ATTACHMENT #2
DPW: 850-20\etm\Council\2025\090925\CI 5683\ Biosolids Conveying-Storage Improvements Att 2.docx
Project Name: Biosolids Conveying and
Storage Improvements Project (CI 5683)
AGREEMENT FOR PROFESSIONAL SERVICES
BETWEEN THE CITY OF THOUSAND OAKS AND
HDR ENGINEERING, INC.
THIS AGREEMENT is made and entered into this 9 th day of September 2025, by and between CITY OF THOUSAND OAKS, a municipal corporation ("City"), and HDR ENGINEERING, INC., a Nebraska corporation ("Consultant").
City and Consultant agree as follows:
1. RETENTION OF CONSULTANT
City hereby retains Consultant, and Consultant hereby accepts such engagement, to perform the services described in Section 2. Consultant warrants it has the qualifications, experience, and facilities to properly and timely perform said services. The standard of care for Consultant's services shall be the care and skill ordinarily used by members of Consultant's profession practicing under the same or similar circumstances at the same time and in the same locality.
2. DESCRIPTION OF SERVICES
The services to be performed by Consultant are as follows:
Professional services in conjunction with engineering services for the biosolids conveying and storage improvements project at the Hill Canyon Treatment Plant. Services and deliverables shall generally include assessment of the existing biosolids handling process and equipment (conveyor system, truck loading, product storage), review of available technologies and product storage/handling options, recommendations of viable options and preparation of draft and final preliminary design report and are more particularly set forth in the Scope of Work, attached as Exhibit “A”, which is incorporated by reference.
3. COMPENSATION AND PAYMENT
(a) Maximum and Rate. The total compensation payable to Consultant by City for the services under this Agreement SHALL NOT EXCEED the sum of $95,800 (herein "not to exceed amount"), and shall be earned as the work progresses on the following basis:
Hourly, at the hourly rates and with reimbursement to Consultant for those expenses set forth in Consultant's Schedule of Fees, attached as Exhibit "B" and incorporated herein. The rates and expenses set forth in that exhibit shall be binding upon Consultant until January 31, 2026, after which any change in the DPW: 850-20\etm\Council\2025\090925\CI 5683\ Biosolids Conveying-Storage Improvements Att 2.docx
5 1
4 2
rates and expenses must be approved in writing by City's Project Manager (City is to be given 60 days' notice of any rate increase request), provided the not to exceed amount is the total compensation due Consultant for all work described under this Agreement.
(b) Payment. Consultant shall provide City with written verification of the actual compensation earned, in a form satisfactory to City's Project Manager.
Invoices shall be made no more frequently than on a monthly basis, and describe the work performed (including, if applicable, a list of hours worked by personnel classification). All payments shall be made within 30 days after City's approval of the invoice.
(c) Extra Services. Additional work not reasonably encompassed by the Scope of Services described in Section 2 may be agreed upon only by execution of a written Amendment to this Agreement. No liability or right to compensation for extra services shall exist without such Amendment. Unless otherwise stated in the Amendment, applicable rates for extra services shall be at the rates set forth in Exhibit "B."
4. CITY PROJECT MANAGER
The services to be performed by Consultant shall be accomplished under the general direction of, and coordinate with, City's "Project Manager", as that staff person is designated by City from time to time, and who presently is Nader Heydari.
5. TERM, PROGRESS AND COMPLETION
The term of this Agreement is from the date first written above to June 30, 2026, unless term of this Agreement is extended or the Agreement is terminated as provided for herein.
Consultant shall not commence work on the services to be performed under the Agreement until (i) Consultant furnishes proof of insurance as required by paragraph 9 below, and (ii) City's Project Manager gives written authorization to proceed with the work. All services shall be completed within the term of this Agreement.
6. OWNERSHIP OF DOCUMENTS
All drawings, designs, data, photographs, reports and other documentation (other than Consultant's drafts, notes and internal memorandum), including duplication of same prepared by Consultant in the performance of these services, are the property of City. City shall be entitled to immediate possession of the same upon completion of the work under this Agreement, or at any earlier or later time when requested by City. City agrees to hold Consultant harmless DPW: 850-20\etm\Council\2025\090925\CI 5683\ Biosolids Conveying-Storage Improvements Att 2.docx
5 1
4 2
from all damages, claims, expenses, and losses arising out of any reuse of the plans, specifications, graphics, brochures, reports, and other documentation for purposes other than those described in this Agreement, unless written authorization of Consultant is first obtained.
