Professional Services Agreement with McCampbell Analytical, Inc. for Meridian Water Division UCMR3 Sampling ProjectAGREEMENT FOR PROFESSIONAL SERVICES
MERIDIAN WATER DIVISION UCMR3 SAMPLING
PROJECT NUMBER 10470
THIS AGREEMENT FOR PROFESSIONAL SERVICES is made this 20th day of
February, 2014, and entered into by and between the City of Meridian, a municipal
corporation organized under the laws of the State of Idaho, hereinafter referred to as
"CITY", 33 East Broadway Avenue, Meridian, Idaho 83642, and McCampbell
Analytical, Inc., hereinafter referred to as "CONSULTANT", whose business address is
1534 Willow Pass Road, Pittsburg, CA 94565.
INTRODUCTION
Whereas, the City has a need for services involving MERIDIAN WATER
DIVISION UCMR3 SAMPLING and
WHEREAS, the Consultant is specially trained, experienced and
competent to perform and has agreed to provide such services;
NOW, THEREFORE, in consideration of the mutual promises, covenants,
terms and conditions hereinafter contained, the parties agree as follows:
TERMS AND CONDITIONS
Scope of Services:
1.1 CONSULTANT shall perform and furnish to the City upon execution of this
Agreement and receipt of the City's written notice to proceed, all services, and
comply in all respects, as specified in the document titled "Scope of Services" a
copy of which is attached hereto as Attachment "A" and incorporated herein by
this reference, together with any amendments that may be agreed to in writing by
the parties.
1.2 All documents, drawings and written work product prepared or produced
by the Consultant under this Agreement, including without limitation electronic
data files, are the property of the Consultant; provided ,however, the City shall
have the right to reproduce, publish and use all such work, or any part thereof, in
any manner and for any purposes whatsoever and to authorize others to do so.
If any such work is copyrightable, the Consultant may copyright the same, except
that, as to any work which is copyrighted by the Consultant, the City reserves a
royalty-free, non-exclusive, and irrevocable license to reproduce, publish and use
such work, or any part thereof, and to authorize others to do so.
MERIDIAN WATER UCMR3 SAMPLING Page 1 of 13
Project No. 10470
i.3 The Consultant shall provide services and work under this Agreement
consistent with the requirements and standards established by applicable
federal, state and city laws, ordinances, regulations and resolutions. The
Consultant represents and warrants that it will perform its work in accordance
with generally accepted industry standards and practices for the profession or
professions that are used in performance of this Agreement and that are in effect
at the time of performance of this Agreement. Except for that representation and
any representations made or contained in any proposal submitted by the
Consultant and any reports or opinions prepared or issued as part of the work
performed by the Consultant under this Agreement, Consultant makes no other
warranties, either express or implied, as part of this Agreement.
1.4 Services and work provide by the consultant at the City's request under
this Agreement will be performed in a timely manner in accordance with a
Schedule of Work, which the parties hereto shall agree to. The Schedule of
Work may be revised from time to time upon mutual written consent of the
parties.
2. Consideration
2.1 The Consultant shall be compensated on a Not to Exceed basis as
provided in Attachment B "Payment Schedule" attached hereto and by reference
made a part hereof for the Not-to-Exceed amount of $23,436.00
2.2 The Consultant shall provide the City with a monthly statement, as
services warrant, of fees earned and costs incurred for services provided during
the billing period, which the City will pay within 30 days of receipt of a correct
invoice and approval by the City. The City will not withhold any Federal or State
income taxes or Social Security Tax from any payment made by City to
Consultant under the terms and conditions of this Agreement. Payment of all
taxes and other assessments on such sums is the sole responsibility of
Consultant.
2.3 Except as expressly provided in this Agreement, Consultant shalt not be
entitled to receive from the City any additional consideration, compensation,
salary, wages, or other type of remuneration for services rendered under this
Agreement., including but not limited to, meals, lodging, transportation,
drawings, renderings or mockups. Specifically, Consultant shall not be entitled
by virtue of this Agreement to consideration in the form of overtime, health
insurance benefits, retirement benefits, paid holidays or other paid leaves of
absence of any type or kind whatsoever.
