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HomeMy WebLinkAboutR-1998-012 Agreement / Black & Veatch / Engineering / Financial SoftwareRESOLUTION NO. R-98- 12 A RESOLUTION authorizing execution of a contract with Black & Veatch, for engineering/financial services related to further development and completion of financial modeling software, initiated in 1996. WHEREAS, the City of Yakima has need for consulting services related to further development and completion of financial modeling software, initiated in 1996; and WHEREAS, the City does not possess adequate in-house staff, nor the time to perform the necessary work involved in the further development and completion of the financial modeling software; and WHEREAS, the City of Yakima has complied with the provisions of RCW 39.80 which concerns the procurement of engineering and architectural services by a city; and WHEREAS, the City Council deems it to be in the best interest of the City to contract with Black & Veatch for the engineering/financial services for the development and completion of said financial modeling software, now, therefore, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF YAKIMA: The City Manager, City Clerk, and the Assistant City Manager are hereby authorized and directed to execute the attached and incorporated "Consulting Agreement" together with its attachments. ADOPTED BY THE CITY COUNCIL this 20th day of January, 1998. ATTEST: L_L Karen S. Roberts, City Clerk John Puccinelli, Mayor AGREEMENT This Agreement, made and entered into this 20th day of January , 1998, by andtween the City of Yakima, Washington, hereinafter called the "CITY", and Black & Veatch , Consulting Engineers, hereinafter called "ENGINEER", is for the provision by the Engineer to the City, professional services in support of the City's efforts to complete development of financial modeling tools to update domestic and irrigation water service rates. In consideration of the covenants and agreements contained herein, and the terms and conditions hereof, the parties agree as follows: The Engineer shall provide services to assist in completion of the development of cost of service modules; development of modules to assist in the analysis of various aspects of rate structures; development of a combined evaluation of water and irrigation capital financial needs, produce a 'letter report summarizing methodology utilized; and to provide training and additional assistance on an as needed basis. 1. SERVICES Engineer shall provide the City, professional consulting engineering services through a series of task orders as provided in Section 2, below. The professional services to which the parties may agree by task orders may include, but are not limited to those listed in Exhibit A, attached hereto and by this reference incorporated herein. 2. TASK ORDERS Prior to commencement of any services, the City and Engineer shall mutually agree upon and execute a task order for the specified services. The task order shall describe the services to be provided, the time for performance of the service, the provisions for fees for the services, and any provisions additional to this agreement. Execution of this Agreement and Task Order No., 1 by the City and the Engineer authorizes the Engineer to proceed with the services described in Task Order No., 1. Execution of each subsequent task order shall incorporate each subsequent task order into this agreement. The execution of this agreement does not obligate either of the parties hereto to provide or accept any services unless and until the parties have mutually agreed upon and executed a specific task order for such services. 3. TIME PERIOD FOR PERFORMANCE OF SERVICES The Engineer shall commence such services as are described on executed task orders in accordance with the time schedule set forth therein, and shall proceed with the provision of such services in a diligent manner. The Engineer shall not be responsible for delays caused by factors beyond the Engineer's control or which could not reasonably have been foreseen by the parties at the time the task order was executed. The anticipated schedule for the project is shown as Exhibit B. 4. PAYMENT TO ENGINEER A. Fees for Services. For each specified task order executed by the parties, the payment to be made to the Engineer for services performed shall be either (1) a fixed fee amount, or (2) pay the Engineer utilizing the hourly rate and expense schedule, "Fee Schedule", attached hereto as Exhibit C and by this reference incorporated herein. Said fee Schedule is subject to revision by the Engineer not sooner than one year after the execution of this agreement, and no more that once each year thereafter. Under the fee schedule method, the parties shall agree on an amount which represents the maximum fee to which Engineer shall be entitled under that task order. That amount shall represent the best