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Resolution No. 83141 2 3 4 5 6 7'' 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 RESOLUTION NO. 8314 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF VERNON APPROVING AND AUTHORIZING THE EXECUTION OF AN ELECTRIC SYSTEM MAINTENANCE AGREEMENT BY AND BETWEEN THE CITY OF VERNON AND PETRELLI ELECTRIC, INC. WHEREAS, in accordance with Resolution No.8315, the City Council of the City of Vernon will accept RMI Utility Services's ("RMIUS") request that it be allowed to cease providing services to Vernon, as of November 30, 2003, under the Electric System Maintenance Agreement (the "Renewal Agreement") between RMIUS and the City of Vernon; and WHEREAS, the maintenance of the City's electrical system is of vital importance and must be provided by a contractor who is willing and able to provide such services on a reliable basis; and WHEREAS, as a result of NCl/RMIUS's actions, the City Council authorized the Light and Power Department to solicit requests for proposals from qualified contractors for the maintenance of the City's electric system; and WHEREAS, Petrelli Electric, Inc. ('"Petrelli") is in the business of providing services to utilities to operate and maintain electrical systems and responded to the request for proposals; and WHEREAS, on November 18, 2003, the Finance Committee considered the recommendation of Bruce V. Malkenhorst, Director of Finance, dated November 6, 2003, that an agreement with Petrelli to provide for the maintenance of Vernon's electric system be approved and executed; and WHEREAS, the City Council of the City of Vernon has 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 determined that, pursuant to the provisions of subsection (a) of Section 2.27 of the Vernon City Code, it is in the public interest and necessity to enter into a contract with Petrelli setting forth the terms and conditions for the maintenance of all electric transmission and distribution facilities that are owned by the City to enhance services provided to the Vernon community. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF VERNON AS FOLLOWS: SECTION 1: The City Council of the City of Vernon hereby finds and determines that the recitals contained hereinabove are true and correct. SECTION 2: The City Council of the City of Vernon hereby approves the Electric System Maintenance Agreement with Petrelli Electric, Inc., a copy which is attached hereto as Exhibit "A" and made a part hereof. SECTION 3: The City Council of the City of Vernon hereby authorizes the Mayor and the City Clerk to execute said Contract for, and on behalf of, the City of Vernon. SECTION 4: The City Council of the City of Vernon hereby directs the City Clerk, or his designee, to send one fully executed Contract to: Petrelli Electric, Inc. Attn. Sal Petrelli 11615 Davenport Road Agua Dulce, CA 91390 - 2 i 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 SECTION 5: The City Clerk of the City of Vernon shall certify to the passage of this resolution, and thereupon and thereafter the same shall be in full force and effect. APPROVED AND ADOPTED this 19th day of November, 2003. ATTEST: BRUCE V. MALKENHORST, City Clerk -(LEONIS C. MALBUNG, Mayor - 3 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 STATE OF CALIFORNIA ) ) ss COUNTY OF LOS ANGELES ) I, BRUCE V. MALKENHORST, City Clerk of the City of Vernon, do hereby certify that the foregoing Resolution, being Resolution No. 8314, was duly adopted by the City Council of the City of Vernon at a regular meeting of the City Council duly held on Wednesday, November 19, 2003, and thereafter was duly signed by the Mayor of the City of Vernon. (SEAL) BRUCE V. MALKENHORST, City Clerk - 4 - EXHIBIT VA& 1 ELECTRIC SYSTEM MAINTENANCE AGREEMENT 2 3 THIS AGREEMENT is made, entered into and executed in 4 duplicate originals, either copy of which may be considered and used as 5 the original hereof for all purposes, as of this day of November, 6 2003, in the City of Vernon, County of Los Angeles, California 7 BY AND BETWEEN CITY OF VERNON, a California municipal corporation 8 (hereinafter referred to as 9 "VERNON") 4305 Santa Fe Avenue 10 Vernon, CA 90058 11 AND PETRELLI ELECTRIC, INC., a California corporation 12 (hereinafter referred to as "PETRELLI") 13 11615 Davenport Road Agua Dulce, CA 91390 14 P.O. Box 801148 15 Santa Clarita, CA 91380 16 each of which is also referred to individually as "Party" and both of 17 which are also referred to collectively as "Parties." 18 NOW, THEREFORE, THE PARTIES HERETO DO MUTUALLY AGREE AS SET 19 FORTH HEREIN: 20 1. SCOPE OF SERVICES 21 1.1 For purposes of this Agreement, "Electric System" shall mean 22 all transmission and distribution facilities now or hereafter 23 owned by VERNON for providing electric service in VERNON 24 including, but not limited to, transmission, overhead and 25 underground distribution systems, street lighting systems, 26 transformers and service lines. During the term of this 27 Agreement, PETRELLI shall provide services with regard to 28 VERNON's Electric System, pursuant to Exhibit A, "PETRELLI 1 2 3 4 5 6 7 8 9 101 111 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 FEES FOR SERVICES" that shall include, but not be limited to, the following: 1.1.1 Provide all services and maintain VERNON's Electric System in a safe and reliable condition. Such work shall include, but not be limited to, switching, performing routine and emergency repairs, and construction on VERNON's Electric System. 1.1.2 PETRELLI shall respond to emergency calls, troubleshooting calls, or service calls after work hours within one hour after the call is placed by VERNON's Control Center. PETRELLI shall provide a weekly list of the dedicated staff that will be available to respond to such calls. The list will be due by 8:00 a.m. every Monday morning throughout the term of this Agreement and will show the staff°s name, primary phone number and alternate phone number. 1.1.3 Make all modifications, extensions, additions and improvements in and to VERNON's Electric System, as shall from time to time be required or necessary to serve in a safe and reliable manner the electric power requirements of VERNON and its customers, both present and future. 1.1.4 Furnish all labor, supervision and services and, in the event not furnished by VERNON, transportation, equipment, materials, supplies and tools of whatsoever kind or nature as shall from time to time be required or necessary to carry out the terms and provisions of this Agreement, including, but not limited to, - 2 - 1 2 3 4 5 6 7 8' 9 10 11 12 13 14 15 16 17 18 19 20' 21 22 23 24 25 26 27 28 maintenance of office and field staffs, and construction and operations headquarters within the city limits of VERNON, as shall be required or necessary to meet the needs and requirements of VERNON and its customers, both present and future. VERNON may provide use of a city -owned building(s), structure(s) and/or a storage yard on city -owned property for use by PETRELLI in connection with the services performed under this Agreement. PETRELLI shall be responsible for all tenant -type improvements and security in connection with the use of such city -owned property. 1.1.5 VERNON may provide VERNON-owned vehicles for use by PETRELLI in performing the work under this Agreement. To the extent VERNON does not provide its own vehicles, PETRELLI will provide the vehicles needed to perform the work and shall bill VERNON for the use of such vehicles pursuant to the hourly or monthly rates agreed upon for such vehicles in the attached Exhibit A, "PETRELLI FEES FOR SERVICES." 1.1.6 VERNON shall normally supply all material and supplies required for routine work by PETRELLI pursuant to this Agreement. PETRELLI shall supply all materials and supplies required by PETRELLI that are not supplied by VERNON in addition to those which PETRELLI is requested by VERNON to supply. Before purchasing materials or supplies, PETRELLI shall check with VERNON to assure that such materials or supplies are not available from VERNON. VERNON shall compensate - 3 - 1 2 3 4 5 6 7 8 9 10 11 12 13' 141 15 16 17 18 19 20 21 22 23 24 25 26 27 28 PETRELLI for such materials and supplies in accordance with Exhibit A, "PETRELLI FEES FOR SERVICES." 1.1.7 Furnish to VERNON current accountings and reports, with sufficient supporting data covering activities engaged in and work performed by PETRELLI. Such accountings and reports shall be provided every thirty days, on the first business day (Monday through Thursday) of each month throughout the term of this Agreement. All such accountings shall comply with the Federal Energy and Regulatory Commission (FERC) accounting principles and VERNON's accounting system. 1.1.8 Make electrical measurements and reports as requested by VERNON to provide operational data on VERNON's Electric System. 1.1.9 Install transformers, switches, cutouts, lines and other facilities on the transmission and distribution systems as required for repairs, replacements, new customers and system expansion. 1.1.10 Remove underground and overhead facilities no longer needed. 1.1.11 Perform other work on underground and overhead systems, as required., 1.1.12 Carry out troubleshooting activities including responding to customer calls and complaints, traveling to various sites in VERNON, assessing and estimating failures or damages, safely restoring service as quickly as possible, and reporting on system and equipment status. - 4 - 1 1.2 All work shall be performed in accordance with VERNON's 2 standards, codes, ordinances, rules, regulations and 3 operating procedures. Where no such applicable code, 4 ordinance, rule, regulation or operating procedure exists, 5 PETRELLI shall perform work in accordance with good utility 6 practice. 7 1.3 If a new facility (customer substation, cogeneration 8 substation, or transmission line) is to be constructed by g VERNON, PETRELLI shall be permitted an opportunity to submit 10 a bid or proposal to construct any such facility. VERNON 11 reserves the right to permit the customer to construct any 12 customer facilities and to negotiate agreements with any 13 contractors, including PETRELLI, if VERNON is to construct 14 such facility. 