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Resolution No. 95451 2 3 4 5 6 7 8 9- 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 RESOLUTION NO. 9545 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF VERNON APPROVING AND AUTHORIZING THE EXECUTION OF AN AGREEMENT FOR PROFESSIONAL SERVICES BY AND BETWEEN THE CITY OF VERNON, DADE MOELLER & ASSOCIATES AND FILTROL CORPORATION WHEREAS, the City of Vernon ("City") has received a proposal from Filtrol Corporation ("Filtrol") to remediate property located at 3305 Bandini Boulevard in the City of Vernon (the "Project") which requires the issuance of a Certificate of Closure and other review and approval of the City as a portion of the remediation includes assessment and removal of low levels of radiological contamination; and WHEREAS, the City has determined that a third party environmental review of the proposed remediation plan for the radiological contamination, related on -site work and radiological remediation document is required prior to the issuance of a Certificate of Closure; and WHEREAS, Filtrol has agreed to pay for the preparation of any necessary environmental review documents; and WHEREAS, the City desires to retain the services of Dade Moeller & Associates, Inc. ("Moeller") to conduct the environmental review for the proposed Project; and WHEREAS, the Director of Environmental Health has (recommended that an agreement for the environmental consulting (services be executed with Filtrol and Moeller to furnish the services required by the City; and WHEREAS, the City Council of the City has determined that, 1 2 3 4 5 6 7 8 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 pursuant to the provisions of subsection (a) of Section 2.27 of the Vernon City Code, it is in the public interest and necessity to enter into an agreement with Filtrol and Moeller setting forth the terms and conditions for the performance of the environmental consulting services to enhance services provided to the Vernon community. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF VERNON AS FOLLOWS: SECTION 1: The City Council of the City of Vernon hereby finds and determines that the recitals contained hereinabove are true and correct. SECTION 2: The City Council of the City of Vernon hereby approves the Agreement for Professional Services with Filtrol and Moeller, in substantially the same form as the copy which is attached hereto as Exhibit A and incorporated by reference. SECTION 3: The City Council of the City of Vernon hereby authorizes the Mayor or Mayor Pro-Tem to execute said Agreement for, and on behalf of, the City of Vernon and the City Clerk is hereby authorized to attest thereto. SECTION 4: The City Council of the City hereby authorizes the City Administrator, or his designee, to make whatever non - substantive, administrative and/or text changes, upon advice of counsel, to the Agreement. SECTION 5: The City Council of the City of Vernon hereby directs the City Clerk, or her designee, to send a fully executed Agreement to: Dade Moeller & Associates, Inc. AttA.: Arthur Desrosiers Sc.D. CHP, Vice President 1835 Terminal Drive, Suite 200 Richland, WA 99354 WE - 2 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 Filtrol Corporation 8939 S. Sepulveda Boulevard, Suite 110-1012 Los Angeles, CA 90045 SECTION 6: The City Clerk of the City of Vernon shall certify to the passage of this resolution, and thereupon and thereafter the same shall be in full force and effect. APPROVED AND ADOPTED this 4th day of February, 2008. Name: ]Leonis C. Malburg Title: Mayor "M eR—Pr-Te ATTE MANU LA GIRON, ity Clerk - 3 - 1 STATE OF CALIFORNIA ) 2 ) ss COUNTY OF LOS ANGELES ) 3 4 I, MANUELA GIRON, City Clerk of the City of Vernon, do hereby 5 certify that the foregoing Resolution, being Resolution No. 9545, was 6 duly adopted by the City Council of the City of Vernon at a regular 7 meeting of the City Council duly held on Monday, February 4, 2008, and 8 thereafter was duly signed by the Mayor or Mayor Pro-Tem of the City of 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 ernon. (SEAL) )74� 4"" MANUELA -RO City Clerk - 4 - EXHIBIT A AGREEMENT FOR PROFESSIONAL SERVICES This Agreement for Professional Services (the "Agreement") is between the City of Vernon, a California municipal corporation (the "City"), Dade Moeller & Associates, Inc., Consultants, a (California partnership, corporation, etc.) ("Moeller"), and Filtrol Corporation, a Delaware corporation (the "Owner"). RECITALS The City has received a proposal from the Owner for remediation of 3305 Bandini Boulevard in Vernon, California (the "Project"), which requires the review and approval by the City. A portion of the remediation includes assessment and removal of low levels of radiological contamination. The City has determined that a third party environmental review of the proposed remediation plan for the radiological contamination, related on -site work, and radiological remediation documentation is required prior to the issuance of a Certificate of Closure for the Project, pursuant to City of Vernon Hazardous Materials Monitoring Ordinance No. 961, and that the City will need to contract with a consultant to provide that environmental review. The Owner has agreed to pay the City for any necessary environmental review, as set forth herein, and Owner understands that, despite the fact that Owner is paying for the environmental review, the work is being done on behalf of and for the benefit of the City. Although Owner may determine its willingness to continue to pay for the environmental review; the scope of the services for the environmental review is to be determined solely by the City. The City and Owner desire to have Moeller conduct the aforementioned environmental review, as described in the Scope of Services attached hereto as Exhibit A. NOW, THEREFORE, for good and valuable consideration, the parties agree as follows. 1. Performance of Services. Moeller agrees to perform professional services and provide deliverables to the City and the Owner (collectively the `.`Services") with respect to the Project, in accordance with the terms and conditions of this Agreement. 2. Standard of Performance. Moeller represents and warrants that each staff person to be assigned to perform the Services is fully qualified to conduct the work required hereunder. Moeller shall be responsible, to the level of competency presently maintained by other practicing professionals performing the same type of work in the State of California, for the professional and technical soundness, accuracy and adequacy of all work and materials furnished under this Agreement. Tracy Ikenberry shall act as Moeller's project manager and representative with Dr. Arthur Desrosiers assisting if necessary. 3. Scope of Services and Deliverables. The Scope of Services to be undertaken by Moeller and the Deliverables to be provided to the City and the Owner are set forth in the Scope of Services and Proposal attached hereto as Exhibit A. 4. Changes. The City and the Owner may at any time by written authorization change the Scope of Services or Deliverables to be provided by Moeller hereunder. If such change results in an increase or decrease in the Services, Moeller will provide written notice to the Agreement between the City of Vernon, Dade Moeller & Associates, Inc., Consultants, and Filtrol Corporation Page 2 of 6 City and the Owner of the change including any increase or decrease in the price, before proceeding with the work. No changes shall be implemented by Moeller unless they are first approved by the City and the Owner in writing. The City and the Owner shall have no obligation to pay Moeller for any work not previously approved by the City and the Owner in writing. Scheduled work may, however, be delayed by time needed to obtain written authorization of any change. .5. Time of Performance. Moeller agrees that it shall regularly and diligently perform the Services in the time and sequence specified in Exhibit A. The City and the Owner warrant their understanding that the Services Moeller is to undertake are in part dependent on information, decisions and activities by others, including the City and the Owner, which Moeller does not and cannot control, and that to the extent that delays occur due to such circumstances beyond Moeller's control, the time of performance cited in Exhibit A maybe extended for a reasonable period of time not to exceed the length of the delay. 6. Compensation. Moeller shall be paid on a time and materials basis for all labor, materials and services provided by Moeller, including all expenses, based on the fee schedule set forth in the Scope of Services; provided, however, that the total compensation to be paid to Moeller hereunder shall not exceed the amount set forth in Exhibit A, unless subsequently modified and approved by the City and the Owner in writing. Moeller's right to compensation shall not be dependent upon the City's approval or disapproval of the Project,. or upon the result of any City action relating to the Owner. 7. Method and Time of Payment. 7.1. Moeller shall submit monthly invoices to the Owner for the Services rendered, including any direct costs incurred, with a copy to the City, which invoices shall be paid by the Owner within 30 days of the date delivered to the Owner, subject to any amounts disputed in good faith as described below. If such statements are not so paid when due, the unpaid amount thereof, to the extent determined to be due and payable hereunder, shall bear interest at the rate of 10% per annum from their due date until paid. 7.2. Owner may dispute any part of an invoice by providing a written notice of such dispute, with reasonable details, to Moeller, with a copy to City. If such notice is received by Moeller, Moeller reserves the right to reasonably modify the time of performance as set forth in the Scope of Services pending resolution of the dispute. 8. Financial Obligations of the City. 8.1. The City shall have no obligation to pay any compensation to Moeller for the Services unless otherwise agreed by the City in writing. Moeller shall look solely to the Owner for payment of compensation for the Services. The City is not a guarantor of payment by the Owner. 9. Ownership of Report. Without prior written approval from the City and the Owner, Moeller shall not provide, or disclose any of the contents of, the report, data, and exhibits prepared or assembled by Moeller in connection with the performance of the Services to any Agreement between the City of Vernon, Dade Moeller & Associates, Inc., Consultants, and Filtrol Corporation Page 3 of 6 person other than the City and the Owner. All such reports, data, and exhibits shall be the separate property of each of the City and the Owner, and the original shall be delivered to the City and the Owner upon demand. Moeller shall have the right to retain copies of all of its work upon completion of the Services, subject to its non -disclosure requirement provided herein. 10. Sharing of Information. It is the intent of the parties that the report, data, exhibits or study results prepared, developed or assembled by Moeller are to be shared equally and concurrently with both the City and the Owner. Moeller agrees that no report, data, exhibits or study results shall be provided to either the City or the Owner, unless those same materials have previously or simultaneously been provided to the other. Notwithstanding the above, Moeller may, as it deems necessary, consult with either the City or the Owner individually for the purpose of obtaining information required for the preparation of the report, data, exhibits or study results. II.Insurance. 11.1. Moeller shall maintain insurance in the minimum amounts set forth below before beginning work on the Project, and, upon the City's or the Owner's request, provide the City or the Owner with certificates evidencing full compliance with the requirements of this provision: Minimum Required Insurance Per Aggregate Occurrence a. Workers Compensation -Statutory for all employees to be engaged in work under this Agreement Employer's Liability ................................. $1,000,000 $2,000,000 b. Commercial General Liability including Completed Operations and Contractual Liability: Bodily injury or property damage ............ $1,000,000 $2,000,000 Personal injury, with employee exclusion $1,000,000 deleted c. Comprehensive Automobile Liability for all owned, hired and non -owned vehicles: Bodily injury and property damage .......... $1,000,000 Agreement between the City of Vernon, Dade Moeller & Associates, Inc., Consultants, and Filtrol Corporation Page 4 of 6 d. Umbrella Excess Liability $5,000,000 $5,000,000 e. Professional Liability ...................................... $3,000,000 $5,000,000 12. Indemnification. 12.1. Moeller agrees to indemnify, hold harmless and defend the City, the Owner, and their respective affiliates, employees and agents from and against any liability, claim, demand or cause of action and which action arises as a result of Moeller's negligent performance of the Services or breach of its obligations under this Agreement. 13. Independent Contractor. Moeller shall perform the Services. hereunder as an independent contractor and no partnership, joint venture or other joint or fiduciary relationship between Moeller, the City and the Owner shall be implied hereby. This Agreement shall not be construed to authorize Moeller, or any of its employees or authorized agents, to act as the representative of the City or the Owner, unless otherwise provided for in the scope of services. 14. Nondiscrimination. Moeller shall not discriminate against any employee or any applicant for employment because of race, religion, color, sex, national origin or disability, in accordance with all requirements of state and federal law. 15. Successors and Assigns. This Agreement shall be binding upon the successors, assigns and legal representatives of Moeller, the City and the Owner. 16. Assignment. Moeller agrees that it shall not assign or subcontract the Services described herein or any part thereof without the prior written approval of the City and the Owner. 17. Notice. Written notice under this Agreement shall be deemed to have been duly given if delivered in person or sent by (a) certified mail, return receipt requested, (b) a nationally recognized overnight courier, or (c) a facsimile transmission with automatic answer back, to the addresses set forth on the execution page of this Agreement. 18. Attorneys' Fees. In the event that litigation is necessary to enforce the provisions of this Agreement, the prevailing party in said litigation shall be entitled to recover reasonable attorneys' fees from the opposing party in an amount determined by the court to be reasonable. 19. References. Any reference to the approval, consent, authorization or other action by "the City and the Owner" 'in this Agreement shall mean the joint approval, consent, authorization or action of both parties. 20. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of California. Agreement between the City of Vernon, Dade Moeller & Associates, Inc., Consultants, and Filtrol Corporation Page 5 of 6 21. Suspension and Termination. 21.1. The City or the Owner may suspend or terminate this Agreement at any time by written notice to Moeller, whether or not Moeller is in default. Upon receipt of a termination notice, Moeller shall (a) promptly discontinue all Services affected (unless the notice directs otherwise), and (b) deliver, or otherwise make available to the City and the Owner, all data, drawings, specifications, reports, estimates, summaries and such other information and materials as may have been accumulated by Moeller in performing Services authorized hereunder, whether completed or in progress. 21.2. If the City or the Owner seeks to resume Moeller's services on the Project within three months following a notification of suspension, there shall be no change in Moeller's compensation. In the event the City or the Owner seeks to resume Moeller's services on the Project after being suspended for more than three months, Moeller's compensation shall be equitably adjusted. 21.3. Moeller may terminate this Agreement as a result of the City's and/or the Owner's breach of their obligations under this Agreement, upon ten (10) days written notice to the City and the Owner if City and/or Owner fail to cure such breach within such period of time. Upon delivery of a termination notice, Moeller shall (a) promptly discontinue all Services affected (unless the notice directs otherwise), and (b) deliver, or otherwise make available to the City and the Owner, all data, drawings, specifications, reports, estimates, summaries and such other information and materials as may have been accumulated by Moeller in performing Services authorized hereunder, whether completed or in progress. 21.4. In the event that the termination of this Agreement is for any reason other than the fault of Moeller, then Moeller shall be compensated in accordance with the provisions of the Scope of Services for the Services performed and expenses incurred to the date of such suspension or termination, plus any reasonable costs and expenses which are reasonably incurred by Moeller to effect such suspension or termination. 22. Contract Term. This Agreement shall commence beginning on the date of execution by all the parties and expire upon completion of the Services, unless terminated earlier in accordance with Section 21 hereinabove. 23. Entire Agreement. This Agreement represents the entire agreement between Moeller, the City and the Owner and supersedes all prior negotiations, representations or agreements. This Agreement may be amended only by a written instrument signed by an authorized representative of Moeller, the 'City and the Owner. Agreement between the City of Vernon, Dade Moeller & Associates, Inc., Consultants, and Filtrol Corporation Page 6 of 6 IN WITNESS WHEREOF, the parties hereto, each of whom warrants that they are authorized to execute agreements on behalf of Moeller and the Owner, have executed this Agreement on the date set forth below. City: City of Vernon Leonis C. Malburg, Mayor ATTEST: Manuela Giron, City Clerk Dade Moeller & Associates, Inc., Consultants, 1835 Terminal Drive, Suite 200 Richland, WA 99354 19 , Officer Date: By Print Name Title Date: APPROVED AS TO FORM: Jeff A. Harrison, City Attorney Filtrol Corporation a Delaware corporation 8939 S. Sepulveda Boulevard Suite 110-1012 Los Angeles, CA 90045 Date: By Print Name Title Date: , Officer EXHIBIT A Exhibit A PROPOSED SCOPE OF SERVICES CITY OF VERNON RADIATION REMEDIATION OVERSIGHT CONSULTANT Responsibilities Provide staff and resources to accomplish the following activities in a timely manner: Review Remedial Action Plan for adequacy and compliance with regulatory requirements and City of Vernon expectations. Review radiological clean-up conducted at the related site for application to the planned project. Review the implementation of the Remedial Action Plan, including the following: • Radiation Safety Program Organization and Administration • Radiation Safety Training Program • Radioactive Material Control/ Contamination Control procedures • Area Monitoring and Instrument Calibration procedures • Individual Monitoring Program • Waste Transportation and Disposal operations • As Low As Reasonably Achievable Program • Radiation Safety Recordkeeping and Reporting Review the characterization inventor y, staging and shipment operations of affected waste at the site. Review remediation progress reports, Remedial Action Plan addenda; and correspondence dealing with Th and U impacted materials. Review performance of the Radiation Remediation Contractor through regular site contact and periodic written. reports. These reviews should address the following topics and activities. • Review the manuals of practice and selected records that define the procedures and interactions required for radiation safety and remediation performance at the facility. • Assess the adequacy of the documents to determine that radiation safety is effectively integrated into remediation procedures. • Review training records of radiation safety personnel to determine the extent to which they meet competency standards. • Ensure that activities involving the use of radioactive material are being conducted safely. • Inspect Th/U waste operations and storage areas at the site. Review and provide City oversight of the final radiological survey and perform Quality Assurance /Quality Control scans, surveys, and split sample analysis as an independent check on the decommissioning contractor's program completion. Review and comment on the project's final remediation report. Conduct other oversight activities on behalf of the City as directed by the City. Compensation Amount not to exceed $72,720.00 for labor, materials, and services. References Multi Agency Radiation Survey and Site Investigation Manual (MARSSIM), NUREG-1575, Rev.1, August, 2000. Decommissioning Process for Materials Licensees, NRC NUREG 1757, Vol 1, September 2006. Radiological Criteria for License Termination, Title 10, CFR Part 20 -- Subpart E, US Nuclear Regulatory Commission, 2002. Proposal Attached. Dakbwer & A CIOt�s� 9 JAN 2008 Mr. Lewis Pozzebon Director/Health Officer City of Vernon Health & Environmental Control Dept. 4305 Santa Fe Ave Vernon, CA 90058 Re: Akzo Project Dear Mr. Pozzebon: 1835 Terminal Drive, Suite 200 Richland, Washington 99354 (509) 946-0410 www.moellerinc.com Dade Moeller & Associates, Inc. is pleased to offer our services for the following scope of work related to your industrial remediation project: 1. Review Remedial Action Plan for adequacy and compliance with regulatory requirements and City of Vernon expectations. Review radiological clean-up conducted at the related site for application to the planned project. 2. Review the implementation of the Remedial Action Plan, including the following: a. Radiation Safety Program Organization and Administration b. Radiation Safety Training Program c. Radioactive Material Control/ Contamination Control procedures d. Area Monitoring and Instrument Calibration procedures e. Individual Monitoring Program f. Waste Transportation and Disposal operations g. As Low As Reasonably Achievable Program h. Radiation Safety Recordkeeping and Reporting 3. Review the characterization, inventory, staging and shipment operations of affected waste at the site. 4. Review remediation progress reports, Remedial Action Plan addenda; and correspondence dealing with Th and U impacted materials. Specializing in Occupational and Environmental Health Sciences Acton MA Albuquerque NM Augusta GA Austin TX Cincinnati OH Fairfax VA Gaithersburg MD Las Vegas NV New BernNC Richland WA Page 2 9 JAN 2008 Mr. Lewis Pozzebon Director/Health Officer City of Vernon Health & Environmental Control Dept. 5. Review performance of the Radiation Remediation Contractor through regular site contact and periodic written reports. These reviews should address the following topics and activities. a. Review the manuals of practice and selected records that define the procedures and interactions required for radiation safety and remediation performance at the facility. b. Assess the adequacy of the documents to determine that radiation safety is effectively integrated into remediation procedures. c. Review training records of radiation safety personnel to determine the extent to which they meet competency standards. d. Ensure that activities involving the use of radioactive material are being conducted safely. e. Inspect Th/U waste operations and storage areas at the site. 6. Review and provide City oversight of the final radiological survey and perform Quality Assurance /Quality Control scans, surveys, and split sample analysis as an independent check on the decommissioning contractor's program completion. Review and comment on the project's final remediation report. Conduct other oversight activities on behalf of the City as directed by the City. Consultants The consultant for this project will be Mr. Tracy Ikenberry. Mr. Ikenberry is available for the time required to complete all review and oversight activities indicated in the above scope of work. Dr. Desrosiers will be available if required. Compensation 1. Initial insurance expense: $1,120.00 2. Hourly rates: a. Mr. Tracy Ikenberry, CHP, $150.00 per hour for all hours worked, b. Dr. Arthur Desrosiers, CHP, $200.00 per hour for all hours worked, c. Expenses at cost plus 12%. ,� Specializing in Occupational and Environmental Health Sciences Page 3 9 JAN 2008 Mr. Lewis Pozzebon Director/Health Officer City of Vernon Health & Environmental Control Dept. 3. The estimated total cost for labor, materials, and services should not exceed $72,720.00. We believe this cost limit is adequate to complete the work and actual costs should track under this limit. Specifically, we estimate: a. Initial review 70 hours b. 15 hours/month for ongoing reviews over 12 months c. 84 hours for contingencies -_-_ - d. 100 hours for close out work e. Five trips to Vernon, CA 4. No compensation will exceed the estimated total cost without prior written approval of Mr. Lewis Pozzebon. 5. Costs associated with collector or processing independent samples for laboratory analysis would involve additional costs. Please do not hesitate to call me at 508-680-6544 if we may provide further information. Very truly yours, Arthur Desrosiers Sc.D. CHP Vice President Dade Moeller & Associates, Inc. Enclosures: Brochure Resumes Attachment: References Specializing in Occupational and Environmental Health Sciences Page 4 Mr. Lewis Pozzebon Director/Health Officer City of Vernon Health & Environmental Control Dept. References 9 JAN 2008 Multi Agency Radiation Survey and Site Investigation Manual (MARSSIM), NUREG- 1575, Rev.1, August, 2000. -Decommissioning Process for Materials Licensees, NRC NUREG 1757, Vol 1, September 2006. Radiological Criteria for License Termination, Title 10, CFR Part 20 -- Subpart E, US Nuclear Regulatory Commission, 2002. Specializing in Occupational and Environmental Health Sciences 4305 Santa Fe Avenue, Vernon, California 90058 Telephone (323) 583-8811 ___ --April -April 23 2008 Arthur Desrosiers Sc.D. CHP Dan Ediger, Environmental Manager Vice President Filtrol Corporation Dade Moeller & Associates, Inc. 8939 S. Sepulveda Blvd., Suite 110-1012 1835 Terminal Drive, Suite 200 Los Angeles, CA 90045 Richland, WA 99354 Re: Agreement for Professional Services Dear Sirs: The insurance requirements have been met. Transmitted herewith is a fully executed agreement approved by City Council on February 4, 2008, through Resolution No. 9545. If you have any questions regarding this matter, please call Mr. Lewis Pozzebon at 323/583-8811 ext. 229. Very truly yours, &41�_ NellyNon City Clerk NG:dr cc: Lewis Pozzebon Dolores Jaunzemis Resolution No. 9545 Agreement File No. 08-018 E)(cfusivefy IndustridC dJ 4305 Santa Fe Avenue, Vernon, California 90058 Telephone (323) 583-8811 April 23,-2008___ Arthur Desrosiers Sc.D. CHP Dan Ediger, Environmental Manager Vice President Filtrol Corporation Dade Moeller & Associates, Inc. 8939 S. Sepulveda Blvd., Suite 110-1012 1835 Terminal Drive, Suite 200 Los Angeles, CA 90045 Richland, WA 99354 Re: Agreement for Professional Services Dear Sirs: The insurance requirements have been met. Transmitted herewith is a fully executed agreement approved by City Council on February 4, 2008, through Resolution No. 9545. If you have any questions regarding this matter, please call Mr. Lewis Pozzebon at 323/583-8811 ext. 229. ry truly yours, el Gi�'o City Clerk NG:dr CC: Lewis Pozzebon Dolores Jaunzemis Resolution No. 9545 Agreement File No. 08-018 E cfusively Industria( AGREEMENT FOR PROFESSIONAL SERVICES This Agreement for Professional Services (the "Agreement") is between the City of Vernon, a California municipal corporation (the "City"), Dade Moeller & Associates, Inc., Consultants, a (California partnership, corporation, etc.) ("Moeller"), and Filtrol Corporation, a Delaware corporation (the "Owner"). RECITALS The City has received a proposal from the Owner for remediation of 3305 Bandini Boulevard in Vernon, California (the "Project"), which requires the review and approval by the City. A portion of the remediation includes assessment and removal of low levels of radiological contamination The City has determined that a third party environmental review of the proposed remediation plan for the radiological contamination, related on -site work, and radiological remediation documentation is required" prior to the issuance of a Certificate of Closure for the Project, pursuant to City of Vernon Hazardous Materials Monitoring Ordinance No. 961, and that the City will need to contract with a consultant to provide that environmental review. The Owner has agreed to pay the City for any necessary environmental review, as set forth herein, and Owner understands that, despite the fact that Owner is paying for the environmental review, the work is being done on behalf of and for the benefit of the City. Although Owner may determine its willingness to continue to pay for the environmental review, the scope of the services for the environmental review is to be determined solely by the City. The City and Owner desire to have Moeller conduct the aforementioned environmental review, as described in the Scope of Services attached hereto as Exhibit A. NOW, THEREFORE, for good and valuable consideration, the parties agree as follows. 1. Performance of Services. Moeller agrees to perform professional services and provide deliverables to the City and the Owner (collectively the "Services") with respect to the Project, in accordance with the terms and conditions of this Agreement. 2. Standard of Performance. Moeller represents and warrants that each staff person to be assigned to perform the Services is fully qualified to conduct the work required hereunder. Moeller shall be responsible, to the level of competency presently maintained by other practicing professionals performing the same type of work in the State of California, for the professional and technical soundness, accuracy and adequacy of all work and materials furnished under this Agreement. Tracy Ikenberry shall act as Moeller's project manager and representative with Dr. Arthur Desrosiers assisting if necessary. 3. Scope of Services and Deliverables. The Scope of Services to be undertaken by Moeller and the Deliverables to be provided to the City and the Owner are set forth in the Scope of Services and Proposal attached hereto as Exhibit A. 4. Changes. The City and the Owner may at any time by written authorization change the Scope of Services or Deliverables to be provided by Moeller hereunder. If such change results in an increase or decrease in the Services, Moeller will provide written notice to the Agreement between the City of Vernon, Dade Moeller & Associates, Inc., Consultants, and Filtrol Corporation Page 2 of 6 City and the Owner of the change including any increase or decrease in the price, before proceeding with the work. No changes shall be implemented by Moeller unless they are first approved by the City and the Owner in writing. The City and the Owner shall have no obligation to pay Moeller for any work not previously approved by the City and the Owner in writing. Scheduled work may, however, be delayed by time needed to obtain written authorization of any change. 5. Time of Performance. Moeller agrees that it shall regularly and diligently perform the Services in the time and sequence specified in Exhibit A. The City and the Owner warrant their understanding that the Services Moeller is to undertake are in part dependent on information, decisions and activities by others, including the City and the Owner, which Moeller does not and cannot control, and that to the extent that delays occur due to such circumstances beyond Moeller's control, the time of performance cited in Exhibit A may be extended for a reasonable period of time not to exceed the length of the delay. 6. Compensation. Moeller shall be paid on a time and materials basis for all labor, materials and services provided by Moeller, including all expenses, based on the fee schedule set forth in the Scope of Services; provided, however, that the total compensation to be paid to Moeller hereunder shall not exceed the amount set forth in Exhibit A, unless subsequently modified and approved by the City and the Owner in writing. Moeller's right to compensation shall not be dependent upon the City's approval or disapproval of the Project, or upon the result of any City action relating to the Owner. 7. Method and Time of Payment. 7.1. Moeller shall submit monthly invoices to the Owner for the Services rendered, including any direct costs incurred, with a copy to the City, which invoices shall be paid by the Owner within 30 days of the date delivered to the Owner, subject to any amounts disputed in good faith as described below. If such statements are not so paid when due, the unpaid amount thereof, to the extent determined to be due and payable hereunder, shall bear interest at the rate of 10% per annum from their due date until paid. 7.2. Owner may dispute any part of an invoice by providing a written notice of such dispute, with reasonable details, to Moeller, with a copy to City. If such notice is received by Moeller, Moeller reserves the right to reasonably modify the time of performance as set forth in the Scope of Services pending resolution of the dispute. 8. Financial Obligations of the City. 8.1. The City shall have no obligation to pay any compensation to Moeller for the Services unless otherwise agreed by the City in writing. Moeller shall look solely to the Owner for payment of compensation for the Services. The City is not a guarantor of payment by the Owner. 9. Ownership of Report. Without prior written approval from the City and the Owner, Moeller shall not provide, or disclose any of the contents of, the report, data, and exhibits prepared or assembled by Moeller in connection with the performance of the Services to any Agreement between the City of Vernon, Dade Moeller & Associates, Inc., Consultants, and Filtrol Corporation Page 3 of 6 person other than the City and the Owner. All such reports, data, and exhibits shall be the separate property of each of the City and the Owner, and the original shall be delivered to the City and the Owner upon demand. Moeller shall have the right to retain copies of all of its work upon completion of the Services, subject to its non -disclosure requirement provided herein. 10. Sharing of Information. It is the intent of the parties that the report, data, exhibits or study results prepared, developed or assembled by Moeller are to be shared equally and concurrently with both the City and the Owner. Moeller agrees that no report, data, exhibits or study results shall be provided to either the City or the Owner, unless those same materials have previously or simultaneously been provided to the other. Notwithstanding the above, Moeller may, as it deems necessary, consult with either the City or the Owner individually for the purpose of obtaining information required for the preparation of the report, data, exhibits or study results. II.Insurance. 11.1. Moeller shall maintain insurance in the minimum amounts set forth below before beginning work on the Project, and, upon the City's or the Owner's request, provide the City or the Owner with certificates evidencing full compliance with the requirements of this provision: Minimum Required Insurance a. Workers Compensation -Statutory for all employees to be engaged in work under this Agreement Employer's Liability.....' .......................... Per Aggregate Occurrence $1,000,000 $2,000,000 b. Commercial General Liability including Completed Operations and Contractual Liability: Bodily injury or property damage ............ $1,000,000 $2,000,000 Personal injury, with employee exclusion $1,000,000 deleted c. Comprehensive Automobile Liability for all owned, hired and non -owned vehicles: Bodily injury and property damage .......... $1,000,000 Agreement between the City of Vernon, Dade Moeller & Associates, Inc., Consultants, and Filtrol Corporation Page 4 of 6 d. Umbrella Excess Liability $5,000,000 $5,000,000 e. Professional Liability ...................................... $3,000,000 $5,000,000 12. Indemnification. 12.1. Moeller agrees to indemnify, hold harmless and defend the City, the Owner, and their respective affiliates, employees and agents from and _against any liability, claim, demand or cause of action and which action arises as a result of Moeller's negligent performance of the Services or breach of its obligations under this Agreement. 13. Independent Contractor. Moeller shall perform the Services hereunder as an independent contractor and no partnership, joint venture or other joint or fiduciary relationship between Moeller, the City and the Owner shall be implied hereby. This Agreement shall not be construed to authorize Moeller, or any of its employees or authorized agents, to act as the representative of the City or the Owner, unless otherwise provided for in the scope of services. 14. Nondiscrimination. Moeller shall not discriminate against any employee or any applicant for employment because of race, religion, color, sex, national origin or disability, in accordance with all requirements of state and federal law. 15. Successors and Assigns. This Agreement shall be binding upon the successors, assigns and legal representatives of Moeller, the City and the Owner. 16. Assignment. Moeller agrees that it shall not assign or subcontract the Services described herein or any part thereof without the prior written approval of the City and the Owner. 17. Notice. Written notice under this Agreement shall be deemed to have been duly given if delivered in person or sent by (a) certified mail, return receipt requested, (b) a nationally recognized overnight courier, or (c) a facsimile transmission with automatic answer back, to the addresses set forth on the execution page of this Agreement. 18. Attorneys' Fees. In the event that litigation is necessary to enforce the provisions of this Agreement, the prevailing party in said litigation shall be entitled to recover reasonable attorneys' fees from the opposing party in an amount determined by the court to be reasonable. 19. References. Any reference to the approval, consent, authorization or other action by "the City and the Owner" in this Agreement shall mean the joint approval, consent, authorization or action of both parties. 20. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of California. Agreement between the City of Vernon, Dade Moeller & Associates, Inc., Consultants, and Filtrol Corporation Page 5 of 6 21. Suspension and Termination. 21.1. The City or the Owner may suspend or terminate this Agreement at any time by written notice to Moeller, whether or not Moeller is in default. Upon receipt of a termination notice, Moeller shall (a) promptly discontinue all Services affected (unless the notice directs otherwise), and (b) deliver, or otherwise make available to the City and the Owner, all data, drawings, specifications, reports, estimates, summaries and such other information and materials as may have been accumulated by Moeller in performing Services authorized hereunder, whether completed or in progress. -- -- 21.2. - If the City or the Owner seeks to resume Moeller's services on the Project within - three months following a notification of suspension, there shall be no change in Moeller's compensation. In the event the City or the Owner seeks to resume Moeller's services on the Project after being suspended for more than three months, Moeller's compensation shall be equitably adjusted. 21.3. Moeller may terminate this Agreement as a result of the City's and/or the Owner's breach of their obligations under this Agreement, upon ten (10) days written notice to the City and the Owner if City and/or Owner fail to cure such breach within such period of time. Upon delivery of a termination notice, Moeller shall (a) promptly discontinue all Services affected (unless the notice directs otherwise), and (b) deliver, or otherwise make available to the City and the Owner, all data, drawings, specifications, reports, estimates, summaries and such other information and materials as may have been accumulated by Moeller in performing Services authorized hereunder, whether completed or in progress. 21.4. In the event that the termination of this Agreement is for any reason other than the fault of Moeller, then Moeller shall be compensated in accordance with the provisions of the Scope of Services for the Services performed and expenses incurred to the date of such suspension or termination, plus any reasonable costs and expenses which are reasonably incurred by Moeller to effect such suspension or termination. 22. Contract Term. This Agreement shall commence beginning on the date of execution by all the parties and expire upon completion of the Services, unless terminated earlier in accordance with Section 21 hereinabove. 23. Entire Agreement. This Agreement represents the entire agreement between Moeller, the City and the Owner and supersedes all prior negotiations, representations or agreements. This Agreement may be amended only by a written instrument signed by an authorized representative of Moeller, the City and the Owner. Agreement between the City of Vernon, Dade Moeller & Associates, Inc., Consultants, and Filtrol Corporation Page 6 of 6 IN WITNESS WHEREOF, the parties hereto, each of whom warrants that they are authorized to execute agreements on behalf of Moeller and the Owner, have executed this Agreement on the date set forth below. City: City of Vernon eons C. Malburg, Mayor ATTEST: APPROVE AS TO FORM: anuela Giron, Ny Jerk Jef . Ha on, City Attorney Dade Moeller & Associates, Inc., Consultants, 1835 Terminal Drive, Suite 200 Richland, WA 99354 By Atxru� C'r1.� GO��c�.cS t�ar.�sec Officer Date: (`nc.� c� a. D.O 0 By .. Print Name Filtrol Corporation a Delaware corporation 8939 S. Sepulveda Boulevard Suite 110-1012 Los Angeles, CA 90045 Pµ <<n f kkbve-t , Officer Rq:�,bc w,-r Date: /4 (DJ By -r SEeaorRR-y Print Name Title �OmlakleLST Title Date: ( I �� Date: �� �� EXHIBIT A Exhibit A PROPOSED SCOPE OF SERVICES CITY OF VERNON RADIATION REMEDIATION OVERSIGHT CONSULTANT Responsibilities Provide staff and resources to accomplish the following activities in a timely manner: Review Remedial Action Plan for adequacy and compliance with regulatory requirements and City of Vernon expectations. Review radiological clean-up conducted at the related site for application to the planned project. Review the implementation of the Remedial Action Plan, including the following: • Radiation Safety Program Organization and Administration • Radiation Safety Training Program • Radioactive Material Control/ Contamination Control procedures • Area Monitoring and Instrument Calibration procedures • Individual Monitoring Program • Waste Transportation and Disposal operations • As Low As Reasonably Achievable Program • Radiation Safety Recordkeeping and Reporting Review the characterization, inventory, staging and shipment operations of affected waste at the site. Review remediation progress reports, Remedial Action Plan addenda; and correspondence dealing with Th and U impacted materials. Review performance of the Radiation Remediation Contractor through regular site contact and periodic written reports. These reviews should address the following topics and activities. • Review the manuals of practice and selected records that define the procedures and interactions required for radiation safety and remediation performance at the facility. • Assess the adequacy of the documents to determine that radiation safety is effectively integrated into remediation procedures. • Review training records of radiation safety personnel to determine the extent to which they meet competency standards. • Ensure that activities involving the use of radioactive material are being conducted safely. • Inspect Th/U waste operations and storage areas at the site. Review and provide City oversight of the final radiological survey and perform Quality Assurance /Quality Control scans, surveys, and split sample analysis as an independent check on the decommissioning contractor's program completion. Review and comment on the project's final remediation report. Conduct other oversight activities on behalf of the City as directed by the City. Compensation Amount not to exceed $72,720.00 for labor, materials, and services. References Multi Agency Radiation Survey and Site Investigation Manual (MARSSIM), NUREG-1575, Rev.1, August, 2000. Decommissioning Process for Materials Licensees, NRC NUREG 1757, Vol 1, September 2006. Radiological Criteria for License Termination, Title 10, CFR Part 20 -- Subpart E, US Nuclear Regulatory Commission, 2002. Proposal Attached. Dade Moeller & Associates 9 JAN 2008 Mr. Lewis Pozzebon Director/Health Officer City of Vernon Health & Environmental Control Dept. 4305 Santa Fe Ave Vernon, CA 90058 Re: Akzo Project Dear Mr. Pozzebon: 1835 Terminal Drive, Suite 200 Richland, Washington 99354 (509) 946-0410 www.moellerinc.com Dade Moeller & Associates, Inc. is pleased to offer our services for the following scope of work related to your industrial remediation project: 1. Review Remedial Action Plan for adequacy and compliance with regulatory requirements and City of Vernon expectations. Review radiological clean-up conducted at the related site for application to the planned project. 2. Review the implementation of the Remedial Action Plan, including the following: a. Radiation Safety Program Organization and Administration b. Radiation Safety Training Program c. Radioactive Material Control/ Contamination Control procedures d. Area Monitoring and Instrument Calibration procedures e. Individual Monitoring Program f. Waste Transportation and Disposal operations g. As Low As Reasonably Achievable Program h. Radiation Safety Recordkeeping and Reporting 3. Review the characterization, inventory, staging and shipment operations of affected waste at the site. 4. Review remediation progress reports, Remedial Action Plan addenda; and correspondence dealing with Th and U impacted materials. Specializing in Occupational and Environmental Health Sciences Acton MA Albuquerque NM Augusta GA Ausfin TX Cincinnati OH Fairfax VA Gaithersburg MD Las Vegas NV New Bem NC Richland WA Page 2 9 JAN 2008 Mr. Lewis Pozzebon Director/Health Officer City of Vernon Health & Environmental Control Dept. 5. Review performance of the Radiation Remediation Contractor through regular site contact and periodic written reports. These reviews should address the following topics and activities. a. Review the manuals of practice and selected records that define the procedures and interactions required for radiation safety and remediation performance at the facility. b. Assess - the adequacy of the documents to -determine that radiation safety is effectively integrated into remediation procedures. c. Review training records of radiation safety personnel to determine the extent to which they meet competency standards. d. Ensure that activities involving the use of radioactive material are being conducted safely. e. Inspect Th/U waste operations and storage areas at the site. 6. Review and provide City oversight of the final radiological survey and perform Quality Assurance /Quality Control scans, surveys, and split sample analysis as an independent check on the decommissioning contractor's program completion. Review and comment on the project's final remediation report. Conduct other oversight activities on behalf of the City as directed by the City. Consultants The consultant for this project will be Mr. Tracy Ikenberry. Mr. Ikenberry is available for the time required to complete all review and oversight activities indicated in the above scope of work. Dr. Desrosiers will be available if required. Compensation 1. Initial insurance expense: $1,120.00 2. Hourly rates: a. Mr. Tracy Ikenberry, CHP, $150.00 per hour for all hours worked, b. Dr. Arthur Desrosiers, CHP, $200.00 per hour for all hours worked, c. Expenses at cost plus 12%. Specializing in Occupational and Environmental Health Sciences Page 3 9 JAN 2008 Mr. Lewis Pozzebon Director/Health Officer City of Vernon Health & Environmental Control Dept. 3. The estimated total cost for labor, materials, and services should not exceed $72,720.00. We believe this cost limit is adequate to complete the work and actual costs should track under this limit. Specifically, we estimate: a. Initial review 70 hours b. 15 hours/month for ongoing reviews over 12 months c. 84 hours for contingencies _- - - d.1.00_hours_for_ close__ out work -- - - - - - - ----- e. Five trips to Vernon, CA 4. No compensation will exceed the estimated total cost without prior written approval of Mr. Lewis Pozzebon. 5. Costs associated with collector or processing independent samples for laboratory analysis would involve additional costs. Please do not hesitate to call me at 508-680-6544 if we may provide further information. Very truly yours, Arthur Desrosiers Sc.D. CHP Vice President Dade Moeller & Associates, Inc. Enclosures: Brochure Resumes Attachment: References Specializing in Occupational and Environmental Health Sciences Page 4 9 JAN 2008 Mr. Lewis Pozzebon Director/Health Officer City of Vernon Health & Environmental Control Dept. References Multi Agency Radiation Survey and Site Investigation Manual (MARSSIM), NUREG- 1575, Rev.1, August, 2000. Decomm ssaon ng Process__for__Materials__ Licensees, NRC__ _NUREG___1757,__Vol_A,- September 2006. Radiological Criteria for License Termination, Title 10, CFR Part 20 -- Subpart E, US Nuclear Regulatory Commission, 2002. Specializing in Occupational and Environmental Health Sciences 4305 Santa Fe Avenue, Vernon, California 90058 Telephone (323) 583-8811 February 11, 2008 Dade Moeller & Associates, Inc. Attn: Arthur Desrosiers SC.D. CHP Vice President 1835 Terminal Drive, Suite 200 Richland, WA 99354 Re: Professional Services Agreement Dear Mr. Desrosiers: In accordance