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Agenda Report - April 20, 2022 C-12
CITY OF C�LOZR CALIFORNIA COUNCIL COMMUNICATION AGENDA ITEM 6)-12. AGENDA TITLE: Adopt Resolution 1) Waiving Bid Process; 2) Authorizing Inclusion of Substation Relay Modernization Project into FY 2021/22 Capital Improvement Program; 3) Authorizing City Manager to Execute Agreement with Schweitzer Engineering Laboratories, Inc. (SEL); and Appropriating Funds ($1,024,073) MEETING DATE: April 20, 2022 PREPARED BY: Electric Utility Director RECOMMENDED ACTION: Adopt a resolution 1) waiving the bid process; 2) authorizing inclusion of the Substation Relay Modernization Project into the FY 2021/22 Capital Improvement Program; 3) authorizing the City Manager to execute an Agreement with Schweitzer Engineering Laboratories, Inc. (SEL); and appropriating funds in the amount of $1,024,073. BACKGROUND INFORMATION. Pacific Gas and Electric (PG&E) notified Lodi Electric Utility (LEU) of the incoming power supply deficiencies at Industrial Substation that cause difficulties with coordination and protection. These deficiencies are due to the end -of -life protection relays for the incoming 60kV sub -transmission lines. Mis-coordination caused by such deficiencies due to the end -of -life relays at Industrial Substation allow for decreased system reliability and slower clearing times of faults on the 60kV incoming power supplies. Upgrading the incoming 60kV relays will improve protection -coordination between PG&E and LEU, asset monitoring and asset protection for the incoming 60kV power supply and equipment at Industrial Substation. Upgrading the 60kV relays will also continue LEU efforts to standardize substation protection relays and equipment for efficient warehouse equipment stocking, field worker training and equipment familiarity. SEL provides full substation upgrade services required for Industrial Substation, including the best combination of expertise and qualifications to install and setup SEL devices as well as providing a means of third -party Factory Acceptance Testing (FAT) to perform detailed auditing of all installation and wiring work prior to full commissioning. Utilizing SEL will provide for the standardization of equipment and substation commissioning throughout the existing LEU substations. As such, LEU is requesting Council to waive the bid process in accordance with Lodi Municipal Code, Section 3.20.070 and authorize the City Manager to execute an Agreement with SEL to complete the work as described herein. APPROVED. Steve Sc h W a ba u e r Stephen Schwabauer, City Manager FISCAL IMPACT: The proposed Agreement with SEL is $1,024,073. Additional funds to complete work at all impacted substations will be requested through the FY 2022/23 capital improvement program budget planning process. FUNDING AVAILABLE: Staff are requesting an appropriation of funds in the amount of $1,024,073 to 50199000.77020. Andrew Keys Andrew Keys Deputy City Manager/Internal Services Director left 601khehuer (Wilt 71. AU730 PDTi Jeff Berkheimer Electric Utility Director PREPARED BY: Jasminder Singh, Senior Power Engineer Signature: OjnA� xvnpj Signature: si? (npr 11, 202Z 11 33 PAT) Email: akeys@lodi.gov Email: sschwabauer@lodi.gov SCHWEITZER ENGINEERINGSL LABORATORIES SEL Engineering Services, Inc. Proposal for City of Lodi Industrial Substation Relay Upgrade - 60kV SEL ES Project #: 022962.000.00 (Rev. 6) Submitted: 17 March 2022 This document, and all information contained herein, is proprietary to SEL Engineering Services, Inc. (SEL ES). Any unauthorized use, distribution, or reproduction of this document (in whole or in part) or of any information contained herein is specifically prohibited. This legend must appear on any authorized reproduction (in whole or in part). All brand or product names appearing in this document are the trademark or registered trademark of their respective holders. No SEL trademarks may be used without written permission SEL products appearing in this document may be covered by U.S_ and Foreign patents, SEL products referred to in the proposal are manufactured by Schweitzer Engineering Laboratories, Inc. City of Lodi Contact Information Jasminder (Jas) Singh Sr. Power Engineer Lodi Electric Utility Department 1331 South Ham Lane Lodi, CA 95242 Office: +1.209.333.6825 Cell: +1.209.333.6779 Email: jsingh@lodi.gov Mandeep Panech Project Manager 810 Vaca Valley Parkway, Suite 110 Vacaville, CA Office: +1.509.332.1890 Cell: +1.707.301.9347 Email: mandeep_panech@selinc.com Bharat Tummala Regional Director - West Region 3050 West Agua Fria Fwy., Suite 130 Phoenix, AZ 85027-7203 Office: +1.610.337.6784 Cell: +1.509.592.6318 Email: bharat—tummala@selinc.com Josh Barklow, P.E. Sales Engineer SEL ES Contact Information Nikhit Balasubramanian Vacaville Branch I ES Manager 810 Vaca Valley Parkway, Suite l 10 Vacaville, CA Office: +1.610.337.9359 Cell: +1.215.510.7367 Email: nik_bala@selinc.com Sales Representative Contact Information Matzinger-Keegan, Inc (MKI) Office: +1.916.226.6642 Cell: +1.925.586.9611 Email: josh@mkireps.com Document Revision Table Rev. Issue Date Notes 0 09/07/2021 Initial issue 1 10/20/2021 Revised to split up proposal into 60kV (this proposal) and 12kV (022962.001.00) 2 10/22/2021 Added an option to include six (6) SEL -411L relays instead of six (6) SEL -451 relays on three (3) 60kV retrofit plates 3 01/07/2022 Added Survalent HMI and NETA Testing options. Added sales tax information. 4 2/4//2022 1 City edits to proposal/contract SEL ES Project #: 022962.000.00 SEL ES PROPRIETARY INFORMATION City of Lodi © 2022 by SEL ES 17 March 2022 All rights reserved. Page ii 5 3/16/2022 Included agreed upon City edits to proposal/contract 6 3/17/2022 Formatting, date and total contract value updates SEL ES Project #: 022962.000.00 SEL ES PROPRIETARY INFORMATION City of Lodi © 2022 by SEL ES 17 March 2022 All rights reserved. Page iii Contents \ Company Profile ........................ .............. ............. ..................................................................... ......... l 2QuaUficu1konoand Services ........................................................................................................................ 2 2.1 Project References .............................................................................................................. —........... 5 3Scope ofServices .................... ................................................................................................................. A 3.|Deliverables toCustomer ............................. ................... .................... .......... --- .......................... \| 311 Equipment ................................ --............... .......... ................................................................ ll 3.1.2 Documentation ........................................... .................. ................... ....................................... -|| 3.2Deliverables toSEL E8..................................................................................................................... l3 33 Change inScope _~_............................. .................................... "................... ........................ |4 4Payment and Work Schedule ...................................................................... ............................................... \5 4.1 Payment Milestones ........................................................ .................. ............................. --.......... l5 42Payment and Credit Terms ................................................................................................................ l5 4.3Schedule ....................... ............. ............................................................................. .................. ... |5 4.4Work Suspension .... .......................................................................................................................... l6 4.4.1 Demobilization and Remobilization ------.—'---._----_---.--.----)6 4.42 SuspensionnfWork ................................................................................................................... l6 5{]urdfioatkxmand Exceptions .................................................................................................................. l7 5]Clarifications .......................................................................... ................. _.................... ... ...... |7 5.2 Onsite Commissioning Support -'_-----------~...,'----_''--------..l0 5.3 Factory Acceptance Testing .............................................. .................. ......................................... —lV 5.4 Relay Setting Service ............................................................................................................. .......... lA 5.5Cv — Project Passwords ................................................................................................... 20 5/6Expense Overhead ............. ............ ........ ......... ........ —..... ......... --- ................... ................... .—.2O 5.6.1 Test Equipment ...................... .......... ......................... ....... ....... .......... ......................... 2O 6SEL BBSafety .......................................................................................................................................... 2l 6]Safety ................................................................ ............. --- .......... .---- ...................... .................. l 6l1SQEWTraining ............................................ ..................................................................... ...... 2l 6]2Commissioning Qualification ..................................................................................................... 22 0l3SEL Field Safety Manual -------..-----..-----.----------.22 6.1.4 Event Reporting and Investigation --_--.—''.---''''''--------------22 7Project Quality Plan. ................................................................... ............ ........................ .--'........... 23 SEL ES Project#: 022962.000.00 SEL sSPROPRIETARY INFORMATION City of Lodi @2022uySEL sS 17March uo22 All rights reserved Page iv 8 SEL ES Terms and Conditions...................................................... Attachment I Equipment Layouts......................................................................... ............................. 27 SEL ES Project #: 022962 000 00 SEL ES PROPRIETARY INFORMATION City of Lodi © 2022 by SEL ES 17 March 2022 All rights reserved Page v 1 Company Profile SEL Engineering Services Inc. (SEL -ES) is wholly owned subsidiary of Schweitzer Engineering. Laboratories. As a 100 percent employee -owned company, we take pride in doing what is right for our employees, Customers, power systems, and communities all over the world. SEL ES provides complete design, protection, automation, communications, and power management solutions for critical electrical infrastructure worldwide. SEL ES industry experienced engineers provide the best possible solution for every project, meeting a growing need in the electric power industry as companies deal with reduced engineering staffs and increasingly complex requirements. SEL is committed to making "Electric Power Safer, More Reliable, and More Economical" SEL has over5,000 employees inventing, building, and supporting SEL products and solutions. Application and integration engineers, Customer service representatives, and sales managers support our customers from over 100 offices in 24 countries. SEL Engineering Services has multiple branch offices spread throughout the continental US/Canada with over 500 employees. The Vacaville, CA. ES office is comprised of protection and automation engineers. Additionally, this office also has commissioning engineers, technicians, and drafters on staff to serve our customers. Our office specializes in relay upgrade and breaker replacement projects. Company Information Company: SEL Engineering Services, Inc. US Tax ID: 11-3408916 DUNS Number: 05-666-1028 Company Type: Corporation Corporate Web Address: www.selinc.com Main Office: 2530 NE Hopkins Court, Pullman, WA 99163 Regional Vacaville Office: 810 Vaca Valley Parkway, Suite 110, CA 95688 Phone: +1.509.336.7067 Fax: +1.707.452.1050 Email: esinfo@selinc.com SEL ES Project #: 022962.000.00 SEL ES PROPRIETARY INFORMATION City of Lodi © 2022 by SEL ES 17 March 2022 All rights reserved. Page 1 2 Qualifications and Services SEL ES has successfully completed hundreds of breaker replacements and relay upgrades. SEL ES utilizes pre -wired custom plates to reduce outage times for switchgear and panel