HomeMy WebLinkAboutC2019-132 - 3/26/2019 - Approved 4,CP 6:c:11- t
"' SERVICE AGREEMENT NO. 2046
w
,) Variable Frequency Drive Cabinets
M ORPORN EO
1852
THIS Variable Frequency Drive Cabinets Agreement ("Agreement") is entered into
by and between the City of Corpus Christi, a Texas home-rule municipal corporation
("City") and Tornado Automation LLC ("Contractor"), effective upon execution by the
City Manager or the City Manager's designee ("City Manager").
WHEREAS, Contractor has bid to provide Variable Frequency Drive Cabinets in
response to Request for Bid/Proposal No. 2046 ("RFB/RFP"), which RFB/RFP includes the
required scope of work and all specifications and which RFB/RFP and the Contractor's
bid or proposal response, as applicable, are incorporated by reference in this
Agreement as Exhibits 1 and 2, respectively, as if each were fully set out here in its
entirety.
NOW, THEREFORE, City and Contractor agree as follows:
1. Scope. Contractor will provide Variable Frequency Drive Cabinets ("Services") in
accordance with the attached Scope of Work, as shown in Attachment A, the
content of which is incorporated by reference into this Agreement as if fully set
out here in its entirety, and in accordance with Exhibit 2.
2. Term. This Agreement is for one year, with performance commencing upon the
date of issuance of a notice to proceed from the Contract Administrator or
Purchasing Division. The parties may mutually extend the term of this Agreement
for up to zero additional zero-year periods ("Option Period(s)"), provided, the
parties do so in writing and prior to the expiration of the original term or the then-
current Option Period. The City's extension authorization must be executed by
the City Manager or designee.
3. Compensation and Payment. This Agreement is for an amount not to exceed
$103,977.00, subject to approved extensions and changes. Payment will be made
for Services completed and accepted by the City within 30 days of acceptance,
subject to receipt of an acceptable invoice. All pricing must be in accordance
with the attached Bid/Pricing Schedule, as shown in Attachment B, the content
of which is incorporated by reference into this Agreement as if fully set out here in
its entirety. Any amount not expended during the initial term or any option period
may, at the City's discretion, be allocated for use in the next option period.
C2019-132
3/26/19
M2019-052 1 Page 1 of 7
Tornado Automation LLC >er 1, 2018
9I( ANNFD
Invoices will be mailed to the following address with a copy provided to the
Contract Administrator:
City of Corpus Christi
Attn: Accounts Payable
P.O. Box 9277
Corpus Christi, Texas 78469-9277
4. Contract Administrator. The Contract Administrator designated by the City is
responsible for approval of all phases of performance and operations under this
Agreement, including deductions for non-performance and authorizations for
payment. The City's Contract Administrator for this Agreement is as follows:
Name: Diana Zertuche Garza
Department: Utilities
Phone: (361) 826-1827
Email: DianaG@cctexas.com
5. Insurance; Bonds.
(A) Before performance can begin under this Agreement, the Contractor must
deliver a certificate of insurance ("COI"), as proof of the required insurance
coverages, to the City's Risk Manager and the Contract Administrator.
Additionally, the COI must state that the City will be given at least 30 days'
advance written notice of cancellation, material change in coverage, or intent
not to renew any of the policies. The City must be named as an additional insured.
The City Attorney must be given copies of all insurance policies within 10 days of
the City Manager's written request. Insurance requirements are as stated in
Attachment C, the content of which is incorporated by reference into this
Agreement as if fully set out here in its entirety.
(B) In the event that a payment bond, a performance bond, or both, are
required of the Contractor to be provided to the City under this Agreement before
performance can commence, the terms, conditions, and amounts required in the
bonds and appropriate surety information are as included in the RFB/RFP or as
may be added to Attachment C, and such content is incorporated here in this
Agreement by reference as if each bond's terms, conditions, and amounts were
fully set out here in its entirety.