estimate of the parties of the maximum cost of the Engineer's services specified in that task order. In the event the cost of services will exceed that estimate, the Engineer shall advise the City in advance, and in writing of such excess costs and shall provide no services in excess of the original estimated costs, without written approval of the City. B. Estimated Fees. The estimated fees for anticipated task orders are shown in Exhibit A. Black & Vetch 1998 Contract 1 C. Re -negotiation of Fees. The Engineer reserves the right to re -negotiate the fee or estimate of fee specified in any task order if the scope of services as specified in the task order is modified by the City or by others or by conditions beyond the control of the parties hereto, whereupon additional expenses shall be incurred by the Engineer. The City and the Engineer shall agree to such a change in fee and services in writing prior to the Engineer's provision of such modified or changed services. D. Time of Payments. Engineer shall periodically submit invoices for the un -billed portion of the services completed to that date. City agrees to pay the invoiced amounts within 30 days from the date of receipt of the invoice. The invoice format and complete billing instructions are contained in Exhibit D which are incorporated and made a part of this agreement. City agrees to pay Engineer a late charge of 1.5 percent per month or the maximum amount allowed by law, if less, on all amounts remaining unpaid, starting 45 days following the invoice date. City agrees to assess and pay the late charge without further invoicing from Engineer. In the event City questions some element of an invoice, that fact shall be made known to the Engineer immediately. Engineer will assist effect resolution and transmit a revised invoice as necessary. Amounts not questioned by City shall be promptly paid to Engineer in accordance with the above payment procedures. E. Payment in the Event of Termination. In the event of termination of this Agreement, Engineer shall be compensated for services performed under this Agreement to the date of termination in accordance with the terms above. F. Permits and Advertising. City shall pay all regulatory permitting and advertising fees and all other project fees normally paid by the City for public works projects. 5. STANDARD OF PERFORMANCE Engineer shall perform his services in accordance with generally accepted engineering and consulting standards and shall be responsible for the technical soundness and accuracy of all work and services furnished pursuant to this Agreement. The work to be performed under this agreement for professional services shall be done under the direct supervision of Pamela R. Lemoine who will serve as Project Manager. It is agreed that other staff members may perform tasks under Ms. Lemoine's direction. However, should Ms. Lemoine be unavailable to serve as Project Manager, this agreement will be subject immediate termination. 6. TERMINATION Either party may terminate this Agreement at any time upon 30 days written notice to the other party. 7. OPINIONS OF COST Engineer has no control over the cost of labor, materials, equipment, or services provided by parties other than Engineer and its subcontractors. Engineer has no control over contractor's methods of determining prices, or other competitive bidding conditions or market conditions, and its opinions of probable project or construction costs are to be made on the basis of its experience with the construction industry. However, Engineer cannot and does not guarantee that proposals, bids, or actual project or construction costs will not vary from the opinions of probable costs prepared by the Engineer. 8. CONSTRUCTION AND SAFETY Engineer shall not be responsible for the means, methods, techniques, sequences, or procedures of construction selected by contractors or the safety precautions and programs and programs incident to the work of contractors. Black & Vetch 1998 Contract ii 9. OWNERSHIP OF DOCUMENTS The originals of all documents, including drawings and specifications, prepared by the Engineer shall remain the property of the Engineer. The Engineer shall provide the City with reproducible and/or non -reproducible copies of the documents, drawings, and specifications, and other work products as specified in each task order. It may further be required that the engineer provided additional copies on computer media of all documents, drawings, and specifications, and other work products as specified in each task order. Such documents, drawings, and specifications are not intended or represented by the Engineer to be suitable for reuse by the City or others on extensions of the services provided for the intended project or on any other project. Any reuse without the written verification or adaptation by the Engineer will be at the City's sole risk and without liability or exposure to the Engineer, and the City shall indemnify and hold harmless the Engineer from all loses, claims, damages, and expenses, including attorney's fees arising out of or resulting therefrom. Any such verifications or adaptations by the Engineer will entitle the Engineer to further compensation at rates agreed to by the parties. Engineer shall provide a reproducible copy of the final record drawings showing the construction project measurements when authorized to do so by task order. 