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HomeMy WebLinkAbout462200 NEI ELECTRIC POWER ENGINEERING INC - PURCHASE ORDER - 9151106 (2)Purchase Order Terms and Conditions Page 2 of 2 1. COMMERCIAL DETAILS. Tax exemptions. By statute the City of Fort Collins is exempt from state and local nixes. Our Exemption Number is 98-04502, Federal Excise Tax Exemption Certificate of Registry 84-6000587 is registered with the Collector of Internal Revenue, Denver, Colorado (Ref Colorado Revised Statutes 1973, Chapter 39-26, 114 (a). Goods Rejected. GOODS REJECTED due to failure to meet specifications, either when shipped or due to defects of damage in transit, may be returned to you for credit and are not to be replaced except upon receipt of written instructions from the City of Fort Collins. Inspection. GOODS are subject o the City of Fort Collins inspection on arrival. Final Acceptance. Receipt of the merchandise, services or equipment in response to this order can result in authorized payment on the part of the City of Fort Collins. However, it is to be understood that FINAL ACCEPTANCE is dependent upon completion of all applicable required inspection procedures. Freight Tenons. Shipments most be F.O.B., City of Fort Collins, 700 Wood St., Fort Collins, CO 80522, unless otherwise specified on this amber. If permission is given to prepay freight and charge separately, the original freight bill must accompany trivet=. Additional charges for packing will not be accepted. Shipment Distance. Where manufacturers have distributing points in various parrs of the country, shipment is expected from the nearest distribution point to destination, and excess freight will be deducted from Invoice when shipments are made from greater distance. Permits. Seller shall procure at sellers sole cost all necessary permits, certificates and licenses required by all applicable laws, regulations, ordinances and roles of the share, municipality, territory or political subdivision where the work is performed, or required by any other duly constituted public authority having jurisdiction over the work of vendor. Seller further agrees to hold the City of Fort Collins harmless from and against all liability and loss incurred by them by reason of an asserted or established violation of any such laws, regulations, ordinances, rates and requirements. Authorization. All parties to this contract agree that the representatives are, in fact bona fide and possess full and complete authority m bind said parties. LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the terns and conditions stated herein set forth and any supplementary or additional temps and conditions annexed hereto or incorporated herein by reference. Any additional or different tams and condition proposed by seller are objected to and hereby rejected. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately if you cannot make complete shipment to arrive on your promised delivery date as noted. Time is of the essence. Delivery and performance most be effected within the fine stated on the purchase order and the documents attached hereto. No acts of the Purchaser including, without limitation, acceptance of partial late deliveries, shall operate as a waiver of this prevision. In the event of any delay, the Purchaser shall have, in addition to other legal and equitable remedies, the option of placing this order elsewhere and holding the Seller liable for damages. However, the Seller shall not be liable for damages as a result of delays due to causes net reasonably foreseeable which are beyond its reasonable control and without its fault of negligence, such acts; of God, acts ofcivil or military authonties, governmental priorities, fires, strikes, Rood, epidemics, war or riots provided that notice of the condition causing such delay is given to the Purchaser within five (5) days of the time when the Sella fast received knowledge thereof. In the event of any such delay, the date of delivery shall be extended for the period equal to the time actually lost by reason of the delay. 3. WARRANTY. The Seller warrants that all goods, articles, materials and work covered by this order will conform with applicable drawings, specification, samples and/or other descriptions given, will be fit for the purposes intended, and performed with the highest degree of can and competence in accordance with accepted standards for work of a similar nature. The Seller agrees to hold the purchaser harmless from any loss, damage or expense which the Purchaser may suffer or incur on account of the Seller breach of warranty. The Seller shall replace, repair or make good, without cast to the purchaser, any defects or faults arising within one (1) year or within such longer period of time as may be prescribed by law or by the terns of any applicable warranty provided by the Seller after the date of acceptance of the goods famished hereunder (acceptance not to be unreasonably delayed), resulting from imperfect or defective work done or materials famished by the Seller. Acceptance or use of goods by the Purchaser shall not common: a waiver of any claim under this warranty. Except as otherwise provided in this purchase order, the Sellers liability hereunder shall extend to all damages proximately caused by the breach of my of the foregoing warranties or guarantees, but such liability shall in no event include loss of profits or loss of am NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4. CHANGES IN LEGAL TERMS. The Purchaser may make changes to legal terms by written change order. 5. CHANGES IN COMMERCIAL TERMS. The Purchaser may make my changes to the term, other than legal terms, including additions to or deletions from the quantities originally ordered in the specifications or drawings, by verbal or wrinen change order. If my such change affects the amount due or the time of performance haeundea an equitable adjustment shall be made. C TERMINATIONS. The Purchaser may at my time by written change order, terminate this agreement as to any or all portion of the goods then not shipped, subject to my equitable adjustment between the pries as to any work or materials then in progress provided that the Purchaser shall not be liable for any claims for anticipated profits on the uncompleted portion of the goods and/or work, for incidental or consequential damages, and that no such adjustment be made in favor of the Seller with respect to any goods which am the Sellers standard stock. No such termination shall relieve the Purchaser or the Seller of my of their obligation as to any goods delivered hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment most be warned within thirty (30) days from the date the change or termination is ordered 8. COMPLIANCE WITH LAW. The Sella warnings that all goods sold hereunder shall have been produced sold, delivered and furnished in strict compliance with all applicable laws and regulatom to which the goods arc subject. The Seller shall execute and deliver such documents as may be required to etTect or evidence compliance. All laws and regulations required to be incorporated in agreements of this character are hereby incorporated herein by this reference. The Seller agrees to indemnify and hold the Purchaser harmless from all costs and damages suffered by the Purchaser as a result of the Sellers failure to comply with such law. 9. ASSIGNMENT. Neither party shall assign, transfer, or convey this order, or my monies due or to become due hereunder without the prior written consent of the other party. 10. TITLE. The Seller warrants full, clear and unrestricted title to the Pumhra for all equipment, materials, and items furnished in performance of this agreement, free and clear of my and all lien, restrictions, reservations, security interest encumbrances and claims of others. 11. NONWAIVER. Failure of the Purchaser to insist upon strict performance of the terms and conditions hereof', failure or delay to exercise any rights or remedies provided herein or by law, failure to promptly notify the Seller in the event of a breach, the acceptance of or payment for goods hereunder or approval of the design, shall not release the Seller of any of the warranties or obligations of this purchase order and shall not be deemed a waiver of any right of the purchaser in insist upon strict performance hereof or any of its rights or remedies as to any such goods, regardless of when shipped, received or accepted, as to any prior or subsequent default hereunder, nor shall my purported anal madifintion or rescission of this purchase order by the Purchaser operate as a waiver of any of the terms hereof. 12. ASSIGNMENT OF ANTITRUST CLAIMS. Seller and the Purchaser recognize that in actual economic practice, overcharges resulting from antitrust violations are in fact borne by the Purchaser. Theretofore, for good cause and as consideration for executing this purchase order, the Seller hereby assigns to the Purchaser any and all claims it may now have or hereafter acquired under federal or state aminust laws for such overcharges relating to the particular goods or services purchased or acquired by the Purchaser pursuant to this purchase order. 13, PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. If the Purchaser docce; the Seller to cornet nonconforming or defective goods by a date to be agreed upon by the Purchaser and the Seller, and the Seller thereafter indicates its inability or unwillingness to comply, the Purchaser may cause the work to be performed by the most expeditious means available to it, and the Seller shall pay all costs associated with such work. The Seller shall release the Purchaser and its contractors of any tier from all liability and claims of any nature resulting from the performance of such work. This release shall apply even in the event of fault of negligence of the party released and shall extend to the directors, officers and employees of such parry. The Sellers contractual obligations, including warranty, shall not be deemed to be reduced, in any way, because such work is performed or roused to be performed by the Purchaser. 