HomeMy WebLinkAboutProfessional Service Agreement with HDR Engineering, Inc. for Energy Efficiency and Conservation StrategyAGREEMENT
FOR
PROFESSIONAL SERVICES
THIS AGREEMENT FOR PROFESSIONAL SERVICES is made this 15th
day of October , 2009, and entered into by and between the City of Meridian, a
municipal corporation organized under the laws of the State of Idaho, hereinafter
referred to as "CITY", 33 East Broadway Avenue, 11~eridian, Idaho 83642, and HDR
Engineering, Inc., hereinafter referred to as "ENGINEER", whose business address is
412 E. Parkcenter Blvd. Suite 100 Boise ID 83706.
INTRODUCTION
Whereas, the City has a need for services involving Development of an
Energy Efficiency and Conservation Stratec~y for the DOE EECBG; and
WHEREAS, the Engineer is specially trained, experienced and competent
to perform and has agreed to provide such services;
NOW, THEREFORE, in consideration of the mutual promises, covenants,
terms and conditions hereinafter contained, the parties agree as follows:
TERMS AND CONDITIONS
1. Scope of Services:
1.1 ENGINEER shall perform and famish to the City upon execution of
this Agreement and receipt of the City's written notice to proceed, all
services, and comply in all respects, as specified in the document titled
"Scope of Services" a copy of which is attached hereto as Attachment "A"
and incorporated herein by this reference, together with any amendments
that may be agreed to in writing by the parties.
1.2 All documents, drawings and written work product prepared or
produced by the Engineer under this Agreement, including without
limitation electronic data files, are the property of the Engineer; provided ,
however, the City shall have the right to reproduce, publish and use all
such work, or any part thereof, in any manner and for any purposes
whatsoever and to authorize others to do so. If any such work is
copyrightable, the Engineer may copyright the same, except that, as to
DEVELOPMENT OF ENERGY EFFICIENCY AND CONSERVATION STRATEGY - page 1 of 14
any work which is copyrighted by the Engineer, the City reserves a
royalty-free, non-exclusive, and irrevocable license to reproduce, publish
and use such work, or any part thereof, and to authorize others to do so.
1.3 The Engineer shall provide services and work under #his Agreement
consistent with the requirements and standards established by applicable
federal, state and city laws, ordinances, regulations and resolutions. The
Engineer represents and warrants that it will perform its work in
accordance with generally accepted industry standards and practices for
the profession or professions that are used in perfornnance of this
Agreement and that are in effect at the time of performance of this
Agreement.
1.4 Services and work provide by the engineer at the City's request
under this Agreement will be performed in a timely manner in accordance
with a Schedule of Work, which the parties hereto shall agree to. The
Schedule of Work may be revised from time to time upon mutual written
consent of the parties.
2. Consideration
2.1 The Engineer shall be compensated on a Time & materials basis
as provided in Attachment B "Payment Schedule" attached hereto and by
reference made a part hereof for aNot-To-Exceed amount $48,800.00.
2.2 The Engineer shall provide the Ci#y with a monthly statement, as
services warrant, of fees earned and costs incurred for services provided
during the billing period, which the City will pay within 30 days of receipt of
a correct invoice and approval by the City. The City will not withhold any
Federal or State income taxes or Social Security Tax from any payment
made by City to Engineer under the terms and conditions of this
Agreement. Payment of all taxes and other assessments on such sums is
the sole responsibility of Engineer.
2.3 Except as expressly provided in this Agreement, Engineer shall not
be entitled to no receive from the City any additional consideration,
compensation, salary, wages, or other type of remuneration for services
rendered under this Agreement., including ,but not limited to, meals,
lodging, transportation, drawings, renderings or mockups. Specifically,
Engineer shall not be entitled by virtue of this Agreement to consideration
in the form of overtime, health insurance benefits, retirement benefits,
paid holidays or other paid leaves of absence of any type or kind
whatsoever.
DEVELOPMENT OF ENERGY EFFICIENCY AND CONSERVATION STRATEGY -- page 2 of 14
3. Time of Performance:
This agreement shall become effective upon execution by both parties,
and shall expire upon completion of the agreed upon services, January
15, 2010 or unless sooner terminated as provided below or unless some
other method or time of termination is listed in Attachment A. This
Agreement shall terminate automatically on the occurrence of (a)
bankruptcy or insolvency of either party, or (b) sale of Engineers business.
