HomeMy WebLinkAboutItem 5.14 Approving the Third Amendment to the Energy Savings Performance Contract With Willdan Energy Solutions for the Citywide Energy Improvements Project, CIP No. GI0121 Agenda Item 5.14
STAFF REPORT
CITY COUNCIL
Page 1 of 4
DATE: July 21, 2026
TO: Honorable Mayor and City Councilmembers
FROM: Colleen Tribby, City Manager
SUBJECT:
Approving the Third Amendment to the Energy Savings Performance
Contract W ith Willdan Energy Solutions for the Citywide Energy
Improvements Project, CIP No. GI0121
Prepared by: Vatsal Patel, Assistant Public Works Director/City Engineer
EXECUTIVE SUMMARY:
The City Council will consider approving a third amendment to the Energy Savings
Performance Contract with Willdan Energy Solutions for the Citywide Energy Improvements
Project, CIP No. GI0121 to complete energy efficiency upgrades and related work at the Civic
Center.
STAFF RECOMMENDATION:
Adopt the Resolution Approving the Third Amendment to the Energy Savings Performance
Contract with Willdan Energy Solutions for the Citywide Energy Improvements Project, CIP No.
GI0121.
FINANCIAL IMPACT:
The contract with Willdan is funded by the Citywide Energy Improvements Project, CIP No.
GI0121, which has $3,595,055 remaining of a total budget of $25,514,270, as shown in the
table below. The proposed amendment to the contract with Willdan is for $2,796,537. Staff
also recommends a construction contingency up to the remaining project budget to facilitate
any contract change orders resulting from unforeseen construction issues, as well as for any
additional costs for the remaining design and permitting, testing and inspections, and staff time
needed to complete the work.
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Funding Source
General Fund $2,497,420
Street Light District East Dublin 1999-1 $860,776
Internal Service Fund – Facilities Replacement $1,500,000
Energy Improvements Lease Bond $20,656,074
Total Funding $25,514,270
Expenditures to Date
Construction Contract $21,428,950
Change Orders $490,265
Total Expenditures to Date $21,919,215
Remaining Funds $3,595,055
DESCRIPTION:
Since the execution of a contract with Willdan Energy Solutions, Inc. (WES) in 2020, the City
has reached a number of milestones towards completion of citywide energy efficiency
improvements. The following is a summary of the activity:
November 17, 2020 - the City Council adopted Resolution No. 115-20 approving a
Design-Build Energy Savings Performance Contract with WES to proceed with an
Investment Grade Audit (IGA) to develop energy efficiency and infrastructure
improvement projects.
June 1, 2021 - the City Council received the results of the IGA and directed Staff to
explore funding and proceed with the list of recommended projects for implementation.
July 20, 2021 - the City Council adopted Resolution No. 94-21 approving the first
amendment to the W ES contract to proceed with the second phase, project
implementation, and to construct the energy reduction, core facility infrastructure, and
resiliency upgrade projects. These projects (which have all been completed) included:
o Sports fields and courts lighting at Dublin Sports Grounds, Emerald Glen Park,
Fallon Sports Park, and Kolb Park
o Solar panels at the Corp Yard, Dublin Sports Grounds, Fallon Sports Park, Fire
Stations 17 and 18, and the Library
o Heating, air conditioning and controls upgrades at Fire Stations 16, 17, and 18,
Heritage Park and Museum, the Library, and the Senior Center
o Pool control systems firmware upgrade at The Wave
o Interior and exterior LED lighting at the Corp Yard, Dublin Sports Grounds,
Emerald Glen Park, Fallon Sports Park, Fire Stations 16, 17, and 18, Kolb Park,
the Library, the Senior Center, Shannon Community Center, and The Wave
o Park lighting at Alamo Creek Park, Bray Commons Park, Dolan Park, Emerald
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Glen Park, Heritage Park and Museum, Mape Memorial Park, Shannon Park,
and Ted Fairfield Park
o Conversion of 1,626 streetlights in the Dublin Ranch Street Light District 1999-1
to Light Emitting Diode (LED)
o Traffic signal resiliency at 11 intersections with battery back-up and 11
intersections with hydrogen fuel cell system back-up
September 21, 2021 - the City Council adopted Resolution No. 114-21 approving the
issuance of lease revenue bonds to finance the energy efficiency capital improveme nts.
October 17, 2023 - the City Council adopted Resolution No. 110-23 approving the
second amendment to the WES contract. The additional and completed work included:
o Repairs of the Library roof prior to installation of solar panels and HVAC units
o Cooling system for the electrical/IT room at the Senior Center
o Electric vehicle (EV) charging stations and new solar photovoltaic at the main
Civic Center parking lot
o Additional LED streetlight conversions in the Dublin Ranch Street Light District
1999-1
o Additional EV charging stations at Dublin Sports Grounds
Additional Work Needed
Staff has identified additional energy efficiency work needed at the Civic Center, including the
installation of solar photovoltaics and EV charging station infrastructure within the parking lot
for the Dublin Arts Center (referred to as the old Public Safety Complex in the IGA). In addition,
Staff recommends increasing the scope of work to include the installation of underground
conduit and pull boxes for future security cameras within the parking lot, landscaping and
irrigation, lighting, a new waste enclosure compliant with Senate Bill 1383, green stormwater
infrastructure, and parking lot resurfacing and re-striping. With the third amendment to the
contract, Willdan can complete this work within the project budget. No additional funding is
necessary.
California Environmental Quality Act Determination
Staff has reviewed the proposed action and recommends the City Council determine that the
Project is exempt from the California Environmental Quality Act (CEQA, Sections 2 1000, et
seq. of the California Public Resources Code) as follows: (i) Categorical Exemption Class I
(CEQA Guidelines Section 15301) applies to the minor alteration of existing public facilities,
including operation, repair, maintenance, permitting, leasing, licensing, or minor alteration of
existing public or private structures, facilities, mechanical equipment, involving negligible or no
expansion of use beyond that existing at the time of the lead agency’s determination; (ii) Class
3 (CEQA Guidelines Section 15303) consists of construction and location of limited numbers of
new, small facilities or structures; installation of small new equipment and facilities in small
structures; and the conversion of existing small structures from one use to another whe re only
minor modifications are made in the exterior of the structure; and (iii) none of the exceptions in
CEQA Guidelines Section 15300.2 are applicable.
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STRATEGIC PLAN INITIATIVE:
Priority 5: City Infrastructure
Objective a: Strategically prioritize capital improvement projects to effectively leverage finite
City resources.
NOTICING REQUIREMENTS/PUBLIC OUTREACH:
The City Council Agenda was posted. A copy of this Staff Report was provided to Willdan
Energy Solutions.
ATTACHMENTS:
1) Resolution Approving the Third Amendment to the Energy Savings Performance Contract
with Willdan Energy Solutions for the Citywide Energy Improvements Project, CIP No.
GI0121
2) Exhibit A to the Resolution - Third Amendment to the Energy Savings Performance
Contract with Willdan Energy Solutions
3) Design-Build Energy Savings Performance Contract with Willdan Energy Solutions and the
First and Second Amendments
4) Resolution No. 114-21 Approving a Lease Financing and the Issuance and Sale of Lease
Revenue Bonds by the Dublin Financing Authority to Finance Energy Efficiency Capital
Improvements, and Approving Related Documents and Official Actions
5) CIP No. GI0121
6) Budget Change Form
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Attachment 1
Reso. No. XX-26, Item X.X, Adopted 07/21/2026 Page 1 of 2
RESOLUTION NO. XX – 26
A RESOLUTION OF THE CITY COUNCIL
OF THE CITY OF DUBLIN
APPROVING THE THIRD AMENDMENT TO THE ENERGY SAVINGS PERFORMANCE
CONTRACT WITH WILLDAN ENERGY SOLUTIONS FOR THE CITYWIDE ENERGY
IMPROVEMENTS PROJECT, CIP NO. GI0121
WHEREAS, on November 17, 2020 the City Council adopted Resolution No. 115-20
approving a Design-Build Energy Savings Performance Contract with Willdan Energy Solutions to
proceed with an Investment Grade Audit to develop energy efficiency and infrastructure improvement
projects; and
WHEREAS, on June 1, 2021 the City Council received the results of the Investment Grade
Audit, recommended projects to implement, and directed Staff to proceed with the list of
recommended projects for implementation; and
WHEREAS, on July 20, 2021 the City Council adopted a Resolution No. 94-21 approving an
amendment to the Design-Build Energy Savings Performance Contract to proceed with the second
phase, project implementation, and construction of the energy reduction, core facility infrastructure,
and resiliency upgrade projects; and
WHEREAS, on October 17, 2023 the City Council adopted Resolution No. 110-23 approving
a second amendment to the Design-Build Energy Savings Performance Contract for additional work;
and
WHEREAS, there is remaining work including the installation of solar PVs and electric vehicle
charging station infrastructure within the parking lot of the Dublin Arts Center; and
WHEREAS, Staff is requesting additional scope be added including the installation of
underground conduit and pullboxes for future security cameras within the parking lot, construction of
green stormwater infrastructure, landscaping and irrigation, lighting and a new waste enclosure to
be compliant with Senate Bill 1383 as well as, construction of green stormwater infrastructure and
parking lot resurfacing and re-striping; and
WHEREAS, the proposed cost of the remaining work provided by Willdan is $2,796,537 and
there are sufficient funds in the approved budget for the Citywide Energy Improvements, CIP No.
GI0121, to cover the cost of the remaining work included as part of this amendment.
NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Dublin does
hereby approve the third amendment to the Energy Savings Performance Contract with Willdan
Energy Solutions, attached hereto as Exhibit A to this Resolution.
BE IT FURTHER RESOLVED that the City Manager, or designee, is authorized to execute
Exhibit A, and make any necessary, non-substantive changes to Exhibit A to carry out the intent of
this Resolution.
BE IT FURTHER RESOLVED that the City Council of the City of Dublin does hereby authorize
use of available funds from the Citywide Energy Improvements Project, CIP No. GI0121, and adopted
budget for Fiscal Year 2026-27 for the remaining work.
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Reso. No. XX-26, Item X.X, Adopted XX/XX/2026 Page 2 of 2
BE IT FURTHER RESOLVED that the City Council of the City of Dublin does hereby authorize
the City Manager or designee to approve Contract Change Orders with Willdan Energy Solutions up
to the remaining Project funds.
PASSED, APPROVED, AND ADOPTED BY the City Council of the City of Dublin, on this 21st
day of July, 2026 by the following vote:
AYES:
NOES:
ABSENT:
ABSTAIN:
______________________________
Mayor
ATTEST:
_________________________________
City Clerk
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Attachment 2
Exhibit A
to the Resolution
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City of Dublin : Energy Savings Performance Contract | Page 1
DESIGN-BUILD ENERGY SAVINGS PERFORMANCE CONTRACT
This Design-Build Energy Savings Performance Contract (the “Contract”) is made and entered into as of this day of
202 , between the Performance Contractor: Willdan Energy Solutions, a California corporation (“WES”), and City of
Dublin, a California municipal corporation (“Customer”), for the purpose of installing certain energy, water or other operating cost
saving equipment described in SCHEDULE A (SCOPE OF WORK), and providing other services designed to save energy, water
or other operating costs for the Customer’s property and buildings (the “Premises”).
RECITALS
WHEREAS, Customer owns and operates the Premises, and is in need of energy saving equipment and service designed to save
costs at said Premises;
WHEREAS, WES has made an assessment of the energy consumption characteristics of the Premises and existing equipment;
WHEREAS, Customer desires to retain WES to purchase, install and service certain equipment of the type or class described in
SCHEDULE A (SCOPE OF WORK), attached hereto and made a part hereof and to provide other services for the purpose of
achieving cost reductions within Premises, as more fully set forth herein; and
WHEREAS, Customer is authorized under the Constitution and the laws of the State of California to enter into this Contract for the
purposes set forth herein.
NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein, and intending to be legally bound
hereby, customer and WES hereto covenant and agree as follows: energy savings performance contract documents
SECTION 1 PERFORMANCE CONTRACT DOCUMENTS
Section 1.1 The Performance Contract Documents (hereinafter, “ESPC Documents”) consist of this Agreement between
Customer and WES and its attached Schedules and Exhibits (hereinafter, the "Contract"); other documents listed in
this Agreement; and Modi¿cations issued after execution of this Agreement. A Modi¿cation is (1) a written
amendment to the Contract signed by both parties, including the Performance Contract Amendment, (2) a Change
Order, or (3) a Change Directive.
Section 1.2 The ESPC Documents form the Contract. The Contract represents the entire and integrated agreement between the
parties and supersedes prior negotiations, representations, or agreements, either written or oral. The Contract may be
amended or modi¿ed only by a Modi¿cation. The ESPC Documents shall not be construed to create a contractual
relationship of any kind between any persons or entities other than the Customer and WES.
Section 1.3 Attachments, Schedules, Exhibits, and Appendices: WES has prepared and Customer has approved and accepted the
Schedules as set forth below, copies of which are attached hereto and made part of this Contract by reference.
Note: Some Schedules, Exhibits and Appendices will be supplied in a later project Phase.
Schedules
SCHEDULE A. SCOPE OF WORK
SCHEDULE B. COMPENSATION TO WES (Broken out by phase)
SCHEDULE D. INSURANCE REQUIREMENTS
SCHEDULE E. ENERGY SAVINGS GUARANTEE (Completed with EXHIBIT 1.)
SCHEDULE F. BASELINE ENERGY CONSUMPTION (Completed with EXHIBIT 1.)
SCHEDULE G. SAVINGS MEASUREMENT & CALCULATION FORMULAE; METHODOLOGY TO ADJUST
BASELINE (Completed with EXHIBIT 1.)
Exhibits
EXHIBIT 1. PERFORMANCE CONTRACT AMENDMENT (Proposed at the conclusion of the IGA Phase)
EXHIBIT 2. CERTIFICATE OF SUBSTATIAL COMPLETION
EXHIBIT 3. CERTIFICATE OF ACCEPTANCE – PROJECT FINAL COMPLETION
WK 1RYHPEHU
Attachment 3
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SECTION 2 THE WORK OF THE ENERGY SAVINGS PERFORMANCE CONTRACT
Section 2.1 The term "Work" means the design, engineering, construction and related services required to fulfill WES’s
obligations under the ESPC Documents, whether completed or partially completed, and includes all labor, materials,
equipment, and services provided or to be provided by WES.
Section 2.2 WES shall fully execute the Work described in the ESPC Documents, except to the extent specifically indicated in
the ESPC Documents to be the responsibility of others.
Section 2.3 WES shall perform all Work through Contractors or through the WES’s own forces.
Section 2.4 WES shall perform the Work in compliance with applicable laws, statutes, ordinances, codes, rules and regulations,
or lawful orders of public authorities in effect at the time of Contract or Amendment execution as applicable. If WES
performs Work contrary to applicable laws, statutes, ordinances, codes, rules and regulations, and lawful orders of
public authorities, WES shall assume responsibility for such Work and shall bear the costs attributable to correction.
SECTION 3 PHASES OF THE WORK
Section 3.1 Work shall be performed in three phases:
x The Investment Grade Audit (“IGA”) Phase
x The Construction Phase
x The Performance Guarantee Phase
outlined in SCHEDULE A (SCOPE OF WORK). WES will commence work for the IGA Phase upon
execution of this ESPC Agreement. The Construction and Guarantee Phases will commence at the conclusion
of the IGA Phase upon the execution of EXHIBIT 1 (PERFORMANCE CONTRACT AMENDMENT).
Section 3.2 The Scope of Work and Fee for each phase is defined in SCHEDULE A (SCOPE OF WORK) and SCHEDULE B
COMPENSATION TO WES) respectively.
SECTION 4 ENERGY USAGE RECORDS AND DATA
Section 4.1 Customer has furnished or shall furnish (or cause its energy suppliers to furnish) to WES, upon its request, all of its
records and complete data concerning energy usage and energy-related maintenance for the Premises, including the
following data for the most current twenty-six (26) month period; utility records; occupancy information; descriptions
of any changes in the building structure or its heating, cooling, lighting or other systems or energy requirements;
descriptions of all energy consuming or saving equipment used in the Premises; bills and records relating to
maintenance of energy-related equipment, and a description of energy management procedures presently utilized. If
requested, Customer shall also provide any prior energy audits of the Premises, and copies of Customer’s financial
statements and records related to energy usage and operations for said 26-month period at said Premises, and shall
make agents and employees familiar with such records available for consultations and discussions with WES.
SECTION 5 COMMENCEMENT DATE AND TERMS
Section 5.1 Commencement Date: The effective date of this agreement is the date of the agreement’s last signature.
Section 5.2 Construction Phase: The Construction Phase will be a term set forth in EXHIBIT 1. (PERFORMANCE CONTRACT
AMENDMENT).
Section 5.3 Warrantee Commencement: Warrantees commence on the date of Substantial Completion, as defined in SCHEDULE
B (COMPENSATION TO WES), of the portion of the Project as established by the issuance of the Certificate of
Substantial Completion.
Section 5.4 Guarantee Phase: The Guarantee Phase will begin upon submission of the Certificate of Acceptance – Project
Completion and end in accordance with EXHIBIT 1. (PERFORMANCE CONTRACT AMENDMENT).
