1996-125 ORDINANCE NO
AN ORDINANCE AUTHORIZING THE CITY MANAGER TO EXECUTE AN AMENDMENT
TO THE PROFESSIONAL SERVICES AGREEMENT WITH RESOURCE MANAGEMENT
INTERNATIONAL ("RMI") BY ADDING A TASK ORDER AND AUTHORIZING
ADDITIONAL COMPENSATION, AND PROVIDING AN EFFECTIVE DATE
~ That the City Manager is hereby authorized to
execute an amendment to the contract with Resource Management
International ("RMI") in substantially the form of Task Order No
96-02, which is attached to and made a part of this ordinance for
all purposes, by adding additional tasks and an additional amount
not to exceed $30,000 for the additional services to be performed
by RMI
SECT~ That the expenditure of funds as set forth in the
attached Task Order No 96-02 is hereby authorized
SECTION III That this ordinance shall become effective
immediately upon its passage and approval
PASSED AND APPROVED this the&~/~day of ~_/~__, 1996
JAC~
ATTEST
JENNIFER WALTERS, CITY SECRETARY
APPROVED AS TO LEGAL FORM
HERBERT L PROUTY, CIT~ ATTORNEY
STATE OF TEXAS §
COUNTY OF DENTON §
PROFESSIONAL SERVICES AGREEMENT
Tlus Agreement is entered into this 1st day of December 1995, by and between Resource 5
Management InternaUonal, Inc ("RMI'), a Cahfornm corporation, and City of Denton, Texas
("City"), a Texas mumc~pal corporataon with its pnnclple office at 215 East MclQnney Street,
Denton, Texas, 76201, for professional and related services to be prowded to City, both parses
acting by and through their duly authorized representauves
I
SCOPE OF SERVICES
RMI shall provide to C~ty the services set forth ~n individual Task Orders made attachments
to this Agreement, including without hm~taUon, Task Order No 95-01 "Regulatory Support
Services' which is made a part of this Agreement for all purposes
H
FEES FOR SERVICES
For services prowded by RMI to City pursuant to this Agreement, City shall pay RMI in
accordance w~th the rates and charges set forth in Exhibit A, "Fees for Sennces,' attached
hereto and made a part of this Agreement for all purposes prowded however, such charges and
rates shall not exceed $5,000 unless the City agrees by an amendment to tMs Agreement to
increase the mayamum fee for services
HI
BILLING AND PAYMENT
RMI shall submit a monthly statement to City setting forth the amount due for services and
itemizing amounts due for expenses City shall pay the full amount of such statement within
thirty (30) days after recexpt Any sums billed, not disputed in written form setting forth
specific exgeptlons and unpaid after thirty (30) days from the date of receipt, shall be subJeCt
to a late payment charge equal to the lesser of one and one-half (lt/:) percent or the maximum
rate perrmtted by law, for each month or fraction thereof past due Nothing contmned m this
article shall require the C~ty to pay for any work which is unsaUsfactory as reasonably
determined by the ExeCuttve Director of Ut~ht~es for the City or which is not submitted m
comphance w~th the terms of th~s contract Nor shall any late charge apply to any such
PAGE 1
unsaUsfactory or disputed work The City shall not be required to make any payments to RMI
when RMI is in default under this Agreement
INDEPENDENT CONTRACTOR
RMI shall provide services to City as an independent contractor, not as an employee of City
RM1 shall not have or clmm any right arising from employee status RMI agrees to perform the
servtces hereunder m connectton with the project as stated in the secttons to follow with
dthgence and m accordance with the highest professional standards obtmned for such servtces
in the State of Texas
V
TERM AND TERMINATION OF AGREEMENT
(a) Unless otherwise terminated as provided herein, th~s Agreement shall become effecttve
upon exeeuUon by the pames and shall terminate when (O the services provided for herein have
been fully and completely performed or (iQ December 31, 1998, whmhever occurs first This
Agreement may be sooner terminated in accordance with the provisions hereof Time is of the
essence in th~s Agreement RMI will make all reasonable efforts to complete the servmes set