upgrades. Typical scope for these projects involves full engineering design, procurement and manufacture of the pre- wired custom plates, creation of settings and relay logic, automation device programming, and onsiteinstallation and commissioning services. Some of SEL ES key offering for this scope are: Scope Familiarity: SEL ES performs the required scope of work including relay replacements and breaker replacements on a regular basis with utility and industrial customers such as LG&E and KU. Panel Vendors: SEL has three panel shops located in Pullman WA, Charlotte NC and Mexico. Additionally, SEL ES also has third party panel vendor partners that we can utilize to ensure quality, consistency and manage delivery schedules. Shortened Outage Window: SEL ES approach to the scope of work which includes the use of pre -wired panels, detailed isolation and test plans allows for shortened outage windows that reduce onsite tasks and further mitigate the risk of any unintended operations. Relay Commissioning: SEL ES commissioning engineers are trained and experienced in setting and commissioning SEL relays giving them an added advantage troubleshooting anyissues that may occur during commissioning. SCADA Commissioning: SEL ES commissioning engineers have expertise with the SEL - 3530 RTAC/RTU and can configure, commission, and perform SCADA checkouts without the need fora customer provided SCADA technician onsite. Program Management: SEL ES has extensive experience in successfully managing large multi-year substation upgrade programs including both relay upgrade and breaker replacement projects for utility customers. Services include full outage and schedule management, managing subcontractors and quality management. The use of pre -wired plates helps reduce outage times, provides a better finish and results in an overall better -quality product. Please refer to Attachment -2 for more information. SEL ES Project #: 022962 000 00 SEL ES PROPRIETARY INFORMATION City of Lodi © 2022 by SEL ES 17 March 2022 All rights reserved. Page 2 I -- r Figure 1: A switchgear upgrade performed for an Ohio utility Customer (2019) w P7� A7� Figure 2: A control panel upgrade performed for a Kentucky Customer (2018) SEL ES regularly performs swing door protection upgrades for feeders on freestanding breakers, installing and testing them onsite. SEL ES Project #: 022962.000.00 SEL ES PROPRIETARY INFORMATION City of Lodi © 2022 by SEL ES 17 March 2022 All rights reserved. Page 3 0 Floil 1 11 A* Figure 3: Shows a before and after pictures for a swing door replacement (2019) SEL ES regularly performs full substation upgrades for utility Customers. Typical substation upgrade projects involve civil and electrical engineering design and detailed material specification for the breaker replacements. Figure 4: A full new breaker installation with new AC/DC panels and new conduit for a utility Customer (2019) SEL ES performs RTU upgrades and replacements on a regular basis. Our commissioning engineers can independently install, configure, troubleshoot and commission SEL -3530 RTACs/RTUs without the need for a SCADA technician. SEL ES Project #: 022962.000.00 SEL ES PROPRIETARY INFORMATION City of Lodi © 2022 by SEL ES 17 March 2022 All rights reserved. Page 4 a .j Figure 5: Shows various RTAC installation performed by SEL as part of RTU upgrade projects for a utility Customer (2019) 2.1 Project References SEL ES has Customer approval to share the following projects as references: LG&E and KU Services Company — Distribution Sub Upgrade Projects Customer Name: LG&E and KU Services Company Project Completed: 2019 Project Reference: LG&E and KU Services Company - Dist. Sub —2019 - 019337.100.00 Voltage: 12Kv Project Contact: Jacob Varner (Jacob.Varner@lge-ku.com) Project Description The scope of work involved substation upgrades for thirteen (13) Distribution Substations. 26 different yard breakers were to be fully replaced, tested, and documented ready for service. The scope of work performed at these substations involved: • Twenty-six (26) breaker replacements ■ Nineteen (19) relay door replacements • PT installation and PT box installation. ■ Breaker foundation change outs • Performed load calculations and assessments to verify the suitability of the existing foundation pads for the new breakers. • Installation of substation conduit and cable pulls • Full P&C installation and commissioning including relay settings development, relay testing and SCADA checkouts. • Battery charger replacement including Performing DC load studies and battery charger sizing. SEL ES Project #: 022962 000 00 SEL ES PROPRIETARY INFORMATION City of Lodi © 2022 by SEL ES 17 March 2022 All rights reserved. Page 5 • Feeder breaker bus and line side disconnect change out.AC/DC panel change out LG&E and KU Services Company — Distribution Substation Upgrade Projects Customer Name: LG&E and KU Services Company Project Completed: 2020 Project Reference: LG&E and KU — Dist Sub — Relay Program Manager 2019 - 019337.150.00 Voltage: 12KV/14KV Project Contact: Michael Emmitt (michael.emmitt@lge-ku.com) Project Description The scope of this project was to upgrade multiple 12 kV and 14 kV distribution substations in Kentucky. A total of 108 different distribution panels were upgraded by SEL ES across 11 different substations. Panel types across this project included Tap Changer Controllers, Low Side Main Over -currents, Transformer Differentials, Bus Differentials, Ground Transformers, Feeder Over -currents, Bus Tie Over -currents and Breaker Failure. All upgrades involved construction and procurement. SEL ES subcontracted this part of the scope to Art's Electric and Meiner's Electric Co. The substation upgrade scope at each substation included one or more conduit lays, cable pulls and fiber terminations. The SEL ES engineering scope at each station included: • Measuring the dimensions of the existing relay doors and panels and designing new relay plates to replace the existing electromagnetic relays. • Creating conduit layout and cable pull drawings for field construction crews. • Creating cutover plans to replace panels with minimum interruptions to live feeders. • Creating schematic and wiring design drawings to document the installation and wiring of termination cabinets, relay plates and AC and DC panels. • Isolating, installing, commissioning, and testing new relay circuits during scheduled system outages. • Performing checkouts with the distribution control center (DCC) to verify end-to- end communications with the new relay equipment. The SEL ES project management scope included: • Coordinating design and construction schedules. • Providing weekly status updates for all parties involved. • Updating the invoice schedule to match the project schedule. • Setting up weekly meetings with engineers and the design team, and developing meeting minutes, action item documentation and updates. • Coordinating and arranging site visits to scope out each substation. • Providing scope summary documentation to all parties involved. SEL ES Project #: 022962 000.00 SEL ES PROPRIETARY INFORMATION City of Lodi © 2022 by SEL ES 17 March 2022 All rights reserved. Page 6 • Creating a bill of materials for the documented scope of work at each station, and procuring materials as required. • Developing and maintaining outage schedules for all substations. • Scheduling SCADA checkouts with the DCC. • Managing drawing requests, checkouts and check -ins. • Coordinating panel drawings and relay testing among the design, testing and panel manufacturing teams. • Performing onsite safety audits and maintaining records. LG&E and KU Services Company — Distribution Substation Upgrade Projects Customer Name: Union Carbide Corporation Project Completed: 2020 Project Reference: Union Carbide Corporation - Union Carbide — WV Plant Relay Upgrades -020123.000.00 Voltage: 13.8KV Project Contact: Chris Zuspan (CEZuspan@dow.com) Project Description The DOW Chemical plant requested that SEL ES develop a solution to mitigate arc -flash potential issues for ten feeders in four plant substations. SEL ES replaced existing electromechanical and Basler SSD relays with new sub panels containing SEL -751 Feeder Protection Relays. The new relays have a maintenance mode used to protect from potential arc - flash situations. SEL ES designed, supplied, installed and commissioned ten (10) pre -wired custom door replacement panels. Engine Buckeye Operations, LLC — Ohio State University — Buss Diff. Upgrade Customer Name: Engie Buckeye Operations Project Completed: 2020 Project Reference: Engie Buckeye Operations, LLC — The Ohio State University — OSU SubBus Differential Upgrade - 019857.000.00 Voltage: 13.8KV Project Contact: Ben Randolph (Benjamin.Randolph@engie.com) Project Description Engie Buckeye Operations, LLC contracted SEL ES to upgrade a bus bar protection system at The Ohio State University (OSU) substation. The Customer wanted a more reliable solution that also provided the ability to store event data. SEL ES replaced the existing bus protection system with an SEL -587Z High -Impedance Differential Relay for each of the three buses at the OSU substation. As part of the scope, SEL ES supplied the relays and other accessories to the Customer. SEL ES also completed the engineering design of the system including updated drawings, relay settings, installation supervision and onsite commissioning. The onsite work was completed ahead of schedule resulting in a shorter outage window. SEL ES Project #: 022962.000.00 SEL ES PROPRIETARY INFORMATION City of Lodi © 2022 by SEL ES 17 March 2022 All rights reserved. Page 7 State University of New York — SUNY — Buffalo HMI Interface Customer Name: State University of New York Project Completed: 2017 Project Reference: State University of New York - Frey Electric Construction Co - SUNY - Buffalo HMI Interface - 012646.000.00 Voltage: 13.8KV Project Contact: Carl Dobmeier (cdobmeier@frey-electric.com) Project Description SEL ES was contracted to design and commission an HMI for viewing system one -line diagrams, relay and breaker details and breaker controls. SEL relays are polled for monitoring statuses and metering via an RTAC network. An SEL -2241 Real -Time Automation Controller (RTAC) was incorporated into an SEL -2240 Axion® to poll thirty (30) SEL relays of various types over Ethernet communication. Two (2) SEL- 3505 RTACs were used to poll six (6) SEL -500 Series Relays for serial communication. An SEL- 3355 computer was the platform for the Wonderware InTouch HMI. The RTACs supplied data to the SEL -3355 over Ethernet. The project was commissioned in two trips. During the first trip, the RTAC networks up to the HMI were tested and confirmed. During the second trip, the RTAC network serving the building administration system was tested in addition to two (2) Beckwith -2001M Load Tap Changers, which needed to have communications to the RTAC confirmed and displayed in the HMI. The breaker controls were reconfirmed during the second trip to ensure they were not affected by wiring changes. The cables from the SEL 500 Series Relays to the SEL 3505 RTAC were replaced with RS -485 compatible cables. SEL ES Project #: 022962.000.00 SEL ES PROPRIETARY INFORMATION City of Lodi © 2022 by SEL ES 17 March 2022 All rights reserved. Page 8 3 Scope of Services This proposal covers the equipment, engineering, documentation, testing and commissioning for the 60kV switchgear relay upgrades. Work to install the relays will take place in four (4) weeks or four (4) "phases" and it is intended to complete up to four (4) panels per phase. The sequence of installation is to be determined with the customer. Service Description Price (USD) Item 1: Equipment $399,796.00 • Provide equipment and software as detailed in 3.1.1 Item 2: Drawings $235,305.00 • Provide drawings for each plate/ panel delivered per the details specified in Section 3.1.2. Update all Industrial Substation panel layouts, AC, DC schematics, and wiring diagram drawings affected by the relay upgrade work. Provide demo and as -built drawings. Item 3: System Design • Develop a Functional Design Specification (FDS) that describes the communication, logic and HMI design for equipment and software delivered with this proposal. Item 4: Points List • Develop point lists for the 60kV system to support settings, local RTAC HMI and SCADA configuration. Item 5: Setting Development Develop programming settings for all relays and automation devices. This includes local RTAC HMI and SCADA configuration settings. 