meeting of the capital improvement projects … · staff recommendation: the capital improvement...

MEETING OF THE CAPITAL IMPROVEMENT PROJECTS COMMITTEE

WATER REPLENISHMENT DISTRICT OF SOUTHERN CALIFORNIA4040 PARAMOUNT BLVD., LAKEWOOD, CA 90712

11:00 AM, THURSDAY, JULY 9, 2020

AGENDA

SPECIAL NOTICE REGARDING PUBLIC PARTICIPATION AT MEETINGS OF THE WATER REPLENISHMENT DISTRICT OF SOUTHERN CALIFORNIA (WRD)

The President of the United States and the Governor of California have both declared a State of Emergency as a result of the threat of the novel coronavirus COVID-19. The Governor issued Executive Order N-33-20 which orders all individuals to stay at home, and also Orders N-25-20 and N-29-20 which direct Californians to cancel all large gatherings and allows for teleconferencing of public meetings. Additionally, the County of Los Angeles Department of Public Health issued a Safer At Home Order on April 10, 2020 prohibiting public gatherings or events of any size, and on May 13, 2020 extended the order indefinitely.

To that end, no members of the public will be allowed to attend in-person meetings, including this meeting. Instead, members of the public may teleconference by calling toll free (800) 309-2350 and pressing 9215521# for the Conference ID. You will be able to listen to the meeting, but in order to speak and provide Public Comment, you will need to press Star 5 (*5) on your phone at which time you will be placed in the queue for the eventual opportunity to be un-muted and speak. Consistent with Section 6.2 of the District Administrative Code, speakers will be limited to three minutes. You may also provide your public comments via email to [email protected] up to one hour before the meeting is scheduled to begin.

Each item on the agenda, no matter how described, shall be deemed to include any appropriate motion, whether to adopt a minute motion, resolution, payment of any bill, approval of any matter or action, or any other action. Items listed as "For information” or "For discussion" may also be the subject of an "action" taken by the Board or a Committee at the same meeting.

1. DETERMINATION OF A QUORUM

2. PUBLIC COMMENTPursuant to Government Code Section 54954.3To make a Public Comment, press Star (*5) on your phone to be recognized, and when un-muted please announce your name and affiliation. All comments are limited to three minutes consistent with the provisions of the District Administrative Code.

3. APPROVE THE MINUTES OF MAY 14, 2020Staff Recommendation: The Capital Improvement Projects Committee approves the minutes as submitted.

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mailto:[email protected]

4. ADOPT RESOLUTION 20-1125 AUTHORIZING THE USE OF IN-SITU PRODUCTS FOR GROUNDWATER MONITORING AND SAMPLING CONDUCTED BY THE DISTRICTStaff Recommendation: The Capital Improvement Projects Committee recommends the Board of Directors adopt Resolution 20-1125 authorizing the use of In-Situ products for monitoring and sampling conducted by the District, subject to approval as to form by District Counsel.

5. AWARD OF CONTRACTS FOR TWO NESTED GROUNDWATER MONITORING WELLS IN SUPPORT OF WRD’S REGIONAL GROUNDWATER MONITORING PROGRAMStaff Recommendation: The Capital Improvement Projects Committee recommends that the Board of Directors approve the following:

(1) Execute an agreement, subject to approval as to form by District Counsel, with the United States Geological Survey for two deep specialized groundwater monitoring wells (including contingency) for an amount not to exceed $1,830,000 (rounded).

(2) Approve the purchase of groundwater monitoring equipment for In-Situ, Inc. (including contingency) for an amount not to exceed $35,000 (rounded).

(3) Direct staff to file a Notice of Exemption for the new groundwater monitoring wells under CEQA.

Costs for this project have already been allocated and appropriated in the Capital Improvement Program (CIP) budget using funds available from the 2018 Bond and will be charged to Project 0110000 in fiscal year 2020-21.

6. HACH COMPANY SERVICE CONTRACT RENEWALStaff Recommendation: The Capital Improvement Projects Committee recommends that the Board of Directors approve renewal of a one-year service contract, subject to approval as to form by District Counsel, with Hach Company for a total amount not-to-exceed $40,000 with a term that ends on July 16, 2021.

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7. AWARD OF PROFESSIONAL SERVICES AGREEMENT WITH KEH GROUP, INC. FOR AS-NEEDED OPERATIONS SUPPORT SERVICES FOR THE ALBERT ROBLES CENTER (ARC) ADVANCED WATER TREATMENT FACILITY (AWTF)Staff Recommendation: The Capital Improvement Projects Committee recommends the Board of Directors enter into a Professional Services Agreement, subject to approval as to form by District Counsel, with KEH Group, Inc. for as needed operations support services for the Albert Robles Center (ARC) Advanced Water Treatment Facility (AWTF) for an amount not to exceed $30,720 with a term that ends on December 31, 2020

8. DEPARTMENT REPORTStaff Recommendation: For discussion and possible action.

9. DIRECTORS' REPORTS, INQUIRIES AND FOLLOW-UP OF DIRECTIONS TO STAFF

10. ADJOURNMENTThe Committee will adjourn to its next meeting currently scheduled for July 23, 2020 at 11:00 AM.

In compliance with the Americans with Disabilities Act (ADA), if special assistance is needed to participate in the meeting, please contact Deputy Secretary at (562) 921-5521 for assistance to enable the District to make reasonable accommodations.

All public records relating to an agenda item on this agenda are available for public inspection at the time the record is distributed to all, or a majority of all, members of the Board. Such records shall be available at the District office located at 4040 Paramount Boulevard, Lakewood, California 90712.

Agendas are available at the District’s website, www.wrd.org.

EXHAUSTION OF ADMINISTRATIVE REMEDIES – If you challenge a District action in court, you may be limited to raising only those issues you or someone else raised at the public hearing described in this notice, or in written correspondence delivered to the Deputy Secretary at, or prior to, the public hearing. Any written correspondence delivered to the District office before the District’s final action on a matter will become a part of the administrative record.

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http://www.wrd.org/

MEMORANDUMITEM NO. 3

DATE: JULY 9, 2020

TO: CAPITAL IMPROVEMENT PROJECTS COMMITTEE

FROM: ROBB WHITAKER, GENERAL MANAGER

SUBJECT: APPROVE THE MINUTES OF MAY 14, 2020

SUMMARYA meeting of the Capital Improvement Projects Committee of the Board of Directors of the Water Replenishment District of Southern California was held on May 14, 2020 at 11:05 AM in the Silverado Conference Room, 4040 Paramount Boulevard, Lakewood, California 90712. Committee Chair Robert Katherman called the meeting to order and presided thereafter.

FISCAL IMPACTNone

STAFF RECOMMENDATIONThe Capital Improvement Projects Committee approves the minutes as submitted.

Page 1 of 7Meeting Date: 7/9/2020 Item No. 3

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MINUTES OF MAY 14, 2020MEETING OF THE

CAPITAL IMPROVEMENT PROJECTS COMMITTEE OF THE BOARD OF DIRECTORS

WATER REPLENISHMENT DISTRICT OF SOUTHERN CALIFORNIA

A meeting of the Capital Improvement Projects Committee of the Board of Directors of the Water Replenishment District of Southern California was held on May 14, 2020 at 11:05 AM in the Silverado Conference Room, 4040 Paramount Boulevard, Lakewood, California 90712. Committee Chair Robert Katherman called the meeting to order and presided thereafter.

1. DETERMINATION OF A QUORUM Committee: Committee Chair Robert Katherman; Director John D.S. Allen;

President Vera Robles-DeWitt; Director Sergio Calderon; Willard H. Murray Jr.

Staff: Ted Johnson; Robb Whitaker; Eric Owens; Rob Beste; Diane Gatza; Public:

2. PUBLIC COMMENT No public comments

3. APPROVE THE MINUTES OF APRIL 9, 2020

First: MurraySecond: AllenVote: DeWitt, Yes; Allen, Yes; Katherman, Yes; Calderon, Yes;

MurrayResult: The Capital Improvement Projects Committee approved the

minutes as submitted. Item 3 Passed 5-0Minutes were approved with the correction Director Murray being added to section one determination of a quorum.

Director Allen requested the addition of a Closed Session subsequent need item be added to the agenda.

Upon a motion duly made by President DeWitt and seconded by Director Allen, subsequent need item 16A was added to the agenda. Item Passed 5-0


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Chair Katherman opened the discussion on items 4, 5, and 6 before introducing Eric Owens, Manager of Engineering, who provided a brief overview. Discussion and comments followed.

4. AWARD OF PROFESSIONAL SERVICES AGREEMENT WITH BUTIER ENGINEERING FOR ON-CALL CONSTRUCTION MANAGEMENT SERVICESStaff Recommendation: The Capital Improvement Projects Committee recommends that the Board of Directors enter into a professional services agreement, subject to approval as to form by District Counsel, with Butier Engineering for on-call construction management services for an amount not to exceed $500,000.

5. AWARD OF PROFESSIONAL SERVICES AGREEMENT WITH AKM CONSULTING ENGINEERS FOR ON-CALL CONSTRUCTION MANAGEMENT SERVICESStaff Recommendation: The Capital Improvement Projects Committee recommends that the Board of Directors enter into a professional services agreement, subject to approval as to form by District Counsel, with AKM Consulting Engineers for on-call construction management services for an amount not to exceed $500,000.

6. AWARD OF PROFESSIONAL SERVICES AGREEMENT WITH MWH CONSTRUCTORS FOR ON-CALL CONSTRUCTION MANAGEMENT SERVICESStaff Recommendation: The Capital Improvement Projects Committee recommends that the Board of Directors enter into a professional services agreement, subject to approval as to form by District Counsel, with MWH Constructors for on-call construction management services for an amount not to exceed $500,000.

Agenda items 4 – 6 were taken in one vote at the request of Director Allen.

First: AllenSecond: MurrayVote: DeWitt, Yes; Allen, Yes; Katherman, Yes; Calderon, Yes;

MurrayResult: Item 4, 5, and 6 Passed 5-0

These items will be regular items on the Board of Directors meeting agenda.


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Chair Katherman called items 7 through 11 concurrently and opened the items for discussion before introducing Mr. Owens to provide a brief overview. Discussion followed.

7. AWARD OF PROFESSIONAL SERVICES AGREEMENT WITH MKN & ASSOCIATES FOR ON-CALL ENGINEERING SERVICESStaff Recommendation: The Capital Improvement Projects Committee recommends that the Board of Directors enter into a professional services agreement, subject to approval as to form by District Counsel, with MKN & Associates for on-call engineering services for an amount not to exceed $600,000.

8. AWARD OF PROFESSIONAL SERVICES AGREEMENT WITH AKM CONSULTING ENGINEERS FOR ON-CALL ENGINEERING SERVICESStaff Recommendation: The Capital Improvement Projects Committee recommends that the Board of Directors enter into a professional services agreement, subject to approval as to form by District Counsel, with AKM Consulting Engineers for on-call engineering services for an amount not to exceed $600,000.

9. AWARD OF PROFESSIONAL SERVICES AGREEMENT WITH TETRA TECH FOR ON-CALL ENGINEERING SERVICESStaff Recommendation: The Capital Improvement Projects Committee recommends that the Board of Directors enter into a professional services agreement, subject to approval as to form by District Counsel, with Tetra Tech for on-call engineering services for an amount not to exceed $600,000.

10. AWARD OF PROFESSIONAL SERVICES AGREEMENT WITH HAZEN AND SAWYER FOR ON-CALL ENGINEERING SERVICESStaff Recommendation: The Capital Improvement Projects Committee recommends that the Board of Directors enter into a professional services agreement, subject to approval as to form by District Counsel, with Hazen and Sawyer for on-call engineering services for an amount not to exceed $600,000.

11. AWARD OF PROFESSIONAL SERVICES AGREEMENT WITH JACOBS ENGINEERING GROUP FOR ON-CALL ENGINEERING SERVICESStaff Recommendation: The Capital Improvement Projects Committee recommends that the Board of Directors enter into a professional services agreement, subject to approval as to form by District Counsel, with Jacobs Engineering Group for on-call engineering services for an amount not to exceed $600,000.


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MurrayResult: Items 7, 8, 9, 10, and 11 Passed 5-0

These items will be regular items on the Board of Directors meeting agenda.

Chair Katherman opened item 12 before introducing Mr. Owens to provide a brief overview. Discussion followed.

12. AWARD OF GENERAL SERVICES AGREEMENTS FOR ON-CALL MECHANICAL MAINTENANCE SUPPORT SERVICESStaff Recommendation: The Capital Improvement Projects Committee recommends that the Board of Directors enter into general services agreements, subject to approval as to form by District Counsel, with J.R. Filanc Construction Company, Inc. and Jamison Engineering Contractors Inc. for on-call mechanical maintenance support services for an amount not to exceed $150,000 per firm for three (3) years.


MurrayResult: Items 12 Passed 5-0

This will be a regular item on the Board of Directors meeting agenda.


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Chair Katherman opened item 13 before introducing Mr. Owens to provide a brief overview. Discussion followed.

13. AWARD OF GENERAL SERVICES AGREEMENTS FOR ON-CALL INSTRUMENTATION AND ELECTRICAL MAINTENANCE SUPPORT SERVICESStaff Recommendation: The Capital Improvement Projects Committee recommends that the Board of Directors enter into general services agreements, subject to approval as to form by District Counsel, with Baker Electric, Inc. and Leed Electric Inc. for on-call instrumentation and electric maintenance support services for an amount not to exceed $150,000 per firm for three (3) years.

First: CalderonSecond: MurrayVote: DeWitt, Yes; Allen, Yes; Katherman, Yes; Calderon, Yes;

MurrayResult: Items 13 Passed 5-0

This will be a regular item on the Board of Directors meeting agenda.

14. REGIONAL BRACKISH WATER RECLAMATION PROGRAM UPDATEStaff Recommendation: For discussion and possible action.

Mr. Whitaker introduced Manager of Water Resources Diane Gatza to provide her update to the Committee on the Regional Brackish Water Reclamation Program. Questions and comments followed.

15. DEPARTMENT REPORTStaff Recommendation: For discussion and possible action.None

16. DIRECTORS' REPORTS, INQUIRIES AND FOLLOW-UP OF DIRECTIONS TO STAFF

President DeWitt asked that staff look into the New York Times article on the judge opposing a $44 million-dollar insurance arbitration of Phillips 66.

