HomeMy WebLinkAbout1988 AGREEMENT FOR ENGINEERING_10-18-88
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AGREEMENT FOR ENGINEERING SERVICES
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HIS AGREEMENT made, entered into and executed this day of
1988, by and between the CITY OF DENTON, T AS, hereinafter
called the "OWNER" and C. H. GUERNSEY 5 COMPANY, Oklahoma City, Oklahoma,
hereinafter called the "ENGINEER" acting herein, by and through its
representative, duly authorized so to act for and in behalf of said
ENGINEER.
WITNESSETH, that in consideration of the covenants and agreements
herein contained, the parties hereto do mutually agree as follows:
SECTION I
EMPLOYMENT OF ENGINEER
The OWNER agrees to employ the ENGINEER, and the ENGINEER agrees to +
perform professional engineering services, in connection with assignments
related to Electric Rate Analysis, special studies and other requests the
OWNER authorizes the ENGINEER to perform and, for having rendered such
services, the OWNER agrees to pay the ENGINEER compensation as stated in the
sections to follow.
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SECTION II
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PERIOD OF SERVICE
j This Agreement shell become effective upon execution by the OWNER and
the ENGINEER, and shall conform to the Project Schedule as noted in
Attachment C.
SECTION III
' BASIC SERVICES
The OWNER will authorize, in writing, the ENGINEER to perforce according ,
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( to the OWNER's need, {
The ENGINEER will provide the requested services as defined in the
authorization relative to tasks and schedules for the assignment as agreed
upon by both parties,
f SECTION IV
RESPONSIBILITIES OF OWNER
OWNER agrees to assist the ENGINEER by providing the following for each
assignment:
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A. Designate in writing a person to t as OWNER's representative
with respect to the services to baec rendered under this Agreement.
Such person shall have contract authority to transmit
instructions, receive informacion, and interpret and define
OWNER's policies and decisions with respect to ENGINEER's
services.
B. Assist ENGINEER by placing at ENGINEER's disposal all available
pertinent information including previous reports and any other
data relative to the assignment of project.
C. Examino all studies, reports, sketches, drawinRS, specifications,
proposals and other documents as set forth in Scope of Work
(Attachment 8); obtain advice of an attorney, insurance counselor
and other consultants as OWNER deems appropria a for s"sch
render in writing
as not to delay pertaining
services thereto cf II
ENGINEER.
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SECTION V
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COMPENSATION
The OWNER agrees to pay rendered under this Agreement in accordance with the following: onal services ;
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A. The ENGINEER shall be paid a fee, not to exceed $9,800, for
requested project, based on the Schedule of Charges shown in
Attachment A.
B. The ENGINEER may submit requests for payment based upon the amount i
r of work complete. Invoices will not be submitted more frequently
than monthly.
Any applicable new taxes imposed upon service, expenses, and charges by
any governmental body after the execution of this contract will be added to
the ENGINEER's compensation.
If OWNER fails to mcke any payment due ENGINEER for cervices and
expenses within forty-five (45) days after receipt of ENGINEER's statement
therefor, the amounts due ENGINEER will be increased at the rate of one
` percent (11) per month from said forty fifth day, and, in addition, ENGINEER }
I may, after giving seven (7) days' written notice to OWNER, suspend services i
F under this Agreement until ENGINEER has been paid in full all amounts duo
for services, expenses, and charges, j
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SECTION VI
(This section it.rentionally left blank.)
SECTION VII
OWNERSHIP OF DOCUMENTS
All documents prepared or furnished by ENGINEER (and ENGINEER's
independent associates and consultants) pursuant to this Agreement are
instruments of service and ENGINEER shall retain an ownership and property
interest herein. OWNER nay make and retain copies for Information and
reference; however, such documents are not intended or represented to be
suitable for reuse by OWNER o-, others. ENGINEER understands and
acknowledges that OWNER is subject to Texas Open Records Act and must
lawfully provide all applicable records in its possession to the public upon
proper request,
SECTION VIII
INDEMNITY AGREEMENT
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i ENGINEER shall indemnify and save harmless the OWNER and its officers,
f agents, and employees from the liability of the OWNER on account of any
injuries or damages received or sustained by any person or parsons or
property, including court costs and reasonable attorneys' fees incurred by }
the OWNER, proximately caused by thu negligent acts or omissions of the
ENGINEER or its officers, agents, or employees in the execution, operation,
or performance of this Agreement.