10. DESIGN INTENT Engineer shall prepare design documents, drawings, and specifications with the understanding that he may be observing the quality and progress of resulting construction, for compliance with the intent design, and furthermore that such observation of any construction will be compensated by the City at the rates agreed upon by the parties hereto. 11. INDEMNITY The Engineer shall defend, indemnify, and hold harmless City from any and all claims or liabilities, including reasonable attorneys fees, arising out of Engineer's negligent performance of this Agreement. Engineer shall comply with all federal government, state and local laws and ordinances applicable to the work to be performed under this Agreement. Prior to beginning work under this Agreement, Engineer shall provide "Certificates of Insurance" as evidence that policies providing the following coverage and limits of insurance are in full force and effect. A. General Comprehensive Liability With respect to liability for injuries to or death of persons and with respect to liability for destruction of or damages to property, the insurance coverage shall be $500,000 combined single limit and such coverage shall include the special provisions listed below: 1. The City, its officers, employees, and agents shall be named as an additional insured and the coverage shall be applicable to and protect the City, its officers, employees, and agents from liability arising from or relating to Engineer's activities relating to this Agreement. Such insurance shall be primary and other insurance maintained or carried by the City shall be separate and distinct and shall nor be contributing with the insurance listed hereunder. 2. Such insurance shall not include explosion, collapse, or underground exclusions commonly referred to as the "XCU" hazards. B. Automobile Comprehensive Liability Black & Vetch 1998 Contract iii With respect to liability for injury to or death of persons and with respect to liability for destruction of or damage to property, the City, its officers, employees, and agents shall be named as additional insured and the insurance coverage shall be $500,000 combined single limit. Such insurance shall be primary and other insurance maintained or carried by the City shall be separate and distinct and shall not be contributing with the insurance listed hereunder. Failure of either or all of the named insured to report a claim under such insurance shall not prejudice the rights of the City, its officers, employees, and agents thereunder. The City, its officers, employees, and agents will have no obligation for the payment of premiums because of its being named as additional insured under such insurance. Prior to beginning work for property acquisition, development of contract plans and specifications, and construction management, the Engineer or its subcontractors shall provide evidence of errors and omissions coverage for a minimum of $250,000. City shall defend, indemnify and hold Engineer harmless from all claims or liabilities, including attorney's fees, arising out of City's negligent acts. 12. ATTORNEY'S FEES In the event suit or legal action is instituted to enforce any of the terms or conditions of this Agreement, venue shall be in Superior Court for Yakima County. The losing party shall pay to the prevailing party, in addition to the costs and disbursements allowed by statute, such sum as the court may judge reasonable as attorney's fees in such suit or action, in both trial and appellate courts. 13. ADDITIONAL SERVICES At the City's option and direction, Engineer shall provide additional engineering, observation, and/or planning services as authorized by mutually agreed task orders. 14. INDEPENDENT CONTRACTOR The parties intend that Consultant at all times be an independent contractor and not an employee of the City, and shall not be entitled to compensation or benefit of any kind except as specifically provided for herein. 15. GOVERNING LAWS This Agreement is governed by the laws of the State of Washington. 16. COMPLETE AGREEMENT This agreement and referenced attachments contains the complete and integrated understanding and agreement between the parties and supersedes any understanding, agreement or negotiation whether oral or written not set forth herein. Amendments, changes, or modifications hereto shall not be valid unless in writing and duly executed by both parties. 