Director Calderon asked about the EPA article and Director Allen requested that an update on the EPA be brought to the next meeting of the whole. Discussion and comments followed.


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16A. SUBSEQUENT NEED ITEM - CLOSED SESSIONRecessed to closed session at 11:39 AM

CLOSED SESSION REPORTReconvened at 12:40 PM

No formal action taken.

17. ADJOURNMENTThere being no further business to come before the Committee, the meeting was adjourned at 12:40 PM.

_____________________________Chair

ATTEST:

___________________________Member

Approved in minutes of: ____________________


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DATE: JULY 9, 2020

TO: CAPITAL IMPROVEMENT PROJECTS (CIP) COMMITTEE


SUBJECT: ADOPT RESOLUTION 20-1125 AUTHORIZING THE USE OF IN-SITU PRODUCTS FOR GROUNDWATER MONITORING AND SAMPLING CONDUCTED BY THE DISTRICT

SUMMARYAs part of its larger information management plan, WRD has undergone several efforts to centralize the monitoring of various systems owned by the District. In an effort to further extend this overall centralization strategy, staff has identified groundwater monitoring activities as another area of opportunity for the District.

WRD collects continuous water level and water quality data using electronic data loggers manufactured by In-Situ. They are known for offering innovative, top-quality water monitoring equipment that are easy to use and have offered excellent technical support to our staff for nearly 20 years. Some uses for the data include evaluating water level trends (increase / decrease) throughout our service area, making the data available to our pumpers and others, calculating change in storage for both basins, and are reported annually in our Regional Groundwater Monitoring Report.

The resolution would standardize our data logging network for consistency and overall compatibility as we move towards a remote monitoring system consistent with other facility equipment capable of reporting data back to the District. In-Situ products would be more economical and efficient by (1) not requiring the integration of non-compatible systems from two different manufacturers, (2) stocking one set of replacement equipment and parts, and (3) operating and maintaining one uniform system for the District.

FISCAL IMPACTNone


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STAFF RECOMMENDATIONThe Capital Improvement Projects Committee recommends the Board of Directors adopt Resolution 20-1125 authorizing the use of In-Situ products for monitoring and sampling conducted by the District, subject to approval as to form by District Counsel.

Attachment: Resolution 20-1125


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RESOLUTION NO. 20-1125

RESOLUTION OF THE BOARD OF DIRECTORS OF THE WATER REPLENISHMENT DISTRICT OF SOUTHERN CALIFORNIA

AUTHORIZING THE USE OF IN-SITU PRODUCTS TO INTEGRATE AND MATCH EXISTING SYSTEMS INSTALLED BY THE DISTRICT

WHEREAS, in accordance with Water Code Section 60220 et seq., the Water Replenishment District of Southern California (“District”) may engage in any act necessary to replenish the groundwater, and to protect water quality; and

WHEREAS, the District desires to address current groundwater management issues through the development of solutions to more effectively and efficiently manage groundwater; and

WHEREAS, in order to efficiently monitor water levels and water quality both in the field and remotely within a centralized location, standardization is required; and

WHEREAS, the District has deployed hundreds of In-Situ data loggers in groundwater monitoring wells owned by and frequently sampled by the District; and

WHEREAS, in order to achieve its goal of efficient centralized management and monitoring, matching systems at remote locations is required; and

WHEREAS, Public Contract Code Section 10129(b)(2) permits a public agency to draft or cause to be drafted specifications for bid calling for a designated material, product, thing, or service by specifying a brand or trade name “in order to match other products in use on a particular public improvement either completed or in the course of completion;” and

WHEREAS, using In-Situ products would be more economical and efficient by (1) not requiring the integration of non-compatible systems from two different manufacturers, (2) stocking only one set of replacement equipment and parts, and (3) operating and maintaining only one uniform system; and

NOW, THEREFORE, THE BOARD OF DIRECTORS OF THE WATER REPLENISHMENT DISTRICT DOES HEREBY FIND AND RESOLVE AS FOLLOWS:

1. The District finds that the above recitals are true and correct and adopts the above recitals herein by this reference.

2. The Board of Directors hereby finds that because it will match existing equipment owned by the District, specifying In-Situ products, would benefit the District and render operation and maintenance of the District owned data loggers more economical and efficient.


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3. The Board of Directors authorizes the General Manager and/or his designee to identify In-Situ products in the specifications for bid for current and pending District Facilities projects and for groundwater monitoring and sampling activities conducted by the District.

[RECORD OF THE VOTE AND SIGNATURES ON THE FOLLOWING PAGE]


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PASSED, APPROVED AND ADOPTED THIS 16th day of July 2020 by the following vote:

AYES:NOES:ABSENT:ABSTAIN:

WATER REPLENISHMENT DISTRICT OF SOUTHERN CALIFORNIA

President, Board of Directors

ATTEST:

Secretary, Board of Directors

Approved as to form:

Leal, Trejo LLP, Attorneys for the Water Replenishment District of Southern California


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DATE: JULY 9, 2020



SUBJECT: AWARD OF CONTRACTS FOR TWO NESTED GROUNDWATER MONITORING WELLS IN SUPPORT OF WRD’S REGIONAL GROUNDWATER MONITORING PROGRAM.

SUMMARYWRD uses its network of groundwater monitoring wells to effectively manage groundwater conditions within its service area. The wells are used to monitor groundwater inflows, outflows, changes in water levels and storage, recycled water travel paths, and groundwater quality to protect the groundwater resources of the District. The development of the network has led to the creation of new and sophisticated tools to better understand, model, predict, and evaluate the groundwater conditions for which WRD is responsible.To improve the network and groundwater basin coverage, two planned monitoring wells are being proposed to fill an existing data gap in the Central Basin. The monitoring wells will be used to refine water level and water quality conditions, specifically downgradient of the Montebello Forebay. Data from these wells would be incorporated into the maps, charts, tables, models, and reports that WRD produces for the Central Basin and West Coast Basin (CBWCB).The monitoring wells will be of the “nested” type, meaning a deep borehole will be drilled, professionally logged by trained geoscientists and geophysicists, and well casings installed at various depths to tap the aquifers encountered beneath Paramount (well designated as Paramount 1) and Cerritos (well designated as Cerritos 3). Paramount 1 is planned for a parking area located within Progress Park or the Paramount Public Works Yard; both locations are near the intersection of Downey Avenue and Jefferson Street. Cerritos 3 is planned for a parking area located within Cerritos Park East (near the intersection of 166th Street and Carmenita Road). The planned drilling depth for both wells is approximately 2,100 feet.The United States Geological Survey (USGS) has drilled and installed WRD’s previous deep nested monitoring wells as part of their continued cooperation and involvement with the groundwater resources of each basin and is recommended to perform the work again for WRD. They have the unique skill set to construct the specialty type of wells that WRD utilizes (nested piezometers) to depths up to 3,000 feet or possibly more, and


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have used the same experienced drilling crew for drilling our wells over the past 25 years, and most recently installed deep nested wells for the Albert Robles Center (ARC) and to address groundwater requirements of the Sustainable Groundwater Management Act (SGMA). Using the USGS provides considerable consistency and knowledge and quality of drilling these types of wells in the CBWCB. The USGS also performs detailed scientific analysis of the well data using top level Ph.D. researchers who apply state of the art investigative and research methods to the water resources issues faced in this region. They draw on significant internal resources from multiple divisions, including their Water Resources Division, their Geologic Division, their Earthquake Hazards Program, and their Coastal and Marine Geology Group to extract the maximum amount of information from each well installation. Their costs have also been analyzed and determined to be reasonable, and there has never been a cost overrun for any of the wells that they have installed for WRD.

After the wells are drilled, they will require instrumentation so that water levels can be collected automatically on a regular basis instead of having WRD staff visit the wells too frequently. Currently, the District uses data loggers from In-Situ Inc and has made a considerable investment in their products to date. Their equipment works very well and their prices are very competitive with similar devices. Staff recommends using In-Situ data loggers at these new well locations for consistency and compatibility with the existing network installed by WRD.

Regarding the environmental documentation, the USGS is the lead agency for this project for the purposes of environmental compliance under the National Environmental Policy Act (NEPA). The USGS as lead agency has declared the drilling of these monitoring wells categorically exempt under NEPA. In addition, the project is also exempt under the California Environmental Quality Act (CEQA) pursuant to CEQA guidelines section 15306. However, as with the previous wells, Staff recommends that the Board direct Staff to file a Notice of Exemption (NOE) for these two wells under CEQA.

FISCAL IMPACTCosts for this project have already been allocated and appropriated in the Capital Improvement Program (CIP) budget using funds available from the 2018 Bond and will be charged to Project 0110000 in fiscal year 2020-21.The cost for the USGS to drill, install, develop, and perform data analysis and reporting of the wells is $1,664,000 plus $166,000 contingency for a total not to exceed cost of $1,830,000 (rounded). The cost for the In-Situ data loggers for the wells is $31,554.12 plus a 10% contingency for a total amount of $35,000 (rounded). The total project cost for drilling and equipment, with contingency, is estimated at $1,865,000 (rounded).


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STAFF RECOMMENDATIONThe Capital Improvement Projects Committee recommends that the Board of Directors approve the following:

(1) Execute an agreement, subject to approval as to form by District Counsel, with the United States Geological Survey for two deep specialized groundwater monitoring wells (including contingency) for an amount not to exceed $1,830,000 (rounded).

(2) Approve the purchase of groundwater monitoring equipment for In-Situ, Inc. (including contingency) for an amount not to exceed $35,000 (rounded).

(3) Direct staff to file a Notice of Exemption for the new groundwater monitoring wells under CEQA.

Costs for this project have already been allocated and appropriated in the Capital Improvement Program (CIP) budget using funds available from the 2018 Bond and will be charged to Project 0110000 in fiscal year 2020-21.

Attachment - Final Contract USGS, CER3 & PAR1 (20ZGJFA6096320)


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United States Department of the Interior

U.S. GEOLOGICAL SURVEY

C California Water Science Center

6000 J Street, Placer Hall

Sacramento, CA 95819

April 20, 2020

Mr. Brian Partington, Manager of Hydrology

Water Replenishment District of Southern California

4040 Paramount Boulevard

Lakewood, California 90712

Dear Mr. Partington:

This letter confirms discussions between our representative staffs, concerning a proposed new cooperative water

resources program between the Water Replenishment District of Southern California (WRD) and the United States

Geological Survey (USGS). The USGS proposes to install two multiple-completion groundwater monitoring sites in

the Central Basin during the period of July 1, 2020 to June 30, 2022.

The total cost of the proposed cooperative water-resources program is $1,830,000.00. Of this total, WRD will

contribute $1,830,000.00. USGS will contribute $0.00 of the total cost. Period of performance is July 1, 2020 to June 30, 2022. Statement of work to be completed is included as an attachment to this letter.

Enclosed are two originals of the Joint Funding Agreement (JFA) 20ZGJFA6096320 in the amount of $1,830,000.00

for your approval. Work performed on this JFA will be conducted on a reimbursable basis. If you are in agreement

with this proposed agreement, please return one signed copy of the JFA to our office. The second JFA is for your

records.

The USGS is required to have an agreement in place prior to any work being performed on a project. Your

immediate response to returning signed JFA’s will allow us to begin work on the proposed task.

If you have any questions concerning this program, please contact Michael Land, in our San Diego Project Office, at

(619) 225-6168. If you have any administrative questions, please contact Irene Rios, in our San Diego Projects Office, at (619) 225-6156.

Sincerely,

Eric Reichard

Director, USGS California Water Science Center

Enclosure

20ZGJFA6096320 (2)


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Brian Partington, Manager of Hydrology, Water Replenishment District of Southern California

Statement of Work:

USGS proposes to install two multiple-well monitoring sites (CER3 and PAR1), and collect

geologic, hydraulic, and water chemistry data near the Cerritos and Paramount area of the Central

Basin. USGS will bore both sites to a depth of 2,100 feet, and complete six wells at targeted depths.

Sequence stratigraphic methods will be used to identify sequence boundaries and correlate strata

between other nearby regional monitoring sites. Water samples will be collected to assess the

quality of water and characterize the source, movement, and relative age of water. Data from the

monitoring sites will provide local water managers with key information on the hydrogeology and

sequence stratigraphy to demonstrate seasonal and long-term trends in groundwater elevations,

evaluate changes in groundwater quality, and add to the ongoing USGS-WRD study of the Los

Angeles coastal plain.


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Form 9-1366(May 2018)

U.S. DEPARTMENT OF THE INTERIORGEOLOGICAL SURVEY

JOINT FUNDING AGREEMENT

Customer #:Agreement #:Project #:TIN #:Fixed Cost Agreement

FOR

1.

2. The following amounts shall be contributed to cover all of the cost of the necessary field and analyticalwork directly related to this program. 2(b) includes In-Kind Services in the amount of .(a) by the party of the first part during the period

Amount Date to Date

(b) by the party of the second part during the period Amount Date to Date

(c) Contributions are provided by the party of the first part through other USGS regional or nationalprograms, in the amount of:

Description of the USGS regional/national program:

(d) Additional or reduced amounts by each party during the above period or succeeding periods as maybe determined by mutual agreement and set forth in an exchange of letters between the parties.

(e) The performance period may be changed by mutual agreement and set forth in an exchange ofletters between the parties.

3. The costs of this program may be paid by either party in conformity with the laws and regulationsrespectively governing each party.

4. The field and analytical work pertaining to this program shall be under the direction of or subject toperiodic review by an authorized representative of the party of the first part.

5. The areas to be included in the program shall be determined by mutual agreement between the partieshereto or their authorized representatives. The methods employed in the field and office shall be thoseadopted by the party of the first part to insure the required standards of accuracy subject to modificationby mutual agreement.

6. During the course of this program, all field and analytical work of either party pertaining to this programshall be open to the inspection of the other party, and if the work is not being carried on in a mutuallysatisfactory manner, either party may terminate this agreement upon 60 days written notice to the otherparty.

6000000963

20ZGJFA6096320

ZG00A5495-6006456

NO

WATER RESOURCES INVESTIGATIONS

THIS AGREEMENT is entered into as of the, 20TH day of April, 2020 by the U.S. GEOLOGICAL SURVEY, UNITED STATES DEPARTMENT OF THE INTERIOR, party of the first part, and the WATER REPLENISHMENT DISTRICT OF SOUTHERN CALIFORNIA (WRDSC), party of the second part.

