25-15-02 - RFQQ - Data Center.DOCX

REQUEST FOR QUALIFICATIONS AND QUOTE

#25-15-02

Project Title: Data Center/Co-location Facility Design Consultant

Questions and Proposal Submit To:

Michelle Ochweri, Procurement Manager - cp@bentonpud.org

OVERVIEW

The purpose of the Request for Qualification & Quote (RFQQ) is for Public Utility District No.1 of Benton County (the District) to obtain proposals from highly qualified Consultant who has experience in design of a small data center/co-location facility as described below and drawing provided for site location. The District is open to all solutions could be a Prefabricated building, Modular building, or Custom design depending on consultant’s recommendations. The successful Consultant chosen from this request will be required to meet with the Districts team to finalize a proposal to meet the final needs of the District which will include specifications and drawings required for the District to bid the project.

The District has specified all the current needs of the District in addition to a proposed project incorporated into the standard needs of the District which may change the size of the facility after fully understanding proposed options for the data center/co-location facility. It is the intention of the District to have an in-person meeting with the successful Consultant to discuss details of the project.

After responses to this RFQQ are received, the District will evaluate and award the contract to the response that best fits its needs as determined by the selection criteria. The District reserves the right to award all or portions of the work defined in this RFQQ. The term of the proposed contract will be defined with the successful Consultant.

PROJECT SCOPE OF WORK TO BE DESIGNED

The facility and associated equipment shall be properly designed and meet industry-acceptable standards for a data center. This includes but is not limited to:

· Space: There must be sufficient floor space to support the racks and cabinets used to hold all the IT infrastructure that will be installed and be able to be subdivided to accommodate different purposes or use types.

· Power: There must be adequate, stable, and reliable power to operate all the IT infrastructure equipment.

· Cooling. Sufficient heating, ventilation, and air-conditioning (HVAC) capacity for the facility and to remove heat from the IT infrastructure equipment housed in the cabinets.

· Security. The data center must include controlled access, including but not limited to employee badge access, access codes, and video surveillance. Each area shall be isolated from others and have the same security capabilities. The data center must be capable of limiting access to cabinet locations via electronic proximity system, and have the capability to track and create access log reports to include:

· Ability to review the physical and environmental space(s).

· Ability to review the people with access every 180 days.

· Ability to manage access (add/remove user) easily and securely.

· Ability to record who accesses the space(s) in an automated process.

· Process for entry/removal of equipment from space(s)

Management:

The data centers shall incorporate a building management system (BMS) designed to help the owner and notify the stakeholder (customer IT support organization leaders) in real time of temperature, humidity, power, or cooling level issues, as well as access and security logging.

The Data Center must comply with all National Fire Protection Association (NFPA) electrical and fire suppression system requirements described in the following NFPA standards and codes:

· 70E – Standard for Electrical Safety in the Workplace

· 72 – National Fire Alarm Signaling Code

· 75 – Standard for the Fire Protection of Information Technology Equipment

· 76 – Standard for the Fire Protection of Telecommunications Facilities

· 90A - Standard for the Installation of Air-Conditioning and Ventilating Systems

· 101 – Life Safety Code

Requirements:

1. Twenty-five (25) with growth to thirty (30) modern “deep” 42 U server cabinets with sides, front and back lockable doors, vertical cable management, and two vertical Power Distribution Units (PDU) per rack that are equivalent to Vertiv™ part # VP7N6003. Each of the two (2) PDUs installed in each cabinet shall be Rack PDU, Switched, ZeroU, 60A, 200/208 (21) C13 & (3) C19 with remote monitoring and management capabilities, including remote power control for each outlet. Rack depth 1200mm or 47.8 inches.

2. Provisioning of power to each server cabinet shall be as follows:

· Two (2) Three (3) Phase, 208V, 60A receptacles accepting a 3P+E (IP44) plug for each cabinet.

· One outlet is to be connected to Uninterruptable Power Supply (UPS) and the other outlet is to be connected to conditioned line power.

· In this case conditioned power is to be understood as being provided by a K type transformer to reduce harmonics.

3. The UPS shall be provisioned with battery capacity sufficient to support a 15-minute run time for the full rated load of all racks and equipment on the UPS.

4. The UPS shall have generator backup. Generator backup shall be available and on-line within the 5-minute runtime of the UPS. The generator backup shall run until commercial power is restored.

5. The Data Center shall always appropriate cooling with a N+1 configuration. Sufficient cooling to keep the facility and fully equipped cabinets with common industrial network and service equipment within required operating temperatures.

6. Additional space may be required to store and stage equipment for projects, refresh, and repairs.

7. Water leak detection must be provided, or the ability to install our own.

Drawing

Attachment C – Proposed Location; shows the location of where on the District premise there is room for the Data Center/Co-location Facility is. It is the District’s intention to have the successful Consultant help to identify the best location in this area for the Data Center/Co-location Facility. Drawing shows existing infrastructure near the location to help understand area in which the district is planning to develop.

