Loading...
HomeMy WebLinkAboutItem 06.i Date: July 1, 2019 Item No. APPROVAL OF CONSULTANT CONTRACT WITH AE2S FOR SUPERVISORY CONTROL AND DATA ACQUISITION (SCADA) SOFTWARE PROGRAMMING SERVICES AND THE PURCHASE OF SOFTWARE FROM WONDERWARE Proposed Action Staff recommends adoption of the following motion: Move to approve a contract with AE2S for SCADA software programming services and the purchase of SCADA software from Wonderware. Overview SCADA software helps supervise the operation of treatment plant and water towers, wells and lift stations, as well as managing the information generated. The current SCADA software is the original software system installed when the water treatment plant was constructed. The software has been regularly updated but the program is limited in its capabilities, lacking security constraints for today’s environment, backup capability, notification alarms, and operational flexibility. The proposed SCADA software is the latest generation of software and is needed to run the sewer and water systems safely, cost effectively with superior controls. Advanced Engineering and Environmental Services Inc. (AE2S) specializes in upgrades to municipal SCADA systems and have successfully completed many system upgrades in the metro area. The scope of AE2S will provide professional programming services for the new SCADA system and to manage the transition from the old software to the new software. The fee for AE2S is $78,300. The City will purchase the new SCADA software directly from the software company Wonderware in the amount of $24,562.69. The cost for the SCADA upgrade came in higher than was budgeted. Staff proposes to defer maintenance to a pump in the treatment plant and a well rehabilitation to stay in budget for 2019. Primary Issues to Consider • Is this work necessary? Yes. The current SCADA software does not have needed security features and is old technology for running a sewer and water operation the size of Lakeville’s. Supporting Information • A copy of the contract for services and tabulation of the proposals is attached. • Quote from Wonderware for software purchase Financial Impact: $102,862.69 Budgeted: Yes Source: Water and Sewer Funds Related Documents (CIP, ERP, etc.): 2019 Approved Budget Envision Lakeville Community Values: Good Value for Public Services Report Completed by: Paul Oehme, Public Works Director PROFESSIONAL SERVICES AGREEMENT AGREEMENT made this 1st day of July 2019, by and between the CITY OF LAKEVILLE, a Minnesota municipal corporation, with a business office address at 20195 Holyoke Avenue, Lakeville, Minnesota 55044 ("City") and ADVANCED ENGINEERING AND ENVIRONMENTAL SERVICES, INC., a North Dakota corporation, with a business address at 6901 East Fish lake Road, Suite 184, Maple Grove, Minnesota 55369 ("Consultant"). IN CONSIDERATION OF THEIR MUTUAL COVENANTS THE PARTIES AGREE AS FOLLOWS: 1. SCOPE OF SERVICES. The City retains Consultant to furnish the services set forth in the Contract Documents by providing professional Engineering services for the supervisory control and data acquisition (“SCADA”) upgrade programming services. The Consultant agrees to perform the services diligently and completely and in accordance with professional standards of conduct and performance. 2. CONTRACT DOCUMENTS. The following documents shall be referred to as the "Contract Documents," all of which shall be taken together as a whole as the contract between the parties as if they were set verbatim and in full herein: A. This Professional Services Agreement. B. Consultant’s proposal dated June 18, 2019 (“Proposal”). In the event of conflict among the provisions of the Contract Documents, the order in which they are listed above shall control in resolving any such conflicts with the document listed first having the first priority and the document listed last having the last priority. 3. DEADLINE. Consultant agrees to complete the services under this Agreement by October 31, 2019. 4. COMPENSATION. Consultant shall be paid by the City for the services described in Contract Documents on an estimated hourly basis, not to exceed a total of Seventy-eight Thousand Three Hundred and no/100ths ($78,300.00) Dollars, inclusive of reimbursables, expenses, taxes and other charges. The not to exceed fee shall not be adjusted if the estimated hours to perform a task, the number of estimated required meetings or any other estimate or assumption is exceeded. Consultant shall request payment for services rendered on a monthly basis. The monthly payment applications from Consultant shall identify work completed. The City shall make payment to Consultant upon receipt of an invoice. Billings shall be issued at thirty (30) day intervals. 5. CHANGE ORDERS. All change orders, regardless of amount, must be approved in advance and in writing by the City. No payment will be due or made for work done in advance of such approval. 