7. PERSONAL SERVICES/NO ASSIGNMENT/SUBCONTRACTS
This Agreement is for professional services, which are personal to City.
Teigan Gulliver is deemed to be especially experienced and is a key member of Consultant's firm, and shall be directly involved in performing, supervising or assisting in the performance of this work. This key person shall communicate with, and periodically report to, City on the progress of the work. Should said individual be removed from assisting in this contracted work for any reason, City may terminate this Agreement.
This Agreement is not assignable by Consultant without City's prior written consent. The following portions of the work described in this Agreement may be subcontracted out to other parties by Consultant: None.
8. HOLD HARMLESS AND INDEMNITY
(a) Hold Harmless for Consultant's Damages. Consultant holds City, its elected officials, officers, agents, employees and volunteers, harmless from all of Consultant's claims, demands, lawsuits, judgments, damages, losses, injuries or liability to Consultant, to Consultant's employees, to Consultant's contractors or subcontractors, or to the owners of Consultant's firm, which damages, losses, injuries or liability occur during the work or services required under this Agreement, or performance of any activity or work required under this Agreement, except to the extent caused by the City’s active negligence or breach of this Agreement.
(b) Defense and Indemnity of Third Party Claims/Liability. To the maximum extent allowed by law, Consultant shall indemnify, defend with legal counsel approved by City, and hold harmless City, its officers, officials, agents, employees and volunteers from and against all liability including, but not limited to, loss, damage, expense, cost (including without limitation reasonable legal counsel fees, expert fees and all other costs and fees of litigation) of every nature arising out of or in connection with Consultant's negligence, recklessness or willful misconduct in the performance of work hereunder or its failure to comply with any of its obligations contained in the Agreement, except such loss or damage which is caused by the sole or active negligence or willful misconduct of City. Should conflict of interest principles preclude a single legal counsel from representing both City and Consultant, or should the City have a serious concern about Consultant's legal counsel, then Consultant shall reimburse City its costs of defense, including without limitation reasonable legal counsel fees, expert fees and all other costs and fees of litigation. The Consultant shall promptly pay City any final judgment rendered against City (and its officers, officials, employees and volunteers) with respect to claims DPW: 850-20\etm\Council\2025\090925\CI 5683\ Biosolids Conveying-Storage Improvements Att 2.docx
5 1
4 2
determined by a trier of fact to have been the result of Consultant's negligent, reckless or wrongful performance. It is expressly understood and agreed that the foregoing provisions are intended to be as broad and inclusive as is permitted by the law of the State of California and will survive termination of this Agreement.
Consultant's obligations under this section apply regardless of whether or not such claim, charge, damage, demand, action, proceeding, loss, stop notice, cost, expense, judgment, civil fine or penalty, or liability was caused in part or contributed to by an Indemnitee.
However, without affecting the rights of City under any provision of this Agreement, Consultant shall not be required to indemnify and hold harmless City for liability attributable to the active negligence of City, provided such active negligence is determined by agreement between the parties or by findings of a court of competent jurisdiction. In instances where City is shown to have been actively negligent and where City's active negligence accounts for only a percentage of the liability involved, the obligation of the Consultant will be for that entire portion or percentage of liability not attributable to the active negligence of City.
(c) Nonwaiver. City does not waive, nor shall be deemed to have waived, any indemnity, defense or hold harmless rights under this section because of the acceptance by City, or the deposit with City, of any insurance certificates or policies described in Section 9.
9. MINIMUM SCOPE AND LIMIT OF INSURANCE
Without limiting Consultant's indemnification of City, and prior to commencement of Work, Consultant shall obtain, provide, and maintain at its own expense during the term of this Agreement, and any extension thereof, policies of insurance of the type and amounts described below and in a form that is satisfactory to City.
Coverage shall be at least as broad as:
(a) Commercial General Liability (CGL): Consultant shall, at Consultant's sole cost and expense and throughout the term of this Agreement, and any extensions thereof, carry General Liability insurance coverage at least as broad as Insurance Services form CG 00 01 in an amount not less than $2,000,000 per occurrence, $4,000,000 general aggregate for bodily injury, personal and advertising injury and property damage, including without limitation, blanket contractual liability.
(b) Automobile Liability: Consultant shall, at Consultant's sole cost and expense and throughout the term of this Agreement, and any extensions thereof, carry Automobile Liability insurance coverage at least as broad as Insurance Services form CA 00 01 or the exact equivalent covering bodily injury and property DPW: 850-20\etm\Council\2025\090925\CI 5683\ Biosolids Conveying-Storage Improvements Att 2.docx
5 1
4 2
damage for all activities of Consultant arising out of or in connection with the work to be performed under this Agreement, including coverage of any owned, hired, non-owned, or rented vehicles, in an amount not less than $1,000,000 combined single limit for each accident.
