HomeMy WebLinkAbout5.279 Original ContractAGREEMENT FOR CONSULTING SERVICES
THIS AGREEMENT is made this 31 day of Jf}Ncll42y
by and between the City of Port Angeles, a Municipal Corporation of
the State of Washington (hereinafter "City and CRS Sirrine
Engineers, Inc. (hereinafter "Sirrine
IN CONSIDERATION OF THE MUTUAL COVENANTS, AGREEMENTS, TERMS,
AND CONDITIONS OF THIS AGREEMENT, THE PARTIES AGREE as follows:
I. SCOPE OF WORK.
Sirrine will perform the engineering services as
described in the Scope of Work of their proposal N -92 -087, dated
November 29, 1991. Because the funding for this project is
provided by the Bonneville Power Administration under a "Energy
Savings Plan" contract with the City, the requirements of that
contract must also be met and are included in this contract as
exhibit "A
II. PAYMENT.
For services furnished, the City shall pay Sirrine on a
time and expense basis with the total amount of the services
provided not to exceed $50,000.00. The following personnel are
assigned to the project and will be billed at the hourly rates as
listed.
Mike Woodward $85 /hour
Jim Poole $100 /hour
Gail Dubuisson $106 /hour
Marshall Marley $96 /hour
Larry Hebert $75 /hour
Secretarial $30 /hour
Meals, accommodations, and other personal expenses related to this
project will be reimbursed at cost, with limits on meals at
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5,a7q
1992,
$26.00 /day, lodging at $40.00 /night, private vehicle usage at
$.24 /mile or economy size rental car, Airfare at coach class.
Receipts should accompany billings for all expenses other than meal
expenses. Sirrine will submit detailed invoices at the end of each
month with payment being due 30 days from the date of the invoice.
Interest will be charged at the rate of 1 -1/2 percent per month
when payments are overdue.
III. TERMINATION OF SERVICES.
Services may be terminated at any time, at the discretion
of the City, upon payment of the charges that have been accrued
and /or committed to the date of termination.
IV. TERM OF CONTRACT.
This contract will become effective at the date of
signing by both parties and will remain in effect until October 31,
1992.
This agreement represents the final embodiment of the parties'
intentions and understandings. It supersedes any prior
understandings written or oral. No modifications, waiver,
termination, recision, discharge, or cancellation of the agreement
or of any terms hereof shall be binding upon either party unless in
writing executed by an officer or agent of both parties
specifically authorized to do so.
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The following signatures signify acceptance of the above terms
of agreement.
CRS Sirrine Engineers, Inc.
By //m fr z,e_4-v
Title 57 1/1
3
Cityof Port Angeles
Title 'DI RECTOR_ of Ci rY LIGHT
As Authorized by City Council
at its regular meeting
January 7, 1992.
ENERGY SAVINGS PLAN
INDUSTRIAL CONSERVATION AGREEMENT
executed by the
UNITED STATES OF AMERICA
DEPARTMENT OF ENERGY
acting by and through the
BONNEVILLE POWER ADN JISTRATIO1
and
CITY OF PORT ANGELES_ WASHINGTON
Index to Sections
ATTACHMENT A
Contract No. DE- MS79- 91BP93167
Procurement No. 76202
Section Eau
1. Term 2
2. Definitions 3
3. Exhibits 5
4. Interpretation 5
5. Cost Sharing Principles 5
6. Project Eligibility 6
7. Project Procedures 7
8. Provisions Required by Bonneville in the Industry Agreement 10
9. Payment 10
10. Energy Review 10
11. Rebates 11
12. Records 12
13. Evaluation 12
14. Dissemination of Information 12
15. Notices and Other Communications 13
16. Entire Agreement 13
17. Dispute Resolution and Arbitration 13
18. Severability 13
19. Signature Clause 14
Exhibit A (General Conservation Contract Provisions) 5
Exhibit B (Project Information Required for Earmarking of Funds) 5
Exhibit C (Project Proposal) 5
Exhibit D (Completion Report Requirements) 5
Exhibit E (Acquisition Payment) 5
Exhibit F (Project Invoice Format) 5
Exhibit G (Energy Review Proposal) 5
Exhibit H (Energy Review Payment) 5
Exhibit I (Energy Review Invoice Format) 5
Exhibit J (Rebate Payment) 5
Exhibit K (Rebate Invoice Format) 5
Exhibit L (Proprietary Information Designation Procedures) 5
Exhibit M (Historic Preservation Implementation Guidelines) 5
Exhibit N (Environmental, Health, and Safety Requirements-
Lighting and Lighting Controls) 5
Exhibit 0 (Operating Area Cost Share Percentages) 5
Exhibit P (Progress Payment Invoice Format) 5
This AGREEMENT, executed 1991, by the UNITED STATES OF
AMERICA, Department of Energy, acting by and through the BONNEVILLE POWER
ADMINISTRATION (Bonneville), and the CITY OF PORT ANGELES, WASHINGTON
(Contractor), a municipal corporation organized under the laws of the State of
Washington;
W I T N E S S E T H:
WHEREAS Bonneville is authorized by the Pacific Northwest Electric
Power Planning and Conservation Act to acquire conservation, to develop and
implement conservation programs, and to determine the cost effectiveness of
such conservation programs in the Region; and
WHEREAS effective on August 24, 1990, Bonneville began operation of a
restructured Energy Savings Plan program (E$P) which, among other things,
expands the scope of the previous program and allows qualified utility
customers to operate E$P; and
WHEREAS the Contractor has proposed to operate E$P pursuant to the terms
and conditions of this Agreement; and
WHEREAS the Contractor and Bonneville intend to acquire the Energy Savings
from conservation projects in the industrial sector of the Contractor's
service territory which achieve efficiency of electric energy use;
NOW, THEREFORE, the parties hereto mutually agree as follows:
1 Term.
This Agreement became effective at 0001 hours on the date the
Contractor signs (Effective Date), and shall continue in effect until
2400 hours on June 30, 2001; provided. however, that either party may
terminate this Agreement upon 90 days' written notice to the other
party. All obligations arising from this Agreement shall be
preserved until satisfied.
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2. Definitions.
All capitalized terms are as defined in Exhibit A, except that the
following terms shall have the following meaning:
(a) "Acquisition Payment" means the applicable Bonneville payment
for Energy Savings, as determined pursuant to the two options
described in Exhibit E.
(b) "Cogeneration" means, for purposes of this Agreement, a project
involving the sequential production of electric and thermal
power from the same heat source.
(c) "Completion Report" means a final report prepared by the
Contractor for each completed Project, in accordance with the
terms of Exhibit D.
(d) "Earmark" means the setting aside of funds by Bonneville in an
amount equal to the estimated Acquisition Payment or estimated
Energy Review Payment.
(e) "Energy Review" means an analysis of an Industry conducted by a
qualified individual or firm to identify electrical energy
conservation opportunities, estimated costs, and estimated
Energy Savings.
(f) "Energy Review Payment" means the Bonneville payment for an
Energy Review as determined pursuant to Exhibit H.
(g) "Energy Review Proposal" means a proposal prepared by the
Contractor in accordance with Exhibit G.
(h) "Energy Savings" means the verifiable or verified first -year
electric energy (kilowatthour) savings associated with a
Project. In the case of existing Industries, the Energy Savings
equal the difference between the measured energy use for a
reasonable time period with and without the Project. In the
case of new and expanding Industries, the Energy Savings equal
the difference between the energy use estimated in the final
engineering plans without the Project and the measured energy
use with the Project. Energy Savings calculations shall exclude
savings resulting from motors for which a Rebate has been paid.
(i) "Energy Savings Verification Test" means a test developed by the
Contractor in accordance with Exhibit C (Project Proposal) and
conducted by the Contractor in accordance with Exhibit D
(Completion Report), in order to measure the Energy Savings for
a Project.
(j) "Fiscal Year" means the period of time which begins on October 1
and ends on the following September 30.
(k) "Free Rider" means a Project that would have been implemented
without E$P.
(1) "Fuel Switching" means an increase in the use of a
non electrical fuel in order to achieve Energy Savings for a
Project. A Project which reduces electrical energy use by
reclaiming waste heat from a non electric source will not be
considered Fuel Switching if there is no increase in use of the
non electrical fuel.
(m) "Industry Agreement" means, for each approved Project, the
executed agreement between the Contractor and the Industry which
provides, among other things, for the installation of and
payment for the Project.
(n) "Industry" means a person, corporation, or business owning,
operating, or managing an industrial manufacturing, processing,
or refining facility located in the Contractor's service
territory which is not a Federal agency or Direct Service
Industry aluminum smelter customer of Bonneville.
(0) "Payment Option" means, for each Project, the payment option
selected by the Contractor pursuant to Exhibit E. The Payment
Option shall be selected on the earlier of the submittal of
Exhibit B or the submittal of the Project Proposal and shall
remain in effect throughout the duration of each Project.
(p) "Progress Payment" means a one -time payment that may be made
after the Contractor certifies to Bonneville that the Project
has been installed in accordance with the Project Proposal. The
payment shall be equal to 501. of the estimated Acquisition
Payment as calculated by the Contractor in the Project Proposal.
(q) "Project" means a project for the installation of equipment that
improves the electrical energy efficiency of an Industry and
that meets the eligibility requirements specified in section 6.
(r) "Project Cost" means all customary and reasonable capitalized
costs incurred by an Industry and the Contractor to implement a
Project, including (1) solely allocated Project- specific
administrative costs, and (2) reasonable, non Project- specific
administrative costs related to promotion of E$P; engineering
design and planning costs; Proposal preparation costs; equipment
installation, removal, and abandonment -in -place costs;
instrumentation and data collection equipment to verify Energy
Savings; permit and inspection fees; and sales taxes. Operation
and maintenance expense, depreciation, profit (margin), and
other typically annual costs are not to be included in Project
Cost.
(s) "Project Proposal" means a detailed description of a proposed
Project, which shall be prepared by the Contractor and the
Industry in accordance with Exhibit C.
(t) "Proprietary Information" means trade secrets or financial or
commercial information which if disclosed could cause
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substantial competitive harm to the Industry or Project
equipment suppliers and which is designated as proprietary by
the Industry in accordance with Exhibit L.
(u) "Rebate" means a payment to encourage installation of
high- efficiency electric motors which qualify under section 11
of this Agreement.
(v) "Receipt and Acceptance" means the process in which Bonneville
reviews completed work to determine if the Contractor is in
compliance with the terms of this Agreement, and by which
Bonneville authorizes payment as appropriate.
(w) "Simple Payback" means the estimated Project Cost divided by the
value of the estimated Energy Savings associated with the
Project calculated at the Contractor's applicable retail rate.
Such calculations are to include demand, energy, and power
factor components as applicable.
3. Exhibits.
Exhibit A (General Conservation Contract Provisions dated 4/01/90),
Exhibit B (Project Information Required for Earmarking of Funds),
Exhibit C (Project Proposal), Exhibit D (Completion Report
Requirements), Exhibit E (Acquisition Payment), Exhibit F (Project
Invoice Format), Exhibit G (Energy Review Proposal), Exhibit H
(Energy Review Payment), Exhibit I (Energy Review Invoice Format),
Exhibit J (Rebate Payment), Exhibit K (Rebate Invoice Format),
Exhibit L (Proprietary Information Designation Procedures), Exhibit M
(Historic Preservation Implementation Guidelines), Exhibit N
(Environmental, Health, and Safety Requirements Lighting and
Lighting Controls), Exhibit 0 (Operating Area Cost Share
Percentages), and Exhibit P (Progress Payment Invoice Format) are
hereby attached and by this reference made a part of this Agreement.
4. Interpretation.
(a) If a provision in the body of this Agreement is in conflict with
a provision contained in Exhibit A, the former shall prevail.
(b) Except as provided in section 22 of Exhibit A, nothing contained
in this Agreement shall, in any manner, be construed to abridge,
limit or deprive any party hereto of any remedy, either at law
or in equity, for the breach of any of the provisions of this
Agreement.
