EXHIBIT F. FAITHFUL PERFORMANCE BOND SOLAR... · Web viewContractor acknowledges that it has examined the prevailing rate of per diem wages as established by the U.S. Department of

CONTRACT BETWEENTHE CITY OF ELK GROVE

AND___________________________________

FOR DESIGN, INSTALLATION, COMMISSIONING, MONITORING, AND MAINTENANCE OF MULTIPLE TURNKEY FACILITIES RELATED TO A SOLAR PHOTOVOLTAIC (PV) SYSTEMS AT DISTRICT 56 PROJECT (WCE028) PUBLIC

WORKS PROJECT

This Contract for the Sale of Goods and Services (“Contract”) is made and entered into this _____ day of __________________ 20__ (“Effective Date”) by and between the City of Elk Grove, a municipal corporation (“City”), and __________________, a _______________ (“Contractor”).

RECITALS

A. Contractor proposes to provide to City design, installation, commissioning, monitoring and maintenance of multiple turnkey solar photovoltaic systems (“Goods”) at the District56 site (“Services”), a more detailed description of the Services and Goods is described on Exhibit A (Scope of Work), which is attached hereto and incorporated herein by reference; and,

B. City agrees to accept the Goods and Services from Contractor, subject to the terms and conditions of this Contract.

NOW, THEREFORE, in consideration of the mutual covenants and promises of City and Contractor contained herein and the receipt of good and valuable consideration, the receipt of which is hereby acknowledged, City and Contractor hereby agree as follows:

AGREEMENT

1. Recitals and Exhibits . The above Recitals and Exhibits identified herein, are true and correct and incorporated into this Contract by reference.

2. Purchase and Sale . Contractor agrees to provide and City agrees to accept the Goods and Services pursuant to the terms and conditions set forth in this Contract.

3. Price . The Contractor shall be paid monthly for the actual fees, costs and expenses for the time and materials required and expended, and approved by the City’s Public Works Director or his/her authorized representative, at the rates set forth on Attachment B.2 – Pricing Proposal and Production Form minus a five percent retention to ensure completion of the Project, but in no event shall total compensation exceed ________________________, including all applicable sales tax which shall be itemized on the invoice sent to City, without the Public

Attachment C.1 Example Contract and Supporting Documents

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Works Director’s prior written approval. Said amount shall be paid upon submittal of a monthly invoice showing completion of the tasks that month, including the services rendered, the costs incurred for materials that are installed, the person(s) rendering performed services, the amount of time spent by such person(s), and the applicable hourly rate. If Contractor’s performance is not in conformity with the Scope of Work or Schedule of Performance, payments may be delayed or denied, unless otherwise agreed to by the City’s Public Works Director or his/her authorized representative in writing.

4. Prevailing Wage. Contractor acknowledges that it has examined the prevailing rate of per diem wages as established by the U.S. Department of Housing and Urban Development and the California Director of Industrial Relations. The Contractor agrees to pay workers not less than the applicable prevailing rate of per diem wages.

a. Contractor shall keep an accurate payroll record which shows the name, address, social security number, correct work classification (in accordance with the wage decision), both straight and overtime worked each day and week, and hourly rate of pay, gross wages earned, deductions made and net wages paid to each journeyman, apprentice (attention shall be directed to California Labor Code Section 1777.5 for compliance), worker or other employee paid by the Contractor/subcontractor in connection with the Work.

b. These payroll records shall be certified and shall be made available at Contractor’s principal office. These records shall be maintained during the course of the Work. The Contractor and all subcontractors shall make the certified payroll records available for inspection by City representatives upon request and shall permit such representatives to interview employees during the Work hours on the job site.

c. The City shall notify the Contractor in writing of any discrepancies or violations that are discovered during such inspections. Written notification pursuant to this Section shall include the actions that will be necessary to resolve the discrepancies and/or violations. The Contractor shall be held entirely responsible for the prompt resolution of all non-compliances with the prevailing wage laws, including those pertaining to all subcontractors and any lower-tier subcontractors.

d. In order to bid on or to be listed on the bid proposal for this Public Works Project all Contractors and subcontractors shall be registered with the Department of Industrial Relations and be qualified to perform Public Work pursuant to Section 1725.5 of the California Labor Code. Unregistered Contractors may still submit bids provided the bid is authorized by 7029.1 of the Business and Professions Code or by either section 10164 and 20103.5 of the Public Contract Code and Contractors register with the Department of Industrial Relations to perform Public Work pursuant to California Labor Code Section 1725.5 at the time the Contract is awarded. Subcontractors shall be registered prior to bid opening or within 24 hours of bid opening and paid the required penalty registration fees. DIR registration is not required on Projects that do not exceed $25,000.


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e. The Project will not be accepted as complete by the City nor final payment made until all items of non-compliance are corrected or until appropriate provision is made by depository agreement to assure the ultimate resolution and payment of any back wages that may be found due.

5. Term . This Contract shall be effective as of the date executed by the Parties and approved as to form by the City Attorney and shall terminate at time of acceptance by the City of the Project as complete, unless earlier terminated pursuant to Section 6 of this Contract. Section 11 and 12 shall survive termination and expiration of this Contract.

6. Schedule of Performance . Contractor shall complete all Work to be completed under the Scope of Work in accordance with the Schedule of Performance, attached hereto and incorporated herein by reference as Exhibit C.

7. Termination . This Contract may be terminated by City, at no additional cost to City, with or without cause, provided that City’s Public Works Director or his/her authorized representative gives not less than thirty (30) Calendar Days’ written notice (delivered by certified mail, return receipt requested) of intent to terminate.

The City’s Public Works Director or his/her authorized representative may temporarily suspend this Contract, at no additional cost to City, provided that Contractor is given written notice (delivered by certified mail, return receipt requested) of temporary suspension. If City’s Public Works Director or his/her authorized representative gives such notice of temporary suspension, Contractor shall immediately suspend its activities under this Contract. A temporary suspension may be issued concurrent with the notice of termination provided for in this section.

Notwithstanding any provisions of this Contract, Contractor shall not be relieved of liability to City for damages sustained by City by virtue of any breach of this Contract by Contractor, and City may withhold any payments due to Contractor until such time as the exact amount of damages, if any, due City from Contractor is determined.

In the event of termination, Contractor shall be compensated as provided for in this Contract.

8. Inspection and Acceptance . The Goods and Services shall be received by City subject to City’s reasonable inspection, testing, approval, and acceptance of the Goods and Services. If the Goods are rejected by the City’s Public Works Director or his/her authorized representative as nonconforming, City may return the Goods to Contractor at Contractor’s risk and expense, and the Goods shall not be replaced or repaired by Contractor without written authorization from City’s Public Works Director or his/her authorized representative. If the Services are rejected by the City as nonconforming, Contractor may cure the nonconformance at Contractor’s risk and expense within fifteen (15) Calendar Days’ notice by City of the nonconformance. Upon written notice to City that the Goods have been installed or Services completed, City shall have thirty (30) Calendar Days to inspect and accept the Goods and Services.


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9. Title/Risk of Loss . Title, ownership, and risk of loss or damage of the Goods shall remain with Contractor until the Goods are delivered to, installed, inspected and accepted by City, except when such loss or damage is due to the fault or negligence of City. Once accepted by the City’s Public Works Director or his/her authorized representative, title, ownership, and risk of loss shall transfer to City.

10. Workers’ Compensation . For all installation, maintenance or other Work related to the Services performed by Contractor in conjunction with this Contract, Contractor shall maintain Workers’ Compensation insurance as required by California law.

11. Indemnity and Litigation Cost .

(a) Promptly upon execution of the Contract, the Contractor specifically obligates himself and hereby agrees to protect, hold free and harmless, defend and indemnify the City, the Engineer and his consultants, and each of their officers, employees and agents, from any and all liability, penalties, costs, losses, damages, expenses, causes of action, claims or judgments, including attorney's fees, which arise out of or are in any way connected with the Contractor's, or his subcontractors' or suppliers', performance of Work under this Contract or failure to comply with any of the obligations contained in the Contract. This indemnity shall imply no reciprocal right of the Contractor in any action on the contract pursuant to California Civil Code section 1717 or section 1717.5. To the fullest extent legally permissible, this indemnity, defense and hold harmless agreement by the Contractor shall apply to any and all acts or omissions, whether active or passive, on the part of the Contractor or his agents, employees, representatives, or Subcontractor’s agents, employees and representatives, resulting in claim or liability, irrespective of whether or not any acts or omissions of the parties to be indemnified hereunder may also have been a contributing factor to the liability, except such loss or damage which was caused by the active negligence, the sole negligence, or the willful misconduct of the City , as determined by a Court of competent jurisdiction. Unless and until such judicial determination is made, or as otherwise agreed by the parties, Contractor shall remain obligated to defend, indemnify, and hold harmless the City, its officers, officials, employees, volunteers, and agents pursuant to this Agreement. The provisions of this section shall survive termination, expiration, or suspension of Contract.

(b) In any and all claims against the City, the Engineer and each of their consultants, officers, employees and agents by any employee of the Contractor, any Subcontractor, anyone directly or indirectly employed by any of them, or anyone for whose acts any of them may be liable, the indemnification obligation under this Section shall not be limited in way by any limitation on the amount or type of damages, compensation or benefits payable by or for the Contractor or any Subcontractor under Workers' Compensation statutes, disability benefit statutes or other employee benefit statutes.

12. Warranties . Except as otherwise stated herein, Contractor warrants that the Goods and Services, including any component or replacement parts, furnished, manufactured or provided by Contractor shall be free from defects in material and workmanship for life, provided


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that the City owns the Goods. All Goods and Services with such defects shall be replaced by Contractor at no charge to the City, and all associated labor and installation expenses for defective. Any additional warranties provided by law, including, but not limited to, the warranty of merchantability and warranty of fitness for a particular purpose shall remain in full force and effect and inure to the benefit of City. City reserves all rights and remedies provided by law for breach of any applicable warranty related to the Goods.

(a) For all Contracts twenty-five thousand dollars ($25,000) or greater, the Contractor shall provide a Faithful Performance Bond and Payment Bond both issued by an approved surety equal to one hundred percent (100%) of the Contract. See Exhibit F for Faithful Performance and Exhibit G Payment Bond forms.

13. Insurance . Prior to commencement of any Work under this Contract, Contractor shall provide and maintain in effect during the term of this Contract evidence of insurance coverage as set forth in Exhibit D. Attached hereto and incorporated herein by reference. These insurance requirements are summarized as follows:

Furthermore, Contractor/Contractor shall certify its compliance with Labor Code Section 3700 in the form attached hereto and incorporated by reference, as Exhibit E.

14. Evidence of Insurance Coverage . Contractor/Contractor or its insurance broker shall deliver the required proof of insurance compliance, consisting of Insurance Services Office (ISO) endorsement forms or their equivalent and the ACORD form 25-S certificate of insurance (or its equivalent), evidencing all required coverage to City. City may designate an insurance certificate processor (“Processor”) to accept and process Contractor/Contractor’s proof of insurance. Contractor/Contractor shall deliver copies of the actual insurance policies, renewals, or replacements directly to City or Processor upon their request.

15. Remedies . In the event of a material breach of this Contract by Contractor, City may avail itself of any other right and remedies available at law or in equity. Nothing herein shall limit City’s rights to seek any available remedy including, but not limited to, damages and/or equitable relief, in a court of competent jurisdiction.

16. Compliance with Laws . Contractor shall comply with all applicable governmental laws, the City Municipal Code, rules, regulations, City of Elk Grove Standard Construction Specifications, State Standard Specifications programs, plans, and orders in the performance of this Contract. Attention is directed specifically to Section 1735 of the Labor Code, which reads as follows: A contractor shall not discriminate in the employment of persons upon public works on any basis listed in subdivision (a) Section 12940 of the Government Code, as those bases are defined in Sections 12926 and 12926.1 of the Government Code, except as otherwise provided in Section 12940 of the Government Code. Every contractor for public works who violates this section is subject to all the penalties imposed for a violation of this chapter.

(a) The Contractor is an independent Contractor and shall, at the Contractor’s sole cost and expense, comply with all laws, rules, and regulations of all governing bodies having jurisdiction over the Work, obtain all necessary permits and


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licenses thereof, pay all manufacturers’ taxes, sales taxes, use taxes, processing taxes, and all federal and state taxes, insurance and contributions for social security and unemployment which are measured by wages, salaries or any remuneration paid to Contractor’s employees, whether levied under existing or subsequently enacted laws, rules or regulations. The Contractor shall also pay all property tax assessments on materials or equipment used until accepted by the City. If any discrepancy or inconsistency is discovered in the Plans or Specifications, or in this Contract in relation to any such law, rule, regulation, order or decree, the Contractor shall immediately report the same to the Engineer in writing. Contractor shall also protect, defend and indemnify the City, the Engineer, and all of the City’s officers, agents, and servants against any claim or liability arising from this Contract including but not limited to the violations of any such law, rule, Code, regulation, order or decree or any claim for damages received by the City from a third party, whether such act or omission was done by the Contractor himself, his employees or his subcontractors. Particular attention is called to the following:

(b) Without limitation, materials furnished and performance by Contractor hereunder shall comply with Safety Orders of the Division of Industrial Safety, State of California, Federal Safety regulations of the Bureau of Labor, Department of Labor; and any other applicable Federal regulations.

(c) The Contractor, upon request shall furnish evidence satisfactory to the City and Engineer that any or all of the foregoing obligations have been or are being fulfilled. The Contractor warrants to the City that he is licensed by all applicable governmental bodies to perform this Contract and will remain so licensed throughout the progress of the Work, and that he has, and will have, throughout the progress of the Work, the necessary experience, skill and financial resources to enable him to perform this Contract.

(d) Contractor is required to ensure that material safety data sheets (MSDS’s) for any material requiring a material safety data sheet pursuant to any federal or state law are available in a readily accessible place on the Project premises. Contractor is also required to ensure (i) the proper labeling of any substance brought onto the Project premises by Contractor or any subcontractors, and (ii) that the person(s) working with the material, or within the general area of the material, are appropriately informed about the hazards of the substance and follow proper handling and protection procedures.

