23-582ORDINANCE NO. 23-582
AN ORDINANCE OF THE CITY OF DENTON, A TEXAS HOME-RULE MUNICUPAL
CORPORATION, AUTHORIZING THE CITY MANAGER TO EXECUTE A PROFESSIONALSERVICES AGREEMENT WITH BLACK & VEATCH CORPORATION, FOR ADVANCEDMETERING INFRASTRUCTURE DEPLOYMENT PROGRAM MANAGEMENT – PROOF OF
CONCEPT FOR THE WATER METERING DEPARTMENT; PROviDnqG FOR THE
EXPENDITURE OF FUNDS THEREFOR; AND PROVEDPqG AN EFFECTIVE DATE (RFQ7574-023 – PROFESSIONAL SERVICES AGREEMENT FOR PLANNING SERVICESAWARDED TO BLACK & VEATCH CORPORATION, IN THE NOT-TO-EXCEED AMOUNT
OF $185,687.00).
WHEREAS, on March 23, 202 1, the City Council approved a pre-qualified engineer list for
Water and Wastewater (Ordinance 2 1-546), and 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, this procurement was undertaken as part of the City’s governmental
function; 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 professionalassociations applicable to the Provider’s profession, and such fees do not exceed the maximum
provided by law; NOW, THEREFORE,
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS:
SECTION 1. The City Manager, or their designee, is hereby authorized to enter into an
agreement with Black & Veatch Corporation, for Advanced Metering Infrastructure Deployment
Program Management – Proof of Concept for the Water Metering Department, a copy of which is
attached hereto and incorporated by reference herein.
SECTION 2. The City Manager, or their designee, is authorized to expend funds as required
by the attached contract.
SECTION 3. The City Council of the City of Denton, hereby expressly delegates the
authority to take any actions that may be required or permitted to be performed by the City of Denton
under this ordinance to the City Manager of the City of Denton, or their designee.
SECTION 4. The findings in the preamble of this ordinance are incorporated herein byreference.
SECTION 5. This ordinance shall become effective immediately upon its passage and
approval.
Th, m,ti,„ t, ,pp„,, thi, „dina„,, wa, made by JrbSt: Dh, 13 and
seconded by C+h f 1 J L')A }+ s . This ordinance was passed and approved by
the following vote K - a:
Aye Nay Abstain Absent
Mayor Gerard Hudspeth:,/’‘
./
,/,/
Vicki Byrd, District 1 :
Brian Beck, District 2:
Jesse Davis, District 3 :
VACANT, District 4:
Brandon Chase McGee, At Large Place 5 :,/
Chris Watts, At Large Place 6:\/
’-IIS / A/IPASSED AND APPROVED thi, th, I.Is’ day of fIA,,\n , 2023.
GERARD HUDSPETH, MAYOR
ATTEST:
ROSA RIOS, CITY SECRETARY
A StIll IIte
BY: L erP.
APPROVED AS TO LEGAL FORM:
MACK REINWAND, CITY ATTORNEY
Digitally signed by Marcella Lunn
n v . DN: cn=Marcella Lunn, o, ou=City
QUI n.com, c=USDate: 2023.02.24 1 3:39:11 -06'00'
B\ : –M \UklI)
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DENTON
Docusign City Council Transmittal Coversheet
7574-023
File Name AMI Deployment Proof of CO,cept
Purchasing Contact G;bbY L"P'‘
City Council Target Date MARCH 21’ 2023
11 cab1 ePiggy Back Option
Contract Expiration
Ordinance
PSA
Not App
N/A
23-582
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CITY OF DENTON, TEXAS
STANDARD AGREEMENT FOR ENGINEERING RELATED PROFESSIONALSERVICES
This AGREEMENT is between the City of Denton, a Texas home-rule municipality
("CITY"), and BLACK & VEATCH CORPORATION, with its corporate office at 11401Lamar, Overland Park, KS 66021 and authorized to do business in Texas, ("ENGINEER"),for a PROJECT generally described as: AMI Deployment Proof of Concept (the"PROJECT").
SECTION 1
Scope of Services
A. The CITY hereby agrees to retain the ENGINEER, and the ENGINEER hereby agreesto perform, professional engineering services set forth in the Scope of Servicesattached hereto as Attachment A. These services shall be performed in connectionwith the PROJECT.
B. Additional services, if any, will be requested in writing by the CITY. CITY shall notpay for any work performed by ENGINEER or its consultants, subcontractors and/or
suppliers that has not been ordered in advance and in writing. It is specificallyagreed that ENGINEER shall not be compensated for any additional work resultingfrom oral orders of any person.
SECTION 2
Compensation and Term of Agreement
A. The ENGINEER shall be compensated for all services provided pursuant to thisAGREEMENT in an amount not to exceed $185,687 in the manner and in accordance
with the fee schedule as set forth in Attachment B. Payment shall be considered fullcompensation for all labor, materials, supplies, and equipment necessary tocomplete the services described in Attachment A.
B. Unless otherwise terminated pursuant to Section 6. D. herein, this AGREEMENT shall
be for a term beginning upon the effective date, as described below, and shall continue
for a period which may reasonably be required for the completion of the PROJECT,until the expiration of the funds, or completion of the PROJECT and acceptance by theCITY, whichever occurs first. ENGINEER shall proceed diligently with the PROJECT tocompletion as described in the PROJECT schedule as set forth in Attachment A.
SECTION 3
Terms of Payment
Payments to the ENGINEER will be made as follows:
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A. Invoice and Payment
(1) The Engineer shall provide the City sufficient documentation, including but notlimited to meeting the requirements set forth in the PROJECT schedule as set
forth in Attachment A to reasonably substantiate the invoices.
(2) The ENGINEER will issue monthly invoices for all work performed under this
AGREEMENT. Invoices for the uncontested performance of the particularservices are due and payable within 30 days of receipt by City.
(3) Upon completion of services enumerated in Section 1, the final payment of anybalance for the uncontested performance of the services will be due within 30
days of receipt of the final invoice.
(4) in the event of a disputed or contested billing, only that portion so contested willbe withheld from payment, and the undisputed portion will be paid. The CITYwill exercise reasonableness in contesting any bill or portion thereof. No
interest will accrue on any contested portion of the billing until mutually resolved.
(5) if the CITY fails to make payment in full to ENGINEER for billings contested ingood faith within 60 days of the amount due, the ENGINEER may, after giving 7days' written notice to CITY, suspend services under this AGREEMENT untilpaid in full. In the event of suspension of services, the ENGINEER shall haveno liability to CITY for delays or damages caused the CITY because of suchsuspension of services.
SECTION 4
Obligations of the Engineer
A. General
The ENGINEER will serve as the CITY's professional engineering representative under
this AGREEMENT, providing professional engineering consultation and advice andfurnishing customary services incidental thereto.
B. Standard of Care
The ENGINEER shall perform its services:
(1 ) with the professional skill and care ordinarily provided by competent engineerspracticing in the same or similar locality and under the same or similar
circumstances and professional license; and
(2) as expeditiously as is prudent considering the ordinary professional skill and
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care of a competent engineer.
C. Subsurface Investigations
(1) The ENGINEER shall advise the CITY with regard to the necessity forsubcontract work such as special surveys, tests, test borings, or other
subsurface investigations in connection with design and engineering work to beperformed hereunder. The ENGINEER shall also advise the CITY concerningthe results of same. Such surveys, tests, and investigations shall be furnished
by the CITY, unless otherwise specified in Attachment A.
(2) in soils, foundation, groundwater, and other subsurface investigations, theactual characteristics may vary significantly between successive test points and
sample intervals and at locations other than where observations, exploration,and investigations have been made. Because of the inherent uncertainties insubsurface evaluations, changed or unanticipated underground conditions mayoccur that could affect the total PROJECT cost and/or execution. These
conditions and cost/execution effects are not the responsibility of theENGINEER.
D. Preparation of Engineering Drawings
The ENGINEER will provide to the CITY the original drawings of all plans in ink onreproducible mylar sheets and electronic files in .pdf format, or as otherwise approved byCITY, which shall become the property of the CITY. CITY may use such drawings in any
manner it desires; provided, however, that the ENGINEER shall not be liable for the use ofsuch drawings for any project other than the PROJECT described herein.
E. Engineer's Personnel at Construction Site
(1) The presence or duties of the ENGINEER's personnel at a construction site,whether as on-site representatives or otherwise, do not make the ENGINEER orits personnel in any way responsible for those duties that belong to the CITYand/or the CITY's construction contractors or other entities, and do not relieve
the construction contractors or any other entity of their obligations, duties, and
responsibilities, including, but not limited to, all construction methods, means,
techniques, sequences, and procedures necessary for coordinating and
completing all portions of the construction work in accordance with theAGREEMENT Documents and any health or safety precautions required bysuch construction work. The ENGINEER and its personnel have no authority to
exercise any control over any construction contractor or other entity or their
employees in connection with their work or any health or safety precautions.
