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HomeMy WebLinkAboutItem 19 - First Amendment to the Agreement for Automated Meter Infrastructure Services Public Works Agency www.santa-ana.org/pw Item # 19 City of Santa Ana 20 Civic Center Plaza, Santa Ana, CA 92701 Staff Report April 7, 2026 TOPIC: Automated Metering Infrastructure Implementation Support Services AGENDA TITLE First Amendment to the Agreement with E Source Companies, LLC for Automated Metering Infrastructure Implementation Support Services (Project No. 16-6460) (Non- General Fund) RECOMMENDED ACTION Authorize the City Manager to execute a First Amendment to the agreement with E Source Companies, LLC to continue Automated Metering Infrastructure implementation support services, in an additional amount of $125,000, for a total revised agreement amount not to exceed $575,000 (Agreement No. A-2026-XXX). GOVERNMENT CODE §84308 APPLIES: Yes DISCUSSION The Public Works Agency (PWA) operates and maintains the City’s water and sanitary sewer systems. The water system comprises approximately 480 miles of water main, 21 groundwater wells, seven pump stations, 10 reservoirs with a storage capacity of 49 million gallons, four pressure-regulating stations, and seven connection points to the Metropolitan Water District. The system has an average daily demand of 30 million gallons from its roughly 45,500 metered service connections. In 2020, City Council approved the implementation and transition from manual meter readings to an Automated Metering Infrastructure (AMI) system utilizing smart water meters. The AMI system electronically transmits data to the Finance and Management Services Agency’s Municipal Utility Services (MUS) customer information and billing system, where water charges are generated. The introduction of the new smart meter technology required upgrades to existing MUS systems and significant efforts to implement and integrate those systems. With progress on installing the new smart meters advancing on schedule, on August 20, 2024, the City Council approved an agreement with E Source Companies, LLC to Automated Metering Infrastructure Implementation Support Services April 7, 2026 Page 2 5 6 8 0 provide implementation and operational support services as the City transitioned to AMI water meter data, for a total amount not to exceed $450,000. The support provided by E Source has been essential to systems integration, maintaining data quality, identifying system anomalies, and resolving issues across the AMI ecosystem. Their work has been instrumental in enabling the MUS support team to maintain the same level of customer service for Santa Ana residents and businesses while navigating the learning curve associated with the transition to AMI. The agreement anticipated a full handoff of AMI system responsibilities to staff by the end of 2025. The majority of the budget was allocated for support from E Source leading up to the handoff milestone with tapering support services and training continuing through the end of 2027. During this period, City staff were also tasked with advancing other customer service and technology priority-initiatives such as the Accela Land Management, Business License software upgrades, and initiating a new Enterprise Resource Planning system. These additional ground-up technology projects required a significant investment of staff time and, as a result, diverted staff time from the AMI project, necessitating the extended use of E Source in the AMI operational support role beyond the originally anticipated timeframe. The proposed $125,000 amendment reflects the cost of continued support such as system monitoring, data validation, billing read support, and City staff training through the remaining term of the agreement. This will allow for an adequate transition period for staff to assume full operational responsibilities of the AMI project by June 2027, and with minimal support services from E Source, as originally contracted, continuing through December 2027. Staff recommends approval of the First Amendment to Agreement A-2024-133 (Exhibit 1) with E Source Companies, LLC in the amount of $125,000 for a total revised agreement amount of $575,000 (Exhibit 2). All the remaining terms of the agreement, effective through December 2027, will remain unchanged. ENVIRONMENTAL IMPACT There is no environmental impact associated with this action. FISCAL IMPACT Funds are available for expenditure in the Fiscal Year 2025-26. Any remaining balances not expended at the end of the fiscal year will be presented to City Council for approval of carryovers to FY 2026-27. Automated Metering Infrastructure Implementation Support Services April 7, 2026 Page 3 5 6 8 0 Fiscal Year Accounting Unit - Account No. (Project No.) Fund Description Accounting Unit, Account Description Amount 2025-26 06017645-62300 (16-6460)Water Water Admin/Engineering, Contract Services - Professional $40,000 2026-27 06017645-62300 (16-6460)Water Water Admin/Engineering, Contract Services - Professional $75,000 2027-28 06017645-62300 (16-6460)Water Water Admin/Engineering, Contract Services - Professional $10,000 TOTAL $125,000 EXHIBIT(S) 1. Agreement A-2024-133 2. First Amendment to the Agreement E Source Companies, LLC Submitted By: Rodolfo Rosas, P.E., Acting Executive Director – Public Works Agency Approved By: Alvaro Nuñez, City Manager A-2024-133 INSURf\�CE ON FILE \\'•"-RK Mr\Y PROCLEO U N\T:������H¥��Pi 5� 8 D B2�B-26C9-4AA8-92E8-033D22A870E 7 � 26101� O AT!:.: A D. pwA L2-J . \ l\M) ( µi +. l.,oJ e.f>:iy.e,n J AGREEMENT WITH E SOURCE COMPANIES, LLC TO PROVIDE AMI IMPLEMENTATION SUPPORT SERVICES FOR THE CITY OF SANTA ANA THIS AGREEMENT is made and entered into on this 20th day of August, 2024 by and between E Source Companies, LLC ("Consultant"), and the City of Santa Ana, a charter city and municipal corporaii.on