HomeMy WebLinkAboutStaff Report 148-10TO:
FROM:
DATE:
REPORT TYPE:
SUBJECT:
HONORABLE CITY COUNCIL
CITY MANAGER
MARCH 8, 2010
CONSENT
DEPARTMENT: UTILITIES
CMR: 148:10
Approval of Utilities Water, Electric and Gas Enterprise Fund
Contract with Enernex Corporation in the Total Amount of $140,000
for Consulting Services to Develop a Smart Grid Strategic Plan
RECOMMENDATION
Staff recommends that the City Council approve and authorize the City Manager or designee to
execute the attached Agreement with EnerNex Corporation (Attachment A) for a not to exceed
amount of $140,000 for consulting services to develop a smart grid strategic plan for the City.
BACKGROUND
The electric utility industry in the U.S. is in the midst of a transformative process of integrating
modern electronic sensing and communication technologies into the traditional electric utility
infrastructure to deliver more efficient and responsive services to its customers. The technologies
and processes to implement these changes are commonly referred to as "smart grid". In the
interest of providing advanced cost effective delivery of utility services the City's Utilities
Department began an investigation into the applicability of smart grid in Palo Alto.
The City Council and Utilities Advisory Commission (UAC) held a joint meeting on May 11,
2009 to discuss smart grid and its applicability to Palo Alto. In that meeting, Don Von Dollen of
the Electric Power Research Institute (EPRI) provided information on the current state of smart
grid advances and advice on timing for implementation of smart grid. Don Von Dollen advised
that communication and equipment standards for smart grid were in the process of being defined
and that it would be prudent to develop a smart grid road map. Based on the discussions from
the meeting, staff prepared a Request for Proposals (RFP) to develop a strategic plan for smart
grid implementation for the City's electric, gas, and water utilities.
On June 15, 2009, Council approved funding of $70,000 from the Calaveras Reserve for the
Electric Fund's share of the cost to prepare a smart grid strategic plan (CMR: 282:09). Gas and
Water enterprise funds also have included budgets for this assessment.
DISCUSSION
In October 2009, staff issued the RFP and sent it to more than a dozen consultants. The scope of
work for this assessment was developed with input from Don Von Dollen and UAC
Commissioner Steven Eglash and Vice Chair Asher Waldfogel.
CMR: 148:10 Page 1 of 5
The City received responses from eleven consulting firms, and an evaluation committee
comprising Utilities and IT department staff reviewed the proposals. The evaluation was based
on the following criteria:
• Quality and completeness of proposal;
• Qualification of the firm and persons assigned to the project;
• Cost for performing the Tasks outlined in the proposal;
• Past experience in undertaking similar projects; and
• References.
A summary of the solicitation process proposals received is outlined below:
Summary of Solicitation Process
Proposal Title
Consulting Services to Develop a Smart Grid Strategic Plan
Proposal Number
133199
Proposed Length of Contract
Up to 3 years, with Task 1 completion within 6 months
Number of Proposals emailed
13, with additional publicity in industry publications
Total Days to Respond to Proposal
40 days
Pre -proposal Meeting Date
October 15, 2009
RFP Submittal deadline
November 10, 2009
Number of Attendees at Pre -proposal
Meeting
More than twenty
Number of Proposals Received:
11
Range of Cost of Proposals
$115,000 to $585,000
Company Selected
EnerNex Corporation
Location (City, State)
Knoxville, TN
Proposal Amount*
$115,000
ncludes est'ma tea travel budge
The table below shows the estimated costs for each proposal received
Name of Company
Proposal
Amount
EnerNex
$ 115,000
UtiliWorks
$ 202,920
West Monroe
$ 205,273
Structure Group
$ 329,456
Boreas
$ 240,000
Kema
$ 584,840
Ion
$ 199,750
RW Beck
$ 260,215
Auriga
$ 175,000
Black & Veatch
$ 448,921
Utility Consult Intl
$ 205,260
CIVIR: 148:10
Page 2 of 5
The Evaluation Committee interviewed the top two proposers and selected EnerNex based on its
qualifications, expertise, and lower cost. EnerNex is partnering with NexLevel Information
Technology, Inc., to complete this project. EnerNex is an industry leader in smart grid solutions
and NexLevel IT specializes in assisting organizations manage technology change. These two
companies are currently collaborating to assist the City of Santa Clara with its Advance Metering
Infrastructure (AMI) implementation.
Scope of Work
The scope of consulting services was divided into 3 separate tasks. Task 1 is to develop a
strategic plan, Task 2 is to develop an implementation plan, and Task 3 is to develop and
evaluate RFP's for the smart grid applications identified for implementation in Task 2. The
consulting contract covers all three tasks, however, staff will present the results of Task 1 and
seek Council approval before proceeding with Task 2. Staff expects to come back to Council
with Task 1 results in the fall of 2010. Tasks 2 and 3 will be defined further after completion of
Task 1.
In developing the strategic plan, the following aspects will be considered:
• The Council's long term vision for the community;
• Utilities Department Strategic Plan and input from the Utilities Advisory Commission;
• State of smart grid related technologies and the future for the different technologies;
• Cost and benefits of implementing elements of the electric smart grid;
• Cost and benefits of deploying smart meters for the electric utility and incremental
cost/benefit of expanding smart metering technologies to the natural gas and water
utilities;.
• The City's plan to expand the existing fiber optic backbone network and plans for Wi-
Fi/Wi-Max deployment; and
• Regulatory, legislative, environmental, and business drivers.
The three tasks are outlined below, with Task 2 and 3 being contingent on what is learned from
the preceding task(s).