60kV Line Retrofit Plate • Programming and documentation of twelve (12) SEL -451 Protection, Automation, and Bay Control Systems • Programming of six (6) SEL -735 Power Quality and Revenue Meters Bank Retrofit Plate • Programming and documentation of two (2) SEL -487E Transformer Protection Relays • Programming and documentation of two (2) SEL -451 Protection, Automation, and Bay Control Systems • Programming of two (2) SEL -735 735 Power Quality and Revenue Meters Bus Differential Retrofit Plate • Programming and documentation of four (4) SEL -487B Bus Differential and Breaker Failure Relays Axion configuration • SEL -Axion programming for 60kV RTU Item 6: HMI Development • Develop RTAC HMI screens including one -line displays and communication screen. SEL ES Project #: 022962.000.00 SEL ES PROPRIETARY INFORMATION City of Lodi © 2022 by SEL ES 17 March 2022 All rights reserved. Page 9 Item 7: Factory Acceptance Tests (FAT) • Stage the equipment associated with each system, at the SEL ES Vacaville, CA office and perform one (1) customer witnessed FAT (60kV) for three (3) days. Price (USD) Item 8: Installation & Commissioning Support $184,799.00 • Mobilize two (2) field services technicians to the customer site to complete the installation of all equipment provided with this proposal. Work will be completed in two (2) mobilizations of two (2) weeks each. • Mobilize protection and automation engineers based out of the SEL ES Vacaville, CA office to the customer site in Lodi, CA to provide onsite installation and commissioning support during the field service technician $34,570.00 mobilizations. • Develop commissioning plans for the retrofit upgrade ■ Develop commissioning plans for the Automation commissioning. Total (Base price) $819,900.00 Optional scope- Price (USD) Option 1: Equipment and engineering $17,730.00 • Provide SEL -411L relays instead of SEL -451 relays for three (3) 60kV retrofit plates (two (2) 411 Ls in each for a total of six (6) SEL -411L relays) — lines connecting to PG&E. • Programming and documentation of six (6) SEL -411L relays instead of six (6) SEL -451 relays Option 2: NETA Testing $34,570.00 NETA testing will be provided by a third party (EPS) for the following relays only. 60kV Line Retrofit Plate Six (6) SEL - 451 Protection, Automation, and Bay Control System Six (6) SEL - 411 L Advanced Line Differential Protection, Automation, and Control System Six (6) SEL - 735 Power Quality and Revenue Meter Bank Retrofit Plate Two (2) SEL - 487E Transformer Protection Relays Two (2) SEL - 451 Protection, Automation, and Bay Control Systems Two (2) SEL - 735 Power Quality and Revenue Meters Bus Differential Retrofit Plate Four 4 SEL - 487B Bus Differential and Breaker Failure Rela s Option 3: Survalent HMI Development $103,800.00 SEL ES is providing the following on a Time & Expenses basis • Develop the Survalent based HMI system for the industrial substation based on the existing project screen templates and standards. • Provide HMI screenshots showing the different screens and HMI colors for approval. • Host the customer for a 60% FAT for the new HMI system. • Mobilize one (1) engineer for two (2) weeks to deploy the Survalent HMI, test the HMIs stem and commission. SEL ES Project #: 022962.000.00 SEL ES PROPRIETARY INFORMATION City of Lodi © 2022 by SEL ES 17 March 2022 All rights reserved. Page 10 Option 4: Performance and Warranty Bonds SEL ES will include the necessary performance and warranty bonds as outlined in the terms agreed upon. $15,090.00 Total (Base price + Optional price) $991,090.00 Sales Tax (applicable only on the equipment) $32,983.00 Total Not -to -Exceed (including tax on equipment) $1,024,073.00 All quoted prices are subject to prevailing wage requirements, where applicable. SEL ES agrees to conform to the provisions of Chapter 1, Part 7, Division 2 of the Labor Code. To the extent that SEL and subcontractor personnel is subject to these requirements, SEL ES and any subcontractors will pay the general prevailing wage rate and other employer payments for health and welfare, pension, vacation, travel time, and subsistence pay, apprenticeship or other training programs. The responsibility for compliance with these Labor Code requirements is on the prime contractor. 3.1 Deliverables to Customer 3.1.1 Equipment SEL ES will provide the following equipment to City of Lodi ("Customer") with layout/BOM information in Attachment 1: • Relay plates designed to be fitted onto the existing structure of the Industrial Substation relay panels, with the following quantities: — Qty 6: 60kV Line Retrofit Plates — Qty 2: Transformer Bank Retrofit Plates — Qty 2: 60kV Bus Differential Retrofit Plates — Qty 1: Automation Retrofit Plate for 60kV • One (1) Axion Cabinet to be installed as replacement for the existing 60kV RTU Cabinet. • SEL -5045 ACSELERATOR Team Software® for automated event collection (50 device licenses). 3.1.2 Documentation SEL ES will provide the following documentation to the Customer: An initial set of drawings for the Customer to review, comment, and approve consisting of the following: • Drawing index or drawing transmittal sheet that includes drawing number, revision number, and description: — Panel structural drawings — AC elementary drawings — DC elementary drawings — Wiring drawings SEL ES PROPRIETARY INFORMATION © 2022 by SEL ES All rights reserved. SEL ES Project #: 022962.000.00 City of Lodi 17 March 2022 Page 11 — Bill of materials (BOM), including revised part numbers, quantities, etc. — Panel layout drawings, including revised placement, numbers, etc. — Nameplate list, including revised device numbers, etc. • A final set of the above drawings that have been approved by the Customer. • A bound book for each panel including all auxiliary relays, switches, terminal blocks, etc. • A relay instruction manual for each relay provided in either CD or bound format. • Functional Design Specification (FDS) in .pdf format. • Points list in .xlsx format. • RTAC settings in .exp format. • Training agenda and materials in Microsoft PowerPoint format. • O&M Manual. • A Bill of Material (BOM) in .pdf format. • A protection and automation factory acceptance test (FAT) report. • A Site Readiness Checklist. • Field Service Reports (FSR). • Commissioning and System in Service Certificate. • An electronic copy of all drawings and BOMB furnished by SEL ES. Note: All drawings will be provided in AutoCAD format (.dwg) version 2013 unless otherwise noted. If Option 2 is selected, the SEL ES will work with EPS to • Provide all necessary field service engineers, technicians, tools, and test equipment to complete the testing of the equipment as defined by the projects scope of work. • Provide all required documentation for the applicable field tests as defined by the projects scope of work. • Perform the following safety tasks: i. Perform a daily onsite Job Hazard Analysis (JHA) prior to commencing any site activities. ii. Coordinate with the customer to perform Lock-Out/Tag-Out (LOTO) activities as required by the projects scope of work. iii. Perform equipment inspections as required by the project scopes of work. iv. Report any items that are believed to have a potential for an unsafe work condition. • Provide a full report to include the scope of work, test dates, test data, and any discrepancies discovered with recommendations. SEL ES Project#: 022962.000, 00 SEL ES PROPRIETARY INFORMATION City of Lodi © 2022 by SEL ES 17 March 2022 All rights reserved. Page 12 3.2 Deliverables to SEL ES The Customer will provide the following items to SEL ES: • Drawing index or drawing transmittal sheet that includes drawing number, revision number, and description. • Latest approved one -line and AC/DC schematics for the project. • Drawing templates, standards, and numbers. If not supplied, then the project will use SEL ES drawing templates, standards, and numbers. • A review and approval of each drawing package. • A review and approval of the Functional Design Specification (FDS). • Final IP addresses for all new applicable SEL devices. • A review and approval of each Point List. • A review and approval of the Factory Acceptance Test (FAT) procedure. • A review and approval of the Site Readiness Checklist. • Signed Field Service Reports (FSR). • A signed Commissioning and System in Service Certificate. • A review and approval of the training agenda. • Existing Survalent project files. • Approval of the HMI screenshots. If Option 2 is selected, the customer will • Supply personnel for assistance with loading and unloading test equipment if required by the projects scope of work. • Supply adequate power for test equipment as required by the projects scope of work. • Supply all lifting devices if required by project scope of work. • Coordinate, supply and ensure all scheduled equipment in a priority list defining sequential order by the project scope of work to be tested available upon arrival of EPS Personnel. • Allow and ensure free, clear, and uninterrupted access to all equipment being tested and in the projects scope of work. • Client to provide an on-site employee who is qualified and familiar with the electrical system, and any jobsite regulations. • Client to remove and reinstall all circuit breakers listed above in the scope of work for testing. • Client to remove and reinstall all panel coverings for IR scanning by EPS SEL ES Project #: 022962.000.00 SEL ES PROPRIETARY INFORMATION City of Lodi 0 2022 by SEL ES 17 March 2022 All rights reserved. Page 13 • Provide up to date documents as required, such as protective device settings, any necessary electrical drawings, or manufacturer's instruction manuals. • Arrange and pay for any utility outages that may be required to de -energize equipment to be tested. • Customer shall perform all switching required to de -energize the equipment to be tested. If EPS is required to perform switching, customer must submit a signed Switching Agreement relieving EPS of any and all liability associated with such switching activity. • Provide allotted time per project scope of work to allow EPS lead personnel to walk the project site and finalize project logistics and schedule (if required). • Cable terminations need to be made accessible and possibly de -terminated for specific tests. • If a request for quote (RFQ) does not include one -line drawings, schematics, three lines, a schedule of work, or specifications, pricing may be affected by additions to the scope not initially accounted for. • EPS will require all equipment to be installed, set on pads, and grounded before testing. • Client to provide a safe location for test equipment to be left on-site for the duration of the project. • Provide (72) hour notice for scheduling of testing so that there is compliance with the California Labor Laws (if applicable). 3.3 Change in Scope In the event of a change in scope, the contract amount and schedule shall be equitably adjusted. The party identifying a potential change in scope will request the change of scope to the other in writing (fax, email, or letter). SEL ES will identify any budget or schedule impact and submit it for approval. SEL ES will proceed with the work as soon as SEL ES receives written approval, in accordance with established contract provisions. SEL ES Project* 022962.000.00 SEL ES PROPRIETARY INFORMATION City of Lodi © 2022 by SEL ES 17 March 2022 All rights reserved. Page 14 4 Payment and Work Schedule 4.1 Payment Milestones Milestone Activity Price (USD) 1. Kickoff Meeting Completed $80,000.00 2. FDS Submittal $50,000.00 3. HMI Screens Submittal $50,000.00 4. Drawings Submittal $50,000.00 5. Drawings Approval $50,000.00 6. FAT Complete $20,000.00 7. Equipment ordered $200,000.00 8. Equipment Delivered $199,796.00 9. Phase l and 2 Commissioning Complete $50,000.00 10. Phase 3 and 4 Commissioning Complete $50,000.00 11. Axion Commissioning Complete $20,104.00 Total (Base price) $819,900.00 12. Equipment Delivered (If option is selected) $17,730.00 13. NETA Testing mobilized (If option2 is selected) $23,570.00 14. NETA Testing complete (If option2 is selected) $11,000.00 15. Item billed monthly for Survalent HMI work (Time and expense) (If option3 is selected) $103,800.00 16. Upon completion of Kick off Meeting (if option 4 is selected) $15,090.00 Total (Base price + optional price) $991,090.00 All quoted prices listed above are exclusive of any sales, use, value-added, or similar taxes, which will be added, if applicable, at the statutory rate(s) at the time of invoicing. The estimated amount of sales tax onthe equipment will be $32,983.00 This proposal is valid for 90 days. SEL ES reserves the right to withdraw this offer if mutually accepted credit terms cannot be agreed upon. 4.2 Payment and Credit Terms Payment Terms: Net 30 days after date of invoice. 