Request for Qualifications

for

Gas-Insulated Substation Consultant

Request For Qualification No. 7000156375

Issued: November 8, 2019

Qualification Submittal Deadline: December 6, 2019 by 3:00 p.m. (Central Time)

CPS ENERGYP.O. BOX 1771

SAN ANTONIO, TEXAS 78296-1771www.cpsenergy.com

(rev’d 11/2018)

I. PURPOSE

A. STATEMENT OF INTENTThe City of San Antonio, acting by and through City Public Service Board (“CPS Energy”) issues this Request for Qualifications (“RFQ”) for the purpose of soliciting Qualification Submittals (“Qualification Submittals”) from companies (“Respondents”) qualified and interested in providing Services and Deliverables as further described and defined herein.

B. ABOUT CPS ENERGYCPS Energy is the nation’s largest municipally owned energy utility providing both natural gas and electric service.  Acquired by the City of San Antonio in 1942, CPS Energy serves more than 800,000 electric customers and 340,000 natural gas customers in and around San Antonio (1,515 square mile service area). CPS Energy is governed by a five-person Board of Trustees, consisting of the Mayor of the City of San Antonio and four citizens representing the four geographical quadrants of the City of San Antonio. Information about CPS Energy’s history, operations and management is available on www.cpsenergy.com.

C. DESCRIPTION OF PROJECTCPS Energy is seeking a qualified Gas-Insulated Substation (“GIS”) subject matter expert (“SME”) to assist in the development of a technical specification to address the procurement of 138kV GIS substations for use in the CPS Energy network as further described in SOW# 10624876.

Upon completion of the technical specification, CPS Energy intends to solicit bids from engineering, procurement and construction (“EPC”) contractors for a planned 138kV GIS substation. The SME will aid in the development of a Request for Proposals (“RFP”) to solicit bids and will assist in the evaluation and selection of the contactor that provides the Best Value to CPS Energy. Lastly, the SME will work in conjunction with the project management and substation engineering groups to oversee the construction of the project through energization of the substation.

(rev’d 11/2018)

D. RFQ SCHEDULECPS Energy will make a concerted effort to maintain the schedule below, but reserves the right to revise the schedule based on CPS Energy’s business needs.

Milestone Date

RFQ Issuance November 8, 2019

Non-Mandatory Pre-Bid meeting CPS Energy145 NavarroSan Antonio, Texas 78205

Webex will be provided

1:00 p.m., November 13, 2019Arrive by 12:30 p.m. to check in with Security Officer

Attendees must present a current, state-issued photo ID

Attendees will be escorted to the Pre-Bid Meeting Room

Deadline for Respondent’s Questions

By 5:00 p.m. (Central time) on November 18, 2019

CPS Energy Responses to Submitted Questions

November 20, 2019

Respondent Qualification Submittals Due

By 3:00 p.m. (Central time) on December 6, 2019

Qualifications Evaluated December 2019 and January 2020

Issuance of Request for Proposals (if CPS Energy elects to issue an RFP)

N/A

Proposed Contract Commencement April 1, 2020

RFQ(rev’d 11/2018) 2

E. CONTACT INFORMATION, QUESTIONS AND ANSWERSDuring the solicitation period, the Procurement Analyst identified below shall be the sole contact for any inquiries from prospective Respondents. Any inquiries from Respondents shall be submitted in writing by electronic mail.

Marco A. GomezProcurement Analyst, Supply Chainmgomezquint@cpsenergy.com

F. RESTRICTIONS ON COMMUNICATIONSRespondents are prohibited from communicating with CPS Energy employees, representatives, staff, or Board Members regarding this RFQ during the period in which Qualification Submittals have been solicited or are being evaluated (other than the Procurement Analyst identified in Section I(E) in the designated manner). Restricted communication includes, but is not limited to, “thank you” letters, phone calls, emails, and any contact that results in the direct or indirect discussion of the RFQ. Violation of this provision by Respondents or their agents may lead to disqualification of Respondent’s Qualification Submittal.

