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HomeMy WebLinkAboutOCSD 04-08 (REPEALED)RESOLUTION NO. OCSD 04-08 ESTABLISHING POLICIES AND PROCEDURES FOR: THE AWARD OF PURCHASE ORDERS AND CONTRACTS; PUBLIC WORKS PROJECT CONTRACTS; PROFESSIONAL SERVICES CONTRACTS; AND DELEGATION OF AUTHORITY TO IMPLEMENT SAID POLICIES AND PROCEDURES A RESOLUTION OF THE BOARD OF DIRECTORS OF ORANGE COUNTY SANITATION DISTRICT (DISTRICT OR OCSD) ESTABLISHING POLICIES AND PROCEDURES FOR THE AWARD OF PURCHASE ORDERS AND CONTRACTS; AWARD OF PUBLIC WORKS PROJECT CONTRACTS; AWARD OF PROFESSIONAL SERVICES CONTRACTS; AND DELEGATION OF AUTHORITY TO IMPLEMENT SAID POLICIES AND PROCEDURES; AND REPEALING RESOLUTION NO. OCSD 99-23 REPEALED BY OCSD 06-26 ARTICLE I: ARTICLE II: ARTICLE Ill: ARTICLE IV: TABLE OF CONTENTS RECITAL OF FINDINGS •...•..•..•••.............•..•••..•..•..•.••.••.... Page 1 Section 1.01: Findings: Declaration of Intent. TERMS AND DEFINITIONS .•.....•........•.............•..•............ Page 2 Section 2.01: Terms and Definitions DELEGATION OF AUTHORITY -GENERAL .......•.......... Page 5 Section 3.01: Purpose and Scope. Section 3.02: Authorizing General Manager to Establish Rules and Guidelines. Section 3.03: Procedure for Delegation of Authority >-Approval Levels a. Co-signatures b. Procedural Requirements c. Special Consideration for Extraordinary Projects I Events Section 3.04: Purchasing System Adoption Section 3.05: Purchasing Division Delegated Authority Section 3.06: Procurement Card Program Section 3.07: Requisitions Section 3.08: Cooperative Procurement Section 3.09: Purchases: Emergency Section 3.1 O: Purchases: Sole Sources; Standardized Prices, Specialized Services, and Sole Sources Section 3.11: Purchase Orders Section 3.12: Purchases: Encumbrances of Funds Section 3.13: Blanket Purchase Orders Section 3.14: Surplus Supplies, Materials, and Equipment. Section 3.15: Sale of Real Property. Section 3.16: Recordkeeping OPERATIONAL SUPPLIES, MATERIALS, •..•...•............ Page 12 EQUIPMENT & SERVICES, INCLUDING PROFESSIONAL SERVICE CONSULTANTS (EXCLUDING PUBLIC WORKS CONTRACTS OR PROFESSIONAL DESIGN SERVICE AGREEMENTS) Section 4.01: Purpose and Scope. Section 4.02: Purchases: Bidding Requirements. Section 4.03: Bidding Procedure: Purchases Greater than $50,000. Section 4.04: Purchases between $50,000 and $100,000. Section 4.05: Bidding Procedure: Purchases Less Than $50,000. ii ARTICLE V: ARTICLE VI: Section 4.06: Bidding Procedure: Purchases Less Than $5,000. Section 4.07: Inspection and Testing. . Section 4.08: Purchases: Negotiated Contracts. Section 4.09: Request for Proposal Procedure. PROFESSIONAL DESIGN SERVICE AGREEMENTS .•• Page 18 Section 5.01: Purpose and Scope. Section 5.02: Retention of Professional Design Consultants. Section 5.03: Facilities Engineering Project. Section 5.04: Facilities Engineering Project: Approval of Plans and Specifications. Section 5.05: Facilities Engineering Project: Annual Budget Approval. Section 5.06: Facilities Engineering Project: Selection of Consultants -Procedure. Section 5.07: Major Capital Project: Approval of Plans and Specifications. Section 5.08: Major Capital Project: Scope of Work a. Proposals -Notice Requesting b. Staff Screening Committee c. Proposal -Contents d. Review of Proposals by Staff Screening Committee e. Procurement & Negotiation of Agreement f. Continuation of Services g. Specialized Services h. Agreement for Services i. Conflict of Interest Section 5:09: Major Capital Project: Selection of Consultants - Procedure. PUBLIC WORKS CONSTRUCTION CONTRACTS •....... Page 26 Section 6.01: Purpose and Scope. a. Notice Inviting Bids b. Bidder's Security c. Bid Opening Procedure d. Rejection of Bids e. Tie Bids f. No Bids g. One Bid h. Emergencies i. Surety Bonds j. Cost Records Section 6.02: Public Works: Bidding Required. Section 6.03: Bidding Procedure: Public Works Construction Greater than $35,000. iii ARTICLE VII: ARTICLE VIII: ARTICLE IX: AWARD AUTHORIZATION ............................................ Page 29 Section 7.01 Operational Supplies, Materials, Equipment & Services, Including Professional Service Consultants: A. Primary Agreements & Purchases B. Amendments Section 7.02 Facilities Engineering Projects: A. Task Orders B. Amendments Section 7.03 Major Capital Projects -Professional Design Services: A. Primary Agreements B. Amendments Section 7.04 Public Works Projects: A. Primary Agreements B. Change Orders C. Close-Out Agreements D. Notice of Completion E. Time Extension to Public Works Contract TRAINING, MEETINGS, AND RELATED TRAVEL EXPENDITURES .............•..•..•..•...........•............•.......•... Page 35 Section 7.01: Purpose and Scope. Section 7.02: General. Section 7.03: Policies and Procedures. MISCELLANEOUS ............••....................•...•.............•...• Page 37 Section 8.01: Noncompliance. Section 8.02: Severability. Section 8.03: Effective Date. Section 8.04: Repeal of Prior Resolution. iv ARTICLE I RECITAL OF FINDINGS Section 1.01 : Findings: Declaration of Intent. A. California Government Code Section 54202 requires that every local agency shall adopt policies and procedures, including bidding regulations governing purchases of supplies, services, materials and equipment, and that purchases of supplies, services, materials and equipment by the local agency shall be in accordance with said duly adopted policies. B. California Government Code Section 54204 requires that if the local agency is other than a city, county, or city and county, policies provided for in Section 54202 of said Code shall be adopted by means of a written rule or regulation, copies of which shall be available for public distribution. C. In order to establish efficient procedures for the purchase of supplies, services, materials, and equipment, and the letting of public works contracts at the best possible cost commensurate with quality and delivery needs, together with other relevant factors, to exercise positive financial control over purchases, and to clearly define authority for the purchasing function, and to establish bidding procedures, a purchasing system for OCSD beyond what is required by said Sections of the Government Code is desirable and in the best public interest. D. An effective, comprehensive organization needs an administrative structure with support procedures that are logical, efficient, well documented, are understood by the organization's employees and members of the public, and that will enable timely and responsive administrative acquisition of supplies, services, materials, and equipment. The organization should also appropriately delegate authority to those persons and units having responsibility for these activities. E. The Board of Directors has determined that a delegation of authority structure provides for better training of employees which will result in improved efficiency and effectiveness of OCSD's operations. Resolution No. OCSD 04-08 1of37 ARTICLE II TERMS AND DEFINITIONS Section 2.01: Terms and Definitions. A. "Amendment or Change Order" shall mean written agreements entered into and between the Professional Service Provider or Contractor and OCSD, properly executed, covering alterations, changes, additions, or deletions to the Contract which are necessary for the proper completion of the work. B. "Capital Facilities" shall mean those public works owned by OCSD that are currently in existence. C. "Capital Facilities Operational Projects" shall mean the routine, recurring, and usual work for the preservation or protection of any public works, as well as any minor repainting, landscape, maintenance, or work performed to keep, operate, and maintain OCSD's water, power and wastewater disposal systems. This work shall include modification or repair, or the replacement of parts, equipment, and facilities. D. "Capital Improvements" shall mean those public works that are to be newly-erected or constructed by OCSD in the future. E. "Change Order" shall mean written agreements entered into and between the Contractor and OCSD, for Public Works Contracts, properly executed, covering alterations, changes, additions, or deletions to the Contract, which are necessary for the proper completion of the work. F. "Competitive Bidding" shall mean the process and procedure whereby OCSD, in accordance with California Public Contract Code Section 20783, prepares Plans and Specifications for the construction of public works; publishes a Notice Inviting Bids, and at a fixed time opens all bids received; and subsequently awards a Construction Contract to the lowest responsive and responsible bidder. G. "Design Agreement" shall mean a contract between OCSD and a Professional Design Consultant who is licensed, certified, or registered by the State of California to perform professional services. For OCSD purposes, these individuals shall be known as "Professional Design Consultants". H. "Facility Engineering Project" shall mean a miscellaneous capital improvement or facility modification, replacement, or repair project, related to plant safety, reliability and efficiency enhancements where professional consulting services are estimated to be in an amount not to exceed $100,000 (inclusive of amendments) for each project. I. "Force Account" shall mean work that is performed solely by OCSD employees which has a cost value, including labor, overhead, parts, and supplies, in an amount not to exceed $5,000 for each Project, except as allowed in Resolution No. OCSD 04-08 2of 37 Subparagraphs (a) and (b) below. It does not mean work performed for OCSD by persons or an entity under contract to OCSD, even when said work may be ordered by OCSD as being outside or beyond the original contract scope of work. OCSD employees may perform work on contracts, without limitation on amount only, for one of the following reasons: (a) It is an emergency and performing the work with OCSD forces is more expedient; or (b) The Board of Directors has rejected all bids and by a four-fifths vote declared that the work can be performed more economically by day labor. A written cost effectiveness analysis must be placed in the contract file. This force account provision shall not apply to sewerage maintenance or repair work. J. "PDC" shall mean the Planning, Design and Construction Committee of the Board of Directors. K. "Major Capital Projects" shall mean the construction, repair, modification, or rehabilitation of OCSD's Capital Facilities, including treatment plants, trunk sewers, pump stations, ocean outfall, administrative and support facilities, and other facilities related to OCSD operations, where the cost of Professional Design and Consultant Services are estimated to be in an amount in excess of $100,000 for any project. These projects may require Selection Committee or Board approvals. L. "Professional Design Consultant" shall mean an individual