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HomeMy WebLinkAbout2012-06-05; Municipal Water District; 753; Award Contract Purchases of Water MetersCARLSBAD MUNICIPAL WATER DISTRICT - AGENDA B AB# MTG. DEPT. 753 6/5/12 UTIL AWARD OF CONTRACT FOR PURCHASES OF WATER METERS DEPT. DIRECTOR GEN COUNSEL EXEC DIR. RECOMMENDED ACTION: Adopt Resolution No. 1443 accepting the bid and awarding a contract to Badger Meter Inc., for purchases of Domestic Service Cold Water Meters, Bid No. 12-08A (Rebid). ITEM EXPLANATION: In FY 2009/10, to ensure accurate water accounting and revenue collection, the Carlsbad Municipal Water District (CMWD) implemented a water meter replacement program and installation of automatic meter reading (AMR) components. Purchase and installation of the meters and AMR components was contracted to a third party and by 2011, 5,842 meter assemblies were installed. After considerable research, staff determined that the cost of the water meters would be reduced if purchased direct from the manufacturer or distributor. Staff believed that a competitive bid process would provide the lowest possible cost and overall best value, and on March 13, 2012, the contract with the third party meter installer was rescinded. On April 25, 2012, the Purchasing Department published a Notice Requesting Bids for approximate quantities of several sizes of Domestic Service Cold Water Meters. Three bids were received, opened, witnessed and recorded on May 17, 2012. The companies submitting bids were; Mueller Systems, Elster/AMCO LLC and Badger Meter Inc. The bids were reviewed by the Meter Services Division of the Utilities Department and in accordance with the Municipal Code, a best value evaluation was completed. Each supplier's bid was evaluated against the following criteria: • Cost • Responsiveness to specifications • References • Unspecified value added offerings • Delivery wait time Based on the approximate quantities of water meters requested. Badger Meter Inc. received the highest best value score for all meter sizes. Based upon the results of the best value evaluation, staff recommends that the Board accept the bid and award a contract to Badger Meter Inc. for all water meter sizes. DEPARTMENT CONTACT: Mario Remillard, 760-438-2722 mario.remillard@carlsbadca.gov FOR SECRETARY'S USE ONLY. BOARD ACTION: APPROVED CONTINUED TO DATE SPECIFIC • DENIED a CONTINUED TO DATE UNKNOWN • WITHDRAWN • RETURNED TO STAFF • AMENDED • BOARD RECEIVED THE • REPORT/PRESENTATION OTHER-SEE MINUTES • Page Two FISCAL IMPACT: The cost to purchase meters for the remainder of FY 2011-2012 is $241,860. Sufficient funds have previously been appropriated for this purchase. Staff is requesting approval to purchase meters in FY 2012-2013 when funds are appropriated in July 2013 as part of the regular annual operating budget. The cost to purchase meters in FY 2012-2013 is approximately $698,950. The maximum annual amount is $1.5 million that will vary by year but will not exceed that amount. Pursuant to the meter contract, the District is not required to purchase meters if funds are not available. FY 2011/2012 FY 2012/2013 Total Meters $241,860 $698,090 $939,950 ENVIRONMENTAL IMPACT: Pursuant to Public Resources Code Section 21065, this action does not constitute a "project" within the meaning of CEQA in that it has no potential to cause either a direct physical change in the environment, or a reasonably foreseeable indirect physical change in the environment, and therefore does not require environmental review. EXHIBITS: 1. Resolution No. 1443 . accepting the bid and awarding a contract to Badger Meter Inc. for purchases of Domestic Service Cold Water Meters, Bid No. 12- 08A (Rebid). 2. Agreement for Domestic Service Cold Water Meter Purchases with Badger Meter, Inc. 1 23 24 25 26 27 28 EXHIBIT 1 1 RESOLUTION NO. 1443 2 A RESOLUTION OF THE CARLSBAD MUNICIPAL WATER DISTRICT BOARD OF DIRECTORS OF CARLSBAD, 3 CALIFORNIA, TO AWARD CONTRACT FOR PURCHASES OF WATER METERS 4 5 II ^ WHEREAS, in FY 2009/10 the CMWD implemented a water meter replacement ^ program and installation of automatic meter reading (AMR) components; and Q WHEREAS, purchase and installation of the meters and AMR components was 9 contracted to a third party and by 2011, 5,842 meter assemblies were installed; and 10 WHEREAS, staff determined that the cost of the water meters and AMR 1 components would be reduced if purchased direct from a manufacturer or distributor; and WHEREAS, on March 13, 2012 the contract with the third party meter installer was rescinded; and WHEREAS, on April 25, 2012 the Purchasing Department published a Notice Requesting Bids for approximate quantities of several sizes of Domestic Service Cold 12 13 14 15 16 17 ^ g Water Meters; and 19 WHEREAS, three bids were received, opened, witnessed and recorded on May 20 17, 2012; and 21 WHEREAS, Badger Meter, Inc. received the highest best value score for all 22 meter sizes; and WHEREAS, it is recommended that the Board accept the bid and award a contract to Badger Meter, Inc. for all water meter sizes. /// /// 3 NOW, THEREFORE, BE IT RESOLVED by the Carlsbad Municipal Water District Board of Directors of the City of Carlsbad, California, as follows: 1. That the above recitations are true and correct. 