Glendale City Council
November 15, 2022

City of Glendale
G

LENDALE WATER & POWER

REQUEST FOR PROPOSALS
FOR

DEVELOPING A PLAN TO INCREASE

SOLAR PENETRATION AND DEVELOP

ADDITIONAL DISTRIBUTED ENERGY

RESOURCES (DER)
D
ecember 1, 2022
EXHIBIT 1
City of Glendale Plan to Increase Solar and DER

2 Contents
I. INTRODUCTION ............................................................................................................................................ 3 A. SERVICES REQUESTED ............................................................................................................................................ 3 B. DEFINITIONS AND ACRONYMS ................................................................................................................................. 3 C. TERM OF SERVICES AND CONTRACT ......................................................................................................................... 5 D. MANDATORY QUALIFICATIONS................................................................................................................................ 5 E. CALIFORNIA CONTRACTOR LICENSE .......................................................................................................................... 5 F. PROPOSAL SECURITY ............................................................................................................................................. 6 G. PERFORMANCE ASSURANCE ................................................................................................................................... 6 H. INSURANCE ......................................................................................................................................................... 6 I. PROPOSER’S INDEMNIFICATION OF THE CITY .............................................................................................................. 6 J. ABOUT THE CITY OF GLENDALE ............................................................................................................................... 7 II. RFP PROCESS ................................................................................................................................................ 9 A. ANTICIPATED SCHEDULE OF EVENTS ......................................................................................................................... 9 B. RFP DISTRIBUTION; INTERESTED PROPOSER REGISTRATION ........................................................................................ 10 C. OPTIONAL PROPOSER CONFERENCE ....................................................................................................................... 10 D. PROPOSAL DEADLINE AND PROPOSAL SUBMISSION ................................................................................................... 10 E. INTERIM INQUIRIES AND RESPONSES; INTERPRETATION OR CORRECTION OF RFP ............................................................ 11 F. ADDENDA ......................................................................................................................................................... 12 III. GENERAL REQUIREMENTS AND INSTRUCTIONS .......................................................................................... 12 A. EXAMINATION OF DOCUMENTS ............................................................................................................................. 12 B. PROPOSER’S REPRESENTATIONS IN THE RESPONSE .................................................................................................... 12 C. WITHDRAWAL, CANCELLATION, OR MODIFICATION OF A PROPOSAL ............................................................................. 13 D. PROPOSAL PREPARATION EXPENSES ....................................................................................................................... 14 IV. PROPOSAL CONTENT AND FORMAT ........................................................................................................... 14 A. USING THE ATTACHED PROPOSAL FORMS ............................................................................................................... 14 B. IDENTIFYING PROPRIETARY INFORMATION; PUBLIC RECORDS ACT ................................................................................ 14 C. SIGNATURE(S) ................................................................................................................................................... 15 D. PROPOSAL RETENTION ........................................................................................................................................ 15 V. METHOD OF SELECTION .............................................................................................................................. 15 A. BASIS FOR AWARD AND EVALUATION CRITERIA ........................................................................................................ 16 B. SELECTING A PROPOSER ....................................................................................................................................... 16 C. CITY’S RESERVATION OF RIGHTS ............................................................................................................................ 16 VI. AWARD OF CONTRACT ............................................................................................................................... 17 VII. LETTER OF OBJECTION; PROCEDURES ..................................................................................................... 18 APPENDIX A – SCOPE OF SERVICES ...................................................................................................................... 20 A. OBJECTIVES ....................................................................................................................................................... 21 B. STATEMENT OF WORK ........................................................................................................................................ 21 C. REPORTING ....................................................................................................................................................... 21 APPENDIX B – INSURANCE REQUIREMENTS ......................................................................................................... 22 APPENDIX C – FORM OF CONTRACT ..................................................................................................................... 29 APPENDIX D – PROPOSAL FORMS AND DETAILED INSTRUCTIONS ....................................................................... 72

City of Glendale Plan to Increase Solar and DER

3 I. Introduction
A. Services Requested
Under this Request for Proposals (“RFP”), t he City of Glendale, through its utility department, Glendale Water & Power (“GWP” or “City”) is soliciting Proposals from suitably qualified proposers (“Contractor”) for the following three categories of services.

The City may award each category of services separately, or as one contract. Consultant shall specify in the proposal which category(ies) the consultant is proposing on:

Category 1: Develop a plan to achieve the goal of having at least 10% of GWP customers adopt solar and energy storage systems by 2027, and to develop additional demand management measures, with a minimum total peak dispatchable and peak-load-reducing capacity of 100 MW.

Category 2: Calculate the estimated dispatchable capacity and demand reduction that can be achieved through the plan developed in Category 1.

Category 3: Complete an analysis of the benefits and cost of t he plan developed in Category 1. The analysis must include: direct and indirect economic benefits and costs, as well as environmental, societal, and other noneconomic benefits and costs; and direct and indirect impacts to low- and moderate-income househol ds. If the analysis concludes any negative impact, the consultant shall include program options to mitigate the impact.

A potential Proposer should read this document in its entirety before preparing and submitting a Proposal.

B. Definitions and Acronyms
In this RFP, the following words and phrases have the meaning ascribed to them below:

• Agreement / Contract The entire and integrated written agreement between the City and the Contractor that takes the place of prior
negotiations, representations, or agreements, either
written or oral.
• Best and Final Offer
(BAFO)
The City may request a BAFO from finalists at any time
in its sole discretion. If implemented, the BAFO process will allow Proposals to make final adj ustments or clarify their Proposal and/or submit revised pricing. The City will provide further instructions if and when a BAFO process is implemented. Proposers are cautioned that the BAFO
process is optional and may not be implemented, and
Proposers should therefore not assume they will have an opportunity to amend Proposals or pricing after
submittal.

City of Glendale Plan to Increase Solar and DER

4 • Capacity Unless otherwise specified in the RFP, capacity refers to the maximum electrical output a DER generates into the
GWP distribution grid during Critical Load Hours . For
DERs that are load- shifting or load-
shedding, capacity
refers to the maximum electrical demand reduction that
is achieved in the GWP distribution grid during Critical Load Hours.
• City The City of Glendale. Depending on the context in which it is used, the term City also may refer to:
 The geographic area known as the City of Glendale; or  A person whom the City of Glendale employs or uses
and who is authorized to represent the City of Glendale in matters concerning the Project.
 City of Glendale, through its utility department, Glendale Water and Power (“GWP”).
• City Project Manager The City ’s designated representative for all issues related to the Project.
• Contractor The selected Proposer(s) to whom the City has awarded a Contract for the Project.
• Critical Load Hours Typically between 3:00 PM and 9:00 PM on Weekdays and Weekends
• DER Distributed Energy Resources refer to the categories of resources solicited by this RFP.
• Dispatchable This means the aggregated resource can be programmed to adjust the power output supplied to the
GWP electrical grid on demand.
• Interested Proposer A Proposer who has submitted a Notice of Intent to Submit Proposal with the City by the deadline specified in the Anticipated Schedule of Events set forth in Section II(A) of this RFP.
• Project The entire Services described in this RFP. Services may constitute the whole or a part of the Project.
• Proposal The documents and other items that a Proposer submits in response to this RFP.
• Proposal Deadline The date and time by which the hard copy Proposal must be received by the City, as specified in the Anticipated Schedule of Events set forth in Section II(A) of this RFP. • Proposer The person, entity, or organization that submits a Proposal in response to this RFP.

City of Glendale Plan to Increase Solar and DER

5 • RFP This Request for Proposals and all of its attachments, including documents and other i tems from the City and
relevant third parties.
• Services The work, labor, tasks, operations, activities, materials, supplies, equipment, deliverables, duties, and obligations described in this RFP; and required by, and reasonably
inferable from, the Contract — whether completed or
partially completed.
• Subcontractor A contractor, supplier, vendor, person, entity, or organization whom Contractor hires, employs, or uses
on Contractor ’s behalf to provide, perform, or fulfill a portion of the Services.

• Total Price Proposal
Amount
Aggregate sum of the proposal from Section E of Form
1 – Fee Schedule. In case of a discrepancy between unit prices and Total Price Proposal Amount, the Total Price Proposal Amount controls.

C. Term of Services and Contract
The plan must meet the goal of having at least 10% of GWP customers adopt solar and energy storage systems by December 31, 2027, and provide for development of additional demand management measures, with a minimum total peak dispatchable and peak-load-reducing capacity of 100 MW by December 31, 2027.

D. Mandatory Qualifications
To be eligible to perform the Services , a Proposer must meet the minimum qualification requirements, which the City will determine from the Proposer ’s Qualification Statement.

The Proper’s Qualification Statement is contained in the City ’s Proposal Forms which accompany this RFP (APPENDIX D). As part of the Proposer’s Qualifications Statement, the Proposal must provide satisfactory evidence that:

1. The Proposer has successfully completed at least two similar projects; each comparable in scope and scale to that proposed in the Proposal, within five (5) years before the Proposal Deadline and with a dollar value equal to or in excess of the Proposal submitted for this Project.

For Proposals submitted by a joint venture or consortium, the proposing entity must submit the qualifications of each member of the joint venture. The City will consider the combined experience of the members of the joint venture or consortium for purposes of evaluating the Proposer’s qualifications.

Proposers who do not meet the minimum requirements indicated will be deemed non- responsive and excluded from further evaluation.

E. California Contractor License
City of Glendale Plan to Increase Solar and DER

6 N/A.

F. Proposal Security
N/A.

G. Performance Assurance
N/A.

H. Insurance
At its expense, the successful Proposer must obtain and maintain insurance, while the Contract is in effect, that fully meets the requirements of, and contains provisions entirely consistent with, all of the City’s “Insurance Requirements,” which are noted in APPENDIX B (“Insurance Requirements”). Evidence of the insurance coverages will need to be in place before a Contractor starts performing the Services. A Proposer must be prepared to meet all City Insurance Requirements (at no cost to the City), if the Proposer is awarded a Contract. The City will require certificates of insurance and additional insured endorsements when the successful Proposer submits a signed Contract to the City.

For proposals that will utilize property not owned by the Proposer, the proposal shall also describe what insurance coverage or warranties that the Proposer will afford the property owner.

Before a Proposer submits a Proposal:
• A Proposer must give to its insurance company, or insurance agent, the “Insurance Requirements” in this RFP and the proposed Contract; • The insurance company’s underwriter or agent then must complete the “Insurance Requirements Affidavit” (contained in APPENDIX D) which states that the insurer’s underwriter or agent will furnish the City with the required insurance documents within fourteen (14) calendar days after the Proposer’s having been notified of the Contract’s award; and
• The Proposer must submit the “Insurance Req uirements Affidavit” with its Proposal. The City may reject any Proposal made without this affidavit, or made with an incomplete affidavit form.

I. Proposer’s Indemnification of the City
At its expense, a Proposer agrees to indemnify, defend, and hold harmless the City and its officers, agents, employees, and representatives from and against any and all liability, suits, actions, proceedings, judgments, claims, demands, liens, losses, damages, costs, and expenses (including attorneys’ fees, litigation, arbitr ation, mediation, appeal expenses) if a dispute, lawsuit, or other proceeding arises out of any one or more of the following (i) Proposer’s submitting the Proposal; (ii) t he City’s accepting a Proposer’s Proposal; or (iii) the City’s awarding a Contract to one or more Proposers pursuant to this RFP, or state, federal, or local laws.

City of Glendale Plan to Increase Solar and DER

7 J. About the City of Glendale
Glendale is the fourth largest city in Los Angeles County, has a current population of approximately 203,000 residents, and spans approximately 30.6 square miles.

The City incorporated on February 16, 1906, and as a Charter city, Glendale voters determine how the city government is organized and governed. A Council-Manager form of government manages Glendale. Five council members are elected at large to serve 4-year terms. Each year Council selects one member to serve as Mayor. The City Manager serves as the Chief Executive Officer.

The City’s Mission Statement is:

The City of Glendale delivers exceptional customer service through precision execution and innovative leadership.

As a premier City anchored in pride of civic ownership, Glendale’s success is realized through a community that is safe, prosperous, and rich in cultural offerings. The City accomplishes its mission and realizes its vision by providing emphasis on: fiscal responsibility; exceptional customer service; economic vibrancy; informed & engaged community; safe & healthy community; balanced, quality housing; community services & facilities; infrastructure & mobility; arts & culture; sustainability.

Glendale prides itself on the quality of services it provides to the community. As a full - service City, each of the 14 departments strives to provide the highest quality of service to Glendale resident s, businesses, and visitors. These departments include:

Administrative Services ; City Attorney ; City Clerk ; Community Development ; City Treasurer ; Community Services & Parks; Fire; Glendale Water & Power ; Human Resources; Information Services; Library, Arts & Culture; Management Services; Police; and Public Works.

Glendale is fully supportive of ensuring a clean energy future for its citizens. On August 16, 2022, resolved the following through Resolution No. 22-125:

• The City Glendale intends to maximize the use of clean and renewable energy to serve Glendale’s energy needs.

• It is the policy of the City of Glendale that future investments in equipment and infrastructure to produce electricity to serve the needs of the City and utility customers will to the maximum extent possible be in clean, renewable, or non- carbon-emitting resources excluding renewable biofuels not already permitted or approved.

• The City of Glendale intends to achieve 100% clean, renewable, or non- carbon- emitting energy excluding renewable biofuels not already permitted or approved, by no later than 2035.

City of Glendale Plan to Increase Solar and DER

8 • The City of Glendale intends to adopt policies and practices designed to reach a goal of having at least 10% of GWP customers adopt solar and energy storage systems by 2027, and develop additional demand management measures, with a minimum total peak dispatchable and peak-load-reducing capacity of 100 MW.

Glendale Water & Power

Glendale Water & Power is the City of Glendale’s water and electric utility, serving over 34,000 water and 88,000 electrical customers. GWP’s annual retail electrical load obligation is approximately 1 million MWHs . GWP’s peak load of 346 MW occurred in September 2017. The peak load is expected to grow with electrification of buildings and increased electric vehicles.

GWP is facing the retirement and planned demolition of its largest generation asset, the Grayson Power Plant located within the City of Glendale. The retirement of Grayson’s aging units provides GWP with a unique opportunity to shift to cleaner alternatives to power the City. GWP seeks to supply reliable and affordable energy in a sustainable manner. On February 15, 2022, the City Council adopted an Environmental Impact Report for the proposed Grayson Repowering Project. The City Council approved a plan to replace all but one ( 1) of the power plant’s generating units with a large- scale battery energy storage system (“BESS”) (with a 50 MW/2 00 MWh BES S to be installed in the near t erm, and an additional 25 MW/10 0 MWh BESS to be added in future years).

Additionally, the City is planning for the addition of up to five (5) reciprocating internal combustion engines (“RICE”), with a total capacity of 93 MW. The final decision on whether and how many RICE engines will be installed will be made by the end of calendar year 2022.

GWP is fully supportive of the City’s clean energy future, and is fully committed to developing policies and programs to realize such.

On May 22, 2022, GWP released an RFP seeking local clean energy resources to supplement and potentially replace the need for some or all the RICE engines at the Grayson Power Plant. That RFP seeks up to 50 MW in reliable, affordable, and achievable clean energy solutions to help meet the City’s energy and capacity needs. Because the City’s transmission lines are very constrained, that RFP seeks local clean energy resources that can deliver energy, energy savings, storage, and/or capacity to Glendale without utilizing GWP’s limited transmission resources. GWP expects to complete this RFP process and select one or more projects by December 2022.

GWP has provided a variety of low-income, energy efficiency, renewable energy, and research, demonstration since 1999. These programs have been funded through a non-bi-passable public benefits charge on electric bills. Please refer to https://www.glendaleca.gov/government/departments/glendale-water-and-power

for a list of GWP’s current programs. Additionally, reports containing annual results for GWP and other municipal utilities can be found at:

1 Unit 9, the newest power plant Unit, will be retained.

City of Glendale Plan to Increase Solar and DER

9 https://www.glendaleca.gov/government/departments/glendale-water-and- power/reports-plans/gwp-annual-energy-efficiency-program-results.

On July 18, 2022, GWP hired a consultant to review its current low -income, energy efficiency, renewable energy, and research, development and demonstration program portfolio with the purpose of analyzing the potential for increased energy efficiency (EE), load management (LM), and distribute energy resources (DERs) to augment the GWP power system, with special emphasis in the following areas:
a. GWP in Focus: Review of GWP’s current programs in the “Big Three:” Energy Efficiency, Load Management, and Distributed Energy Resources.

What’s the current portfolio look like? What analyses, if any, have been done? What incentives does GWP offer? Are there any pertinent or special rates for the “big three?” Is GWP meeting its targets in each customer segment? What are those targets? Can they be increased? This project will also look back. What’s been tried in the past? What lessons can we learn? What can be revisited? What innovative ideas does staff have for enhanced programs moving forward?
b. California Munis in Focus: Examine the programs and services being offered by other California municipal utilities. Are there opportunities to “piggyback” on contacts with select vendors, streamlining the ti meline for deployment. Also included the work plan is an investigation of Community Choice Aggregators’ programs and services.
c. California IOUs: Less relevant, but still certainly worthy of examination, are the utility programs. What incentives are being offered? Rates? What technologies are in focus? What can be imported from Edison, from PG&E, from SDG&E to support GWP’s programs?
d. National / International: Look at European program designs. What’s going on in leading European cities that Glendale can effectively emulate? Are there building standards from Asia that might inform Glendale’s standards? What are the barriers to implementing such building standards in Glendale and how such barriers can be overcome?
e. Special V2G Investigation: Is there an opportunity to develop a vehicle- to- grid programs(V2G) pilot program? How far off is this technology? Can GWP attract a vendor and become the West Coast site for a pilot program? Can GWP provide incentives to become the leading V2G municipal utility?

This report is expected to be completed in December 2022.

II. RFP Process
A. Anticipated Schedule of Events
The following is the anticipated schedule of events for this RFP. GWP reserves the right to modify the schedule of events as needed, in its discretion:

City of Glendale Plan to Increase Solar and DER

10 B. RFP Distribution; Interested Proposer Registration A prospective Proposer may receive this RFP by mail, e- mail, in person or online at www.GlendaleWaterAndPower.com. Distribution of the RFP in no way represents the City’s acceptance of a Proposer’s qualifications, reputation, or ability to perform the Services.

Interested Proposers are requested to submit an email to [email protected]
by the date and time specified in the Anticipated
Schedule of Events set forth in the Section II(A) of this RFP, to be added to the list of Interested Proposers.

C. Optional Proposer Conference
An Optional P roposer Conference will be held on the date and t ime specified in the Schedule Events (Section II(A) of this RFP) via an online platform (Webex or MS Teams; details to be announced). The Optional Proposer Conference is open to Proposers and their representatives (including subcontractors) only.

The purpose of this conference is to ensure that Proposers have adequate information to respond fully and comprehensively to the City’s requirements. During the conference, City staff will discuss with prospective Proposers the objectives of the RFP and w ill answer questions arising from Proposers’ initial review of this RFP. Before the conference takes place, Proposers should review the RFP thoroughly and should be familiar with its content, as well as the City’s functional and technical requirements.

D. Proposal Deadline and Proposal Submission
The City must receive the Proposal on or before the date and time of the Proposal Deadline specified in the Anticipated Schedule of Events set forth in Section II(A) of this RFP. A Proposal received after the Proposal Deadline will be considered non- responsive and the City will return the Proposal, unopened.

DATE EVENT RESPONSIBILITY
December 1, 2022 RFP Distribution City
January 1, 2023 Submit Notice of Intent to Submit Proposal (optional) Proposer TBD Optional Proposer Conference City
January 27, 2023 Last Day to Submit interim Questions Proposer February 3, 2023 Proposal Deadline, No Later Than 5:00 PM Proposer February 2023 City Reviews Proposals for Completeness City February 2023 Panel Reviews Proposals City
March 2023 Short-listed Candidate Interviews City
March 2023 Final Candidate(s) Announced City
March 2023 Last Day to Object to RFP or Evaluation Process Proposer May 2023 Contract Award (City Council approval) City
City of Glendale Plan to Increase Solar and DER

11 A Proposal must be submitted on the attached Proposal Form package. Oral, telephonic, facsimile, or electronically transmitted (email) Proposals are invalid and the City will not accept or consider them.

A Proposer must submit two (2) printed Proposal documents (consisting of 1 original and 1 copy ), plus one electronic copy on a USB flash drive , in a sealed, clearly labeled envelope (or box). A Proposal may be delivered by mail or in person.

The Proposal must be clearly marked “DEVELOPING A PLAN TO INCREASE SOLAR

PENETRATION AND DEVELOP ADDITIONAL DISTRIBUTED ENERGY RESOURCES (DER)” and addressed to:

Glendale Water & Power
Attention: Mark Young, General Manager, GWP
141 N. Glendale Ave., 4
th Floor, Room 450
Glendale, CA 91206

E. Interim Inquiries and Responses; Interpretation or Correction of RFP
If a Proposer has any question about this RFP, the proposed Contract, or the Scope of Services― or if a Proposer finds any error, inconsistency, or ambiguity in the RFP, or the proposed Contract, or both― the Proposer must make a “Request for Clarification” before submitting its Proposal.

The Proposer must submit any Request for Clarification in writing to:
[email protected]

The City must receive the Request for Clarification on or before the date and time of the “Last Day to Submit Interim Questions” specified in the Anticipated Schedule of Events set forth in Section II(A) of this RFP.

If necessary, the City will make clarifications, interpretations, corrections, or changes to the RFP, or the proposed Contract, or both, in writing by issuing Addenda, as described in Section II (F) (below). A Proposer must not rely upon, and the City is not bound by, purported clarifications, interpretations, corrections, or changes to the RFP and the proposed Contract, that are made verbally or in a manner other than a written advisory from the City.

