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HomeMy WebLinkAbout2000-409FILE REFERENCE FORM 1 2000-409 X Additional File Exists Additional File Contains Records Not Public, According to the Public Records Act Other Date Initials First Amendment to Professional Services Agreement (original is attached) 11/21/01 JR Second Amendment to Professional Services Agreement (original is attached) 12/05/02 J R Third Amendment to Professional Services Agreement Ordinance No. 2005-091 03/22/05 J R ORDINANCE NO. ate- 4_pq AN ORDINANCE OF THE CITY OF DENTON, TEXAS AUTHORIZING THE CITY MANAGER TO EXECUTE A PROFESSIONAL SERVICES AGREEMENT WITH SGS WITTER, INC. FOR. ENGINEERING AND OTHER RELATED SERVICES FOR DENTON MUNICIPAL ELECTRIC; AUTHORIZING THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City Council deems it in the public interest to engage SGS Witter, Inc., of Lubbock, Texas ("SGS"), to provide professional engineering and other related services to the City for Denton Municipal Electric ("DME"); and WHEREAS, the City staff has reported to the City Council that there is a substantial need for the above -described professional engineering and other related services, and that limited City staff cannot adequately perform the services and tasks with its own personnel; and WHEREAS, Chapter 2254 of the Texas Government Code, known.as the "Professional Services Procurement Act", generally provides that a City may not select a provider of professional services on the basis of competitive bids, but must select the provider on the basis of demonstrated competence, knowledge, and qualifications; and for a fair and reasonable price; and WHEREAS, the City Council has provided in the City Budget for the appropriation of funds to be used for the purchase of the professional engineering and other related services as set forth in the Professional Services Agreement; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1: That the City Manager is hereby authorized to execute a Professional Services Agreement with SGS Witter, Inc., for professional engineering and other related services for Denton Municipal Electric, in substantially the form of the Professional Services Agreement attached hereto and incorporated herewith by reference. SECTION 2: That the award of this Agreement by the City is on the basis of the demonstrated competence, knowledge, and qualifications of SGS and the ability of SGS to perform the services needed by the City for a fair and reasonable price. SECTION 3: That the expenditure of funds as provided in the attached Professional Services Agreement is hereby authorized. SECTION 4: That this ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the 'ji� day of (VOvem6-r 2000 EULINE BROCK, MAYOR ATTEST JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM HERBERT L PROUTY, CITY ATTORNEY �" C" By S \Our Documents\Ordinances\00\SGS Witter Inc PSA Yearly Engr Svcs 2000 2001 DME doe STATE OF TEXAS § COUNTY OF DENTON § PROFESSIONAL SERVICES AGREEMENT FOR ENGINEERING SERVICES AND RELATED SERVICES PERTAINING TO APPROVED ELECTRICAL POWER SYSTEM CONSTRUCTION PROJECTS FOR DENTON MUNICIPAL ELECTRIC THIS A�TREEMENT is made and entered into on the day of J�yC_ 2000, by and between the City of Denton, Texas, a exas Municipal Corporation, with its principal office at 215 East McKinney Street, Denton, Texas 76201 (hereinafter "OWNER"), and SGS Witter, Inc, a Corporation, with its corporate office at 4727 South Loop 289, Suite 201, P 0 Box 53969, Lubbock, Texas 79453 (hereinafter "CONSULTANT'), the parties acting herein, by and through their respective duly-authonzed representatives and officers WITNESSETH, that in consideration of the covenants and agreements herein contained, the parties hereto do mutually AGREE as follows ARTICT E I EMPLOYMENT OF CONSULTANT The OWNER hereby contracts with CONSULTANT, as an independent contractor, and the CONSULTANT hereby agrees to perform the services herein in connection with the Project as stated in the Articles to follow, with diligence and in accordance with the professional standards customarily obtained for such services in the State of Texas The professional services set forth herein are in connection with the following described project (the "Project") Professional engineering and other related services pertaining to the support of design for approved electrical power system construction projects for a one-year term on a non-exclusive, as -needed basis, as requested by Denton Municipal Electric ("DME") ARTICLE TT SCOPE OF SERVICES The CONSULTANT shall perform the following basic services in a professional manner A CONSULTANT shall perform all those services as are necessary and as described in the letter from Steve Owens, P E , Vice President of CONSULTANT to Chuck Sears, Engineering Administrator, DME, dated August 21, 2000 and CONSULTANT'S "Proposal to City of Denton" dated August 17, 2000, which are attached in pertinent part hereto as Exhibit "A" and are incorporated herewith by reference B If there is any conflict that arises between the terms of this Agreement and the Exhibit attached to this Agreement, then the terms and conditions of this Agreement shall control over the terms and conditions of the attached Exhibit arsosWitt" Inc (kn,yew EW Svc, PSAoIvIEcan Page 1 of 10 ARTTCT E ITT ADDITIONAL SERVICES Any additional services to be performed by the CONSULTANT, if authorized by the OWNER, which are not included as Basic Services in the above -described Scope of Services, set forth as provided by Article II heremabove, shall be later agreed -upon by OWNER and CONSULTANT, who shall determine, in writing, the scope of such additional services, the amount of compensation for such additional services, and other essential terms pertaining to the provision of such additional service by the CONSULTANT ARTTCT E IV PERIOD OF SERVICE A This Agreement provides for a one-year term Tlus Agreement shall become effective upon its execution by the OWNER and the CONSULTANT, and services shall be provided hereunder upon the issuance of a notice to proceed by the OWNER This Agreement shall remain in force for the period that may reasonably be required for the completion of the Project activities, including Additional Services, if any, and any required extensions approved by the OWNER Tlus Agreement may be sooner terminated in accordance with the provisions hereof TIME IS OF THE ESSENCE IN THE PERFORMANCE AND COMPLETION OF THIS AGREEMENT CONSULTANT shall make all reasonable efforts to complete the services set forth herein as expeditiously as possible and to meet the schedule reasonably established by the OWNER, acting through its Director of Electric Utilities or her designee B CONSULTANT and OWNER fiuther agree that the terms of this Agreement may be extended by OWNER for an additional one-year term upon the completion of the term of this Agreement at CONSULTANT'S then prevailing year 2001 standard billing rates charged to municipal governments, by a written amendment to this Agreement approved by the duly-authonzed officers and representatives of the OWNER and CONSULTANT ARTTCTE V COMPENSATION A COMPENSATION TERMS 1 "Direct Non -Labor Expense" is defined as that expense [other than "per diem" expense], based upon actual cost plus 10%, for any out-of-pocket expense reasonably incurred by the CONSULTANT related to its performance of this Agreement for long distance telephone charges, telecopy charges, messenger services, printing and reproduction expenses, out-of-pocket expenses for purchased computer time, prudently incurred travel expenses related to the work on the Project, and smular mcidental expenses incurred in connection with the Project B BILLING AND PAYMENT For and in consideration of the professional services to be performed by the CONSULTANT S bin DuoummUMn#No SGS WIMN Om Y. Bop Svm PSA Db ME Page 2 of 10 herein, the OWNER agrees to pay CONSULTANT, based upon the satisfactory completion of the Basic Services tasks set forth in the Scope of Services as shown in Article II above, as follows 1 CONSULTANT shall perform its work on this Project on an hourly fee basis, plus reimbursement for all reasonably incurred out-of-pocket expenses, billed monthly CONSULTANT shall bill from time sheets, in minimum one half (1/2) hour increments of time, at the rates set forth in CONSULTANT'S "Proposal to City of Denton," a six (6) page document, in pertinent part, dated November August 17, 2000 from CONSULTANT to OWNER respecting the scope of services and the compensation and expense price structure, including the "Attachment to Standard Rate Sheet ---Special Charges and Adders", all of which is attached hereto as Exhibit "A" and which is incorporated herewith by reference OWNER shall pay to CONSULTANT for its professional services performed, and for its out - of pocket expenses incurred in the Project, a total amount not to exceed $350,000 00 2 Partial payments to the CONSULTANT will be made monthly based on the percent of actual completion of the Basic Services, rendered to and approved by the OWNER through its Director of Electric Utilities or her designee However, under no circumstances shall any monthly statement for services exceed the value of the work performed at the time a statement is rendered The OWNER may withhold the final ten (10%) percent of the above not -to -exceed amount until satisfactory completion of the Project by CONSULTANT 3 Nothing contained in this Article shall require the OWNER to pay for any work that is not submitted in compliance with the terms of tlus Agreement OWNER shall not be required to make any payments to CONSULTANT at any time when CONSULTANT is in default under this Agreement 4 It is specifically understood and agreed that the CONSULTANT shall not be authorized to undertake any work pursuant to this Agreement which would require additional payments by the OWNER for any charge, expense or reimbursement above the not -to -exceed amount as stated hereinabove, without first having obtained the prior written authorization from the OWNER CONSULTANT shall not proceed to perform any services to be later provided for under Article III "Additional Services" without first obtaining prior written authorization from the OWNER C ADDITIONAL SERVICES For additional services authorized in writing by the OWNER in Article III heremabove, CONSULTANT shall be paid based on a to -be -agreed -upon Schedule of Charges Payments for additional services shall be due and payable upon submission by the CONSULTANT, and shall be in accordance with Article V B heremabove Statements for Basic Services and any Additional Services shall be submitted to OWNER no more frequently than once