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HomeMy WebLinkAbout19-150 • • Resolution No. 19-150 RESOLUTION AUTHORIZING EXECUTION OF AN AGREEMENT WITH MC SQUARED ENERGY SUPPLY, LLC TO PROVIDE RETAIL ELECTRIC SERVICE TO THE CITY OF ELGIN AND ITS MUNICIPAL FACILITIES BE 1T RESOLVED BY THE CITY COUNCIL OF THE CITY OF ELGIN. ILLINOIS, that pursuant to Elgin Municipal Code Section 5.02.020B(9) the City Council hereby finds that an exception to the requirements of the procurement ordinance is necessary and in the best interest of the city; and BE IT FURTHER RESOLVED BY THE CITY COUNCIL OF THE CITY OF ELGIN. ILLINOIS, that Richard G. Kozal, City Manager, and Kimberly A. Dewis, City Clerk, be and are hereby authorized and directed to execute an Agreement on behalf of the City of Elgin with MC Squared Energy Supply,LLC,to provide retail electric service to the city and its municipal facilities, in a form as approved by the Corporation Counsel. s/ David J. Kaptain David J. Kaptain, Mayor Presented: October 23, 2019 Adopted: October 23, 2019 Vote: Yeas: 9 Nays: 0 Attest: • s/Kimberly Dewis Kimberly Dewis, City Clerk • • PURCHASE AGREEMENT THIS AGREEMENT is hereby made and entered into this cR.3 day of October, 2019, by and between the City of Elgin, Illinois, a municipal corporation (hereinafter referred to as "City") and MC Squared Energy Services, LLC, an Illinois limited liability company, (hereinafter referred to as "MC2" or "Seller"). NOW, THEREFORE, for and in consideration of the mutual promises and covenants contained herein, the sufficiency. of which is hereby mutually acknowledged, the parties hereto hereby agree as follows: 1. PURCHASE. City shall purchase, and MC2 shall sell the goods and/or services described by Attachment A and Attachment B,attached hereto and made a part hereof. 2. LAW/VENUE. This agreement is subject to and governed by the laws of the State of Illinois. Venue for the resolution of any disputes or the enforcement of any rights arising out of or in connection with this agreement shall be the Circuit Court of Kane County, Illinois. MC2 hereby irrevocably consents to the jurisdiction of the. Circuit Court of Kane County, Illinois for the enforcement of any rights, the resolution of any disputes and/or for the purposes of any lawsuit brought pursuant to this agreement or the subject matter hereof; and MC2 agrees that service by first class U.S. mail to MC Squared Energy Services, LLC, 175 W. Jackson Boulevard, Suite 240, Chicago, IL 60604 shall constitute effective service. Both parties hereto waive any rights to a jury. 3. NO MODIFICATION. There shall be no modification of this agreement, except in writing and executed with the same formalities as the original. 4. MERGER. This agreement embodies the whole agreement of the parties. There are no promises, terms, conditions or obligations other than those contained herein, and this agreement shall supersede all previous communications, representations or agreements, either verbal, written or implied between the parties hereto. 5. INTEREST. MC2 hereby waives any and all claims or rights to interest on money claimed to be due pursuant to this agreement, and waives any and alisuch rights to interest to which it may otherwise be entitled pursuant to law, including, but not limited to, pursuant to the Local Government Prompt Payment Act(50 ILCS 505/1, et seq.), as amended, or the Illinois Interest Act (815 ILCS 205/1, et seq.), as amended. The provisions of this paragraph shall survive,any expiration, completion and/or termination of this agreement. 6. SEVERABILITY. The terms of this agreement shall be severable. In the event any of the terms or the provisions of this agreement are deemed to be void or otherwise unenforceable for any reason, the remainder of this agreement shall remain in full force and effect. 7. COMPLIANCE WITH LAW. Notwithstanding any other provision of this agreement, it• is expressly agreed and understood that in connection with the performance of this agreement, MC2 shall comply with all applicable federal, state, city and other requirements of law, including, but not limited to, any applicable requirements regarding prevailing wages, minimum wage, workplace safety and legal status of employees. Without limiting the foregoing, MC2 hereby certifies, represents.and warrants to the City that all of MC2's employees and/or agents who will be providing products and/or services with respect to this agreement shall be legally authorized to work in the United States. MC2 shall also, at its expense, secure all permits and licenses, pay all charges and fees, and give all notices necessary and incident to the due and lawful prosecution of the work, and/or the products and/or services to be provided for in this agreement. The City shall have the right to audit any records in the possession or control of MC2 to determine MC2's compliance with the provisions of this section. In the event the City proceeds with such an audit, MC2 shall make available to the City MC2's relevant records at no cost to the City. City shall pay any and all costs associated with any such audit. 