Resolution No. 2010-126RESOLUTION NO. 2010-126
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
VERNON APPROVING AND AUTHORIZING THE EXECUTION OF
AMENDMENT NO. 2 TO THE AGREEMENT FOR PROFESSIONAL
SERVICES BY AND BETWEEN THE CITY OF VERNON, DADE
MOELLER & ASSOCIATES, INC. AND FILTROL CORPORATION
WHEREAS, on. February 4, 2008, the City Council of the City
of Vernon adopted Resolution No. 9545 approving an Agreement for
Professional Services (the "Agreement"), by and between the City of
Vernon ("City"), Dade Moeller & Associates, Inc. ("Moeller"), and
Filtrol Corporation ("Filtrol"), under which Moeller provides third
party oversight for remediation of Filtrol's former site at 3305
Bandini Boulevard, at Filtrol's sole cost; and
WHEREAS, on October 19, 2009, the City Council of the City
of Vernon adopted Resolution No. 10,078 approving Amendment No. 1 to
the Agreement, extending the Agreement through September 30, 2010,
increasing the hourly rates and expense rates, and substituting
certain consultants; and
WHEREAS, by memorandum dated September 7, 2010, the Director
of Health and Environmental Control recommended that the Agreement be
extended through December 31, 2010, maintaining the original scope of
services and without increasing the original not -to -exceed amount; and
WHEREAS, the City Council of the City of Vernon has
determined that, pursuant to the provisions of subsections (b)(1) and
(7) of Section 2.2.7 of the Vernon City Code, it is in the public
interest and necessity to approve Amendment No. 2 to the Agreement
with Moeller and Filtrol for the continued oversight of the
radiological remediation.
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 Amendment No. 2 to the Agreement by and between City, Moeller
and Filtrol ("Amendment No. 2"), a copy of which is attached hereto as
Exhibit A.
SECTION 3: The City Council of the City of Vernon hereby
authorizes the Mayor or Mayor Pro-Tem to execute Amendment No. 2 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 of Vernon hereby
authorizes the City Administrator, or his designee, to take whatever
actions are deemed necessary or desirable for the purpose of
implementing and carrying out the purposes of this resolution and the,
transactions herein approved or authorized.
SECTION 5: The City Council of the City of Vernon hereby
directs the City Clerk, or the City Clerk's designee, to send a fully
executed Amendment No. 2 to:
Dade Moeller & Associates, Inc.
1835 Terminal Drive, Suite 200
Richland;Washington 99354
and
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, approval and adoption of this resolution, and
the City Clerk of the City of Vernon shall cause this resolution and
the City Clerk's certification to be entered in the File of Resolutions
of the Council of this City.
APPROVED AND ADOPTED this 20th day of September, 2010.
e2
Name: Hilario Gonzales
Title: Mayor / 7Kayo -
WU
STATE OF CALIFORNIA )
) ss
COUNTY OF LOS ANGELES )
I, Willard.G. Yamaguchi, City Clerk of the City of Vernon, do
hereby certify that the foregoing Resolution, being Resolution
No. 2010-126, was duly passed, approved and adopted by the City Council
of the City of Vernon at a regular meeting of the City Council duly
held on Monday, September 20, 2010, and thereafter was duly signed by
the Mayor or Mayor Pro-Tem of the City of Vernon.
Executed this y/ day of September, 2010, at Vernon, California.
(SEAL)
4
EXHIBIT A
AMENDMENT NO.2 TO AGREEMENT
FOR PROFESSIONAL SERVICES
This Amendment No. 2 to that certain agreement for Professional Services dated March
13, 2008, as amended by that Amendment No. 1 dated October 19, 2009 (the "Agreement"), is
made as of , 2010, by and between the City of Vernon, a California charter
city and municipal corporation ("the City"), Dade Moeller & Associates, Inc., a North Carolina
corporation ("Moeller"), and Filtrol Corporation, a Delaware corporation ("Filtrol").
WHEREAS, the City, Moeller and Filtrol are parties to an Agreement dated March 13,
2008, under which Moeller provides third party oversight for remediation of Filtrol's former site
at 3305 Bandini Boulevard, and Filtrol is solely responsible for paying the cost of the oversight; .
and
WHEREAS, the Parties may amend the Agreement by written instrument in accordance
with Section 23 of the Agreement; and
WHEREAS, the City, Moeller and Filtrol desire to amend the Agreement to extend the
termination date of the Agreement through December 31, 2010, and retain all other terms and
conditions.
NOW, THEREFORE, the parties to this Amendment No. 2 agree as follows:
1. Section 22 of the Agreement is hereby amended to read in its entirety as follows:
"22. Contract Term. This Agreement shall commence
beginning on the date of execution by all the parties and expire on
December 31, 2010, unless terminated earlier in accordance with
Section 21 hereinabove."
2. Effect of Amendment. Except as expressly modified by this Amendment No. 2, the parties
acknowledge and agree that the Agreement remains in full force and effect in accordance
with its terms. In the event of conflict between the terms and conditions of the Amended
Agreement and the terms and conditions of this Amendment No. 2, the terms and conditions
of this Amendment No. 2 shall prevail and control.
3. Entire Agreement. The Agreement, together with this Amendment No. 2, embodies the
entire integrated agreement and understanding between City, Moeller, and Filtrol with
respect to its subject matter and supersedes any prior or contemporaneous negotiations,
representations, agreements, understandings and statements, written or oral (the "Amended
Agreement"). No waiver, alteration, or modification of any of the provisions of the
Amended Agreement shall be binding unless in writing and signed by City, Moeller, and
Filtrol.
4. Counterparts; Facsimile/Email Signatures; Duplicate Originals. This Amendment No. 2
may be executed in any number of counterparts, each of which shall be an original, but all of
such counterparts shall together constitute but one and the same instrument. Delivery of an
executed counterpart of this Amendment No. 2 by facsimile or email shall be equally
effective as delivery of a manually executed counterpart of this Amendment No. 2. This
Amendment No. 2 may also be executed in duplicate originals, each of which is deemed to
be an original for all purposes.