(e) Contractor is required to comply with the provisions of California Health and Safety Code section 25249 et seq. (Prop. 65), which requires the posting and giving of notice to persons who may be exposed to any chemical known to the State of California to cause cancer.

17. Notice of Material Change in Business . In the event of a material change in Contractor’s business, written notice shall be given to City of the proposed change. City’s Public Works Director or his/her authorized representative may, in its sole discretion, may reject the proposed change. Any amendments to the Contract shall be made incompliance with section


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19 of this Contract. A material change in business must comply with all applicable laws, ordinances, codes, rules, regulations, programs, plans, and orders in the performance of this Contract.

18. Notices . All notices, requests, demands, and other communications required to or permitted to be given under this Contract shall be in writing and shall be conclusively deemed to have been duly given (a) when hand delivered to the other party; (b) when received if sent by telex or facsimile at the address and number set forth below; (c) three (3) business days after the same have been deposited in a United States Post Office with certified mail, return receipt requested, postage prepaid and addressed to the parties as set forth below; or (d) the next business day after same have been deposited with a national overnight delivery service reasonably approved by the parties (Federal Express, Golden State Couriers, and DHL WorldWide Express being deemed approved by the parties), postage prepaid, addressed to the parties as set forth below with next-business-day delivery guaranteed:

TO CONTRACTOR: ____________________________________________________________________________________________________________________________________________

TO CITY: CITY OF ELK GROVEAttn: City Engineer 8401 Laguna Palms WayElk Grove, CA 95758Telephone: (916) 478-2256

A party may change or supplement the addresses given above, or designate additional addresses, for purposes of this section by giving the other parties written notice of the new address in the manner set forth above.

19. Notice to Proceed . Prior to commencing Work under this Contract, Contractor shall receive a written “Notice to Proceed” from City. A Notice to Proceed shall not be issued until all necessary certificates and bonds have been received. City shall not be obligated to pay Contractor for any goods or services provided prior to issuance of the Notice to Proceed.

20. Entire Agreement . This Contract contains the entire agreement between City and Contractor in connection with the transaction contemplated hereby and the subject matter hereof and this Contract supersedes and replaces any and all prior and contemporaneous agreements, understandings, and communications between the parties, whether oral or written, with regard to the subject matter hereof or any course of dealing, course of performance, or usage of the trade. Parol evidence shall be inadmissible to show agreement by and between City or Contractor to any term or condition contrary to or in addition to the terms and conditions contained in this


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Contract. Both parties acknowledge that each has not relied on any promise, representation or warranty, express or implied, not contained in this Contract.

21. Changes in the Work .

(a) The City may, at any time, by written order, make changes in the Work as deemed necessary by the Engineer. Such changes include, but are not limited to, changes:

(1) In the Specifications or Plans:

In the sequence, method or manner of performance of the Work;

In the owner-furnished facilities, equipment, materials, services or site; or

Directing acceleration of the Work.

If such changes cause an increase or decrease in the Contractor's cost of, or time required for, performance of the Contract, an equitable adjustment will be made and the Contract modified in writing accordingly.

(2) Change Orders

A change pursuant to this Section 23 shall be in the form of a Contract Change Order which will set forth the Work to be done or the method by which the change and cost adjustment, if any, will be determined, and the time of completion of the Work.

Upon receipt of a Contract Change Order, the Contractor shall proceed with the ordered Work. If ordered in writing by the Engineer, the Contractor shall proceed with the Work so ordered prior to actual receipt of a Contract Change Order. A Contract Change Order executed by the Contractor and approved by the Engineer is an executed Contract Change Order as that term is used throughout this Section.

(3) Change Order Protests

A Contract Change Order may be issued to the Contractor at any time. Should the Contractor disagree with any terms or conditions set forth in a Contract Change Order which he has not executed, he shall submit a written protest to the Engineer within fifteen (15) Calendar Days after the receipt of such Contract Change Order. The protest shall state the points of disagreement and, if possible, the quantities and cost involved. The Engineer shall review all protests and shall provide a written response stating what is disputed or undisputed about the protest. If a written protest is not submitted, payment will be made as set forth in the Contract Change Order. Such payment shall constitute full compensation for all Work included therein or required thereby. Such unprotested Contract Change Orders shall be considered as executed Contract Change Orders.

Where the protest concerning a Contract Change Order relates to compensation, the compensation payable for all Work specified or required by said Contract Change Order to which such protest relates will be determined in the same manner as provided in Section 23, Part (a)(3). The Contractor shall keep full and complete records of the cost of such Work and shall


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permit the Engineer to have such access thereto as may be necessary to assist in the determination of the compensation payable for such work. Where the protest concerning a Contract Change Order relates to the adjustment of time and the completion of the Work, the time to be allowed therefore will be determined as provided in this Section.

The consent of the Contractor's sureties shall not be required as to any change or Extra Work, and the liability of the Contractor's Bonds shall be increased or decreased accordingly without notice to the sureties.

22. Procedures and Allowable Costs on Changes and Additions to Work

(a) Forms of Payment

If the change in, or addition to, the Work will result in an increase in the Contract sum, the City shall have the right to require the performance thereof. The compensation to be paid for any such Work shall, in the City’s sole discretion, be determined in one or more of the following ways:

(1) By agreed unit prices, if unit prices are required by the City’s bid form and provided with contractor’s bid;

(2) By proposal and acceptance of an agreed upon lump sum; or

(3) On a time and materials basis.

Until one of the above methods is agreed on, or if the Work is to be paid for on a time and materials basis, the Contractor shall keep full and complete records of the cost of such Work in the form and manner prescribed by the Engineer and shall permit the Engineer to have access to such records as may be necessary to assist in the determination of the compensation payable for such work.

Markups for overhead and profit on labor, equipment, and material costs shall not exceed 15%. If the entity or entities actually performing the Work are Subcontractors or Sub-subcontractors, the Contractor shall be allowed five percent (5%) of the total charge of the performing entity or entities (including mark-up) as Contractor’s mark-up. No other mark-ups shall be allowed. For Work compensated on a time and materials basis The Contractor shall submit to the City daily Work and material tickets, to include the identification number assigned to the change in the Work, the location and description of the change in the Work, the classification of labor employed (and names and social security numbers), the material used, the equipment rented (not tools) and such other evidence of cost as the City may require. The City may require authentication of all time and material tickets and invoices by persons designated by the City for such purpose. The failure of the Contractor to secure any required authentication shall, if the City elects to treat it as such, constitute a waiver by the Contractor of any claim for the cost of that portion of the Change in the Work covered by a non-authenticated ticket or invoice; provided, however, that the authentication of any such ticket or invoice by the City shall not constitute an acknowledgment by the City that the items thereon were reasonably required for the Change in the Work.


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It is expressly agreed that the Contractor shall not be entitled to claim damages for anticipated profits on any portion of the Work that may be deleted. The City reserves the right to contract with any person or firm other than the Contractor for any or all Extra Work.

(4) Unilateral Change in or Addition to the Work

Notwithstanding the above, the City, directly or through the Engineer, may direct the Contractor in writing to perform changes in or additions to the scope of the Contract. The Contractor shall perform such Work and the parties shall proceed pursuant to the provisions of this Section 24.

(5) Changes in Character of Work

If an ordered change in the Plans or Specifications materially changes the character of the Work of a Contract item from that upon which the Contractor based his bid price, and if the change increases or decreases the actual unit costs of such changed item as compared to the actual or estimated unit cost of performing the Work of the item in accordance with the Specifications and Plans originally applicable thereto, in the absence of an executed Contract Change Order specifying the compensation payable, an adjustment in compensation shall be made in accordance with the following:

The basis of such adjustment in compensation will be the difference between the Contract unit-price to perform the Work of the item or portion thereof involved in the change as originally planned and the actual unit cost of performing the Work of said item or portion thereof involved in the change, as changed. Actual unit costs will be as agreed upon by the Contractor and the Engineer. If they cannot agree or if there is no unit-price for the subject Work, then the costs of the Work will be determined by the Engineer in the same manner as if the Work were to be paid for on a time and materials basis as provided in Section 24. Any such adjustment will apply only to the portion of the Work of the item actually changed in character.

Failure of the Engineer to recognize the change in character of the Work at the time the Contract Change Order is issued shall in no way be construed as relieving the Contractor of his duties and responsibility of filing a written protest within the fifteen (15) Calendar Day limit as hereinabove provided.

(6) Differing Site Conditions

The Contractor shall promptly, and before the following conditions are disturbed, notify the City in writing of any:

(a) Material that the Contractor believes may be material that is hazardous waste, as defined in Section 25117 of the Health and Safety Code, that is required to be removed to a Class I, Class II, or Class III disposal site in accordance with provisions of existing law; or

Subsurface or latent physical conditions at the Site differing from those indicated in the Contract Documents; or


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(b) Unknown conditions at the Site of any unusual nature, different materially from those ordinarily encountered and generally recognized as inherent in work of the character provided for in the Contract.

The Engineer shall thereupon promptly investigate the conditions. If the Engineer finds that they do involve hazardous waste, or do materially differ and cause any decrease or increase in the Contractor’s cost of time of performance, he or she will issue a change order as appropriate. Any increase or decrease of cost resulting from such changes shall be adjusted in the manner provided in Section 24, Part (a)(5) for adjustments as to extra and/or additional work and changes. However, neither the City nor the Engineer shall be liable or responsible for additional work, costs or changes to the Work due to material difference between actual conditions and any geotechnical, soils and other reports, surveys and analyses made available for the Contractor’s review. In the event that a dispute arises between the City and the Contractor, whether the conditions materially differ, or involve hazardous waste, or cause a decrease or increase in the Contractor’s cost of, or time required for, performance of any part of the Work, the Contractor shall not be excused from any scheduled completion date provided by the Contract, but shall proceed with all work to be performed under the Contract, and the procedures applicable to claims for extra costs shall then apply.

(7) Claims

The submission of a claim in conformance with the claim procedures in the Contract is a condition precedent to any action by the Contractor against the City. A claim is defined as a separate demand by the contractor, sent by registered mail or certified mail with return receipt requested, for (i) a time extension, (ii) payment of money or damages arising from work done by or on behalf of the contractor pursuant to the contract for a public work and payment of which is not otherwise expressly provided for or the claimant is not otherwise entitled to, or (iii) an amount the payment of which is disputed by the City.

(a) Notice of Potential Claims

(1) It is hereby mutually agreed that the Contractor shall not be entitled to the payment of any additional compensation for any cause, including any act, or failure to act, by the Engineer, or the happening of any event, thing or occurrence, unless the Contractor provides the Engineer with written notice of the potential claims as hereinafter specified. Compliance with this section, however, shall not be a prerequisite as to matters within the scope of the protest provisions in Section 23, Part (a)(3).

(2) The written notice of potential claims shall set forth the reasons for which the Contractor believes additional compensation will or may be due, the nature of the costs involved, and, insofar as possible, the amount of the potential claim. The notice as required above shall be given to the Engineer prior to the time that the Contractor commences performance of the Work giving rise to the potential claim for additional compensation, if based on an act or failure to act by the Engineer, or in all other cases within fifteen (15) Calendar Days after the happening of the event, thing or occurrence giving rise to the potential claim.


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(b) Claim Resolution

Resolution of all claims arising under this Contract shall be resolved pursuant to Section 9204 of the Public Contract Code and as described herein.

(1) The Contractor may submit a claim to the Engineer concerning any matter for which a protest under Section 23, Part (a)(3), or a notice of potential claim, is filed. Such claims shall be submitted to the Engineer within sixty (60) Calendar Days following the submission of said protest or notice, unless, due to the nature of the claim or the uncompleted state of the Work, it is impracticable to determine the amount or the extent of the claim within such period. In such cases, claims shall be submitted at the earliest practicable time in which such a determination can be made.

All claims shall be in writing, sent by registered mail or certified mail with return receipt requested, and shall set forth clearly and in detail, for each item of additional compensation claimed, the reasons for the claim, reference to applicable provisions of the Specifications, the nature and the amount of the cost involved, the computations used in determining such costs, all pertinent factual data and all the documents necessary to substantiate the claim. The Contractor shall maintain complete and accurate records of the cost or any portion of the Work for which additional compensation is claimed, and shall provide the Engineer with copies thereof, as required.

(2) The City will respond in writing to all claims within 45 days of receipt of the claim. The City’s response shall identify what portion of the claim is disputed and what portion is undisputed.

(c) Contractor’s Duty During Claim Resolution

The Contractor shall proceed with the Work in accordance with the plans and specifications and determinations and instructions of the Engineer during the resolution of any claims disputes.

(8) Third Party Claims

Should the City receive any third party claim to the Contract, it will timely notify Contractor. City may recover cost of notification (California Public Contract Code Section 9201).

(9) Disputes

Except as otherwise specifically provided in the Contract Documents or unless governed by Section 9204 of the Public Contract Code, the Engineer will initially decide all disputes of the Contractor arising under and by virtue of the Contract. Such dispute will be processed and decided by the Engineer as soon as practicable after its submission and the submission or availability of any additional information necessary to its decision. If the Contractor is dissatisfied with the Engineer’s decision, the Contractor may, within 15 days from the date of the Engineer's decision, follow the procedures set forth in this Section 23, Part (a)(3).


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If the Contractor fails to follow the procedures set forth in this Section 23, Part (a)(3) within the period proscribed, then the Engineer’s decision shall be final, conclusive and binding on the Contractor.

25. Assignment. Contractor shall not delegate or subcontract any duties or assign any rights or claims under this Contract without the City’s Public Works Director or his/her authorized representative prior written consent.

26. Severability . If any term or provision of this Contract shall, to any extent, be held invalid or unenforceable, the remainder of this Contract shall not be affected.

27. Waivers . A waiver or breach of a covenant or provision in this Contract shall not be deemed a waiver of any other covenant or provision in this Contract and no waiver shall be valid unless in writing and executed by the waiving party. An extension of time for performance of any obligation or act shall not be deemed an extension of the time for performance of any other obligation or act.