GENERAL INFORMATION

General Overview The District is a publicly owned electric distribution utility that provides electricity for Kennewick, Prosser, Benton City and surrounding rural communities of Benton County. The District’s main office is in Kennewick, Washington. The District supplies electricity to a service territory of approximately 948 square miles and serves approximately 54,000 retail customers throughout the county. The District has approximately 150 employees.

Proposal Information The District reserves the right to reject any or all proposals received in response to this RFQQ.

We further reserve the right to select any part of any of the proposals to develop the most effective consultant to provide software, to do implementation and training. The District will negotiate with any party for terms and conditions of the contract. Proposals to include complete cost structure for software and services required by the RFQQ.

Proposal Submission Please review this RFQQ carefully before responding to ensure that you understand fully all procedural, system, and contractual requirements. To be considered for selection, consultants must submit a complete response to this RFQQ with all items described in RFQQ and required returnable.

Proposals should be submitted electronically via email to:

Michelle Ochweri, Manager of Procurement - cp@bentonpud.org

Conformance with Specifications and Terms All proposals shall conform to the technical specifications and contract terms specified. A sample contract has been provided containing the contract terms. When submitting proposals, the consultant must clearly specify any modifications to the specifications, contract terms, including all exceptions, deletions, additions or other changes in the proposal. Material modifications as deemed by the District may be considered as non-responsive and the proposal rejected.

Amendments to RFQQ If it becomes necessary to amend this RFQQ, all consultants who have been issued RFQQ will receive copies of the amendments.

Cost to Prepare Proposals The invitation to submit a proposal does not commit the District to pay any costs incurred in the submission of the proposal, or in making any necessary studies or designs for its preparation.

Proprietary Information The District is a public entity subject to the disclosure requirements of the Washington Public Records Act of RCW 42.56. All records submitted to the District in this RFQQ are public records subject to disclosure unless exempt under RCW 42.56. It is the consultant’s (proposer’s) responsibility to understand the requirements of RCW 42.56. The District, as a public entity, must comply with public disclosure laws. As such, the District may be obligated to release information marked as proprietary and confidential, including but not limited to proposals and contract documents, in response to a formal public records request. Specific information and records submitted to the District in response to this RFQQ that the consultant desires to claim as exempt from disclosure under the provisions of RCW 42.56, or other state or federal law that provides for the nondisclosure of information must be clearly identified and designated as “Exempt Information”. If a public records request is received by the District for any information that is marked as “Exempt Information”, the District will notify the proposer of the request and that the records will be released to the requester on a specific date unless the proposer obtains a court order enjoining the disclosure by the date specified. The District assumes no contractual obligation to support or enforce any claim of exemption by the proposer.

Confidential and proprietary information provided to the proposers shall not be shared with other organizations. The consultant that is awarded the contract for this project will be required to execute a non-disclosure agreement. See attached contract for sample language. The Consultant that is awarded the contract for this project will be required to execute a non-disclosure agreement. See Appendix – Non-disclosure Agreement.

Access to Premises Access to customer premise for installation will be allowed during normal business hours, which are 7:00am – 5:00pm PST. No claims for premium payment for work outside normal hours will be honored unless specifically agreed to in writing by the District in conjunction with work not covered in this RFQQ.

Acceptance of Proposal Content The successful consultant will be expected to enter a contract based on proposals made and the terms and conditions of the RFQQ and any subsequent amendments. Failure to complete negotiations will result in disqualification of the proposal. The contents of the proposal of the consultant, specifically including those parts that deal with contractual requirements, purchase prices, and official published specifications will become contractual obligations, and will be made part of the final contract. RFQQ’s must be submitted with company authorized signature included. If any discrepancy arises between the consultant’s form contract and the proposal, the terms in the proposal shall prevail. Failure of the consultant to accept these obligations in a purchase agreement, purchase order, delivery order, or similar acquisition instrument may result in cancellation of the award.

Price Increases Consultants must affirm that prices as proposed will be valid for a minimum of 90 days after the proposal is submitted. However, upon the award of a contract, the purchase price becomes firm and may not be changed thereafter for the term of the contract agreed upon.

Taxes Proposals shall reflect the exemption of Federal Excise Tax. The contract is subject to Washington State Sales Tax, but the proposal price shall not include this amount. The Consultant shall include appropriate taxes on each invoice.

Prime Consultant Responsibilities The successful consultant shall assume responsibilities for the Contract as outlined in the response to this proposal. Further, the District will consider the consultant to be the sole point of contact regarding contractual matters, including payment of any and all charges resulting from contract award from this RFQQ.

