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Resolution No. 2011-047RESOLUTION NO. 2011-47 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF VERNON APPROVING AND AUTHORIZING THE EXECUTION OF A SERVICES AGREEMENT WITH HARNESS ENERGY, LLC FOR THE INSTALLATION OF EIGHT METEOROLOGICAL TOWERS WHEREAS, the City of Vernon ("City") is a chartered municipal corporation of the State of California that owns and operates a system for the generation, purchase, transmission, distribution and sale of electric capacity.and energy; and WHEREAS, the City desires to obtain the services of a qualified contractor to install eight meteorological towers in connection with the Kern County wind energy project in the Tehachapi area (the "Services)"; and WHEREAS, the Director,of Light & Power has determined that Harness Energy, LLC ("Harness") is qualified and capable of providing the Services; and WHEREAS, by memo dated March 24, 2011, the Director of Light & Power recommends the City enter into a services agreement with Harness setting forth the terms and conditions under which Harness will perform the Work (the "Agreement"). WHEREAS, the City Council of the City of Vernon has determined that, pursuant to the provisions of subsections (b)(1) and (b)(7) of Section 2.27 of the Vernon City Code, it is in the public interest and necessity to enter into an agreement with harness to provide the specialized services required by the Light & Power Department. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF VERNON AS FOLLOWS: SECTION 1: The City Council of the City of Vernon does hereby find and.determine that the recitals contained hereinabove are true and correct. SECTION 2: The City Council of the City of Vernon hereby approves the Agreement with Harness Energy, LLC, in substantially the same form attached hereto as Exhibit A. SECTION 3: The City Council of the City of Vernon hereby authorizes the Mayor or Mayor Pro-Tem to execute the Agreement for, and on behalf of, the City of Vernon and the City Clerk, or Deputy City Clerk, is hereby authorized to attest thereto. SECTION 4: The City Council of the City of Vernon hereby authorizes the City Administrator, or his designee, to take whatever action is deemed necessary or desirable for the purpose of implementing and carrying out the purposes of this Resolution and the transactions herein approved or authorized. SECTION 5: The City Council of the City of Vernon hereby directs the City Clerk, or the City Clerk's designee, to send a fully executed Agreement to Harness. 2 SECTION 6: The City Clerk of the City of Vernon shall certify to the passage, approval and adoption of this resolution, and the City Clerk of the City of Vernon shall cause this resolution and the City Clerk's certification to be entered in the File of Resolutions of the Council of this City. APPROVED AND ADOPTED this 5th day of April, 2011. Name: Hilario Gonzales Title: Mayor - -3_ STATE OF CALIFORNIA ) ) ss COUNTY OF LOS ANGELES ) I, Willard G. Yamaguchi, City Clerk of the City of Vernon, do hereby certify that the foregoing Resolution, being Resolution No. 2011-47, was duly passed, approved and adopted by the City Council of the City of Vernon at a regular meeting of the City Council duly held on Tuesday, April 5, 2011, and thereafter was duly signed by the Mayor or Mayor Pro-Tem of the City of Vernon. Executed this day of April, 2011, at Vernon, California. (SEAL) rt 4 EXHIBIT A SERVICES AGREEMENT BETWEEN THE CITY OF VERNON AND HARNESS ENERGY, LLC, FOR THE INSTALLATION OF EIGHT (8) METEOROLOGICAL TOWERS Contractor: , Responsible Principal of Contractor: Notice Information - Contractor: Notice Information - City: Commencement Date: Termination Date: Consideration: COVER PAGE Harness Energy, LLC Matt Anderson Harness Energy, LLC 807 Spruce Street Boulder, CO 80302 Attention: Matt Anderson Phone: (970) 376-5468 Facsimile: City of Vernon 4305 Santa Fe Avenue Vernon, CA 90058 Attention: Carlos Fandino Jr., Director of Light & Power Telephone: (323) 583-8811 ext. 573 Facsimile: (323) 826-1408 March 1, 2011 As described in Section 1 As described in Exhibit B Retention Period: 3 Years SERVICES AGREEMENT BETWEEN THE CITY OF VERNON AND HARDNESS ENERGY, LLC FOR THE INSTALLATION OF EIGHT (8) METEOROLOGICAL TOWERS THIS AGREEMENT is made and entered into as of , 2011 ("Effective Date"), by and between the City of Vernon, a California charter City and California municipal corporation ("City"), and Harness Energy, LLC ("Contractor'). City and Contractor are collectively referred to herein as the "Parties." RECITALS A. City desires to have certain labor negotiation services provided as more fully set forth in the Scope of Services, attached hereto and incorporated herein as Exhibit A. B. Contractor represents it is qualified and capable of furnishing the labor, materials, and expertise necessary to perform such services in accordance with the terms and conditions set forth in this Agreement. NOW, THEREFORE, the Parties agree as follows: Section 1. Term and Time of Performance. (a) This Agreement shall commence upon the Commencement Date listed on the Cover Page and will continue in effect until termination by either party as set forth below. Any services performed prior to the Effective Date listed above, but on or after the Commencement Date, shall for all purposes be deemed to have been performed pursuant to this Agreement, subject to the terms and conditions hereof. (b) In the event that City renews this Agreement, Contractor may submit a proposal to increase its rates no later than thirty (30) days after receiving notice of City's intent to renew. Any increase in rates must be approved by City before such increase can take effect. If City fails to approve the proposed increase within thirty (30) days of receipt, Contractor may terminate the renewal by giving thirty (30) days written notice. Section 2. Performance. (a) Contractor shall perform the services and tasks described and set forth in the Scope of Services, Exhibit A ("Services"). Additional services must be mutually agreed upon in writing signed by both Parties prior to performance of those additional services. (b) Contractor shall at all times faithfully, competently and to the best of its ability, experience, and talent, perform all Services under this Agreement in accordance with the standard of care and skill ordinarily exercised by members of the profession currently practicing in the same locality as the City under similar circumstances and in a manner reasonably satisfactory to City. Contractor shall at all times comply with the highest ethical standards when performing Services for the City. (c) Contractor shall keep itself informed of all local, state, and federal ordinances, laws and regulations which in any manner affect those employed by it or in any way affect the performance of its Services pursuant to this Agreement. Contractor shall at all times observe and comply with all such ordinances, laws and regulations. City, and its City Council 2 members, officers, officials, employees, agents or volunteers shall not be liable at law or in equity occasioned by failure of Contractor to comply with this section. (d) Contractor will not be compensated for any work performed not specified in Exhibit A unless City authorizes such work in advance and in writing. Section 3. Compensation. (a) City agrees to compensate Contractor, and Contractor agrees to accept in full satisfaction for the Services required by this Agreement, the hourly rate and expense reimbursement set forth in Exhibit B ("Hourly Rate and Expenses"). The Hourly Rate and Expenses shall constitute reimbursement of Contractor's fee for the Services as well as the actual cost of any equipment, materials, and supplies necessary to provide the Services (including without limitation, all labor, materials, delivery, tax, assembly, and installation, as applicable). (b) Contractor shall be entitled to reimbursement only for those expenses expressly set forth in Exhibit B. Any expenses incurred by Contractor that are not expressly authorized by this Agreement will not be reimbursed by City. Section 4. Method of Payment. (a) Invoices. Contractor shall submit invoices monthly for Services and expenses. Invoices shall include the month for which the Services were provided, the dates of such services, and a description of the Services provided for that billing period. Each invoice shall include copies of timesheets, if any, and other supporting documents as City may require. (b) Payments by City. Payments of each invoice shall be made by City within thirty (30) days followingreceipt of each invoice as to all non -disputed fees. If City disputes any of Contractor's fees, it shall give written notice to Contractor within thirty (30) days of receipt of the disputed invoice. Any amounts in dispute shall be withheld until resolution. Section 5. Personnel. All persons performing Services shall have all the necessary technical expertise, permits, professional licenses, certificates, training, and other qualifications required by this Agreement or other applicable laws. Contractor shall provide City with said permits, licenses, and certificates at the request of City. Section 6. Access. Contractor shall comply with all reasonable access and other restrictions that City may impose. No access to City property for performance of the Services shall be permitted prior to delivery to City of proof of insurance paid and maintained by Contractor. Section 7. Contractor's Duties and Representations. Contractor represents, covenants and agrees as follows: (a) There are no obligations, commitments, or impediments of any kind that will limit or prevent performance of the Services. (b) Contractor presently has no interest and shall not have any interest, direct or indirect, which would conflict in any manner with the performance of the Services 3 contemplated by this Agreement. No person having any such interest shall be employed by or be associated with Contractor. (c) There is no litigation pending against Contractor and Contractor is not the subject of any criminal investigation or proceeding, and neither Contractor nor its personnel, to its actual knowledge, have been convicted of a felony. Section 8. Independent Contractor. (a) Contractor is and shall at all times remain, as to City, a wholly independent contractor. The personnel performing the services under this Agreement on behalf of Contractor shall at all times be under Contractor's exclusive direction and control. Neither City nor any of its City Council members,. officers, officials, employees, agents, or volunteers shall have control over the conduct of Contractor or any of Contractor's officers, employees, or agents except as set forth in this Agreement. Contractor shall not at any time or in any manner represent that it or any of -its officers, employees, or agents are in any manner officers, officials, employees, agents, or volunteers of City. Contractor shall not incur or have the power to incur any debt, obligation or liability whatsoever against City, or bind City in any manner. (b) No employee benefits shall be available to Contractor or its officers, employees, or agents in connection with the performance of this Agreement. Except for Consideration paid to Contractor as provided in the Agreement, City shall not pay salaries, wages, or other compensation to Contractor for performing services hereunder for the City. City shall not be liable for compensation or indemnification to Contractor or its officers, employees, or agents for injury or sickness arising out of performing services hereunder. (c) Contractor agrees to pay and be responsible for paying all Federal, State and local taxes for compensation received by Contractor from City while performing services for City. Section 9. Termination. (a) Termination Right. Either Party may, at any time, for any reason or for no reason, with or without cause. Contractor shall give thirty (30) days written notice of termination to City prior to terminating this Agreement. City may terminate this Agreement with no notice. (b) Payment Upon Termination. In the event this Agreement is terminated without cause pursuant to this section, City shall pay Contractor for Services performed up to the time of termination on an hourly basis for Services rendered and Contractor shall submit an invoice to City as required under this Agreement. Contractor shall have no other claim against City by reason of such termination, including any claim for compensation. (c) Actions Subsequent to Termination. In the event of termination of this Agreement, Contractor shall deliver all Confidential Information, as defined in Section 11 below, to City within thirty (30) days after the termination of this Agreement. Contractor shall also take all such other action as City reasonably requires and shall cooperate with City to effectuate an orderly and systematic termination of Contractor's duties and activities hereunder. (d) All of the terms and conditions in the Agreement related to payment, confidentiality, indemnification, dispute resolution and waiver shall survive termination of this Agreement. Ci Section 10. Limitation of City's Liability_. City's liability on any kind of claim for any loss or damage arising out of, in connection with, or resulting from this Agreement, shall in no case exceed the amount that is owed to Contractor for the performance of the Services that have been requested pursuant to this Agreement. In no event shall City be liable for anticipated profits or for incidental, consequential or punitive damages. City shall not be liable for penalties of any description. Section 11. Confidential Status: Disclosure of Information. (a). Confidential Status; Disclosure of Information. All data, customer information, business practices, business methods, privileged information, privileged communications, trade secrets, financial statements, floor plans, designs, maps, surveys, drawings, models, reports, correspondence, logs, documents, materials or other information developed or created by Contractor, received by Contractor, revealed to Contractor, or provided to Contractor