R-94-08-25-10D - 8/25/1994�� /0
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RECEIVED N;AY 1 61995
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PROFESSIONAL SERVICES AGREEMENT
DATE: October 25 . 1994 PROJECT NO.:
OWNER/CLIENT: CITY OF ROUND ROCK
STREET: 221 East Main Street TOWN /CITY: Round Rock
STATE: TX ZIP CODE: 78664 TELEPHONE #: (512) 255 -3612 FAX #:
ENGINEER/FIRM: Texas Energy Engineering Services. Inc.
NAME: Robert H. Henry, P.E., C.E.M.
STREET:1301 Capital of Texas Highway, Suite B -127 CITY: Austin
STATE: TX ZIP CODE: 78746 TELE. #: (512) 328 -2533 FAX #: (512) 328 -2544
ENGINEER/FIRM IS HEREBY AUTHORIZED TO PERFORM PROFESSIONAL ENGINEERING v
SERVICES IN CONNECTION WITH THE FOLLOWING PROJECT:
PROJECT NAME: CITY OF ROUND ROCK ENERGY PROJECT.
SCOPE OF SERVICES & PROJECT DESCRIPTION: Lighting System
Modifications at City Hall, Library, Central Fire Station, Police
Building and Public Works Building. Develop Plan and
Specification package , assist owner in analyzing and evaluation of
bid proposals, review manufacturers data sheets. and conduct site
inspection.
( ) Engineering Design
( ) Mechanical Eng.
( ) Construction Doc.
( ) Planning
() Site Analysis
ACCEPTED BY:
SERVICES TO BE PROVIDED UNDER THIS AGREEMENT:
( ) Structural Engineering () Agency Meeting (s) () Preliminary Energy
( ) Client Consultation () Schematic Analyses
( x) Review Plans & Specs. () Electrical Eng.
(x) Technical Assistance () Specs (short)
0 ) Other Energy Grant () Specs. (long)
() Detailed Engineering
Analyses (Audit)
() Energy Project
Identification
FEE:
The total fixed fee for the services described herein shall be $ 3,275.00 . A Retainer Fee in the
amount of $ N/A shall be paid by the Client to the Engineer as a condition to commence services.
This amount is to be received by N
The terms and conditions on the reverse side of this form are a part of this Agreement
/YV1"t-Z/ C/Kd/yl eb DATE: .- r Vt)
Joanne Land, Duly Authorized
TITLE: Assist. City Manager
Page 1/3
REIMBURSABLE EXPENSES: OWNERSHIP OF DOCUMENTS:
Not Applicable All documents produced by the Firm under this
agreement shall remain the property of the Firm
INDEMNIFICATION: and may not be used by the Client for any other
endeavor without the written consent of the Firm.
Engineer shall indemnify and hold owner, its
officers, agents, and employees, harmless from and
against any claims, costs, losses and damages
(including but not limited to all fees and charges of
engineers, architects, attorneys and other
professional and court or arbitration or other
dispute resolution costs) caused by the negligent
acts or omissions of Engineer.
TERMINATION:
1. This agreement between Client and Engineer
may be terminated by either party upon seven days'
written notice in the event of persistent failure of
performance of the material terms and conditions of
this agreement by the other party through no fault
of the terminating party.
2. If this agreement is terminated during the
course of performance of the work, the Engineer
shall be paid the reasonable value of the services
performed during the period prior to the effective
date of termination of the agreement.
3. In the event of termination, the Engineer shall
be paid all terminal expenses resulting therefrom.
4. If, prior to termination of this agreement, any
work designed or specified by the Engineer during
any phase of the work is suspended in whole or in
part for more than three months or abandoned after
written notice form the Client, the Engineer shall
be paid for such services performed to receipt of
such notice.
BILLIN
Invoices for the Firm's services shall be submitted,
at the Firm's option, either upon completion of
such services or on a monthly basis. Invoices shall
be payable within 30 days after the invoice date.
All billings over (30) days past due will be subject
to interest charges of 1 % per month on the unpaid
balance. In the event any or all of the account
remains unpaid in full ninety (90) days after initial
billing, the Client shall be responsible for all costs
of collection including reasonable attorney's fees.