15 1.4 Work Authorizations: All work, with the exception of 16 emergency work, shall be performed pursuant to approved work 17 authorizations and will be scheduled with VERNON. Work 18 authorizations will fall into the following categories: 19 1.4.1 Major Work: Major modifications, extensions, 20 addition, and improvements, including large 21 maintenance jobs will be accomplished under pre- 22 approved work orders. Large maintenance jobs are defined as those estimated in advance to take more 23 than 5 crew days. 24 1.4.2 Emergency Work: Emergency repairs shall be initiated 25 as soon as possible by PETRELLI under a pre -assigned 26 work order number. PETRELLI shall seek VERNON's 27 approval for the work order at the start of the next 28 5 - 1 2 3 4 5 6 7' 8' 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 business day after the work is initiated. 1.4.3 Routine Work: Routine maintenance work will be completed under pre -approved standing work orders specifically established for these activities. Routine work will include line patrol, switching, replacement of minor components, minor modifications and additions, and other routine work normally required on electric utility systems. PETRELLI and VERNON will collaborate in establishing a number of standing work orders. 1.5 Scheduling of Work: PETRELLI shall provide VERNON's authorized representative, no later than 10:00 a.m. on Thursday of each week, with a proposed plan and schedule of work for the following week. VERNON's authorized representative shall approve or make modifications to the proposed plan and schedule no later than 2:00 p.m. on the day that the schedule is provided. Once approved, the plan and schedule shall be PETRELLI's authorization to perform work during the following week. The timing of such submittals and meetings may be changed by mutual agreement between VERNON and PETRELLI's authorized representatives. Concurrent with the submission of its proposed plan and schedule, PETRELLI shall also submit a status report on the previous week's work, 1.6 Maintenance Schedule/Plan. 1.6.1 PETRELLI shall provide VERNON monthly maintenance and inspection schedules identifying the location and circuit name. PETRELLI shall maintain and inspect the - 6 - IN 2 3 4 5 6 7 8 9 10 11 12 13, 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 Electric System pursuant to the requirements of California Safety Orders No. 95, 128 and 165. The maintenance and inspection schedule shall include the following: ■ Insulator washing (transmission, distribution and substations). ■ Street lighting inspection. • Customer substation inspection. ■ Manhole and underground cable inspection. ■ Pole inspection and testing. ■ Distribution circuit inspection. ■ Transmission system inspection. 1.6.2 PETRELLI shall maintain a system database to track and report inspection results and corresponding repairs/correction. 1.7 Staffing Levels 1.7.1 To perform the foregoing services, PETRELLI shall provide a minimum level of employee staffing and said staff shall be dedicated to perform services on VERNON's Electric System. The employee staffing is as follows: Quantity Classification 1 Manager 1 Line Foreman 5 Lineman 2 Troubleshooter 2 Clerk/Secretary 1 Warehouse/Utility Worker 12 Total - 7 - is 2 3 4 5 6 7 8 9 10 11'i 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 PETRELLI may supplement this level of staffing with pre -approval by VERNON, to the extent necessary to perform such services. PETRELLI shall not increase or decrease this level of staffing by adding or deleting full-time employees without the prior written approval of VERNON. In the event VERNON wishes to increase or decrease the scope of the services provided for herein, VERNON shall be permitted to do so upon providing 4 months written notice to PETRELLI. PETRELLI may also supplement this level of staffing through the use of subcontractors, if pre -approved by VERNON, to the extent necessary to perform such services; to the extent subcontractors are authorized, PETRELLI may bill VERNON an administrative fee of 5% of its cost for such subcontractors. The scope of services may also be increased or reduced by mutual agreement. 1.7.2 PETRELLI shall consult with VERNON and VERNON shall have the right to consult with PETRELLI relating to the qualifications of the employees who will be assigned and dedicated to work on VERNON`s Electric System. 1.7.3 PETRELLI shall give preference to the hiring of employees that are currently utilized by VERNON`s existing contractor. VERNON shall have the discretion to approve, or not approve, the hiring of any such individuals by PETRELLI to perform the work required by this Agreement. - 8 - 1 2 3 4 5 6 7 8 9 10 11 121! 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 1.7.4 VERNON shall have the option of making housing at reasonable costs available to PETRELLI for its employees dedicated to VERNON's service under the following conditions: 1.7.4.1 The employee must be an employee that is assigned to respond to emergency services and is able, during the occupancy of the housing unit, to respond to said emergencies. In the event that the individual is unable to respond to said emergencies, another PETRELLI employee shall be provided the occupancy so that said employee can respond to emergency services. 1.7.4.2 The occupancy shall not be provided within the city limits of VERNON but shall be provided in locations in close proximity to VERNON. 1.7.4.3 The employee shall sign an appropriate lease agreement with VERNON. However, PETRELLI shall be responsible for certifying that the employee is able to provide the emergency services. If PETRELLI is unable to certify that the employee is able to provide emergency services, PETRELLI shall cause the employee to terminate his or her tenancy and recommend the assignment of a different employee to the tenancy for the purpose of providing the emergency services pursuant to - 9 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 this Agreement. 1.7.4.4 VERNON shall set the terms and conditions of the lease at its sole discretion, except for the requirement that the employee is responsible for emergency services. 1.7.4.5 The employee shall agree to abide by all of the terms and conditions of the lease arrangement. If VERNON is required to bring legal action to enforce the terms and conditions of the lease arrangement, PETRELLI shall reimburse VERNON for all of its legal costs and expenses, including attorney's fees, incurred in relation to the enforcement of such. 1.7.4.6 The purpose and function of providing said housing is to insure VERNON that an able bodied, PETRELLI employee will be available to respond to an emergency if one occurs, at any time, twenty-four hours a day, three hundred and sixty five days a year. 1.7.4.7 The inability of an employee to physically respond to emergency calls for a period of ninety days will immediately cause the employee to be ineligible to continue to receive housing services from VERNON. When an employee has been unable to physically respond to emergency calls for thirty days, PETRELLI shall certify, not later than the - 10 - 1 2 3 4 5 6 7 8 9 10 11 12 13' 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 next business day, that the employee will be able to provide emergency services before the expiration of ninety days from the date the employee first was unable to respond. If PETRELLI is unable to so certify, it shall recommend the assignment of a different employee to that tenancy for the purpose of providing emergency services pursuant to this Agreement. 1.8 PETRELLI shall not accept or bid for any work for any of VERNON's customers, unless VERNON provides, in its sole discretion, advance written consent and agrees that such work shall not constitute a conflict of interest. 1.9 PETRELLI agrees that it shall provide services and maintain VERNON's Electric System for and on behalf of VERNON, subject to and in accordance with good utility practice and within the terms and provisions of this Agreement and direction given by VERNON's authorized representatives. PETRELLI shall also respond to VERNON's requirements for any and all VERNON city purposes and of all VERNON customers, both present and future, of VERNON's Electric System and shall provide safe, proper, efficient and reliable services as provided under good utility practice. 1.10 An organization chart is attached hereto as Exhibit B. Such exhibit may be revised from time to time in accordance with section 1.7.1 of this Agreement. 1 2. TRANSITION PERIOD 2 VERNON anticipates that a transition period, lasting approximately 3 thirty to sixty days, will be required in order to smoothly 4 transfer the duties to be performed by PETRELLI under this 5 Agreement from the contractor currently providing such services 6 for VERNON. VERNON anticipates that management staff for PETRELLI 7 and VERNON's current contractor may need to co -exist and work 8 cooperatively during the transition period in order to provide for 9 a smooth transfer of duties. PETRELLI shall cooperate with VERNON 10 and its current contractor in order to provide for a successful 11 transition of services. 12 3. FEES FOR SERVICES 13 3.1 For services provided by PETRELLI to VERNON pursuant to this 14 Agreement, VERNON shall pay PETRELLI in accordance with the 15 rates and charges set forth in Exhibit A, "PETRELLI FEES FOR 16 SERVICES," attached hereto. The rates set forth in Exhibit A 17 may only be increased during the term of this Agreement to 18 the extent PETRELLI's costs rise under the "California 19 Outside Line Construction Agreement between Western Line 20 Constructors Chapter of N.E.C.A and Local Union No. 1245 AFL- 21 CIO International Brotherhood of Electric Workers." 22 3.2 To the extent the rates are increased and agreed upon by 23 VERNON pursuant to this Section 3.1, PETRELLI shall revise 24 Exhibit A and old Exhibit A shall be replaced with the 25 revised Exhibit A. The revised Exhibit A shall become part 26 of this Agreement as if originally attached on the effective 27 date of this Agreement. 28 3.3 VERNON shall only pay PETRELLI for the work performed under - 12 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 this Agreement pursuant to the fees set forth in Exhibit A. PETRELLI shall be responsible for paying the salaries of its own employees, as well as payment for all relevant holidays, vacation time and other benefits. VERNON will not be responsible, in any way, for the payment of the salaries or benefits for PETRELLI's employees. 