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HomeMy WebLinkAboutCM Zero Waste OutreachAGREEMENT FOR PROFESSIONAL SERVICES FOR ZERO WASTE OUTREACH This Agreement is made and entered into this JP --day of -h e41e,"y*'k, 2021, by and between the CITY OF SAN RAFAEL (hereinafter "CITY"), and CONSERVATION CORPS NORTH BAY, INC (hereinafter "CONTRACTOR"). RECITALS WHEREAS, the City of San Rafael has seen an increase in illegal dumping over the past several years, including an increase in resident and business complaints; and WHEREAS, the Department of Public Works devotes up to 25% of their Streets Division staff time weekly abating illegal dumping; and WHEREAS, the City Council of the City of San Rafael adopted a resolution on December 6, 2021 approving a rate adjustment to the Marin Sanitary Service refuse rates which included up to $103,540 to assist with illegal dumping solutions that also include waste reduction and recycling; WHEREAS, the City of San Rafael is piloting programs to reduce illegal dumping in the City and requires outreach to promote programs and personnel to assist at these events, to reduce illegal dumping in the area of interest; AGREEMENT NOW, THEREFORE, the parties hereby agree as follows: 1. PROJECT COORDINATION A. CITY. The City Manager shall be the representative of the CITY for all purposes under this Agreement. Sustainability Program Manager Cory Bytof is hereby designated the PROJECT MANAGER for the CITY, and said PROJECT MANAGER shall supervise all aspects of the progress and execution of this Agreement. B. CONTRACTOR. CONTRACTOR shall assign a single PROJECT DIRECTOR to have overall responsibility for the progress and execution of this Agreement for CONTRACTOR. Recycling Program Coordinator Kyle LaRue is hereby designated as the PROJECT DIRECTOR for CONTRACTOR. Should circumstances or conditions subsequent to the execution of this Agreement require a substitute PROJECT DIRECTOR for any reason; the CONTRACTOR shall notify the CITY within ten (10) business days of the substitution. 2. DU1'III�S OF CONTRACTOR CONTRACTOR shall perform the duties and/or provide services as described in CONTRACTOR's Scopes of Work dated December 7, 2021, attached hereto as Exhibit " A " and Exhibit "B" incorporated herein. 3. DUTIES OF CITY CITY shall cooperate with CONTRACTOR in his performance under this agreement and shall compensate CONTRACTOR as provided herein. 4. COMPENSATION. For the full performance of the services described herein by CONTRACTOR, CONTRACTOR shall be compensated as described in Exhibit "A" and exhibit "B" in a total contract amount not to exceed $28,414.72. It is understood and agreed by the parties that CITY agrees to pay CONTRACTOR time and materials as specified in Exhibit "A" and "B". Invoices will be submitted on a monthly basis or upon completion of work. Invoices unpaid after 60 days will be charged 1 ''/a% interest monthly. TERM OF AGREEMENT. The term of this Agreement shall commence upon the date of execution of this Agreement and shall end on December 31., 2022. 6. TERMINATION. A. Discretionary. Either party may terminate this Agreement without cause upon thirty (30) days written notice mailed or personally delivered to the other party. B. Cause. Either party may terminate this Agreement for cause upon fifteen (15) days written notice mailed or personally delivered to the other party, and the notified party's failure to cure or correct the cause of the termination, to the reasonable satisfaction of the party giving such notice, within such fifteen (15) day time period. C. Effect of Termination. Upon receipt of notice of termination, neither party shall incur additional obligations under any provision of this Agreement without the prior written consent of the other. D. Return of Documents. Upon termination, any and all CITY documents or materials provided to CONTRACTOR and any and all of CONTRACTOR's documents and materials prepared for or relating to the performance of its duties under this Agreement, shall be delivered to CITY as soon as possible, but not later than thirty (30) days after termination. OWNERSHIP OF DOCUMENTS. The written documents and materials prepared by the CONTRACTOR in corinection with 2 the performance of its duties under this Agreement, shall be the sole property of CITY. CITY may use said property for any purpose, including projects not contemplated by this Agreement. INSPECTION AND AUDIT. Upon reasonable notice, CONTRACTOR shall make available to CITY, or its agent, for inspection and audit, all documents and materials maintained by CONTRACTOR in connection with its performance of its duties under this Agreement. CONTRACTOR shalt fully cooperate with CITY or its agent in any such audit or inspection. 