CITY OF MERCED
CONSULTING AND PROFESSIONAL SERVICES CONTRACT
THIS CONTRACT is made at Merced, California, by and between the City of Merced ("City"), a California Charter Municipal Corporation, and Control Point Engineering, Inc., a California Corporation, whose address of record is 3941 Park Drive, Unit 20, Eldorado Hills, Ca 95762, ("Consultant") for the purpose of providing full service consulting and electrical engineering services for the City of Merced Wastewater Treatment Facility's SCADA system.
WHEREAS, City does not have sufficient personnel to perform full service consulting and electrical engineering services and thereby necessitating this Contract for professional services.
NOW, THEREFORE, the Parties covenant and agree, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged and agreed, as follows:
SECTION 1. CONSULTANT SERVICES
A. Subject to the terms and conditions set forth in this Contract, Consultant shall provide to City the services described in Exhibit "A," attached and incorporated herein. City and Consultant shall enter into an "Authorization of Service Agreement," substantially in the form of Exhibit "B" attached hereto and incorporated herein by this reference, for each project. City's City Manager shall have the authority to execute on City's behalf the Authorization of Service Agreement without additional approval by the City Council so long as the funding is available within the project budget. In the event additional funding is required, such Authorization of Service Agreement will require prior City Council approval. In the event of a conflict between the term of this Contract and the terms of the Authorization of Service Agreement, the terms and conditions set forth herein shall prevail over those set forth in the Authorization of Service Agreement.
B. Pursuant to Government Code Section 7550, if the compensation set forth in Section 2 exceeds the sum of five thousand dollars ($5,000), each document or report prepared by Consultant for City pursuant to this Contract shall, in a separate section of the document or report, contain the numbers and dollar amount of the Contract and all X: \Agreements\ WWTP-General\2025\Control Point Engineering Consulting Professional Service - Form of Agreement.docx 2 subcontracts under the Contract relating to the preparation of the document or written report. If multiple documents or written reports are the subject of the Contract or subcontracts, the disclosure section may also contain a statement indicating that the total contract amount represents compensation for multiple documents or written reports.
SECTION 2. COMPENSATION AND REIMBURSEMENT OF COSTS
A. City shall pay Consultant for services rendered pursuant to this Contract, at the times and in the manner set forth in each Authorization of Service Agreement. The payments specified in the Authorization of Service Agreement shall be the only payments to be made to Consultant for services rendered pursuant to this Contract.
SECTION 3. TERM AND TERMINATION
A. The term of this Contract shall be for three (3) years commencing on the date of this Contract. Time is of the essence.
B. If Consultant fails to perform its duties to the satisfaction of City, or if Consultant fails to fulfill in a timely and professional manner its obligations under this Contract, then City shall have the right to terminate this Contract effective immediately upon City giving written notice thereof to Consultant.
C. Either Party may terminate this Contract without cause on thirty (30) calendar days' written notice.
D. City may terminate this Contract immediately upon written notice to Consultant if funding ceases or is materially decreased during the term of this Contract.
E. In the event that City gives notice of termination, Consultant shall promptly provide to City any and all finished and unfinished reports, data, studies, photographs, charts, or other work product prepared by Consultant pursuant to this Contract. City shall have full ownership, including, but not limited to, intellectual property rights, and control of all such finished and unfinished reports, data, studies, photographs, charts, or other work product.
X: \Agreements\WWTP-General\2025\Control Point Engineering Consulting Professional Service - Form of Agreement.docx 3 F. In the event that City terminates the Contract, City shall pay Consultant the reasonable value of services rendered by Consultant pursuant to this Contract; provided, however, that City shall not in any manner be liable for lost profits which might have been made by Consultant had Consultant completed the services required by this Contract.
Consultant shall, not later than ten (10) calendar days after termination of this Contract by City, furnish to City such financial information as in the judgment of the City's representative is necessary to determine the reasonable value of the services rendered by Consultant.
G. In no event shall the termination of this Contract be construed as a waiver of any right to seek remedies in law, equity, or otherwise for a Party's failure to perform each obligation required by this Contract.
SECTION 4. MISCELLANEOUS TERMS AND CONDITIONS OF
CONTRACT
A. City shall make its facilities accessible to Consultant as required for Consultant's performance of its services under this Contract, and, upon request of Consultant at times convenient to City, provide labor and safety equipment as required by Consultant for such access.
B. Unless otherwise agreed to in the Authorization of Services Agreement, City shall obtain, arrange, and pay for all advertisements for bids, permits, and licenses required by local, state, or federal authorities.
C. Pursuant to the City's business license ordinance, Consultant shall obtain a City business license prior to commencing work.
D. Consultant represents and warrants to City that it has all licenses, permits, qualifications, and approvals of any nature whatsoever that are legally required for Consultant to practice its profession. Consultant represents and warrants to City that Consultant shall, at its sole cost and expense, keep in effect or obtain at all times during the term of this Contract any licenses, permits, and approvals that are legally required for Consultant to practice its profession.
