Loading...
RES 18-19-056B ALL SIGNED LAS CRUCES UTILITIES BOARD RESOLUTION NO. 18-19-056B A RESOLUTION APPROVING AMENDMENT NO. 2 TO SERVICE AGREEMENT 18-19-056 BETWEEN THE CITY OF LAS CRUCES GAS UTILITY AND C&M REGULATORY PIPELINE CONSULTANTS, LLC., OF TEMPE, ARIZONA, TO PERFORM ANNUAL CONSULTING SERVICES. THIS IS THE LAST RENEWAL OF THE TWO (2) ADDITIONAL ONE-YEAR TERMS FOR A TOTAL CONTRACT AMOUNT NOT TO EXCEED $159,760.94. The Board of Commissioners for the City of Las Cruces Utilities, on behalf of the City of Las Cruces, is informed that: WHEREAS, on November 8, 2018, the Las Cruces Utilities ("LCU") Board of Commissioners ("Board") approved Resolution 18-19-056, a Service Agreement with C&M Regulatory Pipeline Consultants, LLC. ("C&M"), of Tempe, Arizona, in the amount not to exceed $147,500.00, plus 8.3125% New Mexico Gross Receipts Tax ("NMGRT") in the amount of $12,260.94, for a total amount of $159,760.94. The Service Agreement was effective November 20, 2018, for a term of one (1) year with two (2) one-year renewable options to be exercised at the discretion of the City, upon mutual written consent. WHEREAS, the Statement of Work ("SOW") is issued pursuant to the Consultant Services Master Agreement (the "Agreement") between the LCU Gas Utility, and C&M, that will become effective August 14, 2020; and WHEREAS, C&M will provide annual consulting services toward recommendations and processes, which upon approval of, and implementation and integration by the LCU Gas Utilities that includes: 1. Comprehensive Gas System Operational Audit, and 2. Distributions and transmission Integrity Management Program Update; and WHEREAS, specified deliverable materials and services are described in the LCU FY20 06/20 Rev. 4 LCU Board Resolution No. 18-19-056B Page 2 of 3 SOW. Amended timelines and scope of the listed deliverables and services will be by written mutual agreement of LCU Gas Utility and C&M; and WHEREAS, Amendment No. 2 relates and is limited to exercising the second of two (2) one-dear renewals with an effective date of August 14, 2020, through June 30, 2021; and WHEREAS, this engagement will be conducted on a Time and Materials basis. The total value for the services pursuant to this SOW shall not exceed $147,500.00 plus NMGRT unless otherwise agreed to by both parties, specifying the amended value; and WHEREAS, C&M's hourly rate to travel to and from Las Cruces is $75.00. C&M's hourly rate is $200.00 to Review and Update the LCU Gas Utility organization's overall natural gas regulatory and compliance management program(s) and plan(s). Also reviewed is the LCU Gas Utility regulatory recordkeeping and compliance process workflow, incorporating regulatory and compliance documentation as required by Federal and State regulations; and WHEREAS, the City's Utilities Department recommends approval of Service Agreement Amendment No. 2. NOW, THEREFORE, be it Resolved by the Board of Commissioners for the City of Las Cruces Utilities, on behalf of the City of Las Cruces: (I) THAT Service Agreement, Amendment No. 2 with C&M to perform annual consulting services for the LCU Gas Utility be awarded to C&M of Tempe, Arizona, in the amount not to exceed $159,760.94, which includes NMGRT, as outlined in the Service Agreement Amendment No. 2 attached hereto as Exhibit "B" and made part LCU FY20 06/20 Rev. 4 LCU Board Resolution No. 18-19-056B Page 3 of 3 of this Resolution, is hereby approved. (II) THAT City staff is hereby authorized to do all deeds necessary in the accomplishment of the herein above. DONE AND APPROVED this 131h day of August 2020. APPROVED: By Board Chair ATTEST: Secretary VOTE: Chair Little: Moved by Vice-Chair Archuleta: Commissioner Bencomo: Seconded by Commissioner Carmichael: Commissioner Hardee: Commissioner Johnson: Commissioner Sorg: APPROVED AS TO FORM: Sr. Assistant City Attorney LCU FY20 06/20 Rev. 4 Exhibit "A" City of Las CrucesAF ' MOUNTAINS OF OPPORTUNITY MEMORANDUM To: Jorge A. Garcia, Ph.D., P.E., Utilities Director From: Lucio M. Garcia, P.E., CEM, Initials: 7), z) Z, M- A-• Deputy Director Gas Date: July 28, 2020 File #: GAS20-008 Subject: Recommendation Memo - Service Agreement Annual Extension the last of the two (2) additional one-year terms extension with C&M Regulatory Pipeline Consultants, LLC On November 8, 2018, the Las Cruces Utilities ("LCU") Board of Commissioners ("Board") approved Resolution 18-19-056, a Service Agreement 18-19-056 with C&M Regulatory Pipeline Consultants, LLC. ("C&M"), of Tempe, Arizona, in the amount not to exceed $147,500.00, plus New Mexico Gross Receipts Tax in the amount of $12,260.94, for a total amount of $159,760.94. The Service Agreement was effective November 20, 2018, for a term of one (1) year with two (2) one-year renewable options to be exercised at the discretion of the City, upon mutual written consent. I am requesting authorization to extend the annual consulting contract with C&M Regulatory and Pipeline Consultants, LLC. (C&M), of Tempe, Arizona. The Service Agreement Annual Extension the last of the two (2) additional one-year terms with C&M Regulatory Pipeline Consultants, LLC with C&M Regulatory Pipeline Consultants, LLC. The option to extend is based on the Statement of Work (SOW) included as part of Resolution No. 18-19-056. C&M will provide annual consulting services toward recommendations and processes, which upon approval of, and implementation and integration by the LCU Gas Utility: 1. Comprehensive Gas System Operational Audit. 