1993-086-Execute An Agreement With The California Energy Commission For Project 9321RESOLUTION 1993 -86
RESOLUTION OF THE TOWN COUNCIL
OF THE TOWN OF LOS GATOS
AUTHORIZING THE TOWN MANAGER TO EXECUTE AN
AGREEMENT WITH THE CALIFORNIA ENERGY COMMISSION
FOR PROJECT 9321 - ENERGY CONSERVATION MODIFICATIONS
WHEREAS, the 1992-93 Budget Act (AB 979, Chapter 587, Statute 1992) included
appropriation from the Petroleum Violation Escrow Account to the California Energy
Commission for eighteen(18) legislatively mandated projects; and
WHEREAS, the State Constitution and PUBLIC CONTRACTS Code requires that
such legislatively mandated projects be completed through a contract between the California
Energy Commission and the recipient agency;
WHEREAS, the Town of Los Gatos is desirous to implement its project for Lighting
and HVAC improvements of Town owned facilities. (Project 9321 - Energy Conservation
Modifications.)
RESOLVED: that Town Manager is hereby authorized and empowered to execute
in the name of the Town of Los Gatos an Agreement with the California Energy
Commission in the form attached as Exhibit "A ", and all other necessary documents to
implement and carry out the purposes of this resolution.
PASSED AND ADOPTED at a regular meeting of the Town Council held on the 21st
day of June, 1993, by the following vote:
COUNCIL MEMBERS:
AYES: Randy Attaway, Steven Blanton, Linda Lubeck, Mayor Joanne Benjamin
NAYS: None
ABSENT: Patrick O'Laughlin
ABSTAIN: None
SIGNED:
YOR OF THE TOW F LOS GATOS
,
OS GATOS CALIFORNIA
ATTEST: f
CLERK OF THE TOWN OF/LS GATOS
LOS GATOS, CALIFORNIA"/
C33 \RE505 \ENERGY
STANDARD AGREEMENT— APPROVED BY THE (V �,n1 • .
CONTRACTOR
`TATE OF CALIF ORNIA ATTORNEY GENERAL q
❑ STATE AGENCY
STD. 2 (REV. 2/851 � ° I ❑ DEFT. OF GEN. SER.
❑ CONTROLLER
THIS AGREEMENT. made and entered into this 19th date of April 19 93 ❑
in the SW C–OE.(;alifurnia,.Ii.and_betwta StateOf.California, through its,rjtiL,.elected or appointed, ❑
qualified and acting .... _. _ _ --- -._ ❑
TIP E OF OFFICER ACTING FOR STATE the .Stab, an( CONTRACT NUMBER AM. NO.
Executive Director and Development Commission (Commission) 400-92 -012
Town of Los Gatos hereafter called the CalllraC'tOr.) CONTRACTOR'S I.G, NUMBER
94- 6001435
ITNESSETH: That the Contractor for and in consideration of the covenants, conditions, agreements, and stipulations of the State
hereinafter expressed, does hereby agree to furnish to the State services and materials, as follows:
Nt fort h xervice to lie rendered by Contractor, amount to Ile paid Contractor. tune for performance or (ornp(etion, and attach plans and xperifications, if any.)
1. PURPOSE
The purpose of this Agreement is to cost -share in the energy conservation measures at town -owned
facilities in the Town of Los Gatos.
2. TERM
The term of this Agreement shall be May 1, 1993 through January 31, 1996, but shall not become
effective until approved by the Department of General Services, Legal Office.
3. CONDITIONS OF PVEA FUNDS
A. The Town of Los Gatos, with the concurrence of the Commission, shall. expend Petroleum.
Violation Escrow Account (PVEA) funds to supplement, and not to supplant, other available
funds to carry out the tasks described in Exhibit A, "Work Statement."
CONTINUED ON —SHEETS, EACH BEARING NAME OF CONTRACTOR AND CONTRACT NUMBER.
The provisions oil the reverse side hereof constitute a part of this agreement.
I \ FITNESS WHEREOF. this agreement has been executed by the parties hereto, upon the date first above written.