monthly D PAYMENT If the OWNER fails to make payments due the CONSULTANT for services and expenses within forty-five (45) days after receipt of the CONSULTANT's undisputed statement thereof, the amounts due the CONSULTANT will be increased by the rate of one percent (1%) per month from and after the said forty-fifth (45th) day, and in addition, thereafter, the CONSULTANT may, after giving ten (10) days written notice to the OWNER, suspend services under tlus Agreement until the CONSULTANT has been paid in sa.,W. WW0.e Y..w s."PSADWB Page 3 of 10 full for all amounts then due and owing, and not disputed by OWNER, for services, expenses and charges Provided, however, nothing herein shall require the OWNER to pay the late charge of one percent (1%) per month as set forth herein, if the OWNER reasonably determines that the CONSULTANT's work is not submitted in accordance with the terms of this Agreement, in accordance with Article V B of tlus Agreement, and OWNER has notified CONSULTANT of that fact in writing ARTICLE VT OBSERVATION AND REVIEW OF THE WORK The CONSULTANT will exercise reasonable care and due diligence in discovering and promptly reporting to the OWNER any defects or deficiencies in the work of CONSULTANT ARTICLE VTT OWNERSHIP OF DOCUMENTS All original documents prepared or furnished by the CONSULTANT pursuant to this Agreement are instruments of service and shall become the property of the OWNER upon the termination of this Agreement The CONSULTANT is entitled to retain copies of all such documents The documents prepared and fimushed by the CONSULTANT are intended only to be applicable to this project and OWNER's use of these documents in other projects shall be at OWNER's sole risk and expense In the event the OWNER uses the Agreement in another project or for other purposes than specified herein any of the information or materials developed pursuant to this agreement, CONSULTANT is released from any and all liability relating to their use in that project ARTTCTE VTTT INDEPENDENT CONTRACTOR CONSULTANT shall provide services to OWNER as an independent contractor, not as an employee of the OWNER CONSULTANT shall not have or claim any right ansing from employee status IU► ul►1 11 I u ► 1 The CONSULTANT shall indemnify and save and hold harmless the OWNER and its officials, officers, agents, attorneys and employees from and against any and all liability, claims, demands, damages, losses and expenses, including but not limited to court costs and reasonable attorney fees incurred by the OWNER, and including without limitation damages for bodily and personal injury, death, or property damage, resulting from the negligent acts or omissions of the CONSULTANT or its officers, shareholders, agents, attorneys and employees in the execution, operation, or performance of this Agreement Nothing in this Agreement shall be construed to create a liability to any person who is not a party to this Agreement and nothing herein shall waive any of the party's defenses, both at law or equity, to any claim, cause of action or litigation filed by anyone not a party to this Agreement, including the defense of governmental immunity, which defenses are hereby expressly reserved S WueGaummuMunwcuWmSG8 W1w M PoOYev EW S.. PSA DW L Page 4 of 10 During the performance of the Services under tlus Agreement, CONSULTANT shall maintain the following insurance with an insurance company licensed to do business in the State of Texas by the State Insurance Board or any successor agency, that has a rating with A M Best Rate Carriers of at least an "A-" or above A Comprehensive General Liability Insurance with bodily injury limits of not less than $500,000 for each occurrence and not less than $500,000 in the aggregate, and with property damage limits of not less than $100,000 for each occurrence and not less than $100,000 in the aggregate B Automobile Liability Insurance with bodily injury limits of not less than $500,000 for each person and not less than $500,000 for each accident and with property damage limits for not less than $100,000 for each accident C Worker's Compensation Insurance in accordance with statutory requirements, and Employer's Liability Insurance with limits of not less than $100,000 for each accident D Professional Liability Insurance and/or Errors & Omissions Insurance with limits of not less than $500,000 annual aggregate E CONSULTANT shall fimush insurance certificates or insurance policies at the OWNER's request to evidence such coverages The insurance policies shall name the OWNER as an additional insured on all such policies to the extent that is legally possible, and shall contain a provision that such insurance shall not be cancelled or modified without thirty (30) days prior written notice to OWNER and CONSULTANT In such event, the CONSULTANT shall, prior to the effective date of the change or cancellation of coverage, deliver copies of any such substitute policies, famishing at least the same policy limits and coverage, to OWNER ARTTCLE XT ARBITRATION AND ALTERNATE DISPUTE RESOLUTION The parties may agree to settle any disputes under this Agreement by submitting the dispute to arbitration or other means of alternate dispute resolution such as mediation No arbitration or alternate dispute resolution ansmg out of or relating to, this Agreement involving one