28. Construction . The section headings and captions of this Contract are, and the arrangement of this instrument is, for the sole convenience of the parties to this Contract. The section headings, captions, and arrangement of this instrument do not in any way affect, limit, amplify, or modify the terms and provisions of this Contract. The singular form shall include plural, and vice versa. Unless otherwise indicated, all references to sections are to this Contract. All exhibits referred to in this Contract are attached hereto and incorporated herein by this reference.

29. Drafting . City and Contractor acknowledge and agree that this Contract has been negotiated at arm’s length, that each party has been represented by independent counsel and/or has had an opportunity to consult with and be represented by independent counsel, that this Contract is deemed to be drafted by both parties, that no one party shall be construed as the drafter of this Contract, and that any rule of construction that ambiguities are to be construed against the drafter shall not apply in the interpretation or construction of this Contract.

30. Counterparts . This Contract may be executed in one or more counterparts. Each shall be deemed an original and all, taken together, shall constitute one and the same instrument.

31. Time of the Essence . Contractor and City hereby acknowledge and agree that time is strictly of the essence with respect to each and every term, condition, obligation, and provision hereof, particularly, and without limitation of factors contributing to the need for timely compliance of this Contract.

32. Successors . This Contract shall inure to the benefit of and shall be binding upon the parties to this Contract and their respective heirs, successors in interest, and assigns. This Contract may only be assigned upon written approval and agreement of the parties, which


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approval will not be unreasonably withheld. Any purported assignment of this Contract without the prior written approval of all parties shall be null and void.

33. Governing Law . The parties acknowledge that this Contract has been negotiated and entered into in the State of California, County of Sacramento. The parties agree that this Contract shall be governed by, interpreted under, and construed and enforced in accordance with the laws of the State of California. Venue for any action or proceeding relating to or arising out of this Contract shall be in the County of Sacramento.

34. No Third Party Beneficiary Rights . This Contract is entered into for the sole benefit of City and Contractor. No other parties are intended to be direct or incidental beneficiaries of this Contract and no third party shall have any right in, under or to this Contract.

35. No Joint Venture, Partnership or Other Relationship Created . The relationship between City and Contractor is that solely of a Contractor and City and no joint venture, partnership or other relationship is created or implied by this Contract.

36. Conflict of Interest . Contractor certifies that it has disclosed to City any actual, apparent, or potential conflicts of interest that may exist relative to the services to be provided pursuant to this Contract. Contractor agrees to advise City of any actual, apparent or potential conflicts of interest that may develop subsequent to the date of execution of this Contract. Contractor further agrees to complete any statements of economic interest if required by either City ordinance or State law.

37. Licenses, Permits, and Other Approvals . Contractor represents and warrants to City that it has all licenses, permits, qualifications and approvals of whatsoever nature legally required for Contractor to practice its profession and perform the work described herein. Contractor represents and warrants to City that Contractor shall, at its sole cost and expense, obtain and/or keep in effect at all times during the term of this Contract any licenses, permits, and approvals which are legally required for Contractor to practice its profession at the time the services are performed.


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IN WITNESS WHEREOF, the parties hereto have executed this Contract in Elk Grove, California, by affixing their signatures below, and this Contract shall be deemed effective as of the date on which each of the parties execute this Contract as indicated by the dates below. In the event that the parties do not execute this Contract on the same date, the effective date of this Contract shall be the latest date on which one of the parties executes this Contract.

CONTRACTOR

Dated: _______________, 20__ By: ____________________________________Contractor’s Name, Title

CITY OF ELK GROVE

Dated: __________________, 20__ By: ____________________________________Jason Behrmann, City Manager

APPROVED AS TO FORM:

___________________________________________Jonathan P. Hobbs, City Attorney Date

ATTEST:

____________________________________________Jason Lindgren, City Clerk Date


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EXHIBIT A. SCOPE OF WORK AND DESIGN SPECIFICATIONS

All Work shall be performed in accordance with Scope of Work, design specifications as incorporated into this Scope of Work and these Technical Specifications. Components of the Work not addressed by Scope of Work shall be performed in accordance with the Standard Construction Specifications issued by the City of Elk Grove, dated October 2018, hereinafter referred to as the Standard Construction Specifications and expressly incorporated herein by this reference. For components of the Scope of Work not addressed in the Standard Construction Specifications, these components shall be performed in accordance with the Standard Specifications issued by the State of California Business and Transportation Agency, Department of Transportation, dated 2015, hereinafter referred to as the Standard Construction Specifications and expressly incorporated herein by this reference. In the event of a conflict between the Contract, Sections 1 through 9 of the Standard Construction Specifications, and Section 1 through 9 of the State Standard Specifications the Contract shall control.

The Scope of Work shall be performed in accordance with this Contract, Supplemental Information, Exhibits, Plans and other Contract documents.


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Project Scope of Work: The Project shall result in the design, procurement and installation of an all ground mounted solar PV system for approximately 670 kilowatts (kW) of solar generation to serve three (3) independently metered areas, each serviced by SMUD for the District 56 site consisting of the Commons, Community Center and Aquatics Center.

The City has identified an area dedicated for the all ground mounted solar PV Improvements located on the Assessor Parel Number (APN) 132-1990-029 at the District 56 site which will serve the following meters:

Site Name AddressAquatic Center 9701 Big Horn Blvd

Community Center 8230 Civic Center DriveCommons 9701 Big Horn Blvd

Site information has been provided for the Contractors’ reference. All referenced documents are available in Attachments A.1-A.3 and C.1 in this RFP.

a) Site Information – Attachment A.1i. Includes availability for solar PV, meter information, and annual site load and generation

targets are detailed in this attachment.b) Electrical As-Builts and Site Layout Drawings – Attachment A.2c) 15-minute Interval Demand Data – Attachment A.3d) Scope of Work and Design Specifications – Attachment C.1 Exhibit A

1.1. SITE ACCESS

Contractor shall conform to City rules and requirements for accessing the site. Road usage, road closures, number of vehicles, access points, and all other requirements for accessing the site, may be regulated by the City. Site visits shall be approved, and proper check-in requirements must be followed.

The Contractor shall cooperate with other contractors as specified in Section 5-5, “Cooperation with Other Contractors,” of the Standard Construction Specifications. The Contractor shall cooperate with the City’s construction contractor for the District56 Nature Area as well as contractors that provide landscaping and irrigation maintenance at District56, and the Consumes CSD who operates the Aquatics Center.

The contractor currently constructing the Nature Area is using the ground mount area for the solar PV for their construction staging. The Nature Area contractor will grade the ground mount solar PV site and place Class II aggregate base (AB) by December 2020. Use of this ground mount solar PV area shall be coordinated with the Nature Area contractor. The Contractor (for this Contract) shall assume this and incorporate associated costs into the B.2 attachment.

1.2. PROJECT MANAGEMENT

1.2.1.PROJECT MANAGER

Contractor shall assign a Project Manager from their firm upon execution of the Contract and receipt of Notice to Proceed. The Project Manager shall manage all design, procurement, construction, and commissioning phases of the Project. The construction of the Project shall be accomplished by Contractor with an on-site construction management team. The Project Manager shall ensure that all Contract, schedule, and reporting requirements of the Project are met and shall be the primary point of contact for the City.


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1.2.2.PROJECT SCHEDULE

The Contractor shall submit Progress Schedules to the Engineer conforming to Section 7-5, "Schedules," of the Standard Construction Specifications.

A preliminary Project Schedule is to be prepared and submitted in response to the RFP and a final Project Schedule is to be prepared and submitted to the City within fourteen (14) Working Days of Contract execution. The City will review, potentially request revisions, and approve the Project Schedule, once acceptable to the City, prior to the initiation of Work. Updates shall be submitted every other week, though the City may allow less frequent updates at their discretion. The submittal shall be a Critical Path Method (CPM) schedule describing all Project activities, dependencies, and sequencing of tasks. Contractor shall include City review of submittals on the Critical Path. The Project Schedule shall describe all elements of Project design, equipment procurement, construction and commissioning, and shall be submitted in electronic format (MS Project, ProCore, or other software). Adobe Acrobat PDF alone is not acceptable. The schedule shall also reflect the requirement that construction activities must be coordinated to minimize impacts to operations to the site, including ongoing construction activities.

Sufficient information shall be shown on the final Project Schedule to enable proper control and monitoring of the Work. The final Project Schedule shall show the intended time for starting and completing each activity; the duration of each activity; submittal and approval times; design; delivery of materials, equipment and software; all testing; and other significant items related to the progress of the Work. The final Project Schedule shall include a CPM network diagram of sufficient detail to show how Mandatory Milestones are intended to be met. If a schedule submitted by Contractor includes changes affecting the achievement of Mandatory Milestones, Contractor must clearly identify and justify those changes.

Contractor is encouraged to phase the Work in a way that supports efficient and effective delivery of design and build services. The following table shows Milestones which shall, at minimum, be reflected in the schedule and represents approximate durations for each milestone to be achieved for the site in the Contract. The Contractor is not required to use the dates or durations used in the Milestone table below.

Milestone DateNotice to Proceed November 2020System Design

Schematic Design (SD)Design Development (DD)Construction Documents (CD)

January 2021-June 2021

Construction Documents Approved July 2021Construction August 2021 – October 2021SMUD Permission to Operate (PTO) November 2021

Commissioning – Site December 2021Warranty/O&M/Performance Guarantee (PeGu) Start December 2021Substantial Completion December 202130 Day Proving Period January 2022Final Completion February 2022

1.2.3.SUBMITTALS

The Contractor shall comply with the submittal requirements as set forth in Section 5-8 “Contractor’s Submittals,” of the Standard Construction Specifications.

Contractor shall provide the following submittals as part of the performance of the Work. The cost of developing and providing submittals shall be included in the Project price.


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Agreement Submittals

Submittal Submittal DateI. System Design

a. System Design Documentation At each design milestone b. Warranties At Construction Documents milestone c. Testing Plan At Construction Documents Submittald. Training Plan At Construction Documents Submittal

e. Power production modeling

At Construction Documents milestone, As-Built Documentation, and any time system changes cause change in production of 0.5%

II. Procurements and Constructiona. Quality Assurance / Quality Control

(QA/QC) PlanThirty (30) Calendar Days before commencement of construction

b. As-built Documentation After completion of Proving PeriodIII. Testing

a. System commissioning Results After System commissioningb. Startup Test Results After Startup Testc. Monitoring Data (Proving Period) Continually throughout Proving Periodd. Proving Period Report 30 Calendar Days after System Startup

IV. Traininga. Training Materials 30 Calendar Days before Training Sessionb. Monitoring Manual 30 Calendar Days before Training Sessionc. Operations & Maintenance Manual 30 Calendar Days before Training Session

1.2.4.SMUD INCENTIVES AND INTERCONNECTION

If applicable, Contractor shall be responsible to apply for and receipt of incentives, including all actions necessary to ensure compliance with the SMUD’s Incentive Programs, Net Energy Metering program and all interconnection and related documents for the City participation and utilization of the benefits of the program. Contractor shall attend all site verification visits conducted by SMUD and shall assist the City in satisfying the requirements of the Incentive Program. Contractor shall be responsible for providing updated documentation to Incentive Program administrators throughout the Project, as required by rules of the relevant Incentive Programs.

All incentives shall be paid directly to the City.

1.3. MICROGRID SYSTEMS (OPTIONAL ADD-ON)

The City seeks a Contractor to design and install a microgrid to deliver resiliency at these the site through batteries and solar photovoltaic systems sized with sufficient capacity to serve the site’s critical power needs in the case of an emergency for no less than two (2) hours (with no solar production) while still delivering the maximum economic benefit to the City. The Contractor shall identify the expected life of the different components and shall address how replacement of different components will occur. All ongoing operation, maintenance, monitoring, and billing costs shall be factored into the pricing provided for the Cash Purchase, Shared Savings, and Lease Payment option for financing the Project. The Contractor shall warrant the system for the entire duration of the Agreement.

1.3.1.MASTER METER AND MICROGRID CONTROLLER (OPTIONAL ADD-ON)


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The scope shall include all labor and equipment necessary to install a master meter (as necessary) and to integrate a microgrid controller that allows for the site to island (run separately from the utility grid) as well as dispatch batteries in utility-interconnection mode.

The controller will unlock the full economic value of the solar and storage systems by factoring in real-time grid conditions (power flow, network constraints) and stakeholder requirements (peak-shaving, power quality, energy costs). Its platform of capabilities should be able to manage additional services, increasing the benefit of the controller to City. The City has an existing building management system that will need to be integrated into the microgrid controller for automated load shedding and real time load reconfiguration.

The microgrid controller must respond quickly to energy needs, change ramp direction on demand, sustain up/down ramping for extended periods, start/stop multiple times a day, respond for defined periods of time on request, start with short notice from zero or low electricity operating levels, and forecast operating capability through economic dispatch and real-time management of solar and battery storage.

The microgrid controller must enable the integration and interoperability of different systems and components—including real-time communication with the electric grid and the California Independent System Operator (CAISO) energy market—using a standard interface and cyber-secure communications protocol. The controller must be validated using the Institute of Electrical and Electronics Engineers (IEEE) 2030.7 Standard for the Specification of Microgrid Controllers and IEEE 2030.8 Standard for the Testing of Microgrid Controllers. 1.3.2.SOLAR PHOTOVOLTAIC SYSTEM

The solar photovoltaic systems (PV) shall be ground mounted in the area designated in Attachment A.1. The PV systems shall be installed under a Net Energy Metering arrangement. The PV systems shall be sized to provide maximum economic benefit to the site.

1.3.3.ADVANCED ENERGY STORAGE (OPTIONAL ADD-ON)

The Advanced Energy Storage (AES) shall be high quality, approved by the California Electric Code and National Test Laboratory Listed. The systems should follow the guidelines for the California Self Generation Incentive Program (SGIP), whether or not an incentive is available.

It is anticipated that the operating system of the AES will utilize predictive software so that the AES can be charged and discharged optimally as necessary to reduce the peak billing demands established each month and qualify for SGIP program requirements. The AES will utilize an algorithm to evaluate historical demand, local weather, site scheduling information, and other available parameters to minimize billing demands in each billing period. The program shall establish maximum target demands for each time period each billing period and operate the battery to achieve that demand. The Contractor shall provide a mechanism to tie the utility meter reading date and hour each month into the control algorithm.