14. PATENTS. Whenever the Seller is required to use any design, device, material or process covered by letter, patent, trademark or copyright the Sella shall indemnity and save harmless the Purchases from any and all claims for infringement by reason of the use of such patented design, device, material or process in connection with the contract, and shall indemnify the Purchaser for any cost, expense or damage which it may be obliged to pay by reason of such infringement at any time during the prosecution or after the completion of the work. In case said equipment, or any pan thereof or the intended use of the goods, is in such suit held to constimte infringement and the use of said equipment or pan is enjoined, the Sella shall, at its own expense and at its option, either procure for the Purchaser the right to continue using said equipment or pans, replace the same with substantially equal but noninfringing equipment, or modify it so it becomes tr ninfringing. 15, INSOLVENCY. If the Seller shall become insolvent or bankrupt, make an assignment for the benefit of creditors, appoint a receiver or trustee for any of the Sellers property or business, this order may forthwith be canceled by the Purchaser without liability. 16, GOVERNING LAW. The definitions oftemr red or the interpretation of the agreement and the rights of all parties hereunder shall be construed under and governed by the laws of the State of Colorado, USA. The following Additional Conditions apply only in cases where the Seller is to perform work hereunder, including the services of Sellers Representative(s), on the premises of other. 17. SELLERS RESPONSIBILITY. The Sella shall tarty on said work at Sellers own risk until the same is fully completed and accepted, and shall, in case of any accident, destruction or injury to the work and/or materials before Sellers final completion and acceptance, complete the work at Sellers own expense and to the satisfaction of the Purchaser. When materials and equipment are furnished by others for installation or erection by the Seller, the Sella shall receive, unload, store and handle same at the site and become responsible therefor as though such materials and/or equipment were being furnished by the Seller order the order. 19. INSURANCE. The Seller shall, at his a. expense, provide for the payment of workers compensation, including occupational disease benefits, in its employees employed on or in connection with the work covered by this purchase order, and/or ta their dependents in accordance with the laws of the state in which the work is to be done. The Seller shall also tarty comprehensive general liability including, but not limited to, contractual and automobile public liability insurance with bodily injury and death limits of at least $300,000 for my one person, $500,000 for any one accident and property damage limit per accident of $400,000. The Seller shall likewise require his contractors, if my, to provide for such compensation and insurance. Before my of the Sellers or his contractors employees shall do any work upon the premises of others, the Sella shall boorish the Purchaser with a certificate that such compensation and insurance have been provided. Such certificates shall specify the date when such compensation and insurance have been provided. Such certificates shall specify the date when such compensation and insurance expires. The Seller agrees that such compensation and insurance shall be maintained until afla the entire work is completed and accepted. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Seiler hereby assumes the entire responsibility and liability for my and all damage, loss or injury of any kind or nature whatsoever to person or property caused by or resulting form the execution of the work provided for in this purchase order or in connection herewith. The Seller will indemnify and hold harmless the Purchaer and my or all of the Parchment officers, agents and employees from and against my and all claims, losses, damages, charges or expenses, whether direct or indirect, and whether to persons or property to which the Purchaser may be put or subject by reason of my act, action, neglem, omission or default on the pm of the Seller, my of his rnntraaors, or my of the Sellers or contractors officers, agents or employees. In case my suit or other proceedings shall be brought against the Purchaser, or its officers, agents or employees at my time on account or by reason of my act, action, neglect, omission or default of the Seller of my of his contractors or my of its or their officers, agents or employees as aforesaid, the Seller hereby agrees to assume the defense thereof and to defend the more at the Sellers own expense, to pay my and all costs, charges, attorneys fees and other expenses, my and all judgments that may be incurred by or obtained against the Purchases or my of its or their officers, agents or employees in such suits or other proceedings, and in case judgment or other lien be placed upon or obtained against the pmperty of the Purchaser, or said parties in or as a result of sub suits or other proceedings, the Seller will at once cause the same to be dissolved and discharged by giving bond or otherwise. The Sella and his contractors shall take all safety precautions, furnish and install all guards necessary for the prevention of accidents, comply with all laws and regulations with regard m safety including, but without limitation, the Occupational Safety and Health Act of 1970 and all roles and regulations issued pursuant thereto. Revised 072014 Req. # qq7411 Entered by: S Date: PURCHASE ORDER REQUISITION FORT COLLINS UTILITIES Vendor NEI Electric Power Eng. Address P.O. Box 1265 Arvada, CO 80001 vft,zL as QTY. DESCRIPTION UNIT TOTAL CHARGE.NUMBER. 1 Nuisance Trip Investigation 1 $7,580.32 12300000.5�.1 2.9230.123000 00.0 Comments. Chris Parton 2/9/I5 - q+ )5 Requested By Date Auth 'zed B���-2 ate r � m c L .ram c electric power engineering P.O. Box 1265 • Arvada, CO 80001 • Phone (303) 431-7895 • Fax (303) 4314836 MATERIALS AND/OR SERVICES RECEIVED City of Fort Collins ®� �� ��� Invoice number 1412027 Accounting Department tiY Date 12/03/2014 PO Box 580 Fart Collins, CO 80522-0580 Project 2749.001 Nuisance Trip Investigation ENGINEERING SERVICES Professional Fees Billed Date Hours Rate Amount John P. Nelson 11/17/2014 2.00 185.00 370.00 False Trip drawing and document review, phone calls with Clihs and Bob 11 /18/2014 10.00 185.00 1,850.00 Meeting in Ft. Collins and Travel 11/19/2014 5.00 185.00 925.00 Investigation and meeting preparation 11 11 /20/2014 10.00 185.00 1,850.00 Kickoff Meeting and Travel 11121 /2014 2.00 185.00 370.00 Report 11/22/2014 2.00 185.00 370.00 Report 11 /23/2014 1.00 185.00 185.00 Report 11/24/2014 4.00 185.00 740.00 Report 11/25/2014 4.00 185.00 740.00 Report Professional Fees subtotal 40.00 7.400.00 Reimbursables Billed Date Units Rate Amount John P. Nelson Miles 11/18/2014 140.00 0.644 90.16 11/19/2014 140.00 0.644 90.16 Subtotal 180.32 Reimbursables subtotal 180.32 Phase subtotal 7.580.32 City of Fort Collins Invoice number 1412027 Invoice date 12/03/2014 Page 1 of 2 DocuSign Envelope ID: 376C8DD B-4996-4A6 B-A64F-81 8EF777447F PROFESSIONAL SERVICES AGREEMENT THIS AGREEMENT made and entered into -the day and year set forth below, by and between THE CITY OF FORT COLLINS, COLORADO, a Municipal Corporation, hereinafter referred to as the "City" and NEI Engineering, Inc., hereinafter referred to as "Professional". WITNESSETH: In consideration of the mutual covenants and obligations herein expressed, it is agreed by and between the parties hereto as follows: 1. Scope of Services. The Professional agrees to provide services in accordance with the scope of services attached hereto as Exhibit "A", consisting of two (2) pages, and incorporated herein by this reference. Irrespective of references in Exhibit A to certain named third parties, Professional shall be solely responsible for performance of all duties hereunder. 2. Contract Period. This Agreement shall commence November 18, 2014, and shall continue infull force and effect until January 31, 2015 unless sooner terminated as herein provided. 3. - Early Termination by City. Notwithstanding the time periods contained herein, the City may terminate this Agreement at any time without cause by providing written notice of terminatiop to the Professional. Such notice shall .be delivered at , least fifteen (15) days prior to the termination date contained in said notice unless otherwi6e agreed in writing by the parties. All notices provided under this Agreement shall be effective when mailed, postage prepaid and sent to the following addresses: Professional: NEI Engineering, Inc. Attn: Keith Malmedal P.O. Box 1265 Arvada, CO 80001 City: City of Fort Collins Attn: Chris Parton PO Box 580 Fort Collins, CO 80522 Copy to: City of Fort Collins Attn: Purchasing Dept. PO Box 580 Fort Collins, CO 80522 In the event of any such early termination by the City, the Professional shall be paid for services rendered prior to the date of termination, subject only to the satisfactory performance of the Professional's obligations under this Agreement. Such payment shall be the Professional's sole right and remedy for such termination. 4. Design, Protect Indemnily and Insurance Responsibility. The Professional shall be responsible for the professional quality, technical accuracy, timely completion and the coordination of all services rendered by the Professional, including but not limited to designs, plans, reports, specifications, and drawings and shall, without additional compensation, promptly remedy and correct any errors, omissions, or other deficiencies. The Professional shall indemnify, save and hold harmless the City, its officers and employees in accordance with Colorado law, from all damages whatsoever claimed by Professional Services Agreement Electrical Outage Peer Review Page 1 of 13 DocuSign Envelope ID: 376CBDDB-4996-4A6B-A64F-81BEF777447F third parties against the City; and for the City's costs and reasonable attorney's, fees, arising directly or indirectly out of the Professional's negligent performance of any of the services furnished under this Agreement. The Professional shall maintain commercial general liability insurance in the amount of $1,000,000 combined single limits and errors and omissions insurance in the amount of $1,000,000, in accordance with Exhibit C, consisting of one (1) page,. attached hereto and incorporated herein. 