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HomeMy WebLinkAboutContract 44623 Cff Y SEC K A 0- -m lli RM m NO TE PROFESSIONAL,SERVICES AGREEMENT This PROFESSIONAL SERVICES AGREEMENT `Agreement" is made and entered into by and between, the CIT'Y of FORT WORT (the "City"'), a home rule muaniorpal corporation situated in portions of Tarrant, Denton and Wise Counties, Texas, acting by and through Fernando Costa, its duly authorized ,assistant City Manager,er and Sign attire Automation, LLC, and acting by and through Rick Hidalgo, its duly authorized President, Contracts, each individually referred to as a "Party" and collectively referred to as the "parties." CONTRACT CT DOCU E TSW The Contract documents shall include the following: 1. This Agreement for Professional Services 2. Exhibit Statement of Work plus any amendments to the Statement of Work 3. Exh i blit B—Payment Schedule 4. Exhibit C— Milestone Acceptance Form 5. Exhibit D— Network Access Agreement All Exhibits attached hereto are incorporated herein and made a part of this Agreement for all purposes. In the event of any conflict between the documents, the terms and conditions of this Professional' Services Agreement shall oontroll. 1. SCONE of SERVICES. Consultant hereby agrees to provide the City with professional consulting services for the purpose of providing implementation services to upgrade the City's existing blonde are based generator and compressor control system for the Fort Worth Water Department l ''FWD at the Village Creek Wastewater Treatment Plant. Such services shall include, but not be limited to, interface pro rarnrn n �,, ooinfigiuration, and data m,iigration. Attached hereto and incorporated for all purposes incident to this Agreement is Exhibit" ," Statement of Work, more specifically describing the services to be provided hereunder. 2. TERM. This Agreement shall commence upon the date that both the City and Consultant have executed this Agreement "Effective Diate" and shall continue in Bull force and effect until project com letion ("Initial Term"), unless terminated earlier in accordance with the provisions of this Agreement. Following the Initial Teruo, this Agreement shall not be renewable. 3. COMPENSATION. The City shall pay Consultant an amount not to exceed $19,9100.00 in accordance with the provisions of this Agreement and the Plalymenit Sohodual�e attached as Exhibit ," which is incorporated for all purposes herein. Consultant shall not perform any additional services for the Cavity not specified by this Agreement unless the City requests aand approves in writing the additional costs for such services. The City shall not be liabile for any additional expenses of Consultant not specified by this Agreement r unless the City first approves such expenses in writing.. RECEIVED JUL 15 s� Professional Services Agreement 'OFFICIAL RECORD , ORD City of Port Wort h Sig,natur,el a utorn i n Pe 1 of 10 CITY SECRETARY FT.WORTH9 TX 4. TERMINATION. 4.1. For Convenience. The City or Consultant may terminate this Agreement" at any time and for any reason by providing the other party with 30 days written notice of termination. 4.2 Mona pRropriation of Funds. In the event no funds or insufficient funds are appropriated by the City in any fiscal period for any payments due hereunder, City will notify Consultant of such occurrence and this Agreement shall 'terminate on the last day of the fiscal period for which appropriations were received without penalty or expense to the City of any kind whatsoever, except as to the portions of the payments, herein agreed upon for which funds have been appropriated. 4.3 Duties and Obligations of the Parties. In the event that this Agreement is terminated prior to the Expiration Date, the City shall pay Consultant for services, actually rendered up to the effective date of termination and Consultant shall continue to provide the City with services requested by the City and in accordance with this Agreement up to the effective date of termination. Upon, termination of this Agreement for any reason, consultant shall provide the City with copies of all compileted or partially completed documents prepared under this Agreement. 5. DISCLOSURE, OF CONFLICTS AND CONFIDENTIAL INFORMATION. Consultant hereby warrants to the City that Consultant has made full disclosure in writing of any existing, or potential conflicts of interest related to Consultant's services under this Agreement. In the event that any conflicts of interest arise l after the Effective Date of this Agreement, Consultant hereby agrees immediately to make full disclosure to the City in writing. Consultant, for itself and its officers, agents and employees, further agrees that it shall treat all information provided' to it by the City as confidential and shall not disclose any such information to a third party without the prior,written approval of'the City. Consultant shall store and maintain City Information in a secure manner and shall not allow unauthorized users to access, modify, delete or otherwise corrupt City Information in any way. Consultant shall notify the City immediately if the security or integrity of any City information has been compromised or is believed to have been compromised., 6. RIGHT TO AUDIT. Consultant agrees, that the City shall, until the expiration of three (3), years after final playmenit under this contract, or the final conclusion of any audit commenced during the said three years, have access to and the right to examine at reasonable times any directly pertinent books, documents,, papers and records of the consultant involving transactions rellating to this Contract at no additional cost to the City. Consultant agrees that the City shall have access during normal working hours, to, all necessary Consultant facilities and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this section. The City shall give Consultant reasonable advance notice of intended audits. Consultant further agrees to include in all its subcontractor agreements hereunder a provision to the effect that the subcontractor agrees that the city shall, until expiration of three (3) years after final payment of the subcontract, or the final conclusion of any audit commenced during the said three years have access to and the right to examine at reasonable times any directly pertinent books) documents,: papers and records of such subcontractor involving transactions related to the subcontract, and further that City shall have access during normal working hours to all subcontractor facilities and shall be provided adequate and appropriate work space in order to conduct audits in colmipliiaince with the Professional Services,Agreement City of Fort Worth Signature Automation Page 2 of 10 No API I , qqw AN Ah As A16 40 lw 10 w do AN ON ON Z 14-P w 4wr II VIII AN w lop ON ON ON, NN so ON IN INN IN a compatible,, and functionally equivalent non infringing software and/or documentation at no additional charge to City; or (d) if none of the foregoing: alternatives is reasonably available to Consultant, terminate this agreement and refund to City the payments actually made to Consultant under this agreement. 9. ASSIGNMENT AND SUBCONTRACTING. Consultant shal'l not assign or subcontract any of its duties, oibili'gatioinis, or rights under this ,Agreement without the prior written consent of the City. If the City grants consent to an assignment, the assignee shall execute a written agreement with the City and the Consultant under w hich the assignee agrees, to be bound by the duties and obligations of Consultant under this Agreement. The Consultant and Assignee shall be jointly liable for all obligations of the Consultant under this Agreement prior to the effective date, of the assignment. If' the City grants consent to a subcontract, the subcontractor shall execute a written agreement, with the Consultant referencing this Agreement under which the subcontractor shall agree to be, bound by the duties and obligations, of the Consultant under this Agreement as such duties and obligations may appily. The Consuilta:nt shall provide the City with a fully executed copy of any such subcontract. 10. INSURANCE. Consultant shall provide the City with certificate(s) of insurance documenting policies of the following minimum coverage limits, that are to be in effect prior, to colm�menc�ement of any work pursuant to this Agreement: 10.1 'Coverage and Limits (a) Cornmercial General Liability $1,000,000 Each Occurrence $1 000,000 Aggregate (b) Automobile Liability $1,0100,0001 Each occurrence on a colr Mined single limit basis Coverage shall be on any vehicle used by the Consultant, its employees, agents, representatives in the course of the providing services under this Agreement. "Any vehicle" shall be any vehicle owned, hired and non-owned (c) Worker's Compensation -Statutory limits Employer's liability $1007000 Each accildent/occurrence $100,000 Disease -per each employee $500,0100 Disease- policy limit This coverage may be written as follows: Workers,' Compensation and Employers' Liability coverage With limits consistent with statutory i benefits outlined in the Texas workers' Compensation Act (Art. 83018— 1.011 et seal. Tex. Rev. Civ. Stat.) and minimum policy limits for Employers' Liability of $100,000 each accident/occurrence, $5010,0010 bodily injury disease policy limit and $100,0010 per disease per employee Professional services Agreement City of Fort Worth signature Automation Page 4 of 10 (d) Technology Liability i $1,,000,0100 Each Claim Limit $1,000,000 Aggregate Limit Coverage shall include, but not be limited to, the following.- (i) Failure to prevent unauthorized access, (ii) Unauthorized disclosure of information (iii) Implantation of malicious code or computer virus (iv) Fraud, I Dishonest or intentional Acts with final adjudication language Technology coverage may be provided 'throughl, an endorsement to the Commercial General Liability (CGL), policy, or a separate policy specific to Technology E&O. Either is acceptable if coverage meets all other requirements. Any deductible will be the, sol�e, responsibility f'the Prime Vendor and may not exceed $50,000 without the written a provall of the City. Coverage shall be claims-made,, with a retroactive or prior acts date that is on or before the effective date of this Contract. Coverage shall be maintained for the duration of the contractual agireement and for two (2) years following completion: of services provided. An annual certificate of insurance shall be submitted to the City to evidence coverage., 10.2 General Requirements (a) The commercial general liability and automobile liability policies shall name the City as an additional insured thereon, as its interests may appear. The term City shall include its employees, officers, officials, agents, and volunteers, in res,pec�t to the contracted services. (b) The workers' compensation policy shall include a Waiver of Subrolgation (Right of Recovery) in favor of the City of Fort Worth. (c), A minimum of' 'Thirty (30) days notice of cancellation or reduction in limits of coverage shall be provided to the City. Ten (10), days notice shall be acceptable in the event, of non-payment of premium,. Notiice shall be sent to the Risk Manager, City of Fort Worth,, 1000 T'hroickmorton, Fort Worth, Texas 76102,! with copies to the City Attorney at the same address. (d) The insurers for all policies must be licensed and/or approved to do business in the State of Texas. All insurers must have a mini'murn rating of A- V11 in the current A.M. Best Key Rating Guide, or have reasonably equivalent financial strength and solvency to, the satisfaction of Risk Management. If the rating is below that required, written approval of Risk Management is req,u�ired. (e) Any failure on the part of the City to request required insurance documentation shall not constitute a waiver of the insurance requirement. i (f) Certificates of Insurance evidencing that the Consultant has obtained all required insurance s,halll be delivered to the City prioir to Consultant proceeding with any work pursuant to this Agreement. 11. COMPLIANCE WITH LAWS, ORDINANCES, RULES AND REGULATIONS. Consultant agrees that in the performance of its obligations hereunder, it willl comply with all applicable federal, state and local laws, ordinances, rules and regulations, and that any work it produces in connection with this agreement will also comply with all a�ppl�icable federal, state and local laws, ordinances, rules and regulations. If the City notifies Coin:su,lltant of any violation of such laws, ordinances, rules or regulations, Consultant shall immediately desist from and correct the violation. Professional Service greement City of Fort Worth Signature Automation Page 5 of 1,01 12. NON-DISCRIMINATION COVENANT. Consultant, for itself, its personal representatives, assigns, subcontractors and successors in interest, as, part of the consideration herein, agrees that in the performance of Consultant's duties and obligations hereunder, it shall not discriminate in the treatment,or employment of any individual or group of i:ndiv,iduals on any basis prohibited by law. If any claim arises from an alleged violation of this non- discrimination covenant by Consultant, its personal representatives, assigns, subcontractors or successors, in interest, Consultant agrees to assume such liability and to indemnify and defend the City and hold the City harmless from such claim. 13. NOT'ICES,. Notices required pursuant to the provisions, of this Agireemient shall be conclusively determined to have been delivered when (1) hand-delivered to the other party, its agents, employees, servants or representatives, (2) delivered by facsimile with electronic confirmation of the transmission, or (3) received by the other party by united States Mail, registered, return receipt requestedl, addressed as follows.. City of Fort Worth Signature Automation Attn- Fernando Costa, Assistant City Manager Attn: Rick Hidalgo,, President 1000 Throckmorton 4347 W. Northwest Hwy. Fort Worth TX 76102-6311 Diallast Texas, 75220 Facsimile- (817) 392-8654 Facsimile: (469)619-1242 14. SOLICITATION OF EMPLOYEES. Neither the City nor Consultant shall, during the term of this agreement and additionally for a period of one year after its termination, solicit for employment or employ, whether as employee or independent contractor, any person who is or has been employed by the other during the term of this agreement, without the prior written consent of the person's employer. Notwithstanding the foregoing, this provision shall not apply to an employee of either party who responds to a general solicitation of advertisement of employment by either party. 15. GOVERNMENTAL POWERS11MMUNITIES It is understood and agreed that by execution of this Agreement, the City does not waive or surrender any of its governmental powers or immunities. 16. NO WAIVER. The failure of the City or Consultant to iins,iist upon the performance of any term or provision of this Agreement or to exercise any right granted herein shall not constitute a waiver of the City's or Consultant's respective right, to, insist upon appropriate performance or to assert any such right on any future occasion. 17. GOVERNING LAW/VENUE. This Agreement shall be construed in accordance with the laws of the State of 'Texas. If any action, whether,real or asserted, at law or in equity, is brought pursuant to this Agreement, venue for such action shall lie in state courts located in Tarrant C,olunty, Texas or the United States District Court for the Professional ervices Agreement City of Fort Worth signature Automation Page 6 of 10 Northern Diistrict of Texas, Fort Worth Division. 18. SEVERABILITY. If any provision of this Agreement is held to be invalid, illegal or unenforceable, the validity, legality and enforceability of the, remaining provisions shall not in any way be affected or impaired. 19. FORCE MAJ�EURE.. The City and Consultant shall exercise, their best, efforts to meet 'their respective duties, and obligations as set forth in this Agreement,1 buit shall not be held liable for any delay or omiss,ion, in performance due to force majeure or other causes beyond their reasonable control, including, but not limited to, compliance with any government law, ordinance or regulation, acts of God, acts of the public enemy, fires, strikes,, lockouts,: natural disasters,, wars, riots, material or labor restri�cti,o,ns by any governmental authority, transportation problems and/or any other similar causes. 20. HEAUINGS NOT CONTROLLING. Headings and titles used in this Agreement are for reference purposes only, shall not be deemed a part of this, Agreement, and are not intended to define or limit the scope of any provision of this Agreement. 21. REVIEW OF COUNSEL. The parties acknowledge that each party and its counsel have reviewed and revised this Agreement and that the normal rules, of construction to the effect that any ambiguities are to be resolved against the drafting party shall not be employed in the interpretation of this Agreement or exhibits hereto. 22. AMENDMENTS., No amendment of this Agreement shall be binding upon a party hereto unless such amendment is set forth in a written instrument, which is executed by an aulthorizedl representative of each party. 23. IENTIRETY OF AGREEMENT., This Agreement, including the schedule of exhibits attached hereto and any documents incorporated herein by reference, contains the entire understanding and agree en�t between the City and Consultant, their assigns and successors in interest, as to the matters,contained herein. Any prior or contemporaneous, oral or written agreement is hereby declared null and void to the extent in conflict with any provision of this Agreement. 24. SIGNATURE AUTHORITY. The person signing this agreement hereby warrants that he/she has the legal authority to execute this agreement on behalf of' the respective party, and that such binding authority has been granted Iby proper order, resolution) ordinance or other authorization of the entity. The other party is fully entitled to rely on this warranty and representation in entering into this Agreement,. 25. 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 one and the same instrument. Professional Services Agreement City of Fort Worth Signature Alutornation Page 7 of 10 260, WARRANTY OF SERVICES. Consultant warrants that its services will be of a professional quality and conform to, generally prevailing industry standards,. City must give written notice of any breach of this warranty wiitl in thirty (30,) days from the, date that the services are completed. In such event, at Consultant)is option!,, Consultant shall either (a) use commercia�llly reasonable efforts to re-perform the services, in a manner that conforms with the warranty, orb refund',the fees paid by the City to Consultant for the nonconforming services. 217. MILESTONE ACCEPTANCE. Consultant shall verify the quality of'each Cleliverable, before submitting it to the, City for review and approval. The City will review all d�el�iv,era�biles to determine their acceptability and signify acceptance by execution of the Milestone Acceptance Form, which is attached hereto as Exhibit, "C.1' If the City rejects the submission, it will notify the Consultant in writing as soon as the determination is made listing the specific reasons for rejection. The Consultant shall have ten (10), days to correct any deficiencies and resubmit the corrected deliverable. Payment to the Consultant shall not be authorized unless the City accepts the deliverable in writing in the form attached. The City's acceptance will not be unreasonably withheld. 28. NETWORK ACCESS. If Consultant, and/or any of its employees, officers,, agents, s,e,rva,nts or subcontractors (for purposes of this section "Consultant Personnel"), requires access to the City's computer network in order to provide the services herein, Consultant shall execute and c,olmpily with the Network Access Agreement which is attached hereto as Exhibit "D" and incorporated herein for all purposes. Further, Consultant shall be responsible for specifically notifying all C,oins,ulltannt Personnel who will provide services to the City, under this agreement of the following City requirements and restrictions regarding access to the City's Network as set forth in Ex,hiblit"D." (a) Consultant shall) be responsible for any City-owned equipment assigned to Consultant Personnel, and will immediately report the loss or theft of such equipment to the City (b) Consultant, and/or Consultant Personnel, shall be prohibited from connecting personally- ,owned computer equipment to the City's Network (c) Consultant Personnel shall protect City-issued passwords and shall not allow any third party to utilize their password and/or user ID to gain access to the City's Network (d) Consultant Personnel shall not engage in prohibited or inappropriate use of El�ectroin!lic Communications Resources as described in the City's Administrative Regiulat,ion D7 (a copy of which will be made available to Consultant upon request) (e) Any document created by Consultant Personnel in accordance with thus Agreement is considered the property of the City and is subject to applicable state regulations regarding public information (f) Consultant, Personnel shall not copy or duupllicate electronic information for use on any non-City computer except as necessary to, prolv ide services pursuant to this Agreement i(g) All network activity may be monitored for any reason deemed necessary by the City (h) A Network user ID may be deactivated when the responsibilities, of the Consultant Personnel no longer require Network access, 0) A, breach of' any of the foregoing, and/or Exhibit "D," by Consultant, or any Consultant, Personnel, may result in the revocation of' the Network access privileges and/or termination of this Agreement Professional Services,Agreement City of Fort Worth signature Aultornation Page 8 of 10, 29. IMMIGRATION NATIONALITY ACT, The City of Fort Worth actively supports the Immigration & Nationality Act (MINA) which includes provisions addressing employment eligibility', employment verification, and nondiscrimination. Consultant shall verify the identity and employment eligibility of all employees who perform work under this Agreement. Consultant shall complete the Employment Eligiiblility Verification Form (1-9), maintain p,holtocop:ies of all supporting employment eligibility and identity documentation for all employees, and upon request, provide City with copies of all 1-9 forms and supporting eligibility documentation for each employee who performs work under this Agreement. Consultant shall establish appropriate procedures and controls so that no services will be performed by any employee who is not legally eligible to perform such services. Consultant shall provide City with a, certification letter that it has complied with the verification requirements required by this Agreement,. Consultant shall indemnify City from any penalties or liabilities due to violations, of this provision,. City shall have the right to immediately terminate this Agreement for violations of this provision by Consultant. 30. INFORMAL DISPUTE RESOLUTION. Except in the event of termination pursuant to Section 4.2, if elither City or Consultant has a clairn, dispute, or other matter in question for breach of' a ty', obligations, services rendered or any warranty that arises under this Agreement, the parties shall first attempt to resolve the matter through th�iis dispute resolution process. The disputing party shall notify the other, party in writing as soon as practicable after discovering the claim, dispute, or breach. The notice shall state the nature of the dispute and list the party's specific reasons for such dispute. Within ten (1 01) business days of receipt of the notice, both parties shall commence the resolution process and make a good faith effort, either through email, mail, phone conference,1 in person meetings, or other reasonable means to resolve any claim, dispute, breach or other matter in question that may arise out of, or in connection with this Agreement. If the parties fail to resolve the dispute within sixty (60) days of the date of receipt of the notice of the dispute, then the parties may submit the matter to non-binding mediation in Tarrant County, Texas, upon written consent of authorized representatives of' both parties in accordance with the Industry Arbitration Rules of the American Arbitration Association or other applicable rules governing mediation then in effect. The mediator shall be agreed to by the parties. Each party shall be liable for its own expenses, including attorney's fees; however, the parties shall share equally in the costs,of the mediation. If the parties cannot resolve the dispute through media�tion�, then either party shall have the right to exercise any and all remedies available under law regarding the dispute. Notwithstanding the fact that the parties may be attempting to, resolve, a dispute in accordance with this informal dispute resolution process, the plart,ies agree to continue without delay all of their respective duties and obligations, under this Agreement not affected by the dispute. Either party may, before or during the exercise of the informal dispute resolution process set forth herein, apply to a court having, jurisdiction for a tempora,ry restraining order or preliminary injunction where such relief is necessary to protect its interests. (Signature Page Follows] Professional Services Agreement City of Fort Worth Signature Automation Page 9 of 10 I�MTf",�,,WHEREOF, the parties here a xecuited this Agreement in multiples this lal--day of 2 .0' --------- OL—) ACCEPTED AND AGREED.- CITY OF FORT WORTH�.* SIGNATURE AUTOMATION, LLC,-, By: Bly. Fernando Costa Rick Flidalgo,KLD Assistant City Manager President Date'. 07110VV-3 Date 00 TEST: 0 ').. ......... ATTB� % X 0 By* 10 0 Mary City S) retiary 0 *0100,0000 4:1 APPROVED:AS TO FORM AND LEGALITY- ByUA1(:, Maleshi . Farmer Assistant Cilt,y Attorney 10 CONTRACT'AUTHO�RIZATIONS lei M&C*- 44�) Da�te Approved, OFFICIAL RECORD -C Ra CITY SECRETARY T FT.WORTH,TX Professional services Agreement City of Fort Worth signature Automation Page 1 0 of 10 EXHIBIT STATEMENT OF WORK ztI "Automation! W.Northwest Hwy i le 120,9270 469-2,18-6840 October 16,2012 Mr.Ruau t ,r Fichera Assistant D i rec to r City of"Fort Worth 4500,Wilma Lane Arlington,Texas Subject.- Proposal fbr Application Developrricrit Services,for F Water Reclamation Fa i it ' encrator and Compressor Seater Dear uwuste r w Signature re Aut a tion,L:i C is pleased to r vi . the City of " art Worth with a scope of Nvo k.and fee associated with the Village Creek Water Reclamation Facility's Generator and "ompres r Sy tern U* grade Project. W have eviewed the current tut application and developed the attached scups off°work bas,ed oil our understanding ofi,tine Nvork associated pit the'HMI applications development.t. ire eonsideration rub"true scope ofwork atta lIiel, Signature Automation proposes to provide the application develop ent services for a 111 surn fee 191,9010.0 0. On,behalf of Signature Automation, t WOUld like to express my incere appreciationto, the City o "ort Worth for heiu g offered bile oppollunity,to Provide our services to you. e took forward to hearing from you.Feel ftee to call me at 214-437-7512 shou ld you have any questions in this regard. Sinner ly, Via. Rick Hidalgo, President Signature Auttutin, ;...LC BPE 1"Irm,914711 CC Brett Whitaker Attachment(s) City of Fort Worth Signature Aut ern tion,, Exhibits A,B and t to Professional Services gr cu l nt Page t of City of Fort Worth Village Creek Wastewater Treatment Plant Generator and Col mpressor Upgrade Project Signature Automation,LLC's Applications Development Scope of Services Signature Automation will upgrade the existing Wonder ra re based generator and compressor control system at City of Fort Worth's(CoFW)Village Creek Wastewater Treatment Plant.Services p will include Human Machine Jnterfacc(HMI): rogramming,configuration,,historian and reports migration,commissioning and training as outlined herein. In general,Signature Automation's services include the following scope of work foi-this project: 1. Submittals 2. Migration of existing Wonder pare system to new Wonderware system, I Creation of new and rnodification to existing process graphics displays,within ►onderware, 4. Migration of existing historical data and reports. S. Configuration of Wing l I. 6, Final documentation 7. System testing 8, Operator and Maintenance training 9. Project management 10, Clerical 11.Other direct costs related,to the execution of this work. ASSUMPTIONS Signature Automation has made the following assumptions in developing this scope of work. 1. The purchased hardware and software shall be delivered,to Signature Automation to be used as a development system.Upon completion of work,Signature Automation will deliver the hardware:and software to the City of Fort Worth in preparation for field startup!. 2. The Owner and/or Owner's Representative shall provide the PLC memory mapping or tag naming of the new P1,Cs to Signature Automation to complete development. 3. Signature Autoniation is not responsible for delay's due to negligence,non-performance, unanticipated slippage of delivery dates caused by others. 4. Signature Automation is not res,ponsib:le for problems associated with any third-party software(11MI,PLC,drivers,operating systems,etc.) 5. Signature Automation is not procuring any hardware or software for this assignment.All hardware and software,along with associated licenses are being provided by others. 6. Owner shall provide an electronic backup,file of all HKI programming that is to be upgraded and modified by Signature Automation., 7. The telephone line required for the Wing 11 interface will be provided and maintained by others. 8. Signature Automation is not responsible for any PLC programs-ring. APPLICATION DEVELOPMENT SERVICES The following tasks describe in detail the tasks being provided by Signature Automation for this assignment. it i Page 1 Automation City of Fort Worth Signature Automation Exhibits A,B and C to Professional Services Agreement Page 2 of 7 Task 1-Project Management This task includes general man agem e n t and ov,e rs igh t of the project to in ai ntai n scope,schedule and budget.It is inclusive of administrative and clerical functions. DELIVERABLES: Monthly Invoicing and Progress Reports Task 2-Submittals Signature Automation will provide submimils listed below. O M Manuals(Applications Development Related Sections)-Signature Automation will provide applications development related sections of the O&M manuals.These sections include the following: • Printouts of all graphics affected by this project for the HML • Database listing for 1/0 points affected by this project. • Service,Mailltenance and Operations instructions affected by this project. DELIVERABLES: O&M Manuals,(Applications Development Related Sections) Task 3-Graphics,Devellopment The existing Wonderware 7.11 InTouch with InSQL Historian application running on Windows NT will be migrated to a new Windows server installed with Wonderware InTouch 201.2 and A,rchestrA along with Wonder ware 2012 Historian.Signature Automation,will use the Owner's existing, standards and the discussions held in the pro-development meeting held on Thursday,October 4,1 2012 as the basis for developing the ArchestrA and InTouch HMI graphics.The hardware and software will be purchased by others and delivered to Signature Automation to complete development Signature Automation will attempt to migrate the existing tags,over to the System Platform to create the initial graphics objects.If,however,the migration process does not produce a desirable result,Signature Automation will develop the object library to be utilized for the graphics development Graphics will be developed as required to support the interface to the programmable controllers. Additionally,this task incluldes,the development and configuration of the HMI database defining all associated 1/0 interface points between the PLC and HMI and all pseudo points required to support the user interface.The following graphics will be developed and/or modified as necessary on the HML Popups and other support screens will be developed as needed to provide full functionality of the processes being modifted or added as part of this contract. Graphic Description Ar,chestrA Graphics Main Overview Re-create exi stin Electrical Distribution Re-create existing Gas Compressor Sumrn,aLy ...... Re-create existing,__ [=Generator Shaft Movement ....... Re-create existing �enerator Re-cr=eate exi Page 2 'Automation City of Fort Worth'.Signature Automation Exhibits A,,B and C to Professional Services Agreement Page 3 of 7 Graphic Description Archest,rA Graphics .........._­­'__`­_____­­_­_­­'Generator Vibrations Re-create e�:istin "rend screen e-create exLi .._m Alarm Surrrrn�g Re-create exist' New G!