4. BILLING AND PAYMENT PETRELLI shall submit a monthly invoice to VERNON setting forth the amount due for services and itemizing amounts due for expenses provided or incurred for the prior month. VERNON shall pay such invoice within thirty days after receipt. 5. INDEPENDENT CONTRACTOR PETRELLI shall provide services to VERNON as an independent contractor, not as an employee of VERNON, and shall obtain and maintain in effect, during the term of this Agreement, appropriate licenses to provide the services described herein. PETRELLI shall not have or claim any right arising from employee status. 6. TERM OF AGREEMENT / SUSPENSION OF WORK 6.1 This Agreement shall become effective on the date referred to in the first paragraph of page 1 of this Agreement and, unless terminated earlier in accordance with the terms of this Agreement, shall be effective for a term of 5 years. 6.2 VERNON will have the option to extend the Agreement term for an additional 5-year term(s). Notice of such an extension(s) will be provided at least ninety days before the expiration of the current term. Such an extensions) will constitute an amendment(s) to the Agreement and will be executed pursuant to the provisions of section 16 of this Agreement. - 13 - 1 6.3 Notwithstanding any other provision of this Agreement, either 2 Party may terminate this Agreement by giving 1-year advance 3 written notice to the other Party. VERNON may also terminate 4 this Agreement upon forty—five days written notice for 5 material breach of this Agreement by PETRELLI. 6 6.4 Upon termination of this Agreement, PETRELLI shall have no 7 further obligation to provide services to VERNON. If this 8 Agreement is terminated prior to completion of the services 9 to be provided hereunder, PETRELLI shall render a final 10 invoice for services to VERNON within thirty days after the 11 date of termination. VERNON shall pay PETRELLI for all fees 12 earned and expenses incurred prior to the date of termination 13 in accordance with Section 4 of this Agreement. 14 6.5 In the event VERNON has just and reasonable cause to believe 15 that electric service to its customers is in jeopardy as a 16 result of PETRELLI's performance or failure to perform 17 hereunder, VERNON shall so notify PETRELLI in writing. If PETRELLI fails to correct such problem within 10 days after 18 receipt of said notice, VERNON may suspend this Agreement 19 until such problem is corrected. 20 21 7. INSURANCE 22 7.1. PETRELLI shall maintain in effect, at its own cost, 23 employer's liability insurance, comprehensive general 24 liability insurance (bodily injury and property damage) in an 25 amount equal to five million dollars ($5,000,000) annual 26 aggregate, and comprehensive automobile liability insurance (bodily injury and property damage) in an amount equal to 27 five million dollars (5,000,000) annual aggregate. Said 28 - 14 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 insurance policy shall provide for thirty days written notice prior -to termination or change. VERNON and its officers, employees and agents shall be named as additional insureds on said policy. 7.2. PETRELLI shall comply with all applicable worker's compensation laws. 7.3. In addition to the standard certificate of insurance, proof of insurance will require for each policy, a notarized letter from the underwriter or carrier certifying that the coverage and statements in the standard certificate of insurance (attached thereto) are true and correct and that the signator is an officer authorized to so certify. Alternatively, a copy of each policy certified by an officer of the underwriter or carrier and notarized, may be provided as proof of insurance. 8. LIABILITY 8.1. PETRELLI shall indemnify, defend and hold harmless VERNON, its directors, officers, partners, employees and agents from and against any and all liability, claims, demands, damages, losses and expenses, including but not limited to attorney's fees, resulting from negligent acts, errors or omissions by PETRELLI or its subcontractors, in the provision of services pursuant to this Agreement. Liability, claims, demands, damages, losses or expenses resulting from negligent acts, errors or omissions, whether active or passive, by VERNON, its directors, officers, partners, agents, employees, or by others are excluded from PETRELLI's obligations pursuant to this Section 8.1. - 15 - 1 8.2. PETRELLI shall also indemnify, defend and hold harmless 2 VERNON, its directors, officers, partners, employees and 3 agents from and against any and all liability, claims, 4 demands, damages, losses and expenses, including but not 5 limited to attorney's fees, for injuries to person or damage 6 to property resulting from negligent acts, errors, or 7 omissions by PETRELLI, its directors, officers, agents and 8 employees in the provision of service hereunder. Liability, 9 claims, demands, damages, losses or expenses resulting from 10 negligent acts, errors, or omissions, whether active or 11 passive, by VERNON, its directors, officers, partners, 12 agents, employees, or by others are excluded from PETRELLI's 13 obligations pursuant to this Section 8.2. 14 8.3. Nothing in this Agreement shall be construed to create a duty 15 to, any standard of care with reference to, or any liability 16 to any person not a party to this Agreement. 17 9. AUTHORIZED REPRESENTATIVES 18 Within thirty calendar days after the date of execution of this 19 Agreement, each Party shall designate by written notice to the 20 other Party a representative who is authorized to act on its 21 behalf in the implementation of this Agreement and with respect to 22 those matters contained herein that are the functions and 23 responsibilities of the authorized representatives. Either Party 24 may at any time change the designation of its authorized 25 representative by written notice to the other Party. 26 10. OWNERSHIP OF DATA, INFORMATION AND DOCUMENTATION 27 All data and information collected and obtained by PETRELLI shall 28 be the property of VERNON and shall be stored and filed at the - 16 - 1 2 3 4 5 6 7 8 9 10' 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 operations headquarters located within the city limits of VERNON. PETRELLI hereby relinquishes any and all claims of ownership to any and all documents and/or information obtained in performing services for VERNON relating to VERNON's Electric System. However, PETRELLI may keep copies of such data, information and documentation as necessary to perform services hereunder and also for historical purposes. PETRELLI shall be prohibited from using such data, information or documentation in any way adverse to VERNON, other than for the purposes of litigation between PETRELLI and VERNON pertaining to this Agreement or the services provided hereunder. 11. CONFIDENTIAL INFORMATION 11.1. VERNON may provide PETRELLI, or allow PETRELLI access to, certain information not available to the public concerning, but not limited to VERNON, or businesses located in VERNON. The information may include, but is not limited to, company information, taxes, sales, value of assets, utility usage or other such information. All such information shall be known as "Confidential Information" and may not be used to circumvent the responsibility of either Party to this Agreement. 11.2. Except as expressly permitted, PETRELLI shall not disclose, permit the disclosure of, release, disseminate or transfer, whether orally or by any other means, any part of such Confidential Information to any other person or entity, whether corporate, governmental or individual, without the express prior written consent of VERNON. PETRELLI shall return any written Confidential Information and all copies - 17 - 1 2 3 4 5 6 7 8 9 10 111 12 13 14 15 16 17 18 19'', 20 21 22 23 24 25 26 27 28 made of such items, to VERNON upon VERNON's written request, but in any event not later than the date that PETRELLI has performed all services to be performed pursuant to this Agreement. PETRELLI herebv agrees that such Confidential Information and any documents provided may be used by PETRELLI only as authorized by VERNON. PETRELLI shall take reasonable measures to avoid any disclosure of any such Confidential Information to any unauthorized person. 11.3 PETRELLI shall immediately notify VERNON of any court order or subpoena requiring disclosure of Confidential Information, and shall cooperate with legal counsel in the appeal or challenge of any such order or subpoena. PETRELLI may only disclose Confidential Information required to be disclosed pursuant to court order or subpoena after legal counsel has exhausted any lawful and timely appeal or challenge. 11.4 In addition to any other remedies that it may have at law or in equity, VERNON shall be entitled to a temporary and permanent injunction by a court of competent jurisdiction against any breach or threatened breach of the Confidential Information provisions of this Agreement. PETRELLI acknowledges that in case of such breach or threatened breach of said provisions, VERNON would have no adequate remedy at law. 12. SUCCESSORS IN INTEREST This Agreement shall be binding on each Party's successors in interest, including their heirs, legatees, assignees and legal representatives. This Agreement shall not be assigned by PETRELLI - 18 - 1 2 3 4 5 6 7 8 9i 10 11 12 13 14 15 16 17 18 19i 20 21 22 23 24 25 26 27 28 unless VERNON consents to such an assignment, in writing, which consent shall be at VERNON's sole discretion, in which event this Agreement shall inure to the benefit of its successor in interest. In the event of a change in ownership of PETRELLI, VERNON reserves the right, in its sole discretion, to terminate the Agreement by providing notice within forty-five days of receipt of a written notice by PETRELLI that a sale has occurred. 