G. QUALIFICATION SUBMITTAL COSTSCPS Energy assumes no liability or responsibility for the costs incurred by the Respondents for any materials, efforts or expenses required in the preparation of Qualification Submittals or in connection with presentations or demonstrations.

II. QUALIFICATION FORMAT & SUBMITTAL

A. PROPRIETARY DATA IN QUALIFICATION SUBMITTALSAll materials submitted to CPS Energy are subject to the Texas Public Information Act upon receipt. If a Respondent does not want proprietary information to be disclosed, each page containing proprietary information must be identified and marked Proprietary at the time of submittal. CPS Energy will, to the extent allowed by law, endeavor to protect such information from disclosure. The final decision as to what information must be disclosed, however, shall be determined by the Attorney General of Texas. Failure to properly identify proprietary information may result in all unmarked pages being deemed non-proprietary at CPS Energy’s discretion and therefore made available to the public upon request. CPS Energy endeavors to not publicly disclose the contents of any Qualification Submittals during negotiations.

B. QUALIFICATION FORMATRespondent must submit a text-searchable PDF (portable document format, non-zipped) of the Qualification Submittal together with supporting documentation and information requirements to the email address specified in Section I(E) on or before the RFQ response deadline identified in Section I(D).

All electronic (soft) copies shall be provided in Adobe portable document format (pdf) that is text searchable, reproduced directly from the native document (i.e. Word, Excel, MicroStation,

RFQ(rev’d 11/2018) 3

AutoCAD).  Scanned images and documents will be considered irregular and may be rejected at the sole discretion of CPS Energy.  The table of contents and the file naming convention shall mirror each other.

Any and all exceptions to any Qualification Submittal document, including to the scope of services, requirements, specifications, or the terms and conditions of the proposed contract(s) must be clearly acknowledged and inserted in “tracked-changes” (red-lined) format using Microsoft Word.

Please do not submit any single email containing more than 40MB of data. If the Qualification Submittal and supporting documentation contain more than 40MB of data, please contact the Procurement Analyst identified herein. CPS Energy cannot accept zipped files.

C. PRICINGRespondents are instructed not to provide any pricing or rates with their Qualification Submittal. CPS Energy shall procure professional services in accordance with Chapter 2254 of the Texas Government Code.

D. QUALIFICATION SUBMISSION REQUIREMENTS Each Respondent1 shall submit with its Qualification Submittal the following information, organized in the following manner, for CPS Energy’s use in evaluating Respondent’s ability to satisfactorily perform the Services. Qualification Submittals not providing all of the requested information are subject to rejection.

1. Minimum Qualifications: Proposals not meeting the Minimum Qualifications are subject to rejection at CPS Energy’s discretion.

1) Engineers with Field Experience in 138kV GIS Substation Design

Respondent must have a licensed professional engineer with a minimum of ten (10) years of experience in 138kV GIS substation design who is assigned as the Team Lead to the CPS Energy project.

Is the Team Lead assigned to the CPS Energy project a licensed professional engineer with ten (10) years of experience in 138kV GIS substation design?

Respond “Yes” or “No”:                                

2. Table of Contents

A table of contents of all sections, figures, exhibits and tables of the Qualification Submittal, all of which must be bookmarked (or tabbed) on the PDF of the Qualification Submittal.

1 If the Respondent is comprised of multiple parties (i.e., a joint venture or consortium), the submitted Qualification Submittal must contain information regarding each individual party.

RFQ(rev’d 11/2018) 4

3. Executive Summary or Cover Letter

a. A brief executive summary of the major facts or features of the Qualification Submittal, including any conclusions, assumptions, and recommendations the Respondent desires to make.

b. The name of the person(s) authorized to make representations on behalf of the Respondent (including for each person their title, address, fax number, e-mail address and telephone numbers).

