HomeMy WebLinkAboutA5920 - SCE ENERGY EFFICIENCY DEMO & PERFORMANCE EVAL. r�A
RETURN TO:
CITY CLERIC
CITY OF PALM SPRINGS
BOX 2743
PALM SPRINGS,CA 92263
CITY OF PALM SPRINGS
AGREEMENT FOR ENERGY EFFICIENCY
DEMONSTRATION
AND PERFORMANCE EVALUATION
AGREEMENT FOR ENERGY EFFICIENCY DEMONSTRATION
AND PERFORMANCE EVALUATION
This agreement ("Agreement") is entered into between Southern California Edison, a
California corporation("SCE"), with principal offices located at 2244 Walnut Grove
Avenue, Rosemead, California, 91770 and the City of Palm Springs, a California
charter city organized under the laws of the State of California ("City"). SCE and Palm
Springs are referred to jointly as "Parties."
1. RECITALS
I.I. WHEREAS, the Parties desire to determine the impacts on electrical
energy consumption and costs of replacing High Pressure Sodium street light fixtures
("Existing System") with Light Emitting Diode(LED) street light fixtures ("New
System"), on a one-for-one basis on the City's streetlights listed on Attachment 1 to
this Agreement("Test Streetlights");
1.3. WHEREAS, SCE desires to perform and publish an analysis of the
performance, energy use, and costs of the New System installed on the Test
Streetlights; and
1.4. WHEREAS, SCE desires to demonstrate the New System to other
potential users in order to disseminate information on this technology and encourage its
widespread application.
NOW, THEREFORE, in consideration of their mutual covenants and promises, the
Parties agree as follows:
2. DUTIES AND OBLIGATIONS OF SCE:
SCE agrees to:
2.1 Provide the City with all specifications, operation requirements, and
related documents of the manufacturer and SCE related to the New System and provide
the City with a schedule of performance for the installation of the New System.
2.2 Provide and install the New System on the Test Streetlights, at no cost to
the City, in a manner consistent with the specifications for the New System and all
rules and regulations of the State of California and the City, including traffic safety
rules, for the installation and construction of the New System
2.3 Provide labor and materials to perform an energy efficiency analysis of
the Test Streetlights and provide recommendations for the most cost-effective
configuration of the New System. The energy efficiency analysis shall include, without
limitation lighting levels and coverage.
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2.4 Furnish labor and equipment to monitor, analyze, and summarize data
on the Existing System and New System's energy usage and lighting levels and
coverage/
2.5 Provide City with copies of all reports published by SCE related to the
New System installed on the Test Streetlights.
2.6 SCE will remove and replace the New System with equipment similar to
that removed with the installation of the New System, as approved by the City's Public
Works Director, within fifteen (15) days of notice from the.Public Works Director as
provided in Section 3.9 of this Agreement.
3. DUTIES AND OBLIGATIONS OF CUSTOMER:
City agrees to:
3.1 Operate the New System as recommended by the manufacturer.
3.2 Provide SCE reasonable access to the Test Streetlights to enable SCE to
install its equipment to monitor the operation of the Existing System and New System
("Monitoring Equipment"), and to collect data on performance, energy use, and
operational cost on the New System for one(1) year from the date that the Monitoring
System becomes operational.
3.3 Allow SCE to publish in technical literature, electronic media, and
promotional publications, materials related to the New System, including its operation
and performance. SCE shall give appropriate credit to City in such literature and
publications, as may be reasonably requested by City.
3.4 Allow SCE to photograph the Test Streetlights before, during, and after
installation of the New System and use the pictures in technical literature, electronic
media and promotional publications.
3.5 Provide SCE with all information that SCE reasonably requests
regarding the Test Streetlights' energy usage and costs, for use by SCE to evaluate the
economic value and impact of the New System.
3.6 Allow SCE to conduct tours of the Test Streetlights and the New
System.
3.7 Allow SCE to interview City's Public Works Director for the purpose of
obtaining testimonials and statements concerning the New System, which SCE shall
have the right to use for publicity purposes.
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3.8 Except for the specific liabilities and obligations SCE is explicitly
agreeing to be responsible for under this Agreement, City shall be responsible for all
liabilities and to make all arrangements, including entering into and performing under
any contracts with third parties, for the performance of this Agreement.
3.9 In the event the City's Public Works Director in his sole discretion
determines that the New.System is not adequate for any reason, the Public Works
Director will provide SCE Notice of such inadequacy and request SCE to remove and
replace the New System.
4. TERM AND TERMINATION:
4.1. This Agreement shall be effective as of the Effective Date and, except as
otherwise provided herein, shall continue in effect until December 31, 2009.