STATE OF CALIFORNIA
CONTRACTOR
-- -- aJ w rT✓�V1I(�I(J L V""U" CONTRACTOR (IF OTHER THAN AN MpWWAL STATE WHETHER A OORFORATION,
and Development Commission FARTNERSNIF: ETC.(
P Town of Los Gatos
eT 'AUTHORIZED SiGNATUREI BY (AUTHORIZED SIGNATURES
Acting Deputy Director
AMOUNT ENCUMBERED d PROGRAM /CATEGORY (COME AND TITLE)
PRINTED NAME AND TITLE OF PERSON SIGNING
FUND TITLE
Los Gatos, CA 95031
Department of General Services
Use Only
AOJ. INCREASING ENCUMBRANCE II ITEM CHAPTER STATUTE FISCAL YEAR
S 3360.0013325-ss3ool 5e7 im 92/93
AOJ. DECREASING ENOUMBRANCEI OEJECT OF EXPENDITURE (CODE AND TITLE)
R I 6231.300
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and IGIS dravmrnt is <trempl horn review hp the Orpartmeul of Finance.
SIGNATURE OF OFFICER SIGNING ON BEHALF OF THE AGENCY DATE.
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Contract Number 400-92 -012
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B. The Town of Los Gatos ensures that all expenditures will be in accordance with the approved
State Energy Conservation Program plan, and the appropriate Office of Management and Budget
circular A -87. The Commission will provide the Town of Los Gatos with updates as they are
issued by the Federal Government. The Town of Los Gatos must notify the Commission's
Contract Manager of any deviations from the work statement, the DOE implementation plan, or
any other stipulation contained in this agreement. Any deviations must be approved in writing
by the Commission Contract Manager before they are undertaken by the Town of Los Gatos.
C. If the Commission Contract Manager or any other control entity or authorized person determines
that any monies paid as part of this contract were not spent or used in accordance with the terms
of the Participation Agreements approved by the Department of Energy and /or the terms of this
Agreement by the Town of Los Gatos, the Town of Los Gatos has the right to challenge this
determination under the Disputes provision, Paragraph 16. If the Town of Los Gatos does not
elect to utilize the Disputes provision under Paragraph 16, or if resolution utilizing the disputes
provision finds against the Town of Los Gatos, then the Town of Los Gatos agrees to return all
funds that were improperly spent or used to the Commission within thirty (30) days of
Commission's written notification or the final action under the Disputes provision, as appropriate.
D. It is understood and agreed upon by the parties to this Agreement that partial funding for this
Agreement is dependent upon a federal oil overcharge fund agreement which is scheduled to
terminate June 30, 1993 and the following provisions apply:
1) Funding for this Agreement is subject to the approval of the United States Department of
Energy and to any additional restrictions, limitations, or conditions imposed by the United
States Department of Energy, federal law, federal court judgments, and /or federal agency
orders which may affect the provisions or terms of this Agreement.
2) The Commission has the option to void the Agreement under the 30-day cancellation clause
or to amend the Agreement to reflect any reduction of funds.
3) The Commission will apply for an extension of funding April 30, 1993 to begin July 1,
1993 and each subsequent year thereafter.
In the interpretation of this contract, any inconsistencies between the terms hereof and the exhibits
shall be resolved in favor of the contract terms.
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5. Z'-anTTS -------- - - - - --
The following exhibits are attached and hereby expressly incorporated in this agreement.
Exhibit A. Work Statement
Exhibit B: Deliverables and Due Dates
Exhibit C: Budget
Exhibit D: Drug -Free Workplace Certification
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Contractor agrees to indemnify, defend and save harmless the Commission, its officers, agents and
employees from any and all claims and losses accruing and resulting to any and all contractors,
subcontractors, materialmen, laborers and any other person, firm or corporation furnishing or
supplying work, services, materials or supplies in connection with the performance of this contract,
and from any and all claims and losses accruing or resulting to any person, firm or corporation who
may be injured or damaged by the Contractor in the performance of this contract.
Time is of the essence in this agreement.
A. Contractor and the agents and employees of Contractor, in the performance of this agreement,
shall act in an independent capacity and not as officers or employees or agents of the State of
California.
B. Michele Braucht is designated the Project Director on behalf of Contractor. The Commission
reserves the right to approve any substitution of the Project Director. Contractor's key personnel
may not be substituted without the Commission Contract Manager's prior written approval.
C. Daryl Mills is designated Commission Contract Manager. The Commission may change the
Contract Manager by notice given Contractor at any time signed by the Contract Officer of the
California Energy Commission.
D. Commission staff will be permitted to work side by side with Contractor's staff to the extent and
under conditions that may be directed by the Contract Manager. In this connection, Commission
staff will be given access to all data, working papers, eta, which Contractor may seek to utilize.
E. Contractor will not be permitted to utilize Commission personnel for the performance of services
which are the responsibility of Contractor unless such utilization is previously agreed to in writing
by the Contract Manager, and any appropriate adjustment in price is made. No charge will be
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10.
11.