Contact with City Commissioners and City Councilmembers , City Council Candidates is strictly prohibited. Proposers (actual or potential) and their team are prohibited from contacting any members of a City of Glendale Commission, Glendale City Council, or a City Council candidate regarding this procurement from the date of RFP advertisement through the date of execution of the contract . Any violation of the requirements set forth in this Section may constitute grounds for immediate disqualificati on of the offending firm from participation in this procurement.

City of Glendale Plan to Increase Solar and DER

12 F. Addenda
The City will issue Addenda in writing only. The City will make reasonable ef forts to deliver Addenda to all entities who have timely registered as Interested Proposers.

Addenda will also be posted on the GWP website, www.GlendaleWaterAndPower.com.

At any time before the Proposal Deadline, (specified in Section II(A) of this RFP), the City may issue Addenda withdrawing the RFP or postponing the Proposal Deadline. However, if any Addenda results in a material change to this RFP, or the proposed Contract, or both, the City will extend the Proposal Deadline by not less than seventy-two (72) hours.

The City will treat t ransmittal of Addenda to Interested Proposers by e-mail and posting of the Addenda at www.GlendaleWaterAndPower.com
as sufficient notice of the changes
made by the City.

III. General Requirements and Instructions
A. Examination of Documents
Before submitting an RFP Response, a Proposer must:
• Thoroughly examine the RFP. A thorough review of this RFP is critical to obtaining an in-depth understanding of the requirements of this RFP. • Make all necessary investigations, examine documents, and understand the Scope of Services (APPENDIX A), and the requirements specified in this RFP , and the requirements of laws and regulations applicable to the Proposer and Proposal.

• Be able to furnish the City with valid i nsurance forms (including insurance certificates and additional insured endorsements) in compliance with the Insurance Requirements described in APPENDIX B.

B. Proposer’s Representations in the Response
By submitting a Proposal, a Proposer represents that:
• The RFP is sufficient in scope and detail to indicate and convey reasonable understanding of all requirements, terms, and conditions for performance of the Services required in this Project;
• The Proposer has exercised all necessary due diligence in making investigations and inquiries, examining documents, and inspecting sites, facilities, and requirements for this Project;
City of Glendale Plan to Increase Solar and DER

13 • The Proposer is ful ly familiar with — and has fully considered — all facts, conditions, circumstances, and matters that may affect, in any way, the Proposer’s proposal or costs;
• The Proposal is an irrevocable offer for a period of at least one hundred eighty (180) calendar days following the Proposal Deadline; and • The Proposer is, and will be, in compliance with the RFP’s requirements, terms, and conditions.

C. Withdrawal, Cancellation, or Modification of a Proposal Before the Proposal Deadline:

A Proposer may withdraw and then modify a Proposal, by giving written notice, signed by the Proposer. A withdrawal request must be addressed as follows and delivered to:

Glendale Water & Power Administration
Attention: Mark Young, General Manager GWP
141 N. Glendale Ave., 4
th Floor, Room 450
Glendale, CA 91206

For a withdrawal to become effective, the City must receive the Proposer’s written request for withdrawal before the Proposal Deadline. The City will not accept or consider a Proposer’s verbal, telephonic, facsimile, or email request for modification or withdrawal of a Proposal.

If a Proposer withdraws its Proposal, the withdrawal will not pr ejudice the Proposer’s right
to submit a new Proposal, if the new Proposal is submitted: (a) in accordance with the RFP’s requirements, and (b) before the Proposal Deadline.

After the Proposal Deadline:

A Proposer must not withdraw, cancel, or modify its Proposal for a period of at least one hundred eighty (180) calendar days following the Proposal Deadline specified in Anticipated Schedule of Events set forth in the Section II(A) of this RFP, subject to the exception described in the next paragraph below. The City may extend the 180 -day period upon the City’s written request and upon the affected Proposers’ written approval.

The City may allow a Proposer to withdraw or cancel a Proposal no later than five (5) days after the Proposal Deadline, if the Proposer establishes, to the City’s satisfaction, that all of the following circumstances exist:

1. The Proposer made a mistake in its Proposal;

2. Within five (5) days after the Proposal Deadline , the City receives from the Proposer written notice of the mistake and the notice specifies in detail how the mistake occurred;

3. The mistake made the Proposal materially different from what the Proposer had intended it to be; and

City of Glendale Plan to Increase Solar and DER

14 4. The mistake was made in filling out the Proposal and was not due to error in judgment, or carelessness in reading the RFP or the proposed Contract.

D. Proposal Preparation Expenses
Expenses for developing the RFP response are entirely the responsibility of the Proposer and are not chargeable to the City in any manner. The City is not liable for any pre- contractual expenses, which are defined as expenses incurred by the Proposer in:
• Preparing its Proposal in response to this RFP.
• Negotiating with the City any matter related to the Proposal. • Any other expense incurred by the Proposer be fore the date of award of the Contract for this RFP.

IV. Proposal Content and Format
A. Using the Attached Proposal Forms
The “Proposal Forms” and additional instructions on the proposal content are set forth in this RFP in APPENDIX D. A Proposer must submit its Proposal only on those forms and by providing such supplemental information as required by the RFP. With its Proposal, the Proposer must submit various attachments and additional information as described in the Proposal Forms. For electronically submitted documents, all Excel spreadsheets must be submitted in native format.

The Proposer must fill in the blanks on the Proposal Forms, using a software forms filler or printing legibly in ink. When answering the Proposal Forms’ questions, the Proposer must furnish pertinent and relevant information rather than merely provide promotional facts or materials. The Proposer must respond to the Proposal Forms’ questions with all applicable information, in order for the City to consider the Proposal as “responsive.”

If a Proposer fails to provide the information that the forms require, fails to return all the forms, or fails to submit the required attachments, the City may treat the Proposal as “non-responsive.”

The Proposer must place initials next to all interlineations, alterations, and erasures on the Proposal Forms.

The Proposer must not modify or qualify the Proposal Forms in any manner.

Unauthorized conditions, exemptions, limitations, or provisions attached to a Proposal will render it informal and may cause its rejection.

A consultant may submit a proposal for one, two or all three categories outlined in Appendix A – Scope of Services.

B. Identifying Proprietary Information; Public Records Act City of Glendale Plan to Increase Solar and DER

15 A Proposer must identify , and list all copyrighted material, trade secrets, or other proprietary information (“protectable documents”) that the Proposer included in its Proposal which the Proposer believes should be exempt from disclosure under California’s Public Records Act, Government Code Section 6250, et seq.

By listing the documents, the Proposer agrees to indemnify, defend, and hold harmless the City and its officers, agents, employees, and representatives from and against any action, claim, lawsuit, or proceeding, including costs and expenses, arising out of or connected with the City’s refusal to disclose the protectable documents to any party making a request for those items.

The City will treat any Proposer, who fails to identify documents that the Proposer believes should be exempt from disclosure, as having waived its right to an exemption from disclosure, as the Public Records Act provides.

C. Signature(s)
The person or persons legally authorized to bind the Proposer to the RFP must sign the Proposal in ink. The individuals signing the Proposal must represent that they are authorized to bind the Proposer’s legal entity.
• A corporation must execute the Proposal by its duly authorized officer(s) in accordance with its corporate bylaws.
• A partnership must execute the Proposal by all its partners. After each signature, each partner must list a residential address or the firm ’s address, either of which must include the state, zip code, and telephone number. • If the Proposer is a joint venture consisting of a combination of any of the above entities, each entity in the joint venture must sign the Proposal. • An individual signing a Proposal as an agent of another , or others must attach to the Proposal evidence of that person’s legal authority to sign on behalf of another or others.

D. Proposal Retention
All Proposals and other material submitted become the property of the City and may be returned only at the City’s option. Selection or rejection of the Proposal does not affect this right.

V. Method of Selection
All Proposals received on time will be opened, in a non -public setting, on the date specified in the Anticipated Schedule of Events set forth in Section II(A) of this RFP .

Proposals will first be reviewed to ensure compliance with the terms of this RFP. Non- compliant or non-responsive Proposals may be rejected. The City will then evaluate the Proposals in accordance with the criteria listed below.

City of Glendale Plan to Increase Solar and DER

16 A. Basis for Award and Evaluation Criteria
The City will conduct an initial review of all proposals for responsiveness and compliance with minimum and mandatory requirements on a pass/ fail basis. Proposals that satisfy the initial review will be evaluated and scored on the criteria listed below. Each criterion has a maximum allowable percentage.

The City may investigate the qualifications of a Proposer under consideration, require confirmation of information furnished by the Proposer, and call upon the Proposer to provide additional information or evidence of the Proposer’s qualifications for the Services described in this RFP.

B. Selecting a Proposer
Proposals with be reviewed and evaluated by a panel comprised of City staff familiar with the subject matter of the Project. In addition, the evaluation panel may include such outside public sector or academic community expertise as deemed desirable by the General Manager or City Manager. The panel will make a recommendation to the General Manager, the City Manager and/or the City Council.

All short-listed proposers shall attend a mandatory oral interview. Short-listed Proposers will be contacted via email to schedule the interview. Failure to attend the mandatory interview will result in rejection of the Proposal as non-responsive.

If the City Council approves a Proposal or Proposals for further consideration, GWP will begin work with the selected Proposer(s) to implement the proposed project.

The City Council must approve any award(s) of Contract to successful Proposer(s) and no rights or obligations begin under an award until the approval is secured and all parties have duly signed a Contract.

C. City’s Reservation of Rights
WEIGHT
25%
20%
20%
20%
15%
Reasonableness and quality of the proposal
Proposal cost
Ability to meet proposed schedule and budget estimates

CRITERIA COMPONENT
Proposer’s qualifications and experience
Proposed methodolgy/approach to be used in the development of the benefit-cost analysis
City of Glendale Plan to Increase Solar and DER

17 This RFP and the proposal evaluation process do not:
• Obligate the City to accept or select any Proposal; or • Constitute an agreement by the City that it will actually enter into a C ontract with any Proposer.

When it best serves the City’s interests, the City may do any one or more of the following:
• Reject any Proposal or all Proposals at its sole discretion. • Extend the deadline for accepting Proposals.
• Accelerate the pace of the RFP process if only one or a limited number of Proposals are received.
• Waive any or all information, defects, irregularities, or informalities in a Proposal. • Accept amendments to Proposals after the Proposal Deadline. • R evise, change, or amend the RFP’s evaluation or selection criteria before the Proposal Deadline.
• Cancel, withdraw, revise, change, amend, or negotiate the terms of this RFP, the proposed Contract, or both.
• Reissue a Request for Proposals.
• Conduct one or more oral interviews.
• Visit a Proposer’s business or facilities.
• Examine financial records of a Proposer to the extent necessary to ensure financial stability.
• Make a partial award.
• Negotiate with one or more Proposers.
• Award a Contract to one or more Proposers.
• Require a best and final offer from one or more Proposers.

VI. Award of Contract
If the City Council selects one or more Proposals, the City will give the selected Proposer(s) a “Notice of Intent to Award Contract” that will specify the “start date” for performing the Services.

Once selected, the successful Proposer must enter into a written Agreement with the City within fourteen (14) calendar days following the Proposer’s receiving the City’s “Notice of Award of Contract.”. The RFP, or any part of it, and the Proposer ’s responses, will be incorporated into and made a part of the Contract. Contract templates are provided as APPENDIX C.

City of Glendale Plan to Increase Solar and DER

18 Before any services can commence, the selected Proposer must execute the Contract. To facilitate the Project’s smooth and timely implementation, a Proposer responding to this RFP must review all terms and conditions of the Contract, including, but not lim ited to, provisions relating to insurance, indemnity, credit support, guarantees, and termination.

By submitting a Proposal to the City in response to this RFP, a Proposer is deemed to have provided its approval to the Contract. If a Proposer seeks limited modification of the Contract, then in the Proposal a Proposer must identify the proposed changes.

However, changes or qualifications to the Contract will be weighed in the evaluation of the Proposal and may cause rejection of the Proposal as non-responsive, in the City’s determination.

The City reserves the right to negotiate further the Contract’s service-related terms and conditions. The Proposer whom the City Council selects must cooperate with the City in good faith to negotiate, sign, and deliver the final Contract. The City will draft the Contract and may require the selected Proposer to attend one or more Contract negotiation conferences . At any time and for any reason, if Contract negotiations with the selected Proposer fail to progress, to the City ’s reasonable satisfaction, the City reserves the right to not only end negotiations with the selected Proposer, but also cancel the award and reject the Proposal. At its discretion, the City may then: reopen the proposal process; choose from among the remaining, if any, qualified proposers; reissue the RFP; negotiate directly with any firm for the Services; or choose not to contract for the Services. For the avoidance of doubt, the City may in its discretion negotiate with and/or award a contract to more than one Proposer.

The selected Proposer must submit to the City all of the following items:
• The Contract, properly signed by the Proposer.
• Insurance certificates and additional insured endorsements that fully conform to the Contract’s requirements.
• Credit support that fully conforms to the Contract’s requirements.

After the City receives the signed Contracts and insurance documents, the City Attorney’s office will review the Contract. Additionally, the City Attorney ’s office or the City ’s Risk and Insurance Services Manager will review the required insurance. If the selected Proposer has not changed any terms of the Contract, and if the insurance and the bond(s) conform to the Contract ’s requirements, the City will sign the Contract and return an original of the Contract to the Proposer.

VII. Letter of Objection; Procedures
A Proposer, who believes that any part of this RFP is discriminatory against the Proposer or precludes the Proposer from being given reasonable consideration in the procurement process, must submit an objection in writing— by letter only— to the City. The City will not consider any verbal objection. The Letter of Objection must clearly state:
• T he specific objections;
• T he areas of concern;
City of Glendale Plan to Increase Solar and DER

19 • The facts supporting the objections; and
• A proposed method for resolving the objections.

The Proposer, or the person who is duly authorized to represent the Proposer, must sign the correspondence.

The Proposer must deliver or mail the Letter of Objection to:

Glendale City Attorney’s Office
Attention: GWP Counsel
613 E. Broadway, Suite 220
Glendale, CA 91206

The City must receive the Letter of Objection on or before the date and time specified in Section II(A) of this RFP, “Anticipated Schedule of Events.”

Upon the City’s timely receipt of the objection letter, the City will review the Proposer ’s contention(s). If the City decides that the RFP― whether in whole or in part― needs revision, the City will prepare Addenda, as described in this RFP.

City of Glendale Plan to Increase Solar and DER

20 APPENDIX A – Scope of Services

Consultant(s) shall submit a proposal for one or more of the following three categories of services. Consultant shall specify in the proposal which category of services the consultant is proposing on.

Category 1: Develop a plan to achieve the goal of having at least 10% of GWP customers adopt solar and energy storage systems by 2027, and to develop additional demand management measures, with a minimum total peak dispatchable and peak-load-reducing capacity of 100 MW.

The plan must include policies and incentives designed to be sufficient to ensure customers will adopt solar and energy storage at a rate that achieves the adoption and capacity goals stated above.

The plan must include an alternative approach with a mix of storage at customer sites and at GWP -controlled sites, rather than all storage being located at customer sites.

The plan must include, at a minimum, the following specific policies and incentives:

• Maintenance of a robust Net Metering policy.
• Upfront incentives or rebates on solar installations, designed to achieve a payback period that will prompt consumers to adopt solar and storage in numbers sufficient to reach the goals.
• Development of a competitive Feed-in Tariff program.
• Upfront rebates combined with ongoing performance-based incentives for battery storage systems.
• Policies specifically aimed to lower-income customers, customers in heavily pollution-burdened areas of the City, multifamily properties, and rental properties.
• The plan should also include additional incentives and outreach programs for energy efficiency, demand reduction, and shifting energy use to off-peak time periods.
• The plan shall consider electric system reliability.

Category 2: Calculate the estimated dispatchable capacity and demand reduction that can be achieved through the plan developed in Category 1.

Category 3: Complete an analysis of the benefits and cost of the plan developed in Category 1. The analysis must include: direct and indirect economic benefits and costs, as well as environmental, societal, and other noneconomic benefits and costs; and direct and indirect impacts to low- and City of Glendale Plan to Increase Solar and DER

21 moderate-income households. If the analysis concludes any negative impact, the consultant shall include program options to mitigate the impact.

A. Objectives
Glendale’s overall objectives are the following:
• Maximize the installation local solar and energy storage with a minimum target penetration rate of 10% of GWP’s customer base by December 2027 • Maximize the use of DER with a minimum total peak dispatchable and peak - load-reducing capacity of 100 MW
• Minimize the impact on rates in general, and low -income customer bills specifically
• Maintain overall system reliability

B. Statement of Work
For all Proposal Categories, Contractor shall provide a detailed outline of plan, with specific deliverables and completion milestones sufficient to meet City Council objectives by December 2027.

For Proposal Category 2, Contractor to specify the methodology to be used to calculate the estimated dispatchable capacity and demand reduction that can be achieved through the plan.

For Proposal Category 3, Contractor to specify the methodology to be used to conduct the benefit-cost analysis consistent with City Council direction.

C. Reporting
Progress Report
• Contractor shall prepare a progress report and send it via email five (5) business days prior to any scheduled project meetings (determined by GWP’s Project Management). The details and content of the progress report will be determined by the project managers and shall contain the following, at a minimum:
o An updated detailed project milestone schedule, with explanations for any changes
o A detailed list of activities not accomplished since the previous reports and the reasons and contingency plans to recover
o Identification of any item that might impact Contractor’s ability to meet the project schedule
o Updated list of Action Items identifying owner along with required resolution dates
City of Glendale Plan to Increase Solar and DER

22 APPENDIX B – Insurance Requirements

Insurance Coverage limits and types of coverage for the Contract shall be established based upon the City’s risk assessment of the Proposal. The final insurance terms may differ from those contained herein.

“PROFESSIONAL LIABILITY” INSURANCE

1.1 Without limiting CONSULTANT’s liability and at its sole expense, CONSULTANT shall obtain, pay for, and maintain a Professional Liability insurance policy.

1.2 The Professional Liability policy must
(A) Include “errors and omissions” coverage or “malpractice” coverage; (B) Afford “practice specific” or “project specific” coverage; (C) Provide limits of liability in an amount not less than:
(1) ONE MILLION DOLLARS ($1,000,000) per claim; and
(2) T WO MILLION DOLLARS ($2,000,000) in the aggregate; (D) Cover a claim or claims arising out of the performance of professional services by:
(1) CONSULTANT;
(2) CONSULTANT’s Subcontractor(s);
(3) Anyone whom CONSULTANT or its Subcontractor(s) directly or indirectly employs or uses; or
(4) Anyone whose acts CONSULTANT or its Subcontractor(s) may be liable; and (E) Provide coverage for:
(1) The duration of this Agreement; and
(2) At least three (3) years after the Project’s completion:
(a) CONSULTANT shall obtain, pay for, and maintain an endorsement that adds an “extended reporting period” (“ERP”) or a “discovery” feature — to allow CITY to report a claim— for a period of not less than three (3) years following the initial policy’s expiration, or following CITY’s recordation of its “notice of completion” for the Project, whichever date is later. The endorsement for the ERP or discovery feature must provide identical policy limits, and meet the conditions, described in subparagraphs 1.2 (A) through (D) above; or (b) CONSULTANT shall obtain, pay for, and maintain successive renewal or replacement policies (with “prior acts” coverage), for a period of three (3) years following the initial policy’s expiration, or following CITY’s recordation of its “notice of completion” for the Project, whichever date is later. Each policy must have a “retroactive date” that coincides with, or is earlier than, this Agreement’s Effective Date. Additionally, each policy must provide identical policy limits, and meet the conditions, described in subparagraphs 1.2 (A) through (D) above.

1.3 All ERP or discovery endorsements, renewal policies, and replacement coverage policies are subject to CITY’s review and approval, in its sole discretion.

City of Glendale Plan to Increase Solar and DER

23 1.4 CONSULTANT shall pay the full amount of all deductibles and any self -insured retention per claim for coverage under the Professional Liability insurance policy.

“CYBER LIABILITY INSURANCE”

2.1 Without limiting CONTRACTOR’s liability and at its sole expense, CONTRACTOR shall obtain, pay for, and maintain a Cyber Liability insurance policy

2.2 Without limiting CONTRACTOR’s liability and at its sole expense, CONTRACTOR shall obtain, pay for, and maintain a Cyber Liability insurance policy.

2.3 The Cyber Liability policy must:
(A) Provide limits of liability in an amount not less than:
(1) FIVE MILLION DOLLARS ($5,000,000) for each occurrence or event and (2) FIVE MILLION DOLLARS ($5,000,000) in the annual aggregate; (B) cover claims including but not limited to: invasion of privacy violations, breach of data, disruption of networks, information theft, damage to or destruction of electronic information, release of private information, alternation of electronic information, introduction or intrusion of a virus, malware, notification, credit monitoring, breach response costs, regulatory fines and penalties, extortion and network security, and infringement of intellectual property, including but not limited to infringement of copyright, trademark, trade dress, up to the policy limits.
(C) contain first party and third party protections:
(1) The 1
st Party coverage shall include notification of CITY’s clients, credit monitoring, public relations, loss of business income or interruption, amounts to pay a cyber extortionist; and (2) The 3rd Party coverage shall include coverage for failure to anticipate or prevent the transfer of a virus to a 3rd party, 3rd party notification, misuse, disclosure or theft of confidential information, and failure to secure confidential information;
(D) Cover a claim or claims arising out of the performance of professional services by: (1) CONTRACTOR; (2) CONTRACTOR’s subcontractor(s); and
If the coverage is written on a claims made and reported form, such coverage shall Provide coverage for the duration of this Agreement; and at least three (3) years after the Project’s completion. CONTRACTOR shall obtain, pay for, and maintain an endorsement that adds an “ extended reporting period” (“ERP”) or a “discovery” feature— to allow CITY to report a claim — for a period of not less than three (3) years following the initial policy’s expiration, or following CITY’s recordation of its “notice of completion” for the Project, whichever date is later. The endorsement for the ERP or discovery feature must provide identical policy limits, and meet the conditions, described hereinabove; or CONTRACTOR shall obtain, pay for, and maintain successive renewal or replacement policies (with “prior acts” coverage), for a period of three (3) years following the initial policy’s expiration, or following CITY’s recordation of its “notice of completion” for the Project, whichever date is later. Each policy must have a “retroactive date” that coincides with, or is earlier than, this Agreement’ s Effective Date. Additionally, each policy must provide identical policy limits, and meet the conditions, described in subparagraphs 2.2 (A) through (C) above.

