Loading...
HomeMy WebLinkAboutC-5382 - PSA for Wastewater, Storm Drain and Recycled Water Rate StudiesM' AMENDMENT NO. THREE TO PROFESSIONAL SERVICES AGREEMENT WITH HF&H CONSULTANTS, LLC FOR WASTEWATER WATER RATE STUDY THIS AMENDMENT NO. THREE TO PROFESSIONAL SERVICES AGREEMENT ("Agreement') is made and entered into as of this 16th day of June, 2015 ("Effective Date"), by and between the CITY OF NEWPORT BEACH, a California municipal corporation and charter city ("City"), and HF&H CONSULTANTS, LLC, a California limited liability company ("Consultant'), whose address is 201 N. Civic Drive, Suite 230, Walnut Creek, CA 94596, and is made with reference to the following: RECITALS A. On February 26, 2013, City and Consultant entered into a Professional Services Agreement ("Agreement') for Wastewater, Storm Drain And Recycled Water Rate Studies ("Project'). B. On January 2, 2014, City and Consultant entered into Amendment No. One to the Agreement ("Amendment No. One") to extend the term of the Agreement. C. On December 4, 2014, City and Consultant entered into Amendment No. Two to the Agreement ("Amendment No. Two") to extend the term of the Agreement. D. City desires to enter into this Amendment No. Three to update insurance requirements and to extend the term of the Agreement to December 31, 2015. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. TERM Section 1 of the Agreement is amended in its entirety and replaced with the following: "The term of this Agreement shall commence on the Effective Date, and shall terminate on December 31, 2015, unless terminated earlier as set forth herein." 2. INSURANCE Exhibit C of the Agreement shall be amended in its entirety and replaced with Exhibit C-1, attached hereto and incorporated herein by reference. 3. INTEGRATED CONTRACT Except as expressly modified herein, all other provisions, terms, and covenants set forth in the Agreement shall remain unchanged and shall be in full force and effect. [SIGNATURES ON NEXT PAGE] IN WITNESS WHEREOF, the parties have caused this Amendment No. Three to be executed on the dates written below. APPROVED AS TO FORM: CITY ATT Y'S OFFICE Date: By: vt V� Aaron C. Harp City Attorney �I� CITY OF NEWPORT BEACH, a California municipal corporation Date:��Is By: Dave--fdff City Manager ATTEST: CONSULTANT: HF&H Consultants, LLC, Date: a California li ite liability company Date: /-7 S By:r By: /d---- --- Leilani I. Brown ichard J. Si son City Clerk Vice President �tiWPO,Q� Date: d By: Jo Farn o� Senior Vice President/Secretary [END OF SIGNATURES] Attachments: Exhibit C-1 — Insurance Requirements HF&H Consultants, LLC Page 2 EXHIBIT C-1 INSURANCE REQUIREMENTS — PROFESSIONAL SERVICES 1. Provision 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, policies of insurance of the type and amounts described below and in a form satisfactory to City. Consultant agrees to provide insurance in accordance with requirements set forth here. If Consultant uses existing coverage to comply and that coverage does not meet these requirements, Consultant agrees to amend, supplement or endorse the existing coverage. 2. Acceptable 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 an assigned policyholders' Rating of A- (or higher) and Financial Size Category Class VII (or larger) in accordance with the latest edition of Best's Key Rating Guide, unless otherwise approved by the City's Risk Manager. 3. Coverage Requirements. A. Workers' Compensation Insurance. Consultant shall maintain Workers' Compensation Insurance, statutory limits, and Employer's Liability Insurance with limits of at least one million dollars ($1,000,000) each accident for bodily injury by accident and each employee for bodily injury by disease in accordance with the laws of the State of California, Section 3700 of the Labor Code. Consultant shall submit to City, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of City, its officers, agents, employees and volunteers. B. General Liability Insurance. Consultant shall maintain commercial general liability insurance, and if necessary umbrella liability insurance, with coverage at least as broad as provided by Insurance Services Office form CG 00 01, in an amount not less than one million dollars ($1,000,000) per occurrence, two million dollars ($2,000,000) general aggregate. The policy shall cover liability arising from premises, operations, personal and advertising injury, and liability assumed under an insured contract (including the tort liability of another assumed in a business contract). C. Automobile Liability Insurance. Consultant shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of Consultant arising out of or in connection with Work to be performed under this Agreement, including coverage for any owned, hired, non -owned or rented Kreuzer Consulting Group Page C-1 vehicles, in an amount not less than one million dollars ($1,000,000) combined single limit each accident. D. Professional Liability (Errors & Omissions) Insurance. Consultant shall maintain professional liability insurance that covers the Services to be performed in connection with this Agreement, in the minimum amount of one million dollars ($1,000,000) per claim and two million dollars ($2,000,000) in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the Effective Date of this Agreement and Consultant agrees to maintain continuous coverage through a period no less than three years after completion of the Services required by this Agreement. 4. Other Insurance Requirements. The policies are to contain, or be endorsed to contain, the following provisions: A. Waiver of Subrogation. All insurance coverage maintained or procured pursuant to this Agreement shall be endorsed to waive subrogation against City, its elected or appointed officers, agents, officials, employees and volunteers or shall specifically allow Consultant or others providing insurance evidence in compliance with these requirements to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against City, and shall require similar written express waivers from each of its subconsultants. B. Additional Insured Status. All liability policies including general liability, excess liability, pollution liability, and automobile liability, if required, but not including professional liability, shall provide or be endorsed to provide that City and its officers, officials, employees, and agents shall be included as insureds under such policies. C. Primary and Non Contributory. All liability coverage shall apply on a primary basis and shall not require contribution from any insurance or self- insurance maintained by City. D. Notice of Cancellation. All policies shall provide City with thirty (30) calendar days notice of cancellation (except for nonpayment for which ten (10) calendar days notice is required) or nonrenewal of coverage for each required coverage. 5. Additional Agreements Between the Parties. The parties hereby agree to the following: A. Evidence of Insurance. Consultant shall provide certificates of insurance to City as evidence of the insurance coverage required herein, along with a waiver of subrogation endorsement for workers' compensation and other endorsements as specified herein for each coverage. Insurance certificates and endorsement must be approved by City's Risk Manager prior to commencement of performance. Current certification of insurance shall be kept on file with City at all times during the term of this Kreuzer Consulting Group Page C-2 Agreement. City reserves the right to require complete, certified copies of all required insurance policies, at any time. B. City's Right to Revise Requirements. 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 sixty (60) calendar days advance written notice of such change. If such change results in substantial additional cost to Consultant, City and Consultant may renegotiate Consultant's compensation. C. Enforcement of Agreement Provisions. Consultant acknowledges and agrees that any actual or alleged failure on the part of City to inform Consultant of non-compliance with any requirement imposes no additional obligations on City nor does it waive any rights hereunder. D. Requirements not Limiting. Requirements of specific coverage features or limits contained in this Section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. If the Consultant maintains higher limits than the minimums shown above, the City requires and shall be entitled to coverage for higher limits maintained by the Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. E. Self-insured Retentions. Any self-insured retentions must be declared to and approved by City. City reserves the right to require that self-insured retentions be eliminated, lowered, or replaced by a deductible. Self- insurance will not be considered to comply with these requirements unless approved by City. F. City Remedies for Non -Compliance. If Consultant or any subconsultant fails to provide and maintain insurance as required herein, then City shall have the right but not the obligation, to purchase such insurance, to terminate this Agreement, or to suspend Consultant's right to proceed until proper evidence of insurance