--qp hic New Signature Automation will configure two different 1, drivers to communicate to all of-the PLCs. "These will include the TOP Server Allen-Bradley Suite driver and the TOP Server Automation Direct Suite driver. D Ll l LESS: Electr~onit,baclicups of l-ll' l,graphics files and hard copies inserted in O&M 0's "ask 4 Historical and Report Conversion The new server will he inst alled with the latest Microsoft Office software provided by others. Signature Automation will migrate the Owner's existing historical data and Excel reports to the new Wonderware Historian and Microsoft Excel software.There are three 1-page reports that do not. require any additional changes."These reports contain macros that retrieve data from the historian and automatically print the reports.Signature Automation will verify that the migrated reports retrieve,data from the upgraded historian.Signature Automation will modify the historical data connection macros,if necessary, 'fans 5-Win911 Configuration The existing SCADAlarm software will he replaced with W'in9l 1 rewrote dialer software,Signature Automation will configure Win 91 ..to go into notification mode upon receiving any one of up to 2 alarms to page and Email operators with ratifications of system alarms.Signature Automation assumes that the required telephone lime connection and service to the alarm notification paging system as well as pagers and any and all recurring servico charges will be paid for and/or provided by the Owner or Owner's Representative. Task 6-Testing Upon completion of the application development,Signature Automation will deliver the hardware and software to the City of Fort Worth in preparation for testing.An additional Ethernet connection should be provided to Signature Automation to aflow for side-by-sine testing with the existing application.signature Automation will work closely with the Cite of Fort Worth and Renda Environmental to provide field startup services,including pre-commissioning coordination meetin&confirmation of field 1/0,graphics,trends,alarms,and reports startup.Once the control system has been commissioned and has been tested,Signature Automation will demonstrate to the Owner and/or Owner's Representative that the control system application software operates as designed.The system application development services:shall be considered substantially complete for this project when the systems has met the intent and any rni nor problems or issues have been noted on the project punch list. A.final punch list of outstanding itenis shall be prepared and Signature Automation will clear all final punch list items,with the exception of items beyond Signature Anton ation's control,within an ,k�q -Automation Page 3 .......w�.w..W.wnon,.r,✓wn.WSayo—:=.ti.we...- .a.n. nn,.�.... „r,.rs,u A,.:.u.:m ..i.4.wr,. _vw ,r,:rauw W,�N ,Nrtrr,..rrrr°, City of Fort Worth Signature Automation Exhibits Al B and C to Professional Services Agreement Page 4 of 39:yreedUpon time.Examples of items considered beyond Signature Automation's control include items dependent on the Owner's process equipime!nt or instrument repairs,hardware or softer re bugs inh, rent to vendor supplied equipment(i.e.,defects that require MaIlUfacCurer revisions to correct),etc. At the conclusion of each of these testsp test reports will be provided to,the Olwner and Owner's Representative d,smiling the tests performed,the results of the,test and all appropriate acceptance it sign-offs"for s id tests. DELIVERABLES: Test Reports Task 7-Training Signature ALAOM,atiOn Will conduct training for operations and maintenance staff to he them gain an nn tan ding of the applications developed as,part of this project.Training schedule will be coordinated with the Owner's staff.The O&M manual will be utilized to supplement the l,essons covered during the course.The following training course will be piro d: Course Description Sessions Duration per Session Operator a nd 4 hours, Maintenance Tralning —---------- Page 4 Automation City of Fort Wortli Signawre Automation Exhibits A,,B and C to Professional Services Agreement Page 5 of 7 EXHIBIT B PAYMENT SCHE,D,ULE Milestone Item Percent of Contract Value 1. Mobilization 5%; 2. Draft O&M Subm,ittail 30% 3. Electronic Files,Compilation and Submission 50% 4. Training 5% 5. Test Reports 110% All activities are to be invoiced by percentage complete on, a mon,th,ly basis. it of Fort Worth Signature Automation Exhibits A,B and C to,Professional Services Agreement Page 6 of 7 EXHIBIT C MILESTONE ACCEPTANCE FORM Services Delivered: Milestone/ Deliverable Ref. Milestone/ Deliverable Name: Unit Testing Completion Date: Milestone/ Deliverable Target Completion Date: Milestone/ Deliverable Actual Completion Date: Approval Date: Comments it needed): Approved by Consultant: Approved by Clity Department Director: Signature: Signature: Printed Name: Printed Name,* Title- Title: Date: Date: �For Director Use Only Contracted Payment Amount, Adjustments, including penalties'. Approved Payment Amount", City of Fort Worth Signature Automation Exhibits,A,B and C to Professional Services Agreement Page 7 of 7'