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HomeMy WebLinkAbout15 - Advanced (Water) Meter Infrastructure ProjectQ SEW Pp�T CITY OF �m z NEWPORT BEACH c�<,FORN'P City Council Staff Report January 22, 2019 Agenda Item No. 15 TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL FROM: Mark Vukojevic, Utilities Director - 949-644-3011, mvukojevic@newportbeachca.gov PREPARED BY: Steffen Catron, Utilities Manager, scatron _newportbeachca.gov PHONE: 949-644-3011 TITLE: Advanced (Water) Meter Infrastructure Project, Approval of Initial Proof of Performance Purchase and Installation Agreement, Project 19W12 ABSTRACT: The Utilities and Finance Departments recommend that the City move forward with an Advanced Meter Infrastructure (AMI) Project on its water meters. The proposed AMI project would install new "smart meters" which will provide automation and improved customer service and response. The departments have procured Mueller LLC as the preferred vendor through an RFP process and now recommend approval of the initial "Proof of Performance" phase of project. RECOMMENDATION: a) Find this work exempt from the California Environmental Quality Act (CEQA) pursuant to Section15301, Class 1 (Existing Facilities) of the CEQA Guidelines, California Code of Regulations, Title 14, Chapter 3; b) Approve a Purchase and Installation Agreement for the Proof of Performance Phase of the Advanced (Water) Meter Infrastructure Project with Mueller LLC for $191,123.76; and c) Authorize the Mayor and City Clerk to execute the Agreement. FUNDING REQUIREMENTS: The current adopted budget includes sufficient funding for this $191,123 Proof of Performance phase. It will be expensed from the Water Enterprise Fund in the City Council approved Capital Improvement Project, No. 19W12. Implementing this Proof of Performance phase does not obligate or require City Council to move forward with the full implementation. A discussion of funding and financial impacts for the full implementation is explained in the Discussion section of the report. 15-1 Advanced (Water) Meter Infrastructure Project, Approval of Initial Proof of Performance Purchase and Installation Agreement January 22, 2019 Page 2 DISCUSSION: The City's water system utilizes approximately 26,500 meters to measure and quantify water usage for the residential and commercial accounts in Newport Beach. The vast majority of these meters are read manually. The utility industry has transitioned to an Automated Meter Infrastructure known as AMI. AMI, also known as smart meters, is a step towards a more modernized water metering system that will help the City better manage the water system resources and provide valuable tools to the users. AMI uses a low -powered communication device (licensed radio frequency) that is integrated with a new water meter to transmit water usage information to the City's database. The two -phased AMI project would replace or retrofit all City water meters with AMI technology. One of the benefits of AMI include allowing water customers direct access to water usage information. Specifically, after a new AMI meter is installed and a customer registers with the City's online water use portal, users can research their usage, enabling them to better understand and make informed decisions about household water use and their associated water bill. Another important feature is that AMI can detect water leaks for homeowners so leaks can be identified and repaired more quickly by the homeowner. AMI provides the City's customer service staff additional tools to be more efficient, enhance customer service and lower costs. Also, full AMI implementation would allow the City to annually save its contracted cost to read water meters. On November 28, 2017, staff presented the AMI project concept during the City Council study session. As presented during the study session, staff recommends a preliminary contract known as a Proof of Performance phase to fully test the products, the connectivity, the customer interface and obtain feedback from staff and customers. The City conducted a competitive Request for Proposal (RFP) procurement process and received 6 proposals. An evaluation panel arrived at the following rankings. *Zenner Performance Meters proposed a different type of AMI solution using a mesh communication network of over 200 data repeaters and limited data communications capabilities. 15-2 STEP 1 SCORE - STEP 2 SCORE OVERALL RANK PROPOSALS & (COST) SCORE INTERVIEWS MUELLER SYSTEMS, LLC 64.40 23.18 87.58 1 ($9,030,601.35) ACLARA 61.20 22.52 83.72 2 TECHNOLOGIES, LLC ($9,296,425.75) FERGUSON 60.20 20.21 80.41 3 WATERWORKS ($10,358,475.25) THIRKETTLE 61.00 17.95 78.95 4 CORPORATION ($11,661,230.99) ZENNER PERFORMANCE 38.40 30.00 68.40 5 METERS, INC. ($6,978,668.17)* ALEXANDER'S 27.20 N/A** 27.20 6 CONTRACT SERVICES, INC. *Zenner Performance Meters proposed a different type of AMI solution using a mesh communication network of over 200 data repeaters and limited data communications capabilities. 15-2 Advanced (Water) Meter Infrastructure Project, Approval of Initial Proof of Performance Purchase and Installation Agreement January 22, 2019 Page 3 ** Alexander's Contract Services, Inc. proposal was not evaluated for cost because the proposal was based around an alternative solution approach that was deemed not feasible. Mueller LLC was selected by the evaluation panel because of their experience and qualifications and held all the necessary certifications required for a project of this magnitude. Mueller's references were outstanding and strongest of all the proposers. Mueller also has a dedicated Network Operations Center ("NOC") wherein a 4 -tier level support team constantly monitors their AMI network systems to optimize performance for the life of the project. This NOC provides individual customer support to City staff for all matters related to the system. Mueller's AMI technology was also one of the most appealing factors to the panel. Their AMI solution has the capability to perform remote shut-off and pressure monitoring, which can increase efficiencies in water meter operations. Finally, Mueller proposes to partner with Vanguard for meter installations and Vanguard has been responsible for over 450 successful meter implementation projects. After Mueller was identified as the highest - qualified proposer and the most cost effective proposer from this RFP process, staff entered into negotiations with Mueller to refine the pricing and come to an agreement on legal terms and conditions. The agreement presented for City Council approval is the result of these negotiations. The Proof of Performance phase will include the installation and testing of 4 collectors, 4 repeaters, and 250 water meters encompassing multiple metering groups including residential, commercial, and irrigation. Also, this phase includes the AMI head -end software, the Meter Data Management System software, the integration of meter data and testing the ability to integrate into the City's customer portal and the City's water billing system. The intent of this phase is to prove basic end-to-end connectivity, integration, and usability of the proposed system. It will also allow staff to quantify and address any implementation challenges and better estimate the staff time necessary for full implementation. The implementation of the Proof of Performance phase is expected to take place this spring over the course of 60 days. The evaluation period will be up to six months. Advanced notice will be sent to the surrounding properties for the proposed collectors and repeaters. Notices will also be sent to the individual properties that will have their meters replaced. Meter replacements typically take 30 minutes with the water shut off for only 15 minutes. The full AMI implementation costs, which includes replacement of all 26,500 meters, are estimated at approximately $9.5 million and would be partially offset with cost savings. Later this year, staff will bring back the full AMI implementation for City Council consideration including costs, timing, benefits and funding. This will be coupled in parallel with a discussion and consideration of the upcoming Water Master Plan and the Water Rate Study. Implementing this Proof of Performance phase does not obligate or require City Council to move forward with the full implementation. 15-3 Advanced (Water) Meter Infrastructure Project, Approval of Initial Proof of Performance Purchase and Installation Agreement January 22, 2019 Page 4 ENVIRONMENTAL REVIEW: Staff recommends that the City Council find this work exempt from the California Environmental Quality Act (CEQA) pursuant to Sections 15301, Class 1 (Existing Facilities) of the CEQA Guidelines, California Code of Regulations, Title 14, Chapter 3, because the proposed scope of work involves an installation of software equipment to selected and existing use city -water meters and street lights for testing and data gathering purposes, in order to provide automation, improved customer service and service response time. This section allows the operation, repair, maintenance and minor alteration of existing facilities of both investor and publicly -owned utilities used to provide electric power, natural gas, sewerage, or other public utility involving negligible or no expansion of use. NOTICING: The agenda item has been noticed according to the Brown Act (72 hours in advance of the meeting at which the City Council considers the item). ATTACHMENT: Attachment A — Agreement with Mueller LLC 15-4 ATTACHMENT A PURCHASE, INSTALLATION, AND MAINTENANCE AGREEMENT WITH MUELLER SYSTEMS, LLC FOR AUTOMATED METER INFRASTRUCTURE FOR CITY WATER METERS THIS PURCHASE, INSTALLATION, AND MAINTENANCE AGREEMENT ("Agreement") is made and entered into as of this 22nd day of January, 2019 ("Effective Date") by and between the CITY OF NEWPORT BEACH, a California municipal corporation and charter city ("City"), and Mueller Systems, LLC, a Delaware limited liability company ("Contractor"), whose principal place of business is 1200 Abernathy Road NE, Suite 1200, Atlanta, Georgia 30328 and is made with reference to the following: RECITALS A. City is a municipal corporation duly organized and validly existing under the laws of the State of California with the power to carry on its business as it is now being conducted under the statutes of the State of California and the Charter of City. B. City desires to engage Contractor to provide an Automated Meter Infrastructure ("AMI") solution as detailed in the Scope of Work attached hereto and incorporated herein as Exhibit "A" ("Project"), consisting of two hundred fifty (250) meters and related infrastructure as a proof of performance test phase. C. Contractor has examined the location of all proposed work, carefully reviewed and evaluated the specifications set forth by the City for the Project, is familiar with all conditions relevant to the performance of services and has committed to perform all work required for the price specified in this Agreement. D. City has solicited and received a proposal from Contractor, has reviewed the previous experience and evaluated the expertise of Contractor, and desires to retain Contractor to render professional services under the terms and conditions set forth in this Agreement. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. SCOPE OF WORK 1.1 Contractor shall provide all tangible items and perform all the services described in the Scope of Work attached hereto as Exhibit "A" and incorporated herein by reference. As a material inducement to the City entering into this Agreement, Contractor represents and warrants that Contractor is a provider of first class work and services and Contractor is experienced in performing the work and services contemplated herein and, in light of such status and experience, Contractor covenants that it will perform all Services in a manner commensurate with community professional standards and with the ordinary degree of skill and care that would be used under reasonably competent practitioners of the same discipline under similar circumstances and that all materials will be of good quality. 15-5 1.2 Contractor shall perform everything required to be performed, and shall provide and furnish all the labor, materials, necessary tools, expendable equipment and all utility and transportation services necessary for the Project. 1.3 In consideration of the payment of the purchase price and subject to all the terms and conditions hereof, Contractor shall furnish, install, and maintain an AMI solution (hereinafter referred to as "Solution"), as listed and set forth in the Scope of Work attached hereto as Exhibit "A" ("Work" or "Services"). 2. TIME OF PERFORMANCE 2.1 Time is of the essence in the performance of services under this Agreement and Contractor shall complete the Project installation, implementation and acceptance testing within the time set forth in Exhibit "A". The failure by Contractor to meet this schedule may result in termination of this Agreement by City as outlined in Section 18 below. 2.2 Force Majeure. The time period(s) specified in Exhibit "A" for performance of services rendered pursuant to this Agreement shall be extended because of any delays due to unforeseeable causes beyond the control and without the fault or negligence of Contractor, including but not restricted to acts of God or of the public enemy, unusually severe weather, fires, earthquakes, floods, epidemics, quarantine restrictions, riots, strikes, freight embargoes, wars, and/or acts of any governmental agency, including the City, if Contractor shall within ten (10) days of the commencement of such delay notify City in writing of the cause of the delay. City shall ascertain the facts and extent of delay, and extend the time for performing the services for the period of the enforced delay when and if in the judgment of the City such delay is justified. City's determination shall be final and conclusive upon the parties to this Agreement. In no event shall Contractor be entitled to recover damages against City for any delay in performance of this Agreement, however caused, Contractor's sole remedy being extension of the Agreement pursuant to this Section. 3. TERM Unless earlier terminated in accordance with Section 18 of this Agreement, this Agreement shall continue in full force and effect until completion of the services agreed to herein or until June 30, 2021, whichever occurs first. 61,4k"Rf-AIIs] ► 4.1 City shall pay Contractor for the Services on a time and expense not -to - exceed basis in accordance with the provisions of this Section and the Schedule of Billing Rates as set forth in Exhibit "B" attached hereto and incorporated herein by reference. Contractor's compensation for all Work performed in accordance with this Agreement, including all reimbursable items, subcontractor fees, contingency, and bonding shall not exceed One Hundred Ninety One Thousand One Hundred Twenty Three Dollars and 761140 ($191,123.76) without prior written authorization from City. No billing rate changes shall be made during the term of this Agreement without the prior written approval of City. Mueller Systems, LLC Page 2 15-6 4.2 Contractor shall submit monthly invoices to City describing the Work performed the preceding month. Contractor's bills shall include the name of the person who performed the Work, a brief description of the Services performed and/or the specific task in the Scope of Services to which it relates, the date the Services were performed, the number of hours spent on all Work billed on an hourly basis, and a description of any reimbursable expenditures. City shall pay Contractor no later than thirty (30) calendar days after approval of the monthly invoice by City staff. 4.3 City shall reimburse Contractor only for those costs or expenses specifically identified in Exhibit "B" to this Agreement or specifically approved in writing in advance by C ity. 4.4 Contractor shall not receive any compensation for Extra Work performed without the prior written authorization of City. As used herein, "Extra Work" means any Work that is determined by City to be necessary for the proper completion of the Project, but which is not included within the Scope of Services and which the parties did not reasonably anticipate would be necessary at the execution of this Agreement. Compensation for any authorized Extra Work shall be paid in accordance with the Schedule of Billing Rates as set forth in Exhibit "B." 4.5 The Special Provisions in Exhibit "A" set forth the schedule that City and Contractor shall follow regarding the Proof of Performance ("POP") phase. Contractor shall provide City with a minimum fourteen (14) days' notice of its dates of installation to enable the City to prepare the installation sites for the Solution in accordance with the instructions of Contractor. The City shall complete site preparation prior to the date of installation of the Solution, and the site shall thereafter be available for inspection and approval. All costs and expenses related to the site preparation shall be at the sole expense of City. City's site preparation shall include, but is not limited to: (a) Preparing maps and scouting potential data collector locations; and (b) Performing meter box surveys. 5. PROJECT MANAGER Contractor shall designate a Project Manager, who shall coordinate all phases of the Project. This Project Manager shall be available to City at all reasonable times during the term of the Agreement. Contractor has designated Kevin Cornejo to be its Project Manager. Contractor shall not remove or reassign the Project Manager without the prior written consent of City. City's approval shall not be unreasonably withheld. I- WlA►yliiZIRtI.fr>rIQZI This Agreement will be administered by the Utilities Department. City's Utilities Manager or designee shall be the Project Administrator and shall have the authority to act for City under this Agreement. Mueller Systems, LLC Page 3 15-7 7. TYPE AND INSTALLATION OF MATERIALS/STANDARD OF CARE 7.1 Contractor shall use only the standard materials described in Exhibit "A" in performing services under this Agreement. Any deviation from the materials described in Exhibit "A" shall not be installed unless approved in advance by the City Project Administrator. 7.2 All of the services shall be performed by Contractor or under Contractor's supervision. Contractor represents that it possesses the personnel required to perform the services required by this Agreement, and that it will perform all services in a manner commensurate with community professional standards. All services shall be performed by qualified and experienced personnel who are not employed by City, nor have any contractual relationship with City. 8. RESPONSIBILITY FOR DAMAGES OR INJURY 8.1 City and all officers, employees and representatives thereof and all persons and entities owning or otherwise in legal control of the property upon which Contractor performs the Project and/or Services shall not be responsible in any manner for: any loss or damage to any of the materials or other things used or employed in performing the Project or for injury to or death of any person as a result of Contractor's performance of the services required hereunder; or, for damage to property from any cause arising from the performance of the Project and/or Services by Contractor, or its subcontractors, or its workers, or anyone employed by either of them, unless caused by the City's negligent acts, omissions, or willful misconduct. 