for the performance of this Agreement are deemed confidential and shall not be disclosed by Contractor to any third party without City's prior written consent ("Confidential Information"). City shall grant consent if disclosure is legally required. All Confidential Information shall be returned to City upon the termination of this Agreement. Contractor's covenant under this section shall survive the termination of this Agreement. City may disclose to third parties any Confidential Information at its sole discretion. (b) Contractor's obligation not to disclose any Confidential Information shall not extend to information that: i. was in the possession of, or was rightfully known by, the Contractor without an obligation to maintain its confidentiality prior to receipt from City; ii. is or becomes generally known to the public without violation of this Agreement; iii. is obtained without an obligation of confidentiality by the Contractor in good faith from a third party having the right to disclose it without an obligation of confidentiality; or iv. information which is required to be disclosed pursuant to any court order or directive having the force of law. (c) Contractor acknowledges that City's attorney may be advising City on matters relating to the Services performed pursuant to this Agreement and such privileged communications may be disclosed to Contractor to accomplish the purpose for which the City's attorney was consulted. Contractor agrees that, even though such privileged communications may be disclosed to Contractor, the City continues to be the holder of the privilege. Contractor agrees to treat such privileged communications as Confidential Information under this Agreement and to claim the privilege and refuse to disclose such communications until notified in writing by the City that the right to claim the privilege has been revoked. (d) The provisions of this section shall survive the termination of this Agreement. Section 12. Default. Contractor's failure to comply with the provisions of this Agreement shall constitute a default. In the event that Contractor is in default under the terms 5 of this Agreement, City shall have no obligation or duty to continue compensating Contractor for any work performed after the date of default and can terminate this Agreement immediately by written notice to Contractor. Section 13. Indemnification. Contractor agrees to defend, indemnify, protect and hold harmless City, its City Council members, officers, officials, employees, agents, and volunteers from and against any and all claims, suits, demands, actions, losses, damages, judgments, settlements, penalties, fines, defensive costs or expenses, including without limitation, interest, attorneys' fees and expert witness fees, or liability of any kind or nature arising out of or attributable to the acts or omissions of Contractor, or Contractor's officers, employees, or agents which in any way arise out of, result from, or are in any way related to the performance or non- performance of this Agreement, excepting only liability arising out of the sole negligence or willful misconduct of City, its City Council members, officers, officials, employees, agents, or volunteers. THE PROVISIONS OF THIS -SECTION SHALL NOT TERMINATE OR EXPIRE, SHALL SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT AND SHALL BE GIVEN THE BROADEST POSSIBLE INTERPRETATION. The obligations in this section are in addition to Contractor's duty to provide insurance and shall not be limited by any limitation on the amount or type of insurance coverage carried by Contractor. Section 14. Insurance. (a) Contractor shall at all times during the term of this Agreement carry, maintain, and keep in full force and effect, a policy or policies of Comprehensive General Liability Insurance, with minimum limits of Two Million Dollars ($2,000,000) for each occurrence, combined single limit, against any personal injury, death, loss or damage resulting from the wrongful or negligent acts by Contractor or Contractor's officers, employees, or agents. (b) Contractor shall at all times during the term of this Agreement carry, maintain, and keep in full force and effect, a policy or policies of Comprehensive Vehicle Liability insurance covering personal injury and property damage, with minimum limits of One Million Dollars ($1,000,000) per occurrence, combined single limit, covering any vehicle utilized by Contractor or Contractor's officers, employees, or agents in performing the services required by this Agreement. (c) Contractor agrees to maintain in force at all times during the performance of work under this Agreement workers compensation insurance as required by law. (d) Contractor shall at all times during the term of this Agreement carry, maintain, and keep in full force and effect, a policy or policies of Excess Laibility Insurance, with minimum limits of Two Million Dollars ($2,000,000) for each occurrence, combined single limit. Each Excess Liability Insurance policy shall provide policy coverage and terms at least as broad as those required of the primary insuarance and shall provide that such Excess Liability Insurance policy will drop down and assume the underlying insurer's obligations and provide coverage in the event the underlying insurer becomes insolvent. (e) Contractor shall at all times during the term of this Agreement carry, maintain, and keep in full force and effect, a policy or policies of Professional Liability Insurance C. (errors and omissions) with minimum limits of One Million Dollars ($1,000,000), to protect City from any losses sustained through any errors or omissions committed by Contractor or Contractor's officers, employees or agents in performing Serivices required by this Agreement. Further, if the policy is on other than an occurrence basis, Contractor shall maintain in full force and effect such insurance for one year after performance of work under this Agreement -is completed. (f) Contractor shall require each of its sub -consultants or sub -contractors to maintain insurance coverage that meets all of the requirements of this Agreement. (g) The policy or policies required by this Agreement shall be issued by an insurer admitted in the State of. California and with a rating of at least a B+; VI in the latest edition of Best's Insurance Guide. (h) Contractor agrees that if it does not keep the aforesaid insurance in full force and effect City may either immediately terminate this Agreement or, if insurance is available at a reasonable cost, City may take out the necessary insurance and pay, at Contractor's expense, the premium thereon. (i) At all times during the term of this Agreement, Contractor shall maintain on file with the Risk Manager, a certificate or certificates of insurance, satisfactory to the City Attorney and Risk Manager, along with a copy of the policy declarations page for each policy, showing that the aforesaid policies are in effect in the required amounts. Upon request by City, Contractor shall cause its insurers to issue certified copies of the insurance policies evidencing that the coverage and policy endorsements required under this Agreement are maintained in force. Contractor shall, prior to commencement of work under this Agreement, file with the Risk Manager, such certificate or certificates and a copy of the policy declarations page for each policy. (j) All of the policies of insurance required by this Agreement shall contain (1) an endorsement naming the City, its City Council members, officers, officials, employees, agents, and volunteers as additional insureds; provided, however, an endorsement naming the City as an additional insured is not required for the Professional Liability Insurance policy, (2) an endorsement specifically stating that the coverage contained in the policies affords insurance pursuant to the terms and conditions as set forth in this Agreement. (k) The insurance provided by Contractor shall be primary to any coverage available to City, and any insurance or self-insurance maintained by City, its City Council members; officers, officials, employees, agents, or volunteers shall be excess of Contractor's insurance and shall not contribute with it. The policies of insurance required by this Agreement shall include provisions for waiver of subrogation. Contractor hereby waives all rights of subrogation against City, its City Council members, officers, officials, employees, agents, and volunteers. (1) Any deductibles or self -insured retentions must be declared to and approved by City. At the option of City, Contractor shall either reduce or eliminate the deductibles or self -insured retentions with respect to City, or Contractor shall procure a bond guaranteeing payment of losses and expenses. Section 15. Assignment and Subcontracting. Contractor shall not assign or attempt to assign any portion of this Agreement, or subcontract any required performance hereunder, VA without the prior written approval of City. Any assignment or subcontract made in violation of this section is invalid and void. Section 16. Arbitration and Venue. Any dispute, claim or controversy arising out of or relating to this Agreement or the breach, termination, enforcement, interpretation or validity thereof, including the determination of the scope or applicability of this Agreement to arbitrate, shall be determined by arbitration in Los Angeles, California, before three arbitrators. The arbitrator shall be a retired judge. The arbitration shall be administered by JAMS pursuant to its Streamlined Arbitration Rules and Procedures. All decisions of the arbitrators shall be in writing, and the arbitrators shall provide written reasons for their decision. The arbitration decision shall be final and binding on the Parties. Judgment on the award may be entered in any court having jurisdiction pursuant to this Agreement. This clause shall not preclude Parties from seeking provisional remedies in aid of arbitration from- a court having jurisdiction pursuant to this Agreement. The exclusive jurisdiction and venue under this Agreement shall be the Superior Court of California, Los Angeles County. Section 17. Attorneys Fees. 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. Section 18. Governing Law. This Agreement shall be interpreted and enforced according to, and the Parties rights and obligations governed by, the domestic law of the State of California, without regard to its laws regarding choice of applicable law. Section 19. Entire Agreement and Modifications. This Agreement, including attachments incorporated herein by reference, represents the entire integrated agreement and understanding between the Parties, and supersedes all prior or contemporaneous negotiations, representations, agreements, understandings and statements, written or oral. This Agreement may only be modified by a writing signed by both Parties. Section 20. Waiver. 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 whether of the same or other covenant or condition; 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. No waiver, benefit, privilege, or service voluntarily given or performed by a party shall give the other party any contractual rights by custom, estoppel, or otherwise. Section 21. Force Maieure. Neither party shall be considered in default of 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 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. n Section 22. City Not Obligated. to Third Parties. City shall not be obligated or liable under this Agreement to any party other than Contractor. Section 23. Notices. All notices, approvals, consents and other communications between the Parties shall be in, writing, and shall be sent by certified mail (return receipt requested) or other delivery service which provides evidence of delivery, using the address set forth on the Cover Page under "Notice Information - City" or "Notice Information — Contractor," as appropriate, or at such other address as may be furnished by either party to the other in writing Mailed notices will be deemed communicated as of the day of receipt. Section 24. Cover Page and Exhibits. The Cover Page and all documents referenced as exhibits in this Agreement are hereby incorporated in this Agreement. In the event of any material discrepancy between the express provisions of this Agreement and the provisions of any document incorporated herein by reference, the provisions of this Agreement shall prevail. Section 25. Headings. Headings used in this Agreement are for convenience and ease of reference only and shall not affect the interpretation of the Agreement. Section 26. Survival of Terms. All of the terms and conditions in this Agreement related to payment, confidentiality, indemnification, dispute resolution and waiver shall survive termination of this Agreement: Section 27. Severability. Whenever possible, each provision of this Agreement shall be interpreted in such a manner as to be valid under applicable law. If any provision of this Agreement is determined by a court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions shall nevertheless continue in full force and effect, and shall in no way be affected, impaired or invalidated. Section 28. Authority to Execute This Agreement. The person or persons executing this Agreement on behalf of Contractor warrants and represents that he or she has the authority to execute this Agreement on behalf of Contractor and has the authority to bind Contractor to the performance of its obligations under this Agreement. (Signatures Begin on Next Page]. F61 IN WITNESS WHEREOF, the Parties have signed this Agreement as of the date stated in the introductory clause. City of Vernon, a California charter City and . Harness Energy, LLC California municipal corporation HILARIO GONZALES Mayor ATTEST: an vviLLnnv V. 1%-oKy \.,IGIR APPROVED AS TO FORM: M WILLARD G. YAMAGUCHI, Interim City Attorney By: Name: Title:. By: Name: Title: 10 EXHIBIT A SCOPE OF SERVICES I. Scope of Services to be performed by Contractor 1.0 Installation Guidelines Contractor must follow installation guidelines, for erecting Met towers, as stated below from the NRG TallTower Installation Manuals provided from the NRG Systems Inc., website for the following models: • 5 each NRG-NOW (Item # 4066) System 60m XHD — Symphonie Tall Tower Kit plus accessories as per the attached NRG Order material list. • 3 each NRG-NOW (Item # 4258) System 34m — with anchors and gin pole and Symphonie PLUS Logger Kit (Item # 4291) plus accessories as per the attached NRG Order material list. 2.1 ADDITIONAL EQUIPMENT SPECIFICS 2.1.1 Bird Diverters All tower guy wire lines will include City furnished reflective bird diverters. 