1 13. FORCE MAJEURE Neither Party shall be considered to be in default in the performance of any of its obligations under this Agreement (other than obligations of said Party to pay costs and expenses) when a failure of performance shall be due to an uncontrollable force. The term "uncontrollable force" shall mean any cause beyond the control of the Party affected, including but not restricted to flood, earthquake, storm, fire, lightning, epidemic, war, riot, civil disturbance or disobedience, sabotage, restraint by court order or public authority, and action or non -action by or inability to obtain the necessary authorization or approvals from any governmental agency or authority, which by exercise of due diligence such Party could not reasonably have been expected to avoid and which by exercise of due diligence it has been unable to overcome. If PETRELLI notifies VERNON that it will be unable to perform services hereunder as a result of an uncontrollable force, VERNON may, at its option, use its own staff or other contractors to perform such services at VERNON's expense, in which case VERNON shall compensate PETRELLI only for those employees of PETRELLI that are available to work for VERNON. Either Party rendered unable to fulfill any of its obligations under this Agreement by - 19 - 1 reason of an uncontrollable force shall give prompt written notice 2 of such fact to the other Party and shall exercise due diligence 3 to remove such inability with all reasonable dispatch. 4 14. WAIVER 5 Any waiver at any time by either Party of its rights with respect 6 to a default under this Agreement, or with respect to any other 7 matters arising in connection with this Agreement, shall not be 8 deemed a waiver with respect to any subsequent default or other 9 matter. 10 15. SEVERAL OBLIGATIONS 11 Except where specifically stated in this Agreement to be 12 otherwise, the duties, obligations, and liabilities of the Parties 13 are intended to be several and not joint or collective. Nothing 14 contained in this Agreement shall be construed to create an 15 association, trust, partnership or joint venture or impose a trust 16 or partnership duty, obligation or liability on or with regard to 17 either Party. Each Party shall be individually and severally ' liable for its own obligations under this Agreement. 18 16. AMENDMENT 19 All changes.or modifications to this Agreement shall be in writing 20 and signed by both Parties. 21 17. DEFAULT 22 In the event PETRELLI commits a breach of a material condition of 23 this Agreement, VERNON shall notify PETRELLI in writing of said 24 breach. If PETRELLI has not cured or begun reasonable efforts to 25 cure within fifteen working days after receiving said notice, and 26 fails to diligently pursue corrective action, VERNON shall have 27 the right to cancel this Agreement or seek any other remedy 28 - 20 - 1 2 3 4 5 6 7 8 9 10 11 12 13'i 14 15 16 17 18 19 20 21 22 23 24 25 26', 27 18. against PETRELLI that it may have under the Agreement or under the law. Among other things, PETRELLI shall be deemed to be in default under this Agreement if PETRELLI files for bankruptcy or another person or entity institutes against PETRELLI a bankruptcy, reorganization, moratorium, liquidation or similar insolvency proceeding or other relief under any bankruptcy or insolvency law affecting creditor's rights or a petition is presented or instituted for its winding -up or liquidation. NOTICES 18.1 Any notice, demand, information, invoice, report or item otherwise required, authorized or provided for in this Agreement, unless otherwise specified herein, shall be deemed properly given if delivered in person or sent by United States Mail, First Class postage prepaid: To PETRELLI: PETRELLI ELECTRIC, INC. 11615 Davenport Road Agua Dulce, California 91390 Attn: Sal Petrelli To VERNON: CITY OF VERNON 4305 Santa Fe Avenue Vernon, California 90058 Attn: City Clerk 18.2 All notices shall be deemed effective upon receipt by the Party to whom such notice is given. Either Party may, at any time, by notice to the other Party, designate different - 21 - 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 or additional persons or different addresses for the giving of notices hereunder. 19. GOVERNING LAW This Agreement shall be construed and interpreted according to, and the rights of the Parties shall be governed by, the laws of the State of California. 20. ENTIRE AGREEMENT 20.1 This Agreement constitutes the complete and final expression of the agreement of the Parties and is intended as a complete and exclusive statement of the terms of their agreements and supercedes all prior and contemporaneous offers, promises, representations, negotiations, discussions, communications, and agreements that may have been made in connection with the subject matter hereof. 20.2 The following exhibits attached hereto are incorporated by reference as if fully set forth herein: Exhibit A: PETRELLI FEES FOR SERVICES Exhibit B: VERNON- PETRELLI - ORGANIZATION CHART 21. SEVERABILITY If any of the provisions of this Agreement are found or deemed by a court of competent jurisdiction to be invalid or unenforceable, they shall be considered severable from the remainder of this Agreement and shall not cause the remainder to be invalid or unenforceable. 22. SIGNATURE CLAUSE The signators hereto represent that they are authorized to enter into this Agreement on behalf of the Party for whom they sign. - 22 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by and through their authorized officers on the date, month and year first written above. ATTEST: BRUCE V. MALKENHORST, City Clerk APPROVE TO ERIC T. FRESC ity ttorney CITY OF VERNON a California Corporation LEONIS C. MALBURG, Mayor PETRELLI ELECTRIC, INC. a California Corporation By: CiNdy Petrelli Title: President By Sal Petrelli Title: Secretar - 23 - EXHIBIT 0 1 2 3 4 5 6 7 8 9 10 11 12 13''i 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 EXHIBIT A PETRELLI FEES FOR SERVICES RATES THROUGH DECEMBER 31, 2003 A. HOURLY LABOR RATES PER CLASSIFICATION CLASSIFICATION STRAIGHT TIME DOUBLE TIME MANAGER $94.00 $168.00 FOREMAN $88.00 $158.00 LINEMAN $84.00 $148.00 TROUBLESHOOTERS $84.00 $148.00 GROUNDMAN $65.00 $110.00 OPERATOR $72.00 $124.00 SECRETARY/CLERK $27.00 $ 40.50 B. MONTHLY EQUIPMENT RATES EQUIPMENT RATES FLATBED TRUCK $1,680.00 ALTEC 4065 DERRICK $6,560.00 ALTEC 947 DERRICK $5,280.00 , ALTEC AM855 BUCKET $5,120.00 ALTEC AM 900 BUCKET $5,440.00 ALTEC A77TE93 BUCKET $6,880.00 ALL FUEL FOR THE ABOVE TRUCKS WILL BE PROVIDED BY THE CITY OF VERNON AS REQUESTED. B.2 HOURLY RATES - ADDITIONAL EQUIPMENT (ON AS NEEDED BASIS) EQUIPMENT RATES TECO V7-75 BUCKET $ 35.00 PJ 400-60' DERRICK $ 42.00 HOGG DAVIS WIENER HOUND $ 8.00 LARGE REEL TRAILER $ 12.00 POLE DOLLY $ 8.00 FUEL FOR ABOVE VEHICLES WILL BE PROVIDED BY PETRELLI ELECTRIC, INC. EXHIBIT "A" 1 C. MATERIALS AND SUPPLIES City shall normally provide all materials and supplies required for routine work by Contractor. Contractor 2 shall provide all materials and supplies required by Contractor which are not supply by City in addition to those which Contractor is requested by City to supply. Before purchasing materials or supplies, Contractor 3 shall check with Check to assure that such materials or supplies are not available from City. 4 City shall compensate Contractor for all expenses incurred for such materials and supplies required to 5 perform all services to maintain the electric services (such as transformers, cables terminators, splices, switches, capacitors, etc.) in a safe and reliable manner. 6 Contractor will bill City 5% for the costs of the materials and supplies purchased by the Contractor. 7 8 D. SUBCONTRACTORS Contractor may supplement major and emergency work with subcontractors to complete work or restore 9 electric service. Subcontractors may be hired with pre -approval by City. 10 Contractor will bill City 5% for the costs of the subcontractor. 11 12 E. BILLING AND PAYMENT Contractor shall submit a monthly statement to City setting forth the amount due for services and itemizing 13 amounts due for materials and equipment. City shall pay the full amount of such statement within thirty 14 (30) days after receipt. 15 16 17 18 19 20 21 22 23 24 25 26 27 28 A-2 EXHIBIT "A" EXHIBIT �3 I*N01 VERNON-PETRELLI ORGANIZATION CHART City of Vernon Executive Director Light & Power Director Light & Power Assistant Director of Engineering & Operations Petrelli Electric, Inc. Manager FULL TIME STAFF I--H SUBCONTRACTORS" 1 - Line Foreman 5 - Lineman 2 - Troubleshooter 2 - Clerk/Secretary 1 - Warehouse/Utility Worker ** Must be pre -approved by Vernon SUPPORTING DOCUMENTS ,a IV ELECTRIC SYSTEM MAINTENANCE AGREEMENT THIS AGREEMENT is made,. entered into and executed in duplicate originals, either copy of which may be considered and used as the original hereof for all purposes, as of this day of November, 2003, in the City of Vernon, County of Los Angeles, California BY AND BETWEEN CITY OF VERNON, a California municipal corporation (hereinafter referred to as "VERNON") 4305 Santa Fe Avenue Vernon, CA 90058 AND PETRELLI ELECTRIC, INC., a California corporation (hereinafter referred to as "PETRELLI") 11615 Davenport Road Agua Dulce, CA 91390 P.O. Box 801148 Santa Clarita, CA 91380 each of which is also referred to individually as "Party" and both of which are also referred to collectively as "Parties." NOW, THEREFORE, THE PARTIES HERETO DO MUTUALLY AGREE AS SET FORTH HEREIN: I. SCOPE OF SERVICES 1.1 For purposes of this Agreement, "Electric System" shall mean all transmission and distribution facilities now or hereafter owned by VERNON for providing electric service in VERNON including, but not limited to, transmission, overhead and underground distribution systems, street lighting systems, transformers and service lines. During the term of this Agreement, PETRELLI shall provide services with regard to VERNON's Electric System, pursuant to Exhibit A, "PETRELLI 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 FEES FOR SERVICES" that shall include, but not be limited to, the following: 1.1.1 Provide all services and maintain VERNON's Electric System in a safe and reliable condition. Such work shall include, but not be limited to, switching, performing routine and emergency repairs, and construction on VERNON's Electric System. 1.1.2 PETRELLI shall respond to emergency calls, troubleshooting calls, or service calls after work hours within one hour after the call is placed by VERNON's Control Center. PETRELLI shall provide a weekly list of the dedicated staff that will be available to respond to such calls. The list will be due by 8:00 a.m. every Monday morning throughout the term of this Agreement and will show the staff's name, primary phone number and alternate phone number. 