9. ASSIGNABILITY. The parties agree that they shall not assign or transfer any interest in this Agreement nor the performance of any of their respective obligations hereunder, without the prior written consent of the other party, and any attempt to so assign this Agreement or any rights, duties or obligations arising hereunder shall be void and of no effect. 10. INSURANCE. A. Scope of Coverage. During the term of this Agreement, CONTRACTOR shall maintain, at no expense to CITY, the following insurance policies: 1. A commercial general liability insurance policy in the minimum amount of one million dollars ($1,000,000) per occurrence/two million dollars ($2,000,000) aggregate, for death, bodily injury, personal injury, or property damage. 2. An automobile liability (owned, non -owned, and hired vehicles) insurance policy in the minimum amount of one million dollars ($1,000,000) clotlar:s per occurrence. I If any licensed professional performs any of the services required to be performed under this Agreement, a professional liability insurance policy in the minimum amount of one million dollars ($1,000,000) per occurrence/two million dollars ($2,000,000) aggregate, to cover any claims arising out of the CONTRACTOR's performance of services under this Agreement. Where CONTRACTOR is a professional not required to have a professional license, CITY reserves the right to require CONTRACTOR to provide professional liability insurance pursuant to this section. 4. If it employs any person, CONTRACTOR shall maintain worker's compensation insurance, as required by the State of California, with statutory limits, and employer's liability insurance with limits of no less than one million dollars ($1,000,000) per accident for bodily injury or disease. CONTRACTOR's worker's compensation insurance shall be specifically endorsed to waive any right of subrogation against CITY. B. Other Insurance Requirements. The insurance coverage required of the CONTRACTOR in subparagraph A of this section above shall also meet the following requirements: I . Except for professional liability insurance or worker's compensation insurance, the insurance policies shall be specifically endorsed to include the CITY, its officers, agents, employees, and volunteers, as additional insureds (for both ongoing and completed operations) under the policies. 2. The additional insured coverage under CONTRACTOR'S insurance policies shall be "primary and noncontributory" with respect to any insurance or coverage maintained by CITY and shall not call upon CITY's insurance or self-insurance coverage for any contribution. The "primary and noncontributory" coverage in CONTRACTOR'S policies shall be at least as broad as ISO form CG20 01 04 13. 3. Except for professional liability insurance or worker's compensation insurance, the insurance policies shall include, in their text or by endorsement, coverage for contractual liability and personal injury. 4. By execution of this Agreement, CONTRACTOR hereby grants to CITY a waiver of any right to subrogation which any insurer of CONTRACTOR may acquire against CITY by virtue of the payment of any loss tinder such insurance. CONTRACTOR agrees to obtain any endorsement that may be necessary to effect this waiver of subrogation, but this provision applies regardless of whether or not CITY has received a waiver of subrogation endorsement from the insurer. 5. If the insurance is written on a Claims Made Form, than, following termination of this Agreement, said insurance coverage shall survive for a period of not less than five years. 6. The insurance policies shall provide for a retroactive date of placement coinciding with the effective date of this Agreement. 7. The limits of insurance required in this Agreement play be satisfied by a combination of primary and U111brella or excess insurance. Ally Umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and noncontributory basis for the benefit of CITY (if agreed to in a vrritten contract or agreement) before CITY'S own insurance or self=insurance shall be called upon to protect it as a named insured. 