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HomeMy WebLinkAbout94- Montana Power Co. Conservation Agreement . .-tI . . . ECPP-OWN MPC Contract #D1499 CONSERVATION AGREEMENT THIS AGREEMENT, made this ~tday of October, 1994, by and between the CITY OF BOZEMAN, of P.O. Box 640, Bozeman, Montana 59771-0640, (hereafter called the Owner) and THE MONTANA POWER COMPANY, a Montana corporation, with offices at 40 East Broadway Street, Butte, Montana 59701 (hereinafter called MPC or Company) . The Owner and MPC for the consideration hereinafter set forth, agree as follows: 1- Basic Aqreement a) The Contract shall constitute the basic agreement between the parties for the purchase of energy and demand savings resulting from the installation of a retrofit application for conservation or load management measures under the Montana Power Efficiency Plus Business Partners Program as outlined in the Technical Specifications attached as Exhibit A, in Owner's facilities identified as: Bozeman Water Treatment Plant Bozeman Wastewater Treatment Plant 7022 Sourdough Canyon Road 2145 Springhill Road Bozeman, MT 59715 Bozeman, MT 59715 b) Owner understands and agrees that execution of this Agreement may impact eligibility for participation in any other existing or future MPC incentive program(s) and, specifically, Owner will not qualify for any additional MPC energy conservation funding for those measures identified in Exhibit A of this Contract. 2. Procure and Install The Owner shall contract with firm(s) to perform the services required to procure and install the authorized equipment. The Owner shall be responsible for hiring those firms with the expertise necessary to implement the approved design plans outlined in Exhibit A. 3. Equipment Ownership All authorized equipment (as outlined in Exhibit A) installed as part of the Montana Power Efficiency Plus Business Partners Program shall be the property of the Owner. Owner shall be responsible for the proper operation and maintenance of all such equipment. 4. Monitorinq and Inspection a) MPC shall have access at all reasonable times to the building identified in Section 1 during project installation and for twenty four (24) months after project start-up for assessment and inspection activities. b) MPC shall have access at all reasonable times to the building identified in Section 1 to install, monitor and maintain metering and monitoring equipment. This equipment shall remain the property of MPC and will be removed at the completion of data collection. c) MPC reserves the right to disclose information related to this project, to include: consumption data, technical equipment or design information, performance data, etc. This information may be used by Company for promotional or educational purposes, communications with regulators, state agencies, utility trade associations, or other entities as the Company determines to be appropriate. 1 , ) . 5. Contract Documentation a) The Owner shall deliver one (1) copy of the following documentation, as it pertains to Section 2 of this Conservation Agreement, to MPC's representative: 1. All project drawings and specifications. 2. All manufacturer's literature, including operations and maintenance manuals for equipment, controls and instrumentation. b) Upon project completion Owner shall provide a detailed accounting of the actual installed unit costs. The accounting should be listed by major components and costs itemized as follows: . Material (description and unit costs) . Labor . Project design . Engineering . Total project cost c) Upon project completion Owner shall provide a report describing deviations, if any, from the original design and the reasons for those deviations. d) All submittals shall be transmitted with a cover letter. All correspondence shall reference: MPC Contract #D1499 MPC Efficiency Plus Business Partners Program e) The owner shall transmit all correspondence pertaining to the contract to: Tbe Montana Power Company 40 East Broadway Butte, MT 59701 Attn: Sandra Anderson f) MPC reserves the right to utilize all documents, reports and data developed in connection with the project and submitted as a requirement of this Agreement in the normal course of its business. 6. Time for Performance The retrofit application shall be completed and fully operational by June 30, 1995. 7. Force Ma;eure If either party is prevented in whole or in part from performing its obligations under this Agreement by unforeseeable causes beyond its reasonable control and without its fault or negligence, then the party so prevented shall be excused from whatever performance is affected by such cause, to the extent the performance is actually affected; provided that such party provides written notice to the other party of such condition within thirty (30) calendar days from the onset of such condition. 8. Termination a) The Company shall have the right to terminate this Contract should the Company determine that the Owner is failing to prosecute the work in a manner which assures timely completion or that the Owner is not performing any of its obligations under this Contract. If the Company so terminates this Contract, then the Company shall not be liable for any further payment to the Owner whatsoever, and the Owner shall be liable for any costs to the Company resulting from the termination. The Company's rights herein are in addition to any other remedies it may have under the law. 2 . b) In such event, MPC shall first give Owner written notice of its intent to terminate. Said notice shall state the basis for such termination and allow the Owner twenty (20) working days to either effect a cure or propose a corrective plan satisfactory to MPC. 9. Payments a) Upon completion of the retrofit application consistent with the approved design plans outlined in Exhibit A, and within thirty (30) days of receipt by MPC of all contract documentation required by Section 5 of this Agreement, MPC agrees to pay the Owner the total lump sum of Twenty Thousand Dollars ($20,000.00). This payment represents MPC's full payment for energy and demand savings for the retrofit application. b) The Owner shall hold MPC harmless from any liability on account of any taxes or assessments on the aforementioned equipment, and from any tax liability associated with MPC's payment received per this Agreement. 10. Liability and Release a) The Owner agrees that MPC shall have no responsibility whatsoever with respect to workmanship or materials provided by the contractor(s), and that MPC shall have no responsibility for any warranties or guarantees provided by the contractor(s). The Owner understands and agrees that although MPC may inspect the retrofit application, MPC shall have no liability whatsoever as a result of such inspection. b) The Owner agrees to indemnify, defend and save harmless MPC, its officers, agents and employees against and from any and all actions, suits, claims, demands or liability of any character whatsoever, brought or asserted for injuries to or death of any person or persons, or damages to property arising out of, resulting from or occurring in connection with the performance of the work herein specified. c) Upon acceptance of final payment and other good and valuable consideration, Owner hereby agrees to release and forever discharge the Company, its officers, agents, servants and employees of and from any and all future claims, demands, actions, causes of action, obligations, and liabilities of every kind and character whatsoever, in law or equity, which Owner may have or assert against the Company, its officers, agents, servants, and employees. 