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2012-031ORDINANCE NO. 2012-031 AN ORDINANCE AUTHORIZING THE CITY MANAGER OR HIS DESIGNEE TO EXECUTE A PROFESSIONAL SERVICES AGREEMENT (PSA) WITH PWR SOLUTIONS, INC. FOR ENGINEERING AND CONSULTING SERVICES RELATING TO A COMPREHENSIVE SHORT AND LONG TERM DISTRIBUTION SYSTEM ANALYSIS FOR DENTON MUNICIl'AL ELECTRIC, AND PROVIDING FOR AN EFFECTIVE DATE (FILE 4912—DISTRIBUTION SYSTEM ANALYSIS FOR DENTON MUNICIPAL ELECTRIC AWARDED TO PWR SOLUTIONS, INC. IN THE AMOLTNT OF $214,660). WHEREAS, The professional services provider (the "Provider) mentioned in this ordinance is being selected as the most highly qualified on the basis of its demonstrated competence and qualifications to perform the proposed professional services; and WHEREAS, The fees under the proposed contract are fair and reasonable and are consistent with and not higher than the recommended practices and fees published by the professional associations applicable to the Provider's profession and such fees do not exceed the maximum provided by law; NOW, THEREFORE, THE COUNCII, OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The City Manager is hereby authorized to enter into a professional service contract with PWR Solutions, Inc. to provide professional engineering and consulting services , a copy of which is attached hereto and incorporated by reference herein. SECTION 2. The City Manager is authorized to expend funds as required by the attached contract. SECTION 3. The City Council of the City of Denton, Texas hereby expressly delegates the authority to take any actions that may be required or permitted to be performed by the City of Denton under File 4912 to the City Manager of the City of Denton, Texas, or his designee. SECTION 4. The findings in the preamble of this ordinance are incorporated herein by reference. SECTION 5. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the �� 5t of i� 012. ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY �` ` �� i ;� BY: 3-ORD-File 4912 PROFESSIONAL SERVICES AGREEMENT FOR: FILE # 4912 — COMPREHENSIVE SHORT & LONG-TERM DISTRIBUTION SYSTEM ANALYSIS STATE OF TEXAS COUNTY OF DENTON THIS AGREEMENT is made and entered into as of the ��day of 2012, by and between the Ci of Denton, Texas, a Texas munici al co oration, with it� al office �Y p � at 215 East McKinney Street, Denton, Denton County, Texas 76201, hereinafter called "OWNER" and PwrSolutions Inc., with its corporate office at 2777 N. Stemmons Freeway, STE 1520, Dallas Texas, hereinafter called "CONSULTANT," acting herein, by and through their duly authorized representatives. WITNESSETH, that in consideration of the covenants and agreements herein contained, the parties hereto do mutually agree as follows: ARTICLE I EMPLOYMENT OF CONSULTANT The OWNER hereby contracts with the CONSULTANT, as an independent contractor, and the CONSULTANT hereby agrees to perform the services herein in connection with the Project as stated in the sections to follow, with diligence and in accordance with the highest professional standards customarily obtained for such services in the State of Texas. The professional services set out herein are in connection with the following described project: The Project shall include, without limitation, (herein describe project) Engineering Services per Exhibit A ARTICLE II SCOPE OF SERVICES The CONSULTANT shall perform the following services in a professional manner: A. The CONSULTANT shall perform a11 those services as necessary and as described in the OWNER's N/A (describe any request for proposal which the OWNER has utilized to solicit the CONSULTANT's services), which is attached hereto as Exhibit "N/A" and is incorporated by reference as if set forth fully herein. B. To perform a11 those services set forth in CONSULTANT's proposal dated Januarv s, 2012 (describe any proposal of CONSULTANT which has been provided including the date of said proposal), which proposal is attached hereto as Exhibit "A" and is incorporated by reference as if set forth fully herein. C. CONSULTANT sha11 perform all those services set forth in individual task orders which shall be attached to this Agreement and made a part hereof for all purposes as separate agreements. (If CONSULTANT is a professional engineer and you wish to list specific services of the CONSULTANT, please list all specific engineering services to be provided, including the preparation of detailed plans and specifications.) D. If there is any conflict between the terms of this Agreement and the earhibits attached to this Agreement, the terms and conditions of this Agreement will control over the terms and conditions of the attached exhibits or task orders. ARTICLE III ADDITIONAL SERVICES (To Be Used if Consultant is an Engineer) Additional services to be performed by the CONSULTANT, if authorized by the OWNER, which are not included in the above-described Basic Services, are described as follows: A. During the course of the Project, as requested by OWNER, the CONSULTANT will be available to accompany OWNER's personnel when meeting with the Texas Natural Resource Conservation Commission, U.S. Environmental Protection Agency, or other regulatory agencies. The CONSULTANT will assist OWNER's personnel on an as- needed basis in preparing compliance schedules, progress reports, a.nd providing general technical support for the OWNER's compliance efforts. B. Assisting OWNER or contractor in the defense or prosecution of litigation in connection with or in addition to those services contemplated by this Agreement. Such services, if any, shall be furnished by CONSULTANT on a fee basis negotiated by the respective parties outside of and in addition to this Agreement. C. Sampling, testing, or analysis beyond that specifically included in Basic Services. D. Preparing copies of computer aided drafting (CAD) electronic data bases, drawings, or files for the OWNER's use in a future CAD system. E. Preparing applications and supporting documents for government grants, loans, or planning advances and providing data for detailed applications. F. Appearing before regulatory agencies or courts as an expert witness in any litigation with third parties or condemnation proceedings arising from the development or construction of the Project, including the preparation of engineering data and reports for assistance to the OWNER. Page 2 G. Providing geotechnical investigations for the site, including soil borings, related analyses, and recommendations. ARTICLE III ADDITIONAL SERVICES (To Be Used For Other Consultants) Additional services to be performed by the CONSULTANT, if authorized by the OWNER, which are not included in the above-described Basic Services, are described as follows: N/A ARTICLE IV PERIOD OF SERVICE This Agreement shall become effective upon execution of this Agreement by the OWNER and the CONSULTANT and upon issue of a notice to proceed by the OWNER, and shall remain in force for the period which may reasonably be required for the completion of the Project, including Additional Services, if any, and any required extensions approved by the OWNER. This Agreement may be sooner terminated in accordance with the provisions hereof. Time is of the essence in this Agreement. The CONSULTANT shall make all reasonable efforts to complete the services set forth herein as expeditiously as possible and to meet the schedule established by the OWNER, acting through its City Manager or his designee. ARTICLE V COMPENSATION A. COMPENSATION TERMS: 1. "Subcontract Expense" is defined as expenses incurred by the CONSULTANT in employment of others in outside firms for services in the nature of N/A 2. "Direct Non-Labor Expense" is defined as that expense for any assignment incurred by the CONSULTANT for supplies, transportation and equipment, travel, communications, subsistence, and lodging away from home, and similar incidental expenses in connection with that assignment. B. BILLING AND PAYMENT: For and in consideration of the professional services to be performed by the CONSULTANT herein, the OWNER agrees to pay, based on the cost estimate detail at an hourly rate shown in Exhibit "A" which is attached hereto and is incorporated by reference as if set forth fully in this Agreement, a total fee, including reimbursement for direct non-labor expenses not to exceed $214,660. Partial payments to the CONSULTANT will be made on the basis of detailed monthly statements rendered to and approved by the OWNER through its City Manager or his designee; however, under no circumstances shall any monthly statement for services Page 3 exceed the value of the work performed at the time a statement is rendered. The OWNER may withhold the final five percent (5%) of the contract amount until completion of the Project. Nothing contained in this Article shall require the OWNER to pay for any work which is unsatisfactory, as reasonably determined by the City Manager or his designee, or which is not submitted in compliance with the terms of this Agreement. The OWNER shall not be required to make any payments to the CONSULTANT when the CONSULTANT is in default under this Agreement. It is specifically understood and agreed that the CONSULTANT sha11 