Page 2/3
SUGGESTED PAYMENT SCHEDULE FOR SERVICES RENDERED:
TOTAL CONTRACT AMOUNT = $ 3,275.00
SRAKDOWN
Phase I.
DELIVERY OF SPECIFICATION = $ 1,801.25
(55 %)
Phase II.
CONTRACTOR SELECTION /COMMENCEMENT OF WORK = $ 818.75
(25 %)
Phase III.
PROJECT COMPLETION & CLOSURE = $ 655.00
(20%)
(Signature)
Saleem Khan, V.P. Operations & Planning
(Name & Title)
57/ s7q
(Date)
Texas Enerav Engineering Services, Inc.
(Company)
1301 Capital of Texas Highway, B -127, Austin, TX 78746
(Address)
(512) 328 - 2533, (512) 328 - 2544
(Phone, Fax #)
TOTAL = $ 3,275.00
(100 %)
Page 3/3
h
THIS AGREEMENT, entered into this a5 da of by and
Y Y
between the CITY OF Round Rock, State of Texas (hereinafter the "City ") acting
herein by CHARc65 e _PEP, g. hereunto duly authorized, and Smart Energy Systems
(hereinafter called "Firm ") acting herein by Ernest W. Moore.
WITNESSES THAT:
PROFESSIONAL MANAGEMENT CONTRACT
ENERGY MANAGEMENT SERVICES
PART I - AGREEMENT
RECEIVED SEP 0 9 1994
WHERF.AS, the City of Round Rock desires to implement an energy management
program in city facilities using information gained through the energy audit conducted with
funding from the State of Texas Governor's Energy Office LoanSTAR Program; and
Whereas the City desires to engage Smart Energy Systems to render certain services in
connection with its energy conservation efforts.
NOW THEREFORE, the parties do mutually agree as follows:
1. Scope of Services - Part II, Scope of Service, is hereby incorporated by reference into
this Agreement.
2. Time of Performance - The services of Smart Energy Systems shall Commence on
August 25, , 1994. In any event, all the services required and performed
hereunder shall be completed no later than February 25, , 19,4. 1945.
3. Access to Information - It is agreed that all information, data, reports and records and
maps that are existing, available and necessary for the carrying out of work outlined
above shall be furnished to Smart Energy Systems by the city and its agencies. No
charge will be made to Smart Energy Systems for such information and the City and
its agencies will cooperate with Smart Energy Systems in every way possible to
facilitate the performance of the work described in the contract.
4. Compensation and Method of Payment - The maximum amount of compensation and
reimbursement to be paid hereunder shall not exceed $7,566 Seven Thousand Five
Hundred Sixty -Six Dollars. Payment to Smart Energy Systems shall be based on the
Payment Schedule and milestones in Part III - Payment Schedule cf this Contract.
1
5. Indemnification - Smart Energy Systems shall comply with the requirements of all
applicable laws, rules and regulations, and shall exonerate, indemnify, and hold
harmless the City and its officials from and against them, and shall assume full
responsibility for payments of Federal, State and local taxes on contributions imposed
or required under the Social Security, workman's compensation and income tax laws.
6. Miscellaneous Provisions
a. This Agreement shall be construed under and accord with the laws of the State
of Texas, and all obligations of the parties created hereunder and performable
in Williamson County, Texas.
b. This Agreement shall be binding upon and ensure to the benefit of the parties
hereto arid their respective heirs, executors, administrators, legal
representatives, successors and assigns where permitted by this Agreement.
c. If one or more of the provisions contained in this Agreement shall for any
reason be held to be invalid, illegal or unenforceable in any respect, such
invalidity, illegality, or unenforcability shall not affect any other provision
thereof and this Agreement shall not be construed as if such invalid, illegal, or
unenforceable provision had never been contained herein.
d. This Agreement may be amended by mutual agreement of the parties hereto
and a writing to be attached to and incorporated into this Agreement.
7. Terms and Conditions - This Agreement is subject to the provisions titled, "Part N
Terms and Conditions" and attached to and incorporated by reference herein.