17. NO THIRD PARTY BENEFICIARIES OTHER THAN THE STATE OF WASHINGTON The agreement gives no rights to anyone other than the City , Engineer, and the State of Washington, and has no other third -party beneficiaries. 18. ASSIGNMENT Neither party to this Agreement shall assign the Agreement, nor any interest arising herein, without the written consent of the other. The Engineer, with the City's consent, shall be authorized to employ or subcontract with any other party or entity it deems necessary for the performance of any of the services to be provided by the Engineer pursuant to the terms of this Agreement. 19. SEVERABILITY OF AGREEMENT In the event any of the terms or clauses of this Agreement is held to be illegal or unenforceable by any court or arbitrator, the remaining clauses Black & Vetch 1998 Contract iv and terms shall continue in full force and effect and shall be enforceable. 20. MINORITY- AND WOMAN -OWNED BUSINESS; CITY -SPECIFIED SUBCONTRACTORS Engineer will comply with the City's directives in utilizing the services of City -specified subcontractors and/or minority and women -owned businesses on the Project. The firm selected by Engineer to meet said directives will be subject to approval by the City. Engineer's liability arising from the work of said subcontractors or businesses is limited to proceeds available from their insurance. 21. STANDARD OF CARE Engineer shall exercise the same degree of care, skill, and diligence in the performance of the services as is ordinarily possessed and exercised by a professional engineer under similar circumstances. No other warranty, express or implied, is included in this Agreement or in any drawing, specification, report, or opinion produced pursuant to this Agreement. 22. LIMITATIONS To the fullest extent permitted by law, Engineer shall not be liable to City for any special, indirect, or consequential damages resulting in any way from the performance of the services stipulated herein. To the fullest extent permitted by law, Engineer's total liability to City for all claims, losses, damages, and expenses resulting in any way from the performance of the services shall not exceed the total compensation received by Engineer under this Agreement. ConsultantOs am p2/ . , "t .1 By: Contract No. 98-11 Resolution No. R-98-12 Black & Vetch 1998 Contract CF OF YAKIMA Richard A. Zais, Jr. City Manager ATTEST: �-�?- Karen S. Roberl'y�,, City Clerk V EXHIBIT A TASK ORDER(S) & ESTIMATED FEES SCOPE OF SERVICES The following tasks have been identified. Detailed descriptions of the background and work plan for each task is found in the attached task sheets. Task 1: Water Utility Model Enhancements Task 2: Capital Financing Options/Water Utility Model Task 3: Development of an Irrigation Rate Model Task 4: Development of a Consolidated Water/Irrigation Model Task 5: Staff training Task 6: Reports Task 7: Meetings and Presentations COST ESTIMATE The estimated costs to provide the above services, as well as the total hours anticipated for each task, is shown below. Cost Estimate Labor Hours Irrigation Water Total Irrigation Water Total Task 1 $0 $2,400 $2,400 0 24 24 Task 2 $0 $1,030 $1,030 0 10 10 Task 3 $4,730 $0 $4,730 48 0 48 Task 4 $3,780 $3,780 $7,560 38 38 76 Task 5 $1,895 $1,895 $3,790 18 18 36 Task 6 $2,620 $2,620 $5,240 28 28 56 Task 7 $1,985 $1,985 $3,970 18 18 36 Total $15,010 $13,710 $28,720 150 136 286 The above cost estimates include direct out-of-pocket expenses including postage, long distance telephone, reproduction, and travel related expenses. It also includes direct charges for computer equipment. Black & Vetch 1998 Contract Task Order No. 1: Water Utility Model Enhancements In 1996, Black & Veatch developed cost allocation and rate design modules to enhance the City's existing Water Utility computer model. These modules allow staff to calculate allocated costs of service for each customer class, and to design rates to reflect cost of service and other rate policies. Along with the most recent rate increase, several customer classes were eliminated and the City implemented rates that reflect a phased approach in moving toward conservation -oriented rates. During 1997, Black & Veatch provided further enhancements and improvements to the Water Utility rate model. In this task, we will complete the enhancements of the water utility model, both to ensure seamless coordination with the Irrigation Model (Task 3) and Consolidated Model (Task 4), and to allow the most efficient updating of the model in future rate studies. This will include additional instructions to provide guidance in the interrelationships between the models, additional graphics capabilities, additional print options and initialization macros that will allow staff to automatically set up the model for the next budget year. Task Order No. 1: Authorization to Proceed. City of Yakima By: enn Rice, Assistant City Manager