3. Time of Performance:
This agreement shall become effective upon execution by both parties, and shall
expire upon completion of the agreed upon services, or unless sooner terminated
as provided below or unless some other method or time of termination is listed in
MERIDIAN WATER UCMR3 SAMPLING Page 2 of 13
Project No. 10470
Attachment A. This Agreement shall terminate automatically on the occurrence
of (a) bankruptcy or insolvency of either party, or (b) sale of Consultants
business.
4, Independent Contractor:
4.1 In all matters pertaining to this agreement, CONSULTANT shall be acting
as an independent contractor, and neither CONSULTANT nor any officer,
employee or agent of CONSULTANT will be deemed an employee of CITY.
Except as expressly provided in Attachment A, Consultant has no authority or
responsibility to exercise any rights or power vested in the City. The selection
and designation of the personnel of the CITY in the performance of this
agreement shall be made by the CITY.
4.2 Consultant shall determine the method, details and means of performing
the work and services to be provided by Consultant under this Agreement.
Consultant shall be responsible to City only far the requirements and results
specified in this Agreement and, except as expressly provided in this Agreement,
shall not be subjected to City's control with respect to the physical action or
activities of Consultant in fulfillment of this Agreement.
Indemnification and Insurance:
CONSULTANT shall indemnify and save and hold harmless CITY from and for
any and all losses, claims, actions, judgments for damages, or injury to persons
or property and losses and expenses and other costs including litigation costs
and attorney's fees, arising out of, resulting from, or in connection with the
performance of this Agreement by the CONSULTANT, its servants, agents,
officers, employees, guests, and business invitees, and not caused by or arising
out of the tortuous conduct of CITY or its employees. CONSULTANT shall
maintain, and specifically agrees that it will maintain, throughout the term of this
Agreement, liability insurance, in which the CITY shall be named an additional
insured in the minimum amounts as follow: General Liability One Million Dollars
($1,000,000) per incident or occurrence, Professional Liability / Professional
errors and omissions One Million Dollars {$1,000,000) aggregate, Automobile
Liability Insurance One Million Dollars ($1,000,000) per incident or occurrence
and Workers' Compensation Insurance , in the statutory limits as required by
law.. The limits of insurance shall not be deemed a limitation of the covenants to
indemnify and save and hold harmless CITY; and if CITY becomes liable for an
amount in excess of the insurance limits, herein provided, CONSULTANT
covenants and agrees to indemnify and save and hold harmless CITY from and
for all such losses, claims, actions, or judgments for damages or injury to
persons or property and other costs, including litigation costs and attorneys' fees,
arising out of, resulting from or in connection with the performance of this
Agreement by the Consultant or Consultant's officers, employs, agents,
representatives or subcontractors and resulting in or attributable to personal
injury, death, or damage or destruction to tangible or intangible property,
MERIDIAN WATER UCMR3 SAMPLING Page 3 of 13
Project No. 10470
including use of. CONSULTANT shall provide CITY with a Certificate of
Insurance, or other proof of insurance evidencing CONSULTANT'S compliance
with the requirements of this paragraph and file such proof of insurance with the
CITY at least ten (10) days prior to the date Consultant begins performance of its
obligations under this Agreement. In the event the insurance minimums are
changed, CONSULTANT shall immediately submit proof of compliance with the
changed limits. Evidence of all insurance shall be submitted to the City
Purchasing Agent with a copy to Meridian City Accounting, 33 East Broadway
Avenue, Meridian, Idaho 83642.
6. Notices: Any and all notices required to be given by either of the parties here#o,
unless otherwise stated in this agreement, shall be in writing and be deemed
communicated when mailed in the United States mail, certified, return receipt
requested, addressed as follows:
CITY
City of Meridian
Purchasing Manager
33 E Broadway Ave
Meridian, ID 83642
208-888-4433
Email:
kwattsmeridlancity.orq
CONSULTANT
McCampbell Analytical, Inc.