8.2 Contractor shall be responsible for any liability imposed by law and for injuries to or death of any person or damage to property resulting from defects, obstructions or from any cause to the extent arising from the negligent acts, omissions, or willful misconduct of the Contractor' or any subcontractor or supplier selected by the Contractor. 8.3 To the fullest extent permitted by law, Contractor shall indemnify, defend and hold harmless City, its City Council, boards and commissions, officers, agents, volunteers, employees, and any person or entity owning or otherwise in legal control of the property upon which Contractor performs the Project and/or Services contemplated by this Agreement (collectively, the "Indemnified Parties") from and against: (1) any and all claims (including, without limitation, claims for bodily injury, death or damage to property), demands, obligations, damages, actions, causes of action, suits, losses, judgments, fines, penalties, liability, costs and expenses (including, without limitation, attorneys' fees, disbursements and court costs) of every kind and nature whatsoever (individually, a Claim, collectively, "Claims"), which may arise from or in any manner relate (directly or indirectly) to any breach of the terms and conditions of this Agreement, and Work performed or Services provided under this Agreement including, without limitation, defects in workmanship or materials or Contractor's presence or activities conducted on the Project (including the negligent and/or willful acts, errors and/or omissions of Contractor, its principals, officers, agents, employees, vendors, suppliers, consultants, subcontractors, anyone employed directly or indirectly by any of them or for whose acts they may be liable or any or all of them); (2) use of improper materials in performing this Project including, Mueller Systems, LLC Page 4 15-8 without limitation, defects in workmanship or materials and/or design defects; and/or (3) any and all claims asserted by Contractor's subcontractors or suppliers on the Project, and shall include reasonable attorneys' fees and all other costs incurred in defending any such claim. Contractor's liability in this Subsection shall be limited to the maximum amount of its insurance coverage for claims arising out non -negligent and non -intentional acts performed under this Agreement. Contractor shall not be held responsible for consequential or special damages, or claims made to City for such consequential or special damages. Nothing herein shall require Contractor to indemnify City from the negligence or willful misconduct of City, its officers or employees. 8.4 Intellectual Property Indemnity - Contractor shall defend, indemnify and hold City, its agents, officers, representatives, employees and City Council, boards and commissions harmless from any proceeding brought against City for any intentional or unintentional violation of the intellectual property rights of any third party with respect to Solution deliverables purchased in this Agreement This indemnification shall include, but is not limited to, infringement of any United States' letters patent, trademark, or copyright infringement, including costs, contained in Contractor's deliverables provided under this Agreement. 8.5 Contractor shall perform all Project work in a manner to minimize public inconvenience and possible hazard, to restore other work areas to their original condition and former usefulness as soon as possible, and to protect public and private property. Contractor shall perform work as specified in Exhibit "A" to limit impacts to traffic during the system installation period. Contractor shall be liable for any private or public property damaged during the performance of the Project work. 8.6 Contractor shall provide traffic control and access in accordance with Section 7-10 of the State Standard Specifications and the latest edition of the Work Area Traffic Control Handbook (WATCH), as published by Building News, Inc. 8.7 Traffic control and detours shall at a minimum meet the following requirements: 8.7.1 Emergency vehicle access shall be maintained at all times. 8.7.2 The locations and wordings of all barricades, signs, delineators, lights, warning devices, parking restrictions, and any other required details shall ensure that all pedestrian and vehicular traffic will be handled in a safe manner with a minimum of inconvenience to the public. 8.7.3 All advanced warning sign installations shall be reflectorized and/or lighted. 8.7.4 Traffic signal system shutdown or planned "red flash" shall be limited to 4 -hour periods between the hours of 9:00 a.m. and 3:00 p.m. on weekdays (Monday through Thursday), except as authorized by the Project Administrator. 8.7.5 "STOP AHEAD" and "STOP" signs shall be furnished by the Contractor and shall conform to the provisions in Section 12-3.06, "Construction Area Mueller Systems, LLC Page 5 15-9 Signs," of the State Standard Specifications except that the base material for the signs shall not be plywood. Two "STOP AHEAD" signs and two "STOP" signs shall be placed for each direction of traffic. Locations of the signs shall be per the WATCH manual. 8.8 Nothing in this Section shall be construed as authorizing any award of attorney's fees in any action to enforce the terms of this Agreement, except to the extent provided in Section 8.3 above. 8.9 The rights and obligations set forth in this Section shall survive the termination of this Agreement. 9. INDEPENDENT CONTRACTOR City has retained Contractor as an independent contractor and neither Contractor nor its employees, nor any of its subcontractors, are to be considered employees of the City. The manner and means of conducting the work are under the control of Contractor, except to the extent they are limited by statute, rule or regulation and the express terms of this Agreement. No civil service status or other right of employment shall accrue to Contractor or its employees. 10. COOPERATION Contractor agrees to work closely and cooperate fully with City's designated Project Administrator and any other agencies that may have jurisdiction or interest in the work to be performed. City agrees to cooperate with the Contractor on the Project. 11. INSURANCE Without limiting Contractor's indemnification of City, and prior to commencement of work, Contractor shall obtain, provide and maintain at its own expense during the term of this Agreement or for other periods as specified in this Agreement, policies of insurance of the type, amounts, terms and conditions described in the Insurance Requirements attached hereto as Exhibit "C," and incorporated herein by reference. .1101.1911►10 12.1 Contractor shall obtain, provide and maintain at its own expense during the term of this Agreement: a Labor and Materials Payment Bond in the amount of one hundred percent (100%) of the total amount to be paid Contractor as set forth in this Agreement and in the form attached hereto as Exhibit "D" which is incorporated herein by this reference; and a Faithful Performance Bond in the amount of one hundred percent (100%) of the total amount to be paid Contractor as set forth in this Agreement in the form attached hereto as Exhibit "E" which is incorporated herein by this reference. 12.2 The Labor and Materials Payment Bond and Faithful Performance Bond shall be issued by an insurance organization or surety (1) currently authorized by the Insurance Commissioner to transact business of insurance in the State of California, (2) listed as an acceptable surety in the latest revision of the Federal Register Circular 570, and (3) assigned Mueller Systems, LLC Page 6 15-10 a Policyholders' Rating A (or higher) and Financial Size Category Class VII (or larger) in accordance with the latest edition of Best's Key Rating Guide: Property -Casualty. 12.3 The Contractor shall deliver, concurrently with execution of this Agreement, the Labor and Materials Payment Bond and Faithful Performance Bond, a certified copy of the "Certificate of Authority" of the Insurer or Surety issued by the Insurance Commissioner, which authorizes the Insurer or Surety to transact surety insurance in the State of California. 13. PREVAILING WAGES 13.1 Pursuant to the applicable provisions of the Labor Code of the State of California, not less than the general prevailing rate of per diem wages including legal holidays and overtime work for each craft or type of workman needed to execute the work contemplated under the Agreement shall be paid to all workmen employed on the work to be done according to the Agreement by the Contractor and any subcontractor. In accordance with the California Labor Code (Sections 1774 et seq.), the Director of Industrial Relations has ascertained the general prevailing rate of per diem wages in the locality in which the work is to be performed for each craft, classification, or type of workman or mechanic needed to execute the Agreement. A copy of said determination is available by calling the prevailing wage hotline number (415) 703-4774, and requesting one from the Department of Industrial Relations. The Contractor is required to obtain the wage determinations from the Department of Industrial Relations and post at the job site the prevailing rate or per diem wages. It shall be the obligation of the Contractor or any subcontractor under him/her to comply with all State of California labor laws, rules and regulations and the parties agree that the City shall not be liable for any violation thereof. 13.2 Unless otherwise exempt by law, Contractor warrants that no contractor or subcontractor was listed on the bid proposal for the Services that it is not currently registered and qualified to perform public work. Contractor further warrants that it is currently registered and qualified to perform "public work" pursuant to California Labor Code section 1725.5 or any successor statute thereto and that no contractor or subcontractor will engage in the performance of the Services unless currently registered and qualified to perform public work. 14. SUBCONTRACTING The subcontractors authorized by City, if any, to perform work on this Project are identified in Exhibit "A". Contractor shall be fully responsible to City for all acts and omissions of any subcontractor. Nothing in this Agreement shall create any contractual relationship between City and any subcontractor nor shall it create any obligation on the part of City to pay or to see to the payment of any monies due to any such subcontractor other than as otherwise required by law. City is an intended beneficiary of any work performed by the subcontractor for purposes of establishing a duty of care between the subcontractor and City. Except as specifically authorized herein, the services to be provided under this Agreement shall not be otherwise assigned, transferred, contracted or subcontracted out without the prior written approval of City.. Mueller Systems, LLC Page 7 15-11 15. WITHHOLDINGS City may withhold payment to Contractor of any disputed sums until satisfaction of the dispute with respect to such payment. Such withholding shall not be deemed to constitute a failure to pay according to the terms of this Agreement. Contractor shall not discontinue work as a result of such withholding. Contractor shall have an immediate right to appeal to the City Manager or his/her designee with respect to such disputed sums. Contractor shall be entitled to receive interest on any withheld sums at the rate of return that City earned on its investments during the time period, from the date of withholding of any amounts found to have been improperly withheld. 16. CONFLICTS OF INTEREST 16.1 The Contractor or its employees may be subject to the provisions of the California Political Reform Act of 1974 (the "Act"), which (1) requires such persons to disclose any financial interest that may foreseeably be materially affected by the work performed under this Agreement, and (2) prohibits such persons from making, or participating in making, decisions that will foreseeably financially affect such interest. 16.2 If subject to the Act, Contractor shall conform to all requirements of the Act. Failure to do so constitutes a material breach and is grounds for immediate termination of this Agreement by City. Contractor shall indemnify and hold harmless City for any and all claims for damages resulting from Contractor's violation of this Section. it, ill 163*i 17.1 All notices, demands, requests or approvals to be given under the terms of this Agreement shall be given in writing, to City by Contractor and conclusively shall be deemed served when delivered personally, or on the third business day after the deposit thereof in the United States mail, postage prepaid, first-class mail, addressed as hereinafter provided. All notices, demands, requests or approvals from Contractor to City shall be addressed to City at: Attention: Utilities Manager City of Newport Beach 100 Civic Center Drive P.O. Box 1768 Newport Beach, CA 92658 17.2 All notices, demands, requests or approvals from City to Contractor shall be addressed to Contractor at: Attention: Kevin Cornejo Mueller Systems, LLC P.O. Box 128 10210 Statesville Boulevard Cleveland, NC 27013 Mueller Systems, LLC Page 8 15-12 18. TERMINATION 18.1 Termination With Cause - In the event that either party fails or refuses to perform any of the provisions of this Agreement at the time and in the manner required, that party shall be deemed in default in the performance of this Agreement. If such default is not cured within a period of five (5) calendar days, or if more than five (5) calendar days are reasonably required to cure the default and the defaulting party fails to give adequate assurance of due performance within five (5) calendar days after receipt of written notice of default, specifying the nature of such default and the steps necessary to cure such default, the non -defaulting party may terminate the Agreement forthwith by giving to the defaulting party written notice thereof. 18.2 Termination Without Cause. Notwithstanding the above provisions, City shall have the right, at its sole discretion and without cause, of terminating this Agreement at any time by giving seven (7) calendar days prior written notice to Contractor. In the event of termination under this Section, City shall pay Contractor for services satisfactorily performed and costs incurred in the performance of such services up to the effective date of termination for which Contractor has not previously been paid. In the event of termination under this Section, City shall also pay Contractor for the Solution, associated materials, and hardware delivered to City site under this Agreement that City deems usable. 18.3 Non -Acceptance of the Proof of Performance ("POP") Phase. Without limiting the rights of City in the foregoing provisions of this Section 18, in the event that City determines that it will not accept the Project after Contractor has completed the POP phase, the Contractor will be given a 30 calendar day notice to remove all installed infrastructure at no cost to the City, and replace meters installed with meters provided by the City at no cost to City. 19. EFFECT OF CONTRACTOR'S EXECUTION Execution of this Agreement by Contractor is a representation that Contractor has visited the Project site(s), has become familiar with the local conditions under which the work is to be performed, and has taken into consideration these factors in submitting its Project proposal and Scope of Work. 20. WARRANTY 20.1 Contractor warrants to City that the entire Solution to be delivered hereunder will be free from defects in material or workmanship and will be of the kind and quality designated or specified by Contractor in Exhibit "A." The applicable warranties for the Solution are set forth in greater detail in Exhibit "A," Attachment 8, "Warranty Information." If Contractor installs the Solution and associated hardware and materials, or supplies technical directions of installation by Agreement, the warranty period shall run from the date of installation of units to the City, provided same is not unreasonably delayed by City. 20.2 If Contractor -manufactured equipment delivered hereunder does not meet the warranties set forth in Exhibit "A," and if City promptly notifies Contractor in writing, Contractor shall thereupon correct any defect, including non-conformance with the Mueller Systems, LLC Page 9 15-13 specifications, either (at its option) by repairing any defective or damaged parts of the equipment, or by making available any necessary replacement parts, delivered and installed without additional charge to City within seven (7) working days. City will return the defective product to Contractor, at Contractor's expense. Contractor shall repair or replace the defective item and return it to City, shipping costs prepaid. Contractor shall perform any necessary testing, hardware and equipment removal, repair, replacement, certification, and installation at no cost to the City during the warranty period, using Contractor's equipment. 20.3 The warranties set forth in Exhibit "A" are exclusive and in lieu of all other warranties, whether written, oral, implied or statutory. Contractor does not warrant any equipment of other manufacture designated by City. 21. REPRESENTATIONS 21.1 Non -infringement. Contractor represents that to the best of its knowledge the technology embodied in the Solution sold herein does not infringe upon a United States patent or United States copyright in effect as of the Effective Date. 21.2 Authority. Each party represents as follows: (a) that it has full power and authority to execute, deliver and perform its obligations under this Agreement; (b) that there are no actions, proceedings or investigations, pending or, to the best of each party's knowledge, threatened against such party which may in any manner whatsoever materially affect the enforceability of this Agreement or the rights, duties and obligations of the parties hereunder; and (c) that the execution, delivery and performance of this Agreement will not constitute a breach or default under any agreement, law or court order under which such party is a party or may be bound or affected by or which may affect the rights, duties and obligations hereunder. 21.3 No Other Representations. Each party acknowledges and agrees that it is relying on no representation of the other party except as expressly set forth herein. 