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HomeMy WebLinkAboutStaff Report 174-08City of Palo Alto City Manager’s Report TO: FROM: DATE: SUBJECT: HONORABLE CITY COUNCIL CITY MANAGER DEPARTMENT: UTILITIES APRIL 28, 2008 CMR: 174:08 APPROVAL OF SOLAR WATER HEATING INCENTIVE PROGRAM SERVICES CONTRACT WITH THE CENTER FOR SUSTAINABLE ENERGY CALIFORNIA IN AN AMOUNTNOT TO EXCEED $730,000 FOR A TERM OF UP TO FIVE YEARS RECOMMENDATION Staff recommends that City Council: 1. Approve and authorize the City Manager to execute the attached contract with the Center for Sustainable Energy California for Solar Water Heating Incentive Prod’am services; and 2.Authorize the City Manager to extend the contract amaually for up to four additional years, subject to Council approval of sufficient funds. BACKGROUND The City of Palo Alto Utilities Department (CPAU) proposed implementing a solar water heating incentive program in the City’s Ten-Year Energy Efficiency Portfolio Plan, approved by Council in April 2007 (CMR:216:07). Since that time, the State Legislature enacted California’s Solar Water Heating and Efficiency Act of 2007 (AB 1470) in October 2007, which requires natural gas utilities, including the three publicly-o~vT~ed gas utilities, Palo Alto, Long Beach, and Coalinga, to implement and fund solar water heating incentive programs. The proposed contract is intended to ensure effective and successful design and implementation of a solar water heating program in order to meet the goals described in the City"s Ten-Year Energy Efficiency Portfolio Plan and to fulfill the statutory requirements described in AB 1470. A "solar water heating system" as defined in AB 1470 is a solar energy device with the primary purpose of reducing demand for natural gas through water heating, space heating, or other methods of capturing energy from the sun to reduce natural gas consumption in a home, business, or any building receiving natural gas that is a utility retail customer that meets or exceeds certain eligibilit3~ criteria. CPAU’s estimated proportionate share of the State goal to CMR: 174:08 Page 1 of 3 install 200,000 solar water heating systems by 2017 is approximately 530. As pat of the Palo Alto Climate Protection Plan (CMR:435:07), the City has set a goal of achieving 1,000 systems by 2020~ ...... DISCUSSION In December 2007, the City issued a Request for Proposals (RFP) seeking responses from organizations interested in providing a turnkey solar water heating incentive program that would be available for CPAU customers. The RFP was sent to eight consulting finns kmown to offer relevant services (of these one responded to the RFP). The Center for Sustainable Energy California (CSEC) is a highly qualified non-profit organization with demonstrated capability to perform the work. The program will build on the Solar Water Heating (SWH) Pilot Project, currently being managed by CSEC for the State, which is specifically identified in AB 1470 as providing key data upon which the State will base much of its initial progam guidelines. CSEC will provide services in the following areas: (1)Design of a comprehensive solar water heating incentive program; (2)Training for City staff,, solar contractors, and utilities customers; and (3)Administration of the program, once implemented. CSEC was chosen by the California Public Utilities Commission (CPUC) to administer the San Diego Solar Water Heating Pilot Program. CSEC’s goal since the pilot program launched in July 2007 is to gain valuable info~Tnation on the market, tectmologies, potential bm-riers, effectiveness and financials of solar water heating in California. Their ~knowledge and experience managing the State’s SWH Pilot Program in San Diego will greatly help the City navigate its own program.. RESOURCE IMPACT The total budget impact by fiscal year is shown below: Total ContractContractYear 1 Year 2 Year 3 Year 4 Year 5 Estimate Not-to-Exceed Per Year $155,000 $136,000 $140,000 $147,000 $152,000 $730,000 Note that these costs are for progran~ development and ilnplementation. Customer rebates will be paid out of energy efficiency incentive public benefit prod’am funds. Funds for FY 07/08 and 08/09 are included in the Gas Fund adopted and adopted-in-concept budgets, respectively. Funds for subsequent years will be subject to appropriation of funds in subsequent budgets. POLICY IMPLICATIONS The proposed contract supports the Council-approved Gas Utility Long-Term Plan, the Ten-year Energy Efficiency Portfolio Plan, and Comprehensive Plan Goal N-9. Implementation of the solar water heating incentive progran~ supports greenhouse gas reduction goals identified in the Palo Alto Climate Protection Plan and in the California Global Wam~ing Solutions Act of 2006 (AB 32) and meets the statutory requirements of California’s Solar Water Heating and Efficiency Act of 2007 (AB 1470). CMR: 174:08 Page 2 of 3 ENVIRONMENTAL REVIEW The provision of these services do not constitute a project pursuant to Section 21065 of the California Public Resources Code, thus no enviromnental review under CEQA is required. ATTACHMENT A.Contract: Center for Sustainable Energy California PREPARED BY:AMANDA COX, ~~ Utilities Account Representatiye 1~ ",/JOYCE KINNEAR, Manager, Utilities Marketing Services DEPARTMENT HEAD: CITY MANAGER APPROVAL: VALERIE[D. FON G D~rector of Ut111tles -!’"/i EMILY’HARRISON Assistant City Manager CMR: 174:08 Page 3 of 3 ATTACHMENT A AG~_EEMENT BETWEEN THE CiTY OF PALO ~. TO AND CALiFO~aNIA CENTER FOR S u ~TA~AB~E ~>~R~ ~ FOR PROFESSIONAL SERVICES (Solar Water Heating Lncentive Procure) This AGREEMENT is entered into , by and beV¢,,een the CITY OF PALO ALTO, a charter city and a municipal corporation of the State of California ("CITY"), and Ca!ifornia Center for Sustainable Energy, a California corporation located at 8690 Balboa Avenue, Suite 100, San Diego, CA 92123 ("CONSULTANT"). RECITALS The following recitals are a substantive portion of this A~eement. A. CITY intends to provide a comprehensive solar water heating incentive progam (SWH) ("Project") and desires to engage a consultant to design, administer and implement the progam in connection with the Proj ect ("Services"). B. CONSL~TANT has represented that it has the necessary’ professional expertise, qualifications, and capability, and all required licenses and/or certifications to provide the Services. CITY in reliance on these representations desires to engage CONSULTANT to provide the Services as more fully described in Exhibit "A", attached to and made a part of this A~eement. NOW, THEREFORE, in consideration of the recitals, covenants, terms, and conditions, this A~eement, the parties a~ee: AGREEMENT SECTION 1. SCOPE OF SERVICES. CONSUL.T~%NT shall perform the Services described in Exhibit "A" in accordance with the terms and conditions contained in this A~eement. The performance of all Services shall be to the reasonable satisfaction of CITY. SECTION 2. TERM. The term of this Ageement shall be from the date of its full execution through "completion of the services in accordance with the Schedule of Performance attached as Exhibit "B" unless terminated earlier pursuant to Section 19 of this A~eement. SECTION 3. SCHEDULE OF PERFORM:axNCE. Time is of the essence in the performance of Services under this Ageement. CONSULTANT shal! complete the Services within the term of this Ageement and in accordance with the schedule set forth in Exhibit "B", attached to and made a part of this A~eement. Any Services for which times for performance are not specified in this Ageement shall be commenced and completed by CONSULTANT in a reasonably prompt and timely manner based upon the circumstances and direction communicated to the CONSULT,%NT. CITY’s Professional Services Revised !0/~8/07 080324 a~eement to ~.x~nd Lhe t,.nm o,_ the schedule for permrmance shall not preclude recovew o~ aamazes f-or delay if the extension is required due to the fault of CONSL~T~NT. SECTION 4. NOT TO EXCEED COMPENSATION. The compensation to be paid to CONSI_FLT ’g~NT for performance of the Services described in Exhibit "A", including both pa?