Attn: Melissa Valles
1534 Willow Pass Road
Pittsburg, CA 94565
Phone: (925} 252-9262
Email: Melissa' mccam bell.com
Either party may change their address for the purpose of this paragraph by giving
written notice of such change to the other in the manner herein provided.
7, Attorney Fees: Should any litigation be commenced between the parties hereto
concerning this Agreement, the prevailing party shat! be entitled, in addition to
any other relief as may be granted, to court costs and reasonable attorneys' fees
as determined by a Court of competent jurisdiction. This provision shall be
deemed to be a separate contract between the parties and shall survive any
default, termination or forfeiture of this Agreement.
8. Time is of the Essence: The parties hereto acknowledge and agree that time is
strictly of the essence with respect to each and every term, condition and
provision hereof, and that the failure to timely perform any of the obligations
hereunder shall constitute a breach of, and a default under, this Agreement by
the party so failing to perform.
9. Assignment: It is expressly agreed and understood by the parties hereto, that
CONSULTANT shall not have the right to assign, transfer, hypothecate or sell
any of its rights under this Agreement except upon the prior express written
consent of CITY.
MERIDIAN WATER UCMR3 SAMPLING Page 4 of 13
Project No. 10470
10. Discrimination Prohibited: In performing the Services required herein,
CONSULTANT shall not unlawfully discriminate in violation of any federal, state
or local law, rule or regulation against any person on the basis of race, color,
religion, sex, national origin or ancestry, age or disability.
11. Reports and Information:
11.1 At such times and in such forms as the CITY may require, there shall be
furnished to the CITY such statements, records, reports, data and information as
the CITY may request pertaining to matters covered by this Agreement.
11.2 Consultant shall maintain all writings, documents and records prepared or
compiled in connection with the performance of this Agreement for a minimum of
four (4) years from the termination or completion of this or Agreement. This
includes any handwriting, typewriting, printing, photo static, photographic and
every other means of recording upon any tangible thing, any form of
communication or representation including letters, words, pictures, sounds or
symbols or any combination thereof.
12. Audits and Inspections: At any time during normal business hours and as
often as the CITY may deem necessary, there shall be made available to the
CITY for examination all of CONSULTANT'S records with respect to all matters
covered by this Agreement. CONSULTANT shall permit the CITY to audit,
examine, and make excerpts or transcripts from such records, and to make
audits of all contracts, invoices, materials, payrolls, records of personnel,
conditions of employment and other data relating to all matters covered by this
Agreement.
13. Publication, Reproduction and Use of Material: No material produced in
whole or in part under this Agreement shall be subject to copyright in the United
States or in any other country. The CITY shall have unrestricted authority to
publish, disclose and otherwise use, in whole or in part, any reports, data or other
materials prepared under this Agreement.
14. Compliance with Laws: In performing the scope of services required
hereunder, CONSULTANT shall comply with all applicable laws, ordinances, and
codes of Federal, State, and local governments.
15. Changes: The CITY may, from time to time, request changes in the Scope of
Services to be performed hereunder. Such changes, including any increase or
decrease in the amount of CONSULTANT'S compensation, which are mutually
agreed upon by and between the CITY and CONSULTANT, shall be
incorporated in written amendments to this Agreement.
16. Termination: If, through any cause, CONSULTANT, its officers, employees, or
agents fails to fulfill in a timely and proper manner its obligations under this
Agreement, violates any of the covenants, agreements, or stipulations of this
MERIDIAN WATER UCMR3 SAMPLING Page 5 of 13
Project No. 10470
Agreement, falsifies any record or document required to be prepared under this
agreement, engages in fraud, dishonesty, or any other act of misconduct in the
performance of this contract, or if the City Council determines that termination of
this Agreement is in the best interest of CITY, the CITY shall thereupon have the
right to terminate this Agreement, in part or in its entirety, by giving written notice
to CONSULTANT of such termination and specifying the effective date thereof at
least fifteen (15) days before the effective date of such termination.
CONSULTANT may terminate this agreement at any time by giving at least sixty
(60) days notice to CITY.
In the event of any termination of this Agreement, all finished or unfinished
documents, data, and reports prepared by CONSULTANT under this Agreement
shall, at the option of the CITY, become its property, and CONSULTANT shall be
entitled to receive just and equitable compensation for any work satisfactorily
complete hereunder.
Notwithstanding the above, CONSULTANT shall not be relieved of liability to the
CITY for damages sustained by the CITY by virtue of any breach of this
Agreement by CONSULTANT, and the CITY may withhold any payments to
CONSULTANT for the purposes of set-off until such time as the exact amount of
damages due the CITY from CONSULTANT is determined. This provision shall
survive the terrninatian of this agreement and shall not relieve CONSULTANT of
its liability to the CITY for damages.
17. Construction and Severability: If any part of this Agreement is held to be
invalid or unenforceable, such holding will not affect the validity or enforceability
of any other part of this Agreement so long as the remainder of the Agreement is
reasonably capable of completion.
18. Advice of Attorney: Each party warrants and represents that in executing this
Agreement. It has received independent legal advice from its attorney's or the
opportunity to seek such advice.
19. Entire Agreement: This Agreement contains the entire agreement of the parties
and supersedes any and all other agreements or understandings, oral of written,
whether previous to the execution hereof or contemporaneous herewith.
20. Public Records Act: Pursuant to Idaho Code Section 9-335, et seq.,
information or documents received from the Contractor may be open to public
inspection and copying unless exempt from disclosure. The Contractor shall
clearly designate individual documents as "exempt" on each page of such
documents and shall indicate the basis for such exemption. The CITY will not
accept the marking of an entire document as exempt. In addition, the CITY will
not accept a legend or statement on one (1) page that all, or substantially all, of
the document is exempt from disclosure. The Contractor shall indemnify and
defend the CITY against all liability, claims, damages, losses, expenses, actions,
attorney fees and suits whatsoever for honoring such a designation or for the
MERIDIAN WATER UGMR3 SAMPLING Page 6 of 13
Project No. 10470
Gatrctar` failure to designate individual dacunts as exrr~t. T't~
Catractor"s failure to designate as exempt any document ar partian of
dacument that is released y ti~€e CITY shall constitute comp[ei aiuer t any
and all vials far damages caused y any such release.
Conideiafity: Cansuliant understands and cno~lege that all tests ar~d
results~onfldntia.! lfarrnatian) are Intended sa4ely far the City. Cansltant
agrees to held eli anfidential infar~rtafiian on confidence and will net dl~los the
canfidentll ir~farmtian to any rsan ar entity tithaut the express prier written
consent of City.
. A lfca~ale Lair: This Agreement shah e governed y and construed and
enfarcd !n accordance with the laws a# the Ctte of ldo~ and the rdinances of
the City ofi fvteridin.
Dated~_._~~ ! ~ i ~l
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t~epa~tE ia~r~vaT - -...._~
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Er~IL?!AN WAT'r~ CP~i3 SAPLthi ~~q~ 7 0' t3
i'roi~ct No, '104Tp
Attachment A
SCOPE OF WORK
Unregulated Contaminant Monitoring Rule III (UCMR3)
2014 SAMPLING CONTRACT SOLICITATION
SCOPE OF WORK
The successful bidder shall be required to provide all labor, materials, testing equipment, facility, insurance,
transportation and permits necessary to perform drinking water laboratory analysis and federal reporting
services of the City's drinking water in strict accordance the Third Federal Unregulated Contaminant
Monitoring Rule, for the City of Meridian Water Division in Meridian Idaho; PWSID # ID4010097.
The Contractor shall be required to provide sample containers in the size and quantity as specified by the
United States Environmental Protection Agency (EPA) methods to the City per sampling schedule and
sampling locations referenced in Table 2. The Contractor shall be required to provide return shipping
containers and postage. Contractor shall analyze the drinking water samples for the contaminants listed in
List Nos. 1 and 2 of the UCMR3 using the methods specified by the EPA. Table 1 shows all List 1 and List 2
contaminants and the required analysis methods for each. Sample frequency shall consist of two sampling
occurrences, once in March and the second in September 2014. Assessment Monitoring will be conducted at
both; Entry Paints to the Distribution System (EPDS} and EPDS system representative sites. Screening Survey
samples will be taken only at EPDS system representative sites. The Contractor's starting date will be
established upon receipt of the City's Notice-to-Proceed. The contractor shall be required to report
compliance results to the EPA to be uploaded to the Central Data Exchange (CDE) and linked to the City's
Public Water System number within 14 business days of receiving results. A hard copy of sampling results will
also be provided to the City of Meridian for record retention.
