Item 1.5 - Approval of Agreement for Dead Animal Disposal Services APPROVED •
Ci of 1111 - APPROVED AS AMENDED O
City of Poway (SEE MINUTES)
DENIED
114 , REMOVED
y F e l 1'' E COUNCIL AGENDA REPORT CONTINUED
RESOLUTION NO.
DATE: August 5, 2014
TO: Honorable Mayor and Members of the City Council
FROM: Daniel Singer, City Managed _
INITIATED BY: Robert J. Manis, Director of Development Service
Richard Whipple, City Planner ,4,,)
Ashley Jones, Senior Management Analyst
SUBJECT: Approval of Agreement for Dead Animal Disposal Services
Summary:
Based on a recent Request for Proposals (RFP) process, staff is seeking approval to
enter into an agreement with D&D Services, Inc., to provide dead animal disposal
services to the City of Poway.
Recommended Action:
It is recommended that the City Council: 1) Approve a Standard Agreement for Contract
Services with D&D Services, Inc. (Attachment A); 2) Authorize the City Manager to
execute the agreement; and 3) Authorize the appropriation of $2,835 from the General
Fund Unappropriated Fund Balance (100-8912) to the Development Services Planning
Division operating budget (0301-4120).
Background:
The City of Poway's (City) current contract with D&D Services, Inc. (D&D) for dead
animal disposal services expires on August 14, 2014. In June 2014, the City conducted
an RFP process, soliciting proposals from private firms to provide dead animal pick up,
removal, and disposal services on public streets, property and rights-of-way within the
City. The RFP was advertised in the Poway News Chieftain on June 19 and 26, 2014,
and posted on the City's online e-bid board. Two firms submitted proposals.
Findings:
After a thorough evaluation of both proposals submitted, D&D was selected as the firm
best suited to meet the City's current and future needs. D&D has extensive experience
working with public sector clients and has worked with the City for several years. It is
staff's recommendation that the City enter into an agreement with D&D for a period of
three years, with the possibility of two, one-year extensions. Under the new contract,
D&D will charge the City a flat monthly rate of $2,120 to provide the required services.
This is an increase of$270 per month to the current rate.
1 of 14 August 5, 2014 Item #1.5
Dead Animal Disposal Services
August 5, 2014
Page 2
Fiscal Impact:
There is currently $22,200 available for these services in the fiscal year 2014 -15
Development Services Planning Division operating budget (0301- 4120). An additional
appropriation of $2,835 will be needed from the General Fund Unappropriated Fund
Balance (100 -8912) in order to cover these services through the fiscal year.
Environmental Review:
This action is not subject to review under the 2014 California Environmental Quality Act
(CEQA) Guidelines.
Public Notification:
A copy of this report was provided to D &D Services, Inc.
Attachments:
A. Standard Agreement for Contract Services with D &D Services, Inc.
2 of 14 August 5, 2014 Item #1.5
City of Poway
STANDARD AGREEMENT FOR
CONTRACT SERVICES
This Agreement, entered into this 15"' day of August, 2014, by and
between the CITY OF POWAY (hereinafter referred to as "City ") and D &D
Services, Inc., (hereinafter referred to as "Contractor ").
RECITALS
WHEREAS, City desires to obtain the services of a private contractor to
perform dead animal disposal services; and
WHEREAS, Contractor is a dead animal disposal contractor and has
represented that Contractor possesses the necessary qualifications to provide such
services; and
WHEREAS, City has authorized the preparation of an agreement to retain the
services of Contractor as hereinafter set forth.
NOW, THEREFORE, IT IS MUTUALLY AGREED THAT CITY DOES HEREBY
RETAIN CONTRACTOR ON THE FOLLOWING TERMS AND CONDITIONS:
1. Scope of Services.
Contractor shall provide services as described in Exhibit "A" entitled
"Special Provisions" attached hereto and made a part hereof.
