1 AGREEMENT
This Agreement (“Agreement”), dated by the Anaheim City Clerk on _____________________ (“Effective Date”), is made and entered into by and between the City of Anaheim, a municipal corporation (“Anaheim”), and Eagle Systems International, Inc. (dba Synergy Companies), a Utah corporation (“Service Provider” or “Provider”). Anaheim and Provider are sometimes individually referred to as “Party” and collectively as “Parties.”
RECITALS
A. Anaheim is a municipal corporation duly organized and validly existing under the laws of the State of California with the power to carry on its business as it is now being conducted under the statutes of the State of California and the Anaheim Charter.
B. Anaheim desires to engage Provider to administer Anaheim’s energy and water efficiency residential programs and direct install services of exterior security lights for eligible utility residential customers (“Project”).
C. Provider possesses the skill, experience, ability, licenses, certifications, and materials necessary to perform the Project services.
D. Anaheim has solicited and received a proposal from Provider and has evaluated Provider’s previous experience and expertise, and Anaheim desires to retain Provider to render the Project services under the terms and conditions set forth in this Agreement.
TERMS AND CONDITIONS
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:
1. SERVICES TO BE PROVIDED
Provider shall provide to Anaheim all labor, materials, tools, equipment, services, systems, and incidental and customary work necessary for the Project (“Services”). The Services are more particularly described in the Scope of Services attached hereto as Exhibit A and incorporated herein by this reference (“Scope of Services”). On behalf of Anaheim, the Public Utilities General Manager (“General Manager”) or designee is authorized to add, modify, or delete tasks from the Scope of Services.
2. TERM
The term of this Agreement commences on the Effective Date and continues through its 5th anniversary, unless earlier terminated per Section 26 (“Term”). Thereafter, the Term shall automatically extend for up to two (2) successive annual periods on each anniversary of the Effective Date, for a total Term of seven (7) years, unless Anaheim gives written notice of nonrenewal prior to expiration of the then-current Term. Each initial and successive annual period is referred to as “Term Year.”
2 3. TIME OF PERFORMANCE
3.1 Time is of the essence in the performance of this Agreement, and Provider shall perform and complete all Services in a diligent and timely manner. Provider’s failure to adhere to stated schedules, if any, may result in Anaheim’s election to terminate this Agreement.
3.2 The time period(s) specified for performance of the Services rendered, pursuant to this Agreement, shall be extended because of any delays due to unforeseeable causes beyond the control and without the fault or negligence of Provider, including, but not restricted to, acts of God or of the public enemy; unusually severe weather, fires, earthquakes, floods, pestilence, or other natural catastrophes; epidemics; quarantine restrictions; riots; strikes; freight embargoes; wars; litigation; civil disturbance or disobedience; labor dispute; labor or material shortage; sabotage; change in government priorities; restraint by court order or public authority; and action or non-action by or inability to obtain the necessary authorization or approvals from any governmental agency or authority, and/or acts of any governmental agency, including Anaheim, which by the exercise of due diligence such Party cannot reasonably be expected to avoid and by which exercise of due diligence has been unable to overcome, if Provider shall within ten (10) days of the commencement of such delay notify Anaheim’s project administrator (“Project Administrator”) in writing of the causes of the delay.
The Project Administrator shall ascertain the facts and the extent of delay and may extend the time for performing the Services for the period of the delay if, in the judgment of the Project Administrator, such delay is justified. The Project Administrator’s determination shall be final and conclusive upon the Parties. In the event of delay, however caused, Provider’s sole remedy shall be an extension of the Term, pursuant to this Section, and Provider shall not be entitled to recover damages against Anaheim.
4. COMPENSATION
4.1 Anaheim shall pay Provider for the Services satisfactorily completed pursuant to the unit prices/billing rates listed in Exhibit B, attached hereto and incorporated herein (“Schedule of Compensation”). No changes to the Schedule of Compensation’s unit prices/billing rates may be made without the prior written authorization of the General Manager or designee.
4.2 Anaheim shall reimburse Provider for only those costs or expenses specifically approved in writing in advance by the General Manager or designee.
4.3 Except as provided in Section 4.4 and 4.5 below, the Parties understand and agree that full and complete payment for all Services provided under this Agreement, including, but not limited to, all reimbursable expenses and subconsultant fees, if any, shall not exceed one million, three hundred ninety-five thousand, two hundred twenty dollars and zero cents ($1,395,220.00) (“Contract Amount”) per Term Year. The Contract Amount does not constitute a guarantee of payment to
3 Provider but instead constitutes a spending option for Anaheim, as may be needed.
4.4 Beginning with Term Year 4 and continuing once annually thereafter, the “Unit Cost” amounts in Exhibit B may be adjusted based on changes in the Consumer Price Index (“CPI”) for All Urban Consumers (“CPI-U”), U.S. City Average, All Items, not seasonally adjusted, with a base of 1982-84 = 100 as published by the U.S. Department of Labor Bureau of Labor Statistics. Any upward adjustment pursuant to this Section shall not result in an increase to the Contract Amount. If the CPI-U is no longer published at the time of adjustment, the Parties shall use the successor index applicable conversion tables. Notwithstanding CPI changes, any annual increase shall not exceed three percent (3%) of the Unit Cost amounts in Exhibit B from the prior Term Year (as may be adjusted per this Section) unless approved in writing by Anaheim. Provider must notify Anaheim in writing of any CPI-based compensation increase request no later than January 1 of the calendar year in which the increase is to take effect. The notice shall include the calculation and effective date of the adjustment. Failure to provide timely notice will render the proposed increase null and void until proper notice is given.
4.5 The General Manager is authorized to approve expenditures above the Contract Amount not to exceed ten percent (10%) of the Contract Amount for additional services (“Extra Services”) that the General Manager determines (a) are necessary for the successful completion of the Services, (b) can be paid for by available budget appropriations, and (c) are in Anaheim’s best interest to purchase.
4.5.1 In no event shall Provider render Extra Services without the written authorization of the General Manager or designee.
4.5.2 Extra Services shall be billed at either the unit prices/billing rates set forth in the Schedule of Compensation or at a fixed price, at the General Manager’s discretion. If billed at a fixed price, Provider shall provide Anaheim with a general description of the Extra Services to be performed with a proposed price.
4.5.3 Any approved Extra Services will be incorporated into the Services and the Agreement upon the Parties’ execution of a letter agreement (“Extra Services Letter”) that contains (a) the agreed price for the Extra Services and (b) a description of the Extra Services. Provider shall commence performance of the Extra Services either upon the Parties’ execution of the Extra Services Letter or such other time expressly indicated therein.
4.5.4 Other than the Extra Services that the General Manager or designee is authorized to approve pursuant to this Section 4.4, Provider shall not render additional services beyond the scope of this Agreement unless such services are first approved by a written amendment to this Agreement.
4 4.6 Provider shall submit monthly invoices to Anaheim describing the work that was performed the preceding month. Provider’s invoices shall be based on the line items contained in Exhibit B. For items authorized in advance by Anaheim, for which Anaheim determines there is no line-item equivalent listed, Provider’s invoice shall include the name of the person who performed the work, a brief description of the Services performed and/or the specific task in the Scope of Services to which it relates, the date the Services were performed, the number of hours spent on work billed on an hourly basis, and a description of any reimbursable expenditures. Anaheim shall pay Provider no later than thirty (30) days after approval of the monthly invoice by Anaheim staff.
4.7 All Parties recognize that the continuation of this Agreement after the close of any fiscal year of Anaheim, which fiscal year ends on June 30 of each year, shall be subject to budget approval providing for or covering such contract items as an expenditure in said budget. Anaheim does not represent that said budget item will actually be adopted, said determination being the determination of the City Council at the time of the adoption of the budget. No penalty shall accrue to Anaheim in the event this provision shall be exercised. Should termination be accomplished in accordance with this Section, the Parties shall negotiate a settlement based on monies paid and due, items delivered, and Services provided.
5. PROJECT MANAGER
5.1 Provider designates Matthew Clark as its “Project Manager,” who shall coordinate the Services. This Project Manager shall be available to Anaheim at all reasonable times during the Term of this Agreement. It is expressly understood that the experience, knowledge, capability, and reputation of the foregoing Project Manager is a substantial inducement for Anaheim to enter into this Agreement.
Therefore, the foregoing Project Manager shall be responsible during the Term of this Agreement for directing all activities of Provider and devoting sufficient time to personally supervise the provision of Services hereunder. The Provider may not change the Project Manager without the General Manager or designee’s express written authorization.
5.2 Any personnel or subconsultant, if any, who fail or refuse to perform the Services in a manner acceptable to Anaheim or who are determined by Anaheim, in its sole discretion, to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, or a threat to the safety of persons or property, shall be promptly removed from the Project by Provider at the request of Anaheim.
Provider warrants that it will continuously furnish the necessary personnel to complete the Services on a timely basis as contemplated by this Agreement.
5 6. ADMINISTRATION
The Anaheim Public Utilities Department (“APU”) will administer this Agreement. The following APU employees are authorized to take the below actions pursuant to this Agreement:
• The General Manager is authorized to take any action on behalf of Anaheim as set forth herein and to terminate this Agreement in accordance with Section 26 below. • Anaheim designates Sandra Marsh and Andrew Kanzler as its “Project Administrator(s).” The General Manager or designee may change the Project Administrator(s) at any time, and Anaheim will provide Provider written notice of such change as soon as is practical. The Project Administrator(s), or designee, shall have the power to act on behalf of Anaheim for ordering, reviewing, and approving all Services performed by Provider under this Agreement. The Project Administrator(s) shall not be authorized to approve Extra Services, change unit prices/billing rates, or terminate Services under this Agreement.