City of Glendale Plan to Increase Solar and DER

24 “WORKERS’ COMPENSATION” INSURANCE

3.1 At its own expense, CONSULTANT shall obtain, pay for, and maintain — and shall require each of its Subcontractors to obtain and maintain— for the duration of this Agreement:
(A) Complete Workers’ Compensation insurance, meeting or exceeding the coverages and amounts that California law requires; and
(B) Employer’s Liability insurance in an amount not less than:
(1) ONE MILLION DOLLARS ($1,000,000) per accident for bodily injury or disease; (2) ONE MILLION DOLLARS ($1,000,000) per employee for bodily injury or disease; and (3) ONE MILLION DOLLARS ($1,000,000) policy limit.

3.2 CONSULTANT shall provide CITY with a “ certificate of insurance”— on forms satisfactory to the City Attorney or City’s Risk Manager, and signed by the insurance carrier or its authorized representative— which fully meet the requirements of, and contain provisions entirely consistent with, this Agreement’s workers’ compensation insurance requirements.

3.3 CITY shall not be liable to CONSULTANT’s personnel, or anyone CONSULTANT directly or indirectly employs or uses, for a claim at law or in equity arising out of CONSULTANT’s failure to comply with this Agreement’s workers’ compensation insurance requirements.

“COMMERCIAL GENERAL LIABILITY” OR “BUSINESSOWNERS LIABILITY” INSURANCE

4.1 At its own expense, CONSULTANT shall obtain, pay for, and maintain — and shall require each of its Subcontractors to obtain and maintain — a “Commercial General Liability” or a “Businessowners Liability” insurance policy on an occurrence basis to fully protect CONSULTANT and CITY from claims and suits for bodily injury, personal and advertising injury, property damage, and medical payments. The policy must add the City of Glendale and its officers, agents, employees, and representatives (collectively, “CITY AND ITS REPRESENTATIVES”) as additional insureds.

4.2 Coverage afforded to CITY AND ITS REPRESENTATIVES must be at least as broad as that afforded to CONSULTANT. If CONSULTANT has higher limits than the limits specified in these insurance requirements, or has additional broader coverage, or has both, the insurer shall make available the higher limits and broader coverage to CITY AND ITS REPRESEN TATIVES. The insurance must be written for the limits of liability specified below:
(A) ONE MILLION DOLLARS ($1,000,000) per occurrence, or the full per occurrence limits of the policy― whichever limit is greater― for bodily injury (including accidental death) to any one person; (B) O NE MILLION DOLLARS ($1,000,000) per occurrence, or the full per occurrence limits of the policy― whichever limit is greater― for personal and advertising injury to any one person; (C) O NE MILLION DOLLARS ($1,000,000) per occurrence, or the full per occurrence limits of the policy― whichever limit is greater― for property damage; and (D) T WO MILLION DOLLARS ($2,000,000) general aggregate limit, or the full aggregate limits of the policy― whichever limit is greater.

4.3 The liability insurance must include all major divisions of coverage and must cover:
(A) Premises Operations (including Explosion, Collapse, and Underground [“X,C,U”] coverages as applicable);
City of Glendale Plan to Increase Solar and DER

25 (B) Independent Contractors’ Protective Liability;
(C) Products and Completed Operations (maintain same limits as above until five (5) years after recordation of Notice of Completion);
(D) Personal and Advertising Injury (with Employer’s Liability Exclusion deleted); (E) Contractual Liability; and
(F) Broad Form Property Damage.

4.4 CONSULTANT shall provide CITY with a “certificate of insurance,” an “additional insured endorsement,” and a subrogation endorsement, “Waiver of Transfer to Rights of Recovery Against Others”— on forms satisfactory to the City Attorney or City’s Risk Manager, and signed by the insurance carrier or its authorized representative— which fully meet the requirements of, and contain provisions entirely consistent with, all of the Insurance Requirements.

4.5 The “certificate of insurance” and an “additional insured endorsement” must state:
“The City of Glendale, and its officers, agents, employees, and representatives are included as additional insureds under the policy(s). This insurance is primary to all other insurance of the City. The City’s insurance, or self-insurance, or both, will apply in excess of— and will not contribute with— this insurance. This insurance applies separately to each insured or additional insured who is seeking coverage, or against whom a claim is made or a suit is brought. The issuing company shall mail thirty (30) days advance notice to the City for any policy cancellation, termination, non-renewal, or reduction in coverage.”

“BUSINESS AUTOMOBILE” LIABILITY INSURANCE

5.1 At its own expense, CONSULTANT shall obtain, pay for, and maintain— and shall require each of its Subcontractors to obtain and maintain— a “Business Automobile” insurance policy on an occurrence basis to fully protect CONSULTANT and CITY from claims and suits for bodily injury, property damage, and medical payments. The policy must add the City of Glendale and its officers, agents, employees, and representatives as additional insureds.

5.2 The insurance must not be written for less than the limits of liability specified below or required by law, whichever coverage amount is greater:
(A) ONE MILLION DOLLARS ($1,000,000) per occurrence for bodily injury (including accidental death) to any one person; and
(B) ON E MILLION DOLLARS ($1,000,000) per occurrence for property damage; or (C) TWO MILLION DOLLARS ($2,000,000) combined single limit (“CSL”).

5.3 The liability insurance must include all major divisions of coverage and must cover all vehicles, whether rented, leased, hired, scheduled, owned or non-owned.

5.4 CONSULTANT shall provide CITY with a “certificate of insurance ” and an “additional insured endorsement”— on forms satisfactory to the City Attorney or City’s Risk Manager, and signed by the insurance carrier or its authorized representative— which fully meet the requirements of, and contain provisions entirely consistent with, all of the Insurance Requirements.

5.5 The “certificate of insurance” and an “additional insured endorsement” must state:

City of Glendale Plan to Increase Solar and DER

26 “The City of Glendale, and its officers, agents, employees, and representatives are included as additional insureds under the policy(s). This insurance is primary to all other insurance of the City. The City’s insurance, or self-insurance, or both, will apply in excess of— and will not contribute with— this insurance. This insurance applies separately to each insured or additional insured who is seeking coverage, or against whom a claim is made or a suit is brought. The issuing company shall mail thirty (30) days advance notice to the City for any policy cancellation, termination, non-renewal, or reduction in coverage.”

GENERAL REQUIREMENTS

6.1 At all times, the insurance company issuing the policy must meet all three of these requirements:
(A) It must be “admitted” insurer by the State of California Department of Insurance or must be listed on the California Department of Insurance’s “List of Approved Surplus Line Insurers” (“LASLI”); (B) It must be domiciled within, and organized under the laws of, a State of the United States; and (C) It must carry a minimum A.M. Best Company Financial Strength Rating of “A:VII,” or better.

6.2 If the Agreement requires any of the foregoing insurance coverages to remain in force after the Final Payment, and if they are reasonably available, CONSULTANT shall submit to CITY — with the final Application for Payment— all certificates and additional insured endorsements evidencing the coverages’ continuation.

6.3 A deductible or self- insured retention is subject to CITY’s review and approval, in its sole discretion. The insurance company or its authorized representative must state either on the insurance certificate or in a separate correspondence:
(A) The amount of the deductible, or self-insured retention, or both; (B) Whether a limit of insurance has been lowered by any pending or paid claim; and (C) The current limit amount, as lowered by the pending or paid claim.

6.4 Despite any conflicting or contrary provision in CONSULTANT’s insurance policy:
(A) If CONSULTANT’s insurance company adds CITY, and its officers, agents, employees, and representatives (collectively, “its representatives”) as additional insureds, then for all acts, errors, or omissions of CITY, or its representatives, or both, that insurer shall:
(1) Pay those sums that CITY, or its representatives, or both, become legally obligated to pay as damages; and
(2) Defend— and pay the costs of defending— CITY, or its representatives, or both; (B) CONSULTANT’s insurance is primary;
(C) Other insurance (whether primary, excess, contingent or self-insurance, or any other basis) available to CITY, or its representatives, or both, is excess over CONSULTANT’s insurance; (D) CITY’s insurance, or self -insurance, or both, will not contribute with CONSULTANT’s insurance policy;
(E) CONSULTANT and CONSULTANT’s insurance company waive— and shall not exercise— any right of recovery or subrogation that CONSULTANT or the insurer may have against CITY, or its representatives, or both;
City of Glendale Plan to Increase Solar and DER

27 (F) CONSULTANT’s insurance policy applies separately to each insured or additional insured who is seeking coverage, or ag ainst whom a claim is made or suit is brought, except that the naming of multiple insureds will not increase an insurance company’s limits of liability; (G) CONSULTANT’s insurance policy applies to a claim or suit brought by an additional insured against a Named Insured or other insured, arising out of bodily injury, personal injury, advertising injury, or property damage; and
(H) CITY is not liable for a premium payment or another expense under CONSULTANT’s policy.

6.5 At any time during the duration of this Agreement, CITY may do any one or more of the following:
(A) Review this Agreement’s insurance coverage requirements; or (B) Require that CONSULTANT:

(1) Obtain, pay for, and maintain more or less insurance depending on CITY’s assessment of any one or more of the following factors:

(a) CITY’s risk of liability or exposure arising out of, or in any way connected with, the services of CONSULTANT under this Agreement;
(b) The nature or number of accidents, claims, or lawsuits arising out of, or in any way connected with, th e services of CONSULTANT under this Agreement; or
(c) The availability, or affordability, or both, of increased liability insurance coverage;
(2) Reduce or eliminate a deductible or self-insured retention as it applies to CITY; or (3) Obtain, pay for, and maintain a bond (as a replacement for an insurance coverage) from a California corporate surety, guaranteeing payment to CITY for liability, or costs, or both, that CITY incurs during CITY’s investigation, administration, or defense of a claim or a suit arising out of this Agreement.

6.6 CONSULTANT shall maintain the insurance policy without interruption, from the Project’s commencement date to the Final Payment date, or until a date that CITY specifies for any coverage that CONSULTANT must maintain after the Final Payment.

6.7 CONSULTANT’s insurance company or self -insurance administrator shall mail CITY written notice at least thirty (30) days in advance of the policy’s or the self -insurance program’s cancellation, termination, non - renewal, or reduction in coverage.

6.8 CONSULTANT shall not allow any insurance to expire, cancel, terminate, lapse, or non- renew. Twenty-one (21) days before its insurance policy’s expiration, cancellation, termination, or non -renewal, CONSULTANT shall deliver to CITY evidence of the required c overage as proof that CONSULTANT’s insurance policy has been renewed or replaced with another insurance policy which, during the duration of this Agreement, meets all of this Agreement’s insurance requirements.

6.9 At any time, upon CITY’s request, CONSULTANT shall furnish satisfactory proof of each type of insurance coverage required— including a certified copy of the insurance policy or policies; certificates, endorsements, renewals, or replacements; and documents comprising CONSULTANT’s self -insurance program— all in a form and content acceptable to the City Attorney or City’s Risk Manager.

6.10 If CONSULTANT hires, employs, or uses a Subcontractor to perform work, services, operations, or activities on CONSULTANT’s behalf, CONSULTANT shall ensure that the Subcontractor:
(A) Meets, and fully complies with, this Agreement’s insurance requirements; City of Glendale Plan to Increase Solar and DER

28 (B) Delivers to CITY — for its review, or approval, or both — all insurance policies, certificates, and endorsements that this Agreement requires; and
(C) Furnishes CITY, at any time upon its request, with a complete copy of the Subcontractor’s insurance policy or policies for CITY’s review, or approval, or both.

6.11 CONSULTANT’s failure to comply with an insurance provision in this Agreement constitutes a breach upon which CITY may immediately terminate or suspend CONSULTANT’s performance of this Agreement, or invoke another remedy that this Agreement or the law allows. At its discretion, CITY may obtain or renew the insurance, and CITY may pay all or part of the premiums. Upon demand, CONSULTANT shall repay CITY for all sums or monies that CITY paid to obtain, renew, or reinstate the insurance, or CITY may offset the cost of the premium against any sums or monies that CITY may owe CONSULTANT.

CONSULTANT’S SUBMITTAL OF CERTIFICATES AND ENDORSEMENTS

7.1 CONSULTANT shall have its insurance carrier(s) or self-insurance administrator(s) complete and execute the following insurance documents, unless an exception below applies. When CONSULTANT signs and delivers the Agreement to CITY, CONSULTANT also shall deliver:
(A) A “certificate of insurance” for each required liability insurance coverage; (B) Additional Insured Endorsement for “General Liability/Automobile Liability”, unless this Agreement does not require CONSULTANT to obtain and maintain Commercial General Liability coverage, Businessowners Liability coverage, or Automobile Liability coverage; (C) A subrogation endorsement, “ Waiver of Transfer to Rights of Recovery Against Others ,” for Commercial General Liability coverage or Businessowners Liability coverage; (D) A “certificate of insurance” for Workers’ Compensation insurance; or If CONSULTANT is self -insured for workers’ compensation, a copy of the “Certificate of Consent to Self-insure” from the State of California; or If CONSULTANT is lawfully exempt from workers’ compensation laws, an “Affirmation of Exemption from Labor Code §3700” form;
(E) A complete copy of CONSULTANT’s Professional Liability insurance policy, including all forms and endorsements attached to it.

7.2 CITY will neither sign this Agreement nor issue a “Notice to Proceed” until the City Attorney or City’s Risk Manager has reviewed and approved the insurance documents. CITY's decision as to the acceptability of all insurance documents is final. Unless CONSULTANT obtains CITY’s written approval, CITY will not permit or allow a substitution of an insurance policy, or a change in a certificate’s or an endorsement’s form and content, or both.

INSURANCE OBLIGATION IS SEPARATE FROM INDEMNITY OBLIGATION

8.1 This Agreement’s insurance provisions are separate and independent from the indemnification and defense provisions in the Agreement; and do not limit, in any way, the applicability, scope, or obligations o f the indemnification and defense provisions in the Agreement City of Glendale Plan to Increase Solar and DER

29 APPENDIX C – Form of Contract

• Template for Professional Services Agreement for Architect, Landscape Architect, Professional Engineer, or Professional Land Surveyor

• Template for Professional Services Agreement for all others

City of Glendale Plan to Increase Solar and DER

30 CONTRACT No. _________

PROFESSIONAL SERVICES AGREEMENT

(For Architect, Landscape Architect, Professional Engineer, or Professional Land Surveyor)

BETWEEN THE CITY OF GLENDALE
AND
____________________

THIS AGREEMENT (“Agreement”), effective ________________, 20___ (“Effective Date”), is between the City of Glendale ("CITY"), a municipal corporation, and ____________________ ("CONSULTANT”), a [(Name of State) corporation/ partnership/ limited partnership/ limited liability company/ a sole proprietor/ an individual] (collectively, “ PARTIES” or individually, “PARTY”).

RECITALS

A. CITY is a public entity organized and existing under its Charter and the State of California’s Constitution.

B. CONSULTANT, a [SELECT ONE: licensed architect/ licensed architectural firm/ licensed landscape architect/ licensed architectural firm/ registered professional engineer/ registered professional engineering firm/ licensed professional land surveyor/ licensed professional land surveying firm], represents that CONSULTANT is, and will continue to be for th is Agreement’s duration, a [(Name of State) corporation in good standing/ partnership/ limited partnership/ limited liability company/ a sole proprietorship/ an individual.] [NOTE: staff must verify corporate status/ partnership/ LLC and Consultant’s license, if any, and obtain proof. ] [ADD, IF APPLICABLE : (which) (who) employs persons who are duly registered or licensed to practice in the State of California. ]

C. CONSULTANT possesses the competence, experience, expertise, skill, facilities, equipment, personnel, financial wherewithal, and other resources necessary to perform this Agreement’s tasks in a professional and competent manner.

D. CONSULTANT desires to furnish and perform professional services for CITY, on the terms and conditions described in this Agreement. CONSULTANT has the legal authority to provide, engage in, and carry out the professional services set forth in this Agreement.

AGREEMENT

THEREFORE, CITY engages CONSULTANT ’s services, and in consideration of the PARTIES’ mutual promises, the PARTIES agree as follows:

1.0 INCORPORATION OF RECITALS

1.1. The Recitals constitute the factual basis upon which CITY and CONSULTANT have entered into this Agreement. CITY and CONSULTANT acknowledge the Recitals’ accuracy and, therefore, incorporate them into this Agreement.

City of Glendale Plan to Increase Solar and DER

31 2.0 TERM

[Select one of the following alternatives:]

2.1. [OPTION 1] This Agreement begins on the Effective Date , and continues in effect until completion of the work described in Article 3, unless this Agreement ends sooner according to the terms elsewhere in this document.

2.1. [OPTION 2] This Agreement’s Term is [ # ] [months/ years] , beginning on [DATE ] and ending on [DATE ] , unless this Agreement ends sooner according to the terms elsewhere in this document.

3.0 SERVICES

3.1. Scope of Work. CONSULTANT shall [ specify services to be provided] (“the Services”) in accordance with the Scope of Work, which is attached as “Exhibit A” to this Agreement and is incorporated into it by this reference. [NOTE: “Exhibit A” must set forth in detail the nature and extent of services that professional person or firm will render. Scope of Work should identify specific tasks, list and describe any deliverables, and specify procedures/ criteria for acceptance.]

3.2. Written Authorization.

(A) CONSULTANT shall not make changes in the Scope of Work , perform any additional work , or provide any additional material , without first obtaining written authorization from CITY. If CONSULTANT provides additional services or materials without written authorization, or if CONSULTANT exceeds the Maximum Cost in Paragraph 7.4 of this Agreement , CONSULTANT proceeds at CONSULTANT's own risk and without payment.

(B) CITY will authorize CONSULTANT to proceed with discrete tasks by issuing written Task Orders. Receipt of a written Task Order, signed by CITY’s Project Manager, is a prerequisite for CONSULTANT to proceed with each task . [ADD, IF
APPLICABLE: Each Task Order will specify a not -to-exceed price and a schedule for completion of the task. CONSULTANT shall not exceed the not-to-exceed price in each Task Order.] In performing each phase or task, CONSULTANT shall not exceed the Maximum Cost in P aragraph 7.4 of this Agreement. Issuance of a Task Order neither authorizes CONSULTANT to incur expenditures in excess of the Maximum Cost , nor relieves CONSULTANT from its responsibility for completing all of the Services within the Maximum Cost.

3.3. P rofessional Standard of Care. During this Agreement’s Term:

(A) CONSULTANT and its Subconsultants, subcontractors, employees, and agents (collectively, “CONSULTANT PARTIES”) shall perform all of the Services in this Agreement in an expeditious and professional manner, using professionals properly licensed and duly qualified to perform the Services.

(B) CONSULTANT PARTIES shall perform the work described in this Agreement in accordance with generally accepted professional practices and principles, City of Glendale Plan to Increase Solar and DER

32 and in a manner consistent with the level of care and skill ordinarily exercised under similar conditions by members of CONSULTANT PARTIES’ profession currently practicing in California. By deliver ing the completed work, CONSULTANT PARTIES represent and certify that their work conforms to: the requirements of this Agreement; all applicable (federal, state, county, local, CITY) laws, rules, regulations, orders, and procedures; and the professional standard of care in California.

(C) CONSULTANT PARTIES are responsible for making an
independent evaluation and judgment of all conditions affecting performance of the work, including without limitation: site conditions; existing facilities; seismic, geologic, soils, hydrologic, geographic, climatic conditions; applicable (federal, state, county, local, CITY) laws, rules, regulations, orders, and procedures; and all other contingencies or design considerations. Data, calculations, opinions, reports, investigations, or any other information or documents that CITY provides relating to site, local, or other conditions are not warranted or guaranteed, either expressly or implied, by CITY.

(D) When the Scope of Work requires or permits CITY’s review, approval, conditional approval, or disapproval, CONSULTANT acknowledges that CITY’s review, approval, conditional approval, or disapproval:

(1) Is solely for the purposes of administering this Agreement and determining whether CONSULTANT is entitled to payment for its Services;

(2) Is not to be construed as a waiver of any breach , or acceptance by CITY , of any responsibility — professional or otherwise— for the Services or CONSULTANT’s work
product;

(3) Does not relieve CONSULTANT of the responsibility for complying with the standard of perfor mance or professional care; or laws, regulations, or industry standards; and

(4) Does not relieve CONSULTANT from liability for damages arising out of CONSULTANT’s: negligent acts, errors, or omissions; recklessness; willful misconduct ; or
noncompliance with industry standards.

(E) W ithout additional compensation to CONSULTANT and at no cost to CITY, CONSULTANT shall correct or revise all errors, mistakes, or deficiencies in its work product, studies, reports, designs, drawings, specifications, or other services.

4.0 TIME FOR PERFORMANCE

[Select one of the following alternatives:]

City of Glendale Plan to Increase Solar and DER

33 4.1. [OPTION 1] CONSULTANT shall complete all of the S ervices by [DATE ] .

4.1. [OPTION 2] CONSULTANT shall perform the Services according to the Project Time Schedule, which is attached as “Exhibit B” to this Agreement and is incorporated into it by this reference. CONSULTANT shall complete all of the S ervices by [DATE ] .

