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02-15 Resolution No. 02-15 RESOLUTION AUTHORIZING EXECUTION OF AN AGREEMENT WITH BLACK & VEATCH CORPORATION FOR A WATER DEPARTMENT EMERGENCY POWER SOURCE BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ELGIN, ILLINOIS, that pursuant to Elgin Municipal Code Section 5 . 02 . 020B (6) the City Council hereby finds that an exception to the requirements of the procurement ordinance is necessary and in the best interests of the city; and BE IT FURTHER RESOLVED that Joyce A. Parker, City Manager, and Dolonna Mecum, City Clerk, be and are hereby authorized and directed to execute an agreement on behalf of the City of Elgin with Black & Veatch Corporation for a water department emergency power source, a copy of which is attached hereto and made a part hereof by reference . s/ Robert Gilliam Robert Gilliam, Mayor Pro Tem Presented: January 23 , 2002 Adopted: January 23 , 2002 Omnibus Vote : Yeas : 5 Nays : 0 Attest : s/ Dolonna Mecum Dolonna Mecum, City Clerk ' K-4 O F <o � City of Elgin Agenda Item No.� • F. E = V.! January 4 , 2002 ,,ill L , II if s GfF«: II NO 1 iii a moj 7 ,1 ttt:j I on 11 TO: Mayor and Members of the City Council N its+ , ` I� ! ! 1' • FINANCIALLY STABLE CITY GOVERNMENT EFFICIENT SERVICES, FROM: Joyce A. Parker, City Manager AND QUALITY INFRASTRUCTURE SUBJECT: Engineering Agreement for a Water Department Emergency Power Source PURPOSE The purpose of this memorandum is to seek authorization from the Mayor and members of the City Council to enter into a contract agreement with the engineering firm of Black and Veatch, for the evaluation of an Emergency/Standby Power Source and an initial vulnerability assessment for the Water Department . em BACKGROUND The Riverside Water Treatment Plant (WTP) , Airlite WTP, and Slade Avenue facility are fed from two electrical lines, however they are from the same ComEd sub-station. Should this sub-station fail for any reason, the water department plants and facilities would be out of service for an undetermined length of time . The proposed agreement with Black & Veatch is to provide an engineering study to assess the Water Department' s need for emergency back-up power source to operate Water Department' s facilities to ensure continuous service to the City of Elgin. The study will determine the size of power generators, location of generators, capital costs, maintenance, and manpower requirements for each facility. Following the study will be the design and implementation of the recommended steps in 2002 . Also an initial study phase to identify the appropriate scope of a vulnerability assessment of Water Department facilities will be undertaken. A copy of the proposed agreement for engineering services is rikattached. f" Emergency Power January 4 , 2002 Page 2 COMMUNITY GROUPS/INTERESTED PERSONS CONTACTED None . 0 FINANCIAL IMPACT Originally $370 , 000 was budgeted for the Shales Parkway Watermain project, account number 380-4000-795 . 92-41, project number 409549 (2000 Bond Fund - Water portion) . The Shales Parkway project has been completed for a total cost of $210, 294 , leaving a balance of $159, 706 available for the $77, 500 contract with Black & Veatch. The $77, 500 should be charged to account number 380-4000-795 . 92-41, 2000 GO Bond Fund, project number 409579 . L GAL IMPACT This agreement would require an exception to the Procurement Ordinance pursuant to the Elgin Municipal Code Section 5 . 02 . 020B (6) . A two-thirds vote of the City Council (five votes) isow is required with a finding by the City Council that an exception to the requirements of the Procurement Ordinance is necessary and in the best interests of the City. ALTERNATIVES None . RECOMMENDATION It is recommended that the members of the City Council authorize the execution of the agreement for engineering services with Black and Veatch for an amount not to exceed $77, 500 . Respectfully submitted, QX0 czm t-e-- • Ut...1-tko...r-,S. Joyce\ A. Parker City Manager PB Attachment r December 19, 2001 MEMORANDUM TO: Peter Bityou, Water Operations Engineer FROM:CL1 Donald B. Leist, Assistant Corporation Counsel RE: �!