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HomeMy WebLinkAbout1992-27 Amending BPA Agrmt.RESOLUTION NO. ?~"J7 A RESOLUTION APPROVING AMENDATORY AGREEMENT NO. 3 TO THE ENERGY SMART DESIGN OPTION 3 UTILITY AGREEMENT WITH BONNEVILLE POWER ADMINISTRATION (sPa). RECITALS: ae The City of Ashland is a Participant in the Energy Smart Design Assistance Program for commercial conservation measures. B. BPA is expanding its commercial conservation program for commercial conservation measures. THE CITY OF ASHLAND RESOLVES AS FOLLOWS: SECTION 1. Amendatory Agreement No. 3 to Contract No. DE-MS79- 88BP92542-Energy Smart Design Program (option 3) is hereby approved. SECTION 2. The Mayor and City Recorder are authorized and directed to sign the agreement on behalf of the City. The foregoing resolution was READ and DULY ADOPTED at a regular meeting of<~he City Council of the City of Ashland on the day of .~ .~/~_~?. , 1992. / Nan E. F~anklin, City Recorder SIGNED and APPROVED this~-~z day of 1992. Catherine M. Golden, Mayor R~w~to~ form: P~i Nolte, City Attorney Department of Energy Bonneville Power Administration P.O. Box 3621 Portland, Oregon 97208-3621 In reply refer to: 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 C~ty of Ashland 20 East Ma~n Ashland, OR 97520 Dear Mr. Almqu~st: Th~s letter constitutes an Agreement between the Bonneville Power' Adm~n~strat~o.n (Bonneville) and C~ty of Ashland (Utility). In 1988, the Utilities were offered an Energy Smart Design Program Option 3 Agreement (Option 3 Agreement). The Option 3 Agreement described the procedures to be followed when delivering services under Option 3 of the Energy Smart Design Assistance Program (Program). Bonneville agreed that ~f the Utility participated ~n Option 3 of the Program and made good faith efforts to perform the tasks outlined ~n the Option 3 Agreement, the Utility w~ll have met the requirements set out in Bonnev~lle's Model Conservation Standards Surcharge Policy. Amendatory Agreement No. 2 prov}ded f~nancial support under th~s Program and was offered to regional utilities ~n February 1991. Bonneville has now dec~ded to offer incentives for ~nstalled Measures under Amendatory Agreement No. 3 to all eligible regional utilities (section 3 below). This Agreement supersedes and replaces ~n ~ts entirety any executed Option 3 Agreement: 1. Term. This Agreement shall become effective at 2400 hours on the date the Utility s~gns and shall continue }n effect until 2400 hours on September 30, 1993, unless terminated as provided herein. All obligations arising from th~s Agreement shall be preserved until satisfied. 2. Definitions. (a) "Agreement" means an acquisition contract that encompasses one or more Bonneville-designed Conservation Program(s). (b) "Alternative Service Provider (ASP)" means organizations (other than electric utilities) under separate contract with Bonneville who will assist utilities who participate in their contract by offering portions of the design assistance when the local utility is unable to do so. (c) "As-Built Building" means the Commercial Building, after construction has been completed, such that design Measures will not change. (d) "Baseline" means, for new construction, the baseline which shall be used for determining savings and incentive levels which ~s at a minimum the 1987 Model Conservation Standards Equivalent Code (MCS) or local code where ~t meets or exceeds the MCS. If the Measure being recommended is not addressed by the MCS or local code where ~t meets or exceeds the MCS, then standard practice shall be used as the Baseline. For existing Commercial Buildings, the Baseline may be the ex~stJng conditions if approved by the COTR. In the case of Remodels where code would obviously apply, the Baseline will be the same as for new construction. The Baseline upon which recommendations are made to the Building Owner remains as described within the Energy Smart Design Technical Requirements. (e) "Budget Year" means the 12-month per~od commencing on ~C)ctober 1 and ending the following September 30. (f) "Building Owner" means the individual who makes' the f~nal energy-related dec}sions and financial commitments for a Commercial Building. (g) "Commercial Building" means any structure used for commercial occupancy. It cannot be a residence unless it is a mult~famJly dwelling at least four levels above grade. Non-res~dential common areas of multi-family dwellings w~th separate electrical meters, regardless of levels above grade, are eligible. Included ~n this definition Js any occupied portJo.n of a building which ~s separated by partition walls and has discrete control of its heating, vent~latlng, or cooling system and/or lighting system. Included Jn th~s definition are off~ce buildings, wholesale and retail outlets, hotels and motels, large multifam~ly dwellings, restaurants, schools, hospitals, government buildings, and small businesses. Also }ncluded In this definition are heating, ventilating, and air conditioning (HVAC), lighting, and buildlng envelope Measures for buildings which contain manufacturing or industrial processes, or agricultural businesses. Buildings eligible for Energy Smart Design ~nclude any structure, or portion thereof, as described above to which the Ut~llty chooses to offer the Program services under Exhibits B and C. (h) "Technical and Design Assistance" means all services descrlbed in Exhibit B, section 6. (i) "Design Team" means the architect, engineer, or other individuals who are part of the team hired by the Commercial Building ()wner or developer to design a Commercial Building. "Firm Requirements Customer" means any utility which places flrm loads upon Bonneville during the current year (the year In which funds will be applied.) (k) "Measure Cost" means the "incremental cost" between standard and efficient equipment ~n new buildings or remodels. The Measure Cost may be the "total cost" if there is no planned remodel or equipment replacement or if the Measure is a distinct, add-on component or subsystem, such as an economizer section or heat recovery system. (1) "Performance Period" means the defined effective periocl for the Program under this Agreement. (m) "Prescriptive Approach Building" means those Commercial Buildings deptcted on Figure 1 of the Technical Requirements (Exhibit C) as "PRESCRIPTIVE". (n) "Remodel" means (1) changes to a Commercial Building which result in an Increase in load to the Utility; or (2) an occupancy change In conjunction with equipment changes in the Commercial Building; or (3) the Commercial Bu}ldlng energy system(s) are to be changed In the absence of the Program. (o) "Retrofit" means a replacement of existing equipment In response to Program recommendations that results in KHh savlngs. (p) "Service Provider" means the indlvidual or organization who provides assistance to Prescriptive Approach Buildings, performs the actual bin or hourly simulation modeling or performs any optional services (generally the Ut~lity, 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 Design Program. These are referenced In Exhibit C. 3. U.t.ility Eligibility. This Agreement ~s available to only those util~t~es within the Pacific Northwest who are Firm Requirements Customers of Bonneville.. 4. Exhibits. Exhibit A (General Conservation Contract Provisions), Exhlb!it B (Program Procedures), and Exhtblt C (Referenced Documents) are hereby attached and made a part of this Agreement. 5. Offer of Agreement. Upon signature by Bonneville, this Agreement shall be offered to the Utility for execution. This offer to the Utility shall remain open through September 30, 1993. If this Agreement is not executed within the specified time period, the offer of this Agreement shall expire and Bonneville shall have no further obligations under this proposed Agreement. 6. Entire Agreement. 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. 7. Interpretation. (a) The provisions in Exhibit A are incorporated by reference into this Agreement. In the event of a conflict, Exhibit A is subordinate to all other parts of this Agreement. (b) Except as provided in section 18 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. (c) The provisions in Exhibit C are incorporated by reference into this Agreement. 8. Termination. In addition to the termination provisions of Exhibit A, the following provisions apply under this Agreement: (a) 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. (b) Bonneville may, for its convenience, terminate this Agreement pursuant to section 8(a) of Exhibit A. 9. Amendment of Agreement. (a) 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 affect 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. Application Procedure. (a) 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 ~)udget approval by Bonneville. (b) If the Utility will be providing 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. 11. Utility Duties. (a) 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 shall comply with the commercial sector environmental requirements established for Bonneville programs. 12. Budget Provisions. (a) The initial budget period shall be from the date the Utility signs this Agreement through the earlier of September 30, 19S~2, 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 reflect the actual numbers estimated to occur from the date the Agreement is signed through the end of the Budget Year. A second budget worksheet for the period beginning October l, 1992, through September 30, 1993, may be completed in con~unction with the initial budget worksheet and submitted concurrently. (c) Bonneville will review the Utility's budget request (Exhibit C, Item 6) following approval of the operating plan (Exhibit B, section 1). Bonneville will notify the Utility of the amount approved within 30 days following that review. (d) Payment of incentives cannot be made unless budgets are approved by Bonneville and the approved Utility operating plan describes these services. (el At any time during a Budget Year, the Utility or Bonneville may request to increase or decrease the Utility's approved budget for such Budget Year. 13. Payment. Payment is made upon certification of a proper invoice by tile COTR. Under cost-reimbursement contracts payment is certified at the time that a reimbursement is approved. Adjustments for prior billing errors can be made on subsequent payments by the Utility or Bonneville up to the earlier of 3 years from the end of a budget period or upon an audit., After this period, payments are final except for fraud. (al Type of Payment. The method of payment available to the Utility is limited to the Cost-Reimbursement method set forth in section 9 of Exhibit B. (b) Payment.. Fr.eque.ncy. 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 Bonneville's Receipt and Acceptance of such invoice, in accordance with section 9 of Exhibit B. (c) Single Audit. If the Utility is required to have a Single Audit as identified in the Audit 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) Dupllcate Payments. Bonneville will 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. Quality Assurance. (a) If the Utility is in compliance with this Agreement, t'he Utility will meet the requirements set out in Bonneville's Model Conservation Standards Surcharge Policy. (b) Quality Assurance of the activities conducted under this Agreement is essential to the long-term success of the Program. Periodic on-site re'views may be conducted by Bonneville or its designee to assess Program implementation and make recommendations for improvements. Such reviews may include a review in the office of recordkeeping and implementation procedures, as well as field inspections of work completed under this Agreement. (c) If the Utility is judged to not be in compliance with the requirements of the Agreement or one of its Exhibits, Bonneville and the Utility may :)ointly develop a quality 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 Utility is found to be consistently out of compliance for a 15-month period, Bonneville may, at its option, seek repayment for work performed under this Agreement that is not in compliance with the requirements of the Agreement, disapprove invoices and/or suspend all or a part of the Agreement as provided for under section 7(a) of Exhibit A. 15. Program Records. The Utility shall maintain records in accordance with the provisions contained in section l0 of Exhibit B of this Agreement. 16. Program Reports. (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 Communi.c. ations. 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: If to Bonneville: Bonneville Power Administration Eugene District Office Federal Building, Rm. 206 211 East 7th Avenue Eugene, OR 97401 ATTN' Ray A. Wiley - LG Contracting Officer's Technical Representative Phone: (503) 465-6955 Bonneville may change or supplement such address or specified person by giving the Utility written notice of such change. 18. Dispute Resolution and Arbitration. Disputes regarding this Agreement shall be resolved under the provisions contained tn section 18 of Exhibit A. 19. Severabilt~y. If any provision of thts Agreement ts f~nally adjudicated by a court of competent jurisdiction to be invalid or unenforceable, tt is the parties' intent that the remainder of th~s Agreement, to the extent practicable, continue tn full force and effect as though such provision or any part thereof so adjudicated had not been included there~n. 20. Signature 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. 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. Sincerely, Assistant A -for Energy Resources Name Sue F. Hicke¥ (Print/Type) ACCEPTED: CITY OF ASHLAND Ha mi' ~2~ ~'~, (Print/Type) Date c~",=,~ 0 A TTES~L Name (Print/Type) Date (VSlO-PMCE-+l193/+396)