1.1.3 Make all modifications, extensions, additions and improvements in and to VERNON's Electric System, as shall from time to time be required or necessary to serve in a safe and reliable manner the electric power requirements of VERNON and its customers, both present and future. 1.1.4 Furnish all labor, supervision and services and, in the event not furnished by VERNON, transportation, equipment, materials, supplies and tools of whatsoever kind or nature as shall from time to time be required or necessary to carry out the terms and provisions of this Agreement, including, but not limited to, - 2 - MMU. 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 maintenance of office and field staffs, and construction and operations headquarters within the city limits of VERNON, as shall be required or necessary to meet the needs and requirements of VERNON and its customers, both present and future. VERNON may provide use of a city -owned building(s), structure(s) and/or a storage yard on city -owned property for use by PETRELLI in connection with the services performed under this Agreement. PETRELLI shall be responsible for all tenant -type improvements and security in connection with the use of such city -owned property. 1.1.5 VERNON may provide VERNON-owned vehicles for use by PETRELLI in performing the work under this Agreement. To the extent VERNON does not provide its own vehicles, PETRELLI will provide the vehicles needed to perform the work and shall bill VERNON for the use of such vehicles pursuant to the hourly or monthly rates agreed upon for such vehicles in the attached Exhibit A, "PETRELLI FEES FOR SERVICES." 1.1.6 VERNON shall normally supply all material and supplies required for routine work by PETRELLI pursuant to this Agreement. PETRELLI shall supply all materials and supplies required by PETRELLI that are not supplied by VERNON in addition to those which PETRELLI is requested by VERNON to supply. Before purchasing materials or supplies, PETRELLI shall check with VERNON to assure that such materials or supplies are not available from VERNON. VERNON shall compensate - 3 - l I. . II . 1 2 3 4 5 6 7 8 9 10 11 12 13 14 151 16 17 18 19 20 21 22 23 24 25 26 27 28 PETRELLI for such materials and supplies in accordance with Exhibit A, "PETRELLI FEES FOR SERVICES." 1.1.7 Furnish to VERNON current accountings and reports, with sufficient supporting data covering activities engaged in and work performed by PETRELLI. Such accountings and reports shall be provided every thirty days, on the first business day (Monday through Thursday) of each month throughout the term of this Agreement. All such accountings shall comply with the Federal Energy and Regulatory Commission (FERC) accounting principles and VERNON's accounting system. 1.1.8 Make electrical measurements and reports as requested by VERNON to provide operational data on VERNON's Electric System. 1.1.9 Install transformers, switches, cutouts, lines and other facilities on the transmission and distribution systems as required for repairs, replacements, new customers and system expansion. 1.1.10 Remove underground and overhead facilities no longer needed. 1.1.11 Perform other work on underground and overhead systems, as required. 1.1.12 Carry out troubleshooting activities including responding to customer calls and complaints, traveling to various sites in VERNON, assessing and estimating failures or damages, safely restoring service as quickly as possible, and reporting on system and equipment status. - 4 - 1 1.2 All work shall be performed in accordance with VERNON's 21 standards, codes, ordinances, rules, regulations and 3 operating procedures. Where no such applicable code, 4 ordinance, rule, regulation or operating procedure exists, 5 PETRELLI shall perform work in accordance with good utility 6 practice. 7 1.3 If a new facility (customer substation, cogeneration 8 substation, or transmission line) is to be constructed by g VERNON, PETRELLI shall be permitted an opportunity to submit 10 a bid or proposal to construct any such facility. VERNON 11 reserves the right to permit the customer to construct any 12 customer facilities and to negotiate agreements with any 13 contractors, including PETRELLI, if VERNON is to construct 14 such facility. 15 1.4 Work Authorizations: All work, with the exception of 16 emergency work, shall be performed pursuant to approved work 17 authorizations and will be scheduled with VERNON. Work 18 authorizations will fall into the following categories: 19 1.4.1 Major Work: Major modifications, extensions, 20 addition, and improvements, including large 21 maintenance jobs will be accomplished under pre- 22 approved work orders. Large maintenance jobs are 23 defined as those estimated in advance to take more than 5 crew days. 24 1.4.2 Emergency Work: Emergency repairs shall be initiated 25 as soon as possible by PETRELLI under a pre -assigned 26 work order number. PETRELLI shall seek VERNON's 27 approval for the work order at the start of the next 28 - 5 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 161 17 18 19 20 21 22 23 24 25 26 27 28 1.5 1.6 business day after the work is initiated. 1.4.3 Routine Work: Routine maintenance work will be completed under pre -approved standing work orders specifically established for these activities. Routine work will include line patrol, switching, replacement of minor components, minor modifications and additions, and other routine work normally required on electric utility systems. PETRELLI and VERNON will collaborate in establishing a number of standing work orders. Scheduling of Work: PETRELLI shall provide VERNON's authorized representative, no later than 10:00 a.m. on Thursday of each week, with a proposed plan and schedule of work for the following week. VERNON's authorized representative shall approve or make modifications to the proposed plan and schedule no later than 2:00 p.m. on the day that the schedule is provided. Once approved, the plan and schedule shall be PETRELLI's authorization to perform work during the following week. The timing of such submittals and meetings may be changed by mutual agreement between VERNON and PETRELLI's authorized representatives. Concurrent with the submission of its proposed plan and schedule, PETRELLI shall also submit a status report on the previous week's work, Maintenance Schedule/Plan. 1.6.1 PETRELLI shall provide VERNON monthly maintenance and inspection schedules identifying the location and circuit name. PETRELLI shall maintain and inspect the - 6 - 1 Electric System pursuant to the requirements of 2 California Safety Orders No. 95, 128 and 165. The 3 maintenance and inspection schedule shall include the 4 following: 5 ■ Insulator washing (transmission, distribution and 6 substations). 7 ■ Street lighting inspection. 8 ■ Customer substation inspection. 9 ■ Manhole and underground cable inspection. 10 • Pole inspection and testing. 11 • Distribution circuit inspection. 12 • Transmission system inspection. 13 1.6.2 PETRELLI shall maintain a system database to track and 14 report inspection results and corresponding 15 repairs/correction. 16 1.7 Staffing Levels ' 17 1.7.1 To perform the foregoing services, PETRELLI shall 18 provide a minimum level of employee staffing and said 19 staff shall be dedicated to perform services on 20 VERNON's Electric System. The employee staffing is as follows: 21 Quantity Classification 22 23 1 Manager 1 Line Foreman 24 5 Lineman 25 2 Troubleshooter 26 2 Clerk/Secretary 27 1 Warehouse/Utility Worker 12 Total - 7 - 1 PETRELLI may supplement this level of staffing with 2 pre -approval by VERNON, to the extent necessary to 3 perform such services. PETRELLI shall not increase or 4 decrease this level of staffing by adding or deleting 5 full-time employees without the prior written approval 6 of VERNON. In the event VERNON wishes to increase or 7 decrease the scope of the services provided for 8 herein, VERNON shall be permitted to do so upon 9 providing 4 months written notice to PETRELLI. 10 PETRELLI may also supplement this level of staffing 11 through the use of subcontractors, if pre -approved by 121 VERNON, to the extent necessary to perform such 13 services; to the extent subcontractors are authorized, 14 PETRELLI may bill VERNON an administrative fee of 5% 15 of its cost for such subcontractors. The scope of 16 services may also be increased or reduced by mutual 171 agreement. 181 1.7.2 PETRELLI shall consult with VERNON d VERNON shall an ' 19 have the right to consult with PETRELLI relating to 20 the qualifications of the employees who will be assigned and dedicated to work on VERNON's Electric 21 System. 22 1.7.3 PETRELLI shall give preference to the hiring of 23 employees that are currently utilized by VERNON's 24 existing contractor, VERNON shall have the discretion 25 to approve, or not approve, the hiring of any such 26 individuals by PETRELLI to perform the work required 27 by this Agreement. 28 - 8 - l 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 1.7.4 VERNON shall have the option of making housing at reasonable costs available to PETRELLI for its employees dedicated to VERNON's service under the following conditions: 1.7.4.1 The employee must be an employee that is assigned to respond to emergency services and is able, during the occupancy of the housing unit, to respond to said emergencies. In the event that the individual is unable to respond to said emergencies, another PETRELLI employee shall be provided the occupancy so that said employee can respond to emergency services. 1.7.4.2 The occupancy shall not be provided within the city limits of VERNON but shall be provided in locations in close proximity to VERNON. 1.7.4.3 The employee shall sign an appropriate lease agreement with VERNON. However, PETRELLI shall be responsible for certifying that the employee is able to provide the emergency services. If PETRELLI is unable to certify that the employee is able to provide emergency services, PETRELLI shall cause the employee to terminate his or her tenancy and recommend the assignment of a different employee to the tenancy for the purpose of providing the emergency services pursuant to - 9 - 1 this Agreement. 