City Council and Authorities Concurrent
August 18, 2026

City of Santa Clara
Agenda Report
1500 Warburton Avenue
Santa Clara, CA 95050
santaclaraca.gov
@SantaClaraCity
20-854 Agenda Date: 10/13/2020

REPORT TO COUNCIL

SUBJECT
Action on Master Agreements for Silicon Valley Power on System Capacity Expansion Planning including Delegation of Authority for Capital Project Implementation and General Engineering Support [Council Pillar: Deliver and Enhance High Quality Efficient Services and Infrastructure]

BACKGROUND
As discussed as part of Silicon Valley Power’s (SVP) quarterly Council update, electrical demand in the City is expected to increase over the next decade. To meet the electrical demand from future growth requires additional support from consultants for a variety of services including:
· Creating a detailed System Expansion Plan
· Design of Transmission line and Substation installations and upgrades · Implementation management for Capital Improvement Projects · General engineering support for maintenance of existing assets

DISCUSSION
SVP is looking for engineering support in three (3) areas: System Expansion Planning, General Consulting, and Plan Implementation.

System Expansion Plan
SVP’s electric load has increased by more than 20% over the last decade and based on executed agreements and upcoming development, SVP’s current system will need major upgrades to accommodate the increase of demand over the five to ten years.

A System Expansion Plan will consist of a short term and long-term capital improvement plan to accommodate the additional electric load growth due to new development in Santa Clara (Data Centers and Residential Projects). The consultant will also review and provide the basis for updating the Load Development Fee to ensure the recovery of costs incurred by the City in modifying its electrical infrastructure to support load growth due to the new development.

General Consulting Services
Based on newly executed agreements and current developer negotiations, SVP could add seven new substations over the next five years to its electrical system. Utilities the size of SVP do not have sufficient internal staff for such a large engineering project and requires the aid of consultants to engineer plans to meet the projected electric load growth. In addition to the existing projects, the consulting services will be utilized to create detailed engineering design plans based on the System Expansion Plan’s guidance.

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20-854 Agenda Date: 10/13/2020
Plan Implementation Services
With the increase in capital projects comes the need for additional implementation services workforce which will support the design, plan implementation and project management of the Transmission and Substation construction.

On December 5, 2019, staff requested Statement of Qualification (SOQ) to solicit proposals from qualified firms for consulting services associated with SVP System Expansion Plan. The SOQ was published on BidSync, the City’s e-procurement system. Eleven proposals were received from the following firms:
- 1898 & Co. (Kansas City, MO)
- Advisian Worley Group (Folsom, CA)
- AECOM (Oakland, CA)
- Electrical Consultants, Inc. (Billings, MT)
- EN Engineering LLC (Warrenville, IL)
- Flynn Resource Consultants Inc. (Discovery Bay, CA)
- Leidos Engineering, LLC (Hendersonville, TN)
- Power Engineers (Anaheim, CA)
- Stantec Consulting Services Inc. (Walnut Creek, CA)
- TRC Solutions, Inc. (Mountain View, CA)
- ZGlobal, Inc. (Folsom, CA)
Evaluation Process: Proposals were evaluated and scored independently by a five-member evaluation team against the criteria and weights published in the SOQ. Follow-up oral interviews were conducted with the companies submitting the highest scoring proposals for each of the three areas.

Award Recommendation: Staff recommends award of the System Expansion Plan contract to Electrical Consultants, Inc. (ECI) as the most qualified firm per the evaluation criteria set forth in the SOQ.

Staff recommends award of General Consulting Services contracts to Advisian Worley Group, TRC Solutions, Inc., Leidos Engineering, LLC, Flynn Resource Consultants, Inc. and EN Engineering LLC.

Staff recommends award of Plan Implementation Services contracts to 1898 & Co., TRC Solutions, Inc., Electrical Consultants, Inc., AECOM Technical Services, Inc., and Stantec Consulting Services Inc.

Notice of Intended Award: Notice of Intended Award (NOIA) announcing the City’s recommended vendors for each service area were issued on August 28, 2020 and August 31, 2020.

Term of Agreements: The term of the proposed System Expansion Plan Agreement will be fourteen (14) months to deliver the System Expansion Plan. The term of the General Consulting Services and Plan Implementation Services Master Agreements will be five (5) years each.

Cost Summary: Staff is requesting that the Council 1) authorize the City Manager or their designee to execute the Agreement with ECI for a total amount not to exceed $850,000 which will allow for the development of a System Expansion Plan, 2) delegate authority to the City Manager or their City of Santa Clara Printed on 10/15/2020Page 2 of 4
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20-854 Agenda Date: 10/13/2020
designee to negotiate and execute Master Service Agreements with Advisian Worley Group, TRC Solutions, Inc., Leidos Engineering, LLC, Flynn Resource Consultants, Inc. and EN Engineering LLC for General Consulting Services in an amount not to exceed $2,000,000 per agreement and 3) delegate authority to the City Manager or their designee to negotiate and execute Master Service Agreements with 1898 & Co., TRC Solutions, Inc., Electrical Consultants, Inc., AECOM Technical Services, Inc., and Stantec Consulting Services Inc. for Plan Implementation Services in an amount not to exceed $3,000,000 per agreement.

ENVIRONMENTAL REVIEW
The actions being considered do not constitute a “project” within the meaning of the California Environmental Quality Act (“CEQA”) pursuant to CEQA Guidelines section 15378 (b)(4) in that it is a fiscal activity that does not involve commitment to a specific project which may result in potential significant impact on the environment.

FISCAL IMPACT
The total cost of the proposed agreement with Electrical Consultants, Inc. (ECI) to perform work on the System Expansion Plan shall not exceed $850,000. Funding for this agreement was included as part of the Adopted Biennial FY 2020/21 and 2021/22 Capital Improvement Program Budget in the New Business Estimate Work CIP project.

For general consulting services, compensation for the five Master Agreements shall not exceed $2,000,000 per agreement over the period of five years. Funding for years one and two of the agreements is available in the Adopted Biennial FY 2020/21 and 2021/22 Capital Improvement Program Budget in various Electric Utility Capital Improvement Projects:
· System Capacity Expansion
· New Business Estimate Work
· Operations and Planning Technology
· Clean Energy and Carbon Reduction
· Renewable Energy Microgrid
For plan implementation services, compensation for the five Master Agreements shall not exceed $3,000,000 per agreement over the period of five years. Funding for years one and two of the agreements is available in the Adopted Biennial FY 2020/21 and 2021/22 Capital Improvement Program Budget in various Electric Utility Capital Improvement Projects:
· Esperanca Substation
· Homestead Substation Rebuild
· Oaks Junction
· San Tomas Junction
· Laurelwood Substation
· System Capacity Expansion
· NRS Breaker 382 Addition
Funds required for these agreements in future years are subject to budget appropriations and will be incorporated into the budget development process for those years.

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20-854 Agenda Date: 10/13/2020

COORDINATION
This report has been coordinated with the Finance Department and City Attorney’s Office.

PUBLIC CONTACT
Public contact was made by posting the Council agenda on the City’s official-notice bulletin board outside City Hall Council Chambers. A complete agenda packet is available on the City’s website and in the City Clerk’s Office at least 72 hours prior to a Regular Meeting and 24 hours prior to a Special Meeting. A hard copy of any agenda report may be requested by contacting the City Clerk’s Office at (408) 615-2220, [email protected] <mailto:[email protected]>.

RECOMMENDATION

1. Authorize the City Manager to execute the System Expansion Plan Agreement with Electrical Consultants, Inc. in an amount not to exceed $850,000;

2. Delegate Authority to the City Manager to negotiate and execute Master Service Agreements with Advisian Worley Group, TRC Solutions, Inc., Leidos Engineering, LLC, Flynn Resource Consultants, Inc. and EN Engineering LLC for General Consulting Services in an amount not to exceed $2,000,000 per agreement over the five year terms of the agreements, subject to the appropriations of funds;

3. Delegate Authority to the City Manager to negotiate and execute Master Service Agreements with 1898 & Co., TRC Solutions, Inc., Electrical Consultants, Inc., AECOM Technical Services, Inc., and Stantec Consulting Services Inc. for Plan Implementation Services in an amount not to exceed $3,000,000 per agreement over the five-year terms of the agreements, subject to the appropriation of funds; and

4. Authorize the City Manager or their designee, to add or delete services consistent with the scope of the agreements, and allow future rate adjustments subject to request and justification by contractor, approval by the City, and the appropriation of funds.

Reviewed by: Manuel Pineda, Chief Electric Utility Officer Approved by: Deanna J. Santana, City Manager

ATTACHMENT

1. Agreement for Design Professional Services
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EBIX Insurance No. S200001751

AGREEMENT FOR DESIGN PROFESSIONAL SERVICES

BETWEEN THE

CITY OF SANTA CLARA, CALIFORNIA,
AND
ELECTRICAL CONSULTANTS, INC.

PREAMBLE
This Agreement is entered into between the City of Santa Clara, California, a chartered California municipal corporation (City) and Electrical Consultants, Inc., a Montana corporation, (Contractor). City and Contractor may be referred to individually as a "Party" or collectively as the "Parties" or the "Parties to this Agreement."

RECITALS
A. City desires to secure the design professional services more fully described in this Agreement, at Exhibit A, entitled "Scope of Services"; B. "Design professional" includes licensed architects, licensed landscape architects, registered professional engineers and licensed professional land surveyors; C. Contractor represents that it, and its subcontractors, if any, have the professional qualifications, expertise, necessary licenses and desire to provide certain goods and/or required services of the quality and type which meet objectives and requirements of City; and,
D. The Parties have specified herein the terms and conditions under which such services will be provided and paid for.

The Parties agree as follows:

AGREEMENT TERMS AND CONDITIONS

1. AGREEMENT DOCUMENTS
The documents forming the entire Agreement between City and Contractor shall consist of these Terms and Conditions and the following Exhibits, which are hereby incorporated into this Agreement by this reference:

Exhibit A- Scope of Services
Exhibit B - Schedule of Fees
Exhibit C - Insurance Requirements
Exhibit D - Labor Compliance Addendum
Design Professional Agreement with Electrical Consultants Inc. Rev. 09-28-18 Page 1 of 24 This Agreement, including the Exhibits set forth above, contains all the agreements, representations and understandings of the Parties, and supersedes and replaces any previous agreements, representations and understandings, whether oral or written. In the event of any inconsistency between the provisions of any of the Exhibits and the Terms and Conditions, the Terms and Conditions shall govern and control.

2. TERM OF AGREEMENT
Unless otherwise set forth in this Agreement or unless this paragraph is subsequently modified by a written amendment to this Agreement, the term of this Agreement shall begin on September 1, 2021 and terminate on November 30, 2025.

3. SCOPE OF SERVICES & PERFORMANCE SCHEDULE
Contractor shall perform those Services specified in Exhibit A within the time stated in Exhibit A. Time is of the essence.

A. All reports, costs estimates, plans and other documentation which may be submitted or furnished by Contractor shall be approved and signed by an appropriate qualified licensed professional in the State of California.

B. The title sheet for specifications and reports, and each sheet of plans, shall bear the professional seal, certificate number, registration classification, expiration date of certificate and signature of the design professional responsible for their preparation.

4. WARRANTY
Contractor expressly warrants that all materials and services covered by this Agreement shall be fit for the purpose intended, shall be free from defect and shall conform to the specifications, requirements and instructions upon which this Agreement is based. Contractor agrees to promptly replace or correct any incomplete, inaccurate or defective Services at no further cost to City when defects are due to the negligence, errors or omissions of Contractor. If Contractor fails to promptly correct or replace materials or services, City may make corrections or replace materials or services and charge Contractor for the cost incurred by City.

5. QUALIFICATIONS OF CONTRACTOR - STANDARD OF CARE
Contractor represents and maintains that it has the expertise in the professional calling necessary to perform the Services, and its duties and obligations, expressed and implied, contained herein, and City expressly relies upon Contractor's representations regarding its skills and knowledge. Contractor shall perform such Services and duties in conformance to and consistent with the Design Professional Agreement with Electrical Consultants Inc. Rev. 09-28-18 Page 2 of 24 professional standards of a specialist in the same discipline in the State of California.

6. COMPENSATION AND PAYMENT
In consideration for Contractor's complete performance of Services, City shall pay Contractor for all materials provided and Services rendered by Contractor in accordance with Exhibit B, entitled "SCHEDULE OF FEES AND PAYMENT PROVISIONS." The maximum compensation of this Agreement is three million dollars ($3,000,000), subject to budget appropriations, which includes all payments that may be authorized for Services and for expenses, supplies, materials and equipment required to perform the Services. All work performed or materials provided in excess of the maximum compensation shall be at Contractor's expense. Contractor shall not be entitled to any payment above the maximum compensation under any circumstance.

7. TERMINATION
A. Termination for Convenience. City shall have the right to terminate this Agreement, without cause or penalty, by giving not less than Thirty (30) days' prior written notice to Contractor.

B. Termination for Default. If Contractor fails to perform any of its material obligations under this Agreement, in addition to all other remedies provided by law, City may terminate this Agreement immediately upon written notice to Contractor.

C. Upon termination, each Party shall assist the other in arranging an orderly transfer and close-out of services. As soon as possible following the notice of termination, but no later than ten (10) days after the notice of termination, Contractor will deliver to City all City information or material that Contractor has in its possession.

8. ASSIGNMENT AND SUBCONTRACTING
City and Contractor bind themselves, their successors and assigns to all covenants of this Agreement. This Agreement shall not be assigned or transferred without the prior written approval of City. Contractor shall not hire subcontractors without express written permission from City.

Contractor shall be as fully responsible to City for the acts and omissions of its subcontractors, and of persons either directly or indirectly employed by them, as Contractor is for the acts and omissions of persons directly employed by it.

Design Professional Agreement with Electrical Consultants Inc. Rev. 09-28-18 Page 3 of24

9. NO THIRD PARTY BENEFICIARY
This Agreement shall not be construed to be an agreement for the benefit of any third party or parties and no third party or parties shall have any claim or right of action under this Agreement for any cause whatsoever.

10. INDEPENDENT CONTRACTOR
Contractor and all person(s) employed by or contracted with Contractor to furnish labor and/or materials under this Agreement are independent contractors and do not act as agent(s) or employee(s) of City. Contractor has full rights to manage its employees in their performance of Services under this Agreement.

11. CONFIDENTIALITY OF MATERIAL
All ideas, memoranda, specifications, plans, manufacturing procedures, data, drawings, descriptions, documents, discussions or other information developed or received by or for Contractor and all other written information submitted to Contractor in connection with the performance of this Agreement shall be held confidential by Contractor and shall not, without the prior written consent of City, be used for any purposes other than the performance of the Services nor be disclosed to an entity not connected with performance of the Services. Nothing furnished to Contractor which is otherwise known to Contractor or becomes generally known to the related industry shall be deemed confidential.

12. OWNERSHIP OF MATERIAL
All material, which shall include, but not be limited to, data, sketches, tracings, drawings, plans, diagrams, quantities, estimates, specifications, proposals, tests, maps, calculations, photographs, reports, designs, technology, programming, works of authorship and other material developed, collected, prepared or caused to be prepared under this Agreement shall be the property of City but Contractor may retain and use copies thereof. City shall not be limited in any way or at any time in its use of said material. However, Contractor shall not be responsible for damages resulting from the use of said material for work other than Project, including, but not limited to, the release of this material to third parties.

13. RIGHT OF CITY TO INSPECT RECORDS OF CONTRACTOR
City, through its authorized employees, representatives or agents shall have the right during the term of this Agreement and for four (4) years from the date of final payment for goods or services provided under this Agreement, to audit the books and records of Contractor for the purpose of verifying any and all charges made by Contractor in connection with Contractor compensation under this Agreement, including termination of Contractor. Contractor agrees to maintain sufficient books and records in accordance with generally accepted accounting principles to establish the correctness of all charges submitted to City. Any expenses not so recorded shall be disallowed by City. Contractor shall bear the Design Professional Agreement with Electrical Consultants Inc. Rev. 09-28-18 Page 4 of 24 cost of the audit if the audit determines that there has been a substantial billing deviation in excess of five (5) percent adverse to the City.

Contractor shall submit to City any and all reports concerning its performance under this Agreement that may be requested by City in writing. Contractor agrees to assist City in meeting City's reporting requirements to the State and other agencies with respect to Contractor's Services hereunder.

14. HOLD HARMLESS/INDEMNIFICATION/LIMITS OF LIABILITY
To the extent permitted by law, Contractor agrees to protect, defend, hold harmless and indemnify City, its City Council, commissions, officers, employees, volunteers and agents from and against any claim, injury, liability, loss, cost, and/or expense or damage, including all costs and attorney's fees in providing a defense to any such claim or other action, and whether sounding in law, contract, tort, or equity, to the extent arising out of, pertaining to, or related to the negligence, recklessness, or willful misconduct of the Contractor, its employees, subcontractors, or agents in the performance, or non-performance, of Services under this Agreement.

Neither Party shall be liable to the other for any lost profits or any indirect, special, incidental, punitive, or consequential loss or damage of any kind arising in connection with the agreement, even if the party has been advised or should be aware of the possibility of such damages. Nothing in the agreement limits or excludes either party's liability for loss or damage resulting from death or personal injury caused by its gross negligence, or any fraud or fraudulent misrepresentation.

CONTRACTOR's total cumulative aggregate liability for all Claims of any kind whether based on contract, tort (including negligence and strict liability), under any warranty or otherwise, arising from or related in any way to this Agreement or performance or failure of performance of CONTRACTOR'S obligations shall be limited to $10,000,000.

15. INSURANCE REQUIREMENTS
During the term of this Agreement, and for any time period set forth in Exhibit C, Contractor shall provide and maintain in full force and effect, at no cost to City, insurance policies as set forth in Exhibit C.