11. Company's Representative MPC's Representative for the purposes of this Agreement shall be Sandra Anderson, or such other person as MPC shall designate in writing. Whenever approval or authorization from or communication or submission to MPC is required by this Agreement, such communication or submission shall be directed to the MPC Representative and approvals or authorizations shall be issued only by such representative. 12. Patent Indemnitv Whenever the Owner is required to use any design, device, material, or process covered by letters patent, trademark, or copyright, the Owner shall indemnify and save harmless MPC from any and all claims for infringement by reason of the use of such patented design, device, material or process in connection with the Contract and shall indemnify MPC for any costs, expenses and damages which it may be obliged to pay by reason of such infringement at any time during the prosecution or after the completion of the services; provided, however, that Owner has no patent liability for equipment, design, material or processes fur- nished by or specified by MPC. 3 . ... .' . . 13. Examination of Owner's Records a) Upon reasonable notice, the Company or its representative shall have the right to examine any books, records, or other documents of the Owner directly relating to costs when such costs are the basis of compensation hereunder. Such examination will occur during normal business hours; however, should an emergency situation exist, immediate access will be granted. b) Owner agrees to cooperate in this effort and make employees, records and facilities available. Company reserves the right to make extracts or copies of Owner records, as necessary. 14. Assiqnment It is expressly agreed that the Owner shall not assign this Agreement in whole or in part without the prior written consent of MPC. 15. Third Partv Not to Benefit This Agreement is not intended for the benefit of any person other than MPC and the Owner and shall not confer or be deemed to confer upon any other such person (including, but not limited to the contractor and subcontractors performing conservation work for the owner) any benefits or rights or remedies hereunder. 16. Applicable Law This Agreement shall be governed in all respects by the laws of the State of Montana. No changes, amendments or modifications of any of the terms and conditions hereof shall be valid unless agreed to in writing. 17. Inteqration This Agreement constitutes the entire agreement of the parties. Covenants or representation not contained in this Agreement shall not be binding upon the parties. 18. Authoritv a) The Owner represents that it has obtained any written or oral permission necessary for Owner to make alterations, additions, or capital improvements to the premises where the contract work will be performed. b) Each party represents that it has full power and authority to enter into and perform this Agreement, and the person signing this Agreement on behalf of each party has been properly authorized and empowered to enter into this Agreement, understands it, and agrees to be bound by it. In WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed in duplicate the day and year first above written. THE MONTANA POWER COMPANY CITY OF BOZEMAN (Company) '--L' u';: (Owner )<:-.' "', . "\"'. ~ ",) .'.... " 'n ./ I. ,.' ........'.". By ~-=- By ",,\~,\;'V,J-; C-.. \. ''"~'<!!lI;.t..K.'-, Title ~Qfie.fV'l~ DiM !O..)bI.Jrtfil1..r:.. Title CITY MANAGER Date JO/+/'1l- Date OCTOBER 31. 1994 Taxpayer Identification Number: 81-6001238 4 . , .' . , EXHIBIT A TECHNICAL SPECIFICATIONS Retrofit Project Conservation Agreement Bozeman Water and Wastewater Treatment Plants This project has been selected for co-funding under the Montana Power company Efficiency Plus Business Partners Retrofit Program. Selection was based on the electric energy and demand conservation potential of specific retrofit applications, as defined below, for the Bozeman Water Treatment Plant and the Bozeman Wastewater Treatment Plant in Bozeman, Montana. In order for the terms and conditions of this contract to be met, and for full financial reimbursement, all work identified in this specification must be completed in a satisfactory manner. SCOPE OF WORK This project includes retrofit measures at each of the following facilities, as specified. Bozeman Water Treatment Plant - Remove the existing 7.5 HP chlorine pump and standard efficiency pump motor. Install a new 5 HP pump designed for 15 gallons per minute at 80 psi, and a high efficiency pump motor. Bozeman Wastewater Treatment Plant - Replace the existing multistage axial blowers with a rotary positive displacement blower, and install an electronic variable speed drive on it. Install a microprocessor-based oxygen control system to control the variable speed drive. A 4-20 milliamp signal output from the control unit will regulate blower speed and flow rates. Two axial blowers will be left in place to provide backup during periods of maintenance or repair of the rotary blower. All work shall be completed as detailed in the energy studies for these facilities completed June 7, 1994, for the Montana Local Government Energy Office by Energy Resource Management, Inc. VARIATIONS MPC's investment in this project is based on the project being completed as described in the Scope of Work section above and in the project drawings and specifications. Any deviations from the intended scope of work that may result in a reduction of energy and/or demand savings will require an analysis by MPC and could ultimately result in a reduction of MPC's investment in the project. .. . . .. , " INSTALLATION The installation of this project shall be done in compliance with the project drawings and specifications. In addition, all installation work shall be performed in strict accordance with all applicable industry, state and federal codes and standards. The project drawings and specifications shall be included by reference in any contract that the owner may establish with an installation contractor. INSPECTION MPC's representative or other such person as designated by MPC may perform on-site inspections during construction activities and upon completion of associated construction work for the purpose of verifying the proper installation and testing of the equipment identified in this exhibit, and based on the parameters identified under INSTALLATION above. Any items determined to be unsatis- factory during these inspections shall be corrected prior to the release of final payment to the owner as specified under Section 9, Payments, in the agreement.