2. Compensation and Reimbursement.
City shall compensate and reimburse Contractor as provided in Exhibit
"A" entitled "Special Provisions" attached hereto and made a part hereof.
3. Term of Agreement.
The term of this Agreement shall be as described in Exhibit "A"
entitled "Special Provisions" attached hereto and made a part hereof.
4. Termination.
This Agreement may be terminated with or without cause by City.
Termination without cause shall be effective only upon 60 -day written notice to
Contractor. During said 60 -day period Contractor shall perform all consulting
services in accordance with this Agreement. This Agreement may be terminated
by City for cause in the event of a material breach of this Agreement,
3 of 14 August 5, 2014 Item #1.5
Attachment A
misrepresentation by Contractor in connection with the formation of this
Agreement or the performance of services, or the failure to perform services as
directed by City. Termination for cause shall be effected by delivery of written
notice of termination to Contractor. Such termination shall be effective upon
delivery of said notice.
5. Confidential Relationship.
City may from time to time communicate to Contractor certain
information to enable Contractor to effectively perform the services. Contractor
shall treat all such information as confidential, whether or not so identified, and
shall not disclose any part thereof without the prior written consent of the City.
Contractor shall limit the use and circulation of such information, even within its
own organization, to the extent necessary to perform the services. The foregoing
obligation of this Paragraph 5, however, shall not apply to any part of the
information that (i) has been disclosed in publicly available sources of information;
(ii) is, through no fault of Contractor, hereafter disclosed in publicly available
sources of information; (iii) is now in the possession of Contractor without any
obligation of confidentiality; or (iv) has been or is hereafter rightfully disclosed to
Contractor by a third party, but only to the extent that the use or disclosure thereof
has been or is rightfully authorized by that third party.
Contractor shall not disclose any reports, recommendations,
conclusions or other results of the services or the existence of the subject matter
of this contract without the prior written consent of the City. In its performance
hereunder, Contractor shall comply with all legal obligations it may now or
hereafter have respecting the information or other property of any other person,
firm or corporation.
6. Office Space and Clerical Support.
Contractor shall provide its own office space and clerical support at its
sole cost and expense.
7. Covenant Against Contingent Fees.
Contractor declares that it has not employed or retained any company
or person, other than a bona fide employee working for Contractor, to solicit or
secure this Agreement, that it has not paid or agreed to pay any company or
person, other than a bona fide employee, any fee, commission, percentage,
brokerage fee, gift or any other consideration, contingent upon or resulting from the
award or making of the Agreement. For breach of violation of this warranty, City
shall have the right to annul this Agreement without liability, or, at its sole
discretion, to deduct from the Agreement price or consideration, or otherwise
recover the full amount of such fee, commission, percentage, brokerage fee, gift,
or contingent fee.
4 of 14 2 August 5, 2014 Item #1.5
8. Ownership of Documents.
All memoranda, reports, plans, specifications, maps and other
documents prepared or obtained under the terms of this Agreement shall be the
property of City and shall be delivered to City by Contractor upon demand.
9. Conflict of Interest and Political Reform Act Obligations.
During the term of this Agreement Consultant shall not act as
consultant or perform services of any kind for any person or entity whose interests
conflict in any way with those of the City of Poway. Consultant shall at all times
comply with the terms of the Political Reform Act and the local conflict of interest
ordinance. Consultant shall immediately disqualify itself and shall not use its
official position to influence in any way any matter coming before the City in which
the Consultant has a financial interest as defined in Government Code Section
87103. Consultant represents that it has no knowledge of any financial interests
which would require it to disqualify itself from any matter on which it might
perform services for the City.