Contract Number 400 -92 -012
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made to Contractor for the services of Com ? -forming, coordinating or
monitoring functions.
9. ASSIGNMENT j
i
Contractor may not transfer by assignment, subcontract, or novation the performance of this contract
or any part thereof except with the prior written approval of the Commission as to each such
assignment. The Commission's consent to one or more assignment(s) or subcontract(s) hereunder
shall not constitute a waiver or diminution of Commission's absolute right to consent to each and
every subsequent assignment or subcontract.
Contractor may not, without prior written consent of the Commission, assign any other right that he
may from time to time have under this contract.
AMENDMENT
No alteration or variation of the terms of this contract shall be valid unless made in writing and
signed by the parties, and no oral understanding or agreement not incorporated, shall be binding on
any of the parties.
A. Subject to each of the conditions listed below,
expenses incurred in the project in accordance
agreement shall not exceed $63,000.00.
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Conditions:
the Commission agrees to pay Contractor for
with Exhibit C, 'Budget." Total amount of this
1) Payment shall be based on Contractor's invoices, itemized in accordance with Exhibit C,
"Budget."
2) No- payment shall be made in advance of services rendered.
3) Payments shall not be made more frequently than monthly in arrears.
4) A request for payment must include an invoice with cost backup and receipts attached,
evidence of progress, deliverables as required by the contract, and written monthly progress
reports prepared by the Contractor.
5) Each request for payment is subject to the Contract Manager's approval, division
management review, Contracts Officer's approval, and audit by the Accounting Office.
Contract Number 400 -92 -012
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6) Payments sIFilFU made to Contractor only for undisputed invoices. An undisputed invoice
is an invoice executed by the Contractor for services rendered to the Commission and for
which additional evidence is not required to determine its validity. The Contract Manager
shall give written notice to the Contractor within 15 days of receipt of a disputed invoice by
using State of California Standard Form 209.
7) Invoices shall identify charges for contract tasks, personnel, labor rates and hours, expenses
and backup for expenses, equipment purchases and subcontractor invoices authorized by
either this contract or subsequent Work Authorizations.
8) The Contractor shall submit invoices, in duplicate, stating the contract number, to:
California Energy Commission
Accounting Office, MS -2,
1516 9th Street, First Floor
Sacramento, California 95814
9) The Commission shall retain from each invoice an amount equal to 10% of that invoice. The
retained amount shall be held by the Commission and released to Contractor only upon the
Commission Contract Manager's approval that the contract work has been satisfactorily
completed and the Final Report has been received and accepted.
10) The State shall make payment to the Contractor as promptly as fiscal procedures permit for
performance under this Agreement in accordance with applicable deliverable criteria as
accepted by the Commission and in accordance with invoices submitted.
11) Payment is due to Contractor 60 days from the date a correct invoice is received in the office
specified by the Commission.
12) FINAL INVOICE AND REQUEST FOR RELEASE OF RETENTION MUST BE RECEIVED
BY THE COMMISSION NO LATER THAN MARCH 31, 1995. FUNDING FOR THIS
AGREEMENT EXPIRES MARCH 31;1995: -IN THE EVENT CONTRACTOR DOES NOT
REQUEST ALL FUNDS BY THIS DATE, THE ENERGY COMMISSION SHALL HAVE NO
FURTHER LIABILITY FOR FUNDING UNDER THIS AGREEMENT,
B. Taxes
The State of California is exempt from Federal excise taxes and no payment shall be made for
any personal property taxes levied on the Contractor, or on any taxes levied on employee wages.
The Commission will only pay for any State or local sales or use taxes on the services rendered
or equipment, parts or software supplied to the Commission pursuant to this contract.
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u�
In compliance with State Administrative Manual Section 1283, the Commission shall, upon completion
of this agreement, prepare a performance evaluation of Contractor.
A. Upon filing an unsatisfactory evaluation with the Department of General Services, the
Commission shall notify and send a copy of the evaluation to the contractor within 15 days. The
Contractor shall have 30 days to prepare and send statements to the Commission and the
Department of General Services defending his or her performance under this agreement. The
Contractor's statement shall be filed with the evaluation in the Commission's contract file and in
the Department of General Services, Office of Legal Services.
B. The evaluations and contractor responses on file with the Commission and the Department of
General Services shall not be public records and shall remain on file for a period of 36 months
only.
13. SEVERABILITY
If any provision of this contract or its application is held invalid, that invalidity shall not affect other
provisions of this agreement which can be given effect without the invalid provision, and to this end
the provisions of the contract are severable.