(c) Worker's Compensation: Consultant shall, at Consultant's sole cost and expense and throughout the term of this Agreement, and any extensions thereof, carry workers' compensation statutory benefits as required by law with employer's liability limits no less than $1,000,000 per accident for bodily injury or disease. Consultant shall submit to City, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of City, its elected officials, officers, agents, employees and volunteers for all work performed by Consultant, its employees, agents and subcontractors.
(d) Professional Errors and Omissions Insurance: Consultant shall, at Consultant's sole cost and expense throughout the term of this Agreement, and any extensions thereof, carry professional errors and omissions coverage of no less than $1,000,000 per occurrence or claim, $2,000,000 aggregate, and shall continually maintain such coverage for an additional tail coverage reporting period of three (3) years following completion of services under this Agreement.
Other Insurance Provisions
The insurance policies are to contain, or be endorsed to contain, the following provisions:
Additional Insured Status
City, its elected officials, officers, agents, employees and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of Consultant including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to Consultant's insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10 10 01 and CG 20 37 10 01 if a later edition is used). The provision shall also apply to any excess liability policies. In addition, Consultant shall ensure that the automobile liability policy contains a provision covering City as an additional insured and shall obtain an endorsement to that effect if it does not.
Excess Insurance
The limits of insurance required in this agreement may be satisfied by a combination of primary and umbrella or excess insurance. Umbrella or excess policies shall provide coverage at least as broad as specified for underlying coverages and covering those insured in the underlying policies. Coverage shall be “pay on behalf’ with defense costs payable in addition to policy limits. There DPW: 850-20\etm\Council\2025\090925\CI 5683\ Biosolids Conveying-Storage Improvements Att 2.docx
5 1
4 2
shall be no cross-liability exclusion of claims or suits by one insured against the other. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and no-contributory basis for the benefit of City as required in written contract or agreement before City's own insurance or self-insurance shall be called upon to protect it as a named insured.
City’s Riqhts of Enforcement
In the event any policy of insurance required under this Agreement does not comply with these specifications or is cancelled and not replaced, City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Consultant, or City will withhold amounts sufficient to pay premium from Consultant's payments. In the alternative, City may cancel this Agreement.
City's Riqht to Revise Specifications
City reserves the right at any time during the term of the Agreement to change the amounts and types of insurance required by giving Consultant ninety (90) days advance written notice of such change. If such change results in additional cost to Consultant, City and Consultant may renegotiate Consultant's compensation.
Primary and Non-Contributory Coveraqe
For any claims related to this Agreement, Consultant's insurance coverage shall be primary insurance as respects City, its elected officials, officers, agents, employees and volunteers. Any insurance or self-insurance maintained by City, its officers, officials, employees or volunteers shall be excess of Consultant's insurance and shall not contribute with it and shall be at least as broad as CG 20 01 04 13.
Notice of Cancellation
Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to City.
Deductibles and Self-Insured Retentions
Any deductibles or self-insured retentions must be declared to and approved by City. City may require Consultant to provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention.
DPW: 850-20\etm\Council\2025\090925\CI 5683\ Biosolids Conveying-Storage Improvements Att 2.docx
5 1
4 2
Acceptability of Insurers
All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance in the State of California, with a current A.M. Best's rating of no less than A:VII, (unless otherwise acceptable to City).
Waiver of Subrogation
All insurance coverage maintained or procured pursuant to this Agreement shall be endorsed to waive subrogation against City, its elected officials, officers, agents, employees or volunteers or shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications - to waive their right of recovery prior to a loss. Consultant hereby waives his own right of recovery against City, and shall require similar written express waivers and insurance clauses from each of its subcontractors. Copies of these waivers shall be submitted to City prior to commencement of work.
Claims Made Policies
If any of the required policies provided coverage on a claims-made basis:
(a) The Retroactive Date must be shown and must be before the date of the Agreement or the beginning of contract work.
(b) Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the work required under this Agreement.
(c) If coverage is canceled or non-renewed and not replaced with another claims- made policy form with a Retroactive Date prior to the Agreement effective date, Consultant must purchase “extended reporting” coverage for a minimum of five (5) years after completion of Agreement work.
Verification of Coveraqe
Consultant shall provide City with copies of certificates (on City certificate form or an Accord form as modified per City direction) for all policies, with the appropriate named additional insured coverage and an endorsement that they are not subject to cancellation without 30 days prior written notice to City. All certificates and endorsements are to be received and approved by City before work commences.