2.1.2 Anabat Detectors The City of Vernon's environmental consultant (CH2MHILL) will install Anabat detectors on at a minimum least three (3) and up to eight (8) designated towers. The Contractor is responsible for mounting a pulley mechanism on the tower while the tower is on the ground before erection. Photos of the pulley are shown in bid documents. 3.0 SCOPE OF WORK The contractor has performed a site visit to determine the best approach for the work. The contractor has verified that all Met tower locations are accessible via four wheel drive vehicles. A number of locations will require either tree clearing or temporary fence removal to perform the work. Contractor shall be responsible for this. All clearing and fence removal activities shall be performed within the coordination of a CH2MHILL site representative. Contractor shall provide off -site storage for the City furnished equipment. Scope includes receiving, storage, removal from storage, transport to the site locations, and installation of the tower equipment as further defined herein. Storage shall be a secure and insured facility over which Contractor shall have complete care, custody, and control of City furnished equipment. Storage facility is subject to approval by the City. The City's environmental consultant, CH2M HILL, will conduct a one(1) hour "Tailgate Briefing" to be conducted upon mobilization at the initial site. A brochure will be provided to the Contractor to assist in identifying standard habitats and species of concern. The Contractor is required to cooperate fully with the environmental representative including: a. Reporting the sighting of any important species, as identified in the briefing and brochure. b. Stopping work if directed by the City's representative if important biological resources are threatened. Any such work stoppage will be quickly resolved to allow the restart of work. If necessary, Contractor should be prepared to move personnel to another tower location in the event of a short term work stoppage. 11 As part of the tower erection, Contractor shall install City furnished bird diverters (Birdbusters Firefly Bird Diverter) every 30 feet on each guy wire, starting at a point 30 feet above the ground. The Contractor shall provide all necessary tower erection winches, specific tools and appropriate gin poles specifically fitting the tower bases to perform the work. The Contractor will mount an Anabat pulley mechanism, furnished by the City, on designated towers while the tower is on the ground. Installation of the Anabat detector and commissioning of the Anabat detector will be by CH2MHILL. The contractor shall coordinate with the Anabat installer to ensure the pulley operates properly before the tower mast is raised. Contractor shall limit the area of disturbance around the towers to 300 feet. Contractor shall limit the clearing of trees to what is absolutely necessary to layout and assemble the Met towers prior to erection, and return the area to as close as possible to its natural state prior to the start of work. Any vegetation or trees that are cleared should be distributed around the site so that it will not create any future health and safety hazard, or be placed in any sensitive area, or block access for wildlife movement. 3.1 PARTS SUPPLY LIST 3.1.1 60 Meter Tower Quantity Description 5 NRG-Now System 60M XHD — Symphonie TallTower Kit (pallet) 5 NRG-Now System 60M XHD — Calibrated-Symphonie-PLUS Logger Kit 5 NRG-Now System 60M XHD — Calibrated-Symphonie Sensor Kit, Long Booms 5 Symphonie iPack for Iridium Satellite Phone, w/PV 2 NRG #BP20 Barometric Pressure Sensor 2 Symphonie SCM Card for BP20 2 Li-Cor #LI-200SZ Pyranometer 2 Boom - Pyranometer/Antenna, .52 M (20.5"), Galvanized, with clamps 2 Symphonie SCM Card for Licor Pyranometer (1-1200SZ) 2 NRG #110S Temperature Sensor with Radiation Shield 2 Symphonie SCM card for #110S 2 Sensor cable, 3C,20 Ga, 67m, (219.8'), for 60m level 3.1.2 34 Meter Tower Quantity Description 3 NRG-Now System 34M Symphonie-PLUS Logger Kit 3 NRG-Now System 34M Tower Kit (pallet) with anchors and gin pole 3 NRG-Now System 34M Sensor Kit 3 Symphonie iPack GPS (Iridium)- Windlinx Ready w/PV 3.1.3 Bird Flight Diverters Quantity Description TBD Birdbusters Fixed FireFly 1/4 " / 3/16" Model 3.1.4Pulleys for Anabat Detector Quantity Description 3 Pulley and Attaching Hardware 12 3.2 TOWER DESIGNATIONS Tower System V-1 NRG 60-m NOW V-3 NRG 60-m NOW V-4 NRG 60-m NOW V-5 NRG 60-m NOW V-13 NRG 60-m NOW V-10 NRG 34-m NOW V-11 b NRG 34-m NOW V-12 NRG 34-m NOW 3.3 NEW TOWER LOCATIONS # Lat (N) long (W) V-1 350 24.511' 118" 16.925' 60 $ V-3 350 18.749' 1180 16.124' 60 $ V-4 350 18.444' 1180 16.154' 60 $ V-5 350 21.346' 1180 14.916' 60 $ V-13 350 18.361' 1180 15.354' 60 V-10 350 21.750' 1180 06.345' 30 $ V-11 b 350 25.113' 1180 06.104' 30 $ V-12 350 26.483' 1180 05.791' 30 $ 3.4 TOWER ANCHOR PULL TEST The Contractor is responsible for performing a pull test, with a calibrated measuring device, to confirm each anchor meets the criterion for acceptance. The test is to be performed after installation of the anchor and before attaching the guy wire. The Contractor shall document that each and every anchor successfully passed the pull test with the minimum pull value listed below. Documentation is to be provided to the City at the completion of the work. If any anchor fails to meet the acceptance criterion, the City is to be informed before erection of the affected tower proceeds. The City will perform further evaluation of the actual installed anchor. 3.4.1 60 Meter Tower Pull Test Criteria The acceptance criterion for each anchor is as follows: 1. For the inner anchors, the minimum pull is 1600 Ibs at 23 degrees to the horizontal. 2. For middle anchors, the minimum pull is 1800 Ibs at 36 degrees to the horizontal. 3. For outer anchors, the minimum pull is 3000 Ibs at 44 degrees to the horizontal. 3.4.2 34 Meter Tower Pull Test Criteria The acceptance criterion for each anchor is a minimum pull of 2500 Ibs at 44 degrees to the horizontal. 4.0 OPERATION AND MAINTENANCE Contractor will be responsible for commissioning and startup the new Met towers after installation. Proper functioning of all equipment shall be demonstrated to the City's representative. 13 EXHIBIT B HOURLY RATE AND EXPENSES The following table presents the total fixed price that we propose to charge Vernon. Bid price includes the receipt, storage, transportation, and installation of City furnished equipment/components and all equipment/materials not furnished by the City necessary to complete the work including all labor, payroll burden, tools, equipment, apparatus, facilities, transportation insurance, site access and other services necessary to complete in every aspect the scope of work in this RFP ( See Attachment 1). Firm -fixed, price (not subject to economic price adjustment) to perform all the work required to install eight (8) New Meteorological Towers and related equipment, all as defined in the Scope of Work document and this RFP (See Attachment 1): TOTAL FIRM -FIXED PRICE: ( 91,314 ) US Dollars. In Words: Ninety one thousand three hundred and fourteen . Fixed Price Break down: Installation and Startup of New Towers Tower# Latitude (N) Longitude (W) Meters Price V-1 35-24.511' 1180 16.925' 60 $ 19,008 V-3 35-18.749' 1180 16.124' 60 $ 11,008 V-4 35-18.444' 1180 16.154' 60 $ 16,008 V-5 35-21.346' 118 44.916' 60 $ 11,008 V-10 35-21.750' 118 06.345' 30 $ 7,758 V-11b 35-25.113' 118 66.104' 30 $ 7,758 V-12 35-26.483' 1180 05.791' 30 $ 7,758 V-13 35-18.361' 118 15.354' 60 $ 11,008 Total $ 91,314 14 Attachment 1: Request for Proposal Acknowledgment 15 REQUEST PROPOSAL ACKNOWLEDGEMENT CITY RETAINED LANDS PROJECT KERN COUNTY, CALIFORNIA INSTALLATION OF NEW TOWERS AND EQUIPMENT PROPOSAL FORM BIDDER:li�.11;� (Bidder fill-in) DATE: 2- S~ 1 '2,�?I (Bidder 'II -in) Contents 1.General 2.Proposal Pricing. 3-Performance of Work by Subcontractors 4-Performance Schedule 5.Proposal Validity 6.Technical Data 7.Additional Information To Be Submitted With Proposal S.Labor 9.Bidder's Certifications City Retained Lands Project City of Vernon — Request Proposal Acknowledgement Form Page 1 1.0-GENERAL 1.1 Bidder's proposal shall include each and every item of material, labor and services covered by this Request for proposal. 1;2 Bidder shall fill-in and complete all blank spaces provided herein and shall supply complete additional information as required herein, on separate sheets of paper attached hereto as may be necessary. 1.2.1 Any deviation from the specified requirements must be identified specifically in a list of exceptions from the specification included on Proposal Schedule VI, Exceptions, including the reasons for the. deviation as well as a description of what is to be supplied. 1.2.2 Exceptions to the terms, conditions and/or the requirements of this Request for Proposal are discouraged and may result, at City's sole discretion, in the disqualification of your proposal. 1.3 Bidder's Base Proposal Pricing Sheets shall be submitted as required by the Instructions for the Preparation of Construction Proposals. 1.4 Omission of, or gross errors in, prices and other information required may be sufficient cause for Bidder's proposal to be rejected. 1.5 Base proposal pricing sheets shall be submitted in accordance with the instructions for the Preparation of Construction Proposals, and the instructions provided in Section 2.0 below, of this proposal form. 2.0 PROPOSAL PRICING The total Base Proposal Price shall be as shown on Proposal Schedule II, Pricing. 2.1 Bidder's prices quoted in this section shall be firm -fixed price for the duration of the project and shall cover the furnishing of all equipment, materials, labor, supervision, testing and other services as may be required by the Contract Documents and shall Include all costs associated therewith including taxes, insurance, permits, -fees, etc. 2.2 The rates for additions and deletions shown herein, Options for Additions :or Deletions, will apply to changes requested by City. The rates shall be all inclusive and represent the total cost of markups to the City for additions to or deductions from the contract price. City Retained Lands Project —'-` City of Vernon - Request Proposal Acknowledgement Form Page 2 3.0 PERFORMANCE OR WORK BY SUBCONTRACTORS 3.1 If Bidder intends to subcontract a portion of the work, Bidder shall identify the firms and provide a detailed description of work to be performed. 3.2 Should the Bidder elect to subcontract a portion of the work it shall ensure that the Subcontractors agree to perform the work in strict accordance with this Agreement, whether or not reference is made to the bidder's subcontractor in a particular provision. 4.0 PERFORMANCE SCHEDULE 4.1 Biddet-shall commence and prosecute the work in such a manner that the events and dates for commencement and completion of work shown on Proposal Schedule 1, Schedule of Performance, are achieved. All shown are to be considered material and it is imperative that they are achieved. 4.2 . The schedule Is a demand schedule, without respect to the work to be performed. Bidder must agree that compensation to Bidder as proposed in Proposal Schedule 11, Pricing, is sufficient to enable performance of work within the specified time. Any overtime, premium procurement costs, etc., must be included In the total base price proposed. 4.3 Location of Work — Various Sites located In Kern County California 5.0 PROPOSAL VALIDITY This proposal is valid for acceptance for 90 days from the due date of the proposal 6.0 TECHNICAL DATA None 7.0 ADDITIONAL INFORMATION TO BE SUBMITTED WITH PROPOSAL Each Bidder shall submit the following additional information with this proposal. 7.1 A list of related project experience over the past five years, including scope description, location, client, dollar amount, and name and telephone number of client contact who may be contacted for reference. 7.2 Applicable California State Contractor License Number, Class and Status. 7.3 A brief narrative description of the Bidder's approach to the work. Example: number of crews, typical number of days to install complete, etc. 7.4 Construction tools and equipment necessary to perform the work. 7.5 Warehouse location for storing the City Furnished Material and Equipment. City Retained Lands Project City of Vernon — Request Proposal Acknowledgement Form Page 3 8.0 LABOR Construction Labor performed on site shall be by merit shop and such Contractor is responsible for. providing a sufficient supply of labor to perform the work and within the schedule herein, and to provide sufficient competent supervision to direct and manage the labor force to obtain the contractual schedule. Contractor shall be responsible for all labor relations, and is responsible for preventing and / or mitigating labor disputes and disturbances. 9.0 BIDDER'S CERTIFICATIONS 9.1 Bidder shall make all Representations and Certifications required herein or otherwise required by law. 9.2 The Bidder certifies that this offer is based upon all the- requirements of the RFP and all the requirements of the Specification(s) and the Contract Drawings (if any) have been fully considered and that the Specification(s) and the Contract Drawings contain all the necessary information required for performance of the work herein, except a specifically identified in Proposal Schedule, Exceptions. Additionally, the bid prices contained herein are firm and not subject to escalation and have -been carefully checked, are submitted as correct and final in accordance with this inquiry and all attachments hereto. The Bidder further certifies that is has fully considered the Contract and Special Conditions contained in the RFP and hereby agrees to commence work in strict accordance with all the provisions contained therein immediately upon notice of award. 