organized and existing under the Con stitution and laws of the State of California ("City"). RECITALS A. On June 25, 2024, the City issued Request for Proposals No. 24-085 ("RFP"), by which it sought a Consultant to provide Automated Metering Infrastrncture (AMI) Implementation Support Se!vices for the Public Works Agency Water Resources Division, including but not limited to project management, software integration, data management, and pe1formance analysis. B. Consultant submitted a responsive proposal that was selected by the City. Consultant represents that it is able and willing to provide the services described in the scope of work that was included in the RFP. c. In undertaking the performance of this Agreement, Consultant represents that it is lrnowledgeable in its field and that any services performed by Consultant under this Agreement will be perfonned in compliance with such standards as may reasonably be expected from a professional consulting ·firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Consultant shall perform the services described in the scope of work that was included in the RFP, and as more specifically delineated in Consultant's proposal, which are collectively attached as Exhibit A-Scope of Work and incorporated herein by reference. 2. COMPENSATION a. City neither warrants nor guarantees any minimum or maximum compensation to Consultant under this Agreement. Consultant shall be paid only for actual services performed under this Agreement at the rates and charges identified in Exhibit B - Compensation. The total amount to be expended during the term of this Agreement under the RFP shall not exceed Four Hundred Fifty Thousand Dollars and Zero Cents ($450,000), including any extension periods exercised under Section 3. b. Payment by City shall be made within forty-five (45) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. City and Consultant agree that all payments due and owing under this Agreement shall be made Page 1 of9 Docuslgn Envelope ID: 8DB22FEB-2609-4AA8-92E8-033D22A87Dg'7 through Automated Clearing House (ACH) trnnsfers. Consultant agrees to execute the City's standard ACH Vendor Payment Authorization and provide required documentation. Upon verification of the data provided, the City will be authorized to deposit payments directly into Consultant's account(s) with financial institutions. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 3. TERM This Agreement shall commence on 2ot11 day of August, 2024 and terminate on December 31, 2027, with the option for the City to grant up to one 2-year extension (through December 31, 2029) exercisable by a writing by the City Manager and City Attorney, unless terminated earlier in accordance with Section 15, below. 4. INDEPENDENT CONTRACTOR Consultallt shall, during the entire tel'tn of this Agreement, be construed to be all independent Consultant alld not all employee of the City. This Agreement is not intended nor shall it be construed to create an employer-employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable stalldards and regulations governing suoh services. Consultant shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 5. OWNERSHIP OF MATERIALS This Agreement creates a non-exclu sive and perpetual license for City to copy, use, modify, reuse, or sublicense ally and all copyrights, designs, alld other intellectual property embodied in plans, specifications, studies, dmwings, estimates, and other documents or works of authorship fixed in allY tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consnltallt under this Agreement ("Documents & Data''). Consultant shall require all subcontractors to agree in writing that City is granted a non-exclusive and perpetual license for ally Documents & Data the subcontractor prepares under this Agreement. Consultallt represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Docmnents & Data which were provided to Consultant by the City. City shall not be limited in ally way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk. 6. INSURANCE Prior to undertalcing peiformance of work under this Agreeme11t, Consultant shall maintain alld shall require allY subcontractors to obtain and maintain insurance as described Page2 of9 Doouslgn Envelope ID: 8D822FEB-26C9-4AA8-92EB-033P22A87PE7 below for the entire Term oftlris Agreement against claims for injUiies to persons or damage to prope1ty which may arise from or in connection with services, products and materials supplied to the City. Total cost ofinsUiance shall be borne by Consultant. MINIMUM SCOPE AND LIMIT OF INSURANCE Coverage shall be at least as broad as: 1. Commercial General Liability (CGL): Insurance Services Office (ISO) Form CG 00 01 covering CGL on !U1 "occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising iajury with limits no less tb!Ul $1,000,000 per occmrence ruxl $2,000,000 in the aggregate. Required policy limits can be met with primm:y and umbrella/excess insurance policies. 2. Automobile Liability: Insurance Services Office Form CA 00 01 covering Code I (any auto), with limits no less than $1,000,000 combined single limits. In the event Consultant does not maintain commercial automobile liability insUiance, City will accept evidence of personal automobile insUl'ance. 3. Workers' Compensatio11: insur!Ulce as required by the State of California, with statutory limits, and Employers' Liability insurance with a limit of no less than$1,000,000 per accident, policy or employee for bodily injury or disease. Coverage is not required if Consultant has no employees and signs request to waive such insurance. 4. Professional Liability Insurance: wit11 limits no less than $1,000,000 per occurrence or claim, and $2,000,000 aggregate. If Consultant maintains broader coverage and/or higher lilllits than the minim1un requirements for each line of coverage shown above, City requires and shall be entitled to the broader coverage and/or the higher limits maintained by Co11sultant. Any available inSUiance proceeds in excess of the specified minimum limits of insurance and coverage shall be made available to the City. Other Insurance Provisions The above required insurance policies are to contain, or be endorsed to contain, tlie following provisions: J. City, its City Council, officers, officials, employees, agents, and volunteers are to be covered as additional insureds under Consultant's CGL, Professional Liability, and Automobile Liability policies with respect to any liability arising out of work 01· operations performed by or on behalf of Consultant including materials, parts, equipment, and persoMel furnished in coll11ectio11 with such wmk or operations. 2. Consultant's Insurance company(ies) agrees to waive all rights of subrogation against the City, its City Council, its officers, officials, employees, agents, and volUPteers for losses paid under the terms of any policy which arise from work perfmmed by Page3 of9 Docusliln Envelope ID: 8DB22FEB-26C9·4AA8·92E8-033D22AB7DE7 Consultant under this Agreement. 3. For any claims related to this contract, Consultant's insurance coverage shall be primary and any insurance maintained by City, its City Council, its officers, officials, employees, agents or volunteers shall not contribute with it. 4. A severability of interest provision must apply for all the additional insureds, enduring that Consultant's insurance shall apply separately to each insured against whom a claim is made or suit is brought, except with respect to the insurer's limits of liability. 5. hlSurance policies required herein shall provide that coverage shall not be canceled, suspended, voided, reduced in coverage or in limits, non-renewed by the carrier, or materially changed except after thitiy (30) days prior written notice has been given to the City. Ten (10) days prior written notice shall be provided to the City fot· policy cancellation or non-renewal due to non-payment of premium. 6. Certificate Holder on each Evidence of Insurance certificate shall be: City of Santa Ana, Attention: Public Works Agency, Executive Director, 20 Civic Center Plaza, M-21, Santa Ana, CA 92701. The name and location of project must be indicated in the Description of Operations section of each certificate. Self-Insured Retentions Self-insured retentions must be declared to and approved by City. The City may require the Consult1111t to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. Acceptability of Insurers Insurance is to be placed with insurers authorized to conduct business in the state of California with a current AM. Best rating of no less than A: VII, unlCBs otherwise acceptable to CnY. Verification of Coverage Consultant shall furnish the City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause) and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements before work begins. However, failure to obtain the required documents prior to the work begitJning shall not waive Consultant's obligation to provide them. Special Risks or Circumstances City reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other circumstances. 7. INDEMNIFICATION Consultant agrees to defend, and shall indemnify and hold harmless the City, its officers, agents, employees, contractors, special counsel, and representatives from liability: (1) for personal Page4 of9 ooauslgn Envelope ID: 8DB22FEB-2609-4MB-92E8-033D22A87DE7 ittjmy, damages, just compensation, restitution, judicial or equitable relief arising out ofclaims for personal il\jury, including death, and claims for property damage, which may arise from the negligent operations of the Consultant, its subcontractors, agents, employees, or other persons acting on its behalf which relates to the services described in section I of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, 01· alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. The Consultant further agrees to indemnify, hold hannless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights mises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its repl'esentation in any legal proceeding. Notwithstanding the foregoing, to the extent Consultant's services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant, 8. INTELLECTUAL PROPERTY INDEMNIFICATION Consultant shall defend and indemnify the City, its officers, agents, representatives, and employees against any and all liability, including costs, for infringement of ru1y United States' letters patent, trademark, or copyright infringement, including costs, contained in the work product or documents provided by Consultant to the City pursuant to this Agreement. 9. RECORDS Consultant shall keep records ru1d invoices in connection with the work to be perfonned under this Agreement. Consultant shall maintain complete ru1d accurate records with respect to the costs incmred under this Agreement and any services, expenditures, and disbill'sements charged to the City for a minimmn period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant under this Agreement. All such records and invoices shall be clearly identifiable. Consultant shall allow a representative of the City to exrunine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of th:t·ee (3) years from the date of final payment to Consitltant under this Agreement. 