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Resolution No. 85391 2 3 4 5 6 7 8 9 10 11 IVA 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 RESOLUTION NO. 8539 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF VERNON APPROVING AND AUTHORIZING THE EXECUTION OF A PROFESSIONAL SERVICES CONTRACT BY AND BETWEEN THE CITY OF VERNON AND NORTH AMERICAN ENERGY SERVICES FOR THE MALBURG GENERATING STATION PROJECT WHEREAS, the City of Vernon ("City") is constructing a 134 MW Combined Cycle Power Plant, the Malburg Generating Station (the "Malburg Project"), for the purpose of installing additional generating capacity that will yield an efficient, cost-effective, and reliable source of electric generation to the City's inhabitants; and WHEREAS, on July 16, 2003, the City Council of the City of Vernon adopted Resolution No. 8252 with the intention of expediting the purchase of supplies and services for the Malburg Project; and WHEREAS, the City has determined that it needs the services of a vendor to provide start-up and commissioning support services consisting of the development of turnover packages, commissioning plans, commissioning procedures, operations procedures, training program and maintenance program for the Malburg Project (hereinafter referred to as the "Indirect Commissioning Services"); and WHEREAS, North American Energy Services Company ("NAES"), submitted a proposal dated April 9, 2004, to provide the Indirect Commissioning Services; and WHEREAS, the City has determined that NAES possesses the technical knowledge and expertise to furnish the Indirect Commissioning Services for the Malburg Project; and WHEREAS, on September 15, 2004, the Finance Committee considered the recommendation of Bruce V. Malkenhorst, Director of 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 Finance, dated September 8, 2004, that an agreement with NAES be approved and executed; and WHEREAS, the City Council of the City of Vernon has 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 an agreement with NAES. 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 Professional Services Contract with North American Energy Services Company, in substantially the same form as the copy which is attached hereto as Exhibit A and incorporated by reference. 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: North American Energy Services Company Attn. G.J. Canavera, Vice President, Marketing 1180 NW Maple St. Suite 200 Issaquah, WA 98027 - 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 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 15th day of September, 2004. ATTEST: BRUCE V. MALKENHORST, City Clerk G' LEONIS C. MALB G, Malyor - 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. 8539, was duly adopted by the City Council of the City of Vernon at a regular meeting of the City Council duly held on Wednesday, September 15, 2004, and thereafter was duly signed by the Mayor of the City of Vernon. (SEAL) BRUCE V. MALKENHORST, City Clerk - 4 - EXHIBIT FAW AGREEMENT FOR SERVICES [DD R " F 7 by and between the CITY OF VERNON, CALIFORNIA and NORTH AMERICAN ENERGY SERVICES COMPANY PREAMBLE This agreement for the performance of services ("Agreement") is made and entered into on this _ day of September, 2004 ("Effective Date"), by and between North American Energy Services Company, a Washington corporation, with its principal place of business located at 1180 NW Maple Street, Suite 200, Issaquah, Washington 98027 ("Consultant") and the City of Vernon, California, a chartered California municipal corporation, with its principal place of business located at 4305 Santa Fe Avenue, Vernon, California 90058 ("City"). City and Consultant may be referred to individually as a "Party" or collectively as the "Parties" or the "Parties to this Agreement." RECITALS A. City desires to secure operations and maintenance setup and support services for a project known as the Marlburg Generating Station, hereinafter called "Project," as described in Exhibit A, entitled "Scope of Services"; B. Consultant represents that it and its subconsultants possess the qualifications and expertise to provide such services; and C. The Parties have specified herein the terms and conditions under which such services will be provided and paid for. The Parties agree as follows: AGREEMENT PROVISIONS 1. SCOPE OF SERVICES Except as specified in this Agreement, Consultant shall furnish all technical services, including labor, material, equipment, transportation, supervision and expertise (collectively referred to as "Services") to satisfactorily complete the work required by City at its own risk and expense. Services to be provided to City are more fully described in Exhibit A, entitled "Scope of Services." All of the exhibits referenced in this Agreement are attached and incorporated by this reference. 2. TERM OF AGREEMENT A. Consultant shall begin providing the Services under the requirements of this Agreement for Services - North American Energy Services Page 1 of 10 Agreement upon receipt of written "Notice to Proceed" from City. Such notice shall be deemed to have occurred three (3) calendar days after it has been deposited in the regular United States mail. Consultant shall complete the Services within the time limits set forth in the Scope of Services or as mutually determined in writing by the Parties. B. Time is of the essence in performance of the Services described in this Agreement. Unless extended by mutual written agreement of the Parties, Consultant's obligation to perform the Services to be provided under the terms of this Agreement shall commence as described above in paragraph 2A and be completed on or before the termination date of [insert date] ("Termination Date"). 3. QUALIFICATIONS OF CONSULTANT - STANDARD OF WORKMANSHIP Consultant represents, and maintains that it has the necessary expertise to perform services, and its duties and obligations, expressed and implied, contained herein, and City expressly relies upon Consultant's representations regarding its skills and knowledge. Consultant shall perform such services and duties in conformance to and consistent with industry standards. The power plant operation and maintenance manuals, and other documents furnished under Exhibit A, shall be of a quality acceptable to City. The criteria for acceptance of the work provided under this Agreement shall be a product of neat appearance, well organized, that is technically and grammatically correct, checked and having the maker and checker identified. The minimum standard of appearance, organization and content of the drawings shall be that used by City for similar projects, if any. 4. RESPONSIBILITY OF CONSULTANT Consultant shall be responsible to deliver to City power plant operation and maintenance manuals that meet industry standards for professional quality and technical accuracy. Consultant shall further be responsible for satisfactory completion of the other Services furnished by it under this Agreement. Neither City's review, acceptance, nor payments for any of the Services required under this Agreement shall be construed to operate as a waiver of any rights under this Agreement or of any cause of action arising out of the performance of this Agreement until submission of Rev. 0 of the required program or task, as referenced in Exhibit B, entitled "Schedule of Fees", provided, however, that Consultant shall have no liability to City for use of the manuals and other documents furnished under this Agreement after the delivery of Rev. 0 of the required program or task to City. Any acceptance by City of plans, specifications, construction contract documents, reports, diagrams, maps and other material prepared by Consultant shall not in any respect absolve Consultant from the responsibility Consultant has in accordance with customary standards of good professional practice in compliance with applicable federal, state, Agreement for Services/North American Energy Services Page 2 of 10 county, or municipal laws, ordinances, regulations, rules and orders. 5. RESPONSIBILITY OF CITY A. The City shall provide available information regarding the Project. B. The City shall designate a representative authorized to act on the City's behalf. Such authorized representative shall render decisions in a timely manner pertaining to documents submitted by the Consultant in order to avoid unreasonable delay in the orderly and sequential progress of the Consultant's services. C. The City shall furnish the services of geotechnical engineers if such are necessary as determined by City and Consultant. City and Consultant will determine the scope of such services. D. If necessary, the City shall furnish structural, mechanical, chemical, air and water pollution tests, pests for hazardous materials and other laboratory and environmental tests, inspection and reports required by law. 6. PAYMENT OF COMPENSATION Consultant shall invoice City upon the completion of the various fixed price elements of the Services as outlined in Exhibit B, subject to verification by City. Consultant shall bill City on a monthly basis for Services provided by Consultant during the preceding month on a time and material basis, subject to verification by City. Payment to Consultant for Services will be made within thirty (30) days of City's receipt of invoice. 7. PROGRESS SCHEDULE The Progress Schedule will be as set forth in the attached Exhibit F, entitled "Milestone Schedule." 8. DEFAULT OF CONSULTANT/TERMINATION If Consultant fails to perform the Services that City has requested to be performed within the time and in the manner provided in the Scope of Services, or otherwise violates any of the terms of this Agreement, City may terminate this Agreement by giving Consultant a written Notice of Termination. Such notice shall state the reason for such termination. In such event, Consultant shall be entitled to receive full payment for all actual labor and materials satisfactorily rendered. City may deduct from such payment the amount of actual damage, if any, sustained by City by virtue of the failure to perform the Services or for breach of this Agreement by Consultant. 9. NO ASSIGNMENT OF AGREEMENT/SUCCESSORS IN INTEREST Agreement for Services/North American Energy Services Page 3 of 10 This Agreement is a contract for consulting services. City and Consultant bind themselves, their partners, successors, assigns, executors and administrators to all covenants of this Agreement. Except as otherwise set forth in this Agreement, no interest in this Agreement or any of the work provided for under this Agreement shall be assigned or transferred, either voluntarily or by operation of law, without the prior written approval of City. However, claims for money due to or to become due to Consultant from City under this Agreement may be assigned to a bank, trust company or other financial institution, or to a trustee in bankruptcy, provided that written notice of any such assignment or transfer shall be first furnished to City. In case of the death of one or more members of Consultant's firm, the surviving member or members shall complete the Services covered by this Agreement. Any such assignment shall not relieve Consultant from any of its obligations or liability under the terms of this Agreement. 10. NO THIRD PARTY BENEFICIARY This Agreement shall not be construed to be an agreement for the benefit of any third party or parties and no third party or parties shall have any claim or right of action under this Agreement for any cause whatsoever. 11. SUBCONTRACTING Subconsultants shall perform none of the Services provided under this Agreement unless such subconsultants are specifically identified by Consultant and pre -approved by City in writing. 12. CONSULTANT IS AN INDEPENDENT CONSULTANT It is agreed that in performing the work required under this Agreement, Consultant and any person employed by or contracted with Consultant to furnish labor or materials under this Agreement are not agents or employees of City. Consultant has full rights to manage its employees subject to the requirements of the law. 13. NO PLEDGING OF CITY'S CREDIT Under no circumstances shall Consultant have the authority or power to pledge the credit of City or incur any obligation in the name of City. Consultant shall save and hold harmless the City, its City Council, officers, employees, boards and commissions for expenses arising out of any unauthorized pledges of City's credit by Consultant under this Agreement. 14. CONFIDENTIALITY OF MATERIAL Agreement for Services/North American Energy Services Page 4 of 10 City,by or- for- Consultant and all othef vmiaen infb�.atien. submitted to Consultant in eonneetion with the peffefmanee at"this Agreement shall be held eonfidential by Consultant and shall not, Axithout the pfier- Nwitten eonsent of be used for - purposes othef than the peffafmanee of the Serviees nor- be diselosed to an ef4ity that is othefwise known to Consultant or- beeemes generally knoy,% to the related ;,,,aunty-y shall be deemed ^ prise A. Access to Confidential Information. City may provide Consultant and/or its subcontractor(s) with or allow Consultant access to, certain information not available to the public concerning City, or businesses located in. City. 1 he information may.include company information, taxes sales value of assets, 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. B. No Disclosure. Except as expressly nennitted. Consultant and/or its subcontractor(s) 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 an authorized representative of City. Consultant and/or its subcontractor(s) shall return any written. Confidential Information and all copies made of such items to City upon City's written request, but in any event not later than the date that Consultant has performed all services to be performed pursuant to this Agreement. Consultant hereby agrees that such Confidential Information and any documents provided may be used by Consultant and/or its subcontractor(s) only as authorized by the City. Consultant shall include a contract provision in its contract with subcontractors that binds the subcontractors to this non -disclosure requirement. Consultant shall take reasonable measures to avoid any disclosure of any such Confidential. Information to any unauthorized person. C. Court Ordered Disclosure. Consultant shall immediately notify City of any court order or subpoena requirinp, disclosure of Confidential Information, and shall. cooperate with City's legal counsel in respondingto o any such order or subpoena. Consultant may only disclose Confidential Information required to be disclosed pursuant to court order or subpoena after legal counsel has exhausted any lawful and timely qp eal or challenge. D. Remedies. In addition to any other remedies that it may have at law or in equit City 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. Consultant acknowledges that in case of such breach or threatened breach of said provisions, City would have no adequate remedyaw. 15. USE OF CITY NAME OR LOGO Agreement for Services/North American Energy Services Page 5 of 10 Consultant shall not use City's name, insignia or distribute exploitative publicity pertaining to the Services rendered under this Agreement in any magazine, trade paper, newspaper or other medium without the express written consent of City. 16. OWNERSHIP OF MATERIAL All material, including information developed on computers, which shall include data, sketches, tracings, drawings, plans, diagrams, quantities, estimates, specifications, proposals, tests, maps, calculations, photographs, reports and other material developed, collected, prepared or caused to be prepared under this Agreement shall be the property of City but Consultant may retain and use copies thereof. City shall not be limited in any way or at any time in its use of such material. However, Consultant shall not be responsible for damages resulting from the use of such material for work other than Project, including damages arising from the release of the material to third parties. 17. RIGHT OF CITY TO INSPECT RECORDS OF CONSULTANT City, through its authorized employees, representatives or agents shall have the right during the term of this Agreement and for two (2) years from the date of final payment for the Services provided under this Agreement, to audit the books and records of Consultant for the purpose of verifying any and all time and materials based charges made by Consultant under this Agreement. Consultant agrees to maintain sufficient books and records in accordance with generally accepted accounting principles to establish the correctness of all such charges submitted to City. City shall disallow any expenses not so recorded. Consultant shall submit to City any and all reports concerning its performance under this Agreement that may be requested by City in writing. Consultant agrees to assist City in meeting City's reporting requirements to the State and other agencies with respect to Consultant's Services hereunder. 18. CORRECTION OF SERVICES Consultant agrees to correct any incomplete, inaccurate or defective Services at no further cost to City, when such defects are due to the negligence, errors or omissions of Consultant. 19. FAIR EMPLOYMENT Consultant shall not discriminate against any employee or applicant for employment because of race, color, creed, national origin, sex, age, condition of physical handicap, religion, ethnic background, or marital status, in violation of state or federal law. 20. HOLD HARMLESS/INDEMNIFICATION Agreement for Services/North American Energy Services Page 6 of 10 To the extent permitted by law, Consultant agrees to protect, defend, hold harmless and indemnify City, its City Council, commissions, officers, employees, volunteers and agents from and against any claim, injury, liability, loss, cost, or expense or damage, including all costs and reasonable attorney's fees in providing a defense to any claim arising therefrom, for which City shall become liable arising from negligent, reckless or wrongful acts, errors or omissions of Consultant's employees that cause bodily injury or property damage while Consultant's employees are on City property in connection with the services performed by Consultant pursuant to this Agreement. 21. INSURANCE REQUIREMENTS assignedB. Stieh policies shall be maintained with respeet to employees and vehieles to the pef-fefmanee of Ser-viees undef this Agreement with b E.Consultant agrees to provide insurance in the amounts and forms specified in Exhibit C, which is attached hereto and incorporated by reference Comparable coverage shall be provided for each subcontractor used in the performance of this Agreement Consultant shall submit to the City documentation indicating compliance with these minimum requirements no less than one (1) day prior to the beginning of performance under this Agreement. Consultant shall not commence performance of its services under this Agreement until the above insurance has been obtained and proof of insurance has been filed with and approved by the City. 22. AMENDMENTS It is mutually understood and agreed that no alteration or variation of the terms of this Agreement shall be valid unless made in writing and signed by the Parties and - incorporated into this Agreement. Such changes that are mutually agreed upon by City and Consultant shall be incorporated in amendments to this Agreement. 23. INTEGRATED DOCUMENT - TOTALITY OF AGREEMENT This Agreement embodies the agreement between City and Consultant and its terms and conditions. No other understanding, agreements, conversations or otherwise, with any Agreement for Services/North American Energy Services Page 7 of 10 officer, agent or employee of City prior to execution of this Agreement shall affect or modify any of the terms or obligations contained in any documents comprising this Agreement. Any such verbal agreement shall be considered as unofficial information and in no way binding upon City. 24. SEVERABILITY CLAUSE In case any one or more of the provisions contained herein shall, for any reason, be held invalid, illegal or unenforceable in any respect, it shall not affect the validity of the other provisions which shall remain in full force and effect. 25. WAIVER Consultant agrees that waiver by City of any one or more of the conditions of performance under this Agreement shall not be construed as waivers of any other condition of performance under this Agreement. 26. NOTICES All notices to the Parties shall, unless otherwise requested in writing, be sent to City addressed as follows: T L t..", A ;ent of Light oc Power- aMG8 Pr-gjeet M „,, Bruce V. Malkenhorst Chief Executive Officer of Light & Power Department City of Vernon 4305 Santa Fe Avenue Vernon, CA 90058 And to Consultant addressed as follows: North American Energy Services Company 1180 NW Maple Street, Suite 200 Issaquah, WA 98027 27. CAPTIONS The captions of the various sections, paragraphs and subparagraphs are for convenience only and shall not be considered or referred to in resolving questions of interpretation. 