The parties hereto agree that subject to availability of appropriations and in accordance with their respective authorities there shall be maintained in cooperation hydrogeologic study of the Los Angeles coastal plain herein called the program. The USGS legal authority is 43 USC 36C; 43 USC 50; and 43 USC 50b.

$0.00

$0.00 July 1, 2020 June 30, 2022

$1,830,000.00 July 1, 2020 June 30, 2022

USGS DUNS is 1761-38857. Total funding for this agreement is $1,830,000. Total portion of USGS funding (2a) for this agreement is $0.00. Total portion of WRDSC funding (2b) for this agreement is $1,830,000.

$0.00

no additional contributions

Page 1 of 291366 - 2020-03-13T11_51_54

3/13/2020https://webforms.usgs.gov/_layouts/15/Print.FormServer.aspx


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9-1366 (Continuation) Customer #: Agreement #:

7. The original records resulting from this program will be deposited in the office of origin of thoserecords. Upon request, copies of the original records will be provided to the office of the other party.

8. The maps, records or reports resulting from this program shall be made available to the public aspromptly as possible. The maps, records or reports normally will be published by the party of the firstpart. However, the party of the second part reserves the right to publish the results of this program, andif already published by the party of the first part shall, upon request, be furnished by the party of thefirst part, at cost, impressions suitable for purposes of reproduction similar to that for which the originalcopy was prepared. The maps, records or reports published by either party shall contain a statement ofthe cooperative relations between the parties.The Parties acknowledge that scientific information and data developed as a result of the Scope of Work(SOW) are subject to applicable USGS review, approval, and release requirements,which are available on the USGS Fundamental Science Practices website (https://www2.usgs.gov/fsp/).

9. Billing for this agreement will be rendered.

Invoices not paid within 60 days from the billing date will bear Interest, Penalties, and Administrativecost at the annual rate pursuant the Debt Collection Act of 1982, (codified at 31 U.S.C. § 3717)established by the U.S. Treasury.

U.S. Geological SurveyUnited States

Department of the InteriorUSGS Point of Contact

Name: Name:

Address: Address:

Telephone: Telephone:

Email: Email:

Signatures and Date

Signature: Date: Signature: Date:

Name: Name:Title: Title:





6000000963 20ZGJFA6096320

QUARTERLY

Water Replenishment District of Southern California (WRD)

Irene A. Rios, Budget Analyst

4165 Spruance Rd., Suite 200San Diego, California 92101-0812

619-225-6156

[email protected]

Customer Point of Contact

Brian Partington, Manager of Hydrology 4040 Paramount Boulevard Lakewood, California 90712

562-275-4249

[email protected]

Eric G. Reichard Vera Robles Dewitt

Director, USGS California Water Science Center President, WRD

Secretary, WRD

Leal Trejo LLP,

District Counsel, WRD

Page 2 of 291366 - 2020-03-13T11_51_54



Packet of 65

Form 9-1366(May 2018)

U.S. DEPARTMENT OF THE INTERIORGEOLOGICAL SURVEY

JOINT FUNDING AGREEMENT

Customer #:Agreement #:Project #:TIN #:Fixed Cost Agreement

FOR

1.

2. The following amounts shall be contributed to cover all of the cost of the necessary field and analyticalwork directly related to this program. 2(b) includes In-Kind Services in the amount of .(a) by the party of the first part during the period

Amount Date to Date

(b) by the party of the second part during the period Amount Date to Date

(c) Contributions are provided by the party of the first part through other USGS regional or nationalprograms, in the amount of:

Description of the USGS regional/national program:

(d) Additional or reduced amounts by each party during the above period or succeeding periods as maybe determined by mutual agreement and set forth in an exchange of letters between the parties.

(e) The performance period may be changed by mutual agreement and set forth in an exchange ofletters between the parties.

3. The costs of this program may be paid by either party in conformity with the laws and regulationsrespectively governing each party.

4. The field and analytical work pertaining to this program shall be under the direction of or subject toperiodic review by an authorized representative of the party of the first part.

5. The areas to be included in the program shall be determined by mutual agreement between the partieshereto or their authorized representatives. The methods employed in the field and office shall be thoseadopted by the party of the first part to insure the required standards of accuracy subject to modificationby mutual agreement.

6. During the course of this program, all field and analytical work of either party pertaining to this programshall be open to the inspection of the other party, and if the work is not being carried on in a mutuallysatisfactory manner, either party may terminate this agreement upon 60 days written notice to the otherparty.

6000000963

20ZGJFA6096320

ZG00A5495-6006456

NO

WATER RESOURCES INVESTIGATIONS

THIS AGREEMENT is entered into as of the, 20TH day of April, 2020 by the U.S. GEOLOGICAL SURVEY, UNITED STATES DEPARTMENT OF THE INTERIOR, party of the first part, and the WATER REPLENISHMENT DISTRICT OF SOUTHERN CALIFORNIA (WRDSC), party of the second part.

The parties hereto agree that subject to availability of appropriations and in accordance with their respective authorities there shall be maintained in cooperation hydrogeologic study of the Los Angeles coastal plain herein called the program. The USGS legal authority is 43 USC 36C; 43 USC 50; and 43 USC 50b.

$0.00

$0.00 June 1, 2020 June 30, 2022

$1,830,000.00 June 1, 2020 June 30, 2022

USGS DUNS is 1761-38857. Total funding for this agreement is $1,830,000. Total portion of USGS funding (2a) for this agreement is $0.00. Total portion of WRDSC funding (2b) for this agreement is $1,830,000.

$0.00

no additional contributions

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9-1366 (Continuation) Customer #: Agreement #:

7. The original records resulting from this program will be deposited in the office of origin of thoserecords. Upon request, copies of the original records will be provided to the office of the other party.

8. The maps, records or reports resulting from this program shall be made available to the public aspromptly as possible. The maps, records or reports normally will be published by the party of the firstpart. However, the party of the second part reserves the right to publish the results of this program, andif already published by the party of the first part shall, upon request, be furnished by the party of thefirst part, at cost, impressions suitable for purposes of reproduction similar to that for which the originalcopy was prepared. The maps, records or reports published by either party shall contain a statement ofthe cooperative relations between the parties.The Parties acknowledge that scientific information and data developed as a result of the Scope of Work(SOW) are subject to applicable USGS review, approval, and release requirements,which are available on the USGS Fundamental Science Practices website (https://www2.usgs.gov/fsp/).

9. Billing for this agreement will be rendered.

Invoices not paid within 60 days from the billing date will bear Interest, Penalties, and Administrativecost at the annual rate pursuant the Debt Collection Act of 1982, (codified at 31 U.S.C. § 3717)established by the U.S. Treasury.

U.S. Geological SurveyUnited States

Department of the InteriorUSGS Point of Contact

Name: Name:

Address: Address:

Telephone: Telephone:

Email: Email:

Signatures and Date







6000000963 20ZGJFA6096320

QUARTERLY

Water Replenishment District of Southern California (WRD)

Irene A. Rios, Budget Analyst

4165 Spruance Rd., Suite 200San Diego, California 92101-0812

619-225-6156

[email protected]

Customer Point of Contact

Brian Partington, Manager of Hydrology 4040 Paramount Boulevard Lakewood, California 90712

562-275-4249

[email protected]

Eric G. Reichard Vera Robles Dewitt

Director, USGS California Water Science Center President, WRD

Secretary, WRD

Leal Trejo LLP,

District Counsel, WRD

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DATE: JULY 9, 2020



SUBJECT: HACH COMPANY SERVICE CONTRACT RENEWAL

SUMMARYthe Long Beach Water Reclamation Plant. The LVL AWTF is comprised of multiple processes, including microfiltration (MF), reverse osmosis (RO) and UV advanced oxidation (UV AOP) – all systems that must operate in unison via process controls and monitoring of performance variables. Critical to operations of LVL, its systems, and to ensure water quality meets all permit requirements, analyzers are located throughout the AWTF for process control and monitoring. These analyzers require routine service and calibration to ensure functionality and accuracy. In addition, analyzer calibration is a permit requirement and must be conducted as specified by the manufacturer.

Presently there are in excess of 40 analyzers in the plant which are manufactured and serviced exclusively by Hach Company through an annual Field Service Partnership contract. This service contract includes scheduled site visits, instrument calibrations, replacement of parts and consumables, factory technical support, firmware upgrades, etc. Hach Company service personnel are the only authorized group to perform work on these instruments. In May 2019, the Board approved a service contract with Hach – one which had previously been maintained by the Long Beach Water Department. To continue to oversee more directly the operations of the treatment plants, WRD staff continues the on-boarding of service contracts, permits and other operational obligations which have historically been managed by the contracted operators. Staff recommends the renewal of the annual service contract in an amount of $35,240 with a contingency not to exceed $40,000 to cover taxes and miscellaneous additional parts and supplies.

FISCAL IMPACTThe amount of $40,000 ($35,240 plus contingency) would be drawn from the LVL Operations budget: Project 001. Sufficient funds are available in the FY 2020/21 budget.


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STAFF RECOMMENDATIONThe Capital Improvement Projects Committee recommends that the Board of Directors approve renewal of a one-year service contract, subject to approval as to form by District Counsel, with Hach Company for a total amount not-to-exceed $40,000 with a term that ends on July 16, 2021.


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Water Replenishment District of 1 General Services Contract Southern California Hach Company

GENERAL SERVICES AGREEMENT

HACH COMPANY

This General Services Agreement (the “Agreement”) is made and entered into this 16th day of

July, 2020 by and between the Water Replenishment District of Southern California (“District”)

and Hach Company, (“Contractor”) (collectively the “Parties” or individually as “Party”) for

the furnishing of certain professional services upon the following terms and conditions.

1. Scope of Services. Contractor shall perform the scope of services described in Exhibit A

( hereinafter referred to as “Services”), attached hereto and incorporated herein by this

reference. Tasks other than those specifically described in Exhibit A shall not be

performed without a prior written amendment to this Agreement. In the event of a

conflict in or inconsistency between the terms of this Agreement and Exhibit A, this

Agreement shall prevail

1.1 Standard of Performance. In performing the scope of services under this

Agreement, Contractor shall diligently perform all services required in connection

with this Agreement in the manner and according to the standards observed by a

competent practitioner of the profession in which Contractor is engaged in the

geographical area in which Contractor practices its profession.

1.2 Assignment of Personnel. Contractor shall assign only competent personnel to

perform services in connection with this Agreement.

2. Term. The term of this Agreement shall commence on July 16, 2020 and shall end on

July 16, 2021 (the “Expiration Date”). At least thirty (30) days prior to the Expiration

Date, District staff shall evaluate the quality of the Services that have been provided by

the Contractor, the cost of such Services relative to the benefits, and the need for any

continuation of the services.

2.1 Termination by District

2.1.1 Termination for Convenience. The District may terminate this Agreement

for its convenience at any time thirty (30) days written notice to

Contractor. Contractor's compensation in the event of such a termination

shall be exclusively limited to payment for all authorized services

performed and for all authorized expenses incurred up to the effective date

of such termination. Contractor understands and agrees that it shall not be

entitled to any additional compensation or reimbursement whatsoever in

the event of such termination.


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3. Contractor’s Compensation. District will compensate Contractor for services performed

and for expenses incurred pursuant to this Agreement as follows:

3.1 Fee. District hereby agrees to pay Contractor for the Scope of Services, whether

by fixed price, hourly rates subject to fixed rate schedule, pursuant to the fee

schedule attached as Exhibit B and incorporated herein by this reference, which

may not be changed except with District's written approval. Total compensation

for work performed under this Agreement shall NOT EXCEED Forty Thousand

Dollars ($40,000.00).

3.2 Reimbursable Expenses. No expenses, costs, or liabilities of Contractor shall be

reimbursable unless the obligation and manner of reimbursement is expressly set

forth in the scope of services (Exhibit A) and in the fee schedule (Exhibit B).

4. Project Site. Contractor shall perform the Services in such a manner as to cause a

minimum of interference with District's operations and the operations of other contractors

at each Project site and to protect all persons and property thereon from damage or injury.

Upon completion of the Services at a Project site, Contractor shall leave such Project site

clean and free of all tools, equipment, waste materials and rubbish. Each Project site may

include all buildings, offices, and other locations where Services are to be performed,

including any access roads. Contractor shall be solely responsible for the safe

transportation and packing in proper containers and storage of any equipment required for

performing the Services, whether owned, leased or rented. District will not be

responsible for any such equipment which is lost, stolen or damaged or for any additional

rental charges for such equipment. Equipment left or stored at a Project site, with or

without permission, is at Contractor’s sole risk. District may assume that anything left on

the work site an unreasonable length of time after said work is completed has been

abandoned. Any transportation furnished by District shall be solely as an

accommodation and District shall have no liability therefore. Contractor acknowledges

and agrees that it shall assume the risk and is solely responsible for its use of any District

owned equipment and property provided by District for the performance of Services.

District shall have no liability to Contractor therefore. In addition, Contractor further

acknowledges and agrees that it shall assume the risk and is solely responsible for its

owned, non-owned and hired automobiles, trucks or other motorized vehicles as well as

any equipment, tolls, or other property which is utilized by Contractor on each Project

site.

5. Contractor Status. Contractor is an independent contractor and neither Contractor nor

any employee of Contractor is or will be treated as an employee of the District under this

Agreement. District controls the result to be accomplished under this Agreement, but

not the means by which Contractor achieves such results.

5.1 Payments made to Contractor pursuant to this Agreement shall be the sole and

complete compensation to which Contractor is entitled. Contractor is solely

responsible for any taxes levied by local, state or federal authorities on such sums.

Contractor shall defend and indemnify the District for any taxes, fines, penalties


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and attorneys’ fees assessed or threatened to be assessed against District for

failure to properly withhold taxes as a result of any determination that Contractor,

or any of Contractor’s employees, is an employee rather than an independent

contractor of District.

5.2 District will not make any contribution to any retirement plan or Social Security

on behalf of Contractor or any of Contractor’s employees. Contractor shall

defend and indemnify the District for any contribution, fines, penalties and

attorneys’ fees assessed or threatened to be assessed against District for failure to

contribute to any retirement plan or Social Security as a result of any

determination that Contractor, or any of Contractor’s employees, is an employee

rather than an independent contractor of District.