10. CONFIDENTIALITY If Consultant receives from the City information which due to the nature of such information is reasonably m1derstood to be confidential and/or proprietary, Consultant agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the san1e degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all Page 5 of9 Docusl� Envelope ID: 8DB22fEB-26C9-4AA8-92E8·033D22A87DE7 nonpublic information. Confidential information includes not only written information, but also information transfe11·ed orally, visually, electronically, or by other means. Confidential information disclosed to either paiiy by any subsidiary and/or agent of the other paiiy is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sourceii; (b) is, through no fault of the Consultant disclosed in a publicly available source; (c) is in rightful posseiision of the Consultant without aJJ obligation of confidentiality; ( d) is required to be disclosed by ope!'ation of law; or ( e) is independently developed by the Consulta11t without reference to information disclosed by the City. 11. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interests and shall not have intel'ei!ts, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 12. NON-DISCRIMINATION Co118ultant shall not discriminate because of race, color, creed, 1·e!igion, sex, marital status, sexual orientation, gender identity, gender expression, gender, medical conditions, genetic information, or military aJJd veteran status, age, national origin, anceiitry, or disability, as defined and prohibited by applicable law, in the recrui1ment, selection, teaching, training, utilization, promotion, termination or other employment related activities or any services provided under this Agreement. Consultant affirms that it is an equal opportunity employer aJJd shall comply with all applicable federal, state aJJd local laws and regulations. 13. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant, and supersedeii a11y aJJd all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City aJJd by an authorized representative of Consultant. TI1e parties agree that any terms or conditions of any purchase order or other instmment that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Consultmrt or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally 01· otherwise, have been made by any party, or anyone acting on behalf of any party, which is not embodied herein. 14. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Contractor, Consultant may not assign, transfer, delegate, or subcontract any interest herein without the p1ior written consent of the City aJJd aJJY such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null aJJd void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Page6of9 Docuslgn Envelope ID: 8DB22FEB"26C9-4AAB"92EB-033D22AB7DE7 Agreement perfonned by City personnel or by other Consultants retained by City. 15. TERMINATION This Agreement inay be tenninated by the City upon thirty (30) days written notice of termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services perfo1med by Consultant prior to receipt of such notice of te1mination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Consultant to deliver to the City all work product(s) completed as of such date, and in such case SU.ch work product shall be the property of the City unless prohibited by law, and Consultant consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in tile Recitals of this Agreement. 16. WAIVER No waiver of breach, failure of any condition, or any right or remedy contained in or granted by tile provisions of this Agreement shall be effective unless it is in writing and signed by the party waiving the breach, failure, right or remedy. No waiver of any breach, failure or right, or remedy shall be deemed a waiver of any other breach, failure, light or remedy, whether or not similar, nor shall any waiver constitute a continuing waiver unless the writing so specifies. 17. JURISDICTION· VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined aud governed by the laws of the State of California. Both parties further agree that O!'llllge County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 18. l'ROFESSIONAL LICF.NSES Consultant shall, throughout the term of this Agreement, maintain all necessaty licenses, pennits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies, Consultant shall notify tile City immediately and in writing of its inability to obtain or maintafu such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination oft11is Agreement. 19. NOTICE Any notice, tender, demand, delivety, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by Page 7of9 Docuslgn Envelope JD: 8DB22FEB-26C9-4AA8"92E8-033D22AB7DE7 first class 01· certified mail, postage prepaid, or sent by fax 01· other telegraphic conunimication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax:714-647-6956 With courtesy copies to: Executive Director, Public Works Agency City of Santa Ana 20 Civic Center Plaza (M-21) P.O.Boxl988 Santa Ana, California 92702 Fax: To Consultant: E Somce Companies, LLC Attn: Dave Perotti CEO 3020 Cal'bon Place, Suite 300 Boulder, CO 80301 A party may change its address by giving notice in writing to the oilier paiiy. Thereafter, any communication shall be addressed and transmitted to the new ad dress. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty-four (24) homs after the time set fmth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. F'or pmposes of calculating these time fraines, weekends, federal, state, County or City holidays shall be excluded. 20. MISCELLANEOUS PROVISIONS a. Each undersigned represents and wai1'ants that its signature herein below has the power, au1hority and right to bind 1heir respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. c. All Exhibits referenced herein and attached hereto shall be incorporated as if fully Page 8 of9 Docusign Envelope ID: 80822FEB-26C9-4AA8-92E8-033D22AB7DE7 set forth in the body of this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney �dui (!jJ IM.c,_ � -AJL. By . ...!..-���������­ Andrea Garc ia-Miller Assistant City Attorney RECOMMENDED FOR APPROVAL: Digitally signed by Nabil Nab i I Saba �.�, 2024.08.05 12:41:47 ·07"00' Nabil Saba, PE Executive Director Public Works Agency E Source Companies, LLC Name: Dave Perotti Title: CEO Page 9 of9 Docuslgn Envelope ID: BDl322FEl3-26C9-4AAB·92EB-033D22A87DE7 EXIDBITA SCOPE OF SERVICES Docusign Envelope ID: 8DB22FEB-26C9-4AA8-92E8-033D22A87DE7 SCOPE OF WORK INTRODUCTION AND BACKGROUND The City of Santa Ana is located in the County of Orange in Southern California. The City encompasses 27.2 square miles and a population over 343,000 people. The City of Santa Ana Public Works Agency -Water Resources Division oversees and maintains the daily operations of the Water System and Sanitary Sewer System. The City of Santa Ana's water system has an average day demand of about 43 MG with approximately 45,500 metered service connections. The City is currently in the process of implementing Automated Metering Infrastructure (AMI) for all of its metered water service connections. Communications equipment has been installed and the installation of meters is ongoing. However, the City of Santa Ana Public Works Agency desires to engage professional firms to provide additional support for the project in the areas of project management, systems integration and data analysis, and quality assurance field inspection services. The primary emphasis will be assisting City staff with testing data and system functionality to validate that the delivered systems can support the City's daily business and user requirements. Specifications for the project can be found in the agreement with the project's prime contractor here: https://publicdocs.santa­ ana.orq/Weblink/DocView.aspx?id=125140&searchid=ac4e8f00-1 d6c-476a-ba09- cde533ca092c&dbid=1. Existing knowledge of the Sensus Regional Network Interface (RNI), enQuesta Customer Interface System (CIS), and SmartWorks Compass Meter Data Management (MOM) system is required. CONTRACTOR RESPONSIBLITIES The Consultant shall provide all labor, materials, services, and equipment necessary for the completion of the work entailed herein. All work shall be in accordance with applicable trade practices, workmanship, meet warranties and shall conform to all applicable laws, codes and regulations. Business hours are considered from 7:00 A.M. to 5:00 P.M. (Monday through Friday). Any time outside of business hours of operation may be considered after hours/weekends. All work will be scheduled upon confirmation of scope and cost and completed within the time agreed upon for each specific item of work. The Consultant may not begin work before receiving a written Notice to Proceed by the City's Project Manager. All services, equipment and materials provided by the Consultant must be in accordance with all applicable Federal, State and local regulations, laws, and codes. DESCRIPTION OF WORK The consultant will be expected to develop a work plan in order to provide support in the following areas: 1. Project Management. City of Santa Ana -RFP 24-085 AMI Implementation Support Services Page 13 of 32 Oocusign Envelope ID: 8DB22FEB-26C9-4AA8-92E8-033022A87DE7 a. Support City staff in managing overall scope of work by prime contractor and subcontractors to ensure that all project tasks are executed, and provide advice and recommendations on how to address project-specific issues that may arise; b. Conduct weekly status meetings with City staff and contractors/vendors for overall project and/or systems integration performance and progress. 2. System Testing. a. Coordinate with vendors to ensure configuration of systems are delivered and working to specifications; 3. Reporting. a. Review daily reports to ensure communication systems are responsive; b. Investigate and/or recommend actions for City or contractor to take to make corrections. 4. Validation of Reads. a. Review and analyze daily reporting data to ensure validity of reads received. 5. Quality Assurance and Field Inspection Services. a. Perform in-field installation quality audits of meter installations, including checking for post-installation leaks; b. Perform data quality audits using installation contractor's work order management software to verify meters are installed correctly. CITY RESPONSIBILITIES The City will provide access to the info rmation in its possession and systems/software platforms relevant to the preparation of the required information in the RFP. Selected consultant is expected to perform a substantial review of the project's schedule and milestones to-date, and be familiar with all software platforms and data sources being utilized. SUBCONTRACTORS The use of Subcontractors is allowed, but will require approval by City prior to start of any assigned work. When a Subcontractor performs all or any part of the work, a markup shall be applied to the Subcontractor's actual cost of such work. The Contractor may add a markup of 1 O percent on the first $5,000 of the subcontracted portion of the extra work and a markup of 5 percent on work added in excess of $5,000 of the subcontracted portion of the work may be added by the Contractor. ---End of SCOPE OF WORK Section.--- City of Santa Ana -RFP 24-085 AMI Implementation Support Services Page 14 of 32 Oocusign Envelope ID: 8DB22FEB-26C9-4AA8-92E8-033022A87DE7 E SOURCE PROPOSAL TO CITY OF SANT A ANA FOR AMI IMPLEMENTATION SUPPORT SERVICES Understanding of Scope of Services E Source has had the pleasure of working with the team at Santa Ana on your AMI project. We have supported your team on the tasks that you have requested in your RFP and that are outlined below in our scope of work. We have established a positive and productive working relationship with your vendor partners, including AquaMetric, Xylem (Sensus), Harris SmartWorks, Systems & Software, and Concord Utility Services (Concord). We have extensive working knowledge of Santa Ana's entire AMI system, including RNI headend, Sensus Analytics, Compass MOMS, enQuesta CIS, and Peak Workflow Work Order Management system (WOMS). Task 1: Project Management One of the primary factors that distinguish successful AMI projects is the quality of the overall project management. In the E Source model, based on the Project Management lnstitute's (PMl's) PMBOK® and Agile methodologies, our Project Manager (PM) works very closely with Santa Ana's PM and the project team using proven process, methodologies, and templates to produce a robust, flexible implementation approach. We are very experienced in helping a combined vendor and utility team execute successfully to the project baseline. Tara Turch, the E Source PM, will be responsible for supporting the activities listed in Table 1. Our PM will manage vendor performance, risk management, items of concern, and open action items. These items will be managed regularly and will be consistently tracked. Scope Management Change Management Cost Management Quality Management Reporting Management Table 1. E Source Project Ma11ageme11t Activities Ensure the project plans outline all of the work required to complete the project successfully and that the client and vendors avoid scope creep. Scope management consists of initiation, scope lanning, sco!Je definition, sco e verification, and scope change control. Ensure a formal change control process is in place to control changes to the baseline project plan and SOW throughout the project lifecycle. Ensure the project is completed within the approved budget. Cost management consists of resource planning, cost estimating, cost budgeting, and cost control. Ensure the project will satisfy the needs for which it was undertaken. Quality management consists of quality planning, quality assurance, and quality control. Ensure timely & appropriate generation, collection, distribution, and storage of project information. Handle communications planning, performance reporting, and administrative closure. Schedule Ensure timely project completion. Time management consists of activity definition, sequencing, and Management duration estimating, as well as schedule development and control. Vendor Ensure vendors are completing their contractual scope of work on schedule and within budget. Management Coordinate with technical resources as necessary to ensure verification of technical deliverables. Resource Ensure qualified resources are available and properly prepared to perform each task. Identify Management project resourcing needs and coordinate with the appropriate organizations to meet them. Ensure risk is identified, analyzed, and responded to appropriately based on probability and impact Risk& Issue in accordance with the risk management plan. Once a risk is realized, transition it to a Management pre-defined issue tracking and resolution process. - E - Docusign Envelope ID: 8DB22FEB-26C9-4AA8-92E8-033D22A87DE7 E SOURCE PROPOSAL TO CITY OF SANTAANA FOR AMI IMPLEMENTATION SUPPORT SERVICES The E Source PM will host a kickoff meeting with E Source and Santa Ana staff following award of the contract to conduct introductions, discuss the scope of services and the implementation process. The E Source PM will assist the City in managing the overall scope of work by the prime vendor and subcontractors to ensure that all tasks are executed and provide advisory support and recommendations on how to address project specific issues that may arise. We will conduct weekly status meetings with City staff and vendor partners to monitor overall project and systems integration and testing performance and progress. As part of our services, E Source will also closely monitor Santa Ana's readiness to take ownership of all tasks and activities to support the AMI system following system acceptance and stabilization. We will collaborate with the Santa Ana PM over the life of the project to assess and ensure that our level of support by task meets your needs. In the event that your needs change, we will work with you to adjust accordingly. DELIVERABLES -Weekly status meetings with City staff and contractors/vendors -Weekly integration and testing status reports Maintain AMI implementation schedule Task 2: System Testing Support A graduated, thorough, and robust test program is needed for an AMI project, and E Source has implemented hundreds of successful integrated technology testing programs for our clients. Our testing approach minimizes your risk by providing early validation of the technologies in steps, so that any problems are identified early and corrected. All discovered defects are formally logged, managed, and resolved as appropriate until acceptance is achieved. We produce test plans that exercise the functionality of systems that must interface to meet business, technical, functional, integration, performance, and any other specified requirements. Should issues be identified during the testing process, we are ready and able to work with each vendor partner and development teams to resolve those issues. We follow a corrective action process that ensures the problem is documented, root-cause determined, corrective and preventive actions are taken, and retesting is performed to verify that the problem has been resolved. Understanding where Santa Ana is at in the testing process based on our previous experience working with your team, we will focus on finalizing the following testing element: - E • User Acceptance and Business Process Testing -This testing verifies that the correct information flows through for a particular business process, including both automated and manual business processes. It is the final gate and ensures that the syst�m functions and is aligned with requirements and processes that are used operationally. In this testing, a single trigger can initiate data transfers between multiple source and destination systems. It is the most comprehensive test of the complete set of business processes and maximizes to the extent possible the real-world use of Santa Ana's integrated systems. Test cases are executed by Santa Ana users of the systems on a day-by-day basis with direct support from E Source resources. - Docusign Envelope ID: 8DB22FEB-26C9-4AA8-92E8-033D22A87DE7 E SOURCE PROPOSAL TO CITY OF SANTA ANA FOR AMI IMPLEl\IENT ATION SUPPORT SERVlCES E Source will coordinate the testing effort between the team at Santa Ana and the vendors. The end result is to ensure configuration of systems are delivered and working to Santa Ana's requirements and specifications. DELIVERABLES -Weekly remote testing and troubleshooting meetings -On-demand troubleshooting support -Weekly integration meetings with vendor partners -Test plans and results documentation for all Santa Ana-owned tests Task 3: Reporting The high volume of data produced by an AMI system can greatly enhance overall utility operations, but only if that data is properly monitored, managed, and utilized. The AMI system introduces a new variety of data sets such as consumption data, events, alerts, and various system exceptions. From previous work that E Source has performed for Santa Ana, a plan to manage and utilize the data from these new systems has been developed to ensure accuracy and completeness for billing and all other reporting functions. New or updated reports and notifications generated from this plan will inf orm Santa Ana of possible leaks, tampering, backflow, CIS-to-field mismatches, etc., but the data must be interpreted and acted upon appropriately to realize the maximum benefits. E Source will review daily reports to ensure all communication systems are responsive and functioning within expected levels. Our team will investigate issues that arise, recommend actions to take, and work directly with City staff and/or vendor partner to address these issues through to resolution. In addition, E Source will continue to guide Santa Ana through the implementation of the data management plan and provide on-the-job coaching. E Source will provide focused, hands-on support for staff responsible for data quality management and exception handling. With this hands-on approach, Santa Ana staff will more quickly grow familiar with their respective duties and how to troubleshoot and remediate exceptions. After this period, E Source will work with the Santa Ana team to refine and tailor the data management plan and assist in the development of written materials that will become organizational process assets for current and new staff to leverage. DELIVERABLES -Data management coaching materials (*.doc or *.xlsx) -Updated Data Management Plan (*.xlsx) Task 4: Validation of Reads In conjunction with the activities detailed in Task 3: Reporting, E Source also will review and analyze daily reporting data to ensure the validity of meter reads received as system implementation continues. E Source will produce exception reports for investigation by Santa Ana and will assist Santa Ana and your vendor partners in troubleshooting and issue resolution. E Source will factor this activity into the updates to the data management plan, on-the-job coaching, and coaching materials detailed in Task 3. - E - Docusign Envelope ID: 8DB22FEB-26C9-4M8-92E8-033D22A87DE7 E SOURCE PROPOSAL TO CITY OF SANTAANA FOR AMI IMPLEMENTATION SUPPORT SERVICES Task 5: Quality Assurance and Field Inspection Services The AMI project involves the installation of thousands of properly configured meters and meter interface units (Ml Us) as well as the careful coordination of the materials, labor, and data. To accomplish this scope, E Source has expertise in deployment planning and oversight to ensure the AMI meters and communications equipment are installed correctly and efficiently with minimum disruption to existing Santa Ana systems and business processes. E Source personnel have decades of experience working closely with AMI and Meter Installation Vendor (MIV) contractors and utility crews through interactive workshops to present and refine the business processes, construction, and labor standards necessary for effective meter and MIU installation. We also have specific experience with meter installation at Santa Ana and understand the specific needs within your community. E Source presents industry best practices for the planning and installation of meters/Ml Us and have worked with Santa Ana's project team to tailor these processes to the specific requirements and standards of the City. Additionally, this implementation and planning effort includes identifying and documenting installation, construction, and customer contact standards. E Source has and will continue to provide advice and consulting to the City to leverage lessons learned on similar scale meter and endpoint deployment projects in North America. E Source will: • Perform in-field installation quality audits of meter installations performed by Concord, including checking for post-installation leaks and overall workmanship. • Track and report to the City and Concord any meter and/or MIU related exceptions encountered during installation quality audits. • Perform data quality audits using Concord's Peak Workflow WOMS to verify meters and Ml Us are installed correctly. • Review and advise the City on the progress of installations and volume of rework I Return to Utility (RTU). • Address any potential disagreements that may arise between vendor partners and/or the City on responsibility for issues identified. DELIVERABLES -Inspection reports on verification of MIV work in the field - E - Docualgn Envelope ID: BDB22FEB-26C9-4AA8-92E8"033D22AB7DE7 EXHIBITB COMPENSATION Docusign Envelope ID: 8DB22FEB-26C9-4AA8-92E8-033022A87DE7 E SOURCE FEE PROPOSAL TO CITY OF SANT A ANA FOR AMI IMPLEMENTATIOM SuPPORT SERVICES Fee Sc hedu le E Source has developed the fee for services based on experience with several similar projects and understanding of the level of effort desired by Santa Ana. This fee