In the event of liability from suits, actions or claims arising out of
} or occasioned by the negligence of both the ENGINEER and the OWNER, their
agents or employees, in the performance of this Agreement, each party shall
contribute toward the satisfaction of the liability its proporticnate share,
which share shall be equal to the percentage of negligence attributable to
I the party.
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SECTION IX r
ENGINEERING STANDARDS r i
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ENGINEER shall perform the services listed in the Scope of {fork
(Attachment B) consistent with the highest standards and code of ethics of
the engineering profession.
SECTION X
TERMINATION OF CONTRACT
The obligation to provide services under this Agreement may be
terminated by either party upon thirty (30) days' written notice in the
event of substantial failure by the other party to perform in accordance
with the terns thereof through no fault of the terminating party. The OWNER
may terminate this Agreement upon forty-five (45) days' written notice to
the ENGINEER for any reason. In the event of any termination, ENGINEER wall
be paid for all services rendered and reimbursable expenses incurred to the
date of termination and, in addition, all reimbursable expenses directly I
attributable to termination.
SECTION XI j
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SUCCESSORS AND ASSIGNMENTS
OWNER and ENGINEER each are hereby bound and the partners, successors, 3
executors, administrators and legal representatives of OWNER and ENGINEER
are hereby bound to the other party to this Agreement and to the partners,
successors, executors, administrators and legal representatives (and said
assigns) of such other party, in respect of all covenants, agreements and I 1
obligations of this Agreement. t
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Neither OWNER nor ENGINEER shall assign, sublet or transfer any rights
under or interest in (including, but without limitation, moneys that may
become due or moneys that are due) this Agreement without the written
consent of ne other, except to the extent that any assignment, subletting j
or transfer is mandated by law or the effect of this limitation nay be
restricted by law. Unless specifically stated to the contrary in ary
( written consent to an assignment, no assignment will release or discharge t
contained in this paragraph shall prevent ENGINEER from employing such I
independent associates And consultants as ENGINEER may deem appropriate to ;
assist in the performance of services hereunder,
Nothing under this Agreement shall be construed to give any rights or I
benefits in this Agreement to anyone other than OWNER and ENGINEER, and all I
duties and responsibilities undertaken pursuant to this Agreement will be
for the sole and exclusive benefit of OWNER and ENGINEER and not for the II
benefit of any other party.
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This Agreement and amendments thereto i
inclusive) constitutes the entire AgreementcbetweennOWNER andgENGINEERoand
supersedes all prior written or oral understandings. This Agreement may
only be amended, ;;upplemented, modified or cancelled by a duly executed
written instrument.
SECTION XII
ATTACHMENTS
The following Attachment,N are appended to and made a part of this 1 +
Agreement: .
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Attachment A: Schedules of Charges
Attachment 8: Scope of Stork
Attachment C: Project Schedule
I This contract is e):ecuted in two counterparts. '
ATTEST: CITY OF DENTON, TEXAS (OiJNER)
B
ATTEST. C. H. GUERNSEY 6 COMPANY (ENGINEER)
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Approved as to form:
City Attorney
City of Denton, Texas {
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ATTACHMENT A
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SCHEDULE OF CHARGES
For all services rendered by Engineer in connection vith the Schedule
of Engineering Services, compensation shall be on a cost-plus basis, i.e.,
compensation shall be a sum equal to the applicable total labor cost of
engineer, plus 1004 therefor, plus reimbursement of actual transportation,
reasonable subsistence paid to employees incident to the project, and all
expenses for telephone, supplies, computer services and postage applicable
and necessarily incurred in carrying out the engineering r..sponsibilities
required. The applicable total labor cost is defined as the cost of
salaries (including sick leave, vacation and holiday pay applicable thereto)
of personnel for time directly chargeable to the project; plus employment
and payroll taxes, plus contributions fur social security, unemployment
compensation insurance, time and benefits and medical insurance benefits.
Total labor cost is equal to 1.35 times payroll; this factor is subject
i to annual adjustment.
Any subconsultant charges shall be billed at actual cost tires a
multiplier of 1.10,
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ATTACHMENT B
SCOPE OF WORK f
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Denton Municipal Utilities performed a comprehensive cost of serv-
ice and rate analysis study for the electric utility a few years ago.
