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14-0617_SOUTH COAST SYSTEMS, INC._D11_Agenda ReportCity of San J a Capistrano Age . ~~pGrt TO: Karen P. Brust, City~ '<L~-·· 6/17/2014 011 FROM: Keith Van Der Maaten, P.E., Public Works and Utilities DirectorC/1~ Prepared by: Jill Thomas, Senior Management Analyst DATE: June 17, 2014 SUBJECT: Consideration of a Personal Services Agreement for the Annual Maintenance of the Supervisory Control and Data Acquisition (SCADA) System for the Water and Sewer Systems (South Coast Systems, Inc.) RECOMMENDATION: By motion: 1. Waive the formal bidding requirements pursuant to Section 3.4.306(e)(iii) of the City of San Juan Capistrano's Municipal Code, and; 2. Approve a Personal Services Agreement with South Coast Systems, Inc. for the annual maintenance of the Supervisory Control and Data Acquisition (SCADA) System for the Water and Sewer Systems for a three year term, beginning July 1, 2014, with three one-year renewal options, subject to available funding in the operational budget. EXECUTIVE SUMMARY: The use of the Supervisory Control and Data Acquisition (SCADA) system allows for the remote monitoring and control of the water and sewer systems. The SCADA system monitors the water and sewer systems twenty four (24) hours a day, three hundred and sixty five (365) days a year. The remote monitoring and control reduces staffing demands as it allows a single operator from a fixed location to monitor the system, with minimal field visits to ensure the accuracy of the information provided. The constant monitoring of the system minimizes overtime and alerts the designated on call staff of any potential issues that occur after normal operating hours. South Coast Systems Inc. has developed customized programming for the City to control the SCADA system and has continually maintained this programming since 2008. Ongoing maintenance allows for the SCADA system to continue functioning at an appropriate level. Failure to maintain the SCADA system could potentially result in the failure of the system, necessitating an increased need for manual operation, resulting in an increase in staffing costs, and/or resulting in damage to pumps, pipelines, or other City Council Agenda Report June 17, 2014 Page 2 of 3 assets. South Coast Systems, Inc. has agreed to hold current pricing in place for the upcoming year, with subsequent annual adjustments subject to All Urban Consumer Price Index (CPI-U) index changes. Staff therefore, recommends that the City Council waive the formal bidding requirements pursuant to Section 3.4.306(e)(iii) of the City of San Juan Capistrano's Municipal Code and approve a Personal Services Agreement with South Coast Systems, Inc. for the annual maintenance of the SCADA System for the Water and Sewer Systems for a three year term, beginning July 1, 2014 through June 30, 2017, with three one-year renewal options, for an amount not to exceed available funding in the annual operating budget. DISCUSSION/ANALYSIS: Pursuant to Section 3.4.306(e)(iii) of the City of San Juan Capistrano's Municipal Code, the Request for Proposal process may be waived "when extenuating circumstances would make the formal request for proposal/request for quotes not the most cost effective approach." The existing SCADA system for the entire water and sewer systems has been developed and maintained by South Coast Systems, Inc. While the programming used to control the SCADA system is open architecture, the specific design of the City's SCADA system has been customized to meet the City's needs. Therefore, it would not be cost effective to competitively bid this out due to the additional time it would take a different programmer to replicate South Coast Systems, Inc.'s previous work. ENVIRONMENTAL IMPACT: Not applicable. FISCAL IMPACT: The total annual cost of services to be provided by South Coast Systems is estimated to be approximately $50,000 annually. Funding for this contract has been included in the City's Fiscal Years 2014-2015 and 2015-2016 Proposed Budgets. The term of this Agreement is for three years, beginning July 1, 2014 through June 30, 2017, with three one-year renewal options (extensions), for an amount not to exceed available funding in the annual operating budget. At the conclusion of the original three year term, any Agreement extensions will be subject to an annual All Urban Consumer Price Index (CPI-U) adjustment. If all three extension options are renewed, the Agreement could carry until June 30, 2020. PRIOR CITY COUNCIL REVIEW: • November 5, 2013 -The City Council approved a Personal Services Agreement which terminates on June 30, 2014. City Council Agenda Report June 17,2014 Page 3 of 3 COMMISSION/COMMITTEE/BOARD REVIEW AND RECOMMENDATIONS: • At the regularly scheduled meeting on June 17, 2014, this item will be presented to the Utilities Commission. A Supplemental Agenda Report will be provided to the City Council in the event that the Utilities Commission's recommendation differs from staff's recommendation. NOTIFICATION: South Coast Systems, Inc. ATTACHMENT(S): Attachment 1 -Personal Services Agreement, South Coast Systems, Inc. PERSONAL SERVICES AGREEMENT THIS AGREEMENT is made, entered into, and shall become effective this __ day of , 2014, by and between the City of San Juan Capistrano (hereinafter referred to as the "City") and South Coast Systems, Inc. (hereinafter referred to as the "Contractor"). RECITALS: WHEREAS, City desires to retain the services of Contractor regarding the City's proposal to provide annual maintenance of the Supervisory Control and Data Acquisition System (SCADA) for the water and sewer systems; and, WHEREAS, Contractor is qualified by virtue of experience, training, education and expertise to accomplish such services. NOW, THEREFORE, City and Contractor mutually agree as follows: Section 1. Scope of Work. The scope of work to be performed by Contractor shall consist of those tasks as set forth in Exhibit "A," attached and incorporated herein by reference. To the extent that there are any conflicts between the provisions described in Exhibit "A" and those provisions contained within this Agreement, the provisions in this Agreement shall control. Section 2. Term. This Agreement shall commence on July 1, 2014. This Agreement shall be for a (3) three-year period of time with the option of three (3) one-year extensions. Agreement extensions shall be based on staff review of the Contractor performance and shall be subject to annual All Urban Consumer Price Index (CPI-U) adjustments. This Agreement shall terminate on June 30, 2020. Section 3. Compensation. 3.1 Amount. Total compensation for the services hereunder shall not exceed the total amount in the City's adopted fiscal year operating budget for SCADA system maintenance, payable at the rates as set forth in Exhibit "8", attached and incorporated herein by reference. There is no guaranteed amount for this contract by the City to the Contractor. The Contractor may not, dependent upon availability of projects and/or funding, r~ceive any work. 1 3.2 Method of Payment. Subject to Section 3.1, Contractor shall submit monthly invoices based on total services which have been satisfactorily completed for such monthly period. The City will pay monthly progress payments based on approved invoices in accordance with this Section. 3.3 Records of Expenses. Contractor shall keep complete and accurate records of all costs and expenses incidental to services covered by this Agreement. These records will be made available at reasonable times to City. Section 4. Independent Contractor. It is agreed that Contractor shall act and be an independent contractor and not an agent or employee of City, and shall obtain no rights to any benefits which accrue to City's employees. Section 5. Limitations Upon Subcontracting and Assignment. The experience, knowledge, capability and reputation of Contractor, its principals and employees were a substantial inducement for City to enter into this Agreement. Contractor shall not contract with any other entity to perform the services required without written approval of the City. This Agreement may not be assigned, voluntarily or by operation of law, without the prior written approval of the City. If Contractor is permitted to subcontract any part of this Agreement by City, Contractor shall be responsible to City for the acts and omissions of its subcontractor as it is for persons directly employed. Nothing contained in this Agreement shall create any contractual relationships between any subcontractor and City. All persons engaged in the work will be considered employees of Contractor. City will deal directly with and will make all payments to Contractor. Section 6. Changes to Scope of Work. For extra work not part of this Agreement, a written authorization from City is required prior to Contractor undertaking any extra work. In the event of a change in the Scope of Work provided for in the contract documents as requested by the City, the Parties hereto shall execute an addendum to this Agreement setting forth with particularity all terms of the new agreement, including but not limited to any additional Contractor's fees. Section 7. Familiarity with Work and/or Construction Site. By executing this Agreement, Contractor warrants that: (1) it has investigated the work to be performed; (2) it has investigated the work site(s), and is aware of all conditions there; and (3) it understands the facilities, difficulties and restrictions of the work to be performed under this Agreement. Should Contractor discover any latent or unknown 2 conditions materially differing from those inherent in the work or as represented by City, it shall immediately inform the City of this and shall not proceed with further work under this Agreement until written instructions are received from the City. Section 8. Time of Essence. Time is of the essence in the performance of this Agreement. Section 9. Compliance with Law. Contractor shall comply with all applicable laws, ordinances, codes and regulations of federal, state and local government. Section 10. Conflicts of Interest. Contractor covenants that it presently has no interest and shall not acquire any interest, direct or indirect, which would conflict in any manner or degree with the performance of the services contemplated by this Agreement. No person having such interest shall be employed by or associated with Contractor. Section 11. Not Applicable. Section 12. Not Applicable. Section 13. Indemnity. To the fullest extent permitted by law, Contractor agrees to protect, defend, and hold harmless the City and its elective and appointive boards, officers, agents, and employees from any and all claims, liabilities, expenses, or damages of any nature, including attorneys' fees, for injury or death of any person, or damages of any nature, including interference with use of property, arising out of, or in any way connected with the negligence, recklessness and/or intentional wrongful conduct of Contractor, Contractor's agents, officers, employees, subcontractors, or independent contractors hired by Contractor in the performance of the Agreement. The only exception to Contractor's responsibility to protect, defend, and hold harmless the City, is due to the negligence, recklessness and/or wrongful conduct of the City, or any of its elective or appointive boards, officers, agents, or employees. This hold harmless agreement shall apply to all liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by Contractor. Section 14. Insurance. On or before beginning any of the services or work called for by any term of this Agreement, Contractor, at its own cost and expense, shall carry, maintain for the duration 3 of the agreement, and provide proof thereof that is acceptable to the City, the insurance specified below with insurers and under forms of insurance satisfactory in all respects to the City. Contractor shall not allow any subcontractor to commence work on any subcontract until all insurance required of the Contractor has also been obtained for the subcontractor. Insurance required herein shall be provided by Admitted Insurers in good standing with the State of California and having a minimum Best's Guide Rating of A-Class VII or better. 14.1 Comprehensive General Liability. Throughout the term of this Agreement, Contractor shall maintain in full force and effect Comprehensive General Liability coverage in an amount not less than one million dollars per occurrence ($1 ,000,000.00), combined single limit coverage for risks associated with the work contemplated by this agreement. If a Commercial General Liability Insurance form or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to the work to be performed under this agreement or the general aggregate limit shall be at least twice the required occurrence limit. 14.2 Comprehensive Automobile Liability. Throughout the term of this Agreement, Contractor shall maintain in full force and effect Comprehensive Automobile Liability coverage, including owned, hired and non- owned vehicles in an amount not less than one million dollars per occurrence ($1 ,000,000.00). 14.3 Workers' Compensation. If Contractor intends to employ employees to perform services under this Agreement, Contractor shall obtain and maintain, during the term of this Agreement, Worker's Compensation Employer's Liability Insurance in the statutory amount as required by state law. 14.4 Proof of Insurance Requirements/Endorsement. Prior to beginning any work under this Agreement, Contractor shall submit the insurance certificates, including the deductible or self-retention amount, and an additional insured endorsement naming City, its officers, employees, agents, and volunteers as additional insureds as respects each of the following: Liability arising out of activities performed by or on behalf of Contractor, including the insured's general supervision of Contractor; products and completed operations of Contractor; premises owned, occupied or used by Contractor; or automobiles owned, leased, hired, or borrowed by Contractor. The coverage shall contain no special limitations on the scope of protection afforded City, its officers, employees, agents, or volunteers. 4 14.5 Notice of Cancellation/Termination of Insurance. The above policy/policies shall not terminate, nor shall they be cancelled, nor the coverages reduced, until after thirty (30) days' written notice is given to City, except that ten (1 0) days' notice shall be given if there is a cancellation due to failure to pay a premium. 14.6 Terms of Compensation. Contractor shall not receive any compensation until all insurance provisions have been satisfied. 14.7 Notice to Proceed. Contractor shall not proceed with any work under this Agreement until the City has issued a written "Notice to Proceed" verifying that Contractor has complied with all insurance requirements of this Agreement. Section 15. Termination. City shall have the right to terminate this Agreement without cause by giving thirty (30) days' advance written notice of termination to Contractor. In addition, this Agreement may be terminated by any party for cause by providing ten (1 0) days' notice to the other party of a material breach of contract. If the other party does not cure the breach of contract, then the agreement may be terminated subsequent to the ten (1 0) day cure period. Section 16. Notice. All notices shall be personally delivered or mailed to the below listed addresses, or to such other addresses as may be designated by written notice. These addresses shall be used for delivery of service of process: To City: To Contractor: City of San Juan Capistrano 32400 Paseo Adelanto ~~San Juan Capistrano, CA 92675 Attn: Keith VanDer Maaten South Coast Systems, Inc. 22765 Savi Ranch Parkway Yorba Linda, CA 92887 Attn: Matt Barone 5 Section 17. Not Applicable. Section 18. Dispute Resolution. In the event of a dispute arising between the parties regarding performance or interpretation of this Agreement, the dispute shall be resolved by binding arbitration under the auspices of the Judicial Arbitration and Mediation Service ("JAMS"). Section 19. Entire Agreement. This Agreement constitutes the entire understanding and agreement between the parties and supersedes all previous negotiations between them pertaining to the subject matter thereof. [SIGNATURE PAGE FOLLOWS] 6 IN WITNESS WHEREOF, the parties hereto have executed this Agreement. ATTEST: Maria Morris, City Clerk 1ghten, City Attorney CITY OF SAN JUAN CAPISTRANO By: ______________________ __ SAM ALLEVATO, MAYOR CONTRACTOR By:wcvttB~ Ma1+ Barone Preslcierrl-' 7 Exhibit A -Scope of Work The Consultant shall provide various engineering and installation services for the maintenance of the City's Supervisor Control and Data Acquisition (SCADA) System. The services, in general, shall include but not be limited to the following: • Programmable Logic Controller (PLC) Support -Provide regular programming, service, maintenance, repair, replacement and upgrades to the City's existing PLCs as needed. This includes PLCs at all the RTUs as well as the central control room data concentrator and the Ground Water Recovery Plant (GWRP). The system currently uses Modicon Micro, Modicon Momentum, and Allen Bradley SLC PLCs. • Human Machine Interface (HMI) Support-Provide regular programming, service, maintenance, repair, replacement and upgrades to the City's existing HMis as needed. This includes all HMis in the SCADA system. The current system uses primarily Wonderware lntouch and Allen Bradley RSView32. This item includes the local panel HMis at the RTU sites and GWRP. • Historian Support -Provide regular programming, service, maintenance, repair, replacement and upgrades to the City's existing Historians as needed. The system currently uses Wonderware lnSQL and Allen Bradley RSView32 historians. • Telemetry and Communication Support-Provide regular programming, service, maintenance, repair, replacement, and upgrades to the City's existing radio and communication networks. The current system uses MDS Ethernet (iNet-11), MDS Serial, and Alligator Serial radios. • Electrical and Instrumentation Support -Provide regular programming, service, maintenance, repair, replacement, and upgrades to the City's existing electrical and instrumentation hardware. This includes, but is not limited to, troubleshooting and maintenance of panel and device electrical wiring and troubleshooting, configuration, and programming of instrumentation. • Training -Provide routine training on any of the systems mentioned above as needed. Additionally, on the job training shall be incorporated as requested for all work performed in an effort to educate and improve the in-house skill set of the City's personnel. Exhibit A • Electrical Panel Design and Fabrication -Provide panel design and fabrication services as needed for new installations or upgrades. • New Installations -Provide any of the scope of services outlined ~bove for new installations or upgrades. • Emergency Response -Provide 24/7 emergency response in support of any of the systems outlined above. If possible, emergency support may be provided via a remote connection to shorten response times and lower on-site costs. If required, an on-site emergency response shall be no greater than 24 hours. • Deliverables -All work product as a result of services performed under the above scope, shall be provided to the City in electronic or other format. This includes, but is not limited to, PLC and HMI programs, spreadsheets, documents, drawings, user manuals, books, COs and DVDs. South Coast Systems, Inc. SOUTHCOASTSYSTF~~INC CONTROL SYSTEMS INTEGRATION SERVIaS FEE SCHEDULE WESTERN REGION CONFIDENTIAL . The information contained in this document is proprietary to South Coast Systems, Inc:. and is intended for the exc:Juslve use of the parties to whom It has been delivered. The document or the information contained herein Is not to be delivered in any form to third parties without prior written authorization from South Coast Systems, Inc. EXPENSES: . CLASS/FICA TION Principal Engineer Senior Engineer Project Lead Engineer Project Engineer Associate Engineer Field Technician Designer Dto/tsnJOn (CAD} BASE RATES $181/Hour $166/Hour $155/Hour $1.43/Hour $120/Hour $1lli/Hour $86/Hour $71/Hour Travel, transportation, and living expenses outside 30 mile radius of our offices located in Santo Ana, CA billed ot South Coast Systems' cost. EFFECTIVE DATES: This schedule supersedes all previous fee schedules and will be in effect for work quoted after January 1, 2013 unless and until superseded by subsequent rate adjustments. Wesh!'m Region Office •12765 Sovl Ronr:h Pkwy, Unit D • Yorba Linda, CA 92887 Phone: (714) 919·8867 • Fox: (714} 919-8873 Midwest Olfke • 10525 Ambassador Drive, Suite .1.05 • Kansas City, MO 64153 Phone: (816) 891-7556 .. fait (816) 891-7729 San Fernando Vollev Office • Thousand Oe~ks, CA Phone: (805} 558-7455 Exhibit 8