5. Headings. Headings used in this Amendment No. 2 are for convenience and ease of
reference only and shall not affect the interpretation of this Amendment No. 2.
6. Authority to Sign. The person or persons executing this Amendment No. 2 on behalf of
each of the parties warrants and represents that he or she has the authority to execute this
Amendment No. 2 on behalf of that party and has the authority to bind that party to the
performance of its obligations hereunder.
IN WITNESS WHEREOF, the parties have signed this Amendment No. 2 as of the date
stated in the introductory clause.
CITY OF VERNON
a California charter city and municipal
corporation
HILARIO GONZALES
Mayor
ATTEST:
WILLARD YAMAGUCHI, City Clerk
APPROVED AS TO FORM:
DADE MOELLER & ASSOCIATES, INC.
1835 Terminal Drive, Suite 200
Richland, WA 99354
By:
Name:
Title:
By:
Name:
Title:
FILTROL CORPORATION
8939 S. Sepulveda Boulevard
Suite 110-1012
Los Angeles, CA 90045
LAURENCE S. WIENER, City Attorney
By:
Name:
Title:
By:
Name:
Title:
CITY CLERK'S OFFICE
INTEROFFICE MEMORANDUM
DATE: September 21, 2010
TO: Lewis Pozzebon, Director of Health &Environmental Control
FROM: Willard Yamaguchi, City Clerk
RE: Resolution No. 2010-126 — A Resol ion of the City Council of the City of
Vernon Approving and Authorizing the Execution of Amendment No. 2 to the
Agreement for Professional Services By and Between the City of Vernon, Dade
Moeller & Associates, Inc. and Filtrol Corporation
Transmitted herewith is a copy of Resolution No. 2010-126, referenced above, which was
approved by City Council on September 20, 2010, along with three partially executed original
amendments for your transmittal.
Upon execution, please ensure that.a fully executed original amendment is returned to this office.
Thank you.
WYAJ
c: Resolution No. 2010-126
Agreement 10-065
I
AMENDMENT NO.2 TO AGREEMENT
FOR PROFESSIONAL SERVICES
This Amendment No. 2 to that certain agreement for Professional Services dated March
13, 2008, as amended by that Amendment No. l dated October 19, 2009 (the "Agreement"), is
made as of September 20, 2010, by and between the City of Vernon, a California charter
city and municipal corporation ("the City"), Dade Moeller & Associates, Inc., a North Carolina
corporation ("Moeller"), and Filtrol Corporation, a Delaware corporation ("Filtrol").
WHEREAS, the City, Moeller and Filtrol are parties to an Agreement dated March 13,
2008, under which Moeller provides third party oversight for remediation of Filtrol's former site
at 3305 Bandini Boulevard, and Filtrol is solely responsible for paying the cost of the oversight;
and
WHEREAS, the Parties may amend the Agreement by written instrument in accordance
with Section 23 of the Agreement; and
WHEREAS, the City, Moeller and Filtrol desire to amend the Agreement to extend the
termination date of the Agreement through December 31, 2010, and retain all other terms and
conditions.
NOW, THEREFORE, the parties to this Amendment No. 2 agree as follows:
1. Section 22 of the Agreement is hereby amended to read in its entirety as follows:
"22. Contract Term. This Agreement shall,commence
beginning on the date of execution by all the parties and expire on
December 31, 2010, unless terminated earlier in accordance with
Section 21 hereinabove."
2. Effect of Amendment. Except as expressly modified by this Amendment No. 2, the parties
acknowledge and agree that the Agreement remainsin full force and effect in accordance
with its terms. In the event of conflict between the tenns and conditions of the Amended
Agreement and the terms and conditions of this Amendment No. .2, the terms and conditions
of this Amendment No. 2 shall prevail and control.
3. Entire Agreement. The Agreement, together with this Amendment No. 2, embodies the
entire integrated agreement and understanding between City, Moeller, and Filtrol with
respect to its subject matter and. supersedes any prior or contemporaneous negotiations,
representations, agreements, understandings and statements, written or oral (the "Amended
Agreement"). No waiver, alteration, or modification of any of the provisions of the
Amended Agreement shall be binding unless in writing and signed by City, Moeller, and
Filtrol.
4. Counterparts, Facsimile/Email Signatures, Duplicate Originals. This Amendment No. 2
may be executed in any number of counterparts, each of which shall be an original, but all of
such counterparts shall together constitute but one and the same instrument. Delivery of an
executed counterpart of this Amendment No. 2 by facsimile or email shall be equally
effective as delivery of a manually executed counterpart of this Amendment No. 2. This
Amendment No. 2 may also be executed in duplicate originals, each of which is deemed to
be an original for all purposes.
5. Headings. Headings used in this Amendment No. 2 are for convenience and ease of
reference only and shall not affect the interpretation of this Amendment No. 2.
6. Authority to Sign. The person or persons executing this Amendment No. 2 on behalf of
each of the parties warrants and represents that he or she has the authority to execute this
Amendment No. 2 on behalf of that party and has the authority to bind that party to the
performance of its obligations hereunder.
IN WITNESS WHEREOF, the parties have signed this Amendment No. 2 as of the date
stated in the introductory clause.
CITY OF VERNON
a California charter city and municipal
corporation
By: /�A2v4z't—
I-IILARIO GONZALES
Mayor
APPROVE AS TO F
L URENCE S. WIENER, City Attorney
DADE MOELLER & ASSOCIATES, INC.
1835 Terminal Drive, Suite 200
Richland, WA 99354
By:
Name:
Title:
By:
Name:
Title:
FILTROL CORPORATION
8939 S. Sepulveda Boulevard
Suite 110-1012
Los Angeles, CA 90045
By:
Name:
Title:
By:
Name:
Title:
2
Memo
To: Willard, Yamaguchi, City Clerk
From: Lewis Pozzebon, Director / Health Officer
Date:10/18/2010
Re: Amendment No. 2, Dade Moeller & Associates, Inc.