5. Compensation. In consideration of the services to be performed pursuant to this Agreement, the City agrees to pay Professional a fixed fee in the amount of seven thousand, two hundred dollars ($7,200) .plus reimbursable direct costs (estimated at $250) per CFC Expense Guidelines (Exhibit E). If necessary, scope of work additions may be added through change order(s) approved by the Project Manager. Pricing for change orders will be based upon Professional's attached Rate Schedule (Exhibit B). Additional Final payment shall be :made following acceptance of the work by the City. Upon final payment, all designs, plans, reports, specifications, drawings, and other services rendered by the Professional shall become the sole property of the City. 6. City Representative. The City will designate, prior to commencement of work, its project representative who shall make, within the scope of his or her authority, all necessary and proper decisions with reference to the project. All requests for contract interpretations, change orders, and other clarification or instruction shall be directed to the City Representative. 7. Proiect Drawings, Upon conclusion of the project and before final payment, the Professional shall provide the City with reproducible drawings of the project containing accurate information on the project as constructed. Drawings shall be of archival, prepared on stable Mylar base material using a non -fading process to provide for long storage and, high quality reproduction. "CD" disc of the as -built drawings shall also be submitted to the City in an AutoCAD version no older then the established city standard. 8. Monthly Report. Commencing thirty (30) days after the date of. execution of this Agreement and every thirty (30) days thereafter, Professional is. required to provide the City Representative with a written report of the status of the work with respect to the Scope of Services, Work Schedule, and other material information. Failure to provide any required monthly report may, at the option of the City, suspend the processing of any partial payment request. 9. Independent Contractor. The services to be performed by Professional are those of an independent contractor and not of an employee of the City of Fort Collins. The City shall not be responsible for withholding any portion of Professional's compensation hereunder for the payment of FICA, Workers' Compensation, other taxes or benefits or for any other purpose. Professional Services Agreement Electrical Outage Peer Review Page 2 of 13 DocuSign Envelope ID: 376C8DDB-4996-4A6B-A64F-818EF777447F 10. Subcontractors. Professional may not subcontract any of the Work set forth in the Exhibit A, Statement of Work without the prior written consent of the city, which shall not be unreasonably withheld. If any of the Work is subcontracted hereunder (with the consent of the City), then the following provisions shall apply: (a) the subcontractor must be a reputable, qualified firm with an established record of successful performance in its respective trade performing identical or substantially similar work, (b) the subcontractor will be required to comply with all applicable terms of this Agreement, (c) the subcontract will not create any contractual relationship between any such subcontractor and the City, nor will it obligate the City to pay or see to the payment of any subcontractor, and (d) the work of the subcontractor will be subject to inspection by the City to the same extent as the work of the Professional. 11. Personal Services. It is understood that the City enters into the Agreement based on the special abilities of the Professional and that this Agreement shall be considered as an agreement for personal services. Accordingly, the Professional shall neither assign any responsibilities nor delegate any duties arising under the Agreement without the prior written consent of the City. 12. Acceptance Not Waiver. The City's approval of drawings, designs, plans, specifications, reports, and incidental work or materials furnished hereunder shall not in any way relieve the Professional of responsibility for the quality or technical accuracy of the work. The City's approval or acceptance of, or payment for, any of the services shall not be construed to operate as a waiver of any rights o� benefits provided to the City under this Agreement. 13. Default. Each and every term and condition hereof shall be deemed to be a material element of this Agreement. In the event either party should fail or refuse to perform according to the terms of this agreement, such party may be declared in default. 14. Remedies. In the event a party has been declared in default, such defaulting party shall be allowed a period of ten (10) days.within which to cure said default. 1n the event the default remains uncorrected, the party declaring default may elect to (a) terminate the Agreement and seek damages; (b) treat the Agreement as continuing and require specific performance; or (c) avail himself of any other remedy at law or equity. If the non - defaulting party commences legal or equitable actions against the defaulting party, the defaulting party shall be liable to the non -defaulting party for the non -defaulting party's reasonable attorney fees and costs incurred because of the default. 15. Bindinq Effect. This writing, together with the exhibits hereto, constitutes the entire agreement between the parties and shall be binding upon said parties, their officers, employees, agents and assigns and shall inure to the benefit of the respective survivors, heirs, personal representatives, successors and assigns of said parties. 16. Law/Severability. The laws of the State of Colorado shall govern the construction, interpretation, execution and enforcement of this Agreement. In the event any provision Professional Services Agreement Electrical Outage Peer Review Page 3 of 13 DocuSign Envelope ID: 376CBDDB-4996-4A6B-A64F-818EF777447F of this Agreement shall be held invalid or unenforceable by any court of competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision of this Agreement. 17. Prohibition Against Employing Illegal Pursuant to Section 8-17'.5-101, C.R.S., et. seq., Professional represents and agrees that: a. As of the date of this Agreement: 1. Professional does not knowingly employ or contract with an illegal alien who will perform work under this Agreement; and 2. Professional will participate in either the e-Verify program created in Public Law 208, 104th Congress, as amended, and expanded in Public Law 156, 108th Congress, as amended, administered by the United States Department of Homeland Security. (the "e-Verify Program") or the Department Program (the "Department Program"), an employment verification program established pursuant to Section 8-17.5-102(5)(c) C.R.S. in order to confirm the employment eligibility of all newly hired employees to perform work under this Agreement. b. Professional shall not knowingly employ or contract with an illegal alien to perform work under this Agreement or knowingly enter into a contract with a subcontractor that knowingly employs or contracts with an illegal alien to perform work under this Agreement. c. Professional is� prohibited from using the e-Verify Program or Department Program procedures to undertake pre -employment screening of job applicants while this Agreement is being performed. d. if Professional obtains actual knowledge that a subcontractor performing work under this Agreement knowingly employs or contracts with an illegal alien, Professional shall: 1. Notify such subcontractor and the City, within three days that Professional has actual knowledge that the subcontractor is employing or contracting with an illegal alien; and 2. Terminate the subcontract with the subcontractor if within three days of receiving the notice required pursuant to this section the subcontractor does not cease employing or contracting with the illegal alien; except that Professional shall not terminate the contract with the subcontractor if during such three days the subcontractor provides information to establish that the subcontractor has not knowingly employed or contracted with an illegal alien. e. Professional shall comply with any reasonable request -by the Colorado Department of Labor and Employment (the "Department") made in the course of an investigation that the Department undertakes or is undertaking pursuant to the authority established in Subsection 8-17.5-102 (5), C.R.S. f. If Professional violates any provision of this Agreement pertaining to the duties imposed by Subsection 8-17.5-102, C.R.S. the, City may terminate this Agreement. If Professional Services Agreement Electrical Outage Peer Review Page 4 of 13 , DocuSign Envelope ID: 376C8DDB-0996-4A6B-A64F-818EF777447F this Agreement is so terminated; Professional shall be liable for actual and consequential damages to the City arising out of Professional's violation of Subsection 8-17.5-102, C.R.S. ` g. The City will notify the Office of the Secretary of State if Professional violates this provision of this Agreement and the City terminates the Agreement for such breach. 18. Red Flags Rules. Professional must implement reasonable policies and procedures to detect, prevent and mitigate the risk of identity theft in compliance with the Identity Theft Red Flags Rules found at 16 Code of Federal Regulations part 681. Further, Professional must take appropriate steps to mitigate identity theft if it occurs with one or more of the City's covered accounts and must as expeditiously as possible notify the City in writing of significant breeches of security or Red Flags to the Utilities or the Privacy Committee. 19. Special Provisions. Special provisions or conditions relating to the services to be performed pursuant to this Agreement are set forth in Exhibit "M - Confidentiality, consisting of one (1) page, attached hereto and incorporated herein by this reference. Professional Services Agreement Electrical Outage Peer Review Page 5 of 13 DocuSign Envelope ID: 376C8DDS-4996-4A6B-A64F-81BEF777447F ATTEST: LDocuSigned bby:silLAI City Clerk APPROVED AS TO FORM: Mcusigned by: 'L L�� vwm� Assistant City Attorney THE CITY OF FORT COLLINS, COLORADO DocuSignedd bbr. C t�1.1..N 7 By: A9DOAOS�cflCg45D..� Gerry'Paul Director of Purchasing & Risk Management DATE: 12/31/2014 NEI Engineering, Inc. By: Title: CORPORATE PRESIDENT OR VICE PRESIDENT Date: Professional Services Agreement Electrical Outage Peer Review Page 6 of 13 DocuSign Envelope ID: 376C8DDB-4998-4A6B-A64F-818EF777447F EXHIBIT A SCOPE OF SERVICES 8 FEE PROPOSAL Scope • Evaluation of reliability performance of Ft. Collins Light and Power compared to peer utilities o Gather reliability data from Ft Collins Light and Power o Investigate reliability of utilities similar to Ft Collins o Compare available reliability indices values between Ft Collins and other utilities o include in the final report the result of this comparison • Perform root cause analysis o Review all documentation and event reports from relays to determine the cause of the nuisance trip event. • Restoration actions evaluation o Travel to Fort Collins to meet with the linemen, trouble -men, and other that responded to the event to determine what actions were taken o Make recommendations if necessary • Evaluation of Ft Collins practice of keeping a breaker in instantaneous when working on energized systems o In the meeting with Fort Collins workers, determine their practice for instantaneous relaying during maintenance o Review the switching that was done prior to and after the eve4 o Make recommendations if necessary • Provide written findings and recommendations o Provide a short written report,describing the event, its cause, and any suggestions for preventing similar problems in the future to be delivered to Fort Collins by December 8, 2014. • Preliminary meeting o Meeting with Steve Catanach and Bob Hover and any others who wish to -attend. Assumptions • Except for the 2 trips noted in the scope, all work will be done in our offices • FCU will provide I -lines, 3-lines and schematics for the substation • FCU will provide their reliability data for the past 10 years (or as far back as possible) • FCU will provide manufacturer and model number for each relay involved in the event • FCU will provide the event reports from all microprocessor relays in the substation that recorded the event • To meet the December 8 date we will need to meet with Fort Collins personnel involved no later than November 24. Deliverables • A written report including the findings and recommendations Professional Services Agreement Electrical Outage Peer Review Page 7 of 13 DocuSign Envelope ID: 376C8DDB-4996-4A6B-A64F-81 BEF777447F Fee The estimated fee for this nroiect is: Task Estimated Hours Estimated Expenses Estimated Engineering Cost Evaluation of reliability performance of Fort Collins L&P Compared to peer utilities 15 $2,250.00 Perform a root cause analysis of the outage 6 $900.00 Restoration actions evaluation - 7 $125.00 $1,050.00 Evaluation of Fort Collins practice of keeping a breaker in instantaneous when working on energized systems 1 $150.00 Future Recommendations 3 $450.00 Provide written, report 8 $1,200.00 Preliminary meeting with Steve 8 $125.00. $1,200.00 SUBTOTAL $250.00 $7,200.00 TOTAL $7,450.00 Professional Services Agreement Electrical Outage Peer Review Page 8 of 13 DocuSign Envelope ID: 376C8DDB-4996-4A6B-A64F-818EF777447F EXHIBIT B NEI ELECTRIC POWER ENGINEERING Rate Schedule — NEI 2014 Engineering Services Principal Engineer.................................................................................................... $185.00/hour ProjectManager........................................................................................................... $170.00/hour SeniorEngineer ................................ . .................................................................... $155.00/hour ProjectEngineer........................................................................................................... $135.00/hour EngineerIV.............................................................................................................. $ 115.00/hour EngineerIII........................................................................................................... ... $105.00/hour EngineerII................................................................................................................... $ 95.00/hour EngineerI..................................................................................................................... $ 85.00/hour SeniorDesigner............................................................................... ......................... $100.00/hour SeniorField Technician............................................................................................... $110.00/hour Drafter..........................................................................................................................$ 75.00/hour EngineeringIntern ....................................................................................................... $ - 50.00/hour Administrative Support................................................................................................ $ 65.00/hour Clerical or Data Processing......................................................................................... $ 50.00/hour SENIOR FORENSIC ENGINEERING (REQUIRES. P.E.)...................................... *$225.00/hour FORENSIC ENGINEERING (REQUIRES P.E.).................................................... *$195.00/hour 1 y EPOSITIONS, TESTIMONY AND COURT..................1.................................... *$275.00/hour *(4 HR MINIMUMCHARGEOUT) Miscellaneous Rates VEHICLE MILEAGE................................................................................................... $ 0.60/mile TRAVEL, MEALS, LODGING EXPENSES, PARKING............................................1.15 x Cost OMNICRON/TEST EQUIPMENT...................................................$100/day + Shipping Charges Provisions and Authorization SPECIAL PROVISIONS: CLIENT: AUTHORIZATION: DATE: TERMS: (See NEI Electric Power Engineering, Inc. Standard Terms) Unless otherwise extended, Rate Schedule NEI 2014 is valid through December 31, 2014. Payments are due upon receipt of invoice. For payments received after 30 days from the date of the invoice, a 1.5 percent per month (1.5%✓month) late charge will be assessed. Professional Services Agreement Electrical Outage Peer Review Page 9 of 13 DocuSign Envelope ID: 376C8DDH-4996-4A6B-A64F-81BEF777447F EXHIBIT C INSURANCE REQUIREMENTS 1. The Professional will provide, from insurance companies acceptable to the City, the insurance coverage designated hereinafter and pay all costs. Before commencing work under this bid, the Professional shall furnish the City with certificates of insurance showing the type, amount, class of operations covered, effective dates and date of expiration of policies, and containing substantially the following statement: "The insurance evidenced' by this Certificate will not reduce coverage or limits and will not be cancelled, except after thirty (30) days written notice has been received by the City of Fort Collins." In case of the breach of any provision of the Insurance Requirements, the City, at its option, may take out and maintain, at the expense of the Professional, such insurance as the City may deem proper and may deduct the cost of such insurance from any monies which may be due or become due the Professional under this Agreement. The City, its officers, agents and employees shall be named as additional insureds on the Professional's general liability and automobile liability insurance policies for any claims arising out of work performed under this Agreement. 2. Insurance coverages shall be as follows: A. Workers' Compensation & Employer's Liability. The Professional shall maintain during the life of this Agreement'for all of the Professional's employees engaged in work performe� under this agreement: Workers' Compensation insurance with statutory limits as required by Colorado law. 2. Employer's Liability insurance with limits of $100,000 per accident, $500,000 disease aggregate, and $100,000 disease each employee. B. Commercial General & Vehicle Liability. The Professional shall maintain during the life of this Agreement such commercial general liability and automobile liability insurance as will provide coverage for damage claims of personal injury, including accidental death, as well as for claims for property damage, which may arise directly or indirectly from the performance of work under this,Agreement. Coverage for property damage shall be on a "broad form" basis. The amount of insurance for each coverage, Commercial General and Vehicle, shall not be less than $1,00.0,000 combined single limits for bodily injury and property damage. In the event any work is performed by a subcontractor, the Professional shall be responsible for any liability directly or indirectly arising out of the work performed under this Agreement by a subcontractor, which liability is not covered by the subcontractor's insurance. C. Errors & Omissions. The Professional shall maintain errors and omissions insurance in the amount of $1,000,000. Professional Services Agreement Electrical Outage Peer Review Page 10 of 13 DocuSign Envelope ID: 376C8DDB4996-4A6B-A64F-818EF777447F EXHIBIT D CONFIDENTIALITY IN CONNECTION WITH SERVICES provided to the City of Fort Collins (the "City") pursuant to this Agreement (the "Agreement"), the Professional hereby acknowledges that it has been informed that the City has established policies and procedures with regard to the handling of confidential information and other sensitive materials. In consideration of access to certain information, data and material (hereinafter individually and collectively, regardless of nature, referred to as ",information") that are the property of and/or relate to the City or its employees, customers or suppliers, which access is related to the performance of services that the Professional has agreed to perform, the Professional hereby acknowledges and agrees as follows: That information that has or will come into its possession or knowledge in connection with the performance of services for the City may be confidential and/or proprietary. The Professional agrees to treat as confidential (a) all information that is owned by the City, or that relates to the business of the City, or that is used by the City in carrying on business, and (b) all information that is proprietary to a third party (including but not limited to customers and suppliers of the City). The Professional shall not disclose any such information to any person not having a legitimate need -to -know for purposes authorized by the City. Further, the Professional shall not use such information to obtain any economic or other benefit for itself, or any third party, except as specifically authorized by the City. The foregoing to the contrary notwithstanding, the Professional understands that it shall have no obligation under this Agreement with respect to information and material that. (a) becomes generally known to the public by publication or some means other than a breach of duty of this Agreement, or (b) is required by law, regulation or court order to be disclosed, provided that the request for such disclosure is proper and the disclosure does not exceed that which is required. In the event of any disclosure under (b) above, the Professional shall furnish a copy of this Agreement to anyone to whom it is required to make such disclosure and shall promptly advise the City in writing of each such disclosure. In the event that the Professional ceases to perform services for the City, or the City so requests for any reason, the Professional shall promptly return to the City any and all information described hereinabove, including all copies, notes and/or summaries (handwritten or mechanically produced) thereof, in its possession or control or as to which it otherwise has access. The Professional understands and agrees that the City's remedies at law for a breach of the Professional's obligations under this Confidentiality Agreement may be inadequate and that the City shall, in the event of any such breach, be entitled to seek equitable relief (including without limitation preliminary and permanent injunctive relief and specific performance) in addition to all other remedies provided hereunder or available at law. Professional Services Agreement Electrical Outage Peer Review Page 11 of 13 DocuSign Envelope ID: 376C8DDB-4996-4A68-A64F-818EF777447F EXHIBIT E CITY OF FORT COLLINS EXPENSE GUIDELINES Lodging, Per Diem Meals and Incidentals and Other expenses: October 1, 2013 Fort Collins Policy: Lodging: • Hotels will be reimbursed at $91/day provided the government rate is available. If the government rate is not available, the best available rate shall be used and a printout of the available rates at the time of the reservation provided as documentation. • Hotel taxes do not count to the $91 limit, i.e. the rate is $91 plus applicable taxes. Receipts are to be provided. • Actual expense will apply Meals and Incidentals: In lieu of requiring expense receipts, Fort Collins will use Federal GSA per diem guidelines. • Daily rate: $56 • Travel Days rate: 75% of $56 = $42 Vehicle Expenses: • All costs related to rental vehicles (gas, parking, etc.) must be documented if they are to be reimbursed. The standard for vehicle size is mid -size to lower. • If al private vehicle is used, mileage will be reimbursed using the mileage rate set by the IRS. The most direct route is the standard for determining total, mileage. Extra Ordinary Cost • Prior authorization required. Expenses Not Allowed • Liquor, movies, or entertainment (including in -room movies); • Sporting events; • Laundry, dry-cleaning or shoe repair; • Personal phone calls, including connection and long-distance fees; • Computer connections (unless required for City business); • Other personal ,expenses not directly related to City business; • Convenience charges; • Rescheduling Airline Charges not related to City requirements. • Excessive meal tip amounts generally over 20%; • Delivery fees shall not exceed 1.0% of the total bill,. if not already included; • Hotel Cleaning Tips; • Extra Baggage for one day trips; • Air Travel (when local); • Items that are supplied by the City. Time Frame for Reporting • Per contract (every 30 days). Professional Services Agreement Electrical Outage Peer Review Page 12 of 13 DocuSign Envelope ID: 376C8DDB-4996-4A6B-A64F-818EF777447F' Reference: The Federal GSA guidelines for Fort Collins are $91/day for hotel and $56 for meals and incidentals (MWE). (Incidentalsare defined as 1) fees and tips given to porters, baggage carriers, bellhops, hotel maids, stewards or stewardesses , and 2) transportation between places of lodging or business and places where meals are taken). Hotel taxes (i.e. lodging taxes) are not covered by per diem and are expensed as a separate line item. The MWE is further broken down by: • Breakfast: $9 • Lunch: $13 • Dinner: $29 • Incidentals: $5 Federal guidelines further provide,for the use of 75% of the MME rate for travel days, Ee. $42 for Fort Collins. Professional Services Agreement Electrical Outage Peer Review Page 13 of 13 DocuSign Envelope ID: 376C8DDB-4998-4A6B-A64F-818EF777447F Client#: 1082895 NEIELE ACORM CERTIFICATE OF LIABILITY INSURANCE DATE (MMIODNYYY) 7131/2014 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTERTHE COVERAGE AFFORDED.BYTHE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER($), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder Is an ADDITIONAL INSURED, the policy(ics) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder In lieu of such endorsement(s), r PRODUCER AC - USI Colorado, LLC Prof Llab PHONE arc 1515 Wynkoop Street no Ext): 800 873.850D (wC, Na1: - EMAIL ' Suite 200 DDRESS: Denver, CO 80202 INSURER(S) AFFORDING COVERAGE Hacp UISURED NEI Electric Power Engineering, Inc. P.O. Box 1265 Arvada, CO 80001 e: Travelers Indemnity Company 125658 c: XL Specialty Insurance Company 137885 D: Travelers Property Cas, Co, of 125874 COVERAGES CERTIFICATE NUMBER: - REVISION NUMBER: THIS IS TO CERTIFY THAT THE. POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS. EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE RFFN RFnucFn av pain rr Are,c LTR A GENERAL X TYPE OF INSURANCE LIABILITY COMMERCIAL GENERAL LIABJUTY CLAIMS -MADE OCCUR AOD IN X SUER X _ --- POLICY NUMBER 1000IC317097 POLLCC E MMlDO 0810112014 PPOLICY EEP MMIDO 00/011201 Y LIMITS $1 000 040 �FAAIcNtm�OCCURgqR��ENCE PREMISE Es occur . $1 OOO O00 MEOEXP(Any one perssrtl $10000 PERSONAL BADVINJURY S11,000,000 GENERAL AGGREGATE s2.000.000 AGGREGATE UMITAPPLIE$PER; POLICY X j� LOC PRODUCTS •COMPlOPAGG f2,O4D,4DO GENL '$ D AUTOMOBILE IR -PA UW ANYAUTO ALL OWNED SCHEDULED AUTOS AUTOS HIRED AUTOS X NOWOWNED AUTOS X X BA6A074486 0810112014 08/011201 Eea�LELIMIT 1,000,000 BODILYINJURY(Perperson) S BODILYINJURY(Peraccident) S PROPERTY DAMAGE er accident $ NOEs5 $ 040 Q00 I G UMBRELLAUAB X OCCUR ExcessLTAa CLAIMS -MADE X NIA X X CUP6A592136 UB3944T110 DPR9718051 08/0112014 08/01/2014 r 112014 08/01/201Im 0810112(1 ` 0810112015 $5 000 000 DEO X RE7 N-noN 10000 WORXMRSCOMPFNSAnON AND EMPLOYERS'LIABILnY ANY PROPRtETORrPARTNERIEXECUTIVE YIN OFFICERIMEMBEREXCLUDED? F (Mandatory In NH) I! Yes, describe under DESCRIPTION OF OPERATIONS below Professional Liability Claims Made - orH- s E.L.EACHACCIDENT $1 00Q00D E.L DISEASE -£A EMPLOYEE S1 00O 000 EL DISEASE-POLIGYUMIT 51,000'Q00'-, $1,000,000 Per Claim $3,000,000 Annl Aggr_ uwCnrrur,n OF VMKIN IONSI LOCATIONS I VEHICLES(Atffierr ACORD 101, Additional Remarks Seheduio;If morn space Is required) As required by written contract or written agreement, the following provisions apply subject to the policy terms, conditions, limitations and excluslons: The Certificate Holder and owner are Included as Automatic Additional Insured's for ongoing and completed operations under General Liability; Designated Insured under Automobile Liability; and Additional Insured under Umbrella! Excess Liability but only with respect to liabllity arising out of the Named Insured's work performed on behalf of the certificate holder and owner. (See Attached Descriptions) City of Pt. Collins SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN P.O. Box 580 ACCORDANCE WITH THE POLICY PROVISIONS, Fort Collins, CO 80522-0000 AUTHORED REPRESENTATIVE ilRo-/ ©1988.2010 ACORD CORPORATION.' All rights reserved. ACORD 25 (2010105) 1 O f 2 The ACORD name and.lago are registered marks of ACORD #S 130283391M13028310 LXOBC DocuSign Envelope ID: 376C8DDB-4996-4A6B-A64F-818EF777447F DocuSign Envelope ID: 376C8DDB-4996=4A6B-A64F-818EF777447F PROFESSIONAL SERVICES AGREEMENT THIS AGREEMENT made and entered .into the day and year set forth below, by and between THE CITY OF FORT COLLINS, COLORADO, a Municipal Corporation, hereinafter referred to as the "City" and NEI Engineering, Inc., hereinafter referred to as "Professional". WITNESSETH: In consideration of the mutual covenants and obligations herein expressed, it is agreed by and between the parties hereto as follows: 1. Scope of Services. The Professional agrees to provide services in accordance with the scope of services attached hereto as Exhibit "A", consisting of two (2) pages, and incorporated herein by this reference. Irrespective of references in 'Exhibit A to certain named third parties, Professional shall be solely responsible for performance of all duties hereunder. 2. Contract Period. This Agreement shall commence November 18, 2014, and shall continue in full force and effect until January 31, 2015 unless sooner terminated as herein provided. 3. Early Termination by City. Notwithstanding the time periods- contained herein, the City may terminate this Agreement at any time without cause by providing written notice of termination to the Professional. Such notice shall be delivered at least fifteen (15) ydays. prior to the termination dAte contained in said notice unless otherwise agreed in writing by the parties. All notices provided under this Agreement shall be effective when mailed, postage prepaid and sent to the following addresses: Professional: NEI Engineering, Inc. Attn: Keith Malmedal P.O. Box 1265 Arvada, CO 80001 City: City of Fort Collins Attn: Chris Parton PO Box 580 Fort Collins, CO 80522 Copy -to: City of Fort Collins Attn: Purchasing Dept. PO Box 580 Fort Collins, CO 80522 In the event of any such early termination by the City, the Professional shall be paid for services rendered prior to the date of termination, subject only to the satisfactory performance of the Professional's obligations under this Agreement. Such payment shall be the Professional's sole right and remedy for such termination. 