4.2. If the Project Time Schedule calls for performance of the Services in phases or discrete increments, CONSULTANT shall not proceed from one phase or increment to the next without written authorization from CITY’s Project Manager.

4.3. Force Majeure. If an event or condition constituting a “ force majeure”— including, but not limited to, an act of God, labor dispute, civil unrest, epidemic, or natural disaster— prevents or delays a PARTY from performing or fulfilling an obligation under this Agreement, the PARTY is not in Default, under Paragraph 13.1 of this Agreement, of the obligation. A delay beyond a PARTY ’s control automatically extends the time, in an amount equal to the period of the delay, for the PARTY to perform the obligation under this Agreement. The PARTIES shall prepare and sign an appropriate document acknowledging any extension of time under this Paragraph.

5.0 PERSONNEL

5.1. Project Management. Each PARTY shall appoint a P roject Manager. The Project Managers shall meet [ SET FORTH SPECIFIC TIMES: hourly/ daily/ weekly/ as needed ] to coordinate, review, and ensure CONSULTANT’s performance under this Agreement. CITY’s Project Manager will oversee the administration of CONSULTANT’s tasks under this Agreement.

5.2. Key Personnel. CONSULTANT’s project team shall work under the direction of the following key personnel [IDENTIFY CONSULTANT’s KEY PERSONNEL AND TITLE] . [OR STATE : CONSULTANT shall employ the key personnel identified in “Exhibit A.”] CONSULTANT shall minimize changes to its key personnel. CITY may request key personnel changes, and CITY may review and approve key personnel changes proposed by CONSULTANT. CITY will not unreasonably withhold approval of key personnel assignments and changes.

5.3. Use of Agents or Assistants. With CITY’s prior written approval , CONSULTANT may employ, engage, or retain the services of persons or entities (“Subconsultants”) that CONSULTANT may deem proper to aid or assist in the proper performance of CONSULTANT’s duties. CITY is an intended beneficiary of all work that the Subconsultants perform for purposes of establishing a duty of care between the Subconsultants and CITY. CONSULTANT is as responsible for the performance of its Subconsultants as it would be if it had rendered the Services itself. All costs of the tasks performed or the expenses incurred by the Subconsultants are chargeable directly to CONSULTANT. Nothing in this Agreement constitutes or creates a contractual relationship between CITY and anyone other than CONSULTANT.

City of Glendale Plan to Increase Solar and DER

34 5.4. Independent Contractor.

(A) CONSULTANT understands and acknowledges that CONSULTANT is an independent contractor, not an employee, partner, agent, or principal of CITY. This Agreement does not create a partnership, joint venture, association, or employer - employee relationship between the PARTIES. A t its own expense, CONSULTANT is responsible for providing compensation; employment benefits; disability, unemployment, and other insurance ; workers’ compensation; training; permits and licenses; and office space for CONSULTANT and for CONSULTANT’s employees and Subconsultants.

CONSULTANT has, and shall retain, the right to exercise full control over the employment, direction, compensation, and discharge of all persons whom CONSULTANT uses in performing the S ervices under this Agreement. C ONSULTANT shall provide the Services in CONSULTANT’s own manner and method, except as this Agreement specifies. CONSULTANT shall treat a provision in this Agreement that may appear either to give CITY the right to direct CONSULTANT as to the details of doing the work, or to exercise a measure of control over the work, as giving CONSULTANT direction only as to the work’s end result.

(B) CONSULTANT shall indemnify , defend (including CONSULTANT’s providing and paying for legal counsel for CITY), and hold harmless CITY for any obligation; claim; suit; demand for tax or retirement contribution, including any contribution or payment to the Public Employees Retirement System (PERS); social security; salary or wages; overtime, penalty, or interest payment; or workers' compensation payment that CITY may be required to make on behalf of CONSULTANT, an employee of CONSULTANT, or any employee of CONSULTANT construed to be an employee of CITY, for the work done under this Agreement.

5.5. Non-Discrimination in Employment. CONSULTANT shall not discriminate against any employee or person who is subject to this Agreement because of race, color, religion, religious belief, national origin, ancestry, citizenship, age, sex, sexual orientation, marital status, pregnancy, parenthood, medical condition, or physical or mental disability.

5.6. Disability Access Laws. CONSULTANT represents and certifies that the work product, studies, reports, designs, drawings, and specifications that CONSULTANT prepares under this Agreement fully co nform to all applicable disability access and design laws, regulations, and standards — including, but not limited to, the Americans with Disabilities Act (42 U.S.C. Sections 12101 et seq.) and Title 24 of the California Code of Regulations— when the Scope of Work requires or calls for compliance with those laws, regulations, or standards.

5.7. Prevailing Wage Laws. Services by persons deemed to be employees of CONSULTANT possibly may be subject to prevailing wages under California Labor Code Sections 1770-1781. CONSULTANT’s sole responsibility is to comply with those requirements, should they apply. If a dispute based upon the prevailing wage laws occurs, CONSULTANT, at its expense, shall indemnify, defend (including CONSULTANT’s providing and paying for legal counsel for CITY), and hold harmless CITY, its officers, City of Glendale Plan to Increase Solar and DER

35 agents, employees, and representatives from and against all liability, claims, suits, demands, damages, fines, penalties, wages, costs, or expenses pertaining to the prevailing wage laws.

5.8. Workers’ Compensation. CONSULTANT understands and
acknowledges that all persons furnishing services to CITY under this Agreement are, for the purpose of workers’ compensation liability, employees solely of CONSULTANT and not of CITY. In performing the Services or the work under this Agreement, CONSULTANT is liable for providing workers’ compensation benefits to CONSULTANT’s employees, or anyone whom CONSULTANT directly or indirectly hires, employs, or uses. CITY is not responsible for any claims at law or in equity caused by CONSULTANT’s failure to comply with this Paragraph.

6.0 FACILITIES

6.1. CONSULTANT shall provide all facilities necessary to fully perform and complete the Services. If CONSULTANT needs to use a CITY facility, CONSULTANT shall meet and confer with CITY before CONSULTANT begins the work that this Agreement requires, the PARTIES shall agree to any costs chargeable to CONSULTANT, and in an amendment to this Agreement, the PARTIES shall describe the facility’s terms of use and its charges.

6.2. CONSULTANT shall pay for any damage to CITY property, facilities, structures, or streets arising out of CONSULTANT’s use, occupation, operation, or activities in, upon, under, or over any portion of them.

7.0 PAYMENT

7.1. CITY’s payment to CONSULTANT will be based upon CONSULTANT’s Fee Schedule, which is attached as “Exhibit C” to this Agreement and is incorporated into it by this reference. [NOTE: “Exhibit C” must include a breakdown of the not-to-exceed amount, including hourly rates for project staff, any overtime rates, a list and the rate for any reimbursable expenses, or a statement that costs are included in the hourly rate, and an explanation of any mark- ups.] Except as itemized in the Fee Schedule, CONSULTANT shall pay for all expenses, including reimbursable or out -of-pocket expenses, that CONSULTANT incurs in performing the Services. The Fee Schedule will remain in effect for the Agreement’s Term.

[Select one of the following provisions:]

7.2. Fee. [OPTION 1] CITY shall pay for the Services in a lump sum , which is not to exceed _______ dollars ($_________), upon CONSULTANT’s satisfactory completion of the Services and CONSULTANT’s delivery of the work product.

7.2. Fee. [OPTION 2] CITY shall pay for the Services that CONSULTANT performs in accordance with this Agreement at the hourly rate(s) specified in “Exhibit C,” the TOTAL amount of which is not to exceed _______ dollars ($_________).

City of Glendale Plan to Increase Solar and DER

36 7.2. Fee. [OPTION 3] CITY shall pay for the Services in [ IF PAYMENTS ARE IN INTERVALS, SPECIFY A PERIOD (e.g., monthly/ quarterly ) OR SPECIFY A QUANTITY (e.g., two, three, five) installments, the TOTAL amount of which is not to exceed _______ dollars ($_________). Each installment will be payable upon satisfactory completion, in CITY’s determination, of the work in each phase identified below, and in an amount proportionate to the work CONSULTANT performed or completed within each phase:

Phase: Description: Amount:

I – [Example: Construction Documents] $_________ II – [Example: Bid Documents] $_________ III – [Example: Construction Support] _ $_________ IV – [Example: Project ‘s Closeout] $_________ TOTAL $_________

7.3. If CITY requires additional work not included in this Agreement, CONSULTANT and CITY shall negotiate the additional work, mutually agree on the amount of additional compensation, and memorialize the terms in either a separate written contract or an amendment to this Agreement.

7.4. Maximum Cost. CONSULTANT expressly acknowledges that the total cost to complete all tasks set forth in “ Exhibit A ” must not exceed ___________________________________ dollars ($__________) (“Maximum Cost”).

When CONSULTANT has billed 75% of the Maximum Cost, CONSULTANT shall provide written notice to CITY’s Project Manager that CONSULTANT has expended 75% of the Maximum Cost.

7.5. Taxes. CONSULTANT shall pay all applicable (federal, state, county, local, CITY ) excise, sales, consumer use, possessory interest, or other similar taxes required by law that are levied upon this Agreement or upon C ONSULTANT’s services under this Agreement.

7.6. Invoices. CONSULTANT shall submit an original, itemized invoice to CITY for approval , before receiving compensation. CONSULTANT shall submit the invoice at no more than monthly intervals. All invoices must include a summary of total costs, description of the Services performed, a brief itemization of costs associated w ith each task or phase, and the total phase or project costs to date.

8.0 AUDIT BY CITY

8.1. During this Agreement’s Term and for a period of four (4) years after the expiration, cancellation, or termination of this Agreement, or any extension of it, CONSULTANT shall:

(A) Keep and maintain, in their original form, all records, books, papers, or documents related to CONSULTANT’s performance of this Agreement; and City of Glendale Plan to Increase Solar and DER

37 (B) Permit CITY or its authorized representatives, at all reasonable times, to have access to, examine, audit, excerpt, copy, photocopy, photograph, or transcribe all records, books, papers, or documents related to CONSULTANT’s performance of this Agreement including, but not limited to: direct and indirect charges, and detailed documentation, for work CONSULTANT has performed or will perform under this Agreement.

9.0 DATA, RECORDS, PROPRIETARY RIGHTS

9.1. Copies of Data. CONSULTANT shall provide CITY with copies or originals of all data that CONSULTANT generates, uses, collects, or stores in relation to all work associated with this Agreement. Data that CONSULTANT generates, uses, collects, stores, or provides must be in a form acceptable to, and agreed upon by, CITY.

9.2. Ownership and Use.

(A) Unless CITY states otherwise in writing, each document— including, but not limited to, each report, draft, record, drawing, or specification (collectively, “work product”)— that CONSULTANT prepares, reproduces, or causes its preparation or reproduction for this Agreement is CITY’s exclusive property.

(B) CONSULTANT acknowledges that its use of the work product is limited to the purposes contemplated by the Scope of Work. CONSULTANT makes no representation of the work product’s application to, or suitability for use in, circumstances not contemplated by the Scope of Work.

9.3. Intellectual Property.

(A) If CONSULTANT uses or incorporates patented, trademarked, or copyrighted work, ideas, or products— in whole or in part — into CONSULTANT’s work product, CONSULTANT represents that:

(1) C ONSULTANT holds the patent, trademark, or copyright to the work, idea, or product; or

(2) CONSULTANT is licensed to use the patented, trademarked, or copyrighted work, idea, or product.

(B) Unless CITY states otherwise in writing , all proprietary rights or intellectual property rights, including copyrights, that arise from creation of the work under this Agreement vest in CITY. CONSULTANT waives and relinquishes all claims to proprietary rights and intellectual property rights, including copyrights, in favor of CITY.

(C) C ONSULTANT shall indemnify, defend ( including CONSULTANT’s providing and paying for legal counsel for CITY), and hold harmless CITY, its officers, agents, employees, and representatives from and against all liability, claims, suits, City of Glendale Plan to Increase Solar and DER

38 demands, damages, royalties, fines , penalties, costs, or expenses arising out of or alleging any infringement or misappropriation of a patent, copyright, trade secret, trade name, trademark, or other intellectual property right or proprietary right.

9.4. Confidentiality. CONSULTANT shall not use any information that it obtains from p erforming the Services for any purpose other than for fulfillment of CONSULTANT’s S cope of Work. Without C ITY’s prior written authorization, CONSULTANT shall not disclose or publish — or authorize, permit, or allow others to disclose or publish— data, drawings, designs, specifications, reports, or other information relating to the Services or the work that C ITY assigns to C ONSULTANT or to which CONSULTANT has access.

9 .5. Public Records Act.

(A) CONSULTANT acknowledges that this Agreement is a public record.

This Agreement, its Exhibits, and all documents produced under this Agreement are subject to the California Public Records Act ( Government Code Sections 6250 et seq.), including its exemptions. CONSULTANT acknowledges that CITY has no obligation to notify CONSULTANT when a request for records is received.

(B) CONSULTANT shall identify in advance all records, or portions of them, that CONSULTANT believes are exempt from production under the Public Records Act.
(C) If CONSULTANT claims a privilege against public disclosure or otherwise objects to the records’ disclosure, then:

(1) CONSULTANT may, when noti fied by CITY of the request, seek protection from disclosure by timely applying for relief in a court of competent jurisdiction; or

(2) CITY may either decline to produce the requested
information, or redact portions of the documents and produce the redacted records.

(D) If CONSULTANT fails to identify one or more protectable documents, in CITY’s sole discretion, and without its being in breach of this Agreement or its incurring liability to CONSULTANT, CITY may produce the records — in whole, in p art, or redacted— or may decline to produce them.

(E) CONSULTANT shall indemnify, defend (including CONSULTANT’s providing and paying for legal counsel for CITY), and hold harmless CITY, its officers, agents, employees, and representatives from and against all liability, claims, suits, demands, damages, fines, penalties, costs, or expenses arising out of or alleging CITY’s refusal to publicly disclose one or more records that CONSULTANT identifies as protectable, or asserts is protectable.

10.0 CONFLICT OF INTEREST; CAMPAIGN CONTRIBUTIONS

City of Glendale Plan to Increase Solar and DER

39 10.1. Conflict of Interest. CONSULTANT represents and certifies that:

(A) CONSULTANT’s personnel are not currently officers, agents, employees, representatives, or elected officials of CITY;

(B) CONSULTANT will not employ or hire a CITY officer, agent, employee, representative, or elected official during this Agreement’s Term;

(C) CITY’s officers, agents, employees, representatives, and elected officials do not, and will not, have any direct or indirect financial interest in this Agreement; and
(D) During this Agreement’s Term, CONSULTANT will inform CITY about any possible conflict of interest that may arise as a result of any change in circumstances.

10.2. Campaign Contributions.

(A) CONSULTANT and its Subconsultants shall fully comply with Glendale Municipal Code Section 1.10.060, which places limitations on CONSULTANT’s and its Subconsultants’ ability to make campaign contributions to certain elected City officials or candidates for elected City office. Specifically, Section 1.10.060 prohibits:

(1) A consultant (including a subconsultant)― who has a contract with the City of Glendale, Glendale Successor Agency, or the Housing Authority of the City of Glendale and that contract is subject to approval by the City Council, Successor Agency, or Housing Authority― from making a contribution to a City Council member, City Clerk, or City Treasurer, when the contract has a total anticipated or actual value of $50 ,000 or more, or a combination or series of contracts having a value of $50,000 or more; and

(2) A City Council member, Successor Agency member, or Housing Authority member from voting on a contract in which a
consultant (or a subconsultant) has provided a campaign contribution.

(B) CONSULTANT acknowledges that even if the Maximum Cost in Paragraph 7.4 of this Agreement is less than $50,000, CONSULTANT still may be subject to the campaign contribution limitations in Municipal Code Section 1.10.060, when:

(1) CONSULTANT and CITY amend the Scope of Services in this Agreement which increases the Maximum Cost to
equal or exceed $50 ,000; or

(2) CITY, Glendale Successor Agency, or the Housing Authority awards CONSULTANT another contract which has a total
anticipated or actual value of $5 0,000 or more , or awards City of Glendale Plan to Increase Solar and DER

40 CONSULTANT a combination or series of contracts which have a value of $50,000 or more.

(C) CONSULTANT represents and certifies that:

(1) CONSULTANT has read and fully understands the provisions of Municipal Code Section 1.10.060;

(2) CONSULTANT will not : (a) make a prohibited campaign contribution to an individual holding CITY elective office; or (b) otherwise violate Municipal Code Section 1.10.060; and

(3) CONSULTANT shall timely complete, return, and update one or more disclosure or reporting forms that CITY provides.

11.0 INSURANCE

11.1. When CONSULTANT signs and delivers this Agreement to CITY, and during this Agreement’s Term, CONSULTANT shall furnish CITY with insurance forms that fully meet the requirements of— and contain provisions entirely consistent with— all of the “Insurance Requirements,” which are attached as “Exhibit D ” (D-1 to D -___) to this Agreement and are incorporated into it by this reference.

11.2. This Agreement’s insurance provisions:

(A) Are separate and independent from the indemnification and defense provisions in Article 12 of the Agreement; and

(B) Do not limit, in any way, the applicability, scope, or obligations of the indemnification and defense provisions in Article 12 of the Agreement.

12.0 INDEMNITY

12 .1. To the maximum extent permitted by law — including, but not limited to, California Civil Code Sections 2778 and 2782.8— CONSULTANT, its employees, agents, Subconsultants, and persons whom CONSULTANT employs or hires (individually and collectively, “CONSULTANT INDEMNITOR”) shall indemnify, defend, and hold harmless CITY, its officers, agents, emplo yees, and representatives (individually and collectively, “CITY INDEMNITEE”) from and against a “liability” [as defined in Subparagraph (A) below], or an “expense” [as defined in Subparagraph (B) below], or both, that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of a CONSULTANT INDEMNITOR:

(A) “ Liability” means claims, suits, actions, causes of action, proceedings, judgments, decrees, awards, settlements, liens, losses, damages, injuries, or liability of any kind, whether the liability is:

City of Glendale Plan to Increase Solar and DER

41 (1) Actual or alleged;

(2) In contract or in tort; or

(3) For bodily injury (including accidental death), personal injury, advertising injury, or property damage.

(B) “ Expense” means fees, costs, sums, penalties, fines, charges, or expenses of any kind, including, but not limited to:

(1) Attorney’s fees;

(2) Costs of an investigation, litigation, arbitration, mediation, administrative or regulatory proceeding, or appeal;
(3) Fees of an accountant, expert witness, consultant, or other professional; or

(4) Pre or post: judgment interest or settlement interest.

12.2. Under this Article, CONSULTANT INDEMNITOR’s defense and indemnification obligations:

(A) Apply to a liability, or an expense, or both, that arise out of, pertain to, or relate to the actual or alleged passive negligence of a CITY INDEMNITEE; but

(B) Do not apply to a liability, or an expense, or both, that arise out of, pertain to, or relate to the sole active negligence or willful misconduct of a CITY INDEMNITEE.

12.3. To the extent that CONSULTANT INDEMNITOR’s insurance policy provides an upfront defense to CITY, CONSULTANT INDEMNITOR’s obligation to defend a CITY INDEMNITEE under this Article:

(A) Means that CONSULTANT INDEMNITOR shall provide and pay for legal counsel, acceptable to CITY, for the CITY INDEMNITEE;

(B) Occurs when a claim, suit, complaint, pleading, or action against a CITY INDEMNITEE arises out of, pertains to, relates to, or asserts the negligence, recklessness, or willful misconduct of CONSULTANT INDEMNITOR; and

(C) Arises r egardless of whether a claim, suit, complaint, pleading, or action specifically names or identifies CONSULTANT INDEMNITOR.

12.4. Paragraph 12.3 does not limit or extinguish CONSULTANT INDEMNITOR’s obligation to reimburse a CITY INDEMNITEE for the costs of defending the CITY INDEMNITEE aga inst a liability, or an expense, or both. A CITY City of Glendale Plan to Increase Solar and DER

42 INDEMNITEE’s right to recover defense costs and attorney’s fees under this Article does not require, and is not contingent upon, the CITY INDEMNITEE’s first:

(A) R equesting that CONSULTANT INDEMNITOR provide a defense to the CITY INDEMNITEE; or

(B) Obtaining CONSULTANT INDEMNITOR’s consent to the CITY INDEMNITEE’s tender of defense.

12.5. If CONSULTANT subcontracts all or any portion of the Services under this Agreement, CONSULTANT shall provide CITY with a written agreement from each Subconsultant, who must indemnify, defend, and hold harmless CITY INDEMNITEE under the terms in this Article.

12.6. CONSULTANT INDEMNITOR’s obligation to indemnify, defend, and hold harmless CITY will remain in effect and will be binding upon CONSULTANT INDEMNITOR whether the liability , or the expense , or both, accrues — or is discovered— before or after this Agreement’s expiration, cancellation, or termination.

12.7. Except for Paragraph 12.3, this Article’s indemnification and defense provisions are separate and independent from the insurance provisions in Article 11. In addition, the indemnification and defense provisions in this Article:

(A) Are neither limited to nor capped at the coverage amounts specified under the insurance provisions in Article 11; and

(B) Do not limit, in any way, the applicability, scope, or obligations of the insurance provisions in Article 11.