E. Consultant shall, during the entire term of this Contract, be construed to be an independent contractor and nothing in this Contract is intended, nor shall it be construed, to create an employer/employee relationship, X: \Agreements WWTP-General\2025\Control Point Engineering Consulting Professional Service - Form of Agreement.docx association, joint venture relationship, trust, or partnership or to allow City to exercise discretion or control over the professional manner in which Consultant performs under this Contract; provided, however, that the services to be provided by Consultant shall be provided in a manner consistent with the professional standards applicable to such services.
The sole interest of City is to ensure that services are rendered and performed in a competent, efficient, and satisfactory manner.
Consultant shall be fully responsible for payment of all taxes due to state and federal governments which would be withheld from compensation if Consultant were a City employee. City shall not be liable for deductions for any amount for any purpose relating to Consultant's compensation. Consultant shall not be eligible for coverage under City's workers' compensation insurance plan, benefits under the City's retirement plan, or be eligible for any other City benefit. No party shall be the agent of, or have a right or power to bind, the other Party without its express written consent.
In the event Consultant or any employee, agent, or subcontractor of Consultant providing services under this Contract is determined by a court of competent jurisdiction or the California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS as an employee of the City, Consultant shall indemnify, protect, defend, and hold harmless the City for the payment of any employee and/or employer contributions for PERS benefits on behalf of Consultant or its employees, agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of City.
F. No provision of this Contract is intended to, or shall be for the benefit of, or construed to create rights in, or grant remedies to, any person or entity not a party hereto, including any third-party beneficiary.
G. No portion of the work or services to be performed under this Contract shall be assigned, transferred, conveyed, or subcontracted without the prior written approval of City. Consultant may use the services of independent contractors and subcontractors to perform a portion of its obligations under this Contract with the prior written approval of City.
Independent contractors and subcontractors shall be provided with a copy of this Contract and Consultant shall have an affirmative duty to assure that said independent contractors and subcontractors comply X: \Agreementsi WWTP-General\2025\Control Point Engineering Consulting Professional Service - Form of Agreement.docx with the same and agree to be bound by its terms. Consultant shall be the responsible party with respect to all actions of its independent contractors and subcontractors, and shall obtain such insurance and indemnity provisions from its contractors and subcontractors as City's Risk Manager shall determine to be necessary in his/her sole discretion.
H. Consultant, at such times and in such form as City may require, shall furnish City with such periodic reports as it may request pertaining to the work or services undertaken pursuant to this Contract, the costs or obligations incurred or to be incurred in connection therewith, and any other matters covered by this Contract.
I. Consultant shall maintain accounts and records, including personnel, property, and financial records, adequate to identify and account for all costs pertaining to this Contract and such other records as may be deemed necessary by City to assure proper accounting for all project funds. These records shall be made available for audit purposes to state and federal authorities, or any authorized representative of City.
Consultant shall retain such records for three (3) years after the expiration of this Contract, unless prior permission to destroy them is granted by City or unless a longer retention period is required by a funding source for this Contract.
J. Consultant shall perform all services required pursuant to this Contract in the manner and according to the standards observed by a competent practitioner of Consultant's profession. All products of whatsoever nature, which Consultant delivers to City pursuant to this Contract, shall be prepared in a professional manner and conform to the standards of quality normally observed by a person practicing the profession of Consultant and its agents, employees, and subcontractors assigned to perform the services contemplated by this Contract.
K. Unless Consultant is specifically advised in writing by City to verify data, Consultant shall be entitled to rely upon the accuracy and completeness of all data furnished by City to Consultant that is used by Consultant in providing its services under this Contract. Consultant may retain and use all data furnished to it, except such data which may be marked "confidential" and required to be returned, and may use all plans, designs, specifications, and other work product created by Consultant in providing services hereunder. Any use of such work X: \Agreements! WWTP-General\2025\Control Point Engineering Consulting Professional Service - Form of Agreement.docx 6 product that includes proprietary information shall not identify City; nor shall the manner of such use have the effect of identifying City. In any reuse by Consultant for any non-City purpose of any data, drawings, plans, etc., prepared for City, Consultant shall fully release, protect, defend, indemnify, and hold harmless City, its officials, officers, employees, and agents from all claims, costs, expenses, damage, or liability arising out of or resulting from the reuse or modification of any reports, data, documents, drawings, specifications, or other work product prepared by Consultant for City for any entity or purpose other than for City's benefit.
L. All completed reports and other data or documents, or computer media including diskettes, and other materials provided or prepared by Consultant in accordance with this Contract are the property of City, and may be used by City. City shall have all intellectual property rights including, but not limited to, copyright and patent rights, in said documents, computer media, and other materials provided by Consultant. City shall release, defend, indemnify, and hold harmless Consultant from all claims, costs, expenses, damage, or liability arising out of or resulting from the use or modification of any reports, data, documents, drawings, specifications, or other work product prepared by Consultant, except use by City on those portions of the project for which such items were prepared.
M. Consultant, including its employees, agents, and subconsultants, shall not maintain or acquire any direct or indirect interest that conflicts with the performance of this Contract. Consultant shall comply with all requirements of the Political Reform Act (Government Code§ 81000 et seq.), Government Code Section 1090 et seq., and other laws relating to conflicts of interest, including the following: 1) Consultant shall not make or participate in a decision made by City if it is reasonably foreseeable that the decision may have a material effect on Consultant's economic interest, and 2) if required by City Clerk, Consultant shall file financial disclosure forms with the City Clerk.