However, failure to obtain the required documents prior to the work beginning shall not waive Consultant's obligation to provide them. City reserves the right to require redacted copies of all required insurance policies, including endorsements required by these specifications, at any time.
DPW: 850-20\etm\Council\2025\090925\CI 5683\ Biosolids Conveying-Storage Improvements Att 2.docx
5 1
4 2
Subcontractors
Consultant shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Consultant shall ensure that City is an additional insured on insurance required from subcontractors. For CGL coverage, subcontractors shall provide coverage with a form at least as broad as CG 20 38 04 13.
10. RELATION OF THE PARTIES
(a) Consultant is and shall at all times remain as to the City a wholly independent contractor. The personnel performing the services under this Agreement on behalf of Consultant shall at all times be under Consultant's exclusive direction and control. Neither City nor any of its officers, employees, agents, or volunteers shall have control over the conduct of Consultant or any of Consultant's officers, employees, or agents except as set forth in this Agreement.
Consultant shall not at any time or in any manner represent that it or any of its officers, employees or agents are in any manner officers, employees or agents of the City. Consultant shall not incur or have the power to incur any debt, obligation or liability whatever against City, or bind City in any manner. (b) No employee benefits shall be available to Consultant in connection with the performance of this Agreement. Except for the fees paid to Consultant as provided in the Agreement, City shall not pay salaries, wages, or other compensation to Consultant for performing services hereunder for City. City shall not be liable for compensation or indemnification to Consultant for injury or sickness arising out of performing services hereunder.
11. CORRECTIONS
In addition to the above indemnification obligations, Consultant shall correct, at its expense, all errors in the work that may be disclosed during City's review of Consultant's report or plans, except for those errors which were due to circumstances outside Consultant’s control. Should Consultant fail to make such correction in a reasonably timely manner, such correction shall be made by City, and the cost thereof shall be charged to Consultant or withheld from any funds due to Consultant hereunder.
12. TERMINATION BY CITY
City Manager or his or her designee may terminate without cause any or all of the services agreed to be performed under this Agreement upon 60 calendar days' written notice. City may also terminate for cause, but only after providing Consultant written notice of the breach and a period of 10 days to cure. In the event of termination, Consultant shall have the right and obligation to immediately assemble work in progress for the purpose of closing out the job. All DPW: 850-20\etm\Council\2025\090925\CI 5683\ Biosolids Conveying-Storage Improvements Att 2.docx
5 1
4 2
compensation for actual work performed and charges outstanding at the time of termination shall be payable by City to Consultant within 30 days following submission of a final statement by Consultant unless termination is for cause. In such event, Consultant shall be compensated only to the extent required by law.
13. ACCEPTANCE OF FINAL PAYMENT CONSTITUTES RELEASE
The acceptance by Consultant of the final payment made under this Agreement shall operate as and be a release of City from all claims and liabilities for compensation to Consultant for anything done, furnished, or relating to Consultant's work or services. Acceptance of payment shall be any negotiation of City's check or the failure to make a written extra compensation claim within 10 calendar days of the receipt of that check. However, approval or payment by City shall not constitute, nor be deemed, a release of the responsibility and liability of Consultant, its employees, subcontractors, agents and consultants for the accuracy and competency of the information provided and/or work performed; nor shall such approval or payment be deemed to be an assumption of such responsibility or liability by City for any defect or error in the work prepared by Consultant, its employees, subcontractors, agents and consultants.
14. AUDIT OF RECORDS
Consultant shall maintain, in accordance with generally accepted accounting principles, complete and accurate records of all activities and operations relating to this Agreement. Records, including but not limited to, timecards, employment records, work progress reports, reimbursements, invoices, project records, proprietary data and information, as well as licensed software and any electronic records shall be kept for a period of four years beyond the termination of this Agreement. Consultant agrees that City, or its authorized representative, shall have the right to examine, audit, excerpt, copy or transcribe any of the records pertaining to this Agreement at any time during normal business hours. Consultant shall reimburse City for all reasonable costs of the audit, including travel time and auditor costs, should such audit reveal an overcharge of five (5) percent or more. Any overcharge will be considered a breach of this Agreement and could be cause for termination. The obligations of this section shall be explicitly included in any subcontracts or other agreements entered into by Consultant with respect to this Agreement.