Section 5.5 Weather disruptions, availability of necessary equipment, remediation of hazardous materials, and other delays
beyond the control of WES shall not count toward the Construction Period. The completion dates will be modified
by change order for these events.
SECTION 6 CONTRACT SUM
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Section 6.1 The Contract Sum is the amount to be paid to WES for the performance of the Work. This amount includes:
x Stipulated Sum amount for the IGA Phase services as identified in SCHEDULE B (COMPENSATION TO
WES), and
x Stipulated Sum equaling the Cost of the Work plus Performance Contractor’s Fee for the Construction Phase
and Guarantee Phase as identified in SCHEDULE B (COMPENSATION TO WES), and
x Cost for the first year of the Guarantee Phase are included in the Construction Phase Contract Sum. Beginning
in year two of the Guarantee Phase, Customer will have the option to pay WES a Stipulated Sum annually for
each subsequent year of the Guarantee Phase if they wish to continue the Guarantee Phase services as
identified in SCHEDULE B (COMPENSATION TO WES).
SECTION 7 PAYMENTS TO WES
Section 7.1 WES Compensation and Fees: WES’s fees and compensation are set forth in SCHEDULE B (COMPENSATION
TO WES).
Section 7.2 Billing Information Procedure: Payments due to WES shall be calculated each month and paid in accordance with
SCHEDULE B (COMPENSATION TO WES).
Section 7.3 Payment: Customer shall pay WES within 30 days of receipt of WES’s application for payment. Amounts unpaid
thirty (30) days after the invoice date shall bear interest at 1.5% per month.
Section 7.4 Effective Date of Payment Obligation: See SCHEDULE B (COMPENSATION TO WES).
SECTION 8 FISCAL FUNDING
Section 8.1 Non-appropriation of Funds: In the event no Customer or other funds or insufficient Customer or other funds are
appropriated and budgeted, and funds are otherwise unavailable by any means whatsoever in any fiscal period for
which payments are due WES under this Contract, then the Customer will, not less than 30 days prior to the end of
such applicable fiscal period, in writing, notify WES of such occurrence and this Contract shall terminate on the last
day of the fiscal period for which appropriations were made without penalty or expense to the Customer of any kind
whatsoever, except as to the portions of payments herein agreed upon for which Customer and/or other funds shall
have been appropriated and budgeted or are otherwise available.
SECTION 9 CONSTRUCTION SCHEDULE AND EQUIPMENT INSTALLATION; APPROVAL
Section 9.1 Construction Schedule: Construction and equipment installation shall proceed in accordance with the construction
period in SECTION 5 (COMMENCEMENT DATE AND TERMS). A detailed schedule of construction will be
submitted to Customer following Commencement of the Performance Contract Amendment. This schedule will be
updated throughout construction to reflect ongoing progress on the Project.
Section 9.2 Systems Startup and Equipment Commissioning: WES shall conduct a thorough and systematic performance test of
each element and total system of the installed equipment in accordance with the procedures specified in SCHEDULE
G.1 (System Start-up & Commissioning), provided as part of the Performance Contract Amendment (EXHIBIT 1),
and prior to acceptance of the project by Customer. WES shall provide notice to the Customer of the scheduled test(s)
and the Customer and/or its designees shall have the right to be present at any or all such tests conducted by WES
and/or manufacturers of the equipment. WES shall be responsible for correcting and/or adjusting all deficiencies in
systems and equipment operations that may be observed during system commissioning procedures.
SECTION 10 EQUIPMENT WARRANTIES
Section 10.1 WES covenants and agrees that all equipment installed as part of this Contract is new, in good and proper working
condition and protected by appropriate written warranties covering all parts and equipment performance. WES further
agrees to deliver to Customer for inspection and approval; to pursue rights and remedies against manufacturer and
supplier of the equipment under the warranties in the event of equipment malfunction or improper or defective
function, and defects in parts, workmanship and performance, to notify the Customer whenever defects in equipment
parts or performance occur which give rise to such rights and remedies and those rights and remedies are exercised
by WES. The cost of any risk of damage or damage to the equipment and its performance, including damage to
property and equipment of the Customer or the Premises, due to WES’s failure to exercise its warranty rights shall
be borne solely by WES.
Section 10.2 All warranties shall be transferable and extend to the Customer. The warranties shall specify that only new, and not
reconditioned, parts may be used and installed when repair is necessitated by malfunction.
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Section 10.3 All warranties required hereunder shall be in force for a minimum of one year from the Substantial Completion date
as defined in Section 5.3 hereof.
Section 10.4 Notwithstanding the above, nothing in this Section shall be construed to alleviate/relieve WES from complying with
its obligations to perform under all terms and conditions of this Contract and as set forth in all attached Schedules.
SECTION 11 TRAINING BY WES
Section 11.1 WES shall conduct the training program described in SCHEDULE G.9 (Training Requirements), provided as part of
the Performance Contract Amendment (EXHIBIT 1). The training specified in SCHEDULE G.9 (Training
Requirements) must be completed prior to acceptance of the equipment installation. WES shall provide ongoing
training whenever requested by Customer with respect to updated or altered equipment, including upgraded software.
Such training shall be provided at no charge to the Customer.
SECTION 12 PERMITS AND APPROVALS; COORDINATION
Section 12.1 Permits and Approvals: Customer shall use its best efforts to assist WES in obtaining all necessary permits and
approvals for installation of the Equipment. In no event shall Customer, however, be responsible for payment of any
permit fees. The equipment and the operation of the equipment by WES shall at all times conform to all federal, state
and local code requirements. WES shall furnish copies of each permit or license which is required to perform the
work to the Customer before WES commences the portion of the work requiring such permit or license.
Section 12.2 Coordination During Installation: The Customer and WES shall coordinate the activities of WES’s equipment
installers with those of the Customer, its employees, and agents. WES shall not commit or permit any act which will
interfere with the performance of business activities conducted by the Customer or its employees without prior written
approval of the Customer.
SECTION 13 PERFORMANCE BY WES
Section 13.1 WES shall perform all tasks/phases under the Contract, including construction, and install the Equipment in such a
manner so as not to harm the structural integrity of the buildings or their operating systems. WES shall repair and
restore to its original condition any area of damage caused by WES’s performance under this Contract. The Customer
reserves the right to review the work performed by WES and to direct WES to take certain corrective action if, in the
opinion of the Customer, the structural integrity of the Premises or its operating system is or will be harmed. All costs
associated with such corrective action to damage caused by WES’s performance of the work shall be borne by WES.
Section 13.2 WES shall remain responsible for the professional and technical accuracy of all services performed, whether by WES
or its subcontractors or others on its behalf, throughout the term of this Contract.
SECTION 14 OWNERSHIP
Section 14.1 Ownership of Certain Proprietary Property Rights: Customer shall not, by virtue of this Contract, acquire any interest
in any formulas, patterns, devices, secret inventions or processes, copyrights, patents, other intellectual or proprietary
rights, or similar items of property which are or may be used in connection with the Equipment. WES shall grant to
the Customer a perpetual, irrevocable royalty-free license for any and all software or other intellectual property rights
necessary for the Customer to continue to operate, maintain, and repair the Equipment in a manner that will yield
maximal energy consumption reductions.
Section 14.2 Ownership of Existing Equipment: Ownership of the equipment and materials presently existing at the Premises at
the time of execution of this Contract shall remain the property of the Customer even if it is replaced or its operation
made unnecessary by work performed by WES pursuant to this Contract. If applicable, WES shall advise the
Customer in writing of all equipment and materials to be replaced at the Premises and the Customer shall within 30
days designate in writing to WES which equipment and materials that should not be disposed of off-site by WES. It
is understood and agreed to by both Parties that the Customer shall be responsible for and designate the location and
storage for any equipment and materials that should not be disposed of off-site. WES shall be responsible for the
disposal of all equipment and materials designated by the Customer as disposable off-site in accordance with all
applicable laws and regulations regarding such disposal.
Section 14.3 New Equipment: All new equipment or materials supplied to the Customer shall become the property of the
Customer.
SECTION 15 LOCATION AND ACCESS
Section 15.1 Customer shall provide sufficient space on the Premises for the installation and operation of the Equipment and shall
take reasonable steps to protect such Equipment from harm, theft and misuse. Customer shall provide access to the
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Premises for WES to perform any function related to this Contract during regular business hours, or such other
reasonable hours as may be requested by WES and acceptable to the Customer. WES’s access to Premises to make
emergency repairs or corrections as it may determine are needed shall not be unreasonably restricted by the Customer.
SECTION 16 EQUIPMENT SERVICE
Section 16.1 Actions by WES: WES shall provide all service, repairs, and adjustments to the Equipment Installed under terms of
this Contract pursuant to SCHEDULE G.4 (WES Maintenance Responsibilities), provided as part the Performance
Contract Amendment (EXHIBIT 1). Customer shall incur no cost for Equipment service, repairs, and adjustments,
except as set forth in SCHEDULE B (COMPENSATION TO WES), provided, however, that when the need for
maintenance or repairs principally arises due to the negligence or willful misconduct of the Customer or any employee
or other agent of Customer, and WES can so demonstrate such causal connection, WES may charge Customer for the
actual cost of the maintenance or repair insofar as such cost is not covered by any warranty or insurance proceeds.
Section 16.2 Malfunctions and Emergencies: Customer shall use its best efforts to notify WES or its designee(s) within 24 hours
after the Customer’s actual knowledge and occurrence of: (i) any malfunction in the operation of the Equipment or
any preexisting energy related equipment that might materially impact upon the guaranteed energy savings, (ii) any
interruption or alteration to the energy supply to the Premises, or (iii) any alteration or modification in any energy-
related equipment or its operation.
Section 16.3 Where Customer exercises due diligence in attempting to assess the existence of a malfunction, interruption, or
alteration it shall be deemed not at fault in failing to correctly identify such conditions as having a material impact
upon the guaranteed energy savings. Customer shall notify WES within twenty-four (24) hours upon its having actual
knowledge of any emergency condition affecting the Equipment. WES shall respond or its designee(s) shall respond
within twenty-four (24) hours to promptly proceed with corrective measures. Any telephonic notice of such conditions
by Customer shall be followed within three business days by written notice to WES from Customer. If Customer
unreasonably delays in so notifying WES of a malfunction or emergency, and the malfunction or emergency is not
otherwise corrected or remedied, such conditions will be treated as a Material Change and the applicable provisions
of SECTION 19 (MATERIAL CHANGES) shall be applied.
Section 16.4 Actions by Customer: Customer shall not move, remove, modify, alter, or change in any way the Equipment or any
part thereof without the prior written approval of WES except as set forth in SCHEDULE G.5 (Customer Maintenance
Responsibilities), provided as part the Performance Contract Amendment (EXHIBIT 1). Notwithstanding the
foregoing, Customer may take reasonable steps to protect the Equipment if, due to an emergency, it is not possible
or reasonable to notify WES before taking any such actions. In the event of such an emergency, Customer shall take
reasonable steps to protect the Equipment from damage or injury and shall follow instructions for emergency action
provided in advance by WES. Customer agrees to maintain the Premises in good repair and to protect and preserve
all portions thereof, which may in any way affect the operation or maintenance of the Equipment.
SECTION 17 UPGRADING OR ALTERING THE EQUIPMENT
Section 17.1 WES shall at all times have the right, subject to Customer’s prior written approval, which approval shall not be
unreasonably withheld, to change the Equipment, revise any procedures for the operation of the equipment or
implement other energy saving actions in the Premises, provided that:
x WES complies with the standards of comfort and services set forth in SCHEDULE G.3 (Standards of
Comfort) , provided as part the Performance Contract Amendment (EXHIBIT 1);
x such modifications or additions to, or replacement of the Equipment, and any operational changes, or new
procedures are necessary to enable WES to achieve the energy savings at the Premises and;
x any cost incurred relative to such modifications, additions or replacement of the Equipment, or operational
changes or new procedures shall be the responsibility of WES.
Section 17.2 All modifications, additions or replacements of the Equipment or revisions to operating or other procedures shall be
described in a supplemental Schedule(s) to be provided to the Customer for approval, which shall not be unreasonably
withheld, provided that any replacement of the Equipment shall be new and have equal or better potential to reduce
energy consumption at the Premises than the Equipment being replaced. WES shall update any and all software to be
used in connection with the Equipment in accordance with the provisions of Section 14.1 (Ownership of Certain
Proprietary Rights). All replacements of and alterations or additions to the Equipment shall become part of the
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Equipment described in SCHEDULE A (SCOPE OF WORK) and shall be covered by the provisions and terms of
SECTION 9 (CONSTRUCTION SCHEDULE AND EQUIPMENT INSTALLATION; APPROVAL).
SECTION 18 STANDARDS OF COMFORT
Section 18.1 WES will maintain and operate the Equipment in a manner that will provide the standards of heating, cooling, hot
water, and lighting, as described in SCHEDULE G.3 (Standards of Comfort) , provided as part the Performance
Contract Amendment (EXHIBIT 1).
SECTION 19 MATERIAL CHANGES
Section 19.1 Material Changes Defined: A Material Change shall include any change in or to the Premises, whether structural,
operational or otherwise in nature which reasonably could be expected, in the judgment of the Customer, to increase
or decrease annual energy consumption in accordance with the provisions and procedures set forth in SCHEDULE E
BASELINE ENERGY CONSUMPTION) and SCHEDULE F (SAVINGS MEASUREMENT & CALCULATION
FORMULAE; METHODOLOGY TO ADJUST BASELINE) , provided as part the Performance Contract
Amendment (EXHIBIT 1), by at least 0.5% after adjustments for climatic variations. Actions by the Customer which
may result in Material Change include but are not limited to the following:
x manner of use of Premises by the Customer; or
x hours of operation for the Premises or for any equipment or energy using systems operating at the Premises; or
x permanent changes in the comfort and service parameters set forth in SCHEDULE G.3 (Standards of Comfort)
provided as part the Performance Contract Amendment (EXHIBIT 1); or
x occupancy of the Premises; or
x structure of the Premises; or
x types and quantity of equipment used at the Premises; or
x modification, renovation or construction at the Premises; or
x the Customer’s failure to provide maintenance of or repairs to the Equipment in accordance with SCHEDULE
G.5 (Customer Maintenance Responsibilities) , provided as part the Performance Contract Amendment
EXHIBIT 1); or
x any other conditions other than climate affecting energy use at the Premises.
Section 19.2 Reported Material Changes: Notice by Customer: The Customer shall use its best efforts to deliver to WES a written
notice describing all actual or proposed Material Changes in the Premises or in the operation of the Premises at least
30 days before any actual or proposed Material Changes is implemented or as soon as is practicable after an
emergency or unplanned event. Notice to WES of Material Changes which result because of a Bona Fide emergency
or other situation which precludes advanced notification shall be deemed sufficient if given by the Customer within
48 hours after having actual knowledge that the event constituting the Material Change occurred or was discovered
by the Customer to have occurred.
Section 19.3 Unreported Material Change: In the absence of any Material Changes in the Premises or in their operations, the
baseline energy consumption as set forth in SCHEDULE E (BASELINE ENERGY CONSUMPTION) , provided as
part the Performance Contract Amendment (EXHIBIT 1), should not change more than 2% during any month from
the projected energy use for that month, after adjustments for changes in climate conditions. Therefore, if energy
consumption for any month as set forth in SCHEDULE E (BASELINE ENERGY CONSUMPTION) deviates by
more than 2% from the energy consumption of the same month of the preceding contract year after adjustments for
changes to climatic conditions, then such deviation shall be timely reviewed by WES to ascertain the cause of
deviation. WES shall report its findings to the Customer in a timely manner and WES shall determine what, if any,
adjustments to the baseline will be made in accordance with the provisions set forth in SCHEDULE F (SAVINGS
MEASUREMENT & CALCULATION FORMULAE; METHODOLOGY TO ADJUST BASELINE) and
SCHEDULE E (BASELINE ENERGY CONSUMPTION) , provided as part the Performance Contract Amendment
EXHIBIT 1).
SECTION 20 INDEMNIFICATION
Section 20.1 WES shall indemnify, defend with counsel acceptable to Customer, and hold harmless Customer and its officers,
elected officials, employees, agents and volunteers from and against any and all liability, loss, damage, claims,
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expenses, and costs (including without limitation, attorney’s fees and costs and fees of litigation) (collectively,
Liability”) of every nature arising out of or in connection with WES’s performance of the services called for or its
failure to comply with any of its obligations contained in this Agreement, except such Liability caused by the sole
negligence or willful misconduct of the Customer.
Section 20.2 Notwithstanding the forgoing, to the extent this Agreement is a “construction contract” as defined by California Civil
Code Section 2782, as may be amended from time to time, such duties of WES to indemnify shall not apply when to
do so would be prohibited by California Civil Code Section 2782.