A. Fiscal Reports
Contractor shall furnish detailed itemization of, and retain all records relating to, direct expenses
reimbursed to Contractor, and to hours of employment on this contract by any employee of
Contractor for which the Commission is billed. Such records shall be maintained for a period of
three years after final payment of this contract, or until audited by the State, whichever occurs
first, and shall be available for inspection or audit at any reasonable time by the State Auditor
General. Invoices for services rendered are to be delivered to the Accounting Office, MS -2, State
Energy Resources Conservation and Development Commission, 1516 9th Street, 1st Floor,
Sacramento, California 95814.
B. Final Reports
At the conclusion of the contract, and as provided for in the schedule of deliverables and due
dates,. Contractor shall prepare a comprehensive final report, a brief summary of the final report,
and a brief (200 words or less), factual abstract of the final report.
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The summary shall include a statement of the problem, techniques used to solve the problem,
conclusions of the problem and any additional follow -up or ongoing recommendations. The
summary shall be prepared in language and structure easily understood by members of the
public who may have limited technical background. Contractor shall provide the Commission
with ten copies and a reproducible master.
2) Abstracts
Contractor shall provide a brief (200 words or less) factual abstract of the most significant
information contained in the report. Abstracts will be filed, at the discretion of the
Commission, with National Technical Information Service (NTIS).
Contractor shall meet with the Commission to present the findings, conclusions, and
recommendations. Both the final meeting and the final report must be consummated on or
before the date indicated in the term of the contract.
3) Format
Final reports and summaries shall be prepared in the following manner:
a) Camera -ready originals, in black ink, which include originals of oversize material, and
ten copies.
b) Illustrations and graphs sized to 8 1/2 x 11 page.
c) Contractor's name shall only appear on the cover and title page as follows:
California Energy Commission
Project Title
Contract Number
By (Contractor)
C. The Commmssion reserves the right to use and reproduce all reports and data produced and
delivered pursuant to this contract, and reserves the right to authorize others to use or reproduce
such materials.
D. All reports are to be delivered to the Contract Manager, State Energy Resources Conservation
and Development Commission, 1516 9th Street, Sacramento, California 95814, or other location
designated by the Contract Manager.
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E. Each report- '-- -- _— _.__.._.
p will in conformance with Government Code Section 7550, reference this agreement
number and will identify the contract fiscal limit by dollar amount.
F. The Commission owns all material objects produced under this contract.
If public hearings on the subject matter dealt with in this contract are held during the period of the
contract, Contractor will make available to testify the personnel assigned to this contract. The
Commission will reimburse Contractor for compensation and travel of the personnel at the contract
rates for the testimony which the Commission requests.
16. DISP=S
In the event of a contract dispute or grievance between Contractor and the Commission, the following
two -step procedure shall be followed by both parties:
A Commission Dispute Resolution
The Contractor shall first discuss the problem informally with the Contract Manager within the
Commission. If the problem cannot be resolved at this stage, the Contractor must direct the
grievance together with any evidence, in writing, to the Commission Contracts Office. The
grievance must state the issues in the dispute, the legal authority or other basis for the
Contractor's position and the remedy sought. The Commission Contracts Office and the Program
Office Manager must make a determination on the problem within ten (10) working days after
receipt of the written communication from the Contractor. The Contracts Office shall respond
in writing to the Contractor, indicating a decision supported by reasons. Should the Contractor
disagree with the Contracts Office decision, Contractor may appeal to the second level.
The Contractor must prepare a letter indicating why the Contracts Office decision is
unacceptable, attaching to it the Contractor's original statement of the dispute with supporting
documents, along with a copy of the Contracts Office response. This letter shall be sent to the
Executive Director at the Commission within ten (10) working days from receipt of the Contracts
Office decision. The Executive Director or designee shall meet with the Contractor to review the
issues raised. A written decision signed by the Executive Director or designee shall be returned
to the Contractor within twenty (20) working days of receipt of the Contractor's letter. The
Executive Director may exercise the option of presenting the decision to the Commission at a
business meeting. Should the Contractor disagree with the Executive Director's decision, the
Contractor may appeal to the Commission at a regularly scheduled business meeting. Contractor
will be provided with the current procedures for placing the appeal on a Commission Business
Meeting Agenda.
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B. Binding Arbitration --
At the option of the parties, binding arbitration of a dispute or grievance may be sought. Each
party shall provide written notice to the other of an intention to exercise this provision. Both
parties must agree to submit to arbitration. The dispute or grievance shall be resolved by a panel
of three (3) experts in the particular field of dispute. Each party shall have the right to select one
(1) panelist. If a party does not exercise that right within ten (10) working days after written
agreement to submit to arbitration, the other party may select one (1) additional panelist. The
selected panel will then select a third member.