party's disagreement may include the other party to the disagreement without the other's approval ARTTCLE XTT TERMINATION OF AGREEMENT A Notwithstanding any other provision of this Agreement, either party may terminate this Agreement by providing thirty (30) days advance written notice to the other party B This Agreement may alternatively be terminated in whole or in part in the event of either party substantially failing to fulfill its obligations under this Agreement No such termination s win Omnmm�na.cu 08 Wmvine On>Y=&V sw rsn O�mc Page 5 of 10 will be effected unless the other party is given (1) written notice (delivered by certified mail, return receipt requested) of intent to terminate and setting forth the reasons specifying the nonperformance or other reason(s), and not less than thirty (30) calendar days to cure the failure, and (2) an opportunity for consultation with the termmating party prior to termination C If the Agreement is terminated prior to completion of the services to be provided hereunder, CONSULTANT shall immediately cease all services upon receipt of the written notice of termination from OWNER, and shall render a final bill for services to the OWNER within twenty (20) days after the date of termination The OWNER shall pay CONSULTANT for all services properly rendered and satisfactorily performed, and for reimbursable expenses prior to notice of temunation being received by CONSULTANT, in accordance with Article V of this Agreement Should the OWNER subsequently contract with a new consultant for the continuation of services on the Project, CONSULTANT shall cooperate in providing information to the OWNER and to the new consultant If applicable, OWNER shall allow CONSULTANT a reasonable time to transition and to turn over the Project to a new consultant CONSULTANT shall turn over all documents prepared or furnished by CONSULTANT pursuant to this Agreement to the OWNER on or before the date of termination, but may maintain copies of such documents for its files ARTICLE XTTT RESPONSIBILITY FOR CLAIMS AND LIABILITIES Approval of the work by the OWNER shall not constitute nor be deemed a release of the responsibility and liability of the CONSULTANT, its officers, employees, or agents, for the accuracy and competency of their work performed pursuant to this Agreement, nor shall such approval by the OWNER be deemed as an assumption of such responsibility by the OWNER for any defect in the work prepared by the CONSULTANT, its principals, officers, employees, and agents \71Y[N/0.1411 All notices, communications, and reports required or permitted under this Agreement shall be personally delivered to, or telecopied to, or mailed to the respective parties by depositing same in the United States mail at the addresses shown below, postage prepaid, certified mail, return receipt requested, unless otherwise specified herem To CONSULTANT SGS Witter, Inc Steve Owens, P E , Vice -President P O Box 53969 Lubbock, Texas79453 Fax (806)795-7526 IT.t� i11�� �L:47 City of Denton, Texas Michael W Jez, City Manager 901-A Texas Street Denton, Texas 76201 Fax (940)349-8596 All notices provided under tlus Agreement shall be effective upon their actual receipt by the party to whom such notice is given, or three (3) days after mailing of the notice, whichever event S bin W111tt W OocVev Up Svn PSA DM Ja Page 6 of 10 shall first occur This Agreement consisting of ten (10) pages and one (1) Exhibit constitutes the complete and final expression of the Agreement of the parties and is intended as a complete and exclusive statement of the terms of their agreements, and supersedes all prior contemporaneous offers, promises, representations, negotiations, discussions, communications, understandings, and agreements which may have been made in connection with the subject matter of this Agreement .\:7111iNw�:�I If any provision of this Agreement is found or deemed by a court of competent Iunsdiction to be invalid or unenforceable, it shall be considered severable from the remainder of this Agreement, and shall not cause the remainder to be invalid or unenforceable In such event, the parties shall reform this Agreement, to the extent reasonably possible, to replace such stricken provision with a valid and enforceable provision which comes as close as possible to expressing the original intentions of the parties respecting any such stricken provision ARTICLE. XVII COMPLIANCE WITH LAWS CONSULTANT shall comply with all federal, state, local laws, rules, regulations, and ordinances applicable to the work performed by CONSULTANT hereunder, as they may now read or as they may hereafter be amended : A It 1 II � • " • 11' � In performing the services required hereunder, CONSULTANT shall not discriminate against any person on the basis of race, color, religion, sex, national origin or ancestry, age, or physical handicap .