~ent for professional services and reimbursable expenses, shall not exceed Seven Hundred Thirty Thousand Dollars ($730;000). In the event Additional Ser%ces (separate from Exhibit C - Compensation Price Schedule) are authorized, the total compensation for se~’ices and reimbursable expenses shall not exceed Seven Thousand TMee Hundred Dollars ($7,300). The applicable rates and schedule ofpa)rnent are set out in Exhibit "C", entitled "CO,_’N’fPENSATiON," which is a~ached to and made a part of this A~eement. Additional Services, if any, shall be authorized in accordance with and subject to the provisions of Exhibit "C". CONSULTANT shall not receive any compensation for Additional Services performed without the prior written authorization of CITY. Additional Services shall mean an), work that is determined by CITY to be necessav for the proper completion of the Project, but which is not included within the Scope of Services described in Exhibit "A". SECTION 5. INVOICES. In order to request payment, CONSULTANT shall submit monthly invoices to the CITY describing the services performed and the applicable charges (including an identification of personnel who performed the services, hours worked, hourly rates, and reimbursable expenses), based upon the CONSULT,~MNT’s billing rates (set forth in Exhibit "C"). If applicable, the invoice sha!l also describe the percentage of completion of each task. The information in CONSULT~NT’s paD’nent requests sha!l be subject to verification by CITY. CONSULT~NT shall send al! invoices to the City’s project manager at the address specified in Section 13 be!ow. The Cib~ will generally process and pay invoices within thirty (30) days of receipt. SECTION 6. QUALIFICATIONS/ST.~NDARD OF CARE. All of the Se~,ices shall be performed by CONSULT~NT or under CONSULTANT’s super¢ision. CONSULTANT represents that it possesses the professional and technical persormel necessaw to perform the Services required by this Ageement and that the personnel have sufficient sMll and experience to pertbrm the Services assig-ned to them. CONSULTANT represents that it, its employees and subconsultants, if permitted, have and shall maintain during the term of this Ageement all licenses, permits, qualifications, insurance and approvals of whatever nature that are legally required to perform the Se~4ces. All of the sen;ices to be furnished by CONSULT~a~NT under this ageement shall meet the professional standard and quali~ that prevail among professionals in the same discipline and of similar knowledge and skill engaged in related work throughout California under the same or similar circumstances. SECTION 7. COMPLIANCE WITH LAWS. CONSULTANT shall keep itself informed of and in compliance with all federal, state and local laws, ordinances, regulations, and orders that may affect in any manner the Project or the performance of the Services or those engaged to perform Services under this Ageement. CONSULTANT shall procure al! permits and licenses, pay all charges and fees, and give all notices required by law in the performance of the Services. 080324 Professiona! Services Revised !0/18/07 SECTIONo. ° ER_RORS/O?dISSIONS. CONSTo~T_A,~NT shall correct., at no cost to CITY.. any arid all ~ors~ omissions, or~_u~ms~ ~ ;+; in th~ work product submitted to C~v~ ~, provided ~.~’~ ~ ~ ~v~s~~ ~ ~~T~ - ~_ ~p~ ~u plans and s~ec~cs~o~s or other desi~notice to CONSULT.&X-T. h CON S u~T~N = na~ pr .....~p ........~ documents toc~n~,~ ~ ~ .... ~c ~ the Project, CONSL~LT:~NT sha!l be ~];~.~_~*_~-~ to co,oct any ~.a~ " ~=_"~1 ~ ~_,~ omissions or ambiguities discovered prior to nnd during the course of const~action of the Project. This obligation shall su~4ve tem~ination of the A~e~ment. SECTIOg- 9. COST ESTIMATES. If this A~eement pertains to the desi~ of a public works project, CONSULTANT shall submit estimates of probable construction costs at each phase of desQ~m submittal. If the total estimated construction cost at any submittal exceeds ten percent (10%) of the CITY’s stated construction budget, CONSU-LT_A_NT shall make recomxnendations to the C!TY for alining the PROJECT design with the budget, incorporate CITY approved recommendations, and revise the desig-n to meet the Project budget, at no additional cost to CITY. SECTION 10. INDEPENDENT CONTRA~CTOR. It is understood and a~eed that in performing the Services under this A~eement CONSU-LTANT, and any person employed by or contracted with CONSULT.~NT to furnish labor and/or materials under this A~eement, shall act as and be an independent contractor and not an agent or employee of the CITY. SECTION 11. ASSIGNMENT. The parties a~ee that the expertise and experience of CONSULT_~NT are material considerations for this A~eement. CONSULTANT shall not assign or transfer any interest in this A~eement nor the performance of any of CONSULT,%NT’s obligations hereunder without the prior written consent of the citymanager. Consent to one assi=~nent will not be deemed to be consent to any subsequent assig~qrnent. ’Any assigranent made ~vithout the approval of the city manager will be void. SECTION 12. SUBt~ONTRACTL, G. CONSULTANT shall not subcontract any portion of the work to be performed under this A~eement without the prior written authorization of the city manager or designee. CONSULTANT shall be responsible for directing the work of any subconsultants and for any compensation due to subconsultants. CITY assumes no responsibility whatsoever concerning compensation. CONSULTANT shall be fully responsible to CITY for all acts and omissions of a subconsultant. CONSULTANT shall change or add subconsultants only with the prior approval of the cib" manager or his designee. SECTION 13. PROJECT MANAGEMENT. CONSULTANT will assi~m-t Annie Henderson_ as the project director to have superviso~ responsibility for the performance, pro~ess, and execution of the Sereices to represent CONSULTANT during the day-to-day work on the Project. If circumstances cause the substitution of the project director, project coordinator, or any other key personnel for any reason, the appointment of a substitute project director and the assignment of any key new or replacement personnel will be subj ect to the prior written approval of the CITY’s project manager. CONSULTANT, at CITY’s request, shall promptly remo~-e persom~el who CITY finds do not perform the Services in an acceptable manner, are uncooperative, or present a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property. 