22.1 Confidential Information. In the performance of this Agreement or in contemplation thereof, the parties and their respective employees and agents may have access to private or confidential information owned or controlled by the other party and such information may contain proprietary details and disclosures. All information and data identified in writing as proprietary or confidential by either party ("Confidential Information") and so acquired by the other party or its employees or agents under this Agreement or in contemplation thereof shall be and shall remain the disclosing party's exclusive property. The recipient of Confidential Information shall use all reasonable efforts (which in any event shall not be less than the efforts the recipient takes to ensure the confidentiality of its own proprietary and other confidential information) to keep, and have its employees and agents keep, any and all Confidential Information confidential, and shall not copy, or publish or disclose it to others, nor authorize its employees, agents or anyone else to copy or disclose it to others, without the disclosing party's written approval; nor shall the recipient make use of the Confidential Information except for the purposes of executing its obligations hereunder, and (except as provided for herein) shall return the Confidential Information and Mueller Systems, LLC Page 10 15-14 data to the first party at its request. The City's duty to maintain confidentiality as described hereunder shall be subject to the laws of the State of California. 22.2 Excluded Information. The foregoing conditions will not apply to information or data which is, or which becomes generally known to the public by publication or by any means other than a breach of duty on the part of the recipient hereunder, is information previously known to the recipient, is information independently developed by or for the recipient or is information generally released by the owning party without restriction. 22.3 Right to Injunctive Relief. Because of the unique nature of the Confidential Information, the parties agree that each party may suffer irreparable harm in the event that the other party fails to comply with any of its obligations under this Section, and that monetary damages may be inadequate to compensate either party for such breach. Accordingly, the parties agree that either party will, in addition to any other remedies available to it at law or in equity, be entitled to seek injunctive relief to enforce the terms of this Section. 23. OWNERSHIP OF DOCUMENTS Each and every report, draft, map, record, plan, document and other writing produced, including but not limited to, websites, blogs, social media accounts and applications (hereinafter "Documents"), prepared or caused to be prepared by Consultant, its officers, employees, agents and subcontractors, in the course of implementing this Agreement, shall become the exclusive property of City, and City shall have the sole right to use such materials in its discretion without further compensation to Consultant or any other party_ Additionally, all material posted in cyberspace by Consultant, its officers, employees, agents and subcontractors, in the course of implementing this Agreement, shall become the exclusive property of City, and City shall have the sole right to use such materials in its discretion without further compensation to Consultant or any other party. Consultant shall, at Consultant's expense, provide such Documents, including all logins and password information to City upon prior written request. 24. ASSIGNMENT This Agreement shall not be assigned by any party, or any party substituted, without prior written consent of the City and the Contractor. 25. STANDARD PROVISIONS 25.1 Recitals. City and Contractor acknowledge that the above Recitals are true and correct and are hereby incorporated by reference into this Agreement. 25.2 Compliance with all Laws. Contractor shall at its own cost and expense comply with all statutes, ordinances, regulations and requirements of all governmental entities, including federal, state, county or municipal, whether now in force or hereinafter enacted. In addition, all Work prepared by Contractor shall conform to applicable City, county, state and federal laws, rules, regulations and permit requirements and be subject to approval of the Project Administrator and City. Mueller Systems, LLC Page 11 15-15 25.3 Waiver. A waiver by either party of any breach, of any term, covenant or condition contained herein shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant or condition contained herein, whether of the same or a different character. 25.4 Integrated Contract. This Agreement represents the full and complete understanding of every kind or nature whatsoever between the parties hereto, and all preliminary negotiations and agreements of whatsoever kind or nature are merged herein. No verbal agreement or implied covenant shall be held to vary the provisions herein. 25.5 Conflicts or Inconsistencies. In the event there are any conflicts or inconsistencies between this Agreement and the Scope of Services or any other attachments attached hereto, the terms of this Agreement shall govern. 25.6 Interpretation. The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either party by reason of the authorship of the Agreement or any other rule of construction which might otherwise apply. 25.7 Amendments. This Agreement may be modified or amended only by a written document executed by both Contractor and City and approved as to form by the City Attorney. 25.8 Severability. If any term or portion of this Agreement is held to be invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions of this Agreement shall continue in full force and effect. 25.9 Controlling Law and Venue. The laws of the State of California shall govern this Agreement and all matters relating to it and any action brought relating to this Agreement shall be adjudicated in a court of competent jurisdiction in the County of Orange, State of California. 25.10 Equal Opportunity Employment. Contractor represents that it is an equal opportunity employer and it shall not discriminate against any subcontractor, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex, age or any other impermissible basis under law. 25.11 No Attorneys' Fees. In the event of any dispute or legal action arising under this Agreement, the prevailing party shall not be entitled to attorneys' fees. 25.12 Counterparts. This Agreement may be executed in two (2) or more counterparts, each of which shall be deemed an original and all of which together shall constitute one (1) and the same instrument. [SIGNATURES ON NEXT PAGE] Mueller Systems, LLC Page 12 15-16 IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the dates written below. APPROVED AS TO FORM: CITY ATTORNEY'S OFFICE Date: o[ • Lo • [ 9 By: 1.4 A ai �-r ron C. Harp uuA O'+&+kCk City Attorney ATTEST: Date: is Leilani I. Brown City Clerk CITY OF NEWPORT BEACH, a California municipal corporation Date: By: Diane B Mayor Dixon CONTRACTOR: Mueller Systems, LLC a Delaware limited liability company Date: By: Hassan Ali Vice President & General Manager [END OF SIGNATURES] Attachments: Exhibit A — Scope of Work Exhibit B — Schedule of Billing Rates Exhibit C — Insurance Requirements Exhibit D — Labor and Materials Payment Bond Exhibit E -- Faithful Performance Bond Mueller Systems, LLC Page 13 15-17 EXHIBIT A SCOPE OF WORK Mueller Systems, LLC Page A-1 15-18 CITY OF NEWPORT BEACH AGREEMENT WITH MUELLER SYSTEMS AUTOMATED METER INFRASTRUCTURE (AMI) PURCHASE, INSTALLATION & MAINTENANCE AGREEMENT EXHIBIT A SCOPE OF WORK AND SPECIAL PROVISIONS 15-19 EXHIBIT A - SCOPE OF WORK SPECIAL PROVISIONS The provisions on this page of Special Provisions shall supplement the subsequent provisions of the Scope of Work and, if inconsistent with such Scope, shall modify the subsequent provisions of the Scope of Work. 1. Following Agreement execution, the City shall issue to Contractor a Notice to Proceed ("NTP") to commence the Proof of Performance ("POP") phase. 2. The POP phase, as further described herein (reference Section 10.2) involves: 21 Installation and testing of a limited number of collectors, 250 water meters encompassing multiple metering groups including residential, commercial, and irrigation, the AMI head -end software, and the Meter Data Management System ("MDMS") software and the integration of meter data from the AMI head - end to the MDMS; and 22 Testing the ability to integrate into the City's customer portal by Smart Energy Water, and Enterprise Resource Planning ("ERP") System by Tyler Technologies for water billing. The intent of this phase is to prove basic end-to-end connectivity to ensure accurate billing of the City's customers and integration with the City's customer interface system usability scale ("SUS") 3. The POP phase shall only commence after a NTP from the City is received by the Contractor. 4. In the event Contractor does not meet the criteria set forth in this Scope of Work and the City exercises its discretion and decides not to accept the Project after the POP phase, the City may give the Contractor a 30 -day notice to remove all installed infrastructure at no cost to the City, and replace meters installed with meters provided by the City, at no cost to City. 5. The Schedule of Billing Rates for the POP phase can be referenced in Exhibit B, Schedule of Billing Rates, Attachment 1. 6. Exhibit B, Schedule of Billing Rates, incorporates all of the work included within this Exhibit A, Scope of Services. Any work or other expense of any nature whatsoever which is not included within this Scope of Services shall require prior written authorization of the City. 15-20 Scope of Work - City of Newport Beach 1 Contents 1. Introduction..........................................................................................................................3 2. Scope of full AMI System........................................................................................................3 3. Hardware Delivery .................................................................................................................5 4. Hardware Installation............................................................................................................5 4.1. Network Equipment...............................................................................................................5 4.2. Meter and MiNode.................................................................................................................5 5. AMI Software Integration - Mi.Host.....................................................................................16 6. AMI Software Integration — Consumer Portal.......................................................................16 7. Mueller Systems' Responsibilities.........................................................................................17 8. City's Responsibilities...........................................................................................................17 9. Project Communications and Status Updates.......................................................................18 10. Project Schedule..................................................................................................................18 11. Training..............................................................................................................................19 12. System Acceptance..............................................................................................................19 13. Final Completion..................................................................................................................20 Attachments: 1. Propagation Study Case 29268 12 13 2018 2. 5oftware Integration Plan 3. Consumer Portal Integration Plan 4. Endpoint Acceptance Plan 5. 5chedule of Values 6. Utility Roles and Responsibilities 7. Training Agenda 8. Warranty Information 15-21 Scope of Work — City of Newport Beach 1. Introduction This Scope of Work document serves as an overview of the work to be performed for the City of Newport Beach ("City" or "Utility") to complete the deployment of the Mi.Net AMI System. This Scope of Work outlines the responsibilities of Mueller Systems, LLC (also referred to as "Contractor") and the City required for a successful implementation of an Advanced Metering Infrastructure ("AMI") system initial proof of performance ("POP") phase for implementing an AMI system on 250 water meters. 2. Scope of POP Portion of AMI System The hardware that makes up the Mueller Systems' Mi.Net AMI system that is to be installed within the City will consist of the following sizes and quantities. These are approximate and actual values may differ. Any differences in quantities not requiring an amendment to the Agreement will be handled via change order. A change order shall reflect the mutual written agreement of the parties and the Contractor shall only commence work covered by a change order after the change order is executed and notification to proceed has been provided by the City. 5/8" 127 1" 75 1 %2" Low Flow 3 1 %2" High Flow 1 2" Low Flow 15 2" High Flow 16 3" Retrofit (1 Neptune Tru Flow Compound meter with 2 registers) 2 4" Retrofit (4 Neptune Tru Flow Compound meters with 2 registers each) 8 6" Retrofit (1 Neptune Tru Flow Compound meter with 2 registers and 1 3 All meters, registers, nodes and boxes, etc. will be installed by Mueller Systems. All products, including third party products such as boxes and lids, will be approved by the City prior to purchase and installation by Mueller Systems. The AMI network and host software will be installed and managed by Mueller Systems. 15-22 Scope of Work — City of Newport Beach All of the Mi.Node Water meter radios will be configured by default as follows ❑ Hourly reading (Mi.Node interrogates registerhourly) ❑ Transmit Frequency: Daily Upload • Readings in the Mi.Net System will be in hundred cubic feet (HCF) (Fixed "0") ❑ Readings passed to the billing software will be in cubic feet. • Standard Mueller Systems' Mi.Net Water Alert configurations The data for the AMI Network will be stored on a server hosted by Mueller Systems. The system will have the following capabilities: • Basic AMI • Utility User Interface • List of Installed meters with last uploaded reading • Deployment wide consumption graph • Meter Details page for each meter • Basic Graphing of Consumer Consumption • Customer Information (Automatically Imported as Read only) • Account Management (Read only - imported from existing billingsystem) • Hourly readings on all meters • Billing Interface — meter data passing from Mi.Host to the City's billingsystem. • Customer Information System ("CIS") Interface - Weekly importing of customer updates from City's billingsystem • Meter reading schedule — daily upload of consumption and hourly readings, on demand upon request • Network Maintenance, and Troubleshooting o Mi.Host User Interface o Mi.Net Mobile Trimble Handheld(s) with Installation Radio(s) o Network Management Tool ("NMT") a 15-23 Scope of Work — City of Newport Beach 3. Hardware Delivery Hardware delivery will be scheduled at the time of order entry. Hardware delivery will be incorporated into the Project schedule once it is available. City will issue purchase orders for product in order for delivery in time to meet installation schedule. A minimum of 8 weeks' worth of product will be onsite during meter installations to avoid stock out. Shipment orders to be placed with full truck capacity to minimize freight costs, unless City's project administrator determines partial orders must be shipped immediately. If requested to ship immediately the parties will review and agreed upon shipping charges. Products, software and services will be billed in accordance with the Schedule of Values in Attachment 5 hereto. Mueller Systems recommends that the City maintains stock of a minimum of 1% total project volume for spares. 4. Hardware Installation 4.1. Network Equipment A preliminary network design has been completed based on the inputs provided to Mueller Systems and is attached as Attachment 1. Mueller Systems will conduct final site surveys and develop a Final Network Design following contract execution. Both parties will review network design inclusive of locations, assumptions, etc. prior to installation of network equipment. If any City assets are needed, City approvals will be requested and the design adjusted accordingly. Mueller Systems will request City approval of the Final Network Design if any City assets are required for coverage. Mueller Systems will complete the installation of all required Collectors and ancillary equipment no later than 90 days from Effective Date for locations where Data Collectors have been sited. Descriptions of the proposed sites, equipment, and placements are in the Propagation Study for the POP Phase in Attachment 1. The installed network will be tested for coverage as part of the Project. 4.2. Meter and MiNode Meters and MiNode equipment will be installed by Mueller Systems preferred installer subcontractor, Vanguard and will be managed by the Mueller Systems project team. Mueller Systems will provide training for installation teams on the use of MiNet specific installation tools and procedures. 4.3 Installation Procedures: Community Outreach and Customer Communication - Seven (7) days prior to meter installation a door knock and door hanger (approved by City's project administrator) will be left with the resident indicating time of install, frequently asked questions, and important phone numbers for questions to be answered. 15-24 Scope of Work - City of Newport Beach Vanguard Installers Appearance - Installers must wear safety vest with description "AMI Meter Installer / Contract Worker for City of Newport Beach" - Vehicle must indicate they are a "Contract Worker for the City of Newport Beach" Vanguard notification at time of meter installation - Knock on the homeowner's door. If the homeowner is home, alert them of the meter change out that will take place. 