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HomeMy WebLinkAbout1992-058 Amendatory Agrmt - BPA Smart DesignAUTHENTICATED COPY Department of Energy Bonneville Power Administration P.O. Box 3621 Portland, Oregon 97208-3621 PMCE May 5, 1992 Amendatory Agreement No. 3 Contract No. DE-MS79-88BP92542 Procurement No. 76047 Energy Smart Design Program (Option 3) Mr. Brian L. Almquist City Administrator & General Manager City of Ashland 20 East Main Ashland, OR 97520 Dear Mr. Almqulst: This letter constitutes an Agreement between the Bonneville Power Administration (Bonneville) and City of Ashland (Utility). In 1988, the Utilities were offered an ~nergy Smart Design Program Option 3 Agreement (Optlon 3 Agreement). The Option 3 Agreement described the procedures to be followed when delivering services qnder Option 3 of the Energy Smart Design Assistance Program (Program). Bonneville agreed that if the Utility participated in Option 3 of the Program and made good faith efforts to perform the tasks outlined in the Option 3 Agreement, the Utility w~ll have met the requirements set out in Bonnevllle's Model Conservation Standards Surcharge Policy. Amendatory Agreement No. 2 provided flnanctal support under this Program and was offered to regional utilities in February 1991. Bonneville has now decided to offer incentives for installed Measures under Amendatory Agreement No. 3 to all eligible regional utilities (section 3 below). This Agreement supersedes and replaces in its entirety any executed Option 3 Agreement: Term. This Agreement shall become effective at 2400 hours on the date the Utility signs and shall continue in effect until 2400 hours on September 30, 1993, unless terminated as provided here~n. All obligations arising from this Agreement shall be preserved until satisfied. 2. Definitions. (a) "Agreement" means an acquis~tion contract that encompasses one or more Bonneville-designed Conservation Program(s). 2 (b) (c) (d) (e) (f) (g) "Alternative Servlce Provider (ASP.)" means organizations (other than electric utillties) under separate contract with Bonneville who w111 assist uttlttles who participate in their contract by offering portions of the design asslstance when the local utility Is unable to do so. "As-Built Building" means the Commercial Building, after construction has been completed, such that design Heasures will not change~ "Baseilne" means, for new construction, ~he baseltne which shall be used fQr determining savings and incentive levels which is at a mtnlmum the 1987 Model Conservation Standards £qulvalent Code (HCS) or local code where it meets or exceeds the HCS. If the Measure being recommended is not addressed by the MCS or local code where it meets or exceeds the MC$, then standard practice shall be used as the Basellne. For existlng Commercial Buildings, the Baseline may be the existing conditions if approved by the COTR. In the case of Remodels where code would obviously apply, the Baseline w111 be the same as for new construction. The Baseltne upon whlch recommendations are made to the Building Owner remains as described within the Energy Smart Design.Technlcal Requirements. "Budget Year" means the i2-month period commenclng on October 1 and endlng the following September 30. "Building Owner" means the individual who makes the final energy-related decisions and financial commltments for a Commercial Building. "Commercial Building" means any structure used for commercial occupancy. It cannot be a residence unless it is a multifamtly dwelling at least four levels above grade. Non-residential common areas of multi-family dwellings with separate electrlcal meters, regardless of levels above grade, are eligible. Included in this definition is any occupied portion of a building which is separated by partition walls and has discrete control of its heating, ventilating, or cooling system and/or lighting system. Included in this definition are office buildings, wholesale and retail outlets, hotels and motels, large multifamily dwellings, restaurants, schools, hospitals, government buildings, and small businesses. Also included in this definition are heating, ventilating, and air conditioning (HVAC), lighting, and building envelope Measures for buildings which contain manufacturing or industrial processes, or agricultural businesses. Buildings eligible for Energy Smart Design include any structure, or portion thereof, as described above to which the Utility chooses to offer the Program services under Exhibits B and C. (h) "Technical and Design Assistance" means all services described in Exhibit B, section 6. (~) "Design Team" means the architect, engineer, or other 'Individuals who are part of the team htred by the Commercial Butldtng Owner or developer to design a Commerclal Building. "Firm Requirements Customer" means any utility which places ftrm loads upon Bonneville during the current year (the year In which funds w111 be applied.) (k) "Heasure Cost" means the "incremental cost" between standard and efflclent equipment tn new buildings or remodels. The Heasure Cost may be the "total cost" ~f there is no p]anned remodel or equlpment replacement or If the Heasure Is a distinct, add-on component or subsystem,-such as an economizer section or heat recovery system. (1) "Performance Perlod" means the deflned effective period for the Program under thls Agreement. (m) "Prescriptive Approach Building" means those Commercial Buildlngs depicted on Figure 1 of the Technlcal Requirements (Exhibit C) as '"PRESCRIPTIVE". (n) (o) "Remodel" means (1) changes to a Commercial Bulldlng which result In an increase