is provided. Any amounts paid by City shall, at City's sole option, be deducted from amounts payable to Consultant or reimbursed by Consultant upon demand. G. Timely Notice of Claims. Contractor shall give City prompt and timely notice of claims made or suits instituted that arise out of or result from Contractor's performance under this Contract, and that involve or may involve coverage under any of the required liability policies. City assumes no obligation or liability by such notice, but has the right (but not the duty) to monitor the handling of any such claim or claims if they are likely to involve City. Kreuzer Consulting Group Page C-3 H. Consultant's Insurance. Consultant shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the Work. HF&H Consultants, LLC Page C-4 r\1 r.. AMENDMENT NO. TWO TO if PROFESSIONAL SERVICES AGREEMENT WITH HF&H CONSULTANTS, LLC FOR �i WASTEWATER WATER RATE STUDIES THIS AMENDMENT NO. TWO TO PROFESSIONAL SERVICES AGREEMENT ("Agreement") is made and entered into as of this 4th day of December, 2014 ("Effective Date"), by and between the CITY OF NEWPORT BEACH, a California municipal corporation and charter city ("City"), and HF&H CONSULTANTS, LLC, a California limited liability company ("Consultant"), whose address is 201 N. Civic Drive, Suite 230, Walnut Creek, CA 94596, and is made with reference to the following: RECITALS A. On February 26, 2013, City and Consultant entered into a Professional Services Agreement ("Agreement') for wastewater, storm drain and recycled water rate studies ("Project"). B. On January 2, 2014, City and Consultant entered into Amendment No. One to the Agreement ("Amendment No. One') to extend the term of the Agreement. C. City desires to enter into this Amendment No. Two to extend the term of the Agreement to June 30, 2015. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. TERM Section 1 of the Agreement is amended in its entirety and replaced with the following: "The term of this Agreement shall commence on the Effective Date, and shall terminate on June 30, 2015, unless terminated earlier as set forth herein." 2. INTEGRATED CONTRACT Except as expressly modified herein, all other provisions, terms, and covenants set forth in the Agreement shall remain unchanged and shall be in full force and effect. [SIGNATURES ON NEXT PAGE] HF&H Consultants, LLC Page 1 IN WITNESS WHEREOF, the parties have caused this Amendment No. Two to be executed on the dates written below. APPROVED AS TO FORM: CITY ATT RNY'S OFFICE Date: ,(,--Am By: l' Aron C. Harp City Attorney ATTEST: / Date: < < By: ftl(�— Leilani I. Brown City Clerk I 0-1-1 Fovk":j CITY OF NEWPORT BEACH, a California municipal corporation Date: By: Dave <iff City Manager CONSULTANT: HF&H Consultants, LLC, a California I' iced liability company Date: /� /L By. J, •------ ichard J. Simonson Vice President Date: Ito 0« 2"01q By: J=�-' Jo Farn c f Se for Vice President/Secretary [END OF SIGNATURES] HF&H Consultants, LLC Page 2 NOr AMENDMENT NO. ONE TO PROFESSIONAL SERVICES AGREEMENT WITH HF&H CONSULTANTS, LLC FOR WASTEWATER, STORM DRAIN AND RECYCLED WATER RATE STUDIES THIS AMENDMENT NO. ONE TO PROFESSIONAL SERVICES AGREEMENT ("Amendment No. One") is made and entered into as of this 2nd day of January, 2014 ("Effective Date"), by and between the CITY OF NEWPORT BEACH, a California municipal corporation and charter city ("City"), and HF&H Consultants, LLC, a California limited liability company ("Consultant'), whose address is 201 N. Civic Drive, Suite 230, Walnut Creek, CA 94596, and is made with reference to the following: RECITALS A. On February 26, 2013, City and Consultant entered into a Professional Services Agreement ("Agreement') to perform wastewater, storm drain and recycled water rate studies ("Project'). B. City desires to enter into this Amendment No. One to extend the term of the Agreement to December 31, 2014 C. City and Consultant mutually desire to amend the Agreement, as provided below. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: TERM Section 1 of the Agreement is amended in its entirety and replaced with the following: "The term of this Agreement shall commence on the February 26, 2013 and shall terminate on December 31, 2014, unless terminated earlier as set forth herein." 2. INTEGRATED CONTRACT Except as expressly modified herein, all other provisions, terms, and covenants set forth in the Agreement shall remain unchanged and shall be in full force and effect. HF&H Consultants, LLC [SIGNATURES ON NEXT PAGE) Page 1 IN WITNESS WHEREOF, the parties have caused this Amendment No. One to be executed on the dates written below. APPROVED AS TO FORM: CITY OF NEWPORT BEACH, CITY ATTORNEY'S OFFICE a California municipal corporation Date: Date: /- G - /'-'7/ By: 1 By: Aaron C. arp org eAu,rdo dfi City Attorney Acting Municipal Operations Director ATTEST: Date: 1' By: PAW-- Leilani I. Brown City Clerk CONSULTANT: HF&H Consultants, LLC, a California limited liability company Date: By: • Richard J. Sirrfidnson Vice President Date: 23 Pfc Z O� 3 By: J n Farnk f aU S nior Vice President/Secretary [END OF SIGNATURES] HF&H Consultants, LLC Page 2 PROFESSIONAL SERVICES AGREEMENT WITH HF&H CONSULTANTS, LLC FOR WASTEWATER, STORM DRAIN AND RECYCLED WATER RATE STUDIES THIS AGREEMENT FOR PROFESSIONAL, SERVICES ("Agreement') is made and entered into as of this %01 day of Jand-A4f �h013 ("Effective Date') by and between the CITY OF NEWPORT BEACH, a California Municipal Corporation ("City"), and HF&H Consultants, LLC, a California limited liability company ("Consultant'), whose address is 201 N. Civic Drive, Suite 230, Walnut Creek, CA 94596 and is made with reference to the following: RECITALS A. 'City is a municipal corporation duly organized and validly existing under the laws of the State of California with the power to carry on its business as it is now being conducted under the statutes of the State of California and the Charter of City. B. City desires to engage Consultant to perform wastewater, storm drain and recycled water rate studies ('Project'), as further detailed in RFP No. 13-4, and any addendum thereto, which are incorporated herein by reference. C. Consultant possesses the skill, experience, ability, background, certification and knowledge to provide the professional services described in this Agreement. D. The principal member of Consultant for purposes of Project shall be John Farnkoph. E. City has solicited and received a proposal from Consultant, has reviewed the previous experience and evaluated the expertise of Consultant, and desires to retain Consultant to render professional services under the terms and conditions set forth in this Agreement. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. TERM The term of this Agreement shall commence on the Effective Date, and shall terminate on February 1, 2014 unless terminated earlier as set forth herein. 2. SERVICES TO BE PERFORMED City and Consultant acknowledge that the above Recitals are true and correct and are hereby incorporated by reference into this Agreement. Consultant shall diligently perform all the services described in the Scope of Services attached hereto as Exhibit A and incorporated herein by reference ("Services' or "Work"), The City may elect to delete certain Services within the Scope of Services at its sole discretion. 3. TIME OF PERFORMANCE 3.1 Time is of the essence in the performance of Services under this Agreement and Consultant shall perform the Services in accordance with the schedule included in Exhibit A. In the absence of a specific schedule, the Services shall be performed to completion in a diligent and timely manner. The failure by Consultant to strictly adhere to the schedule set forth in Exhibit A, if any, or perform the Services in a diligent and timely manner may result in termination of this Agreement by City. 3.1.1 Notwithstanding the foregoing, Consultant shall not be responsible for delays due to causes beyond Consultant's reasonable control. However, in the case of any such delay in the Services to be provided for the Project, each party hereby agrees to provide notice within two (2) days of the occurrence causing the delay to the other party so that all delays can be addressed. 3.2 Consultant shall submit all requests for extensions of time for performance in writing to the Project Administrator (as defined in Section 6 below) not later than ten (10) calendar days after the start of the condition that purportedly causes a delay. The Project Administrator shall review all such requests and may grant reasonable time extensions for unforeseeable delays that are beyond Consultant's control. 