with Section 11 of the above -referenced agreement, you are to furnish the City with proof of insurance as set forth. Please submit your insurance documents to Willard Yamaguchi, Risk Manager, for review and approval. Upon approval of said documentation, this office will forward to you a fully executed duplicate original agreement. If you have any questions regarding this matter, please contact Mr. Willard Yamaguchi at 323/583-8811 ext. 175. er truly ours, N ly n Cit -Clerk NG:dr CC: Willard Yamaguchi Lewis Pozzebon Erika Melchor Resolution No. 9545 Agreement File No. 08-018 E.xcfusively Industriaf Agreement between the City of Vernon, Dade Moeller & Associates, Inc., Consultants, and Filtrol Corporation Page 3 of 6 person other than the City and the Owner. All such reports, data, and exhibits shall be the separate property of each of the City and the Owner, and the original shall be delivered to the City and the Owner upon demand. Moeller shall have the right to retain copies of all of its work upon completion of the Services, subject to its non -disclosure requirement provided herein. 10. Sharing of Information. It is the intent of the parties that the report, data, exhibits or study results prepared, developed or assembled by Moeller are to be shared equally and concurrently with both the City and the Owner. Moeller agrees that no report, data, exhibits or study results shall be provided to either the City or the Owner, unless those same materials have previously or simultaneously been provided to the other. Notwithstanding the above, Moeller may, as it deems necessary, consult with either the City or the Owner individually for the purpose of obtaining information required for the preparation of the report, data, exhibits or study results. 11. Insurance. 11.1. Moeller shall maintain insurance in the minimum amounts set forth below before beginning work on the Project, and, upon the City's or the Owner's request, provide the City or the Owner with certificates evidencing full compliance with the requirements of this provision: Minimum Required Insurance Per Aggregate Occurrence a. Workers Compensation -Statutory for all employees to be engaged in work under this Agreement Employer's Liability ................................. $1,000,000 $2,000,000 b. Commercial General Liability including Completed Operations and Contractual Liability. Bodily injury or property damage ............ $1,000,000 $2,000,000 Personal injury, with employee exclusion $1,000,000 deleted c. Comprehensive Automobile Liability for all owned, hired and non -owned vehicles: Bodily injury and property damage.......... $1,000,000 Agreement between the City of Vernon, Dade Moeller & Associates, Inc., Consultants, and Filtrol Corporation Page 4 of 6 d. Umbrella Excess Liability $5,000,000 $5,000,000 e. Professional Liability ...................................... $3,000,000 $5,000,000 12. Indemnification. 12.1. Moeller agrees to indemnify, hold harmless and defend the City, the Owner, and their respective affiliates employees and_agents_from and_-against__any__liability,-claim,_____ demand or cause of action and which action arises as a result of Moeller's negligent performance of the Services or breach of its obligations under this Agreement. 13. Independent Contractor. Moeller shall perform the Services hereunder as an independent contractor and no partnership, joint venture or other joint or fiduciary relationship between Moeller, the City and the Owner shall be implied hereby. This Agreement shall not be construed to authorize Moeller, or any of its employees or authorized agents, to act as the representative of the City or the Owner, unless otherwise provided for in the scope of services. 14. Nondiscrimination. Moeller shall not discriminate against any employee or any applicant for employment because of race, religion, color, sex, national origin or disability, in accordance with all requirements of state and federal law. 15. Successors and Assigns.. This Agreement shall be binding upon the successors, assigns and legal representatives of Moeller, the City and the Owner. 16. Assignment. Moeller agrees that it shall not assign or subcontract the Services described herein or any part thereof without the prior written approval of the City and the Owner. 17. Notice. Written notice under this Agreement shall be deemed to have been duly given if delivered in person or sent by (a) certified mail, return receipt requested, (b) a nationally recognized overnight courier, or (c) a facsimile transmission with automatic answer back, to the addresses set forth on the execution page of this Agreement. 18. Attorneys' Fees. In the event that litigation is necessary to enforce the provisions of this Agreement, the prevailing party in said litigation shall be entitled to recover reasonable attorneys' fees from the opposing party in an amount determined by the court to be reasonable. 19. References. Any reference to the approval, consent, authorization or other action by "the City and the Owner" in this Agreement shall mean the joint approval, consent, authorization or action of both parties. 20. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of California. OFFICE OF THE CITY ATTORNEY Jeff A. Harrison, City Attorney 4305 Santa Fe Avenue, Vernon, California 90058 Telephone (323) 583-8811 Fax (323) 826-1438 February 19,,2008 VIA--FEDERAL__EXPRESS -- - Arthur Desrosiers Sc.D. CHP, Vice President Dade Moeller & Associates, Inc. 1835 Terminal Drive, Suite 200 Richland, WA 99354 Re: Agreement for Professional Services Dear Arthur: Enclosed please find three partially executed duplicate originals of the aforementioned Agreement, which need to be signed by the appropriate parties and returned to the City, to the attention of Judy Lehr, Legal Department, as soon as possible. Once the originals are executed by the City, one fully executed original will be returned to you for your files. Please refer to the enclosed "City of Vernon Signature Requirements for a Corporation for All City Agreements and Contracts" and comply with the requirements set forth therein. Sincerel , J A. arrison C ty Att rney JH:em Enclosures cc: Ms. Nelly Giron, City Clerk W o encls.) Efusivefy Industfiaf OFFICE OF THE CITY ATTORNEY Jeff A. Harrison, City Attorney 4305 Santa Fe Avenue, Vernon, California 90058 Telephone (323) 583-8811 Fax (323) 826-1438 February 5, 2008 VIA U.S MAIL Dan Ediger, Environmental Manager Filtrol Corporation 8939 S. Sepulveda Blvd., Suite 110-1012 Los Angeles, CA 90045 Re;.. -Agreement for Professional Services Dear Dan: Enclosed please find three duplicate originals of the aforementioned Agreement, which need to be signed by the appropriate parties and returned,to the City, to the attention of Judy Lehr, Legal Department, as soon as possible. Once the originals are executed by the City, one fully executed original will be returned to you for your files. Please refer to the enclosed."City of Vernon Signature Requirements for a Corporation for All City Agreements and Contracts" and comply with the requirements set forth therein. Sinceferrison C y ney JH:em Enclosures cc: Ms. Nelly Giron, City Clerk (w/o encls.) F,-�cfusivefy Industrial