080324 Professional Services Revised 10/18/07 The City’s project manager is Amanda Cox, Utilities DepaY+rnent, Customer Support+ Division: Paio contact with respect to per%~ance, pro~ess ~d execution of the Se~,.’ices. The C!TY may desi~ate ap~ alternate project manaser fi-om time to time. SECTION 14+ OWNERSHIP OF MATEi~AALS. Upon delivery., all work products, including without limitation, al! writings, drawings, plans, repoKs, specifications, calculations, documents, other materials and copyright interests developed under this A~eernent shall be and remain the e+..cluslve property of CITY without restriction or limitation upon their use. uON SUb + ANT a~ees that all cop)Tights which arise ~orn creation of the work pursuant to this A~eernent shall be vested in CITY, and CONSULTA_NT waives and relinquishes al! claims to cop)~ght or other intellectual property rights in favor of the CITY. Neither CONSL~.TANT nor its contractors, if any, shall make any of such rnaterials available to any individual or organization without the prior written approval of the City Manager or desig-nee. CONSU-LTANT rnakes no representation of the suitability of the work product for use in or application to circumstances not conternplated by the scope of work. SECTION 15. AUDITS. CONSULTANT will permit CITY to audit, at any reasonable time during the term of this A~eernent and for three (3) years thereafter, CONSULTA_NT’s records pertaining to matters covered by this Ageernent. CONSULTANT further a~ees to maintain and retain such records for at least three (3) years after the expiration or earlier termination of this A~eement. SECTION 16. INDEMNITY. 16.1. To the fullest extent permitted by law, CONSULTANT shall protect, indenmify, defend and hold harmless CITY, its Council members, officers, employees and agents (each an "Indemnified Party") from and against any and all demands, claims, or liability of any nature, including death or injury to any person, property damage or any other loss, including all costs and expenses of whatever nature including attorneys fees, experts fees, court costs and disbursements ("Claims") resulting from, arising out of or in any manner related to performance or nonperformance by CONSbETANT, its officers, employees, agents or contractors under this Ageernent, regardless of whether or not it is caused in part by an Indemnified Party. 16.2. Notwithstanding the above, nothing in this Section 16 shall be construed to require CONSULTANT to indemnify an Indernnified Party from Claims arising from the active negligence, sote negligence or willful misconduct of an Indemnified Party. 16.3. The acceptance of CONSULTANT’s services and duties by CITY shall not operate as a waiver of the right of indemnification. The provisions of this Section 16 shall survive the expiration or early termination of this A~eement. SECTION 17. WAIVERS. The waiver by either party of any breach or violation of any covenant, term, condition or provision of this A~eernent, or of the provisions of any ordinance or law, will not be deemed to be a waiver of any other term, covenant, condition, provisions, ordinance or law, or of any subsequent breach or violation of the same or of any other term, covenant, condition, provision, ordinance or law. Professiona! Se-~-¢ices Revised 10/18/07 4 080324 SECTION 18. INSURANCE. 18. !. CONSLW~T,~NT, at its sole cost and expense, shall obtain and maintain, in fia!i force and effect during tSe te~ of this A~eement, the insurance coverage descff-,bed in ExNbk "D". CON~ LLc _, :QNT and ~ts contractors. ~x a~<, shall obtain a .~o!icy endorsemem naming CITY as a_~ additional insured under any general liabi!ity or automobi!e policy or policies. 18.2. All insurance coverage required hereunder shall be provided through ca~ers with A2V! Beet’s Key Ratine Guide ratings of A-:V~. or higher which are licensed or authorized to transact insurance business in the State of California. Any and all contractors of CONSULT.~NT retained to perform Services under this A~eement will obtain and maintain, in fu!l force and effect during the term of this Ageement, identical insurance coverage, naming CITY as an additional insured under such policies as required above. 18.3. Certificates evidencing such insurance shall be filed with CITY concurrently with the execution of this Ageement. The certificates will be subj oct to the approval of CITY’s Risk Manager and will contain an endorsement stating that the insurance is primary coverage and will not be canceled, or materially reduced in coverage or limits, by the insurer except after filing with the Purchasing Manager thirty (30) days’ prior ~Titten notice of the cancellation or modification, CONSULTANT shall be responsible for ensmdng that current certificates evidencing the insurance are provided to CITY’s Purchasing Manager during the entire term of this A~eement. 18.4. The procuring of such required policy or policies of insurance will not be construed to limit CONSL~T.%NT’s liability hereunder nor to fulfill the indemnification provisions of this Ageement. Notwithstanding the policy or policies of insurance, CONSULTANT will be obligated for the full and total amount of any damage, injury, or loss caused by or directly arising as a result of the Services performed under this Ageement, including such damage, injury, or loss arising after the Ageement is terminated or the term has expired. SECTION 19. TEI:t’~’IINATION OR SUSPENSION OF AGREEMENT OR SERVICES. 19.1. The city manager may- suspend the performance of the Services, in whole or in part, or terminate this AgTeement, with or without cause, by giving ten (10) days prior written notice thereof to CONSULTANT. Upon receipt of such notice, CONSU-LTANT will immediately discontinue its performance of the Services. 19.2. CONSU~T.a~NT may terminate this A~eement or suspend its performance of the Services by giving thirty (30) days prior written notice thereof to CITY, but only in the event of a substantial failure of performance by CITY. 19.3. Upon such suspension or termination, CONSU-LTANT shall detiver to the City Manager immediately any and all copies of studies, sketches, drawings, computations, and other data, whether or not completed, prepared by CONSULT~NT or its contractors, if any, or given to CONSULTANT or its contractors, if any, in connection with this Ageement. Such materials will become the property of CITY. ~rofessiona! Services Revised iO/}.B/O7 5 080324 19.4. Upon such suspension or te~inadon by CITY, CONS-t~T~<’<T wiil be paid for the Sen4ces rendered or materials de!ivered to CITY in accorda~uce with the scope of sol-does on or before the e~%%ctive date (i.e., 10 days a~er giving notice) of suspension o.r te~inatior_,; provided, however, if this Ageernent is suspended or terminated on account of a defau!t by CONSUL%O~T, CITY will be obligated to compensate CONSULTA2~T only for that portion of CONSULT,~NT’s services which are of direc, and immediate benefit to CiTY as such dete~nination may be made by the City Manager acting in the reasonable exercise of his/her discretion 19.5. No paTyTnent, partial pay~nent, acceptance, or partial acceptance by CITY wil! operate as a waiver on the part of C!TY of any of its rights under tNs A~eement. SECTION 20. NOTICES. All notices hereunder will be given in writing and mailed, postage prepaid, by certified mail, addressed as follows: To CITY:Office of the City Clerk City, of Palo Alto Post Office Box 10250 Palo Alto, CA 94303 With a copy to the Purchasing Manager To CONSULTANT: Attention of the project director at the address of CONSULTANT recited above SECTION 21. CONFLICT OF INTEREST. 21.1. Ln accepting this Ageement, CONSULT~NT covenants that it presently has no interest, and will not acquire any interest, direct or indirect, financial or otherwise, which would conflict in any manner or degee with the performance of the Serv’ices. 21.2. CONSULTANT further covenants that, in the performance of this Ageement, it will not employ subconsultants, contractors or persons having such an interest. CONSULTANT certifies that no person who has or will have any financial interest under this Ageement is an officer or employee of CITY; this provision will be interpreted in accordance with the applicable provisions of the Palo Alto Municipal Code and the Government Code of the State of California. 