� Revised Copy of Proposed Agreement for Engineering Services with Black & Veatch for Water Department Emergency . Power Source I am in receipt of a copy of the revised proposed agreement for engineering services prepared or at least reviewed by Black & Veatch' s counsel . Be advised that with the modifications made in this revised agreement it is acceptable as to form. Please do not hesitate to contact me should you require any thing further relative to the above. DBL cc: Michael R. Gehrman Richard G. Kozal Approved: William A. Cogley • ,f AGREEMENT THIS AGREEMENT, made and entered into this 23 day of � ,uvi t-� , 200)„ by and between the CITY OF ELGIN, an Illinois municipal corpplration (hereinafter referred to as "CITY") and Black & Veatch Corporation, a Delaware Corporation (hereinafter referred to as "ENGINEER"). WHEREAS, the CITY desires to engage the ENGINEER to furnish certain professional services in connection with an initial study that will identify the emergency power supply requirements for the CITY's water system during a commercial power outage and the initial phase of identifying the appropriate scope for a vulnerability assessment of the CITY's water system against potential security threats (hereinafter referred to as the PROJECT"). AND WHEREAS, the ENGINEER represents that it is in compliance with Illinois Statutes relating to professional registration of individuals and has the necessary expertise and experience to furnish such services upon the terms and conditions set forth herein below. NOW. THEREFORE, it is hereby agreed by and between the CITY and the ENGINEER that the CITY does hereby retain the ENGINEER for and in consideration of the mutual promises and covenants contained herein, the sufficiency of which is hereby acknowledged to act for and represent it in all engineering matters involved in the PROJECT. subject to the following terms and conditions and stipulations, to-wit: I. SCOPE OF SERVICES A. ENGINEER shall perform the Services described in Attachment A, Scope of Services, which is attached hereto and incorporated by reference as part of this Agreement. No Supplemental Services shall be performed by the ENGINEER nor shall the CITY be responsible for the payment of any such Supplemental Services unless and until such Supplemental Services are authorized in advance in writing by the CITY. B. The CITY shall furnish, as required by the work and not at the cost of the ENGINEER, data and services described in Attachment B, CITY's Responsibility, which is attached hereto and incorporated by reference as part of this Agreement. ENGINEER shall have no liability for defects in the Services attributable to ENGINEER's reliance upon or use of information, data, design criteria, drawings, specifications, or other information furnished by CITY or third parties retained by CITY. 1 Cifv of I;Igin.Agree 10;'29i(1 l C. The scheduling and performance of the work shall conform to the Project Milestones listed below: Submit Draft Report for Review 60 Calendar Days After Notice to Proceed Submit Final Report 15 Calendar Days Following Receipt of CITY's Final Review Comments II. WORK PRODUCTS All work products prepared by the ENGINEER pursuant hereto including, but not limited to reports, designs, calculations, work drawings, studies, photographs, models and recommendations shall be the property of the CITY when ENGINEER has been compensated for services rendered and shall be delivered to the CITY upon request of the DIRECTOR provided, however, that the ENGINEER may retain copies of such work products for its records and shall have the unrestricted right to their use. Such work products are not intended or represented to be suitable for reuse by the CITY on any extension to the PROJECT or on any other project, and such reuse shall be at the sole risk of the CITY without liability or legal exposure to the ENGINEER. Notwithstanding the above, ENGINEER shall retain its rights in its standard drawing details, designs. specifications, databases, computer software and any other proprietary property. Rights to intellectual property development, utilized, or modified in the performance of the services shall remain the property of the ENGINEER. Ill. PAYMENTS TO THE ENGINEER A. The CITY shall pay the ENGINEER for all services under this Agreement on the basis of 2.9 times the direct salary cost of Black & Veatch Corporation personnel employed for the work, plus 3.5 times the direct salary cost of Black & Veatch Special Projects Corporation personnel employed for the vulnerability assessment, plus direct expenses at cost. The maximum amount to be invoiced for all the services under this Agreement shall not exceed Seventy-Seven Thousand Five Hundred Dollars ($77,500) unless a written amendment hereof is authorized by the City Council. The CITY will not be obligated to compensate the ENGINEER for costs incurred in providing Services in excess of the billing limit specified above, nor shall the ENGINEER be obligated to continue performance under the Agreement or otherwise incur costs in excess of that amount, unless and until the CITY notifies the ENGINEER in writing that the billing limit has been increased, and