IN WITNESSETH HEREOF, the parties have hereunto set their hands.
CITY OF ROUND ROCK
BY
IIILE: I ' l YOZ
2
SMART ENERGY SYSTEMS
TTTLE: � �r1 C,-a / /,/g
A. Pre- Design Services
B. Design Phase Services,
PART II
PROFESSIONAL MANAGEMENT SCOPE OF SERVICES
The Firm shall provide the following scope of services:
1. Assist the City in establishing the scope for each energy cost reduction
measure. This will include discussions concerning project goals relative to
budget, time, design concept and cost benefit. The City and the Firm will use
the LoanSTAR audit report provided by Govemor's Energy Office.
2. Assist the City in selecting and negotiating contracts with design engineering `
consultants. This tack will include assisting the City in communicating the
scope of each project to the prospective firms.
3. Provide the engineering consultants the necessary background for the projects,
including existing plans, specific scheduling requirements, and other site -
specific considerations that are necessary for project planning and design.
1. Conduct preliminary discussions concerning the scope of each energy
conservation project with the City department that has jurisdiction. These
discussions will help determine site - specific considerations that are necessary
for planning and design.
2. Assist the City and the consultants, City staff and building occupants to
determine any facility- specific requirements.
3. Arrange for and conduct any necessary job -site meetings with consultants, City
staff and building occupants to determine any facility- specific requirements.
4. Act as liaison between consultants, facility operators and occupants.
5. Establish and continuously review the program schedule, direct and coordinate
changes as needed.
6. Maintain continuous review of the designer's efforts, evaluate progress,
accuracy, completeness of work, and represent the City in meetings with
design team.
3
7. Assist engineering consultants in project design scheduling, including the
establishing dates for construction document completion, advertisement for
bids, and bid awards. Direct engineering consultant to identify immediately
and manage potential work interruptions. Immediately report potential
interruptions to the City.
8. Continuously implement cost control procedures, receiving and evaluating
reports and reporting the status of the project as compared to the budget to the
City.
9. Critique recommended procedures for project bidding to assure compliance
with all state and local regulations.
10. Review potential bidders list, recommend any necessary additions or deletions,
and participate in thorough checking references, qualifications, financial
responsibility and ability to start and complete this type of project.
11. Conduct pre -bid conference for each contract.
12. Write all City Council agenda items for actions requiring Council approval.
13. Prepare program status report on a monthly basis for Facilities Manager, City
Manager, Program Manager and City Council.
C. Construction Phase Services
1. Conduct pre - construction conference for each contract awarded by the City.
2. Support the contractors in obtaining the necessary governmental agency
approvals and building permits.
3. Review and approve shop drawing and submittal.
4. Monitor construction activities on a regular basis to maintain maximum
adherence to responsible cost- effective quality standards of workmanship and
compliance to plans and specifications. Report observed deviations to the
contractor, engineer, and the City; and monitor all corrective work.
5. Recommend changes in the project which will benefit the City. Collaborate
with the City in evaluating change proposals to assure timely decisions.
6. Evaluate pay requests and change orders before submitting them for City
approval.
4
7. Confer with design engineer to assure project completions according to the
project specifications, oversee the engineer's inspection procedure, preparation
of punch list and satisfactory completion of corrective work.
8. Determine when the project is substantially and finally complete. Report these
dates to the City.
9. Secure project warranties, guarantees, as -built drawings and other close -out
documents for the Cities permanent record.
10. Review and approve all 0 & M Manuals.
D. Post Construction Services
1. Assist the City in handling routine warranty-period matters.
2. Assist the City in establishing a preventative maintenance program for energy
consuming equipment.
E. Facilities Included in the Program
1. City Hall
2. Parking Garage
3. Public Library
4. Police Department
5. Street Lighting
5
PART III
PROFESSIONAL MANAGEMENT CONTRACT
ENERGY MANAGEMENT SERVICES
PAYMENT SCHEDULE
The City of Round Rock shall reimburse Smart Energy Systems for Professional
Management Services in the performance of the services contained in the attached Scope of
Services at the rate of $1,261.00 per month for 6 months.