The Contractor shall Contract with a Performance Data Provider for a minimum of five (5) years to perform the responsibilities outlined in the SGIP manual to verify demand reductions whether the system receives an SGIP incentive or not.

Note that the AES will be used to control monthly peak demand after the installation of a significant PV system so the PV loads should be accounted for in the design of the AES system.

InstallationThe Contractor shall identify whether the units can be installed outdoors or whether they need air conditioning. If air conditioning is needed, then the Contractor shall identify the cooling load required by the AES under different operating conditions. If the AES uses air conditioning provided by the City, a calculation will be made by the City for the cost of air conditioning in an average month so that this monetary cost can be accounted for in the savings produced by the AES.


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PerformanceThe AES must demonstrate the capability to discharge its rated capacity for a minimum of 2 hours and must be capable of discharging fully at least once per day (SGIP requirement). The Contractor will perform an acceptance test to verify the capacity and performance of the AES. The Contractor shall indicate in the proposal the roundtrip efficiency to be provided in the first year of operation and note the expected degradation of that efficiency on an annual basis.

The Contractor shall describe the peak demand shedding sequence of operations in the proposal and shall describe the web connectivity of the controller.

All SGIP incentives shall be paid to the City.

1.3.4.REPORTING

The metering and monitoring requirements of the SGIP program apply to the Project whether the Project receives an SGIP incentive or not. This means measuring all input power and output power from the AES throughout the year with revenue grade meters and logging the average load every 15 minutes with a time stamp in alignment with the utility demand periods. The data must be logged and uploaded to a secure website at least daily, accessible through a typical web browser.

A report shall be generated each month showing the utility purchase load profile, the battery charge and discharge load profile, the sum of the two to show the actual building load profile without storage, the change in the demands and energy uses of different periods for that month, the monthly bill with storage in place, the bill had storage not been in place, and the monthly dollar savings resulting from the storage system. The City will have password protected access to all historical demand data. All data shall be accessible to the City during the operation of the AES system and turned over to the City at the end of the Project.

The City is open to achieving additional savings through the AES, including demand response and rate optimization, provided the savings can be verified on the bills and linked to the AES system. All maintenance, equipment replacement, and operation of the system will be provided by the Contractor. This includes all necessary insurance.

The maximum sound level generated from the AES system shall be limited to 65 weighted decibels (dBA) at 50 feet in any direction, during all operating modes.

1.4. SYSTEM DESIGN

1.4.1.DESIGN REVIEW PROCESS/ PHASES

The City will review and approve design documentation based on the requirements in this RFP. Additional documents may be requested by the City as needed. The precise organization and format of the design submittals shall be agreed upon by Contractor and the City prior to the first design submission. The City will review all submittals, provide written comments, and conduct Design Review Meetings for each stage of the process. Contractor shall provide additional detail, as required, at each successive stage of the Design Review. Contractor shall not order equipment and materials until Schematic Design (SD) submittals have been approved. Contractor shall not begin construction until Construction Documents have been approved and all required permits have been obtained. The City will formally approve, in writing, each phase of the design and is the sole arbiter of whether each phase of the design has been completed. The Contractor shall not enter a subsequent design phase without the approval of the City.

Contractor shall be held solely responsible for obtaining approvals from the City, including revising designs as necessary until they are given approval by the City. A description of requirements for each design phase is provided below. System design shall comply with all Building Department, Fire Department, SMUD requirements for construction projects. Contractor is responsible for providing


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designs approved by the appropriate professional engineers registered in the State of California. System designs must take into account City aesthetic and not conflict with any current City operations.

Schematic DesignContractor shall prepare Schematic Design documents consisting of drawings and other documents illustrating the scale and relationship of Project components, including but not limited to, schematic design studies, site utilization plans, PV array layouts, a shading analysis, electrical single-line diagrams, equipment lists and bills of material, identified interconnection point, and equipment cut sheets or specifications. All issues with existing City equipment that may interfere with the performance of the solar system or prevent the system from interconnection to the utility must be identified at the time of the schematic design submittal. The City is responsible for non-solar infrastructure upgrades, but necessary upgrades need to be identified early in the process (i.e. transformers, switchgear, or similar). The City may, at their discretion, choose to incorporate some of the non-solar infrastructure upgrades into this design-build Contract. This set of Schematic Design documents represents a 50% Design submittal.

Contractor shall complete and submit to the City as part of this schematic design submittal the Shading at the designated ground mount area for the solar array. Refer to the Technical Requirements Shading of these Scope of Work and Design Specifications.

Design DevelopmentDesign Development (DD) documents shall consist of elevations, cross sections, and other drawings and documents necessary to depict the design of the Project. This submittal shall include architectural, structural, geotechnical, mechanical and electrical design documents and equipment specifications to illustrate the size, character, and quality of the Project and demonstrate that it meets the performance specifications defined in this RFP. The Design Development documents shall represent 100% of the intended scope for the Project.

Contractor shall comply with the current edition of the Building Code, Fire Code, SMUD and any other required utilities or agencies as part of this Work. The Contractor shall prepare applications, pay all applicable fees and all required information to receive permitting through the Building and Fire Departments, SMUD and any other required agencies at the DD phase and address all comments and re-submit as necessary with the Construction Documents (CD) as shown in the paragraph following this one. All required permits shall be acquired prior to beginning any onsite construction work.

Construction DocumentsContractor shall prepare Construction Documents (CDs) depicting the detailed construction requirements of the Project. CDs shall conform to all applicable governmental, regulatory, and code requirements, and all pertinent federal, state, and local permitting agencies. The CDs shall show the Work to be done, as well as the materials, workmanship, finishes, and equipment required for the Project. CDs shall comply with and illustrate methods to achieve the performance specifications of this RFP. CDs shall be stamped by the engineer of record and any other required engineering disciplines.

The Contractor shall respond to all comments from the DD submittal from Building, Fire and SMUD as necessary, and as described in the DD section above. All permits shall be obtained and paid for prior to the start of construction.

System production shall be updated to reflect final design. This production shall be used for the Production Guarantee. The same assumptions shall be used to establish as the original estimate.

1.4.2.DESIGN SUBMITTALS

Contractor shall prepare a comprehensive submittal package for each phase of the Work that will be reviewed and approved by the City. Each submittal package shall include, at a minimum, the required elements that convey in sufficient detail for each phase of the design, the necessary documentation as follows:


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Site Layout Drawings Construction Specifications (trenching, mounting, and all other Work required) Equipment Layout Drawings Detailed Drawings Fire Access Lane Details (For the parking lot.) Single-Line Diagrams Network Connection Diagrams Architectural Drawings Mechanical Drawings Geotechnical Drawings Manufacturer’s Cut Sheets Equipment Specifications Data Acquisition System (DAS) Specifications, Cut Sheets, and Data Specifications

Contractor shall include adequate time for City review and approval of submittals, as well as re-submittals and re-reviews. Minimum City review time shall be ten (10) Working Days from the date of receipt of each submittal package during each phase of the Design Review.

1.4.3.AUTHORITY HAVING JURISDICTION (AHJ)

Construction Documents must be reviewed and approved by the Authority Having Jurisdiction (AHJ), which is the City’s Public Works, Building Departments and other City staff. Contractor shall be responsible for obtaining all approvals and shall account for requirements in their system designs, Project pricing, and schedule. The City will not grant Contractor relief based on Contractor’s incomplete or incorrect understanding of the requirements.

1.4.4.TECHNICAL REQUIREMENTS

General ConsiderationsAll documentation and components furnished by Contractor shall be developed, designed, and/or fabricated using high quality design, materials, and workmanship meeting the requirements of the City and all applicable industry codes and standards. Reference is made in these specifications to various standards under which the Work is to be performed or tested. The installations shall comply with at least, but not limited to, the latest approved versions of the California Environmental Quality Act (CEQA), International Building Code (IBC), National Electrical Code (NEC), Utility Interconnection Requirements, and all other federal, state, and local jurisdictions having authority.

Existing ConditionsContractor shall have thirty (30) Working Days after the Contract has been executed to conduct detailed examinations of the Site. The examinations will confirm all measurements, specifications and conditions affecting the Work to be performed at the Site. Contractor shall request specific changes to the Services, Work, Guaranteed Substantial Completion Dates, Scheduled Final Completion Dates and Total System Price that are required in light of such examinations. Design-Build should include switchgear condition, transformer size, high voltage electrical lines, easements, underground utilities, and similar into the investigation. Upon completion of the Project, the Contractor shall also be responsible for returning all site conditions to as good as, or better, conditions as identified during 30-day examination period.

Electrical Design StandardsThe design, products, and installation shall comply with at a minimum, but not limited to, the following electrical industry standards (the most current edition), wherever applicable:

Electronic Industries Association (EIA) Standard 569 Attachment C.1 Example Contract

and Supporting Documents23

Illumination Engineering Society of North America (IESNA) Lighting Standards Institute of Electrical and Electronics Engineers (IEEE) Standards, 1547 Standard for

Interconnecting Distributed Resources, 1262 Recommended Practice for Qualification of PV Modules, 2030.7 Standard for the Specification of Microgrid Controllers and IEEE 2030.8 Standard for the Testing of Microgrid Controllers

National Electrical Manufacturers Association (NEMA) National Electric Code (NEC) Insulated Power Cable Engineers Association (IPCEA) Certified Ballast Manufacturers Association (CBMA) Underwriters Laboratories, Inc. (UL) National Fire Protection Association (NFPA) American National Standards Institute (ANSI) Occupational Health and Safety Administration (OSHA) American Disabilities Act (ADA) American Society for Testing and Materials (ASTM) National Electrical Contractors Association (NECA) National Electric Safety Code (NESC) National Electrical Testing Association (NETA) International Building Code (IBC) California Building Code (IBC) California Energy Commission California Self Generation Incentive Program (SGIP) Southern California Edison Rule 21 All other Authorities Having Jurisdiction

Photovoltaic ModulesIn addition to the above, the PV modules proposed by Contractor shall comply with at least, but not limited to, the following:

IEEE 1262 “Recommended Practice for Qualifications of Photovoltaic Modules” – latest version dated 1995

Modules shall be new, undamaged, fully warranted without defect. Modules shall comply with the State of California Energy Commission’s Solar Equipment Lists,

listed at: https://www.energy.ca.gov/programs-and-topics/topics/renewable-energy/solar-equipment-lists

Modules shall have minimum maintenance requirements and high reliability, have a minimum 25-year design life, and be designed for normal, unattended operation.

All PV modules for this Project shall be classified by the solar finance industry as Tier 1. Acceptable mounting methods for unframed modules shall be provided by the manufacturer.

Bolted and similar connections shall be non-corrosive and include locking devices designed to prevent twisting over the 25-year design life of the PV system.

If PV modules using hazardous materials are to be provided, then the environmental impact of the hazardous material usage must be disclosed, including any special maintenance requirements and proper disposal/recycling of the modules at the end of their useful life and a commitment by the Contractor to administer the proper disposal.

Photovoltaic InvertersIn addition to the above, inverters proposed by Contractor must comply with at least, but not limited to the following:


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Inverters shall be suitable for grid interconnection and shall be compliant with all Utility interconnection requirements.

Inverters shall comply with the State of California Energy Commission’s Solar Equipment Lists, listed at: https://www.energy.ca.gov/programs-and-topics/topics/renewable-energy/solar-equipment-lists .

IEEE 929-2000 – “Recommended Practice for Utility Interface of Photovoltaic Systems”. Inverters must automatically reset and resume normal operation after a power limiting operation. The inverter shall be capable of continuous operation into a system with voltage variation of plus

or minus 10% of nominal. The inverter shall operate in an ambient temperature range of -20°C to +50°C.

Inverters shall include all necessary self-protective features and self-diagnostic features to protect the inverter from damage (in the event of component failure or from parameters beyond normal operating range due to internal or external causes). The self-protective features shall not allow the inverters to be operated in a manner which may be unsafe or damaging.

Inverters shall be true sine wave high frequency Pulse Width Modulation (PWM) with galvanic isolation.

Inverters shall be sized to provide maximum power point tracking for voltage and current range expected from PV array for temperatures and solar insolation conditions expected for Project conditions.

Inverters shall be capable of adjusting to "sun splash" from all possible combinations of cloud fringe effects without interruption of electrical production.

Isolation transformers shall be provided. Inverters shall be UL 1741 and IEEE 1547 compliant. Inverters shall have a THD < 5%. Enclosures shall be rated National Electrical Manufacturers Association (NEMA) 3R when the

inverter is located outdoors. For outdoor installations in corrosive environments, NEMA 4X series 300 stainless steel enclosures must be used.

Power factor shall be 0.99 or higher. Inverter selection shall consider anticipated noise levels produced and minimize interference with

City activities. Inverters shall have a minimum efficiency, based on the device’s power rating, meeting the

following specifications:

Inverter Efficiency Requirements

Inverter Power Rating Range Minimum Efficiency1000+ kW 96%

500-999 kW 97%

250-499 kW 96.8%

100-249 kW 95.8%

50-99 kW 94.5%

0-49 kW 93.5%

Mounting Systems The mounting systems shall be designed and installed such that the PV modules may be fixed or tracking with reliable components proven in similar projects, and shall be designed to resist dead load, live load, corrosion UV degradation, wind loads, and seismic loads appropriate to the geographic area over the


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expected 25-year lifetime. The Contractor’s design shall sufficiently respond to the design requirements imposed by Federal, State, and local jurisdictions in effect at the time of Agreement execution and any pending code decisions affecting the design shall be identified during Schematic Design. Contractor shall conduct an analysis, and submit evidence thereof, including calculations, of each structure affected by the performance of the scope. The analysis shall demonstrate that existing structures are not compromised or adversely impacted by the installation of PV, equipment, or other activity related to this scope. Mounting systems must also meet the following requirements at a minimum:

All structural components, including array structures, shall be designed in a manner commensurate with attaining a minimum 25-year design life. Particular attention shall be given to the prevention of corrosion at the connections between dissimilar metals.