Permits, Licenses, Ordinances, Regulations Any and all fees that pertain to the work of any consultant required by the state, county, or city laws shall be paid by the consultant. All other applicable permits or fees required by laws, ordinances, and regulations shall also be paid by the consultant. The consultant must give all notices necessary in connection therewith. All parts of this work that are required to be inspected by the District, Benton County, or the State of Washington become the responsibility of the consultant. If such work fails to meet the inspection requirements, the work shall be corrected by the consultant at its expense. All work of the consultant shall comply with local and other governing ordinances, codes, and regulations, including OSHA regulations and requirements. No claims for additional payment will be approved for changes required to comply with codes, ordinances, and regulations in effect on the date of the installation. The consultant shall comply with all laws and regulations applicable to the project.

Acceptance The Contract shall be accepted when it is completed and conforms to the requirements and specifications in this RFQQ.

EVALUATION PROCESS

The objective of evaluation is to examine each proposal to determine if it meets the mandatory requirements, and to judge how well it meets the requirements outlined in this RFQQ. The first step in the evaluation process will be to determine the degree to which proposals conform to the requirements. Those proposals failing to meet requirements may be rejected without further evaluation. Also, incomplete proposals may be rejected as non-responsive.

The selection decision will be based on the selection criteria as outlined in Selection Criteria section of this RFQQ. Technical and functional capabilities will outweigh monetary aspects of the project within budgetary constraints.

ORGANIZATIONAL CAPABILITIES

Provide a brief overview of your company:

· Ownership

· Industries served

· Size of company

· Hours of operation Consultant experience:

· Describe your firm’s experience in conducting market research and designing and implementing customer satisfaction surveys.

· Please provide a list of three similar clients with contact names and numbers to allow us to contact them.

Cost:

Provide pricing methodology to include breakdown of staff resources and hourly rates that would be included to meet the scope of work for this project.

SELECTION CRITERIA

Consultant selection will be based on the following criteria:

· Proposal to perform services

· Qualifications and Experience of firm to Design - Data Center/Co-location Facility

· Qualifications and experience of proposed staff to support project

· References (Similar size small projects)

· Price

LIST OF RETURNABLE ITEMS – (Response to be prepared in this order)

Provide overview of Company

· Company Profile

· Number of employees

· Location of office

Consultant Experience

· Describe approach to project

· Provide credentials for employees supporting project

Attachment B - Proposal signature pages

Cost Proposal to prepare design and specifications for project

Exception list – include any exceptions to scope of project or to sample Contract otherwise mark document as “NONE”

Attachment A - Reference Page – (minimum 3) similar or like project

Current W-9

Exhibit A – Sample Contract

PUBLIC UTILITY DISTRICT NO. 1 OF BENTON COUNTY

AGREEMENT FOR PROFESSIONAL SERVICES

Title

I. PARTIES

This Agreement is entered into by and between Public Utility District No. 1 of Benton County with its principal place of business located at 2721 W. 10th Avenue, Kennewick, Washington, hereinafter referred to as the "District" and _______________ with offices and its principal place of business located at ____________, hereinafter referred to as the "Consultant".

II. STATEMENT OF WORK

as described in Appendix A.

III. COMPENSATION

The Consultant will be paid within a period of thirty (30) days after receipt of invoice and in accordance with Appendix B - Schedule of Payments, attached hereto.

The maximum amount payable by the District to the Consultant under this Agreement shall not exceed $____

IV. TERM OF AGREEMENT

This Agreement shall commence on ____ and terminate on ____.

V. DOCUMENTS INCORPORATED

The following documents are, by this reference, incorporated into and made a part of this Agreement for Consulting Services. Also incorporated by this reference are General Terms and Conditions described on Sheets 3, 4, and 5.

Appendix A - Statement of Work Appendix B - Schedule of Payments Appendix C - Special Conditions (if applicable) Appendix D – Reimbursement of Expenses Appendix E – Confidentiality and Nondisclosure Agreement Appendix F – Data and Information Security Clause

VI. ADMINISTRATION

The District's Contracting Officer for this work is Michelle Ochweri. The District's Technical Representative for this work is __________.

VII. BOUND PARTIES

This Agreement shall be binding upon the parties hereto and their representatives, heirs, executors, successors and assigns.

VIII. EXECUTION

The District is a public entity subject to the disclosure requirements of the Washington Public Records Act of RCW 42.56. The consultant expressly acknowledges and agrees that its proposal and any information consultant submit with its proposal or which consultant submits to the District in its performance of any contract with the District is subject to public disclosure pursuant to the Public Records Act or other applicable law and the District may disclose consultant’s proposal and/or accompanying information at its sole discretion in accordance with its obligations under applicable law.

The District must comply with the Preservation and Destruction of Public Records RCW 40.14. The consultant expressly acknowledges and agrees that it will maintain all records and documentation related to the contract in accordance with its obligations under applicable law.

