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HomeMy WebLinkAboutNolte Associates Inc; 2008-03-27;AMENDMENT NO. 2 TO AGREEMENT FOR NPDES INSPECTION SERVICES (NOLTE ASSOCIATES, INC.) This Amendment No. 2 is entered into and effective as of the $.U> _ day of 200fi_, amending the agreement dated /TJ^AC/. 37, (trie "Agreement") by and between the City of Carlsbad, a municipal corporation, ("City"), and NOLTE ASSOCIATES, INC., ("Contractor") (collectively, the "Parties") for NPDES inspection services. RECITALS A. On June 26, 2008, the Parties executed Amendment No. 1 to the Agreement to extend the Agreement for a period of one year, ending on June 30, 2009; and B. The Parties desire to alter the Agreement's scope of work to fund the Agreement in the amount of two hundred fifty thousand dollars ($250,000) for the current term, expiring on June 30, 2009, as allowed per the original agreement. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: 1. In addition to those services contained in the Agreement, as may have been amended from time to time, Contractor will provide those services described in Exhibit "A". 2. City will pay Contractor for all work associated with those services described in Exhibit "A" on a time and materials basis not-to-exceed two hundred fifty thousand dollars ($250,000). Contractor will provide City, on a monthly basis, copies of invoices sufficiently detailed to include hours performed, hourly rates, and related activities and costs for approval by City. 3. Contractor will complete all work, described in Exhibit "A" by June 30, 2009. 4. All other provisions of the Agreement, as may have been amended from time to time, will remain in full force and efect. 5. All requisite insurance policies to be maintained by Contractor pursuant to the Agreement, as may have been amended from time to time, will include coverage for this Amendment. City Attorney Approved Version #05.22.01 6. The individuals executing this Amendment 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 thisAmendment. *By: (print name/title) (e-mail address) (print name/title) (e-mail address) CITY OF CARLSBAD, a munic/pal corporation <jf ir1e.,§t9te»of/C^iFornia By: ATTEST: LORRA~JNE~M7W6OD City Clerk 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 Deputy City Atto\ney ,- tto\ney AMENDMENT NO. 2 TO AGREEMENT FOR NPDES INSPECTION SERVICES (NOLTE ASSOCIATES, INC.) City Attorney Approved Version #05.22.01 EXHIBIT "A" SCOPE OF SERVICES The following scope of work will be required of the contractor during the duration of this agreement and paid at $100 per hour for work performed Monday through Friday and $120 per hour for work performed on weekends. Any additional work will be agreed to by both parties in writing along with a proposed fee by the contractor to perform the additional work. 1.0 PRE-INSPECTION PREPARATION: Contractor shall review current site status and the site's history. Contractor shall review site SWPPP, site location maps to verify the nearest water bodies, approximate distance to water bodies, sensitivity, and pollutants of concern. Contractor shall recommend in writing any changes to the inventory information. 2.0 CONDUCT ONSITE INSPECTIONS: Inspections are to be conducted during regular business hours of the sites. Contractor will note initial observations upon access to the site, including surface runoff drainage patterns, nearby conveyances, visible discharge points along perimeter, and outdoor areas of intensive activity. Contractor shall present credentials/identification and request to meet with the site storm water contact. Contractor may discuss inspection scope and objectives as well as clarify information or observations noted before entry. Contractor shall request and review copies of the site specific Storm Water Pollution Prevention Plan (SWPPP) if applicable and storm water training records. Contractor shall perform a thorough walk through of all areas and observe all activities. Typical areas of activity may include: • Construction site overall maintenance • Construction entrances • Site SWPPP and wall maps • Training records • Inspection records • Material storage areas • Installed BMPs • Waste storage/disposal areas • Vehicle and equipment storage and maintenance areas City Attorney Approved Version #04.01.02 • Others as applicable. Contractor shall document observations and BMPs implemented and assess impact on storm water quality as well as BMP effectiveness. Contractor may conduct a conference with site personnel to collect any additional information or review additional documents, as well as to review preliminary findings and inform site of follow-up procedures. 4.0 WRITE AND SUBMIT INSPECTION REPORTS: Contractor shall complete inspection forms and final reports on City standard forms which, at a minimum, shall include the following: General information Photographic documentation Evaluation of the SWPPP and training records Assessment of BMP implementation Assessment of BMP maintenance Required and/or recommended corrective actions for compliance • Signature The inspection forms and final reports shall be submitted in hardcopy and electronic formats to the City no later than the next business day following the date of the inspection. 