forth hereto as expedit~ously as possible to meet the schedule established by the City
(b) Notwithstanding any other provision of this Agreement, either party may terminate th~s
Agreement by giving thirty (30) days advance written not, ce to the other party
(c) This Agreement may be terminated in whole or in part in the event of either party
substanttallyfa£~-~-n~o fulfill its obh§attons under the Agreement No such termination will be
affected, unless the breaching party is given (1) written noUce, delivered by cerUfied marl, return
receipt requested, of ~ntent to terminate, and not less than thirty (30) calendar days to cure the
fmlure, and (2) an opportunity for consultatmn with the terminating party prior to terminat~on
(d) If the Agreement is terminated prior to completion of the services to be provided
hereunder, RMI shall immediately cease all services and shall render a final bill for services to
City within thirty 00) days after the date of termlnatton, and City shall pay RMI for all servtces
properly rendered and reimbursable expenses to termlnatton incurred prior to the date of
termmatton m accordance with Sectton III Should the City subsequently contract with a new
consultant for continuation of servmes on the project, RMI shall cooperate in providing
mformatton All documents prepared or furnished by RMI pursuant to th~s Agreement shall
become the property of owner but RMI may mmntmn copies of such documents for its use
PAGE2
VI
INSURANCE
(a) RMI ahall mamtmn ~n effect at ~ts own expense, employer's hab~hty insurance, one
m~lhon dollars ($1,000,000) aggregate of comprehensive general hab~hty msuranee 0~d~ly
injury and property damage), five hundred thousand dollars ($500,000) aggregate of
comprehensive automobile hab~hty insurance (bo&ly ~njury and property damage) w~th respect
to employees and vehicles assigned to the prosecution of work under th~s Agreement, and one-
mflhon dollars ($1,000,000) aggregate of professional hab~hty ~nsurance RMI shall also
mamtmn statutory worker's compensataon ~nsurance
(b) RMI shall obtmn and thereafter ma~ntmn m effect, ~f available, such addmonal insurance
may be requested m writing by CRy, the cost of which w~ll be reimbursed by City
(e) RMI shall furmsh msuranee certtficates to evidence such coverages to CRy The C~ty
shall be named as an add~ttonal insured on such pohc~es The cerlaficates shall contain a
prows~on that such ~nsurance shall not be canceled or modified w~thout thirty (30) days prior
written not, ce to C~ty
VII
LIABILITY
Ga) RMI shall ~ndemmfy and hold harmless C~ty, its d~rector~--"s,~, ricers, partners, agents, and
employees from and agamst any and all habihty, clmms, clematiss, damages, losses, and
expenses, including but not hnuted to attorney's fees, for which RMl~esultmg from neghgent
acts, errors, or omissions by RMI,, ~ts al:rectors, officers, agents, and ehiployees m performance
of services reqmred by th~s Agreement L~abll~ty, cta~ms, demands, damages, losses, or
expenses resulting from the neghgent acts, errors or omissions, whether active or passive, by
C~ty, ~ts directors, officers, partners, agents, employees, are excluded from RMI's obhgataons
pursuant to th~s paragraph
0a) RMI's obhgations to mdemmfy and hold City harmless shall be expressly hm~ted to the
proceeds of ~ts apphcable insurance coverage
(c) In the event that C~ty changes m any way or uses m another project or for other purposes
any of the mformatton or materials developed by pursuant to th~s Agreement, RMI is released
from any and all hab~hty relating to their use m that project and to the extent allowed by law
CRy shall mdemmfy and hold harmless RMI, ~ts directors, officers, agents, and employees from
and against any and all hab~hty, clatms, demands, damages, losses, and expenses, including but
not hm~ted to attorney's fees, arising out of such changes or use
(d) Nothing ~n th~s Agreement shall be construed to create a duty to, any standard of care
w~th reference to, or any hab~hty to any person not a party to this Agreement
PAGE 3
vm
SUCCESSORS IN INTEREST