Task 1: Develop a Smart Grid Strategic Plan
a. Assist in defining smart grid elements applicable for the electric utility.
b. Map the information flow and architecture associated with different elements of the
existing electric utility's distribution, supply, customer service, meter reading, billing and
financial systems.
c. Map the changes in information flow and architecture of each of the elements identified
in Task 1.b above upon implementation of elements of the smart grid systems.
d. Model the costs and benefits of implementing different elements of the system, with
particular emphasis on electric smart meters and related systems.
e. Model the incremental cost and incremental benefits (above those identified in Task 1.d)
of an integrated deployment of smart meters for the electric, gas, and water utility.
f. Based on the City's plans to expand the fiber optic backbone and implement a Wi-Max
system, evaluate various communication medium to smart meters; compare the benefits
CMR: 148:10 Page 3 of 5
and costs of implementing a fiber or Wi-Max based communication system to other
communication media for smart meters.
g. Prepare report outlining findings and recommendations.
Task 2: Develop a Smart Metering Implementation Plan (contingent on Task 1 results)
a. If Task 1 identifies beneficial smart grid elements, assist in developing a long term
business plan to implement smart metering technology for the applicable utility or
utilities identified in Task 1.
b. Evaluate different smart metering, meter data management, communication, and back -
end systems and technologies.
c. Develop high level specifications and recommend preliminary architecture and processes
for implementing smart meter systems.
Task 3: Assist in Developing an RFP for a Meter Data Management System (MDMS)
(Contingent on additional review and approval)
a. Assist in developing an RFP for procuring and implementing an MDMS.
b. Assist in evaluating RFP response and selection of an MDMS vendor.
Cost of Service
Taskl is expected to cost $39,000, with Tasks 2 and 3 currently estimated at $41,000 and
$35,000, respectively. Task 2 and Task 3 cost may vary depending on results of Task 1. The
total project cost estimate is $115,000, plus a contingency of $25,000 making the total contract
amount not to exceed $140,000. The contingency is requested for potential additional tasks
related to smart grid planning and implementation activity. Because of the greater possibility of
scope of work changes for Tasks 2 and 3 the contingency was rounded up towards the higher end
of the typical contingency range.
RESOURCE IMPACT
This project, Capital Improvement Program Project, EL -10008, has an approved budget of
$210,000 in FY 2010, which is sufficient to fund the requested $140,000 contract amount. The
Electric Fund's share of $70,000 is funded from the Calaveras Reserve. The Water and Gas
Funds each provide $70,000.
POLICY IMPLICATIONS
Implementation of smart grid within the City is consistent with the Council -approved Utilities
Strategic Plan Objectives of:
1. Enhance customer satisfaction and utility infrastructure;
2. Provide balanced environmental solutions; and
3. Ensure a safe and engaged workforce.
In addition, smart grid and related AMI systems could help lower the community's energy and
water consumption and hence contribute to the goals established in the City's Sustainability
Policy.
CMR: 148:10 Page 4 of 5
ENVIRONMENTAL REVIEW
Consulting work undertaken by this contract does not constitute a project pursuant to Section
21065 of the California Environmental Quality Act (CEQA), thus, environmental review is not
required.
ATTACHMENT
A: Agreement with Exhibits A through D
PREPARED BY:
REVIEWED BY:
DEPARTMENT APPROVAL:
CITY MANAGER APPROVAL:
Shiva Swaminathan, Senior Resource Planner
614Tom Ting, Senior Electric Project Engineer
e-tiritts420
TOMM MARSHALL
Assistant Director Utilities
VALERIE O.
Director of Utilities
3A1 KEENE
City anager
CMR: 148:10 Page 5 of 5
ATTACHMENT A
CITY OF PALO ALTO CONTRACT NO.: C10133199
AGREEMENT BETWEEN THE CITY OF PALO ALTO AND
ENERNEX CORPORATION
FOR PROFESSIONAL SERVICES
CONSULTING SERVICES TO DEVELOP A SMART GRID STRATEGIC PLAN FOR
THE CITY
This AGREEMENT is entered into on this day of , 2010, by and
between the CITY OF PALO ALTO, a California chartered municipal corporation ("CITY"), and
EnerNex Corporation, a Tennessee corporation, located at 620 Mabry Hood Road, Suite 300,
Knoxville, TN 37932 ("CONSULTANT").
RECITALS
The following recitals are a substantive portion of this Agreement.
A. CITY intends to study and evaluate smart grid technologies that could be cost effectively
applied to the city's electric, gas, and water utilities ("Project") and desires to engage a consultant to
prepare the study in connection with the Project ("Services").
B. CONSULTANT has represented that it has the necessary professional expertise,
qualifications, and capability, and all required licenses and/or certifications to provide the Services.
C. CITY in reliance on these representations desires to engage CONSULTANT to provide the
Services as more fully described in Exhibit "A", attached to and made a part of this Agreement.
NOW, THEREFORE, in consideration of the recitals, covenants, terms, and conditions, this
Agreement, the parties agree:
AGREEMENT
SECTION 1. SCOPE OF SERVICES. CONSULTANT shall perform the Services described in
Exhibit "A" in accordance with the terms and conditions contained in this Agreement. The
performance of all Services shall be to the reasonable satisfaction of CITY.
SECTION 2. TERM.
The term of this Agreement shall be from the date of its full execution through December 31, 2012
unless terminated earlier pursuant to Section 19 of this Agreement.
SECTION 3. SCHEDULE OF PERFORMANCE. Time is of the essence in the performance of
Services under this Agreement. CONSULTANT shall complete the Services within the term of this
Agreement and in accordance with the schedule set forth in Exhibit "B", attached to and made a part
of this Agreement. Any Services for which times for performance are not specified in this Agreement
shall be commenced and completed by CONSULTANT in a reasonably prompt and timely manner
based upon the circumstances and direction communicated to the CONSULTANT. CITY's
agreement to extend the term or the schedule for performance shall not preclude recovery of damages
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for delay if the extension is required due to the fault of CONSULTANT.