9.3 Submittal of a proposal demonstrates that Bidder has taken into consideration all site conditions, seasonal weather conditions, has investigated and satisfied itself as to the conditions affecting the work, Including but not restricted tothose bearing upon transportation , handling and storage of materials, availability of labor, water, power, and other physical conditions at the Project Site, plus the conditions, character, quality of surface and subsurface materials or obstacles to be encountered insofar as this information is ascertainable from an inspection of.the Project Site and related available documents, as well as from information presented by the specifications and drawings made part hereof. Failure by the Bidder to become acquired with the Project Site conditions shall not relieve Bidder from responsibility for successfully performed the work. In no event.will failure to inspect adequately the Project Sites and related conditions constitutes grounds for a claim after Contract execution. a City Retained Lands Project City of Vernon — Request Proposal Acknowledgement Form Page 4 State of California Contractors License Bidder hereby certifies that it is qualified to perform work in the State of California and has the required licenses and/or registrations required law. Name and Address of Off -Site Warehouse: �� 416 T i � , wea west C14S t1JU Safe The City of Vernon promotes safe work practices. Bidder shall include with its bid a copy of its Safety. Plan, and shall comply with all the Safety and Health requirements included in the RFP. BIDDER SIGNATURE _ /r NAME TITLE DATE TELEPHONE NO. - -Ct-W ZiNj EMAIL: �� t� I" �.`r�SS�hj-1t� i Uri . �.E✓i+�� City Retained Lands Project City of Vernon - Request Proposal Acknowledgement Form Page 5 PROPOSAL SCHEDULE 11 CONTRACT PRICING LUMP SUM � rr A lump Sum firm fixed price is required for the Scope of Work detailed in the RFP Document and in accordance with all attachments. Sid price includes the receipt, storage, transportation, and installation of City furnished equipmenttcomponents and all equipment/materials not furnished by the City necessary to complete the work including all labor, payroll burden, tools, equipment, apparatus, facilities, transportation insurance, site access and other services necessary to complete in every aspect the scope of work in this RFP. Firm -fixed price (not subject to economic price adjustment) to perform all the work required to install eight (6) New Meteorological Towers and related equipment, all as defined in the Scope of Work document and this RFP: TOTAL FIRM -FIXED PRICE: ($ �'� �� US Dollars. t In Words: c; e/ -Nc Swcl 4V ee, h Ud3'NG1aud 'Tu t2- '' .() Fixed Price Break down: Installation and Startup of New Towers Tower# Latitude (N) Longitude-(W) Meters Price V-1 35 -24.51 V 11 8u 16.925' 60 $ ? 9 UU V 3 35 -18.749' 118 16.124' 60 $ V-4 35-18.444' 1180 16.154' 60 $ V-5 35-21.346' 118u 14.916' 60 $11, V 10 35 21.750' 11 8u 06.345' 30 $ V-11 b 35-25.113' 118u 06.104' 30 $ V-12 35 -26.483' 118u 05.791' 30 $ V-13 35-18.361' 1180 15.354' 60 $ ooq Total $�, f City Retainqd Lands Project City of Vernon - Request Proposal Acknowledgement Form Page 6 2,0 RATES FOR EXTRA WORK Labor rate and markups for all changes in the work resulting from additions or deletions specified by City and not covered by lump sum pricing. Labo� r Rate: Man hour labor rate Is fully burdened and includes all fringes, travel, small tools, FICA, SUI, FUI, and Workmen's Compensation and other labor dependent insurances. Rate shall be a composite crew rate based on a ration or actual crew on site. - $ ,0 h Total billable dollar per hour Overhead and Profit (OH&P) Percentane Multipliers The following percentage multiplier shall be used to reflect markups for overhead and profit on changes authorized by City. Markups shall be applied to the reasonable direct costs which do not include any Contractor percentage margin for overhead and profit. The markups shall be used to compute the total cost of the change. The., following definitions apply. Direct Cost Any cost that is specifically identified with a final cost objective such as labor, material and equipment, but not to include minor efforts such as drawing reproduction or proposal preparations. Overbead Any indirectwdinat directly identified with a single final cost objective. Contractofs main office over, job office overhead, liability and auto insurance, field engineering aW superintanderme gd iindirect costs. Minor efforts such as proposal preparation, drawing prodmftk as-AtWl , elleaRW mirug additional bonding cost are to be included in the overhead ate. -PewerAggemORWier fdrC4t & Pffiuradded or deleted work, performed by Contractor. (amity Retained L-m& ;E':r•.*ct - -- Ci YofVernon- Repast posal Acknowledgement Form Page 7 PROPOSAL SCHEDULE REPRESENTATIONS AND CERTIFICATIONS 1.0 SMALL BUSINESS CONCERN REPRESENTATION The Bidder represents and cqffies as pad of its offer (hat It - is, K is not small business, A _ Is, I is not a small disadvantaged Business concern, it_ 1% . is not a Woman owned business and that— all, ___, not all end Items to be furnished will be manufactured or produced by a small business concern in the United Stales, its territories or possessions, Puerto Rico, or the Trust Territory of t he Pacific Islands. 'Small business concerns,' as used in this provision, means a concern, including its affiliates that is independently owned and operated, not dominant in the field of operations in which it Is bidding on a Government -funded oonUa* and cluslfRed as a small business under.the size standard In the solicitation. (a) Definitions- 1. 'Small business concern' means a concern, inducing its affiliates, that is independently owned and operated, not dominant in the field of operation in which It is bidding on government contracts, and qualHied as a small business under the criteria and size standards in 13 GFR Pad 121(see 19.102) 2. Small disadvantaged business concern is (a) at least 51 percent unconditionally owned by one or more individuals who are both socially and economically disadvantaged, or (b) a publicly owned business having at least 51 percent of its stock unconditionally owned by one or more Individuals who are both socially and ecmomkcally disadvantaged, or (c) at least 51 percent unconditionally owned by an economically disadvantaged Indian Me or Native Hawalfan Organiza(lan, which has Its management and daily business controlled by such individuals. Woman -owned business concern is at least5l percent owned by one or more women or in the case of any publicity owned business, at - least 51 percent of Its stock Is owned by one or more women, which has Its management and daily business controlled by such Individuals. zo TYPE OF BUSINESS ORGAidIZA, JON The Bidder Or bidder, represents that (a) it operates as -X, a corporation under the laws of the State of C• c ? a or — an individual, _ a partnership, _ a nonprofit organization, or that of— a)olntventure. 3.0 CONTINGENT FEE REPRESENTATION AND AGREEMENT (a) Representation. Tk�Bldderrepresents that, exceptfor fug -time bona fide employees working solely for the offeror, the Offeror- (1) ' _ has, Ahas not employed or retained any person or company tosollcft or obtain this contact and I (2) — has, has not paid or agreed to pay to any person or company employed or retained to solid[ or obtain this Contract any Iy commission, percentage, brolcerage, orotherfee contingent upon or resulting from the award of the contract 4,0 CERTIFICATION OF NONSEGREGATED FACILITIES (a) 'Segregated fadliges,' as used in the provision, means any waiting rooms, work areas, rest rooms, and wash rooms, restaurants and other eating areas, time docks, War rooms and other storage or dressing areas, packing lots, drinking fountains, recreation or entertainment areas, transportation, and housing fadities provided for employees that are segregated by explicitdrective or are In fad segregated on the basis of race, color, refig on, or national origin because of habit, local custom, or otherwise, (b) By One submission of this offer, the offeror certifies (hat it does not and wig not maintain or provide for its employees any segregated facilities at any of its establishments, and that it does not and will not permit its employees to perform their services at any location under its control where segregated facilities are maintained. The Offeror agrees that a breach of this certification is a violation of the equal Opportunity douse i"a conrracL (c) The Bidder further agrees that (except where it has obtained Identical certifications from proposed subcontractors for spedfic time periods) it will - City Retained Lands Project City of Vernon — Request Proposal Acknowledgement Form Page 8 (1) Obtain Identical certifications from proposed subcontractors before the award of subcontracts under which the subcontractor will be subject to the Equal Opportunity clause; (2) Retain the Certifications in the files; and (3) Forward the following notice to the .proposed subcontractors (except it the proposed subcontractors have submitted Identical . certifications for specific time periods); NOTICE TO PROSPECTIVE SUBCONTRACTORS Op REQUIREMENT FOR CERTIFICATIONS OF NONSEGREATED FACILITIES A Certification of Non -segregated Facilities must be submitted before the ward of a subcontract under which the subcontractor will be subject to the Equal Opportunity clause. The certification may be submitted whither for each subcontract or for all subcontracts during a period (i e., quarterly, semiannually, or annually). 6.0 PREVIOUS CONTRACTS AND COMPLIANCE REPORT$ The Bidder represeRtsthal— (a) It _ has, has not paMpated in a previous contract or subcontract subject either to the Equal Opportunity clause of this solloitation, the clause originally contained in Section 310 of Executive Order No. 10925, or the clause contained in Section 201, of Executive Order 11114; (b) It —has, x has not filed all required compliance reports; and (o) Representations indicating submission of required compliance reports, signed by proposed subcontractors, will be obtained before subcontract awards. 6.0 AFFIRMATIVE ACTION COMPLIANCE The Bidder represents that (a) it _ has developed and has on file, _ has not developed and does not have on file, t ach establishment, affirmative action programs required by the rules and regulations of the Secretary of Labor (41 CFR 60.1 and 60 2), or (b) fihas not previously had contracts subject to the written affirmative action programs requirement of the rules and regulations of the Secretary, of Labor. 7.0 ySIGNATURFICERTIFICATION By signing below, the Bidder certi6ps„under penalty of law, that the representations and certfications are accurate, current, and complete. The Bidder further cerifie� at itwifjl• o6fy i Cityof any changes to these representations and certifications. Signature of "e lSffiCer or Employee Dale of Exkuuw Responsible for the Proposal Typed Name Tifle . Name.ofOrgankation� Stec' Street Address Clly, State and Zip City Retained Lands Project City of Vernon - Request Proposal Acknowledgement Form Page 9 Attachment 2: Met Tower Site Photos 16 y Ye p"t vc Or Awl ic , � ems•' t pAg Y h s b fa a-_ N j 9 .y.t i AM .V` k$ L cif %,mg ;, rc h �n. 7 ky�4�e�da`�IE���e+ ,�����r=rr+jz � �lR� �k I •,. 3 - 7 y� 12 X� f Ah Xi !q Of C f0 LL 4-F Lt a g� 3 !. k}Z A" 1. ' s J ,r {.= �t dV �y y E,�.r��1 � sett :�C•.-�flm�_ �. � F}., a e., •' " F Lilt SN l•} t _ram'' /f } L' } �' ( � r , -- f �g"` } � rl l!'r. ! -. �- 3i '4 -.� �� - �F�r�e � : �r �ag '� �i +�+"`� I �vl '� _` 1� -'- � e. • {, d }� - ,.' /3� .e..t tl !I ` � �1 � �, �, � r ter_ " V rk (i � 4', t4•. ! §' I f XIO toe - + A _ 1 P sv. T 4 J ,3 "p jj, p r Zr f I- r f v" OFFICE OF THE CITY CLERK 4305 Santa Fe Avenue, Vernon, California 90058 Telephone (323) 583-8811 April 28, 2011 Matt Anderson Harness Energy, LLC 807 Spruce Street Boulder, CO 80302 Re: Services Agreement — Installation of Meteorological Towers Dear Mr. Anderson: The insurance requirements have been met. Transmitted herewith is a fully executed agreement as referenced above, approved by City Council on April 5, 2011, through Resolution No. 2011 47. If you have any questions regarding this matter, please call Carlos Fandino, at (323) 583-8811 ext. 834. Very ly yours, WILLARD G. YA UCHI City Clerk WGY:dj Enclosure c: Carlos Fandino Purchasing Department Resolution No. 2011-47 Agreement No. 11-037 Excfusivefy Industriaf SERVICES AGREEMENT BETWEEN THE CITY OF VERNON AND HARNESS ENERGY, LLC, FOR THE INSTALLATION OF EIGHT (8) METEOROLOGICAL TOWERS Contractor: Responsible Principal of Contractor: Notice Information - Contractor: Notice Information - City: Commencement Date: Termination Date: Consideration: Retention Period: COVER PAGE Harness Energy, LLC Matt Anderson Harness Energy, LLC 807 Spruce Street Boulder, CO 80302 Attention: Matt Anderson Phone: (970) 376-5468 Facsimile: City of Vernon 4305 Santa Fe Avenue Vernon, CA 90058 Attention: Carlos Fandino Jr., Director of Light & Power Telephone: (323) 583-8811 ext. 573 Facsimile: (323) 826-1408 April 5, 2011 As described in Section 1 As described in Exhibit B 3 Years SERVICES AGREEMENT BETWEEN THE CITY OF VERNON AND HARDNESS ENERGY, LLC FOR THE INSTALLATION OF EIGHT (8) METEOROLOGICAL TOWERS THIS AGREEMENT is made and entered into as of April 5, 2011 ("Effective Date"), by and between the City of Vernon, a California charter City and California municipal corporation ("City"), and Harness Energy, LLC ("Contractor"). City and Contractor are collectively referred. to herein as the "Parties." RECITALS A. City desires to have certain labor negotiation services provided as more fully set forth in the Scope of Services, attached hereto and incorporated herein as Exhibit A. B. Contractor represents it is qualified and capable of furnishing the labor, materials, and expertise necessary to perform such services