16. WAIVER
Contractor agrees that waiver by City of any one or more of the conditions of performance under this Agreement shall not be construed as waiver(s) of any other condition of performance under this Agreement. Neither City's review, acceptance nor payments for any of the Services required under this Agreement shall be constructed to operate as a waiver of any rights under this Agreement or of any cause of action arising out of the performance of this Agreement.

Design Professional Agreement with Electrical Consultants Inc. Rev. 09-28-18 Page 5 of24

17. NOTICES
All notices to the Parties shall, unless otherwise requested in writing, be sent to City addressed as follows:

City of Santa Clara
Attention: Electric Department
1500 Warburton Avenue
Santa Clara, CA 95050
and by e-mail at SVPContracts@santaclaraca .gov, and
manager@santaclaraca .gov
And to Contractor addressed as follows:

Electrical Consultants , Inc.

Attn . VP-Power Supply
3521 Gabel Road
Billings, MT 59102
and by e-mail at *dave.maehl@eciusa .com
The workday the e-mail was sent shall control the date notice was deemed given.

An e-mail transmitted after 1 :00 p.m. on a Friday shall be deemed to have been transmitted on the following business day.

18. COMPLIANCE WITH LAWS
Contractor shall comply with all applicable laws and regulations of the fede ral, state and local government , including but not limited to "The Code of the City of Santa Clara , California" ("SCCC"). In particular, Contracto r's attention is called to the regulations regarding Campaign Contributions (SCCC Chapter 2.130), Lobbying (SCCC Chapter 2.155), Minimum Wage (SCCC Chapter 3.20), Business Tax Certificate (SCCC section 3.40.060), and Food and Beverage Service Worker Retention (SCCC Chapter 9.60), as such Chapters or Sections may be amended from time to time or renumbered. Additionally Contractor has read and agrees to comply with City's Ethical Standards (http://santaclaraca .gov/home/showdocument?id =58299).

19. CONFLICTS OF INTEREST
Contractor certifies that to the best of its knowledge , no City officer, employee or authorized representative has any financial interest in the business of Contractor and that no person associated with Contractor has any interest, direct or indirect, which could conflict with the faithful performance of this Agreement. Contractor is familiar with the provisions of California Government Code section 87100 and Design Professional Agreement with Electrical Consultants Inc. Rev. 09-28-18 Page 6 of 24 following, and certifies that it does not know of any facts which would violate these code provisions. Contractor will advise City if a conflict arises.

20. FAIR EMPLOYMENT
Contractor shall not discriminate against any employee or applicant for employment because of race, sex, color, religion, religious creed, national origin, ancestry, age, gender, marital status, physical disability, mental disability, medical condition, genetic information, sexual orientation, gender expression, gender identity, military and veteran status, or ethnic background, in violation of federal, state or local law.

21. NO USE OF CITY NAME OR EMBLEM
Contractor shall not use City's name, insignia, or emblem, or distribute any information related to services under this Agreement in any magazine, trade paper, newspaper or other medium without express written consent of City.

22. GOVERNING LAW AND VENUE
This Agreement shall be governed and construed in accordance with the statutes and laws of the State of California. The venue of any suit filed by either Party shall be vested in the state courts of the County of Santa Clara, or if appropriate, in the United States District Court, Northern District of California, San Jose, California.

23. SEVERABILITY CLAUSE
In case any one or more of the provisions in this Agreement shall, for any reason, be held invalid, illegal or unenforceable in any respect, it shall not affect the validity of the other provisions, which shall remain in full force and effect.

24. AMENDMENTS
This Agreement may only be modified by a written amendment duly authorized and executed by the Parties to this Agreement.

Design Professional Agreement with Electrical Consultants Inc. Rev. 09-28-18 Page 7 of24

25. COUNTERPARTS
This Agreement may be executed in counterparts, each of which shall be deemed to be an original, but both of which shall constitute one and the same instrument.

The Parties acknowledge and accept the terms and conditions of this Agreement as evidenced by the following signatures of their duly authorized representatives.

CITY OF SANTA CLARA, CALIFORNIA
a chartered California municipal corporation
Approved as to Form:

Digitally signed by Calo
C-- c..,u_ ~~~~~~~21.09.1514:57:55
-07'00'
Office of the City Attorney
City of Santa Clara
(Y DEA NA .

City Mana
"CITY"
1500 Warburton Avenue
Santa Clara, CA 95050
Telephone: (408) 615-2210
Fax: (408) 241-6771
ELECTRICAL CONSULTANTS, INC.
a Montana corporation
• Dated: 8/30/2021
By (Signature): PJ fl rvtc.elJ
Name: David R. Maehl
Title: VP- Power Supply
Principal Place of
Business Address: 3521 Gabel Road, Billings, MT 59102
Email Address: dave.maehl@eciusa .com
Telephone: (406) 259-9933
Fax: (406) 259-3341
"CONTRACTOR"
Design Professional Agreement with Electrical Consultants Inc. Rev. 09-28-18 Page 8 of 24

EXHIBIT A

SCOPE OF SERVICES
The Services to be performed for the City by the Contractor under this Agreement are set forth below.

The Contractor shall perform plan implementation/project management services as requested by the City to support capital, operations, and maintenance projects including but not limited to:
• Act as project manager for the following activities:
o Project permitting including support of CEQA determinations o Land acquisition
o Project design and preparation of Plans, Specifications and Engineer's Estimate o Bid support
o Construction support
o Record drawings and Project Closeout
• System planning for electric utility distribution and transmission systems • Distribution and transmission line conceptual design, feasibility, and permitting. • Substation conceptual and/or detail design, feasibility, and permitting. • Support with substation communications, protection and control systems. • Assist with third party plan submissions such as WECC, CAISO, and PG&E. • Conduct load flow, short circuit studies and arc flash studies as needed. • Conduct Distributed Energy Resource interconnection studies as needed. • Assess existing design standards and recommend revisions or new standards. • Assess existing maintenance practices or standards and recommend revisions or create new standards.
• Provide drafting support as needed.

Work may be assigned to the Contractor through the evaluation of a Call for Proposal (CFP) or via direct assignment. The Contractor shall not begin any work unless a Purchase Order (PO) has been issued by the City for that particular work. The invoice is to include the PO number, paid amount to date and remaining Agreement amount.

The Contractor shall conduct all necessary meetings and interviews, keep minutes and interview summaries as requested, and provide copies to SVP.

When requested by the City, the Contractor and subcontractors shall utilize e-Builder, a web-based project management tool, or City's designated replacement for projects assigned under this agreement. Access to the project management tool, as well as associated training, will be provided by the City at no cost to the Contractor or its subcontractors. Contractor and subcontractors shall have the responsibility for utilizing the project management tool as necessary for the following: invoice submittal, potential change order submittals, change orders, Request for Information (RFI) submittals, correspondence, assigned tasks and other matters that transpire on the site as directed Design Professional Agreement with Electrical Consultants Inc. Rev. 09-28-18 Page 9 of 24 by City. All documents (including as built drawings) shall be converted or scanned into the Portable Document Format (PDF) file and uploaded toe-Builder.

At the conclusion of each project, the Contractor shall provide electronic copies of all final reports, worksheets, system studies and data associated with this project to SVP in (but not limited to) .pdf, .docx, .xlsx, .xml, .dwf, .dwg, .sav formats as applicable and that are not proprietary in nature. If work is complete in PowerWorld, Contractor to ensure the deliverable is provided in proper and functional GE PSLF format as well.

Design Professional Agreement with Electrical Consultants Inc. Rev. 09~28~18 Page 10 of 24

EXHIBIT B

SCHEDULE OF FEES AND PAYMENT PROVISIONS

1. This is a time and materials contract with a total not-to-exceed amount of $3,000,000.

2. Contractor shall provide services at the labor rates outlined in Exhibit B-1 - RATE SCHEDULE attached and incorporated by reference.

3. Rates outlined in Exhibit B-1 may be requested by Contractor to adjust no greater than annually after December 31, 2021 subject to reasonable notice and justification to the City. City approval or denial of the adjusted rates will be provided in writing (e-mail acceptable).

4. Reimbursable Expenses

4.1. Pass-Through Costs:

4.1.1. In some cases, Contractor may pass-through costs such as, but not limited to, subcontracted activities or materials.

4.1.2. Such Pass-Through Costs shall be included in the quote.

4.1.3. When these Pass-Through Costs occur, Contractor will invoice City for these costs without markup.

4.1.4. Contractor shall provide supporting documentation such as invoices or receipts for all Pass-Through costs.

4.1.5. Except in the case of emergency, Contractor will notify the City in advance when these costs are anticipated.

4.2. Reimbursement of expenses is subject to the following conditions.

4.2.1. Expenses shall be reimbursable only to the extent that the Contractor submits sufficient documentation to the City that the expenses were directly incurred in providing the requested services and that such costs are not already included in the fee or hourly rate.

4.2.2. Travel-related expenses (mileage, lodging, meals, etc.).

4.2.3. Unless approved in writing (e-mail acceptable) in advance, meals, lodging, and related Per Diem shall not exceed the rates outlined by United States General Services Administration (GSA).
https://www.gsa.gov/travel-resources

4.2.4.Airfare and rental car, if required, shall be at economy class.

4.2.5. Travel Expenses. All travel expenses such as, but not limited to, airfare, car rental, taxi, lodging, parking, tolls, meals and incidental expenses will be invoiced at cost, with receipts provided for any expenses.

Design Professional Agreement with Electrical Consultants Inc. Rev. 09~28~ 18 Page 11 of 24

5. Contractor will bill City on a monthly basis for Services provided by Contractor during the preceding month on an invoice and in a format approved by City and subject to verification and approval by City. City will pay Contractor within thirty (30) days of City's receipt of an approved invoice including submittal of certified payroll using City's LCP Tracker or such other system as defined by the City.

Design Professional Agreement with Electrical Consultants Inc. Rev. 09-28-18 Page 12 of 24 EXHIBITB-1

RATE SCHEDULE
Category/Position Hourly Rate
Engineering/ Management
Senior Project Manager II .................................................................... $251 Senior Project Manager 1 .................................................................... $208 Project Manager II ............................................................................... $185 Project Manager I. ................................................................................ $165 Senior Engineer II ................................................................................ $209 Senior Engineer I ................................................................................. $178 Senior Project Supervisor .................................................................... $174 Project Supervisor ................................................................................ $131 Project Engineer II ............................................................................... $151 Project Engineer I ................................................................................ $143 Associate Engineer II ........................................................................... $14 7 Associate Engineer I ............................................................................ $141 Design Engineer III .............................................................................. $124 Design Engineer II ............................................................................... $116 Design Engineer I ................................................................................ $109 Senior Designer II ................................................................................ $155 Senior Designer I ................................................................................. $139 Designer III .......................................................................................... $121 Designer II ........................................................................................... $107 Designer I ............................................................................................... $90 Program Management/ Support Staff
Project Controls Coordinator ............................................................... $190 Project Controls Specialist III .............................................................. $148 Project Controls Specialist II ............................................................... $115 Project Controls Specialist I .................................................................. $98 Senior Drafter II ................................................................................... $107 Senior Drafter I .................................................................................... $103 Drafter III ............................................................................................... $93 Drafter II ................................................................................................ $90 Drafter I.. ................................................................................................ $79 Administrative - Executive ................................................................. $122 Administrative Assistant ........................................................................ $82 Design Professional Agreement with Electrical Consultants Inc. Rev. 09~28~18 Page 13 of24 Survey/ Real Estate
Senior Surveyor ................................................................................... $158 Surveyor II ........................................................................................... $129 Surveyor I ............................................................................................ $110 Survey Technician II .............................................................................. $90 Survey Technician I ............................................................................... $70 Senior Real Estate Specialist ............................................................... $152 Real Estate Specialist II ....................................................................... $132 Real Estate Specialist I .......................................................................... $89 Construction/ Field Testing
Senior P&C Technician ....................................................................... $209 P&C Technician ................................................................................... $145 Construction Project Manager ............................................................. $206 Field Construction Manager ................................................................ $195 Teclmician III/Inspector III .................................................................. $144 Technician II/Inspector II .................................................................... $123 Technician I/Inspector I ......................................................................... $81 Safety Specialist ................................................................................... $143 Corporate Project Management/ Technical Oversight
Principal ............................................................................................... $263 Director/PhD ........................................................................................ $263 Design Professional Agreement with Electrical Consultants Inc. Rev. 09-28-18 Page 14 of24 Electrical Consultants, Inc.

Project Expenses:

Airline & Charter Aircraft
Rental Vehicles
Standard & Four-Wheel Drive
All Terrain Vehicles
Meals
Lodging
Parking
Long Distance & Telephone Charges
CADD Software/Plotting:

AutoCAD Drafting Equipment
Microstation Drafting Equipment
HP Design Jet Monochrome Plots
HP Design Jet Color Plots
LD3 Modeling
Prints and Copies:

Arc Flash Labels
Large Format Copies:

C, D Size
E Size
F Size
Larger Sizes
Engineering Software:

Chargeable Expenses
Radial Voltage Drop- SynerGEE & Milsoft
Load Flow/ Stability (PSLF /PSSE)
ASPEN
STRUDL/Structural Software
GIS Mapping Software
Visual Analysis & STAAD Pro
CDEGS (Grounding)
SKM

TLCADD & PLS-CADD
CYMCAP
ETAP

PS CAD/EMT
PT! - Power System Analysis
T-Flash
Survey Equipment/Software:

Cyclone Software
Terra Solid Laser Imaging
Theodolite, Total Station
Robotic Total Station
Survey Grade GPS, Base Station & Rovers
Staking Supplies
Design Professional Agreement with Electrical Consultants Inc. Rev. 09-28-18 Actual Cost
Actual Cost
Federal Allowable Rate
$10.00/hour
Actual Cost
Actual Cost
Actual Cost
Actual Cost
$8.00/hour
$8.00/hour
$5.00 each
$10.00 each
$8.00/hour
$6.00 each
$2.35 each
$2.60 each
$2.75 each
25¢/sq. ft.
$30.00/hour
$40.00/hour
$30.00/hour
$40.00/hour
$8.00/hour
$20.00/hour
$50.00/hour
$25.00/hour
$10.00/hour
$40.00/hour
$20.00/hour
$40.00/hour
$40.00/hour
$40.00/hour
$30.00/hour
$20.00/hour
$11.00/hour
$15.00/hour
$30.00/hour
$10.00/line-mile

Testing Equipment:
5 kVMegger
Phase Angle Meter
Automated CT Test Set
Transformer Turns Ratio Test Set
Earth Resistivity Test Set
Power Quality Analyzer
Hi-Potential Test Set
VLF AC Hi-Potential Test Set
Doble F6 I 50 Relay Test Set
Doble M4000 Power Factor Test Set
Doble M5400 Seep Frequency
Dilo SF-6 Moisture Analyzer
Dilo SF-6 Breaker Analyzer
CT-7000 Breaker Motion Analyzer
Ductor Low Resistivity & High Current
FLIR Infrared Camera
GPR (ground penetrating radar)
HD 3-D Laser Scanner
Dranetz 8000 Analyzer
Fluke 435 Meter
Other equipment (Load Banks, Meter Standard, etc.)
Design Professional Agreement with Electrical Consultants Inc. Rev. 09-28-18 $60/day, $200/week
$50/day, $200/week
$125/day, $420/week
$75/day, $300/week
$100/day, $400/week
$75/day, $150/week
$120/day, $300/week
$500/day, $2,000/week
$375/day, $1,500/week
$500/day, $2,000/week
$1,000/day
$150/day, $600/week
$450/day
$125/day, $350/week
$75/day, $300/week
$500/day, $2,000/week
$1,000/day
$600/day
$500/day
$1,000/month
Job Quote

EXHIBITC

INSURANCE REQUIREMENTS
Without limiting the Contractor's indemnification of the City, and prior to commencing any of the Services required under this Agreement, the Contractor shall provide and maintain in full force and effect during the period of performance of the Agreement and for twenty-four (24) months following acceptance by the City, at its sole cost and expense, the following insurance policies from insurance companies authorized to do business in the State of California. These policies shall be primary insurance as to the City of Santa Clara so that any other coverage held by the City shall not contribute to any loss under Contractor's insurance. The minimum coverages, provisions and endorsements are as follows:

A. COMMERCIAL GENERAL LIABILITY INSURANCE

1. Commercial General Liability Insurance policy which provides coverage at least as broad as Insurance Services Office form CG 00 01. Policy limits are subject to review, but shall in no event be less than, the following:
$1,000,000 Each Occurrence
$2,000,000 General Aggregate
$2,000,000 Products/Completed Operations Aggregate
$1,000,000 Personal Injury

2. Exact structure and layering of the coverage shall be left to the discretion of Contractor; however, any excess or umbrella policies used to meet the required limits shall be at least as broad as the underlying coverage and shall otherwise follow form.

3. The following provisions shall apply to the Commercial Liability policy as well as any umbrella policy maintained by the Contractor to comply with the insurance requirements of this Agreement:
a. Coverage shall be on a "pay on behalf" basis with defense costs payable in addition to policy limits;
b. There shall be no cross liability exclusion which precludes coverage for claims or suits by one insured against another; and c. Coverage shall apply separately to each insured against whom a claim is made or a suit is brought, except with respect to the limits of liability.

Design Professional Agreement with Electrical Consultants Inc. Rev. 09-28-18 Page 17 of24

8. BUSINESS AUTOMOBILE LIABILITY INSURANCE
Business automobile liability insurance policy which provides coverage at least as broad as ISO form CA 00 01 with policy limits a minimum limit of not less than one million dollars ($1,000,000) each accident using, or providing coverage at least as broad as, Insurance Services Office form CA 00 01. Liability coverage shall apply to all owned (if any), non-owned and hired autos.