I am forwarding the subject executed original Amendment No. 2 for your records. An
executed original Amendment No. 2 was retained by Dade Moeller & Associates.
Please note, for confirmation purposes, I am also sending a copy of the executed
original Amendment No. 2 to the involved parties, Dade Moeller & Associates, Inc.
and Filtrol Corporation.
,
Please let me know if you have any questions, or need more information.
Attachment
Xc: Purchasing
0 Page 1
AMENDMENT NO.2 TO AGREEMENT
FOR PROFESSIONAL SERVICES
This Amendment No. 2 to that certain agreement for Professional Services dated March
13, 2008, as amended by that Amendment No. 1 dated October 19, 2009 (the "Agreement"), is
made as of September 20 , 2010, by and between the City of Vernon, a California charter
city and municipal corporation ("the City"), Dade Moeller & Associates, Inc., a North Carolina
corporation ("Moeller"), and Filtrol Corporation, a Delaware corporation ("Filtrol").
WHEREAS, the City, Moeller and Filtrol are parties to an Agreement dated March 13,
2008, under which Moeller provides third party oversight for remediation of Filtrol's former site
at 3305 Bandini Boulevard, and Filtrol is solely responsible for paying the cost of the oversight;
and
WHEREAS, the Parties may amend the Agreement by written instrument in accordance
with Section 23 of the Agreement; and
WHEREAS, the City, Moeller and Filtrol desire to amend the Agreement to extend the
termination date of the Agreement through December 31, 2010, and retain all other terms and
conditions.
NOW, THEREFORE, the parties to this Amendment No. 2 agree as follows:
1. Section 22 of the Agreement is hereby amended to read in its entirety as follows:
"22. Contract Term. This Agreement shall commence
beginning on the date of execution by all the parties and expire on
December 31, 2010, unless tenninated earlier in accordance with
Section 21 hereinabove."
2. Effect of Amendment. Except as expressly modified by this Amendment No. 2, the parties
acknowledge and agree that the Agreement remains in full force and effect in accordance
with its terms. In the event of conflict between the terms and conditions of the Amended
Agreement and the terms and conditions of this Amendment No. 2, the teens and conditions
of this Amendment No. 2 shall prevail and control.
3. Entire Agreement. The Agreement, together with this Amendment No. 2, embodies the
entire integrated agreement and understanding between City, Moeller, and Filtrol with
respect to its subject matter and supersedes any prior or contemporaneous negotiations,
representations, agreements, understandings and statements, written or oral (the "Amended
Agreement"). No waiver, alteration, or modification of any of the provisions of the
Amended Agreement shall be binding unless in writing and signed by City, Moeller, and
Filtrol.
4. Counterparts; Facsimile/Email Signatures; Duplicate Originals. This Amendment No. 2
may be executed in any number of counterparts, each of which shall be an original, but all of
such counterparts shall together constitute but one and the same instrument. Delivery of an
executed counterpart of this Amendment No. 2 by facsimile or email shall be equally
effective as delivery of a manually executed counterpart of this Amendment No. 2. This
Amendment No. 2 may also be executed in duplicate originals, each of which is deemed to
be an original for all purposes.
5. Headings. Headings used in this Amendment No. 2 are for convenience and ease of
reference only and shall not affect the interpretation of this Amendment No. 2,
6. Authority to Sign. The person or persons executing this Amendment No. 2 on behalf of
each of the parties warrants and represents that he or she has the authority to execute this
Amendment No. 2 on behalf of that party and has the authority to bind that party to the
performance of its obligations hereunder.
IN WITNESS WHEREOF, the parties have signed this Amendment No. 2 as of the date
stated in the introductory clause.
CITY OF VERNON
a California charter city and municipal
corporation
DADE MOELLER & ASSOCIATES, INC.
1835 Terminal Drive, Suite 200
Richland, WA 99354
By: m Name:
HILARIO GONZAt ES
Mayor Title: r_.�
APPRYE:D FO
LAURENCE S. WIENER, City Attorney
By:
Name: r U\ CA
Title:R
FILTROL CORPORATION
8939 S. Sepulveda Boulevard
Suite 110-1012
Los Angeles, CA 90045
By: �G
Name: L UCCLC
Title:'
By:
Name: sP GrO [ . �rlO TiGt�
Title:
REVIEWED f LAW DEPT.
2 BY.
RECEIV
SFD n 0, 2030
CITY , , ►�,L
STAFF REPORT
HEALTH & ENVIRONMENTAL CONTROL DEPARTMENT
DATE: September 7, 2010
TO: Honorable Mayor and City Council AWq, 10
FROM: 1 Lewis Pozzebon, Director / Health Officer
RE: Request for Authorization to Extend Termination Date of the Agreement for
Professional Services Related to Oversight of Radiological Contamination
Clean-up
BACKGROUND:
On February 4, 2008, the City Council approved Resolution No. 9545 (attached) which
approved an agreement for professional services with Filtrol Corporation (Filtrol) and Dade
Moeller & Associates (Moeller). Filtrol is currently conducting hazardous materials
remediation at its former site on Bandini Boulevard which includes low level radiological
clean-up. The agreement's terms specify that Moeller provide third party oversight of the
radiological clean-up for the City at an hourly rate. The agreement was amended by
Resolution No. 10,078 on October 19, 2009 (attached) which authorized:
• an increase of the hourly rate from $150 to $160 per hour for Mr. Tracy
Ikenberry, CHP;
• the substitution of Mr. William Kennedy for Dr. Arthur Desrosiers at an
hourly rate of $190.00 per hour;
• an increase in the expense rate from 12% to 13.1 %;
• and extended the term of the agreement until September 30, 2010.