The panel shall set a hearing date, time and place convenient to the parties within thirty (30)
working days of panel selection. Each party shall submit a written statement to the panel and
the opposing party which presents the issues and arguments to be presented five (5) working days
before the hearing date. The hearing shall be informal with an opportunity for both parties to
present their arguments. A court reporter may be present at the expense of the requesting party.
The panel shall provide the parties with a written decision within thirty (30) working days of the
hearing. This decision shall be binding on the parties.
The costs of the arbitration panel shall be borne equally by the parties. At the option of the
parties, these costs may be deducted from any balance of contract funds. Both parties must agree,
in writing, to utilize contract funds to reimburse the arbitration panel.
A. Failure to Perform
The Commission may terminate this agreement and be relieved of the payment of any
consideration to Contractor should Contractor fail to perform the covenants at the time and in
the manner provided in this agreement. In the event of a termination the Commission may
proceed with the work in any manner deemed proper by the Commission. The cost to the
Commission shall be deducted from any sum due the Contractor under this agreement, and the
balance, if any, shall be paid the Contractor upon demand.
B. Bankruptcy
In the event proceedings in bankruptcy are commenced against the Contractor, Contractor is
adjudged bankrupt, or a receiver is appointed and qualifies, then the Commission may terminate
this agreement and all further rights and obligations, by giving five (5) days notice in writing. It
is recognized by the parties that equipment purchased by Contractor or the Commission for this
project shall have lien rights held in the name of the Commission which shall retain lien rights
until the Contractor either returns the equipment to the Commission or purchases it as is
provided by the terms of this agreement.
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C.
Coirimission�s ZSptiori -�
The Commission may, at its option, terminate this contract at any time upon giving thirty (30)
days advance notice in writing to Contractor. In this event, Contractor agrees to use all
reasonable efforts to mitigate his expenses and obligations. In such event, the Commission shall
pay Contractor for all satisfactory services rendered and expenses incurred before the notice of
termination which could not by reasonable efforts of Contractor have been avoided, but not in
excess of contract maximum payable. In such event, Contractor agrees to relinquish possession
of equipment purchased for this project to the Commission, or Contractor may, with approval of
the Commission, purchase the equipment as provided by the terms of this agreement.
The Commission in lieu of terminating the Agreement, shall have the right to require the
Contractor to assign its rights and obligations under this Agreement to the party or parties chosen
by the Commission at its sole discretion.
The Commission may exercise this right pursuant to the above paragraph after a determination
by the Executive Director of the Commission that the assignment is in the best interest of the
Commission. The Contractor agrees to execute said agreement immediately upon 15 days written
notice to the Contractor from the Commission.
D. Event of Breach
In the event of any breach of this contract, the Commission may, without prejudice to any of its
other legal remedies, terminate this contract upon five (5) days written notice to the Contractor.
In the event, the Commission shall pay Contractor only the reasonable value of the services
rendered by Contractor, as may be agreed upon by the parties or determined by a court of law,
but not in excess of contract maximum payable.
E. Gratuities
The Commission may, by written notice to the Contractor, terminate the right of Contractor to
proceed under this contract if it is found, after notice and hearing by the Commission or by
Executive Director of the Energy Commission or his duly authorized representative, that gratuities
were offered or given by the Contractor, or any agent or representative of the Contractor, to any
officer or employee of the Commission, with a view toward securing a contract or securing
favorable treatment with respect to awarding or amending or malting a determination with respect
to performance of this contract.
In the event this contract is terminated as provided in this section, the Commission shall be
entitled to (1) pursue the same remedies against Contractor as it could pursue in the event of the
breach of the contract by the Contractor, and (2) exemplary damages in an amount which shall
be not less than three nor more than ten times the cost incurred by the Contractor in providing
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Contract Number 400 -92 -012
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any such gratuities to auy such officer or employee, as a penalty, in addition to any other damages
to which it may be entitled by law.
The rights and remedies of the Commission provided in this clause shall not be exclusive and are
in addition to any other rights and remedies provided by law or under this contract.
18. NOTICE
Notice to either party may be given by certified mail properly addressed, postage fully prepaid, to the
address beneath the name of each respective party. Notice shall be effective when received, as
indicated by post office records, or if deemed undeliverable by post office, such notice shall be
effective nevertheless fifteen (15) days after mailing.
Alternatively, notice may be given by personal delivery to the party at the address designated. Notice
shall be deemed effective when delivered unless a legal holiday for State offices commences during
the 24 -hour period, in which case the effective time of the notice shall be postponed 24 hours for each
such intervening day.
19. WAIVER
No waiver of any breach of this contract shall be held to be a waiver of any other or subsequent
breach. All remedies afforded in this contract shall be taken and construed as cumulative, that is, in
addition to every other remedy provided therein or by law. The failure of the Commission to enforce
at any time any of the provisions of this agreement, or to require at any time performance by
Contractor of any of the provisions, shall in no way be construed to be a waiver of those provisions,
nor in any way affect the validity of this agreement or any part of it or the right of the Commission
to thereafter enforce each and every such provision.
i •• • XILOJ 1`a
Contractor hereby warrants that it carries Worker's Compensation Insurance for all of its employees
who will be engaged in the performance of this contract, and agrees to furnish to the Commission
satisfactory evidence of this insuuance at any time the Commission may request.
• "•'
Contractor, by signing this contract, does swear under penalty of perjury that no more than one final
unappealable fording of contempt of court by a Federal Court has been issued against the Contractor
within the immediately preceding two year period because of the Contractor's failure to comply with
an order of a Federal Court which orders the Contractor to comply with an order of the National
Labor Relations Board (Public Contract Code Section 10296).
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� • K•`• 1 ice_' �.
Contractor shall submit to the State a completed Fair Political Practices Commission Form 730,
"Statement of Economic Interests" for each consultant directed by the Commission to file a statement.
23. STATEMENT OF COMPLIANCE
The Contractor's signature to this agreement, and dated, shall constitute a certification under penalty
of perjury under the laws of the State of California that the Contractor has, unless specifically
exempted, complied with Government Code Section 12990 and California Code of Regulations, Title
2, Div 4, CH 5 in matters relating to the development, implementation and maintenance of a
nondiscrimination program. The Contractor agrees not ' to unlawfully discriminate against any
employee or applicants for employment because of race, religion, color, national origin, ancestry,
physical handicap, medical condition, marital status, sex or age (over forty).
24. NONDISCRIMINATION CLAUSE
A. During the performance of this contract, Contractor and its subcontractors shall not unlawfully
discriminate against any employee or applicant for employment because of race, religion, color,
national origin, ancestry, physical handicap, medical condition, marital status, age (over 40) or sex.
Contractors and subcontractors shall insure that the evaluation and treatment of their employees
and applicants for employment are free of such discrimination. Contractors and subcontractors
shall comply with the provisions of the Fair Employment and Housing Act (Government Code
Sections 12900, et sea.) and the applicable regulations promulgated thereunder (California Code
of Regulations, Title 2, Sections 7285.0, etseo.). The applicable regulations of the Fair
Employment and Housing Commission implementing Government Code Section 12990, set forth
in Chapter 5 of Division 4 of Title 2 of the California Code of Regulations are incorporated into
this contract by reference and made a part of it as if set forth in full. Contractor and its
subcontractors shall give written notice of their obligations under this clause to labor
organizations with which they have a collective bargaining or other agreement.
B. The contractor shall include the nondiscrimination and compliance provisions of this clause in all
subcontracts to perform work under this contract.
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It is hereby understood and agreed that this contract shall be governed by the laws of the State of
California as to interpretation and performance.
Other than as specified herein, no document or communication passing between the parties to this
agreement shall be deemed as part of this agreement.
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27. CAF11M" - -- - -- - _. -
The clause headings appearing in this agreement-have been inserted for the purpose of convenience
and ready reference. They do not purport, and shall not be deemed, to define, limit, or extend the
scope or intent of the clauses to which they appertain.
The Contractor under the performance of this agreement has been fully informed of his duties,
obligations, rights under Public Contract Code, Sections 10355 and 10382, and any additional
Contractor's rights and obligations which should be included. A copy of the applicable sections of the
.Public Contract Code shall be provided to the Contractor upon request.
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�.IIC Y s
WORK STATEMENT
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Based on recommendations from a recent Pacific Gas & Electric energy audit, the Town of Los Gatos
will perform energy conservation measures at town -owned facilities. The Town of Los Gatos will
weatherize selected doors, convert and /or retrofit existing indoor and outdoor fixtures to energy efficient
fluorescent or high pressure sodium fixtures, install occupancy sensors, and perform other energy efficient
upgrades to their Heating and Ventilation Air Conditioning (HVAC) systems.