6
PART IV
TERMS AND CONDITIONS
PROFESSIONAL MANAGEMENT, ENERGY MANAGEMENT SERVICES
1. Termination of Contract for Cause - If, through any cause, the Firm shall fail to
fulfill in a timely and proper manner its obligation under this Contract, or if the Firm
shall violate any of the covenants, agreements, or stipulations of this Contract, the
City shall thereupon have the right to terminate this contract by giving written notice
to the Firm of such termination and specifying the effective date thereof at least ten
(10) days before the effective date of such termination. In such event, all finished or
unfinished documents, data, studies, surveys, drawings, maps, models, photographs
and reports prepared by the Firm under this Contract shall, at the option of the City
become its property and the Finn shall be entitled to receive just and equitable
compensation for any work satisfactorily completed hereunder.
Notwithstanding the above, the firm shall not be relieved of liability to the City for
damages sustained by the City by virtue of any breach of the Contract by the Firm,
and the City may withhold any payments to the Firm for the purpose of set -off until
such time as the exact amount of damage due the City from the Firm is determined.
2. Termination for Convenience of the City - The City may terminate this Contract at
any time by giving at least ten (10) days notice in writing to the Firm. If the
Contract is terminated by the City as provided herein, the Firm will be paid for the
time provided and expenses incurred up to the termination date. If this Contract is
terminated due to the fault of the Firm, Paragraph 1 relative to termination shall
apply.
3. Changes - The City may, from time to time, request changes in the scope of the
services of the Firm to be performed hereunder. Such changes, including any
increase or decrease in the amount of the Firm's compensation, which are mutually
agreed upon by and between the City and the Firm, shall be incorporated in written
amendments to the Contract.
4. Personnel
a. The Firm represents that it has or will secure its own expense, all personnel
required in performing the services under this Contract. Such personnel shall
not be employees of or have any contractual relationship with the City.
b. All of the services required hereunder will be performed by the Firm or under
its supervision and personnel engaged in the work shall be fully qualified.
7
c. None of the work or services covered by this Contract shall be subcontracted
without the prior written approval of the City. Any work or services
subcontracted hereunder shall be specified by written contract or agreement
and shall be subject to each provision of this Contract.
5. Assignability - The Firm shall not assign any interest on this Contract, and shall not
transfer any interest in the same without the prior written consent of the City. Claims
for the money by the Firm from the City under this Contract may be assigned to the
bank, trust company, or other financial institution without such approval. Written
notice of any such assignment or transfer shall be furnished promptly to the City.
6. Reports and Information - The Firm, at such times and in such forms as the City may
require, shall furnish the City such periodic reports as it may request pertaining to the
work or service undertaken pursuant to this Contract, the costs and obligations
incurred or to be incurred in connection therewith, and any other matters covered by
this Contract.
7. Records and Audits - The Firm shall maintain accounts and records, including
personnel, property and financial records, adequate to identify and account for all
costs pertaining to the Contract and such other records as may be deemed necessary
by the City to assure proper accounting for all project funds. These records will be
made available for audit purposes to the City or any authorized representative, and
will be retained for three years after the expiration of this Contract unless permission
to destroy them is granted by the City.
8. Findings Confidential - All of the reports, information, data, etc. prepared or
assembled by the Firm under this contract are confidential and the Firm agrees that
they shall not be made available to any individual or organization without the prior
written approval of the City.
9. Co yright - No report, maps, or other documents produced in whole or in part under
this Contract shall be the subject of an application for copyright by or on behalf of the
Firm.
10. Compliance with Local Laws - The Firm shall comply with all applicable laws,
ordinances and codes of the State and City.
11. Equal Employment Opportunity - During the performance of this Contract, the Firm
agrees as follows:
a. The Firm will not discriminate against any employee or applicant for
employment because of race, creed, sex, color or national origin.
8
b. The Firm will, in all solicitation or advertisements for employees placed by or
on behalf of the Firm, state that all qualified applicants will receive
consideration for employment without regard to race, creed, color, sex, or
national origin.
e. The Firm will cause the foregoing provision to be inserted in all subcontracts
for any work covered by this Contract so that such provisions will be binding
upon each subcontractor, provided that the foregoing provisions shall not apply
to contracts or subcontracts for standard commercial supplies or raw materials.
d. The Firm will include the provision a. through c. on every subcontract or
purchase unless exempted.