This Agreement shall be binding on, and inure to the benefit of, each party's successors in
interest, including their heirs, legatees, assignees, and legal representatives
WAIVER
Any waiver at any tame by either party of its rights with respect to a default under tlus
Agreement, or with respect to any other matters arising in connectaon with this Agreement, shall
not be deemed a waiver with respect to any subsequent default or other matter
X
SEVERAL OBLIGATIONS
Except where specifically stated m this Agreement to be otherwise, the duUes, obhgaUons,
and llablhttes of the part~es are intended to be several and not joint or collecUve Nothing
contmned in tlus Agreement shall be construed to create an associauon, trust, partnership, or
joint venture or impose a trust or partnership duty, obhgaUon, or hablhty on or with regard to
either party Each party shall be individually and severally liable for its own obhgataons under
this Agreement
Xl
All changes or modifications to this Agreement shall be in wnUng and signed by both
XII
GOVERNING LAW
This Agreement shall be construed and interpreted according to, and the rights of the pames
shall be governed by, the laws of the State of Texas Venue of any suit or cause of actaon under
this Agreement shall lie exclusively in Denton County, Texas
xm
ATTORNEY'S FEES
If either party becomes involved in litigation arising out of this Agreement or the
performance thereof, the prevmhng party shall be entitled to reasonable attorney's fees, costs
and expenses, in addition to any other relief to which that party may be entitled This provision
shall be construed as applicable to the entire Agreement
PAGE 4
XIV
ENTIRE AGREEMENT
This Agreement constitutes the complete and final expression of the agreement of the part~es
and is intended as a complete and exclustve statement of the terms of theur agreements and
supersedes all prior and contemporaneous offers, promises, representauons, negoUaUons,
discussions, commumcattons, and agreements which may have been made ~n connecUon with the
subject matter hereof
XV
SEVERABILITY
If any provision of this Agreement is found or deemed by a court of competent juns&ct~on
to be mvahd or unenforceable, it shall be constdered severable from the remainder of tim
Agreement and shall not cause the remmnder to be invalid or unenforceable In such event, the
pames shall reform this Agreement to replace such stricken provision with a vahd and
enforceable provision which comes as close as possible to expressing the intention of the stricken
provision
NOTICES
(a) Any not~ce, demand, information, invoice, report, or ~tem otherwise requu~d,
anthonzed, or provided for in this Agreement, unless otherwise specified herein, shall be
deemed properly given If dehvered in person or sent by United States Mml, Fntst Class postage
prepaid
To RMI' Resource Management International, Inc
P 0 Box 15516
Sacramento, CA 95852-1516
Copy to. Resource Management International, Inc
8310 Capital of Texas Hwy North, Suite 385
Austin, Texas 78731
TO City Executive Director, Department of Ut~ht~es
City of Denton, Texas
715 E Mcl(anney Street
Denton, Texas 76201
Co) All notices shall be deemed effective upon receipt by the party to whom such not~ce is
given
PAGE 5
XVH
RESPONSIBILITY FOR WORK
Approval by the Ctty shall not constitute nor be deemed a release of RMI, ~ts employees,
associates, agents, and consultants for the accuracy and competency of their designs or other
work Nor shall approval be deemed to be an assumption of such responstbfl~ty by the C~ty for
any defect m the work prepared by RMI, ~ts employees, subcontractors, agents, and consultants
xvm
CAPTIONS
The capUons of th~s Agreement are for mtormaUonal purposes only and shall not m any way
affect the substantive terms or condmons of th~s Agreement
XlX
SIGNATURE CLAUSE
The s~gnatones hereto represent that they are authorized to enter into this Agreement on
behalf of the party for whom they s~gn
City of Denton, Texas a/\~ Resource Management International, Inc ,
By
Its~ts
Approved As To Form
Herbert L Prouty
CRy Attorney
PAGE6
ATTACHMENT TO
PROFESSIONAL SERVICES AGREEMENT