8. EXECUTION. This agreement may be executed in counterparts, each of which shall be an original and all of which shall constitute one and the same agreement. For the purposes of executing this agreement, any signed copy of this agreement transmitted by fax machine or e-mail shall be treated in all manners and respects as an original document. The signature of any party on a copy of this agreement transmitted by fax machine or e-mail shall be considered for these purposes as an original signature and shall have the same legal effect as an original signature. Any such faxed or e-mailed copy of this agreement shall be considered to have the same binding legal effect as an original document. At the request of either party any fax or e-mail copy of this agreement shall be re-executed by the parties in an original form. No party to this agreement shall raise the use of fax machine or e-mail as a defense to this agreement and shall forever waive such defense. 9. CONFLICT. In the event of any conflict between the terms and provisions of this purchase agreement and Attachment A or Attachment B hereto, the terms and provisions of this purchase agreement shall control. 10. LIMITATION OF DAMAGES. In no event shall City lie liable for any monetary damages in excess of the purchase price contemplated by this agreement. In no event shall City be liable for any consequential, special or punitive damages, or any damages resulting from loss of profit. MC SQUARED ENERGY SERVICES, LLC CITY OF ELGIN John Clark . Print Name Richard G. Kozal, City. anager .1r4 Attest Aeat4 Sig re City Clerk Chief Financial Officer Title F:\Legal Dept\Agreement\MC Squared Energy Supply-Electric Agr-I0-22-19.docx 2 ATTACHMENT A ■ MC Squared Energy Services, LLC `a ■ 2 175 W. Jackson Blvd., Suite 240 MC • Chicago, IL 60604 tete energy Mmes from Confirmation . Contract Number 6721533 Offer Date 10/17/19 Offer Expiration 10/18/19 Contract Information Price for Service provided by MC2 reflects only the components identified below* • Customer Name City of Elgin The Fixed Price component include items checked below.Components not checked will be billed based on the Summary Price information below. Product(Service)FIXED-ENERGY-ONLY Energy Price 0 Capacity nitialTnJm" El Transmission • Ancillary Services Contract Start 11/05/19 0 Utility DLF Loss Green Option Contract End 01/03/23 Payment Terms 60 days •• 'mc2 shalt charge Customer directly for all other products,service components and taxes associated with the Included Products required by mc2 to serve Customers full service • electric generation supply • -.Service under this Confirmation will commence and conclude with the Customers monthly meter reading as scheduled by the Host Utility. Remarks Definitions • Summary Price Information .• • UTILITYDLFLOSS: ENERGY PRICE x DLF • : ' CAPACITY:PLCYear x CAPACITY RATE(KWO)x DAYS • • TRANSMISSION:NSPLYear x NITS RATE(KM])x DAYS DAYS means the number of days Included in a particular bit cycle as reported to mc2 by Hast Utility. USAGE means the Iota!kilowatt-hours(kWh)of energy used during n particular biting cycle as calculated and reported to mc2 by Host Utility. USAGE t+r, means the kilowatt-hours(kWh)of usage during a particular hour during the billing period as calculated and reported to mc2 by Host Utility. PEAK(kW)means the peak demand as calculated from time to lone by Host Utility in kilowatts. DLFmeans the Disbihution Loss Factor assigned at the time of actual usage to the customer as reflected In Host Utility's tariffs.such as ILL.C.C.No.10.laterrrclional Shod No.33. PLC via means the Peak Load Conbibu1on value assigned to the customer by Host Utility fora particular billing year(KW-day).A billing year is from June 1 through May 31.and is expected to change from billing year to billing year. Capacity Rate means the Reliability Pricing Model(RNA)auction rate as defined by PJM adjusted for zonal delivery by Kilowatt Day(KWD). NSPL.., moans the Network Service Peak Load value assigned to the customer by Hest UtOily for a particular biting year(kW-day). A billing year is from January 1 through December 31.and is expected to change from trilrag year to billing year. NTS RATE means the Network Integrated Transmission Service rate as published by PJM lar the utility deliveryzona by Klowatt Day(MD). . Participating Account Information ComEd Green Contract Contract- Axed Meter Projected Projected Account Service Power Billing Capacity Trans Price Read Cycle Cycle Number Address Pct Type PLC NSPL Peak KW S/kWh Cycle Start End 3159025000 150 DEXTER CT OTHR, 100% UCBPOR 27.033 70.644 134 0.02924 10 11/11/19 12/14/22 C/O OF FINANCE