2. Distributions and Transmission Integrity Management Program Update. This engagement will be conducted on a Time and Materials basis. The total value for the services pursuant to the original SOW shall not exceed $147,500.00, plus $12,260.94 New Mexico Gross Receipts Tax ("NMGRT"), for a total expenditure of $159,760.94. AN EQUAL OPPORTUNITY EMPLOYER Jorge A. Garcia, Ph.D., P.E., Utilities Director Page 2 of 2 Recommendation Memo - C&M Regulatory and Pipeline Consultants, LLC. July 28, 2020 Funding for this project is available in FY21 accounts: Gas 5200-50234001-721070 Expenditure Amount $159,760.94 Thank you for your consideration. If you have any questions, please contact me at x3521. Approved: tS� Disapproved: ❑ r Approved Date Jorge A. Garcia, Ph.D., P.E., Utilities Director Attachment: C&M Funding Estimates FY21 cc: Delilah A. Walsh, Assistant Utilities Director Initials: 1 i I j - i i i i I - C&M Regulatory Pipeline Estimates' nsultans,LLC i ............. ......... i c s for the City of Las Cruces, New Mexico Gas Department (CLC) toward regulatory compliance, operator qualification, and training of CLC personnel and contractors " 7 C&M Estimated Funding Levels for CLC 2020-2021 2020 - 2021 Funding Estimates C&M Regulatory Pipeline Consultants (C&M) Comprehensive Audit Comprehensive Gas System Operational Audit 160 hours @ $200 per hour $32,000.00 C&M proposes to a comprehensive gas system operational Final Report audit. The onsite audit shall include a review and report of Preparation - $5,000.0( CLC's plans, procedures, programs, records, and field inspection of daily work processes and procedures. Included Travel 32 hrs. @ $75 in the plan(s) review will be, the CLC's Operations and per hr. - $2,400.00 Maintenance Manual, Emergency Plan, Damage Prevention, Estimated Travel Public Awareness, Drug and Alcohol, and Expenses @ Cost - Distribution/Transmission Integrity Management Programs. $6,000.00 As part of this audit a field review of operational procedures shall be included. Distribution and Transmission Integrity Management Program Update C&M proposes to provide for the CLC a comprehensive On Site Research — 64 review and analysis of all data incorporated into the required hours @ $200 per hr. distribution and transmission integrity management $12,800.00 programs. Based on our review and analysis C&M shall Final Report provide to the CLC a written report inclusive of our Preparation - $4500.00 recommendations. These recommendations shall include the following as necessary; revisions, inclusions, and Travel 16 hrs. .0 $75 development of processes and programs necessary to meet per hr. - $1200.00 regulatory requirements and to provide the CLC knowledge Estimated Travel necessary to analyze data for driving CLC's natural gas Expenses @ Cost - system capital and maintenance funding to improve $2,000.00 operational integrity of the distribution and transmission natural gas pipeline systems. Total -$20,500.00 i C&M Hourly Rate for 2020-2021 is$200.00 Per hour Per Principal C&M Estimated Funding Levels for CLC 2020-2021 Emergency Plan Training of CLC Personnel and Contractor's Staff C&M proposes to provide to the CLC two (2) Principals for the purpose of training CLC Personnel and Contractor staff on CLC's process procedure toward emergency plan operations, procedures, and protocols. Time and Materials ➢ Daily Rate for training - $3,200.00 ➢ Class development- $1,200.00 one-time cost (future updates $300.00 per) ➢ Hand out materials - up to 24 students per class - $840.00 ➢ C&M Travel - 16 hrs. @ $75.00 per hour - $1200.00 ➢ Estimated Travel Expenses @ Cost - $2,000.00 ➢ Estimate for Funding Considerations - Three (3) Working Days Total Funding Level - $8,440.00 Operator Qualification Training of CLC Contractor's Staff C&M proposes to provide to the CLC two (2) Principals for the purpose of training CLC Contractor staff on Operator Qualification knowledge, skill, and - ability covered task modules as applied to the CLC natural gas system - operations. For the proposes of estimating costs C&M proposes to conduct training on Tuesday, Wednesday, Thursday schedule allowing for travel on Mondays and Fridays. Using this formula 21 days of training equals 7 weeks of training. Time and Materials ➢ Daily rate for training - $3,200.00 maximum 21 days - $64,000.00 ➢ Materials - CLC to provide all training materials and hand outs ➢ C&M Travel - $1200.00 per week X 7weeks - $8,400.00 ➢ Estimated Travel Expenses @ Cost - $2000.00 per week - $14,000.00 OQ Training estimated Funding Level - $86,400.00 C&M Hourly Rate for 2020-2021 is$200.00 Per hour Per Principal C&M Estimated Funding Levels for CLC 2020-2021 Sub-total Estimated Funding Levels for all above - $160,740.00Miscellaneous, Unforeseen, Expenses estimated not to exceed 7.5% of sub-total funding estimate - $14,500.00 Sub-total Estimated Funding including 7.5% - $175,240.00 New Mexico Sales Tax @ 8.3125% - $14,567.00 PROPOSED FUNDING LEVEL TOTALS Comprehensive Audit ............................................$ 45,400.00 Dimp / Trimp Audit ................................................$ 20,500.00 Emergency Plan Training .......................................$ 8,440.00 OQTraining ......................................................... $ 86,400.00 Miscellaneous Expenses Capped at 7.5% $ 14,500.00 .................. Sub-total ..............................................................$175,240.00 New Mexico State Sales Tax @ 8.325% ..................... $ 14,567.00 Total Proposed Funding $189,807.00 Current Amount Remaining Existing Contract PO 20202294- $58,257.00 C&M Hourly Rate for 2020-2021 is$200.00 Per hour Per Principal Exhibit"B" jur City of Las Cruces" PO Box 20000 Las Cruces, NM 88004 June 1, 2020 Michael Comstock C&M Regulatory Pipeline Consultants 1887 E Oasis Tempe AZ 85283 EMAIL: mcomstockl@cox.net Reference: 18-19-056 LCU Gas Utility Annual Consulting Services Renewal for Final Year of Service Agreement Dear Michael Comstock: The City of Las Cruces seeks to exercise its renewal option for the above-referenced Service Agreement. The renewal period commences July 1, 2020 through June 30, 2021 and will be for year 3 of a possible 3. The same terms and conditions of the initial agreement, and any amendments, apply to the renewal. If agreed, please sign the attached form, and return it via email to bidclerk .las- cruces.orq. Please include current copies of any coverage documentation required by the Service Agreement, including your certificate of insurance and any required endorsements and/or waivers of subrogation naming the City of Las Cruces. Any coverage documentation required by the Service Agreement must be received before the extension can be authorized. Please respond by 6/15/2020. Should you need additional information regarding this request, please contact me at 575.541.2520. Sincerely, Sam Bailon City of Las Cruces Buyer CLC File: 18-19-056 SERVICE AGREEMENT ANNUAL EXTENSION-YEAR 3 OF 3 No. 18-19-056 LCU Gas Utility Annual Consulting Services Pursuant to Section 7, EXTENSION, CHANGES AND AMENDMENTS of the LCU Gas Utility Annual Consulting Services Service Agreement(Agreement)dated November 20,2018 between the City of Las Cruces(City)and C&M Regulatory Pipeline Consultants(Contractor),the City and Contractor agree to renew the Agreement for a period of one(1)year,to begin July 1, 2020 and terminate June 30, 2021. All other terms and conditions, including any amendments, of the Agreement remain the same. AGREED: C&M REGULATORY CITY OF LAS CRUCES PIPELINE CONSULTANTS June 3,2020 Signature Date Chenyu"Alex"Liu Date Purchasing Manager Michael R. Comstock- Principal Printed Name/Title Rev,April 2020 CLG File: 18-19-056 LCU Gas Utility Annual Consulting Services Attachment"A" I _ City of Las Cruces SERVICE AGREEMENT THIS AGREEMENT made and entered into on this day of November 2018 by and between the City of Las Cruces, New Mexico, hereinafter called "CITY" and C&M Regulatory Pipeline Consultants, LLC of 1887 E. Oasis Drive, Tempe, Arizona, 85233, hereinafter called "CONTRACTOR.". 1. PROJECT DESCRIPTION Consulting services 'toward recommendations and processes to provide a baseline for compliance toward regulated procedures and processes of the Las Cruces utilities Gas Section's natural gas system(s). 2. SCOPE OF SERVICES In a satisfactory and proper manner, the CONTRACTOR shall perform SERVICES as proposed in response to the CITY'S Quote No. 18-19-056 as set forth in Exhibit A, attached hereto and remade a part of this Agreement. 3. APPROPRIATIONS The terms of this Agreement are contingent on sufficient appropriations and authorization being made by the City Council for the performance of this Agreement. If sufficient appropriations and authorizations are not made by the City Council, this Agreement shall terminate upon written notice given by the CITY to CONTRACTOR. The CITY'S decision as to whether sufficient appropriations and authorizations exist shall be accepted by CONTRACTOR and shall be final. 4. COMPENSATION The CITY shall compensate CONTRACTOR for the performance of SERVICES under this Agreement an amount not to exceed $147,500.00, including travel expenses, plus $12,260.94 applicable to--es or a total expenditures of $159,760.94. CONTRACTOR shall perform the SERVICES upon receipt of a purchase order from the CITY. The CITY cannot authorize costs to be incurred prior to such Purchase Order. CONTRACTOR is responsible for payment of State of New Mexico Gross Receipts Tax levied on the amounts payable under this Agreement. CONTRACTOR agrees to comply with all federal and state tax payments and report all items of gross receipts as income from the operations of its business. 5. DEVOTION OF ADEQUATE. TIME CONTRACTOR will devote the necessary hours each week to the performance of project that are required by the CITY, and it will serve the CITY, diligently and faithfully, and according to its best ability in all respects and will promote the best interests of the CITY. 6. TERM AND SCHEDULE This Agreement shall become effective on November ,10 , 2018 fora tern of one (1) year and has two (2) one-year renewable options to be exercised at the discretion of the Revised: November 2017 CITY, upon mutual written consent. CONTRACTOR shall perform the SERVICES in accordance with the time set forth as agreed upon by the CITY and CONTRACTOR. 7. EXTENSIONS, CHANGES, AND AMENDMENTS This Agreement shall not be extended, changed, or amended except by instrument in writing executed by the parties. The CITY shall not be liable for payment of any extra services nor shall CONTRACTOR be obligated to perform any extra services except upon such written agreement. Such written approval shall indicate the date said extension, change, or amendment is effective and shall be signed by the parties to this Agreement. In the event that the parties cannot reach agreement as to a particular change, the issue shall be resolved pursuant to Article 21. 8. CHANGES AND EXTRA SERVICES BY THE CITY The CITY may make changes within the general scope of the SERVICES plus may also request CONTRACTOR to perform other extra services not incorporated within the Services set forth in this Agreement. If the CONTRACTOR is of the opinion that such change causes an increase or decrease in the cost and/or the time required for performing the changes or other services required by the CITY, CONTRACTOR shall so notify the CITY, of that fact within five (5) business work days from the date of receipt of change by the CITY. The CITY shall provide written response to the CONTRACTOR within five (5) business work days from the date of receipt of CONTRACTOR'S written notification. 9. CHANGES AND EXTRA SERVICES BY THE CONTRACTOR In the event a condition is identified by the CONTRACTOR which, in the opinion of the CONTRACTOR, changes the services, costs, and/or time required for performance under this Agreement, the CONTRACTOR shall provide written notification to the CITY within five (5) business work days of such identification. The CITY shall respond in writing to such notification within five (5) business work days from the date of receipt of CONTRACTOR'S notification. 