(2) Except to the extent of specific site visits expressly detailed and set forth inAttachment A, the ENGINEER or its personnel shall have no obligation or
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responsibility to visit the construction site to become familiar with the progress
or quality of the completed work on the PROJECT or to determine, in general, ifthe work on the PROJECT is being performed in a manner indicating that thePROJECT, when completed, wIll be in accordance with the AGREEMENTDocuments, nor shall anything in the AGREEMENT Documents or this
AGREEMENT between CITY and ENGINEER be construed as requiringENGINEER to make exhaustive or continuous on-site inspections to discoverlatent defects in the work or otherwise check the quality or quantity of the workon the PROJECT. If the ENGINEER makes on-site observation(s) of adeviation from the AGREEMENT Documents, the ENGINEER shall inform theCITY
(3) When professional certification of performance or characteristics of materials,systems or equipment is reasonably required to perform the services set forth inthe Scope of Services, the ENGINEER shall be entitled to rely upon such
certification to establish materials, systems or equipment and performancecriteria to be required in the AGREEMENT Documents.
F. Opinions of Probable Cost, Financial Considerations, and Schedules
(1 ) The ENGINEER shall provide opinions of probable costs based on the currentavailable information at the time of preparation, in accordance withAttachment A.
(2) in providing opinions of cost, financial analyses, economic feasibility projections,and schedules for the PROJECT, the ENGINEER has no control over cost or
price of labor and materials; unknown or latent conditions of existing equipmentor structures that may affect operation or maintenance costs; competitivebidding procedures and market conditions; time or quality of performance by
third parties; quality, type, management, or direction of operating personnel; andother economic and operational factors that may materially affect the ultimatePROJECT cost or schedule. Therefore, the ENGINEER makes no warrantythat the CITY's actual PROJECT costs, financial aspects, economic feasibility,
or schedules will not vary from the ENGINEER's opinions, analyses, projections,or estimates.
G. Construction Progress Payments
Recommendations by the ENGINEER to the CITY for periodic construction progress
payments to the construction contractor will be based on the ENGINEER's knowledge,information, and belief from selective sampling and observation that the work hasprogressed to the point indicated. Such recommendations do not represent thatcontinuous or detailed examinations have been made by the ENGINEER to ascertain thatthe construction contractor has completed the work in exact accordance with theAGREEMENT Documents; that the final work will be acceptable in all respects; that the
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ENGINEER has made an examination to ascertain how or for what purpose theconstruction contractor has used the moneys paid; that title to any of the work, materials,
or equipment has passed to the CITY free and clear of liens, claims, security interests, orencumbrances; or that there are not other matters at issue between the CITY and the
construction contractor that affect the amount that should be paid.
H. Record Drawings
Record drawings, if required, will be prepared, in part, on the basis of information compiledand furnished by others, and may not always represent the exact location, type of variouscomponents, or exact manner in which the PROJECT was finally constructed. The
ENGINEER is not responsible for any errors or omissions in the information from others
that is incorporated into the record drawings.
I. Right to Audit
(1 ) ENGINEER agrees that the CITY shall, until the expiration of five (5) years afterfinal payment under this AGREEMENT, have access to and the right toexamine and photocopy any directly pertinent books, documents, papers andrecords of the ENGINEER involving transactions relating to this AGREEMENT.ENGINEER agrees that the CITY shall have access during normal workinghours to all necessary ENGINEER facilities and shall be provided adequate andappropriate work space in order to conduct audits in compliance with the
provisions of this section. The CITY shall give ENGINEER reasonable advancenotice of intended audits.
(2) ENGINEER further agrees to include in all its subconsultant agreementshereunder a provision to the effect that the subconsultant agrees that the CITYshall, until the expiration of five (5) years after final payment under thesubcontract, have access to and the right to examine and photocopy anydirectly pertinent books, documents, papers and records of such subconsultant,involving transactions to the subcontract, and further, that the CITY shall haveaccess during normal working hours to all suk>consultant facilities, and shall beprovided adequate and appropriate work space, in order to conduct audits in
compliance with the provisions of this section together with subsection (3)hereof. CITY shall give subconsultant reasonable advance notice of intendedaudits
(3) ENGINEER and subconsultant agree to photocopy such documents as may berequested by the CITY. The CITY agrees to reimburse ENGINEER for the costof copies at the rate published in the Texas Administrative Code in effect as of
the time copying is performed.
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J. INSURANCE
(1) ENGINEER’S INSURANCE
a.Commercial General Liability – the ENGINEER shall maintaincommercial general liability (CGL) and, if necessary, commercial
umbrella insurance with a limit of not less than $1,000,000.00 per eachoccurrence with a $2,000,000.00 aggregate. If such Commercial GeneralLiability insurance contains a general aggregate limit, it shall applyseparately to this PROJECT or location.
i.The CITY shall be included as an additional insured with all rights
of defense under the CGL, using ISO additional insuredendorsement or a substitute providing equivalent coverage, andunder the commercial umbrella, if any. This insurance shall applyas primary insurance with respect to any other insurance or self-insurance programs afforded to the CITY. The CommercialGeneral Liability insurance policy shall have no exclusions orendorsements that would alter or nullify: premises/operations,products/completed operations, contractual, personal injury, or
advertising injury, which are normally contained within the policy,unless the CITY specifically approves such exclusions in writing.
ii.ENGINEER waives all rights against the CITY and its agents,officers, directors and employees for recovery of damages to the
extent these damages are covered by the commercial general
liability or commercial umbrella liability insurance maintained inaccordance with this AGREEMENT.
b.Business Auto – the ENGINEER shall maintain business auto liability
and, if necessary, commercial umbrella liability insurance with a limit ofnot less than $1,000,000 each accident. Such insurance shall cover
liability arising out of “any auto”, including owned, hired, and non-ownedautos, when said vehicle is used in the course of the PROJECT. If the
engineer owns no vehicles, coverage for hired or non-owned isacceptable.
i.ENGINEER waives all rights against the CITY and its agents,officers, directors and employees for recovery of damages to theextent these damages are covered by the business auto liability or
commercial umbrella liability insurance obtained by ENGINEER
pursuant to this AGREEMENT or under any applicable auto
physical damage coverage.
c. Workers’ Compensation – ENGINEER shall maintain workers
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compensation and employers liability insurance and, if necessary,commercial umbrella liability insurance with a limit of not less than
$100,000.00 each accident for bodily injury by accident or $100,000.00each employee for bodily injury by disease, with $500,000.00 policy limit.
i.ENGINEER waives all rights against the CITY and its agents,officers, directors and employees for recovery of damages to the
extent these damages are covered by workers compensation andemployer’s liability or commercial umbrella insurance obtained byENGINEER pursuant to this AGREEMENT.
d.Professional Liability – ENGINEER shall maintain professional liability, a
claims-made policy, with a minimum of $1,000,000.00 per claim andaggregate. The policy shall contain a retroactive date prior to the date of
the AGREEMENT or the first date of services to be performed,
whichever is earlier. Coverage shall be maintained for a period of 5 yearsfollowing the completion of the AGREEMENT. An annual certificate ofinsurance specifically referencing this PROJECT shall be submitted to
the CITY for each year following completion of the AGREEMENT.
(2) GENERAL INSURANCE REQUIREMENTS
a. Certificates of insurance evidencing that the ENGINEER has obtained allrequired insurance shall be attached to this AGREEMENT prior to itsexecution .
b.Applicable policies shall be endorsed to name the CITY an Additional
Insured thereon, subject to any defense provided by the policy, as its
interests may appear. The term CITY shall include its employees,
officers, officials, agents, and volunteers as respects the contractedservices
c. Certificate(s) of insurance shall document that insurance coveragespecified in this AGREEMENT are provided under applicable policiesdocumented thereon.
d. Any failure on part of the CITY to attach the required insurancedocumentation hereto shall not constitute a waiver of the insurance
requirements.
e.A minimum of thirty (30) days notice of cancellation or material change in
coverage shall be provided to the CITY. A ten (10) days notice shall beacceptable in the event of non-payment of premium. Notice shall be sentto the respective Department Director (by name), City of Denton, 901Texas Street, Denton, Texas 76209.
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f. Insurers for all policies must be authorized to do business in the State ofTexas and have a minimum rating of A:V or greater, in the current A.M.
Best Key Rating Guide or have reasonably equivalent financial strengthand solvency to the satisfaction of Risk Management.
g.Any deductible or self insured retention in excess of $25,000.00 thatwould change or alter the requirements herein is subject to approval bythe CITY in writing, if coverage is not provided on a first-dollar basis. The
CITY, at it sole discretion, may consent to alternative coveragemaintained through insurance pools or risk retention groups. Dedicatedfinancial resources or letters of credit may also be acceptable to theCITY
h. Applicable policies shall each be endorsed with a waiver of subrogationin favor of the CITY as respects the PROJECT.
i. The CITY shall be entitled, upon its request and without incurring
expense, to review the ENGINEER's insurance policies includingendorsements thereto and, at the CITY's discretion; the ENGINEER may
be required to provide proof of insurance premium payments.
j. Lines of coverage, other than Professional Liability, underwritten on aclaims-made basis, shall contain a retroactive date coincident with or
prior to the date of the AGREEMENT. The certificate of insurance shallstate both the retroactive date and that the coverage is claims-made.
k.Coverages, whether written on an occurrence or claims-made basis,shall be maintained without interruption nor restrictive modification orchanges from date of commencement of the PROJECT until final
payment and termination of any coverage required to be maintained afterfinal payments.