In the event that the District receives a request pursuant to the Washington Public Records Act, or other legal process requesting or mandating disclosure of any information or documents submitted to the District by consultant, the District’s sole obligation shall be to notify the consultant promptly, so that the consultant at consultant’s expense and cost, may seek court protection of any of the requested information consultant deems confidential.

IN WITNESS WHEREOF, the parties hereto have duly executed this Agreement.

PUBLIC UTILITY DISTRICT NO. 1 NAME

OF BENTON COUNTY

BY:____________________________________ BY:_________________________________

PRINT: ___________________ PRINT: _____________________________

TITLE: ___________ TITLE: ______________________________

DATE: _________________________________ DATE: ______________________________

UBI NO.

GENERAL TERMS AND CONDITIONS

Benton PUD Agreement for Professional Services

1. DEFINITIONS

A. District "District" shall mean Public Utility District No. 1 of Benton County, a municipal Corporation of the State of Washington.

B. Consultant "Consultant" shall mean the person, firm, partnership or corporation who has executed this Agreement.

C. Subcontractor Person, firm, partnership, or corporation having a contract with Consultant or with a Subcontractor to any tier of Consultant for the performance of any part of the work.

2. AGREEMENT

This Agreement represents and incorporates the entire understanding of the parties hereto concerning the statement of work specified in Appendix A, and each party acknowledges that there are no warranties, representations, covenants or understandings of any kind, manner or description whatsoever by either party to the other except as expressly set forth and herein above written.

3. CONSULTANT

In performing services under this Agreement, Consultant shall operate as and have the status of an independent contractor and shall not act as or be an agent or employee of the District. For this reason, all of the Consultant's activities will be at its own risk.

Consultant confirms that Consultant has not retired under the Washington State 2008 early retirement factors program.

4. PROFESSIONAL CONDUCT

Consultant agrees to perform its consulting services with that standard of care, skill and diligence normally provided by a professional person in the performance of such consulting services in respect to work similar to that hereunder. Consultant is hereby given notice that the District will be relying on the accuracy, competence, and completeness of Consultant's services hereunder in utilizing the results of such services.

5. INDEMNIFICATION

Consultant shall protect, hold free and harmless, defend and pay on behalf of the District (including its managers, commissioners and employees) all liability, penalties, costs, losses, damage, expense, causes of action, claims, or judgments, (including attorney's fees) resulting from injury or death, sustained by any person (including consultant's employees) or damage to property of any kind which injury, death, or damage arises out of or is in any way connected with consultant's performance of this contract. Consultant's hold harmless agreement shall apply to any act or omission, willful misconduct or negligence whether passive or active, on the part of consultant (its agents or employees); except, that this agreement shall not be applicable to injury, death, or damage to property or persons arising from the sole negligence or the sole willful misconduct of Public Utility District No. 1 of Benton County, its managers, commissioners, and employees.

In any and all claims against the District by any employee of Consultant, the indemnification and hold-harmless obligation herein shall not be limited in any way by any limitation on the amount or type of damages, compensation or benefits payable by or for the Consultant under worker's compensation acts, disability benefit acts, or other employee benefit acts, AND CONSULTANT SPECIFICALLY AND EXPRESSLY WAIVES ANY IMMUNITY UNDER SUCH ACTS. CONSULTANT ACKNOWLEDGES THAT THIS WAIVER HAS BEEN MUTUALLY NEGOTIATED BY THE PARTIES.

6. INSURANCE

The Consultant shall have, and maintain throughout the Contract period, insurance and benefits in the following minimum requirements:

(a) Workers' compensation insurance, Social Security, Federal Income Tax deductions, and any other taxes or payroll deductions required by law for, or on behalf, of its employees.

(b) Employer's liability, professional liability, commercial general liability (bodily injury and property damage) and comprehensive auto-mobile liability (bodily injury and property damage) insurance, with each policy having maximum limits of not less than $1,000,000.

(c) Consultant shall provide an endorsement on the Commercial General Liability and Property Damage policy naming the District as additional insured and add a separation of insured clause or a cross liability endorsement.

The District shall have the right at any time to require commercial general liability, automobile liability, and property damage insurance greater than those required in subsection (b) of this section.

Consultant shall deliver to the Purchasing Department of the District, no later than ten (10) days after award of the Agreement, but in any event prior to execution of the Agreement by the District and prior to commencing work, Certificates of Insurance, identified on their face as the Agreement Number to which applicable, as evidence that policies providing such coverage and limits of insurance are in full force and effect, which Certificates shall provide that not less than thirty (30) days advance notice will be given in writing to the District prior to cancellation, termination or alteration of said policies of insurance. Such advance notice of cancellation, termination, or alteration of said policies shall be delivered to the Purchasing Department of the District.