5.0 CONDUCT INSPECTIONS FOR SPECIAL EVENTS: Contractor shall perform pre- and post-inspections of implemented storm water pollution prevention BMPs for special events. Special events typically occur during weekend hours. The same inspection procedures used for onsite inspections shall be used for special events. These inspections, at a minimum, shall cover the following: • Storm drain protection for structures such as curb inlets and catch basins Solid waste and recycling collections areas Food and beverage areas Trash and debris Temporary relief stations Craft and art creative areas Inspection forms and final reports shall be submitted in hardcopy and electronic formats to the City no later than the next business day following the date of the inspection. City Attorney Approved Version #04.01.02 6.0 CONDUCT INSPECTIONS FOR POST CONSTRUCTION BMPs: Inspections are to be conducted during regular business hours of the sites. Contractor shall inspect all site post construction BMPs. Contractor shall request and review copies of the site specific Storm Water Management Plan (SWMP) if applicable. Contractor shall complete inspection forms and final reports on City standard forms which, at a minimum, shall include the following: General information Photographic documentation Evaluation of the SWMP and associated records Assessment of BMP status Assessment of BMP maintenance and related records Assessment of BMP effectiveness Required and/or recommended corrective actions for compliance • Signature The inspection forms and final reports shall be submitted in hardcopy and electronic formats to the City no later than the next business day following the date of the inspection. AGREEMENT FOR NPDES INSPECTION SERVICES (NOLTE ASSOCIATES, INC.) City Attorney Approved Version #04.01.02 AMENDMENT NO. 1 TO EXTEND THE AGREEMENT FOR NPDES INSPECTION SERVICES (NOLTE ASSOCIATES, INC.) This Amendment No. 1 is entered into and effective as of the oJ?^'> day of , 200 ji_, extending the agreement dated March 27, 2008 (the "Agfi&ement") by and between the City of Carlsbad, a municipal corporation, ("City"), and NOLTE ASSOCIATES, INC., ("Contractor") (collectively, the "Parties"). RECITALS A. The Parties desire to extend the Agreement for a period of one year, ending on June 30, 2009; and NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: 1. The Agreement, as may have been amended from time to time, is hereby extended for a period of one year ending on June 30, 2009. 2. All other provisions of the Agreement, as may have been amended from time to time, shall remain in full force and effect. 3. All requisite insurance policies to be maintained by the Contractor pursuant to the Agreement, as may have been amended from time to time, shall include coverage for this Amendment. City Attorney Approved Version #05.22.01 4. The individuals executing this Amendment and the instruments referenced 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 hereof of this Amendment. CONTRACTOR CITY OF /CARLSBAD, corporationpfjtpf State^ By: municipal lifornia (print name/title) IH • Mill e . COW (e-mail address) (prrtt name/title iV AsskTfecatf/e f itle^ ' LORRAIN^tvl C/y Clerk ( (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 By:JLO, DeputyCity Attorney AMENDMENT NO. 1 TO EXTEND THE AGREEMENT FOR NPDES INSPECTION SERVICES (NOLTE ASSOCIATES, INC.) City Attorney Approved Version #05.22.01 ALL PURPOSE ACKNOWLEDGMENT State of CALIFORNIA County of SACRAMENTO ) ) ss. ) On June 18, 2008 before me, Tami L. Crawford, Notary Public, personally appeared Jeffrey Liebig, Who pro ved to me on the basis of satifactory evidence to be the person whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his authorized capacity, and that by his signature on the instrument the person, or the entity upon behalf of which the person acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing Paragraph is true and correct. WITNESS my ham ial seal Commmion »im«M Signature of Notary Publ (Seal of Notary) OPTIONAL The information contained below is not required by law, however it may be a valuable resource to persons relying on the attached document and it may prevent fraudulent use of this form. Description of Attached Document: Title or Type of Document: Amendment- City of Carlsbad- Extend Agreement for NPDES Inspection Services Date of Document: June 18, 2008 Number of Pages: 1 Signer(s) Other Than Named Above: None A. AGREEMENT FOR NPDES INSPECTION SERVICES (NOLTE ASSOCIATES, INC.) THIS AGREEMENT is made and entered into as of the ™ _ day of 20 0&. by and between the CITY OF CARLSBAD, a municipal corporation, ("City"), and NOLTE ASSOCIATES, INC., a California Corporation, ("Contractor"). RECITALS A. City requires the professional services of inspectors that have experience with the National Pollutant Discharge Elimination System (NPDES) permit that can assist the City in complying with the NPDES permit requirements. B. Contractor has the necessary experience in providing professional services and advice related to NPDES and storm water compliance. C. Selection of Contractor is expected to achieve the desired results in an expedited fashion. D. Contractor 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 attached Exhibit "A", which is incorporated by this reference in accordance with this Agreement's terms and conditions. 