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HomeMy Public PortalAbout2011.08.11 Melinda & Rod Nielsen Solar Energy Project ContractSOLAR ENERGY PROJECT CONTRACT This Solar Energy Project Contract, hereinafter referred to as "Contract", is made and entered into this /7 day of , 2011, by and between the City of McCall, an Idaho municipal Corporation, hereinaft referred to as the "City" and Melinda and Rod Nielsen , hereinafter referred to as the "Project Partner". PREMISES WHEREAS, City has received American Recovery and Reinvestment Act (ARRA) funding , through a Renewable Energy Enterprise Zone grant ("REEZ" grant) from the Idaho Office of Energy Resources (OER) to facilitate the installation of photovoltaic and solar water heating systems; and WHEREAS, the City and OER have executed a contract for the REEZ grant which specifies that the minimum total rated photovoltaic capacity to be installed for the entire project is 30kW; and WHEREAS, City has entered into a Contract with Aurora Power & Design, Inc. ("Aurora") to design and install solar energy systems at various buildings in McCall; and WHEREAS, Project Partner has been accepted by City to participate in the REEZ Program and desires to install solar energy systems; and WHEREAS, Project Partner has worked with Aurora to design a system suitable to Project Partner's needs; and WHEREAS, the Project Partner's system design will contribute 11.6 kW of the total minimum rated photovoltaic capacity of 30kW; and WHEREAS, Project Partner is ready, willing and able to pay thirty percent (30%) of the project cost attributable to the installation of a solar energy project at Project Partner's building. IN CONSIDERATION of the agreements contained herein and for other good and valuable consideration, City and Project Partner agree as follows: 1. The total project cost for the installation at 339 Deinhard Lane, McCall, Idaho, as reflected for the design and specifications set out in Exhibit A, is the sum of $20,526. City agrees to pay seventy percent (70%) of this cost, upon completion, in the amount of $14,368.20. Payment will be made directly to Aurora in accordance with the terms of the existing contract between the City and Aurora. SOLAR ENGERY PROJECT CONTRACT - PAGE 1 Project Partner agrees to pay thirty percent (30%) of the total cost, in the amount of $6,157.80. Payment by Project Partner shall be made to the City contemporaneously with Project Partner's execution of this agreement. City shall hold said funds in trust for Project Partner and disburse to Aurora in accordance with the terms of City's contract with Aurora. In addition to the 30% match, Project Partner shall pay any required permit fees or zoning application fees. 2. The total project cost will only be adjusted if there are written change orders that have been agreed to by the City, Aurora and the Project Partner. Cost savings or increases shall be shared in the same proportions (70%/30%) as set out in paragraph 1 above. 3. In the event that after this date, the Project Partner requests a project that is different from that set forth in Exhibit A, or increases the amount of work to be done, or equipment to be furnished, the Project Partner shall be solely responsible for the increased cost. The Project Partner shall promptly pay to City, within five (5) days of directing the increased project, the additional sum necessary to cover the increased cost. City will hold the increased payment for payment to Aurora. 4. For the expected life of the installed system, the Project Partner agrees to maintain and operate the system in accordance with all manufacturers' specifications. For the purposes of this agreement, the expected life of a system is at least equal to the longest warranty that is provided for any piece of the equipment. All manufacturers' warranties shall be transferred to the Project Partner upon completion. The Project Partner agrees that the City makes no warranties of any kind whatsoever, express or implied, and the Project Partner will look solely to the manufacturer's warranties to deal with any claims related to that equipment. 5. The Project Partner agrees to cooperate with Aurora to schedule the installation of the equipment, to make arrangements for access to all the Project Partner's facilities as necessary to perform the work, and to furnish electricity as may be needed for power tools and other equipment. 6. The Project Partner is solely responsible for negotiation and execution of any net metering agreements with Idaho Power Company, and Project Partner is also responsible for any and all fees that may be charged by Idaho Power Company in connection with the net metering agreement. The City makes no warranties or representations regarding net metering agreements. SOLAR ENGERY PROJECT CONTRACT - PAGE 2 7. This constitutes the entire agreement between the Project Partner and the City. Any modification to this agreement must be in writing, duly authorized by the Project Partner and the McCall City Council. 8. NOTICES: All notices required to be given to each of the parties hereto under the terms of this Agreement shall be given by depositing a copy of such notice in the United States mail, postage prepaid and registered or certified, return receipt requested, to the respective parties hereto at the following address: City: Project Partner: City of McCall Attn: City Manager 216 E. Park St. McCall, ID 83638 Melinda and Rod Nielsen 339 Deinhard Lane McCall, ID 83638 or to such other address as may be designated by writing delivered to the other party. All notices given by certified mail shall be deemed completed as of the date of mailing except as otherwise expressly provided herein. 9. REPRESENTATIONS: It is understood and agreed by and between the parties hereto that there are no verbal promises, implied promises, agreements, stipulations, representations or warranties of any character excepting those set forth in this Agreement. 10. BINDING EFFECT: The provisions and stipulations hereof shall inure to the benefit of and bind the heirs, executors, administrators, assigns and successors in interest of the respective parties hereto. 11. ATTORNEY FEES: In the event an action is brought to enforce any of the terms or provisions of this agreement, or enforce forfeiture thereof for default thereof by either of the parties hereto, the successful party to such action or collection shall be entitled to recover from the losing party a reasonable attorney fee, together with such other costs as may be authorized by law. 12. ENTITY AUTHORITY: Each individual executing this Agreement on behalf of an entity represents and warrants that he or she is duly authorized to execute and deliver this Agreement on behalf of said entity in accordance with duly adopted organizational documents or agreements and if appropriate a resolution of the SOLAR ENGERY PROJECT CONTRACT - PAGE 3 entity, and that this Agreement is binding upon said entity in accordance with its terms, and said individual shall cause, within five days after execution of this Agreement, deliver to the other party a certified copy of proof of such authority of said entity authorizing or ratifying the execution of this Agreement and, if a corporation, partnership, limited partnership or limited liability company, then a Certificate of Good Standing issued by the Secretary of State of the state of said corporation's incorporation dated not earlier than thirty (30) days prior to the execution hereof, along with proof of qualification to do business in Idaho. 13. SITUS: This is established and accepted under the laws of the State of Idaho, and all questions concerning its validity, construction and administration shall be determined under such laws. 14. ENTIRE AGREEMENT: The parties agree that this agreement constitutes the entire agreement between the parties hereto. 15. HEADINGS: The bolded paragraph headings are for convenience only and are not a part of this agreement and shall not be used in interpreting or construing this Lease agreement. 16. SEVERABILITY: If any portion or portions of this agreement shall be, for any reason, invalid or unenforceable, the remaining portion or portions shall nevertheless be valid, enforceable and carried into effect, unless to do so would clearly violate the present legal and valid intentions of the parties hereto. IN WITNESS WHEREOF, the City and Project Partner do execute this Agreement the day and year first above written. CITY: PROJECT PARTNER: CITY OF McCALL (1_(•114() Donald C. Bailey, Mayor Melin a Nielsen, Owner Attest: r \2 City Clerk / / Rod Niels, Owner SOLAR ENGERY PROJECT CONTRACT - PAGE 4 STATE OF IDAHO, ) : ss: County of Valley, On this // day of ' t , in the year of 2011, before me the undersigned Notary Public in and for the s of Idaho, personally appeared Donald C. Bailey and BessieJo Wagner, known or identified to me to be the Mayor and the City Clerk of the City of McCall, that executed the said instrument, and acknowledged to me that such City of McCall executed the (SEAL) STATE OF IDAHO, ) : ss: County of Valley, On this 9 day of Notary Public for My Commission Expires: undersigned Notary Public in and frdr and known or id ntified to me to be the • ,au.eA/o , that execut that such -7y&a go-,4 P (SEAL) , in the year of 2011, before me the the state of Idaho, personally appeared � ,y d the ©e &-L ) of the said instrument, and acknowledged to me executed the same. Notary Public for Ial�n My Commission Expires: v/..24i/-'oi/ msgW:\Work \M\McCall, C �'"J �mm ..eveto: ent\REEZ energy project\SOLAR ENERGY PROJECT CONTRACT 2011 04 18.doc SOLAR ENGERY PROJECT CONTRACT - PAGE 5 Exhibit A Si Buenos 339 Deinhard Lane, Mccall, ID System Size: 2.82 kW Solar PV and 3.2 kW Solar Thermal Water Heating Roof Angle: 16 deg Obstructions: None Special Notes: The site uses both hot water and electricity to operate. They have 3 existing hot water tanks in the basement where the thermal system will tie in. System will be flush mounted on the wood shingled roof. Plenty of space on the south facing roof for both systems. 3' 3' 16 deg 52' 6" 133HS 31VOS A3 a ONOMO ONWOS3 V 3ZIS „8/L L,ZZ „8/£ ,8l „0,Z t „O,93 „OR I. kaLIV Ad M OZ8`Z —.--T-14/£ V,0 1!ufl „O C luawese8 u! s){uel °balms 6uRs!x3 CJ ��y �ew�ayl laued Z 0 0 1' I 03AOLIddV 31V0 NOILdI1:10S30 n31=1 3NOZ SNOISIn3a „9,ZS £ /\ KI FIRST AMENDMENT TO THE SOLAR ENERGY PROJECT CONTRACT This Solar Energy Project Contract, hereinafter referred to as "Contract ", is made and entered into this '\-3.-G day of 1 , 2011, by and between the City of McCall, an Idaho municipal corporation, hereina er referred to as the "City" and Melinda and Rod Nielsen hereinafter referred to as the "Project Partner". WHEREAS, City has received American Recovery and Reinvestment Act (ARRA) funding, through a Renewable Energy Enterprise Zone grant ( "REEZ" grant) from the Idaho Office of Energy Resources (OER) to facilitate the installation of photovoltaic and solar water heating systems; and WHEREAS, the City and OER have executed a contract for the REEZ grant which specifies that the minimum total rated photovoltaic capacity to be installed for the entire project is 30kW; and WHEREAS, City has entered into a Contract with Aurora Power & Design, Inc. ( "Aurora ") to design and install solar energy systems at various buildings in McCall; and WHEREAS, Project Partner has been accepted by City to participate in the REEZ Program and desires to install solar energy systems; and WHEREAS, Project Partner has worked with Aurora to design a system suitable to Project Partner's needs; and WHEREAS, the Project Partner's system photovoltaic (2.82 kW) and solar water heating (3.2kW) system will contribute 6.02 kW of the total minimum rated photovoltaic capacity of 30kW; and WHEREAS, Project Partner is ready, willing and able to pay thirty percent (30 %) of the project cost attributable to the installation of a solar energy project at Project Partner's building. WHEREAS, the Project Partner entered in a solar energy project contract on August 11, 2011 and provided the thirty percent (30 %) match for the photovoltaic portion of the project and provided a check for $6,157.80. WHEREAS, the first amendment is to correct an omission of the cost for the solar thermal portion of the project. FIRST AMENDMENT TO THE SOLAR ENGERY PROJECT CONTRACT - PAGE 1 IN CONSIDERATION of the agreements contained herein and for other good and valuable consideration, City and Project Partner agree that paragraph 1 of the existing agreement dated August 11, 2011 is amended as follows: The total project cost for the installation at 339 Deinhard Lane, McCall, Idaho, as reflected for the design and specifications set out in Exhibit A, is the sum of $35,902.80. City agrees to pay seventy percent (70 %) of this cost, upon completion, in the amount of $25,131.40. Payment will be made directly to Aurora in accordance with the terms of the existing contract between the City and Aurora. The 30% match for the solar thermal system is $4,612.80 and the match for the photovoltaic system is $6,157.80. The Project Partner agrees to pay thirty percent (30 %) of the total cost, in the amount of $10,770.60. Payment by Project Partner shall be made to the City contemporaneously with Project Partner's execution of this agreement. City shall hold said funds in trust for Project Partner and disburse to Aurora in accordance with the terms of City's contract with Aurora. In addition to the 30% match, Project Partner shall pay any required permit fees or zoning application fees. 2. Except to the extent modified by this Amendment, the existing agreement dated August 11, 2011 continues in effect and the same is ratified and confirmed. IN WITNESS WHEREOF, the City and Project Partner do execute this Agreement the day and year first above written. CITY: PROJECT PARTNER: Y OF cCALL h� onald . Bailey, Mayor Melinda Nielsen, Owner Attest: City Clerk / Rod Nie en, Owner STATE OF IDAHO, ) FIRST AMENDMENT TO THE SOLAR ENGERY PROJECT CONTRACT - PAGE 2 613 County of Valley, On this "/' day of in the year of 2011, before me the undersigned Notary Public in and for the state of Idaho, personally appeared Donald C. Bailey and BessieJo Wagner, known or identified to me to be the Mayor and the City Clerk of the City of McCall, that executed t id instrument, and acknowledged to me that such City of McCall executed the same. r-T WE sit 4Notary Public for I (SEAL) _ My Commission Expires: ft STATE OF IDAHO, ) ;.1 County of Valley, On this &0 day of _ in the year of 2011, before me the � undersigned Notary Public in and for the tat e of Idaho, personally appeared and known or identi ied to me' to be the the of that exedAed the said instrument, and acknowledged to me that such executed the same. O #QTA*Q . (SEAL) 4m•-M PU B OC' /.,CO �rF OF msg W : \ W ork\M\MCCa11, Notary Public f r I ah My Commissio xpires: Developmem\REEZ energy project \SOLAR ENERGY PROJECT CONTRACT 201104 18.doc FIRST AMENDMENT TO THE SOLAR ENGERY PROJECT CONTRACT - PAGE 3 Exhibit A Si Buenos 339 Deinhard Lane, Mccall, ID System Size: 2.82 kW Solar PV and 3.2 kW Solar Thermal Water Heating Roof Angle: 16 deg Obstructions: None Special Notes: The site uses both hot water and electricity to operate. They have 3 existing hot water tanks in the basement where the thermal system will tie in. System will be flush mounted on the wood shingled roof. Plenty of space on the south facing roof for both systems. 52'6" N 3' 3' 16 del 0 a a a n n N W N Q p W W S Cl) Z D C7 > W p FE a U U W p Z U LL LL �a a � N W Z O N O�N O c r o .. Q Cl) LO co co V CO O O N i L_J E d M M O d in r O N N C W co y N d Y N N H N m 000, cm E C y .N N m X W C O Cl) M