6. Purchase Release Order. For multiple-release purchases of Services to be
provided by the Contractor over a period of time, the City will exercise its right to
specify time, place and quantity of Services to be delivered in the following
manner: any City department or division may send to Contractor a purchase
release order signed by an authorized agent of the department or division. The
purchase release order must refer to this Agreement, and Services will not be
rendered until the Contractor receives the signed purchase release order.
Service Agreement Standard Form Page 2 of 7
Approved as to Legal Form October 1, 2018
7. Inspection and Acceptance. City may inspect all Services and products supplied
before acceptance. Any Services or products that are provided but not
accepted by the City must be corrected or re-worked immediately at no charge
to the City. If immediate correction or re-working at no charge cannot be made
by the Contractor, a replacement service may be procured by the City on the
open market and any costs incurred, including additional costs over the item's
bid/proposal price, must be paid by the Contractor within 30 days of receipt of
City's invoice.
8. Warranty.
(A) The Contractor warrants that all products supplied under this Agreement
are new, quality items that are free from defects, fit for their intended purpose,
and of good material and workmanship. The Contractor warrants that it has clear
title to the products and that the products are free of liens or encumbrances.
(B) In addition, the products purchased under this Agreement shall be
warranted by the Contractor or, if indicated in Attachment D by the
manufacturer, for the period stated in Attachment D. Attachment D is attached
to this Agreement and is incorporated by reference into this Agreement as if fully
set out here in its entirety.
(C) Contractor warrants that all Services will be performed in accordance
with the standard of care used by similarly situated contractors performing similar
services.
9. Quality/Quantity Adjustments. Any Service quantities indicated on the Bid/Pricing
Schedule are estimates only and do not obligate the City to order or accept more
than the City's actual requirements nor do the estimates restrict the City from
ordering less than its actual needs during the term of the Agreement and including
any Option Period. Substitutions and deviations from the City's product
requirements or specifications are prohibited without the prior written approval of
the Contract Administrator.
10. Non-Appropriation. The continuation of this Agreement after the close of any
fiscal year of the City, which fiscal year ends on September 30th annually, is subject
to appropriations and budget approval specifically covering this Agreement as
an expenditure in said budget, and it is within the sole discretion of the City's City
Council to determine whether or not to fund this Agreement. The City does not
represent that this budget item will be adopted, as said determination is within the
City Council's sole discretion when adopting each budget.
11. Independent Contractor. Contractor will perform the work required by this
Agreement as an independent contractor and will furnish such Services in its own
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manner and method, and under no circumstances or conditions will any agent,
servant or employee of the Contractor be considered an employee of the City.
12. Subcontractors. Contractor may use subcontractors in connection with the work
performed under this Agreement. When using subcontractors, however, the
Contractor must obtain prior written approval from the Contract Administrator
unless the subcontractors were named in the bid or proposal or in an Attachment
to this Agreement, as applicable. In using subcontractors, the Contractor is
responsible for all their acts and omissions to the same extent as if the
subcontractor and its employees were employees of the Contractor. All
requirements set forth as part of this Agreement, including the necessity of
providing a COI in advance to the City, are applicable to all subcontractors and
their employees to the same extent as if the Contractor and its employees had
performed the work. The City may, at the City's sole discretion, choose not to
accept Services performed by a subcontractor that was not approved in
accordance with this paragraph.
13. Amendments. This Agreement may be amended or modified only in writing
executed by authorized representatives of both parties.
14. Waiver. No waiver by either party of any breach of any term or condition of this
Agreement waives any subsequent breach of the same.
15. Taxes. The Contractor covenants to pay payroll taxes, Medicare taxes, FICA
taxes, unemployment taxes and all other applicable taxes. Upon request, the City
Manager shall be provided proof of payment of these taxes within 15 days of such
request.
16. Notice. Any notice required under this Agreement must be given by fax, hand
delivery, or certified mail, postage prepaid, and is deemed received on the day
faxed or hand-delivered or on the third day after postmark if sent by certified mail.