I. The CITY shall not be responsible for the direct payment of any
insurance premiums required by this AGREEMENT.
m. Sub consultants and subcontractors to/of the ENGINEER shall be
required by the ENGINEER to maintain the same or reasonablyequivalent insurance coverage as required for the ENGINEER. Whensub consultants/subcontractors maintain insurance coverage,ENGINEER shall provide CITY with documentation thereof on acertificate of insurance.
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K. Independent Consultant
The ENGINEER agrees to perform all services as an independent consultant and not as asubcontractor, agent, or employee of the CITY. The doctrine of respondeat superiorshall not apply.
L. Disclosure
The ENGINEER acknowledges to the CITY that it has made full disclosure in writing of
any existing conflicts of interest or potential conflicts of interest, including personal financialinterest, direct or indirect, in property abutting the proposed PROJECT and businessrelationships with abutting property cities. The ENGINEER further acknowledges that it willmake disclosure in writing of any conflicts of interest that develop subsequent to thesigning of this AGREEMENT and prior to final payment under the AGREEMENT.
M. Asbestos or Hazardous Substances
(1) if asbestos or hazardous substances in any form are encountered or suspected,the ENGINEER will stop its own work in the affected portions of the PROJECT
to permit testing and evaluation.
(2) if asbestos or other hazardous substances are suspected, the CITY mayrequest the ENGINEER to assist in obtaining the services of a qualifiedsubcontractor to manage the remediation activities of the PROJECT.
N. Permitting Authorities - Design Changes
If permitting authorities require design changes so as to comply with published designcriteria and/or current engineering practice standards which the ENGINEER should havebeen aware of at the time this AGREEMENT was executed, the ENGINEER shall revise
plans and specifications, as required, at its own cost and expense. However, if design
changes are required due to the changes in the permitting authorities' published designcriteria and/or practice standards criteria which are published after the date of thisAGREEMENT which the ENGINEER could not have been reasonably aware of, theENGINEER shall notify the CITY of such changes and an adjustment in compensation willbe made through an amendment to this AGREEMENT.
O. Schedule
ENGINEER shall manage the PROJECT in accordance with the schedule developed perAttachment A to this AGREEMENT.
P. Equal Opportunity
(1) Equal Employment Opportunity: ENGINEER and ENGINEER’s agents
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shall engage in any discriminatory employment practice. No person shall, onthe grounds of race, sex, sexual orientation, age, disability, creed, color, genetictesting, or national origin, be refused the benefits of, or be otherwise subjectedto discrimination under any activities resulting from this AGREEMENT.
(2) Americans with Disabilities Act (ADA) Compliance: ENGINEER andENGINEER’s agents shall not engage in any discriminatory employment
practice against individuals with disabilities as defined in the ADA.
SECTION 5
Obligations of the City
A. City-Furnished Data
ENGINEER may rely upon the accuracy, timeliness, and completeness of the information
provided by the CITY.
B. Access to Facilities and Property
The CITY will make its facilities accessible to the ENGINEER as required for theENGINEER’s performance of its services. The CITY will perform, at no cost to the
ENGINEER, such tests of equipment, machinery, pipelines, and other components of theCITY's facilities as may be required in connection with the ENGINEER's services. TheCITY will be responsible for all acts of the CITY’s personnel.
C. Advertisements, Permits, and Access
Unless otherwise agreed to in the Scope of Services, the CITY will obtain, arrange, andpay for all advertisements for bids; permits and licenses required by local, state, or federalauthorities; and land, easements, rights-of-way, and access necessary for theENGINEER's services or PROJECT construction.
D. Timely Review
The CITY will examine the ENGINEER's studies, reports, sketches, drawings,
specifications, proposals, and other documents; obtain advice of an attorney, insurancecounselor, accountant, auditor. bond and financial advisors, and other consultants as the
CITY deems appropriate; and render in writing decisions required by the CITY in a timelymanner in accordance with the PROJECT schedule prepared in accordance withAttachment A.
E. Prompt Notice
The CITY will give prompt written notice to the ENGINEER whenever CITY observes orbecomes aware of any development that affects the scope or timing of the ENGINEER's
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services or of any defect in the work of the ENGINEER or construction contractors.
F. Asbestos or Hazardous Substances Release.
(1) CITY acknowledges ENGINEER will perform part of the work at CITY's
facilities that may contain hazardous materials, including asbestos containingmaterials, or conditions, and that ENGINEER had no prior role in thegeneration, treatment, storage, or disposition of such materials. Inconsideration of the associated risks that may give rise to claims by thirdparties or employees of City, City hereby releases ENGINEER from anydamage or liability related to the presence of such materials.
(2) The release required above shall not apply in the event the discharge, releaseor escape of hazardous substances, contaminants, or asbestos is a result of
ENGINEER’s negligence or if ENGINEER brings such hazardous substance,contaminant or asbestos onto the PROJECT.
G. Contractor Indemnification and Claims
The CITY agrees to include in all construction contracts the provisions of Article IV.E.
regarding the ENGINEER's Personnel at Construction Site, and provisions providing forcontractor indemnification of the CITY and the ENGINEER for contractor's negligence.
H. Contractor Claims and Third-Party Beneficiaries
(1) The CITY agrees to include the following clause in all contracts with
construction contractors and equipment or materials suppliers:
"Contractors, subcontractors and equipment and materialssuppliers on the PROJECT, or their sureties, shall maintain nodirect action against the ENGINEER, its officers, employees, andsubcontractors, for any claim arising out of, in connection with, or
resulting from the engineering services performed. Only the CITYwill be the beneficiary of any undertaking by the ENGINEER."
(2) This AGREEMENT gives no rights or benefits to anyone other than the CITY
and the ENGINEER and there are no third-party beneficiaries.
(3) The CITY will include in each agreement it enters into with any other entity orperson regarding the PROJECT a provision that such entity or person shallhave no third-party beneficiary rights under this AGREEMENT.
(4) Nothing contained in this Section H. shall be construed as a waiver of any rightthe CITY has to bring a claim against ENGINEER.
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I. CITY's Insurance
(1) The CITY may maintain property insurance on certain pre-existing structuresassociated with the PROJECT.
(2) The CITY may secure Builders Risk/Installation insurance at the replacementcost value of the PROJECT. The CITY may provide ENGINEER a copy of the
policy or documentation of such on a certificate of insurance.
J. Litigation Assistance
The Scope of Services does not include costs of the ENGINEER for required or requested
assistance to support, prepare, document, bring, defend, or assist in litigation undertakenor defended by the CITY. In the event CITY requests such services of the ENGINEER, thisAGREEMENT shall be amended or a separate agreement will be negotiated between the
parties
K. Changes
The CITY may make or approve changes within the general Scope of Services in thisAGREEMENT. If such changes affect the ENGINEER's cost of or time required forperformance of the services, an equitable adjustment will be made through an amendment
to this AGREEMENT with appropriate CITY approval.
SECTION 6
General Legal Provisions
A. Authorization to Proceed
ENGINEER shall be authorized to proceed with this AGREEMENT upon receipt of awritten Notice to Proceed from the CITY.
B. Reuse of Project Documents
All designs, drawings, specifications, documents, and other work products of theENGINEER, whether in hard copy or in electronic form, are instruments of service for thisPROJECT, whether the PROJECT is completed or not. Reuse, change, or alteration by
the CITY or by others acting through or on behalf of the CITY of any such instruments ofservice without the written permission of the ENGINEER will be at the CITY's sole risk.The CITY shall own the final designs, drawings, specifications and documents.
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C. Force Majeure
The ENGINEER is not responsible for damages or delay in performance caused by acts ofGod, strikes, lockouts, accidents, or other events beyond the control of the ENGINEER
that prevent ENGINEER’s performance of its obligations hereunder.
D. Termination
(1) This AGREEMENT may be terminated:
a. by the City for its convenience upon 30 days’ written notice toENGINEER.
b.by either the CITY or the ENGINEER for cause if either party failssubstantially to perform through no fault of the other and thenonperforming party does not commence correction of such
nonperformance within 5 days’ written notice or thereafter fails todiligently complete the correction .
(2) if this AGREEMENT is terminated for the convenience of the City, theENGINEER will be paid for termination expenses as follows:
a. Cost of reproduction of partial or complete studies, plans, specificationsor other forms of ENGINEER'S work product;
b. Out-of-pocket expenses for purchasing electronic data files and other
data storage supplies or services;
c. The time requirements for the ENGINEER'S personnel to document thework underway at the time of the CITY'S termination for convenience so
that the work effort is suitable for long time storage.
