HomeMy WebLinkAbout1996-12-16 City Council (40)City of Palo Alto
City Manager’s Report
TO:
FROM:
AGENDA DATE:
SUBJECT:
HONORABLE CITY COUNCIL
CITY MANAGER DEPARTMENT:Utilities
December 16, 1966 CMR:506:96
Approval of Consultant Contract with Electrotek Concepts, Inc.
for Power Quality Services
REQUEST
This is a request for Council to approve a consultant contract with Electrotek Concepts, Inc.
in the amount of $80,000 for power quality services.
RECOMMENDATIONS
Staff recommends that Council authorize the Mayor to execute the attached consultant
contract with Electrotek in the amount of $80,000 to provide power quality services.
POLICY IMPLICATIONS
The approval of this contract is consistent with existing policies.
EXECUTIVE SUMMARY
Project Description
On April 18, 1996, Council approved a Demand Side Management (DSM) policy to justify
progams based on the community’s support for environmental policies and the Department
of Utilities’ goal of enhancing the satisfaction of customers (CMR:209:96). The Power
Quality program is one of seven DSM programs approved by City Council.
Consultant Services Description
The work to be performed under the contract is for power quality services to augment other
services provided to key account customers. Deliverables will include audits, staff and
CMR:506:96 Page 1 of 3
customer training and technical services, in addition to assistance in the development of in
house expertise.
Selection Process
Staff sent a request for proposals to 44 consulting firms on August 13, 1996. Firms were
given 30 days to respond to the request. A total of 9 firms submitted proposals.
A six-member selection committee consisting of the Manager of Utility Marketing Services,
and Marketing Services staff reviewed nine proposals. Three firms were invited to
participate in oral interviews in October 1996. The committee carefully reviewed each firm’s
qualifications relative to the following criteria: Staff Qualifications and communications
skills, technical expertise, perceived ability to meet program needs, training skills and
resources. Electrotek was selected, because their services and expertise are the best match
to support the development of in-house expertise for serving key accounts with power quality
services in a deregulated market (see Attachment A). Electrotek had developed tools and
services used by other firms specializing in power quality. In addition, unlike other
proposals passing initial screening, Electrotek has a local, satellite office and has no interest
in selling power quality equipment to customers targeted for this program.
FISCAL IMPACT
Funds for this project are included in the FY 1996-97 budget.
ENVIRONMENTAL ASSESSMENT
These services do not constitute a project for the purposes of the California Environmental
Quality Act.
CONFLICT OF INTEREST
Staff.. with the concurrence of the City Attorney, has determined that the consultant is
exempt from complying with the financial disclosure provisions of the City’s conflict of
interest code, because the consultant’s range of duties and services to be provided under the
contract are limited in scope or are primarily ministerial in nature.
CMR:506:96 Page 2 of 3
ATTACHMENTS
Attachment A:
Attachment B:
Evaluation Summary
Agreement
PREPARED BY: Virginia Waik, Key Account Representative
DEPARTMENT HEAD REVIEW:
Jo
Director of Utilities
CITY MANAGER APPROVAL:
Ci
CMR:506:96 Page 3 of 3
ATTACHMENT A: EVALUATION SUMMARY
Power Quality Interview Evaluation
Criteria" "
Peo’ple
Technical
Program
Resources (equip, people)
Training
TOTAL -
Weight
3O
4O
10
10
10
100
Finals
APT Electro W~St
16.8 18 "13.8
17.1 19.5 18
14.7 15.9 15.6
11.4 18 20.4
17.7 16.2 15.9
77.7 87.6 83.7
IWild Card +/-+++++++++++++
CONTRACT NO.
BETWEEN THE CITY OF PALO ALTO AND
ELECTROTEK CONCEPTS, INC.
FOR POWER QUALITY CONSULTING SERVICES
This Contract No.is entered into ,
by and between the CITY OF PALO ALTO, a chartered city and a
municipal corporation of the State of California ("CITY"), and
ELECTROTEK CONCEPTS, INC., a California corporation, located at -
3250 Jay Street, Santa Clara, CA 95054 ("CONTRACTOR").
RECITALS:
WHEREAS, CITY desires certain power quality services
("Services"), as more fully described in Exhibit "A"; and
WHEREAS, CITY desires to engage CONTRACTOR, including its
employees, if any, in providing the Services by reason of its
qualifications and experience in performing such Services, and
CONTRACTOR has offered to provide the Services on the terms and in
the manner set forth herein;
NOW, THEREFORE, in consideration of the covenants, terms,
conditions, and provisions of this Contract, the parties agree:
SECTION i. TERM
i.i This Contract will commence on the date of its
execution by CITY. The obligation of CONTRACTOR to perform the
Services will commence in accordance with the time schedule set
forth in Exhibit "A". In the event that the Services are not
completed within the specified time schedule on account of
CONTRACTOR’s default, CITY’s city manager will have the option of
extending the time schedule for any period of time. This provision
will not preclude the recovery of damages for delay caused by
CONTP~ACTOR.
SECTION 2.
CONTRACTOR
QUALIFICATIONS, STATUS, AND DUTIES OF
2.1 CONTRACTOR represents and warrants that it has the
expertise and professional qualifications to furnish or cause to be
furnished the Services.¯ CONTRACTOR further represents and warrants
that the project director and every individual charged with the
performance of the Services under this Contract are duly licensed
or certified by the State of California, to the extent such
licensing or certification is required by law to perform the
Services.
2.2 In reliance on the representation and warranty set
forth in Section 2.1, CITY hires CONTRACTOR to perform, and
CONTRACTOR covenants and agrees that it will furnish or cause to be
furnished, the Services.
961209 ~syn 007109g
1
2.3 CONTRACTOR will assign MS. AFROZ KHAN as the project
director to have supervisory responsibility for the performance,
progress, and execution of the Services. If circumstances or
conditions subsequent to the execution of this Contract cause the
substitution of the project director for any reason, the
appointment of a substitute project director will be subject to the
prior written approval of the project manager.
2.4 CONTRACTOR represents and warrants that it will:
2.4.1 Procure all permits and licenses, pay all
charges and fees, and give all notices which may be necessary and
incident to the due and lawful prosecution of the Services;
2.4.2 Keep itself fully informed of all existing and
future Federal, State of California, and local laws, ordinances,
regulations, orders, and decrees which may affect those engaged or
employed under this Contract, any materials used in CONTRACTOR’s
performance under this Contract, or the performance of the
Services;
2.4.3 At all times observe and comply with, and cause
its employees and contractors (and consultants), if any, who are
assigned to the performance of this Contract to observe and comply
with, the laws, ordinances, regulations, orders and decrees
mentioned above; and
2.4.4 Will report immediately to the project manager,
in writing, any discrepancy or inconsistency ft discovers in the
laws, ordinances, regulations, orders, and decrees mentioned above
in relation to any plans, drawings, specifications or provisions of
this Contract.
2.5 Any reports, information, data or other material
given to, or prepared or assembled by, CONTRACTOR or its
contractors, if any, under this Contract will become the property
of CITY and will not be made available to any individual or
organization by CONTRACTOR or its contractors, if any, without the
prior written approval of the city manager. CONTRACTOR will keep
in confidence and not disclose to third parties without the prior
written permission of CITY any data provided by the CITY; and not
use any data provided by the CITY in the production or design of
any article or material, report or press release without CITY’s
prior written consent. These obligations shall survive the
termination of this Contract.
2.6 CONTRACTOR will provide CITY with three (3) copies
of the final report, if any, which may be required under this
Contract, upon completion and acceptance of each report by CITY.
2.7 If CITY requests additional copies of reports,
drawings, specifications or any other material which CONTRACTOR is
required to furnish in limited quantities in the performance of
the Services, CONTRACTOR will provide such additional copies and
CITY will compensate CONTRACTOR for its duplication costs.
961209 s.vn 0071098
2
2.8 CONTRACTOR will be responsible for employing or
engaging all persons necessary to perform the Services. All
contractors of CONTRACTOR will be deemed to be directly controlled
and supervised by CONTRACTOR, which will be responsible for their
performance. If any employee or contractor of CONTRACTOR fails or
refuses to carry out the provisions of this Contract or appears to
be incompetent or to act in a disorderly or improper manner, the
employee or contractor will be discharged immediately from further
performance under this Contract on demand of the project manager.
SECTION 3. DUTIES OF CITY
3.1 CITY will furnish or cause to be furnished the
specified services set forth in Exhibit "A" and such other
information regarding its requirements as may be reasonably
requested by CONTRACTOR.
3.2 The city manager will represent CITY for all
purposes under this Contract. VIRGINIA WAIK is designated as the
project manager for the city manager. The project manager will
supervise the performance, progress, and execution of the Services,
and will be assisted by TOM AUZENNE, Manager, Utility Marketing
Services.
3.3 If CITY observes or otherwise becomes aware of any
defauit in the performance of CONTRACTOR, CITY will use reasonable
efforts to give written notice thereof to CONTRACTOR in a timely
manner.
SECTION 4 COMPENSATION
4.1 In consideration of the full performance of the
Services by CONTRACTOR, CITY will pay CONTRACTOR a total sum not
to exceed Eighty Thousand Dollars~ ($80/000) payable within thirty
(30).days of submission by CONTRACTOR of its itemized billings, in
triplicate, in accordance with the following fee schedule set forth
in Exhibit "B".
SECTION 5. AUDITS
5.1 CONTRACTOR will permit CITY to audit, at any
reasonable time during the term of this Contract and for three (3)
years thereafter, CONTRACTOR’s records pertaining to matters
covered by this Contract. CONTRACTOR further agrees to maintain
and retain such records for at least three (3) years after the
expiration or earlier termination of this Contract.
SECTION 6. INDEMNITY
6.1 CONTRACTOR agrees to protect, indemnify, defend and
hold harmless CITY, its Council members, officers, employees and
agents from any and all demands, claims, or liability of any
nature, including death or injury to any person, property damage or
any other loss, caused by or arising out of CONTRACTOR’s, its
officers’, agents’, subcontractors’ or employees’ negligent acts,
961209 ~.’n 007109g
errors, or omissions, or willful misconduct, or conduct for which
applicable law may impose strict liability on CONTRACTOR in the
performance of or failure to perform its obligations under this
Contract.
SECTION 7.WAIVERS
7.1 The waiver by either party of any breach or
violation of any covenant, term, condition or provision of this
Contract, or of the provisions of any ordinance or law, will not be
deemed to be a waiver of any other term, covenant, condition,
provisions, ordinance or law, or of any subsequent breach or
violation of the same or of any other term, covenant, condition,
provision, ordinance or law. The subsequent acceptance by either
party of any fee or other money which may become due hereunder will
not be deemed to be a waiver of any preceding breach or violation
by the other party of any term, covenant, condition or provision of
this Contract or of any applicable law or ordinance.
7.2 No payment, partial payment, acceptance, or partial
acceptance by CITY will operate as a waiver on the part of CITY of
any of its rights under this Contract.
SECTION 8. INSUItANCE
8.1 CONTRACTOR, at its sole cost and expense, will
obtain and maintain, in full force and effect during the term of
this Contract, the insurance coverage described in Exhibit "C",
insuring, not only CONTRACTOR and its contractors, if any, but also,
with the exception of workers’ compensation, employer’s liability,
and professional liability insurance, naming CITY as an additional
insured concerning CONTRACTOR’s performance under this Contract.
8.2 All insurance coverage required hereunder will be
provided through carriers with Best’s Key Rating Guide ratings of
A:X or higher which are admitted to transact insurance business in
the State of California. Any and all contractors of CONTRACTOR
retained to perform Services under this Contract will obtain and
maintain, in full force and effect during the term of this
Contract, identical insurance coverage, naming CITY as an
additional insured under such policies as required above.
8.3 Certificates of such insurance, preferably on the
forms provided by CITY, will be filed with CITY concurrently with
the execution of this Contract. The certificates will be subject
to the approval of CITY’s risk manager and will contain an
endorsement stating that the insurance is primary coverage and will
not be canceled or altered by the insurer except after filing with
CITY’s city clerk thirty (30) days’ prior written notice of such
cancellation or alteration, and that the City of Palo Alto is named
as an additional insured except in policies of workers’
compensation, employer’s liability, and professional liability
insurance. Current certificates of such insurance will be kept on
file at all times during the term of this Contract with the city
clerk.
961209 syn 0071098
8.4 The procuring of such required policy or policies of
insurance will not be construed to limit CONTP~ACTOR’s liability
hereunder nor to fulfill the indemnification provisions of this
Contract. Notwithstanding the policy or policies of insurance,
CONTRACTOR will be obligated for the full and total amount of any
damage, injury, or loss caused by or directly arising as a result
of the Services performed under this Contract, including such
damage, injury, or loss arising after the Contract is terminated or
the term has expired.
SECTION 9. WORKERS’ COMPENSATION
9.1 CONTRACTOR, by executing this Contract, certifies
that it is aware of the provisions of the Labor Code of theState
of California which require every employer to be insured against
liability for workers’ compensation or to undertake self-insurance
in accordance with the provisions of that Code, and certifies that
it will comply with such provisions, as applicable, before
commencing the performance of the Services.
SECTION i0.
SERVICES
TERMINATION OR SUSPENSION OF CONTRACT OR
I0.i The city manager may suspend the performance of the
Services, in whole or in part, or terminate this Contract, with or
without cause, by giving thirty (30) days’ prior written notice
thereof to CONTRACTOR. Upon receipt of such notice, CONTRACTOR
will immediately discontinue its performance of the Services.
10.2 CONTRACTOR may terminate this Contract or suspend
its performance of the Services by giving thirty (30) days’ prior
written notice thereof to CITY, but only in the event of a
substantial failure of performance by CITY or in the event CITY
indefinitely withholds or withdraws its request for the initiation
or continuation of the Services to be performed.
10.3 Upon such suspension or termination by CITY,
CONTRACTOR will be paid for the Services actually rendered to CITY
on or before the effective date of suspension or termination;
provided, however, if this Contract is suspended or terminated on
account of a default by CONTRACTOR, CITY will be obligated to
compensate CONTRACTOR only for that portion of the Services which
are of direct and immediate benefit to CITY, as such determination
may be made by the city manager acting in the reasonable exercise
of her discretion.
10.4 Upon such suspension or termination, CONTRACTOR will
deliver to the city ~manager immediately any and all copies of
studies, sketches, drawings, computations, and other data, whether
or not completed, prepared by CONTRACTOR or its contractors, if
any, or given to CONTRACTOR or its contractors, if any, in
connection with this Contract. Such materials will become the
property of CITY.
961209 .syn 0071098
5
10.5 The failure of CITY to agree with CONTRACTOR’s
independent findings, conclusions, or recommendations, if the same
are called for under this Contract, on the basis of differences in
matters of judgment, will not be construed as a failure on the part
of CONTRACTOR to fulfill its obligations under this Contract.
SECTION II.ASSIGNMENT
ii.I This Contract is for the personal services of
CONTRACTOR, therefore, CONTRACTOR will not assign, transfer,
convey, or otherwise dispose of this Contract or any right, title
or interest in or to the same or any part thereof without the prior
written consent of CITY. A consent to one assignment will not be
deemed to be a consent to any subsequent assignment. Any
assignment made without the approval of the city manager will be
void and, at the option of the city manager, this Contract may be
terminated. This Contract will not be assignable by operation of
law.
SECTION 12.NOTICES
12.1 All notices hereunder will be given in writing and
mailed, postage prepaid, by certified mail, addressed as follows:
To CITY:Office of the City Clerk
Re: Contract No.
City of Palo Alto
Post Office Box 10250
Palo Alto, CA 94303
To CONTRACTOR: Attention of the project director
at the address of CONTRACTOR recited above
SECTION 13.CONFLICT OF INTEREST
13.1 In accep6ing this Contract, CONTRACTOR covenants
that it presently has no interest, and will not acquire any
interest, direct or indirect, financial or otherwise, which would
conflict in any manner or degree with the performance of the
Services.
13.2 CONTRACTOR further covenants that, in the
performance of this Contract, it will not employ any contractor or
person having such an interest. CONTRACTOR certifies that no
person who has or will have any financial interest under this
Contract is an officer or employee of CITY; this provision will be
interpreted in accordance with the applicable provisions of the
Palo Alto Municipal Code and the Government Code of the State of
California.
SECTION 14.NONDISCRIMINATION
14.1 As set forth in the Palo Alto Municipal Code, no
discrimination will be made in the employment of any person under
this Contract because of the age, race, color, national origin,
961209 .s.sTn 0071098
6
ancestry, religion, disability, sexual preference or gender of that
person. If the value of this Contract is, or may be, five thousand
dollars ($5,000) or more, CONTRACTOR agrees to meet all
requirements of the Palo Alto Municipal Code pertaining to
nondiscrimination in employment, including completing the requisite
form furnished by CITY and set forth in Exhibit "D".
14.2 CONTRACTOR agrees that each contract for services
with an independent provider will contain a provision substantially
as follows:
"[Name of Provider] will provide CONTRACTOR
with a certificate stating that [Name of
Provider] is currently in compliance with all
Federal and State of California laws covering
nondiscrimination in employment; that [Name of
Provider] will pursue an affirmative course of
action as required by the Affirmative Action
Guidelines of the City of Palo Alto; and that
[Name of-Provider] will not discriminate in
the employment of any person under this
contract because of the age, race, color,
national origin, ancestry, religion,
disability, sexual preference or gender of
such person."
14.3 If CONTRACTOR is found in violation of the
nondiscrimination provisions of the State of California Fair
Employment Practices~ Act or similar provisions of Federal law or
executive order in the performance of this Contract, it will be in
default of this Contract. Thereupon, CITY will have the power to
cancel or suspend this Contract, in whole or in part, or to deduct
the sum of twenty-five dollars ($25) for each person for each
calendar day during which such person was subjected to acts of
discrimination, as damages for breach of contract, or both. Only
a finding of the State of California Fair Employment Practices
Commission or the equivalent federal agency or officer will
constitute evidence of a breach of this Contract.
