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NAY 30STANDARD AGREEMENT FOR PROFESSIONAL SERVICES
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This AGREEMENT is between the City of Fort Worth, a Texas home-rule municipality
(the "CITY"), and inCTRL Solutions Inc., a foreign corporation registered in Ontario, Canada,
an independent contractor ("Consultant"), for a PROJECT generally described as: Simulation
Study of the Aeration Control System for the Village Creek Water Reclamation Facility.
Article I
Scope of Services
(1) Consultant hereby agrees to perform as an independent contractor the services set
forth in the Scope of Services attached hereto as Attachment "A". These services
shall be performed in connection with the Simulation Study of the Aeration Control
System for the Village Creek Water Reclamation Facility.
(2) Additional services, if any, will be requested in writing by the City. City shall not pay
for any work performed by Consultant or its subconsultants, subcontractors and/or
suppliers that has not been ordered in writing. It is specifically agreed that
Consultant shall not be compensated for any alleged additional work resulting from
oral orders of any person.
Article II
Compensation
Consultant shall be compensated in accordance with the Fee Schedule shown in
Attachment "B". Payment shall be considered full compensation for all labor, materials,
supplies, and equipment necessary to complete the services described in Attachment "A".
However the total fee paid by the City shall not exceed a total of US$49,830 (forty nine
thousand eight hundred thirty US Dollars) unless the City and the Consultant mutually agree
upon a fee amount for additional services and amend this Agreement accordingly.
The Consultant shall provide monthly invoices to the City. Payment for services rendered
shall be due within thirty (30) days of the uncontested performance of the particular
services so ordered and receipt by City of Consultant's invoice for payment of same.
Acceptance by Consultant of said payment shall operate as and shall release the City from
all claims or liabilities under this Agreement for anything related to, done, or furnished in
connection with the services for which payment is made, including any act or omission of
the City in connection with such services.
City of Fort Worth,Texas ----
Standard Agreement for Professional Services
Revision Date:9/24/2014 OFFICIAL
Page 1 of 8 CI T1;r I
F-L WORTH, T;r,
Article III
Term
Unless terminated pursuant to the terms herein, this Agreement shall be for a term of one
year, beginning upon the date of its execution, or until the completion of the subject matter
contemplated herein, whichever occurs first.
Article IV
Independent Contractor
Consultant shall operate hereunder as an independent contractor, and not as an officer,
agent, servant, or employee of the City. Consultant shall have exclusive control of and the
exclusive right to control the details of its work to be performed hereunder and all persons
performing same, and shall be solely responsible for the acts and omissions of its officers,
agents, employees, contractors and subcontractors. The doctrine of respondent superior
shall not apply as between City and Consultant, its officers, agents, employees, contractors,
and subcontractors, and nothing herein shall be construed as creating a partnership or joint
venture between City and Consultant.
Article V
Professional Competence and Indemnification
(1) Work performed by Consultant shall comply in all aspects with all applicable local,
state and federal laws and with all applicable rules and regulations promulgated by
the local, state and national boards, bureaus and agencies. Approval by the City
shall not constitute or be deemed to be a release of the responsibility and liability of
Consultant or its officers, agents, employees, contractors and subcontractors for the
accuracy and competency of its services performed hereunder.
(2) In accordance with Texas Local Government Code Section 271.904, the
Consultant shall indemnify, hold harmless, and defend the City against
liability for any damage caused by or resulting from an act of negligence,
intentional tort, intellectual property infringement, or failure to pay a
subcontractor or supplier committed by the Consultant or Consultant's agent,
consultant under contract, or another entity over which the Consultant's
exercises control.
City of Fort Worth,Texas
Standard Agreement for Professional Services
Revision Date:9/24/2014
Page 2 of 8
Article VI
Insurance
(1) Consultant shall not commence work under this Agreement until it has obtained all
insurance required under this Article and the City has approved such insurance, nor
shall Consultant allow any subcontractor to commence work on its subcontract until
all similar insurance of the subcontractor has been so obtained and approval given
by the City; provided, however, Consultant may elect to add any subconsultant as
an additional insured under its liability policies.