� .MUTSTM A CONSULTANT represents that it has or will secure at its own expense all personnel required to perform all the services required under this Agreement Such personnel shall not be employees or officers of, nor have any contractual relations with the OWNER CONSULTANT shall immediately inform the OWNER in writing of any conflict of interest or potential conflict of interest that CONSULTANT may discover, or which may anse during the term of this Agreement B OWNER requires that CONSULTANT carefully safeguard all documents, data, and information provided by OWNER to CONSULTANT incident to this engagement CONSULTANT recognizes that such documents, data, and information, involve sensitive, 9 wurD nmenu�nl0cY\atl30S Winer lw one Yea enu Svcs FSA DM8 tl Page 7 of 10 competitive issues, in some cases, confidential information, and in some cases proprietary information, and the disclosure of such information by CONSULTANT to any third party, without the express written consent of OWNER, is expressly prohibited by OWNER, and would likely cause economic loss and detriment to OWNER Any such unauthorized disclosure of information by CONSULTANT shall constitute an act of default respecting tlus Agreement CONSULTANT represents to OWNER that it will safeguard OWNER's information and will, upon OWNER'S reasonable request, provide OWNER with CONSULTANT'S policies regarding its procedures for identifying conflicts of interest, and its procedures and safeguards which are in place which would apply to CONSULTANT'S treatment and handling of OWNER'S documents, data, and information during tlus engagement C All services required hereunder will be performed by CONSULTANT or under its direct supervision All personnel engaged in performing the work provided for in this Agreement, shall be qualified, and shall be authorized and permitted under applicable state and local laws to perform such services ARTICLE XX ASSIGNABILITY The CONSULTANT shall not assign any interest in this Agreement and shall not transfer any interest in this Agreement (whether by assignment, novation or otherwise) without the prior written consent of the OWNER CONSULTANT shall promptly notify OWNER of any change of its name as well as of any material change in its corporate structure, its location, and/or in its operations ARTICLE XXT MODIFICATION No waiver or modification of this Agreement or of any covenant, condition, limitation herein contained shall be valid unless in writing and duly executed by the party to be charged therewith No evidence of any waiver or modification shall be offered or received in evidence in any proceeding arising between the parties hereto out of or affecting this Agreement, or the rights or obligations of the parties hereunder, unless such waiver or modification is in writing, duly executed The parties further agree that the provisions of this Article will not be waived unless as herein set forth ARTICLE XXIT MISCELLANEOUS A CONSULTANT agrees that OWNER shall, until the expiration of three (3) years after the final payment made by OWNER under this Agreement, have access to and the right to examine any directly pertinent books, documents, papers and records of the CONSULTANT involving transactions relating to this Agreement CONSULTANT agrees that OWNER shall have access during normal working hours to all necessary CONSULTANT facilities and shall be provided adequate and appropriate working space in order to conduct examinations or audits in compliance with this Article OWNER shall give CONSULTANT reasonable advance notice of all intended examinations or audits s w.. mcummmcow.euwascs Wiw m O. Y...&VS. ., PM Das Page 8 of 10 B Venue of any suit or cause of action under this Agreement shall he exclusively in Denton County, Texas This Agreement shall be governed by and construed in accordance with the laws of the State of Texas C For purposes of this Agreement, the parties agree that Steve Owens, P E , Vice President of CONSULTANT, and Senior Electrical Engineer of the Lubbock, Texas office of CONSULTANT (``Owens') shall serve as the Project Manager of CONSULTANT respecting this engagement, shall develop the scope of services with OWNER'S designated employees, and shall oversee all engineering activities on the Project This Agreement has been entered into with the understanding that Owens shall serve as the CONSULTANT's Project Manager and will be a key person serving the OWNER on this Project Any proposed changes requested by CONSULTANT, respecting Owens serving as the Project Manager on the Project, shall be subject to the approval of the OWNER, which approval the OWNER shall not unreasonably withhold Nothing herein shall limit CONSULTANT from using other qualified and competent members of its firm to perform the other services required herein, under its supervision or control D CONSULTANT shall commence, carry on, and complete its work on the Project with all applicable dispatch, and in a sound, economical, efficient manner, and in accordance with the provisions hereof In accomplishing the Project, CONSULTANT shall take such steps as are appropriate to ensure that the work involved is properly coordinated with related work being carried on by the OWNER E The OWNER shall assist the CONSULTANT by placing at the CONSULTANT's disposal all available information pertinent to the Project, including previous reports, any other data relative to the Project and arranging for the access to, and make all provisions for the CONSULTANT to enter in or upon, public and private property as required for the CONSULTANT to perform professional services under this Agreement OWNER and CONSULTANT agree that CONSULTANT is entitled to rely upon information fiunished to it by OWNER without the need for further inquiry or investigation into such information F The