Loading...
CONTRACT 2615 Service Agreement CLOSED2 1� ID 4 PERFORMANCE SERVICES AGREEMENT THIS AGREEMENT, made and entered into this 4th day of August, 1998, between the CITY OF EL SEGUNDO, a municipal corporation, hereinafter referred to as "City" and Siemens Building Technologies, Inc., a Delaware Corporation, hereinafter referred to as "Contractor" or "Siemens." In consideration of the mutual covenants and conditions set forth herein, the parties agree as follows: SCOPE OF SERVICES Contractor agrees to perform the services set forth in Exhibit C and made a part hereof. Contractor shall provide services to the City as described in Exhibit C, or when otherwise requested by the City and authorized under this Agreement. Contractor shall, at its own cost, make any revisions of its own work as required by the City and re-do, at its own cost, any work which the City finds unsatisfactory due to Contractor's or subcontractor's errors or omissions. Contractor represents and warrants that it and its subcontractors, officers, employees and agents have the necessary qualifications, experience and facilities to properly perform said services in a thorough, competent and professional manner and shall, at all times during the term of this Agreement, have in full force and effect, all licenses required of it by law. It shall be the Contractor's sole obligation to insure that subcontractors performing work for Contractor under this Agreement shall adhere to the all of the obligations and duties imposed on the Contractor under this Agreement. 2. STATUS OF CONTRACTOR Contractor is and shall at all times remain as to the City a wholly independent contractor. The personnel performing the services under this Agreement on behalf of Contractor shall at all times be under Contractor's exclusive direction and control. Neither City nor any of its officers, employees or agents shall have control over the conduct of Contractor or any of Contractor's officers, employees or agents, except as set forth in this Agreement. Contractor shall not at any time or in any manner represent that it or any of its officers, employees or agents are in any manner officers, employees or agents of the City. Contractor shall not incur or have the power to incur any debt, obligation or liability whatever against City, or bind City in any manner, except as to payment due from the City relating to the Performance Services Agreement. CONTRACTOR'S KNOWLEDGE OF APPLICABLE LAWS Contractor shall keep itself informed of applicable local, state and federal laws and regulations which may affect those employed by it or in any way affect the performance of its services pursuant to this Agreement. Contractor shall comply with all such laws and regulations affecting its employees. City and its officers and employees, shall not be liable at law or in equity as a result of any failure of Contractor to comply with this section. COMPENSATION AND METHOD OF PAYMENT Compensation to the Contractor shall be as set forth in Exhibit B " PAYMENT /GUARANTEED SAVINGS" hereto and made a part hereof 21 16 U e5 5. ADDITIONAL SERVICES OF CONTRACTOR Contractor shall not be compensated for any services rendered in connection with its performance of this Agreement which are in addition to those set forth herein or listed in Exhibit C, unless such additional services are authorized in advance and in writing by the City Manager. Contractor shall be compensated for any additional services in the amounts and in the manner as agreed to by City Manager and Contractor at the time City's written authorization is given to Contractor for the performance of said services. 6. TERM OF AGREEMENT This Agreement shall become effective upon the execution by the City and the Contractor and shall continue in full force and effect until all of the duties and obligations of the City and Contractor set forth in this Agreement have been satisfied or until there is a material breach of the Agreement which is not cured as set forth in this Agreement. Prior to the City issuing a Notice to Proceed to Contractor, City shall have the right to terminate this Agreement without cause upon written notice to Contractor. Contractor shall have 180 days from the time the City issues the Notice to Proceed to complete the Facility and Operational Improvements. 7. COOPERATION BY CITY All public information, data, reports, records, and maps as are existing and available to City as public records, and which are necessary for carrying out the work as outlined in the Exhibit A, shall be furnished to Contractor in every reasonable way to facilitate, without undue delay, the Work to be performed under this Agreement. S. OWNERSHIP OF DOCUMENTS Upon satisfactory completion of, or in the event of termination, suspension or abandonment of, this Agreement, all original maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files and other documents prepared in the course of providing the services to be performed pursuant to this Agreement shall, become the sole property of City. With respect to computer files, Contractor shall make available to the City, upon reasonable written request by the City, the necessary computer software and hardware for purposes of accessing, compiling, transferring and printing computer files. 9. RELEASE OF INFORMATION /CONFLICTS OF INTEREST (A) All information gained by Contractor in performance of this Agreement shall be considered confidential and shall not be released by Contractor without City's prior written authorization excepting that information which is a public record and subject to disclosure pursuant to the California Public Records Act, Government Code § 6250, et seq. Contractor, its officers, employees, agents or subcontractors, shall not without written authorization from the City Manager or unless requested by the City Attorney, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement or relating to any project or property located within the City. Response to a subpoena or court order shall not be considered "voluntary" provided Contractor gives City notice of such court order or subpoena. If Contractor or any of its officers, employees, consultants or subcontractors does voluntarily provide information in violation of this Agreement, City has the right to reimbursement and indemnity from Contractor for any damages caused by Contractor's conduct, including the City's attorney's fees. .2.. 2 Contractor shall promptly notify City should Contractor, its officers, employees, agents or subcontractors be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed thereunder or with respect to any project or property located within the City. City retains the right, but has no obligation, to represent Contractor and/or be present at any deposition, hearing or similar proceeding. Contractor agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Contractor. However, City's right to review any such response does not imply or mean the right by City to control, direct, or rewrite said response. (B) Contractor covenants that neither it, nor any of its officers, principals, employees or subcontractors have any interest in, or shall acquire any interest, directly or indirectly, which will conflict in any manner or degree with the performance of their services hereunder. In this regard, Contractor agrees to comply with The Political Reform Act and all Fair Political Practice Commission Rules and Regulations, as well as all other laws, regulations and applicable rules governing conflicts of interest. Contractor further covenants that in the performance of this Agreement, no person or entity having such interest shall be employed by it as an officer, employee, agent or subcontractor. Contractor further covenants that neither Contractor, nor any of its officers, principals, employees, or subcontractors have contracted with or performed any services directly or indirectly for any developer(s), property owner(s), firm(s), partnerships or companies owning property within the City or processing land use entitlements for with respect to land located within the City, and further covenants and agrees that neither Contractor, nor its officers, principals, and employees, or subcontractors shall provide service or enter into any agreement or agreements with any developer(s), property owner(s), firm(s), partnerships or companies owning property in the City or processing land use applications with respect to property located within the City, prior to the completion of the work under this Agreement. 10. DEFAULT. In the event that Contractor is in default of any of the provisions of this Agreement, City shall have no obligation or duty to continue compensating Contractor for any work performed unless the Contractor cures the default within 30 days of written notice of such from the City. Upon the failure of the Contractor to cure any default the City can at its sole discretion terminate this Agreement, allow the Contractor additional time to cure the default, or allow the Contractor to proceed without curing the default. In the event that the City allows the Contractor additional time to cure or allows the Contractor to proceed under the Agreement without curing the default, the City shall be entitled to terminate the Agreement for continuing defaults and shall be entitled to pursue all available legal and equitable remedies. 11. INDEMNIFICATION (A) Contractor represents it is skilled in the services and duties agreed to hereunder by Contractor, and City relies upon the skills and knowledge of Contractor. Contractor shall perform such services and duties consistent with the standards generally recognized as being employed by professionals performing similar service in the State of California. (B) Contractor is an independent contractor and shall have no authority to bind City nor to create or incur any obligation on behalf of or liability against City by contract, unless such authority is expressly conferred under this agreement or is otherwise expressly conferred by the City Council. City, its elected and appointed officials, officers, agents, employees and volunteers (individually and collectively, "Indemnitees ") shall have no liability to Contractor or to any other person for, and Contractor shall indemnify, defend, protect and hold harmless the Indemnitees from and against, any and all liabilities, -3- 261 0 claims, actions, causes of action, proceedings, suits, damages, judgments, liens, levies, costs and expenses of whatever nature, including reasonable attorneys' fees and disbursements (collectively "Claims "), which the Indemnitees may suffer or incur or to which the Indemnitees may become subject by reason of or arising out of any injury to or death of any person(s), damage to property, loss of use of property, economic loss or otherwise occurring as a result of or allegedly caused by the performance or failure to perform by Contractor of Contractor's services under this agreement or the negligent or willful acts or omissions of Contractor, its agents, officers, directors or employees, in performing any of the services under this agreement. If any action or proceeding is brought against the Indemnitees by reason of any of the matters against which Contractor has agreed to indemnify the Indemnitees as above provided, Contractor, upon notice from the City, shall defend the Indemnitees at Contractor's expense by counsel acceptable to the City. The Indemnitees need not have first paid any of the matters as to which the Indemnitees are entitled in order to be so indemnified. The insurance required to be maintained by Contractor under paragraph 15 shall ensure Contractor's obligations under this paragraph 14(b), but the limits of such insurance shall not limit the liability of Contractor hereunder. The provisions of this paragraph 14(b) shall survive the expiration or earlier termination of this agreement. The Contractor's indemnification does not extend to Claims occurring as a result of the City's negligence or willful acts or omissions. 12. INSURANCE (A) Insurance Requirements. Contractor shall provide and maintain insurance acceptable to the City Attorney in full force and effect throughout the term of this Agreement, against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder by Contractor, its agents, representatives or employees. Insurance is to be placed with insurers with a current A.M. Best's rating of no less than A:VII. Contractor shall provide the following scope and limits of insurance: (1) Minimum Scope of Insurance. Coverage shall be at least as broad as: (a) Insurance Services Office form Commercial General Liability coverage (Occurrence Form CG 0001). (b) Insurance Services Office form number CA 0001 (Ed. 1/87) covering Automobile Liability, including code 1 "any auto" and endorsement CA 0025, or equivalent forms subject to the written approval of the City. (c) Workers' Compensation insurance as required by the Labor Code of State of California and Employer's Liability insurance and covering all persons providing services on behalf of the Contractor and all risks to such persons under this Agreement. (d) Errors and omissions liability insurance for the engineering and design services performed pursuant to this Agreement. less than: (e) Property Damage insurance. (2) Minimum Limits of Insurance. Contractor shall maintain limits of insurance no El Id xxw, 6 1 15 b p # or (a) General Liability: $1,000,000 per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to the activities related to this Agreement or the general aggregate limit shall be twice the required occurrence limit. (b) Automobile Liability: $1,000,000 per accident for bodily injury and property damage. (c) Workers' Compensation and Employer's Liability: Workers' Compensation as required by the Labor Code of the State of California and Employers Liability limits of $1,000,000 per accident. (d) Errors and Omissions Liability: $1,000,000 per claim. (e) Property Damage: $1,000,000 per claim; $2,000,000 aggregate. (B) Other Provisions. Insurance policies required by this Agreement shall contain the following provisions: (1) All Policies. Each insurance policy required by this paragraph 15 shall be endorsed and state the coverage shall not be suspended, voided, canceled by the insurer or either party to this Agreement, reduced in coverage or in limits except after 30 days' prior written notice by Certified mail, return receipt requested, has been given to the City. (2) General Liability and Automobile Liability Coverages. (a) City, its officers, officials, and employees and volunteers are to be covered as additional insureds as respects: liability arising out of activities Contractor performs, products and completed operations of Contractor; premises owned, occupied or used by Contractor, or automobiles owned, leased or hired or borrowed by Contractor. The coverage shall contain no special limitations on the scope of protection afforded to City, its officers, officials, or employees. (b) Contractor's insurance coverage shall be primary insurance as respect to City, its officers, officials, employees and volunteers. Any insurance or self insurance maintained by City, its officers, officials, employees or volunteers shall apply in excess of, and not contribute with, Contractors insurance. (c) Contractor's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. (d) Any failure to comply with the reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City, its officers, officials, employees or volunteers. (3) Workers' Compensation and Employer's Liability Coverage. Unless the City Manager otherwise agrees in writing, the insurer shall agree to waive all rights of subrogation against City, its officers, officials, employees and agents for losses arising from work performed by Contractor for City. -5- (C) Other Requirements. Contractor agrees to deposit with City, at or before the effective date of this contract, endorsements necessary to satisfy City that the insurance provisions of this contract have been complied with. The City Attorney may require that Contractor furnish City with copies of original endorsements effecting coverage required by this Section. The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. City reserves the right to inspect complete, certified copies of all required insurance policies, at any time. (1) Contractor shall furnish certificates and endorsements from each subcontractor identical to those Contractor provides. (2) Any deductibles or self - insured retentions must be declared to and approved by City. At the option of the City, either the insurer shall reduce or eliminate such deductibles or self - insured retentions as respects the City, its officers, officials, employees and volunteers; or the Contractor shall procure a bond guaranteeing payment of losses and related investigations, claim administration, defense expenses and claims. (3) The procuring of such required policy or policies of insurance shall not be construed to limit Contractor's liability hereunder nor to fulfill the indemnification provisions and requirements of this Agreement. (D) City is responsible for any Ioss, theft or destruction of, or damage to, the Facility and Operational Improvements except to the extent such is caused by the Contractor or its agents. 13. BONDS Contractor shall obtain faithful performance and labor and material bonds, in forms acceptable to the City, in the sums of one million two hundred ninety-eight thousand eight hundred eight -five dollars ($1,298,885.00), which constitutes one - hundred percent (100 %) of the value of the public improvements to assure the performance of all terms and conditions of the Agreement. These bonds shall be and remain in full force and effect, and shall protect the City of El Segundo, its officers, agents and employees until all terms, covenants, provisions and conditions of the Agreement, and any agreed upon alterations or additions thereto, are fully and well met and performed by the Contractor to the satisfaction of the City of El Segundo in the time and manner specified in the Agreement. Upon fulfillment of the obligations set forth in the Agreement as specified above, the City shall agree to exonerate the bonds. 14. NONDISCRIMINATION INONPREFERENTIAL TREATMENT STATEMENT In performing this Agreement, the Parties shall not discriminate on the basis of race, sex, color, age, religion, sexual orientation, disability, ethnicity, or national origin, and shall comply, to the fullest extent allowed by law, with all applicable local, state and federal laws relating to nondiscrimination. 15. UNAUTHORIZED ALIENS Contractor hereby promises and agrees to comply with all of the provisions of the Federal Immigration and Nationality Act (8 U.S.C.A. & 1101, et seq.), as amended; and in connection therewith, shall not employ unauthorized aliens as defined therein. Should Contractor so employ such unauthorized aliens for the performance of work and/or services covered by this contract, and should the Federal Government impose sanctions against the City for such use of unauthorized aliens, Contractor hereby agrees to, and shall, reimburse City for the cost of all such sanctions imposed, together with any and all costs, including attorneys' fees, incurred by the City in connection therewith. 0 , , 4 lb. PREVAILFNG WAGE Contractor shall pay prevailing wages for Iabor performed under this Agreement as required by Labor Code Section 1770 et seq. Contractor and subcontractors shall submit certified payroll records to the City in a timely manner. Contractor shall be responsible for obtaining certified payroll records from its subcontractors. 17. ENTIRE AGREEMENT This Agreement is the complete, final, entire and exclusive expression of the Agreement between the parties hereto and supersedes any and all other agreements, either oral or in writing, between the parties with respect to the subject matter herein. Each party to this Agreement acknowledges that no representations by any party which are not embodied herein and that no other agreement, statement, or promise not contained in this Agreement shall be valid and binding. 18. GOVERNING LAW The City and Contractor understand and agree that the laws of the State of California shall govern the rights, obligations, duties and liabilities of the parties to this Agreement and also govern the interpretation of this Agreement. Any litigation concerning this Agreement shall take place in the Los Angeles County Superior Court. 19. ASSIGNMENT OR SUBSTITUTION City has an interest in the qualifications of and capability of the persons and entities who will fulfill the duties and obligations imposed upon Contractor by this Agreement. In recognition of that interest, neither any complete nor partial assignment of this Agreement may be made by Contractor nor changed, substituted for, deleted, or added to without the prior written consent of City with the exception of a subsidiary of the Contractor. Any attempted assignment or substitution to any party other than a subsidiary of Contractor shall be ineffective, null, and void, and constitute a material breach of this Agreement entitling City to any and all remedies at law or in equity, including summary termination of this Agreement. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement. 20. MODIFICATION OF AGREEMENT The terms of this Agreement can only be modified in writing approved by the City Council and the Contractor. The parties agree that this requirement for written modifications cannot be waived and any attempted waiver shall be void. 21. AUTHORITY TO EXECUTE The person or persons executing this Agreement on behalf of Contractor warrants and represents that they have the authority to execute this Agreement on behalf of their corporation and warrants and represents that they have the authority to bind Contractor to the performance of its obligations hereunder. City warrants and represents that the person or persons executing this agreement on behalf of the City has the authority to bind the City to the obligations under this agreement. 7. 2 22. NOTICES Notices shall be given pursuant to this Agreement by personal service on the party to be notified, or by written notice upon such party deposited in the custody of the United States Postal Service addressed as follows: City Attention: City Clerk City of El Segundo 350 Main Street El Segundo, California 90245 Contractor Attention: Jeffery A. Prosswimmer Siemens Building Technologies, Inc. 10855 Business Center Drive Cypress, California 90630 The notices shall be deemed to have been given as of the date of personal service, or three (3) days after the date of deposit of the same in the custody of the United States Postal Service. 23, SEVERABILITY The invalidity in whole or in part of any section, sentence or phrase of this Agreement shall not void or affect the validity of the other sections, sentences or phrases of this Agreement. 24. WAIVER The failure by either party to this Agreement to enforce any breach of any provision of this Agreement shall not waive the parties rights to enforce any breach of any other provision of this Agreement or any subsequent breach of a provision which has been previously breached. 25. DEFINITIONS The definitions set forth in Exhibit A are incorporated into this Agreement and made a part hereof. 10 2615 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed the day and year first above written, SIEMENS BUILDING TECHNOLOGIES, INC. By Title Y r CITY OF EL SEGUNDO .Y - Title � k I .1 j��: ( ......................................................................... . .1 1 .. .. ... .... ATTEST: . ..... . !�� . ............ . Eindy Mortese .............. City Clerk W 19- APPROVED AS TO FORM: ark City Attorney 2615. *, EXHIBIT A DEFINITIONS Definitions. The following definitions shall for all purposes of this Agreement have the following respective meaning unless the context otherwise specifies or requires or unless otherwise defined herein: "Acceptance" means the City has signed the Certificate of Substantial Completion. "Acceptance Date" means the date on which the City signs the Certificate of Substantial Completion. "Accumulated Actual Savings" means the sum of actual annual Measured & Verified Savings plus the Energy and Operational Stipulated Savings from the beginning of the contract through the current period. "Accumulated Guaranteed Savings" means the sum of guaranteed Measured & Verified Savings plus the Energy and Operational Stipulated Savings from the beginning of the contract through the current period. "Actual Annual Savings" means the amount of savings achieved during a one year period. It is the sum of the actual Measured & Verified Savings plus the Energy and Operational Stipulated Savings. "Affiliate" means Contractor's parent holding company's finance corporation. "Annual Guaranteed Savings" means the guaranteed savings during a one year period. It is the sum of the actual Measured & Verified Savings plus the Energy and Operational Stipulated Savings. "Annual Reconciliation Period" means the performance assurance portion of the program where actual energy savings are presented to City by Contractor. "Commencement Date" means the effective date of this Agreement. "Construction Period" means the period from the Commencement Date of this Agreement to the Acceptance Date. "Construction Period Savings" means the actual accumulated Measured & Verified Savings plus the Energy and Operational Stipulated Savings achieved from the Commencement Date of this Agreement until the Acceptance Date. "Energy Conservation Measure" ( "ECM ") means various items of equipment, devices, materials and/or software as installed by Contractor at the Facilities, or as repaired or replaced by City hereunder, for the purpose of improving the efficiency of utility consumption, or otherwise to reduce utility costs of the Facilities. "Escalation Factor" means an annual escalation percentage to be applied to the previous years Energy Savings. Operational Savings and Technical Service Agreement, beginning the second year after Acceptance Date. "Excess Savings" means the Actual Annual Savings minus the Annual Guaranteed Savings for the period. If the amount is zero or less there is no Excess Savings amount for that annual period. "Facilities" means those buildings where the energy and operational savings will be realized. "Facility and Operational Improvements" means the improvements that are described in Exhibit C, section C.1 (the "Wort, "). Im 2615. , . "Guaranteed Savings" means the Measured & Verified Savings and Energy and Operational Stipulated Savings amounts identified in table 2. 1, but not to exceed the Total Project Costs. "Measured & Verified Savings" means the utility cost savings that will be achieved through the implementation of the ECM's project. Savings are determined through the measurement process set out in Exhibit D. "Energy & Operational Stipulated Savings" means the savings that will be achieved through the other cost reductions as a result of the implementation of the ECM's and have been mutually agreed upon by Contractor and the City in addition to the Measure and Verified Savings. The designated savings for each annual period with the corresponding escalation factor are set out in Exhibit D. "Performance Guaranteed Period" means that period of time beginning with the first day of the month following the Acceptance Date and ending on the date which is ten (10) years thereafter. "Savings Shortfall" means the Annual Guaranteed Savings minus the Actual Annual Savings for the period. If the amount is zero or less there is no Savings Shortfall amount for that annual period. "Technical Support Program" ( "TSP ") means the technical services to be provided by Contractor to the City during the Performance Guarantee Period which is set out in Section 4.2 hereto. "Total Guaranteed Savings" means the sum of the annual guaranteed savings over the term of the agreement. "Total Project Costs" means from time to time, all costs incurred at such time or times relating to this agreement including evaluation, engineering, procurement, installation, financing, servicing of equipment and monitoring of the facility and operational improvements. "'Work" means the implementation of the Facility and Operational Improvements to be performed which are set out in Section 4.1 hereto. 2615 . . EXHIBIT B. PAYMENTS /GUARANTEED SAVINGS (A) _Guaranteed Savings. Contractor guarantees that the Guaranteed Savings generated from the Commencement Date through the last day of the Performance Guarantee Period will be equal to the Total Project Costs incurred by the City to complete this Project. The Savings Calculation Methodology for determining the Guaranteed Savings is set in Exhibit E. The Performance Guarantee is not dependent upon having and maintaining the Contractor Technical Support Program for the entire savings period so long as the City otherwise properly maintains Facilities and Operational Improvements. The Guaranteed Savings amounts are shown in Table A.1 below. TABLE A. I ANNUAL SAVINGS PERIOD OPERATIONAL STIPULATED SAVINGS BILL. COMPARISON SAVINGS TOTAL GUARANTEED SAVINGS Year 0 $22,066 $39,560 $61,626 Year 1 $45,303 $159,111 $204,414 Year 2 $46,662 $159,111 $205,773 Year 3 $48,062 $159,111 $207,173 Year 4 $49,504 $159,111 $208,615 Year 5 $50,989 $159,111 $210,100 Year 6 $52,519 $159,111 $211,630 Year 7 $54,094 $159,111 $213,205 Year 8 $55,717 $159,111 $214,828 Year 9 $57,388 $159,111 $216,499 Year 10 1 $59,110 $159,111 $218,221 Note the Escalation Factor will be applied to Table A.1 (B) Payments. The City shall pay contractor for the Facilities and Operational Improvements subject to the terms and conditions set forth in Section (C) of this Exhibit for an annual or pro -rated amount up to the Total Guaranteed Savings indicated in Table A.1 above. The City shall pay Contractor a I% penalty for any payment made more than 30 days after its due date. .12.. 2615. TABLE A.2 ANNUAL SAVING S PERIOD PAYMENT DATE PAYMENT AMOUNT GUARANTEED SAVINGS FOR PAYMENT PERIOD Year 0 06/01/99 $61,626 $61,626 Year 1 10/01199. 01 /01 /00, 04/01/00 & 07/01/00 $179,350 $205,093 Year 2 10/01/00, 01 /01 /01, 04/01/01 & 07/01/01 $179,350 $206,472 Year 3 10 /01 /01, 01101/02, 04/01/02 & 07/01/02 $179,350 $207,893 Year 10101/02, 01/01/03, 04/01/03 & 07/01/03 $179,350 $208,636 Year 5 10101103, 01/01104, 04/01/04 & 07/01/04 $179,350 $210,865 Year 6 10/01104, 01101/05, 04/01/05 & 07/01/05 $179,350 $212,417 Year 7 10/01105. 01 /01 /06, 04/01/06 & 07/01/06 $179,350 $214,016 Year 8 1Q'O1106. 01/01/07, 04/01`07 & 07/01/07 $179,350 $215,663 Year 9 10`01,i�071 01/01/08, 04/01108 & 07/01/08 $179,350 $217,359 Year 10 10101/08, 01101/09, 04`01109 $134,512 $217,359 Total Payments: $1,810,288 $2,172,084 (C) Guarantee Accounting. Contractor shall prepare a reconciliation statement within sixty (60) calendar days of payment due date for the period covered by this agreement in order to determine whether the Total Guaranteed Savings for such annual period will result in Excess Savings or a Savings Shortfall. This will be calculated on the basis by comparing the Annual Guaranteed Savings and the Actual Annual Savings. The City shall make its first payment within 30 days of receipt of the annual reconciliation statement. Thereafter, Contractor will prepare quarterly estimated reconciliation statements and City shall make quarterly payments within 30 days of receipt of such statements. Should the Actual Annual Savings for any year be more than the Guaranteed Savings for that year, Contractor will apply the Excess Savings toward the Total Guaranteed Savings. All construction Period Savings shall be credited toward the Total Guaranteed Savings. Should the Accumulated Actual Annual Savings at the end of any Total Guarantee Period, or on a pro - rata basis for any quarter after the first year of the Agreement, be less than the Accumulated Guaranteed Savings. City shall reduce its next payment(s) by such shortfall amount until the shortfall is reduced to zero. If the Accumulated Savings Shortfall is reduced or eliminated in future guarantee periods, the City agrees to reimburse Contractor the previous credit(s) by the amount of the reduction, without interest thereon. (D) Energy & Operational Sti ulated Savings. The City and the Contractor agree to stipulate that the Energy & Operational Stipulated Savings (as detailed in Table A.1) will be deemed to be achieved upon execution of this Agreement. Neither the City or the Contractor will have any right to object to the use of such amounts as the Energy & Operational Stipulated Savings in the calculation of Actual Annual Savings. (E) Information and Changes in Use. The City will notify Contractor in writing within thirty (30) calendar days of: Any changes to energy consuming equipment, operating schedules, business 1. 1. 2615..:- conducted, occupancy, or hours of operation; or Any malfunctions, failures and related changes in energy consuming equipment; or 3. Any damage to, destruction of, or condemnation of the Work. The City will provide Contractor with accurate facility operating information, including energy usage and cost, executed preventive maintenance and repair records, and occupancy levels during the savings period, as soon as such information becomes available to the City. Without limiting the generality of the foregoing, the City will provide Contractor copies of all utility bills within thirty (30) calendar days of receipt over the term of this Agreement. The City will provide such remote access, through the Contractor Insightl?, software package or otherwise, as Contractor reasonably requests. (F) Payment for Technical Support Program. The City agrees to pay Contractor the additional amount of $342,587 for the Technical Support Program. This amount will be payable according to the schedule below. The payments are due on the anniversary of contract signing, each year. The City may in its sole discretion terminate the Technical Support Program, or any portion thereof, with the exception of the "Annual Energy Audit and Mechanical Inspection" Portion of the Technical Support Program, upon thirty (30) days written notice without affecting its right to Annual Guaranteed Savings and/or Accumulated Guaranteed Savings. TABLE A.3 PROGRAM YEAR ANNUAL ENERGY AUDIT AND MECHANICAL INSPECTION AUTOMATED MECHANICAL CONTROLS SYSTEM SERVICE POOL HEATER AND VFD SERVICE CONTRACT Year One (1) $12,562 $8,418 $2,134 Year Two (2) $12,939 $13,250 $5,288 Year Three 3) $13,327 $13,648 $5,415 Year Four (4) $13,727 $14,057 $5,578 Year Five (5) $14,139 $14,479 $5,745 Year Six (6) $14,563 $14,914 $5,917 Year Seven (7) $14,999 $15,361 $6,096 fear Eight (8) $15,450 $15,822 $6,227 Year Nine (9) $15,914 $16,296 $6,466 Year Ten (10) $16,391 $16,785 $6.660 -14. 2615.y EXHIBIT C. SCOPE OF SERVICES The Scope of Services are set forth in a separately bound document which are incorporated herein by this reference. .q�„W 26 15 E\IIJBIT ID. TECHNICAL SCIi'1'012'1' PIZOGRAAI SU11'IIVIARY /WARRANTI' INFOIZNIA7'ION (A) Guarantee Accounting: In addition to the services set forth in 13.3, Contractor will evaluate semi- alulUally the City's energy consumption by using a utility monitoring and tracking program. In addition a building walk through will be coriducted to evaluate system operation and building. usage. A report will be generated and presented to the City. The report will present utility usage, energy savings, and a comparison of guaranteed saving versus actual savings. (13) Intent of Program. The intent of this Technical Support Program is to assist the City of El Segundo facilities personnel with supporting the technical needs of the performance contracting project. Included in the program are the following components: Engineering to track, monitor, and report energy savings as part of the guarantee. Building automation DDC systems services. Mechanical inspection services to insure Ihat the mechanical systems are runnim, at optimal efficiency to provide the energy and operational savings as part of the performance contracting program. Curuprehcrlsivc maintenance, repair and emergency service on the equipment identified. (C) Comprehensive Maintenance Service. Contractor will provide set-vices on the following equipment as set forth in this section. 11' MANUFACTURER DESCRIPTION ,Mattnetek Variable Frequency Drives For Police Station l MaLnetek Variable Frequency Drive For Library LI _ VaCom Technulogies I Heat Generation System For Plunge (D) O eratrnL Inspections. Contractor will provide scheduled operating inspections on above referenced egtripincu to check system performance, equipment operating conditions, safety controls and fluid levels to maximize efficiency and reliability. Contractor will issue City a report on overall unit conditions will be presented to management at the conclusion of Contractor's nlechamcallautomation Systcm inspeclioll. (li) Corrective Maintenance and Component Replacement. Contractor will repair or replace failed or worn components (on equipment listed above) to minimize obsolescence and to maintain your systcm in peak operating condition. Contractor will upgrade equipment by systematically moderntzing existing components as may be necessary in our judgment. Components that are suspected of being faulty nla�• he repalrcd or replaced in advance to prevent system failure. Labor and material costs for corrective maintenance and emergency service are included within the scope of tills technical support program. W) Mechanical Services Task List. Contractor will provide the following mechanical services: I, VaCom Heat Generation System Unit Inspection: -16- Lock out and lag out equipment as required. Check all electrical wiring and connections. Tighten as needed. Check all motor starter contactor surfaces for wear. Clean electrical controls enclosures. Lubricate air handling unit motor bearings and fan bearings where applicable. Check belt tension and sheave alignment. Adjust as required. Check evaporator coils for excessive dirt and debris. Check and clean condensate drains and pans. Inspect air handling unit fan assembly. Lubricate condenser motors as required. Check condenser coil and fan blades for excessive dirt and debris. Chemically Clean Condenser Coils at least Annually. Check structural integrity of unit. Check all mounting hardware tighten as required. Check and calibrate condenser fan controls. Check all compressor electrical wiring and connections. Tighten as required. Check compressor starter contactor surfaces for wear. Clean compressor electrical controls enclosures. Inspect condition of compressor vibration isolators. Clean exterior of compressor. Check operation of crankcase heater. Check and calibrate all compressor safety and cut -out devices. Check and adjust compressor capacity controls. Check, calibrate and adjust all compressor operational controls Magnetek Variable Frequency Drives Operating inspection Refer to Manufacturer's specifications. Visually clieck general condition and for proper operation. Check input/output protection. Check operator controls. Check all electrical connections. Tighten as required. Repair replace as required. (G) List of Maintained Equipment Contractor will provide the services listed in section (F) on the following equipment: City hall QTY MANUFACTURER PRODUCT 2 Siemens Modular Building Controllers (MBC) 2 Siemens Terminal E ui ntent Controllers 1 Siemens Outside Air Sensor 23 Siemens Room Sensors 1 Siemens I Modem Police Station d ?. 2615 . 26. 15. & . QTY MANUFACTURER PRODUCT 2 Siemens Modular Building Controllers (MBC) 23 Siemens Terminal Equipment Controllers 1 Siemens Outside Air Sensor 23 Siemens Room Sensors I Siemens Modest Firr gtntinn #1 QTY MANUFACTURER PRODUCT 1 Siemens Floor Level Network (FLN 6 Siemens Terminal Equipment Controllers 6 Siemens Room Sensors I Siemens Modem Library QTY MANUFACTURER PRODUCT l Siemens Modular Building Controllers MBC ICI Siemens Terminal Equipment Controllers 1 Siemens Outside Air Sensor 14 Siemens Room Sensors I Siemens Modem Maintenance Facilitv QTY MANUFACTURER PRODUCT 2 TBD Computers 2 TBU SVGA Monitors 2 Siemens Insight Graphical Software 2 Siemens Dial Out Modest (I1) Building Automation Services: 1. On -line Systcros Troubleshooting and Diagnostics. Contractor will provide system and software troubleshooting and diagnostics via modem. Contractor will fumish and install the necessary on -line service equipment to enable our local office to remotely log -on to your system via a regular voice grade dial up phone line. 2. Operator Support. Contractor will provide ongoing consultation via the telephone as "ell as on -site during our visits to assist the operator(s) in identifying, verifying and resolving problems M found in executing the tasks for which they have received training from Contractor 3. Field Panel Database;Systern File Backup. Contractor will backup each field panel database and system file two (2) limes per year. In the event of memory loss, Contractor %� ill reload the database from our current backup copy. 4. Field Panel Database Diagnostics. Contractor will perform field panel diagnostics, analyze the results and make reconunendations to optimize building control performance within the iUnctional limits of your system. 5. System Preventive Maintenance. Contractor will perform preventive ilia iritenance in accordance with a program of standard maintenance routines as determined by experience, equipment application and location, and the manufacturer's recommendations. G Corrective Maintenance and Component Replacement. Contractor will repair or replace bailed or horn components to minimize obsolescence and to maintain the system in peak operating condition. Contractor will upgrade equipment by systematically modernizing existing components as nia}' be necessary in our judgment. Components that are suspected of being faulty may be repaired or replaced in advance to prevent system failure. Labor and material costs, for the Siemens automation systems, for corrective maintenance and emergency service are included within the scope of this teclinical su > tort program. Automation Services Task List Modular 13uildini_ Controiler Visually inspect RAC cabinet and observe operating environment. Inspect diagnostic LED's. Check for air leaks if applicable. Backup the point. program and TOD database. Replace battery as required. Check fur airy unresuh•ed points in program. Inspect RBC layout sheet and labels for accuracy. Check time and date - reset as required. Chei;k operation of analog output modules - note those cycling. Pant a report of failed points - repair as required. Pi int a report of points in alarm - review with customer. Print a report of points in operator priority - review with customer. Prim a report of disabled points - review with customer. Clcau cabinet enclosure (interior and exterior). Repair and replace as required. TH' Ternnnal r_ ur mcnt Controller 3 Electronic Outputs Verify controller operation through system -wide diagnostics at system operator's console. Repaii or replace terminal equipment controller as required. Repair or replace electronic actuator as required. Repair or replace room sensor as required. Repair or replace valve actuator as required. Repair or replace valve stem as required. M 26i 5 F Analot: Sensor - End to End Check Verify reading at sensor and compare to point readout in automation system. Verify reading at sensor and compare to point readout in automation system. Repair and replace as require and replace as require Modem. Repair and replace as required. (1) Corrective Maintenance and Component Replacement Listed 11VAC Mechanical P.quipment: contractor will repair or replace failed or wont components to minimize obsolescence and to maintain your system in peak operating condition. Contractor will upgrade equipment by systematically modernizing existing; components as may be necessary in Contractor's judgment. Components that are suspected of being faulty may be repaired or replaced in advance to prevent system failure. labor and material costs for Cite above referenced items are included ► vihin the scope of (his technical support progr'ain. (l) Account Management. Contractor will provide dedicated account management to coordinate the deliveiv of service, offer technical assistance for system programs and engineered control strategies, and implement the quality assurance prog;rarn, An integral part of this account m2liag elliel I process is the collaboration of the automa(ion specialist, mechanical technician, field operations supervisor and engineering staff of City on how to operate the mechanical systems in a snore effective and efficient manner. (K) C_oritractor Reseonse Time. Siemens is a 24 -hour, 7 day per week service facility and Contractor will be un -site to provide emergency service within the next business day. Non - emergency calls, as determined by the City and Contractor will be incorporated into lite next scheduled preventive maintenance visit. Contractor %ill respond to on -line requests for maintenance within two (2) hours via modem 24 hours a day. 7 days a %%eek. (L) Documentation of All Service Provided. Contractor document each on -site service call and furnish City with a copy showing tune, date, and a brief description of activity. Work orders for on -site system preventive maintenance will list the inspection date, individual to report to, equipment identification, equipment location, work to be performed, and any special instructions. (M) Quality Assurance Program. Contractor will meet with City to evaluate system performani.e and City's satisfaction with the quality of service that is being provided under the Technical Support Program, (N) Special Services. Contractor will provide City with preferred labor rate oil any additional work to be performed outside the ternis of this agreement and 60% off list price on any Siemens manufactured replacement parts not included in this agreement. (0) Exclusions and Limitations of Liability. 1. Contractor shall not be responsible for repair or replacement of anon maintainabic or non - moving parts of the system such as ductwork, shell and tubes, heat exchangers, unit .71C)1. 16 1 cabinets, casings, refractory material, electrical wiring, water and pneumatic piping, structural supports, cooling tower fill, slats and basins, etc. unless such repair or replacement is necessitated by the wrongful acts or omissions of Contractor. 2. Contractor shall not be responsible for repairs, replacements, or services necessitated by reason of negligence, abuse, misuse, improper or inadequate repairs or modifications, improper operation, lack of operator maintenance or skill by City. Contractor assumes no responsibility for service on equipment unless performed by Contractor's employees or persons authorized by Contractor. 3. Repairs and replacement of equipment parts and components is limiled to restoring proper working condition. Contractor shall not be obligated to provide replacement equipment that represents significant betterment or capital improvement unless such is necessary for restoring equipment to its proper working condition. Parts and components replaced at Contractor's expense become the property of Contractor. (11) Contractor Representative. Contractor will, at its sole cost and expense designate a person to be known as the Contractor Representative, 'Ilse Contractor Representative will act as a single puint of contact on behalf of Contractor with respect to all matters under this Agreement and will become familiar with the progress and quality of the completed Work. (Q) Assistance to be Provided by the City. In order to assist Contractor ui the performance of the Work and to encourage the efficient use of resources, the City will, at its sole cost and expense: 1. Designate a person to be known as the City Representative. "Ilse City Representative will act as a single point of contact on behalf of the City with respect to all matters under this Agreement and will become familiar with the progress and quality of the completed Work. 2. Furnish Contractor with existing blueprints, surveys, legal descriptions of the site. and other inlorniation regarding the Facility as Contractor may reasonably request in order complete the Work and inaintain the guarantee. 'Iltese existing documents shall remain the property of City shall be returned to City when Contractor has completed its use of such documents. 3. Promptly, and in any event within 15 business days, respond to samples or doc.tlments submitted by Contractor to the City for review and approval under this Agreement. 4. Allow reasonable means of twenty -four (24) hour access to its Facility in order to accomplish the Work. 5. Operate equipment according to the manufacturer's recommendations as directed by [lie Contractor. Contractor shall Instruct the City in writing as to the proper use of such equipment belbic City begins operating the equipment. G. Notify Contractor in writing of any policies (e.g. safety) of the Facility -htch affects the Work. (R) Changes in Work. I. Either party may request additions, deletions, modifications or other changes ( "Changes ") to the Work. Requests for Changes will be processed pursuant to Standurd Specification -21, 2G15.�� For Public Work Construction (Green Book, 1997 Edition, including 1998 Supplements) and shall not be unreasonably dented. Changes will be authorized only by a written agreement executed by botlt parties. 2. Contractor ntay widt the City's written consent, which shall not unreasonable withheld, substitute alternative parts or equipment provided that the alternative pails and equipment perlorm the functions of and are of equal or better qualify than the parts and equipment for which they are substituted. (S) Equipment Warranty 1. Specific Warranties. All equipment installed under this Agreement shall carry the specified warranties: GE Lams Three 3 year parts and labor'workmanshi w arrant y GE; Ballasts Five 5 year partsione year labor work ilia n sh ip warrant' Occuxurcv'Motion Sensors One 1 year 2arts and labor,workmanship warrant Variable Frequency Drives Nlalone'fek VF•D's Three (3 ) vear 2arts and labouworkmanship warranty Mechanical All Carrier Air Conditioning Units - One I year parts /one year labor+workmantshtp warranty VaCom Technolouies Neat Generation System One (1) year parts /one year laborworkntanship warranty Direct L)ioital Control Automation :111 Siemens Manufactured Equipment One (1) year parts and labor p Nx arranty ..Plunge" hoof keplat ement d en ( I t)► vear "No Dollar Limit- (NDL) Warranty. Nc,,k Ceiling Tiles One vear parls and labor workmanshi .warrant LEI) Traffic Signals One )ear parts and laborworkmanshm warrant Ne- Electrical Systems One vear parts and labor "workmanshn warranty I -22- 26 1 All Other Equipment All additional components and other equipment installed under this program and not specifically outlined in this section of the document will be covered under a one (1) year parts and labor /workmanship warranty 2615. i EXHIBIT E. SAVINGS CALCULATIONS (A) Schedules. 'I"he savings calculation methodology consists of: Schedule 1: Energy & Operational Stipulated Savings Schedule 2: Calculation of Bill Comparison Savings Schedule 3: Base Year Utility Data Schedule 4: Operating Schedules and Conditions (13) Calculation of Actual Annual Savin g s. Contractor will calculate Actual Annual Savings as the sum of the Measured & Verified Savings plus the Energy & Operational Stipulated Savings. 'The Measured Verified Savings will be calculated according to the procedures detailed in the Calculation of Measured & Verified Savings. The Base Year Utility rates. Operating Schedules and Conditions are shown in the attached schedules. Schedule 1: (C) Energy y&Operational Stipulated Savings. Contractor will be reducing other operational costs to the City through the implementation of the facility and operational improvements. 'Pile Operational Savings and annual escalation per cent are stipulated below: SOURCE(S) OF SAVINGS ANNUAL ENERGY & OPERATIONAL STIPULATED SAVINGS ANNUAL ESCALATION PERCENT Lighting Lanip and Ballast Replacements $1,700 Y%, 1. {1'ACize air Costs $23,153 3% " Pltuiee" Roaf Rc Placement $8,400 3%) Ccilni <, Tile fie Placement $7.900 3 0/ �0 Schedule 2: Calculation of Bill Comparison Savings & Verified Savings yL�iirdule 3: Base Year Utility Data Please refer to Exhibit B. Schedule 4 Opwaling Schedules and Conditions Please Refer to Exhibit "B" (1)) Calculation of Actual Annual Savin g s. Contractor will calculate the Calculated Savings as the sulti of the energy plus the operational cost avoided. Any energy and operational costs avoided by the City from any stcps taken by Contractor in the Facility prior to the Effective Date will be added to the total savings and cost avoidance for the first Annual Savings Period, General. Except as otherwise provided, energy savings will be calculated for each .4. 2615. a month of each Annual Savings Period as the product of (i) the excess, if any, of the City's usage of energy in such month of the base period as set forth in the Exhibit titled "Base Period Energy Usage," adjusted for the weather conditions, occupancy and configuration during such month of such Annual Savings Period, over the City's actual usage of energy in such month of such Annual Savings Period, adjusted as described below, or zero if there is no such excess, multiplied by (ii) the effective unit cost of energy for such month of such Annual Savings Period, adjusted as described below. 2. Sources of Data. for each month of the base year and cacti month of the term of the contract, data shall be obtained as follows: Energy Use - Electricity usage data sliall be obtained from the electric utility bills. Since meters are not usually read on the same day each month, monthly usage shall be determined by apportioning billed usage assuming a constant daily usage between meter readings. Usage for most months will, therefore, be derived from two bills. Before the start of the contract, the parties will agree which bill to consider predominant, i.e. to classify as the "month" by name only. Demand (M) will not be apportioned and will be read from the predominant bill. Costs used for savings calculations will be based on the rate in effect for the predominant bill or the rate in effect For the corresponding period in the base year, whichever is greater. The rate in effect during the base year will be designated the floor price. if the Facility is on a time -of -use rate, the on -peak, mid -peak and off -peak usage components shall be treated as three separate energy sources, if possible. Natural gas, oil, purchased steam, water and other purchased utilities usage's shall be determined by the method described above for electricity. 3. Calculations. Siemens will adjust energy savings for variations in energy consumption due to (1) occupancy level changes, hours of operation, (2) structural modifications, modifications to energy consuming equipment, (3) damaged or malfunctioning; equipment, and (4) any variances from the proposed operating schedules, strategies and conditions upon which the calculated savings are based are described in the Exhibit . There may be changes in the Facility's usage and operation for which a calculated adtustmcrn is necessary. Either the City or Siemens may propose an adjustment procedure based upon acceptable engineering practices to account for any such changes. Adjusted Baseline for each month of the Aiumal Savings Period for each energy type (excluding K%% demand adjusments) will be calculated as follows: A13 - (dxnC) xKoxKa +Ca %%Iicrc: AB adjusted baseline d days in current month nC daily consumption from baseline data as determined from laser analysts Ko occupancyschedule adjustment factor (e.g, current operating; hours /agreed upon operating; hours, Schedule E) Ka space utilization adjustment factor (current conditioned square footage:baseline conditioned square footage) Ca = calculated adjustments (e.g. added load from the Equipment) The Adjusted Baseline for each month of the Annual Savings Period covering each energy type and each meter for kW demand adjustments will be calculated as follows: -2;5, where: where: a hCI C: 2615 ... Ma k Wb x Ka + Ca Ma = adjusted demand kWb — demand froth baseline period Ca = calculated adjustments (e.g. added Measures load) Monthly energy savings will be calculated as follows: S = AB-AU and kWs = kWa - kWU 5 = montlily unit energy savings AB Adjusted Baseline AU post retrofit monthly energy usage kwa adjusted demand lot's kW demand savings OVU post retrofit kW demand usage he energy costs avoided will be calculated as follows: CS = S x uc } kWs x uc + Os CS monetary savings S monthly energy savings uc the greater of the floor price of energy (as defined above) and the current costs. calculated as follows: (1) for energy sources the cost of which decreases with increasing usage, the marginal unit cost from the nhondh's bill. for electricity, this marginal cost shhall be determined for energy (starting with the amount paid for the last kilowatt -hour purchased including fuel adjustment cost) and demand (amount paid fur the last kilowatt purchased) including, if applicable, the effect ol' demand on the energy cost. (2) For energy sources the cost of which does not decrease with increasing usage, the average unit cost of all deliveries received during the month. Os other related savings attributable to the conservation program. The City will retain any and all benefits realized front rebates, grants and similar payments and discounts resulting from the Work. 11' the Work results in a change of energy source (e.g. conversion from electric to gas heat), or where the level of usage changes enough to affect the marginal cost, or where utilities have changed rate structures, s, shall modify the calculations procedure to appropriately adjust for the change. In