28. STATUTES AND LAW GOVERNING CONTRACT This Agreement shall be governed and construed in accordance with the statutes and laws of the State of California. Agreement for Services/North American Energy Services Page 8 of 10 •LOMMO. a; • •OWN lcza M--VENUE In the event that suit shall be brought by either Party, the Parties agree that venue shall be exclusively vested in the state courts of the County of Los Angeles,or here ethe, vviso California, Los Angeles,Galifemia.Anpeles. 3-130. OTHER AGREEMENTS This Agreement shall not prevent either Party from entering into similar agreements with others. 3231. TERMINATION OF AGREEMENT This Agreement may be terminated by --� --- ---- - --r-• --- ---- - � ---- -- -- --- ---�----- ._ _, �� »....._, P'"'''-'�nc iat ' `' ft-t" if &aehthe City without cause on ten (10) days written notice to Consultant. In the event of such termination by the City, Consultant shall be entitled to only the compensation earned by it prior to the date the termination notice, plus compensation for necessary work performed duringthe he ten tefmination is due to the faljh of Genstdtant, paymeiA shall be made by City to Consultant without fault on the part of Consultant, Consultant shall be. A I jemobilizati Agreement for Services/North American Energy Services Page 9 of 10 c-har-g" of�,00 10) day notice period and authorized in the termination notice 33:32. COMPLIANCE WITH ETHICAL STANDARDS As a condition precedent to entering into this Agreement, Consultant shall: A. read the attached Exhibit D entitled "Ethical Standards for Consultants Seeking to Enter into an Agreement with the City Of Vernon, California"; and, B. execute the affidavit attached as Exhibit E entitled "Affidavit of Compliance with Ethical Standards." The Parties acknowledge and accept the terms and conditions of this Agreement as evidenced by the following signatures of their duly authorized representatives. It is the intent of the Parties that this Agreement shall become operative on the Effective Date. CITY OF VERNON, CALIFORNIA, a chhrtered California municipal corporation City meager Attest: 4305 SaPAa Fe Avenue Vernon, CA 90M Telephone- CCITY OF VERNON By: LEONIS C. MALBURG, Mayor 4305 Santa Fe Avenue - Vernon, CA 90058 Telephone: 323) 583-8811 x. 260 Fax: (323) 826-1438 ATTEST: BRUCE V. MALKENHORST City Clerk Agreement for Services/North American Energy Services Page 10 of 10 APPROVED AS TO FORM: ERIC T. FRESCH, City Attorney "City" NORTH AMERICAN ENERGY SERVICES COMPANY, a Washington Corporation Glen J. Canavera Vice President of Marketing 1180 NW Maple Street, Suite 200 Issaquah, Washington 98027 Telephone: (425) 961- 4700 Fax: (425) 961- 4646 "Consultant" Agreement for Services/North American Energy Services Page 11 of 10 AGREEMENT FOR SERVICES by and between the CITY OF VERNON, CALIFORNIA and NORTH AMERICAN ENERGY SERVICES COMPANY EXHIBIT A SCOPE OF SERVICES (PROPOSAL DATED APRIL 9, 2004) Agreement for Services/North American Energy Services/EXHIBIT A Page 1 of rERrc�N ENERGY SERV= Bi+ VP-pkMaA_gD.WF.cdu. W.,* -Better 1180 NW Maple street, suite #200 Issaquah. Washington WW7 (425) 961-4700 FAX (425) 961-4646 April 9, 2004 Mr. Manuel Garcia MGS Project Manager City of Vernon Department of Light & Power 4305 Sante Fe Ave. Vernon, CA 90058 Subject: Proposal: Indirect Commissioning Services for the MGS Project Dear Mr. Garcia: North American Energy Services (NAES) is pleased to provide our proposal for Indirect Commissioning Services, which includes the provision of startup and commissioning support services; the development of operational programs, and the delivery of training for the City Of Vernon's Malburg Generating Station (MGS) Project to be located in Vernon, California. We have a long and successful history of providing comprehensive operations and maintenance and related technical services for a broad range of power generation facilities. NAES, as the leading independent provider of operations and maintenance services to the generation industry, truly understands the critical role that well -structured programs and Procedures, professional training, and a thorough maintenance program have in providing safe, cost-effective, and proficient long-term plant operations and maintenance. We also have a full appreciation of the benefits of a coordinated and effective startup and commissioning program. We have teamed up with SNC Lavalin (SNCL) to provide the startup and commissioning support for the MGS Project. SNCL, a highly experienced and well known company, has Provided startup services on 90 projects with gnerating capacity of 20,000 MW, including projects in California NAES portfolio consists of fiill service O&M to 56 projects with generating capacity of 10,206 MW and Technical Services to 111 projects with generating capacity of 30,833 MW. Of the 41 gas turbine powered projects (99 units), seven projects (14 units) are located in California The related experiences that we have earned through these projects in California and other locations from the basis for the proposal that we are submitting to the City of Vernon for the MGS Project. NAES conducts the development and implementation of technical services via our team of highly skilled and motivated Project Managers, Engineers, and Operations Engineers. These individuals bring a hands-on, operational perspective to their work. This is the same group of people who provide these same services to plants that NAES operates. These plants have consistently resulted in safe, reliable and cost-effective operations. We have a dedicated CMMS engineer on staff, who will be working on this project to develop and setup the CMMS system. We have established a strategic alliance with DataStream, the developer of MP2, one of the premier CMMS software developers in the business. We have successfully employed MP2 at sixteen O&M projects. As a value proposition that supports long-term operational success of the MGS Project, NAES is offering plant assessment and oversight support services for a period of three years. NAES will assign a Project Manager who will assess plant operations and maintenance activities, and recommend actions as needed to optimize plant performance. The objectives are to support continuous improvement of plant performance and staff capabilities via the proper and continuing implementation of the site specific programs and procedures. To provide the City of Vernon with options, our proposal contains two pricing components. ' A fixed Price arrangement for startup, turnover, commissioning, _development of operational programs, and the provision of training. • A time and materials arrangement for those tasks which require further definition of scope or that cannot be definitively quantified. We believe that the team of NAES and SNCL is the "best choice, to provide the Indirect Commissioning services for the MGS Project as NAES' and SNCL's expertise will offer site -specific, proven processes, low overall cost and the emphasis on sustaining longterm success via continued plant assessment and oversight support. Moreover, we have the staff to meet your schedule needs to support your May 15, 2005 commercial operations date. Please contact Don Mordus, Manager of Technical Services, or me to discuss this proposal or Providing any additional information We look forward to working with you and support the success of the MGS Project Sincerely, Nausher Khan Sales Engineer NMK:feh Attachments cc: G.J. Canavera, Vice President, Marketing, NAES O.D. Scarborough, Vice President PPO/ Technical Services, NAES �LJ ENERGY N Pricing Defined Scone Tasks NAES proposes to perform the agreed upon tasks as shown m the schedule m Figure 1 for the MGS Project at the following prices. Task Fixed price Development of Turnover Packages $16,400 • Determine startup system breakdown • Integrate engineering information into Turnover Database • Provide Turnover .Pack�ges Commissioning Plan Development* $1$,700 • Develop Commissioning Plans Commissioning Procedure Development (Site Based) $34,700 • Review vendor documentation • Provide Commissioning Procedures Operations Program* $117,100 • Receive and review technical information • Conduct system walkdowns • Develop System Descriptions and Operations Procedures Training Program* $31,100 • Develop Training Manual • Provide Qualifications Program • Provide Pre -Operational Training 04M QtY of Vernon Page I gxT Maintenance Program $80,300 • Develop Maintenance Manual • Develop Equipment Database for CMMS • Develop Routine Maintenance Program, Including Equipment Task Instructions for CMMS • Setup Inventory Control System for CMMS • Develop Predictive Maintenance Program • Provide CMMS Training Total Fixed Price for Above Tasks I $298,300 * Denotes that Audit/Document Review is a preliminary preparation step necessary to develop commissioning procedures and Operations Program. This cost has been included in the fixed prices provided for commissioning plant development and Operations Program. Water Chemistry program $8,100 • Develop Water Chemistry Manual Fixed Price Safety Program $7,600 • Develop Safety Manual Fixed Price Other Tasks $16,100 • Identify Outside Specialty Schools Fixed Price • Establish Technical Library • Establish Routine Log & Sheets Environmental Program Time and Materials. To • Develop Environmental Manual be determined based on range of services desired by City of Vernon 040904 City of Vernon Page 2 NORTH AMEAItCAN ENEWY Onsite Ongoing Support— Commissioning Engineer Time and Materials • Provide Additional Onsite Startup and Commissioning Support as required Protect Management Support — Process Coordinator Time and Materials • Provide Additional Project Management Support as required Other Suoport as Mutually Agreed Time and Materials Owner Support — Commercial Operations (Annual) $80,000** • Provide O&M Assessments (Quarterly) Annual Fixed Price — — caLcuucu ivr auuluonai years at the same rate plus escalation. Time and Materials Work Time and materials rates are: • Billing Rates. Payroll and payroll related personnel costs and expenses of NAES' employees and overhead shall be reimbursed at the following hourly billing rates which shall be applied to the total hours expended by NAES employees in performance of the work, including any necessary travel time. These hourly -billing rates shall remain fixed for all time and materials work performed through December 31, 2005. For time and materials work - performed after December 31, 2005, the hourly billing rates shall be escalated by a mutually agreed index in each successive year. Position Commissioning Engineer flourly Billing Rate $60.00 Process Coordinator $78.00 Project Manager $120.00 Project Engineer $95.00 Senior Operations Engineer $90.00 Operations Engineer $78.00 Environmental & Safety Specialist $100.00 04M Cityorvenw Page 3 SERVIrG'E'� • E nses. Expenses incurred by NAES shall be charged at actual cost, and shall include the following, if applicable: (a) Costs of all equipment, including equipment rented, leased or purchased for, or in connection with, the performance of ' the work; materials and supplies used or consumed in the performance of the work, including the cost of transportation, freight, storage, operation, maintenance and handling thereof. (b) Costs of communications, computer work, equipment, materials, miscellaneous services and other items used, consumed or incorporated in the performance of the work; (c) Costs for printing, shipment and reproduction of plans, specifications, reports manuals and other data; '(d) Reasonable living expenses for NAES employees when traveling on project -related business in accordance with NAES corporate policies; (e) All air and ground tsansportation by the most direct and practicable route between the NAES home office and the work site as per NAES corporate travel policy, together with associated travel costs such as airport taxes, fees, and other similar charges; and (f) Any and all other direct and indirect costs and expenses incurred by NAES and not "specifically set forth herein, but which are incidental to or necessary for the performance of the time and materials scope of work Pricing Assumptions NAES' pricing is based upon the following assumptions: General Assumptions • All prices are stated in constant April, 2004 U.S. dollars. No allowance has been made for the effects of inflation. The proposal is subject to the development and execution of a mutually acceptable Technical Services Agreement. Upon signing the Agreement, NAES will immediately initiate work on the agreed to scope of services. Fixed prices include the direct labor, travel costs, and other direct expenses associated with NAES' performance of the work. 0409N City ofvemm Page 4 © NENERGY • NAES will submit invoices monthly for both fixed price and time and materials work over the term of the agreement. Payment will be due in full to a designated U.S. bank within 15 days of the receipt of the invoice. • The City of Vernon will be responsible for all taxes levied by governmental authorities in the conduct of the scope of services except for NAES' U.S. corporate income tax obligations. • NAES' proposal is valid for 90 days upon receipt. Prolect Assumptions • The MGS Project consists of two Alstom XTS 100 gas turbines, two HRSG's, and one steam turbine generator. • The Commercial Operations date for the plant is assumed to be May 15, 2005. • The City of Vernon will provide liaison(s) to work with NAES personnel in the performance of the services. Specifically, development of the Operational Program Manuals will require interface with the City of Vernon's corporate staff, and where applicable, integration with existing the City of Vernon's policies. As necessary, NAES will review existing the City of Vernon standard operating procedures (SOP), in particular Safety, Environmental and Administrative, for use by NAES in developing plant programs to ensure the philosophies and management principles are in agreement. The City of Vernon personnel familiar with the materials. and the application of the SOPs will be made available for consultation or hands-on work in a timely and effective. manner. The City of Vernon shall also cause its personnel to act in a manner that supports the work schedule. Temporary or permanent on -site office and storage facilities, including desks, telephone/fax services, and access to office equipment (excluding computers), for NAES' personnel use during the on -site work activities will be provided by the City of Vernon at no cost to NAES. NAES will have full access to the plant and to all materials necessary for the proper Performance of pre -commercial and commercial tasks in meeting the terms of the Technical Services Agreement. 040M cityofvaDm Page 5 © NEN GYM • Delivery of NAES' submittals including startup and commissioning services, operating procedures, and training program on the agreed upon schedule (proposed in Figure 1) is contingent upon receiving adequate information from the City of Vernon in time to support the mutually agreed upon schedule of no later than 9/1/04. In addition, timely and prompt review and comment by the City of Vernon to NAES on submitted materials will be in accordance with the schedule. • NAES will produce startup and commissioning services, operating procedures, and training Programthat are consistent with the scope of services. • NAES will produce four (4) copies and one (1) computer file copy of each program manual and/or other materials produced under the scope of services for each manual The City of Vernon will be allowed to reproduce and distribute this information internally as needed to support training of future employees at the MGS Project. • The resolution of discrepancies, errors, and omissions in the work provided by others and submitted to NAES for inclusion in the operating procedures and training will be the responsibility of the City of Vernon • The conclusion of NAES' fixed priced scope of services will be 90 days or three months after the actual commercial operations date of the plant. • A proposed schedule to provide setup services for the project, assuming a start work date (notice=to-proceed) on July 1, 2004, is provided in Figure 1. [Note: All dates are tentative at this time pending further discussions with the City of Vernon] • According to the schedule shown in Figure 1, the City of Vernon will provide the following information to NAES (and made available for use in NAES' home office in Issaquah, Washington). NAES assumes that this information will conform to industry standards with respect to level of detail and will be provided in English. A delay in receipt of such information may result in a delay in the submittal dates. MGS Project Team to provide information by 7/1/04 (No Later Than 9/1/04): o Plant Design Manuals o Contractor Operating Instructions o P&IDs for all systems o DCS Mimic Drawings (if available) o OEM Manuals for all Components of the MGS Project Startup Services • Pricing for startup services including development of turnover packages, commissioning plan development, and commissioning procedure development is based on the systems shown in Attachment 1. If additional systems are included in 0409M city of vemoo Page 6 1 ENERGY the scope, then the fixed prices may be adjusted and/or the added systems may be performed on a time and materials basis. Startup and commissioningrelated services will be performed by SNC Lavalin which will work as a subcontractor to NAES. Operations program Operating Procedures will be verified by the plant staff in accordance with a mutually agreed schedule. Training Program • NAES will provide training on -site or in facilities provided by the City of Vernon, in coordination with OEM and/or vendor training. NAES training is not designed to replace such training. NAES will integrate its schedule with the MGS Project startup schedule and onsite OEM/vendor training to ensure the needs of the City of Vernon and the MGS Project are met. NAES prefers that OEM/vendor training is conducted prior to NAES provided training. • NAES will conduct the training following development and review of the operating. Procedures. NAES has assumed that training will be provided and concluded two weeks prior to the First Fire date of March 13, 2005. • All operators will be hired prior to the start of on -site training. • All training provided by NAES will be in English. Maintenance Pr ram • A CMMS software package will be provided and installed by NAES and installed on appropriate computer stations. For pricing purposes, NAES assumed that the CMMS software package will be MP2. The cost for the software of $12,000, which includes 6 seats, is included in the fixed price. • If available, we request that the City of Vernon provides an equipment list that will contain the following information for all MGS Project systems and components in time to support the schedule: o Equipment number o Equipment description o Model # o Serial # o Vendor equipment number (OEM) 040%4 City orvernm Page 7 o Equipment ratings • Vendor data on major equipment will be provided to NAES no later than 9/l/04. • If available, we request that the City of Vernon will provide the following inventory information for all MGS Project material ordered (parts, consumables, etc.) in time to support the schedule: o Manufacturer #, Description, address, phone and representative o Vendor, Description, address, phone, type and representative o Inventory types o Inventory data, item, description, account code, cost center, type, class, model/part #, manufacturer and vendor. Water Chemistry Program • The selected chemical supplier for the plant will provide to NAES documentation on the chemicals and their use in the water treatment and boiler feedwater systems, and its procedures for inclusion into the NAES' developed Chemistry Program Manual. Safety Program The City of Vernon will provide any existing safety standard operating procedures or directives to ensure the City of Vernon philosophy is clear and included in the Safety Program Manual. OtherrTTasks • A complete list of all vendor or OEM component manuals will be provided for technical library development. • NAES will develop a technical library based on data supplied by the MGS Project Team MID reference will be to construction approved drawings. As build drawings for the library will be the responsibility of the MGS Project Team • Commissioning and start-up data and MGS Project Team recommended operating parameters for components will be provided to NAES for developing accurate log sheets. 040%X City of vemon Page 8 (� NORTH ALUEM"N ' �-+ ENEWYSMVKWS Environmental Proeram • NAES can provide a range of environmental consulting services. NAES will determine with the City of Vernoes input the specific requirements needs for environmental services and develop the Environmental Program manual accordingly. NAES will review the current environmental information/documentation as submitted for the AFC application to the CEC. Owner Support - O&M Assessments • NAES will provide on -site O&M assessments on a quarterly basis. Each assessment Will include one week of on -site work and one week of work in the NAES home office. The NAES Project Manager will prepare a written report which will be submitted to the City of Vernon within 30 days after the return from the plant. 