(3) Prior to proceeding with termination services, the ENGINEER will submit to the
CITY an itemized statement of all termination expenses. The CITY'S approval
will be obtained in writing prior to proceeding with termination services.
E. Suspension, Delay, or Interruption to Work
The CITY may suspend, delay, or interrupt the services of the ENGINEER for the
convenience of the CITY. In the event of such suspension, delay, or interruption, anequitable adjustment in the PROJECT's schedule, commitment and cost of theENGINEER's personnel and subcontractors, and ENGINEER's compensation will bemade
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F. Indemnification
IN ACCORDANCE WITH TEXAS LOCAL GOVERNMENT CODE SECTION 271.904,THE ENGINEER SHALL INDEMNIFY OR HOLD HARMLESS THE CITY AGAINSTLIABILITY FOR ANY DAMAGE COMMITrED BY THE ENGINEER OR ENGINEER’SAGENT. CONSULTANT UNDER CONTRACT, OR ANOTHER ENTITY OVER WHICHTHE ENGINEER EXERCISES CONTROL TO THE EXTENT THAT THE DAMAGE IS
CAUSED BY OR RESULTING FROM AN ACT OF NEGLIGENCE, INTENTIONALTORT. INTELLECTUAL PROPERTY INFRINGEMENT, OR FAILURE TO PAY ASUBCONTRACTOR OR SUPPLIER. CITY IS ENTITLED TO RECOVER ITSREASONABLE ATTORNEY’S FEES IN PROPORTION TO THE ENGINEER’SLIABILITY
G. Assignment
Neither party shall assign all or any part of this AGREEMENT without the prior written
consent of the other party.
H. Jurisdiction
The law of the State of Texas shall govern the validity of this AGREEMENT, its
interpretation and performance, and any other claims related to it. The venue for any
litigation related to this AGREEMENT shall be Denton County, Texas.
I. Severability and Survival
If any of the provisions contained in this AGREEMENT are held for any reason to beinvalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability
will not affect any other provision, and this AGREEMENT shall be construed as if suchinvalid, illegal, or unenforceable provision had never been contained herein. Sections 5.F.,6.B., 6.D., 6.F., 6.H., and 6.1. shall survive termination of this AGREEMENT for any cause.
J. Observe and Comply
ENGINEER shall at all times observe and comply with all federal and State laws and
regulations and with all City ordinances and regulations which in any way affect thisAGREEMENT and the work hereunder, and shall observe and comply with all orders, lawsordinances and regulations which may exist or may be enacted later by governing bodies
having jurisdiction or authority for such enactment. No plea of misunderstanding orignorance thereof shall be considered. ENGINEER AGREES TO DEFEND, INDEMNIFYAND HOLD HARMLESS CITY AND ALL OF ITS OFFICERS, AGENTS ANDEMPLOYEES FROM AND AGAINST ALL CLAIMS OR LIABILITY ARISING OUT OFTHE VIOLATION OF ANY SUCH ORDER, LAW, ORDINANCE, OR REGULATION,WHETHER IT BE BY ITSELF OR ITS EMPLOYEES.
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K. Immigration Nationality Act
ENGINEER shall verify the identity and employment eligibility of its employees who
perform work under this AGREEMENT, including completing the Employment EligibilityVerification Form (1-9). Upon request by CITY, ENGINEER shall provide CITY withcopies of all 1-9 forms and supporting eligibility documentation for each employee whoperforms work under this AGREEMENT. ENGINEER shall adhere to all Federal andState laws as well as establish appropriate procedures and controls so that no services
will be performed by any ENGINEER employee who is not legally eligible to performsuch services. ENGINEER SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS
FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THISPARAGRAPH BY ENGINEER, ENGINEER’S EMPLOYEES, SUBCONTRACTORS,AGENTS, OR LICENSEES. CITY, upon written notice to ENGINEER, shall have the
right to immediately terminate this AGREEMENT for violations of this provision byENGINEER
L. Prohibition On Contracts With Companies Boycotting Israel
Engineer acknowledges that in accordance with Chapter 2271 of the Texas
Government Code, City is prohibited from entering into a contract with a company forgoods or services unless the contract contains a written verification from the companythat it: (1 ) does not boycott Israel; and (2) will not boycott Israel during the term of thecontract. The terms “boycott Israel” and “company” shall have the meanings ascribed to
those terms in Section 808.001 of the Texas Government Code. By sIgning thisagreement, Engineer certifies that Engineer’s signature provides written
verification to the City that Engineer: (1) does not boycott Israel; and (2) will notboycott Israel during the term of the agreement. Failure to meet or maintain the
requirements under this provision will be considered a material breach.
M. Prohibition On Contracts With Companies Doing Business with Iran, Sudan, or
a Foreign Terrorist Organization
Sections 2252 and 2270 of the Texas Government Code restricts CITY from contractingwith companies that do business with Iran, Sudan, or a foreign terrorist organization.By signing this agreement, Engineer certifies that Engineer’s signature provideswritten verification to the City that Engineer, pursuant to Chapters 2252 and 2270,is not ineligible to enter into this agreement and will not become ineligible toreceive payments under this agreement by doing business with Iran, Sudan, or aforeign terrorist organIzation. Failure to meet or maintain the requirements under this
provision will be considered a material breach.
N. Prohibition on Contracts with Companies Boycotting Certain EnergyCompanies
Engineer acknowledges that in accordance with Chapter 2274 of the Texas
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Government Code, City is prohibited from entering into a contract with a company forgoods or services unless the contract contains written verification from the company
that it (1 ) does not boycott energy companies; and (2) will not boycott energycompanies during the term of the contract. The terms “boycott energy company” and“company” shall have the meanings ascribed to those terms in Section 809.001 of theTexas Government Code. By signIng this agreement, Engineer certifies thatEngineer’s signature provides written verification to the City that Engineer: (1)does not boycott energy companies; and (2) will not boycott energy companiesdurIng the term of the agreement. Failure to meet or maintain the requirementsunder this provision will be considered a material breach.
O. Prohibition on Contracts with Companies Boycotting Certain Firearm Entitiesand Firearm Trade Associations
Engineer acknowledges that in accordance with Chapter 2274 of the Texas
Government Code, City is prohibited from entering into a contract with a company forgoods or services unless the contract contains written verification from the companythat it (1 ) does not have a practice, policy, guidance, or directive that discriminates
against a firearm entity or firearm trade association; and (2) will not discriminate duringthe term of the contract against a firearm entity or firearm trade association. The terms
“discriminate against a firearm entity or firearm trade association,” “firearm entity” and“firearm trade association” shall have the meanings ascribed to those terms in Chapter2274 of the Texas Government Code. By signing this agreement, EngIneer certifies
that Engineer’s signature provides written verification to the City that Engineer:(1) does not have a practice, policy, guidance, or directive that discriminatesagainst a firearm entity or firearm trade association; and (2) will not discriminateduring the term of the contract against a firearm entity or firearm tradeassociatIon. Failure to meet or maintain the requirements under this provision will beconsidered a material breach.
P. Termination Right for Contracts with Companies Doing Business with CertainForeign-Owned Companies
The City of Denton may terminate this Contract immediately without any further liabilityif the City of Denton determines, in its sole judgment, that this Contract meets the
requirements under Chapter 2274, and Engineer is, or will be in the future, (i) owned byor the majority of stock or other ownership interest of the company is held or controlledby individuals who are citizens of China, Iran, North Korea, Russia, or other designatedcountry (ii) directly controlled by the Government of China, Iran, North Korea, Russia, or
other designated country, or (iii) is headquartered in China, Iran, North Korea, Russia,or other designated country.
Q. Certificate of Interested Parties Electronic Filing
In 2015, the Texas Legislature adopted House Bill 1295, which added section 2252.908
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of the Government Code. The law states that the City may not enter into this contract
unless the Contractor submits a disclosure of interested parties (Form 1295) to the Cityat the time the Engineer submits the signed contract. The Texas Ethics Commissionhas adopted rules requiring the business entity to file Form 1295 electronically with theCommission.
Engineer will be required to furnish a Certificate of Interest Parties before the contract isawarded, in accordance with Government Code 2252.908.
The contractor shall:
1.
2
3
4
56.
Log onto the State Ethics Commission Website at :
https://www .ethics.state.tx.us/filinginfo/1295/Register utilizing the tutorial provided by the StatePrint a copy of the completed Form 1295
Enter the Certificate Number on page 2 of this contract.Complete and sign the Form 1295Email the form to purchasing@cityofdenton.com with the contract number in thesubject line. (EX: Contract 1234 – Form 1295)
The City must acknowledge the receipt of the filed Form 1295 not later than the 30thday after Council award. Once a Form 1295 is acknowledged, it will be posted to theTexas Ethics Commission’s website within seven business days.