Section 20.3 WES’s obligation to defend and indemnify shall not be excused because of WES’s inability to evaluate Liability or
because WES evaluates Liability and determines that WES is not liable to the claimant. WES must respond within
thirty (30) days to the tender of any claim for defense and indemnity by Customer. If WES fails to accept or reject a
tender of defense and indemnity within thirty (30) days, in addition to any other remedy authorized by law, so much
of the money due WES under and by virtue of this Agreement as shall reasonably be considered necessary by
Customer, may be retained by Customer until disposition has been made of the claim or suit for damages, or until
WES accepts or rejects the tender of defense, whichever occurs first.
SECTION 21 CONDITIONS BEYOND CONTROL OF THE PARTIES
Section 21.1 If a party (“performing party”) shall be unable to reasonably perform any of its obligations under this Contract due
to acts of Nature, insurrections or riots, or similar events, this Contract shall at the other party’s option (i) remain in
effect but said performing party’s obligations shall be suspended until the said events shall have ended; or, (ii) be
terminated upon ten (10) days’ notice to the performing party, in which event neither party shall have any further
liability to the other.
SECTION 22 EVENTS OF DEFAULT
Section 22.1 Events of Default by Customer: Each of the following events or conditions shall constitute an “Event of Default” by
Customer:
x any failure by Customer to pay WES any sum due for a service and maintenance period of more than 30 days
after written notification by WES that Customer is delinquent in making payment and provided that WES is
not in default in its performance under the terms of this Contract; or
x any other material failure by Customer to perform or comply with the terms and conditions of this Contract,
including breach of any covenant contained herein, provided that such failure continues for 30 days after
notice to Customer demanding that such failures to perform be cured or if such cure cannot be effected in
thirty days, Customer shall be deemed to have cured default upon the commencement of a cure within thirty
days and diligent subsequent completion thereof;
x any representation or warranty furnished by Customer in this Contract which was false or misleading in any
material respect when made.
Section 22.2 Events of Default by WES: Each of the following events or conditions shall constitute an “Event of Default” by
WES:
x the standards of comfort and service set forth in SCHEDULE G.3 (Standards of Comfort) , provided as part
the Performance Contract Amendment (EXHIBIT 1), are not provided due to failure of WES to properly
design, install, maintain, repair or adjust the Equipment except that such failure, if corrected or cured within 30
days after written notice by Customer to WES demanding that such failure be cured, shall be deemed cured for
the purpose of this Contract. (ii) any representation or warranty furnished by WES in this Contract is false or
misleading in any material respect when made;
x failure to furnish and install the Equipment and make it ready for use within the time specified by this Contract
as set forth in SCHEDULE A (SCOPE OF WORK) and SECTION 5 (COMMENCEMENT DATE AND
TERMS);
x any failure by WES to perform or comply with the terms and conditions of this Contract, including breach of
any covenant contained herein except that such failure, if corrected or cured within 30 days after written notice
by the Customer to WES demanding that such failure to perform be cured, shall be deemed cured for purposes
of this Contract;
x any lien or encumbrance upon the equipment by any subcontractor, laborer or material man of WES;
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x the filing of a bankruptcy petition whether by WES or its creditors against WES which proceeding shall not
have been dismissed within 30 days of its filing, or an involuntary assignment for the benefit of all creditors or
the liquidation of WES;
x Failure by WES to pay any amount due the Customer or perform any obligation under the terms of this
Contract or the Energy Savings Guarantee as set forth in SCHEDULE D (ENERGY SAVINGS
GUARANTEE) , provided as part the Performance Contract Amendment (EXHIBIT 1).
SECTION 23 REMEDIES UPON DEFAULT
Section 23.1 Remedies upon Default: All disputes shall be submitted to the individuals listed in SECTION 35 (NOTICE) for
resolution. In the event that a remedy acceptable to both Customer and WES cannot be found, either party may seek
remedy as outlined in SECTION 24 (MEDIATION).
SECTION 24 MEDIATION
Section 24.1 Any Claim arising out of or related to the Contract shall be subject to mediation as a condition precedent to arbitration
or the institution of legal or equitable proceedings by either party.
Section 24.2 The parties shall endeavor to resolve their Claims by mediation which, unless the parties mutually agree otherwise,
shall be in accordance with the Construction Industry Mediation Rules of the American Arbitration Association
currently in effect. Request for mediation shall be filed in writing with the other party to the Contract and with the
American Arbitration Association. The request may be made concurrently with the filing of a demand for arbitration
but, in such event, mediation shall proceed in advance of arbitration or legal or equitable proceedings, which shall be
stayed pending mediation for a period of 60 days from the date of filing, unless stayed for a longer period by
agreement of the parties or court order.
Section 24.3 The parties shall share the mediator's fee and any filing fees equally.
Section 24.4 The mediation shall be held in the place where the Project is located, unless another location is mutually agreed upon.
Section 24.5 Agreements reached in mediation shall be enforceable as settlement agreements in any court having jurisdiction
thereof.
SECTION 25 REPRESENTATIONS AND WARRANTIES
Section 25.1 Each party warrants and represents to the other that:
x it has all requisite power, authority, licenses, permits, and franchises, corporate or otherwise, to execute and
deliver this Contract and perform its obligations hereunder;
x its execution, delivery, and performance of this Contract have been duly authorized by, or are in accordance
with, its organic instruments, and this Contract has been duly executed and delivered for it by the signatories
so authorized, and it constitutes its legal, valid, and binding obligation;
x its execution, delivery, and performance of this Contract will not breach or violate, or constitute a default
under any Contract, lease or instrument to which it is a party or by which it or its properties may be bound or
affected; or
x it has not received any notice, nor to the best of its knowledge, is there pending or threatened any notice, of
any violation of any applicable laws, ordinances, regulations, rules, decrees, awards, permits or orders which
would materially and adversely affect its ability to perform hereunder.
SECTION 26 ADDITIONAL REPRESENTATIONS OF THE PARTIES
Section 26.1 Customer hereby warrants, represents and promises that it has provided or shall provide timely to WES, all records
relating to energy usage and energy-related maintenance of Premises requested by WES and the information set forth
therein is, and all information in other records to be subsequently provided pursuant to this Contract will be true and
accurate in all material respects.
WES hereby warrants, represents and promises that:
x before commencing performance of this Contract, it shall have become licensed or otherwise permitted to do
business in the State of California;
x it shall make available, upon reasonable request, all documents relating to its performance under this Contract,
including all contracts and subcontracts entered into;
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x it shall use qualified subcontractors and delegates, licensed and bonded in this state to perform the work so
subcontracted or delegated pursuant to the terms hereof;
x that it is financially solvent, able to pay its debts as they mature and possessed of sufficient working capital to
complete the Work and perform its obligations under this Contract.
SECTION 27 WAIVER OF LIENS
Section 27.1 All property of the Customer is exempt from attachment and levy.
SECTION 28 COMPLIANCE WITH LAW AND STANDARD PRACTICES
Section 28.1 WES shall perform its obligations hereunder in compliance with any and all applicable federal, state, and local laws,
rules, and regulations, in accordance with sound engineering and safety practices, and in compliance with any and all
reasonable rules of Customer relative to the Premises. WES shall be responsible for obtaining all governmental
permits, consents, and authorizations as may be required to perform its obligations hereunder.
SECTION 29 INDEPENDENT CAPACITY OF THE CONTRACTOR
Section 29.1 The parties hereto agree that WES, and any agents and employees of WES, in the performance of this Contract, shall
act in an independent capacity and not as officers, employees, or agents of the Customer.
SECTION 30 NO WAIVER
Section 30.1 The failure of WES or Customer to insist upon the strict performance of the terms and conditions hereof shall not
constitute or be construed as a waiver or relinquishment of either party’s right to thereafter enforce the same in
accordance with this Contract in the event of a continuing or subsequent default on the part of WES or Customer.
SECTION 31 SEVERABILITY
Section 31.1 In the event that any clause or provision of this Contract or any part thereof shall be declared invalid, void, or
unenforceable by any court having jurisdiction, such invalidity shall not affect the validity or enforceability of the
remaining portions of this Contract unless the result would be manifestly inequitable or unconscionable.
SECTION 32 COMPLETE CONTRACT
Section 32.1 This Contract, when executed, together with all Schedules attached hereto or to be attached hereto, as provided for
by this Contract shall constitute the entire Contract between both parties and this Contract may not be amended,
modified, or terminated except by a written Contract signed by the parties hereto.
SECTION 33 FURTHER DOCUMENTS
Section 33.1 The parties shall execute and deliver all documents and perform all further acts that may be reasonably necessary to
effectuate the provisions of this Contract.
SECTION 34 APPLICABLE LAW
Section 34.1 This Contract and the construction and enforceability thereof shall be interpreted under the laws of the State of
California
SECTION 35 NOTICE
Section 35.1 Any notice required or permitted hereunder shall be deemed sufficient if given in writing and delivered personally or
sent by registered or certified mail, return receipt requested, postage prepaid, or delivered to a nationally recognized
express mail service, charges prepaid, receipt obtained, to the address shown below or to such other persons or
addresses as are specified by similar notice.
TOWES: TOCUSTOMER:
Willdan Energy Solutions City of Dublin
Attention: Scott McVey Attention: City Manager
2401 East Katella Ave #300 100 Civic Plaza
Anaheim, CA 92806 Dublin, CA 94568
SECTION 36 CUSTOMER’S COMPLIANCE WITH FACILITIES MAINTENANCE CHECKLIST
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Section 36.1 The parties acknowledge and agree that WES has entered into this Contract in reliance upon the prospect of earning
compensation based on guaranteed energy savings in energy used at Premises, as set forth on SCHEDULE D
ENERGY SAVINGS GUARANTEE) and SCHEDULE B (COMPENSATION TO WES), provided as part the
Performance Contract Amendment (EXHIBIT 1).
Section 36.2 The parties further acknowledge and agree that the said guaranteed energy savings would not likely be obtained
unless certain procedures and methods of operation designed for energy conservation shall be implemented and
followed by Customer on a regular and continuous basis.
Section 36.3 Customer agrees that it shall adhere to, follow and implement the energy conservation procedures and methods of
operation to be set forth on SCHEDULE G.5 (Customer Maintenance Responsibilities), provided as part the
Performance Contract Amendment (EXHIBIT 1)and made a part thereof after Customer’s approval.
Section 36.4 Customer agrees that WES shall have the right once a month, with prior notice, to inspect Premises to determine if
Customer is complying, and shall have complied with its obligations as set forth above in Section 36.3 For the purpose
of determining Customer’s said compliance, the checklist to be set forth at SCHEDULE G.6 (Facility Maintenance
Checklist), provided as part the Performance Contract Amendment (EXHIBIT 1), as completed and recorded by WES
during its monthly inspections, shall be used to measure and record Customer’s said compliance. Customer shall
make the Premises available to WES for and during each monthly inspection and shall have the right to witness each
inspection and the recordations on the checklist.
SECTION 37 HEADINGS
Section 37.1 Headings and subtitles used throughout this Contract are for the purpose of convenience only, and no heading or
subtitle shall modify or be used to interpret the text of any section.
SECTION 38 BONDS
Section 38.1 Any and all bonds obtained by WES for this project shall specifically exclude coverage for those portions of the
Contract or the Work pertaining to design services and any other part of this Contract and the Contract Documents
which do not relate specifically to construction management and supervision of Work for purchasing and installing
of Equipment, or for work to be accomplished by the Customer.
SECTION 39 INSURANCE
Section 39.1 WES shall procure and maintain in effect insurance coverage as set forth in EXHIBIT C (Insurance Requirements),
attached hereto and incorporated herein.
SECTION 40 EPACT 179D
Section 40.1 To encourage the implementation of a more energy-efficient system, Section 179D of the Internal Revenue Code
provides for the allocation of a tax deduction based on the efficiency of the design. Since a public entity is exempt
from paying taxes, the Code permits this allocation to be passed along to the designer of the system as an additional
incentive to incorporate the most efficient system affordable. Accordingly, once the building/system is placed into
service, it is understood and agreed that the tax deduction granted pursuant to Section 179D of the Internal Revenue
Code will be allocated to Willdan, in consideration of which Willdan will use its best efforts to maximize the energy
efficiency of the design being contracted.
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SCHEDULE A. SCOPE OF WORK
1. The purpose of this proposal is to provide Investment Grade Audit (“IGA”) Phase services for Premises [see preliminary project
table on the follow page] needed to develop a Performance Contract proposal - Performance Contract Amendment (EXHIBIT
1).
2. GENERAL
a) Work shall be performed in three phases: The IGA Phase, Construction Phase, and Guarantee Phase as outlined in this
Schedule, SCHEDULE A (SCOPE OF WORK). Willdan Energy Solutions (WES) will commence work for the IGA Phase
upon execution of this Energy Savings Performance Contract. The Construction Phase and Guarantee Phase will
commence at the conclusion of the IGA Phase upon the execution of EXHIBIT 1. (PERFORMANCE CONTRACT
AMENDMENT).
b) The Scope of Work and Fee for each phase is defined in SCHEDULE A (SCOPE OF WORK) and SCHEDULE B
COMPENSATION TO WES) respectively.
3. INVESTMENT GRADE AUDIT PHASE SERVICES:
a) General:
1) WES shall advise the Customer on all proposed projects, selection of materials, building systems and equipment,
financing options, and utility incentives. WES shall also provide the Customer with recommendations, consistent
with the Customer’s Criteria, on constructability; availability of materials and labor; time requirements for
procurement, installation and construction; and factors related to construction cost including, but not limited to, costs
of alternative designs or materials, preliminary budgets, life-cycle data, and possible cost reductions.
b) Engineering and Design: During the IGA Phase, WES shall perform:
1) Design required to develop the scope and project solution that meets Performance Contract Program Requirements
as identified in SCHEDULE A.5.
2) Develop design in enough detail to procure subcontractors and materials and develop the Contract Sum included in
the Performance Contract Amendment (EXHIBIT 1).
a) Perform a survey of the spaces and existing systems throughout the Premises to document existing conditions.
b) Work with the Customer to establish project goals and criteria.
c) Prepare design documents and/or criteria for subcontractor pricing procurement to install modifications to
HVAC, electrical, and plumbing systems.
c) Pre-Construction Services: During the IGA Phase, WES shall perform:
1) WES shall assemble all design documents necessary for pricing procurement.
2) WES shall engage subcontractors; familiarize them with the project, site and bidding information; and procure pricing
for the purposes of establishing WES’s fixed cost proposal in the Performance Contract Amendment.
3) WES shall coordinate with the Customer, subconsultants, financiers, utilities and other stakeholders throughout the
IGA Phase.
d) Energy-Related Services:
1) Walk through facility to become familiar with existing systems and the building’s operations. This will also include
gathering as-built plans and O&M data on existing HVAC systems.
2) Energy savings for each recommend project will be quantified through a calibrated computer energy model or other
industry standard energy calculation procedure.
3) Energy Performance Contract Project economics will be quantified and summarized throughout each phase of design,
including:
a) Fixed project costs
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b) Guaranteed energy savings
c) Maintenance and other costs savings
d) Utility incentives & grants
e) Project financing terms and debt service payment options
e) Preparation of the Performance Contract Amendment:
1) When the Drawings and Specifications are sufficiently complete, WES shall prepare a Performance Contract
Addendum as outlined in EXHIBIT 1. (PERFORMANCE CONTRACT AMENDMENT). This Addendum shall
include:
a) Contract Sum
b) Contract Time
c) Construction Schedule
d) Energy and other cost savings
e) Grants, financing, and incentive opportunities
f) Project Cashflow
g) Information Upon Which Amendment if Based, including:
i) Scope of Work
ii) Drawings
iii) Specifications
iv) Supplementary and other Conditions of the Contract
v) Deviations from the Performance Contract Program Requirements as identified in SCHEDULE A.3.
h) WES’s Personnel, Contractors and Suppliers
4. CONSTRUCTION PHASE SERVICES:
a) Construction Documents:
1) As the Drawings and Specifications may not be finished at the time the Performance Contract Amendment is
prepared, the WES shall provide in this amendment for further development of the Drawings and Specifications for
construction. Such further development does not include such things as changes in scope, systems, kinds, and quality
of materials, finishes or equipment, all of which, if required, shall be incorporated by Change Order.
b) Performance Contractor’s Construction-Phase Responsibility:
1) WES shall supervise and direct the Work, using the WES’s best skill and attention. WES shall be solely responsible
for, and have control over, construction means, methods, techniques, sequences and procedures, and for coordinating
all portions of the Work under the Contract, unless the ESPC Documents give other speci¿c instructions concerning
these matters.
2) WES shall schedule Work and coordinate Subcontractors and any other persons on the site of the Project.
3) WES will inspect the Work of each subcontractor for defective work, manage resolution of the defective work, and
notify applicable subcontractor(s) to correct such defective work in a manner approved by the design team and Owner.
4) WES shall record the progress of the Project and provide reports to the Owner. Such reports shall include, without
limitation, information about variations between actual and budgeted or estimated costs and information on each
subcontractor’s work, as well as completion status on the entire project, showing percentages of completion.
5) With the cooperation of the Subcontractors, WES will prepare and maintain the Construction Schedule.
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6) WES shall schedule and conduct in preconstruction, progress, quality control and special meetings with the Owner,
designers, the subcontractors and any other parties involved in the project to discuss such matters as procedures,
progress, problems and scheduling.