The agreement also includes provisions that the cost of the oversight is paid entirely by
Filtrol. After discussions with Filtrol and Moeller, we have determined that the City needs
Moeller's services for an additional ninety (90) days. Moeller has submitted a proposal, dated
August 31, 2010, for continuation, of health physicist support until December 31, 2010 with no
changes in the current hourly rates, terms, or conditions(attached).
FISCAL IMPACT:
There will be no fiscal impact on the City as Filtrol is responsible for payment of the costs of
the third party environmental oversight. In addition, Filtrol has agreed to the hourly rate and
expense increases ( email attached).
RECOMMENDATION:
Based on the need for the City to receive third party environmental oversight for the
radiological clean-up of the former Filtrol site, I am requesting the City Council consider
authorization of the approval of Amendment No. 2 to Agreement for Professional to add a
new termination date of December 31, 2010 at the City Council meeting on September 20,
2010.
Attachments
Lp/myddc/admintrinance/dademoellerstaffreport 8-10
Dade .Moeller
& Associates
August 31, 2010
Mr. Lewis Pozzebon
Director/Health Officer City of Vernon
Health & Environmental Control Dept,
4305 Santa Fe Ave
Vernon, CA 90058
1835 Terminal Drive, Suite 200
Richland, Washington 99354
(509) 946-0410
www.moellarinc.com
Re: Continuation of Certified Health Physics Support for Filtrol Bandini Site Remediation
Dear Mr. Pozzebon:
Dade Moeller & Associates is pleased to provide you with this proposal for a no -cost extension to our
contract with the City of Vernon to provide Certified Health Physicist (CHP) support to the City in
oversight of the remediation work ongoing at the Akzo Nobel/Filtrol site on Bandini Avenue. Support
will continue to be provided by Mr. Tracy Ikenberry, CHP and Mr. Bill Kennedy.
As agreed per City Council Resolution No. 10,078 on October 19th, 2009, our agreement was extended
through 9/30/10. Per amendment #1, fully executed the same month, Mr. Ikenberry's rate was escalated
to $160/hour and Mr. Kennedy was added to the agreement at a rate of $190/hour. I would like to
propose both Mr. Ikenberry's rate of $160/hour and Mr. Kennedy's rate of $190/hour remain as is through
12-31-2010, with all other terms and conditions remaining unchanged.
Should the work extend past 12-31-2010, Dade Moeller reserves the right to re -address the rates and the
G&A adder of 13.1 % for revision going forward into the new year.
Exhibit A of our agreement fully executed on 3/13/08 provided a funding ceiling not to exceed
$72,720.00. As of 8/27/10, $15,435.82 has been expended so there is no need for additional funding at
this time. Should the work continue into 2011, the insurance rider will automatically renew and be billed
per our agreement with G&A at a rate yet to be determined.
If this proposal is acceptable, please so indicate by signing in the space provide and returning a copy of
this extension to me via email at lbeeler &moellerinc.com. Thank you for your time.
Sincerely,
`'Lori Beeler
Contract Specialist
Dade Moeller & Associates
Signature
Name
Date
Title
Specializing in Occupational and Environmental Health Sciences
Acton MA Augusta GA Austin TX Cincinnati OH Fairfax VA Gaithersburg MD Idaho Falls ID Las Vegas NV New Bem NC RIchland WA
Page 1 of 3
Pozzebon, Lewis
From: Ediger, D.M. (Dan) [EDIGERAM@akzonobel.com]
Sent: Wednesday, September 01, 2010 8:45 AM
To: Pozzebon, Lewis
Subject: RE: Extension Through 12/31/2010
Good Morning Lew,
Filtrol Corporation concurs with the position to extend the agreement with Dade Moeller through
December 31, 2010.
Regards,
Dan
Dan Ediger
Remediation Manager, Filtrol Corporation
SHERA Americas
Akzo Nobel Services Inc.
Technology & Engineering
Postal address: 8939 S. Sepulveda Boulevard, Suite 110-1012, Los Angeles, CA 90045, United States
Site address: 3305 E. Bandini Boulevard, Vernon, CA 90023, United States
T +1 323 267 4452, F +1 323 261 5251, M +1 310 902 8700
Visit our website @ www.akzonobel.com/te
This message, including any attachments, may be confidential and privileged. If you are not an intended recipient, please notify the sender
and delete and destroy this message, including any back-up copies.
From: Pozzebon, Lewis(mailto:LPozzebon@ci.vernon,ca.us]
Sent: Wednesday, September 01, 2010 7:12 AM
To: Ediger, D.M. (Dan)
Subject: FW: Extension Through 12/31/2010
Hi Dan:
If you can give me a concurrence email for the extension of the agreement, I can forward it to the City
Attorney to set up the City Council's approval.
Lew
9/7/2010
Page 2 of 3
Lewis Pozzebon, Director / Health Officer
City of Vernon Health & Environmental Control Dept
4305 Santa Fe Avenue
Vernon, CA 90058 (323) 583-8811 Ext 229
Lpozzebon@ci.vernon.ca.us www.citvofvernon.org
"Environmental Health - The art and science of protecting against environmental factors that may adversely impact human
health or the ecological balances essential to long-term human health and environmental quality, whether in the natural or
human -made environment."
From: Lori Beeler (mailto:lbeeler@moellerinc.com]
Sent: Tuesday, August 31, 2010 1:40 PM
To: 'Ediger, D.M. (Dan)'; Pozzebon, Lewis
Cc: Tracy Ikenberry'; 'Bill Kennedy'
Subject: Extension Through 12/31/2010
Hi Dan & Lewis,
Please find attached our extension letter for work continuing through 12/31/2010. There is no need to
change the rates at this time but should you need our assistance past 12/31/2010 we'll need to take a
look at them again. Let me know if there is anything else you need for presentation to the City council.
Thanks much.