~. Independent Gon#ractor:
4.1 In ail matters pertaining to this agreement, ENGINEER shall be
acting as an independent contractor, and neither ENGINEER nor any
officer, employee or agent of ENGINEER will be deemed an employee of
CITY. Except as expressly provided in Attachment A, Engineer has no
authority or responsibility to exercise any rights or power vested in the
City. The selection and designation of the personnel of the CITY in the
performance of this agreement shall be made by the CITY.
4.2 Engineer shall determine the method, details and means of
performing the work and services to be provided by Engineer under this
Agreement. Engineer shall be responsible to City only for the
requirements and results specified in this Agreement and, except as
expressly provided in this Agreement, shall not be subjected to City's
control with respec# to the physical action or activities of Engineer in
fulfillment of this Agreement.
5. Indemnification and Insurance:
ENGINEER shall indemnify and save and hold harmless CITY from and
for any and all losses, claims, actions, judgments for damages, or injury to
persons or property and losses and expenses and other costs including
litigation costs and reasonable attorney's fees, arising out of, resulting
from, or in connection wi#h the negligent acts and or errors or omissions
by the ENGINEER, its servants, agents, officers, employees, guests, and
business invitees, and not caused by or arising out of the tortious conduct
of ENGINEER or its employees.
CITY shall indemnify and save and hold harmless ENGINEER from and
for any and all losses, claims, ac#ions, judgments for damages, or injury to
persons or property and losses and expenses and other costs including
litigation costs and attomey's fees to the proportionate extent, arising out
DEVELOPMENT OF ENERGY EFFICIENCY AND CONSERVATION STRATEGY - page 3 of 14
af, resulting from, or in connection with the negligent acts and/ar en-ors or
omissions by the CITY, ifs servants, agents, officers, employees, guests,
and business invitees, and not caused by or arising out of the tortious
conduct of CITY ar its employees.
ENGINEER shall maintain, and spec~cally agrees that it will maintain,
throughout the term of this Agreement, liability insurance, in which the
CITY shall be named an additional insured in the minimum amounts as
follow: General Liability One Million Dollars ($1,000,000) per incident or
occurrence, Professional Liability / Professional errors and omissions
One Million Dollars ($1,000,000) aggregate, Automobile Liability
Insurance One Million Dollars ($1,000,000) per incident or occurrence and
Workers' Compensation Insurance , in the statutory limits as required by
law.. The limits of insurance shall not be deemed a limitation of the
covenants to indemnify and save and hold harmless CITY; and if CITY
becomes liable for an amount in excess of the insurance limits, herein
provided, ENGINEER covenants and agrees to indemnify and save and
hold harmless CITY from and for all such losses, claims, actions, or
judgments for damages or injury to persons or property and other costs,
including litigation cos#s and attorneys' fees, arising out of, resulting from ,
or in connection with the performance of this Agreement by the Engineer
or Engineer's officers, employs, agents, representatives or subcontractors
and resulting in or attributable to personal injury, death, or damage or
destruction #o tangible or intangible property, including use of.
ENGINEER shall provide CITY with a Certificate of Insurance, or other
proof of insurance evidencing ENGINEER'S compliance with the
requirements of this paragraph and file such proof of insurance with the
CITY at least ten (10) days prior to the date Engineer begins performance
of it's obligations under this Agreement. In the event the insurance
minimums are changed, ENGINEER shall immediately submit proof of
compliance with the changed limits. Evidence of all insurance shall be
submitted to the City Purchasing Agent with a copy to Meridian City
Accounting, 33 East Broadway Avenue, Meridian, Idaho 83642.
6. Notices: Any and all notices required to be given by either of the parties
hereto, unless otherwise stated in this agreement, shall be in writing and
be deemed communicated when mailed in the Uni#ed States mail,
certified, return receipt requested, addressed as follows:
City of Meridian
Purchasing Agent
33 E. Broadway Avenue
Meridian, Idaho 83642
DEVELQPMENT OF ENERGY EFFICIENCY AND CONSERVATIQN STRATEGY - page 4 of 14
HDR Engineering, Inc.
Attn: Miguel GaddiLProject Manager
412 E. Parkcenter Blvd.. Suite 100
Boise, I D 83706
(208) 3$7-7000
Either party may change their address for the purpose of this paragraph
by giving written notice of such change to the other in the manner herein
provided.
7. Attorrtiey Fees: Should any litigation be commenced between the parties
hereto concerning this Agreement, the prevailing party shall be entitled, in
addition to any other relief as may be granted, to court costs and
reasonable attorneys' fees as determined by a Court of competent
jurisdiction. This provision shall be deemed to be a separate contract
between the parties and shall survive any default, termination or forfeiture
of this Agreement.