Notice must be sent as follows:
IF TO CITY:
City of Corpus Christi
Attn: Diana Zertuche Garza
Title: Contracts/Funds Administrator
Address: 13101 Leopard Street, Corpus Christi, Texas 78410
Phone: (361) 826-1827
Fax: (361) 826-4488
Service Agreement Standard Form Page 4 of 7
Approved as to Legal Form October 1, 2018
IF TO CONTRACTOR:
Tornado Automation LLC
Attn: David Stainthorpe
Title: President
Address: 7475 W. FM 140, Jourdanton, TX 78026
Phone: 210-823-2566
Fax: N/A
17. CONTRACTOR SHALL FULLY INDEMNIFY, HOLD HARMLESS AND DEFEND
THE CITY OF CORPUS CHRISTI AND ITS OFFICERS, EMPLOYEES AND
AGENTS ("INDEMNITEES") FROM AND AGAINST ANY AND ALL LIABILITY,
LOSS, CLAIMS, DEMANDS, SUITS, AND CAUSES OF ACTION OF
WHATEVER NATURE, CHARACTER, OR DESCRIPTION ON ACCOUNT OF
PERSONAL INJURIES, PROPERTY LOSS, OR DAMAGE, OR ANY OTHER KIND
OF INJURY, LOSS, OR DAMAGE, INCLUDING ALL EXPENSES OF
LITIGATION, COURT COSTS, ATTORNEYS' FEES AND EXPERT WITNESS FEES,
WHICH ARISE OR ARE CLAIMED TO ARISE OUT OF OR IN CONNECTION
WITH A BREACH OF THIS AGREEMENT OR THE PERFORMANCE OF THIS
AGREEMENT BY THE CONTRACTOR OR RESULTS FROM THE NEGLIGENT
ACT, OMISSION, MISCONDUCT, OR FAULT OF THE CONTRACTOR OR ITS
EMPLOYEES OR AGENTS. CONTRACTOR MUST, AT ITS OWN EXPENSE,
INVESTIGATE ALL CLAIMS AND DEMANDS, ATTEND TO THEIR SETTLEMENT
OR OTHER DISPOSITION, DEFEND ALL ACTIONS BASED THEREON WITH
COUNSEL SATISFACTORY TO THE CITY ATTORNEY, AND PAY ALL
CHARGES OF ATTORNEYS AND ALL OTHER COSTS AND EXPENSES OF
ANY KIND ARISING OR RESULTING FROM ANY SAID LIABILITY, DAMAGE,
LOSS, CLAIMS, DEMANDS, SUITS, OR ACTIONS. THE INDEMNIFICATION
OBLIGATIONS OF CONTRACTOR UNDER THIS SECTION SHALL SURVIVE
THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT.
18. Termination.
(A) The City Manager may terminate this Agreement for Contractor's failure to
perform the work specified in this Agreement or to keep any required insurance
policies in force during the entire term of this Agreement. The Contract
Administrator must give the Contractor written notice of the breach and set out a
reasonable opportunity to cure. If the Contractor has not cured within the cure
period, the City Manager may terminate this Agreement immediately thereafter.
(B) Alternatively, the City Manager may terminate this Agreement for
convenience upon 30 days advance written notice to the Contractor. The City
Manager may also terminate this Agreement upon 24 hours written notice to the
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Contractor for failure to pay or provide proof of payment of taxes as set out in this
Agreement.
19. Assignment. No assignment of this Agreement by the Contractor, or of any right
or interest contained herein, is effective unless the City Manager first gives written
consent to such assignment. The performance of this Agreement by the
Contractor is of the essence of this Agreement, and the City Manager's right to
withhold consent to such assignment is within the sole discretion of the City
Manager on any ground whatsoever.