or firm providing engineering, architectural, environmental, land surveying, construction management, and other similar services which are those professional services associated with development and design for construction, alteration, or repair of public works, as well as incidental services that members of these professions, and those in their employ, may logically or justifiably perform, including studies, investigations, surveys, evaluations, consultations, planning, inspections, shop drawing reviews, sample recommendations, cost estimates, inspections, preparation of operation and maintenance manuals, and other related services, all of which must be incidental to OCSD awarding a contract for the construction of public works. M. "Professional Design Service Agreement" shall mean a Contract between OCSD and a Professional Design Consultant to provide services to OCSD for professional engineering, architecture, environmental, land surveying, and similar services as a non-employee of OCSD. N. "Professional Service Consultant" shall mean an individual or firm (other than a "Professional Design Consultant"), providing professional services to OCSD, such as, but not limited to, accounting and financial services, information technology, general research, evaluation of systems design related to wastewater treatment systems, legislative evaluation and advocacy, human resources consultation and advocacy, and miscellaneous scientific research and consultation. Resolution No. OCSD 04-08 3 of 37 0. "Professional Service Consultant Agreement" shall mean a contract between OCSD and a Professional Consultant to provide services to OCSD as a non-employee of the District. P. "Public Works" shall mean all buildings, structures, facilities, improvements, or works that are owned or operated by OCSD for the benefit of the public and which were or are being constructed, altered, demolished, or repaired under contract and paid for, in whole or in part, out of public funds. Q. "Public Works Contract" shall mean an Agreement between OCSD and another party for the erection, construction, alteration, repair, or improvement of any public works of any kind. Public Works projects estimated more than $35,000 must adhere to the provisions of the California Public Contract Code. Resolution No. OCSD 04-08 4 of 37 ARTICLE Ill DELEGATION OF AUTHORITY -GENERAL Section 3.01: Purpose and Scope. In an effort to remove barriers that prevent OCSD employees from performing their jobs at the highest level of efficiency, a delegation of authority structure will appropriately provide staff with information on its increased responsibility and ownership, hence, it will contribute to the improved efficiency and effectiveness of OCSD. Section 3.02: Authorizing General Manager to Establish Rules and Guidelines. The levels of authorization to award purchase orders and contracts to acquire services, including professional services, supplies, materials, and public works project contracts, are as more particularly specified in Article VII herein. The General Manager of OCSD is hereby authorized to establish rules and guidelines to implement Board policies and to delegate to Staff, signature authority to initiate the procurement process, as specified in Articles IV through VII herein. Section 3.03: A. Procedure for Delegation of Authority. These procedures establish the framework and boundaries within which a delegate can operate, and also provide Management with a mechanism to evaluate implementation and hold the delegate accountable for his I her actions. Upon delegation of authority by the General Manager, each Department shall be authorized to further delegate to respective employees within the Department. The delegation shall be effective upon the Department Head setting forth, in writing, the name of the delegated employee, the job position, and specific level of delegated authority as Staff Level A, B, or C, respectively (as set forth in Section 7.01A below), and filing it with the Contracts I Purchasing Manager. The General Manager shall establish further procedures to implement delegated authority into the organization. To commence the procurement process for acquisition of operational supplies, services, materials, and equipment, public works contracts governed by state law and professional and design service agreements, signature authority is hereby established as set forth in Section 7.01A below. The functional authority level listed describes the highest level of signature approval needed. Intermediate management approval between the initiator I requester and listed approval level must also be obtained. The General Manager may delegate authority for all purposes under this Resolution to a Department Head to act in the General Manager's absence. Resolution No. OCSD 04-08 5of 37 B. Co-Signatures. In addition to the signature of the Delegated Authority: 1. To ensure that all policies and procedures governing purchase orders and contracts are followed, all contracts and purchase orders will be signed by the Contracts I Purchasing Manager, or his designee upon approval of the delegated authority specified in Section 7.01A. 2. All purchases for computer hardware, software, copiers, faxes, and communication equipment will be pre-approved by the Information Technology Director, or his designee. C. Procedural Requirements. All policies and procedures adopted by the Board of Directors or promulgated by the General Manager governing the procurement of supplies, materials, equipment or services, will apply, and shall be complied with. Budgeted funds must be available prior to the acquisition of goods or services. Upon the identification of goods or services needed that are not originally budgeted, either a budget transfer request form must be completed demonstrating that adequate funds are available to cover the acquisition, or the Board of Directors must authorize a budget amendment, at which time, the item being acquired would fall into the budgeted category. D. Special Consideration for Extraordinary Projects I Events. The Board of Directors, at its discretion, may temporarily increase the General Manager's purchasing approval and amendment I change order authority due to circumstances it finds critical to the operation. In addition, the Board may also allow the replenishment of the General Manager's amendment I change order authority, once exhausted, back to its original level, if necessary. Section 3.04: Purchasing System Adoption. The procedures and authority set forth in this Resolution are intended to operate in concert with and supplemental to the delegation of authority granted by the governing Board of Directors in the adoption of this Resolution. Full compliance with the provisions of all Articles in this Resolution is required. Section 3.05: Purchasing Division Delegated Authority. There is hereby vested in the Purchasing Division (hereinafter referred to as "Purchasing"), under the general supervision and direction of the Director of Finance, the authority for the purchase of supplies, services, materials, and equipment; letting of public works contracts; and the establishment of rules, procedures, and administrative policies relative thereto. The Director of Finance may delegate or assign any or all of the following duties to the Contracts I Purchasing Manager: A. To purchase or contract for supplies, services, materials, and equipment required by any Department or Division, in accordance with purchasing procedures prescribed by this Resolution; such administrative regulations as Purchasing Resolution No. OCSD 04-08 6 of 37 shall adopt for the internal management and operation of Purchasing; and such other rules and regulations as shall be adopted by the Board of Directors. B. To negotiate and recommend execution of contracts for the purchase of supplies, services, materials, and equipment; for construction of public works projects; and for the disposition of surplus property and by-products of the sewage treatment process. C. To submit to General Counsel for review or approval, as necessary, contracts, purchase orders, and other related documents. The Board Secretary shall be the designated Custodian of all original executed copies of contracts, purchase orders, and other related documents which are approved by the Board of Directors. The Purchasing Department shall be the designated Custodian of all other executed contracts. D. To discourage uniform bidding and endeavor to obtain as full and open competition as possible on all purchases and sales. E. To prepare rules, regulations, procedures, and administrative policies, and revisions thereto, governing the purchase of supplies, services, materials, and equipment; for the letting of public works construction contracts in accordance with the provisions of state law; and disposition of surplus property and by-products of the sewage treatment process. F. To prepare rules, regulations, procedures, and administrative policies, and revisions thereto, governing the warehousing of inventories. G. To keep informed of current developments in the field of purchasing, including but not limited to prices, market conditions, and new products. H. To prescribe and maintain such forms as are reasonably necessary for the implementation of this Resolution and other rules and regulations of OCSD. I. To review and recommend specifications to establish minimum standards for all purchases. J. To supervise the inspection of all supplies, services, materials, and equipment purchases to insure conformance with specifications. K. To provide for the transfer of surplus or unused supplies and equipment between Departments, as needed. L. To have custodianship and control of all inventories and surplus property. M. To maintain a bidders' list, vendors' catalog file, and records needed for the efficient operation of the Purchasing Division. N. To review, approve, and maintain active insurance documents for all OCSD procurements. Resolution No. OCSD 04-08 7 of 37 0. To revise all records to reflect the sale, transfer, or reorganization of a supplier's business, or a change in the supplier's name for doing business, so long as all other terms and conditions of the original agreement remain the same. In such event of an assignment of the purchase order or contract by the supplier, OCSD shall not be bound until it has given its consent in writing, which consent shall not be unreasonably withheld. An amendment to the original agreement shall be prepared authorizing and consenting to the assignment and shall be executed by the General Manager, or his designee on OCSD's behalf. P. To undertake such other and future duties as, in the Director of Finance's discretion, are incidental and necessary to the conduct of the Division. Section 3.06. Procurement Card Program. OCSD has established a Procurement Card ("Procard") Program allowing specifically authorized employees to purchase goods and services with a total dollar value less than $1,000, thereby eliminating the purchase requisition, purchase order, invoice, and check requirements for these purchases. Approval for use of a Procard must first be obtained from OCSD's Procard Administrator, with the concurrence of the Contracts I Purchasing Manager and appropriate Department Head. All employees authorized by the Finance Department to use a Procurement Card shall do so only in accordance with OCSD's Procurement Card Policies and Procedures. Section 3.07: Requisitions. All OCSD employees who need or require supplies, services, materials, or equipment to carry out the defined duties of their positions, shall submit requisitions, in advance, for purchases or warehouse requisitions to Purchasing, in accordance with the adopted rules, regulations, procedures, and policies of the Purchasing Division. Usage of OCSD's procurement cards shall be exempt from this requirement. Section 3.08: Cooperative Procurement. A. OCSD, through Purchasing, may participate in or sponsor, conduct, and I or administer a Cooperative Procurement Agreement for the acquisition of procured items or services with any other public agency purchasing unit, or public agency alliance, in accordance with an agreement between OCSD and the other public agency. 