In the event that the Work being performed under this Agreement involves transporting of hazardous or regulated substances, hazardous or regulated wastes and/or hazardous or regulated materials, Contractor and/or its subcontractors involved in such activities shall provide coverage with a limit of one million dollars ($1,000,000) per accident covering transportation of such materials by the addition to the Business Auto Coverage Policy of Environmental Impairment Endorsement MCS90 or Insurance Services Office endorsement form CA 99 48, which amends the pollution exclusion in the standard Business Automobile Policy to cover pollutants that are in or upon, being transported or towed by, being loaded onto, or being unloaded from a covered auto.

C. WORKERS' COMPENSATION

1. Workers' Compensation Insurance Policy as required by statute and employer's liability with limits of at least one million dollars ($1,000,000) policy limit Bodily Injury by disease, one million dollars ($1,000,000) each accident/Bodily Injury and one million dollars ($1,000,000) each employee Bodily Injury by disease.

2. The indemnification and hold harmless obligations of Contractor included in this Agreement shall not be limited in any way by any limitation on the amount or type of damage, compensation or benefit payable by or for Contractor or any subcontractor under any Workers' Compensation Act(s), Disability Benefits Act(s) or other employee benefits act(s).

3. This policy must include a Waiver of Subrogation in favor of the City of Santa Clara, its City Council, commissions, officers, employees, volunteers and agents.

D. PROFESSIONAL LIABILITY
Professional Liability or Errors and Omissions Insurance as appropriate shall be written on a policy form coverage specifically designed to protect against negligent acts, errors or omissions of the Contractor. Covered services as designated in the policy must specifically include work performed under this agreement. Coverage shall be in an amount of not less than one million dollars ($1,000,000) per claim or two million dollars ($2,000,000) aggregate. Any coverage containing a deductible or self-retention must first be approved in writing by the City Attorney's Office.

Design Professional Agreement with Electrical Consultants lnc. Rev. 09-28-18 Page 18 of24 E. COMPLIANCE WITH REQUIREMENTS
All of the following clauses and/or endorsements, or similar provisions, must be part of each commercial general liability policy, and each umbrella or excess policy.

1. Additional Insureds. City of Santa Clara, its City Council, commissions, officers, employees, volunteers and agents are hereby added as additional insureds in respect to liability arising out of Contractor's work for City, using Insurance Services Office (ISO) Endorsement CG 20 10 11 85, or the combination of CG 20 1 O 03 97 and CG 20 37 1 O 01, or its equivalent.

2. Primary and non-contributing. Each insurance policy provided by Contractor shall contain language or be endorsed to contain wording making it primary insurance as respects to, and not requiring contribution from, any other insurance which the indemnities may possess, including any self-insurance or self-insured retention they may have. Any other insurance indemnities may possess shall be considered excess insurance only and shall not be called upon to contribute with Contractor's insurance.

3. Cancellation.

4. a. Each insurance policy shall contain language or be endorsed to reflect that no cancellation or modification of the coverage provided due to non-payment of premiums shall be effective until written notice has been given to City at least ten (10) days prior to the effective date of such modification or cancellation. In the event of non-renewal, written notice shall be given at least ten (10) days prior to the effective date of non-renewal.
b. Each insurance policy shall contain language or be endorsed to reflect that no cancellation or modification of the coverage provided for any cause save and except non-payment of premiums shall be effective until written notice has been given to City at least thirty (30) days prior to the effective date of such modification or cancellation. In the event of non-renewal, written notice shall be given at least thirty (30) days prior to the effective date of non­ renewal.

Other Endorsements. Other endorsements may be required for policies other than the commercial general liability policy if specified in the description of required insurance set forth in Sections A through E of this Exhibit C, above.

Design Professiona!Agreementwith Electrical Consultants Inc. Rev. 09-28-18 Page 19 of 24 F. ADDITIONAL INSURANCE RELATED PROVISIONS
Contractor and City agree as follows:

1. Contractor agrees to ensure that subcontractors, and any other party involved with the Services, who is brought onto or involved in the performance of the Services by Contractor, provide the same minimum insurance coverage required of Contractor, except as with respect to limits. Contractor agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this Agreement. Contractor agrees that upon request by City, all agreements with, and insurance compliance documents provided by, such subcontractors and others engaged in the project will be submitted to City for review.

2. Contractor agrees to be responsible for ensuring that no contract used by any party involved in any way with the project reserves the right to charge City or Contractor for the cost of additional insurance coverage required by this Agreement. Any such provisions are to be deleted with reference to City. It is not the intent of City to reimburse any third party for the cost of complying with these requirements. There shall be no recourse against City for payment of premiums or other amounts with respect thereto.

3. The City reserves the right to withhold payments from the Contractor in the event of material noncompliance with the insurance requirements set forth in this Agreement.

G. EVIDENCE OF COVERAGE
Prior to commencement of any Services under this Agreement, Contractor, and each and every subcontractor (of every tier) shall, at its sole cost and expense, provide and maintain not less than the minimum insurance coverage with the endorsements and deductibles indicated in this Agreement. Such insurance coverage shall be maintained with insurers, and under forms of policies, satisfactory to City and as described in this Agreement. Contractor shall file with the City all certificates and endorsements for the required insurance policies for City's approval as to adequacy of the insurance protection.

H. EVIDENCE OF COMPLIANCE
Contractor or its insurance broker shall provide the required proof of insurance compliance, consisting of Insurance Services Office (ISO) endorsement forms or their equivalent and the ACORD form 25-S certificate of insurance (or its equivalent), evidencing all required coverage shall be delivered to City, or its representative as set forth below, at or prior to execution of this Agreement.

Upon City's request, Contractor shall submit to City copies of the actual insurance policies or renewals or replacements. Unless otherwise required by the terms of this Agreement, all certificates, endorsements, coverage verifications Design Professional Agreement with Electrical Consultants Inc. Rev. 09-28-18 Page 20 of 24 and other items required to be delivered to City pursuant to this Agreement shall be mailed to:

EBIX Inc.

City of Santa Clara Electric Department
P.O. Box 100085- S2 or
Duluth, GA 30096
Telephone number: 951-766-2280
Fax number: 770-325-0409
Email address: [email protected]
I. QUALIFYING INSURERS
1 EbixWay
John's Creek, GA 30097
All of the insurance companies providing insurance for Contractor shall have, and provide written proof of, an A. M. Best rating of at least A minus 6 (A- VI) or shall be an insurance company of equal financial stability that is approved by the City or its insurance compliance representatives.

Design Professional Agreement with Electrical Consultants Inc. Rev. 09-28-18 Page 21 of 24

EXHIBIT D

LABOR COMPLIANCE ADDENDUM
This Agreement is subject to the requirements of California Labor Code section 1720 et seq. requiring the payment of prevailing wages, the training of apprentices, and compliance with other applicable requirements.

J. Prevailing Wage Requirements

1. Contractor shall be obligated to pay not less than the General Prevailing Wage Rate, which can be found at www.dir.ca.gov and are on file with the City Clerk's office, which shall be available to any interested party upon request. Contractor is also required to have a copy of the applicable wage determination posted and/or available at each job site.

2. Specifically, contractors are reminded of the need for compliance with Labor Code Section 1774-1775 (the payment of prevailing wages and documentation of such), Section 1776 (the keeping and submission of accurate certified payrolls) and 1777.5 in the employment of apprentices on public works projects. Further, overtime must be paid for work in excess of 8 hours per day or 40 hours per week pursuant to Labor Code Section 1811-1813.

3. Special prevailing wage rates generally apply to work performed on weekends, holidays and for certain shift work. Depending on the location of the project and the amount of travel incurred by workers on the project, certain travel and subsistence payments may also be required.

Contractors and subcontractors are on notice that information about such special rates, holidays, premium pay, shift work and travel and subsistence requirements can be found at www.dir.ca.gov .

4. Only bona fide apprentices actively enrolled in a California Division of Apprenticeship Standards approved program may be employed on the project as an apprentice and receive the applicable apprenticeship prevailing wage rates. Apprentices who are not properly supervised and employed in the appropriate ratio shall be paid the full journeyman wages for the classification of work performed.

5. As a condition to receiving progress payments, final payment and payment of retention on any and all projects on which the payment of prevailing wages is required, Contractor agrees to present to City, along with its request for payment, all applicable and necessary certified payrolls (for itself and all applicable subcontractors) for the time period covering such payment request. The term "certified payroll" shall include all required documentation to comply with the mandates set forth in Labor Code Section 1720 et seq, as well as any additional documentation requested by the City or its designee including, but not limited to: certified Design Professional Agreement with Electrical Consultants Inc. Rev. 09-28-18 Page 22 of 24 payroll, fringe benefit statements and backup documentation such as monthly benefit statements, employee timecards, copies of wage statements and cancelled checks, proof of training contributions (CAC2 if applicable), and apprenticeship forms such as DAS-140 and DAS-142.

6. In addition to submitting the certified payrolls and related documentation to City, Contractor and all subcontractors shall be required to submit certified payroll and related documents electronically to the California Department of Industrial Relations. Failure to submit payrolls to the DIR when mandated by the project parameters shall also result in the withholding of progress, retention and/or final payment.

7. No contractor or subcontractor may be listed on a bid proposal for a public works project unless registered with the Department of Industrial Relations pursuant to Labor Code section 1725.5 [with limited exceptions from this requirement for bid purposes only under Labor Code section 1771.1 (a)].

8. No contractor or subcontractor may be awarded a contract for public work on a public works project, unless registered with the Department of Industrial Relations pursuant to Labor Code section 1725.5. Contractors MUST be a registered "public works contractor" with the DIR AT THE TIME OF BID. Where the prime contract is less than $15,000 for maintenance work or less than $25,000 for construction alternation, demolition or repair work, registration is not required.

9. All contractors/subcontractors and related construction services subject to prevailing wage, including but not limited to: trucking, surveying and inspection work must be registered with the Department of Industrial Relations as a "public works contractor". Those you fail to register and maintain their status as a public works contractor shall not be permitted to perform work on the project.

10. Should any contractor or subcontractors not be a registered public works contractor and perform work on the project, Contractor agrees to fully indemnify the City for any fines assessed by the California Department of Industrial Relations against the City for such violation, including all staff costs and attorney's fee relating to such fine.

11. This project is subject to compliance monitoring and enforcement by the Department of Industrial Relations.

K. Audit Rights
All records or documents required to be kept pursuant to this Agreement to verify compliance with this Addendum shall be made available for audit at no cost to City, at any time during regular business hours, upon written request by the City Attorney, City Auditor, City Manager, or a designated representative of any of these officers. Copies of such records or documents shall be provided to City for audit at City Hall when it is Design Professional Agreement with Electrical Consultants Jnc. Rev. 09~28~18 Page 23 of 24 practical to do so. Otherwise, unless an alternative is mutually agreed upon, the records or documents shall be made available at Contractor's address indicated for receipt of notices in this Agreement.

L. Enforcement

1. City shall withhold any portion of a payment; including the entire payment amount, until certified payroll forms and related documentation are properly submitted, reviewed and found to be in full compliance. In the event that certified payroll forms do not comply with the requirements of Labor Code Section 1720 et seq., City may continue to hold sufficient funds to cover estimated wages and penalties under the Agreement.

2. Based on State funding sources, this project may be subject to special labor compliance requirements of Proposition 84.

3. The City is not obligated to make any payment due to Contractor until Contractor has performed all of its obligations under these provisions. This provision means that City can withhold all or part of a payment to Contractor until all required documentation is submitted. Any payment by the City despite Contractor's failure to fully perform its obligations under these provisions shall not be deemed to be a waiver of any other term or condition contained in this Agreement or a waiver of the right to withhold payment for any subsequent breach of this Addendum.

4. City or the California Department of Industrial Relations may impose penalties upon contractors and subcontractors for failure to comply with prevailing wage requirements. These penalties are up to $200 per day per worker for each wage violation identified; $100 per day per worker for failure to provide the required paperwork and documentation requested within a 10-day window; and $25 per day per worker for any overtime violation.

Design Professional Agreement with Electrical Consultants Inc. Rev. 09-28-18 Page 24 of 24 22-166
REPORT .TO COUNCIL

SUBJECT
City of Santa C.lara
Agenda Report
1500 Warburton Avenue
Santa Clara, CA 95050
santaclaraca.gov
@SantaClaraCity
Agenda Date: 10/4/2022
Action to Delegate Authority to the City Manager to Negotiate and Execute Amendments to Agreements for Design Professional Services for Silicon Valley Power's System Capacity Expansion Planning Including Plan Implementation and General Consulting Services

COUNCIL PILLAR
Deliver and Enhance High Quality Efficient Services and -Infrastructure

BACKGROUND
In Silicon Valley Power (SVP) quarterly updates to City Council, staff has reported that electrical demand in the City is expected to increase significantly over the next decade. On September 28, 2021 (Council Item 21-871), the City Council accepted SVP's 3-year Growth Plan Strategy Report (System Growth Plan). According to this System Growth Plan, SVP peak load projections are 879 MW in 2024 and 1125 MW in 2031. Compared to a 2021 peak of 598 MW, this is an increase of nearly 100% in ten years. The System Growth Plan identified ten system expansion projects required to be completed by 2024 to meet this increased load demand safely and reliably . Meeting this electrical demand from future growth requires additional engineering support in three areas: (1) System Expansion Planning, (2) General Consulting, and (3) Plan Implementation.

On October 13, 2020, Council approved (Council Item 20-854) agreements with (1) five firms (1898 & Co., TRC Solutions, Inc., Electrical Consultants, Inc., AECOM Technical Services, Inc., and Stantec Consulting Services Inc.) in the amount of $3,000,000 per agreement for plan implementation; and • (2) five firms (Advisian Worley Group, TRC Solutions, Inc., Leidos Engineering , LLC, Flynn Resource · Consultants,· Inc. and EN Engineering LLC.) in the amount of $2,000,000 per agreement for general consulting services. The total maximum compensation of these ten agreements is authorized not to exceed $25 million over a five-year period. On May 13, 2022, Council authorized the City Manager to execute Amendment No. 1 to the Agreement with AECOM Technical Services Inc. for program management services associated with the System Growth Plan increasing maximum compensation from $3 million to $11 million to perform program management services for SVP's System Expansion Plan increasing the aggregate authorization for these ten agreements to $33 million.

When a specific project is identified, staff issues a call for proposals that invites these prequalified consultants to submit qualifications and the award is based on factors such as project specific qualifications and experience, availability of staff, project approach, proposed scope of services, project schedule and design completion dates. •

DISCUSSION
The System Growth Plan more than doubles the current capital improvement project backlog and managing and delivering these projects from detailed design through construction requires the City of Santa Clara Page 1 of 3 Printed on 11/30/2022
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22-166 Agenda Date: 10/4/2022
technical knowledge these firms have. For example, the System Growth Plan includes a recommendation for a full rebuild and replacement of Scott Receiving Station (SRS) and Kifer Receiving Station (KRS). SRS and KRS will require a complete demolition and redesign to convert the outdoor air-insulated equipment to outdoor gas-insulated equipment to increase capacity and reliability in order to provide electric services to businesses and residences. These receiving station projects each have an estimated construction cost of $65 million each. After the call for proposal process, TRC Solutions, Inc. (TRC) was selected as the most qualified firm to support engineering design and construction support for the rebuild of SRS and KRS. The total cost of work is estimated at $5.2 million. The current maximum compensation authorized for TRC is $3 million and some of those funds have been allocated to other capital projects. As SVP is continuing to issue call for proposals for projects associated with the System Growth Plan, additional amendments to this agreement or other agreements will be needed.

To meet the demand for growth in capacity over the next 1 O years, SVP has a capital plan exceeding $250 million. As a guideline, 20% of capital project costs are associated with engineering services such as design and construction management. To address these engineering costs, staff recommends that City Council authorize the City Manager to negotiate and execute additional amendments to the agreements with an additional aggregate compensation of $17 million to allow staff the flexibility of funding agreements as projects are awarded.

ENVIRONMENTAL REVIEW
This action being considered is for program and project management services and does not constitute a "project" within the meaning of the California Environmental Quality Act ("CEQA") pursuant to CEQA Guidelines section 15061(b)(3). It can be seen with certainty that there is no possibility that the proposed approvals will have a significant effect on the environment. When capital projects included in the growth strategy move forward, appropriate CEQA will be completed as required prior to construction.

FISCAL IMPACT
To provide the necessary engineering services for SVP's significant capital program, this action would authorize the City Manager to approve contract amendments for ten firms up to a revised additional aggregate maximum compensation of $17 miilion, subject to the appropriation of funds.

The capital project funding for each amendment would be identified at the time the amendment is brought forward. For instance, the increased maximum compensation for the TRC agreement described above is available in the Electric Utility Capital Fund for the KRS Rebuild and Replacement (CIP# 2453} and SRS Rebuild and Replacement (CIP#2456) projects.

Funds required for these agreements in future years are subject to budget appropriations and will be incorporated into the budget development process for those years.

COORDINATION
This report has been coordinated with the Finance Department and City Attorney's Office.

PUBLIC CONTACT
Public contact was made by posting the Council agenda on the City's official-notice bulletin board - outside City Hall Council Chambers. A complete agenda packet is available on the City's website and in the City Clerk's Office at least 72 hours prior to a Regular Meeting and 24 hours prior to a Special Meeting. A hard copy of any agenda report may be requested by contacting the City City of Santa Clara Page 2 of3 Printed on 11/30/2022
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22-166 Agenda Date: 10/4/2022
Clerk's Office at (408) 615-2220, email clerk@santac laraca.gov <mailto:clerk@santaclaraca .gov> or at the public information desk at any City of Santa Clara public library.