5.3 District will not make any payments to Contractor, or Contractor’s employees,

which rely upon employee status, including, but not limited to, FLSA and other

overtime and minimum wage requirements, prevailing wage laws, worker’s

compensation benefits, FMLA, CFRA, Paid Leave, and unemployment benefits.

Contractor shall defend and indemnify the District for any payment, fines,

penalties and attorneys’ fees assessed or threatened to be assessed against District

for failure to make any such payment or otherwise provide the benefits of such

laws as a result of any determination that Contractor, or any of Contractor’s

employees, is an employee rather than an independent contractor of District.

5.4 Contractor shall comply with the Political Reform Act of 1974, as amended

including, but not limited to, disclosure of all conflicts of interest and other

financial disclosure requirements required thereunder.

6. Instructions to Contractor. In the performance of the services set forth in this Agreement,

Contractor shall report to and receive instructions from the following person on behalf of

the District: Tom Knoell, Water Operations Superintendent.

7. Subcontractor Services. Any subcontractors to be used by Contractor in the

performance of the scope of services shall be identified in Exhibit A hereto. Contractor

shall obtain the District’s prior written approval before retaining a subcontractor to

perform any portion of the scope of services of this Agreement. Notwithstanding

Contractor’s use of any subcontractors, Contractor shall be responsible to the District for

the performance of its subcontractors as it would be if Contractor had performed those

services itself. Nothing in this Agreement shall be deemed or construed to create a

contractual relationship between the District and any subcontractor employed by

Contractor. Contractor shall be solely responsible for payments to any subcontractors.

Contractor shall defend and indemnify the District for any payment, fines or penalties

assessed or threatened to be assessed against District as a result of any claim brought by

any subcontractor of Contractor for any matter arising from, or related to, the services

performed by subcontractor under this Agreement.


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8. Compliance With Laws and Regulations; Licensing. Contractor shall perform its services

under this Agreement in compliance with all applicable provisions of Federal, State and

local laws, statutes, codes, rules, regulations, ordinances and professional standards,

including prevailing wage compliance if applicable (“Applicable Laws”). By entering

into this Agreement, Contractor represents and warrants that it possesses and will keep

current all license and registrations required by Applicable Laws to enter into this

Agreement and to perform the scope of services hereunder.

9. Insurance. Contractor, at its sole cost and expense, shall obtain, keep in force, and

maintain the following policies of insurance at all times while this Agreement is in effect,

and shall not commence any work under this Agreement until proof of such insurance has

been provided to the District. The coverages provided by such insurance shall not be

construed as limitations of liability.

9.1 Required Policies.

9.1.1 Commercial General Liability Insurance (contractual, products, and

completed operations coverages included) with a combined single limit of

no less than $1,000,000 and a general aggregate limit of no less than

$1,000,000.

9.1.2 Business or Comprehensive Automobile Liability Insurance for owned,

scheduled, non-owned, or hired automobiles, with a combined single limit

of no less than $1,000,000 per accident.

9.1.3 Employers’ Liability Insurance with limits of $1,000,000 per claim and

$1,000,000 in the aggregate.

9.1.4 Workers’ Compensation Insurance as required under the Workers’

Compensation Insurance and Safety Act of the State of California.

9.2 Required Terms.

9.2.1 All policies except workers’ compensation shall name as additional

insureds the Water Replenishment District of Southern California, its

directors, officers, employees, agents and representatives.

9.2.2 All policies shall be written on an occurrence basis. If a policy may only

be obtained on a claims made basis, the policy shall be maintained

continuously for a period of no less than three (3) years after the date of

final completion of the scope of services under this Agreement.

9.2.3 All policies shall provide that coverage cannot be cancelled without

twenty (20) days prior written notice to the District.

9.2.4 All insurance required under this Agreement shall be considered primary

to any insurance maintained by the District.


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9.2.5 All policies shall include waivers of subrogation in favor of the District

and its insurers.

9.2.6 All polices required under this Agreement shall be issued by companies

authorized to transact insurance business in the State of California

acceptable to the District and having a Best rating of A- or better.

10. Indemnification. Contractor shall indemnify, defend and hold harmless the District and

its directors, officers, employees, agents and representatives (collectively “District”),

from and against any and all claims, liabilities, costs, damages, suits, proceedings,

injuries (including injuries to real and personal property, and injuries to persons,

including death) incurred by District (“Losses”), as a result of Contractor’s breach of any

provision of this Agreement, Contractor’s failure to comply with applicable laws,

Contractor’s negligent acts or omissions, or Contractor’s willful misconduct. Nothing in

this paragraph shall constitute a waiver or limitation of any legal rights which the District

may have including, without limitation, the right to implied indemnity. Any and all

indemnification obligations imposed upon Contractor are limited to the extent of those

damages proportionately caused by Contractor’s breach of the Agreement, negligence,

wrongful conduct, or violations of law. In no case is Contractor liable for any damages

caused by negligence, misuse or misapplication of goods by others.

11. Warranty.

11.1 In addition to any and all warranties provided or implied by public policy,

Contractor warrants that all Services (including but not limited to all equipment

and materials supplied in connection therewith) shall be free from defects in

design and workmanship, and that Contractor shall perform all Services in

accordance with all applicable engineering, construction and other codes and

standards, and with the degree of high professional skill normally exercised by or

expected from recognized professional firms engaged in the practice of supplying

services of a nature similar to the Services in question. Contractor further

warrants that, in addition to furnishing all tools, equipment and supplies

customarily required for performance of work, Contractor shall furnish personnel

with the training, experience and physical ability, as well as adequate supervision,

required to perform the Services in accordance with the preceding standards and

the other requirements of this Agreement. In addition to all other rights and

remedies which District may have, District shall have the right to require, and

Contractor shall be obligated at its own expense to perform, all further services

which may be required to correct any deficiencies which result from Contractor’s

failure to perform any Services in accordance with the standards required by this

Agreement. Moreover, if, during the term of this Agreement (or during the one

(1) year period following the term hereof), any equipment, goods or other

materials or Services used or provided by Contractor under this Agreement fail

due to defects in material and/or workmanship or other breach of this Agreement,


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Contractor shall, upon any reasonable notice from District, replace or repair the

same to District's satisfaction. Unless otherwise expressly permitted, all materials

and supplies to be used by Contractor in the performance of the Services shall be

new and best of kind.

11.2 Contractor hereby assigns to District all additional warranties, extended

warranties, or benefits like warranties, such as insurance, provided by or

reasonably obtainable from suppliers of equipment and material used in the

Services.

11.3 If Contractor breaches this warranty and the Customer notifies Supplier of such

breach within 30 days of the end of the applicable warranty period, Supplier will,

at its option, either replace or repair the nonconforming Goods, or re-perform any

nonconforming Services, or refund the amounts paid by District to Contractor for

the nonconforming Goods and/or Services. This is the exclusive remedy for any

breach of warranty. contractor expressly disclaims any remedies of “cover” and

any warranties implied by law, including but not limited to any warranty of

merchantability or fitness for a particular purpose.

11.4 All product warranties and guarantees set forth herein shall only be enforceable if

(a) all equipment is properly installed, inspected regularly and is in good working

order, (b) all operations are consistent with Contractor/Supplier recommendations,

(c) operating conditions at the District site have not materially changed and

remain within anticipated specifications, and (d) no reasonably unforeseeable

circumstances exist or arise.

12. Health and Safety Programs. The Contractor shall establish, maintain, and enforce safe

work practices, and implement an accident/incident prevention program intended to

ensure safe and healthful operations under their direction. The program shall include all

requisite components of such a program under Federal, State and local regulations and

shall comply with all District site programs.

12.1 Contractor will be responsible for acquiring job hazard assessments as necessary to

safely perform all duties of each Project and provide a copy to District upon

request.

12.2 Contractor will be responsible for providing all employee health and safety

training and personal protective equipment in accordance with potential hazards

that may be encountered in performance of Project and provide copies of the

certified training records upon request by District. Contractor shall be responsible

for proper maintenance and/or disposal of their personal protective equipment and

material handling equipment.

12.3 Contractor is responsible for ensuring that its lower-tier subcontractors are aware

of and will comply with the requirements set forth herein


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12.4 Contractor shall immediately report any injuries to the District site safety

representative. Additionally, the Contractor shall investigate and submit to the

District site safety representative copies of all written accident reports, and

coordinate with District if further investigation is requested

12.5 Contractor shall develop a plan to properly handle and dispose of all hazardous

wastes they generate within the Scope of Services.

12.6 Contractor shall advise its employees and subcontractors that any employee, who

jeopardizes his/her safety and health, or the safety and health of others, may be

subject to actions including removal from Project.

13. Arbitration and Attorneys’ Fees. Any dispute arising from or relating to this Agreement

shall be submitted to final and binding arbitration before an arbitrator who is a member of

the National Academy of Arbitrators. The parties will obtain a list of five names of

potential arbitrators from the National Academy of Arbitrators, or the American

Arbitration Association, and will take turns striking the names of arbitrators until one

arbitrator remains, who shall preside over the arbitration. The arbitrator will have no

power to rewrite any of the terms of this Agreement. The parties shall split the cost of

the arbitrator’s fee and any court reporter required by the arbitrator or if both parties

agree to having the proceedings taken down by a court reporter. The prevailing Party in

any action arising from or relating to this Agreement shall be entitled to recover its Court

ordered reasonable attorneys fees, expert witness fees and arbitration fees and costs in

addition to any other relief and recovery ordered by the arbitrator or other tribunal

hearing any matter related to this Agreement. .

14. Conflict of Interest. No official of the District who is authorized in such capacity and on

behalf of the District to negotiate, make, accept or approve, or to take part in negotiating,

making, accepting or approving this Agreement, or any contract or subcontract relating to

work to be performed pursuant to this Agreement, shall become directly or indirectly

personally interested in this Agreement or in any part thereof. Contractor shall not accept

employment or contract during the term of this Agreement with any firm or individual for

the provision of services if such employment or contract would conflict directly with the

Services provided to the District under this Agreement.

15. Equal Opportunity. During the performance of this Agreement, Contractor shall not

discriminate against any employee or applicant for employment because of race, color,

religion, sex, age, marital status or national origin.

16. Successors and Assigns. This Agreement shall inure to the benefit of, and be binding

upon, the District, Contractor, and their respective successors and assigns provided,

however, that no assignment of the duties or benefits under this Agreement shall be made

without the written consent of the Contractor and the District.

17. Choice of Law and Venue. This Agreement shall be governed by and interpreted in

accordance with the laws of the State of California. The Parties agree that the exclusive


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venue for any action or proceeding arising from or relating to this Agreement shall be in

the County of Los Angeles, State of California.

18. Notices. All notices provided by this agreement shall be in writing and shall be sent by

first-class mail and facsimile transmission as follows:

If to the District:

Water Replenishment District of

Southern California

4040 Paramount Blvd.

Lakewood, CA 90712

Phone: (562) 921-5521

Fax: (562) 921-6101

Remit all invoices to:

Accounts Payable

Water Replenishment District of

Southern California


Lakewood, CA 90712

(562) 921-5521

If to Contractor:

Stephanie Herman

Hach Company

P.O. Box 389

5600 Lindbergh Drive

Loveland, CO 80539

Phone: 970.278.4927

Email: [email protected]

19. Amendments. This Agreement may be modified only by a writing signed by the Parties

hereto.

20. Integration; Construction. This Agreement (inclusive of exhibits incorporated herein by

this reference) sets forth the final, complete and exclusive expression of the Parties’

agreement with respect to the subject matter hereof, and supersedes any and all other

agreements, representations, and promises, whether made orally or in writing.

Notwithstanding anything in Exhibit A to the contrary (or any invoice or other unilateral

terms or conditions provided by Consultant), in the event of any conflict or inconsistency

between this Agreement and Exhibit A (or any invoice or other unilateral terms or


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conditions provided by Consultant), this Agreement shall control. The Parties represent

and warrant that they are not entering into this Agreement based upon any representation

or understanding that is not expressly set forth in this Agreement. This Agreement shall

be construed as the product of a joint effort between the Parties and shall not be construed

against either Party as its drafter.

21. Effective Date. This Agreement is effective as of the date first set forth above.

22. Authority. Each person signing this Agreement represents that he or she has the authority

to do so on behalf of the Party for whom he or she is signing.

[SIGNATURES ON THE NEXT PAGE]


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IN WITNESS WHEREOF, the Parties have caused this AGREEMENT to be executed

the day and year first above written.

WATER REPLENISHMENT DISTRICT OF

SOUTHERN CALIFORNIA

Signature

Vera Robles DeWitt

Signature

Print Name Print Name

President, Board of Directors Secretary, Board of Directors Title Title

HACH COMPANY, ("CONTRACTOR")

Signature

Print Name

Title

Approved As To Form

LEAL, TREJO APC

Attorneys for the Water Replenishment

District of Southern California


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Water Replenishment District of Exhibit A General Services Contract

Southern California Scope of Work Hach Company

EXHIBIT A

SCOPE OF WORK

Contractor shall perform the scope of services described in the Contractor’s proposal attached

hereto as Exhibit A-1.