8. It shall be a requirement under this Agreement that any available insurance proceeds broader than or in excess of the specified nlillinlum insurance coverage requirements and/or limits shall be available to CITY or any other additional insured party. Furthermore, the requirements for coverage and limits shall be: (1) the minimum coverage and limits specified in this Agreement; or (2) the broader coverage and IllaXl►1111111 limits of coverage of any insurance policy or proceeds available to the named insured; whichever is greater. No representation is made that the mirlinlum Insurance requirements of this agreement are sufficient to cover the obligations of the CONTRACTOR under this agreement. C. Deductibles and SIR's. Any deductibles or self insured retentions in CONTRACTOR's insurance policies must be declared to and approved by the PROJECT MANAGER and City Attorney and shall not reduce the limits of liability. Policies containing any 4 self-insured retention (SIR) provision shall provide or be endorsed to provide that the SIR may be satisfied by either the named insured or CITY or other additional insured party. At CITY's option, the deductibles or self-insured retentions with respect to CITY shall be reduced or eliminated to CITY's satisfaction, or CONTRACTOR shall procure a bond guaranteeing payment of losses and related investigations, claims admiiustration, attorney's fees and defense expenses. D. Proof of Insurance. CONTRACTOR shall provide to the PROJECT MANAGER or CITY'S City Attorney all of the following: (1) Certificates of Insurance evidencing the insurance coverage required in this Agreement; (2) a copy of the policy declaration page and/or endorsement page listing all policy endorsements for the commercial general liability policy, and (3) excerpts of policy language or specific endorsements evidencing the other insurance requirements set forth in this Agreement. CITY reserves the right to obtain a frill certified copy of any insurance policy and endorsements from CONTRACTOR. Failure to exercise this right shall not constitute a waiver of the right to exercise it later. The insurance shall be approved as to form and sufficiency by PROJECT MANAGER and the City Attorney. 11. INDEMNIFICATION. A. Except as otherwise provided in Paragraph B., CONTRACTOR shall, to the fullest extent permitted by law, indemnify, release, defend with counsel approved by CITY, and hold harmless CITY, its officers, agents, employees and volunteers (collectively, the "City Indemnitees"), from and against any claim, demand, suit, judgment, loss, liability or expense of any kind, including but not limited to attorney's fees, expert fees and all other costs and fees of litigation, (collectively "CLAIMS"), arising out of CONTRACTOR'S performance of its obligations or conduct of its operations under this Agreement. The CONTRACTOR's obligations apply regardless of whether or not a liability is caused or contributed to by the active or passive negligence of the City Indemnitees. However, to the extent that liability is caused by the active negligence or willful misconduct of the City Indemnitees, the CONTRACTOR's indemnification obligation shall be reduced in proportion to the City Indemnitees' share of liability for the active negligence or willful misconduct. In addition, the acceptance or approval of the CONTRACTOR's work or work product by the CITY or any of its directors, officers or employees shall not relieve or reduce the CONTRACTOR's indemnification obligations. In the event the City Indemnitees are made a party to any action, lawsuit, or other adversarial proceeding arising from CONTRACTOR'S performance of or operations under this Agreement, CONTRACTOR shall provide a defense to the City Indemnitees or at CITY'S option reimburse the City Indemnitees their costs of defense, including reasonable attorneys' fees, incurred in defense of such claims. B. Where the services to be provided by CONTRACTOR under this Agreement are design professional services to be performed by a design professional as that term is defined under Civil Code Section 2782.8, then, to the extent permitted by law including without limitation, Civil Code sections 2782, 2782.6 and 2782.8, CONTRACTOR shall indemnify and hold harmless the CITY and its officers, officials, and employees (collectively City Indemnitees) from and against damages, liabilities or costs (including incidental damages. Court costs, reasonable attorney's fees as may be determined by the Court, litigation expenses and fees of expert witnesses incurred in connection therewith and costs of investigation) to the extent they are caused by the negligence, 5 recklessness, or willful misconduct of CONTRACTOR, or any subCONTRACTORs, or subcontractor or anyone directly or indirectly employed by them, or anyone for whom they are legally liable (collectively Liabilities). Such obligation to hold harmless and indemnify any indemnity shall not apply to the extent that such Liabilities are caused in part by the negligence or willful misconduct of such City Indemnitee. C. The defense and indenvmification obligations of this Agreement are undertaken in addition to, and shall not in any way be limited by, the insurance obligations contained in this Agreement, and shall survive the termination or completion of this Agreement for the full period of time allowed by law. 12. NONDISCRIMINATION. CONTRACTOR shall not discriminate, in any way, against any person on the basis of age, sea, race, color, religion, ancestry, national origin or disability in couulection with or related to the performance of its duties and obligations under this Agreement. 