"Consultant" means an individual who, pursuant to a contract with a
state or local agency:
(A) Makes a governmental decision whether to:
1 . Approve a rate, rule or regulation;
2. Adopt or enforce a law;
3. Issue, deny, suspend, or revoke any permit, license,
application, certificate, approval, order, or similar
authorization or entitlement;
4. Authorize the City to enter into, modify, or renew a
contract provided it is the type of contract that requires
City approval;
5. Grant City approval to a contract that requires City
approval and to which the City is a party, or to the
specifications for such a contract;
6. Grant City approval to a plan, design, report, study, or
similar item;
7. Adopt, or grant City approval of, policies, standards, or
guidelines for the City, or for any subdivision thereof; or
(B) Serves in a staff capacity with the City and in that capacity
participates in making a governmental decision as defined in
Regulation 18702.2 or performs the same or substantially all the same
duties for the City that would otherwise be performed by an individual
holding a position specified in the City's Conflict of Interest Code.
5 of 14 3 August 5, 2014 Item #1.5
DISCLOSURE DETERMINATION:
1. Consultant /Contractor will not be "making a government
7x decision" or "serving in a staff capacity" as defined in Sections A
and B above. No disclosure required.
2. Consultant /Contractor will be "making a government decision"
❑ or "serving in a staff capacity" as defined in Sections A and B
above. As a result, Consultant /Contractor shall be required to file
a Statement of Economic Interest with the City Clerk of the City
of Poway in a timeIyj94n—n-tK as required by law.
. Manis, Virector of Dpvelq�pment Services
10. No Assignments.
Neither any part nor all of this Agreement may be assigned or
subcontracted, except as otherwise specifically provided herein, or to which City,
in its sole discretion, consents to in advance thereof in writing. Any assignment or
subcontracting in violation of this provision shall be void.
11. Maintenance of Records.
Contractor shall maintain all books, documents, papers, employee time
sheets, accounting records, and other evidence pertaining to costs incurred and
shall make such materials available at its office at all reasonable times during the
contract period and for three (3) years from the date of final payment under this
Agreement, for inspection by City and copies thereof shall be furnished, if
requested.
12. Independent Contractor.
At all times during the term of this Agreement, Contractor shall be an
independent contractor and shall not be an employee of the City of Poway. City
shall have the right to control Contractor only insofar as the results of Contractor's
services rendered pursuant to this Agreement; however, City shall not have the
right to control the means by which Contractor accomplishes such services.
13. Licenses, Permits, Etc.
Contractor represents and declares to City that it has all licenses,
permits, qualifications, and approvals of whatever nature legally required to
practice its profession. Contractor represents and warrants to City that Contractor
shall, at its sole cost and expense, keep in effect at all times during the term of this
6 of 14 4 August 5, 2014 Item #1.5
Agreement, any license, permit, or approval, which is legally required for
Contractor to practice its profession.
14. Contractor's Insurance.
Contractor shall provide insurance as set forth in Exhibit "A" entitled
"Special Provisions" attached hereto and made a part hereof.
15. Indemnification.
(a) For Claims (as defined herein) other than those alleged to arise from
Contractor's negligent performance of professional services, City and its respective
elected and appointed boards, officials, officers, agents, employees and volunteers
(individually and collectively, "Indemnitees ") shall have no liability to Contractor or
any other person for, and Contractor shall indemnify, protect and hold harmless
Indemnitees from and against, any and all liabilities, claims, actions, causes of
action, proceedings, suits, damages, judgments, liens, levies, costs and expenses,
including reasonable attorneys' fees and disbursements (collectively "Claims "),
which Indemnitees may suffer or incur or to which Indemnitees may become
subject by reason of or arising out of any injury to or death of any person(s),
damage to property, loss of use of property, economic loss or otherwise occurring
as a result of Contractor's negligent performance under this Agreement, or by the
negligent or willful acts or omissions of Contractor, its agents, officers, directors,
sub - contractors or employees.