captions of this Agreement are for informational purposes only and shall not in any way affect the substantive terms or conditions of this Agreement IN WITNESS WHEREOF, the City of Denton, Texas has executed this Agreement in four (4) original counterparts, by and through its duly authorized City Manager, and CONSULTANT has exec�ited this�g�eement b�L�ugh its duly authorized undersigned officer, on this the da of �� 2000 ``CITY" CITY OF DENTON, TEXAS Michael Jez ty anager S1 vrL um=U\CnpaGa QSWIW+ImOnnYaarEWSvuPSAUM9Ern Page 9 of 10 ATTEST JENNIFER WALTERS, CITY SECRETARY By lllj� hjja_��& 4 APPROVED AS TO LEGAL FORM BERBERT L PROUTY, CITY ATTORNEY By "CONSULTANT" SGS WITTER, INC A Corporation By /t / Donald G Gr Executive Vice -Preside ATTEST e %/, /� 11 S Our am[nUr nYuc 08WhWWt0 YMEWSvoPSA0M dw OI R I G I N A L Page 10 of 10 VWAV TV S G S 1 7 1 d TER, ETC• Lubbocl TX Albuquerque NM �J 1 31� Consulting Engineers & Planners August 21, 2000 Re City of Denton Proposal for Engineering Services Mr Chuck Sears Denton Municipal Electric 901-A Texas Street Denton, Texas 76201 Dear Mr Sears Attached is our proposal to the City of Denton to offer engineering services to assist the DME Electric Engineering Department The proposal summarizes our company's complete capabilities with references and specific projects listed The majority of the assistance is expected to be with substation and transmission line design. The most recent such projects are highlighted Information is also provided on our distribution design, planning, and coordination capabilities as assistance in these areas is also offered. We propose to offer these services for a period of one year with an option to extend the agreement for a second year We propose to offer our services at the enclosed 2000 Billing Rates Rates are adjusted annually Our company had a similar arrangement with Lubbock Power and Light for a two-year period We designed a new substation, modified several substations, designed a transmission line, prepared a ten year long range plan, and developed construction units including drawings These were items that LP&L needed assistance with in order to get them accomplished in a reasonable time frame This arrangement should be valuable to the City of Denton in meeting rapidly growing electric demand requirements in the shortest possible time There would not be a built in delay in selecting design professionals before the actual facility design would commence We could be involved in as little or as much of a project as determined by DME personnel We have the capability and experience to move a project from conception to design to constriction as quickly as it can be done in the industry Please let us know if you have additional questions about our proposal SO alh Enclosure Sincerely, SGS Witter, Inc Steve Covens, P E , Vice President Exhibit "A" SGS Witter, Inc • P 0 Box 53969, Lubbock, TX 79453. Office (806) 795 6827 • Fax 795 7526 PROPOSAL TO CITY OF DENTON I m ENGINEERING SERVICES SGS WITTER, INC CONSULTING ENGINEERS LUBBOCK, TEXAS August 17, 2000 MANAGEMENT PLAN SGS Witter proposes to perform engineering services for Denton Municipal Electric (DME) on an as needed basis All services would be billed on a time and expenses basis according to the current years' billing rate schedule (year 2000 rate schedule enclosed) The term of the agreement will be one year from the date of the contract with an option to extend for an additional year Steve Owens is the Chief Engineer for the Lubbock office As such, Steve reviews all engineering activities and will be the primary contact for CITY OF DENTON engineering staff At the outset of each project Steve Owens in the Lubbock office will develop the scope in conjunction with CITY OF DENTON personnel SGSW management will determine available personnel and other required resources for each project Steve Owens will then assign appropriate engineering personnel and oversee all engineering activities on each project As each project progresses, the senior staff of SGSW will work directly with the appropriate staff members of CITY OF DENTON This working relationship should be flexible and dynamic in order to achieve the most efficient results Senior staff will continually monitor progress and status of each project in this proposal In working for various utilities, IOUs, municipals, cooperatives and federal agencies, we develop the structure to perform a project based on our assessment of best means to complete that project From the diverse requirements of our clients, by necessity, one of our strengths is developing the best approach for a project We can provide turnkey projects with minimal CITY OF DENTON input or work closely with CITY OF DENTON staff We anticipate the majority of the work will be performed in the Lubbock office Any work done by SGSW staff in the Albuquerque office will be coordinated through Steve Owens lies responsibilities will also include maintaining intimate knowledge of the project throughout its life and final approval on the majority of the projects We can offer a staff of the size and expertise to provide complete distribution, transmission, and substation engineering for scheduled projects and those required for future growth of the CITY OF DENTON system. We are an efficient, productive firm with adequate staffing to complete all