20. Severability. Each provision of this Agreement is considered to be severable and,
if, for any reason, any provision or part of this Agreement is determined to be
invalid and contrary to applicable law, such invalidity shall not impair the
operation of nor affect those portions of this Agreement that are valid, but this
Agreement shall be construed and enforced in all respects as if the invalid or
unenforceable provision or part had been omitted.
21. Order of Precedence. In the event of any conflicts or inconsistencies between this
Agreement, its attachments, and exhibits, such conflicts and inconsistencies will
be resolved by reference to the documents in the following order of priority:
A. this Agreement (excluding attachments and exhibits);
B. its attachments;
C. the bid solicitation document including any addenda (Exhibit 1); then,
D. the Contractor's bid response (Exhibit 2).
22. Certificate of Interested Parties. Contractor agrees to comply with Texas
Government Code Section 2252.908, as it may be amended, and to complete
Form 1295 "Certificate of Interested Parties" as part of this Agreement if required
by said statute.
23. Verification Regarding Israel. In accordance with Chapter 2270, Texas
Government Code, the City may not enter into a contract with a company for
goods or services unless the contract contains a written verification from the
company that it: (1) does not boycott Israel; and (2) will not boycott Israel during
the term of the contract. The signatory executing this Agreement on behalf of the
Contractor verifies that the company does not boycott Israel and will not boycott
Israel during the term of this Agreement.
24. Governing Law. This Agreement is subject to all federal, State, and local laws, rules,
and regulations. The applicable law for any legal disputes arising out of this
Agreement is the law of the State of Texas, and such form and venue for such
disputes is the appropriate district, county, or justice court in and for Nueces
County, Texas.
Service Agreement Standard Form Page 6 of 7
Approved as to Legal Form October 1, 2018
25. Entire Agreement. This Agreement constitutes the entire agreement between the
parties concerning the subject matter of this Agreement and supersedes all prior
negotiations, arrangements, agreements and understandings, either oral or
written, between the parties
CONTRACTOR
Signature: //fr
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CITY OF CORPUS CHRISTI
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Kim Baker
Assistant Director of Finance - Purchasing Division
Date: S.2l. lq
Attached and Incorporated by Reference: ATTEST:
Attachment A. Scope of Work dlieddIrr
RE SCCA HUERTA
CITY SECHi1TARY
Attachment B: Bid/Pricing Schedule
Attachment C: Insurance and Bond Requirements
Attachment D: Warranty Requirements
Incorporated by Reference Only:
Exhibit 1 : RFB/RFP No. 2046
Exhibit 2: Contractor's Bid/Proposal Response H 19
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Service Agreement Standard Form Page 7 of 7
Approved as to Legal Form October 1, 2018
Attachment A: Scope of Work
1.1 General Requirements
A. The Contractor shall provide and install two new Allen-Bradley 300 Horsepower
Variable Frequency Drive (VFD) Cabinets at the Sand Dollar Pump Station
located at 14210 Sand Dollar Avenue, Corpus Christi, Texas 78418, as outlined in
this Scope of Work.
B. The Contractor shall be responsible for supplying and installing VFD cabinets and
remove any materials at site, including the removal and disposal of the existing
VFD cabinets.
C. The Contractor shall dispose of equipment and material as per the state, federal,
and local rules and regulations.
D. The Contractor shall furnish labor, materials, parts, and transportation necessary
for the installation and preventative maintenance.
E. The Contractor shall perform all work in accordance with applicable local, state,
and federal laws, rules, and regulations.
1.2 Removal, Supply, and Installation
A. The Contractor shall label and disconnect all control conductors at existing VFD
cabinets.
B. The Contractor shall disconnect existing power feeder conductor to and existing
motor conductors at VFD cabinet.
C. The Contractor shall remove and dispose of the two existing Eaton 300 Hp VFD
cabinets in control area.
D. The Contractor shall extend concrete pad to accommodate new Allen Bradley
Drives.