has specified in such notice the revised billing limit for the services in question. When and to the extent that the billing limit has been increased, any costs incurred by ENGINEER in excess of the billing 2 tit\ or Ilgin.Agree 10J29101 limit prior to their increase shall be allowable to the same extent as if such costs had been incurred after the increase in the billing limit was approved. B. The CITY shall make periodic payments to the ENGINEER based upon actual progress of work within 30 days after receipt and approval of invoice. IV. INVOICES A. The ENGINEER shall submit invoices in a format approved by the CITY. In the event the CITY questions some element of an invoice, that fact shall be made known in writing to the ENGINEER immediately and CITY shall pay to ENGINEER.the undisputed portion of the invoice according to the provisions hereof. If CITY fails to pay any invoiced amounts when due, interest will accrue on each unpaid amount at the rate of one and one-half percent (1.5 %) per month, or the maximum amount allowed by law if less, from the date due until paid according to the provisions on this Agreement. Interest shall not be charged on any disputed invoice item which is finally resolved in CITY's favor. ENGINEER will transmit a revised invoice as necessary. The CITY may amend a payment request submitted by the ENGINEER, and authorize those components of the payment request approved by the CITY. B. The ENGINEER shall maintain records showing actual time devoted and direct cost incurred. The ENGINEER shall permit the authorized representative of the CITY to inspect and audit all data under this Agreement. The ENGINEER shall make these records available at reasonable times during the Agreement period, and for a year after termination of this Agreement. V. TERMINATION OF AGREEMENT Notwithstanding any other provision hereof, the CITY may terminate this Agreement at any time upon fifteen (15) days prior written notice to the ENGINEER. In the event that this Agreement is so terminated, the ENGINEER shall be paid for services actually performed and reimbursable expenses actually incurred prior to termination, except that reimbursement shall not exceed the total amount set forth under paragraph III above, whichever is less. VI. TERM This Agreement shall become effective as of the date the ENGINEER is given a written Notice to Proceed and, unless terminated for cause or pursuant to Article V, shall be deemed concluded on the date the CITY determines that all of the ENGINEER's work under this Agreement is completed. A determination of completion shall not constitute a waiver of any rights or claims, which the CITY 3 ( iiv of I.Iain_norcc 10/29/01 may have or thereafter acquire with respect to any term or provision of the Agreement. VII. NOTICE OF CLAIM If the ENGINEER wishes to make a claim for additional compensation as a result of action taken by the CITY, the ENGINEER shall give written notice of his claim within 15 days after occurrences of such action. No claim for additional compensation shall be made valid unless so made. Any changes in the ENGINEER's fee shall be valid only to the extent that such changes are included in writing signed by the CITY and the ENGINEER. Regardless of the decision of the DIRECTOR relative to a claim submitted by the ENGINEER, all work required under the Agreement as determined by the DIRECTOR shall proceed without interruption. VIII. BREACH OF CONTRACT If either party violates or breaches any term of this Agreement, such violation or breach shall be deemed to constitute a default, and the other party has the right to seek such administrative, contractual or legal remedies as may be suitable to the violation or breach; and in addition, if either party, by reason of any default, fails within fifteen (15) days after notice thereof by other party to comply with the conditions of the Agreement, the other party may terminate this Agreement. IX. INDEMNIFICATION To the fullest extent permitted by law, ENGINEER agrees to and shall indemnify, defend and hold harmless the CITY, its officers, employees, agents, boards and commissions from and against any and all claims, suits,judgments, costs, attorney fees. damages or other relief, including but not limited to workers compensation claims, resulting from death or bodily injury to any person or damage or destruction to third-party property in any way resulting from or arising out of negligent actions or omissions of the ENGINEER in connection herewith, including negligent actions or omissions of employees or agents of the ENGINEER arising out of the performance of this Agreement. In the event of any action against the CITY, its officers, employees, agents, boards, or commissions, covered by the foregoing duty to indemnify, defend and hold harmless such action shall be defended by legal counsel of the CITY's choosing. X. NO PERSONAL LIABILITY No official, director, officer, agent or employee of the CITY shall be charged personally or held contractually liable under any term or provision of this Agreement or because of their execution, approval or attempted execution of this Agreement. 4 Cm oil Igin.Agree 10/29/01 XI. INSURANCE A. Commercial General Liability. The ENGINEER shall provide, pay for and maintain in effect, during the term of this Agreement, a policy of commercial general liability insurance, written in occurrence form, with limits of$1,000,000 aggregate for bodily injury and $1,000,000 aggregate for property damage. The ENGINEER shall deliver to the DIRECTOR a Certificate of Insurance naming the CITY as additional insured. The policy shall not be modified or terminated without thirty (30) days prior written notice to the DIRECTOR. The Certificate of Insurance which shall include contractual obligation assumed by the ENGINEER under Article IX entitled"Indemnification" shall be provided. This insurance shall apply as primary insurance with respect to any other insurance or self-insurance programs afforded to the CITY. There shall be no endorsement or modifications to this insurance to make it excess over other available insurance, alternatively, if the insurance states that it is excess or prorata, it shall be endorsed to be primary with respect to the CITY. B. Commerical Automobile Liability. Commercial Automobile Liability Insurance, written in occurrence form, covering all owned, non-owned and hired motor vehicles with minimum limits of$500,000 per occurrence for damage to property. C. Combined Single Limit Policy. The requirements for insurance coverage for general liability and auto exposures may be met with combined single limit of$1.000,000 per occurrence subject to a $1,000,000 aggregate. D. Professional Liability. The ENGINEER shall carry Engineer's Professional Liability Insurance covering claims resulting from error, omissions or negligent acts with a minimum combined single limit of$1,000,000 per occurrence. A Certificate of Insurance shall be submitted to the DIRECTOR as evidence of insurance protection. The policy shall not be modified or terminated without thirty (30) days prior written notice to the DIRECTOR. XII. NONDISCRIMINATION In all hiring or employment made possible or resulting from this Agreement, there shall be no discrimination against any employee or applicant for employment because of sex, age. race, color, creed, national origin, marital status, or the presence of any sensory, mental or physical handicap, unless based upon a bona 5 of[Igin.Agree 10'29101 fide occupational qualification, and this requirement shall apply to, but not be limited to, the following employment advertising, layoff or termination, rates of pay or other forms of compensation and selection for training, including apprenticeship. No person shall be denied or subjected to discrimination in receipt of the benefit of any services or activities made possible by or resulting from this Agreement on grounds of sex, race, color, creed, national origin, age except minimum age and retirement provisions, marital status or the presence of any sensory, mental or physical handicap. Any violation of this provision shall be considered a violation of a material provision of this Agreement and shall be grounds for cancellation, termination or suspension, in whole or in part, of the Agreement by the CITY. XIII. ASSIGNMENT AND SUCCESSORS This Agreement and each and every portion thereof shall be binding upon the successors and the assigns of the parties hereto; provided, however, that no assignment shall be made without the prior written consent of the CITY. XIV. DELEGATION AND SUBCONTRACTORS Any assignment, delegation or subcontracting shall be subject to all the terms, conditions and other provisions of this Agreement and the ENGINEER shall remain liable to the CITY with respect to each and every item, condition and other provision hereof to the same extent that the ENGINEER would have been obligated if it had done the work itself and no assignment, delegation or subcontract had been made. Any proposed subcontractor shall require the CITY's advanced written approval. XV. NO CO-PARTNERSHIP OR AGENCY This agreement shall not be construed so as to create a partnership,joint venture, employment or other agency relationship between the parties hereto. XVI. SEVERABILITY The parties intend and agreed that, if any paragraph, sub-paragraph, phrase, clause or other provision of this Agreement, or any portion thereof, shall be held to be void otherwise unenforceable, all other portions of this Agreement shall remain in full force and effect. XVII. HEADINGS The headings of the several paragraphs of this Agreement are inserted only as a mater of convenience and for reference and in no way are they intended to define, limit or describe the scope of intent of any provision of this Agreement, nor shall they be construed to affect in any manner the terms and provisions hereof or the interpretation or construction thereof. 