SECTION 5. INSURANCE
A. As a separate and independent covenant from any indemnity obligation hereunder, during the term of this Contract, Consultant shall maintain in full force and effect at its own cost and expense, the following insurance coverage:
X: Agreements\ WWTP-General\2025\Control Point Engineering Consulting Professional Service - Form of Agreement.doex 7 1. Workers' Compensation Insurance. Full workers' compensation insurance shall be provided with a limit of at least One Hundred Thousand Dollars ($100,000) for any one person and as required by law, including Employer's Liability limits of $1,000,000.00 per accident. The policy shall be endorsed to waive the insurer's subrogation rights against the City.
2. General Liability.
(a) Consultant shall obtain and keep in full force and effect general liability coverage at least as broad as ISO
commercial general liability coverage occurrence Form CG 0001.
(b) Consultant shall maintain limits of no less than One Million Dollars ($1,000,000) per occurrence for bodily injury,
personal injury, and property damage.
(c) The City, its officers, employees, and agents are to be named as additional insureds under the policy, as respects liability arising out of work or operations performed by or on behalf of the Consultant.
(d) The policy shall stipulate that this insurance will operate as primary insurance for work performed by Consultant and its sub-contractors, and that any other insurance or self
insurance maintained by City or other named insureds shall be excess and non-contributory.
(e) Consultant shall maintain its commercial general liability coverage for three (3) years after completion of the work and shall add an additional insured endorsement form
acceptable to the City naming the City of Merced, its
officers, employees, and agents for each year thereafter for at least three (3) years after completion of the work. Copies of the annual renewal and additional insured endorsement form shall be sent to the City within thirty (30) days of the annual renewal.
X: \Agreements! WWTP-General\2025\Control Point Engineering Consulting Professional Service - Form of Agreement.docx 8 3. Automobile Insurance.
(a) Consultant shall obtain and keep in full force and effect an automobile policy of at least One Million Dollars
($1,000,000) per accident for bodily injury and property damage.
(b) The City, its officers, employees, and agents are to be named as additional insureds under the policy, as respects automobiles owned, leased, hired, or borrowed by the
Consultant.
(c) The policy shall stipulate that this insurance will operate as primary insurance for work performed by Consultant and
its sub-contractors, and that any other insurance or self insurance maintained by City or other named insureds
shall be excess and non-contributory.
4. Professional Liability Insurance. Consultant shall carry professional liability insurance appropriate to Consultant's profession in the minimum amount of One Million Dollars ($1,000,000). Architects and engineers' coverage is to be endorsed to include contractual liability.
B. Qualifications of Insurer. The insurance shall be provided by an acceptable insurance provider, as determined by City, which satisfies all of the following minimum requirements:
1. An insurance carrier admitted to do business in California and maintaining an agent for service of process within this State; and,
2.. An insurance carrier with a current A.M. Best Rating of A:VII or better (except for workers' compensation provided through the California State Compensation Fund).
C. Certificate of Insurance. Consultant shall complete and file with the City prior to engaging in any operation or activity set forth in this Contract, certificates of insurance evidencing coverage as set forth above and which shall provide that no cancellation or expiration by X: \Agreements\ WWTP-General\2025\Control Point Engineering Consulting Professional Service - Form of Agreement.doex 9 the insurance company will be made during the term of this Contract, without thirty (30) days written notice to City prior to the effective date of such cancellation-including cancellation for nonpayment of premium. In addition to any other remedies City may have, City reserves the right to withhold payment if Consultant's insurance policies are not current.
SECTION 6. INDEMNIFICATION AND HOLD HARMLESS
A. As a separate and independent covenant and irrespective of any insurance policy or policies or limitations thereof and to the fullest extent permitted by law including, without limitation, California Civil Code Sections 2782 and 2782.6), Consultant shall indemnify, protect, defend (with legal counsel selected by the City), save, and hold City, its officers and employees, harmless from any and all claims or causes of action for death or injury to persons, or damage to property, or expense and liability of every kind, nature and description (including, without limitation, incidental and consequential damages, court costs, attorneys' fees, litigation expenses and fees of expert consultants or expert witnesses incurred in connection therewith and costs of investigation), that arise out of, pertain to, or relate to, the negligence, recklessness, willful misconduct of Consultant or its employees, subcontractors, or agents in the performance of this Contract. It is understood that the duty of Consultant to indemnify and hold harmless includes the duty to defend as set forth in Section 2778 of the California Civil Code. This indemnification and hold harmless clause shall survive the termination of this Contract and shall apply to any damages or claims for damages whether or not such insurance policies shall have been determined to apply. By execution of this Contract, Consultant acknowledges and agrees to the provisions of this Section and that it is a material element of consideration.