Thermal loads caused by fluctuations of component and ambient temperatures shall be accounted for in the design and selection of mounting systems such that neither the mounting system nor the surface on which it is mounted shall degrade or be damaged over time.

Each PV module mounting system must be certified by the module manufacturer as (1) an acceptable mounting system that shall not void the module warranty, and (2) that it conforms to the module manufacturer’s mounting parameters.

Final coating and paint colors shall be reviewed and approved by the City during Design Review. Painting or other coatings must not interfere with the grounding and bonding of the array.

1.1.1.1 System Security RequirementsContractor shall:

Utilize tamper-resistant PV module to rack fasteners for all PV module mounting. Utilize tamper-resistant fasteners for all electrical fittings, pull boxes and other enclosures. Design the solar system so that sensitive components are as protected against vandalism as

possible. Position inverter on/off switches so that they are not easily accessible while still maintaining Fire

Code.

Corrosion Control Each PV system and associated components must be designed and selected to withstand the

environmental conditions of the site (i.e, temperatures, winds, rain, flooding, and other adverse weather conditions) to which they will be exposed.

Particular attention shall be given to the prevention of corrosion at the connections between dissimilar metals.

Ancillary Equipment Enclosures

Contractor shall be responsible for incorporating the following elements in the design and construction of the System:

Fencing during construction: all ancillary equipment shall be grouped to a single location pursuant to the site and shall be surrounded by a fence to prevent unauthorized access. The fence shall be a temporary six (6) foot high chain link fence with privacy screening such as green vinyl privacy slats or similar. The Contractor shall secure the fence gate(s) with a lock.

Final Site Fencing shall be similar or equal to the Nature Area detail as shown on sheet 112 of the attached Nature Area Plans, see Attachment A.2. The fence shall be an eight (8) foot high vinyl clad black no climb chain link fabric fence.

Location: all ancillary equipment shall be located in a manner that minimizes its impact to normal City operations and minimizes the visual impacts to the site.

Lightning and Surge Protection Attachment C.1 Example Contract


Contractor shall utilize lightning arrestors to protect appropriate equipment from lightning strikes. Contractor shall utilize surge suppressors to protect the appropriate equipment from electrical

surges.

Short Circuit Coordination Study

In the event SMUD, during the interconnection application process, requires a short circuit coordination study, the Contractor shall be responsible for conducting a short-circuit and coordination study (SCCS) that includes all of the overcurrent protective devices installed on the Project (AC/DC fuses and AC/DC circuit breakers). This study shall ensure that the devices installed as part of the PV Project are coordinated with the rest of the site distribution, preventing an unintentional outage due to an isolated PV system fault.

The study shall be submitted, with calculations, to the City for their record.

Wiring and Cabling Runs

Contractor shall layout and install all alternating current (AC) conductors in conduit. Conduit buried underground shall be suitable for the application and compliant with all applicable

codes. PVC shall be constructed of a virgin homopolymer PVC compound and be manufactured according to NEMA and UL specifications. All polyvinyl chloride (PVC) conduit feeders shall contain a copper grounding conductor sized pursuant to National Electrical Code (NEC) requirements and continuity shall be maintained throughout conduit runs and pull-boxes. Minimum conduit size shall be ¾”. A tracing/caution tape must be installed in the trench over all buried conduit. All underground conduits placed in trenches buried under roadways, or swales shall be encased with red dyed concrete slurry cap.

Conduit installed using horizontal directional boring (HDB), shall include tracer tape or traceable conduit. The minimum depth of the conduit shall be pursuant to NEC 2011 Article 300.5. The Contractor is responsible for demonstrating that all conduits installed utilizing horizontal boring meets the minimum depth requirement and is solely responsible for any remediation costs and schedule impacts if the specification is not met. The Contractor must provide documentation of final depth and routes of all conduit installed in horizontal bores.

Conduit installed on building roofs shall not be installed near roof edges or parapets to reduce visibility. Any conduit penetrations through roof surfaces shall not be made within five (5) feet of the roof edge to reduce visibility. If conduit is installed on the exterior face of any building, it shall be painted to match the existing building color. In all cases, the visible impact of conduit runs shall be minimized, and the design and placement of conduit shall be reviewed and approved by the City as part of Design Review.

Electro-metallic tubing (EMT) shall be used in indoor, above grade locations and where conduit needs to be protected from damage. EMT shall not be installed underground, outdoors, or embedded in concrete. EMT shall be cold-rolled zinc coated steel and be manufactured to UL and American National Standards Institute (ANSI) standards. Fittings shall be watertight and malleable gripping ring compression type. Pressure cast material for nuts of compression ring type fittings and set-screw type connections are not acceptable.

Galvanized Rigid Conduit (GRC) shall be used where exposed to weather or where subject to physical damage in exposed areas. GRC shall be continuous hot-dipped galvanized manufactured pursuant to UL and ANSI requirements. Rigid aluminum conduit is not acceptable. Conduit bodies for use with steel conduit, rigid or flexible, shall be manufactured pursuant to UL requirements and shall be cast metal with gasketed closures. Fittings for GRC conduit shall be malleable iron or forged steel with cadmium or zinc coating. Union couplings for joining rigid conduit at intermediate runs shall be of the same material as the conduit. Couplings shall be threaded concrete-tight to permit completing conduit runs when neither conduit can be turned and to permit breaking the conduit run at the union. Set screw connectors are not acceptable.

Minimum conduit size shall be ¾”. Attachment C.1 Example Contract


All conduits, boxes, enclosures, and similar shall be secured pursuant to NEC 690 requirements. All conductors shall be insulated copper or aluminum rated for 600V or 1000V, maximum. DC

conductors shall be underground surface entrance (USE) USE-2 600V or 1000V UL Listed Sunlight resistant wire.

All items shall be U.L. listed and shall bear the U.L. label. All feeders and branch circuits shall be sized to minimize voltage drop and losses and shall be in

compliance with NEC requirements. Contractor shall furnish, install, and connect combiners and recombiners as necessary to

complete the System. Enclosures for combiners and recombiners shall be NEMA 4 or 4X rated. All systems, conduit, boxes, components, and similar shall be grounded and bonded pursuant to

NEC requirements and in accordance with Section as noted below. Contractor shall be responsible for locating, identifying and protecting existing underground

utilities conduits, piping, substructures, and other existing underground infrastructure and ensuring that no damage is inflicted upon existing infrastructure.

Contractor shall install the exposed string cable homeruns along the beams or structure where the combiner box is installed.

All exposed string wiring must be installed above the lower surface of the structural purlins and beams. Wire loops under framing members are not acceptable.

Grounding and Bonding

Module ground wiring splices shall be made with irreversible crimp connectors. All exposed ground wiring must be routed above the lower surface of any structural framing. For shade structure installations, grounding electrode conductors shall be bonded to structure

columns either just below grade or below the top surface of concrete bollards.

System Security Requirements

Contractor shall utilize tamper-resistant PV module to rack fasteners for all PV module mounting. Contractor shall utilize tamper-resistant fasteners for all electrical fittings, pull boxes and other

enclosures.

Meters

Contractor shall supply and install Utility approved a Net Generation Output Meter (NGOM) for each PV system.

Generation Meters shall use Internet Protocol (IP) communication and shall not require a custom network for connection.

Generation Meters shall have the capability to store metered data including instantaneous kW, kWh, voltage, current, and phase information) in fifteen (15) minute intervals and retain such information for at least seven (7) Calendar Days.

Monitoring System, DAS, and Reporting

Contractor shall design, build, activate and ensure proper functioning of Data Acquisition Systems (DAS) that enable the City to track the performance of the PV Systems as well as environmental conditions through an online web-enabled graphical user interface and information displays. Contractor shall provide equipment to connect the DAS via existing Wi-Fi network or cellular data network at all locations. The means of data connection will be determined during design. The City will pay for the cost of cellular data service if needed, and the Contractor shall pay for the modem and/or other equipment needed to connect to the cellular network.


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The DAS(s) shall provide access to at least the following data:

Instantaneous AC system output (kW) PV System production (kWh) over pre-defined intervals that may be user configured AC and DC voltage Horizontal and in-plane irradiance (at least three (3) sensors for each, at different positions in the

array) Ambient and back-of-cell temperature (at least two (2) sensors for each, at different positions in

the array) Inverter status flags and general system status information System availability Site Load information. Available load data for the meter the system is connected to shall be

collected by the solar monitoring solution as part of the DAS.

Environmental data such as temperatures, wind speed, and irradiance shall be collected via an individual weather station installed for each system at each site where PV is being installed. Data collected by the DAS shall be presented in an online web interface, accessible from any computer through the Internet with appropriate security (i.e., password-controlled access). The user interface shall allow visualization of the data at least in the following increments: 15 minutes, hour, day, week, month, and year. The interface shall access data recorded in a server that may be stored on-site or remotely with unfettered access by the City for the life of the Project. The online interface shall enable users to export all available data in Excel or American Standard Code Information Interchange (ASCII) comma-separated format for further analysis and data shall be downloadable in at least 15-minute intervals for daily, weekly, monthly and annual production.

The Monitoring system shall enable City staff to diagnose potential problems and perform remediating action. The monitoring system shall provide alerts when the system is not functioning within acceptable operating parameters. These parameters shall be defined during the design phase of the Project and specified in the DAS design document.

The DAS shall also integrate with the City’s existing Senseware software currently being used to monitor and report out on the energy use of the City’s Community Center. The DAS shall allow reporting and monitoring to be displayed on the existing City owned monitor in the Community Center lobby.

Additionally, Contractor shall provide the following reports for the life of the Project:

Monthly Production report shall be available online to the City personnel. Annual Performance report shall be sent electronically to the City personnel. System performance data shall be made available electronically to the City in a format and at a

frequency to be determined during the Design Review process. Additional reports shall be made available to the City to assist the City in reconciling system

output with utility bills and the production guarantee, as determined in the Design Review process.

A Monitoring Manual shall be provided to the City in printed or on-line form that describes how to use the monitoring system, including the export of data and the creation of custom reports.

Other Considerations

All Balance of Systems (wiring, components, conduits, and connections) must be suited for conditions for which they are to be installed.


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Local DC and AC disconnects shall be located in accessible locations near inverters. Outdoor enclosures shall be rated NEMA 3R, NEMA 4, or NEMA 4X. The PV modules, inverters and combiners shall contain protective relay features, circuit breakers

or fuses which will self-protect the PV system in case of internal electric faults.

Contractor shall provide one (1) interpretive sign to describe the solar array at the site. The sign content shall be provided to the Contractor by the City in an electronic PDF format within sixty (60) Calendar Days from the date the Contractor requests the content. The location of the sign is at the recommendation of the Contractor and as approved by the City. The interpretive sign shall be the match the Nature Area interpretive sign detail 2 on sheet DT15 on page 111 as shown in the attached A.2 D56 Nature Area Plans.

Permits and Approvals

Contractor shall produce required documentation in sufficient detail to obtain all regulatory approvals requested for design, construction and operation of the system, including but not limited to all federal, state, and local permits. Securing all approvals, all permits and paying all fees shall be the sole responsibility of Contractor. To that end, Contractor shall provide a design that is acceptable to the state, county, and the City. The proposed design shall be suitable for construction under the guidelines and regulations in effect at the time the Agreement is executed. The City will not accept responsibility for cost increases or delays resulting from inaccurate interpretation of existing codes and standards.

Federal Aviation Administration (FAA) Requirements

Contractor shall be responsible to submit the appropriate FAA Form 7460-1, along with any other required forms and documentation, for all proposed PV systems within the approach or takeoff paths or on the property of airports as defined by the Code of Federal Regulations Title 14 Part 77.9.

Interconnection

Contractor is responsible for obtaining all necessary Utility interconnection approvals for each PV system being installed. Contractor must comply with all interconnection requirements, such as California Public Utilities Commission (CPUC) Rule 21 for the Utility service territory. Contractor is responsible for the proper planning and scheduling of interconnection approvals and any potential interconnection study. Systems installed as part of this Project will take advantage of Net Energy Metering (NEM). Contractor shall be responsible for ensuring the system design and interconnection qualifies for NEM.

Production Modeling

Production modeling of the PV systems shall be performed using PVsyst or equivalent modeling software using the most appropriate available typical meteorological year three (TMY3) weather data. The simulations shall accurately simulate energy production for proposed system layouts, sizes, and orientation. It is critical that PV production models are accurate with all methodology and assumptions described. The City will independently verify production models are accurate to the designed systems and utilize simulation results for economic evaluations. Contractor shall be responsible for providing updated production models each time sufficient changes are made to the proposed system designs that will impact production, considered to be minimally 0.5%. Production models shall be submitted at minimum for the Construction Documents phase and the As-Built phase.

Shading

Contractor shall adhere to the following requirements in order to avoid excessive shading on modules. For any object near an array that is higher than the lowest point of that array by height H, Contractor shall locate the array farther from the object than:


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3H to the North of the object 3H to the East or West of the object 3H to any non-cardinal direction of the object

Any Contractor whose system design does not adhere to these rules shall perform a shading analysis justifying the basis for their design, including any proposed tree removal, and explaining why shading does not create an adverse performance and/or economic impact.

Any trees that are in the footprint of systems to be installed by the Contractor shall be removed by the Contractor at their expense, subject to the approval of the City. A tree shall be considered to be in the footprint of a system if its canopy would extend over any part of the system, including structural components or modules. The City will remove or prune, at its discretion, trees planted outside of the Work area that shade PV systems (at present time or in the foreseeable future), provided the Contractor identifies these trees during the design process. The Contractor shall be responsible for any required tree remediation efforts resulting from tree removal that is deemed the Contractor’s responsibility.

The Contractor shall review as part of the RFP response, and provide a formal assessment and feedback to the City at the Design Development phase as described in “System Design”, Design Review Process/Phases, Design Development section above in this Scope of Work and Design Specifications.

