HomeMy WebLinkAboutWA Department of Enterprise Services K3838 Ameresco Energy Efficiency AuditInteragency Agreement Department of Enterprise Services
Date: December 4, 2015 Interagency Agreement No: K3838
Interagency Agreement Between the
State of Washington
Department of Enterprise Services
and
City of Pasco
This Agreement, pursuant to Chapter 39.34 RCW, is made and entered into by and between the
Department of Enterprise Services, Engineering & Architectural Services, hereinafter referred to
as "DES", and City of Pasco, hereinafter referred to as the "CLIENT AGENCY".
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 CLIENT AGENCY 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 incorporated 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 m the text of this Agreement.
The CLIENT AGENCY shall provide the Energy Services Company (ESCO) with any
additional contract language necessary to comply with the requirements established under
federal grants, the American Recovery & Reinvestment Act of 2009 (ARRA) and the Energy
Efficiency and Conservation Block Grant (EECBG). The ESCO and their subcontractors are
required to comply with all applicable federal regulations and reporting procedures.
3. Period of Performance
Interagency Agreement No. K3838
Pagel of 5
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 December 31,
2019 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.
For Project Management Services provided by DES under Attachment "A" of this
Agreement, the CLIENT AGENCY 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 CLIENT AGENCY decides not to proceed with an Energy/Utility Conservation project
that meets CLIENT AGENCY's cost effective criteria, then the CLIENT AGENCY 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 the ESCO.
If monitoring and verification services are requested by the CLIENT AGENCY and provided
by DES under Attachment "C" of this Agreement, the CLIENT AGENCY 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
CLIENT AGENCY, after DES has reviewed, approved and sent the invoices to the CLIENT
AGENCY for payment.
5. Billing Procedure
DES shall submit a single invoice to the CLIENT AGENCY upon substantial completion of
each authorized project, unless a project specified 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
clearly indicate that it is for the services rendered in performance under this Agreement and
shall reflect this Agreement and Amendment number.
DES will invoice for any remaining services within 60 days of the termination of this
Agreement.
6. Payment Procedure
The CLIENT AGENCY shall pay all invoices received from DES within 90 days of receipt
of properly executed invoice vouchers. The CLIENT AGENCY shall notify DES in writing
if the CLIENT AGENCY cannot pay an invoice within 90 days.
Interagency Agreement No. K3838 Page 2 of 5
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 -Era and Disabled Veterans status, or the presence of any sensory, mental, or
physical disability in:
a) Any terms or conditions of employment to include taking 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.
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 CLIENT AGENCY. 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.
8. Records Maintenance
The CLIENT AGENCY 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 CLIENT AGENCY Representative on this Agreement shall be:
Ahmad Qayoumi, Public Works Director
City of Pasco
525 North Third Avenue, 3'a Floor
Pasco, WA 99301
Telephone (509) 543-5738
The Representative shall be responsible for working with DES, approving billings and
expenses submitted by DES, and accepting any reports from DES.
Interagency Agreement No. K3838 Page 3 of 5
b. The DES Project Manager on this Agreement shall be:
Chris McCarthy, P.E.
Department of Enterprise Services
Engineering and Architectural Services
PO Box 41476
Olympia, WA 98504-1476
Telephone (509) 315-6701
Chris McCarthy will be the contact person for all communications regarding the conduct
of work under this Agreement.
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 CLIENT AGENCY 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
CLIENT AGENCY 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
CLIENT AGENCY shall appoint a member to the Dispute Board. The Director of DES shall
appoint a member to the Dispute Board. The CLIENT AGENCY 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
inconsistency shall be resolved by giving precedence in the following order:
Interagency Agreement No. K3838 Page 4 of 5
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.
15. 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 Pasco
ign
pave 2"1
Name
at Ma we'r
Title
l2/1SI2o1�
Date
Department of Enterprise Services
En ' g &Architectural Services
Signature
William J. Frare, P.E.
Name
Assistant Director
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 fonnats. For more information, please call Eddie
Miller at (360) 407-9363.
K3838IAAM
Interagency Agreement No. K3838 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. 2015-181
DES will provide the following project management services for each specific project for the
CLIENT AGENCY. Each individual project shall be authorized by Amendment to this
Agreement.
1. Assist the CLIENT AGENCY 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 fscility(s).
4. Assist in identifying appropriate project funding sources and assist with obtaining project
funding.
5. Assist in negotiating 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. K3838
ATTACHMENT B
Fee Schedule
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. These fees cover project management services for energy/utility conservation 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 CLIENT AGENCY decides not to proceed with the project through DES.
3. If the project meets the CLIENT AGENCY's cost effectiveness criteria and the CLIENT
AGENCY decides not to move forward with a project, then the CLIENT AGENCY will be
invoiced per Attachment B Termination or $25,700 whichever is less. If the CLIENT
AGENCY 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 CLIENT AGENCY's established Cost
Effectiveness Criteria, then there is no cost to the CLIENT AGENCY and no further
obligation by the CLIENT AGENCY.
Interagency Agreement No. K3838 Revised 3/12/2012
2015-17 Interagency Reimbursement Costs
for Project Management Fees to Administer
Energy/Utility Conservation Projects
PROJECT
TOTAL PROJECT 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 .................................
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. These fees cover project management services for energy/utility conservation 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 CLIENT AGENCY decides not to proceed with the project through DES.
3. If the project meets the CLIENT AGENCY's cost effectiveness criteria and the CLIENT
AGENCY decides not to move forward with a project, then the CLIENT AGENCY will be
invoiced per Attachment B Termination or $25,700 whichever is less. If the CLIENT
AGENCY 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 CLIENT AGENCY's established Cost
Effectiveness Criteria, then there is no cost to the CLIENT AGENCY and no further
obligation by the CLIENT AGENCY.
Interagency Agreement No. K3838 Revised 3/12/2012
ATTACHMENT C
Scope of Work
Energy/Utility Conservation Projects
Monitoring Services
Statewide Energy Performance Contracting Program
Master Energy Services Agreement No. 2015-181
If requested DES will provide the following monitoring services for each specific project for the
CLIENT AGENCY.
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 Agreement No. K3838