7. STANDARD OF CARE
7.1 As a material inducement for Anaheim to enter this Agreement, Provider represents and warrants that it is a provider of first-class work and services and is experienced in performing the Services contemplated herein, and in light of such status and experience Provider covenants that it shall follow the highest professional standards in performing the work and Services required hereunder and that all work will be of good quality. Provider further warrants that all employees and subcontractors, if any, shall have sufficient skill and experience to perform the Services assigned to them. For purposes of this Agreement, the phrase “highest professional standards” shall mean those standards of practice recognized by one or more first-class firms performing similar work under similar circumstances.
7.2 Provider represents and warrants to Anaheim that it has, shall obtain, and shall keep in full force in effect during the Term hereof, at its sole cost and expense, all licenses, permits, qualifications, insurance, certifications, and approvals of whatsoever nature that is legally required of Provider to practice its profession, including any licenses and certifications, if any, listed in Exhibit A. Provider shall maintain a City of Anaheim business license during the Term.
7.3 At no cost to Anaheim, Provider shall re-perform any Services that Anaheim reasonably deems unsatisfactory.
8. FAMILIARITY WITH WORK
By executing this Agreement, Provider represents and warrants that Provider: (i) has thoroughly investigated and considered the Services to be performed; (ii) has carefully considered how the Services should be provided; and (iii) fully understands the facilities, difficulties, and restrictions attending the provision of the Services under this Agreement. Should Provider discover any latent or unknown conditions materially differing from those inherent in the provision of such
6 Services or as represented by Anaheim, Provider shall immediately inform Anaheim of such fact and shall not proceed except at Provider’s risk until written instructions are received from Anaheim.
9. INDEPENDENT CONTRACTOR
9.1 Neither Anaheim nor any of its employees shall have any control over the manner, mode, or means by which Provider, its agents or employees, perform the Services, except as otherwise set forth herein. Except as expressly provided herein, Anaheim shall have no voice in the selection, discharge, supervision, or control of Provider’s employees, servants, representatives or agents, or in fixing their number, compensation, or hours of service. Provider shall perform all Services as an independent contractor of Anaheim and shall remain at all times, as to Anaheim, a wholly independent contractor with only such obligations as are consistent with that role. Provider shall not at any time or in any manner represent that it or any of its agents or employees are agents or employees of Anaheim.
Anaheim shall not in any way or for any purpose become or be deemed to be a partner of Provider in its business or otherwise or a joint venturer or a member of any joint enterprise with Provider.
9.2 In consideration for the compensation Anaheim pays to Provider, Provider agrees that Anaheim shall not be liable or responsible for any benefits, including, but not limited to, worker’s compensation, disability, retirement, life, unemployment, health, or any other benefits that Provider offers to its employees/agents, and Provider agrees that it shall not sue or file a claim, petition, or application therefor against Anaheim or any of its appointed or elected officials (together, “officials”), officers, employees, agents, representatives, or sureties.
10. INSURANCE
10.1 Without limiting Anaheim’s right to indemnification, it is agreed that Provider shall secure, prior to commencing any activities under this Agreement, and maintain, during the term of this Agreement, minimum limits of insurance coverage as follows:
10.1.1 Workers’ Compensation Insurance as required by California law and Employers Liability Insurance in an amount not less than $1,000,000.
10.1.2 Commercial General Liability Insurance, including coverage for Premises and Operations, Contractual Liability, Personal Injury Liability, Products/Completed Operations Liability, as well as Independent Consultant’s Liability where appropriate, in an amount not less than $2,000,000 per occurrence, $4,000,000 annual aggregate. Such insurance shall be written on a primary basis but may include a deductible or self- insured retention of more than $10,000 per occurrence, provided that such deductible or self-insured retention is disclosed to Anaheim, in writing, prior to the inception of this Agreement.
7 10.1.3 Commercial Automobile Liability Coverage as required by California law, including—as applicable—owned, non-owned, and hired autos, in an amount not less than $2,000,000 per occurrence, combined single limit.
10.1.4 Professional Liability Insurance, inclusive of Cyber Liability Insurance, where required, in an amount not less than $2,000,000. Such insurance shall be written on a primary basis but may include a deductible or self- insured retention of more than $10,000 per occurrence, provided that such deductible or self-insured retention is disclosed to Anaheim, in writing, at the inception of this Agreement.
10.2 Any required coverage written with primary and excess layers to satisfy the minimum requirements of this Agreement must be submitted for approval to Anaheim’s Risk Manager prior to the inception of the final Agreement.
10.3 Provider is responsible for the satisfaction of any deductible or self-insured retention obligation.
10.4 Provider agrees that this insurance shall not be voluntarily cancelled by Provider or limited in scope or coverage by Provider until after thirty (30) days prior written notice has been given to the City Clerk, City of Anaheim, 200 S. Anaheim Blvd., Anaheim, CA 92805. This does not apply to cancellation for non-payment of premium, which requires notice of not less than ten (10) days.
10.5 Each insurance policy required by this Agreement, except policies for Professional Liability and Workers’ Compensation, shall contain the following clauses or shall otherwise provide for the following conditions:
10.5.1 “It is agreed that any insurance maintained by Provider, pursuant to this Agreement shall be primary to, and not contribute with, any insurance or self-insurance maintained by the City of Anaheim.”
10.5.2 “The City of Anaheim, its officers, agents, employees, representatives and volunteers are included as additional insureds with respect to the scope of work, operations and/or activities of or performed on behalf of or at the direction of the Named Insured, performed under this Agreement with the City of Anaheim.”
10.6 Prior to commencing any work under this Agreement, Provider shall deliver to Anaheim insurance certificates confirming the existence of the insurance required under this Agreement, and including the applicable clauses referenced above.
Also, within thirty (30) days of the execution date of this Agreement, Provider shall provide Anaheim (i) endorsements to the insurance policies that add to these policies the applicable clauses referenced above, or (ii) in lieu of said endorsements, documentation acceptable to Anaheim evidencing that the coverage, terms, and conditions set forth in the above-referenced clauses are otherwise included in said insurance policies. Insurance required hereunder shall be placed with insurers (i) admitted to write insurance in California, (ii)
8 possessing an A. M. Best’s rating of A VII or higher, or (iii) otherwise acceptable to Anaheim, with prior written permission from Anaheim. In the event that a claim or other legal action is filed against Anaheim, and if Anaheim, in its good faith opinion, believes it may have coverage under any of the insurance required herein, then Anaheim has the right to demand, and to receive within a reasonable time period, copies of the insurance policies related to such required insurance; provided, however, that this provision shall not apply if the Parties agree that Provider shall fully defend, hold harmless, and indemnify Anaheim against any such claim or other legal action.
10.7 In addition to other remedies Anaheim may have if Provider fails to provide or maintain any insurance policies or policy endorsements to the extent and within the time required, Anaheim may, at its sole option:
1. Order Provider to stop work under this Agreement and/or withhold any payment(s) that become due to Provider hereunder until Provider demonstrates compliance with the requirements hereof; or
2. Terminate this Agreement.
Exercise of any of the above remedies, however, is an alternative to other remedies Anaheim may have and is not the exclusive remedy for Provider’s failure to maintain insurance or secure appropriate endorsements.
10.8 Nothing herein contained shall be construed in any way as limiting the extent that a Provider may be held responsible for payments of damages to persons or property resulting from Provider’s (or Provider’s Agent or Sub-Agent, if any) performance of the work covered under this Agreement.
10.9 In the event Provider hires other persons or firms to perform some of the work related to this Agreement, Provider shall ensure (i) that the acts or omissions of such persons or firms are covered under the above-referenced liability insurance, or (ii) that such firms maintain insurance equal to or better than, and subject to the same limits, terms and conditions as, the insurance required of Provider under this Agreement (except for firms that are not performing professional services—such firms shall not be required to carry the above-referenced professional liability insurance); and in either instance, Provider shall provide, or cause to be provided, evidence of such insurance coverage, reasonably acceptable to Anaheim.
10.10 Anaheim’s Risk Manager is hereby authorized to amend or reduce the requirements set forth herein if such customer-generated requested amendment or reduction request is in Anaheim’s best interest.
11. INDEMNIFICATION
11.1 As respects acts, errors or omissions in the performance of professional services, Provider agrees to indemnify and hold harmless Anaheim, its officials, officers, and employees from and against any and all claims, losses, damages, defense
9 costs, or liability, of any kind or nature, directly arising out of the negligent acts, errors or omissions of Provider or any Sub-Agent in the performance of professional services under this Agreement.
11.2 As respects all acts, errors or omissions that do not arise directly out of the performance of professional services, including but not limited to those acts, errors or omissions typically covered by general and automobile liability insurance, Provider agrees to indemnify, defend (at Anaheim's option), and hold harmless Anaheim, its officials, officers, employees, agents, and representatives from and against any and all claims, losses, damages, defense costs, or liability, of any kind or nature (collectively referred to hereinafter as “Claims”), arising out of or in connection with Provider’s (or Provider’s Agents’ or Sub-Agents’, if any) acts, errors, omissions, or work, relative to this Agreement, except for those Claims that arise out of the sole negligence or willful misconduct of Anaheim.
11.3 The obligations set forth in this indemnification provision (i) shall be in effect without regard to whether or not Anaheim, Provider or any other person or entity maintains or fails to maintain insurance coverage or a self-insurance program, for any such Claim(s); and (ii) shall survive the termination of this Agreement.
12. INTELLECTUAL PROPERTY
12.1 Provider shall, at its sole expense, defend, indemnify, and hold harmless Anaheim, its officials, officers, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys’ fees and costs) arising from infringement or alleged infringement of any U.S. patent, trademark, copyright, or other intellectual property rights related to any work product, materials, or documents (collectively, “work product”) provided by Provider to Anaheim under this Agreement. This indemnity obligation includes any claims that may arise out of or are related to Provider’s use of third- party intellectual property in connection with the performance of this Agreement.
