Resolution No. 8837
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RESOLUTION NO. 8837
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
VERNON APPROVING AND AUTHORIZING THE EXECUTION OF A
SERVICES AGREEMENT BY AND BETWEEN THE CITY OF
VERNON AND POWER ENGINEERS, INC. FOR LEONIS
SUBSTATION STUDY
7 WHEREAS, the City of Vernon ("City") desires to retain a
8 consultant to perform a Leonis Substation Condition Assessment to (1)
9 evaluate the City's Leonis Substation in order to assess the condition
10 of the existing equipment and a system-wide assessment of the 7kV and
11 16kV transformer capacity; (2) evaluate improvements and provide
12 recommendations; (3) provide plans for implementation of improvements;
13 and (4) provide cost estimates of the improvements (collectively, the
14 "Services"); and
15 WHEREAS, the City has determined that Power Engineers, Inc.
16 ("Power Engineers") possesses the technical knowledge and expertise to
17 furnish the Services required by the City; and
18 WHEREAS, Donal O'Callaghan, Acting Director of Light & Power,
19 has recommended that an agreement for the Services with Power Engineers
20 be approved and executed; and
21 WHEREAS, the City Council of the City of Vernon has
22 determined that, pursuant to the provisions of subsection (a) of
23 Section 2.27 of the Vernon City Code, it is in the public interest and
24 necessity to enter into a contract with Power Engineers.
25 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE
26 CITY OF VERNON AS FOLLOWS:
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SECTION 1:
The City Council of the City of Vernon hereby
28 finds and determines that the recitals contained hereinabove are true
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1 and correct.
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SECTION 2:
The City Council of the City of Vernon hereby
3 approves the Services Agreement with Power Engineers, a copy of which
4 is attached hereto as Exhibit A and incorporated by reference.
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SECTION 3:
The City Council of the City of Vernon hereby
6 authorizes the Mayor to execute said Agreement for, and on behalf of,
7 the City of Vernon and the Acting City Clerk is hereby authorized to
8 attest thereto.
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SECTION 4:
The City Council of the City of Vernon hereby
directs the Acting City Clerk, or his designee, to send one fully
executed Agreement to:
Power Engineers, Inc.
Attn. Jay Keeling, Project Manager
731 E. Ball Road, Suite 100
Anaheim, CA 92805
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SECTION 5:
The Acting City Clerk of the City of Vernon
shall certify to the passage of this resolution, and thereupon and
thereafter the same shall be in full force and effect.
APPROVED AND ADOPTED this 7th day of September, 2005.
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.~ ~EONIS C. LBU~G, Mayor
A'r'rES'r: / L
BRUCE V. MALKENHORST,
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JR., Acting City Clerk
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1 STATE OF CALIFORNIA
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COUNTY OF LOS ANGELES
I, BRUCE V. MALKENHORST, JR., Acting City Clerk of the City of
Vernon, do hereby certify that the foregoing Resolution, being
Resolution No. 8837, was duly adopted by the City Council of the City
of Vernon at a regular meeting of the City Council duly held on
Wednesday, September 7, 2005, and thereafter was duly signed by the
Mayor of the City of Vernon.
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BRUCE V. MALKENHORST, JR.
Acting City Clerk
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EXHIBIT
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SERVICES AGREEMENT
This AGREEMENT ("Agreement") is made, entered into and executed in
duplicate originals, either copy of which may be considered and used as the original
hereof for all purposes, as of this _ day of Sept., 2005, in the City of Vernon, County
of Los Angeles, California
BY AND BETWEEN
CITY OF VERNON, a municipal
corporation, hereinafter referred to as
the "City"
4305 Santa Fe Avenue
Vernon, California 90058
AND
POWER ENGINEERS, INC., an
independent contractor, hereinafter
referred to as the "Contractor"
731 East Ball Road, Suite 100
Anaheim, California 92805
RECITALS
WHEREAS, the City has determined that it needs to retain the services of
an independent contractor to perform a Leonis Substation Condition Assessment to (1)
evaluate the City's Leonis Substation in order to assess the condition of the existing
equipment and a system-wide assessment of the 7kV and 16kV transformer capacity;
(2) evaluate improvements and provide recommendations; (3) provide plans for
implementation of improvements; and (4) provide cost estimates of the improvements
(collectively, the "Services"); and
WHEREAS, Contractor has prepared a proposal dated May 18, 2005, for
the Services, a copy of which is attached hereto as Exhibit A and incorporated by this
reference (the "Proposal"); and
WHEREAS, Contractor represents that it is qualified and capable of
furnishing the labor, materials and expertise necessary to perform the Services that the
City requires, as set forth in this Agreement, and is willing to do so on the terms and
conditions set forth below; and
WHEREAS, the Contractor has provided a competitive bid proposal that is
acceptable to the City; and
WHEREAS, the City desires to enter into an agreement with Contractor to
provide the assessment of the City's Leonis Substation on a contract basis as defined in
the terms and conditions set forth below.
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NOW, THEREFORE, IT IS AGREED AS FOllOWS:
SECTION 1. TERM OF CONTRACT
1.01. This Agreement will become effective upon the full execution of this Agreement,
and will continue in effect until such time as the City receives a final report of the
assessment of the City's leonis Substation, or until terminated as provided in this
Agreement.
SECTION 2. DEFINITION OF TERMS
2.01. Whenever used in the Agreement, the following terms shall mean:
A. "Agreement" shall mean that formally executed Agreement or Contract
which includes the Contract Documents attached. The Agreement
constitutes the entire agreement between the parties relating to its subject
matter.
B. "City" shall mean the City of Vernon, California, the entity which has
executed the Agreement and, where applicable, its affiliated companies,
and its officers, directors, employees, representatives and agents.
C. "Contractor" shall mean Power Engineers, Inc. and where applicable, its
affiliated companies, and its officers, directors, employees,
representatives and agents.
D. "Contract Documents" shall include any inquiry, invitation to bid, or
proposal which may have, but not necessarily, preceded execution of the
Agreement, and including the General Provisions and all exhibits and
schedules attached to the Agreement and all plans and specifications
. identified in the Contract Documents.
E. "Contract Price" shall mean the compensation set forth or provided for in
Section 4.01 of this Agreement. Whether it expressly provides for the
reimbursement of costs incurred by Contractor or simply for the payment
of a lump sum of money, it is intended to be the full and complete payment
for satisfactory completion of the Work and, unless otherwise stated, to
cover all costs whether for materials, equipment, tools, labor, services and
taxes and all overhead, rentals and profit or fee, if any.
F. "General Provisions" or "General Conditions" shall mean the General
Provisions as set forth in this Agreement.
G. "Premises" shall mean the physical premises under City's control or
ownership where Work hereunder .is to be performed. .
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H. "Proprietary Information" and "Confidential Information" shall mean all
information, whether written or oral, which Contractor acquires from,
through or on behalf of City, directly or indirectly, or which arises out of the
Work, concerning the Work or proprietary processes involved in the Work
including, without limitation, information concerning past, present or future
business plans of City, information about the operations of City's
Premises, and other City information or know-how obtained during the
Work, except information falling into any of the following categories:
1. Information which, at the time of disclosure hereunder, is in the
public domain;
2. Information which, after disclosure hereunder, enters the public
domain, except where such entry is the result of Contractor's or any
entity within Contractor's control breach of this Agreement;
3. Information which, prior to disclosure hereunder, was already in
Contractor's possession without limitation regarding disclosure to
others; or
4. Information which, subsequent to disclosure hereunder, is obtained
by Contractor from a third party who is lawfully in possession of
such information and not subject to a contractual or fiduciary
relationship to City with respect to said information and who does
not require Contractor to agree to refrain from disclosing such
information to others.
5. For information which is required to be disclosed as a result of any
court order or subpoena, the Consultant shall immediately notify the
City of any such required disclosure, shall cooperate with legal
counsel in the appeal or challenge of any such order or subpoena,
and shall only disclose Confidential Information to the extent
required in the order or subpoena.
I. "Subcontractor" shall mean any first or lower-tier subcontractor and its
employees, representatives, agents, subcontractors or other personnel
who have been approved in the manner required by this Agreement.
J. "Work" or "Services" shall mean the work performed by Contractor and
required to be performed from time to time by City under this Agreement.
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SECTION 3. SERVICES TO BE PERFORMED BY
CONTRACTOR
Specific Services
3.01. Contractor's Services shall include, but will not be limited to, providing an
assessment of the condition of the existing equipment at the Leonis Substation
and evaluating the improvements needed; providing a system-wide assessment
of the 7kV and 16kV transformer capacity and evaluating the improvements
needed; providing recommendations for improvements needed; providing plans
for the implementation of the recommended improvements; and providing cost
estimates for the recommended improvements. The Contractor's Services are
more specifically detailed in the Proposal attached hereto as Exhibit "A" and
incorporated herein by this reference.
3.02. Contractor shall be responsible for providing all the necessary reports pursuant
to the scheduled contained in the Proposal.
Change of Services
3.03. City may at any time, by written change order executed by the City Administrator,
make changes only to extend the Work duration and total compensation of
Contractor's Work. Changes in the scope of Work, or duties and obligations,
shall be authorized only by the City.
3.04. City may make "Changes" by increasing, reducing or deviating from the
requirements of the scope of Work. A form of Change Order is set forth in
Exhibit B attached hereto and incorporated by reference.
Timing of Services
3.05. Contractor's Services shall commence upon the execution of this Agreement by
both parties and award by the City Council and shall end at such time as the City
receives a final report, in a form acceptable to the City, of the Leonis Substation
Condition Assessment, unless this Agreement is otherwise terminated according
to Section 6 of this Agreement or extended according to the conditions and terms
set forth in this Agreement.
3.06. Time is of the essence for all Work contemplated by this Agreement. Contractor
shall start performing Services under this Agreement only after notification by the
City.
Method of Performing Services
3.07. Contractor will determine and is responsible for the method, details, and means
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of performing the above-described Services.
Status of Contractor
3.08. Contractor enters into this Agreement, and will remain throughout the term of this
Agreement, as an independent contractor. Contractor agrees that it is not and
will not become an employee, partner, agent, or principal of City while this
Agreement is in effect. Contractor agrees it is not entitled to the rights or benefits
afforded to City's employees, including disability or unemployment insurance,
workers' compensation, medical insurance, sick leave, or any other employment
benefit. Contractor is responsible for providing, at its own expense, disability,
unemployment, and other insurance, worker's compensation, training, permits,
and licenses for itself and for its employees and subcontractors. Contractor shall
have complete and sole control over its employees, the details of the Services
and methods by which the Services are accomplished, it being understood that
City is interested only in the results to be obtained by Contractor.
3.09. Contractor has no authority to enter contracts or agreements on behalf of City.
This Agreement does not create a partnership or joint venture between the
parties.
Payment of Taxes
3.10. Contractor is responsible for paying when due all income taxes, including
estimated taxes, incurred as a result of the compensation paid by City to the
Contractor for Services under this Agreement. Contractor agrees to indemnify
City for any claims, costs, losses, fees, penalties, interest, or damages suffered
by City resulting from Contractor's failure to comply with this provision.
3.11. Payroll taxes including federal, state and local taxes shall not be withheld or paid
by City on behalf of Contractor or for the. employees of the Contractor.
Contractor shall not be treated as an employee with respect to the Services
performed hereunder for federal or state tax purposes. Contractor shall be
responsible to pay taxes mandated by law.
3.12. Since Contractor is not an employee of City, Contractor is not eligible for and
shall not participate in any employee benefit of City, including pension, health or
other fringe benefits.