RECOMMENDATION
. 1. Authorize the City Manager to negotiate and execute amendments to Agreements for Design Professional Services for Silicon Valley Power's System Capacity Expansion Planning with an additional aggregate maximum compensation of $17 million, subject to the appropriation of funds for the following:

A. For general consulting services with:
1 ). Advisian Worley Group
2). TRC Solutions, Inc.
3). Leidos Engineering, LLC
4). Flynn Resource Consultants, Inc.
5). EN Engineering LLC
B. For plan implementation services with:
1). 1898 & Co . •
2). TRC Solutions, Inc.
3). Electrical Consultants, Inc.
4). AECOM Technical Services, Inc.
5). Stantec Consulting Services Inc.; and

2. Authorize the City Manager to:

A. Execute amendments to extend the term of the Agreements if required to complete projects initiated during their term;
B. Negotiate and execute amendments to add or delete services consistent with the scope of the agreements and allow future rate adjustments subject to request and justification by contractor, approval by the City, and the appropriation of funds; and C. Take such actions as necessary or advisable to implement the agreements as amended.

Reviewed by: Manuel Pineda, Chief Electric Utility Officer Approved by: Rajeev Batra, City Manager
City of Santa Clara Page 3 of 3 Printed on 11/30/2022
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Ebix Insurance No. S200001751
AMENDMENT NO. 1

TO THE AGREEMENT FOR DESIGN PROFESSIONAL SERVICES

BETWEEN THE

CITY OF SANTA CLARA, CALIFORNIA,
AND
ELECTRICAL CONSULTANTS, INC.

PREAMBLE
This agreement ("Amendment No. 1") is entered into between the City of Santa Clara, California, a chartered California municipal corporation (City) and Electrical Consultants, Inc. a Montana corporation, (Contractor). City and Contractor may be referred to individually as a "Party" or collectively as the "Parties."

RECITALS
A. The Parties previously entered into an agreement entitled "Agreement for Design Professional Services by and Between the City of Santa Clara, California, and Electrical Consultants, Inc." dated September 16, 2021 (Agreement); and B. The Parties entered into the Agreement for the purpose of having Contractor provide plan implementation and project management services as requested by the City to support capital, operations, and maintenance projects for Silicon Valley Power (SVP), and the Parties now wish to amend the Agreement to increase the maximum compensation due to additional service needs and extend the term.

NOW, THEREFORE, the Parties agree as follows:

AMENDMENT TERMS AND CONDITIONS

1. Section 2 of the Agreement, entitled "TERM OF AGREEMENT" is amended to read as follows:
"Unless otherwise set forth in this Agreement or unless this paragraph is subsequently modified by a written amendment to this Agreement, the term of this Agreement shall begin on September 1, 2021, and terminate on November 30, 2028."

2. Section 6 of the Agreement, entitled "COMPENSATION AND PAYMENT" is amended to read as follows:
"In consideration for Contractor's complete performance of Services, City shall pay Contractor for all materials provided and Services rendered by Contractor in Amendment No. 1 to Agreement/Electrical Consultants, Inc.

Rev. 10/25/19

accordance with Exhibit B, entitled "SCHEDULE OF FEES AND PAYMENT PROVISIONS." The maximum compensation of this Agreement is seven million three hundred sixty thousand dollars ($7,360,000), subject to budget appropriations, which includes all payments that may be authorized for Services and for expenses, supplies, materials and equipment required to perform the Services. All work performed or materials provided in excess of the maximum compensation shall be at Contractor's expense. Contractor shall not be entitled to any payment above the maximum compensation under any circumstance."

3. Exhibit A- Scope of Services shall be deleted in its entirety and replaced with the attached Exhibit A - Scope of Services - Amended May 1, 2023, which is hereby incorporated into the Agreement.

4. Exhibit B - Schedule of Fees shall be deleted in its entirety and replaced with the attached Exhibit B - Compensation and Fee Schedule - Amended May 1, 2023, which is hereby incorporated into the Agreement.

5. Except as set forth herein, all other terms and conditions of the Agreement shall remain in full force and effect. In case of a conflict in the terms of the Agreement and this Amendment No. 1, the provisions of this Amendment No. 1 shall control.

Amendment No. 1 to Agreement/Electrical Consultants, Inc.

Rev. 10/25/2019

The Parties acknowledge and accept the terms and conditions of this Amendment No. 1 as evidenced by the following signatures of their duly authorized representatives.

CITY OF SANTA CLARA, CALIFORNIA
a chartered California municipal corporation
Dated: 5 /-u,/-y Approved as to Form: - ----- --------- DMtid-S~
Daniel Ballin (May 25, 2023 09:51 PDT)
GLEN R. GOOGINS
City Attorney
~ ~
"CITY"
City Manager
City of Santa Clara
1500 Warburton Avenue
Santa Clara, CA 95050
Telephone: (408) 615-2210
Fax: (408) 241-6771
ELECTRICAL CONSULTANTS, INC.
a Montana corporation
Dated: 5/22/2023
B (s. t ) Digitally signed by Dav@ R Maehl
Y lgna Ure : Date: 2023.05.2211:4fi~4-06'00'
Name: David R. Maehl
Title: VP-Power Supply
Principal Place of 3521 Gabel Road
Business Address: Billings, Montana 59102
Email Address: [email protected]
Telephone: (406) 259-9933
Fax: (406) 259-3341
"CONTRACTOR"
Amendment No. 1 to Agreement/Electrical Consultants, Inc.

Rev. 10/25/2019

AMENDMENT NO. 1

AGREEMENT FOR DESIGN PROFESSIONAL SERVICES

BETWEEN THE

CITY OF SANTA CLARA, CALIFORNIA
AND ELECTRICAL CONSULTANTS, INC.

EXHIBIT A - SCOPE OF SERVICES
AMENDED MAY 1, 2023

1. The Contractor shall perform plan implementation and project management services as requested by the City to support capital, operations, and maintenance projects.

Such plan implementation and project management services to include:

1.1. Act as project manager for the activities such as, but not limited to:

1.1.1. Project permitting including support of California Environmental Quality Act (CEQA) determinations;

1.1.2. Land acquisition;

1.1.3. Project design and preparation of plans, specifications and engineer's estimate;

1.1 .4. Bid support;

1.1.5. Construction support; and

1.1.6. Record drawings and project closeout.

1.2. Perform system planning for electric utility distribution and transmission systems.

1.3. Prepare distribution and transmission line conceptual design, feasibility, and permitting.

1.4. Prepare substation conceptual and/or detail design, feasibility, and permitting including support with substation communications, protection and control systems.

1.5. Assist with third party plan submissions such as WECC, CAISO, and PG&E.

1.6. Conduct load flow, short circuit studies and arc flash studies as needed.

1.7. Conduct Distributed Energy Resource (DER) interconnection studies as needed. •

1.8. Assess existing design standards and recommend revisions or new standards.

1.9. Assess existing maintenance practices or standards and recommend revisions or create new standards.

1.10. Provide drafting support as needed.

Amendment No. 1 to Agreement/Electrical Consultants, Inc.

Rev. 10/25/2019

1.11. The Contractor shall conduct all necessary meetings and interviews, keep minutes and interview summaries as requested and provide copies to SVP.

1.12. At the conclusion of each project, the Contractor shall provide electronic copies of all final reports, worksheets, system studies and data associated with this project to SVP in (but not limited to) .pdf, .docx, .xlsx, .xml, .dwf, .dwg, .sav formats as applicable and that are not proprietary in nature.

2. Work Request and Authorization of Work

2.1. Work may be assigned to the Contractor through the evaluation of a Call for Proposal (CFP) or via direct assignment.

2.2. The Contractor shall not begin any work unless a Purchase Order (PO) has been issued by the City for that particular work.

2.3. Contractor shall notify City as soon as practical if there is a risk that cost estimates will be exceeded and shall not perform work that will result in costs exceeding the Purchase Order for that scope of work without a changed purchase order or, in the event the maximum compensation specified in Section 6 of the agreement may be exceeded, Contractor shall not perform work without an executed amendment to this Agreement.

3. e-BUILDER

3.1. Contractor shall use e-Builder for submission of data and documents throughout the term of this agree_ment, as requested by the City. e-Builder is a web-based construction management application hosted by e-Builder, Inc.

For certain projects to be defined by the City, e-Builder shall be the primary means of project information submission and management or as otherwise agreed upon with the City.

3.2. The City will establish Contractor's access toe-Builder by providing licenses to Contractor's personnel at City's cost. The Contractor's designated users will be required to set up their computers/systems to use e-Builder in accordance to thee-Builder User Training Guider-2015. The City reserves the right to limit the licenses issued to Contractor in the future.

3.3. Contractor is required to obtain all necessary training to use the software. The City will provide one classroom training or a web-based seminar. A training session is 1 - 2 hours.

3.4. e-Builder is a web-based environment and therefore it is subject to the inherent speed and connectivity limitations of the Internet. The Contractor is responsible for its own connectivity to the Internet. e-Builder's response time is dependent on the Contractor's equipment, including processor speed, Internet access speed, etc. and current traffic on the Internet. The City will not be liable for any delays associated from the usage of e-Builder including, but not limited to: slow response time, down time periods, connectivity problems, or loss of information. The Contractor shall ensure connectivity to thee­ Builder system whether at the home office or job site. Under no Amendment No. 1 to Agreement/Electrical Consultants, Inc.

Rev. 10/25/2019

circumstances will usage ofe-Builder be grounds for a time extension or cost adjustment to the Contract.

3.5. Data entered in a collaborative mode (entered with the intent to share as determined by permissions and workflows within thee-Builder system) by the City and the Contractor will be jointly owned.

3.6. The Contractor is responsible for managing, tracking, and documenting work to comply with the requirements of this Agreement. The City's acceptance via automated system notifications or audit logs extends only to the face value of the submitted documentation and does not constitute validation of the Contractor's submitted information.

3.7. At the City's sole discretion, project documents may be processed and distributed digitally over the internet or may be required to be presented in hard copy format.

3.8. While regular email may still be used for communication, when requested by the City, e-Builder shall be utilized as much as possible in connection with all document and information management required in the performance of projects where City has directed the use of e-Builder. Contractor shall be responsible for scanning or otherwise converting to electronic format all project submittals and Contractor correspondence, drawings, sketches, etc., and uploading them to thee-Builder web site and shall be responsible for the validity of its information placed in e-Builder. The Contractor shall use the existing forms and processes in e-Builder to the maximum extent possible. If a required form does not exist in e-Builder, the Contractor shall include a form of its own or one provided by the City (if available) as an attachment to a submittal or process. Documents and information to be submitted electronically include, but are not limited to:

3.8.1. Correspondence;

3.8.2. Meeting Minutes;

3.8.3. Submittals and Shop Drawings;

3.8.4. Product Data, reports, certifications, etc. must be submitted in PDF format. (If a sample is able to be scanned, it is requested a scanned PDF copy is submitted with the sample.);

3.8.5. Requests for Information (RFl's);

3.8.6. Change Order requests and documentation, including record copies of Change Orders, Proposals, Modifications;

3.8.7. Pay Applications;

3.8.8. "Official" correspondence (such. as letters) including informal correspondence, such as e-mail;

3.8.9. Pre-Task Plans (PTPs);
Amendment No. 1 to Agreement/Electrical Consultants, Inc.

Rev. 10/25/2019

3.8.10. Daily Construction Reports and other Daily Reports including Contractor Quality Control (CQC) Reports;

3.8.11. Quality Control (QC) Documentation;

3.8.12. All official reports, such as Commissioning reports;

3.8.12.1. 3.8.12.2.

3.8.12.3. 3.8.12.4.

Notices and Claims;
Operations and Maintenance Manuals;
All Close-out documents; and
All testing results.

3.8.13. Archive Copies: When requested by City, Contractor shall keep an archive copy of all digital data created by Contractor, or submitted to Contractor via e-mail, or resident on thee-Builder for the duration of the Project. Such data shall be available to City, authorities with jurisdiction (including funding agencies or representatives) on demand.

Amendment No. 1 to Agreement/Electrical Consultants, Inc.

Rev. 10/25/2019

AMENDMENT NO. 1

AGREEMENT FOR DESIGN PROFESSIONAL SERVICES

BETWEEN THE

CITY OF SANTA CLARA, CALIFORNIA
AND ELECTRICAL CONSULTANTS, INC.

EXHIBIT B - COMPENSATION AND FEE SCHEDULE
AMENDED MAY 1, 2023

1. This is a time and materials contract with a total not-to-exceed amount specified in Section 6 of the Agreement. The maximum compensation specified in Section 6 includes all services provided under this Agreement as Amended including those services provided in advance of this Amendment.

2. Rates

2.1. Services shall be provided according to the rates in Table B-1 - HOURLY RATES.

2.2. Services performed prior to this Amendment shall be invoiced at the rates in place at the time of the service.

2.3. Rate Adjustments. Rates outlined in Table B-1 of this Amendment may be requested by Contractor to adjust no greater than annually after January 1, 2024, subject to reasonable notice and justification to the City. City approval or denial of the adjusted rates will be provided in writing (e-mail acceptable).

3. Reimbursable Expenses

3.1. City Requested Expenses. Outside services such as, but not limited to outside reprographic services, subcontractor materials and equipment, will be invoiced at cost. Subcontractor services will be invoiced at cost plus 10%.

3.2. Expenses shall be reimbursable only to the extent that CONTRACTOR submits sufficient documentation to the City that the expenses were directly incurred in providing the requested services and that such costs are not already included in the fee or hourly rate.

3.3. Travel and Per Diem. Travel and Per Diem will be invoiced at cost.

3.3.1. 3.3.2.

3.3.3. Unless approved in writing (e-mail acceptable) in advance, meals, lodging, and related Per Diem shall not exceed the rates outlined by United States General Services Administration (GSA)
https://www.gsa.gov/travel-resources
Mileage. Personal automobile travel from portal to portal or between locations will be charged at IRS mileage rates per mile in place at the time of travel.

Travel Expenses. Airfare, car rental, taxi, parking, tolls, and incidental expenses will be invoices at cost, with receipts provided Amendment No. 1 to Agreement/Electrical Consultants, Inc.

Rev. 10/25/2019

for any expenses. Airfare and rental car, if required, shall be at economy class.

3.4. Contractor shall include an estimate for any anticipated reimbursable expenses in Contractor's response to any CFP or other proposal to perform additional work.

3.5. Contractor shall provide supporting documentation such as invoices or receipts for all reimbursable expenses.

4. Table B-2 PASS THROUGH COSTS

4.1 Contractor may pass through costs such as, plotting, printing, materials, equipment, etc.

4.2 Such Pass-Through Costs shall be included in the quote.

4.3 When these Pass-Through Costs occur, Contractor will invoice City for these costs without markup.

4.4 Contractor shall provide supporting documentation such as invoices or receipts for all Pass-Through Costs.

4.5 Except in the case of emergency, Contractor will notify the City in advance when these costs are anticipated.

5. Invoicing and Payments

5.1. Contractor will invoice City on a monthly basis for Services provided by Contractor during the preceding month on an invoice and in a format approved by City and subject to verification and approval by City.

5.2. All monthly invoices shall include:

5.2.1. PO number;

5.2.2. 5.2.3.

Itemization of the authorized expenses incurred, if any, with a detail listing the cost and source of such expenses and when they were incurred in a formal that will permit City to verify rates are the same as those authorized in the Agreement; and
Amount paid to date and amount remaining in the Agreement and Purchase Order.

5.3. If City disputes an expense in an invoice, City may deduct the disputed expense from the payment of that invoice, provided that City submits to Contractor a written explanation of why the expense is being disputed.

5.4. If there are no discrepancies or deficiencies in the submitted invoice and Contractor has submitted all Certified Payroll (where required), City shall process the invoice for payment within 30 days.

Amendment No. 1 to Agreement/Electrical Consultants, Inc.

Rev. 10/25/2019

TABLE B-1 HOURLY RATES
Hourly Rate
Category/Position Effective Sept. 1, 2021
Throuah Aoril 30, 2023
Engineering/Management
Senior Project Manager II $251
Senior Project Manager I $208
Project Manager 11 $185
Project Manager I $165
Senior Engineer II $209
Senior Engineer I $178
Senior Project Supervisor $174
Project Supervisor $131
Project Engineer II $151
Project Engineer I $143
Associate Engineer 11 $147
Associate Engineer I $141
Design Engineer Ill $124
Design Engineer II $116
Design Engineer I $109
Senior Designer II $155
Senior Designer I $139
Designer Ill $121
Designer II $107
Designer I $90
Program Management/Support Staff
Project Controls Coordinator
Project Controls Specialist Ill
Project Controls Specialist 11
Project Controls Specialist I
Senior Drafter II
Senior Drafter I
Drafter Ill
Drafter II
Drafter I
Administrative Executive
Administrative Assistant
Amendment No. 1 to Agreement/Electrical Consultants, Inc.

Rev. 10/25/2019
$190
$148
$115
$98
$107
$103
$93
$90
$79
$122
$82
Hourly Rate
Effective
Mav 1, 2023
$248
$210
$188
$169
$211
$181
$175
$135
$154
$145
$149
$143
$127
$119
$110
$152
$141
$124
$109
$92
$195
$149
$119
$101
$108
$106
$95
$92
$82
$122
$74

Hourly Rate
Category/Position Effective Sept. 1, 2021
Throuah Aoril 30, 2023
Survey/Real Estate
Senior Surveyor $158 .