3.3 For all time periods not specifically set forth herein, Consultant shall respond in the most expedient and appropriate manner under the circumstances, by fax, hand -delivery or mail. 4. COMPENSATION TO CONSULTANT 4.1 City shall pay Consultant for the Services on a time and expense not -to - exceed basis in accordance with the provisions of this Section and the Schedule of Billing Rates or Progress Payments Schedule attached hereto as Exhibit B and incorporated herein by reference. Consultant's compensation for all Work performed in accordance with this Agreement, including all reimbursable items and subconsultant fees, shall not exceed Seventy Five Thousand Four Hundred Seventy Three Dollars and 00/100 ($75,473.00) without prior written authorization from City. No billing rate changes shall be made during the term of this Agreement without the prior written approval of City. 4.2 Consultant shall submit monthly invoices to City describing the Work performed the preceding month. Consultant's bills shall include the name of the person who performed the Work, a brief description of the Services performed and/or the specific task in the Scope of Services to which it relates, the date the Services were performed, the number of hours spent on all Work billed on an hourly basis, and a description of any reimbursable expenditures. City shall pay Consultant no later than thirty (30) days after approval of the monthly invoice by City staff. 4.3 City shall reimburse Consultant only for those costs or expenses specifically identified in Exhibit B to this Agreement, or specifically approved in writing in advance by City. HF&H Consultants, LLC Page 2 4.4 Consultant shall not receive any compensation for Extra Work performed without the prior written authorization of City. As used herein, "Extra Work" means any Work that is determined by City to be necessary for the proper completion of the Project, but which is not included within the Scope of Services and which the parties did not reasonably anticipate would be necessary at the execution of this Agreement. Compensation for any authorized Extra Work shall be paid in accordance with the Schedule of Billing Rates as set forth in Exhibit B. 5. PROJECT MANAGER 5,1 Consultant shall designate a Project Manager, who shall coordinate all phases of the Project. This Project Manager shall be available to City at all reasonable times during the Agreement term. Consultant has designated John Farnkoph to be its Project Manager. Consultant shall not remove or reassign the Project Manager or any personnel listed in Exhibit A or assign any new or replacement personnel to the Project without the prior written consent of City. City's approval shall not be unreasonably withheld with respect to the removal or assignment of non -key personnel. 5.2 Consultant, at the sole discretion of City, shall remove from the Project any of its personnel assigned to the performance of Services upon written request of City. Consultant warrants that it will continuously furnish the necessary personnel to complete the Project on a timely basis as contemplated by this Agreement. 5.3 If Consultant is performing inspection services for City, the Project Manager and any other assigned staff shall be equipped with a cellular phone to communicate with City staff. The Project Manager's cellular phone number shall be provided to the City. 6. ADMINISTRATION This Agreement will be administered by the Municipal Operations Department. The Utilities General Manager or his/her designee, shall be the Project Administrator and shall have the authority to act for City under this Agreement. The Project Administrator or his/her designee shall represent City in all matters pertaining to the Services to be rendered pursuant to this Agreement. 7. CITY"S RESPONSIBILITIES To assist Consultant in the execution of its responsibilities under this Agreement, City agrees to provide access to and upon request of Consultant, one copy of all existing relevant information on file at City. City will provide all such materials in a timely manner so as not to cause delays in Consultant's Work schedule. 8. STANDARD OF CARE 8.1 All of the Services shall be performed by Consultant or under Consultant's supervision, Consultant represents that it possesses the professional and technical personnel required to perform the Services required by this Agreement, and that it will perform all Services in a manner commensurate with the highest professional standards. For purposes of this Agreement, the phrase "highest professional HF&H Consultants, bt.0 Page 3 standards' shall mean those standards of practice recognized by one (1) or more first- class firms performing similar work under similar circumstances. 8.2 All Services shall be performed by qualified and experienced personnel who are not employed by City. By delivery of completed Work, Consultant certifies that the Work conforms to the requirements of this Agreement; all applicable federal, state and local laws; and the highest professional standard. 8.3 Consultant represents and warrants to City that it has, shall obtain, and shall keep in full force and effect during the term hereof, at its sole cost and expense, all licenses, permits, qualifications, insurance and approvals of whatsoever nature that is legally required of Consultant to practice its profession. Consultant shall maintain a City of Newport Beach business license during the term of this Agreement. 8.4 Consultant shall not be responsible for delay, nor shall Consultant be responsible for damages or be in default or deemed to be in default by reason of strikes, lockouts, accidents, acts of God, or the failure of City to fumish timely information or to approve or disapprove Consultant's Work promptly, or delay or faulty performance by City, contractors, or governmental agencies. 9. HOLD HARMLESS 9.1 To the fullest extent permitted by law, Consultant shall indemnify, defend and hold harmless City, its City Council, boards and commissions, officers, agents and employees (collectively, the `Indemnified Parties") from and against any and all claims (including, without limitation, claims for bodily injury, death or damage to property), demands, obligations, damages, actions, causes of action, suits, losses, judgments, fines, penalties, liabilities, costs and expenses (including, without limitation, attorney's fees, disbursements and court costs) of every kind and nature whatsoever (individually, a Claim; collectively, "Claims"), which may arise from or in any manner relate (directly or indirectly) to any breach of the terms and conditions of this Agreement, any Work performed or Services provided under this Agreement including, without limitation, defects in workmanship or materials or Consultant's presence or activities conducted on the Project (including the negligent and/or willful acts, errors and/or omissions of Consultant, its principals, officers, agents, employees, vendors, suppliers, consultants, subcontractors, anyone employed directly or indirectly by any of them or for whose acts they may be liable or any or all of them). 9.2 Notwithstanding the foregoing, nothing herein shall be construed to require Consultant to indemnify the Indemnified Parties from any Claim arising from the sole negligence or willful misconduct of the Indemnified Parties. Nothing in this indemnity shall be construed as authorizing any award of attorney's fees in any action on or to enforce the terms of this Agreement. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by the Consultant. HF&H Consultants, LLC Page 4 10. INDEPENDENT CONTRACTOR It is understood that City retains Consultant on an independent contractor basis and Consultant is not an agent or employee of City. The manner and means of conducting the Work are under the control of Consultant, except to the extent they are limited by statute, rule or regulation and the expressed terms of this Agreement. No civil service status or other right of employment shall accrue to Contractor or its employees. Nothing in this Agreement shall be deemed to constitute approval for Consultant or any of Consultant's employees or agents, to be the agents or employees of City. Consultant shall have the responsibility for and control over the means of performing the Work, provided that Consultant is in compliance with the terms of this Agreement. Anything in this Agreement that may appear to give City the right to direct Consultant as to the details of the performance of the Work or to exercise a measure of control over Consultant shall mean only that Consultant shall follow the desires of City with respect to the results of the Services. 11. COOPERATION Consultant agrees to work closely and cooperate fully with City's designated Project Administrator and any other agencies that may have jurisdiction or interest in the Work to be performed. City agrees to cooperate with the Consultant on the Project. 12, CITY POLICY Consultant shall discuss and review all matters relating to policy and Project direction with City's Project Administrator in advance of all critical decision points in order to ensure the Project proceeds in a manner consistent with City goals and policies. 13. PROGRESS Consultant is responsible for keeping the Project Administrator and/or his/her duly authorized designee informed on a regular basis regarding the status and progress of the Project, activities performed and planned, and any meetings that have been scheduled or are desired. iL•'l�3i17T►L 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 or for other periods as specified in this Agreement, policies of insurance of the type, amounts, terms and conditions described in the Insurance Requirements attached hereto as Exhibit C, and incorporated herein by reference. 