15-25 Scope of Work — City of Newport Beach - Installation tech will perform the change out. - After completion, tech will provide the homeowner with contact information, in the form of a door hanger, should there be an issue that comes up after installation. - If the home owner is not home, a door hanger will be left after the meter installation is completed informing the customer of what took place. - All customer complaints and field escalations will be handled by installation team initially then referred back to City if required. Additional Suggestions for City -Consumer water bill insert one month prior to meter installations - Website outreach -Frequently Asked Questions (FAQ) section on website for AMI Project - Social Media- Utility Facebook/Twitter page alerting residents of the meter project - Meetings with Home Owners Associations (HOA's) to inform and answer questions Daily meet time 7:30am Designated Site Storage- Storage of project materials to be provided by City. Vanguard will manage and track inventory. Consultant's Project team will keep a copy of all sign out sheets of material for Vanguard records. Old meters are to be returned to the box where the new meters were taken from. The installer will write the address, date and initials on the outside of the box of each meter stored in that box. The boxes are to be stacked neatly back on a pallet addresses facing out in designated area neatly. Place the caps from the new meter back on the ends of the old meters. Clear all old tags and trash from the boxes and discard in designated trash areas before stacking the boxes. Meter Installation Meters will be installed by cycle/route order to be determined by City staff, following the meter reading sequence that's agreed upon by all parties. Mueller Systems and Vanguard will work with Utility to evaluate route efficiency. Most meters are outside in a pit location so appointments are unnecessary. Mueller Systems assumes that less than O.S% of residential accounts will require an appointment. If the requirement for residential appointments is above this rate, then the parties will discuss options to resolve. The following steps are the general installation plan, identified potential problems, and resolution suggestions. After hours work requests will be agreed upon in advance of work being perform between Mueller Systems and the City. Vanguard Staffing Plan - POP duration established for 2 to 4 months. Vanguard's project staff will include: Install Project Manager, Assistant Install Project Manager, and sufficient resources to complete POP. 15-26 Scope of Work — City of Newport Beach Installation Project Team — Roles and Responsibilities • Install Project Manager ("PM")—(7 am — 4 pm) 1. Will oversee the daily operations of the meter installation Project. 2. Deploy daily routes, instruction, inventory and supplies for install, quality control ("QC") and lid drilling teams. 3. Will also distribute send back problem accounts from previous day to be completed by installer before installer starts daily installs. 4. Communicate with designated contacts from Mueller Systems, and City utility department daily to address any previous day's issues. 5. Track route allocation and scheduling with City, Mueller Systems and Vanguard ProjectSupport. 6. Daily field visits and support to team to audit install quality, QC progress, training,etc. • Assistant Install Prosect Manager ("Assistant Manager") — 1. Will assist the PM with upholding the daily procedures and guidelines set on the Project as described above. ■ Daily Task for Assistant Manager (9 am -6pm) 1) Govern the distribution and execution of the satellite based monitoring ("SBM") audits to the installers. (ALL DATA ISSUES WILL BE CORRECTED BY NEXT DAY) 2) Complete the exceptions list follow up locations, access, etc. If the meter pit is able to be installed the assistant PM will do install at point of contact. 3) Install pit meters in route as day is planned with other responsibilities. 4) Check in the installers nightly. Collect installer's daily field summary sheet, phones and paperwork. Make sure Vanguard work order management system ("VUSS") data is uploaded successfully. 5) Do nightly paperwork summary for Project Manager to review in the morning. 15-27 Scope of Work — City of Newport Beach General Install procedures - 1. Never park or turn around in a residential driveway. Park vehicle in safe location on the street of install location. If it's a busy road, you can pull on a side street as close as possible to the location that you are doing the install. Put safety cones out. 2. Exit your vehicle and collect all necessary equipment you will need for install. 3. Verify Address on route sheet with house number on the structure you are going to be installing. If there is not a number on the structure, check the surrounding structures to see if logically this should be the correct location. 4. Locate the pit or vault where you will complete the installation. Some pits are not easily visible so may be necessary to use directions provided by utility if available. Once you locate the meter box open up the lid to verify provided data info(old meter#, last read, if available) 5. Knock on the door and inform homeowner of your arrival/ about the replacement. Let them know water will be off for a few minutes. 6. Select the address in the Mueller Systems handheld and click Install, Exchange. 7. Select the address in VUSS handheld. Summary screen will provide meter information. 8. Verify old meter number, address and old reading (if provided) match in both handhelds. 9. TURN ON WATER FAUCET/HOSE CONNECTION. 10. VERIFY METER IS MOVING AND THE INFORMATION IS CORRECT. 11. Turn water off if no back flow preventer. 12. If necessary, removewater and or dirt from meter box and dispose of as directed. 13. If a leak is present, bad plumbing or any other noticeable issue, stop and let your manager know or make as an exception as directed. 14. Start install in the VUSS handheld and double check that the information matches. 1S. With the VUSS handheld: a. (P)***Take picture of meter in box showing valve position before start(see pic 1); b. Remove old meter Turn off water and remove meter. Use back up wrench!; c. Enter the old meter reading; d. (P)***Take picture of the register make sure it can be read(see pic2); e. (P)***Take a picture of old meter serial number(see pic3); f. Scan in new meter number; g. Scan Transmitter number; and h. Fill out other information in handheld. 16. Install the new meter, check to make sure the arrow is pointing in the correct direction. 17. Turn on the water and check for leaks. 18. Flush the air from hose connection, if available, running 10 gallons whenever possible. Leave door hanger if hose connection not available. 9 15-28 Scope of Work — City of Newport Beach 19. (P)*** TAKE PICTURE OF WATER BEING FLUSHED(see pic4). 20. Return to pit and make sure the meter ran in the proper direction. 21. (P)***Take picture of number for new meter number and number of transmitter showing the screw properly installed(see pic 5). 22. With the Mueller Systems handheld: a. Enter the old meter reading, Next; b. Enter the Meter Type as "Mueller Systems SSR EXT"; c. Enter the multiplier as 0.1; d. Enter the size; e. Enter the location and lid type, Next; f. Scan the Mueller ID, Register ID, and Base ID, Test; and g. Select Next, Next, Done to collect GPS. 23. With the VUSS handheld: a. (P)***Take a picture of the completed Mueller handheld screen. (see pic 6); and b. (P)*** Take Picture of entire setting showing valve position, meter direction, and reading on new meter. (see pic 7) 24. TURN OFF WATER FAUCET/HOSE CONNECTION. 25. Make sure flow stops. 26. Fill out paperwork for the project. 27. Replace lid or drill lid as applicable and install the through the lid ("TTL") hanger with nut and screw. 28. (P)***Take a picture from the side of the drilled lid with the installed TTL. 29. (P)***Take final picture of lid drilled and or replaced (make sure item is noted on paperwork). 30. Note any exceptions in the notes section. 31. Pick up, and Clean up area. 32. Put the old meter WITH PLASTIC END CAPS in the box you took the new meterfrom. 33. Complete as an exception if no lid is available and it cannot be drilled. 34. Wrap up install. Make sure you collect all tools and trash associated with the install and then proceed to the next location. Vanguard Data collection as follows: Pictures: Installer Photos Description: 1. Existing meter setting— picture of old meter in box showing valve position before start. (See picture 1) i 15-29 Scope of Work - City of Newport Beach 2. Old Read - picture of old register read (Top of Meter). (See picture 2) 3. Old meter serial number - picture of old meter serial number on lid or # printed in register face. (See picture 3) 4. Water line being flushed — picture of the water line being flushed at hose bib. (See picture 4) 5. New meter and new remote number — picture of the new meter and new remote set side by side with serial numbers visible. (See picture 5) 6. Successful Activation — pic of Mueller successful program screen. (See picture 6) 7. Completed meter setting — picture of the new meter installed and surrounding area including valve in on position and register read. (See picture 7) 8. Completed TTL lid install — picture of the antenna mounted in the drilled lid. (See picture8) List of services and direction - 1. 5/8"x3/4", Y4", 1", 1 %", 2" — Small meter C/O pits. 2. 5/8"x3/4"Thru 6"— Retrofits. Exceptions Reporting DaiIV Protocols ■ Exceptions will be recorded daily by the installers per specifications set for the job. ■ The managers will review exceptions recorded by the installers daily with the installers to insure valid reasons and record notes on field summary sheet. ■ Exceptions will be reviewed the following day by managers and put in appropriate status report that is reviewed by project support manager (Edwin McDivitt). ■ All exceptions such as locates, no access, miscellaneous, etc. will be re -assigned to Assistant Managers handheld to conduct site visit before status reclassified and turned back to utility for assistance. (If manager is able to complete install, he will do soduring site visit). Potential Problems (Exceptions) - Items that have been identified that would be non-standard work or reason to not complete install. 1. Pre-existing Leak — During pipe and valve inspection, if there are any concerns 2. Meter Numbers do not match - Check old reading and verify address. If correct address, call manager. Vanguard will most likely be able to proceed with install and note in both handheld and paperwork. 3. Meter size does not match- If numbers, reading and address are correct, proceed, and note in handheld and paperwork. 4. Bad Valve- Valve is previously broken. Will not shutoff water. (Frozen orfree spinning upon arrival) 10 15-30 Scope of Work — City of Newport Beach 5. Locate — Cannot locate the meter 6. Access - Locked gate, dog, obstacle blocking meter, etc. 7. Customer refused - Instructed to leave the property 8. Other— Manager approved only if doesn't fit other categories. Any issues that arise during installations, shall be directed to the Install Project Manager or Assistant Install Project Manager who will need to coordinate to address all field issues, customer escalations, etc. Vanguard will typically start meter installs at 8:00am, and last install complete by 5:00pm. F Installer Picture # 1 <--Installer Picture # 2 Scope of Work - City of Newport Beach E -Installer Picture #3 12 15-32 Scope of Work — City of Newport Beach ❑ QC Team Rales and Responsibilities: 13 <--Installer Picture #6 15-33 Scope of Work — City of Newport Beach o Team members will QC previous days' installs completed by installers. o Goal is to insure the installs were completed per specifications and guidelines of the installs procedures manual. o Field QC will be conducted for 100% of new technicians for two weeks, thereafter field QC will be performed on 3% of installs. o QC team will complete 100% of previous days' installs (data and pictures) the following day. ■ Collect QC data including following: • Lid drilled; • TTL installed correctly with screw and node mounted correctly; • Meter set correctly; • Reading on meter >10 gal, water off, and info like no hose bib; • Meter number and node numbers match database; • General condition of site — no dirt piles or trash left behind; and • Any work not complete will be noted in the exceptions report, corrected and shared with managers for daily training. ■ QC audit pictures include the following (6pictures): 1. Found site; 2. Lid seated in box; 3. Register read; 4. Meter set; S. Node and register numbers: and 6. Side view of TTL installation. 14 15-34 71)W , Scope of Work — City of Newport Beach 5. AMI Software Integration - Mi.Host Mueller Systems and the City will complete the customer information system ("CIS") and Billing software integration. This effort will consist of collaboratively determining requirements, creation of a Software Integration Plan including acceptance criteria that will be reviewed and approved by representatives of both Mueller Systems and the City. The City is using MUNIS CIS Software from Tyler Technologies. After the project kick-off meeting, the CIS and Billing software integration will begin. It is estimated that this process will take approximately 3 months and is predicated on the cooperation of the City and subject matter experts knowledgeable in these systems. The software integration plan labeled as Software Integration Plan is attached as Attachment 2. 6. AMI Software Integration — Consumer Portal with Smart Energy Water Mueller Systems and the City will complete the software integration necessary to provide the Smart Energy Water Consumer Portal with interval meter reads. This effort will consist of collaboratively determining requirements, creation of a Consumer Portal Integration Plan including acceptance criteria that will be reviewed and approved by representatives of both Mueller Systems and the City. Following completion of the MI.Host AMI software integration, workshops will begin. It is estimated that the entire process will take approximately 3 months and is predicated on the cooperation of the City and subject matter experts knowledgeable in these systems. The software integration plan is attached as Attachment 2. 16 15-36 Scope of Work — City of Newport Beach 7. Mueller Systems' Responsibilities Mueller Systems will provide a Project Manager who will coordinate all deployment activities. The Project Manager will serve as a single point of contact and: • Develop the detailed Project Plan. • Coordinate tasks needed to develop the CIS Integration Plan. • Coordinate tasks needed to develop the Consumer Portal Integration Plan. • Will remain with the project until completion. • Develop and maintain Project Schedule. • Working closely with the City to: o Develop Installation Plan; and o Track Project Milestones and Deliverables. • Coordinate Project Communications and Status Updates. • Install Mi.Net Infrastructure. • Provide Mi.Host Server Hosting - Mueller Systems will host the server for Mi.Net AMI server. • Mi.Node installations will be completed by Mueller Systems subcontractor. • Implement Network testing will be conducted to ensure all AMI network infrastructure, including Collectors, Mi.Net AMI server, and interconnectivity is working correctly. These results will be shared with the City. • Conduct User Training — classroom and field training is supported by using the actual system; for that reason training is broken down into two phases: o Initial Systems Familiarization to support installation, CIS interface development, and project monitoring. This initial training will be provided during the installation phase to all City employees identified by the City. This training is typically completed by onsite Mueller Systems project managers. The agenda and attendees will be developed in coordination with the City; and o Formal Classroom Training on the system will be scheduled by the Project Manager with coordination of the City. 8. City's Responsibilities • Designate personnel to serve in roles per the attached in Attachment 6. 17 15-37 Scope of Work — City of Newport Beach • Ensure that the site conditions for collectors are prepared and ready for installation of collectors and repeaters by Mueller Systems in accordance with the final network design that is approved by both Mueller Systems and the City. • Provide Access. The City shall provide access to any and all necessary locations and facilities where the Work will be performed by Mueller Systems or its subcontractor. In the case of inaccessible locations, it shall be City's responsibility to gain access for Mueller Systems or its subcontractor. • Provide storage facilities capable of housing all project materials, and facilitate office space for deployment team; a minimum of 2,000 Square Feet is needed to operate efficiently. Minimum space for 2 office personnel, 2 computer desks and a 6 foot table to store and charge Electronic Hand Held Computers. Indoor or outdoor storage space for approximately up to 8000 meters/Nodes. • Provide general all day parking for warehouse staff (up to 4 persons) and access for installers vehicles to load and unload morning and evening. 9. Project Communications and Status Updates Mueller Systems will establish, maintain, and distribute a project communications master list. This will be updated prior to the Project status update call and distributed if changes are made. Mueller Systems will organize and execute weekly written and semimonthly status update meetings via conference call or on site. The dates and times will be negotiated and mutually agreed upon with the City after contract execution. Meeting will be held by teleconference established by Mueller Systems and a calendar invite will be sent to the City Project Administrator. This schedule can be adjusted after the Project starts and progresses, as necessary. Overall Project schedule and daily schedule progress will also be covered. 10. Project Schedule 10.1 Initial Project schedule timeline is outlined below. Within 30 days following the Agreement's execution, Mueller Systems will coordinate with the City to develop a detailed Project schedule. Milestone Complete Date Complete Contract signature NTP (notice to proceed) Kickoff meeting and Schedule NTP +30 days Proof of Performance Phase NTP + 6-12 or upon 2 successful billing periods 18 15-38 Scope of Work — City of Newport Beach 10.2 A description of the major activity and phase exit criteria of the POP phase is found below: Activity: • Completion of Software interfaces between Mi.Host and billing system/Consumer Portal • Installation of necessary infrastructure to cover 250 meter installations • Installation of up to 250 meter locations selected by Citystaff • Successful completion of Endpoint Acceptance Plan ("EAP") on installed units. EAP is found in Attachment 4. • Training of City Staff Phase exit criteria: execution of lessons learned meeting with project team and feedback incorporated into project policies and procedures within 10 business days of completion of EAP. 11. Training Introduction to the Mueller Systems Advanced Metering Infrastructure class describes the advantages of using an AMI system. The class covers the Mi.Net engineered system and its components. The Mi.Net User Interface is described in detail including creating reports, setting up alerts, generating on demand reads, and billing interface. Training shall be provided to ensure competency of City designated staff to provide for system operation and functionality. Mueller Systems shall provide training and assess staff competency throughout the training process and provide feedback and direction regarding ongoing training requirements throughout the implementation. • 3 Training days total included within this scope of work. • Reference Training Plan located in Attachment 7. 12. System Acceptance • Software Acceptance: The Mi.Host Software components are accepted when the Mi.Host software interfaces have been completed and placed into production ("Software Acceptance") and POP phase is complete. 19 15-39 Scope of Work - City of Newport Beach The Consumer Portal is accepted when associated software interfaces have been completed and placed into production ("Portal Acceptance") • Endpoint Acceptance: The individual meters and nodes installed during the POP phase will be considered accepted as a group when the installations have been completed and passed the EAP. 13. Final Completion The Project will be considered complete when all components of the solution outlined in section 12 have been accepted. 