HomeMy WebLinkAboutBlack Water Consulting EngineersAGREEMENT
THIS AGREEMENT is made and entered into on the 2-1 day of September, 2023 by and
between the TOWN OF LOS ALTOS HILLS (hereinafter referred to as "TOWN") and Black
Water Consulting Engineers (hereinafter referred to as "CONTRACTOR"). In consideration of
their mutual covenants, the parties hereto agree as follows:
1. CONTRACTOR. Shall provide or furnish the following specified services and/or materials:
Hydraulic Analysis for the Emergency Bypass at O'Keefe Pump Station
- Perform a hydraulic analysis for the 8 -inch Emergency Bypass system (Drawings C-111
and C-112) to confirm that the 8 -inch bypass line can convey sewage from the wet well
to a downstream gravity manhole (MH2) without causing a sewage overflow at the
immediate upstream manhole of the wet well during power outage.
- Perform a hydraulic analysis for a 6 -inch line, in lieu of an 8 -inch line, for the Emergency
Bypass System.
- Prepare a technical memorandum to summarize the methodology, assumptions, and
findings of the hydraulic analyses.
2. EXHIBITS. The following attached exhibits are hereby incorporated into and made a part of
this Agreement:
Blackwater Consulting Engineers, Town of Los Altos Hills, Sewer Bypass Hydraulic
Evaluation, dated September 20, 2023
3. TERMS. The services and/or materials furnished under this Agreement shall commence
9/25/23 and shall be completed by 10/6/23, unless terminated pursuant to Section 5(f).
4. COMPENSATION. For the full performance of this Agreement:
a. TOWN shall pay CONTRACTOR an amount not to exceed Four Thousand Three
Hundred Sixty Six dollars and Zero cents ($4,366) within thirty (30) days following
receipt of invoice and completion/delivery of services/goods as detailed in Sections 1, 2)
and 3 of this Agreement and only upon satisfactory delivery/completion of goods/services
in a manner consistent with professional/industry standards for the area in which
CONTRACTOR operates. TOWN is not responsible for paying for any work done by
CONTRACTOR or any subcontractor above and beyond the not to exceed amount.
b. Town shall not reimburse for any of CONTRACTOR's costs or expenses to deliver any
services/goods. Town shall not be responsible for any interest or late charges on any
payments from Town to CONTRACTOR.
c. CONTRACTOR is responsible for monitoring its own forces/employees/agents/
subcontractors to ensure delivery of goods/services within the terms of this Agreement.
TOWN will not accept or compensate CONTRACTOR for incomplete goods/services.
Town of Los Altos Hills Page 1 of 4
Short form
Updated 4/26/22
5. GENERAL TERMS AND CONDITIONS.
a. HOLD HARMLESS. CONTRACTOR agrees to indemnify, defend and hold harmless the
TOWN, its officers, agents and employees from any and all demands, claims or liability
,of personal injury (including death) and property damage of any nature, caused by or
arising out of the performance of CONTRACTOR under this Agreement. With regard to
CONTRACTOR'S work product, CONTRACTOR agrees to indemnify, defend and hold
harmless the TOWN, its officers, agents and employees from any and all demands,
claims or liability of any nature to the extent caused by the negligent performance of
CONTRACTOR under this Agreement.
b. INSURANCE. CONTRACTOR shall file with the TOWN a certificate of insurance before
commencing any services under this Agreement as follows:
i. WORKERS COMPENSATION INSURANCE: Minimum statutory limits.
ii. COMMERCIAL GENERAL LIABILITY AND PROPERTY DAMAGE
INSURANCE: General Liability and Property Damage Combined.
$1,000,000.00 per occurrence including comprehensive form, personal injury,
broad form personal damage, contractual and premises/operation, all on an
occurrence basis. If an aggregate limit exists, it shall apply separately or be
no less than two (2) times the occurrence limit.
iii. AUTOMOBILE INSURANCE: $1,000,000.00 per occurrence.
iv. ERRORS AND OMISSIONS INSURANCE: $1,000,000.00 aggregate.
v. NOTICE OF CANCELLATION: The City requires 30 days written notice of
cancellation. Additionally, the notice statement on the certificate should not
include the wording "endeavor to" or "but failure to mail such notice shall
impose no obligation or liability of any kind upon the company, its agents or
representatives."
vi. CERTIFICATE OF INSURANCE: Prior to commencement of services,
evidence of insurance coverage must be shown by a properly executed
certificate of insurance and it shall name "The Town of Los Altos Hills, its
elective and appointed officers, employees, and volunteers" as additional
insureds.
vii. To prevent delay and ensure compliance with this Agreement, the insurance
certificates and endorsements must be submitted to:
Town of Los Altos Hills
Town of Los Altos Hills Page 2 of 4
Short form
Updated 4/26/22
26379 Fremont Road
Los Altos Hills, CA 94022
c. NON-DISCRIMINATION. No discrimination shall be made in the employment of persons
under this Agreement because of the race, color, national origin, age, ancestry, religion
or sex of such person.
d. INTEREST OF CONTRACTOR. It is understood and agreed that this Agreement is not
a contract of employment and does not create an employer-employee relationship
between the TOWN and CONTRACTOR. At all times CONTRACTOR shall be an
independent contractor and CONTRACTOR is nofi authorized to bind the TOWN to any
contracts or other obligations without the express written consent of the TOWN. In
executing this Agreement, CONTRACTOR certifies that no one who has or will have any
financial interest under this Agreement is an officer or employee of TOWN.
e. CHANCES. This Agreement shall not be assigned or transferred without advance written
consent of the TOWN. No changes or variations of any kind are authorized without the
written consent of the City Manager. This Agreement may only be amended by a written
instrument signed by both parties.