2. STANDARD OF PERFORMANCE While performing the Services, Contractor will exercise the reasonable professional care and skill customarily exercised by reputable members of Contractor's profession practicing in the Metropolitan Southern California Area, and will use reasonable diligence and best judgment while exercising its professional skill and expertise. 3. TERM The term of this Agreement will be effective from the date first above written above until June 30, 2008. The City Manager may amend the Agreement to extend it for 1 additional one year period or parts thereof in an amount not to exceed two hundred fifty thousand dollars ($250,000) per Agreement term. Extensions will be based upon a satisfactory review of Contractor's performance, City needs, and appropriation of funds by the City Council. The parties will prepare a written amendment indicating the effective date and length of the extended Agreement. 4. TIME IS OF THE ESSENCE Time is of the essence for each and every provision of this Agreement. City Attorney Approved Version #11.28.06 5. COMPENSATION The total fee payable for the Services to be performed during the initial Agreement term will be one hundred twenty eight thousand dollars ($128,000). No other compensation for the Services will be allowed except for items covered by subsequent amendments to this Agreement. The City reserves the right to withhold a ten percent (10%) retention until City has accepted the work and/or Services specified in Exhibit "A". Incremental payments, if applicable, should be made as outlined in attached Exhibit "A". 6. STATUS OF CONTRACTOR Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit of Contractor's independent calling, and not as an employee of City. Contractor will be under control of City only as to the result to be accomplished, but will consult with City as necessary. The persons used by Contractor to provide services under this Agreement will not be considered employees of City for any purposes. The payment made to Contractor pursuant to the Agreement will be the full and complete compensation to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of Contractor or its agents, employees or subcontractors. City will not be required to pay any workers' compensation insurance or unemployment contributions on behalf of Contractor or its employees or subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement contribution, social security, overtime payment, unemployment payment or workers' compensation payment which City may be required to make on behalf of Contractor or any agent, employee, or subcontractor of Contractor for work done under this Agreement. At the City's election, City may deduct the indemnification amount from any balance owing to Contractor. 7. SUBCONTRACTING Contractor will not subcontract any portion of the Services without prior written approval of City. If Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the acts and omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor. Nothing contained in this Agreement will create any contractual relationship between any subcontractor of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved in writing by City. 8. OTHER CONTRACTORS The City reserves the right to employ other Contractors in connection with the Services. 9. INDEMNIFICATION City Attorney Approved Version #11.28.06 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. 10. INSURANCE Contractor will obtain and maintain for the duration of the Agreement and any and all amendments, insurance against claims for injuries to persons or damage to property which may arise out of or in connection with performance of the services by Contractor or Contractor's agents, representatives, employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and authorized to do business in the State of California. The insurance carrier is required to have a current Best's Key Rating of not less than "A-:V". 