4. Design, Pro'ect Ind emnit and Insurance Res onsibilit . The Professional shall be responsible for the professional quality, technical accuracy, timely completion and the coordination of all services rendered by the Professional, including but not limited to designs, plans, reports, specifications, and drawings and shall, without additional compensation, promptly remedy and correct any errors, omissions, or other deficiencies. The Professional shall indemnify, save and hold harmless the City, its officers and employees in accordance with Colorado law, from all damages whatsoever claimed by Professional Services Agreement Electrical Outage Peer Review Page 1 of 13 DocuSign Envelope ID: 376C8DDB-4996-4A6B-A64F-818EF777447F DESCRIPTIONS' (Continued from Page 1) 1 The General Liability, Automobile Liability, Umbrella/Excess Insurance applies an a primary and non contributory basis. A Blanket Waiver of Subrogation applies for General Liability, Automobile Liability, Umbrella/Excess Liability and Workers Compensation. The Umbrella 1 Excess Liability policy provides excess coverage over the General Liability, Automobile Liability and Employers Liability. Additional Insured: City of Ft -Collins SAGTTTA 25.3 (2a1o1a5) 2 of 2 f1,593Q283391111113028310 DocuSign Envelope ID: 376C8DDB-49964A6B-A64F-81BEF777447F DaUSlgn Envelope lb: 376C8DDB49984A6B-A64"18EF777447F of this Agreement shall be held invalid or unenforceable by any court of competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision of this Agreement. 17. Prohibition Against Emoloyina Illegal Aliens. Pursuant to Section 8-17.5-101, C.R.S., et. seq., Professional represents and agrees that: a. As of the date of this Agreement: 1. Professional does not knowingly employ or contract with an illegal alien who will perform work under this Agreement; and 2. Professional will participate in either the e-Verify program created in Public Law 208, 104th Congress, as amended, and expanded in Public Law 156, 108th Congress, as amended, administered by the United States Department of Homeland Security (the "e Verify Program") or the Department Program (the "Department Program"), an employment verification program established pursuant to Section 8-17.5-102(5)(c) C.R.S. in order to confirm the employment eligibility of all newly'hired employees to perrorm work under this Agreement. b. Professional shall not knowingly employ or contract with an illegal alien to perform work under this Agreement or knowingly enter into a contract with a subcontractor that knowingly employs or contracts with an illegal alien to perform work under this Agreement. d Professional is prohibited from using the a Verify Prog�am or Department Program procedures to undertake pre -employment screening of job applicants_ while this, Agreement is being performed. d. if Professional obtains actual knowledge that a subcontractor performing work under this Agreement knowingly employs or contracts with an illegal alien, Professional shall: 1. Notify such subcontractor and the. City within three days that Professional has actual knowledge that the subcontractor is employing or contracting with an illegal alien; and 2. Terminate the subcontract with the subcontractor if within three days of receiving the notice required pursuant to this section the subcontractor does not cease employing or contracting with the illegal alien; except that Professional shall not terminate the contract with the subcontractor if during such three days the subcontractor provides information to establish that the subcontractor has not knowingly employed or contracted with an illegal alien. e. Professional shall comply with any reasonable request by the Colorado Department of Labor and Employment (the "Department") made in the course of an investigation that the Department undertakes or is undertaking pursuant to the authority established in Subsection 8-17.5-102 (5), C.R.S. f. If Professional violates any' provision of this Agreement pertaining to the duties imposed by Subsection 8-17.5-102, C.R.S. the City may terminate this Agreement. If Professional Services Agreement Electrical Outage Peer Review Page 4 of 13 DocuSign Envelope ID: 376C8DDB-4996-4A6B-A64F-818EF777447F DocuSign Envelope ID: 376C8DD84996-4A613A64F.818EF777447F this Agreement is so terminated, Professional shall be liable for actual and consequential damages to the City arising out of Professional's violation of Subsection 8-17.5-102, C.R.S. g. The City will notify the Office of the Secretary of State if Professional violates this provision of this Agreement and the City terminates the Agreement for such breach. 18. Red Flags Rules. Professional must implement reasonable policies and procedures to detect, prevent and mitigate the risk of identity theft in compliance with the Identity Theft Red Flags Rules found at 16 Code of Federal Regulations part 681. Further, Professional must take appropriate steps to mitigate identity theft if it occurs with one or more of the City's covered accounts and must as expeditiously as possible notify the City in Writing of significant breeches of security or Red Flags to the Utilities or the Privacy Committee. 19. Special Provisions. Special provisions or conditions relating to the services to be performed pursuant to this Agreement are set forth in Exhibit "D" - Confidentiality, consisting of one (1) page, attached hereto and incorporated herein by this reference. Professional Services Agreement Electrical Outage Peer Review Page 5 of 13 DocuSign Envelope ID: 376C8DDB-4996-4A6B-A64F-818EF777447F DocuSign,Envelope ID: 376C8DDB-4996-4A6B-A64F-818EF777447F ATTEST: City Clerk APPROVED AS TO FORM: Assistant City Attorney THE CITY OF FORT COLLINS, COLORADO By: Gerry Paul . Director of Purchasing & Risk Management DATE: NEI engineering, Inc. Title: f14 r> CORPORATE PRESIDENT PRESIDENT OR VICE PRESIDENT Date: / L/ 3 1/ z- v f-I Professional Services Agreement Electrical Outage Peer Review Page 6 of 13 DocuSign Envelope ID: 376C8DDS-49964A613-A64F-618EF777447F DocuSign Envelope 1D: 376CBDDB-4996-4A6B-A64F-818EF777447F EXHIBIT A SCOPE OF SERVICES FEE PROPOSAL Scope o Evaluatiion of reliability performance of Ft. Collins Light and Power compared to peer utilities o Gather reliability data from Ft Collins Light and Power o Investigate reliability of utilities. similar to Ft Collins o Compare available reliability indices values between Ft Collins and other utilities o Include in the final report the result of this comparison Perform root cause analysis o Review all documentation and event reports from relays to determine the cause of the nuisance trip event. o Restoration actions evaluation o Travel to Fort Collins to meet with the linemen, trouble -men, and other that responded to the event to determine what actions were taken o Make recommendations if necessary • Evaluation of Ft Collins practice of keeping a breaker in instantaneous when. working on energized systems o In the meeting with Fort Collins workers, determine their practice for instantaneous, relaying during maintenance `` o Review the switching that was done prior to and after the event o Make recommendations if necessary • Provide written findings and recommendations o Provide a short written report describing the event, its cause, and any suggestions for preventing similar problems in the future to be delivered to Fort Collins by December 8, 2014. • Preliminary meeting o Meeting with Steve Catanach and Bob Hover and any others who wish to attend. Assumption.§ Except for the 2 trips noted in the scope, all work will be done in our offices FCU will provide 1-lines, 3-lines and schematics for the substation FCU will provide their reliability data for the past 10 years (or as far back as possible) FCU will provide manufacturer and model number for each relay involved in the event • FCU will provide the event reports from all microprocessor relays in the substation that recorded the event o To meet the December 8 date we will need to meet with Fort Collins personnel involved no later than November 24. Deliverables C A written report including the findings and recommendations Professional Services Agreement Electrical Outage Peer Review Page 7 of 13 DocuSign Envelope ID: 376C8DDB-4996-4A6B-A64F-818EF777447F DocuSign Envelope ID: 376C8DDB4996-4A6B-A64F-818EF777447F Fee The estimated fee for this aroiect is: Task Estimated Hours Estimated Expenses Estimated Engineering Cost Evaluation of reliability performance of Fort Collins UP Compared to peer utilities 15 $2,250.00 Perform a root cause analysis of the outage & $900.00 Restoration actions evaluation 7 $125.00 $1,050.00 Evaluation of Fort Collins practice of keeping a breaker in instantaneous when working on energized systems 1 $150.00 Future Recommendations 3 $450.00 Provide written re ort 8 $1,200.00 Preliminarymeetin_with Steve 8 $125.00 $1,200.00 SUBTOTAL $250.00 $7,200.00 TOTAL $7,450.00 Professional Services Agreement Electrical Outage Peer Review Page 8 of 13 g DocuSign Envelope ID: 376C8DDB-4996-4A6B-A64F-818EF77.7447F DocuSign Envelope ID: 376C8DDBA996-4A6B-A64F-818EF777447F EXHIBIT B NEI ELECTRIC POWER ENGINEERING Rate Schedule — NEI 2014 Engineering Services PrincipaI Engineer ........................................... ..................... ............................... $185.00/hour ProjectManager....................................................................................................... $170.00/hour SeniorEngineer............................................................................................................ $155.00/hour Project Engineer................................................................:.......................................... $135.00/hour EngineerIV.................................................................................................................. $115.00/hour EngineerIII.................................................................................................... ....... $105.00/hour Engineer II ....... .......................................................... .................. ...........'$ 95.00/hour .... ....... ...... .... EngineerI..................................................................................................................... $ 85.00/hour Senior Designer .................... ...................................... ....... ......... $100.00/hour .......... ........... ..,.... ..... Senior FieId Technician............................................................................................... $110.00/hour Drafter.......................................................................................................................... $ 75.001hour EngineeringIntern ....................................................................................................... $ 50.00/hour Administrative Support ................................................................................................ $ 65.00/hour Clerical or Data Processing.......................................................................................... $ 50.00/hour SENIOR FORENSIC ENGINEERING (REQUIRES P,E.)