Surveyor II $129
Surveyor I $110
Survey Technician II $90
Survey Technician I $70
Senior Real Estate Specialist $152
Real Estate Specialist II $132
Real Estate Specialist I $89
Construction/Field Testing
Senior P&C Technician $209
P&C Technician $145
Construction Project Manager $206
Field Construction Manager $195
Technician Ill/Inspector Ill $144
Technician II/Inspector II $123
Technician I/Inspector I $81
Safety Specialist $143
Corporate Project Management/Technical
Oversiaht
Principal $263
Director/PhD $263
Amendment No, 1 to Agreement/Electrical Consultants, Inc, Rev, 10/25/2019
Hourly Rate
Effective
Mav 1, 2023
$162
$133 .
$109
$92
$69
$153
$130
$88
$211
$146
$201
$196
$145
$126
$84
$145
$252
$252

TABLE B-2 PASS THROUGH COSTS
Costs
Type Effective Sept. 1, 2021
throuah Aoril 30, 2023
Project Expenses:

Airline & Charter Aircraft Actual Cost
Rental Vehicles Actual Cost
Standard & Four-Wheel Drive Federal/ Allowable Rate
All Terrain Vehicles $10/hour
Meals Actual Cost
Lodging Actual Cost
Parking Actual Cost
Long Distance & Telephone Charges Actual Cost
CADD Software/Plotting:

AutoCAD Drafting Equipment $8.00/hour
Microstation Drafting Equipment $8.00/hour
HP Design Ject Monochrome Plots $5.00 each
HP Design Jet Color Plots $10.00 each
LD3 Modeling $8.00/hour
.Airline & Charter Aircraft
.

Prints and Copies:

Arc Flash Labels $6.00 each
Large Format Copies
C, D Size $2.35 each
E Size $2.60 each
F Size $2.75 each
Larger Sizes $ .25/sq. ft.

Engineering Software:

Radial Voltage Drop-SynerGEE & $30;00/hour Milsoft
Load Flow/Stability (PSLF/PSSE) $40.00/hour
ASPEN $30.00/hour
STRUDL/Structural Software $40.00/hour
GIS Mapping Software $ 8.00/hour
Visual Analysis & STAAD Pro $20.00/hour
CDEGS (Grounding) $SO.OD/hour
SKM $25.00/hour
TLCADD & PLS-CADD $10.00/hour
Amendment No. 1 to AgreemenUElectrical Consultants, Inc.

Rev. 10/25/2019
Costs
Effective May 1, 2023
.

Actual Cost
Actual Cost
Federal/ Allowable Rate
$10/hour
Actual Cost
Actual Cost
Actual Cost
Actual Cost
$9.00/hour
$9.00/hour
$5.00 each
$10.00 each
$8.00/hour
$6.00 each
$2.35 each
$2.60 each
$2.75 each
$ .25/sq. ft.
$30.00/hour
$40.00/hour
$30.00/hour
$40.00/hour
$ 8.00/hour
$20.00/hour
$SO.DO/hour
$25.00/hour
$10.00/hour

CYMCAP $40.00/hour
ETAP $20.00/hour
PSCAD/EMT $40.00/hour
PTI - Power System Analysis $40.00/hour
T-Flash $40.00/hour
Survey Equipment/Software:

Cyclone Software $30.00/hour
Terra Solid Laser Imaging $20.00/hour
Theodolite, Total Station $11.00/hour
Robotic Total Station $15.00/hour
Survey Grade GPS, Base Station & $30.00/hour Rovers
Staking Supplies $10.00/line-mile
Testing Equipment:
5 kV Megger $60.00/day $200/week
Phase Angle Meter $SO/day, $200/week
Automated CT Test Set $125/day, $420/week
Transformer Turns Radio Test Set $ 75/day, $300/week
Earth Resistivity Test Set $100/day, $400/week
Power Quality Analyzer $ 75/day, $150/week
Hi Potential Test Set $120/day,$300/week
VLF AC Hi-Potential Test Set $500/day, $2,000/week
Doble F6150 Relay Test Set $375/day, $1,500/week
Doble M4000 Power Factor Test Set $500/day, $2,000/week Doble MS400 Seep Frequency $1,000/day
Dilo SF-6 Moisture Analyzer $150/day, $600/week
Dilo SF-6 Breaker Analyzer $450/day
CT-7000 Breaker Motion Analyzer $125/day, $350/week
Ductor Low Resistivity & High $75/day, $300/week Current FLIR Infrared Camera $500/day, $2,000/week
CGPR (ground penetrating radar $1,000/day
HD 3-D Laser Scanner $600/day
Dranetz 800 Analyzer $500/day
Fluke 435 Meter $1,000/month
Other equipment (Load Banks, Meter Job-Quote Standards, etc.) Amendment No. 1 to Agreement/Electrical Consultants, Inc.

Rev. 10/25/2019
$40.00/hour
$20.00/hour
$40.00/hour
$40.00/hour
$40.00/hour
.
$30.00/hour
$20.00/hour
$11.00/hour
$15.00/hour
$30.00/hour
$10.00/line-mile
$60.00/day $200/week
$SO/day, $200/week
$125/day, $420/week
$ 75/day, $300/week
$100/day, $400/week
$ 75/day, $150/week
$120/day,$300/week
$500/day, $2,000/week
$375/day, $1,500/week
$500/day, $2,000/week
$1,000/day
$150/day, $600/week
$450/day
$125/day,$350/week
$75/day, $300/week
$500/ day, $2,000/week
$1,000/day
$600/day
$500/day
$1,000/month
Job-Quote

23-737

REPORT TO COUNCIL

SUBJECT
City of Santa Clara
Agenda Report
1500 Warburton Avenue
Santa Clara , CA 95050
santaclaraca.gov
@SantaClaraC ity
Agenda Date: 7/18/2023
Action to Delegate Authority to the City Manager to Negotiate and Execute Amendments to Agreements for Design Professional Services for Silicon Valley Power's System Capacity Expansion Planning Including Development of a Twenty-Year Long-Term Strategy Plan for System Growth , Master Agreements for Plan Implementation Services, and Master Agreements for General Consulting Services

COUNCIL PILLAR
Deliver and Enhance High Quality Efficient Services and Infrastructure

BACKGROUND
Silicon Valley Power (SVP) has provided electric service for over 125 years and is experiencing significant continued growth. SVP has developed a capital improvement strategy to address near­ term and long-term potential load growth. In 2021, SVP recorded a peak load of nearly 600 Megawatt (MW) and delivered approximately 4,100 Gigawatt-hours (GWh) to customers. In 2022, SVP's recorded peak load increased to 702 MW, and energy delivery rose to 4,550 GWh. This represents an approximate 10% increase in energy delivery and represents the largest year-over­ year growth in the last 30 years.

On October 13, 2020, City Council approved (Council Item 20-854) the following Agreements for Design Professional Services:
• Agreement with Electrical Consultants, Inc (ECI) with a maximum compensation not to exceed $850,000 to complete a System Expansion Plan including a Three-Year Growth Plan Strategy; • Master agreements for Plan Implementation Services with a maximum compensation not to exceed $3,000,000 per agreement with (1) 1898 & Co., (2) TRC Solutions, Inc., (3) ECI, (4) AECOM Technical Services, Inc., and (5) Stantec Consulting Services Inc.; and • Master agreements for general consulting services with a maximum compensation not to exceed $2,000,000 per agreement with (1) Advisian Worley Group, (2) TRC Solutions, Inc., (3) Leidos Engineering, LLC, (4) Flynn Resource Consultants, Inc. and (5) EN Engineering LLC.

When a specific project is identified, SVP issues a call for proposals that invites these prequalified consultants to submit their proposals. The award for each project is determined based on factors such as expertise in the specific area of work needed, staff availability, project approach, proposed · scope of services, project schedule/completion dates, and verification that cost is reasonable for the services.

When the agreements were approved on October 13, 2020, the total maximum compensat ion for the City of Santa Clara Page 1 of 4 Printed on 7/14/2023
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23-737 Agenda Date: 7/18/2023
ten (10) master agreements was authorized with an aggregate maximum compensation of $25 million over a five-year period. On May 13, 2022, the City Council authorized the City Manager to execute Amendment No. 1 to the Agreement with AECOM Technical Services Inc., increasing the maximum compensation from $3 million to $11 million for additional program management services related to the System Expansion Plan. This authorization increased the total aggregate compensation for the ten (10) agreements to $33 million. On October 4, 2022, the City Council authorized the City Manager to negotiate and execute amendments to the ten (10) agreements, resulting in a new total aggregate compensation of $50 million.

On September 28, 2021 (Council Item 21-871), the Council accepted SVP's Three-Year Growth Plan Strategy which identified $300 million of proposed projects to install new facilities and to replace aged infrastructure with higher capacity infrastructure on an as-needed basis. On November 15, 2022 (Council Item 22-1172), the City Council accepted SVP's System Expansion Plan for the California Independent Operator's (CAISO) Transmission Planning Process (TPP) FY2023/24 (SVP System Expansion Plan TPP FY2023/24).

In the SVP System Expansion Plan TPP FY2023/24, SVP anticipates a peak system load of 819MW in 2025 and peak load of 1,306 MW in 2032. Compared to the 2022 peak load of 702 MW, this projection represents an increase of nearly 117 MW by 2025. SVP System Expansion Plan TPP FY2023/24 identifies both near-term and ten-year improvements required for SVP to maintain electric service reliability with consideration of the projected load growth. The SVP System Expansion Plan TPP FY2023/24 provides detailed information and a technical basis for the completed analysis, including a summary of proposed projects. These projects are in addition to those previously presented to Council. To maintain electric service reliability and meet project growth, SVP requires engineering support in three areas: (1) System Expansion Planning, (2) General Consulting, and (3) Plan Implementation.

DISCUSSION
Under its agreement with the City, ECI has provided consultant support for the CAISO's Annual TPP and completed a Three-Year Growth Plan Strategy. SVP requires additional related services from ECI, including, (1) a twenty-year long-term strategy plan for system growth; and (2) support for upcoming CAISO TPP studies. The twenty-year long-term strategy plan and study will address, among other things, reach codes (local energy code amendments intended to strengthen emissions reductions) and impacts of electrification and decarbonization to SVP's transmission and distribution electrical systems. To complete these additional services, SVP will require an increase in the maximum compensation of the ECI agreement for the system expansion plan from $850,000 to $1,500,000 and extension of the term through December 31, 2025.

The System Expansion Plan has led to a significant increase in the SVP's Capital Improvement Project (CIP) backlog. Managing and delivering these projects from detailed design through construction necessitates the augmentation of staff by hiring outside engineering firms who possess the necessary technical knowledge and expertise to support SVP. For example, the System Expansion Plan includes the following proposed projects as well as other projects not listed:
• NRS Transformer and Breaker Upgrades
• Kifer Receiving Station (KRS) & Scott Receiving Station (SRS) Rebuild and Replacement • N RS-KRS 115kV Line Replacement
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23-737 Agenda Date: 7/18/2023
• South Loop Reconductor
• Northwest Loop Capacity Upgrade
• Walsh-Uranium 60kV Reconductor
The proposed projects include replacement of aging infrastructure and installation of new facilities to allow higher internal system capacity. These projects will include the addition of new internal 60kV transmission loops and implementation of reliability upgrades, including replacing or reconductoring transmission lines. For the new 60kV loops, it is important to note that the first step in the process is to determine technical feasibility (design). Additional CAISO transmission capacity would be required to fully take advantage of the increased internal capacity.

As identified in the Three-Year Growth Plan Strategy and SVP System Expansion Plan TPP FY2023/24, the combined cost of these GIP projects is estimated at nearly $500 million. Of this total amount, approximately 20% to 25% is attributed to engineering services such as design and construction management. In addition, to ensure that dedicated developer substations are built to SVP standards and connect properly to SVP's electric system, SVP provides engineering services to developers who design and build their own substation with costs recovered from those developers.

Design, equipment, and construction project costs for substations built by developers are not included in the $500 million budget. Therefore, total estimated engineering costs may exceed the 20 - 25% to account for costs of engineering for projects that are not included in SVP's GIP budget. To assure sufficient support to complete the System Expansion Plan and meet schedule commitments to developers while assuring SVP standards are met, SVP requires an increase of $30 million in aggregate maximum compensation for agreements for general consulting and plan implementation services. This will amend previous authorizations and allow SVP to spread $80 million among the master agreements. SVP will initiate amendments after selection of consultants following the call for proposals process described in the background of this report. SVP staff manages the aggregate compensation to assure that no services are approved that will result in exceeding the aggregate maximum compensation.

ENVIRONMENTAL REVIEW
These proposed actions involve the approval of amendments to existing agreements for program and project management services. Any associated capital improvements have been or will be evaluated under the California Environmental Quality Act ("CEQA"). Therefore, the proposed actions and do not constitute a "project" within the meaning of CEQA pursuant to section 15061 (b)(3) of Title 14 of the California Code of Regulations as it can be seen with certainty that there is no possibility that the proposed approvals will have a significant effect on the environment.

FISCAL IMPACT
Sufficient funds for these amendments are included in the capital budget for each project for Fiscal Year 2023/2024. Funding for specific projects is allocated in the Electric Utility Fund in the FY2023/24 Capital Improvement Budget, such as the NRS Transformer and Breaker Upgrades (GIP 2454), NRS-KRS 115kV Line (GIP 2455), KRS Rebuild and Replacement (GIP 2453), Laurelwood Substation (GIP 2443), Democracy Substation (GIP 2464), Transmission Loop 1 (GIP 2459), and Transmission Loop 2 (GIP 2463). Additional budget appropriations will be required for the Transmission Loop projects. Required actions will be brought forward to City Council for approval of the project and associated budget after design. It is anticipated that costs will be recovered through developer contributions. As the System Expansion Plan and design and construction of developer City of Santa Clara Page 3 of4 Printed on 7/14/2023
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23-737 Agenda Date: 7/18/2023
funded substations progress, the costs and timelines will be revised and updated, and budget adjustments will be requested at that time if required.

Funds required for these agreements in future years are subject to budget appropriations and will be incorporated into the budget development process for those years. In the event the authorized budget for a project will be exceeded, budgetary actions will be brought forward to Council as needed to cover such services in advance of authorizing those services.

COORDINATION
This report has been coordinated with the Finance Department and City Attorney's Office.

PUBLIC CONTACT
Public contact was made by posting the Council agenda on the City's official-notice bulletin board outside City Hall Council Chambers. A complete agenda packet is available on the City's website and in the City Clerk's Office at least 72 hours prior to a Regular Meeting and 24 hours prior to a Special Meeting. A hard copy of any agenda report may be requested by contacting the City Clerk's Office at (408) 615-2220, email clerk@santaclaraca .gov <mailto:[email protected] > or at the public information desk at any City of Santa Clara public library.

RECOMMENDATION

1. Authorize the City Manager to negotiate and execute an amendment to the Agreement for Design Professional Services with Electrical Consultants, Inc (ECI Agreement) for additional services associated with the System Expansion Plan increasing the maximum compensation to $1,500,000 and extending the term of the agreement until December 31, 2025, funded by the Electric Utility Capital Fund;

2. Authorize the City Manager to negotiate and execute amendments to the following Agreements for Design Professional Services (Master Agreements) for Silicon Valley Power's System Expansion Plan with an additional aggregate maximum compensation of $30 million for a new aggregate maximum compensation of $80 million funded by the Electric Utility Capital Fund and allocated as SVP may require, subject to the appropriation of funds: (A) general consulting services with; (i) Advisian Worley Group; (ii) TRC Solutions, Inc.; (iii) Leidos Engineering LLC; (iv) Flynn Resource Consultants, Inc.; and (v) EN Engineering LLC; and (B) For plan implementation services with: (i) Burns & McDonnell Engineering Company, Inc. (formerly 1898 & Co.); (ii) TRC Solutions, Inc.; (iii) ECI; (iv) AECOM Technical Services, Inc.; and (v) Stantec Consulting Services Inc

3. Authorize the City Manager to take any actions as necessary to implement and administer the ECI Agreement and Master Agreements and to negotiate and execute amendments to those agreements to (a) add or delete services consistent with their scope of services; (b) adjust future rates; and (c) extend their term of the agreement to complete projects initiated during the authorized term; and

4. All amendments included in this authorization shall be subject to the review and approval as to form by the City Attorney.

Reviewed by: Manuel Pineda, Chief Electric Utility Officer Approved by: Jovan D. Grogan, City Manager
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Ebix Insurance No. S200001751
AMENDMENT NO. 2

TO THE AGREEMENT FOR DESIGN PROFESSIONAL SERVICES

BETWEEN THE

CITY OF SANTA CLARA, CALIFORNIA,
AND
ELECTRICAL CONSULTANTS, INC.

PREAMBLE
This agreement ("Amendment No. 2") is entered into between the City of Santa Clara, California, a chartered California municipal corporation (City) and Electrical Consultants, Inc. a Montana corporation, (Contractor). City and Contractor may be referred to individually as a "Party" or collectively as the "Parties."

RECITALS
A. The Parties previously entered into an agreement entitled "Agreement for Design Professional Services Between the City of Santa Clara, California, and Electrical Consultants, Inc." dated September 16, 2021 (Agreement); and B. The Parties entered into the Agreement for the purpose of having Contractor provide plan implementation and project management services as requested by the City to support capital, operations, and maintenance projects for Silicon Valley Power (SVP); and
C. The Parties amended the Agreement (Amendment No. 1) on May 26, 2023, for the Contractor to extend the term and increase the maximum compensation due to additional service needs; and
D. The Parties now wish to amend the Agreement to update the authorization of work process and increase the maximum compensation.

NOW, THEREFORE, the Parties agree as follows:

AMENDMENT TERMS AND CONDITIONS

1. Section 1 of the Agreement, entitled Agreement Documents, is amended in its entirety to read as follows:
"The documents forming the entire Agreement between City and Contractor shall consist of these Terms and Conditions and the following Exhibits, which are hereby incorporated into this Agreement by this reference:

Exhibit A - Scope of Services
Amendment No. 2 to Agreement/Electrical Consultants, Inc.

Rev. 10/25/19

Exhibit B - Schedule of Fees
Exhibit C - Insurance Requirements
Exhibit D - Labor Compliance Addendum
Exhibit E - Sample Work Authorization Form
This Agreement, including the Exhibits set forth above, contains all the agreements, representations and understandings of the Parties, and supersedes and replaces any previous agreements, representations and understandings, whether oral or written. In the event of any inconsistency between the provisions of any of the Exhibits and the Terms and Conditions, the Terms and Conditions shall govern and control."