2. That the Carlsbad Municipal Water District Board of Directors awards contract for purchases of domestic service cold water meters to Badger Meter, Inc. /// /// /// /// /// /// /// /// /// /// /// /// /// /// /// /// /// /// /// /// 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 PASSED, APPROVED AND ADOPTED at a Special Meeting of the Board of Directors of the Carlsbad Municipal Water District of the City of Carlsbad on the 5^^ day of June, 2012, by the following vote to wit: AYES: Board Members Hall, Kulchin, Blackburn, Douglas and Packard. NOES: None. ABSENT: None. •MM-MATT HALL, President ATTEST: UTIL864 AGREEMENT FOR DOMESTIC SERVICE COLD WATER METER PURCHASES (BADGER METER INC.) THIS AGREEMENT is made and entered into as of the 6^ day of ^C/Ag. , 2012, by and between the CARLSBAD MUNICIPAL WATER DISTRICT, a Public Agency organized under the Municipal Water Act of 1911, and a Subsidiary District of the City of Carlsbad, ("CMWD"), and BADGER METER INC., a Wisconsin corporation, ("Contractor"). RECITALS A. CMWD requires the services of a domestic service cold water meter manufacturer and/or supplier that is experienced in providing domestic positive displacement cold water meters sizes 5/8, 3/4 1,1 Vi and 2 inch. And turbo type cold water meters sizes 1 Vz and 2 inch. B. Contractor has the necessary experience in providing professional services and advice related to domestic positive displacement cold water meters sizes 5/8, 3/4 1, 1 S4 and 2 inch. And turbo type cold water meters sizes 1 14 and 2 inch. C. Contractor has submitted a proposal to CMWD and has affirmed its willingness and ability to supply the water meters. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, CMWD and Contractor agree as follows: 1. SCOPE OF WORK CMWD retains Contractor to perform, and Contractor agrees to render, those services (the "Services") that are defined in attached Exhibit "A", which is incorporated by this reference in accordance with this Agreement's terms and conditions. 2. STANDARD OF PERFORMANCE While performing the Services, Contractor will exercise the reasonable professional care and skill customarily exercised by reputable members of Contractor's profession practicing in the Metropolitan Southern California Area, and will use reasonable diligence and best judgment while exercising its professional skill and expertise. 3. TERM The term of this Agreement will be effective for a period of one (1) year from the date first above written. The Executive Manager may amend the Agreement to extend it for four (4) (additional one (1) year periods or parts thereof in an amount not to exceed one million five hundred seventy three thousand one hundred twenty three dollars ($1,573,123) per Agreement year. Extensions will be based upon a satisfactory review of Contractor's performance, CMWD needs, and appropriation of funds by the CMWD Board of Directors. The parties will prepare a written amendment indicating the effective date and length of the extended Agreement. 4. TIME IS OF THE ESSENCE Time is of the essence for each and every provision of this Agreement. 5. COMPENSATION Contract shall provide domestic positive displacement cold water meters sizes 5/8, 3/4, 1, 1 14 and 2 inch and turbo type cold water meters sizes 1 V2 and 2 inch. Per the unit prices not to exceed one million five hundred seventy three thousand one hundred twenty three dollars General Counsel Approved Version 2/17/12 1 ($1,573,123) per Agreement year as contained on the Bid Proposal page of Exhibit "A". No other compensation for the Services will be allowed except for items covered by subsequent amendments to this Agreement. CMWD reserves the right to withhold a ten percent (10%) retention until CMWD has accepted the work and/or Services specified in Exhibit "A". 6. STATUS OF CONTRACTOR Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit of Contractor's independent calling, and not as an employee of CMWD. Contractor will be under control of CMWD only as to the result to be accomplished, but will consult with CMWD as necessary. The persons used by Contractor to provide services under this Agreement will not be considered employees of CMWD for any purposes. The payment made to Contractor pursuant to the Agreement will be the full and complete compensation to which Contractor is entitled. CMWD will not make any federal or state tax withholdings on behalf of Contractor or its agents, employees or subcontractors. CMWD will not be required to pay any workers' compensation insurance or unemployment contributions on behalf of Contractor or its employees or subcontractors. Contractor agrees to indemnify CMWD and the City of Carlsbad within thirty (30) days for any tax, retirement contribution, social security, overtime payment, unemployment payment or workers' compensation payment which CMWD may be required to make on behalf of Contractor or any agent, employee, or subcontractor of Contractor for work done under this Agreement. At CMWD's election, CMWD may deduct the indemnification amount from any balance owing to Contractor. 