6 Cite of Hgin.Agree I0i29/0I XVIII. MODIFICATION OR AMENDMENT This Agreement and its attachments constitutes the entire Agreement of the parties on the subject matter hereof and may not be changed, modified, discharged or extended except by written amendment duly executed by the parties. Each party agrees that no representations or warranties shall be binding upon the other party unless expressed in writing herein or in a duly executed amendment hereof, or change order as herein provided. XIX. APPLICABLE LAW This Agreement shall be deemed to have been made in, and shall be construed in accordance with the laws of the State of Illinois. Venue for resolution of any disputes or the enforcement of any rights pursuant to this Agreement shall be in the Circuit Court of Kane County, Illinois. XX. NEWS RELEASES The ENGINEER may not issue any news releases without prior approval from the DIRECTOR, nor will the ENGINEER make public proposals developed under this Agreement without prior written approval from the DIRECTOR prior to said documentation becoming matters of public record. XXI. COOPERATION WITH OTHER CONSULTANTS The ENGINEER shall cooperate with any other consultants in the CITY's employ or any work associated with the PROJECT. XXII. INTERFERENCE WITH PUBLIC CONTRACTING The ENGINEER certifies hereby that it is not barred from bidding on this contract as a result of violations of 720 ILCS 5/33E et seq. or any similar state or federal statute regarding bid rigging. XXIII. SEXUAL HARASSMENT As a condition of this contract, the ENGINEER shall have written sexual harassment policies that include, at a minimum, the following information: A. the illegality of sexual harassment; B. the definition of sexual harassment under state law; C. a description of sexual harassment, utilizing examples; D. the internal complaint process including penalties; E. the legal recourse, investigative and complaint process available through the Illinois Department of Human Rights, and Illinois Human Rights Commission; 7 City of EIgin Agree I 0/29 F. directions on how to contact the department and commission; G. protection against retaliation as provided by Section 6-101 of the Human Rights Act. A copy of the policies must be provided to the Department of Human Rights upon request 775 ILCS 5/2-105. XXIV. PREVAILING WAGE/PAMENT OF TAXES The ENGINEER shall comply with the requirements of the Prevailing Wage Act (820 ILCS 130/0.01 et seq.) XXV. WRITTEN COMMUNICATIONS All recommendations and other communications by ENGINEER to the DIRECTOR and other participants which may affect cost or time of completion, shall be made or confirmed in writing. The DIRECTOR may also require other recommendations and communications by the ENGINEER be made or confirmed in writing. XXVII. NOTICES All notices, reports and documents required under this Agreement shall be in writing and shall be mailed by First Class Mail, postage prepaid, addressed as follows: A. As to CITY: LARRY E. DEIBERT Director of Water Department City of Elgin 150 Dexter Court Elgin, Illinois 60120-5555 B. As to ENGINEER: DAVID B. HUNT Black & Veatch Corporation 101 N. Wacker Drive, Suite 1100 Chicago, Illinois 60606 XXVIII. WARRANTY ENGINEER warrants that it shall perform the Services in accordance with the standards of care and diligence normally practiced by recognized consulting firms in performing services of a similar nature. 