...................................... *$225.00/hour FORENSIC ENGINEERING (REQUIRES P.E.)...................................................... *$195:00/hour DEPOSITIONS, TESTIMONY AND COURT ......... ........................ *$275.00/hour *(4 HR MINIMUM CHARGEOU7) Miscellaneous Rates VEHICLEMILEAGE ................................ :.................................................................. $ 0.60/mile TRAVEL, MEALS, LODGING EXPENSES, PARKING............................................1.15 x Cost OMNICRON/TEST EQUIPMENT ................................................... $100/day+Shipping Charges Provisions and Authorization SPECIAL PROVISIONS: CLIENT: AUTHORIZATION: DATE: TERMS: (See NEI Electric Power Engineering, Inc. Standard Terms) Unless otherwise extended, Rate Schedule NEI 2014 is valid through December 31, 2014. Payments are due upon receipt of invoice. For payments received after 30 days from the date of the invoice, a 1.5 percent per inonth (1.5%lnzonth) late charge will be assessed. Professional Services Agreement Electrical Outage Peer Review Page 9.of 13 DocuSign Envelope ID: 376C8DDB-4996-4A6B-A64F-818EF777447F DocuSign Envelope ID: 376C8DDB 4996-4A66-A64F-818EF777447F 10. Subcontractors. Professional may not subcontract any of the Work set forth in the Exhibit A, Statement of Work without the prior written consent of the city, which shall not be unreasonably withheld. if any of the Work is subcontracted hereunder (with the consent of the City), then the following provisions shall apply: (a) the subcontractor must be a reputable, qualified firm with an established record of successful performance in its respective trade performing identical or substantially similar work, (b) the subcontractor will be required to comply with all applicable terms of this Agreement, (c) the subcontract will not create any contractual relationship between any such subcontractor and the City, nor will it obligate the City to pay or see to the payment of any subcontractor, and (d) the work of the subcontractor will be subject to inspection by the City to the same extent as the work of the Professional. 11. Personal Services. It is understood :that the City enters into the Agreement based on the special abilities of the Professional and that this Agreement shall be considered as an agreement for personal services. Accordingly, the Professional shall neither assign any responsibilities nor delegate any duties arising under the Agreement without the prior written consent of the City. 12. Acceptance Not Waiver. The City's approval of drawings, designs, plans, specifications, reports, and incidental work or materials. furnished hereunder shall not in any way relieve the Professional of responsibility for the quality or technical accuracy of the work. The City's approval or acceptance of, or payment for, any of the services shall not be construed to operate as a waiver of any rights or benefits provided to the City under this Agreement. 13. Default. Each and every term and condition hereof shall be deemed to be a material element of this Agreement. In the event either party should fail or refuse to perform according to the terms of this agreement, such party may be declared in default. 14. Remedies. In the event a party has been declared in default, such defaulting party shall be allowed a period of ten (10) days. within which to cure said default. fin the event the default remains uncorrected, the party declaring default may elect to (a) terminate the Agreement and seek damages; (b) treat the Agreement as continuing and require specific performance; or (c) avail himself of any other remedy at law or equity. If the non- -defaulting party commences legal or equitable actions against the defaulting party, the defaulting party shall be liable to the non -defaulting party for the non -defaulting party's reasonable attorney fees and costs incurred because of the default. 15. Binding Effect. This writing, .together with the exhibits hereto, constitutes the entire agreement between the parties and shall be binding upon said parties, their officers, employees, agents and assigns and shall inure to the benefit of the respective survivors, heirs, personal representatives, successors and assigns of said parties. 16. Law/Severability. The laws of the State of Colorado shall govern the construction, interpretation, execution and enforcement of this Agreement. In the event any provision Professibnal Services Agreement Electrical Outage Peer Review Page 3 of 13 DocuSign Envelope ID: 376C81DDB-4996-4A6B-A64F-818EF777447F i DocuSign Envelope ID: 376C8DDB4996-0A6B-A64F-818EF777447F third parties against the City; and for 'the City's costs and reasonable attorney's fees, arising directly or indirectly out of the Professional's negligent performance of any of the services furnished under this Agreement. The Professionalshall maintain commercial general liability insurance in the amount of $1,000,000 combined single limits and errors and omissions insurance in the amount of $1,000,000, in accordance with Exhibit C, consisting of one (1) page, attached hereto and incorporated herein. 5. Compensation. In consideration of the services to be performed pursuant to this Agreement, the :City agrees to pay Professional a fixed fee in the amount of seven thousand, two hundred dollars ($7,200) plus reimbursable direct costs (estimated at $250) per CFC Expense Guidelines (Exhibit E). If necessary, scope of work additions may be added through change order(s) approved by the Project Manager. Pricing for change orders will. be based upon Professional's attached Rate .Schedule (Exhibit B). Additional Final payment shall be made following acceptance of the work by the City. Upon final payment, all designs, plans, reports, specifications, drawings, and other services rendered by the Professional shall become the sole property of the City. 6. City Representative. The City will designate, prior to commencement of work, its project representative who shall make, within the scope of his or her authority, all necessary and proper decisions with reference to.the project. All requests for contract interpretations, change orders, and other clarification or instruction shall be directed to the City Representative. q 7. Project Drawings. Upon conclusion of the project and before final payment, the Professional shall provide the City with reproducible drawings of the project containing accurate information on the project as constructed. Drawings shall be of archival, prepared on stable Mylar base material using a non -fading process to provide for long storage and high quality reproduction. "CD" disc of the as -built drawings shall also be submitted to the City in an AutoCAD version no older then the established city standard. 8. Monthly Report. Commencing thirty (30) days after the date of execution of this Agreement and every thirty (30) days thereafter, Professional is required to provide the City Representative with a written report of the status of the work with respect to the Scope of Services, Work Schedule, and other material information. Failure to provide any required monthly report may, at the option of the City, suspend the processing of any partial payment request. 9. Independent Contractor. The services to be performed by Professional are those of an independent contractor and not of an employee of the City of Fort Collins. The City shall not be responsible for withholding any portion of Professional's compensation hereunder for the payment of FICA, Workers' Compensation, other taxes or benefits or for any other purpose. Professional Services Agreement Electrical Outage Peer Review Page 2 of 13 DocuSign Envelope ID: 376C8DDB-4996-4A6B-A64F-818EF777447F DocuSign Envelope ID: 376C8DD84996-4A6B-A64F-818EF777447F EXHIBIT C INSURANCE REQUIREMENTS 1. The Professional will provide, from insurance companies acceptable to the City, the insurance coverage designated hereinafter and pay all costs. Before commencing work under this bid, the Professional shall furnish the City with certificates of insurance showing the type, amount, class of operations covered, effective dates and date of expiration of policies, and containing substantially the following statement: "The insurance evidenced by this Certificate will not reduce coverage or limits and will not be cancelled, except after thirty (30) days written notice has been received by the City of Fort Collins." In case of the breach of any provision of the Insurance Requirements, the City, at its option, may take out and maintain, at the expense of the Professional, such insurance as the City may deem proper and may deduct the cost of such insurance from any monies which may be due or become due the Professional under this Agreement. The City, its officers, agents and employees shall be named as additional insureds on the Professional's general liability and automobile liability insurance policies for any claims arising out of work performed under this Agreement. 2. Insurance coverages shall be as follows: A. Workers' Compensation & Employer's Liability. The Professional shall maintain during the life of this Agreement for all of the Professional's employees engaged in work performed under this agreement: I 1. Workers' Compensation insurance with statutory limits as required by Colorado law. 2. Employers Liability insurance with limits of $100,000 per accident, $500,000 disease aggregate, and $100,000 disease each employee. B. Commercial General & Vehicle Liability. The Professional shall maintain during the life of this Agreement such commercial general liability and automobile liability insurance as will provide coverage for damage claims of personal injury, including accidental death, as well as for claims for property damage, which may arise directly or indirectly from the performance of work under this Agreement. Coverage for property damage shall be on a "broad form" basis. The amount of insurance for each coverage, Commercial General and Vehicle, shall not be less than $1,000,000 combined single limits for bodily Injury and property damage. In the *event any work is performed by a subcontractor, the Professional shall be responsible for any liability directly or indirectly arising out of the work performed under this Agreement by a subcontractor, which liability is not covered by the subcontractor's insurance. C. Errors & Omissions. The Professional shall maintain errors and omissions insurance in the amount of $1,000,000. Professional Services Agreement Electrical Outage Peer Review Page 10 of 13 DocuSign Envelope ID: 376CBDDB-4996-4A6B-A64F-818EF777447F DocuSign Envelope ID: 376C8DDBA996-4A6B-A64F-818EF777447F EXHIBIT D CONFIDENTIALITY IN CONNECTION WITH SERVICES provided to the City of Fort Collins (the "City") pursuant to this Agreement (the "Agreement"), the Professional hereby acknowledges that it has been informed that the City has established policies and procedures with regard to the handling of confidential information and other sensitive materials. In consideration of access to certain information, data and material (hereinafter individually and collectively, regardless of nature, referred ,to as "information") that are the property of and/or relate to the City or its employees, customers or suppliers, which access is related to the performance of services that the 'Professional has agreed to perform, the Professional hereby acknowledges and agrees as follows: That information that has or will come into its possession or knowledge in connection with the performance of services for the City may be confidential and/or proprietary. The Professional agrees to treat as confidential (a) all information that is owned by the City, or that relates to the business of the City, or that is used by the City in carrying on -business, and (b) all information that is proprietary to a third party (including but not limited to customers and suppliers of the City). The Professional shall not disclose any such information to any person not having a legitimate need -to -know for purposes authorized by the City. Further, the Professional shall not use such information to obtain any economic or other benefit for itself, or any third party, except as specifically authorized by the City. The foregoing to the contrary notwithstanding, the Professional understands that it shall have no obligation under this Agreement with resliect to information and material that (a) becomes generally known to the public by publication or some means other than a breach of duty of this Agreement, or (b) is required by law, regulation or court order to be disclosed, provided that the request for such disclosure is proper and the disclosure does not exceed that which is required. In the event of any disclosure under (b) above, the Professional shall furnish a copy of this Agreement to anyone to whom it is required to make such disclosure and shall promptly advise the City in writing of each such disclosure. In the event that the Professional ceases to perform services for the City, or the City so requests for any reason, the Professional shall promptly return to the City any and all information described hereinabove, including all copies, notes and/or summaries (handwritten or mechanically produced) thereof, in its possession or control or as to which it otherwise has access. The Professional understands and agrees that the City's remedies at laW for a breach of the Professional's obligations under this Confidentiality Agreement may be inadequate and that the City shall, in the event of any such breach, be entitled to seek equitable relief (including without limitation preliminary and permanent injunctive relief and specific performance) in addition to all other remedies provided hereunder•or available at law. Professlonal Services Agreement Electrical Outage Peer Review Page 11 of 13 DocuSign Envelope ID: 376C8DDB4996-4A6B-A64F-818EF777447F DocuSign Envelope ID: 376C80DB-49964A6B-A64F-818EF777447F EXHIBIT E CITY OF FORT COLLINS EXPENSE GUIDELINES Lodging, Per Diem Meals and Incidentals and Other expenses: October 1, 2013 Fort Collins Policy: Lodging: • Hotels will be reimbursed at $91/day provided the government rate is available. If the government rate is not available, the best available rate shall be used and a printout of the available rates at the time of the reservation provided as documentation. • Hotel taxes do not count to the $91 limit, i.e, the rate is $91 plus applicable taxes. Receipts are to be provided. • Actual expense will apply Meals and incidentals: _In lieu of requiring expense receipts, Fort Collins will use Federal GSA per diem guidelines. • Daily rate: $56 • Travel Days rate: 75% of $56 = $42 Vehicle Expenses: o All costs related to rental vehicles (gas, parking, etc.) must be documented if they are to be reimbursed. The standard for vehicle size is mid -size to lower. If a private vehicle is used, mileage will be reimbursed using the Imileage rate set by the IRS. The most direct route is the standard for determining total mileage. Extra Ordinary Cost • Prior authorization required. Expenses Not Allowed • Liquor, movies, or entertainment (including in -room movies); • Sporting events; • Laundry, dry-cleaning or shoe repair; Personal phone calls, including connection and long-distance fees; • Computer connections (unless required for City business); • Other personal expenses not directly related to City business; • Convenience charges; Rescheduling Airline Charges not related to City requirements. • Excessive meal tip `amounts generally over 20%; Delivery fees shall.not exceed 10% of the total bill, if not already Included; • Hotel Cleaning Tips; • Extra Baggage for one day trips; • Air Travel (when local); • Items that are supplied by the City. Time Frame for Reporting • Per contract (every 30 days). Professional Services Agreement Electrical Outage Peer Review Page 12 of 13 DocuSign Envelope ID: 376C8DDB-4996-4A6B-A64F-81 BEF777447F DocuSlgn Envelope ID: 376C8DDB-4996-4A6B-A64F-818EF777447F Reference: The Federal GSA guidelines for Fort Collins are $911day for hotel and $56 for meals and incidentals (MME). (Incidentals are defined as 1) fees and tips given to porters, baggage carriers, bellhops, hotel maids, stewards or stewardesses, and,2) transportation between places of lodging or business and places where meals are taken). Hotel taxes (i.e. lodging taxes) are not covered by per diem and are expensed as a separate line item. The MME is further broken down by: Breakfast: $9 Lunch: $13- • Dinner: $29 Incidentals: $5 Federal guidelines further provide for the use of 75% of the ME rate for travel days, i.e. $42 for Fort Collins. Professional Services Agreement Electrical Outage Peer ReView Page 13 of 13 DocuSign Envelope ID: 376C8DDB-4996-4A6B-A64F-818EF777447F DocuSign Envelope ID:376C8DDB-49964A6B-A64F-B18EF777447F CllentIJ,1OB2895 NFtFI F ACORD,n CERTIFICATE OF LIABILITY INSURANCE rDATFemDM-M 7/3112014 THIS CERTIFICATE IS ISSUED AS A IMATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER THiS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSU.REq(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If tho certificate bolder Is an ADDITIONAL INSURED, the policy(les) must be endorsed. tf SUBROOATION IS WANED, subject to the terms and conditions of the policy, certain policies may require an endorsement A statement on this certificate does not confer rights to the eertiileate holder In Ileu of such endorsement(s), r PRODUCER USI Colorado, I.LC Prof Llab 1515 Wynkoop Street Suite 200 O - P °!la Ea .900 873.8500 He: 'MAR bOREss• INSURER 0AFFORDDI000VERAGE HAIC0 Denver, CO 80202 INsuRER A: Travelers Indemnity Co. of Amer 26666 tHSURED NEI P.O Electric Power Engineering, Inc. Arrvvaddaa,, COC 80001 INSURERD:Travelers Indemnity Company 26658 iNsus t a: XL Specialty Insurance Company 37885 INSURER D : Travelers Property Cas, Co. of 25674 INSURER as INSURER F: THIS 1$ 70 CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN IS$UED TO THE INSURED NAMED ABOVE FOR THE POLICYP"oD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE. POLICIES DESCRIBED HEREIN IS SUBJECT To ALL THE TERMS, XCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. EIM 7SR TYPE OF INSURANCE DU SUB pOUCY NUhlBEA MOp MM pp e� LIMR9 A GENERAL LIASIWY X X 6801C317097 0010112014 0810112011, EAcH�oEcccuRRENce $1 0000 00 X COMMERCIALGENERALUPSILITY CLWMS-MADE 1:1 OCCUR I6ES aecgpr0erra $1 000000 MEOEXP V ono anon) 310 DOD PERSONALBADVIMIURY $1 00Q 000 GENERALAGGREGATE $2 000 000 PRODUOrs•COMP/OPADo s2,000,000 GEN'LAGGREGATELIMITAPPLIESPER POLICY Mx T"r Loa I. $ D AUTOAMBILEMAWLITY ANYAUTO ALL OOSt1Eo .p SCHEDULED HSTEDAl1TOS X NONQYRSID AUTOS IX X X BA$AO74488 B10112014 OB10111201 Ea=sNG E LIMIT 1,000000 60D1LYMJURY(Parpe,aon) $ BODILY INJURY(perAoddenl) S E PRe'? an s 6 X UMMUAUAB X OCCUR X X CUPSA592136 OQ101120t4 08101/201 EACHOCCURRENCE $9000000 EXCESSUA9 C[ntrJSMApE AGORGGA76 E5080000 DEO I X R@TENT N 10000 $- B WORKERSCOMPENSATION YIN AND EatRLOYERS' LrAeR.ITY OP,2R�&M%NECUTIVEQ (Mandalory In NNI DpSCRIPTIONOFO DESCRIPTION OF OPERATIONS bolos NIA X UB3944T11Q QB101/2014 Q8101/201 :f X WC87ATU. O711- £LEACHACCIDENT . $i 000000 ELDISEASE-EAEMPLOYEE S11000000 Et-01SEASE•POLICYLUT r1 000Q00'• C Professional DPR9718051 0810112014 0810112016 $1.000,000Per Claim Liability Claims Made . $3,000,000 Annl Aggr. DESCRIPTION OFOPERATIORSILOCATIONS!VEHICLES (AtlocnACORD 101.AddllPonal Remaft 5ehodula, It momspate is roqulrod) As required by written contract Or written agreement, the following provisions apply subject to the policy terms, conditions, limitallons and exclusions. The Certificate Holder and owner are Included as Automatic Additional Insured's for ongoing and completed operations under Genera( Liability; Designated Insured under Automobile Liability; and Additional Insured under Umbrella 1 Excess Liability but only with respect to liability arising out of the Named insured's work performed on behalf of the certificate holder and owner. iSee Attached Descriptions) City of Ft. Collins P.O. Box 580 Fort Collins, CO 80522-0000 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE (EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE I/IZ a100. 01988-2010 ACORO CORPORATInN_ 6H rtnhia r—i a ACORD 25 (20101051 1 of2 The ACORD name and logo are registered marks of ACORO 08130283391M13028310 LXOBC DacuSign Envelope ID: 376C8DDB-4996-4A6B-A64F-818EF777447F DocaSign Envelope ID: 376C8DDBA996.4A6B-A64F-818EF777447F #S130283391M13028310