2 1.7.4.4 VERNON shall set the terms and conditions of 3 the lease at its sole discretion, except for 4 the requirement that the employee is 5 responsible for emergency services. 6 1.7.4.5 The employee shall agree to abide by all of 7 the terms and conditions of the lease 8 arrangement. If VERNON is required to bring 9 legal action to enforce the terms and 10 conditions of the lease arrangement, PETRELLI it shall reimburse VERNON for all of its legal 12 costs and expenses, including attorney's 13 fees, incurred in relation to the enforcement 14 of such. 15 1.7.4.6 The purpose and function of providing said 16 housing is to insure VERNON that an able 171 bodied, PETRELLI employee will be available 18 to respond to an emergency if one occurs, at 19 any time, twenty-four hours a day, three 20 hundred and sixty five days a year. 1.7.4.7 The inability of an employee to physically 21 respond to emergency calls for a period of 22 ninety days will immediately cause the 23 employee to be ineligible to continue to 24 receive housing services from VERNON. When 251 an employee has been unable to physically 26 respond to emergency calls for thirty days, 27 PETRELLI shall certify, not later than the 28 - 10 - 2 3 4 5 6 7 8 9 10 11 121, 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 1.9 1.10 next business day, that the employee will be able to provide emergency services before the expiration of ninety days from the date the employee first was unable to respond. If PETRELLI is unable to so certify, it shall recommend the assignment of a different employee to that tenancy for the purpose of providing emergency services pursuant to this Agreement. PETRELLI shall not accept or bid for any work for any of VERNON's customers, unless VERNON provides, in its sole discretion, advance written consent and agrees that such work shall not constitute a conflict of interest. PETRELLI agrees that it shall provide services and maintain VERNON's Electric System for and on behalf of VERNON, subject to and in accordance with good utility practice and within the terms and provisions of this Agreement and direction given by VERNON's authorized representatives. PETRELLI shall also respond to VERNON's requirements for any and all VERNON city purposes and of all VERNON customers, both present and future, of VERNON's Electric System and shall provide safe, proper, efficient and reliable services as provided under good utility practice. An organization chart is attached hereto as Exhibit B. Such exhibit may be revised from time to time in accordance with section 1.7.1 of this Agreement. 1 2. TRANSITION PERIOD 2 VERNON anticipates that a transition period, lasting approximately 3 thirty to sixty days, will be required in order to smoothly 4 transfer the duties to be performed by PETRELLI under this 5 Agreement from the contractor currently providing such services 6 for VERNON. VERNON anticipates that management staff for PETRELLI 7 and VERNON's current contractor may need to co -exist and work 8 cooperatively during the transition period in order to provide for g a smooth transfer of duties. PETRELLI shall cooperate with VERNON 10 and its current contractor in order to provide for a successful 11 transition of services. 12 3. FEES FOR SERVICES 13 3.1 For services provided by PETRELLI to VERNON pursuant to this 141 Agreement, VERNON shall pay PETRELLI in accordance with the 151 rates and charges set forth in Exhibit A, "PETRELLI FEES FOR 16 SERVICES," attached hereto. The rates set forth in Exhibit A 17 may only be increased during the term of this Agreement to 18 the extent PETRELLI's costs rise under the "California 19 Outside Line Construction Agreement between Western Line 20 Constructors Chapter of N.E.C.A and Local Union No. 1245 AFL 21 CIO International Brotherhood of Electric Workers." 22 3.2 To the extent the rates are increased and agreed upon by 23 VERNON pursuant to this Section 3.1, PETRELLI shall revise 24 Exhibit A and old Exhibit A shall be replaced with the 25 revised Exhibit A. The revised Exhibit A shall become part 26 of this Agreement as if originally attached on the effective 27 date of this Agreement. 28 3.3 VERNON shall only pay PETRELLI for the work performed under - 12 - 1 this Agreement pursuant to the fees set forth in Exhibit A. 2 PETRELLI shall be responsible for paying the salaries of its 3 own employees, as well as payment for all relevant holidays, 4 vacation time and other benefits. VERNON will not be 5 responsible, in any way, for the payment of the salaries or 6 benefits for PETRELLI's employees. 7 4. BILLING AND PAYMENT 8 PETRELLI shall submit a monthly invoice to VERNON setting forth g the amount due for services and itemizing amounts due for expenses 101 provided or incurred for the prior month. VERNON shall pay such 11 invoice within thirty days after receipt. 12 S. INDEPENDENT CONTRACTOR 13 PETRELLI shall provide services to VERNON as an independent 14 contractor, not as an employee of VERNON, and shall obtain and 15 maintain in effect, during the term of this Agreement, appropriate 16 licenses to provide the services described herein. PETRELLI shall 17 not have or claim any right arising from employee status. 18 6. TERM OF AGREEMENT / SUSPENSION OF WORK 19 6.1 This Agreement shall become effective on the date referred to 20 in the first paragraph of page 1 of this Agreement and, 21 unless terminated earlier in accordance with the terms of 221 this Agreement, shall be effective for a term of 5 years. 23 6.2 VERNON will have the option to extend the Agreement term for 24 an additional 5-year term(s). Notice of such an extension(s) 25 will be provided at least ninety days before the expiration 26 of the current term. Such an extension(s) will constitute an 27 amendment(s) to the Agreement and will be executed pursuant 28 to the provisions of section 16 of this Agreement. - 13 - 1 6.3 Notwithstanding any other provision of this Agreement, either 2 Party may terminate this Agreement by giving 1-year advance 3 written notice to the other Party. VERNON may also terminate 4 this Agreement upon forty-five days written notice for 5 material breach of this Agreement by PETRELLI. 6 6.4 Upon termination of this Agreement, PETRELLI shall have no 7 further obligation to provide services to VERNON. If this 8 Agreement is terminated prior to completion of the services 9 to be provided hereunder, PETRELLI shall render a final 10 invoice for services to VERNON within thirty days after the 11 date of termination. VERNON shall pay PETRELLI for all fees 12 earned and expenses incurred prior to the date of termination 13 in accordance with Section 4 of this Agreement. 14 6.5 In the event VERNON has just and reasonable cause to believe 15 that electric service to its customers is in jeopardy as a 16 result of PETRELLI's performance or failure to perform 17 hereunder, VERNON shall so notify PETRELLI in writing. If 18 PETRELLI fails to correct such problem within 10 days after 19 receipt of said notice, VERNON may suspend this Agreement until such problem is corrected. 20 21 7. INSURANCE 221 7.1. PETRELLI shall maintain in effect, at its own cost, 23 employer's liability insurance, comprehensive general 24 liability insurance (bodily injury and property damage) in an 25 amount equal to five million dollars ($5,000,000) annual 26 aggregate, and comprehensive automobile liability insurance 27 (bodily injury and property damage) in an amount equal to 28 five million dollars (5,000,000) annual aggregate. Said - 14 - 1 insurance policy shall provide for thirty days written notice 2 prior to termination or change. VERNON and its officers, 3 employees and agents shall be named as additional insureds on 4 said policy. 5 7.2. PETRELLI shall comply with all applicable worker's 6 compensation laws. 7 7.3. In addition to the standard certificate of insurance, proof g of insurance will require for each policy, a notarized letter 91 from the underwriter or carrier certifying that the coverage 10 and statements in the standard certificate of insurance 11 (attached thereto) are true and correct and that the signator 12 is an officer authorized to so certify. Alternatively, a 13 copy of each policy certified by an officer of the 14 underwriter or carrier and notarized, may be provided as 15 proof of insurance. 16 8. LIABILITY 17 8.1. PETRELLI shall indemnify, defend and hold harmless VERNON, 181 its directors, officers, partners, employees and agents from 19 and against any and all liability, claims, demands, damages, 20 losses and expenses, including but not limited to attorney's 21 fees, resulting from negligent acts, errors or omissions by 22 PETRELLI or its subcontractors, in the provision of services 23 pursuant to this Agreement. Liability, claims, demands, 24 damages, losses or expenses resulting from negligent acts, 25 errors or omissions, whether active or passive, by VERNON, 26 its directors, officers, partners, agents, employees, or by 27 others are excluded from PETRELLI's obligations pursuant to 281 this Section 8.1. - 15 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16' 17 18 19 20 21 22 230 24 25 26 27 28 8.2. PETRELLI shall also indemnify, defend and hold harmless VERNON, its directors, officers, partners, employees and agents from and against any and all liability, claims, demands, damages, losses and expenses, including but not limited to attorney's fees, for injuries to person or damage to property resulting from negligent acts, errors, or omissions by PETRELLI, its directors, officers, agents and employees in the provision of service hereunder. Liability, claims, demands, damages, losses or expenses resulting from negligent acts, errors, or omissions, whether active or passive, by VERNON, its directors, officers, partners, agents, employees, or by others are excluded from PETRELLI's obligations pursuant to this Section 8.2. 8.3. Nothing in this Agreement shall be construed to create a duty to, any standard of care with reference to, or any liability to any person not a party to this Agreement. 