8. OCSD, through Purchasing, may sell to, acquire from, or use any property (other than real property) belonging to another public agency, including the cooperative use of supplies or services. C. Purchasing may, at its discretion, procure from the County of Orange Cooperative Purchasing Program, the State of California Multiple Award Schedules Program and the Department of General Services Program, the California Association of Public Purchasing Officers Program, the Western States Contracting Alliance, the County of Los Angeles' Cooperative or Piggyback Programs, and U.S. Communities Alliance, without obtaining bids and following procedures set forth below, if Resolution No. OCSD 04-08 Bot 37 the Contracts I Purchasing Manager determines that goods or services procured through said Programs are cost-favorable to OCSD. Section 3.09: Purchases: Emergency. Whenever an emergency arises which is, or may be, a threat to the continued required operations of the wastewater treatment plants and facilities owned by OCSD, or when purchases are immediately necessary for the preservation of life or property, or to avoid a threat to the public health or safety, the Division may purchase supplies, services, materials, or equipment required for immediate use, in an amount greater than One Hundred Thousand ($100,000) Dollars without observing the procedures set forth in this Resolution. The General Manager or his designee, shall advise the OCSD Chair and I or Vice Chair, as appropriate, of the action taken, and such action shall be ratified by the Board of Directors at its next regular meeting. Section 3.10: Purchases: Standardized Prices. Specialized Services, and Sole Sources. A. The Purchasing Division may make purchases of supplies, materials, equipment or services without observing the bidding and Board approval procedures of Section 4.13 below when: 1. Items to be purchased have a demonstrated uniformity in price; or 2. An emergency arises which is, or may cause, a threat to the continued required operations of Reclamation Plant 1 or Treatment Plant 2; or 3. Purchases are immediately necessary for the preservation of life or property, or to avoid a threat to the public health or safety; or 4. The Provider of goods or services is determined to be uniquely qualified to provide specialized goods or perform specialized services. 5. It is determined that there is a sole source Provider that has goods and services available immediately that might not otherwise be available at such time purchasing procedures could be completed, and Staff determines such items are critical to OCSD's operations; a. For sole sources greater than $100,000, the General Manager, or his designee, shall advise the OCSD Chair and I or Vice Chair, as appropriate, of the action to be taken, and such action shall be ratified by the Board of Directors at its next regular meeting. b. Sole sources between $50,000 and $100,000 shall be approved by the General Manager and reported to the Board of Directors quarterly. c. All sole sources shall require pre-approval from the requesting Department Head, the Contracts I Purchasing Manager and the Director of Finance. Resolution No. OCSD 04-08 9of 37 Section 3.11 : Purchase Orders. Purchases of all supplies, services, materials, or equipment shall be made by purchase order through use of a requisition, and may also require a formal written contract when determined necessary or appropriate by the Contracts I Purchasing Manager. To ensure that all policies and procedures governing purchase orders and contracts are followed, all contracts or purchase orders will be executed by the Contracts I Purchasing Manager, or as delegated by the Contracts I Purchasing Manager. Employees requisitioning supplies and equipment shall be responsible that requisitions are in conformity with the spirit and intent of this Resolution and that no purchase has been broken into smaller units to evade any requirement of this Resolution. In accordance with OCSD's Records Retention Policy, Purchasing shall retain in its files one (1) copy of all purchase orders issued during the two (2) years preceding, on which copy of the purchase order there shall be a list of bidders and prices bid for the materials or equipment purchased, or if no bids or quotations were taken or received, a full statement as to the reason therefor. Section 3.12: Purchases: Encumbrances of Funds. Except in cases of emergency, no purchase order shall be issued for any supplies, services, materials, or equipment, unless there exists a sufficient budget item against which said purchase is to be charged, and which is not pledged towards any other specific purchase. Section 3.13: Blanket Purchase Orders. The Purchasing Division may issue annual blanket purchase orders for recurring purchases of miscellaneous supplies that: A. Are not carried in stock in OCSD's warehouse because of economic considerations; B. Are stock items that have been designated as appropriate sole source acquisitions; C. Have been competitively bid because Purchasing determines it is in the best interests of OCSD to issue a blanket order for inventory items; or D. Are for miscellaneous supplies, services, materials and equipment where such purchase may be procured from a single vendor during the budget year, without observing the procedures prescribed in Section 4.03 below when, in the Purchasing Division's discretion, it is determined that such blanket purchase orders are at a cost favorable to OCSD and will result in a more efficient procurement of such items. Blanket purchase orders shall be in conformity with the spirit and intent of this Resolution. The Purchasing Division shall, at the beginning of each budget year, file a list of such purchase orders and the estimated annual amount with the Director of Finance. Resolution No. OCSD 04-08 10 of 37 Section 3.14: Surplus Supplies, Materials, and Equipment. All Departments and I or Divisions shall submit to Purchasing, at such times and in such form as Purchasing shall prescribe, reports showing all supplies, materials, and I or equipment which are no longer used or which have become obsolete or worn out. Purchasing shall have the authority, as deemed appropriate by the Contracts I Purchasing Manager, to sell, exchange for, or trade in on new supplies, materials, and equipment, or dispose, as deemed appropriate, of all supplies, materials, and equipment which cannot be used by any other Department or Division, or which have become unsuitable for OCSD use. Section 3.15: Sale of Real Property. No negotiations concerning the sale of real property of OCSD may be made without prior review from the Contracts/Purchasing Manager and the General Counsel. No real property of OCSD may be sold without prior approval of the Board of Directors Section 3.16: Record keeping. A record of all sales of surplus property and by-products shall also be maintained by Purchasing upon or in which is maintained, the record of the bids received for the property or by-products sold, or if bids were not taken or received, a full explanation thereof. Such records shall be maintained for two (2) years after the sale. Resolution No. OCSD 04-08 11of37 ARTICLE IV OPERATIONAL SUPPLIES, MATERIALS, EQUIPMENT & SERVICES, INCLUDING PROFESSIONAL SERVICE CONSULT ANTS (EXCLUDING PUBLIC WORKS CONTRACTS OR PROFESSIONAL DESIGN SERVICE AGREEMENTS) Section 4.01 : Purpose and Scope. In order to establish efficient procedures for the purchase of supplies, materials, equipment and services, including Professional Service Consultants, at the best possible cost, commensurate with quality and delivery needs and other relevant factors; to exercise positive financial control over purchases; to clearly define authority for the purchasing function; and to establish bidding procedures pursuant to Section 54202 of the Government Code of the State of California, a purchasing system is deemed necessary. This Article does not apply to Professional Design Service Agreements and Public Works Contracts, which are defined and governed by Articles V and VI below. Section 4.02: Purchases: Bidding Requirements. Except as hereinafter provided, purchasing of supplies, materials, equipment or services, including Professional Service Consultants, shall be by bid procedures as set forth in this Article IV, when the purchase is estimated to have a value greater than Five Thousand ($5,000) Dollars; the supplies or services may be obtained from more than one vendor; are not standardized as to price; and no emergency exists. Section 4.03: Bidding Procedure: Purchases Greater Than $50.000. A. Award to Lowest Bidder. Except as otherwise provided in this Article IV, purchases of supplies, materials, equipment or services, including Professional Service Consultants, of an estimated value greater than $50,000 shall be by written contract or purchase order with the lowest responsive and responsible bidder (unless a Request for Proposal solicitation instrument is utilized), pursuant to the procedures prescribed herein. B. Award Approval. Purchases of supplies, materials, equipment or services, including Professional Service Consultants, that are identified and have appropriate not to exceed contractual pre-approvals, as outlined in each Fiscal Year's annual budget, to include capital equipment, shall be bid and awarded directly by the Contracts I Purchasing Manager, or as delegated by the Contracts I Purchasing Manager in accordance with the procedures in this Section 4.03. Supplies, materials, equipment or services, including Professional Service Consultants, not budgeted, or which exceed the Board or pre-approved amount, or subsequent increases to the contract above the original amount identified and approved in the budget year the contract was awarded (both pre-approved or Board approved), or Resolution No. OCSD 04-08 12 of 37 which affect policy recommendations or ratifications, or are sole source contracts exceeding $100,000, and all applicable public works contracts, shall require Board of Directors' approval prior to issuance or award of a purchase order or contract, except as provided in Section 7.01(B). · C. Notice Inviting Bids. A Notice Inviting Bids shall be published and include a general description of the articles or services to be purchased or sold, shall state where bid forms and specifications may be secured, and the time and place for opening bids. 1. Published Notice. The Notice Inviting Bids shall set a date for the opening of bids. The publication or posting of the Notice shall be at least ten (10) days before the date of opening the bids. Notice may be published in a newspaper of general circulation, printed and published within OCSD's jurisdiction; or by electronic bulletin board procedures designed to reach the industry or market of supply; or through OCSD's Internet Web Site. 2. Bidder's List. Purchasing may also solicit sealed bids, or receive bids electronically, from all qualified, responsible prospective suppliers whose names are on the Bidders List maintained by OCSD, or who have requested their names to be added thereto. 