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 maximum not to exceed fee as stated, without first having obtained written authorization from the OWNER. The CONSULTANT shall not proceed to perform the services listed in Article III "Additional Services," without obtaining prior written authorization from the OWNER. C. ADDITIONAL SERVICES: For additional services authorized in writing by the OWNER in Article III, the CONSULTANT shall be paid based on the Schedule of Charges at an hourly rate shown in E�iibit "A." Payments for additional services sha11 be due and payable upon submission by the CONSULTANT, and shall be in accordance with subsection B hereo£ Statements sha11 not be submitted more frequently than monthly. D. PAYMENT: If the OWNER fails to make undisputed payments due the CONSULTANT for services and expenses within thirty (30) days after receipt of the CONSULTANT's undisputed statement thereof, prompt payment act interest as set forth in Chapter 2251 of the Texas Government Code sha11 be paid on the amounts due the CONSULTANT. In addition, the CONSULTANT may, if it has not received payment by the thirty-first (31St) day after receipt of payment, after giving ten (10) days' written notice to the OWNER, suspend services under this Agreement until the CONSULTANT has been paid in full all amounts due for services, expenses, and charges, provided, however, nothing herein shall require the OWNER to pay prompt payment act interest if the OWNER has a bona fide dispute with the CONSULTANT conceming the payment or if the OWNER reasonably determines that the work is unsatisfactory, in accordance with this Article V, "Compensation." Page 4 ARTICLE VI 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 the CONSULTANT or any subcontractors or subconsultants. ARTICLE VII OWNERSHIP OF DOCUMENTS All documents prepared or furnished by the CONSULTANT (and CONSULTANT's subcontractors or subconsultants) 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 furnished 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 any of the information or materials developed pursuant to this Agreement in another project or for other purposes than specified herein, CONSULTANT is released from any and all liability relating to their use in that project. ARTICLE VIII 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 arising from employee status. ARTICLE IX INDEMNITY AGREEMENT The CONSULTANT shall indemnify and save and hold harmless the OWNER and its officers, agents, 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 and property damage, resulting from the negligent acts or omissions of the CONSULTANT or its officers, shareholders, agents, or 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 parties' 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. Page 5 ARTICLE X INSiJRANCE During the performance of the services under this Agreement, CONSULTANT shall maintain the following insurance with an insurance company licensed to do business in the State of Texas by the State Insurance Commission or any successor agency that has a rating with Best Rate Carriers of at least an A-VIII or above: A. Comprehensive General Liability Insurance with bodily injury limits of not less than $1,000,000 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 of not less than $100,000 for each accident. C. Worlcer's Compensation Insurance in accordance with statutory requirements, and Employers' Liability Insurance with limits of not less than $100,000 for each accident. D. Professional Liability Insurance with limits of not less than $1,000,000 annual aggregate. E. The CONSULTANT shall furnish 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, and shall contain a provision that such insurance shall not be canceled or modified without thirty (30) days' prior written notice to OWNER and CONSLTLTANT. In such event, the CONSULTANT shall, prior to the effective date of the change or cancellation, serve substitute policies furnishing the same coverage. ARTICLE XI ARBITRATION AND ALTERNATE DISPUTE RESOLUTION The parties may agree to settle any disputes under this Agreement by submitting the dispute to mediation. No mediation arising out of or relating to this Agreement may proceed without the agreement of both parties to submit the dispute to mediation. The location for the mediation shall be the City of Denton, Denton County, Texas unless a different location is agreed to by the parties. ARTICLE XII TERMINATION OF AGREEMENT A. Notwithstanding any other provision of this Agreement, either party may terminate by giving thirty (30) days' advance written notice to the other party. Page 6 B. This Agreement may 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 will be affected 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 non-performance, and not less than thirty (30) calendar days to cure the failure; and (2) an opportunity for consultation with the terminating pariy 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 and shall render a final bill for services to the OWNER within thirty (30) days after the date of termination. The OWNER shall pay CONSULTANT for all services properly rendered and satisfactorily performed and for reimbursable expenses to termination incurred prior to the date of termination, in accordance with Article V"Compensation." Should the OWNER subsequently contract with a new consultant for the continuation of services on the Project, CONSULTANT shall cooperate in providing information. The 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 use. ARTICLE XIII RESPONSIBILITY FOR CLAIMS AND LIASILITIES Approval by the OWNER shall not constitute, nor be deemed a release of the responsibility and liability of the CONSULTANT, its employees, associates, agents, subcontractors, and subconsultants for the accuracy and competency of their designs or other work; nor shall such approval be deemed to be an assumption of such responsibility by the OWNER for any defect in the design or other work prepared by the CONSULTANT, its ernployees, subcontractors, agents, and consultants. CONSULTANT retains design responsibility and liability at all times during this Agreement and after completion of this Agreement. ARTICLE XIV NOTICES All notices, cornmunications, and reports required or permitted under this Agreement shall be personally delivered or mailed to the respective parties by depositing same in the United States mail to the address shown below, certified mail, return receipt requested, unless otherwise specified herein. Mailed notices shall be deemed communicated as of three (3) days' mailing: To CONSULTANT: PwrSolutions, Inc. 2777 N. Stemmons Freeway Suite —1520 Dallas, TX 75207 Page 7 M�'.��ri./�I�.i� City of Denton George C. Campbell, City Manager 215 East McKinney Denton, Texas 76201 All notices shall be deemed effective upon receipt by the party to whom such notice is given, or within three (3) days' mailing. ARTICLE XV ENTIRE AGREEMENT This Agreement, consisting of 19 pages and 1 exhibit, constitutes the complete and fmal expression of the agreement of the parties, and is intended as a cornplete and exclusive statement of the terms of their agreements, and supersedes all prior contemporaneous offers, promises, representations, negotiations, discussions, communications, and agreements which may have been made in connection with the subject matter hereof. ARTICLE XVI SEVERABILITY If any provision of this Agreement is found or deemed by a court of competent jurisdiction 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 replace such stricken provision with a valid and enforceable provision which comes as close as possible to expressing the intention of the stricken provision. ARTICLE XVII COMPLIANCE WITH LAWS The CONSULTANT shall comply with all federal, state, and local laws, rules, regulations, and ordinances applicable to the work covered hereunder as they may now read or hereinafter be amended. ARTICLE XVIII DISCRIMINATION PROHISITED In performing the services required hereunder, the CONSULTANT shall not discriminate against any person on the basis of race, color, religion, sex, national origin or ancestry, age, or physical handicap. ARTICLE XIX PERSONNEL A. The 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, or have any contractual relations with the OWNER. CONSULTANT shall inform the OWNER of any conflict of interest or potential conflict of interest that may arise during the term of this Agreement. Page 8 B. All services required hereunder will be performed by the CONSULTANT or under its supervision. All personnel engaged in work shall be qualified, and shall be authorized and permitted under state and local laws to perform such services. C. In those instances deemed necessary by the OWNER, the CONSULTANT, its employees and/or its Sub-consultants shall be required to submit to background checks. ARTICLE XX ASSIGNABILITY The CONSULTANT shall not assign any of its scope of work under in this Agreement, and shall not transfer any of its scope of work under this Agreement (whether by assigrunent, novation, or otherwise) without the prior written consent of the OWNER. Should the CONSULTANT assign any part of the monies due under this Agreement, CONSULTANT is required to provide written notice of the same to OWNER Any assignment of monies due under this Agreement shall not change any of the terms or conditions of this Agreement to include but not limited to the terms and conditions for payment under this Agreement. ARTICLE XXT MODIFICATION No waiver or modification of this Agreement or of any covenant, condition, or limitation herein contained shall be valid unless in writing and duly executed by the party to be charged therewith, and 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, and unless such waiver or modification is in writing and duly executed; and the parties further agree that the provisions of this section will not be waived unless as set forth herein. ARTICLE XXII MISCELLANEOUS A. The following exhibits are attached to and made a part of this Agreement: (list e�ibits) B. CONSULTANT agrees that OWNER shall, until the expiration of five (5) years after the final payment or after final completion of all work required under this Agreement, whichever is longer, have access to and the right to examine any directly pertinent books, documents, papers, correspondence, to include e-mails, and records of the CONSULTANT involving transactions relating to this Agreement. CONSULTANT is required to maintain and make available all electronic records associated with this Agreement for purposes of examination. 