10. DELAYS In the event that performance of SERVICES is delayed by causes beyond reasonable control of CONTRACTOR, and without the fault or negligence of CONTRACTOR, the time and total compensation for the performance of the SERVICES may be equitably adjusted by written agreement to reflect the extent of such delay- CONTRACTOR shall provide the CITY, with written notice of delay pursuant to Article 9 including therein a description of the delay and the steps contemplated or actually taken by CONTRACTOR to mitigate the effect of such delay. The CITY will make the final determination as to reasonableness of delays. 11. TERMINATION This Agreement may be terminated by either party hereto upon fifteen (15) calendar days written notice in the event of substantial failure by the other party to perform in accordance with the terms of this Agreement through no fault of the terminating party. This Agreement may also be terminated by the CITY, for its convenience or because Revised: November 2017 the PROJECT has been permanently abandoned, but only upon fifteen (15) calendar days written notice to CONTRACTOR. In the event of termination, CONTRACTOR shall be compensated for all services performed and costs incurred up to the effective date of termination for which CONTRACTOR has not been previously compensated. Upon receipt of notice of termination from the CITY, CONTRACTOR shall discontinue the SERVICES unless otherwise directed and upon final payment from the CITY, deliver to the CITY, the required number of copies of all data, drawings, reports, estimates, summaries, and such other information and materials as may have been accumulated by CONTRACTOR in the performance of this Agreement, whether completed or in process. 12. RECORDS AND AUDITS CONTRACTOR will maintain records indicating dates, length of time, and services rendered. The CITY has the right to audit billings both before and after payment, and contest any billing or portion thereof. Payment under this Agreement does not foreclose the CITY'S, right to recover excessive or illegal payments. 13. DISCLOSURE AND OWNERSHIP OF DOCUMENTS, PRODUCTS, DESIGN, ELECTRONIC FILES All technical data, electronic files, and other written and oral information not in the public domain or not previously known, and all information, electronic files, and data obtained, developed, or supplied by the CITY, will be kept confidential and CONTRACTOR will not disclose to any other party, directly or indirectly, without the CITY'S, prior written consent unless required by lawful order. All technical data, electronic files, products developed, operational parameters, blueprints, and other information and work of the CONTRACTOR shall be the sole property of the CITY, and shall be delivered to the CITY, when requested and at the end of the Agreement. 14. INDEPENDENT CONTRACTOR CONTRACTOR represents that it has, or will secure, at its own expense, all personnel required in performing the SERVICES under this Agreement- Such personnel shall not be employees of, nor have any contractual relationship with the CITY, CONTRACTOR, consistent with its status as an independent contractor, further agrees that its personnel will not hold themselves out as, nor claim to be officers or employees of the CITY, by reason of this Agreement. To the extent that CONTRACTOR employs any employees, CONTRACTOR shall be solely responsible for providing its own form of insurance for its employees and in no event shall CONTRACTOR's employees be covered under any policy of the CITY. Revised:November 2017 CONTRACTOR'S retention hereunder is not exclusive. Subject to the terms and provisions of this Agreement: (i) CONTRACTOR is able, during the Term hereof, to perform services for other parties; and (ii) CONTRACTOR may perform for its own account other professional services outside the scope of this Agreement. CONTRACTOR is and shall be an Independent Contractor and shall be responsible for the management of its business affairs. In the performance of the work under this Agreement, CONTRACTOR will at all times be acting and performing as an Independent Contractor, as that term is understood for federal and state law purposes, and not as an employee of the CITY. Without limitation upon the foregoing, CONTRACTOR shall not accrue sick leave, jury duty pay, retirement, insurance, bonding, welfare benefits, or any other benefits, which may or may not be afforded employees of the CITY. CONTRACTOR will not be treated as an employee for purposes of: Workers' Compensation benefits; the Federal Unemployment Tax Act; Social Security; other payroll taxes, federal or any state income tax withholding; or the employee benefit provisions described in the Internal Revenue Code of 1986, as amended. Neither the CITY, nor its agents or representatives, shall have the right to control or direct the manner, details or means by which CONTRACTOR accomplishes and performs its services. Nevertheless, CONTRACTOR shall be bound to fulfill the duties and responsibilities contained in the Agreement. 15. NO JOINT VENTURE OR PARTNERSHIP Nothing contained in this Agreement shall create any partnership, association, joint venture, fiduciary or agency relationship between CONTRACTOR and CITY. Except as otherwise specifically set forth herein, neither CONTRACTOR nor CITY, shall be authorized or empowered to make any representation or commitment or to perform any act which shall be binding on the other unless expressly authorized or empowered in writing. 16. ASSIGNMENT CONTRACTOR shall perform all the services under this Agreement and shall not assign any interest in this Agreement or transfer any interest in same or assign any claims for money due or to become due under this Agreement without the prior written consent of the CITY. 17. INSURANCE CONTRACTOR shall obtain and maintain insurance at its own cost and expense during the life of this Agreement, and shall require Subcontractors, if any, to maintain during the life of his subcontract: 1. $1,000,000 (One Million Dollars) General Liability Insurance with the City named as an additional named insured with the same coverage as the CONTRACTOR. 