3. Bulletin Boards. Purchasing may also advertise pending purchases or sales by a notice posted on a public bulletin board in the Purchasing Division Office, and by electronic bulletin board, as deemed appropriate by the Contract's Purchasing Manager. D. Bidder's Security. When deemed necessary by Purchasing, a bidder's security may be prescribed in the contract specifications or in the Notice Inviting Bids. Purchasing, or those assigned by Purchasing, shall maintain said bidders security. Bidders shall be entitled to the return of a bid security upon the full execution of an awarded contract or issuance of a purchase order by the successful bidder. A successful bidder shall forfeit its bid security upon refusal or failure to execute the contract within the prescribed time after the Notice of Award of Contract has been delivered to the bidder, unless OCSD is responsible for a delay in the prescribed time. The Contracts I Purchasing Manager may, on refusal or failure of the successful bidder to execute the contract, award it to the next lowest responsive, responsible bidder. If the Contracts I Purchasing Manager awards the contract to the next lowest bidder, an amount of the lowest bidder's security equal to the difference between the low bid and the awarded bid shall be forfeited to OCSD, and the surplus, if any, shall be returned to the lowest bidder. E. Bid Opening Procedure. Sealed or electronically received bids shall be submitted to the Contracts I Purchasing Manager and I or Secretary of the Board of Directors, and shall be identified as a bid on the envelope or the electronic bulletin board. Bids shall be opened in pubic by the Contracts I Purchasing Manager, or his designated representative, at the time and place stated in the public notices. A tabulation of all bids received shall be available for public inspection during regular business hours for a period of not less than thirty (30) calendar days after the bid opening. In cases wherein the Request for Proposal ("RFP") instrument is utilized, all Resolution No. OCSD 04-08 13 of 37 RFP's will be opened, and only the name of the Proposer shall be read aloud at the time and place set forth therein. F. Rejection of Bids. At his discretion, the Contracts I Purchasing Manager may reject any and all bids presented and re-advertise for bids. If all bids are rejected, the Contracts I Purchasing Manager may declare that the materials or supplies may be acquired at a lower cost by negotiation in the open market and authorize the purchase in that manner. G. Tie Bids. If two or more bids received are for the same total amount or unit price (with quality and service being equal), and if the public interest will not be best served by a delay of re-advertising for bids, the Board of Directors or Contracts I Purchasing Manager may accept the one it chooses or accept the lowest bid made by negotiation with the tie bidders at the time of the award. H. Performance Bonds. Purchasing shall have the authority to require a Faithful Performance Bond, a Labor and Materials Bond, and I or a Warranty Bond, before entering into a contract in an amount as it shall find reasonably necessary to protect the best interests of OCSD. If the Purchasing Division requires any of these Bonds, the form and amount of the Bond shall be described in the Notice Inviting Bids and in the Contract Specifications. Section 4.04: Purchases between $50,000 and $100,000. Purchasing may award a contract to purchase supplies, materials, equipment or services, including Professional Service Consultants, in an amount greater than $50,000 and less than $100,000, without obtaining bids and following the procedures all as more particularly set forth in Section 4.03 above when the Contracts I Purchasing Manager determines that: A. By purchasing immediately, it can avoid an imminent price increase or realize a substantial price discount that is available on a short-term basis only; or B. It can obtain supplies, materials, equipment or services, including Professional Service Consultants, immediately that might not otherwise be available at such time as purchasing procedures could be completed; or C. Said contract for supplies, materials, equipment or services, including Professional Service Consultants, includes Board of Directors' approval for multiple one (1) year renewal periods at the Districts option. All such contracts shall not exceed the prescribed limit of renewal periods as defined by the Board of Directors and shall require the Contracts I Purchasing Manager's approval; or D. The supplies, materials, equipment or services, including Professional Service Consultants, are only available from a sole source; or E. Whenever an emergency arises which is, or may cause, a threat to the continued required operations of Reclamation Plant 1 or Treatment Plant 2, or when purchases are immediately necessary for the preservation of life or property, or to avoid a threat to the public health or safety. Resolution No. OCSD 04-08 14 of 37 Section 4.05: Bidding Procedure: Purchases Less Than $50.000. Purchases of supplies, materials, equipment or services, including Professional Service Consultants, of an estimated value in the amount of $50,000 or less on which bidding is not required by state law, may be made by Purchasing in the open market without observing the same procedures as prescribed by Section 4.03 above. The procedures to be used for these purchases are as follows: A. Minimum Number of Bids. Open market purchase shall, whenever possible, be based on at least three (3) bids and shall be awarded to the lowest responsive and responsible bidder, and shall be by written contract or purchase order. B. Solicitation of Bids. Bids shall be solicited by written requests to prospective vendors or purchasers and I or by telephone, facsimile transmission, electronic bulletin board, and I or by public notice posted on a public bulletin board in the Purchasing Division Offices. C. Receipt of Bids. Bids shall be submitted to Purchasing, which shall keep a public record of all open market orders and bids for a period of two (2) years after the submission of bids or the placing of orders. D. Exceptions. Purchasing may purchase supplies, materials, equipment or services, including Professional Service Consultants, without observing the procedures prescribed in Subparagraphs A, B, and C above, if supplies, materials, equipment or services, including Professional Consultant Services are only available from a sole source. All such purchases shall be approved by the Director of Finance, the requesting Department Head, and the Contracts I Purchasing Manager. Section 4.06: Bidding Procedure: Purchases Less Than $5,000. Purchasing may purchase supplies, materials, equipment or services, including Professional Service Consultants of a value in the amount of $5,000 or less per purchase order, without observing the procedures prescribed in Section 4.05 when, in the Contracts I Purchasing Manager's discretion, it is determined that observing such procedures would not result in a lower overall cost to OCSD. Record of such decision shall be fully stated in the purchase order file as to the reason therefor. Section 4.07: Inspection and Testing. The supplies, materials, equipment or services delivered, including performance or deliverables resulting from a Professional Service Contract, shall be inspected to determine their conformance with the specifications set forth in the purchase order or contract. Purchasing shall have the authority to request professional services, or to require chemical and physical tests of samples submitted with bids and samples of deliveries which are necessary to determine their quality and conformance with specifications. Resolution No. OCSD 04-08 15 of 37 Section 4.08: Purchases: Negotiated Contracts. Notwithstanding other provisions of this Resolution, the Board of Directors may, when it appears in the best interests of OCSD, authorize the Staff to negotiate and · award a contract for the purchase of supplies, materials, equipment or services, including Professional Service Consultants, without observing the procedures prescribed in Sections 4.03, 4.04 and 4.05 above. A. When such authorization has been granted for the purchase of supplies, materials, equipment or services, including Professional Service Consultants, of an estimated value in the amount of $100,000 or greater, the Staff shall obtain the concurrence of OCSD Chair and I or Vice Chair, as appropriate, prior to awarding such purchase. B. Whenever any contract for supplies, materials, equipment or services, including Professional Service Consultants, has been entered into between OCSD and a person or entity, and Purchasing determines that it is in the best interest of OCSD to continue said contract with such person or entity, Purchasing may, in its discretion, negotiate an extension of such contract without observing the bidding procedures prescribed in Sections 4.03 and 4.05 above; provided, the original contract contains provisions for subsequent extension periods; has been approved and awarded by the Board of Directors; and I or has prior contractual pre-approval, as provided in Section 4.03. Section 4.09: Request for Proposal Procedure. As deemed appropriate by