BETWEEN
RESOURCE MANAGEMENT INTERNATIONAL, INC AND
THE CITY OF DENTON, TEXAS
DATED DECEMBER 1, 1995
TASK ORDER NO 95-01
REGULATORY SUPPORT SERVICES
Serv:ces provided under th:s Task Order will provide assistance to the C~ty of Denton, Texas
(City) m tbetr efforts to be reformed on aeUvmes under way at the Pubhc UUhty Comm~mon
of Tex~ (PUC) related to restructunng m the elecmc industry The scope of services will
revolve a range of potenUal acUwUes Task A includes services to be provided on an as needed
bas~s to assist the City m various acuvmes correspenthng to projects under way at the PUC
Tasks B and C relate to activittes prowdmg reformation on current acUwttes at the PUC
SCOPE OF SERVICES
Task A
Provide addmonal activities as requested which may include
1 Assistance m prepermg remarks to the Commission
2 Assistance m interpreting rules, parttcularly those whxch have changed as a result of Senate
Bill 373 and the related changes to the Pubhc Utd~ty Regulatory Act
3 Arrange for meeUngs w~th PUC staff for the Ctty to d~scuss ~ssues of interest
4 Miscellaneous regulatory services as requested
Task B
Provide the City reformation of scheduled act~wUes at the PUC relating to the following projects
relating to restruetunng of the Texas utility market
® Project 14045 - Transmission Access and Pricing
Project 14400 - Integrated Resource Planning Rule
· Project 15000 - Electric Industry Restruetunng
· Project 15001 - Stranded Costs
· Project 15002 - Scope of Competition
PAGE7
Task C
Provtde copxes to the City of reformation from these projects for the City's review The
mformat~on to be provtded will include that received by RMI as a party to these proceedings and
other documents as they are identified
BUDGET
Charges for these services will not exceed $5,000 for Ume and expenses under this Task Order
authorization
This Task Order is authorized and made an attachment to the above ldenufied Professional
Services Agreement through the signatures below
Authorized by Accepted by
City of Denton, Texas ~ Resource Management International, Inc
PAGE 8
EXHIBIT A
FEES FOR SERVICES
1995
Professional and support services, except for testimony, shall be billed at the following rotes
Manag, ng Executive Consultant $152 per hour
Principal F, xecuUve Consultant $137 per hour
Executtve Consultant $131 per hour
Pnn¢ipal Consultant $121 per hour
Supervism$ Consultant $108 per hour
Semor Consultant $ 98 per hour
Assocmte Professional $ 85 per hour
Analyst $ 75 per hour
R~h Assistant $ 57 per hour
Techmc~an $ 49 per hour
Office Services $ 45 per hour
The above ram shall be adjusted each year, commencing January 1,1996, to reflect the change
in rates officially established by the RMI Board of D~rectors
TesUmony shall be billed at not less than eight (8) hours per day
ReproducUon, pnnUng, communicaUons, computer services, and other miscellaneous support
servtces shall be btlled at ram for such services as determined from time to Ume and officially
established by the RMI Board of Directors plus ten (10) percent
All travel, food, lodging, and miscellaneous expenses, except automobile mileage, associated
with the provision of servtces hereunder shall be balled at cost Automobile mileage shall be
balled at $0 25 per mile
City shall retmburse RMI for any apphcable sales tax ~mposed on services rendered by RMI to
City
ATTACHMENT TO
PROFESSIONAL SERVICES AGREEMENT
BETWEEN
RESOURCE MANAGEMENT INTERNATIONAL, INC AND
THE CITY OF DENTON, TEXAS
DATED JANUARY 26, 1996
TASK ORDER NO 96-01
REGULATORY SUPPORT SERVICES
PROJECTS 15000f 15001, 15002
Services provided under this Task Order w~ll provide assrstance to the City of Denton, Texas
(City) m the following ProJects currently under way at the Public Utility Comrmsslon of Texas
(PUC)
· Project 14045 - Transn'usslon Access and Pricing
· Project 14400 - Integrated Resource Planning Rule
· Project 15000 - Electric Industry Restructuring
· Project 15001 - Stranded Costs
· Project 15002 - Scope of Compet~hon
The scope of services ~ncludes five docketed projects because of the interrelated nature of these