(b) For Claims alleged to arise from Contractor's negligent performance of
professional services, Indemnitees shall have no liability to Contractor or any other
person for, and Contractor shall indemnify and hold harmless Indemnitees from and
against, any and all Claims that Indemnitees may suffer or incur or to which
Indemnitees may become subject by reason of or arising out of any injury to or
death of any person(s), damage to property, loss of use of property, economic loss
or otherwise to the extent occurring as a result of Contractor's negligent
performance of any professional services under this Agreement, or by the negligent
or willful acts or omissions of Contractor, its agents, officers, directors, sub-
contractors or employees, committed in performing any of professional services
under this Agreement. For Claims alleged to arise from Contractor's professional
services, Contractor's defense obligation to Indemnitees shall include only the
reimbursement of reasonable defense costs and attorneys' fees to the extent
caused by Contractor's negligence.
(c) The foregoing obligations of Contractor shall not apply to the extent
that the Claims arise from the sole negligence or willful misconduct of City or its
elected and appointed boards, officials, officers, agents, employees and volunteers.
(d) In any and all Claims against City by any employees of the Contractor,
anyone directly or indirectly employed by it or anyone for whose acts it may be
liable, the indemnification obligation under this Section 15 shall not be limited in
7 of 14 5 August 5, 2014 Item #1.5
any way by any limitation on the amount or type of damages, compensation or
benefits payable by or for the Contractor under worker's compensation acts,
disability benefit acts or other employee benefit acts.
16. Contractor Not an Aaent.
Except as City may specify in writing, Contractor shall have no
authority, expressed or implied, to act on behalf of City in any capacity whatsoever
as an agent. Contractor shall have no authority, expressed or implied, pursuant to
this Agreement to bind City to any obligation whatsoever.
17. Personnel.
Contractor shall assign qualified and certified personnel to perform
requested services. The City shall have the right to review and disapprove
personnel for assignment to Poway projects.
City shall have the unrestricted right to order the removal of any
person(s) assigned by Contractor by giving oral or written notice to Contractor to
such effect.
Contractor's personnel shall at all times comply with City's drug and
alcohol policies then in effect.
18. Notices.
Notices shall be given as described on Exhibit "A" entitled "Special
Provisions" attached hereto and made a part hereof.
19. Disaute Resolution.
In the event of a dispute between City and Contractor concerning the
terms of this Agreement or its performance, the parties agree to initially submit
such dispute to voluntary mediation before a mutually acceptable mediator prior to
arbitration or litigation. In the event that the subject of such action is compensation
claimed by Contractor in the event of termination, Contractor's damages shall be
limited to compensation for the 60 -day period for which Contractor would have
been entitled to receive compensation if terminated without cause. In the event of
arbitration, each party shall bear its own attorneys' fees and costs incurred. Any
action to enforce or interpret the terms or conditions of this Agreement shall be
brought in the Superior Court in San Diego County, Central Division. Contractor
hereby waives any right to remove any such action from San Diego County as is
otherwise permitted by California Code of Civil Procedure section 394.
8 of 14 6 August 5, 2014 Item #1.5
20. Gender.
Whether referred to in the masculine, feminine, or as "it,"
"Contractor" shall mean the individual or corporate contractor and any and all
employees of contractor providing services hereunder.
21. Counterparts.
This Agreement (and any amendments) may be executed in multiple
counterparts, each of which shall be deemed an original, but all of which, together,
shall constitute one and the same instrument. Documents delivered by telephonic
facsimile transmission shall be valid and binding.
22. Entire Aareement.
This Agreement shall constitute the entire understanding between
Contractor and City relating to the terms and conditions of the services to be
performed by Contractor. No agreements, representations or promises made by
either party, whether oral or in writing, shall be of any force or effect unless it is in
writing and executed by the party to be bound thereby.
23. Pension Reform Act of 201
At all times during the term of the Agreement with the City, no
officer, director, shareholder, member, partner, employee, or contractor, providing
services to the City, will be a "retired annuitant," under the City's retirement
system, ineligible for temporary employment under section 7522.56 of the
California Government Code, which was added as a part of the Pension Reform Act
of 2013. For the purposes of this statement a "retired annuitant" is a person
retired from the California Public Employees' Retirement System ( "CalPERS "). Any
retired annuitant proposed to provide work on behalf of the City must be eligible for
appointment under the Pension Reform Act of 2013, and any other applicable laws,
without any adverse financial impact to the City.