SECTION 4. COMPENSATION
4.01. In consideration for the Services to be performed by Contractor, described in
Section 3 of this Agreement, City agrees to pay Contractor on a time-and-
material basis, according to the Schedule of Charges set forth in Exhibit A, a sum
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not to exceed Thirty-Three Thousand Six Hundred Forty-Eight Dollars and No
Cents ($33,648.00) plus any applicable taxes (the "Contract Price").
Entire Compensation
4.02. The Contract Price is full and complete compensation, and constitutes the entire
compensation due Contractor for the Services and any and all of Contractor's
obligations hereunder, regardless of difficulty, unforeseen circumstances, hours
worked or equipment, materials or personnel required. The Contract Price
includes without limitation compensation for applicable taxes, customs duties,
fees, overhead, profit, travel time to and from the Premises and all other direct
and indirect costs incurred or to be incurred by Contractor hereunder. The
Contract Price set forth above is not subject to escalation for any reason except
as expressly set forth in this Agreement. No adjustments in compensation shall
be made as a result of changes in the value of any currency. The Contract Price
shall only be adjusted by formal, written Change Order or amendment to this
Agreement.
Payment of Compensation
4.03. For Services rendered under Section 3 of this Agreement, City agrees to pay
Contractor the sum set forth in Paragraph 4.01 of this Agreement on completion
of Work and within thirty (30) days of acceptance and approval of an invoice
prepared in accordance with City requirements. Such invoice shall include, but
not be limited to, the identification of hours worked for each individual and their
corresponding billable rate as reflected on the attached Schedule of Charges.
Such detail shall be provided by Task as identified in Exhibit A.
4.04, For Services rendered under Section 3 of this Agreement, Contractor shall be
entitled to receive monthly payments. Contractor shall submit to City a monthly
. invoice and statement of Services, prepared in accordance with Section 4.03 and
City requirements, by the fifteenth (1StI') of each month, for the prior calendar
month's completed Work. City will make payments to Contractor within thirty (30)
days after acceptance and approval of the invoice received from Contractor. The
City's approval of the invoice shall not be unreasonably withheld. If a portion of
the invoice is in dispute, the undisputed portion shall be paid within thirty (30)
days of receipt.
4.0S. Contractor shall be responsible for paying any subcontractors used in the
performance of this Agreement. Subcontractors shall not bill the City directly.
Expenses
4.06. City shall not be liable to Contractor for any expenses paid or incurred by
Contractor, except for those expenses identified in the Proposal. Expenses may
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only be billed if advance written approval has been obtained from the City
Administrator.
Compensation for Changes
4.07. The compensation due Contractor, or the credit due City, for changes may not be
established verbally, and shall be established in a written change order signed by
City as described in Sections 3.03 and 3.04 of this Agreement. Compensation
adjustments in each such change order shall be established by one or more of
the following bases, as determined by City: (a) a lump sum price to be negotiated
between the parties; or (b) Work unit rates to be negotiated between the parties.
Once established, the amount of the compensation due Contractor or credit due
City for a change shall not be subject to adjustment for any reason, including
changes in the value of any currency.
SECTION 5. OBLIGATIONS OF THE PARTIES
5.01. Contractor is responsible for meeting all conditions of this Agreement for all Work
performed. Substandard Work, as determined solely by the City, shall be redone
at the expense of the Contractor.
Products of Consulting
5.02. All products of consulting services including, but not limited to, manuals,
documents and/or computer software, shall become the property of the City and
shall be delivered to the City before the end of the performance of this
Agreement. Basic notes and sketches, charts, computations and other data shall
be made available to City without restriction or limitation on their use.
Liability Insurance
5.03, Contractor and its subcontractor(s), if any, shall, prior to commencement of any
Work and for the duration of this Agreement, obtain and maintain at its own
expense, those minimum levels of insurance coverage as set forth below. Prior
to commencing Work hereunder, Contractor shall provide the City with proof of
insurance providing and maintaining the coverages and endorsements set forth
below. Said proof of insurance shall also provide that said policy or policies shall
not be canceled or materially reduced in coverage without giving at least thirty
(30) days prior written notice to the City.
5.04. The insurance coverage as listed herein, shall be properly endorsed to include
those contractual obligations which may be identified further within this
Agreement and shall be endorsed to provide City all the rights and privileges of
an additional insured.
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5.05. Contractor shall cause its insurers to issue, including but not limited to,
Certificates of Insurance or, upon request, certified copies of the insurance
policies evidencing that the coverages and policy endorsements required under
this Agreement, are maintained in force.
5.06. Contractor shall ensure its subcontractor(s), if any, maintain those insurance
requirements as specified in this Agreement and are endorsed as additional
insured(s) on all required Contractor insurance coverages. Contractor and its
subcontractor(s), if any, shall maintain in effect the following minimum insurance
coverages on an Occurrence Form Policy:
A. Workers Compensation within the statutory limits, including occupational
illness or disease coverage in accordance with the laws of the nation,
state, territory, or province exercising jurisdiction over Contractor's
employees. Workers Compensation and Employers Liability Insurance
shall have a minimum limit of $1,000,000 per occurrence. Contractor
further agrees to hold harmless and indemnify City for any and all claims
arising out of an injury, disability, or death of any of Contractor's
employees or agents.
B. Comprehensive General Liability Insurance, including, but not limited to,
Contractual Liability, Products and Completed Operations Liability, Broad
Form Property Damage and Bodily Injury Liability, and Explosion,
Collapse and Underground Liability, with a minimum combined single limit
of $2,000,000 per occurrence.
C. Comprehensive Automobile Insurance, including, but not limited to, all
owned, non-owned or hired vehicles with a minimum combined single limit
of $1,000,000 per occurrence for bodily injury and property damage.
D. Excess Liability Insurance with limits of $2,000,000. Such evidence of
insurance can either be through the primary insurance coverages or
through an excess policy. Such insurance shall at all times be on an
occurrence form and provide policy conditions as broad as those required
in the primary insurance.
5.07. Contractor agrees to provide insurance in the amounts and forms specified
above. Contractor shall submit to the City documentation indicating compliance
with these minimum requirements no less than one (1) day prior to the beginning
of performance under this Agreement. Contractor shall not commence
performance of its Work under this Agreement until the above insurance has
been obtained and proof of insurance has been filed with and approved by the
City.
5.08. Contractor shall not permit a subcontractor or vendor to perform work on City
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premises unless and until a certificate of insurance is obtained showing that such
subcontractor or vendor has worker's compensation coverage. If Contractor
employs subcontractors as part of the Services rendered, Contractor's protective
coverage is required. Contractor may include all subcontractors as insureds
under its own policy or shall furnish separate insurance for each subcontractor,
meeting the requirements set forth above.
Representations
5.09. To the fullest extent permitted by law, Contractor shall defend, indemnify and
hold harmless City and its elected officials, officers, agents and employees from
all claims, suits, actions, demands, damages, liabilities, expenses, judgments,
settlements, and penalties, losses, fines, and all costs and expenses incurred in
connection therewith, including reasonable attorney's fees and all costs of
defense, arising out of or attributable to the negligent or wrongful acts of
Contractor or its employees or agents under this Agreement, 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 Agreement.
5.10. Contractor and City represent that each has read and understands the
Agreement and Contract Documents. The Contractor represents it understands
the City's regulations concerning Premises access, badges, parking, security,
safety, fire, prohibited drugs and alcohol, and smoking and other rules, and that
Contractor has visited Premises where the Work is to be done and is familiar with
the local conditions under which it is to be done. Contractor also represents that
it is experienced in performing and competent and qualified to perform the kind of
tasks or assignments included in the Work and employs or has available for
employment in sufficient numbers all unskilled, skilled, administrative,
supervisory, professional and managerial or other personnel required to perform
the Work as required by this Agreement.
5.11. Contractor represents that it has the qualifications and skills necessary to
perform the Services under this Agreement in a competent, professional manner,
without the advice or direction of City. This means Contractor is able to fulfill the
requirements of this Agreement. Failure to perform all the Services required
under this Agreement constitutes a material breach of the Agreement.
Contractor has complete and sole discretion for the manner in which the Work
under this Agreement will be performed.
5.12. Contractor declares and states that is has complied with and will continue to
comply with all federal, state and local laws regarding business permits and
licenses that may be required to carry out the Services to be performed under
this Agreement.
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5.13. Contractor agrees to indemnify, defend, and hold City free and harmless from all
claims, demands, losses, costs, expenses, obligations, liabilities, damages,
recoveries and deficiencies, including interest, penalties, attorney's fees and
costs, that City may incur as a result of a breach by Contractor of any
representation or provision contained in this Agreement or any negligent or
intentional acts or omissions by Contractor, it subcontractors, agents, and
employees or based on any claim that any software program or other product
used or furnished by Contractor in the performance of this Agreement constitutes
an. infringement of any United States patent or copyright.
City shall indemnify, defend, protect and hold Contractor and its officers, agents
and employees, free and harmless from and against claims, demands, losses,
damages, liabilities, fines, charges, penalties, orders, judgments and all costs
and expenses incurred in connection therewith, including reasonable attorney's
fees and costs of defense arising out of the City's negligent performance of
obligations under this Agreement.
5.14. Contractor's rights under this Agreement may not be assigned nor may its duties
be delegated or subcontracted without the prior written consent of City. Any
assignment or delegation or subcontract in violation of this Section shall, at City's
sole discretion, be void. Consent by City shall not relieve Contractor of
responsibility for performance of Contractor's. obligations hereunder. City may
assign all or any part of this Agreement at any time effective immediately upon
written notification to Contractor.
5.15. At all times while Work is being performed on the Premises each party shall be
represented thereon by a designated representative. Each party may notify the
other in writing of the identity of such persons from time to time.
Work Injury
5.16. The treatment and care of injuries sustained by Contractor's employees,
subcontractors, representatives or other personnel shall be and remain the
responsibility of Contractor. City's first aid facilities, if any, however, will be made
available to Contractor's employees in emergency cases which are the direct
result of accidents occurring on the Premises. City shall incur no liability for, and
Contractor hereby agrees to indemnify City against, any causes of action, claim,
liability or costs, including attorney's fees, arising in whole or part out of the
furnishing of such first aid facilities or assistance to Contractor's employees,
subcontractors, representatives or other personnel, or out of the failure to furnish
such facilities or assistance.
Records, Inspection and Audit
5.17. During the course of Work being performed, Contractor and any of its
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subcontractors, shall maintain and retain, not less than three (3) years after
completion thereof, complete and accurate records of the Contractor's costs
which are chargeable to the City under this Agreement. City or its designated,
authorized representatives, shall have the right during this three (3) year period,
upon written reasonable notice, to inspect and audit those records. Such records
to be maintained and retained by the Contractor shall include: (a) payroll record
accounting for the total time distribution of the Contractor's employees working
full or part time on the Work (to permit tracing to payroll payments in cash); (b)
invoices for purchases, receiving and issuing documents, and all the other unit-
inventory records for the Contractor's stores, stock or capital items; (c) paid
invoices and canceled checks for material purchased and for the subcontractor's
and any other third parties' charges; and (d) any other documentation City deems
necessary to support costs and charges under this Agreement.
Corporate Conduct
5.18. Contractor, its employees, agents or representatives shall not offer or give to an
officer, official or employee of City gifts, entertainment, payments, loans or other
gratuities to influence the award of a contract or obtain favorable treatment under
this Agreement or any other contract.
Standard of Care
5.19. Contractor agrees that all Services provided will be conducted by the principal
and competent staff members, if any, under the supervision of the principal, and
that Services will be performed and rendered diligently. Contractor represents
that it has, or shall secure, at its own expense, all personnel required to perform
Contractor's Services under this Agreement, but at all times shall be responsible
for the Services of such personnel. Contractor may not employ any
subcontractor without the prior written approval of the City.