services as outlined in this proposal SGSW has standardized our rate structure in both offices for all clients Many of our clients are Rural Electric Cooperatives, but we also work with other utilities Most of you know our Lubbock employees, but you may not know our Albuquerque employees Since we sometimes utilize someone from our Albuquerque office, and since they may appear on your invoice, we thought you might like to have a list of all SGSW employees Lubbock Office Albuquerque Office Don Gray Bob Witter, P E Steve Owens, P E George Nail, P E Gene Smith Jim Bardwell, P E Charles Pfrngsten Mike Smith, P E Donny Payne, P E Joe Kamz, R L S Travis Neal, P E Stuart Akers, P E Kurt Staller, EIT Peter Belkm, P E Ricky Kimberlin Laurie Barr Pete Giovannettt Cart Cobb Randy Shaw Glenn Perez Luis Cisneros Judy Cox Jose Martinez Harry Barnes Heath Dudley Edwin Johnston Sally Pfingsten George Perez Judy Krchmar Peter Pino Addle Hicks Sharon Rogers 2000 STANDARD BILLING RATES Billing Billine Classification Rates Emplovees Principal or Sr Pro Engr 5 $99 Principal or Sr Pro Engr 4 $89 Steve, Bob, Jim, Dick, George, Mike Principal $82 Don, Gene Principal or Sr Pro Engr 2 $74 Principal or Sr Pro Engr 1 $68 Professional Engineer 5 $85 Professional Engineer 4 $78 Donny, Stuart Professional Engineer 3 $70 Travis Professional Engineer 2 $65 Professional Engineer 1 $58 Engineer 5 $77 Peter B Engineer $65 Engineer 3 $59 Kurt Engineer $54 Engineer 1 $49 Registered Land Surveyor 5 $83 Joe Registered Land Surveyor 4 $75 Registered Land Surveyor 3 $68 Registered Land Surveyor 2 $63 Registered Land Surveyor 1 $57 Senior Staff 5 $75 Harry Senior Staff 4 $69 Charley Senior Staff 3 $63 Ricky Senior Staff $59 Senior Staff $55 Chief Technician 5 $64 Catt Chief Technician 4 $59 Chief Technician 3 $55 Laurie, Edwin Chief Technician 2 $52 Glenn P, Peter P Chief Technician 1 $49 2000 STANDARD BILLING RATES Page 2 Billing Billing Classification Rates Emplovees Survey Party Chief 5 $53 Survey Party Chief 4 $50 Survey Party Chief 3 $47 Survey Parry Chief 2 $43 Pete G Survey Party Chief 1 $41 Senior Technician 5 $54 Senior Technician 4 $51 Senior Technician 3 $48 Randy Senior Technician 2 $44 Luis Senior Technician 1 $41 Technician 5 $45 Technician 4 $42 Sally, George P Technician 3 $41 Technician 2 $38 Technician 1 $35 Associate Technician 5 $38 Heath, Jose Associate Technician 4 $35 Associate Technician 3 $33 Associate Technician 2 $30 Associate Technician 1 $28 Office Staff 5 $41 Office Staff 4 $39 Judy C Office Staff 3 $37 Sharon, Judy K Office Staff 2 $35 Addie Office Staff 1 $32 ATTACHMENT TO STANDARD RATE SHEET SPECIAL CHARGES AND ADDERS Page 3 Overtime Standard rate times 13 multiplier Per Diems Short -Term Per Diem rates will be established for each project as either "Low Cost" or "High Cost" areas as set by federal tax code Long -Term (longer than 1 month stays) rate is $75 00 Work Order Review $500 per day plus Mileage and Per Diem (If principal requested, standard hourly rates will apply) CADD Adder $4 50 per hour Expenses Actual Out-of-pocket + 10% (includes car rentals if requested and amount approved prior to rental) Mileage $0 35 per mile, 4WD $0 45 per mile Project Insurance SGSW carries $500,000 Professional Liability (E&O) insurance limits If higher limits are requested the cost will be a $3,000 adder to the first month's invoice FORENSIC SERVICES As negotiated with client THE STATE OF TEXAS § COUNTY OF DENTON § FIRST AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT THIS FIRST AMENDMENT to that certain "Professional Services Agreement for Engineering Services and Related Services Pertaining to Approved Electrical Power System Construction Projects for Denton Municipal Electric," (the "Agreement') executed November 7, 2000; and approved by Ordinance No. 2000-409 enacted by the Council on said date, was heretofore entered into by and between the City of Denton, Texas, a Texas Municipal Corporation with its offices at 215 East McKinney Street, Denton, Texas 76201 (hereafter referred to as "CITY"); and the firm of SGS Witter, Inc., a Corporation, with its Texas offices at 4727 South Loop 289, Suite 201, P.O. Box 53969, Lubbock, Texas 79453 (hereafter referred to as "SGS Witter"); acting herein by and through their respective duly authorized signatories; and WHEREAS, the work and projects contemplated by the Agreement have been, for a large part, delayed, neither due to the fault of the CITY nor of SGS Witter; and the PARTIES have a mutual desire to extend said Agreement in order to complete the services described and provided for in said Agreement, for an additional one-year; and NOW THEREFORE, the City of Denton, Texas and the firm of SGS Witter, Inc. (hereafter collectively referred to as the "PARTIES"), in consideration of their mutual promises and covenants, as well as for other good and valuable considerations, do hereby AGREE to the following amendment to the terms and conditions of the Agreement, to wit: I. That Article IV.B. of the Agreement provides for extension, by the CITY, of the Agreement for an additional one-year term upon the completion of the term of the Agreement, by a written amendment thereto, approved by the duly -authorized officers and representatives of the CITY and SGS Witter. II. That sentence number one of Article W.A. of the Agreement provides