040%4 cityofvemon Page 9 NoRm �1 GY Client References For verification of NAES performance you are invited to contact the following individuals: Ripon & San Mr. Scott Harlan Gabriel (P) (832) 585-0035 x 301 Rockland Capital Energy Investments, (F) (832) 585-0104. LLC 2204 Timberloch place, Suite 190 (E) scout.harlan@rocklandcapital.com The Woodlands, TX 77380 Prime Energy Mr, Jim Maiz (P) (832) 585-0106 Rockland Capital Energy Investments, (F) (832) 585-0104 LLC Timberloch Place, Suite 190 klandcapital.com (E) james.maiz@rocOandeapiW.com The Woodlands, TX 77380 Wildflower (Indigo & Mr. Andy MacGregor (P) 617-828-1561 Larkspur) Intergen 15 Wayside Road (E) AMacGreg@INTERGEN.com Burlington, MA 01803 Auke Bay Fossil Mr. Scott Willis (P) (907) 463-6396 Plant Alaska Electric Light & Power (E) scott•willis@aelp.com 5601 Tonsgard Court Juneau. AK 99901 COPEL Getacao Mr. Raul Munhoz Neto (C) 011-55-41-9991-6369 UEG Araucaria Rua Jose Izidoro Biazetto 158 Bloco A. Mossungue (E) mul.munhoz@copel.com Curitiba, Parana, Brasil 81200-240 AlPa Powerhouse Mr. Eugene "Gene" Miller Alumina Partners of Jamaica (P) (876) 523-1116 (F) (876) 962-3332 P.O. Box 529 Arabi, LA 70032-529 ene.mille (E) gene-miUer@kaisemi.com Attala Generating Mr. Mike Chapman (P) (301) 915-0327 Facility Kelson Energy (F) 4611 Sleaford Bethesda, MD 20814 (E) mike.chapman@kelsonenergy.com Benning Road Mr. Robert Englund (P) (703) 253-1787 & Buzzard Point Asset Manager (F) (703) 253-1754 Potomac Power Resource, Inc. 1300 N. 17'h Street, Suite 1600 (E) renQlundepepcoenercom Arlington, VA 22209 040M City of vemon Page 10 Brazos Valley Mr. Neil Bivona (P) (212) 251-3673 ABN AMRO (F) (212) 251-3685 350 Park Ave, 2°d Floor (E) neil.bivona@abnamro.com New York, NY 10022 Lockport & North Mr. Tom Gesicki (P) (716) 439-1004 Tonawanda Lockport Energy Assoc., L.P. 5087 Junction Load (F) (716) 439-1000 Cogeneration Lockport, NY 14094 (E) lea1P@aol.com Facilities Mfg Facility Mr. Fred Barber (P) (806) 592-8100 Denver City Energy Assoc., L.P. (F) (806) 592-9259 P.O. Box 1757 Denver City, TX 79323 (E) fbarher@crosswind.net Vemon Boulevard Mr, Richard E. Kuntz (P) (718) 626-8265 1st & Grand New York Power Authority (F) (718) 626-8201 23rd & 3`d Regional Manager -Power Generation 31-03 20`h (E) richard.kuntz@nypa.gov Pouch Terminal Avenue Astoria, NY 11105 Hell Gate Harlem River Puerto Cortes• Plant (O&M Mr. Salomon Ordonez Soto (P) 011-504-665-1261 oversight) ELCOSA 9 Calle, entre 10 y 11 Ave. (F) 011-504-665-1261 (E) sordonezna,elcosa.com Barrio El Faro Puerto Codes, Honduras, C.A. 040%4 City of Vernon Page 11 O _ z o V N � y w O Y W n � El 2 7 b o W a � ii o � z E o ~ C) Q U N ^ o� CM s CL Q n � - m IL 0 o w coi •� ��e 3 U U cn � U 4 CL ~ > > > > n c_= O ep < Q (� CO ed c c m o Z 10 a t9i pOo `- . g s 4 o� aoo a o E c°i U o U g� S. o m 0 o a o o G. « V) N ii p O to o a m i g-0 g s p d o>, o a w . a.. v. a _:� E co$ .0 c m W 3 � z 8 _a C > o LL aCL ) E m o v' t- a �n o � `U z � u. < fp ►e OD Ol < N l'7 e{ h m ^ CD' W a � << < < < < < < N N fV N N m N coN Pj O O W a o E su a p a a- ov 0C== aC7 a o g m`` c o t�7 m 0 _a 8 m m C7 4 ow cai c o a ow a , K � E q _Cc c c ` o �' o_ u �'Lu n O O O O O O O m N C Q > O v C E e E$$ c o w c C w O Y o ppE o U n __� �R E $ L? a p 0 i C U U$ Q O X(g U O' C tgg > aLCCCX g Co.. o s o g E o ; E c E U C o c 8 4 ° 15 x€ o r v c W 0 E • w m O O 8. Q d c a Si O H _c € 0 a I� I 14 I� IV I� I� I� Is I;; 12 12 Ias I Is k v w W 2 E a m U) o o. a Li U C O � o r �AA C a Q � a LD Ad O E LL MALBURG GENERATING STATION - VERNON, CA SYSTEM DESIGNATOR LIST 0H1 nl nI_ 1 IIO k x Z` w E E E g m a CL 2 m s � o a p. :3 i5 e S c C D > j 0 K E � $ a:(a L a Gl m a m m a a w° w 0 m o m r U. E E AGREEMENT FOR SERVICES by and between the CITY OF VERNON, CALIFORNIA and NORTH AMERICAN ENERGY SERVICES COMPANY EXHIBIT B SCHEDULE OF FEES (PROPOSAL DATED APRIL 9, 2004 Agreement for Services/North American Energy Services/EXHIBIT B Page 1 of Onsite Ongoing Support — Commissioning Engineer Time and Materials • Provide Additional Ousite Startup and Commissioning Support as required Protect Management Support— Process Coordinator Time and Materials • Provide Additional Project Management Support as required Other Support as Mutually Agreed Time and Materials Owner Support —Commercial Operations (Annual) $80,000** • Provide O&M Assessments (Quarterly) Annual Fixed Price LVL uu%uLuu yv us at me same rate pros escalation. Time and Materials Work Time and materials rates are: • Billing Rates. Payroll and payroll related personnel costs and expenses of NAES' employees and overhead shall be reimbursed at the following hourly billing rates which shall be applied to the total hours expended by NAES employees in performance of the work, including any necessary travel time. These hourly -billing rates shall remain fixed for all time and materials work performed through December 31, 2005. For time and materials work • Performed after December 31, 2005, the hourly billing rates shall be escalated by a mutually agreed index m each successive year. Position Commissioning Engineer Hourly Billing Rate $60.00 Process Coordinator $78.00 Project Manager $120.00 Project Engineer $95.00 Senior Operations Engineer $90.00 Operations Engineer $78.00 Environmental & Safety Specialist $100.00 04M Cey ofv«om Page 3 • Expenses. Expenses incurred by NAES shall be charged at actual cost, and shall include the following, if applicable: (a) Costs of all equipment, including equipment rented, leased or purchased for, or in connection with, the performance of the work, materials and supplies used or consumed in the performance of the work, including the cost of transportation, freight, storage, operation, maintenance and handling thereof. (b) Costs of communications, computer work, equipment, materials, miscellaneous services and other items used, consumed or incorporated in the performance of the work; (c) Costs for printing, shipment and reproduction of plans, specifications, reports manuals and other data; (d) Reasonable living expenses for NAES employees when traveling on project -related business in accordance with NAES corporate policies; (e) All air and ground transportation by the most direct and practicable route between the NAES home office and the work site as per NAES corporate travel policy, together with associated travel costs such as airport taxes, fees, and other similar charges; and (fl Any and all other direct and indirect costs and expenses incurred by NAES and not "specifically set forth herein, but which are incidental to or necessary for the performance of the time and materials scope of work. Prig Assumptions NAES' pricing is based upon the following assumptions; General Assumptions • All prices are stated in constant April, 2004 U.S, dollars. No allowance has been made for the effects of inflation. • The proposal is subject to the development and execution of a mutually acceptable Technical Services Agreement. Upon signing the Agreement, NAES will immediately initiate work on the agreed to scope of services. • Fixed prices include the direct labor, travel costs, and other direct expenses associated with NAES' performance of the work. OWM City of Page 4 AGREEMENT FOR SERVICES BY AND BETWEEN THE CITY OF VERNON, CALIFORNIA AND NORTH AMERICAN ENERGY SERVICES COMPANY EXHIBIT C INSURANCE REQUHIEMENTS in NOUN— -- - WIT wr .. layering the be left diseretion Gensultanthowever-, of eover-age shall to the o limits shall b at any least uo excess or- wnbfella b a ,i s t under!" polieies used to ineet the fequire b • !!! i!! ! ! ! ! ! ! • . NMI=...... • LIM 1� AIA FAIR RTm- NOW RAW " ilm i TM ....... .. .. ..... ........... ........ -M.N.M. tfqj. mill. Ef -M W., �=Mr M. WIT ... ....... ALY"AAW��TL�.-. all SCHEDULE Consultant shall provide proof of insurance including a standard certificate of insurance in at least the following amounts and coverage combined single limit permitted I. Coverap-e and Limits Bodilyjury Property Damage Hazards Each Person Each Accident Each Accident Automobile Liability Owned Automobiles $ 500.000 $1 000 000 $ 500,000 Hired Automobiles $ 500,000 $1 000 000 $ 500,000 Non -Owned Automobiles $ 500,000 $1 000 000 $ 500,000 Workers' Compensation $ Statutory Employers' Liability $1.000,000 per emplover II. Liability General Liability $1 000 000 $2 000 000 $1 000 000 Premises Operations $1 000 000 $2 000 000 $ 1000 000 Elevators (if applicable) $1 000 000 $2 000 000 $1 000 000 Independent Contractors $1 000 000 $2 000 000 $1 000 000 Products - Completed Operations $1 000 000 $2 000 000 $1 000 000 Contractual Liability $1 000 000 $2 000 000 $1 000 000 Umbrella Liability $5 000 000 $5 000 000 $5 000 000 a. The general liability policy shall contain the following special endorsements which shall be noted on or attached to the standard certificate of insurance: 1. An endorsement naming the City of Vernon its officers and employees as additional insureds under the policy. 2. An endorsement providingthe City of Vernon thirt30) days notice of cancellation or material reduction of coverage. I An endorsement providing coverage for all operations wider this Agreement. 4. Such other endorsement as may be required by City. b. In addition to the above the Consultant shall provide such further proof of insurance documentation as the City deems necessary Agreement for Services/North American Energy Services/EXHiBIT EC Page I of 13 AGREEMENT FOR SERVICES BY AND BETWEEN THE CITY OF VERNON AND NORTH AMERICAN ENERGY SERVICES COMPANY EXHIBIT D ETHICAL STANDARDS FOR CONSULTANTS SEEKING TO ENTER INTO AN AGREEMENT WITH THE CITY OF VERNON CALIFORNIA (TO BE SUPPLIED BY CONSULTANT) AQeement for Services/North American Energy Services/EXHIBIT E Page I of AGREEMENT FOR SERVICES BY AND BETWEEN THE CITY OF VERNON, CALIFORNIA AND NORTH AMERICAN ENERGY SERVICES COMPANY EXHIBIT E AFFIDAVIT OF COMPLIANCE WITH ETHICAL STANDARDS CITY OF VERNON (TO BE SUPPLIED BY CONSULTANT) AGREEMENT FOR SERVICES BY AND BETWEEN THE CITY OF VERNON, CALIFORNIA AND NORTH AMERICAN ENERGY SERVICES COMPANY EXHIBIT F MILESTONE SCHEDULE PROPOSAL DATED APRIL 9, 2004) Agreement for Services/North American Energy ServicesBXHIBIT F Page I of o -- z o G W � � H w Q Q n W n EJ� a ♦ � O Q W o F r o o o N 04 '. ♦ O = m � ♦ v ° O Q C. a ; c g E co sCO a 4 Q e c a L° `—�� c P 0 3 f P 3 o � � M0 go Ix m m 15 p W B •o ro . N O. 25 C, > m �+- Q o .0) id o E :V r'n o � U cl z $ O r N M I-- OD a � � � 0;P---T-- N d a CIA 3 � r r le m ElQ o . o 0 0 0 Cl ❑ M n C .2 p o °D n CO r C d a Q. aoo p a a a cc mo a Gg o ra p O a G i w 'a a -« c o U o cv = w e E v e e E E :c o w U$ m o r w U g E of c E v E o S p o c c COU (� ,Q .a o > 'S ►- $ a . O An E E OF e co € U g w C9 m � � V m 0 c a �gg W y Oa 2 2 2 F � � U T � c� o� w w _ m O a o. O Li 0 c m IL m o CL > > CL > m 3 O 4' � fA m ) V a m a Q 3 m m W.' u. 0 m E w MALBURG GENERATING STATION - VERNON, CA SYSTEM DESIGNATOR LIST z o N co w� W a o a� a a r o r z o a o E a ° ~ l E CL a Q w UH" > = Z m v) 0 a 's a- - ci Li O m .n g ca E c �° ,E F o o E i P It° d. o o n �` a o n . o a CL a m 4 06 c c o CO 0 ~ n o Y o E$ U 2 a :w :Q q o 7 ` o a U 4-4i' v 3 `o ° w n CL ~ W o E `a .a m k w 1 o n n E 4-;4 a h .w o` N -9 = cr s. o a w g o w a a m cis E c � o m c t- a g w 0 oa' SUPPORTING DOCUMENTS AGREEMENT FOR SERVICES by and between the CITY OF VERNON, CALIFORNIA and NORTH AMERICAN'ENERGY SERVICES COMPANY PREAMBLE This agreement for the performance of services ("Agreement") is made and entered into on this 19'h day of October, 2004 ("Effective Date"), by and between North American Energy Services Company, a Washington corporation, with its principal place of business located at 1180 NW Maple Street, Suite 200, Issaquah, Washington 98027 ("Consultant") and the City of Vernon, California, a chartered California municipal corporation, with its principal place of business located at 4305 Santa Fe Avenue, Vernon, California 90058 ("City"). City and Consultant may be referred to individually as a "Party" or collectively as the "Parties" or the "Parties to this Agreement." RECITALS A. City desires to secure operations and maintenance setup and support services for a project known as the Malburg Generating Station, hereinafter called "Project," as described in Exhibit A, entitled "Scope of Services"; B. Consultant represents that it and its subcontractors possess the qualifications and expertise to provide such services; and C. The Parties have specified herein the terms and conditions under which such services will be provided and paid for. The Parties agree as follows: AGREEMENT PROVISIONS 1. SCOPE OF SERVICES Except as specified in this Agreement, Consultant shall furnish all technical services, including labor, material, equipment, transportation, supervision and expertise (collectively referred to as "Services") to satisfactorily complete the work required by City at its own risk and expense. Services to be provided to City are more fully described in "Exhibit A", entitled "Scope of Services." "Optional Services" shall be performed upon the written request of, and approval by, City. All of the exhibits referenced in this Agreement are attached and incorporated by this reference. Agreement for Services - North American Energy Services Pagel of 9 2. TERM OF AGREEMENT A. Consultant shall begin providing the Services under the requirements of this Agreement upon receipt of written "Notice to Proceed" from City. Such notice shall be deemed to have occurred three (3) calendar days after it has been deposited in the regular United States mail. Consultant shall complete the Services within the time limits set forth in the Scope of Services or as mutually determined in writing by the Parties. B. Time is of the essence in performance of the Services described in this Agreement. Unless extended by mutual written agreement of the Parties, Consultant's obligation to perform the Services to be provided under the terms of this Agreement shall commence as described above in paragraph 2A and be completed on or before the termination date of August 31, 2005 ("Termination Date"). 3. QUALIFICATIONS OF CONSULTANT - STANDARD OF WORKMANSHIP Consultant represents, and maintains that it has the necessary expertise to perform services, and its duties and obligations, expressed and implied, contained herein, and City expressly relies upon Consultant's representations regarding its skills and knowledge. Consultant shall perform such services and duties in conformance to and consistent with industry standards. The power plant operation and maintenance manuals, and other documents furnished under Exhibit A, shall be of a quality acceptable to City. The criteria for acceptance of the work provided under this Agreement shall be a product,of neat appearance, well organized, that is technically and grammatically correct, checked and having the maker and checker identified. The minimum standard of appearance, organization and content of the drawings shall be that used by City for similar projects, if any. 4. RESPONSIBILITY OF CONSULTANT Consultant shall be responsible to deliver to City power plant operation and maintenance manuals that meet industry standards for professional quality and technical accuracy. Consultant shall further be responsible for satisfactory completion of the other Services furnished by it under this Agreement. Neither City's review, acceptance, nor payments for any of the Services required under this Agreement shall be construed to operate as a waiver of any rights under this Agreement or of any cause of action arising out of the performance of this Agreement until submission of Rev. 0 of the required program or task, as referenced in Exhibit B, entitled "Schedule of Fees", provided, however, that Consultant shall have no liability to City for use of the manuals and other documents furnished under this Agreement after the delivery of Rev. 0 of the required program or task to City. Agreement for Services/North American Energy Services Page 2 of 9 The Rev. 0 manuals and documents are the final version of these documents produced by the Consultant. Rev 0 incorporates appropriate revisions and comments recommended by the City's MGS project staff to the draft documents. Any acceptance by City of plans, specifications, construction contract documents, reports, diagrams, maps and other material prepared by Consultant shall not in any respect absolve Consultant from the responsibility Consultant has in accordance with customary standards of good professional practice in compliance with applicable federal, state, county, or municipal laws, ordinances, regulations, rules and orders.. 5. RESPONSIBILITY OF CITY A. The City shall provide available information regarding the Project. B. The City shall designate a representative authorized to act on the City's behalf. Such authorized representative shall render decisions in a timely manner pertaining to documents submitted by the Consultant in order to avoid unreasonable delay in the orderly and sequential progress of the Consultant's services. C. The City shall furnish the services of geotechnical engineers if such are necessary as determined by City and Consultant. City and Consultant will determine the scope of such services. D. If necessary, the City shall furnish structural, mechanical, chemical, air and water pollution tests, tests for hazardous materials and other laboratory and environmental tests, inspection and reports required by law. 6. PAYMENT OF COMPENSATION Consultant shall invoice City upon the completion of the various fixed price elements of the Services as outlined in Exhibit B, subject to verification by City. Consultant shall bill City on a monthly basis for Services provided by Consultant during the preceding month on a time and material basis, subject to verification by City. Payment to Consultant for Services will be made within thirty (30) days of City's receipt of invoice. 7. PROGRESS SCHEDULE The Progress Schedule will be as set forth in the attached Exhibit D, entitled "Milestone Schedule." 8. DEFAULT OF CONSULTANUTERMINATION If Consultant fails to perform the Services that City has requested to be performed within the time and in the manner provided in the Scope of Services, or otherwise violates any of Agreement for Services/North American Energy Services Page 3 of 9 the terms of this Agreement, City may terminate this Agreement by giving Consultant a written Notice of Termination. Such notice shall state the reason for such termination. In such event, Consultant shall be entitled to receive full payment for all actual labor and materials satisfactorily rendered. City may deduct from such payment the amount of actual damage, if any, sustained by City by virtue of the failure to perform the Services or for breach of this Agreement by Consultant. 9. NO ASSIGNMENT OF AGREEMENT/SUCCESSORS IN INTEREST This Agreement is a contract for consulting services. City and Consultant bind themselves, their partners, successors, assigns, executors and administrators to all covenants of this Agreement. Except as otherwise set forth in this Agreement, no interest in this Agreement or any of the work provided for under this Agreement shall be assigned or transferred, either voluntarily or by operation of law, without the prior written approval of City. However, claims for money due to or to become due to Consultant from City under this Agreement may be assigned to a bank, trust company or other financial institution, or to a trustee in bankruptcy, provided that written notice of any such assignment or transfer shall be first furnished to City. In case of the death of one or more members of Consultant's firm, the surviving member or members shall complete the Services covered by this Agreement. Any such assignment shall not relieve Consultant from any of its obligations or liability under the terms of this Agreement. 10. NO THIRD PARTY BENEFICIARY This Agreement shall not be construed to be an agreement for the benefit of any third party or parties and no third party or parties shall have any claim or right of action under this Agreement for any cause whatsoever. 11. SUBCONTRACTING Subcontractors shall perform none of the Services provided under this Agreement unless such subcontractors are specifically identified by Consultant and pre -approved by City in writing. 12. CONSULTANT IS AN INDEPENDENT CONSULTANT It is agreed that in performing the work required under this Agreement, Consultant and any person employed by or contracted with Consultant to furnish labor or materials under this Agreement are not agents or employees of City. Consultant has full rights to manage its employees subject to the requirements of the law. 13. NO PLEDGING OF CITY'S CREDIT Under no circumstances shall Consultant have the authority or power to pledge the credit of City or incur any obligation in the name of City. Consultant shall save and hold Agreement for Services/North American Energy Services Page 4 of 9 harmless the City, its City Council, officers, employees, boards and commissions for expenses arising out of any unauthorized pledges of City's credit by Consultant under this Agreement. 