9. AUTHORIZED REPRESENTATIVES Within thirty calendar days after the date of execution of this Agreement, each Party shall designate by written notice to the other Party a representative who is authorized to act on its behalf in the implementation of this Agreement and with respect tol those matters contained herein that are the functions and responsibilities of the authorized representatives. Either Party may at any time change the designation of its authorized representative by written notice to the other Party. 10. OWNERSHIP OF DATA, INFORMATION AND DOCUMENTATION All data and information collected and obtained by PETRELLI shall be the property of VERNON and shall be stored and filed at the - 16 - 1 operations headquarters located within the city limits of VERNON. 2 PETRELLI hereby relinquishes any and all claims of ownership to 3 any and all documents and/or information obtained in performing 4 services for VERNON relating to VERNON's Electric System. 5 However, PETRELLI may keep copies of such data, information and 6 documentation as necessary to perform services hereunder and also 7 for historical purposes. PETRELLI shall be prohibited from using 8 such data, information or documentation in any way adverse to g VERNON, other than for the purposes of litigation between PETRELLI 10 and VERNON pertaining to this Agreement or the services provided 11 hereunder. 12 11. CONFIDENTIAL INFORMATION 13 11.1. VERNON may provide PETRELLI, or allow PETRELLI access to, 14 certain information not available to the public concerning, 151 but not limited to VERNON, or businesses located in VERNON. 16 The information may include, but is not limited to, company) 17 information, taxes, sales, value of assets, utility usage or 18 other such information. All such information shall be known 191 as "Confidential Information" and may not be used to 20 circumvent the responsibility of either Party to this 21 Agreement. 22 11.2. Except as expressly permitted, PETRELLI shall not disclose, 23 permit the disclosure of, release, disseminate or transfer, 24 whether orally or by any other means, any part of such 25 Confidential Information to any other person or entity, 26 whether corporate, governmental or individual, without the 27 express prior written consent of VERNON. PETRELLI shall return any written Confidential Information and all copies 28 - 17 - 1 made of such items, to VERNON upon VERNON's written request, 2 but in any event not later than the date that PETRELLI has 3 performed all services to be performed pursuant to this 4 Agreement. PETRELLI hereby agrees that such Confidential. 5 Information and any documents provided may be used by 6 PETRELLI only as authorized by VERNON. PETRELLI shall take 7 reasonable measures to avoid any disclosure of any such 8 Confidential Information to any unauthorized person. 9 11.3 PETRELLI shall immediately notify VERNON of any court order 10 or subpoena requiring disclosure of Confidential 11 Information, and shall cooperate with legal counsel in the 12 appeal or challenge of any such order or subpoena. PETRELLI 13 may only disclose Confidential Information required to be 14 disclosed pursuant to court order or subpoena after legal 15 counsel has exhausted any lawful and timely appeal or 16 challenge. 17 11.4 In addition to any other remedies that it may have at law or 18 in equity, VERNON shall be entitled to a temporary and 19 permanent injunction by a court of competent jurisdiction 20 against any breach or threatened breach of the Confidential 21 Information provisions of this Agreement. PETRELLI 22 acknowledges that in case of such breach or threatened 23 breach of said provisions, VERNON would have no adequate remedy at law. 24 12. SUCCESSORS IN INTEREST 25 This Agreement shall be binding on each Party's successors in 26 interest, including their heirs, legatees, assignees and legal 27 representatives. This Agreement shall not be assigned by PETRELLI 28 =W—M 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19i 20 21 22 23 24 25 26 27 28 unless VERNON consents to such an assignment, in writing, which consent shall be at VERNON's sole discretion, in which event this Agreement shall inure to the benefit of its successor in interest. In the event of a change in ownership of PETRELLI, VERNON reserves the right, in its sole discretion, to terminate the Agreement by providing notice within forty-five days of receipt of a written notice by PETRELLI that a sale has occurred. 13. FORCE MAJEURE Neither Party shall be considered to be in default in the performance of any of its obligations under this Agreement (other than obligations of said Party to pay costs and expenses) when a failure of performance shall be due to an uncontrollable force. The term "uncontrollable force" shall mean any cause beyond the control of the Party affected, including but not restricted to flood, earthquake, storm, fire, lightning, epidemic, war, riot, civil disturbance or disobedience, sabotage, restraint by court order or public authority, and action or non -action by or inability to obtain the necessary authorization or approvals from any governmental agency or authority, which by exercise of due diligence such Party could not reasonably have been expected to avoid and which by exercise of due diligence it has been unable to overcome. If PETRELLI notifies VERNON that it will be unable to perform services hereunder as a result of an uncontrollable force, VERNON may, at its option, use its own staff or other contractors to perform such services at VERNON's expense, in which case VERNON shall compensate PETRELLI only for those employees of PETRELLI that are available to work for VERNON. Either Party rendered unable to fulfill any of its obligations under this Agreement by - 19 - 1 reason of an uncontrollable force shall give prompt written notice 2 of such fact to the other Party and shall exercise due diligence 3 to remove such inability with all reasonable dispatch. 4 14. WAIVER 5 Any waiver at any time by either Party of its rights with respect 6 to a default under this Agreement, or with respect to any other 7 matters arising in connection with this Agreement, shall not be g deemed a waiver with respect to any subsequent default or other 9 matter. 10 15. SEVERAL OBLIGATIONS 11 Except where specifically stated in this Agreement to be 12 otherwise, the duties, obligations, and liabilities of the Parties 13 are intended to be several and not joint or collective. Nothing 14 contained in this Agreement shall be construed to create an 15 association, trust, partnership or joint venture or impose a trust 16 or partnership duty, obligation or liability on or with regard to 17 either Party. Each Party shall be individually and severally 18 liable for its own obligations under this Agreement. 16. AMENDMENT 19 20 All changes or modifications to this Agreement shall be in writing and signed by both Parties. 21 17. DEFAULT 22 In the event PETRELLI commits a breach of a material condition of 23 this Agreement, VERNON shall notify PETRELLI in writing of said 24 breach. If PETRELLI has not cured or begun reasonable efforts to 25 cure within fifteen working days after receiving said notice, and 26 fails to diligently pursue corrective action, VERNON shall have 27 the right to cancel this Agreement or seek any other remedy 28 - 20 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14' 15 16 17 18 19 20 21 22 23 24 25 26 27 28 against PETRELLI that it may have under the Agreement or under the law. Among other things, PETRELLI shall be deemed to be in default under this Agreement if PETRELLI files for bankruptcy or another person or entity institutes against PETRELLI a bankruptcy, reorganization, moratorium, liquidation or similar insolvency proceeding or other relief under any bankruptcy or insolvency law affecting creditor's rights or a petition is presented or instituted for its winding -up or liquidation. 18. NOTICES 18.1 Any notice, demand, information, invoice, report or item otherwise required, authorized or provided for in this Agreement, unless otherwise specified herein, shall be deemed properly given if delivered in person or sent by United States Mail, First Class postage prepaid: To PETRELLI: PETRELLI ELECTRIC, INC. 11615 Davenport Road Agua Dulce, California 91390 Attn: Sal Petrelli To VERNON: CITY OF VERNON 4305 Santa Fe Avenue Vernon, California 90058 Attn: City Clerk 18.2 All notices shall be deemed effective upon receipt by the Party to whom suchnoticeis given. Either Party may, at any time, by notice to the other Party, designate different - 21 - 1 or additional persons or different addresses for the giving 2 of notices hereunder. 3 19. GOVERNING LAW 4 This Agreement shall be construed and interpreted according to, 5 and the rights of the Parties shall be governed by, the laws of 6 the State of California. 71 20. ENTIRE AGREEMENT 8 20.1 This Agreement constitutes the complete and final expression 9 of the agreement of the Parties and is intended as a 10 complete and exclusive statement of the terms of their 11 agreements and supercedes all prior and contemporaneous 12 offers, promises, representations, negotiations, 131 discussions, communications, and agreements that may have 14 been made in connection with the subject matter hereof. 15 20.2 The following exhibits attached hereto are incorporated by 161 reference as if fully set forth herein: 17 Exhibit A: PETRELLI FEES FOR SERVICES 18 Exhibit B: VERNON- PETRELLI - ORGANIZATION CHART 19 21. SEVERABILITY 20 If any of the provisions of this Agreement are found or deemed by 21 a court of competent jurisdiction to be invalid or unenforceable, 22 they shall be considered severable from the remainder of this 23 Agreement and shall not cause the remainder to be invalid or unenforceable. 