12. Interest of Members of the City - No mamber of the governing body of the City and
no other officer, employee, or agent of the City who exercises any functions or
responsibilities in connection with the planning and carrying out of the program, shall
have any personal financial interest, direct or indirect, in this Contract, and the Firm
shall take appropriate steps to assure compliance.
13. Intere t of • th - r • _. • b • i : - No member of the governing body of the
locality and no other public official of such locality, who exercises any functions or
responsibilities in connection with the planning and carrying out of the program, shall
have any personal financial interest, direct or indirect, in this Contract; and the Firm
shall take appropriate steps to assure compliance.
9
WHEREAS, the City of Round Rock desires to have energy
management services for improvements to City street lighting, and
WHEREAS, Smart Energy Systems has submitted an agreement to
provide said management services, and
WHEREAS, the City Council desires to enter into said
agreement with Smart Energy Systems, Now Therefore
BE IT RESOLVED BY THE COUNCIL OF THE CITY OF ROUND ROCK,
TEXAS,
That the Mayor is hereby authorized and directed to execute on
behalf of the City an agreement with Smart Energy Systems for
management services for improvements to City street lighting, a
copy of said agreement being attached hereto and incorporated
herein for all purposes.
RESOLVED this 25th day of August, 1994.
ATTEST:
KS /RESOLUTION
R540825D
RESOLUTION NO. e-
LAND, City Secretary
CHARLES CULPEP ERj"/Mayor
City of Round Rock, Texas
OB/22/94 17:02 ROUND ROCK PUBLIC WORKS + 512 255 6676
PROFESSIONAL MANAGEMENT CONTRACT
ENERGY MANAGEMENT SERVICES
PART I - AGREEMENT
THIS AGREEMENT, entered into this day of by and
between the CITY OF Round Rock, State of Texas (hereinafter called the "City") acting
herein by hereunto duly authorized, and Smart Energy Systems
(hereinafter called "Firm ") acting herein by Ernest W. Moore.
WITNESSES THAT:
WHEREAS, the City of Round Rock desires to implement an energy management
program in city facilities using information gained through the energy audit conducted with
funding from the State of Texas Governor's Energy Office LoanSTAR Program; and
Whereas the City desires to engage Smart Energy Systems to render certain services in
connection with its energy conservation efforts.
NOW THEREFORE, the parties do mutually agree as follows:
1. Scope of Services - Part II, Scope of Service, is hereby incorporated by reference into
this Agreement.
2. Time of Performance - The services of Smart Energy Systems shall Commence on
1994. In any event, all the services required and performed
hereunder shall be completed no later than , 1994.
3. Access to Information - It is agreed that all information, data, reports and records and
maps that are existing, available and necessary for the carrying out of work outlined
above shall be furnished to Smart Energy Systems by the city and its agencies. No
charge will be made to Smart Energy Systems for such information and the City and
its agencies will cooperate with Smart Energy Systems in every way possible to
facilitate the performance of the work described in the contract.
4. Compensation and Method of Payment - The maximum amount of compensation and
reimbursement to be paid hereunder shall not exceed $7,566 Seven Thousand Five
Hundred Sixty -Six Dollars. Payment to Smart Energy Systems shall be based on the
Payment Schedule and milestones in Part III - Payment Schedule of this Contract.
1
NO.190 D07
08/22/94 17:03 ROUND ROCK PUBLIC WORKS • 512 255 6676
5. Indemnification - Smart Energy Systems shall comply with the requirements of all
applicable laws, rules and regulations, and shall exonerate, indemnify, and hold
harmless the City and its officials from and against them, and shall assume full
responsibility for payments of Federal, State and local taxes on contributions imposed
or required under the Social Security, workman's compensation and income tax laws.