DEPT,Elgin, IL,60120 3273047153 484 E AMBERSIDE, 100% UCBPOR 2.792 4.270 11 0.02924 21 11/26/19 01/03/23 LIFT STATION,Elgin,IL,60120 3297772000 854 SOUTH ST,Elgin,IL, 100% UCBPOR 0.000 0.000 0 0.02924 17 11/20/19 12/23/22 60120 - - 3394078016 3270 LONG COMMON PKWY, 100% UCBPOR 31.366 33.628 38 0.02924 16 11/19/19 12/22/22 Elgin,IL,60120 3445330003 45 NORTH ST,Elgin, IL,60120 100% Dual Bill 373.806 395.367 429 0.02924 g 11/08/19 12/13/22 3445342003 0 S RT 20, E/MCLEAN,Elgin, 100% Dual Bill 16.047- 21.293 1,046 0.02924 9 11/08/19 12/13/22 IL,60120 3455167021 626 LA SALLE PL LITE RT/23, 100% UCBPOR 0.000 0.000 0 0.02924 13 11/14/19 12/19/22 Elgin, IL,60120 3547164045 245 FULTON ST,PARKING 100% UCBPOR 7.866 6.080 61 0.02924 9 11/08/19 12/13/22 DECK,Elgin,IL,60120 D/17/2019 04:36:27 Contract Number 6721533 1 of 10 • ■ „ Confirmation MC Squared Energy Services, LLC • a■ 2 175 W.Jackson Blvd., Suite 240 MC ry Chicago, IL 60604 here energy comes from Contract Number 6721533 Offer Date 10/17119 Offer Expiration 10/18/19 3611482001 1320 E CHICAGO ST,Elgin,IL, 100% UCBPOR 1.229 1.380 2 0.02924 8 11/07/19 12/12/22 60120 3630098001 1010 WING PARK BLVD,Elgin, 100% UCBPOR 58.812 126.374 383 0.02924 16 11/19/19 12/22/22 IL,60120 1106405002 1N GASKET ES GIFFRD,Elgin, 100% UCBPOR 2.249 2.457 9 0.02924 79 11/22/19 12/29/22 IL,60120 1107156053 WATER TANK T-11859 100% UCBPOR 0.264 0.430 4 0.02924 9 11/08/19 12/13/22 . MARLISLE CT,Elgin,IL,60120 1119024048 1298 W BARTLETT RD,Elgin, 100% UCBPOR 1.025 1.041 6 0.02924 19 11/22/19 .12/29/22 IL,60120 1193002033 0 BROOKSIDE,WELL 5A, 100% UCBPOR 197.486 94.028 258 0.02924 15 11/18/19 12/21/22 Elgin,IL,60120 1451093012 100 SYMPHONY WAY,Elgin, 100% Dual Bill 635.543 713.579 801 0.02924 10 11/11/19 12/14/22 • IL,60120 • 1551015010 PARK SHELTER725 RED 100% UCBPOR 0.000 0.000 0 0.02924 18 11/21/19 12/28/22 •i BARN LN,Elgin,IL,60120 1628106017 2399 WESTFIELD DR,Elgin,IL, 100% UCBPOR 1.137 1.291 8 0.02924 15 11/18/19 12/21/22 60120 1893032017 95 SYMPHONY WAY,Elgin,IL, 100% UCBPOR 15.340 13.268 60 0.02924 8 11/07/19 12/12/22 60120 2427150036 2 SLADE AVE,Elgin,IL 60120 100% Dual Bill 256.456 303.170 630 0.02924 6 11/05/19 12/08/22 2544033018 3505 BOWES RD PUMP STA, 100% UCBPOR 14.588 17.708 85 0.02924 18 11/21/19 12/28/22 Elgin,IL 60120 2643171011 501 DAVIS RD,SIREN,Elgin, 100% UCBPOR 0.161 0.167 0 0.02924 16 11/19/19 12/22/22 IL,60120 2761164007 2355 COLLEGEGREEN,Elgin. 100% UCBPOR 8.336 8.787 12 0.02924 15 11/18/19 12/21/22 IL,60120 2936113005 01 74 N AIRLITE ST,Elgin. 100% Dual Bill 574.794 726.732 961 0.02924 15 11/18/19 12/21/22 IL,60120 3300145012 375 W RIVER RD,Elgin,IL, 100% Dual Bill 863.334 1056.681 1,084 0.02924 i5 11/18/19 12/21/22 60120 3305085002 2761 BOWES RD.Elgin,IL, 100% UCBPOR 0.155 0.372 3 0.02924 18 11/21/19 12/28/22 60120 3523035040 301 WILLARD AVE,Elgin, IL, 100% UCBPOR 0.012 0.012 0 0.02924 8 11/07/19 12/12/22 60120 4119154035 37W500 HOPPS RD,VILLAGE, 100% UCBPOR 7.486 7.412 18 0.02924 21 11/26/19 01/03/23 Elgin,IL,60120 4241132001 1850 FOX LN,Elgin,IL,60120 100% UCBPOR 12.170 17.077 82 0.02924 16 11/19/19 12/22/22 4691143043 11 WOODVIEW DR SIGN, 100% UCBPOR 0.000 0.000 0 0.02924 8 11/07/19 12/12/22 Elgin,IL,60120 . 5193156003 707 W CHICAGO ST,Elgin,IL, 100% UCBPOR 29.522 29.537 30 0.02924 17 11/20/19 12/23/22 60120 5365122000 WATER TOWER 529 100% UCBPOR 8.092 8.583 15 0.02924 15 11/18/19 12/21/22 SHALES PKWY,Elgin,IL, 60120 5925054034 115 N LYLE AVE,Elgin,IL, 100% UCBPOR 4.736 5.754 138 0.02924 15 11/18/19 12/21/22 60120 5548115006 529 SHALES PKWY,Elgin,IL, 100% UCBPOR 0.370 0;284 3 0.02924 8 11/07/19 12/12/22 60120 5684645007 ES MCLEAN1S SPARTAN 100% UCBPOR 0.458 0.477 0 0.02924 18 11/21/19 12/28/22 SN,Elgin,IL,60120 3765171011 WS CRYSTAL1N HIGHLAND, 140% UCBPOR 0.530 0.497 0 0.02924 17 11/20/19 12/23/22 Elgin,IL,60120 3765535006 199 N STATE ST,Elgin,IL 100% UCBPOR 7.934 8.680 9 0.02924 17 11/20/19 12/23/22 60120 • .3852547012 2450 SOUTH,PUMP STATION, 100% UCBPOR 1.694 1.738 3 0.02924 18 11/21/19 12/28/22 Elgin,IL,60120 3997250009 799 HASTINGS ST,Elgin,IL, 100% UCBPOR 1.386 1.706 7 0.02924 9 11/08/19 12/13/22 60120 7081504008 945 BLUFF CITY BLVD,Elgin, 100% UCBPOR 12.075 10.907 16 0.02924 g 11/08/19 12/13/22 IL,60120 7083138002 WSOAKWOOD BLIS GRAND, 100% UCBPOR 0.000 0.000 0 0.02924 10 11/11/19 12/14/22 Elgin,IL,60120 7101005008 1155 N LYLE AVE,Elgin,IL, 100% UCBPOR 0.269 0.233 1 0.02924 15 11/18/19 12/21/22 60120 7/17/2019 04:36:27 Contract Number 6721533 2 of 10 ■ • Confirmation MC Squared Energy Services, LLC ■' 2 - 175 W. Jackson Blvd., Suite 240 rxiC Chicago, IL 60604 T.. •here energy comes 1mm • Contract Number 6721533 Offer Date 10/17/19 Offer Expiration 10/18/19 7143036058 28 BROOKSIDE OR,Elgin, IL 100% UCBPOR 7.653 8:525 . 