Engineer /z -37g Date --� --c>25 28 By\Pamela l moine, Project Manager Date Black & Vetch 1998 Contract Task Order No. 2: Capital Financing Options/Water Utility Model In the current Water Utility rate model, the revenue requirements section utilizes tables and spreadsheets developed as part of the completion of the Comprehensive Plan. As such, capital financing options allowed in the model include only those anticipated to be used at the time the Comprehensive Plan was completed. Black & Veatch will expand the capital financing module in the Water Utility Rate model to allow for easier evaluation of alternative capital financing options, including, but not limited to, rates, revenue bonds, state revolving fund loans, public works trust fund monies, and/or other grant and loan programs. Task Order No. 2: Authorization to Proceed. City of Yakima By: GI nn Rice, Assistant City Manager Date Engineer y: Pamela emoine, Project Manager Date Black & Vetch 1998 Contract Task Order No. 3: Development of an Irrigation Rate Model Recently, an Irrigation Utility was formally created to allow the City to more accurately and effectively manage the financial functions of the irrigation system. In order to allow staff to evaluate costs and design rates that will adequately recover costs, Black & Veatch will develop an Excel -based Irrigation Utility Rate Model. This model will be developed such that staff worksheets and presentation tables are of the same format as the Water Utility Rate Model. This model will provide City staff with the ability to evaluate historical and projected operating and maintenance expenses, capital improvement programs and capital financing options to determine the overall level of revenue required. It will also determine the required rate for irrigation water for selected test years. Task Order No. 3: Authorization to Proceed. City of Yakima By: C len Rice, Assistant City Manager Engineer 3/147) Date ,......- -,_-,6- _..9 e By. Pamela ' . L�ilnoine, Project Manager Date Black & Vetch 1998 Contract Task Order No. 4: Development of a Consolidated Water/Irrigation Model In the future, the City will occasionally be required to evaluate the cost effectiveness of conducting capital improvements and rehabilitation on certain parts of the irrigation system. As part of the analysis of these future capital programs, it is reasonable to evaluate whether or not irrigation customers could more effectively be served by the domestic water system. A critical component to the review of capital improvement options is the evaluation of total costs to both utilities. Black & Veatch will develop a consolidated model that will evaluate the total costs of the Combined Water and Irrigation Utilities. This consolidated model will allow for a detailed and complete evaluation of the costs of alternative capital plans, including conversion of all irrigation customers to the potable water system, rehabilitation of the irrigation system, or some combination. The consolidated model will also include several typical bill summaries. The summaries will include an evaluation of costs incurred by various "typical" customers with both irrigation and domestic water service, and will reflect not only annual average costs, but also include detailed tables that provide summaries of costs during the following three seasons: 1) winter; 2) transition (spring and fall); and 3) summer. In addition to the development of the model, Black & Veatch will assist City staff in evaluating alternative capital improvement programs. This evaluation will consider both the total costs of the programs as well as the impact on domestic -only customers, irrigation -only customers, and domestic/irrigation customers. Up to three alternatives will be evaluated for inclusion in the final report (Task 6) and presentation to the City (Task 7). Task Order No. 4: Authorization to Proceed. City of Yakima By: Glenn Rice, Assistant City Manager Engineer 13c: amela '' . moine, Project Manager Black & Vetch 1998 Contract Da e Date Task Order No. 5: Staff training Black and Veatch will provide one-half day of training to city staff in the use of the models created in Tasks 1-4. The training session will provide staff an opportunity to learn the features of the enhancements and models developed in Tasks 1-4. Prior to the training session, Black & Veatch will provide staff with a copy of the models as well as a User Manual (as described in Task 6 below). Task Order No. 5: Authorization to Proceed. City of Yakima By: Glenn Rice, Assistant City Manager Engineer 341f8 Date ::: P meta 1‘ ` B vine, Project Manager Date Black & Vetch 1998 Contract Task Order No. 6: Reports Black & Veatch will provide the City with a letter report summarizing the methodology used in developing the Irrigation Utility Model (Task 3) and the Consolidated Model (Task 4). The report will include a discussion of the results