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UCMR 3 CONTAMINANTS AND CORRESPONDING ANALYTICAL METHODS
Assessment Monitoring (List 1 Contaminants)
Table 1
Contaminant CAS Registry
Numbed Minimum
Reporting
level Sampling
Pofits2
Analytical Methods
Seven Valatile Organic Campaunds EPTDS EPA 524.3
1,2,3-trichloropropane 96-18-4 0.03 µg/L
1,3-butadiene 106-99-0 0.1 µg/L
chloromethane (methyl chloride} 74-87-3 0.2 µg/L
1,1-dichloroethane 75-34-3 0.03 µg/L
bramomethane (methyl bromide} 74-83-9 0.2 µg/L
chlaradifluoramethane (HCFC-22} 75-45-6 0.08 µg/L
bromochloromethane (haian 1011} 74-97-5 0.06 µgjL
One Synthetic Organic Compounds EPTDS EPA 522
1,4-dioxane 123-91-1 0.07 µg/L
Six Metals
EPTDS &
DSMRT EPA 200.8 Rev 5.4, ASTM
D5673-10, Standard
Methods 3125 (1997}
(excluding chromium-6)
vanadium 7440-62-2 0.2 µgiL
molybdenum 7439-98-7 1µg/L
cobalt 7440-48-4 1µg/L
strontium ~ 7440-24-6 0.3 µg/L
chromium3 N/A4 0.2 µgjL
chromium-6 18540-29-9 0,03 µg/L EPA 218.7
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Page 9 of 13
One Oxyhalide Anion EPTD5 &
D5 RT EPA 300.1, ASTM D6581-
08, Standard Methods
4110D {1997)
ehlorate 14866-68-3 20µg/L
Six Perfluorinated Compounds EPTDS EPA 53T Rev 1.1
perfluarooctanesulfonic acid {PFOS) 1753-23-1 0.04 µg/L
perfluorooctanoic acid {PFt7A) 335-67-1 0,02 µg/L
perfluorononanoic acid {PFNA) 375-95-1 0.02 µg/L
perfiuorohexanesulfonicadd (PFHxS) 355-46-4 0.03 µg/L
perfluoroheptanoic acid {PFHpA) 375-SS-9 0.01 µg/L
perfiuorobutanesulfonic aeid {PFBS) 375-73-5 0,09 µg/L
Screening Survey (List 2 Contaminants]
CAS Registry Minimum Sampling
Contaminant Reporting Analytical Methods
Numberl Level Points2
Seven Hormones EPTD5 EPA 539
17-R-estradioi 50-28-2 0.0004 µg/L
17-a-ethynylestradiol {ethinyl
57-63-6
0.0009 µg/L
estradiol)
16-a-hydroxyestradiol {estriol) 50-27-1 0.0008 µg/L
equilin 474-86-2 0.004 µg/L
estrone 53-16-7 0.002 µg/L
testosterone 58-22-0 0.0001 µg/L
4-androstene-3,17-dione 63-05-8 0.0003 µg/L
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Table 2
Sample Sample
Facility Facility Water Point Point
ID Facility Name Type Type li:l Sample Point Name Type SE1 Sf2
Mar- 5ep-
6705 Distribution System DS GW MR001 DSMRT for Well #9 TP MR 14 14
DSMRT for Well #11 Mar- Sep-
6705 Distribution System DS GW MR002 TP MR 14 14
DSMRT for Well #12 Mar- 5ep-
6705 Distributian System DS GW MR003 TP MR 14 14
DSMRT for Well #14 Mar- 5ep-
6705 Distribution System OS GW MR004 TP MR 14 14
DSMRT for Well #15 Mar- Sep-
6705 Distribution System DS GW MR005 TP MR 14 14
DSMRT for Well #10b Mar- 5ep-
6705 Distribution System DS GW MR006 TP MR 14 14
DSMRT for Weli #17 Mar- Sep-
6705 Distribution System DS GW MR007 TP MR 14 14