SECTION 7. CONTRACT INTERPRETATION, VENUE AND
ATTORNEY FEES
A. This Contract shall be deemed to have been entered into in Merced, California. All questions regarding the validity, interpretation, or performance of any of its terms or of any rights or obligations of the parties to this Contract shall be governed by California law, and any action brought by either party to enforce any of the terms of this Contract shall be filed in the Merced County Superior Court. If any X: \Agreements! WWTP-General\2025\Control Point Engineering Consulting Professional Service - Form of Agreement.docx 10 claim, at law or otherwise, is made by either party to this Contract, the prevailing party shall be entitled to its costs and reasonable attorneys' fees.
B. This document, including all exhibits, contains the entire agreement between the parties and supersedes whatever oral or written understanding each may have had prior to the execution of this Contract. This Contract shall not be altered, amended, or modified except by a writing signed by City and Consultant. No verbal agreement or conversation with any official, officer, agent, or employee of City, either before, during, or after the execution of this Contract, shall affect or modify any of the terms or conditions contained in this Contract, nor shall any such verbal agreement or conversation entitle Consultant to any additional payment whatsoever under the terms of this Contract.
C. Ifany portion of this Contract or the application thereof to any person or circumstance shall be invalid or unenforceable to any extent, the remainder of this Contract shall not be affected thereby and shall be enforced to the greatest extent permitted by law.
D. The headings in this Contract are inserted for convenience only and shall not constitute a part hereof. A waiver of any party of any provision or a breach of this Contract must be provided in writing, and shall not be construed as a waiver of any other provision or any succeeding breach of the same or any other provisions herein.
E. Each Party hereto declares and represents that in entering into this Contract, it has relied and is relying solely upon its own judgment, belief, and knowledge of the nature, extent, effect, and consequence relating thereto. Each Party further declares and represents that this Contract is made without reliance upon any statement or representation not contained herein of any other Party or any representative, agent, or attorney of the other Party. The Parties agree that they are aware that they have the right to be advised by counsel with respect to the negotiations, terms, and conditions of this Contract and that the decision of whether or not to seek the advice of counsel with respect to this Contract is a decision which is the sole responsibility of each of the Parties. Accordingly, no party shall be deemed to have been the drafter X: \Agreements| WWTP-General\2025\Control Point Engineering Consulting Professional Service - Form of Agreement.docx 11 hereof, and the principle of law set forth in Civil Code § 1654 that contracts are construed against the drafter shall not apply.
F. In the event of a conflict between the term and conditions of the body of this Contract and those of any exhibit or attachment hereto, the terms and conditions set forth in the body of this Contract proper shall prevail.
In the event of a conflict between the terms and conditions of any two or more exhibits or attachments hereto, those prepared by City shall prevail over those prepared by Consultant.
SECTIONS. SURVIVAL
The provisions set forth in Sections 5 and 6 of this Contract shall survive termination of the Contract.
SECTION 9 COMPLIANCE WITH LAWS - NONDISCRIMINATION
A. Consultant shall comply with all applicable laws, ordinances, and codes of federal, state, and local governments.
B. In the performance of this Contract, Consultant shall not discriminate against any employee or applicant for employment because of race, color, ancestry, national origin, religious creed, sex, sexual orientation, disability, age, marital status, political affiliation, or membership or nonmember ship in any organization. Consultant shall take affirmative action to ensure applicants are employed and that employees are treated during their employment without regard to their race, color, ancestry, national origin, religious creed, sex, sexual orientation, disability, age, marital status, political affiliation, or membership or nonmember ship in any organization. Such actions shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer, recruitment or recruitment advertising, layoff, or termination, rates of pay, or other forms of compensation and selection for training.
SECTION 10. FEDERAL REQUIREMENTS
A. During the performance of this Contract, Consultant, for itself, its assignees, and successors in interest agrees as follows:
X: \Agreements! WWTP-General\2025\Control Point Engineering Consulting Professional Service - Form of Agreement.docx 12 Compliance with Regulations. Consultant shall comply with the regulations relative to nondiscrimination in Federally-assigned programs of the Department of Transportation (hereinafter called "DOT") Title 49, Code of Federal Regulations, PART 21, as they may be amended from time to time (hereinafter referred to as the "Regulations") which are herein incorporated by reference and made a part of this Contract.
Nondiscrimination. Consultant, with regard to the work
performed by it in the Contract, shall not discriminate on the grounds of race, color, or national origin in the selection and retention of subcontractors, including procurement of materials and leases of equipment. Consultant shall not participate either directly or indirectly in the discrimination prohibited by Section
21.5 of the Regulations including employment practices when the contract covers a program set forth in Appendix B of the Regulations.
3. Solicitations for Subcontracts. Including Procurement of Materials and Equipment. In all solicitations either by competitive bidding or negotiation made by Consultant for work to be performed under a subcontract, including procurement of materials or leases of equipment, each potential subcontractor or supplier shall be notified by Consultant of Consultant's obligations under this Contract and the Regulations relative to nondiscrimination on the grounds of race, color, or national origin.
SECTION 11. REPRESENTATIVES
A. City's representative for this Contract is Bill Osmer, telephone number (209) 385-6892. All of Consultant's questions pertaining to this Contract shall be referred to the above-named person, or to the representative's designee.
B. Consultant's representative for this Contract is Jeremy Pollet telephone number 916-817-1376 fax number 916-760-1378.
All of City's questions pertaining to this Contract shall be referred to the above-named person.