7. DISCOVERY OF CONFLICTS, ERRORS, OMISSIONS OR DISCREPANCIES

In case of conflict or discrepancies, errors, or omissions among various parts of the Agreement, the matter shall be submitted immediately by Consultant to the District for clarification. Any work affected by such conflicts, discrepancies, errors or omissions which is performed by Consultant prior to clarification by the District shall be at Consultant's risk.

8. ROYALTIES, PATENTS AND LICENSES

The District shall have a permanent, assignable non-exclusive royalty-free license to use any concept, product or process, patentable or otherwise, furnished or supplied to the District by Consultant, or otherwise conceived and/or developed by Consultant in the performance of this Agreement. If requested by the District, Consultant agrees to do all things necessary, at the District's sole cost and expense, to obtain patents or copyrights of any processes, products or writings conceived and/or developed or produced by Consultant in the performance of this Agreement, to the extent that same may be patented or copyrighted, and further agrees to execute such documents as may be necessary to implement and carry out the provisions of this paragraph. All materials prepared or developed by Consultant hereunder, including documents, calculations, maps, sketches, notes, reports, data, models, and samples, shall become the property of the District when prepared, whether delivered to the District or not, and shall together with any materials furnished Consultant by the District hereunder, be delivered to the District upon request and, in any event, upon termination of this Agreement.

9. NONDISCLOSURE

Consultant agrees that he will not divulge to third parties, without the written consent of the District, any information which relates to the technical or business activities of the District obtained from or through the District in connection with the performance of this Agreement unless: (i) the information is known to Consultant prior to obtaining the same from the District, (ii) the information is, at the time of disclosure by Consultant, then in the public domain; or (iii) the information is obtained by Consultant from a third party who did not receive the same, directly or indirectly, from the District and who has no obligation of nondisclosure with respect thereto. Consultant further agrees that he will not, without the prior written consent of the District, disclose to any third party any information developed or obtained by Consultant in the performance of this Agreement except to the extent that such information falls within one of the categories described in (i), (ii), or (iii) above.

If so, requested by the District, Consultant further agrees to require its employees to execute a Nondisclosure Agreement prior to performing any services under this Agreement.

10. SUBCONTRACTS

Any contract entered into by Consultant with any subcontractor or any person or organization for the performance of this Agreement or any portion thereof without prior written consent of District shall be void. Consent will not be given to any proposed contract, as mentioned above, which would relieve Consultant or its surety of their responsibilities under this Agreement.

11. COMPLIANCE WITH LAWS

This Agreement shall be governed by and construed in accordance with the laws of the State of Washington.

Consultant shall promptly give all notices and comply strictly with all laws, codes, ordinances, rules, orders and regulations applicable to the work. Consultant shall hold the District harmless because of any infractions thereof by it or any of its Subcontractors.

Without limitation on the foregoing, the Consultant shall comply with (i) the Washington Industrial Safety and Health Act (WISHA); (ii) if required, Executive Order No. 11246, dated September 24, 1965, as amended by Executive Order 11375, including posting of notices, filing of reports, and initiation of programs; and, if required, the Consultant also will contract with all of its consultants, subcontractors, and/or agents to comply with the foregoing Executive Orders.

Consultant agrees to comply with provisions set forth in Executive Order 11246, as amended, Section 503 of the Rehabilitation Act of 1973, as amended, 38 U.S.C.§4212 of the Vietnam Veterans’ Readjustment Assistance Act of 1974, as amended and all provisions of 29 CFT Part 471, Appendix A to Subpart A (Executive Order 13496).

12. TERMINATION

The District may, by written notice to the Consultant, terminate this Agreement in whole or in part any time, either for the District's convenience, or for the default of Consultant. Upon such termination, all data, drawings, specifications, reports, estimates, summaries, and such other information and materials as may have been accumulated by the Consultant in the exclusive performance of this Agreement shall, in the manner and to the extent determined by the District, become the property of and be delivered to the District.

If the termination is for the convenience of the District, an equitable adjustment in the Agreement price shall be made by Agreement between Consultant and the District in the compensation to be paid Consultant under this Agreement, but no amount shall be allowed for anticipated profit or unperformed services.

If, after notice of termination for failure to fulfill Agreement obligation, it is determined that the Consultant had not so failed, the termination shall be deemed to have been affected for the convenience of the District. In such event, adjustment in the Agreement price shall be made as provided in paragraph ii, above.

The rights and remedies of the District provided in this Article are in addition to any other rights and remedies provided by law or under this Agreement.

13. CHANGES

The District may at any time, by written order, make changes within the Statement of Work of the Agreement in the services to be performed. If such changes cause an increase or decrease in the cost of, or time required for performance of any services under this Agreement, an equitable adjustment shall be made, and the Agreement shall be modified in writing accordingly. Any claim for adjustment under this Article must be asserted in writing within thirty (30) days from the date of receipt by the Consultant of the notification of change, unless the District grants a further period before the date of final payment under the Agreement.

No services for which an additional cost or fee will be charged by the Consultant shall be furnished without the prior written authorization of the District.

14. PROGRESS REVIEW

The services performed under this Agreement shall be subject to review by the District. This periodic review shall not relieve the Consultant of responsibility for proper performance of the services.

15. AUDITS

The Consultant shall, during the life of this contract and for a period of three (3) years following final settlement and close out of the contract, retain sufficient evidence, which shall be freely disclosed to the District, its agents, representatives and the Bonneville Power Administration to permit verification of proper performance of entitlement to payments for work under this contract.

16. PUBLIC RECORDS

The Consultant shall provide public records submitted in the manner directed by the District. The Consultant shall maintain on file and have available to the District its calculations in legible form for a period of three (3) years following termination of this Agreement drawings, specifications, reports and any other documents prepared by the Consultant in connection with any or all of the services furnished hereunder shall be the property of the District.

17. INVOICES

Consultant shall invoice referencing this Agreement number and the Work Release Order Number, if any. Invoices shall be numbered, itemized and supported by proper documentation in accordance with the provisions of Appendix B, Schedule of Payments. Invoices are to be emailed directly to ap@bentonpud.org.

18. REIMBURSEMENT OF EXPENSES

General:

Expenses of a personal nature which do not benefit the District, and which might have been incurred whether or not the traveler was on official business are not reimbursable. These include entertainment, alcoholic beverages, clothes laundering or dry cleaning, traffic violations, side trips not related to District business, expenses of family or other persons not authorized to receive reimbursement from the District, trip insurance, and personal purchases.

Receipts for hotel/motel accommodations, air travel, and rental car shall be attached to invoices as documentation of expenditures, regardless of amount. Receipts for taxi, other forms of local travel, parking fees and other incidental expenses need not be attached unless the amount of the claim exceeds $35 per item.

Transportation:

Travel should be by the most direct route available, and the mode of transport should be the one that is most economical and consistent with the purposes of the trip. The traveler should accept the lowest transportation fares meeting the trip requirements. Indirect routing and stopovers for personal reasons are to be approved in advance and noted on the Travel Expense Report. Related additional costs are not reimbursable.

Lodging:

Payment for lodging is at actual cost for reasonable accommodations, which can vary depending on the location of travel.

Travelers are required to attach an itemized lodging receipt for approved occupancy to the invoice.

Meals:

Travelers are eligible to receive a per diem meal allowance while conducting official District business. Receipts are not required. Travelers are eligible to receive a meal allowance if the business trip requires them to be in travel status during their normal mealtime (i.e., breakfast, lunch or dinner).

The per diem meal allowance is a reimbursement for meal expenses. Per diem amounts will be reduced in instances where a traveler does not incur expenses for meals because they are furnished or included in the registration fee for a meeting or conference. Per diem meal allowances are not reduced for meals served on airlines or for continental breakfast served at the hotel or seminar/conference.

IRS Publication, 1542, Per Diem Rates, will provide per diem rates for travel within the continental United States, Finance & Administrative Services will maintain a table of the per diem rates, including tax and tip, which shall establish the maximum reimbursement for single meals.

The District Auditor may approve an exception to the per diem meal allowance and allow for the reimbursement of actual meal expenses under special circumstances. In such cases, receipts will be required for reimbursement. Reimbursement for tips and gratuities will be limited to 18% of the meal cost.

Contact Finance & Administrative Services for per diem rates for foreign travel.

Communication Expenses:

The cost of business telephone calls is reimbursable, including brief calls (up to 5 minutes) to a traveler’s home relating to safe arrival, change in travel plans and airport transportation.

Charges for fax machine and Internet are eligible for reimbursement if District business requires such communication.

Other Expenses:

Actual costs are reimbursed for necessary baggage handling and other incidental business expenses, including reasonable and customary tips for valet service and housekeeping.

19. NOTICES

Any notice required to be given under this Agreement shall be given by depositing in the U.S. Mail with registered postage prepaid to the address of the District or Consultant, respectively, as set forth herein and shall be effective on the date of mailing as shown by the postmark or shall be given in writing served on an officer of the Consultant or on the Contract and Purchasing Manager of the District.

20. TITLE

The District shall retain title to all District furnished property. All District property and all property acquired by the Consultant, or its subcontractors are subject to the provisions of this clause. If this contract contains a provision directing the Consultant or its subcontractor to purchase material or equipment for which the District will reimburse the Consultant or its subcontractors as a direct item of cost under this contract –

(i) Title to material and equipment purchased from a consultant shall pass to and vest in the District upon random delivery of such material and equipment, and

(ii) Title to all other material and equipment shall pass to and vest in the District upon

(a) Issuance of the material and equipment for use in contract performance; or

(b) Commencement of proceedings of the material and equipment or its use in contract performance; or

(c) Reimbursement of the cost of the material and equipment by the District, whichever occurs first.

Appendix A Statement of Work

Changes to General Terms and Conditions: None

Appendix D

As a public entity, good stewardship requires expenses to be allowable, accurate and reasonable. Expenses that do not meet these criteria may be denied for reimbursement. Expenses of a personal nature which do not benefit the District, and which might have been incurred whether or not the traveler was on official business are not reimbursable. These include entertainment, alcoholic beverages, clothes laundering or dry cleaning, traffic violations, side trips not related to District business, expenses of family or other persons not authorized to receive reimbursement from the District, trip insurance, and personal purchases.

Receipts for hotel/motel accommodations, air travel, rental car, baggage fees, any other airline fees and airport parking shall be attached to invoices as documentation of expenditures, regardless of amount. Receipts for meals must be attached to invoices if the per diem method is not used (see Meals). Receipts for taxi, other forms of local travel, parking fees and other incidental expenses need not be attached unless the amount of the claim exceeds $35.00 per item.

Transportation:

Travel should be by the most direct route available, and the mode of transport should be the one that is most economical and consistent with the purposes of the trip. The traveler should accept the lowest transportation fares meeting the trip requirements. In the case of indirect routing and stopovers for personal reasons, reimbursable expenses are to be limited to the most economical cost of the direct route, while any additional expenses are not reimbursable. Benton PUD reserves the right to make partial reimbursement if transportation costs are excessive or unreasonable.

Lodging:

Payment for lodging is at actual cost for reasonable accommodations at a commercial lodging establishment, which can vary depending on the location of travel. Contractors should stay at the most cost-effective location, considering lodging and transportation costs, meeting location, and personal safety. Benton PUD reserves the right to make partial reimbursement if lodging costs are excessive or unreasonable. If Contractor has questions or concerns, they should seek advance approval.

The lodging expense limitations should be applied to the lodging rate before taxes. Thus, the amount reimbursed or paid for lodging expenses may exceed the established lodging limitation.

Travelers are required to attach an itemized lodging receipt for approved occupancy to the invoice. The following items must be included on the itemized receipt:

Pre-approval from the District will be required if the travelers intend on staying longer than five (5) business days.

Meals:

Travelers must choose between per diem reimbursement and actual meal costs documented by receipts. Only one method may be used for this contract. If actual meal cost reimbursement is chosen, reimbursement may be denied if no receipt is provided. The District reserves the right to limit meal expenses to the maximum per diem (M&IE) amount referred to in the next paragraph. Actual costs more than the maximum per diem (M&IE) amount will be reviewed by the Contract Work Manager and the District’s Auditor or Deputy Auditor.

Per Diem (M&IE) If the per diem method is chosen, then travelers are eligible to receive the per diem and incidental expense (M&IE) allowance authorized by the IRS while conducting official District business. Receipts are not required. The M&IE allowance will be paid up to a maximum of 75% of the M&IE allowance on days of departure and return. Per diem amounts will be reduced in instances where a traveler does not incur expenses for meals because they are furnished or included in the registration fee for a meeting or conference. Per diem meal allowances are not reduced for limited continental breakfasts served at the hotel or seminar/conference. The per diem M&IE allowance recognized by the IRS is published by the U.S. General Services Administration (www.gsa.gov/perdiem) for travel within the continental United States.

Incidental expenses that are included in the per diem M&IE allowance include fees and tips given to porters, baggage carriers, bellhops and housekeeping.

Actual Meal Costs Actual meal costs are reimbursable and must be accompanied by a detailed receipt listing the items purchased. Credit card receipts without details of the expenditures are not acceptable. The purchase of alcoholic beverages is not reimbursable. If actual meal costs are submitted for reimbursement, the District may deny reimbursement for lack of detailed receipt or unreasonable costs. The District will reimburse tips up to 20%. Tips of $3 or less are acceptable regardless of the cost of the meal.

Communication Expenses:

The cost of business telephone calls is reimbursable, including brief calls (up to 5 minutes) to a traveler’s home relating to safe arrival, change in travel plans and airport transportation.

Charges for fax machine and Internet are eligible for reimbursement if District business requires such communication.

Other Expenses:

Actual costs for reasonable and substantiated business costs are reimbursed for other incidental business expenses not specifically included in the per diem M&IE allowance and not specifically addressed elsewhere.

Appendix E Confidentiality and Nondisclosure Agreement

This Confidentiality Agreement (“Agreement”) is by and between Public Utility District No. 1 of Benton County (“the District”), a municipal corporation governed under RCW 54 of the laws of the State of Washington, and ________________________ (“Contractor”).

The District is a public entity subject to the disclosure requirements of the Washington Public Records Act of RCW 42.56. All records submitted to the District in this RFQQ are public records subject to disclosure unless exempt under RCW 42.56. It is the consultant’s (proposer’s) responsibility to understand the requirements of RCW 42.56. The District, as a public entity, must comply with public disclosure laws. As such, the District may be obligated to release information marked as proprietary and confidential, including but not limited to proposals and contract documents, in response to a formal public records request. Specific information and records submitted to the District in response to this RFQQ that the consultant desires to claim as exempt from disclosure under the provisions of RCW 42.56, or other state or federal law that provides for the nondisclosure of information must be clearly identified and designated as “Exempt Information”. If a public records request is received by the District for any information that is marked as “Exempt Information”, the District will notify the proposer of the request and that the records will be released to the requester on a specific date unless the proposer obtains a court order enjoining the disclosure by the date specified. The District assumes no contractual obligation to support or enforce any claim of exemption by the proposer.

For purposes of this Agreement, “Confidential Information” shall include the District’s customer, employee, or consultant information, all technical and business information or material that has or could have commercial value or other interest in the business or prospective business of the District, and all information and material provided by the District which is not an open public record subject to disclosure under the Washington Public Records Act. Confidential Information also includes all information of which unauthorized disclosure could be detrimental to the interests of the District or its customers, whether such information is identified as Confidential Information.

For purposes of this Agreement, “Contractor” shall include all employees, consultants, advisors and subcontractors of Contractor (“its Representatives”).

Contractor hereby agrees as follows:

1. Contractor and its Representatives shall use the Confidential Information solely for the purposes directly related to the business set forth in Contractor’s agreement with the District and shall not in any way use the Confidential Information to the detriment of the District. Nothing in this Agreement shall be construed as granting any rights to Contractor, by license or otherwise, to any of the District’s Confidential Information.

Contractor agrees to obtain and utilize such Confidential Information provided by the District solely for the purposes described above, and to otherwise hold such information confidential pursuant to the terms of this Agreement.

2. In the event third parties attempt to obtain the Confidential Information by legal process, the Contractor agrees that it will not release or disclose any Confidential Information until the District has notice of the legal process and has been given reasonable opportunity to contest such release of information and/or to assert the confidentiality privilege.

3. Upon demand by the District, all information, including written notes, photographs, memoranda, or notes taken by Contractor that is Confidential Information shall be returned to the District.

4. Confidential Information shall not be disclosed to any third party without prior written consent of the District.

5. It is understood that Contractor shall have no obligation with respect to any information known by it or generally known within the industry prior to the date of this Agreement or become common knowledge with the industry thereafter.

6. Contractor acknowledges that any disclosure of Confidential Information will cause irreparable harm to the District and agrees to exercise the highest degree of care in safeguarding Confidential Information against loss, theft, or other inadvertent disclosure and agrees generally to take all steps necessary to ensure the maintenance of confidentiality including obligating any of its Representatives who receive Confidential Information to covenants of confidentiality.

7. The obligation set forth in this Agreement will continue for as long as Contractor possesses Confidential Information. If Contractor fails to abide by this Agreement, the District will be entitled to specific performance, including immediate issuance of a temporary restraining order or preliminary injunction enforcing this Agreement, and to judgment for damages caused by the Contractor’s breach, and to any other remedies provided by applicable law. Any breach of this Agreement shall constitute a default in performance by Contractor in any contract between the District and Contractor. If any suit or action is filed by the District to enforce this Agreement, or otherwise with respect to the subject matter of this Agreement, the prevailing party shall be entitled to recover reasonable attorney fees incurred in the preparation or in prosecution or defense of such suit or action as affixed by the trial court, and if any appeal is taken from the decision of the trial court, reasonable attorney fees as affixed by the appellate court. This Agreement shall be governed by and construed in accordance with the laws of the State of Washington.

Appendix F

DATA AND INFORMATION SECURITY CLAUSE

0. Ownership. District’s data (“District Data,” which shall also be known and treated by Service Provider as Confidential Information) shall include: (a) District’s data collected, used, processed, stored, or generated as the result of the use of the Services; and, (b) personally identifiable information (“PII“) collected, used, processed, stored, or generated as the result of the use of the Services, including, without limitation, any information that identifies an individual, such as an individual’s social security number or other government-issued identification number, date of birth, address, telephone number, biometric data, mother’s maiden name, email address, credit card information, or an individual’s name in combination with any other of the elements listed herein. District Data is and shall remain the sole and exclusive property of District and all right, title, and interest in the same is reserved by District. This Section shall survive the termination of this Agreement.

0. Service Provider Use of District Data. Service Provider is provided a limited license to District Data for the sole and exclusive purpose of providing the Services, including a license to collect, process, store, generate, and display District Data only to the extent necessary in the providing of the Services.