14.4 If CONTRACTOR is in default of the nondiscrimination
provisions of this Contract or the Affirmative Action Guidelines
pertaining to this Contract, CONTRACTOR will be found in material
breach of this Contract. Thereupon, CITY will have the power to
cance! or suspend this Contract, in whole or in part, or to deduct
from the amount payable to CONTRACTOR the sum of two hundred fifty
dollars ($250) for each calendar day during which CONTRACTOR is not
in compliance with this provision as damages for breach of
contract, or both.
SECTION 15.MISCELLANEOUS PROVISIONS
15.1 CONTRACTOR represents and warrants that it has
knowledge of the requirements of the Americans with Disabilities
Act of 1990, and the Government Code and the Health and Safety Code
of the State of California, relating to access to public buildings
961209 ~’n 0071098
and accommodations for disabled persons, and relating to facilities
for disabled persons. CONTRACTOR will comply with or ensure by its
advice that compliance with such provisions will be effected in the
performance of this Contract, if applicable.
15.2 This Contract wil! be governed by the laws of the
State of California, excluding its conflicts of law.
15.3 In the event that an action is brought, the parties
agree that trial of such action will be vested exclusively in the
state courts of California or in the United States District Court
for the Northern District of California in the County of Santa
Clara, State of California.
15.4 The prevailing party in any action brought to
enforce the provisions of this Contract may recover its reasonable
costs and attorneys’ fees expended in connection with that action.
15.5 This document represents the entire and integrated
agreement between the parties and supersedes all prior negotia-
tions, representations, and contracts, either written or oral.
This document may be amended only by a written instrument, which is
signed by the parties.
15.6 All provisions of this Contract, whether covenants
or conditions, wil! be deemed to be both covenants and conditions.
15.7 The covenants, terms, conditions and provisions of
this Contract will apply to, and will bind, the heirs, successors,
executors, administrators, assignees, and contractors, as the case
may be, of the parties.
15.8 If a court of competent jurisdiction finds or rules
that any provision of this Contract or any amendment thereto is
void or unenforceable, the unaffected provisions of this Contract
and any amendments thereto will remain in full force and effect.
15.9 All exhibits referred to in this Contract and any
addenda, appendices, attachments, and schedules which, from time
to time, may be referred to in any duly executed amendment hereto
are by such reference incorporated in this Contract and will be
deemed to be a part of this Contract.
15.10 This Contract may be executed in any number of
counterparts, each of which will be an original, but all of which
together will constitute one and the same instrument.
15.11 This Contract is subject to the fiscal provisions
of the Charter of the City of Palo Alto and the Palo Alto Municipal
Code. This Contract will terminate without any penalty (a) at the
end of any fiscal year in the event that funds are not appropriated
for the following fiscal year, or (b) at any time within a fiscal
year in the event that. funds are only appropriated for a portion of
the fiscal year and funds for this Contract are no longer
available. This Section 15.11 shall take precedence in the event
961209 syn 0071098
of a conflict with any other covenant, term, condition, or
provision of this Contract.
IN WITNESS WHEREOF, the parties hereto have by their duly
authorized representatives executed this Contract on the date first
above written.
ATTEST:CITY OF PALO ALTO
City Clerk
APPROVED AS TO FORM:
Mayor
Senior Asst. City Attorney
Assistant City Manager
Director of Utilities
ELECTROTEK CONCEPTS, INC.
By:
Its:
Taxpayer’s I.D. No.
Deputy City Manager,
Administrative Services
Risk Manager
Attachments:
EXHIBIT "A" :
EXHIBIT "B" :
EXHIBIT "C" :
EXHIBIT "D" :
SCOPE OF SERVICES AND TIME SCHEDULE
FEE SCHEDULE
INSU-ZANCE
NONDISCRIMINATION COMPLIANCE FORM
961209 .syn 007109~
9
CERTIFICATE OF ACKNOWLEDGEMY-!qT
(Civil Code ~ 1189)
STATE OF )
) ss.
COUNTY OF )
On ,1996, before me,,
a Notary Public in and for said County and State, personally
appeared , personally known to me
or proved to me on the basis of satisfactory evidence to be the
person(s) whose name(s) is/are subscribed to the within instrument
and acknowledged to me that he/she/they executed the same in
his/her/their authorized capacity(ies), and that by his/her/their
signature(s) on the instrument the person(s), or the entity upon
behalf of which the person(s) acted, executed the instrument.
WITNESS my hand and official seal.
Signature of Notary Public
961209 syn 0071098
10