10.1 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits indicated below, unless City Attorney or City Manager approves a lower amount. These minimum amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations under this Agreement. City, its officers, agents and employees make no representation that the limits of the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense. 10.1.1 Commercial General Liability Insurance. $1.000.000 combined single-limit per occurrence for bodily injury, personal injury and property damage. If the submitted policies contain aggregate limits, general aggregate limits will apply separately to the work under this Agreement or the general aggregate will be twice the required per occurrence limit. 10.1.2 Automobile Liability (if the use of an automobile is involved for Contractor's work for City). $1,000,000 combined single-limit per accident for bodily injury and property damage. 10.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as required by the California Labor Code and Employer's Liability limits of $1,000,000 per accident for bodily injury. Workers' Compensation and City Attorney Approved Version #11.28.06 "7 Employer's Liability insurance will not be required if Contractor has no employees and provides, to City's satisfaction, a declaration stating this. 10.1.4 Professional Liability. Errors and omissions liability appropriate to Contractor's profession with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years following the date of completion of the work. 10.2. Additional Provisions. Contractor will ensure that the policies of insurance required under this Agreement contain, or are endorsed to contain, the following provisions: 10.2.1 The City will be named as an additional insured on General Liability. 10.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be written as claims-made coverage. 10.2.3 This insurance will be in force during the life of the Agreement and any extensions of it and will not be canceled without thirty (30) days prior written notice to City sent by certified mail pursuant to the Notice provisions of this Agreement. 10.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement, Contractor will furnish certificates of insurance and endorsements to City. 10.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages, then City will have the option to declare Contractor in breach, or may purchase replacement insurance or pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor is responsible for any payments made by City to obtain or maintain insurance and City may collect these payments from Contractor or deduct the amount paid from any sums due Contractor under this Agreement. 10.5 Submission of Insurance Policies. City reserves the right to require, at anytime, complete and certified copies of any or all required insurance policies and endorsements. 11. BUSINESS LICENSE Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as may be amended from time-to-time. 12. ACCOUNTING RECORDS Contractor will maintain complete and accurate records with respect to costs incurred under this Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of records and any other documents created pursuant to this City Attorney Approved Version #11.28.06 Agreement. Contractor will 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 under this Agreement. 13. OWNERSHIP OF DOCUMENTS All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this Agreement is the property of City. In the event this Agreement is terminated, all work product produced by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered at once to City. Contractor will have the right to make one (1) copy of the work product for Contractor's records. 14. COPYRIGHTS Contractor agrees that all copyrights that arise from the services will be vested in City and Contractor relinquishes all claims to the copyrights in favor of City. 15. NOTICES The name of the persons who are authorized to give written notices or to receive written notice on behalf of City and on behalf of Contractor under this Agreement. For City: Name Patrick Vaughan For Contractor: Name Bill Miller Title Deputy City Engineer Department Const Mgmt & Inpsection City of Carlsbad Address 5950 El Camino Real Carlsbad. CA 92008 Title Project Director Address Nolte Associates. Inc. 15070 Avenue of Science Suite 100 Phone No. (760) 602-2780 x7321 San Diego. CA 92128 Phone No. (858) 385-0500 Each party will notify the other immediately of any changes of address that would require any notice or delivery to be directed to another address. 16. 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 affected 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. Contractor, for Contractor and on behalf of Contractor's agents, employees, subcontractors and contractors warrants that by execution of this Agreement, that they City Attorney Approved Version #11.28.06 have no interest, present or contemplated, in the projects affected by this Agreement. Contractor further warrants that neither Contractor, nor Contractor's agents, employees, subcontractors and contractors have any ancillary real property, business interests or income that will be affected by this Agreement or, alternatively, that Contractor will file with the City an affidavit disclosing this interest. 