2. Section 6 of the Agreement, entitled "COMPENSATION AND PAYMENT" is amended to read as follows:
"In consideration for Contractor's complete performance of Services, City shall pay Contractor for all materials provided and Services rendered by Contractor in accordance with Exhibit B, entitled "SCHEDULE OF FEES AND PAYMENT PROVISIONS." The maximum compensation of this Agreement is Twenty-One Million and Six Hundred and Sixty Thousand Dollars Dollars ($21,660,000), subject to budget appropriations, which includes all payments that may be authorized for Services and for expenses, supplies, materials and equipment required to perform the Services. All work performed or materials provided in excess of the maximum compensation shall be at Contractor's expense.

Contractor shall not be entitled to any payment above the maximum compensation under any circumstance."

3. Exhibit A - Scope of Services is hereby deleted in its entirety and replaced with the attached Exhibit A - Scope of Services -Amended December 1, 2023, which is hereby incorporated into the Agreement.

4. Exhibit E - Sample Work Authorization is hereby attached and incorporated into the Agreement.

5. Except as set forth herein, all other terms and conditions of the Agreement as Amended shall remain in full force and effect. In case of a conflict in the terms of the Agreement as Amended and this Amendment No. 2, the provisions of this Amendment No.2 shall control.
[SIGNATURES ON FOLLOWING PAGE]
Amendment No. 2 to Agreement/Electrical Consultants, Inc.

Rev. 10/25/2019

The Parties acknowledge and accept the terms and conditions of this Amendment No. 2 as evidenced by the following signatures of their duly authorized representatives.

GLEN R. GOOGINS
City Attorney

CITY OF SANTA CLARA, CALIFORNIA
a chartered California municipal corporation
Dated: l'L /h/1,3
~ civA: GROGAN
City Manager
"CITY"
City of Santa Clara
1500 Warburton Avenue
Santa Clara, CA 95050
Telephone: (408) 615-2210
Fax: (408) 241-6771
ELECTRICAL CONSULTANTS, INC.
a Montana corporation
Dated: 11/29/2023
Digitally signed by David R. Maehl, P.E.

By (Signature): Date: 2023.11.29 08:04:24-07'00'
Name: David R. Maehl
Title: VP Power Supply
Principal Place of 3521 Gabel Road
Business Address: Billings, Montana 59102
Email Address: [email protected]
Telephone: (406) 259-9933
Fax: (406) 259-3341
"CONTRACTOR"
Amendment No. 2 to Agreement/Electrical Consultants, Inc.

Rev. 10/25/2019

AMENDMENT NO. 2

AGREEMENT FOR DESIGN PROFESSIONAL SERVICES

BETWEEN THE

CITY OF SANTA CLARA, CALIFORNIA
AND ELECTRICAL CONSULTANTS, INC.

EXHIBIT A - SCOPE OF SERVICES
AMENDED DECEMBER 1, 2023

1. The Contractor shall perform plan implementation and project management services as requested by the City to support capital, operations, and maintenance projects.

Such plan implementation and project management services including, but not limited to:

1.1. Act as project manager for the activities such as, but not limited to:

1.1.1. Project permitting including support of California Environmental Quality Act (CEQA) determinations;

1.1.2. Land acquisition;

1.1.3. Project design and preparation of plans, specifications and engineer's estimate;

1.1.4. Bid support;

1.1.5. Construction support; and

1.1.6. Record drawings and project closeout.

1.2. Perform system planning for electric utility distribution and transmission systems.

1.3. Prepare distribution and transmission line conceptual design, feasibility, and permitting.
1 .4. Prepare substation conceptual and/or detail design, feasibility, and permitting including support with substation communications, protection and control systems.

1.5. Assist with third party plan submissions such as WECC, CAISO, and PG&E.

1.6. Conduct load flow, short circuit studies and arc flash studies as needed.

1.7. Conduct Distributed Energy Resource (DER) interconnection studies as needed.

1.8. Assess existing design standards and recommend revisions or new standards.

1.9. Assess existing maintenance practices or standards and recommend revisions or create new standards.

1.10. Provide drafting support as needed.

Amendment No. 2 to Agreement/Electrical Consultants, Inc.

Rev. 10/25/2019

1.11. The Contractor shall conduct all necessary meetings and interviews, keep minutes and interview summaries as requested and provide copies to SVP.

1.12. At the conclusion of each project, the Contractor shall provide electronic copies of all final reports, worksheets, system studies and data associated with this project to SVP in (but not limited to) .pdf, .docx, .xlsx, .xml, .dwf, .dwg, .sav formats as applicable and that are not proprietary in nature.

2. WORK AUTHORIZATION PROCESS

2.1. City does not give any guarantee to Contractor that City will select Contractor for the performance of any Work Request or any other Services. If City selects Contractor to perform a Work Request, Contractor shall perform the services in this Exhibit A but only to the extent detailed in the Work Authorization and purchase order.

2.2. A Purchase Order ("Purchase Order") is a document issued by the City of Santa Clara Finance Department which will reference the terms and conditions of this Agreement and serves and final approval for each Approved Work Authorization.

2.3. When Contractor will be required to perform services on an on- going basis, such ongoing services shall be authorized using the Work Authorization Process in this Section 2.

2.4. Work Request

2.4.1. When plan implementation Services are required, SVP will notify one or more contractors under contract for Plan Implementation Services to provide a proposal for Services.

2.4.2. SVP will provide a description of the Services required, the basis of award, the deadline for response, and any other relevant information (Work Request).

2.5. Proposal

2.5.1. If Contractor has the required expertise and desires to submit a proposal, Contractor shall prepare and submit a proposal (Proposal) that includes:

2.5.1.1. The specific service(s) to be performed. Detail of the services should have a level of detail reflective of the scope, timeline, and cost of the specific project.

2.5.1.2. A work plan that includes a detailed description by task of the services to be performed.

Amendment No. 2 to AgreemenUElectrical Consultants, Inc.

Rev. 10/25/2019

2.6.1.3. A project timeline/schedule with discussion on any activities that may impact the project timeline/schedule such as, but not limited to, material delays or permitting.

2.6.1 .4. A list of Contractor's personnel and subcontractors including subcontractor Department of Industrial Relations (DIR) number where required.

2.6.1.5. Any required drawings or documents.

2.6.1.6. A list of City responsibilities.

2.6.1.7. An itemized cost proposal showing:

2.6.1.7.1. 2.6.1.7.2.

2.6.1.7.3. 2.6.1.7.4.

2.6.1.7.5. Hours and hourly rates by position as listed in Exhibit B for both Contractor and subcontractor personnel if
applicable. Indicate labor subject to prevailing wage
requirements.

Subcontractor costs including subcontractor DIR number
where required and indicating prevailing wage and non­
prevailing wage services.

Parts/materials
Rental and/or specialty equipment
Reimbursable expenses, in accordance with the
limitations set forth in Exhibit B.

2.6.1.7.6. Any additional costs including, but not limited to freight, permits, fees.

2.6.1.7.7. Breakdown of materials and labor sufficient to calculate sales tax. Taxable and non-taxable items shall be
itemized in a manner that will permit the City to
accurately calculate sales tax.

2.6.1.7.8. Estimated total cost including sales tax.

2.6.1.7.9. All submitted pricing shall be in accordance with the rates authorized in Exhibit B of this Agreement and the
Proposal shall include sufficient information for the City to determine that rates are in accordance with the
Agreement.

2.6.1.7.10. Cost for any additional equipment, parts, materials, or services required for completion of services as detailed in Amendment No. 2 to AgreemenUElectrical Consultants, Inc.

Rev. 10/25/2019

the Work Request and in Contractor's Proposal but not
reflected in the Contractor's cost proposal shall be the sole responsibility of the Contractor and at no cost to the City.

2.6.2. The City will review the Proposal, and may elect to approve it, reject it, or use it as a basis for further negotiations with Contractor. Contractor must submit a revised Proposal to the City based upon such negotiations. The final proposal shall include a clear breakdown of materials and labor indicating taxable and non-taxable items and an estimate of sales tax.

2.7. Work Authorization:

2.7.1. If the completion of the services in the Proposal will not result in total costs under this Agreement exceeding the maximum compensation in Section 6 of the Agreement, (when combined with all previously authorized Services), the City may authorize the proposed services as set forth in this Section.

2.7.2. To authorize work, the City and Contractor shall execute a Work Authorizations in substantially the same format as Exhibit E. Each Work Authorization shall describe the proposed services and deliverables the Contractor must provide, the time limit within which the Contractor must complete the proposed service and deliverables, and the compensation for the services.

2.7.3. Subject to the terms and conditions of this Agreement, Contractor and City will negotiate the specific scope and requirements of each Work Authorization. Upon execution by the Parties, the Work Authorization shall become an Approved Work Authorization.

2.7.4. Each Approved Work Authorization shall have a Purchase Order attached to it.

2. 7.5. Only the Assistant Director of the Electric Utility, Electric Utility Chief Operating Officer, or Chief Electric Utility Officer may, on behalf of the City, execute a Work Authorization. Purchase Orders are issued by the Finance Department.

2.7.6. Contractor shall not initiate the additional services and the City will not compensate the Contractor until the City has executed the Work Authorization for such additional services where applicable ("Approved Work Authorization") and issued a Purchase Order.

2.8. Changes to Work Authorization:

2.8.1. Contractor shall notify the City immediately when a situation occurs that may result in a change to the total project cost or specific line items in an Approved Work Authorization or Purchase Order.

Contractor shall provide the reason for the change specific to each Approved Work Authorization or Purchase Order.

Amendment No. 2 to Agreement/Electrical Consultants, Inc.

Rev. 10/25/2019

2.8.2. Contractor shall not be entitled to additional compensation for issues such as errors in calculation of original pricing, changes in staff, or other changes that are not directly related to changes requested by City.

2.8.3. In the event that unanticipated site conditions or other issues result in costs that exceed total of the Approved Work Authorization or changes to line items in an Approved Work Authorization or in the Purchase Order, Contractor shall submit to the City an updated Proposal for review and approval from the City in advance of performing any additional required services. The City will issue a new or amended Work Authorization and changed purchase order to authorize such additional services. Each changed Work Authorization and Purchase Order shall amend the Services and be incorporated into the Services by reference.

2.8.4. Contractor shall not initiate the additional services associated with changes and the City will not compensate the Contractor until the City has executed the Work Authorization for such additional services where applicable ("Approved Work Authorization") and issued a Purchase order or changed Purchase order.

2.9. Proposals, pricing, and quotes are not confidential and will not be treated as confidential even if marked confidential when submitted.

2.10. An Approved Work Authorization must be consistent with - and cannot alter - the terms and conditions of this Agreement. The terms and conditions of this Agreement shall prevail over any and all terms and conditions contained in an Approved Work Authorization - even if the Approved Work Authorization expressly states that it is intended to control. Any conflicting terms and conditions in an Approved Work Authorization are invalid and unenforceable.

2.11. Each Approved Work Authorization and Purchase Order including those authorized prior to execution of this Amendment No. 2 shall be incorporated into the Agreement by reference and subject to its terms and conditions and the Services contained therein shall be included within the Services.

2.12. If Contractor begins the Services or fails to dispute a Purchase Order within three (3) business days, Contractor is assumed to have accepted the terms of the Purchase Order.

2.13. The City (through the individuals listed in Section 2.7.5 or, in the case of Purchase Orders, the Finance Department) may terminate an Approved Work Order or Purchase Order for convenience with ten (10) days prior written notice to Contractor. In such event, the Contractor shall have no further rights hereunder, except that Contractor shall be paid for all Services adequately rendered prior to such termination.

2.14. Contractor shall not initiate any project assignment that will result in costs exceeding the compensation in the Agreement or are anticipated to extend past the term of this Agreement.

Amendment No. 2 to Agreement/Electrical Consultants, Inc.

Rev. 10/25/2019

2.15. SVP shall not be required to pay a deposit or any other form of pre- payment prior to the Contractor beginning work.

2.16. Contractor shall not initiate services before a Work Authorization has been executed and/or Purchase Order has been issued."

3. e-BUILDER

3.1. Contractor shall use e-Builder for submission of data and documents throughout the term of this agreement, as requested by the City. e-Builder is a web-based construction management application hosted bye-Builder, Inc.

For certain projects to be defined by the City, e-Builder shall be the primary means of project information submission and management or as otherwise agreed upon with the City.

3.2. The City will establish Contractor's access toe-Builder by providing licenses to Contractor's personnel at City's cost. The Contractor's designated users will be required to set up their computers/systems to use e-Builder in accordance to thee-Builder User Training Guider-2015. The City reserves the right to limit the licenses issued to Contractor in the future.

3.3. Contractor is required to obtain all necessary training to use the software. The City will provide one classroom training or a web-based seminar. A training session is 1 - 2 hours.

3.4. e-Builder is a web-based environment and therefore it is subject to the inherent speed and connectivity limitations of the Internet. The Contractor is responsible for its own connectivity to the Internet. e-Builder's response time is dependent on the Contractor's equipment, including processor speed, Internet access speed, etc. and current traffic on the Internet. The City will not be liable for any delays associated from the usage of e-Builder including, but not limited to: slow response time, down time periods, connectivity problems, or loss of information. The Contractor shall ensure connectivity to thee­ Builder system whether at the home office or job site. Under no circumstances will usage of e-Builder be grounds for a time extension or cost adjustment to the Contract.

3.5. Data entered in a collaborative mode (entered with the intent to share as determined by permissions and workflows within the e-Builder system) by the City and the Contractor will be jointly owned.

3.6. The Contractor is responsible for managing, tracking, and documenting work to comply with the requirements of this Agreement. The City's acceptance via automated system notifications or audit logs extends only to the face value of the submitted documentation and does not constitute validation of the Contractor's submitted information.

3.7. At the City's sole discretion, project documents may be processed and distributed digitally over the internet or may be required to be presented in hard copy format.

Amendment No. 2 to Agreement/Electrical Consultants, Inc.

Rev. 10/25/2019

3.8. While regular email may still be used for communication, when requested by the City, e-Builder shall be utilized as much as possible in connection with all document and information management required in the performance of projects where City has directed the use of e-Builder. Contractor shall be responsible for scanning or otherwise converting to electronic format all project submittals and Contractor correspondence, drawings, sketches, etc., and uploading them to the e-Builder web site and shall be responsible for the validity of its information placed in e-Builder. The Contractor shall use the existing forms and processes in e-Builder to the maximum extent possible. If a required form does not exist in e-Builder, the Contractor shall include a form of its own or one provided by the City (if available) as an attachment to a submittal or process. Documents and information to be submitted electronically include, but are not limited to:

3.8.1. Correspondence;

3.8.2. Meeting Minutes;

3.8.3. Submittals and Shop Drawings;

3.8.4. Product Data, reports, certifications, etc. must be submitted in PDF format. (If a sample is able to be scanned, it is requested a scanned PDF copy is submitted with the sample.);

3.8.5. Requests for Information (RFl's);

3.8.6. Change Order requests and documentation, including record copies of Change Orders, Proposals, Modifications;

3.8.7. Pay Applications;

3.8.8. "Official" correspondence (such as letters) including informal correspondence, such as e-mail;

3.8.9. Pre-Task Plans (PTPs);

3.8.10. Daily Construction Reports and other Daily Reports including Contractor Quality Control (CQC) Reports;

3.8.11. Quality Control (QC) Documentation;

3.8.12. All official reports, such as Commissioning reports;

3.8.12.1. Notices and Claims;

3.8.12.2. 3.8.12.3.

3.8.12.4. Operations and Maintenance Manuals;
All Close-out documents; and
All testing results.

Amendment No. 2 to Agreement/Electrical Consultants, Inc.

Rev. 10/25/2019

3.8.13. Archive Copies: When requested by City, Contractor shall keep an archive copy of all digital data created by Contractor, or submitted to Contractor via e- mail, or resident on thee-Builder for the duration of the Project. Such data shall be available to City, authorities with jurisdiction (including funding agencies or representatives) on demand.

Amendment No. 2 to Agreement/Electrical Consultants, Inc.

Rev. 10/25/2019

EXHIBIT E

SAMPLE WORK AUTHORIZATION FORM
This work authorization ("Work Authorization") is made pursuant to the Agreement for Service between the City of Santa Clara and [Enter Contractor's Name] ("Agreement"). This Work Authorization is governed by the provisions of the Agreement and is hereby incorporated into that Agreement by reference. All Services shall be using the terms and rates included in the Agreement. In the event of any inconsistency between the terms and conditions of the Work Authorization and the Agreement, the terms and conditions of the Agreement shall govern and control.

PART A: GENERAL INFORMATION
WORK AUTHORIZATION D Original
NUMBER: D First Revised
Contract No. D Second Revised
D Other
Contractor Name/Address:

Expiration Date of Agreement:

Contractor's Project Manager: Name: Email:

City's Project Manager Name: Email:

Period of Performance for this Start Date: Expected Completion Date:

Work Order:

Maximum Compensation of Aareement:

Previously Committed Funds:

Available Funds
Maximum Compensation for this Work Authorization
Remainina Available Funds
Sufficient funds are available in Fund #:
(to be comoleted bv Citv)
Contractor Reoresentative Name /Print)
Contractor Representative Signature
Contractor Reoresentative Sianature Date
Citv Project Manager Name IPrintl
Authorized Citv Representative Printl
City Representative Signature
Citv Representative Sianature Date
* Authorized City Representatives include Electric Utility Assistant Director, Chief Electric Utility Ooeratina Officer, Chief Electric Utilitv Officer
Amendment No. 2 to Agreement/Electrical Consultants, Inc.