14. CONFIDENTIALITY OF MATERIAL A. Access to Confidential Information. City may provide Consultant and/or its subcontractor(s) with, or allow Consultant access to, certain information not available to the public concerning City, or businesses located in City. The information may include company information, taxes, sales, value of assets, or other such information. All such information shall be known as "Confidential Information" and may not be used to circumvent the responsibility of either parry to this Agreement. B. No Disclosure. Except as expressly permitted, Consultant and/or its subcontractor(s) 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 an authorized representative of City. Consultant and/or its subcontractor(s) shall return any written Confidential Information and all copies made of such items to City upon City's written request, but in any event not later than the date that Consultant has performed all services to be performed pursuant to this Agreement. Consultant hereby agrees that such Confidential Information and any documents provided may be used by Consultant and/or its subcontractor(s) only as authorized by the City. Consultant shall include a contract provision in its contract with subcontractors that binds the subcontractors to this non -disclosure requirement. Consultant shall take reasonable measures to avoid any disclosure of any such Confidential Information to any unauthorized person. C. Court Ordered Disclosure. Consultant shall immediately notify City of any court order or subpoena requiring disclosure of Confidential Information, and shall cooperate with City's legal counsel in responding to any such order or subpoena. Consultant 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. D. Remedies. In addition to any other remedies that it may have at law or in equity, City 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. Consultant acknowledges that in case of such breach or threatened breach of said provisions, City would have no adequate remedy at law. Agreement for Services/North American Energy Services Page 5 of 9 15. USE OF CITY NAME OR LOGO Consultant shall not use City's name, insignia or distribute exploitative publicity pertaining to the Services rendered under this Agreement in any magazine, trade paper, newspaper or other medium without the express written consent of City. 16. OWNERSHIP OF MATERIAL All material, including information developed on computers, which shall include data, sketches, tracings, drawings, plans, diagrams, quantities, estimates, specifications, proposals, tests, maps, calculations, photographs, reports and other material developed, collected, prepared or caused to be prepared under this Agreement shall be the property of City but Consultant may retain and use copies thereof. City shall not be limited in any way or at any time in its use of such material. However, Consultant shall not be responsible for damages resulting from the use of such material for work other than Project, including damages arising from the release of the material to third parties. 17. RIGHT OF CITY TO INSPECT RECORDS OF CONSULTANT City, through its authorized employees, representatives or agents shall have the right during the term of this Agreement and for two (2) years from the date of final payment for the Services provided under this Agreement, to audit the books and records of Consultant for the purpose of verifying any and all time and materials based charges made by Consultant under this Agreement. Consultant agrees to maintain sufficient books and records in accordance with generally accepted accounting principles to establish the correctness of all such charges submitted to City. City shall disallow any expenses not so recorded. Consultant shall submit to City any and all reports concerning its performance under this Agreement that may be requested by City in writing. Consultant agrees to assist City in meeting City's reporting requirements to the State and other agencies with respect to Consultant's Services hereunder. 18. CORRECTION OF SERVICES Consultant agrees to correct any incomplete, inaccurate or defective Services at no further cost to City, when such defects are due to the negligence, errors or omissions of Consultant. 19. FAIR EMPLOYMENT Consultant shall not discriminate against any employee or applicant for employment because of race, color, creed, national origin, sex, age, condition of physical handicap, religion, ethnic background, or marital status, in violation of state or federal law. Agreement for Services/North American Energy Services Page 6 of 9 20. HOLD HARMLESS/INDEMNIFICATION To the extent permitted by law, Consultant agrees to protect, defend, hold harmless and indemnify City, its City Council, commissions, officers, employees, volunteers and agents from and against any claim, injury, liability, loss, cost, or expense or damage, including all costs and reasonable attorney's fees in providing a defense to any claim arising therefrom, for which City shall become liable arising from negligent, reckless or wrongful acts, errors or omissions of Consultant's employees that cause bodily injury or property damage while Consultant's employees are on City property in connection with the services performed by Consultant pursuant to this Agreement. 21. INSURANCE REQUIREMENTS Consultant agrees to provide insurance in the amounts and forms specified in Exhibit C, which is attached hereto and incorporated by reference. Comparable coverage shall be provided for each subcontractor used in the performance of this Agreement. Consultant shall submit to the City documentation indicating compliance with these minimum requirements no less than one (1) day prior to the beginning of performance under this Agreement. Consultant shall not commence performance of its services under this Agreement until the above insurance has been obtained and proof of insurance has been filed with and approved by the City. 22. AMENDMENTS It is mutually understood and agreed that no alteration or variation of the terms of this Agreement shall be valid unless made in writing and signed by the Parties and incorporated into this Agreement. Such changes that are mutually agreed upon by City and Consultant shall be incorporated in amendments to this Agreement. 23. INTEGRATED DOCUMENT - TOTALITY OF AGREEMENT This Agreement embodies the agreement between City and Consultant and its terms and conditions. No other understanding, agreements, conversations or otherwise, with any officer, agent or employee of City prior to execution of this Agreement shall affect or modify any of the terms or obligations contained in any documents comprising this Agreement. Any such verbal agreement shall be considered as unofficial information and in no way binding upon City. 24. SEVERABILITY CLAUSE In case any one or more of the provisions contained herein shall, for any reason, be held invalid, illegal or unenforceable in any respect, it shall not affect the validity of the other provisions which shall remain in full force and effect. Agreement for Services/North American Energy Services Page 7 of 9 25. WAIVER Consultant agrees that waiver by City of any one or more of the conditions of performance under this Agreement shall not be construed as waivers of any other condition of performance under this Agreement. 26. NOTICES All notices to the Parties shall, unless otherwise requested in writing, be sent to City addressed as follows: Bruce V. Malkenhorst, Chief Executive Officer of Light & Power Department City of Vernon 4305 Santa Fe Avenue Vernon, CA 90058 And to Consultant addressed as follows: Don Mordus North American Energy Services Company 1180 NW Maple Street, Suite 200 Issaquah, WA 98027 27. CAPTIONS The captions of the various sections, paragraphs and subparagraphs are for convenience only and shall not be considered or referred to in resolving questions of interpretation. 28. STATUTES AND LAW GOVERNING CONTRACT This Agreement shall be governed and construed in accordance with the statutes and laws of the State of California. 29. VENUE In the event that suit shall be brought by either Party, the Parties agree that venue shall be exclusively vested in the state courts of the County of Los Angeles, California. 30. TERMINATION OF AGREEMENT This Agreement may be terminated by the City without cause on ten (10) days written notice to Consultant. In the event of such termination by the City, Consultant shall be entitled to only the compensation earned by it prior to the date the termination notice, plus compensation for necessary work performed during the ten (10) day notice period and authorized in the termination notice. Agreement for Services/North American Energy Services Page 8 of 9 The Parties acknowledge and accept the terms and conditions of this Agreement as evidenced by the following signatures of their duly authorized representatives. It is the intent of the Parties that this Agreement shall become operative on the Effective Date. CITY OF VERNON, CALIFORNIA, a chartered California municipal corporation ATTEST: BRUCE V. MALKENHORST, City Clerk APPROVED AS TO FORM: I�L' ERIC T. FRE CH, City Attorney "City" CITY OF VERNON By: EONIS C. MALBOPG, MayJr 4305 Santa Fe Avenue Vernon, CA 90058 Telephone: (323) 583-8811 x. 260 Fax: (323) 826-1438 NORTH AMERICAN ENERGY SERVICES COMPANY, a Washington Corporation . Canavera Vice President 1180 NW Maple Street, Suite 200 Issaquah, Washington 98027 Telephone: (425) 961- 4700 Fax: (425) 961- 4646 "Consultant" Agreement for Services/North American Energy Services Page 9 of 9 AGREEMENT FOR SERVICES by and between the CITY OF VERNON, CALIFORNIA and NORTH AMERICAN ENERGY SERVICES COMPANY EXHIBIT A SCOPE OF SERVICES Defined Scope Tasks Consultant shall perform the agreed upon tasks as shown in the schedule below for the Project at the following prices. PRICINGSCHEDULEO' 0' Task Fixed Price Development of Turnover Packages $16,400 • Determine startup system breakdown • Integrate engineering information into Turnover Database • Provide Turnover Packages Commissioning Plan Development* $18,700 • Develop Commissioning Plans Commissioning Procedure Development (Site Based) $34,700 • Review vendor documentation • Provide Commissioning Procedures Operations Program* $117,100 • Receive and review technical information • Conduct system walk downs • Develop System Descriptions and Operations Procedures Agreement for Services/North American Energy Services/EXHIBIT A Page 1 of Training Program* $31,100 • Develop Training Manual • Provide Qualifications Program • Provide Pre -Operational Training Maintenance Program $80,300 • Develop Maintenance Manual • Develop Equipment Database for CMMS • Develop Routine Maintenance Program, Including Equipment Task Instructions for CMMS • Setup Inventory Control System for CMMS • Develop Predictive Maintenance Program • Provide CMMS Training Total Fixed Price for Above Tasks $298,300 *Denotes that Audit/Document Review is a preliminary preparation step necessary to develop commissioning procedures and Operations Program. This cost has been included in the fixed prices provided for commissioning plant development and Operations Program. Water Chemistry Program • Develop Water Chemistry Manual Safety Program • Develop Safety Manual $8,100 Fixed Price $7,600 Fixed Price Agreement for Services/North American Energy Services/EXHMIT A Page 2 of Other Tasks $16,100 • Identify Outside Specialty Schools Fixed Price • Establish Technical Library • Establish Routine Log & Sheets Environmental Program Time and Materials. To be determined based on • Develop Environmental Manual range of services desired by City of Vernon Onsite Ongoing Support — Commissioning. Engineer Time and Materials • Provide Additional Onsite Startup and Commissioning Support as required Project Management Support — ProcessCoordinator Time and Materials • Provide Additional Project Management Support as required Other Support as Mutually Agreed Time and Materials Owner Support — Commercial Operations (Annual) $80,000** • Provide O&M Assessments (Quarterly) Annual Fixed Price ** Can be extended for additional years at the same rate plus escalation. Time and Materials Work Time and materials rates are: • Billing Rates. Payroll and payroll related personnel "costs and expenses of Consultant's employees and overhead shall be reimbursed at the following hourly billing rates which shall be applied to the total hours expended by Consultant's employees in performance of the work, including any necessary travel time. These hourly -billing rates shall remain fixed for all time and materials work performed through December 31, 2005. For time and materials work performed after December 31, 2005, the hourly billing rates shall be escalated by a mutually agreed index in each successive year. Agreement for Services/North American Energy Services/EXHIBIT A Page 3 of Position Commissioning Engineer $60.00 Process Coordinator $78.00 Project Manager $120.00 Project Engineer $95.00 Senior Operations Engineer $90.00 Operations Engineer $78.00 Environmental & Safety Specialist $100.00 • Expenses. Expenses incurred by Consultant shall be charged at actual cost, and shall include the following, if applicable: (a) Costs of all equipment, including equipment rented, leased or purchased for, or in connection with, the performance of the work; materials and supplies used or consumed in the performance of the work, including the cost of transportation, freight, storage, operation, maintenance and handling thereof (b) Costs of communications, computer work, equipment, materials, miscellaneous services and other items used, consumed or incorporated in the performance of the work; (c) Costs for printing, shipment and reproduction of plans, specifications, reports manuals and other data; (d) Reasonable living expenses for Consultant's employees when traveling on project -related business in accordance with Consultant's corporate policies; (e) All air and ground transportation by the most direct and practicable route between Consultant's home office and the work site as per Consultant's corporate travel policy, together with associated travel costs such as airport taxes, fees, and other similar charges; and (f) Any and all other direct and indirect costs and expenses incurred by Consultant and not specifically set forth herein, but which are incidental to or necessary for the performance of the time and materials scope of work. Project Assumptions • The Project consists of two Alstom XTS100 gas turbines, two HRSG's, and one steam turbine generator. Agreement for Services/North American Energy Services/EYMIT A Page 4 of The Commercial Operations date for the plant is assumed to be June 6, 2005. The City will provide liaison(s) to work with Consultant's personnel in the performance of the services. Specifically, development of the Operational Program Manuals will require interface with the City's plant staff, and where applicable, integration with existing City policies. As necessary, Consultant will review existing City standard operating procedures (SOP), in particular Safety, Environmental and Administrative, for use by Consultant in developing plant programs to ensure the philosophies and management principles are in agreement. City personnel familiar with the materials and the application of the SOPS will be made available for consultation or hands-on work in a timely and effective manner. The City shall also cause its personnel to act in a manner that supports the work schedule. • Temporary or permanent on -site office and storage facilities, including desks, telephone/fax services, and access to office equipment (excluding computers), for Consultant's personnel use during the on -site work activities will be provided by the City at no cost to Consultant. • Consultant will have full access to the plant and to all materials necessary for the proper performance of pre -commercial and commercial tasks in meeting the terms of the Technical Services Agreement. • Delivery of submittals including startup and commissioning services, operating procedures, and graining program on the agreed schedule is contingent upon receiving adequate information from the City in time to support the mutually agreed upon schedule of no later than 11 / 1 /04. In addition, timely and prompt review and comment by the City to Consultant on submitted materials will be in accordance with the schedule. • Consultant will produce startup and commissioning services, operating procedures, and training program that are consistent with the scope of services. • Consultant will produce four (4) copies and one (1) computer file copy of each program manual and/or other materials produced under the scope of services for each manual. The City will be allowed to reproduce and distribute this information internally as needed to support training of future employees at the Project. • The resolution of discrepancies, errors, and omissions in the work provided by others and submitted to Consultant for inclusion in the operating procedures and training will be the responsibility of the City. • According to the schedule in Exhibit D, the City will provide the following information to Consultant (and make available for use in Consultant's home office in Issaquah, Washington). Consultant assumes that this information will conform to industry standards with respect to level of detail and will be provided in English. A delay in receipt of such information may result in a delay in the submittal dates. Project Team to provide information by 10/4/04 (No Later Than l l/1/04): Agreement for Services/North American Energy Services/EXH BIT A Page 5 of o Plant Design Manuals o Contractor Operating Instructions o P&II)s for all systems o DCS Mimic Drawings (if available) o OEM Manuals for all Components of the Project Startup Services • Pricing for startup services including development of turnover packages, commissioning plan development, and commissioning procedure development is based on the Project consisting of two Alstom XTS100 gas turbines, two HRSG's, and one steam turbine generator.. If additional systems are included in the scope, then the fixed prices maybe adjusted and/or the added systems may be performed on a time and materials basis. • Startup and commissioning related services will be performed by SNC Lavalin, which will work as a subcontractor to Consultant. Operations Program • Operating Procedures will be verified by the plant staff in accordance with a mutually agreed schedule. Trainine Program • Consultant will provide training on -site or in facilities provided by the City, in coordination with OEM and/or vendor training. Consultant training is not designed to replace such training. Consultant will integrate its schedule with the Project startup schedule and onsite OEM/vendor training to ensure the needs of the City and the Project are met. Consultant prefers that OEM/vendor training is conducted prior to Consultant provided training. • Consultant will conduct the training following development and review of the operating procedures. Consultant has assumed that training will be provided and concluded two weeks prior to the First Fire date of April 5, 2005. • All operators will be hired prior to the start of on -site training. • All training provided by Consultant will be in English. Maintenance Program • A CMMS software package will be provided and installed by Consultant and installed on appropriate computer stations. For pricing purposes, Consultant assumed that the CMMS software package will be MP2. The cost for the software of $12,000, which includes 6 seats, is included in the fixed price. Agreement for Services/North American Energy Services/EXHIBIT A Page 6 of • The City will provide an equipment list that will contain the following information for all MGS Project systems and components in time to support the schedule: o Equipment number o Equipment description o Model # o Serial # o Vendor equipment number (OEM) o Equipment ratings • Vendor data on major equipment will be provided to Consultant no later than l l/1/04. • The City will provide the following inventory information for all Project material ordered (parts, consumables, etc.) in time to support the schedule: o Manufacturer #, Description, address, phone and representative o Vendor, Description, address, phone, type and representative o Inventory types o Inventory data, item, description, account code, cost center, type, class, model/part #, manufacturer and vendor. Water Chemistry Program The selected chemical supplier for the plant will provide to Consultant documentation on the chemicals and their use in the water treatment and boiler feedwater systems, and its procedures for inclusion into the Chemistry Program Manual. Safely Pro • The City will provide any existing safety standard operating procedures or directives to ensure the City's philosophy is clear and included in the Safety Program Manual. Other Tasks • A complete list of all vendor or OEM component manuals will be provided for technical library development. • Consultant will develop a technical library based on data supplied by the Project Team. P&ID reference will be to construction approved drawings. As build drawings for the library will be the responsibility of the Project Team. • Commissioning and start-up data and Project Team recommended operating parameters for components will be provided to Consultant for developing accurate log sheets. Agreement for Services/North American Energy Services/EXHIBIT A Page 7 of Environmental Program • Consultant can provide a range of environmental consulting services. Consultant will determine with the City's input the specific needs for environmental services