in load to the Ut111ty; or (2) an occupancy change In conjunction with equipment changes tn the Commercial Building; or (3) the Commerclal Butldtng energy system(s) are to be changed in the absence of the Program. "Retrofit" means a replacement of existtng equipment in response to Program recommendations that results in kHh savings. (p) "Service Provider" means the tndtvldual or organlzatlon who provides assistance to Prescrtptlve Approach Buildings, performs the actual bln or hourly simulation modeling or performs any optional services (generally the Utillty, Bonneville staff, ASP, or the Commercial Building Design Team). (q) "Technical Requirements" means the requirements which must be followed when providing site based analysis for the Energy Smart Destgn Program. These are referenced in Exhlblt C. Utility Eligibility. This Agreement is available to only those utilities within the Pacific Northwest who are Firm Requlrements Customers of Bonneville. Exhibits. Exhibit A (General Conservation Contract Provisions), Exhtbtt B (Program Procedures), and Exhtbit C (Referenced Documents) are hereby attached and made a part of this Agreement. Offer of Aareement. Upon signature by Bonneville, thls Agreement shall be offered to the Uttllty for execution. This offer to the Utlltty shall remain open through September 30, 1993. If this Agreement ts not executed withtn the specified time period, the offer of this Agreement shall exptre and Bonneville shall have no further obligations under this proposed Agreement. Entire Aareement. Thts Agreement sets forth the entlre agreement of the parties as of the Effective Date of this Agreement, The rlghts and obligations of the parties hereunder shall be subject to and governed by this Agreement. 7. Interpretation. (al The provisions in Exhibit A are incorporated by r~ference into this Agreement. In the event of a conflict, Exhibit A is subordinate to all other parts of this Agreement. (bi Except as provided in section lB 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. The provisions in Exhibit C are incorporated by reference into this Agreement. Termination. In addition to the termination provisions of Exhibit A, the following provisions apply under this Agreement: (al The Utility may, for its convenience, terminate this Agreement by giving Bonneville 30 days' written notice of such termination. In the event of such notice, the Utility shall cease all new activities related to the Program in this Agreement. All obligations prior to such notice shall be satisfied. (bi Bonneville may, for its convenience, terminate this Agreement pursuant to section 8(al of Exhibit A. 9. Amendment of Aqreement. (al Except as provided in sections 27(b)(7) and 27(b)(8) of Exhibit A, the provisions of this Agreement may be amended only by agreement of the parties. (b) Exhibit B and documents incorporated in Exhibit C may be changed only to incorporate new or updated information which does not affec-t the requirements of this Agreement. Any such changes shall be issued by Bonneville after reasonable consultation with the Utility and shall be incorporated in this Agreement. 10. Aooltcatlon Procedure. (al Concurrent with an originally signed copy of this Agreement, the Utility shall submit a draft operating plan, pursuant to section 1 of Exhibit B, and designate a Utility point of contact for this Agreement to Bonneville. This requirement will be considered fulfilled if the Utility. offers services already described in an operating plan submitted to and approved by Bonneville. The operating plan must be received and approved prior to Budget approval by Bonneville. (b) If the Utility wlll be provJding design assistance services using the Prescriptive Path Manual, the Utility shall submit an addendum to its operating plan to Bonneville to describe how those services will be provided under this Agreement. (c) The Utility shall submit a final operating plan or addendum to its final operating plan to Bonneville within 30 days after receipt of Bonneville's comment on the draft operating plan or addendum. ll. Utllitv Duties. (al The Utility shall comply with the objectives and terms of this Agreement by operating the Program according to the procedures identified in the Exhibits. (b) The Utility shall comply with (1) the terms and conditions of any permit and/or license for the Program issued by any Federal, State or local governmental agency or body having jurisdiction; and (2) any Federal, State or local regulation applicable to the Program. All materials or equipment removed pursuant to the Program shall be disposed of in accordance with applicable Federal, State and local regulations. (c) The Utility sh~ll comply with the commercial sector environmental requirements established for Bonneville programs. 