This indemnity excludes claims resulting solely from Anaheim’s unauthorized modification or misuse of work product.
12.2 In the event of any indemnifiable claim under Section 12.1, Provider shall, at its expense and option, (a) secure for Anaheim the right to continue using the work product, (b) modify the work product to be non-infringing while maintaining equivalent functionality, or (c) replace the work product with a non-infringing alternative that provides equivalent functionality.
13. EXCLUDED DAMAGES
Unless otherwise expressly stated herein, each Party’s maximum liability (and sole remedy against the other) for any loss or damage arising from performance or non-performance under this Agreement shall be limited to proven direct, actual damages. Neither Party shall be liable to the other for any indirect, punitive, incidental, reliance, special, or consequential damages, whether or not such Party had been advised of the possibility of such damages.
10 14. PREVAILING WAGES
14.1 By executing this Agreement, Provider certifies that it is aware of the requirements of California Labor Code sections 1720 et seq. and 1770 et seq., as well as California Code of Regulations, Title 8, section 16000 et seq. (“Prevailing Wage Laws”), which require the payment of prevailing wage rates and the performance of other requirements on certain “public works” and “maintenance” projects. To the extent applicable, Provider agrees to fully comply with such Prevailing Wage Laws in the performance of the Services. The prevailing rates of per diem wages are available at:
http://www.dir.ca.gov/dlsr/DPreWageDetermination.htm.
Provider shall make copies of the prevailing rates of per diem wages for each craft, classification, or type of worker needed to execute the Services available to interested parties upon request and shall post copies at the Provider’s principal place of business and at the project site.
14.2 Provider shall pay all workers pursuant to the Prevailing Wage Laws and not less than the prevailing wage rates as determined by the Director of Industrial Relations in accordance with the provisions of the Labor Code. As provided in Labor Code section 1775, if Provider violates the foregoing, Provider shall forfeit, as a penalty to Anaheim, fifty dollars ($50) for each calendar day or portion thereof for each workman paid less than the stipulated prevailing wage rate for such work or craft in which such workman is employed, for any Service subject to the Prevailing Wage Laws. In addition to said penalty and pursuant to said section 1775, the difference between such stipulated prevailing wage rates and the amount paid to each workman shall be paid to each workman by Provider, as applicable.
14.3 Provider shall strictly adhere to the provisions of the Labor Code, including sections 1810 through 1813 and 1815, regarding minimum wages, the 8-hour day, the 40-hour week, overtime, Saturday, Sunday, and holiday work. Provider shall forfeit to Anaheim the penalties prescribed in the Labor Code for noncompliance, including the penalties set forth in section 1813 for violations of sections 1810 through 1815.
14.4 Provider shall comply with the provisions of Labor Code sections 1777.5 and 1777.6 and Title 8, sections 200 et seq. of the California Code of Regulations relating to apprentice employment and training. Provider shall assume full responsibility for compliance with said sections with respect to all apprenticeable occupations providing Services. In the event of noncompliance by Provider, Anaheim shall withhold the penalties provided for under section 1777.7 of the Labor Code from payments then due.
11 14.5 Pursuant to the requirements of section 1860 of the Labor Code, Provider will be required to secure the payment of workers’ compensation to its employees in accordance with the provisions of section 3700 of the Labor Code.
14.6 Anaheim will not recognize any claim for additional compensation because of the payment by Provider of any wage rate in excess of the prevailing wage rate effective on the Effective Date. The possibility of prevailing wage increases is one of the elements to be considered by Provider at the time of the proposal submission and will not, under any circumstances, be considered as the basis of a claim against Anaheim for additional compensation.
14.7 Provider shall maintain accurate payroll records in accordance with the provisions of Labor Code section 1776 and shall, upon request, file said records with Anaheim.
14.8 Provider shall forfeit as a penalty to Anaheim twenty five dollars ($25) for each calendar day during which a Provider’s employee subject to the Prevailing Wage Laws is required or permitted to work more than eight (8) hours in any one calendar day and forty (40) hours in any one calendar week, in violation of the provisions of the Labor Code and, in particular, section 1810 to section 1815 thereof, inclusive, except that the Services performed by the employees of Provider in excess of eight (8) hours per day and forty (40) hours during any one week shall be permitted upon compensation of all hours worked in excess of eight (8) hours per day at not less than one and one-half times the basic rate of pay as provided in section 1815.
14.9 Provider shall defend, indemnify, and hold Anaheim, its officials, officers, employees, and agents free and harmless from any claims, liabilities, costs, penalties, or interest arising out of any failure or alleged failure by Provider or its employees, agents, contractors, and subcontractors to comply with the Prevailing Wage Laws.
15. PERFORMANCE OF SERVICES
15.1 Provider is responsible for keeping the Project Administrator(s) or designee informed on a regular basis regarding the status and progress of the Services, activities performed and planned, and any meetings that have been scheduled or are desired.
15.2 In performing the Services, Provider agrees to work closely and cooperate fully with the Project Administrator(s) and such other employees, consultants, or contractors of Anaheim, whom Anaheim has assigned to the Project.
16. PROHIBITION AGAINST ASSIGNMENTS AND TRANSFERS
The Parties recognize that a substantial inducement to Anaheim for entering into this Agreement is the professional reputation, experience, and competence of Provider. Provider has no right to assign, transfer, delegate, or otherwise encumber (together “Assignment”) any rights,
12 obligations, duties, interests, or privileges in or arising out of this Agreement, including as a result of a merger, acquisition, consolidation, or other form of corporate assimilation, without the prior written consent of Anaheim. Any such purported Assignment without Anaheim’s prior consent shall be void as to Anaheim. If Anaheim approves an Assignment, this Agreement and the covenants and conditions contained herein shall be binding upon and inure to the benefit of and shall apply to the permitted successors and assigns of Provider.
17. SUBCONTRACTING
Except for those subcontractors set forth in the Scope of Services, if any, Provider shall not subcontract any portion of the work to be performed under this Agreement without the prior written authorization of Anaheim. Provider shall be fully responsible to Anaheim for all acts and omissions of any subcontractor. Nothing in this Agreement shall create any contractual relationship between Anaheim and the subcontractor, nor shall it create any obligation on the part of Anaheim to pay or ensure the payment of any monies due to any such subcontractor other than as otherwise required by law. Anaheim is an intended beneficiary of any work performed by any subcontractor for purposes of establishing a duty of care between the subcontractor and Anaheim pursuant to this Agreement.
18. USE AND OWNERSHIP OF DOCUMENTS AND DATA
18.1 Anaheim shall furnish to Provider such documents, data, and materials as may be relevant and pertinent to the provision of Services hereunder as Anaheim may possess or acquire.
18.2 All documents, data, and written materials furnished by Anaheim to Provider pursuant to Section 18.1 shall remain the property of Anaheim and shall be returned to Anaheim upon termination of this Agreement, for any reason. All documents, data, or written material prepared or caused to be prepared by Provider, its officers, employees, agents, and subcontractors in the course of implementing this Agreement shall become the exclusive property of Anaheim, and Anaheim shall have the sole right to use such materials in its discretion without further compensation to Provider or any other party. Provider shall, at Provider’s sole cost and expense, provide such documents, data, and material to Anaheim upon prior written request.
19. CONFIDENTIALITY
19.1 “Confidential Information” means, with respect to a Party hereto, all information or material that are either (1) marked or identified as “Confidential,” “Restricted,” or “Proprietary,” or other similar marking or identification, or (2) the Receiving Party knew, or under the circumstances should have known, was considered confidential or proprietary by the Disclosing Party. Confidential Information shall consist of all information, whether in written, oral, electronic, digital, or other form that was furnished in connection with this Agreement by the Disclosing Party or its Representatives (“Representative” is defined as any elected or appointed official, affiliate, director, officer, employee, agent, advisor,
13 or consultant of a Party or any of its subsidiaries or affiliates) to the Receiving Party or to its Representatives and specifically includes, but is not limited to, Anaheim’s individually identifiable customer information and Anaheim’s customer usage data and financial data. The term Confidential Information shall not include any of the following: (1) information already in possession of, or already known to, the Receiving Party as of the Effective Date without an obligation of confidentiality; (2) information in the public domain at the time of the disclosure, or which, after such disclosure, enters into the public domain through no breach of this Agreement by the Receiving Party or its Representative(s); (3) information lawfully furnished or disclosed to the Receiving Party by a non-party to this Agreement without any obligation of confidentiality and through no breach of this Agreement by the Receiving Party or its Representative(s); (4) information independently developed by the Receiving Party without use of any Confidential Information of the Disclosing Party; or (5) information authorized in writing by the Disclosing Party to be released from the confidentiality obligations herein.
19.2 Provider and Anaheim shall each hold the other’s Confidential Information in confidence. Neither Party shall make the other’s Confidential Information available in any form to any third party or use the other’s Confidential Information for any purpose other than to perform this Agreement. The Party providing Confidential Information (“Disclosing Party”) to the other Party (“Receiving Party”) shall remain the sole owner of such information. Except as provided elsewhere within this Agreement, nothing contained in this Agreement shall be construed as granting or conferring any right or license in any Confidential Information or in any patents, copyrights, software, or other technology, either expressly or by implication to the Receiving Party, its Representatives, or to others.
