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Resolution No. 8641 ~. . , . , . 1 RESOLUTION NO. 8641 2 3 4 5 6 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF VERNON APPROVING AND AUTHORIZING THE EXECUTION OF AN EQUIPMENT PURCHASE CONTRACT BY AND BETWEEN THE CITY OF VERNON AND OMICRON CORP. USA FOR RELAY TEST SET FOR THE LIGHT & POWER DEPARTMENT 7 WHEREAS, the City's Light & Power Department has determined 8 that it needs to purchase a Primary Test System, Test Card and Booster 9 together with all necessary accessories (collectively the "Relay 10 Equipment") to test and calibrate relays and relay systems installed 11 for the Malburg Generating Station as well as for the ongoing testing 12 and maintenance of the existing substation equipment in order to 13 protect the City's power system (collectively the "Test System"); and 14 WHEREAS, on July 16, 2003, the City Council of the City of 15 Vernon adopted Resolution No. 8252 with the intention of expediting the 16 purchase of supplies and services for the Malburg Generating Station 17 Project; and 18 WHEREAS, Omicron Electronics Corp. USA, doing business in 19 California as Omicron Corp. USA ("Omicron") submitted a proposal dated 20 June 4, 2004, that includes a description of the proposed Relay 21 Equipment necessary for the Test System; and 22 WHEREAS, the City has determined that Omicron possesses the 23 technical knowledge and expertise to furnish the Relay Equipment and 24 required by the City for the Test System; and 25 WHEREAS, on September 15, 2004, the Finance Committee 26 considered the recommendation of Bruce V. Malkenhorst, Director of 27 Finance, dated September 1, 2004, that the Relay Equipment be purchased 28 from Omicron and a contract be approved and executed; and . , , . " 1 WHEREAS, the City Council of the City of Vernon has 2 determined that, pursuant to the provisions of subsection (a) of 3 Section 2.27 of the Vernon City Code, it is in the public interest and 4 necessity to enter into a contract with Omicron for the purchase of the 5 Relay Equipment. 6 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE 7 CITY OF VERNON AS FOLLOWS: 8 SECTION 1: The City Council of the City of Vernon hereby 9 finds and determines that the recitals contained hereinabove are true 10 and correct. 11 SECTION 2: The City Council of the City of Vernon hereby 12 approves the Equipment Purchase Contract with Omicron, in 13 substantially the same form as the copy which is attached hereto as 14 Exhibit A and incorporated by reference. 15 SECTION 3: The City Council of the City of Vernon hereby 16 authorizes the Mayor to execute said Contract for, and on behalf of, 17 the City of Vernon and the City Clerk is hereby authorized to attest 18 thereto. 19 SECTION 4: The City Council of the City of Vernon hereby 20 directs the City Clerk, or his designee, to send one fully executed 21 Contract to: 22 23 24 25 26 27 28 Omicron Electronics Corp. USA, doing business in California as Omicron Corp. USA Attn. President 12 Greenway Plaza, Suite 1510 Houston, TX 77046 / / / / / / / / / - 2 - .' 1 SECTION 5: The City Clerk of the City of Vernon shall 2 3 certify to the passage of this resolution, and thereupon and thereafter the same shall be in full force and effect. 4 APPROVED AND ADOPTED this 19th day of January, 2005. 5 6 7 8 9 10 11 12 13 ~<'~ . EONIS C, MAL RG, M yor ATT/-/~ BRUCE V. MALKENHORST, City Clerk 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 - 3 - . ~ , l 1 STATE OF CALIFORNIA 2 ss COUNTY OF LOS ANGELES 3 4 I, BRUCE V. MALKENHORST, City Clerk of the City of Vernon, do 5 hereby certify that the foregoing Resolution, being Resolution No. 6 8641, was duly adopted by the City Council of the City of Vernon at a 7 regular meeting of the City Council duly held on Wednesday, January 19, thereafter was duly signed by the Mayor of the City of 8 2005, and 9 Vernon. 10 11 12 13 ( SEAL) 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 ~" BRUCE V. MALKENHORST, - 4 - , . , . EXHIBIT A . . EQUIPMENT PURCHASE CONTRACT THIS EQUIPMENT PURCHASE CONTRACT (this "Contract") is made, entered into and executed in duplicate originals, either copy of which may be considered and used as the original hereof for all purposes, as of this 19th day of January, 2005, in the City of Vernon, County of Los Angeles, State of California BY AND BETWEEN AND THE CITY OF VERNON (hereinafter referred to as "City") 4305 Santa Fe Avenue Vernon, CA 90058 OMICRON ELECTRONICS CORP. USA, DOING BUSINESS IN CALIFORNIA AS OMICRON CORP. USA (hereinafter referred to as "Omicron") 12 Greenway Plaza, Suite 1510 Houston, TX 77046 RECITALS WHEREAS, the City's Light & Power Department is requesting the purchase of one (1) CPC 100 Enhanced Multifunctional Primary Test System together with the necessary transport cases, cables, clamps, wiring and plugs, hardware and software accessories and CPOL polarity checker; one (1) CP Amplifier Test Card; and one (1) CP CB2 Current Booster (collectively the "Relay Equipment"), to be used for the Malburg Generating Station and existing substations; and WHEREAS, the City desires to purchase the Relay Equipment to protect the City's power system and to improve the effectiveness of its operation and enhance the services provided to citizens, residents and businesses within the Vernon community; and WHEREAS, Omicron has prepared a Quotation dated June 4, 2004 for the Relay Equipment, a copy of which is attached hereto as Exhibit A and incorporated by this reference ("the Proposal"); and WHEREAS, Omicron represents that it is qualified and capable of furnishing the labor, materials and expertise necessary to furnish the Relay Equipment that the City requires, as set forth in this Contract and the Proposal and is willing to do so on the terms and conditions set forth below; and WHEREAS, the City desires to enter into an agreement with Omicron to provide for the Relay Equipment, as defined below, on the terms and conditions set forth below. 1 NOW, THEREFORE, THE PARTIES AGREE AS FOLLOWS: 1. Purchase and Sale of the Relay Equipment. 1.1 Relay Equipment. Omicron shall sell and deliver, and the City shall purchase the Relay Equipment described in the Proposal. In the event of a conflict between the terms of this Contract and the Proposal, the terms of this Contract shall control. 1.2 Delivery. Omicron shall obtain, sell and deliver the Relay Equipment at the City of Vernon, F.O.B. Job Site. Omicron is responsible for all costs of full freight, including insurance, to Job Site. Risk of loss shall pass to the City upon delivery F.O.B. Job Site. 2. Time of Performance. Omicron shall commence and complete the delivery of the Relay Equipment as follows: 2.1 Time Schedule. Omicron shall begin to obtain the Relay Equipment upon the later of the full execution of this Contract and the City's issuance of a Purchase Order (the "Commencement Date"). Omicron shall complete delivery of the Relay Equipment no later than six (6) weeks from the Commencement Date (the "Delivery Time"). Unless performance is excused, as set forth in Paragraph 2.2, Omciron's failure to deliver the Relay Equipment within the Delivery Time shall constitute a material default of this Contract, and, among other remedies available to it, the City shall have the option of terminating this Contract. 2.2 Force Maieure. Neither party shall be considered to be in default in any of its obligations under this Contract when a failure of performance shall be due to an uncontrollable force. The term "uncontrollable force" shall mean any cause beyond the control of the party affected, including, but not restricted to, flood, earthquake, storm, fire, lightening, epidemic, war, riot, civil disturbance or disobedience, federal, state, or municipal action, statute, ordinance, or regulation, embargoes of the United States Government or any other government, which by exercise of due diligence such party could not reasonably have been expected to avoid and by exercise of due diligence has been unable to overcome. Either party rendered unable to fulfill any of its obligations under this Contract by reason of an uncontrollable force shall give written notice within five (5) business days of such fact to the other party and shall exercise due diligence to remove such inability with all reasonable dispatch. The Delivery Time shall be extended by Change Order by the number of days of delay caused by the uncontrollable force, as the City may reasonably determine. An extension of the Delivery Time by reason of an uncontrollable force shall not justify extra compensation for Omicron for administrative or other costs or expenses; provided, however, that if the time for achieving delivery is materially 2 . . extended by reason of uncontrollable force through no fault of Omicron, Omicron shall be entitled to an increase in the Contract Sum, but only in any amount equal to the increase in Omicron's direct cost resulting from such delay. 3. Contract Sum. The purchase price for the Relay Equipment is a sum of not to exceed Thirty- Nine Thousand Fifty Dollars and No Cents ($39,050.00) plus tax (the "Contract Sum"). 4. Payment Terms. 4.1 Payment. One hundred percent (100%) of the Contract Sum shall be paid within thirty (30) days after (a) the City's receipt and approval of the Relay Equipment and (b) the City's receipt of an invoice in a form reasonably acceptable to the City from Omicron. Invoices shall contain an itemization of services rendered and other directly related job expenses and subcontract charges incurred by Omicron and for which compensation is due. Omicron shall be responsible for paying any subcontractors used in the performance of this Agreement. Subcontractors shall not bill the City directly. Payment of the invoice shall be made after acceptance and approval by the City within thirty (30) days of receipt. The City's approval of the invoice shall not be unreasonably withheld. 4.2 Billings for Change Orders. Any billings for Change Orders, as defined in Paragraph 7 below, must be billed by separate invoice, with a copy of the applicable Change Order signed by the City attached to the invoice. 4.3 Payment Holds. Notwithstanding anything to the contrary contained herein, the City shall not be obligated to make any payment to Omicron if Omicron is in default of any of its obligations under this Contract; any portion of the Relay Equipment is defective or not in accordance with the terms of this Contract (provided, however, that payment shall be made as to any portion of the Relay Equipment that is acceptable to the City); or the conditions required for payment as set forth in Paragraph 4.1 above have not been satisfied. 4.4 Payment is Not Acceptance. Neither payment by the City nor use of the Relay Equipment by the City shall constitute an acceptance of any Relay Equipment not in accordance with the terms of this Contract. 5. Omicron's Representations. Warranties. and Covenants. 5.1 Capability. Omicron represents to the City that it is qualified, willing, and able to obtain, sell, and deliver the Relay Equipment. 3 . . 5.2 Assignment of Warranties: Delivery of Documentation. Omicron shall assign to the City at the time of the Relay Equipment delivery all manufacturers' warranties and Omicron shall assemble and deliver to the City complete copies of all warranties, guaranties, and operating and maintenance data and all other documentation from all manufacturers pursuant to this Contract. 5.3 Compliance with Law. Omicron shall strictly observe and comply with all applicable federal, state, and local laws, ordinances, and regulations governing the sale and delivery of the Relay Equipment, including, but not limited to any permit or license requirements of the United States Department of Commerce. 5.4 Authorizations. Omicron is authorized to do business in California and properly licensed and registered by all governmental authorities having jurisdiction over it. 5.5 Title to City. Omicron warrants that title to Relay Equipment will pass to the City either by incorporation in the construction or upon the receipt of payment by Omicron, whichever occurs first, free and clear of all liens, claims, security interests or encumbrances, and that no seller of any Relay Equipment or any portion thereof will retain an interest therein or an encumbrance thereon. 5.6 Payments to Third Parties. Omicron shall promptly pay all bills for labor and materials furnished by others in connection with this Contract. 5.7 Warranty. 5.7.1 Omicron's Warranties. Omicron warrants that all Relay Equipment will be new and free from defects in materials and workmanship, comply with the specifications provided by the manufacturers, be of good quality and merchantability, and fit for their intended purposes, and conform to all applicable governmental regulations, statutes, and ordinances. Any Relay Equipment not conforming to these requirements, including substitutions not properly approved and authorized, may be considered defective. In the event that the test results obtained by either Omicron or the City reveals that any portion of the Relay Equipment does not meet the City's specifications or the City identifies any defects in or damage to the Relay Equipment, Omicron shall promptly repair or replace any defective Relay Equipment; provided, however, that if, in the City's reasonable discretion, the quantity or quality of the defects are substantial, the City shall have the option of rejecting the entire shipment of Relay Equipment from that vendor, and obtaining another vendor to provide that Relay Equipment. Omicron shall be responsible for all direct and indirect costs that may be incurred by the City in connection with the rejection and/or replacement of damaged or defective Relay Equipment, including 4 . . any and all damages caused to the City's existing equipment, storage and/or system and the Vernon Substation or the Malburg Project by the use of defective Relay Equipment provided by Omicron. 5.7.2 Manufacturers' Warranties. Omicron shall obtain for the benefit of the City, and assign to the City, commercially reasonable manufacturers' warranties, which shall commence one (1) year from the date the City receives the Relay Equipment under this Contract or the City's acceptance of the Relay Equipment being purchased hereunder, whichever occurs first. Omicron shall assist the City in the enforcement of all such warranties. 5.7.3 Warranty Period. Omicron, at its cost, shall promptly repair or replace or cause the manufacturer to repair or replace (provided, however, that the City shall cooperate in working with the manufacturers if the warranties have been assigned to the City) Relay Equipment rejected by the City as defective or as failing to conform to this Contract if reported to Omicron within the Warranty Period. The Warranty Period shall be the period of ( a) one (1) year from the date of Relay Equipment being delivered hereunder or from the date of the City's acceptance of the Relay Equipment being purchased hereunder, whichever occurs first; or (b) such longer period of time as may be prescribed by law or by the terms of the applicable manufacturers' warranty. The City shall give such notice promptly after discovery of a defective condition. A new one year Warranty Period shall commence for replaced Relay Equipment on the date the replacement was made. Omicron's obligations hereunder shall include the obligation to repair any damage to other property caused by the defective Relay Equipment or the repair thereof. Omicron shall indemnify the City from and hold the City harmless against any and all claims, liabilities, liens, damages, losses, costs, and expenses, including reasonable attorneys' fees and all costs of defense, arising out of or relating (a) to any such Relay Equipment found to be defective or not in accordance with this Contract, or (b) the correction of any such Relay Equipment. The foregoing representations, warranties, covenants, and agreements shall survive any termination of this Contract and final completion of the delivery of the Relay Equipment and are in addition to, and not in lieu of, any and all other liability imposed upon Omicron by law with respect to Omicron's duties, obligations and performance hereunder. 