15. WAIVER; REMEDIES CUMULATIVE
Failure by a party to insist upon the strict performance of any of the provisions of this Agreement by the other party, irrespective of the length of time for which such failure continues, shall not constitute a waiver of such party's right to demand strict compliance by such other party in the future. No waiver by a party of a default or breach of the other party shall be effective or binding upon such party unless made in writing by such party, and no such waiver shall be implied from any omissions by a party to take any action with respect to such DPW: 850-20\etm\Council\2025\090925\CI 5683\ Biosolids Conveying-Storage Improvements Att 2.docx
5 1
4 2
default or breach. No express written waiver of a specified default or breach shall affect any other default or breach, or cover any other period of time, other than any default or breach and/or period of time specified. All of the remedies permitted or available to a party under this Agreement, or at law or in equity, shall be cumulative and alternative, and invocation of any such right or remedy shall not constitute a waiver or election of remedies with respect to any other permitted or available right of remedy.
16. CONFLICT OF INTEREST
Consultant is unaware of any City employee or official that has a financial interest in Consultant's business. During the term of this Agreement and/or as a result of being awarded this Agreement, Consultant shall not offer, encourage or accept any financial interest in Consultant's business by any City employee or official.
17. CONSTRUCTION OF LANGUAGE OF AGREEMENT
The provisions of this Agreement shall be construed as a whole according to its common meaning of purpose of providing a public benefit and not strictly for or against any party. It shall be construed consistent with the provisions hereof, in order to achieve the objectives and purposes of the parties. Wherever required by the context, the singular shall include the plural and vice versa, and the masculine gender shall include the feminine or neutral genders or vice versa.
18. MITIGATION OF DAMAGES
In all situations arising out of this Agreement, the parties shall attempt to avoid and minimize the damages resulting from the conduct of the other party.
19. GOVERNING LAW
This Agreement, and the rights and obligations of the parties, shall be governed and interpreted in accordance with the laws of the State of California.
Should litigation occur, venue shall be in Superior Court of Ventura County.
20. TAXPAYER IDENTIFICATION NUMBER
Consultant shall provide City with a complete Request for Taxpayer Identification Number and Certification, Form W-9, as most recently issued by the Internal Revenue Service.
21. NON-APPROPRIATION OF FUNDS
Payments due and payable to Consultant for current services are within the current budget and within an available, unexhausted and unencumbered appropriation of City funds. In the event City has not appropriated sufficient funds DPW: 850-20\etm\Council\2025\090925\CI 5683\ Biosolids Conveying-Storage Improvements Att 2.docx
5 1
4 2
for payment of Consultant's services beyond the current fiscal year, this Agreement shall cover only those costs incurred up to the conclusion of the current fiscal year.
22. MODIFICATION/AMENDMENT OF AGREEMENT
Any amendment, modification, or variation of the terms or tasks of this Agreement shall be in writing and shall be effective only upon the mutual written approval of the City and Consultant.
23. USE OF THE TERM “CITY”
Reference to “City” in this Agreement includes the City Manager or any authorized representative acting on behalf of City.
24. PERMITS AND LICENSES
Consultant, at its sole expense, shall obtain and maintain during the term of this Agreement all appropriate permits, licenses, and certificates that may be required in connection with the performance of services under this Agreement.
25. CAPTIONS
The captions or headings in this Agreement are for convenience only and in no other way define, limit or describe the scope or intent of any provision or section of the Agreement.
26. AUTHORIZATION
Each party has expressly authorized the execution of this Agreement on its behalf and binds said party and its respective administrators, officers, directors, shareholders, divisions, subsidiaries, agents, employees, successors, assigns, principals, partners, joint venturers, insurance carriers and any others who may claim through it to this Agreement.
27. ENTIRE AGREEMENT BETWEEN PARTIES
Except for Consultant's proposals and submitted representations for obtaining this Agreement, this Agreement supersedes any other agreements, either oral or in writing, between the parties hereto with respect to the rendering of services and contains all of the covenants and agreements between the parties with respect to said services.
DPW: 850-20\etm\Council\2025\090925\CI 5683\ Biosolids Conveying-Storage Improvements Att 2.docx
5 1
4 2
28. PARTIAL INVALIDITY
If any provision in this Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions will nevertheless continue in full force without being impaired or invalidated in any way.
29. NOTICES
Any notice required to be given hereunder shall be deemed to have been given by depositing said notice in the United States mail, postage prepaid, and addressed as follows:
TO CITY: Attn: Nader Heydari
Public Works Department
City of Thousand Oaks
2100 Thousand Oaks Boulevard
Thousand Oaks, CA 91362
TO CONSULTANT: Attn: Teigan Gulliver, PE
HDR Engineering, Inc.