7)WES shall receive, review for completeness and responsiveness the subcontractors’ submittals such as shop drawings,
product data and samples and delivering them to the designers and Owner for review and approval.
8) WES shall manage the punch list, coordinating final inspections, and preparing the certificate of contract completion.
Upon contract completion, WES will receive, review for conformity with the requirements of the Contract Documents
and transmit to the Owner any affidavits and turn over to the Owner any manuals and the originals of any guarantees,
warranties, releases, bonds and waivers.
c) Enhanced Commissioning
1) WES shall develop the commissioning plan, review construction documents, develop functional test procedures,
coordinate commissioning activities, verify startup tests, and perform functional performance tests, and generate final
commissioning report.
d) Labor and Materials
1) Unless otherwise provided in the Performance Contract Documents, WES shall provide and pay for labor, materials,
equipment, tools, construction equipment and machinery, water, heat, utilities, transportation, and other facilities and
services, necessary for proper execution and completion of the Work, whether temporary or permanent, and whether
or not incorporated or to be incorporated in the Work.
2)WES shall enforce strict discipline and good order among WES’s employees, Subcontractors, and other persons
carrying out the Work. WES shall not permit employment of un¿t persons or persons not properly skilled in tasks
assigned to them.
5. GUARANTEE PHASE SERVICES:
a) Facility Personnel Assistance:
1)WES’s Commissioning group will assist facility personnel in achieving the most efficient operation of Customer’s
facility. The Commissioning group will remotely monitor the facility and will help identify potential problems with
the HVAC as well as work with the facility staff to enhance and implement energy conservation programs.
2) Customer will be responsible for the maintenance of all energy systems, including lighting, mechanical, electrical,
and building automation control systems per SCHEDULE G.5, provided as part the Performance Contract
Amendment (EXHIBIT 1).
b) Savings Tracking and Reporting:
1) WES will be responsible for the monthly tracking and monitoring of the project and will provide ongoing assistance
to Customer’s staff.
2) WES will provide a quarterly savings report. This report will detail current monthly savings, year to date savings,
and guaranteed savings. This report will also show the actual savings in units of energy.
c) Utility Rate Negotiation:
1) If, during the term of this contract, deregulation of the electric and gas utilities should occur, WES shall have the right
to negotiate on behalf of the Customer, in total or in portion, other utility services beyond the current providers of
those services. WES will represent the customer as long as the services being negotiated are cost competitive for the
Customer. WES will seek the most cost competitive providers of those services who can provide equal or better-
quality service. In the event that the Customer is able to locate a more cost competitive provider, with equal quality,
WES would be compelled to use that provider. The purpose of this paragraph is to minimize utility costs for the
Customer.
d) Cancellation:
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1) Customer may cancel the Guarantee-Phase Services on any anniversary date or at the end of Customer’s fiscal year.
If Customer cancels these services, WES reserves the right to cancel the Energy Savings Guarantee as outlined in
SCHEDULE D. ENERGY SAVINGS GUARANTEE.
6. PERFORMANCE CONTRACT PROGRAM REQUIREMENTS:
a) Financial Criteria:
1) Customer desires to fund as much of the project scope as possibly through annual utility cost savings, meaning a
Project that results in a close-to-neutral cash flow where the cumulative energy, maintenance, and capital cost
avoidance over the life of the installed equipment exceeds the Project’s cumulative financing cost if it were financed.
b) General Scope and Intent:
1) The Project will include energy efficiency measures, resiliency improvements and capital improvements. The projects
may include, but no be limited to, the following:
a) Library :: Replace Aging Packaged VAV AHUs, Update BAS
b) Library :: Upgrade Remaining Fluorescent Lighting to LED, Daylighting Control in Lobby
c) Library :: Expand Existing Solar PV System w/ Carport in Sports Grounds Parking Lot
d) Library :: Install Battery Storage System for Resiliency
e) Corporation Yard :: Upgrade Shop Area Lighting to LED
f) Corporation Yard :: Install Roof Mounted & Covered Parking Solar PV Systems
g) Corporation Yard :: Install Battery Storage System for Resiliency
h) The Wave :: Optimize Facility Operation & HVAC Pool Turnover Rates & VAV Control, Reduce Exhaust
Recirculation
i) The Wave :: Install Solar PV System w/ New Carport
j) The Wave :: Install Battery Storage System for Resiliency & Load Shedding
k) Senior Center :: Replace End-of-Life Packaged RTUs w/ High Efficiency Equivalent Units
l) Senior Center :: Upgrade Remaining Fluorescent Lighting to LED
m) Senior Center :: Install Solar PV System w/ New Carport
n) Senior Center :: Install Battery Storage System for Resiliency
o) Shannon Com. Center :: Upgrade Remaining Fluorescent Lighting to LED
p) Shannon Com. Center :: Replace End-of-Life Split Systems w/ High Efficiency Equivalent Units
q) Shannon Com. Center :: Install Generator to Improve Resiliency
r) Fire Station 16 :: Replace End-of-Life Packaged RTUs w/ High Efficiency Equivalent Units
s) Fire Station 16 :: Upgrade Remaining Fluorescent Lighting to LED
t) Fire Station 16 :: Install Battery Storage System for Resiliency
u) Fire Station 17 :: Replace End-of-Life Split Systems w/ High Efficiency Equivalent Units
v) Fire Station 17 :: Upgrade Remaining Fluorescent Lighting to LED
w) Fire Station 17 :: Install Solar PV System w/ New Carport
x) Fire Station 17 :: Install Battery Storage System for Resiliency
y) Fire Station 18 :: Replace End-of-Life Split Systems w/ High Efficiency Equivalent Units
z) Fire Station 18 :: Upgrade Remaining Fluorescent Lighting to LED
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aa) Fire Station 18 :: Install Solar PV System w/ New Carport
bb) Fire Station 18 :: Install Battery Storage System for Resiliency
cc) City Parks :: Convert All Park & Ball Field Lighting to LED
dd) Intersections :: Traffic Signal Conversion to Microgrid
ee) Heritage Park & Museum :: HVAC & Lighting
PROJECT IMPLEMENTATION SCOPE OF WORK:
c) Final, more detailed scope of work will be included in the Performance Contract Amendment (EXHIBIT 1).
7. TIME:
a) WES and Customer will work together to develop construction schedules that minimize disruption to Customer operations
while allowing for completion of Scope of Work in a timely fashion. All construction will be completed in accordance
with SECTION 5 (COMMENCEMENT DATE AND TERMS).
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SCHEDULE B. COMPENSATION TO WES
The Customer shall compensate and make payments to WES for the Investment Grade Audit (“IGA”) Phase services, Construction
Phase Services, and the Guarantee Phase Services as follows:
1. INVESTMENT GRADE AUDIT PHASE SERVICES. The Customer shall compensate and make payments to WES for the
IGA Phase services as follows:
a) If the Performance Contract Amendment (EXHIBIT 1) is executed within 60 days of its proposal, the fee for IGA
services set forth in subdivision (b) of this section will be waived and will NOT be due to WES under this agreement,
otherwise,
b) Except as provided in subdivision (a) of this section, Customer shall pay WES the Stipulated Sum of $125,000.
90,000 Base Scopes + $35,000 Solar & Battery Scopes)
2. CONSTRUCTION PHASE. For the WES’s performance of the Construction, the Customer shall pay WES a Stipulated Sum
in current funds for WES’s performance of the Contract after the execution of the Performance Contract Amendment equal to
Cost of the Work plus the Performance Contractor’s Fee at the time of the proposal of the Performance Contract Amendment.
The Construction-Phase Contract Sum with itemization of the Cost of Work and Performance Contractor’s Fee shall be
identified in the Performance Contract Amendment (EXHIBIT 1). The Performance Contractor’s Fee and the Cost of the Work
plus will be determined as follows:
a) Performance Contractor’s Fee:
1) Project Development Services (includes IGA Services): Time & Materials (see Hourly Rate Schedule)
2) Construction Management: Time & Materials (see Hourly Rate Schedule)
3) Enhanced Commissioning: Time & Materials (see Hourly Rate Schedule)
4) Performance Contractor’s Overhead and Profit: Not to exceed 18% of the Cost of the Work
b) The Cost of the Work (COW) is as de¿ned as:
1) Subcontract Costs. Payments made by WES to its Subcontractor to carry out the work.
2) Construction Contingency available to WES exclusive use to cover costs for unanticipated items of the Work.
3) Allowance held by the Customer for additional Work to be incorporated in the project.
4) Costs, including transportation, of materials and equipment incorporated in the completed construction.
5) Costs of other materials and equipment, temporary facilities and related items.
6) That portion directly attributable to this Contract of premiums for insurance and bonds.
7) Fees of testing laboratories for tests required by the Contract Documents, except those related to nonconforming
Work.
8) Data processing costs related to the Work.
9) Legal costs, other than those arising from disputes between the Customer and WES, reasonably incurred by WES in
the performance of the Work and with the Customer’s written permission, which permission shall not be unreasonably
withheld.
10) Other costs incurred in the performance of the Work if and to the extent approved in advance in writing by the
Customer.
11) Emergencies and Repairs to Damaged or Nonconforming Work
12) The Cost of Work shall also include costs which are incurred WES in taking action to prevent threatened damage,
injury or loss in case of emergency affecting the safety of persons and property.
13) The Cost of Work shall also include costs which are incurred WES in repairing or correcting damaged or
nonconforming Work executed by WES or WES’s Subcontractors or suppliers, provided that such damaged or
nonconforming Work was not caused by the negligence or failure to fulfill a specific responsibility to the Customer
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set forth in this Contract of WES or WES’s personnel to supervise adequately the Work of the Subcontracto r or
suppliers, and only to the extent that the cost of the repair or correction is not recoverable by WES from insurance,
Subcontractors or suppliers.
c) Hourly Rate Schedule used in determining professional services costs:
Rate Category Rate ($/hr)
Project Development and Engineering Services
1 Technical Drafter $90.00
2 Designer $90.00
3 Senior Designer $115.00
9 Engineer I $115.00
10 Engineer II $155.00
11 Senior Engineer $180.00
12 Principal Engineer $285.00
Energy Modeling
13 Energy Engineer $115.00
14 Senior Energy Engineer $155.00
Commissioning
15 Commissioning Engineer $115.00
16 Senior Commissioning Engineer $155.00
Project and Construction Management
17 Account Executive $160.00
18 Project Manager $180.00
19 Construction Manager $180.00
20 Site Superintendent $180.00
21 Field Engineer $115.00
22 Cost Estimator $145.00
3. GUARANTEE PHASE. For WES’s performance of the Guarantee, the Customer shall pay WES in current funds for WES’s
performance of the Guarantee Phase services following Substantial Completion of the entire project, which is determined by
the delivery of “Notice of Substantial Completion” as defined in SCHEDULE B.5, the Savings Guarantee Commencement
Date. The Guarantee-Phase Contract Sum shall be identified in the Performance Contract Amendment (EXHIBIT 1).
4. PAYMENT PROCEDURES
a) Investment Grade Audit Phase Payments:
1) WES shall provide an Application for Payment to Customer for IGA Phase services completed in accordance with
SCHEDULE B.1 Investment Grade Audit Phase Services above. The Customer shall make payment in the manner
and within the time provided in Section 7.3.
b) Construction Phase Payments:
1) Project Mobilization: The initial Application for Payment shall include all remaining pre-construction-phase services
amounts as well as 10 percent of the remaining total compensation to allow for mobilization of WES and
subcontractors.
2) Progress Payments: WES shall provide a monthly Application for Payment to Customer for work completed during
the previous month. The Customer shall make payment in the manner and within the time provided in Section 6.3.
Until the Project is complete, as identified as a line item in the Schedule of Values, Customer will pay one hundred
percent (100%) of the amount due to WES on account of progress payments. WES shall provide a Retainage Bond
that represents 10% of the total contract value.
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3) Progress Payments: WES shall provide a monthly Application for Payment to Customer for work completed during
the previous month. The Customer shall make payment in the manner and within the time provided in Section 6.3.
Until the Project is complete, as identified as a line item in the Schedule of Values, Customer will pay ninety-five
percent (95%) of the amount due to WES on account of progress payments for each line item. This 5% retention shall
be reduced, if appropriate, in conjunction with Substantial Completion to reflect incomplete work for each line item.
Complete payment of retention shall be in conjunction with Acceptance of Project Completion for each Project
identified in the Schedule of Values, which shall not be unduly withheld.
4) Schedule of Values: WES will prepare and submit a complete schedule of values along with initial Application for
Payment. Projects listed as line items in the Schedule of Values will be treated as individual projects for the purposes
of Progress Payments, Substantial Completion, Final Completion, and withholding of retention amounts.
5) Substantial Completion: Substantial Completion is the stage in the progress of the Project when the Project or
designated portion thereof is sufficiently complete in accordance with the Contract Documents so that the Customer
can utilize the Work for its beneficial use.
When WES considers that an individual Project is substantially complete, WES shall prepare and submit to the
Customer a comprehensive list of items to be completed or corrected prior to final payment. Upon receipt of WES's
list, the Customer shall, within seven days, inspect the Work to formulate the Customer’s Punch List and to determine
whether the Work or designated portion thereof is substantially complete. If the Customer’s inspection discloses any
item, whether or not included on WES's list, which is not sufficiently complete in accordance with the Performance
Contract Documents so that the Customer can utilize the Project or designated portion thereof for its intended use,
WES shall, before issuance of the Certificate of Substantial Completion, complete or correct such item upon
notification by the Customer. In such case, WES shall then submit a request for another inspection by the Customer
to determine Substantial Completion.
When the Work or designated portion thereof is substantially complete, WES will prepare a Certificate of Substantial
Completion which shall establish the date of Substantial Completion, shall establish responsibilities of the Customer
and WES for security, maintenance, heat, utilities, damage to the Project and insurance, and shall fix the time within
which WES shall finish all items on the list accompanying the Certificate. Warranties required by the Contract
Documents shall commence on the date of Substantial Completion of the Project or designated portion thereof unless
otherwise provided in the Certificate of Substantial Completion. The Certificate of Substantial Completion shall be
submitted to the Customer for their written acceptance of responsibilities assigned to them in such Certificate.
6) Substantial Completion Payment: Upon Substantial Completion acceptance, the Customer shall make payment of
retainage applying to such Work or designated portion thereof within the time provided in Section 7.3. Such payment
shall be reasonably adjusted to reflect the dollar value of Work that is incomplete or not in accordance with the
requirements of the ESPC Documents.
7) Project Completion and Payment: After WES’s completion of all punch list items, project closeout requirements, and
upon receipt of written notice that the Project is ready for final inspection and acceptance and upon receipt of a Final
Application for Payment, the Customer will make such inspection within seven days and, when the Customer finds
the Project acceptable under the Contract Documents and the Contract fully performed, the Customer will execute
and issue the Certificate of Acceptance within two days from the final inspection and pay the entire balance found to
be due to WES as stated in the Final Application for Payment within the time provided in Section 7.3.
c) Guarantee Phase Payments:
1) WES shall provide annual Applications for Payment to Customer for guarantee-phase services to be completed in the
subsequent year. The Customer shall make payment in the manner and within the time provided in Section 7.3.
d) Failure of Payment: If the Customer does not pay WES within seven days after the date established in Section 7.3, then
WES may, upon written notice to the Customer, stop the Work until payment of the amount owing has been received. The
Contract Time shall be extended appropriately, and the Contract Sum shall be increased by the amount of the WES's
reasonable costs of shut-down, delay and start-up, plus interest.
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SCHEDULE C. INSURANCE REQUIREMENTS
Before fully executing this Agreement, WES, at its own cost and expense, unless otherwise specified below, shall procure the types
and amounts of insurance listed below against claims for injuries to persons or damages to property that may arise from or in
connection with the performance of the work hereunder by the WES and its agents, representatives, employees, and subcontractors.
Consistent with the following provisions, WES shall provide proof satisfactory to Customer of such insurance that meets the
requirements of this section and under forms of insurance satisfactory in all respects, and that such insurance is in effect prior to
beginning work. WES shall maintain the insurance policies required by this section throughout the term of this Agreement. The cost
of such insurance shall be included in the WES's bid or proposal. WES shall not allow any subcontractor to commence work on any
subcontract until WES has obtained all insurance required herein for the subcontractor(s) and provided evidence to Customer that
such insurance is in effect. VERIFICATION OF THE REQUIRED INSURANCE SHALL BE SUBMITTED AND MADE PART
OF THIS AGREEMENT PRIOR TO EXECUTION. WES shall maintain all required insurance listed herein for the duration of this
Agreement.
5. Workers’ Compensation.
a) General Requirements. WES shall, at its sole cost and expense, maintain Statutory Workers’ Compensation Insurance and
Employer’s Liability Insurance for any and all persons employed directly or indirectly by WES. The Statutory Workers’
Compensation Insurance and Employer’s Liability Insurance shall be provided with limits of not less than $1,000 ,000 per
accident. In the alternative, WES may rely on a self-insurance program to meet these requirements, but only if the program
of self-insurance complies fully with the provisions of the California Labor Code. Determination of whether a self-
insurance program meets the standards of the California Labor Code shall be solely in the discretion of the Contract
Administrator.