13.0 DEFAULT, REMEDIES, AND TERMINATION

13.1. Default. Default under this Agreement occurs upon any one or more of the following events:

(A) C ONSULTANT refuses or fails— whether partially, fully, temporarily, or otherwise— to:

(1) Provide or maintain enough properly trained personnel, or licensed personnel, or both, to perform the Services that this Agreement requires;

(2) Pay for, obtain, maintain, or renew the insurance policies or coverages that this Agreement requires;

(3) Comply with indemnification, defense, or hold harmless provisions that this Agreement requires; or

City of Glendale Plan to Increase Solar and DER

43 (B) CONSULTANT, or its personnel, or both— whether partially, fully , temporarily, or otherwise:

(1) Disregards or violate s a law, ordinance, rule, procedure, regulation, directive, or order;

(2) Refuses or fails to pay for, obtain, maintain, or renew requisite licenses;

(3) Refuses or fail s to observe, perform , or fulfill a covenant, condition, obligation, term, or provision of this Agreement;

(4) Commits an unlawful, false, fraudulent, dishonest, deceptive, or dangerous act while performing the S ervices under this Agreement; or

(C) CONSULTANT:

(1) Or another party for or on behalf of CONSULTANT: institutes proceedings under any bankruptcy, reorganization, receivership or other insolvency; or assigns or transfers assets to its creditors;

(2) Delegates— whether in whole, in part, temporarily, or otherwise— its duties or obligations under this Agreement, without notifying CITY, or without CITY’s written authorization;

(3) Assigns, transfers, pledges, hypothecates, grants, or encumbers— whether in whole, in part, temporarily, or
otherwise— this Agreement or any interest in it, without notifying CITY, or without CITY’s written authorization;

(4) Or one of its partners, directors, officers, or general managers, or a person who exercises managerial authority on
CONSULTANT’s behalf, is convicted under state or federal law, during this Agreement’s Term, of embezzlement, theft, fraud, forgery, bribery, deceptive or unlawful business practices, perjury, falsifying or destroying records or evidence, receiving stolen property, or other offense indicating a lack of business integrity or business honesty; or

(D) Any other justifiable cause or reason, as reasonably determined by the City Manager, or a designee.

13.2. Notice of Default. If CITY deems that CONSULTANT is in Default, or that CONSULTANT has failed in any other respect to satisfactorily perform the Services specified in this Agreement, CITY may give written notice to C ONSULTANT specifying the D efault(s) that C ONSULTANT shall remedy within [SELECT: 5/ 10/ 14/ City of Glendale Plan to Increase Solar and DER

44 30 ] days after receivi ng the notice. The Notice of Default will set forth one or more bases for any dissatisfaction and may suggest corrective measures.

13.3. Remedies upon Default. Within [SELECT THE SAME NUMBER IN PARAGRAPH 13.2 ABOVE: 5/ 10/ 14/ 30 ] days after receiving CITY’s Notice of Default, if CONSULTANT refuses or fails to remedy the D efault(s), or if C ONSULTANT does not commence steps to remedy the D efault(s) to CITY’s reasonable satisfaction, C ITY may exercise any one or more of the following remedies:

(A) CITY may, in whole or in part and for any length of time, immediately suspend this Agreement until such time as CONSULTANT has corrected the Default; (B) CITY may provide for the Services either through its own forces or from another consultant, and may withhold any money due (or may become owing to ) CONSULTANT for a task related to the claimed Default;

(C) CITY may withhold all moneys, or a sum of money, due CONSULTANT under this Agreement, which in CITY ’s sole determination, are sufficient to secur e CONSULTANT ’s performance of its duties and obligations under this Agreement;

(D) CITY may immediately terminate the Agreement;

(E) CITY may exercise any legal remedy, or equitable remedy, or both, including, but not limited to, filing and action in court:

(1) Seeking CONSULTANT’s specific performance of all or any part of this Agreement; or

(2) Recovering damages for CONSULTANT’s Default, breach, or violation of this Agreement; or

(F) CITY may pursue any other available, lawful right, remedy, or action.

13.4. Termination for Convenience. Independent of the remedies provided in Paragraph 13.3, CITY may elect to terminate this Agreement at any time upon [ SELECT: 10/ 14/ 30 ] days’ prior written notice. Upon termination, CONSULTANT shall receive compensation only for that work which CONSULTANT had satisfactorily completed to the termination date. CITY shall not pay CONSULTANT for de-mobilization, takedown, disengagement, wind-down, or other costs incurred arising out of this Agreement’ s termination.

14.0 GENERAL PROVISIONS

14.1. Entire Agreement. This Agreement represents the entire and integrated agreement between the PARTIES. This Agreement supersedes all prior and contemporaneous communications, negotiations, understandings, promises and agreements, either oral or written. Neither CONSULTANT nor CITY has made any City of Glendale Plan to Increase Solar and DER

45 promises or representations, other than those contained in this Agreement or those implied by law. The PARTIES may modify this Agreement, or any part of it, by a written amendment with CITY’s and CONSULTANT’s signature.

14.2. Interpretation. This Agreement is the product of negotiation and compromise by both PARTIES. Every provision in this Agreement must be interpreted as though the PARTIES equally participated in its drafting. Therefore, despite the provisions in California Civil Code Section 1654, if this Agreement’s language is uncertain, the Agreement must not be construed against the PARTY causing the uncertainty to exist. In interpreting this Agreement and resolving any ambiguities, this Agreement will take precedence over any cover page or attachments. If a conflict occurs between a provision in this Agreement and a provision in an attachment , the following order of precedence applies, with the terms and conditions in the document higher on the list governing over those lower on the list:

(1) The Agreement.
(2) Exhibit D.
(3) Exhibit B.
(4) E xhibit A.
(5) Exhibit C.

14.3. Headings. All headings or captions in this Agreement are for convenience and reference only. T hey are not intended to define or limit the scope of any term, condition, or provision.

14.4. Governing Law. California’s laws govern this Agreement’s construction and interpretation. Unless this Agreement provides otherwise, any reference to laws, ordinances, rules, or regulations include their later amendments, modifications, and successor legislation.

14. 5. Waiver of Breach. If a PARTY waives the other PARTY’s breach of a term in this Agreement, that waiver is not treated as waiving a later breach of the term and does not prevent the PARTY from later enforcing that term, or any other term. A waiver of a term is valid only if it is in writing and signed by the PARTY waiving it. This Agreement’s duties and obligations:

(A) Are cumulative (rather than alternative) and are in addition to (rather than a limitation on) any option, right, power, remedy, or privilege; and

(B) Are not exhausted by a PARTY’s exercise of any one of them.

14.6. Attorney’s Fees. If CITY or CONSULTANT brings an action at law or in equity to enforce or interpret one or more provisions of this Agreement, the “prevailing party” is entitled to “reasonable attorney's fees” in addition to any other relief to which the prevailing party may be entitled. A “prevailing party” has the same meaning as that term is defined in California Code of Civil Procedure Section 1032(a)(4). “Reasonable attorney’s City of Glendale Plan to Increase Solar and DER

46 fees” of the City Attorney’s office means the fees regularly charged by private attorneys who:

(A) P ractice in a law firm located in Los Angeles County; and

(B) H ave an equivalent number of years of professional experience in the subject matter area of the law for which the City Attorney’s services were rendered.

14.7. Further Assurances. Upon CITY ’s request at any time, CONSULTANT shall promptly:

(A) T ake further necessary action; and

(B) Sign, acknowledge, and deliver all additional documents as may be reasonable, necessary, or appropriate to carry out this Agreement’s intent, purpose, and terms.

14.8. Assignment.

(A) This Agreement does not give any rights or benefits to anyone, other than to CITY and CONSULTANT. All duties, obligations, and responsibilities under this Agreement are for the sole and exclusive benefit of CITY and CONSULTANT, and are not for the benefit of another person, entity, or organization. Without CITY’s prior written authorization, CONSULTANT shall not do any one or more of the following:

(1) A ssign or transfer a right or interest — whether in whole, in part, temporarily, or otherwise— in this Agreement; or

(2) D elegate a duty or obligation owed— whether in whole, in part, temporarily, or otherwise— under this Agreement.

(B) Any actual or attempted assignment of rights or delegation of duties by CONSULTANT, without CITY’s prior written authorization, is wholly v oid and totally ineffective for all purposes; and does not postpone, delay, alter, extinguish, or terminate CONSULTANT’s duties, obligations, or responsibilities under this Agreement.

(C) If CITY consents to an assignment of rights, or a delegation of duties, or both, CONSULTANT’s assignee or legal representative shall agree in writing to personally assume, perform, and to be bound unconditionally by the covenants, obligations, terms, and conditions in this Agreement.

14.9. Successors and Assigns. Subject to the provisions in Paragraph

14.8, this Agreement is binding on the heirs, executors, administrators, successors, and assigns of the respective PARTIES.

14.10. Time is of the Essence.

City of Glendale Plan to Increase Solar and DER

47 (A) Except when this Agreement states otherwise, time is of the essence in this Agreement. CONSULTANT acknowledges that this Agreement’s time limits and deadlines are reasonable for CONSULTANT’s performing the Services under this Agreement.

(B) Unless this Agreement specifies otherwise, any reference to “day” or “days” means calendar and not business days. If the last day for giving notice or performing an act under this Agreement falls on a weekend, a legal holiday listed in either Glendale Municipal Code Section 3.08.010 or California’s Government Code, or a day when City Hall is closed, the period is extended to and including the next day that CITY is open for business . A reference to the time of day refers to local time for Glendale, California.

14.11. Recycled Paper. CONSULTANT shall endeavor to submit all reports, correspondence, and documents related to this Agreement on recycled paper.

14.12. Notices.

(A) The PARTIES shall submit in writing all notices and correspondence that this Agreement requires or permits, and shall deliver the notices and correspondence to the places set forth below. The PARTIES may give notice by:

(1 ) P ersonal delivery;

(2) U.S. mail, first class postage prepaid;

(3) “Certified” U.S. mail, postage prepaid, return receipt requested; or

(4 ) F acsimile.

(B) All written notices or correspondence sent in the described manner will be presumed “given” to a PARTY on whichever date occurs earliest:

(1) T he date of personal delivery;

(2) T he third (3rd) business day following deposit in the U.S. mail, when sent by “first class” mail;

(3) T he date on which the PARTY or its agent either signed the return receipt or refused to accept delivery, as noted on the return receipt or other U.S. Postal Service form, when sent by “certified” mail; or

(4) T he date of transmission, when sent by facsimile.

City of Glendale Plan to Increase Solar and DER

48 (C) A t any time, by providing written notice to the other PARTY, CITY or CONSULTANT may change the place, or facsimile number, for giving notice.

CITY: City of Glendale
Dept.: _____________________
__________________________
Glendale, CA 9120__
Attn: ______________________

Tel. No. ____________________
Fax. No. ___________________

CONSULTANT:
__________________________
__________________________
__________________________
Attn: _____________________

Tel. No. ____________________
Fax. No. ___________________

14.13. Survival. This Paragraph and the obligations set forth in Paragraphs

5.4, 5.6, 5.7, 5.8, 7.5, 8.1, 9.1, 9.2, 9.3, 9.4, 9.5, 11.1, 11.2, 12.1, 12.2, 12.3, 12.4, 12.5,

12.6, 12.7, 13.3, 14.5, 14.6, 14.7, 14.8, 14.9 , and 14.12 survive this Agreement’s expiration, cancellation, or termination.

14.14. Severability. The invalidity, in whole or in part, of any term of this Agreement will not affect this Agreement’s remaining terms.

14.15. Counterparts. This Agreement may be executed in counterparts, each of which is an original, but all of which constitutes one and the same document. The PARTIES shall sign a sufficient number of counterparts, so that each PARTY will receive a fully executed original of this Agreement.

14.16. Representations – Authority. The PARTIES represent that:

(A) They have read this Agreement, fully understand its contents, and have received a copy of it;

(B) Through their duly authorized representative, they are authorized to sign this Agreement, and they are bound by its terms; and

(C) They have executed this Agreement on the date opposite their signature.

City of Glendale Plan to Increase Solar and DER

49 Executed at Glendale, California.

CITY OF GLENDALE:

By Date: , 20 (Name)
(Title)

CONSULTANT:

By Date: , 20 (Name)
(Title)

APPROVED AS TO FORM:

City Attorney Date

City of Glendale Plan to Increase Solar and DER

50 EXHIBIT LIST

“Exhibit A”: Scope of Work

(__ pages)

“Exhibit B”: Project Time Schedule

(__ pages)

“Exhibit C”: Fee Schedule

(__ pages)

“Exhibit D”: Insurance Requirements

(__ pages)

City of Glendale Plan to Increase Solar and DER

51 CONTRACT No. _________

PROFESSIONAL SERVICES AGREEMENT

BETWEEN THE CITY OF GLENDALE
AND
____________________

THIS AGREEMENT (“Agreement”), effective ________________, 20___ (“Effective Date”), is between the City of Glendale ("CITY"), a municipal corporation, and ____________________ ("CONSULTANT”), a [(Name of State) corporation/ partnership/ limited partnership/ limited liability company/ a sole proprietor/ an individual] (collectively, “PARTIES” or individually, “PARTY”).

RECITALS

A. CITY is a public entity organized and existing under its Charter and the State of California’s Constitution.

B. CONSULTANT represents that CONSULTANT is, and will continue to be for this Agreement’s duration, a [(Name of State) corporation in good standing/ partnership/ limited partnership/ limited liability company/ a sole proprietorship/ an individual.] [ NOTE: staff must verify corporate status/ partnership/ LLC and Consultant’s license, if any, and obtain proof. ] [ADD, IF APPLICABLE: (which) (who) employs persons who are duly registered or licensed to practice in the State of California.]

C. CONSULTANT possesses the competence, experience, expertise, skill, facilities, equipment, personnel, financial wherewithal, and other resources necessary to perform this Agreement’s tasks in a professional and competent manner.

D. CONSULTANT desires to furnish and perform professional services for CITY, on the terms and conditions described in this Agreement. CONSULTANT has the legal authority to provide, engage in, and carry out the professional services set forth in this Agreement.

AGREEMENT

THEREFORE, CITY engages CONSULTANT’s services, and in consideration of the PARTIES’ mutual promises, the PARTIES agree as follows:

1.0 INCORPORATION OF RECITALS

1.1. The Recitals constitute the factual basis upon which CITY and CONSULTANT have entered into this Agreement. CITY and
CONSULTANT acknowledge the Recitals’ accuracy and, therefore, incorporate them into this Agreement.

City of Glendale Plan to Increase Solar and DER

52 2.0 TERM

[Select one of the following alternatives:]

2.1. [OPTION 1] This Agreement begins on the Effective Date, and continues in effect until completion of the work described in Article 3, unless this Agreement ends sooner according to the terms elsewhere in this document.

2.1. [OPTION 2] This Agreement’s Term is [ # ] [mon ths/ years], beginning on [DATE ] and ending on [DATE ] , unless this Agreement ends sooner according to the terms elsewhere in this document.

3.0 SERVICES

3.1. Scope of Work. CONSULTANT shall [specify services to be provided] (“the Services”) in accordance with the Scope of Work, which is attached as “Exhibit A” to this Agreement and is incorporated into it by this reference. [NOTE: “Exhibit A” must set forth in detail the nature and ex tent of services that professional person or firm will render. Scope of Work should identify specific tasks, list and describe any deliverables, and specify procedures/ criteria for acceptance.]

3.2. Written Authorization.

(A) CONSULTANT shall not make changes in the Scope of Work, perform any additional work, or provide any additional material, without first obtaining written authorization from CITY. If CONSULTANT provides additional services or materials without written authorization, or if CONS ULTANT exceeds the Maximum Cost in Paragraph 7.4 of this Agreement, CONSULTANT proceeds at CONSULTANT's own risk and without payment.

(B) CITY will authorize CONSULTANT to proceed with discrete tasks by issuing written Task Orders. Receipt of a written Task Order, signed by CITY’s Project Manager, is a prerequisite for CONSULTANT to proceed with each task . [ADD, IF
APPLICABLE: Each Task Order will specify a not -to-exceed price and a schedule for completion of the task. CONSULTANT shall not exceed the not-to-exceed price in each Task Order.] In performing each phase or task, CONSULTANT shall not exceed the Maximum Cost in Paragraph 7.4 of this Agreement. Issuance of a Task Order neither authorizes CONSULTANT to incur expenditures in excess of the Maximum Cost, nor relieves CONSULTANT from its responsibility for completing all of the Services within the Maximum Cost.

3.3. Professional Standard of Care. During this Agreement’s Term:

(A) CONSULTANT and its Subconsultants, subcontractors, employees, and agents (collectively, “CONSULTANT PARTIES”) shall perform all of the Services in this Agreement in an expeditious and professional manner, using professionals properly licensed and duly qualified to perform the Services.

City of Glendale Plan to Increase Solar and DER

53 (B) CONSULTANT PARTIES shall perform the work described in this Agreement in accordance with generally accepted professional practices and principles, and in a manner consistent with the level of care and skill ordinarily exercised under similar conditions by members of CONS ULTANT PARTIES’ profession currently practicing in California. By delivering the completed work, CONSULTANT PARTIES represent and certify that their work conforms to: the requirements of this Agreement; all applicable (federal, state, county, local, CITY) laws, rules, regulations, orders, and procedures; and the professional standard of care in California.

(C) CONSULTANT PARTIES are responsible for making an
independent evaluation and judgment of all conditions affecting performance of the work, including without limitation: site conditions; existing facilities; seismic, geologic, soils, hydrologic, geographic, climatic conditions; applicable (federal, state, county, local, CITY) laws, rules, regulations, orders, and procedures; and all other contingencies or design considerations. Data, calculations, opinions, reports, investigations, or any other information or documents that CITY provides relating to site, local, or other conditions are not warranted or guaranteed, either expressly or implied, by CITY.

(D) When the Scope of Work requires or permits CITY’s review, approval, conditional approval, or disapproval, CONSULTANT acknowledges that CITY’s review, approval, conditional approval, or disapproval:

(1) Is solely for the purposes of administering this Agreement and determining whether CONSULTANT is entitled to payment for its Services;

(2) Is not to be construed as a waiver of any breach, or acceptance by CITY, of any responsibility — professional or otherwise— for the Services or CONSULT ANT’s work
product;

(3) Does not relieve CONSULTANT of the responsibility for complying with the standard of performance or professional care; or laws, regulations, or industry standards; and

(4) Does not relieve CONSULTANT from liability for damages arising out of CONSULTANT’s: negligent acts, errors, or omissions; recklessness; willful misconduct; or
noncompliance with industry standards.

(E) Without additional compensation to CONSULTANT and at no cost to CITY, CONSULTANT shall correct or revise all errors, mistakes, or deficiencies in its work product, studies, reports, designs, drawings, specifications, or other services.

4.0 TIME FOR PERFORMANCE

[Select one of the following alternatives:]
City of Glendale Plan to Increase Solar and DER

54 4.1. [OPTION 1] CONSULTANT shall complete all of the Servi ces by [DATE ] .

4.1. [OPTION 2] CONSULTANT shall perform the Services according to the Project Time Schedule, which is attached as “Exhibit B” to this Agreement and is incorporated into it by this reference. CONSULTANT shall complete all of the Services by
[DATE ] .

4.2. If the Project Time Schedule calls for performance of the Services in phases or discrete increments, CONSULTANT shall not proceed from one phase or increment to the next without written authorization from CITY’s Project Manager.

4.3. Force Majeure. If an event or condition constituting a “force majeure”— including, but not limited to, an act of God, labor dispute, civil unrest, epidemic, or natural disaster— prevents or delays a PARTY from performing or fulfilling an obligation under this Agreement, the PARTY is not in Default, under Paragraph 13.1 of this Agreement, of the obligation. A delay beyond a PARTY’s control aut omatically extends the time, in an amount equal to the period of the delay, for the PARTY to perform the obligation under this Agreement. The PARTIES shall prepare and sign an appropriate document acknowledging any extension of time under this Paragraph.

5.0 PERSONNEL

5.1. Project Management. Each PARTY shall appoint a Project Manager. The Project Managers shall meet [ SET FORTH SPECIFIC TIMES: hourly/ daily/ weekly/ as needed ] to coordinate, review, and ensure CONSULTANT’s performance under this Agreement. CITY’s Project Manager will oversee the administration of CONSULTANT’s tasks under this Agreement.

5.2. Key Personnel. CONSULTANT’s project team shall work under the direction of the following key personnel [IDENTIFY CONSULTANT’s KEY PERSONNEL AND TITLE] . [OR STATE : CONSULTANT shall employ the key personnel identified in “Exhibit A.”] CONSULTANT shall minimize changes to its key personnel. CITY may request key personnel changes, and CITY may review and approve key personnel changes proposed by CONSULTANT. CITY will not unreasonably withhold approval of key personnel assignments and changes.

5.3. Use of Agents or Assistants. With CITY’s prior written approval, CONSULTANT may employ, engage, or retain the services of persons or entities (“Subconsultants”) that CONSULTANT may deem proper to aid or assist in the proper performance of CONSULTANT’s duties. CITY is an intended beneficiary of all work that the Subconsultants perform for purposes of establishing a duty of care between the Subconsultants and CITY. CONSULTANT is as responsible for the performance of its Subconsultants as it would be if it had rendered the Services itself. All costs of the tasks performed or the expenses incurred by the Subconsultants are chargeable directly to CONSULTANT. Nothing in this Agreement constitutes or creates a contractual relationship between CITY and anyone other than CONSULTANT.

City of Glendale Plan to Increase Solar and DER

55 5.4. Independent Contractor.

(A) CONSULTANT understands and acknowledges that CONSULTANT is an independent contractor, not an employee, partner, agent, or principal of CITY. This Agreement does not create a partnership, joint venture, association, or employer - employee relationship between the PARTIES. At its own expense, CONSULTANT is responsible for providing compensation; employment benefits; disability, unemployment, and other insurance; workers’ compensation; training; permits and licenses; and office space for CONSULTANT and for CONSULTANT’s employees and Subconsultants.

CONSULTANT has, and shall retain, the right to exercise full control over the employment, direction, compensation, and discharge of all persons whom CONSULTANT uses in performing the Services under this Agreement. CONSULTANT shall provide the Services in CONSULTANT’s own manner and method, except as this Agreement specifies. CONSULTANT shall treat a provision in this Agreement that may appear either to give CITY the right to direct CONSULTANT as to the details of doing the work, or to exercise a measure of control over the work, as giving CONSULTANT direction only as to the work’s end result.