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 audits in compliance with this section. OWNER shall give CONSULTANT reasonable advance Page 9 notice of intended audits. This paragraph shall work in conjunction with the Audit provision set forth in Article XXIII. C. Venue of any suit or cause of action under this Agreement shall lie exclusively in Denton County, Texas. This Agreement shall be construed in accordance with the laws of the State of Texas. D. For the purpose of this Agreement, the key persons who will perform most of the work hereunder shall be Dr. Mandhir S. Sahni. However, nothing herein shall limit CONSULTANT from using other qualified and competent members of its firtn to perform the services required herein. CONSULTANT understands that OWNER is to be informed of the removal or loss of any of the key persons working under this Agreement. CONSULTANT also agrees to provide the OWNER with notice of the name(s) of who it intends to replace the key person. OWNER shall have a right to reject any replacement key person(s) and CONSULTANT agrees to name a replacement key person(s) acceptable to the OWNER. E. CONSULTANT shall commence, carry on, and complete any and all projects with all applicable dispatch, in a sound, economical, and efficient manner and in accordance with the provisions hereof. In accomplishing the projects, 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. F. 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 thereto, and make all provisions for the CONSULTANT to enter in or upon public and private property as required for the CONSULTANT to perform services under this Agreement. G. 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. ARTICLE XXIII RIGHT TO AUDIT The OWNER shall have the right to audit and make copies of the books, recards and computations pertaining to this agreement. The CONSULTANT shall retain such books, records, documents and other evidence pertaining to this Agreement during the contract period and five years thereafter, except if an audit is in progress or audit findings are yet unresolved, in which case records shall be kept until all audit tasks are completed and resolved. These books, records, documents and other evidence shall be available, within 10 business days of written request. Further, the CONSULTANT shall also require all Subcontractors, material suppliers, and other payees to retain all books, records, documents and other evidence pertaining to this agreement, and to allow the OWNER similar access to those documents. All books and records will be made available within a 50 mile radius of the City of Denton. The cost of the audit will Page 10 be borne by the OWNER unless the audit reveals an overpayment of 1% or greater. If an overpayment of 1% or greater occurs, the reasonable cost of the audit, including any travel costs, must be borne by the CONSULTANT which must be payable within five business days of receipt of an invoice. Failure to comply with the provisions of this section shall be a material breach of this contract and shall constitute, in the OWNER'S sole discretion, grounds for termination thereof. Each of the terms "books" "records" "documents" and "other evidence" as used above shall be > > > > construed to include drafts and electronic files, even if such drafts or electronic files are subsequently used to generate or prepare a final printed document. Page 11 IN WITNESS HEREOF, the City of Denton, Texas has caused this Agreement to be executed by its duly authorized City Manager, and CONSULTAN� has executed this Agreement through its duly authorized undersigned officer on this the Z% `5 day of � !� , 2012. CITY OF DENTON, TEXAS , � /�' j J �, �� ,t�t � � �. �► : . — - � 1� � � �f ♦ � � � � ♦ � � � ATTEST: JENNIFER WALTERS, CITY SECRETARY , BY: APPR ED A TO LEGAL FORM: AI�IITA BURGESS, CITY ATTORNEY � SY: !lllLTC1T TT T A I�TT WITNESS: BY: �� P� �'i�1�aiC CITY OF DENTON INSURANCE REQUIREMENTS FOR CONSULTANTS/CONTRACTORS STANDARD PROVISIONS: Without limiting any of the other obligcrtions or liabilities of the Consultr�nt/Contractor, the ConsultantlContractor shall provide antl maintain until the contracted work hccs been completed and accepted by the City of Denton, Owner, the minimu�n insurance coverage as indicated hereinafter. As soon as practicnble after notification of award, ConsultandContr�cctor sh�rll file with the Purchasing Dep�rtment satisfactofy certificates of insurance, containing the proposal/Gicl number and title of the project. Consultant/Contractor may, upon written request to the Purchasing Department, ask for cl�rification of any insurance requirements at �ny time; however, Consultants/Contractors are strongly advisecl to make such requests prior to proposal/bicl opening, since the insurance requirements may not be moci�ed or waived after propos�l/bi�l opening unless a written exception h�s been submittecl with the proposallbid. Consultant/Contractor shnll not commence any work or delive� any materic�l until he or she receives notification that the contract has been �ccepted, r�pproved, an�l signed by the City of Denton. All insurance policies proposed or obtaineci in satisficction of these requirements sh�ll comply with the following general specific�ctions, �znd shall be m�cintained in complir�nce with these general specificr�tions throughout the duration of the Contract, or longer, if so noted: • Each policy shall be issued by a company authorized to do business in the State of Texas with an A.M. Best Company rating of at least A- VII or better. • Any deductibles or self-insured retentions sha11 be declared in the proposal or bid. If requested by the City, the insurer shall reduce or eliminate such deductibles or self-insured retentions with respect to the City, its officials, agents, employees and volunteers; or, the Consultant/Contractor shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. • Liability policies shall be endorsed to provide the following: • Name as additional insured the City of Denton, its Officials, Agents, Employees and volunteers. • That such insurance is primary to any other insurance available to the additional insured with respect to claims covered under the policy and that this insurance applies separately to each insured against whom claim is made or suit is brought. The inclusion of more than one insured shall not operate to increase the insurer's limit of liability. Page 13 • Cancellcrtion: City requires 30 dc�y written notice should any of the policies described on the certificccte be cancelled or materially ch�cnged before the expiration date. • Should any of the required insurance be provided under a claims-made form, Consultant/Contractor shall maintain such coverage continuously throughout the term of this contract and, without lapse, for a period of three years beyond the contract expiration, such that occurrences arising during the contract term which give rise to claims made after expiration of the contract shall be covered. • Should any of the required insurance be provided under a form of coverage that includes a general annual aggregate limit providing for claims investigation or legal defense costs to be included in the general annual aggregate limit, the Consultant/Contractor shall either double the occurrence limits or obtain Owners and Contractors Protective Liability Insurance. • Should any required insurance lapse during the contract term, requests for payments originating after such lapse shall not be processed until the City receives satisfactory evidence of reinstated coverage as required by this contract, effective as of the lapse date. If insurance is not reinstated, City may, at its sole option, terminate this agreement effective on the date of the lapse. Page 14 SPECIFIC ADDITIONAL INSURANCE REQUIREMENTS: All insurance policies proposed o� obtained in satisfactzon of this Contract shall additionally comply