Commercial General Liability
$1,000,000 each occurrence
$1,000,000 aggregate
Automobile Liability
$1,000,000 each accident (or reasonably equivalent limits of
coverage if written on a split limits basis). Coverage shall be
on any vehicle used in the course of the Project.
Worker's Compensation
Coverage A: statutory limits
Coverage B: $100,000 each accident
$500,000 disease - policy limit
$100,000 disease - each employee
(2) Additional Insurance Requirements
a. Except for employer's liability insurance coverage under Consultant's worker's
compensation insurance policy, the City, its officers, employees and servants shall
be endorsed as an additional insured on Consultant's insurance policies.
b. Certificates of insurance shall be delivered to the City of Fort Worth Water
Department, Attention: Ana Pena-Tijerina, P.E., Ph.D., BCEE, 4500 Wilma Ln,
Arlington, TX 76012, prior to commencement of work.
c. Any failure on part of the City to request required insurance documentation shall
not constitute a waiver of the insurance requirements specified herein.
d. Each insurance policy shall be endorsed to provide the City a minimum thirty days
notice of cancellation, non-renewal, and/or material change in policy terms or
coverage. A ten days notice shall be acceptable in the event of non-payment of
premium.
e. Insurers must be authorized to do business in the State of Texas and have a
current A.M. Best rating of A: VII or equivalent measure of financial strength and
solvency.
City of Fort Worth,Texas
Standard Agreement for Professional Services
Revision Date:9/24/2014
Page 3 of 8
f. Other than worker's compensation insurance, in lieu of traditional insurance, City
may consider alternative coverage or risk treatment measures through insurance
pools or risk retention groups. The City must approve in writing any alternative
coverage.
g. Workers' compensation insurance policy(s) covering employees employed on the
Project shall be endorsed with a waiver of subrogation providing rights of recovery
in favor of the City.
h. City shall not be responsible for the direct payment of insurance premium costs
for Consultant's insurance.
i. Consultant's insurance policies shall each be endorsed to provide that such
insurance is primary protection and any self-funded or commercial coverage
maintained by City shall not be called upon to contribute to loss recovery.
j. In the course of the Agreement, Consultant shall report, in a timely manner, to
City's officially designated contract administrator any known loss occurrence which
could give rise to a liability claim or lawsuit or which could result in a property loss.
k. Consultant's liability shall not be limited to the specified amounts of insurance
required herein.
I. Upon the request of City, Consultant shall provide complete copies of all
insurance policies required by these Agreement documents.
Article VII
Transfer or Assignment
City and Consultant each bind themselves, and their lawful successors and assigns, to this
Agreement. Consultant, its lawful successors and assigns, shall not assign, sublet or transfer
any interest in this Agreement without prior written consent of the City.
Article VIII
Termination of Contract
(1) City may terminate this Agreement for its convenience on 30 days' written notice.
Either the City or the Consultant for cause may terminate this Agreement if either
Party fails substantially to perform through no fault of the other and does not
commence correction of such nonperformance with 5 days of written notice and
diligently complete the correction thereafter
City of Fort Worth,Texas
Standard Agreement for Professional Services
Revision Date:9/24/2014
Page 4 of 8
(2) If City chooses to terminate this Agreement under Article 8, upon receipt of notice of
termination, Consultant shall discontinue services rendered up to the date of such
termination and City shall compensate Consultant based upon calculations in Article
2 of this Agreement and Exhibit "B" attached hereto and incorporated herein.
(3) All reports, whether partial or complete, prepared under this Agreement, including
any original drawings or documents, whether furnished by the City, its officers,
agents, employees, consultants, or contractors, or prepared by Consultant, shall be
or become the property of the City, and shall be furnished to the City prior to or at
the time such services are completed, or upon termination or expiration of this
Agreement.
Article IX
Right to Audit
(1) Consultant agrees that the City shall, until the expiration of three (3) years after final
payment under this Agreement, have access to and the right to examine any directly
pertinent books, documents, papers and records of Consultant involving transactions
relating to this Agreement. Consultant agrees that the City shall have access during
normal working hours to all necessary facilities and shall be provided adequate and
appropriate workspace in order to conduct audits in compliance with the provisions of
this section. City shall give Consultant reasonable advance notice of intended audits.
(2) Consultant further agrees to include in all its subcontracts hereunder, a provision to
the effect that the subcontracting consultant agrees that the City shall, until the
expiration of three (3) years after final payment under the subcontract, have access
to and the right to examine any directly pertinent books, documents, papers and
records of such sub-consultant, involving transactions to the subcontract, and
further, that City shall have access during normal working hours to all sub-
consultant facilities, and shall be provided adequate and appropriate work space in
order to conduct audits in compliance with the provisions of this article. City shall
give Consultant and any sub-consultant reasonable advance notice of intended
audit.
(3) Consultant and sub-consultants agree to photocopy such documents as may be
requested by the City. The City agrees to reimburse Consultant for the cost of copies
at the rate published in the Texas Administrative Code in effect as of the time copying
is performed.
City of Fort Worth,Texas
Standard Agreement for Professional Services
Revision Date:9/24/2014
Page 5 of 8
Article X
Minority Business and Small Business Enterprise (MBE)(SBE) Participation
In accordance with the City's Business Diversity Enterprise Ordinance No. 20020-12-2011,
as amended, the City has goals for the participation of minority business enterprises and/or
small business enterprises in City contracts. Consultant acknowledges the MBE and SBE
goals established for this Agreement and its accepted written commitment to MBE and SBE
participation. Any misrepresentation of facts (other than a negligent misrepresentation)
and/or the commission of fraud by the Consultant may result in the termination of this
Agreement and debarment from participating in City contracts for a period of time of not less
than three (3) years.
Article XI
Observe and Comply
Consultant shall at all times observe and comply with all federal, state, and local laws and
regulations and with all City ordinances and regulations which in any way affect this
Agreement and the work hereunder, and shall observe and comply with all orders, laws
ordinances and regulations which may exist or may be enacted later by governing bodies
having jurisdiction or authority for such enactment. No plea of misunderstanding or ignorance
thereof shall be considered. Consultant agrees to defend, indemnify and hold harmless City
and all of its officers, agents and employees from and against all claims or liability arising out
of the violation of any such order, law, ordinance, or regulation, whether it be by itself or its
employees.
Form 1295 Certification No. n/a (below US$ 50K)
Article XII
Venue and Jurisdiction
If any action, whether real or asserted, at law or in equity, arises on the basis of any
provision of this Agreement, venue for such action shall lie in state courts located in
Tarrant County, Texas or the United States District Court for the Northern District of Texas
— Fort Worth Division. This Agreement shall be construed in accordance with the laws of
the State of Texas.
Article XIII
Contract Construction
The Parties acknowledge that each party and, if it so chooses, its counsel have reviewed
and revised this Agreement and that the normal rule of construction to the effect that any
City of Fort Worth,Texas
Standard Agreement for Professional Services
Revision Date:9/24/2014
Page 6 of 8
ambiguities are to be resolved against the drafting party must not be employed in the
interpretation of this Agreement or any amendments or exhibits hereto.
Article XIV
Severability
The provisions of this Agreement are severable, and if any word, phrase, clause,
sentence, paragraph, section or other part of this Agreement or the application thereof to
any person or circumstance shall ever be held by any court of competent jurisdiction to be
invalid or unconstitutional for any reason, the remainder of this Agreement and the
application of such word, phrase, clause, sentence, paragraph, section, or other part of this
Agreement to other persons or circumstances shall not be affected thereby and this
Agreement shall be construed as if such invalid or unconstitutional portion had never been
contained therein.
Article XV
Notices
Notices to be provided hereunder shall be sufficient if forwarded to the other Party by
hand-delivery or via U.S. Postal Service certified mail return receipt requested, postage
prepaid, to the address of the other Party shown below:
City of Fort Worth, Water Department
Attn: Ana PENA-TIJERINA
4500 Wilma Ln.,
Arlington, Texas 76012
Consultant:
inCTRL Solutions Inc.