(B) CONSULTANT shall indemnify, defend (including CONSULTANT’s providing and paying for legal counsel for CITY), and hold harmless CITY for any obligation; claim; suit; demand for tax or retirement contribution, including any contribution or payment to the Public Employees Retirement System (PERS); social security; salary or wages; overtime, penalty, or interest payment; or workers' compensation payment that CITY may be required to make on behalf of CONSULTANT, an employee of CONSULTANT, or any employee of CONSULTANT construed to be an employee of CITY, for the work done under this Agreement.

5.5. Non-Discrimination in Employment. CONSULTANT shall not discriminate against any employee or person who is subject to this Agreement because of race, color, religion, religious belief, national origin, ancestry, citizenship, age, sex, sexual orientation, marital status, pregnancy, parenthood, medical condition, or physical or mental disability.

5.6. Disability Access Laws. CONSULTANT represents and certifies that the work product, studies, reports, designs, drawings, and specifications that CONSULTANT prepares under this Agreement fully conform to all applicable disability access and design laws, regulations, and standards — including, but not limited to, the Americans with Disabilities Act (42 U.S.C. Sections 12101 et seq.) and Title 24 of the California Code of Regulations— when the Scope of Work requires or calls for compliance with those laws, regulations, or standards.

5.7. P
revailing Wage Laws . Services by persons deemed to be
employees of CONSULTANT possibly may be subject to prevailing wages under California Labor Code S ections 1770- 1781. CONSULTANT’s sole responsibility is to comply with those requirements, should they apply. If a dispute based upon the prevailing wage laws occurs, CONSULTANT, at its expense, shall indemnify, defend (including CONSULTANT’s providing an d paying for legal counsel for CITY), and hold harmless CITY, its officers, agents, employees, and representatives from and against all liability, City of Glendale Plan to Increase Solar and DER

56 claims, suits, demands, damages, fines, penalties, wages, costs, or expenses pertaining to the prevailing wage laws.

5.8. Workers’ Compensation. CONSULTANT understands and
acknowledges that all persons furnishing services to CITY under this Agreement are, for the purpose of workers’ compensation liability, employees solely of CONSULTANT and not of CITY. In performing the Services or the work under this Agreement, CONSULTANT is liable for providing workers’ compensation benefits to CONSULTANT’s employees, or anyone whom CONSULTANT directly or indirectly hires, employs, or uses. CITY is not responsible for any claims at law or in equity caused by CONSULTANT’s failure to comply with this Paragraph.

6.0 FACILITIES

6.1. CONSULTANT shall provide all facilities necessary to fully perform and complete the Services. If CONSULTANT needs to use a CITY facility, CONSULTANT shall meet and confer with CITY before CONSULTANT begins the work that this Agreement requires, the PARTIES shall agree to any costs chargeable to CONSULTANT, and in an amendment to this Agreement, the PARTIES shall describe the facility’s terms of use and its charges.

6.2. CONSULTANT shall pay for any damage to CITY property, facilities, structures, or streets arising out of CONSULTANT’s use, occupation, operation, or activities in, upon, under, or over any portion of them.

7.0 PAYMENT

7.1. CITY’s payment to CONSULTANT will be based upon CONSULTANT’s Fee Schedule, which is attached as “Exhibit C” to this Agreement and is incorporated into it by this reference.
[NOTE: “Exhibit C” must include a breakdown of the not-to-exceed amount, including hourly rates for project staff, any overtime rates, a list and the rate for any reimbursable expenses, or a statement that costs are included in the hourly rate, and an explanation of any mark- ups.] Except as itemized in the Fee Schedule, CONSULTANT shall pay for all expenses, including reimbursable or out -of-pocket expenses, that CONSULTANT incurs in performing the Services. The Fee Schedule will remain in effect for the Agreement’s Term.

[Select one of the following provisions:]

7.2. Fee. [OPTION 1] CITY shall pay for the Services in a lump sum, which is not to exceed _______ dollars ($_________), upon CONSULTANT’s satisfactory completion of the Services and CONSULTANT’s delivery of the work product.

7.2. Fee. [OPTION 2] CITY shall pay for the Services that CONSULTANT performs in accordance with this Agreement at the hourly rate(s) specified in “Exhibit C,” the TOTAL amount of which is not to exceed _______ dollars ($_________).

City of Glendale Plan to Increase Solar and DER

57 7.2. Fee. [OPTION 3] CITY shall pay for the Services in [ IF PAYMENTS ARE IN INTERVALS, SPECIFY A PERIOD (e.g., monthly/ quarterly ) OR SPECIFY A QUANTITY (e.g., two, three, five) installments, the TOTAL amount of which is not to exceed _______ dollars ($_________). Each installment will be payable upon satisfactory completion, in CITY’s determination, of the work in each phase identified below, and in an amount proportionate to the work CONSULTANT performed or completed within each phase:

Phase: Description: Amount:

I – [Example: Construction Documents] $_________ II – [Example: Bid Documents] $_________ III – [Example: Construction Support] _ $_________ IV – [Example: Project ‘s Closeout] $_________ TOTAL $_________

7.3. If CITY requires additional work not included in this Agreement, CONSULTANT and CITY shall negotiate the additional work, mutually agree on the amount of additional compensation, and memorialize the terms in either a separate written contract or an amendment to this Agreement.

7.4. Maximum Cost. CONSULTANT expressly acknowledges that the total cost to complete all tasks set forth in “Exhibit A” must not exceed ___________________________________ dollars ($__________) (“Maximum Cost”).

When CONSULTANT has billed 75% of the Maximum Cost, CONSULTANT shall provide written notice to CITY’s Project Manager that CONSULTANT has expended 75% of the Maximum Cost.

7.5. Taxes. CONSULTANT shall pay all applicable (federal, state, county, local, CITY) excise, sales, consumer use, possessory interest, or other similar taxes required by law that are levied upon this Agreement or upon CONSULTANT’s services under this Agreement.

7.6. Invoices. CONSULTANT shall submit an original, itemized invoice to CITY for approval, before receiving compensation. CONS ULTANT shall submit the invoice at no more than monthly intervals. All invoices must include a summary of total costs, description of the Services performed, a brief itemization of costs associated with each task or phase, and the total phase or project costs to date.

8.0 A

UDIT BY CITY

8.1. During this Agreement’s Term and for a period of four (4) years after the expiration, cancellation, or termination of this Agreement, or any extension of it, CONSULTANT shall:

(A) Keep and maintain, in their original form, all records, books, papers, or documents related to CONSULTANT’s performance of this Agreement; and

City of Glendale Plan to Increase Solar and DER

58 (B) Permit CITY or its authorized representatives, at all reasonable times, to have access to, examine, audit, excerpt, copy, photocopy, photograph, or transcribe all records, books, papers, or documents related to CONSULTANT’s performance of this Agreement including, but not limited to: direct and indirect charges, and detailed documentation, for work CONSULTANT has performed or will perform under this Agreement.

9.0 DATA, RECORDS, PROPRIETARY RIGHTS

9.1. Copies of Data. CONSULTANT shall provide CITY with copies or originals of all data that CONSULTANT generates, uses, collects, or stores in relation to all work associated with this Agreement. Data that CONSULTANT generates, uses, collects, stores, or provides must be in a form acceptable to, and agreed upon by, CITY.

9.2. Ownership and Use.

(A) Unless CITY states otherwise in writing, each document— including, but not limited to, each report, draft, record, drawing, or specification (collectively, “work product”)— that CONSULTANT prepares, reproduces, or causes its preparation or reproduction for this Agreement is CITY’s exclusive property.

(B) CONSULTANT acknowledges that its use of the work product is limited to the purposes contemplated by the Scope of Work. CONSULTANT makes no representation of the work product’s application to, or suitability for use in, circumstances not contemplated by the Scope of Work.

9.3. Intellectual Property.

(A) If CONSULTANT uses or incorporates patented, trademarked, or copyrighted work, ideas, or products— in whole or in part — into CONSULTANT’s work product, CONSULTANT represents that:

(1) CONSULTANT holds the patent, trademark, or copyright to the work, idea, or product; or

(2) CONSULTANT is licensed to use the patented, trademarked, or copyrighted work, idea, or product.
(B) Unless CITY states otherwise in writing, all proprietary rights or intellectual property rights, including copyrights, that arise from creation of the work under this Agreement vest in CITY. CONSULTANT waives and relinquishes all claims to proprietary rights and intellectual property rights, including copyrights, in favor of CITY.

(C) CONSULTANT shall indemnify, defend (including CONSULTANT’s providing and paying for legal counsel for CITY), and hold harmless CITY, its officers, agents, employees, and representatives from and against all liability, claims, suits, demands, damages, royalties, fines, penalties, costs, or expenses arising out of or City of Glendale Plan to Increase Solar and DER

59 alleging any infringement or misappropriation of a patent, copyright, trade secret, trade name, trademark, or other intellectual property right or proprietary right.

9.4. Confidentiality. CONSULTANT shall not use any information that it obtains from performing the Services for any purpose other than for fulfillment of CONSULTANT’s Scope of Work. Without CITY’s prior written authorization, CONSULTANT shall not disclose or publis h— or authorize, permit, or allow others to disclose or publish— data, drawings, designs, specifications, reports, or other information relating to the Services or the work that CITY assigns to CONSULTANT or to which CONSULTANT has access.

9.5. Public Records Act.

(A) CONSULTANT acknowledges that this Agreement is a public record.

This Agreement, its Exhibits, and all documents produced under this Agreement are subject to the California Public Records Act ( Government Code Sections 6250 et seq.), including its exemptions. CONSULTANT acknowledges that CITY has no obligation to notify CONSULTANT when a request for records is received.

(B) CONSULTANT shall identify in advance all records, or portions of them, that CONSULTANT believes are exempt from production under the Public Records Act.

(C) If CONSULTANT claims a privilege against public disclosure or otherwise objects to the records’ disclosure, then:

(1) CONSULTANT may, when notified by CITY of the request, seek protection from disclosure by timely applying for relief in a court of competent jurisdiction; or

(2) CITY may either decline to produce the requested
information, or redact portions of the documents and produce the redacted records.

(D) If CONSULTANT fails to identify one or more protectable documents, in CITY’s sole discretion, and without its being in breach of this Agreement or its incurring liability to CONSULTANT, CITY may produce the records — in whole, in part, or redacted— or may decline to produce them.

(E) CONSULTANT shall indemnify, defend (including CONSULTANT’s providing and paying for legal counsel for CITY), and hold harmless CITY, its officers, agents, employees, and representatives from and against all liability, claims, suits, demands, damages, fines, penalties, costs, or expenses arising out of or alleging CITY’s refusal to publicly disclose one or more records that CONSULTANT identifies as protectable, or asserts is protectable.

City of Glendale Plan to Increase Solar and DER

60 10.0 CONFLICT OF INTEREST; CAMPAIGN CONTRIBUTIONS

10.1. Conflict of Interest. CONSULTANT represents and certifies that:

(A) CONSULTANT’s personnel are not currently officers, agents, employees, representatives, or elected officials of CITY;

(B) CONSULTANT will not employ or hire a CITY officer, agent, employee, representative, or elected official during this Agreement’s Term;

(C) CITY’s officers, agents, employees, representatives, and elected officials do not, and will not, have any direct or indirect financial interest in this Agreement; and
(D) During this Agreement’s Term, CONSULTANT will inform CITY about any possible conflict of interest that may arise as a result of any change in circumstances.

10.2. Campaign Contributions.

(A) CONSULTANT and its Subconsultants shall fully comply with Glendale Municipal Code Section 1.10.060, which places limitations on CONSULTANT’s and its Subconsultants’ ability to make campaign contributions to certain elected City officials or candidates for elected City office. Specifically, Section 1.10.060 prohibits:

(1) A consultant (including a subconsultant)― who has a contract with the City of Glendale, Glendale Successor Agency, or the Housing Authority of the City of Glendale and that contract is subject to approval by the City Council, Successor Agency, or Housing Authority― from making a contribution to a City Council member, City Clerk, or City Treasurer, when the contract has a total anticipated or actual value of $50 ,000 or more, or a combination or series of contracts having a value of $50,000 or more; and

(2) A City Council member, Successor Agency member, or Housing Authority member from voting on a contract in which a
consultant (or a subconsultant) has provided a campaign contribution.

(B) CONSULTANT acknowledges that even if the Maximum Cost in Paragraph 7.4 of this Agreement is less than $50,000, CONSULTANT still may be subject to the campaign contribution limitations in Municipal Code Section 1.10.060, when:

(1) CONSULTANT an d CITY amend the Scope of Services in this Agreement which increases the Maximum Cost to
equal or exceed $50 ,000; or

City of Glendale Plan to Increase Solar and DER

61 (2) CITY, Glendale Successor Agency, or the Housing Authority awards CONSULTANT another contract which has a total
anticipated or actual value of $5 0,000 or more , or awards CONSULTANT a combination or series of contracts which have a value of $50,000 or more.

(C) CONSULTANT represents and certifies that:

(1) CONSULTANT has read and fully understands the provisions of Municipal Code Section 1.10.060;

(2) CONSULTANT will not : (a) make a prohibited campaign contribution to an individual holding CITY elective office; or (b) otherwise violate Municipal Code Section 1.10.060; and

(3) CONSULTANT shall timely complete, return, and update one or more disclosure or reporting forms that CITY provides.

11.0 INSURANCE

11.1. When CONSULTANT signs and delivers this Agreement to CITY, and during this Agreement’s Term, CONSULTANT shall furnish CITY with insurance forms that fully meet the requirements of— and contain provisions entirely consistent with— all of the “Insurance Requirements,” which are attached as “Exhibit D ” (D-1 to D -___) to this Agreement and are incorporated into it by this reference.

11.2. This Agreement’s insurance provisions:

(A) Are separate and independent from the indemnification and defense provisions in Article 12 of the Agreement; and

(B) Do not limit, in any way, the applicability, scope, or obligations of the indemnification and defense provisions in Article 12 of the Agreement.

12.0 INDEMNITY

12.1. T o the maximum extent permitted by law — including, but not limited to, California Ci vil Code Section 2778— CONSULTANT, its employees, agents, Subconsultants, and persons whom CONSULTANT employs or hires (individually and collectively, “CONSULTANT INDEMNITOR”) shall indemnify, defend, and hold harmless CITY, its officers, agents, employees, and representatives (individually and collectively, “CITY INDEMNITEE”) from and against a “ liability” [as defined in Subparagraph (A) below], or an “expense” [as defined in Subparagraph (B) below], or both, that arise out of, pertain to, or relate to an act, error, or omission of a CONSULTANT INDEMNITOR:

City of Glendale Plan to Increase Solar and DER

62 (A) “ Liability” means claims, suits, actions, causes of action, proceedings, judgments, decrees, awards, settlements, liens, losses, damages, injuries, or liability of any kind, whether the liability is:
(1) Actual or alleged;

(2) In contract or in tort; or

(3) For bodily injury (including accidental death), personal injury, advertising injury, or property damage.

(B) “ Expense” means fees, costs, sums, penalties, fines, charges, or expenses of any kind, including, but not limited to:

(1) Attorney’s fees;

(2) Costs of an investigation, litigation, arbitration, mediation, administrative or regulatory proceeding, or appeal;

(3) Fees of an accountant, expert witness, consultant, or other professional; or

(4) Pre or post: judgment interest or settlement interest.

12.2. Under this Article, CONSULTANT INDEMNITOR’s defense and indemnification obligations:

(A) Apply to a liability, or an expense, or both, that arise out of, pertain to, or relate to the actual or alleged passive negligence of a CITY INDEMNITEE; but

(B) Do not apply to a liability, or an expense, or both, that arise out of, pertain to, or relate to the sole active negligence or willful misconduct of a CITY INDEMNITEE.

12.3. To the extent that CONSULTANT INDEMNITOR’s insurance policy provides an upfront defense to CITY, CONSULTANT INDEMNITOR’s obligation to defend a CITY INDEMNITEE under this Article:

(A) Means that CONSULTANT INDEMNITOR shall provide and pay for legal counsel, acceptable to CITY, for the CITY INDEMNITEE;

(B) Occurs when a claim, suit, complaint, pleading, or action against a CITY INDEMNITEE arises out of, pertains to, relates to, or asserts an act, error, or omission of CONSULTANT INDEMNITOR; and

(C) Arises r egardless of whether a claim, suit, complaint, pleading, or action specifically names or identifies CONSULTANT INDEMNITOR.

City of Glendale Plan to Increase Solar and DER

63 12.4. Paragraph 12.3 does not limit or extinguish CONSULTANT INDEMNITOR’s obligation to reimburse a CITY INDEMNITEE for the costs of defending the CITY INDEMNITEE against a liability, or an expense, or both. A CITY INDEMNITEE’s right to recover defense costs and attorney’s fees under this Article does not require, and is not contingent upon, the CITY INDEMNITEE’s first:

(A) R equesting that CONSULTANT INDEMNITOR provide a defense to the CITY INDEMNITEE; or

(B) Obtaining CONSULTANT INDEMNITOR’s consent to the CITY INDEMNITEE’s tender of defense.

12.5. If CONSULTANT subcontracts all or any portion of the Services under this Agreement, CONSULTANT shall provide CITY with a written agreement from each Subconsultant, who must indemnify, defend, and hold harmless CITY INDEMNITEE under the terms in this Article.

12.6. CONSULTANT INDEMNITOR’s obligation to indemnify, defend, and hold harmless CITY will remain in effect and will be binding upon CONSULTANT INDEMNITOR whether the liability , or the expense , or both, accrues — or is discovered— before or after this Agreement’s expiration, cancellation, or termination.

12.7. Except for Paragraph 12.3, this Article’s indemnification and defense provisions are separate and independent from the insurance provisions in Article 11. In addition, the indemnification and defense provisions in this Article:

(A) Are neither limited to nor capped at the coverage amounts specified under the insurance provisions in Article 11; and

(B) Do not limit, in any way, the applicability, scope, or obligations of the insurance provisions in Article 11.

13.0 DEFAULT, REMEDIES, AND TERMINATION

13.1. Default. Default under this Agreement occurs upon any one or more of the following events:

(A) CONSULTANT refuses or fails— whether partially, fully, temporarily, or otherwise— to:

(1) Provide or maintain enough properly trained personnel, or licensed personnel, or both, to perform the Services that this Agreement requires;

(2) Pay for, obtain, maintain, or renew the insurance policies or coverages that this Agreement requires;

City of Glendale Plan to Increase Solar and DER

64 (3) Comply with indemnification, defense, or hold harmless provisions that this Agreement requires; or

(B) CONSULTANT, or its personnel, or both— whether partially, fully, temporarily, or otherwise:

(1) Disregards or violates a law, ordinance, rule, procedure, regulation, directive, or order;

(2) Refuses or fails to pay for, obtain, maintain, or renew requisite licenses;

(3) Refuses or fails to observe, perform, or fulfill a covenant, condition, obligation, term, or provision of this Agreement;

(4) Commits an unlawful, false, fraudulent, dishonest, deceptive, or dangerous act while performing the Services under this Agreement; or

(C) CONSULTANT:

(1) Or another party for or on behalf of CONSULTANT: institutes proceedings under any bankruptcy, reorganization, receivership or other insolvency; or assigns or transfers assets to its creditors;

(2) Delegates— whether in whole, in part, temporarily, or otherwise— its duties or obligations under this Agreement, without notifying CITY, or without CITY’s written authorization;

(3) Assigns, transfers, pledges, hypothecates, grants, or encumbers— whether in whole, in part, temporarily, or
otherwise— this Agreement or any interest in it, without notifying CITY, or without CITY’s written authorization;

(4) Or one of its partners, directors, officers, or general managers, or a person who exercises managerial authority on
CONSULTANT’s behalf, is convicted under state or federal law, during this Agreement’s Term, of embezzlement, theft, fraud, forgery, bribery, deceptive or unlawful business practices, perjury, falsifying or destroying records or evidence, receiving stolen property, or other offense indicating a lack of business integrity or business honesty; or

(D) Any other justifiable cause or reason, as reasonably determined by the City Manager, or a designee.

City of Glendale Plan to Increase Solar and DER

65 13.2. Notice of Default. If CITY deems that CONSULTANT is in Default, or that CONSULTANT has failed in any other respect to satisfactorily perform the Services specified in this Agreement, CITY may give written notice to CONSULTANT specifying the Default(s) that CONSULTANT shall remedy within [SELECT: 5/ 10/ 14/
30 ] days after receiving the notice. The Notice of Default will set forth one or more bases for any dissatisfaction and may suggest corrective measures.

13.3. Remedies upon Default. Within [SELECT THE SAME NUMBER IN PARAGRAPH 13.2 ABOVE: 5/ 10/ 14/ 30 ] days after receiving CITY’s Notice of Default, if CONSULTANT refuses or fa ils to remedy the Default(s), or if CONSULTANT does not commence steps to remedy the Default(s) to CITY’s reasonable satisfaction, CITY may exercise any one or more of the following remedies:

(A) CITY may, in whole or in part and for any length of time, immediately suspend this Agreement until such time as CONSULTANT has corrected the Default;

(B) CITY may provide for the Services either through its own forces or from another consultant, and may withhold any money due (or may become owing to) CONSULTANT for a task related to the claimed Default;

(C) CITY may withhold all moneys, or a sum of money, due CONSULTANT under this Agreement, which in CITY’s sole determination, are sufficient to secure CONSULTANT’s performance of its duties and obligations under this Agreement;

(D) CITY may immediately terminate the Agreement;

(E) CITY may exercise any legal remedy, or equitable remedy, or both, including, but not limited to, filing and action in court:

(1) Seeking CONSULTANT’s specific performance of all or any part of this Agreement; or

(2) Recovering damages for CONSULTANT’s Default, breach, or violation of this Agreement; or

(F) CITY may pursue any other available, lawful right, remedy, or action.