16 0.02924 17 11/20/19 12/23/22 60120 7188524000 875 SPORTS WAY,Elgin, IL, 100% Dual Bill 134.851 142.353 432 0.02924 18 11/21/19 12/28/22 60120 1669504006 150 DEXTER CT,Elgin,IL, 100% UCBPOR 0.095 0.096 0 0.02924 g 11/08/19 12/13/22 60120 7669657002 280 S GROVE AVE,Elgin,IL, 100% UCBPOR 0.000 0.000 0 0.02924 g 11/08/19 12/13/22 60120 . 7686094009 NS WING ST1W WING-PARK, 100% UCBPOR 5.478 5.913 8 0.02924 16 11/19/19 12/22/22 • Elgin,IL,60120 . 7837273021 24-26 FOUNTAIN SQ,Elgin,IL, SQ0% UCBPOR 1.364 1'.281 0 0.02924 g 11/08/19 12/13/22 60120 • 7837334001 250 S GROVE AVE,Elgin,IL 100% UCBPOR 25.506 26.811 50 0.02924 g 11/08/19 12/13/22 60120 7837390009 WS VILLA 1N FULTON,Elgin, 100% UCBPOR 1.270 0.770 0 0.02924 g 11/08/19 12/13/22 IL,60120 7842377009 SS IL 90E RT 25,Elgin, EL, 100% UCBPOR 0.047 0.048 0 0.02924 10 11/11/19 12/14/22 60120 7921066003 200 E CHICAGO ST,Elgin,IL, 100% UCBPOR 15.830 20.348 78 0.02924 g 11/08/19 12/13/22 60120 7921101007 1 E DOUGLASDEXTER,Elgin, 100% UCBPOR 0.000 0.000 0 0.02924 g 11/08/19 12/13/22 IL,60120 7921253006 NS HIGHLAND 1W 100% UCBPOR 3.852 3.834 6 0.02924 g 11/08/19 12/13/22 DOUGLAS,Elgin,IE 6012° 7921334006 SS SPRING1E DIVISION,Elgin. 100% UCBPOR 0.000 0.000 0 0.02924 g 11/08/19 12/13/22 IL,60120 7923420005 NS RT 58 1W PATTON,Elgin, 100% UCBPOR 0.679 0.862 101 0.02924 10 11/11(19 12/14/22 IL,60120. 7923421002 SS RT 58 1W 100% UCBPOR 4.886 8.716 72 0.02924 10 11/11/19 12/14/22 PATTON,Elgin,IL,60120 7926372006 576 TROUT PARK BLVD,Elgin, 100% UCBPOR 0.252 0:216 1 0.02924 11 11/12/19 12/15/22 IL,60120 7926381005 NS TROUTPK BL 1E 100% UCBPOR 3.030 4.922 133 0.02924 11 11/12/19 -. 12/15/22 SHERWOOD AV,Elgin,IL, 60120 • 7926382002 NS TROUTPARK BL1E RT 25. 100% UCBPOR 0.052 0.156 0 0.02924 11 11/12/19 12/15/22 Elgin,IL,60120 5005779008 115 CENTER ST,Elgin,IL 100% UCBPOR 0.000 0.000 0 0.02924 60120 g 11/08/19 12/13/22 5089128001 326 E CHICAGO ST,Elgin. IL, 100% UCBPOR 5.223 4.887 7 0.02924 g 11/08/19 12/13/22 60120 9089365004 SS HIGHLAND AV1 W GENEVA 100% UCBPOR 0.032 0.570 0 0.02924 g 11/08/19 12/13/22 ST.Elgin.IL,60120 9109445014 85 NATIONAL ST,RIVERWK 100%- UCBPOR 1.320 1.174 2 0.02924 17 11/20/19 12/23/22 LTS, Elgin,IL,60120 5109668008 SS SOUSTER1E WILLIS,Elgin. 100% UCBPOR 0.000 0.000 0 0.02924 17 11/20/19 12/23/22 IL,60120 9759309038 1080 E CHICAGO ST,Elgin,IL, 100% UCBPOR 106.014 109.448 117' 0.02924 8 11/07/19 12/12/22 60120 9759310031 1080E CHICAGO ST UPPR 100% UCBPOR 11.631 12.538 17 0.02924 8 11/07/19 12/12/22 UPR,Elgin,IL,60120 Total: 3525.617 4,045.105 7,385 • 3/17/2019 04:36:27 Contract Number 6721533 3 of 10 • - Confirmation MC Squared Energy Services, LLC 2 175 W. Jackson Blvd.,Suite 240 MCA Chicago, IL 60604 • here energy comes from Contract Number 6721533 Offer Date 10/17/19 • Offer Expiration 10/18/19 I 1 Projected Contract Volumes by Cycle End Date Cycle Ending Total KWH Cycle Total KWH Cycle Total KWH Cycle Total KWH Cycle Total KWH Ending Ending Ending Ending 12/2019 1,969,046 12/2020 2,048,971 12/2021 2,055,935 12/2022 2,052,212 01/2020 2,193,322 01/2021 2,181,122 01/2022 2,197,376 02/2020 1,994,732 02/2021 • 2,004,681 02/2022 2,000,467 • 03/2020 1,985,963 03/2021 1,911,800 03/2022 1,896,215 04/2020 1,792,859 04/2021 1,779,482 04/2022 1,786,745 05/2020 1,782,273 05/2021 1,790,975 05/2022 1,845,316 06/2020 1,923,381 06/2021 1,963,957 06/2022 1,911,107 07/2020 2,192,397 07/2021 2,156,695 07/2022 2,167,212 08/2020 1,932,141 08/2021 1,929,550 08/2022 1,977,899 09/2020 2,174,148 09/2021 2,119,883 09/2022 2,073,219 10/2020 1,834,286 10/2021 1,808,082 10/2022 1,783,218 11/2020 1,752,739 11/2021 1,747,808 11/2022 1,749,852 Total Projected kWh 72,467,064 • Customer Notice Information Attention Address 1 1 1D-exterct. Address 2 City/State/Zip.Inin.IL 60120 Email DeNye_D@cityofelgin.org Contact Phone(847)931-5604 M q red En rgy Services, LLC Customer , of i Signature �' Signature . - Print Name 4 C_LA Print Name Richard G. Kozal Title C i 6 Title. City Manager Date Date October 23, 2019 • D/17/2019 04:36:27 Contract Number 67215334 of 10 a aa !}4'k�:t Jack:-.011Qlvd..Stale 240 C;rara;;o.ands:t;(X;; • ATTACHMENT B MC where energy comes from MCSauaredEneravServices.LLC, Power Supply Agreement -ComEd Terms and Conditions of Service GontractNo.6721533 This Power Supply Agreement ("Agreement") is entered into as of October 23 , 2019 with MC Squared Energy Services, LLC. ("mc2" or "MC") d.b.a. mc2 —Where Energy Comes From, located at 175 W. Jackson Blvd., Suite 240, Chicago, IL 60604. "We", "us" or "our" refers to mc2, and "Customer", "you" or "your" refers to City of Elgin. mcg and Customer herein may be referred to individually as a "party" or collectively as the "Parties." "Host Utility" refers to Commonwealth Edison Company("ComEd"). This Agreement and the attached Confirmation(s)are subject to the following terms and conditions: 1. AuthorizedLocations - This Agreement relates only to Participating Accounts listed on the respective Confirmation(s), which is incorporated by reference herein and shall not be effective until individually signed by both Parties.Additional Customer account numbers and locations may be added as Participating Accounts only upon the written agreement of both met and Customer. 