f. TERMINATION. This Agreement may be terminated by TOWN upon seven (7) days
written notice to CONTRACTOR. Monies owed for work satisfactorily completed shall be
paid to CONTRACTOR within 14 days of termination.
g. RECORDS. All reports, data, maps, models, charts, studies, surveys, calculations,
photographs, 'memoranda, plans, studies, specifications, records, files, or any other
documents or materials, in electronic or any other form, that are prepared or obtained
pursuant to this Agreement and that relate to the matters covered hereunder shall be the
property of the TOWN. CONTRACTOR hereby agrees to deliver those documents to the
TOWN at any time upon demand of the TOWN. It is understood and agreed that the
documents and other materials, including but not limited to those described above,
prepared pursuant to this Agreement are prepared specifically for the TOWN and are not
necessarily suitable for any future or other use. Failure by CONTRACTOR to deliver
these documents to the TOWN within a reasonable time period or as specified by the
TOWN shall be a material breach of this Agreement. TOWN and CONTRACTOR agree
that until final approval by TOWN, all data, plans, specifications, reports and other
documents are preliminary drafts not kept by the TOWN in the ordinary course of business
and will not be disclosed to third parties without prior written consent of both parties. All
work products submitted to the TOWN pursuant to this Agreement shall be deemed a
"work for hire." Upon submission of any work for hire pursuant to this Agreement, and
acceptance by the TOWN as complete, non-exclusive title to copyright of said work for
hire shall transfer to the TOWN. The compensation recited in Section 4 shall be deemed
to be sufficient consideration for said transfer of copyright. CONTRACTOR retains the
right to use any project records, documents and materials for marketing of their
professional services.
Town of Los Altos Hills Page 3 of 4
Short form
Updated 4/26/22
CONTRACT ADMINISTRATION. The TOWN hereby designates Utility Engineering
Manager and the City Manager as Contract Administrator for this agreement. The
CONTRACTOR shall only take direction regarding the services provided under this
Agreement from the Contract Administrator. Furthermore, CONTRACTOR agrees that
the Contract Administrator shall be included any meeting, teleconference or written
communication between any Town representative including Committee members and the
CONTRACTOR. The TOWN may modify the Contract Administrator at any time upon
providing written notice to the CONTRACTOR.
i. ENTIRE AGREEMENT. This Agreement represents the entire agreement between the
Parties. Any ambiguities or disputed terms between this Agreement and any attached
Exhibits shall be interpreted according to the language in this Agreement and not the
Exhibits.
6. INVOICING. Send all invoices to the contract coordinator at the address below.
This Agreement shall become effective upon its approval and execution by TOWN. In witness
whereof, the parties have executed this Agreement the day and year first written above.
CONTRACT COORDINATOR and
representative for TOWN:
Daniel Liang
Utility Engineering Manager
Town of Los Altos Hills
26379 Fremont Road
Los Altos Hills, CA 94022
Town of Los Altos Hills
Short form
Updated 4126122
CONTRACTOR:
By:9 -- ,'i _ i 3
Signature Date
Alison Furuya, P.E.
Vice President
Print name, Title
TOWN O S ILLS:
By.
Peter Pirnejad ity Manager Date
Page 4 of 4
�B LAC K Pt/7-A I 0,
CO NSU LTI NG ENG IN E E PS
Town of Los Altos Hills
Sewer Bypass Hydraulic Evaluation
September 20, 2023
The Town of Los Altos Hills (Town) is seeking assistance with a hydraulic evaluation for a proposed sewer
bypass line that is intended to prevent overflowing at an existing pump station wet well during prolonged
periods of power outage. The hydraulic evaluation will include an analysis of the hydraulic capacity of two
options: 1) an 8 -inch bypass line; or 2) a 6 -inch bypass line in comparison to the estimated peak flows
entering the pump station and an estimation of the high-water level in the pump station wet well when
the bypass line is in use to project if an overflow will occur in the manhole upstream of the pump station.
The assumptions and results of the hydraulic evaluation will be summarized in a technical memorandum
to be provided to the Town. Black Water Consulting Engineers (Black Water/Consultant) is pleased to
submit this scope of work and fee estimate to complete the work.
SCOPE OF WORK
Task 1— Sewer Bypass Hydraulic Evaluation
Black Water will review the plans and available information for the pump station and proposed bypass
line. In addition to the data provided by the Town prior to development of this scope of work, Black Water
has requested information on the design pump capacity for the existing pump station. Using this
information, Black Water will conduct a hydraulic analysis of the proposed bypass line. Findings of the
analysis will be summarized in a technical memorandum.
Project management and data collection time associated with preparation of the technical memorandum
is included under this task. The budget is based on submittal of one draft technical memorandum, a virtual
meeting to discuss review comments and questions, and submittal of a final version of the technical
memorandum which addresses comments and questions received from the Town.
Deliverables: Draft and final technical memorandum, meeting notes.
Exclusions:
• Permits and fees
• Topographic survey
• Items not specifically identified in this scope of work
ESTIMATED FEE: $4,366
ESTIMATED SCHEDULE: Five working days from execution of agreement and receipt of all data
requested.
MODESTO 1 602 Lyell Drive, Modesto, CA 95356 1 209.322.1820
FRESNO 1155 E. Shaw, Suite 206, Fresno, CA 93710 1 559.375.1522
www.blackwater-eng.com
�B LAC K Wti r L P.
CONS U LTi NG ENG IN EE PS
Should you have any questions or require additional information, please do not hesitate to contact me.
Sincerely,
t
Alison Furuya, P.E.
Vice President
Black Water Consulting Engineers, Inc.
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