and develop the Environmental Program manual accordingly. Consultant will review the current environmental information/documentation as submitted for the AFC application to the CEC. Owner Support — O&M Assessments • Consultant will provide on -site O&M assessments on a quarterly basis. Each assessment will include one week of on -site work and one week of work in the Consultant's home office. Consultant's Project Manager will prepare a written report which will be submitted to the City within 30 days after the return from the plant. Agreement for Services/North American Energy Services/EXHIBIT A Page 8 of AGREEMENT FOR SERVICES by and between the CITY OF VERNON, CALIFORNIA and NORTH AMERICAN ENERGY SERVICES COMPANY EXHIBIT B SCHEDULE OF FEES The City shall pay for the Services on the following schedule: PaVment Date Pa ent % Cost 10/4/04 Notice to Proceed 20% $59 658 l l/l/04 7.5% $22,373 12/1/04 7.5% $22,373 111105 7.5% $22,373 2/1/05 7.5% $22,373 3/1/05 7.5% $22,373 4/l/05 7.5% $22,373 5/1/05 7.5% $22,373 6/1/05 " 7.5% $22 373 8/l/05 Project Com letion 20% $59 658 The payment schedule for the Optional Tasks and Services (Water Chemistry Program, Safety Program and any other tasks selected) will be due upon completion for the task or service selected. Pavment date Optional Service Cost Upon completion Water Chemis Program $8,100 Upon completion Safety Program $7 600 Upon completion ID special schools Establish Tech Library Establish Log Sheets $16,100 The payment schedule for the Assessment Program, if selected by the City of Vernon, will be invoiced on the completion and submittal of the assessment report to the City of Vernon after each respective Quarterly Assessment. Payment date Optional Service Cost Upon com letion Quarterly Assessment $20,000/ Agreement for Services/North American Energy Services/EXHIBIT C Page 1 of I AGREEMENT FOR SERVICES BY AND BETWEEN THE CITY OF VERNON, CALIFORNIA AND NORTH AMERICAN ENERGY SERVICES COMPANY EXHIBIT C INSURANCE SCHEDULE Consultant shall provide proof of insurance, including a standard certificate of insurance, in at least the following amounts and coverage (combined single limit permitted): I. Coverage and Limits Hazards Automobile Liability Owned Automobiles Hired Automobiles Non -Owned Automobiles Workers' Compensation Employers' Liability II. Liabili General Liability Premises Operations Elevators (if applicable) Independent Contractors Products - Completed Operations Contractual Liability Umbrella Liability Bodily InjurX Pro p!ga Damage Each Person Each Accident Each Accident $ 500,000 $1,000,000 $ 500,000 $ 500,000 $1,000,000 $ 500,000 $ 500,000 $1,000,000 $ 500,000 $ Statutory $1,000,000 per employer $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $5,000,000 $2,000,000 $2,000,000 $2,000,000 $2,000,000 $2,000,000 $2,000,000 $5,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $5,000,000 a. The general liability policy shall contain the following special endorsements which shall be noted on or attached to the standard certificate of insurance: 1. An endorsement naming the City of Vernon, its officers, and employees as additional insureds under the policy with respect to Consultant's operations. b. In addition to the above, the Consultant shall provide such fin-ther proof of insurance documentation as the City deems necessary. Agreement for Services/North American Energy Services/EXHIBIT C Page 1 of 1 AGREEMENT FOR SERVICES BY AND BETWEEN THE CITY OF VERNON, CALIFORNIA AND NORTH AMERICAN ENERGY SERVICES COMPANY EXHIBIT D MILESTONE SCHEDULE Attached. 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U) it 1 (40 'CO D :(L C .6 'D 10 > m 0 C I= Wr- 1 cc cc 4) fn 10 c 1:5 iZ a (D 14) 0 0 0a) E 1 E A i-0 4-) i c a 0 1 0 —4)tl!otf co Ix 0- o rM o Of -V I m a) 0 E CL 0 (D L> r- ID 0 CL U E 10 go o 2 t,-o 0 0 0 0 w CL C C :5 CL w CL I 1 (D :Uj 1 r_ - E Si 0- Ey u E i E CD 0 iw w 4) a. > CM (D m (D E CL 2 rn 0 CL .0 Ti I W-7i Co U- -'r LO co rZ C4 m Lo to CO co (D co co Ir- P, co ir- co r- CO CO co lco co SUPPORTING DOCUMENTS Date:?/1/04 To: Eric Fresch / Cit y Attorney From: Manuel Garcia / Generation Operations Manager �?- Subject: Generation — MGS Indirect Commissioning Services Account Number: 055-500-8200-9000 Indirect commissioning/operating services for the MGS will consist of developing the following: 1. System Turnover Packages, 2. Commissioning Plan, 3. Commissioning Procedures, 4. Operating Plan and Procedures, 5. Operations Training, and 6. Maintenance Program. Four reputable companies (Bluewater Energy Solutions, Siemens Westinghouse, Parsons E&C and North American Energy Services) were asked to provide pricing and relevant performance information to the MGS commissioning/operations team. North American Energy Services (NAES) is best suited to meet the City's need. Therefore, I recommend that the City of Vernon enter into agreement with NAES under a "time and material/not to exceed" arrangement, total cost not to exceed $298,300. The enclosed package includes: 1. Recommendations from Commissioning Team Members. 2. Proposal — NAES, $298,300.00 (Recommended) 3. Proposal — Bluewater, $257,325.00 (Not Recommended) 4. Proposal — Parsons, $347,393.00 (Not Recommended) 5. Proposal — Siemens, $623,735.00 (Not Recommended) 6. L&P Budget, 8200, 5962 Contract Services — FY0405 I am available to review this proposal in detail. r� R Garcia, Manuel 40rom: Davis, Ed [EDavis@thomasonmech.com] ent: Friday, April 30, 2004 10:29 AM 0: Manny Garcia Subject: Commissioning Indirect Services Recommendations Manny, The main objective to this exercise was to find a company that can handle our needs with the indirect services. After meeting and reviewing all candidates one thing is clear all are qualified to do the job. The question is which candidate will fit our needs and cost. As you know all we need is a road map for commissioning your plant. I have total confidence in the team you have assemble to carry out this commission process of the plant, as long as we can get the indirect services completed with a company that meets our needs and the City and yourself feels comfortable with them. After saying all that I will give you my recommendation of the company that can get the job done and at a reasonable price. The companies that were reviewed were Bluewater, Parsons, Siemens and North American Energy Services. Bluewater: This company after review can supply us with most of the services we need, but lack services with the CTGs and STG, as far as the commissioning procedures and training on this equipment. I'm not that concerned about the training aspects on the turbines I feel very confident with my experience and have no problem with them not providing that service. The one aspect that does concern me is the procedures for commissioning the urbines. we will have to rely on Alstom for producing that procedure and that is where we ill run into problems because of their lack of defining and producing a procedure in a timely matter so far. Their price on the other hand fits. Parsons: They can deliver what we need, but I have reservations. I have been told by other user's that they do not deliver services in time constraints when stated. They also have cost overruns and are more likely to produce large amounts of change orders. I did not get that warm fuzzy feeling from there presentation. On the plus side the company shows stability and will always be there for your needs, but at what cost. Siemens: One thing is clear they are the OEM on this project and "damn proud of that fact". The price is way out there for the product they need to produce. North American Energy Services: This company can deliver our needs with a cost that fits. I have known this company and their abilities for over 15 years. In talking with some of the end users of varies power plants I have received nothing but the highest praise of their abilities. They have delivered a product in an on time manner with the highest professionalism. My only concern is that they understand what "indirect services" mean and not try to back door a Clear, Custody and Control of the MGS plant from you. My recommendations in order: 1 NEAS 2 Bluewater (with Alstom coming to the table with commissioning procedures) 3 Parsons (If awarded needs to be curtailed on cost overruns and monitored closely) 4 Siemens I In closing the ultimate decision is with you. I will work to the best of my abilities with any of the candidates that you and the City decides on. I will always keep you informed on the services that are being produced and if they meet the needs of the commissioning effort. Sincerely, Ed Davis Manager, Engine Division Thomason Mechanical *************************************************************** This email is confidential and may be protected by legal privilege. If you are not the intended recipient you should not copy it, re -transmit it, use it or disclose its contents, but should return it to the sender immediately and delete your copy from your system. Internet e-mails are not necessarily secure. 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Any views expressed in this message are those of the individual sender, except where the sender specifies and with authority, states them to be the views of . Scanning of this message and addition of this footer is performed by MXtreme E-mail Filter hardware in conjunction with virus detection software. • 2 Page 1 of 1 Garcia, Manuel From: McNabb, Jennifer Pt: Tuesday, May 04, 2004 11:05 AM o: Garcia, Manuel Subject: Commissioning Services Provider Hi Manny: I recommend utilizing NAES as the commissioning services provider for MGS. My reasons are as follows: Seimens: I did not see their presentation, but their cost is prohibitive. Parsons: They could probably do a fine job, but I was not a fan of the way they presented themselves. I think they have too many layers and they would be cumbersome to work with. Bluewater: Good presentation, but they seem understaffed and would have to outsource much of the work. NAES: Good combination of price, resources, experience and presentation. Let me know if you need any other info. Jennifer McNabb Malburg Generating Station • • 5/4/2004 • • To: Manuel Garcia, Generation Operations Manager From: Curtis Kirkland, Senior Electronics Technician Date: 4/29/2004 Re: Commissioning Services Recommendation 1 recommend that we use North American Energy Services as the vendor to provide the all the commissioning, training, operational and CMMP setup services. While all four companies could provide these services, I feel that NAES would be a better choice for the following reasons, 1. NAES has the most operational experience. They have full O&M for 49 plants. I think it would be best to establish a working relationship with a company that can help us beyond the commissioning phase of the plant. Setting up the plant maintenance program is going to be a very large job. NAES has setup 16 MP2 CMMS programs and use it daily and appear to have good experience in this area. 2. Bluewater has numerous references, which consist mainly of development of training programs. They would probably do an excellent job on setting up the training and O&M manuals but have only provided CMMS consulting on two projects, training on one project and implementation on one project. Where as NAES has implemented 16 MPS CMMS programs and use it daily in their operations. 3. Parsons has commissioned around 30 plants and has 0&M for around 10 plants. They would probably do a very good job on setting up the commissioning, TO packages, training and O&M manuals. Their CMMP software package look very good, but I still prefer NAES's because they have much more operational experience. 0 Page 1 POWER PLANT OPERATIONS/CONTROL CENTER .� ,'A" ; u.... ,, DATE: May 12, 2004 TO: Manuel Garcia, Generation & Operations Manager FROM: Carlos Fandino, Systems Manager U SUBJECT: Commissioning Recommendation After reviewing the entire qualified applicants to commission the Malburg Generating Station (MGS), I recommend that we contract with North American Energy Services (NAES). NAES will provide commissioning; training, startup procedures and basic commissioning guidelines at a reduced cost in comparison to the other vendors. It appears that NAES has the vast majority of Commissioning and Operational experience. Moreover they have established a working relationship with Alstom, which is the vendor of our purchased equipment Thank you for your consideration. 9 Garcia, Manuel From: Smith, Otis Sent: Thursday, May 06, 2004 3:43 PM To: Garcia, Manuel Subject: Recommendation for Provider of Indirect Commissioning Services Hi Manny, I recommend awarding these services to NAES. Their advantage over the other possible providers is their utility perspective, depth of experience and personnel. City of Vernon Utilities Otis Smith, P.E. 4305 Santa Fe Ave Vernon, CA. 90058 Phone: 323 583 8811 X212 • 0 Garcia, Manuel From: Denny Sumner [DSumner@wrms.com] OTTSent: Wednesday, April 21, 2004 3:10 PM o: Manny Garcia (E-mail) Subject: Commissioning Selections Hey Manny, Here are my two selections in order of priority. l.) North American Energy Services. I like these guys because they have a great deal of depth in their Operations and Maintenance group and their pricing is reasonable. I would request the following information: a. Submit resumes of their personnel matrix for this project. b. Provide additional reference information specific to projects in the US and preferably west of the Mississippi. The reason being, nobody responded to our requests for reference. c. Get a listing of projects successfully commissioned by the joint venture partner. Again, in the US and west of the Mississippi. d. I didn't see a copy of the commissioning procedure examples from the joint venture partner. If we don't have them, we might want to request some. e. Check to see if we can delete certain sections of the scope without being penalized should we decide to self perform some of the activities. 2.) Blue Water Energy Services. I like these folks for the same reasons as above but from the commissioning side of the quation. I think that we should ask for basically the same information from the Operations and Maintenance joint venture partner. Hope this helps. Good luck. Denny • 1 • • 0 2 ®NORTH AMERICAN ENIERGY SERVICES Energy People MakingEnergy Facilities Work - Better 1180 NW Maple Street, Suite #200 Issaquah, Washington 98027 (425) 961-4700 FAX (425) 961-4646 April 9, 2004 Mr. Manuel Garcia MGS Project Manager City of Vernon Department of Light & Power 4305 Sante Fe Ave. Vernon, CA 90058 Subject: Proposal: Indirect Commissioning Services for the MGS Project Dear Mr. Garcia: North American Energy Services (NAES) is pleased to provide our proposal for Indirect Commissioning Services, which includes the provision of startup and commissioning support services, the development of operational programs, and the delivery of training for the City of Vernon's Malburg Generating Station (MGS) Project to be located in Vernon, California. We have a long and successful history of providing comprehensive operations and maintenance and related technical services for a broad range of power generation facilities. NAES, as the leading independent provider of operations and maintenance services to the generation industry, truly understands the critical role that well -structured programs and procedures, professional training, and a thorough maintenance program have in providing safe, cost-effective, and proficient long-term plant operations and maintenance. We also have a full appreciation of the benefits of a coordinated and effective startup and commissioning program. We have teamed up with SNC Lavalin (SNCL) to provide the startup and commissioning support for the MGS Project. SNCL, a highly experienced and well known company, has provided startup services on 90 projects with Witerating capacity of 20,000 MW, including projects in California. NAES portfolio consists of full service O&M to 56 projects with generating capacity of 10,206 MW and Technical Services to 111 projects with generating capacity of 30,833 MW. Of the 41 gas turbine powered projects (99 units), seven projects (14 units) are located in California. The related experiences that we have earned through these projects in California and other locations from the basis for the proposal that we are submitting to the City of Vernon for the MGS Project. C, NAES conducts the development and implementation of technical services via our team of highly skilled and motivated Project Managers, Engineers, and Operations Engineers. These individuals bring a hands-on, operational perspective to their work. This is the same group of people who provide these same services to plants that NAES operates. These plants have consistently resulted in safe, reliable and cost-effective operations. We have a dedicated CMMS engineer on staff, who will be working on this project to develop and setup the CMMS system. We have established a strategic alliance with DataStream, the developer of MP2, one of the premier CMMS software developers in the business. We have successfully employed MP2 at sixteen O&M projects. As a value proposition that supports long-term operational success of the MGS Project, NAES is offering plant assessment and oversight support services for a period of three years. NAES will assign a Project Manager who will assess plant operations and maintenance activities, and recommend actions as needed to optimize plant performance. The objectives are to support continuous improvement of plant performance and staff capabilities via the proper and continuing implementation of the site specific programs and procedures. To provide the City of Vernon with options, our proposal contains two pricing components. • A fixed price arrangement for startup, turnover, commissioning, &velopment of operational programs, and the provision of training. • A time and materials arrangement for those tasks which require further definition of scope or that cannot be definitively quantified. We believe that the team of NAES and SNCL is the "best choice" to provide the Indirect Commissioning services for the MGS Project as NAES' and SNCL's expertise will offer site -specific, proven processes, low overall cost and the emphasis on sustaining long-term success via continued plant assessment and oversight support. Moreover, we have the staff to meet your schedule needs to support your May 15, 2005 commercial operations date. Please contact Don Mordus, Manager of Technical Services, or me to discuss this proposal or providing any additional information We look forward to working with you and support the success of the MGS Project Sincerely, Nausher Khan Sales Engineer NMK:feh Attachments cc: G.J. Canavera, Vice President, Marketing, NAES O.D. Scarborough, Vice President PPO/ Technical Services, NAES 0 • • ©NORTH AMERICAN ENERGY SERVICES Pricing Defined Scope Tasks NAES proposes to perform the agreed upon tasks as shown in the schedule in Figure 1 for the MGS Project at the following prices. Task Fixed Price Development of Turnover Packages $16,400 • Determine startup system breakdown • Integrate engineering information into Turnover Database • Provide Turnover Packages Commissioning Plan Development* $18,700 • Develop Commissioning Plans Commissioning Procedure Development (Site Based) $34,700 • Review vendor documentation • Provide Commissioning Procedures Operations Program* $117,100 • Receive and review technical information • Conduct system walkdowns • Develop System Descriptions and Operations Procedures Training Program* $31,100 • Develop Training Manual • Provide Qualifications Program • Provide Pre -Operational Training 0 040904 City of Vemoa Page 1 • 0 • ®NORTH AMER/CAM EMERGYSERVICES Maintenance Program $80,300 • Develop Maintenance Manual • Develop Equipment Database for CMMS Develop Routine Maintenance Program, Including Equipment Task Instructions for CMMS • Setup Inventory Control System for CMMS • Develop Predictive Maintenance Program • Provide CMMS Training Total Fixed Price for Above Tasks $298,300 * Denotes that Audit/Document Review is a preliminary preparation step necessary to develop commissioning procedures and Operations Program This cost has been included in the fixed prices provided for commissioning plant development and Operations Program. PRICING SCIM)ITE - SERVICES Water Chemistry Program $8,100 • Develop Water Chemistry Manual Fixed Price Safety Program $7,600 • Develop Safety Manual Fixed Price Other Tasks $16,100 • Identify Outside Specialty Schools Fixed Price • Establish Technical Library • Establish Routine Log & Sheets Environmental Program Time and Materials. To • Develop Environmental Manual be determined based on range of services desired by City of Vernon 040904 City of Vernon Page 2 • ®NORM ,AMERICAN ENERGY 5ERM., Onsite Ongoing Support — Commissioning Engineer Time and Materials • Provide Additional Onsite Startup and Commissioning Support as required Project Management Support — Process Coordinator Time and Materials • Provide Additional Project Management Support as required Other Suoport as Mutually Agreed Time and Materials Owner Support— Commercial Operations (Annual) $80,000** • Provide O&M Assessments (Quarterly) Annual Fixed Price • • Can be extended for additional years at the same rate plus escalation. Time and Materials Work Time and materials rates are: • Billing Rates. Payroll and payroll related personnel costs and expenses of NAES' • employees and overhead shall be reimbursed at the following hourly billing rates which shall be applied to the total hours expended by NAES employees in performance of the work, including any necessary travel time. These hourly -billing rates shall remain fixed for all time and materials work performed through December 31, 2005. For time and materials work performed after December 31, 2005, the hourly billing rates shall be escalated by a mutually agreed index in each successive year. Position Commissioning Engineer Hom-IN Billing Rate $60.00 Process Coordinator $78.00 Project Manager $120.00 Project Engineer $95.00 Senior Operations Engineer $90.00 Operations Engineer $78.00 Environmental & Safety Specialist $100.00 • 040904 City of Vemon Page 3 • ®NORTH AMERICAN ENERGY SERVICES • Expenses. Expenses incurred by NAES shall be charged at actual cost, and shall include the following, if applicable: (a) Costs of all equipment, including equipment rented, leased or purchased for, or in connection with, the performance of the work; materials and supplies used or consumed in the performance of the work, including the cost of transportation, freight, storage, operation, maintenance and handling thereof. (b) Costs of communications, computer work, equipment, materials, miscellaneous services and other items used, consumed or incorporated in the performance of the work; (c) Costs for printing, shipment and reproduction of plans, specifications, reports manuals and other data; (d) Reasonable living expenses for NAES employees when traveling on project -related business in accordance with NAES corporate policies; (e) All air and ground transportation by the most direct and practicable route between the NAES home office and the work site as per NAES corporate travel policy, together with associated travel costs such as airport taxes, fees, and other similar charges; and (f) Any and all other direct and indirect costs and expenses incurred by NAES and not specifically set forth herein, but which are incidental to or necessary for the performance of the time and materials scope of work. Pricing Assumptions NAES' pricing is based upon the following assumptions: General Assumptions • All prices are stated in constant April, 2004 U.S. dollars. No allowance has been made for the effects of inflation. • The proposal is subject to the development and execution of a mutually acceptable Technical Services Agreement. Upon signing the Agreement, NAES will immediately initiate work on the agreed to scope of services. Fixed prices include the direct labor, travel costs, and other direct expenses associated with NAES' performance of the work. OQ904 City of Vemon Page 4 ®NORTH AMERICAN ENERGY SERVICES • NAES will submit invoices monthly for both fixed price and time and materials work over the term of the agreement. Payment will be due in full to a designated U.S. bank within 15 days of the receipt of the invoice. • The City of Vernon will be responsible for all taxes levied by governmental authorities in the conduct of the scope of services except for NAES' U.S. corporate income tax obligations. • NAES' proposal is valid for 90 days upon receipt. Project Assumptions • The MGS Project consists of two Alstom XTS 100 gas turbines, two HRSG's, and one steam turbine generator. • The Commercial Operations date for the plant is assumed to be May 15, 2005. • The City of Vernon will provide liaison(s) to work with NAES personnel in the performance of the services. Specifically, development of the Operational Program Manuals will require interface with the City of Vernon's corporate staff, and where applicable, integration with existing the City of Vernon's policies. As necessary, NAES will review existing the City of Vernon standard operating procedures (SOP), in particular Safety, Environmental and Administrative, for use by NAES in developing plant programs to ensure the philosophies and management principles are in agreement. The City of Vernon personnel familiar with the materials and the application of the SOPs will be made available for consultation or hands-on work in a timely and effective manner. The City of Vernon shall also cause its personnel to act in a manner that supports the work schedule. Temporary or permanent on -site office and storage facilities, including desks, telephone/fax services, and access to office equipment (excluding computers), for NAES' personnel use during the on -site work activities will be provided by the City of Vernonat no cost to NAES. NAES will have full access to the plant and to all materials necessary for the proper performance of pre -commercial and commercial tasks in meeting the terms of the Technical Services Agreement. 0 0409N City of Vemon Page 5 NORTH AM RICAN I�...t ENERGY SERVICES • Delivery of NAES' submittals including startup and commissioning services, operating procedures, and training program on the agreed upon schedule (proposed in Figure 1) is contingent upon receiving adequate information from the City of Vernon in time to support the mutually agreed upon schedule of no later than 9/ 1 /04. In addition, timely and prompt review and comment by the City of Vernon to NAES on submitted materials will be in accordance with the schedule. • NAES will produce startup and commissioning services, operating procedures, and training program that are consistent with the scope of services. • NAES will produce four (4) copies and one (1) computer file copy of each program manual and/or other materials produced under the scope of services for each manual The City of Vernon will be allowed to reproduce and distribute this information internally as needed to support training of future employees at the MGS Project. • The resolution of discrepancies, errors, and omissions in the work provided by others and submitted to NAES for inclusion in the operating procedures and training will be the responsibility of the City of Vernon • The conclusion of NAES' fixed priced scope of services will be 90 days or three months after the actual commercial operations date of the plant. • A proposed schedule to provide setup services for the project, assuming a start work • date (notice -to -proceed) on July 1, 2004, is provided in Figure 1. [Note: All dates are tentative at this time pending further discussions with the City of Vernon] • According to the schedule shown in Figure 1, the City of Vernon will provide the following information to NAES (and made available for use in NAES' home office in Issaquah, Washington). NAES assumes that this information will conform to industry standards with respect to level of detail and will be provided in English. A delay in receipt of such information may result in a delay in the submittal dates. MGS Project Team to provide information by 7/l/04 (No Later Than 9/1/04): o Plant Design Manuals o Contractor Operating Instructions o P&IDs for all systems o DCS Mimic Drawings (if available) o OEM Manuals for all Components of the MGS Project Startup Services • Pricing for startup services including development of turnover packages, commissioning plan development, and commissioning procedure development is based on the systems shown in Attachment 1. If additional systems are included in 0 0409N City of Vernm Page 6 MORrH AMERICAN ENERGY SERVICES the scope, then the fined prices may be adjusted and/or the added systems may be performed on a time and materials basis. Startup and commissioning related services will be performed by SNC Lavalin which will work as a subcontractor to NAES. Operations Program • Operating Procedures will be verified by the plant staff in accordance with a mutually agreed schedule. Training Program NAES will provide training on -site or in facilities provided by the City of Vernon, in coordination with OEM and/or vendor training. NAES training is not designed to replace such training. NAES will integrate its schedule with the MGS Project startup schedule and onsite OEM/vendor training to ensure the needs of the City of Vernon and the MGS Project are met. NAES prefers that OEM/vendor training is conducted prior to NAES provided training. • NAES will conduct the training following development and review of the operating procedures. NAES has assumed that training will be provided and concluded two weeks prior to the First Fire date of March 13, 2005. 0 • All operators will be hired prior to the start of on -site training. • All training provided by NAES will be in English. Maintenance Program • A CMMS software package will be provided and installed by NAES and installed on appropriate computer stations. For pricing purposes, NAES assumed that the CMMS software package will be MP2. The cost for the software of $12,000, which includes 6 seats, is included in the fixed price. • If available, we request that the City of Vernon provides an equipment list that will contain the following information for all MGS Project systems and components in time to support the schedule: o Equipment number o Equipment description o Model # o Serial # o Vendor equipment number (OEM) 040904 City of Vemon Page 7 MORTH AMERICAM ENERGY SLRVM= • o Equipment ratings • • Vendor data on major equipment will be provided to NAES no later than 9/l/04. • If available, we request that the City of Vernon will provide the following inventory information for all MGS Project material ordered (parts, consumables, etc.) in time to support the schedule: o Manufacturer #, Description, address, phone and representative o Vendor, Description, address, phone, type and representative o Inventory types o Inventory data, item, description, account code, cost center, type, class, model/part #, manufacturer and vendor. Water Chemistry Program • The selected chemical supplier for the plant will provide to NAES documentation on the chemicals and their use in the water treatment and boiler feedwater systems, and its procedures for inclusion into the NAES' developed Chemistry Program Manual. Safety Program • The City of Vernon will provide any existing safety standard operating procedures or directives to ensure the City of Vernon philosophy is clear and included in the Safety Program Manual. Other Tasks • A complete list of all vendor or OEM component manuals will be provided for technical library development. • NAES will develop a technical library based on data supplied by the MGS Project Team P&ID reference will be to construction approved drawings. As build drawings for the library will be the responsibility ofthe MGS Project Team. • Commissioning and start-up data and MGS Project Team recommended operating parameters for components will be provided to NAES for developing accurate log sheets. 040904 City of Vernm Page 8 • NORTH AMERICAN YJ ENERGY SERVICES Environmental Program NAES can provide a range of environmental consulting services. NAES will determine with the City of Verrion's input the specific requirements needs for environmental services and develop the Environmental Program manual accordingly. NAES will review the current environmental information/documentation as submitted for the AFC application to the CEC. Owner Su000rt - O&M Assessments NAES will provide orrsite O&M assessments on a quarterly basis. Each assessment will include one week of on -site work and one week of work in the NAES home office. The NAES Project Manager will prepare a written report which will be submitted to the City of Vernon within 30 days after the return from the plant. 040%4 City of Vernon Page 9 NORTH AMERICAN ENERGY SERVICES 0 Client References • For verification of NAES performance you are invited to contact the following individuals: Ripon & San Mr. Scott Harlan (P) (832) 585-0035 x 301 Gabriel Rockland Capital Energy Investments, (F) (832) 585-0104 LLC (E) scout.harlan@rocklandcapital.com 2204 Timberloch Place, Suite 190 The Woodlands, TX 77380 Prime Energy Mr. Jim Maiz (P) (832) 585-0106 Rockland Capital Energy Investments, (F) (832) 585-0104 LLC (E) james.maiz@rocklandcapital.com 2204 Timberloch Place, Suite 190 The Woodlands, TX 77380 Wildflower Mr. Andy MacGregor (P) 617-828-1561 (Indigo & Intergen (E) AMacGreg@INTERGEN.com Larkspur) 15 Wayside Road Burlington, MA 01803 Auke Bay Fossil Mr. Scott Willis (P) (907) 463-6396 Plant Alaska Electric Light & Power (E) scott.willis@aelp.com 5601 Tonsgard Court Juneau, AK 99901 COPEL Geracao Mr. Raul Munhoz Neto (C) 011-55-41-9991-6369 UEG Araucaria Rua Jose Izidoro Biazetto (E) raul.munhoz@copel.com 158 Bloco A. Mossungue Curitiba, Parana, Brasil 81200-240 Alpart Mr. Eugene "Gene" Miller (P) (876) 523-1116 Powerhouse Alumina Partners of Jamaica (F) (876) 962-3332 P.O. Box 529 (E) gene.miller@kaiseral.com Arabi, LA 70032-529 Attala Mr. Mike Chapman (P) (301) 915-0327 Generating Kelson Energy (F) Facility 4611 Sleaford Bethesda, MD 20814 (E) mike.chapman@kelsonenergy.com Benning Road Mr. Robert Englund (P) (703) 253-1787 & Buzzard Asset Manager (F) (703) 253-1754 Point Potomac Power Resource, Inc. (E) ren lg und(o-)pepcoenergy.com 1300 N. 17' Street, Suite 1600 Arlington, VA 22209 040904 City ofvemon Page 10 • L� ©NORTH AMERICAN ENERGY SERVICES Brazos Valley Mr. Neil Bivona (P) (212) 251-3673 ABN AMRO (F) (212) 251-3685 350 Park Ave, 2nd Floor (E) neil.bivona@abnamro.com New York, NY 10022 Lockport & Mr. Tom Gesicki (P) (716) 439-1004 North Lockport Energy Assoc., L.P. (F) (716) 439-1000 Tonawanda 5087 Junction Road (E) lealp@aol.com Cogeneration Lockport, NY 14094 Facilities Mustang Mr. Fred Barber (P) (806) 592-8100 Facility Denver City Energy Assoc., L.P. (F) (806) 592-9259 P.O. Box 1757 (E) fbarber@crosswind.net Denver City, TX 79323 Vernon Mr. Richard E. Kuntz (P) (718) 626-8265 Boulevard New York Power Authority (F) (718) 626-8201 1 st & Grand rd 23rd & 3 Regional Manager -Power Generation (E) richard.kuntz@nypa.gov 31-03 2 01b Avenue Pouch Terminal Astoria, NY 11105 Hell Gate Harlem River Puerto Cortes Mr. Salomon Ordonez Soto (P) 011-504-665-1261 Plant (O&M ELCOSA (F) 011-504-665-1261 oversight) 9 Calle, entre 10 y 11 Ave. (E) sordonezna,elcosa.com Barrio El Faro Puerto Cortes, Honduras, C.A. 0409N City of Vernon Page 11 • • o! ,� w El c� ALL; ♦ � a O a eQ��f � N - •L —' ♦ O Y = m S`� O — ♦ = Q Q O LLI OU g a~ >> D CL IL y s �' pG 06 m C Oj Q LL Q� W g C A E ; L1 i � O C ® L IL> o �n a E �53 z Ir g z a c m 1i co m v o N M d' ,to iw 'h co�c" -r- 'N � '` :W 'r W .N `N N iN N iN N N N o a 0 0 A LL to IEI (a c E Cf) o 0 c CO) 0 M 'OD Cl a 0 a e c w 3> a im To > 3 0 - - 0 ao .0 0 0 U, C -E t Lu E 00 E E 00 -9 E a 2 ,o r- 8 a, C) z 0 E 2 < E m 0 > g vOL, c U) UA C 0 . -Irv. (D .E0 CL U) w E E CIL 0 E cL M 0 E 8 c r 0 OE8 -6 W wE 8 c o E 0 0 AMA0 E0 E a E 0 -IM 0 < > 0 0 > E can w w C < z m CL CL 8 CL V w rZ ,it V A IS D; LU 0 R O IM E a. g cn • 0 Ll o LU Wi i gi 'w 2 O py � Z' CO) Io G c N m n w a c7 N C. CL =O E gCO� v m O �� Ej=g © m� m 0 0 y m� � y c � m g w Q 2 1 "� v a o E a° E ° E g a a a ° a$ o a a 3 Q a 3 ci n a :a o a _' > p N C ID m °m CL oo coIV Q o o a p '2 'o E Y W > V UH a 'F u m a A. ~c _o 20 0o avWc s w �e Vl L W AD o o a o aCL wCL ® w IV` d m a Z Q a m Z u. as co co E 0 0 M v o ''`N Cl) .tA 'Cp Im O ® m ;� n ,n ,ao ao w CO ao .Go rn • • MALBURG GENERATING STATION -- VERNON, CA SYSTEM DESIGNATOR LIST Attachment 1 AUXCW FAuxiliaryCooling Water System BD1 Blowdown #1 BD2 Blowdown #2 BFW1 Boiler Feed Water #1 BFW2 Boiler Feed Water #2 CDS Condensate Drains System CEMS1 Continuous Emissions Monitoring System #1 CEMS2 Continuous Emissions Monitoring System #2 CFB Chemical Feed —Boiler CFCW Chemical Feed —Circulating Water CIRCW Circulating Water System COND Condensate System CT1AIR Combustion Turbine #1—inlet Air CT1CS Combustion Turbine #1—Control System CT1 DV Combustion Turbine #1—Drains & Vents CT1 FG Combustion Turbine #1—Fuel Gas CT1 FP Combustion Turbine #1—Fire Protection CT1 GEN Combustion Turbine #1—Generator CT1 HS Combustion Turbine #1—Hydraulic Start CT1 LO Combustion Turbine #1—Lube and Hydraulic Oil CT-1-SPRINT CTITUR Combustion Turbine #1—S dnt Combustion Turbine #1 —Turbine CT1WASH Combustion Turbine #1—Water Wash CT2AIR Combustion Turbine #2—Inlet Air CT2CS Combustion Turbine #2—Control System CT2DV Combustion Turbine #2—Drains & Vents CT2FG Combustion Turbine #2—Fuel Gas CT2FP Combustion Turbine #2—Fire Protection CT2GEN Combustion Turbine #2—Generator CT2HS Combustion Turbine #2—Hydraulic Start CT2LO Combustion Turbine#2—Lube and Hydraulic Oil CUSPRINT Combustion Turbine #2—Sprint City of Vernon -System Designator List Attachment E Page 1 of 2 • • • CUTUR Combustion Turbine #2—Turbine CT2WASH Combustion Turbine #2—Water Wash DB1 Duct Burner #1 062 Duct Burner #2 DCS Balance of Plant; DCS DRW Misc. Drains & Vents DW Demineralized Water DWT Demineralized Water Transfer FGS Fuel Gas S stem FP Fire Protection System HPS High Pressure Steam HRSG1 Heat Recovery Steam Generator #1 HRSG2 Heat Recovery Steam Generator #2 HV High Voltage IA Instrument Air LA Liquid Ammonia LPS Low Pressure Steam LV Low Voltage MV Medium Voltage PW Potable Water RW Raw Water System SA Service Air SP Sample Panel STCS Steam Turbine —Control System STGEN Steam Turbine —Generator STHYD Steam Turbine —Hydraulic Oil STLO Steam Turbine —tube Oil STSS Steam Turbine —Sealing Steam STTUR Steam Turbine --Turbine SW Service Water UPS/DC Uninterru tible Power Supply/DC VA lVaporous Ammonia WW Waste Water System City of Vernon -System Designator List Attachment E Page 2 of 2 11 3 • L ]l Bluewater E N E RGY S O L UTI O N S Proposal for Technical Services City of Vernon Malburg Generatin Station Attention: Mr. Manu Garcia Proposal Number: 20041001 Bluewater Energy Solutions, Inc. is pleased to provide this proposal to the City of Vernon for Technical Services at the Malburg Generating Station, located in Vernon, California. Bluewater Energy Solutions specializes in power facility project execution from project development to turnover of the commercially operational facility to the Owner/Operator. BES employs only the best of the power industry's project performers including seasoned commissioning engineers and technical writers experienced in systems design and layout, equipment and construction specifications, document control, and sequenced deliveries of constructible engineering work product's to support the project schedule. BES provides engineers and technicians experienced in coordinating the efforts of general contractors, equipment suppliers, local authorities and multiple subcontractors, while enforcing safety and quality control programs. Our people are specialists in systematic construction completion, equipment start-up, plant performance testing, and the assembly of technical documentation necessary for the operation and maintenance of the facility. Further, BES is affiliated with an extensive network of elite specialists and professionals in the power project community that may be enlisted as needed to address risk management, contract review, technical due diligence and design review, contract drafting and negotiation, claims settlement, and dispute resolution. Thus every aspect of project performance, whether routine or extraordinary, is comfortably within BES' grasp throughout the life of a project. We pride our selves in having exceeded our customers' expectations and hold ourselves to meeting this high standard in every future assignment. We achieve customer satisfaction by listening to each customer's objectives and priorities, assembling flexible strategy meeting the customer's needs, maintaining a keen watch and control over schedule or cost slippages, providing continuous feedback and detailed reporting to our customer's management, and managing the project in complete accord with the customer's needs, as they may change from time to time throughout the life of the project. In a nutshell: attentiveness, competence, flexibility and consistency are the key elements to our success and our customer's satisfaction. We pride ourselves in delivering services on time, on budget and to the satisfaction of our customers. We understand our clients' needs and embrace the demands placed on us in successfully completing our work. We are a seasoned project management team able to provide dedicated services closely tailored to each Customer's needs and best interest. We understand the importance of maintaining cost and schedule targets, and are accustomed to addressing slippages before they become irreversible. You will find that our people are comfortable and capable in enforcing the City of Vernon's project program with all third parties, and our extensive experience in technical, commercial and logistical matters will serve to prevent, detect, and avoid or mitigate all adversities that may arise in the course of the project. Specific to the City of Vernon's request, the proposed service's include; l . An initial audit of the Malburg Generating Stations engineering, construction and startup/commissioning documentation. 2. Planning and development of System Turnover Packages. 3. Development of Malburg Generating Station Commissioning Manual 4. Planning and development of System Commissioning Procedures. 5. Planning and development of facility Operating Procedures. Page 1 of 1544 February6, 2004 1 • • Bluewater ENERGY SOLUTIONS 6. Planning and development of two (2) week operator training course. Proposal Number: 20041001 As a result of the specific site needs, we are proposing to provide an onsite field engineer during the duration of each of listed above activities who will support and coordinate these deliverables in direct partnership with the City of Vernon. The BES engineer will have the focused support of our management team, including personnel developing procedure drafts in our home office, our exclusive electronic System Turnover Package program, which will assist in creating professional and time saving documents and advice from our field experienced, seasoned professional staff as may be requested. PROPOSAL DETAILS I. DETAILED SCOPE AND PRICE: Bluewater Energy Solutions Inc. (BES) is proposing to the City of Vernon a three (3) phase approach to accomplishing the discussed Purposed Services. These options are presented in the following phases along with pricing details. Phase 1: Perform an initial audit of the Malburg Generating Stations engineering, construction and startup/commissioning documentation. BES will provide one (1) construction/commissioning manager for the duration of two weeks to review the current and existing engineering, construction and startup documentation for the Malburg station. This activity would start on March 1, 2004 and would be completed on a T&M basis. Following this onsite audit, the BES team will develop and present a written report to the City of Vernon stating the manager's findings and recommendations. This T&M work in Phase 1 would be performed as follows: Weekly time sheets will be provided to the City of Vernon representative for signature and authorization at the end of each week. A. Schedule of Rates for Personnel: The Hourly Rate is invoiced for all hours worked. t z.. 3 '77 r4 �E Construction/Commissioning $65.00 per hour NIA Manager B. Travel and Living Expenses/Per Diem: Company will be billed for all associated travel and living expenses for each project as outlined below. 00 ..>° .. } Page 2 of 1545 February6, 2004 1 • • Bluewater :E ENERGY SOLUTIONS Proposal Number: 20041001 Mobilization/Demobilization Round trip coach class airfare, transportation to and from the airport, tolls, Expenses lodging, meals (up to $35.00 per day, receipts not required), I day travel time each way (up to 8 hours per day) OR $0.36 per mile, tolls, lodging, meals (up to $35.00 per day, receipts not required), and up to 8 hours paid travel time for a minimum of 450 miles driven per day will be invoiced from the employees point of origin to the project site and return to his original point of origin. Travel Expenses Lodging, rental car with associated costs including fuel, meals (up to $.35.00 per day, with receipts), laundry (up to $25.00 per week, with receipts) and telephone (up to $30.00 per week, with receipts C. Service HandlingFee: All expenses will be invoiced at cost plus 10%. ESTIMATED TOTAL PRICE FOR PHASE 1 T&M IS $10,680.00 Phase 2: Planning and development of System Turnover Packages. T&M Work BES will provide one (1) Commissioning Manager onsite working on a T&M basis for a duration of six (6) weeks to plan and support the development of the System Turnover Packages. The Packages will include the required system turnover documentation to perform an efficient and administrative process for the acceptance of each system from construction to startup to facility operations. In addition to the onsite BES engineer, BES will perform the intense work of developing the drafts of the System Turnover Package from our home office on a fixed price basis. This is done to reduce cost for the City of Vernon and for maintaining tight controls of records and personnel resource management. For the T&M work in Phase 2, BES proposes the following: Weekly time sheets will be provided to the City of Vernon representative for signature and authorization at the end of each week. A. Schedule of Rates for Personnel: The Hourly Rate is invoiced for all hours worked. k Commissioning Manager $70.00 per hour N/A B. Travel and Living Expenses/Per Diem: Company will be billed for all associated travel and living expenses for each project as outlined below. Page 3 of 1545 to W ma .11111f .. February6, 2004 Ll I� U • Bluewater ENERGY SOLUTIONS Proposal Number: 20041001 Mobilization/Demobilization $ round trip coach class airfare, transportation to and from the airport, tolls, Expenses lodging, meals (up to $35.00 per day, receipts not required), 1 day travel time each way (up to 8 hours per day) OR 0.36 per mile, tolls, lodging, meals (up to $35.00 per day, receipts not required), and up to 8 hours paid travel time for a minimum of 450 miles driven per day will be invoiced from the employees point of origin to the project site and return to his original point of origin. Local Living Expenses Upon arrival at the site, a per diem of S125 per day times 7 days . per week will be invoiced in lieu of actual living expenses Travel Expenses If any travel is required, lodging, rental car with associated costs including fuel, meals (up to $.35.00 per day, with receipts), laundry (up to $25.00 per week, with receipts) and telephone (up to $30.00 per week, with receipts). Any approved job related local expenses, parking, materials, offices supplies, telephone, etc will be expensed weekly. C. Service Handling Fee: All expenses will be invoiced at cost plus 10%. Estimated price for T&M scope is $23,970.00 Fixed Price Work Develop System turnover packages. BES will develop turnover packages for each plant system. Each turnover package will contain forms for recording system parameters for: (a) Contractor's construction completion and pre -commissioning; and (b) Customer's testing, commissioning, and starting up of the associated system. The package will also contain drawings for identification of associated system boundaries. The Customer's contractor is required to complete all construction and pre -commissioning documentation prior to turnover to Customer. Following system turnover and as the plant moves through the start-up and commissioning process, the commissioning forms included in each turnover package will be filled in with system data by the startup and commissioning team. Format and content of each turnover package will be consistent with established BES standards. BES has reviewed the Malburg Generating Station P&ID's and has identified 46 systems as described in Attachment 1. Additionally, a System Turnover Package table of contents (TOC) has been provided as Attachment 2 so that the City of Vernon understands the contents of each Package. The System Turnover Packages will be provided in hard copy, three (3) ring binders with a cover sheet identifying each package. Fixed Price Work: BES will perform the Fixed Price scope of Phase 2 for $23,000.00 ESTIMATED TOTAL PRICES FOR PHASE 2 T&M PLUS FIXED PRICE IS $46,970.00 Page 4 of 154-5 February6, 2004 I • • LBluemater AAmmm E N E RGY SOLUTION S Proposal Number: 20041001 Phase 3: Development of Malburg Generating Station Commissioning Manual System Commissioning Procedures Operating Procedures Operator Training Course. BES will provide one (1) Commissioning Manager onsite working on a T&M basis for a duration of eight (8) weeks to plan and support the development of the Commissioning Manual, System Commissioning Procedures, facility Operating Procedures and planning and development of the Operator Training Classroom Course. The before mentioned services will provide the City of Vernon with the procedures necessary to startup and commission the Malburg Generating Station in a safe and consistent manner. These procedures, training, manual and System Turnover Packages support the steps and requirements of a successful project and add a structure to enable a strong organization. In addition to the onsite BES engineer, BES will perform the intense work of developing the drafts of the Commissioning Manual, Commissioning Procedures, and Operating Procedures and Operator Classroom Training Course materials from our home office on a fixed price basis. This is done to reduce cost for the City of Vernon and for maintaining tight controls of records and personnel resource management. For the T&M work in Phase 3, BES proposes the following: Weekly time sheets will be provided to the City of Vernon representative for signature and authorization at the end of each week. A. Schedule of Rates for Personnel: The Hourly Rate is invoiced for all hours worked. IWO Commissioning Manager $70.00 per hour N/A B. Travel and Living Expenses/Per Diem: Company will be billed for all associated travel and living expenses for each project as outlined below. Mobilization/Demobilization round trip coach class airfare, transportation to and from the airport, tolls, Expenses lodging, meals (up to $35.00 per day, receipts not required), 1 day travel time each way (up to 8 hours per day) OR $0.36 per mile, tolls, lodging, meals (up to $35.00 per day, receipts not required), and up to 8 hours paid travel time for a minimum of 450 miles driven per day will be invoiced from the employees point of origin to the project site and return to his original point of origin Local Living Expenses Upon arrival at the site, a per diem of $125.00 per daytimes 7 days per week will be invoiced in lieu of actual living expenses Travel Expenses If any travel is required, lodging, rental car with associated costs including fuel, meals (up to $.35.00 per day, with receipts), laundry (up to $25.00 per week, with receipts) and telephone (up to $30.00 per week, with receipts). Any approved job related local expenses, parking; materials, offices supplies, telephone, etc will be expensed weekly. Page 5 of 154-5 February6, 2004 is Ads-P _umewater ENERGY SOLUTIONS Proposal Number: 20041001 C. Service Handling Fee: All expenses will be invoiced at cost plus 10%. Estimated price for T&M scope is $31,495.00 Fixed Price Work The Commissioning Manual. A sample Commissioning Procedure has been provided as a guide and standard for the required detail of each procedure. A list of Commissioning Procedures has been provided as Attachment 4. A sample Operating Procedure has been provided as a guide and will be used as the standard for the required detail of each Operating Procedure. A list of Operating Procedures has been provided as Attachment 5. 1. Develop Commissioning Manual. BES will develop a Commissioning Manual, based on Customer's Project Schedule for start-up and commissioning of the Project. The Commissioning Manual will include sections as described in Attachment 3, Commissioning Manual, Table of Contents. The Commissioning Plan will be issued and used by all Project personnel associated with the start-up and commissioning effort. Periodic updates to the Commissioning Plan will be made as required. 2. Develop System Commissioning Procedures. BES will develop commissioning procedures for each plant system, based on the start-up boundaries previously identified and the Plant Systems • listed in Attachment 4. Each procedure will contain safety information, step-by-step checklists, and procedural text. The format of each procedure will be consistent with established BES standards reviewed at our meeting of February 2, 2004. 3. Develop System Operating Procedures. BES will develop operating procedures for each plant system, based on the Plant Systems list in Attachment 5. The format and level of detail of each procedure will be consistent with established BES standards reviewed at our meeting of February 2, 2004. 4. Develop Operator Training Program. BES will develop an overall operator training program including comprehensive Training Program Design, Development, and Implementation for the facility. The training program will consist of a detailed training manuals and formal classroom training as described in our meeting of February 2, 2004 and presented in Section 6 of the Executive Summary presented at this meeting. Containing system, based on the start-up boundaries previously identified and the Plant Systems listed in Attachment 4. Each procedure will contain safety information, step-by-step checklists, and procedural text. The format of each procedure will be consistent with established BES standards reviewed at our meeting of February 2, 2004. Fixed Price Work: BES will perform the above Phase 3 Fixed Price scope for $168,180.00 if all services are purchased. Price for individual services as follows: Commissioning Manual — No Charge Commissioning Procedures - $63,525.00 Training Manual (20 Copies) - $75,900.00 Page 6 of 151-5 February6, 2004 Bluewater ENERGY SOLUTIONS Proposal Number: 20041001 • Training Program Instruction - $16,500.00 Operating Procedures - $41,800.00 ESTIMATED TOTAL PRICES FOR PHASE 3 T&M PLUS FIXED PRICE IS $199,675" .,' TERMS AND CONDITIONS: The work shall be performed in accordance with terms mutually agreeable to both parties. III. CUSTOMER OBLIGATIONS: 1. Customer shall ensure that security is provided at the Project site at all times during the course of the Work, including but not limited to, safeguarding Contractor's personnel and personal property. 2. Customer shall provide Contractor with reasonably acceptable office and workspace, telephone and facsimile services, and sanitary facilities — all conveniently located at the Facility. 3. Customer shall provide debris removal and waste material collection facilities and services at the Facility. 4. Customer to provide all engineering and technical documentation and data as generally described below: • Equipment Lists and Database • • Instrumentation Lists • DCS UO Database • Piping and Instrumentation Diagrams (P&IDs) • Electrical One-Line/Elementary Diagrams • System/Control Design Descriptions • DCS Control Logic Diagrams • Project Schedule • Vendor Manuals If you have any questions, please do not hesitate to call. Thank you, Perry Novak Vice President Bluewater Energy Solutions (770) 722 - 0883 (676) 547 - 3033 Fax •pnovak@bluewaterenergysolutions.com www.bluewaterenergysolutions.com Page 7 of 154 5 February6, 2004 �71 • • Blumater ENE RGY SOLUTIONS Attachment I Proposal Number: 20041001 City of Vernon Malburg Generating Station, 2xl Combined Cycle System Turnover Packages System List System Abbreviation - Name 1. IA - Instrument/Plant Air System 2. MFG - Main Fuel Gas System including: Fuel Gas Scrubber Fuel Gas Filter and Coalescing Filter Fuel Gas Control System 3. FGM - Fuel Gas Metering 4. FGC - Fuel Gas Compressors 5. FP - Plant Fire Protection System/Fire Water and Diesel Pumps 6. PW - Potable Water System/Utility 7. RW - Raw Water System 8. DW - Demin Water System 9. CW - Circ Water 10. CCW - Aux Circ Water/Closed Cooling Water 11. CT - Cooling Tower 12. CTCF - Cooling Tower Chemical Feed 13. CS — Condensate System 14. BD — Blowdown 15. W W - Waste Water/Drains 16. DCS — DCS 17. AS - Ammonia Storage and Transfer 18. HV - 69/230/345 kV Switchyard 19. 13.8V - 13.8kV Electrical System 20.4.16V - 4.16kV Electrical System 21.480V - 480V System 22. UPS — UPS/125vdcBatteries 23. GTl - Gas Turbine Generator #1 and Auxiliaries 24. GT2 - Gas Turbine Generator #2 and Auxiliaries 25. HRSG1 - Heat Recovery Stearn Generator #1 & N2 Lay-up 26. HRSG2 — Heat Recovery Steam Generator #2 & N2 Lay-up 27. LP 1— Low Pressure Feedwater # 1 Page 8 of 154-5 February6, 2004 • r1 U L-1 x HBluewater EN ERGY SOLUTIONS Proposal Number: 20041001 28. LP2 — Low Pressure Feedwater #2 29. HP 1— High Pressure Feedwater # 1 30. HP2 — High Pressure Feedwater #2 31. SCRI — HRSG #1 SCR System 32. SCR2 — HRSG #2 SCR System 33. CF1 — HRSG Chemical Feed #1 34. CF2 — HRSG Chemical Feed #2 35. BD — HRSG Boiler Drains #1 36. BD2 — HRSG Boiler drains #2 37. DBl — Duct Burner HRSG #1 38. DB2 — Duct Burner HRSG #2 39. CEMS1 — Continuous Emissions Monitoring System HRSG #1 40. CEMS2 — Continuous Emissions Monitoring System HRSG #2 41. LPS1— Low Pressure Steam HRSG #1 42. LPS2 — Low Pressure Steam HRSG #2 43. HPS 1 — High Pressure Steam HRSG #1 44. HPS2 — High Pressure Steam HRSG #2 45. SS - Water/Steam Sampling 46. STG - Steam Turbine Generator and Auxiliaries Page 9 of 154-5 February6, 2004 • Bluewater ombalk ENERGY SOLUTIONS Attachment II Proposal Number: 20041001 City of Vernon Malburg Generating Station, 2x1 Combined Cycle TURNOVER PACKAGE TABLE OF CONTENTS I. GENERAL INFORMATION 1. Turnover Package Transmittal 2. Yellow Lined P&ID 3. Exception List H. MECHANICAL 1. Rotating and Non -Rotating Equipment List 2. Lubrication Record 3. Alignment Record 4. Sheave Alignment Record 5. Inspection Report Fan/Blower 6. Conveyor Completion Checklist 7. Mechanical Equipment Data Record 8.Overhead Crane Completion Checklist 9.Overhead Crane Completion Checkout OPS 10. Final Tank and Vessel Inspection III. PIPING 1. Piping Line List 2. Pressure Test Report 3. System Flush Report 4. Heat Trace IV. ELECTRICAL 1. Electrical Drawings (as required) 2. Motor Acceptance Checklist 3. Electric Motor Run-in 4. Panel Acceptance Record 5. Switchgear Acceptance 6. Transformer Acceptance 7. Motor Control Center Acceptance 8. UPS/Battery 9. Plant Energization Checklist 10. Plant Synchronization Checklist Page 10 of 154-5 February6, 2004 • • luewater, ENERGY SOLUTIONS Proposal Number: 20041001 V. INSTRUMENTATION AND CONTROL 1. Instrumentation and Control List 2. Calibration of Switches 3. Calibration of Motor Operated Valves 4. Calibration of Pneumatic Valves 5. Calibration of Transmitters/Indicators 6. Start-up Instrument Loop Checkout Sheet 7. Strip Heater Checkout Sheet * Not all System Turnover Packages require every form. Page 11 of 1545 February6, 2004 Bluewater ENERGY SOLUTIONS Attachment III Proposal Number: 20041001 City of Vernon Malburg Generating Station, 2z1 Combined Cycle Commissioning Manual Table of contents 1.0 Introduction....................................................................................................................... 2.0 Purpose............................................................................................................................. 3.0 Scope................................................................................................................................ 4.0 Jobsite Organization and Responsibilities.......................................................................... 5.0 Commissioning Activities................................................................................................. 6.0 ACTIVITY DEFINITIONS............................................................................................... 7.0 COMMISSIONING FLOW DIAGRAM........................................................................... 8.0 COMMISSIONING PROCEDURES................................................................................ 9.0 Weekly Startup Report ...................................................................................................... 10.0 Time Tracking Worksheet................................................................................................. 11.0 PUNCHLISTS.................................................................................................................. 12.0 SAFETY SYSTEM CONTROL........................................................................................ 13.0 Taking Over Certificate..................................................................................................... 14.0 TRAINING....................................................................................................................... 15.0 WORK RESPONSIBILITIES........................................................................................... 16.0 PRE PROJECT AUDIT CHECK LIST............................................................................. 17.0 general TERMS AND DEFINITIONS.............................................................................. 18.0 Startup Schedule Milestone Terms and Defmitions............................................................ Page 12 of 1545 February6, 2004 r Bluewater ENERGY SOLUTIONS Attachment IV Proposal Number: 20041001 City of Vernon Malburg Generating Station, 2xl Combined Cycle Commissioning Procedures List Instrument/Plant Air System Main Fuel Gas System including: Fuel Gas Scrubber Fuel Gas Filter and Coalescing Filter Fuel Gas Control System Fuel Gas Metering Fuel Gas Compressors Plant Fire Protection System/Fire Water and Diesel Pumps Potable Water System/Utility Raw Water System Demin Water System Circ Water Aux Circ Water/Closed Cooling Water Cooling Tower Cooling Tower Chemical Feed Condensate Blowdown Waste Water/Drains Ammonia Storage and Transfer 13.8kV Electrical System/Generator Breaker 4.16kV Electrical System 480V System UPS/125vdcBatteries HRSG — Heat Recovery Steam Generator & N2 Lay-up HRSG — LP Feedwater HRSG — HP Feedwater HRSG — SCR System HRSG — Chemical Feed •HRSG — Boiler Drains HRSG — Duct Burner Page 13 of 15 February6, 2004 Blvewater E N E RGY S O LUTI O N S 40 • • HRSG — CEMS System HRSG — Low Pressure Stearn HRSG — High Pressure Steam Water/Steam Sampling Proposal Number: 20041001 The following Commissioning Procedures will be completed by the specific vendors: Gas Turbine Generator and Auxiliary Systems — by Alstom Steam Turbine Generator and Auxiliary Systems — by Alstom DCS Switchyard Page 14 of 154-5 February6, 2004 . Bluewater ENERGY SOLUTIONS �J Proposal Number: 20041001 Attachment V City of Vernon Malburg Generating Station, 2x1 Combined Cycle Operating Procedures List Instrument/Plant Air System Fuel Gas System (include Compressors) Fire Protection System Potable Water System Raw Water System Demin Water System Circ Water (include Cooling Tower) Aux Circ Water/Closed Cooling Water Cooling Tower Chemical Feed Condensate Blowdown Waste Water/Drains SCR and Aqueous Ammonia Electrical Distribution (include Switchyard, 13.8 kV, 4.16 kV, 480, UPS, DC) Nitrogen Blanketing System HRSG HRSG — Chemical Feed Duct Burner CEMS System Steam System (HP, LP, and Steam Bypass) Water/Steam Sampling Integrated Plant Operations The following operating procedures will be provided by the equipment manufacture: Gas Turbine Generator and Auxiliaries Steam Turbine Generator and Auxiliaries Bluewater will include the operations of the gas turbines and steam turbine when compiling the Integrated Plant Operating Procedure. Page 15 of 154-5 February6, 2004 • 4 • • . OPERA7TONSAND MAINTENANCE City of Vernon 4305 Santa Fe Avenue Vernon, California 90058 March 26, 2004 ATTN: Mr. Manuel G. Garcia Dear Mr. Garcia: On behalf of myself and the Parsons E&C organization, I would like to thank you for allowing Parsons E&C to be of service to you in providing you with this proposal on your startup, commissioning and training services package for the Malburg Generating Station. Included in the attachment that follows is a brief description of the desired services you requested (Scope of Work) and an outline of the projected costs for completing each phase of the request. Please note, as we discussed, it is in tabular form, which allows you to review each segment of the proposal so that you may select which specific service you would like Parsons E&C to perform. We hope this will meet your requirements and we look forward to continued negotiations on the • proposal. Should you have any questions concerning what we have discussed or what is included herein, please do not hesitate to call me at your earliest convenience. I look forward to seeing you again in the near future to further discuss this and any other additional assistance that we may provide for the City of Vernon. Thank you again for considering Parsons and allowing me the opportunity to present this proposal. Regards, Roy A. Dowd Business Development Manager Operations and Maintenance Division (661) 303-4140 E-Mail: roy.dowd@parsonsec.com 0 OPERA TlONSAND MAINTENANCE SCOPE OF SERVICES The Owner intends to procure O&M Services from the O&M Provider that shall include the scope of services identified in this section. The Owner and/or it's agent(s) will work with the O&M Provider to develop a detailed scope of services, to establish policies, standards, and methods for performing the O&M Services and to define the Owner oversight requirements. Each scope of service can be individually awarded to an O&M Provider based upon their qualification to perform the scope of services described. a. System Descriptions Detailed system descriptions can be written that will be based upon the plant detailed design documentation. The design material will be taken and analyzed and properly split into the individual systems for the plant. These documents will include the following: i. Purpose ii. Design Basis iii. Description of System iv. Description of Equipment V. Description of Control vi. Safety and Precautions vii. References b. Turnover Packages Turnover Packages will be developed that encompass each system that is delineated. The Turnover Package will include all testing requirements for that system. The system boundaries will be spelled out with a "scoped" drawing. The "scoped" drawing will assign boundaries for testing and isolation and will be a colored P&ID that will be an "as -built" of the plant specific system. Each form that will be required for testing will be included in the package and will be ready for use by the craft and Start-up personnel. C. BOP Training Manuals Each BOP system will have a training manual assigned to it. The training manual will consist of the contents from the System Description that is presented in a format that is most compatible with student learning. Use of plant pictures and equipment pictures will be maximized in order to allow the students to relate the information in the training manual to the actual plant equipment. The • Training manual will also contain the OJT qualification cards for that system that each operator will be required to complete for qualification. d. Training Program The O&M Provider will set up the Training Program to not only provide the BOP training courses but also schedule and coordinate the Owner's vendor training courses. The Training Program will include an OJT coordinator that will be the interface point at the completion of the two week BOP training course for the operators as they complete their OJT qualification cards. The training classes for BOP will be set up by system and then taught with a plant walk -down at the conclusion of that day's training. This walk -down will allow the operators to better correlate the information with the actual system equipment. At the end of the training period a knowledge verification will occur and a certificate of class completion will be awarded to those operators that attended the class. e. Commissioning Procedures A Mechanical Commissioning procedure will be written for each BOP system that is not provided by the major equipment vendors. This procedure will include the major system flush as well as tank closeouts and relief valve verifications. An Electrical Commissioning Procedure will be written for each electrical system to include transformer interfaces (vendor commissioning completed) all the way down to the low voltage and DC systems. A generic motor test procedure will be given which details how motor bumps and runs are performed for the different motors in the plant. . Functional Test Procedures will be written to include verification of the I/O between the DCS and all BOP equipment as well as inputs and outlets to and from the major vendor equipment. We will also include the Loop Check procedure which will detail how to perform the proper loop checks in the power plant. f. Operating Procedures System Operating Procedures can be written that cover the individual System Operation to include Startup, Shutdown, Normal Operation, Special or Infrequent Operation, and Associated Alarms. An Integrated Operating Procedure can be written to provide the overall plant operating procedure and describe how the different systems are operated together in a controlled and efficient manner. g. Site Liaison An individual will be placed at the City of Vernon office initially for 1-2 months during the "discovery" phase of the work in order to interface and ensure that all information is gathered and collected that is needed in order to provide the home office with the design information needed to perform the work. This liaison will then be back and forth between the Reading, PA office and the site in order to ensure that all personnel both at Parsons E&C and City of Vernon are communicating properly. This liaison will be assigned up until the Site Training. The OJT Coordinator will be reporting to the site at the end of the Site Training and will be available at the site until COD. • 0 0 I I I 1 1 1 1 I 1 1 I i 1 1 I I i w q q . . . 0 0 0 0 O O h 00 h N h N O O h b b N h 'ti N 'ti N M M h h N 0 0 0 0 0 N 0 N 0 0 0 0 0 0 0 7 0 b 0 00 0 00 N 'ti n1 M M 00 b b N N ti N N N N M M N r r It er v er d h h rr v 0 0 0 0 0 0 0 0 © 0 o 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 N N N N N N N N N N N 0 N N N O N \ N N N N Ln01 q O Q N COO�,w000 • • 0 O 44 � O q `� OU W � h q W C5 0 W ti �O x O �U w0 U rV� O q O h O O • p � 4 O p O � x � h o O o w N N i� Q ' O � U N U O o 0 0 O � � W O Ln O � q q • • 0 0 Pi 0 7� SIEMENS • Westi- :7 • Spring 2004 City of Vernon Malburg Generating Station Gas Turbine /Combined Cycle Training Program Proposal Siemens Westinghouse Power Corporation A Siemens Company 4400 Alafaya Trail Orlando, Florida 32826-2399 U.S.A. (407) 736-2000 25 March 2004 Manuel Garcia Plant Manager City of Vernon 4305 Santa Fe Ave Vernon, CA 90058 Subject: Technical Support Services & Training Proposal Siemens Westinghouse Siemens Westinghouse is pleased to present this offer for Training Courses and Services and Commissioning documentation and coordination for the City of Vernon in City of Vernon, California.. This offer will encompass training and commissioning support. The training program being proposed (A. Initial Familiarization and Operation Training) is comprised of familiarization and operation of the Gas Turbine, Steam Turbine, HRSG and BOP for the City of Vernon Power Plant. The training courses will be custom to the City of Vernon plant and equipment. B. Repeat course of the original training course. There are 2 training services offered: C. Detailed Operating Procedures and D. Onsite Instructor Support. These services will help aid operators through operating the power plant and develop the confidence they need to reach the operating goals. The commissioning program being proposed is comprised of two categories: E. Commissioning Documentation and F. Commissioning Coordinator. Siemens Westinghouse will develop the documentation necessary for the commissioning of the plant and have a person available onsite for 34 man weeks (any time over the 34 man weeks will require additional negotiations.) The price for the aforementioned courses and services is provided in the Summary Detail sheet attached. You will also find applicable terms and conditions for each course and service. If the items are selected as a package deal we will be able to offer discounts as follows: Package 1 Item A and C at 10% Discount Package 2 Item A and C at 10% Discount and Item D at a 25% Discount Package 3 Item A and C at 10% Discount, Item D at a 25% Discount and Item E and F at a 15% discount In closing, Siemens Westinghouse appreciates the opportunity to present this offer and thanks you for considering Siemens Westinghouse Service company to provide these services for your power project. If you have any questions regarding this offer please contact me at (407) 736-7084. This proposal is valid for 30 days from the date of this offer. Respectfully, Christa Sober 25 March 2004 Manuel Garcia Plant Manager City of Vernon 4305 Santa Fe Ave Vernon, CA 90058 Subject: Technical Support Services & Training Proposal Siemens Westinghouse Siemens Westinghouse is pleased to present this offer for Training Courses and Services and Commissioning documentation and coordination for the City of Vernon in City of Vernon, California.. This offer will encompass training and commissioning support. The training program being proposed (A. Initial Familiarization and Operation Training) is comprised of familiarization and operation of the Gas Turbine, Steam Turbine, HRSG and BOP for the City of Vernon Power Plant. The training courses will be custom to the City of Vernon plant and equipment. B. Repeat course of the original training course. There are 2 training services offered: C. Detailed Operating Procedures and D. Onsite Instructor Support. These services will help aid operators through operating the power plant and develop the confidence they need to reach the operating goals. The commissioning program being proposed is comprised of two categories: E. Commissioning Documentation and F. Commissioning Coordinator. Siemens Westinghouse will develop the documentation necessary for the commissioning of the plant and have a person available onsite for 34 man weeks (any time over the 34 man weeks will require additional negotiations.) The price for the aforementioned courses and services is provided in the Summary Detail sheet attached. You will also find applicable terms and conditions for each course and service. If the items are selected as a package deal we will be able to offer discounts as follows: Package 1 Item A and C at 10% Discount Package 2 Item A and C at 10% Discount and Item D at a 25% Discount Package 3 Item A and C at 10% Discount, Item D at a 25% Discount and Item E and F at a 15% discount In closing, Siemens Westinghouse appreciates the opportunity to present this offer and thanks you for considering Siemens Westinghouse Service company to provide these services for your power project. If you have any questions regarding this offer please contact me at (407) 736-7084. This proposal is valid for 30 days from the date of this offer. Respectfully, Christa Sober SIEMENS Westinghouse Siemens Westinghouse Power Corporation Proposes to City of Vernon � To Provide • Training Courses and services Start Up and Commissioning 04-053 CITY OF VERNON GTX-100 TRAINING PROGRAM REV 1 SIEMENS WESTINGHOUSE POWER CORP. Training Courses for City of Vernon 0 - Introduction Siemens Westinghouse will provide training for the staff at the City of Vernon Power Plant located in City of Vernon, California. The training will prepare the operations and maintenance staff establishing a solid knowledge base of the gas turbine, steam turbine and its associated systems. The following descriptions identify the training and services provided by Siemens Westinghouse. The training program described below contains courses that will be customized and tailored based upon the equipment at the City of Vernon plant site. A. Initial Familiarization and Operation Training Courses (optional repeat available) The training courses proposed for the City of Vernon plant are as follows: • GTX 100 Gas Turbine Familiarization — Course will provide a firm base of knowledge for the students to put to practical use allowing them to become productive members of the start-up and commissioning team. The exercises conducted promote hands on familiarization of the gas turbine, its associated auxiliary systems and the logic of how the gas turbine operates. Emphasis is placed on plant configuration, gas turbine components, auxiliary systems., conducted on -site, total duration of 4-days, for a maximum of fifteen (15) students. • HRSG/BOP Familiarization— Course provides personnel with a broad knowledge HRSG, BOP Systems. The exercises conducted promote hands on familiarization of the HRSG and BOP. Emphasis is placed on plant configuration, HRSG and BOP components, auxiliary systems, conducted on -site, total duration of 4-days, for a maximum of fifteen (15) students. • MP24 Steam Turbine Familiarization— Course provides personnel with a broad knowledge of the steam turbine engine and the supporting auxiliary systems. The exercises conducted promote hands on familiarization of the steam turbine and its associated auxiliary systems.. Emphasis is placed on plant configuration, steam turbine and auxiliary systems, conducted on -site, total duration of 3-days, for a maximum of fifteen (15) students. • Combined Cycle Operations Course provides personnel with a broad knowledge of the operating principle and philosophy for the total plant. Specific operating limitations for the Gas Turbine and Steam Turbine emphasized. Understanding of instrumentation, alarms and trips presented. Plant pre -start conditions identified, start-up and shutdown of the combined cycle plant are covered as well as infrequent operations and lay-up conditions, conducted on -site, total duration of 4-days, for a maximum of fifteen (15) students. 04-053 CITY OF VERNON GTX-100 TRAINING PROGRAM REV 1 SIEMENS WESTINGHOUSE POWER CORP. • Training Services for City of Vernon B. Detailed Operating Procedures Detailed operating procedures have become a very functional part of daily plant operations. By having Siemens Westinghouse write the procedures for the Gas Turbine, Steam Turbine, HRSG, and r integrated plant startup and shutdown procedures for the over all power plant, the staff will have a consistent set of procedures to use. This will also ensure the operators are operating the plant in a consistent manner. • Detailed Operating Procedures Siemens Westinghouse Training Group will gather the necessary documentation to write detailed operating procedures. This plant support service will require a minimum of six months. An instructor will be available for validation of the draft procedures for First Fire activities. In addition an instructor will also be available for validation of the final procedures during Commercial Operations Activities. C. On site Instructor Support On -site Instructor Support is an effective way to build the confidence level and reinforce the information the staff learned in the classroom by supporting the staff in their daily activities as an operator. • On -Site Instructor Support Siemens Westinghouse Training Group will provide an Instructor to work along side the City of Vernon Operations staff during the Start-up and Commissioning of the plant to further enhance their training and to ensure the maximum benefit is achieved by supervised discussion during the process. 04-053 CITY OF VERNON GTX-100 TRAINING PROGRAM REV 1 SIEMENS WESTINGHOUSE POWER CORP. Commissioning Service Introduction Siemens Westinghouse will provide Commissioning Documentation and a Commissioning Coordinator for the City of Vernon Power Plant located in City of Vernon, California. The commissioning documentation will consist of Siemens writing a commissioning program as well as writing Turn Over Packages (TOP) from construction to commissioning. The following descriptions identify the commissioning services provided by Siemens Westinghouse. A Commissioning Documentation Preparation Commissioning Documentation Preparation will consist of 2 parts: Writing of commissioning program and writing Turn Over Packages (TOP). Both documents will be done specific to the City of Vernon Plant and equipment. • Commissioning Program Siemens Westinghouse will develop a custom commissioning program specific to the City of Vernon Plant. The program will consist of an overview for each system, major equipment for that system, control system 1/0 list, Instrument and Valve list, calibration and control settings sheets, pre -start checks and a completion checklist. • Turnover Packages (TOP) Siemens Westinghouse will develop TOP's for the systems at the plant. Each turnover package will have a definition with boundary drawing as P&I-D's or electrical drawings, specific system design features and components (equipment lists, instrument lists, etc.), List of Tests and Inspections, description of the Commissioning Process, and a system punch list. E. Commissioning Coordinator One Commissioning Coordinator will be provided onsite for a period of 34 weeks (5 days per week, 40 hours per day). Commissioning Coordinator The Commissioning Coordinator will consult with the City of Vernon on commissioning planning and scheduling prior to the start of commissioning activities. After commissioning activities are underway the coordinator will coordinate and consult the City of Vernon on how to maintain the schedule and keep commissioning flowing smoothly. 04-053 CITY OF VERNON GTX-100 TRAINING PROGRAM REV I SIEMENS WESTINGHOUSE POWER CORP. • • • a rA 0 $ ^O vi Ln rn� H •� (� .O A " ° � N Cl) o a C N a c U c /O� m o L I.s' M_ O C o . rl > � T yLJ Q. 8 H n y O " a c cn A U- Conv, rin -0 ca o O M .4 a � � P. U c 0 kn 4 z z 0 M U'1 kn —4 M AE0-a F°-•U O O ° Old O -° 0 a O 03,H Ov�� O o 0 � C4 � o o o u. ;9O' ' �Ocd ° • • � GCS C) E+ U rig O M O N A cis 00 a� a 609� 4-4 it ram'+ 0 0 a o 0 U O v Q � .O � •O O rA O GorA y U Ua UU W G4 0 U • • Offer Validity Offer Validity This offer will be validate for thirty (30) days, a purchase order or Letter of Intent (LOI) will be required to retain this pricing. The attached Terms and Conditions will be applied to Training Services. 04-053 CITY OF VERNON GTX-100 TRAINING PROGRAM REV 1 SIEMENS WESTINGHOUSE POWER CORP. • PRESENTATION • • ►!j �J • CITY OF VERNON PG. 2 8200 BUDGET DETAIL AND SUMMARY 07-Jun-2004 2004-2005 DEPT: GENERATION OPERATIONS 1101 REGULAR 1102 OVERTIME 1103 CASUAL SUB TOTAL 2120 RETIREMENT 2130 GROUP INSURANCE 2140 UNEMPLOYMENT 2150 WORKER'S COMPENSATION 2160 AUTO INSURANCE 2170 MEDICARE 2180 BENEFIT ALLOWANCE SUB TOTAL 5200 DEPARTMENTAL SUPPLIES/SERVICE 5300 COMPUTER SERVICES 5400 UNIFORMS 5470 FUEL EXPENSE 5471 FUEL ADDITIVES 5480 GENERATION EXPENSE 5600 UTILITIES & COMMUNICATIONS 5700 VEHICLE LEASE 5900 BUILD. & EQUIPMENT MAINTENANCE 5910. EQUIPMENT MAINTENANCE 5962 CONTRACT SERVICES 5965 TRAVEL MEETINGS & MEMBERSHIPS 5966 PUBLICATIONS & TRAINING SUB TOTAL EQUIPMENT OUTLAY: 8400 AUTOMOBILE 8500 NON -AUTOMOBILE SUB TOTAL CAPITAL OUTLAY: 9000 CAPITAL PROJECTS SUB TOTAL DEPARTMENT TOTAL: PRESENT REQUESTED YTD 06/30/04 BUDGET BUDGET $0 $172,894 $484,537 $0 $0 $0 $0 $0 $0 $0 $172,894 $484,537 $0 $12,139 $12,139 $0 $11,988 $28,860 $0 $972 $2,340 $0 $4,860 $11,700 $0 $810 $1,950 $0 $460 $460 $0 $0 $0 $0 $31,229 $57,449 $0 $2,000 $102,000 $0 $6,039 $6,039 $0 $1,500 $3,000 $0 $200,000 $3,500,000 $0 $10,000 $150,000 $0 $35,000 $765,000 $0 $1,000 $1,000 $0 $1,200 $1,200 $0 $5,000 $5,000 $0 $20,000 , $0 $182,000 1$3,499,000 )' $0 $0. $0 $1,000 $2,500 $0 $464,739 $8,067,739 $0 $0 $0 $0 $0 $2,510,500 $0 $0 $2,510,500 $0 $0 $300,000 $500,000 $0 $300,000 $500,000 $0 $0 $968,862 $11,620,225