Warranties

The term “warranty” shall be defined as follows: “Warranty” – The word warranty shall mean that the City shall not, in any way or manner, be answerable or suffer loss, damage, expense or liability for any loss or damage that may happen to said building, Work, or equipment or any part thereof, or in, on, or about the same during its construction and before acceptance. Contractor unqualifiedly warrants all Work and materials to be free of defects whether performed or installed by it or by any subcontractor or supplier in the Project which is the subject of this Contract, unless a lesser quality is expressly authorized in the Plans and Specifications, in which event Contractor unqualifiedly warrants such lesser quality. Contractor further warrants that the work as performed by Contractor, subcontractor, or supplier shall conform with the Plans and Specifications or any written authorized deviations therefrom. Contractor shall provide manufacturer's written warranty in which manufacturer agrees to repair or replace material that fail in materials or workmanship within specified one-year warranty period. Manufacturer may not disclaim any implied warranty such as merchantability or fitness for a particular purpose. Both the expressed and implied terms of the warranty shall be read together for the benefit of the City. Should any Warranty section require additional terms those will be in addition to those listed here all for the benefit of the City.

Provide manufacturer's written comprehensive system warranty in which manufacturer agrees to repair or replace defects that fail in materials or workmanship under normal application, installation, and use and service conditions within specified warranty period of ten (10) years from the date of Project acceptance by the City. Contractor shall ensure manufacturer may not disclaim any implied warranty such as merchantability or fitness for a particular purpose. Both the expressed and implied terms of the warranty shall be read together for the benefit of the City.

Additionally, the following minimum warranties are required:

PV Modules: Provide manufacturer's written warranty in which manufacturer agrees to repair or replace the PV Modules that fail in materials or workmanship and shall be warranted against excessive degradation of power output within specified warranty period of twenty-five (25) years from the date of Project acceptance by the City. Contractor shall ensure manufacturer may not disclaim any implied warranty such as merchantability or fitness for a particular purpose. Both the expressed and implied terms of the warranty shall be read together for the benefit of the City.

Inverter: Provide manufacturer's written extended warranty in which manufacturer agrees to repair or replace the inverter that fail in materials or workmanship within specified warranty period of ten (10) years from the date of Project acceptance by the City. Contractor shall ensure manufacturer


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may not disclaim any implied warranty such as merchantability or fitness for a particular purpose. Both the expressed and implied terms of the warranty shall be read together for the benefit of the City.

Meters: Provide manufacturer's written warranty in which manufacturer agrees to repair or replace the meters that fail in materials or workmanship within specified warranty period of five (5) years from the date of Project acceptance by the City. For meters integrated with inverters, the meter warranty period shall match the inverter warranty. Contractor shall ensure manufacturer may not disclaim any implied warranty such as merchantability or fitness for a particular purpose. Both the expressed and implied terms of the warranty shall be read together for the benefit of the City.

Mounting System: Provide manufacturer's written warranty in which manufacturer agrees to repair or replace the mounting system structure and shall repair or replace all corrosion that fail in materials or workmanship within specified warranty period of twenty-five (25) years from the date of Project acceptance by the City. Contractor shall ensure manufacturer may not disclaim any implied warranty such as merchantability or fitness for a particular purpose. Both the expressed and implied terms of the warranty shall be read together for the benefit of the City.

Balance of System Components: Provide warranty in accordance with this specification section, in addition to the warranty and/or guarantee requirements stated elsewhere in Contract Documents.

Advanced Energy Storage (AES): Provide manufacturer's written warranty in which manufacturer agrees to repair or replace the Advance Energy Storage that fail in materials or workmanship within specified warranty period of ten (10) years from the date of Project acceptance by the City. Contractor shall ensure manufacturer may not disclaim any implied warranty such as merchantability or fitness for a particular purpose. Both the expressed and implied terms of the warranty shall be read together for the benefit of the City.o AES systems that minimize components derived of rare earth materials (cobalt, or similar

material) are preferred.

All Work performed by Contractor must not render void, violate, or otherwise jeopardize any preexisting City facility or building warranties or the warranties of system components.

1.5. PROCUREMENT/CONSTRUCTION1.5.1.SCOPE OF SUPPLY

Contractor shall provide all necessary labor, materials, equipment, and services required to install complete integrated turnkey PV systems. Contractor shall supply all solar modules, mounting equipment, inverters, AC and DC disconnect switches, metering, related wiring, monitoring equipment, and all ancillary equipment necessary to install the PV system and interconnect it to the City electrical distribution system. The PV system installations shall comply with all Contract requirements, technical specifications, approved design documents, and applicable regulatory codes and requirements. Contractor shall submit As-Built Construction Drawings an electronic copy in both PDF and DWG format on USB Flash drive to the City after completion of the Proving Period for each system at each site.

1.5.2.MATERIALS AND EQUIPMENT

Materials and equipment incorporated in the Work shall be new and suitable for the use intended. No material or equipment shall be used for any purpose other than that for which it is designed, specified or indicated.

Contractor shall use means necessary to protect the materials and equipment before, during and after installation. Contractor shall promptly replace lost or damaged materials and equipment with equal, or City-approved, replacements, or repair them, at no additional cost to the City.

1.5.3.QUALITY ASSURANCE AND QUALITY CONTROL


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Contractor shall implement a Quality Assurance / Quality Control (QA/QC) plan for construction activities on within the Project limits. At least 30 Calendar Days prior to the planned commencement of construction, Contractor shall submit an electronic copy in Adobe PDF format of the QA/QC Plan for review and approval by the City. The City’s Quality Assurance Plan is attached hereto for reference in Attachment A.2.

To ensure the highest quality of the installation, Contractor shall:

Implement policies and procedures to ensure proper oversight of construction Work, verification of adherence to construction documents and contractual requirements, and rapid identification and mitigation of issues and risks.

Utilize best practice methods for communicating progress, performing Work according to the approved Project schedule, and completing the Project on-time.

The Contractor shall remove and dispose of waste, surplus materials, trash/rubbish and similar items in accordance with the Elk Grove Municipal Code Title 30 “Solid Waste Management” through the duration of construction. The Contractor shall clean the entire Project area upon completion.

Provide equipment marking, as well as labeling and signage for the Project that shall be removed after Project completion.

Fully comply with all applicable notification, safety and Work rules (including City safety standards) when working on or near City facilities.

Route all electrical collection system wiring and conduits in a neat and orderly fashion and in accordance with all applicable code requirements. All cable terminations, excluding module-to-module and module-to-cable harness connections, shall be permanently labeled.

Provide all temporary road and warning signs, flagmen or equipment as required to safely execute the Work. Street sweeping services shall also be provided as required to keep any dirt, soil, mud, and any other site materials off of roads. The design and construction shall comply with the State's National Pollutant Discharge Elimination System (NPDES) General Permit for "Storm Water Discharges Associated with Construction and Land Disturbance Activities" (most current Order) issued by the State Water Resources Control Board (SWRCB), and the City’s current NPDES General Permit, renewed by the Central Valley RWQCB in June 2015, which regulates storm water discharges associated with construction activities, NPDES Storm Water Permit No. CAS617002, referred to in this section as "Permit(s)". All discharges must comply with Permit requirements.

1.6. TESTING

Following completion of construction, Contractor shall provide the following services related to startup and performance testing of the PV systems:

System commissioning System Startup Proving Period

A detailed Testing Plan covering each of the phases above shall be submitted and approved by the City prior to substantial completion of construction. A detailed description of each phase is provided below.

1.6.1.SYSTEM COMMISSIONING

Contractor shall perform a complete system commissioning for each PV System. The system commissioning procedures include component tests as well as other standard tests, inspections, safety and quality checks. All testing and commissioning shall be conducted in accordance with the manufacturer’s specifications.


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The section of the Testing Plan that covers System commissioning shall be equivalent or superior to both the California Energy Commission (CEC) “Guide to Photovoltaic (PV) System Design and Installation”, Section 4 and ASTM International Standards E2848 and E2939. The testing plan shall cover at minimum the following:

• Detailed test methods, including sample calculations and reference to standards as required or applicable, and list of tested equipment.

• Pre-test checklist to ensure readiness and any safety measures are in-place. • Details of all necessary adjustments, balancing, required equipment isolation or configuration,

test equipment and instruments, calibration, and personnel needed. • Acceptance Criteria: For each test phase, specifically indicate what is considered an

acceptable test result.

The System commissioning section of the Testing Plan shall include, but not be limited to, the following tests:

• Battery charging and discharging operation.• Microgrid controller connectivity and successful communication with all the equipment it is

connected.• Microgrid controller’s ability to operate independently given its programming to automatically

respond to various states of power use conditions.• Confirm that the ability for City staff to manually override the Microgrid when necessary is

functioning as intended.• String-level testing for all PV strings and the ability of monitoring to identify string outages.• Inverter testing for all inverters. The inverters shall be commissioned on-site by a qualified

technician and shall confirm that the inverter can be operated locally pursuant to the specification and that automatic operations such as wake-up and sleep routines, power tracking and fault detection responses occur as specified.

• Perform complete Megger testing using a megohm-meter to verify that no part of the PV system has a ground fault condition.

• Produce an I-V Data Analysis Report for baseline performance, utilizing manufacturer-recommended best practices using the Solmetric PV analyzer and I-V Data Analysis Tool or approved equal. The analysis and subsequent report shall indicate the current-voltage (I-V) curves of a sampling of 10% of the installed modules, all strings, and all arrays as measured under steady-state environmental conditions (with such meteorological data to be included in the report). Measurement data shall include each of the following:

o Short circuit current (Isc) at zero voltso Open circuit voltage (Voc) at zero currento Maximum power current (Imp)o Maximum power voltage (Vmp)

• Testing of all sensors of the DAS and the ability of monitoring to identify sensor errors. • Testing of the Data Presentation interface of the DAS.

After Contractor conducts all System commissioning based on the Testing Plan approved by the City prior to substantial completion, Contractor shall submit a detailed System Commissioning Report to the City for review. Module (if applicable), string level, and inverter level fault detection shall be scripted in the Testing Plan and carried out during System Commissioning, with the DAS fully operational per the specifications of the Contract.


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The System Commissioning Report shall document the results of the tests conducted following the Testing Plan and include additional information such as the date and time each test was performed. It shall also refer to any problem and deficiencies found during testing. If there was troubleshooting done, the Report shall describe the troubleshooting methods and strategy. Contractor shall be responsible for providing the labor and equipment necessary to troubleshoot the System.

1.6.2.SYSTEM STARTUP

Following City approval of the System Commissioning Report, Contractor shall conduct tests over twenty-four (24) hours and at a time resolution of fifteen (15) minutes, recording the following data:

Average AC output (kW) Average DC output (kW) Hourly PV system production (kWh) AC and DC voltage Horizontal and in-plane irradiance Ambient and cell temperature Inverter status flags and general system status information

These data points shall be presented in a manner that best depicts the actual performance of the system for City review and approval and shall be submitted as part of the Startup Test Report.

1.6.3.PROVING PERIOD (30 CALENDAR DAYS)

Upon completion of system commissioning, utility permission to operate (PTO), System Startup, and approval by the City, Contractor shall monitor the system during a thirty (30) Calendar day Proving Period and submit a report for City review and approval prior to final acceptance by the City. This includes monitoring system output and ensuring the correct functioning of system components over this time. The values for the following data shall be acquired every fifteen (15) minutes over thirty (30) days:

AC system output (kW) PV system production (kWh) AC and DC voltage Horizontal and in-plane irradiance Ambient and cell temperature Inverter status flags and general system status information System availability

Contractor shall utilize calibrated test instruments and the DAS and monitoring system to collect the test data described above, which shall be made available to the City for access throughout the Proving Period. Pyranometers must be properly cleaned and provide irradiance measurements within 3% of one another. Contractor shall determine through analysis of data from the Proving Period whether the PV and Advanced Energy Storage systems deliver the expected production as determined by the final approved design (i.e., Construction Documents). Expected production calculation methodology must be described and the calculations provided. Actual production shall be compared against expected production using actual weather data and other system inputs such as module cell temperature factor, module mismatch, inverter efficiency, and wiring losses for calculating expected production. The production figures for all meters, whether existing or installed by or on behalf of the IOU or by or on behalf of the Contractor, shall be correlated during this test to verify their accuracy in measuring system production.

If the PV, Advanced Energy Storage or Microgrid Controller systems do not perform to design specifications, diagnostic testing shall be performed by Contractor, deficiencies shall be identified with proposed corrective actions submitted to the City, and the Proving Period test repeated. Contractor shall be responsible for providing the labor and equipment necessary to troubleshoot the system. The Proving


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Period Report shall be submitted after the successful completion of this phase and submitted to the City for review and approval. The report shall contain, but not be limited to, the following information; calculations shall be provided in Excel format with formulas visible to allow for peer review:

System description Test period Test results Anomalies identified during test Corrective action performed Actual measured performance Calculations detailing expected performance under TMY conditions

1.7. OPERATIONS AND MAINTENANCE

Contractor shall offer pricing for Operations and Maintenance (O&M) services for a total of five (5) years, with the option of being renewed in writing every five (5) years with their Proposal for a twenty-five (25) year total term. The City reserves the right to not execute the Operations and Maintenance services agreement or to execute a partial agreement at a negotiated price or to competitively bid the Operations and Maintenance services after the fifth year.

In offering such services, Contractor shall perform all necessary preventive and corrective maintenance, which includes routine maintenance adjustments, replacements, and electrical panel/transformer/ inverter cleaning (interior and exterior) with supporting documentation delivered to the City after the Work has been performed. Maintenance by Contractor shall ensure that all warranties, particularly inverter warranties, are preserved. The frequency and timing of panel wash-downs shall be determined by Contractor based on system monitoring data but shall occur no less than twice a year. Environmental sensors such as pyranometers shall be tested and recalibrated at least once a year.

The Operations and Maintenance Agreement shall be a separate agreement under different terms and conditions from the design, procurement, installation and construction of the Work as defined in this Contract. Any and all agreements including this Contract shall be limited to the solar PV ground mount area and shall exclude all other parcels within the District 56 site.