19.3 By virtue of this Agreement, each Party hereto may disclose to the other Party information that is Confidential Information. This Agreement does not diminish, revoke, or supersede any existing confidentiality, non-disclosure, or similar agreement between the Parties that does not pertain to the subject matter of this Agreement. However, any Confidential Information, whether or not previously disclosed, that pertains to the subject matter of this Agreement shall be governed by the terms of this Section 19, which shall supersede any less-restrictive provisions of such previous agreement with respect to such Confidential Information. Any Confidential Information relating to the subject matter of this Agreement that was exchanged under such previous agreement shall be treated as though it were exchanged under this Agreement as of the date of such exchange.
19.4 The Receiving Party will treat all Confidential Information of the Disclosing Party as confidential and proprietary, and the Receiving Party shall only use such information in furtherance of this Agreement. As such, the Receiving Party shall hold in confidence the Confidential Information of the Disclosing Party and ensure that such Confidential Information is not disclosed to any other person or entity, except as expressly permitted by this Agreement or as authorized in
14 writing by the Disclosing Party. Receiving Party shall not disclose Confidential Information of the Disclosing Party received under this Agreement to any person other than its Representatives who require knowledge of such Confidential Information in furtherance of this Agreement. The Receiving Party shall inform its Representatives of the confidential nature of the Confidential Information of the Disclosing Party and advise such Representatives of the limitations on the use and disclosure and prohibition on making copies or summaries of such Confidential Information. The Receiving Party shall be responsible for any breach of this Agreement by its Representatives. Neither Party shall use the Confidential Information of the other Party for any commercial purpose.
19.5 If the Receiving Party becomes legally compelled (by oral questions, interrogatories, request for information or documents, subpoena, civil investigative demand, or similar process) to disclose any Confidential Information of the Disclosing Party or is requested Confidential Information pursuant to the California Public Records Act or similar law, the Receiving Party will provide the Disclosing Party with written notice of such an occurrence (if so permitted) as soon as possible, but in no event later than five (5) days after knowledge of Provider’s obligation to such requirement. Thereafter, at its sole costs and expense, the Disclosing Party may seek a protective order or other appropriate remedy or waive compliance with the provisions of this Agreement. So long as it is consistent with applicable law, the Receiving Party will not oppose action by, and the Receiving Party will cooperate with, the Disclosing Party, at the Disclosing Party’s sole cost and expense, to obtain an appropriate protective order or other reliable assurance that confidential treatment will be accorded the Confidential Information. If the Disclosing Party fails to obtain such protective order or other remedy, or if the Disclosing Party waives compliance with the requirements of the preceding sentence, the Receiving Party will disclose only that Confidential Information that it is legally required to disclose and will exercise commercially reasonable efforts, at Disclosing Party’s expense, to obtain reliable assurance that confidential treatment will be accorded the Confidential Information so disclosed.
19.6 In the event the Receiving Party discloses, disseminates, or releases any Confidential Information, except as expressly permitted by this Agreement, such disclosure, dissemination, or release will be deemed a material breach of this Agreement, and the Disclosing Party may demand prompt return of all Confidential Information previously provided to the Receiving Party. As soon as the Receiving Party becomes aware that it has made an unauthorized disclosure of Confidential Information, the Receiving Party shall take any and all necessary actions to recover the improperly disclosed Confidential Information and immediately notify Disclosing Party regarding the nature of the unauthorized disclosure and the corrective measures being taken. Each Party agrees that any breach of their confidentiality obligations could cause irreparable harm to the other Party, the amount of which would be extremely difficult to estimate.
Accordingly, it is understood and agreed that monetary damages would not be a sufficient remedy for any material breach of this Agreement and that specific
15 performance and injunctive relief in addition to monetary damages shall be appropriate remedies for any breach or any threat of such breach. The provisions of this Paragraph are in addition to any other legal rights or remedies the Disclosing Party may have.
19.7 Within two (2) weeks of the termination of this Agreement, Provider will return to Anaheim or destroy, to the extent permitted by law, any and all Confidential Information, including all originals, copies, translations, transcriptions, or any other form of said material without retaining any copy or duplicate thereof; provided that Provider may retain Confidential Information contained on backup media created in the ordinary course of business; provided further that there is no effort to access such Confidential Information, and Provider’s confidential obligations with respect to such information shall continue so long as such information is retained. Provider shall certify in writing the destruction of the Confidential Information. Anaheim may perform an audit of Provider’s records to confirm the return or destruction of the Confidential Information. Anaheim shall have this audit right for three (3) years after the termination of this Agreement.
19.8 Notwithstanding the termination of this Agreement, this Confidentiality Section shall survive the expiration or earlier termination of this Agreement.
20. FISCAL RECORDS AND AUDIT
20.1 Provider shall keep records and invoices in connection with the Services. Provider shall use recognized accounting methods in preparing such reports and invoices.
Anaheim reserves the right to designate its own employee representative(s) or its contracted representative(s) with a certified public accounting firm, who shall have the right to audit Provider’s accounting procedures and internal controls of Provider’s financial systems and to examine any cost, revenue, payment, claim, record, or supporting documentation resulting from any item set forth in this Agreement. If Provider fails to provide supporting documentation satisfactory to Anaheim for costs charged, then Provider agrees to reimburse Anaheim for those costs. Any such audit(s) shall be undertaken by Anaheim or its representative(s) at reasonable times and in conformance with generally accepted auditing standards.
Provider agrees to fully cooperate with any such audit(s).
20.2 This right to audit shall extend during the length of this Agreement and for a period of three (3) years, or longer if required by law, following the date of final payment under this Agreement. Provider agrees to retain all necessary records/documentation for the entire length of this audit period.
20.3 Provider will be notified in writing of any exception taken as a result of an audit.
Any adjustments and/or payments that must be made as a result of any such audit or inspection of Provider’s invoices and/or records shall be made within thirty (30) days from presentation of Anaheim’s findings to Provider. If Provider fails to make such payment, Provider agrees to pay interest, accruing monthly, at a rate of ten percent (10%) per annum unless another section of this Agreement specifies a
16 higher rate of interest, which higher rate would then prevail. Interest will be computed from the date of written notification of exception(s) to the date Provider reimburses Anaheim for any exception(s). If an audit inspection or examination in accordance with this article discloses overcharges (of any nature) by Provider to Anaheim in excess of one percent (1%) of the value of that portion of the Agreement that was audited, the actual cost of Anaheim’s audit shall be reimbursed to Anaheim by Provider.
21. WITHHOLDINGS
Anaheim may withhold payment to Provider of any disputed sums until satisfaction of the dispute with respect to such payment. Such withholding shall not be deemed to constitute a failure to pay according to the terms of this Agreement. Provider shall not discontinue the Services as a result of such withholding. Provider shall have an immediate right to appeal to the City Manager or designee with respect to such disputed sums, and his decision shall be final.
Provider shall be entitled to receive interest on any withheld sums at the rate of return that Anaheim earned on its investments during the time period, from the date of withholding of any amounts found to have been improperly withheld.
22. ERRORS AND OMISSIONS
In the event of errors or omissions that are due to the negligence or professional inexperience of Provider that result in expense to Anaheim greater than what would have resulted if there were not errors or omissions in the Services performed by Provider, the additional cost and expense shall be borne by Provider. Nothing in this paragraph is intended to limit Anaheim’s rights under the law or any other sections of this Agreement.
23. ANAHEIM’S RIGHT TO EMPLOY OTHERS
Provider acknowledges and agrees that this Agreement and the provision of services hereunder are nonexclusive and that Anaheim may enter into similar agreements with other entities for the provision of similar services.
24. CONFLICTS OF INTEREST
24.1 Provider or its employees may be subject to the provisions of the California Political Reform Act of 1974 (the “Act”), which (1) requires such persons to disclose any financial interest that may foreseeably be materially affected by the Services performed under this Agreement and (2) prohibits such persons from making, or participating in making, decisions that will foreseeably financially affect such interest. If subject to the Act, Provider shall conform to all other requirements of the Act that may be applicable. Failure to do so constitutes a material breach and is grounds for immediate termination of this Agreement by Anaheim.
24.2 Provider’s Services under this Agreement may now or in the future involve participation in governmental decision-making processes such that Anaheim deems it necessary to designate one or more of Provider’s employees a filer of a
17 Statement of Economic Interests (“Form 700 Filer”) under the Act. Anaheim shall make such designations based on the nature and scope of the Services and requirements of the Act. If Provider’s employee(s) is designated a Form 700 Filer, such employee(s) shall file under Disclosure Category 1, unless otherwise directed by Anaheim, and shall periodically complete ethics training as required by Anaheim. Provider shall at its own cost and expense ensure such employee’s compliance with these filing and ethics-training requirements.
24.3 Provider shall indemnify and hold harmless Anaheim for any and all claims for damages resulting from Provider’s violation of this Section.
25. NOTICES
Any notice or demand to be made under this Agreement shall be in writing and shall be deemed effective when: (1) delivered personally, upon receipt or refusal of receipt by the receiving Party; (2) sent by registered or certified mail, return receipt requested, postage prepaid, on the date shown on the return receipt or the date of refusal of receipt; or (3) sent by recognized overnight courier service, delivery fees prepaid, the business day following deposit with the courier.
Notices shall be addressed to the Parties at the following addresses:
If to Anaheim: Anaheim City Clerk
City of Anaheim
200 S. Anaheim Boulevard, 2nd Floor
Anaheim, California 92805
With copies to: Public Utilities General Manager
City of Anaheim
201 S. Anaheim Blvd., Suite 1101
Anaheim, CA 92805
If to Provider: Eagle Systems International, Inc.
(dba Synergy Companies)
Attn: Matt Clark, VP of Business Development
1325 N Red Gum St.
Anaheim, CA 92806
Each Party may change its address for notice by providing written notice to the other in accordance with this Section.