2. $100,000 (One Hundred Thousand Dollars) Property Damage Insurance. 3. In the case of any approved subcontract, the CONTRACTOR shall require the subcontractor to provide statutory Workers' Compensation and Employers' Liability Insurance, with the same limits as those required by the CONTRACTOR. Revised: November 2017 4. Worker's Compensation Per New Mexico Statute (3 or more employees) $1,000,000 - Bodily Injury: By Accident - Each Accident $1,000,000 - By Disease: Policy Limit $1,000,000 - By Disease: Each Employee This coverage required for non-construction contractor with three (3) or more employees Exception: Not applicable to out-of-state companies unless they are hiring in NM 5. The CONTRACTOR must immediately notify the CITY if insurance is canceled or not renewed. The City must be named as additional insured - This coverage must be as broad as the coverage provided to the insured; coverage must be primary and non-contributory before any other insurance or self-insurance. A copy of endorsement for this coverage must be provided as a condition of this Agreement. Waiver of Subrogation will apply and shall be noted on the certificate. CONTRACTOR shall furnish the CITY with a certificate(s) of insurance showing CONTRACTOR and Subcontractors, if any, have complied with this Article. The CONTRACTOR shall provide insurance certificates before work is to start on the project and shall provide the CITY thirty (30) days written notification of cancellation of such policies. 18. INDEMNITY AND LIMITATION CONTRACTOR shall Indemnify, defend, and hold harmless the CITY, from and against any and all claims, suits, actions, judgments, demands, losses, costs, expenses, damages, and liability caused solely by. resulting solely from, or arising solely out of the negligent acts, errors, or omissions of CONTRACTOR, its officers, employees, agents, or representatives in the performance of SERVICES under this agreement. 19. APPLICABLE LAW This Agreement and the rights and obligations of the parties shall be governed by and construed by the laws of the State of New Mexico applicable to Agreements between New Mexico parties made and performed in that state, without regard to conflicts of law principles. Venue shall be in the Third Judicial District, State of New Mexico. CONTRACTOR shall abide and be governed by all applicable state law, CITY ordinances, and laws regarding the CONTRACTOR'S services or any work done pursuant to this Agreement. 20. BREACH In the event CONTRACTOR breaches any obligation contained in this Agreement, prior to instituting any action or dispute resolution procedure, the CITY, shall give CONTRACTOR written notice of such breach. In the event CONTRACTOR fails to remedy the breach within five (5) working days of receiving such written notice, the Revised-November 2017 CI T Y, at its sole discretion, without any obligation to do so and in addition to other remedies available under applicable law, may remedy CONTRACTOR'S breach and recover any and all costs and expenses in so doing from CONTRACTOR. 21. DISPUTE RESOLUTION In the event that a dispute arises between CITY and CONTRACTOR under this Agreement or as a result of breach of this Agreement, the parties agree to act in good faith to attempt to resolve the dispute. 22. NOTIFICATION All notices required or permitted under this Agreement shall be in writing and shall be deerned sufficiently seR,led if serves[ by Registered Mail addressed as follows: TO CITY: City of Las Cruces, PO Box 20000 Las Cruces, NNI 88004 ATTENTION: Lucio Garcia With Copies to: Purchasing Manager TO CONTRACTOR: C&M Regulator, Pipeline Consultants; LLC 1887 E. Oasis Drive Tempe, AZ 85283 ATTENTION: Michael Comstock 23. SCOPE OF AGREEMENT This Agreement incorporates all of the agreements, covenants, and understandings between the parties hereto concerning the subject matter hereof and that all such covenants, agreements, and understandings have been merged into this written agreement. No prior agreement or understanding verbal or otherwise of the parties or their agents shall be valid or enforceable unless embodied in this agreement:. C&M REGULATORY PIPELINE CITY OF LAS CRUCES CIONS€.1 L T ANTS, LLC BY: Michael Comstock Deb Smith Principal Purchasing Manager bar Date Date APPROVED AS TO FORM City AkprneyJ6 Revised-November 2017 Revised: November 2017 t:\\I I4,yl,wn- C&M Regulatory Pipeline '�'; Consultants, LLC 1887 E. Oasis Drive Tempe,Arizona 85283 SOW 03-2018 for Agreement to Perform Annual Consulting Services to City of Las Cruces, New Mexico, Gas Utility (CLC) by C&M Regulatory Pipeline Consultants. Date Services Performed By: Services Performed For: TBD C&\I Regulatoty Pipeline City of Las Cruces,New Mexico, V Consultants,LLC Gas Utility 1887 D. Oasis Drive 680 N.Motel Blvd. 0 Tempe,_Arizona 85283 P.O.Box 20000 Las Cruces,NM 88004 OThis Statement of Work(SOV\ is issued pursuant to the Consultant Services Master Agreement between City of Las Cruces,New Mexico,Gas Utility("Client")and C&M Regulatory Pipeline Consultants,LLC ("Contractor"), -h effective"IZ3D(the"_Agreement").This SOW is subject to the terms and conditions contained in the.Agreement Q) between the parties and is made a part thereof.Any term not orlientise defined herein shall have the meaning specified in the Agreement.In the event of any conflict or inconsistency between the terms of this SOW and the F— terms of rlvs_Agreement,the terms of dais SOW' shall govern and prevail. 