100 Oceangate, Suite 1120
Long Beach, CA 90802
30. SIGNATURES
(a) Counterparts. This Agreement may be executed in two or more counterparts, each of which together shall be deemed an original, but all of which together shall constitute one and the same instrument.
(b) Scanned Signatures. In the event that any signature is delivered by facsimile transmission or submitted electronically as a scanned image (i.e. files with .pdf, .tiff or .jpeg extensions), such signature shall create a valid and binding obligation of the party executing (or on whose behalf such signature is executed) with the same force and effect as if such facsimile or scanned signature page were an original thereof.
(c) Digital Electronic Signatures. This Agreement may be executed through the use of digital or electronic signatures provided they meet the requirements of the Electronic Signatures in Global and National Commerce (ESIGN) Act and the California Uniform Electronic Transactions Act (UETA) and are produced using a City-approved method. The presence of an electronic signature on this document shall be construed as the parties’ consent to do business electronically.
DPW: 850-20\etm\Council\2025\090925\CI 5683\ Biosolids Conveying-Storage Improvements Att 2.docx
5 1
4 2
31. LEVINE ACT COMPLIANCE
California Government Code section 84308 (Levine Act) prohibits any Thousand Oaks City Council member from participating in any action related to a contract, agreement, or franchise agreement if the councilmember receives a campaign contribution totaling more than $500 (aggregated) from the party to the contract, agreement, or franchise agreement, an agent of the party, or any financially interested participant who actively supports or opposes the matter within the previous twelve (12) months. Councilmembers must also disclose any eligible campaign contribution received on the record of the proceeding.
Councilmembers are also prohibited from soliciting, accepting or directing campaign contributions totaling more than $500 (aggregated) from the applicant or party, an agent of the applicant/party, or any financially interested participant who actively supports or opposes the matter within the previous twelve (12) months, and for twelve (12) months following the date a final decision on the contract/agreement is made.
The Levine Act also required parties to a contract agreement, or franchise agreement to disclose any campaign contribution over $500 (aggregated) within twelve (12) months by the party to the agreement, contract, or franchise agreement. The Levine Act does not apply to competitively bid, labor, or personal employment contracts.
In order to assure compliance with these requirements, Consultant has provided the disclosure requirements identified in the Levine Act Disclosure Form, attached as Exhibit C, incorporated herein by reference, and Consultant verifies by its signature that it has completed Exhibit C in compliance of these requirements.
Consultant shall also be responsible for understanding and complying with requirements of Government Code section 84308, which prohibits parties to a contract/agreement, as well as their agents and representatives, from contributing more than $500 (aggregated) to a City Council member of the City of Thousand Oaks for the 12 months prior to the award of this Agreement, and for the 12 months following award of this Agreement. Where applicable, Consultant shall disclose any post award campaign contributions prior to seeking an amendment to this Agreement.
DPW: 850-20\etm\Council\2025\090925\CI 5683\ Biosolids Conveying-Storage Improvements Att 2.docx
5 1
4 2
In concurrence and witness whereof, this Agreement has been executed by the parties effective on the date and year first above written.
HDR ENGINEERING, INC.
___________________________
Anna Lantin, PE, Vice President
___________________________
Elizabeth C. Hoffman, Assistant
Secretary
CITY OF THOUSAND OAKS
___________________________
David Newman, Mayor
ATTEST:
______________________________
Laura B. Maguire, City Clerk
APPROVED AS TO ADMINISTRATION:
_______________________________
Andrew P. Powers, City Manager
APPROVED BY DEPARTMENT HEAD:
_______________________________
Nader Heydari, Public Works Director
APPROVED AS TO FORM:
Office of the City Attorney
________________________________
Tracy Friedl, Assistant City Attorney
DPW: 850-20\etm\Council\2025\090925\CI 5683\ Biosolids Conveying-Storage Improvements Att 2.docx
5 1
4 2
EXHIBIT A
SCOPE OF SERVICES
CONSULTANT shall provide engineering services to assess the condition of the Biosolids Conveying and Storage Project (CI 5683) and develop plans and specifications for its rehabilitation. CONSULTANT’S work shall also include engineering assistance during bid and construction phases. CONSULTANT’s work shall be coordinated with plant operations.
CONSULTANT shall perform the following Tasks:
Task 1 – Project Management and QA/QC
Task 1.1: Kickoff Meeting
CONSULTANT shall host a virtual project kickoff meeting with City staff.
The duration of this meeting will be up to two (2) hours.