Treatment of Confidential and Proprietary Information
5.20. For ten (10) years after the effective date of this Agreement, Contractor shall
refrain from using any Confidential or Proprietary Information except in
connection with the Work or from disclosing it to any third party other than to
employees of Contractor who require it in performance of the Work and except to
such other third persons as City may authorize in writing. If disclosure to such an
employee or to other third persons is so authorized, Contractor shall enter into
with said party a confidentiality agreement containing provisions with respect to
use and disclosure of Proprietary Information substantially the same as those
contained in this Agreement.
5.21. Contractor shall take reasonable precautions to safeguard any documents
containing Proprietary Information which City may supply to Contractor
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hereunder. Contractor may copy, in whole or part, such documents to the extent
necessary for the performance of the Work, and Contractor shall return to City
upon the completion of the Work or request by City all such documents and
copies.
5.22. Except as expressly permitted by prior written consent of the City, Contractor
and/or its subcontractors 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. Contractor and/or its
subcontractors 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 Contractor has performed all Work to be performed
pursuant to this Agreement. Contractor hereby agrees that such Confidential
Information and any documents provided may be used by Contractor and/or its
subcontractors only as authorized by the City. Contractor shall include a
provision in its agreements with subcontractors that binds the subcontractors to
this non-disclosure requirement.
5.23. All reports, plans, data, studies, maps, drawings, models, photographs,
documents and other writings prepared by and for Contractor, its officers,
employees, agents and subcontractors in the course of implementing this
Agreement, with the exception of working notes, internal documents and
Confidential Information provided by businesses located in City, shall be
considered the property of City. Contractor shall deliver such documents and
materials to the City as they are generated; however, Contractor may take and
retain copies of said documents and materials that are not Confidential
Information, as desired.
5.24. All reports, information, data and exhibits prepared or assembled by Contractor
in connection with the performance of its Services pursuant to this Agreement
are confidential until released by the City to the public and Contractor agrees that
such documents shall not be available to any individual or organization without
the written consent of the City prior to such release.
5.25. No reports, maps, or other documents produced in whole or in part under this
Agreement shall be the subject of an application for copyright by or on behalf of
Contractor.
Compliance with Authority
5.26. Contractor shall comply with all laws, regulations, executive orders and other
applicable requirements of any governmental agencies having jurisdiction
including the Fair labor Standards Act, the Occupational Safety and Health Act
and all those relating in any way to employment practices and protection of the
environment. Contractor shall not discriminate against any employee or any
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applicant for employment for reasons of race, color, creed, religion, sex, sexual
preference, age or national origin.
5.27. Contractor shall make timely payment of all employment taxes and of all social
security and other contributions of every kind required to be made with respect to
or measured by the wages and salaries of persons employed by Contractor.
5.28. Contractor shall indemnify City against, and hold City harmless from, any liability
or loss including liability or loss from fines or penalties arising out of Contractor's
failure to perform the obligations imposed upon it by Sections 5.28 and 5.29 of
the Agreement.
Progress Reports
5.29. Contractor shall meet with City staff, upon City's request, or as needed, in order
to provide reports or information concerning the Services being performed by
Contractor under this Agreement.
Contractors License Classification
5.30 Contractor shall possess all appropriate licenses for the duration of this
Agreement.
SECTION 6. TERMINATION OF AGREEMENT
6.01. Unless otherwise terminated as provided in this Section, this Agreement will
continue in effect until such time as the City receives a final report of the Leonis
Substation Condition Assessment, evaluations and recommendations necessary
for improvements and cost estimates for the recommended improvements,
unless otherwise extended according to the terms and conditions set forth in this
Agreement.
Non-Default Termination.
6.02. City, at its sole discretion, may terminate this Agreement upon thirty (30) days
written notice to Contractor and such termination shall be effective in the manner
specified in such notice and shall be without prejudice to any claim that either
party may have against the other. During the thirty (30) day period after such
notice is sent, the parties shall continue to act toward each other in good faith.
6.03. In the event of any such termination, in full and complete settlement for the
termination of the Work, City shall pay Contractor for those Services performed
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
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termination notice, and (ii) all costs reasonably and necessarily incurred by
Contractor directly attributable to termination which could not reasonably have
been avoided and for which Contractor is not otherwise compensated that are
incurred through the date of termination and effectuating the termination
("Termination Expenses"). Termination Expenses shall not include lost profits,
lost opportunities, consequential damages, or the like. In no event shall total
payment exceed the Contract Price.
Termination on Occurrence of Stated Events
6.04. This Agreement will terminate automatically on the occurrence of any of the
following events:
A. Bankruptcy or insolvency of either party; or
B. Sale of the Contractor; or
C. Assignment of this Agreement by Contractor without City's written
consent.
Termination for Default
6.05. If Contractor defaults in the performance of this Agreement or materially
breaches any of its provisions, City may immediately terminate this Agreement
by giving written notification to Contractor indicating the effective date of such
termination. Termination will take effect immediately upon the date specified in
the notification. For the purposes of this paragraph, material breach of this
Agreement includes, but is not limited to, the following:
A. Contractor's failure to perform, in a manner satisfactory to the City
in its sole discretion, the Services specified in Section 3 of this
Agreement; or
B. Contractor's material breach of any obligation or provision
contained in Section 5 of this Agreement.
6.06. The waiver by either party of a breach or default by the other party shall not be
deemed a waiver of any different or later breach; nor shall any delay or omission
by either party to exercise any right it may have hereunder operate as a.waiver of
any breach or default of such a right. The failure of either party to this
Agreement to exercise any of its rights under this Agreement does not constitute
a breach thereof and shall not be deemed to be a waiver of such rights or a
waiver of any subsequent breach.
6.07. In the event of any termination of this Agreement or reduction in the scope of the
Page 14 of 18
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Work, Contractor shall not be entitled to damages for loss of profits for the
unexecuted portion of the Work or any other damages because of such
termination or reduction.
SECTION 7. GENERAL PROVISIONS
Notices
7.01. All notices, approvals, consents and other communications between the parties
shall be in writing, and shall be sent by fax or by certified mail (return receipt
requested) to the respective addresses set forth below, or at such other address
as may be furnished by either party to the other in writing. Faxed notices,
confirmed by copy thereof, shall be deemed communicated as of the day the
facsimile was sent. Mailed notices will be deemed communicated as of the day
of receipt or the third (3rd) day after mailing, whichever occurs first.
Contractor - Power Engineers, Inc.
Attn: Jay Keeling, P.E.,
Project Manager
City - City of Vernon
Attn: Bruce V. Malkenhorst, City
Administrator I City Clerk
731 East Ball Road, Suite 100
Anaheim. CA 92805
Fax: 714-808-0122
Telephone: 714-808-0123
4305 Santa Fe Avenue
Vernon. CA 90058
Fax: 323-826-1438
Telephone: 323-583-8811 ext 260
Entire Agreement of the Parties
7.02. This Agreement supercedes any and all agreements, either oral or written,
between the parties with respect to the rendering of Services by Contractor for
City and contains all of the representations, covenants, and agreements between
the parties with respect to the subject matter of this Agreement and the rendering
of those Services. Each party to this Agreement acknowledges that no
representations, inducements, promises, or agreements, orally or otherwise,
have been made by any party, or anyone acting on behalf of any party, which are
not contained in this Agreement, and that no other agreement, statement, or
promise not contained in this Agreement or a subsequent amendment or change
order shall be valid or binding. No amendment or change in the provisions of this
Agreement shall be made, except in a formal written amendment signed by
Contractor and an authorized representative of the City, or in a written change
order. Contractor expressly waives all claims for compensation based upon
quantum merit, implied contract or oral contract. Each party represents and
warrants that it has read and fully familiarized itself with this Agreement, and that
such party has been fully authorized to sign this Agreement.
15 of 18
7.03. This Agreement shall be comprised of these included provisions, together with
Exhibits A and B, which are all attached. In the event of conflict between this
Agreement and any of the exhibits, including the Proposal, this Agreement shall
prevail.
Partial Invalidity
7.04. If any provision of this Agreement is held by a court of competent jurisdiction to
be invalid, void, or unenforceable, the remaining provisions will continue in full
force and effect without being impaired or invalidated in any way.
Law and Arbitration
7.05. All disputes arising out of or related to this Agreement, the conduct of either party
in connection with this Agreement, and the relationship and rights of the parties
in connection with this Agreement, whether characterized as breach of contract,
tort, or otherwise (except for those requesting injunctive relief) shall be
determined by binding arbitration in accordance with the terms of this Section.
The submittal of all matters to arbitration in accordance with the terms of this
Section is the sole and exclusive method, means and procedure to resolve any
and all claims, disputes or disagreements arising under this Agreement, except
for claims by either party which seek injunctive relief, which claims shall be
resolved by suit filed in the Superior Court of Los Angeles County, California, the
decision of which court shall be subject to appeal pursuant to applicable law.
The parties hereby irrevocably waive any and all rights to the contrary and shall
at all times conduct themselves in accordance with the terms of this Section,
relying' on arbitration as the sole means of resolution of disputes. Arbitration of
all matters required to be arbitrated hereunder shall take place before a panel of
three retired judges of the Superior Court of the State of California (the
"Arbitrators") under the auspices of Judicial Arbitration & Mediation Services, Inc.
("JAMS"). Such arbitration shall be initiated by the parties, or either of them,
within ten (10) calendar days after either party sends notice of a demand to
arbitrate (the "Arbitration Notice") to the other party and to JAMS. The Arbitration
Notice shall contain a description of the subject matter of the arbitration, the
dispute with respect thereto, the amount involved, if any, and the remedy or
determination sought. Each party shall select a retired judge from the JAMS
panel, and the two selected judges shall mutually agree on the third retired judge
from the JAMS panel. If one of the parties does not select a retired judge from
the JAMS panel within fourteen (14) calendar days after receipt of the Arbitration
Notice, JAMS will select the second judge, and the judge selected by JAMS and
the judge selected by the other party will select the third judge for the panel. The
third judge is to be selected within ten (10) calendar days following the selection
of the first two judges. The three judges will together serve as the Arbitrators.
The arbitration shall be conducted in Los Angeles, California. Any party may be
Page 16 of 18
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represented by counsel and/or other authorized representative. In rendering a
decision(s), the Arbitrators shall determine the rights and obligations of the
parties according to the substantive and procedural laws of the State of California
and the terms of this Agreement. The decision of the Arbitrators shall be based
on the evidence introduced at the hearing and accompanied by a written
statement of decision as to each of the principal controverted issues. The
agreement of two of the three Arbitrators as to the resolution of the dispute shall
be a conclusive resolution. The Arbitrators shall deliver the written decision to
the parties within thirty (30) calendar days following the date of the selection of
the last of the Arbitrators. The decision shall be conclusive and binding, and it
may thereafter be confirmed as a judgment by the Superior Court of the State of
California, subject only to challenge on the grounds set forth in the
California Code of Civil Procedure Section 1286.2. The validity and
enforceability of the decision of the Arbitrators is to be determined exclusively by
the California courts.
Attorney's Fees
7.06. In the event a dispute, claim or litigation arises regarding this Agreement, the
prevailing party shall be entitled to reimbursement for reasonable attorneys' fees
and actual costs, which may be set by the arbitrators or the court in the same
action or in a separate action brought for that purpose, in addition to any other
relief which is obtained.
7.07. Neither party shall be considered in default in any of its obligations under this
Agreement when a failure of performance shall be due to an uncontrollable force.