7. SUBCONTRACTING Contractor will not subcontract any portion of the Services without prior written approval of CMWD. If Contractor subcontracts any of the Services, Contractor will be fully responsible to CMWD for the acts and omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor. Nothing contained in this Agreement will create any contractual relationship between any subcontractor of Contractor and CMWD. Contractor will be responsible for payment of subcontractors. Contractor will bind every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved in writing by CMWD. 8. OTHER CONTRACTORS CMWD reserves the right to employ other Contractors in connection with the Services. 9. INDEMNIFICATION Contractor agrees to indemnify and hold harmless CMWD, and the City, and its officers, officials, employees and volunteers from and against all claims, damages, losses and expenses including attorney's fees arising out of the performance of the work described herein caused by any negligence, recklessness, or willful misconduct of the Contractor, any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable. The parties expressly agree that any payment, attorney's fee, costs or expense CMWD and the City incurs or makes to or on behalf of an injured employee under the City's self-administered workers' compensation is included as a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or early termination of this Agreement. General Counsel Approved Version 2/17/12 1 10. INSURANCE Contractor will obtain and maintain for the duration of the Agreement and any and all amendments, insurance against claims for injuries to persons or damage to property which may arise out of or in connection with performance of the services by Contractor or Contractor's agents, representatives, employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and authorized to do business in the State of California. The insurance carrier is required to have a current Best's Key Rating of not less than "A-:VII", OR with a surplus line insurer on the State of California's List of Eligible Surplus Line Insurers (LESLI) with a rating in the latest Best's Key Rating Guide of at least "A:X". 10.1 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits indicated below, unless the Risk Manager or Executive Manager approves a lower amount. These minimum amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations under this Agreement. CMWD, its officers, agents and employees make no representation that the limits of the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect Contractor. If Contractor believes that any required insurance coverage is inadequate. Contractor will obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense. 10.1.1 Commercial General Liability Insurance. $1,000,000 combined single-limit per occurrence for bodily injury, personal injury and property damage. If the submitted policies contain aggregate limits, general aggregate limits will apply separately to the work under this Agreement or the general aggregate will be twice the required per occurrence limit. 10.1.2 Automobile Liabilitv (if the use of an automobile is involved for Contractor's work for CMWD). $1,000,000 combined single-limit per accident for bodily injury and property damage. 10.1.3 Workers' Compensation and Employer's Liabilitv. Workers' Compensation limits as required by the California Labor Code. Workers' Compensation will not be required if Contractor has no employees and provides, to CMWD's satisfaction, a declaration stating this. 10.1.4 Professional Liabilitv. Errors and omissions liability appropriate to Contractor's profession with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years following the date of completion of the work. If box is checked. Professional Liability CMWD's Initials Contractor's Initials I 1 Insurance requirement is waived. 10.2. Additional Provisions. Contractor will ensure that the policies of insurance required under this Agreement contain, or are endorsed to contain, the following provisions: 10.2.1 CMWD will be named as an additional insured on Commercial General Liability which shall provide primary coverage to CMWD. 10.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be written as claims-made coverage. 