the Contracts I Purchasing Manager, a Request for Proposal ("RFP") solicitation process may be employed in lieu of the competitive bidding process. The RFP process may be used for goods or services that prove difficult to quantify or describe. Therefore, Proposers are offered the opportunity to offer solutions. Award shall be based upon criteria which provide the "best value" received by OCSD, which is not solely determined by price. A. All Purchases -All Levels. Except as otherwise stated below, the RFP process shall follow bidding thresholds and procedures as outlined in Sections 4.03 and 4.05 above. B. Purchasing shall solely prescribe the Request for Proposal (RFP) procedure and award criteria. OCSD's RFP procedure shall be on file and available with the Contracts I Purchasing Manager or designee. C. The Contract I Purchasing Manager shall solely prescribe and approve all RFP Evaluations team members. D. In order to avoid actual or perceived conflicts of interest, members of the Board of Directors are prohibited from participating in the RFP Evaluation process, except in those instances where the potential provider shall directly serve and report to the Board or its respective Committee(s) or when approved to do so by the Board Chair. Resolution No. OCSD 04-08 16 of 37 E. OCSD maintains a Conflict of Interest Code pursuant to California Government Code Sections 87100 et seq., which governs the activities and performance of duties of its Directors, officers, employees, or agents in the conduct of project work for OCSD. F. No Director, officer, employee, or agent of a Professional Service Consultant under contract with OCSD, shall solicit or accept rebates, kickbacks, favors, or other unlawful consideration from any individual or firm on behalf of any firm that may be potentially selected as a qualified firm to provide professional consulting services to OCSD. Acceptance of food and refreshments of a nominal value on infrequent occasions, and acceptance of gratuities or gifts shall not be deemed a violation of this provision, provided that if said items exceed $340, or the amount as fixed by California Government Code Section 89503, or California Code of Regulations Title 2, Section 18940.1, in a calendar year, the Director, officer, employee, or agent may be disqualified from participating in the decision pursuant to Article Ill of OCSD's Conflict of Interest Code; and provided, further, that any Director, officer, employee, or agent, as a designated employee under OCSD's Conflict of Interest Code, shall report any amount of gifts on his I her annual Statement of Economic Interests, as required by said Code. G. Any firm seeking selection under these procedures that violates OCSD's Conflict of Interest Code shall be automatically disqualified. H. Any firm solicited to violate the Code must report said solicitation to the Board of Directors, or it will be automatically disqualified. Resolution No. OCSD 04-08 17 of 37 ARTICLE V PROFESSIONAL DESIGN SERVICE AGREEMENTS Section 5.01: Purpose and Scope. OCSD, in the interest of uniformity, fairness, and cost effectiveness desires to establish policies and procedures for the selection and procurement of professional engineering, architectural, environmental, land surveying, and construction management services. Section 5.02: Retention of Professional Design ServiGe Consultants. This Resolution establishes a procedure to be followed in the selection and retention of Professional Design Consultants in the areas of engineering, architecture, environmental, land surveying, and construction management services. Professional Design Consultants are those individuals or firms providing engineering, architectural, environmental, or land surveying services which are those professional services associated with research, development, design and construction, alteration, or repair of real property, as well as incidental services that members of these professions and those in their employ may logically or justifiably perform, including studies, investigations, surveys, evaluations, consultations, planning, programming, conceptual designs, plans and specifications, cost estimates, inspections, shop drawing reviews, sample recommendations, preparation of operation and maintenance manuals, and other related services, all of which must be incidental to OCSD awarding a contract for Construction or Public Works. Services for product testing are excluded. It is recognized that no two individuals or firms have equal skills, training, or experience, and that the qualities of such firms vary. Accordingly, Professional Design Consultants shall be selected based upon OCSD's discretion and opinion as to which particular Consultant is best qualified to perform the work (hereinafter referred to as the "project") in question. For purposes of this Resolution, "firm" shall mean any individual, firm, partnership, corporation, association, or other legal entity permitted by law to practice the profession of architecture, engineering, environmental services, land surveying, or construction project management. Evaluation and selection of a consultant firm will include, but not be limited to, the following: A. The firm shall be of high ethical and professional standing, its members being of good moral character, and it shall be prepared to submit references from persons of known repute. B. The principal and other responsible members of the firm must be registered in the State of California, as required by law. Resolution No. OCSD 04-08 18 of 37 C. A principal member of the firm's staff must have the minimum appropriate experience in responsible charge of work of the type involved in the project. The appropriate experience required will solely be determined by OCSD staff. D. At least two (2) additional members of the firm's staff must have appropriate experience in responsible charge in the field or fields required by the project. The appropriate experience required will solely be determined by OCSD staff. E. The firm shall be capable of performing the work within the prescribed time limitations considering the current and planned workloads of the firm. F. If all other factors are equal, preference shall be given to a locally based firm when more than one firm is being considered. G. If the project is funded, either in whole or in part, by state or federal funds that require, as a condition of establishing or maintaining eligibility for state or federal funds, that firms working on the project maintain an affirmative action employment program, then the firm selected for the project must certify to having such a program. OCSD also recognizes that the scope of services and the qualifications of consultants can differ significantly between major capital facilities projects and facilities engineering projects. The criteria set forth in Paragraphs C and D above may be waived by OCSD for Facilities Engineering Projects. The procedures set forth in this Resolution shall govern the retention of Professional Design Consultants. Section 5.03: Facilities Engineering Project: "Facilities Engineering Project" is defined as a miscellaneous capital improvement or facility modification, replacement, or repair project, related to plant safety, reliability or efficiency enhancements where professional design consulting services are estimated to be in an amount not to exceed $100,000 ($75,000 for original Task Order and $25,000 for any additional amendments) for each project. Section 5.04: Facilities Engineering Project: Annual Budget Approval. Upon approval by the Board of Directors of an annual budget, OCSD's Director of Engineering or OCSD's Contracts I Purchasing Manager, or their designees, shall be authorized to solicit contract proposals from professional engineering, architectural, environmental, land surveying, and construction management firms to perform the required services for the approved Facilities Engineering Projects, as defined and prescribed herein. Section 5.05: Facilities Engineering Project: Selection of Consultants -Procedure. A. OCSD's Staff shall compile a master pre-approved list of not less than 5, nor more than 1 O firms having the required expertise to perform the required Resolution No. OCSD 04-08 19 of 37 professional service for a Facilities Engineering Project. The master list of firms will be selected based upon a solicitation, review of qualifications, and Board approval of the agreements including up to two annual optional renewals. Upon selection and approval, the Professional Design Consultant shall execute the District's Professional Design · Service Agreement. The original term of the agreement shall be for one (1) year. Thereafter, the Director of Engineering (DOE) shall be authorized to recommend to the General Manager, an extension of the qualified Professional Design Service Agreement for up to two (2) additional one (1) year renewal periods, for a total of three (3) years, with each of the Parties designated on the approved master list. The Professional Design Service Agreement for each Party on the master list shall be forwarded to the Purchasing Office. The Engineering Department Staff shall prepare the appropriate requisition documentation to insure future payment to the consultant. B. As a need for an individual specific Facilities Engineering Project arises, OCSD will implement the Agreement by issuing a Task Order identifying the specific project by name and number, and include the approved scope of work required of the consultant for the project. There is a maximum annual fiscal year contract limitation of $200,000 for each Professional Design Service Agreement under the provisions of this Section 5.05. C. The DOE shall first obtain at least two (2) price proposals from consultants before the Task Order is awarded to a consultant. This requirement may be waived at the discretion of the DOE, where a determination is made that the subject work is unique such that only one (1) consultant is available to perform the work, or where significant time constraints or emergency conditions dictate that one (1) consultant be solicited for a price proposal. The DOE, or his designee, shall review the proposals specifically addressing cost and ability to meet OCSD schedule requirements. Based on the evaluations, the DOE is authorized to award the original Task Order. D. Once the Professional Design Consultant is selected for the award of a Facilities Engineering Project and the Task Order is executed by OCSD, the DOE shall issue the Notice to Proceed. Section 5.06: Facilities Engineering Proiect: Approval of Plans and Specifications. The Board of Directors delegates to the Director of Engineering (DOE), as a Professional Registered Engineer, the authority to approve the design, plans, and specifications for the construction of a new or modified OCSD facility that is deemed a