that: "This Agreement provides for a one-year term." That the provisions of sentence number one of Article IV.A. of the Agreement shall instead read: "This Agreement shall be extended and effective through November 7, 2002." IV. That this First Amendment to the Agreement shall be ratified and effective as of November 1, 2001. V. The PARTIES agree, that except as specifically provided for by this First Amendment to the Agreement, that all of the terms, covenants, conditions, agreements, rights, responsibilities, and obligations of the parties set forth in the Agreement, shall remain in fttll force and effect. IN WITNESS WHEREOF, the City of Denton, Texas and the firm of SGS Witter, Inc. have executed this First Amendment to Professional Services Agreement, in (4) original counterparts, b and through their resp ctive duly authorized representatives and officers on this thed day of ti 2001.. "CITY" CITY OF DENTON, TEXAS A Texas Municipal Corporation By. ichael A. 'CoAdull, , it Manager ATTEST: JENNIFER WALTERS, CITY SECRETARY By: 0 /� APPROVED AS TO LEGAL FORM: HERBERT L. PROUTY, CITY ATTORNEY "SGS WITTER" SGS WITTER, INC. A Corporation Executive Vice ._/ ATTEST: By:9 Assistant Secretary SAOur Documents\Contracts\M\SGS Witter Pirst Amended PSA-Engrg Svcs-Extn.doc THE STATE OF TEXAS § COUNTY OF DENTON § SECOND AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT THIS SECOND AMENDMENT to that certain "Professional Services Agreement for Engineering Services and Related Services Pertaining to Approved Electrical Power System Construction Projects for Denton Municipal Electric," (the "Agreement') executed November 7, 2000; and approved by Ordinance No. 2000-409 enacted by the Council on said date, was heretofore entered into by and between the City of Denton, Texas, a Texas Municipal Corporation with its offices at 215 East McKinney Street, Denton, Texas 76201 (hereafter referred to as "CITY"); and the firm of SGS Witter, Inc., a Corporation, with its Texas offices at 4727 South Loop 289, Suite 201, P.O. Box 53969, Lubbock, Texas 79453 (hereafter referred to as "SGS Witter"); acting herein by and through their respective duly authorized signatories; and WHEREAS, the City of Denton, Texas and SGS Witter have a mutual desire to further extend said Agreement and the First Amendment to Professional Services Agreement ("First Amendment') entered into on the 215` day of November, 2001 in order to complete the services described and provided for in said Agreement, for an additional period of time; no other provision is hereby affected by this amendment; and WHEREAS, the First Amendment extended the term of the terms and provisions of the Agreement from the date of the original Agreement November 7, 2000, until November 7, 2002; and WHEREAS, the CITY and SGS Witter mutually desire to further extend the period of performance for all provisions of said Agreement until such time as the work performed by SGS Witter pursuant to said Agreement is completed, or until the funds originally provided for in said Agreement are exhausted, whichever event shall first occur. NOW THEREFORE, the City of Denton, Texas and the firm of SGS Witter, Inc. (hereafter collectively referred to as the "PARTIES"), in consideration of their mutual promises and covenants, as well as for other good and valuable considerations, do hereby AGREE to the following second amendment to the terms and conditions of the Agreement, to wit: I. That Article W.B. of the Agreement provides for extension, by the CITY, of the Agreement for an additional one-year tern upon the completion of the tern of the Agreement, by a written amendment thereto, approved by the duly -authorized officers and representatives of the CITY and SGS Witter. 1 II. That sentence number one of Article W.A. of the Agreement provides that: "Thus Agreement provides for a one-year term" That the provisions of sentence number one of Article W.A. of the Agreement shall instead read: "This Agreement shall be effective on the 7`h day of November 2000, and shall be extended and effective until such time as the work performed by SGS Witter pursuant to said Agreement is completed, or until the funds originally provided for in said Agreement are exhausted, whichever event shall first occur." IV. That this First Amendment to the Agreement shall be ratified and effective as of November 7, 2002. V. The PARTIES agree, that except as specifically provided for by this Second Amendment to the Agreement, that all of the terns, covenants, conditions, agreements, rights, responsibilities, and obligations of the parties set forth in the Agreement, shall remain in full force and effect. IN WITNESS WHEREOF, the City of Denton, Texas and the firm of SGS Witter, Inc. have executed this Second Amendment to Professional Services Agreement, in (4) original counterparts, by and through their respective duly authorized representatives and officers on this the rY i, day of December, 2002. "CITY" CITY OF DENTON, TEXAS A Texas Municipal Corporation By: 9fU'VM WVj Michael A. Concluff, City anager 2 ATTEST: JENNIFER WALTERS, CITY SECRETARY • �.��II it 1 ii�/��"�% QII APPROVED AS TO LEGAL FORM: BERBERT L. PROUTY, CITY ATTORNEY By: wAl ATTEST: "SGS WITTER" SGS WITTER, INC. A Corporation / W77 S:\Our Documents\Contracts\02\SGS Witter Second Amended PSA-Engrg Svcs -Further Exm.doc