5. Cost Sharing Principles.
Cost sharing principles specify the percentage of each Acquisition
Payment, Energy Review Payment, and Rebate payment that Bonneville
pays under this Agreement. The portion which Bonneville pays is
related to the percent of each utility's firm load which is served by
Bonneville. The cost sharing percentages for the year beginning
October 1, 1990, including the Contractor's, are provided in
Exhibit 0. Bonneville shall have the right to unilaterally revise
Exhibit 0 as necessary to reflect changes in the cost sharing
percentages.
6. Proiect Eligibility.
(a) An Industry may not receive funding through other Bonneville or
Federally funded programs for the same Project or portion of the
Project, unless otherwise agreed by Bonneville.
(b) Equipment to be upgraded as part of a Project must be capable of
operating. Equipment off line for routine maintenance or repair
is eligible provided an acceptable baseline for determining
Energy Savings can be established. Equipment that has been
retired in place is ineligible unless it is being renovated for
installation in a new or expanding Industry and provided that a
baseline acceptable to Bonneville for determining Energy Savings
can be established.
(c) A Project is ineligible if installation begins prior to the
earlier of the Earmarking of funds by Bonneville, or the
effective date of the Industry Agreement.
(d) For existing Industries, Bonneville will not acquire Energy
Savings in excess of the amount of firm electric energy which
was purchased from the Contractor for use in the Industry during
the 12 -month period prior to the date that funds are Earmarked
for a Project.
(e) The risk of financing Free Riders shall be minimized by the
Contractor using a methodology acceptable to Bonneville. Such
methodology shall be mutually agreed upon prior to any payment
made by Bonneville under this Agreement.
(f) The Contractor shall comply with the Historic Preservation
guidelines attached hereto as Exhibit M, for each Project funded
under this Agreement.
(g) The Contractor shall comply with the Environmental, Health and
Safety Requirements Lighting and Lighting Controls, attached
hereto as Exhibit N, for each Project which involves lighting or
lighting controls.
(h) The Contractor shall ensure that the Industry complies with all
applicable Federal, state, and local laws, codes, and
regulations for each Project funded under this Agreement.
(1) Projects to improve power factor are eligible but must be
approved by Bonneville on a case -by -case basis. For purposes of
this subsection, a power- factor improvement project is one
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involving the installation of power factor improvement equipment
at or near the point(s) of end use within an Industry to reduce
electrical- energy line losses on the Industry's electrical
system. The Energy Savings associated with such Projects shall
not include any such line -loss reductions on the Contractor or
Bonneville electrical systems. Projects involving the
installation of power factor improvement equipment as part of
another Project and required to maintain the Industry's power
factor at its pre- Project level do not require the
above mentioned prior Bonneville approval.
(j) A Project is ineligible if it uses energy produced by a solar,
wind, water, geothermal, or similar source to directly reduce
the electric power requirements of an Industry.
(k) A Project is ineligible if it utilizes Fuel Switching or
Cogeneration.
7. Proiect Procedures.
(a) Following a determination by the Contractor that a proposed
Project has satisfied the eligibility requirements of section 6
above, the Contractor shall prepare a written request to Earmark
funds for the proposed Project, which contains the information
required by Exhibit B.
(b) The Contractor shall submit the written request to Earmark funds
for the Project to the Bonneville representative specified in
section 15 below.
(c) If the Contractor has determined, pursuant to item 9 of
Exhibit B, that the proposed Project is not categorically
excluded for environmental purposes, then Bonneville agrees to
work with the Contractor and the Industry to determine the
appropriate level of environmental documentation required in
accordance with the National Environmental Policy Act. If a
determination is made by Bonneville that a proposed Project may
have significant environmental impacts, then that Project may be
ineligible for funding under this Agreement.
(d) Following Receipt and Acceptance of the written request to
Earmark funds, and subject to availability of funds, Bonneville
shall Earmark funds for the Project for the appropriate Fiscal
Year and in an amount equal to the estimated Acquisition Payment
as provided in the written request.
(e) Following notification by Bonneville that funds have been
Earmarked for a Project, the Contractor shall enter into an
Industry Agreement, which shall, among other things, contain
provisions as described in section 8 below.
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(f) If the Contractor desires a Progress Payment for a completed
Project, the Contractor shall notify Bonneville. Following
agreement by the Bonneville representative, the Contractor shall
submit the following to Bonneville following the installation of
the Project:
(1) The Project Proposal; and
(2) a Progress Payment invoice prepared in accordance with
Exhibit P. 1
Following Receipt and Acceptance of the above documents,
Bonneville shall authorize payment to the Contractor.
Bonneville shall pay the Contractor pursuant to section 9 below.
(g) Within 60 days following the installation of the Project, unless
otherwise mutually agreed, the Contractor shall submit the
following to Bonneville:
(1) a Project Proposal which shall contain all of the
information required by Exhibit C (the Project Proposal may
be Received and Accepted earlier pursuant to
subsection 7(f) or 7(1));
(2) a Completion Report prepared in accordance with Exhibit D;
(3) The Acquisition Payment calculation as specified in
Exhibit E; and
(4) a copy of the signature page of the Industry Agreement
which shows that both the Contractor and the Industry have
signed the Industry Agreement; also include a copy of the
page which shows the effective date of the Industry
Agreement.
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(h) Bonneville will review the documents submitted pursuant to
section 7(g) above within 30 days, unless otherwise mutually
agreed, and shall notify the Contractor in writing of the
outcome of the review. If Bonneville determines that the
documents submitted in accordance with section 7(g) above are
not prepared in accordance with the terms of this Agreement,
then the Contractor shall, within 30 days, or another date
mutually agreed, make the necessary changes. If the documents
submitted pursuant to section 7(g) above are determined by
Bonneville to be unacceptable and cannot be modified, then the
Earmarked funds will be released and Bonneville will not be
obligated to fund the Project under the Industry Agreement. In
this event, the Contractor shall be billed, if applicable, for
an amount equal to any Progress Payment made. Payment will be
due 30 days from the date of the bill. If payment is not
received by the scheduled due date, interest will accrue on the
amount due from the scheduled dueldate to the date paid at the
higher of the Department of Treasury's Current Value of Funds
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Rate or the Bonneville Cost of Borrowing Rate. Upon
Bonneville's Receipt and Acceptance of the documents submitted
in accordance with section 7(g) above, Bonneville shall arrange
to inspect the Project in accordance with section 7(i) below.
(1) The Contractor shall arrange for Bonneville to inspect the
Project. This inspection will be scheduled within 30 days of
acceptance of the documents submitted pursuant to section 7(h)
above, or another date as mutually agreed.
(j) If Bonneville determines, following the inspection, that the
Project is installed in accordance with the Proposal, Bonneville
shall issue written notification to the Contractor within
15 calendar days of the inspection. Within 30 calendar days of
receipt of this notification, or another date as mutually
agreed, the Contractor shall submit an invoice to Bonneville in
the format provided in Exhibit F. Following Receipt and
Acceptance of this invoice, Bonneville shall authorize payment
to the Contractor. Bonneville shall pay the Contractor pursuant
to section 9 below.
(k) If Bonneville determines, following the inspection, that the
Project is not installed in accordance with the accepted Project
Proposal, Bonneville shall notify the Contractor in writing of
such inconsistency within 15 calendar days of such inspection.
The Contractor shall make necessary corrections within
60 calendar days, or by another date as mutually agreed. After
Bonneville has been notified that such inconsistencies have been
corrected, it shall reinspect the Project in accordance with
section 70). If the Contractor does not correct all such
inconsistencies within the period provided, Bonneville may
release Earmarked funds and bill the Contractor, if applicable,
for an amount equal to any Progress Payment made for the
Project. Payment will be due 30 days from the date of the
bill. If payment is not received by the scheduled due date,
interest will accrue on the amount due from the scheduled due
date to the date paid at the higher of the Department of
Treasury's Current Value of Funds Rate or the Bonneville Cost of
Borrowing Rate. If all such inconsistencies have been corrected
as determined by Bonneville, then the provisions of section 7(j)
above apply.
(1) As an alternative to the above Project procedures, the
Contractor may send the Project Proposal to the Bonneville
representative specified in section 15 below prior to the
installation of the Project. Bonneville will review the Project
Proposal within 30 days, or another date as mutually agreed, and
notify the Contractor of the outcome of such review. If
Bonneville Receives and Accepts the Project Proposal, then the
Contractor can proceed with the assurance that there are no
problems with the Project Proposal. If Bonneville determines
that the Proposal is unacceptable, then the Contractor shall
have 60 days or another date as mutually agreed, to correct
deficiencies, resubmit the Project Proposal, and preserve the
Earmarked funds.
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9. Payment.
10. Energy Review.
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8. Provisions Required by Bonneville in the Industry Agreement.
The Industry Agreement shall contain, among other things, provisions
which provide for the following: 1
(a) The installation of the Project and payment by the Contractor
for the Project;
(b) Bonneville to make public any information contained in the
Proposal, except Proprietary Information;
(c) Bonneville to contact appropriate Federal, State or local
jurisdictions regarding environmental, health, and safety
matters related to the Project;
(d) Bonneville to make site visits to the Project, as arranged by
the Contractor; and
(e) Bonneville to gain cooperation from the Industry for Bonneville
to conduct an evaluation of the Project, as provided for in
section 13 below.
(a) Bonneville shall pay the Contractor the amount shown on the
approved Progress Payment Invoice, Project Invoice, Energy
Review Invoice, or Rebate Invoice no later than 30 calendar days
after Bonneville's receipt of each such approved invoice.
(b) Payments in excess of $25,000 shall be made through direct wire
transfer of funds from Bonneville to the Contractor's bank
account, unless otherwise mutually agreed. The Contractor shall
include the name and address of the bank, the Contractor's bank
account number, and the American Bankers Association 9 -digit
routing number on the invoice.
(a) The Contractor may offer Industries the opportunity to undergo
an Energy Review at any time during the term of this Agreement.
(b) The Contractor understands and agrees that, although an Energy
Review may be broad in scope for an Industry, Bonneville will
only pay for Energy Review costs which identify and analyze
Projects which are eligible or appear to be eligible for funding
under this Agreement.
(c) Following a determination by the 'Contractor that (1) an Industry
desires an Energy Review and (2) such Energy Review shall be
performed in a manner consistent with the terms and conditions
of subsection 10(b) above, the Contractor shall prepare and
submit an Energy Review Proposal in accordance with Exhibit G to
Bonneville.
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(d) The Contractor shall ensure, to the extent multiple Projects are
identified in the Energy Review, that the Energy Review costs
associated with each such Project shall be separately
identified. This provision is necessary in order to reduce the
Acquisition Payment for a Project identified in the Energy
Review by the amount of the total Energy Review cost directly
attributable to such Project.
(e) Following Receipt and Acceptance of an Energy Review Proposal,
Bonneville shall Earmark funds for the Energy Review in an
amount equal to the estimated Energy Review Payment as provided
in the Energy Review Proposal.
(f) Within 60 days following the completion of the Energy Review,
unless otherwise mutually agreed, the Contractor shall submit
the following to Bonneville:
11. Rebates..
(1) The Energy Review Payment calculation as specified in
Exhibit N;
(2) an Energy Review invoice prepared in accordance with the
format in Exhibit I; and
(3) a copy of the completed Energy Review.
(g) Following Receipt and Acceptance by Bonneville of the documents
submitted pursuant to subsection 10(f) above, Bonneville shall
authorize payment to the Contractor. Bonneville shall pay the
Contractor pursuant to section 9 above.
(a) The Contractor may, at its option, choose to offer Rebates for
the purchase of high efficiency motors. If the Contractor
chooses not to exercise this option, then the remainder of this
section does not apply.
(b) Rebate amounts will be adjusted for cost sharing as appropriate,
and the Contractor agrees to pass such Rebate amounts to the
end user in their entirety.
(c) Bonneville agrees to pay the Contractor an administrative
payment of $2.00 per horsepower for each high efficiency motor
for which a Rebate has been paid.
(d) Motors which qualify for a Rebate may be purchased anywhere, but
must be installed or placed in inventory by an end user, as
appropriate, within the Contractor's service territory, and be
physically present if inspected by Bonneville.
(e) Rebates will not be available for motors used in irrigation
pumping if the Contractor is participating in a
Bonneville— funded irrigated agriculture retrofit program.
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(f) Bonneville agrees to make available funds for Rebates in an
amount equal to the amount specified on page 3 of Exhibit J
during each Fiscal Year. Bonneville shall revise Exhibit J
effective at 2400 hours on each September 30, in order to
specify the Rebate funds available during each upcoming Fiscal
Year.
(g) Following receipt of a Rebate form from an end user, in
accordance with page 1 of Exhibit J, the Contractor shall submit
the following to Bonneville:
(1) a copy of the completed Rebate form (see page 1 of
Exhibit J); 1
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(2) The Rebate Payment calculation (see page 3 of Exhibit J);
and
(3) an invoice prepared in accordance with the format in
Exhibit K.
(h) Following Receipt and Acceptance by Bonneville of the documents
submitted pursuant to subsection 111(g) above, Bonneville shall
authorize payment to the Contractor. Bonneville shall pay the
Contractor pursuant to section 9 above.
12. Records.
The Contractor shall maintain, and make available to Bonneville upon
request, supporting documents and records for each completed Project,
each completed Energy Review, and each completed Rebate Payment, as
described in section 11 of Exhibit A, including a copy of the
Industry Agreement for each Project.
13. Evaluation.
The Contractor shall have a representative available to discuss each
Project, each Energy Review, and each Rebate Payment with Bonneville
or with Bonneville's evaluation contractor during the term of this
Agreement. This may include site visits to the Industries.
Bonneville agrees to notify the Contractor prior to scheduling any
such site visits, and the Contractor shall have the option to
(1) schedule the Bonneville site visit with the Industry, or (2) have
a the Contractor representative available to accompany Bonneville on
each such site visit. Discussions held in compliance with this
section shall be of a confidential nature, and reports will avoid
identifying the sources of opinions or perceptions.
14. Dissemination of Information.
Bonneville shall not disclose Proprietary Information except as
required otherwise pursuant to applicable laws and regulations.
Exclusive of Proprietary Information, Bonneville shall have the right
to publicly disseminate information provided by the Contractor or the
Industry pursuant to this Agreement. 1
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15. Notices and Other Communications.
Written communication between the parties shall be delivered in
person or mailed to the address and to the attention of the person
specified below:
If to Bonneville:
If to the Contractor:
Bonneville Power Administration
Puget Sound Area Office
201 Queen Ave. North, Suite 400
Seattle, WA 98109 -1030
Attn: Ms. Shannon Greene TBA
Contracting Officer's Technical Rep.
(206) 553 -0675
City of Port Angeles
240 W. Front
Port Angeles, WA 98362
Attn: Scott McLain
(206) 457 -0411 ext. 183
Either party may change or supplement such address or specified
person by giving the other party written notice of such change.
16. Entire Aareement.
This Agreement sets forth the entire agreement of the parties as of
the Effective Date of this Agreement. The rights and obligations of
the parties hereunder shall be subject to and governed by this
Agreement.
17. Dispute Resolution and Arbitration.
Disputes regarding this Agreement shall be resolved under the
provisions contained in section 22 of Exhibit A.
18. Severabilitv.
If any provision of this Agreement is finally adjudicated by a court
of competent jurisdiction to be invalid or unenforceable, it is the
parties' intent that the remainder of this Agreement, to the extent
practicable, continue in full force and effect as though such
provision or any part thereof so adjudicated had not been included
therein.
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19. Sianature Clause.
Each party hereto represents that it has the authority to execute
this Agreement and that it has been duly authorized to enter into
this Agreement.
IN WITNESS WHEREOF, the parties have executed this Agreement.
CITY OF PORT ANGELES, WASHINGTON
By
G
Title EC_Tolt
Date 41/2/9/
((VS6- PMCE -WP +391))
UNITED STATES OF AMERICA
Department of Energy
Bonneville Power Administration
By
Date 3
14
t Sound Area Manager
M/9/
GCCP Form CONS -1
GENERAL CONSERVATION CONTRACT PROVISIONS
Exhibit A
4/1/90
Index to Sections
Section Page
IN REFERENCE TO MEANING
1. Definitions 1
2. Interpretation 4
3. Amendment of Agreement 4
IN REFERENCE TO PROGRAM OPERATION
4. Arrangements with Consumers and Contractors 4
5. Publicity and Advertising 4
6. Arrangements With Other Entities 5
7. Coordination 5
8. Suspension 5
9. Termination 8
10. Uncontrollable Forces 9
IN REFERENCE TO PROGRAM REVIEW
11. Program Records 9
12. Program Financial Audits, Monitoring Reviews,
or Financial Compliance Reviews 10
13. Evaluation 10
MISCELLANEOUS PROVISIONS
14. Indemnification 11
15. Disclaimer of Liability 11
16. Authorization and Consent 12
17. Notice and Assistance Regarding Patent Infringement 12
18. Patent Indemnification 13
19. Assignment of Agreement 13
20. Binding Effect 13
21. No Third Party Beneficiaries 13
22. Dispute Resolution and Arbitration 13
PROVISIONS REQUIRED BY STATUTE OR EXECUTIVE ORDER
23. Contract Work Hours and Safety Standards Act 14
24. Convict Labor 15
25. Equal Opportunity 15
26. Certification of Nonsegregated Facilities 17
27. Officials Not to Benefit 18
28. Bonneville's Obligations Not General
Obligations of the United States 18
29. Other Statutes, Executive Orders, and Regulations 18
IN REFERENCE TO COST SHARING ARRANGEMENTS
30. Cost Sharing Arrangements 19
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1. Definitions.
IN REFERENCE TO MEANING
(a) "Actual Firm Bonneville Load" means the firm energy portion of the
annual average metered requirements, computed average energy
requirement, or contractec requirements under an Electric Utility's
Pacific Northwest Electric Power Planning and Conservation Act
(Pacific Northwest Power Act) firm power sales contract with
Bonneville, as amended.
(b) "Actual Firm Total Load" means the total average of an Electric
Utility's actual firm energy load, as defined in section 3(b) of an
Electric Utility's Pacific Northwest Power Act firm power sales
contract with Bonneville, as amended.
(c) "Conservation" means any reduction in Electric Power consumption as
a result of increases in the efficiency of electric energy use,
production, or distribution.
(d) "Consumer" means any end user of Electric Power in the Region.
(e) "Contractor" means the party or parties to this Agreement other than
Bonneville.
(f) "Contracting Officer" or "CO" means the person designated in writing
by Bonneville's Administrator with the authority to enter into,
administer, modify, suspend, or terminate this Agreement and make
related determinations and findings. The Contracting Officer may
bind the Government only to the extent of delegated authority.
(g) "Contracting Officer's Representative" or "COR" means the person
designated in writing by the Contracting Officer to have all the
rights, powers, and privileges of the Contracting Officer necessary
for the administration of this Agreement. The Contracting Officer's
Representative is not empowered to execute modifications to this
Agreement, to make final decision of any matter which would be
subject to the Dispute Resolution and Arbitration clause of this
Exhibit, or to suspend or terminate for any cause the Contractor's
right to proceed under the Suspension or Termination clauses of this
Exhibit.
(h) "Contracting Officer's Technical Representative" or "COTR" means the
authorized representative of the Contracting Officer designated in
writing by the Contracting Officer for technical actions performed
in relation to this Agreement. This includes the functions of
(1) inspection and review of work performed; .2) inspection and
witness of tests, presentations or other activities;
(3) Interpretation of technical specifications; (4) approval of
Contractor's reports and other materials; and (5) rejection of
nonconforming services material or equipment. The COTR is not
authorized to act for the Contracting Officer in the following
matters relating to this Agreement: (1) modifications to this
Agreement that change the dollar amount, technical specifications,
1
or time for performance; (2) suspension or termination of the
Contractor's right to proceed, either for default or for convenience
of the Government; and (3) final determinations on any matters
subject to the Dispute Resolution and Arbitration clause of this
Exhibit.
(1) "Council" means the 'acific Northwest Electric Power and
Conservation Planning Council established in accordance with
section 4 of the Pacific Northwest Power Act.
(j) "Electric Power" means electric peaking capacity, or electric
energy, or both.
(k) "Electric Utility" means either (1) a utility which signs a Pacific
Northwest Power Act firm power sales contract with Bonneville and
which sells Electric Power to Consumers in the Region, or (2) a
regional Federal agency customer of Bonneville.
(1) "Financial Audit" means a complete interim closeout or final
closeout audit of the records as may be specified in this Agreement.
(m) "Fiscal Year" means the period commencing on October 1 and ending
the following September 30.
(n) "Installer" means an individual, partnership, corporation, or other
entity, other than the Contractor, which installs Measures covered
by this Agreement.
(o) "Measure" means the installation or distribution of materials or
devices or the provision of services which are described in this
Agreement and are intended to accomplish Conservation.
(p) "Operating Area" means those portions of Electric Utility electrical
service areas which are located within the Region and within which
the Contractor may operate in accordance with this Agreement.
(q) "Operating Year" means the period commencing on July 1 and ending
the following June 30.
(r) "Pacific Northwest Power Act" means the Pacific Northwest Electric
Power Planning and Conservation Act, Public Law 96 -501.
(s) "Plan" means the Northwest Conservation and Electric Power Plan in
effect as of the effective date of this Agreement, including any
amendments thereto, adopted in accordance with the Pacific Northwest
Power Act.
(t) "Planned Firm Bonneville Load" means the average annual firm energy
load that an Electric Utility plans to place on Bonneville as
indicated in Bonneville's most recently prepared Pacific Northwest
Loads and Resources information.
(u) "Program" means the Program identified in this Agreement.
2
(v) "Region" means (1) the area consisting of the States of Oregon,
Washington, and Idaho, the portion of the State of Montana west of
the Continental Divide, and such portions of the States of Nevada,
Utah, and Wyoming as are within the Columbia River drainage basin;
and (2) any contiguous areas, not in excess of 75 air miles from the
area referred to in paragraph 1(v)(1) above, which are a part of the
service area of a rural electric cooperative customer served by
Bonneville on the effective date of the Pacific Northwest Power Act
which has a distribution system from which it serqes both within and
without such Region.
(w) "Resource" means (1) Electric Power, including the actual or planned
Electric Power capability of generating facilities; or (2) actual or
planned load reduction resulting from direct application of a
renewable energy resource by a Consumer, or from a Conservation
Measure.
(x) "Uncontrollable Forces" means:
(1) strikes or work stoppage affecting the performance of the
Contractor or of Bonneville; the term "strikes or work
stoppage" shall be deemed to Include threats of imminent
strikes or work stoppage which reasonably require a party to
restrict or terminate its operations; or
(2) such of the following events as the Contractor or Bonneville by
exercise of reasonable diligence and foresight, could not
reasonably have been expected to avoid:
(A) events, reasonably beyond the control of either party,
causing failure, damage, or destruction of any works,
system or facilities necessary for performance; the word
"failure" shall be deemed to include interruption of, or
interference with, the actual operation of such works,
system, or facilities;
(B) floods or other conditions caused by nature which limit or
prevent the performance of either party; and
(C) orders and temporary or permanent injunctions which
prevent said performance, and which are issued in any bona
fide proceeding by:
(i) any duly constituted court of general jurisdiction; or
(ii) any administrative agency or officer, other than
Bonneville or its officers, with proper jurisdiction
(a) if said party has no right to a review of the
validity of such order by a court of competent
jurisdiction; or (b) if such order is operative and
effective and such order is not suspended, set aside,
or annulled in a judicial proceeding prosecuted by
said party in good faith; provided, however, that if
3
The term "performance" as used in this subsection shall be deemed to
Include installation of Measures if installation is required to
Implement the Agreement and is specified therein.
2. Interpretation.
Only Bonneville's Contracting Officer, or the Contracting Officer's
Representative designated in writing, may issue interpretations of this
Agreement which are binding upon Bonneville. Such interpretations shall
be in writing and shall be distributed to each contractor which is a
party to an agreement containing the provision being interpreted. All
such interpretations shall also be available for review at each
Bonneville Area /District Office.
3. Amendment of Agreement.
(a) The cost share table shown in paragraph 30(b)(4) of this Exhibit may
be unilaterally amended by Bonneville if the load categories on
page 11 of the Final Conservation Cost Sharing Principles dated
January 21, 1985, are subsequently changed by a Bonneville policy
review or policy development process. Such change shall be
effective at the beginning of the first Fiscal Year which is no
earlier than 1 calendar year from the date of issuance of such
amendment.
(b) The final cost share percentages determined in. accordance with
section 30 of this Exhibit shall be provided prior to the beginning
of the Fiscal Year for which the determination is made, or as soon
thereafter as is possible.
4. Arrangements with Consumers and Contractors.
The Contractor shall not unreasonably discriminate among Consumers in
Implementing this Agreement. Bonneville shall not unreasonably
discriminate among Contractors in implementing this Agreement.
5. Publicity and Advertising.
such order is suspended, set aside, or annulled in
such a judicial proceeding, it shall be deemed to be
an "uncontrollable force" for the period during which
it is in effect; provided, further, that said party
shall not be required to prosecute such a proceeding,
in order to have the benefits of this
subsection 1(x), if the parties agree that there is
no valid basis for contesting the order.
IN REFERENCE TO PROGRAM OPERATION
(a) Bonneville may inform the general public within the Region of the
existence of the Program encompassed by this Agreement by such means
as press releases, speeches, public service announcements,
advertising, or the like. When applicable, such information shall
indicate that the availability of the Program may vary from area to
area. Bonneville shall inform and coordinate with affected
4
contractors prior to advertising the Program. When applicable, such
information shall indicate that the availability of the Program may
vary from area to area.
(b) The Contractor shall not include in Program advertising or publicity
any representations concerning: (1) warranties; or (2) the terms of
financing which are offered to Consumers by Bonneville through the
Contractor, without Bonneville's prior approval. Any such
representations shall be sent to Bonneville for eview and shall be
deemed disapproved unless approved in writing within 15 days after
receipt.
6. Arrangements with Other Entities.
(a) If the Contractor is an Electric Utility which supplies power for
resale to an entity that places a load on the Contractor, the
Contractor may, with prior written approval of Bonneville and with
the written consent of such entity, offer the Program to Consumers
of such entity.
(b) Bonneville shall have the right to revoke its approval of an
arrangement meeting the conditions of subsection 6(a) of this
Exhibit if the power sales contractual relationship between the
Contractor and the entity changes in such a way so as to decrease
the potential for energy savings to Bonneville from the Program.
(c) The terms and conditions of such arrangement shall be determined by
the Contractor and the entity and shall be consistent with the terms
and conditions of this Agreement.
7. Coordination.
(a) Bonneville shall inform an Electric Utility when this Agreement is
offered to another entity within such Electric Utility's service
area.
(b) Upon the reasonable written request of the Electric Utility whose
load is affected by implementation of this Agreement, the Contractor
shall provide, in a timely manner, the actual or estimated kilowatt
or kilowatthour savings resulting from this Agreement, unless such
information is protected from disclosure by law. Copies of both the
request by the Electric Utility and the Contractor's response shall
also be sent to Bonneville to the address and to the attention of
the person specified in this Agreement.
8. Suspension.
(a) Program Suspension After Consultation.
(1) If Bonneville has determined that the Contractor's
implementation of the Program is not in substantial compliance
with the requirements of this Agreement, Bonneville shall
provide a written description to the Contractor of the specific
nature of the noncompliance.
5
(2) Upon receipt of such written description, the Contractor shall
not submit claims for payment for Measures or energy savings
from Measures affected by such noncompliance.
(3) The Contractor shall correct such noncompliance within a
reasonable time and shall notify Bonneville in writing when
corrective action has been completed. If the Contractor does
not correct the noncompliance within a reasonable time after
written notice is received, Bonneville may either:
(A) suspend all or a portion of the Program in this Agreement,
effective upon the Contractor's receipt of written notice,
or
(B) terminate this Agreement in accordance with
subsection 9(a) of this Exhibit.
(4) If the Program has been suspended pursuant to
subparagraph 8(a)(3)(A) of this Exhibit, Bonneville shall
notify the Contractor in writing of the date that Program
suspension is lifted, upon verifying that the noncompliance has
been corrected.
(b) Program Susoenslon for Environmental, Health, or Safety.
(1) The Contractor shall implement the Program in accordance with
applicable regulations issued by Federal, state, or local
agencies related to the health and safety of the Contractor's
employees and the general public.
(2) If Bonneville determines that implementation of all or a
portion of the Program presents an environmental, health, or
safety threat, Bonneville shall notify the Contractor of such
environmental, health, or safety threat.
(A) Bonneville may immediately suspend all or a portion of
such Program, effective upon the Contractor's receipt of
written notification.
(B) Bonneville shall provide, along with such notification, a
description of the environmental, health, or safety threat
that it perceives and references upon which Bonneville
bases its determination.
(C) The Contractor shall have 30 calendar days from the date
of receipt of the notice within which to comment on the
perceived environmental, health, safety threat and to
propose mitigating action to such environmental, health,
or safety threat and to provide estimated costs of such
actions.
(D) Within 30 calendar days after receipt of the Contractor's
comments, Bonneville shall consider the comments and, at
6
its option, provide the Contractor with a proposed
amendment to this Agreement to mitigate such
environmental, health, or safety threat.
(E) The Contractor shall comment on the proposed amendment
within 30 calendzr days of its receipt.
(F) If Bonneville then issues such amendment, it shall be
attached hereto and made a part of t'iis Agreement.
Bonneville shall reimburse the Contractor for reasonable
increases in the costs of operating this Agreement to the
extent caused by such amendment. Such reasonable
increases shall be incorporated in such amendment.
(G) Bonneville shall notify the Contractor in writing of the
date the Program suspension is lifted.
(3) For environmental, health, or safety issues related to
noncompliance with Federal, state, or local agency regulations,
the Contractor shall bear the costs of compliance; for issues
other than noncompliance, claims for payment for Measures or
energy savings from Measures affected by such environmental,
health, or safety threat shall be limited to those Measures
installed or completed prior to the date of receipt of the
written notification of Program suspension.
(c) Immediate Susoension of Payment.
If Bonneville has reason to believe that the Contractor is claiming
payment for activities which are not in substantial compliance with
the requirements of this Agreement, Bonneville may, effective upon
oral notification to the Contractor, immediately suspend all or a
portion of payment for such activities under this Agreement while
the process in either subsections 8(a) or 8(b) of this Exhibit is
completed. Bonneville shall issue written confirmation of such
suspension of payment to the Contractor on within 48 hours after
oral notification is given. Following the completion of the process
described in either subsections 8(a) or 8(b) of this Exhibit, and
unless this Agreement is terminated as described in subsection 8(a)
of this Exhibit, Bonneville shall notify the Contractor in writing
of the date that suspension of payment is lifted.
(d) After a suspension imposed under subsections 8(a), 8(b) or 8(c) of
this Exhibit is lifted, Bonneville shall pay for all claims that are
in substantial compliance with the requirements of this Agreement,
Including claims for work performed during the previous suspension
of payment.
(e) If this Agreement is suspended in accordance with subsection 8(b) of
this Exhibit, or is suspended under subsections 8(a) or 8(c) of this
Exhibit and no significant corrective actions are required,
Bonneville shall reimburse the Contractor for reasonable costs to
the extent they are caused by such suspension.
7
(f) Within 30 calendar days after Bonneville receives a notice of
reasonable one -time costs incurred by the Contractor to convert its
Program in accordance with subsections 8(a) or 8(e) or section 12 of
this Exhibit, Bonneville shall review and furnish the Contractor
with Bonneville's comments, if any, with respect thereto. When an
agreement is reached, Bonneville shall approve any change in
compensation due to payment of such costs by written notice to the
Contractor. If costs to convert the Program are considered
unreasonable by Bonneville, Bonneville may terminate this Agreement
and obligations for payment under the provisions in this Agreement.
9. Termination.
(a) If the Contractor has failed to comply with the requirements of
subsections 8(a) or 8(b) of this Exhibit, Bonneville may terminate
this Agreement 30 days after receipt of written notice by the
Contractor.
(b) If the Contractor is an Electric Utility and gives notice of its
intent to terminate, or terminates its Pacific Northwest Power Act
firm power sales contract with Bonneville, Bonneville may terminate
this Agreement by giving the Contractor 30 days' written notice.
(c) If the Contractor is not an Electric Utility and the Electric
Utility serving the Contractor of this Agreement gives notice of its
intent to terminate, or terminates its Pacific Northwest Power Act
firm power sales contract with Bonneville, Bonneville may terminate
this Agreement by giving the Contractor 30 days' written notice.
(d) In consideration for Bonneville's payments to the Contractor in
accordance with the terms and conditions of this Agreement, if the
Contractor gives notice pursuant to either subsections 9(b) or 9(c)
of this Exhibit, the Contractor agrees to the following:
(1) If the Operating Area has decreased because an Electric Utility
whose service area was a component of the Operating Area has
terminated its Pacific Northwest Power Act firm power sales
contract with Bonneville during the useful life of any Measures
installed or completed in such component of the Operating Area
in accordance with this Agreement, the Contractor shall return
payments received from Bonneville for such Measures in such
portion of the Operating Area to the extent provided by the
following formula:
R (Bonneville payments to date to the Contractor) x L m Y
`m
where:
R reimbursement to Bonneville
L mean useful life of Measures
Y number of years expended in useful life of Measure.
8
(2) Bonneville shall render a bill to the Contractor for payment
calculated on the formula in paragraph 9(d)(1) of this Exhibit.
(3) The Contractor has the discretion to make reimbursement to
Bonneville in either (A) a lump sum payment within 3 months of
termination of the Pacific Northwest Power Act firm power sales
contract, or (8) in to more than 12 consecutive equal monthly
installments, commencing on the first business day of the month
following the month in which termination If the Pacific
Northwest Power Act firm power sales contract occurs.
(4) If reimbursement is accomplished by installments as provided in
subparagraph 9(d)(3)(8) of this Exhibit, interest shall be
charged on the outstanding balance at Bonneville's average
Treasury borrowing interest rate for the period of time between
the date of the first payment made to the Contractor and the
date of the last payment made to the Contractor for which
reimbursement to Bonneville 1s being made in accordance with
this section.
(5) If, after the Contractor initiates such installment payments as
provided in subparagraph 9(d)(3)(B) of this Exhibit, the
utility which previously ceased to be a firm power sales
customer of Bonneville executes a Pacific Northwest Power Act
firm power sales contract with Bonneville, the Contractor
shall, from the date of such execution, no longer be obligated
to make any further Installment payments to Bonneville under
this section. Bonneville, within 90 days, shall return to the
Contractor any such payments received from the Contractor less
an amount based on the formula where Y corresponds to the
period when no Pacific Northwest Power Act firm power sales
contract was in effect.
10. Uncontrollable Forces.
Each party shall notify the other as soon as possible of any
Uncontrollable Forces which may in any way affect performance in
accordance with this Agreement. In the event the performance of either
party is interrupted or curtailed due to such Uncontrollable Forces, such
party shall be excused from such performance during such period of
interruption or curtailment. However, such party shall exercise due
diligence to reinstate such performance with reasonable dispatch.
11. Program Records.
IN REFERENCE TO PROGRAM REVIEW
(a) Records shall be maintained by the Contractor accordance with
this Agreement. The records shall be maintained by the Contractor
in a form determined solely by the Contractor, so long as the
requirements of subsection 11(b) of this Exhibit are met. The
Contractor shall keep all records required by this Agreement until
the later of either 3 years after creation of such records, or
notification of completion of a Financial Audit of such records by
9
Bonneville. Bonneville shall initiate such Financial Audit no later
than 3 years after creation of the last record maintained in
accordance with this section.
(b) Program records shall be established and maintained in accordance
with generally accepted accounting principles consistently applied,
and in conformance with applicable laws and Federal regulations.
including the provisions of the Privacy Act of 1974. If
appropriate, a summary of the system of records developed by
Bonneville to comply with the Privacy Act shall be supplied by
Bonneville.
12. Program Financial Audits. Monitoring Reviews, or Financial Compliance
Reviews.
Upon reasonable notice, Bonneville may conduct Financial Audits,
monitoring reviews, or financial compliance reviews of the Contractor's
Program records, and of the Contractor's implementation of the program
under the terms of this Agreement as it deems appropriate. Their number,
timing, and extent shall be at the discretion of Bonneville and may be
conducted by Bonneville or its designee. Financial Audits shall be
conducted in accordance with audit standards established by the
Comptroller General of the United States. Monitoring reviews and
financial compliance reviews shall be conducted in accordance with
standards and procedures established by Bonneville. Bonneville, at its
expense, may:
(a) audit, examine, or inspect Program records and accounts maintained
by the Contractor or its agents, including Consumers receiving
benefit hereunder, in accordance with the Program records section of
the Agreement;
(b) obtain copies of such Program records and accounts for such purposes;
(c) conduct inspections of Installations made under this Agreement,
provided that all such inspections shall be arranged in advance
through the Contractor; and
(d) review Contractor procedures employed in accomplishing the
provisions of this Agreement.
13. Evaluation.
The Contractor shall supply Bonneville or its designee with information
for Bonneville to evaluate the Program administered under this
Agreement. If appropriate, individually identifiable information shall
be made available to Bonneville in accordance with the system of records
established by Bonneville to comply with the Privacy Act of 1974. Any
reasonable costs incurred by the Contractor in assisting in such
evaluation, to the extent not specifically required by this Agreement,
shall be reimbursed by Bonneville. When feasible, the information shall
be obtained using a methodology accepted or provided by Bonneville.
Bonneville shall, to the extent practicable, work with the Contractor in
developing and implementing Program evaluation procedures. Bonneville
shall, upon completing the evaluation, make available the results of such
evaluation to the Contractor.
10
14. Indemnification.
(a) The Contractor agrees to hold Bonneville harmless against any
judgment for direct or consequential damages awarded to third
parties arising from or related to the Contractor's performance of
its obligations under this Agreement. However, the Contractor shall
not indemnify and hold harmless Bonneville, butionneville shall
indemnify and hold harmless the Contractor from any claim, demand,
damage, loss, liability, and expense, including, but not limited to,
reasonable attorney's fees, arising from or related to the
Contractor's performance of its obligations under this Agreement, if
the Contractor's performance is in the manner required by this
Agreement and if the claim, demand, damage, loss, liability, or
expense is based on standards or design requirements of the Program
identified in this Agreement. Bonneville will not indemnify and
hold the Contractor harmless unless the Contractor gives written
notice to Bonneville within 30 days of the Contractor's becoming
aware of any circumstances which may subsequently give rise to a
claim being made against the Contractor under this Agreement. This
section shall apply only to acts or omissions arising out of this
Agreement. This provision shall survive the termination of this
Agreement, terminating only when all periods under any applicable
statutes of limitation have lapsed.
(b) The Contractor agrees that Bonneville has no responsibility for
production of energy savings resulting from the Program. The
Contractor agrees not to hold Bonneville responsible for any direct
or consequential damages which were reasonably foreseeable at the
time of entering into the Agreement by the parties, and which arise
out of or in connection with the lack of production of energy
savings resulting from the Program.
(c) Bonneville agrees to indemnify and hold harmless the Contractor from
any losses, expenses, costs, or damages, including reasonable
attorneys' fees incurred at trial, on appeal, or in arbitration, due
to the actions of anyone who obtains access to Proprietary
Information as a result of Bonneville's negligence or failure to
protect Proprietary Information in compliance with subsection 14(a)
of this Exhibit.
15. Disclaimer of Liability.
MISCELLANEOUS PROVISIONS
(a) Neither Bonneville nor the Contractor shall be liable to the other
party, or to a Consumer, for the tortious acts or omissions of
Installers or other independent contractors.- Installers
participating in a Program under this Agreement shall not be
considered officers, agents, or employees of Bonneville or the
Contractor.
(b) Installers or other independent contractors contracting with the
Contractor or Bonneville to implement the provisions of this
Agreement shall be required by contract to indemnify and hold the
11
Contractor and Bonneville harmless from all claims, damages, losses,
liability, and expenses arising from the negligent or other tortious
acts or omissions of such Installers or other independent
contractors, their officers, agents, or employees.
16. Authorization and Consent.
(a) Bonneville authorizes and consents to all use and manufacture, in
the performance of this Agreement or any subcontract at any tier, of
any invention described in and covered by a United States patent
that is utilized in the machinery, tools, or methods, the use of
which necessarily results from compliance by the Contractor or a
subcontractor with specifications or written provisions forming a
part of this Agreement.
(b) The entire liability of the Contractor to Bonneville for
infringement of a patent of the United States shall be determined
solely by the provisions of the indemnity clause included in this
Agreement or any subcontract hereunder (including any lower -tier
subcontract). Bonneville assumes liability for all other
infringement outside the scope of the indemnity clause to the extent
of the authorization and consent hereinabove granted.
(c) The Contractor agrees to include, and require inclusion of, this
clause suitably modified to identify the parties, in all
subcontracts at any tier for supplies or services (including
construction, architect engineer services, and materials, supplies,
models, samples, and design or testing services) expected to exceed
$25,000; however, omission of this clause from any subcontract,
under or over $25,000, does not affect this authorization and
consent.
17. Notice and Assistance Reoardina Patent Infringement.
(a) The Contractor shall report to the Contracting Officer through the
Contracting Officer's Technical Representative, promptly and in
reasonable written detail, each notice or claim of patent
infringement based on the performance of this Agreement of which the
Contractor has knowledge.
(b) In the event of any claim or suit against Bonneville on account of
any alleged patent infringement arising out of the performance of
this Agreement or out of the use of any supplies furnished or work
or services performed under this Agreement, the Contractor shall
furnish to Bonneville, when requested by the Contracting Officer,
all evidence and information in possession of the Contractor
pertaining to such suit or claim. Such evtaence and information
shall be furnished at Bonneville's expense except where the
Contractor has agreed to indemnify Bonneville.
(c) The Contractor agrees to include, and require inclusion of, this
clause in all subcontracts at any tier for supplies or services
(including construction and architect- engineer subcontracts and
those for material, supplies, models, samples, or design or testing
services) expected to exceed $25,000.
12
18. Patent Indemnity.
In addition to the indemnification provisions of section 14 of this
Exhibit, the Contractor agrees to indemnify Bonneville and its officers,
agents. and employees against liability, including costs and expenses,
for infringement upon any United States patent (except a patent issued
upon an application that is now or may hereafter be withheld from issue
pursuant to a Secrecy Order urder 35 U.S.C. 181) arising out of
performing this Agreement.
19. Assignment of Agreement.
Moneys due or to become due from Bonneville to the Contractor in
accordance with the terms of this Agreement may be assigned by the
Contractor to a bank, trust company, or other financing institution,
including any Federal lending agency, for the purpose of financing any
portion of the cost of this Agreement. In the event of any such
assignment, the assignee thereof shall provide written notice of the
assignment together with a true copy of the instrument of assignment to
Bonneville within 10 calendar days of such assignment. Except as
provided above, no other interest, right, or obligation in this Agreement
may be assigned or transferred by the Contractor to another party without
prior written consent of Bonneville.
20. Binding Effect.
This Agreement shall inure to the benefit of and be binding upon the
parties, their respective legal representatives, assigns, and successors.
21. No Third Party Beneficiaries.
In promising performance to one another under this Agreement, the parties
Intend to create binding legal obligations to and rights of enforcement
in: (a) one another; and such assignees or successors in interest of
the parties as may enjoy a right to enforce this Agreement by virtue of
provisions of this Agreement that expressly create such a right in such
assignees or successors in Interest. By entering into this Agreement,
the parties expressly do not intend to create any obligation or promise
of any performance to any other third party, nor have the parties created
for any third party any right to enforce this Agreement.
22. Dispute Resolution and Arbitration.
The following procedures shall apply to dispute resolution and
arbitration:
(a) The party calling for arbitration shall serve notice in writing upon
the other party, setting forth in detail the question or questions
to be arbitrated and the arbitrator appointed by such party.
(b) The other party shall, within 45 days after the receipt of such
notice, appoint a second arbitrator, and the two__so appointed shall
choose 'and appoint a third arbitrator within 10 days, or in lieu of
such agreement on a third arbitrator by the two arbitrators so
appointed, a third arbitrator shall be appointed by the United
States District Court for the District of Oregon, located in
Portland, Oregon.
13
(c) If the other party fails to name its arbitrator within 45 days after
receiving notice under subsection 22(b) of this Exhibit, the
arbitrator appointed shall proceed as a single arbitrator in
accordance with subsection 22(d) and 22(e) of this Exhibit, and
issue an award, which shall be accepted by both parties as final and
binding as provided in subsection 22(e) of this Exhibit.
(d) The arbitration hearing shall begin at Portland, Oregon, no later
than 30 days after appointment of the third arbitrator and upon
written notice to the parties by the arbitrators of the date, time,
and location of the hearing.
(e) The arbitration hearing shall be concluded within 3 days unless
otherwise ordered by the arbitrators and the award thereon shall be
made within 10 days after the close thereof.
(f) Each party shall pay for the services and expenses of the arbitrator
appointed for it, for its own attorneys' fees, and for compensation
for its witnesses or consultants. All other costs incurred in
connection with the arbitration, including those of the third
arbitrator shall be shared equally by the parties thereto.
PROVISIONS REQUIRED BY STATUTE OR EXECUTIVE ORDER
23. Contract Work Hours and Safety Standards Act.
(a) Overtime requirements.
No Contractor or subcontractor contracting for any part of the
contract work which may require or involve the employment of
laborers or mechanics shall require or permit any such laborers or
mechanics in any workweek in which the individual is employed on
such work to work in excess of 40 hours in such workweek unless such
laborer or mechanic receives compensation at a rate not less than
1 -1/2 times the basic rate or pay for all hours worked in excess of
40 hours in such workweek.
(b) Violation: liability for unpaid wages; liquidated damages.
In the event of any violation of the provisions set forth in
subsection 23(a) of this Exhibit, the Contractor and any
subcontractor responsible therefor shall be liable for the unpaid
wages. In addition, such Contractor and subcontractor shall be
liable to the United States for liquidated damages. Such liquidated
damages shall be computed with respect to each individual laborer or
mechanic employed in violation of the provisions set forth in
subsection 23(a) of this Exhibit in the sum of $10 for each calendar
day on which such individual was required or _permitted to work in
excess of the standard workweek of 40 hours without payment of the
overtime wages required by provisions set forth in subsection 23(a)
of this Exhibit.
(c) Withholding for unpaid wages and liquidated damages.
The Contracting Officer shall upon his or her own action or upon
written request of an authorized representative of the Department of
14
Labor withhold or cause to be withheld, from any moneys payable on
account of work performed by the Contractor or subcontractor under
any such contract or any other Federal contract subject to the
Contract Work Hours and Safety Standards Act which is held by the
same Prime Contractor, such sums as may be determined to be
necessary to satisfy any liabilities of such Contractor or
subcontractor for unpaid wages and liquidated damages as provided in
subsection 23(b) of this Exhibit.
(d) Payrolls and basic records.
(1) The Contractor or subcontractor shall maintain payrolls and
basic payroll records during the course of contract work and
shall preserve them for a period of 3 years from the completion
of the contract for all laborers and mechanics working on the
contract. Such records shall contain the name and address of
each such employee, social security number, correct
classifications, hourly rates of wages paid, daily and weekly
number of hours of worked, deductions made, and actual wages
paid.
(2) The records to be maintained under paragraph 23(d)(1) of this
Exhibit shall be made available by the Contractor or
subcontractor for inspection, copying, or transcription by
authorized representatives of the Contracting Officer or the
Department of Labor. The Contractor or subcontractor shall
permit such representatives to interview employees during
working hours on the job.
(e) Subcontracts.
The Contractor or subcontractor shall insert in any subcontracts the
provisions set forth in subsections 23(a) through 23(e) of this
Exhibit and also a clause requiring the subcontractors to include
these provisions in any lower tier subcontracts. The Prime
Contractor shall be responsible for compliance by any subcontractor
or lower tier subcontractor with the provisions set forth in
subsections 23(a) through 23(e) of this Exhibit.
24. Convict Labor.
In connection with the performance of work under this Agreement, the
Contractor or any subcontractor agrees not to employ any person
undergoing sentence of imprisonment except as provided by
18 U.S.C. 4082(c)(2) (1982) and Executive Order 11755 of December 29,
1973.
25. Equal Opportunity.
(a) If, during any 12 -month period (including the 12 months preceding
the award of this contract), the Contractor has been or is awarded
nonexempt Federal contracts and /or subcontracts that have an
aggregate value in excess of $25,000, the Contractor shall comply
with paragraphs 25(b)(1) through 25(b)(11) below. Upon request, the
Contractor shall provide information necessary to determine the
applicability of this clause.
15
(b) During performing this Agreement, the Contractor agrees as follows:
(1) The Contractor shall not discriminate against any employee or
applicant for employment because of race, color, religion, sex,
or national origin.
(2) The Contractor shall take affirmative action to ensure that
applicants are employed, and that employees are treated during
employment, without regard to their race, :olor, religion, sex,
or national origin. Such action shall include, but not be
limited to, (A) employment, (B) upgrading, (C) demotion,
(D) transfer, (E) recruitment or recruitment advertising,
(F) layoff or termination, (G) rates of pay or other forms of
compensation, and (H) selection for training, including
apprenticeship.
(3) The Contractor shall post in conspicuous places, available to
employees and applicants for employment the notices to be
provided by the Contracting Officer that explain this clause.
(4) The Contractor shall, in all solicitations or advertisement for
employees placed by or on behalf of the Contractor, state that
all qualified applicants will receive consideration for
employment without regard to race, color, religion, sex, or
national origin.
(5) The Contractor shall send, to each labor union or
representative of workers with which it has a collective
bargaining agreement or other contract or understanding, the
notice to be provided by the Contracting Officer advising the
labor union or workers' representative of the Contractor's
commitments under this clause, and post copies of the notice in
conspicuous places available to employees And applicants for
employment.
(6) The Contractor shall comply with Executive Order 11246,
September 24, 1965 (30 FR 12319), as amended, and the rules,
regulations and order of the Secretary of Labor.
(7) The Contractor shall furnish to the contracting agency all
information required by Executive Order 11246, as amended, and
by the rules, regulations, and orders of the Secretary of
Labor. Standard Form 100 (EEO -1), or any successor form, is
the prescribed form to be filed within 30 days following the
award, unless filed within 12 months preceding the date of the
award.
16
(8) The Contractor shall permit access to its books, records and
accounts by the contracting agency or the Office of Federal
Contract Compliance Programs (OFCCP) for purposes of
investigation to ascertain the Contractor's compliance with
such rules, regulations, and orders.
(9) If the OFCCP determines that the Contractor is not in
compliance with this clause or any rule, regulation, or order
of the Secretary of Labor, this Agreement may be cancelled,
terminated, or suspended in whole or in part and the Contractor
may be declared ineligible for further Government contracts,
under the procedures authorized in Executive Order 11246, as
amended. In additioi, sanctions may be imposed and remedies
invoked against the Contractor as provided in Executive Order
11246, as amended, the rules, regulations, and orders of the
Secretary of Labor, or as otherwise provided by law.
(10) The Contractor shall include the terms and conditions of
subparagraphs (b)(1) through (11) of this clause in every
subcontract or purchase order that is not exempted by the
rules, regulations, or orders of the Secretary of Labor issued
under Executive Order 11246, as amended, so that these terms
and conditions will be binding upon each subcontractor or
vendor.
(11) The Contractor shall take such action with respect to any
subcontract or purchase order as the contracting agency may
direct as a means of enforcing these terms and conditions.
including sanctions for noncompliance: Provided, that if the
Contractor becomes involved 1n, or is threatened with,
litigation with a subcontractor or vendor as a result of any
direction, the Contractor may request the United States to
enter into the litigation to protect the interest of the United
States.
(c) Notwithstanding any other clause in this Agreement, disputes
relative to this clause will be governed by the procedures in 41 CFR
60 -1.1.
26. Certification of Nonsegregated Facilities.
(a) The Contractor certifies that it does not and will not maintain or
provide for its employees any segregated facilities at any of its
establishments, and that it does not and will not permit its
employees to perform their services at any location under its
control where segregated facilities are maintained. The Contractor
agrees that a breach of this certification is a violation of the
Equal Opportunity Clause of this Exhibit.
(b) The Contractor further agrees that it will (1) obtain identical
certifications from proposed subcontractors prior to the award of
subcontracts exceeding $10,000 which are not exempt from the
provisions of the Equal Opportunity Clause; :2) retain such
certifications in its files; and (3) forward the following notice to
such proposed subcontractors, except where the proposed
subcontractors have submitted identical certifications for specific
time periods:
"Notice to Prospective Subcontractors of Requirement for
Certifications of Nonsegregated Facilities.
17
"A Certification of Nonsegregated Facilities must be submitted
prior to the award of a subcontract under which the
subcontractor will be subject to the Equal Opportunity clause.
This certification may be submitted either for each subcontract
or for all subcontracts during a period (i.e., quarterly,
semiannually, or ainually)."
27. Officials Not to Benefit.
No member of or delegate to Congress, or resident commissioner, shall be
admitted to any share or part of this Agreement or to any benefit arising
from it. However, this clause does not apply to this Agreement to the
extent that this Agreement is made with a corporation for the
corporation's general benefit.
28. Bonneville's Obligations Not General Obligations of the United States.
All offerings of obligations, and all promotional materials for such
obligations, which may be offered by the Contractor to fund its
activities pursuant to this Agreement shall include the following
language found in subsection 6(1)(1) of the Pacific Northwest Power Act:
"Such obligations are not, or shall they be construed to
be, general obligations of the United States, nor are such
obligations intended to be or are they secured by the full
faith and credit of the United States."
29. Other Statutes, Executive Orders, and Regulations.
(a) The Contractor agrees to comply with the following statutes,
executive orders, and regulations to the extent applicable:
(1) False claims Act, 31 U.S.C. 3729, et leg. Whoever makes or
presents to any person or officer in the civil, military, or
naval service of the United States, or to any department or
agency thereof, any claim upon or against the United States, or
any department or agency thereof, knowing such claim to be
false, fictitious, or fraudulent, shall be fined not more than
$10,000 or imprisoned not more than 5 years, or both;
(2) Rehabilitation Act of 1973, as amended, (29 U.S.E. 793),
Executive Order 11758, January 15, 1974, and the regulations of
the Secretary of Labor (41 CFR Part 60 -741, et leg.), which
concern affirmative action for handicapped workers;
(3) Vietnam Era Veterans Readjustment Assistance Act of 1974,
P.L. 92 -540, as amended, and the clauses contained in
41 CFR 60 -250, et sea•, concern affirmative action for disabled
veterans and veterans of the Vietnam Era,
(4) Executive Order 11625 and implementing regulations which
concern utilization of small disadvantaged business concerns;
(5) Small Business Act, as amended, 15 U.S.C. 631 et sea. (1982),
including the requirements of 15 U.S.C. 637(d)(2) and (3)
(1982);
18
(6) Anti Kickback Act, 41 U.S.C. 51 et seq. (1982); and
(7) Privacy Act of 1974, Pub. L. 93 -579, December 31, 1974
(5 U.S.C. 552a).
(b) The Contractor agrees to 'omply with requirements deemed necessary
by Bonneville in order to implement Bonneville's obligations under
the National Historic Preservation Act, 16 U S.C. 470 et
seq. (1982). Such requirements, if any, shall be subject to
analysis and comment by the Contractor prior to becoming effective.
30. Cost Sharing Arrangements.
(b) Cost Share Percentage.
IN REFERENCE TO COST SHARING ARRANGEMENTS
(a) Eligibility.
Each year Bonneville shall determine whether or not the electrical
service area of each Electric Utility shall be eligible for
participation under this Agreement during the next Fiscal Year. In
order for an electrical service area to be eligible, the Electric
Utility must:
(1) have a Planned Firm Bonneville Load in the Operating Year
beginning 3 months prior to such Fiscal Year; and
(2) have a Bonneville load percentage equal to or greater than
1 percent without rounding when calculated in accordance with
paragraph 30(b)(2) of this Exhibit.
(1) Concurrent with the eligibility determination under
subsection 30(a) of this Exhibit, Bonneville shall determine
the Bonneville cost share percentage for the electrical service
area of each Electric Utility,based on the Bonneville load
percentage calculated in accordance with paragraph 30(b)(2) of
this Exhibit.
(2) The Bonneville load percentage shall be the percentage produced
by dividing the Actual Firm Bonneville Load for each Electric
Utility by its Actual Firm Total Load. The load information
used to make such determination shall be for the Operating Year
ending 3 months prior to the Fiscal Year for which the
determination is being made.
(3) The qualifying Bonneville load percentage calculated in
accordance with paragraph 30(b)(2) of this Exhibit will be
rounded to the nearest whole number for the purpose of
identifying the appropriate Bonneville cost share percentage
shown in the table in paragraph 30(b)(4) of this Exhibit.
19
(VS6- PMCE -WP +7)
(4) Cost Share Percentaae
Bonneville Load Percentaae
Equal to or Greater Than 0%
and Less Than I%
Equal to or Greater Than 1%
and Less Than 40%
Equal to or Greater Than 40%
and Less Than 60%
Equal to or Greater Than 60%
and Less Than 80%
Equal to or Greater Than 80%
and Less Than 90%
Equal to or Greater Than 90%
20
Bonneville Cost
Share Percentage
0%
75%
85%
90%
95%
100%
(5) Such cost share percentage shall be applied to payments as
provided in this Agreement.
PROJECT INFORMATION REOUIRED FOR EARMARKING OF FUNDS
1. Name and Address of Industry
2. Title of proposed Project
3. Brief description of the proposed Project
4. Estimated Annual Energy Savings: kWh
5. Estimated Total Project Cost:
6. Selection of Acquisition Payment Option
(refer to Exhibit E)
Circle one: I II
7. Amount to be Earmarked:
Line 4 X $0.15 per kWh X the Contractor Cost Share
8. Estimated date of Project completion:
11. List environmental licenses and permits,
their status, and any other pertinent
environmental information.
Exhibit B, Page 1 of 3
Contract No. DE- MS79- 91BP93167
Procurement No. 76202
City of Port Angeles
Effective at 0001 hours on
the Effective Date
The following information is not necessary in order to Earmark funds if the
information is not readily available. However, the following information
should be provided to Bonneville prior to the Contractor's acceptance of a
Project Proposal, in order to eliminate the risk of proceeding with a Project
that Bonneville and the U.S. Department of Energy will not accept due to
environmental regulations and restrictions.
9. Is the proposed Project categorically excluded? Yes No
NOTE: Using pages 2 and 3 of this Exhibit B,
determine if the proposed Project is
categorically excluded.
10. Complete the Environmental Effects
Information Sheet provided by Bonneville
PROVEN TECHNOLOGIES FOR PROPOSED PROJECTS
A proposed Project in which all of the Measures proposed fall under any of the
following categories will be categorically excluded from further environmental
review by the U.S. Department of Energy:
Hiah Efficiency Motors
Used to replace burned out motors or to upgrade existing standard motors and
are designed to minimize energy losses through better construction techniques
and the use of improved materials.
Adiustable Sneed Drives (ASD)
Exhibit B, Page 2 of 3
Contract No.. DE- MS79- 91BP93167
Procurement No. 76202
City of Port Angeles
Effective at 0001 hours on
the Effective Date
Used to control the speed of a motor so that it is tailored to the load the
motor is driving, thus doing away with the need for regulating devices such as
gear reducers, belt and pulley systems, dampers, valves, flow restrictors, etc.
Enerav Efficient Motor Rewinds.
Used to repair a failed motor and involves taking the motor apart and
rebuilding it. This may include replacing bearings, wiring, and insulation.
Heat Recovery Equipment
Used to recover heat (or cold) from liquid or gas and supply it to existing
internal processes that were using electricity or other fuels as a heat source.
Thermal Storaae
Used to store heat or cold from an existing source for later use in an
existing internal process.
Insulation
Used to reduce heat or cold loss in a process (excludes asbestos products).
Process Heat Chanctel
Substitution of electricity for gas in an existing system or making efficiency
improvements to existing boilers and boiler heat distribution systems.
Compressed Air Systems
Use of efficiency improvements to the existing compressed air system such as
humidity controls, compressor changeouts, improved controls /sequencing, and
installation of unloaders.
Lighting
Replace or upgrade existing lighting technology.
Energy Management Svc teml
Used to reduce the run time of a given system by optimizing fluid flows,
material handling, and controlled variables such as temperatures, pressures,
and sequencing.
Material Handling
((VS6- PMCE -WP +391))
Exhibit B, Page 3 of 3
Contract No. DE- MS79- 91BP93167
Procurement No. 76202
City of Port Angeles
Effective at 0001 hours on
the Effective Date
PROVEN TECHNOLOGIES FOR PROPOSED PROJECTS
(continued)
Upgrades to material handling systems (limited to motor changeouts and
upgrades, mechanical conveyors to replace pneumatic conveyors, ASD's, and
energy management systems).
Power Factor Improvement
Use of shunt capacitors on the utility system or inside an industrial facility.
Cooling Tower Conversion
Use of a combination of heat and mass transfer to cool water (i.e., conversion
of the cooling tower from counterflow to crossflow, which merely changes the
water -air relationship by causing the air flow to run crosswise to that of the
water flow).
PROJECT PROPOSAL
The Project Proposal shall contain:
1. Name and address of Industry.
2. Title of proposed Project.
3. Standard Industrial Classification (SIC).
4. Detailed description of the proposed Project.
5. Estimate of annual Energy Savings.
6. Estimated Project Cost (refer to Project Cost definition in
subsection 2(r)).
Exhibit C
Contract No. DE- MS79- 91BP93167
Procurement No. 76202
City of Port Angeles
Effective at 0001 hours on
the Effective Date
7. If the Project life is less than 15 years, contact the Bonneville
representative specified in section 15 of this Agreement before proceeding
to item 8 below.
8. Calculation of levelized cost in mills /kWh using the following formula:
(Line 6 Line 5) X 0.090296 X 1000 mills /kWh. NOTE: The
proposed Project is ineligible if the mills /kWh amount exceeds
35 mills /kWh.
9. Calculation of simple payback.
10. Selection of Acquisition Payment Option (refer to Exhibit E).
11. Estimated Acquisition Payment calculation, using estimated Project Cost
and estimated Energy Savings (refer to Exhibit E).
12. Detailed description of methodology to be used to verify Energy Savings.
13. Estimated Project installation schedule.
14. Environmental Effects Information Sheet provided by Bonneville
15. Copy of all applicable environmental permits.
(VS6- PMCE -WP +391)
COMPLETION REPORT REQUIREMENT
1. Name and Full Address of Industry.
2. Proiect Title.
Exhibit D
Contract No. DE- MS79- 91BP93167
Procurement No. 76202
City of Port Angeles
Effective at 0001 hours on
the Effective Date
After the inspection has been completed for each Project, a Completion Report
shall be submitted by the Contractor to Bonneville. The report shall be page
numbered and written in the following format and sent to the Bonneville
representative specified in section 15 of this Agreement.
3. Proiect Description.
Include a description of the Project, a list of the equipment which
was installed, and the electric energy efficiency improvement
accomplished. Describe any changes made to the Project Proposal and
their impact, if any, on Energy Savings and Project Cost.
4. Enerav Savinas Verification Test.
The Contractor shall complete and document the results of the Energy
Savings Verification Test as described in the Project Proposal.
Describe any changes made from the verification methodology described
in the Project Proposal and the reason for such changes.
5. Comments and Recommendations.
Provide a critique of the Project to identify possible improvements
in equipment or procedures for similar Projects.
6. Certification by Contractor.
Acting as a duly authorized representative of the Contractor, I
certify that the Project has been installed in accordance with the
Proposal, that the Project is operating, and that the Energy Savings
amount derived from the Energy Savings Verification Test completed in
accordance with section 4 of this Exhibit D is reasonable, based on
generally accepted and customary engineering practice.
((VS6- PMCE -WP +391))
City of Port Angeles, Washington
By
Title
Date
I. ACOUISITION PAYMENT BASED ON ESTIMATED SAVINGS
1. Industry Name:
2. Project Title:
3. Actual Project Cost:
4. 80% of Actual Project Cost:
5. Estimated Energy Savings
(from Project Proposal):
6. Line 5 x $0.15 /kWh
9. If Line 8 is less than or equal
to 35 mills enter Line 7;
if Line 8 is greater than 35 mills,
enter Line 7 x 0.80:
13. Progress Payment (if applicable):
14. Payment Balance Due the Contractor
(Line 11 Line 12 Line 13):
(VS6- PMCE -WP +391)
Exhibit E, Page 1 of 2
Contract No. DE- MS79- 91BP93167
Procurement No. 76202
City of Port Angeles
Effective at 0001 hours on the
Effective Date
kWh
7. Lesser of Line 4 or Line 6:
8. Actual Cost x 0.090296 x 1000
Verified Energy Savings
10. Utility Cost Share (Exhibit
11. Acquisition Payment (Line 9 x Li
12. Portion of Energy Review Payment
Applied to the Project (if applicable):
mills
1 If measure life is less than 15 years, contact your utility or Bonneville.
1. Industry Name:
2. Project Title:
3. Actual Project Cost:
4. 801 of Actual Project Cost:
5. Verified Energy Savings
(from Completion Report):
6. Line 5 x $0.15 /kWh
7. Lesser of Line 4 of Line 6:
8. Utility Cost Share (Exhibit
9. Acquisition Payment (Line 7 x Line 8).
10. Portion of Energy Review Payment Applied
to the Project (if applicable):
11. Progress Payment (if applicable):
12. Payment Balance Due the Contractor
(Line 9 Line 10 Line 11):
lIf measure life is less than 15 years, contact your utility or Bonneville.
(VS6- PMCE -WP +391)
Exhibit E, Page 2 of 2
Contract No. DE- MS79- 91BP93167
Procurement No. 76202
City of Port Angeles
Effective at 0001 hours on the
Effective Date
II. ACOUISITION PAYMENT BASED ON ACTUAL SAVINGS
kWh
Exhibit F
Contract No. DE- MS79- 91BP93167
Procurement No. 76202
City of Port Angeles
Effective at 0001 hours on
the Effective Date
PROJECT INVOICE FORMAT
Directions: Photocopy and complete the following information.
1. IDENTIFICATION OF INDUSTRY
Full name and address (include complete mailing address and title of project)
TAX IDENTIFICATION NUMBER:
2. CONTRACTOR BANK IDENTIFICATION
Full name and address of Contractor's bank
Bank account number American Bankers Association
9 -digit routing number
3. PAYMENT
Total Payment Requested from
Exhibit E
4. CERTIFICATION BY CONTRACTOR
Acting as a duly authorized representative of the Contractor, I hereby certify
that the information contained in Exhibit E and the amount requested on this
invoice is true, correct and complete.
Project Invoice No.
(VS6- PMCE -WP +391)
Signature
Title
Date
5. CERTIFICATION BY BONNEVILLE
I certify that the invoice is correct, the terms of the Agreement have
been complied with, and that payment is authorized.
Signature
Bonneville Power Administration
Contracting Officer's
Technical Representative
Date
Exhibit G
Contract No. DE- MS79- 91BP93167
Procurement No. 76202
City of Port Angeles
Effective at 0001 hours on
the Effective Date
ENERGY REVIEW PROPOSAL
The Energy Review Proposal shall contain:
1. Name and Address of Industry
2. Standard Industrial Classification (SIC)
3. Estimated Energy Review Payment, using the procedure described in Exhibit H
4. Entity that will be performing the Energy Review
5. Estimated Energy Review Completion Schedule
(VS6- PMCE -WP +391)
ENERGY REVIEW PAYMENT
1. Industry Name and Project Title
2. Actual Energy Review Cost
3. For an Existina Industry:
$0.0005 X Industry's actual energy use (kWh)
during the immediately previous Fiscal Year,
not to exceed $50,000
4. For a New or Expandina Industry:
$0.0005 X Industry's estimated annual energy
use (kWh) during the first complete Fiscal
Year following Project (or Industry)
completion, not to exceed $50,000
5. Lesser of (Line 2) and (Line 3 or Line 4)
6. Contractor Cost Share Percentage
7. Energy Review Payment
(Line 5 X Line 6)
(VS6- PMCE -WP +391)
Exhibit H
Contract No. DE- MS79- 91BP93167
Procurement No. 76202
City of Port Angeles
Effective at 0001 hours on
the Effective Date
ENERGY REVIEW INVOICE FORMAT
Directions: Photocopy and complete the following information.
1. IDENTIFICATION OF INDUSTRY
Full name and address (include complete mailing address and title of project)
TAX IDENTIFICATION NUMBER:
2. CONTRACTOR BANK IDENTIFICATION
Full name and address of Contractor's bank
Bank account number American Bankers Association
9 -digit routing number
3. PAYMENT
Total Payment Requested from
Line 7 of Exhibit H
4. CERTIFICATION BY CONTRACTOR
Acting as a duly authorized representative of the Contractor, I hereby certify
that the information contained in Exhibit H and the amount requested on this
invoice is true, correct and complete.
Energy Review Invoice No.
(VS6- PMCE -WP +391)
Signature
Title
Date
Date
Exhibit I
Contract No. DE- MS79- 91BP93167
Procurement No. 76202
City of Port Angeles
Effective at 0001 hours on
the Effective Date
5. CERTIFICATION BY BONNEVILLE
I certify that the invoice is correct, the terms of the Agreement have
been complied with, and that payment is authorized.
Signature
Bonneville Power Administration
Contracting Officer's
Technical Representative
REBATE PAYMENT FORM
Exhibit J, Page 1 of 3
Contract No. DE- MS79- 91BP93167
Procurement No. 76202
City of Port Angeles
Effective at 0001 hours on
the Effective Date
This form shall be completed and submitted to the Contractor by each end user
which desires a Rebate.
1. Industry Name and Address
2. Complete a table in the following format:
Motors Purchased for Rebate
Estimated
No. of Manufacturer Annual Hours
Motors Horsepower RPM Efficiency Model No. Serial No. of Operation
Exhibit J, Page 2 of 3
Contract No. DE- MS79- 91BP93167
Procurement No. 76202
City of Port Angeles
Effective at 0001 hours on
the Effective Date
TABLE FOR DETERMINATION OF REBATE/MOTOR 2
Horsenower RPM /Minimum Efficiency 11 Rebate
12Q0 LW 3604
10.0 90.2 91.0 90.2 160
15.0 91.0 92.0 91.0 180
20.0 91.7 93.0 91.7 210
25.0 92.4 93.5 92.0 240
30.0 93.0 93.6 92.4 290
40.0 93.6 94.1 93.0 400
50.0 93.6 94.1 93.0 600
60.0 93.9 94.5 93.6 760
75.0 94.5 95.0 94.1 860
100.0 94.5 95.0 94.5 1,320
125.0 94.5 95.4 94.5 1,845
150.0 95.0 95.4 94.5 2,150
200.0 95.0 95.4 95.0 2,250
1/ High- efficiency motors must meet these efficiency standards as determined
using the IEEE Method B test at full load.
2/ Bonneville shall have the right to unilaterally revise this Exhibit J to
reflect changes to this table.
REBATE PAYMENT CALCULATION
This form shall be completed by the Contractor and submitted to Bonneville.
1. Industry Name and Address
2. Amount available to the Contractor for Rebates during
Fiscal Year ending September 30, 1991: 25.000,00
3. Total of Rebate dollars requested, using
Pages 1 and 2 of this Exhibit J:
4. Contractor Administrative Payment
(Sum of Horsepower amounts for all motors) X $2.00
5. Contractor Cost Share Percentage
6. Rebate Payment
(Line 3 Line 4) X Line 5
(VS6- PMCE -WP +391)
Exhibit J, Page 3 of 3
Contract No. DE- MS79- 91BP93167
Procurement No. 76202
City of Port Angeles
Effective at 0001 hours on
the Effective Date
Exhibit K
Contract No. DE- MS79- 91BP93167
Procurement No. 76202
City of Port Angeles
Effective at 0001 hours on
the Effective Date
REBATE INVOICE FORMAT
Directions: Photocopy and complete the following information.
1. IDENTIFICATION OF INDUSTRY
Full name and address (include complete mailing address and title of project)
TAX IDENTIFICATION NUMBER:
2. CONTRACTOR BANK IDENTIFICATION
Full name and address of Contractor's bank
Bank account number American Bankers Association
9 -digit routing number
3. PAYMENT
Total Payment Requested from
Line 6 of Page 3 of Exhibit J
4. CERTIFICATION BY CONTRACTOR
Acting as a duly authorized representative of the Contractor, I hereby certify
that the information contained in Exhibit J and the amount requested on this
invoice is true, correct and complete.
Rebate Invoice No.
(VS6- PMCE -WP +391)
Signature
Title
Date
5. CERTIFICATION BY BONNEVILLE
I certify that the invoice is correct, the terms of the Agreement have
been complied with, and that payment is authorized.
Signature
Bonneville Power Administration
Contracting Officer's
Technical Representative
Date
(VS6- PMCE -WP +391)
Exhibit L
Contract No. DE- MS79- 91BP93167
Procurement No. 76202
City of Port Angeles
Effective at 0001 hours on
the Effective Date
PROPRIETARY INFORMATION DESIGNATION PROCEDURES
If the Industry does not want certain information provided in accordance with
this Agreement to be disclosed to the public for any purpose, the Industry
shall mark the title page of the document containing such information with the
following legend:
This document includes information that shall not be disclosed
outside Bonneville and shall not be duplicated, used, or
disclosed in whole or in part for any purpose other than to
administer this Agreement. This restriction does not limit
Bonneville's right to use information contained in this document
if it is obtained from another source without restriction. The
information subject to this restriction is contained in
sheets (insert numbers or other identification of
sheets.)
Mark each sheet of information you wish to restrict with the following legend:
Use or disclosure of information contained on this sheet is
subject to the restriction on the title page of this document.
Exhibit M, Page 1 of 2
Contract No. DE- MS79- 91BP93167
Procurement No. 76202
City of Port Angeles
Effective at 0001 hours on
the Effective Date
HISTORIC PRESERVATION IMPLEMENTATION GUIDELINES.
Under the Programmatic Memorandum of Agreement, August 23, 1983, between
Bonneville and the Advisory Council on Historic Preservation, all projects
proposed for funding by Bonneville must comply with the National Historic
Preservation Act and its implementing regulations, "Protection of Historic and
Cultural Properties."
I. All projects proposed for funding by Bonneville will be reviewed in the
manner described below prior to the installation of any energy
conservation measures (ECM's).
A. All ECM's shall be available to all properties less than 45 years old
(as of the date of the project proposal submittal) without need for
consultation with the State Historic Preservation Officer (SHPO).
B. All ECM's on the Exempt List (Attachment 1) shall be available to
properties 45 years or older without need for consultation with the
SHPO.
C. If the owner of a property 45 years or older desires ECM's other than
those on the Exempt List, Pacific must determine in consultation with
the SHPO whether that property is included in or meets the criteria
for inclusion in the National Register of Historic Places.
Consultation shall be initiated by Pacific, via letter, with the
appropriate SHPO. Detailed information about how this consultation
shall proceed, a sample letter that should be used to communicate
with the SHPO, and the name and address of the appropriate SHPO can
be obtained from your Bonneville Area Office.
II. Bonneville will routinely monitor the records of the Contractor to ensure
that this Agreement is implemented in accordance with these guidelines.
Pacific shall keep records of all ECM's for buildings 45 years or older.
This should include all correspondence and required information and
reports.
The following measures can be undertaken in all buildings eligible for the
Energy $avings Plan (E$P) Program, regardless of their status as historic
properties. Undertaking these ECMs should not detract from the historic or
architectural significance of a building. All measures must comply with E$P
Program rules governing their use.
Exempt Measures:
VS6- PMCE -4570c
Attachment.
ECM EXEMPT LIST
Exhibit M, Page 2 of 2
Contract No. DE- MS79- 91BP93167
Procurement No. 76202
City of Port Angeles
Effective at 0001 hours on
the Effective Date
1. Insulation around pipes and ducts and in exterior wall cavities where such
an installation can be accomplished without permanent visual change to
interior and /or exterior finish materials.
2. Repair, replacement, or modification of mechanical, electrical, or
plumbing systems, if this action does not require removal of historically
or architecturally significant building systems, construction materials,
or significant original fixtures.
3. Interior modifications when the significance of the building does not
include the interior or when the alterations do not detract from the
significance of the building (e.g., in a building with an architecturally
significant exterior and an insignificant interior, lowering the ceilings
so that they are visible from the exterior would not be exempt).
4. Items such as control boxes, provided they are mounted in an inconspicuous
spot where visual intrusions will be minimized.
5. Tank wraps for industrial operations.
ENVIRONMENTAL. HEALTH. AND SAFETY REOUIREMENTS LIGHTING
AND LIGHTING CONTROLS
1. High Pressure Sodium (HPS) Lamps. Indoor HPS lighting applications
shall be limited to:
2. Low Pressure Sodium (LPS) Lamps.
3. It is recommended that disposal of ballasts containing
polychlorinated biphenyls (PCB's) be in accordance with Environmental
Protection Agency (EPA) guidelines.
(VS6- PMCE -WP +391)
Exhibit N
Contract No. DE- MS79- 918P93167
Procurement No. 76202
City of Port Angeles
Effective at 0001 hours on
the Effective Date
(a) Buildings such as warehouses and parking garages that have
(1) warning signs and danger signals illuminated by light
sources with good color rendition such as incandescent,
fluorescent, or metal halide; (2) low visual demand activities;
and (3) occupancy patterns of short duration (i.e., typically
not exceeding 4 consecutive hours and /or 20 hours a week
exposure).
(b) High bay areas (lights 20 feet or more above the floor surface)
that have (1) warning signs and danger signals illuminated by
light sources with good color rendition such as incandescent,
fluorescent, or metal halide; and (2) at least one incandescent,
fluorescent, or metal halide fixture for each HPS fixture
(corresponding fixtures shall have similar lumen output).
NOTE: Stroboscopic effect shall be minimized in areas with
rotating machinery when the flicker index is 0.1 or less. This
shall be accomplished by having luminaries alternately wired on
three -phase systems (see 1984 Illuminating Engineering Society
(IES) Lighting Handbook, Reference Volume, page 8 -51).
LPS lamps shall not be installed indoors, except as may be approved
in writing on a case -by -case basis by Bonneville.
Contractor
Albion
Alder Mutual
Ashland
Bandon
Benton Co. PUD #1
Benton REA
Big Bend Elec. Coop
Blachly -Lane Elec. Coop
Blaine
Bonners Ferry
Burley
Canby
Cascade Locks
Central Elec. Coop
Central Lincoln PUD
Centralia (City)
Chelan Co. PUD #1
Cheney
Clallam Co. PUD #1
Clark County PUD #1
Clatskanie PUD
Clearwater Power Co.
Columbia Basin Coop
Columbia Power Coop
Columbia REA
Columbia River PUD
Consolidated ID No. 19
Consumers Power, Inc.
Coos -Curry Elec. Coop
Coulee Dam
Cowlitz Co. PUD #1
Declo
Douglas Co. PUD #1
Douglas Elec. Coop
Drain
East End Mutual
Eatonville
Ellensburg
Elmhurst Mutual
Emerald Co. PUD
Eugene
OPERATING AREA COST SHARE PERCENTAGES
Exhibit 0, Page 1 of 2
Contract No. DE- MS79- 91BP93167
Procurement No. 76202
City of Port Angeles
Effective October 1, 1990
Cost Share Cost Share
Percentage Contractor Percentagg
100 Fall River Elec. Coop
100 Farmers Elec. Co.
100 Ferry Co. PUD #1
100 Fircrest
100 Flathead Elec. Coop
100 Forest Grove
100 Franklin Co. PUD #1
100 Glaicier Elec. Coop
100 Grant Co. PUD #2
85 Grays Harbor Co. PUD #1
100 Harney Elec. Coop
100 Heyburn
100 Hood River Elec. Coop
100 Idaho Co. L &P Coop
100 Idaho Falls
90 Idaho Power Co.
75 Inland P &L Co.
100 Kittitas Co. PUD #1
100 Klickitat Co. PUD #1
100 Kootenai Elec. Coop, Inc.
100 Lakeview L &P Co.
100 Lane Co. Elec. Coop
100 Lewis Co. PUD #1
100 Lincoln Elec. Coop, Mont.
100 Lincoln Elec. Coop, Wash.
100 Lost River Elec. Coop
100 Lower Valley P &L Co.
100 Mason Co. PUD #1
100 Mason Co. PUD #3
95 McCleary
95 McMinnville
100 Midstate Elec. Coop
0 Milton (City)
100 Milton Freewater
100 Minidoka
100 Missoula Elec. Coop
100 Monmouth
100 Montana Power Co.
100 Nespelem Valley Elec.
100 Northern Lights, Inc.
90 Northern Wasco PUD
100
100
100
100
100
90
100
100
75
100
100
100
100
100
95
0
100
90
100
100
100
100
100
100
100
100
100
100
100
100
95
100
100
90
100
100
100
0
100
100
100
Contractor
Ohop Mutual
Okanogan Co. Elec. Coop
Okanogan Co. PUD #1
Orcas P &L Co.
Oregon Trail Elec. Con. Coop
Pacific Co. PUD #2
Pacific P &L
Parkland P &L
Pend Oreille Co. PUD #1
Peninsula P &L Inc.
Port Angeles
Portland General Elec.
Prairie Power Coop
Puget Sound P &L
Raft River Elec. Coop
Ravalli Elec. Coop
Richland
Riverside Elec. Co.
Rupert
Rural Elec. Co.
Salem Elec.
Salmon River Elec. Coop
Seattle
Skamania Co. PUD #1
Snohomish Co. PUD #1
Soda Springs
South Side Elec. Lines
Springfield
Steilacoom
OPERATING AREA COST SHARE PERCENTAGES,
Cost Share
Percentage
Contractor
Exhibit 0, Page 2 of 2
Contract No. DE- MS79- 91BP93167
Procurement No. 76202
City of Port Angeles
Effective October 1, 1990
100 Sumas
100 Surprise Valley Elec. Coop
75 Tacoma
100 Tanner Elec.
95 Tillamook PUD
100 Troy
0 U.S. Air Force (Fairchild
100 AFB)
75 U.S. BIA (Flathead)
100 U.S. BIA (Wapato)
100 U.S. Bureau of Mines
0 U.S. Bureau of Reclamation
100 (Roza)
75 U.S. DOE (Richland)
100 U.S. Navy
100 U.S. Navy (Bangor)
100 U.S. Navy (Jim Creek)
100 Umatilla Elec. Co.
100 Unity L &P Co.
100 Utah P &L
100 Vera Irrigation Dist.
100 Vigilante Elec. Coop
75 Wahkiakum Co. PUD #1
100 Wasco Elec. Coop
95 Washington Public Power SS
100 Washington Water Power
100 Wells Rural Elec. Co.
100 West Oregon Elec. Coop
100 Whatcom Co. PUD #1
Cost Share
Percentagg
100
100
85
100
100
100
100
90
100
100
0
100
100
100
100
100
100
0
100
100
100
100
0
0
100
100
100
PROGRESS PAYMENT INVOICE FORMAT
Directions: Photocopy and complete the following information.
1. IDENTIFICATION OF INDUSTRY
Full name and address (include complete mailing address and title of project)
TAX IDENTIFICATION NUMBER:
2. CONTRACTOR BANK IDENTIFICATION
Full name and address of Contractor's bank
Bank account number American Bankers Association
9 -digit routing number
3. PAYMENT
Progress Payment Amount Requested
(50% of estimated Acquisition Payment from Exhibit C)
4. CERTIFICATION BY CONTRACTOR
Acting as a duly authorized representative of the Contractor, I hereby certify
that the Project has been installed in accordance with the Project Proposal
and the amount requested on this invoice is true, correct and complete.
5. CERTIFICATION BY BONNEVILLE
I certify that the invoice is correct, the terms of the Agreement have
been complied with, and that the Progress Payment is authorized.
Progress Payment Invoice No.
(VS6- PMCE -WP +391)
Signature
Title
Date
Signature
Bonneville Power Administration
Contracting Officer's
Technical Representative
Date
Exhibit P
Contract No. DE- MS79- 91BP93167
Procurement No. 76202
City of Port Angeles
Effective at 0001 hours on
the Effective Date