The Workers’ Compensation policy shall be endorsed with a waiver of subrogation in favor of the entity for all work
performed by the WES, its employees, agents, and subcontractors.
b) Submittal Requirements. To comply with Section 1, WES shall submit the following:
1) Certificate of Liability Insurance in the amounts specified in the section; and
2) Waiver of Subrogation Endorsement as required by the section.
6. Commercial General and Automobile Liability Insurance.
a) General Requirements. WES, at its own cost and expense, shall maintain commercial general liability insurance for the
term of this Agreement in an amount not less than $1,000,000 and automobile liability insurance for the term of this
Agreement in an amount not less than $1,000,000 per occurrence, combined single limit coverage for risks associated with
the work contemplated by this Agreement. If a Commercial General Liability Insurance or an Automobile Liability form
or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to the work
to be performed under this Agreement or the general aggregate limit shall be at least twice the required occurrence limit.
Such coverage shall include but shall not be limited to, protection against claims arising from bodily and personal injury,
including death resulting therefrom, and damage to property resulting from activities contemplated under this Agreement,
including the use of owned and non-owned automobiles.
b) Minimum Scope of Coverage. Commercial general coverage shall be at least as broad as Insurance Services Office
Commercial General Liability occurrence form CG 0001 (most recent edition) covering comprehensive General Liability
on an “occurrence” basis. Automobile coverage shall be at least as broad as Insurance Services Office Automobile Liability
form CA 0001, Code 1 (any auto). No endorsement shall be attached limiting the coverage.
c) Additional Requirements. Each of the following shall be included in the insurance coverage or added as a certified
endorsement to the policy:
1) The Insurance shall cover on an occurrence or an accident basis, and not on a claims-made basis.
2) Customer, its officers, officials, employees, and volunteers are to be covered as additional insureds as respects:
liability arising out of work or operations performed by or on behalf of the WES; or automobiles owned, leased, hired,
or borrowed by the WES.
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3) WES hereby agrees to waive subrogation which any insurer or contractor may require from vendor by virtue of the
payment of any loss. WES agrees to obtain any endorsements that may be necessary to effect this waiver of
subrogation.
4) For any claims related to this Agreement or the work hereunder, the WES’s insurance coverage shall be primary
insurance as respects the Customer, its officers, officials, employees, and volunteers. Any insurance or self-insurance
maintained by the Customer, its officers, officials, employees, or volunteers shall be excess of the WES’s insurance
and shall not contribute with it.
d) Submittal Requirements. To comply with Section 2, WES shall submit the following:
1) Certificate of Liability Insurance in the amounts specified in the section;
2) Additional Insured Endorsement as required by the section;
3) Waiver of Subrogation Endorsement as required by the section; and
4) Primary Insurance Endorsement as required by the section.
7. Professional Liability Insurance.
a) General Requirements. WES, at its own cost and expense, shall maintain for the period covered by this Agreement
professional liability insurance for licensed professionals performing work pursuant to this Agreement in an amount not
less than $2,000,000 covering the licensed professionals’ errors and omissions. Any deductible or self-insured retention
shall not exceed $150,000 per claim.
1) Claims-Made Limitations. The following provisions shall apply if the professional liability coverage is written on a
claims-made form:
a) The retroactive date of the policy must be shown and must be before the date of the Agreement.
b) Insurance must be maintained and evidence of insurance must be provided for at least 5 years after completion
of the Agreement or the work, so long as commercially available at reasonable rates.
c) If coverage is canceled or not renewed and it is not replaced with another claims-made policy form with a
retroactive date that precedes the date of this Agreement, WES shall purchase an extended period coverage for
a minimum of 5 years after completion of work under this Agreement.
d) A copy of the claim reporting requirements must be submitted to the Customer for review prior to the
commencement of any work under this Agreement.
2) Additional Requirements. A certified endorsement to include contractual liability shall be included in the policy.
3) Submittal Requirements. To comply with Section 3, WES shall submit the Certificate of Liability Insurance in the
amounts specified in the section.
8. All Policies Requirements.
a) Acceptability of Insurers. All insurance required by this section is to be placed with insurers with a Bests' rating of no less
than A:VII.
b) Verification of Coverage. Prior to beginning any work under this Agreement, WES shall furnish Customer with complete
copies of all Certificates of Liability Insurance delivered to WES by the insurer, including complete copies of all
endorsements attached to the policies. All copies of Certificates of Liability Insurance and certified endorsements shall
show the signature of a person authorized by that insurer to bind coverage on its behalf. If the Customer does not receive
the required insurance documents prior to the WES beginning work, it shall not waive the WES’s obligation to provide
them. The Customer reserves the right to require complete copies of all required insurance policies at any time.
c) Deductibles and Self-Insured Retentions. WES shall disclose to and obtain the written approval of Customer for the self-
insured retentions and deductibles before beginning any of the services or work called for by any term of this Agreement.
At the option of the Customer, either: the insurer shall reduce or eliminate such deductibles or self-insured retentions as
respects the Customer, its officers, employees, and volunteers; or the WES shall provide a financial guarantee satisfactory
to the Customer guaranteeing payment of losses and related investigations, claim administration and defense expenses.
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d) Wasting Policies. No policy required by this Section 4 shall include a “wasting” policy limit (i.e. limit that is eroded by
the cost of defense).
e) Endorsement Requirements. Each insurance policy required by Section 4 shall be endorsed to state that coverage shall not
be canceled by either party, except after 30 days’ prior written notice has been provided to the Customer.
f) Subcontractors. WES shall include all subcontractors as insureds under its policies or shall furnish separate certificates
and certified endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the
requirements stated herein.
9. Remedies. In addition to any other remedies Customer may have if WES fails to provide or maintain any insurance policies or
policy endorsements to the extent and within the time herein required, Customer may, at its sole option exercise any of the
following remedies, which are alternatives to other remedies Customer may have and are not the exclusive remedy for WES’s
breach:
a) Obtain such insurance and deduct and retain the amount of the premiums for such insurance from any sums due under the
Agreement;
b) Order WES to stop work under this Agreement or withhold any payment that becomes due to WES hereunder, or both
stop work and withhold any payment, until WES demonstrates compliance with the requirements hereof; and/o
c) Terminate this Agreement.
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EXHIBIT 1. PERFORMANCE CONTRACT AMENDMENT (DRAFT – completed at conclusion of IGA Phase)
This Amendment is incorporated into the accompanying Energy Savings Performance Contract dated the [XX] day of [XX] in the
2021] year (the “Agreement”) for the following
PROJECT: To be Determined in the IGA Phase
THE CUSTOMER: City of Dublin
THE PERFORMANCE CONTRACTOR: Willdan Energy Solutions, Inc.
The Customer and Performance Contractor hereby amend the Agreement as follows.
TABLE OF ARTICLES
1. CONTRACT SUM
2. CONTRACT TIME
3. CONSTRUCTION SCHEDULE
4. INFORMATION UPON WHICH AMENDMENT IS BASED
5. PERFORMANCE CONTRACTOR’S PERSONNEL, CONTRACTORS AND SUPPLIERS
6. COST OF THE WORK
TABLE OF SCHEDULES (the following Schedules are added by this amendment)
SCHEDULE E. ENERGY SAVINGS GUARANTEE (Completed with EXHIBIT 1.)
SCHEDULE F. BASELINE ENERGY CONSUMPTION (Completed with EXHIBIT 1.)
SCHEDULE G. SAVINGS MEASUREMENT & CALCULATION FORMULAE; METHODOLOGY TO ADJUST
BASELINE (Completed with EXHIBIT 1.)
1. CONSTRUCTION-PHASE CONTRACT SUM
a) Stipulated Sum based on predetermined, not-to-exceed fees:
1) The Stipulated Sum shall be ($_), subject to authorized adjustments as provided in the Design-Build Documents.
2) The Stipulated Sum is based on the Cost of Work and Performance Contractor’s Fees as detailed in ARTICLE 5
SCHEDULE OF VALUES) below.
2. CHANGES IN THE CONSTRUCTION-PHASE CONTRACT SUM:
a) Any overage in the cost of the Scope of Work in SCHEDULE A (SCOPE OF WORK) shall be the responsibility of WES.
b) Changes to the contract sum are warranted for, but are not limited to: Hazardous materials, additions or modifications to
the Scope of Work, and Differing Site Conditions as defined in EXHIBIT 8 - Differing Site Conditions. All additional
costs associated with these items shall be the responsibility of Customer.
3. GUARANTEE-PHASE CONTRACT SUM
a) Customer shall pay WES annual payments for Guarantee-Phase Services the amounts listed below, subject to the Services
Agreement set forth in SCHEDULE B and any other applicable terms of this agreement:
1) Year One: $0.00 (included in Construction-Phase Contract Sum)
2) Year Two: $TBD
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3) Year Three:Year two price modified by the change, up or down, in CPI since the beginning
of the year two agreement.
4) Year Four and Beyond:Prior year modified by the last 12 months change, up or down, in CPI.
b) Customer may cancel the Guarantee-Phase Services on any anniversary date or at the end of Customer’s fiscal year. If
Customer cancels these services, WES reserves the right to cancel the Energy Savings Guarantee as outlined in
SCHEDULE E. ENERGY SAVINGS GUARANTEE.
4. CONTRACT TIME
a) The date of Substantial Completion upon which this proposal is based is [DATE].
b) The date of Final Completion is [DATE].
c) Weather disruptions, availability of necessary equipment, remediation of hazardous materials, and other delays beyond
the control of WES shall not count toward the construction timeframe in SECTION 5 (COMMENCEMENT DATE AND
TERMS).
d) Guarantee Commencement Date is [DATE].
5. SCHEDULE OF VALUES
a) WES will prepare and submit a complete schedule of values along with initial Application for Payment. Projects listed as
line items in the Schedule of Values will be treated as individual projects for the purposes of Progress Payments,
Substantial Completion, Project Completion, and withholding of retention amounts.
6. CONSTRUCTION SCHEDULE
Insert Construction Schedule}
7. INFORMATION UPON WHICH AMENDMENT IS BASED
The Contract Sum and Contract Time set forth in the Amendment are based on the following:
a) Scope of Work: The finalized scope of work to be performed under the original Agreement is revised and clarified as set
forth in this Amendment as follows:
1) INSERT DETAILED CONSTRUCTION SCOPE HERE
b) Drawings
1) Scope of Work defined in 7.b supersedes any scope defined in the Drawings and Specifications. The Drawings and
Specifications are provided to provide layout, quantities and general quality of equipment and materials to be
incorporated in the project.
Number Title Date
01
c) Specifications
1) Scope of Work defined in 7.b supersedes any scope defined in the Drawings and Specifications. The Drawings and
Specifications are provided to provide layout, quantities and general quality of equipment and materials to be
incorporated in the project.
Number Title Date
01
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d) Supplementary and other Conditions of the Contract
1) {list, if applicable}
e) Deviations from the Performance Contract Program Requirements as identified in SCHEDULE A.6:
1) {insert scope of work deviations from program requirements}
8. PERFORMANCE CONTRACTOR’S PERSONNEL, CONTRACTORS AND SUPPLIERS
a) The Performance Contractor’s key personnel are identified below:
1) {insert list of project team, personnel, contractors and suppliers}
This Amendment to the Agreement entered into as of the day and the year first written above.
WES CUSTOMER
Signed Signed
Name Name
Date Date
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EXHIBIT 2. CERTIFICATE OF SUBSTATIAL COMPLETION
Project Project Number:
From: WES To (Customer): [CUSTOMER NAME]
WES Address] [Customer Address]
WES Address] [Customer Address]
PROJECT OR PORTION OF THE PROJECT DESIGNATED FOR PARTIAL OCCUPANCY FOR USE SHALL INCLUDE:
Scope of Work A {Identify the Work, or portion thereof per the schedule of values, that is substantially complete}
The Work performed under this Performance Contract has been reviewed and found, to the best of the Customer’s knowledge,
information, and belief, to be substantially complete. Substantial Completion is the stage in the progress of the Work when the Work
or designated portion is sufficiently complete in accordance with the Performance Contract Documents so that the Customer can
occupy or utilize the work for its intended use. The date of Substantial Completion of the Project or portion designated above is the
date of issuance established by this Certificate, which is also the date of commencement of applicable warranties required by the
ESPC Documents, except as stated below:
Identify warranties that do not commence on the date of Substantial Completion, if any, and indicate their date of commencement}
Warranty Date of Commencement
Equipment A,
OWNER’S REPRESENTATIVE BY (Signature) DATE OF ISSUANCE
A list of items to be completed or corrected is attached hereto. The failure to include any items on such a list does not alter the
responsibility of WES to complete all Work in accordance with the Performance Contract Documents. Unless otherwise agreed to
in writing, the date of commencement of warranties for items on the attached list will be the date of issuance of the final Certificate
of Payment or the date of final payment.
The estimated cost of work that is incomplete or defective: $ 0.00
WES will complete or correct the Work on the list of items attached hereto within [___] days from the above date of Substantial
Completion:
PERFORMANCE CONTRACTOR BY (Signature) DATE
The Customer accepts the Work or designated portion as substantially complete and will assume full possession thereof on the above
date of Substantial Completion:
CUSTOMER BY (Signature) DATE
The responsibilities of the Customer and WES for security, maintenance, heat, utilities, damage to the Work and insurance shall be
as follows (e.g., Security, Maintenance, Heat, Utilities, Damage to the Work, Insurance):
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EXHIBIT 3. CERTIFICATE OF ACCEPTANCE – PROJECT FINAL COMPLETION
This is to certify that a final inspection of the Project has been conducted jointly by WES and City of Dublin, and that the parties
have determined that the Project has been fully completed in accordance with the Contract Documents. All guarantees and warranties
that have not commenced previously shall commence as of the date of completion below.
Customer accepts the Project as being fully completed and assumes responsibility for maintenance, custodial care, and utilities for
the premises. WES remains responsible for correcting errors and omissions discovered subsequent to the execution of this document
and to respond to claims made under applicable warranties.
WES CUSTOMER
Signed Signed
Name Name
Date Date
3615541.1
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EXHIBIT 1. PERFORMANCE CONTRACT AMENDMENT
This Amendment is incorporated into the accompanying Energy Savings Performance Contract dated the 20th day of November,
2020 (the “Agreement”) for the following:
PROJECT: City of Dublin Energy Reduction, Core Facility Infrastructure & Resiliency Upgrades
THE CUSTOMER: City of Dublin
THE PERFORMANCE CONTRACTOR: Willdan Energy Solutions, Inc.
The Customer and Performance Contractor hereby amend the Agreement as follows.
TABLE OF ARTICLES
1. CONTRACT SUM
2. CONTRACT TIME
3. CONSTRUCTION SCHEDULE
4. INFORMATION UPON WHICH AMENDMENT IS BASED
5. PERFORMANCE CONTRACTOR’S PERSONNEL, CONTRACTORS AND SUPPLIERS
6. COST OF THE WORK
1. CONSTRUCTION-PHASE CONTRACT SUM
a) Stipulated Sum based on predetermined, not-to-exceed fees:
1) The Stipulated Sum shall be ($21,428,950.00), subject to authorized adjustments as provided in the Design-Build
Documents.
2) The Stipulated Sum is based on the Cost of Work and Performance Contractor’s Fees as detailed in ARTICLE 5
SCHEDULE OF VALUES) below.
2. CHANGES IN THE CONSTRUCTION-PHASE CONTRACT SUM:
a) Any overage in the cost of the Scope of Work in SCHEDULE A (SCOPE OF WORK) shall be the responsibility of WES.
b) Changes to the contract sum are warranted for, but are not limited to: Hazardous materials, additions or modifications to
the Scope of Work, and Differing Site Conditions as defined in EXHIBIT 8 - Differing Site Conditions. All additional
costs associated with these items shall be the responsibility of Customer.
3. GUARANTEE-PHASE CONTRACT SUM
a) Customer shall pay WES annual payments for Guarantee-Phase Services the amounts listed below, subject to the Services
Agreement set forth in SCHEDULE B and any other applicable terms of this agreement:
1) Year One: $0.00 (included in Construction-Phase Contract Sum)
2) Year Two: $34,502 for M&V Option B projects and $14,568 for Option A & C projects at
client’s request. Only one year of Guarantee-Phase Services have been
included.
3) Beyond Year Two: Cost for year three and beyond will be based on costs for year two and will be
escalated by 3% for each year thereafter.
b) Customer may cancel the Guarantee-Phase Services on any anniversary date or at the end of Customer’s fiscal year. If
Customer cancels these services, WES reserves the right to cancel the Energy Savings Guarantee as outlined in the
Investment Grade Audit Report, Appendix E, Measurement & Verification Plan.
4. CONTRACT TIME
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a) Date of commencement of construction will be based on the execution of this document or an issued Notice to Proceed,
whichever is the latter.
b) The estimated contract duration is 367 calendar days from the date of commencement of construction.
c) Weather disruptions, availability of necessary equipment, remediation of hazardous materials, and other delays beyond
the control of WES shall not count toward the construction timeframe in SECTION 5 (COMMENCEMENT DATE AND
TERMS).
d) Guarantee Commencement Date shall start on the date of the Certificate of Project Completion.
5. SCHEDULE OF VALUES
a) WES will prepare and submit a complete schedule of values along with initial Application for Payment at the end of the
first month after the execution of this Amendment. Progress payments will be per Section 7 of the Energy Savings
Performance Contract following the initial payment, which will be due 60 days after contract execution. Projects listed as
line items in the Schedule of Values will be treated as individual projects for the purposes of Progress Payments,
Substantial Completion, Project Completion, and withholding of retention amounts.
6. PRELIMINARY CONSTRUCTION SCHEDULE (SCHEDULE IS SHOWN IN BUSINESS DAYS)
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7. INFORMATION UPON WHICH AMENDMENT IS BASED
The Contract Sum and Contract Time set forth in the Amendment are based on the following:
a) Scope of Work: The finalized scope of work to be performed under the original Agreement is revised and clarified as set
forth in this Amendment as follows:
1) MECHANICAL, ELECTRICAL & PLUMBING (MEP) UPGRADES & REPLACEMENTS
a) DUBLIN LIBRARY:
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i)General Scope and Intent: Replace (5) rooftop packaged units and one gas-fired boiler
ii)Demolition: Remove and dispose of the existing equipment, piping, and electrical not to be used with the
new HVAC systems.
a) Remove and dispose of (5) existing package units.
b) Remove and dispose of (1) Heating Hot Water Boiler.
c) Remove and dispose of existing VAV air-flow sensors (typ. 21)
d) Remove and dispose of existing VAV zone temperature sensors
iii)New Work:
a) Install (5) new package units. Provide curb adaptors as needed. New HVAC units shall be York or
Willdan approved equivalent.
b) Reconnect existing power to (5) new package units.
c) Install new air-flow sensors at VAV terminals (typ. 21).
d) Install (1) new gas-fired HHW Condensing Boiler w/ new expansion tank, circulation pipe, local
sensors, gauges and instrumentation as needed. Provide power to new equipment as needed.
e) Install new Pelican Wireless system to control VAV damper actuators, package units, and heating hot
water loop temperature setpoints. Equipment includes:
i) (1) Z24 Zone Controller for ACU-1
ii) (4) Z8 Zone Controller for ACU-2,3,4,5
iii) (1) GW400 Gateway
iv) (3) WR400 Repeaters
v) (21) TS250 CO2 Thermostats
vi) (22) TA-1 Sensor Adapters (one for flow confirmation)
vii) (21) Probe T-1 Supply Air Sensors
viii)(2) Probe T-3 Pipe Sensors (water loop temp display)
ix) (1) TS200 Thermostat (water loop temp display)
x) (1) Pearl (water loop temp display)
xi) (1) PM-5 Power Control Module (enables boiler and pump)
xii) (1) BUN PTAC-3 Line Voltage Thermostat (EF-3)
f) Additional Non-Pelican Equipment:
i) Install new Belimo zone damper actuators as needed. (If existing zone damper actuators can
operate as 24VAC floating/open/close, they may be reused).
ii) (21) Belimo retrofit water valve actuators (if existing water valve actuators can operate as 24VAC
power open/power close or power open/spring closed, they may be reused).
g)Test, Adjustment, and Balancing: Test, adjustment and balance shall be performed on newly
installed equipment to ensure it is delivering air/water flow per design including:
i) Outside air flows of (5) AHUs shall be balanced to meet ventilation requirements per design.
ii) (21) VAV airflow sensors to be calibrated to ensure correct airflow is delivered from VAV box.
iii) Water balancing of heating hot water system shall be performed.
h)Commissioning: Willdan shall develop the commissioning plan, review construction documents,
develop functional test procedures, coordinate commissioning activities, verify startup tests, and
perform functional performance tests, and generate final commissioning report.
i) Provide facility training and turnover.
b) SENIOR CENTER:
i)General Scope and Intent: Scope includes replacing (11) rooftop packaged units and installing a new
controls system.
ii)Demolition: Remove and dispose of existing equipment and piping not to be re-used with the new system.
a) Remove and dispose of (11) existing packaged gas/electric rooftop units
b) Remove and dispose of existing wall-mounted thermostats (typ. 12).
iii)New Work:
a) Install (11) new packaged gas/electric rooftop units. New HVAC units shall be York or Willdan
approved equivalent.
b) Install new Pelican Wireless system to control the new and existing HVAC equipment. Equipment
includes:
i) (1) GW400 Gateway
ii) (2) WR400 Repeaters
iii) (12) TS250 CO2 Thermostats
iv) (1) Pearl Economizer Controller
v) (1) PM-5 Power Control Module
c)Test, Adjustment, and Balancing: Test, adjustment and balance shall be performed on newly
installed equipment to ensure it is delivering airflow per design including:
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i) Outside air flows of (11) RTUs shall be balanced to meet ventilation requirements per design.
d)Commissioning: Willdan shall develop the commissioning plan, review construction documents,
develop functional test procedures, coordinate commissioning activities, verify startup tests, and
perform functional performance tests, and generate final commissioning report.
e) Provide facility training and turnover.
c) SHANNON COMMUNITY CENTER
i)Retro Commissioning: Scope includes modifications to the operating parameters of (15) Split-DX
systems.
a)Equipment operating schedules to be reviewed and modified to capture unoccupied savings without
adversely affecting occupied conditions.
b)Setpoints for occupied and unoccupied operation to be adjusted for optimal building performance and
energy efficiency.
c) Outside air damper operation optimized for energy efficiency and building ventilation requirements.
d) Exclusions: Repairs, replacements or modifications to existing equipment and associated fans and
control wiring.
d) FIRE STATION 16
i)New Work: Install new Pelican Wireless system to control the new and existing HVAC equipment.
Equipment Includes:
a) (1) GW400 Gateway
b) (2) WR400 Repeaters
c) (7) TS250 or TS200 Thermostats
d) (7) TA-1 Sensor Adapters (for supply air temperature display)
e) (7) Probe T-1 Supply Air Sensors (for supply air temperature display)
f)Commissioning: Willdan shall develop the commissioning plan, review construction documents,
develop functional test procedures, coordinate commissioning activities, verify startup tests, and
perform functional performance tests, and generate final commissioning report.
g) Provide facility training and turnover.
e) FIRE STATION 17:
i)General Scope and Intent: Replace (4) split-systems that supply heating and cooling to the occupied areas
of the station.
ii)Demolition: Remove and dispose of existing equipment and piping not to be re-used with the new system.
a) Remove and dispose of (4) existing split systems
b) Remove and dispose of existing wall-mounted thermostats (typ. 5).
iii)New Work:
a) Installation of (4) new split systems. New HVAC units shall be York or Willdan approved equivalent.
b) Install new Pelican Wireless system to control the new and existing HVAC equipment. Equipment
Includes:
i) (1) GW400 Gateway
ii) (2) WR400 Repeaters
iii) (16) TS250 CO2 Thermostats (2 for Truck Bay unit heaters)
iv) (1) TS200 (mini-split)
v) (2) Pearls
vi) (3) Z8 Zone Controllers
vii) (17) TA-1 Sensor Adapters (supply air sensing)
viii)(17) Probe T-1 Supply Air Sensors (supply air sensing)
c) Provide facility training and turnover.
d)Commissioning: Willdan shall develop the commissioning plan, review construction documents,
develop functional test procedures, coordinate commissioning activities, verify startup tests, and
perform functional performance tests, and generate final commissioning report.
f) FIRE STATION 18:
i)General Scope and Intent: Replace (2) split-systems that supply heating and cooling to the occupied
areas of the fire station.
ii)Demolition: Remove and dispose of existing equipment and piping not to be re-used with the new system:
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a) Remove and dispose of (2) existing split systems
b) Remove and dispose of existing wall-mounted thermostats (typ. 4).
iii)New Work:
a) Installation of (2) new split systems. New HVAC units shall be York or Willdan approved equivalent.
b) Install new Pelican Wireless system to control the new and existing HVAC equipment. Equipment
includes:
i) (1) GW400 Gateway
ii) (2) WR400 Repeaters
iii) (10) TS250 CO2 Thermostats (2 for unit heaters)
iv) (1) TS200 (mini-split)
v) (2) Pearls
vi) (2) Z8 Zone Controllers
vii) (10) TA-1 Sensor Adapters (supply air sensing)
viii)(10) Probe T-1 Supply Air Sensors (supply air sensing)
c) Provide facility training and turnover.
d)Commissioning: Willdan shall develop the commissioning plan, review construction documents,
develop functional test procedures, coordinate commissioning activities, verify startup tests, and
perform functional performance tests, and generate final commissioning report.
g) HERITAGE PARK & MUSEUM:
i)General Scope and Intent: Replace (1) packaged unit located at the Museum.
ii)Demolition: Remove and dispose of existing equipment and piping not to be re-used with the new system.
a) Remove and dispose of (1) existing floor-mounted gas/electric packaged unit at the Museum only.
b) Remove and dispose of existing wall-mounted thermostats at Heritage Park and Museum
iii)New Work:
a) HVAC Upgrades (Museum Only)
b) Install one new floor-mounted packaged unit and reconnect to existing ductwork. New HVAC unit
shall be York or Willdan approved equivalent.
c) Reconnect power to new equipment.
d) Control Upgrades: Install new Pelican Wireless system to control the new and existing HVAC
equipment. Pelican Wireless equipment at each facility includes:
e) Kolb house:
i) (3) TS250 Thermostats
ii) (3) TA-1 Sensor Adapters
iii) (3) Probe T-1 Supply Air Sensors
iv) (2) Mini-split conventional Thermostat Interface (CTI) Boards
v) (2) 24VAC transformers for CTIs
f) Sunday School Barn:
i) (1) TS250 Thermostat
ii) (1) TA-1 Sensor Adapter
iii) (1) Probe T-1 Supply Air Sensor
g) Church:
i) (1) TS250 Thermostat
ii) (1) TA-1 Sensor Adapter
iii) (1) Probe T-1 Supply Air Sensor
h) Museum:
i) (2) TS250 Thermostats
ii) (2) TA-1 Sensor Adapter
iii) (2) Probe T-1 Supply Air Sensor
i)Commissioning: Willdan shall develop the commissioning plan, review construction documents,
develop functional test procedures, coordinate commissioning activities, verify startup tests, and
perform functional performance tests, and generate final commissioning report.
j) Provide facility training and turnover.
h) MEP Exclusions: Overtime, temporary heating and cooling, fire/smoke dampers, duct-mounted smoke detectors,
access doors, structural work and structural engineering, asbestos testing and abatement, new duct work except
as needed to accommodate installation of new units, duct cleaning, and fireproofing or caulking of existing
penetrations. TAB on existing equipment to remain, distribution ductwork, distribution piping, and associated
dampers, diffusers, and valves, other than what is specifically stated within this section to accommodate the
installation of new equipment. Salvage of equipment scheduled for removal. View-limiting screening of new or
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existing equipment. Work required to bring existing systems up to code that are not a part of this scope, including
but not limited to ADA and Fire Life Safety.
2) DISTRIBUTED ENERGY RESOURCE & RESILIENCY UPGRADES
a) Turnkey installation and user training of Solar PV and battery energy storage systems at the following locations.
This scope of work includes an allowance to be used toward mandated items from authorities having jurisdiction
such as, but not limited to: tree removal, transformers, roof safety tie-offs, and increased utility interconnection
fees. The allowance for this scope of work, including all labor, equipment, and materials is $100,000. The
allowance value will be reconciled after the scopes of work are completed.
i) Civic Center
a) Install 232 kW solar PV on new painted carport structure with under canopy lighting
i) The clear height for all arrays will be 10’ from grade.
ii) String inverters will be column mounted.
iii) New LED canopy lighting fixtures will be tied into existing parking lot lighting power circuit.
b) Install 32 kW/ 64 kWh battery energy storage system with programming to operate for economic
benefit - peak shaving/ rate arbitrage
c) Tree removal as required for new carport (out of owner directed allowance)
ii) Dublin Library
a) Install 128 kW solar PV on rooftop.
iii) Corporation Yard
a) Install 47 kW roof mount solar PV system.
b) Install 100 kW/ 165 kWh battery storage system with microgrid controller and programming
iv) The Wave
a) Install swimming pool control system firmware upgrade
b) Install 525 kW solar PV on new painted carport structure with under canopy lighting
i) The clear height for all arrays will be 10’ from grade.
ii) String inverters will be column mounted.
iii) New LED canopy lighting fixtures will be tied into existing parking lot lighting power circuit.
c) Install 500 kW / 1100 kWh battery storage system, microgrid controller and programming
d) Light pole and tree removal as needed (out of owner directed allowance)
e) Parking stall re-striping under footprint of solar array
v) Senior Center
a) Install 38 kW roof mounted solar PV system
b) Install 100 kW/ 165 kWh battery storage system with microgrid controller and programming
vi) Fire Station 17
a) Install 23 kW roof mounted solar PV system
vii) Fire Station 18
a) Install 13 kW roof mounted solar PV system
viii) Fallon Sports Park
a) Install 59 kW solar PV on new carport structure with under canopy lighting
i) The clear height for all arrays will be 10’ from grade.
ii) String inverters will be column mounted.
iii) New LED canopy lighting fixtures will be tied into existing parking lot lighting power circuit.
b) Light pole removal as needed for new carport, including grind down and asphalt patch if needed (out
of owner directed allowance).
c) Tree removal as needed (out of owner directed allowance).
d) Parking stall re-striping under footprint of solar array
b) Allowance for Public Safety Complex and Dublin Sports Grounds solar PV and EV charging installations. The
allowance for this scope of work, including all labor, equipment, and materials is $3,284,500. The allowance
value will be reconciled after the scopes of work are completed. The schedule for these scopes of work will be
defined at the completion of the design and will be incorporated into the contract through an amendment to the
contract.
i) Public Safety Complex
a) Install 136 kW roof mounted and carport solar PV system to offset future EV charging loads
b) Install three (3) dual-port Level 2 EV Charging Stations in parking lot, adding six (6) new EV charging
spaces to the site
c) Install one (1) 220V Motorcycle charging outlet
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d) Install electric infrastructure to create nine (9) new EV Capable Spaces in parking lot (no charging
station to be installed)
ii) Dublin Sports Grounds
a) Install 200 kW carport solar PV system to offset future EV charging loads
b) Install (14) dual-port Level 2 EV Charging Stations in parking lot, adding twenty-eight (28) new EV
charging spaces to the site
c) Install two (2) 60 kW DC Fast Chargers (DCFC)
d) Install electric infrastructure to create forty-two (42) new EV Capable Spaces in parking lot (no
charging station to be installed)
c) Exclusions: Transformer upgrades, EV charging stations (except where specified), interconnection fees above
800, parking lot reconfiguration at Civic Center, parking lot ADA upgrades, striping unless noted otherwise,
grading, curb and gutter, site work, galvanizing metal carports, landscape and irrigation modifications, and tree
removal unless noted otherwise. Replanting of any removed trees.
3) INTERIOR & EXTERIOR LIGHTING RETROFITS
a) Turnkey installation of LED lighting retrofits and replacements for the following locations: Dublin Library,
Senior Center, Shannon Community Center, The Wave, Corporation & Maintenance Yard, Heritage Park &
Museums, and Fire Stations 16, 17, & 18.
b) Retrofit strategies include the following:
i) Replace linear fluorescent T-8 lamps and ballasts with LED lamps and drivers in existing fixtures
ii) Retrofit incandescent and CFL screw-in lamps with new screw-in LEDs
iii) Replace or retrofit recessed can fixtures with LEDs
iv) Replace compact fluorescent lamps (CFL) plug-in lamps with LED plug-in lamps
v) Where not currently in place but where appropriate, install wireless vacancy sensors with option to shut off
interior lighting when rooms are unoccupied
vi) Replace CFL and HPS wall packs at exterior areas with new LED wall packs
vii) Replace metal halide (MH) and high pressure sodium (HPS) flood lamps with new LED fixtures
viii)Replace MH & HPS pole light heads with new LED area lights
ix) Replace existing CFL and HPS, surface and canopy-mounted fixtures, with new LED fixtures
x) Where applicable, new LED fixtures will come equipped with occupancy sensors
xi) Existing structural attachments will be reused.
xii) Disposal of removed lamps and ballasts with disposal manifests will be performed per EPA, or other state
and local regulations.
c) Exclusions: Controls integration into building automation system; new electrical work; new conduit, new
circuits, breakers, switchgear and upgrades to existing equipment; grounding existing luminaries which are not
grounded and being retrofit; retrofitting or replacing task lighting, furniture, decorative or stage light fixtures;
and performing any work on exterior light fixtures located on the same pole or within ten feet of utility lines.
Work related to existing fixtures receiving a voltage greater than 240V. Repair or replacement of existing poles
and pole bases.