2. Eligibility—This Agreement is available to non-residential customers. 3. NatureoftheServices — Upon execution of this Agreement by both Parties, mc2 agrees to provide and/or arrange for competitive electric supply to satisfy the requirements of the Customer's Participating Accounts("Service")as identified in the respective Confirmation(s). In return, the Customer agrees to receive and pay for that Service. Neither Party shall be considered in default of its obligations (except for the obligation to pay money) under this Agreement in the event of Force Majeure. The term "Force Majeure" shall mean the occurrence or non-occurrence of any act or event that is not reasonably within the control of the claiming Party and which, by the exercise of due diligence, such Party could not have prevented or overcome. Examples of such causes include, but are not limited to,(a)ads of God or of the public enemy, (b)fires, (c) floods, (d)epidemics, (e) acts of a state or federal regulating authority, or(f) other similar acts or occurrences. Force Majeure shall not include (aa) economic loss due to a Party's loss of markets or suppliers;(bb)the financial condition of a Party or general economic conditions; (cc)changes in the market prices of fuel, energy, or electricity; (dd)the ability of mc2 to sell Services at a-price greater than the Price agreed to hereunder; or(ee)the ability of Customer to buy or receive Service at a price less than the Price agreed to hereunder. 4. Term - a. Initial Term - mc2 will commence Service subject to receiving an accepted delivery access service request (DASR) from ComEd for each Customer utility account based on the Meter Read Cycle Start date(s) and continue through the estimated Customer Meter Read Cycle End date(s) stated in the Confirmation attached hereto; namely, January 2023. Meter Read Cycle Start and End dates are based on estimates which may vary based on actual utility read dates for those cycles.The Initial Term is defined on the attached Confirmation and cannot start before the Earliest Confirmation Start and cannot end after the Latest Confirmation End dates: b. Extension of Initial Term—UNLESS OTHERWISE SPECIFIED IN THE CONFIRMATION ATTACHED,THIS AGREEMENT WILL EXTEND AUTOMATICALLY AFTER THE CONTRACT END DATE ON A MONTH-TO- MONTH BASIS UNLESS CANCELLED BY EITHER PARTY UPON 30 DAYS'WRITTEN NOTICE PRIOR TO THE END OF THE INITIAL TERM OR ANY EXTENSIONS THEREOF. CUSTOMERS ELECTING TO BE SERVED ON A MONTH TO MONTH BASIS WILL PAY FOR ENERGY BASED ON DAY AHEAD HOURLY INDEX PRICES INCLUDING BALANCING AND OPERATING RESERVES PLUS ANY APPLICABLE RTO, REGULATORY AND COMED COSTS INCURRED BY MC2 WHILE SERVING THAT CUSTOMER'S ACCOUNT PLUS AN ADMINISTRATIVE COST OF$.007 PER KWH. 10/17/2019 04:36:27 Contract Number 6721533 5 of 10 . 2 MC where enemy comes tram c. Renewal—Unless otherwise specified in the Confirmation attached, mc2 will send a Renewal Letter delivered by U.S.Mail,facsimile or electronic mail no later than 30 days prior to the initial contract end date.The Renewal Letter will offer to extend, via a new Confirmation, the Customer's term of Service for one year at a fixed rate for customers on the Fixed Price Classic product. For any accounts that have net metering,the offer to extend, via a new Confirmation, will be a Day Ahead Hourly Index Priced product for a one year term. The Customer must provide written notification to cancel this renewal offer within 15 days of the Renewal Letter date. After 15 days, the proposed Confirmation will be deemed accepted and the Customer's current contract term will be amended accordingly. Customers that do not accept the renewal offer but continue to be served by mc2 without a new Confirmation will be billed on a month to month basis described above after the end of their current Confirmation. 5. Price - For delivery of power to ComEd's distribution facilities on behalf of your utility account(s) identified in the Confirmation attached, you agree to pay mc2 the charges identified on the attached Confirmation in the form of one energy price if you select our Fixed Price Classic product. The Confirmation must specify your choice of products) along with included components and related volumes as required for each product and is part of this Agreement.To the extent that any volumes flow outside of the Earliest Confirmation Start and Latest Confirmation End dates, mc2 will charge the Customer based on Day Ahead hourly index prices including balancing and operating reserves plus any applicable RTO, regulatory and CorEd costs incurred by mc2 while serving the Customer plus an administrative cost of$.007 per kWh. 1) If you are a net metering customer and you generate more energy from your behind-the-meter system than your gross consumption during a billing cycle as that data is provided to mc2 by ComEd, mc2 will pay you at a rate of$0.001/kWh for the kWh generated during the billing cycle in excess of your gross consumption. 6. Billing and Payments--mc2 will arrange for Customer to be invoiced for the Service provided pursuant to this Agreement during the preceding month. If billed by the Host Utility, the Customer will continue to pay its bill in accordance with the Host Utility's.billing and payment policies. If billed by mc2, the payment terms for the total invoiced amount is defined in the Confirmation. If a check tendered to mc2 is not honored by a bank and is returned, or an ACH transaction fails to clear in the required timeframe,mc2 will add to your bill a returned check charge or failed ACH fee of$50 for processing. 7. CommunitySolar-Thefollowing definitions from extemal.sources are incorporated by reference. • "Community Solar"or"CS" is a type of net metering that is available to customers pursuant to Section 16-107.5(I)of the Public Utilities Act[220 ILCS 5]and ComEd Rider POGCS [ILL C.C. No. 10, Sheet 344]. • "Subscriber"and "Subscription"are defined in Section 1-10 of the Illinois Power Agency Act[20 ILCS 3855]; "Subscriber"shall also Incorporate the definition of"CS Subscriber"from ComEd Rider POGCS. • "CS Beneficiary" is defined in ComEd Rider POGCS. • "Energy Supply Rate"is defined below, and is intended to reflect an estimate of mc2 costs to serve Customer net of capacity, transmission, and other costs. Community Solar Arranged By Customer Independent Of Supplier. To the extent that Customer is granted Subscriber or Beneficiary status by their utility with a CS project that Supplier did not arrange, the credit from Supplier to Customer pursuant to Section 16-107.5(1)(2)of the Public Utilities Act (e.g., the Energy Supply Rate) shall be no higher than $0.02/kWh, unless otherwise specified in the Confirmation attached hereto. Customer need not take further action with mc2 to effectuate such a subscription or other interest. Customer acknowledges that mc2 will provide credits to the customer based on information provided by the utility to the Regional Transmission Organization/RTO and/or mc2. Customer agrees to indemnify and hold harmless mc2 for any errors made by the utility or Regional Transmission/RTO in Organization providing or communicating relevant credits and information to mc2. • • 10/17/2019 04:36:27 Contract Number 6721533 6 of 10 ■ 2 _ a m_, where energy comes from 8. ActionsofGovernmentalandRequlatedEntities —If action is taken by the Host Utility, applicable regional transmission organization, transmission provider, or any federal, state or local governmental authorities which materially changes the amounts charged by such entities to mc2 or charged by such entities to mc2's wholesale supplier and flowed- through to mc2, including any increases or changes in applicable,taxes, charges not otherwise reimbursed by the regional transmission organization or which materially changes the manner in which mc2 provides Service to Customer, mcg may, at its sole discretion, elect to adjust the Price for Service under this Agreement to account for any such cost increases; provided, however, that no such cost increases shall be effective prior to thirty (30) days written notice being provided to the Customer. 9. Adverse Material Change — The Customer shall use reasonable efforts to provide mc2 notice prior to any planned business changes or other modifications to operations at the Participating Accounts that result in significant changes in load with respect to the Participating Accounts, such as adding.oGremoving a facility. Furthermore, the Parties recognize that the Price for Service as set out in the Confirmation(s) is predicated on the continuation of a specified energy usage level and consumption pattern substantially similar to that represented in the Confirmation(s). In the event that Customer's usage level and/or consumption pattern for the Participating Accounts experience a material change and that material change impacts the cost mc2 incurs to serve Customer,mc2 may pass through the additional costs. 10. Contacting Us -You can reach us: • By mail at 175 W. Jackson Blvd., Suite 240, Chicago, IL 60604;. • By telephone at(877)622-7697 • Internet : www.mc2energyservices.com • Our business hours are 9:00 AM to 5:00 PM Central Prevailing Time (CPT), Monday through Friday. 11. AccesstoandReleaseoflnformationbvmcz - By this Agreement, you appoint mc2 as your exclusive Alternative Retail Energy Supplier(ARES)for all Participating Accounts listed in the Confirmation. mc2 will act as your exclusive agent for all matters related to service under the Host Utility's Delivery Service tariff. mc2 will arrange for supply of all your electricity requirements for the Participating Accounts specified in the Confirmation. You are to provide all necessary data and authorizations so that mc2 can enroll your accounts and you authorize us to take such actions as necessary and reasonable to perform this Agreement, including but not limited to, enrolling accounts, procuring supply, scheduling and causing electricity to be delivered to each account. The Parties recognize that Customer information is necessary for mc2 to provide Service under this Agreement.Customer authorizes the Host Utility to provide mewith any and all Customer information, including but not limited to: all energy consumption records, rate, billing data, and projection information.Customer agrees that mc2 may provide a copy of this Agreement to the Host Utility as necessary and hereby authorizes and instructs the Host Utility to treat a copy of this notice as an original. This authorization is valid during the term of the Agreement. 12. SuccessorsandAssigns —The Parties' obligations shall be binding on any successors and permitted assigns. Neither Party may assign the Agreement in whole or in part without the other Party's prior written consent, which consent shall not be unreasonably withheld provided that: (a) mc2 may assign the Agreement to another ARES, without Customer's prior consent and such ARES shall agree in writing to be bound by this Agreement and (b) me will not withhold its consent if Customer assigns this Agreement provided the assignee meets mcz's standard credit requirements and agrees to be bound by the terms of this Agreement upon any valid assignment of the Agreement.The other Party hereby agrees that the assigning Party shall have no further future obligations under this Agreement. 13. Miscellaneous -You are solely responsible for any contract termination fees or other fees or damages assessed by any other competitive retail electric supplier. • • 10/17/2019 04:36:27 Contract Number 6721533 7 of 10 ■ 2 MC M whee energy comes from 14. EventsofDefaultandRemedies - An "Event of Default" shall mean, with respect to a defaulting Party, a)-the failure to perform any material covenant or obligation set forth in this Agreement or Confirmation(s)if such failure is not remedied within ten (10) business days after written notice or otherwise excused in the event of Force Majeure; or b)such Party files a petition or otherwise commences, authorizes or acquiesces in the commencement of a proceeding or cause of action under any bankruptcy, insolvency, reorganization or similar law. If an Event of Default occurs and is continuing, the non-defaulting Party may, at its option and in its sole discretion,a)suspend its performance under this Agreement, • or b) terminate this Agreement. At the time of such Early Termination, the non-defaulting Party shall have the right to demand payment of an Early Termination Amount, which the defaulting Party shall pay upon invoice by the non- defaulting Party.The Early Termination Amount shall be calculated as the result of multiplying(a)the difference(if any) of the Price for Service set out in the Confirmation(s)and the Market Price by(b)the Contract Quantities set out in the Confirmation(s)from the time of Early Termination through the end of the Initial Term of the Agreement. Market Price shall mean the.amount, as determined by the Party entitled to payment that a bona fide third party would pay for the Service at then current prevailing market prices. The Party entitled to payment may consider, among other things, quotations from the leading dealers in the wholesale energy industry, internally developed forward market prices and other bona fide third party offers as commercially available. To arrive at a Market Price, bona fide offers may be reasonably adjusted,with sufficient supporting documentation,for differences in transmission costs,volume, and other factors, as reasonably determined by the Party entitled to the Early Termination Amount. If Customer is the defaulting party,then the Early Termination Amount shall also include any unpaid and outstanding invoices for Service under this Agreement. In addition, an administration charge of $0.005 per kilowatt hour will be paid by Customer for all hours projected to be billed for the remainder of the contract term.The above notwithstanding, under no circumstances shall a non-defaulting Party be required to make any payment to a defaulting Party under this Agreement. in the event of any litigation arising out of or connected in any manner to this Agreement, the non-prevailing Party shall pay the costs of the prevailing Party, excluding attorney and other legal fees and expenses incurred in connection therewith through and excluding the costs of appeals and-appellate costs relating thereto. • 15. Title—Title shall pass from mc2 to Customer at the point of interconnection between a third party transmission or • • distribution system and the Host Utility's transmission or distribution system. • 16. WarrantvandLimitationofLiability — WARRANTY - THE SERVICE SOLD UNDER THIS AGREEMENT WILL MEET APPLICABLE INDUSTRY QUALITY STANDARDS. MC2 MAKES NO REPRESENTATIONS OR WARRANTIES OTHER THAN THOSE EXPRESSLY SET FORTH iN THESE TERMS AND CONDITIONS, AND MC2 EXPRESSLY DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. 17. j,JMIIATIONOFREMEDIES.LIABILITYANDDAMAGES - THE REMEDY IN ANY CLAIM OR SUIT BY EITHER PARTY HERETO WILL BE LIMITED TO THE LESSER OF THE DIRECT ACTUAL DAMAGES, OR THE AMOUNT PAID TO MC2 UNDER THIS AGREEMENT FOR THE SIX MONTH PERIOD PRIOR TO THE OCCURRENCE THAT GAVE RiSE TO SUCH CLAIM. EACH PARTY HERETO WAIVES ANY RIGHT TO ANY OTHER REMEDY. IN NO EVENT WILL EITHER PARTY HERETO BE LIABLE FOR CONSEQUENTIAL, INCIDENTAL, OR PUNITIVE DAMAGES. THESE LIMITATIONS APPLY WITHOUT REGARD TO THE CAUSE OF ANY LIABILITY OR DAMAGES. 18. Confidentiality+ -The.Parties to this Agreement expressly agree that this Agreement and the terms hereof shall remain confidential and shall not be disclosed to any third parties absent written agreement between the Parties,a court order, or as a Party may in good faith deem necessary or appropriate in connection with any proceeding instituted before any governmental agency having jurisdiction, provided however that nothing shall prohibit or prevent either Party from disclosing this Agreement to potential investors, lenders or other financial institutions. When required, the Parties may submit this Agreement,including any information deemed to be confidential,to consultants and contractors performing work on or related to the subject matter of this Agreement, who must agree in writing to protect the confidentiality of such information in the same manner provided herein. mcz will not release Customer's account number without Customer's affirmative written consent, except, to the extent permitted by law, for our own credit and collections purposes, for permitted assignment of this agreement, or as otherwise required by law. Notwithstanding anything to the contrary provided for herein, Customer's good faith compliance with the provisions of the Illinois Freedom of Information Act(5 ILCS 14011, et seq.)or any other law, shall not be construed as,and shall not constitute,a breach of this Agreement. • 10/17/2019 04:36:27 Contract Number 6721533 - 8 of 10 • i F c�? where energy comes from •- 19. Authorization - Each Party warrants that the individual signing this Agreement on behalf of such Party has the authority to enter into this Agreement and to bind the principal in whose behalf he or she signs. Further, each Party agrees and affirms that the undersigned possesses all requisite right and authority of his or her principal to order or provide, and to obligate his or her principal to pay for, or to deliver the work described hereunder. 20. DemandResponse-To the extent Customer elects,or has elected,to participate in a PJM or ComEd Demand Response Program or Net Metering Program,Customer agrees to provide mcg notice of its participation,and the first commercially reasonable opportunity to be its Curtailment Service Provider. Customer also agrees to notify mcg if they have on site generation capabilities. 21. Notices . Notices required hereunder shall be deemed properly made if delivered personally, sent by nationally recognized overnight delivery service, or via regular mail or via email to the following addresses, and shall be deemed effective upon receipt if received during normal business hours on a business day, otherwise such notice shall be deemed effective on the next business day. The information for Notices to the Customer is identified on the Confirmation(s). Notices to mc2: MC Squared Energy Services, LLC -Sales Management 175 W.Jackson Blvd., Suite 240 Chicago, IL 60604 Email: info@mc2energyservices.com 22. Emergencv,OutageandWireService - In the event of an emergency,outage or service need, Customer must call ComEd at the emergency number indicated on the mc2 and/or the ComEd invoice. 23. Market and other factors may affect mc21s ability to continue to offer this Agreement and the Confirmation(s), which are offered on an as-available basis on the Offer Date stated on the Confirmation(s)and subject to change thereafter unless executed by both Parties on the Offer Date contained on the Confirmation(s). Accordingly, this Agreement and the Confirmation(s) is nonbinding until fully executed by both Parties and may be revoked at mc2's discretion at any time prior to mc2's final execution. To the extent any conflict exists between this Agreement and any effective Confirmation, the terms of the Confirmation shall control. MC SQUARED EN R Y SERVICES, LLC Customer: • o Signature: Signature: Print Name: � r Print Name: Richard G. Kozel Title: a 0Title: City Manager Date: Date: October 23, 2019 10/17/2019 04:36:27 Contract Number 6721533 9 of 10