Facilities Engineering Project, as defined in Section 5.03 above. Section 5.07: Major Capital Project: Scope of Work. A. For every project approved by the General Manager, the PDC Committee, or the Board of Directors, and for which outside professional consulting services are required, OCSD Staff shall develop a comprehensive scope of work. B. The scope of work shall define the extent of the services and the time required. Resolution No. OCSD 04-08 20 of 37 Section 5.08: Major Capital Project: Selection of Professional Design Consultants -Procedure. For the employment of any Professional Design Consultant or Professional Service Consultant for major capital projects budgeted and approved by the Board of Directors, the following procedures shall apply: A. Proposals -Notice Requesting. Staff shall prepare a Request for Proposal ("RFP") or a Request for Qualifications ("RFQ"), for the scope of work which shall include a request for the firm's qualifications, personnel capability, demonstration of firm's capabilities, identification of personnel assigned to the project, estimate of number of hours for each aspect of the project, fee proposals, and conflict of interest disclaimer. The Request for Qualifications' process may be used, at Staff's discretion, to narrow the field of firms submitting proposals on the project. OCSD shall maintain a comprehensive list of professional consultants' demonstrated competence. Optionally, notice may be given by publication in professional journals or publications of general circulation. B. Staff Screening Committee. A Screening Committee of at least two (2) Staff Members, as chosen by the Department Director, shall review all submitted proposals and prepare a recommendation for selection of the best qualified consultant to the PDC Committee as described in Paragraph D below. In order to avoid actual or perceived conflicts of interest, members of the Board of Directors are prohibited from participating in the RFQ Evaluation process except in those instances where the potential provider shall directly serve and report to the Board or its respective Committee(s) or when approved to do so by the Board Chair. C. Proposals -Contents. Proposals submitted shall: 1. Acknowledge the scope of the project and extent of the services required. 2. Include a description of the firm's qualifications for performing the proposed work. 3. In the case of a proposal for construction management services, each firm shall provide evidence that its personnel that will carry out on-site responsibilities have expertise and experience in construction project design review and evaluation, construction mobilization and supervision, bid evaluation, project scheduling, cost-benefit analysis, claims review and negotiation, and general management and administration of a construction project. 4. Include past performance records of the firm. 5. Demonstrate the firm's capabilities to complete the work within the time allotted. 6. Identify the specific key personnel to be assigned to the project. Resolution No. OCSD 04-08 21of37 7. Provide an estimate of the number of hours involved in each aspect of the scope of work for such personnel. 8. Be accompanied by a sealed fee proposal estimate which shall not be opened until the firm is selected as being qualified. Thereafter, it shall be the basis for procurement negotiations. The form of the fee proposal shall be as described in Subsections E2 and E3 below. 9. Contain a conflict of interest disclaimer. 10. Provide any other information required to properly evaluate the firm's qualifications and familiarity with the types of problems applicable to the project. D. Review of Proposals by Staff Screening Committee 1. The Staff Screening Committee shall review, and evaluate proposals, negotiate fees, and determine and make recommendations to the PDC Committee as to which firm is deemed to be fully qualified to provide services sought by OCSD based on the firm's demonstrated competence and qualifications. 2. The Staff Screening Committee, upon making a determination of the fully qualified firms, shall rank the firms considered, based upon the qualifications and in order of preference. E. Procurement and Negotiation of Agreement. To determine the firm to be selected and the compensation for the services sought, the following procedures will be strictly adhered to: 1. The Staff Screening Committee will, at its discretion, invite the firm that is considered to be the best qualified to appear before the Staff Screening Committee. 2. The proposal for fees associated with the services, as submitted by the selected firm, shall be presented in sufficient detail to enable the Staff Screening Committee to adequately ascertain the level of effort associated with the scope of work and to determine whether the firm has thoroughly identified the efforts associated with the services and thoroughly understands the work required. 3. The basis of the fee shall be cost plus a fixed fee with a maximum amount; per diem rate(s) with a maximum amount; or a lump sum (fixed) fee. 4. If it is the decision of the Staff Screening Committee to use methods for compensation other than the lump sum or cost plus a fixed fee with a maximum, or the per diem rates with a maximum, justifications for this decision shall be made by the Staff Screening Committee in its recommendation to the PDC Committee and the Board of Directors. 5. The Staff Screening Committee shall review the compensation requested by the firm which shall be compared with the maximum fee as previously established. Resolution No. OCSD 04-08 22 of 37 6. The final negotiated fee, as recommended to the PDC Committee and Board of Directors, shall be certified by the Staff Screening Committee as reasonable for the services requested and not resulting in excessive profits for the firm. · 7. If agreement is not reached, the negotiations should be terminated and similar interviews should then follow with the next ranked firm. 8. All such negotiations shall be on a strictly confidential basis, and in no case shall the compensation discussed with one firm be discussed with another. F. Continuation of Services. 1. In some instances when a qualified firm has satisfactorily completed one phase in the development of a project, Staff shall, based on an outline and recommendation of the scope of additional work, obtain Board approval to negotiate with the same firm for additional services related to other phases of the project. 2. Continuation of services may arise when a firm has completed a feasibility report or a preliminary engineering report, and the services for said work are satisfactory to the Board and the procedure of examining other firms for subsequent phases is not deemed necessary or cost effective. 3. In the event that satisfactory negotiations for price cannot be concluded under these circumstances, negotiations should be terminated and the provisions set forth hereinabove for selection of a firm would apply. G. Specialized Services. 1. In the event that specialized professional services are required, where it is determined that only one (1) qualified firm can best perform the services for a specific project for professional fees estimated to be in an amount greater than $50,000, the Staff Screening Committee will negotiate a Professional Design Service Agreement or Professional Consultant Service Agreement, make recommendations to the PDC or other Standing Committee, and upon action by such Committee, present it to the Board of Directors for approval. 2. The basis of selection of the specialized firm or individual under Subparagraph G(1) above, along with the negotiated fee, shall be presented to the Board of Directors for consideration. H. Agreement for Services. 1. Upon approval by the Board of Directors of a negotiated agreement for professional services, a contract shall be executed in a form approved by the General Counsel. Resolution No. OCSD 04-08 23 of 37 following terms: 2. The contract shall include, but not be limited, to the (i) A statement on the scope of the project. (ii) The basis and individual elements of the fees. (iii) The basis for payment to the firm. (iv) The time limits in which the services must be performed. (v) Provisions for fee adjustments, should there be changes in the scope of work. (vi) If it is determined by the Standing Committee that OCSD may be caused to incur a penalty or liability, or suffer a loss because of the failure of the firm to perform the work within specified time limits, the contract shall include a clause setting forth penalties for such nonperformance or delayed performance, in amounts to be determined by the Standing Committee. (vii) For projects exceeding $50,000 in fees or in other cases, as determined by OCSD, errors and omissions insurance in an amount recommended by the General Counsel or OCSD's Risk Manager (based upon engineering data from the Department Director) shall be required, unless the Standing Committee or Board of Directors. as the case may be, waives said insurance. (viii) For projects that involve engineering studies where a consultant is asked to provide a report not related or leading directly to a design project, the General Manager (based upon engineering data from the Department Director), in his discretion, may waive the requirement for the consultant to provide errors and omissions I professional liability insurance. I. Conflict of Interest. 1. OCSD maintains a Conflict of Interest Code pursuant to California Government Code Sections 87100 et seq., which governs the activities and performance of duties of its Directors, officers, employees, or agents in the conduct of project work for OCSD. Resolution No. OCSD 04-08 24 of 37 2. No Director, officer, employee, or agent of a Professional Design Consultant under contract with OCSD shall solicit or accept rebates, kickbacks, favors, or other unlawful consideration from any individual or firm on behalf of any firm that may be potentially selected as a qualified firm to provide professional consulting services to OCSD. Acceptance of food and refreshments of a nominal value on infrequent occasions, and acceptance of gratuities or gifts shall not be deemed a violation of this provision, provided that if said items exceed $340, or the amount as fixed by California Government Code Section 89503, or California Code of Regulations Title 2, Section 18940.1, in a calendar year, the Director, officer, employee, or agent may be disqualified from participating in the decision pursuant to Article Ill of OCSD's Conflict of Interest Code; and provided further, that any Director, officer, employee, or agent, as a designated employee under OCSD's Conflict of Interest Code, shall report any amount of gifts on his I her annual Statement of Economic Interests, as required by said Code. 3. Any firm seeking selection under these procedures that violates OCSD's Conflict of Interest Code shall be automatically disqualified. 4. Any firm solicited to violate the code must report said solicitation to the Board of Directors or it will be automatically disqualified. • Section 5.09: Major Capital Project: Approval of Plans and Specifications. The procedure and authority for the approval of the design plans and specifications for construction of new or modified OCSD major capital projects are as follows: A. For any project, if the engineer's estimate for the construction contract, as provided by the Director of Engineering or OCSD's consulting design engineer, is greater than the approved construction budget for the project, the Director of Engineering shall submit the project to the PDC Committee for recommendation, and based thereon, to the Board of Directors for approval of the Plans and Specifications. B. For any project, if the engineer's estimate for the construction contract, as provided by the Director of Engineering or OCSD's consulting design engineer is equal to or less than the approved construction budget for the project, the Director of Engineering shall submit the plans and specifications to the Board of Directors for approval, and thereafter may advertise for bids, and upon receipt, the lowest responsive bid of a responsible bidder will be submitted to the Board of Directors for approval, as provided for in Article VI. Resolution No. OCSD 04-08 25 of 37 ARTICLE VI PUBLIC WORKS CONSTRUCTION CONTRACTS Section 6.01 : Purpose and Scope. Public works contracts are herein defined as contracts with duly licensed contractors in the State of California for the furnishing of labor, materials, equipment, and permits, as deemed necessary for the erection, construction, alteration, repair, or improvement of wastewater collection, treatment and disposal facilities, and any other public building, structure, or improvement necessary to the operation of OCSD, in an amount greater than $35,000, as per California Public Contract Code Sections 20783 et seq. Section 6.02: Public Works: Bidding Required. When the expenditure required for a public works construction project exceeds $35,000, it shall be contracted for and let to the lowest responsive and responsible bidder, in accordance with the provisions of California Public Contract Code Section 20783. Section 6.03 : Bidding Procedure: Public Works Construction Greater Than $35.000. Procedures for soliciting bids and awarding contracts for public works projects for more than $35,000 shall be in accordance with applicable provisions of California Public Contract Code Section 20783. A. Notice Inviting Bids. The Notice Inviting Bids shall specifically describe the work to be performed, shall state where Bid Forms, Specifications, General and Special Provisions may be secured, and the time and place for receiving and opening sealed bids. 1. Published Notice. Pursuant to California Public Contract Code Section 20783, the Notice Inviting Bids shall set a date for the opening of bids. The first publication or posting of the Notice shall be at least ten (10) calendar days before the date for the opening of bids. The Notice shall be published at least two (2) times, not less than five (5) days apart, in a newspaper of general circulation, printed and published within the jurisdictional boundaries of the District. 2. Bidders' List. The District may also solicit sealed bids from all qualified, responsible, prospective suppliers whose names are on a Bidders' List that may be maintained by OCSD. B. Bidder's Security. When deemed necessary by the Purchasing Division, a bidder's security may be prescribed in the Contract Specifications and in the public Notice Inviting Bids. Bidders shall be entitled to the return of the bid security upon full execution by the successful bidder of an awarded contract by OCSD. A successful bidder may forfeit its bid security upon refusal or failure to execute the Resolution No. OCSD 04-08 26 of 37 Contract within the prescribed time after the Notice of Award of Contract has been delivered to the bidder, unless OCSD is responsible for the delay in the prescribed time. The Board of Directors may, on the refusal or failure of the successful bidder to execute the contract, award it to the next lowest responsive, responsible bidder. If the Board of Directors awards the Contract to the next lowest bidder, an amount of the lowest bidder's security equal to the difference in an amount between the low bid and the awarded bid shall be forfeited to OCSD, and the surplus, if any, shall be returned to the lowest bidder. C. Bid Opening Procedure. Sealed bids shall be submitted to the Director of Engineering, or Contracts I Purchasing Manager, or their designee, or the Secretary of the Board of Directors, as identified in the bid document, and shall be identified as a bid on the envelope. Bids shall be opened in public, at the time and place stated in the public notice. A tabulation of all bids received shall be available for public inspection during regular business hours for a period of not less than thirty (30) calendar days after the bid opening. D. Bid Equal or Less Than Construction Budget. For any project, upon receipt of bids for construction, if the lowest responsive bid of a responsible bidder is equal to or less than the approved construction budget for the project, the bid will be submitted to the Board of Directors. The Board of Directors may award a contract. E. Bid Greater Than Construction Budget. For any project, upon receipt of bids for construction, if the lowest responsive bid of a responsible bidder is greater than the approved construction budget for the project, Staff shall present the bid and a recommendation to the PDC Committee for review and recommendation to the Board of Directors. F. Rejection of Bids. In its discretion, the Board of Directors may reject any and all bids presented and re-advertise for bids. If, after the opening of bids, all bids are rejected, the Board of Directors, on a Resolution adopted by a four-fifths (4/Sths) vote, may declare that the work can be performed more economically by force account, if in accordance with applicable provisions of California Public Contract Code, or the materials or supplies furnished at a lower price in the open market and may have the work done in a manner stated in the Resolution in order to take advantage of this lower cost. G. Tie Bids. If two (2) or more bids received are for the same total amount or unit price (with quality and service being equal), and if the public interest will not be best served by a delay or re-advertising for bids, the Board of Directors may accept the one it chooses, or accept the lowest bid made by negotiation with the tie bidders at the time of the award. H. One Bid. When only one bid is received in response to a Notice Inviting Bids (NIB), the bid may be considered and accepted if a determination is made that (a) the specifications used in the NIB were not unduly restrictive, (b) the required competition was solicited and it could have been reasonably assumed that more than one bid would have been submitted, (c) the price is reasonable, (d) the bid is otherwise in accordance with the NIB, and (e) all processes and procedures have been followed in accordance with the Public Contract Code. Resolution No. OCSD 04-08 27 of 37 I. No Bids. If no bids are received, OCSD may have the work done by force account, may re-advertise for bids pursuant to the procedures herein, or may select a contractor by negotiation. J. Emergencies. Whenever an emergency arises which is, or may be, a threat to the continued operation of the wastewater facilities, support facilities, and I or administrative facilities operated by OCSD, a Contract for the repair or replacement of the public facility may be ordered by the General Manager without complying with the provisions of this Resolution or the California Public Contract Code. This authority is hereby delegated to the General Manager, or his designee, by the Board of Directors pursuant to the authority of California Public Contract Code Section 22050. In such event, the General Manager shall advise the OCSD Chair and I or Vice Chair, as appropriate, of the action taken, and such action shall be confirmed by a four-fifths (4/5ths) vote of the Board of Directors at its next regular meeting. K. Surety Bonds. The Purchasing Division shall require a Faithful Performance Bond and a Labor and Materials Bond. A Warranty Bond may be required before entering into a Contract in an amount up to one hundred (100%) percent of the amount of the Contract, as it shall find reasonably necessary to protect the best interests of OCSD. The form and amount of the Bond shall be described in the Notice Inviting Bids, or in the Contract Specifications. Original Bonds for public works construction contracts shall be kept in the official OCSD file which is maintained by the Board Secretary. L. Cost Records. Cost records shall be kept in the manner provided in Sections 4000 to 4007 inclusive, of the California Government Code. Resolution No. OCSD 04-08 28 of 37 ARTICLE VII AWARD AUTHORIZATION 7.01 OPERATIONAL SUPPLIES, MATERIALS, EQUIPMENT & SERVICES, INCLUDING PROFESSIONAL SERVICE CONSULTANTS A. Primary Agreements & Purchases B. Change Orders 7.02 FACILITIES ENGINEERING PROJECTS , A. Primary Agreements B. Amendments 7.03 MAJOR CAPITAL PROJECTS -PROFESSIONAL DESIGN SERVICES A. Primary Agreements B. Amendments 7.04 PUBLIC WORKS PROJECTS A. Primary Agreements B. Change Orders C. Close-Out Agreements D. Notice Of Completion E. Time Extension To Construction Contract Agreement Resolution No. OCSD 04-08 29 of 37 Section 7.01: OPERATIONAL SUPPLIES, MATERIALS, EQUIPMENT & SERVICES, INCLUDING PROFESSIONAL SERVICE CONSULTANTS: A. Primary Agreements & Purchases The award and execution of an Agreement or Purchase Order, by the Contracts I Purchasing Manager, for operational supplies, materials, equipment and services, including Professional Service Consultants on behalf of OCSD, shall be made in accordance with the following delegations of authority: "Delegated Authorized Authority" Staff Level C Staff Level B Staff Level A Division Manager Department Director General Manager Board of Directors Resolution No. OCSD 04-08 Authorized Action Authorization to approve budgeted purchases less than or equal to $2,000. Authorization to approve budgeted purchases from $2,001 through $5,000. Authorization to approve budgeted purchases from $5,001 through $10,000. Authorization to approve budgeted purchases from $10,001 through $25,000. Authorization to approve budgeted purchases from $25,001 through $50,000. Authorization to review and approve budgeted purchases between $50,001 and an amount not to exceed $100,000. Items to be reported to the Board of Directors on a quarterly basis. Authorization to approve purchases over $100,000, with the exception of pre- approved purchases pursuant to Section 4.03 and emergency items pursuant to Section 4.4 herein. 