13.4. Termination for Convenience. Independent of the remedies provided in Paragraph 13.3, CITY may elect to terminate this Agreement at any time upon [ SELECT: 10/ 14/ 30 ] days’ prior written notice. Upon termination, CONSULTANT shall receive compensation only for that work which CONSULTANT had satisfactorily completed to the termination date. CITY shall not pay CONSULTANT for de-mobilization, takedown, disengagement, wind-down, or other costs incurred arising out of this Agreement’s termination.

City of Glendale Plan to Increase Solar and DER

66 14.0 GENERAL PROVISIONS

14.1. Entire Agreement. This Agreement represents the entire and integrated agreement between the PARTIES. This Agreement supersedes all prior and contemporaneous communications, negotiations, understandings, promises and agreements, either oral or written. Neither CONSULTANT nor CITY has made any promises or representations, other than those contained in this Agreement or those implied by law. The PARTIES may modify this Agreement, or any part of it, by a written amendment with CITY’s and CONSULTANT’s signature.

14.2. Interpretation. This Agreement is the product of negotiation and compromise by both PARTIES. Every provision in this Agreement must be interpreted as though the PARTIES equally participated in its drafting. Therefore, despite the provisions in California Civil Code Section 1654, if this Agreement’s language is uncertain, the Agreement must not be construed against the PARTY causing the uncertainty to exist. In interpreting this Agreement and resolving any ambiguities, this Agreement will take precedence over any cover page or attachments. If a conflict occurs between a provision in this Agreement and a provision in an attachment, the following order of precedence applies, with the terms and conditions in the document higher on the list governing over those lower on the list:

(1) The Agreement.
(2) Exhibit D.
(3) Exhibit B.
(4) Exhibit A.
(5) Exhibit C.

14.3. Headings. All headings or captions in this Agreement are for convenience and reference only. They are not intended to define or limit the scope of any term, condition, or provision.

14.4. Governing Law. California’s laws govern this Agreement’s construction and interpretation. Unless this Agreement provides otherwise, any reference to laws, ordinances, rules, or regulations include their later amendments, modifications, and successor legislation.

14.5. Waiver of Breach. If a PARTY waives the other PARTY’s breach of a term in this Agreement, that waiver is not treated as waiving a later breach of the term and does not prevent the PARTY from later enforcing that term, or any other term. A waiver of a term is valid only if it is in writing and signed by the PARTY waiving it. This Agreement’s duties and obligations:

(A) Are cumulative (rather than alternative) and are in addition to (rather than a limitation on) any option, right, power, remedy, or privilege; and

City of Glendale Plan to Increase Solar and DER

67 (B) Are not exhausted by a PARTY’s exercise of any one of them.

14.6. Attorney’s Fees. If CITY or CONSULTANT brings an action at law or in equity to enforce or interpret one or more provisions of this Agreement, the “prevailing party” is entitled to “reasonable attorney's fees” in addition to any other relief to which the prevailing party may be entitled. A “prevailing party” has the same meaning as that term is defined in California Code of Civil Procedure Section 1032(a)(4). “Reasonable attorney’s fees” of the City Attorney’s office means the fees regularly charged by private attorneys who:

(A) Practice in a law firm located in Los Angeles County; and

(B) Have an equivalent number of years of professional experience in the subject matter area of the law for which the City Attorney’s services were rendered.

14.7. Further Assurances. Upon CITY’s request at any time, CONSULTANT shall promptly:

(A) Take further necessary action; and

(B) Sign, acknowledge, and deliver all additional documents as may be reasonable, necessary, or appropriate to carry out this Agreement’s intent, purpose, and terms.

14.8. Assignment.

(A) This Agreement does not give any rights or benefits to anyone, other than to CITY and CONSULTANT. All duties, obligations, and responsibilities under this Agreement are for the sole and exclusive benefit of CITY and CON SULTANT, and are not for the benefit of another person, entity, or organization. Without CITY’s prior written authorization, CONSULTANT shall not do any one or more of the following:

(1) Assign or transfer a right or interest — whether in whole, in part, temporarily, or otherwise— in this Agreement; or

(2) Delegate a duty or obligation owed— whether in whole, in part, temporarily, or otherwise— under this Agreement.

(B) Any actual or attempted assignment of rights or delegation of duties by CONSULTANT, without CITY’s prior written authorization, is wholly void and totally ineffective for all purposes; and does not postpone, delay, alter, extinguish, or terminate CONSULTANT’s duties, obligations, or responsibilities under this Agreement.

(C) If CITY consents to an assignment of rights, or a delegation of duties, or both, CONSULTANT’s assignee or legal representative shall agree in writing to personally assume, perform, and to be bound unconditionally by the covenants, obligations, terms, and conditions in this Agreement.

City of Glendale Plan to Increase Solar and DER

68 14.9. Successors and Assigns. Subject to the provisions in Paragraph

14.8, this Agreement is binding on the heirs, executors, administrators, successor s, and assigns of the respective PARTIES.

14.10. Time is of the Essence.

(A) Except when this Agreement states otherwise, time is of the essence in this Agreement. CONSULTANT acknowledges that this Agreement’s time limits and deadlines are reasonable for CONSULTANT’s performing the Services under this Agreement.

(B) Unless this Agreement specifies otherwise, any reference to “day” or “days” means calendar and not business days. If the last day for giving notice or performing an act under this Agreement falls on a weekend, a legal holiday listed in either Glendale Municipal Code Section 3.08.010 or California’s Government Code, or a day when City Hall is closed, the period is extended to and including the next day that CITY is open for business. A re ference to the time of day refers to local time for Glendale, California.

14.11. Recycled Paper. CONSULTANT shall endeavor to submit all reports, correspondence, and documents related to this Agreement on recycled paper.

14.12. Notices.

(A) The PARTIES shall submit in writing all notices and correspondence that this Agreement requires or permits, and shall deliver the notices and correspondence to the places set forth below. The PARTIES may give notice by:

(1) Personal delivery;
(2) U.S. mail, first class postage prepaid;

(3) “Certified” U.S. mail, postage prepaid, return receipt requested; or

(4) Facsimile.

(B) All written notices or correspondence sent in the described manner will be presumed “given” to a PARTY on whichever date occurs earliest:

(1) The date of personal delivery;

(2) The third (3rd) business day following deposit in the U.S. mail, when sent by “first class” mail;

(3) The date on which the PARTY or its agent either signed the return receipt or refused to accept delivery, as noted on the return receipt or other U.S. Postal Service form, when sent by “certified” mail; or
City of Glendale Plan to Increase Solar and DER

69 (4) The date of transmission, when sent by facsimile.

(C) At any time, by providing written notice to the other PARTY, CITY or CONSULTANT may change the place, or facsimile number, for giving notice.

CITY: City of Glendale
Dept.: _____________________
__________________________
Glendale, CA 9120__
Attn: ______________________

Tel. No. ____________________
Fax. No. ___________________

CONSULTANT:
__________________________
__________________________
__________________________
Attn: ______________________

Tel. No. ____________________
Fax. No. ___________________

14.13. Survival. This Paragraph and the obligations set forth in Paragraphs

5.4, 5.6, 5.7, 5.8, 7.5, 8.1, 9.1, 9.2, 9.3, 9.4, 9.5, 11.1, 11.2, 12.1, 12.2, 12.3, 12.4, 12.5,

12.6, 12.7, 13.3, 14.5, 14.6, 14.7, 14.8, 14.9, and 14.12 survive this Agreement’s expiration, cancellation, or termination.

14.14. Severability. The invalidity, in whole or in part, of any term of this Agreement will not affect this Agreement’s remaining terms.

14.15. Counterparts. This Agreement may be executed in counterparts, each of which is an original, but all of which constitutes one and the same document. The PARTIES shall sign a sufficient number of counterparts, so that each PARTY will receive a fully executed original of this Agreement.

14.16. Representations – Authority. The PARTIES represent that:

(A) They have read this Agreement, fully understand its contents, and have received a copy of it;

(B) Through their duly authorized representative, they are authorized to sign this Agreement, and they are bound by its terms; and

City of Glendale Plan to Increase Solar and DER

70 (C) They have executed this Agreement on the date opposite their signature.

Executed at Glendale, California.

CITY OF GLENDALE:

By Date: , 20 (Name)
(Title)

CONSULTANT:

By Date: , 20 (Name)
(Title)

APPROVED AS TO FORM:

City Attorney Date
City of Glendale Plan to Increase Solar and DER

71 EXHIBIT LIST

“Exhibit A”: Scope of Work

(__ pages)

“Exhibit B”: Project Time Schedule

(__ pages)

“Exhibit C”: Fee Schedule

(__ pages)

“Exhibit D”: Insurance Requirements

(__ pages)

City of Glendale Plan to Increase Solar and DER

72 APPENDIX D – Proposal Forms and Detailed
Instructions

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APPENDIX D –

PROPOSAL FORMS AND DETAILED INSTRUCTIONS

PROPOSAL CHECKLIST
The City has developed this optional checklist to assist Proposers in complying with the proposal submittal requirements.

Volume I – PROPOSAL FORMS

___ Proposal Form and Signature Page

___ Experience Form and Attached Brief description of each Project

___ Proposer’s Qualifications Statement

___ Insurance Requirements Affidavit

___ Disclosure – Campaign Finance Ordinance Form

___ Public Records Exempt Information

Volume II – MANAGEMENT PROPOSAL

___ Organization/ Management Approach to the Work

___ Qualifications of Key Personnel

___ Key Personnel References

Volume III – TECHNICAL PROPOSAL

___ Project Summary

___ Budget

___ Project Development Process

___ Project Implementation Timeline

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VOLUME I – Proposal Forms

Please include in Volume I of your Proposal the forms and information found on the following pages.

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PROPOSAL
FOR

CITY OF GLENDALE

DEVELOPING A PLAN TO INCREASE SOLAR PENETRATION AND DEVELOP ADDITIONAL

DISTRIBUTED ENERGY RESOURCES (DER)

Date: , 20____

Proposer:

Name of Business

Tax Identification No.: Contact Person:

Address:

City: State: Zip Code:

Telephone: Email:

PF:4

TO THE CITY OF GLENDALE, CALIFORNIA:

In response to the Request for Proposals (“RFP”) by the City of Glendale (“City”), the undersigned person or entity (“Proposer”) now submits this Proposal (“Proposal”), with the accompanying forms and attachments.

1. In submitting this Proposal, Proposer certifies that:

A. Proposer has read, examined, and is fully familiar with all three of the items below (collectively, “the Documents”):

(1) The RFP’s provisions;

(2) The Contract ’s terms, conditions, requirements, specifications, and minimum performance standards; and

(3) Any Addenda issued during the proposal period;

B. Proposer has carefully checked all words, figures, and statements made in the Documents;

C. Proposer is satisfied that the Documents are accurate;

D. Proposer understands and accepts all of the Documents’ provisions;

E. Proposer has examined the location or facility for which this Proposal is submitted, and Proposer is fully familiar with all facts, conditions, circumstances, and matters that may affect, in any way, Proposer’s services or costs;

F. Proposer has fully considered all other matters that may affect, in any way, Proposer’s services or costs;
G. If Proposer is awarded a Contract, Proposer will not make a claim against City based upon ignorance of local conditions or misunderstanding of any of the Contract’s provisions. If the conditions turn out otherwise than what Proposer anticipated, Proposer agrees to assume all risks incident to it;

H. Proposer offers to fully perform all of the duties and obligations specified in the Documents in exchange for the consideration described in the Documents;

I. This Proposal is an irrevocable offer for a period of at least one-hundred eighty (180) calendar days following Proposal Deadline;

J. Except as the Contract or California law allows, City is not liable or responsible for any costs, fees, or expenses that Proposer incurs for any one or more of the following:

(1) Responding to this RFP;

(2) Anticipating or preparing for an award of a Contract;

(3) Obtaining any equipment, personnel, facilities, or other items to comply with the Documents’ provisions; or

(4) Performing the services under the Contract;

K. Within fourteen (14) cal endar days after City issues a Notice of Award of Contract, or within any extension that City may allow, Proposer agrees to:

(1) Sign and deliver the Contract, of which the RFP, its attached Exhibits, and the Notice calling for Proposals are a part; and

(2) Furnish the proof of insurance and performance security required by the Contract; and

L. At its expense, Proposer agrees to indemnify, defend, and hold harmless City and its officers, agents, employees, and representatives— from and against any and all liability, suits, actions, proceedings, judgments, claims, demands, liens, losses, damages, costs, and expenses (including attorneys ’ fees, litigation, arbitration, mediation, appeal expenses), if a dispute, lawsuit, or other proceeding arises out of any one or more of the following:

(1) Proposer’s submitting the Proposal;

(2) City’s accepting Proposer’s Proposal; or

(3) City’s awarding a Contract to Proposer in compliance with this RFP, or

PF:5
state, federal, or local laws.

2. Under the penalty of perjury, Proposer certifies that:

A. This Proposal is genuine, is not a sham or collusive, and is not made in the interest of, or on behalf of, any person, partnership, corporation, firm, organization, or another entity not named or disclosed in the Proposal;

B. Proposer did not, directly or indirectly, induce, agree, or solicit anyone else to submit a false or sham Proposal, to refrain from proposing, to withdraw a Proposal, or to attempt to induce an action prejudicial to City’s interests;

C. Proposer has not sought by collusion, in any manner, to secure for Proposer any advantage over other proposers; and

D. All facts and statements in the Proposal are completely true, accurate, and correct.

E. By signing this Proposal, each individual below represents and warrants that the individual:

(1) Has the right, power, legal capacity, and authority not only to sign this Proposal on the Proposer’s behalf, but also to bind the Proposer to this Proposal; and

(2) Binds the Proposer to this Proposal.

PROPOSER:

SIGNATURE MUST BE ACKNOWLEDGED

BEFORE A NOTARY
By
Signature

Name
Printed

Its
Title

Address

Telephone

IF PROPOSER IS A CORPORATION, IF PROPOSER IS A PARTNERSHIP,

PLACE IMPRINT OF CORPORATE SEAL JOINT VENTURE, OR OTHER LEGAL ENTITY, BELOW: THEN EACH PARTNER, PRINCIPAL, OR

INDIVIDUAL MUST SIGN THIS PROPOSAL IN

FRONT OF A NOTARY
SEAL

PF:6

ADDITIONAL SIGNATURE PAGE

FOR PROPOSAL

PROPOSER:

SIGNATURES MUST BE ACKNOWLEDGED

BEFORE A NOTARY
By
Signature

Name
Printed

Its
Title

Address

Telephone

By
Signature

Name
Printed

Its
Title

Address

Telephone

By
Signature

Name
Printed

Its
Title

Address

Telephone

By
Signature

Name
Printed

Its
Title

Address

Telephone

PF:7

CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT

A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.

State of California
} County of

On before me, Date Name and Title of the Officer
personally appeared
Name(s) of Signer(s)

Place Notary Seal Above
who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and t hat by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature
Signature of Notary Public

OPTIONAL
Although the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form to another document.

Description of Attached Document

Title or Type of Document:

Document Date: Number of Pages:

Signer(s) Other Than Named Above:

Capacity(ies) Claimed by Signer(s)
Signer’s Name:

Individual
Corporate Officer — Title:

Partner: Limited General
Attorney-In-Fact
Trustee
Guardian Conservator
Other:

Signer is representing:

RIGHT THUMBPRINT

OF SIGNER
Top of Thumb Here
Signer’s Name:

Individual
Corporate Officer — Title:

Partner: Limited General
Attorney-In-Fact
Trustee
Guardian Conservator
Other:

Signer is representing:

RIGHT THUMBPRINT

OF SIGNER
Top of Thumb Here

PF:8

EXPERIENCE FORM – MINIMUM QUALIFICATIONS

Below list at least: Two (2) projects successfully completed by the Proposer; each comparable in scope and scale to this Project, within five (5) years before the Proposal Deadline and with a dollar value equal to or in excess of the Proposal submitted for this Project.

CONTRACT

START DATE

CONTRACT

END DATE

CONTRACT
$ AMOUNT

PROJECT NAME
AND ADDRESS PROPOSER’S ROLE

CONTACT

NAME/TITLE

CONTACT
PHONE
NUMBER

PROJECT SIZE
(MW)

1 2

3 4

City of Glendale
Plan to Increase Solar Penetration and Develop Additional Distributed Energy Resources RFP

PF:9
PROPOSER’S QUALIFICATIONS STATEMENT

All responses must be typewritten or printed legibly in ink. When additional space is needed to explain an answer, attach sheets as necessary. Failure to (1) complete this form, (2) return it, or (3) attach a required document may render the Proposal non-responsive.

1. BUSINESS ORGANIZATION / STRUCTURE

1.1 Your firm is a:

Corporation Sole Proprietorship Partnership

Limited Liability Company Other:

1.2 If your firm is a corporation, answer the following:

1.2.1 Date of incorporation:

1.2.2 State of incorporation:

1.2.3 Corporate ID number:

1.2.4 President’s name:

1.2.5 Is your firm a publicly traded corporation?
□ YES □ NO

1.2.6 For any person, firm or entity who owns 25% or more of the corporation ’s stock, identify the individual, firm or entity and the corresponding percentage of ownership:

Name: Percent:

Name: Percent:

Name: Percent:

Name: Percent:

1.3 If your firm is a limited liability company, answer the following:

1.3.1 Date of formation:

1.3.2 State of formation:

1.3.3 Secretary of State’s File or ID number:

City of Glendale
Plan to Increase Solar Penetration and Develop Additional Distributed Energy Resources RFP

PF:10

1.3.4 Chief Executive Officer’s name:

1.3.5 Name of Manager(s):

1.3.6 For any person, firm or entity whose ownership or membership interest in the company exceeds 25%, identify the individual, firm or entity and the corresponding percentage of ownership or membership:

Name: Percent:

Name: Percent:

Name: Percent:

Name: Percent:

1.4 If your firm is a partnership, answer the following:

1.4.1 Date of formation:

1.4.2 Type of partnership (General, Limited, LLP):

1.4.3 Secretary of State’s Registration or ID number:

1.4.4 List the name of the General Partner(s) and any individual who has any equity interest in the partnership:

1.4.5. List jurisdictions in which your firm’s fictitious name (dba) is filed:

1.5 If your firm is individually owned (a sole proprietorship), answer the following:

1.5.1 Date your firm started:

1.5.2 Name of owner:

1.5.3 List jurisdictions in which your firm’s fictitious name (dba) is filed:

1.6 If your firm is other than the type listed above, such as a joint venture, consortium, trust, association or other combination, describe the business organization or structure, identify the principals, and list their corresponding percentage of ownership or control:

City of Glendale
Plan to Increase Solar Penetration and Develop Additional Distributed Energy Resources RFP

PF:11

1.6.1 Description of business organization or structure:

1.6.2 Principals and their corresponding percentage of ownership or control:

Name: Percent:

Name: Percent:

Name: Percent:

Name: Percent:

2. OWNERSHIP AND NAME CHANGES

2.1 How many years has your firm been in business under its present name?

2.2 In the past five years, has your firm changed names? □ YES □ NO

If Yes, list all prior names, addresses, and the dates they were used. Explain the reason for each name change:

2.2.1 Prior name:

2.2.2 Address:

2.2.3 Reason name changed:

2.2.4 Starting / ending dates of prior name: /

2.3 Is your firm a subsidiary, parent, holding company, or affiliate of another firm? □ YES □ NO

If Yes, explain the relationship between your firm and the associated firms. Include information about an affiliated firm only if one firm owns 50% or more of another firm, or if an owner, partner or officer of your firm holds a similar position in another firm:

2.3.1 Associated firm’s name:

2.3.2 Address:

2.3.3 Relationship between your firm and the associated firm:

2.3.4 Principals and their corresponding percentage of ownership or control:

City of Glendale
Plan to Increase Solar Penetration and Develop Additional Distributed Energy Resources RFP

PF:12

Name: Percent:

Name: Percent:

Name: Percent:

Name: Percent:

3. LICENSING

3.1 Do you have a current, active, valid California Contractor License? □ YES □ NO

If Yes, provide the Contractor license number, license class, and expiration date:

3.1.1 Contractor License Number:

3.1.2 License Class:

3.1.3 Expiration Date:

3.2 Are you registered with California’s Department of Industrial Relations (DIR) in accordance with Labor Code Section 1725.5?
□ YES □ NO

If Yes, provide the DIR Contractor Registration Number and expiration date:

3.2.1 DIR Contractor Registration Number:

3.2.2 Expiration Date:

3.3 List jurisdictions in which your firm is legally qualified to do business, provide license or registration number, and set forth the type of license. Attach additional sheets as necessary.

3.2.1 Jurisdiction:

3.2.2 License or registration number:

3.2.3 Type of license:

3.4 Are any of your firm’s licenses held in the name of a corporation or partnership? □ YES □ NO

If Yes, list below the name of the corporation or partnership that actually holds the license:

3.1.1 Corporation’s or partnership’s name:

3.1.2 Type of license:

City of Glendale
Plan to Increase Solar Penetration and Develop Additional Distributed Energy Resources RFP

PF:13

For the following question, the term “owner” does not include owners of stock in your firm if your firm is a publicly traded corporation.

3.5 In the past seven years, has your firm or any of its owners, partners, officers, or employees been investigated, cited, assessed any penalties, subject to any disciplinary action by a licensing agency, or found to have violated any licensing laws or regulations?
□ YES □ NO

If Yes, identity the licensing agency, type of license, date and reason for the disciplinary action. Attach additional sheets as necessary.