The PVEA appropriation (Budget Act of 1992)($63,000)(Ch. 587 - Stats. of 1992), will permit the Town of
Los Gatos to reduce energy consumption and reduce utility expenses. These goals will be accomplished
by implementing numerous energy conservation measures, as follows:
o Convert outdoor incandescent and mercury vapor fixtures with 50 watt high pressure sodium
fixtures.
• Convert approximately 56, 75 watt parabolic reflector floodlights with 15 watt compact fluorescent
parabolic floodlights or reflectors.
• Convert incandescent lamps in exit signs to compact fluorescent lights.
• Convert high ceiling fluorescent fixtures to high pressure sodium or metal halide fixtures.
• Retrofit existing 2 lamp, 4 foot fluorescent fixtures with T -8 lamps and electronic ballasts.
• Removal of 24 - 40 watt decorative bench lights.
• Install occupancy sensors.
The Town of Los Gatos anticipates energy savings of 115,407 kWh or 394 million Btu annually. Energy
savings are anticipated beginning with FY 1993/94.
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TOMM'�� ' ."1 071 - l �•
The Town of Los Gatos must prepare a program plan by the dates shown in Exhibit B. This program plan
will discuss the projects and activities for the current fiscal year (1992 -93) or the appropriate following
fiscal year (1993 -94).
A -1
The Town of Los Gatos must submit the program plan and the completed Budget Information Form to
the Commission. The Commission will review and submit for DOE's approval, the program plan and
Budget Information Form. The Commission shall provide written approval before funding is authorized
for any ffscal year. - - -- ` -- -
Program Plans must be submitted annually until all project activities have been completed.
.S- •� • -_�._
The quarterly progress reports will discuss all work performed under Work Statement Tasks 1 through 4,
and include, but not be limited to, the following:
1) A summary of the status of all progress during the preceding calendar quarter. This summary shall
discuss:
o the accomplishments, including the results or conclusions reached regarding the technical and
economic feasibility of projects and their future impacts;
o the current status of each project activity including any schedule changes different from the
annual plan, problems, their causes, effect to the project and the proposed solutions, and the
likelihood of project implementation;
o any unresolved issues or items that require action by the Commission, DOE and /or the Town of
Los Gatos; and .
o the work planned for the next quarter.
Task 3 - Annual Energy Sav'r`ec Repo c
The Town of Los Gatos shall submit Annual Energy Savings Reports for three (3) years after completion
of this project. These reports shall be due 30 days after each calendar year.
Task 4 - Final Pro* uYp�
The Town of Los Gatos shall submit a draft project report 30 days prior to project completion to the
Commission Contract Manager for review and approval. Upon completion of review and approval by the
Commission Contract Manager, the Town of Los Gatos shall submit a final report no later than 30 days
after project completion- No final payment will be made until the final report has been received and
approved by the Commission Contract Manager. The final project report shall discuss:
1) A statement describing the project /program;
2) A brief summary of the objectives of the project /program and how these
objectives were accomplished;
A -2
3) Any findings, conclusions, or recommendations for follow -up or ongoing activities that might
result from successful completion of the project /program.
4) A statement of future intent to maintain or further develop the project /program;
5) An itemized summary of final project /program costs; and
6) A consolidated list of contractors and subcontractors. Include the name, address, concise
statement of work done, period, and value of each;
7) Certification that all work has been performed and completed in accordance with this agreement.
WORK STATEMENT TASK
Task 1 - Develoo Pre iminary Proiect B
After the award to the qualified bidder /contractor, the Town of Los Gatos will submit a detailed Budget
to the Energy Commission, Contracts Office, to include, among other things, costs of labor and installation,
fixture prices, accessories, weatherizing materials and any miscellaneous costs.
Task 2 - Bid Preparation Advertisement For Bid s - Selection of Oualified Contractor
The Town of Los Gatos will prepare the bid solicitation package and advertise for qualified bidders for
the PVEA energy conservation project at Town of Los Gatos city -owned buildings. The Town of Los
( 5atos will then select the most qualified bidder /contractor for the energy conservation projects at city -
owned buildings.
Task 3 - Implementation of EnerU Meac„rnc
In accordance with the Bidding requirement, the Town of Los Gatos will direct the selected contractor
to convert and retrofit existing indoor and outdoor light fixtures , install occupancy sensors, weatherize
selected doors, and complete all required tasks at town -owned facilities.
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DELIVERABLES AND DUE DATES
Task 1
Annual Program Plan
Task 2
Quarterly Reports
January - March
April - June
July - September
October - December
Task 3
Annual Energy Savings Reports
Annual Energy Savings Reports
Annual Energy Savings Reports
Task 4
Final Project Report
WORK STATEMENT TASKS
Task 1
Bid Preparation - Advertisement For Bids
Selection of Qualified Contractor
Task 2
Develop Preliminary Project Budget
for Energy Conservation Projects
Task 3
Implementation of Energy Measures
I
Due Date
March 5 (of every year
until project completion
April 5
July 5
October 5
January 5
January 30, 1994 or
1st year after project completion
January 30, 1995 or
2nd year after project completion
January 30, 1996 or
3rd year after project completion
30 days after project completion
October 1993
August 1993
November 1993
� 11:
BUDGET
Materials, Labor and Other Miscellaneous Costs $63,000
Note: The Town of Los Gatos shall submit a detailed budget to the Energy Commission's
Contract Office and the budget detail must be approved by the contract manager prior
to any funds being released for this contract.
PVEA FUNDS D• NOT ALLOW FOR REIMBURSEMENT OF INDIRECT OR
ADMINISTRATIVE E�
C -1
Gf -1UG -FREE WORKPLACE CERTIFICATION
STD. 21 (NEW 11 -90)
Exhibit D
CC!4PAWYOROANRATION NAME
TOWN OF LOS GATOS
The contractor or grant recipient named above hereby certifies compliance with Government Code
Section 8355 in matters relating to providing a drug -free workplace. The above named contractor or
grant recipient will:
1. Publish a statement notifying employees that unlawful manufacture, distribution, dispensation,
possession, or use of a controlled substance is prohibited and specifying actions to be taken against
employees for violations, as required by Government Code Section 8355(a).
2. Establish a Drug -Free Awareness Program as required by Government Code Section 8355(b), to
inform employees about all of the following:
(a) The dangers of drug abuse in the workplace,
(b) The person's or organization's policy of maintaining a drug -free workplace,
(c) Any available counseling, rehabilitation and employee assistance programs, and
(d) Penalties that may be imposed upon employees for drug abuse violations.
3. Provide as required by Government Code Section 8355(c), that every employee who works on the
proposed contract or grant.
(a) Will receive a copy of the company's drug -free policy statement, and
(b) Will agree to abide by the terms of the company's statement as a condition of employment on
the contract or grant.
CERTIFICATION
I, the official named below, hereby swear that I am duly authorized legally to bind the contractor or
grant recipientto the above described certification. I am fully aware that this certification, executed on
the date and in the county below, is made under penalty of perjury under the laws of the State of
California.
7ECERAL I.D. NUMBER
91 60663
STATE OF CALIFORNIA —THE RESOURCES AGENCY PETE WILSON, Governor
CALIFORNIA ENERGY COMMISSION
1516 NINTH STREET
SACRAMENTO, CA 958145512
0_435,
(916) 654 -4392
May 11, 1993
Ms. Michele Braucht
Finance Officer
Town of Los Gatos
Civic Center
110 East Main Street
Los Gatos, CA 95031
Dear Ms. Braucht:
AGREEMENT NUMBER 400 -92 -012
Enclosed are the agreements to support your project to cost -share in the energy conservation
measures at town -owned facilities in the Town of Los Gatos.
The 1992/93 Budget Act (AB 979, Chapter 587, Statute 1992) included appropriations from
the Petroleum Violation Escrow Account to the California Energy Commission for this
project.
It is an administrative requirement that when the State is contracting with a county, city,
district, or other local public body, the contract shall be accompanied by a copy of the
resolution, order, motion, or ordinance of the local governing body, by law, having the
authority to enter into the contract approving an authorizing execution of the agreement.
Attached is a sample of a resolution. You may use this sample, or draft one acceptable to
your governing body. This resolution, order, etc. must be returned with the signed
agreements.
Please sign (all copies with original signatures), retain the copy marked "CONTRACTOR'S
COPY ", and return all other copies to me. I will obtain our Executive Director's signature,
and if required, the Department of General Services approval. When fully approved, a copy
will be sent to you.
This agreement cannot be considered binding on either party unless and until it is approved
by the appropriate authorized State officials. Any funds expended on the attached
agreement before approval by the State and for which payment is expected under the
agreement may not be reimbursable.
ATTACERIENT 3
Ms. Michele Braucht
May 11, 1993
Page 2
Inquiries regarding this agreement should be referred to Susan Draa at 654 -4390.
Please return to: California Energy Commission
Contracts Office, MS -18
1516 Ninth Street
Sacramento, California 95814
Sincerely, y/
HERYL DEL, Acting Manager
Contracts, Grants and Loans Office