6. DOCUMENTS. All reports, plans, models, software, diagrams, analyses, and information generated in connection with performance of this Agreement shall be the property of the City. The City may use the information for its purposes. The City shall be the copyright owner. The vesting of the City’s ownership of the copyright in materials created by the Consultant shall be contingent upon the City’s fulfillment of its payment obligations hereunder. The Consultant shall be allowed to use a description of the services provided hereunder, including the name of the City, and photographs or renderings of any projects which develop from the planning or other services provided by the Consultant, in the normal course of its marketing activities. 7. STANDARD OF CARE. Consultant shall exercise the same degree of care, skill, and diligence in the performance of the services as is ordinarily possessed and exercised by a professional Consultant under similar circumstances. No other warranty, expressed or implied, is included in this Agreement. Consultant shall be responsible for the accuracy of the work and shall promptly make necessary revisions or corrections resulting from errors and omissions on the part of Consultant without additional compensation. 8. COMPLIANCE WITH LAWS AND REGULATIONS. In providing services hereunder, Consultant shall abide by all statutes, ordinances, rules and regulations pertaining to the provisions of services to be provided. 9. INDEMNIFICATION. The Consultant shall indemnify and hold harmless the City, its officers, agents, and employees, of and from any and all claims, demands, actions, causes of action, including costs and attorney's fees, arising out of or by reason of the execution or performance of the work or services provided for herein to the comparative extent they are caused by Consultant’s negligent acts or omissions or those negligent acts or omissions of persons for whom Consultant is legally responsible. 10. COPYRIGHT. Consultant shall defend actions or claims charging infringement of any copyright or patent by reason of the use or adoption of any designs, drawings or specifications supplied by them, and they shall hold harmless the City from loss or damage resulting therefrom. 11. INSURANCE. Consultant shall secure and maintain such insurance as will protect Consultant from claims under the Worker's Compensation Acts, automobile liability, and from claims for bodily injury, death, or property damage which may arise from the performance of services under this Agreement. Such insurance shall be written for amounts not less than: Commercial General Liability $1,000,000 each occurrence/aggregate Automobile Liability $1,000,000 combined single limit Excess/Umbrella Liability $1,000,000 each occurrence/aggregate* The required minimum of umbrella coverage shall be $2,000,000, or the policy limits, whichever is greater. The City shall be named as an additional insured on the general liability and umbrella policies on a primary and noncontributory basis. The Consultant shall secure and maintain a professional liability insurance policy. Said policy shall insure payment of damages for legal liability arising out of the performance of professional services for the City, in the insured's capacity as Consultant, if such legal liability is caused by a negligent act, error or omission of the insured or any person or organization for which the insured is legally liable. The policy shall provide minimum limits of One Million Dollars ($1,000,000.00) per occurrence and Three Million Dollars ($3,000,000) aggregate with a deductible maximum of One Hundred Thousand Dollars ($100,000.00). Before commencing work, the Consultant shall provide the City a certificate of insurance evidencing the required insurance coverage in a form acceptable to City. 12. INDEPENDENT CONTRACTOR. The City hereby retains the Consultant as an independent contractor upon the terms and conditions set forth in this Agreement. The Consultant is not an employee of the City and is free to contract with other entities as provided herein. Consultant shall be responsible for selecting the means and methods of performing the work. Consultant shall furnish any and all supplies, equipment, and incidentals necessary for Consultant’s performance under this Agreement. City and Consultant agree that Consultant shall not at any time or in any manner represent that Consultant or any of Consultant’s agents or employees are in any manner agents or employees of the City. Consultant shall be exclusively responsible under this Agreement for Consultant’s own FICA payments, workers compensation payments, unemployment compensation payments, withholding amounts, and/or self-employment taxes if any such payments, amounts, or taxes are required to be paid by law or regulation. 