3.5.1 Licensing Agency:

3.5.2 Type of license:

3.5.3 Date of disciplinary action:

3.5.4 Reason for disciplinary action:

4. CLAIMS; LAWSUITS; CRIMINAL ACTS

For the following questions, the term “owner” does not include owners of stock in your firm if your fir m is a publicly traded corporation.

4.1 In the past five years, has your firm or any of its owners, partners, officers, or employees been a defendant in court, or participated in an arbitration or mediation, or administrative hearing on a matter related to:

4.1.1 The performance, non-performance, default, violation, or breach of a contract or agreement? □ YES □ NO

4.1.2 Damage to a government entity’s or a client’s premises, facility, or equipment arising out of your equipment, services, or operations?
□ YES □ NO

4.1.3 Employment-related litigation brought by an employee of your firm? □ YES □ NO

4.1.4 Payment or non-payment to a subcontractor or supplier? □ YES □ NO

4.1.5 Federal Davis Bacon or California Labor Code requirements relating to underpayment of wages, failure to maintain or produce payroll records, failure to use apprentices in appropriate ratios, or failure to maintain workers’ compensation insurance?

City of Glendale
Plan to Increase Solar Penetration and Develop Additional Distributed Energy Resources RFP

PF:14
□ YES □ NO

4.1.6 Defective, deficient, substandard, or noncompliant work? □ YES □ NO

If the answer to any question in 4.1.1 to 4.1.6 is YES, identify the name of the person or entity that sued (i.e., “the plaintiff”) or was involved in the mediation or arbitration; list the date, court, court address, and case number; describe the facts and circumstances giving rise to the lawsuit, mediation, or arbitration; and set forth the outcome or disposition. Attach additional sheets as necessary.

4.2 Has your firm ever filed a claim for damages or a lawsuit, or requested arbitration or mediation, ag ainst a government entity or a client?
□ YES □ NO

If YES, identify the government entity or client; list the date, court and case number; describe the facts and circumstances about the claim for damages, or the lawsuit, or both; and set forth the outcome or disposition. Attach additional sheets as necessary.

4.3 Are there any pending or outstanding judgments or liens against your firm or any of its owners, partners, officers, or employees?
□ YES □ NO

City of Glendale
Plan to Increase Solar Penetration and Develop Additional Distributed Energy Resources RFP

PF:15
If YES, identify the name of the person or entity entitled to payment; list the date court and case number; describe the facts and circumstances giving rise to the judgment or lien; and set forth the amount of the judgment or lien. Attach additional sheets if necessary.

4.4 In the past five years, has any government entity ever: (a) investigated, cited, disciplined, or assessed any penalties against your firm or any of its owners, partners, officers, or employees, or (b) determined or concluded that your firm or any of its owners, partners, officers, or employees violated any laws, rules, or regulations? □ YES □ NO

If YES, identify the government entity; list the date, and describe the facts and circumstances about each instance. Attach additional sheets as necessary.

4.5 In the past five years, has your firm or any of its owners, partners, officers or employees been convicted of a felony? (“Convicted” includes a verdict of guilty by a judge or jury, a plea of guilty, a plea of nolo contendere, or a forfeiture of bail.)
□ YES □ NO

If YES, explain the details of that conviction and, if so, whether you or said officer have served his or her sentence. Attach additional sheets as necessary.

4.6 In the past five years, has your firm or any of its owners, partners, officers or employees been convicted of a crime related to the bidding of a government contract, the awarding of a government contract, or the performance of a government contract?
□ YES □ NO

If YES, identify the government entity; list the date, court and case number; describe the facts and circumstances about each instance; and set forth the penalty or punishment imposed. Attach additional sheets as necessary.

City of Glendale
Plan to Increase Solar Penetration and Develop Additional Distributed Energy Resources RFP

PF:16

4.7 In the past five years, has your firm or any of its owners, partners, officers or employees been convicted of a crime involving embezzlement, theft, fraud, forgery, bribery, deceptive or unlawful business practices, perjury, falsifying or destroying records or evidence, or receiving stolen property, or making or submitting a false claim? □ YES □ NO

If YES, identify the crime or offense; list the date, court and case number; describe the facts and circumstances about each instance; and set forth the penalty or punishment imposed. Attach additional sheets as necessary.

4.8 In the past five years, has a government entity determined or concluded that your firm or any of its owners, partners, officers or employees made or submitted a false claim (including a false claim for payment), or made a material misrepresentation?
□ YES □ NO

If YES, identify the government entity, and describe the facts and circumstances about each instance. Attach additional sheets as necessary.

4.9 Is a government entity currently investigating your firm or any of its owners, partners, officers or employees for making false claim(s) or material misrepresentation(s)? □ YES □ NO

If YES, identify the government entity, and describe the facts and circumstances about each instance. Attach additional sheets as necessary.

4.10 Have you or your company ever been charged by any governmental agency for failure to follow safety procedures?
□ YES □ NO

City of Glendale
Plan to Increase Solar Penetration and Develop Additional Distributed Energy Resources RFP

PF:17

If YES, explain. Attach additional sheets as necessary.

4.11 Has any governmental agency ever submitted a complaint against you to the California State Labor Commission for failure to submit certified payrolls or use apprentices in proper ratios? □ YES □ NO

If YES, provide the details of such complaint. Attach additional sheets as necessary.

4.12 Has any governmental agency ever issued against you or one of your subcontractors Civil Wage and Penalty Assessments?
□ YES □ NO

If YES, list all Civil Wage and Penalty Assessments date and dollar amount issued against you or one of your subcontractor by any of the following entities: the California Department of Industrial Relations, a California public entity, or federal public entity, in the last five years and explain how the assessment was resolved. Attach additional sheets as necessary.

5. FIRM’S OPERATIONAL STATUS

5.1. In the past seven years, has your firm, or anyone else acting on behalf of your firm, filed for bankruptcy, insolvency, receivership, or reorganization?
□ YES □ NO

If YES, list the filing date, identify the court and case number; describe the facts and circumstances giving rise to each instance; and set forth the disposition or current status. Attach additional sheets as necessary.

City of Glendale
Plan to Increase Solar Penetration and Develop Additional Distributed Energy Resources RFP

PF:18

5.2. In the past five years, has your firm had any consolidations, mergers, acquisitions, closings, layoffs or staff reductions?
□ YES □ NO

If YES, list the filing date, and describe the facts and circumstances about each instance. Attach additional sheets as necessary.

5.3. Is your firm in the process of, or in negotiations toward: (a) consolidating, merging, selling, or closing its business, or (b) laying off employees or reducing staff?

□ YES □ NO

If YES, describe the transaction; list the anticipated date for completing the transaction, laying off employees, or reducing staff; and describe the facts, circumstances, and reason for taking the action.

Attach additional sheets as necessary.

6. BIDDING; DEBARMENT; CONTRACT PERFORMANCE

6.1. Has a government entity ever debarred, disqualified, removed, suspended, or otherwise prevented your firm from bidding on, contracting, or completing a construction project?

□ YES □ NO

If YES, identify the name of the government entity, list the date, and describe the facts and circumstances about each instance, and state the reason for the government entity’s action against your firm. Attach additional sheets as necessary.

City of Glendale
Plan to Increase Solar Penetration and Develop Additional Distributed Energy Resources RFP

PF:19

6.2. Has a government entity ever rejected your firm ’s Bid or Proposal on the ground that your firm is a “non- responsible” bidder or proposer?
□ YES □ NO

If YES, identify the name of the government entity, list the date, describe the facts and circumstances about each instance, and state the reason or basis for the government entity’s determining that your firm was a “non-responsible” bidder. Attach additional sheets as necessary.

6.3. Has your firm ever failed to fulfill or perform — either partially or completely — a contract or an agreement with a government entity or a client?
□ YES □ NO

If YES, identify the name of the government entity or client, list the date, and describe the facts and circumstances about each instance. Attach additional sheets as necessary.

6.4. In the past five years, has any officer or principal of your firm been an officer of another firm which failed to perform a contract or agreement?
□ YES □ NO

If YES, list the date, and describe the facts and circumstances about each instance. Attach additional sheets as necessary.

6.5. Has your firm ever advised a government entity or a client, while your firm was under contract with the government entity or client, that your firm could not (or would not) fulfill or perform — either partially or completely — the contract or the agreement based on the prices that your firm had originally submitted in a Bid or a Proposal?
□ YES □ NO

If YES, list the date, identify the name of the government entity or client, and describe the facts and circumstances about each instance. Attach additional sheets as necessary.

City of Glendale
Plan to Increase Solar Penetration and Develop Additional Distributed Energy Resources RFP

PF:20

6.6. Has your firm ever requested a government entity or a client, while your firm was under contract with the government entity or client, to renegotiate one or more terms of the existing contract or agreement? □ YES □ NO

If YES, identify the name of the government entity or client, list the date, and describe the facts and circumstances about each instance. Attach additional sheets as necessary.

6.7. Has your firm ever requested a government entity or a client, while your firm was under contract with the government entity or client, to: (a) cancel the contract or agreement, or (b) release or discharge your firm form the contract or agreement?

□ YES □ NO

If YES, identify the name of the government entity or client, list the date, and describe the facts and circumstances about each instance. Attach additional sheets as necessary.

6.8. Has a government entity or a client ever terminated, suspended, or non -renewed your firm’s contract or agreement before its completion?
□ YES □ NO

If YES, identify the name of the government entity, list the date, and describe the facts and circumstances about each instance. Attach additional sheets as necessary.

6.9. Has a government entity or a client ever notified or advised your firm that your firm ’s performance under a contract or agreement was poor, substandard, defective, deficient, or non-compliant? □ YES □ NO

City of Glendale
Plan to Increase Solar Penetration and Develop Additional Distributed Energy Resources RFP

PF:21

If YES, identify the name of the government entity or client, list the date, and describe the facts and circumstances about each instance. Attach additional sheets as necessary.

6.10. In the past five years, has your firm paid, or has your firm been assessed, liquidated damages on a contract or agreement?
□ YES □ NO

If YES, identify all such contracts/projects by owner, owner’s address, the date of completion of the project, amount of liquidated damages assessed, and all other information necessary to fully explain the assessment or payment of liquidated damages. Attach additional sheets as necessary.

7. INSURANCE AND BONDS

7.1. In the past ten years, has an insurance company or a surety company:

7.1.1. Refused to insure your firm for liability coverage? □ YES □ NO

7.1.2. Canceled or non-renewed your firm’s insurance coverage? □ YES □ NO

7.1.3. Refused to issue your firm a bond?
□ YES □ NO

7.1.4. Canceled or revoked a bond obtained by your firm? □ YES □ NO

If the answer to any question in 7.1.1 to 7.1.4 is YES , identify the name of the insurance company or surety company, list the date, and describe the facts and circumstances about each instance.

Attach addition sheets as necessary.

City of Glendale
Plan to Increase Solar Penetration and Develop Additional Distributed Energy Resources RFP

PF:22

7.2 In the past ten (10) years, has an insurance company or surety company made any payments on your firm’s behalf as a result of a default, to satisfy any claims against a performance bond, payment bond, or maintenance bond issued on your firm’s behalf?
□ YES □ NO

If YES, identify each contract completed or amount of each claim, the name and telephone number of the claimant, the date, grounds and current status of the claim, and if resolved, the method, nature, and amount of the resolution. Attach addition sheets as necessary.

7.3 A Proposer who is awarded a contract must maintain liability and workers’ compensation insurance, as more fully described in the RFP and the Contract. P lace an “X” below, to indicate the type of insurance coverage that your firm now has:
□ Commercial General Liability
□ Business Automobile Liability
□ Workers’ Compensation Liability
□ Cyber Risk and Privacy Liability
□ Excess Liability or Umbrella

7.4 If your firm is self-insured, identify the liability(s) listed above for which your firm insures itself, and set forth the amount of the self-insured retention (SIR):

Liability: SIR amount:

Liability: SIR amount:

Liability: SIR amount:

City of Glendale
Plan to Increase Solar Penetration and Develop Additional Distributed Energy Resources RFP

PF:23

8. CREDIT AND REFERENCE CHECK

8.1 The City of Glendale may contact the references, government entities, and other persons listed in this Proposal. The City of Glendale will use this information to evaluate your firm’s responsibility and integrity with respect to this Proposal, an award of the Contract, or any contract renewal. The City of Glendale will treat any information that it obtains now or later as confidential.

8.1.1 Does your firm authorize the references, government entities, and other persons listed in this Proposal to release information about your firm to the City of Glendale?

Yes No

8.1.2 Does your firm authorize the references, government entities, and other persons listed in this Proposal to release information about your firm to the City of Glendale?

Yes No

City of Glendale
Plan to Increase Solar Penetration and Develop Additional Distributed Energy Resources RFP

PF:24

INSURANCE REQUIREMENTS AFFIDAVIT

INSURANCE REQUIREMENTS AFFIDAVIT

THE PROPOSER’S INSURANCE COMPANY(S) OR INSURANCE AGENT MUST COMPLETE THIS FORM AND
THE PROPOSER MUST SUBMIT THIS AFFIDAVIT WITH THE PROPOSAL FORMS.

I, the undersigned (check one box:  underwriter  agent), certify that I and the Vendor listed below have jointly reviewed the “Insurance Requirements” in this Request for Proposals. If the City of Glendale (“City”) awards the Vendor the Contract (Facility Use Agreement) for the Mobile Cart Food and Beverage Services, I will be able —within fourteen (14) calendar days after the Vendor is notified of the Contract’s award —to furnish the City with valid insurance forms (including one or more insurance certificates and additional insured endorsements) that fully meet all of the Insurance Requirements.

Name of Insurance Company Date

Insurance Agent’s Name (Printed) Insurance Agent’s Name (signature)

Address City State Zip Code

Telephone Number Email Address

Vendor’s Name Request for Proposal

Below State the Name of Insurance Company Providing Coverage:

DO NOT write “Will Provide,” “To Be Determined,” “When Required,” or similar phrases.

Commercial General Liability Automobile Liability

Workers’ Compensation Liability Professional Liability

City Will Purchase Policy, if required
Builders Risk Cyber Risk and Privacy Liability

NOTE TO THE UNDERWRITER / AGENT: If the insurance forms that the Vendor submits to the City do not fully comply with the Insurance Requirements, and/or if the Vendor fails to submit the forms within the 14-day time limit, the City may: (1) declare the Vendor’s Proposal non-responsive, and (2) award the Contract to the next highest scoring, responsible proposer.

If you have any questions about Insurance Requirements, please contact the City Risk Management Section at (818) 548-2080.

City of Glendale
Plan to Increase Solar Penetration and Develop Additional Distributed Energy Resources RFP

PF:25

DISCLOSURE - CAMPAIGN FINANCE ORDINANCE – CONTRACTORS AND SUBCONTRACTORS

The City Council adopted Ordinance No. 5744, “Campaign Finance Ordinance,” which became effective on September 9, 2011, and amended it with Ordinance No. 5768, which became effective on March 15, 2012 (“the Ordinance”). The Ordinance prohibits: (1) A contractor* (including a subcontractor**)― who has a contract with the City of Glendale (“City”), Glendale Successor Agency or Glendale Redevelopment Agency (“GSA”), or the Housing Authority of the City of Glendale (“HA”) and that contract is subject to approval by the City Council, GSA, or HA― from making a contribution to a City Council member, GSA member, HA member, City Clerk, or City Treasurer; and (2) Council members, GSA members, and HA members from voting on matters concerning a contract affecting a contractor or subcontractor who has provided a campaign contribution.

The provisions of the Ordinance restricting Council members from voting on matters affecting campaign contributors applies to a contractor whose contract requires the City Council’s, GSA’s, or HA’s approval, and specified subcontractors. A contract with the City, GSA, or HA is known as a “City Contract.” The Ordinance excludes a competitively bid contract awarded to the lowest responsible bidder.

To assist members of the City Council, GSA, and HA before they vote on a matter regarding a City Contract, the Ordinance requires City staff to prepare this report which discloses certain information about: the contractor receiving the City Contract, and specified subcontractor(s) working under the City Contract.

Information that must be disclosed: ● Name of the person, entity, or organization (i.e., the Contractor or Subcontractor) ● Name of the Chief Executive Officer/President
● Chief Operating Officer
● Chief Financial Officer
● Chairperson
● All members of the Board of Directors
● All persons who own more than 10% of the person, entity, or organization ● Name of any campaign committee owned or controlled by the person, entity, or organization

Please complete the following disclosure form:

Contractor(s)*:

Name Address

Full Name Title Business Address City State Zip
Chairperson
Chief Executive Officer / President
Chief Operating Officer
Chief Financial Officer
Board of Directors
More than 10% interest owner
* “Contractor” is the person, entity, or organization that is the party, or prospective party, to the contract with the City, GSA, or HA. In addition to the name of the person, or entity, the Contractor must also disclose the name(s) of that person’s, entity’s, or organization’s Board of Directors, its Chairperson, Chief Executive Officer, Chief Financial Officer, Chief Operating Officer, any person with an ownership interest of more than ten percent (10%) in that person, entity, or organization, and any campaign committee that is owned or controlled by that person, entity, or organization. Please disclose these persons’ name and business address.

City of Glendale
Plan to Increase Solar Penetration and Develop Additional Distributed Energy Resources RFP

PF:26

Subcontractor(s)**:

Name Address

Full Name Title Business Address City State Zip
Chairperson
Chief Executive Officer / President
Chief Operating Officer
Chief Financial Officer
Board of Directors
More than 10% interest owner
** “Subcontractor” is a person, entity, or organization that has entered into a contract for the performance of all or a portion of the work undertaken under an agreement with an architect, design professional, engineer, or general or prime contract, usually by a general or prime contractor. You must also disclose the names of each Subcontractor’s Board of Directors, its Chairperson, Chief Executive Officer, Chief Financial Officer, Chief Operating Officer, any person with an ownership interest of more than ten percent (10%) in that person, entity, or organization, and any campaign committee that is owned or controlled by that person, entity, or organization. Above please disclose these persons’ name and business address. Attach additional forms as needed for additional Subcontractors.

Campaign Committee owned or controlled by:

Title Business Address City State Zip

CERTIFICATION
On behalf of the above-named Contractor Subcontractor:
• I acknowledge that I have a continuing obligation to update this disclosure form if I substi tute― or if I select additional― architects, design professionals, contractors, or subcontractors within ten (10) days of the selection or change; and • I hereby certify that:
 I have identified all persons for which the Ordinance requires disclosure;  The information in this disclosure form (and any attachment to this form) is true, accurate, correct, and complete; and  I have been legally authorized to submit this disclosure form.

In total, this disclosure form (including attachments) is pages.

Executed on: , 20 , at: , California.

Signature: Print Full Name:

Address:

Phone Number: E-mail Address:

City of Glendale
Plan to Increase Solar Penetration and Develop Additional Distributed Energy Resources RFP

PF:27

PUBLIC RECORDS EXEMPT INFORMATION

Below identify (by a general description) all copyrighted material, trade secrets, or other proprietary information (“protectable documents”) that Proposer has included in this Proposal which Proposer believes should be exempt from disclosure under California’s Public Records Act, Government Code Section 6250, et seq. By listing the protectable documents below, Proposer agrees to indemnify, defend, and hold harmless City — including, its officers, agents, employees, and representatives — from and against any action, claim, lawsuit, or proceeding, including costs and expenses, arising out of or connected with the City’s refusal to disclose the protectable documents to any party making a request for those items. The City will treat any Proposer, who fails to identify below protectable documents that Proposer believes should be exempt from disclosure, as having waived its right to an exemption from disclosure, as the Public Records Act provides.

City of Glendale
Plan to Increase Solar Penetration and Develop Additional Distributed Energy Resources RFP

PF:28

VOLUME II. MANAGEMENT PROPOSAL

Volume II of your Proposal must include the following information and submittals.

(1) Organizational/ Management Approach to the Work (3-page limit) Describe the organization approach for your proposed team, including the roles of and management of subcontractors, and an organization chat that identifies overall reporting structures. The approach to risk management and process for escalating issues within the Proposer’s organization and the City should be identified, including alternative procedures if the proposal milestones are not achieved within the scheduled milestone dates. Provide information that is detailed enough to demonstrate that the Proposer has the project management skills to deliver the required project on time. Describe the reporting that will be made available to the City, including the frequency, and how the City will have visibility into the Contractor’s performance.

(2) Qualifications of your Key Personnel (2-page limit each) Provide a summary of the qualifications of, and experience of, key personnel who will be assigned to the project, including resumes of key personnel of subconsultants or subcontractors. If subcontractors will be used, subcontractors shall not be allowed to further subcontract with others for work in this Statement of Work.

(3) Key Personnel References
Provide a minimum of 3 relevant references for each team member identified as key personnel. References should be on similar projects or services that closely match the size, complexity, and tasks described in the statement of work of this RFP.

References must be from the end- client or users of the project or service, and not third-party consultants or owners’ representatives.

City of Glendale
Plan to Increase Solar Penetration and Develop Additional Distributed Energy Resources RFP

PF:29

VOLUME III. TECHNICAL PROPOSAL

Volume III of your proposal must include the following information and submittals.

(1) Project Summary (25-page maximum, excluding forms)

Provide a comprehensive description of the approach for meeting all of the requirements of the Statement of Work or Scope of Services. Particular emphasis should be given to confirm depth and breadth of technical and/or industry knowledge. At a minimum, the Technical Approach Section must include the following:

(a) Executive summary of the Proposal and general scope of work.

(2) Budget

Provide a separate detailed budget, including administration, labor, materials, and other project costs for each Category your proposal includes:

Category 1 – Solar and DER Development Plan
Category 2 – Estimate of Dispatchable Capacity Analysis Category 3 – Cost & Benefit Analysis

(3) Project Development Process

Provide a task-by-task description of how each Category of the project will be developed and implemented.

(4) Project Implementation Timeline

Provide a project implementation timeline, with start and stop dates, deliverables, and other significant milestones.