6. Miscellaneous Provisions
a. This Agreement shall be construed under and accord with the laws of the State
of Texas, and all obligations of the parties created hereunder and performable
in Williamson County, Texas.
b. This Agreement shall be binding upon and ensure to the benefit of the parties
hereto and their respective heirs, executors, administrators, legal
representatives, successors and assigns where permitted by this Agreement.
c. If one or more of the provisions contained in this Agreement shall for any
reason be held to be invalid, illegal or unenforceable in any respect, such
invalidity, illegality, or unenforcability shall not affect any other provision
thereof and this Agreement shall not be'construed as if such invalid, illegal, or
unenforceable provision had never been contained herein.
d. This Agreement may be amended by mutual agreement of the parties hereto
and a writing to be attached to and incorporated into this Agreement.
7. Terms and Conditions - This Agreement is subject to the provisions titled, "Part IV
Terms and Conditions" and attached to and incorporated by reference herein.
IN WITNESSETH HEREOF, the parties have hereunto set their hands.
CITY OF ROUND ROCK SMART ENERGY SYSTEMS
BY:
TITLE:
2
BY:
TITLE:
NO.190 D08
08/22/94
17:03 ROUND ROCK PUBLIC WORKS 4 512 255 6676
PART II
PROFESSIONAL MANAGEMENT SCOPE OF SERVICES
3
The Firm shall provide the following scope of services:
A. PIka5igtarrnikla
1. Assist the City in establishing the scope for each energy cost reduction
measure. This will include.discussions concerning project goals relative to
budget, time, design concept and cos
by benefit. The City and the F
Offic will use
the LoanSTAR audit report p Y
2. Assist the City in selecting and negotiating contracts with design engineering
consultants. This task will include assisting
firms. t the City in communicating the
scope of each project to the prospective
3. Provide the engineering consultants the necessary background for the projects,
including existing plans, specific scheduling requirements, and other site -
specific considerations that are necessary for project planning and design.
B. Ph�er imi
1. Conduct preliminary discussions concerning the scope of each energy
conservation project with the City department that has jurisdiction. These
discussions will help determine site -specific considerations that are necessary
for planning and design.
2. Assist the City and the consultants, City staff and building occupants to
determine any facility- specific requirements.
3. Arrange for and conduct any necessary job -site meetings with consultants, City
staff and building occupants to determine any facility- specific requirements.
4. Act as liaison between consultants, facility operators and occupants.
5. Establish and continuously review the program schedule, direct and coordinate
changes as needed.
6. Maintain continuous review of the designer's efforts, evaluate progress,
accuracy, completeness of work, and represent the City in meetings with
design team.
NO.190 009
08i22i94 17:04 ROUND ROCK PUBLIC WORKS • 512 255 6676
7. Assist engineering consultants in project design scheduling, including the
establishing dates for construction document completion, advertisement for
bids, and bid awards. Direct engineering consultant to identify immediately
and manage potential work interruptions. Immediately report potential
to the City.
8. Continuously implement cost co o t l e ro o dUre compared and
the budget the
reports and reporting the status
City.
9. Critique recommended procedures for project bidding to assure compliance
with all state and local regulations.
10. Review potential bidders list, recommend any necessary additions or deletions,
and participate in thorough checking references, qualifications, financial
responsibility and ability to start and complete this type of project.
11. Conduct pre -bid conference for each contract.
12. Write all City Council agenda items for actions requiring Council approval.
13. Prepare program status report on a monthly basis for Facilities Manager, City
Manager, Program Manager and City Council.
C. Construction Phase Services
1. Conduct pre - construction conference for each contract awarded by the City.
2. Support the contractors in obtaining the necessary governmental agency
approvals and building permits.
3. Review and approve shop drawing and submittal.
4. Monitor construction activities on a regular basis to maintain maximum
adherence to responsible cost- effective quality standards of workmanship and
compliance to plans and specifications: Report observed deviations to the
contractor, engineer, and the City; and monitor all corrective work.
g.. Recommend changes in the project which will benefit the City. Collaborate
with the City in evaluating change proposals to assure timely decisions.
6. Evaluate pay requests and change orders before submitting them for City
approval.