17. GENERAL COMPLIANCE WITH LAWS Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which in any manner affect those employed by Contractor, or in any way affect the performance of the Services by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and regulations and will be responsible for the compliance of Contractor's services with all applicable laws, ordinances and regulations. Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will comply with those requirements, including, but not limited to, verifying the eligibility for employment of all agents, employees, subcontractors and contractors that the services required by this Agreement. 18. DISCRIMINATION AND HARASSMENT PROHIBITED Contractor will comply with all applicable local, state and federal laws and regulations prohibiting discrimination and harassment. 19. DISPUTE RESOLUTION If a dispute should arise regarding the performance of the Services the following procedure will be used to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties. Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A copy of such documented dispute will be forwarded to both parties involved along with recommended methods of resolution, which would be of benefit to both parties. The representative receiving the letter will reply to the letter along with a recommended method of resolution within ten (10) business days. If the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended by each party and may then opt to direct a solution to the problem. In such cases, the action of the City Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the parties from seeking remedies available to them at law. City Attorney Approved Version #11.28.06 20. TERMINATION In the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City may terminate this Agreement upon written notice to Contractor. Upon notification of termination, Contractor has five (5) business days to deliver any documents owned by City and all work in progress to City address contained in this Agreement. City will make a determination of fact based upon the work product delivered to City and of the percentage of work that Contractor has performed which is usable and of worth to City in having the Agreement completed. Based upon that finding City will determine the final payment of the Agreement. Either party upon tendering thirty (30) days written notice to the other party may terminate this Agreement. In this event and upon request of City, Contractor will assemble the work product and put it in order for proper filing and closing and deliver it to City. Contractor will be paid for work performed to the termination date; however, the total will not exceed the lump sum fee payable under this Agreement. City will make the final determination as to the portions of tasks completed and the compensation to be made. 21. COVENANTS AGAINST CONTINGENT FEES Contractor warrants that Contractor has not employed or retained any company or person, other than a bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent fee. 22. CLAIMS AND LAWSUITS By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor acknowledges that California Government Code sections 12650 et seq.. the False Claims Act applies to this Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public entity. These provisions include false claims made with deliberate ignorance of the false information or in reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor acknowledges that the filing of a false claim may subject Contractor to an administrative debarment proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work or improvement for a period of up to five (5) years. Contractor City Attorney Approved Version #11.28.06 acknowledges debarment by another jurisdiction is grounds for City to terminate this Agreement. 23. JURISDICTIONS AND VENUE Any action at law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of California, and the parties waive all provisions of law providing for a change of venue in these proceedings to any other county. 24. SUCCESSORS AND ASSIGNS It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and their respective successors. Neither this Agreement nor any part of it nor any monies due or to become due under it may be assigned by Contractor without the prior consent of City, which shall not be unreasonably withheld. 25. ENTIRE AGREEMENT This Agreement, together with any other written document referred to or contemplated by it, along with the purchase order for this Agreement and its provisions, embody the entire Agreement and understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be amended, modified, waived or discharged except in a writing signed by both parties. 26. 