Rev. 10/25/2019

PART B: SERVICES TO BE PERFORMED

1. REVISED WORK AUTHORIZATION
0 No
D If yes, provide a brief description of the change(s).

2. SCOPE OF SERVICES TO BE PERFORMED
The Contractor shall perform the service(s) described below in accordance with all of the terms and conditions of the Agreement. (Insert a detailed Scope of Services below or attach as a separate file.) Scope of Services and cost proposal shall meet all of the provisions of Section 2 of Exhibit A and Section 2 of Exhibit B.

Amendment No. 2 to Agreement/Electrical Consultants, Inc.

Rev. 10/25/2019

3. COMPENSATION
a. Basis of Compensation: D Time & Materials D Fixed Fee b. Reimbursable Expenses:

D No expenses are reimbursable.

D Expenses are separately reimbursable in the maximum amount of:
c. Payment Schedule:

D Monthly D Completion of Deliverable/Milestone
Services
D Completion of
d. Payment Terms. Provide payment terms below or attach as a separate file. *Payment for on-site labor may not be paid in advance. On-site labor shall not be invoiced until completed and Customer will not make payment until certified payroll is approved.

4. LIQUIDATED DAMAGES
D Liquidated Damages do not apply.

D Liquidated Damages apply as follows:

It is mutually agreed by Contractor and City that, in event completion of the Services to be provided by the Contractor under this Agreement is delayed beyond --------~ 20_, City will suffer damages and will incur other costs and expenses of a nature and amount which is difficult or impractical to determine. The Parties agree that by way of ascertaining and fixing the amount of damages, costs and expenses, and not by way of penalty, Contractor shall pay to City the sum of _______________ dollars($ _____ _, per day in liquidated damages to a cap of . Contractor agrees that City may deduct the amount of said unpaid damages from any money due or that may become due to Contractor under this Agreement.

Notwithstanding the foregoing both Parties understand and agree that no liquidated damages shall accrue for delivery delays due to any modification of the Scope of Services, for delays caused by or attributable to the City, for delays caused by or attributable to third parties not under the direct control of Contractor or any force majeure event during the period of service of this Work Authorization.

Such liquidated damages shall be the City's sole and exclusive remedy for Contractor's failure to meet the agreed delivery schedule.

5. ACCEPTANCE CERTIFICATE
D Acceptance Certificate not required.

D Acceptance Certificate required.

Amendment No. 2 to AgreemenUElectrical Consultants, Inc.

Rev. 10/25/2019

23-737

REPORT TO COUNCIL

SUBJECT
City of Santa Clara
Agenda Report
1500 Warburton Avenue
Santa Clara, CA 95050
santaclaraca.go v
@SantaClaraCity
Agenda Date: 7/18/2023
Action to Delegate Authority to the City Manager to Negotiate and Execute Amendments to Agreements for Design Professional Services for Silicon Valley Power's System Capacity Expansion Planning Including Development of a Twenty-Year Long-Term Strategy Plan for System Growth, Master Agreements for Plan Implementation Services, and Master Agreements for General Consulting Services

COUNCIL PILLAR
Deliver and Enhance High Quality Efficient Services and Infrastructure

BACKGROUND
Silicon Valley Power (SVP) has provided electric service for over 125 years and is experiencing significant continued growth. SVP has developed a capital improvement strategy to address near­ term and long-term potential load growth. In 2021, SVP recorded a peak load of nearly 600 Megawatt (MW) and delivered approximately 4,100 Gigawatt-hours (GWh) to customers. In 2022, SVP's recorded peak load increased to 702 MW, and energy delivery rose to 4,550 GWh. This represents an approximate 10% increase in energy delivery and represents the largest year-over­ year growth in the last 30 years.

On October 13, 2020, City Council approved (Council Item 20-854) the following Agreements for Design Professional Services:
• Agreement with Electrical Consultants, Inc (ECI) with a maximum compensation not to exceed $850,000 to complete a System Expansion Plan including a Three-Year Growth Plan Strategy; • Master agreements for Plan Implementation Services with a maximum compensation not to exceed $3,000,000 per agreement with (1) 1898 & Co., (2) TRC Solutions , Inc., (3) ECI, (4) AECOM Technical Services, Inc., and (5) Stantec Consulting Services Inc.; and • Master agreements for general consulting services with a maximum compensation not to exceed $2,000,000 per agreement with (1) Advisian Worley Group, (2) TRC Solutions , Inc., (3) Leidos Engineering, LLC, (4) Flynn Resource Consultants, Inc. and (5) EN Engineering LLC.

When a specific project is identified, SVP issues a call for proposals that invites these prequalified consultants to submit their proposals. The award for each project is determined based on factors such as expertise in the specific area of work needed, staff availability, project approach, proposed scope of services, project schedule/completion dates, and verification that cost is reasonable for the services .

When the agreements were approved on October 13, 2020, the total maximum compensation for the City of Santa Clara Page 1 of 4 Printed on 7/14/2023
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23-737 Agenda Date: 7/18/2023
ten (10) master agreements was authorized with an aggregate maximum compensation of $25 million over a five-year period. On May 13, 2022, the City Council authorized the City Manager to execute Amendment No. 1 to the Agreement with AECOM Technical Services Inc., increasing the maximum compensation from $3 million to $11 million for additional program management services related to the System Expansion Plan. This authorization increased the total aggregate compensation for the ten (10) agreements to $33 million. On October 4, 2022, the City Council authorized the City Manager to negotiate and execute amendments to the ten (10) agreements, resulting in a new total aggregate compensation of $50 million.

On September 28, 2021 (Council Item 21-871), the Council accepted SVP's Three-Year Growth Plan Strategy which identified $300 million of proposed projects to install new facilities and to replace aged infrastructure with higher capacity infrastructure on an as-needed basis. On November 15, 2022 (Council Item 22-1172), the City Council accepted SVP's System Expansion Plan for the California Independent Operator's (CAISO) Transmission Planning Process (TPP) FY2023/24 (SVP System Expansion Plan TPP FY2023/24).

In the SVP System Expansion Plan TPP FY2023/24, SVP anticipates a peak system load of 819MW in 2025 and peak load of 1,306 MW in 2032. Compared to the 2022 peak load of 702 MW, this projection represents an increase of nearly 117 MW by 2025. SVP System Expansion Plan TPP FY2023/24 identifies both near-term and ten-year improvements required for SVP to maintain electric service reliability with consideration of the projected load growth. The SVP System Expansion Plan TPP FY2023/24 provides detailed information and a technical basis for the completed analysis, including a summary of proposed projects. These projects are in addition to those previously presented to Council. To maintain electric service reliability and meet project growth, SVP requires engineering support in three areas: (1) System Expansion Planning, (2) General Consulting, and (3) Plan Implementation.

DISCUSSION
Under its agreement with the City, ECI has provided consultant support for the CAISO's Annual TPP and completed a Three-Year Growth Plan Strategy. SVP requires additional related services from ECI, including, (1) a twenty-year long-term strategy plan for system growth; and (2) support for upcoming CAISO TPP studies. The twenty-year long-term strategy plan and study will address, among other things, reach codes (local energy code amendments intended to strengthen emissions reductions) and impacts of electrification and decarbonization to SVP's transmission and distribution electrical systems. To complete these additional services, SVP will require an increase in the maximum compensation of the ECI agreement for the system expansion plan from $850,000 to $1,500,000 and extension of the term through December 31, 2025.

The System Expansion Plan has led to a significant increase in the SVP's Capital Improvement Project (CIP) backlog. Managing and delivering these projects from detailed design through construction necessitates the augmentation of staff by hiring outside engineering firms who possess the necessary technical knowledge and expertise to support SVP. For example, the System Expansion Plan includes the following proposed projects as well as other projects not listed:
• NRS Transformer and Breaker Upgrades
• Kifer Receiving Station (KRS) & Scott Receiving Station (SRS) Rebuild and Replacement • NRS-KRS 115kV Line Replacement
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23-737 Agenda Date: 7/18/2023
• South Loop Reconductor
• Northwest Loop Capacity Upgrade
• Walsh-Uranium 60kV Reconductor
The proposed projects include replacement of aging infrastructure and installation of new facilities to allow higher internal system capacity. These projects will include the addition of new internal 60kV transmission loops and implementation of reliability upgrades, including replacing or reconductoring transmission lines. For the new 60kV loops, it is important to note that the first step in the process is to determine technical feasibility (design). Additional CAISO transmission capacity would be required to fully take advantage of the increased internal capacity.

As identified in the Three-Year Growth Plan Strategy and SVP System Expansion Plan TPP FY2023/24, the combined cost of these CIP projects is estimated at nearly $500 million. Of this total amount, approximately 20% to 25% is attributed to engineering services such as design and construction management. In addition, to ensure that dedicated developer substations are built to SVP standards and connect properly to SVP's electric system, SVP provides engineering services to developers who design and build their own substation with costs recovered from those developers.

Design, equipment, and construction project costs for substations built by developers are not included in the $500 million budget. Therefore, total estimated engineering costs may exceed the 20 - 25% to account for costs of engineering for projects that are not included in SVP's CIP budget. To assure sufficient support to complete the System Expansion Plan and meet schedule commitments to developers while assuring SVP standards are met, SVP requires an increase of $30 million in aggregate maximum compensation for agreements for general consulting and plan implementation services. This will amend previous authorizations and allow SVP to spread $80 million among the master agreements. SVP will initiate amendments after selection of consultants following the call for proposals process described in the background of this report. SVP staff manages the aggregate compensation to assure that no services are approved that will result in exceeding the aggregate maximum compensation.

ENVIRONMENTAL REVIEW
These proposed actions involve the approval of amendments to existing agreements for program and project management services. Any associated capital improvements have been or will be evaluated under the California Environmental Quality Act ("CEQA"). Therefore, the proposed actions and do not constitute a "project" within the meaning of CEQA pursuant to section 15061 (b )(3) of Title 14 of the California Code of Regulations as it can be seen with certainty that there is no possibility that the proposed approvals will have a significant effect on the environment.

FISCAL IMPACT
Sufficient funds for these amendments are included in the capital budget for each project for Fiscal Year 2023/2024. Funding for specific projects is allocated in the Electric Utility Fund in the FY2023/24 Capital Improvement Budget, such as the NRS Transformer and Breaker Upgrades (CIP 2454), NRS-KRS 115kV Line (CIP 2455), KRS Rebuild and Replacement (CIP 2453), Laurelwood Substation (CIP 2443), Democracy Substation (CIP 2464), Transmission Loop 1 (CIP 2459), and Transmission Loop 2 (CIP 2463). Additional budget appropriations will be required for the Transmission Loop projects. Required actions will be brought forward to City Council for approval of the project and associated budget after design. It is anticipated that costs will be recovered through developer contributions. As the System Expansion Plan and design and construction of developer City of Santa Clara Page 3 of 4 Printed on 7/14/2023
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23-737 Agenda Date: 7/18/2023
funded substations progress, the costs and timelines will be revised and updated , and budget adjustments will be requested at that time if required.

Funds required for these agreements in future years are subject to budget appropriations and will be incorporated into the budget development process for those years. In the event the authorized budget for a project will be exceeded, budgetary actions will be brought forward to Council as needed to cover such services in advance of authorizing those services.

COORDINATION
This report has been coordinated with the Finance Department and City Attorney 's Office.

PUBLIC CONT ACT
Public contact was made by posting the Council agenda on the City's official-notice bulletin board outside City Hall Council Chambers. A complete agenda packet is available on the City's website and in the City Clerk's Office at least 72 hours prior to a Regular Meeting and 24 hours prfor to a Special Meeting. A hard copy of any agenda report may be requested by contacting the City Clerk's Office at (408) 615-2220, email clerk@santaclaraca .gov <mailto:[email protected] > or at the public information desk at any City of Santa Clara public library.

RECOMMENDATION

1. Authorize the City Manager to negotiate and execute an amendment to the Agreement for Design Professional Services with Electrical Consultants, Inc (ECI Agreement) for additional services associated with the System Expansion Plan increasing the maximum compensation to $1 ,500,000 and extending the term of the agreement until December 31, 2025, funded by the Electric Utility Capital Fund;

2. Authorize the City Manager to negotiate and execute amendments to the following Agreeme nts for Design Professional Services (Master Agreements) for Silicon Valley Power's System Expansion Plan with an additional aggregate maximum compensation of $30 million for a new aggregate maximum compensation of $80 million funded by the Electric Utility Capital Fund and allocated as SVP may require, subject to the appropriation of funds: (A) general consulting services with; (i) Advisian Worley Group; (ii) TRC Solutions , Inc.; (iii) Leidos Engineering LLC; (iv) Flynn Resource Consultants, Inc.; and (v) EN Engineering LLC; and (B) For plan implementation services with: (i) Burns & McDonnell Engineering Company, Inc. (formerly 1898 & Co.); (ii) TRC Solutions , Inc.; (iii) ECI; (iv) AECOM Technical Services, Inc.; and (v) Stantec Consulting Services Inc

3. Authorize the City Manager to take any actions as necessary to implement and administer the ECI Agreement and Master Agreements and to negotiate and execute amendments to those agreements to (a) add or delete services consistent with their scope of services; (b) adjust future rates; and (c) extend their term of the agreement to complete projects initiated during the authorized term; and

4. All amendments included in this authorization shall be subject to the review and approval as to form by the City Attorney .

Reviewed by: Manuel Pineda, Chief Electric Utility Officer Approved by: Jovan D. Grogan, City Manager
City of Santa Clara Page 4 of 4 Printed on 7/14/2023
powered by Legistar"·'
Ebix Insurance No. S200001751
AMENDMENT NO. 3

TO THE AGREEMENT FOR PROFESSIONAL SERVICES

BETWEEN THE

CITY OF SANTA CLARA, CALIFORNIA,
AND
ELECTRICAL CONSULTANTS, INC.

PREAMBLE
This agreement ("Amendment No. 3") is entered into between the City of Santa Clara, California, a chartered California municipal corporation (City) and Electrical Consultants, Inc. a Montana corporation, (Contractor). City and Contractor may be referred to individually as a "Party" or collectively as the "Parties".

RECITALS
A The Parties previously entered into an agreement entitled "Agreement for Design Professional Services by and Between the City of Santa Clara, California, and Electrical Consultants, Inc." dated September 16, 2021 (Agreement) for the purpose of having Contractor provide plan implementation and project management services as requested by the City to support capital, operations, and maintenance projects for Silicon Valley Power (SVP); and B. The Agreement was previously amended by Amendment No. 1, dated May 26, 2023, and Amendment No. 2, dated December 11, 2023, The Agreement and all previous amendments are collectively referred to herein as the "Agreement as Amended"; and
C. The Parties now wish to amend the Agreement as Amended to 3 to update the hourly rates.

NOW, THEREFORE, the Parties agree as follows:

AMENDMENT TERMS AND CONDITIONS

1. Tabe B-1 - Hourly Rates of Exhibit B of the Agreement as Amended is hereby deleted in its entirely and replaced with the attached Table B-1 "Hourly Rates - Amend May 1, 2024, which is hereby incorporated into this Agreement as Amended.

2. Except as set forth herein, all other terms and conditions of the Agreement as Amended shall remain in full force and effect. In case of a conflict in the terms of the Agreement as Amended and this Amendment No. 3, the provisions of this Amendment No. 3 shall control.

Amendment No. 3 to AgreemenUElectrical Consultants, Inc.

Rev. 10/25/19

The Parties acknowledge and accept the terms and conditions of this Amendment No. 3 as evidenced by the following signatures of their duly authorized representatives .

CITY OF SANTA CLARA, CALIFORNIA
a chartered California municipal corporation
Approved as to Fa~
~5l '
GLEN R. GOOGl~S
City Attorney
Dated: t.,/4 2, / z'(
~~
"CITY"
City Manager
City of Santa Clara
1500 Warburton Avenue
Santa Clara, CA 95050
Telephone: ( 408) 615-2210
Fax: (408) 241-6771
ELECTRICAL CONSULTANTS, INC.

A MONTANA CORPORAT ION
Dated: 6/4/2024
By (Signature): DJ rt w?~
Name: David R. Maehl
Title: VP Power Supply
Principal Place of 3521 Gabel Road
Business Address: Billings, Montana 59102
Email Address: [email protected]
Telephone: (406) 259-9933
Fax: (406) 259-3341
"CONTRACTOR "
Amendment No. 3 to AgreemenUElectrical Consultants, Inc.

Rev. 10/25/2019

TABLE B-1 HOURLY RATES
AMENDED MAY 1, 2024
Category/Position Hourly Rate
Sept. 1, 2021
to March 31, 2023
Engineering/Management
Senior Project Manager II $251
Senior Project Manager I $208
Project Manager II $185
Project Manager I $165
Environmental Project Manager II
Environmental Project Manager I
Senior Engineer II $209
Senior Engineer I $178
Senior Project Supervisor $174
Project Supervisor $131
Project Engineer II $151
Project Engineer I $143
Associate Engineer II $147
Associate Engineer I $141
Design Engineer Ill $124
Design Engineer II $116
Design Engineer I $109
Engineering Intern
Senior Designer II $155
Senior Designer I $139
Designer Ill $121
Designer II $107
Designer I $90
Program Management/Support Staff
Project Controls Coordinator $190
Project Controls Specialist Ill $148
Project Controls Specialist II $115
Project Controls Specialist I $98
Senior Drafter II $107
Senior Drafter I $103
Drafter Ill $93
Drafter II $90
Drafter I $79
Administrative Executive $122
Administrative Assistant $82
Amendment No. 3 to Agreement/Electrical Consultants, Inc.