15. PROHIBITION AGAINST ASSIGNMENTS AND TRANSFERS Except as specifically authorized under this Agreement, the Services to be provided under this Agreement shall not be assigned, transferred contracted or subcontracted out without the prior written approval of City. Any of the following shall be construed as an assignment: The sale, assignment, transfer or other disposition of HF&H Consultants, LLC Page 5 any of the issued and outstanding capital stock of Consultant, or of the interest of any general partner or joint venturer or syndicate member or cotenant if Consultant is a partnership or joint -venture or syndicate or cotenancy, which shall result in changing the control of Consultant. Control means fifty percent (50%) or more of the voting power, or twenty-five percent (25%) or more of the assets of the corporation, partnership or joint - venture. 16, SUBCONTRACTING The subcontractors authorized by City, if any, to perform Work on this Project are identified in Exhibit A. Consultant shall be fully responsible to City for all acts and omissions of any subcontractor. Nothing in this Agreement shall create any contractual relationship between City and any subcontractor nor shall it create any obligation on the part of City to pay or to see to the payment of any monies due to any such subcontractor other than as otherwise required by law. The City is an intended beneficiary of any Work performed by the subcontractor for purposes of establishing a duty of care between the subcontractor and the City. Except as specifically authorized herein, the Services to be provided under this Agreement shall not be otherwise assigned, transferred, contracted or subcontracted out without the prior written approval of City. 17. OWNERSHIP OF DOCUMENTS 17.1 Each and every report, draft, map, record, plan, document and other writing produced (hereinafter "Documents"), prepared or caused to be prepared by Consultant, its officers, employees, agents and subcontractors, in the course of implementing this Agreement, shall become the exclusive property of City, and City shall have the sole right to use such materials in its discretion without further compensation to Consultant or any other party. Consultant shall, at Consultant's expense, provide such Documents to City upon prior written request. 17.2 Documents, including drawings and specifications, prepared by Consultant pursuant to this Agreement are not intended or represented to be suitable for reuse by City or others on any other project. Any use of completed Documents for other projects and any use of incomplete Documents without specific written authorization from Consultant will be at City's sole risk and without liability to Consultant. Further, any and all liability arising out of changes made to Consultant's deliverables under this Agreement by City or persons other than Consultant is waived against Consultant and City assumes full responsibility for such changes unless City has given Consultant prior notice and has received from Consultant written consent for such changes. 18. COMPUTER DELIVERABLES All written documents shall be transmitted to City in formats compatible with Microsoft Office and/or viewable with Adobe Acrobat. HF&H Consultants, LLC Page 6 All Documents, including drafts, preliminary drawings or plans, notes and communications that result from the Services in this Agreement, shall be kept confidential unless City expressly authorizes in writing the release of information. 20. INTELLECTUAL PROPERTY INDEMNITY The Consultant shall defend and indemnify City, its agents, officers, representatives and employees against any and all liability, including costs, for infringement or alleged infringement of any united States' letters patent, trademark, or copyright, including costs, contained in Consultant's Documents provided under this Agreement. 21. RECORDS Consultant shall keep records and invoices in connection with the Services to be performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any Services, expenditures and disbursements charged to City, for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant under this Agreement. All such records and invoices shall be clearly identifiable. Consultant shall allow a representative of City to examine, audit and make transcripts or copies of such records and invoices during regular business hours. Consultant shall allow inspection of all Work, data, Documents, proceedings and activities related to the Agreement for a period of three (3) years from the date of final payment to Consultant under this Agreement. 22. WITHHOLDINGS City may withhold payment to Consultant of any disputed sums until satisfaction of the dispute with respect to such payment. Such withholding shall not be deemed to constitute a failure to pay according to the terms of this Agreement. Consultant shall not discontinue Work as a result of such withholding. Consultant shall have an immediate right to appeal to the City Manager or his/her designee with respect to such disputed sums. Consultant shall be entitled to receive interest on any withheld sums at the rate of return that City earned on its investments during the time period, from the date of withholding of any amounts found to have been improperly withheld. 23. ERRORS AND OMISSIONS In the event of errors or omissions that are due to the negligence or professional inexperience of Consultant which result in expense to City greater than what would have resulted if there were not errors or omissions in the Work accomplished by Consultant, the additional design, construction and/or restoration expense shall be borne by Consultant. Nothing in this Section is intended to limit City's rights under the law or any other sections of this Agreement. HF&H Consultants, LLC Page 7 24. CITY'S RIGHT TO EMPLOY OTHER CONSULTANTS City reserves the right to employ other Consultants in connection with the Project. 25, CONFLICTS OF INTEREST 25.1 The Consultant or its employees may be subject to the provisions of the California Political Reform Act of 1974 (the "Act'), which (1) requires such persons to disclose any financial interest that may foreseeably be materially affected by the Work performed under this Agreement, and (2) prohibits such persons from making, or participating in making, decisions that will foreseeably financially affect such interest, 25.2 If subject to the Act, Consultant shall conform to all requirements of the Act. Failure to do so constitutes a material breach and is grounds for immediate termination of this Agreement by City. Consultant shall indemnify and hold harmless City for any and all claims for damages resulting from Consultant's violation of this Section. 26. NOTICES 26.1 All notices, demands, requests or approvals, including any change in mailing address, to be given under the terms of this Agreement shall be given in writing, and conclusively shall be deemed served when delivered personally, or on the third business day after the deposit thereof in the United States mail, postage prepaid, first- class mail, addressed as hereinafter provided. All notices, demands, requests or approvals from Consultant to City shall be addressed to City at: Attn: Utilities General Manager Municipal Operations Department City of Newport Beach 949 W. 16t' Street PO Box 1768 Newport Beach, CA 92658 Phone: (949) 718-3401 Fax: (949) 646-5204 26.2 All notices, demands, requests or approvals from City to Consultant shall be addressed to Consultant at: Attn: John Farnkoph HF&H Consultants, LLC 201 N. Civic Drive, Suite 230 Walnut Creek, CA 94596 Phone: (925) 977-6953 Fax: (925) 977-6955 HF&H Consultants, LLC Page 8 27. CLAIMS Unless a shorter time is specified elsewhere in this Agreement, before making its final request for payment under this Agreement, Consultant shall submit to City, in writing, all claims for compensation under or arising out of this Agreement. Consultant's acceptance of the final payment shall constitute a waiver of all claims for compensation under or arising out of this Agreement except those previously made in writing and identified by Consultant in writing as unsettled at the time of its final request for payment. The Consultant and the City expressly agree that in addition to any claims filing requirements set forth in the Agreement, the Consultant shall be required to file any claim the Consultant may have against the City in strict conformance with the Tort Claims Act (Government Code sections 900 et seq.). 28. TERMINATION 28.1 to the event that either party fails or refuses to perform any of the provisions of this Agreement at the time and in the manner required, that party shall be deemed in default in the performance of this Agreement. If such default is not cured within a period of two (2) calendar days, or if more than two (2) calendar days are reasonably required to cure the default and the defaulting party fails to give adequate assurance of due performance within two (2) calendar days after receipt of written notice of default, specifying the nature of such default and the steps necessary to cure such default, and thereafter diligently take steps to cure the default, the non -defaulting party may terminate the Agreement forthwith by giving to the defaulting party written notice thereof. 28.2 Notwithstanding the above provisions, City shall have the right, at its sole and absolute discretion and without cause, of terminating this Agreement at any time by giving no less than seven (7) calendar days prior written notice to Consultant. In the event of termination under this Section, City shall pay Consultant for Services satisfactorily performed and costs incurred up to the effective date of termination for which Consultant has not been previously paid. On the effective date of termination, Consultant shall deliver to City all reports, Documents and other information developed or accumulated in the performance of this Agreement, whether in draft or final form. 29. STANDARD PROVISIONS 29.1 Compliance with all Laws. Consultant shall at its own cost and expense comply with all statutes, ordinances, regulations and requirements of all governmental entities, including federal, state, county or municipal, whether now in force or hereinafter enacted. In addition, all Work prepared by Consultant shall conform to applicable City, county, state and federal laws, rules, regulations and permit requirements and be subject to approval of the Project Administrator and City. 29.2 Waiver. A waiver by either party of any breach, of any term, covenant or condition contained herein shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant or condition contained herein, whether of the same or a different character. HF&H Consultants, LLC Page 9 29.3 Integrated Contract. This Agreement represents the full and complete understanding of every kind or nature whatsoever between the parties hereto, and all preliminary negotiations and agreements of whatsoever kind or nature are merged herein. No verbal agreement or implied covenant shall be held to vary the provisions herein. 29.4 Conflicts or Inconsistencies. in the event there are any conflicts or inconsistencies between this Agreement and the Scope of Services or any other attachments attached hereto, the terms of this Agreement shall govern. 29.5 Interpretation. The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either party by reason of the authorship of the Agreement or any other rule of construction which might otherwise apply. 29.6 Amendments. This Agreement may be modified or amended only by a written document executed by both Consultant and City and approved as to form by the City Attorney. 29.7 Severability. If any term or portion of this Agreement is held to be invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions of this Agreement shall continue in full force and effect. 29.8 Controlling Law and Venue. The laws of the State of California shall govern this Agreement and all matters relating to it and any action brought relating to this Agreement shall be adjudicated in a court of competent jurisdiction in the County of Orange, State of California. 29.9 Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subcontractor, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex, age or any other impermissible basis under law. 29.10 No Attorney's Fees. In the event of any dispute or legal action arising under this Agreement, the prevailing party shall not be entitled to attorney's fees. 29.11 Counterparts. This Agreement may be executed in two (2) or more counterparts, each of which shall be deemed an original and all of which together shall constitute one (1) and the same instrument. [SIGNATURES ON NEXT PAGE] HF&H Consultants, LLC Page 10 IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the dates written below. APPROVED AS TO FORM: CITY ATTORNEY'S OFFICE Date: 3 By: Aaron Grp City Attorney ATTEST: Date: � -2b 1) 3 1 By: Leilani I. Brown City Clerk CITY OF NEWPORT BEACH, A California municipal corporation Date: i it 12) _ By: Dav ff City Manager CONSULTANT: HF&H Consultants, LLC, a California limited liability company Date: / B, es V CIF PRcSIoEW ,— Date: 1'� Jo-, Z D 1 3 Byinnior Farnkop Vic ee P ident/ Secretary [END OF SIGNATURES] Attachments: Exhibit A — Scope of Services Exhibit B — Schedule of Billing Rates Exhibit C — Insurance Requirements A 12-00735 HF&H Consultants, LLC Page 11 EXHIBIT A SCOPE OF SERVICES [Contractor Firm Name] Page A-1 SCOPE OF SERVICES Introduction The City of Newport Beach requires three comprehensive studies; one each for wastewater, storm drain, and recycled water enterprises. The following is a list of minimum requirements that shall be met in the execution of these studies. The objectives of the studies are: • To provide complete analysis of the City's existing rate structures for wastewater and recycled water; • To analyze the City's operations, maintenance and replacement costs of storm drains and study the relationship between water/wastewater operations and storm drains; • To assure that the City's utility rates are cost -based, equitable and defensible, and comply with all provisions of the Proposition 218 and Chapter 14 of the City of Newport Beach Municipal Code; • To provide the City with a recommended rate structure that, if put into place, will enable the City to distribute costs equitably amongst the City's different classes of customers; • To provide revenues which meet increasing infrastructure replacement, enhancement and Capital Improvement Program (CIP) needs; and • To establish an overall strategy that if adopted, will enable the City to operate its Utilities on a sound financial basis in the future. Background The City of Newport Beach is a full service Charter City with a population of approximately 86,000 people. Wastewater The City provides sewer services to approximately 64,465 customers. The City's existing wastewater collection system consists of a network of forcemain and gravity sewers. This system is composed of approximately 197 miles of mainline gravity pipes, 4.7 miles of forcemains with 4,922 manholes and cleanouts, and 25,525 sewer laterals with an approximate length of 121 miles in the public -rights-of-way. The City's service area lies within the Orange County Sanitation District's (OCSD) Districts 5, 6 and 7. Within this area are ten (10) OCSD trunk sewers in addition to seven (7) OCSD operated pump stations. The City also owns and operates twenty-one (21) pump stations in various areas which lift wastewater from the lower areas and several island communities. The City completed a Sewer Capital Improvement Master Plan in 2010 and projects completed are updated in the plan each year. The plan identifies infrastructure that requires replacement with associated costs and is prioritized by severity of damage and risk. [Although the plan does include all of the proposed replacements, it does not identify how long it would take to complete the entire plan.] Recycled Water The recycled water within the City is provided by the Grange County Water District (OCWD) through the Green Acres Project (GAP). OCWD owns and operates the recycled water transmission mains within the city. The City currently provides seven (7) customers with recycled water. The City owns and maintains the recycled water meters at each location. Two of the customers, the Big Canyon Country Club (BCCC) and the Newport Beach County Club (NBCC), require pumping of the recycled water to achieve the desired pressure. The City owns and operates two (2) pump stations, one at each site. The City maintains the stations; however the customers pay the electrical costs. [The City does not have a Recycled Water Capital Improvement Master Plan that identifies replacement costs of the two pump stations.] Storm Drains The City has approximately 95.4 miles of storm drains within the city. Additionally there are 87 tide valves. The City contracts out the routine maintenance and cleaning of the storm drains. The tide valves are maintained by city staff. [The City does not have a Storm Drain Capital Improvement Master Plan for the system.] Existing Rate and Fee Structure Wastewater Wastewater operations, maintenance and capital improvement programs are supported through the Wastewater Enterprise Fund. The revenues are derived through a rate system which has two (2) components, a fixed service fee and a use fee. The fixed component consists of a monthly sewer service fee of $4.50 on every non -irrigation meter. A sewer service fee of $2.00 per month is added for each additional unit served by the same water meter. There is a sewer service fee surcharge of $10.00 per month for water meters 2 -inch and larger. The sewer use fee is charged at $0.35 per one hundred cubic feet of water used. Other revenues of the wastewater fund include connection fees, interest income and grants. The rate study for this Project should include an annual Capital Improvement Master Plan cost contribution that is sustainable with the proposed rate. Recycled Water Recycled water operations, maintenance and capital improvement programs are supported through the Water Enterprise Fund. The revenues are derived from a calculation that was derived in a 1995 "End User Agreement" with the recycled water customers. The calculation is 80% of the current potable water rate. Fixed fees are charged at the same rate as potable water rates. The 1995 Green Acres Project (GAP) agreements expired in 2005 and the City continued to charge our customers the same rate. In 2009 the Big Canyon Country Club asked the City to enter into an agreement for the sale of recycled water. The agreement states that the rate shall continue at 80% of the potable water rate until such time the City conducts a rate analysis. The rate study for this Project should recognize the replacement costs associated with the two (2) pump stations and recommend an equitable plan to fund these replacements. Storm Drain Storm Drain operations and maintenance are currently funded from the City General Fund. The City desires to study the actual costs to operate and maintain the storm drains as well as look at the nexus between storm drain activities and the water/wastewater operations. The study for this Project should recognize the estimated replacement costs associated with future tide valve replacements. Scope of Services — Wastewater, Recycled Water, Storm Drains: The Consultant shall include, but not be limited to, the following services in the performance of the requested studies: • Evaluate the City's current policies, goals, objectives and develop a baseline scenario which shall serve as the standard for measuring and evaluating the changes from alternative rate structures. • Meeting(s) with City staff for determination of required data collection and analyses. • Evaluate current rate classes and rate structure; assess appropriateness and examine potential alternatives. • Determine a monthly service charge for each utility that fully supports operations and maintenance, replacement, capital improvements, and potential debt service costs. • Review projected maintenance repair or replacement costs of City Utility assets, which will be built into the rate analysis for each of the utilities. • Provide a comparative rate analysis to at least ten (10) other comparable communities in Southern California, particularly Orange County. • Supply a project schedule for developing the recommended rate structure with identifiable deliverables including any preliminary and final reports. • Provide an easy-to-use electronic rate model in Microsoft Excel 2007 that may be readily controlled to take into account alternative scenarios. • Prepare any and all necessary reports required by law or otherwise (including, but not limited to requirements set forth in California Government Code Section 56001) for adoption of the recommended rate structure. Meet and/or confer with City Staff and other consultants as needed and attend all applicable public meetings, hearings and/or work sessions to present interim recommendations in an effort to obtain additional input. + Take into consideration any and all legal, logistical and financial challenges to the proposed alternative rate structures and adoption of such rate structures. Tasks & Responsibilities 1. Initial Meetings, Coordination and Data Collection a. Consultant shall coordinate communications with the City of progress, technical issues, planned activities and events on the Project. b. Consultant shall furnish City with a list of basic data required to conduct any and all studies to be carried out in the execution of this Project. The list may include, but is not limited to, details regarding customer information, financial and operating data, historical customer account and billing data, reports by others, audits, projected operating and capital budgets, detailed fixed asset records, relevant ordinances, etc. c. During the project kick-off meeting, a discussion of current operations, maintenance, capital planning, financing, cost allocation, and rate making policies, goals and scheduling will be conducted to provide reasonable assurance that work efforts and recommendations recognize, and are consistent with, established short and long term City objectives. Potential problem areas, vital issues of concern to City, data summary efforts by available City staff, and other relevant matters will also be discussed. d. Consultant shall review all data received to confirm its completeness and Consultant's understanding of historical wastewater utility operations and requirements reflected therein. e. Consultant shall, after initial evaluation of the data received, submit requests for additional data and clarifications of initial data received as the study progresses. f. Monthly progress reports shall be delivered to the Project Administrator within five (5) days after the end of each month. 2. Analysis of Revenues and Revenue Requirements a. Consultant shall compile studies of historical customers served, along with available customer projections provided by the City, and develop revenue projections for the next ten (10) years in order to provide a sound basis for estimating future revenue levels under existing and proposed rates, as well as providing a basis for estimating operating expenses such as power and chemicals that vary with billed volumes. b. Develop projections of revenues under wastewater and recycled water utilities, recognizing projected accounts, billed volumes and other billable units applied to the existing rate structures. c. Provide a comparative rate analysis to at least ten (14) other comparable communities in Southern California, particularly Orange County. d. Develop revenue requirements for wastewater, storm drain and recycled water based on an examination of historical financial reports and current operating budgets. By using revenue and revenue requirement projections, cash flow studies of operations for each utility, and capital financing needs will be developed. Consultant shall take into account project operation and maintenance expenses, routine capital expenditures, the City's Capital Improvement Program, debt service expenses, and reserve funding in creating revenue requirements. 3. Analysis of cost of service a. The Proposer will allocate the annual revenue requirement of each enterprise for a representative test year to various functional components in accordance with an industry -accepted methodology. The Proposer will distribute the costs allocated to service functions to customer classes or groups based on their respective service requirements. The Proposer may be required to develop estimates of class maximums per day, maximum hour ratios, and estimates of class wastewater characteristics. The Proposer may be required to verify the accuracy of estimated class wastewater characteristics by performing a mass balance of the treatment plant influents. Proposer shall also take into account the relationship between each utility and storm drain maintenance and operations, 4. Rate Design a. The Proposer will develop schedules of service charges that will recover the cost of service allocated to each customer class for wastewater and recycled water utilities. In developing rate recommendations, the Proposer will consider alternative rate structures that address City policy objectives including lifeline rates; conservation incentive rates; economic incentive rates; improving inter class equity; and improving equity between inside and outside city customers. As an element of rate design, the Proposer will evaluate the benefits and costs of adjusting the billing frequency of residential and small commercial accounts. The Proposer will also review any miscellaneous fees and charges for equitability and provide recommendations as appropriate. The Proposer should also evaluate if any costs can be recovered using capital facilities fees to improve rate equity between existing and new customers. The Proposer should survey other utilities and prepare a comparison of typical bills as well as a summary of best practices related to rate policies, rate setting procedures, and rate design. 5. Report and presentation a. The Proposer shall prepare a report(s) on the study findings and recommendations with supporting detail that shall include, but is not limited to, analysis of annual revenues and revenue requirements, allocation of costs of service, development of units of service, determination of cost responsibility by customer group, analysis of alternative rate structures, design of recommended rates and charges, and survey of other Utilities' rates and best practices. The Proposer shall participate in public meetings to present study findings and results. b. Consultant shall be required to attend a minimum of (but not limited to) two (2) meetings with the Finance Committee and two (2) meetings with the City Council, in order to present findings and rate structures, on a schedule to be determined by the Project Administrator. Deliverables: Five (5) copies of the draft report, five (5) copies of the final report and an electronic version of the final report in PDF format, to be placed on five (5) compact discs (CDs.) 6. Optional Services a. At the request of the City, Consultant maybe called upon to assist the City in the preparation of materials and procedures relating to Proposition 218 requirements, as well as any and all other associated tasks. •;AL • •, • A ,, "^y�&�*,�Y . V l REQUEST FOR PROPOSAL NO. 13-4 WASTEWATER, STORM DRAIN & RECYCLED WATER RATE 4011I_V QUESTIONS AND ANSWERS Posting Date: August 24, 2012 RFP Administrator: Anthony Nguyen, Purchasing Agent T: 949.644.3080 F: 949.642.7072 aneuyen@newportbeachca.gov Interested parties may obtain a copy of this document by contacting the Purchasing Office or by accessing the City of Newport Beach website: https://www5.newportbeachca.gov/osupplier/bid current.asp REQUEST FOR PROPOSAL NO. 13-4 WASTEWATER, STORM DRAIN & RECYCLED WATER RATE STUDIES QUESTIONS AND ANSWERS The following questions, and corresponding answers, were received regarding this RFP solicitation: 1. Please elaborate on the study objective "To analyze the City's operations, maintenance and replacement costs of storm drains and study the relationship between water/wastewater operations and storm drains" Now might the City utilize these findings? Is the City looking for an examination of the feasibility of implementing a fee or assessment for storm drain operations / maintenance? Yes. The City would like to identify the costs associated with storm drain operations/maintenance/replacement. We would like to see if the storm drain operations/maintenance can be tied to sewer or water funds keeping compliant with prop 218. If we were to incorporate the fee with an existing revenue source what would it be? What would it look like and how would we create a separate fee? 2. Beyond the meetings with the Finance Committee and City Council, are there any anticipated meetings with other stakeholder groups? Are these the same as the work sessions mentioned on page 12? Will any of these meetings for the three utilities (or all) be combined? There is no guarantee that a subcommittee of the city won't want to discuss it however it is anticipated that only the Finance Committee and City Council will want to hear or discuss the proposed rates and structure. Most likely we will combine all three areas for discussion and not separate them for individual discussion. 3. Is it anticipated that all three comprehensive studies identified in the proposal will proceed concurrently? Yes. 4. Does the City anticipate needing assistance with notices and mailings required under Prop 218? Yes and No. We may asked for help with the data and draft notice but most likely will use the services of internal Attorney Office and Outside Council to make the final decision about wording. No we have a mailing firm. City of Newport Beach RFP No. 13-4 Page 1 Questions and Answers 5. Are there wastewater customers outside of the City of Newport Beach who are served by the City (#4, p14)? No. There are residents in Newport served by other agencies. This section talks about equity between our rates and those of other agencies serving our residents. 6. Does the City provide any treatment for wastewater, or strictly collection and conveyance, with all treatment handled by Orange County Sanitation as described on page 10? The City does not do any treatment. 7. The RFP indicates that anticipated project start is TBD. What is the anticipated timeline for project completion, and are there any political issues related to fall elections that may affect the timeline of study. i.e. work delayed until after the election. Start dates are hard to determine until we select who is doing the work and considering everyone's workload. Ideally rates should be adjusted in winter when flow and capacity is at its lowest. However, it could be in the start of the fiscal year (July). Yes, election years do sometimes affect schedules. One of the first things we will do is talk schedule and the ramifications of changing the rate midsummer. 8. What is the study period to be considered in this analysis (i.e. 5 -year projection period; 10 -year projection period)? Section 2 page 13 states 10. 4. Does the City desire to keep the financial/rate model at the end of this engagement so they may use it for future analyses? Yes. 10. When was the last study done, was it performed in-house, or did the City engage an outside consultant. If the study was completed by an outside consultant, who was that firm/consultant, and were there any unique issues/findings associated with that study? Was the City happy with the work product and results of the study? What was project budget for the previous study? The City has not previously studied recycled water or storm drain costs. The last wastewater study was in 2005 and done in house. 11. On page 11, the RFP notes that the fixed fees are charged at the same rate as potable water rates. Does the City wish to review this structure as part of this rate study? City of Newport Beach RFP No. 13-4 Page 2 Questions and Answers The recycled water fixed fee is the same as the water fixed fees. Yes, we would like to establish the correct fee for recycled water including fixed and variable rates for this service. 12. On page 11, the RFP also notes that the City does not have a Recycled Water Capital Improvement Master Pian but states that the analysis should "recognize the replacement costs associated with the two (2) pump stations." Will the City provide an estimate of the replacement costs associated with these facilities or will the consultant develop these costs? The city will provide the approximate replacement costs for those pump stations. The successful consultant doing the study should look at the equity of these two customers needing the pump stations and related costs with those who are gravity fed. Should all the customers share the costs? Or just those with the need for the pump stations? 13. On page 12, the RFP calls for a revenue requirements analysis to (1) determine of actual costs to operate and maintain the storm drains and (2) estimate the replacement costs for a portion of the storm drain system (tide valve replacements). Should the revenue requirements analysis also (1) determine the operations and maintenance costs for the tide valves and (2) estimate the replacement costs associated with other components of the storm drain system? The city can provide the current maintenance, operation, and tidevalve costs; however the storm drain pipeline replacement costs will not be studied as part of this contract, City will provide the estimate of annual pipeline replacement costs. 14. Regarding the storm drain facilities, is it correct to assume that the RFP excludes the development of a rate structure for allocating the costs of operating, maintaining and replacing these facilities? No. Consultant should determine a monthly service charge. (pg 12) 15. On page 14, the RFP notes that "The Proposer will also review any miscellaneous fees and charges for equitability and provide recommendations as appropriate." Does this refer to the consideration of "alternative rate structures' noted above in the same paragraph? Yes. Our current wastewater rate for instance has a surcharge fee. Is that appropriate? Should it be called something else? How do other agencies provide equity between residential and commercial? 1.6. The front page of RFP says it is due Aug. 31 @ 3:00p.m, while Page 4 under 2.1 says it is due by 12:00 p.m. Which is the correct time? City of Newport Beach RFP No. 13-4 Page 3 Questions and Answers Because of the delay in getting these questions and answers published, the RFP submission deadline has been extended. The new deadline is September 6, 2012 at 12:00 P.M. City of Newport Beach RFP No. 13-4 Page 4 Questions and Answers EXHIBIT B SCHEDULE OF BILLING RATES HF&H Consultants, LLC Page B-1 201 North Civic Drive, Suite 230 Walnut Creek, Califomia 94596 Telephone., 925/977.6950 Fax 9251977-6955 www.hfh-consufants.com January 4, 2013 Mr. Anthony Nguyen Purchasing Agent City of Newport Beach Purchasing Office 592 Superior Avenue, Building H Newport Beach, CA 92663 Managing Tomorrow's Resources Today Robert D. Hilton, CMC John W. Famkopf, PE talth B. Ezzet, GMC Richard J. Simonson, CMC Marva M. Sheehan, CPA Subject: Wastewater, Storm Drain & Recycled Water Rate Studies: Fee Proposal Dear Mr. Nguyen: HF&H is pleased to submit this fee proposal in conjunction with our separate, technical proposal. Our total estimated fee is $75,473 as shown in the attached table. The City's "Attachment C: Proposal Offer Form" is also enclosed. The fee estimate was prepared as one integral project; the amounts shown for the wastewater, recycled water, and stormwater are not independent estimates of what the cost to study each of these items in isolation would be. These estimates are based on our experience with similar projects and on our current understanding of the project. The City would be billed on a time -and -expenses, not -to -exceed basis. This fee proposal supersedes our September 6, 2012 fee proposal to include a 15% contingency for any out -of -scope work that may be need during the conduct of this project. No out -of -scope work will be undertaken without prior written approval from the City. Out -of -scope work is either work on additional new tasks or extra work (i.e., hours in excess of the estimated hours