At a minimum, Contractor shall perform the following maintenance services, as described in the following sections:

1.7.1.PREVENTATIVE MAINTENANCE

The following Preventive Maintenance shall be performed at least annually and shall be factored into the pricing and shall at a minimum include:

System testing (voltage/amperage) System visual inspection and necessary corrections:

o Inspect for stolen, broken or damaged PV modules, record damage and location. Report to the City and wait for the City to authorize a course of action.

o Inspect PV wiring for loose connections and wire condition. Resolve issues as needed or report larger issues to the City.

o Inspect for wires in contact with the structure or hanging loose from racking and resolve issues as needed.

o Check mechanical attachment of the PV modules to the racking and resolve issue as needed.

o Check attachment of racking components to each other and the structure and resolve issue as needed.

o Verify proper system grounding is in place from panels to the inverter and resolve issue as needed.


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o Check conduits and raceways for proper anchorage to structures and resolve issue as needed.

o Inspect all metallic parts for corrosion and resolve issue as needed.o Check combiner boxes for proper fuse sizes and continuity and resolve issue as needed.o Inspect all wiring connections for signs of poor contact at terminals (burning,

discoloration, and similar) and resolve issue as needed.o Inspect disconnects for proper operation and resolve issues as needed.o Survey entire jobsite for debris or obstructions and resolve issues as needed.o Inspect fasteners for proper torque and corrosion and resolve issues as needed.o Inspect inverter pad for cracking or settling and resolve issues as needed.o Inspect electrical hardware for proper warning and rating labeling and resolve issues as

needed.o Review as built documentation as needed.o Inspect alignment of arrays and racking to identify settling foundations or loose

attachments and resolve issues as needed or report issues to the City.o Inspect operation of tracking hinges, pivots, motors and actuators if present and resolve

issues as needed.o Check for proper operation and reporting of monitoring hardware and resolve issues as

needed.o Inspect sealed electrical components for condensation buildup and resolve issues as

needed.o Inspect wiring and hardware for signs of damage from vandalism or animal damage and

resolve issues as needed. Routine system maintenance to include correction of loose electrical connections, ground

connections, replacement of defective modules found during testing, other minor maintenance repair work.

Module cleaning, at a frequency to be determined by the ongoing monitoring of the system, but not less often than twice a year.

Routine DAS maintenance, not less than twice per year, to include sensor calibration and data integrity check. Sensors that do not meet their specified industry standard accuracy shall be calibrated or replaced.

Report and schedule any necessary outage required to administer maintenance, cleaning or corrective repairs.

Each of the above activities shall result in submission of a report to the City listing the maintenance, testing and repair that was performed, the results of all testing and actions taken to correct any deficiencies found during the tests.

Produce an I-V Data Analysis Report as described in Section 1.5.1 above.

1.7.2.TROUBLESHOOTING, INSPECTION AND ADDITIONAL REPAIRS

Dispatch of field service resources within two business days of notification (via automated or manual means) for repairs as necessary to maintain system performance.

Any corrective action required to restore the system to fully operational status shall be completed within 24 hours of the service resources arriving on-site.

Major system repairs, not to include mid-voltage switchgear or transformers.

1.7.3.CUSTOMER SERVICE SUPPORT

Support telephone line made available to City staff to answer questions or report issues. Support line shall be staffed during business hours Monday-Friday 8:00 a.m. – 6:00 p.m.

Pacific Standard Time. Contractor shall also provide the City with an afterhours customer service support point of contact to respond to emergencies.


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1.7.4.MAJOR COMPONENT MAINTENANCE AND REPAIR

Inverter repair and component replacement and refurbishment as required in the event of inverter failure.

Inverter inspection and regular servicing as required under inverter manufacturer’s warranty specifications. Those include but are not limited to the following annually:o Check appearance/cleanliness of the cabinet, ventilation system and all exposed

surfaces, and clean cabinet and components of any dirt and debris.o Inspect, clean/replace air filter elementso Check for corrosion on all terminals, cables and enclosure.o Check all fuses.o Perform a complete visual inspection of all internally mounted equipment including

subassemblies, wiring harnesses, contactors, power supplies and all major components.o Check condition of all the AC and DC surge suppressors.o Torque terminals and all fasteners in electrical power connections.o Check the operation of all safety devices (E-stop, door switches).o Record all operating voltages and current readings via the front display panel.o Record all inspections completed.o Inform inverter manufacturer of all deficiencies identified.o Oversee inverter manufacturer performance of In-Warranty replacement of failed inverter

components. City advocacy with vendors. Service Level Agreement shall be provided to deliver tiered response to problems according

to their level of importance. For each tier, the number of hours to acknowledge, respond, and resolve each of the faults shall be as defined in the O&M Agreement.

1.7.5.OTHER SYSTEM SERVICES

O&M Manuals – Contractor shall provide three (3) hard copies and an electronic copy in Adobe PDF format of O&M Manuals. Updated editions of O&M Manuals shall be sent electronically to the City as they become available.

Management of long-term service and warranty agreements, ongoing. Contractor shall log all maintenance calls and document all maintenance activities. These

activities shall be presented in a report, which is to be submitted to the City on a minimum monthly basis and shall include automatically and manually identified faults.

O&M services shall be priced separately from the design and construction of the PV and Advanced Energy Storage systems. Contractor shall submit a detailed description of their O&M services, detailing the activities and the intervals at which they will be performed, with their Proposal.

Should the City determine that the Operations and Maintenance Services that the Contractor offers are acceptable to the City, the City will present an Operations and Maintenance Agreement to Contractor for review and execution.

1.8. PERFORMANCE GUARANTEE

Contractor shall offer a Solar Performance Guarantee for twenty (25) years with their Proposal. The cost and terms of the Guarantee shall be included as an attachment to the proposal. The City reserves the right to not execute the Performance Guarantee at its sole discretion. Any and all agreements including this Contract shall be limited to the solar PV ground mount area and shall exclude all other parcels within the District 56 site.


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The Performance Guarantee (PeGu) Agreement shall be a separate agreement under different terms and conditions from the design, procurement, installation and construction of the Work as defined in this Contract.

The Performance Guarantee obligates Contractor to compensate the City for the cost of utility electricity purchases that the City would not have incurred had the PV System performed at a 100% level of guaranteed performance. The cost of utility will be established and incorporated into the final Performance Guarantee language. The guaranteed annual output shall be decreased by an appropriate PV module degradation. Determinations of under-performance (i.e., the amount of kWh below the guaranteed output level), if any, shall be made every five (5) years without adjustments for ambient weather. Contractor is not entitled to any payments for over production.

Guaranteed production levels shall be adjusted to account for any changes in the proposed system design and will be appropriate for the final designed system. Downward adjustments in expected performance may be permitted in the following cases:

1. There is any failure of the System to perform caused by legislative, administrative or executive action, regulation, order or requisition of any federal, state or local government, local utility or public utilities commission;

2. There is an event of Force Majeure as defined in the Contract executed between the City and Contractor;

3. An act of vandalism results in reduced system performance; or

4. There are changes related to the Site, or buildings at or near the Site, without the prior written approval of Contractor, that can be reasonably expected to reduce solar PV performance.

In cases 1-4 above, Contractor shall develop and submit for approval an estimate of the lost kWh output attributable to these causes and the performance requirement for the applicable year shall be adjusted accordingly.

Downward adjustments in the guaranteed output level may not be made for reasons of equipment underperformance, malfunction, or failure, whether or not the equipment is under warranty.

1.9. TRAINING

The Contractor shall provide a minimum of twelve (12) hours of on-site training for City staff in all aspects of operation, routine maintenance, and safety of the PV systems, DAS, and monitoring solution.

At a minimum, training topics shall include the following:

• System safety, including shut-down procedures• PV module maintenance and troubleshooting• Structural elements maintenance and repair guidelines• Inverter overview and maintenance procedures• Calibration and adjustment procedures for the inverters and tracking systems (if any)• System replacement• Battery operation and monitoring• DAS and monitoring solution, including standard and custom reporting• Microgrid controller operations, both automatic and manual override.

Contractor shall submit a proposed Training Plan during the design process for approval and provide all training materials and manuals to support on-site training in advance of scheduled training sessions. The


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on-site portion of the training program shall be scheduled to take place at the jobsite at a time agreeable to both the City and Contractor.


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EXHIBIT B. PRICE

Contractor shall submit their pricing using Attachment B.2 Pricing Proposal and Production Form. Attachment B.2 shall be used to negotiate with the Contractor and, upon agreement by both parties, shall be incorporated into this Contract Exhibit B Price for final not-to-exceed amount for services as described in Exhibit A Scope of Work and Technical Specifications.


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EXHIBIT C. SCHEDULE OF PERFORMANCE

The Contractor shall provide with their proposal a schedule that is consistent with the City’s goals as identified in the RFP Document and its attachments, and supports the Solar PV design, procurement and installation services as described in this Contract Exhibit A. Scope of Work and Technical Specifications. The schedule shall be approved by the City prior to executing this Contract. The schedule shall not-exceed two (2) years for Work. A more detailed schedule is required to be submitted following the execution of the Contract in accordance with Exhibit A. Scope of Work and Technical Specifications.


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EXHIBIT D. INSURANCE REQUIREMENTS

D-1. Insurance

Contractor shall procure and maintain for the duration of the Contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Work hereunder by the Contractor, his agents, representatives, employees or subcontractors. The cost of such insurance shall be included in the Contractor's bid.

(a) Neither the Contractor nor any Subcontractors shall commence any work until all required insurance has been obtained at their own expense. Such insurance must have the approval of the City as to limit, form, and amount, and shall be placed with insurers with a current A.M. Best’s rating of no less than A:VII, unless otherwise approved by the City. An exception will be made where the State Compensation Insurance Fund is used to satisfy the Workers’ Compensation insurance requirement.

(b) Any insurance bearing on adequacy of performance shall be maintained after completion of the project for the full guarantee period.

(c) Prior to execution of the Contract and prior to any commencement of Work, the Contractor shall furnish the City with certified copies or original endorsements effecting coverage for all policies required by the Contract. The form of endorsements included herewith, or equivalents thereto, as approved by the City, shall be used. The Contractor shall not permit any Subcontractor identified in the Designation of Subcontractors form to commence work on this project until such Subcontractor has furnished the City with certified copies or original endorsements effecting coverage for all insurance policies required by the Contract. The endorsements shall be signed by a person authorized by the insurer to bind coverage on its behalf. The endorsements are to be on forms provided or approved by the City. The City may require the Contractor or any subcontractor to furnish complete certified copies of all insurance policies effecting the coverage required by the Contract. No work shall be commenced prior to receipt and approval of all insurance requirements by the City.

(d) The Contractor shall serve the City notice, in writing by certified mail, within 2 days of any notices received from any insurance carriers providing insurance coverage under this Agreement that concern the suspension, voidance, cancellation, termination, reduction in coverage or limits, non-renewal, or material changes of coverage proposed or otherwise.

(e) Any policy or policies of insurance that the Contractor elects to carry as insurance against loss or damage to its construction equipment and tools shall include a provision therein providing a waiver of the insurer's right to subrogation against the City and the Engineer.

(f) The requirements as to the types, limits, and the City's approval of insurance coverage to be maintained by the Contractor are not intended to and shall not in any manner limit or qualify the liabilities and obligations assumed by the Contractor under the Contract.


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(g) In addition to any other remedy the City may have, if the Contractor or any subcontractor fails to maintain the insurance coverage as required in this Section, the City may obtain such insurance coverage as is not being maintained, in form and amount substantially the same as required herein, and the City may deduct the cost of such insurance from any amounts due or which may become due the Contractor under this Contract.

(h) All subcontractors shall, at their expense, maintain in effect at all times during the performance of work under the Contract not less than:

(1) $1,000,000 of General Liability insurance

(2) $1,000,000 of Auto Liability Insurance

(3) Statutory Workers’ Compensation insurance if required by California law, $1,000,000 of Employer’s Liability insurance if required to carry Workers’ Compensation insurance by California law

(4) $1,000,000 Professional Liability insurance if performing professional services typically covered by such coverage.

General and Auto Liability coverages shall name the City, its officials, employees, agents, and volunteers as additional insured. The General Liability and Workers’ Compensation policies shall waive all rights of subrogation against the City, its officials, employees, agents, and volunteers.

All coverage shall be maintained with insurers and under forms of policy satisfactory to the City. The maintenance by all subcontractors of the preceding coverage and limits of insurance is a material element of this Contract. The failure of any subcontractors to maintain or renew coverage or to provide evidence of renewal may be treated by the City as a material breach of this contract.

(i) The Contractor shall, at its expense, maintain in effect at all times during the performance of work under the Contract not less than the following coverage and limits of insurance, which shall be maintained with insurers and under forms of policy satisfactory to the City. The maintenance by the Contractor of the following coverage and limits of insurance is a material element of this Contract. The failure of the Contractor to maintain or renew coverage or to provide evidence of renewal may be treated by the City as a material breach of this contract.

(1) Workers’ Compensation and Employer’s Liability Insurance

a) The Contractor and all Subcontractors shall maintain insurance to protect the Contractor or subcontractor from all claims under Workers’ Compensation and any form of Employer’s Liability Acts, including, where applicable, Longshoremen's and Harbor Workers’ Act. Such coverage shall be maintained, in type and amount, in strict compliance with all applicable State and Federal statutes and regulations. The Contractor shall execute a certificate in compliance with Labor Code section 1861, on the form provided in the Contract Documents.


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b) The insurer shall agree to waive all rights of subrogation against the City, its officials, employees, agents, and volunteers for losses arising from work falling within the terms of this Agreement.

(2) Commercial General Liability Insurance

a) The Contractor shall maintain in effect at all times during the performance of the work hereunder not less than the following coverages and limits of Commercial General Liability insurance:

i) The insurance shall include, but shall not be limited to, protection against claims arising from death, bodily injury, personal injury, or damage to property resulting from actions, failures to act, operations or equipment of the insured, or by its employees, agents or consultants, volunteers, or by anyone directly or indirectly employed by the insured.

ii) The amount of insurance coverage shall not be less than $2,000,000.00 per occurrence with an aggregate no less than $4,000,000 applying to bodily injury, personal injury, and property damage, or any combination of the three.

iii) Any deductibles greater than $5,000.00 must be declared to and approved by the City. At the option of the City, either: the insurer shall reduce or eliminate such deductibles as respects the City, its officials, employees, agents, and volunteers; or the Contractor shall procure a bond guaranteeing payment of losses and related investigations, claim administration expenses, and defense expenses.

b) Additional Requirements

The commercial general liability insurance coverage shall also include the following:

i) Provision or endorsement naming the City, its officials, employees, agents, and volunteers, each as additional insureds with respect to any potential liability arising out of the performance of any work under the Contract. The recommended form for the Additional Insured endorsement is Insurance Services Office form CG 20 10 11 85 or form CG 20 10 10 01 coupled with form CG 20 37 10 01 or equivalent.

ii) Provision or endorsement that such insurance is primary insurance as respects the interest of the City, its officials, employees, agents, and volunteers that any other insurance, risk pool membership, or other liability protection maintained by the City or maintained by the Engineer is excess to the insurance required hereunder, and will not be called upon to contribute to any loss unless and until all limits available under the contractor's and subcontractor's insurance policy/policies have been paid.

iii) Broad Form Property Damage, Personal Injury, Contractual Liability, and Completed Operations coverages.