SECTION 4. NOT TO EXCEED COMPENSATION. The compensation to be paid to
CONSULTANT for performance of the Services described in Exhibit "A", including both payment
for professional services and reimbursable expenses, shall not exceed One Hundred Fifteen
Thousand Dollars ($115,000). In the event Additional Services are authorized, the total
compensation for services and reimbursable expenses shall not exceed Twenty Five Thousand
Dollars ($25,000). The applicable rates and schedule of payment are set out in Exhibit "C-1",
entitled "HOURLY RATE SCHEDULE," which is attached to and made a part of this Agreement.
Additional Services, if any, shall be authorized in accordance with and subject to the provisions of
Exhibit "C". CONSULTANT shall not receive any compensation for Additional Services performed
without the prior written authorization of CITY. Additional Services shall mean any work that is
determined by CITY to be necessary for the proper completion of the Project, but which is not
included within the Scope of Services described in Exhibit "A".
SECTION 5. INVOICES. In order to request payment, CONSULTANT shall submit monthly
invoices to the CITY describing the services performed and the applicable charges (including an
identification of personnel who performed the services, hours worked, hourly rates, and reimbursable
expenses), based upon the CONSULTANT's billing rates (set forth in Exhibit "C-1"). If applicable,
the invoice shall also describe the percentage of completion of each task. The information in
CONSULTANT's payment requests shall be subject to verification by CITY. CONSULTANT shall
send all invoices to the City's project manager at the address specified in Section 13 below. The City
will generally process and pay invoices within thirty (30) days of receipt.
SECTION 6. QUALIFICATIONS/STANDARD OF CARE. All of the Services shall be
performed by CONSULTANT or under CONSULTANT's supervision. CONSULTANT represents
that it possesses the professional and technical personnel necessary to perform the Services required
by this Agreement and that the personnel have sufficient skill and experience to perform the Services
assigned to them. CONSULTANT represents that it, its employees and subconsultants, if permitted,
have and shall maintain during the term of this Agreement all licenses, permits, qualifications,
insurance and approvals of whatever nature that are legally required to perform the Services.
All of the services to be furnished by CONSULTANT under this agreement shall meet the
professional standard and quality that prevail among professionals in the same discipline and of
similar knowledge and skill engaged in related work throughout California under the same or similar
circumstances.
SECTION 7. COMPLIANCE WITH LAWS. CONSULTANT shall keep itself informed of and
in compliance with all federal, state and local laws, ordinances, regulations, and orders that may
affect in any manner the Project or the performance of the Services or those engaged to perform
Services under this Agreement. CONSULTANT shall procure all permits and licenses, pay all
charges and fees, and give all notices required by law in the performance of the Services.
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SECTION 8. ERRORS/OMISSIONS. CONSULTANT shall correct, at no cost to CITY, any and
all errors, omissions, or ambiguities in the work product submitted to CITY, provided CITY gives
notice to CONSULTANT. If CONSULTANT has prepared plans and specifications or other design
documents to construct the Project, CONSULTANT shall be obligated to correct any and all errors,
omissions or ambiguities discovered prior to and during the course of construction of the Project.
This obligation shall survive termination of the Agreement.
SECTION 9. COST ESTIMATES. If this Agreement pertains to the design of a public works
project, CONSULTANT shall submit estimates of probable construction costs at each phase of
design submittal. If the total estimated construction cost at any submittal exceeds ten percent (10%)
of the CITY's stated construction budget, CONSULTANT shall make recommendations to the CITY
for aligning the PROJECT design with the budget, incorporate CITY approved recommendations,
and revise the design to meet the Project budget, at no additional cost to CITY.
SECTION 10. INDEPENDENT CONTRACTOR It is understood and agreed that in performing
the Services under this Agreement CONSULTANT, and any person employed by or contracted with
CONSULTANT to furnish labor and/or materials under -this Agreement, shall act as and be an
independent contractor and not an agent or employee of the CITY.
SECTION 11. ASSIGNMENT. The parties agree that the expertise and experience of
CONSULTANT are material considerations for this Agreement. CONSULTANT shall not assign or
transfer any interest in this Agreement nor the performance of any of CONSULTANT'S obligations
hereunder without the prior written consent of the city manager. Consent to one assignment will not
be deemed to be consent to any subsequent assignment. Any assignment made without the approval
of the city manager will be void.
SECTION 12. SUBCONTRACTING.
Notwithstanding Section 11 above, CITY agrees that subconsultants may be used to complete the
Services. The subconsultants authorized by CITY to perform work on this Project are:
NextLevelIT
CONSULTANT shall be responsible for directing the work of any subconsultants and for any
compensation due to subconsultants. CITY assumes no responsibility whatsoever concerning
compensation. CONSULTANT shall be fully responsible to CIT'Y for all acts and omissions of a
subconsultant. CONSULTANT shall change or add subconsultants only with the prior approval of
the city manager or his designee.
SECTION 13. PROJECT MANAGEMENT. CONSULTANT will assign Erich Gunther as
the project director to have supervisory responsibility for the performance, progress, and execution of
the Services and Jerry Melcher as the project coordinator to represent CONSULTANT during the
day-to-day work on the Project. If circumstances cause the substitution of the project director, project
coordinator, or any other key personnel for any reason, the appointment of a substitute project
director and the assignment of any key new or replacement personnel will be subject to the prior
written approval of the CITY's project manager. CONSULTANT, at CITY's request, shall promptly
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remove personnel who CITY finds do not perform the Services in an acceptable manner, are
uncooperative, or present a threat to the adequate or timely completion of the Project or a threat to
the safety of persons or property.