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Water Replenishment District of Exhibit A General Services Contract

Southern California Scope of Work Hach Company

EXHIBIT A-1


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HACH SERVICE PARTNERSHIP QUOTATION

Page :Partnership Number :

1 of 7HACH507960

HeadquartersP.O. Box 3895600 Lindbergh DriveLoveland, CO 80539-0389

Purchase Orders

WebSite: www.hach.com Remittance2207 Collections Center DrChicago, IL 60693

Wire TransfersBank of America231 S. LaSalle St.Chicago, IL 60604Account: 8765602385Routing (ABA): 026009593

Partnership Number : HACH507960

Version : 0.80 Quotation Date : 04-MAY-20

Expiration Date : 02-AUG-20Hach Company Contact : Herman, Stephanie A

Service PartnershipPhone :

Service PartnershipEmail : [email protected]

Customer Ref : RENEWAL QUOTE Customer Contact : KNOELL, TOMCustomer Phone : 562-275-4266 Customer Fax : Customer Email : [email protected]

Bill-To Account # 40208145 Ship-To Account # 40321796

Customer Name WTR REPLENISHMENT DISTRICT OF SO CAL

Customer Name

LEO J VANDER LANS ADV WTF

Payment Terms: Net 30

Address4 Address4 Billing Method: Annual-Invoices on START Date

Address1 4040 PARAMOUNT BLVD Address1 7380 E WILLOW ST Currency: USD

Address2 Address2

Address3 Address3City,State, PostalCode

LAKEWOOD-CA-90712-4127

City,State, Postalcode LONG BEACH-CA-90815

Province/ Country

US

Province/ Country

US

Line Service Name Line Total Covered Product Start Date End Date Description/Serial Number

1 FSP1720E 16-MAY-20 15-MAY-21 Fld Svc-4V 1720E Turb Sensor:16-MAY-2020:15-MAY-2021Field Service includes: All parts, labor, and travel for on-site repairs, 4 on-site calibrations per year, factory recommended maintenance(including required parts), unlimitedtechnical support calls, and free firmware updates. Please see service terms and conditions for additional details on our service plans, and to ensure you have an opportunity to review our environmental and safety requirements.

8,996.00

1.1LPV417.99.00002 1720E LR TURBIDITY SENSOR,

HACH ; 050800011362


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http://www.hach.com



2 of 7HACH507960


Purchase Orders




HACH ; 110100376563


HACH ; 110100376564


HACH ; 110200376684


HACH ; 130308218018


HACH ; 130308218019


HACH ; 130308218050


HACH ; 130308218056


HACH ; 130308218059


HACH ; 130308218062


HACH ; 130808223117


HACH ; 130808223128


HACH ; 130908220457

2 FSPAPA6000 16-MAY-20 15-MAY-21 Fld Svc-4V APA6000 - ALL:16-MAY-2020:15-MAY-2021

8,920.50

2.15500600 APA6000,AMM/MONOCHLORAMI

NE W/AT/KITS ; 130800480229

2.25500600 APA6000,AMM/MONOCHLORAMI

NE W/AT/KITS ; 130900482064

3 FSPCL17 16-MAY-20 15-MAY-21 Fld Svc-2V CL17 (current version):16-MAY-2020:15-MAY-2021For CL17 p/n 5440000 only. Field Service includes all parts, labor, and travel for on-site repairs, two preventative maintenance visits peryear (including required parts), unlimited technical support calls,

6,891.30


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http://www.hach.com



3 of 7HACH507960


Purchase Orders



and free firmware updates. 3.1

5440000 CL17 FINAL ASSEMBLY W/KITS ; 100200350107

3.25440000 CL17 FINAL ASSEMBLY W/KITS ;

100200350116


050800013477


110200392893


150600527857


150600527852

4 PMP-SC100-1V 16-MAY-20 15-MAY-21 PMP-SC100-1V (FRV 1):16-MAY-2020:15-MAY-2021

106.40

4.1LXV401.52.00002 oo SC100, Hach ; 0508570401

5 FSP2100N 16-MAY-20 15-MAY-21 Fld Svc-1V 2100N Turb:16-MAY-2020:15-MAY-2021

424.65

5.14700000 oo 2100N LAB TURB, EPA 1821 ;

05070C020326

6 FSPSC200 16-MAY-20 15-MAY-21 Fld Svc-1V SC200 Controller:16-MAY-2020:15-MAY-2021

3,604.00

6.1LXV404.99.00552 sc200 CONTROLLER, AC-DC, 2

DIG, HACH ; 1101C0004316


DIG, HACH ; 1101C0004380


DIG, HACH ; 1101C0004417


DIG, HACH ; 1302C0064879


DIG, HACH ; 1302C0064881


DIG, HACH ; 1302C0064888


DIG, HACH ; 1302C0074789


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DIG, HACH ; 1302C0074793


DIG, HACH ; 1302C0074795


DIG, HACH ; 1308C0082350


DIG, HACH ; 1308C0082354


DIG, HACH ; 1308C0092494


DIG, HACH ; 1308C0092497


DIG, HACH ; 1308C0092501


DIG, HACH ; 1308C0093158

6.16LXV404.99.00102 sc200 CONTROLLER, AC-DC,

1pH, HACH ; 1308C0092678


DIG, HACH ; 1603C0131555

7 BSPPLUSDR2700 16-MAY-20 15-MAY-21 BenchPlus-DR2700:16-MAY-2020:15-MAY-2021The Bench Service Plus includes: Factory repairs only, one Start-up or one PM/Calibration on site per year, unlimited technical support calls and free software upgrades on your instrument. Travel is included for one on-site visit. Additional visits may be billable.

717.25

7.1DR2700-01 oo db DR2700

SPECTROPHOTOMETER ; 1425179

8 PMP-GLPHORP-1V 16-MAY-20 15-MAY-21 PMP-GLI pH ORP PROBE-1V (FRV 1):16-MAY-2020:15-MAY-2021

1,098.20

8.1DPD1P1 Digital pH Sensor, PEEK,

Convertible ; 1620449323




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8.4DRD1P5 Digital ORP Sensor,PEEK,


9 FSP5500SC AMC 16-MAY-20 15-MAY-21 Fld Svc 5500sc AMC 2 VST:16-MAY-2020:15-MAY-2021Field Service includes: All parts, labor, and travel for on-site repairs, 2 on-site calibrations per year, factory recommended maintenance(including required parts), unlimitedtechnical support calls, and free firmware updates.

3,186.30

9.15500.AMC.AC.1.US

5500sc AMMONIA MONOCHLORAMINE ANALYZER,AC, 1 CH, US (9560000 FOR DWG) ; 162010300001

10 FSPFT660SC 16-MAY-20 15-MAY-21 Fld Svc-4V FT660sc Turb Sensor:16-MAY-2020:15-MAY-2021

1,294.85

10.1LPV421.99.00012 oo FT660sc Sensor Only, HACH ;

160500507073

Sub Total : 35,239.45Tax: 0.00

Total : 35,239.45

Partnership Notes : All purchases of Hach Company products and/or services are expressly and without limitation subject to Hach Company's Terms & Conditions ofSale ("Hach TCS"), incorporated herein by reference and published on Hach Company's website at www.hach.com/terms . Hach TCS are incorporated by reference into each of Hach's offers or quotations, order acknowledgments, and invoice and shipping documents. The first of thefollowing acts shall constitute an acceptance of Hach's offer and not a counteroffer and shall create a contract of sale ("Contract") in accordance with the Hach TCS, subject to Hach's final credit approval: (i) Buyer's issuance of a purchase order document against Hach's offer or quotation; (ii) Hach's acknowledgement of Buyer's order; or (iii) commencement of any performance by Hach in response to Buyer's order. Provisions contained in Buyer's purchase documents that materially alter, add to or subtract from the provisions of these Terms and Conditions of Sale shall be null and void and not considered part of the Contract

Customer Name : WTR REPLENISHMENT DISTRICT OF SO CAL

Customer P.O. Number : ___________________________________________________

Customer Reference Number : ___________________________________________________

TERMS & CONDITIONS OF SALE FOR HACH COMPANY PRODUCTS AND SERVICES

This document sets forth the Terms & Conditions of Sale for goods manufactured and/or supplied, and services provided, by Hach Company of Loveland, Colorado ("Hach") and sold to the original purchaser thereof ("Buyer"). Unless otherwise specifically stated herein, the term "Hach" includes only Hach Company and none of its affiliates. Unless otherwise specifically stated in a previously-executed written purchase agreement signed by authorized representatives of Hach and Buyer, theseTerms & Conditions of Sale establish the rights, obligations and remedies of Hach and Buyer which apply to this offer and any resulting order or contract for the sale of Hach's goods and/or services ("Products").


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1. APPLICABLE TERMS & CONDITIONS: These Terms & Conditions of Sale are contained directly and/or by reference in Hach's offer, order acknowledgment, and invoice documents. The first of the following acts constitutes an acceptance of Hach's offer and not a counteroffer and creates a contract of sale ("Contract") in accordance with these Terms & Conditions: (i) Buyer's issuance of a purchase order document against Hach's offer; (ii) acknowledgement of Buyer's order by Hach; or (iii) commencement of any performance by Hach pursuant to Buyer's order. Provisions contained in Buyer's purchase documents (including electronic commerce interfaces) that materially alter, add to or subtract from the provisions of these Terms & Conditions of Sale are not a part of the Contract.

2. CANCELLATION: Buyer may cancel goods orders subject to fair charges for Hach's expenses including handling, inspection, restocking, freight and invoicing charges as applicable, provided that Buyer returns such goods to Hach at Buyer's expense within 30 days of delivery and in the same condition as received. Buyer may cancel service orders on ninety (90) day's prior written notice and refunds will be prorated based on the duration of the service plan. Inspections and reinstatement fees may apply upon cancellation or expiration of service programs. Seller may cancel all or part of any order prior to delivery without liability if the order includes any Products that Seller determines may not comply with export, safety, local certification, or other applicable compliance requirements.

3. DELIVERY: Delivery will be accomplished FCA Hach's facility located in Ames, Iowa or Loveland, Colorado, United States (Incoterms 2010). For orders having a final destination within the U.S., legal title and risk of loss or damage pass to Buyer upon transfer to the first carrier. For orders having a final destination outside the U.S., legal title and risk of loss or damage pass to Buyer when the Products enter international waters or airspace or cross an international frontier. Hach will use commercially reasonable efforts to deliver the Products ordered herein within the time specified on the face of this Contract or, if no time is specified, within Hach's normal lead-time necessary for Hach to deliver the Products sold hereunder. Upon prior agreement with Buyer and for an additional charge, Hach will deliver the Products on an expedited basis. Standard service delivery hours are 8 am – 5 pm Monday through Friday, excluding holidays.

4. INSPECTION: Buyer will promptly inspect and accept any Products delivered pursuant to this Contract after receipt of such Products. In the event the Products do not conform to any applicable specifications, Buyer will promptly notify Hach of such nonconformance in writing. Hach will have a reasonable opportunity to repair or replace the nonconforming product at its option. Buyer will be deemed to have accepted any Products delivered hereunder and to have waived any such nonconformance in the event such a written notification is not received by Hach within thirty (30) days of delivery.

5. PRICES & ORDER SIZES: All prices are in U.S. dollars and are based on delivery as stated above. Prices do not include any charges for services such as insurance; brokerage fees; sales, use, inventory or excise taxes; import or export duties; special financing fees; VAT, income or royalty taxes imposed outside the U.S.; consular fees; special permits or licenses; or other charges imposed upon the production, sale, distribution, or delivery of Products. Buyer will either pay any and all such charges or provide Hach with acceptable exemption certificates, which obligation survives performance under this Contract. Hach reserves the right to establish minimum order sizes and will advise Buyer accordingly.

6. PAYMENTS: All payments must be made in U.S. dollars. For Internet orders, the purchase price is due at the time and manner set forth at www.hach.com. Invoices for all other orders are due and payable NET 30 DAYS from date of theinvoice without regard to delays for inspection or transportation, with payments to be made by check to Hach at the above address or by wire transfer to the account stated on the front of Hach's invoice, or for customers with no established credit, Hachmay require cash or credit card payment in advance of delivery. In the event payments are not made or not made in a timely manner, Hach may, in addition to all other remedies provided at law, either: (a) declare Buyer's performance in breach and terminate this Contract for default; (b) withhold future shipments until delinquent payments are made; (c) deliver future shipments on a cash-with-order or cash-in-advance basis even after the delinquency is cured; (d) charge interest on the delinquencyat a rate of 1-1/2% per month or the maximum rate permitted by law, if lower, for each month or part thereof of delinquency in payment plus applicable storage charges and/or inventory carrying charges; (e) repossess the Products for which payment has not been made; (f) recover all costs of collection including reasonable attorney's fees; or (g) combine any of the above rights and remedies as is practicable and permitted by law. Buyer is prohibited from setting off any and all monies owed under this from any other sums, whether liquidated or not, that are or may be due Buyer, which arise out of a different transaction with Hach or any of its affiliates. Should Buyer's financial responsibility become unsatisfactory to Hach in its reasonable discretion, Hach may require cash payment or other security. If Buyer fails to meet these requirements, Hach may treat such failure as reasonable grounds for repudiation of this Contract, in which case reasonable cancellation charges shall be due Hach. Buyer grants Hach a security interest in the Products to secure payment in full, which payment releases the security interest but only if such payments could not be considered an avoidable transfer under the U.S. Bankruptcy Code or other applicable laws. Buyer's insolvency, bankruptcy, assignment for the benefit of creditors, or issolution or termination of the existence of Buyer, constitutes a default under this Contract and affords Hach all the remedies of a secured party under the U.C.C., as well as the remedies stated above for late payment or non-payment.

7. LIMITED WARRANTY: Hach warrants that Products sold hereunder will be free from defects in material and workmanship and will, when used in accordance with the manufacturer's operating and maintenance instructions, conform to any express written warranty pertaining to the specific goods purchased, which for most Hach instruments is for a period of twelve (12) months from delivery. Hach warrants that services furnished hereunder will be free from defects in workmanship for a period of ninety (90) days from the completion of the services. Parts provided by Hach in the performance of services may be new or refurbished parts functioning equivalent to new parts. Any non-functioning parts that are repaired by Hach shall become the property of Hach. No warranties are extended to consumable items such as, without limitation, reagents, batteries, mercury cells, and light bulbs. All other guarantees, warranties, conditions and representations, either express or implied, whether arising under anystatute, law, commercial usage or otherwise, including implied warranties of merchantability and fitness for a particular purpose, are hereby excluded. The sole remedy for Products not meeting this Limited Warranty is replacement, credit or refund of the purchase price. This remedy will not be deemed to have failed of its essential purpose so long as Hach is willing to provide such replacement, credit or refund.

8. INDEMNIFICATION: Indemnification applies to a party and to such party's successors-in-interest, assignees, affiliates, directors, officers, and employees ("Indemnified Parties"). Hach is responsible for and will defend, indemnify and hold harmless the Buyer Indemnified Parties against all losses, claims, expenses or damages which may result from accident, injury, damage, or death due to Hach's breach of the Limited Warranty. This indemnification is provided on the condition that the Buyer is likewise responsible for and will defend, indemnify and hold harmless the Hach Indemnified Parties against all losses, claims, expenses or damages which may result from accident, injury, damage, or death due to the negligence or misuse or misapplication of any goods or services by the Buyer or any third party affiliated or in privity with Buyer.