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iv) Provision or endorsement stating that any failure to comply with reporting or other provisions of the policies, including breaches of warranties, shall not affect coverage provided to the City, its officials, employees, agents, and volunteers.

v) Provision or endorsement waiving all rights of subrogation against the City, its officials, employees, agents, and volunteers.

vi) “Cross Liability” or “Severability of Interest” clause(s) providing that the Contractor's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer’s liability.

vii) Provision of prescribed insurance, Insurance Services Offices Commercial General Liability Coverage CG001, or its equivalent, shall not be construed as either a limitation on or satisfaction of the hold harmless or indemnity agreement contained in the contract’s F-2 Indemnity and Litigation Cost set forth herein below.

(3) Commercial Automobile Liability Insurance.

a) The Contractors shall maintain during the term of this Agreement automobile liability insurance not less than the following coverages and limits:

viii) The insurance shall include, but shall not be limited to, protection against claims of bodily injury and property damage arising out of the operation, maintenance, or use of any automobiles .

ix) Coverage shall be at least as broad as “Insurance Services Office Business Auto Coverage Form CA 0001,” symbol 1 (“Any Auto”). Use of any symbols other than symbol 1 for Commercial Automobile Liability Insurance shall not be permitted without written permission of the City.

x) The limits shall not be less than:

Combined Single Limit Two Million Dollars ($2,000,000)

Or, If Split Limits

Bodily Injury Liability Two Million Dollars ($2,000,000) Per Person

Two Million Dollars ($2,000,000)Per Accident

Property Damage Liability Five Hundred Thousand

($500,000) Per Accident


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b) Additional Requirements

xi) The insurance shall include a provision or endorsement naming the City, its officials, employees, agents, and volunteers, each as additional insureds with respect to any potential liability arising out of the performance of any work under the Contract.

xii) The insurance shall include a provision or endorsement waiving all rights of subrogation against the City, its officials, employees, agents, and volunteers.

(4) Builder’s Risk / Installation Floater

c) Contractor shall be responsible for all loss or damage to equipment, including but not limited to solar panels, inverters, power conditioners, electrical equipment, and structural elements, being provided and installed as part of the Work.

d) Prior to commencement of the construction portion of the Work and continuing until project acceptance by the City, the Contractor or its appropriate subcontractor shall submit written evidence of Builder's Risk "Special Form" Completed Value Insurance or an Installation Floater utilizing an “All Risk” (Special Perils) coverage form covering installed materials, which is the subject of this Contract, including completed work and work in progress. The policy or policies of insurance shall name the Contractor, City, and the Engineer as insureds as their respective interests may appear. Such insurance may have a deductible clause, but the amount of the deductible shall be subject to the approval of the City. In no event shall the limits be less than $500,000 or include any co-insurance penalty provisions.

(5) Contractor’s Pollution Liability

e) Prior to commencement of the construction portion of the Work and continuing until project acceptance by the City, Contractor shall submit written evidence of Pollution liability coverage for losses caused by sudden and non-sudden pollution conditions resulting in, but not limited to, bodily injury, personal injury, property damage, cleanup and remediation costs of property regardless of ownership, and emergency response cost coverage.

a) The limits of liability per occurrence shall not be less than One Million Dollars ($1,000,000).

(6) Drone Liability

a) Prior to the use of any drones as part of the performance of the Work, and continuing until project acceptance by the City, Contractor or its appropriate subcontractor shall provide proof of Drone or Unmanned Aerial Systems Liability covering injury to persons and damage to property.

b) The limits of liability per occurrence shall not be less than One Million Dollars ($1,000,000).


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c) The insurance shall include a provision or endorsement naming the City, its officials, employees, agents, and volunteers, each as additional insureds.

d) The insurance shall include a provision or endorsement waiving all rights of subrogation against the City, its officials, employees, agents, and volunteers


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EXHIBIT E. CERTIFICATE OF COMPLIANCE WITH LABOR CODE § 3700, RELEASE AND INDEMNIFICATION

Certificate of Compliance With Labor Code § 3700, Release and Indemnification

The undersigned, on behalf of and as the duly certified representative of Contractor, certifies as follows:

1. Contractor is aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and Contractor has complied or will comply with such provisions before commencing the performance of the Work of this contract. (Cal. Labor Code §§1860, 1861.)

2. Should Contractor fail to secure Workers’ Compensation coverage as required by the State of California, Contractor shall release, hold harmless, defend and indemnify the City of Elk Grove from and against any damage, liability, claim, cause of action and any other loss, including without limitation, court costs, reasonable attorney’s fees and costs resulting from any failure to take and/or maintain Workers’ Compensation insurance as required by law. The provisions of this Exhibit shall survive termination, suspension and/or completion of this Contract. It is further understood and agreed that this release and assumption of risk is to be binding on Contractor’s successors, heirs and assigns.

Contractor

By: _______________________________

Date: _____________________________

Name: ____________________________

Title: _____________________________


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EXHIBIT F. FAITHFUL PERFORMANCE BONDKNOW ALL MEN BY THESE:

WHEREAS, THE CITY OF ELK GROVE, hereinafter designated as the “City”, entered into a Contract dated ____________________________________, 20__, with ________________________________________________ hereinafter designated as the “Contractor” for the Work described as follows:

Project

WHEREAS, the Contractor is required under terms of said Contract to furnish a bond for the faithful performance of said Contract;

WHEREAS, the Contract is by reference made a part hereof;

NOW, THEREFORE, we, ________________________________________________ the undersigned Contractor, as Principal, and ____________________________________ (corporate surety), a corporation organized and existing under the laws of the State of ________________________, and duly authorized to transact business under the laws of the State of California, as Surety, are held and firmly bound unto the City in the penal sum of __________________________________ dollars ($___________________), lawful money of the United States, said sum being not less than one hundred (100) percent of the total Contract amount, for the payment of which sum well and truly to be made, we bind ourselves, our heirs, executors, administrators, and successors, jointly and severally, firmly by these presents.

THE CONDITION OF THIS OBLIGATION IS SUCH, THAT, if the above bounded Contractor, his or its heirs, executors, administrators, successors or assigns, shall in all things stand to and abide by, and well and truly keep and perform the covenants, conditions, and agreements in the Contract and any alterations thereof made as therein provided, on his or their part, to be kept and performed at the time and in the manner therein specified, and in all respects according to their true intent and meaning, and shall indemnify and save harmless the City, its officers and agents, as therein stipulated, if this obligation is fulfilled as determined in the sole discretion of the City it shall become null and void; otherwise it shall be and remain in full force and virtue.

As a condition precedent to the satisfactory completion of the Contract, the above obligation in said amount shall hold good for a period of one (1) year after the completion and acceptance of the said work, during which time if the above bounded Contractor, his or its heirs, executors, administrators, successors or assigns shall fail to make full, complete, and satisfactory repair and replacements or totally protect the City from loss or damage made evident during said period of one year from the date of acceptance of said work, and resulting from or caused by defective materials or faulty workmanship in the prosecution of the work done, the above obligation in the said sum shall remain in full force and effect. However, anything in this paragraph to the contrary notwithstanding, the obligation of the Surety hereunder shall continue so long as any obligation of the Contractor remains.

And the Surety, for value received, hereby stipulates and agrees that no change, extension


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of time, alteration or addition to the terms of the Contract or to the work to be performed thereunder or the specifications accompanying the same shall, in any way, affect its obligations on this bond and it does hereby waive notice of any such change, extension of time, alteration, or addition to the terms of the Contract or to the work or the specifications. Said Surety hereby waives the provisions of Sections 2819 and 2845 of the Civil Code of the State of California.

In the event suit is brought upon this bond by the City and judgment is recovered, the Surety shall pay all costs incurred by the City in such suit, including reasonable attorney’s fees to be fixed by the Court.

IN WITNESS WHEREOF, we have hereunto set our hands and seals this _______ day of _______________________, 20__.

____________________________________ ____________________________________Name of Surety Contractor

By:_________________________________

Title: _______________________________

____________________________________Mailing Address of Surety and

_____________________________________ By:_________________________________

Telephone No. of Surety Title: _______________________________

By:_________________________________Attorney in Fact

NOTE: If Contractor is Partnership, all parties must execute Bond.

IMPORTANT: Surety companies executing Bonds must appear on the Treasury Department’s most current list (Circular 570 as amended) and be authorized to transact business in California.

NOTICE: The signature of the Surety on this bond must be acknowledged before a notary public, and this bond must be accompanied by evidence of the signatory’s appointment as attorney in fact and authority to bind the Surety.

MANDATORY: The Surety shall be authorized and licensed by the California Insurance Commissioner as an “admitted surety insurer.” (See Cal. Code Civ. Proc. § § § 995.310, 995.311, 995.320)


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APPROVAL: Bonds must be approved by the City. In order to verify the status of the Surety as an admitted surety, the Surety shall provide the City with at least one of the following: (1) a print-out of information from the web-site of the Department of Insurance confirming the Surety is an admitted surety insurer and attaching it to the bond; or (2) a certificate from the Sacramento County Clerk that the certificate of authority of the Surety has not been surrendered, revoked, cancelled, annulled or suspended and confirming that the Surety is an admitted surety and attaching the certificate to the bond. (See Cal. Code Civ. Proc. Code § 995.311).


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EXHIBIT G. PAYMENT BONDKNOW ALL MEN BY THESE:

WHEREAS, THE CITY OF ELK GROVE, hereinafter designated as the “City”, has awarded to _______________________________________________, hereinafter designated as the “Contractor” a Contract for the Work described as follows:

Project

WHEREAS, the Contractor is required by the Contract and by the provisions of Division Fourth, Part 6, Title 3, Chapter 5 of the Civil Code to furnish a bond in connection with the Contract, as hereinafter set forth.

NOW, THEREFORE, we, ________________________________________________, the undersigned Contractor, as Principal, and ______________________________________, a corporation organized and existing under the laws of the State of ______________________ duly authorized to transact business under the laws of the State of California, as Surety, are held and firmly bound unto the ________________________ in the sum of _____________________ dollars ($____________________) said sum being not less than one hundred (100) percent of the total Contract amount payable by the City, under the terms of the Contract, for which payment well and truly to be made, we bind ourselves, our heirs, executors and administrators, successors and assigns, jointly and severally, firmly by these presents.

THE CONDITION OF THIS OBLIGATION IS SUCH, THAT, if the Contractor, his or its heirs, executors, administrators, successors and assigns or subcontractors shall fail to pay for any materials, provisions, goods or other supplies or teams, implements or machinery used in, upon, for or about the performance of the Work contracted to be done, or shall fail to pay for any Work or labor thereon of any kind, or shall fail to pay any persons named in Civil Code section 9100, or shall fail to pay for amounts due under the Unemployment Insurance Code with respect to such Work or labor as required by the provisions of Division Fourth, Part 6, Title 3, Chapter 5 of the Civil Code, or shall fail to pay for any amounts required to be deducted, withheld, and paid over to the Employment Development Department from the wages of employees of the Contractor and subcontractors pursuant to Section 13020 of the Unemployment Insurance Code with respect to such Work or labor, and provided that the claimant shall have complied with the provisions of that Code, the Surety or Sureties hereon will pay for the same in an amount not exceeding the sum specified in the Contract, In case suit is brought upon this bond, the Surety shall pay all court costs, expenses and reasonable attorney’s fee to the prevailing party to be fixed by the court.

This bond shall inure to the benefit of any and all persons, companies and corporations entitled to file claims under Section 9100 of the Civil Code, so as to give a right of action to them or to their assigns in any suit brought upon this bond.

And the Surety, for value received, hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the Contract or to the Work to be performed thereunder or the specifications accompanying the same shall in any way affect its obligation on this bond, and it does hereby waive notice of any such change, extension of time, alteration or


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addition to the terms of the Contractor to the Work or to the Specifications.

IN WITNESS WHEREOF, we have hereunto set our hands and seals this _________ day of ___________________________, 20__.

____________________________________ ____________________________________Name of Surety Contractor

By:_________________________________ Title: _______________________________

____________________________________Mailing Address of Surety and

_____________________________________ By:_________________________________Telephone No. of Surety Title: _______________________________

By:_________________________________Attorney in Fact

NOTE: If Contractor is Partnership, all parties must execute Bond.

IMPORTANT: Surety companies executing Bonds must appear on the Treasury Department’s most current list (Circular 570 as amended) and be authorized to transact business in California.

NOTICE: The signature of the Surety on this bond must be acknowledged before a notary public, and this bond must be accompanied by evidence of the signatory’s appointment as attorney in fact and authority to bind the Surety.

MANDATORY: The Surety shall be authorized and licensed by the California Insurance Commissioner as an “admitted surety insurer.” (See Cal. Code Civ. Proc. § 995.311)

APPROVAL: Bonds must be approved by the City. In order to verify the status of the Surety as an admitted surety, the Surety shall provide the City with at least one of the following: (1) a print-out of information from the web-site of the Department of Insurance confirming the Surety is an admitted surety insurer and attaching it to the bond; or (2) a certificate from the Sacramento County Clerk that the certificate of authority of the Surety has not been surrendered, revoked, cancelled, annulled or suspended and confirming that the Surety is an admitted surety and attaching the certificate to the bond. (See Cal. Code Civ. Proc. Code § 995.311).


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