includes all services and deliverables described herein. E Source will invoice Santa Ana monthly and will work with the Santa Ana project manager to establish an agreed upon payment schedule. Travel and incidentals will be billed monthly at actual cost. Table 1. AMI Implementation Support Services Fee AMI Implementation Support Services Task ID Task Hours Fee Expenses Total Task 1-Project Management 212 $ 59,760 $ 9,250 $ 69,010 Task 2 -Testing Support 80 $ 19,200 $ 3,700 $ 22,900 Task 3 -Reporting 432 $ 108,720 $ 3,700 $ 112,420 Task 4 -Validation of Reads 144 $ 36,240 $ -$ 36,240 Task 5 -Quality Assurance and Field Inspection Services 384 $ 96,000 $22,200 $ 118,200 Total 1,252 $ 319,920 $38,850 $ 358,770 Table 2. Hourly Rates Title Rate Senior Vice President $300.00 Vice President $290.00 Program Manager $280.00 --------- Project Manager $270.00 Executive Consultant $280.00 ,__ --- Principal Consultant $270.00 Senior Consultant $260.00 Consultant $250.00 -- Associate Consultant $210.00 -----� ------ E Source can adjust our proposed scope of work and our level of effort to provide more or less support to match the needs of Santa Ana. We will also collaborate with the Santa Ana PM over the life of the project to assess and ensure that our level of support by task meets the needs of Santa Ana. In the event that your needs change, we will work with you to adjust accordingly. - E Docusign Envelope ID: 8DB22FEB-26C9-4AA8-92E8-033D22A87DE7 E SOURCE FEE PROPOSAL TO CITY OF SANTAANA FOR AMI llAPLEMENTATION SUPPORT SERVICES Reimbursable Expenses Travel expenses will be submitted for reimbursement on an actual and reasonable basis. There is no markup on these direct costs, and E Source does not charge for time spent traveling. We will seek to minimize expenses using government contractor rates and teleconferences whenever possible. Assumptions The following assumptions apply to this proposal: • E Source's fee to implement this Scope of Work is based on the timely start and timely completion of each proposed task as outlined in the project schedule provided. If the duration for any proposed task exceeds the duration outlined in the proposed schedule, E Source may need to develop a change order in accordance with the additional services required to complete the task(s). • Deliverable documents will be in Microsoft Office, including MS-Word, PowerPoint, Excel, MS­ Project, Visio, or Adobe PDF. • The Utility's management will coordinate and consolidate all Utility comments on draft document deliverables to provide a single redline for E Source to make updates to the final document deliverables. • The Utility will provide E Source with working space, network connections, infrastructure, administrative support, and other services and materials reasonably required to perform Project work while onsite at City offices, if requested. • Utility personnel will support workshops and meetings as needed. Taxes These rates and estimates are exclusive of taxes. The taxes relating to applicable services are the sole responsibility of the City of Santa Ana. Billing and Payment Terms E Source will invoice the utility on a monthly basis for actual labor and expenses incurred on the required tasks. Payment terms are net thirty (30) days. Unless otherwise agreed to, E Source reserves the right to charge one and one-half (1.5%) percent per month, or the maximum rate permitted by law, whichever is greater, on any balance remaining unpaid after thirty (30) days. Proposal Terms and Conditions Terms of this proposal remain valid for 90 days from date of submittal. E Source reserves the right to negotiate any terms and conditions of the written agreement relating to this SOW. - E - FIRST AMENDMENT TO AGREEMENT WITH E SOURCE COMPANIES. LLC TO PROVIDE AMI IMPLEMENTATION SUPPORT SERVICES FOR THE CITY OF SANTA ANA THIS FIRST AMENDMENT to the above-referenced agreement is entered into on April 7, 2026 by and between E Source Companies, LLC, a Delaware limited liability company (“Consultant”) and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (“City”). RECITALS A. The parties entered into Agreement No. A-2024-133, dated August 20, 2024 (“Agreement”) by which Consultant agreed to provide Automated Metering Infrastructure (AMI) Implementation Support Services for the Public works Agency Water Resources Division, including but not limited to project management, software integration, data management, and performance analysis. B. The term of the Agreement runs through December 31, 2027, and is current and in effect. C. The parties now wish to amend the Agreement to increase the overall compensation to Consultant under the Agreement. D. No other changes are contemplated by this Amendment. The Parties therefore agree: 1. Section 2.a., COMPENSATION, is amended to increase the overall compensation by $125,000. The total amount to be expended under the term of this Agreement, including any extensions exercised by the parties, shall not exceed $575,000. 2. Except as modified by this First Amendment, all terms and conditions of the Agreement shall remain in full force and effect. [signature page to follow] SIGNATURE PAGE: FIRST AMENDMENT TO AGREEMENT WITH E SOURCE COMPANIES, LLC TO PROVIDE AMI IMPLEMENTATION SUPPORT SERVICES FOR THE CITY OF SANTA ANA ATTEST _______________________________ JENNIFER L. HALL City Clerk APPROVED AS TO FORM Sonia R. Carvalho City Attorney ___________________________ KYLE NELLESEN Assistant City Attorney CITY OF SANTA ANA ______________________________ ALVARO NUÑEZ City Manager CONSULTANT _______________________________ MATT JOY CFO, BT&O RECOMMENDED FOR APPROVAL ______________________________ RODOLFO ROSAS, P.E. Acting Executive Director Public Works Agency Rodolfo Rosas Digitally signed by Rodolfo Rosas DN: cn=Rodolfo Rosas, email=rrosas@santa-ana.org, c=US Date: 2026.03.23 07:55:29 -07'00'