X: \Agreements WWTP-General\2025\Control Point Engineering Consulting Professional Service - Form of Agreement.docx 13 C. The representatives set forth herein shall have authority to give all notices required herein. City's City Manager is authorized to execute any amendment to this Contract, which does not increase the amount of compensation allowable to Consultant.
SECTION 12. NOTICES
A. All notices, requests, demands, and other communications hereunder shall be deemed given only if in writing signed by an authorized representative of the sender (may be other than the representatives referred to in Section 11) and delivered by facsimile, with a hard copy mailed first class, postage prepaid; or when sent by a courier or an express service guaranteeing overnight delivery to the receiving party, addressed to the respective parties as follows:
To City: To Consultant:
City of Merced ControlPoint Engineering, Inc.
Bill Osmer
1776 Grogan Avenue Jeremy Pollet, P.E.
Merced, CA 95341 3941 Park Drive, Unit 20
El Dorado Hills, CA 95762
City Clerk
City of Merced
678 West 18th Street
Merced, CA 95340
B. Either party may change its address for the purposes of this Section by giving written notice of such change to the other party in the manner provided in this Section.
C. Notice shall be deemed effective upon: 1) personal service; 2) two days after mailing or transmission by facsimile, whichever is earlier.
SECTION 13. AUTHORITY TO CONTRACT
Each of the undersigned signatories hereby represents and warrants that they are authorized to execute this Contract on behalf of the respective parties to this Contract; that they have full right, power, and lawful authority to undertake all obligations as provided in this Contract; and that the execution, X: \Agreements\WWTP-General\2025\Control Point Engineering Consulting Professional Service - Form of Agreement.docx 14 performance, and delivery of this Contract by said signatories has been fully authorized by all requisite actions on the part of the respective parties to this Contract.
SECTION 14. CONFORMANCE TO APPLICABLE LAWS
Consultant hereby promises and agrees to comply with all of the provisions of the Federal Immigration and Nationality Act (8 U.S.C.A. 1101 et seq.), as amended; and in connection therewith, shall not employ unauthorized aliens as defined therein. Should Consultant so employ such unauthorized aliens for the performance of work and/or services covered by this Contract, and should any agency or instrumentality of the federal or state government, including the courts, impose sanctions against the City for such use of unauthorized aliens, Consultant hereby agrees to, and shall, reimburse City for the cost of all such sanctions imposed, together with any and all costs, including attorneys' fees, incurred by the City in connection therewith.
SECTION 15. WAIVER
In the event that either City or Consultant shall at any time or times waive any breach of this Contract by the other, such waiver shall not constitute a waiver of any other or succeeding breach of this Contract, whether of the same or any other covenant, condition or obligation. Waiver shall not be deemed effective until and unless signed by the waiving party.
SECTION 16. AMENDMENT
This Contract shall not be amended, modified, or otherwise changed unless in writing and signed by both parties hereto by the authorized representative thereof.
SECTION 17. COUNTERPARTS
This Contract may be executed in one or more counterparts with each counterpart being deemed an original. No counterpart shall be deemed to be an original or presumed delivered unless and until the counterparts executed by the other parties hereto are in the physical possession of the party or parties seeking enforcement thereof.
SECTION 18. DATE OF CONTRACT
The date ofthis Contract shall be the date it is signed by City.
IN WITNESS WHEREOF, City and Consultant have executed this Contract on the days and year set forth below:
CITY OF MERCED
A California Charter Municipal Corporation
BY:_
D. Scott McBride
City Manager
ATTEST:
D. SCOTT MCBRIDE, CITY CLERK
BY:
Assistant/Deputy City Clerk
APPROVED AS TO FORM:
CRAIG J. CORNWELL, CITY ATTORNEY
By: Caraig Cornell 9/12/2025
City Attorney
ACCOUNT DATA:
M. VENUS RODRIGUEZ, FINANCE OFFICER
BY:
Verified by Finance Officer
CONSULTANT
BY:_ Deemy Pollot
(Signature)
JeRemy Poutr
(Typed Name)
Its: PRESIDENT
(Title)
BY:_
(Signature)
(Typed Name)
Its:
(Title)
Taxpayer I.D. No. 20 - 8137692
ADDRESS: 3941 PARK DRIVE UNIT 20-652
EL DORADO HILL, CA 95762
TELEPHONE: 916-817-1376
FAX:
E-MAIL:[email protected]
•
City of Merced WWTF
PLC-SCADA Upgrade
ControlPoint Engineering Scope and Fee
September 2, 2025
Phase Phase Description Task Task Description Cost
Discovery & Documentation Project Management 516,800
Discovery & Documentation Gather and Scan Existing Documentation $16,000 Discovery & Documentation 3 Develop RFP for Electrical Contractor $16,000 Discovery & Documentation Review & Approve Contractor-Provided Submittals $24,000 Discovery & Documentation 5 Develop RFQ for PLC Hardware $4,800 Phase 1 Total $77,600
2 System Development Project Management $92,400
2 System Development Control Strategies $88,000
2 System Development SCADA Architecture Diagrams $19,200 2 System Development 4 PLC Programming $665,920
2 System Development SCADA Application Development $1,165,120 2 System Development 6 System Testing $178,400
Phase 2 Total $2,209,040
Installation, Startup, and Commissioning Project Management $16,800 Installation, Startup, and Commissioning Control Strategies $12,800 Installation, Startup, and Commissioning SCADA Architecture Diagrams $244,000 Installation, Startup, and Commissioning PLC Programming $18,400 Phase 3 Total $292,000
Grand Total $2,578,640
Phase 1
ControlPoint works with plant staff to gather existing control system documentation.