9. PATENT PROTECTION: Subject to all limitations of liability provided herein, Hach will, with respect to any Products of Hach's design or manufacture, indemnify Buyer from any and all damages and costs as finally determined by a court of competent jurisdiction in any suit for infringement of any U.S. patent (or European patent for Products that Hach sells to Buyer for end use in a member state of the E.U.) that has issued as of the delivery date, solely by reason of the sale or normal use of any Products sold to Buyer hereunder and from reasonable expenses incurred by Buyer in defense of such suit if Hach does not undertake the defense thereof, provided that Buyer promptly notifies Hach of such suit and offers Hach either (i) full and exclusive control of the defense of such suit when Products of Hach only are involved, or (ii) the right to participate in the defense of such suit when products other than those of Hach are also involved. Hach's warranty as to use patents only applies to infringement arising solely out of the inherent operation of the Products according to their applications as envisioned by Hach's specifications. In case the Products are in such suit held to constitute infringement and the use of the Products is enjoined, Hach will, at its own expense and at its option, either procure for Buyer the right to continue using such Products or replace them with non-infringing products, or modify them so they become non-infringing, or remove the Products and refund the purchase price (prorated for depreciation) and the transportation costs thereof. The foregoing states the entire liability of Hach for patent infringement by the Products. Further, to the same extent as set forth in Hach's above obligation to Buyer, Buyer agrees to defend, indemnify and hold harmless Hach for patent infringement related to (x) any goods manufactured to the Buyer's design, (y) services provided in accordance with the Buyer's instructions, or (z) Hach's Products when used in combination with any other devices, parts or software not provided by Hach hereunder.

10. TRADEMARKS AND OTHER LABELS: Buyer agrees not to remove or alter any indicia of manufacturing origin or patent numbers contained on or within the Products, including without limitation the serial numbers or trademarks on nameplates or cast, molded or machined components.

11. SOFTWARE:. All licenses to Hach's separately-provided software products are subject to the separate software license agreement(s) accompanying the software media. In the absence of such terms and for all other software, Hach grants Buyer only a personal, non-exclusive license to access and use the software provided by Hach with Products purchased hereunder solely as necessary for Buyer to enjoy the benefit of the Products. A portion of the software may contain or consist of open source software, which Buyer may use under the terms and conditions of the specific license under which the open source software is distributed. Buyer agrees that it will be bound by any and all such license agreements. Title to software remains with the applicable

licensor(s).


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12 . PROPRIETARY INFORMATION; PRIVACY: "Proprietary Information" means any information, technical data or know-how in whatever form, whether documented, contained in machine readable or physical components, mask works or artwork, or otherwise, which Hach considers proprietary, including but not limited to service and maintenance manuals. Buyer and its customers, employees and agents will keep confidential all such Proprietary Information obtained directly or indirectly from Hach and will not transfer or disclose it without Hach's prior written consent, or use it for the manufacture, procurement, servicing or calibration of Products or any similar products, or cause such products to be manufactured, serviced or calibrated by or procured from any other source, or reproduceor otherwise appropriate it. All such Proprietary Information remains Hach's property. No right or license is granted to Buyer or its customers, employees or agents, expressly or by implication, with respect to the Proprietary Information or any patent right or other proprietary right of Hach, except for the limited use licenses implied by law. Hach will manage Customer's information and personal data in accordance with its Privacy Policy, located at http://www.hach.com/privacypolicy.

13. CHANGES AND ADDITIONAL CHARGES: Hach reserves the right to make design changes or improvements to any products of the same general class as Products being delivered hereunder without liability or obligation to incorporate such changes or improvements to Products ordered by Buyer unless agreed upon in writing before the Products' delivery date. Services which must be performed as a result of any of the following conditions are subject to additional charges for labor, travel and parts: (a) equipment alterations not authorizedin writing by Hach; (b) damage resulting from improper use or handling, accident, neglect, power surge, or operation in an environment or manner in which the instrument is not designed to operate or is not in accordance with Hach's operating manuals; (c) the use of parts or accessories not provided by Hach; (d) damage resulting from acts of war, terrorism or nature; (e) services outside standard business hours; (f) site prework not complete per proposal; or (g) any repairs required to ensure equipment meets manufacturer's specifications upon activation of a service agreement.

14. SITE ACCESS / PREPARATION / WORKER SAFETY / ENVIRONMENTAL COMPLIANCE: In connection with services provided by Hach, Buyer agrees to permit prompt access to equipment. Buyer assumes full responsibility to back-up or otherwise protect its data against loss, damage or destruction before services are performed. Buyer is the operator and in full control of its premises, including those areas where Hach employees or contractors are performing service, repair and maintenance activities. Buyer will ensure that all necessary measures are taken for safety and security of working conditions, sites and installations during the performance of services. Buyer is the generator of any resulting wastes, including without limitation hazardous wastes. Buyer is solely responsible to arrange for the disposal of any wastes at its own expense. Buyer will, at its own expense, provide Hach employees and contractors working on Buyer's premises with all information and training required under applicable safety compliance regulations and Buyer's policies. If the instrument to be serviced is in a Confined Space, as that term is defined under OSHA regulations, Buyer is solely responsible to make it available to be serviced in an unconfined space. Hach service technicians will not work in Confined Spaces. In the event that a Buyer requires Hach employees or contractors to attend safety or compliance training programs provided by Buyer, Buyer will pay Hach the standard hourly rate and expense reimbursement for such training attended. The attendance at or completion of such training does not create or expand any warranty or obligation of Hach and does not serve to alter, amend, limit or supersede any part of this Contract.

15. LIMITATIONS ON USE: Buyer will not use any Products for any purpose other than those identified in Hach's catalogs and literature as intended uses. Unless Hach has advised the Buyer in writing, in no event will Buyer use any Products in drugs, food additives, food or cosmetics, or medical applications for humans or animals. In no event will Buyer use in any application any Product that requires FDA 510(k) clearance unless and only to the extent the Product has such clearance. Any warranty granted by Hach is void if any goods covered by such warranty are used for any purpose not permitted hereunder.

16. EXPORT AND IMPORT LICENSES AND COMPLIANCE WITH LAWS:Unless otherwise specified in this Contract, Buyer is responsible for obtaining any required export or import licenses. Hach represents that all Products delivered hereunder will be produced and supplied in compliance with all applicable laws and regulations. Buyer will comply with all laws and regulations applicable to the installation or use of all Products, including applicable import and export control laws and regulations of the U.S., E.U. and any other country having proper jurisdiction, and willobtain all necessary export licenses in connection with any subsequent export, re-export, transfer and use of all Products and technology delivered hereunder. Buyer will not sell, transfer, export or re-export any Hach Products or technology for use in activities which involve the design, development, production, use or stockpiling of nuclear, chemical or biological weapons or missiles, nor use Hach Products or technology in any facility which engages in activities relating to such weapons. Buyer will comply with all local, national, and other laws of all jurisdictions globally relating to anti-corruption, bribery, extortion, kickbacks, or similar matters which are applicable to Buyer's business activities in connection with this Contract, including but not limited to the U.S. Foreign Corrupt Practices Act of 1977, as amended (the "FCPA"). Buyer agrees that no payment of money or provision of anything of value will be offered, promised, paid or transferred, directly or indirectly, by any person or entity, toany government official, government employee, or employee of any company owned in part by a government, political party, political party official, or candidate for any government office or political party office to induce such organizations or persons touse their authority or influence to obtain or retain an improper business advantage for Buyer or for Hach, or which otherwise constitute or have the purpose or effect of public or commercial bribery, acceptance of or acquiescence in extortion, kickbacks or other unlawful or improper means of obtaining business or any improper advantage, with respect to any of Buyer's activities related to this Contract. Hach asks Buyer to "Speak Up!" if aware of any violation of law, regulation or our Standards of Conduct ("SOC") in relation to this Contract. See http://danaher.com/integrity-and-compliance and www.danaherintegrity.com for a copy of the SOC and for access to our Helpline portal.

17. FORCE MAJEURE: Hach is excused from performance of its obligations under this Contract to the extent caused by acts or omissions that are beyond its control of, including but not limited to Government embargoes, blockages, seizures or freeze of assets, delays or refusals to grant an export or import license or the suspension or revocation thereof, or any other acts of any Government; fires, floods,severe weather conditions, or any other acts of God; quarantines; labor strikes or lockouts; riots; strife; insurrections; civil disobedience or acts of criminals or terrorists; war; material shortages or delays in deliveries to Hach by third parties. In the event of the existence of any force majeure circumstances, the period of time for delivery, payment terms and payments under any letters of credit will be extended for a period of time equal to the period of delay. If the force majeure circumstances extend for six months, Hach may, at its option, terminate this Contract without penalty and without being deemed in default or in breach thereof.

18. NON ASSIGNMENT AND WAIVER: Buyer will not transfer or assign this Contract or any rights or interests hereunder without Hach's prior written consent. Failure of either party to insist upon strict performance of any provision of this Contract, or to exercise any right or privilege contained herein, or the waiver of any breach of the terms or conditions of this Contract will not be construed as thereafter waiving any such terms, conditions, rights, or privileges, and the same will continue and remain in force and effect as if no

waiver had occurred. 19. LIMITATION OF LIABILITY: None of the Hach Indemnified Parties will be liable to Buyer under any circumstances for any special, treble, incidental or consequential damages, including without limitation, damage to or loss of property other than for the Products purchased hereunder; damages incurred in installation, repair or replacement; lost profits, revenue or opportunity; loss of use; losses resulting from or related to downtime of the products or inaccurate measurements or reporting; the cost of substitute products; orclaims of Buyer's customers for such damages, howsoever caused, and whether based on warranty, contract, and/or tort (including negligence, strict liability or otherwise). The total liability of the Hach Indemnified Parties arising out of the performanceor nonperformance hereunder or Hach's obligations in connection with the design, manufacture, sale, delivery, and/or use of Products will in no circumstance exceed in the aggregate a sum equal to twice the amount actually paid to Hach for Products delivered hereunder.

20. APPLICABLE LAW AND DISPUTE RESOLUTION: The construction, interpretation and performance hereof and all transactions hereunder shall be governed by the laws of the State of Colorado, without regard to its principles or laws regarding conflicts of laws. If any provision of this Contract violates any Federal, State or local statutes or regulations of any countries having jurisdiction of this transaction, or is illegal for any reason, said provision shall be self-deleting without affecting the validity of the remaining provisions. Unless otherwise specifically agreed upon in writing between Hach and Buyer, any dispute relating to this Contract which is not resolved by the parties shall be adjudicated in order of preference by a court of competent jurisdiction (i) in the State of Colorado, U.S.A. if Buyer has minimum contacts with Colorado and the U.S., (ii) elsewhere in the U.S. if Buyer has minimum contacts with the U.S. but not Colorado, or (iii) in a neutral location if Buyer does not have minimum contacts with the United States.

21. ENTIRE AGREEMENT & MODIFICATION: These Terms & Conditions of Sale constitute the entire agreement between the parties and supersede any prior agreements or representations, whether oral or written. No change to or modification of these Terms & Conditions shall be binding upon Hach unless in a written instrument specifically referencing that it is amending these Terms & Conditions of Sale and signed by an authorized representative of Hach. Hach rejects any additional or inconsistent Terms & Conditions of Sale offered by Buyer at any time, whether or not such terms or conditions materially alter the Terms & Conditions herein and irrespective of Hach's acceptance of Buyer's order for the described goods and services.


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http://www.hach.com

http://www.hach.com/privacypolicy

http://danaher.com/integrity-and-compliance

http://www.danaherintegrity.com

Hach Company Instrument Service and Parts

Dear Customer: The instruments you purchased, part of the following family of brands --- Hach, American Sigma, Anatel, Astro, Great Lakes Instruments, Hydrolab, Lachat, Marsh-McBirney, Orbisphere, OptiQuat, OTT, Polymetron and Radiometer-Analytical --- were designed to be reliable, durable and easy to operate. Our goal is to design and manufacture instruments that give accurate readings with minimum maintenance requirements. The Hach Service Representative is a highly trained professional that has a thorough, in-depth knowledge of the workings of each manufactured instrument. Our factory-trained service personnel are the only people authorized to perform any repair, start-up service or maintenance on these instruments. Because of the many different parameters and types of analyzers, we do not recognize or authorize any other service organization to perform repair or recalibration on these analyzers. As an ISO 9001 certified company, we maintain the highest standards for quality assurance and NIST traceable test and calibration equipment. Also, unauthorized repairs will result in voiding the instrument’s warranty. All parts used in our instruments meet our specifications and conform to our high standards. Many parts that may be available from a local vendor go through a testing procedure before being available as a Hach authorized part to ensure that they meet the performance tolerances specified for proper instrument performance. Additionally, the use of non-Hach supplied parts will result in voiding the instrument’s warranty. We have service repair centers that can repair and return instruments efficiently and economically. For on-site services we have an extensive field service organization. Please contact the Hach Company Service Center at 1-800-227-4224 ext.6180, or web site at www.hach.com for additional information. Sincerely The Hach Company Service Group


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Water Replenishment District of Exhibit B General Services Contract

Southern California Consultant Rate Schedule Hach Company

EXHIBIT B

CONTRACTOR RATE SCHEDULE

1.0 Contractor shall be compensated for actual services performed in accordance with this

Agreement per the material and labor costs as described in Exhibit A-1.

2.0 A budgetary amount of $40,000.00 (which amount applies to Contractor’s fee) is

established for this Agreement. Notwithstanding any other provision of this Agreement,

the District shall not be obligated to pay Contractor any amount in excess of said

budgetary amount absent prior written approval from the District. Likewise, Contractor

shall not be obligated to perform services or incur expenses in excess of the budgetary

amount absent prior written approval from the District.