8 Citc of[Igin.Agree 10/29/01 IN WITNESS WHEREOF, the undersigned have placed their hands and seal upon and executed this Agreement in triplicate as though each copy hereof was an original and that there are no other oral agreements that have not been reduced to writing in this statement. For the CITY: ATTEST: THE CITY OF ELGIN By By J m c1� 0., sA •IL4-1f- Dolonna Mecum Jbyce A. Parker City Clerk City Manager For the ENGINEER: Dated this day of b e.C wvl k&r- , AD., 2001 ATTEST: BLACK & EATCH CORPORATION By By / • David B. Hunt Vice President 9 co 01 1-'gin.Aercc 10/29/01 ATTACHMENT A SCOPE OF SERVICES The project involves an initial study that will identify the emergency power supply requirements for the CITY's water system during a commercial power outage and the initial phase of identifying the appropriate scope for a vulnerability assessment of the CITY's water system against potential security threats. The scope of services is as follows: EMERGENCY POWER SUPPLY STUDY 1. Establish Objectives. Conduct a workshop with CITY staff to establish objectives for an emergency power supply to serve the water utility during a commercial power outage. The workshop shall include discussions of the following: • Minimum quantity of water to be delivered during an emergency • Minimum quality of water to be delivered during an emergency • Minimum water pressure to be met during an emergency • Preferred source of raw water • Critical supply, treatment, and distribution facilities to be operational during an emergency • Budgetary or schedule requirements of the CITY • Aesthetic constraints such as ambient noise, appearance, or emissions of emergency generation facilities. • Desired reliability/redundancy of emergency power facilities 2. Determine Distribution Hydraulic Requirements. Utilize the existing computer model of the water distribution system to determine the distribution system pumping requirements to meet the objectives established in Task 1. 3. Determine Emergency Power Requirements. Identify the required water utility facilities necessary to meet the objectives established in Task 1, and determine the associated electrical requirements. 4. Evaluate Emergency Power Alternatives. Evaluate various approaches to provide emergency power generation to meet the requirements established in Task 3. 5. Evaluate Fuel Alternatives, Evaluate alternative fuels and fuel storage for the emergency generator(s). 6. Define Emergency Power System. Conduct a meeting with CITY staff to present the results of the evaluations and recommend an emergency power system to meet the objectives established in Task 1. Agree on the preferred emergency power supply facilities. 7. Prepare Opinion of Probable Cost. Prepare a preliminary opinion of probable construction cost for the recommended emergency power system. 8. Estimate O&M Requirements. Estimate the necessary labor, fuel and supplies to operate and maintain the recommended emergency power system. 9. Prepare Implementation Plan. Consider phased implementation of the project, and traditional Design—Bid—Build or alternative Design—Build approaches. Recommend the appropriate project implementation approach and schedule. 10. Prepare Draft Report. Prepare a draft report summarizing the findings and recommendations of the study. Submit ten (10) copies to CITY for review and comment. 11. Review Report, Meet with owner to discuss the draft report, and receive comments. 12. Prepare Final Report. Incorporate review comments, and submit twenty(20) copies of the final report to CITY. WATER SYSTEM VULNERABILITY ASSESSMET 1. Develop Scope of Work. In cooperation with CITY staff's current security evaluations, develop a recommended scope of work for a vulnerability assessment of the CITY's water supply, treatment, and distribution facilities. If Federal regulations or guidelines are promulgated by March 2002 as currently expected, the recommended scope of work shall conform to such regulations or guidelines. Potential threats to be considered include facility security, operating system security, chemical and/or biological threats, and anti-terrorism. Based on the recommendations developed for the study, the CITY may proceed with a water system vulnerability assessment through an amendment to this Agreement. SUPPLEMENTAL SERVICES Any work requested by CITY that is not included in one of the items listed above will be classified as Supplemental Services. Supplemental Services shall include but are not limited to: 1. Assess Feasibility of Supplementing Commercial Power. Assess the economic feasibility of utilizing the emergency power generation facilities during non- emergency conditions to reduce the cost of commercial power. 2. Assess Vulnerability of Water System. Conduct a vulnerability assessment of the CITY's water supply, treatment, and distribution facilities. ATTACHMENT B CITY'S RESPONSIBILITES The CITY will furnish, as required by the work and not at the cost of the ENGINEER, the following: 1. All drawings, reports, records, and other data that are available in the files of the CITY and which may be useful in the work. 2. The services of one employee who has the right of entry to, and has knowledge of, the existing water facilities. 3. Attendance of appropriate CITY staff at the initial workshop to establish the identified objectives for emergency water operations.