0 4..J M This SOW#03-2018(hereinafter called the"SOW"),effective as of TBD,is entered into by and between Contractor and Client,and is subject to the terms and conditions specified below.The Exhibit(s)to this SOW,if any,shall be deemed to be a part hereof In the event of any inconsisrencies between the terms of the body of this SOW and the terms of the Exhibit(s)hereto,the terms of the body of this SOW shall prevail. Period of Performance The Services shall commence on TBD,and shall continue through TBD,but shall meet the fiscal year requirements of the Client. Engagement Resources Lucio Garcia,Gas_Administrator—575-642-4615- hagarciaflas-cruces.org Statement of Work for City of Las Cruces, New Mexico, Gas Utility -TBD 1 Ramiro Pereira,Interim Gas Operations&Compliance Coordinator—575-328-3669—rpere}ra@las-cruces.org Scope of Work Contractor shall provide the Services and Deliverable(s)as follows: 1. The Contractor will provide for the Client Annual Consulting Services toward recommendations and processes,which upon review b)',approval of,and implementation and integration,by the Clicnt,provide a baseline for compliance toward regulated procedures and processes on the Client's natural gas system(s). Illustrations of some activities mail include but nor be limited to: a. Annual review of documentation required by federal and state regulations toward die operations of a natural gas transmission and distribution system. i. The Contractor will provide for the Client periodic reports and updates on an overview of the Client's organiza6on's overall natural gas regulators,and compliance management progrann(s) and plan(s),the Client's regulator,record keeping and compliance process workflow(papei%vork),irncorporatuig into the reports regulaton^and compliance documentation as required b)v Federal and Mate regulations,reviewed during the designated time frame. u. The Client will be responsible for approving all recommendations from the Contractor prior to implementation by the Client. iii. The Client will be responsible for implementing and approving all final changes to internal and external recordkeeping and overall natural gas regulator3,and compliance management programs. iv. As requested b), the Client the Contractor may travel to the Client's location for review. v. The Contractor's point of contact with the Client will be the Interim Gas Operations Compliance Coordinator. vi. Updates and change reports will be delivered on as requested by the Client beginning at the execution of the contract. a final report on all approved changes will be delivered to the Client on specified dates during the execution of the annual contract. b. Develop or Review draft knowledge based classes (KBC)based on Client's OMEP and applicable procedure(s). Contractor will provide for the Client,a review of all draft ItiBC's, provide feedback to,and suggested revisions of,each KBC drafted by the Client. Client is responsible for developing and delivering trairiing of all final versions of all KBC's and requisite knowledge retention testing of the KBC's to the Client's internal and contracting staff. i. As directed by the Client,the Contractor will attend all KRC's as trainers nr proctors. Deliverable Materials Specified deliverable materials and services are described in the Scope of Work__-lmended time lines and scope of the listed deliverables and service-,will be wirh written mutual agreement of the Client and the Contractor. Amended invoicing(change orders)will be submitted to the Client by the Contractor,approved by the Client,prior Statement of Work for City of Las Cruces, New Mexico, Gas Utility, TBD 2 to formal implementation of changed deliverables and services noted in the scope of work. Contractor Responsibilities Outlined in the Scope of Work. Client Responsibilities Outlined in the Scope of Work. Fee Schedule This engagement will be conducted on a Time&Materials basis.The total value for the Services pursuant to thus SOW shall not exceed$1 I7,500.00 unless otherwise agreed to by both parties via the project change control procedure,as outlined within (change order).A PCR will he issued specif}ing the amended value. This figure is based on to be determined(TBD)hours of professional services.Contractor will provide up to two (2) resources based on the following functional/rate structure. i ::e^t�rsizia:iozn .,, Travel to and from Las Cruces—Dates to TBD 2 575.00 TBD Review and Update on overview of the Client's 2 S175.00 TBD organization's overall natural gas regulatory and compliance management program(s)and plan(s),the Client's regulatory recordkeeping Ind compliance process workflow(paperwork),incorporating into the reports regulatory and compliance documentation as required by Federal and State regulations,reviewed during the designated time frame.See Item 1(a)(b)in the Scope of Work Total Fiscal Year Contract 2 Not Exceeding TBD $147,500.00 Statement of Work for City of Las Cruces, New Mexico, Gas Utility• TBD 3 Upon completion of this Performance Period,Contractor and Client will have die option to renew this agreement for an additional then-srared number of hours at die then-current hourly rate for those resources identified. - I 680 N.Motel Blvd. P.O.Box 20000 Las Cruces,N-I 88004 Lucio Garcia—Gas:Administrator City of Las Cruces,New Me..xico Ou-i-of-Pocket Expenses / Invoice Procedures Client Mill be invoiced monthly for the consulting sertiices and T&L expenses.Standard Contractor invoicing is assumed to be acceptable.Invoices are due upon receipt. Client will be invoiced all costs associated with out-of-pocket expenses(including,without limitation,costs and expenses associated with meals,lodging,transportation and any otter applicable business expenses)listed on the invoice as a separate line item.Reimbursement for out-of-pocket expenses in connection with performance of this SOW,when authorized and up to the limits set forth in this SOW,shall be in accordance«ith Client's then-current published policies governing travel and associated business expenses,which information shall be provided by die Client Project-Manager.The limit of reimbursable expenses pursuant to this SOW is estimated to be 15%of the fees unless othenVise authorized in writing and agreed to by both parties via tine project change control procedure outlined-,itivn. Invoices shall be submitted monthly