Denton would like to davelop an analysis and recommendations for pres- ;
entation to the Utilities Board and to the City Council, on the feasi-
bility and appropriateness of certain electric retail rate schedules.
The various tasks that need to be performed by the Engineer will in-
clude:
Task 1. Development of Standby and Partial Requirements Retail Rate
Schedule.
At the present time Denton does not have a rate schedule that
would be applicable to customers who require only standby
service or partial requirements service. Some of Denton's ex-
isting customers have indicated their interest in development
of such a rate tariff. To assist in the development of such a
rate, analysis needs to be performed to identify the fixed and
variable costs associated with providing this kind of service.
The analysis would consist of not only historic embedded but
I also marginal or incremental cost concepts.
Task 2. Development of an Industrial/Econmomic Development Retail. '
Electric Rate Tariff
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Numerous electric utilities have developed a special industrial
/economic development rate applicable for new industrial cus.
toners willing to locate in their service territory or for ex-
isting customers who increase their present load requirements. i I
Development of additional industrial load is likely to have a
favorable impact not only on the Denton Electric operations but
on the overall areawide economy.
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During the performance of this task, the Engineer will be re-
quired to review industrial/economic development rates offered
f by neighboring utilities. The basis for the development of
industrial/economic development rate which can be supported by
legitimate and reasonable cost of service considerations in-
cluding either embedded cost or marginal cost concepts will be
developed. A time frame will also be established for the in-
plementation and phase out of such rate if desirable.
Task 3. Time-of-Use Rates
f Denton has time-of-use rates applicable for some customer
classes. It is believed that the acceptance of the time-of-use
{ rates has of been very enthusiastic by the a_stomers. Engi-
neer will perform an analysis to review the existing time of
1 use rate a„a suggest modifications or improvements which will
make the application of time of use rates more neceptable to
the customers and moro equitable from the cost of service
standpoint,
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Task 4. Development of Thermal Storage Rate J
Denton is interested in development of a thermal storage rate. f
Development of such a rate would be beneficial to the overall ll
energy conservation and lead management goals of Denton while
at the sane time, offer cconomic incentives to the end user.
The Engineer will perform an analysis and develop s thermal
storage rate which is responsive to ratemaking and cost of
service principals and is responsive to load management and
load conservation goals of Denton.
Task 5. Cost of Service Analysis !
Denton has recently performed a comprehensive cost of Service
study. Denton has a knowledgeable staff, well versed in the
overall working of cost of service concepts.
The Engineer will assist the Denton staff in the development of
a cost of service study using more recent information. The
likely test year to be used for the cost of service is fiscal
year 1988.89. The Engineer will make available a PC-based cost
of service program that could be made applicable to Denton's
needs, The Engineer will assist and provide training to the
staff in the understanding and rtimning of the cost of service
PC-based program.
Task G, Miscellaneous
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The Engineer will briefly reviews the previous analysis and i
recommendations performed in the areas of load research and
I financial accounting system for Denton. Eased upon his review j
of the existing recommendations from already prepared reports
and documents, the Engineer will make recommendations regarding
the future course of action to be followed by Denton to con-
1 tinue to acquire quality load research data and to try to tm-
{ prove the financial accounting system.
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ATTAC D E,YT C
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PROJECT SCHEDULE
Deliverables
1. The Engineer shall prepare a written report of findings and recom-
mendations for Scope of Work, Tasks 1 through 6. The report shall
include:
An executive summary of key points and recommendations.
Supporting exhibits, schedules, figures and work papers.
2. The Engineer shall deliver a PC-based cost of service model/program
to the City's staff for its use.
3. The Engineer shall participate in up to two ;2) meetings to present
the findings of his analysis to the Utility Board and to the City
Council,
Performance Period
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Within sixty (60) days iro. the execution of the Agreement for En-
gineering Services, the Engineer shall prepare and submit a draft report
to Denton, along with a PC-based cost of service model/program.
Within twenty (20) days after receiving comments on the draft re-
port from Denton, the Engineer shall provide a final written report to
Denton,
} The E*dineer shall participate in up to two meetings with the Den-
ton Utility Board and the City Council as requested by Denton.
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