E. The Contractor shall install new Allen Bradley 300 Hp VFD cabinets.
F. The Contractor shall terminate power feeder conductors.
G. The Contractor shall install new control wiring, if necessary, and terminate control
conductors to new VFD cabinet.
H. The Contractor shall program the new variable frequency drives and make
necessary PLC program changes.
I. The Contractor shall commission and test function of the proper operation.
Page 1 of 3
J. The Contractor shall provide follow up services in the event additional
remediation is required.
1.3 Specifications
A. The Contractor shall meet the following Rockwell Automation Allen-Bradley
model specifications:
a. Model Number: 24F1AHD361AA6NNNNN-ND-B1-Cl-F0-IB-L3-MT-P4-S54-S59R
b. Drive: PowerFlex 753 Drive with embedded I/O, 480 VAC, 3 Phase, 361 amps,
300 Horsepower, normal duty, with filtering/jumper removed, with internal
transistor, without internal resistor
c. NEMA 12 Enclosure
d. Door Mounted Full Numeric LCD HIM
e. Manual Bypass
f. Drive Only Control Power
g. No Feedback
h. 1 15VAC Basic 10
i. Input Line Reactor 5%
j. Dual-Port Ethernet IP Communication Module
k. Drive Bypass Mode Circuit Breaker: 35KA SCCR
I. Drive & Bypass Mode Pilot Lights
m. Run Pilot Light Color: Red
n. Drive Fault Pilot Light Color: Amber
o. Dimensions: 87"H x 81"W x 22"D
p. Maximum Ambient Temperature: 40 degrees Celsius,104 degrees Fahrenheit
q. Two spare Frame 7 Heatsink Fan Kit
r. Enclosure to be UL labeled
1.4 Contractor Quality Control and Superintendence
The Contractor shall establish and maintain a complete Quality Control Program
that is acceptable to the Contract Administrator to assure that the requirements of
the Contract are provided as specified. The Contractor will also provide supervision
of the work to insure it complies with the contract requirements.
Page 2 of 3
1.5 Preventative Maintenance
The Contractor shall provide labor and materials necessary for one year of
preventative maintenance to maintain Contractor's warranty.
1.6 Warranty
The Contractor shall provide a one-year warranty.
Page 3 of 3
Attachment B: Bid/Pricing Schedule
Item Description UNIT QTY Unit Price Total Price
1 Allen-Bradley 300 Hp Variable EA 2 $49,513.00 $99,026.00
Frequency Drive Cabinets
purchase and installation as
outlined in the Scope of Work
2 Preventative Maintenance YR 1 $4,951.00 $4,951.00
Total $103,977.00
Page 1 of 1
Attachment C: Insurance and Bond Requirements
I. CONTRACTOR'S LIABILITY INSURANCE
A. Contractor must not commence work under this contract until all insurance
required has been obtained and such insurance has been approved by the City.
Contractor must not allow any subcontractor, to commence work until all similar
insurance required of any subcontractor has been obtained.
B. Contractor must furnish to the City's Risk Manager and Director of Facilities &
Property Management one (1) copy of Certificates of Insurance with applicable
policy endorsements showing the following minimum coverage by an insurance
company(s) acceptable to the City's Risk Manager. The City must be listed as an
additional insured on the General liability and Auto Liability policies by
endorsement, and a waiver of subrogation endorsement is required on all
applicable policies. Endorsements must be provided with Certificate of Insurance.
Project name and/or number must be listed in Description Box of Certificate of
Insurance.
TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE
30-day advance written notice of Bodily Injury and Property Damage
cancellation, non-renewal, material Per occurrence - aggregate
change or termination required on all
certificates and policies.