The term "uncontrollable force" shall mean any cause beyond the control of the
party affected, including, but not restricted to, flood, earthquake, storm, fire,
lightning, epidemic, war, riot, civil disturbance or disobedience, 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 Agreement 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.
7.08. Except as may otherwise be specifically provided herein, this Agreement maybe
modified or amended only by a written document executed by both Contractor
and the City and approved as to form by the City Attorney.
7.09. The captions used in this Agreement are for convenience only and shall in no
way define, limit or describe the scope or intent of the Agreement or any part
thereof.
17 of 18
. .
7.10. City reserves the right to award similar contracts to multiple contractors to ensure
the City has adequate services.
IN WITNESS WHEREOF, the parties have executed the Agreement on the dates
shown below.
Executed at
, California, on
City: City of Vernon
Name: Leonis C. Malbura. Mavor
Date:
A TrEST:
Bruce V. Malkenhorst Jr., Acting City Clerk
APPROVED AS TO FORM:
Eric T. Fresch, City Attorney
Title:
Date:
Page 18 of 18
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. EXHffiIT A
May 18,2005
CITY OF VERNON
Leonis Substation Condition Assessment
. .
POWER ENGfNEER$.INC.
_.....M~_::r..........~_.~_~...._];...~
A~ POWER
"'~'\" ENGINEERS
7825 ENGINEER ROAD
SUITE 203
SAN DIEGO, CA 92111
__ 858-503-5975
FAJ(, 858-503-5983
May 18, 2005
Jorge Somoano
City ofVemon
4305' Santa Fe Avenue
Vernon, CA 90058
Subject: 107527.30.50
Leonis Substation Condition Assessment Proposal
Dear Jorge:
Attached are the work plan, budget, and schedule for the Leonis Substation Condition
Assessment ProposaL This letter and attachments can be used as the attachment to the
agreement between the City of Vernon and POWER Engineers for this project.
The time and expense not-to-exceed budget for the deliverables described in the work plan is
$33,648.
If you have any questions, please contact me at (858) 503-5975.
Sincerely,
-0 ,6t- j
Jay Keeling, P.E.
MW/ss
cc: Mike Walbert (poWER HL Y)
Lany Henriksen (poWER HL Y)
letfMann (poWER HL Y)
RM/REF
)Qwerena.com
HLY011.ij5107527 VERNON (05118105 rev. 1) Ib
~~ POWER
'-'~~ ENGINEERS
CONTENTS
LEONIS SUBSTATION CONDITION ASSESSMENT
1. WORK PLAN
2. BUDGET
3. SCHEDULE
HLY 011-05107527 VERNON (05118105 REV. 1) LB
CONTENTS I 1
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\oI~'\" ENGINEERS
. 1. WORK PLAN -LEONIS SUBSTATION CONDITION
ASSESSMENT
WE PREPARED THIS WORK PLAN
SPEC/F/CALL Y FOR YOUR PROJECT
This section presents our work plan prepared specifically for your
project. Our work plan does the following for you:
. . Defines the scope of work so you know exactly what we intend to do.
. Lists the deliverables that you will receive.
. Identifies your key project concerns and our proposed solutions.
. Serves as a ready-made project control system when the project
begins.
. Becomes the foundation for project scheduling and budgeting
throughout the project life.
A BASIS FOR PROJECT REPORTING
With this work plan, we can track tasks, subtasks and deliverables
throughout the life of the project. Project status reports and project
review checklists assist us in communicating and coordinating internally
throughout the project.
CITY OF VERNON AND POWER REVIEW
We in.vite you to review and revise this document with 11S before the
project starts. This joint review will provide optimum coordination
among all involved parties as the project progresses.
As you review the work plan we encourage you ~o make notes in the
wide margins on the side.
HLY011-05107527 VERNON (05118/05 REV. 1) La
1. WORK PLAN I 1
POWER ENGINEERS, INC.
TASK OUTLINE
Task 0
Subtask 0.1
0.2
Task 1
Subtask 1.1
1.2
1.3
Task 2
Subtask 2.1
2.2
Task 3
Subtask 3.1
3.2
Task 4
Subtask 4.1
4.2
Task 5
Subtask 5.1
Project Administration
Project Management
Project Administration
Project Initiation
Data Acquisition
Data Review
Initial Project (Kick-Oft) Meeting
leonis Substation Condition Assessment
Equipment Assessment
System-wide Assessment of7 kVand 16 kV Transformer
Capacity
Prepare Recommendations
2.3
Functional Specifications and Cost Estimates
Functional Specifications
Cost Estimates
Report Preparation
Draft Report
Final Report
Presentation (Optional)
Presentation (Optional)
Summary of Oeliverables
HLY011.()5107527 VERNON (05118105 REV. 1) LB
1. WORK PLAN 12
POWER ENGINEERS, INC.
TASK 0
PROJECT ADMINISTRA TION
Objective(s):
. Provide planning, scheduling, organizing, 'monitoring; cost control,
reporting, and management of the individual tasks and subtasks
required for project completion.
Approach:
. Implement a definitive plan of action to complete the work in an
organized and timely manner.
. Coordinate project resources and personnel.
. Provide POWER and the City ofVemon (City) management with
accurate, timely data on progress and expenditures, to allow effective
cost control.
. Coordinate delivery of services and products in accordance with the
City's requirements and applicable codes and standards.
. Administer the project so reporting and document control conforms to
the City's project requirements.
. Prepare and manage correspondence and document files.
. Unless otherwise notified, we will use standard POWER reporting
document formats (status reports) for the project with project reporting
at the beginning of each month.
. Enforce project quality standards and procedures.
Prerequisite{s):
. Notice to Proceed
SUST ASK 0.1
PROJECT MANAGEMENT
Responsibility: POWER
Deliverable(s):
. Status Reports
Provide project superVision, monitor the progress of the work, enforce
compliance with procedures, monitor job costs, and expedite the work by
providing for the coordination of and allocation Of redirection of
resources.
Prepare monthly status reports. Summarize the progress of the work and
status of deliverables, costs, resource allocation, problems, trends and/or
delays, and the reasons for and actions being taken to correct potential
problems.
Provide personnel, who are competent, experienced, and adequately
trained to manage, supervise and perform tasks. Verify implementation
of quality control procedures according to generally accepted
engineering methods. Provide meeting minutes from meetings that occur
HL Y 011-05 107527 VERNON (05118105 REV. 1) LB
1. WORK PLAN I 3
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POWER ENGINEERS. INC.
during the reporting period and those meetings that will require the
City's attendance.
Update the project schedule as the work progresses to reflect changes
and to evaluate the impact of project status on interim or milestone dates.
. Modify the base schedule and the Work Plan to reflect changes in the
scope of services to be performed.
SUBTASK 0.2
PROJECT ADMINISTRATION
Responsibility: POWER
Deliverable( s):
· Project Reports
. Monthly Invoice
Provide project support for the duration of the project. Project Control
personnel duties include: development and maintenance of project
control documentation; preparation of monthly project reports;
summarize the previous month's progress of the work, schedule, costs,
and major work items in a report format; alert .the Project Manager as to
outstanding invoices or accounting problems.
Provide administrative support to Project Team, including scheduling,
correspondence preparation, documentation assistance, and coordination
of project deliverables.
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1. WORK PLAN I 4
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POWER ENGINEERS. INC.
TASK 1
PROJECT INITIA TION
Responsibility: City/POWER
Objective{s):
. Initiation of the Leonis Substation Assessment Project
Approach:
. Develop and transmit data requests to the City for completion.
Subsequent to timely receipt of data from the City, review and
implement files for the data. Initiate requests for data clarification or
for additional data.
Schedule and conduct an Initial Project (Kick-oft) Meeting at the City's
office with City and POWER personnel to discuss the project and review
the City-provided data. As part of the Kick-off Meeting visit, perform a
site visit of the Leonis Substation.
Prerequisite{s):
. Notice to Proceed
. Engineering Contract
Deliverable{s):
. Data Requests
. Data Clarification Requests
. Kick-off Meeting Summary
. Site Visit Summary
SUBTASK 1.1
DATA ACQUISITION
Responsibility: CitylPOWER
Review existing Leonis Substation drawings. Determine what additional
data is required. Develop and transmit data requests to the City.
Required project data includes but is not limited to the following:
. Leonis Substation Plot Plan E-L5A-002-0 (already have)
. Vernon Electric System 66 kV Lines and Substations (already have)
. Master Key for 7 kV Layout Map (already have)
. 16 kV Composite drawing (already have)
. Nameplate data for transformers and circuit breakers at Leonis
Substation
. Leonis Substation physical drawings
. City concerns and preferences / ideas
. Available fault current at Leonis Substation
. Leonis Substation transformers loading
. Leonis Substation relay protection schematics
. Leonis Substation underground cable data
HlY 011~5107527 VERNON (05118105 REV. 1) LB
1. WORK PLAN I 5
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POWER ENGINEERS, INC.
. List and nameplate data for the 66-7 kV and 66-16 kV transformers on
the City's electrical system
SUBTASK 1.2
DATA REVIEW
Responsibility: POWER
Review and become familiar with data provided by the City and develop
a filing system for the data~
Determine if data clarification or additional data are required. Initiate
requests for clarification or for additional data, if required.
SUBTASK 1.3
INITIAL PROJECT (KICK-OFF)
MEETING
Responsibility: City/POWER
Conduct a meeting with City personnel and POWER's Project Manager
and Project Engineer at the City's office. Discuss the key elements of
the study and problem areas, and clarify questions conceming the data
provided by the City. Conduct a site visit to Leonis Substation.
Assumption(s):
. One day has been budgeted for two POWER personnel for the kick-off
meeting and Leonis Substation site visit. The kick-off meeting will be
held in the morning and the site visit to Leonis Substation will be
conducted in the afternoon.
HL Y 011-05 107527 VERNON (05118105 REV. 1) LB
1. WORK PLAN 16
POWER ENGINEERS. INC.
TASK 2
LEONIS SUBSTATION CONDITION ASSESSMENT
Responsibility: POWER
Objective(s):
· Assess the condition of Leonis Substation.
Approach:
· Use the information provided by the City and the Leonis Substation
site visit to assess the condition of Leonis Substation.
Prerequisite( s):
· Data Acquisition
· Kick-off Meeting
Deliverable(s):
· Equipment Assessment Summary
· Transformer Capacity Summary
. Recommendations
SUBTASK 2.1
EQUIPMENT ASSESSMENT
Responsibility: POWER
Using the City provided data, the evaluation from the site visit, and
discussions with City personnel to assess the condition of the following
equipment at Leonis Substation.
. Substation transformers (66-7 kV and 66-16 kV)
. Relay protection equipment and protection scheme
· Substation structures
· Circuit breakers
. Underground cables (7 kV and 16 kV)
It is our understanding that operationally Leonis Substation does not
have any problems. There are concerns with the age and condition of the
66-7 kV transformers which range in age from the 1930s to the 1960s.
The 7 kV circuit breakers at Leonis Substation are about the same age as
the transformers.
List of concerns with the Leonis Substation:
. Age and condition of the 66-7 kV transformers
. Age and condition of the 7 kV breakers
. Use of existing open air arrangement
. Flexibility of load shifting during any construction periods
. No oil containment
. Ground protection scheme
. Conversion load from 7 kV to 16 kV
HLY 011-05107527 VERNON (05118105 REV. 1)LB
1. WORK PLAN I 7
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POWER ENGINEERS, INC.
Each of these concerns and others that develop during the analysis
process will be addressed and recommendations made.