with the following marked specifications, and shall be maintained in compliance with these additional specifications throughout the duration of the Contract, or Zonger, if so noted: [X] A. General Liability Insurance: General Liability insurance with combined single limits of not less than $1,000,000.00 sha11 be provided and maintained by the Contractor. The policy shall be written on an occurrence basis either in a single policy or in a combination of underlying and umbrella or excess policies. If the Commercial General Liability form (ISO Form CG 0001 current edition) is used: Coverage A shall include premises, operations, products, and completed operations, independent contractors, contractual liability covering this contract and broad form property damage coverage. Coverage B shall include personal injury. • Coverage C, medical payments, is not required. If the Comprehensive General Liability form (ISO Form GL 0002 Current Edition and ISO Form GL 0404) is used, it shall include at least: Bodily injury and Property Damage Liability for premises, operations, products and completed operations, independent contractors and property damage resulting from explosion, collapse or underground (XCU) exposures. Broad form contractual liability (preferably by endorsement) covering this contract, personal injury liability and broad form property damage liability. [X] Automobile Liability Insurance: Contractor shall provide Commercial Automobile Liability insurance with Combined Single Limits (CSL) of not less than $500,000.00 either in a single policy or in a combination of basic and umbrella or excess policies. The policy will include bodily injury and property damage liability arising out of the operation, maintenance and use of a11 automobiles and mobile equipment used in conjunction with this contract. Satisfaction of the above requirement shall be in the form of a policy endorsement for: any auto, or • all owned, hired and non-owned autos. [X] Workers' Compensation Insurance Contractor shall purchase and maintain Worker's Compensation insurance which, in addition to meeting the minimum statutory requirements for issuance of such insurance, has Employer's Liability limits of at least $100,000 for each accident, $100,000 per each employee, and a$500,000 policy limit for occupational disease. The City need not be named as an "Additional Insured" but the insurer shall agree to waive all rights of subrogation against the City, its officials, agents, ernployees and volunteers for any work performed for the City by the Named Insured. For building or construction projects, the Contractor shall comply with the provisions of Attachment 1 in accordance with §406.096 of the Texas Labor Code and rule 28TAC 110.110 of the Texas Worker's Compensation Commission (TWCC). [_] Owner's and Contractor's Protective Liability Insurance The Contractor shall obtain, pay for and maintain at all times during the prosecution of the work under this contract, an Owner's and Contractor's Protective Liability insurance policy naming the City as insured for property damage and bodily injury which may arise in the prosecution of the work or Contractor's operations under this contract. Coverage shall be on an "occurrence" basis, and the policy sha11 be issued by the same insurance company that carries the Contractor's liability insurance. Policy limits will be at least combined bodily injury and property damage per occurrence with a aggregate. [X] Professional Liability Insurance Professional liability insurance with limits not less than $1,000,000.00 per claim with respect to negligent acts, errors or omissions in connection with professional services is required under this Agreement. [� Builders' Risk Insurance Builders' Risk Insurance, on an All-Risk form for 100% of the completed value shall be provided. Such policy shall include as "Named Insured" the City of Denton and all subcontractors as their interests may appear. [_] Commercial Crime Provides coverage for the theft or disappearance of cash or checks, robbery inside/outside the premises, burglary of the premises, and employee fidelity. The employee fidelity portion of this coverage should be written on a"blanket" basis to cover all employees, including new hires. This type insurance should be required if the contractor has access to City funds. Limits of not less than each occurrence are required. [_] AdditionalInsurance Other insurance may be required on an individual basis for extra hazaxdous contracts and specific service agreements. If such additional insurance is required for a specific contract, that requirement will be described in the "Specific Conditions" of the contract specifications. Page 16 ATTACHMENT 1 [X] Worker's Compensation Coverage for Building or Construction Projects for Governmental Entities A. Definitions: Certificate of coverage ("certificate")-A copy of a certificate of insurance, a certificate of authority to self-insure issued by the commission, or a coverage agreement (TWCC-81, TWCC-82, TWCC-83, or TWCC-84), showing statutory workers' compensation insurance coverage for the person's or entity's employees providing services on a project, for the duration of the project. Duration of the project - includes the time from the beginning of the work on the project until the contractor's/person's work on the project has been completed and accepted by the governmental entity. Persons providing services on the project ("subcontractor" in §406.096) - includes a11 persons or entities performing all or part of the services the contractor has undertaken to perform on the project, regardless of whether that person contracted directly with the contractor and regardless of whether that person has employees. This includes, without limitation, independent contractors, subcontractors, leasing companies, motor carriers, owner-operators, employees of any such entity, or employees of any entity which furnishes persons to provide services on the project. "Services" include, without limitation, providing, hauling, or delivering equipment or materials, or providing labor, transportation, or other service related to a project. "Services" does not include activities unrelated to the project, such as food/beverage vendors, office supply deliveries, and delivery of portable toilets. B. The contractor shall provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any overage agreements, which meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all employees of the Contractor providing services on the project, for the duration of the project. C. The Contractor must provide a certificate of coverage to the governmental entity prior to being awarded the contract. D. If the coverage period shown on the contractor's current certificate of coverage ends during the duration of the project, the contractor must, prior to the end of the coverage period, file a new certificate of coverage with the governmental entity showing that coverage has been extended. E. The contractor shall obtain from each person providing services on a project, and provide to the governmental entity: 1) a certificate of coverage, prior to that person beginning work on the project, so the governmental entity will have on file certificates of coverage showing coverage for a11 persons providing services on the project; and Page 17 2) no later than seven days after receipt by the contractor, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project. F. The contractor shall retain all required certificates of coverage for the duration of the project and for one year thereafter. G. The contractor shall notify the governmental entity in writing by certified mail or personal delivery, within 10 days after the contractor knew or should have known, of any change that materially affects the provision of coverage of any person providing services on the project. H. The contractor shall post on each project site a notice, in the text, form and manner prescribed by the Texas Workers' Compensation Commission, informing all persons providing services on the project that they are required to be covered, and stating how a person may verify coverage and report lack of coverage. I. The contractor sha11 contractually require each person with whom it contracts to provide services on a project, to: 1) provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any coverage agreements, which meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all of its employees providing services on the project, for the duration of the project; 2) provide to the contractor, prior to that person beginning work on the project, a certificate of coverage showing that coverage is being provided for all employees of the person providing services on the project, for the duration of the project; 3) provide the contractor, prior to the end of the coverage period, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project; 4) obtain from each other person with whom it contracts, and provide to the contractor: a) certificate of coverage, prior to the other person beginning work on the project; and b) a new certificate of coverage showing extension of coverage, prior to the end of the coverage period, if the coverage period shown on the current