Rev. 10/25/2019
Hourly Rate
April 1, 2023
to April 30, 2024
$248
$210
$188
$169
$211
$181
$175
$135
$154
$145
$149
$143
$127
$119
$110
$152
$141
$124
$109
$92
$195
$149
$119
$101
$108
$106
$95
$92
$82
$122
$74
Hourly Rate
Effective
May 1, 2024
$256
$221
$198
$179
$174
$142
$222
$191
$184
$142
$162
$153
$157
$151
$134
$125
$116
$87
$161
$149
$131
$115
$97
$205
$157
$125
$105
$114
$112
$100
$97
$87
$129
$75

Category/Position Hourly Rate
Sept. 1, 2021
to March 31, 2023
Survey/Real Estate
Senior Surveyor $158
Surveyor II $129
Surveyor I $110
Survey Technician II $90
Survey Technician I $70
Senior Real Estate Specialist $152
Real Estate Specialist II $132
Real Estate Specialist I $89
Construction/Field Testing
Senior P&C Technician $209
P&C Technician $145
Construction Project Manager $206
Field Construction Manager $195
Technician Ill/Inspector Ill $144
Technician II/Inspector II $123
Technician I/Inspector I $81
Safety Specialist $143
Corporate Project Management/Technical Oversight
Principal $263
Director/PhD $263
Amendment No. 3 to Agreement/Electrical Consultants, Inc.

Rev. 1012512019
Hourly Rate Hourly Rate
April 1, 2023 Effective
to April 30, 2024 May 1, 2024
$162 $171
$133 $140
$109 $114
$92 $98
$69 $72
$153 $161
$130 $137
$88 $93
$211 $216
$146 $155
$201 $212
$196 $206
$145 $153
$126 $133
$84 $89
$145 $153
$252 $260
$252 $260

Ebix Insurance No. S200001751
AMENDMENT NO. 4

TO THE AGREEMENT FOR DESIGN PROFESSIONAL SERVICES

BETWEEN THE

CITY OF SANTA CLARA, CALIFORNIA,
AND
ELECTRICAL CONSULTANTS, INC.

PREAMBLE
This agreement ("Amendment No. 4") is entered into between the City of Santa Clara, California, a chartered California municipal corporation (City) and Electrical Consultants, Inc. a Montana corporation (Contractor). City and Contractor may be referred to individually as a "Party" or collectively as the "Parties."

RECITALS
A. The Parties previously entered into an agreement entitled "Agreement for Design Professional Services by and Between the City of Santa Clara, California and Electrical Consultants, Inc." dated September 16, 2021 (Agreement) for the purpose of having Contractor provide plan implementation and project management services as requested by the City to support capital, operations, and maintenance project for Silicon Valley Power (SVP); and B. The Agreement was previously amended by Amendment No. 1, dated May 26, 2023, Amendment No. 2, dated December 11, 2023, and Amendment No. 3, dated June 12, 2024. The Agreement and all previous amendments are collectively referred to herein as the "Agreement as Amended"; and C. The Parties now wish to amend the Agreement as Amended to increase the total maximum compensation and update the travel and per-diem.

NOW, THEREFORE, the Parties agree as follows:

AMENDMENT TERMS AND CONDITIONS

1. Section 6 of the Agreement as Amended, entitled "COMPENSATION AND PAYMENT" is amended to read as follows:
"In consideration for Contractor's complete performance of Services, City shall pay Contractor for all materials provided and Services rendered by Contractor in accordance with Exhibit B, entitled "SCHEDULE OF FEES AND PAYMENT PROVISIONS." The maximum compensation of this Agreement is Twenty-Two Million Six Hundred Sixty-Six Thousand Dollars ($22,660,000), subject to budget appropriations, which includes all payments that may be authorized for Services Amendment No. 4 to AgreemenUElectrical Consultants, Inc.

Rev. 10/25/19

and for expenses, supplies, materials and equipment required to perform the Services. All work performed or materials provided in excess of the maximum compensation shall be at Contractor's expense. Contractor shall not be entitled to any payment above the maximum compensation under any circumstance."

2. Section 3.3.3 of Exhibit B to the Agreement as Amended is hereby amended to read as follows:
"Airfare, car rental, taxi, parking, tolls, and incidental expenses will be invoiced at cost, with receipts provided for any expenses. Unless approved in writing ( e-mail acceptable) in advance, airfare and rental car, if required, shall be at economy class."

3. Except as set forth herein, all other terms and conditions of the Agreement as Amended shall remain in full force and effect. In case of a conflict in the terms of the Agreement as Amended and this Amendment No. 4, the provisions of this Amendment No. 4 shall control.
(Signature on following page)
Amendment No. 4 to Agreement/Electrical Consultants, Inc.

Rev. 10/25/2019

The Parties acknowledge and accept the terms and conditions of this Amendment No. 4 as evidenced by the following signatures of their duly authorized representatives.

Approved as to Form:

JJaH {et 'f{att/11
Daniel Ballin (Jul 29, 2024 17:12 PDT)
GLEN R. GOGGINS
City Attorney

CITY OF SANTA CLARA, CALIFORNIA
a chartered California municipal corporation
Dated:
"CITY"
City Manager
City of Santa Clara
1500 Warburton Avenue
Santa Clara, CA 95050
Telephone: (408) 615-2210
Fax: (408) 241-6771
ELECTRICAL CONSULTANTS, INC.
a Montana corporation
Dated: 7/24/2024
Digitally signed by David R. Maehl, P.E.

By (Signature): Date: 2024.07.2416:50:13-06'00'
Name: David R. Maehl
Title: VP Power Supply
Principal Place of 3521 Gabel Road
Business Address: Billing, Montana 59102
Email Address: [email protected]
Telephone: (406) 259-9933
Fax: (406) 259-3341
"CONTRACTOR"
Amendment No. 4 to Agreement/Electrical Consultants, Inc.

Rev. 10/25/2019

Ebix Insurance No. S200001751
AMENDMENT NO. 5

TO THE AGREEMENT FOR PROFESSIONAL SERVICES

BETWEEN THE

CITY OF SANTA CLARA, CALIFORNIA,
AND
ELECTRICAL CONSULTANTS, INC.

PREAMBLE
This agreement ("Amendment No. 5") is entered into between the City of Santa Clara, California, a chartered California municipal corporation (City) and Electrical Consultants, Inc. a Montana corporation, (Contractor). City and Contractor may be referred to individually as a "Party" or collectively as the "Parties."

RECITALS
A. The Parties previously entered into an agreement entitled "Agreement for Design Professional Services by and Between the City of Santa Clara, California, and Electrical Consultants, Inc." dated September 16, 2021, (Agreement) for the purpose of having Contractor provide plan implementation and project management services as requested by the City to support capital, operations, and maintenance project for Silicon Valley Power (SVP); and B. The Agreement was previously amended by Amendment No. 1, dated May 26, 2023, Amendment No. 2 dated December 11, 2023, and Amendment No. 3 dated June 12, 2024, and Amendment No. 4 dated August 1, 2024. The Agreement and all previous amendments are collectively referred to herein as the "Agreement as Amended"; and
C. The Parties now wish to amend the Agreement as Amended to update the hourly rates.

NOW, THEREFORE, the Parties agree as follows:

AMENDMENT TERMS AND CONDITIONS

1. Section 6 of the Agreement as Amended, entitled "COMPENSATION AND PAYMENT" is amended to read as follows:
"In consideration for Contractor's complete performance of Services, City shall pay Contractor for all materials provided and Services rendered by Contractor in accordance with Exhibit B, entitled "SCHEDUL E OF FEES AND PAYMENT PROVISIONS." The maximum compensation of this Agreement is Twenty-Six Million Dollars ($26,000,000), subject to budget appropriations, which includes all payments that may be authorized for Services and for expenses, supplies, Amendment No. 5 to AgreemenUElectrical Consultants, Inc.

Rev. 10/25/19

materials and equipment required to perform the Services. All work performed or materials provided in excess of the maximum compensation shall be at Contractor's expense. Contractor shall not be entitled to any payment above the maximum compensation under any circumstance."

2. Table 8-1 - Hourly Rates of Exhibit B of the Agreement as Amended is hereby deleted in its entirety and replaced with the attached Table B-1 "Hourly Rates - Amended May 1, 2025, which is hereby incorporated into this Agreement as Amended.

3. Except as set forth herein, all other terms and conditions of the Agreement as Amended shall remain in full force and effect. In case of a conflict in the terms of the Agreement as Amended and this Amendment No.5, the provisions of this Amendment No. 5 shall control.
(Signatures on page 3)
Amendment No. 5 to Agreement/Electrical Consultants, Inc.

Rev. 10/25/2019

The effective date of this Amendment No. 5 is the date of City's execution of this amendment.

The Parties acknowledge and accept the terms and conditions of this Amendment No. 5 as evidenced by the following signatures of their duly authorized representatives.

CITY OF SANTA CLARA, CALIFORNIA
a chartered California municipal corporation
Dated: --------------
City Attorney
"CITY"
ity Manag
City of San a Clara
1500 Warburton Avenue
Santa Clara, CA 95050
Telephone: (408) 615-2210
Fax: (408) 241-6771
ELECTRICAL CONSULTANTS, INC.
a Montana corporation
Dated: 5/8/2025
Digitally signed by David R. Maehl, P.E.

By (Signature): Date: 2025.05.08 07:48:51-06'00'
Name: David R. Maehl
Title: VP Power Supply
Principal Place of 3521 Gabel Road
Business Address: Billing, Montana 59102
Email Address: [email protected]
Telephone: (406) 259-9933
"CONTRACTOR"
Amendment No. 5 to Agreement/Electrical Consultants, Inc.

Rev. 10/25/2019

TABLE 8-1 HOURLY RATES
AMENDED MAY 1, 2025
Category /Position Hourly Rate
Sept. 1, 2021
to March 31, 2023
Engineering/Management
Senior Project Manager II $251
Senior Project Manager I $208
Project Manager II $185
Project Manager I $165
Environmental Project Manager II
Environmental Project Manager I
Senior Engineer II $209
Senior Engineer I $178
Senior Project Supervisor $174
Project Supervisor $131
Project Engineer II $151
Project Engineer I $143
Associate Engineer II $147
Associate Engineer I $141
Design Engineer Ill $124
Design Engineer II $116
Design Engineer I $109
Engineering Intern
Senior Designer II $155
Senior Designer I $139
Designer Ill $121
Designer II $107
Designer I $90
Program Management/Support Staff
Project Controls Coordinator $190
Project Controls Specialist Ill $148
Project Controls Specialist II $115
Project Controls Specialist I $98
Senior Drafter II $107
Senior Drafter I $103
Drafter Ill $93
Drafter II $90
Drafter I $79
Administrative Executive $122
Administrative Assistant $82
Survey/Real Estate
Senior Surveyor $158
Amendment No. 5 to Agreement/Electrical Consultants, Inc.

Rev . 10/25/2019
Hourly Rate
April 1, 2023
to April 30, 2024
$248
$210
$188
$169
$211
$181
$175
$135
$154
$145
$149
$143
$127
$119
$110
$152
$141
$124
$109
$92
$195
$149
$119
$101
$108
$106
$95
$92
$82
$122
$74
$162
Hourly Rate Hourly Rates
Effective Effective
May 1, 2024 May 1, 2025
$256 $277
$221 $246
$198 $218
$179 $198
$174 $202
$142 $164
$222 $248
$191 $213
$184 $204
$142 $158
$162 $180
$153 $171
$157 $177
$151 $167
$134 $149
$125 $138
$116 $130
$87 $93
$161 $177
$149 $166
$131 $146
$115 $127
$97 $108
$205 $226
$157 $175
$125 $137
$105 $114
$114 $126
$112 $121
$100 $111
$97 $108
$87 $95
$129 $142
$75 $82
$171 $190

Surveyor II $129
Surveyor I $110
Survey Technician II $90
Survey Technician I $70
Senior Real Estate Specialist $152
Real Estate Specialist II $132
Real Estate Specialist I $89
Construction/Field Testing
Senior P&C Technician $209
P&C Technician $145
Construction Project Manager $206
Field Construction Manager $195
Technician Ill/Inspector Ill $144
Technician II/Inspector II $123
Technician I/Inspector I $81
Safety Specialist $143
Corporate Project Management/Technical Oversight
Principal $263
Director/PhD $263
Amendment No. 5 to Agreement/Electrical Consultants, Inc.

Rev. 10/25/2019
$133 $140 $154
$109 $114 $129
$92 $98 $109
$69 $72 $81
$153 $161 $180
$130 $137 $152
$88 $93 $101
$211 $216 $237
$146 $155 $174
$201 $212 $237
$196 $206 $228
$145 $153 $169
$126 $133 $146
$84 $89 $97
$145 $153 $172
$252 $260 $284
$252 $260 $284

Docusign Envelope ID: 1DD1D425-BAE3-47F8-8E6A-FC7D81466B40 Ebix Insurance No. S200001751
AMENDMENT NO. 6

TO THE AGREEMENT FOR DESIGN PROFESSIONAL SERVICES

BETWEEN THE

CITY OF SANTA CLARA, CALIFORNIA,
AND
ELECTRICAL CONSULTANTS, INC.

PREAMBLE
This agreement ("Amendment No. 6") is entered into between the City of Santa Clara, California, a chartered California municipal corporation (City) and Electrical Consultants, Inc., a Montana corporation, (Contractor). City and Contractor may be referred to individually as a "Party" or collectively as the "Parties."

RECITALS
A. The Parties previously entered into an agreement entitled "Agreement for Design Professional Services Between the City of Santa Clara, California, and Electrical Consultants, Inc., dated September 16, 2021 (Agreement) for the purpose of having Contractor provide plan implementation and project management services as requested by the City to support capital, operations, and maintenance projects for Silicon Valley Power (SVP);
B. The Agreement was previously amended by Amendment No. 1, dated May 26, 2023, Amendment No. 2 dated December 11, 2023, Amendment No. 3 dated June 12, 2024, Amendment No. 4 dated august 1, 2024, Amendment No. 5 dated June 11, 2025, and is again amended by this Amendment No. 6. The Agreement and all previous amendments are collectively referred to herein as the "Agreement as Amended"; and
C. The Parties now wish to amend the Agreement as Amended to increase the total compensation and update reimbursable allowances.

NOW, THEREFORE, the Parties agree as follows:

AMENDMENT TERMS AND CONDITIONS

1. Section 6 of the Agreement as Amended is amended to read as follows:
"In consideration for Contractor's complete performance of Services, City shall pay Contractor for all materials provided and Services rendered by Contractor in accordance with Exhibit B, entitled "SCHEDULE OF FEES AND PAYMENT PROVISIONS." The maximum compensation of this Agreement is Thirty-Four Million Dollars ($34,000,000), subject to budget appropriations, which includes all payments that may be authorized for Services and for expenses, supplies, Amendment No. 6 to AgreemenUElectrical Consultants, Inc.

Rev. 10/25/25

Docusign Envelope ID: 1DD1D425-BAE3-47F8-8E6A-FC7D81466B40 materials and equipment required to perform the Services. All work performed or materials provided in excess of the maximum compensation shall be at Contractor's expense. Contractor shall not be entitled to any payment above the maximum compensation under any circumstances."

2. Section 3.3.1 of Exhibit B, "Compensation and Fee Schedule Amended May 1, 2023", is hereby amended to read as follows.
"Unless approved in writing (e-mail acceptable) in advance, reimbursement meals, lodging, and related Per Diem shall not exceed the rates outlined by United States General Services Administration (GSA) https://www.gsa.gov/travel­ resources .

Meals: Contractor may request reimbursement either as a meal per diem or for actual meal expenses, up to the applicable GSA per diem rate. When claiming per diem, receipts are not required. However, when claiming actual meal expenses, itemized receipts are required, and reimbursement shall not exceed the applicable GSA rate for each meal. If the Contractor pays its employees a per diem rate lower than the GSA rate, the Contractor may not charge the City for any difference between the amount paid and the GSA rate.

Lodging: Lodging costs shall be reimbursed at actual cost, not to exceed the applicable GSA lodging rate. Itemized lodging receipts are required for reimbursement.

Housing Allowance in Lieu of Meal and Lodging Per Diem: Effective September 1, 2025, Consultants who are required to stay at the project site for more than ten (10) business days may elect to receive a housing allowance in lieu of the standard meal and lodging per diem. If Consultant elects to use corporate housing, a personal residence, or a relative's home in lieu of commercial lodging during the project engagement, written work authorization from the City is required. Upon such authorization, the City shall reimburse Consultant at a daily rate equal to the applicable GSA lodging per diem rate for the project location.

This reimbursement shall be provided in lieu of both hotel lodging costs and meal per diem. Consultant shall certify that no other lodging or meal reimbursements are being claimed for the same period. Receipts are not required for Consultant electing this housing option."

3. Except as set forth herein, all other terms and conditions of the Agreement as Amended shall remain in full force and effect. In case of a conflict in the terms of the Agreement as Amended and this Amendment No. 6, the provisions of this Amendment No. 6 shall control.

The effective date of this Amendment No. 6 is the date of City's execution of this amendment.

Amendment No. 6 to Agreement/Electrical Consultants, Inc.

Rev. 10/25/25

Docusign Envelope ID: 1DD1D425-BAE3-47F8-8E6A-FC7D81466B40 The Parties acknowledge and accept the terms and conditions of this Amendment No. 6 as evidenced by the following signatures of their duly authorized representatives.

CITY OF SANTA CLARA, CALIFORNIA
a chartered California municipal corporation
Approved as to Form: Dated: 2/27/2026 I 5:54 PM PST
GLEN R. GOGGINS
City Attorney
"CITY"
JOVA'ftt>~3'GROGAN
City Manager
City of Santa Clara
1500 Warburton Avenue
Santa Clara, CA 95050
Telephone: (408) 615-2210
Fax: (408) 241-6771
ELECTRICAL CONSULTANTS, INC.
a Montana corporation
Dated: 2/12/202612:03 PM PST
By (Signature): [£;!,:~;M~
Name: David R. Maehl
Title: VP Power Supply
Principal Place of 3521 Gabel Road
Business Address: Billings, MT 59102
Email Address: [email protected]
Telephone: (406) 259-9333
Fax: N/A
"CONTRACTOR"
Amendment No. 6 to Agreement/Electrical Consultants, Inc.

Rev. 10/25/25