Task 1.2: Project Management Plan and Safety Plan
CONSULTANT shall prepare / provide:
a) An internal Project Management Plan (PMP) that will document roles and responsibilities of team members;
b) An internal communications plan;
c) Procedures for cost and schedule control, document management, change management, and other project management requirements; d) Project Management for the 5-month duration project; e) All necessary communication with the client (verbal and written); f) Project invoicing and reporting;
g) Management of internal staffing resources;
h) CAD standards and file naming conventions; and
i) A safety plan related to CONSULTANT and industry standard requirements for field work and tailored to the site.
Task 1.3: Project Coordination
CONSULTANT shall plan and manage production efforts, budget, schedule, coordination with City staff, monitor progress, and direct project activities.
CONSULTANT has budgeted 4 hours per month to provide internal management of the project.
DPW: 850-20\etm\Council\2025\090925\CI 5683\ Biosolids Conveying-Storage Improvements Att 2.docx
5 1
4 2
Task 1.4: Project Monitoring and Reporting
CONSULTANT shall provide project invoicing and reporting for the 5- month duration of the project. It is anticipated that work will commence in September 2025 and be complete by January 31, 2026.
Deliverables:
•Monthly Project Invoicing and Progress Reporting for a 5-month duration project.
Assumptions:
•Progress reports and project invoices shall be submitted together electronically to the City’s Project Manager for processing.
Task 1.5: Quality Assurance / Quality Control Plan
CONSULTANT shall prepare an Internal Quality Assurance and Quality Control Plan that details the required QA/QC reviews, the required reviewers, and CONSULTANT’s quality standards to be used for the reviews.
The Internal Quality Assurance and Quality Control Plan shall detail the QA/QC review of the draft and final Alternatives Analysis Memorandums. City senior staff members with experience in the disciplines included in the scope of services shall provide a technical review for each of the deliverables.
The CONSULTANT reviewer shall document corrections to the memorandum during their review and confirm that review comments are incorporated prior to submittal.
Deliverables: Quality control reviews for two (2) deliverables: draft and final Alternatives Analysis Memorandum.
Assumptions: City shall provide reviews for the deliverables and provide a consolidated list of comments that are resolved internally before distributing to CONSULTANT.
Task 2 – Research, Condition Assessment, and Alternatives Analysis TASK 2.1: Record Drawing and Biosolids System Review
CONSULTANT shall review solids handling documents and data consisting of the following items to be provided by the City:
a) Facility as-builts;
b) Geotechnical report from 2003 construction of dewatering building; c) Existing and projected solids flows and loads;
DPW: 850-20\etm\Council\2025\090925\CI 5683\ Biosolids Conveying-Storage Improvements Att 2.docx
5 1
4 2
d) Polymer data and dosing information;
e) Existing operations schedule, flows, and solids production and capture rate; and
f) Truck hauling schedule.
Assumptions:
•City shall provide requested documents and data at least one week prior to kickoff meeting.
TASK 2.2: Site Visit for System Assessment and Staff Interviews CONSULTANT shall provide one (1) site visit to the Hill Canypn Treatment Plant (HCTP) to perform a condition and operational assessment of the solids loadout system. Target areas for the assessment shall include biosolids conveyance equipment, cake storage, and truck loading systems. During the site visit, CONSULTANT shall conduct staff interviews with HCTP leadership, operations, maintenance, and mechanical/electrical staff, to provide a foundational understanding of the biosolids handling, storage, and hauling system. This information shall be used by CONSULTANT to estimate the remaining useful life of assets, identify necessary upgrades, and ideate optimization strategies for the solids handling and storage systems.
Deliverables:
•Site visit and staff interview notes. (One submittal, electronic).
Assumptions:
•The site visit and staff interviews shall be completed in a single day and take up to eight (8) hours. City shall coordinate relevant staff so that they are available on the day of the site visit.
•Operational and condition assessment shall be primarily observational and shall include photographs, discussions with HCTP staff, and analysis of data provided by the City.
TASK 2.3: Draft Alternatives Analysis Memorandum
CONSULTANT shall prepare an Alternatives Analysis Memorandum following review of existing plans, system information, staff interviews, and the operational assessment. The memorandum shall describe up to six (6) alternatives for solids conveying and storage improvements, and include:
•A discussion on advantages and disadvantages of the alternatives; •A Class IV opinion of probable construction costs (OPCC), including net present value costs for equipment, labor, energy, and O&M; DPW: 850-20\etm\Council\2025\090925\CI 5683\ Biosolids Conveying-Storage Improvements Att 2.docx
5 1
4 2
•A discussion on non-economic factors such as operational flexibility, maintenance complexity, reliability/redundancy, and daily access/convenience; and
•Any other recommendations or relevant information on the presented alternatives.