8. Time is of the Essence: The parties hereto acknowledge and agree that
time is strictly of the essence with respect to each and every term,
condition and provision hereof, and that the failure to timely perform any
of the obligations hereunder shall constitute a breach of, and a default
under, this Agreement by the party so failing to perform.
9. Assignment: It is expressly agreed and understood by the parties
hereto, that ENGINEER shall not have the right to assign, transfer,
hypothecate or sell any of its rights under this Agreement except upon the
prior express written consent of CITY.
10. Discrimination Prohibited: In performing the Services required herein,
ENGINEER shall not unlawfully discriminate in violation of any federal,
state or local law, rule or regulation against any person on the basis of
race, color, religion, sex, national origin or ancestry, age or disability.
11. Reports and Information:
11.1 At such times and in such forms as the CITY may require, there
shall be furnished to the CITY such statements, records, reports, data and
information as the CITY may request pertaining to matters covered by this
Agreement.
11.2 Engineer shall maintain all writings, documents and records
prepared or compiled in connection with the performance of this
Agreement for a minimum of four (4) years from the termination or
completion of this or Agreement. This includes any handwriting,
DEVELOPMENT OF ENERGY EFFICIENCY AND CONSERVATION STRATEGY - page 5 of 14
typewriting, printing, photo static, photographic and every other means of
recording upon any tangible thing, any form of communication or
representation including letters, words, pictures, sounds or symbols or any
combination thereof.
12. Audits and inspections: At any time during normal business hours and
as often as the CITY may deem necessary, there shall be made available
to the CITY for examination all of ENGINEER'S records with respect to all
matters covered by this Agreement. ENGINEER shall permit the CITY to
audit, examine, and make excerpts or transcripts from such records, and
to make audits of all contracts, invoices, materials, payrolls, records of
personnel, conditions of employment and other data relating to all matters
covered by this Agreement.
13. Publication, Reproduction and Use of Materiat No material produced
in whole or in part under this Agreement shall be subject to copyright in
the United States or in any other country. The CITY shall have
unrestricted authority to publish, disclose and otherwise use, in whole or in
part, any reports, data or other materials prepared under this Agreement.
14. Compliance with Laws: In performing the scope of services required
hereunder, ENGINEER shall comply with all applicable laws, ordinances,
and codes of Federal, State, and local governments.
15. Changes: The CITY may, from time to time, request changes in the
Scope of Services to be performed hereunder. Such changes, including
any increase or decrease in the amount of ENGINEER'S compensation,
which are mutually agreed upon by and between the CITY and
ENGINEER, or time to complete shall be incorporated in written
amendments to this Agreement.
16. Termination: If, through any cause, ENGINEER, its officers, employees,
or agents fails to fulfill in a timely and proper manner its obligations under
this Agreement, violates any of the covenants, agreements, or stipulations
of this Agreement, falsifies any record or document required to be
prepared under this agreemen#, engages in fraud, dishonesty, or any
other act of misconduct in the performance of this contract, or if the City
Council determines that termination of this Agreement is in the best
interest of CITY, the CITY shall thereupon have the right to terminate this
Agreement by giving written notice to ENGINEER of such termination and
specifying the effective date thereof at least fifteen {15) days before the
effective date of such termination. ENGINEER may terminate this
agreement at any time by giving at least sixty (60) days notice to CITY.
DEVELOPMENT OF ENERGY EFFICIENCY AND CONSERVATION STRATEGY - page 6 of 14
In the event of any terming#ion of this Agreement, all finished or
unfinished documents, data, and reports prepared by ENGINEER under
this Agreement shall, at the option of the CITY, become its property, and
ENGINEER shall be entitled to receive just and equitable compensation
for any work satisfactorily complete hereunder.
Notwithstanding the above, ENGINEER shall not be relieved of liability to
the CITY for damages sustained by the CITY by virtue of any breach of
this Agreement by ENGINEER, and the CITY may withhold any payments
to ENGINEER for the purposes of set-off until such time as the exact
amount of damages due the CITY from ENGINEER is determined. This
provision shall survive the termination of this agreement and shall not
relieve ENGINEER of its liability to the CITY for damages.
17. Construction and Severability: If any part of this Agreement is held to
be invalid or unenforceable, such holding will not affect the validity or
enforceability of any other part of this Agreement so long as the remainder
of the Agreement is reasonably capable of completion.