26. EARLY TERMINATION
26.1 “Default” shall mean the failure of Provider to perform any of Provider’s duties or obligations or the breach by Provider of any of the terms and conditions set forth in this Agreement. In addition, Provider shall be deemed to be in Default upon Provider’s (i) application for, consent to, or suffering of, the appointment of a receiver, trustee, or liquidator for all or a substantial portion of its assets; (ii) making a general assignment for the benefit of creditors; (iii) being adjudged
18 bankrupt; (iv) filing a voluntary petition or suffering an involuntary petition under any bankruptcy, arrangement, reorganization, or insolvency law (unless in the case of an involuntary petition, the same is dismissed within thirty (30) days of such filing); or (v) suffering or permitting to continue unstayed and in effect for fifteen (15) consecutive days any attachment, levy, execution, or seizure of all or a substantial portion of Provider’s assets or of Provider’s interests hereunder.
26.2 Anaheim shall not be deemed to be in default in the performance of any obligation required to be performed by Anaheim hereunder unless and until Anaheim has failed to perform such obligation for a period of thirty (30) days after receipt of written notice from Provider specifying in reasonable detail the nature and extent of any such failure; provided, however, that if the nature of Anaheim’s obligation is such that more than thirty (30) days are required for its performance, then Anaheim shall not be deemed to be in default if Anaheim shall commence to cure such performance within such thirty (30) day period and thereafter diligently prosecute the same to completion.
26.3 In the event of any Default, Anaheim may immediately terminate this Agreement.
Such termination shall be effective immediately upon receipt by Provider of written notice from Anaheim. In such event, Provider shall have no further rights hereunder, and Anaheim shall have all other rights and remedies as provided by law.
26.4 Anaheim may terminate this Agreement at any time without the necessity of cause or Default by giving seven (7) days’ notice in writing to Provider. In such event, the Parties shall have no further rights hereunder, except that Provider shall be paid for all services adequately rendered prior to such termination. Provider may not terminate this Agreement except for cause.
26.5 Anaheim may suspend or abandon the Services for any reason with or without notice. If any part of the Project is suspended or abandoned for any reason, Anaheim shall have the right to suspend or terminate the affected portion(s) of this Agreement, including any part of the Services. In the event of such suspension or termination, Provider shall only expend such additional time as is necessary to assemble the Services in progress for the purpose of properly filing and closing the job and as is previously approved by the Project Administrator(s).
In no event shall additional time exceed ten percent (10%) of the total time expended on the suspended or abandoned portion of the Services prior to the date of notice of suspension or termination. In the event the Services are suspended for longer than six (6) months, Provider may terminate this Agreement as it applies to the suspended portion of the Project by giving Anaheim at least thirty (30) days’ written notice.
26.6 Provider shall not be relieved of liability to Anaheim for damages sustained by Anaheim by virtue of any breach of Agreement by Provider, and Anaheim may withhold any payments to Provider for the purpose of set-off until such time as the exact amount of damages due Anaheim from Provider is determined. In
19 addition, Anaheim may pursue all remedies available under law for breach of this Agreement. The waiver by either Party of any breach to this Agreement shall not constitute a waiver as to any succeeding breach.
27. COMPLIANCE WITH ALL LAWS
Provider shall at its own cost and expense comply with all statutes, ordinances, regulations, and requirements of all governmental entities, including federal, state, county, or municipal, whether now in force or hereinafter enacted. In addition, all work prepared by Provider shall conform to applicable local, county, state, and federal laws, rules, regulations, and permit requirements and be subject to approval of the Project Administrator(s).
28. WAIVER
No failure or delay by either Party in exercising any right under this Agreement shall constitute a waiver of that right, nor shall any waiver of a breach or default be deemed a waiver of any subsequent breach or default. Any waiver must be in writing and signed by the waiving Party.
29. INTEGRATED CONTRACT
This Agreement and its Exhibits hereto, if any, contain the entire agreement between the Parties with respect to the matters covered hereby, and no agreement, statement, or promise made by either Anaheim or Provider that is not contained herein shall be valid or binding. No prior agreement, understanding, or representation pertaining to any the matters covered hereby shall be effective for any purpose.
30. CONFLICTS OR INCONSISTENCIES
In the event there are any conflicts or inconsistencies between this Agreement and its Exhibits or any other attachments hereto, if any, the terms of this Agreement shall govern.
31. INTERPRETATION
Each Party acknowledges that he/she/it has had the benefit of advice of competent legal counsel with respect to its decision to enter this Agreement. The provisions of this Agreement shall be interpreted to give effect to their fair meaning and shall be construed as prepared by both Parties.
32. AMENDMENTS
This Agreement may be modified or amended only by a written document executed by both Parties and approved as to form by the Anaheim City Attorney’s Office.
33. SEVERABILITY
If any term or provision of this Agreement or the application thereof to any person or circumstance shall, to any extent, be held invalid or unenforceable, the remainder of this Agreement or the application of its terms and provisions to persons and circumstances other than those to which it has been held invalid or unenforceable shall not be affected thereby, and each
20 term and provision of this Agreement shall be valid and enforceable to the fullest extent permitted by law.
34. REMEDIES CUMULATIVE
The remedies given to Anaheim and Provider herein shall be cumulative and are given without impairing any other rights given Anaheim or Provider by statute or law now existing or hereafter enacted, and the exercise of any one remedy by Anaheim or Provider shall not exclude the exercise of any other remedy.
35. NO THIRD-PARTY BENEFICIARIES
The Parties intend that neither rights nor remedies be granted to any third party as a beneficiary of this Agreement or of any covenant, duty, obligation, or undertaking established herein.
36. CONTROLLING LAW AND VENUE
This Agreement shall be governed by and construed in accordance with the laws of the State of California, without regard to conflict of laws principles. Any legal action or proceeding arising under or related to this Agreement shall be brought exclusively in a court located in Orange County, California. The Parties irrevocably consent to the jurisdiction of such court and waive any objection to venue or forum based on inconvenience or any other grounds.
37. DISCRIMINATION
Provider agrees not to discriminate against any person or class of persons by reason of sex, color, race, creed, religion, marital status, handicap, ancestry, national origin, or other prohibited basis in its provision of Services or hiring of subcontractors or employees. To the extent this Agreement provides that Provider offer accommodations or services to the public, such accommodations or services shall be offered by Provider to the public on fair and reasonable terms.
38. SIGNATURE & DATE AUTHORITY
38.1 Each Party and each Party’s signatory represents and warrants that each is duly authorized to execute and deliver this Agreement on behalf of such Party and that this Agreement is binding upon such Party in accordance with its terms. Upon Anaheim’s request, Provider shall deliver a certified copy of its governing board’s resolution or certificate authorizing or evidencing such execution.
38.2 Anaheim shall have the authority to fill in the date field opposite the Provider’s signature if Provider fails to write a date.
39. HEADINGS
The headings contained in this Agreement are for reference purposes only and shall not affect in any way the meaning or interpretation of this Agreement.
21 40. COUNTERPARTS AND ELECTRONIC SIGNATURE
This Agreement may be executed in counterparts, each deemed an original and together constituting one instrument. Digital signatures obtained through DocuSign shall be considered valid and binding as though signed in ink.
[SIGNATURES ON FOLLOWING PAGE]
IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed on the dates hereinafter respectively set forth.
EAGLE SYSTEMS INTERNATIONAL, INC.
(DBA SYNERGY COMPANIES), a Utah Corporation:
Signature
Signature
Matt dark
Printed Name
Steve Shallenber er
Printed Name
VP of Business
Develo ment
Title
\I\^IZQU
Date
President
Title Date
CFTY OF ANAHEIM, a California municipal corporation:
Signature
Dukku Lee
Printed Name
Public Utilities
General Mana er
Title Date
ATTEST
Signature
Theresa Bass
Printed Name
Ci Clerk
Title Date
APPROVED AS TO FORM:
ANAHEIM CITY ATTORNEY'S OFFICE
ignatvre
(156942)
Gloria V. Ramirez
Printed Name
De u Ci Attome 1 3r1 / 9^
Title Date
22 1
EXHIBIT A
SCOPE OF SERVICES
(1) Program administration of residential energy and water efficiency assessments, and provide a secure cloud-based software solution for program tracking; (2) Direct installation and distribution of energy and water efficiency products; (3) Direct installation of dusk-to-dawn lighting fixtures for income-qualified residents; and (4) Perform miscellaneous tasks as directed by APU related to the services sought.
Task 1: Program Administration – Residential Energy and Water Efficiency Assessments and Secure Software solution
A. Service Provider shall oversee program administration and provide a software solution tool for program tracking.
B. Service Provider shall conduct indoor energy and water efficiency surveys for up to 1,500 residential customers annually, as well as up to 1,000 outdoor water surveys for single- family and multifamily customers annually, or at a number as determined by Anaheim.
Outdoor water surveys shall be performed as applicable, either on their own or in conjunction with indoor energy and water efficiency surveys. Indoor energy and water efficiency surveys will not necessarily include an outdoor water survey if the customer chooses to opt-out.
C. Service Provider will receive access to, or copies of, confidential Anaheim customer data.
Service Provider shall execute a Confidentiality and Non-Disclosure Agreement ("CNDA") in a form approved by the City Attorney, ensuring that it will adhere to the confidentiality and security requirements of the CNDA.
Task 1.1: Billing and Reporting
A. Service Provider shall submit monthly itemized invoices to include all program services provided in the previous month, no later than the 15th day of a given month.
B. Service Provider shall provide two (2) separate monthly invoices, one (1) for electric measures and services, and one (1) for water measures and services provided, splitting program administrative costs as directed by APU.