(Remainder of page intentionally left blank)
9 of 14 7 August 5, 2014 Item #1.5
IN WITNESS WHEREOF, the parties hereto have duly executed this
Agreement on the date first above written.
CITY OF POWAY
D &D SERVICES, INC.
Daniel Singer, City Manager William M. Gorman, President
Dated: Dated:
ATTEST:
Sheila R. Cobian, CIVIC, City Clerk
APPROVED AS TO FORM:
Morgan L. Foley, City Attorney
10 of 14 8 August 5, 2014 Item #1.5
"SPEC /AL PROVISIONS-
EXHIBIT "A"
A. Scope of Services.
Contractor shall provide all labor, materials, and equipment necessary
for dead animal reporting, pick up, removal and disposal services as required by
City, which shall include but not be limited to the following:
1. Calls For Service, Dispatching, And Record Keeping
a. Contractor shall maintain and provide a 24 -hour, seven (7) day per
week toll -free telephone number to accept calls from the City and
general public for pick up and removal of dead animals.
b. Contractor will provide to the City a 24 -hour, seven (7) day per
week emergency telephone number, listing supervising staff that
may be called upon to expedite removal of dead animals.
c. Contractor shall dispatch dead animal pick up requests on a seven
(7) day per week basis, including all holidays.
d. Contractor shall maintain a log of each call received which at a
minimum must contain the date, time, location, type of pick up,
animal license number (if applicable), reporting party, telephone
contact number of reporting party, confirmation that the reporting
party was called back to confirm the animal was removed, as well
as the Contractor's dispatching and pick up activity related to the
call for service. The Contractor shall submit these logs and reports
to the City on a monthly basis.
e. In cases where the dead animal was licensed, the Contractor will
return the tag to the San Diego County Department of Animal
Control shelter nearest to the City of Poway within 48 hours of
retrieval.
2. Pick Up Service
a. Contractor shall pick up and remove all dead animals and /or parts
thereof from public streets, parks, rights -of -way, and other public
property. Animals shall include, but not be limited to, all animals
whether wild or tame, including but not limited to: 1) All land
mammals; 2) All reptiles greater than three (3) pounds in weight;
and 3) All birds and fowl.
b. Contractor shall remove dead animals that constituted a road
hazard (road hazard shall be determined by the City) immediately
upon notification by the City. The standard "immediately" shall
mean removal within a four (4) hour period from notification of pick
up request from the City or the public.
11 of 14 9 August 5, 2014 Item #1.5
c. Contractor shall remove dead animals that do not constitute a road
hazard within twenty -four (24) hours of notification of pick up
request from the City or the public.
d. Any additional work required beyond that set forth in the scope of
work (Exhibit A, "Special Provision ") contained in the City's
Standard Agreement for Contract Services shall be mutually agreed
to by the City and the Contractor in writing, and shall be billed on
time and materials basis to the City.
3. Removal, Transportation, And Storage
a. Contractor shall maintain, at Contractor's own expense, sufficient
personnel, vehicles, and equipment to provide dead animal pick up,
removal, and disposal service to the City.
b. Contractor shall provide photos and information on vehicles used
for services.
c. Vehicles used by Contractor to transport dead animals shall be
equipped with a watertight body or watertight tank within which
dead animals may be transported or conveyed. Any dead animal
therein shall be covered with container lid, tarpaulin or other
appropriate coverage to prevent discharge, spillage, excessive odor,
or sighting of carcass from transporting vehicle.
d. Transporting vehicles shall be cleaned and disinfected on a regular
basis.
e. Contractor shall provide interim storage of dead animals in
conformance with all federal, state, and local laws and health and
sanitation practices.
f. Contractor shall comply with all local and state laws pertaining to
vehicles and traffic and the contractor's responsibility for
obedience of traffic regulations pursuant to Poway Municipal Code
(PMC) Chapter 10 — Vehicles and Traffic.
4. Disposal
a. Contractor shall dispose of all dead animals in conformity with
applicable federal, state, and local laws including PMC Chapter
6.16.
b. Disposal of dead animals retrieved by the Contractor is the total
responsibility of the Contractor.
5. Dead Animal Removal on Private Property
Contractor shall make available to members of the general public the
removal of dead animals from private property located within the City
limits, the cost of which is the responsibility of the property owner, not
the City. The City assumes no liability or responsibility for the cost of
dead animal removal on private property. Contractor will charge private
property owners, on a per occurrence basis, a unit price of Forty -Five
($45) to Eighty -Five ($85) dollars for animals weighing less than 250
pounds, and One - Hundred Twenty Five ($125) to Two - Hundred Fifty
12 of 14 10 August 5, 2014 Item #1.5
($250) for animals weighing between 250 pounds and 1,500 pounds.
All services provided by Contractor under this Agreement shall be performed
in accordance with all applicable federal, state and city regulations and ordinances.
B. Compensation and Reimbursement.
City shall pay Contractor a flat monthly fee of Two - Thousand, One -
Hundred Twenty Dollars ($2,120). Contractor's fee shall include and Contractor
shall be responsible for the payment of all federal, state and local taxes of any kind
which are attributable to the compensation received.
C. Term of Agreement.
This Agreement shall be effective from the period commencing August
15, 2014 and ending August 15, 2017, unless sooner terminated by City as
provided in the section of this Agreement entitled "Termination." This Agreement
may be extended two times for periods of one -year each upon approval of the City
Manager and Contractor. Upon expiration or termination of this Agreement,
Contractor shall return to City any and all equipment, documents or materials and
all copies made thereof which Contractor received from City or produced for City
for the purposes of this Agreement.
D. Contractor's Insurance.
1. Coverages:
Contractor shall obtain and maintain during the life of this
Agreement all of the following insurance coverages:
(a) Comprehensive General Liability, including premises -
operations, products /completed, broad form property damage, and blanket
contractual liability with the following coverages: General Liability $1,000,000
Bodily Injury and Property Damage combined each occurrence and $2,000,000
aggregate.
(b) Automobile Liability, including owned, hired, and non -
owned vehicles: $1,000,000 combined single limit.
(c) Contractor shall obtain and maintain, during the life of the
Agreement, a policy of Professional Errors and Omissions Liability Insurance with
policy limits of not less than $1,000,000 combined single limits, per claim and
annual aggregate.
(d) Workers' Compensation insurance in statutory amount.
All of the endorsements which are required above shall be obtained for the policy
of Workers' Compensation insurance.
13 of 14 11 August 5, 2014 Item #1.5
2. Endorsements:
Endorsements shall be obtained so that each policy contains the
following three provisions:
(a) Additional Insured. (Not required for Professional Errors
and Omissions Liability Insurance or Workers' Compensation.)
"City of Poway and its elected and appointed boards, officers,
agents, and employees are additional insureds with respect to this subject project
and contract with City."
(b) Notice.
"Said policy shall not terminate, nor shall it be canceled, until
thirty (30) days after written notice is given to City."
(c) Primary Coverage.
"The policy provides primary coverage to City and its elected
and appointed boards, officers, agents, and employees. It is not secondary or in
any way subordinate to any other insurance or coverage maintained by City."
3. Insurance Certificates:
Contractor shall provide City certificates of insurance showing the
insurance coverages described in the paragraphs above, in a form and content
approved by City, prior to beginning work under this Agreement.
E. Notices.
All notices, billings and payments hereunder shall be in writing and
sent to the following addresses:
To Development Services: City of Poway
13325 Civic Center Drive
Poway, CA 92064
Attn: City Planner
To Contractor: D & D Services Inc.
4105 Bandini Blvd.
Vernon, CA 90058
Attn: William M. Gorman
14 of 14 12 August 5, 2014 Item #1.5