CONSULTANT shall develop a matrix to rank and score the alternatives, utilizing the City’s input on specific criteria tailored to this project and the associated criteria weighting. The Alternatives Analysis Memorandum shall document the evaluation process and the decisions leading to the preferred project recommendation.
The alternatives evaluated shall include:
•Cake conveyor and elevated storage pad;
•Enhanced cake storage bin;
•Direct drop conveyors;
•Improved automation; and
•Other alternatives or combination of alternatives.
Deliverables:
•Draft Alternatives Analysis Memorandum (One submittal, electronic).
Assumptions:
•City shall collaborate with CONSULTANT to provide information required to estimate the cost of equipment, labor, energy, and O&M costs for each alternative.
•City shall provide consensus on draft criteria and criteria weights at least three (3) weeks prior to delivery of the draft Alternatives Analysis Memorandum.
TASK 2.4: Alternatives Analysis Workshop
CONSULTANT shall host a virtual workshop with City staff to review and prioritize the alternatives using the criteria developed during the draft Alternatives Analysis Memorandum task. During the workshop, CONSULTANT and City staff shall work together to compare the various alternatives to the City’s project objectives and goals, and then rank them. CONSULTANT shall finalize the weights of criteria during this workshop and shall utilize the resulting ranking to identify the preferred alternative.
Deliverables:
•Host and execute an Alternatives Analysis Workshop with City staff to rank alternatives and obtain consensus on the preferred alternative.
DPW: 850-20\etm\Council\2025\090925\CI 5683\ Biosolids Conveying-Storage Improvements Att 2.docx
5 1
4 2
•Meeting minutes capturing discussion during the workshop, including any modifications to criteria, weighting, and the selected alternative.
Assumptions:
•Alternatives Analysis Workshop shall be held virtually over Microsoft Teams.
•Meeting minutes shall be prepared by the CONSULTANT and provided electronically to the City’s Project Manager for internal distribution within three (3) business days.
TASK 2.5: Final Alternatives Analysis Memorandum
CONSULTANT shall finalize the Alternatives Analysis Memorandum following the Alternatives Analysis Workshop, incorporating any revisions to criteria, weighting, and the recommended alternative resulting from the workshop discussion, as well as other City comments on the draft memorandum.
Deliverables:
•Final Alternatives Analysis Memorandum (One submittal, electronic).
Assumptions:
•Any remaining City comments on the draft Alternatives Analysis Memorandum shall be provided to CONSULTANT within one week after the Alternatives Analysis Workshop.
DPW: 850-20\etm\Council\2025\090925\CI 5683\ Biosolids Conveying-Storage Improvements Att 2.docx
5 1
4 2
EXHIBIT B
FEE SCHEDULE
HDR Engineering Inc.
The following rates apply to the HCTP Biosolids Conveying and Storage Improvements project (CI 5683) through January 31, 2026.
Title Hourly Rate
Project Manager $285
Deputy Project Manager $200
Principal $350
Quality Manager $375
Electrical Quality Reviewer $350
Structural Quality Reviewer $350
Senior Technical Expert $310
Senior Electrical and I&C Engineer $200
Senior Structural Engineer $265
Project Engineer $155
BIM Technician $160
Project Accountant $160
Project Coordinator $150
Project Accountant $160
Personnel time is billed in half-hour increments. These rates apply to regular and travel time.
Charges for travel time will be limited to eight (8) hours per day. Overtime, if required in the interest of the project, will be charged at the above rates for professional personnel. Field work for is billed at a four (4) hour minimum charge per day.
OTHER DIRECT CHARGES
Other direct costs (ODC), such as rental equipment and miscellaneous expenses (including vehicle usage, binding, overnight mail or courier services, etc.) will be charged at cost plus ten percent (10%). Mileage will be charged at the IRS rate per mile. Travel expenses (airfare, local travel and accommodations) will be charged at cost. Meal and incidental expenses (M&IE) during travel will be charged at actual cost. For extended travel, the per diem rate will be applied.
DPW: 850-20\etm\Council\2025\090925\CI 5683\ Biosolids Conveying-Storage Improvements Att 2.docx
5 1
4 2
EXHIBIT C
DPW: 850-20\etm\Council\2025\090925\CI 5683\ Biosolids Conveying-Storage Improvements Att 2.docx
5 1
4 2