13. COMPLIANCE WITH ALL LAWS. CONTRACTOR shall observe and comply with all applicable federal, state and local laws, ordinances, codes and regulations, in the performance of its duties and obligations under this Agreement. CONTRACTOR shall perform all services under this Agreement in accordance with these laws, ordinances, codes and regulations. CONTRACTOR shall release, defend, indemnify and hold harmless CITY, its officers, agents and employees from any and all damages, liabilities, penalties, fines and all other consequences from any noncompliance or violation of any laws, ordinances, codes or regulations. 14. NO TIIIRD PARTY BENEFICIARIES. CITY and CONTRACTOR do not intend, by any provision of this Agreement, to create in any third party, any benefit or right owed by one party, under the terms and conditions of this Agreement, to the other party. 15. NOTICES. All notices and other communications required or permitted to be given under this Agreement, including any notice of change of address, shall be in writing and given by personal delivery, or deposited with the United States Postal Service, postage prepaid, addressed to the parties intended to be notified. Notice shall be deemed given as of the date of personal delivery, or if mailed, upon the date of deposit with the United States Postal Service. Notice shall be given as follows: TO CITY: Cory Bytof Sustainability Program Manager City of San Rafael 1400 Fifth Avenue San Rafael, CA 94915-1560 6 TO CONTRACTOR: Kyle LaRue Zero Waste Programs Manager Conservation Corps North Bay 11 Pimentel Ct. Novato, CA 94949 16. INDEPENDENT CONTRACTOR. For the purposes, and for the duration, of this Agreement, CONTRACTOR, its officers, agents and employees shall act in the capacity of an Independent Contractor, and not as employees of the CITY. CONTRACTOR and CITY expressly intend and agree that the status of CONTRACTOR, its officers, agents and employees be that of an Independent Contractor and not that of an employee of CITY. 17. ENTIRE AGREEMENT -- AMENDMENTS. A. The terms and conditions of this Agreement, all exhibits attached, and all documents expressly incorporated by reference, represent the entire Agreement of the parties with respect to the subject matter of this Agreement. B. This written Agreement shall supersede any and all prior agreements, oral or written, regarding the subject matter between the CONTRACTOR and the CITY. C. No other agreement, promise or statement, written or oral, relating to the subject matter of this Agreement, shall be valid or binding, except by way of a written amendment to this Agreement. D. The terms and conditions of this Agreement shall not be altered or modified except by a written amendment to this Agreement signed by the CONTRACTOR and the CITY. E. If any conflicts arise between the terms and conditions of this Agreement, and the terms and conditions of the attached exhibits or the documents expressly incorporated by reference, the terms and conditions of this Agreement shall control. 18. SET-OFF AGAINST DEBTS. CONTRACTOR agrees that CITY may deduct from any payment due to CONTRACTOR tinder this Agreement, any monies which CONTRACTOR owes CITY under any ordinance, agreement, contract or resolution for any unpaid taxes, fees, licenses, assessments, unpaid checks or other amounts. 19. WAIVERS. The waiver by either party of any breach or violation of any term, covenant or condition of this Agreement, or of any ordinance, law or regulation, shall not be deemed to be a waiver of any 7 other term, covenant, condition, ordinance, law or regulation, or Of any Subsequent bleach or violation of the same or other term, covenant, condition, ordinance, law or regulation. The subsequent acceptance by either party of any fee, performance, or other consideration which may become due 01- owing rowing under this Agreement, shall not be deemed to be a waiver of any preceding breach or violation by the other party of any term, condition, covenant of this Agreement or any applicable law, ordinance or regulation. 20. COSTS AND ATTORNEY'S PEES. The prevailing party in any action brought to enforce the terms and conditions of this Agreement, or arising out of the performance of this Agreement, may recover its reasonable costs (including claims administration) and attorney's fees expended in connection with such action. 