proceedings Primary focus will be on Project 15001 Stranded Costs The purpose of RMI's
assistance will be to keep the City mformed of the various activlhes under way at the PUC and
assist the C~ty m evaluating the various ~ssues being addressed by the PUC m response to
changes In the Public Ut~hty Regulatory Act (PUPA 95) The work m association with the
stranded cost docket will focus on attending and participating m ongoing PUC heanngs and
workshops and assisting the City m developing and defending positions which benefit the City
The extent of work in other dockets will be at the dlrechon of the City
SCOPE OF SERVICES
Task A
Evaluation of City's posit~on with regard to stranded cost
1 RMI wdl review the City's potential exposure to stranded costs to assist m developing
the City's position on this issue The review will include consideration of the City's
position with respect to its obligations in TMPA
2 Potential exposure to both wholesale and retail stranded costs will be reviewed
Wholesale will be considered both from the perspective of a seller and purchaser of
wholesale power Retail will look at exposure of generation and distribution costs
3 RMI proposes a half day meehng of interested TMPA cihes to discuss stranded costs and
how it could affect TMPA as well as the individual cihes
4 RMI will use spreadsheet models using the Lost Revenues Approach and the ECOM
Approach being proposed By PUC and other part~es to calculate stranded cost exposure
Task B
Keep City updated regarding activities at the PUC
1 Keep City informed of dates and times of activit~es in these proceedings
2 Attend open meetings and stranded cost workshops and techrucal comrmttee meetings
to stay reformed on stranded cost issues in order to provide guidance to City on these
Issues
3 RMI wall brief City representatives on those meetings w~ch they do not personally
attend and vail be avmlable to meet with the utihty board to update them on act~vlhes
at the PUC and discuss the C~ty's exposure and posmons
4 Review, on a hrmted basis, parallel proceedmgs at the Federal Energy Regulatory
Commission (FERC) and the Cahforma Public Utihty Comrmsslon on issues as they affect
tins states investigation into stranded costs and determine where there are positions
being taken that may affect the City if adopted in Texas
5 Maintain knowledge of positions being taken by slrealarly situated parties in Texas and
m the nation
6 Rewew techmcal papers on sublect as needed to stay reformed and help develop strategy
for C~ty's position
7 Work w~th other parties as necessary to understand stranded cost proposals and posit~ons
of those parties
8 Form alhances with parties whose positions are aligned w~th the City's position m order
to gain acceptance at the PUC
9 Keep C~ty's representatives reformed on zssues, discuss strategies and assmt as needed
to prowde full representation at PUC m these proceedings
Task C
Prowde assmtance m evaluation of positions of other part~es and presenting City's position to
PUC
1 RMI will review comments of other parties to stranded cost proceeding and dmcuss
positions with City's representatives
2 Comments wril be fried at PUC in response to the PUC's Request For Comments, as
issued from time to time P_MI w~ll work with City m prepanng those comments
3 R_MI wril be available to respond to staff and Comrmssloner's queshons both informally
and through workshops
4 The spreadsheet models bemg proposed wril be evaluated and changes will be proposed
to the PUC through comments and workshops where appropriate
Task D
Copies of documents from these projects (when not provided d~rectly) and other sources as
requested by City will be provided The information to be provided will include documents that
are received by RMI as a party to these various proceedings and other documents as they are
identified
BUDGET
Charges for these serwces is estmaated to be $50,000 for tame and expenses Because of the
evolving nature of these proceedings, the actual costs may vary depending on the extent of
addltaonal hearings, comments and workshops This budget is established as an ~ruhal budget,
