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Home My WebLink AboutSOUTHERN CALIFORNIA EDISON COMPANY 47a - 2011A-2013-046 FIRST AMENDMENT THIS FIRST AMENDMENT ("FIRST AMENDMENT") TO THE CALIFORNIA ENERGY EFFICIENCY STRATEGIC PLAN IMPLEMENTATION CONTRACT dated July 18, 2011 (the "Contract") is effective as of November 1, 2012 (the "First Amendment Effective Date") by and among SOUTHERN CALIFORNIA EDISON COMPANY ("SCE") AND THE CITY OF SANTA ANA ("Implementer"). Terms not otherwise defined herein shall have the meaning ascribed to them in the Contract. RECITALS WHEREAS, the Parties previously executed the Contract for purposes of implementing the 2010- 2012 Santa Ana Strategic Plan Activities Program (hereinafter referred to as the "2010-2012 Program"); WHEREAS, on May 18, 2012, the Commission issued a Decision Providing Guidance on 2013- 2014 Energy Efficiency Portfolios and 2013-2014 Marketing, Education, and Outreach ("Final Guidance Decision") guiding the Utilities to continue the Energy Efficiency Partnership Programs, which included Strategic Plan Activities, through a two year 2013-2014 transition period (hereinafter referred to as the "2013-2014 Program"); WHEREAS, on July 2, 2012, SCE submitted its respective application ("2013-2014 Application") for the implementation of energy efficiency programs to be delivered to California utility customers for the years 2013 through 2014, which included the 2013-2014 Program, a continuation of the 2010-12 Program; WHEREAS, contingent on the adoption by the Commission of a final decision approving the SCE's 2013-2014 Application as submitted ("Final Decision"), the Parties desire to extend the Contract through 2014 under the terms and conditions set forth in the Contract, except as otherwise provided in this First Amendment; WHEREAS, the Parties desire to further amend the Contract as necessary to update the Contract as required to reflect the extended 2013-2014 Program cycle. NOW THEREFORE, for valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties agree as follows: 1. Except as provided herein, and to the extent applicable, any reference in the Agreement to the "2010- 2012 Program" shall hereby include both the 2010-2012 Program and the 2013-2014 Program. 2. Section 18 of the Contract is hereby deleted and replaced with the following: 18. TIME IS OF THE ESSENCE 18.1 Implementer hereby acknowledges that time is of the essence in performing their obligations under this Contract. Failure to comply with milestones and goals stated in this Contract, including, but not limited to those set forth in Exhibit A of this Contract, may constitute a material breach of this Contract, resulting in its termination, payments being withheld, Implementer Budgets being reduced or adjusted, funding redirected to SCE to other programs or partners, or other Program modifications as determined by SCE or as directed by the Commission. All Work must be performed and completed by December 31, 2014. 1 of 3 A-2013-046 C FIRST AMENDMENT THIS FIRST AMENDMENT ("FIRST AMENDMENT") TO THE CALIFORNIA ENERGY EFFICIENCY STRATEGIC PLAN IMPLEMENTATION CONTRACT dated July 18, 2011 (the "Contract") is effective as of November 1, 2012 (the "First Amendment Effective Date") by and among SOUTHERN CALIFORNIA EDISON COMPANY ("SCE") AND THE CITY OF SANTA ANA ("Implementer"). Terms not otherwise defined herein shall have the meaning ascribed to them in the Contract. RF.MALS WHEREAS, the Parties previously executed the Contract for purposes of implementing the 2010- 2012 Santa Ana Strategic Plan Activities Program (hereinafter referred to as the "2010-2012 Program"); WHEREAS, on May 18, 2012, the Commission issued a Decision Providing Guidance on 2013- 2014 Energy Efficiency Portfolios and 2013-2014 Marketing, Education, and Outreach ("Final Guidance Decision") guiding the Utilities to continue the Energy Efficiency Partnership Programs, which included Strategic Plan Activities, through a two year 2013-2014 transition period (hereinafter referred to as the "2013-2014 Program"); WHEREAS, on July 2, 2012, SCE submitted its respective application ("2013-2014 v Application") for the implementation of energy efficiency programs to be delivered to California utility customers for the years 2013 through 2014, which included the 2013-2014 Program, a continuation of the 2010-12 Program; WHEREAS, contingent on the adoption by the Commission of a final decision approving the SCE's 2013-2014 Application as submitted ("Final Decision"), the Parties desire to extend the Contract through 2014 under the terms and conditions set forth in the Contract, except as otherwise provided in this First Amendment; WHEREAS, the Parties desire to further amend the Contract as necessary to update the Contract as required to reflect the extended 2013-2014 Program cycle. NOW THEREFORE, for valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties agree as follows: 1. Except as provided herein, and to the extent applicable, any reference in the Agreement to the "2010- 2012 Program" shall hereby include both the 2010-2012 Program and the 2013-2014 Program. 2. Section 18 of the Contract is hereby deleted and replaced with the following: 18. TIME IS OF THE ESSENCE 18.1 Implementer hereby acknowledges that time is of the essence in performing their obligations under this Contract. Failure to comply with milestones and goals stated in this Contract, including, but not limited to those set forth in Exhibit A of this Contract, may constitute a material breach of this Contract, resulting in its termination, payments being withheld, Implementer Budgets being reduced or adjusted, funding redirected to SCE to other programs or partners, or other Program modifications as determined by SCE or as directed by the Commission. All Work must be performed and completed by December 31, 2014. 1 of 3 3. Section 22 of the Agreement is hereby deleted and replaced with the following: 22. TERM 22.1 This Contract shall be effective as of the Effective Date. Unless otherwise terminated in accordance with the provisions of Section 23 below or extended pursuant to Section 22.2 or 22.3, this Contract shall expire at midnight on December 31, 2014; provided however, that all Work and services shall be completed by the dates specified in the Statement of Work. 4. General. From and after the First Amendment Effective Date, any reference to the Contract contained in any notice, request, certificate or other instrument, document or agreement shall be deemed to mean the Contract, as amended by this First Amendment. In the event of any conflict between the Contract and this First Amendment, this First Amendment shall prevail. All remaining provisions of the Contract shall remain unchanged and in full force and effect. Each party is fully responsible for ensuring that the person signing this First Amendment on that party's behalf has the requisite legal authority to do so. [SIGNATURE PAGE FOLLOWS] 2of3 IN WITNESS WHEREOF, the Parties hereto have, through their duly authorized representatives, have executed this First Amendment as of the First Amendment Effective Date by. IMPLEMENTER: ATTEST: CITY OF SANTA ANA , f/" MARIA D. HUIZAR Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By: t a?, Laur heedy Assistant City Attorney RECOMMENDED FOR APPROVAL: P V?5 KEV E Interim City Manager r 4;;;?E?rwin Furukawa Title: Senior Vice President, Customer Service Date: , II Executive Director Public Works Agency RASCE: GODINEZSOUTHERN CALIFORNIA EDISON 3 of 3 CHANGE ORDER NO.1 This Change Order No. 1 (the "Change Order") is issued pursuant to the CALIFORNIA ENERGY EFFICIENCY STRATEGIC PLAN IMPLEMENTATION CONTRACT dated July 18, 2011 (the "Contract") between THE CITY OF SANTA ANA ("Implementer") and SOUTHERN CALIFORNIA EDISON COMPANY ("SCE") and sets forth certain changes to the Statement of Work ("SOW") executed by Implementer and SCE on July 18, 2011. This Change Order is effective as of November 1, 2012 ("Change Order Effective Date"). Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Contract. The parties agree to modify the SOW as follows: 1. Task 2.A Deliverable(s) table is deleted in its entirety and replaced with the following: Task 2.A - Deliverable(s) Due Date(s) - 1. Report on status of Implementer or Monthly to be completed by Subcontractor to support the Task September 30, 2011 with Invoicing Requirements (see Task 4) 2. Assessment and planning report for conducting No later than March 31, 2012 with the baseline GHG inventory including the energy Invoicing Requirements (see Task 4) savings analysis for the baseline GHG for both the Community and Municipal Operations 3. Draft report on the results of the baseline GHG No later than December 31, 2012 with inventory including the energy savings analysis Invoicing Requirements (see Task 4) for the baseline GHG for both the Community and Municipal Operations 4. Final report on the results of the baseline GHG No later than January 31, 2013 with inventory including the energy savings analysis Invoicing Requirements (see Task 4) for the baseline GHG for both the Community and Municipal Operations 5. Report on dissemination of the baseline GHG No later than March 31, 2013 with inventory and energy savings analysis for the Invoicing Requirements (see Task 4) baseline GHG to the Community 6. Monthly status report Monthly with Invoicing Requirements (see Task 4) 2. Task 2.13 Deliverable(s) table is deleted in its entirety and replaced with the following: Task 2.B - Deliverable(s) Due Date(s) - 1. Assessment and planning report for the No later than March 31, 2012 with development of an energy efficiency chapter in Invoicing Requirements (see Task 4) the climate action plan for the Community and Municipal Operations 2. Draft energy efficiency chapter for the climate No later than March 31, 2013 with action plan for the Community and Municipal Invoicing Requirements (see Task 4) Operations SCE CONFIDENTIAL 1 of 5 3. Report on stakeholder input No later than April 30, 2013 with Invoicing Requirements (see Task 4) 4. Final energy efficiency chapter for the climate No later than May 31, 2013 with action plan for the Community and Municipal Invoicing Requirements (see Task 4) Operations 5. Monitoring Framework for the energy efficiency No later than June 30, 2013 with chapter in a climate action plan Invoicing Requirements (see Task 4) 6. Monthly status report Monthly with Invoicing Requirements (see Task 4) 3. Task 3.A Deliverable(s) table is deleted in its entirety and replaced with the following: Task 3.A- Deliverable(s) Due Date(s) 1. Assessment and planning report for No Later than March 31, 2012 with California Green Building Code and LEED Invoicing Requirements (see Task 4) certification training 2. Provide quarterly schedule of training courses to Quarterly starting April 30, 2012 with CPM Invoicing Requirements (see Task 4) 3. Implementation report Monthly starting October 31, 2012 with Invoicing Requirements (see Task 4). 4. Report on best practices and lessons learned Starting September 30, 2012 5. Monthly status report Monthly with Invoicing Requirements (see Task 4). 4. Task 4, Part D is deleted in its entirety and replaced with the following: D. SCE's Regulatory Reporting: Implementer will implement, adhere to, and submit the items as described in Appendix B (Regulatory Reporting Requirements), attached hereto, as SCE requests. The CPUC reporting requirements may be amended from time to time, at which time SCE will notify Implementer of the changes and issue a new Appendix B. Implementer will implement these modifications in a timely manner and future invoice documentation will reflect them. Implementer acknowledges that SCE may, in its sole discretion, require Implementer to provide such other reports or documentation that SCE deems appropriate or necessary ("Ad Hoc Reports"). Implementer will comply with any request for such Ad Hoc Report(s) within a reasonable time or, if applicable, within the time requested by SCE. Deliverable(s) Due Date(s) 1. Prepare and submit Monthly invoices and supporting documentation to SCE. Monthly, by the 15th Calendar Day for Work completed the preceding Month SCE CONFIDENTIAL 2 of 5 2. Prepare and submit Monthly regulatory Monthly, by the 15th Calendar Day for report, including flat files and Monthly Work completed the preceding Month deliverable work sheet. 3. Prepare and submit Semi-annual Reports March 1 and September 1 of each year of (for requirements in Appendix B) to SCE Contract term for Work completed during the preceding 6 Months 4. Prepare and submit Ad Hoc Reports As SCE requests and/or requires 5. Prepare and submit final invoice and By January 15, 2015 for final invoice and Program Report to SCE by December 31, 2014 for final Program Report 5. Task 5, Part A is deleted in its entirety and replaced with the following: A. Program Ramp-Down: If there is a gap in Program services after November 15, 2014, Implementer will provide SCE with a ramp-down plan for the Program. To ensure complete Program shut-down, the Program ramp-down period will commence no later than September 1, 2014. Implementer's plan for Program ramp-down will take into consideration that all services must be completed by December 31, 2014. Implementer will resolve all outstanding Program and Partnership issues and begin preparation of the Final Report beginning September 1, 2014. 6. Task 5, Deliverable(s) table is deleted in its entirety and replaced with the following: Deliverable(s) Due Date(s) 1. Submit detailed ramp-down and shut-down plans and schedules to CPM for review and approval No later than September 1, 2014 2. Resolve outstanding Program and Partnership issues and begin preparation of Final Report No later than September 1, 2014 gin Program ramp-down F No later than December 1, 2014 all services 4mplete No later than December 31, 2014 7. Task 6, Deliverable(s) table is deleted in its entirety and replaced with the following: Deliverable(s) Due Date(s) 1. Submit draft Final Report for SCE review No later than December 15, 2014 and approval 2. Submit revised Final Report for SCE review No later than December 31, 2014 and approval SCE CONFIDENTIAL 3 of 5 8. Appendix A, Part A (Monthly Invoicing and Reporting Requirements) is deleted in its entirety and replaced with the following: Monthly hard copy invoices are required at the 15th Calendar Day of each Month for Work completed the preceding Month with invoicing supporting files described herein. These invoices and supporting documents are for work performed by the Implementer and all Subcontractors. On January 15, 2015 or sooner, Implementer will submit a final invoice associated with Program services that are tied directly to delivery of the Program deliverables. No Work except that associated with preparing the Final Report (Task 6) and final invoice will be performed after December 31, 2014. Subsequent invoices will only contain expenses associated with closing out the Program (i.e., administration expenses, etc.) that are not directly tied to delivery of the Program goals. 9. Appendix B.2.1 Semi-annual Report Template is deleted in its entirety and replaced with the following: 2.1. Semi-annual Report Template SenlAnnual Rpt- Santa Ana Phl.xtsx -A-- RI - Rnt IrMAT N _ FU" OIAI RPPnRT s ? ? n r. ?; .. m xr,> +';•e b f r • ¢ ^ Me u Beo and Is mPccomplbhm&nb . 1 rWn [3 ?? ?; {' rF t ?'!.7¢ . •?`A! I 2 In .nlir wlmww. MaO M...fls.l OwY M.s ,Y, M.I al..nw laa EM-111, i ?T , }. IFS'QM..V. •? ' Mb W.a4e M MI. W wX1aNa lOalht Owl M.r ?PYn.IM1 ar OROOROY Gy ol6uu A.. I I . poarnmenn IuX IM ,EOga6 dm PMn VjuP) Enpr MYwn PMn IEAP) er ahpl 9...leie Pln- rlap/.OC4ny anrpa nahaa tar sn annal 1.A-0.nIOpIM3wlln Gr?hmue Gaa awpa Enpy Im. ary IGBGI FcNdq m s cY.?XntenOY arWpa . rWYar dGIG aremay McY laglyeldaaMln pdwy Ommlwuu GU lXWmory MIXe GXY/Ga+mY Anhau dln B.a.w. GlGbBgXIXa net WlllWp nngsh quna a anpY .Xw.MM, nruulM ana coma. coup.. <anminM pwnnmape mPnuox Wine n. .r ux CommunM 1.11 gec.een looa.X Wmin Ir» cM d An).m XlunKly opmlwn ImduXUaerxO na aom lna wcu poammem peBa arm..nuW ekuncv cn.grm u. cnmeta wtwnPn. s v trY Iona XialerolaM awmmunM tee. golmd w nb m'? V In. wed?n GIp f30t t10 nrraoY. NnpYnnmu WII one 4rnle0 en .npy Wrpe analYaa RuW n IM wnlm. GKi Irr+mary b lwln In ammunM.ne mpl OryWOna. W K Belw M, f t p Amq a OnW. A<twn Plan t ANq an ErnpY EfionncY Z ? M m M AC rpY A<mn Plsn (EAPloramq IGPI En cv luigq imo.lwlnu PdkY a. G.n.ml Pnn bnslc. •nrtn' Y Mw.i nd mu uan qugerm aXnau Adwn PUn n Bdh- munlh one Ounkipl Opuniw: Inpmm?lar WXbWOp an xnrOr aOCbXCY a .>attl enpenn .nrQY a w nelw?IM snOCMrWe th coupe. , cwnm nMaq..rinau. pn .ma.wn WMe ammerpY muwv cmgermecumen amm? qsn NCluailp m,.rWpY U%nn<y wnX GHG mnryptew meruln. aM Ine ewna inuXrtp mryY.eW pe Rom nwnlrp rvn pu Mmep Y cnepxW?i1 ato gnaw tn.n.py creX ary s X.rw M. I I =:4,G. Bdlm um l ae W G InepcPuc -1- 51: P f Frpsm.der w e<penne bcomeawmomN I W p . ocM aulr.lyanmw ne.awory md.s.? m.l o cM atM, baWh.wsCnW r, dnr.n mNaM i a W11gv+e.pWni IEEO Cnmcum Imnn eb Imq.m.m.Ya w r p.nniry am wlnxnl dbn vgc rota M.o en u.MUwwma. , wrtnn vrw en a?WnoYYn g dMymnaN.euuY ? . Wq.nwm.rxBl.uo wwnne ell engemamera BmCOn.n ry EullenY LE- 1- alN aatwX w.wbn0 Magn.M 5301 ]Iti mWeO pxlra cwganrc. Haan. SCE CONFIDENTIAL 4 of 5 10. General. From and after the Change Order Effective Date, any reference to the SOW contained in any notice, request, certificate or other instrument, document or agreement shall be deemed to mean the SOW, as amended by this Change Order. Except as modified herein, all other terms and conditions of the SOW shall remain in full force and effect. IN WITNESS WHEREOF, the Parties hereto have caused this Change Order to be executed by their duly authorized representatives as of the Change Order Effective Date. IMPLEMENTER: ATTEST: CITY OF SANTA ANA MARIA D. HUIZAR Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney Laura Sheedy Assistant City Attorney RECOMMENDED FOR APPROVAL: V SCE: SOUTHERN CALIFORNIA EDISON C" KEVIN OURKE Interim City Manager y: Erwin Furukawa Title: Senior Vice President Customer Service Date: J RAU GODINEZ, II Executive Director Public Works Agency SCE CONFIDENTIAL 5 of 5