certificate of coverage ends during the duration of the project; 5) retain all required certificates of coverage on file for the duration of the project and for one year thereafter; 6) notify the governmental entity in writing by certified mail or personal delivery, within 10 days after the person knew or should have known, of any change that materially affects the provision of coverage of any person providing services on the project; and Page 18 7) contractually require each person with whom it contracts, to perform as required by paragraphs (1) -(7), with the certificates of coverage to ba provided to the person for whom they are providing services. J. By signing this contract or providing or causing to be provided a certificate of coverage, the contractor is representing to the governmental entity that all employees of the contractor who will provide services on the project will be covered by workers' compensation coverage for the duration of the project, that the coverage will be based on proper reporting of classification codes and payroll amounts, and that all coverage agreements will be filed with the appropriate insurance carrier or, in the case of a self- insured, with the commission's Division of Self-Insurance Regulation. Providing false or misleading information may subject the contractor to administrative penalties, criminal penalties, civil penalties, or other civil actions. K. The contractor's failure to comply with any of these provisions is a breach of contract by the contractor which entitles the governmental entity to declare the contract void if the contractor does not remedy the breach within ten days after receipt of notice of breach from the governmental entity. Page 19 Proposal Exhibit A Denton ivlunicipal Electric Proposal: �'��i�� .��-��°� �� ,�� #s Prepared by: Ray Harold, P.E Dr. Mandhir S. Sahni Dr. Xiaoying Ding Transmission & Distribution Planning PwrSolutions Inc. PwrSol�.ltions Inc 2777 N Stemmons Fwy Suite 1520 Dallas, TX-75207 www.�wrsol.biz Date: January 08, 2012 f �, Denton Municipal Electric (DME) is a municipally-owned electric company serving approximately 48,000 customers in Denton, Texas, with an aggregate peak loading of nearly 350 MW. The electrical infrastructure includes 138kV stations, one 138kV transmission line segment and a 69kV transmission loop surrounding the city, and 13 distribution substations feeding approximately 322 linear circuit miles of overhead distribution and 401 linear circuit miles of underground distribution at a nominal 13.2/7.62kV grounded Wye primary voltage. It is PwrSolutions' understanding from discussions with DME Engineering that recent load growth has necessitated a thorough review of the capacity, reliability and VAR requirements of the entire distribution system that will interface with a corresponding review by PwrSolutions of the associated DME transmission system. This proposal document describes the scope of work associated with the analysis that DME desires to have performed on their distribution electrical system. This analysis will include a review of the existing electrical infrastructure, and its ability to effectively and efficiently meet current DME customer needs, and a review of the capability of the system to meet DME requirements over a five year planning horizon. Key components to this planning study include, but may not be limited to: • Strategic planning for load growth in specific areas; • Identification of specific projects to improve reliability; • Analysis and review of substation / transformer capacity adequacy; • Review of potential locations for new substation / feeders to improve capacity / reliability. • Analysis and review of capacitor placement to improve power factor and minimize energy loss Page 2 �;, � ��1�� ;��l..�J"I" IC�I�IA; %n: i�M � p�: u.,«.. ;.rs��:��sr.. T�d� ;�,� C�ntea�ts 1. EXECUTIVE SUMMARY ...................................................................................................2 2. Team Overview .................................................................................................................4 3. Scope of Work ...................................................................................................................9 3.1 Technical Background ...............................................................................................9 3.2 Phase I ....................................................................................................................10 3.3 Phase II ...................................................................................................................13 4. Deliverables .....................................................................................................................15 5. Schedule & Cost Proposal ..............................................................................................16 6. Relevant Project Experience ...........................................................................................20 Page 3 �� `� :'� ��'�, :xi:{�'91..11"l� ( a�1 �i :rt��7'arr+s��a.. 'r.inr,e.�5v.r..xpr-�ix. 2. Team Overview a. About PwrSolutions PwrSolutions, Inc. (PwrSolutions) was established in 2001, with a resolve to provide independent and objective engineering and consulting services to Independent Power Producers (IPPs), power marketers, municipais, cooperatives, and Investor Owned Utilities (IOUs) clients. With the corporate office in Dallas, TX our focus was, and still is, to provide creative, cost effective and practical solutions to stakeholders in the generation, transmission and distribution market. Since its inception, PwrSolutions has evolved into providing expert support to various energy developers/Independent Power Producers (IPP), financial institutions, public utilities, commercial and industrial consumers and public sector investment entities. PwrSolutions currently excels in providing strategic technical and economic consulting services in electric transmission and generation planning to its clients. PwrSolutions boasts of proven state-of-the-art expertise in highly niche fields such as assessment of financial feasibility of planned generation projects, utilizing price signals to strategically site new generation resources, consuit clients on acquisition of Transmission Congestion Rights (TCR) and/or Firm Transmission Rights (FTR) based on current/futuristic Locational Marginal Pricing (LMP) based economic studies for the deregulated energy markets in the United States. From a utility standpoint, professionals at PwrSolutions have proven expertise and vast experience in performing generation interconnection, load flow, short circuit, stability and Voltage Ride Through (VRT) studies. Professionals at PwrSalutions have vast knowledge of the ERCOT system in particular being involved in projects such as ERCOT Voltage Ride Through Study. Additionally, PwrSolutions is heavily involved in performing all transmission planning activities for the new CREZ TSPs such as Sharyland Utilities, Wind Energy Transmission Texas (WETT) & Cross Texas Transmission (CTT). More recently, PwrSolutions in its pursuit of excellence, is also the proud recipient of FY 2007 Phase I Small Business Innovative Research (SBIR) Technical Topic 46, sub- topic: Electricity System Reliability Model awarded by United States Department of Energy. The primary objective of the analyses entailed with this technical topic was to quantitatively assess ihe impacts of new fechnologies on the economic, reliabilrty, environmental, and securrty-related performance of fhe national electricity transmission and generation grid. Members of the PwrSolutions team have performed detailed interconnection studies, market access studies, reliability assessment and site pre-screening studies for multiple sites throughout the United States, including most NERC Reliability councils on behalf of various domestic IPPs. Most of these studies were based primarily on �.�;� `�� +� � �"" �,r �� xi(�1..13"f3��lt; Page 4 ��;,o�r�,::v�«<..h«,��,�::.,_�,,-;>� identification of steady-state thermal overloads associated with the interconnection of proposed generating facilities. PwrSolutions also performed in-depth analysis of the ability of the existing infrastructure to transfer power to farget markets anc! the assessment associated with the commercial viability of pre-developed sites. The PwrSolutions team of highly specialized industry professionals has traditionally comprised of engineers, Masters of Science and design specialists of varied nationalities and backgrounds. b. Services offered by PwrSolutions Power system studies performed by PwrSolutions range from energy surveys and studies of energy recovery schemes at existing installations to comprehensive feasibility studies for projects at the conceptual stage. We offer clients detailed studies necessary for the specification of power system equipment and operational studies required to identify safe and reliable methods of system operation and switching procedures. PwrSolutions recognizes the importance of weli-defined technical analyses as the basis for both technical and investment decisions. The use of Power System Simulation for Engineering (PSS/E), PowerWorld Simulator and Electro-Magnefic Transient Program (EMTP) software provide the basic analytical tools for studying large power system networks. Typical studies performed by PwrSolutions include: System Planning Studies: ■ Generation/Transmission expansion s Overali system coordination and stability, reliability and availability studies s Economic analysis and cost impact of power wheeling and cogeneration ■ Optimal power flow analysis and area interchange control v Generator reactive capability curves and VAR planning ■ Maximum interchange between two systems for single or multiple event contingencies ■ Voltage collapse analysis a Fault analysis and relay coordination ■ Substation configurations and equipment sizing, grounding e Voltage Ride Through Studies a Distribution System Planning & Analysis Transmission Line Studies: ■ Modeling of short & long transmission lines Page 5 � � af �� ,Cs'1..