20 15-40 CITY OF NEWPORT BEACH AGREEMENT WITH MUELLER SYSTEMS AUTOMATED METER INFRASTRUCTURE (AMI) PURCHASE, INSTALLATION & MAINTENANCE AGREEMENT EXHIBIT A (SCOPE OF WORK) I_1 i I►, 1:1,61, lim PROPOGATION STUDY AND PROOF OF PERFORMANCE PARAMETERS Case 29268, 12 13 2018 15-41 Case # 29268 12/13/2018 City of Newport Beach, (CA) — Proof of Performance RFv4 Propagation Study Study Details Available Information • Radio Tower available in service area • Fire Stations available in service area • Street Lights available in service area • Reservoir Tanks and Lift Stations available in service area • ^250 Meters (100% Plastic pits) Assumptions • —250 meter locations were provided to Mueller Systems for this study. Ad- ditional meter locations provided after this study may require additional infrastructure. • Study assumes all water meters mounted under plastic pit lids. Nodes must be mounted through the lid with a Mueller TTL adapter. • Areas with low signal strength may require additional infrastructure. • Study is designed and based on a maximum distance of 2 -hops from Mi.Hub to node. • Assets proposed for infrastructure locations will require a site survey to determine any nearby assets/locations viable for infrastructure placement. After site survey, if there are no viable assets, study will need revision. • For asset assumptions see pages labeled `Infrastructure Installation notes and assumptions'. Estimated Infrastructure Requirements • One (1) XR-R Mi.Hub Collector (on Radio Tower) • Four (4) XR Mi.Hub Collectors (on Lift Stations & Street Lights) • Four (4) AC XR Repeaters (on Street Lights) Performance Goals • RF Coverage of installed base of meter/modules to be at 100% • Read rate of at least 98.5% over a 3 -day window of the installed base of active meter/modules. Note; This RF propagation study was conducted using the available information and as- sumptions stated in this document. Quantities and infrastructure locations are sub- ject to change after detailed site survey following award. Mueller SYSTEMS 15-42 Case # 29268 12/13/2028 City of Newport Beach, (CA) --- Proof of Performance RFv4 Propagation Study Mi.Hub Collector Locations EXISTING ASSETS; Type Height Assumption Asset Name Latitude (Decimal Degrees) Longitude (Decimal Degrees) XR-R 180' 946 W 16th St Radio Tower 33.63216302 -117.9379931 XR 32' Spy Glass Hill Dr Light Pole 33.61353722 -117.8474183 XR 32' 300-398 Pacific Coast Hwy Light Pole 33.61673522 -117.9022627 XR 30' 118-198 Piazza Genoa - Lift Station 2 33.61207843 -117.920965 XR 30' Port Ramsey PI - Lift Station 4 33.62535815 -117.8493683 Muller SYSTEMS 15-43 Case # 29268 12/13/2018 City of Newport Beach, (CA) — Proof of Performance RFv4 Propagation Study XR Repeater Locations EXISTING ASSETS: Type Height Assumption Asset Name Latitude (Decimal Degrees) Longitude (Decimal Degrees) ACXR 32' 835 Seagull Ln Street Light 33.624499 -117.906271 ACXR 32' 220 Old Newport Blvd Street Light 2 33.62239851 -117.9282654 ACXR 32' 1901 Port Bristol Cir Street Light 3 33.62558859 -117.8559004 ACXR 32' 3401-3599 Sausalito Dr Street Light 33.60254741 -117.8618394 Mueller SYSTEMS 15-44 :F y �..;. y � .fly ,.I I�,, '�� 5 � � �/� �'� �, •� ��, a c � i{�I.t-Il� i � - •` ° n^J� .�' �• ti� lel- � �i � S'� L'; 7- r r � Ic -rr.L .,.�% I ' • Li I. i .5 t`r i:, r -�.; �� T-' ��r _ 1., •� eeR� .•.i.r T�'� � !'� 57 Us A AN Al a,�,t � ' `Itis y� ♦ .'i,� �.' . � li : .. �' `' +` `�a JP no At meter Territory Border ♦ "u. -! ,yz• , . �: 'til .+ � �� Sif B y j , Case # 29268 12/13/2018 City of Newport Beach, (CA) — Proof of Performance RFv4 Propagation Study Estimated RF Analysis Coverage r- Mi.Net Infrastructure Quantities "� ' �� v • Meters = —250 (100% Plastic pits) h t , > ! �; • + • XR-R Collector = 1 Ion Radio Tower) XR Collectors = 4 (on Lift Stations and ,, .. Street Lights) i { }• I*r ''• • AC XR Repeaters = 4 (on Street Lights) = Mi, Hub Collector = XR Repeater Signal Strength High x Law jir Aid N. � Fmi.Net • � �' Mueller lntraslructureNetwark 5 15-46 Case # 29268 12/13/2018 City of Newport Beach, (CA) — Proof of Performance RFv4 Propagation Study Infrastructure Installation Notes and Assumptions Type/Part Numbers Device Notes/Assumptions Tank <150': XR-R/RMR/SMR on Includes installation of antenna and amplifier/filter on top of tank to existing structure (i.e. corral or LN: LABOR-COLLECTORI Utility owned tank railing), running and securing coax from amplifierto collector an available raceway within arm's reach of ladder down the tank. Installation of the Collector at base of tank on Utility supplied PN: M5 -G4 -AC -B -3G -R mounting panel or post, weather proofing all connections and RF sweep of connections. a. Assumes available AC source within close (aft) range of the collectors installed site Tank >150': b. Assumes collector can be installed to an existing circuit or to an additional circuit breaker LN: LABOR-COLLECTOR2 in an existing panel and that a good ground is provided or available for lightning arrestor PN: MS -G4 -AC -B -3G -R c. Assumes suitable grounding point provided at top of structure, within 6ft of TTU installa- tion location. Does not include the following: d. Other manual work not directly associated with installation of the Collector such as hand trenching from tank to Collector or electrical junction box and buildup of collector mounting frame e. Securing and encasing RF or AC cable in any form of conduit. f. Structural analysis or RF study of device with information provided by tower owner upon request, at cost plus 20%. r^r I—M-i-Net] Mueller Inhasiruciuie Network 6 15-47 Case # 29268 12/13/2018 City of Newport Beach, (CA) — Proof of Performance RFv4 Propagation Study Infrastructure Installation Notes and Assumptions Type/Part Numbers I Device Communication Tower <150': LN: LABOR-COLLECTOR3 PN: MS -G4 -AC -B -3G -R Communication Tower >150': LN: LABOR-COLLECTOR4 PN: MS -G4 -AC -B -3G -R XR-R/RMR/SMR on com- munication tower Notes/Assumptions Includes installation of Antenna and Amplifier/filter on tower, running and securing coax from amplifier to collector down the tower. Installation of the Collector at base of tower on supplied mounting panel or post, weather proofing all connections, and RF sweep of connec- tions. a. Assumes available AC source within close (3ft) range of the collectors installed site b, Assumes collector can be installed to an existing circuit or to an additional circuit breaker in an existing panel and that a good ground is provided or available for light- ning protection at top of tower forTTU and bottom of tower for hub enclosure Does not include other manual work not directly associated with installation of the Collector such as hand trenching from tank to Collector or electrical junction box and buildup of collec- tor mounting frame. a. Does not include monthly lease fees (approx. $200 to $500 per month). b. Structural analysis or RF study of device with information provided by tower own- er upon request, at cost plus 20%. Assumes M5 will negotiate terms of rental agreement on behalf of Utility, subject to Utility's approval in its sole discretion, which Utility will enter into with tower owner. FM I �Ne tl Muellet Inttaslrusture Retwmk 7 15-48 Case # 29268 12/13/2018 City of Newport Beach, (CA) — Proof of Performance RFv4 Propagation Study Infrastructure Installation Notes and Assumptions Type/Part Numbers Device Notes/Assumptions Utility Asset XR/RMR/SMR on Utility Collector and MS provided hardware mounted to Utility -provided asset at the height indicated in the LN: LABOR -COLLECTORS asset prop study. Either bolted or clamped to building/pole provided with no additional mounting considera- tions using supplied mounting hardware. PN: MS -G4 -AC -B -3G a. Assumes available AC source within close (3ft) range of the collectors installed site b. Assumes all parts of the installation can be accessed with a ladder and no man -lift required c. Assumes collector can be installed to an existing circuit or to an additional circuit breaker in an existing panel d. Structural analysis or RF study of device with information provided by asset owner upon re- quest, at cost plus 20%. F.M.N�t Mueller Inlraalruclure Network 15-49 Case # 29268 12/13/2018 City of Newport Beach, (CA) — Proof of Performance RFO Propagation Study Infrastructure Installation Notes and Assumptions Type/Part Numbers Device Notes/Assumptions Pole 25' or Smaller: XR/RMR/SMR with MS Includes selected non -telescopic and non -tilting pole provided by MS and labor to locate, set and LN: LABOR -COLLECTORS Supplied Pole install pole and collector by MS in utility approved right of way. PN: M5 -G4 -AC -B -3G a. Assumes available AC source within close (3ft) range of the collectors installed site b. Assumes collector can be installed to an existing circuit or to an additional circuit break - Pole 25.1' to 55': er in an existing panel I LN: LABOR COLLECTOR? PN: MS -G4 -AC -B -3G -Hurricane rated poles or5pecialized installations priced separately in accordance with requirements. Any right of way permitting provided by Utility. Pole set DCXR with Pale set Includes 10' street sign typepost provided by MS and labor to locate and set post, and install re - LN: LABOR-REPEATERI peater by MS in utility approved right of way. PN: MSW-NODE4-DC Any right of way permitting provided by Utility. Utility Asset DCXR on Utility Asset Repeater and MS provided hardware mounted to Utility provided asset (i.e. street sign type LN: LABOR-REPEATER2 post). Either bolted or clamped to asset provided with no additional mounting considerations PN: MSW-NODE4-DC using sup -plied mounting hardware. !I.Ne1 It Mueller Infraelruature 8etwark 15-50 Case # 29268 12/13/2018 City of Newport Beach, (CA) — Proof of Performance RFv4 Propagation Study Infrastructure Installation Notes and Assumptions Type/Part Numbers Device Notes/Assumptions Utility Asset ACXR on Utility Asset Repeater and MS provided hardware mounted to Utility -provided asset at the height indicated in the LN: LABOR REPEATER 3 prop study. Either bolted or clamped to building/pole provided with no additional mounting considera- PN: MSW-NODE4-AC tions using supplied mounting hardware. a. Assumes available AC source within close (3ft) range of the repeater installed site b. Assumes all parts of the installation can be accessed with a ladder and no man -lift required c. Assumes repeater can be installed to an existing circuit or to an additional circuit breaker in an existing panel. Mji.ruet Mueller lahaslrucluia Nalwark 10 15-51 CITY OF NEWPORT BEACH AGREEMENT WITH MUELLER SYSTEMS AUTOMATED METER INFRASTRUCTURE (AMI) PURCHASE, INSTALLATION & MAINTENANCE AGREEMENT EXHIBIT A (SCOPE OF WORK) ATTACHMENT 2 SOFTWARE INTEGRATION PLAN 15-52 Software Integration Plan [Mueller srsT�s Purpose of Document The purpose of the document is to specify background information, business requirements, interface integration, automated data processing, testing, and user acceptance for the AMI software implementation with the City of Newport Beach (" City"). 15-53 AMI Integration Plan 1. Scope Summary Mueller sysTEnns The City is implementing Mueller Systems AMI software (Mi.Host) for water service. The Utility's billing system, Tyler Technologies MUN IS, will interface with Mi.Host for the following items: • Customer Data Synchronization (CIS Upload File) • Meter Data Synchronization (Meter Swap File) • Billing Data Exchange (Billing Request/ Response Files) 2. Business Details 2.1 Business Background The City is implementing Mueller Systems AMI software and will interface with Mi.Host for the following items: • Customer Data Synchronization (CIS Upload File) • Meter Data Synchronization (Meter Swap File) • Billing Data Exchange (Billing Request/ Response Files) 2.2 Assumptions • If multiple meters exist at one site, each meter is accounted for via unique meter location ID 3. Interface Scope 3.1 Detailed Process Description Before installation of meters can commence, the City must provide a complete CIS Upload file which will be used to sync Mi.Host to the billing system. This file will contain all customer relevant information needed for the installation process. If at any point, during or after the installation is completed, the customer data changes (e.g. customer move, new construction, etc.), the City will provide a subsequent CIS file for upload in order to maintain consistency between the databases and for accuracy during the billing process. The CIS file will be uploaded manually using the Mi.Net User Interface for the initial and any update files. Once the installation of meters has commenced, the meter swap file can be generated within the Mi.Net User Interface. The initial meter swap file will include all old and new meter information for meters that have been added or swapped during the installation. After the installation has completed, the meter swap file can be generated at any time for any timeframe within the Mi.Net User Interface for meter additions, swaps and removals. The City will be notified of when the billing interfaces have been completed and Mi.Host can accept the billing request file. The request file will contain all records that are ready for billing and Mi.Host will return a billing response file that includes the most recent read for the date range requested. The Mi.Net User Interface will be accessible via: https://newportbeach.muellersystems.net 15-54 Mueller sysrEMs AMI Integration Plan 3.2 Interface Logic This section contains the logic, customizations, data elements and file formats for each interface identified for this software implementation. 3.2.1.1 Customer Data Synchronization (CIS File) The CIS File includes all relevant customer information from City to Mi.Host and will be provided as a comma separated value (CSV) file. The file will contain the following fields: Mi.Host Field Name CIS Field Name Product Type Unique ID Account Number Route Sequence Customer Address Street 1 Customer Address Street 2 City State Zip Code Meter's Serial Number Meter Size Meter Make (Manufacturer) Last Billed Read Reading Units Last Read Date For any field within the user interface (except unique meter location ID/Unique ID), if a value is not passed, it will be stored as 'Unknown' or as a blank value. (NOTE: if any of these values are updated on the handheld during the install process, they will be passed and updated in the database as well). The initial CIS file should be provided to Mueller Systems and will be used to populate the Mi.Host database manually. Any changes to the customer information after installation should be passed to Mi.Host in the same file format. (NOTE: for changes after installation, Mueller Systems can either accept a full extract or just changed information). If the file format needs to be changed for any reason, Mueller Systems must be notified of this in order to make the appropriate configuration changes before the file is uploaded. 15-55 AMI Integration Plan Mueller SYSTEMS 3.2.1.2 Meter Data Synchronization (Meter Swap File) Mueller Standard File The meter swap file can be generated within the Mi.Net User Interface and will contain the following fields: Mi.Host Field Name Unique ID Account Number Old Serial Number Old Final Read New Serial Number New Meter Manufacturer New Meter Form (size) New Read Latitude Longitude Last Read Date Node ID The new meter's initial read is assumed to be the value of 0. If the new meter's initial read is something other than 0, then the read will need to be entered by the installer and will be passed into the 'New Read' field in the file. The old final read will be equal to the reading taken at the time of the swap and the last read date will be equal to the date of the new meter install. The file can be generated within the Mi.Net user interface at any point after meter installation begins. The file format will be comma delimited and passed with the following naming convention: 'Asset Report DD-MM-YYYY to DD -MM- YYYY. txt' 3.2.1.3 Billing Data Exchange (Request / Response Files) The billing interface will consist of 2 file exchanges. The billing request will be sent by the City to Mi.Host requesting reading information for specified customers, and the billing response will be sent from Mi.Host to the City with the associated meter read data. Both files will be passed as comma separated value (CSV) file. 4 15-56 AMI Integration Plan [Mueller sYSTEMs Billing Request File: The City will send a billing request file to Mi.Host with the following fields: Billing Response File: once the billing request file is received, Mi.Host will send a response file with the following fields: Mi.Host Field Name CIS Field Name Unique ID Account Number Reading Read Date (mm/dd/yyyy; hh:mm:ss:tt) Serial Number Product Type Customer Address Street I Customer Address City State Zip Code Billing Response File: once the billing request file is received, Mi.Host will send a response file with the following fields: Mi.Host Field Name CIS Field Name Unique ID Account Number Serial Number Reading Read Date (mm/dd/yyyy; hh:mm:ss:tt) All reads will be sent back as the raw read (the read from the spinning dials on the register). No multipliers will be added and no manipulation will be performed to the reads that are received from the field. The City will add multipliers to the read for billing if necessary The response file will be sent as a comma delimited file with the naming convention of: 'Billing _Output.Csv Manual Reads: Manual reads are only passed within the billing response file following the process below: Within the Mi.Host User Interface, the billing request file will be uploaded for a specified date range. Selecting 'Process file for missing reads' will determine if a reading exists for a unique meter location ID within the specified date range: 15-57 AMI Integration Plan Mueller sysTEMs Manual Billing File Processing Billing In put Type: Florence v Start date: 5+102013 W-1 End date: 6!102013 Qom,-,'+ File to Process: BroMws Process file for missing readings Process file for finalization File to Retrieve: j UPLOA❑ 672013 101102 A61.cav v Download and leave on server Delete Processed file from server In the case that no reading exists for a particular unique meter location ID for the requested date range, a 'cell' will be created. The cell can then be downloaded to the handheld device in order for the field to take manual reads. Once this process is complete and the handheld is synced, the manual read information is passed to Mi.Host. A billing request file can now be uploaded and the 'Process for finalization' button can be selected. The response file will now include all reads including the manual reads taken prior to the finalization process. Current Manual Readings Cell listing numoer : A=ounc e : boem : casr xeaa uau Cen932 (Manual Reads -6252013) 15 unds, 0 done Ce11914 (1danual Reads -61712013) 18 un&s, 0 done View Selected Celt Delete Selected Cell View Selected Cell Report: penult- v Using a Consumption +r- Range Using a Time Interval between readings (minutes): l0 Generate Report In the case the file is not processed for manual reads, and no reading exists for a particular unique meter location ID for the requested date range, the file will return a null value for the associated unique meter location ID. R. 15-58 AMI Integration Plan [Mueller sysrEMs Final Reads for Move Outs: The billing request and response files are designed to provide billing information at the end of a billing cycle. Final Reads for move -outs and other off -cycle events can be readily acquired using the Mi.Net User Interface on -demand read functionality. With just two mouse clicks the Customer Service Representative can obtain a read at any time desired. Oulck Seurch:F- - i _ Go I I Clear - -u' Rleok Frame _ Oafisah I ® it FV 5 a F_7 _T� �YT; T: I� T. i Iv,i.J FLT' I 02iQi£1Z 20n0l a d00 SZ699 22lw2"rz 00M SIM 1711"12900.00w SRI Gil 02 2FC 20.51 SO=13 QW cc AM 0 Cr , 20400001 310 S-1-hP -' <V N157011 1100 00M Will WN1300 00" 79361 Gal tir 0RA 152301 ZA2 Gnnn SVl11-iIG�TII 12:540 &21801211'00a SM20130.00:00 AY 3A100 !�I I 203unun Sure,-SOmMx GL= =-IQ-*:21100ONOW A'15032 ",W7415 B O600 AM F>gY82 Gal 41 l, Click 1 -Select the account to read Click 2 -Select On -Demand Read The read is returned within a minute without rolling a truck 4. Testing / Acceptance Mueller Systems will notify the Utility of system readiness to commence testing. All test files will be provided in the format mutually agreed upon in the AMI integration plan. The Utility will create customer data files within Z days of test start date. Mueller Systems and the Utility will mutually agree on the interface file content and file delivery methods far testing purposes. Mueller Systems will notify the Utility of successful file processing to or from Mi.Host within 1 day of file delivery. Mueller Systems will provide written test results within 5 days of the conclusion of thetests. If the test results fall within performance criteria set forth below, Mueller Systems will provide written notice of successful completion. If the test results fall outside of performance criteria set forth below, either party will communicate failure within one week of occurrence. Mueller Systems will determine point of failure (i.e. either the Utility end point failure or interface failure). Mueller System will provide reports of data failure(s) from Mi.Host and / or the Utility will provide reports of data failure(s) from the relevant customer system. Once Mueller Systems determines where the point of failure occurs, the Utility and Mueller Systems will mutually agree upon a timeframe for remediation and resolution. 7 15-59 CITY OF NEWPORT BEACH AGREEMENT WITH MUELLER SYSTEMS AUTOMATED METER INFRASTRUCTURE (AMI) PURCHASE, INSTALLATION & MAINTENANCE AGREEMENT EXHIBIT A (SCOPE OF WORK) ATTACHMENT 3 CONSUMER PORTAL INTEGRATION PLAN 15-60 Consumer Portal Integration Plan Purpose of Document The ,purpose of this document is to specify background information, business requirements, interface integration, automated data processing, testing, and acceptance for interfaces to a third party consumer portal for the City of Newport Beach ("City") Background City wants to use their existing consumer portal vendor to provide consumers access to AMI data. This document defines the interface requirements. The data involved in this project contains no personal information of the City's clients or residents. In order to ensure complete data security, 128 -bit encryption is used in communication with collectors. Web access utilizes Transport Layer Security (TLS) protocols and 1024 -bit key encryption. Access to the data and manipulation is based on user roles and authenticated login credentials. Configurable security allows the City to provide different levels of access and permissions based upon each username. Integration Points Interval meter data will be transmitted daily between the Mueller Mi.Host AMI system and City systems. Mueller Mi.Host=> Newport Beach Consumer Portal Interfaces a� tll�eods,�o�rp°'Q ,r4 0fli1RYe¢eI".E (406 Muell AMI Server Ist Newport Beach Consumer Portal Server Inferval Report Mueller Secure FTP Server Interval Report General Description Mueller will send a daily report with the hourly reads and usage of the City's utility customers. All times with in the report shall use the universal time convention (UTC), File Format 2 15-61 Consumer Portal Integration Plan The file will contain comma separated values and a header row. A sample report is shown on the next page. File Naming The file will be named "Interval Report.csv" with no spaces between the characters. Field's The report shall contain the following fields separated by commas. File Transfer Mueller will create and maintain an FTP site for file transfers to/from City. Mueller will establish a folder on the FTP site for the Interval Report. Mueller will daily transmit the Interval Report to the FTP site. City will be responsible for downloading the Interval Report from the FTP site. The URL for the FTP site will be ftp://prodftp.muellersystems.net/newportbeach Sample File —Daily Interval Report Locationld, Reading DateTime, ProcessedDateTime, Reading 100004,1110812017 00:00:00.000,11108/2017 10:00:52.950,33874.4 100004,1110812017 01:00:00.000,1110812017 10:00:53.040,33877.4 100004,1110812017 02:00:00.000,1110812017 10:00:53.090,33878.9 100004,1110812017 03:00:00.000,1110812017 10:00:53.140,33878.9 100004,1110812017 04:00:00.000,1110812017 10:00:53.187,33878.9 100004,1110812017 05:00:00.000,1110812017 10:00:53.247,33878.9 100013,1110712017 06:00:00.000,1110812017 09:01:40.567,1263.4 100013,1110712017 07:00:00.000,1110812017 09:01:40.750,1263.4 100013,1110712017 08:00:00.000,1110812017 09:01:40.830,1263.4 100013,1110712017 09:00:00.000,1110812017 09:01:40.887,1263.4 100013,1110712017 10:00:00.000,1110812017 09:01:40.960,1263.4 100013,1110712017 11:00:00.000,1110812017 09:01:41.020,1287.1 100013,1110712017 12:00:00.000,1110812017 09:01:41.090,1293.2 100013,11/0712017 13:00:00.000,1110812017 09:01:41.163,1296.6 100013,1110712017 14:00:00.000,1110812017 09.01:41.230,1296.6 100013,1110712017 15:00:00.000,1110812017 09:01:41.277,1296.6 100013,1110712017 16:00:00.000,1110812017 09:01:41.340,1296.6 100013,11/07/2017 17:00:00.000,1110812017 09:01:41.390,1296.6 100013,1110712017 18:00:00.000,1110812017 09:01:41.473,1296.6 100013,1110712017 19:00:00.000,1110812017 09:01:41.547,1296.6 100013,1110712017 20:00:00.000,1110812017 09:01:41.607,1296.6 100013,1110712017 21:00:00.000,1110812017 09:01:41.677,1296.6 100013,1110712017 22:00:00.000,1110812017 09:01:41.733,1296,6 100013,1110712017 23:00:00.000,1110812017 09:01:41.797,1308,5 3 15-62 1 Locationld 100004 2 ReadingDateTime 11/08/2017 00:00:00.000 3 ProcessedDateTime 111081201710:00:52.950 4 Reading 33874.4 File Transfer Mueller will create and maintain an FTP site for file transfers to/from City. Mueller will establish a folder on the FTP site for the Interval Report. Mueller will daily transmit the Interval Report to the FTP site. City will be responsible for downloading the Interval Report from the FTP site. The URL for the FTP site will be ftp://prodftp.muellersystems.net/newportbeach Sample File —Daily Interval Report Locationld, Reading DateTime, ProcessedDateTime, Reading 100004,1110812017 00:00:00.000,11108/2017 10:00:52.950,33874.4 100004,1110812017 01:00:00.000,1110812017 10:00:53.040,33877.4 100004,1110812017 02:00:00.000,1110812017 10:00:53.090,33878.9 100004,1110812017 03:00:00.000,1110812017 10:00:53.140,33878.9 100004,1110812017 04:00:00.000,1110812017 10:00:53.187,33878.9 100004,1110812017 05:00:00.000,1110812017 10:00:53.247,33878.9 100013,1110712017 06:00:00.000,1110812017 09:01:40.567,1263.4 100013,1110712017 07:00:00.000,1110812017 09:01:40.750,1263.4 100013,1110712017 08:00:00.000,1110812017 09:01:40.830,1263.4 100013,1110712017 09:00:00.000,1110812017 09:01:40.887,1263.4 100013,1110712017 10:00:00.000,1110812017 09:01:40.960,1263.4 100013,1110712017 11:00:00.000,1110812017 09:01:41.020,1287.1 100013,1110712017 12:00:00.000,1110812017 09:01:41.090,1293.2 100013,11/0712017 13:00:00.000,1110812017 09:01:41.163,1296.6 100013,1110712017 14:00:00.000,1110812017 09.01:41.230,1296.6 100013,1110712017 15:00:00.000,1110812017 09:01:41.277,1296.6 100013,1110712017 16:00:00.000,1110812017 09:01:41.340,1296.6 100013,11/07/2017 17:00:00.000,1110812017 09:01:41.390,1296.6 100013,1110712017 18:00:00.000,1110812017 09:01:41.473,1296.6 100013,1110712017 19:00:00.000,1110812017 09:01:41.547,1296.6 100013,1110712017 20:00:00.000,1110812017 09:01:41.607,1296.6 100013,1110712017 21:00:00.000,1110812017 09:01:41.677,1296.6 100013,1110712017 22:00:00.000,1110812017 09:01:41.733,1296,6 100013,1110712017 23:00:00.000,1110812017 09:01:41.797,1308,5 3 15-62 Consumer Portal Integration Plan 100013,1110812017 00:00:00.000,11/08/2017 09:01:41.870,1310.9 Testing / Acceptance Mueller Systems will complete a full test cycle for all files internally within its quality assurance ("QA") group. Acceptance of this testing and user acceptance testing will be coordinated with City during the testing cycle. Upon successful completion of tests, City will provide acceptance of file interfaces. 4 15-63 CITY OF NEWPORT BEACH AGREEMENT WITH MUELLER SYSTEMS AUTOMATED METER INFRASTRUCTURE (AMI) PURCHASE, INSTALLATION & MAINTENANCE AGREEMENT EXHIBIT A (SCOPE OF WORK) ATTACHMENT 4 ENDPOINT ACCEPTANCE PLAN 15-64 CMLe�t Objective The objective of the EAP is to verify that the AMI System will operate and meet or exceed the criteria set forth in this Exhibit. The parties will jointly administer the EAP. For all tests below, Mueller Systems will calculate the applicable performance requirements using the existing software features within the AMI System. Unless stated otherwise below, any disputes regarding the performance of the AMI System shall be settled using meter read data from Mi.Host's database. Testing will generally commence within 30 days of when the following activities have been completed: 1. All Mi.Nodes and meters physically installed 2. Network infrastructure installed 3. Mi.Nodes have been configured for reporting 4. HES/MDM is configured and collecting data Note: • Before beginning the Test Procedure, all equipment (Mi.Nodes, network equipment, etc.) must be installed in locations defined in the network system design. • Utility may choose to waive testing if it believes that such testing is unnecessary. Should anytest be waived, such test shall be deemed to have passed. Test Procedurf_­ 1_ Mueller Systems notifies Utility of readiness to commence testing 2. Mueller Systems and Utility mutually agree upon start date and test duration 3. Mueller Systems will provide written test results within five (5) days of the conclusion of the test 4. If test results fall within performance criteria set forth below, Mueller Systems will provide written notice of successful completion and maintenance responsibility will pass to Utility at that time for all network infrastructure, Mi.Nodes and meters 5. If test results fall outside of the performance criteria set forth below, Mueller Systems will attempt to determine root cause of non -reporting Mi.Nodes utilizing HES/MDM network tools 6. If Mueller Systems determines that a given Mi.Node is not reporting due to site specific or homeowner induced conditions, the Utility shall take steps to remediate. 7. If Mueller Systems determines that a given Mi.Node is not reporting due to other than site specific or installation related conditions, then Mueller Systems shall take steps to remediate. 8. When sufficient remediation has been completed, proceed to begin the test procedureover again. Test Performance Criteria Collection of Billing Data Formula Performance Criteria is 98.5% reads during the applicable Billing Window* Performance Criteria = 100 x ([Successful Communications) / (Expected Communications]) M1113e110 SYSTEMS Page 2 15-65 A I �Ne tl * Billing Window means the span in days, no shorter than 3 days, during which a valid meter read must be obtained to properly bill a customer. Successful Communications is defined as a billing read available in HES/MDM. Expected Communications is defined as a billing read from each active account in HES/MDM. The denominator "Expected Communications" in the formula above will be modified to adjust for the following conditions: 9. Damaged meter or Mi -Node for example: meters with tamper, theft or other human induced failures that render the meter or Mi.Node module incapable of providing a read 10. Other Installation Defect—the unit is otherwise installed improperly so that it does not communicate with the network infrastructure. 11. Meter or Mi.Node has been identified for Utility to remediate 12. Mi.Node is serviced by network infrastructure that has been subjected to a power failuregreater than eight (8) total hours within the last three (3) days 13. Illegal or unauthorized jamming of the radio spectrum is preventing or interfering with radio communications 14. Data Base errors — the Mi.Node is removed from the field but not removed from the HES/MDM database. 15. Mi -Node is dependent on Mi.Node that has been identified for Utility to remediate 16. A Mi.Node or the network equipment that serves a Mi.Node has been affected by a Force Majeure event Operation of Remote Disconnect Meter (Disconnect/R.econnec�tl Large Group Performance Criteria is 90% successful disconnections or reconnections within 24 hours of HES/MDM receiving the specified accounts and requested actions (disconnect/reconnect). A "Large Group" is defined as a list of up to but not more than 1,000 meters. One Large Group will be processed per 24 hour period. Small Group Performance Criteria is 90% successful disconnections or reconnections within 4 hours of HES/MDM receiving the specified accounts and requested actions (disconnect/reconnect). A "Small Group" is defined as a list of less than 20 meters. Formula Performance Criteria = 100 x ([Successful Operations] / [Expected Operations]) Successful Operations means the intended action either disconnection or reconnection has occurred. Expected Operations means the intended action. The denominator "Expected Operations" in the formula above will be modified as specified in the Collection of Billing Data section above. Mueller SYSTEMS Page 3 15-66 CMLNt The EAP test procedure can be applied to the entire population or may be applied to a subset of meters based on network layout, geographic region, or meter reading routes as mutually agreed upon by Mueller Systems and the Utility. Mueller SYSTEMS Page 4 15-67 CITY OF NEWPORT BEACH AGREEMENT WITH MUELLER SYSTEMS AUTOMATED METER INFRASTRUCTURE (AMI) PURCHASE, INSTALLATION & MAINTENANCE AGREEMENT EXHIBIT A (SCOPE OF WORK) ATTACHMENT 5 SCHEDULE OF VALUES 15-68 ATTACHMENT 5: SCHEDULE OF VALUES Invoicing will occur monthly at a minimum. Milestones for payments are as follows: Item Milestone & Method of Verification Comments Hardware / Products (meters, nodes, Invoiced upon Delivery collectors, etc.) Annual MiHost software hosting fee Invoiced annually Annual Handheld Maintenance One year anniversary of date of Citys acceptance Annual Collector Maintenance One year anniversary of date of Citys acceptance Professional Services fees Invoiced monthly increments. Fee spread evenly over Project duration established during Project Kids Off Meeting, If project is completed sooner than established, all remaining fees Meter/endpoint installation Device installed and has reported to sha" be billed at p, cject mptetivi 1. MiHost Collector and repeater installation Installation complete and device reporting to MiHost Training Completion of training and verified by sign in sheet Propagation Study Signature of Final Network Design by both parties Collector Backhaul Fees Installation complete and device reporting to MiHost CIS Integration Fee Invoiced upon Completion of Proof of Performance Phase Change Orders Fulfilment of the elements contained Review of invoice and satisfactory within the change order and invoiced completion of the elements within the to the City change order. 15-69 CITY OF NEWPORT BEACH AGREEMENT WITH MUELLER SYSTEMS AUTOMATED METER INFRASTRUCTURE (AMI) PURCHASE, INSTALLATION & MAINTENANCE AGREEMENT EXHIBIT A (SCOPE OF WORK) ATTACHMENT 6 UTILITY ROLES & RESPONSIBILITIES 15-70 ATTACHMENT 6: UTILITY ROLES & RESPONSIBILITIES System Sponsor (Project Administrator) Project Manager System Operator Network Equipment Manager Meter/Endpoint Manager System Sponsor (Project Administrator) System Operator City of Newport Beach Personnel • Overall executive sponsor of system • Provide resources • Remove obstacles • Approves plans and budgets related to system • Manage and coordinate Utility activity during deployment • Contractual compliance and resolution with MS program manager • Internal communications related to project matters • Schedule and resource planning • Review and approval of System Test Plan • Execution of System Test Plan and associated component tests (with MS) • Review and approval of System Test Plan results • Training and readiness to assume post deployment responsibilities • Approval of network installation procedures and device locations • Acceptance of network device installation • Field inspection of network installations as necessary • Training and readiness to assume post deployment responsibilities • Approval of meter/node installation procedures • Acceptance of meter/ node installations • Field inspections of meter/node installations as necessary • Training and readiness to assume post deployment responsibilities • Overall executive sponsor of system • Provide resources • Remove obstacles • Approves system plans and budgets • Mi.Net® account management • Executive leadership • M5 Office proficiency 15-71 Network Equipment Manager • Interface to billingsystem • Software testing/upgrades when necessary • Process owner for Mi.Net system operations (including fieldequipment) • System SME to customer service, IT and other interna Istakeholders • Maintenance and operation of repeaters, • Knowledge of Utility billing system • Knowledge of Utility operational practices collectors, field tools • Understanding of RF systems • Field test/troubleshooting of • MS Office proficiency meters/nodes • Proficiency of meter installation, Meter/Endpoint • Maintenance ofineters/nodes test procedures, and equipment Manager • Field test/troubleshoot of meters/nodes • Proficiency with Software and Handheld 15-72 CITY OF NEWPORT BEACH AGREEMENT WITH MUELLER SYSTEMS AUTOMATED METER INFRASTRUCTURE (AMI) PURCHASE, INSTALLATION & MAINTENANCE AGREEMENT EXHIBIT A (SCOPE OF WORK) ATTACHMENT 7 TRAINING AGENDA 15-73 Attachment 7: Mi.Net' AMI Training Agenda Advanced Metering Infrastructure (AMI) Tier 1 Training Tier 1 Class Description Introduction to the Mueller Systems Advanced Metering Infrastructure describes the advantages of using a smart metering system. The class covers the Mi.Net engineered system and its components and explains a multi -path and star network. The Mi.Net User Interface is covered including: creating reports, understanding alerts, generating on -demand reads, billing interface, and how the consumer can access meter information. Topics to be Covered: Mi.Net System Components Advantages of Using a Smart Metering System Multi -Path Two -Way Networking System Mi.Net User Interface Overview o Overview of differenttabs o Viewing all water & electric accounts o Viewing individual accounts and detail o Creating reports o Changing passwords o Advanced search o Performing on -demand reads o Account Management -- new, changes, closing, decommissioning Alerts Email Notification Billing Overview — file structure (uploads/downloads), billing cycle Utility & Consumer Portals (Optional) Who Should Attend? Individuals responsible for monitoring meter readings, generating files for billing purposes and managing the overall utility system. Prerequisites: Individuals should be able to use a computer to connect to the internet, be familiar with Microsoft Windows XP (or higher) operating system, and be able to save and print documents. 15-74 Advanced Metering Infrastructure (AMI) Tier II Training Tier 11 Class Description: The Mueller Systems Advanced Metering Infrastructure Tier II training begins with a review of the MiHost software. This class will cover an in depth understanding of alerts, data logging and threshold configuration, individual and global metering setup,and soft disconnects. It will also cover email alerts, advanced search features, water remote disconnect meters and how to add/install meters. Topics to be covered: MiHost Software Review o Overview of differenttabs o Water and electric pages o Detailed reporting n Alerts o Water o Email configuration o Global alert configuration o Other alerts Data logging & Threshold Soft Disconnect Service Disconnect Remote Disconnect Advanced Search Updating the Mi.Net Database Installation, Swaps and Manual Reads Who should attend? Individuals responsible for monitoring meter readings, generating files for billing purposes and managing the overall utility system. Prerequisites: Individuals should be able to use a computer to connect to the internet, be familiar with Microsoft Windows XP (or higher) operating system, and be able to save and print documents. 15-75 CITY OF NEWPORT BEACH AGREEMENT WITH MUELLER SYSTEMS AUTOMATED METER INFRASTRUCTURE (AMI) PURCHASE, INSTALLATION & MAINTENANCE AGREEMENT EXHIBIT A (SCOPE OF WORK) ATTACHMENT 8 WARRANTY INFORMATION 15-76 Attachment 8: Software / Equipment Warranty LIMITED WARRANTY FOR MUELLER SYSTEMS PRODUCTS Product Warranty Subject to the limitations and conditions set forth herein, Mueller Systems warrants that commencing from the date of shipment to the Customer and continuing for the period set forth in Appendix A (referred to as the "Warranty Period"); (a) the Hardware and goods will be free from defects in materials and workmanship under normal use, installation and service conditions; (b) the media on which the Software is furnished will be free of defects in materials and workmanship under normal use; and (c) the Software substantially conforms to the applicable published Mueller Systems functional specifications for the Software. Except as provided for in Appendix A, Mueller Systems will, at its option, either repair or replace the Product if it malfunctions or becomes inoperable due to a defect in workmanship or materials during the Warranty Period. If in its sole discretion Mueller Systems determines that it is unable to repair or replace the Product, it will refund to Customer a pro -rated amount paid for the defective Product. Products that are repaired or replaced under this Warranty will be warranted for the remainder of the original Warranty Period or 30 days, whichever is longer. Exclusions If, in Mueller Systems' sole judgment, a Product has been subject to misuse, neglect or accident or has been damaged through abuse, alternation, improper installation or application, failure to follow Mueller Systems' operation or maintenance instructions or negligence in transportation, handling, or storage, or repaired by anyone other than Muel ler Systems or its authorized personnel, this Warranty will not be applicable. For Software, this Warranty will not apply if there has been a change to the Software's operating environment not made or authorized by Mueller Systems, Customer fails to install any correction or enhancement provided by Mueller Systems; or a virus is introduced through no fault of Mueller Systems. This Warranty will also not cover damage due to acts of God, power failures, lightening, fire, fold, severe weather, hailstorms, insect and pest infestation, and other events reasonable beyond Mueller Systems' control. Product Returns Claims under this Warranty will be considered if submitted to Mueller Systems within 60 days following the discovery of any defect covered by this Warranty and provided Mueller Systems or its agents are permitted a commercially reasonable opportunity to examine and analyze the material or workmanship claimed to be defective. If Mueller Systems elects to repair the Product, Customer will send it, properly packaged, to a repair facility designated by Mueller Systems. Customer will pay the cost of returning defective Products to the place of repair designated by Mueller Systems and Mueller Systems will pay the cost of delivering repaired or replacement Products to Customer. Limits of Warranty and Liability Except for damage arising out of Mueller System's negligence or willful misconduct, damage to persons or property or other loss or injury resulting from defects in the Products or from improper installation or use shall not be the responsibility of Mueller Systems. With respect to such damages, Mueller Systems will not under any circumstance be liable for any indirect, special, incidental or consequential damages of any nature, whether based on contract, tort or other legal theory including but not limited to, business interruption costs, loss of profit or revenue, loss of data, loss of use of services, cost of capital, cost of substitute services or facilities, downtime costs or damages and expenses arising out of third -party claims, even if Mueller Systems has been advised of the possibility of such damages. In all such cases, Mueller Systems' total liability will be limited to the total payments made by Customer to Mueller Systems for the Products and services provided. Disclaimer of Warranty EXCEPT AS EXPRESSLY SET FORTH IN THIS WARRANTY, MUELLER SYSTEMS DISCLAIMS ALL OTHER EXPRESS OR IMPLIED WARRANTIES, CONDITIONS, OR REPRESENTATIONS, INCLUDING BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCI IANT ABILITY AND FITNESS FOR A PARTICULAR PURPOSE. WARRANTIES AGAINST TITLE AND AGAINST INFRINGEMENT AND WARRANTIES ARISING FROM A COURSE OF DEALING, USAGE OR TRADE PRACTICE. 15-77 TO THE EXTENT ANY INIPLIED WARRANTY CANNOT BE EXCLUDED, SUCH WARRANTY IS LIMITED IN DURATION TO TI IE EXPRESS WARRANTY PERIOD. 15-78 APPENDIX A 1. AMR / AMI Products I: Software - Mi.Host, Mi.Data, MCM (Meter Control Management), MCM Mobile, EZReader and other software products are covered by a one (1) year warranty from the date of shipment or provision to Customer. Hardware - Mi.Node electric (Smart Meter), Mi.Hub Data Collector, Street Machine RF Receiver, PitStop handheld receivers, TRuRead remotes, laptops PC's, Server Hardware and all other peripheral electronic products are covered by a one (1) year warranty from the date of shipment to Customer. Radio Modules - Mi.Node TM water modules and Hot Rod" modules are covered by a ten (10) year warranty from the date of shipment to Customer. Additionally, Mi.Node water modules and Hot Rod"' modules are covered by a prorated warranty for years eleven (11) through fifteen(15)at a fifty -percent (50%) discount, years sixteen (16) through twenty (20) at a twenty -five -percent (25%) discount Mi.Hydrant and Repeater Transceivers are covered by a ten (10) year warranty from the date of shipment to Customer. 420RDM (Remote Disconnect Valve) meters are covered by a five (5) year warranty from the date of shipment to Customer. All prorated warranty credits listed will apply to list pricing in effect at the time of the return. Encoder Register Products - Hersey Translator" Encoder registers, Hersey SSR Solid State Register, Wall Pads and Pit Pads are covered by a ten (10) year warranty from the date of shipment to Customer. Additionally, the complete unit is covered by a prorated warranty for years eleven (11) through fifteen (15) at a filly -percent (50%) discount, years sixteen (16) through twenty (20) at a twenty -five -percent (25%) discount from the date of shipment to Customer All prorated warranty credits listed will apply to list pricing in effect at the time of the return. 2. Water Metering Products: Models 400, 500, MVR, RFM, FM3, HM, and HbMag cold -water meters and detector check models, EDCIV arc covered for a period of one (1) year from the date of shipment to Customer. Maincases for the above listed meters are covered for a period of twenty-five (25) years from the date of shipment to Customer. Standard Registers for the above listed meters are covered for a period of fifteen (15) years from the date of shipment to Customer. Models 400 and 500 meters perform to AWWA new meter accuracy standards as defined in the most current revision for a period of five (5) years from the date of shipment to Customer. Models MVR, RFM, FM3, HM and HbMag meters perform to AWWA new meter accuracy standard as defined in the most current revision for a period of one (1) year from the date of shipment to Customer. Models 400 and 500 meters perform to AWWA repaired meter accuracy standards for the following time periods: 5/8" - Fifteen (15) years from the date of shipment to Customer or the registration of 1.750.000 US. gallons, whichever comes first; 3/4" - Fifteen (15) years from the date of shipment to Customer or the registration of 2,000,000 U.S gallons, whichever comes first; 1" - Fifteen (15) years from the date of shipment to Customer or the registration of 3,000,000 U S. gallons, whichever comes first; 1-1/2" - Fifteen (15) years from the date of shipment to Customer or the registration of 5,500,000 U.S gallons. whichever comes first; Unless otherwise expressly stated herein, all warranty terms are provided from the date of delivery of units to Customer, provided same is not unreasonably delayed by Customer. 15-79 2" - Fifteen (15) years from the date of shipment to Customer or the registration of 8,500,000 US gallons, whichever comes first. If the above listed meters do not perform as specified, Provider will repair or replace them at Providers option, subject to the following: Provider shall be determined to not be performing as guaranteed if it fails to pass an accuracy test, conducted by the customer according to AWWA standards. If the meter is inoperative because of foreign material, all such material must be removed prior to testing. A copy of the customer's test results must accompany the Hersey meter being returned. If the customer chooses not to test a Hersey meter before returning it, Provider will repair or replace the meter at Provider's option after the meter has been tested by Provider. When test is conducted by Provider, the customer will be charged a reasonable testing fee. 3. All Other Goods Not Otherwise Identified: All other goods not otherwise identified herein are covered by a warranty period of duration that is industry standard for such particular good, beginning from the date of shipment or provision to Customer. 15-80 EXHIBIT B SCHEDULE OF BILLING RATES Mueller Systems, LLC Page B-1 15-81 A: AMI Equipment & Services AMI Network Infrastructure Collectors Installation- Collectors Repeater Installation- Repeaters Collector- XXR Installation- XXR Tower AMI/MDMS System Integration Propagation Study B: Meter Equipment Water Meters + Electronic Registers EXHIBIT B - SCHEDULE OF BILLING RATES ATTACHMENT 1: PROOF OF PERFORMANCE (POP) PHASE COSTING Equipment Lead Quantity Unit Price Extended Price Time (in weeks) Notes/Comments 4 $ 4,000.00 $ 16,000.00 4 Mi.Hub (Reduced Qty - Bid no tower) Customer would like to use Tower Prop 4 $ 1,500.00 $ 6,000.00 $ 160.00 Mi.Hub Install (Reduced Qty - Bid no tower] Customer would like to use Tower Prop 4 $ 960.00 $ 3,840.00 4 Mi.Repeater (Reduced qty - Bid no tower) Customer would like to use Tower Prop 4 $ 1,500.00 $ 6,000.00 1-1/2" Meters (LOW FLOW) Mi.Repeater Install (Reduced Qty - Bid no tower) Customer would like to use Tower Prop 1 $ 4,975.00 $ 4,975.00 11/2" 562 Bronze Meter with Solid State Reg and Mi.node Radio Added due to customer wanting to use tower prop 1 $ 11,945.00 $ 11,945.00 4 Added due to customer wanting to use tower prop 1 $ 24,000.00 $ 24,000.00 $ 7,878.00 Tyler/ MUNIS or other provider 1 $ 4,500.00 $ 4,500.00 $ 531.93 $ 8,510.88 5/8" Meters 127 $ 127.00 $ 16,129.00 4 5/8" X 3/4" 420 Bronze, PB, Solid State digital Reg with Mi.node Radio 3/4" Meters - $ 160.00 $ - 4 3/4" 435 Bronze, Solid State Digital Reg with Mi.node Radio 1" Meters 75 $ 180.00 $ 13,500.00 4 1" 452 Bronze, Solid State Digital Reg with Mi.node radio 1-1/2" Meters (LOW FLOW) 3 $ 429.26 $ 1,287.78 4 11/2" 562 Bronze Meter with Solid State Reg and Mi.node Radio 1-1/2" Meters (H;GH FLOW) 1 $ 455.27 $ 455.27 4 11/2" MVR 100 Bronze Meter 2 bolt flange in standard lay length and Mi.node Radio 2" Meters (LOW FLOW) 15 $ 525.20 $ 7,878.00 4 2" 572 Bronze Meter with Solid State Reg and Mi.node 2" Meters (HIGH FLOW) 16 $ 531.93 $ 8,510.88 4 2" MVR 160 Bronze Meter 2 bolt flange in standard lay length and Mi.node Radio 3" Neptune Tru/Flo Compound Meters 2 $ 258.82 $ 517.64 4 3" Neptune Tru Flo Compound E -Coder Retrofit Registers w/3' Nicor Connector, CF 3" Neptune HPT Compound Meters 0 $ 129.41 $ - 4 3" Neptune HPT E -Coder Retrofit Register w/3' Nicor Connector, CF 4" Neptune Tru/Flo Compound Meters 8 $ 258.82 $ 2,070.56 4 4" Neptune Tru Flo Compound E -Coder Retrofit Registers w/3' Nicor Connector, CF 4" Neptune HPT Compound Meters 0 $ 129.41 $ - 4 4" Neptune HPT E -Cutler Retrofit Register w/3' Nicor Connector, CF 4" Neptune Proctectus III Compound Meters 0 $ 258.82 $ - 4 4" Neptune Protectus III E -Coder Retrofit Registers w/3' Nicor Connector, CF 6" Neptune Tru/Flo Compound Meters 2 $ 258.62 $ 517.24 4 6" Neptune Tru Flo Compound E -Coder Retrofit Registers w/3' Nicor Connector, CF 6" Neptune HPT Compound Meters 0 $ 129.41 $ - 4 6" Neptune HPT E -Cutler Retrofit Register w/3' Nicor Connector, CF 6" Neptune Proctectus III Compound Meters 1 $ 258.82 $ 258.82 4 6" Neptune Protectus III E -Coder Retrofit Registers w/3' Nicor Connector, CF 8" Neptune HPT Compound Meters 0 $ 129.41 $ - 4 8" Neptune HPT E -Coder Retrofit Register w/3' Nicor Connector, CF 8" Neptune Proctectus III Compound Meters 0 $ 258.82 $ - 4 8" Neptune Protectus III E -Coder Retrofit Registers w/3' Nicor Connector, CF Mi.node Radio w/ Nicor for Reg. Retro 13 $ 60.00 $ 780.00 4 Mi.node 4 Radio with Nicor Connector Through the Lid Mi.node Mounting Brackets 250 $ 3.95 $ 987.50 TTL 3/4 " DFW Meter Lid 127 $ 30.88 $ 3,921.76 4 15X9X1-3/16 "C" GRAY TR NO HOOK *NEWPORT* POLYMER LID 1" DFW Meter Lid 75 $ 40.73 $ 3,054.75 4 18X11 "C" GRAY TOUCH READ *NO HOOK* *NEWPORT* POLYMER LID 2" DFW Meter Lid 35 $ 71.78 $ 2,512.30 4 15X9X1-3/16 "C" GRAY TR NO HOOK *NEWPORT* POLYMER LID C: Installation Installation of Water Meter, Register, and Endpoint 5/8" MetersF75 $ 75.00 3/4" Meters $ 75.00 1" Meters $ 75.00 1-1/2" Meters $ 365.00 91525.00 Prevailing Wage Rate Priced at Residentai Laborer Rate - Prevailing Wage Rate Priced at Residental Laborer Rate 5,625.00 Prevailing Wage Rate Priced at Residental Laborer Rate 1,460.00 Prevailing Wage Rate Priced at Residental Laborer Rate 15-82 2" Meters 31 $ 365.00 $ 3" Neptune Tru/Flo Compound Meters 2 $ 158.81 $ 3" Neptune HPT Compound Meters 0 $ 158.81 $ 4" Neptune Tru/Flo Compound Meters 8 $ 158.81 $ 4" Neptune HPT Compound Meters 0 $ 158.81 $ 4" Neptune Proctectus Ill Compound Meters 0 $ 158.81 $ 6" Neptune Tru/Flo Compound Meters 2 $ 3.58.81 $ 6" Neptune HPT Compound Meters 0 $ 158.81 $ 6" {Neptune Proctectus III Compound Meters 1 $ 158.81 $ 8" Neptune HPT Compound Meters 0 $ 158.81 $ 8" Neptune Proctectus III Compound Meters 0 $ 158.81 $ 3/4 " DFW Meter Lid 127 $ 3.00 $ 1" DFW Meter Lid 75 $ 3.00 $ 2" DFW Meter Lid 35 $ 3.00 $ TOTAL 11,315.00 317.62 1,270.48 317.62 158.81 381.00 225.00 105.00 $ 170,342.03 SUMMARY OF COSTS Implementation - POP Phase 5170,342.03 10% Contingency ti 17,034.20 PROJECT BASE TOTAL $187,376.23 Bonding @ 2% Entire Project j 53,74752 GRAND TOTAL $191,123.76 Prevailing Wage Rate Priced at Residental Laborer Rate 15-83 15-84 POP FEE SCHEDULE SIS P.rt M. C If- Qu.rrin U.11 Price Eaeoded Price Dt.crl tlm 515-G4-AC-&3G ColEmue 4 S 4,00000 S 16.000.00 Mo Hub 515-G1-AC-B-3G-R Tw Collars XXR 1 $ 4.9-5.00 5 4,975.00 %J1HI bXXR MSW-NODE4-AC Rq-w 4 S woo 5 3mo0ti'MI.R to 1.49-MST-KIT KFlrrnall.nan head-hdd S 4,80000 5 Ml Trxh VOGB439 S,R' Mena 127 S 12100 s 16,129 M 518' X 314. 420 Brmrn, Pe, solid Sulo di W Re wnh Mi. node Radio VCHB23S 3^4"Meren 5 160.00 5 314"435 Ihmm. S.Iid Swt Di lRe wi1h%1i.nude Kadm VOKS233 I' Metax 751 S 180.00 5 13 500.00 I" 452 E3raom, Slid Srerc Di iW with Mi.aade sadm WON5138 1.11TMttcra ti.OWFLOW) 3 S 42956 5 1287,78 11(2" 562 Braaxe Meter with S.ild Star% and,M:.nsdc Radio Q9N8105M4 :LO 1-ilz' Melerx PLOW) 1 S 455 27 $ 455.27 1 1!J"MVR 100 Mkmxe Mtta 2 boll Ran o In smrtdard 1a Im Ih and Mi...dc Radia WOPB138 2" Metria (LOW FLOW) IS S 515 10 8 7,81800 2'372 B1,- Meer with %olid sure Pg and Mi nude Q9PSLOSM4 2" 57mere IEBGH FLAW) 16 S 511.93 5 8,5I0.89 o_" MVR 160 Bronze Meter 2 bolt Ran e n standard la I-Rh and M, -le Radio PARTS 3"veplvneTtulFloCnmpamd5iaers- S 258-82 5 51764 3' Nepwnc Trutlo Cam d E-Coder Retrofit ions wfY Nn- Cmneee, CF PARTS 3" Nepw- HPT C-P-d Mans - 5 124.41 ; 3- ti tune HM E-Ccxler Rraofa Rr 3stn WY N- C--a . CF PARTS 4"Neptune T-TJ.CaapwndMens- 8 5 25112 5 2.070.56 4" .' one T.M. Cos d E-Code Reao61 Re ssaa w,3N"- Cmm-. C F PARTS HPT Canp111Mersa - =11 5 129 41 $ 4" ,' one ILPT liradu Reaot]r Re isra wr]' Nlwr Cmnastor. CF PARTS 4' Neparne Pracrecnc Iff Comprxrnd Mena s 259.92 5 4'%'tune Pro d. ill E-Coder R.u.Gt w^3' N+ux Connerea. CF PARTS R' Neptune TrWFTo Compound Met., - 2 $ :58.62 5 517 24 6- N tune Tmu 1, Can d E-Coder Rtuofr R gl wr3' Nim Connecta, CI PARTS 6- Nepvnc EmT Comparnd Mree. - I 5 129 41 s fi' N t ne IIPT E-Coder Rm.ftl Re -ee IWY N1- Cmnmu CF PARTS 6" Neptune Prrmte - Iff Compwmd Maes I I 5 258.82 S 258.92 6" N lmoe Ihutenus ill E-Coda Retrofit Rcj,,t5n wr3' Nim Cmn.ntar. CF PARTS QP,-- HlIT Comp-d Id-- 5 129.41 S %' N tmtc In if{'.dn RaroGt Re iva wA' Wear Cmneet.r, Cf PARTS R' Neptune Pratt . Ilf Compamd Metas Regimtr 5 238.92 9 8- N lune Prot dm fB E-Code Rcaofii Re -=r, w13' Mm C[mnocwr. CF PARTS 10.000 Mao BushmBs S 13:00 5 Imes Jmea Meta Buskin Pan NE-12914 M%W-NODE4.1P-05 M1 n.