of the Irrigation Utility analysis and the Consolidated Utility analysis. It will also describe any data that the City should consider maintaining to aid in future analyses. Black & Veatch will also prepare a brief user manual for all models developed, including the Water Utility Model, the Irrigation Utility Model, and the Consolidated Model. Task Order No. 6: Authorization to Proceed. City of Yakima Engineer k_ By: GI n ' ice, Assistant Cit Manager ger Da amela 1-moine, Project Manager Date Black & Vetch 1998 Contract Task Order No. 7: Meetings and Presentations As soon as possible upon receiving notice to proceed, Black & Veatch will meet with appropriate staff to collect remaining data necessary to complete the scope of services, and to discuss in further detail the objectives of the study. Prior to this meeting, Black and Veatch will provide a data request to the City to help facilitate data collection. In addition to the initial meeting and staff training, Black & Veatch will be available to meet with City staff as requested. For purposes of establishing a budget for this activity, we have estimated a total of 16 hours and up to 4 meetings. Additional meetings beyond this level of effort would require an increase to our budget. The scheduling of these meetings will be at the discretion of City staff. Upon completion of the work effort, Black & Veatch will present the results of the study to the City Manager, Assistant City Manager, and/or City Council. This presentation will include an overview of the methodology used in developing the models, and a summary of up to three options for providing safe and reliable service (both irrigation and domestic) to the citizens of Yakima now and in the future. Task Order No. 7: Authorization to Proceed. City of Yakima By: Glenn Rice, Assistant City Manager En ineer tAcAzu _V 3/2 r(.1d2 Date By. mela /C�emoine, Project Manager Date Pa Black & Vetch 1998 Contract EXHIBIT B Proposed Schedule & Phasing (Engineer will provided their completed schedule along with the signed Agreement forms to the City) Black & Vetch 1998 Contract EXHIBIT C Fee Schedule Fees for services estimated in the proceeding tacks, are based on the rate schedule set forth below. Rates shown include salary costs, overhead costs, and profit. All rate shown are on a per hour basis. Partner Project Manager Project Staff Clerical Black & Vetch 1998 Contract BLACK & VEATCHLLP 720 Third Avenue, Suite 1100, Seattle, Washington 98104, Tel: (206) 682-1133, Fax: (206) 621-8782 March 12, 1998 Mr. Dueane Calvin Water and Irrigation Manager Ciy of Yakima 2301 Fruitvale Blvd. Yakima, WA 98902 Dear Mr. Calvin: Black & Veatch became a Limited Liability Partnership (LLP) in July of 1997. As such, all contracts after that date, including our current contract with you, needs to be with Black & Veatch LLP instead of simply Black & Veatch. All partners of the firm, including William G. Stannard, continue to have full authorization to enter into agreements with clients. If you have any questions, please feel free to contact me at (206) 224-4609. Sincerely, BLACK & VEATCH LLP �yV , Pamela R. Lemoine Regional Manager Management Consulting Division BUSINESS OF THE CITY COUNCIL YAKIMA, WASHINGTON AGENDA STATEMENT Item No. /c2 For Meeting of 1-20-98 ITEM TITLE: Consideration of a Resolution Authorizing execution of an Agreement with Black & Veatch, for engineering/financial services related to the further development and completion of Financial Modeling Software, initiated in 1996. SUBMITTED BY: Glenn Rice, ACM Dueane Calvin, Water/Irrigation Manager CONTACT PERSON/TELEPHONE: Dueane Calvin 576-6154 SUMMARY EXPLANATION: In 1996 the City undertook the development of financial modeling software for use on personal computing system, utilizing the services of Black & Veatch to accomplish that development. The software that was developed at that time provided staff the ability to respond in a timely manner to Council with additional options and numbers for the "1996 Cost of Service and Rate Study". That oftware will now provide the foundation for the model that staff is seeking to complete. A professional services agreement is necessary because the City does not have staff with the expertise needed, nor the time available to produce the final financial modeling software. Upon completion the software will be the property of the City. All provisions of state law and City policy relating to the selection process for a professional services provider have been followed. Resolution X Ordinance Contract X Other (specify) Funding Source Domestic and Irrigation Operating - Funds 474 and 475 APPROVED FOR SUBMITTAL: City Manager STAFF RECOMMENDATION: Staff recommends approval of the resolution authorizing the City Manager to execute the accompanying contract with Black and Veatch, in an amount not to exceed $28,720 for the services described therein. COUNCIL ACTION: