HomeMy WebLinkAboutGECCO Inc; 2007-06-28;AGREEMENT FOR ASSISTANCE WITH
NPDES TRAINING SERVICES
(GECCO, INC.)
AGREEMENT is made and entered into as of the rQo _ day of
20 A f). by and between the CITY OF CARLSBAD, a municipal
on, ("City"), and GECCO, INC., a corporation, ("Contractor").
RECITALS
City requires the professional services of an Environmental Consulting Company that is
experienced in NPDES Training Programs. Contractor has the necessary experience in
providing these professional services, has submitted a proposal to City, and has affirmed its
willingness and ability to perform such work.
NOW, THEREFORE, in consideration of these recitals and the mutual covenants
contained herein, City and Contractor agree as follows:
1 . Scope of Work. City retains Contractor to perform, and Contractor agrees to render,
those services (the "Services") that are defined in Exhibit "A", attached and incorporated by this
reference in accordance with the terms and conditions set forth in this Agreement.
2. Term. This Agreement will be effective for a period of one (1) year from the date first
above written.
3. Compensation. The total fee payable for the Services to be performed will not exceed
three thousand four hundred fifty dollars ($3,450). No other compensation for the Services will
be allowed except for items covered by subsequent amendments to this Agreement.
City reserves the right to withhold a ten percent (10%) retention until City has accepted the work
and/or the Services specified in Exhibit "A."
4. Status of Contractor. Contractor will perform the Services as an independent contractor
and in pursuit of Contractor's independent calling, and not as an employee of City.
Contractor will be under the control of City only as to the results to be accomplished.
5. Indemnification. Contractor agrees to indemnify and hold harmless the City and its
officers, officials, employees and volunteers from and against all claims, damages, losses and
expenses including attorneys fees arising out of the performance of the work described herein
caused by any negligence, recklessness, or willful misconduct of the Contractor, any
subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts
any of them may be liable.
The. parties expressly agree that any payment, attorney's fee, costs or expense City incurs or
makes to or on behalf of an injured employee under the City's self-administered workers'
compensation is included as a loss, expense or cost for the purposes of this section, and that
this section will survive the expiration or early termination of this Agreement.
City Attorney Approved Version #11.28.06
6. Insurance. Contractor will obtain and maintain policies of commercial general liability
insurance, automobile liability insurance, a combined policy of workers' compensation,
employers liability insurance, and professional liability insurance from an insurance company
authorized to transact the business of insurance in the State of California which has a current
rating in the Best's Key Rating guide of at least A-:V in an amount of not less than five hundred
thousand dollars ($500,000) each, unless otherwise authorized and approved by the City
Attorney or the City Manager. Contractor will obtain occurrence coverage, excluding
Professional Liability, which will be written as claims-made coverage. The insurance will be in
force during the life of this Agreement and will not be canceled without thirty (30) days prior
written notice to the City by certified mail. City will be named as an additional insured on General
and Automobile liability. Contractor will furnish certificates of insurance to the Contract
Department, with endorsements to City prior to City's execution of this Agreement.
7. Conflict of Interest. City will evaluate Contractor's duties pursuant to this Agreement to
determine whether disclosure under the Political Reform Act and City's Conflict of Interest Code
is required of Contractor or any of Contractor's employees, agents or subcontractors. Should it
be determined that disclosure is required, Contractor or Contractor's employees, agents, or
subcontractors will complete and file with the City Clerk those schedules specified by City and
contained in the Statement of Economic Interests Form 700.
8. Compliance With Laws. Contractor will comply with all applicable local, state and federal
laws and regulations prohibiting discrimination and harassment and will obtain and maintain a
City of Carlsbad Business License for the term of this Agreement.
9. Termination. City or Contractor may terminate this Agreement at any time after a
discussion, and written notice to the other party. City will pay Contractor's costs for services
delivered up to the time of termination, if the services have been delivered in accordance with
the Agreement.
10. Claims and Lawsuits. By signing this Agreement, Contractor agrees it may be subject to
civil penalties for the filing of false claims as set forth in the California False Claims Act,
Government Code sections 12650, et sea., and Carlsbad Municipal Code Sections 3.32.025,
et seq. Contractor further acknowledges that debarment by another jurisdiction is grounds for
the City of Carlsbad to terminate this Agreement.
11. Venue and Jurisdiction. Contractor agrees and stipulates that the proper venue and
jurisdiction for resolution of any disputes between the parties arising out of this Agreement is the
State Superior Court, San Diego County, California.
12. Assignment. Contractor may assign neither this Agreement nor any part of it, nor any
monies due or to become due under it, without the prior written consent of City.
13. Amendments This Agreement may be amended by mutual consent of City and
Contractor. Any amendment will be in writing, signed by both parties, with a statement of
estimated changes in charges or time schedule.
City Attorney Approved Version #11.28.06
14. Authority. The individuals executing this Agreement and the instruments referenced in it
on behalf of Contractor each represent and warrant that they have the legal power, right and
actual authority to bind Contractor to the terms and conditions of this Agreement.
CONTRACTOR
GECCO, INC., a corporation
CITY OF CARLSBAD, a municipal
corporation of the State of^California
Authorized Signatory
/"->
mail address
**By:
/LORRAINE/^, wojbb;'T
/CrCity Clerk
(sign here)
(print name/title)
.(e-
mail address)
If required by City, proper notarial acknowledgment of execution by contractor must be attached.
If a Corporation. Agreement must be signed by one corporate officer from each of the following
two groups.
*Group A.
Chairman,
President, or
Vice-President
'Group B.
Secretary,
Assistant Secretary,
CFO or Assistant Treasurer
Otherwise, the corporation must attach a resolution certified by the secretary or assistant
secretary under corporate seal empowering the officer(s) signing to bind the corporation.
APPROVED AS TO FORM:
RONALD R. BALL, City Attorney
City Attorney Approved Version #11.28.06
Exhibit "A" to Agreement for NPDS Training Assistance
EXHIBIT "A" 11502 Alborada Drive
___^^ San Diego, CA 92127
^Global environmental Consulting Company 858.674.9686/9697 tel/fax
May 30, 2007
Elaine Lukey
Storm Water Program Manager
City of Carlsbad
1635 Faraday Ave.
Carlsbad, CA 92008
RE: Assistance with NPDES Training Program
Dear Ms. Lukey:
GECCo, Inc. is pleased to provide this proposed scope of services to the City of
Carlsbad for environmental consulting services related to NPDES training requirements.
This proposal has been prepared based upon your email requests to me dated February 9
and May 30, 2007.
If the scope of services is agreeable, I understand a contract will be forwarded to
GECCo. The terms of said contract will be reviewed upon receipt of the contract. Please
feel free to contact me should you have any questions. I appreciate the opportunity to
assist you.
Sincerely,
Jennifer L. Kraus, MPH, PhD
President
GECCo Inc.
Page 2 of3
Proposed Scope of Services
Assistance with NPDES Training Program
1. This proposed scope of services ("SoS") is subject to that certain contract (the
"Contract") to be agreed upon between the City and GECCo, Inc. ("Consulting
Company"). The terms and provisions of the Contract are incorporated by reference into
this SoS and the Consulting Company agrees to be bound by all of the terms and
provisions of the Contract applicable to the Consulting Company.
2. Name of Consulting Company: GECCo, Inc.
3. Services and Scope of work: GECCo proposes to provide environmental
consulting services as they relate to NPDES training requirements. Specifically, GECCo
proposes to do the following:
A. Conduct a needs assessment of NPDES training requirements. The municipal
NPDES permit, RWQCB Order No. R9-2007-0001, will be reviewed so that
training needs may be identified.
B. The results of the needs assessment will be documented in matrices in Microsoft
Excel format. Three matrices will be developed: One which identifies employee
titles and permit training requirements; one which identifies employee titles and
training modules needed; and another which identifies training modules and
content or delivery modes. It is understood that if it is determined that the first
two matrices may be combined into one, that may be done at a later time.
C. It is assumed that two working meetings and one administrative meeting will be
held during the duration of the project.
4. Term: Consulting Company's services shall commence on June 1, 2007 and will
expire on July 31,2007.
5. Payments:
1. (a) For the term of this Agreement, the City shall pay the Consulting Company a
fixed fee of $3,450. A breakdown of charges is presented below:
Estimate Total
Labor
22 hrs @ $150/hour $ 3,300
Expenses (mileage, telecommunications) $ 150
Total S 3.450
(b) In no event shall the total amount of this SoS exceed $3,450 unless otherwise
mutually agreed upon in writing by the parties.
GECCo Inc.
Page 3 of3
(c) Amounts due under this SoS will be payable within thirty (30) days of receipt of
an invoice from the Consulting Company detailing the time spent providing services
to the City and receipt of invoices for travel expenses.
6. Deliverables: Consulting Company will prepare a series of training matrices as
described in Section 3 above.
7. Other terms: None.
8. Terms of the Schedule that conflict with the Contract (if any): None.
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
State of
County of
"~rOn -\V ^•^ before me,.
Date
personally appeared _
— i -
vj 115-NXl iF
Name and Title of Officer (e.g., "Jane Doe, Notary Public")
I— . Ix^gAu S _
Name(s) of Signer(s)
D personally known to me - OR -M proved to me on the basis of satisfactory evidence to be the person(s^
whose name^) js/are subscribed to the within instrument
and acknowledged to me that Me/she/they executed the
same in hisVher/thetr authorized capacity's), and that by
rtfs/bex/tbeir signature^) on the instrument the persons),
or the entity upon behalf of which the personj^) acted,
executed the instrument.
GREGG, MILLER \
Commission #1526435 |
Notary Public - California f
San Diego County r
My Comm. ExpiresNov' 16,2008 f
WITNESS
OPTIONAL
Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent
fraudulent removal and reattachment of this form to another document.
Description of Attached Document
Title or Type of Document:
Document Date:Number of Pages:
Signer(s) Other Than Named Above:
Capacity(ies) Claimed by Signer(s)
Signer's Name:
D Individual
D Corporate Officer
Title(s):
D Partner — D Limited D General
D Attorney-in-Fact
D Trustee
D Guardian or Conservator
D Other: T°P of thumb here
RIGHT THUMBPRINT
OF SIGNER
Signer Is Representing:
Signer's Name:
D Individual
D Corporate Officer
Title(s):
D Partner — D Limited D General
D Attorney-in-Fact
D Trustee
D Guardian or Conservator
D Other: T°P °'thumb here
RIGHT THUMBPRINT
OF SIGNER
Signer Is Representing:
® 1995 National Notary Association • 8236 Remmet Ave., P.O. Box 7184 • Canoga Park, CA 91309-7184 Prod. No. 5907 Reorder: Call Toil-Free 1-800-876-6827
ling Company
RESOLUTION 07-001
WHEREAS Dr. Jennifer L. Kraus is the President of Global Environmental Consulting
Company, Inc. (DBA GECCo, Inc.), and is the sole shareholder of the company;
BE IT RESOLVED THAT, Dr. Jennifer L. Kraus hereby has the sole authority to execute
contracts and bind the corporation for any and all matters of business or otherwise.
June 18. 2007
Jennifer L. Kraus, MPH, PhD Date
President, GECCo, Inc.
REQUEST FORM - PROFESSIONAL LIABILITY
FACTORS IN SUPPORT OF REQUEST TO MODIFY PROFESSIONAL LIABILITY
INSURANCE REQUIREMENT(S)
Generally, a modification to the coverage requirement will be accepting a lower limit of coverage or
waiving the requirement(s).
Requested bv: a\^t v - f* ft /1
{jfkame and Department) x? '.
The proposed modification(s) to the insurance requirement(s) for rf£C£t? M C • _ js:
(Name of contract)
Q Coverage in the amount of: $ _
FACTOR(S) IN SUPPORT OF MODIFICATION(S)
(check those that apply)
a Category Assumption^) NA: Category assumptions are not applicable, [explain]
/ w**a* Significance of Contractor: Contractor has previous experience with thirdly that is important to
the efficiency, of completing the scope of work and the quality of the work-product. [Explain! _Zt&lj m*, fcwti* jiAfh. ^s h)n')vifev4_ far i1uj^<* ^ -fi^
autttu A*J cfimdrnt^ in uim f^wdLv^ •
rf Significance of Contractor: Contractor has unique skills and there are few if any alternatives.
[explain: include number of candidates RFP sent to and number responded if applicable!
0 Contractor's work-product is recommendations only; no design or other work-product for which
there is no in-house expertise, [explain]- f-ML&WYWfrn
Ho^'lH ^O fag. foA/\MdiJ( WK t/hhtos<
a Professional Liability coverage is not available to this contractor or would increase the cost of the
contract by
$ _ [explain]. _
a Other (e.g. explain why exposures minimal, how exposures covered in another policy, exposure
control mechanisms, and any other information pertinent to your request):
Approved by Risk Manager for this contract only:
Xg
(Signature) (Date)
Jun 18 07 12:26P Dr. Jennifer L, Kraus 858.674.9697 p.l
CERTIFICATE OF EXEMPTION
WORKERS' COMPENSATION/EMPLOYERS' LIABILITY INSURANCE
>«i- V •, . am the
[insert name]
[name of company]
[title]
_. 1 hereby certify that.
has no employees
[name of company]
and is not required by law to maintain workers' compensation or employers' liability insurance.
Should employ any person during the term
[name of company]
(if the Agreement with the City of Carlsbad for NPDES TRAINING SERVICES then workers'
compensation and employers' liability insurance will be obtained.
~Tv 'dr V
Name (print)
Signature
Title and name of company or corporation
Post-it" Fax Note