Lori Beeler MBA
Contract Specialist
Dade Moeller
(509) 946-0410 x 272 Office
(509) 946-4412 Fax
(509) 948-9861 Cell
(509) 582-0549 Home
9/7/2010
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RESOLUTION NO. 10,078
A RESOLUTION OF THE CITY COUNCIL OF.THE CITY OF
VERNON APPROVING AND AUTHORIZING THE EXECUTION OF
AMENDMENT NO. 1 TO THE AGREEMENT FOR PROFESSIONAL.
SERVICES BY AND BETWEEN THE CITY OF VERNON, DADE
MOELLER & ASSOCIATES, INC. AND FILTROL CORPORATION
a
WHEREAS, on February 4, 2008, the City Council of the City
of Vernon adopted Resolution No. 9545approving an Agreement for
Professional Services (the "Agreement"), by and between the City of
Vernon ("City"), Dade Moeller & Associates, Inc. ("Dade"), and Filtrol
Corporation ("Filtrol"), under which Dade provides third party
oversight for remediation of Filtrol's former site at 3305 Bandini
Boulevard; and
WHEREAS, the City, Filtrol and Dade.desire to amend the
Agreement; and
WHEREAS, Filtrol is responsible for payment and costs of the
third party environmental oversight; and
WHEREAS, by a -memorandum dated September 29, 2009, the
Director of Health and Environmental Control has recommended that the
City Council of the City of Vernon approve the execution of Amendment
No. 1 to the Agreement.
WHEREAS, the City Council of the City of Vernon has
determined that, pursuant to the provisions of subsection (b)(1) and
(7) of Section 2.27 of the Vernon City Code, it is in the public
interest and necessity to approve Amendment No. 1 to the Agreement
with Dade and Filtrol to provide third party oversight of .the
radiological remediation.
NOW, THEREFORE, BE IT.RESOLVED BY THE CITY COUNCIL OF THE
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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 Amendment No. 1 to the Agreement by and between City, Dade
and Filtrol, a copy of 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 Amendment No. 1 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 of Vernon hereby
authorizes the City Administrator, or his designee, to take whatever
actions are deemed necessary or desirable for the purpose of
implementing and --carrying out the purposes of -this Resolution and the
transactions herein approved or authorized.
SECTION 5: The City Council of the City of Vernon hereby
directs the City Clerk, or her designee, to send a fully executed
Amendment to:
I/ / /
Dade Moeller & Associates, Inc.
1835 Terminal Drive, Suite 200
Richland, Washington 99354
And
Filtrol Corporation
8939 S. Sepulveda Boulevard, Suite 110-1012
Los Angeles, CA 90045
I SECTION 6: The City Clerk of the City of Vernon shall
2 certify to the passage, approval and adoption of this resolution, and.
3 the City Clerk of the City of Vernon shall cause this resolution and
4 her certification to be entered in the Book of Resolutions of the
5 Council of this City.
6 APPROVED AND ADOPTED this 19th day of October, 2009.
7
8,
9 Name: W. Michael McCormick
10 Title; Mayo*-,, Mayor Pro-Tem
11 ATTEST:
1 \
12
13 MANUELA GIRON, ity Clerk
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STATE OF CALIFORNIA )
SS
COUNTY OF LOS ANGELES )
I, MANUELA GIRON, City Clerk of the.City of Vernon, do hereby
certify that the foregoing Resolution, being Resolution No. 10,078, was
duly passed, approved and adopted by the City Council of the City of
Vernon at a regular meeting of the City Council duly held on Monday,
October 19, 2009, and thereafter was duly signed by the Mayor or Mayor
Pro-Tem of the City of Vernon.
Executed this day of October, 2009, at Vernon, California.
(SEAL)
0
MANUELA GIRO City Clerk,
- 4 -
t
EXHIBIT A
d
AMENDMENT NO. I TO AGREEMENT
FOR PROFESSIONAL SERVICES
This Amendment No. 1 to that certain Agreement for Professional Services dated March
13, 2008 (the "Agreement"), is made as of �, 2009, by and between the City
of Vernon, a California charter city and municipal corporation ("the City"), Dade Moeller &
Associates, Inc., Consultants ("Moeller"), and Filtrol Corporation, a Delaware corporation
("Filtrol").
WHEREAS, the City, Moeller and Filtrol are parties to a written Agreement dated March
13, 2008, under which Moeller provides third party oversight for remediation of Filtrol's former
site at 3305 Bandini Boulevard, and Filtrol is solely responsible for paying the cost of the
oversight; and
WHEREAS; the City, Moeller and Filtrol desire to amend the Agreement to increase the
hourly rate for Moeller's services from $150 per hour to $160 per hour, to add a termination date
for the Agreement of September 30, 2010, to substitute Mr. William Kennedy for Dr. Arthur
Desrosiers as one of Moeller's consultants at an hourly rate of $190.00 per hour, and to increase
the expense rate from 12% to 13.1 %.
NOW, THEREFORE, the parties to this Amendment No. 1 agree as follows:
Section 22 of the Agreement is hereby amended to read in -its entirety as follows:
"22. Contract Term. This Agreement shall commence beginning on the date of
execution by all the parties and expire on September 30, 2010, unless
terminated earlier in accordance with Section 21 hereinabove."
2. Section 2. of Compensation, in the Scope of Services (letter dated January 9,
2008 addressed to Mr. Lewis Pozzebon and signed by Arthur Desrosiers Sc.D. CHP) attached to
the Agreement as Exhibit A is hereby amended to read in its entirety as follows:
"2. Hourly rates:
a. Mr. Tracy Ikenberry, CHP, $160.00 per hour for all hours worked,
b. Mr. William Kennedy, $190.00 per hour for all hours worked,
c. Expenses at cost plus .13.1 %."
3. Except as expressly modified by this Amendment No. 1, all provisions of the
Agreement shall remain in full force and effect.