COMMERCIAL GENERAL LIABILITY $1,000,000 Per Occurrence
including: $1,000,000 Aggregate
1. Commercial Broad Form
2. Premises - Operations
3. Products/ Completed
Operations
4. Contractual Liability
5. Independent Contractors
6. Personal Injury- Advertising Injury
AUTO LIABILITY (including) $1,000,000 Combined Single Limit
1. Owned
2. Hired and Non-Owned
3. Rented/Leased
Page 1 of 4
WORKERS'S COMPENSATION Statutory and complies with Part II
(All States Endorsement if Company is of this
not Exhibit.
domiciled in Texas)
Employers Liability $500,000/$500,000/$500,000
INSTALLATION FLOATER Value of the equipment
C. In the event of accidents of any kind related to this contract, Contractor must
furnish the Risk Manager with copies of all reports of any accidents within 10 days
of the accident.
II. ADDITIONAL REQUIREMENTS
A. Applicable for paid employees, Contractor must obtain workers' compensation
coverage through a licensed insurance company. The coverage must be written
on a policy and endorsements approved by the Texas Department of Insurance.
The workers' compensation coverage provided must be in statutory amounts
according to the Texas Department of Insurance, Division of Workers'
Compensation. An All States Endorsement shall be required if Contractor is not
domiciled in the State of Texas.
B. Contractor shall obtain and maintain in full force and effect for the duration of
this Contract, and any extension hereof, at Contractor's sole expense, insurance
coverage written on an occurrence basis by companies authorized and
admitted to do business in the State of Texas and with an A.M. Best's rating of no
less than A- VII.
C. Contractor shall be required to submit renewal certificates of insurance
throughout the term of this contract and any extensions within 10 days of the
policy expiration dates. All notices under this Exhibit shall be given to City at the
following address:
City of Corpus Christi
Attn: Risk Manager
P.O. Box 9277
Corpus Christi, TX 78469-9277
Page 2 of 4
D. Contractor agrees that, with respect to the above required insurance, all
insurance policies are to contain or be endorsed to contain the following required
provisions:
• List the City and its officers, officials, employees, and volunteers, as additional
insureds by endorsement with regard to operations, completed operations,
and activities of or on behalf of the named insured performed under contract
with the City, with the exception of the workers' compensation policy;
• Provide for an endorsement that the "other insurance" clause shall not apply
to the City of Corpus Christi where the City is an additional insured shown on
the policy;
• Workers' compensation and employers' liability policies will provide a waiver of
subrogation in favor of the City; and
• Provide thirty (30) calendar days advance written notice directly to City of any,
cancellation, non-renewal, material change or termination in coverage and
not less than ten (10) calendar days advance written notice for nonpayment
of premium.
E. Within five (5) calendar days of a cancellation, non-renewal, material change or
termination of coverage, Contractor shall provide a replacement Certificate of
Insurance and applicable endorsements to City. City shall have the option to
suspend Contractor's performance should there be a lapse in coverage at any
time during this contract. Failure to provide and to maintain the required
insurance shall constitute a material breach of this contract.
F. In addition to any other remedies the City may have upon Contractor's failure to
provide and maintain any insurance or policy endorsements to the extent and
within the time herein required, the City shall have the right to order Contractor
to stop work hereunder, and/or withhold any payment(s) which become due to
Contractor hereunder until Contractor demonstrates compliance with the
requirements hereof.
G. Nothing herein contained shall be construed as limiting in any way the extent to
which Contractor may be held responsible for payments of damages to persons
or property resulting from Contractor's or its subcontractor's performance of the
work covered under this contract.
H. It is agreed that Contractor's insurance shall be deemed primary and non-
contributory with respect to any insurance or self insurance carried by the City of
Corpus Christi for liability arising out of operations under this contract.
Page 3 of 4
I. It is understood and agreed that the insurance required is in addition to and
separate from any other obligation contained in this contract.
2018 Insurance Requirements
Purchasing - Utilities
Installation of Two Allen Bradley 300hp VFD Cabinets
12/19/2018 sw Risk Management
Valid Through 12/31/2019
No Bond is required for this agreement.
Page 4 of 4
Attachment D: Warranty Requirements
The Contractor shall provide a one-year warranty.
Page 1 of 1