ControlPoint develops RFP for Discovery Phase Electrical Contractor based on existing documentation gathered.
City advertises RFP for Discovery Phase Electrical Contractor.
ControlPoint organizes job walk and answeres questions during bid period.
City selects Discovery Phase Electrical Contractor.
Discovery Phase Electrical Contractor provides As-Built Control Panel drawings under direction of ControlPoint.
Discovery Phase Electrical Contractor provides As-Built Control Panel submittals, ControlPoint reviews and approves.
City procures PLC Hardware based on ControlPoint recommendations.
Phase 2
ControlPoint conducts series of Control Strategy workshops with plant Operations staff and develops written Control Strategies.
ControlPoint writes twelve (12) all-new PLC programs in accordance with written Control Strategies and As-Built documents from Discovery Phase.
ControlPoint develops all-new SCADA application in accordance with high-performance principals and SCADA workshops with plant Operations staff.
ControlPoint performs extensive software testing and demonstrates system to plant staff.
Phase 3
ControlPoint develops RFP for Installation Phase Electrical Contractor.
City advertises RFP for Installation Phase Electrical Contractor.
ControlPoint organizes job walk and answeres questions during bid period.
City selects Installation Phase Electrical Contractor.
ControlPoint and Installation Phase Electrical Contractor perform installation. startup, and commissioning activities.
Installation Phase Electrical Contractor provides Updated (Final) Control Panel drawings, ControlPoint reviews and approves.
ControlPoint performs Functional Testing with plant Operations staff.
ControlPoint performs Acceptance Testing with plant Operations staff.
ControlPoint fulfills Post-commissioning Punchlist and provides Operator training.
Exhibit A
City of Merced WWTF
PLC-SCADA Upgrade Project
Phase 1 - Discovery & Documentation
Duration: 6 months
ControlPoint works with plant staff to gather existing control system documentation ControlPoint develops RFP for Discovery Phase Electrical Contractor based on existing documentation gathered.
City advertises RFP for Discovery Phase Electrical Contractor.
ControlPoint organizes job walk and answeres questions during bid period City selects Discovery Phase Electrical Contractor.
Discovery Phase Electrical Contractor provides As-Built Control Panel drawings under direction of ControlPoint.
Discovery Phase Electrical Contractor provides As-Built Control Panel submittals, ControlPoint reviews and approves.
City procures PL Hardware based on ControlPoint recommendations.
PM & Lead
Lead SCADA SCADA Cost
Description Developers
Developer Developer
Task 1 Project Management $16,800
1.1 Project Update Meetings (4 hours per month) 24 $4,800
1.2 Project Correspondence and Coordination (10 hours per month) 60 $12,000 Task 2 Gather and Scan Existing Documentation $16,000
Work with plant staff to gather, organize, and store all existing control panel drawings, interconnection diagrams, network diagrams, and communications diagrams. Scan all paper drawing copies when electronic files are not available or when paper copies have field markings on them. 80 $16,000
2.1 Identify documentation gaps for inclusion in the Electrical Contractor RFP Exercise to include (12) plant PLC control panels and vendor-provided systems. Vendor systems will not be documented or field verified by Electrical Contractor.
Task 3 Develop RFP for Electrical Contractor 80 $16,000 Develop contractor qualifications and requirements for documenting (As-
3.1 Building) twelve (12) control panels, including verifying all field wiring and 40 $8,000 end device terminal numbers. Provide output from Task 2 to bidders.
3.2 Work with City staff to develop RFP front ends. 8 $1,600
3.3 Coordinate and lead Job Walk with Bidding Contractors. 12 $2,400
3.4 Answer questions from Contractors during Bid Period. 12 $2,400
3.5 Evaluate Contractor bids with City staff. 8 $1,600
Task 4 Review & Approve Contractor-Provided Submittals 168 $24,000
4.1 $24,000
10 $2,000
10 $2,000
10 $2,000
10 $2,000
10 $2,000
10 $2,000
10 $2,000
10 $2,000
10 $2,000
10 $2,000
10 $2,000
10 $2,000
Task 5 Develop RFQ for PLC Hardware 24 $4,800
5.1 Develop PLC Hardware quote request for Rexel (PLC supplier). 24 $4,800 PLC-1
PLC-1B
PLC-2
PLC-3
PLC-4
PLC-4A
PLC-5
PLC-6
PLC-7
PLC-9
PLC-10
PLC-IRR
Total 436 Hours O Hours 0 Hours $77,600
City of Merced WWTF
PLC-SCADA Upgrade Project
Phase 2- System Development
Duration: 33 months
ControlPoint conducts series of Control Strategy workshope with plant Operations staff and develops written Control Strategies.
ControlPoint writes twelve (12) all-new PLC programs in accordance with written Control Strategies and As Built documents from Discovery Phase controlPoint develops all-new SCADA application in accordance with high-performance principals and SCADA workshops with plant Operations staff ControlPoint performs extensive soffware testing and demonstrates system to plant staff.
PM & Lead SCADA
Lead SCADA cost
Developers
Developer Developer
Task 1 Project Management 462 $92,400
12 Pret Ures reine a core in to hours per monin 132 $26,400 330 $66,000
Task 2 Control Strategies 260 180 $88,000
ontrol Strategy Development Meetings with the C 60 60 $24,000 ontrol Strategy Document (50% Draft, 90%, 100% Submitta . 200 120 $64,000 Task 3 SCADA Architecture Diagrams 48 48 $19,200
24 24 $9,600
24 24 $9,600
Task 4 PLC Programming 1352 896 1352 $665,920
4.1 PLC-1 (32 Di, 16 DO, 16 Al, 4 AO)
4.2 PLC-1B /112 DI. 32 DO, 24 AI, 12 AO)
4.3 PLC-2 (160 DI, 48 DO, 32 AI, 16 AO)
4.4 PLC-3 (48 DI, 16 DO, 16 AI, 12 AO)
4.5 PLC-4 (96 DI, 40 DO, 40 AI, 12 AO)
4.6 PLC-4A (32 DI, 0 DO, 0 AI, 8 AO)
4.7 PLC-5 (16 DI, 8 DO, 0 AI, O AO)
4.8 PLC-6 (32 DI, 0 DO, 8 AI, 0 AO)
4.9 PLC-7 (64 DI, 24 DO, 16 AI, 8 AO)
4.10 PLC-9 (112 DI, 40 DO, 40 AI, 16 AO)
4.11 PLC-10 (96 DI, 32 DO, 56 AI, 28 AO)
4.12 PLC-IRR (20 DI, 8 DO, 8 AI, 4 AO)
Task 5 SCADA Application Development 1592 2352 2352 51,165,120
5.1 Headworks - Influent Pump Station
5.2 Headworks - Screening Channels
5.3 Headworks - Grit Basins
5.4 Equalization Basin
5.5 Primary Clarifiers 1,2,3
5,6 Aeration Blowers
30 5.7 Aeration Basins 1,2,3
5.8 Secondary Clarifiers 1,2,3
5.9 RAS Pump Stations 1,2 80
5.10 Teritary Pump Station 60
5.11 Dissolved Air Floatation 40
5.12 Rapid Mix And Flocculation Basins 60
5.13 Tertiary Filters
5.14 UV Disinfection Facility
5.15 Debris Receiving Station
5.16 Septage Receiving Station
5.17 Septage Receiving Drain Pump Station
5.18 Primary Digesters 1,2
5.19 Waste Gas Flare
5.20 Off-Site Reciamation
5.21 Outfall Structure
5.22 Centrate Equalization Tank
5.23 Centrate Pump Station
5.24 Plant Water Pump Station
5.25 Plant Water Storage Basin 40
5.26 Sodium Hypochlorite Facility 40
5.27 Calcium Thiosulfate Facility 40
5.28 Chemical Storage Facility
5.29 Generators
5.30 Solids Holding Tank
5.31 Gas Holding System
5.32 Solids Dewatering Building
5.33 Active Solar Dryers
5.34 Solids Storage Facilities 1,2
5.35 Gas Treatment Station (ASD Project)
5.36 Boiler Building (ASD Project)
5.37 Alarm Configuration, Summary, and History Pages
5.38 Historical Trends
5,39 Daily / Monthy Reports
5.40 Merge Existing Historical Data into new SCADA Historians Task 6System Testing 172 400 $178,400
Bench Test New Plant PLC Code with New SCADA Screens $88,000 Test Vendor Systems with New SCADA Screens $55,200
6.3 Additional PLC Code Requests from the City $17,600
6.4 Additional SCADA Application Requests from the City $17,600 Total 3886 Hours 3876 Hours 4104 Hours $2,209,040
City of Merced WWTF
PLC-SCADA Upgrade Project
Phase 3 - Installation, Startup, and Commissioning
Duration: 6 months
ControlPoint develops RFP for Installation Phase Electrical Contractor.
City advertises RFP for Installation Phase Electrical Contractor.
ControlPoint organizes job walk and answeres questions during bid period City selects Installation Phase Electrical Contractor.
ControlPoint performs Functional Testing with plant Operations staff.
ControlPoint performs Acceptance Testing with plant Operations staff.
ControlPoint fulfills Post-commissioning Punchlist and provides Operator training PM & Load SCADA
Description Load SCADA Dovelopers Cost
Developer Developer
Task 1 Project Management 84 $16,800
1.1 Project Update Meetings (4 hours per month 24 -32200
1.2 Project Correspondence and Coordination (10 hours per month) 60 Task 2 RFP for Electrical Contractor 64 $12,800
velop contractor qualifications and requirements for removing a
2.1 placing twelve (12) control panels, including verifying all signals to/fr 24 $4,800 field devices.
2.2 Work with City staff to develop RFP front ends. 8 $1,600
2.3 Coordinate and lead Job Walk with Bidding Contractors. 12 $2,400 12 $2,400
8 $1,600
Task 3 System Commissioning 180 680 680 $244,000
3.1 Installations and Loopchecks with Installation Contracto 40 200 _ 200 $80,000
3.2 Function Testing with the Contractor and the City 40 160 -160 $65.600
3.3 Acceptance Testing with the Contractor and the Cit 40 160 160 $65,600
3.4 ost-commissioning Punchli 20 80 80 $32,800
Task 4 Training 20- 40 40 $18,400
4.1 SCADA Training for Plant Operators 20 40 $18,400
Total 348 Hours 720 Hours 720 Hours $292,000
EXHIBIT "B"
CITY OF MERCED
AUTHORIZATION OF SERVICE AGREEMENT
Description of Services to be Provided: Official Use Only Check Box If Applicable To Project:
Business License (2)* Bonds (6)* • Insurance (14)
Workers' Compensation (15)* Prevailing Wages (16)* License (1) * Numbers correspond to paragraph numbers on the Terms and Conditions attached hereto.
Contractor:
Scope of Services
1. 2.
3. Total Amount $
erms and Conditions attached hereto and incorporated by reference, and any other terms and conditions imposed by the Ci id attached hereto or in the Merced Municipal Code, and makes the City an offer for the above-mentioned services at th The individuals executing this contract represent and warrant that they have the legal capacity and authority to do so on behalf of their respective legal entities.
Contractor
Print Name Name of Business Entity
Date
Signature
Contractor's License No.:]
Position/Title (If Applicable)
Official Use Only
Accepted by City of Merced
Date
City Manager or Designee
TERMS AND CONDITIONS FOR
SERVICES CONTRACTS
THESE TERMS AND CONDITIONS, ("Terms and Conditions") are made and entered into on the date shown on the attached Statement of Services, by and between the City of Merced, a California Charter Municipal Corporation, ("City") and the Consultant, Vendor, Contractor, or Person, ("Contractor") shown on the Authorization for Service Agreement. These Terms and Conditions, Authorization for Service Agreement, and the Consulting and Professional Services Contract shall herein be collectively referred to as the "Agreement." Any words that Consultant adds to the Agreement or any form that Consultant uses in the course of business will not change or supersede these Terms and Conditions. The City must agree, in writing, to any change in terms and conditions. The City's acceptance of any work or services is not an acceptance of Consultant's conflicting terms and conditions should such exist.
1. CONTRACTOR'S SERVICES. Contractor shall, at its own cost and expense and as authorized and directed by the City, provide the personnel, supervision, equipment, supplies, services, administration, transportation, and other needs to complete the work described in the Authorization for Service Agreement and the City's Purchase Order, which is hereby incorporated and made a part of these Terms and Conditions, within the agreed upon time schedule and budget. The Contractor is responsible for obtaining and administering the employment of personnel having the training, experience, licenses, and other qualifications necessary for the work assigned. All project-related costs shall be assumed and paid by the Contractor. These Terms and Conditions and Purchase Order provide the exclusive means of payment and reimbursement of costs to the Contractor by the City.
Such work shall include the following:
a. The Contractor shall perform the services as described in the Statement of Services and Purchase Order in full compliance with these Terms and Conditions and adopted City policies and guidelines as provided to the Contractor, and in compliance with all other applicable laws and regulations. b. The Contractor shall perform all services and prepare all documents in professional form, exercising the special experience, skill, and education required for such service.
C. The Contractor shall provide finished documents of presentation quality that evidence the highest standards of investigation, professional review, public participation, and presentation.
2. SCHEDULE OF PERFORMANCE AND BUDGET. The Contractor
shall satisfactorily perform the services described in the Statement of Services and Purchase Order within the Time Schedule stated or agreed to between the Contractor and the City. The Contractor shall review the remaining work and remaining budget at least monthly (or at such other interval as directed by City staff) and shall confirm that completion may be expected within the budget approved or, in the alternative, give immediate notice when it shall first appear that the approved budget will not be sufficient, together with an explanation for any projected insufficiency.
The Contractor shall immediately inform the City of any problems, obstructions, or deviations of which the Contractor becomes aware affecting Contractor's ability to complete the project in a timely, efficient, and competent manner.
RISK OF LOSS PRIOR TO FINAL ACCEPTANCE. Risk of loss from total or partial destruction of the work, prior to final acceptance, shall be borne by Contractor regardless of the cause. Contractor shall repair or replace such damages or destroyed work to its prior undamaged condition before being entitled to additional progress payments or final payment. Total or partial destruction or damage shall not excuse Contractor from completion of work.
4. COMPENSATION. Payment by the City to the Consultant for actual services rendered shall be made upon presentation of an invoice detailing services performed and authorized.
5. PERMITS AND LICENSES.
a. Contractor shall apply for and procure permits and licenses necessary for the work.
b. Contractor shall give notices necessary and incidental to the due and lawful prosecution of the work and shall comply duly with the terms and conditions of permits and licenses.
C. Contractor shall pay charges and fees in connection with permits and licenses.