12. Budoet Provisions. (al The initial budget period shall be from the date the Utility signs this Agreement through the earlier of September 30, 1992, or the date this Agreement is superseded by the signing of the Long-Term Program Agreement. (b) The Utility shall submit a budget worksheet (Exhibit C, Item 6) no later than 30 days after the date the Utility signs this Agreement. The Utility may request the full base administrative allowance for each year. A partial year shall be pro-rated based on the number of remaining quarters, less any base administrative allowance previously paid in the Budget Year. The other budget category estimates shall 6 reflect the actual numbers est'tmated to occur from the date the- Agreement is slgned through the end of the Budget Year. A second budget worksheet for the period beginning October 1, 1992, through September 30, 1993, may be completed in conJunctlon with the tnttial budget worksheet and submitted concurrently. (c) Bonneville will review the Util~ty's budget request (Exhibit C, Item 6) following approval of the operating plan (Exhibit B, sectlon 1). Bonnevllle will notify the Utlltty of the amount approved within 30 days following that review. (d) Payment of Bonneville services. incentives cannot be made unless budgets are approved by and the approved Uttllty operatlng plan describes these (e) At any time during a Budget Year, the Utility or Bonneville may request to increase or decrease the Uttllty's approved budget for such Budget Year. 13. Payment. Payment is made upon certification of a proper invoice by the COTR. Under cost-reimbursement contracts payment is certified at the time that a reimbursement is approved. Adjustments for prtor billing errors can be made on subsequent payments by the Utility or Bonneville up to the earller of 3 years from the end of a budget period or upon an audlt. After this period, payments are final except for fraud. (a) Type of Payment. The method of payment available to the Utility is limited to the Cost-Reimbursement method set forth in sectton 9 of Exhibit B. (b) Payment Freouencv. Bonneville will pay the Utility, no more frequently than monthly but no less than annually, the amount shown on the DOE Form 6200.9 within 30 calendar days after Bonnevllle's Receipt and Acceptance of such invoice, In accordance with sectlon 9 of Exhibtt B. (c) StnQle Audit. If the Utility is required to have a Single Audit as identified In the Audtt provisions in Exhibit A, Bonneville will, with appropriate prior approval, reimburse the Utility for the additional cost Involved. (Approval for reimbursement shall be obtained prior to the start of the Single Audit by contacting the COTR as applicable.) (d> Duplicate Payments. Bonneville w111 not pay for any portion of a Measure or service under this Agreement which has been or will be paid for under any other agreement or financial assistance instrument. 14. Oualltv Assurance. (a) If the Utillty ts In compliance with this Agreement, the Utility will meet the requirements set out tn Bonnevtlle's Model Conservation Standards Surcharge Policy. (b) Quality Assurance of the acttvltles conducted under this Agreement ts essential to the long-term success of the Program. Periodic on-site reviews may be conducted by Bonneville or tis designee to assess Program implementation and make recommendations for improvements. Such reviews may include a revlew tn the office of recordkeeptng and implementation procedures, as well as fteld'Inspecttons of work completed under this Agreement. (c) If the Utility ts judged to not be tn compliance with the requlrements of the Agreement or one of tis Exhibits, Bonneville and the Utility may jotntly develop a qualtty improvement plan designed to improve the quality of the work performed. Such a plan may Include taking remedial steps to correct the identified deficiencies. (d) If the Utlltty ts found to be consistently out of compllance for a 15-month perlod, Bonneville may, at tis optlon, seek repayment for work performed under this Agreement that ts not tn compliance with the requlrements of the Agreement, disapprove invoices and/or suspend all or a part of the Agreement as provided for under section 7(a) of Exhtbtt A. 15. Prooram Records. The Utility shall maintain records in accordance with the provisions contained in section l0 of Exhibit B of this Agreement. 16. Prooram Reoorts. (a) Reports. The Utility shall.submit to Bonneville reports in accordance with the provisions contained in Section ll of Exhibit B of this Agreement. (b) Close Out. The final report for each Budget Year shall be submitted in accordance with the Budget Year end close-out procedures provided by Bonneville. 17. Notices and Other Communications. The Contracting Officer's Technical Representative (COTR) identified below is the Bonneville point of contact for this Agreement. Written communication between the parties shall be delivered in person or mailed to the address and to the attention of the person specified: 8 18. 19. If to Bonneville: Bonneville Power Adminlstratlon Eugene District Offlce Federal Building, Rm. 206 211 East 7th Avenue Eugene, OR 97401 ATTN: Ray A. Hlley - LG Contracting Officer's Technical Representative Phone: (503) 465-6955 Bonneville may change or supplement such address or speclfled person by giving the Utility written notlce of such change. Dispute R~solution and Arbitration. Dlsputes regarding this Agreement shall contalned in section 18 of Exhibit A. be resolved under the provisions 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. 20. Signature Clause. Each party hereto represents that it has the authority to execute this Agreement and that it has b?en duly authorized to enter into this Agreement. If these provisions are acceptable, please sign both copies of this Agreement and return one copy to Bonneville. The remaining copy is for your files. Please also provide an originally signed copy of the resolution or the board or city council meeting minutes authorizing execution of this Agreement. SUE F. HICKEY Assistant Administrator for Energy Resources Sincerely, Assistant Administrat~r -for Energy Resources Name Sue F. Hickey (Print/Type) ACCEPTED: CITY OF ASHLAND Name /~/'~mf~ ~ ~'~'~-~ (Print/Type) Title /~/~r Date .~-~z~- ~L~ _. . /s/ CATHERINE M. GOLDEN Mayor May 20, 1992 ATTES~ Name ~J~ (Print/Type) Date ~---~-?~. /s/ NAN E. FRANKLIN City Recorder May 20, 1992 (VSlO-PMCE-+l193/+396)