21.3. If the Project Manager determines that CONSULT,~MNT is a "Consultant" as that term is defined by the Regulations of the Fair Political Practices Commission, CONSU-LTANT shall be required and agees to file the appropriate financial disclosure documents required by the Palo Alto Municipal Code and the Political Reform Act. SECTION 22. NONDISCRIMINATION. As set forth in Palo Alto Municipal Code section 2.30.510, CONSULTANT certifies that in the performance of this A~eement, it shall not discriminate in the emplo?~nent of any person because of the race, skin color, gender, age, religion, Professiona! Services Revised 10/18/07 6 080324 disability, national origin, ancestry, sexual orientation, housing status, marital stares, familial status, weight or height of such person. CONSULTA>~T acMuowledges that it has read and understands the provisions of Section 2.30.f10 of th~ Paio Alto Municipal Code rdating to Nondiscrimination Reqmrements and the penalties for_v~.~.n~r~ ..... ~n~ ~h .... ~-~£~ _.~_. and a~ees~ to me¢ ~ ~. ~qu~ ~.~ems of S ection 2.30510 pertaining to nondiscimination in empio)~ent, including completing the fo~ furnished by CITY and set fo~h in Exhibit "g." SECTION 23. MiSCELL_~NEOUS PROVISIONS. 23.1. This Ageement wi!l be governed by the laws of the State of California. 23.2. Ln the event that an action is brought, the parties agee that trial of such action will be vested exclusively in the state courts of California in the County of Santa Clara, State of California. 23.3. The prevailing party in any action brought to enforce the provisions of this A~eement may recover its reasonable costs and attorneys’ fees expended in cormection with that action. The prevailing party shalI be entitled to recover an amount equal to the fair market value of legal services provided by attorneys employed by it as well as any attorneys’ fees paid to third parties. 23.4. This document represents the entire and inte~ated a~eement between the parties and supersedes all prior negotiations, representations, and contracts, either w’ritten or ora!. This document may be amended only by a written instrument, which is signed by the parties. 23.5. The covenants, terms, conditions and provisions of this A~eement will apply to, and will bind, the heirs, successors, executors, administrators, assignees, and consultants of the p arties. 23.6. If a court of competent jurisdiction finds or rules that any provision of this A~eement or any amendment thereto is void or unenforceable, the unaffected provisions of this A~eement and an?" amendments thereto wil! remain in full force and effect. 23.7. All exhibits referred to in this Ageement and any addenda, appendices, attachments, and schedules to this A~eement which, from time to time, may be referred to in any duly executed amendment hereto are by such reference incorporated in this A~eement and will be deemed to be a part of this A~eement. 23.8. This Agreement is subj ect to the fiscal provisions of the Charter of the Cib~ of Palo Alto and the Palo Alto Municipal Code. This Ageement will terminate without anypenalty (a) at the end of any fiscal year in the event that funds are not appropriated for the following fiscal year, or (b) at any time within a fiscal year in the event that funds are only appropriated for a portion of the fiscal year and funds for this Ageement are no longer available. This Section 24.8 shall take precedence in the event of a conflict with any other covenant, term, condition, or provision of this A~eement. Professional Se~;ices Revised 10/18/07 7 080324 APPROVED AS TO Senior Asst. City Attorney .-?~-’r 2<0 v ED m~.~,.cto~ of Administrative SeI~4ces ~I n,~:.:,.at_on No.Tax’~ayer de ~-~- { ~ SCOPE OF WORK SCHED%-LE OF PEFGvO~Z\.fANCE COt%{PENSATtON ~S LTP,_&NC E P,_E QL~T~,_EMENT S CERTIFICATION OF NON-DIS CR~,f~ATION Prcfessiona! Services Revised 10/28/07 8 08033 Scope of Se~wices 1.2.2 i .2.3 .. ~h=, provide ~ direct mai! pieces. City shall provide marketing materials ,-,a ’^.a, ,.~ information=~,.,,~-~-,--, ,~ the S~,v ~.. r-rog, .~,,, to waikqn customers and m-~,~e~e, ~. City will also field phone call,,. ~h City sponsored outreach inquiries and questions using the "Quick Reference Card" developed by the Contractor. 1.3 1.4 Trainino and Proqram Inteoration. City shall host locations for training sessions for City star, SWH contractors, City building inspectors and homeowners. City will also engage its Customer Service Managers and Utility Marketing Sewices staff to support internal infrastructure around customer service calls or inquires. Incentive Pavments. Payments to incentive recipients shall be made by City upon receipt by City from Contractor of ce~ification "~n~-’ applicant has completed the ns~,~d~n~ .... ~ and verification process. 2.CONTRACTOR Resoonsibilities shall include, but are not limited to: 2.1. SWHProcram Desicn & Materia! 2.1.1 .Basic Prooram D,~<i~n .... Contractor shall work with City staff to mu, m,y ’--": ¯ and recommend modifications to the San Diego pilot program handbook and forms that are re!evant for Polo Alto and ~" ~9’:~o .....v with AB1470 requirements. 2.1.2.Communit’./r ~u~.,=,..~,~’==’~---’-, Meeting.. Prior to finalizing the SWH proc.ram_ desicn,, c.o,,~, =...~,~r"~÷~--~- will conduct a public meeting to describe the proposed program and solicit feedback and suggestions from the public. 2.1.3.S,~!H Handbook ana Forms. Contractor v411 create a Palo Alto Solar WaterHe=hna’ - " . Handbook and application forms that incorporate the modifications approved by the City Contract Manager. 2.1.4.Low Income Prooram Elements. Based on subseauent direction from state aqencies. Contractor shall work with City staff to identify and recommend modifications to Polo Alto Solar Water Heating Program handbook and forms that address low income provisions of AB1470 and are relevant for Polo Alto. Coatractor will revise the Polo Alto Solar Water Heating Handbook and application forms that incorporate the modifications approved by the City Contract Manager. 2.2.1 .City Staff and Bui!dino !ns.sectors. Contractor wi!l provide on-site training and provide an overview of the SWH Program process, equipmen! and instaliation requirements, review of SRCC standards and o~her retevan[ information. Contractor shall provide two such training sessions in the first year and one per year thereafter. Additional sessions may be provided as requested by the City Contract Manager. ~..--._~.._ :,..,, Contractors anc CPAU C .......Cc~,tr.~,~tor wiii pro:’~de trainina ~o contractors and S\VH ~- " ~ -:xh~.,,~ A_2"~AL.doc Pa~e 1 of 4 resider, tin! and cemmercia! customers interested in SWH and/or particicatinc in the SWH ....... "~ firstv==- and ~’, may be provided s<, ....... .~,~us.sut~ oy ~u ,e Cit./Contract biar, acer. 2.3.1 ADcI.cation Process’,nq. C..~ ....=~,,..,, ~’~s ,~,, process acpiica,sons from el~c~b~i~t’,/in the. ,Drocram.~ Ccnu ~o. shall also process all program ,t,,~ SWH Program.customers participating in ~= 2.o.1.1 Contractor ,v- ,,".,A.DDH~adO~S. Contractor snail process all contractor ~p.~,,~.at-~; ~ :;~,..,ns, anc maintain and provide an u~u=~=d u~ of ....;= ’--,~u~ ~ ,~d cont, ~ctors under ,.he program to the Cit,/. 2.3.1.2.Procram ADolications. Contractor shall process all program applications from incentive rese,~ation to incentive payment approval. Appiications will receive an initial resewation review which includes investigation of climate zone, freeze protection, fuel sources, SRCC compliance and other relevant program requirements. 2.3.2.Inspection. Contractor shall inspect all SWH Program installations in accordance with the S,AiHm< and the CPAU SWH Program Guidelines. 2.3.2.1.Insoection Reports. Contractor shal! provide a supplemental inspection report ~s~lna~ to the va.da~, of ~=,,,_ installations for each programp=r~clp~nt.~ ’" " ^ 2.3.3.ProGram ReDoRinc. Contractor shah provide CPAU with access to a reporting page of the SWH Program database, including a log-on and password. The reposing database will provide information on application status, total incentives, system type, energy saved and other information as requested by CPAU. z.o...,.1.Monthly Reoorts. Contractor shall provide a budget summary of ~ncentwes paid estimated energy savings, processing costs, installation costs, system size, location, and status for all new, pendinm and comoI~ted aDDlications. 2.3.3.2.Quarterl,,’ Reoorts. Contractor shall provide quarterly updates on program management, training sessions (if any), installation progress, program projections and regulatory and policy updates. Year-to-date totals and projections shall be provided for both calendar year and fisca! year (July-June). 2.3.3.3.Reculatorv and Policy U~dates. Contractor will track progress of SWHEA and provide regular repots on the development of requirements for the storewide program. Any additional and relevant legislation or regulatory activity will be included in these additional reports. These updates may be included in the Quarterly Reports. 2.3.3.4.Indeoendent Verification Data Recuests. Contractor shall provide program data necessary to comply with data requests imposed by local, state or federal agencies, including the California Energy Commission and the US Department of Energy, in order to comply , "’~"". ~,,~,. independent verification or reoortina, ~ requirements u~,~.l-,/0~" ~ ~- ~or other applicable statutory requirements as a may apply during the term of the contract. 2.3.4.Proorietarv or Confidential Information of the City. Contractor understands and agrees that, in the performance of the work or services under this Agreement or in contemplation thereof, Contractor may have access to onvate or b,~n~..~un~M inlu, m~uon, which may be owned or controlled by City, and that such information may contain proprietary of confideniia! details, the disclosure of which to third parties may be damaging to City. Contractor agrees that aii information disclosed by City to Contractor shall be held in confidence and used only in pe,~ormance of the Agreement. Contractor shall exercise the same standard of care to protect such information as a reasonably prudent contractor ’.would 2.4.1 .i.Direct Sales to Business. Civic Or.sanizatbns. and Neichborhood Associations Managers to develop direct sales in a joint effort with Contractor to win business from local area businesses ~" ......~ ’:~,-=, ,u Port-profits. Contractor~-~’,~, not d,rectiy call or h :~ ~u contact with CPAU customers to market the SWH Program, but rather use marksting c~,l~t~r~l to promote the,oroc;am~ IR resoonse, ~o customer ,~,~,-" "~,u~* of as ;eques~e~ ’ by the City. 2.4.2.Desicn of Procram Materials and Collateral. Contractor shall provide design of el! outreach and marketing materials inciuding revision to the SWH Handbook, forms, brochures, bill inseds and web content. All collateral (print and web based) materials will meet and adhere to CPAU’s logo standard and will be subject to CPAU’s approval prior to distribution and implementation. CPAU retains the right to select and approve ALL Iogos, trademarks, and identifiers for use in marketing the program. 2.4.2.1 Brochures and Bill Insets. Contractor shall provide a proposed design of a unique, Palo Alto-specific mail inserffbrochure consistent with CPAU logo and marketing standards. Contractor will present design and text concept alternatives and work in part.nership with CPAU and its advertising agency in designing these materials. Contractor will a!so provide examp!es of bill insed.s and promotional materials used by Contractor in the past. If CPAU chooses to use any of the available advertisements referenced in Contractor’s proposal, Contractor will design bi!l insert(s) consistent with the ad(s). Contractor will present recommendations on material placement and frequency for bill inserts, brochure placement, and direct sales and marketing handouts 2.4.2.2.Quk.K-’ mu,eru,,ce ......Car,~. Contractor shall provide Ce’,~U"" staff vath reference card" that can be used to ans,¢¢er general questions ~-,--,~,u~ the SWH r-r,~r~m. Contractor shall update the card as necessar¢, to m=~,,..n~’^’ procram 2.4.2.3.CPAU Web Site¯ Contractor shall provide text, frequently-asked questions, and design content for the SWH program page to be hosted on the CPAU website (www.cityof?atoalto.orglutilities) Contractor will work with CPAU’s design agency in these efforts to assure that the SWH Program reinforces the broader CPAU marketing and branding initiatives. Actual website development will be executed by CPAU’s designated advertising agency or CPAU staff. 2.4.3.Earned Media. Contractor will review content for various media sources, in partnership with CPAU public relations and marketing staff to develop artic!es, news briefs, and attention for the Palo Alto program. Mechanisms for obtaining earned media include, but are not li,~ited to use of town leaders (ceiebrities, officia!s, business heads) to promote the program launch and cumvat~on of ~.m..,o~ local spokesperson. and marketing staff to execute a highiy effective press reiease campaign. Contractor will ~-,~-’~:-~r .......~ ~*~ ensure accuracy’ andreview content for Dress, ~u~=s aria improve marketing impact as outlined below: , Re;ease I: Program Launch ~ Release 2: Annual Announcement of CPAU Impact on Solar Developments. SWH Exhibit A_FL~AL.doc Page 3 of 4 Exhibit A Scope of Sen/ices requesi. Contractor may proceed with such services only upon written authorization from City. Such services include, but are r~ot limited to, additiona! training,-direct mai!;ng ser,/ices and pc.~ar= printing or ~’-"^, .... =~’~ or marKet~nc .... - ’ ~-" ..... ’ functionality, additional marketing support, or supplemental reports. Fotentia! Add~fionsi SerT~ces I~nked directly to other tasks in this Scope of Work are data;led below. 2.5.1 .Low Income Procram Im:iementa!ion. These activities may inc!ude revisions to the Alto Solar Wa~er Heating Handbook and application forms that incorporate the modFications identified under Task 2.1.4., and additional specie! work needed to implement those program modifications. 2.5.2.Production and Mailino of Procram Materia!s and Collateral. City may request Contractor to print and/or mail outreach and marketing materials including the SWH Handbook, forms, brochures, and direct mai! items developed under Task 2.4.2. 2.5.3.Additional Press Releases. If additional events are newsworthy and merit a formal release, City may request Contractor to prepare and/or review content for press releases and make recommendations to ensure accuracy and improve marketingh~’’-,",,~t. 2.5.4.Additional Analysis for Laree Commercial installations. For large commercial installations, City may direct Contractor to provide additional review for commercial applications which includes analyzing load calculations, preliminary design, and engineering of the SWH system. S\VH Exhibit A F~$AL.doc P~Z~ 4 of 4 20C8 con!tact start Program Materialsi,ac,~r)" Training Database Expansion Low Income ProGram Elements CPAU SWH Hrocram mc,,uuu~!, and ~--o~,~.~ content ~; =, ,., ,~ recu~remen~s and schedule Written meetinq re~o~ s~mmar:,zing findhgs. Demonstrate functional database lnclu@ng reposing capability for CPAU projects and [e~ulting energy sa~n~s. Document detailing recommendations for Low Income Program E~ements (Date depends on reoulato~ process) May 2008 J~ne ¢008 May2008 ~une 2008 Janua@ 2009 Task 2. SWH Rrog~-am Training City Staff Training Complete class o,,~,~,~brTraining J Comalete class Ins..pecto(.Tr~ining ! ~om.plete Ias.s Homeowner/Customer Training Complete class Task 3. SWH Program Im,~le,, Ongoing Program Management Processing of App cations & Inspections - Application Processing -Contractors progress can be viewed on database Application Processing - Projects Comciiance lnsoection,s Customer Se,wice Program Customer Sea-doe Phone # Reporting Database Maintenance Task 4. Marketing Support Quick Reference Card uoua~urM (labor’}Program ~ " ’~ - , Customer Service data provided in monthly reports. Monthly & Quarterly Reoo~s Demonstrate functional database including reporting capability for CPAU projects and resultan! energy ~a,{ingst ........ Quick Reference Card content (Ne.4,= ~’o,n’.:c) Brochure, Bill Ins~ ~, and Web content (electronic] CPAU SWH Program Handbook and Forms (stinted) Brochure, Bil! Insert.., and Web con~.ent (electronic) Printed ~" ~-~ ’ ^~"ur.~,~ ~ur:5 and materials Revis ed ...."~ ~" .....mr., ,~u,.,. ,content R=’.,i<=d Handbook "-"-~-~ Technical Report d-~;’~.~s,.~,.,~g analysis *~ "~ T~K 5. Additional Se,’wices Program tvlateria!s (direct cost) Additional/Updates to Program Collateral (labor) Additiona!/Updates to Program Collateral (direct cost) Uc, dates to P(ogram Materiats 0abor) Updates to Program Materia:s (direct cost) Additional Train!no #dditionat. Ana!vsis ~, ~" ~.~: "~’~ ~..~ for’,~, ..... ~.~ . commercia’, installations 2 in year one 1 per.y~ar.aft@r (4 per year) (2 per year) 2 in year one 1 per year after Ongoing May 2008 Ongoing OnQoina June 200~ May 2008 Ongoing As Needed AsNeeded As Needed As Needed As Needed AsNeeded As Hee~ed Exhibit B Cent:act Te:m. The term of this agreemen~ sha!i be for tv, iei’/e (i2} months pericd from the daie of av..ard, and may be extende.4 by mutuai agreement for up to fs,:r i2-mon:h oer~sds for a ms;dream cf bJdget and appropriation of funds. Notwithstanding ~he fersgo;;~g, e~ther Fatty may terminate the agreement as s~ecified in S=c~i~,n 10 of the ~ ...... ~ Oversit Proiect Schedule is !isted below in Table 2. Schedule }s based on Late Apr:,i 2008 contract Kickoff i~leeting Draft Program Design Community Feedback Meeting Final Program Design Program Launch Marketing Collateral Design Quick Reference Card Customer Ser,/ice Line Launch Low income Eiements Design Database Expansion Database Repeals Design Program Training Plan City Training #1 Ccntractor Training #1 Inspector Training #1 Customer;Hcmeowner "~r^~-n~ ~,, ,~, ~ #1 Additional Training Monthly Repeals Quarterly Reports r-~ ogrdm motementation La[e April 2008 Late April 2008 Late April 2008 May 2008 Early May 2008 Mid-May 2008 Late April 2008 May 2008 May 2008 January 2009 (estimated) June 2008 July 2008 May 2008 Early May 2008 May 2008 May 2008 Mid-i’.;1ay 2008 Per Program Training Plan Monthly, due with invoice Due with invoice one month tel!owing the end of each quarter Ongoing, beginning with Program Launch E~":ibit B Schedule.dec Paz~ 2 of 2 Exhibit C Compensation Price Schedule - SWH incentive Program COMPENSATION The CITY agrees to compensate the CONTRACTOR for professional seP.,’ices performed in accordance with the terms and conditions of this Agreement, and as set fo~h in the budget scheduie be!c’,,v. Compensation shall be calculated based on the hourly rate schedule as below in Table 3 up to the not to exceed budget amount for each task set fod.h below. The compensation to be paid to CONTRACTOR under this Agreement for a!t services described in Exhibit "A" ("Scope of Services") and reimbursable expenses shall not exceed $730,000. CONTR~,.CTOR agrees to complete el! Scope of Services, including reimbursable expenses, within this amount. Any work performed or expenses incurred for which payment would result in a total exceeding the maximum amount of compensation set forth herein shall be at no cost to the CITY. CONTRACTOR shall perform the tasks and categories of work as outlined and budgeted below. The CITY’s Project Manager may approve in writing the transfer of budget amounts between any of the tasks or categories listed below provided the total compensation for Scope of Services, including reimbursable expenses, does not exceed $730,000. CONTRACTOR shall provide the City with the services described in Exhibit A, partly as a fixed price monthly charge, and partly on a per-applicant charge, and partly on a time-and-material basis. The total NTE amount for the contract shall be $730,000.00 over the duration of the contract. Table 1 shows the five-year estimated costs based on an average participation rate of i00 SWH installations per year. TaMe 1. SWH Program Contract Cost Estimates I B Sis !T&M T&M T&M T&M T&M Fee Per Unit Task Area Task 1. Program Design Task 2. Program Training Task 4. Marketing Support Task 5. Additional Services TRAVEL T&M NTE Subtotal Management, Database Maintenance, Other Costs Application Processing, Inspections, Variable Mgt. Year1 $25,0O0 $10,000 $9,000 $29,000 $12,000 $85,000 $30,000 $40,000 Year2 S- $11,000 $9,000 $30,000 S13,000 $63,000 $31,000 $41,600 Task 3. Implementation I $70,0001 $73,000 TOTAL $155,000 $136,000 TOTAL Contract NTE i Year3 ! Year4 $-$ - $11,000 $12,000 $ 9,000 $10,000 $31,000 $32.000 S13,000 $14.000 $64,000 $68,000 $32,500 $34 000 Year 5 $ - $12,000 $!0.000 $34.000 $14.000 $70,O00 $35,000 Total $25,000 $56,000 $47,000 $156,000 $66,000 $350,000 $162,500 $43,500 $45,000 $46.800 $217,500 $76,000 $79,000 $82,000I $380,000 1514o,ooo S147,000 $152,0’00I ’ 15730,000 Month!v Fee: A monthly fee of $2,500 ($30,000 per year) shall be paid upon receipt of each monthly report, (and a quaRerly report in each month in which a quarterly report is due), and the accompanying invoice. This fee covers a!l Task 3 program management, database maintenance, reporting, contactor application processing, and other direct and indirect Contractor costs. Per-Unit Charoes Costs of Application Processing and Compliance Inspections shall be paid on a per-unit basis. A!! program applications wi!t be processed by the Contractor as described in Section 2.3.1 of Exhibit A. Compliance Inspections of a!l SWH installations will be performed by the Contractor as described in Section 2.3.2 of Exhibit A. Payment to Contractor per unit shall be paid in accordance with Table 2. City may approve payment in excess of the maximum allowable cost for large commercial inspections under Exhibit C - Compensafion.doc Pag~ I of 3 Exhibit C p.~,o~,.,,.,,, Price Schedule- SWH Additiona! Services, subject to prior approval by City. Commercial systems are distinguished by the applicable Solar Rating and Certification Corporation (SRCC) rating: residential systems fall under SRCC- OG300 and commercia! systems fall under SRCC-OGI00. Payment for commercial system inspections shall be paid based on the SRCC therm savings as described in the SRCC OG100 rating system methodology. Table,~." SWH Program,.,,~,.~,,.,..,.~,.,n~,-, ~’; .....and ....~’ . ~ v ....~"ns~e,.uon, a~ ,,,e,,, Schedule - ~,’ear I. Fees 4% per year. Installation Type ~Per App~,~.a~en Residential $100 (SRCC OG300 Rating). Commercial i $! 50 (SRCC OG100 Rating) Per Finai inspection $300 $2.00 per SRCC therm savings NTE $850 Total $400 Maximum $1,000 Time & Material Charoes: Task 1, Task 2, Task 4, Task 5, and Additional Services shall be paid on a Time & Material Basis in accordance with the following rate schedule. Additional Services are subject to prior approval by City and shall be paid on a time and material basis. Travel Expenses shall be reimbursed based on actual costs, subject to prior approval by City. Table 3. Labor Rates for Time & Material Charges I Title Director of Programs Program IVianager Energy Engineer Associate Marketing Manager Marketing Assistant Accountant Database Developer Inspector Hourly Rate Year 1 $155 Year 3 Year 4 $168 $174 $107 $107 $ 67 $ 62 $101 $ 67 $ 56I Year 2 $161 95 $ 99 $103 95t $ 99 $103 60}$ 62 $ 65 551 $ 57 S 59 90!$ 94 $ 97 60!$ 62 $ 65 501 $ 52,$ 54 Year 5 $181$111 1 $111 S 70! $ 64 $1051 S58i Reimbursable Expenses The administrative, overhead, secretarial time or secretarial overtime, word processing, photocopying, in- house printing, insurance and other ordinary business expenses are included within the scope of payment for services and are not reimbursable expenses. CITY shall reimburse CONTRACTOR for the following reimbursable expenses at cost. Expenses for which CONTRACTOR shall be reimbursed are listed in Table 1 above. A. Travel outside the San Francisco Bay area, including transportation, will be reimbursed at actual cost subject to the City of Palo Alto’s policy for reimbursement of travel expenses for City of Palo Alto employees per Table 1. B. Postage charges are reimbursable at actual cost. All,~r=~u,~<fs. ~. for pa\,ment. ,of =~,,~.~,,~.,=~< ~.,,.M,~H~ ’De accompanied by appropriate backup information. Any expense anticipated to be more than $500.00 shall be approved in advance by "’~~n~ CITY’s project manager. Exhibit C - Corr, p~nsation.doc Page 2 of 3 Exhibit C Compensation Price Schedule- SWH Incentive Program Addifiona! Services The CONT~.CTOR shall provide additional se~’ices on!y by advanced, written authorization from the CIT’Y. The COi’.iTP~.CTOR, at the CITY’s project manager’s request, sha!i submit a detailed written proposal including a description of the scope of services, schedule, level of effort, and CONTP, ACTOR’s proposed maximum compensation, including reimbursable expense, for such se,wices based on the rates set fo,~h in Table 3 above. The additional services scope, schedule and maximum compensation shall be negotiated and agreed to in writing by the CITY’s Project Manager and CONTRACTOR prior to commencement of the sewices. Payment for additional services is subject to all requirements and restrictions in this Agreement. E,~d~ibit C - Compensation.doc Page 3 of 3 COi’!TRACT©RS TO THE CITY CF RALO ALTO (CITY), AT THE’.R SOLE EXPENSE. SHALL F©R THE TERM OF THE CONTRACT 2US;N~SS ’,;i TH~ STAT~ OF CAL~FORN;A. TYPE OF COVER.AGE E.’-.CH AGGREGATEOCCURRENCE \,, ~,...,,~r..r-m .b CO.MFENSATiCff’~?ES ............v=~..A JTOMOB!LE i l.:.c;. .~.,-,~’rv,, YES YES COMPREHENSIVE GENEP.AL UABILITY, INCLLIDtNG PERSONAL INJURY, BROAD FORM PROPERTY DAMAGE BL~.NKET CONTP.I.CTUAL, AND FiRE LEGAL LIABILITY COMPREHENSIVE AUTOMOBILE L!AB!LITY, INCLUDING, OWNED, HIRED, NON-OWNED PROFESSIONAL LIABILITY, INCLUDING, ERRORS AND OMISSIONS, MALPR~&CTiCE APPLICABLE), AND NEGLIGENT PERFORMANCE STATUT©RY STATUTORY BODILY iNJURY PROPERTY DAMAGE BODILY INJURY & PROPERTY DAMAGE COMBINED. BQDtLY INJURY EACH PERSON EACH OCCURRENCE PROPERTY DAMAGE BODILY INJURY AND PROPERTY DAMAGE, COt.",BINED S;,00O,000 Sl,000,000 51,000,000 Sl,000,000 $1,000,000 Sl,000,000 $1,000,000 $1,00o,000 ALL DAIv1AGES 81,000,000 81,000,000 Sl,000,000 $I,000,000 81,000,000 81,000,000 $1,000,000 S1,000,000 $I,000.000 YES THE CITY OF PALO ALTO IS TO BENAMED AS AN ADDITIONAL INSURED: PROPOSER, AT ITS SOLE COST AND EXPENSE, SHALL OBTAIN AND MAINTAIN, INFULL FORCE AND EFFECT THROUGHOUT THE ENTIRE TERM QF ANY RESULTANT AGREEMENT, THE INSURANCECOVERAGE HEREIN DESCRIBED,hNSURING NOT ONLY PROPOSER AND ITS SUBCONSULTANS, IF ANY, BUT ALSO, WITH THE EXCEPTION OF WORKERS’ COMPENSATION. EMPLOYER’S LIABILITY AND PROFESSIONAL INSURANCE, NAMING AS ADDITIONAL INSURES CITY, ITS COUNCIL MEMBERS, OFFICERS, AGENTS, AND EMPLOYEES. Ii. ,,,q.r,’I,q~UPcAN~_ COVERAGE MUST INCLUDE: A.A PROVISION FOR A WRITTEN THIRTY DAY ADVANCE NOTICE TO CITY OF CHANGE IN COVERAGE OR OF COVEP~,GE CANCELLATION; AND B.A CONTRACTUAL LIABILITY ENDORSEMENT PROVIDING INSUP~,NCE COVER~&GE FOR CONTRACTOR’S AGREEMENT TO INDEMNIFY CITY - SEE, SAMPLE AGREEMENT FOR SERVICES. SUBMIT CERTIFICATE(S) OF INSURANCE EVIDENCING REQUIRED COVERAGE, OR COMPLETE THIS SECTION AND IV THROUGH V, BELOW’. n NAI4E AND ,~.~ ~,r.cbS O,F CO’.’4~ANY ’~ --~.,.--,.~ r-,.~n CO’v’c=.,~,,~ctl"~,~~ AGENT OR BROKER’s:, NAME,,&mrhR: q.q City of Pato Aito- C08!25145 Page 1 of 2 CO’NT!NGEHT ON UO~,,~LtA, N~L WiTH SUBMITTAL OF CERTIFICATES OF iNSURANCE EVIDENCING COMPLIANCE W!TH THE RE~£cUIRE;’~IENTS SPECIF!ED HERE~N. ENDORSEMENT PROVISIONS, WITH RESPECT TO THE ib;SUF~=.NCE AFFORDED TO "ADDIT!ONAL !NSURES" WITH RESPECT TO CL&iMS ARiSiNG OUT OF THE OPERATIONS OF THE NAMED INSURED, INSURANCE AS AFFORDED BY THIS POLICY IS PRIMARY AND IS NOT ADDITIONAL TO OR CONTRIBUTING WITH ANY OTHER INSURANCE CARRIED BY OR FOR THE BENEFIT OF THE ADDITIONAL INSURES. B.CROSS LIABILITY THE NAMING OF MORE THAN ONE PERSON, FIRM, OR CORPORATION AS INSURES UNDER THE POLICY SHALL NOT, FOR THAT REASON ALONE, EXTINGUISH ANY R!GHTS OF THE INSURED AGAINST ANOTHER, BUT THIS ENDORSEMENT, AND THE NAMING OF MULTIPLE INSUREDS, SHALL NOT INCREASE THE TOTAL LIABILITY OF THE CQIvIPANY UNDER THiS POLICY. C.NOTICE OF CANCELLATION IF THE POLICY IS CANCELED BEFORE iTS EXPIRATION DATE FOR ANY REASON OTHER THAN THE NON-PAYMENT OF PREMIUM, THE ISSUING COMPANY SHALL PROVIDE CITY AT LEAST A THIRTY (30) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DA ~:z OF C,.-, ..... L-, ~U,q. tF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE =C,R THE NON-PAYMENT OF PREMIUM, THE ISSUING COMPANY SHALL PROV!DE CITY AT LEAST A TEN (10) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION. PROPOSER CERTIFIES THAT PROPOSER’S INSUFuZ, I’qCE COVEP~&GE hlEETS THE AB:O"/E P,E,&U!REMENTS: THE INFORMATION HEREIN IS CERTIFIED CORRECT BY SIGNATURE(S) BELOW. SIGNATURE(S) MUST BE SAME A~ At, -.--..~,’~) L,N ~,_. ~,O~ ~1, A~T.-,~, ,MENT A, P~..,F..~S .... lr~, u,,M,~.~ ~ON FORM. (Print or t2’F,~ n~me) Signature: N~me: (Prim or type name) NOTICES SHALL BE MAILED TO: PURCHASI.NG AND CONTRACT ADMiNISTP~S, TION C!TY OF PALO ALTO P.O. BOX 10250 PALO A~,.,, CA 94363. City of Palo Alto- C08125145 Page 2 of 2 PRODUCER AiNant insurance Sewices. inc. 12.01 Dove St., St:it~ 200 ! NewpcR Beach. CA 92~g8 (8.00) 821-9283 Ex~. 190 ~ Fax {949) [;~nse No. 0C36861 " CALIFORNIA CENTER FOR SUSTAINABLE ENERGY 8690 BALBOA AVE #I00 SAN DIEGO, CA 92123 COVE~&GES coLTR ~PE OF INSURANCE GENE~L LIABILI~" THIS CANCELS AND REPLACES CERTIFICATE ISSUED 3/14/08 THiS CF--RTIF]CATE iS ~SSUED AS A ::v’iA~-=R OF II, iFOR~+!ATiCN ONLY ANC: CC,’.’,FERS NO R~GHTS UPON THE CERTiFiCATE HOLSER. THIS. CBRTL--[CATE DOES h-!©T Ai’,~]END, £XTE?-.]D OF. ,ALTER THE COVER~kG~ AFFORDED BY THE POL!C!ES BELOW. COMPANY LETTER ,~._EVEREST INDEMNITY INSURANCE CO. COI~;PAN’f LETTER LETTER COMPANY L~.T’TER COMPANY LETTER THIS iS TO CERTIFY, THAT THE POLICIES OF INSURANCE LIS’I’~D 3ELOW HAVE BEEN ISSUED TO THE ~NSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED,NOTWITHSTANDING .AN’( REQUIREMENT, TERM OR CONDI~ON OF ANY CONTRACT OR OTHER DOCUMENT WIT;,-{ RESPECT TQ WHICH THIS CER.T~FICA~ MAY BE ~BSUED OR MAY PERTAIN, THE !NSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN ;S SUBJECT TO ALL THE TERMS, EXCLUSION AND CONDITIONS OF SUCH POLICIES.L~MITB SHOWN #.~AY HAVE BEEN REDUCED BY PAID CLAIMS. POLICYPOLICY NUMBER POLICY EFFBC~VB EXF!R~.T!GN LIMITSDATE IMM/DD?fY)! DATE (MM/DDP;"Y) 71S2040000 i0/29/07 09/29/08 COMMERCIAL GENERALUAE!LiTYCLAIMS OCCURMADEX: OWNER’S & CONTRACTOR’SPROT. Deal: $I ,000 AUTOMOBILE LIABILITY ~X_ ANY AUTO ALL OWNED AUTOS SCHEDULED AUTOS X H~RB~ AUTOS X i NON-OWNED AUTOS GARAGE LIABILITY .....AUTO DED: $1,000 71S2040000 10/29107 09129/08 G ENEP, AL AGGREGATE NA* PRODUCTS-CGMPIQF~GG.$2,000,000 PSRSO.ALSAOV ~’~’UR¥[ $2,000,000 EACH.OCCURRENCE ,.-,$~,000,u00 FiRE DAMAGE (Any one~i~)$1,000,000 MED EXPENSE !,Any ar.e BODILY iN~URv (Per persor~) BODILY INJURY {Per accident) PRORERT’( DAMAGE UNINSURED MOTOR!ST BACH OCCURRENCE UMBRELLA FORM OTHER THAN UMBRELLA FORM WORKERISCOMPENSATION AND E~J1PLOYER’S LIABILITY, AGGREGATE STATUTORv, Lii~".ITS -.EACH ACCIDENT DISEASE-POLiCY LIMIT DISEaSE-EACH lAB RESPECTS TO CONTRACT #C08125145: SOLAR WATER HEATING INCENTIVE PROGRAM; AGREEMENT FOR CONSULTANT SERVICES TO THE CITY OF.I PALO ALTO TQ DESIGN, ADMINISTER AND IMPLEMENT THE PROGRAM THE CI’T’Y OF PALO ALTO, ITS CQUNCIL MEMBERS, OFFICERS. AGENTS AND t EMPLOYEES SHALL BE NAMED ADDITIONAL INSUREDS. THIS INSURANCE IS PRIMARY AND NOT AFFECTED BY ANY OTHER INSuRANcE CARRIEDBY"SUCH ADDITIONAL INSURED WHETHER PRIMARY, EXCESS. CONTINGENT. OR QN .ANY OTHER BASIS. POLICY INCLUDES CONTRACTUAL LIABILITY. SEVERABILITY QF INTERESTS: THE TERMS "PARTICIPATING NAMED INSURED" AND "INSURED" ARE USED SEVERALLY AND NOT COLLECTIVELY, BUTTHE INCLUSION HEREIN OF MORE THAN ONE "PARTICIPATING NAMED INSURED" OR "INSURED" SHALL NOT OPER~,TE TO INCREASE THE LIMITS OF THE "COMPANY’S" LIABILITY. ADDITIONAL INSURED ENDORSEIvlENT ATTACHED, SUBJECT TO POLICY TERMS, CONDITIONS AND EXCLUSIONS, CERTIFICATE HOLDER CiTY OF PALO ALTO OFFICE OF THE CITY, CLERK PC BOX 10250 PALO ALTO. CA 94303 CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING COi~IPANY WtLL=~~ #,’JAIL "3__£0 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NA~ED TO THE LEFT, *EXCEPT 10 DAYS FOR NON-PAYMENT ACORD. PRODUCER (619) 633-9990 F$~:: Michael Ehre:-.feld Company 2~=55 Camino De! Rio North CERT F]CATE OF L!AB]LiTY iNSUP NC:-= I (~59)~83-9999 THIS CERT~FICA.TF. IS iSSU:=D AS A MATTER OF INFORt~IATIONONLY AND CONFERS NO RIGHTS UPON THE CER]qFICATE HOLDER. TRI$ CERTTiCATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POUC’.ES BELOW. Sa-~ D4=~o CA 92108 !NSURED C=-lifornia Center for Sustainable Energy 8~90 Balboa Avenue Suite~ I00San Diego CA 92123 :_.OVERAGES INSURERS AFFORDING COVERAGE I II~SURER£: Republic Zndenunity INSURER ~: INSURER C: iNSUReR D: NAIC # THE POLICIES OF INSURANCE L!STED BELOW HAVE BEEH ISSUED TO THE iNSURED HAMED ABOVE FOR THE POLICY PERIOD iNDiCATED. NDTAqTNSTANDIN.3 ANYIREQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMEHT WiTH RESPECT TO WHICH THIS CERTiFiCATE MAY BE iSSUED OR MAY PERTAIN.I~m_ L~SU,.~N~ .<rrO~O u, IH= , ~lcS ~=~I~=D m=,,=~N IS ~uBJ=~ lO ~_L ira= ~=,,~.~, mX~S~NS ~N~ ~uND,~ON~ ,~ bU~,, P~Lv~L~.I INSRiADD’Li ¯ GENEP-.AL LIABILITY GEN’L AGGREGATE L~M~T A~L~ES PER POLICY NUMBER AUTOIVIOBILE LIABILITY _,~ ALL OWNED AUTOS ~ NON-OWNED A~JTQS GARAGE LIABILITY ! ~NY ~UTD EXCESS!UMBRELLA LIABILITY ~ OCCUR ~ CL~IMS MADE DEDUCTIBLE WORKERS COMPENSATION AND IANY PR~, JET~R~A, ,TNER/EXECUTI ~’E OFFICER/MEMB£ R EXCLUDED?~If yes, ~escn~e under POLICY EFFECTIVEIPOUCY EXPIRATIONiDATE ~M,%IIDD,~YY { DATE.- tMM;DDfYY i DAMAGE TO RENTEDr =REM~SES !Ea sccu~ence} LIMITS GENERAL PRODUCTS - COt-.i~OP AGG ~ ~ 2/!/2008 2/z/2oo9 CO,MBF’~ED Si,",L.~LE LIMIT BODILY INJURY BODILY iNJURv PROPERTY DAMAG~ AUTO ONLY AUTO ONLY: ACCIDENT EL DiSEaSE !,000,000 !,000,000 ~,ooo,ooo! DESCRIPTION OF OPEP, ATIONS,’LOCATIONS,’VEHICLESiEXCLUSIONS ADDED BY ENDORSEMENT/SPECIAL PROVISIONS CERTIFICATE HOLDER City of Palo Alto Purchasing & Contract A~ministration PO Box 10250 Palo Alto, CA 94303 ACORD 25 (2001108) CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO ~,~AIL 3 0 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE L£FT, BUT FAILURE TO DO SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES. AUTHORIZED REPRESENTATIVE © ACORD"’CORPORATION 1988 IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed: A statement on this ceRificate does not confer rights to the certificate ho!der in !ieu of such _ ,c,~r~ .... u,,:(.~). If SUBROGATION IS WAIVED, subject to the terms and condfticns of the policy, certain poiicies may require an endorsement. A statement on this certificate does not confer rights to the cert.ificate holder in lieu of such endorsement(s). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract be~,~een the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. ACORD 25 (2001108) INS025 (o~o~).o~a Page 2 of 2 E~do~seme~t, Noo 3 iT IS AG~ED ~ ~ THE FOr i O’.gNqo ~vr- .’-~" .......s n~-,_,~. .....~ ......~b’Dns~ AS ADDITIONAL iNSUReD (:) ~:’’’~ ~:~ BUT ONLY AS ~SPECTS LL~BiLITY A~SING OUT OF THE OPEZ~TtONS OF THE NAMED INSU~D, AND FURTHER PROVIDED T~T THE INCLUSION OF SUCH ADDITIONAL INSU~D SHALL NOT SERVE TO ~-C~ASE THE COMPANY’S LIMIT OF LIABILITY AS SPECIFIED ~ THE DECLA~TIONS OF THE POLICY. NAB,ED :!N SLrR~.D SCHEDULE CALIFOPd’iIA CENTER FOR SUSTA~ABLE ENERGY 8690 BALBOA AVE, #I00 SAN DIEGO, CA 92123 NAME OF PERSON OR ORGANIZATION/CERTiFICATE HOLDER:CITY OF PALO ALTO OFFICE OF THE CITY CLERK PO BOX 10250 PALO ALTO, CA 94303 THE CITY OF PALO ALTO, ITS COUNC]L MEMBERS, OFFICERS, AGENTS AND EMPLOYEES SFL-tLL BE NAMED ADDITIONAL INSUR_EDS AS RESPECTS TO CONTRACT .-:C08125145: SOLAR WATER HEATING D,’CENTIVE PROGRAM; AGREEMENT FOR CONSULTANT SERVICES TO THE CITY OF PALO ALTO TO DESIGN, ADMINISTER AND IMPLEMENT THE PROGRAM. PER CERTIFICATES OF INSURANCE APPROVED BY THE COMPANY, AND ON FILE WITH THE COMPANY EFFECTIVE DATE OF THIS ENDORSEMENT: 10/29/07 ATTACHED TO AND FORMING A PART OF POLICY >-O.:71S2040000 All other terms and conditions remain unchanged. Insurer:EVEREST INDEMNITY INSURANCE COMPANY Special Liabilib, Insurance Program (SLIP) Effective October 29, 2007 to September 29, 2008 DATE ISSUED: 3/14/08 As suppliers oi goods or ser~..ices to the City of Palo Alto, the firm ned indi-,.,:iduals lis.’.ed be!ow certify ~ha~ they do not discriminate iq empioyment of any person because of race, skln ccior, get, tier, age, religion, disacilit7, national crlgin, ances~r’i, sexual crienta~icn: housi,":g status, marital status, fami’,ial s~atus, v,’eigh~ or heigi’:t of such person; that the;, are }n compliance with Federal, State and local d~rect~ves and eKecut:.ve orders regarding ncqdiscrimination in emp!oymenL Date: Rroposer’s Signa..~re Droposer’s typed name and ~itie If Proposer is PARTNERSHIP or JOINT VENTURE, at least (2) Partners or each of tb.e Joint Venturers ~, ,=~, sign here: r"~, ,~,S, ,~p or Joint Name (type or print) Date: Parmers,,~D or Joint Ven~.ure sicna:ur~-Member of the ~ Member of the Par,:nershiD or Join~ Vemure s~gna:ure Date: 3.if ’~, ,,..,~,..~.~,~- is a CORPORATION, the du!y authorized officer(s) shall s~gn as The undersigned certify that they are respedJveiy: Title Of the corporation named belo’..v; that they are designated to sign the Proposal Cost Form by resolution (ati:ach a codified copy’, with corporate seal, if applicable, notarized as to i~s aulhenticiiy or Secretary’s certificate of authoriza’,ion) for and on beha!~ of the below named CORPOP~,TION, and that they are au(horized to execute same for and on beha!f of said CORPORATION. ~..~h..~_ ,r-~, .~t Corpora!iqp Name (type or print.) i’!~!e: L~ ~ ~ ~-,~ ~;..~?~-~ .,’t~-~-~ "’ .....Dat~ Title: City of Pato Alto- C08125145