The City's project manager is Tom Ting, Utilities Department, Engineering Division, 1007 Elwell
Court, Palo Alto, CA 94303, Telephone: (650)496-4548. The project manager will be
CONSULTANT's point of contact with respect to performance, progress and execution of the
Services. The CITY may designate an alternate project manager from time to time.
SECTION 14. OWNERSHIP OF MATERIALS. Upon delivery, all work product, including
without limitation, all writings, drawings, plans, reports, specifications, calculations, documents,
other materials and copyright interests developed under this Agreement shall be and remain the
exclusive property of CITY without restriction or limitation upon their use. CONSULTANT agrees
that all copyrights which arise from creation of the work pursuant to this Agreement shall be vested
in CITY, and CONSULTANT waives and relinquishes all claims to copyright or other intellectual
property rights in favor of the CITY. Neither CONSULTANT nor its contractors, if any, shall make
any of such materials available to any individual or organization without the prior written approval of
the City Manager or designee. CONSULTANT makes no representation of the suitability of the
work product for use in or application to circumstances not contemplated by the scope of work.
SECTION 15. AUDITS. CONSULTANT will permit CITY to audit, at any reasonable time during
the term of this Agreement and for three (3) years thereafter, CONSULTANT's records pertaining to
matters covered by this Agreement. CONSULTANT further agrees to maintain and retain such
records for at least three (3) years after the expiration or earlier termination of this Agreement.
SECTION 16. INDEMNITY.
16.1. To the fullest extent permitted by law, CONSULTANT shall protect,
indemnify, defend and hold harmless CITY, its Council members, officers, employees and agents
(each an "Indemnified Party") from and against any and all demands, claims, or liability of any
nature, including death or injury to any person, property damage or any other loss, including all costs
and expenses of whatever nature including attorneys fees, experts fees, court costs and disbursements
("Claims") resulting from, arising out of or in any manner related to performance or nonperformance
by CONSULTANT, its officers, employees, agents or contractors under this Agreement, regardless
of whether or not it is caused in part by an Indemnified Party.
16.2. Notwithstanding the above, nothing in this Section 16 shall be construed to
require CONSULTANT to indemnify an Indemnified Party from Claims arising from the active
negligence, sole negligence or willful misconduct of an Indemnified Party.
16.3. The acceptance of CONSULTANT's services and duties by CITY shall not
operate as a waiver of the right of indemnification. The provisions of this Section 16 shall survive
the expiration or early termination of this Agreement.
SECTION 17. WAIVERS. The waiver by either party of any breach or violation of any covenant,
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term, condition or provision of this Agreement, 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.
SECTION 18. INSURANCE.
18.1. CONSULTANT, at its sole cost and expense, shall obtain and maintain, in full
force and effect during the term of this Agreement, the insurance coverage described in Exhibit "D".
CONSULTANT and its contractors, if any, shall obtain a policy endorsement naming CITY as an
additional insured under any general liability or automobile policy or policies.
18.2. All insurance coverage required hereunder shall be provided through carriers
with AM Best's Key Rating Guide ratings of A-: VII or higher which are licensed or authorized to
transact insurance business in the State of California. Any and all contractors of CONSULTANT
retained to perform Services under this Agreement will obtain and maintain, in full force and effect
during the term of this Agreement, identical insurance coverage, naming CITY as an additional
insured under such policies as required above.
18.3. Certificates evidencing such insurance shall be filed with CITY concurrently
with the execution of this Agreement. 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 materially reduced in coverage or limits, by the insurer except after filing with the
Purchasing Manager thirty (30) days' prior written notice of the cancellation or modification,
CONSULTANT shall be responsible for ensuring that current certificates evidencing the insurance
are provided to CITY's Purchasing Manager during the entire term of this Agreement.
18.4. The procuring of such required policy or policies of insurance will not be
construed to limit CONSULTANT's liability hereunder nor to fulfill the indemnification provisions
of this Agreement. Notwithstanding the policy or policies of insurance, CONSULTANT 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 Agreement, including such damage, injury, or loss
arising after the Agreement is terminated or the term has expired.
SECTION 19. TERMINATION OR SUSPENSION OF AGREEMENT OR SERVICES.
19.1. The city manager may suspend the performance of the Services, in whole or in
part, or terminate this Agreement, with or without cause, by giving ten (10) days prior written notice
thereof to CONSULTANT. Upon receipt of such notice, CONSULTANT will immediately
discontinue its performance of the Services.
19.2. CONSULTANT may terminate this Agreement 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.
19.3. Upon such suspension or termination, CONSULTANT shall deliver to the
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City Manager immediately any and all copies of studies, sketches, drawings, computations, and other
data, whether or not completed, prepared by CONSULTANT or its contractors, if any, or given to
CONSULTANT or its contractors, if any, in connection with this Agreement. Such materials will
become the property of CITY.
19.4. Upon such suspension or termination by CITY, CONSULTANT will be paid
for the Services rendered or materials delivered to CITY in accordance with the scope of services on
or before the effective date (i.e., 10 days after giving notice) of suspension or termination; provided,
however, if this Agreement is suspended or terminated on account of a default by CONSULTANT,
CITY will be obligated to compensate CONSULTANT only for that portion of CONSULTANT's
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 his/her discretion
19.5. 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 Agreement.
SECTION 20. NOTICES.
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
City of Palo Alto
Post Office Box 10250
Palo Alto, CA 94303
With a copy to the Purchasing Manager
To CONSULTANT: Attention of the project director
at the address of CONSULTANT recited above
SECTION 21. CONFLICT OF INTEREST.
21.1. In accepting this Agreement, CONSULTANT 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.
21.2. CONSULTANT further covenants that, in the performance of this Agreement,
it will not employ subconsultants, contractors or persons having such an interest. CONSULTANT
certifies that no person who has or will have any financial interest under this Agreement 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.