21. CITY BUSINESS LICENSE / OTHER TAXES. CONTRACTOR shall obtain and maintain during the duration of this Agreement, a CITY business license as required by the San Rafael Municipal Code CONTRACTOR shall pay any and all state and federal taxes and any other applicable taxes. CITY shall not be required to pay for any work performed under this Agreement, until CONTRACTOR has provided CITY with a completed Internal Revenue Servicc Form W-9 (Request for Taxpayer Identification Number and Certification). 22. SURVIVAL OF TERMS. Any terms of this Agreement that by their nature extend beyond the term (or termination) of this Agreement shall remain in effect until fulfilled and shall apply to both Parties' respective successors and assigns. 23. APPLICABLE LAW. The laws of the State of California shall govern this Agreement. 24. COUNTERPARTS AND ELECTRONIC SIGNATURE. This Agreement may be executed by electronic signature and in any number of counterparts, each of which shall be deemed'cin original, but all of which together shall constitute one dOCUment. Counterpart signature pages may be delivered by telecopier, email or other means of electronic transmission. 0 IN WITNESS WHEREOF, the parties have executed this Agreement as of the clay, month and year first above written. CITY OF SAN RAFAEL CONTRACTOR ATTEST: t / v l"a�� - ' LINDSAY I,ARA, City Cleric APPROVED AS TO FORM: �; 40BERT F. EPSTEIN, it , Attorney By: &0 ff�" Name: A),-61/1 YYI na,i Title: ('eo [If CONTRACTOR is a corporation, add signature of second corporate officer] By; le Name: Title: Q "n Ecro2 Ze 2u JAI, -TC Proposal for services - Bulky Item Collection Events - 12/7/7071 Partner Informatuon Agency Contractor Information City of San Rafael Company Address P.O. Box 151560 =21161M CONSERVATION .. CORPS Ay;:!' A vxh ro u honer, fwau Conservation Corps North Bay Contractors License # 690064 City, State, ZIP San Rafael, CA 94915 Address Invoice Contact: Cory Bytof City, State ZIP Phone 415.485.3407 Email cory.bytof@cityofsanrafael.org Cc. Scope of Work Primary Contact Phone Email 11 Pimentel Ct. Novato, CA 94949 Kyle LaRue 707.758.5417 klarue@ccnorthbay.org Conservation Corps North Bay will provide a crew of 1 Supervisor and 3 Corpsmembers to the City of San Rafael to perform twelve Bulky Item Collection events in 2022. - Location: Pickleweed Park, San Rafael, CA 94901 and Jackson's Hardware, 58 Woodland Ave, San Rafael, CA 94901 - Dates: All twelve events will be held in 2022. Specific event dates to be determined by the City of San Rafael and CCNB. - Time: Events will run from 8am - 2pm. CCNB crew will be on site from 7:30am - 2:30pm. - A minimum of 1 bilingual English -Spanish speaking Corpsmembers will staff each event. - CCNB will assist with verifying that those dropping off bulky waste items are residents of San Rafael and will assist with stacking items in debris boxes provided by the City of San Rafael or Marin Sanitary Service - CCNB crews will provide other waste related services as mutually agreeable in writing by the parties. - CCNB will also assist with public education at the events through handing out flyers and other collateral, discussion with attendees, and providing other materials such as administering surveys or polls. This outreach also includes an optional outreach service to local laundromats and multifamily laundry rooms in San Rafael. - CCNB will provide information each week to the City of San Rafael about issues, questions, and successes and will notify the City of any problems or issues that may arise at any location promptly. Not Included CCNB will not provide collection of hazardous materials. Cost Proposal We. Conservation Corps North Bay, propose the above scope of work to be completed for an amount not to exceed $25,390.08 Invoice Terms Invoices will be sent monthly based on the following labor and materials rates: Dump truck, flatbed, or box truck $300/day, Bobcat S200/day: Extra vehicle $1501day; Chipper $350/day. Disposal costs and materials are billed at cost plus 10% handling. The hourly labor rate for 2022 is S40.90 per Corpsmember hour and S53.62 per Supervisor hour. Billing includes travel time to and from the CCNB Center. Invoices will be submitted on a monthly basis or upon completion of work. Invoices unpaid after 30 days will be charged 1 1:2% interest monthly Rates are subject to annual increases per CA State Minimum Wage Law requirements and cost of living adjustments. Labor and services will be provided until total costs equal contract total or the scope of the work is completed, whichever comes first. Actual daily costs may vary due to attendance. This proposal is valid for two months. Cost Breakdown List of Materials and Costs Qty Description Cost Per Service Total Crew Labor Days - 2022 (1 1 Supervisor and 3 Corpsmembers) $2,115.84 $25,390.08 Total $25,390.08 Page 2 of 2 ROHOSM f SOMCes - YeTe Waste OUIFeach - X2/7/21 Partner Information Contractor Information Agency City of San Rafael Company Address PO Box 151560, 1400 5th Avenue Contractors License # City, State, ZIP San Rafael, CA, 94915 Address Invoice Contact: Cory Bytof City State ZIP Phone 415.485.3407 Primary Contact Email cory.bytof@cityofsanrafael.org Phone Cc: Email Scope of Work Exhibit B CONSERVA'T'ION CORPS Conservation Corps North Bay 690064 11 Pimentel Ct. Novato, CA 94949 Kyle LaRue 707.758.5417 klarue@ccnorthbay.org Conservation Corps North Bay will provide a crew of 1 Supervisors and 1 Corpsmembers to the City of San Rafael to supply Zero Waste Community Outreach services. - CCNB crews will provide door-to-door outreach by distributing approved outreach material to all units located in each of the Canal's Multi -Family Complexes. - Outreach material will consist of topics including, but not limited to, local Used Oil and E -waste services and collection programs, Free Community Bulky Item Collection Events, etc. - CCNB will design the outreach documents and receive approval from the City of San Rafael prior to the printing of outreach materials. Not IncluCeu City of San Rafael will provide all funds for the printing of outreach materials. City of San Rafael will provide the list of Multi -Family Complexes that will receive outreach materials. Cosa Proposal We, Conservation Corps North Bay. propose the above scope of work to be completed for an amount not to exceed $3,024.64 Invoice Terms Invoices will be sent monthly, based on the following labor and materials rates: Dump truck, flatbed, or box truck $300/day; Bobcat S200/day; Extra vehicle $150/day; Chipper $350/day. Disposal costs and materials are billed at cost plus 10% handling. The hourly labor rate for 2022 is S40.90 per Corpsmember hour and S53.62 per Supervisor hour. Billing includes travel time to and from the CCNB Center. Invoices will be submitted on a monthly basis or upon completion of work. Invoices unpaid after 30 days will be charged 1 1/2% interest monthly. Rates are subject to annual Increases per CA State Minimum Wage Law requirements and cost of living adjustments. Labor and services will be provided until total costs equal contract total or the scope of the work is completed, whichever comes first. Actual daily costs may vary due to attendance. This proposal is valid for two months. Cost Breakdown List of Materials and Costs Qty. Description Cost Per Service Total Crew Labor Days (1 Supervisor and 1 4 Corpsmembers) $756.16 $3,024.64 Outreach Material Design (In -Kind 1 Service) S0.00 $0.0 Total $3,024.64 Page 2 of 2 CONTRACT ROUTING FORM INSTRUCTIONS: Use this cover sheet to circulate all contracts for review and approval in the order shown below. TO BE COMPLETED BY INITIATING DEPARTMENT PROJECT MANAGER: Contracting Department: City Manager Project Manager: Cory Bytof Extension: 3407 Contractor Name: Conservation Corps North Bay Contractor's Contact: Kyle LaRue Contact's Email: klarue@ccnorthbay.org ❑ FPPC: Check if Contractor/Consultant must file Form 700 Step RESPONSIBLE DESCRIPTION COMPLETED REVIEWER DEPARTMENT DATE I Check/Initial ❑ 1 Project Manager a. Email PINS Introductory Notice to Contractor 12/10/2021 b. Email contract (in Word) & attachments to City CB Atty c/o Laraine.Gittens@cityofsanrafael.org City Attorney a. Review, revise, and comment on draft agreement + 12/19/2021 2 ® LG and return to Project Manager 12/19/2021 ® LG b. Confirm insurance requirements, create Job on PINS, send PINS insurance notice to contractor 3 Project Manager Forward three (3) originals of final agreement to 12/21/2021 ❑x contractor for their signature CB ❑ N/A 4 Project Manager When necessary, * contractor -signed agreement agendized for Council approval *PSA > $20,000; or Purchase > $35,000; or Or ❑ Public Works Contract > $125,000 Date of Council approval Click here toenter a date. 12/21/2021 CB PRINT CONTINUE ROUTING PROCESS WITH HARD COPY Forward signed original agreements to City S Project Manager Attorney with printed copy of this routing form Review and approve hard copy of signed ��21 �Z 6 City Attorney agreement 7 City Attorney Review and approve insurance in PINS, and bonds City Manager/ Mayor (for Public Works Contracts) Agreement executed by Council authorized official ����1 � [. 8 9 City Clerk Attest signatures, retains original agreement and 111.l- forwards copies to Proiect Manager�—Iddbl �,/