O. Prohibition Against Personal Interest in Contracts
No officer, employee, independent consultant, or elected official of the City who isinvolved in the development, evaluation, or decision-making process of the performanceof any solicitation shall have a financial interest, direct or indirect, in the Contractresulting from that solicitation as defined in the City’s Ethic Ordinance 18-757 and in the
City Charter chapter 2 article XI(Ethics). Any willful violation of this section shall
constitute impropriety in office, and any officer or employee guilty thereof shall besubject to disciplinary action up to and including dismissal. Any violation of thisprovision, with the knowledge, expressed or implied, of the Contractor shall render theContract voidable by the City. The Engineer shall complete and submit the City’sConflict of Interest Questionnaire.
P. Agreement Documents
This AGREEMENT, including its attachments and schedules, constitutes the entireAGREEMENT, which supersedes all prior written or oral understandings, and may only be
changed by a written amendment executed by both parties. This AGREEMENT may beexecuted in one or more counterparts and each counterpart shall, for all purposes, be
deemed an original, but all such counterparts shall together constitute but one and thesame instrument. The following attachments and schedules are hereby made a part of
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this AGREEMENT:
Attachment A - Scope of Services
Attachment B- CompensationAttachment C - CIQI
These documents make up the AGREEMENT documents and what is called for by oneshall be as binding as if called for by all. In the event of an inconsistency or conflict in
any of the provisions of the AGREEMENT documents, the inconsistency or conflict shallbe resolved by giving precedence first to the written AGREEMENT then to theAGREEMENT documents in the order in which they are listed above.
The parties agree to transact business electronically. Any statutory requirements thatcertain terms be in writing will be satisfied using electronic documents and signing.
Electronic signing of this document will be deemed an original for all legal purposes.
Duly executed by each party’s designated representative to be effective on
03/21/2023 ,
ENGINEER
2mSA CITY OF DENTON, TEXAS
Printed Name: Ignacio cadena BY:DocuSigned by:
Swu£ tIl
,&kt#bW4bY, CITY MANAGER
Title: Associate vice–Pres1 dent
817-313-3617
PHONE NUMBER ATTEST:
ROSA RIOS, CITY SECRETARY
CadenaI@bv . com
EMAIL ADDRESS
2023-982623TEXAS ETHICS COMMISSION
1295 CERTIFICATE NUMBER
APPROVED AS TO LEGAL FORM:
MACK REINWAND, CITY ATTORNEY
B Y : bf414P
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THIS AGREEMENT HAS BEEN
BOTH REVIEWED AND APPROVED
as to financial and operational obligations andbusiness terms.
Stephen GayPRINTED NAME
D1 rector ,TITLE
Water Utillti esDEPARTMENT
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Attachment A- Scope of Services
City of Denton AMI – Base Information
Data from Meeting: December 7th, 2022
City: Casey Bowles, Tyler Dawson, Tiffany Sherrane (PM), James Gideon
BV: Ignacio Cadena I Andrew Chastain- Howley
SYSTEM INFORMATION
• Approximately 42,000 meters
• Monthly Billing
Manual meter reading
13-year replacement cycle
•
• The last three years the City has not been replacing (waiting for AMI) so 16 years may be the oldestmeters
• 95% Neptune, 5% badger, recently putting in some Zenner meters (cheapest, while wait for AMI)
• Use Cityworks CMMS and Harris NorthStar for billing
• The City does have a Ford meter test bench, but it is likely outdated, and they are looking to upgrade
(solicitation out December, 2022).
Fast growing (especially in N and NE of the city)
• 2 Water Treatment Plants (north of Lake Lewisville, and Ray Roberts)
• Sell water to Upper Trinity Regional Water District (UTRWD) to two customers in the northeast
• Lots of Industrial growth between Fort Worth and Denton (most on W side of Denton (W side of 135)
– Roanoke / Argyle, etc.)
WANTS
•
•
•
•
•
•
•
Education on the AMI technologies
Group meetings to discuss the technologies and the project
Inclusion of electrical side of city in AMI planning
• Electric already has AMI, but in process of considering change
Possible consideration of billing system
• Currently use Harris NorthStar
To scope through all planning and set up RFP and vendor selection in 2023 and complete project in
two years
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• BV did mention this was an aggressive timeline
• Consider integration of sewer meters also (small number, but likely different technology)
• City would like to have a physical review of equipment and functionality
• BV to provide working review first, and involve selected vendors after this
Internal main stakeholders
• This group with the city (Ops and AM)
Electric DivisionB
• Customer Service
• Sustainability Group
• Technology Services
•
OTHER
•The City already conducted a business case (Jacobs) and made the decision to go to AM
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Scope of Work (Proposed)
Table of Contents
CITY OF DENTON AMI – BASE INFORMATION ..........................................................................1
System Information..................,........................,.................,....,................ 1
Wants .,...,................................,..,.........................,........,........................... 1
Other .............................................................................................,........... 2
SCOPE OF WORK (PROPOSED) ............................................................
Task 1 Program and Project Management ............................................... 4
Program and Project Management ..........,.......,.............,................. 4
Task 2 – Data Reconnaissance ....,........................................................,.... 4
Project Kick-Off Meeting and Communication Plan ......................... 4
Information Request ...,..................................................................... 4
AMI Technologies Overview .....,.....,................................................. 5
Interview Meetings ........,........................,....,...........................,.....,,. 6
Interview Meetings: The City of Denton - Subject Matter Experts (SMEs)6
Integration and CIS Considerations .............................,.......,,........... 6
Current Needs Analysis Report ...........................,............................. 6
Task 3 – Develop Evaluation Criteria ........................................................ 7
Task 4 – Preparing RFP Scope of Work ..................................................... 8
Create Request for Proposal (RFP) and Associated Documents ...... 8
Task 5 – Vendor Proposal Evaluation Assistance.......................,.,.......... 10
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TASK 1 PROGRAM AND PROJECr MANAGEMENT
Program and Project Management
Black & Veatch will use project management tools throughout the project to ensure that the team stays
focused on deliverables and meeting deadlines. These tools include status reports to keep the team
informed on the project, reports identifying any problem areas that need attention, a schedule that
outlines due dates, and a combination of project meetings, conference calls and webinars. The City of
Denton will provide Black & Veatch with their Standard Services Agreement as previously contracted.
TASK DELIVERABLES:
•
•
•
•
Status report monthly
Problem identification, risk and issue reports
Project schedule updates
Invoices monthly based on percent complete estimates
•Monthly reports will be included with each monthly invoice
TASK 2 – DATA RECONNAISSANCE
Project Kick-Off Meeting and Communication Plan
The Kick-off meeting is one of the most important tasks of the project as it sets the stage for project
success by initiating teamwork and collaboration. We will identify project goals and success factors for
each participant and the overall program during this meeting. We will establish the vision for defining
success for each project phase (begin with the end in mind), define how we will communicate, and set
parameters for functioning as a high-performing team
This exercise will clarify the overall program plan and participants’ expected roles. It will provide an
understanding of the current state from which the City of Denton would transition from the current
environment to the proposed solution moving forward
Information Request
This subtask identifies information that Black & Veatch would like to obtain to support the proper
understanding of the starting point for the AMI initiative. There is a significant amount of information
needed to build the RFP that has little to do with AMI functional requirements. We are expecting the
information request will include at the minimum the following:
1. A map of the service territory
2. GIS shape files of all existing meter locations and the service territory footprint. This information
assists the AMI bidder define fixed network RF coverage requirements as well as develop a
deployment plan if endpoint installation services will be supplied.
3. GIS asset description of telecom assets or Excel tables reflecting information such as tower locations
and heights, city office locations (including schools, hospitals, police and fire), land owned by the city,
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heights of all towers and poles owned. The AMI bidder will use this information to develop and refine
fixed network collection asset locations to minimize site leasing requirements.
4 If the City has known water telemetry locations targeted in the future i.e. pumping stations, water
reservoirs, Water storage tanks, bulk meter locations, water towers, etc. then please provide the
latitude/longitude coordinates of these locations as well. This information assists the AMI bidder
define fixed network RF coverage requirements. The AMI bidder will use this information to develop
and refine fixed network collection asset locations to minimize site leasing requirements.
5. Confirm BV has the correct assumptions gathered for the quantity of water meters and meter register
by manufacturer, type, and size and any associated service requirements. The AMI bidders will use
this information to determine endpoint compatibility support and to determine if any meter
replacements will be required as part of the AMI RFP.
6. Confirm the quantity of pit lids by manufacturer including material type and if there is a recessed
antenna access. This will be used to determine the type of installation that would be acceptable
7. Confirm the conditions around the current installation locations of water meters, pits, meter boxes,
service lines, lids etc. This information will provide a basis of labor effort for the AMI installation. It
may also be used to assess any additional work needed for the utility.
a.There is expected to be significant variation in asset condition (within meter boxes/cans).
b. Within this scope – a allowance is included to conduct a small-scale (300-400 sites to
create statistical significance) evaluation of meter boxes to “find" the major potential
issues that the vendors may come across.
8.The names of the systems and release numbers of the existing IT/OT systems that will require
integrations. This is typically (but does not always include) the CIS, billing, MDMS, GIS, work order
management, asset management system, customer web portal and SCADA. A high-level architecture
diagram illustrating the interfaces and interdependencies associated. This information assists the AM
bidder in understanding the headend integration requirements.
AMI Technologies Overview
For the City of Denton to evaluate AMI Solutions effectively, Black & Veatch has found that it is important
to have a sound understanding of the AMI solution marketplace as it is constantly changing with
technological improvements brought to market regularly. This includes an overview of AMI systems, the
available water AMI solutions, analytical capabilities, and even knowledge of the metering infrastructure
and their costs to understand the operational characteristics and nuances with implementation. The
current trends and the strengths/challenges of each technology type are important considerations too.
It is expected that Black & Veatch will conduct an initial technology workshop and after review will
arrange a second workshop with selected vendors to provide more detailed understanding on the vendor
and infrastructure solutions. Note that once the Selection Review Committee has the relevant documents
there will be no further communication with prospective vendors/bidders
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Interview Meetings
Black & Veatch will deliver a project communication plan to engage the City stakeholders that meets the
agreed-upon timing and objectives of the City. We will organize and facilitate workshops and individual
interviews to access the data needed to build up the requirements and business process needs. It is
anticipated that these will be primarily group workshops (assume 2 group and 2 individual interview
meetings for scope purposes)
Interview Meetings: The City of Denton - Subject Matter Experts (SMEs)
• Asset Management
• Customer Service
• Electric Division
•
•
•
•
Finance
Operations and Maintenance
Technology Services
Sustainability Group
Integration and CIS Considerations
It is expected that the City will have multiple integrations of software platforms within the duration of any
AMI project. These integrations need to be monitored and managed actively. IT system enablement and
integration carry a significant role in the ultimate success of an AMI program and its ability to provide the
necessary functional capabilities to the organization. Thus, this subtask will include a review of the
current System Architecture to provide a basis for understanding (and then planning) for the expected IT
system Impacts.
Electric Division System Evaluation
Black & Veatch will conduct an initial evaluation of the (current) AMI system managed by the Electric
Division. Consideration will be given to whether this system meets the basic needs and requirements
and/or has functional infrastructure that would be sufficient for the needs of the water utility. This wiI
include discussion of whether sharing any parts of the system could be beneficial to the City as a whole
Current Needs Analysis Report
Following the interview meetings, Black & Veatch will assemble information obtained. The package will
include notes, observed gaps between current and desired states, anticipated process changes, any
desired additional system enhancements, and processes improvement/standardization areas. Combining
the functional needs/goals with the current status of the water utility will allow Black & Veatch to assure
all needs are met.
TASK DELIVERABLES:
• Kickoff presentation (MS PowerPoint)
• Revised Program Schedule (MS Project or Excel)
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•
•
•
•
AMI State of the Industry Overview (MS PowerPoint)
Current state System Architecture diagrams (MS Visio or Pdf)
Electric Division System EvaEuation (MS Word or Pdf)
Current Needs Analysis Report (MS Word or Pdf)
TASK 3 – DEVELOP EVALUATION CRITERIA
After the Needs Analysis and Data gathering, Black & Veatch will assist the City with creating a draft
Requirements document. Black & Veatch will then review all the proposed evaluation criteria and
coordinate with technical staff and procurement to ensure that criteria comply with city policies. Black &
Veatch draws upon industry standards, best practices as well as lessons learned from all its AM I
customers – bringing that vast experience and customizing to the City of Denton’s needs.
In order to prepare for the RFP Development, we will then proceed to rank requirements importance. We
are expecting that from similar projects at least 10% of the Black & Veatch listed sample requirements
will be deleted. Similarly, discussions with the utility’s project team will result in adding around another
10% of new requirements. Each water utility, though similar in operation is not identical and these
differences drive the changes during the work session discussions
The ranking exercise of high, medium, and low for each requirement will also be used to help the City
when scoring the vendor bids as high priority receives greater scoring than medium or low priority
requirements. Black & Veatch understands that the City will conduct and manage the final vendor scoring
and evaluation and to determine the requirements that need to be met. This scope item is to provide the
City with a scoring mechanism that provides a weighting for the requirements to determine their priority
The rankings of high, medium, and low will be kept internal to the City of Denton and not shared with the
vendors
It is anticipated that there will be a pre-bid and final bid which would be used to help the city build the
final scope. It is possible that this could be also completed through direct conversations with prospective
vendors prior to the RFP being approved. It is expected that either direction will be a similar time and cost
cornrnitment
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All of this allows us to aid with the creation of a weighted
scoring spreadsheet to reflect the desired outcome of the City
of Denton. At the end of this section, we will have aided with
completion of an evaluation matrix, including all technical
requirements to be evaluated.
Evaluation Criteria (Standard Shown)
ICb20%20'30%ProjectSchedule
20.3fm 20-MSpecificationsThe City provided the following Evaluation Criteria Document
(Figure 1) which may be used to help guide the overall vendor
scoring. It is expected that most of Black & Veatch’s
involvement as noted in this task will be to provide
requirements and scoring on specifications and performance.
TASK DELIVERABLES:
Probable
Performance
Other:
ICb20%30-40: :
20-30=';• Validated vendor system requirements
• Vendor proposal evaluation criteria
TASK 4 – PREPARING RFP SCOPE OF WORK
The next steps create the formal RFP document and all associated chapters and files. Most of the
materials for the RFP will be created by the Black & Veatch Team after our requirements sessions. Still,
many of the exhibits such as the GIS of meter locations, quantity of meter form factors by type, and other
written information requests would have been gathered in earlier tasks. Therefore, this Task primarily
assembles the RFP with much of the work completed earlier. It can be assumed that Black & Veatch will
be creating and distributing various sections separately to the City of Denton, seeking approval by
section. The utility’s project sponsor will use best judgment to decide who from the utility may also
benefit from each section’s final review/approvals. As needed, your Black & Veatch Project Manager will
also review each section with the appropriate review team.
Create Request for Proposal (RFP) and Associated Documents
Below we define how to combine the various files and chapters of the RFP into a single document that
integrates with the City’s procurement standards.
The RFP will include a minimum of the following.
1.Contractual terms and conditions: This section will become the contract. We suggest the City
provide its standard terms and conditions as part of the RFP. This allows vendors to either approve
as-is or take exceptions while noting the exception or providing their standard version. We also will
request that the vendors provide their software agreement, Service Level Agreement and System
Acceptance Testing terms. Format: Microsoft Word and editable.
2 Technical requirements: This Excel file would have been drafted during previous tasks. We shall
include a single Excel spreadsheet and this can be embedded into the Word RFP document. We wiI
ask vendors to indicate compliance and describe how their products perform the task and meet the
requirement addressed
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3 Expected integration: Our Integration work session shall reveal all expected integrations
4. Expected system components diagrams for SaaS or Cloud-Based: We are asking the vendors to
provide diagrams depicting their cloud and SaaS environments. We will be looking for details as to
where the locations are, the level of diversity and redundancy, etc
5. Key performance milestones: Black & Veatch suggests running a System Acceptance Test on 5-10%
of the overall system. We would carefully craft language around performance metrics to align with
the City of Denton’s goals, After the vendor exceeds the contractual expectations, the project would
go into full deployment phase
a. Phased Testing: The City has requested an Alpha and Beta phase of testing to provide
proof-of-concept. Alpha is expected to reference the technology and a small number of
meters. Beta is expected to include 200-300 meters and end points
i. For this scope of work it is assumed that the initial Alpha and Beta test phases
(not including full deployment) would be contracted through this contract and
RFP. This scope does not cover fieldwork, data collection or analysis of data from
any Alpha or Beta field tests unless previously specified directly
6. Timeline for implementation: We suggest a timeline for implementation be defined as part of the
RFP to help manage expectations and seek commitments during the bidding process, it is currently
the expectation that the full project would be at least 95% complete within two years.
7. Responsibility Matrix: We will plan to include a responsibility matrix to reflect the roles and
responsibilities between the City of Denton and the AMI vendor. This helps manage expectatIons for
the deployment tasks.
8. References: The RFP will request the names and contact information of references. Again, including
this request in the RFP saves time in later steps
9. Cost Template: The RFP will ask vendors to submit proposed costs in a format defined by the City of
Denton. This allows for a uniform cost comparison of the vendors and avoids inconsistencies in the
bids. As an option, you might seek a bid directly from a metering vendor just for meters versus a turn-
key meter/module. We can discuss this during the requirements session.
We suggest an Intent to Respond form be used in the process primarily to ensure the vendors received
the bid and they are working on the response (emails can sometimes not reach the intended destination,
so it is a good check/balance quality control process). Black & Veatch will be available to assist in
answering technical questions during the bid process and assist with creation of any addendums that may
be necessary. We anticipate the bidders would have four to six weeks to complete the bids
Once the RFP is released, Black & Veatch can assist in the Pre-Bid meeting. The goal of the call is to lay
out the project, the vendor process and answer any high-level questions. All questions on the Pre-Bid or
before the bids are due shall be reviewed and documented. Black & Veatch provides technical assistance
as well as suggested responses based on industry knowledge. Some vendors can use questions as a way
to differentiate their product, so it is important to understand the ramifications of the answers.
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TASK DELIVERABLES:
• Vendor RFP specifications
• Pre-Bid meeting support
• Vendor Question/Answer support
TASK 5 – VENDOR PROPOSAL EVALUATION ASSISTANCE
Once the proposals have been received, Black & Veatch will work with the City to aid with the technical
evaluations, so the City of Denton can focus on the documents that apply to each section in a
manageable way. The city will conduct and manage the evaluations.
Best & flrulSubffutuor\t horn9wtltst VendorsaV•odor Rd+rene•
S+t• vIsas &
Cmf++rK e Calls
I
Black & Veatch plans to closely review the AMI requirements and support the Core Team members at the
City of Denton while they read and score selected technical specifications. We plan to explain the
approach for this with the Project Sponsor as we reach this point in the project. At the minimum, Black &
Veatch will complete the following bid analysis items noted below as “[BV Assistance]":
1,Review the proposals for completeness. [City of Denton Department Jurisdiction – no BV Assistance]
2. Review the proposals to assess requirement compliance. [City of Denton Department Jurisdiction –
no BV Assistance]
3. Provide technical guidance and insight into each RFP response. We look for signs of schedule-
adherence, integrity, professionalism, etc., [BV Assistance]
10
DocuSign Envelope ID: 9D412AE2-A24BJ+626-9DE5456892E78357
4. Assess proposed costs in each proposal, including the initial and recurring costs. City to consider
normalizing the pricing (e.g., annual costs likely escalated 3% per year, one vendor may quote
unusual items, inconsistencies with license costs, and other edits to normalize the bids). [City of
Denton Department Jurisdiction – no BV Assistance]
5.Assess and Score the RF Design from each bid. The vendors typically create technical questions based
on their proposed design for the short-list onsite vendor sessions. Evaluation should be conducted on
their propagation study provided, heights and locations of all collector site antennas, the number of
collectors and repeaters proposed, expandability/scalability for future unidentified programs, review
how cellular was proposed to be used, and other details that will impact the coverage and resiliency
of the bid. [BV Assistance]
6 Review the level of risk with each solution as it relates to: [BV Assistance]
a.
b
C.
d
e,
f
System integration issues
Technology obsolescence based on the age of the proposed technology
Issues that could cause cost overruns include assuming cellular collectors in areas where cellular
coverage is spotty
Operational logistic challenges
Level of “openness" with technology
Gaps in clarity that would be best to identify during the upcoming vendor demo meetings
It is assumed that the City of Denton project team will conduct the final proposal evaluations without
input from BV
TASK DELIVERABLES:
•Assistance with specific technical items in vendor evaluations noted with “BV Assistance" in scope
11
DocuSign Envelope ID: 9D412AE2-A24B4626-9DE5J156892E78357
ATrACHMENT B- COMPENSATION
DENTON AMI CONSULTING
VERSION 3: 1/30/2023
TASK ITask Descriptionn =m
Project ManagementiZ93FIMETm81TMMml TNFnTRlml ®HMnTFJH
Project Mgt/Kickoff
Data Gathering and Analysis
Meter Box Reconnaissance
Interview Meetings (2 group, 2 individual)
AMI Technologies Workshops (2) and User Stories
Development
Electric Division System Evaluation
Needs Analysis Report
ITASK 3 Develop Evaluation Criteria
$
$
$
$
$
S
$
7,802.oo S
7,216.00 $
14,236.oo S
14,966.oo S
1,000.00
2,000.00
1,000.0015,422.00 $
15,997.oo S
12,548.oo S-$
1,000.00
=
Vendor System Requirements (Alpha/Beta only)14,823.oo S
Proposal Evaluation Criteria (Alpha/Beta only)
TASK 4 Prepare RFP Scope of Work
Create RFP (Alpha/Beta only)
Pre-bid supportr gaG
RFP Response Technical Guidance
RFP Solution Risk Guidance
7.113.00
26,528.00
10,675.00
11,912.00
6,229.00
Total
Total + Expenses
$ 180,687.00 $ 5,000.00S - $ 185,687.oo
DocuSign Envelope ID: 9D412AE2-A24B-+626-9DE5-456892E78357- ' Attachment C- CIQ
CONFLICT OF INTEREST QUESTIONNAIRE
For vendor or other person doing business with local
This questionnaire reflects changes macby H.B. 23, 84th Leg., Regular Session.governmental entjty
FORM CIQ
This questionnaire is being filed in accordance with Chapter 176, Local Government Code, by a vendor who has a business relationship as definedby Section 176.001(1-a) with a local governmental entity and the vendor meets requirements under Section 176.006(a) and by City of DentonEthics Code, Ordinance 18-757.
By law this questionnaire must be filed with the records administrator of the local government entity not later than the 7th business day after th,date the vendor becomes aware of facts that require the statement to be filed. See Section 176.006(a-1), Local Government Code.
A vendor commits an offense if the vendor knowingly violates Section 176.006, Local Government Codemisdemeanor.a W
An offense under this section is a
Black and veatch Corporatlon
2 . , Check this box if you are filing an update to a previously filed questionnaire.
(The law requires that you file an updated completed questionnaire with the appropriate filing authority not later than the 7th business day
after the date on which you became aware that the originally filed questionnaire was incomplete or inaccurate.)
X
3 Name of local government officer about whom the information in this section is being disclosed.
Name of Officer
Describe each employment or other business relationship with the local government officer, or a family member of the officer, as described by Section
176.003(a)(2)(A). Also describe any family relations hip with the local government officer. This section, (item 3 including subparts A, B, C & D), must becompleted for each officer with whom the vendor has an employment or other business relationship as denIed by Section 176.00 1(1-a), Local Government Code
Attach additional pages to this Form CIQ as necessary.
A.Is the local government officer named in this section receiving or likely to receive taxable income, other than investment income, from the vendor?E Yes B No
B Is the vendor receiving or likely to receive taxable income, other than investment income, from or at the direction of the local government officer named in
this section AND the taxable income is not received from the local governmental entity?= *“U .„,
C Is the filer of this questionnaire employed by a corporation or other business entity with respect to which the local government officer serves as an officer
or director, or holds an ownership of one percent or more?
E Yes m No
D.Describe each employment or business and family relationship with the local government officer named in this section
4
5
Ld 1 have no Conflict of Interest to disclose.
2/22/2023
with the governmental entity Date
DocuSign Envelope ID: 9D412AE2-A24B4626-9DE5456892E78357
CONFLICT OF INTEREST QUESTIONNAIRE
For vendor doing business with local governmental entity
A complete copy ofChapter 176 of the Local Government Code may be found at http://www. statutes.legis.state.a.us/ Docs/LG/htm/LG 176.htm. For easyreference, below are some of the sections cited on this form
Local Government Code $ 176.001{1-a): "Business relationship" means a connection between two or more parties based on commercial activity of one of theparties. The term does not include a connection based on:
(A) a transaction that is subject to rate or fee regulation by a federal, state, or local govemmental entity or an agency ofa federal, state, or localgovernmental entity;
(B) a transaction conducted at a price and subject to terms available to the public; or
(C) a purchase or leaseofgoods or services from a person that is chartered by a state or federal agency and that is subject to regular examination by,
and reporting to, that agency.
Local Government Code q 176.003{a){2)(A) and (B):
(A) Alocal government officer shall file a conflicts disclosure statement with respect to a vendor if:(2) the vendor:
(A) has an employment or other business relationship with the local government officer or a family member of the officer that
results in the officer or family member receiving taxable income, other than investment income, that exceeds 52,500 during
the 12-month period preceding the date that the officer becomes aware that
(i) aconaact between the local governmental entity and vendor has been executed; or
(ii) the local governmental entity is considering entering into a contract with the vaxkn
(B) has given to the local government officer or a family member ofthe officer one or more gifts that have an aggregate value ofmore
than $ 100 in the 12-monthperiod preceding the date the officer becomes aware that:
(i) a contract between the local governmental entity and vendor has been executed; or
(ii) the local govenrmental entity is considering entering into a contract with the vendor.
Local Government Code $ 176.006{a) and (a-1)
(a) A vendor shall file a completed conflict of interest questionnaire if the vendor has a business relationship with a local govemmental entity and:
( 1) has an employment or other business relationship with a local government officer of that local governmental entity,or a family memberofthe officer, described by Section 176.003(a)(2)(A);
(2) has given a local government officer of that local govemmental entity, or a family member of the ofFicer, one or more gifts with the
aggregate value specified by Section 176.003(a)(2)(B), excluding any gift described by Section 176.003(a- 1); or
(3) has a family relationship with a local government officer of that local governmental entity.