in arrears,referencing this Client's SOW Number to the address indicated above.Each invoice will reflect charges for die time period being billed and cumulative figures for previous periods. Terms of payment for each invoice are due upon receipt by Client of a proper invoice. Contractor shall provide Client with sufficient details to support its invoices,including time sheets for services performed and expense receipts and justifications for authorized expenses,unless odreruise agreed to by the parties. Payments for services invoiced that are not received within 30-days from date of invoice will be subject to a 59'o penalty per calendar month. Completion Crilleria Contractor shall have fulfilled its obligations when any one of the following first occurs: Contractor accomplishes the Contractor activities described within this SOW,including deliveq to Client of the materials listed in the Section entitled"Deliverable Materials,"and Client accepts such activities and materials without unreasonable objections.No response from Client vvitbin 2-business days of deliverables being delivered by Contractor is deemed acceptance. Statement of Work for City of Las Cruces, New Mexico, Gas Utility•TBD 4 conuacrol:ZmLl'./"-,! (-Djenc hns 730 AgAr" "MI q0n%w"a'Mvewhhw no,2—FwAM Q&20 bmin;dqt C 111" "C Ei� The RHO wI I p"Kess no!be Mwud 01 cl;"Lwuc' .1 NOW Changc Rc qt.mi(PCR)"ba die wkA It mmn—vaAg 6aec Tk PCR mu[&nmb Q changq the rhonak is Qc 6MIq=11 chanp oo 'E'-n"Ic'sign:tiod PIZ-ciect ci(ticwulc n'Ilcdlcr to "'ubm.if dhc tu�11e rxhcr parry, BOIN PrAcl Ah14 9ers nOl r'Kuw Ic jun pow ed chars{ and nppiuv,-:it ir„r tcjcct't. C�cl-'zmcluralld cll��I-tl vill miliuJiv acei(-'';: no GUYS in 'wk owestymox lkmn TF Ac AwmAgion is d""M PMI= ANMYU US Ogn AL PCI VIVII 00 CowKWm;ppMQ Q dW hn"6pooll V"dj jllvoicc Clci;c fo�- ul.v oil mug; on the cff�'7r zhal dle Au M oil hnv on SOA�1n3{A cori"picrion uF pa is lah lcom A: a 'Ala:lge VvIll Owle Au-,huti-iaii(iti IN'%T1'j\L-SS WHEREOF le pW25 hamro haww caund A"SOW onc Ahc6vc at K Me dwin monrh and pnr Am w6ucn nbow ck" of Los coucni Nev., Gcs My 47 , DO ,He; T6 r-&U-6"!j J-412,10111— Stazement of Woj,jl4 for CiZy of Las Cruces, .Nlp,,v tAc-,vjc0, CGS AD ATTACHMENT "A" PUF,01-1A S li'l113 3?EC T 10iN1 ACCKrVOVILEDGE4Z EINIT I am ^wary of the City's requirements for purchasing all iiams via competitive procurement plus criteria 'for justifying a sole source procurement. I hava obtainer] and assessed nacassarj'technical information and have n7ade a conceried effort to consider equipment/services from,, alternate sources, ) have attached perflneM and relevant docurr ent'ntian sup-parting this of fort and from which a sole Source deter;nination may he based. Request Sy:Lucio lJ'A Garcia fPlole: The person requesting a sole source snouid be an expert and capable of suppci?ing thisrequest) 4a J J Sinned: ,+ �,:✓LC.3 Daa:_ Zcp l No i'S9C i3Trl n34"7lC�a'a:!D?'I: Company dame: C&ail Reaulatory PioEline Consultants Contact dame: Mike Comstock Address: -1887!_- Oasis Drive CRY, State, Zip: Temoe.A--.. 85283 Telephone: -380) 250-024-1 Fax Nirrnber: i ) E-mail: mcomstockl Pcox.net _ An approvac aole Source De-iers,hiacic,7 may be used PQ, fram date of aisat ase. Information,fOr additional procurements should be added as needed, and then the updated form should be aitachad to the new requisition(s). Description of Product/Service: I Requisition: Estimated Cost Date ' 'Sae Attached Quote<:.4 i avlsed Jan 2017 page 1 Of- SOLE SOURCE RATIONALE (Note:Avoid general orvague understandings and/ox unsupported n000luoionoj A. |e the purnhaaee tangible product? /!s'�� s�|�r� .'�p ���|�� Yes (co mpletequestions 1-8 below) No (continue to Section B) 1 Is it sold exclusively by the manufaciurer? FlYes 1-1 No If Yes, explain how you arrived at this oonc}ueiOn� 1 |ai1sold exclusively through a single diuihbutor? 7Yea 7 No |f Yes, explain how you arrived at this conclusion: 3. Is the product sold thn»ugh mu!dp|e distributors who are restricted to exclusive marketing territories? F-1Yeo El No /f Yes, exp|a(n how YOU arrived et this condusion� 4. Are similar products available to the product from the recommended company? 7Yaa 7No If No, explain how you arrived at this nonc|usion� 5. /sa similar product obtainable from other sources? DYon 7No If No, explain fully how you arrived at this conclusion: O. VVou!g a similar product from an alternate source meet the City's requirements? []Yea FlNp |f No, explain how you arrived at this conclusion: 7 is there substantial duplication of costs by contraciing with any other source that would not be recovered through a competitive procurement? FlYee F1No |9 Yes, explain fully how much cost and how you arrived et this cono|uoion: S. Would contracting with any other source force an UnaccePtable delay in meeting thcCity's requirements? FlYea El No /fYes. exp|einfu|iytheCiiy'orequi/ementaendhowyouorrioedatthisconc|uoion: Page 2nf4 Revised Jan 2o/r B. 1s the purchase for services ursoftware? 1 Are similar services or software obtainable from other sources? ZYea F� No /f No, explain fully how you arrived at this conclusion: 2, Would similar services or software from alternate sources meet the City's requirements? MYem FjNo If No, explain how you arrived at this conclusion: C&M Regulatory Pipeline Consultants develop the Gas Section O&M, Emergency Plan, DIIMP and workflow analysis for data capture and reporting as required by 49 CFR 192 3. Is there substantial duplication of costs by contracting with any other source that would not be recovered through auompeti�k/pprocurement? 0Yos El No |f Yes, explain fully how much cost and how you arrived at tMnuOOC|uoiom C&K8 Regulatory Pipeline Consultants develop the Gas Section (}Qk4. Emergency Plan, D|&1Pand work-flow analysis for data capture and reporting as required by 49 CFR 192. Knowledge ofSystem, Processes, workflow and staff. 