Attn: Leiv RIEGER
470 Anthony Drive
Oakville, Ontario
L6J2K5
Canada
Article XVI
Headings
The headings contained herein are for the convenience in reference and are not intended
to define or limit the scope of any provision of this Agreement
City of Fort Worth,Texas
Standard Agreement for Professional Services
Revision Date:9/24/2014
Page 7 of 8
Article XVII
Counterparts
This Agreement may be executed in one or more counterparts and each counterpart shall,
for all purposes, be deemed an original, but all such counterparts shall together constitute
but one and the same instrument.
Executed and effective this the j�"'qday oidl 2Q&�
BY: BY:
CITY OF FORT WORTH ENGINEER
inCTRL Solutions Inc.
Jesus J. Chapa Leiv RIE( `E
Assistant City Manager CEO
Date: ��� Date: / C , G�1(
APPROVAL RECOMMENDED:
By:
ohn Robert Carman
Director, Water Department
APPROVED AS TO FORM AND LEGALITY M&C No.:
By: M&C Date:
Dou as W. Black
Assistant City Attorney
ATTEST: F41
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$ 4�
Ma J. se
City Se tary
OFFICIAL RECORD
City of Fort Worth,Texas (CITY ���i�E�A�
Standard Agreement for Professional Services
Page 18 of Sate:9/24/2014 �T. !]1 OR 5 H9 TX
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Attachment A
Scope of Services
Simulation Study of the Aeration Control System
for the Village Creek Water Reclamation Facility
City of Fort Worth
by inCTRL Solutions Inc.
Contact: Leiv Rieger, CEO
470 Anthony Drive
Oakville ON,L6J 2K5
Canada
Cell Phone: +1 (905) 334-4027
Email: rieger@inCTRL.ca
submitted to City of FOIL Worth
Contact:Ana J. Pena-Tijerina,Ph.D., P.E.,BCEE
Technical Services
Village Creek Water Reclamation Facility-Water Department
4500 Wilma Ln.,Arlington TX 76012
USA
Office Phone: +1 (817) 392-4982
Cell Phone: +1 (817) 682-8816
Email: Ana.Pena@FortWorthTexas.gov
Oakville, 21"of March 2016
CITY OF FORT WORTH-VILLAGE CREEK WRF-AERATION SYSTEM CONTROL MODELING
Table of Contents
1 Introduction.........................................................................................................2
2 Work Plan............................................................................................................3
2.1 Project Mobilization..............................................................................................3
2.2 Data Collection and Reconciliation.......................................................................3
2.3 Process Model Development and Calibration.......................................................3
2.4 Input Scenario Development................................................................................3
2.5 Detailed Aeration System Model..........................................................................3
2.6 Review of Existing Aeration System and Conditions............................................3
2.7 Modified Operations.............................................................................................3
2.8 Reporting.............................................................................................................4
2.9 Project Management............................................................................................4
3 Potential future work..........................................................................................4
4 Schedule..............................................................................................................4
5 Budget.................................................................................................................4
6 Contact details....................................................................................................5
AttachmentB: Budget..............................................................................................6
1 Introduction
The City of Fort Worth (City) is exploring options to improve the aeration system and process
efficiency of their Village Creek Water Reclamation Facility (VCWRF). The City contacted
inCTRL Solutions Inc. (inCTRL) for support in setting up an integrated process and detailed
aeration system model in SIMBA#, and calibrating it to match current provided data. The
resulting integrated model shall be used to evaluate the existing system with a focus on the
aeration system and controls. Based on the findings, recommendations on improvements
should be given and selected solutions and scenarios tested in simulation.
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CITY OF FORT WORTH-VILLAGE CREEK WRF-AERATION SYSTEM CONTROL MODELING
2 Work Plan
2.1 Project Mobilization
• Clarify project objectives and timelines
• Discussion of data requirements
2.2 Data Collection and Reconciliation
• Collection of existing information
• Basic analysis of received data
• Identification of data gaps and recommendations for additional measurements
• Data reconciliation
• Wastewater characterization
2.3 Process Model Development and Calibration
• Review of VCWRF's existing GPS-X model
• Setup of hydraulic and bio-kinetic models in SIMBA#
• Implementation of simplified air distribution model (for calibration purposes)
• Implementation of existing process control strategies (demand-side only)
• Calibration of SIMBA# process model to match provided data
2.4 Input Scenario Development
• Analysis of influent data
• Setup of up to 2 temperature scenarios:
o Winter using source water 1, lower alkalinity
o Summer using source water 2, higher alkalinity
• 5 load scenarios:
o Dry weather
o Wet weather (with HRC)
O Sustained capacity (without HRC)
o Primary effluent pump stations split flow proportion
o CEPT
• Implementation of input scenarios in SIMBA#
2.5 Detailed Aeration System Model
• Setup of detailed blower models for current blower configurations
• Setup of detailed piping model
• Setup of detailed diffuser model
• Setup of existing detailed air delivery controls
2.6 Review of Existing Aeration System and Conditions
• Evaluation of existing aeration system (for specified temperature and load scenarios)
• Determination of min and max air demand for dry and wet weather conditions
• Recommendations for improvements to aeration system performance
2.7 Modified Operations
• Support in defining control goals and control constraints, screening of potential
solutions
• Evaluation of most efficient blower scheduling and combinations (e.g. scenario
without blower MB#10)
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CITY OF FORT WORTH-VILLAGE CREEK WRF-AERATION SYSTEM CONTROL MODELING
• Qualitative analysis of aeration equipment under current control concept (i.e. blowers,
pipes, diffusers, valves)
• Analysis and recommendations for DO sensor placement
• Process analysis: Potential savings for i) ammonia-based aeration control, ii) SRT
control, iii) Basins 12&13 out of service
2.8 Reporting
inCTRL will provide all findings in a written technical memorandum in addition to all
developed models and parameter sets. The report will include recommendations for an
optimized aeration system performance.
inCTRL will provide an annual SIMBA# license to the City and deliver all files to run the
integrated models developed within the scope of this project as part of the deliverables.
Additional support after the project ends is provided in form of a Premium Support Package.
2.9 Project Management
It is suggested to start the project with a site visit for the involved two inCTRL employees
after a draft model has been set up by inCTRL. To maintain a close communication between
the City and inCTRL throughout the project, 2-weekly conference calls will be organized.
3 Potential future work
Depending on this project's results and the strategy chosen for implementation, the City may
increase inCTRL's scope of work to include support for the implementation of the
recommended aeration system improvements or to evaluate additional control solutions.
4 Schedule
inCTRL is able to start the work immediately after the contract has been signed. It is
anticipated that the project can be finished within 6 months after the starting date, given that
all required data and information is available to inCTRL.
5 Budget
A total budget of $49,830 USD has been calculated. The table in Attachment B gives an
overview of the costs for inCTRL's services.
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CITY OF FORT WORTH-VILLAGE CREEK WRF-AERATION SYSTEM CONTROL MODELING
6 Contact details
Name Project Role Affiliation Email /Telephone
Leiv Rieger Project Leader rieger(a)inCTRL.ca
+1 (905) 334-4027 (cell)
Oliver Schraa Project Expert inCTRL schraa inCTRL.ca
+1 (905) 379-2750 (cell)
Oakville, 21St of March 2016
s-
Dr. Leiv Rieger
CEO inCTRL Solutions Inc.
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CITY OF FORT WORTH—VILLAGE CREEK WRF-AERATION SYSTEM CONTROL MODELING
Attachment B: Budget
The table below gives an overview of the costs for inCTRL's services. Invoicing will be done
monthly and in US$. A total budget of$49,830 USD has been estimated
Village Creek WRF Aeration System Control Modeling
Task&Budget Summary
Labour Hoursidget[US$]
Project Mobilization 5 $750
Data Collection and Reconciliation 34 $5,100
Process Model Development and Calibration 28 $4,200
Input Scenario Development 10 $1,500
Detailed Air Distribution Model: Setup and Calibration 32 $4,800
Review of Existing Aeration System and Conditions 40 $6,000
Modified Operations 62 $9,300
Results 26 $3,900
Project Management 26 $3,900
Site Visits 28 $4,200
TOTAL LABOUR 291 $43,650
Software #
Simba#Annual License 1 $2,500
SIMBA#Premium Support Package 1 month 1 $1,000
Travel Expenses Days
On-site meeting(2 persons) $2,680
GRAND TOTAL $49,830
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