C. Service Provider shall provide associated program service data along with the monthly invoices, in a format approved by APU, inclusive of but not limited to:
1. Electric-service activities:
a. Service call lists
b. Program activity details specified by APU
c. Date services provided
d. Customer APU electric account number
e. Customer name, customer address, customer contact information (phone and/or email address)
2 f. Building type (i.e., single family, multi-family, mobile home, commercial) g. Full name of the vendor representative that served the customer h. Retrofit or new installation
i. Services and measures provided
j. Monthly participation numbers
k. Monthly peak demand savings (kW), energy savings (kWh) l. Cumulative year—to-date participation numbers
m. Cumulative year-to-date peak demand savings (kW), energy savings (kWh), and water savings (gallons)
n. A table of the highest achievable annual and lifetime savings, per measure, from third party sources shall be included in the excel file, along with the source cited
o. All program data should be provided in a Microsoft Excel format, or other format as determined by APU
p. Invoices shall summarize the monthly data and costs, and shall be provided in Microsoft Excel, or other format, as determined by APU. q. Complaints received and resolutions undertaken
2. Water-service activities:
a. Service call lists
b. Program activity details specified by APU
c. Date services provided
d. Customer APU water account number
e. Customer name, customer address, customer contact information (phone and/or email address)
f. Building type (i.e., single family, multi-family, mobile home) g. Retrofit or new installation
h. Services and measures provided
i. Monthly indoor water efficiency survey participation numbers j. Monthly number of customers per measure received and/or installed k. Monthly water savings per measure (gallons) calculated by annual savings and lifetime savings
l. Cumulative year—to-date participation numbers per survey, and per measure.
m. Cumulative year-to-date water savings (gallons) calculated by annual savings and lifetime savings per measure
n. A table of the highest achievable annual and lifetime savings, per measure, from third party sources shall be included in the excel file, along with the source cited
o. All program data should be provided in a Microsoft Excel format, or other format as determined by APU
p. Invoices shall summarize the monthly data and costs, and shall be provided in Microsoft Excel, or other format, as determined by APU q. Complaints received and resolutions undertaken
3 D. Service Provider shall provide a software solution for program administration and provide APU the ability to download invoices and program data.
E. Service Provider shall report any electric related program updates, concerns, or questions to APU’s electric program administrator, and Service Provider shall report any water related programs updates, concerns, or questions to APU’s water program administrator.
Task 1.2: Provide and Manage a Secure Cloud-Based Software Solution Tool
A. Service Provider shall provide APU with a secure, searchable, electronic cloud-based software solution that tracks and manages customer efficiency programs, whereby APU personnel can access program data and home assessment results, inclusive of but not limited to:
1. Summary
a. Summary of monthly totals, such as number of participants, number of measures installed
b. Summary of year-to-date totals
2. Customer Interactions & Home Survey Results
a. Service Call List
b. Status of inbound and outbound calls per customer inquiry, voice messages left, notes on the status of scheduling;
c. Pending, scheduled, and completed appointments with dates and times noted;
d. Electric measures
i. Electric measures installed per month, and cumulative to-date ii. Electric services conducted per month, and cumulative to-date iii. Per month, annual, and cumulative to-date energy (kWh and kW) savings achieved from activities, noting source and/or
methodology of deemed savings values;
iv. Number of customers assisted per measure per month, and cumulative to-date per measure
e. Water measures
i. Water measures installed per month, and cumulative to-date ii. Water surveys conducted per month and cumulative to-date iii. Per month, annual, and cumulative to-date gallons savings achieved from activities (noting source and/or methodology of water savings values)
4 iv. Lifetime gallons savings achieved from activities (noting source and/or methodology of water savings values) per month, and cumulative to-date
v. For leak repairs, provide estimated water savings based on water saved per month if leak were to continue, include cumulative to- date water savings
vi. Number of customers assisted per measure per month, and cumulative to-date per measure
vii. Measures per customer per month, and cumulative to-date f. Per program participant;
g. Ability to view information in a fiscal year basis (July 1 to June 30), fiscal year to-date, per calendar year basis, and per month basis h. Energy and water use efficiency recommendations provided to program participants;
i. Ability to toggle, customize reports, and export into Microsoft Excel. j. Any available customer feedback.
3. Key Performance Indicators (KPIs)
a. Implement and maintain program and KPIs for both Electric and Water programs. Additionally, Service Provider shall provide a customer complaint tracking system. KPIs and customer complaints shall include monthly performance metrics and shall be included with monthly invoices.
KPIs shall include but not be limited to:
i. Total inbound calls received
ii. Total inbound calls that were handled by a call center representative
a. Average speed of answering calls
b. Percent of calls handled by a representative that were placed on hold, average hold time, count of calls that were placed on hold, average handle time for calls
iii. Total inbound calls that were not answered and voicemail was left a. Average time to return phone calls/messages (within a maximum of two (2) business days – per Task 1.3)
iv. Total inbound calls that were not answered and no voicemail was left
v. Total number of online requests
5 a. Average time to respond to customers (within a maximum of two (2) business days – per Task 1.3)
vi. Total number of customers requesting service
vii. Total number of customers for which services were provided. a. Total number of Electric Surveys
b. Total number of Indoor Water Surveys
c. Total number of Outdoor Water Surveys
d. Total number of surveys included herein categorized by City of Anaheim City Council Districts
viii. Total kwh and gallons per customer saved
ix. Average kwh and gallons per customer saved
x. Number of surveys received and a summary of survey results b. Implement and maintain a process for obtaining customer testimonials of positive program experience(s), where a given program participant is willing to share service visit details and pictures, providing information to APU upon request.
B. Service Provider shall utilize a platform for hosting their Software Solution in a secure cloud environment such as AWS, Azure, Google Cloud, or other.
C. APU shall have access to the software solution to download customer survey result information in an electronic format, such as Excel or .csv, approved by APU.
D. APU shall own all customer information and data within the electronic customer software solution tool.
E. Service Provider shall be responsible for implementing security controls to protect Anaheim and customer data collected and stored in the software solution. Anaheim and customer data is confidential. Service Provider shall only use this information for the contracted business purposes and shall not disclose information to unauthorized parties.
Task 1.3: Scheduling Surveys
A. Service Provider shall provide a dedicated phone number with voicemail capabilities, for APU customers to schedule surveys and to answer customer inquiries during normal business hours; Monday through Friday from 8AM - 5PM.
B. Service Provider shall provide an online appointment scheduling system. The calendar shall be available for APU to view.
C. Service Provider is responsible for responding to customers in a timely fashion (within a maximum of two (2) business days) to schedule a survey.
6 D. Service Provider shall limit customer site visits to no more than two (2) visits per customer to provide products and services as described later in Task 2. Pre-approval is required by APU for any additional site visits beyond two (2) per customer. Service Provider shall not bill for return visits.
E. Service Provider shall verify customer's status as an active APU electric and/or water customer. Customer data may be transferred through a secure file transfer protocol (SFTP) site or by other secure means.
F. Service Provider shall ensure that customer participation in the program is limited to once every five (5) years, or at a time frame designated by APU, unless significant changes have occurred at the property (e.g. home remodel, new tenant, new ownership, etc.) or program participation is authorized by APU.
G. Service Provider shall maintain a professional and well-groomed appearance, with Service Provider’s representatives wearing Service Provider’s branded collared shirts for service calls.
Task 1.4: Pre-Analysis, On-Site Survey, and Final Survey Report
Utility Bill Pre-Analysis:
A. Service Provider shall provide customers with an energy and water usage profile that compares their usage to other similar size and type of single family, multifamily, or mobile homes in Anaheim.
B. Service Provider shall develop an assessment tool that utilizes representative categories of Anaheim customer energy and water usage profiles, utilizing historical consumption data and addresses provided by Anaheim, against external data sources that at a minimum includes square footage and lot size of single-family homes, as well as number of bedrooms and bathrooms in multifamily homes. The tool will be utilized to quickly evaluate whether a customer’s annual usage is above or below the average for the type and size of home in the corresponding zip code. The assessment tool will be made available to APU.
C. Service Provider shall perform the utility bill pre-analysis, prior to the home survey, to educate the customer on how their usage compares to other similar households in the area during the home survey.
On-Site Home Energy and Water Survey:
D. Service Provider's trained energy and water efficiency specialist (“Specialist”) shall conduct a thorough room-by-room home energy and water survey for both single family and multifamily residential customers, to assess customer’s energy and water usage and existing appliances and equipment.
E. Indoor single family (1 - 4 units) surveys generally take about 1 hour to complete, while indoor multifamily (5+ units) surveys generally take about 45 minutes to complete.
7 F. The Specialist shall be required to take notes/complete the energy and water survey results while walking through the home with the customer, using an electronic device such as a laptop or tablet, and answer questions on the home’s building envelope, lighting, various energy and water appliances, measures, and occupant behaviors.
G. During the visit, the Specialist shall quantify each device’s estimated energy and water consumption and identify opportunities for enhanced water and energy use efficiency, and shall educate the customer by providing clear and actionable recommendations to save energy and water. The Specialist shall assess and quantity other devices, technologies, and behavioral habits that are present at the site, such as solar panels, battery storage systems, electric vehicle chargers, water efficient landscaping and similar sustainability efforts that generate energy, store energy, and/or avoid usage from the electrical grid and/or avoid water usage, and factor those metrics and opportunities into the report.
H. Upon completion of the survey, the Specialist shall make a determination as to whether the customer is eligible for APU’s income-qualified Weatherization Program, as well as all other utility-funded programs as specified by APU, and provide the customer with all program enrollment information needed to be eligible for participation. If the customer is deemed eligible for the income-qualified Weatherization Program, the Specialist shall coordinate follow-up verification and enrollment logistics with the customer for participation in the Weatherization Program.
I. Specialist shall eliminate redundancy in collecting data for both programs of Home Utility Check up, Weatherization Programs, and other programs.
J. If the single-family residence has irrigated landscape, the Specialist shall also conduct a thorough outdoor irrigation survey by asking the customer to run the irrigation system.
The survey shall include estimating landscaped area, determining an appropriate irrigation schedule and irrigation duration, and analysis and recommendations about the current watering schedule. Additionally, the Specialist shall check timers, sprinkler heads, micro-irrigation emitters, rotary nozzles, bubblers, and drip irrigation for leaks, breaks, malfunctions, misdirection, overspray, and inefficiencies. The Specialist shall also provide information supplied by APU about water-efficient landscaping and irrigation incentives available, including but not limited to weather-based irrigation controller distribution and installation.
K. The Specialist shall provide customers with a post-survey form or electronic on-line link to the survey that solicits customer feedback about their experience with APU programs.
Post-survey information and customer feedback shall be sent to APU.
L. The Specialist shall track and report all activities through the software solution program in a format specified by Service Provider in their response to Task 1.2 and approved by APU.
M. Surveys shall be conducted during normal business hours, Monday through Friday, including one weekend per month, between the hours of 8AM – 5PM.
N. Service Provider must provide Spanish speaking personnel for both field and office environments.
8 Final Survey Report:
A. Service Provider is expected to develop and provide a detailed energy and water use report for the customer's home, based on the customer's actual billing history.
B. The report should include energy and water savings recommendations, with actionable items that the customer can take to enhance energy and water use efficiency. The report should also refer customers to other applicable APU programs, as specified by APU.
Service Provider shall first identify the most cost-effective measures and recommend behavioral changes to help customers save energy and water.
C. The landscape survey component of the report (if applicable) will provide the customer with a recommended watering schedule and identify any repairs that may be needed to improve irrigation system efficiency.
D. Final Survey Reports shall be provided upon completion of initial survey, either via email provided by the customer (preferred mode of delivery) or through standard mail (if requested by customer). Final Survey Reports shall also be uploaded to the software solution program in a format specified by Service Provider in their response to Task 1.2 and approved by APU.
E. Upon APU request, Service Provider shall provide post-visit service updates to APU within two (2) business days with information entered in the cloud-based software solution. Post-visit service updates may include, but are not limited to, customer interaction and feedback received during service visit(s), services provided to customer, program(s) discussed during service visit(s), details of actionable items discussed with program participants during survey visit(s), information shared with customer.
F. Report results shall be offered in English and Spanish languages, as requested by APU customers.
G. Service Provider shall provide an example of the types of reports they will provide to APU customers.
Task 1.5: Participation in Public Outreach Events
A. Service Provider shall provide staffing at public outreach and special events to promote Residential Energy and Water Efficiency Surveys, as well as other programs and resources offered by APU.
B. Service Provider shall attend and work community events as requested by APU. An estimated number of events are included in the Fee Schedule.
C. Service Provider shall provide one-to -two staff personnel, as needed to attend events, which may take place on weekends and after business hours.
D. Service Provider shall schedule events as directed by APU staff.
9 E. Service Provider invoice shall specify event date, event location, number of staff participating in outreach event, and number of billable event hours. Time associated with event preparation, associated commute time, and mileage are not billable.
Task 2: Direct Installation and/or Distribution of Energy and Water Efficiency Products
During the on-site energy and water efficiency survey visit, the Service Provider shall directly install and distribute energy and water efficiency measures and products, as determined by APU within the Fee Schedule. Quantities listed in Task 2 of the Fee Schedule are estimates only.
Task 2.1 Installation and Distribution Procurement, Inventory, and Procedures
A. The Service Provider shall procure and warehouse energy and water efficiency program supplies at Service Provider’s facilities. Service Provider shall provide APU with verification of purchase orders for supplies.
B. Service Provider shall track inventory. Upon APU request, Service Provider shall provide a spreadsheet detailing current inventory.
C. Installation and/or distribution of energy and water measures shall be performed at time of scheduled home visits within Task 1. These visits shall be at the convenience of the customer during mutually agreed times, to minimize the impact on the customer.
D. Service Provider shall distribute miscellaneous literature and as provided by APU, and relevant user instructions for energy efficiency products.
E. Service Provider shall be required to follow all City Building and Safety codes and regulations pertaining to installations and obtain permits as required.
Task 2.2: Install and Distribute Energy Efficiency Products
Service Provider will provide installation and distribution of energy efficiency items and devices directly at the customer’s location, including but not limited to but not limited to, LED bulbs, power strips, and smart thermostats, at no cost to the customer. Energy efficiency items are listed in the Fee Schedule.
Task 2.3 Install and Distribute Water Efficiency Devices
A. Service Providers shall conduct on-site inspection(s) to verify installation, quantity, and determine type of water efficiency device needed to optimize water efficiency.
B. Service Provider shall distribute and/or install water efficiency devices directly at the customer’s location, including but not limited to toilet dye tab tests, aerators, showerheads, hose nozzles, toilet flappers, and weather-based irrigation controllers at no- cost to the customer, to be used in new and retrofit installations by APU customers.
Water efficiency items are listed in the Fee Schedule. Most simple devices shall be
10 installed for all customers, but certain devices shall only be installed if the customer is income qualified and distributed if the customer is not income qualified.
C. Some devices on the Fee Schedule are for potential future improvements to the program and are not to be distributed or installed at this time. The Service Provider will be informed which devices are to be made available to the customer and the service provider shall make those devices available within 30 days of being informed D. Service Provider must verify the customer qualifies for the water efficiency devices by confirming the customer participated in the home efficiency survey (including the Outdoor Water Survey where landscaping is present for single family homes).
E. Service Provider will identify and repair potable water leaks, indoor and outdoor, of up to $250 in labor and materials or up to $500 in labor and materials for income qualified customers.
F. If the single-family residence has irrigated landscape, the Service Provider’s Specialist shall provide any adjustments to irrigation controllers, sprinkler system adjustments such as spray direction, flow adjustments, and related upgrade installations to make the irrigation more efficient.
G. Service Provider shall conduct a post-inspection of distributed water efficiency device within a 30-day period of customer receiving the devices (either by photograph or in person inspection). For in person inspections, the Service Provider shall take photograph(s) for record keeping. Customer submitted photographs shall also be kept for record keeping. Service Provider shall track and follow up with customers approaching the 30-day post-inspection deadline.
H. Service Provider shall collect any distributed water efficiency devices not installed within the required 30-day period, tracking details within the monthly program activity reports sent to APU. Any collected water efficiency devices shall be inspected to ensure the product is in a new, unused condition, with all packaging materials intact. Extensions may be requested one time for an additional 30-day period.
I. Service Provider shall troubleshoot and provide quality control of installed water efficiency devices not operating correctly for up to one year after installation.
J. Service Provider shall submit monthly invoices to include all program services, and devices installed, distributed, and inspected in the previous month, no later than the 15th day of the next month, as outlined in Task 1.1 Billing.
K. Upon APU request, Service Provider shall provide post-visit service updates to APU within two (2) business days, including post-visit service updates may include, but are not limited to, customer interaction and feedback received during service visit(s), services provided to customer, program(s) discussed during service visit(s), information shared with customer.
L. Service Provider shall track program activity in response to APU-initiated direct mailings to target areas, providing program participation details that transpired from targeted mailings.
11 M. Water efficiency devices shall also be available for customer to pick up and enrollment into program at Service Provider's facilities.
Task 3: Dusk to Dawn Lighting Program
The Dusk to Dawn Lighting Program provides outdoor security lights with photocell control and motion sensors to APU’s electric utility residential and multifamily properties of 5 units or less. APU will make available, at no cost to eligible customers, energy efficiency LED fixtures to be used in new and retrofit installations by APU electric customers, and new installations with approval of APU.
Service Provider can expect to distribute and inspect approximately 1,500 light fixtures at up to 750 site locations per Term Year.
Task 3.1: Outreach and Program Administration
A. Service Provider shall verify customer's status as an active APU electric and/or water customer. Customer data may be transferred through a secure file transfer protocol (SFTP) site or by other secure means.
B. Service Provider shall track and report all activities including, but not limited to, date(s) service(s) provided, customer account number, customer name, customer address, type of fixture(s) installed, quantity of fixture(s) installed, wattage of existing light fixture(s), wattage of replacement light fixture(s), income-qualified program referrals, etc., through a secure cloud-based software solution system specified by Service Provider in their response to Task 1.
C. Service Provider shall provide program activity reports (i.e., service call lists) to APU monthly, as outlined in Task 1.
D. Service Provider shall conduct a post-inspection within a 30-day period of customer receiving the light fixture(s) (50% site visits and 50% phone verifications for residential installations, and 100% site visits for multifamily installations). Service Provider shall track and follow up with customers approaching the 30-day post-inspection deadline.
E. Service Provider shall collect any light fixtures not installed within the required 30-day period, tracking details within the monthly program activity reports sent to APU. Any collected light fixtures shall be inspected to ensure the product is in a new, unused condition, with all packaging materials intact, prior to redistribution. Extensions for the 30-day period shall be the discretion of APU.
F. Service Provider shall track inventory of collected light fixtures and associated customer base, providing details on monthly invoices/service call lists.
G. Service Provider shall troubleshoot and provide quality control within one year of installation of fixtures not operating correctly.
12 H. Fixtures may be purchased directly by APU. Service Provider shall be responsible for managing inventory, inventory storage and restocking light fixtures in specified minimum quantities.
I. Service Provider shall track inventory and notify APU when supplies are low, allowing sufficient time for re-ordering (approximately 6 weeks).