Contractor’s Fee $35,240.00

Contingency Funds $4,760.00


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DATE: JULY 9, 2020



SUBJECT: AWARD OF PROFESSIONAL SERVICES AGREEMENT WITH KEH GROUP, INC. FOR AS-NEEDED OPERATIONS SUPPORT SERVICES FOR THE ALBERT ROBLES CENTER (ARC) ADVANCED WATER TREATMENT FACILITY (AWTF)

SUMMARYThe Albert Robles Center (ARC) Advanced Water Treatment Facility (AWTF) is currently operating under contract with JF Shea Construction, Inc. (JF Shea) through December 31, 2020, referred to as the Transitional Operations Period. Under this contract, WRD may request two 1-year extensions for the Transitional Operations Period, so JF Shea and its subcontractor, PERC Water, may operate the ARC AWTF through December 31, 2022. Oversight of ARC AWTF operations currently is being supported by the Owner’s Engineers/Owner Agent (OE/OA) team led by GHD. Other key members of the OE/OA team include MNS Engineers and Gannett Fleming, who provided key construction management services throughout the ARC AWTF construction project. Mr. Ken Hume, who prepared key sections of the JF Shea contract related to plant operations and Performance Guarantees, had worked for Gannett Fleming but recently left to form his own firm, KEH Group, Inc. Below is the cost estimate summary for support services by KEH Group, Inc.

As-needed services thru December 31, 2020: $30,720As-needed services from January 1 thru December 31, 2021: $34,560As-needed services from January 1 thru December 31, 2022: $34,560TOTAL (thru December 31, 2022): $99,840

To continue as-needed support services to WRD throughout the Transitional Operations Period, including contract compliance and oversight, staff is initially requesting to establish a Professional Services Agreement with KEH Group, Inc. in the amount of $30,720 with a term that ends on December 31, 2020. If WRD moves forward with extending the Transitional Operations Period with JF Shea, staff will seek Board approval for contract amendment(s) for KEH Group, Inc. based on the cost estimate summarized above.


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FISCAL IMPACTThe fiscal impact to the FY 2020-21 budget is $30,720. This amount will be drawn from budgeted funds and allocated to the Project 0331300 (ARC Operations) budget.

STAFF RECOMMENDATIONThe Capital Improvement Projects Committee recommends the Board of Directors enter into a Professional Services Agreement, subject to approval as to form by District Counsel, with KEH Group, Inc. for as needed operations support services for the Albert Robles Center (ARC) Advanced Water Treatment Facility (AWTF) for an amount not to exceed $30,720 with a term that ends on December 31, 2020.


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Water Replenishment District of 1 Professional Services Contract Southern California KEH Group, Inc.

PROFESSIONAL SERVICES AGREEMENT

KEH GROUP, INC.

This Professional Services Agreement (the “Agreement”) is made and entered into this 16th day

of July, 2020, by and between the Water Replenishment District of Southern California (“District”)

and KEH Group, Inc., (“Consultant”) (collectively the “Parties” or individually as “Party”) for the

furnishing of certain professional services upon the following terms and conditions.

1. Scope of Services. Consultant shall perform the scope of services described in Exhibit A

hereto (“Services”). Tasks other than those specifically described in Exhibit A shall not be

performed without a prior written amendment to this Agreement.

1.1 Standard of Care. In performing the scope of services under this Agreement,

Consultant shall exercise the standard of care and expertise prevailing in California

for the performance of such services.

2. Term. The term of this Agreement shall commence on July 16, 2020 and shall end on

December 31, 2020 (the “Expiration Date”). At least sixty (60) days prior to the Expiration

Date, District staff shall evaluate the quality of the Services that have been provided by the

Consultant, the cost of such Services relative to the benefits, and the need for any

continuation of the services. The results of such evaluation shall be provided to the

appropriate District Committee, which committee shall provide a report to the District’s

Board of Directors (“Board”). If the Board determines that there is a demonstrated need

for the continuation of such Services, the Board may renew the Agreement on terms and

conditions that do not provide for a significantly longer term, increased scope of services

or increased fee schedule than is provided for in Paragraphs 1 or this Paragraph 2. If the

Board desires to modify the Agreement to provide for such a significantly longer term,

increased scope of services or increased fee schedule, the District shall comply with the

provisions of its then current Administrative Code concerning the solicitation and approval

of proposals for professional services.

2.1 Termination by District

2.1.1 Termination for Convenience. The District may terminate this Agreement

for its convenience at any time upon five (5) days written notice to

Consultant. Consultant’s compensation in the event of such a termination

shall be exclusively limited to payment for all authorized services

performed and for all authorized expenses incurred up to the effective date

of such termination. Consultant understands and agrees that it shall not be


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entitled to any additional compensation or reimbursement whatsoever in the

event of such termination.

2.1.2 Consultant’s Obligations Upon Termination. Following any termination of

this Agreement by the District or Consultant, the Consultant shall promptly

return all District property, and shall likewise provide to District all finished

and unfinished data, studies, maps, reports, and other deliverables and

work-product prepared by Consultant pursuant to this Agreement.

3. Consultant’s Compensation. District will compensate Consultant for services performed

and for expenses incurred pursuant to this Agreement as follows:

3.1 Fee. Consultant shall be paid in accordance with the fees and Consultant Rate

Schedule attached to this Agreement as Exhibit B which may not be changed except

with District’s written approval.

3.2 Reimbursable Expenses. Consultant shall be reimbursed for only pre-approved

expenses, subject to the provisions of this Agreement. Consultant shall obtain the

District’s prior written approval before incurring an expense not specifically

provided for under this Agreement.

3.2.1 Third Party Expenses. Unless specifically provided in Exhibit B, and

subject to the provisions of Paragraph 3.2, the District shall not reimburse

Consultant for any costs charged to Consultant by third parties unless said

costs are preapproved. In the event such costs are approved, such

reimbursement shall be at cost without any markup by Consultant.

3.3 Invoices. Consultant shall submit monthly invoices to District for services

performed and expenses incurred during the preceding month. District shall

process Consultant’s invoice upon receipt and issue any undisputed payment in a

timely manner. Consultant’s invoices shall separately identify all personnel for

whose services payment is sought, the services performed, and all expenses for

which reimbursement is requested. As a condition precedent to payment, District

may require Consultant to furnish supporting information and documentation for

all charges for which payment is sought. District shall have the right to withhold

from payments to Consultant reasonably disputed amounts including, without

limitation, amounts for services not performed in accordance with this Agreement

and costs, expenses or damages incurred by District as a result of Consultant’s

breach of this Agreement or Consultant’s negligence.

4. Consultant’s Obligation to Provide Notice of Changes. Consultant shall provide written

notice to the District no later than twenty (20) days after the occurrence of any event

(including any direction by the District) which Consultant believes requires a change in its

compensation or the time for performance of its obligations under this Agreement. Said

notice shall describe the event and the basis for any change in compensation or time for

performance requested by Consultant. The Parties shall thereafter meet and confer to


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determine whether such a change is appropriate. However, no such change to this

Agreement may be made except by written amendment to this Agreement executed by the

Parties. Consultant’s failure to provide the notice required under this Paragraph shall

constitute a waiver of its right to seek a change in its compensation or the time for

performance of its obligations under this Agreement.

5. Ownership and Use of Documents. All proprietary information developed by Consultant

in connection with, or resulting from, this Agreement, including but not limited to

inventions, discoveries, improvements, copyrights, patents, data, maps, reports, textual

material or software programs, shall be the sole and exclusive property of the District.

Consultant agrees that the compensation to be paid pursuant to this Agreement includes

adequate and sufficient compensation for any proprietary information developed in

connection with or resulting from this Agreement. Consultant further understands and

agrees that full disclosure of all proprietary information developed in connection with, or

resulting from, this Agreement shall be made to the District, and that Consultant shall do

all things necessary and proper to perfect and maintain District’s ownership of such

proprietary information. All documents, reports, surveys, renderings, photographs, data

and other materials furnished by the District to Consultant shall remain the exclusive

property of the District and shall not be distributed or provided to third parties without the

express written authorization of the District.

6. Publication of Project Information. Consultant shall notify and obtain written approval

from the District before presenting verbal or written information to outside individuals or

entities about the services or project for which Consultant was retained.

7. Patents and Copyrights. The Consultant shall assume all costs arising from the use of

patented or copyrighted materials, including but not limited to, equipment, devices,

processes, and software programs used or incorporated in the work performed under this

Agreement. Consultant shall defend, indemnify hold the District, its officers, directors

agents, employees, representatives and assigns harmless from any and all claims, demands,

suits at law, and actions of every nature for or on account of the use of any patented or

copyrighted materials.

8. Consultant’s Status. Consultant is an independent contractor and neither Consultant nor

any employee of Consultant is or will be treated as an employee of the District under this

Agreement. District controls the result to be accomplished under this Agreement, but not

the means by which Consultant achieves such results.

8.1 Payments made to Consultant pursuant to this Agreement shall be the sole and

complete compensation to which Consultant is entitled. Consultant is solely

responsible for any taxes levied by local, state or federal authorities on such sums.

Consultant shall defend and indemnify the District for any taxes, fines, penalties

and attorneys’ fees assessed or threatened to be assessed against District for failure

to properly withhold taxes as a result of any determination that Consultant, or any

of Consultant’s employees, is an employee rather than an independent contractor

of District.


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8.2 District will not make any contribution to any retirement plan or Social Security

on behalf of Consultant or any of Consultant’s employees. Consultant shall defend

and indemnify the District for any contribution, fines, penalties and attorneys’ fees

assessed or threatened to be assessed against District for failure to contribute to

any retirement plan or Social Security as a result of any determination that

Consultant, or any of Consultant’s employees, is an employee rather than an

independent contractor of District.

8.3 District will not make any payments to Consultant, or Consultant’s employees,

which rely upon employee status, including, but not limited to, FLSA and other

overtime and minimum wage requirements, prevailing wage laws, worker’s

compensation benefits, FMLA, CFRA, Paid Leave, and unemployment benefits.

Consultant shall defend and indemnify the District for any payment, fines,

penalties and attorneys’ fees assessed or threatened to be assessed against District

for failure to make any such payment or otherwise provide the benefits of such

laws as a result of any determination that Consultant, or any of Consultant’s

employees, is an employee rather than an independent contractor of District.

8.4 Consultant shall comply with the Political Reform Act of 1974, as amended

including, but not limited to, disclosure of all conflicts of interest and other

financial disclosure requirements required thereunder.

9. Instructions to Consultant. In the performance of the services set forth in this Agreement,

Consultant shall report to and receive instructions from the following person on behalf of

the District: Eric Owens, Phuong Watson, Tom Knoell.

10. Subconsultant Services. Any subconsultants to be used by Consultant in the performance

of the scope of services shall be identified in Exhibit A hereto. Consultant shall obtain

the District’s prior written approval before retaining a subconsultant to perform any

portion of the scope of services of this Agreement. Notwithstanding Consultant’s use of

any subconsultants, Consultant shall be responsible to the District for the performance of

its subconsultants as it would be if Consultant had performed those services itself.

Nothing in this Agreement shall be deemed or construed to create a contractual

relationship between the District and any subconsultant employed by Consultant.

Consultant shall be solely responsible for payments to any subconsultants. Consultant

shall defend and indemnify the District for any payment, fines or penalties assessed or

threatened to be assessed against District as a result of any claim brought by any

subconsultant of Consultant for any matter arising from, or related to, the services

performed by subconsultant under this Agreement.

11. Compliance With Laws and Regulations; Licensing. Consultant shall perform its services

under this Agreement in compliance with all applicable provisions of Federal, State and

local laws, statutes, codes, rules, regulations, ordinances and professional standards

(“Applicable Laws”). By entering into this Agreement, Consultant represents and warrants

that it possesses and will keep current all license and registrations required by Applicable

Laws to enter into this Agreement and to perform the scope of services hereunder.


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12. Insurance. Consultant, at its sole cost and expense, shall obtain, keep in force, and maintain

the following policies of insurance at all times while this Agreement is in effect, and shall

not commence any work under this Agreement until proof of such insurance has been

provided to the District. The coverages provided by such insurance shall not be construed

as limitations of liability.

12.1 Required Policies.

12.1.1 Commercial General Liability Insurance (contractual, products, and

completed operations coverages included) with a combined single limit of

no less than $2,000,000 per occurrence or the full per occurrence limits of

the policies available, whichever is greater for bodily injury, personal injury

and property damage.

12.1.2 Business or Comprehensive Automobile Liability Insurance for owned,

scheduled, non-owned, or hired automobiles, with a combined single limit

of no less than $1,000,000 per accident.

12.1.3 Professional Liability Insurance with limits of $1,000,000 per claim and


12.1.4 Employers’ Liability Insurance with limits of $1,000,000 per claim and


12.1.5 Workers’ Compensation Insurance as required under the Workers’

Compensation Insurance and Safety Act of the State of California.

12.2 Required Terms.

12.2.1 All polices except workers’ compensation and professional liability, shall

name as additional insureds the Water Replenishment District of Southern

California, its directors, officers, employees, agents authorized volunteers

and representatives. The coverage shall contain no special limitations on

the scope of protection afforded the District, its directors, officers,

employees, or authorized volunteers.

12.2.2 All policies (with the exception of Professional Liability) shall be written

on an occurrence basis. If a policy may only be obtained on a claims made

basis, the policy shall be maintained continuously for a period of no less

than three (3) years after the date of final completion of the scope of services

under this Agreement.

12.2.3 All policies shall provide that coverage cannot be cancelled without thirty

(30) days prior written notice to the District.

12.2.4 All insurance required under this Agreement shall be considered primary to

any insurance maintained by the District. All policies except Professional


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Liability shall include waivers of subrogation in favor of the District and its

insurers.

12.2.5 Any failure to comply with reporting or other provisions of the policies

including breaches of warranties shall not affect coverage provided to

District, its directors, officers, employees, or authorized volunteers.

12.2.6 The Consultant’s insurance shall apply separately to each insured against

whom claim is made or suit is brought, except with respect to the limits of

the insurer’s liability.

12.2.7 Liability insurance shall indemnify the Consultant and his/her sub-

contractors against loss from liability imposed by law upon, or assumed

under contract by, the Consultant his/her sub-contractors for damages on

account of such bodily injury (including death), property damage, personal

injury, completed operations, and products liability.

12.2.8 Deductibles and Self-Insured Retentions – Any deductible or self-insured

retention must be declared to and approved by District. At the option of

District, the insurer shall either reduce or eliminate such deductibles or self-

insured retentions. Policies containing any self-insured retention (SIR)

provision shall provide or be endorsed to provide that the SIR may be

satisfied by either the named or additional insureds, co-insurers, and/or

insureds other than the first named insured.