4. Would contracting with any other source force an unacceptable delay in meeting the City's requirements? Yes NNu If Yes, explain fully the Qty's requirements and how you arrived a�this conclusion: Yes, training is time sensitive due to the effective dates of implementation of theO&k8EP n°,/.°u Jan co`r Page 3of4 D 2RQq.AI]O g {QfeS3all k byffiap233aaAg3a »gy Basad upont ijlorrnmon and suppar-,provided K]-( ng b% aqua'BEs&e Sousa OrOCLIY2rnerVI, e sole, source %zm%a is hereby APPROVE D, Fi NOT APPROVED.io the k,),,wnge oR\: Jade.kgi>,6r�a �egaprocuem lbn r- «QAr , goamna» »ems le dscurce ah 5 emRad ddomma�t memo onAc e » &ter a & cso er prr0 a. nggbc TV G !nl§ A2j|?3dD eau%;sum WeMi.d amcn Q!m§ dGn-n mabas#&ed hare,n 7-apply. � ! � D3: Page#ai Gw2J=202 111 City of Las Cruces MOUNTAINS OF OPPORTUNITY LAS CRUCES UTILITIES BOARD OF COMMISSIONERS ACTION FORM For Meeting of August 13, 2020 (Adoption Date) TITLE: A RESOLUTION APPROVING AMENDMENT NO. 2 TO SERVICE AGREEMENT 18-19- 056 BETWEEN THE CITY OF LAS CRUCES GAS UTILITY AND C&M REGULATORY PIPELINE CONSULTANTS, LLC., OF TEMPE, ARIZONA, TO PERFORM ANNUAL CONSULTING SERVICES. THIS IS THE LAST RENEWAL OF THE TWO (2) ADDITIONAL ONE-YEAR TERMS FOR A TOTAL CONTRACT AMOUNT NOT TO EXCEED $159,760.94. BACKGROUND: On November 8, 2018, the Las Cruces Utilities ("LCU") Board of Commissioners ("Board") approved Resolution 18-19-056, and a Service Agreement with C&M Regulatory Pipeline Consultants, LLC. ("C&M"), of Tempe, Arizona, in the amount not to exceed $147,500.00, plus 8.3125% New Mexico Gross Receipts Tax ("NMGRT") in the amount of $12,260.94, for a total amount of $159,760.94. The Service Agreement became effective November 20, 2018, for a term of one (1) year with two (2) one-year renewable options to be exercised �t the discretion of the City, upon mutual written consent. The Statement of Work ("SOW") is issued pursuant to the Consultant Services Master Agreement (the "Agreement") between the LCU Department Gas Utility, and C&M. C&M will provide annual consulting services toward recommendations and processes, which upon approval of, and implementation and integration by the LCU Gas Utilities that includes: 1. Comprehensive Gas System Operational Audit, and 2. Distributions and transmission Integrity Management Program Update. Amendment No. 2 relates and is limited to exercising the second of two (2) one-year renewals with an effective date of August 14, 2020, through June 30, 2021. Continue on additional sheets as required Name of Drafter: Department: Phone: Lucio M. Garcia P.E. CEM Utilities 575-528-3521 Account Number: Amount of Expenditure: Budget Amount: 5200-50234001-721070 $159,760.94 $260 121.98 Strategic Plan Goal / Objective / Strategy Addressed: Purpose Statement provide save and dependable supply of Natural Gas Performance Bud et Goal / Objective Addressed: Safe and Complia t Gas Utili Department Si nature Phone Department Mignature Phone Utilities �L^� 528-3512 Budget 541-2300 Assistant Legal ��� ( 541-2128 City Mana er 541-2271 City Manager U 541-2076 LCU 5/18 Rev.4 LCU Board Action Form Page 2 This engagement will be conducted on a Time and Materials basis. The total value for the services pursuant to the original Statement of Work (SOW) shall not exceed $147,500.00 plus $12,260.94 NMGRT for a total expenditure of $159,760.94. Funding for this project is available in Fiscal Year 2020/2021 ("FY21") accounts: 5200- 50234001-721070, which has a current date available budget of $260,121.98. LCU Natural Gas staff recommends the LCU Board approve Service Agreement Amendment No. 2, between the LCU Gas Utility and C&M, as stated herein. SUPPORT INFORMATION: 1. LCU Resolution No. 18-19-056B. 2. Exhibit "A" - Recommendation Memo to Dr. Jorge A. Garcia, P.E., Utilities Director, including C&M FY21 estimates. 3. Exhibit "B" - Service Agreement Amendment No. 2. 4. Attachment "A" - Service Agreement, Effective November 20, 2018. BOARD OPTIONS: 1. VOTE 'AYES" - Will approve Resolution 18-19-056B and approve Service Agreement Amendment No. 2, with C&M, of Tempe, Arizona, in an amount not to exceed $147,500.00, plus 8.3125% NMGRT in the amount of $12,260.94, for a total contract amount of $159,760.94. This is year two (2) of two (2). 2. VOTE ""NO" - Will not approve Resolution 18-19-056B, and not approve Service Agreement Amendment No. 2, with C&M, of Tempe, Arizona to perform annual consulting services, in an amount not to exceed $159,760.94. This action would delay the Natural Gas Operations and Maintenance Utility maintaining compliance with the Code of Federal Regulations ("CFR") 49CFR192. As a result, staff would require strategic guidance. (Continue on additional sheets as required) City of Las Cruces° MOUNTAINS OF OPPORTUNITY LAS CRUCES UTILITIES BOARD ACTION FORM AND RESOLUTION ROUTING SLIP The purpose of this Routing Slip will help ensure the highest quality of work is presented to the LCU Board of Commissioners for action on the Resolution. As the drafter of a Las Cruces Utilities (LCU) Board Action Form (BAF) and Resolution (RES) you are responsible to ensure all documents submitted for the Utilities Director's approval are without errors. Please identify a Utility associate to review the entire BAF/RES packet, including any Exhibits and/or Attachments; followed by your Deputy Director. The FINAL COMPLETE BAF/RES packet is required no later than 8:00am 15- working days before the Board Meeting. The additional time is required to obtain all final signatures from City Hall and create the agenda packet in order to distribute to the Board Members. For Meeting of: August 13, 2020 Resolution: 18-19-056B (Date) UTILITY STAFF REVIEWERS N PRINT NAME -INITIALS DATE 1. Drafter/De ut Director ]Lucio M. Garcia d 1, 2. Deputy Director, Solid Waste Robin Lawrence 6L 3 20 3. Business Analyst, Gas Mario Puentes 4. Senior Office Manager Alma Ruiz 5. Assistant Utilities Director Delilah A. Walsh GRVC� C"V of Las cruces LCU BAF/RES ROUTING SLIP FY20 06/2020 R2