and may be evaluated at anytime by R_MI or the City It is understood that this budget is a total
for these services and the actual costs paid by the City will be its prorata share of the total
bllhng The prorata share w~ll be deterrmned by equally dividing the costs among the four
Texas Mumopal Power Agency (TMPA) crees RMI will bill monthly and will not exceed the
$50,000 mltaal budget without approval from the City and other parhclpatmg cities
This Task Order is authorized and made an attachment to the above ldentafled Professional
Services Agreement through the signatures below
Authorized by Accepted by
City of Denton, Texas Resource Management International, Inc
ATTACHMENT TO
PROFESSIONAL SERVICES AGREEMENT
BETWEEN
RESOURCE MANAGEMENT INTERNATIONAL, INC AND
THE CITY OF DENTON, TEXAS
TASK ORDER NO 96-02
ECOM FILING
PROJECT 15001
Services provided under flus Task Order will provide assistance to the City of Denton, Texas
(City) by preparing the filing for stranded cost to be filed June 17, 1996 at the Public Ut~hty
Comnussion of Texas (PUC) The scope of services includes time for work with PUC staff
discussing issues specific to the TMPA Cities, discussions with Denton and other TMPA member
citaes and TMPA staff as necessary to gather and prepare information for the filing The
information from this work will be used for the stranded cost f~hng and also to provide a basis
for Denton's competitive assessment strategic planning process
SCOPE OF SERVICES
Task A Gathering of Data For Filing Model
1 RMI will perform a detailed review of the Excess Cost Over Market (ECOM) model and
fflmg requarements
2 RMI w~ll meet with PUC staff to discuss msues related to the filing specxfic to the
operation of the Texas Mttmclpal Power Pool (TMPP) Through these discussions it w~ll
be determined whether Denton's stranded costs should be calculated using TMPP umts
and dispatch or Denton's own resources
3 Operational and cost data will be gathered on generation umts owned by Denton and
TMPA for the filing TI'us data will be supplied by Denton and TMPA
4 Denton's erast~ng load forecast will be used for sales input to the ECOM model
5 Denton's and TMPA fuel supply contracts will be reviewed to gather information on
future fuel costs Fuel prolectaons for each unit will be made To extent fuel prolechons
are available for Denton and TM-PA units, those fuel projection will be reviewed and
used for the filing
6 RMI will use a production cost model or spreadsheet model to develop generation costs
Whether the productaon cost model or a spreadsheet model is used will depend on PUC
criteria and avallablhty of data within time frame
Task B Preparation of ECOM Filing Package
1 RMI will input all generation, load and cost data to the model
2 RM! will produce the 54 runs reqrured for the filing This includes printed results for the
six scenarios using three efficiency assumptions and three market price assumptmns for
a combined 54 runs
3 The filing package will be completed and the results discussed with Denton staff The
model, printed results and necessary documentahon will be filed with the PUC
BUDGET
RMI will perform these services on a t~me and expense basis All work will be billed on a
monthly basis in accordance with the Professional Services Agreement and the hourly rate
schedule for the current year Charges for these services are projected to be $30,000 for fume and
expenses Tlus project~on of costs is based on RMI's assumptions regarding avallablht3, of data
from TMPA and the City Should the scope of ttus prolect be changed due to availability of data
or changes m requirements from PUC as a result of their on-gomg review process, RMI will
notify the City of any need to adjust the budget RMI will bill monthly and will not exceed ttus
budget without approval from the City
This Task Order is authorized and made an attachment to the above identified Professional
Services Agreement through the signatures below
Authorized by Accepted by
City of Denton, Texas Resource Management International, Inc
By By
Dated