D5MRT for Well #18 Mar- Sep-
6705 Distribution System OS GW MR008 TP MR 14 14
OSMRTfor Weil #19 Mar- 5ep-
6705 Distribution System DS GW MR009 TP MR 14 14
DSMRT for Weil #20 Mar- 5ep-
6705 Distribution System DS GW MR010 TP MR 14 14
DSMRT for Wel! #21 Mar- Sep-
6705 Distribution System DS GW MROll TP MR 14 14
DSMRT for Well #22 Mar- Sep-
6705 Distribution System DS GW MR012 TP MR 14 14
DSMRT for Weil #24 Mar- Sep-
6705 Distribution System DS GW MR013 TP MR 14 14
DSMRT for Well #25 Mar- Sep-
6705 Distribution System DS GW MR014 TP MR 14 14
DSMRT for Well #ZOB Mar- Sep-
6705 Distributian System DS GW MR015 TP MR 14 14
D5MRT for Well #26 Mar- Sep-
6705 Distribution System DS GW MR016 TP MR 14 14
Mar- Sep-
6705 Distribution System DS GW MR018 DSMRT for Well #28 MR 14 14
Mar- Sep-
6705 Distribution System DS GW MR027 DSMRT far Well #27 MR 14 14
Mar- Sep-
11141 Well #9 Treatment Pint TP GW EP001 Well #9 TP EPTDS EP 14 14
Mar- Sep-
11143 Weli #11 Treatment Plant TP GW EP001 Well #11 TP EPTDS EP 14 14
Mar- Sep-
11144 Well #12 Treatment Plant TP GW EP001 Well #12 TP EPTDS EP 14 14
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Mar- Sep-
11145 Well #14 Treatment Plant TP GW EP001 We11 #14 TP EPTDS EP 14 14
Mar- Sep-
11146 Well #15 Treatment Plant TP GW EP001 Well #15 TP EPTDS EP 14 14
Well #10b Treatment Mar- Sep-
11147 Plant TP GW EP001 Well #10b TP EPTDS EP 14 14
Mar- Sep-
11148 Well #17 Treatment Plant TP GW EP001 Wel! #17 TP EPTDS EP 14 14
Mar- Sep-
11149 Well #18 Treatment Plant TP GW EP001 Well #18 TP EPTDS EP 14 14
Mar- Sep-
11150 Well #19 Treatment Plant TP GW EP001 Well #19 TP EPTDS EP 14 14
Mar- Sep-
11151 Well #20 Treatment Plant TP GW EP001 Welf #20 TP EPTDS EP 14 14
Mar- Sep-
11152 Well #21 Treatment Plant TP GW EP001 Well #21 TP EPT05 EP 14 14
Mar- Sep-
11153 Well #22 Treatment Plant TP GW EP001 Well #22 TP EPTDS EP 14 14
Mar- Sep-
11155 Well #24 Treatment Plant TP GW EP001 Well #24 TP EPTDS EP 14 14
Mar- Sep-
11215 Well #25 Treatment Plant TP GW EP001 Well #25 TP EPTDS EP 14 14
Well #208 Treatment Mar- Sep-
11666 Plant TP GW EPD01 Well #206 TP EPTDS EP 14 14
Mar- Sep-
52247 Weli #27 Treatment Plant TP GW EP001 Well #27 TP EPTDS EP 14 14
Mar- Sep-
53584 Well #28 Treatment Plant TP GW EP001 Well #28 TP EPTDS EP 14 14
Mar- Sep-
90001 Well #26 Treatment Plant TP GW EP001 Well #26 TP EPTDS EP 24 14
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Attachment B
MILESTONE /PAYMENT SCHEDULE
A. Total and complete compensation for this Agreement shall not exceed
$23,436.00.
Travel expenses, if applicable, will be paid at no more than the City of Meridian's Travel
and Expense Reimbursement Policy.
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