4. Experience & Qualifications

a. A description of the Respondent’s operational history, which reflects that the Respondent has been actively performing similar Services, as described in the SOW, for the past ten (10) years.

b. A brief description of similar Services provided by Respondent for other companies within the State of Texas and elsewhere, including the name of each company.

c. Information demonstrating the qualifications and resources the Respondent currently has available to provide the Services, including a description of all resources that will be used.

d. Additional Experience & Qualifications:

1) Provide experience separately for each Team member.2

2) Submit at least three (3) representative similar projects in the United States (dollar value and/or scope/size) for each Team member. Include reference names and phone numbers.

e. Key Team Members:

1) Provide information regarding all key personnel to perform the Services (“Key Team Members”). It is a requirement of CPS Energy that the Key Team Members that are engineers assigned to the project will come from the resumes submitted in this RFQ. Changes to this pool of engineers must be approved in advance by CPS Energy.

2) Identify and submit resumes for all Key Team Members. Include Key Team Members experience on projects similar to those listed in the SOW, whether or not they are licensed professional engineers, state(s) of licensure, their field of experience (i.e., electrical, mechanical, civil, structural, environmental, etc.), and their primary work location.

2 For purposes of this RFQ, the term “Team member” shall mean each entity identified in the RFQ Qualification Submittal as a member of the Team (or later approved for inclusion), whether such entity is proposed as an equity owner, subcontractor or subconsultant. A subcontractor or subconsultant may be on one or more proposing Teams.

RFQ(rev’d 11/2018) 5

3) Identify current commitments of each Key Team Member.

4) Proposed function (role) of each Key Team Member on the Project and the name of the primary contact and/or project manager for the CPS Energy project.

RFQ(rev’d 11/2018) 6

5) Key Team Members’ 138kV GIS Substation Design Experience

In the table below, list all Key Team Members, with their respective titles, who will perform Services for CPS Energy. Indicate which Key Team Members are licensed professional engineers (“PEs”). Additionally, indicate the number of years of 138kV GIS substation design experience.

Key TeamMember

NameTitle PE

("Yes" or "No")

Years of 138kV GIS

Design Experience

5. Company / Firm Overview & Multiple Parties

a. The name and a brief description or history of the Respondent.

b. The location of the Respondent’s headquarters and branch locations that will have individuals assigned to CPS Energy.

c. If the Respondent has offices within the City of San Antonio or Bexar County, indicate the name, type (headquarters, branch, etc.), address, telephone number, number of employees, and the general nature of business undertaken at each office.

d. CPS Energy is dedicated to environmentally conscious practices that lead to the betterment of our community. To that end, CPS Energy prefers to purchase products and materials, where feasible, that demonstratively minimize the harmful effects to the environment from their production, transportation, use and / or disposition. This is aligned to our belief that the focus on improving our overall environmental footprint benefits our community and our customers. Please provide information regarding Respondent’s environmental sustainability practices, if any.

e. If the Respondent’s Qualification Submittal includes multiple firms/parties, provide the following information relating to each proposed participating member: (i) company name, (ii) business address, (iii) telephone number, (iv) year company was established, (v) ownership of company, (vi) roles and responsibilities relating to the Project and (vii) a description of participation in the Project. Identify whether the team will be structured as a corporation, limited-

RFQ(rev’d 11/2018) 7

liability company, general partnership, joint venture, limited partnership, or other form of organization.

f. Provide an organizational chart illustrating Key Team Members assigned to CPS Energy.

6. References

a. A minimum of three (3) references from different companies which the Respondent has provided services similar to the Services identified in this RFQ, which shall include the company name, complete address, and contact person’s name and phone number for each reference submitted. A brief description of the services performed by the Respondent shall accompany each reference. In addition to the list provided, CPS Energy reserves the right to independently contact other companies with which the Respondent has engaged in a business transaction.

b. Responses to the items listed below for the last ten (10) years regarding similar services provided in the United States:

1) Evidence of Respondent achieving performance guarantees.

2) Evidence of Respondent meeting required schedule.

3) Cooperation with other parties.

4) Proper and timely coordination of all personnel in completing the project.

5) Consistent demonstration of commitment to excellence in workmanship.

Respondents currently providing services to CPS Energy should provide information from other clients.

7. Surety Bonds, Insurance and Licenses

Provide a list of licenses and certificates held by the Team members, and include a statement that all other licenses and certificates required for performance of the Services will be obtained prior to award.

8. Citations

A list of any citations, notices of violation, legal proceedings, or project terminations that any Federal, State, local regulatory agency or department, corporation, or individual has issued to or against the Respondent, or any employee of the Respondent while that employee was working for the Respondent, during the past three (3) years (“Citations”). For each Citation, state the nature of the Citation and the date of its resolution, together with the contact person for the Respondent who could address any questions about the matter. If there are no Citations, Respondent shall provide such a statement.

RFQ(rev’d 11/2018) 8

9. Subcontractors & Subsidiaries

a. Subcontractors. Subcontractors that may perform any of the Services must be approved by CPS Energy prior to the execution of a contract. If Respondent intends to use subcontractors, complete the Subcontracting Documents available at www.cpsenergy.com (search Subcontracting Documents) or complete the imbedded form.

Additionally, Respondent shall submit resumes including detailed experience of each proposed subcontractor. All Services furnished by a subcontractor in lieu of the Respondent shall be so stated in the Respondent’s Qualification Submittal.

b. Subsidiaries . Any subsidiary of Respondent that may perform any of the Services must be approved by CPS Energy prior to execution of a contract. For any subsidiary of Respondent who will provide Services or to whom the Respondent expects to delegate any of the Services, provide the name, address, and a list of management and key personnel, including resumes showing the experience of individuals actually performing the Services. All Services furnished by a subsidiary in lieu of the Respondent shall be so stated in the Respondent’s Qualification Submittal.

10. Safety Records and Training Program

a. An electronic copy of Respondent’s safety manual1

b. 2018 - Statement of worker compensation EMR2

c. 2017 - Statement of worker compensation EMR2

d. 2016 - Statement of worker compensation EMR2

e. 2018 - OSHA 300 & 300A Injury/Illness Logs3

f. 2017 - OSHA 300 & 300A Injury/Illness Logs3

g. 2016 - OSHA 300 & 300A Injury/Illness Logs3

h. Complete and include the following Respondent Safety Information Questionnaire:

Respondents failing to submit one or more of the documents requested above may be disqualified.

_____________________1 Respondents with safety manuals that have not been updated to meet current Occupational Safety and Health

Administration (“OSHA”) standards within the last twelve (12) months may be disqualified.

RFQ(rev’d 11/2018) 9

2 It is preferred that Respondent’s Experience Modification Ratings (“EMR”) be presented on National Council on Compensation Insurance (“NCCI”) letterhead. Respondents with an EMR > 1.3 may be disqualified. Respondents with an EMR > 1.3 should explain in detail any extenuating circumstances

3 Pursuant to OSHA standards.

11. Business Questionnaire

The Respondent shall submit a completed CPS Energy Business Questionnaire and a current year Form W-9 with the Qualification Submittal. Business Questionnaires shall only be considered valid for one (1) year from classification date and must be updated with a new Business Questionnaire beyond such one (1) year period.

The Business Questionnaire assists CPS Energy, who is a federal contractor for reporting its contracting activity to the federal government, in identifying a Respondent’s business, if applicable, as Local, Small, and/or Diverse in accordance with the definitions/descriptions below:

Local - Any business located in the San Antonio eight-county metropolitan area as defined by the Office of Management and Budget (OMB). The metropolitan area is colloquially referred to as "Greater San Antonio" and is situated in South-Central Texas. The counties included are Atascosa, Bandera, Bexar, Comal, Guadalupe, Kendall, Medina, and Wilson Counties.

Small - A business that does not exceed the Small Business Administration's size standards, which vary by work category. Information about each category and size standard can be located by going to http://www.sba.gov/size/indextableofsize.html

Diverse - Any business which meets one of the following classifications: Women, Minority, Veteran, Historically Underutilized Business (HUB) Zone, or Service-disabled Veteran.

12. Exceptions to Contract & Existing Agreement

Respondents are instructed not to provide any exceptions to the contract with their Qualification Submittal and until requested by the Procurement Analyst. CPS Energy shall procure professional services in accordance with Chapter 2254 of the Texas Government Code. Subsequent to CPS Energy granting an award, it is contemplated that there will be a period of negotiations to finalize the contract(s) between the parties.

RFQ(rev’d 11/2018) 10

a. Existing Agreement/Terms and Conditions . Upon award and request from the Procurement Analyst, if Respondent has a current, non-expired Agreement or Terms and Conditions with CPS Energy, Respondent shall either: (1) provide a copy of the relevant Agreement or Terms and Conditions, or (2) reference the CPS Energy Purchase Order related to the relevant Agreement or Terms and Conditions. CPS Energy reserves the right to negotiate a new Agreement or Terms and Conditions other than that provided by or referenced by Respondent.

b. Exceptions . Upon award and request from the Procurement Analyst, any and all exceptions to the scope of services, requirements, specifications, or the terms and conditions of the proposed contract(s) must be clearly acknowledged and inserted in “tracked-changes” (red-lined) format using Microsoft Word. If there are no exceptions, the words, “NO EXCEPTIONS,” must be stated on the proposed contract.

Any selection of a Qualification Submittal or an award to a Respondent is contingent on the execution of a contract with CPS Energy.  In the event the parties, after good faith negotiations, cannot agree on terms, CPS Energy reserves the right to withdraw the award or RFQ.

13. Disclosure

Respondent shall complete and submit the Disclosure attached as Exhibit A.

14. Other

Any other information or documentation Respondent would like for CPS Energy to review and take into consideration when evaluating the Qualification Submittal.

E. TAXESCPS Energy, a municipally owned electric and gas utility, is a TAX-EXEMPT ORGANIZATION. CPS Energy is exempt from certain sales and use taxes with respect to the purchase price of materials, supplies, equipment and consumables purchased under a separate contract. CPS Energy will provide a Sales Tax-Exemption Certificate upon request.

RFQ(rev’d 11/2018) 11

III. EVALUATION AND SELECTION CRITERIA

A. REVIEW OF QUALIFICATIONS1. CPS Energy will evaluate all Qualification Submittals based upon the evaluation

criteria set forth in this RFQ. CPS Energy may or may not issue an RFP after analysis and evaluation of the Qualification Submittals. CPS Energy reserves the right to reject any and all Qualification Submittals, to waive minor formalities and irregularities, and to evaluate the Qualification Submittals to determine which, in CPS Energy’s sole judgment, represents the best value for the Services requested.

2. CPS Energy may conduct investigations, as deemed necessary, to assist in the evaluation of any Qualification Submittal and to establish the responsibility, qualifications, and financial ability of the Respondent, proposed subcontractors, and other persons and organizations who may perform the Services. The Respondent shall furnish, upon request and in a timely manner, all such data and information requested for this purpose.

3. This RFQ, nor evaluation of the Qualification Submittals, does not commit CPS Energy to enter into a contract or proceed with the procurement of Services.

4. Respondents are advised that price will not be a factor in establishing the short-list of finalists from the response to the RFQ. The specific criteria that will be utilized in evaluating the RFP Proposals shall be described in the RFP (if CPS Energy elects to issue an RFP).

5. If CPS Energy elects to issue an RFP, CPS Energy intends to evaluate the submitted Qualification Submittals and select no more than five (5) Respondents deemed most qualified to submit a response to an RFP. CPS Energy will then solicit RFP Proposals from the short-listed Respondents. Once a Respondent has been short-listed, no changes in the Team members will be allowed.

6. Unless otherwise agreed in writing, CPS Energy reserves the right to engage the Services of multiple Respondents and to utilize other providers for the Services described herein.

7. Only after the selected Respondent(s) ha(s/ve) been awarded a contract by CPS Energy and prior to assignment of an individual to perform the Services at the CPS Energy facility, the successful Respondent(s) shall be required to provide the designated field representative the Contractor Employee Data Form, contained in Exhibit B, titled "NERC Contractor and Vendor Requirements" as Attachment B, titled "Contractor Data Form" for each employee prior to the Engineer initiating the Services. Unless an exception is authorized by the CPS Energy Chief Compliance Officer, CPS Energy shall conduct the required background check. Any Respondent’s employee whose background check results indicate a failure to meet the minimum requirements established within Exhibit B, titled "NERC Contractor and Vendor Requirements," shall not be assigned to perform Services for CPS Energy.

RFQ(rev’d 11/2018) 12

B. EVALUATION CRITERIACPS Energy intends to review the Qualification Submittals for responsiveness to the requirements of this RFQ and to evaluate all responsive Qualification Submittals according to the following criteria indicated, and further explained where applicable, below (not listed in order of importance).

1. Experience. Experience performing Services similar to those described in the SOW. Specific experience criteria may include the following: 138kV GIS substation design experience.

2. Overall Compatibility. The responsibility and qualifications of the Respondent, proposed subcontractors, and other persons and organizations who may perform the Services.

3. Resources. The qualifications and availability of resources.

4. Key Team Members.

a. Key Team Member Qualifications . Respondent members and Key Team Member qualifications as outlined in Experience & Qualifications.

b. Years of Experience, Key Team Members . Consideration will be given to the number of years of experience which Respondent and each individual Key Team Member has. Greater consideration will be given to those with more years of experience.

c. Seasoned Team . Greater consideration shall be given for a Team that has worked together as a team on other similar Projects in the United States.

5. Past Performance. Past performance (schedule, guarantees, cooperation, consistent demonstration of commitment to excellence in workmanship) on similar projects.

6. Safety Records and Training Program

C. LOCAL CONDITIONS AND SUFFICIENCY OF DOCUMENTSBy submitting a Qualification Submittal, Respondent understands and agrees that, by the Qualification Submittal due date, all local conditions and factors affecting Respondent’s Qualification Submittal will have been properly investigated and accounted for in the Qualification Submittal. No adjustments to Respondent’s Qualification Submittal shall be permitted after the Qualification Submittal due date based on the lack of prior information or its effect on the cost (fees, expenses or otherwise) relating to the Services.

CPS Energy makes no warranty, expressed or implied, with respect to the accuracy or sufficiency of the proposed Project description and relating documents or any interpretation of any facts disclosed by any preliminary investigations that may have been made by CPS Energy.

RFQ(rev’d 11/2018) 13

D. ACCEPTANCE AND REJECTION OF QUALIFICATION SUBMITTALSCPS Energy may or may not issue an RFP after analysis and evaluation of the Qualification Submittals. CPS Energy reserves the right to reject any and all Qualification Submittals, to waive minor formalities and irregularities, and to evaluate the Qualification Submittals to determine which, in CPS Energy’s sole judgment, represents the best value for the Services requested.

E. OWNERSHIP OF DOCUMENTSTitle to all RFQ relating documents remains with CPS Energy. All prospective Respondents agree that the RFQ and relating Qualification Submittals will not be used in any manner other than for the preparation of Qualification Submittals.

F. CONTRACT NEGOTIATIONSSubsequent to CPS Energy granting an award, it is contemplated that there will be a period of negotiations to finalize the contract(s) between the parties. Any selection of a Qualification Submittal or an award to a Respondent is contingent on the execution of a contract with CPS Energy.  In the event the parties, after good faith negotiations, cannot agree on terms, CPS Energy reserves the right to withdraw the award or RFQ.

G. BOARD OF TRUSTEESWhile preliminary selection, due diligence and even detailed negotiations and other processes could transpire to ensure critical progress is made, any action taken to award a contract by CPS Energy will be subject to approval by the CPS Energy Board of Trustees and will not be final until such approval process has been completed.  No payment can be made for action taken or Services started prior to the execution of a contract by both parties.

RFQ(rev’d 11/2018) 14