& Reodto w: Nicar for Reg. Rea. T36000 S ?5000 M...We 4 W.wi1h Nice Cmrsmn SIS-TTIJM Tlrmgh the Lod Mi.noonode Mmg Prwkm 250 S 395 S 9x750 LTI„S[ PARTS 3%4 • pFW Meru Lid 127 5 W 88 S 1,911.76 I3$9Xl.Vl6'1. OKAY TR NO HOOK 'NEWPORT' POLYMER IID PARTS I" pFW Men Lid s 5 40 73 S 3 054.15 IMI "C-GRAY TOUCH READ 'NO HOOK' 'NEWPORT' POLYMER LID PARTS :'PFW.tan Lid 1,l 5 7178 S 2.512.30 15X9X1VI1,"r'- 6RAYTR NO HOOK•NEWroRT• POLY51FR TAD A.... I ,1 11-Seft-ft f,,g Fie MSW-S-PEI-ALL.3OK An-A AMI 11-1nd SuOw-ere Jiusong Fm 5 37,200,00 S wr nontr.cred prict f is held Fa 5 y=s S S A-a11&Rdhald Marbear c 1 S MS IM %1 5'3i 1'ea.•ly V-.-I ChaTge fm handhelds S = 900 00 5 S $ Mesad Cafl earMetneenmrce %15-G-M-YR M, H'b Ce11-Myntau.•rce Charge 5 56000 5 5 5 .Sealers Fee Sf SPKI ,!:i-I .�rih 16ntm SI1zaRrm[RS 5 5.00 5 S S Meed arlwaffaNarr LAI;OtZ'W, 5,8"Maes-ChanBc Out LA., 127 5 7500 - 9,525.00 Promlina W eRate Pr-W Rtaidcnnal Labors Ram I ABOR-4O0 .14^Meters-Ch.uge 0. L.W, $ 75.00 5 V.-Ii.g Wae Rale Pricedaz Residrnust T,t-Rate LABOR-400 I' Maas • Change Out Labor 75 s 75.00 $ 5,6250!! Prenilm Wa •c Rale Priced at Reaidendal Lb­ Rate LA13OR-500 1-M' Mews - Change Out Labor 4 S 365,00 s 1,460.00 Pre-ling Wag. Rale Ificcd al Rnidendal Labors Rue LABOR-500 2" Mena - Change Out LJbor 11 $ 365.00 $ 11.315,00 I'l-ho Waae Rate Paced at Residential Labors hate LABOR-RETRO 3" Neptune Tn.M. Compound Mclaa - N: 2 S 198,81 S 11762 LABOR-RETRO 3' Neptune IiPT Cnnpurud.Mens- Lata 5 158.61 S 1ABOR-RETRO 4"NrquncTrwPloComprxr 'Vmra- st % 5 158.91 $ 1,270 4g LABOR-RETRO 4• Neptune ILPT Comp-d Mnn, - Labor 5 ISR RI ; LAROR-RE RO 4-Neptune Itateaui IL] C9mpamd Metas S 158 M 5 LIBOR-RETRO M1"NcptuneTew'tloCenpoundMnna- lu 2 S ISR.81 5 31762 LAROR-RETRO 6" Neptune 16'7 Compound Meets - Labor e t S 158.81 5 LABOR-RETRO 6" Neptune LRoctmua ifI C«npound.m E- ' 1 1 ; 16981 5 15881 L AIIOR-RETRO 8" Neptune ]IPT Compound Meas - Lahor R s 158.91 s LABOR-P.L-fRO M,-Ycpnrnc 3}orucata IR Canpound Metas $ 158.81 S LABOR-RETRO 314' pFW Mee Lod Im.1t lim - labor 127 5 3.00 5 38] o0 LABOR-RETRO 1' pFW Mae Ltd RlszWt%ttm - labor 75 5 3.00 5 225.00 L,%HOR-RETRO 2' DFWMne Lod fn,Wlaum -Labor 31 5 3.00 S 105.00 LAI MR-E-ETRO Mnn Lid Dedhng- 1�l- 5 10 m S 5 5 CMJmaer end Rcprrarrlw.ff�on LABOR COLLF.CTOit1 In,;+ll+:wn C'ollmurs Lb,, 4 5 1.50000 5 6.000.00 ?IrHub Install LABOR REPEATER 3 Irestallau,n- Rcl-a - Labor 4 5 1,50000 5 ..000.00 MnR ler [n,lall LABOR COLLECTOR 4 I-lh--T-Cull- -Labor I s 11,94500 S 11,945.. 511 Hub XXRrnn+ll rr.rnrag MS-T-TRAY.'-PAY 1'rmnutR and Ikxmncnu[wn 5 1,00000 5 R-rmncndal 3 da . Each addtusmal day S30W s 5 adwx S/vd MS-1 1'90I' 14ip+:,nim 6mdr I s 4.500.00 1 5 4.500.00 CU- Barth..! F'm 15-84 MS-CELLLTAR 11u:k 13en1 S—.— fa Callevors S 500.00 5 5 5 US lwrgrrela Fr MS-T{IS-FILE -%M1 MINS, Sttitrm Ime&roan I 5 :4.00000 5 -'4.X.. Ga I sI.. ?ICNIS rr n1h,. pr—dc 5 S - Chmo DAe"few Otk= Wrorm/ Arf®rfEq,ipmcw $ S L.h�.h�rr DX. A-- Lak Damson �S�dn 5 90700 5 EciimMre DX, Ilauc lsak Monimring tanrc 5 5067 5 f-rh.�.h�irc X. h'nde lnsulWdon 5 15200 $ Hrmnlc Diu M-1 Vdn $ 291,00 S 170,342.03 15-85 EXHIBIT C INSURANCE REQUIREMENTS 1. Provision of Insurance. Without limiting Contractor's indemnification of City, and prior to commencement of Work, Contractor shall obtain, provide and maintain at its own expense during the term of this Agreement, policies of insurance of the type and amounts described below and in a form satisfactory to City. Contractor agrees to provide insurance in accordance with requirements set forth here. If Contractor uses existing coverage to comply and that coverage does not meet these requirements, Contractor agrees to amend, supplement or endorse the existing coverage. 2. Acceptable Insurers. All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance in the State of California, with an assigned policyholders' Rating of A- (or higher) and Financial Size Category Class VII (or larger) in accordance with the latest edition of Best's Key Rating Guide, unless otherwise approved by the City's Risk Manager. 3. Coverage Requirements. A. Workers' Compensation Insurance. Contractor shall maintain Workers' Compensation Insurance, statutory limits, and Employer's Liability Insurance with limits of at least one million dollars ($1,000,000) each accident for bodily injury by accident and each employee for bodily injury by disease in accordance with the laws of the State of California, Section 3700 of the Labor Code. Contractor shall submit to City, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of City, its officers, agents, employees, volunteers, and any person or entity owning or otherwise in legal control of the property upon which Contractor performs the Project and/or Services contemplated by this Agreement. B. General Liability Insurance. Contractor shall maintain commercial general liability insurance and, if necessary, umbrella liability insurance, with coverage at least as broad as provided by Insurance Services Office form CG 00 01, in an amount not less than one million dollars ($1,000,000) per occurrence, two million dollars ($2,000,000) general aggregate. The policy shall cover liability arising from premises, operations, products -completed operations, personal and advertising injury, and liability assumed under an insured contract (including the tort liability of another assumed in a business contract) with no endorsement or modification limiting the scope of coverage for liability assumed under a contract. C. Automobile Liability Insurance. Contractor shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of Contractor arising out of or in connection with Work to be performed under this Agreement, including coverage for any owned, hired, non -owned or rented vehicles, in an amount Mueller Systems, LLC Page C-1 15-86 not less than one million dollars ($1,000,000) combined single limit each accident. 4. Other Insurance Requirements. The policies are to contain, or be endorsed to contain, the following provisions: A. Waiver of Subrogation. All insurance coverage maintained or procured pursuant to this Agreement shall be endorsed to waive subrogation against City, its elected or appointed officers, agents, officials, employees, volunteers, and any person or entity owning or otherwise in legal control of the property upon which Contractor performs the Project and/or Services contemplated by this Agreement or shall specifically allow Contractor or others providing insurance evidence in compliance with these requirements to waive their right of recovery prior to a loss. Contractor hereby waives its own right of recovery against City, and shall require similar written express waivers from each of its subconsultants. B. Additional Insured Status. All liability policies including general liability, excess liability, pollution liability, and automobile liability, if required, shall provide or be endorsed to provide that City and its officers, officials, employees, and agents shall be included as insureds under such policies. C. Primary and Non Contributory. All liability coverage shall apply on a primary basis and shall not require contribution from any insurance or self-insurance maintained by City. D. Notice of Cancellation. All policies shall provide City with thirty (30) calendar days notice of cancellation (except for nonpayment for which ten (10) calendar days notice is required) or nonrenewal of coverage for each required coverage. 5. Additional Agreements Between the Parties. The parties hereby agree to the following: A. Evidence of Insurance. Contractor shall provide certificates of insurance to City as evidence of the insurance coverage required herein, along with a waiver of subrogation endorsement for workers' compensation and other endorsements as specified herein for each coverage. Insurance certificates and endorsement must be approved by City's Risk Manager prior to commencement of performance. Current certification of insurance shall be kept on file with City at all times during the term of this Agreement. City reserves the right to require complete, certified copies of all required insurance policies, at any time. B. City's Right to Revise Requirements. City reserves the right at any time during the term of the Agreement to change the amounts and types of insurance required by giving Contractor sixty (60) calendar days advance written notice of such change. If such change results in substantial additional cost to Contractor, City and Contractor may renegotiate Contractor's compensation. Mueller Systems, LLC Page C-2 15-87 C. Right to Review Subcontracts. Contractor agrees that upon request, all agreements with subcontractors or others with whom Contractor enters into contracts with on behalf of City will be submitted to City for review. Failure of City to request copies of such agreements will not impose any liability on City, or its employees. D. Enforcement of Agreement Provisions. Contractor acknowledges and agrees that any actual or alleged failure on the part of City to inform Contractor of non- compliance with any requirement imposes no additional obligations on City nor does it waive any rights hereunder. E. Requirements not Limiting. Requirements of specific coverage features or limits contained in this Section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. F. Self-insured Retentions. Any self-insured retentions must be declared to and approved by City. City reserves the right to require that self-insured retentions be eliminated, lowered, or replaced by a deductible. Self-insurance will not be considered to comply with these requirements unless approved by City. G. City Remedies for Non -Compliance If Contractor or any subcontractor fails to provide and maintain insurance as required herein, then City shall have the right but not the obligation, to purchase such insurance, to terminate this Agreement, or to suspend Contractor's right to proceed until proper evidence of insurance is provided. Any amounts paid by City shall, at City's sole option, be deducted from amounts payable to Contractor or reimbursed by Contractor upon demand. H. Timely Notice of Claims. Contractor shall give City prompt and timely notice of claims made or suits instituted that arise out of or result from Contractor's performance under this Agreement, and that involve or may involve coverage under any of the required liability policies. City assumes no obligation or liability by such notice, but has the right (but not the duty) to monitor the handling of any such claim or claims if they are likely to involve City. Contractor's Insurance. Contractor shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the Work. Mueller Systems, LLC Page C-3 15-88 EXHIBIT D CITY OF NEWPORT BEACH BOND NO. LABOR AND MATERIALS PAYMENT BOND WHEREAS, the City of Newport Beach, State of California, has awarded to Mueller Systems, LLC, hereinafter designated as the "Principal," an Agreement to furnish, install, and maintain an Automated Meter Infrastructure ("AMI") solution in the City of Newport Beach, in strict conformity with the Agreement on file with the office of the City Clerk of the City of Newport Beach, which is incorporated herein by this reference. WHEREAS, Principal has executed or is about to execute the Agreement and the terms thereof require the furnishing of a bond, providing that if Principal or any of Principal's subcontractors, shall fail to pay for any materials, provisions, or other supplies used in, upon, for, or about the performance of the Work agreed to be done, or for any work or labor done thereon of any kind, the Surety on this bond will pay the same to the extent hereinafter set forth. NOW, THEREFORE, We the undersigned Principal, and, duly authorized to transact business under the laws of the State of California, as Surety, (referred to herein as "Surety") are held and firmly bound unto the City of Newport Beach, in the sum of One Hundred Ninety One Thousand One Hundred Twenty Three Dollars and 761100 ($191,123.76), lawful money of the United States of America, said sum being equal to 100% of the estimated amount payable by the City of Newport Beach under the terms of the Agreement; for which payment well and truly to be made, we bind ourselves, our heirs, executors and administrators, successors, or assigns, jointly and severally, firmly by these present. THE CONDITION OF THIS OBLIGATION IS SUCH, that if the Principal or the Principal's subcontractors, fail to pay for any materials, provisions, or other supplies, implements or machinery used in, upon, for, or about the performance of the Work contracted to be done, or for any other work or labor thereon of any kind, or for amounts due under the Unemployment Insurance Code with respect to such work or labor, or for any amounts required to be deducted, withheld and paid over to the Employment Development Department from the wages of employees of the Principal and subcontractors pursuant to Section 13020 of the Unemployment Insurance Code with respect to such work and labor, then the Surety will pay for the same, in an amount not exceeding the sum specified in this Bond, and also, in case suit is brought to enforce the obligations of this Bond, a reasonable attorneys' fee, to be fixed by the Court as required by the provisions of Section 9554 of the Civil Code of the State of California. The Bond shall inure to the benefit of any and all persons, companies, and corporations entitled to file claims under Section 9100 of the California Civil Code so as to give a right of action to them or their assigns in any suit brought upon this Bond, as required by and in accordance with the provisions of Sections 9500 et seq. of the Civil Code of the State of California. Mueller Systems, LLC Page D-1 15-89 And Surety, for value received, hereby stipulates and agrees that no change, extension of time, alterations or additions to the terms of the Agreement or to the Work to be performed thereunder shall in any wise affect its obligations on this Bond, and it does hereby waive notice of any such change, extension of time, alterations or additions to the terms of the Agreement or to the Work or to the specifications. In the event that any principal above named executed this Bond as an individual, it is agreed that the death of any such principal shall not exonerate the Surety from its obligations under this Bond. IN WITNESS WHEREOF, this instrument has been duly executed by the above named Principal and Surety, on the day of 20 Name of Contractor (Principal) Name of Surety Address of Surety Telephone Authorized Signature/Title Authorized Agent Signature Print Name and Title NOTARY ACKNOWLEDGMENTS OF CONTRACTOR AND SURETY MUST BE ATTACHED Mueller Systems, LLC Page D-2 15-90 ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of ss. On 20 before me, Notary Public, personally appeared who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signatures(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. (seal) State of California County of }ss. On 20 before me, Notary Public, personally appeared who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signatures(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature (seal) Mueller Systems, LLC Page D-3 15-91 EXHIBIT E CITY OF NEWPORT BEACH BOND NO. FAITHFUL PERFORMANCE BOND The premium charges on this Bond is $ , being at the rate of $ thousand of the Agreement price. WHEREAS, the City of Newport Beach, State of California, has awarded to Mueller Systems, LLC, hereinafter designated as the "Principal," an Agreement to furnish, install, and maintain an Automated Meter Infrastructure ("AMI") solution in the City of Newport Beach, in strict conformity with the Agreement on file with the office of the City Clerk of the City of Newport Beach, which is incorporated herein by this reference. WHEREAS, Principal has executed or is about to execute the Agreement and the terms thereof require the furnishing of a Bond for the faithful performance of the Agreement. NOW, THEREFORE, we, the Principal, and , duly authorized to transact business under the laws of the State of California as Surety (hereinafter "Surety"), are held and firmly bound unto the City of Newport Beach, in the sum of One Hundred Ninety One Thousand One Hundred Twenty Three Dollars and 761100 ($191,123.76), lawful money of the United States of America, said sum being equal to 100% of the estimated amount of the Agreement, to be paid to the City of Newport Beach, its successors, and assigns, for which payment well and truly to be made, we bind ourselves, our heirs, executors and administrators, successors, or assigns, jointly and severally, firmly by these present. THE CONDITION OF THIS OBLIGATION IS SUCH, that if the Principal, or the Principal's heirs, executors, administrators, successors, or assigns, fail to abide by, and well and truly keep and perform any or all the Work, covenants, conditions, and agreements in the Agreement Documents and any alteration thereof made as therein provided on its part, to be kept and performed at the time and in the manner therein specified, and in all respects according to its true intent and meaning, or fails to indemnify, defend, and save harmless the City of Newport Beach, its officers, employees and agents, as therein stipulated, then, Surety will faithfully perform the same, in an amount not exceeding the sum specified in this Bond; otherwise this obligation shall become null and void. As a part of the obligation secured hereby, and in addition to the face amount specified in this Performance Bond, there shall be included costs and reasonable expenses and fees, including reasonable attorneys fees, incurred by City, only in the event City is required to bring an action in law or equity against Surety to enforce the obligations of this Bond. Surety, for value received, stipulates and agrees that no change, extension of time, alterations or additions to the terms of the Agreement or to the Work to be performed thereunder shall in any way affect its obligations on this Bond, and it does hereby waive Mueller Systems, LLC Page E-1 15-92 notice of any such change, extension of time, alterations or additions of the Agreement or to the Work or to the specifications. This Faithful Performance Bond shall be extended and maintained by the Principal in full force and effect for one (1) year following the date of formal acceptance of the Project by City. In the event that the Principal executed this bond as an individual, it is agreed that the death of any such Principal shall not exonerate the Surety from its obligations under this Bond. IN WITNESS WHEREOF, this instrument has been duly executed by the Principal and Surety above named, on the day of , 20 Name of Contractor (Principal) Name of Surety Address of Surety Telephone Authorized Signature/Title Authorized Agent Signature Print Name and Title NOTARY ACKNOWLEDGMENTS OF CONTRACTOR AND SURETY MUST BE ATTACHED Mueller Systems, LLC Page E-2 15-93 ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of }ss. 107 20 before me, Notary Public, personally appeared who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signatures(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature (seal) ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of I ss. On 20 before me, Notary Public, personally appeared who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signatures(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature (seal) Mueller Systems, LLC Page E-3 15-94