4.3 Schedule The panel fabrication schedule is based on the following: • Customer approval of the panel structural and panel layout drawings SEL ES Project #: 022962.000.00 SEL ES PROPRIETARY INFORMATION City of Lodi © 2022 by SEL ES 17 March 2022 All rights reserved. Page 15 • Customer approval of the panel BOMs • A one-time review of drawings, BOMs, and nameplate lists Drawings will be transmitted electronically by encrypted communications to expedite approval turnaround time. SEL ES will furnish a schedule for engineering, drawings for approval, manufacture, test, and shipment within one week after receipt of a purchase order and agreed upon terms. Failure to supply requested information in a timely manner will affect the schedule and will subject the Customer to additional charges as set forth in Section 3.3. If a project is delayed or suspended, the revised project schedule will be based on present workload and staff availability. Proposed schedules are based on present workloads and, if applicable, material and equipment deliveries. The schedule may change depending upon the start date and the impact of work that may be awarded to SEL ES between the date of this proposal and the date of the award. Schedule is subject to acceptable payment and credit terms. The schedule will be equitably adjusted in the event of changes in scope or in the event of delays attributable to the Customer or Customer's separate contractors, unforeseen conditions, or causes beyond the control of SEL ES. 4.4 Work Suspension 4.4.1 Demobilization and Remobilization In the event that a delay involves a demobilization and remobilization, whether the same is due to a Customer request, a lack of information, Customer has been unresponsive for 30 days, or otherwise, SEL ES will charge and the Customer agrees to pay the greater of $1,000 or 5% of the contract value to demobilize from the Project. After the Project has been demobilized, SEL ES will charge and the Customer agrees to pay 2% of the contract value to remobilize the project per Customer directive and per a mutually approved schedule. If a project is remobilized, the revised project schedule will be based on present workload and staff availability. 4.4.2 Suspension of Work Any Project delayed or demobilized beyond a reasonable period (as determined in SEL's sole discretion and including, but not limited to, the Customer being unresponsive for 30 days or the project being suspended for a period of 180 days or more) shall be treated as terminated by Customer and Customer shall be responsible for payment of all outstanding invoices, any actual costs incurred up to the date of termination, and a 20% cancellation fee on the remaining unbilled balance. SEL ES Project #: 022962.000.00 SEL ES PROPRIETARY INFORMATION City of Lodi © 2022 by SEL ES 17 March 2022 All rights reserved. Page 16 5 Clarifications and Exceptions SEL ES developed the scope of work, schedule, and price based on the information provided to us as listed in this proposal. Should additional or changed work be required, including such work resulting from unusual conditions or for any other reasons that are not evident from the information provided, changes to the price or schedule may result. SEL ES will assign a project manager to the project. The project manager will oversee and maintain the schedule within SEL ES. The project manager will also be the point of contact with the Customer in order to maintain a smooth flow of information. For safety reasons, SEL ES service personnel will not plan to work more than 10 hours per day. Should job requirements dictate work hours in excess of 10 hours per day, SEL ES and the Customer must review the requirements and agree on an appropriate plan that addresses safety concerns and the reasonableness of the hardship that the excessive hours place on SEL ES personnel. 5.1 Clarifications This proposal only includes the equipment, engineering, testing and commissioning associated with the 60kV switchgear. The equipment, engineering, testing and commissioning associated with the 12kV switchgear will be part of a different proposal (022962.001.00). This proposal does not account for any training time. Training time is included as part of the l2kV switchgear proposal (022962.001.00). SEL ES can revise this proposal to include training time in the proposal instead, or provide additional training time if required at an additional cost. The signed and approved Functional Design Specification (FDS) supersedes any proposal, specification, or other preliminary design documents. Panel products provided in this scope of work are not UL listed. SEL ES can provide UL listing service if required, at an additional cost. Demolition drawing markups will be provided in only PDF format. If additional Commissioning Support Services are required, they can be provided per Customer request under a change order. There are no protection studies offered as part of this proposal. Relay settings will be developed based on existing settings. SEL ES will provide DC burden data for each panel or cabinet to help Lodi with their battery assessment studies. SEL ES is not providing any new licenses or servers for Survalent. SEL ES shall be notified, a minimum of 20 working days prior to being required to mobilize. Price assumes work to be performed Monday thru Friday, normal business hours (excluding holidays). The price above is based on the assumption of accuracy of the electrical system data supplied to SEL ES (e.g. single -line diagram, equipment list or another source). Any unplanned time necessitated by inaccuracies of this information due to restricted site access, deficiencies discovered or safety SEL ES Project #: 022962.000.00 SEL ES PROPRIETARY INFORMATION City of Lodi © 2022 by SEL ES 17 March 2022 All rights reserved. Page 17 guidelines (e.g. safety equipment, procedures) may result in a work stoppage, and be additionally billed on a time and material basis in accordance with our current published rates for applicable class of service. SEL ES will require this signed proposal with agreed upon terms as included with the signed proposal, prior to the start of this project. SEL ES reserves the right to bill for any project delays (especially if SEL ES or EPS is forced to remain on-site until testing is ready to be performed & updated settings/drawings provided) caused by pre -start delays and/or on-going project delays/deficiencies. This proposal is based on a set amount of mobilizations/demobilizations as stated per the items listed above and if additional site visits are required for any reason before or after the agreed upon project completion deadline; additional T&M charges will be incurred. The following will be billed: i. Retest or repair of any faulty equipment. ii. Significant on-site project delays including but not limited to acquiring accurate relay settings or drawings, equipment deliveries, installation, weather delays, equipment problems or stand-by time. iii. Testing scope of work deficiencies or troubleshooting. iv. Optional work or expenses in addition to or outside of the scope of work, as indicated in this proposal. Price assumes days for equipment testing with mobilization(s). Any additional mobilizations, or additional trips requested by the customer will incur additional mobilization charges. Any additional materials furnished by SEL ES or EPS outside of the described scope of work will require prior approval by the customer before ordering and are subject to cost plus, taxes, and freight charges. Any equipment rented, such as man -lifts, generators, load banks, etc., will be subject to an upcharge plus delivery or shipping. This price is for testing each item listed in the scope of work once. Any retesting of defective equipment or replaced equipment will be considered out of scope work, and will require a change order. No equipment will be energized prior to testing, SEL ES and EPS must be notified by the client prior to energizing any switchgear. All tested equipment will have a calibration sticker applied with the calibration date document (if applicable) 5.2 Onsite Commissioning Support Onsite commissioning support is provided as part of this proposal and does not include installation or wiring. For this support, the SEL ES engineer will work under the direction of the Customer's engineer in charge and will assist with technical issues that arise during commissioning regarding SEL devices. The engineer in charge will be responsible for providing and operating required test equipment. The SEL ES engineer will follow operational and safety procedures governing the work SEL ES Project #: 022962.000.00 SEL ES PROPRIETARY INFORMATION City of Lodi © 2022 by SEL ES 17 March 2022 All rights reserved. Page 18 site but will not be responsible for enforcing operations and safety procedures, the direct supervision of personnel, or taking or releasing system clearances. Delays in project completion, or non completion of the onsite commissioning support, due to troubleshooting, finding, and correcting problems created by the Customer's installation shall not be the responsibility of SEL ES. SEL ES engineers will bring hard hat, safety -toe protective footwear, safety glasses, ear plugs, and cotton or fire -rated shirt. Customer will provide any other special clothing or safety equipment required to enter site. Also, Customer will provide any special safety training to enter site (training time shall apply to onsite support time). SEL ES safety work practices require employee exposure to arc -flash energy be limited to 8 cal/cm'. Electrical outages in equipment should be considered as a means to eliminate any risk of employee exposure to arc -flash incident energy. If the normal incident energy is above 8 cal/cm', SEL ES will work with the customer to evaluate the options to reduce fault current and fault current clearing times, including creating temporary settings changes to speed up protection, opening tie breakers, and other incident energy reduction techniques. If an arc -flash study is required to determine the correct incident energy level, SEL ES will provide a proposal to do this work under a separate contract. 5.3 Factory Acceptance Testing Our highly qualified personnel thoroughly test each panel, and we will adapt our testing procedures to meet special Customer requirements. SEL ES performs complete factory assembly and testing of integrated systems, contributing to easier, faster, and error -free commissioning. The checkout procedures, specifically for relays and automation FAT activities, typically include the following activities: • Pre -functional test checkout (general workmanship, wire continuity, isolation, etc.) • Settings loaded into the relays and communications processors • Data cable connection checkout • Communications status checkout • DC control circuit functional tests (battery bank and charger) • AC sensing circuit functional tests There is no charge for the Customer being present during factory acceptance testing. The Customer will be notified at least two weeks prior to the FAT. 5.4 Relay Setting Service Relay settings will be selected to maintain coordination, to the extent that it is practical to do so. If system coordination cannot be maintained, SEL ES will work with the Customer to determine the best course of action. Any fault study developed or performed will be limited to that as defined under Scope of Services. Adjacent substations and equivalent systems within one line segment of the study SEL ES Project #: 022962.000.00 SEL ES PROPRIETARY INFORMATION City of Lodi 0 2022 by SEL ES 17 March 2022 All rights reserved. Page 19 area will be included to verify coordination. All pertinent fault and relay data are to be provided by the Customer in a timely manner. Remote substation relay settings, evaluation, and recommendations are beyond the scope of this project. Relay settings and supporting documentation are provided by electronic means. The documents include relay settings, supporting calculations, pertinent fault study results, and overcurrent coordination curves, as required in Microsoft Word or Adobe Acrobat format. In addition, these documents will also include settings for all SEL relays in an ACSELERATOR QuickSet® SEL -5030 Software database to facilitate setting the relays. 5.5 Cybersecurity — Project Passwords To maintain security during the processes of engineering, fabrication, factory tests, shipment, delivery, onsite testing, and commissioning, the electronic devices in this system are assigned project passwords. They are specific to this project and are controlled at SEL ES on a strict need -to -know basis. As part of the final deliverables from SEL ES, the Customer will receive documentation identifying the project passwords in each of the delivered products. SEL ES recommends that the Customer change the project passwords to Customer -defined passwords upon receipt of their products. SEL ES policy is to change passwords; however, SEL ES will follow the Customer policy regarding passwords as advised. 