10.2.3 This insurance will be in force during the life of the Agreement and any extensions of it and will not be canceled without thirty (30) days prior written notice to CMWD sent by certified mail pursuant to the Notice provisions of this Agreement. General Counsel Approved Version 2/17/12 10.3 Providing Certificates of Insurance and Endorsements. Prior to CMWD's execution of this Agreement, Contractor will furnish certificates of insurance and endorsements to CMWD. 10.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages, then CMWD will have the option to declare Contractor in breach, or may purchase replacement insurance or pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor is responsible for any payments made by CMWD to obtain or maintain insurance and CMWD may collect these payments from Contractor or deduct the amount paid from any sums due Contractor under this Agreement. 10.5 Submission of Insurance Policies. CMWD reserves the right to require, at any time, complete and certified copies of any or all required insurance policies and endorsements. ''I- BUSINESS LICENSE Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as may be amended from time-to-time. 12. ACCOUNTING RECORDS Contractor will maintain complete and accurate records with respect to costs incurred under this Agreement. All records will be clearly identifiable. Contractor will allow a representative of CMWD during normal business hours to examine, audit, and make transcripts or copies of records and any other documents created pursuant to this Agreement. Contractor will allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement. 13. OWNERSHIP OF DOCUMENTS All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this Agreement is the property of CMWD. In the event this Agreement is terminated, all work product produced by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered at once to CMWD. Contractor will have the right to make one (1) copy of the work product for Contractor's records. 14. COPYRIGHTS Contractor agrees that all copyrights that arise from the services will be vested in CMWD and Contractor relinquishes all claims to the copyrights in favor of CMWD. 15. NOTICES The name of the persons who are authorized to give written notices or to receive written notice on behalf of CMWD and on behalf of Contractor under this Agreement. For CMWD Name Title Address Mario Remillard Public Works Supervisor Carlsbad Municipal Water District 5950 El Camino Real Carlsbad CA 92008 Phone 760 438 2722 ext 7153 For Contractor Name Theresa M. Szafranski Title Address Phone E-mail Assistant Secretary 4545 W. Brown Deer Road PO Box 245036 Milwaukee Wl 53224-9536 800 876 3837 ext 15896 bids@badgermeter.com General Counsel Approved Version 2/17/12 Each party will notify the other immediately of any changes of address that would require any notice or delivery to be directed to another address. 16. GENERAL COMPLIANCE WITH LAWS Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which in any manner affect those employed by Contractor, or in any way affect the performance of the Services by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and regulations and will be responsible for the compliance of Contractor's services with all applicable laws, ordinances and regulations. Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will comply with those requirements, including, but not limited to, verifying the eligibility for employment of all agents, employees, subcontractors and consultants that the services required by this Agreement. 17. DISCRIMINATION AND HARASSMENT PROHIBITED Contractor will comply with all applicable local, state and federal laws and regulations prohibiting discrimination and harassment. 18. DISPUTE RESOLUTION If a dispute should arise regarding the performance of the Services the following procedure will be used to resolve any questions of fact or interpretation not othenA^ise settled by agreement between the parties. Representatives of Contractor or CMWD will reduce such questions, and their respective views, to writing. A copy of such documented dispute will be fon/varded to both parties involved along with recommended methods of resolution, which would be of benefit to both parties. The representative receiving the letter will reply to the letter along with a recommended method of resolution within ten (10) business days. If the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will be fonA/arded to the Executive Manager. The Executive Manager will consider the facts and solutions recommended by each party and may then opt to direct a solution to the problem. In such cases, the action of the Executive Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the parties from seeking remedies available to them at law. 19. COVENANTS AGAINST CONTINGENT FEES Contractor warrants that Contractor has not employed or retained any company or person, other than a bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award or making of this Agreement. For breach or violation of this warranty, CMWD will have the right to annul this Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or othenA^ise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent fee. 20. CLAIMS AND LAWSUITS By signing this Agreement, Contractor agrees that any agreement claim submitted to CMWD must be asserted as part of the agreement process as set forth in this Agreement and not in anticipation of litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to CMWD, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor acknowledges that California Government Code sections 12650 et seg.. the False Claims Act applies to this Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public entity. These provisions include false claims made with deliberate ignorance of the false information or in reckless disregard of General Counsel Approved Version 2/17/12 16 the truth or falsity of information. If CMWD seeks to recover penalties pursuant to the False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor acknowledges that the filing of a false claim may subject Contractor to an administrative debarment proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another jurisdiction is grounds for CMWD to terminate this Agreement. 21. JURISDICTIONS AND VENUE Any action at law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of California, and the parties waive all provisions of law providing for a change of venue in these proceedings to any other county. 22. SUCCESSORS AND ASSIGNS It is mutually understood and agreed that this Agreement will be binding upon CMWD and Contractor and their respective successors. Neither this Agreement or any part of it nor any monies due or to become due under it may be assigned by Contractor without the prior consent of CMWD, which shall not be unreasonably withheld. 23. ENTIRE AGREEMENT This Agreement, together with any other written document referred to or contemplated by it, along with the purchase order for this Agreement and its provisions, embody the entire Agreement and understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be amended, modified, waived or discharged except in a writing signed by both parties. /// /// /// /// /// /// /// /// /// /// /// /// General Counsel Approved Version 2/17/12 // 25. AUTHORITY The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor each represent and warrant that they have the legal power, right and actual authority to bind Contractor to the terms and conditions of this Agreement. CONTRACTOR BADGER METER, INC., a Wisconsin corporation By: here) Bic^d g. Johnson JL (signMre) Theresa M. Szafranski fprmfname/ CARLSBAD MUNICIPAL WATER DISTRICT, a Public Agency organized under the Municipal Water Act of 1911, and a Subsidiary District of the City of Carlsbad By: President ATTEST: JN Secretary If required by CMWD, proper notarial acknowledgment of execution by contractor must be attached. If a corporation. Agreement must be signed by one corporate officer from each of the following two groups. Group A Chairman, President, or Vice-President Group B Secretary, Assistant Secretary, CFO or Assistant Treasurer Otherwise, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering the officer(s) signing to bind the corporation. APPROVED AS TO FORM: RONALD R. BALL, General Counsel By: Assistant General Cbunsel General Counsel Approved Version 2/17/12 CALIFORNIA NOTARY IN CORPORATE FORM STATE OF WISCONSIN ) COUNTY OF MILWAUKEE) ss On May 23, 2012, before me, Rebecca L. Loomans, Notary Public, personally appeared Richard E. Johnson, Senior Vice President-Finance, CFO and Treasurer and Theresa M. Szafranski, Assistant Secretary who proved to me on the basis of satisfactory evidence to be the persons whose name is subscribed to the within instrument and acknowledged to me that they executed the same in their authorized capacity, and that by their signature(s) on the instrument the person, or the entity upon behalf of which the person acted, executed the instrument. Witness my hand and official seal. Notary Public in the State of Wisconsin v^'^V ^ \- • 0^'% My Commission Expires: l^Jj///y ^ OF W\?'^^ /3 EXHIBIT "A" BID PROPOSAL - DOMESTIC SERVICE COLD WATER METER PURCHASE WATER METERS UNIT PRICE 5/8" x 3/4" x 7 1/2" Meter without connections $66.80 3/4" x 3/4" x 9" Meter without connections $97.25 3/4" x 3/4" x 7 1/2" Short meter without connections $97.25 1" x 10 3/4" Meter without connections $120.80 1 1/2" x 13" Flanged meter without connections $256.50 2" X 17" Flanged meter without connections $379.00 1 1/2" X 13" Turbine meter without connections $555.00 2" X 17" Turbine meter without connections $579.00 Bidder's Stated Delivery Time 32 days after receipt of order. Specifications and General Provisions Specifications and general provisions as published in the Request for Bid number 12-08A (Rebid) dated April 2012 titled "Domestic Service Cold Water Meters", shall apply to this agreement. The Contractor's bid response also applies. General Counsel Approved Version 2/17/12