in accordance with the terms and conditions set forth in this Agreement. NOW, THEREFORE, the Parties agree as follows: Section 1. Term and Time of Performance. (a) This Agreement shall commence upon the Commencement Date listed on the Cover Page and will continue in effect until termination by either party as set forth below. Any services performed prior to the Effective Date listed above, but on or after the Commencement Date, shall for all purposes be deemed to have been performed pursuant to this Agreement, subject to the terms and conditions hereof. (b) In the event that City renews this Agreement, Contractor may submit a proposal to increase its rates no later than thirty (30) days after receiving notice of City's intent to renew. Any increase in rates must be approved by City before such increase can take effect. If City fails to approve the proposed increase within thirty (30) days of receipt, Contractor may terminate the renewal by giving thirty (30) days written notice. Section 2. Performance. (a) Contractor shall perform the services and tasks described and set forth in the Scope of Services, Exhibit A ("Services"). Additional services must be mutually agreed upon in writing signed by both Parties prior to performance of those additional services. (b) Contractor shall at all times faithfully, competently and to the best of its ability, experience, and talent, perform all Services under this Agreement in accordance with the standard of care and skill ordinarily exercised by members of the profession currently practicing in the same locality as the City under similar circumstances and in a manner reasonably satisfactory to City. Contractor shall at all times comply with the highest ethical standards when performing Services for the City. (c) Contractor shall keep itself informed of all local, state, and federal ordinances, laws and regulations which in any manner affect those employed by it or in any way affect the performance of its Services pursuant to this Agreement. Contractor shall at all times observe and comply with all such ordinances, laws and regulations. City, and its City Council 4 members, officers, officials, employees, agents or volunteers shall not be liable at law or in equity occasioned by failure of Contractor to comply with this section. (d) Contractor will not be compensated for any work performed not specified in Exhibit A unless City authorizes such work in advance and in writing. Section 3. Compensation. (a) City agrees to compensate Contractor, and Contractor agrees to accept in full satisfaction for the Services required by this Agreement, the hourly rate and expense reimbursement set forth in Exhibit B ("Hourly Rate and Expenses"). The Hourly Rate and Expenses shall constitute reimbursement of Contractor's fee for the Services as weWas the actual cost of any equipment, materials, and supplies necessary to provide the Services (including without limitation, all labor, materials, delivery, tax, assembly, and installation, as applicable). (b) Contractor shall be entitled to reimbursement only for those expenses expressly set forth in Exhibit B. Any expenses incurred by Contractor that are not expressly authorized by this Agreement will not be reimbursed by City. Section 4. Method of Payment. (a) Invoices. Contractor shall submit invoices monthly for Services and expenses. Invoices shall include the month for which the Services were provided, the dates of such services, and a description of the Services provided for that billing period. Each invoice shall include copies of timesheets, if any, and other supporting documents as City may require. (b) Payments by City. Payments of each invoice shall be made by City within thirty (30) days following receipt of each invoice as to all non -disputed fees. If City disputes any of Contractor's fees, it shall give written notice to Contractor within thirty (30) days of receipt of the disputed invoice. Any amounts in dispute shall be withheld until resolution. Section 5. Personnel. All persons performing Services shall have all the necessary technical expertise, permits, professional licenses, certificates, training, and other qualifications required by this Agreement or other applicable laws. Contractor shall provide City with said permits, licenses, and certificates at the request of City. Section 6. Access. Contractor shall comply with all reasonable access and other restrictions that City may impose. No access to City property for performance of the Services shall be permitted prior to delivery to City of proof of insurance paid and maintained by Contractor. Section 7. Contractor's Duties and Representations. Contractor represents, covenants and agrees as follows: (a) There are no obligations, commitments, or impediments of any kind that will limit or prevent performance of the Services. (b) Contractor presently has no interest and shall not have any interest, direct or indirect, which would conflict in any manner with the performance of the Services 3 contemplated by this Agreement. No person having any such interest shall be employed by or be associated with Contractor. (c) There is no litigation pending against Contractor and Contractor is not the subject of any criminal investigation or proceeding, and neither Contractor nor its personnel, to its actual knowledge, have been convicted of a felony. Section 8. Independent Contractor. (a) Contractor is and shall at all times remain, as to City, a wholly independent contractor. The personnel performing the services under this Agreement on behalf of Contractor shall at all times be under Contractor's exclusive direction and control. Neither City nor any of its City Council members, officers, officials, employees, agents, or volunteers shall have control over the conduct of Contractor or any of Contractor's officers, employees, or agents except as set forth in this Agreement. Contractor shall not at any time or in any manner represent that it or any of its officers, employees, or agents are in any manner officers, officials, employees, agents, or volunteers of City. Contractor shall not incur or have the power to incur any debt, obligation or liability whatsoever against City, or bind City in any manner. (b) No employee benefits shall be available to Contractor or its officers, employees, or agents in connection with the performance of this Agreement. Except for Consideration paid to Contractor as provided in the Agreement, City shall not pay salaries, wages, or other compensation to Contractor for performing services hereunder for the City. City shall not be liable for compensation or indemnification to Contractor or its officers, employees, or agents for injury or sickness arising out of performing services hereunder. (c) Contractor agrees to pay and be responsible for paying all Federal, State and local taxes for compensation received by Contractor from City while performing services for City. Section 9. Termination. (a) Termination Right. Either Party may, at any time, for any reason or for no reason, with or without cause. Contractor shall give thirty (30) days written notice of termination to City prior to terminating this Agreement. City may terminate this Agreement with no notice. (b) Payment Upon Termination. In the event this Agreement is terminated without cause pursuant to this section, City shall pay Contractor for Services performed up to the time of termination on an hourly basis for Services rendered and Contractor shall submit an invoice to City as required under this Agreement. Contractor shall have no other claim against City by reason of such termination, including any claim for compensation. (c) Actions Subsequent to Termination. In the event of termination of this Agreement, Contractor shall deliver all Confidential Information, as defined in Section 11 below, to City within thirty (30) days after the termination of this Agreement. Contractor shall also take all such other action as City reasonably requires and shall cooperate with City to effectuate an orderly and systematic termination of Contractor's duties and activities hereunder. (d) All of the terms and conditions in the Agreement related to payment, confidentiality, indemnification, dispute resolution and waiver shall survive termination of this Agreement. 4 Section 10. Limitation of City's Liability. City's liability on any kind of claim for any loss or damage arising out of, in connection with, or resulting from this Agreement, shall in no case exceed the amount that is owed to Contractor for the performance of the Services that have been requested pursuant to this Agreement. In no event shall City be liable for anticipated profits or for incidental, consequential or punitive damages. City shall not be liable for penalties of any description. Section 11. Confidential Status; Disclosure of Information. (a) Confidential Status; Disclosure of Information. All data, customer information, business practices, business methods, privileged information, privileged communications, trade secrets, financial statements, floor plans, designs, maps, surveys, drawings, models, reports, correspondence, logs, documents, materials or other information developed or created by Contractor, received by Contractor, revealed to Contractor, or provided to Contractor for the performance of this Agreement are deemed confidential and shall not be disclosed by Contractor to any third party without City's prior written consent ("Confidential Information"). City shall grant consent if disclosure is legally required. All Confidential Information shall be returned to City upon the termination of this Agreement. Contractor's covenant under this section shall survive the termination of this Agreement. City may disclose to third parties any Confidential Information at its sole discretion. (b) Contractor's obligation not to disclose any Confidential Information shall not extend to information that: i. was in the possession of, or was rightfully known by, the Contractor without an obligation to maintain its confidentiality prior to receipt from City; ii. is or becomes generally known to the public without violation of this Agreement; iii. is obtained without an obligation of confidentiality by the Contractor in good faith from a third party having the right to disclose it without an obligation of confidentiality; or iv. information which is required to be disclosed pursuant to any court order or directive having the force of law. (c) Contractor acknowledges that City's attorney may be advising City on matters relating to the Services performed pursuant to this Agreement and such privileged communications may be disclosed to Contractor to accomplish the purpose for which the City's attorney was consulted. Contractor agrees that, even though such privileged communications may be disclosed to Contractor, the City continues to be the holder of the privilege. Contractor agrees to treat such privileged communications as Confidential Information under this Agreement and to claim the privilege and refuse to disclose such communications until notified in writing by the City that the right to claim the privilege has been revoked. (d) The provisions of this section shall survive the termination of this Agreement. Section 12. Default. Contractor's failure to comply with the provisions of this Agreement shall constitute a default. In the event that Contractor is in default under the terms EJ of this Agreement, City shall have no obligation or duty to continue compensating Contractor for any work performed after the date of default and can terminate this Agreement immediately by written notice to Contractor. Section 13. Indemnification. Contractor agrees to defend, indemnify, protect and hold harmless City, its City Council members, officers, officials, employees, agents, and volunteers from and against any and all claims, suits, demands, actions, losses, damages, judgments, settlements, penalties, fines, defensive costs or expenses, including without limitation, interest, attorneys' fees and expert witness fees, or liability of any kind or nature arising out of or attributable to the acts or omissions of Contractor, or Contractor's officers, employees, or agents which in any way arise out of, result from, or are in any way related to the performance or non- performance of this Agreement, excepting only liability arising out of the sole negligence or willful misconduct of City, its City Council members, officers, officials, employees, agents, or volunteers. THE PROVISIONS OF THIS SECTION SHALL NOT TERMINATE OR EXPIRE, SHALL SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT AND SHALL BE GIVEN THE BROADEST POSSIBLE INTERPRETATION. The obligations in this section are in addition to Contractor's duty to provide insurance and shall not be limited by any limitation on the amount or type of insurance coverage carried by Contractor. Section 14. Insurance (a) Contractor shall at all times during the term of this Agreement carry, maintain, and keep in full force and effect, a policy or policies of Comprehensive General Liability Insurance, with minimum limits of Two Million Dollars ($2,000,000) for each occurrence, combined single limit, against any personal injury, death, loss or damage resulting from the wrongful or negligent acts by Contractor or Contractor's officers, employees, or agents. (b) Contractor shall at all times during the term of this Agreement carry, maintain, and keep in full force and effect, a policy or policies of Comprehensive Vehicle Liability insurance covering personal injury and property damage, with minimum limits of One Million Dollars ($1,000,000) per occurrence, combined single limit, covering any vehicle utilized by Contractor or Contractor's officers, employees, or agents in performing the services required by this Agreement. (c) Contractor agrees to maintain in force at all times during the performance of work under this Agreement workers compensation insurance as required by law. (d) Contractor shall at all times during the term of this Agreement carry, maintain, and keep in full force and effect, a policy or policies of Excess Laibility Insurance, with minimum limits of Two Million Dollars ($2,000,000) for each occurrence, combined single limit. Each Excess Liability Insurance policy shall provide policy coverage and terms at least as broad as those required of the primary insuarance and shall provide that such Excess Liability Insurance policy will drop down and assume the underlying insurer's obligations and provide coverage in the event the underlying insurer becomes insolvent. - (e) Contractor shall at all times during the term of this Agreement carry, maintain, and keep in full force and effect, a policy or policies of Professional Liability Insurance C (errors and omissions) with minimum limits of One Million Dollars ($1,000,000), to protect City from any losses sustained through any errors or omissions committed by Contractor or Contractor's officers, employees or agents in performing Serivices required by this Agreement. Further, if the policy is on other than an occurrence basis, Contractor shall maintain in full force and effect such insurance for one year after performance of work under this Agreement is completed. (f) Contractor shall require each of its sub -consultants or sub -contractors to maintain insurance coverage that meets all of the requirements of this Agreement. (g) The policy or policies required by this Agreement shall be issued by an insurer admitted in the State of California and with a rating of at least a B+; VII in the latest edition of Best's Insurance Guide. (h) Contractor agrees that if it does not keep the aforesaid insurance in full force and effect City may either immediately terminate this Agreement or, if insurance is available at a reasonable cost, City may take out the necessary insurance and pay, at Contractor's expense, the premium thereon. (i) At all times during the term of this Agreement, Contractor shall maintain on file with the Risk Manager, a certificate or certificates of insurance, satisfactory to the City Attorney and Risk Manager, along with a copy of the policy declarations page for each policy, showing that the aforesaid policies are in effect in the required amounts. Upon request by City, Contractor shall cause its insurers to issue certified copies of the insurance policies evidencing that the coverage and policy endorsements required under this Agreement are maintained in force. Contractor shall, prior to commencement of work under this Agreement, file with the Risk Manager, such certificate or certificates and a copy of the policy declarations page for each policy. 0) All of the policies of insurance required by this Agreement shall contain (1) an endorsement naming the City, its City Council members, officers, officials, employees, agents, and volunteers as additional insureds; provided, however, an endorsement naming the City as an additional insured is not required for the Professional Liability Insurance policy, (2) an endorsement specifically stating that the coverage contained in the policies affords insurance pursuant to the terms and conditions as set forth in this Agreement. (k) The insurance provided by Contractor shall be primary to any coverage available to City, and any insurance or self-insurance maintained by City, its City Council members, officers, officials, employees, agents, or volunteers shall be excess of Contractor's insurance and shall not contribute with it. The policies of insurance required by this Agreement shall include provisions for waiver of subrogation. Contractor hereby waives all rights of subrogation against City, its City Council members, officers, officials, employees, agents, and volunteers. (1) Any deductibles or self -insured retentions must be declared to and approved by City. At the option of City, Contractor shall either reduce or eliminate the deductibles or self -insured retentions with respect to City, or Contractor shall procure a bond guaranteeing payment of losses and expenses. Section 15. Assignment and Subcontracting. Contractor shall not assign or attempt to assign any portion of this Agreement, or subcontract any required performance hereunder, 7 without the prior written approval of City. Any assignment or subcontract made in violation of this section is invalid and void. Section 16. Arbitration and Venue. Any dispute, claim or controversy arising out of or relating to this Agreement or the breach, termination, enforcement, interpretation or validity thereof, including the determination of the scope or applicability of this Agreement to arbitrate, shall be determined by arbitration in Los Angeles, California, before three arbitrators. The arbitrator shall be a retired judge. The arbitration shall be administered by JAMS pursuant to its Streamlined Arbitration Rules and Procedures. All decisions of the arbitrators shall be in writing, and the arbitrators shall provide written reasons for their decision. The arbitration decision shall be final and binding on the Parties. Judgment on the award may be entered in any court having jurisdiction pursuant to this Agreement. This clause shall not preclude Parties from seeking provisional remedies in aid of arbitration from a court having jurisdiction pursuant to this Agreement. The exclusive jurisdiction and venue under this Agreement shall be the Superior Court of California, Los Angeles County. Section 17. Attorneys Fees. 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. Section 18. Governing Law. This Agreement shall be interpreted and enforced according to, and the Parties rights and obligations governed by, the domestic law of the State of California, without regard. to its laws regarding choice of applicable law. Section 19. Entire Agreement and Modifications. This Agreement, including attachments incorporated herein by reference, represents the entire integrated agreement and understanding between the Parties, and supersedes all prior or contemporaneous negotiations, representations, agreements, understandings and statements, written or oral. This Agreement may only be modified by a writing signed by both Parties. Section 20. Waiver. 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 whether of the same or other covenant or condition; 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. No waiver, benefit, privilege, or service voluntarily given or performed by a party shall give the other party any contractual rights by custom, estoppel, or otherwise. Section 21. Force Majeure. Neither party shall be considered in default of 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 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. gn Section 22. City Not Obligated to Third Parties. City shall not be obligated or liable under this Agreement to any party other than Contractor. Section 23. Notices. All notices, approvals, consents and other communications between the Parties shall be in writing, and shall be sent by certified mail (return receipt requested) or other delivery service which provides evidence of delivery, using the address set forth on the Cover Page under "Notice Information - City" or "Notice Information — Contractor," as appropriate, or at such other address as may be furnished by either party to the other in writing. Mailed notices will be deemed communicated as of the day of receipt. Section 24. Cover Page and Exhibits. The Cover Page and all documents referenced as exhibits in this Agreement are hereby incorporated in this Agreement. In the event of any material discrepancy between the express provisions of this Agreement and the provisions of any document incorporated herein by reference, the provisions of this Agreement shall prevail. Section 25. Headings. Headings used in this Agreement are for convenience and ease of reference only and shall not affect the interpretation of the Agreement. Section 26. Survival of Terms. All of the terms and conditions in this Agreement related to payment, confidentiality, indemnification, dispute resolution and waiver shall survive termination of this Agreement. Section 27. Severability. Whenever possible, each provision of this Agreement shall be interpreted in such a manner as to be valid under applicable law. If any provision of this Agreement is determined by a court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions shall nevertheless continue in full force and effect, and shall in no way be affected, impaired or invalidated. Section 28. Authority to Execute This Agreement. The person or persons executing this Agreement on behalf of Contractor warrants and represents that he or she has the authority to execute this Agreement on behalf of Contractor and has the authority to bind Contractor to the performance of its obligations under this Agreement. [Signatures Begin on Next Page]. IN WITNESS WHEREOF, the Parties have signed this Agreement as of the date stated in the introductory clause. City of Vernon, a California charter City and California municipal corporation By: HILARIO^ GoNZAL Mayor ATTEST: By APPROVED AS TO FORM: Harness Energy, LLC By: Name: Title: 1�PR�cTot` a��ilfs3�P^Fn� i' By. IlA( U — e4o Name: TA'J CAPOL10 k Title: DIROOF Of (INA461AL OPWATIeNJ 10 EXHIBIT A EXHIBIT A SCOPE OF SERVICES I. Scope of Services to be performed by Contractor 1.0 Installation Guidelines Contractor must follow installation guidelines, for erecting Met towers, as stated below from the NRG TallTower Installation Manuals provided from the NRG Systems Inc., website for the following models: • 5 each NRG-NOW (Item # 4066) System 60m XHD — Symphonie Tall Tower Kit plus accessories as per the attached NRG Order material list. • 3 each NRG-NOW (Item # 4258) System 34m — with anchors and gin pole and Symphonie PLUS Logger Kit (Item # 4291) plus accessories as per the attached NRG Order material list. 2.1 ADDITIONAL EQUIPMENT SPECIFICS 2.1.1 Bird Diverters All tower guy wire lines will include City furnished reflective bird diverters. 2.1.2 Anabat Detectors The City of Vernon's environmental consultant (CH2MHILL) will install Anabat detectors on at a minimum least three (3) and up to eight (8) designated towers. The Contractor is responsible for mounting a pulley mechanism on the tower while the tower is on the ground before erection. Photos of the pulley are shown in bid documents. 3.0 SCOPE OF WORK The contractor has performed a site visit to determine the best approach for the work. The contractor has verified that all Met tower locations are accessible via four wheel drive vehicles. A number of locations will require either tree clearing or temporary fence removal to perform the work. Contractor shall be responsible for this. All clearing and fence removal activities shall be performed within the coordination of a CH2MHILL site representative. Contractor shall provide off -site storage for the City furnished equipment. Scope includes receiving, storage, removal from storage, transport to the site locations, and installation of the tower equipment as further defined herein. Storage shall be a secure and insured facility over which Contractor shall have complete care, custody, and control of City furnished equipment. Storage facility is subject to approval by the City. The City's environmental consultant, CH2M HILL, will conduct a one (1) hour "Tailgate Briefing" to be conducted upon mobilization at the initial site. A brochure will be provided to the Contractor to assist in identifying standard habitats and species of concern. The Contractor is required to cooperate fully with the environmental representative including: a. Reporting the sighting of any important species, as identified in the briefing and brochure. b. Stopping work if directed by the City's representative if important biological resources are threatened. Any such work stoppage will be quickly resolved to allow the restart of work. If necessary, Contractor should be prepared to move personnel to another tower location in the event of a short term work stoppage. 11 As part of the tower erection, Contractor shall install City furnished bird diverters (Birdbusters Firefly Bird Diverter) every 30 feet on each guy wire, starting at a point 30 feet above the ground. The Contractor shall provide all necessary tower erection winches, specific tools and appropriate gin poles specifically fitting the tower bases to perform the work. The Contractor will mount an Anabat pulley mechanism, furnished by the City, on designated towers while the tower is on the ground. Installation of the Anabat detector and commissioning of the Anabat detector will be by CH2MHILL. The contractor shall coordinate with the Anabat installer to ensure the pulley operates properly before the tower mast is raised. Contractor shall limit the area of disturbance around the towers to 300 feet. Contractor shall limit the clearing of trees to what is absolutely necessary to layout and assemble the Met towers prior to erection, and return the area to as close as possible to its natural state prior to the start of work. Any vegetation or trees that are cleared should be distributed around the site so that it will not create any future health and safety hazard, or be placed in any sensitive area, or block access for wildlife movement. 3.1 PARTS SUPPLY LIST 3.1.1 60 Meter Tower Quantity Description 5 NRG-Now System 60M XHD — Symphonie TallTower Kit (pallet) 5 NRG-Now System 60M XHD — Calibrated-Symphonie-PLUS Logger Kit 5 NRG-Now System 60M XHD — Calibrated-Symphonie Sensor Kit, Long Booms 5 Symphonie iPack for Iridium Satellite Phone, w/PV 2 NRG #BP20 Barometric Pressure Sensor 2 Symphonie SCM Card for BP20 2 Li-Cor #LI-200SZ Pyranometer 2 Boom - Pyranometer/Antenna, .52 M (20.5"), Galvanized, with clamps 2 Symphonie SCM Card for Licor Pyranometer (L1200SZ) 2 NRG #110S Temperature Sensor with Radiation Shield 2 Symphonie SCM card for #110S 2 Sensor cable, 3C,20 Ga, 67m, (219.8'), for 60m level 3.1.2 34 Meter Tower Quantity Description 3 NRG-Now System 34M Symphonie-PLUS Logger Kit 3 NRG-Now System 34M Tower Kit (pallet) with anchors and gin pole 3 NRG-Now System 34M Sensor Kit 3 Symphonie iPack GPS (Iridium)- Windlinx Ready w/PV 3.1.3 Bird Flight Diverters Quantity Description TBD Birdbusters Fixed FireFly 1/4 " / 3/16" Model 3.1.4 Pulleys for Anabat Detector Quantity Description 3 Pulley and Attaching Hardware 12 3.2 TOWER DESIGNATIONS Tower System V-1 NRG 60-m NOW V-3 NRG 60-m NOW V-4 NRG 60-m NOW V-5 NRG 60-m NOW V-13 NRG 60-m NOW V-10 NRG 34-m NOW V-11 b NRG 34-m NOW V-12 NRG 34-m NOW 3.3 NEW TOWER LOCATIONS # Lat (N) long (W) V-1 350 24.511' 1180 16.925' 60 $ V-3 350 18.749' 1180 16.124' 60 $ V-4 35" 18.444' 1180 16.154' 60 $ V-5 350 21.346' 1180 14.916' 60 $ V-13 350 18.361' 1180 15.354' 60 V-10 350 21.750' 1180 06.345' 30 $ V-11 b 350 25.113' 1180 06.104' 30 $ V-12 350 26.483' 1180 05.791' 30 $ 3.4 TOWER ANCHOR PULL TEST The Contractor is responsible for performing a pull test, with a calibrated measuring device, to confirm each anchor meets the criterion for acceptance. The test is to be performed after installation of the anchor and before attaching the guy wire. The Contractor shall document that each and every anchor successfully passed the pull test with the minimum pull value listed below. Documentation is to be provided to the City at the completion of the work. If any anchor fails to meet the acceptance criterion, the City is to be informed before erection of the affected tower proceeds. The City will perform further evaluation of the actual installed anchor. 3.4.1 60 Meter Tower Pull Test Criteria The acceptance criterion for each anchor is as follows: 1. For the inner anchors, the minimum pull is 1600 Ibs at 23 degrees to the horizontal. 2. For middle anchors, the minimum pull is 1800 Ibs at 36 degrees to the horizontal. 3. For outer anchors, the minimum pull is 3000 Ibs at 44 degrees to the horizontal.. 3.4.2 34 Meter Tower Pull Test Criteria The acceptance criterion for each anchor is a minimum pull of 2500 Ibs at 44 degrees to the horizontal. 4.0 OPERATION AND MAINTENANCE Contractor will be responsible for commissioning and startup the new Met towers after installation. Proper functioning of all equipment shall be demonstrated to the City's representative. 13 EXHIBIT B EXHIBIT B HOURLY RATE AND EXPENSES The following table presents the total fixed price that we propose to charge Vernon. Bid price includes the receipt, storage, transportation, and installation of City furnished equipment/components and all equipment/materials not furnished by the City necessary to complete the work including all labor, payroll burden, tools, equipment, apparatus, facilities, transportation insurance, site access and other services necessary to complete in every aspect the scope of work in this RFP ( See Attachment 1). Firm -fixed price (not subject to economic price adjustment) to perform all the work required to install eight (8) New Meteorological Towers and related equipment, all as defined in the Scope of Work document and this RFP (See Attachment 1): TOTAL FIRM -FIXED PRICE: ($ 91,314 ) US Dollars. In Words: Ninety one thousand three hundred and fourteen Fixed Price Break down: Installation and Startup of New Towers Tower# Latitude (N) Longitude (W) Meters Price V-1 35-24.511' 1180 16.925' 60 $ 19,008 V-3 35-18.749' 1180 16.124' 60 $ 11,008 V-4 35-18.444' 1180 16.154' 60 $ 16,008 V-5 35-21.346' 1180 14.916' 60 $ 11,008 V-10 35-21.750' 1180 06.345' 30 $ 7,758 V-11 b 35-25.113' 1180 06.104' 30 $ 7,758 V-12 35-26.483' 1180 05.791' 30 $ 7,758 V-13 35-18.361' 11 8u 15.354' 60 $ 11,008 Total $ 91,314 14 Attachment 1: Request for Proposal Acknowledgment REQUEST PROPOSAL ACKNOWLEDGEMENT CITY RETAINED LANDS PROJECT KERN COUNTY, CALIFORNIA INSTALLATION OF NEW TOWERS AND EQUIPMENT PROPOSALFORM BIDDER:lirC��1i�- . (Bidder fill-in) DATE: Z- Z- (Bldder Il-in) Contents 1.General 2.Proposal Pricing 3.Performance of Work by Subcontractors 4.Performance Schedule 5.Proposal Validity 6.Technical Data 7.Additional Information To Be Submitted With Proposal 81abor 9.Bidder's Certifications City Retained Lands Project City of Vernon - Request Proposal Acknowledgement Form Pagel 1.0 GENERAL 1.1 Bidder's proposal shall include each and every item of material, labor and services covered by this Request for proposal. 1:2 Bidder shall fill-in and complete all blank spaces provided herein and shall supply complete additional information as required herein, on separate sheets of paper attached hereto as may be necessary. 1.2.1 Any deviation from the specified requirements must be identified specifically in a list of exceptions from the specification included on Proposal Schedule VI, Exceptions, Including the reasons for the deviation as well as a description of what is to be supplied. 1.2.2 Exceptions to the terms, conditions and/or the requirements of this Request for Proposal are discouraged and may result, at City's sole discretion, in the disqualification of your proposal 1.3 Bidder's Base Proposal Pricing Sheets shall be submitted as required by the Instructions for the Preparation of Construction Proposals. 1.4 Omission of, or gross errors in, prices and other information required may be sufficient cause for Bidder's proposal to be rejected. 1.5 Base proposal pricing sheets shall be submitted in accordance with the Instructions for the Preparation of Construction Proposals, and the instructions provided in Section 2.0 below, of this proposal form. 2.0 PROPOSAL PRICING The total Base Proposal Price shall be as shown on Proposal Schedule 11, Pricing. 2.1 Bidder's prices quoted in this section shall be firm -fixed price for the duration of the project and shall cover the furnishing of all equipment, materials, labor, supervision, testing and other services as may be required by the Contract Documents and shall include all costs associated therewith including taxes, insurance, permits, fees, etc. 2.2 The rates for additions and deletions shown herein, Options for Additions or Deletions, will apply to changes requested by City. The rates shall be all inclusive and represent the total cost of markups to the City for additions to or deductions from the contract price. City Retained Lands Project City of Vernon — Request Proposal Acknowledgement Form Page 2 3.0 PERFORMANCE OR WORK BY SUBCONTRACTORS 3.1 If Bidder intends to subcontract a portion of the work, Bidder shall identify the firms and provide a detailed description of work to be performed. 3.2 Should the Bidder elect to subcontract a portion of the work it shall ensure that the Subcontractors agree to perform the work in strict accordance with this Agreement, whether or not reference is made to the bidder's subcontractor in a particular provision. 4.0 PERFORMANCE SCHEDULE 4.1 Bidder shall commence and prosecute the work in such a manner that the events and dates for commencement and completion of work shown on Proposal Schedule 1, Schedule of Performance, are achieved. All shown are to be considered material and It is imperative that they are achieved. 4.2 _ The schedule is a demand schedule, without respect to the work to be performed. Bidder must agree that compensation to Bidder as proposed in Proposal Schedule II, Pricing, is sufficient to enable performance of work within the specified time. Any overtime, premium procurement costs, etc., must be included in the total base price proposed. 4.3 Location of Work — Various Sites located in Kern County California 5.0 PROPOSAL VaLIDITY This proposal is valid for acceptance for 90 days from the due date of the proposal. 6.0 TECHNICAL DATA None 7.0 ADDITIONAL INFORMATION TO BE SUBMITTED WITH PROPOSAL. Each Bidder shall submit the following additional information with this proposal. 7.1 A list of related project experience over the past five years, including scope description, location, client, dollar amount, and name and telephone number of client contact who may be contacted for reference. 7.2 Applicable California State Contractor License Number, Class and Status. 7.3 A brief narrative description of the Bidder's approach to the work. Example: number of crews, typical number of days to install complete, etc. 7.4 Construction tools and equipment necessary to perform the work. 7.5 Warehouse location for storing the City Furnished Material and Equipment. City Retained Lands Project City of Vernon- Request Proposal Acknowledgement Form Page 3 8.0 LABOR Construction Labor performed on site shall be by merit shop and such Contractor is responsible for. providing a sufficient supply of labor to perform the work and within theschedule herein, and to provide sufficient competent supervision to direct and manage the labor force to obtain the contractual schedule. Contractor shall be responsible for all labor relations, and is responsible for preventing and / or mitigating labor disputes and disturbances. 9.0 BIDDER'S CERTIFICATIONS 9.1 Bidder shall make all Representations and Certifications required herein or otherwise required by law. 9.2 The Bidder certifies that this offer is based upon all the- requirements of the RFP and all the requirements of the Specification(s) and the Contract Drawings (if any) have been fully considered and that the Specifications) and the Contract Drawings contain all the necessary information required for performance of the work herein, except a specifically identified in Proposal Schedule, Exceptions. Additionally, the bid prices contained herein are firm and not subject to escalation and have. been carefully checked, are submitted as correct and final in accordance with this Inquiry and all attachments hereto. The Bidder further certifies that is has fully considered the Contract and Special Conditions contained in the RFP and hereby agrees to commence work in strict accordance with all the provisions contained therein immediately upon notice of award. 9.3 Submittal of a proposal demonstrates that Bidder has taken into consideration all site conditions, seasonal weather conditions, has investigated and satisfied Itself as to the conditions affecting the work, Including but not restricted tothose bearing upon transportation handling and storage of materials, availability of labor, water, power, and other physical conditions at the Project Site, plus the conditions, character, quality of surface and subsurface materials or obstacles to be encountered insofar as this information is ascertainable from an inspection of the Project Site and related available documents, as well as from information presented by the specifications and drawings made part hereof. Failure by the Bidder to become acquired with the Project Site conditions shall not relieve Bidder from responsibility for successfully performed the work. In no event.will failure to Inspect adequately the Project Sites and related conditions constitutes grounds for a claim after Contract execution. City Retained Lands Project City of Vernon - Request Proposal Acknowledgement Form Page 4 State of California Contractors License Bidder hereby certifies that it is qualified to perform work in the State of California and has the required licenses and/or registrations required law. Name and Address of Off -Site Warehouse: Please disregard AO Correct Address: Harness Energy 1801 Sabovich Unit 85-C Mojave, CA 93501 Edited by: Taj Capozzola Date: April 4, 2011 The City of Vernon promotes safe work practices. Bidder shall include with its bid a copy of its Safety Plan, and shall comply with all the Safety and Health requirements Included in the RFP. BIDDER f SIGNATURE 1zud�_ l NAME TITLE DATE(��f TELEPHONE NO. C`O 2jY, c. EMAIL: Or 9 ft `h%� Swore\ Wuc/,. CPOA T City Retained Lands Project City of Vernon - Request Proposal Acknowledgement Form Page 5 PROPOSAL SCHEDULE II CONTRACT PRICING LUMP SUM 1.0 BID PRICE A lump Sum firm fixed price is required for the Scope of Work detailed in the RFP Document and in accordance with all attachments. Bid price includes the receipt, storage, transportation, and installation of City furnished equipment/components and all, equipment/matarials not fumished by the City necessary to complete the work including all labor, payroll burden, tools; equipment, apparatus, facilities, transportation insurance, site access and other services necessary to complete in every aspect the scope of work In this RFP. Firm -fixed price (not subject to economic price adjustment) to perform all the work required to install eight (8) New Meteorological Towers and related equipment, all as defined in the Scope of Work document and this RFP: TOTAL FIRM -FIXED PRICE: ($ �'�.