4
NO.190 D10
0Ei22/94
17:04 ROUND ROCK PUBLIC WORKS -+ 512 255 6676
7. Confer with design engineer to assure project completions according to the
project specifications, oversee the engineer's inspection procedure, preparation
of punch list and satisfactory completion of corrective work.
8. Determine when the project is substantially and finally complete. Report these
dates to the City.
9. Secure project warranties, u antts�rbuilt drawings and other close -out
documents for the Cities permanent
10. Review and approve all 0 & M Manuals.
D post C9ctruc, hon 1C+'C&4
1. Assist the City in handling routine warranty-period matters.
2. Assist the City in establishing a preventative maintenance program for energy
consuming equipment.
E. Facilities Included in the Proerarll
1. City Hall
2. Parking Garage
3. Public Library
4. Police Department
5. Street Lighting
5
NO. 190 P11
00/22/94
17:04 ROUND ROCK PUELIC WORKS + 512 255 6676
PART III
PROFESSIONAL MANAGEMENT CONTRACT
ENERGY MANAGEMENT SERVICES
PAYMENT SCHEDULE
The City of Round Rock shall reimburse Smart Energy Systems for Professional
Management Services in the performance of for vic th contained in the attached Scope of
Services at the rate of $1,261.00 per month
6
NO. 190 012
0B/22/94
17:05 ROUND ROCK PUBLIC WORKS -. 512 255 6676
PART IV
TERMS AND CONDITIONS
PROFESSIONAL MANAGEMENT, ENERGY MANAGEMENT SERVICES
1. Termination of Contract for Carte - If, through any cause, the Firm shall fail to
fulfill in a timely and proper manner its obligation under this Contract, or if the Firm
shall violate any of the covenants, agreements, or stipulations of this Contract, the
City shall thereupon have the right to terminate eff��ctd � Ong written notice ten
to the Firm of such termination and specifying
(10) days before the effective date of such termination. In such event, all finished r
nfinished documents, data, studies, surveys, drawings, maps, models, photographs
and reports prepared by the Firm under this Contract shall, at the option of the City
become its property and the Firm shall be entitled to receive just and equitable
compensation for any work satisfactorily completed hereunder.
Notwithstanding the above, the firm shall not be relieved of liability to the City for
e Firm,
damages sustained by the City by virtue of any breach of the Contract o by th -0ff
and the City may withhold any payments to the Firm for the purpose f set until
such time as the exact amount of damage due the City from the Firm is determined.
2. Termination for Convenience of the City, The
City may to s Cotract at
any time by giving at least ten (10) days notice Firm. e
Contract is terminated by the City as provided herein, the Firm will be paid for the
time provided and expenses incurred up to t r inI io e f woo shall is
terminated due to the fault of the Firm, Paragraph
apply.
3. Changes - The City may, from time to time, request changes in the scope of the
services of the Firm to be performed hereunder. Such changes, including any
increase or decrease in the amount of the Firm's compensation, which are in w�
agreed upon by and between the City and the Firm, shall be incorporated
amendments to the Contract.
4.
a. The Firm represents that it has or will secure its own expense, all personnel
required in performing the services under this Contract. Such personnel shall
not be employees of or have any contractual relationship with the City.
b. it upervi on and personnel hereunder gaged in work be by under
fully qualified.
7
NO.190 P13
08/22/94 }7:05 ROUND ROCK PUELIC WORKS + 512 255 6676
c. None of the work or services covered by this Contract shall be subcontracted
without the prior written approval of the City. Any work or services
subcontracted hereunder shall be specified by written contract or agreement
and shall be subject to each provision of this Contract.
5. Assig_nahility - The Firm shall not assign any interest on this Contract, and shall not
transfer any interest in the same without the prior written consent of the City. Claims
for the money by the Firm from the City under this Contract may be assigned to the
bank, trust company, or other financial institution without such approval. Written
notice of any such assignment or transfer shall be furnished promptly the City.
6. R,e rts and Information - The Firm, at such times and in such forms as the City may
require, shall furnish the City such periodic reports as it may request pertaining to the
work or service undertaken pursuant to this Contract, the costs and obligations
incurred or to be incurred in connection therewith, and any other matters covered by
this Contract.