J. Service Provider shall submit monthly invoices to include all program services and fixtures installed and inspected in the previous month, no later than the 15th day of a given month.
K. Service Provider invoices and associated program services data (i.e., service call lists) shall be in a format approved by APU
L. Service Provider invoices shall capture program activity details specified by APU, as outlined in Task 1.1 Billing.
M. Service Provider shall provide data monthly in a format specified by APU that can be uploaded into APU’s internal systems.
N. Upon APU request, Service Provider shall provide post-visit service updates to APU within two (2) business days. Post-visit service updates may include, but are not limited to, customer interaction and feedback received during service visit(s), services provided to customer, program(s) discussed during service visit(s), information shared with customer.
O. Service Provider shall track program activity in response to APU-initiated direct mailings to target areas, providing program participation details that transpired from targeted mailings to APU.
Task 3.2: Fixture Distribution and On-Site Inspections
A. Service Provider shall conduct on-site lighting walkthrough for single-family and multi- family customers to determine location, quantity, and type of light fixture(s) needed to optimize and improve outdoor lighting efficiency.
B. Service Provider shall distribute fixtures directly to the customer location, either residential home or multifamily properties, per APU’s program guidelines.
C. Light fixtures shall also be available for customer to pick up and enroll into program at Service Provider's office.
Task 3.3: Direct Installation for Income-Qualified Customers
A. Service Provider shall provide installation of LED security light fixtures for electric residential income-qualified customers. The fixtures are illuminated by photocell and/or motion sensor controls to improve community safety at night. Additionally, the Service Provider shall provide pricing for new installations where prior electrical is not preset, as well as retrofits to existing light fixtures, as listed in the Fee Schedule
13 B. Service Provider can expect to install dusk-to-dawn lighting fixtures at approximately 300 income-qualified households per year. The maximum value allocated per installation will be set and approved by APU; any installations exceeding that amount will require APU’s authorization. Fixtures may be purchased directly by APU.
C. Service Provider shall verify and qualify low-income customers through an application process based on customer household income levels.
D. Service Provider shall process installation agreement forms.
E. Service Provider shall install LED fixtures in income-qualified households, as determined by APU.
F. Based upon designated income guidelines, Service Provider shall also pre-qualify and refer customers to additional income-qualified programs and resources offered by APU.
G. Service Provider shall track and report all activities, including but not limited to, date(s) service(s) provided, customer account number, customer name, customer address, type of fixture(s) installed, quantity of fixture(s) installed, wattage of existing light fixture(s), wattage of replacement light fixture(s), income-qualified program referrals, etc. through a cloud-based software solution program and format specified by Service Provider in their response to Task 1 and approved by APU.
H. Service Provider shall provide service reports and itemized invoices for completed installations to APU monthly, no later than the 15th day of a given month for prior month’s activity, as outline in Task 1.1
Billing.
I. Income-qualified installations (customer base and fixtures installed) shall be identified on invoices and service call lists, with total income-qualified customers and associated installations clearly delineated on each monthly invoice.
J. Service Provider shall be required to follow all City Building and Safety codes and regulations pertaining to installations and apply for permits as required. Permit costs will be paid by APU; Service Provider is only responsible for applying for and pulling permits.
Task 4. Miscellaneous Tasks as directed by APU
A. Service Provider shall provide miscellaneous tasks within the Scope of Services not directly mentioned above that are directed by APU, including but not limited to, miscellaneous labor fees, materials, after-hours surveys on weekdays and Saturdays, outreach events after hours and on weekends, and any additional time required for VIP customer survey assistance. Allowance to accommodate unforeseen time and materials for miscellaneous tasks is $30,000.
14 EXHIBIT B
SCHEDULE OF COMPENSATION
Task 1: Program Administration - Residential Energy and Water Efficiency Survey and Secure Cloud-Based Software Solution
Task Description Est. Annual
Quantity
Unit of
Measure
Unit Cost Annual Total
1.2 Provide and Manage a
Cloud-Based Software
Solution to Track Programs
N/A Per month $1,000.00 $12,000.00
1.3 Scheduling Surveys N/A Per month $4,000.00 $48,000.00
1.3 Pre-Analysis, On-Site
Survey, and Final Survey
Report (Single Family & 2-
4 Units Report)
750 Per Survey $169.00 $126,750.00
1.3 Pre-Analysis, On-Site
Survey, and Final Survey
Report (Multifamily >5
Units Report)
750 Per Survey $129.00 $96,750.00
1.3 Pre-Analysis, On-Site
Survey, and Final Survey
Report (Single Family
Outdoor Irrigation Survey)
1000 Per Survey $109.00 $109,000.00
1.4 Participation in Public
Outreach Events
50 Hourly Rate
Per Staff
$109.00 $5,450.00
Total
$397,950.00
15 Task 2: Direct Installation and/or Distribution of Energy and Water Efficiency Products
Task 2.1: Installation and Distribution Procurement, Inventory, and Procedures Task Description Est. Annual
Quantity
Unit of
Measure
Unit Cost Annual Cost
2.1 Procedures Tasks – no
additional fees (see Task
2.1, Exhibit A – Scope of
Services)
N/A N/A N/A N/A
Task 2.2: Install and Distribute Energy Efficiency Products Task Description Est. Annual
Quantity
Unit of
Measure
Unit Cost Annual Cost
2.2.1 LED Bulbs 2500 Per Bulb $7.95 $19,875.00
2.2.2 Smart Automatic Power
Strips
200 Per Unit $99.95 $19,990.00
2.2.3 Smart Thermostat 200 Per Unit $399.00 $79,800.00
2.2.4 A/C Tune-Up (refrigerant &
airflow)
200 Per Ton $132.50 $26,500.00
2.2.5 Attic Insulation (up to R-38) 25000 Per Square
Foot
$2.19 $54,750.00
2.2.6 Duct Seal and Test 200 Per HVAC
System
$398.00 $79,600.00
Total
$280,515.00
Task 2.3 Install and Distribute Water Efficiency Devices Task Description Est. Annual
Quantity
Unit of
Measure
Unit Cost Annual Cost
2.3.1 Kitchen Swivel Aerators
(1.5 gpm) Installed
400 Per Unit $8.98 $3,592.00
2.3.2 Faucet Aerators (0.5, 1.0,
and 1.5 gpm) Installed
600 Per Unit $7.98 $4,788.00
2.3.3 Low Flow Shower Heads
(1.25, 1.5 gpm) Installed
500 Per Unit $29.50 $14,750.00
16 2.3.4 Toilet Repair kits Installed 50 Per Unit $29.50 $1,475.00
2.3.5 Dye Tab Test Distributed 1000 Per Test $19.95 $19,950.00
2.3.6 Outdoor Hose Nozzles
Distributed (inspection not
necessary)
200 Per Unit $19.50 $3,900.00
2.3.7 Leak Repair Income
Qualified Not to Exceed
$500
200 Per Repair $395.00 $79,000.00
2.3.8 Leak Repair Not to Exceed
$250
200 Per Repair $245.00 $49,000.00
2.3.9 High Efficiency Sprinkler
Nozzles Distributed
500 Per Unit $29.50 $14,750.00
2.3.10 High Efficiency Sprinkler
Nozzles Installed
500 Per Unit $49.50 $24,750.00
2.3.11 Weather Based Irrigation
Controller Orbit B-Hyve 4
Station Distributed
100 Per Unit $295.00 $29,500.00
2.3.12 Weather Based Irrigation
Controller Orbit B-Hyve 8
Station Distributed
100 Per Unit $349.00 $34,900.00
2.3.13 Weather Based Irrigation
Controller Installed Orbit B-
Hyve 4 Station
100 Per Unit $409.00 $40,900.00
2.3.14 Weather Based Irrigation
Controller Installed Orbit B-
Hyve 8 Station
100 Per Unit $489.00 $48,900.00
2.3.15 Flow Monitoring Device
Distributed
100 Per Unit $425.00 $42,500.00
2.3.16 Flow Monitoring Device
Installed
100 Per Unit $575.00 $57,500.00
2.3.17 Wholehouse Pressure
Reducer Distributed
100 Per Unit $299.00 $29,900.00
2.3.18 Wholehouse Pressure
Reducer Installed
100 Per Unit $499.00 $49,900.00
17 2.3.19 Water Efficiency Device
Distribution (device/s
supplied by APU)
400 Per Unit $45.00 $18,000.00
2.3.20 Water Efficiency Device
Inspections
400 Per
Inspection
$125.00 $50,000.00
Total
$617,955.00
Task 3: Dusk to Dawn Lighting Program
Task Description Est. Annual
Quantity
Unit of Measure Unit Cost Annual Cost
3.1 Outreach and Program
Administration
N/A Per Month $1,000.00 $12,000.00
3.2 Fixture Distribution and On-
Site Inspections (Single
Family & 2-4 Units)
500 Per Premise Site $99.00 $49,500.00
3.3 Fixture Distribution and On-
Site Inspections (Multifamily
(>5 Units)
250 Per Premise Site $99.00 $24,750.00
3.4 Direct Installation for
Income-Qualified Customers
(Per Fixture; Retrofit)
300 Per fixture $89.50 $26,850.00
3.5 Direct Installation for
Income-Qualified Customers
(Per Fixture; New Install)
50 Per fixture $99.50 $4,975.00
Total
$118,075.00
Line Items Description Cost
Tasks 1-3 Total Annual Program
Costs (excluding Task 4)
$1,365,220.00
18 Task 4: Miscellaneous Tasks as Directed by APU
Task Description Unit of Measure Unit Cost
4 Miscellaneous Tasks - Fixed
Cost
Annual $30,000.00
Grand Total per Term Year:
Tasks 1- 4
$1,395,220.00