Loading...
Department of Enterprise Services Interagency Agreement for Energy and Utility Conservation Project Management and Monitoring ServicesInteragency Agreement Department of Enterprise Services Date: May 25, 2012 _ _ Interagency Agreement No: 2012-ERG-576 Interagency Agreement Between the Department of Enterprise Services and City of Edmonds This Agreement, pursuant to Chapter 39.34 RCW, is made and entered into by and between the Department of Enterprise Services, Facilities Division, Engineering dl: Architectural Services, hereinafter referred to as "DES", and City of Edmonds, hereinafter referred to as the "CITY". The purpose of this Agreement is to establish a vehicle for DES to provide future Energy/Utility Conservation Project Management and Monitoring Services to the CITY and to authorize the development of the energy services proposal. Now therefore, in consideration of the terms and conditions contained herein, or attached and incorporated by reference and made a part hereof, the above -named parties mutually agree as follows: 1. Statement of Work DES shall furnish the necessary personnel and services and otherwise do all things necessary for or incidental to the performance of the work set forth in Attachment "A" and Attachment "C", attached hereto and incorporates[ herein by reference. Unless otherwise specified, DES shall be responsible for performing all fiscal and program responsibilities as set forth in Attachment "A" and Attachment "C". Energy/Utility Conservation projects shall be authorized by Amendment to this Agreement. 2. Terms and Conditions All rights and obligations of the parties to this Agreement shall be subject to and governed by the terms and conditions contained in the text of this Agreement. 3. Period of Performance Subject to its other provisions, the period of performance of this master Agreement shall commence when this Agreement is properly signed, and be completed on dune 30, 2014 unless altered or amended as provided herein. 4. Consideration Compensation under this Agreement shall be by Amendment to this Agreement for each authorized project.. Each Amendment will include a payment schedule for the specific project. Interagency Agreement No. 2012-ERG-576 Page I of 5 4, .';W_O/_2_ For Project Management Services provided by DES under Attachment "A" of this Agreement, the CITY will pay DES a Project Management Fee for services based on the total project value per Project Management Fees Schedule set forth in Attachment "B". If the CITY decides not to proceed with an Energy/Utility Conservation project that meets CITY's cost effective criteria, then the CITY will be charged a Termination Fee per Attachment "B". The Termination Fee will be based on the estimated Total Project Value outlined in the Energy Audit and Energy Services Proposal prepared by Energy Services Company (ESCO). If monitoring and verification services are requested by the CITY and provided by DES under Attachment "C" of this Agreement, the CITY will pay DES $2,000.00 annually for each year of monitoring and verification services requested. Compensation for services provided by the ESCO shall be paid directly to the ESCO by the CITY, after DES has reviewed, approved and sent the invoices to the CITY for payment. S. Billing Procedure DES shall submit a single invoice to the CITY at substantial completion of each authorized project, unless the CITY requests a Special Billing Condition in the Amendment. Substantial completion of the project will include the delivery and acceptance of closeout documents and commencement of energy savings notification, Each invoice will indicate clearly that it is for the services rendered in performance of this Agreement and shall reflect both the Agreement and amendment number. DES will invoice for any remaining services within 60 days of the termination of this Agreement. 6. Payment Procedure The CITY shall pay all invoices received from DES within 90 days of receipt of properly executed invoice vouchers. The CITY shall notify DES in writing if the CITY cannot pay an invoice within 90 days. 7. Non -Discrimination In the performance of this Agreement, DES shall comply with the provisions of Title VI of the Civil Rights Act of 1964 (42 USC 200d), Section 504 of the Rehabilitation Act of 1973 (29 USC 794), and Chapter 49.60 RCW, as now or hereafter amended. DES shall not discriminate on the grounds of race, color, national origin, sex, religion, marital status, age, creed, Vietnam -Ern and Disabled Veterans status, or the presence of any sensory, mental, or physical disability in: a) Any terms or conditions of employment to include talcing affirmative action necessary to accomplish the objectives of this part and b) Denying an individual the opportunity to participate in any program provided by this Agreement through the provision of services, or otherwise afforded others. 1Marapmy Agmmeut No. 2012-ERG-576 Page 2 of 5 In the event of DES's non-compliance or refusal to comply with the above provisions, this Agreement may be rescinded, canceled, or terminated in whole or in part, and DES declared ineligible for further Agreement with the CITY. DES shall, however, be given a reasonable time in which to cure this noncompliance. Any dispute may be resolved in accordance with the "Disputes" procedure set forth therein. S. Records Maintenance The CITY and DES shall each maintain books, records, documents, and other evidence that sufficiently and properly reflect all direct and indirect costs expended by either party in the performance of the services described herein. These records shall be subject to inspection, review, or audit by personnel of both parties, other personnel duly authorized by either party, the Office of the State Auditor, and federal officials so authorized by law. DES will retain all books, records, documents, and other material relevant to this agreement for six years after expiration; and the Office of the State Auditor, federal auditors, and any persons duly authorized by the parties shall have full access and the right to examine any of these materials during this period. 9. Contract Management a. The CITY Representative on this Agreement shall be: Jim Stevens City of Edmonds 7110 210th Street SW Edmonds, WA 98020 Telephone (425) 771-0235 The Representative shall be responsible for working with DES, approving billings and expenses submitted by DES, and accepting any reports from DES. b. The DES Project Manager on this Agreement shall be: Ron Major Department of Enterprise Services Facilities Division Engineering and Architectural Services PO Box 41012 Olympia, WA 98504-1012 Telephone (360) 239-4134 Ron Major will be the contact person for all communications regarding the conduct of work under this Agreement. lnleragency Agreement No. 2012-ERG-576 Page 3 of 5 10. Hold Harmless Each party to this Agreement shall be responsible for its own acts and/or omissions and those of its officers, employees and agents. No party to this Agreement shall be responsible for the acts and/or omissions of entities or individuals not a party to this Agreement. 11. Agreement Alterations and Amendments The CITY and DES may mutually amend this Agreement. Such Amendments shall not be binding unless they are in writing and signed by personnel authorized to bind the CITY and DES or their respective delegates. 12. Termination Except as otherwise provided in this Agreement, either party may terminate this Agreement upon thirty (30) days written notification. If this Agreement is so terminated, the terminating party shall be liable only for performance in accordance with the terms of this Agreement for performance rendered prior to the effective date of termination. 13. Disputes If a dispute arises under this Agreement, it shall be determined in the following manner: The CITY shall appoint a member to the Dispute Board. The Director of DES shall appoint a member to the Dispute Board. The CITY and DES shall jointly appoint a third member to the Dispute Board. The Dispute Board shall evaluate the dispute and make a determination of the dispute. The determination of the Dispute Board shall be final and binding on the parties hereto. 14.Order of Precedence In the event of an inconsistency in this Agreement, unless otherwise provided herein, the ;inn%r6%ftTq- &VAY & am7ftt ' by, S*fiTprec in dkc tbfib wing ort*r: a) Applicable Federal and State Statutes and Regulations b) Terms and Conditions c) Attachment "A", Project Management Scope of Work; Attachments "B", Project Management Fees; and Attachment "C", Monitoring Services Scope of Work, and d) Any other provisions of the Agreement incorporated by reference. Interagency Agreement No. 2012-ERG-576 Page 4 of 5 All Writings Contained Herein This Agreement contains all the terms and conditions agreed upon by the parties. No other understandings, oral or otherwise, regarding the subject matter of this Agreement shall be deemed to exist or to bind any of the parties hereto. AUTHORIZATION TO PROCEED Agreed to and signed by; City of Edmonds -,eO, L Si tune �1 ads E dv Name Title Date Department of Enterprise Services Facilities Division Engineering & Arehitectuiral Services ignature Roger Wigfield. P.E. Name EngMX Promm Manaor Title Date The Department of Enterprise Services provides equal access for all people without regard to race, creed, color, religion, national origin, age, gender, sex, marital status, or disability. Contract information is available in alternative formats. For more information, please call Eddie Miller at (360) 407-9363. 20125 MAw REVMM BY DtS CONTRACT UNrr 5n5/12 Interagency Agreement No. 2012-ERG-576 Page 5 of 5 ATTACHMENT A Scope of Work Energy/Utility Conservation Projects Management Services Statewide Energy Performance Contracting Program Master Energy Services Agreement No. 2011-169 DES will provide the following project management services for each specific project for the CITY. Each individual project shall be authorized by Amendment to this Agreement. 1. Assist the CITY in the selection of an Energy Service Company (ESCO) consistent with the requirements of RCW 39.35A for local governments; or 39.35C for state agencies and school districts. 2. Assist in identifying potential energy/utility conservation measures and estimated cost savings. 3. Negotiate scope of work and fee for ESCO audit of the facility(s). 4. Assist in identifying appropriate project funding sources and assist with obtaining project funding. 5. Negotiate the technical, financial and legal issues associated with the ESCO's Energy Services Proposal. 6. Review and recommend approval of ESCO energy/utility audits and Energy Services Proposals. 7. Provide assistance during the design, construction and commissioning processes. 8. Review and approve the ESCO invoice vouchers for payment. 9. Assist with final project acceptance. 10. Provide other services as required to complete a successful energy performance contract. Interagency Agreement No. 2012-ERG-576 ATTACHMENT B Fee Schedule 2011-13 Interagency Reimbursement Costs for Project Management Fees to Administer Energy/Utility Conservation Projects PROJECT TOTAL PROTECT VALUE MANAGEMENT FEE TERMINATION 5,000,001......6,000,000 .................................$66,000 ............................... 25,700 4,000,001......5,000,000 .................................. 65,000 ............................... 25,400 3,000,001......4,000,000 .................................. 64,000 ............................... 25.000 2,000,001...... 3,000,000.................................. 60,000 ............................... 23,400 1,500,001 ...... 2,000,000.................................. 56,000 ............................... 21,800 1,000,001......1,500,000 .................................. 49,500 ............................... 19,300 900,001..... 1,000,000.................................. 42,000 ............................... 16,400 800,001 ...... .. 900,000 .................................. 39,600 ............................... 15,400 700,001........ 800,000.................................. 36,800 ............................... 14,400 600,001........ 700,000.................................. 35,000 ............................... 13,700 500,001 ........ 600,000.................................. 32,400 ............................... 12,600 400,001........ 500,000.................................. 29,000 ............................... 11,300 300,001 ........ 400,000.................................. 24,800 ............................... 9,700 200,001........300,000 .................................. 19,800................................ 7,700 100,001........ 200,000.................................. 13,800................................ 5,400 50,001 ........ 100,000.................................... 7,500................................ 3,500 20,001..........50,000 .................................... 4,000....................... I........ 2,000 0 ....... ...20,000................................... 2,000................................ 1,000 The project management fee on projects over $6,000,000 is 1.1 % of the project cost. The maximum DES termination fee is $25,700. 1. Thew fees cover protect management services fur energy' city conservadon projects managed by DES's Energy Program. 2. Termination fees cover the selection and project management costs associated with managing the ESCO's investment grade audit and proposal that identifies cost effective conservation measures if the CITY decides not to proceed with the project through DES. 3. If the project meets the CITY's cost effectiveness criteria and the CITY decides not to move forward with a project, then the CITY will be invoiced per Attachment B Termination or $25,700.00 whichever is less. If the CITY decides to proceed with the project then the Agreement will be amended per Attachment B for Project Management Fee. 4. If the audit fails to produce a project that meets the CITY's established Cost Effectiveness Criteria, then there is no cost to the CITY and no further obligation by the CITY. Rev. V 212 Interagency Agreement No. 2012-ERG-576 ATTACHMENT C Scope of Work Energy/Utility Conservation Projects Monitoring Services Statewide Energy Performance Contracting Program Master Energy Services Agreement No. 2011-169 If requested DES will provide the following monitoring services for each specific project for the CITY. 1. Monitor actual energy use and dollar costs, compare with the ESCO's annual Measurement and Verification (M&V) report and any ESCO guarantee, resolve differences, if needed, and approve any vouchers for payment. 2. Monitor facility operations including any changes in operating hours, changes in square footage, additional energy consuming equipment and negotiate changes in baseline energy use which may impact energy savings. 3. Provide annual letter report describing the ESCO's performance, equipment performance and operation, energy savings and additional opportunities, if any, to reduce energy costs. Interagency Agmernent No. 2012-ERG-576 STATE OF WASHINGTON DEPARTMENT OF ENTERPRISE SERVICES 1500 Jefferson Street SE, Olympia, WA 98501 August 13, 2012 Jim Stevens City of Edmonds 7110 210`h Street SW Edmonds, WA 98020 RE: Interagency Agreement No. 2012-ERG-576 Energy Conservation Project Management Services City of Edmonds NOTICE TO PROCEED This is your official notice that we will proceed with the work of our Interagency Agreement. Enclosed is your executed copy of our Interagency Agreement. Should you have any questions or concerns, please call me at (360) 239-4134. Sincerely, NOT] Major, CEM Energy Engineer RM:em Enclosure