5.6 Expense Overhead 5.6.1 Test Equipment The following test equipment will be billed at the rate of $250 per day for bench testing and/or Customer -witnessed testing at an SEL ES facility or for any testing performed at the Customer's site. This fee includes ground shipping costs. Air or other expedited shipment is available for an additional fee. • Omicron SEL ES Project #: 022962.000.00 SEL ES PROPRIETARY INFORMATION City of Lodi © 2022 by SEL ES 17 March 2022 All rights reserved. Page 20 6 SEL ES Safety 6.1 Safety SEL ES project procedures are designed to highlight human performance improvement (HPI) error precursors and implement tools to place barriers against hazards encountered in engineering work and in the field. HPI tools that are built into the daily work of SEL ES engineers include, but are not limited to: • Peer -check requirements • Questioning attitude • Stop work • Policy adherence • Effective communication strategies • Documentation of good catches and near misses • Participation in surveys and questionnaires to obtain feedback A dedicated change manager leads the team through cause analysis to address issues. The safety program is comprised of four mandatory parts, as described in the following subsections. 6.1.1 SQEW Training Employees shall complete SEL Qualified Electrical Worker (SQEW) training to work in the field. The two-day course is comprised of section competencies measured through quizzes. The second day, employees collaborate, respond to real-life scenarios encountered in the field, and teach the class their evaluation. SQEW training covers: • National Fire Protection Association (NFPA) 70E® • Shock and arc -flash hazards and approach boundaries • Risk assessment • HPI tools and applications • Personal protective equipment (PPE), in accordance with the Occupational Safety and Health Administration (OSHA) and NFPA 70E • Substation equipment, entry, and protocols • Step and touch potential • Control of hazardous energy (lockout/tagout) • Electrically safe work conditions • Situational awareness SEL ES Project #: 022962.000.00 SEL ES PROPRIETARY INFORMATION City of Lodi © 2022 by SEL ES 17 March 2022 All rights reserved. Page 21 • Project Safety Plan • Daily Tailboard • Energized Electrical Work Permit • Stop Work Procedure • Other electrical safety topics 6.1.2 Commissioning Qualification SEL ES employees are required to successfully complete a three -tiered qualification program. The employee shall understand and demonstrate knowledge in each competency in the qualification document through questions, simulation, and hands-on performance. 6.1.3 SEL Field Safety Manual Training The scope includes all SEL employees who visit customers' sites to perform work in which the job may expose them to physical, mechanical, electrical, chemical, or radiological hazards. SEL ES complies with all local, state, and federal laws, as well as with other regulations relative to the methods of performing work. The contents meet or exceed the requirements of OSHA regulations and NFPA 70E. 6.1.4 Event Reporting and Investigation SEL ES has a robust event reporting and investigation program to collect safety data from employees when hazards or potential hazards are encountered while working. The goal is to proactively educate employees, create awareness, and put barriers against hazards in place to improve safety performance. A communication program provides information to employees regarding the good catch/near miss and allows discussion as to why they are important to safety performance. SEL ES Project #: 022962.000.00 SEL ES PROPRIETARY INFORMATION City of Lodi © 2022 by SEL ES 17 March 2022 All rights reserved. Page 22 7 Project Quality Plan SEL maintains a documented quality system that meets the requirements of ISO 9001. SEL ES strives to design, develop, and deliver dependable, quality solutions that exceed Customer expectations by applying the example SEL ES Project Procedure illustrated in Figure 1. The procedure and subordinate work instructions encompass a sequential, phase -gate design process that is tailored to the specific scope of the project. The primary goal is to design in quality from the beginning of the project. Time spent early on to ensure that customer project requirements and the design basis are correct saves time and effort in later phases for the customer, the project team, and others involved. The SEL ES Project Procedure for a typical project has phases for planning, definition, development, testing/validation, commissioning, and close out. Detailed design reviews of requirements and deliverables by competent technical reviewers from SEL ES authorized reviewer lists ensure the quality of deliverables. Testing and validation processes prove the performance of the solution for the customer's application. The customer has an important role in the process. Throughout the project, SEL ES will communicate project status and provide opportunities to define requirements, review deliverables, and provide feedback on SEL ES performance. Additionally, when customers define hold/witness points or approval require- ments, SEL ES will include the requirements in its detailed project plans to guarantee compliance. Phase 0 Exit Phase 1 Exit Phase 2 Exit Phase 3 Exit Phase 4 Exit Phase 5 Exit FPhase 0 Phase 1 Phase 2 Phase 3 Phase 4 Phase 5 Phase 6 Opportunity Planning Definition Development Testing/ Validation Commissioning Close Out Negotiate Conduct Contract and Project Kickoff Verify Meeting Award/P.O. Subordinate SEL ES Procedures Project Management Protection Automation Special Protection Systems Design and Commissioning CAD Drafting Cybersecurity Figure 1: Example SEL ES Project Procedure Diagram Submit Final Invoice and File Records SEL ES Project #: 02296Z000, 00 SEL ES PROPRIETARY INFORMATION City of Lodi © 2022 by SEL ES 17 March 2022 All rights reserved. Page 23 Perform Perform Evaluate RFP Document and Review Develop and Functional and System Evaluate and DevelopConstruct Project Plan Functional Review Staged Installation and Project Proposal Requirements Deliverables System Review — Testing — FAT Commissioning Negotiate Conduct Contract and Project Kickoff Verify Meeting Award/P.O. Subordinate SEL ES Procedures Project Management Protection Automation Special Protection Systems Design and Commissioning CAD Drafting Cybersecurity Figure 1: Example SEL ES Project Procedure Diagram Submit Final Invoice and File Records SEL ES Project #: 02296Z000, 00 SEL ES PROPRIETARY INFORMATION City of Lodi © 2022 by SEL ES 17 March 2022 All rights reserved. Page 23 8 SEL ES Terms and Conditions To accept this proposal and attached terms, please return this sheet, signed and dated. . City of Lodi, a municipal corporation ("Customer") SEL Engineering Services, Inc., a New York corporation authorized to do business in California ("SEL ES") 1331 South Ham Lane 810 Vaca Valley Parkway Suite 110 Lodi, CA 95242 USA Signature: Print Name: Stephen Schwabauer Vacaville, CA 95688 USA FAX: +1.707.452.1050 Signature: Print Name: Title: City Manager Title: Date: Date: APPROVED AS TO FORM: JANICE D. MAGDICH, City Attorney By: ATTEST: PAMELA M. FARRIS Assistant City Clerk Contract Information (to be completed by client): Contract Amount: $ 1,024,073.00 Contract#: Ship To Address: 1331 South Ham Lane, Lodi, CA Bill To Street Address: 1331 South Ham Lane, Lodi, CA 95242 Attn: Jasminder (Jas) Singh Bill To Email Address: eudmailbox@lodi.gov 1. Applicable Terms and Conditions. These terms and conditions ("Terms") and the SEL Proposal constitute the entire agreement between Customer and SEL Engineering Services, Inc. ("SEL") with respect to the Project. "Project" means the project described in the attached Proposal. These Terms supersede any prior or contemporaneous, verbal or written, agreements, negotiations, commitments, representations or correspondence between the parties, including any terms and conditions on any purchase order form. All sales are expressly limited to these Terms and are conditional on Customer's assent to these Terms. SEL hereby expressly rejects any representation, express or implied warranty, course of performance or dealing, trade usage or any different or additional terms and conditions not set forth herein unless expressly agreed to in writing and signed by an authorized officer of SEL. Any Schweitzer Engineering Laboratories, Inc. ("SEL, Inc.") products purchased in conjunction with the Project shall be subject to the then -current SEL, Inc. product sales terms, which are available at SEL's website at www.selinc.com/termsandeonditions/unitedstates and incorporated herein by reference. Training provided by SEL University is governed by the SEL University Terms and Conditions posted on SEL's website at SEL ES Project #: 022962.000.00 SEL ES PROPRIETARY INFORMATION City of Lodi © 2022 by SEL ES 17 March 2022 All rights reserved. Page 24 www.selinc.com/termsandconditions/seIuniversity/. 2. SEL Responsibilities. SEL shall furnish the necessary engineers and technicians to provide the engineering services set forth in the Scope of Services. The professional obligations of SEL's design professionals shall be undertaken and performed in the interest and on behalf of SEL in accordance with applicable laws and regulations governing such design professionals and generally accepted engineering practices prevailing in the jurisdiction where the Project is located. Nothing contained in these Terms shall create any professional obligation or contractual relationship between the individual professionals and Customer. SEL shall assist Customer in obtaining any necessary approvals of professionally -sealed drawings, and shall assist Customer in obtaining necessary approvals from governmental authorities having jurisdiction over the Project. 3. Customer Responsibilities. Customer shall provide SEL with full information regarding the requirements for the Project, and SEL shall be entitled to rely on such information. Any tests, data of any kind or reports of Customer's other consultants or independent contractors shall be furnished with reasonable promptness and SEL shall be entitled to rely upon their sufficiency, accuracy and completeness without further inquiry. Customer shall provide all information requested by SEL relating to the Project expeditiously and shall render decisions pertaining thereto in order to avoid delay in the orderly progress of the design and construction of the Project. Failure to comply with this requirement may result in additional costs and delays, which shall be Customer's sole responsibility. Customer will ensure that SEL's personnel or representatives are provided a safe and secure work environment at all times while they are on site to enable work to be carried out. SEL may, in addition to other rights or remedies available to it, evacuate some or all of its personnel from the site, suspend performance, and/or remotely perform or supervise work. Any such occurrence shall be considered an excusable event. Customer shall reasonably assist in any such evacuation. 4. Changes and Delays. Changes in scope or modification of Services will result in the contract amount and schedule being equitably adjusted. SEL is not obligated to proceed with any change until both parties agree upon such change in writing. SEL shall be entitled to an equitable adjustment in the price and schedule in the event of any changes in the law or engineering standards impacting SEL's obligations or performance under this Agreement. Any order delayed at Customer's request shall be subject to the prices and Terms in effect at the time of release of such delay. Any such order delayed beyond a reasonable period (as determined in SEL's sole discretion) shall be treated as a Customer termination, and Customer shall be responsible for payment of all outstanding invoices, any actual costs incurred up to the date of termination and a 20% cancellation fee on the remaining unbilled balance. When Products are ready for shipment and shipment cannot be made due to Customer's request, SEL shall submit an invoice for such Products payable upon receipt thereof and shall store such Products on Customer's behalf. In such event, risk of loss shall pass to Customer upon moving such Products to storage, and all expenses incurred by SEL in connection with such storage, including without limitation demurrage, cost of preparation for storage, storage charges, insurance (if SEL chooses, at its sole discretion, to purchase such insurance) and handling charges, shall be payable by Customer upon submission of invoices by SEL. 5. Prices, Taxes and Payment Terms. Customer must meet the then -current SEL credit requirements to purchase on credit. Customer shall pay SEL in accordance with the agreed upon Proposal. Payments terms are net thirty (30) days from date of invoice if credit is approved. All invoices shall be deemed accurate unless Customer advises SEL in writing of an error within 10 days following receipt. If Customer advises SEL of an error, (i) any amounts corrected by SEL shall be paid within 14 days of correction or within 30 days of the original invoice date, whichever is later, and (ii) all other amounts shall be paid by Customer by the original due date. If Customer requires SEL to use a specific system or tool to process regular business transactions (e.g. invoices, shipment notifications, purchase orders), SEL may charge Customer for any transaction, setup or subscription fees charged to use the system or tool. SEL may suspend work or cancel any outstanding order if Customer fails to make a payment when due and until such payment is made. SEL shall not be liable for any liquidated damages if SEL suspends work due to the Customer's late payment or credit issues. If an order is cancelled because of credit issues or late payments, SEL shall be entitled to receive payment of all outstanding invoices, any actual costs incurred to date, and a 20% cancellation fee on the remaining unbilled balance ("Cancellation Charges"). Prices are exclusive of any taxes. If Customer claims a tax or other exemption or direct payment permit, Customer will provide a valid exemption certificate or permit and will indemnify, defend and hold SEL harmless from any taxes, costs and penalties arising from the same. Any payment made by Customer may be applied to amounts due before being applied to current orders, at SEL's sole discretion. Notwithstanding the foregoing, Customer's failure to pay amounts due shall be deemed a material breach of these Terms, and any acceptance by SEL of late payments shall not be deemed a waiver of such breach. To the extent allowed by law, SEL shall be entitled to recover all costs incurred in collecting amounts due from Customer, including without limitation legal fees and other costs (including without limitation disbursements). 6. Intellectual Property. SEL retains all its intellectual property rights. All documents, designs, drawings, plans, specifications and other work product (collectively "Work Product") prepared by SEL in performing the Project shall not be deemed `works made for hire" for Customer. To the extent that any such Work Product prepared by SEL while performing the Project is integrated into the Project, SEL hereby grants Customer a perpetual, worldwide, non-exclusive, non -transferable, personal, revocable, limited license to use, copy and modify such Work Product for internal business purposes only. SEL's Work Product and/or designs for other projects shall not be used for any purpose except the applicable Project without first obtaining SEL's written consent. Customer agrees to indemnify, defend and hold harmless SEL and all related parties from and against any unauthorized use or reuse of Work Product furnished by SEL, and any changes made by Customer or others relating to design documents produced by SEL. 7. Use of Confidential Information. In the performance of the Project and/or these Terms, a party may receive documents, materials, data and other confidential information of the other party or its affiliates. The receiving party shall use confidential information solely in performance of the Project and any resulting business transaction between the parties. The receiving party shall use at least the same degree of care (and, in any event, not less than a reasonable degree of care) in protecting the disclosing party's confidential information as it exercises in protecting its own similar confidential information. Confidential information shall be subject to these Terms for three (3) years following receipt of such confidential information. Confidentiality obligations shall survive thetermination ofthese Terms. SEL acknowledges that Customer is subject to the California Public Records Act. S. Warranties and Limitation of Liability. SEL shall perform the Project in a manner consistent with the degree of care and skill ordinarily exercised by members of the same profession currently practicing under similar circumstances. SEL shall reperform (or, at SEL's option, pay a third party to reperform) any defective services at no cost upon receipt of notice detailing the defect(s) within one (1) year of performance of the original services. TO THE MAXIMUM EXTENT PERMITTED BY LAW, THIS WARRANTY SHALL BE EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES, WHETHER STATUTORY, EXPRESS, VERBAL OR IMPLIED (INCLUDING WARRANTIES OF MERCHANTABILITY AND FITNESS FOR PARTICULAR PURPOSE AND WARRANTIES ARISING FROM COURSE OF DEALING OR PERFORMANCE OR USAGE SEL ES Project #: 022962.000.00 SEL ES PROPRIETARY INFORMATION City of Lodi © 2022 by SEL ES 17 March 2022 All rights reserved. Page 25 OF TRADE). In no event, whether as a result of breach of contract, indemnity, warranty, tort (including negligence), strict liability or otherwise, shall SEL liability to Customer or its insurers for any (i) loss or damage exceed the contract price or (ii) if Customer places multiple order(s) under the contract, the price of each particular order for all claims arising from or related to that order, and any liability shall terminate at a reasonable time, not to exceed one (1) year, after provision of services, provided however limitations on liability shall not prevent Customer from claiming up to the full amount payable under the insurance coverage included herein as Attachment 2. No claim, regardless of form, arising from these Terms may be brought more than one (1) year from the date such claim accrues. Claims against SEL are hereby agreed to have accrued not later than the completion of the Project, notwithstanding any laws to thecontrary. In no event, whether as a result of breach of contract, indemnity, warranty, tort (including negligence), strict liability or otherwise, shall SEL be liable for any special, incidental, consequential or punitive damages, including without limitation any loss of profit or revenues, loss of use ofassociated equipment, damage to associated equipment, cost of capital, cost of substitute products, facilities, services or replacement power, downtime costs or claims of Customer's customers for such damages. Both parties shall indemnify, defend and hold harmless each other, and all directly related parties, from and against any claims, demands, causes of action, losses, costs and expenses, including without limitation legal fees and other costs, arising directly or indirectly from, as a result of or in connection with the acts or omissions of either party, its officers, employees, agents or representatives, relating to the Project and/or these Terms, including without limitation any defect or failure or alleged defect or failure in or of any product or operation. Remedies are limited to those set forth in these Terms. 9. Termination. Customer may terminate these Terms upon ten (10) business days written notice to SEL in the event the Project is abandoned or otherwise terminated prior to completion. If such termination occurs, Customer shall pay SEL for Cancellation Charges. Customer may terminate the Project if SEL defaults or persistently fails or neglects to perform services in accordance with these Terms. However, such termination is permitted only if Customer provides written notice setting forth the default and SEL fails to begin to correct the default within ten (10) business days after receipt of such notice. 10. Dispute Resolution. The laws of the State of California, United States of America, excluding conflict of laws principles, shall govern these Terms. Any controversy or claim arising out of or relating to these Terms or the breach thereof shall be settled by binding arbitration administered by the American Arbitration Association in accordance with the Procedures for Large, Complex Commercial Disputes under the Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The place of arbitration shall be San Joaquin County, United States or another location agreed upon by the parties. The language of the arbitration shall be English. The prevailing party to any dispute shall be entitled to recover legal fees and other costs (including without limitation disbursements, collection costs and the allocated cost of in- house counsel). 11. Insurance and Business License. SEL shall maintain in full force and effect throughout the term of this Project, insurance coverage as set forth in Attachment 2. SEL will be required to submit evidence of coverage through Customer's electronic PINS submittal system. SEL acknowledges that Lodi Municipal Code Section 3.01.020 requires SEL to have a city business license and SEL agrees to secure such license and pay the appropriate fees prior to performing any work hereunder. 12. Payment and Performance Bonds. SEL shall furnish Payment and Performance Bonds executed by an "admitted surety insurer" as defined by California Code of Civil Procedure Section 995.120(a) in the forms attached hereto as Attachments 3 and 4, respectively. Each bond shall be in the amount of one hundred percent of the value of work proposed for this Project. 13. Export. Customer acknowledges that all commodities, software or technology (collectively "Items") provided by SEL are subject to US export jurisdiction and agrees to comply with all applicable import and export laws, rules and regulations regarding the transfer of any such Items, including but not limited to, the US Export Administration Regulations 15 C.F.R. Parts 730-774. Customer shall obtain prior authorization from the U.S. Department of Commerce or any other applicable government entities prior to the export, re- export, transfer, diversion or disclosure any Items provided hereunder, orany direct product thereof, to any destination, end-use or end-user which is restricted or prohibited by US or other applicable laws. Customer also agrees to comply with US anti -boycott laws and regulations when exporting Items. 14. Miscellaneous. Any notice pursuant to these Terms shall be deemed given when sent by registered mail, certified mail (return receipt requested), or overnight delivery to an authorized officer at the address listed on the SEL sales order acknowledgment or, if no such address is provided, at the registered headquarters of the other party, or when faxed to 1-509-336-7920 or emailed to legal@selinc.com (receipt confirmed). All rights and duties hereunder shall be for the sole and exclusive benefit of Customer and SEL and not for the benefit of any other party. The assignment or transfer by Customer of any rights or duties hereunder without prior written consent of an authorized officer of SEL shall not relieve Customer of any obligations to SEL. SEL may perform its obligations hereunder personally or through one or more of its affiliates, although SEL shall nonetheless be solely responsible for the performance of its affiliates. SEL may assign or novate its rights and obligations under the Contract, in whole or in part, to any of its affiliates or may assign accounts receivable to any party without Customer's consent. Customer agrees to execute any documents necessary to complete Seller's assignment or novation. SEL may subcontract portions of the work so long as SEL remains responsible for the work. Customer shall notify SEL immediately upon any change in ownership of more than fifty percent (50%) of Customer's voting rights or of any controlling interest in Customer. No failure or delay by either party in exercising any right or remedy, or insisting upon strict compliance by the other party with any obligation in these Terms, shall constitute a waiver of any right thereafter to demand exact compliance with these Terms. The invalidity, in whole or in part, of any provision in these Terms shall not affect the remainder of such provision or any other provision and, where possible, shall be replaced by a valid provision that effects as close as possible the intent of the invalid provision. No party shall be liable for failure to perform or delay in performance of any obligation under these Terms (except payments of amounts already due and owing) where such failure or delay results from any events beyond its reasonable control. SEL ES Project #: 022962.000.00 