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 CITY OF CARLSBAD, a municipal corporation of the Stateof California (sign here/ T- M/h' (print name/title) Ffa 4-ORRAfUlE M. W0OD 'City Cl( (e-mail address) 8 City Attorney Approved Version #11.28.06 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. **Group B. Chairman, Secretary, President, or Assistant Secretary, Vice-President 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 By:. Deputy City Attorney AGREEMENT FOR NPDES INSPECTION SERVICES (NOLTE ASSOCIATES, INC.) City Attorney Approved Version #04.01.02 EXHIBIT "A" SCOPE OF SERVICES The following scope of work will be required of the contractor during the duration of this agreement and paid at $100 per hour for work performed Monday through Friday and $120 per hour for work performed on weekends. Any additional work will be agreed to by both parties in writing along with a proposed fee by the contractor to perform the additional work. 1.0 PRE-INSPECTION PREPARATION: Contractor shall review current site status and the site's history. Contractor shall review site SWPPP, site location maps to verify the nearest water bodies, approximate distance to water bodies, sensitivity, and pollutants of concern. Contractor shall recommend in writing any changes to the inventory information. 2.0 CONDUCT ONSITE INSPECTIONS: Inspections are to be conducted during regular business hours of the sites. Contractor will note initial observations upon access to the site, including surface runoff drainage patterns, nearby conveyances, visible discharge points along perimeter, and outdoor areas of intensive activity. Contractor shall present credentials/identification and request to meet with the site storm water contact. Contractor may discuss inspection scope and objectives as well as clarify information or observations noted before entry. Contractor shall request and review copies of the site specific Storm Water Pollution Prevention Plan (SWPPP) if applicable and storm water training records. Contractor shall perform a thorough walk through of all areas and observe all activities. Typical areas of activity may include: • Construction site overall maintenance • Construction entrances • Site SWPPP and wall maps • Training records • Inspection records • Material storage areas • Installed BMPs • Waste storage/disposal areas • Vehicle and equipment storage and maintenance areas City Attorney Approved Version #04.01.02 10 • Others as applicable. Contractor shall document observations and BMPs implemented and assess impact on storm water quality as well as BMP effectiveness. Contractor may conduct a conference with site personnel to collect any additional information or review additional documents, as well as to review preliminary findings and inform site of follow-up procedures. 4.0 WRITE AND SUBMIT INSPECTION REPORTS: Contractor shall complete inspection forms and final reports on City standard forms which, at a minimum, shall include the following: • General information • Photographic documentation • Evaluation of the SWPPP and training records • Assessment of BMP implementation • Assessment of BMP maintenance • Required and/or recommended corrective actions for compliance • Signature The inspection forms and final reports shall be submitted in hardcopy and electronic formats to the City no later than the next business day following the date of the inspection. 5.0 CONDUCT INSPECTIONS FOR SPECIAL EVENTS: Contractor shall perform pre- and post-inspections of implemented storm water pollution prevention BMPs for special events. Special events typically occur during weekend hours. The same inspection procedures used for onsite inspections shall be used for special events. These inspections, at a minimum, shall cover the following: • Storm drain protection for structures such as curb inlets and catch basins • Solid waste and recycling collections areas • Food and beverage areas • Trash and debris • Temporary relief stations • Craft and art creative areas Inspection forms and final reports shall be submitted in hardcopy and electronic formats to the City no later than the next business day following the date of the inspection. City Attorney Approved Version #04.01.02 (5 6.0 CONDUCT INSPECTIONS FOR POST CONSTRUCTION BMPs: Inspections are to be conducted during regular business hours of the sites. Contractor shall inspect all site post construction BMPs. Contractor shall request and review copies of the site specific Storm Water Management Plan (SWMP) if applicable. Contractor shall complete inspection forms and final reports on City standard forms which, at a minimum, shall include the following: • General information • Photographic documentation • Evaluation of the SWMP and associated records • Assessment of BMP status • Assessment of BMP maintenance and related records • Assessment of BMP effectiveness • Required and/or recommended corrective actions for compliance • Signature The inspection forms and final reports shall be submitted in hardcopy and electronic formats to the City no later than the next business day following the date of the inspection. AGREEMENT FOR NPDES INSPECTION SERVICES (NOLTE ASSOCIATES, INC.) City Attorney Approved Version #04.01.02 12