that are not due to inefficiencies on our part) on existing tasks required for reasons beyond our control. Very truly yours, HF&H CONSULTANTS, LLC rbhn�W. "kopf Senior Vice President City of Newport Beach Wastewater, Storm Drain & Recycled Water Rate Studies HF&H Consultants, LLC Fee Proposal Estimated Hours and Fees Famko Simonson Mostafeel Bariblerl Project RevRegmt Rate Assistant Tasks Manager Analyst Analyst Analyst Total Hourly rates $210 $185 $150 $129 Task 1. Project Initiation Conduct Kick-off Meeting (on site) 8 8 8 0 24 Prepare meeting notes 1 1 2 0 4 Task 1 hours 9 9 10 0 28 Task 1fees $1,890 $1,665 $1,500 $0 $5,055 Task 2. Revenue Requirements Develop model 12 40 0 0 52 Stormwater funding strategy 8 4 0 0 12 Reviaw with Staff (by phone) 2 2 0 0 4 Finance Committee meeting (on site) 8 8 0 0 16 Revise model 4 4 0 0 8 Task 2 hours 34 58 0 0 92 Task 2fees $7,140 $10,730 $0 $0 $17,870 Task 3. cost of Service Analysis Develop model Customer billing data 2 0 8 16 26 Cost of service allocations 2 2 4 2 10 Task 3 hours 4 2 12 18 36 Task 3fees $640 $370 $1,800 $2,322 $5,332 Task 4. tate Design Rate alternatives 12 0 32 4 48 Customer bill comparison 2 0 4 0 6 Surrey comparison 2 0 2 8 12 Review with Staff (by phone) 2 2 2 0 6 Finance Committee meeting (on site) 8 0 8 0 16 Revise model 4 2 4 0 10 Task 4 hours 30 4 52 12 98 Task 4fees $6,300 $740 $7,800 $1,548 $16,388 Task 5. Report and Presentation Prepare draft report 20 4 4 2 30 Review with Staff (by phone) 2 0 0 0 2 Council meeting (on site) 16 0 0 0 16 Reviss draft report and model 6 4 4 2 16 Review with Staff (by phone) 2 0 0 0 2 Council meeting (on site) 16 0 0 0 16 Prepare final report 4 2 2 2 82 Task 5 hours 66 10 10 6 164 Task 5fees $13,860 $1,850 $1,500 $774 $17,984 Task 1- 5 hours 143 83 84 36 418 Task 1-5fees $30,030 $15,355 $12,600 $4,644 $62,629 Direct expenses (travel, misc.) $0 $0 $0 $0 $3,000 Fees and Expenses $30,030 $15,355 $12,600 $4,644 $65,629 $9,844 Contingency (15%) $75,473 Total Budget EXHIBIT C 1. INSURANCE REQUIREMENTS — PROFESSIONAL SERVICES 1.1 Provision 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, policies of insurance of the type and amounts described below and in a form satisfactory to City. Consultant agrees to provide insurance in accordance with requirements set forth here. If Consultant uses existing coverage to comply and that coverage does not meet these requirements, Consultant agrees to amend, supplement or endorse the existing coverage. 1.2 Acceptable 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 an assigned policyholders' Rating of A- (or higher) and Financial Size Category Class VII (or larger) in accordance with the latest edition of Best's Key Rating Guide, unless otherwise approved by the City's Risk Manager. 1.3 Coverage Requirements. 1.3.1 Workers' Compensation Insurance. Consultant shall maintain Workers' Compensation Insurance, statutory limits, and Employer's Liability Insurance with limits of at least one million dollars ($1,000,000) each accident for bodily injury by accident and each employee for bodily injury by disease in accordance with the laws of the State of California, Section 3700 of the Labor Code. 1.3.1.1 Consultant shall submit to City, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of City, its officers, agents, employees and volunteers. 1.3.2 General Liability Insurance. Consultant shall maintain commercial general liability insurance, and if necessary umbrella liability insurance, with coverage at least as broad as provided by Insurance Services Office form CG 00 01, in an amount not less than one million dollars ($1,000,000) per occurrence, two million dollars ($2,000,000) general aggregate. The policy shall cover liability arising from premises, operations, products -completed operations, personal and advertising injury, and liability assumed under an 'insured contract (including the tort liability of another assumed in a business contract) with no endorsement or modification limiting the scope of coverage for liability assumed under a contract. 1.3.3 Automobile Liability Insurance. Consultant shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of the Consultant arising out of or in connection with Work to be performed under this Agreement, including coverage for any owned, hired, non -owned or rented vehicles, in an amount not less than one million dollars ($1,000,000) combined single limit each accident. HF&H Consultants, LLC Page C-1 1.3.4 Professional Liability (Errors & Omissions) Insurance. Consultant shall maintain professional liability insurance that covers the Services to be performed in connection with this Agreement, in the minimum amount of one million dollars ($1,000,000) per claim and in the aggregate, Any policy inception date, continuity date, or retroactive date must be before the effective date of this agreement and Consultant agrees to maintain continuous coverage through a period no less than three years after completion of the services required by this agreement. 1.4 Other Insurance Requirements. The policies are to contain, or be endorsed to contain, the following provisions: 1.4.1 Waiver of Subrogation. All insurance coverage maintained or procured pursuant to this agreement shall be endorsed to waive subrogation against City, its elected or appointed officers, agents, officials, employees and volunteers or shall specifically allow Consultant or others providing insurance evidence in compliance with these requirements to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against City, and shall require similar written express waivers from each of its subconsultants. 1.4.2 Additional Insured Status, All liability policies including general liability, excess liability, pollution liability, and automobile liability, but not including professional liability, shall provide or be endorsed to provide that City and its officers, officials, employees, and agents shall be included as insureds under such policies. 1.4.3 Primary and Non Contributory. All liability coverage shall apply on a primary basis and shall not require contribution from any insurance or self-insurance maintained by City. 1.4.4 Notice of Cancellation. All policies shall provide City with thirty (30) days notice of cancellation (except for nonpayment for which ten (10) days notice is required) or nonrenewal of coverage for each required coverage. 1.5 Additional Agreements Between the Parties. The parties hereby agree to the following: 1.5.1 Evidence of Insurance. Consultant shall provide certificates of insurance to City as evidence of the insurance coverage required herein, along with a waiver of subrogation endorsement for workers' compensation and other endorsements as specified herein for each coverage. Insurance certificates and endorsement must be approved by City's Risk Manager prior to commencement of performance. Current certification of insurance shall be kept on file with City at all times during the term of this Agreement. City reserves the right to require complete, certified copies of all required insurance policies, at any time. 1.5.2 City's Right to Revise Requirements. The City reserves the right at any time during the term of the Agreement to change the amounts and types of insurance required by giving the Consultant sixty (60) days advance written notice of HF&H Consultants, LLC Page C-2 such change. If such change results in substantial additional cost to the Consultant, the City and Consultant may renegotiate Consultant's compensation. 1.5.3 Enforcement of Agreement Provisions. Consultant acknowledges and agrees that any actual or alleged failure on the part of the City to inform Consultant of non-compliance with any requirement imposes no additional obligations on the City nor does it waive any rights hereunder, 1,5,4 Requirements not Limiting. Requirements of specific coverage features or limits contained in this Section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. 1.5.5 Self-insured Retentions. Any self-insured retentions must be declared to and approved by City. City reserves the right to require that self-insured retentions be eliminated, lowered, or replaced by a deductible. Self-insurance will not be considered to comply with these requirements unless approved by City. 1.5.6 City Remedies for Non Compliance If Consultant or any subconsultant fails to provide and maintain insurance as required herein, then City shall have the right but not the obligation, to purchase such insurance, to terminate this agreement, or to suspend Consultant's right to proceed until proper evidence of insurance is provided. Any amounts paid by City shall, at City's sole option, be deducted from amounts payable to Consultant or reimbursed by Consultant upon demand. 1.5.7 Timely Notice of Claims. Consultant shall give City prompt and timely notice of claims made or suits instituted that arise out of or result from Consultant's performance under this Agreement, and that involve or may involve coverage under any of the required liability policies. 1.5.8 Consultant's Insurance. Consultant shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the Work, HF&H Consultants, LLC Page C-3