�'I'J{�l�l` :�r��o�N�,«.. ;:�,.,�:...s�:,.r�r�„a�. � Load flow analysis ■ Contingency studies ■ Transmission line optimization ■ Lightning effects and insulation coordination ■ EMF evaluation/effects ■ EMI studies and system grounding ■ Switching studies and equipment sizing ■- Net interchange and system loss studies ■ Line Paralleling/Crossing studies PwrSolutions has performed the 2011 FERC 715 Study for DME. Additionally, PwrSolutions was retained by DME to perform all the ERCOT SSWG and SPWG data submissions for 2011. Page 6 Conf �- Su t Manager ` a_,.�.�. - alati; P.E Project Organization Chart � TO�N M II N I C I P A L ELE�TRIC . F.�:en(i:iry, .nn�+vxt„mnn,.drr�m�m.' Principal lnvestigator ,; Ray Harold, P.E : I =: _ _ Technical;Team >: 'XiaoYing Ding, PhD � Yunzhi Cheng;_PhD, P.E �: � Jigishapesai Client Liaison & QAIQC : _ - Mandhir5ahni, PhP Technical Advisor &,QAIQC' = Wei-Jen"Lee, PhD - ��C�� x� L� t.. ��` I"1('31� I� :}: t j.n�Evvu�r.v�i.. -'r.ir.ox14::.. F�rwur. Team Overview, Oualifications & Experierzce Page 7 ��'�� S[)LiJ�l�:i�l:i ;M,;M�.f:,��... a��.,s,..�.�-�. Tra�asmission & Distributio�a Syste�n Plaialaing St��dy Software & Capabilities `' ' ` ( In-House Software Cepahility, ° "` v u W � a � ' v o - ` � Z c _ o ¢ Study Type „��, v � _ , o � ��i, � � � o . vYi ° . � o._.� -.�.�u �.� �... a a w .. a a � � � � � ... ._ . . . . .... _.. . . Load Flow & Contingency Analysis ✓ ✓ ✓ ✓ ✓ Short Circuit Rnalysis ✓ ✓ ✓ ✓ ✓ ✓ fault Duty & Protection Coordination ✓ ✓ ✓ Transient & Dynamic Stability Assessment ✓ ✓ Generation Interconnection & FeasibilityStudy ✓ ✓ ✓ ✓ ✓ Switching, TOV & TRV Studies ✓ SSR/SSI Studies ✓ Voltage Flicker Analysis ✓ ✓ Harmonic Assessments ✓ ✓ Power Factor Assessments ✓ f ✓ ✓ Arc Flash Hazard Analysis ✓ ✓ ✓ MotorStartingStudies ✓ ✓ ✓ Equipment Sizing Studies ✓ ✓ Transmission Congestion Management ✓ ✓ Economic Analysis for Transmission � � De�elopments Ground Grid Design ✓ ✓ ✓ Distribution System Planning ✓ ✓ Industrial & Commercial Power System Studies ✓ ✓ ✓ ✓ ✓ ✓ �� SCII�iJ I'IC)i�l`a' Page 8 ,,K;M�.s�.�...a.,,�.,�,..s.H..-K 3. Scope of Work 3.1 Technical Background The DME electrical distribution system has been modeled in Advantica's SynerGEE Electric software. The model is based on an export from DME's GIS system and loading information exported from the DME SCADA system. It is believed to be an accurate representation of the system topology and its physical characteristics. Individual customer loading is allocated based on distribution transformer kVA size, and large commercial / industrial loads and primary meter loads have been specifically incorporated as "spot" loads into the SynerGEE model. The consultant will be expected to utilize this model to perform all technical studies and analysis. SynerGEE's capabilities include but are not limited to: • Power flow / voltage drop analysis • N-1 Contingency analysis • Protection modeling • Cable / duct bank analysis • Reliability analysis • Motor Starting analysis • Capacitor Placement & Optimization Analysis • Optimal Switching Analysis • Fault Analysis • Multi-year analysis Exhibit 1 outlines the some of the key functionalities associated with the SynerGEE software suite in connection with the scope of work described in this document. All analysis will be performed and reported using the SynerGEE software. Additionai post processing may be performed using other analysis toois, but all underlying analysis must be done via SynerGEE. To the extent model modifications / improvements / upgrades are performed, the consultant will provide these updates , electronic data files, and system configurations to DME. The technicai analysis required for this contract is divided into two (2} phases. The first phase will be an "as-is" review of the DME system, its capabilities, capacity and performance characteristics. The second phase will examine forward year scenarios predicated on DME load projections and existing capital improvement plans. The intent is to establish a performance baseline, and address the immediate capital improvement needs of the system as phase one, and then phase two will evaluate where and how to improve the system over the five year future planning horizon. The specific requirements of each study phase are described below. Page 9 � �� :u� �'° � � �'� ;�3t;t..�J"I"JC:'�l:a 1M�j.��nE puu.v�o.. w:tr,rc�4rt. rs��r,;�. 3.2 Phase I The Phase I analysis of the DME system shall include the following technical analyses: • A power flow / voltage drop analysis of all distribution substations • Identification of any system components that are operating within 95% of their rated capacity • Identification of any customers / components that do not meet DME voltage performance criteria under normal operating conditions; • Identification of substations / feeders whose power factor / VAR flow does not meet DME performance criteria, and a review of the placement of or need for additional power factor correction capacitors; • A short circuit analysis of all distribution substations, and their attendant transformer and feeder main protection devices; • Identification of any over-current protective devices that are at or above 80% of their nominal interrupting rating; Page 10 �� a�r��; �� ,t;l..l�`I7(�i�l`� :r'! it+M.fi�Fr+'u+�rn.. S;.iuu�5-.r.: rnv;i�e Function - Description Forecastin Load forecastin is the basic function to re are the multi le- ear lannin cases. Voltage Drop analyses calculate current flows, voltage drops, losses, and loading Voltage Drop of lines, equipment, switches, and protective devices. It can be used to assess the operation condition of the system. Based on the analysis result a plan containing the fixes for u radin current s stem can be rovided. Fault Analysis determines the balanced or by-phase fault currents flowing to and Fault Analysis into a fault. It can also determine the balanced or by-phase fault voltages. It can be used to determine the setting of relay protection device and protective device selection and location lannin . Fault Location Fault Location helps you find probable fault locations when the magnitude of fault current is known for a s ecific location. Conservation CVR analyzes the effect of reducing voltage settings on main-line regulators and Voltage substation transformers. This analysis can help you determine the minimum safe Reduction source volta e, which ma hel ou conserve ener . Harmonics pose a problem because of the loss to customer and utility systems as Power Quality well as the extra costs that can be incurred because of damaged equipment, (Harmonic repiacements, and repairs. Current harmonics can distort the voltage waveform and Analysis) cause voltage harmonics. Voltage distortion affects sensitive electronic loads, motors, and ca acitors. Reliability Reliability metrics indicate how well a utility serves its customers. These metrics Anal sis often affectfinancial decisions related to lon -ran e and business lannin . N-1 Contingency Contingency analysis simulates the loss or fault of a section(s) or a bus and then Anal sis searches for a switchin recover lan. Capacitor Capacitor Placement helps find the most advantageous location for a capacitor, Placement based on user-s ecified constraints. Optimal Optimal switching analysis helps find the best operating state for feeder switches. Switchi ng The application accounts for exceptions, low voltages, demands, and other Anal sis ' ob'ectives. Auto-transformer The auto-transfer switch analysis estimate the impact that the toggling of auto- Switching transfer switches will have on the system. Essentially, it analyzes a set of feeders tied Anal sis to critical loads throu h auto-transfer switches. Improving Load Imbalance in loading leads to imbalance in current flow, which results in higher Balancing and losses, overloading, reduced capacity, and voltage problems. Improving Load Phase Balancing Balancing and Phase Balancing helps identify loads or laterals that can be rephased to achieve the reatest benefit for a redefined ob'ective. Design Evaluation applications provide specialized optimization functions that Design focus on a particular type of equipment or device. Some of these applications include Evaluation financial considerations during the optimization process, as well as system erformance arameters. Arc flashover calculations form the basis to develop strategies to minimize burn Arc Flashover injuries. These strategies can include specifying the rating of personal protective Analysis equipment (PPE), working de-energized, using arc resistant switchgear, or applying other en ineerin techni ues and work ractices. The results contain monthly determinations of peak demand, utilization, energy Economic loss, load factor, and efficiency. It also contains hourly determinations for losses, Analysis utilization, and load factors. These results can be interpreted and studied to guide the decision-makin rocess for e ui ment re lacement or maintenance. Distributed According to the weather information to model the distributed generator, such as Generator Wind generator, solar generator. Modelin Page 11 Exhibit 1: Key Functionality Descriptions, SynerGEE Software Suite ��7�� ,��,..x, ,il";�i .l.j °li (�1�1:i %rr?+i+.F'Or�'v.•i�ti.. xir.�i:nl`rsn.:xya-;i>e • A topological reliability analysis that identifies those subsfations and feeders that are least capable of being alternatively sourced; • A feeder by feeder contingency analysis that determines the extent to which each individual distribution feeder can be picked up via switching or minor system modification in the event of the failure of the main feeder over-current protection device.; • A substation by substation contingency analysis that identifies the extent to which ail substation feeders can be alternatively sourced in the event of the loss of a main substation transformer • Final report and system improvement plan for Phase I The results of these analyses shall be presented in a manner that identifies / highlights both the nature of the system deficiency, and its relative location within the overall system. The consultant shall provide DME examples of their proposed reporting methodology prior to proceeding with the development of the final Phase I results. Subsequent to the Phase I analysis, the consultant shali provide recommendations for system improvements to mitigate any identified deficiencies. These recommendations shali include: • A detail summary of the system performance ' a. A summary sheet to list the metrics utilized to quantify the system performance i. Normal operation performance: voltage, current, power factor, kW/kvar/kva flow, loss, capacity percentage ii. Contingency performance: total customer/load, dropped customer/load quality and percentage, lowest voltage, power factor, maximum capacity percentage iii. Reliability Performance Indices: SAIFI, SAIDI,CAIDI,CIII b. A topology map to illustrate the system deficiency and its relative location • A detailed system improvement plan. The characteristics of this plan are expected to be as follows: a. The plan shall include an overall project portfolio, describing the technical rationale for each project, the required construction activities, a budgetary cost estimate of the project, and its criticality based on the ranking system described below b. A construction schedule recognizing seasonai limitations for various construction activities and line or substation outages. c. Each project shall be ranked predicated on: Page 12 The severity of the performance, contingency or reliability problem that it is intended to solve; � � �-µ � ��;�� . ) �°" � r �'� ,3i��l..iJ'I7 (31�]�� :r.tjrvx�FxHr+avra.. S.:ir.��;c�4:;�.:.r�e�Ki�c ii. The anticipated cost of the project; iii. The degree to which operating performance is improved by the implementation of the project, including applicable technical analysis to substantiate this assessment; and iv. The degree to which system reliability is improved by the implementation of the project, including applicable technical analysis to substantiate this assessment. The consultant will work with DME engineering and operations personnel to ensure that the system improvement plan is within the functional and financial capabilities of the organization, and that the plan is achievable within the seasonal construction limitations. As and when disconnects are identified, the consultant shali recommend the appropriate project prioritization. 3.3 Phase II The Phase II analysis will include all of the components of the Phase I analysis over a five year planning horizon. The consultant, in cooperation with DME, will prepare a substation by substation load projection for a three year horizon and a five year horizon and perform the analyses identified in Phase I. In addition to these analyses, the consultant wiil: • Examine the impacts of the forward year projections on the existing DME � transmission infrastructure; � � • Compare the findings of the distribution system analysis with the long-term transmission system assessment being performed by DME. The long term transmission assessment is expected to include the following assessments: o Annual steady state assessments from a thermal and voltage limit adequacy standpoint o AC power flow analysis under normal operating and applicable NERC Category A/B/C/D contingency conditions o Steady state and transient voltage stability analysis, if the need for the same is identified via the results of the steady state assessment and discussions with the DME planning personnel In addition to the analytical tasks performed by the consultant, they will prepare automation modules and / or procedures to guide DME personnel in the techniques employed to: • Update the model with forecasted load information; • Perform all of the desired steady state analysis; Page 13 ��vl �� ;t.'tl1JT1(:��l:i %r.f�nx.Fx:rr'v.v�a�. �.ir�i:s�4;,r, F-�fesur • Performed the desired contingency analysis; and • Analyze the impacts and relative merits of proposed system improvement. Subsequent to the Phase II analysis, the consultant will provide recommendations to DME for system improvement necessary to mitigate forward year performance deficiencies. As a minimum these recommendations will include: • An overall 5 year prioritized portfolio of projects. This portfolio of projects is intended to identify specific worthwhile projects that should be impiemented over the study horizon, without the project planning rigor associated with the Phase I. The characteristics of this plan are as follows: • The plan shall include an overail project portfolio, describing the technical rationale for each project, the required construction activities, a budgetary cost estimate of the project, and its criticality based on the ranking system described below. • Each project shall be ranked predicated on: o The severity of the performance, contingency or reliability problem that it is intended to solve; o The anticipated cost of the project; o The degree to which operating performance is improved by the implementation of the project, including applicable technical analysis to substantiate this assessment; and o The degree to which system reliability performance is improved by the implementation of the project, including applicable technical analysis to substantiate this assessment. • Each project shall include a general timeframe at which the project becomes necessary, based on performance and reliability metrics. It is the Consultant's understanding that DME desires to proceed with gaining approvals to begin the Phase I tasks during Winter/Spring 2012 in order to fully define where existing distribution system deficiencies exist and develop a systemic approach that will fully addressed these prioritized areas in a timely manner. It is possible that some of the discovered deficiencies wiil need to be immediately addressed prior to the summer 2012 system peak. Phase II analysis wili not begin until DME has � clear understanding and a formalized plan of attack for items discovered during the Phase I analysis. Page 14 5�� -a) �� ;.�5 �i..i�`i�i(a��l�i M7^'�^is'fn+m��a.. S.ir�im�4a:r. `-sea �im 4. Deliverables The final deliverables for each phase of the analysis are summarized below. A preliminary schedule for the analysis and the attendant deliverables and costs are detailed in Section 5 of this proposal. Phase I Deliverables: • Ali SynerGEE models & load distributions used in the analyses; • A report summarizing: o Analysis methodology; o DME performance criteria various analysis parameters; o System performance deficiencfes & their locations; o Recommended improvements & their relative impact on system performance parameters; o Estimated costs & relative priority of the proposed improvements. o A spreadsheet and project schedule detailing the recommended projects; Phase II Deliverables: �• All Synergee models, load distributions and forecasts used in the 3 and 5 year forward analyses; • A report summarizing: o Analysis methodology; o Documentation and training materials for all scripts, procedures and techniques used for the three and five year analyses; o DME performance criteria various analysis parameters; o System performance deficiencies & their locations; o Recommended improvements & their relative impact on system performance parameters for three and five year horizons; o Estimated costs, relative priority and load level triggers for each of the proposed improvements. • A spreadsheet and project schedule detailing the recommended projects; Final format of the deliverables will be agreed upon early in the analysis process and draft copies of all results & reports will be available for review at least two weeks before final submittal. Page 15 i ��L�� a:�f31 �.J'i�(ai�lzy %rrt jni.Fxau:a•�<c.. _KU.��aysv», f_�nrynm 5. Schedule & Cost Proposal The Phase I assessment, as proposed in the Scope of Work outlined in this document, shall follow the schedule depicted in Exhibit 2. The schedule associated with the Phase II assessment is assumed to be dependent on the updated/specific scope of work based on the findings of the Phase I assessment. Cost Proposai PwrSolutions, based on its prior experience of executing such studies and modeling activities covenants the Phase I and II engagements, strictly as described in the previous section, not to exceed the budgets indicated in Exhibits 3 and 4 respectively. Any additional services rendered to DME would be billed on a time and material basis at the following hourly rates: Project Manager .................................... Lead Engineer ....................................... Senior Engineer .................................... Engineer............................................... Project Administrator ............................. � � $195.00 $150.00 $130.00 $115.00 $ 75.00 Shipping, Outside Blueprints, Reproduction (Large Runs), Computer Related Expenses Travel Expenses (non-local) Cost plus 5% PwrSolutions shall first obtain prior written approval from client before incurring expenses in excess of $100 individuaily or $500 in the aggregate. AUTHORiZED BY DIUIE � Title: Date: Page 16 ACCEPTED BY PWRSOLUTIONS � Title: Date: x a '�'� �,� �,.,� �'" i a � :iLi 1..�J�1°� ( al�l�i :r. tiroin�ru++.�u�.. sc,au;r.;5�:..: �yc!;>c Page 17 Exhibit 2: Phase I, Proposed Schedule �� 3�_ui'i�r,s ,1SPmEy�n�nrc.. a.�.v�5n.:�rc�x __ . _ _. _ _ . _ _ _ _ _ __ __ _ _ _ _ � � Task Description Principal PM -�` Sr. Engineer Engineer �. �.Hours -- Cost $ i9s.aa Siso.00 ' S ;i3o.00 $iis.00 Apowerflow/voltagedropanalysisofalldistrl6utionsubstatlons 0 4 S 30 42 $ 5,090.00 Identification of any system components that are operating within 95� of their rated 0 4 8 32 44 $ 5,320.00 capacity Identlfication of anycustomers/ components that do not meei DME voltage 0 8 14 44 66 $ 8,080.00 performance crlteria under normal operat(ng condttlons; Identification of su6stations /feeders whose power factor/ VAR flow does not meet DEM perFormance crlteria, and a revlew of the placement of or need foradditional 2 8 14 44 68 $ 8,470.00 power factor correctlon capacltors; A short circuit analVsfs of all distribution substations, and thelr attendant transformer Z 14 28 20 64 $ 8,430.00 and feeder main protection devices; Identlflcationofanyovercurrentp�otec[ivedevicesthatareato�above80%ofthei� 2 14 30 20 66 $ 8,690.00 nomfnal Interrupting rating; Atopologicalrellabilityanalysisthatidentifiesthosesu65tatlonsandfeedersthatare Z z0 20 32 74 lease cable of being alternati�ely sourced; $ 9,670.00 A feeder by feeder contingency analysis that determine the extent to which each indiv�dual dlstrihution feeder can 6e picked up via swltching or minorsystem Z '�0 32 32 86 $ 11,230.00 modification in the event of the failure of the main feeder over-current protectlon devite.; A su6statlon 6y substatlon contingency analysis that identifies the extent to which all substatfon feeders can be alternatively sourced In the event of the loss of a main 2 16 20 32 70 $ 9,070.00 suhstation transformer Final Report & System Improvement Plan - Phase I 12 20 30 30 92 $ 12,690.00 12 108 174 286 580 $ 86,740,00 Page 18 Exhlbit 3: Phase I Cost Estimate �'�� sr;��'�a��s .r..,:�,vmv��m.. �:�,.�..�sR.:..e.^�. ' . - ' � � - Principal' PM�--�. Sr.Engineer :. �. Engineer..�. Hours� �.'Lost � �� Task / Delfvera6le ' s , $ $ $ ' - 195.00 150.00 130.00:: 115,00 ' Prepare 3& 5 yearsuhstation andfeederload projections o 6 12 20 38 $ 4,760.00 A power flow / voltage drop analysis of all distribution substations 0 6 12 60 78 $ 9,360.00 Identification of any system components that are operating within 95% of their rated capacity 0 6 12 40 58 $ 7,060.OD Identifcation of any customers / components that do not meet DME voltage performance criteria under , D 10 20 60 90 $ 11,000.00 normal operating conditions; Identiflcation of suhstations / feeders whose powerfac[or/ VAR flow does not meet DEM performance z 10 20 60 92 $ 11,390,00 criteria, and a review of the placement of or need for additional power factor correction capacitors; A short cfrcuit analysis of all distributlon substations, and their attendant transformer and feeder main z iz zg 20 62 $ 8,130.00 protedion devices; Identificatlon of any over-current protective devlces that are at or above 80% of their nominal interrupting Z 12 20 28 62 $ 8,010.00 rating; A topological reliabllity analysis that Identifies those substations and feeders that are lease cable of being Z 20 28 42 92 $ 11,860.00 alternatively sourced; A feeder by feeder contingency analysis that determine the eMent to which each individual distribution feeder can be plcked up via switching or minor system modification in the event of the failure of the maln 2 20 28 4� 92 $ 11,860.00 feeder overcurrent protectian device.; A substation by substat(on contingency analysis that identifies the extent to which all substation feeders can 2 18 � 20 42 82 $ 10,520.00 be alternatively sourced in the event of the loss of a maln substation transformer 0 4 20 16 40 $ 5,040.00 Examine the impaas of the forward year projections on the existing DME transmission infrastructure Compare the findings of the distribution system analysis with the long-term transmission system assessment 0 4 20 20 44 $ 5,500.00 being performed by DME Prepare automation modules and / or procedures to guide DME personnel in the techniques employed to 0 16 16 12 44 $ 5,86D.00 perform distri6ution analysis Provide recommendations to DME for system Improvement necessary to mltigate forward year performance 4 12 20 48 8q $ 10,700.00 deficiencies Final Report & System Improvement Plan - Phase II 2 4 24 24 54 $ 6,870.00 18 160 300 534 1012 $ 127,920.00 Page 19 Exhibit 4: Phase II Cost Estimate �� :SC91_i1"I"IOPI`a` ,r.a �.Ma�::,w��... �.,u�,...:,,� 6. Relevant Project Experience 1. Project: ERCOT Voltaqe Ride Throuqh Studv ■ Customer: Electric Reliability Council of Texas (ERCOT} ■ Duration: June '09 — July '10 � ■ Objective ■ Assess impact of lack of WGR VRT capability on reliability of ERCOT system as whole ■ Team Contribution ■ Novel "voitage-profile" based approach for WGR collection system aggregation — White Paper adopted by ERCOT ■ Novel automation techniques to develop detailed WGR collection system models — 80 WGR models in 2 months ■ First study of its kind in U.S ■ Successfully completed in time and within budget ■ Presented new findings at ERCOT DWG, RPG & ROS forums ■ Team received "standing ovation" at ROS 2. Proiect: Mii�west Enerqv Lonq Ranqe Pianninq Studv ■ Customer: Midwest Energy, Inc. ■ Duration: Sep '10 — Jan '12 ■ Objective Page 20 ■ Perform 20 year long range distribution planning study for rurat electric cooperative construction planning ■ Team Contribution ■ Model preparation and correction in Milsoft's Windmil distribution analysis tool and integration with SPP transmission models; ■ Power flow, contingency and short circuit analysis of 168 substations and 260 distribution feeders; ■ Base case analysis to identify immediate problems / issues ■ Near term analysis to identify construction projects over the next 3 years ■ Forward year analyses over 5, 10 and 20 year horizons to identify long term construction projects based on. potential load growth; • Development of construction project portfolio for Base Case, Near Term and Forward Year analyses. �� ld� 4;t )1...��°l�l (�i�l:; tt>r�ni-��au"v.vu.,. S.u�i:e15::... rp;.tiiz 3. Proiect: Denton Municipal Electric, FERC 715 StudV � Customer: Denton Municipal Electric (DME) ■ Duration: Aug '10 — July'11 • Objective ■ Perform mid and long term transmission assessment of DME transmission system ■ Assess transmission system enhancements/improvements required to observe compliance with NERC TPL-001 through TPL-004 � Team Contribution ■ Comprehensive annual transmission system over five year planning horizon for DME ■ NERC Category A/B/C/D event definitions ■ Development of near and long-term mitigation plans for identified violations ■ Updated data submission to ERCOT SSWG & SPWG ■ Coordination with neighboring utilities 4. Proiect: Multi-Campus Distribution Analvsis — Tarrant CountV Colleqes ■ Customer: Tarrant County College District. ■ Duration: On going — awarded December 2011 ■ Objective , , ■ Evaluate distribution system capability, arc flash hazards and potential for distribution system voltage upgrade ■ Team Contribution ■ Preparation of distribution system models; ■ Preparation / Update of all campus / building single line diagrams; ■ Power flow analysis of all facilities; ■ Power factor assessment of all facilities; ■ Reliability analysis of all campus facilities; ■ Arc flash analysis of building facilities and substation facilities; and ■ LCC analysis of distribution voltage upgrade. Page 21 ��° ,a � `� ,� L31..t�°I°l t�i?I;� ;r.t h>MF 'Gd'v.•iu... sauiu�5a;..:syc �.n