4. This Amendment No. 1 is executed in duplicate originals, each of which is
deemed to be an original for all purposes.
5. The provisions of this Amendment No. 1 shall constitute the entire agreement of
the parties with respect to the subject matter included in this Amendment No. 1 and shall .
supercede any other agreement, understanding, or arrangement, whether written or oral, between
the parties with respect to the subject matter of this Amendment No. 1.
6. The person or persons executing this Amendment No. 1 on behalf of each of the
parties warrants and represents that he or she has the authority to execute this Amendment No. 1
on behalf of that party and has the authority to bind that party to the performance of its
obligations hereunder.
IN WITNESS WHEREOF, the parties have signed. this Amendment No. 1 as of the date
stated in the introductory clause.
City of Vernon Dade Moeller &. Associates, Inc., Consultants
1835 Terminal Drive, Suite 200
Richland, WA 99354
By:
By. Name:
HILARIO GONZALES
Mayor Title:
By:
ATTEST:
Name:
Title:
MANUELA GIRON, City Clerk
Filtrol Corporation, a Delaware corporation
APPROVED AS TO FORM: 8939 S. Sepulveda Boulevard
Suite 110-1012
Los Angeles, CA 90045
LAURENCE S. WIENER, City Attorney
By:
Name:
Title:
By:
Name:
Title:
2
CITY CLERK'S OFFICE
INTEROFFICE MEMORANDUM
DATE: October 21, 2009
TO: Lewis Pozzebon, Director of Health & Environmental Control
FRO"'1-6
Nelly Giron, City Clerk
RE: Resolution No. 10,078 — A Resolution of the City Council of the City of Vernon
Approving and Authorizing the Execution of Amendment No. 1 to the Agreement
for Professional Services By and Between the City of Vernon, Dade Moeller &
Associates, Inc. and Filtrol Corporation
Transmitted herewith is a copy of Resolution No. 10,078, referenced above, which was approved
by City Council on October 19, 2009, along with two partially executed original amendments for
your transmittal.
upon execution, please ensure that a fully executed original amendment is returned to this office.
Thank you.
NG:dj
c: Resolution No. 10,078
Agreement 09-122
AMENDMENT NO. 1 TO AGREEMENT
FOR PROFESSIONAL SERVICES
This Amendment No. 1 to that certai a rent for ofessional Services dated March
13, 2008 (the "Agreement"), is made as of /, 2009, by and between the City
of Vernon, a California charter city and municipal corporation ("the City"), Dade Moeller &
Associates, Inc.,. Consultants ("Moeller"), and Filtrol Corporation, a Delaware corporation
("Filtrol").
WHEREAS, the City, Moeller and Filtrol are parties to a written Agreement dated March
13, 2008, under which Moeller provides third party oversight for remediation of Filtrol's former
site at 3305 Bandini Boulevard, and Filtrol is solely responsible for paying the cost of the
oversight; and
WHEREAS, the City, Moeller and Filtrol desire to amend the Agreement to increase the
hourly rate for Moeller's services from $150 per hour to $160 per hour, to add a termination date
for the Agreement of September 30, 2010, to substitute Mr. William Kennedy for Dr. Arthur
Desrosiers as one of Moeller's consultants at an hourly rate of $190.00 per hour, and to increase
the expense rate from 12% to 13.1 %.
NOW, THEREFORE, the parties to this Amendment No. 1 agree as follows:
1. Section 22 of the Agreement is hereby amended to read in its entirety as follows:
"22. Contract Term, This Agreement shall commence beginning on the date of
execution by all the parties and expire on September 30, 2010, unless
terminated earlier in accordance with .Section 21 hereinabove."
2. Section 2. of Compensation, in the Scope of Services (letter dated January 9, .
2008 addressed to Mr. Lewis Pozzebon and signed by Arthur Desrosiers Sc.D. CHP) attached to
the Agreement as Exhibit A is hereby amended to read in its entirety as follows:
"2. Hourly rates:
a: Mr. Tracy Ikenberry, CHP, $160.00 per hour for all hours worked,
b. Mr. William Kennedy, $190.00 per hour for all hours worked,
c. Expenses at cost plus 13.1
3. Except as expressly modified by this Amendment No. 1, all provisions of the
Agreement shall remain in full force and effect.
4. This Amendment No. 1 is executed in duplicate originals, each of which_ is
deemed to be an original for all purposes.
5. The provisions of this Amendment No. 1 shall constitute the entire agreement of
the parties with respect to the subject matter included in this Amendment No. 1 and shall
supercede any other agreement, understanding, or arrangement, whether written or oral, between
the parties with respect to the subject matter of this Amendment No. 1.
6. The person or persons executing this Amendment No. 1 on behalf of each of the
parties warrants and represents that he or she has the authority to execute this Amendment No. 1
on behalf of that party and has the authority to bind that party to the performance of its
obligations hereunder.
IN WITNESS WHEREOF, the parties have signed this Amendment No. 1 as of the date
stated in the introductory clause.
City of Vernon Dade Moeller & Associates, Inc., Consultants
1835 Terminal Drive, Suite 200
Richland, WA 99354
By:
HILARIO GONZALES .
Mayor
AT. EST:
ANUEGlLA City Clerk
APPR V TO FO
jr"--
LAURENCE S. WIEN , City Attorney
By:
Name:
Title:
By:
Name:
Title:
Filtrol Corporation, a Delaware corporation
8939 S. Sepulveda Boulevard
Suite 110-1012
Los Angeles, CA 90045
By:
Name:
Title:
By:.
Name:
Title:
2
APPROVED OCT 19 '09 CITY COUNCIL
RECEIVELa
OCT 1 4 2009
CITY CLERICS OFRCE STAFF REPORT re
HEALTH & ENVIRONMENTAL CONTROL DEPARTMENT
DATE: October 14, 2009
TO: Honorable Mayor and City Council
FROM: ` Lewis Pozzebon, Director I Health Officer
RE: Request for Authorization to Increase .Hourly Rate for Professional Services -
Work Related to Oversight of Radiological Contamination. Clean-up and to Add
Termination Date to Agreement for Professional Services
BACKGROUND
On. February 4, 2008, the. City. Council approved Resolution No. 9545 (attached) which
approved an agreement for professional services with Filtrol Corporation (Filtrol) and Dade
Moeller & Associates (Moeller). Filtrol is currently .conducting hazardous materials
remediation at its former site on Bandini Boulevard which includes low level radiological
clean-up. The agreement's terms specify that Moeller provide third party oversight of the
radiological cleanup for the City at an hourly rate of $150 per hour. The agreement also
includes provisions that the cost of the oversight is paid entirely . by Filtrol. Although the
agreement was approved in February 2008, the actual radiological remediation work did not
start until the middle of 2009 and is continuing through the end of the year.
On September 8, 2009, the City received notification from Moeller that their contractual
agreement to the hourly rate. was expiring on September 30, 2009 (attached). After
discussions with Filtrol and Moeller, we have determined that the City needs Moeller's
services for an additional ninety (90) days. On September 22, 2009, Moeller submitted a
proposal for continuation of health physicist support at an hourly rate of $160 per hour
effective through September 30, 2010(aftached). Moeller has also requested the
replacement of Dr. Arthur Desrosiers with William Kennedy.
FISCAL IMPACT:
There will be no fiscal impact on the City as Filtrol is responsible for payment of the costs of
the third party environmental oversight, In addition, Filtrol has agreed to the hourly rate and
expense increases (attached). .
CEI ED
0 C T 1 s 2009`
i ► :�
RECOMMENDATION:
Based on the need .for the City to receive third party environmental oversight for the
radiologicalclean-up of the former Filtrol site, I am requesting the City Council consider
authorization of the approval of Amendment No. 1 to Agreement for Professional Services to
increase the hourly rate for Moeller from $150 per hour. to $160 per hour, insertion of Mr.
William Kennedy at an hourly rate of $190, increase the expense rate to 13.1 %, and to add a
termination date of September 30, 2010 at the City Council meeting on October 19, 2009.
Attachments
Lp/mydoc/admintrinance/dademoellerstaffreport
v`
1
Memo GVBLT M9J
Health and Environmental
Control Department
To: D nal O'Callaghan, City Administrator
From . ewis Pozzebon; Director / Heath Officer REVISED from September 29,. 2009
1.�
Date ctober 14, 2009
Re: Request for City Council Approval of Amendment No.1 to Agreement for Professional Services for Third
Party Environmental Review Costs
On February 4, 2008, the City Council adopted. Resolution No. 9545 which approved an agreement for
professional services with Filtrol Corporation (Filtrol) and Dade Moeller & Associates (Moeller). Filtrol is
currently conducting hazardous materials remediation at its former site on Bandini Boulevard which includes
low level radiological clean-up. The agreement's terms specify that Moeller provide third party oversight of the
radiological clean-up for the City at. an hourly rate of $150 per hour. The agreement also includes provisions
that the cost of the oversight is paid entirely by Filtrol. Although the agreement was approved in February
2008, the actual radiological remediation work did not start until the middle of 2009 and is continuing through
the end of the year.
On September 8, 2009, the City_ received notification from Moeller(attached) that the hourly rate for services
needed to be increased. Dade :Moeller requested an increase of $10 per hour. The. increase is reasonable
considering the unexpected- length of time to initiate and complete the project. After discussions with Filtrol
and Moeller,. we have determined that the City needs Moeller's- services for an additional ninety. (90) days.
However, after legal review byahe City Attorney (attached), Amendment No. 1 to the Professional Services
Agreement (attached) has been drafted to add a termination date of September 30,. 2010 and set a new hourly
rate of $160.00 per hour. , On September 22, 2009, Moeller. submitted a proposal for continuation of health
physics support at an hourly rate of $160 per hour. Moeller has also requested the substitution of William
:Kennedy for Dr. Desrosiers- at an hourly rate of $190 and an increase in the expenses rate from 12% to 13.1 %.
There will be no fiscal impact on the City as Filtrol is responsible for payment of the costs of the third party
environmental oversight: In addition, Filtrol has agreed to the hourly rate and expenses increases.
Based on the need for the City to receive third. party environmental oversight for the radiological clean-up of
the former Filtrol site, I am requesting your concurrence with -the forwarding of the attached staff report and
related documents for the City Council to consider authorization. of the approval of Amendment No. 1 to
increase of the hourly rate for Moeller from $150 per hour to $160 per hour, expense rate increase from 12%
to 13.1 %, change of consultant representative, and to set a termination date of September 30, 2010 at the City
Council meeting on October 19, 2009.
Please let me know if you need additional information.
Attachments
Lp/mydocJAdmintmerna City Admin Third Party Hourly Rate
0 C T 13 2009
RESOLUTION NO. 9545
2
3 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
VERNON APPROVING AND AUTHORIZING THE EXECUTION OF
4 AN AGREEMENT FOR PROFESSIONAL SERVICES BY AND
5 BETWEEN THE CITY OF VERNON, DADE MOELLER
ASSOCIATES AND FILTROL CORPORATION
6
7 WHEREAS, the City of Vernon ("City") has received a proposal
8 from Filtrol Corporation ("Filtrol") to remediate property located at
9 3305 Banding, Boulevard in the City of Vernon (the "Project") which
10 requires the issuance of.a Certificate of Closure and other review and
11 approval of the City as a portion of the remediation includes
12 assessment and removal of low levels of radiological contamination,,•
13 and
14 WHEREAS, the City has determined that a third party
1.5 environmental review of the proposed remediation plan for the
16 radiological contamination, related on -site work and radiological
17 remediation document is required prior to the issuance of a
18' Certificate of Closure, and
19 WHEREAS,. Filtrol has agreed to pay for the preparation of
20 any necessary environmental review documents; and
21 WHEREAS, the City desires to retain the services of Dade
22 Moeller Associates, Inc. ("Moeller") to conduct the environmental,
23 review for the proposed Project; and
24 WHEREAS, the Director of Environmental Health has
25 recommended that an agreement for the environmental consulting
26 services be executed with Filtrol and Moeller to furnish the services
27 required by the City; and
28 WHEREAS, the City Covncil of the City has determined that,
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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 determine s 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 -Tern 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 de-signee, 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.
Attfl.: Arthur Desrosiens Sc.D. CHP, Vice President
1835 Terminal Drive, Suite 200
Richland, WA 99354
And
- 2 -
I Filtrol Corporation
8939 S. Sepulveda Boulevard, Suite 110--1012
2 Los Angeles, CA 90045
3 SECTION 6: The City Clerk of the City of Vernon shall
4 certify to the passage of this resolution, and thereupon and
5 thereafter the same shall be in full force and effect.
6 APPROVED AND ADOPTED this 4th day ;of February, 2008.
7 / LEONIb (,,. wmLEJURG
a
Name Leonis C. Malburg
9
10 Title: Mayor
11 A'1'TES ,/
12
13 MANUELA G2RON, City Clerk
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STATE OF CALIFORNIA
ss
COUNTY OF LOS ANGELES
I, MANUELA GIRON, City Clerk of the City of Vernon, do hereby
certify that the foregoing Resolution, being Resolution No. 9545, was
duly adopted by the City Council of the City of Vernon at a regular
meeting of the City Council duly held on Monday, February 4, 2008, and
thereafter was duly signed by the Mayor or Mayor Pro-Tem of the City of
Vernon.
I (SEAL)
- 4 -
SMANUELA GIRON
MANUELA GIRON, City Clerk
x
This Agreement for Professional Services (the "Agreement") is between the City of
Vernon, a California municipal corporati . on (the "City"), Dade Moeller & Associates, Inc.,
Consultants, a (California partnership, corporation, etc.) ("Moeller"), and Filtiol Corporation, a
Delaware corporation (the "dwner").
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 romediation 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,
r0i
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 detennine 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,
I Performance of Services. Moeller agrees to perform professional services and provide
deliverables to the City and the Owner (collectively the "4 Services") with respect to the
Project, in accordanccwith 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 qualihed to conduct the work required hereunder.
Moeller shall be responsible, tothe level of com petency 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
famished under this Agreement. Tracy Ikenberry shall act as Moeller's project managei 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
AgreemeM between die 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.
S, 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 0w- ner 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 tune of performance cited in Exhibit A may be
extended for a reasonable, period of time not to exceed the length of the delay;.
G. Compensation. Moeller shall be paid on a tune 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 'Sezvices 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. 7f 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,
8.1. 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 lion-disclosiure requirement provided
heroin.
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.
1I.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 fWI 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
I 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 omployee 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, 6inployees and agents fi-om 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. Nondiscrinduation. Moeller shall not discriminate against any employee or any applicant
for employment because of race, religion, colo 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 Owher.
16. Assignpient. Moeller agrees that it shall not assign or subcontract the Services described
heroin 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 tbis Agreement,
18. Attorneys' Flees. 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.
214. 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.inctirred 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 Mueller & 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
Leonia C. Malburg, Mayor
ATTEST:
Manuela Giron, City Clerk
Dade Moeller & Associates, Inc,,
Consultants,
1835 Terminal Drive, Suite 200
Richland, WA 99354
Im
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
M
Officer Officer
Date: Date:
By By
Print Name Print Name
Title Title
Date: Date:
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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 Repordkeeping and Reporting
I
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 writte-n.reports. These reviews should address the following :topics and activities.
Review the manuals of practice and selected records that de -fine 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 reinediation 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 aii 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.
Refe)renees
Multi Agency Radiation Survey and Site investigation Manual (MARSS", 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,
lit
9 JAN 2008
Mr. Lewis Pozzebon
Director/Health Officer
City of Vernon
Health & Environmental Control Dept.
4305 Santa Fe Ave
Vemon, CA 90058
Re: Akzg Pro^Ject
_
Dear Mr. Pozzebon:
1835 Terminal Drive, Suite 200
Richland, Washington 99.364
(609) 946-0410
www.moollerinc.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 impactedmaterials.
Specializing In Occupational and Environmental Health Sciences
Acton MA Abuquerque NM Augusta GA Austfn TX OincInnall ON Fairfax VA GaUmburg MD Las Vegas W New Dem NO Hchland WA
Page 2 9 JAN 2008
Mr. Lewis Pozzebo-n
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 aotivities.-
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 coinpetency standards.
d. Ensure that activities involving the use of radioactive material are being
conducted safely.
e. Inspect TIVU 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 Ikenbel-ry. Mr. Ikenbeirry 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 m8urance expense: $1,120.00
2. Hourly rates:
a. Mr. Tracy Ikenberry, CHP, $150.00 per hour for all ho
urs
b. Dr. Arthur Desrosleirs, CHP, $200.00 per hour for all hours worked,
c. Expenses at cost plus 12%.
Speclatizing In Occupatibnal andEnvironmental Health Sclences
Page 3 9 JAN 2008
Mr. Lewis Pozzebon
Director/He'alth 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 closeout 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' of 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 Dosrosiers Sc.D. CHP
Vice President
DadeMoeller &.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.
W"
References
Multi Agency Radiation Survey and Site Investigation Manual (MARSSIM), NUREG-
1575, Rev. 1, August, 2000.
Decommissioning Process for Materials Licensees, NRC NUREG 1757, V61 1,
September 2006.
Radiological Criteria for License Termination, Title 10, CFR Part 20 -- Subpart E, US
Nuclear Regulatory Commission, 2002.
Specializing In Occupational and 6avironmental Health Sciences