18. Advice of Attorney: Each party warrants and represents that in
executing this Agreement. It has received independent legal advice from
it's attorney's or the opportunity to seek such advice.
19. Entire Agreement: This Agreement contains the entire agreement of the
parties and supersedes any and all other agreements or understandings,
oral of written, whether previous to the execution hereof or
contemporaneous herewith.
20. Applicable Law: This Agreement shall be governed by and construed
and enforced in accordance with the laws of the State of Idaho, and the
ordinances of the City of Meridian.
21. Approval Required: This Agreement shall not became effective or
binding until approved by the City of Meridian.
CITY OF MERIDIAN
HDR ENGINEERING, INC.
_~/ 7i'~~~ ~ ~
BY: i~z -ti's l ~;
TAM ,Y d WEERD, MAYOR BY: r,~;,~N~~ ri. ~l~ dx-s ~t~~ U ,~ : I'~-~~`>~~~~~„
Approved by City Council:_ ~ ~ -a(7 - OBI
DEVELOPMENT OF ENERGY EFFICIENCY AND CONSERVATION STRATEGY - page 7 of 14
Attest:
JAYC HOLMAN, CITY CLERK
o
SEAL
~~o^~ \`
'=. ~o ~~,sr is~ ~ ~~'
~° ,
-, q ~o ~oP ,.,
Approved as to Content
BY:
KEITH WA TS, PURCHASING AGENT
Dated: .~ (7 ,? /-~
Approved as to Form
CITY ATTORNEY
~ ~e t Approval
Pete Friedman
TITLE: Planning Manager
Dated: i~ /.zv /0 9
T
DEVELOPMENT OF ENERGY EFFICIENCY AND CONSERVATION STRATEGY - page 8 of 14
Attachment A
SCOPE OF SERVICES
Task 1
Identification of policy objectives and potential projects to comprise a City of
Meridian Energy Strategy.
HDR will assist city staff in indentifying objectives for an ongoing energy strategy that
would assist city council in project and program prioritization. HDR will facilitate a
brainstorming session wifh city staff and key stakeholders to identify a wide array of
potential projects for high level assessment.
~lic~~~,1~~
List of policy objectives.
List of potential projects and relationship to policy objectives.
~~~~~~~~i~s
The Gity of Meridian will coordinate brainstorming session and invite appropriate
stakeholders. The session will last 3 hours and up to 3 HDR staff will attend.
Task 2
Preliminary high level assessment of potential projects.
HDR will conduct a preliminary assessment of the potential projects and programs
based on the main cri#eria developed by the US Department of Energy and the
objectives identified by the City in task 1.
~ii~~is
Draft and Final Projects Matrix (excel) with High -Medium -Low scoring
~sstin~
Up to 25 potential projects will be assessed.
One 2 hour meeting (3 HDR staff) will be conducted for matrix review.
Two draft submittals will be sent to the City for review before final matrix is created. The
City will compile all comments from different departments and stakeholders and send to
HDR for revisions.
DEVELOPMENT OF ENERGY EFFICIENCY AND CONSERVATION STRATEGY - page 9 of 14
Task 3
Presentation of objectives and potential projects and programs to City Council
for inclusion in the Energy Efficiency and Conservation Strategy (EEGs}.
HDR wiA assist city staff in presenting goals and project assessment matrix to city
council.
~li~~~°~1a1~
PowerPoint Presentation
~~ ~
Two meetings (2 hours each) with city staff to prepare presentation.
Attendance of city council session by 3 HDR staff.
Task 4
Refined assessment of projects to be included in the EECS.
HDR will conduct a refined assessment of the projects identified by City Council during
Task 3. This assessment will include numerical data to the extent possible.
~li~~~~1~~
Draft Projects Matrix
Final Project Ma#rix
~~~i~
Up to 15 potential projects will be assessed.
Two 2 hours meetings (3 HDR staff) will be conducted for matrix review.
Two draft submittals will be sen# to the city for review before final matrix is created. The
city will compile comment from departments and stakeholders and send to HDR for
revisions.
Task 5
Produce EECS and present to City Council
In addfion to the specific projects, HDR will develop and identify:
^ Funding leverage potential (combining funding from multiple sources that
can include public and private capital and assets) to accomplish the most
significant and long term benefits;
^ Goals to achieve improved energy use, energy reductions, and efficiency
increases;
DEVELOPMENT OF ENERGY EFFICIENCY AND CONSERVATION STRATEGY - page 10 of 14
^ Greenhouse gas (GHG) emissions analyses to show GHG reductions and
make the case for climate related benefits;
Key outcomes of the stra#egy will include:
^ Jobs created or retained
^ Energy saved (kwh/therms/gallons/BTUsletc)
^ Renewable energy capacity
^ GHG emissions reduced
^ Funds leveraged
HDR will assist city staff in presenting the EECS to city council and identifying projec#s
for submittal to DOE for EECBG funds.
~li~~~ ~~1~~
Draft EECS
Final EECS
PowerPoint Presentation
~~~~ir~s
Three 2 hours meetings (3 HDR staff) will be conducted for EECS review.
One meeting (2 hours) wi#h ci#y staff to prepare presentation.
Two draft submittals will be sent to the city for review before final matrix is created. The
city will compile comment from departments and stakeholders and send to HDR for
revisions. Attendance of city council session by 3 HDR staff.
Task 6
Submit application to DOE including SECS and speciific projects.
HDR will assis# city staff with application to DOE
~~li~~rbi~s
Application submittal with all attachments as required by DOE.
~~~ti~
3 meetings (2 hours each) with city staff to prepare forms and submit application.
DEVELOPMENT OF ENERGY EFFICIENCY AND CONSERVATION STRATEGY - page 11 of 14
Attachment B
PAYMENT SCHEDULE
A. Total and complete compensation for this Agreement shall not exceed $48,800
excluding travel expenses. Fees will be billed for actual time worked per the attached
rate sheet. Fees will be billed monthly for completed tasks only, per the following
schedule of values.
TASK DESCRIPTION AMOUNT
1 T&M
2 T&M
3
_
~ .
_._,
_
_ TAM
4 _ ~
~__ ~
_ s
, T8~M
5 T&M
6 T&M
~ R
TOTAL ~ $48,800.00
Travel expenses will be paid at no more than the City of Meridian's Travel and
Expense Reimbursement Policy.
DEVELOPMENT OF ENERGY EFFICIENCY AND CONSERVATION STRATEGY - page 12 of 14
HDR BILLING RATES
2~Q9
Employee Name Billing Rates
Karen Hinz 63.52
Eric Sjoberg 65.6
Lonnie Davis 67.2
Kerri Chipman 67.52
Jennifer Griggs 69.22
Robert Waldher 69.92
Jesse Walters 70.4
Jed Glavin 72
Anh Nguyen 72
Jacob Hassard 76.8
Verena Winter 90.37
Corrinna Hugaboom 94.08
Bonnie Leggett 94.18
Meghann Donley 96
Christopher Everhart 96
Zachary Piepmeyer 96
Daniel Celaya 97.47
Diane Holloran 100.8
Michael Zeltner 100.8
Dina O'Reilly 101.12
Anna Zaklikowski 102.3
Zelma Miller 103.68
Avygail Sanchez 107.1
Lauren Casey 110.24
Eric Mortensen 110.4
Michael Kasch 915.2
Richard Lovel 115.2
Courtney Sokol 115.3
Thomas Hamlin 116.51
Scott Martin 121.6
Miguel Gaddi 126.4
Oliver Kuehne 127.68
Bradley Kruger 128.48
Heather Carroll 132
James Hagar 132.8
Tim Landers 133.12
Jason Kent 138.4
Tim Thomure 140.8
Ernesto Mejia Jr. 141.12
David Gibney 141.73
Jeff Hansen 141.76
DEVELOPMENT OF ENERGY EFFICIENCY AND CONSERVATION STRATEGY - page 13 of 14
Mario Benisch 141.79
Dale Anderson 144.77
Joel Beilin 145.12
Pepi Ursiilo 145.6
Michael Miller 147.2
Steven Speth 148.8
David Vogt 149.6
Renee Schwecke 150.21
David Keil 150.4
Christine Whittaker 153.6
Shane Womack 157.41
Michael Murray 160
Katherine Eldridge 161.63
Junfeng Leng 164.8
Robert Bower JR 176.32
Sarah Clark 187.42
Andrew Graham 188
Merry Fenske Jr. 192
Michael Gilbrook 192
Jeannie Renne 192
James Woolcott 195.68
John Evans II 200
Robert Bosco 204
Guy Carpenter 204.8
Ruth Abbe 207.68
John Koch 224
Karen Doherty 230.78
John Deakin 233.6
Tom Gould 260.8
David Roohk 261.76
John Maxwell 268.48
David Clark 285.06
DEVELOPMENT OF ENERGY EFFICIENCY AND CONSERVATION STRATEGY - pag@ 14 Of 14