SUBT ASK 2.2
SYSTEM-WIDE ASSESSMENT OF
7 KV AND 16 KV TRANSFORMER
CAPACITY
Responsibility: POWER
Using the City provided system-wide list and nameplate data for the 66-7
kV and 66-16 kV transformers assess the capacity available to serve load
and to provide reliability should a transformer or transformer bank fail.
At Leonis Substation it is our understanding that there are three 66-7 kV
transformer banks, however the loading is such that the entire Leonis
Substation 7 kV load could be served from one of these transforrher
banks.
SUBTASK 2.2
PREPARE RECOMMENDATIONS
Responsibility: POWER
Based on the results of assessments from the previous tasks and subtasks
develop recominendations for Leonis Substation for the following:
· Substation one line diagram
· Substation general arrangement
· Configuration of the 7 kV and 16 kV systems
· Substation transformers
· Circuit breakers
· Relay protection equipment and schemes
· Control building
· Design standards for 7 kV facility to be compatible with 16 kV
· Ultimate substation/IineSlfeeders planned loading
· Substation automation and SCADA
The recommendations will take into account engineering judgment and
consider the following:
· Safety
. Reliability
· Economic
· Staffing required for the City
· 7-16 kV conversion
· Construction forces and required outages
· Flexibility and functionality
· Land use and permitting
There are no specific problems with the 7 kV system (i.e. low voltages or
overloaded conductors); however, the continued long term use and
equipment reliability of the 7 kV system should be examined.
HL Y 011-05 107527 VERNON (05118105 REV. 1) LB
1. WORK PLAN 18
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POWER ENGINEERS, INC.
The City owns property outside the fence at Leonis Substation, but
expanding into this property will be difficult and upgrades to the station
should be considered to remain inside the existing fence.
At Leonis Substation the City has l~ng term plans for a new control
house adjacent to the existing contr~l house and a plan for replacing the
existing electromechanical relays w~th new numeric relays.
A plan needs to be in place or facililies upgrades constructed to allow
continued service to customers sho~ld some equipment failures occur.
I
In addition to the electrical system t\pgrades considered,
recommendations will also take intq account the City's existing
manpower in the scheduling ofproj~cts.
Consideration of a new substation n,ar the Leonis Substation is an
alternative that will also be addresse~ during the analysis.
HLY 011-05107527 VERNON (05118105 REV. 1) LB
1. WORK PLAN I 9
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TASK 3
FUNCTIONAL SPECIFICA TIONS AND COST
ESTIMATES
Responsibility: POWER
. Objective(s): Provide the City with functional specifications and cost
estimates for the recommendations in Task 2.
Approach:
. Prepare functional specifications that will provide the data required to
describe the equipment recommended in Task 2. Prepare cost
estimates for material and labor to purchase and install the equipment
recommended in Task 2.
Prerequisite(s):
. Equipment Assessment
. Task 2 Recommendations
Deliverable(s):
. Functional Specifications - Data Sheets
. Cost Estimates
SUST ASK 3.1
FUNCTIONAL SPECIFICATIONS -
DATA SHEETS
Responsibility: POWER
Prepare functional specifications data sheets that will provide the data
required to describe the equipment recommended in Task 2. Functional
specifications are anticipated for the following equipment:
. Substation transformers
. 7 kV and 16 kV circuit breakers
· Relays
· Control building.
SUST ASK 3.2
COST ESTIMATES
Responsibility: POWER
Prepare cost estimates for material and labor to purchase and install the
equipment recommended in Task 2.
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1. WORK PLAN I 10
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TASK 4
REPORT PREPARATION
Responsibility: POWER
Objective(s):
. Transmittal, review and approval by the City of the Leonis Substation
Assessment Report.
Approach:
. Prepare a draft report document for review and approval by the City.
. Conduct a review meeting with City staff to discuss the findings and
recommendations documented in the draft report.
. Modify the draft report to include the agreed-upon changes, and issue a
final study report.
Prerequisite(s):
. Equipment Assessment
. Recommendations
. Functional Specifications - Data Sheets
. Cost Estimates
Deliverable(s}:
. Three (3) draft report copies
. Meeting minutes
. Three (3) final report copies
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SUSTASK 4.1
DRAFT. REPORT
Responsibility: City/POWER
Prepare a draft report document. Submitthree(3) copies of the draft to
the City for review and approval.
Conduct a project and document review meeting to discuss and agree on
modifications to the draft.
SUST ASK 4.2
FINAL REPORT
Responsibility: POWER
Modify'the draft report to reflect the results of the project review as well
as changes agreed upon by the City and POWER. Issue three (3) hard
copies and one (I) electronic of the fmal study document.
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1. WORK PLAN 111
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POWER ENGINEERS, INC.
TASK 5
REPORT PRESENTATION (OPTIONAL)
Responsibility: City/POWER
Objective(s):
· To give an on-site presentation on the fmal report document to City
personnel.
Approach:
· POWER's Project Manager and Project Engineer will travel to the
City's offices to present the final report.
Prerequisite(s):
· Final Report
Deliverable(s):
. Presentation
SUST ASK 5.1
REPORT PRES.ENT A TION
Responsibility: POWER
Schedule a site visit to the City's offices to present the final report.
SUMMARY OF DELlVERASLES
· Status Reports
· Data Requests
· Data Clarification Requests
· Kick-off Meeting Summary
. Site Visit Summary
· Equipment Assessment Summary
· Transformer Capacity Summary
· Recommendations
. Functional Specifications - Data Sheets
· Cost Estimates
· Three (3) Draft Report Copies
· Review Meeting Summary
· Three (3) Final Report Copies
· Report Presentation (Optional)
The report will include:
· Table of Contents
· Executive Summary
· Leonis Substation Equipment Condition Assessment
o Transformers
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o Breakers
o Switches
o Underground Cable
· System~wide Assessment of the 7 and 16 kV Substation
Transformer Capacity
· Cost Estimates
· Recommendations
o Narrative
o Switching diagram
o General arrangement
o Cost estimates
· Appendices
The Recommendations Section of the report will provide
recommendations based on the results of the equipment condition and
transformer capacity assessments. In addition the Recommendations
Section will include recommendations for the items listed in Subtask 2.2
of our proposal. These items are:
· Substation one-line diagram (will be used to show conceptually
the recommendations)
· Substation general arrangement drawing (will be used to show
conceptually the recommendations)
· Configuration of the 7 kVand 16 kV systems
· Substation transformers
. Circuit breakers
· Relay protection equipment and schemes
· Control building
· Design standards for 7 kV facilities to be compatible with 16 kV
· Ultimate substation/lines/feeders planned loading
· Substation automation and SCADA
HLY011-05107527 VERNON (05118105 REV. 1) LB 1. WORK PLAN 113
.
~
ff ..
. '.
A~ POWER
~~'\, ENGINEERS
2. BUDGET
We've developed the following budget based on our understanding of
this project's scope of work. Please review the budget carefully and
contact us with any questions.
OUR BUDGET FOCUSES ON DELIVERABLES
Our budget is based on the deliverables listed in each subtask in the work
plan. By focusing on deliverables, you can clearly see what you are
getting for your dollar.
YOU CAN TRACK PROJECT PROGRESS
To aid in project tracking, we will produce monthly budget status
reports. The report identifies labor hours, labor costs, and expenses for
each subtask, totaled to the task level.
Moreover, the report displays the original bu<Jget compared to actual
amounts for the current month and for the project to date. Remaining
budgeted amounts and percent-complete figures are also displayed. This
infonnation helps us spot potential problems and solve them before they
get out of hand.
BUDGET SUMMARY
A summary of our proposed budget, broken down by task, is on the
following page. It is followed by the schedule of charges that will be
used for work not included in our work plan.
HL Y 011-05 107527 VERNON (05118105 REV. 1) LB
2. BUDGET I 1
hereunder. Contractor may copy, in whole or part, such documents to the extent
necessary for the performance of the Work, and Contractor shall return to City
upon the completion of the Work or request by City all such documents and
copies.
5.22. Except as expressly permitted by prior written consent of the City, Contractor
and/or its subcontractors 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. Contractor and/or its
subcontractors 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 Contractor has performed all Work to be performed
pursuant to this Agreement. Contractor hereby agrees, that such Confidential
Information and any documents provided may be used by Contractor and/or its
subcontractors only as authorized by the City. Contractor shall include a
provision in its agreements with subcontractors that binds the subcontractors to
this non-disclosure requirement.
5.23. All reports, plans, data, studies, maps, drawings, models, photographs,
documents and other writings prepared by and for Contractor, its officers,
employees, agents and subcontractors in the course of implementing this
Agreement, with the exception of working notes, internal documents and
Confidential Information provided by businesses located in City, shall be
considered the property of City. Contractor shall deliver such documents and
materials to the City as they are generated; however, Contractor may take and
retain copies of said documents and materials that are not Confidential
Information, as desired.
5.24. All reports, information, data and exhibits prepared or assembled by Contractor
in connection with the performance of its Services pursuant to this Agreement
are confidential until released by the City to the public and Contractor agrees that
such documents shall not be available to any individual or organization without
the written consent of the City prior to such release.
5.25. No reports, maps, or other documents produced in whole or in part under this
Agreement shall be the subject of an application for copyright by or on behalf of
Contractor.
Compliance with Authority
5.26. Contractor shall comply with all laws, regulations, executive orders and other
applicable requirements of any governmental agencies having jurisdiction
including the Fair labor Standards Act, the Occupational Safety and Health Act
and all those relating in any way to employment practices and protection of the
environment. Contractor shall not discriminate against any employee or any
Page 12 of 18
applicant for employment for reasons of race, color, creed, religion, sex, sexual
preference, age or national origin.
5.27. Contractor shall make timely payment of all employment taxes and of all social
security and other contributions of every kind required to be made with respect to
or measured by the wages and salaries of persons employed by Contractor.
5.28. Contractor shall indemnify City against, and hold City harmless from, any liability
or loss including liability or loss from fines or penalties arising out of Contractor's
failure to perform the obligations imposed upon it by Sections 5.28 and 5.29 of
the Agreement.
Progress Reports
5.29. Contractor shall meet with City staff, upon City's request, or as needed, in order
to provide reports or information concerning the Services being performed by
Contractor under this Agreement.
Contractor's License Classification
5.30 Contractor shall possess all appropriate licenses for the duration of this
Agreement.
SECTION 6. TERMINATION OF AGREEMENT
6.01. Unless otherwise terminated as provided in this Section, this Agreement will
continue in effect until such time as the City receives a final report of the Leonis
Substation Condition Assessment, evaluations and recommendations necessary
for improvements and cost estimates for the recommended improvements,
unless otherwise extended according to the terms and conditions set forth in this
Agreement.
Non-Default Termination
6.02. City, at its sole discretion, may terminate this Agreement upon thirty (30) days
written notice to Contractor and such termination shall be effective in the manner
specified in such notice and shall be without prejudice to any claim that either
party may have against the other. During the thirty (30) day period after such
notice is sent, the parties shall continue to act toward each other in good faith.
6.03. In the event of any such termination, in full and complete settlement for the
termination of the Work, City shall pay Contractor for those Services performed
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
13 of 18
termination notice, and (ii) all costs reasonably and necessarily incurred by
Contractor directly attributable to termination which could not reasonably have
been avoided and for which Contractor is not otherwise compensated that are
incurred through the date of termination and effectuating the termination
("Termination Expenses"). Termination Expenses shall not include lost profits,
lost opportunities, consequential damages, or the like. In no event shall total
payment exceed the Contract Price.
Termination on Occurrence of Stated Events
6.04. This Agreement will terminate automatically on the occurrence of any of the
following events:
A. Bankruptcy or insQlvency of either party; or
B. Sale of the Contractor; or
C. Assignment of this Agreement by Contractor without City's written
consent.
Termination for Default
6.05. If Contractor defaults in the performance of this Agreement or materially
breaches any of its provisions, City may immediately terminate this Agreement
by giving written notification to Contractor indicating the effective date of such
termination. Termination will take effect immediately upon the date specified in
the notification. For the purposes of this paragraph, material breach of this
Agreement includes, but is not Ijmited to, the following:
A. Contractor's failure to perform, in a manner satisfactory to the City
in its sole discretion, the Services specified in Section 3 of this
Agreement; or
B. Contractor's material breach of any obligation or provision
contained in Section 5 of this Agreement.
6.06. The waiver by either party of a breach or default by the other party shall not be
deemed a waiver of any different or later breach; nor shall any delay or omission
by either party to exercise any right it may have hereunder operate as a waiver of
any breach or default of such a right. The failure of either party to this
Agreement to exercise any of its rights under this Agreement does not constitute
a breach thereof and shall not be deemed to be a waiver of such rights or a
waiver of any subsequent breach.
6.07. In the event of any termination of this Agreement or reduction in the scope of the
Page 14 of 18
Work, Contractor shall not be entitled to damages for loss of profits for the
unexecuted portion of the Work or any other damages because of such
termination or reduction.
SECTION 7. GENERAL PROVISIONS
Notices
7.01. All notices, approvals, consents and other communications between the parties
shall be in writing, and shall be sent by fax or by certified mail (return receipt
requested) to the respective addresses set forth below, or at such other address
as may be furnished by either party to the other in writing. Faxed notices,
confirmed by copy thereof, shall be deemed communicated as of the day the
facsimile was sent. Mailed notices will be deemed communicated as of the day
of receipt or the third (3rd) day after mailing, whichever occurs first.
Contractor - Power Engineers, Inc.
Attn: Jay Keeling, P.E.,
Project Manager
City - City of Vernon
Attn: Bruce V. Malkenhorst, City
Administrator / City Clerk
731 East Ball Road, Suite 100
Anaheim. CA 92805
4305 Santa Fe Avenue
Vernon. CA 90058
Fax: 714-808-0122
Telephone: 714-808-0123
Fax: 323-826-1438
Telephone: 323-583-8811 ext 260
Entire Agreement of the Parties
7.02. This Agreement supercedes any and all agreements, either oral or written,
between the parties with respect to the rendering of Services by Contractor for
City and contains all of the representations, covenants, and agreements between
the parties with respect to the subject matter of this Agreement and the rendering
of those Services. Each party to this Agreement acknowledges that no
representations, inducements, promises, or agreements, orally or otherwise,
have been made by any party, or anyone acting on behalf of any party, which are
not contained in this Agreement, and that no other agreement, statement, or
promise not contained in this Agreement or a subsequent amendment or change
order shall be valid or binding. No amendment or change in the provisions of this
Agreement shall be made, except in a formal written amendment signed by
Contractor and an authorized representative of the City, or in a written change
order. Contractor expressly waives all claims for compensation based upon
quantum merit, implied contract or oral contract. Each party represents and
warrants that it has read and fully familiarized itself with this Agreement, and that
such party has been fully authorized to sign this Agreement.
15 of 18
7.03. This Agreement shall be comprised of these included provisions, together with
Exhibits A and B, which are all attached. In the event of conflict between this
Agreement and any of the exhibits, including the Proposal, this Agreement shall
prevail.
Partial Invalidity
7.04. If any provision of this Agreement is held by a court of competent jurisdiction to
be invalid, void, or unenforceable, the remaining provisions will continue in full
force and effect without being impaired or invalidated in any way.
Law and Arbitration
7.05. All disputes arising out of or related to this Agreement, the conduct of either party
in connection with this Agreement, and the relationship and rights of the parties
in connection with this Agreement, whether characterized as breach of contract,
tort, or otherwise (except for those requesting injunctive relief) shall be
determined by binding arbitration in accordance with the terms of this Section.
The submittal of all matters to arbitration in accordance with the terms of this
Section is the sole and exclusive method, means and procedure to resolve any
and all claims, disputes or disagreements arising under this Agreement, except
for claims by either party which seek injunctive relief, which claims shall be
resolved by suit filed in the Superior Court of Los Angeles County, California, the
decision of which court shall be subject to appeal pursuant to applicable law.
The parties hereby irrevocably waive any and all rights to the contrary and shall
at all times conduct themselves in accordance with the terms of this Section,
relying on arbitration as the sole means of resolution of disputes. Arbitration of
all matters required to be arbitrated hereunder shall take place before a panel of
three retired judges of the Superior Court of the State of California (the
"Arbitrators") under the auspices of Judicial Arbitration & Mediation Services, Inc.
("JAMS"). Such arbitration shall be initiated by the parties, or either of them,
within ten (10) calendar days after either party sends notice of a demand to
arbitrate (the "Arbitration Notice") to the other party and to JAMS. The Arbitration
Notice shall contain a description of the subject matter of the arbitration, the
dispute with respect thereto, the amount involved, if any, and the remedy or
determination sought. Each party shall select a retired judge from the JAMS
panel, and the two selected judges shall mutually agree on the third retired judge
from the JAMS panel. If one of the parties does not select a retired judge from
the JAMS panel within fourteen (14) calendar days after receipt of the Arbitration
Notice, JAMS will select the second judge, and the judge selected by JAMS and
the judge selected by the other party will select the third judge for the panel. The
third judge is to be selected within ten (10) calendar days following the selection
of the first two judges. The three judges will together serve as the Arbitrators.
The arbitration shall be conducted in Los Angeles, California. Any party may be
Page 16 of 18
represented by counsel and/or other authorized representative. In rendering a
decision(s), the Arbitrators shall determine the rights and obligations of the
parties according to the substantive and procedural laws of the State of California
and the terms of this Agreement. The decision of the Arbitrators shall be based
on the evidence introduced at the hearing and accompanied by a written
statement of decision as to each of the principal controverted issues. The
agreement of two of the three Arbitrators as to the resolution of the dispute shall
be a conclusive resolution. The Arbitrators shall deliver the written decision to
the parties within thirty (30) calendar days following the date of the selection of
the last of the Arbitrators. The decision shall be conclusive and binding, and it
may thereafter be confirmed as a judgment by the Superior Court of the State of
California, subject only to challenge on the grounds set forth in the
California Code of Civil Procedure Section 1286.2. The validity and
enforceability of the decision of the Arbitrators is to be determined exclusively by
the California courts.
Attorney's Fees
7.06. In the event a dispute, claim or litigation arises regarding this Agreement, the
prevailing party shall be entitled to reimbursement for reasonable attorneys' fees
and actual costs, which may be set by the arbitrators or the court in the same
action or in a separate action brought for that purpose, in addition to any other
relief which is obtained.
7.07. Neither party shall be considered in default in any of its obligations under this
Agreement when a failure of performance shall be due to an uncontrollable force.
The term "uncontrollable force" shall mean any cause beyond the control of the
party affected, including, but not restricted to, flood, earthquake, storm, fire,
lightning, epidemic, war, riot, civil disturbance or disobedience, 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 exercis~ of
due diligence has been unable to overcome. Either party rendered unable to
fulfill any of its obligations under this Agreement 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.
7.08. Except as may otherwise be specifically provided herein, this Agreement may be
modified or amended only by a written document executed by both Contractor
and the City and approved as to form by the City Attorney.
7.09. The captions used in this Agreement are for convenience only and shall in no
way define, limit or describe the scope or intent of the Agreement or any part
thereof.
17 of 18
7.10. City reserves the right to award similar contracts to multiple contractors to ensure
the City has adequate services.
IN WITNESS WHEREOF, the parties have executed the Agreement on the dates
shown below.
Executed at
, California, on
City:
City of Vernon
~~.
./" .
Name: ~onis C. Malburo. Mayor
q 17!OS
Date:
APPROVED AS TO FORM:
~~
Eric T. Fresch, City Attorney
Title:
Date:
Page 18 of 18
POV/ER
E EE
May 18, 2005
CITY OF VERNON
Leonis Substation Condition Assessment
POWER ENGINEERS,INC.
.. :'J:.~~..'1."..I"'''..I~TAI ~.lIllll"...I.I"'''
A~ POWER
"'~'\; E.NGINEERS
7825 ENGiNEER ROAD
SUITE 203
SAN DIEGO, CA 92111
,.HONE 858-503-5975
FAX 858-503-5983
May 18,2005
Jorge Somoano
City ofVemon
4305 Santa Fe Avenue
Vernon, CA 90058
Subject: 107527.30.50
Leonis Substation Condition Assessment Proposal
Dear Jorge:
Attached are the work plan, budget, and schedule for the Leonis Substation Condition
Assessment Proposal. This letter and attachments can be used as the attachment to the
agreement between the City of Vernon and POWER Engineers for this project.
The time and expense not-to-exceed budget for the deliverables described in the work plan is
$33,648.
If you have any questions, please contact me at (858) 503-5975.
Sincerely,
-/i 0-;
Jay Keeling, P.E.
MW/ss
cc: Mike Walbert (poWER HI.. Y)
Lany Henriksen (poWER HI.. Y)
leffMann (poWER HI.. Y)
RM/REF
w.DOwerenQ.com
HLY011-05107527 VERNON (05118105 rev. 1) Ib
~~ POWER
\J~~ ENGINEERS
CONTENTS
LEONIS SUBSTATION CONDITION ASSESSMENT
1. WORK PLAN
2. BUDGET
3. SCHEDULE
HL Y 011-05 107527 VERNON (05118105 REV. 1) LB
CONTENTS I 1
A~ POWER
\J~~ ENGINEERS
1. WORK PLAN - LEONI'S SUBSTATION CONDITION
ASSESSMENT
WE PREPARED THIS WORK PLAN
SPECIFICALL Y FOR YOUR PROJECT
This section presents our work plan prepared specifically for your
project. Our work plan does the following for you:
, . Defmes the scope of work so you know exactly what we intend to do.
. Lists the deliverables that you will receive.
. Identifies your key project concerns and our proposed solutions.
. Serves as a ready-made project control system when the project
begins.
. Becomes the foundation for project scheduling and budgeting
throughout the project life.
A BASIS FOR PROJECT REPORTING
With this work plan, we can track tasks, subtasks and deliverables
throughout the life of the project. Project status reports and project
review checklists assist us in communicating and coordinating internally
throughout the project.
CITY OF VERNON AND POWER REVIEW
We invite you to review and revise this document with us before the
project starts. This joint review will provide optimum coordination
among all involved parties as the project progresses.
As you review the work plan we encourage you to make notes in the
wide margins on the side.
HL Y 011-05 107527 VERNON (05118105 REV. 1) LB
1. WORK PLAN I 1
POWER ENGINEERS, INC.
TASK OUTLINE
Task 0
Subtask 0.1
0.2
Task 1
Sub task 1.1
1.2
1.3
Task 2
Subtask 2.1
2.2
Task 3
Subtask 3.1
3.2
Task 4
Subtask 4.1
4.2
Task 5
Subtask 5.1
Project Administration
Project Management
Project Administration
Project Initiation
Data Acquisition
Data Review
Initial Project (Kick-Off) Meeting
2.3
leonis Substation Condition Assessment
Equipment Assessment
System-wide Assessment of 7 kV and 16 kV Transformer
Capacity
Prepare Recommendations
Functional Specifications and Cost Estimates
Functional Specifications
Cost Estimates
Report Preparation
Draft Report
Final Report
Presentation (Optional)
Presentation (Optional)
Summary of Oeliverables
HLY 011-05107527 VERNON (05118105 REV. 1) LB
1. WORK PLAN I 2
POWER ENGINEERS, INC.
TASK 0
PROJECT ADMINISTRATION
Objective(s):
. Provide planning, scheduling, organizing, 'monitoring; cost control,
reporting, and management of the individual tasks and subtasks
required for project completion.
Approach:
. Implement a definitive plan of action to complete the work in an
organized and timely manner.
. Coordinate project resources and personnel.
. Provide POWER and the City ofVemon (City) management with
accurate, timely data on progress and expenditures, to allow effective
cost control.
. Coordinate delivery of services and products in accordance with the
City's requirements and applicable codes and standards.
. Administer the project so reporting and document control conforms to
the City's project requirements.
. Prepare and manage correspondence and document files.
. Unless otherwise notified, we will use standard POWER reporting
document formats (status reports) for the project with project reporting
at the beginning of each month.
. Enforce project quality standards and procedures.
Prerequisite{s):
. Notice to Proceed
SUBTASK 0.1
PROJECT MANAGEMENT
Responsibility: POWER
Deliverable(s):
. Status Reports
Provide project supervision, monitor the progress of the work, enforce
compliance with procedures, monitor job costs, and expedite the work by
providing for the coordination of and allocation or redirection of
resources.
Prepare monthly.status reports. Summarize the progress of the work and
status of deliverables, costs, resource allocation, problems, trends and/or
delays, and the reasons for and actions being taken to correct potential
problems.
Provide personnel, who are competent, experienced, and adequately
trained to manage, supervise and perform tasks. Verify implementation
of quality control procedures according to generally accepted
engineering methods. Provide meeting minutes from meetings that occur
HL Y 011.{)5 107527 VERNON (05118105 REV. 1) LB
1. WORK PLAN I 3
POWER ENGINEERS, INC.
during the reporting period and those meetings that will require the
City's attendance.
Update the project schedule as the work progresses to reflect changes
and to evaluate the impact of project status on interim or milestone dates.
. Modify the base schedule and the Work Plan to reflect changes in the
scope of services to be performed.
SUBTASK 0.2
PROJECT ADMINISTRATION
Responsibility: POWER
Deliverable(s):
. Project Reports
. Monthly Invoice
Provide project support for the duration of the project. Project Control
personnel duties include: development and maintenance of project
control documentation; preparation of monthly project reports;
summarize the previous month's progress ofthe work, schedule, costs,
and major work items in a report format; alert .the Project Manager as to
outstanding invoices or accounting problems.
Provide administrative support to Project Team, including scheduling,
correspondence preparation, documentation assistance, and coordination
of project deliverables.
HL Y 011-05 107527 VERNON (05118105 REV. 1) LB
1. WORKPLAN 14
POWER ENGINEERS, INC.
TASK 1
PROJECT INITIATION
Responsibility: City/POWER
Objective(s):
. Initiation of the Leonis Substation Assessment Project
Approach:
. Develop and transmit data requests to the City for completion.
Subsequent to timely receipt of data from the City, review and
implement files for the data. Initiate requests for data clarification or
for additional data.
Schedule and conduct an Initial Project (Kick-off) Meeting at the City's
office with City and POWER personnel to discuss the project and review
the City-provided data. As part of the Kick-off Meeting visit, perform a
site visit of the Leonis Substation.
Prerequisite(s):
. Notice to Proceed
. Engineering Contract
Deliverable(s):
. Data Requests
. Data Clarification Requests
. Kick-off Meeting Summary
. Site Visit Summary
SUBTASK 1.1
DATA ACQUISITION
Responsibility: CitylPOWER
Review existing Leonis Substation drawings. Determine what additional
data is required. Develop and transmit data requests to the City.
Required project data includes but is not limited to the following: .
. Leonis Substation Plot Plan E-L5A-002-0 (already have)
. Vernon Electric System 66 kV Lines and Substations (already have)
. Master Key for 7 kV Layout Map (already have)
. 16 kV Composite drawing (already have)
. Nameplate data for transformers and circuit breakers at Leonis
Substation
. Leonis Substation physical drawings
. City concerns and preferences / ideas
. Available fault current at Leonis Substation
. Leonis Substation transformers loading
. Leonis Substation relay protection schematics
. Leonis Substation underground cable data
HL Y 011-05 107527 VERNON (05118105 REV. 1) LB
1. WORK PLAN I 5
POWER ENGINEERS. INC,
. List and nameplate data for the 66-7 kV and 66-16 kV transformers on
the City's electrical system
SUBTASK 1.2
DATA REVIEW
Responsibility: POWER
Review and become familiar with data provided by the City and develop
a filing system for the data.
Determine if data clarification or additional data are required. Initiate
requests for clarification or for additional data, if required.
SUBTASK 1.3
INITIAL PROJECT (KICK-OFF)
MEETING
Responsibility: CitylPOWER
Conduct a meeting with City personnel and POWER's Project Manager
and Project Engineer at the City's office. Discuss the key elements of
the study and problem areas, and clarify questions concerning the data
provided by the City. Conduct a site visit to Leonis Substation.
Assumption(s ):
. One day has been budgeted for two POWER personnel for the kick-off
meeting and Leonis Substation site visit. The kick-offmeeting will be
held in the morning and the site visit to Leonis Substation will be
conducted in the afternoon.
HL Y 011-05107527 VERNON (05118105 REV. 1) LB
1. WORK PLAN I 6
POWER ENGINEERS, INC.
TASK 2
LEONIS SUBSTA-rION CONDITION ASSESSMENT
Responsibility: POWER
Objective(s):
. Assess the condition of Leonis Substation.
Approach:
. Use the information provided by the City and the Leonis Substation
site visit to assess the condition of Leonis Substation.
Prerequisite( s):
. Data Acquisition
. Kick-off Meeting
Deliverable(s):
. Equipment Assessment Summary
. Transformer Capacity Summary
. Recommendations
SUBTASK 2.1
EQUIPMENT ASSESSMENT
Responsibility: POWER
Using the City provided data, the evaluation from the site visit, and
discussions with City personnel to assess the condition of the following
equipment at Leonis Substation.
. Substation transformers (66-7 kV and 66-16 kV)
. Relay protection equipment and protection scheme
. Substation structures
. Circuit breakers
. Underground cables (7 kVand 16 kV)
It is our understanding that operationally Leonis Substation does not
have any problems. There are concerns with the age and condition of the
66-7 kV transformers which range in age from the 1930s to the 1960s.
The 7 kV circuit breakers at Leonis Substation are about the same age as
the transformers.
List of concerns with the Leonis Substation:
. Age and condition of the 66-7 kV transformers
. Age and condition of the 7 kV breakers
. Use of existing open air arrangement
. Flexibility of load shifting during any construction periods
. No oil containment
. Ground protection scheme
. Conversion load from 7 kV to 16 kV
HL Y 011-05107527 VERNON (05118105 REV, 1)LB
1. WORK PLAN I 7
POWER ENGINEERS, INC.
.
Each of these concerns and others that develop during the analysis
process will be addressed and recommendations made.
SUBT ASK 2.2
SYSTEM-WIDE ASSESSMENT OF
7 KV AND 16 KV TRANSFORMER
CAPACITY
Responsibility: POWER
Using the City provided system-wide list and nameplate data for the 66-7
kV and 66-16 kV transformers assess the capacity available to serve load
and to provide reliability should a transformer or transformer bank fail.
At Leonis Substation it is our understanding that there are three 66-7 kV
transformer banks, however the loading is such that the entire Leonis
Substation 7 kV load could be served from one of these transformer
banks.
SUBTASK 2.2
PREPARE RECOMMENDATIONS
Responsibility: POWER
Based on the results of assessments from the previous tasks and subtasks
develop recommendations for Leonis Substation for the following:
. Substation one line diagram
. Substation general arrangement
. Configuration of the 7 kV and 16 kV systems
. Substation transformers
. Circuit breakers
. Relay protection equipment and schemes
. Control building
. Design standards for 7 kV facility to be compatible with 16 kV
. Ultimate substation/lines/feeders planned loading
. Substation automation and SCADA
The recommendations will take into account engineering judgment and
consider the following: .
. Safety
. Reliability
. Economic
. Staffing required for the City
. 7-16 kV conversion
. Construction forces and required outages
. Flexibility and functionality
. Land use and permitting
There are no specific problems with the 7 kV system (i.e. low voltages or
overloaded conductors); however, the continued long term use and
equipment reliability of the 7 kV system should be examined.
HLY011-05107527 VERNON (05118105 REV, 1) LB
1. WORK PLAN I 8
POWER ENGINEERS, INC.
The City owns property outside the fence at Leonis Substation, but
expanding into this property will be difficult and upgrades to the station
should be considered to remain inside the existing fence.
At Leonis Substation the City has long term plans for a new control
house adjacent to the existing control house and a plan for replacing the
existing electromechanical relays with new numeric relays.
A plan needs to be in place or facilities upgrades constructed to allow
continued service to customers should some equipment failures occur.
In addition to the electrical system upgrades considered,
recommendations will also take into account the City's existing
manpower in the scheduling of projects.
Consideration of a new substation near the Leonis Substation is an
alternative that will also be addressed during the analysis.
HLY 011-05107527 VERNON (05118/05 REV. 1) LB
1. WORK PLAN I 9
POWER ENGINEERS. INC.
TASK 3
FUNCTIONAL SPECIFICATIONS AND COST
ESTIMATES
I Responsibility: POWER
. Objective(s): Provide the City with functional specifications and cost
estimates for the recommendations in Task 2.
Approach:
. Prepare functional specifications that will provide the data required to
describe the equipment recommended in Task 2. Prepare cost
estimates for material and labor to purchase and install the equipment
recommended in Task 2.
Prerequisite(s):
. Equipment Assessment
. Task 2 Recommendations
Deliverable( s):
. Functional Specifications - Data Sheets
. Cost Estimates
SUBTASK 3.1
FUNCTIONAL SPECIFICATIONS -
DATA SHEETS
.
Responsibility: POWER
Prepare functional specifications data sheets that will provide the data
required to describe the equipment recommended in Task 2. Functional
specifications are anticipated for the following equipment:
. Substation transformers
. 7 kVand 16 kV circuit breakers
. Relays
. Control building.
SUBTASK 3.2
COST ESTIMATES
Responsibility: POWER
Prepare cost estimates for material and labor to purchase and install the
equipment recommended in Task 2.
HLY 011-05107527 VERNON (05118105 REV. 1) La
1. WORK PLAN I 10
POWER ENGINEERS. INC.
TASK 4
REPORT PREPARATION
Responsibility: POWER
Objective(s):
. Transmittal, review and approval by the City of the Leonis Substation
Assessment Report.
Approach:
. Prepare a draft report document for review and approval by the City.
. Conduct a review meeting with City staff to discuss the findings and
recommendations documented in the draft report.
. Modify the draft report to include the agreed-upon changes, and issue a
final study report.
Prerequisite(s):
. Equipment Assessment
. Recommendations
. Functional Specifications - Data Sheets
. Cost Estimates
Deliverable(s}:
. Three (3) draft report copies
. Meeting minutes
. Three (3) final report copies
SUST ASK 4.1
DRAFT REPORT
Responsibility: City/POWER
Prepare a draft report document. Submit three (3) copies of the draftto
the City for review and approval.
Conduct a project and document review meeting to discuss and agree on
modifications to the draft.
SUBTASK 4.2
FINAL REPORT
Responsibility: POWER
Modify the draft report to reflect the results of the project review as well
as changes agreed upon by the City and POWER. Issue three (3) hard
copies and one (1) electronic of the fmal study document.
HLY 011-05107527 VERNON (05118105 REV. 1) LB
1. WORK PLAN 111
POWER ENGINEERS, INC.