SEL ES PROPRIETARY INFORMATION City of Lodi © 2022 by SEL ES 17 March 2022 All rights reserved. Page 26 Attachment 1 Equipment Layouts 60kV Line Retrofit Plate Item QTY Part Number ISEL- 735 Power Quality and Revenue Meter 1 0735BX20944EXXXXXX16201XX SEL -9510 Control Switch Module 2 95103182 'SEL -451 Protection, Automation, and Bay Control System 2 0451561EXC2X4H74484X1 .ABB Test Switch (Current) 6 991AA37G01 .ABB Test Switch (Potential) 9 129A501G01 1 — Henning Line 3 — Killelea Line 5 — McLane Line 9 — Lodi Line 10 — Industrial Line 11— Lockeford Line SEL ES Project #: 022962.000.00 SEL ES PROPRIETARY INFORMATION City of Lodi © 2022 by SEL ES 17 March 2022 All rights reserved. Page 27 Bank Retrofit Plate Item QTY Part Number SEL- 735 Power Quality and Revenue Meter 1 0735BX20944EXXXXXX16201XX SEL -9510 Control Switch Module 3 95103182 SEL -451 Protection, Automation, and Bay Control System 1 0451561EXC2X4H74484X1 SEL -487E Transformer Protection Relay 1 0487E3X411XXCOX4H624XXX ABB Test Switch (Current) 6 991AA37GOI ABB Test Switch Potential 9 1129A501GO1 Panels: 2—Bank T1 6 — Bank T3 SEL ES PROPRIETARY INFORMATION © 2022 by SEL ES All rights reserved. SELES Project #: 022962.000.00 City of Lodi 17 March 2022 Page 28 Bus Differential Retrofit Plate Item QTY I Part Number SEL -4878-1 Bus Differential and Breaker Failure Relay 2 0487B1X4X52XB0XEH7XXXXX ABB Test Switch Current 1D 991AA37GO1 ABB Test Switch (Potential) 2 1129A501GOI Panels: 7 — Bus Differential 8 — Bus Differential SEL ES PROPRIETARY INFORMATION © 2022 by SEL ES All rights reserved. t R „I,I »i,,,, „I ••„Illlrttr 1�1'I�i�ll " I�, �lil+i» rl.liillllF� SEL ES Project #: 022962.000.00 City of Lodi 17 March 2022 Page 29 Automation Retrofit Plate Item QTY Part Number SEL -2241 Axion RTAC 1 2241#GMM2 1/0 Chassis/Backplane for the SEL -2240 Axion System 1 2242R1X0 SEL -2243 Power Coupler 1 .224311X0 SEL -2244-2 Digital Input Module 6 .22442424X0 Phoenix terminal blocks 144 .3044131 Phoenix TB markers 288828740 Hoffman Enclosure 1 ,A48H36FLP3PT Rear sub anelfor mounting terminal 1 A481336 Swing panel for Axion chassis 1 .ANADFK Ground Lug 1 Panels: 4 — Currently empty SEL ES PROPRIETARY INFORMATION © 2022 by SEL ES All rights reserved. SEL ES Project #: 022962.000.00 City of Lodi 17 March 2022 Page 30 Axion Cabinet Item CITY Part Number SEL -2241 Axion RTAC 1 22414GMM2 1/0 Chassis/Backplaneforthe SEL-2240Axion System 1 2242R1X0 SEL -2243 Power Coupler 1 224311X0 SEL -22442 Digital Input Module 6 22442424X0 Phoenix terminal blocks 144 3044131 Phoenix TB markers 288 1828740 Hoffman Enclosure 1 A48H36FLP3PT Rear subpanel for mounting terminal 1 A48P36 Swingpanel for Axion chassis 1 ANADFK Ground Lug 1 Cabinets: 60kV SEL ES Project #: 022962.000.00 SEL ES PROPRIETARY INFORMATION City of Lodi © 2022 by SEL ES 17 March 2022 All lights reserved. Page 31 Attachment 2 NOTE: The City of Lodi is now using the online insurance program PINS Advantage. Once you have been awarded a contract you will receive an email from the City's online insurance program requesting you to forward the email to your insurance provider(s) to submit the required insurance documentation electronically Insurance Requirements for Professional Services Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Contractor, his agents, representatives, employees or subcontractors MINIMUM SCOPE AND LIMIT OF INSURANCE Coverage shall be at least as broad as: 1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the reguired _o_ccurrence limit. 2. Automobile Liability: ISO Form Number CA 00 01 covering any auto or if Contractor has no owned autos, then hired, and non - owned autos with limit no less than $1,000,000 per accident for bodily injury and property damage 3 Workers' Compensation: as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. 4 Professional Liability (Errors and Omissions) Insurance appropriates to the Consultant's profession, with limits not less than $2,000,000 per occurrence or claim. Other Insurance Provisions: (a) Additional Named Insured Status The City of Lodi, its elected and appointed boards, commissions, officers, agents, and employees are to be coveredas additional insureds on the CGL and auto policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor's insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 if a later edition is used (b) Primary and Non -Contributory Insurance Endorsement The limits of insurance coverage required may be satisfied by a combination of primary and umbrella or excess insurance. For any claims related to this contract, the Contractor's insurance coverage shall be primary coverage at least as broad as ISO CG 20 01 04 13 as respects the Entity, its officers, officials, and employees Any insurance or self-insurance maintainedby the Entity, its officers, officials, employees, or volunteers shall be excess of the Contractor's insurance and shall not contributewith it. (c) Waiver of Subrogation Contractor hereby grants to City of Lodi a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City of Lodi by virtue of the payment of any loss under such insurance Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City of Lodi has received a waiver of subrogation endorsement from the insurer NOTE: (1) The street address of the CITY OF LODI must be shown along with (a) and (b) and (c) above: 221 West Pine Street, Lodi, California, 95240; (2) The insurance certificate must state, on its face or as an endorsement, a description of therp oiect that it is insuring. (d) Severability of Interest Clause The term "insured" is used severally and not collectively, but the inclusion herein of more than one insured shall not operate to increase the limit of the company's liability under the Contractors commercial general liability and automobile liability policies. (e) Notice of Cancellation or Change in Ccverace Endorsement This policy may not be canceled nor the coverage reduced by the company without 30 days' prior written notice of such cancellation or reduction in coverage to the Risk Manager, City of Lodi, 221 West Pine St , Lodi, CA 95240. Page 1 I of 2 pages I Risk: rev 3/1/2018 (f) Continuity of Coverage All policies shall be in effect on or before the first day of the Term of this Agreement. At least thirty (30) days prior to the expiration of each insurance policy, Contractor shall furnish a certificate(s) showing that a new or extended policy has been obtained which meets the minimum requirements of this Agreement. Contractor shall provide proof of continuing insurance on at least an annual basis during the Term. If Contractor's insurance lapses or is discontinued for any reason, Contractor shall immediately notify the City and immediately obtain replacement insurance. Contractor agrees and stipulates that any insurance coverage provided to the City of Lodi shall provide for a claims period following termination of coverage which is at least consistent with the claims period or statutes of limitations found in the California Tort Claims Act (California Government Code Section 810 et seq.) (g) Failure to Comply If Contractor fails or refuses to obtain and maintain the required insurance, or fails to provide proof of coverage, the City may obtain the insurance Contractor shall reimburse the City for premiums paid, with interest on the premium paid by the City at the maximum allowable legal rate then in effect in California. The City shall notify Contractor of such payment of premiums within thirty (30) days of payment stating the amount paid, the name(s) of the insurer(s), and rate of interest Contractor shall pay such reimbursement and interest on the first (1 st) day of the month following the City's notice Notwithstanding any other provision of this Agreement, if Contractor fails or refuses to obtain or maintain insurance as required by this agreement, or fails to provide proof of insurance, the City may terminate this Agreement upon such breach Upon such termination, Contractor shall immediately cease use of the Site or facilities and commence and diligently pursue the removal of any and all of its personal property from the site or facilities. (h) Verification of Coverage Consultant shall furnish the City with a copy of the endorsement page(s), original certificates and amendatory endorsements or copies of the applicable policy language effecting coverage required by this clause. All certificates and endorsements are to be received and approved by the City before work commences. However, failure to obtain the requireddocuments prior to the work beginning shall not waive the Consultant's obligation to provide them The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. Failure to exercise this right shall not constitute a waiver of the City's right to exercise after the effective date. () Self -Insured Retentions Self-insured retentions must be declared to and approved by the City. The City may require the Consultant to provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or City Q) Insurance Limits The limits of insurance described herein shall not limit the liability of the Contractor and Contractor's officers, employees, agents, representatives or subcontractors. Contractor's obligation to defend, indemnify and hold the City and its officers, officials, employees, agents and volunteers harmless under the provisions of this paragraph is not limited to or restricted by any requirement in the Agreement for Contractor to procure and maintain a policy of insurance (k) Subcontractors Consultant shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Consultant shall ensure that City is an additional insured on insurance required from subcontractors (1) Claims Made Policies If any of the required policies provide coverage on a claims -made basis: 1. The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work 2. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. 3 If coverage is canceled or non -renewed, and not replaced with another claims -made policy form with a Retroactive Date prior to the contract effective date, the Consultant must purchase "extended reporting" coverage for a minimum of five (5) years after completion of contract work. (m) Qualified Insurer(s) All insurance required by the terms of this Agreement must be provided by insurers licensed to do business in the State of California which are rated at least "A-, VI" by the AM Best Ratings Guide, and which are acceptable to the City. Non -admitted surplus lines carriers may be accepted provided they are included on the most recent list of California eligible surplus lines insurers (LESLI list) and otherwise meet City requirements Page 2 1 of 2 pages Risk: rev. 3/1/2018 Attachment 3 INDUSTRIAL SUBSTATION RELAY UPGRADE — 60KV CONTRACT SURETY BOND (Labor and Materials) ZOI•►• KNOW ALL MEN BY THESE PRESENTS: WHEREAS, the CITY OF LODI, a municipal corporation, hereinafter designated "Beneficiary", and SEL ENGINEERING SERVICES, INC., hereinafter designated "Principal", have entered into a contract for the construction of "INDUSTRIAL SUBSTATION RELAY UPGRADE — 60KV," (the "Contract") which Contract is on file in the office of the Electric Utility Director of the City of Lodi, reference to which is hereby made, and which is hereby incorporated herein and made a part hereof; and WHEREAS, said Principal has agreed and is obligated by the terms of said Contract to do and perform certain work and to discharge and perform and carry out certain other obligations in said Contract in accordance with the terms and provisions of said Contract, with the plans and specifications adopted therefor and incorporated therein and now on file with and in the office of the Electric Utility Director of the City of Lodi, and with all applicable ordinances, rules and regulations of the City of Lodi; and WHEREAS, under the terms of the Contract, and section 9550(a) of the California Civil Code (the "Civil Code"), Principal is required, to file a good and sufficient payment bond with the City of Lodi for labor performed and materials furnished for the aforesaid work and to secure the claims to which reference is made in Title 3 (commencing with Section 9000) of Part 6 of Division 4 of the Civil Code with respect to such work; NOW THEREFORE, we, said Principal, as Principal, and a corporation, duly organized and existing under the laws of the State of , and duly authorized to transact business in the State of California, as Surety, are held firmly bound unto the City of Lodi and all contractors, subcontractors, laborers, material suppliers, and other persons employed in the performance of the Contract and referred to in Title 3 (commencing with Section 9000) of Part 6 of Division 4 of the Civil Code , said persons collectively