4) CITY PARK LIGHTING
a) Turnkey installation (interior and exterior) of LED lighting retrofits and replacements for the following
locations: Alamo Creek Park, Emerald Glen Park, Fallon Sports Park, Shannon Park, Ted Fairfield Park,
b) Turnkey installation (exterior only) of LED lighting retrofits and replacements for the following locations: Bray
Commons, Dolan Park, and Mape Memorial Park.
c) Improved lighting coverage at the following locations:
i) Mape Memorial Park
a) Install new light pole at the south end of the pedestrian bridge
b) Add 2 new light poles along walkway between north park entrance and pedestrian bridge
ii) Ted Fairfield Park
a) Add new light pole by bridge entrance
b) Add wall pack lighting on restroom building
iii) Alamo Creek Park.
a) Install 2 light poles on northwest edge of parking lot
b) Install 1 new light pole at bridge entrance
c) Install new light fixtures on existing poles in playground area.
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d) Exclusions: Controls integration into building automation system, retrofitting or replacing task lighting,
furniture, decorative or stage light fixtures; and performing any work on exterior light fixtures located on the
same pole or within ten feet of utility lines. Work related to existing fixtures receiving a voltage greater than
240V; Applicable to existing light fixtures receiving retrofit or replacement: new electrical work; new conduit,
new circuits, breakers, switchgear and upgrades to existing equipment; grounding existing luminaries which are
not grounded and being retrofit Repair or replacement of existing poles and pole bases.
5) STREET LIGHTING
a) LED retrofit of 1,574 existing streetlights at Dublin Ranch Special District.
b) Exclusions: Lighting controls or controls integration; new electrical work; new conduit, new circuits, breakers,
switchgear and upgrades to existing equipment; grounding existing luminaries which are not grounded and being
retrofit; performing any work on exterior light fixtures located on the same pole or within ten feet of utility lines.
Work related to existing fixtures receiving a voltage greater than 240V. Repair or replacement of existing poles
and pole bases. Painting of existing poles and fixtures.
6) ELECTRICAL & GENERATOR UPGRADES
a) Furnish and install new motor generator at Shannon Community Center
i) New generated shall be rated for 150 kW
ii) Generator shall be provided with a weatherproof enclosure
iii) New fuel tank shall be sized to provide 72 hours of continuous generator run-time
iv) New structural pad shall be installed
v) New power, control, and communications shall be installed
b) Replace motor generator at Fire Station #16
i) New generator rated for a minimum of 50 kW
ii) New generator shall be installed in the same location as existing
iii) Existing structural pad to be reused and modified as necessary
iv) Existing fuel tank to be reused and replumbed as necessary to new generator
v) Existing electrical to be reused
c) Replace motor generator at Fire Station #17
i) New generator rated for a minimum of 50 kW
ii) New generator shall be installed in the same location as existing
iii) Existing structural pad to be reused and modified as necessary
iv) Existing fuel tank to be reused and replumbed as necessary to new generator
v) Existing electrical to be reused
d) Replace motor generator at Fire Station #18
i) New generator rated for a minimum of 50 kW
ii) New generator shall be installed in the same location as existing
iii) Existing structural pad to be reused and modified as necessary
iv) Existing fuel tank to be reused and replumbed as necessary to new generator
v) Existing electrical to be reused
e) Furnish and install new motor generator at Dublin Library
i) New generated shall be rated for 300 kW
ii) Generator shall be provided with a weatherproof enclosure
iii) New fuel tank shall be sized to provide 72 hours of continuous generator run-time
iv) New structural pad shall be installed
v) New power, control, and communications shall be installed
vi) New automatic transfer switch shall be installed
f) Exclusions: Replacement of existing switchboards, transformers, conduit, conductors, other electrical, or fuel
tanks; installation of a new automatic transfer switch or replacement of existing unless otherwise specified.
7) SPORTS LIGHTING:
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a) Replace existing metal halide sports lights with Musco LED lighting system. Scope includes retrofits, relights,
new lighting system installation, training and pre-demolition and post-install measurements for the following
Projects:
i) Dublin Sports Grounds:
a) Install new lighting at Baseball and Soccer fields
ii) Emerald Glen Park:
a) Install new lighting for (2) tennis courts, (2) basketball courts and Skate Park
iii) Fallon Sports Park:
a) Install new lighting for Soccer Fields 2 & 4, (1) baseball field, (2) softball fields, (4) tennis courts, (4)
basketball courts,
iv) Kolb Park:
a) Install new lighting for (2) tennis courts
b) Provide remote lighting controls for the following projects:
i) Dublin Sports Grounds:
a) Baseball and Soccer fields
ii) Fallon Sports Park:
a) Soccer Fields 2 & 4, (1) baseball field, (2) softball fields
c) Exclusions: Replacement of existing switchboards, switchgear, transformers, conduit, conductors, other
electrical. New electrical work; new conduit, new circuits, breakers, switchboards; grounding existing
luminaries which are not grounded and being retrofit. Repair or replacement of existing poles and pole bases.
8) TRAFFIC SIGNAL RESILIENCY UPGRADES
a) Remove the existing battery backup system and install a hydrogen fuel cell system for the following (11)
intersections:
Intersection Name Backup Power System
Type
Dublin Blvd at Dougherty Rd Fuel Cell
Dublin Blvd at Hacienda Dr Fuel Cell
Hacienda Dr at Martinelli Way Fuel Cell
Dublin Blvd at Tassajara Rd Fuel Cell
Dublin Blvd at Fallon Rd Fuel Cell
Fallon Rd at Fallon Gateway Fuel Cell
Dublin Blvd at Village Pkwy Fuel Cell
Dublin Blvd at San Ramon Rd Fuel Cell
Tassajara Rd at Fallon Rd Fuel Cell
Gleason Dr at Tassajara Rd Fuel Cell
Dublin Blvd at Arnold Rd Fuel Cell
i) Vegetation removal, irrigation modifications, concrete pads, new raceways, and relocation of existing
service pedestal and/or other utility cabinets are included for each location in subparagraph (a).
ii) Salvage of existing Alpha or Myers Battery Backup Systems complete is included for each location in
subparagraph (a).
iii) The following equipment, or equivalent as approved by Willdan, is included for each location in
subparagraph (a):
a) (1) Altergy Freedom TSP Fuel Cell System
b) (6) Type “K” Hydrogen cylinders, fully filled
c) (1) Altergy Hydrogen fuel enclosure
b) Remove and replace existing battery backups at the following (6) intersections:
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Intersection Name Backup Power System
Type
Dougherty Rd at Amador Valley Blvd Battery Backup
San Ramon Rd at Amador Valley Blvd Battery Backup
Village Pkwy at Amador Valley Blvd Battery Backup
Hacienda Dr at Gleason Dr Battery Backup
Gleason Dr at Fallon Rd Battery Backup
Horizon Pkwy at Arnold Rd Battery Backup
i) Salvage of existing Alpha or Myers Battery Backup Systems complete is included for each location in
subparagraph (b).
ii) The following equipment, or equivalent as approved by Willdan, is included for each location in
subparagraph (b):
a) (1) SP1250LX-N-48VDC UPS System
b) (1) SP-09A2 Internal SNMP Card
c) (1) SPD-302C Bypass Switch with GFI/Duplex, Generator Cable and Connector
d) (1) SPLX-48 Internal Fast Battery Charger 48 VDC
e) (1) SP-24B Dual Battery Cable
f) (1) OP96D Set of 8 Outpost 51 AMP HR Batteries
g) (1) CBS-127 UPS System Cabinet with thermal options and Corbin lock. Natural Aluminum Finish
c) Furnish and install new Clary SP1250LX battery backup system complete, or equivalent as approved by Willdan,
at the following four (4) intersections that do not have an existing backup system:
Intersection Name Backup Power System
Type
Dublin Blvd at Amador Plaza Rd Battery Backup
Dublin Blvd at Scarlett Dr Battery Backup
Dougherty Rd at Scarlett Dr Battery Backup
Amador Valley Blvd at Amador Plaza Rd Battery Backup
i) All equipment identified in subparagraph (b)(ii) is included for each location in subparagraph (c)
ii) No demolition is anticipated for this scope.
d) Furnish (1) additional Clary SP1250LX battery backup system complete, or equivalent as approved by Willdan,
including equipment identified in (b)(ii) for the future traffic signal at Horizon Pkwy. & Scarlett Dr. Installation
is excluded from this scope.
e) Exclusions: Refilling and topping off of hydrogen cylinders and performing annual maintenance on hydrogen
fuel cell systems and battery backup systems.
b) Drawings
1) Scope of Work defined in 7(a) supersedes any scope defined in the Drawings and Specifications. The Drawings and
Specifications are provided to provide layout, quantities and general quality of equipment and materials to be
incorporated in the project.
Sheet Title Drawing Set Date
T000 Title Sheet Shannon Community Center Electrical Renovations 3/5/2021
G001 Legends & General Notes Shannon Community Center Electrical Renovations 3/5/2021
G002 Legends & Abbreviations PG2 Shannon Community Center Electrical Renovations 3/5/2021
E100 Electrical Site Plan Shannon Community Center Electrical Renovations 3/5/2021
E700 One-Line Diagram Shannon Community Center Electrical Renovations 3/5/2021
T000 Title Sheet City of Dublin Library Renovation 3/5/2021
G001 Legends & General Notes City of Dublin Library Renovation 3/5/2021
G002 Legends & Abbreviations PG2 City of Dublin Library Renovation 3/5/2021
G003 General Notes City of Dublin Library Renovation 3/5/2021
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G004 General Notes PG2 City of Dublin Library Renovation 3/5/2021
MD101 HVAC Floor Plan – Demo City of Dublin Library Renovation 3/5/2021
MD102 HVAC Roof Plan - Demo City of Dublin Library Renovation 3/5/2021
M101 HVAC Floor Plan – New Work City of Dublin Library Renovation 3/5/2021
M102 HVAC Roof Plan – New Work City of Dublin Library Renovation 3/5/2021
M500 HVAC Details City of Dublin Library Renovation 3/5/2021
M600 HVAC Schedules City of Dublin Library Renovation 3/5/2021
M601 Title-24 Compliance Forma City of Dublin Library Renovation 3/5/2021
E100 Electrical Site Plan City of Dublin Library Renovation 3/5/2021
E101 Electrical Power Plan – Main Level City of Dublin Library Renovation 3/5/2021
E102 Electrical Power Plan – Roof City of Dublin Library Renovation 3/5/2021
E500 Electrical Details City of Dublin Library Renovation 3/5/2021
E600 Electrical Schedules City of Dublin Library Renovation 3/5/2021
E700 One-Line Diagram City of Dublin Library Renovation 3/5/2021
L201 Lighting Plan – Main Level City of Dublin Library Renovation 3/5/2021
c) Specifications
1) Scope of Work defined in 7(a) supersedes any scope defined in the Drawings and Specifications. The Drawings and
Specifications are provided to provide layout, quantities and general quality of equipment and materials to be
incorporated in the project.
Spec Section Title
010000 General Requirements
230100 General Mechanical Requirements
230500 Common Work Results for HVAC
230513 Common Motor Requirements for HVAC Equipment
230519 Meters and Gages for HVAC Piping
230553 Identification for HVAC Systems
230593 TAB for HVAC
230700 HVAC Insulation
230800 Commissioning for HVAC
230900 Building Automation Controls
230983 Control System Validation & Commissioning
232113 HVAC Piping, Valves & Fittings
232123 Hydronic Pumps
232300 Refrigerant Piping & Fittings
232500 HVAC Water Treatment
235215 Condensing Boilers
237413 Packaged Rooftop Units
238119 Self-contained Air Conditioners & Heaters
260010 General Electrical Requirements
260500 Common Work Results for Electrical
260519 Electrical Power Conductors & Cables
260526 Grounding & Bonding of Electrical Systems
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260533 Raceways & Boxes for Electrical Systems
260553 Identification for Electrical Systems
263213 Diesel Engine Generators
263600 Transfer Switches
265100 Interior Lighting
265600 Exterior Lighting
d) Supplementary and other Conditions of the Contract
1) Investment Grade Audit Report dated 07/05/21, including the following Appendices:
Appendix Title
A HVAC & Controls Upgrades
B LED Lighting & Lighting Controls Upgrade
C Traffic Signal Resiliency
D Emergency Generators
E M&V Plan
F Additional Information
a)
e) Deviations from the Performance Contract Program Requirements as identified in SCHEDULE A.6:
1) none
8. PERFORMANCE CONTRACTOR’S PERSONNEL, CONTRACTORS AND SUPPLIERS
a) The Performance Contractor’s key personnel are identified below:
Name Title Email Mobile
Tom Black Director of Construction tblack@willdan.com 303-928-0913
Garth McCann Vice President of Operations gmccann@Willdan.com 970-566-2022
Jeff Lorentz Construction Manager jlorentz@willdan.com 503-949-7843
Joshua Slocum Commissioning Engineer jslocum@willdan.com 913-579-8124
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This Amendment to the Agreement entered into as of the day and the year first written above.
WES CUSTOMER
Signed Signed
Name Name
Date Date
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EXHIBIT 2. CERTIFICATE OF SUBSTATIAL COMPLETION (template to be completed at a later date upon each
substantially completed scope)
Project Project Number:
From: WES To (Customer): [CUSTOMER NAME]
WES Address] [Customer Address]
WES Address] [Customer Address]
PROJECT OR PORTION OF THE PROJECT DESIGNATED FOR PARTIAL OCCUPANCY FOR USE SHALL INCLUDE:
Scope of Work A {Identify the Work, or portion thereof per the schedule of values, that is substantially complete}
The Work performed under this Performance Contract has been reviewed and found, to the best of the Customer’s knowledge,
information, and belief, to be substantially complete. Substantial Completion is the stage in the progress of the Work when the Work
or designated portion is sufficiently complete in accordance with the Performance Contract Documents so that the Customer can
occupy or utilize the work for its intended use. The date of Substantial Completion of the Project or portion designated above is the
date of issuance established by this Certificate, which is also the date of commencement of applicable warranties required by the
ESPC Documents, except as stated below:
Identify warranties that do not commence on the date of Substantial Completion, if any, and indicate their date of commencement}
Warranty Date of Commencement
Equipment A,
OWNER’S REPRESENTATIVE BY (Signature) DATE OF ISSUANCE
A list of items to be completed or corrected is attached hereto. The failure to include any items on such a list does not alter the
responsibility of WES to complete all Work in accordance with the Performance Contract Documents. Unless otherwise agreed to
in writing, the date of commencement of warranties for items on the attached list will be the date of issuance of the final Certificate
of Payment or the date of final payment.
The estimated cost of work that is incomplete or defective: $ 0.00
WES will complete or correct the Work on the list of items attached hereto within [___] days from the above date of Substantial
Completion:
PERFORMANCE CONTRACTOR BY (Signature) DATE
The Customer accepts the Work or designated portion as substantially complete and will assume full possession thereof on the above
date of Substantial Completion:
CUSTOMER BY (Signature) DATE
The responsibilities of the Customer and WES for security, maintenance, heat, utilities, damage to the Work and insurance shall be
as follows (e.g., Security, Maintenance, Heat, Utilities, Damage to the Work, Insurance):
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City of Dublin : Energy Savings Performance Contract | Page 16
EXHIBIT 3. CERTIFICATE OF ACCEPTANCE – PROJECT FINAL COMPLETION (template to be completed at a
later date upon final completion)
This is to certify that a final inspection of the Project has been conducted jointly by WES and City of Dublin, and that the parties
have determined that the Project has been fully completed in accordance with the Contract Documents. All guarantees and warranties
that have not commenced previously shall commence as of the date of completion below.
Customer accepts the Project as being fully completed and assumes responsibility for maintenance, custodial care, and utilities for
the premises. WES remains responsible for correcting errors and omissions discovered subsequent to the execution of this document
and to respond to claims made under applicable warranties.
WES CUSTOMER
Signed Signed
Name Name
Date Date
355
City of Dublin : Energy Savings Performance Contract | Page 1
EXHIBIT 1. PERFORMANCE CONTRACT AMENDMENT
This Second Amendment is incorporated into the accompanying Energy Savings Performance Contract dated the 20th day of
November, 2020 and first Amendment, dated July 27, 2021, (collectively, the “Agreement”) for the following:
PROJECT: City of Dublin Energy Reduction, Core Facility Infrastructure & Resiliency Upgrades
THE CUSTOMER: City of Dublin
THE PERFORMANCE CONTRACTOR: Willdan Energy Solutions, Inc. (WES)
The Customer and Performance Contractor hereby amend the Agreement as follows.
1.CHANGE IN SCOPE OF WORK:
a)Any change in the scope of the Work, method of performance, nature of materials or price thereof, or any other matter
materially affecting the performance or nature of the Work shall not be paid for or accepted unless such change, addition,
or deletion is approved in advance and in writing by a valid, mutually-agreed amendment or Contract Change Order
executed by the Parties.
b)WES specifically understands, acknowledges, and agrees that the Customer shall have the right to request any reasonable
alterations, deviations, reductions, or additions to the Project which are consistent with the agreed Scope of Work, and the
cost thereof shall be added to or deducted from the amount of the Contract Price by mutual agreement.
c)WES also agrees to provide the Customer in the form of a Proposed Change Order, as defined below, with all information
requested to substantiate the cost of the amendment or Contract Change Order and to inform the Customer. In addition to
any other information requested, WES shall submit, prior to approval of the amendment or Contract Change Order, its
request for a time extension (if any), as well as all information necessary to substantiate any alleged delay in the completion
of the Work
2.PROPOSED CHANGE ORDER
a)Definition of Proposed Change Order. A Proposed Change Order (“PCO”) is a written request prepared by WES requesting
that the Customer issue an amendment or Contract Change Order (“CCO”) based upon a proposed change to the Work.
b)Changes in Contract Time. A PCO shall also include any changes in time required to complete the Project.
This Second Amendment to the Agreement entered into as of the day and the year first written above.
WES CUSTOMER
Signed Signed
Name Name
Date Date
5484718.2
DocuSign Envelope ID: 79703EDE-C5D3-48B1-A10B-0D971EE60C80
Esam Rostom
10/23/2023
Linda Smith
10/23/2023
356
Reso. No. 114-21, Item 6.1, Adopted 09/21/2021 Page 1 of 4
RESOLUTION NO. 114 - 21
A RESOLUTION OF THE CITY COUNCIL
OF THE CITY OF DUBLIN
APPROVING A LEASE FINANCING AND THE ISSUANCE AND SALE OF LEASE REVENUE
BONDS BY THE DUBLIN FINANCING AUTHORITY TO FINANCE ENERGY EFFICIENCY
CAPITAL IMPROVEMENTS, AND APPROVING RELATED DOCUMENTS AND OFFICIAL
ACTIONS
WHEREAS, the City of Dublin (the “City”) desires to acquire and install energy efficiency
improvements to various City facilities (collectively, the “Project”), all which comprise capital
projects of benefit to the City and its citizens; and
WHEREAS, the Dublin Financing Authority (the “Authority”) was formed to, among other
things, assist the City finance municipal capital improvements; and
WHEREAS, in order to provide financing for a portion of the cost of the Project and
incidental expenses related thereto, the City has agreed to lease certain real property, consisting
of the City’s civic center complex located at 100 Civic Plaza (the “Leased Property”), to the
Authority as provided in a Site Lease, as defined herein; and
WHEREAS, in order to fund the Site Lease, the Authority proposes to issue and sell its
Dublin Financing Authority 2021 Lease Revenue Bonds in the aggregate principal amount of not
to exceed $22,000,000 (the “Bonds”) under Article 4 of Chapter 5, Division 7, Title 1 of the
Government Code of the State of California, commencing with Section 6584 of said Code (the
Bond Law”); and
WHEREAS, in order to secure the payments of principal of and interest on the Bonds, the
Authority proposes to lease the Leased Property back to the City under a Lease Agreement (the
Lease Agreement”), under which the City is obligated to pay semiannual lease payments as
rental for the Leased Property, and the Authority will assign substantially all of its rights under the
Lease Agreement to U.S. Bank National Association, as trustee for the Bonds; and
WHEREAS, to provide for development of the most favorable debt structure for the City
and to ensure the most favorable reception in the market place for the Bonds, the City has
requested the Authority to sell the Bonds through a negotiated sale pursuant to the terms of a
Bond Purchase Agreement (the “Bond Purchase Agreement”) between the Authority, the City and
Hilltop Securities, Inc., as underwriter (the “Underwriter”); and
WHEREAS, for purposes of the sale of the Bonds, the City has caused to be prepared an
Official Statement describing the Bonds, the preliminary form of which is on file with the City Clerk
and the City Council, with the aid of their staff, have undertaken such review of the Official
Statement as hereinafter described as is necessary to assure proper disclosure of all material
facts relating to the Bonds that are within the personal knowledge of City Council members and
the staff; and
Attachment 4
357
Reso. No. 114-21, Item 6.1, Adopted 09/21/2021 Page 2 of 4
WHEREAS, as required by Section 6586.5 of the California Government Code, the City
has caused publication of a notice of a public hearing on the financing of the public capital
improvements included within the Project once at least five days prior to the hearing in a
newspaper of general circulation in the City; and
WHEREAS, the City Council held a public hearing at which all interested persons were
provided the opportunity to speak on the subject of financing such public capital improvements;
and
WHEREAS, in accordance with Government Code Section 5852.1, the following
information has been obtained and disclosed in the staff report for the Council action set forth
herein: (i) the estimated true interest cost of the Bonds, (ii) the estimated finance charge of the
Bonds, (iii) the estimated proceeds of the Bonds expected to be received, net of proceeds for
finance charges in (iv) above to paid from the principal amount of the Bonds, and (v) the estimated
total payment amount of the Bonds; and
WHEREAS, the City Council wishes at this time to approve all proceedings of the City
relating to the issuance and sale of the Bonds; and
WHEREAS, the first debt service payment is estimated to be made on June 30, 2022 and
the City’s Adopted Budget did not include appropriations to make the payment; and
WHEREAS, as presented at the July 20, 2021 City Council meeting, five Capital
Improvement Projects, included funds for energy efficiency projects, including GI0221 (Resiliency
and Disaster Preparedness Improvements), GI0521 (Library Tenant Improvements), GI0321
Solar Canopies at the Wave), ST0417 (Dublin Ranch Street Light Improvements), GI0121
Citywide Energy Improvements) which will need to be adjusted to account for the Energy
Efficiency Capital Improvement Project.
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Dublin as follows:
Section 1. Issuance of Bonds. The City Council hereby approves the issuance of the
Bonds by the Authority under the Bond Law in the maximum principal amount of not to exceed
22,000,000, for the purpose of financing the Project and incidental expenses related thereto.
The City Council hereby finds that issuance of the Bonds by the Authority for the purpose of
financing the Project will result in significant public benefits of the type described in Section 6586
of the California Government Code, including, but not limited to, energy cost savings, a more
efficient delivery of City services to residential and commercial developments within the City and
demonstrable savings in effective interest rate, bond preparation, bond underwriting and bond
issuance costs.
Section 2. Approval of Related Financing Agreements. The City Council hereby approves
each of the following agreements required for the issuance and sale of the Bonds, in substantially
the respective forms on file with the City Clerk together with any changes therein or additions
thereto deemed advisable by the City Manager, Assistant City Manager, Finance Director or any
of their designees (each, an “Authorized Officer”), whose execution thereof shall be conclusive
evidence of the approval of any such changes or additions. Such changes or additions may
include, but is not limited to, designating the City assets to be subject to the Lease Agreement or
the form of the document creating the contemplated lease transaction, and providing that payment
358
Reso. No. 114-21, Item 6.1, Adopted 09/21/2021 Page 3 of 4
of the Bonds be insured by a financial guaranty policy from a bond insurance company and/or
secured by a reserve surety policy, if in the judgment of an Authorized Officer such insurance
and/or reserve surety policy is in the best interest of the City. An Authorized Officer is hereby
authorized and directed for and on behalf of the City to execute, and the City Clerk is hereby
authorized and directed to attest, the final form of each such agreement, as follows:
Site Lease, between the City as lessor and the Authority as lessee, under which
the City leases the Leased Property to the Authority in consideration of the
payment of an upfront amount which will be applied by the City to finance a
portion of the Project;
Lease Agreement, between the Authority as lessor and the City as lessee, under
which the Authority leases the Leased Property back to the City and the City
agrees to pay semiannual lease payments to provide revenues with which to pay
principal of and interest on the Bonds when due; and
Continuing Disclosure Certificate, to be executed by the City, for and on behalf
of itself and the Authority, for the purpose of providing annual financial
information and notice of certain enumerated events to holders and beneficial
owners of the Bonds.
Section 3. Negotiated Sale of Bonds. The City Council hereby approves the negotiated
sale of the Bonds by the Authority to the Underwriter. The Bonds shall be sold pursuant to the
terms and provisions of the Bond Purchase Agreement among the Authority, the City and the
Underwriter in substantially the form on file with the City Clerk together with any changes therein
or additions thereto deemed advisable by an Authorized Officer. The true interest cost of the
Bonds shall not exceed 3.50% and the Underwriter’s discount shall not exceed 1.00%.
Section 4. Official Statement. The City Council hereby approves the preliminary Official
Statement describing the Bonds in substantially the form on file with the City Clerk. An Authorized
Officer is hereby authorized and directed to approve any changes in or additions to said
preliminary Official Statement, and to execute an appropriate certificate stating the City’s
determination that the preliminary Official Statement (together with any changes therein or
additions thereto) has been deemed nearly final within the meaning of Rule 15c2-12 of the
Securities Exchange Act of 1934. Distribution of the preliminary Official Statement by the
Underwriter is hereby approved. An Authorized Officer is hereby authorized and directed to
approve any changes in or additions to a final form of said Official Statement, and the execution
thereof by an Authorized Officer shall be conclusive evidence of approval of any such changes
and additions. The City Council hereby authorizes the distribution of the final Official Statement
by the Underwriter. The final Official Statement shall be executed on behalf of the City by the
Mayor or an Authorized Officer.
Section 5. Engagement of Municipal Advisor. The firm of Fieldman, Rolapp & Associates,
Inc. is hereby retained as municipal advisor to the City in connection with the issuance and sale
of the Bonds by the Authority. An Authorized Officer is authorized and directed on behalf of the
City to execute an agreement with said firm in a form as approved by an Authorized Officer.
Section 6. Engagement of Bond and Disclosure Counsel. The firm of Jones Hall, A
Professional Law Corporation, is hereby retained as bond counsel and disclosure counsel to the
359
Reso. No. 114-21, Item 6.1, Adopted 09/21/2021 Page 4 of 4
City and the Authority in connection with the issuance and sale of the Bonds by the Authority. An
Authorized Officer is authorized and directed on behalf of the City to execute an agreement with
said firm in a form as approved by an Authorized Officer.
Section 7. Official Actions. The Authorized Officers, the City Attorney, the City Clerk and
all other officers of the City are each authorized and directed on behalf of the City to make any
and all leases, assignments, certificates, requisitions, agreements, notices, consents, instruments
of conveyance or termination, warrants and other documents, which they or any of them deem
necessary or appropriate in order to consummate any of the transactions contemplated by the
agreements and documents approved under this Resolution. An Authorized Officer may revise
the identity of the Leased Property (including by adding thereto) as necessary in order to
accomplish the purposes of this Resolution. Whenever in this Resolution any officer of the City
is authorized to execute or countersign any document or take any action, such execution,
countersigning or action may be taken on behalf of such officer by any person designated by such
officer to act on his or her behalf in the case such officer is absent or unavailable.
Section 8. Effective Date. This Resolution shall take effect immediately upon its passage
and adoption.
BE IT FURTHER RESOLVED that the City Manager is hereby authorized to make
adjustments to the following CIPs, to account for the changes required by the Energy Efficiency
Capital Improvement Project, including GI0221 (Resiliency and Disaster Preparedness
Improvements), GI0521 (Library Tenant Improvements), GI0321 (Solar Canopies at the Wave),
ST0417 (Dublin Ranch Street Light Improvements), GI0121 (Citywide Energy Improvements);
and
BE IT FURTHER RESOLVED that the City Manager is hereby authorized to make a budget
adjustment to provide appropriations for the first debt service payment anticipated to be made by
June 30, 2022, in an estimated amount of $975,720, once the lease revenue bonds have been
sold and the actual debt service payment has been finalized.
PASSED, APPROVED, AND ADOPTED this 21st day of September 2021, by the following vote:
AYES: Councilmembers Hu, Josey, Kumagai, McCorriston and Mayor Hernandez
NOES:
ABSENT:
ABSTAIN:
Mayor
ATTEST:
City Clerk
360
Citywide Energy Improvements
Overview
Request Owner Michael Boitnott, Capital
Improvement Program Manager
Department Public Works
Type Capital Improvement
Project Type General Improvements
Project Number GI0121
Project Location
Description
This project provides for the planning (Investment Grade Audit), design, and construction of various energy upgrades,
efficiency improvements, lighting upgrades, energy generation, solar photovoltaic (PV) systems, and energy storage projects
at facilities, parks, street rights-of-way, and other City-owned properties. The project upgrades exterior lighting and controls
at Mape Memorial Park, Alamo Creek Park, Ted Fairfield Park, Bray Commons Park, Dolan Park, Emerald Glen Park, Fallon
Sports Park, Heritage Park, and Shannon Park, as well as interior and exterior lighting and controls at the Library, Corporation
Yard, Heritage Park and Museums, Shannon Community Center, The Wave, and Fire Stations 16, 17, and 18. The project also
includes the conversion of approximately 1,626 streetlights to LED in Streetlight Assessment District 1999-1. The project will
also upgrade various mechanical, HVAC, and controls at the Library, Senior Center, Heritage Park and Museums, The Wave,
and Fire Stations 16, 17, and 18.
Furthermore, renewable, resiliency, and disaster preparedness improvements to prepare for future PG&E Public Safety Power
Shutoff events and other emergency events will be provided. The improvements include back-up generators at the Library,
Shannon Community Center, Civic Center, and Fire Stations 16, 17, and 18, as well as battery back-up or hydrogen fuel cells at
22 major street intersections throughout the city. These improvements also include solar PV and electric vehicle charging at
Dublin Sports Grounds and the Public Safety Complex, solar PV with battery energy storage systems at the Civic Center, The
Wave, Corporation Yard, and the Senior Center, and solar PV at the Library, Fallon Sports Park, and Fire Stations 17 and 18.
These improvements replace portions of the roof for the new solar PV and replacement HVAC systems at the Library as well
as reconfiguration of the parking lot to support the additional solar PV canopies at the Civic Center.
Details
Type of Project:New Construction
Citywide Energy Improvements
2026-2031 Five-Year Capital Improvement Program | Dublin Page 15
Attachment 5
361
Capital Cost
FY2027 Budget
$0
Total Budget (all years)
$0
Project Total (to date)
$25.5M
Funding Sources
FY2027 Budget
$0
Total Budget (all years)
$0
Project Total (to date)
$25.5M
Project Timeline
●07/1/2025
The project was in various stages of design or construction.
●07/1/2026
The project is substantially complete except for the improvements at the Civic Center, which are
anticipated to be complete in 2027.
Detailed Breakdown
Category Historical
Budgeted
FY2027
Requested
FY2028
Requested
FY2029
Requested
FY2030
Requested
FY2031
Requested
Future
Budgeted Total
9100 - Salaries & Benefits $84,406 $0 $0 $0 $0 $0 $0 $84,406
9200 - Contract Services $412,514 $0 $0 $0 $0 $0 $0 $412,514
9400 - Repairs/Improvements $25,016,850 $0 $0 $0 $0 $0 $0 $25,016,850
9500 - Miscellaneous $500 $0 $0 $0 $0 $0 $0 $500
Total $25,514,270 $0 $0 $0 $0 $0 $0 $25,514,270
Detailed Breakdown
Category Historical
Budgeted
FY2027
Requested
FY2028
Requested
FY2029
Requested
FY2030
Requested
FY2031
Requested
Future
Budgeted Total
1001 - General Fund $2,497,420 $0 $0 $0 $0 $0 $0 $2,497,420
2705 - Street Light District East Dublin 1999-1 $860,776 $0 $0 $0 $0 $0 $0 $860,776
6205 - Internal Service Fund - Facilities
Replacement
$1,500,000 $0 $0 $0 $0 $0 $0 $1,500,000
7102 - Energy Improve. Lease Bond $20,656,074 $0 $0 $0 $0 $0 $0 $20,656,074
Total $25,514,270 $0 $0 $0 $0 $0 $0 $25,514,270
Citywide Energy Improvements
2026-2031 Five-Year Capital Improvement Program | Dublin Page 16 362
Attachment 6
Budget Change Reference #:
From Un-Appropriated Reserves Budget Transfer Between Funds
From Designated Reserves Other X
Account Amount Account Amount
GI0521.1101 ($1,000,000)GI0121.1101 $1,000,000
GI0121.6205 ($1,000,000)GI0521.6205 $1,000,000
GI0120.1101 ($500,000)GI0121.1101 $500,000
GI0121.6205 ($500,000)GI0120.6205 $500,000
7/21/2026
EXPENDITURES: - Citywide Energy Improvement
Project - (GI0121): Funding Source - ISF Facility
Replacement
As Presented at the City Council Meeting
EXPENDITURES: - Citywide Energy Improvement
Project - (GI0121): Funding Source -
EXPENDITURES: - Dublin Arts Center - (GI0120): Funding
Source - ISF Facility Replacement
**********Finance Use Only**********
CITY OF DUBLIN
REASON FOR BUDGET CHANGE
FISCAL YEAR 2026-27
BUDGET CHANGE FORM
DECREASE BUDGET AMOUNT INCREASE BUDGET AMOUNT
EXPENDITURES: - Citywide Energy Improvement Project -
(GI0121): Funding Source - General Fund Reserves
EXPENDITURES: - Library Tenant Improvements -
(GI0521): Funding Source - General Fund Reserves
City Council's Approval Required
EXPENDITURES: - Dublin Arts Center - (GI0120):
Funding Source - General Fund Reserves
EXPENDITURES: - Citywide Energy Improvement Project -
(GI0121): Funding Source - General Fund Reserves
EXPENDITURES: - Library Tenant Improvements - (GI0521):
Funding Source - ISF Facility Replacement
363
Budget Change Reference #:
FISCAL YEAR 2026-27
BUDGET CHANGE FORM
City Council's Approval Required
Posted By:Date:
364