6. Indemnification. 6.1 Omicron's Indemnity. To the fullest extent permitted by law, Omicron shall defend,cindemnify and hold harmless City and its elected officials, officers, agents and employees from all claims, suits, 5 . . actions, demands, damages, liabilities, expenses, judgments, settlements and penalties, losses, fines, and all costs and expenses incurred in connection therewith, including reasonable attorneys' fees and all costs of defense, arising out of or attributable to the negligent or wrongful acts of Omicron or its employees or agents in the delivery of Relay Equipment under this Contract, except to the extent arising from or caused by the sole negligence or willful misconduct of the City, its officers, agents or employees. The terms of this indemnity shall survive the termination of this Contract. The obligations in this Paragraph are in addition to Omicron's duty to provide insurance and shall not be li~ited by any limitation on the amount or type of insurance coverage carried by Omicron. 6.2 Indemnity Process. The City shall notify Omicron in writing of any suits, claims or demands covered by this indemnity. Promptly after receipt of such notice, Omicron shall assume the defense of such claim with counsel reasonably satisfactory to City. If Omicron fails, within a reasonable time after receipt of such notice, to assume the defense with counsel reasonably satisfactory to City, or if, in the reasonable judgment of City, a direct or indirect conflict of interest exists between the parties with respect to the claim, or if in the sole judgment of City the assumption and conduct of the defense by Omicron would materially and adversely affect City in any manner or prejudice its ability to conduct a successful defense, then the City shall have the right to undertake the defense, compromise and settlement of such claim for the account and at the expense of Omicron. Notwithstanding the above, if the City in its sole discretion so elects, City may also participate in the defense of such actions by employing counsel at its expense, without waiving the City's obligations to indemnify or defend. Omicron shall not settle or compromise any claim or consent to the entry of any judgment without the prior written consent of the City and without an unconditional release of all liability by each claimant or plaintiff to the City. 7. Change Orders. The City reserves the right to make additions to or deletions from the Relay Equipment being purchased under this Contract. All such changes shall be incorporated in written change orders executed by the City. The Change Orders shall specify the changes ordered and the adjustment of prices, delivery schedules and warranties. Any Relay Equipment or services added to this Contract under a Change Order shall be subject to all of the terms and conditions of this Contract, except as otherwise set forth in the Change Order. No claim for additional compensation or extension of time shall be valid or recognized unless contained in a Change Order signed by the Chief Executive Officer of the Light & Power Department. 6 8. Termination of the Contract. 8.1 Right of Termination. This Contract may be terminated by the City, with or without cause, upon at least fifteen (15) calendar days' written notice delivered to Omicron. 8.2 Termination by City Without Cause. In the event of termination by the City without cause, Omicron shall be compensated for all Relay Equipment delivered prior to the date of delivery of the termination notice, plus compensation for (i) necessary work performed during the notice period and authorized in the termination notice, and (ii) all costs reasonably and necessarily incurred by Omicron directly attributable to termination which could not reasonably have been avoided and for which Omicron is not otherwise compensated that are incurred through the date of the termination and in effectuating the termination (the "Termination Expenses"). Termination Expenses shall not include lost profits, lost opportunities, consequential damages, or the like. 8.3 Termination by the City for Cause or by Omicron without Cause. If Omicron breaches this Contract, the City shall notify Omicron in writing of said breach and if Omicron has not cured or begun reasonable efforts to cure within fifteen (15) calendar days of delivery of said notice, and fails to diligently pursue corrective action, the City shall have the right to cancel this Contract on the 15th day following delivery of notice to Omicron for cause. Omicron shall be responsible for all direct and indirect costs due to the City's re-procurement of the equivalent of the Relay Equipment cancelled pursuant to this Paragraph 8.3. If this Contract is terminated by the City with cause, or terminated by Omicron without cause, the City shall pay Omicron for all Relay Equipment delivered prior to the date of delivery of the termination notice, subject to the right of the City to withhold such unpaid amounts pending resolution of damages incurred by the City as a result of Omicron's default and for any reason described as a justification for a payment hold as set forth in Paragraph 4.3. 8.4 Actions Subsequent to Termination. Following the termination date, regardless of whether the Contract is terminated with or without cause, and subject only to the payments described in Paragraphs 8.2 or 8.3, as applicable, the City shall have no further duties, liabilities or obligations whatsoever under this Contract. Upon a termination of this Contract, except for its obligations under Paragraph 12.5 below, Omicron shall have no further rights, duties, liabilities or obligations whatsoever under this Contract. Notwithstanding anything in this Contract, including the foregoing, to the contrary, Paragraphs 5, 6,8,9, 10, 11.2, 11.3, 11.4, and 11.11 shall survive the termination of this Contract. 7 . . 8.5 Delivery of Work Product and Documentation. Within three (3) business days after any termination of this Contract, Omicron shall deliver to the City all Work Product (as defined in Paragraph 9) and all Documentation (as defined in Paragraph 4.1) pertaining to this Contract and any and all copies thereof, whether in the possession of Omicron or a party engaged by Omicron; provided, however, that solely for its internal auditing purposes, Omicron may, at its sole expense, make and retain copies of Work Product materials, subject to the confidentiality provisions of Paragraph 10. Omicron shall also furnish all such information, take all such other action and shall cooperate with the City as the City shall reasonably require in order to effectuate an orderly and systematic termination of Omicron's duties and activities hereunder. 9 . Work Product. All finished or unfinished documents, plans," designs, drawings, data, databases, studies, surveys, maps, models, photographs, reports and other materials, in whatever form or medium, prepared by or for Omicron, its officers, employees, agents in the course of performing the obtaining, delivering, and selling to the City the Relay Equipment sold under this Contract (collectively, the "Work Product"), but excluding working notes and internal documents, shall be the property of City, and City shall have the sole right to use such materials in its discretion without further compensation to Omicron or to any other party. Work Product materials shall be delivered to City by Omicron as they are generated. 10. Confidential Information. 10.1 Access to Confidential Information. The City may provide Omicron or allow Omicron access to certain information not available to the public concerning the City or businesses located in the City. The information may include information regarding companies located in the City, tax information, utility usage, and information concerning various company's sales, value of assets, or other confidential information about companies dealing with the City. All such non-public information shall be known as "Confidential Information" and may not be by Omicron for any purpose other than to perform its duties hereunder. 10.2 No Disclosure. Except as expressly permitted by prior written consent of the City, Omicron 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, without the express prior written consent of an authorized representative of the City. Omicron shall return any written Confidential Information and all copies made of such items to the City upon the City's written request, but in any event not later than the date that Omicron has delivered all Relay Equipment to be delivered pursuant to this Contract. 8 Omicron hereby agrees that such Confidential Information and any documents provided may be used by Omicron only as authorized by the City. 10.3 Court Ordered Disclosure. Omicron shall immediately notify the City of any court order or subpoena requiring disclosure of Confidential Information, and shall cooperate with the City's legal counsel in responding to any such order or subpoena. Omicron 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. lOA Exceptions to Confidentiality. The foregoing obligations shall not apply to any Confidential Information lawfully in Omicron's possession prior to its acquisition from the City; received in good faith from a third party not subject to any confidential obligation to the City; or that now is or later becomes publicly known through no breach of confidential obligation by Omicron. 10.5 Remedies. In addition to any other remedies that it may have at law or in equity, the City shall be entitled to a temporary and permanent injunction by a court of competent jurisdiction against any breach or threatened breach of any of the provisions of this Paragraph 10. Omicron acknowledges that in case of such breach or threatened breach of said provisions, the City would have no adequate remedy at law, and the City shall not be required to post a bond or other security or to prove damages. 11. General Provisions. 11.1 Entire Agreement. This Contract, with Exhibits A and B, each of which is attached hereto and incorporated herein by this reference, represents the entire and integrated agreement between the parties hereto, and supersedes and replaces all prior and contemporaneous negotiations, representations, discussions, or agreements between the parties related to the matters set forth in this Contract. This Contract may be amended or modified only by a written amendment signed by the parties. 11.2 Forum Selection. Any action brought relating to this Contract shall be brought and held exclusively in a Court in or serving the County of Los Angeles, California. 11.3 Attorneys' Fees. If either party institutes an action or legal proceeding arising out of or related to this Contract or the relationship of the parties or their rights or duties in connection with the matters set forth in this Contract, whether sounding in tort, contract, or otherwise, the prevailing party in such action or proceeding shall be entitled to recover from the other party all costs and expenses, including all costs and reasonable attorneys' fees, in addition to any other remedy awarded by the court. 9 11.4 Notices. All notices required or permitted by this Contract shall be in writing and may be delivered in person (by hand or by messenger or courier service) or may be sent by certified or registered mail, return receipt requested, or by facsimile transmission during normal business hours, if delivery is confirmed and provided a copy is also delivered via delivery or mail, and shall be deemed effective upon delivery or refusal to accept delivery, if served in a manner specified in this Paragraph 11.4 to the recipient as set forth below. If a notice is delivered on a Saturday, Sunday, or holiday, it shall be deemed delivered on the next business day. Notices to the parties shall be sent to the addresses set forth below, or such other address as is provided by one party to the other in writing. If there is any change in a party's address, that party shall give notice, in writing, to the other party indicating the address change within five (5) business days. CITY: THE CITY OF VERNON Attn: Bruce V. Malkenhorst City Administrator 4305 Santa Fe Avenue Vernon, CA 90058-0805 OMICRON: OMICRON CORP. USA 12 Greenway Plaza, Suite 1510 Houston, TX 77046 Attn: 11.5 Status of Omicron. At all times during the term of this Contract, Omicron shall be an independent contractor. Except as the City may specify in writing, Omicron shall have no authority, express or implied, to act on behalf of the City in any capacity whatsoever as an agent. Omicron shall have no authority, expressed or implied, pursuant to this Contract to bind the City to any obligation whatsoever. 11.6 Insurance. Omicron agrees to provide insurance in the amounts and forms specified in Exhibit B, which is attached hereto and incorporated by reference. Omicron 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 Contract. Omicron shall not commence performance of its work under this Contract until the above insurance has been obtained and proof of insurance has been filed with and approved by the City. Omicron shall not permit a subcontractor or vendor to perform work on City premises unless and until a certificate of insurance is obtained showing that such subcontractor or vendor has 10 worker's compensation coverage. Omicron employs subcontractors as part of the services rendered, Omicron's protective coverage is required. Omicron may include all subcontractors as insureds under its own policy or shall furnish separate insurance for each subcontractor, meeting the requirements set forth herein. 11.7 Operations Manager. The City's Operation Manager is Manuel G. Garcia. The City reserves the right, in the City's sole discretion, to replace Mr. Garcia as the City's Operations Manager upon notice to Omicron. 11.8 Assignment and Subcontracting Prohibited. No party to this Agreement may assign or subcontract any right or obligation pursuant to this Agreement except with the express written consent of the other party. Any other attempted or purported assignment of any right or obligation pursuant to this Agreement shall be void and of no effect. 11.9 Partial Invalidity. Wherever possible, each provision hereof will be interpreted in such manner as to be effective and valid under applicable law, but in case anyone or more of the provisions contained herein is held by a court of competent jurisdiction to be invalid, illegal or unenforceable in any respect, such provision will be limited to the extent required to make such provision valid and enforceable, and if necessary, severed from this Contract. All other terms and conditions shall remain in full force and effect. 11.10 Time of the Essence. Time is of the essence in the performance of this Contract. 11.11 Rights and Remedies. The City's rights and remedies under the Contract are cumulative with and in addition to all other legal and equitable rights and remedies which the City may have under applicable law. //1 11/ III 11/ 11/ III 11/ 11/ III 11 . . IN WITNESS WHEREOF, the parties have caused this Contract to be executed by and through their authorized officers on the date, month and year first written above. CITY OF VERNON By: LEONIS C. MALBURG, Mayor ATTEST: Bruce V. Malkenhorst, City Clerk APPROVED AS TO FORM Eric T. Fresch, City Attorney OMICRON ELECTRONICS CORP. USA, DOING BUSINESS IN CALIFORNIA AS OMICRON CORP. USA By: Typed Name: Title: By: Typed Name: Title: 12 EXHIBIT A " 12 Greenway Plaza, Suite 1510 , Houston, TX 77046 713/830-4660 Fax 713/830-4661 DATE: June 4, 2004 QUOTATION C FOR: City of Vernon Utilities 4305 Santa Fe Ave. Vernon, CA 90058 Attn: Mr Otis Smith ITEM NO. ARTICLE QTY DESCRIPTION PRICE (USD) NO. #1 VEOO0621 1 CPC 100 - Enhanced - Multifunctional Primary Test System $34,500.00 including: . CPC 100 Multifunctional Primary Test Set including: ~ CPC Accessory Kit (*) ~ One year warranty from date of receipt . CPC TestinQ Software Modules: CP CT Test Cards CP VT Test Cards CP Transformer Test Cards CP Resistance Test Cards CP Ramping Test Card CP Sequencer Test Card CP Earthing Resistance Module . CPOL Polarity checking for CTNT wiring Includes software + hardware accessory set #2 VESM0660 1 $1,500.00 CP Amplifier Test Card #3 VEHZ0630 1 $3,050.00 CP CB2 Current Booster Current Booster up to 2000A . Includes high current cable set, connection cable to CPC 100, grounding cable and travel case with wheels #4 na 1 CP TD1 Option with Trolley $21,650.00(**) Prices quoted are exclusive of any and all applicable taxes and custom duties. NOT FOR RESALE. CO) Includes high current cable set, high voltage cable set, measurement cable set, high voltage conneclion clamps, crocodile clamps, grounding cable. Ethemet PC connection cable, low voltage plug, power cord and User Manual. Also includes transport case with wheels for CPC100 and transport case mini with wheels for CPC 100 accessories. SHIPMENT: DELIVERY: 3-6 weeks from receipt of valid order (when payment terms fulfilled) Free delivery to customer location in USA TERMS OF QUOTATION: PAYMENT: VALIDITY: Net 30 days (upon approval) 120 days from above date s~~ Quotation dated 07/06/04 40f4 OVERVIEW Multifunctional Primary Test System for Substation Commissioning and Maintenance This world-wide unique system allows for automated testing of power transformers, CTs, VTs, resistance testing, and more. Providing up to 800 A (or 2000 A with current booster) and 2000 V, it comes complete with an integrated PC. Its software routines test a wide range of substation equipment, and automatically create customizable reports The compact <!gsign (29 kg / 64 Ibs) and the innovative software save testing time and minimize transportation costs. Analog voltages and currents can be measured with very high precision Its n meters automatically switch ranges from /in to kn to allow for a wide vari€'1y of applications. Testing of unconventional equipment, such as Rogowski Coils or current sensors completes the spectrum. LIGHTWEIGHT 29 kg I 64 Ibs . less than one fourth the weight of equivalent conventional equipment . lower transportation costs saves money 'Easier handling reduces manpower needs . low weight reduces injury potential CURRENT T automatic testing of . Ratio and polarity . Phase and magnitude . Excitation curve -Winding resis.tance . Secondary burden . Dielectric withstand voltage (2kV AC) . CT circuit continuity ONE TEST UNIT FOR MULTIPLE USES 'Replaces need for multiple test sets (e.g. high current and voltage sources, f1!) meter) . Saves time by eliminating need for multiple training 'User.friendly interface reduces training time to one day AUTOMATED TESTING AND REPORTING Embedded PC . Prepare test plans ahead of time in office (saves time in field testing phase) 'Set up test once, push button to start (saves testing time) . Results automatically saved (saves time and reduces errors by eliminating manual recording of data) . Automatic report generation (saves time by eliminating manual report writing; accelerates project completion) . Print reports via extemal PC VOLTAGE T automatic testing . Ratio and pola . y . Phase and magnitu . Secondary burden . Dielectric vvithstand volt . VT cire uit continuity SAFETY FEATURES . Emergency shut off button . Safety key lock (block unauthorized use) . 'Dead man' button (stops remote operation if button released) PREPARED FOR THE FUTURE . Able to test unconventional equipment li~e Rogowsla Coils, current sensors, or optical CTs. . .a network or 'Ratio and 'Winding resist . Tap changer testi 'Excitation current ,:,. Short.circuit impedance measurement -Contact resistance . Winding resistance -Ground resistance 'Measuring of complex .mpedances (vvinding impedances, cable impedances, etc.) PROTECTION RElY . Single phase testing 0 ri and secondary relays (I>, V>, V<, orfrequ cy relalS) -+--------~--+ - INTERFACE ELEMENTS 1) 6A or 130 V AC Output 2) Current Output 6 A DC 8) .Safety key lock If locked, the quantities which are currently put out are frozen. The unit does not accept any commands except for an Emergency stop, 3) Current Measuring Input I AC 9) Signal Lights Green light indicates a safe operation, whereas red light indicates an operation with hazardous voltage andfor current levels at the outputs 4) Voltage MeMUring Input 300 V AC 5) Low Level Voltage Measuring Input 3V AC 10) Emergency stop button 6) Voltage Me.uring Input V DC /2-w1re resistance measunment 11) Keys for quick selection of your application 7) Binary input forpotenti....free contacts orvoi1ages up to 300 V DC 12) Keys for quick selection of your desired view See page 7 for details on outputs and inputs, . 13)lCD monitor 14) Soft-touch keys manging according to the selected appRcation 15) Keys for selecting stacked test cards 16)NumericaJ keyboard 17)Advanced jog-dial handwheel with -dick" (Enter) function The handwheel dows for navigation within test cards, within Other views. or across views, and it also allows for the entering of values, In 'entering' mode, the wheel's adaptive acceleration function will increase/decrease the input value in ever bigger steps, if the wheel is turned fast, Slow turning will increasll"decrease the value in ever smaller steps. 18) Up / down IIeys for naviagation and entering values 19)Test startbtop button - INTERFACE ELEMENTS (CONTINUED) ,.- . ~'M __'= '''''~'' , ~ ~i~."r.'ii "'~.," >vi~...~'t1:"i'1~--'~ k Nf) 'h>~" , it.'k ' ut,.~ .. 0"",-, ~~':'~:~ -< ~v<f: ij;;o.e"" "" \;1. o ,'.f \,- 'il' ~a J' ',f \" ~ ~ -liL ~, "~:? ::r~"""'" .(''i'' ~ ~~~~~:7~f..7"'~,' 1) Plug to conned external functions . external Emergency Stop or .Dead Man. push-button . external "test start/stop. push-but1on . external VO signal lights 2) SerIal RS232 interfaCe for futu.. use 3) Connectloft of CPC 100 to a network hub 4) Direct connection of (pC 100 to a PC's network connector 1) Grounding terminal 2) High ~ Voltage Output 2 IN AC (1 A..,4 A AC) 3) Ext. BOOSTER socket for the connection of the CP C82 current booster option for output currents of up to 2000 A (see page 18), 4) High DC current output 400 A DC S) High N:. current output 800 A AC 6) Mains po_r supply, 1 phase, 8SV-264 V IV:. 7) Overcurrent protection 8) POWER 011 .. TECHNICAL DATA The output is either voltage or current. and is automatically selected by the software or manually by the user, Current and voltage outputs are overload and short circuit prool and protected against over temperature, 390 VA .:;.m~""~~~~\~!~~~....' Guaranteed accuracy Typkalaccuracy6 Output R...ge Amplitude Amplitude - Phase Guaranteed values valid C08'''''')ooaI'...o1hin 23'C",S'C (73'f:tllrf). in 1he1requen<ylangeoI4S ,- 6S Hz ex DC. IYxurtq values indicate lhat1he erJOr is smaller lhan +1- (Value read . Reading error + ful Scale 011he range' ful Scale Enor). 1 Willi mains voltage 230 V with 2 x 6 m high current cable .t 23'C:t S'C 03'f:t 10'f) ambient temperatu"', 2 Signals below 50 Hz or obow 60 Hz with reduced values possi>le. 3 Output can be synchronized with mains. 4 The input I output is pn>lected with 6ghtning a......tors between lIIe pins and against protectNe earlll, In case 01 enetgies above . few hundred Joule 1he lightning arrestors .pply . permanent short cilcuil to 1he input I outpUt S Signals below 50 Hz or obow 200 Hz with reduced v.1ues prmi>Ie. 6 98 % at all units have .n accuraci better lhaJI specified as1YJ>ical. 7 Input is galv.nically sop....1ed from all olller inpul5. 8 VI.nd V2 .'" galvanically coupled but sepatated lrom .. other inpul5. 9 There.", ~ reslrictions for mains voltages below 190 V N:, 10 fuse proll!<ted, 11 Error of reading < than:t value. lYPkalaccuracy6 Amplitude Ph.... Mo' 0.i5' 0.20' 0.20 ' 0,20' 0,20' 0;Q:3" 'il:03't. 0.05 % 0.05 % O,OS % O,OS % 0.10 ... O,OS % 0.t5 % 0,05 % 0.10' 0.10' 0.10' O,tO' >'o:i.o'o,j)i~ .0:08" ....0,'0' e).'to' ft(l3'" il,68'i 0,10 . . O,~O' .0,111" 015% O;1!>' v OCa, 7 tOV O.OS % IV O.OS% 500 I:n loomV 0,10% 10mV 0,10% o.tS% O.IS% 0,20% 0,30'" 0.03% 0.08% 0,03% 0,08% O.OS% 0.10% 0.05% O.1S... . Autom.tic r.nge switchil'l!J . Galvanically separated potential groups: I ACIOC ; V1 & V2 ; V DC; . N: hequen<y range IS - 400 Hz . Proll!ction of I N::JOC input: 10 A ff fuse a 8In8ry Input "" dry contllds .. voltages up to 300 V OC7 - see en on page S Trigger aiteria Toggling with polelltiallree contacts ex voltages of up to 300 V, I",ut inpedancr > 100 I:n Response tine 1 ms Mode Connection p,S',~-,J?;$"i':t, +W'''' 10pO.,. t 0 4-wi", i~?O~~i~!r' 0,2 0,_ 20 I:n 2.wi", General Display Power Supply Single-phase. nominaf9 Single-phase. pennissible frequency. nominal Power consumption Connection Environmental conditions Oper.ting temperature Stor.ge temperature Humidity Iange Shod Viblation EMe Safety WeIght Dimensions tI~~(P9 Accunqr (lul scale) Range Current G..-nlMd Q,llS% 0.60% MO"," TypIca' 0,45 " 0.3S% '0,25% . ..\iJl}AOC 400,,, 6AOC 6A V DC in <S mA 1,00 % + 0.2011 0.50 % + o.mn 114 VGA gr<yscale lCD display 100 V N:...240 V N:. 16 A 85 V N:.,.264 V tv::. (L.N or H) SMiO Hz <3500 VA (<7000 VA lor short time < 10 see) IE02WC20 .10...+5S'C(+t4...+t3I'f) -20... + 70 'C (-4.., + 158 'F) ReI. humidity 5...95%. nolHXlndensing IEC68-2.27 (oper~ting) 159'1'ms hallsine IEC68-2-6 (operating) 10.., t50 Hz : 29 EN 50081.2, EN SSOI1. EN 61()()().3.2. FCC SubpartB of Palt t5 Class A. EN 50082.2, lEe 61000-4.2131418 CE conlorm l89/33l>'EEQ EN 61010.1, EN 60950. EN 50191.IEC6101o.t Produced and tested in .n EN ISO 9001 certified compa"f 29 kg (64 lb>). IObust case with C1Nef 468 x 394 x 233 nvn (18,6 x t5,5 x 9.2 1 (IN x H x D willi ewer. without handles) - APPLICATIONS - The software described in the Software section runs in the embedded PC within the CPC 100 and can be operated with front panel control. No additional PC is required. Quick Testing almost any function using direct manual control of the current and voltage outputs and measurements This function allows any manipulation of the selected output range of the CPC 100, All output terminals available on the CPC 100 can be selected and controlled. Measuring two quantities in two columns such as AC or DC voltages in amplitude and phase angle, tv:. or DC currents in amplitude and angle, or the frequency of any selected output, is easily done by selecting the desired quantities. Quick also automatically performs calculations derived from the quantities described above, such as S, P, Q, Z, R. R-X, R-l, R-C, ratio:1, ratio:5, AU and AI, and displays them in the third column. Ant relevant measured value can easily be stored by pressing Keep Result, Thus, all important results are arranged and displayed in a table, and can be further investigated at any time, The entire testing session can be saved as a file, A trigger functionality allows for triggering to a certain event, such as reaching a threshold value or the svvitching of a contact, The trigger can be binary or analog, or it can be an overload of the unit. For each trigger event, both the current output value and the delay time are measured, which allows the testing of pick up and drop off values of primary relays, Complex impedances of transform~, cables, overhead lines, etc., can be measured, The amplifier technology used enables a wide range of testing frequencies different from the mains frequency, The built-in digital fjlt~ allow for sensitive and selective measuring without interference problems, With this concept, a lot of tests can be performed with small test signals (instead of using big and heavy conventional test equipment with high test signals at mains frequency). Reporting is done automatically, CURRENT TRANSFORMER (CT) t input or the current probe can be used. CT Ratio Burden Tests ratio, polarity (and burden) with direct injection to CT primary current input and measuring of secondary output After entering I primary, I secondary and test current. and pressing the Start button, the test card measures; . Secondary current vvith magnitude and angle (CT angle error) . Ratio with error in percent , on the CT tenninals ected burden in VA and power factor (cas '1') Duration of the test: - 3s including automatic reporting Output: up to 800 A (2000 A) PI:. Input: up to 10 A PI:. I 3 V or 300 V via probe, cr Burden Measures connected CT burden load with direct injection of secondary current with disconnected CT After entering the secondary nominal current and the test current, and pressing the Start button, the test card measures: . Secondary lOJtage in magnitude and angle . Connected burden in VA and power factor (cas op> Duratipn of the test: - 35 including automatic reporting Output; up to 6 A PI:. Input: up to 10 A PI:. / 3 V via probe and 300 V CT i ~ ... cr Excitation Tests the excitation curve The necessary wiring is only two leads from the Voltage output to the open secondary wiring of the CT, After entering the current and lOltage limits and pressing the Start button, the test card will automatically reconl the eT excitation curve acconling to lEe. ANSI 45'. or ANSI 30' standards. and the kneepoint will be automatically calculated, After the test an automatic sequence of demagnetization is performed, The test is done using a regul;rted lOltage source, A comparison of test results obtained using regulated and non-regulated voltage sources can be found on on our web site at www.omicron.at. Duration of the test: - 30 s including automatic reporting with recorded excitation curve. and calculated kneepoint voltage, Output: up to 2000 V PI:. - CT (CONTINUED) Winding Resistance, Voltage Withstand Test, and CT Ratio V J PI -- Winding Resistance Measures CT winding resistance After entering the test current and prming the Start but1on, the test card displays the deviation of the measurement over time during the period of charging the winding . au1Dmaticalfy performs a discharging of the winding after salling the measurement . measures the DC voltage . measures the resistance . (optionally) compensates the temperature behavior of cOPper. where the applied temperature compensation calculates the resistance for working temperature Duration of the test: depending on the charging time, After the period. the user creates the report by pressing Save Voltage Withstand Tests the voltage withstand capability of the insulation between primary and secondary winding or earth a~d secondary winding After entering the test voltage and the duration, and pressing the Start but1on. the test card . determines the leakage current fIowjng through the insulation, The current threshold for maximum leakage current can be entered, The (PC 100 vviR autornaticaUy svvitch off if the maximu{llleakage current is exceeded, Duration of the test: can be set by the user; the test report wiD be created after the test automatically, Output: up to 2 kV CT Ratio V Tests ratio and polarity with direct injection of the voltage to the CT secondary input (common method for bushing CTs) After entering primary and secondary current and the test voftage. and pressing the Start button. the test card measures the actual ratio . calculates the deviation of amplitude and phase angle of the wltage of the CT primary side, Duration of the test: - 35 including automatic reporting Output up to 130 V, Input up to 3 V and 300 V AC. .I-~' OMICRON _......:......... 001 "_ail .. H It CT Ratio Rogowski Measures the ratio for CTs with Rogowski coil principle (induced voltage is proportional to the conductor current differentiated with respect to time) After entering primary current, secondary voltage, and test current, and pressing the Start button, the test card . measu~s the amplitude of the injected current . measures the Rogowski coil's output \/Oltage and phase angle . calculates the actual ratio . calculates the deviation from the nominal ratio of the test: - 5 5 including automatic I<'porting up to 800 A (2000 A with Current Booster CP CB2.) to3VN:. CT Ratio Low Power Measures the ratio for CTs with low power principle (output voltage is proportional to primary current) After entering primary current, secondary lIOItage, and the test current and pressing the Start button, the test card . measures the amplitude of the injected current . measures the low power output voltage and phase angle . calculates the actual ratio . calrulates the deviation from the nominal ratio Duration of the test: - 5 5 including automatic reporting Output: up to 800 A (2000 A with Current Booster (P (82,) Input: up to 3 V AC Polarity Checker The Polarity Checker option can be found in the Accessories section, page 18. - VOLTAGE TRANSFORMER (VT) VT Ratio and Polarity Measures the capacitive or inductive VT ratio and polarity After entering the primary voltage, secondary voltage and test voltage, and pressing the Start button, the test card . meaSlJfeS amplitude and phase of the -.oltage on the transformer's secondary side lates the actual ratio, the deviation and the polarity 'on of the test; - 55 including automatk reporting upto2 kV p ta 300 V N:. rden Measures the connected secondary burden of the VT After entering the nominal secondary voltage and the test voltage, and pressing the Start button, the test card measures . the connected secondary burden vvith voltage injection on the VI's secondary side . the connected secondary burden in VA and the power factor (cos Ip) including the secondary current and the angle between -.oltage and current Oullllion of the test: - 5s including automatic reporting Output up to 130 V PI:. Input: up to 10 A N:. and 300 V PI:. rm -llli Electronic Voltage Transformer Measures ratio and polarity of non-conventional electronic VTs After entering the primary voltage, the secondary voltage and the test voltage, and pressing the Start button, the test card . measures the low level secondary voltage . calculates the actual ratio. the deviation, and the polarity, Duration of the test: - 5s including automatic reporting Output; up to 2 kV Input: up to 3 V or 300 V N:. Voltage Withstand Test The voltage vvithstand test is described in the (T section, page 10, Polarity Checker The Polarity Checker option can be found in the Accessories section, page 18, -- POWER TRANSFORMER Transformer Ratio (per Tap) Measures ratio and excitation current per tap For this test. a test voltage of up to 2 kV is injected on the transformer high voltage side, This voltage is measured internally vvith high precision, The voltage (amplitude and phase angle) on the low level voltage winding is measured bad: via the asuring input, Th~ ratio is cakulated automatically, The . . g current in amplitude and phase angle is also eported . , - 5 s per tap including automatic reporting esistance per tap and detects -load tap changer (OLTC) at the winding ~ance is measured with a 'stance value of each tap can easily be saved to taining an taps, An automatic temperature compensation is possible, Interruptions of the current because of a faulty diverter can be detected, Duration of the test: depends on the inductivity of the winding inductance. Due to the high output voltage of up to 65 V. testing time is reduced Output: up to 6 A DC (65 V) Input: up to 10 V DC and 10 A DC .. RESISTANCE Resistance pO measurement, Earth Resistance ....... ....... - Resistance pO Measurement Measures test objects with very low resistance such as contacts of circuit breakers and buswire connectors After connecting the test object (4-wires), entering the test current. and pressing the Start button. the test card measures . the resistance of the test object. The test current can bt'selected from 0...400 A. Duration of the test: - 5 5 induding automatic reporting Output: up to 400 A DC Input: up to 10 V DC Earth Resistance Measures earth resistance or soil resistivity The earth resistance of substations can bt' measured with two aUXIliary electrodes which are put into the earth, To avoid influences from the mains current and its harmonics, this measurement should preferably be carried out with 128Hz, The high output power of the CPC 100 ensures a high ratio of the signal level to the noise lwei, Thanks to the signal processor technology, the measuring procedure is very selective and disturbances by earth currents are reduced to a minimum, For large earthing systems. the awciliary electrode for the current injection is replaced by a second earthing system which is connected to the current output of the CPC 100 via an auxiliary line, For m'easuring the soil resistivity four awcifiary electrodes are used, Duration of the test; - 5 5 induding automatic reporting Output: up to 6 A PC. Input: up to 3 V or 300 V PC. and 10 A PC. Winding Resistance The winding resistance test is described in the CT section, page 10, AUTOMATIC TEST PROCEDURES With general application cards, some simple testing of single phase relays is possible, such as the determination of trip times of 1>, V>, V<, or frequency relays, With Sequencer and Ramping the user can create her/his own automatic test procedures, Sequencer Typical Applications . Testing of auto-reclosure cycles with primary current injection up to 2000A; pening/c1osing of the circuit breaker contact is detected internally by the MICRON hardware, so no extra wiring is required; easureme of the opening/closing time of circuit breakers; sting of rcurrent relays; sting 0 ' it breakers with protection functions; ete. utomatic tes amplitudes (e,g, CT ratio at 0,05 In, 0,2 In, .5 In, 1 In and 1, "tion between states, which .nation of the two, Six efined levels are possible, Further, peat function, so that the sequence can o 100 results can be recorded I t relay with auto-redosure function te1: wal or the drcuit breaker (CD) to open ut 400 A until the trigger condition "Overload" occurs, measurement table displays: relay time + the CB opening time = 290 ms State 2: wait for the CD to close (short dead time) Output 50 A until the "Overload" condition that startet state 2 clears, The measurement table displays: short dead time + CB closing time = 477 ms State 3: walt for the CD to open Like state 1 State 4: wait for the CD to dose (long dead time) The measurement table displays: long dead time + CB closing time = 3.1910 s Ramping The functionality of the Ramping test card includes the automatic measurement of the pick. up and drop off values of overcurrent relays, Also, CB contact resistances can be measured with ramp functions to avoid induced voltages in CT windings, Up to five ramps can be defined, with detailed results being available for each. IO~ /!. 170;29. 152,35 - REPORTING AND PC CONNECTIVITY Automatic Saving of Results and Automatic Report Creation Automatic saving of all results or test parameters All test results are automatically saved and stored with the test, This data can be organized according to the user's needs. A Wmdows Explorer-like display provides access to stored data and allows for ea;;y management and organization of test data (File view), Also, one" tests have been defined satisfactorily, they can be saved to serve as templates for new tests. This "'lows ea;;y reproduction of any test at any time, no matter how complex, Once the , execution at different locations or different points in time become a on, orting of all performed tests matically saved and stored with any test, the results can be reported from a via the (PC Explorer (PC software). Since the test data is stored in XML for exchanging data), and the report is provided in HTML fonnat, aU e utilized, including embedded graphics, ta for archiving and further processing on the PC is supported, Exporting to 'ons such as text processors (e,g, Word), databases, or spreadsheet programs t is used, is possible in exactly the same way as directly from the (PC 100, are possible by creating any custom data fonnat using the XMl data, ,- 1 :~ ~ O>c fllploiW --...-- _. - -- - - ':i: ::d: - ~.:.~ "---;1"r.......... Sl... ::;'5'":; are shipped with the CPC 100, connectivity through an Ethernet connection, both in a networl< and from a - ..,.... ~.I..-.* ...... .. -- ......- .- .........,. ....lit .- ~-... -- - - ....... '.""4 ...... ".. 11~" JU:" ..... t~I'v. -.. ~.., From within (PC Explorer, the following is possible: . Reporting . Downloading data for archiving and further processing on the PC . Uploading data for re-using pre-prepared'templates . Easy software upgrading . Service and maintenance (remote trouble shooting) ..- ~ >r.."".P.~.v1oM -- ~ '""- - Y"_ JIlt"", __ ':l~. ~,*f;1/I.'" Jot." j~l.u. _"'l'1~_ ~"\r n=--. ~..y w"1T~ ::: ~~: ",..... ...lJ.... ""'..., ...0... ?,)I_V 11lt.... T'!1.. $u....,. ,...,.. on...... 111'''''' qt.).'" .,,"'''' ISt~ Q.l....., )l:t.,.... 5~ - + -~+++* ~ ~ : ,....._ ..... ,t.; .., n t.) ............. lk ,,~ dl"" ........ ;.'I...... AutomaticaRy created reporl - PREPARING TESTS IN THE OFFICE Reduce on-site testing time to a minimum by preparing tests offline on a standard PC cpe Editor allows for setting up single test cards, or entire tests with several test cards, with all test-specific settings, This is done on a standard pe, independent from the epc 100. The prepared test file (,XML) can be uploaded to a epe 100 using epe Explorer, It contains a complete test with all its test cards and specific settings,. After a test has been executed with the epe 100, the test file also contains the test results and assessments, Thus, epe Editor also allows for viewing and editing executed tests that were downloaded from the epc 100, A test file can also be saved as a test procedure template, containing test cards with all specific test settings. Thus, testing time of recurring tests can be reduced to a minimum, 4r>> POLARITY CHECKER, CURRENT BOOSTER CI'Ol polarity dlecker The Currenl Booster (P CB2 connected to (PC 100 -- Polarity Checker (Replacement for Battery Checking Method) Checks a series of test points for correct wiring Just inject a the special continuous test signal at one point with the (PC 100 and check the polarity at all terminals with (POl as shown in fig. I, getting a clear indication whether the polarity is OK (green lED) or not (red lED). This procedure is much faster than the conventional method and can easily be performed by a single person, Duration of the test: depending on the number 01 test points; 3-5 5 per test point ~.'., . ~ /"\../\./\ Sl Sl S2 S2 & .. ;-( ;-) The Polarity Checker in use Current Booster CP CB2 Tests applications requiring up to 2000 A The output current of the (PC 100 can be increased to up to 2000 A by an electronically controlled current booster, The CP C82 can be connected close to the busbar using short high current leads and to the CPC 100 with a long control cable, ""-'mlli ".;<xfYA . .~5Oll VA f .i>4lxi~ 15'4l>>iJi .. P,25" 0,25' . Dimensions: 186 x 166 x 220 rnm (7,3 x 6.5 x 8.7 i. without handle Weight: 16,0 kg, 35,3 Ibs t 2 3 4 With mains voltage 230 V al 23'(:t 5'( (73 F:t 10 F) ambienllemperalure. SignalS below 50 Hz or above 60 Hz willi reduced values possible, Outputs in series. Outputs in paralel. High current cable set for CP CB2 4 x 1,5 m with 95 mm2 with plugs and clamps I x 0.6 m with 95 mm2 for serialization 01 outputs VEHK0610 Connection cable for CP CB2 20 m, 3 x 2.5 mm2 VEHK0611 Includes in option: . (P (B2 Current Booster . Connection cable to CPC 100 . High current cable set for CP CB2 . Grounding cable (same as for (PC 100 shown on page 19) . Transport case (same model as for CPC 100 shown on page 19, but with different inner shell) ~h current aible set (800 A. 70 mm2) standard; 2 x 6 m VEHK0612 alternative: 2 x 9 m VEHK0617 High voltage cable set (2000 V.saeened. 0,5 mm2) standard; 2 x 6 m VEHK0613 alternative; 2 x 10 m VEHK0618 Connection damps for high voltage for connection vvith banana plugs 4 mm VEHZ0610 Grounding cable (GIVYE) 1 x 6 m. 6 mm2 with cOMection clamp VEHK061S ~ .. J' }. .L ;1- ---.. ~ ^tl\ ~ IJ Measurernent cable set a,s mm2) standard; 6 x 6 m \/EHK0614 alternative: 6 x 10 m VEHK0619 Crocodile damps for connection of banana plugs 4 x 4 mm VEHZ0620 low voltage adapter low voltage plug VEHK0623 VEHS0610 for V2 AC low voltage level input (0-3 V) Power cord with: open ends VII connedor VEHK0621 VEHK0616 (standard) (alternative) ZA connector VEHK0620 (alternative) as connector VEHK0624 (alternative) Current Clamp Active ac and dc current probe with voltage output. 2 measuring ranges: 10 A and 80 A FreqlJeIl(Y range: de to 10 kHz Accuracy: error < 2% for currents up to 40 A and frequencies up to 1 kHz Phase error. <0.5' at 50160 Hz lmgth: 230 mm (9,1") Article Nr,: VEHZ4000 OMICRON offers sturdy transport cases with hard-form interiors, All cases are watertight. airtight. dustproof. dlemical resistant and corrosion proof, Recommended for heavy transport stress or for shipping, Cables, clamps and plugs ( . supplied with CPC 100 Standard Package) ~* :~ High current cable set (800 A. 70 mm2) standard: 2 X 6 m VEHK0612 alternative: 2 x 9 m VEHK0617 Measurernent cable set (2,5 mm2) standard; 6 x 6 m VEHK0614 alternative: 6 x 10 m VEHK0619 Crocodile damps fur connection of banana plugs 4 x 4 mm VEHZ0620 Transport cases High \dtage cable set (2000 Y.screened, 0.5 mm2) standard: 2 x 6 m VEHK0613 alternative: 2 x 10 m VEHK0618 . Corfnection damps for high \dtage for connection with banana plugs 4 mm VEHZ0610 I~,., OMICRON Grounding cable (GlVYEl 1 x 6 m, 6 mm2 with connection clamp VEHK0615 ~).~,~~ low \dtage adapter lowVoltag. plug VEHK0623 VEHS0610 for V2 N: low voltage level input (0-3 V) Power cord with: open ends VII connectbr VEHK0621 VEHK0616 (standard) (alternative) ZA connector VEHK0620 (alternative) BS connector VEHK0624 (alternative) Current damp Active ae and de current probe with voltage putput. 2 meesuring ranges: 10 A and 80 A Frequency range: de to 10 kHz Accuracy; error < 2% for currents up to 40 A and frequencies up to 1 kHz Phase error: <OS' at 50/60 Hz length: 230 mm (9,11 ArtKIe Nr,: VEHZ4000 OMICRON offers sturdy transport cases with hard-form interiors. .l\II cases are watertight, airti9ht. dustproof, chemical resiStant and corrosion proof, Recommended for hNVy transport stress or for shipping, . .~;~,1ij:~.___$ . ;~ Capacity Cable sets, manual. current clamps. CPC 100 Dimensions (L x H x D) 700 x450 x 500 mm (27,6" x 17,]" x 19,7") 700 x 450 x 360 mm (27.7" x 17.7" x 14,2") Weight 10,8 kg (23,8 Ib,) 9,2 kg aO,3 Ib,) Artide Nr, VEHI'OO61 VEHP0066 CP CB2. connection cable, high current cable set ( 700 x 450 x 360 rom (27,7" x 17,]" x 14,2") g,O kg (19,8 Ib,) VEHPOO71 4B>> ..==~~!tjfu~af!~~4~~~~~~i~it~ItAf~~I!~tYT~i~~~${ .;f';f lni:lUdJ$j ......... ...... ... ..................... .......... .... ...... . . CPC1Qi) nb'ltiftitlctil!lllalt~~.~~a,1~O'V'S<V60HzWii!lAC*A;;A(~V;DC400JI. 'Qylqr;~est c~d(OlliO\lal/~~'*~,J~~t .. ~l-JI1lIlO~;J~~~ . 'Cl9:'.. =.T~~~~~~~~~~..~..~ VEiI~~$Qi . .... .. ... ..... . ... .. ... ... .. . .. .. .. '.' .. .;:. .t ~-~ ~ V!St.If9~5 ~>~'ch~..crM~[~i~+~~'~~~) ..; ~~':;;..~C::a~~~\~. .... . . . V.;f VIl~t~ Hi9h(;l:!:~~""tmt$jt: "$t~\f_i~;*'~1rt;10,~:(.~),.,( veH~ll . . . .'. .. ... .'~~~'~:~1ii.g'il~l'Z4'~Cf~A}..0 Q va-tKll613 Hi9bV.ge~.b.....(i~~~~i'4:'\1j(~ll\rW$'!1!fii2 ;f ;f VIl",~18 J\It.~i!l2~,10m;Q;5mP1~ 0 0 \!EHtl::Q614 ~~ent c.tb..~: StMltllJ:(".~x'!i I'm Z.~1'Ili1i2.t x\'l:5m; 2;$ll'I!1l2 ././ vtHK0619 ...... ...... ... ........ .. .~~~:6~10nl;~,5.rri1l\2.1xO;5m; 2,$n)m2 00 VEHZ0610 Hi9hvo~ge ~lamp~c()nl)ectiAAWitI)~~.jtl'l!g~4rnm~ r,!!d+2bJ~) ;f. -I VEI,tZ0620~iltc...fflp$'Jqr'i;C>nl)ecti()Il<lhb.lii!f!!ih~:~~.4m.rri(inicl+2blllClQ -I';: Vl!HK0615~1'o~~i1(,lib...(!SWYE) 1 x 6 m;6mm2'_;i:r)O~ij)"C,~P -I -I IlEHK0622 Ethernet!PC~<>>il'iI~~,,; 3nt;f .ffVEHl<<!Oo<:"""'.41il~:10~A ~Yo~!t<l!iitPl.It VEHlC0623 ~V9I~.ditPfe~4fumb8nilf1'Htt'Ol..nQ.lt<lQ~.f:iI\l9 .t ;f IlEHSO$10 .1;~lii:i~:pf(j~$patl!P'l!9ftlflqW,~1l9,l!lrlWt(Q-3Vl; EXHIBIT B . . EXHIBIT B INSURANCE SCHEDULE - . . Omicron 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 Bodily Injury Property Damage Each Person Each Accident Each Accident Hazards Automobile Liability Owned Automobiles Hired Automobiles Non-Owned Automobiles Workers' Compensation Employers' Liability $ 500,000 $ 500,000 $ 500.000 $ Statutory $1.000.000 per employer ll. Liability General Liability Premises Operations Independent Contractor Products - Completed Operations Contractual Liability Umbrella Liability $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1.000.000 $2.000.000 $1,000,000 $1,000,000 $1.000.000 $2,000,000 $2,000,000 $2,000,000 $2,000,000 $2.000.000 $2.000.000 $ 500,000 $ 500,000 $ 500.000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1.000.000 $2.000.000 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 providing the City of Vernon thirty (30) days notice of cancellation or material reduction of coverage. 3. An endorsement providing coverage for all operations under 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. EXHIBIT "B" SUPPORTING DOCUMENTS " EQUIPMENT PURCHASE CONTRACT THIS EQUIPMENT PURCHASE CONTRACT (this "Contract") is made, entered into and executed in duplicate originals, either copy of which may be considered and used as the original hereof for all purposes, as of this S ~ day of~t 2005, in the City of Vernon, County of Los Angeles, State of California AND THE CITY OF VERNON (hereinafter referred to as "City") 4305 Santa Fe Avenue Vernon, CA 90058 OMICRON ELECTRONICS CORP, USA, DOING BUSINESS IN CALIFORNIA AS OMICRON CORP, USA (hereinafter referred to as "Omicron") 12 Greenway Plaza, Suite 1510 Houston, TX 77046 BY AND BETWEEN RECITALS WHEREAS, the City's Light & Power Department is requesting the purchase of one (1) CPC 100 Enhanced Multifunctional Primary Test System together with the necessary transport cases, cables, clamps, wiring and plugs, hardware and software accessories and CPOL polarity checker; one (1) CP Amplifier Test Card; and one (1) CP CB2 Current Booster (collectively the "Relay Equipment"), to be used for the Malburg Generating Station and existing substations; and WHEREAS, the City desires to purchase the Relay Equipment to protect the City's power system and to improve the effectiveness of its operation and enhance the services provided to citizens, residents and businesses within the Vernon community; and WHEREAS, Omicron has prepared a Quotation dated June 4, 2004 for the Relay Equipment, a copy of which is attached hereto as Exhibit A and incorporated by this reference ("the Proposal"); and WHEREAS, Omicron represents that it is qualified and capable of furnishing the labor, materials and expertise necessary to furnish the Relay Equipment that the City requires, as set forth in this Contract and the Proposal and is willing to do so on the terms and conditions set forth below; and WHEREAS, the City desires to enter into an agreement with Omicron to provide for the Relay Equipment, as defined below, on the terms and conditions set forth below, 1 NOW, THEREFORE, THE PARTIES AGREE AS FOLLOWS: 1, Purchase and Sale of the Relay Equipment. 1.1 Relay Equipment. Omicron shall sell and deliver, and the City shall purchase the Relay Equipment described in the Proposal. ill the event of a conflict between the terms of this Contract and the Proposal, the terms ofthis Contract shall control. 1,2 Delivery, Omicron shall obtain, sell and deliver the Relay Equipment at the City of Vernon, F,O,B. Job Site. Omicron is responsible for all costs of full freight, including insurance, to Job Site, Risk ofloss shall pass to the Cityupon delivery F.O,B. Job Site, 2. Time of Performance. Omicron shall commence and complete the delivery of the Relay Equipment as follows: 2.1 Time Schedule, Omicron shall begin to obtain the Relay Equipment upon the later of the full execution of this Contract and the City's issuance of a Purchase Order (the "Commencement Date"), Omicron shall complete delivery of the Relay Equipment no later than six (6) weeks from the Commencement Date (the "Delivery Time"), Unless performance is excused, as set forth in Paragraph 2,2, Omciron's failure to deliver the Relay Equipment within the Delivery Time shall constitute a material default of this Contract, and, among other remedies available to it, the City shall have the option of terminating this Contract.. 2.2 Force Maieure, Neither party shall be considered to be in default in any of its obligations under this Contract when a failure of performance shall be due to an uncontrollable force. The term "uncontrollable force" shall mean any cause beyond the control of the party affected, including, but not restricted to, flood, earthquake, storm, fIre, lightening, epidemic, war, riot, civil disturbance or disobedience, federal, state, or municipal action, statute, ordinance, or regulation, embargoes of the United States Government or any other government, which by exercise of due diligence such party could not reasonably have been expected to avoid and by exercise of due diligence has been unable to overcome, Either party rendered unable to fulfIll any of its obligations under this Contract by reason of an uncontrollable force shall give written notice within fIve (5) business days of such fact to the other party and shall exercise due diligence to remove such inability with all reasonable dispatch, The Delivery Time shall be extended by Change Order by the number of days of delay caused by the uncontrollable force, as the City may reasonably determine, An extension of the Delivery Time by reason of an uncontrollable force shall not justify extra compensation for Omicron for administrative or other costs or expenses; provided, however, that if the time for achieving delivery is materially 2 extended by reason of uncontrollable force through no fault of Omicron, Omicron shall be entitled to an increase in the Contract Sum, but only in any amount equal to the increase in Omicron's direct cost resulting from such delay, 3. Contract Sum, The purchase price for the Relay Equipment is a sum of not to exceed Thirty- Nine Thousand Fifty Dollars and No Cents ($39,050,00) plus tax (the "Contract Sum"), 4, Payment Terms. 4,1 Payment. One hundred percent (100%) of the Contract Sum shall be paid within thirty (30) days after (a) the City's receipt and approval of the Relay Equipment and (b) the City's receipt of an invoice in a form reasonably acceptable to the City from Omicron, Invoices shall contain an itemization of services rendered and other directly related job expenses and subcontract charges incurred by Omicron and for which compensation is due, Omicron shall be responsible for paying any subcontractors used in the performance of this Agreement. Subcontractors shall not bill the City directly, Payment of the invoice shall be made after acceptance and approval by the City within thirty (30) days of receipt. The City's approval of the invoice shall not be unreasonably withheld, 4.2 Billings for Change Orders. Any billings for Change Orders, as defined in Paragraph 7 below, must be billed by separate invoice, with a copy of the applicable Change Order signed by the City attached to the invoice, 4,3 Payment Holds, Notwithstanding anything to the contrary contained herein, the City shall not be obligated to make any payment to Omicron if Omicron is in default of any of its obligations under this Contract; any portion of the Relay Equipment is defective or not in accordance with the terms of this Contract (provided, however, that payment shall be made as to any portion of the Relay Equipment that is acceptable to the City); or the conditions required for payment as set forth in Paragraph 4.1 above have not been satisfied, 4.4 Payment is Not Acceptance, Neither payment by the City nor use ofthe Relay Equipment by the City shall constitute an acceptance of any Relay Equipment not in accordance with the terms of this Contract. 5. Omicron's Representations. Warranties. and Covenants. 5,1 Capability, Omicron represents to the City that it is qualified, willing, and able to obtain, sell, and deliver the Relay Equipment. 3 5.2 Assignment of Warranties: Delivery of Documentation, Omicron shall assign to the City at the time of the Relay Equipment delivery all manufacturers' warranties and Omicron shall assemble and deliver to the City complete copies of all warranties, guaranties, and operating and maintenance data and all other documentation from all manufacturers pursuant to this Contract. 5.3 Compliance with Law, Omicron shall strictly observe and comply with all applicable federal, state, and local laws, ordinances, and regulations governing the sale and delivery of the Relay Equipment, including, but not limited to any permit or license requirements of the United States Department of Commerce. 5.4 Authorizations, Omicron is authorized to do business in California and properly licensed and registered by all governmental authorities having jurisdiction over it. 5,5 ' Title to City, Omicron warrants that title to Relay Equipment will pass to the City either by incorporation in the construction or upon the receipt of payment by Omicron, whichever occurs first, free and clear of all liens, claims, security interests or encumbrances, and that no seller of any Relay Equipment or any portion thereof will retain an interest therein or an encumbrance thereon, 5,6 Payments to Third Parties, Omicron shall promptly pay all bills for labor and materials furnished by others in connection with this Contract. 5.7 Warranty. 5,7,1 Omicron 's Warranties, Omicron warrants that all Relay Equipment will be new and free from defects in materials and workmanship, comply with the specifications provided by the manufacturers, be of good quality and merchantability, and fit for their inteD:ded purposes, and conform to all applicable governmental regulations, statutes, and ordinances, Any Relay Equipment not conforming to these requirements, including substitutions not properly approved and authorized, may be considered defective, In the event that the test results obtained by either Omicron or the City reveals that any portion of the Relay Equipment does not meet the City's specifications or the City identifies any defects in or damage to the Relay Equipment, Omicron shall promptly repair or replace any defective Relay Equipment; provided, however, that if, in the City's reasonable discretion, the quantity or quality of the defects are substantial, the City shall have the option of rejecting the entire shipment of Relay Equipment from that vendor, and obtaining another vendor to provide that Relay Equipment. Omicron shall be responsible for all direct and indirect costs that may be incurred by the City in connection with the rejection and/or replacement of damaged or defective Relay Equipment, including 4 any and all damages caused to the City's existing equipment, storage and/or system and the Vernon Substation or the Malburg Project by the use of defective Relay Equipment provided by Omicron, 5,7,2 Manufacturers' Warranties, Omicron shall obtain for the benefit of the City, and assign to the City, commercially reasonable manufacturers' warranties, which shall commence one (I) year from the date the City receives the Relay Equipment under this Contract or the City's acceptance of the Relay Equipment being purchased hereunder, whichever occurs first. Omicron shall assist the City in the enforcement of all such warranties, 5,7.3 Warranty Period. Omicron, at its cost, shall promptly repair or replace or cause the manufacturer to repair or replace (provided, however, that the City shall cooperate in working with the manufacturers if the warranties have been assigned to the City) Relay Equipment rejected by the City as defective or as failing to conform to this Contract if reported to Omicron within the Warranty Period, The Warranty Period shall be the period of (a) one (I) year from the date of Relay Equipment being delivered hereunder or from the date of the City's acceptance of the Relay Equipment being purchased hereunder, whichever occurs first; or (b) such longer period of time as may be prescribed by law or by the terms of the applicable manufacturers' warranty. The City shall give such notice promptly after discovery of a defective condition, A new one year Warranty Period shall commence for replaced Relay Equipment on the date the replacement was made, Omicron's obligations hereunder shall include the obligation to repair any damage to other property caused by the defective Relay Equipment or the repair thereof. Omicron shall indemnify the City from and hold the City harmless against any and all claims, liabilities, liens, damages, losses, costs, and expenses, including reasonable attorneys' fees and all costs of defense, arising out of or relating (a) to any such Relay Equipment found to be defective or not in accordance with this Contract, or (b) the correction of any such Relay Equipment. The foregoing representations, warranties, covenants, and agreements shall survive any termination of this Contract and final completion of the delivery of the Relay Equipment and are in addition to, and not in lieu of, any and all other liability imposed upon Omicron by law with respect to Omicron's duties, obligations and performance hereunder, 6. Indemnification. 6,1 Omicron's Indemnity, To the fullest extent permitted by law, Omicron shall defend, indemnify and hold harmless City and its elected officials, officers, agents and employees from all claims, suits, 5 actions, demands, damages, liabilities, expenses, judgments, settlements and penalties, losses, fines, and all costs and expenses incurred in connection therewith, including reasonable attorneys' fees and all costs of defense, arising out of or attributable to the negligent or wrongful acts of Omicron or its employees or agents in the delivery of Relay Equipment under this Contract, except to the extent arising from or caused by the sole negligence or willful misconduct of the City, its officers, agents or employees, The terms of this indemnity shall survive the termination of this Contract. The obligations in this Paragraph are in addition to Omicron's duty to provide insurance and shall not be limited by any limitation on the amount or type of insurance coverage carried by Omicron. 6,2 Indemnity Process. The City shall notify Omicron in writing of any suits, claims or demands covered by this indemnity, Promptly after receipt of such notice, Omicron shall assume the defense of such claim with counsel reasonably satisfactory to City, If Omicron fails, within a reasonable time after receipt of such notice, to assume the defense with counsel reasonably satisfactory to City, or if, in the reasonable judgment of City, a direct or indirect conflict of interest exists between the parties with respect to the claim, or if in the sole judgment of City the assumption and conduct of the defense by Omicron would materially and adversely affect City in any manner or prejudice its ability to conduct a successful defense, then the City shall have the right to undertake the defense, compromise and settlement of such claim for the account and at the expense of Omicron, Notwithstanding the above, if the City in its sole discretion so elects, City may also participate in the defense of such actions by employing counsel at its expense, without waiving the City's obligations to indemnify or defend, Omicron shall not settle or compromise any claim or consent to the entry of any judgment without the prior written consent of the City and without an unconditional release of all liability by each claimant or plaintiff to the City, 7, Change Orders. The City reserves the right to make additions to or deletions from the Relay Equipment being purchased under this Contract. All such changes shall be incorporated in written change orders executed by the City. The Change Orders shall specify the changes ordered and the adjustment of prices, delivery schedules and warranties, Any Relay Equipment or services added to this Contract under a Change Order shall be subjeGt to all of the terms and conditions of this Contract, except as otherwise set forth in the Change Order, No claim for additional compensation or extension of time shall be valid or recognized unless contained in a Change Order signed by the Chief Executive Officer of the Light & Power Department. 6 8, Termination of the Contract. 8.1 Right of Termination. This Contract may be terminated by the City, with or without cause, upon at least fifteen (15) calendar days' written notice delivered to Omicron. 8.2 Termination by City Without Cause, In the event of termination by the City without cause, Omicron shall be compensated for all Relay Equipment delivered prior to the date of delivery of the termination notice, plus compensation for (i) necessary work performed during the notice period and authorized in the termination notice, and (ii) all costs reasonably and necessarily incurred by Omicron directly attributable to termination which could not reasonably have been avoided and for which Omicron is not othelWise compensated that are incurred through the date of the termination and in effectuating the termination (the ''Termination Expenses"), Termination Expenses shall not include lost profits, lost opportunities, consequential damages, or the like, 83 Termination by the City for Cause or by Omicron without Cause, If Omicron breaches this Contract, the City shall notify Omicron in writing of said breach and if Omicron has not cured or begun reasonable efforts to cure within fifteen (15) calendar days of delivery of said notice, and fails to diligently pursue corrective action, the City shall have the right to cancel this Contract on the 15th day following delivery of notice to Omicron for cause, Omicron shall be responsible for all direct and indirect costs due to the City's re-procurement ofthe equivalent of the Relay Equipment cancelled pursuant to this Paragraph 83, If this Contract is terminated by the City with cause, or terminated by Omicron without cause, the City shall pay Omicron for all Relay Equipment delivered prior to the date of delivery of the termination notice, subject to the right ofthe City to withhold such unpaid amounts pending resolution of damages incurred by the City as a result of Omicron's default and for any reason described as a justification for a payment hold as set forth in Paragraph 43, 8.4 Actions Subsequent to Termination, Following the termination date, regardless of whether the Contract is terminated with or without cause, and subject only to the payments described in Paragraphs 8.2 or 83, as applicable, the City shall have no further duties, liabilities or obligations whatsoever under this Contract. Upon a termination of this Contract, except for its obligations under Paragraph 12,5 below, Omicron shall have no further rights, duties, liabilities or obligations whatsoever under this Contract. Notwithstanding anything in this Contract, including the foregoing, to the contrary, Paragraphs 5, 6, 8, 9, 10, 11.2, 11.3, 11.4, and 11.11 shall survive the termination of this Contract. 7 8.5 Delivery of Work Product and Documentation. Within three (3) business days after any termination of this Contract, Omicron shall deliver to the City all Work Product (as defined in Paragraph 9) and all Documentation (as defined in Paragraph 4,1) pertaining to this Contract and any and all copies thereof, whether in the possession of Omicron or a party engaged by Omicron; provided, however, that solely for its internal auditing purposes, Omicron may, at its sole expense, make and retain copies of Work Product materials, subject to the confidentiality provisions of Paragraph 10, Omicron shall also furnish all such information, take all such other action and shall cooperate with the City as the City shall reasonably require in order to effectuate an orderly and systematic termination of Omicron's duties and activities hereunder, 9, Work Product. All finished or unfinished documents, plans, designs, drawings, data, databases, studies, surveys, maps, models, photographs, reports and other materials, in whatever form or medium, prepared by or for Omicron, its officers, employees, agents in the course of performing the obtaining, delivering, and selling to the City the Relay Equipment sold under this Contract (collectively, the "Work Product"), but excluding working notes and internal documents, shall be the property of City, and City shall have the sole right to use such materials in its discretion without further compensation to Omicron or to any other party. Work Product materials shall be delivered to City by Omicron as they are generated. 10, Confidential Information. 10,1 Access to Confidential Information, The City may provide Omicron or allow Omicron access to certain information not available to the public concerning the City or businesses located in the City, The information may include information regarding companies located in the City, tax information, utility usage, and information concerning various company's sales, value of assets, or other confidential information about companies dealing with the City, All such non-public information shall be known as "Confidential Information" and may not be by Omicron for any purpose other than to perform its duties hereunder, 10,2 No Disclosure, Except as expressly permitted by prior written consent of the City, Omicron 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, without the express prior written consent of an authorized representative of the City, Omicron shall return any written Confidential Information and all copies made of such items to the City upon the City's written request, but in any event not later than the date that Omicron has delivered all Relay Equipment to be delivered pursuant to this Contract. 8 Omicron hereby agrees that such Confidential Infonnation and any documents provided may be used by Omicron only as authorized by the City. 10.3 Court Ordered Disclosure, Omicron shall immediately notify the City of any court order or subpoena requiring disclosure of Confidential Infonnation, and shall cooperate with the City's legal counsel in responding to any such order or subpoena. Omicron may only disclose Confidential Infonnation required to be disclosed pursuant to court order or subpoena after legal counsel has exhausted any lawful and timely appeal or challenge. 10.4 Exceptions to Confidentiality, The foregoing obligations shall not apply to any Confidential Infonnation lawfully in Omicron's possession prior to its acquisition from the City; received in good faith from a third party not subject to any confidential obligation to the City; or that now is or later becomes publicly known through no breach of confidential obligation by Omicron. 10.5 Remedies, In addition to any other remedies that it may have at law or in equity, the City shall be entitled to a temporary and pennanent injunction by a court of competent jurisdiction against any breach or threatened breach of any of the provisions of this Paragraph 10. Omicron acknowledges that in case of such breach or threatened breach of said provisions, the City would have no adequate remedy at law, and the City shall not be required to post a bond or other security or to prove damages, 11, General Provisions, 11,1 Entire Agreement. This Contract, with Exhibits A and B, each of which is attached hereto and incorporated herein by this reference, represents the entire and integrated agreement between the parties hereto, and supersedes and replaces all prior and contemporaneous negotiations, representations, discussions, or agreements between the parties related to the matters set forth in this Contract. This Contract may be amended or modified only by a written amendment signed by the parties. 11,2 Forum Selection, Any action brought relating to this Contract shall be brought and held exclusively in a Court in or serving the County of Los Angeles, California, 11.3 Attorneys' Fees, If either party institutes an action or legal proceeding arising out of or related to this Contract or the relationship of the parties or their rights or duties in connection with the matters set forth in this Contract, whether sounding in tort, contract, or otherwise, the prevailing party in such action or proceeding shall be entitled to recover from the other party all costs and expenses, including all costs and reasonable attorneys' fees, in addition to any other remedy awarded by the court, 9 11.4 Notices. All notices required or permitted by this Contract shall be in writing and may be delivered in person (by hand or by messenger or courier service) or may be sent by certified or registered mail, return receipt requested, or by facsimile transmission during normal business hours, if delivery is confirmed and provided a copy is also delivered via delivery or mail, and shall be deemed effective upon delivery or refusal to accept delivery, if served in a manner specified in this Paragraph 11.4 to the recipient as set forth below, If a notice is delivered on a Saturday, Sunday, or holiday, it shall be deemed delivered on the next business day, Notices to the parties shall be sent to the addresses set forth below, or such other address as is provided by one party to the other in writing, Ifthere is any change in a party's address, that party shall give notice, in writing, to the other party indicating the address change within five (5) business days, CITY: THE CITY OF VERNON Attn: Bruce V, Malkenhorst City Administrator 4305 Santa Fe Avenue Vernon, CA 90058-0805 OMICRON: OMICRON CORP, USA 12 Greenway Plaza, Suite 1510 Houston, TX 77046 Attn: Sharen Seversen, President 11.5 Status of Omicron, At all times during the term of this Contract, Omicron shall be an independent contractor. Except as the City may specify in writing, Omicron shall have no authority, express or implied, to act on behalf of the City in any capacity whatsoever as an agent. Omicron shall have no authority, expressed or implied, pursuant to this Contract to bind the City to any obligation whatsoever, 11,6 Insurance, Omicron agrees to provide insurance in the amounts and forms specified in Exhibit B, which is attached hereto and incorporated by reference, Omicron 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 Contract. Omicron shall not commence performance of its work under this Contract until the above insurance has been obtained and proof of insurance has been filed with and approved by the City, Omicron shall not permit a subcontractor or vendor to perform work on City premises unless and until a certificate of insurance is obtained showing that 'such subcontractor or vendor has 10 worker's compensation coverage, Omicron employs subcontractors as part of the services rendered, Omicron's protective coverage is required, Omicron may include all subcontractors as insureds under its own policy or shall furnish separate insurance for each subcontractor, meeting the requirements set forth herein. 11,7 Operations Manager, The City's Operation Manager is Manuel G, Garcia, The City reserves the right, in the City's sole discretion, to replace Mr. Garcia as the City's Operations Manager upon notice to Omicron, 11.8 Assignment and Subcontracting Prohibited, No party to this Agreement may assign or subcontract any right or obligation pursuant to this Agreement except with the express written consent of the other party, Any other attempted or purported assignment of any right or obligation pursuant to this Agreement shall be void and of no effect. 11,9 Partial Invalidity, Wherever possible, each provision hereofwill be interpreted in such manner as to be effective and valid under applicable law, but in case anyone or more of the provisions contained herein is held by a court of competent jurisdiction to be invalid, illegal or unenforceable in any respect, such provision will be limited to the extent required to make such provision valid and enforceable, and if necessary, severed from this Contract. All other terms and conditions shall remain in full force and effect. 11.10 Time of the Essence, Time is of the essence in the performance of this Contract. 11.11 Rights and Remedies, The City's rights and remedies under the Contract are cumulative with and in addition to all other legal and equitable rights and remedies which the City may have under applicable law, /II //1 /1/ /II //1 /1/ 1/1 1/1 /II 11 IN WITNESS WHEREOF, the parties have caused this Contract to be executed by and through their authorized officers on the date, month and year first written above. CITY OF VERNON A TIEST: '-"'~' By: ~~/. ~ LEONIS C. MALB G, Mayor Bruce V, Malkenhorst, City Clerk APPROVED AS TO FO C ONUCRONELECTRONICSCORP,USA,DOING BUSINESS IN CALIFORNIA AS ONUCRON CORP, USA' BY.~~ __ Typed Name: Ra lOner Afoe.c-eA Title;-=U -\ {'u.:\6\ By:~L Typed ~ l''''. .J"rle '" Titl~: ~Ista.-d: r,,~fornte &.c..dP.{ 12 1? -Greenway Plaza, Suite 1510 . Houston, TX 77046 713/830-4660 Fax 713/830-4661 DATE: June 4. 2004 QUOTATION C FOR: City of Vernon Utilities 4305 Santa Fe Ave. , Vernon, CA 90058 Alto: Mr. Otis Smith ITEM NO. ARTICLE QTY DESCRIPTION PRICE (USD) NO. #1 VE000621 1 CPC 100 - Enhanced - Multifunctional PrImary Test System $34,500,00 including: . CPC 100 Multifunctional Primary Test Set including: > CPC Accessory Kit (0) > One year warranty from date of receipt . CPC Test/no Software Modl,lles: . CP CT Test Cards CP VT Test Cards . CP Transformer Test Cards CP Resistance Test Cards CP Ramping Test Card CP Sequencer Test Card- CP Earthing Resistance Module . CPOl ., Polarity checking for CT NT wiring Includes software + hardware accessory set #2 VESM0660 1 $1,500.00 CP Amplifier Test Card #3 VEHZ0630 1 CP C82 Current Booster $3,050,00 Current Booster up to 2000A , Includes high current cable set, connection cable to CPC 100, grounding cable and travel case with wheels #4 na 1 CP TD1 Option wit" Trolley $21,650,00(**) Prices quoted are exclusive of any and all applicable taxes and custom duties, NOT FO~ RESALE, r> Includes high current cable set, high voltage cable set, measurement cable set, high Voltage connec:tion clamps. crocOdile clamps. grooMing cable, Ethemet PC connection cable, low voltage plug, power cord and User Manual; Also includes transport case with wheels for CPC100 and lransportcase mini with Mleels for CPC 100 accessories. SHIPMENT: DELIVERY: 3-6 weeks from receipt of valid order (when payment terms fulfilled) Free delivery to customer location In USA TERMS OF QUOTATION: PAYMENT: VALIDITY: Net 30 days (upon approval) 120 days from above date s~~ Ouolalion daled 07106104 40f4 OVERVIEW Multifunctional Primary Test System for Substation Commissioning and Maintenance This I'IIOrld-vvide unique System allows 'for automated testing of POwer transforme~, CTs, VTs, resistance testing. and more. Pr~ding up to 800 A (or 2000 A with current booster) and 2000 V, it comes complete with an integrated PC. Its ~ftware /Outines test a wide range of substation equipment, and automatically crNte customizable reports The compact clfsign (291:g /64 Ibs) and the innovative software save testing time and minimize tramportation costs. . Analog voltages and currents can be mHsured with. very high prO'Cision Its n meters aulomaticaHy switch ranges from /Jfl to kfl to allow for a wide Vatlf'ty of applications. Testing of unconventional fquipment, such as Rogowski Coils or current sensors complf'tes the spectrum LIGHTWEIGHT 19 kg 164 Ibs 'less than one fourth the weight 01 equivalent conventiona.' fquipment . lower transportation costs saves money 'Easier handling reduces manpower needs 'low weight reduces injury potential CURRENT T automatic testing of: . Ratio and polarity . Phase and magnitude . Excitation curve . Winding resistance . Secondary burden . Dielectric withstand voltage (lkV AC) 'CT circuit continuity ONE TEST UNIT FOR MULTIPLE USES 'Replaces need lor multiple test sets . (e_g. high current and \/O/tage sources, J1fl mf'ter) 'Saves time by eliminating need lor multiple training 'User.friendly intert.Ke reduces training time to one day AUTOMATED TESTING AND REPORTING Embedded PC 'Prepare test plans ahead of time in office (saves time in field testing phase) 'Set up test once, push button to start (saves testing time) 'Results automatically saved (saves time and reduces erm~ by eliminating manual rO'Cording of data) 'Automotic report generation (~ lime by eliminating manual lepor1 writin9; accelerates project Completion) 'Print reports Ilia external PC VOLTAGE T automatic testing 'Ratio and po/a , y . Phase and tnagnit . Secondary burden . Dielectric withstand ~ 'VT circuit continuity SAFETY FEATURES . Emergency shut off button . Safely key lock (blod unauthoriz ed use) . 'Dead man' button (stops remote operation if button relNSed) PREPARED FOR THE FUTURE 'Able to test unconventional equipment like Rogowski Coils, .. (Urrant sensors, or optical CTs. ., ',.~ ~.t 'of V . .. .a ntatwork or POWER T .Ratio and 'Winding resist , Tap changer testi . Excitation current .,. Short-circuit impedance mNsun-mMt RESISTANCETEt2NG 'Contact resistance C/1 .W""", _~. .. , 'Ground resistance , ,'Meesuring of complex Impedances (winding impedances, cable impedances, etc) PROTECTION REt~ . Single phase testing 0 ' and secondary relays ". V>. V<. ~'''' . _ - t- INTERFACE ELEMENTS , i , j ~ I 1 i. -I i I :1 , , i 1) '~or 130 V AC Output I) S.fety key Iod: If locked, the quantities which ar. CUfTently put out are frozen. The unit d04!S not accept any commands Kept tor an Em&rgeney slop, 2) CurNnt Output, A DC 3) Cunent Musuring Input I N:. ,9) Signal Lights Green light indicates a sat. operation, wherNs roo fight indicates an OpMltion with hazardous voltage andIor CUfTent levels at the outputs 4) VoJtag. Measuring Input 300 V At:. $) low Lewl volt~ Measuring Input 3V AC 10)Emervency stop button ') VoJtag. M.asurin9 Input V DC /2-w1re nsfstanc.e mNSUnmfltt 11) Keys for quklt selection of yout' appHcatlon 7) Blnary Input for potentl....free contacts or voltage, up to 300 V DC 12) Keys for qukk "!.clion of your desired view SH page 7 for dttails on outputs and inputs, . 13) LCD monitor 14) Soft-touch keys changing according to the selected application 1 S) Keys lor selectlng stacked test card, 16) Numerical keyboard 171 Advanced jog-dial handwheel with HclickH (Enter) fund~n The handwhHl allows for navigation within test cards, within other lMws. or across views. and it also allows for the entering of values, In 'entering' mode, the wheel's adaptive acceleration function will inataWdecreese the input valu. in ever bigg&r sltpS, if the wheel is turned fasl, Slow turning will increasdd<<rNSl! th. vakH! in ever smaller sltpS. 11)Up I down keys for navlagat/on and entering values 19)Test start/stop button 4f>> INTERFACE ELEMENTS (CONTINUED) r'o;,; .~.- .]~.. ,'-r~ r....., ... '" ",-:r ~~..~"t _ :; .; ~ . <.{ -. \_,Jj- 11 " , ; j , J' "'~~ I -. 'L -1 '- ' " -____..... _ ....,~ ~_. 1 ~ ''''--'-,''-' ,.: ~ --"" ~ 1) Plug to coftM<t ute..... functions . eltemaI EmtrgerKy Stop or "Deed Man" p.ush-button . ettemaI "test stMtIstop" push-butbn . ect8NI VO signal lights 2) s.rw RS232 interfacie for futur. use 3) COftIMCtIoft of CI'C 100 to . ~ hub 4) Direct connection of (pC 100 to . I'C's netwwIt connector 1) Grounding ttrmlnal 2) High AC. Voltage Output 2 WAC. (1 A..,4 A N:.) 3) Ext. BOOSTER .... for 11M connection of 11M CP C82 OIrrent booster option fOl' output currents of up to 2000 A (see page 18). <Q High DC current output 400 A DC S) High AC. OIR.nt output 800 A AC 6) Mains power supply, 1 ~. aSV-264 V N: n Owraurent protedion 8) POWER 011 48 TECHNICAL DATA 'Jho,.....1 is Hher ""1I.age or CIIIrenl, .... is ._~1Iy soIocted by "'" soItw..., Of -""l>y .......... C_ .... ~ OVlpuls ..., -.tood .... ""'" draal proof.... pooIedelI ~ eMf ......_, .;.... .... uID lAlO ':." . .~;;~;:~;~..,:.~~.. ,':'~:,j*,-~:'.:.' T)pbl--.y' AmplItude PI-. .......... hi! Sc1lIe FYI Salle '"'-..... acc"'*Y Owlput ..... Amplt\vde "'- ........ FYI Sc1lIe Full Sc1lIe ~ ~"""1aIid _ O/W ~....... 23'(% 5'C O)'f~ 10'f), .. fw hquency qnge of 45 ,~ 55 Ill: '" DC.1v:xvI1I:f values incfic.lIe ...t "'" ""'" is smallcr u..n +1- MIue INd . ReHinlI error + hi Sale of "'" fllRge . FuI Sale EIQ). t Will ruins~ 2l0VwiIh 2 x 6 m high_table.123'C~5'C(7l'h,lO'Fl MIbil!nt ........".luot, 1 SigIwls Wow SO Hz Of ........ 60 Hz wiIh Nduccd valles possiIle. 1 Olltpvl an Ile ~ wiIh MMnL .. 'Jho, Inputl oulpUt is.....-....Ighcnlng _tors Ile_ .......... and ~ protectIw Nrtl, In caw of enetgies ........ a low hund," Joule "'" lightning an"",," apply a permanent -. cimlit 10 "'" ~ I ovIput. 5 SigNIs below SO Hz Of ........ 200 Hz wiIh ........... vaIoes possiIle. , ,. % o' all units have an accurocy belt<< ..... sped,"" as TypiaI. 7 Input is galllMliaIly ......It<I 110m .n Olhet inpub. · V1 and V2 .- ~ coupled ....t sepanledlrom .. _ inp4Ib. , lhore.... power ralriclions lor mains 1IOlt.agos W- He) V K- ID r..w.....1KtH. 11 (11Of o'_ding < INn" ~, Input ........ ~ TypIcal .--cy' ""'" .0;10 ' ..~, 0.10' V1 /IV 500 IiO O,OS ~ o.OS ~ 0.10 ' 0.1O~ O.os~ 0.10' O,IS " o.oS " 0.10 ~ .'jl.~:~',_". ;,!l.~' : 'ii:._~,~,oc'i 'am' 'O:lCl" Jjjs:Yo O.IS' 0,03" O,OI~ 0,03 ~ 0,01 ~ O,OS" 0,10 ~ O,OS" o.lS % /~~8 V DC'" 1 500 IiO O.OS Yo I V O,OS " 100 mV 0,10" 10 mV 0,10 Yo . Au-.k fllRge Mitdling .GaIlMnitally .....alod poltntioI groups: 1 MIDC ; V1 .. V2 ; V DC; .AC~fllRge IS-400Hz . Pnlteclion of 1 N:/DC qMtt; 10 A If Me" IInery Input""" c_ Of....... up eo _ v DC7. .. 01 on page 5 Tli9ger aiIoeria Toggmg wiIh po..... ... CllIItaClS IIIl1llkoges of up 10 lOG V. ....... impecIance > 100 I<Q Ilesponse 1kne I IllS ..ti'~m Mode Accuracy (fuI sc..., c-n.ctIon ..... CU"eM TypIcal U5:~ 0.35 " .0.25" o.so ~ + 0.10" GuMM..... .o.as " 0,(0 " ."UO'~. 1.00 Yo + 0.2011 ~. .4!6A'~'4OQ'A 6ADC 6A' j '. ~ti.~>>) ~ . VDCin <5mA General Display Power Su~ ~ nomiN19 Single-pN:w:. permissible frequency, nomiNI Po.- consumption CDnneclion 1/4 'tIGA groysc;alelCO display 100 V AC,~240 V AC. 16 A 85 V AC...264 V N'. (L-N Of l-Q SG'6O Hz <3500 VA (<7000 VA lor sI10lt lime < 10 se4 If02lK2O Envlr_........... condl"-. Oper.ting temper.ture Slor.temper.""" tMnidity range Shod Vibqlion EMe .10.., +55 -C (+ 14..,+ 131 'f) .20,., + 70 'C ("""" + ISS'F) Il<I. Ilumidilr 5_95,," llO~ensing IEC64-2.27 (opet.lingIl~Ims..... sine 1EC63- 2-6 (......*'9110 "' 150 Hz : 29 EN 50011-2, EN SSOll. EN 6lOOO-3-2. Fa: Sul>pMt' of'M115 C1us A. EN 5OOI2-l, IfC 61OOO-4-2J1I(4 a ...........I8!lIlWfEO EN 610~" EN fiO!ISO. EN S0191. IEC '101~ 1 PJodvad aNI lfsled i'l an EN ISO 9001 C!f1ified compary 29 Iv (64 1bsI. ftlbust ate witIl_ ..68 .394 x 133 mm 11&6. 15.5.9,21 (W x H x 0 with CllMr, wilNut Nndltsl Sa~" Weight DImenslons - APPLICATIONS -- The software described in the Software section runs in the embedded PC within the CPC 100 and can be operated with front panel control. No additional PC is required, Quick Testing almost any function using direct manual control of the current and voltage outputs and measurements This function allows any maniplMtion of 1M sefected output range of the (PC tOO. AI output terminals _iIabIe on the (PC tOO can be sefected and controlled. M-..ing Mo.quantities in Mo cclumns such as N:. or DC voltages in amplitude and phase ~ N:. or DC cull'ellts in ~ and angle, or 1M fRquency of any selected output. is easily done by selecting the dtslted quantities, ~ also automatically perfonns calculations derived from 1M quantities described above. such as S, P. Q. l. R, R-X, R-l. R-C. l'Mio: t, mio:S, ~ and t.J. and displays them in 1M thitd column, ktt AIIevant IMlIsured value can easily 1M stored by pmsing ICHp Result. Thus, al important muIts .. arranged and disp/ayed in a table, and can 1M furth... investigated at any time,.1he entire ttsting S4!SSion can be sawd lIS a fiIt. A trigg... functionality allows for triggtring to a ctrtain twIlt. such as reaching a thrtshoId VWt 0( the switching of a contact, The trigg... can be binary or analog, or it can be an ovtrload of the unit. for tadI !rig9l!l' event. both tht current output value and the delay time are measured, whicIIaaows the testing of pick up and drop off values of primary relays. Compltlt impedances of transformtrs. cables, overiIead lines. etc,. can be measured. The amplifier technology used _bles a wide range of testing frequencies diff...ent from the mains frequtney, The built.in digital filters allow for sensitive and selective measuring without inttrl...ence prob/tms, With . this concept. a lot of tests can be pI!I'formed with small ttsf signals ftnstead of using big and he~ c_tional test equipment with high test signals at mains frequency). RtpOfting is done automatically, CURRENT TRANSFORMER leT) t input or the current probe can be used. CT Ratio Burden Tests ratio, polarity (and burden) with direct injection to CT primary current input and measuring of secondary output After entering I prilllalY. I secondary WId test CUITlllt, WId pressing tfIe St.-t button. the test card _es: . S<<ondary CUlrent with rmgnitude and angI~ (CT angI~ tnor> . Ratio with tnor in PeKettt , on tfIe CT t<<minals burden in VA WId JXN'iW fktor (cos .J Dumion of1QtfSt: - 3s Inclucfing auklmatic reporting Output: up to 800 A C2<<lO ~ /lC. Input: up to 10 A N:.13 V (l( 300 V ___ pn:Ibe. CT Burden Measures connected CT burden load with direct injection of secondary current with disconnected CT After entering th~ secondary nominal CUlrent and th~ test current and pressing the Start button, the test catd meesu-= . S<<ondary wbg~ in IMgnitucle and angle . COM<<ted burden in VA and power factor (cos .J Duoopn of th~ test: - 3s Including automatic repor1ing Output: up to 6 A N:. Input: up to 10 A /lC./3 V \4a probe and 300 V " A i CT Excitation Tests the exdtation curve The ntees:sary wiring is only two leIds from th~ ~~ ovtput to the open secondary wiring of the CT, After entfring the culI'ent and \01tag~ limits and pressing th~ Start button. th~ test card will autom.ticaIIy record th~ CT tllCitation CUlW according to lee, ANSl4S., (l( ANSI 30" standards, and the lnHpoint will be autonwItically akulated. After the test an Mltomatic sequtnc;e of demagnetization is performed. The test is clone using a ~ed loOkage $OUfCe. A CClIIIpariXlft of test results obtained using regu/ated and non-ngulated \iO/tage $OUfCes can be found on on our web site at WWW.omiaon.al 151'. ...,'.., .. . . . . ~.. "i' '. .~~it .' . Duqtion of the test: - 30 s including automatic repor1ing with recorded excitation CUM, and calculated kneepoint voltage. Output: up to 2000 V N:. .. CT (CONTINUED) Winding Resistance, Voltage Withstand Test, and CT Ratio V .. j Winding Resistance Measures CT winding resistance After entering the test CUfl'l!nt and ~ the Start but1on, tile test card . dispIars tile d~ of the IIIeISUAInlent __ time during !he period of chalging the wincing . MomaticalIy perfonns a cfiscNIvint of the windlng .tt<< Shing tile mtesurement . rne.sures tile DC ~ . rne.sures the resistance . (optionally) camp_tes the temper.... beMvior of capper, where !he applied ternpef1lture COl'Ilptn5lIlion calcutates tile ~llnCe for working temperature OvAtion of the test: depending 01\ the chMvint time. After tile period, the user aNtes tile report by pmsing Save Voltage Withstand Tests the voltage withstand capability of the insulation between primary and secondary winding or earth a!1d secondary windi!l9 After entering the test ~ and tile duRltion, and pressing the Start button, the test card . determines tile lebge current ftowing through the Insulation. The current thmhoId for l'lIMimum ~ current.QIl be entered. The (PC 100 wiI MItomllticlllIy switdl off if tile rnuimutn Ieabge current is tJlCeeded. OvAtion of the test: can be set by tile user. the test report wi be created atter the test automatically. Output: up to 2 kV CT Ratio V Tests ratio and polarity with direct injection of the voltage to the a secondary input (common method tor bushing as) After entering primary and secondary current and the test \'IlItage, and pressing the Start button, the test caRl . measum the actual ratio . calculates the deviation of amplitude and phase angle of the wltage ot tile CT primary side. OvAtion of the test: - 3s including automatic reporting Output up to 130 V, Input: up to 3 V and 300 V N:. =:.,..-..- .. rm till . I~~ OMICRON cr Ratio Rogowski Measures the ratio for CTs with Rogowski coil principle (induced voltage is proportional to the conductor current differentiated wi~ respect to time) After entering primary CUll'ent. secondary w1tag.. and t.n current, and pr.uing the Start button, th. tet catd . mtlSUres the ~litude of the ~ed CIIlrent . m_ th. Rogowski coirs output wltag. and phaw angt. . calculatf'S the .ctual ratio . caIcuIatf'S the demtlon flOl1l the nominal ratio of th. tf'St: - 5 s induding lIIItotNtic reporting up to 800 A (2000 Awith CurNnt 800sterCPCB2,) to3VAC cr Ratio Low Power Measures the ratio for CTs with low power prindple (outPllt voltage is proportional to primary current) After entering primary current. secondaIy voltage, and the test cunent, and pressing the Start button. the tet c.aRI . measures the ~ucM of the ..<<teet CUltent . measum the low power output Wlhage and Ilh-IIlgIe . Q/culetes the actual r.tio . CllWlates the dtlliation fIOI1I the nominal ratio Duration of the tet: - 5 $ including automatic lfpOrting. Output: up to 800 A (2000 A with Current Booster CP CB2,) Input: up to 3 V Ill:. Polarity Checker The i'oIarity Checker option can be found In the Accessories Section, plIge 18. - VOLTAGE TRANSFORMER (VT) rm -00 -- VT Ratio and Polarity Measures the capacitive Of inductive VT ratio and po~ri~ ' After entering the primary lIOltage. secondary YDlt~e -' te# YDltage, and pressing the Start button. the test card . mNSUres amplitude and phase of the lIOltage on the transformer's secondary side es the actual /atio. the dNation -' tIwI polarity 'on of thetest: - 5 s induding automatic reporting up to 2 leV pto300VAC rden Measures the connected secondary burden of the VT After entering the nominal secondary ~age and the test lI'ClItage, and pressing the Start button, the test card mNSWes . the conneaed secondary burden with YOItage injection on tIwI Yrs S<<ondary side . the conneaed S<<l:lIlChry burden in VA and the power factor (CDS .> including the secondary CUlTent -' tIwI angle betwHn \lD1tage and current Dulation 01 the test: - 5s including auttlmatic reporting Output up to t30 V AC Input: up to to A AC and 300 V AC Electronic Voltage Transformer Measures ,ratio and polarity of non-conventional electronic VTs After entering the primary YOltage. the secondary YOIt~e and the test ~age. and pn!Ssing the Stan button. the test card . measures the low kvel secondary 'IOItage . calculates the actualmio. the de'o'iation. and the polarity. Dulation 01 the test: - 5s including automatic reporting Output: up to 2 kV Input: up to 3 V fK 300 V AC Voltage Withstand Test The YOltage withstand test is desaibed in the (T section. page to. Polarity Checker The Polarity Cheder option can be found in the Accessories section, page 18. POWER TRANSFORMER Transformer Ratio (per Tap) Measures ratio and excitation current per tap For this ted, a test \'OItage 01 up to 2 !tV is ~ed on tN transfonn<< high wltage side, This voltage is IMeSUred intemally wi1h high precision, The wltage (amplitude and phase lingle) on 1M low ItwI wltage wincflfl9 is IlMlISUl'ed bact via lhe 9SUring input. The nmo is clllculated 8IIto/netiQIIy, The .. CUlTem in ampIiWde and phase angle is also reported, : - 5 s per tap including automatic reporting esistance per tap and detects -load tap changer (OLTO . the winding Mstanct is lIlMSUied ~ a e Mstance value of MCh tap Can eISiIy be saved to taining all taps. An JUtotMtic ttqlerature compensation is ~, Intenuptions of the cumnt because of . faulty diverter Can be detected. Ou~tion of the test: depends on the indudMty of the windin9 inductance, Oue to the high output lOltage of up to 65 V. testing time is reduced Output: up to 6 A DC (65 V) Input: up to 10 V DC and 10 A DC .. RESISTANCE ......".,....,........,.......,.....".."...,.., .. Resistance pO Measurement Measures test objects with very low resistance such as contacts of drcuit breakers and buswire connectors After comecting the test object (4-wires), entrilg ~ test current. and pressing ~ Start button. tM test aNd measures . the resistance of the test object. The test current can be sel<<ttd from 0,..<1()() A Duration of the test: - 5 s including automatic: lWpOfting Output: up to <<lO A DC Input: up to 10 V DC Earth Resistance Measures earth resistance or soil resistivity The earth resistance of substations can be _ed with two auxiliaty eJectJOdes whidI are put Into the Nl1h. To IIiOid influences from tM mains current and its ~ this llIMSUI'ement should prefmbly be carried out widl128Hr. The high output power of theac 100 ensUres a high ratio of the signal 1M to the noise kwI. Thanb to the sigftII fHOC- technology. tM meMUring procedure is Yfl'/ seIectM and . distulbances by earth a.mnts we reduced 10 a miIlimum, For Jarve ear1hing systems, 1M awililry eI<<trode for tht CUIreI1t injection is rtp/aced by a second eef1hIng systtrII which is conn<<ted to the c\lfl'ent output of tht CPC 100. an auxiIiaIy line. for mHsuring tht soil resistivity four awiiary. H:lIocIes are used, Duration of the test: - 5 s including automatic R!pOrting Output: up to I> A K. . Input: up to 3 V or 300 V N:. and 10 A K. Winding Resistance The winding resistance test is described in the CT S<<tion. page 10, ... c~c.:lioAp,pli,q~tions I i c'~ ;c~r:~~'.' .".~ .-._~~ '.'. , '. l~ '_.,c........,... ,.~ ..,~-~,. , . '~ I ~0."<:,:. " ..--...:'."'\..,. ..~'/.'," -.....::,~_. ~-. AUTOMATIC TEST PROCEDURES .' .. With general applkation cards, some simple testing of single phase relays is possible, such as the determination of trip times of I>, V>, V<, or frequency relays. With Sequencer and Ramping the user can aeate herlhis own automatic test procedures. Sequencer Typical AppIkations · Testing of auto-rec/osure cycles with primary current injection up to 2000A; peningldosing of the circuit breaker contact is detected internally by the MICRON hardware, so no extra wiring is required; easurem the opening/closing time of circuit breakers; ting of Current relays; sting 0 . it breakers with protection functions; etc, utomatic teS amplitudes (e.g. CT ratio at 0.05 In, 0.2 In, .5 In, 1 In and 1. '!ion between states, which tion of the two. Six .oed levels are possible. Further, t function, so that the sequence can 100 results can be recordedl e: t relay with auto-redosure function te1: wal or the drcult breaker (CB) to open ut 400 A until the trigger condition "Overload" occurs. measurement table displays: relay time + the CB opening time = 290 ms State 2: walt for the CD to dose (short dead time) Output 50 A until the "Overload" condition that startet state 2 dears. The measurement table displays: short dead time + C8 dosing time = 471 ms State 3: waft for the CD to open like state 1 State 4: wait for the CB to dose (long dead time) The measurement table displays: long dead time + CB closing time.. 3,1910 s I'~. ....!;;~ ......::.:._~ 1111.19 tllQ KIt 1$2,35 o.illi xu Ramping The functionality of the Ramping test card includes the automatic measurement of the pick up and drop off values of overcurrent relays. Also, CD contact resistances can be measured with ramp functions to avoid induced vottages in CT windings. Up to fIVe ramps can be defined, with detailed results being available for each. ., . oil, - REPORTING AND PC CONNECTIVITY Automatic Saving of Results and Automatic Report Creation Automatic saving of all results or test parameters All test rtsUIts w. IUtomatic:ally saved Ind stored with the t~ ThIs dN can be Cll'plized lICXORIing to the use(s needs, A Windows EllpIonr'" display pRMdts -=cess to stored dm IIld allows f<< NlY llMM9enMnt Ind org.nizMion of test dm ~ 'Mw). Also, one. tests hw.1Men dcfmed salisfKtoriIy. they can be swed to .,.,. ast~ for new tds.. This.uows repnxluction of wry test . wry tirM. no matt.. '- alIllpI.. Once the ell<<Ution at different locations 01 different points in tirM become a R. porting of all performed tests matic:ally saved Ind .stoml with wry tl!st. the mulls can be "POI1ed frem a e ~a the CPC ElcpIorer (PC sof1ware), Sinee thttest data is stored in XMl for l!lIChanging d.a), and the report Is pnMded in H1Ml fotmat. at utilized, inctualRg If'lIb<<fded gAphics. lor alChMng and further pIOCessing on the PC is supported. fJIporIlng to sudI as t<<t pn:lCl!SSOI'S (e,g. Wotd), dIItabases. or spreadshe<< programs is used. is possible in ec.ac1Iy the _ Wlrf as directly 110m the CPC 100. w. ~ by Cl'Nting any c:ustom dahl fon1\lIt using the XMl dahl. ) :Ii f? fJpIoIor - ~---;'r""'" . shipped with the CPC 100, COM<<tivity 1fwough WI EtMmet connection, both in a netvQt and from a - ....... :wwI.......... ..... . -- ....- ,- .-.. ....... ... ,- ,..... -... - ...... ,..... ...... w_ .,..... ..,. --- ,~,I'''. -.. .... ftom within CJtC ExpIoRt, the foIIoMng is possible: . ReportIng . Downloading dahllor atdlMng and further pnxessing on the PC . Uploading dlIta lor re-i.lsing pre-prepanJ templates . Easy sottwar. upgrading . Sel"lic:e Ind maintenance (remote troubW shooting) ~ ---- ........~>>.,. -- . ""-- - y- ... It.. )....... -.- :lit':". l:~"" _.,.-taG_ .......... .,.- .. ,...,. .n'.... r.-.,. "...... ::: ::: ... tit#.w II"'" ,.... h..... "ft... "If... ,.... ...... ....T .),.... .....,. ...... a.... ..... . ...--... +T'-.~ I I I I I I I I , --- .--. ....... ...... %1_- ... - .. .. . Au_lialy m.ted ~I - PREPARING TESTS IN THE OFFICE Reduce on-site testing time to a minimum by preparing tests offline on a standard PC CPC Editor allows for setting up single test cards, or entire tests with several test cards, with all test-specific settings. This is done on a standard PC, independent from the CPC 100. The prepared test file P(ML) can be uploaded to a CPC 100 using CPC Explorer. It contains a complete test with all its test cards and specific settings., After a test has been executed with the CPC 100, the test file also contains the test results and assessments. Thus, CPC Editor also allows for viewing and editing executed tests that were downloaded from the CPC 100. A test file can also be saved as a test procedure template. containing test cards with all sPecific test settings. Thus. testing time of recurring tests can be reduced to a minimum. .,. POLARITY CHECKER, CURRENT BOOSTER CPOl. polofitr <hoc.... I~t'~":~ ".,- . ,~ ~0{:;-::;~~'! II ',' "; . . ~",:,::", ..~,~ ~~~~-' ......... ~~~. ~--' .,,~.~,.~. 1),. c_ IoosIer CP CB2 connectecI .. CI'C tOO ~ Pola rity Checker (Replacement for Battery Olecking Method) Checks a series of test points for correct wiring Just inj<<t a the special continuous test slglllll at one point with the CPC 100 and dl<<k the polarity at aU termiMls with CPO!. as shown in f'9, I, 9etting a cl8r indication whether the polarity is OK <9rHn LEO) or not (red LEO), This pnxedure is mud! faster than the convfl\tionaI m~ and can MsiIy b. perlOll1lfd by a singfe ~. Duration of the test; depending on the IIUl1lb<< of test polnt1; 3-5 s per test point ..~ 51 ~ 5t 52 . :-( Tho! PoIMity Chedc<< in "'" Current Booster CP CB2 Tests applications requiring up to 2000 A The output current of th. CPC 100 can b. increased to up 10 2000 A by an elfClnlnially contlOlled current booster, 1M CI' CB2 can be COM<<ted close 10 the busbar using short high cUlTfllt Iftds and to 1M CPC 100 with . long conttOl cable. "-....i f .' ~~'yA '~Q(f~, , '~:VA:"~'~ "9Q.O VA 1s..400 Hz ..... Dimensions; 186 x 166 x 220 INn {7,3 x '6,5 x 8,7 " without handle Weight; 16,0 kg, 353 Ibs 1 Wilh m.ins IlOk.age 230 V., 23'C,. S-C (73 f,. 10 f) .mbi<nt ,...."""._, 2 SigNls below 50 Hz Of .bcM 60 Hz wi... oeduced volues poslibl., 3 Outputs in >eries. .. Ovtputsinpar.1el. High current cable set for CP CB2 4 x 1,5 m with 95 riwnl with plugs and clamps 1 x 0,6 m with 9S mrn2 for sffHljzation of outputs VEHK0610 Connection cable for CP C82 20m,3x2,5~ \!EHlC0611 Indudes in option: . CP (82 Curreflt Boos1er . COMection cable to CPC 100 . Hi9h cumnt cable set for CP CB2 . GlOunding cable (same as for (PC 100 shown on page 19) . Transport case (same model as for CPC 100 shown on page 19. but with differlMt inner shell) NyI, ~Ullml falll,. ~ (ll(JO A. 70 mm2) stlndan:l: 2 x Ii m V(HKOfi12 altelMliw: 2 x 9 m V(HKD617 High WlItag. ablt slit (2000 V. scrHned. 0.5 ~) stlllldard: 2 x 6 m VEHl<0613 aIt~: 2 x 10 m VEHlC0618 (onMCtion damps for high \/O/tag. for CCJnn<<:tion MIl ben.M plugs 4 mm VEHZ0610 Grounding c:abI. (Gl\NE) 1 x 6 In, I> mm2 wnh cOftMCtion clamp VEHlC061S ~~^'~'_t'J MeIsur-. allf. set a.5 mm2) stancllIId; , x 'm VEHKD614 alttmatiw; 'x 10 m VEHl(Dfi19 Cnlc:odH damps for connection of baNnI plugs 4 x 4 mm'vtHlO620 lowYdtag..cf~tr low~pIug VEHlC0623 VEHS0610 ICK V2 AC Iow~ Iew! input (0.3 ~ Power COld wiIh: open ends VII COl'II\ector VEHlC0621 VEHlC0616 (standald) (a/ttrnaliw) ZA conntetor VEHl<0620 (altem.tiw) as ccnnector VEHKD624 (a/tematiw) Current a~ Active ac and de current probe with voltage output. 2 meesuring 1Wl9ts: 10 A and 80 A ftecp.lency faIlge: de to 10 kHz kcunq; - < 2% for aunnt$ up to 40 A and hqutncies up to 1 kHz Phase error: <os lit ~ Hz lenglh: 230 mm (9.1 ") ArtiCI. H,,: IlEHZ4000 OMICRON offers sturdy transport cases with hllld-form interiors. AI cases .... watright, airtight, dustproof. dlemical resistant and conosion PftIOf. Recommended for "-y transport stress or for shipping. . . . Cables, clamps and plugs ( . supplied with CPC 100 Standard Package) Hgh CUlI'ent catQ set (800 A. 70 11Im2> st.ndn: 2 x 'm VEHK0612 ~ematM: 2 x 9 m VEHK0617 High 1IOItag. abI. Sft (2000 'I.. SO'HMd, 0,5 _> standan.f: 2 x 'm VEHKD613 a1tel'natM: 2 x 10 m VEHK0618 . C~ damps 10r high Wlltag.1or CllftMCtion with banana p/ugs 4 mm . VEHZ06IO' 'I~~ OMICRON. · .. ~ ~- Groutlding cabM (GIV(E> 1 x6 III. 6 mm2 wl1h connection damp VEHK0615 ~~^~, ~ t'J ~ cabM Sft (2,5 mm2) stancHrd: 6x6 m VEHK0614 aftematiw: 6 x 10 m VEHK0619 Cnxodile ~ b conn<<tion of bMana p/ugs 4 x 4 mmVEHZ0620 Transport cases low voltage adapter low VoItag. plug VEHlc:0623 VEHS0610 kKYl AClowwltag.'M input (0.3 '" Power COld with: Clpe\ erIds VII connector \lEHKDQ1 VEIf(/)616 (stand;ud) CaItemativ.) lA conn<<tor VEHK0620 (a/t~) as CClnNdor VEHKD624 ~) Cumnt Oamp Active ac and de current probe with voltage putput. 2 m..suring ranges: 10 A end 80 A Frtqu~ nnge: de 10 10 kHz k.cvraq:. - < 2% for currents up to 40 A and frequencHs up to 1 kHz Phaw enor. <O.~ at ~ Hz lenstth: 230 11Im (g.1") ArtiCl. Hr.: VEHZ4000 OMlCllOH offers sturdy transport cases with hard..form int<<icn. AI cases .. watertight, llirtight, dustproof. ch<<nical resiStant and cCll1OSion proof. Recornrn.nd~ for hNvy transport stms or for shipping. .......~. ",.~>;?~,~?~. Capacity CPCl00 DImensions (LxHXD) 700 x 450 x 500 mm (27.6" x 17.7. x 19.7<<) Weight 10.8 kg (23.8 lb.) Article Nr, VEHPOo61 Cable sets, rNInua1, current clamps. 700 x 450 x 360 mm (27.7. x 17.7. x 14.n 9.2 kg aO.3 lb.) VEHP0066 CP CB2, connection cable, high current able Sft ( 700 x 450 x 360 mm (27.7. x 17.7. x 14.21. 9.0 kg (19.8 Ib,) VEHPOO7t 4D ..t .t." .. :=~~'~~~:~~~~~i~~~~..~., "';( bqd45: .. .... . . cfC,to() 1llWt~i1He,n._~,t,J~V'SCV60 t.fz,~A:_'A,:;Ait:~OOo:V~ Oc...woA ~_J~~~,~~-~~~ ~,Qi,rt.<<~_.. ,_ . ,*,,~j, . . , . .. ~Jl . ..At~t~1ii1t9'i1!l~f~'.~J. =: ...'~~.Ht (ilY.~~=:::r'::~4~:k2 \iE~14 ~~'~-*:~~;$.x'~rm 2.,h\rij:2~ 1.xQ:Sm;~;stnm2 \/EH~19 ~~.6it10'mi,l;S~., XO:Sm;2iSrrim2 \/EHZ0610 High ~cLil~~ conn~ wjttU~ii~Pk9s' "i1in\(l j;ed+2~ \IEHZ062o c~ iU~~,tqj.:~.Qftt.ie~*~4 'inmarech 2 bIadr) VEHk0615 Gto.~.",(,a1ili.{~) I x Ii m;ifi l'lltII2.wM ~.~. vatK0622 E~~c~ ~~ ~ ~~ CumnJ~: )~wMiIOltllg.~ \lEH(062~ ~:~ .,.pf~ 4mnl~ t/)'!ow'~etik!g \IEH~O t_:~pI~~~ f9r kiw'~~.il'lpUt(O-j V) :t </:,f il QQ. ,f,f. 00 .f .f 00 .f,f ./ ./ ././ -I ./ ,f./ EXHIBIT B INSURANCE SCHEDULE Omicron shall provide proof of insurance, including a standard certificate of insw'wlce, ill at least the following amounts and coverage (combined single limit pennitted): I. Coverage and Limits Bodily Injury Property Damage Each Person Each Accident Each Accident Hazards Automobile Liability Owned Automobiles Hired Automobiles Non-Owned Automobiles Workers' Compensation Employers' Liability $ 500,000 $ 500,000 ~ 500.000 $ Statutory $1.000.000 ~r employer n, Liability General Liability Premises Operations Independent Contractor Products - Completed Operations Contractual Liability Umbrella Liability $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1.000.000 $2.000.000 $1,000,000 $1,000,000 $1.000.000 $2,000,000 $2,000,000 $2,000,000 $2,000,000 $2.000.000 $2.000.000 $ 500,000 $ 500,000 $ 500.000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1.000.000 $2.000.000 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 providing the City of Vernon thirty (30) days notice of cancellation or material reduction of coverage, 3, An endorsement providing coverage for all operations under 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, EXHIBIT "B"