material noncompliance with the insurance requirements set forth in this Agreement.
F. EVIDENCE OF COVERAGE
Prior to commencement of any Services under this Agreement, Contractor, and each and every subcontractor (of every tier) shall, at its sole cost and expense, provide and maintain not less than the minimum insurance coverage with the endorsements and deductibles indicated in this Agreement. Such insurance coverage shall be maintained with insurers, and under forms of policies, satisfactory to City and as described in this Agreement. Contractor shall file with the City all certificates and endorsements for the required insurance policies for City’s approval as to adequacy of the insurance protection.
G. EVIDENCE OF COMPLIANCE
Contractor or its insurance broker shall provide the required proof of insurance compliance, consisting of Insurance Services Office (ISO) endorsement forms or their equivalent and the ACORD form 25-S certificate of insurance (or its equivalent), evidencing all required coverage shall be delivered to City, or its representative as set forth below, at or prior to execution of this Agreement.
Upon City’s request, Contractor shall submit to City copies of the actual insurance policies or renewals or replacements. Unless otherwise required by the terms of this Agreement, all certificates, endorsements, coverage verifications and other items required to be delivered to City pursuant to this Agreement shall be mailed to:
Agreement with Real Environmental Products, LLC. for Landfill Gas Collection Services
EBIX Inc.
City of Santa Clara [Department of Public Works]
P.O. Box 100085 – S2 or 1 Ebix Way
Duluth, GA 30096 John’s Creek, GA 30097
Telephone number: 951-766-2280
Fax number: 770-325-0409
Email address: [email protected]
H. QUALIFYING INSURERS
All of the insurance companies providing insurance for Contractor shall have, and provide written proof of, an A. M. Best rating of at least A minus 6 (A- VI) or shall be an insurance company of equal financial stability that is approved by the City or its insurance compliance representatives.
Agreement with Real Environmental Products, LLC. for Landfill Gas Collection Services
EXHIBIT D
LABOR COMPLIANCE ADDENDUM
I. Prevailing Wage Requirements
1. Contractor shall be obligated to pay not less than the General Prevailing Wage Rate, which can be found at www.dir.ca.gov and are on file with the City Clerk’s office, which shall be available to any interested party upon request. Contractor is also required to have a copy of the applicable wage determination posted and/or available at each job site.
2. Specifically, contractors are reminded of the need for compliance with Labor Code Section 1774-1775 (the payment of prevailing wages and documentation of such), Section 1776 (the keeping and submission of accurate certified payrolls) and 1777.5 in the employment of apprentices on public works projects. Further, overtime must be paid for work in excess of 8 hours per day or 40 hours per week pursuant to Labor Code Section 1811-1813.
3. Special prevailing wage rates generally apply to work performed on weekends, holidays and for certain shift work. Depending on the location of the project and the amount of travel incurred by workers on the project, certain travel and subsistence payments may also be required.
Contractors and subcontractors are on notice that information about such special rates, holidays, premium pay, shift work and travel and subsistence requirements can be found at www.dir.ca.gov .
4. Only bona fide apprentices actively enrolled in a California Division of Apprenticeship Standards approved program may be employed on the project as an apprentice and receive the applicable apprenticeship prevailing wage rates. Apprentices who are not properly supervised and employed in the appropriate ratio shall be paid the full journeyman wages for the classification of work performed.
5. As a condition to receiving progress payments, final payment and payment of retention on any and all projects on which the payment of prevailing wages is required, Contractor agrees to present to City, along with its request for payment, all applicable and necessary certified payrolls (for itself and all applicable subcontractors) for the time period covering such payment request. The term “certified payroll” shall include all required documentation to comply with the mandates set forth in Labor Code Section 1720 et seq, as well as any additional documentation requested by the City or its designee including, but not limited to: certified payroll, fringe benefit statements and backup documentation such as monthly benefit statements, employee timecards, copies of wage Agreement with Real Environmental Products, LLC. for Landfill Gas Collection Services
statements and cancelled checks, proof of training contributions (CAC2 if applicable), and apprenticeship forms such as DAS-140 and DAS-142.
6. In addition to submitting the certified payrolls and related documentation to City, Contractor and all subcontractors shall be required to submit certified payroll and related documents electronically to the California Department of Industrial Relations. Failure to submit payrolls to the DIR when mandated by the project parameters shall also result in the withholding of progress, retention and/or final payment.
7. No contractor or subcontractor may be listed on a bid proposal for a public works project unless registered with the Department of Industrial Relations pursuant to Labor Code section 1725.5 [with limited exceptions from this requirement for bid purposes only under Labor Code section 1771.1(a)].
8. No contractor or subcontractor may be awarded a contract for public work on a public works project, unless registered with the Department of Industrial Relations pursuant to Labor Code section 1725.5. Contractors MUST be a registered “public works contractor” with the DIR AT THE TIME OF BID. Where the prime contract is less than $15,000 for maintenance work or less than $25,000 for construction alternation, demolition or repair work, registration is not required.
9. All contractors/subcontractors and related construction services subject to prevailing wage, including but not limited to: trucking, surveying and inspection work must be registered with the Department of Industrial Relations as a “public works contractor”. Those you fail to register and maintain their status as a public works contractor shall not be permitted to perform work on the project.
10. Should any contractor or subcontractors not be a registered public works contractor and perform work on the project, Contractor agrees to fully indemnify the City for any fines assessed by the California Department of Industrial Relations against the City for such violation, including all staff costs and attorney’s fee relating to such fine.
11. This project is subject to compliance monitoring and enforcement by the Department of Industrial Relations.
J. Audit Rights
All records or documents required to be kept pursuant to this Agreement to verify compliance with this Addendum shall be made available for audit at no cost to City, at any time during regular business hours, upon written request by the City Attorney, City Auditor, City Manager, or a designated representative of any of these officers. Copies of such records or documents shall be provided to City for audit at City Hall when it is practical to do so. Otherwise, unless an alternative is mutually agreed upon, the records Agreement with Real Environmental Products, LLC. for Landfill Gas Collection Services
or documents shall be made available at Contractor’s address indicated for receipt of notices in this Agreement.
K. Enforcement
1. City shall withhold any portion of a payment; including the entire payment amount, until certified payroll forms and related documentation are properly submitted, reviewed and found to be in full compliance. In the event that certified payroll forms do not comply with the requirements of Labor Code Section 1720 et seq., City may continue to hold sufficient funds to cover estimated wages and penalties under the Agreement.
2. Based on State funding sources, this project may be subject to special labor compliance requirements of Proposition 84.
3. The City is not obligated to make any payment due to Contractor until Contractor has performed all of its obligations under these provisions. This provision means that City can withhold all or part of a payment to Contractor until all required documentation is submitted. Any payment by the City despite Contractor’s failure to fully perform its obligations under these provisions shall not be deemed to be a waiver of any other term or condition contained in this Agreement or a waiver of the right to withhold payment for any subsequent breach of this Addendum.
City or the California Department of Industrial Relations may impose penalties upon contractors and subcontractors for failure to comply with prevailing wage requirements.
These penalties are up to $200 per day per worker for each wage violation identified; $100 per day per worker for failure to provide the required paperwork and documentation requested within a 10-day window; and $25 per day per worker for any overtime violation.
Agreement with Real Environmental Products, LLC. for Landfill Gas Collection Services