referred to hereinafter as "Beneficiaries", in the sum of one million twenty four thousand seventy three and no/100 Dollars ($1,024,073.00) lawful money of the United States of America, for materials furnished or labor thereon of any kind, or for amounts due under the Unemployment Insurance Act with respect to this work or labor, that the Surety will pay the same in an amount not exceeding the amount hereinabove set forth, and also in case suit is brought upon this bond, will pay, in addition to the face amount thereof, costs and reasonable expenses and fees, including reasonable attorney's fees, incurred by the City of Lodi in enforcing this obligation, to be awarded and fixed by the court, and to be taxed as costs and to be included in the judgment therein rendered. It is hereby expressly stipulated and agreed that this bond shall inure to the benefit of any and all persons, companies, and corporations entitled to file claims under Title 3 (commencing with Section 9000) of Part 6 of Division 4 of the Civil Code, so as to give a right of action to them or their assigns in any suit brought upon this bond. THE CONDITION OF THIS OBLIGATION IS SUCH THAT, if said Principal or Principal's subcontractors shall fail to pay for any materials or supplies used in, upon, for, or about the performance of the aforesaid work under the aforesaid Contract, or for any work or labor of any kind thereon, or for any sums of money due under the Unemployment Insurance Act of the State of California with respect to such work or labor, or for any ATTACHMENT 3 LODI PAYMENT BOND TEMPLATE - 1 - sums of money due persons entitled to file claims under Title 3 (commencing with Section 9000) of Part 6 of Division 4 of the Civil Code with respect to such materials, supplies, work, or labor, the aforesaid Surety will pay in full the claims of all claimants, the same in an amount not to exceed the sum of this bond specified above, and also in case suit is brought upon this bond, will pay in addition to the face amount thereof, costs and reasonable expenses and fees, including reasonable attorney's fees, incurred by Beneficiaries in enforcing this obligation, to be awarded and fixed by the court, and to be taxed as costs and to be included in any judgment therein rendered. Surety, for value received, hereby stipulates and agrees that no change, extension of time, alteration, or addition to the terms of the Contract or to the work to be performed thereunder or the plans and specifications accompanying the same shall in anywise affect its obligation on this bond, and it hereby waives notice of any such change, extension of time, alteration or addition to the terms of the Contract or to the work or to the plans and specifications. Surety, by the execution of this bond, represents and warrants that Surety is an "admitted surety insurer" as defined in California Code of Civil Procedure section 995.120(a), that this bond has been duly executed by said Principal with proper authority, and Surety hereby waives any defense which it might have by reason of any failure of Principal to properly execute this bond. In the event suit is brought upon this bond and judgment is recovered by Beneficiaries, Principal and Surety, jointly and severally, shall be liable to Beneficiaries for court costs and for reasonable attorney's fees as an additional obligation under this bond. IN WITNESS WHEREOF, this bond has been executed by the aforesaid Principal and Surety on SURETY: PRINCIPAL NAIC No. Agent Address APPROVED AS TO FORM: Janice D. Magdich, City Attorney ATTACHMENT 3 LODI PAYMENT BOND TEMPLATE -2- By: (CORPORATE SEAL) Address CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE §9 989 A notary public or other officer completing this certificate verifies onlv the identitv of the individual STATE OF CALIFORNIA COUNTY OF On Date personally appeared , before me, Here Insert Name, Title of the Officer - e g., "Jane Doe, Notary Public" Name(s) of Signer(s) Who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the law of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature ATTACHMENT 3 LODI PAYMENT BOND TEMPLATE - 3 - Attachment 4 INDUSTRIAL SUBSTATION RELAY UPGRADE — 60KV CONTRACT SURETY BOND (Faithful Performance) Bond No KNOW ALL MEN BY THESE PRESENTS: WHEREAS, the CITY OF LODI, a municipal corporation, hereinafter designated "Beneficiary", and SEL ENGINEERING SERVICES, INC., hereinafter designated "Principal", have entered into, each with the other, a contract for the construction of "INDUSTRIAL SUBSTATION RELAY UPGRADE — 60 KV," (the "Contract") which Contract is on file in the office of the Electric Utility Director of the City of Lodi, reference to which is hereby made, and which is hereby incorporated herein and made a part hereof, and WHEREAS, said Principal has agreed and is obligated by the terms of said Contract to do and perform certain work, guarantee said work for a period of one year, and to discharge and perform and carry out certain other obligations in said Contract in accordance with the terms and provisions of said Contract, with the plans and specifications adopted therefor and incorporated therein and now on file with and in the office of the Electric Utility Director of the City of Lodi and with all applicable ordinances, rules and regulations of the City of Lodi, and WHEREAS, said Principal is required under the terms of said Contract to furnish a bond for faithful performance of said Contract, NOW, THEREFORE, we, said Principal, as Principal, and , (a Corporation, company, etc.), duly organized and existing under the laws of the State of , and duly authorized to transact business in the State of California, as Surety, are held and firmly bound to said Beneficiary in the sum of one million twenty four thousand seventy three and no/100 Dollars ($1,024,073.00), lawful money of the United States of America, to be paid to said Beneficiary, for the payment of which sum well and truly to be made we and each of us bind ourselves and our heirs, executors, administrators, successors and assigns, jointly and severally, firmly by these presents. THE CONDITION OF THIS OBLIGATION IS SUCH that, if the above -bounden Principal, or Principal's successors or assigns, shall in all things stand to and abide by and well and truly keep and perform each and all of the covenants, terms, conditions and obligations in said Contract on the Principal's part to be kept and performed, and any and all alterations thereof made as therein provided at the time and in the manner therein specified, and in all respects according to their true intent and meaning, and shall release, defend, hold harmless and indemnify Beneficiary and its officers, employees and agents as therein stipulated, then this obligation shall become null and void; otherwise it shall be and remain in full force and effect. As a part of the obligation secured hereby and in addition to the face amount specified thereof, there shall be included costs and reasonable expenses and fees, including reasonable attorney's fees, incurred by the City of Lodi in enforcing such obligation, all to be taxed as costs and included in any judgment rendered. Surety, for value received, hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the Contract or to the work to be performed thereunder or the plans and specifications accompanying the same shall in anywise affect its obligation on this bond, and it hereby waives notice of any such change, extension of time, alteration, or addition to the terms of the Contract or to the work or to the plans and specifications. ATTACHMENT 4 LODI PERFORMANCE BOND TEMPLATE - 1 - Surety, by the execution of this bond, represents and warrants that Surety is an "admitted surety insurer" as defined in California Code of Civil Procedure section 995.120(a), that this bond has been duly executed by said Principal with proper authority, and Surety hereby waives any defense which it might have by reason of any failure of Principal to properly execute this bond. In the event suit is brought upon this bond and judgment is recovered by Beneficiary, Principal and Surety, jointly and severally, shall be liable to Beneficiary for court costs and for reasonable attorney's fees. IN WITNESS WHEREOF, this bond has been executed by the aforesaid Principal and Surety on 6*111 Wo VA NAIC No. By: Agent Address APPROVED AS TO FORM: Janice D. Magdich, City Attorney IUV10Is] IUT_1Ri LIJ ATTACHMENT 4 LODI PERFORMANCE BOND TEMPLATE - 2 - (CORPORATE SEAL) Address CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE §1189 A notary public or other officer completing this certificate verifies only the identitv of the individual STATE OF CALIFORNIA COUNTY OF On before me, Date personally appeared Here Insert Name, Title of the Officer - e g , "Jane Doe, Notary Public" Name(s) of Signer(s) Who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the law of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature ATTACHMENT 4 LODI PERFORMANCE BOND TEMPLATE - 3 - RESOLUTION NO. 2022-93 A RESOLUTION OF THE LODI CITY COUNCIL WAIVING THE BID PROCESS; AUTHORIZING INCLUSION OF SUBSTATION RELAY MODERNIZATION PROJECT INTO THE FISCAL YEAR 2021/22 CAPITAL IMPROVEMENT PROGRAM; AUTHORIZING THE CITY MANAGER TO EXECUTE AN AGREEMENT WITH SCHWEITZER ENGINEERING LABORATORIES, INC., OF VACAVILLE; AND FURTHER APPROPRIATING FUNDS ------------------------------------------------------------------------ ------------------------------------------------------------------------ WHEREAS, Pacific Gas and Electric (PG&E) notified Lodi Electric Utility (LEU) of the incoming power supply deficiencies at Industrial Substation that cause difficulties with coordination and protection; and WHEREAS, these deficiencies are due to the end -of -life protection relays for the incoming 60kV sub -transmission lines; and WHEREAS, mis-coordination caused by such deficiencies due to the end -of -life relays at Industrial Substation allow for decreased system reliability and slower clearing times of faults on the 60kV incoming power supplies; and WHEREAS, upgrading the incoming 60kV relays will improve protection -coordination between PG&E and LEU, asset monitoring and asset protection for the incoming 60kV power supply and equipment at Industrial Substation; and WHEREAS, upgrading the 60kV relays will also continue LEU efforts to standardize substation protection relays and equipment for efficient warehouse equipment stocking, field worker training and equipment familiarity; and WHEREAS, Schweitzer Engineering Laboratories, Inc. (SEL) provides full substation upgrade services required for Industrial Substation, including the best combination of expertise and qualifications to install and setup SEL devices, as well as providing a means of third -party Factory Acceptance Testing to perform detailed auditing of all installation and wiring work prior to full commissioning; and WHEREAS, utilizing SEL will provide for the standardization of equipment and substation commissioning throughout the existing LEU substations and as such LEU is requesting Council to waive the bid process in accordance with Lodi Municipal Code, Section 3.20.070 and authorize the City Manager to execute an Agreement with SEL to complete the work as described herein; and WHEREAS, staff is recommending inclusion of the proposed project in the FY 2021/22 Capital Improvement Program and appropriation of funds in the amount of $1,024,073 to Account No. 50199000.77020. NOW, THEREFORE, BE IT RESOLVED that the Lodi City Council does hereby waive the bid process and authorizes the City Manager to execute an Agreement with Schweitzer Engineering Laboratories, Inc., of Vacaville, California, in the amount of $1,024,073 through June 30, 2023; and BE IT FURTHER RESOLVED that the Lodi City Council does hereby authorize the inclusion of the Substation Relay Modernization Project into the FY 2021/22 Capital Improvement Program; and BE IT FURTHER RESOLVED that funds in the amount of $1,024,073 be appropriated as set forth above; and BE IT FURTHER RESOLVED, pursuant to Section 6.3q of the City Council Protocol Manual (Res. No. 2019-223), the City Attorney is hereby authorized to make minor revisions to the above -referenced document(s) that do not alter the compensation or term, and to make clerical corrections as necessary. Dated: April 20, 2022 I hereby certify that Resolution No. 2022-93 was passed and adopted by the City Council of the City of Lodi in a regular meeting held on April 20, 2022 by the following vote: AYES: COUNCIL MEMBERS — Hothi, Khan, Kuehne, Nakanishi, and Mayor Chandler NOES: COUNCIL MEMBERS — None ABSENT: COUNCIL MEMBERS — None ABSTAIN: COUNCIL MEMBERS — None GWA�� OLIVIA NASHED City Clerk 2022-93