13. SUBCONTRACTORS. Consultant shall not enter into subcontracts for services provided under this Agreement without the express written consent of the City. Consultant shall comply with Minnesota Statute § 471.425. Consultant must pay subcontractor for all undisputed services provided by Subcontractor within ten days of Consultant’s receipt of payment from City. Consultant must pay interest of 1.5 percent per month or any part of a month to subcontractor on any undisputed amount not paid on time to subcontractor. The minimum monthly interest penalty payment for an unpaid balance of $100 or more is $10. 14. ASSIGNMENT. Neither party shall assign this Agreement, or any interest arising herein, without the written consent of the other party. 15. WAIVER. Any waiver by either party of a breach of any provisions of this Agreement shall not affect, in any respect, the validity of the remainder of this Agreement. 16. ENTIRE AGREEMENT. The entire agreement of the parties is contained herein. This Agreement supersedes all oral agreements and negotiations between the parties relating to the subject matter hereof as well as any previous agreements presently in effect between the parties relating to the subject matter hereof. Any alterations, amendments, deletions, or waivers of the provisions of this Agreement shall be valid only when expressed in writing and duly signed by the parties, unless otherwise provided herein. 17. CONTROLLING LAW. This Agreement shall be governed by and construed in accordance with the laws of the State of Minnesota. 18. PATENTED DEVICES, MATERIALS AND PROCESSES. If the Contract requires, or Consultant desires, the use of any design, devise, material or process covered by letters, patent or copyright, trademark or trade name, Consultant shall provide for such use by suitable legal agreement with the patentee or owner and a copy of said agreement shall be filed with the City. If no such agreement is made or filed as noted, the Consultant shall indemnify and hold harmless the City from any and all claims for infringement by reason of the use of any such patented designed, device, material or process, or any trademark or trade name or copyright in connection with the services agreed to be performed under the Contract, and shall indemnify and defend the City for any costs, liability, expenses and attorney's fees that result from any such infringement. 19. RECORDS. The Consultant shall maintain complete and accurate records of time and expense involved in the performance of services. 20. AUDIT DISCLOSURE AND DATA PRACTICES. Any reports, information, data, etc. given to, or prepared or assembled by the Consultant under this Agreement which the City requests to be kept confidential, shall not be made available to any individual or organization without the City’s prior written approval. The books, records, documents and accounting procedures and practices of the Consultant or other parties relevant to this Agreement are subject to examination by the City and either the Legislative Auditor or the State Auditor for a period of six (6) years after the effective date of this Agreement. This Agreement is subject to the Minnesota Government Data Practice Act, Minnesota Statutes Chapter 13 (Data Practices Act). All government data, as defined in the Data Practices Act Section 13.02, Subd. 7, which is created, collected, received, stored, used, maintained, or disseminated by Consultant in performing any of the functions of the City during performance of this Agreement is subject to the requirements of the Data Practice Act and Consultant shall comply with those requirements as if it were a government entity. All subcontracts entered into by Consultant in relation to this Agreement shall contain similar Data Practices Act compliance language. 21. NON-DISCRIMINATION. The Consultant agrees during the life of this Agreement not to discriminate against any employee, application for employment, or other individual because of race, color, sex, age, creed, national origin, sexual preference, or any other basis prohibited by federal, state, or local law. The Consultant will include a similar provision in all subcontracts entered into for performance of this Agreement. 22. TERMINATION. This Agreement may be terminated by either party for any reason by giving the other party thirty (30) days advance written notice and mailed or delivered to the address listed in the first paragraph of this Agreement. In the event of termination, the City shall be obligated to the Consultant for payment of amounts due and owing including payment for services performed or furnished to the date and time of termination. CITY OF LAKEVILLE BY: Douglas P. Anderson, Mayor AND Charlene Friedges, City Clerk CONSULTANT: ADVANCED ENGINEERING AND ENVIRONMENTAL SERVICES, INC. BY: (Print Name) Its: