11-0411 Sustainable Lighting Solutions AGREEMENT
THIS AGREEMENT is made and entered into this 11 day of April, 2011 by and between the
CITY OF ELGIN, an Illinois municipal corporation (hereinafter referred to as "CITY") and
Sustainable Lighting Solutions (hereinafter referred to as "CONTRACTOR").
WHEREAS, the CITY desires to engage the CONTRACTOR to furnish certain professional
services in connection with installation of new light fixtures at 31 S Grove Avenue (hereinafter
referred to as the PROJECT); and
WHEREAS, the CONTRACTOR represents that it is in compliance with Illinois Statutes
relating to professional registration of individuals and has the necessary expertise and experience
to furnish such services upon the terms and conditions set forth herein below.
NOW, THEREFORE, it is hereby agreed by and between the CITY and the CONTRACTOR
that the CITY does hereby retain the CONTRACTOR for and in consideration of the mutual
promises and covenants contained herein, the sufficiency of which is hereby acknowledged to
perform the services relating to the PROJECT as described herein, subject to the following terms
and conditions and stipulations, to-wit:
1. SCOPE OF SERVICES
A. All work hereunder shall be performed under the direction of Management
Analyst of the CITY, herein after referred to as the "DIRECTOR".
B. The CONTRACTOR shall provide all of the services and equipment for the
PROJECT as outlined in CONTRACTOR'S proposal for the PROJECT dated
April 5, 2011, a copy of which is attached hereto and made a part hereof as
Attachment A. In the event of any conflict between the terms of this Agreement,
and provisions in Attachment A, the terms of this Agreement shall supersede and
control. CONTRACTOR shall commence the performance of this Agreement
upon execution hereof and shall complete same on or before 761,r41-30r-294+
14C4'1 15, 2011
2. WORK PRODUCTS
All work products prepared by the CONTRACTOR pursuant hereto including, but not
limited to, reports, plans, designs, calculations, work drawings, studies, photographs.
models and recommendations shall be the property of the CITY and shall be delivered to
the CITY upon request of the DIRECTOR provided, however, that the CONTRACTOR
may retain copies of such work products for its records. Such work products are not
intended or represented to he suitable for reuse by the CITY on any extension to the
PROJECT or on any other project, and such reuse shall be at the sole risk of the CITY
without liability or legal exposure to the CONTRACTOR.
3. PAYMENTS TO THE CONTRACTOR
The CITY shall pay to the CONTRACTOR as provided in this paragraph the total
amount of twelve thousand six hundred ninety seven dollars and forty one cents
($12,697.41) for the services and equipment to be provided by the
CONTRACTOR pursuant to this Agreement. The first payment of three thousand
one hundred seventy four dollars and thirty five cents ($3,174.35) shall be paid to
the CONTRACTOR within thirty (30) days of the CONTRACTOR having
completed all of the services to be provided. It is further agreed and understood
that the CONTRACTOR shall be applying for a rebate for the PROJECT of nine
thousand five hundred and twenty three dollars and six cents ($9,523.06) from the
Department of Commerce and Economic Opportunity (DCEO). Payment of the
rebate amount of $9,523.06 shall be made by the CITY to the CONSULTANT
upon receipt of the rebate by the CITY from DCEO.
4. INTENTIONALLY OMITTED
5. INVOICES
A. The CONTRACTOR shall submit invoices in a format approved by the CITY.
Progress reports (2C above) will be included with all payment requests.
B. The CONTRACTOR shall maintain records showing actual time devoted and cost
incurred. The CONTRACTOR shall permit the authorized representative of the
CITY to inspect and audit all data and records of the CONTRACTOR for work
done under this Agreement. The CONTRACTOR shall make these records
available at reasonable times during the Agreement period, and for a year after
termination of this Agreement.
6. TERMINATION OF AGREEMENT
Notwithstanding any other provision hereof, the CITY may terminate this Agreement at
any time upon fifteen (15) days prior written notice to the CONTRACTOR. In the event
that this Agreement is so terminated, the CONTRACTOR shall be paid for services
actually performed and reimbursable expenses actually incurred prior to termination,
except that reimbursement shall not exceed the task amounts set forth under Paragraph 3
above.
7. TERM
This Agreement shall become effective as of the date the CONTRACTOR is given a
notice to proceed and, unless terminated for cause or pursuant to paragraph 6, shall be
deemed concluded on the date the CITY determines that all of the CONTRACTOR'S
work under this Agreement is completed. A determination of completion shall not
constitute a waiver of any rights or claims which the CITY may have or thereafter
acquire with respect to any term or provision of the Agreement.
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8. NOTICE OF CLAIM
If the CONTRACTOR wishes to make a claim for additional compensation as a result of
action taken by the CITY, the CONTRACTOR shall give written notice of his claim
within 15 days after occurrence of such action. No claim for additional compensation
shall be valid unless so made. Any changes in the CONTRACTOR'S fee shall be valid
only to the extent that such changes are included in writing signed by the CITY and the
CONTRACTOR. Regardless of the decision of the DIRECTOR relative to a claim
submitted by the CONTRACTOR, all work required under this Agreement as determined
by the DIRECTOR shall proceed without interruption.
9. BREACH OF CONTRACT
If either party violates or breaches any term of this Agreement, such violation or breach
shall be deemed to constitute a default, and the other party has the right to seek such
administrative, contractual or legal remedies as may be suitable to the violation or breach:
and, in addition, if either party, by reason of any default, fails within fifteen (15) days
after notice thereof by the other party to comply with the conditions of the Agreement,
the other party may terminate this Agreement. Notwithstanding the foregoing, or
anything else to the contrary in this Agreement, with the sole exception of an action to
recover the monies the CITY has agreed to pay to the CONTRACTOR pursuant to
paragraph 3 hereof, no action shall be commenced by the CONTRACTOR against the
CITY for monetary damages.
10. INDEMNIFICATION
To the fullest extent permitted by law, CONTRACTOR agrees to and shall indemnify.
defend and hold harmless the CITY, its officers, employees, agents, boards and
commissions from and against any and all claims, suits,judgments, costs, attorneys fees,
damages or other relief, including but not limited to workers compensation claims, in any
way resulting from or arising out of negligent actions or omissions of the
CONTRACTOR in connection herewith, including negligence or omissions of employees
or agents of the CONTRACTOR arising out of the perfoiniance of this Agreement. In
the event of any action against the CITY, its officers, employees, agents, boards or
commissions, covered by the foregoing duty to indemnify, defend and hold harmless such
action shall be defended by legal counsel of the CITY'S choosing. The provisions of this
paragraph shall survive any expiration, completion and/or termination of this Agreement.
11. NO PERSONAL LIABILITY
No official, director, officer, agent or employee of the CITY shall be charged personally
or held contractually liable under any term or provision of this Agreement or because of
their execution, approval or attempted execution of this Agreement.
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12. INSURANCE
A. Comprehensive Liability. The CONTRACTOR shall provide, pay for and
maintain in effect, during the term of this Agreement, a policy of comprehensive
general liability insurance with limits of at least $1,000,000 aggregate for bodily
injury and $1,000,000 aggregate for property damage.
The CONTRACTOR shall deliver to the DIRECTOR a Certification of Insurance
naming the CITY as additional insured. The policy shall not be modified or
terminated without thirty (30) days prior written notice to the DIRECTOR.
The Certificate of Insurance which shall include Contractual obligation assumed
by the CONTRACTOR under Article 10 entitled "Indemnification" shall be
provided.
This insurance shall apply as primary insurance with respect to any other
insurance or self-insurance programs afforded to the CITY. There shall be no
endorsement or modification of this insurance to make it excess over other
available insurance, alternatively, if the insurance states that it is excess or
prorated, it shall be endorsed to be primary with respect to the CITY.
B. Comprehensive Automobile Liability. Comprehensive Automobile Liability
Insurance covering all owned, non-owned and hired motor vehicles with limits of
not less than $500,000 per occurrence for damage to property.
C. Combined Single Limit Policy. The requirements for insurance coverage for the
general liability and auto exposures may be met with a combined single limit of
$1,000,000 per occurrence subject to a $1,000,000 aggregate.
D. Professional Liability. The CONTRACTOR shall carry CONTRACTOR'S
Professional Liability Insurance Covering claims resulting from error, omissions
or negligent acts with a combined single limit of not less than $1,000,000 per
occurrence. A Certificate of Insurance shall be submitted to the DIRECTOR as
evidence of insurance protection. The policy shall not be modified or terminated
without thirty (30) days prior written notice to the DIRECTOR.
13. INTENTIONALLY OMITTED
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14. NONDISCRIMINATION
In all hiring or employment made possible or resulting from this Agreement, there shall
be no discrimination against any employee or applicant for employment because of sex,
age, race, color, creed, national origin, marital status, of the presence of any sensory,
mental or physical handicap, unless based upon a bona fide occupational qualification,
and this requirement shall apply to, but not be limited to, the following: employment
advertising, layoff or termination, rates of pay or other forms of compensation and
selection for training, including apprenticeship.
No person shall be denied or subjected to discrimination in receipt of the benefit of any
services or activities made possible by or resulting from this Agreement on the grounds
of sex, race, color, creed, national origin, age except minimum age and retirement
provisions, marital status or the presence of any sensory, mental or physical handicap.
Any violation of this provision shall be considered a violation of a material provision of
this Agreement and shall be grounds for cancellation, termination or suspension, in whole
or in part, of the Agreement by the CITY.
15. ASSIGNMENT AND SUCCESSORS
This Agreement and each and every portion thereof shall be binding upon the successors
and the assigns of the parties hereto; provided, however, that no assignment shall be
made without the prior written consent of the CITY.
16. DELEGATIONS AND SUBCONTRACTORS
Any assignment, delegation or subcontracting shall be subject to all the terms, conditions
and other provisions of this Agreement and the CONTRACTOR shall remain liable to the
CITY with respect to each and every item, condition and other provision hereof to the
same extent that the CONTRACTOR would have been obligated if it had done the work
itself and no assignment, delegation or subcontract had been made. Any proposed
subcontractor shall require the CITY'S advanced written approval.
17. NO CO-PARTNERSHIP OR AGENCY
This Agreement shall not be construed so as to create a partnership, joint venture,
employment or other agency relationship between the parties hereto.
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18. SEVERABILITY
The parties intend and agreed that, if any paragraph, sub-paragraph, phrase, clause or
other provision of this Agreement, or any portion thereof, shall be held to be void or
otherwise unenforceable, all other portions of this Agreement shall remain in full force
and effect.
19. HEADINGS
The headings of the several paragraphs of this Agreement are inserted only as a matter of
convenience and for reference and in no way are they intended to define, limit or describe
the scope of intent of any provision of this Agreement, nor shall they be construed to
affect in any manner the terms and provisions hereof or the interpretation or construction
thereof.
20. MODIFICATION OR AMENDMENT
This Agreement and its attachments constitutes the entire Agreement of the parties on the
subject matter hereof and may not be changed, modified, discharged or extended except
by written amendment duly executed by the parties. Each party agrees that no
representations or warranties shall be binding upon the other party unless expressed in
writing herein or in a duly executed amendment hereof, or change order as herein
provided.
21. APPLICABLE LAW
This Agreement shall be deemed to have been made in, and shall be construed in
accordance with the laws of the State of Illinois. Venue for the resolution of any disputes
or the enforcement of any rights pursuant to this Agreement shall be in the Circuit Court
of Kane County, Illinois.
22. NEWS RELEASES
The CONTRACTOR may not issue any news releases without prior approval from the
DIRECTOR, nor will the CONTRACTOR make public proposals developed under this
Agreement without prior written approval from the DIRECTOR prior to said
documentation becoming matters of public record.
23. COOPERATION WITH OTHER CONTRACTORS
The CONTRACTOR shall cooperate with any other CONTRACTORs in the CITY'S
employ or any work associated with the PROJECT.
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24. INTERFERENCE WITH PUBLIC CONTRACTING
The CONTRACTOR certifies hereby that it is not barred from bidding on this contract as
a result of a violation of 720 ILCS 5/33E et seq. or any similar state or federal statute
regarding bid rigging.
25. SEXUAL HARASSMENT
As a condition of this contract, the CONTRACTOR shall have written sexual harassment
policies that include, at a minimum, the following information:
A. the illegality of sexual harassment;
B. the definition of sexual harassment under state law;
C. a description of sexual harassment, utilizing examples;
D. the vendor's internal complaint process including penalties;
E. the legal recourse, investigative and complaint process available through the
Illinois Department of Human Rights, and the Illinois Human Rights
Commission;
F. directions on how to contact the department and commission;
G. protection against retaliation as provided by Section 6-101 of the Human Rights
Act.
A copy of the policies shall be provided by CONTRACTOR to the Department of Human
Rights upon request 775 ILCS 5/2-105.
26. SUBSTANCE ABUSE PROGRAM. As a condition of this agreement,
CONTRACTOR shall have in place a written substance abuse prevention program which
meets or exceeds the program requirements in the Substance Abuse Prevention Public
Works Project Act at 820 ILCS 265/1 et seq. A copy of such policy shall be provided to
the City's Assistant City Manager prior to the entry into and execution of this agreement.
27. WRITTEN COMMUNICATIONS
All recommendations and other communications by the CONTRACTOR to the
DIRECTOR and to other participants which may affect cost or time of completion, shall
be made or confirmed in writing. The DIRECTOR may also require other
recommendations and communications by the CONTRACTOR be made or confirmed in
writing.
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28. NOTICES
All notices, reports and documents required under this Agreement shall be in writing and
shall be mailed by First Class Mail, postage prepaid, addressed as follows:
A. As to CITY:
Aaron Cosentino
Management Analyst
City of Elgin
150 Dexter Court
Elgin, Illinois 60120-5555
B. As to CONTRACTOR:
Mike Sweitzer
Sustainable Lighting Solutions
440 South McLean Boulevard
Elgin, IL 60123
29. COMPLIANCE WITH LAWS
Notwithstanding any other provision of this AGREEMENT it is expressly agreed and
understood that in connection with the performance of this AGREEMENT that the
CONTRACTOR 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,
CONTRACTOR hereby certifies, represents and warrants to the CITY that all
CONTRACTOR'S employees and/or agents who will be providing products and/or services with
respect to this AGREEMENT shall be legal residents of the United States. CONTRACTOR
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 the CONTRACTOR to determine CONTRACTOR'S
compliance with the provisions of this section. In the event the CITY proceeds with such an
audit the CONTRACTOR shall make available to the CITY the CONTRACTOR'S relevant
records at no cost to the CITY. CONTRACTOR shall pay any and all costs associated with any
such audit.
IN WITNESS WHEREOF, the parties hereto have entered into and executed this
agreement effective as of the date and year first written above.
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FOR THE CITY: FOR THE CO �; ' TOR:
By ��%`�.L B :
� y
City M nager
Attest:
City Clerk
F:\Legal Dept\Agreement\CONTRACTOR AGREEMENT-FORM-I0-26-09.doc
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S U T A►I ►! A = LE
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Energy Cost Reduction Proposal For:
Elgin Chamber Building - Standard Incentive
April 5, 2011
Elgin Chamber Building-Standard Incentive 0.106 Blended kWh Rate
Mike Okelley Date: 05-Apr-I I
31 S Grove Ave Sales Rep: Mike Sweitzer
Elgin,IL 60120
Area Existing Existing Existing Existing Proposed Proposed New Proposed kWh Annual
S Description Qty Fixture Watts Annual Hours Solution _ Qty. Watts Annual Hours Saved Savings(5)
RK2NR50 Retro Kit,2 TR 850 lamps included,Normal Ballast Factor
1 Main Office Areas 118 2x4x4 T12 Troffer 144 4680 Ballast,Lamp Holder Sockets 118 56 4680 48,597 $5,151.29
RK2L850 Retro Kit,2 T8 850 lamps included,Low Ballast Factor Ballast,
2 Main Office Areas 2 1x4x2 T12 Wrap 72 4680 Lamp Holder Sockets 2 49 4680 215 $22.82
RK1N850 Retro Kit,I T8 850 lamp included,Normal Ballast Factor
3 Window Display 4 Ix8x1 T12 75 4680 Ballast,Lamp Holder Sockets 4 28 4680 880 $93.26
RK2L850 Retro Kit,2 T8 850 lamps included,Low Ballast Factor Ballast,
4 Basement/Stairwells 11 Ix4x2 T12 Wrap 72 8760 Lamp Holder Sockets 11 49 8760 2,216 $234.93
RK2N850 Retro Kit,2 T8 850 lamps included,Normal Ballast Factor
S Basement 34 2x4x4 T12 Troffer 144 2000 Ballast,Lamp Holder Sockets 34 56 2000 5,984 $634.30
169 Fixture Total: 169 57,893 $6,136.61
Annual Electrical Cost Existing Lighting System $10,423.02
Annual Electrical Cost Proposed Lighting System $4,286.42
Total load reduction is as follows:
System Voltage: 120 277
Total existing amps draw: 193 0
Total proposed amps draw: 77 0
Total amps saved: 116 0
Executive Summary
Elgin Chamber Building- Standard Incentive
April 5, 2011
Overall Systems Investment
Total Materials and Labor Cost $12,197.41
Special Equipment Fee $0.00
Project Management Fee $0.00
Recycling Fee $500.00
Rebate Management Fee $0.00
Total Investment $12,697.41
Estimated State or Local Rebate If installed AFTER 4/15/2011 $9,523.06
Investment After Rebate $3,174.35
Value Analysis
Verifiable Annual Electrical Savings (Lighting) $6,136.61
Estimated Annual Electrical Savings (I-IVAC)* $0.00
Annual Savings $6,136.61
Project Pre-tax ROI 193.3%
ROI Months 6.2
10 Year Outright Purchase Cash Flow
Year 1 $2,962.25 Year 6 $33,645.29
Year 2 $9,098.86 Year 7 $39,781.90
Year 3 $15,235.47 Year 8 $45,918.50
Year 4 $21,372.08 Year 9 $52,055.11
Year 5 $27,508.68 Year 10 $58,191.72
Delay costs YOU money!
Ocla� C< sl OI !kid, o; ��iI��tal In�cs�nicnt Dela�cd
Delay for 1 Month $511 16.1%
Delay for 2 Months $1,022 32.2%
Delay for 3 Months $1,533 48.3%
Delay for 4 Months $2,044 64.4%
Delay for 5 Months $2,555 80.5%
Delay for 6 Months $3,066 96.6%
*Rebate&HVAC savings are not guaranteed. This is an estimate only.
**Proposal Does Not Include Tax**
ENVIRONMENTAL IMPACT
How Can Lighting Damage the Environment?
Although it appears innocuous,lighting causes air pollution.Here's how:
Each day,your local power plant will commonly burn coal,oil,and gas to generate electricity for your
lighting system as well as for your other electrical needs.While burning,these fossil fuels produces a readily
available and instantaneous supply of electricity,it also generates air pollutants:
Carbon Dioxide(CO2),Sulfur Dioxide(SO2),and Nitrogen Oxides(NOx).
Air Pollution Causes Global Warming,Acid Rain and Smog
Each of these pollutants causes environmental damage.Carbon dioxide(CO2)causes global warming,
sulfur dioxide(SO2)causes acid rain,and nitrogen oxides(NOx)cause both acid rain and smog.
Your Lighting Project will help to lecrease air pollution and environmental damage by the following amounts each year:
Annual 20 Year Impact
Total kWh Savings S"; 1,157,850
Pollution Reduction!
l year-tons 20 year-tons I year-lbs 20 year-lbs
CO2 Removed(tons) 38.0 760.4 76,042 1,520,848
SO2 Removed(tons) 0.2 3 0 304 6.089
NOX Removed(tons) 0.1 1.1 112 2,242
(pounds) (pounds) (grams) (grams)
Mercury Removed 0.00 0.03 0.7 14
Enviro.Equiv. (Based on PA Gov't Services for Focus Programs)
Acres of Trees Planted 11 212
Cars Removed from the Road 9 164
Gallons of Gas Saved 4,779 95,801
Barrels of Oil Saved 114 2,281
'calcUated using ene®on team per tM EPA's,GRID deta.aae as nocograzed protocol by the World Reeourne Intlm,teMv,Id Buane.e Council tor GupaineA.Developrrry(WRIMBCSD)
DCEO Standard Incentives
Calculation
Input
Place Holder
Project# Elgin Chamber Building-Standard Incentive Retrofit T12/Mag.to T8/Ele. Delamping
Action(Retrofit, Existing Fixture Proposed Fixture Eligible to Watts Watts 2F 3F 4F 4F U Delamp 4F Delamp 4F Delamp 8F Delamp 8F #New
tine# Remove,Replace, Qty Type W Qty Type W reserve($) Reduced Cntrld. T12 T12 Wit T12 T12 WR Fixtures
Occupancy)
1 Retrofit 118 2x4x4 712 Troffer 144 118 RK2N850 56 $7,316.00 0 0 236 236 0
2 Retrofit 2 1x4x2 712 Wrap 72 2 RK2L850 49 _ $44.00 0 0 4 0
3 Retrofit 4 lx8x1 T12 75 4 RK1N850 28 $44.00 0 0 4 _ _ 0
4 Retrofit 11 1x4x2 T12 Wrap 72 11 RK2L850 49 _ $242.00 0 0 _ 22 0
5 Retrofit 34 2x4x4 112 Troffer 144 34 RK2N850 56 $2,108.00 0 0 68 68 0
$9,754.00 0 0 0 0 334 0 0 304 0 0 0
$0.00 $0.00 $0.00 $0.00 $3,674.00 $0.00 $0.00 $6,080.00 $0.00 $0.00
Total project cost($) $12,697.41
Incentive to reserve($) $9,523.06
Incentive calc.(no cap) $9,754.00
Fixture capped incentive $9,754.00
Project cost cap incentive $9,523.06
(Incentive to reserve($) 1$9,523.06
Check Correct