4.2. SCE or City may terminate this Agreement by giving thirty(30) days
written notice to the other Party of its election to terminate this Agreement. This
Agreement shall terminate at the conclusion of such notice period.
4.3. Upon termination of this Agreement, SCE will remove all of its
Monitoring Equipment and, if required pursuant to Section 3.9, SCE will remove and
replace the New System as provided in Section 2.6 of this Agreement.
4.4. In the event of termination of this Agreement by City prior to the
expiration of its full term stated in Section 4.1 above, or prior to such time that City has
fully satisfied all of its obligations and liabilities under this Agreement, City shall
reimburse SCE for all costs incurred by SCE under Section 2 of this Agreement and for
all costs SCE incurs in connection with its discretionary removal of its Monitoring
Equipment.
4.5 SCE shall have the right to immediately terminate this Agreement under
any of the following circumstances: (a) SCE reasonably determines this Agreement
would be inconsistent with, or violate any rule, regulation, or policy of the California
Public Utilities Commission or other applicable law; or(b) the New System is not
installed and operating on or before December 30, 2009. In the event of such
termination, SCE shall be entitled to the same reimbursements as provided in Section
4.4.
5. NOTICES
All notices required by this Agreement shall be in writing and shall be either personally
delivered, given by facsimile transmission (and confirmed by mail), or sent by
registered or certified mail, postage prepaid, return receipt requested, to the respective
Party as follows:
To SCE:
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Gregg Ander
Chief Architect
Southern California Edison
6042 N. Irwindale Ave., Suite B
Irwindale, Ca 91702
Voice: (626) 633-7160 Fax: (626) 633-7195
E-Mail: gregg.ander@sce.com
To City:
David Barakian,
Director of Public Works
City of Palm Springs
P.O. Box 27433200 E. Tahquitz Canyon Way
Palm Springs, CA 92263
PH: (760) 323-8253 X873 Fax (760) 322-8325
Email: Dave.Barakian@paimsprings-ca.gov
Notices given hereunder shall be deemed given on the date when such notices were
personally delivered or, if sent by facsimile transmission, twenty-four(24)hours after
transmission with confirmed answer back or, if mailed, five(5) days after mailing.
6. WARRANTY DISCLAIMER:
SCE MAKES NO WARRANTIES, EXPRESSED OR IMPLIED, WITH REGARD TO
THE NEW SYSTEM, ITS PERFORMANCE, MERCHANTABILITY, OR FITNESS
FOR A PARTICULAR PURPOSE.
7. INDEMNIFICATION AND LIMIT OF LIABILITY.
To the fullest extent permitted by law, SCE shall indemnify, defend (at SCE's
sole cost and expense),protect and hold harmless City and its officers, council
members, officials, employees, and agents against any and all liabilities, claims,
judgments, arbitration awards, settlements, costs, demands, orders and penalties,
including but not limited to those arising from injuries or death of persons and damage
to property, to the extent directly caused by the gross negligence, recklessness or
willful misconduct of SCE, its agents, employees, or subcontractors in performing this
Agreement..
IN NO EVENT SHALL SCE BE LIABLE TO CITY FOR ANY INCIDENTAL,
INDIRECT, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES
(INCLUDING LOST REVENUE OR PROFITS), FOR ANY CAUSE OF ACTION,
WHETHER IN CONTRACT OR TORT, ARISING IN ANY MANNER FROM THIS
AGREEMENT OR THE PERFORMANCE OR NON-PERFORMANCE OF
OBLIGATIONS UNDER THIS AGREEMENT, REGARDLESS OF THE CAUSE OR
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FORESEEABILITY THEREOF. FURTHER, THE AMOUNT OF SCE's
AGGREGATE LIABILITY OR DAMAGES SHALL NOT EXCEED TEN
THOUSAND DOLLARS ($10,000).
8. APPLICABLE LAW:
This agreement shall be interpreted, governed and construed under the laws of the State
of California.
9. ENTIRE AGREEMENT:
This agreement contains the entire agreement and understanding between the Parties
and merges and supersedes all prior representations and discussions between SCE and
City pertaining to its subject matter.
10. SIGNATURES:
IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed by
their duly authorized representatives to be effective at such time that both Parties have
signed this Agreement.
City of Palm Springs a California charter city
By:
Na m e.
Title: '.: , _ 770ty Att
Date: �r tt a9
Qate
SOUTHERN CALIFORNIA EDISON a California corporation
By:
Name: APPROVED BY CITY MANAGER
Title:
Date: �� L
ATTEST:
ty Clerk
RETURN To:
CLERK
CITY OF PALM SPRINGS
BOX 2743
PALM SPRINGS,GA 922.63
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