12.2.9 Evidence of Insurance – Prior to execution of the agreement, the Consultant

shall file with District a certificate of insurance signed by the insurer’s

representative evidencing the coverage required by this agreement. Such

evidence shall include an additional insured endorsement signed by the

insurer’s representative. Such evidence shall also comply with the

Evidence and Required Forms of Insurance attached hereto as Exhibit “C”.

In the event that the Consultant employs other contractors (sub-contractors)

as part of the work covered by this agreement, it shall be the Consultant’s

responsibility to require and confirm that each sub-contractor meets the

minimum insurance requirements specified above. Failure to continually

satisfy the Insurance requirements is a material breach of contract.

12.2.10 All polices required under this Agreement shall be issued by companies

authorized to transact insurance business in the State of California

acceptable to the District and having a Best rating of A- or equivalent or as

otherwise approved by District.

13. Indemnification. Consultant shall indemnify, defend and hold harmless the District and its

directors, officers, employees, agents and representatives (collectively “District”), from

and against any and all claims, liabilities, costs, damages, suits, proceedings, injuries

(including injuries to real and personal property, and injuries to persons, including death)


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incurred by District (“Losses”), as a result of Consultant’s breach of any provision of this

Agreement, Consultant’s failure to comply with applicable laws, Consultant’s negligent

acts or omissions, or Consultant’s willful misconduct. However, Consultant’s obligation

to defend shall arise regardless of any claim or assertion that the District caused or

contributed to the Losses. Nothing in this paragraph shall constitute a waiver or limitation

of any legal rights which the District may have including, without limitation, the right to

implied indemnity.

14. Arbitration and Attorneys’ Fees. Any dispute arising from or relating to this Agreement

shall be submitted to final and binding arbitration before an arbitrator who is a member of

the National Academy of Arbitrators. The parties will obtain a list of five names of

potential arbitrators from the National Academy of Arbitrators, or the American

Arbitration Association, and will take turns striking the names of arbitrators until one

arbitrator remains, who shall preside over the arbitration. The arbitrator will have no power

to rewrite any of the terms of this Agreement. The parties shall split the cost of the

arbitrator’s fee and any court reporter required by the arbitrator or if both parties agree to

having the proceedings taken down by a court reporter. The prevailing Party in any action

arising from or relating to this Agreement shall be entitled to recover its reasonable

attorneys’ fees, expert witness fees and arbitration fees and costs in addition to any other

relief and recovery ordered by the arbitrator or other tribunal hearing any matter related to

this Agreement.

15. Conflict of Interest. No official of the District who is authorized in such capacity and on

behalf of the District to negotiate, make, accept or approve, or to take part in negotiating,

making, accepting or approving this Agreement, or any contract or subcontract relating to

work to be performed pursuant to this Agreement, shall become directly or indirectly

personally interested in this Agreement or in any part thereof. Consultant shall not accept

employment or contract during the term of this Agreement with any firm or individual for

the provision of services if such employment or contract would conflict directly with the

Services provided to the District under this Agreement.

16. Equal Opportunity. During the performance of this Agreement, Consultant shall not

discriminate against any employee or applicant for employment because of race, color,

religion, sex, age, marital status or national origin.

17. Successors and Assigns. This Agreement shall inure to the benefit of, and be binding upon,

the District, Consultant, and their respective successors and assigns provided, however,

that no assignment of the duties or benefits under this Agreement shall be made without

the written consent of the Consultant and the District.

18. Choice of Law and Venue. This Agreement shall be governed by and interpreted in

accordance with the laws of the State of California. The Parties agree that the exclusive

venue for any action or proceeding arising from or relating to this Agreement shall be in

the County of Los Angeles, State of California.


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19. Notices. All notices provided by this agreement shall be in writing and shall be sent by

first-class mail and facsimile transmission as follows:

If to the District:

Water Replenishment District of Southern California


Lakewood, CA 90712

Phone: (562) 921-5521

Fax: (562) 921-6101

If to Consultant:

KEH Group, Inc.

6435 Cayenne Lane

Carlsbad, CA 92009

Phone: (619) 857-5680

Email: [email protected]

Fax: None

20. Amendments. This Agreement may be modified only by a writing signed by the Parties

hereto.

21. Integration; Construction. This Agreement (inclusive of exhibits incorporated herein by

this reference) sets forth the final, complete and exclusive expression of the Parties’

agreement with respect to the subject matter hereof, and supersedes any and all other

agreements, representations, and promises, whether made orally or in writing.

Notwithstanding anything in Exhibit A to the contrary (or any invoice or other unilateral

terms or conditions provided by Consultant), in the event of any conflict or inconsistency

between this Agreement and Exhibit A (or any invoice or other unilateral terms or

conditions provided by Consultant), this Agreement shall control. The Parties represent

and warrant that they are not entering into this Agreement based upon any representation

or understanding that is not expressly set forth in this Agreement. This Agreement shall

be construed as the product of a joint effort between the Parties and shall not be construed

against either Party as its drafter.

22. Effective Date. This Agreement is effective as of the date first set forth above.

23. Authority. Each person signing this Agreement represents that he or she has the authority

to do so on behalf of the Party for whom he or she is signing.


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IN WITNESS WHEREOF, the Parties have caused this AGREEMENT to be executed the

day and year first above written.

WATER REPLENISHMENT DISTRICT OF

SOUTHERN CALIFORNIA

Signature Signature

Vera Robles DeWitt Print Name Print Name

President, Board of Directors Secretary, Board of Directors Title Title

KEH GROUP, INC. ("CONSULTANT")

Signature

Kenneth E. Hume Print Name

Principal Title

Approved As To Form

LEAL, TREJO LLP

Attorneys for the Water Replenishment

District of Southern California


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Water Replenishment District of Exhibit A Professional Services Contract

Southern California Scope of Work KEH Group, Inc.

EXHIBIT A

SCOPE OF WORK


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of 2 KEH Group, Inc. 6435 Cayenne Lane Carlsbad, CA 92009 P: 619-857-5680

May 26, 2020

Ms. Phuong Watson Senior Engineer Water Replenishment District of Southern California 4040 Paramount Boulevard Lakewood, CA 90712

Subject: As-needed Services

Dear Ms. Watson,

Pursuant to your request, KEH Group, Inc. (KEH) is pleased to submit the following scope and fee estimate for as-needed services.

SCOPE OF WORK

1. Review and/or prepare correspondence and other documents as-needed to close out ARC construction and throughout the entire Transitional Operations Period.

2. Assist WRD’s counsel as-needed in final negotiations with the DBE to close out the ARC construction project.

3. Attend WRD Committee and Board meetings as-needed. 4. Attend meetings with WRD, OE/OA, and/or DBE as-needed throughout the ARC Transitional

Operations Period. 5. Support WRD and the OE/OA as-needed throughout the ARC Transitional Operations Period,

such as Design Build Contract compliance, review DBE financial records, etc. 6. Other as-needed general services related to planning, technical support, facility operation &

maintenance, project/program management, regulatory compliance and oversight of design and construction projects

SCHEDULE

The Period of Performance for the services identified herein shall be from June 15, 2020 through December 31, 2022.

DELIVERABLES

KEH shall prepare reports, memoranda, graphics, presentations, technical submittals, correspondences, and other documents based on the work tasks identified by WRD during the Period of Performance.

FEES

Based on our discussions with WRD staff regarding upcoming needs during the Period of Performance, the following is an estimate of hours for the subject as-needed services:

• Services through December 31, 2020 - Total Estimated Hours = 160 @ hourly rate of $192.00/hr = $30,720

• Services Jan. 1, 2021 thru Dec. 31, 2021 - Total Estimated Hours = 180 @ hourly rate of $192.00/hr = $34,560


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of 2 KEH Group, Inc. 6435 Cayenne Lane Carlsbad, CA 92009

• Services Jan. 1, 2022 thru Dec. 31, 2022 - Total Estimated Hours = 180 @ hourly rate of $192.00/hr = $34,560

• Total Estimated As-needed Not-to-Exceed Fee thru Dec. 31, 2022 = $99,840

The hours identified is an estimate. Actual hours will be dependent upon as-needed work assigned by WRD. The hourly rate identified is for Project Manager category in accordance with KEH’s 2020 Schedule of Charges. The undersigned shall serve in the Project Manager position. No non-labor direct charges will be billed to WRD without prior authorization.

Should additional staff be required during the Period of Performance, KEH shall issue staff categories, rates and scope for those personnel assigned dependent upon the needs of the as-needed services requested by WRD.

Please contact me at your convenience should you have any questions regarding the scope and fees identified herein. Thank you for the opportunity to be of service to WRD.

Sincerely,

KEH Group, Inc. Kenneth E. Hume Principal

cc: Mr. Eric Owens; Manager of Engineering, WRD


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Water Replenishment District of Exhibit B Professional Services Contract

Southern California Consultant Rate Schedule KEH Group, Inc.

EXHIBIT B

CONSULTANT RATE SCHEDULE

1.0 Consultant shall be compensated for actual services performed in accordance with this

Agreement at the hourly rate of $192.00 per hour.

2.0 A budgetary amount of $30,720 (which amount applies to Consultant’s fee and

reimbursable expenses) is established for this Agreement. Notwithstanding any other

provision of this Agreement, the District shall not be obligated to pay Consultant any

amount in excess of said budgetary amount absent prior written approval from the

District. Likewise, Consultant shall not be obligated to perform services or incur

expenses in excess of the budgetary amount absent prior written approval from the

District.


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Water Replenishment District of Exhibit C Professional Services Contract

Southern California Evidence and Required Forms of Insurance KEH Group, Inc.

EXHIBIT C

EVIDENCE AND REQUIRED FORMS OF INSURANCE

Checklist for Additional Insured Endorsement

Contractor Name

Project Name:

Refer to the Additional Insured Endorsements forms E1-8 following:

Endorsement(s)

❑ Additional Insured (AI) Status – GENERAL LIABILITY - Member Water District, its directors, officers, employees, or authorized volunteers are named as additional insureds - as broad as following forms:

o Form CG 20 10 11 85 (E1) or

o BOTH CG 20 10 (E2) and CG 20 37 (E3) if forms with later edition dates

provided (usually 10 01 or 07 04 editions). Also acceptable CG 20 10 04 13 (or older

editions E2) specifically naming the District parties or using language that states "as

required by contract")

o “Blanket” Endorsement - (no specific policy number) (E4) covering one or more of

the above endorsements required with words "as required by written

contract/agreement".

o If large number of Subcontractors - Additional Insured endorsement CG 20 38

04 13 recommended. (E5)

o Policy numbers - matches policy number shown on Certificate of Insurance. (see

Optional Dec. Page/Endorsement pages below)

o Primary Coverage – The primary/non-contributory language is included. “The

insurance provided by this policy shall be primary as respects any claims related to

the ____________ Project. Any insurance, self-insurance, or other coverage

maintained by the district, its directors, officers, employees, or volunteers shall not

contribute to it.” e.g. Form CG 20 01 (E6)

❑ Auto liability (Optional (E7)) AI - most standard forms have automatic AI but some carriers provide endorsement

❑ Waiver of Subrogation (Workers Compensation and Property (Course of Construction, if required in contract) (E8)

❑ Optional - For extra confidence in verifying coverage require Declaration Page and Endorsement Schedule pages - compare the endorsement numbers. Look out for Amendment of contractual liability and or prior works exclusions - refer to Legal Counsel.


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of 2KEH Group, Inc.6435 Cayenne LaneCarlsbad, CA 92009P: 619-857-5680

May 26, 2020

Ms. Phuong WatsonSenior EngineerWater Replenishment District of Southern California4040 Paramount BoulevardLakewood, CA 90712

Subject: As-needed Services

Dear Ms. Watson,

Pursuant to your request, KEH Group, Inc. (KEH) is pleased to submit the following scope and fee estimate for as-needed services.

SCOPE OF WORK

1. Review and/or prepare correspondence and other documents as-needed to close out ARC construction and throughout the entire Transitional Operations Period.

2. Assist WRD’s counsel as-needed in final negotiations with the DBE to close out the ARC construction project.

3. Attend WRD Committee and Board meetings as-needed.4. Attend meetings with WRD, OE/OA, and/or DBE as-needed throughout the ARC Transitional

Operations Period.5. Support WRD and the OE/OA as-needed throughout the ARC Transitional Operations Period,

such as Design Build Contract compliance, review DBE financial records, etc.6. Other as-needed general services related to planning, technical support, facility operation &

maintenance, project/program management, regulatory compliance and oversight of design and construction projects

SCHEDULE

The Period of Performance for the services identified herein shall be from June 15, 2020 through December 31, 2022.

DELIVERABLES

KEH shall prepare reports, memoranda, graphics, presentations, technical submittals, correspondences, and other documents based on the work tasks identified by WRD during the Period of Performance.

FEES

Based on our discussions with WRD staff regarding upcoming needs during the Period of Performance, the following is an estimate of hours for the subject as-needed services:

Services through December 31, 2020 - Total Estimated Hours = 160@ hourly rate of $192.00/hr = $30,720

Services Jan. 1, 2021 thru Dec. 31, 2021 - Total Estimated Hours = 180@ hourly rate of $192.00/hr = $34,560


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of 2KEH Group, Inc.6435 Cayenne LaneCarlsbad, CA 92009

Services Jan. 1, 2022 thru Dec. 31, 2022 - Total Estimated Hours = 180

@ hourly rate of $192.00/hr = $34,560

Total Estimated As-needed Not-to-Exceed Fee thru Dec. 31, 2022 = $99,840

The hours identified is an estimate. Actual hours will be dependent upon as-needed work assigned by WRD. The hourly rate identified is for Project Manager category in accordance with KEH’s 2020 Schedule of Charges. The undersigned shall serve in the Project Manager position. No non-labor direct charges will be billed to WRD without prior authorization.

Should additional staff be required during the Period of Performance, KEH shall issue staff categories, rates and scope for those personnel assigned dependent upon the needs of the as-needed services requested by WRD.

Please contact me at your convenience should you have any questions regarding the scope and fees identified herein. Thank you for the opportunity to be of service to WRD.

Sincerely,

KEH Group, Inc.

Kenneth E. HumePrincipal

cc: Mr. Eric Owens; Manager of Engineering, WRD


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