� ? US Dollars. In Words: i � c� V allot) aut l 4ylree, h Uil6al au(T W -tPel) Fixed Price Break down: Installation and Startup of New Towers Tower# Latitude (N) Longitude (W) Meters Price V-1 35-24.511' 1180 16.925' 60 (� $ cog V:3 35 -18.749' 118 16.124' 60 $ OOS V-4 35-18.444' 118P 16.154' 60 $ V_5 35-21.346' 118 14.9IV 60 $IL 00 V 10 35-21.750' 11 8u 06.345' 30 $ V-11 b 35-25.113' 118u 06.104' 30 $ , V-12 35-26.483' 198 05.791' 30 $ } �� V-13 35-18.361' 118 15.354' 60 $� Total r City Retainqd Lands Project City of Vernon Request Proposal Acknowledgement Form Page 6 2.0 RATES FOR EXTRA WORK Labor rate and markups for all changes in the work resulting from additions or deletions specified by City and not covered by lump sum pricing. Labo— r___ Rat®' Man hour labor rate is fully burdened and includes all fringes, travel, small tools, FICA, SUI, FUI, and Workmen's Compensation and other labor dependent insurances. Rate shall be a composite crew rate based on ration or actual Crew on Site. (, $ I�) �Total billable dollar per hour Overhead and Profit (OH&P) Parcentaue Nlultioliers The following percentage multiplier shall be used to reflect markups for overhead and profit on changes authorized by City. Markups shall be applied to the reasonable direct costs which do not include any Contractor percentage margin for overhead and profit. The markups shall be used to compute the total cost of the change. The following definitions apply. Direct Cost Any cost that is specifically identified with a final cost objective such as labor, material and equipment, but not to include minor efforts such as drawing reproduction or proposal preparations. Overhead Any indirect cost not directly identified with a single final cost objective. Contractor's main office overhead, job office overhead, liability and auto insurance, field engineering and superintendence at indirect costs. Minor efforts such as proposal preparation, drawing production, as-builts, clean-up and additional bonding cost are to be included in the overhead rate. percentage multiplier for OH & P for added or deleted work, performed by Contractor City Retained Lands Project City of Vernon - Request Proposal Acknowledgement Form Page 7 PROPOSAL SCHEDULE REPRESENTATIONS AND CERTIFICATIONS 1.0 SMALL BUSINESS CONCERN REPRESENTATION The Bidder represents and c ,'fies as part of its offer that it — Is, is not small business, it — is, is, A is not a small disadvantaged Business concern, it— is, is note Woman owned business, and that_ ali, not all end items to be furnished will be manufactured or produced by a small business concern in the United States, its territories or possessions, Puerto Rico, or the Trust Territory of It he Pacific Islands. "Small business concerns,' as used in this provision, means a concern, including its affiliates that is independently owned and operated, not dominant in the field of operations in which it is bidding on a Government -funded contracts, and qualified as a small business under the size standard to the solicitation. (a) Definitions— 1. "Small business concern' means a concern, inducing its affiliates, that Is Independently owned and operated, not dominant In the field of operation in which R Is bidding on government contracts, and qualified as a small business under the criteria and size standards In 13 CFR Part 121("a 19.102) 2. Small disadvantaged business concern is (a) at least 51 percent unconditionally owned by one or more individuals who are both socially and economically disadvantaged, or (b) a publicly owned business haft at least 51 percent of its stock unconditionally owned by one or more Individuals who are both socially and economically disadvantaged, or (c) at least 51 percent unconditionally owned by an economically disadvantaged Indian its or Native Hawaiian Organization, which has its management and daily business controlled by such individuals. 3. Woman -owned business concern is at least 51 percent owned by one or more women or in the case of any publicity owned business, at - least 51 percent of its stock is owned by one or more women, which has Its management and daily business conf sled by such individuals zo TYPE OF BUSINESS ORGANIZATION The Bidder or bidder, represents that (a) it operates as X a corporation under the laws of the State of '� -`��1 or — an Individual. —a partnership, —a nonprofit organization, or that of a jointventure. 3.0 CONTINGENT FEE REPRESENTATION AND AGREEMENT .(a) Representation. Bidder represents that, except for full-time bona ante employees working solely for the offeror, the Offeror— (1) —has, Ahas not employed or retained any person or company to solicit orobtain this contact, and (2) _ has, I has not paid or agreed to pay to any person or company employed or retained to solicit or obtain this contract, any commission, percentage, brokerage, or other fee contingent upon or resulting from the award of the contract. 4.0 CERTIFICATION OF NONSEGREGATED FACIUTiES (a) "Segregated facilitles,° as used In the provision, means any waiting rooms, work areas, rest rooms, arid wash rooms, restaurants and other eating areas, time docks, locker rooms and other storage or dressing areas, parking lots, drinking fountains, recreation or entertainment areas, transportation, and housing facilities provided for employees that are segregated by explicit directive or are in fact segregated on the basis of race, color, religion, or national origin because of habit, local custom, or otherwise. (b) By the submission of this offer, the offeror certifies that a does not and wig not maintain or provide for its employees any segregated fadtities at any of Its establishments, and that it does not and will not permit its employees to perform their services at any location under its control where segregated facilities are maintained. The Offeror agrees that a breach of this certification Is a violation of the equal Opportunity clause in the contract (c) The Bidder further agrees that (except where it has obtained Identical certifications from proposed subcontractors for specific Ome periods) it Will _ City Retained Lands Project City of Vernon Request Proposal Acknowledgement Form Page 8 (1) Obtain Identical certifications from proposed subcontractors before the award of subcontracts under which the subcontractor will be subject to the Equal Opportunity louse; (2) Retain the Certifications in the gas: and (3) Forward the following notice to the proposed subcontractors (except if the proposed subcontractors have submitted identical certificaBorhs for sWilic time periods}: NOTICE TO PROSPECTIVE SUBCONTRACTORS OF REQUIREMENT FOR CERTIFICATIONS OF NONSEOREATED FACILITIES A Certification of Non -segregated Facilities must be submitted before the ward of a suboontm6k under which the subcontractor will be subject to the Equal Opportunity clause; The certificallm may Ire submitted whither for each subcontract or for all subcontracts during a period (i.e., quarterly, semiannaaily, or' annually). &0 PREVIOUS CONTRACTS AND COMPLIANCE REPORTS The Bidder repres ts that - (a) It — hes has not participated In a previous contract or subcontract subject either to the Equal Opportunity clause of this solicitation, the clause odgfnatiy contained in Section 310 of Executive Order No. 10925, or the clause contained in Section 201, of Executive Order 111f4: (b) It —has, X has not filed all required compliance reports; and (c) Representations indicating submission of required compliance reports, signed by proposed subcontractors, will be obtained before subcontract awards. 6.0 AFFIRMATIVE AQjION COMPLIANCE The Bidder represents that (a) it _ has developed and has on fife, _ has not developed and does not have on file, t ach establishment, tion affirmative acprograms required by the rules and regulations of the Secretary of Labor (41 CFR 60.1 and 60-2), or (b) it has not previously had contracts subject to the written affirmative action programs requirement of the rules and regulations of the Secretary of Labor. 7.0 SIGNATUREICERTIFICATION By signing below, the Bidder cedfunder penalty of law, that the representations and certifications are accurate, current, and complete. The Bidder further certifie at it twit• tify 4 City of any changes to these representations and certifications. Signature of a (Acer or Employee Date of Execution Responsible for the Proposal Typed Neme TiOe Name of Organization Street Address Co $C07- City, State and Zip City Retained Lands Project City of Vernon - Request Proposal Acknowledgement Form Page 9 Attachment 2: Met Tower Site Photos 16 f;J -44 iW J ¢p t ii Y ,' T i 3 t 'SY t ! p 1' v O c LL M 7 c L. N 3 0 Z LL t ) Q LL 1 qv r f/ 4 f t + f i �i AA11$ 1' i Y ry, r 4) i 4 3 O H co ,�,. �., .;; ��. >y� 3 E N co Q O E ug Q _ 0 ' 3 d a y o sOC oc s o ? 2 z w z N as �. �. Y aaRai® �t F W 1.5 O O 2 u o o N;l g 5 W ¢ so v s � Ib S J ON 2 7 4LL1 W, Y O W 3 U O ' Q p m N o W W W W W f2 O m 7 a a a U O� U y i E wF a o z Lu w aw.I -D D M o Ed a -` =�a4 "Up yJ o m u9 =�CO'NNN NNI-NLLLLN y¢ ¢ asjo F -100 i. I I �I� m0 �.L K Z N> e t { tt / wl I, � q�mv � ��� ��)F � �_� �4 -.y � I f r st rf Ol fill t � �lr N' f i f I Sfp , i � L• I �Ia � f i � 'f ' � 5 1ri REC�VED MBAR 2 4 2011 R MAR 2 2011 CITY ADMINISTRATION cIV cawSQVVICE STAFF REPORT LIGHT & POWER DATE: March 24, 2011 TO: Honorable Mayor and City Council FROM: Carlos Fandino, Director of Light &Power RE: City Retained lands Project -'Award of a Contract to Harness Energy, LLC for the installation of eight (8) each Meteorological Towers on the City of Vernon property in Tehachapi. The Department of Light & Power would like to engage Harness Energy to provide their installation services for the installation of eight (8) each meteorological towers in the retained wind lands in Tehachapi. The lump sum contract is for storage, erection and commissioning services only. The meteorological towers are being purchased separately from NRG by the City and will be provided to Harness at the time of installation at their warehouse location. The lump sum cost is $91,314. The details of the services to be provided by Harness Energy not limited to, the following: 1. Receipt of the NRG meteorological towers, purchased separately by the City, from the supplier and storage, care custody and control at the designated Harness Energy warehouse; and 2. Erection of the eight (8) each towers in accordance with the attached latitude and longitude coordinates and map prepared by V-Bar; and 3. Commissioning of the eight (8) each towers in accordance with NRG and V-bar requirements, including the installation of AnaBat detectors and bird flight diverters purchased separately by the City. Recommendation: am recommending the City Council approve the attached Service Agreement with Harness Energy, LLC at the next Council meeting which is Tuesday, April 5, 2011. Fiscal Impact: It is anticipated the cost of these consulting services will not exceed $91,314. C F: jv Attachment Mh INTEROFFICE MEMORANDUM Light & Power Department DATE: March 24, 2011 TO: Carlos Fandino Jr. Director of Light & Power FROM: Javier Valdez fMu'pervisor Business & Accounts SUBJECT: Harness Energy, LLC. Service Agreement The Department of Light & Power would like to engage Harness Energy to provide their installation services for the installation of eight (8) each meteorological towers in the retained wind lands in Tehachapi. The lump sum contract is for storage, erection and commissioning services only. The meteorological towers are being purchased separately from NRG by the City and will be provided to Harness at the time of installation at their warehouse location. The lump sum cost is $91,314. The details of the services to be provided by Harness Energy not limited to, the following: 1. Receipt of the NRG meteorological towers, purchased separately by the City, from the supplier and storage, care custody and control at the designated Harness Energy warehouse; and 2. Erection of the eight (8) each towers in accordance with the attached latitude and longitude coordinates and map prepared by V-Bar; and 3. Commissioning of the eight (8) each towers in accordance with NRG and V-bar requirements, including the installation of AnaBat detectors and bird flight diverters purchased separately by the City. Recommendation: am recommending the City Council approve the attached Service Agreement with Harness Energy, LLC at the next Council meeting which is Tuesday, April 5, 2011. Fiscal Impact: It is anticipated the cost of these consulting services will not exceed $91,314 CF:jv Attachment RECEIVED MAP 2 2 2011 LIGHT & POWER DEPT. �VF�LY l[lOJ CITY ATTORNEY'S OFFICE INTER -DEPARTMENT MEMORANDUM DATE: March 22, 2011 TO: Javier Valdez, Business & Accounts Supervisor_ FROM: Willard G. Yamaguchi, Interim City Attorne RE: Harness Energy, LLC Services Agreement I have received and reviewed your Memorandum dated March 8, 2011, regarding and the attachments thereto. I have the following suggested changes: Cover Page - Please add: Records Retention Period - 3 years Page 7, Insurance - Contractors minimum limit for Professional Liability should be I million dollars. Page 8, Section 16 - Arbitration and Venue clause should read: Any dispute, claim or controversy arising out of or relating to this Agreement or the breach, termination, enforcement, interpretation or validity thereof, including ;the determination of the scope or applicability of this Agreement to arbitrate, shall be determined by arbitration in Los Angeles, California. The arbitrator shall be a retired judge. The arbitration shall be administered by JAMS pursuant to its Streamlined Arbitration Rules and Procedures. All decisions of the arbitrator shall be in writing, and the arbitrator shall provide written reasons for their decision. The arbitration decision shall be final and binding on the Parties. Judgment on the award may be entered in any court having jurisdiction pursuant to this Agreement. This clause shall not preclude Parties from seeking provisional remedies in aid of arbitration from a court having jurisdiction pursuant to this Agreement. The exclusive jurisdiction and venue under this Agreement shall be the Superior Court of California, Los Angeles County. Page 10, Signatures - The contractor should follow the attached signature requirements when executing the agreement. Otherwise the Services Agreement is approved as to form. WY:em Page 1 of 1 Juarez, Debbie From: Mermis, Michelle Sent: Thursday, April 28, 2011 4:14 PM. To: Valdez, Javier Cc:'akriedeman.arrow06@insuremail.net'; 'Taj Capozzola'; Juarez, Debbie Subject: RE: Cert for Harness Energy Harness Insurance has been approved. Please make sure we receive the updated Certificate for General Liability/Dec Page or Binder and Additional Insured Endorsement before expiration date of May 7, 2011. Thanks, Michelle From: akriedeman.arrow06 [mailto:akriedeman.arrow06@insuremail.net] Sent: Thursday, April 28, 2011 3:33 To: Mermis, Michelle Subject: RE: Cert for Harness Energy thanks From: Mermis, Michelle[mailto:mmermis@ci.vernon.ca.us] Sent: Thursday, April 28, 2011 4:28 PM To: akriedeman.arrow06@insuremail.net Cc: Valdez, Javier Subject: RE: Cert for Harness Energy As soon as the Risk Manager comes in today I will have him look over for approval. From: akriedeman.arrow06 [mailto:akriedeman.arrow06@insuremail.net] Sent: Thursday, April 28, .2011 2:15 To: Mermis, Michelle Subject: Cert for Harness Energy CONFIDENTIALITY NOTICE: This e-mail transmission, and any documents, files or previous e-mail messages attached to it may contain confidential information that is legally privileged. If you are not the intended recipient, or a person responsible for delivering it to the intended recipient, you are hereby notified that any disclosure, copying, distribution or use of any of the information contained in or attached to this transmission is STRICTLY PROHIBITED. If you have received this transmission in error, please immediately notify the sender. Please destroy the original transmission and its attachments without reading or saving in any manner. 4/28/2011