(a- 1) The completed conflict of interest questionnaire must be 61ed with the appropriate records administrator not later than the seventh business dayafter the later of:
(1) the date that the vendor:
(A) begins discussions or negotiations to enter into a contract with the local governmental entity; or
(B) submits to the local govemmental entity an application, response to a request for proposals or bids, correspondence, or another
writing related to a potential contract with the local governmental entity; or(2) the date the vendor becomes aware:
(A) of an employment or other business relationship with a local government officer, or a family member of the officer,
described by Subsection (a);
(B) that the vendor has given one or more gifts described by Subsection (a); or
(C) of a family relationship with a local government officer.
City of Denton Ethics Code Ordinance Number 18-757
Definitions:
Relative: a family member related to a City OfliciaJ within the third 3d degree of affinity {marriage) or consanguinity (blood or adoption)
City Official: for purpose of this article, the term consists of the Council Members, Department Heads, or member of the Board of Ethics, Planning
and zoning Commission Members, Board of Adjustment, Historic Landmark Conunission, or Public Utilities Board
Vendor: a person who provides or seeks to provide goods, services, and/or real property to the City in exchange for compensation. This definition
does not include those property owners from whom the City acquires public rightof-way or other real property interests for public use.
Per the City of Denton Ethics Code, Section 2-273. – Prohibitions
(3) it shall be a violation of this Article for a Vendor to offer or give a Gift to City Official exceeding fifty dollars (850.00) per gift, or multiple gift:
cumulatively valued at more than two hundred dollars (8200.00) per a single fiscal year,
Per the City of Denton Ethics Code, Section 2-282. – Disposition (b), (5) Ineligibility
If the Board of Ethics finds that a Vendor has violated this Article, the Board may recommend to the City Manager that the Vendor be deemed
ineligible to enter into a City contract or other arrangement for goods, services, or real property, for a period of one (1 ) year,
:orm provided by Texas Ethics Commission www. ethics .state . tx . us Revised 11/30/2015
[bcuSign
Certificate Of Completion
Envelope Id: 9D4 12AE2A24B46269DE5456892E78357
Subject: Please DocuSign: City Council Contract 7574-023 AMI Deployment Proof of Concept
Source Envelope:
Status: Completed
Document Pages: :M
Certificate Pages: 6
AutoNav: Enabled
Signatures: 6 Envelope Originator:
Gabby Leeper
901 B Texas Street
Denton, TX 76209
Initials: 1
Envelopeld Stamping: Enabled
Time Zone: (UTC-06:00) Central Time (US & Canada)Gabby.Leeper@cityofdenton.com
IP Address: 198.49.140.104
Record Tracking
Status: Original
2/14/2023 6:38:23 PM
Holder: Gabby Leeper
Gabby.Leeper@cityofdenton.com
Location: DocuSign
Signer Events
Gabby Leeper
gabby.leeper@cityofdenton.com
Buyer
City of Denton
Security Level: Email, Account Authentication(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Signature Timestamp
Sent: 2/14/2023 6:54:00 PM
Viewed : 2/14/2023 6:54:15 PM
Signed: 2/14/2023 7:01 :47 PM
Completed
Using IP Address: 198.49.140.104
Lori Hewell
lori .hewell@cityofdenton.com
Purchasing Manager
City of Denton
Security Level: Email, Account Authentication(None)
Sent: 2/14/2023 7:01 :53 PM
Viewed: 2/15/2023 1 :26:52 PM
Signed: 2/15/2023 1 :27:22 PM
Signature Adoption: Pre-selected Style
Using IP Address: 198.49.140.10
Electronic Record and Signature Disclosure:Not Offered via DocuSign
Marcella Lunn
marcella.lunn@cityofdenton.com
Mack Reinwand City Attorney
City of Denton
Security Level: Email, Account Authentication(None)
Sent: 2/1 5/2023 1 :27:28 PM
Viewed: 2/1 7/2023 1 1:16:58 AM
Signed: 2/1 7/2023 11 :21 :38 AM
Signature Adoption: Pre-selected Style
Using IP Address: 198.49.140.10
Electronic Record and Signature Disclosure:Not Offered via DocuSign
Ignacio Cadena
Cadenal@bv.com
Security Level: Email, Account Authentication(None)
'DocuSigned by:I rW, t,J'„”OE13861C6D44407
Sent: 2/17/2023 1 1 :21 :44 AM
Viewed: 2/17/2023 1 1 :26:46 AM
Signed: 2/22/2023 9:14:06 AM
Signature Adoption: Pre-selected Style
Using IP Address: 69.170.97.178
Signed using mobile
Electronic Record and Signature Disclosure:Accepted: 2/17/2023 1 1 :26:46 AMID: 291eOc78-bbab-4d4f-9e65-900afeb3963f
Signer Events
Stephen Gay
Stephen.Gay@cityofdenton.com
Director,
Security Level: Email, Account Authentication
(None)
Signature Timestamp
Sent: 2/22/2023 9:14:13 AM
Viewed: 2/22/2023 9:14:56 AM
Signed: 2/22/2023 9:18:50 AM
Signature Adoption: Pre-selected Style
Using IP Address: 198.49.140.10
Electronic Record and Signature Disclosure:Accepted: 2/22/2023 9:14:56 AMID: 1344ecf7-e82c-49be-b7f2-29cbc2e9501 b
Cheyenne Defee
cheyenne.defee@cityofdenton.com
Procurement Administration Supervisor
City of Denton
Security Level: Email, Account Authentication(None)
Electronic Record and Signature Disclosure:Not Offered via DocuSign
Completed Sent: 2/22/2023 9:18:55 AM
Viewed: 3/21/2023 3:28:39 PM
Signed: 3/21/2023 3:29:02 PMUsing IP Address: 198.49.140.104
Sara Hensley
sara.hensley@cityofdenton.com
City Manager
City of Denton
Security Level: Email, Account Authentication(None)
’Docu31gned by:
1 SMA tIe+4th
,5236DB296270423.
Sent: 3/21/2023 3:29:05 PM
Viewed: 3/21/2023 3:30:58 PM
Signed: 3/21/2023 3:31 :02 PM
Signature Adoption: Pre-selected Style
Using IP Address: 198.49.140.10
Electronic Record and Signature Disclosure:Not Offered via DocuSign
Rosa Rios
rosa.rios@cityofdenton.com
City Secretary
Security Level: Email, Account Authentication
(None)
'DocuSigned br1 R%4RLeI
IC5CA8C5E 175493.
Sent: 3/21/2023 3:31 :05 PM
Viewed : 3/21/2023 3:44:34 PM
Signed: 3/21/2023 3:45:20 PM
Signature Adoption: Pre-selected Style
Using IP Address: 198.49.140.10
Electronic Record and Signature Disclosure:Accepted: 3/21/2023 3:44::M PMID: 6ed125b4-e592dj89d-acd0-a494f7654309
In Person Signer Events Signature
Status
Timestamp
Editor Delivery Events Timestamp
Agent Delivery Events Status Timestamp
Intermediary Delivery Events Status Timestamp
Certified Delivery Events Status
Status
Timestamp
Carbon Copy Events
Cheyenne Defee
cheyenne.defee@cityofdenton.com
Procurement Administration Supervisor
City of Denton
Security Level: Email, Account Authentication(None)
Electronic Record and Signature Disclosure:Not Offered via DocuSign
Timestamp
Sent: 2/14/2023 7:01 :53 PM
Carbon Copy Events
Gretna Jones
gretna.jones@cityofdenton.com
Legal Secretary
City of Denton
Security Level: Email, Account Authentication(None)
Electronic Record and Signature Disclosure:Not Offered via DocuSign
Status Timestamp
Sent: 2/22/2023 9:18:55 AM
Viewed: 2/22/2023 10:19:07 AM
City Secretary Office
citysecretary@cityofdenton.com
Security Level: Email, Account Authentication(None)
Electronic Record and Signature Disclosure:Not Offered via DocuSign
Sent: 3/21/2023 3:45:23 PM
Viewed: 3/22/2023 8:56:32 AM
Casey Bowels
Casey.Bowels@cityofdenton.com
Security Level: Email, Account Authentication(None)
Electronic Record and Signature Disclosure:Not Offered via DocuSign
Sent: 3/21/2023 3:45:24 PM
Witness Events Signature Timestamp
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Envelope Sent
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Completed
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3/21/2023 3:44:34 PM
3/21/2023 3:45:20 PM
3/21/2023 3:45:24 PM
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Electronic Record and Signature Disclosure
Electronic Record and Signature Disclosure created on: 7/21/2017 3:59:03 PM
Parties agreed to: Ignacio Cadena, Stephen Gay, Rosa Rios
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