21.3. If the Project Manager determines that CONSULTANT is a "Consultant" as
that term is defined by the Regulations of the Fair Political Practices Commission, CONSULTANT
shall be required and agrees to file the appropriate financial disclosure documents required by the
Palo Alto Municipal Code and the Political Reform Act.
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SECTION 22. NONDISCRIMINATION. As set forth in Palo Alto Municipal Code section
2.30.510, CONSULTANT certifies that in the performance of this Agreement, it shall not
discriminate in the employment of any person because of the race, skin color, gender, age, religion,
disability, national origin, ancestry, sexual orientation, housing status, marital status, familial status,
weight or height of such person. CONSULTANT acknowledges that it has read and understands the
provisions of Section 2.30.510 of the Palo Alto Municipal Code relating to Nondiscrimination
Requirements and the penalties for violation thereof, and agrees to meet all requirements of Section
2.30.510 pertaining to nondiscrimination in employment.
SECTION 23. ENVIRONMENTALLY PREFERRED PURCHASING. The City of Palo Alto
is a green business and works to purchase and provide products in an environmentally sustainable
manner. CONSULTANT will use production methods that reduce waste and environmentally toxic
products, as well as have less packaging. CONSULTANT will adhere to the standard that printed
materials will be, at a minimum, printed on 30% post consumer recycled paper with vegetable based
ink. The designer will check with the project manager to discuss the maximum recycled content
paper available for each project. FSC (Forest Stewardship Council) certified paper that is "process
free" is preferred. CONSULTANT will use methods that reduce energy use and thus the carbon
footprint for the development, production and delivery of products. CONSULTANT shall adhere to
the City's Environmentally Preferred Purchasing policies as may be amended from time to time.
SECTION 24. MISCELLANEOUS PROVISIONS.
24.1. This Agreement will be governed by the laws of the State of California.
24.2. 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 in the County of Santa Clara, State of
California.
24.3. The prevailing party in any action brought to enforce the provisions of this
Agreement may recover its reasonable costs and attorneys' fees expended in connection with that
action. The prevailing party shall be entitled to recover an amount equal to the fair market value of
legal services provided by attorneys employed by it as well as any attorneys' fees paid to third
parties.
24.4. This document represents the entire and integrated agreement between the
parties and supersedes all prior negotiations, representations, and contracts, either written or oral.
This document may be amended only by a written instrument, which is signed by the parties.
24.5. The covenants, terms, conditions and provisions of this Agreement will apply
to, and will bind, the heirs, successors, executors, administrators, assignees, and consultants of the
parties.
24.6. If a court of competent jurisdiction finds or rules that any provision of this
Agreement or any amendment thereto is void or unenforceable, the unaffected provisions of this
Agreement and any amendments thereto will remain in full force and effect.
24.7. All exhibits referred to in this Agreement and any addenda, appendices,
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attachments, and schedules to this Agreement which, from time to time, may be referred to in any
duly executed amendment hereto are by such reference incorporated in this Agreement and will be
deemed to be a part of this Agreement.
24.8. This Agreement is subject to the fiscal provisions of the Charter of the City of
Palo Alto and the Palo Alto Municipal Code. This Agreement will terminate without anypenalty (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 fora portion of the
fiscal year and funds for this Agreement are no longer available. This Section 24.8 shall take
precedence in the event of a conflict with any other covenant, term, condition, or provision of this
Agreement.
24.9. The individuals executing this Agreement represent and warrant that they have
the legal capacity and authority to do so on behalf of their respective legal entities.
24.10 If, pursuant to this contract with CONSULTANT, City shares with
CONSULTANT personal information as defined in California Civil Code section 1798.81.5(d) about
a California resident ("Personal Information"), CONSULTANT shall maintain reasonable and
appropriate security procedures to protect that Personal Information, and shall inform City
immediately upon learning that there has been a breach in the security of the system or in the security
of the Personal Information. CONSULTANT shall not use Personal Information for direct marketing
purposes without City's express written consent.
IN WITNESS WHEREOF, the parties hereto have by their duly authorized
representatives executed this Agreement on the date first above written.
CITY OF PALO ALTO
City Manager
ENERNEX CORPO TION
By:
Name: Te FF-r L e•-►rt eve,
fiJ
APPROVED AS TO FORM: Title: / r* s d.✓r
Senior Asst. City Attorney
Attachments:
EXHIBIT "A":
EXHIBIT "B":
EXHIBIT "C":
EXHIBIT "C-1":
EXHIBIT "D":
SCOPE OF SERVICES
SCHEDULE OF PERFORMANCE
COMPENSATION
SCHEDULE OF RATES
INSURANCE REQUIREMENTS
Professional Services
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EXHIBIT "A"
SCOPE OF SERVICES
The CONSULTANT will assist the City to develop a Smart Grid strategic plan. In developing
the strategic plan, the following aspects need to be considered:
• The City Council's long term vision for the Community
• Utilities Department Strategic Plan
• State of the smart grid related technologies and future of the different technologies
• Cost and Benefits of implementing elements of the electric smart grid.
• Cost and Benefits of deploying smart meters for the electrical utility and incremental
cost/benefit of expanding smart metering technologies to the natural gas and water utility
• City's plan to expand the existing fiber optic backbone network and plans for Wi-Fi/Wi-
Max deployment
• Regulatory, Legislative, Environmental, and Business drivers
Upon completion of the long term strategic plan, the consultant may also be called upon to
provide additional services to help implement beneficial elements of the system. Shown below is
the scope of services with the initial three tasks.
Task 1: Develop a Smart Grid Strategic Plan
a. Assist in defining elements of the Smart Grid applicable for the electric utility.
b. Map the information flow and architecture associated with different elements of the
existing electric utility's distribution, supply, customer service, meter reading, billing and
financial systems.
c. Map the changes in information flow and architecture of each of the elements identified
in Task 1.b above upon implementation of elements of the smart grid systems.
d. Model the costs and benefits of implementing different elements of the system, with
particular emphasis on electric smart meters and related systems.
e. Model the incremental cost and incremental benefits (above those identified in Task 1.d)
of an integrated deployment of smart meters for the electric, gas, and water utility.
f. Based on City's plans to expand the fiber optic backbone and implement a Wi-Max
system, evaluate various communication medium to smart meters; compare the benefits
and costs of implementing fiber or Wi-Max based communication system to other
communication medium for smart meters.
g. Prepare report outlining findings and recommendations.
Task 1 Deliverables & Timelines
1. A report outlining analysis, assumption, summary of findings and recommendations.
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2. A spreadsheet based model outlining smart grid applications and detailed cost/benefits
analysis of such applications for the City, including scenario analysis. The model should
be flexible and transparent to accept updated data and varying assumptions.
The deliverable is anticipated to be provided within 3-6 months of the start date.
Task 2: Develop a Smart Metering Implementation Plan (contingent on Task 1 results)
a. If Task 1 proves to be beneficial, assist in developing a long term business plan to
implementing smart metering technology for the applicable utility/utilities identified in
Task 1.
b. Evaluate different smart metering, meter data management, communication, and back -
end systems and technologies.
c. Develop high level specification and recommend preliminary architecture and process for
implementing smart meter systems.
Task 2 Deliverable and Timeline
The deliverable for this task is not fully developed and the timeline will depend on completion of
Task 1 and council direction. At present, it is anticipated that the deliverable will be a high level
specification and recommended architecture and process for implementing smart meters/AMI for
the electric, gas and water utility. It is expected to take 3-6 months once Council direction is in
place.
Task 3: Assist in Developing RFP for Meter Data Management System (MDMS) (Contingent on
additional review and approval)
a. Assist in developing a Request for Proposal (RFP) for procuring and implementing a
meter data management system (MDMS) for an AMI system.
b. Assist in evaluating RFP response and selection of a MDMS vendor.
Task 3 Deliverable and Timeline
The deliverable for this task is also not fully developed and the timeline will depend on
completion of prior tasks. At present, it is anticipated that the deliverable will be a RFP for
procuring and implementing a MDMS for AMI implementation, and assist staff in evaluating
RFP response and selection of a MDMS vendor. It is expected to take 3-6 months once Council
direction is in place.
Professional Services
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EXHIBIT "B"
SCHEDULE OF PERFORMANCE
CONSULTANT shall perform the Services so as to complete each milestone within the number
of days/weeks specified below. The time to complete each milestone may be increased or
decreased by mutual written agreement of the project managers for CONSULTANT and CITY so
long as all work is completed within the term of the Agreement. CONSULTANT shall provide a
detailed schedule of work consistent with the schedule below within 2 weeks of receipt of the
notice to proceed.
Milestones
Completion
No. of Days/Weeks
From NTP
1. Task 1: Develop a Smart Grid Strategic Plan Six months
2. Task 2: Develop a Smart Metering Implementation Plan Six months
3. Task 3: Assist is Developing RFP for Meter Data Management System Six months
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EXHIBIT "C"
COMPENSATION
CONSULTANT shall perform the tasks and categories of work as outlined and budgeted
below. The CITY's project manager may approve in writing the transfer of budget amounts
between any of the tasks or categories listed below provided the total compensation for Basic
Services, including reimbursable expenses, does not exceed $115,000 and the total
compensation for Additional Services does not exceed $25,000.
BUDGET SCHEDULE NOT TO EXCEED
AMOUNT
Task 1: Develop a Smart Grid Strategic Plan $24,000
Task 2: Develop a Smart Metering Implementation Plan $26,000
Task 3: Assist in Developing RFP for MDMS $20,000
Sub -total Basic Services $70,000
Reimbursable Expenses:
$15,000 per task* x 3 tasks = $45,000
*Task 1, Task 2, and Task 3
1. Project initiation and defining $3,000
2. Evaluation and Modeling . $9,000
3. Presenting results/reports $3,000
$15,000
Total Basic Services and Reimbursable expenses $115,000
Additional Services (Not to Exceed) $25,000
Maximum Total Compensation $140,000
REIMBURSABLE EXPENSES
The administrative, overhead, secretarial time or secretarial overtime, word processing,
photocopying, in-house printing, insurance and other ordinary business expenses are included
within the scope of payment for services and are not reimbursable expenses. CITY shall
reimburse CONSULTANT for the following reimbursable expenses at cost. Expenses for
which CONSULTANT shall be reimbursed are:
A. Travel outside the San Francisco Bay area, including transportation and meals, will be
reimbursed at actual cost subject to the City of Palo Alto's policy for reimbursement of travel
and meal expenses for City of Palo Alto employees.
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B. Long distance telephone cellular phone, facsimile transmission and postage charges are
reimbursable at actual cost.
All requests for payment of expenses shall be accompanied by appropriate backup information.
Any expense anticipated to be more than $2,000 shall be approved in advance by the CITY's
project manager.
ADDITIONAL SERVICES
The CONSULTANT shall provide additional services only by advanced, written authorization
from the CITY. The CONSULTANT, at the CITY's project manager's request, shall submit a
detailed written proposal including a description of the scope of services, schedule, level of
effort, and CONSULTANT's proposed maximum compensation, including reimbursable
expense, for such services based on the rates set forth below. The additional services scope,
schedule and maximum compensation shall be negotiated and agreed to in writing by the
CITY's project manager and CONSULTANT prior to commencement of the services.
Payment for additional services is subject to all requirements and restrictions in this
Agreement
Work required because the following conditions are not satisfied or are exceeded shall be
considered as additional services:
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EXHIBIT "C-1"
HOURLY RATE SCHEDULE
Hourly Rate Schedule
Erich Gunther $450/hour
Doug Houseman $300/hour
Bobby Brown $300/hour
Aaron Snyder $225/hour
Jerry Melcher $225/hour
Ben Rankin $210/hour
Joe Blackwell $190/hour
Terry Hackelman $190/hour
Wendell Yacur $150/hour
Professional Services
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EXHIBIT "D"
INSURANCE REQUIREMENTS
CONTRACTORS TO THE CITY OF PALO ALTO (CITY), AT THEIR SOLE EXPENSE, SHALL FOR THE TERM OF THE CONTRACT OBTAIN
AND MAINTAIN INSURANCE IN THE AMOUNTS FOR THE COVERAGE SPECIFIED BELOW, AFFORDED BY COMPANIES WITH AM
BEST'S KEY RATING OF A-:VH, OR HIGHER, LICENSED OR AUTHORIZED TO TRANSACT INSURANCE BUSINESS IN THE
STATE OF CALIFORNIA.
S INSURANCE REQUIREMENTS, AS SPECIFIED, BELOW:
REQUIRED
TYPE OF COVERAGE
REQUIREMENT
MINIMUM LIMITS
EACH
OCCURRENCE
AGGREGATE
YES WORKER'S COMPENSATION
STATUTORY
YES EMPLOYER'S LIABILITY
STATUTORY
BODILY INJURY
$1,000,000
51,000,000
YES GENERAL LIABILITY, INCLUDING
PERSONAL INJURY, BROAD FORM
PROPERTY DAMAGE
$1,000,000
S1,000,000
PROPERTY DAMAGE BLANKET
CONTRACTUAL, AND FIRE LEGAL
BODILY INJURY & PROPERTY DAMAGE
$1,000,000
$1,000,000
LIABILITY
COMBINED.
BODILY INJURY
S1,000,000
S1,000,000
- EACH PERSON
$1,000,000
S1,000,000
- EACH OCCURRENCE
S1,000,000
S1,000,000
YES AUTOMOBILE LIABILITY, INCLUDING
ALL OWNED, HIRED, NON -OWNED
' PROPERTY DAMAGE
$1,000,000
$1,000,000
BODILY INJURY AND PROPERTY
51,000,000
$1,000,000
DAMAGE, COMBINED
PROFESSIONAL LIABILITY, INCLUDING,
ERRORS AND OMISSIONS,
MALPRACTICE (WHEN APPLICABLE),
AND NEGLIGENT PERFORMANCE
ALL DAMAGES
$1,000,000
YES
THE CITY OF PALO ALTO IS TO BE NAMED AS AN ADDITIONAL INSURED: CONTRACTOR, AT ITS SOLE COST AND EXPENSE,
SHALL OBTAIN AND MAINTAIN, IN FULL FORCE AND EFFECT THROUGHOUT THE ENTIRE TERM OF ANY RESULTANT AGREEMENT,
THE INSURANCE COVERAGE HEREIN DESCRIBED, INSURING NOT ONLY CONTRACTOR AND ITS SUBCONSULTANTS, IF ANY, BUT
ALSO, WITH THE EXCEPTION OF WORKERS' COMPENSATION, EMPLOYER'S LIABILITY AND PROFESSIONAL INSURANCE, NAMING
AS ADDITIONAL INSUREDS CITY, ITS COUNCIL MEMBERS, OFFICERS, AGENTS, AND EMPLOYEES.
I. INSURANCE COVERAGE MUST INCLUDE:
A. A PROVISION FOR A WRIFI'hN THIRTY DAY ADVANCE NOTICE TO CITY OF CHANGE IN
COVERAGE OR OF COVERAGE CANCELLATION; AND
B. A CONTRACTUAL LIABILITY ENDORSEMENT PROVIDING INSURANCE COVERAGE FOR
CONTRACTOR'S AGREEMENT TO INDEMNIFY CITY.
C. DEDUCTIBLE AMOUNTS IN EXCESS OF $5,000 REQUIRE CITY'S PRIOR APPROVAL.
II. CONTACTOR MUST SUBMIT CERTIFICATES(S) OF INSURANCE EVIDENCING REQUIRED COVERAGE.
III. ENDORSEMENT PROVISIONS, WITH RESPECT TO THE INSURANCE AFFORDED TO "ADDITIONAL
INSUREDS"
A. PRIMARY COVERAGE
WITH RESPECT TO CLAIMS ARISING OUT OF THE OPERATIONS OF THE NAMED INSURED, INSURANCE AS
AFFORDED BY THIS POLICY IS PRIMARY AND IS NOT ADDITIONAL TO OR CONTRIBUTING WITH ANY OTHER
INSURANCE CARRIED BY OR FOR THE BENEFIT OF THE ADDITIONAL INSUREDS.
B. CROSS LIABILITY
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THE NAMING OF MORE THAN ONE PERSON, FIRM, OR CORPORATION AS INSUREDS UNDER THE POLICY SHALL
NOT, FOR THAT REASON ALONE, EXTINGUISH ANY RIGHTS OF THE INSURED AGAINST ANOTHER, BUT THIS
ENDORSEMENT, AND THE NAMING OF MULTIPLE INSUREDS, SHALL NOT INCREASE THE TOTAL LIABILITY OF
THE COMPANY UNDER THIS POLICY.
C. NOTICE OF CANCELLATION
IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR ANY REASON OTHER
THAN THE NON-PAYMENT OF PREMIUM, THE ISSUING COMPANY SHALL PROVIDE CITY
AT LEAST A THIRTY (30) DAY WRI I'I'NN NOTICE BEFORE THE EFFECTIVE DATE OF
CANCELLATION.
2. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR THE NON-PAYMENT
OF PREMIUM, THE ISSUING COMPANY SHALL PROVIDE CITY AT LEAST A TEN (10) DAY
WRI n'EN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION.
NOTICES SHALL BE MAILED TO:
PURCHASING AND CONTRACT ADMINISTRATION
CITY OF PALO ALTO
P.O. BOX 10250
PALO ALTO, CA 94303
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ACORQ,N CERTIFICATE OF LIABILITY INSURANCE
PRODUCER (865)524-2581
James E. Brown Insurance Agency
124 West Summit Hill Drive
Knoxville, TN 37902
` DATE(MMIODP'YYV)
I` 2/4/2010
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION
ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE
HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR
ALTER THE COVERAGE AFFORDED BY THE POUCIES BELOW.
INSURERS AFFORDING COVERAGE
INSURER-A:The Hartford
INSURER Er L I oyds of London --C/o A:.& B Solutions
NAIC
INSURED
EnerNex Corporation
820 Mabry Hood Road, Suite 300
Knoxville, TN 37932
(866)2:18-4600 Ext.
INSURER C:
INSURER D:
INSURER E:
COVERAGES
THEPOLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING
ANY REQUIREMENT, TERM OR CONDIT1ON OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BEISSUED OR.
MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS.OF SUCH
AQQR.EGATE UMii'S SHOWN MAY HAVE BEN REDUCED BY PAID CLAIM�S.
POLICIES.
p QI3Kr
POL.I YI�I'TTIoN
LIMITS
1.CR ADD'L
MBE
INSURANCE
(PE oFTY
POLICY NUMBER
Tp
1,000,000
LTTF
EACH OCCURRENCE
s'
LABILI
GENERAL wen.ml
�
EZ 1267
07/08/2008
07/07/2010
DAMuutEE ro aaI+TED
RF hM6>;&YExuca+rerwo)
300,000
$ 0,000
X
c MER ,OEHERALUAaILOY
20 SBA
M pones)) EXP (Any or*
1
I CwMSVADE I X I OCCUR
.
pones)
PERSONAL A ADV INJURY
$ 1,000, 000
A
.
$ 2,000.,000.
GENERAL AGGREGATE
AGO
c 2,000;000
OEML
—I
AGGREGATE LIMIT ApPUES PER;
TO 17 LOG
PRODUCTS= COMP/OP
.
AUTOMOBILE
poucY JFTIT
UA81UTY
10/Q5/2009
10/05/2010
_-COMBINED SINGLE LIMrr
(Ec.mmmr>
$ 1,000,000
_
arrt Avro
ALL OWNED AUTOS
20 UEC 112201
BODILY INJURY
(px piisml.
A
X
X
s�uLEo AUTos
HIRED AUTos
eoofLY INJURY
(Per eccIdo1M)
:.
X
NON -OWNED AUTOS
- - -
PROPERTY DAMAGE
(P. IoNdenD
;
AUTO ONLY - EA ACCIDENT
$
GARAGE LABILITY EA
ACO
s' .. .
A
ANY AIIT'0
OTHER THAN
AUTO ONLY: AGO
EACH OCCURRENCE
i- 5..000.000
EXCESS/UMBRELLA LABILITY
�
07/08/2009
07/08/2010
Aoa8EcuaE
$ 5;000,000
_A I OCCUR I I cLAIMs MAnE
20 SBA EZ 1267
s
A
$
D
DEDUCTIBLE
$ 10,000
1 1OiH-
. $
X:
REraMnON
X l WC-STAT -
TORYUM$T87 rat
.WORKERS;COMPENSATWH/�ND
LuiemrR
09/26/2009
09/26/2010
EL EACH ACCIDENT
$ 1;00(4000
A
11mPLOY.ERB'
,AIIYteRom EB ECIlrIVE
20. WEC c 1 0636
E.LDISEASE- EAEMPLOYEE
$ 11000,000
nexoLuc*D
oCFICEWMEMeERExCLt1DEDo
H doopbviinds!
E:LDISEASE -POIJCYUMIT
$ 1,000..00:0.
8
8 n IAN PRovD:loNs l�da�.
OiF1ER
E1005302452008
08/04/2000
06/04/2010
Each Claii. 1,. 000, 000
Annual Aggregate 2,000,000
DESCRIPTION
RE:
contractor,
LlablIIty
throughout
:Professsicnal Liability
Of OPERATIONS./ LOCAT10NS I VEI1.CLE8 / Expo/slow ADDED SY MGM -MEW I SPECIAL PROVISIONS
Smart Grid Program for Utilities Dept:. The City of Palo Alto, its council members, officers., agents, & employees and
and its subcontractors, are named as Additional Insureds on all policies except Workers Compensation, Prafesslonai
and Employers Liability. The Contractor, at its sole cost & expense, shall obtain & maintain, In full force A effect
the entire term of any resultant agreement, the insurance coverage herein described.
HOLDER CANCELLATION
CERTIFICATE
Purchas I ng and Contract Adis i n 1 strat ion
SHOULD'ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION
THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30 DAYS WR1TEN
City of Palo Alto
PO Box 10250
Palo Alto CA 94303
DATE THEREOF,
NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE 10 DO so SHALL
IMPOSE No OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITSAGENTSOR
Attn: Carolym Bissett
AIfTHORIX£D REPRESENTAT
l B i ssett®C i tyofPal oA i to. or()
1988
email : Caro vnn: C ACORD CORPORATION
ACORD 25 (200.1/08)