30 of 37 B. Amendments for Operational Supplies, Materials, Equipment and Services. Including Professional Service Consultants Agreements:. The award and execution for any amendments to operational supplies, materials, equipment and services, including Professional Service Consultants, on behalf of OCSD shall be made in accordance with the following: Authorized Authority Department Head General Manager Board of Directors Resolution No. OCSD 04-08 Authorized Action Authorization to make recommendation to the General Manager. Review recommendation of Department Head and approve amendments provided that the total contract shall not exceed $100,000 (includes original contract and all amendments). General Manager shall be authorized to approve all amendments for chemical contracts, unless contract unit price has been changed from original Board award. If the original chemical contract was approved in the budget pre-approval process, a unit price increase exceeding the unit price awarded in the budget pre- approval year would require Board approval. Contracts awarded in the pre-approval process based upon a not to exceed amount, not unit price, may be increased up to the amount pre-approved in the budget year the contract was awarded. Receive recommendations of Staff, General Manager, and Standing Committees and approve all amendments for Board approved contracts or purchases, and for contracts or purchases that exceed $100,000. 31of37 Section 7.02: FACILITIES ENGINEERING PROJECTS: A. Task Orders The award and execution of a Task Order shall be made in accordance with the following Delegation of Authority: Authorized Authority Director of Engineering B. Amendments Authorized Action Authorization to evaluate proposals and execute a Task Order up to $50,000. The award and execution of an amendment to an issued Task Order shall be made in accordance with the following Delegation of Authority: Section 7 .03: Authorized Authority Director of Engineering General Manager Authorized Action Authorization to negotiate amendments and make recommendations to the General Manager. Receive recommendation of DOE and approve each amendment to the Task Order in an amount up to $50,000. When the total combined value of the Task Order and all amendments equals or exceeds $100,000, the General Manager's amendment authorization limit has been satisfied. MAJOR CAPITAL PROJECTS -PROFESSIONAL DESIGN SERVICES: A. Primary Agreements Primary Agreement: The award and execution of an agreement for Professional Design Consultant Services on behalf of OCSD, shall be made in accordance with the following Delegation of Authority: Authorized Authority Director of Engineering Or Purchasing General Manager Resolution No. OCSD 04-08 Authorized Action Solicitation of Requests for Qualifications (RFQ) and Requests for Proposals (RFP). Authorization to evaluate proposals and to execute a Professional Design Service Agreement up to $100,000. 32 of 37 OMTS, PDC, or FAHR Committees ("Standing Committees") Board of Directors B. Amendments Receive recommendations of Staff and General Manager, and approve a Professional Design Service Agreement from $100,001 through 200,000. · Receive recommendations of Staff, General Manager, and Standing Committees and approve a Professional Design Service Agreement in amounts greater than $200,000. The award and execution of an amendment to a Professional Design Service Agreement on behalf of OCSD shall be made in accordance with the following: Authorized Authoritv Director of Engineering General Manager OMTS, PDC, or FAHR Committees ("Standing Committees") Board of Directors Resolution No. OCSD 04-08 Authorized Action Authority to negotiate addenda and make or Purchasing recommendations to the General Manager. Receive recommendation of the Department Head and approve contract amendments in an amount up to $100,000 per Professional Design Service Agreement. When the total combined value of all amendments approved by the General Manager, the Standing Committee and I or Board of Directors for the Professional Design Consultant Agreement equals or exceeds $100,000, the General Manager's authorization limit has been satisfied. Receive recommendations of Staff and the General Manager, and approve contract amendments from $100,001 through $200,000 per Professional Design Service Agreement. When the total combined value of all amendments approved by the General Manager and Board of Directors for the Professional Design Service Agreement equals or exceeds $200,000, the Standing Committee's authorization limit has been satisfied. Receive recommendations of Staff, General Manager, and Standing Committees and approve contract amendments in amounts over $200,000. 33 of 37 Section 7 .04: PUBLIC WORKS PROJECTS: A. Primary Agreements The award and execution of an original Construction Contract shall be made in accordance with the following delegations of authority: Authorized Authority General Manager PDC Committee Board of Directors B. Change Order. Authorized Action Authorization to execute a construction contract less than or equal to $100,000. Authorization to execute a construction contract from $100,001 through $200,000. Authorization to execute a construction contract over $200,000. The award and execution of a Change Order shall be made in accordance with the following delegations of authority: Authorized Authority General Manager PDC Committee Resolution No. OCSD 04-08 Authorized Action Receive recommendation of the Department Head and approve contract changes in an amount up to $100,000 per Public Works contract. When the total combined value of all Change Orders approved by the General Manager, the PDC Committee and I or Board of Directors equals or exceeds $100,000, the General Manager's authorization limit has been satisfied. Note that this is the total amount of Change Order additions (not net amount of change order). Total cumulative amount for all Change Order additions not to exceed 5% of the original contract amount or $100,000, whichever is less. Receive recommendation of the General Manager and approve contract changes from $100,001 through $200,000 per Public Works contract. When the total combined value of all Change Orders approved by the General Manager, the PDC Committee and 34 of 37 Board of Directors I or Board of Directors equals or exceeds $200,000, the PDC's authorization limit has been satisfied. Note that this is the total amount of Change Order additions (not net amount of Change Order). Total cumulative amount for all Change Order additions not to exceed 10% of the original contract amount or $200,000, whichever is less. Approve Change Order additions in amounts over 10% of the original contract amount, or greater than $200,000. C. Close-Out Agreement. The approval and execution of an original Close-Out Agreement shall be made in accordance with the following delegations of authority: Authorized Authority General Manager PDC Committee Board of Directors Authorized Action Original Close-Out Agreement up to $200,000. Original Close-Out from $200,001 through $400,000. Original Close-Out Agreement over $400,000. D. Notice of Completion. The approval and execution of an original Notice of Completion shall be made in accordance with the following delegations of authority: Authorized Authority Director of Engineering Authorized Action Authority to approve and execute all or Purchasing Notices of Completion. E. Time Extension to Public Works Contract. The approval and execution of an original Time Extension to Construction Contract shall be made in accordance with the following delegations of authority: Authorized Authority General Manager Resolution No. OCSD 04-08 Authorized Action Authority to approve and execute construction contract time extensions. 35 of 37 .· ARTICLE VIII TRAINING, MEETINGS AND RELATED TRAVEL EXPENDITURES Section 8.01: Purpose and Scope. This Article sets forth the procedures and scope of delegated authority by which OCSD employees are authorized to incur expenses for budget-approved meetings and training in furtherance of OCSD business. Section 8.02: General. A. Training or meetings exceeding $500 will be itemized, as well as possible, in the approved budget. It is recognized that some meetings and training cannot be pre-planned during the budget process. B. All out-of-country travel (excluding Canada and Mexico) requires approval by the Board of Directors. C. Training or meetings requests exceeding $2,000 will be approved by the Department Director. D. Training or meetings requests less than $2,000 will be approved by the Division Manager. E. Established approvals must be received prior to arrangements for meetings or training being made. Section 8.03; Policies and Procedures. All policies and procedures governing training or meetings, such as the use of OCSD forms and justification, will be followed. ! \ '. I) , ',- ' , I \' < "'I"' ... • ... • " • ~ I .' ~l I "'I,.. y ' • ,, ' ' .!.# < ;· .~~· ','' /. '·1' _, ,:,,, '' ~ i(),·· '~ .. ' ', ~ ~ '\,. "'\J ;. ,, .. ... :·-:. '\_ •.. ' ; . :~ J) ,..~ '' '.·> ;-i' . ...._ ': ~ "\ · .... "'\' .... ,"., .. ... ... , ... ' . .,,.,J"J 'r_,. ~ \,. I ~ r . . I '.' ("" I .:' ·.-~ :·~ "·~, t~ .• Resolution~N"'""o.-=o-=c~so::'.""o'.:'."".4~_0=a-------3"""s-o.,..,f3=7-------------- ARTICLE IX MISCELLANEOUS Section 9.01: Noncompliance. Any transaction failing to comply with this Resolution in any respect is voidable in the discretion of the Board of Directors, and any employee willfully and knowingly violating any provision of this Resolution may be subject to disciplinary action. Section 9.02: Severability. If any section, subsection, subdivision, sentence, clause, or phrase of this Resolution is for any reason held to be unconstitutional or otherwise invalid, such invalidity shall not affect the validity of the entire Resolution or any of the remaining portions thereof. The Board of Directors hereby declares that it would have passed this Resolution, and each section, subsection, subdivision, sentence, clause, and phrase thereof, irrespective of the fact that any one or more sections, subsections, subdivisions, sentences, clauses, or phrases be declared unconstitutional or otherwise invalid. Section 9.03: Effective Date. This Resolution No. OCSD 04-08 shall take effect immediately upon adoption by the Board of Directors. Section 9.04: Repeal of Prior Resolution. Resolution No. OCSD 99-23 is hereby repealed in its entirety. PAS.SEO AND ADOPTED at a regular meeting of the Board of Directors held 'VJ~ J_ t( , 2004. ,·. ·. \/ . ' ) .•' .,,_:"'\. ' .:;.. ... I-·.) : ·-=---'t ..!....'\..·'" . ' . .,, r-' ·/ , ... i• . ' . r i )' . -I'. ~~~~~~~~~~~~~~~~~~~~~~~~~~~~-/~--J J~ Resolution No. OCSD 04-08 37 of 37