7. 1 ecor4 L+nd Audits - The Firm shall maintain accounts identify and records, incluing for all
personnel, property and financial records, adequate Y
costs pertaining to the Contract and such other irecords as may be deemed necessary
by the City to assure proper accounting for all project funds. These records will be
made available for audit purposes to the City or any authorized representative, and
will be retained for three years after the expiration of this Contract unless permission
to destroy them is granted by the City.
8. Findings Confidential - All of the reports, information, data, etc. prepared or
assembled by the Firm under this contract are confidential and the Firm agrees that
they shall not be made available to any individual or organization without the prior
written approval of the City.
r
9. Conyrieht - No report, maps, or other documents rodcl whole or in
b� n
this Contract shall be the subject of an app for copyright hY o
Firm.
10. i
1 - The Firm shall comply with all applicable laws,
ordinances and codes of the State and City.
11. n - During the performance of this Contract, the Firm
agrees as follows:
a. The Firm will not discriminate against any employee or applicant for
employment because of race, creed, sex, color or national origin.
8 ,
NO. 190 D14
06/22/94 17:06 ROUND ROCK PUELIC WORKS -4 512 255 6676
b. The Firm will, in all solicitation or advertisements for employees placed by or
on behalf of the Firm, state that all qualified applicants will receive
consideration for employment without regard to race, creed, color, sex, or
national origin.
The Firm will cause the foregoing provision to be inserted in all subcontracts
for any work covered by this Contract so that such provisions will be binding
upon each subcontractor, provided that the foregoing provisions shall not apply
to contracts or subcontracts for standard commercial supplies or raw materials.
d. The Firm will include the provision a. through c. on every subcontract or
purchase unless exempted.
12. Interest of b e hers of t e City - No member of the governing body of the City and
no other officer, employee, or agent of the City who exercises any functions or
responsibilities in connection with the planning and carrying out of the program, shall
have any personal fmancial interest, direct or indirect, in this Contract, and the Firm
shall take appropriate steps to assure compliance.
13. Interest of Other Local Public Officials - No member of the governing body of the or
locality and no other public official of such locality, whoexercises f any pfunctions shall
responsibilities in connection with the planning and carrying
have any personal financial interest, direct or indirect, in this Contract; and the Firm
shall take appropriate steps to assure compliance.
9
NO. 190 D15
05/22'94 ,t7:02 ROUND ROCK PUELIC WORKS -. 512 255 6676
DATE: August 22, 1994
SUBJECT: City Council Meeting, August 26, 1994
ITEM: 10D. Consider a resolution authorizing the Mayor to enter into an
agreement with Smart Energy Systems for improvements
to City street lighting.
STAFF RESOURCE PERSON: Jim Nuse
STAFF RECOMMENDATION:
Smart Energy Systems proposes to provide the City with management services for the
Installation of energy saving equipment for City Hall, Parking garage, Public Library,
Police Department, and street lighting. All of the projects have a payback of less than
4 years. The fee for this service is 97,666.
NO.190 D06
Mayor
Charles Culpepper
Mayor Pro -tem
Robert Sdaka
Council Members
Rod Morgan
Rick Stewart
art Palmer
Martha Chavez
Jimmy Joseph
City Manager
Robert L. Bennett, Jr.
City Attorney
Stephan L. Sheets
September 6, 1994 1 i
THE CITY OF ROUND ROCK
221 East Main Street
Round Rock, Texas 78664
512-255-3612
Ernest W. Moore
Smart Energy Systems
1301 Capital of Texas Highway
Suite B -127
Austin, TX 78746
Dear Mr. Moore:
Resolution No. R- 94- 08- 25 -10D was approved by the Round Rock City
Council on August 25, 1994.
Enclosed is a copy of the resolution and two contracts. Please sign and
return the original contract to our office. The second contract is for
your files. If you have any questions, please do not hesitate to call.
Sincerely,
Enclosures
Joanne Land
Assistant City Manager/
City Secretary
Fax 512- 255 -6676 1-800-735-2989 (TDD) 1-800-735-2988 (Voice)