TASK 5
REPORT PRESENTATION (OPTIONAL)
Responsibility: City/POWER
Objective{s):
. To give an on-site presentation on the final report document to City
personnel.
Approach:
. POWER's Project Manager and Project Engineer will travel to the
City's offices to present the final report.
Prerequisite{s):
. Final Report
Deliverable(s):
. Presentation
SUBTASK 5.1
REPORT PRESENTATION
Responsibility: POWER
Schedule a site visit to the City's offices to present the final report.
SUMMARY OF DELlVERABLES
. Status Reports
. Data Requests
. Data Clarification Requests
. Kick-off Meeting Summary
. Site Visit Summary
. Equipment Assessment Summary
. Transformer Capacity Summary
. Recommendations
. Functional Specifications ~ Data Sheets
. Cost Estimates
. Three (3) Draft Report Copies
. Review Meeting Summary
. Three (3) Final Report Copies
. Report Presentation (Optional)
The report will include:
. Table of Contents
. Executive Summary
. Leonis Substation Equipment Condition Assessment
o Transformers
HL Y 011-05 107527 VERNON (05118105 REV. 1) LB 1. WORK PLAN I 12
POWER ENGINEERS, INC.
o Breakers
o Switches
o Underground Cable
. System-wide Assessment of the 7 and 16 kV Substation
Transformer Capacity
. Cost Estimates
. Recommendations
o Narrative
o Switching diagram
o General arrangement
o Cost estimates
. Appendices
The Recommendations Section of the report will provide
recommendations based on the results of the equipment condition and
transformer capacity assessments. In addition the Recommendations
Section will include recommendations for the items listed in Subtask 2.2
of our proposal. These items are:
. Substation one-line diagram (will be used to show conceptually
the recommendations)
. Substation general arrangement drawing (will be used to show
conceptually the recommendations)
. Configuration of the 7 kV and 16 kV systems
. Substation transformers
. Circuit breakers
. Relay protection equipment and schemes
. Control building
. Design standards for 7 kV facilities to be compatible with 16 kV
. Ultimate substation/lines/feeders planned loading
. Substation automation and SCADA
HLY 011-05107527 VERNON (05118105 REV, 1) LB 1. WORK PLAN I 13
A~POWER
\J~'\; ENGINEERS
.2. BUDGET
We've developed the following budget based on our understanding of
this project's scope of work. Please review the budget carefully and
contact us with any questions.
OUR BUDGET FOCUSES ON DELIVERABLES
Our budget is based on the deliverables listed in each subtask in the work
plan. By focusing on deliverables, you can clearly see what you are
getting for your dollar.
YOU CAN, TRACK PROJECT PROGRESS
To aid in project tracking, we will produce monthly budget status
reports. The report identifies labor hours, labor costs, and expenses for
each subtask, totaled to the task level.
Moreover, the report displays the original bu<Jget compared to actual
amounts for the current month and for the project to date. Remaining
budgeted amounts and percent-complete figures are also displayed. This
infonnation helps us spot potential problems and solve them before they
get out of hand.
BUDGET SUMMARY
A summary of our proposed budget, broken down by task, is on the
following page. It is followed by the schedule of charges that will be
used for work not included in our work plan.
HLY 011-05107527 VERNON (05118105 REV. 1) LB
2. BUDGET I 1
HL Y 011-05 107527 VERNON (05118105 REV. 1) LB
POWER ENGINEERS, INC.
Ta$k~~tiQn Hrs LabOl"'$' Exp$ Total $
0 Project Administration 14 $1,298 $200 $1,498
1 Project Initiation 39 $4,561 $1,400 $5,961
2 Leonis Substation Condition 86 $10,570 $300 $10,870
Assessment
3 Functional SpecifICations and 52 $5,652 $200 $5,852
Cost Estimates
4 Report Preparation 79 $8,917 $550 $9,467
5 Presentation (Optional)
2. BUDGET I 2
..~-'"
POWER ENGINEERS INC.
City of Vernon - Leonis Substation
This __ Schedule of Chalges is toe- prol'essionaI seMces.. Unless "II'-' ca-wise. cftaI!les toe- wOO< on continuing projeds will be based on Ute llten CUfftlO1l Sd>eduIe
of Charges. A new Schedule of Charges ... be issued In be eftediooe January 1 of each new __ and as .-yonan -...- basis to ~ new iIiems or
....n.ed charges. """'*:es will be SItlbmMed monIhly 8J1dIor upon oompIelion of Ute wOO< and _ be due and payable when issUed. AI aooounts no( paid -lhirIy (30) days
a!le<Owne('s reoeipl: of Ute imoioe _ bear a SERVICE CHMGE OF 1.0% PER IIOHTH toe- each month lhe imoioe is unpaid.
No premium is chalgad for" -mne __ PeIsonneI.... spe..--t eocperieooe are""""""""" 0.- on _to POWER. CItaIges....these specialists _ negoIiaIed on
an individual basis depending on lhe ~ PI. r .oo...time.... deposIioos and fIesIlmoIlt' is chaIged at 15.,..,.".u.e rate for seMces; fuII.<IaJ miItimumS apply.
HL Y 011-ffi-107527 (04f2OO5)
POWER ENGINEERS INC.
City of Vernon -leoniS Substation
nos sIaOOmI:I ~ of Chaoges ;s tOr.~ seMoes. Unless agreed oIhenrise.. charges tOr _ on ronCinuing projeds wiI be based on the then cuaent Schedule
of Charges. A.- Schedule of Chaoges .... be issued 10 be e6>cWe.-.my 1 of each _,..... and as ne<leSSllfy on an ............. basis 10 ..oooolRoOdalle .- ibems or
revised dlarges. Inwices wit be submiIted monIhIy and(or upon oompletion of!he _ and ... be _ and payable ......... issued. M accounts not paid wilhin lhirty (30) days
after Qwne(s receipt of !he inwioe... bear a SERVtCE CHARGE OF 1.11% PER IIOHTH tOr each month !he invoice;s unpaid.
SPECIAL APPUCATtON SOFTWARE
REPRODUCTION
LeYllf I Software .
Levell! Software -
Level III Software .-
tevellV Software ~
$10.0Mlc.
$2O.ooJhr.
$3S.0l)IK.
$4OJlOIIY.
Drawings
a..Jl~ (C Size)
a..Jl~ to Size)
EItdu:>Wic:. (E Size)
Mylar (C Size)
Mylar (0 Size)
Mylar (E Size)
Velum (C Size)
Velum to Size)
Velum (E Size)
Scanning
$1.9Ofea.
$3.3OIea.
$5.5(lea.
$10.0CVea.
$12.0lVea.
$14.00fea.
$2.OOfea.
$4.OOfea.
$6.151ea.
See labor rate
. Levell Software irdldes. among others. CPM. Traverne PC.
StrudUlal Design. foundation Design. HVAC 0es9t. and
Conveyor Design. .
- l.evef " Software indudes. among Dft1ets. Slf.AFlEXS.
DPAG. Oappef". CapCo-. PTW. Harmllo. Cafec. MaUab. Pl.&-
CADD. TL-CAOD.Idd;AD. UicroStafion. Ofafting Station
wlso\lware. and speciaized es&nating progr.If1lS.
-"leva/Ill Software includes. among others. POS. Rebis. GIS
Workstation. and ~ WoIksfaIion.
Doc:t.nents
SingIe-Qded Copies 11 x 17 $O.15.'ea. 8 x 11 $O.05fea.
00ubIe-5ided Copies 11 x 17 $O..3tVea. 8 x 11 $O.l&ea.
Singfe-Sided CoIocQlpies 11x 17 $3.oolea. 8 x 11 $1.501ea.
Spiral Comb $2.651ea.
3 Ring Bindet" Dependent on size
Transparencies $UIOIea.
SpeciaII Copy Centei- Projects (l.abor) $3O.00ht-. .
~ IV Software indudes. among ethers. T-2000. CDEGS.
PTI. and AnimaIion.
SURVEY EQUIPMENT
Stney ~. to support field CffNI $70.()Ofday
GPS Equipmerlt 2 Units $6O.6Onlour $35O.OOIday
GPS Equipment 3 Units $8O.6Onlour $45O.OOIday
PHOTOGRAPHIC RECORDING
Portable Video Camera
Video Tapes
$35JJWday
$10.0llfe.a.
OUter- expenses such as suIlualb-.fbs. rental equipment. phoCDgraptly. 1t...""""...1iu.I. rental veI1ides. slIippiI1g. ouIside axnpure.. seM:es. ~.
meals. oIher mprodudion. express mail. oourieddeIiveIy service. special supplies. are chafged at cost plus a c:anying and handling dlafge of 10%.
Communi::ation Charge - h:Iuding but net lmied to kmg distance telephone and fax. d1arged al1 'lb of labor- biIing diarges.
HlY 011-05-107527 (O4l2&1)5)
A~ POWER
,,~~ ENGINEERS
SCHEDULE .- LEON IS SUBSTATION
The following project schedule illustrates how we plan to accomplish the
project tasks.
The proposed schedule assumes that we would receive a notice to
proceed on September 8, 2005.
Schedule - Leonis Substation Condition Assessment
Notice to Proceed September 8, 2005
Kick-off Meeting September 13,2005
Recommendations October 7, 2005
Draft Report .October 28, 2005
Final Report November 18, 2005
HL Y 011-05107527 VERNON (000005 REV. 2) LB!Y29-600
I 1
POWER ENGINEERS, INC.
.U~u..i:.llU l~l("IIJl1[,,'ll i1rrr.'r;?':n!
7825 ENGINEER ROAD
SUITE 203
SAN DIEGO, CA 92111
www.powereng.com
..
EXHIBIT B
Form Chane:e Order
CHANGE
Contract Number:
Change Number:
The requirements of the above designated Agreement are changed as follows:
City and Contractor agree that Contractor's compensation shall be adjusted as follows:
City and Contractor agree that Contractor's schedule shall be adjusted as follows;
This adjustment covers the entire compensation for the Change set forth above and includes, but
is not limited to compensation for all engineering, material, equipment, subcontracts, labor,
overhead, profit, changes in scheduling and delays resulting, directly or indirectly, from the
Change, as further detailed in the Agreement.
Contractor (Power Engineers, Inc.)
City (City ofVemon, California)
By
By
Date
Date
.
INSTRUCTIONS TO CONTRACTOR
Contract Number:
Instruction to Contractor Number:
Date:
Specific Instructions to Contractor:
In accordance with the Terms and Conditions of the Agreement, the City classifies these
instructions as:
_ Supplementary instructions, not involving a Change
(Should these instructions be, in the opinion of Contractor, a "Change", written notice thereof
must be given to City within 10 days of the receipt of these instructions. If such written notice is
given, Contractor shall not commence with the work so ordered until written agreement is
reached on the classification of these instructions and on the resulting adjustment in contract
compensation, if any.) In the event that City and Contractor fail to agree on the classification of
these instructions or resulting adjustment in contract compensation, if any, refer to the Changes
Section of the Agreement.
_ A Change
(Contractor shall, within 10 days of the receipt of these instructions, furnish City a statement of
its proposal for adjustment in contract compensation occasioned hereby. Contractor shall not
commence with the work so ordered until written agreement is reached on the resulting
adjustment in contract compensation, ifany.) In the event that City and Contractor fail to agree
on the classification of these instructions or resulting adjustments in contract compensation, if
any, refer to the Changes Sections of the Agreement.
Date
City Representative
Please acknowledge receipt of this instruction by returning one copy signed in the space
provided below. Contractor's signature hereon does not indicate his acceptance of the
classification assigned hereto by City.
Date
Contractor Representative