24 25 22. SIGNATURE CLAUSE 26 The signators hereto represent that they are authorized to enter 27 into this Agreement on behalf of the Party for whom they sign. 28 - 22 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14' 151 16 17 18 19 20 21 22 23 24 25 26 27 28 IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by and through their authorized officers on the date, month and year first written above. CITY OF VERNON a California Corporation By: �LENIS C. MA UR�.Myor ATTES BRUCE V. MALKENHORST, City Clerk APPROV,ED AS TO e ERIC T. FRESC ity torney PETRELLI ELECTRIC, INC. a California Corporation By: CiAby Petrelli Title: President By _ is Sal Petrelli Title: Secretary - 23 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 EXHIBIT A PETRELLI FEES FOR SERVICES RATES THROUGH DECEMBER 31, 2003 A. HOURLY LABOR RATES PER CLASSIFICATION CLASSIFICATION STRAIGHT TIME DOUBLE TIME MANAGER $94.00 $168.00 FOREMAN $88.00 $158.00 LINEMAN $84.00 $148.00 TROUBLESHOOTERS $84.00 $148.00 GROUNDMAN $65.00 $110.00 OPERATOR $72.00 $124.00 SECRETARY/CLERK $27.00 $ 40.50 B. MONTHLY EQUIPMENT RATES EQUIPMENT RATES FLATBED TRUCK $1,680.00 ALTEC 4065 DERRICK $6,560.00 ALTEC 947 DERRICK $5,280.00 ALTEC AM855 BUCKET $5,120.00 ALTEC AM 900 BUCKET $5,440.00 ALTEC A77TE93 BUCKET $6,880.00 ALL FUEL FOR THE ABOVE TRUCKS WILL BE PROVIDED BY THE CITY OF VERNON AS REQUESTED. B.2 HOURLY RATES - ADDITIONAL EQUIPMENT (ON AS NEEDED BASIS) EQUIPMENT RATES TECO V7-75 BUCKET $ 35.00 PJ 400-60' DERRICK $ 42.00 HOGG DAVIS WIENER HOUND $ 8.00 LARGE REEL TRAILER $ 12.00 POLE DOLLY $ 8.00 FUEL FOR ABOVE VEHICLES WILL BE PROVIDED BY PETRELLI ELECTRIC, INC. A-1 EXHIBIT "A" 1 C. MATERIALS AND SUPPLIES City shall normally provide all materials and supplies required for routine work by Contractor. Contractor 2 shall provide all materials and supplies required by Contractor which are not supply by City in addition to 3 those which Contractor is requested by City to supply. Before purchasing materials or supplies, Contractor shall check with Check to assure that such materials or supplies are not available from City. 4 City shall compensate Contractor for all expenses incurred for such materials and supplies required to 5 perform all services to maintain the electric services (such as transformers, cables terminators, splices, switches, capacitors, etc.) in a safe and reliable manner. 6 Contractor will bill City 5% for the costs of the materials and supplies purchased by the Contractor. 7 8 D. SUBCONTRACTORS Contractor may supplement major and emergency work with subcontractors to complete work or restore 9 electric service. Subcontractors may be hired with pre -approval by City. 10 Contractor will bill City 5% for the costs of the subcontractor. 11 12 E. BILLING AND PAYMENT Contractor shall submit a monthly statement to City setting forth the amount due for services and itemizing 13 amounts due for materials and equipment. City shall pay the full amount of such statement within thirty 14 (30) days after receipt. 15 16 17 18 19 20 21 22 23 24 25 26 27 28 A-2 EXHIBIT "A" EXHIBIT B VERNON-PETRELLI ORGANIZATION CHART I City of Vernon I I 1. Executive Director Light & Power Director Light & Power Assistant Director of Engineering & Operations I Petrelli Electric, Inc. I Manager FULL TIME STAFF W SUBCONTRACTORS** 1 - Line Foreman 5 - Lineman 2 - Troubleshooter 2 - Clerk/Secretary 1 - Warehouse/Utility Worker ** Must be pre -approved by Vernon s SUPPORTING DOCUMENTS CITY COUNCIL LEONIS C. MALBURG Mayor THOMAS A. YBARRA Mayor Pro-Tem WM. 'BILL" DAVIS Councilman H. "LARRY" GONZALES Councilman W. MICHAEL McCORMICK Councilman BRUCE V. MALKENHORST City Administrator/City Clerk Chief Executive Officer of Light & Power FAX: (323) 826-1438 Finance Committee City of Vernon Honorable Members: n ERIC T. FRESCH City Attorney FAX: (323) 826-1439 CITY HALL 4305 SANTA FE AVENUE, VERNON, CALIFORNIA 90058 TELEPHONE (323) 583-8811 December 16, 2004 KEVIN WILSON Director of Community Services & Water FAX: (323) 826-1435 STEVEN E. PARKER Fire Chief FAX: (323) 826-1407 SOL BENUDIZ Police Chief FAX: (323) 826-1481 LEWIS J. POZZEBON Director of Environmental Health FAX: (323) 588-4320 It is necessary at this time that the execution of Work Authorization No. 04-008, to retain the services of Petrelli Electric, Inc., to act as a General Contractor to furnish required material and labor to repair Trowbridge 16kV circuit and replace any necessary cabling at an amount not to exceed $88,980.00, plus a 5% administrative cost utilizing Hampton as the subcontractor be ratified. This has been reviewed by the City Attorney and due to the urgency of this matter involving the construction of the Malburg Generating Station, it is hereby recommended that Work Authorization No. 04-008 with Petrelli Electric, Inc., be ratified. Very truly yours, Bruce V. Malkenhorst Director of Finance BVM/ng CITY ATTORNEY'S OFFICE INTER -DEPARTMENT MEMORANDUM DATE: December 15, 2004 TO: Bruce V. Malkenhorst, City Administrat r/City Clerk FROM: Eric T. Fresch, City Attorney E' RE: Malburg Generating Station Project: Petrelli Electric, Inc. Work Authorization No. 04-008 Dear Bruce: I recommend that the City retain the services of Petrelli Electric, Inc. to act as a General Contractor regarding the following matter, and the City Administrator execute the attached Work Authorization No. 04-008, subject to ratification by the City Council: 1. Furnish required material and labor to repair Trowbridge 16kv circuit to place the circuit in service and replace necessary cabling for a not to exceed amount of $88,980.00 (plus a 5% administrative cost). The subcontractor to be used is Hampton Tedder. The existing Trowbridge 16kv circuit was found to have high circulating current and is currently out of service until repairs are made to place the circuit in service and grounding issues have been resolved in the vaults. I look forward to discussing this matter with you at your earliest convenience. EF:jl Attachments cc: Manuel Garcia, Generation Operations Manager CITY OF VERNON WORK AUTHORIZATION Number: 04-008 j /�-k �- ,/c/ds Approved by Finance Committee/City Council on: Pursuant to Sections 1.4 and 1.7 of the Electric System Maintenance Agreement between Petrelli Electric Incorporated ("Petrelli") and the City of Vernon, and all amendments thereto (collectively referred to as the "Agreement"), the City of Vernon issues this Work Authorization to Petrelli for the following Scope of Services. The work authorized herein shall be completed pursuant to the same terms and conditions of the Agreement, unless otherwise indicated. City Contact Person: Manuel Garcia, Generation Operations Manager 4i44+ Scope of Services: Trowbridge 16kv Circuit Replace cable from ManHole 641 to Rise Pole PSI 04, 1,600 ft. Price: $88,980.00 Schedule: Complete work no later than 3/l/05. Subcontractors: Hampton Tedder Additional Insurance Required (if yes, set forth: None. Authorized by: Bruce V. Malkenhorst, City Administrator Dated: 13�� Approved as to Form: Eric Fresch, City Attorney Acclb: lli lectric, Inc. INTEROFFICE MEMORANDUM Light & Power Department - Operations Division DATE: 12/15/04�\ TO: Eric. T. Fresch, City Attorney FROM: Manuel G. Garcia, Generation Operations Manager JP SUBJECT: Petrelli Work Authorization 04-008 — Trowbridge 16kv Circuit Attached you will find the work authorization for the repair of the Trowbridge 16kv cable. Please call me if you have any questions. t 11`J'rE,1 JrrI (�.E' POWER PLANT OPERATIONS/CONTROL CENTER DATE: December 2, 2004 TO: Manuel Garcia, Generation & Operations Manager FROM: Carlos Fandino, Systems Manager Q�- 1 z1 Z (C)LI SUBJECT: Trowbridge 16kv Circuit On April 16, 2004, the Trowbridge 16kv circuit was found to have high circulating current on the concentric neutrals in manholes 640 and 641. It was later discovered that the high circulating current was induced by isolating three 1250-mcm cables in separate galvanized conduits. The circuit is currently out of service until such repairs are made to place the circuit in service. Before this work could be completed, Petrelli needed to resolve all grounding issues in the Trowbridge vaults. Recently, the vaults have been completed and are clear for the following scope of work to be initiated. Scope of Work 1. Isolate this 1250mcm circuit at M0640 2. Remove and dispose of cable from M0640 to Riser Pole PSI 04, distance is approximate 1,600 circuit feet. 3. Furnish and Install 1,000mcm, 15kv, 220mil circuit from M0640 to Riser Pole PS104; distance is approximate 1,600 circuit feet. 4. Furnish and install cable support stand off step insulators at M0640, M641 and M0801. 5. Furnish and install (3) Elastimold 15kv Inline splices at M0640, 1,250mcm to 1,000mcm. 6. Furnish and install (3) Elastimold 15kv Inline splices at M064_1, 1,000mcm to 1,000mcm. 7. Furnish and install (3) Elastimold 15kv T-Body splices at M641, 1,000mcm to 1,000mcm. 8. Furnish and install grounding at each splice in M0640, M0641 and M0801. 9. Furnish and install Fireproofing at M0640, M0641 and M0801 10. Furnish and install (3) Raychem 1,000mcm, 15kv, Outdoor Terminations at Riser Pole PS 104. Total Proiect Price: $ $ 88, 980.00 s 450 State Street P.O. Box 2338 Monldei . CA 91763 Harnpon Tedder Technical Services HIGH VOLTAGE MAINTENANCE, TESTING AND ENGINEERING Petrelli Electric 2323 Vernon Ave Vernon, CA 90058 Ph: (323) 589-9894 Fax: (323) 589-9890 Attention: Sal Petrelli RE: Trowbridge Circuit 16kv Circuit Day (909) 625-1258 NWNt (909) 628-1253 Fax (909) G284 WS As per your request, Hampton Tedder Electric would like to provide the following Material and Labor proposal for cable replacement on the Trowbridge Circuit. SCOPE OF WORD l . Isolate this 1250mem circuit at M0640 2. Remove and dispose of cable from M0640 to Riser Pole PS 104, distance is approximately 1,600 circuit feet. 3. Furnish and install 1,000mcm, 15kv, 220mil circuit from M0640 to Riser Pole PS104; distance is approximately 1,600 circuit feet. 4. Furnish and install cable support standoff step insulators at M0640, M641 and M0801. 5. Furnish and install (3) Elastimold 15kv Wine splices at M0640, 1,250mcm to 1,000mcm. 6. Furnish and install (3) Elastimold 15kv Inline splices at M0641, 1,000mcm to 1,000mcm. 7. Furnish and install (3) Elastimold 15kv T-Body splices at M641, 1,000mcm to 1,000mcm. 8. Furnish and install grounding at each splice in M0640, M0641 and M0801. 9. Furnish and install Fireproofing at M0640, M0641 and M0801 10. Furnish and install (3) Raychem. 1,000mcm, 15kv, Outdoor Terminations at Riser Pole PS 104. `ShAPNMG THE FUTURE OF THE ELECTRICAL SERVICE MMDUSTRY" CORPORATE (909020-12W • AR¢ONA (4M 9W ?M • NE~ MM 4524= FAX OM 62S- M FAX (4M W-M FAX (702) 463"2 LIC. 6 298989 Lie. i 1 1e616 TRANS. LtNES A-17 LIC. 0 30279 LOC. 0 ISM12 ELECTRICAL L-11 Page — 2 November 9, 2004 Hampton Tedder Total Project Price: $ $ 88,980.00 Straight Time If I can offer any additional information, please contact my office at (909) 628-1253 or cell (909) 208-0898. Sincerely, Jim Brenton Vice President